What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2025-08-05 compared with 2025-05-07 · 266 added, 146 removed, 710 unchanged (37% of the section changed)

6 unchanged sentences

Such forward-looking statements involve certain risks and uncertainties and our actual results may differ materially from such forward-looking statements.

Factors that may cause actual results to differ materially from those

contemplated by such forward-looking statements, in addition to those risk factors listed under the “Risk Factors” section of the 2024 Form 10-K, include but are not limited to:

Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements, in addition to those risk factors listed under the “Risk Factors” section of the 2024 Form 10-K, include but are not limited to:

• adverse economic conditions in the regional and local economies within the New England region and the Company’s market area;

2 unchanged sentences

• political and policy uncertainties in the U.S., changes in U.S.

and international trade policies, such as tariffs, trade wars, related uncertainty or other factors, and the potential impact of such factors on the Company and its customers, including the potential for decreases in deposits and loan demand, unanticipated loan delinquencies, loss of collateral and decreased service re venues;

• the instability or volatility in financial markets and unfavorable domestic or global general economic, political or business conditions, whether caused by geopolitical concerns, including the Russia/Ukraine conflict, the conflict in Israel and surrounding areas and the possible expansion of such conflicts;

and international trade policies, such as tariffs, trade wars or related uncertainties, new or proposed legislation or other factors, and the potential impact of such factors on the Company and its customers, including the potential for decreases in deposits and loan demand, unanticipated loan delinquencies, loss of collateral and decreased service re venues ;

• the instability or volatility in financial markets and unfavorable domestic or global general economic, political or business conditions, whether caused by geopolitical concerns, including the Russia/Ukraine conflict, the conflicts in Israel, Iran and surrounding areas and the possible expansion of such conflicts;

• unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on the Company’s local economies or the Company's business caused by adverse weather conditions and natural disasters, changes in climate, public health crises or other external events and any actions taken by governmental authorities in response to any such events;

1 unchanged sentence

• changes in interest rates and any resulting impact on interest earning assets and/or interest bearing liabilities, the level of voluntary prepayments on loans and the receipt of payments on mortgage-backed securities, decreased loan demand or increased difficulty in the ability of borrowers to repay variable rate loans;

• failure to consummate or a delay in consummating the acquisition of Enterprise, including as a result of any failure to obtain the necessary regulatory approvals or to satisfy any of the other conditions to the proposed transaction on a timely basis or at all;

• risks related to the Company’s pending acquisition of Enterprise and acquisitions generally, including disruptions to current plans and operations;

• risks related to the Company’s acquisition of Enterprise Bancorp (“Enterprise”) and acquisitions generally, including disruption to current plans and operations;

difficulties in customer and employee retention;

2 unchanged sentences

and the Company’s inability to achieve expected revenues, cost savings, synergies, and other benefits at levels or within the timeframes originally anticipated;

• the effect of laws, regulations, new requirements or expectations, or additional regulatory oversight in the highly regulated financial services industry, including as a result of intensified regulatory scrutiny in the aftermath of regional bank failures and the resulting need to invest in technology to meet heightened regulatory expectations, increased costs of compliance or required adjustments to strategy;

• the effect of laws, regulations, new requirements or expectations, or additional regulatory oversight in the highly regulated financial services industry, and the resulting need to invest in technology to meet heightened regulatory expectations, increased costs of compliance or required adjustments to strategy;

• changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System;

• higher than expected tax expense, including as a result of failure to comply with general tax laws and changes in tax laws;

• increased competition in the Company’s market areas, including competition that could impact deposit gathering, retention of deposits and the cost of deposits, increased competition due to the demand for innovative products and service offerings, and competition from non-depository institutions which may be subject to fewer regulatory constraints and lower cost structures;

service offerings, and competition from non-depository institutions which may be subject to fewer regulatory constraints and lower cost structures;

• a deterioration in the conditions of the securities markets;

4 unchanged sentences

• adverse changes in consumer spending and savings habits;

• the effect of laws and regulations regarding the financial services industry, including the need to invest in technology to meet heightened regulatory expectations or introduction of new requirements or expectations resulting in increased costs of compliance or required adjustments to strategy;

• changes in laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) generally applicable to the Company’s business and the associated costs of such changes;

• the effect of laws and regulations regarding the financial services industry, including the need to invest in technology to meet heightened regulatory expectations or the introduction of new requirements or expectations resulting in increased costs of compliance or required adjustments to strategy;

• changes in laws and regulations, or new laws or regulations (including laws and regulations concerning taxes, banking, securities and insurance) generally applicable to the Company’s business and the associated costs of such changes or new laws and regulations;

• the Company’s potential judgments, claims, damages, penalties, fines and reputational damage resulting from pending or future litigation and regulatory and government actions;

9 unchanged sentences

Three Months Ended

2025 March 31

2025 December 31

2024 September 30

2024 March 31

(Dollars in thousands, except per share data)

46 unchanged sentences

These metrics are used by management to make key decisions regarding the Company’s balance sheet, liquidity, interest rate sensitivity, and capital resources and assist with identifying opportunities for improving the Company's financial position or operating results.

The Company focuses on organic growth, but will also consider growth through acquisition.

Any potential acquisition opportunities are evaluated for the potential to provide a satisfactory financial return as well as other criteria (ease of integration, synergies, geographical location).

On December 9, 2024, the Company announced the signing of a definitive merger agreement under which the Company will acquire Enterprise Bancorp, Inc.

(“Enterprise”), with the Company as the surviving entity, and Enterprise Bank and Trust Company will merge with and into Rockland Trust (the “Merger Agreement”).

The transaction is valued at approximately $562 million.

The closing of the Enterprise acquisition, which is expected to occur during the third quarter of 2025, was approved by Enterprise’s shareholders on April 3, 2025, and remains subject to required regulatory approvals and satisfaction of other customary closing conditions set forth in the Merger Agreement.

First Quarter 2025 Results

Net income for the three months ended March 31, 2025 was $44.4 million, or $1.04 on a diluted earnings per share basis, as compared to $47.8 million, or $1.12 on a diluted earnings per share basis, for the three months ended March 31, 2024, representing decreases of 7.0% and 7.1%, respectively.

First quarter 2025 results were negatively impacted by a $15.0 million loan loss provision attributable to elevated charge-off activity and additional specific reserve allocations.

Despite a rise in the provision for credit losses, first quarter 2025 results reflected solid overall business activity amidst a continued challenging environment, including the following key drivers:

• Net interest margin expansion to 3.42%;

• Strong fee income;

• Focused expense management;

• Robust deposit growth of $370.0 million (9.8% annualized);

• $300 million subordinated debt raise completed in March 2025;

• Tangible book value per share growth of $0.85.

The Company is focused on organic growth, but will also consider acquisition opportunities that are expected to provide a satisfactory financial return, including the recent acquisition of Enterprise and its subsidiary, Enterprise Bank, which closed on July 1, 2025.

The acquisition resulted in the addition of twenty-seven branches and includes the acquisition of approximately $3.9 billion in loans and $4.4 billion in deposits, each at estimated fair value.

Second Quarter 2025 Results

Net income for the three months ended June 30, 2025 was $51.1 million, or $1.20 on a diluted earnings per share basis, as compared to $51.3 million, or $1.21 on a diluted earnings per share basis, for the three months ended June 30, 2024, representing decreases of 0.4% and 0.8%, respectively.

Second quarter 2025 results reflected solid overall business activity amidst a continued challenging environment, including the following key drivers:

• Steady net interest margin of 3.37%, inclusive of full quarter impact of sub-debt issuance;

• Robust commercial & industrial loan growth;

• Reduced loan loss provision versus prior quarter;

nonperforming asset reduction of $31.2 million;

• Solid deposit growth of $217.7 million (5.6% annualized);

• Robust capital levels;

• $150 million share repurchase authorization announced in July 2025;

• Tangible book value per share growth of $0.99, or 2.1%.

Interest-Earning Assets

6 unchanged sentences

The Company’s overall sources of funding reflect strong business and retail deposit growth with a management emphasis on core deposit growth to fund loans.

The first quarter of 2025 reflected an increase in the Company’s total funding sources, driven primarily by robust deposit growth of $370.0 million, largely within the money market and savings and interest checking account categories.

Net borrowings also increased by $158.5 million during the first quarter to $859.9 million at March 31, 2025, reflecting a $300.0 million subordinated debt raise in March 2025, partially offset by $138.0 million in paydowns on short-term and overnight Federal Home Loan Bank (“FHLB”) borrowings.

The first half of 2025 reflected an increase in the Company’s total funding sources, driven primarily by robust deposit growth of $587.8 million, largely within the core deposit accounts.

Net borrowings also increased by $58.1 million during the first half of 2025 to $759.4 million at June 30, 2025, reflecting a $300.0 million subordinated debt raise in March 2025, partially offset by $238.0 million in paydowns on Federal Home Loan Bank (“FHLB”) borrowings.

The following chart shows sources of funding for the trailing five quarters:

The Company's ratio of core deposits to total deposits increased as of March 31, 2025, driven by growth in core deposit balances along with a decrease in time deposits during the first quarter.

The Company’s ratio of core deposits to total deposits of 82.85% remained consistent at June 30, 2025, as growth in core deposit balances were partially offset by an increase in time deposits during the second quarter of 2025.

The following chart shows the percentage of core deposits for the trailing five quarters:

13 unchanged sentences

*See “Non-GAAP Measures” below for a reconciliation to GAAP financial measures.

The Company declared a quarterly cash dividend of $0.59 per share for the first quarter of 2025, representing an increase of 3.5% from the 2024 first quarter dividend rate of $0.57.

The Company declared a quarterly cash dividend of $0.59 per share for the second quarter of 2025, representing an increase of 3.5% from the 2024 second quarter dividend rate of $0.57.

Non-GAAP Measures

3 unchanged sentences

Management believes excluding these items facilitates greater visibility into the Company’s core banking business and underlying trends that may, to some extent, be obscured by inclusion of such items.

Management also supplements its evaluation of financial performance with an analysis of tangible book value per share (which is computed by dividing stockholders' equity less goodwill and identifiable intangible assets, or tangible common equity, by common shares outstanding) and with the Company's tangible common equity ratio (which is computed by dividing tangible common equity by tangible assets) which are non-GAAP measures.

The Company has included information on these tangible ratios because management believes that investors may find it useful to have access to the same analytical tools used by management to assess performance and identify trends.

The Company has recognized goodwill and other intangible assets in conjunction with merger and acquisition activities.

Excluding the impact of goodwill and other intangibles in measuring asset and capital values for the ratios provided, along with other bank standard capital ratios, facilitates comparison of the capital adequacy of the Company to other companies in the financial services industry.

Management also supplements its evaluation of financial performance with analysis of tangible book value per share (which is computed by dividing stockholders’ equity less goodwill and identifiable intangible assets, or “tangible common equity,” by common shares outstanding), the tangible common equity ratio (which is computed by dividing tangible common equity by “tangible assets,” defined as total assets less goodwill and other intangibles), and return on average tangible common equity (which is computed by dividing net income by average tangible common equity).

The Company has included information on tangible book value per share, the tangible common equity ratio and return on average tangible common equity because management believes that investors may find it useful to have access to the same analytical tools used by management.

As a result of merger and acquisition activity, the Company has recognized goodwill and other intangible assets in conjunction with business combination accounting principles.

Excluding the impact of goodwill and other intangibles in measuring asset and capital values for the ratios provided, along with other bank standard capital ratios, provides a framework to compare the capital adequacy of the Company to other companies in the financial services industry.

These non-GAAP measures should not be viewed as a substitute for financial results determined in accordance with GAAP.

An item which management deems to be noncore and excludes when computing these non-GAAP measures can be of substantial importance to the Company’s results for any particular period.

The Company’s non-GAAP performance measures are not necessarily comparable to similarly named non-GAAP performance measures which may be presented by other companies.

The Company’s non-GAAP performance measures

are not necessarily comparable to similarly named non-GAAP performance measures which may be presented by other companies.

The following table summarizes the impact of noncore items on net income and reconciles non-GAAP net operating earnings to net income available to common shareholders for the periods indicated:

Three Months Ended March 31

Three Months Ended June 30

Net Income Diluted

8 unchanged sentences

Net tax benefit associated with noncore items (1) (544) — (0.01) —

Add - adjustment for tax effect of previously incurred merger and acquisition expenses 657 — 0.01 —

Total tax impact 113 — — —

Noncore increases to net income 2,352 — 0.05 —

Operating net income (Non-GAAP) $ 53,453 $ 51,330 $ 1.25 $ 1.21

Six Months Ended June 30

Net Income Diluted

Earnings Per Share

2025 2024 2025 2024

(Dollars in thousands, except per share data)

Net income available to common shareholders (GAAP) $ 95,525 $ 99,100 $ 2.24 $ 2.33

Non-GAAP adjustments

Noninterest expense components

merger and acquisition expenses 3,394 — 0.08 —

Noncore increases to income before taxes 3,394 — 0.08 —

Net tax benefit associated with noncore items (1) (593) — (0.01) —

adjustment for tax effect of previously incurred merger and acquisition expenses 381 — 0.01 —

Total tax impact (212) —

Noncore increases to net income 3,182 — 0.08 —

Operating net income (Non-GAAP) $ 98,707 $ 99,100 $ 2.32 $ 2.33

(1) The net tax benefit associated with noncore items is determined by assessing whether each noncore item is included or excluded from net taxable income and applying the Company’s combined marginal tax rate to only those items included in net taxable income.

1 unchanged sentence

Three Months Ended

2025 March 31

2025 December 31

2024 September 30

2024 March 31

(Dollars in thousands)

8 unchanged sentences

The following table summarizes the calculation of tangible common equity to tangible assets ratio and tangible book value per share and shows the reconciliation of non-GAAP measures:

2025 March 31

2025 December 31

2024 September 30

2024 March 31

Tangible common equity (Dollars in thousands, except per share data)

15 unchanged sentences

These critical accounting estimates are defined as estimates made in accordance with GAAP that involve a significant level of estimation uncertainty and have had, or are reasonably likely to have, a material impact on financial condition or results of operations.

There have been no material changes in critical accounting estimates during the first three months of 2025.

There have been no material changes in critical accounting estimates during the first six months of 2025.

Refer to “Critical Accounting Estimates” in Item 7.

9 unchanged sentences

Interest and principal payments generated from securities provide a source of liquidity to fund loans and meet short-term cash needs.

Total securities remained consistent at $2.7 billion during the first quarter of 2025 as new purchases of $70.8 million and unrealized gains of $21.3 million in the available for sale portfolio were offset by maturities, calls, and paydowns, in the combined available for sale and held to maturity portfolios during the quarter.

Total securities represented 13.7% and 14.0% of total assets at March 31, 2025 and December 31, 2024, respectively.

Total securities remained consistent at $2.7 billion during the first half of 2025 as new purchases of $121.6 million and unrealized gains of $34.0 million in the available for sale portfolio were offset by maturities, calls, and paydowns, in the combined available for sale and held to maturity portfolios.

Total securities represented 13.4% and 14.0% of total assets at June 30, 2025 and December 31, 2024, respectively.

The Company estimates expected credit losses for its available for sale and held to maturity securities in accordance with the current expected credit loss ( “ CECL”) methodology.

8 unchanged sentences

The Company may be required to either repurchase mortgage loans or to indemnify the purchaser from losses if representations and warranties are found to be not accurate in all material respects.

The Company incurred no material losses related to residential mortgage repurchases during the three months ended March 31, 2025 and 2024, respectively.

The Company incurred no material losses related to residential mortgage repurchases during the three and six months ended June 30, 2025 and 2024.

The following table shows the total residential real estate loans closed and the breakdown of amounts held in portfolio or sold (or held for sale) in the secondary market during the periods indicated:

Table 1 - Closed Residential Real Estate Loans

Three Months Ended March 31

Three Months Ended June 30 Six Months Ended June 30

2025 2024 2025 2024

(Dollars in thousands)

4 unchanged sentences

Table 2 - Residential Mortgage Loan Sales

Three Months Ended March 31

Three Months Ended June 30 Six Months Ended June 30

2025 2024 2025 2024

(Dollars in thousands)

9 unchanged sentences

If the Company later determines that all or a portion of the impairment no longer exists, a reduction of the allowance may be recorded as an increase to income.

The principal balance of loans serviced by the Bank on behalf of investors was $275.8 million, $280.2 million and $296.0 million at March 31, 2025, December 31, 2024, and March 31, 2024, respectively.

The principal balance of loans serviced by the Bank on behalf of investors was $271.2 million, $280.2 million and $291.1 million at June 30, 2025, December 31, 2024, and June 30, 2024, respectively.

The following table shows the adjusted cost of the servicing rights associated with these loans and the changes for the periods indicated:

Table 3 - Mortgage Servicing Asset

Three Months Ended March 31

Three Months Ended June 30 Six Months Ended June 30

2025 2024 2025 2024

(Dollars in thousands)

6 unchanged sentences

Item 1 of this Report for more information on mortgage activity and mortgage related derivatives.

Loan Portfolio The Company's total loan portfolio at March 31, 2025 remained consistent at $14.5 billion when compared to December 31, 2024.

On the commercial side, growth within the commercial and industrial portfolio of $62.8 million, or 2.1% (8.4% annualized), was offset by decreases in the combined commercial real estate and construction categories.

The small business portfolio also continued its steady growth, rising by $7.4 million, or 2.6% (10.6% annualized), during the first quarter.

On the consumer side, the total loan portfolio grew slightly by $4.6 million, or 0.1% from the prior quarter, as modest growth in residential real estate and home equity products were partially offset by a decrease in other consumer loans.

Loan Portfolio The Company’s total loan portfolio at June 30, 2025 remained consistent when compared to December 31, 2024.

On the commercial side, the first half of 2025 reflected solid growth within the commercial and industrial portfolio of $167.8 million, or 5.5% (11.1% annualized), along with an increase in the small business portfolio of $18.8 million, or 6.7% (13.4% annualized).

These increases were offset by runoff in the commercial real estate portfolio of $231.3 million, or 3.42%, during the six months ended June 30, 2025.

On the consumer side, the total loan portfolio grew by $53.4 million, or 1.5% (3.0% annualized), during the first half of 2025, as modest growth in residential real estate and home equity products were partially offset by a decrease in other consumer loans.

The Company’s commercial real estate loan portfolio, inclusive of commercial construction, is the Company’s largest loan type concentration.

1 unchanged sentence

Commercial real estate also includes loans secured by certain residential-related property types, including multi-family apartment buildings, residential development tracts and condominiums.

The following pie chart shows the diversification of the commercial real estate loan portfolio as of March 31, 2025:

The following pie chart shows the diversification of the commercial real estate loan portfolio as of June 30, 2025:

* Inclusive of commercial construction balances.

11 unchanged sentences

To limit the risk within this portfolio, the loans are made across a diverse set of industry groups.

The following pie chart shows the diversification of the commercial and industrial portfolio as of March 31, 2025:

The following pie chart shows the diversification of the commercial and industrial portfolio as of June 30, 2025:

Select Statistics Regarding the Commercial and Industrial Portfolio

7 unchanged sentences

Other consumer loans primarily consist of installment loans and overdraft protections.

The residential real estate, home equity and other consumer portfolios totaled $3.6 billion at March 31, 2025, as noted below:

The residential real estate, home equity and other consumer portfolios totaled $3.7 billion at June 30, 2025, as noted below:

(Dollars in thousands)

20 unchanged sentences

The Company attempts to work out an alternative payment schedule with the borrower in order to avoid or cure a default.

Terms may be modified to fit the ability of the borrower to repay in line with its current financial status and may include adjustments to term extensions, interest rates, other than insignificant payment delays and/or a combination thereof.

Terms may be modified to fit the ability of the borrower to repay in line with its current financial status and may include adjustments to term extensions, interest rates, and accommodations for other than insignificant payment delays and/or a combination thereof.

These actions are intended to minimize economic loss and avoid foreclosure or repossession of collateral.

If such efforts by the Bank do not result in satisfactory performance, the loan is referred to legal counsel, at which time foreclosure proceedings are initiated.

At any time prior to a sale of the property at foreclosure, the Bank may terminate foreclosure proceedings if the borrower is able to work out a satisfactory payment plan.

If such efforts by the Company do not result in satisfactory performance, the loan is referred to legal counsel, at which time foreclosure proceedings are initiated.

At any time prior to a sale of the property at foreclosure, the Company may terminate foreclosure proceedings if the borrower is able to work out a satisfactory payment plan.

All loan modifications are reviewed by the Company to identify if a borrower is deemed to be experiencing financial difficulty at time of the modification.

13 unchanged sentences

2025 December 31

2024 March 31

(Dollars in thousands)

13 unchanged sentences

Table 5 - Activity in Nonperforming Assets

Three Months Ended

2025 March 31

Three Months Ended Six Months Ended

(Dollars in thousands)

3 unchanged sentences

Loans paid-off (35,977) (3,458) (46,909) (10,440)

Loans transferred to other real estate owned and foreclosed assets (2,100) — (2,100) —

Loans restored to performing status (1,659) (1,429) (3,015) (10,284)

New to other real estate owned 2,100 — 2,100 —

Other 15 4 (110) 22

5 unchanged sentences

Economic forecasts are incorporated into the estimate over a reasonable and supportable forecast period of 12 months, beyond which is a reversion to the Company’s historical long-run average over a period of six months.

The Company’s qualitative assessment is structured based upon nine qualitative risk factors impacting the expected risk of loss within the loan portfolio, with an additional factor designed to capture model imprecision.

The Company’s qualitative assessment is structured

based upon nine qualitative risk factors impacting the expected risk of loss within the loan portfolio, with an additional factor designed to capture model imprecision.

Loans that do not share similar risk characteristics with any pools of assets are subject to individual assessment and are removed from the collectively assessed pools to avoid double counting.

For the loans that will

be individually assessed, the Company uses either a discounted cash flow approach or a fair value of collateral approach.

For the loans that will be individually assessed, the Company uses either a discounted cash flow approach or a fair value of collateral approach.

The latter approach is used for loans deemed to be collateral dependent or when foreclosure is probable.

Management’s allowance for credit loss estimate inco rporates an economic forecast over a reasonable and supportable period of 12 months.

As of March 31, 2025, management utilized the Moody’s Baseline forecast to estimate the effect of anticipated current and future economic conditions on the Company’s allowance for credit losses.

As of June 30, 2025, management utilized the Moody’s Baseline forecast to estimate the effect of anticipated current and future economic conditions on the Company’s allowance for credit losses.

This scenario selected by management assumes that general economic conditions will reflect a level of increased uncertainty regarding near-term growth, monetary policy will be impacted by a gradual reduction in Federal Reserve policy rates, and that progress toward inflation will be slowed as a result of changes in international trade policies.

2 unchanged sentences

Table 6 - Summary of Net Charge-Offs/(Recoveries) to Average Loans Outstanding

Net Charge-Offs/ (Recoveries) Average Loans Outstanding Ratio of Annualized Net Charge-Offs/(Recoveries) to Average Loans

Net Charge-Offs/(Recoveries) Average Loans Outstanding Ratio of Annualized Net Charge-Offs/(Recoveries) to Average Loans Net Charge-Offs/ (Recoveries) Average Loans Outstanding Ratio of Annualized Net Charge-Offs/(Recoveries) to Average Loans

(Dollars in thousands)

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025 Six Months Ended June 30, 2025

Commercial and industrial $ 2,742 $ 3,156,455 0.35 % $ 2,795 $ 3,101,441 0.18 %

6 unchanged sentences

Total $ 6,519 $ 14,514,198 0.18 % $ 47,411 $ 14,499,257 0.66 %

Net Charge-Offs/ (Recoveries) Average Loans Outstanding Ratio of Annualized Net Charge-Offs/(Recoveries) to Average Loans

Net Charge-Offs/ (Recoveries) Average Loans Outstanding Ratio of Annualized Net Charge-Offs/(Recoveries) to Average Loans Net Charge-Offs/ (Recoveries) Average Loans Outstanding Ratio of Annualized Net Charge-Offs/(Recoveries) to Average Loans

(Dollars in thousands)

Three Months Ended March 31, 2024

Three Months Ended June 30, 2024 Six Months Ended June 30, 2024

Commercial and industrial $ (2) $ 2,998,465 — % $ (87) $ 2,973,982 (0.01) %

7 unchanged sentences

(1) Other consumer portfolio is inclusive of deposit account overdrafts recorded as loan balances and the associated net charge-offs.

Net charge-offs for the three months ended March 31, 2025 were $40.9 million compared to $274,000 at March 31, 2024.

The elevated charge-off activity for the first quarter of 2025 was primarily attributable to three previously classified commercial loans, two of which had been specifically reserved for in a prior period.

Net charge-offs were $6.5 million and $47.4 million for the three and six months ended June 30, 2025, respectively, compared to $339,000 and $613,000 for the three and six months ended June 30, 2024, respectively.

The elevated charge-off activity during the first half of 2025 was primarily attributable to charge-offs on three classified commercial loans recognized in the first quarter of 2025.

For purposes of the allowance for credit losses, management segregates the portfolio based upon loans sharing similar risk characteristics.

The allocation of the allowance for credit losses is made to each loan category using the analytical techniques and estimation methods described in this Report.

While these amounts represent management’s best estimate of credit losses at the evaluation dates, they are not necessarily indicative of either the categories in which actual losses may occur or the extent of such actual losses that may be recognized within each category.

While these amounts represent management’s best estimate of credit losses at the evaluation dates, they are not necessarily indicative of either the categories in which actual losses may occur or the extent of actual losses that may be recognized within each category.

Each of these loan categories possess unique risk characteristics that are considered when determining the appropriate level of allowance for each segment.

26 unchanged sentences

The Company views the holdings as a necessary long-term investment for the purpose of balance sheet liquidity and not for investment return.

The Company's investments in FHLB of Boston stock decreased to $25.8 million at March 31, 2025 from $31.6 million at December 31, 2024 in conjunction with paydowns of short term FHLB borrowings during the first quarter of 2025.

Goodwill and Other Intangible Assets Goodwill and other intangible assets were $996.0 million and $997.4 million at both March 31, 2025 and December 31, 2024.

The Company’s investments in FHLB of Boston stock decreased to $21.1 million at June 30, 2025 from $31.6 million at December 31, 2024 in conjunction with paydowns of FHLB term borrowings during the first half of 2025.

Goodwill and Other Intangible Assets Goodwill and other intangible assets were $994.8 million and $997.4 million at June 30, 2025 and December 31, 2024, respectively.

The Company typically performs its annual goodwill impairment testing during the third quarter of the year, unless certain indicators suggest earlier testing to be warranted.

1 unchanged sentence

Other intangible assets are also reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable.

There were no other events or changes during the first quarter of 2025 that indicated impairment of goodwill and other intangible assets.

There were no other events or changes during the second quarter of 2025 that indicated impairment of goodwill and other intangible assets.

Cash Surrender Value of Life Insurance Policies The Bank holds life insurance policies for the purpose of offsetting its future obligations to its employees under its retirement and benefits plans.

The cash surrender value of life insurance policies was $306.1 million at March 31, 2025 compared to $304.0 million at December 31, 2024.

The Company recorded tax exempt income from life insurance policies of $2.1 million and $1.9 million for the three months ended March 31, 2025 and 2024, respectively.

There were no gains on life insurance benefits recorded for the three months ended March 31, 2025 and $263,000 for the three months ended March 31, 2024.

Deposits As of March 31, 2025, total deposits were $15.7 billion, representing a $370.0 million, or 2.4%, increase from December 31, 2024.

This growth was driven by increases in non-maturity consumer, business and municipal categories, partially offset by a decline in higher cost time deposits.

Total noninterest bearing demand deposits comprised 28.1% of total deposits at March 31, 2025, as compared to 28.7% at December 31, 2024.

The total cost of deposits was 1.56% and 1.48% for the three months ended March 31, 2025 and 2024, respectively.

The cash surrender value of life insurance policies was $305.1 million at June 30, 2025 compared to $304.0 million at December 31, 2024.

The Company recorded tax exempt income from life insurance policies of $2.0 million for each of the three months ended June 30, 2025 and 2024, and $4.1 million and $3.9 million for the six months ended June 30, 2025 and 2024, respectively.

The Company recorded gains on life insurance benefits of $1.7 million for the three and six months ended June 30, 2025, all of which were recorded during the second quarter of 2025, as compared to $263,000 for the six months ended June 30, 2024, all of which were recorded during the first quarter of 2024.

Deposits As of June 30, 2025, total deposits were $15.9 billion, representing a $587.8 million, or 3.8%, increase from December 31, 2024.

Total noninterest bearing demand deposits comprised 28.5% of total deposits at June 30, 2025, consistent with 28.7% at December 31, 2024.

The total cost of deposits was 1.54% and 1.65% for the three months ended June 30, 2025 and 2024, respectively, and 1.55% and 1.56% for the six months ended June 30, 2025 and 2024, respectively.

The Company’s deposits are comprised primarily of core deposits (demand, savings and money market), as well as time deposits.

The Company's ratio of core deposits to total deposits represented 82.7% and 81.7% of total deposits as of March 31, 2025 and December 31, 2024, respectively, with the increase driven primarily by core deposit inflows.

In addition, the Company may also utilize brokered deposit sources, as needed, with balances of $51.7 million and $61.2 million outstanding at March 31, 2025 and December 31, 2024, respectively.

The 2025 first half growth in deposit balances was driven by increases in municipal and business categories, partially offset by a decline in higher cost time deposits, leading to a rise in the Company's ratio of core deposits to total deposits which represented 82.8% of total deposits at June 30, 2025, compared to 81.7% of total deposits at December 31, 2024.

In addition, the Company may also utilize brokered deposit sources, as needed, with balances of $51.3 million and $61.2 million outstanding at June 30, 2025 and December 31, 2024, respectively.

The Company’s deposit accounts are insured to the maximum extent permitted by the Deposit Insurance Fund which is administered by the Federal Deposit Insurance Corporation ( “ FDIC”).

1 unchanged sentence

The Company participates in the IntraFi Network, allowing it to provide easy access to multi-million dollar FDIC deposit insurance protection on certificate of deposit and money market investments for consumers, businesses and public entities.

This channel allows the Company to access a reciprocal deposit exchange that can be used to benefit customers seeking increased FDIC insurance protection, and amounted to $1.1 billion at each of March 31, 2025 and December 31, 2024.

The estimated balances of uninsured deposits at the Bank were $5.3 billion and $5.0 billion as of March 31, 2025 and December 31, 2024, respectively.

Included in these amounts were $917.9 million and $814.0 million of collateralized deposits, which offer additional protection.

The estimated balances of uninsured deposits at the Bank were $5.7 billion and $5.0 billion as of June 30, 2025 and December 31, 2024, respectively.

Included in these amounts were $1.1 billion and $814.0 million of collateralized deposits, which offer additional protection.

Borrowings The Company’s borrowings consist of both short-term and long-term borrowings and provide the Bank with one of its primary sources of funding.

Maintaining available borrowing capacity provides the Bank with a contingent source of liquidity.

Borrowings were $859.9 million at March 31, 2025, representing an increase of $158.5 million as compared to December 31, 2024.

The first quarter 2025 increase was driven by the issuance of $300.0 million in fixed-to-floating subordinated notes, partially offset by paydowns on short-term and overnight FHLB borrowings of $100.0 million and $38.0 million, respectively.

Borrowings were $759.4 million at June 30, 2025, representing an increase of $58.1 million, or 8.3%, as compared to December 31, 2024.

The increase was driven by a $300.0 million subordinated debt raise completed by the Company in March 2025, partially offset by $238.0 million in paydowns on FHLB borrowings during the first half of 2025.

Refer to Note 5, “Borrowings” within the Notes to Consolidated Financial Statements included in Part I.

Item 1 of this Report, for further details surrounding the subordinated notes.

The Company had $8.8 billion and $8.7 billion of assets pledged as collateral against borrowings at March 31, 2025 and December 31, 2024, respectively.

These assets are primarily pledged to the FHLB of Boston and the Federal Reserve Bank of Boston.

Capital Resources On March 20, 2025 the Company’s Board of Directors declared a cash dividend of $0.59 per share to shareholders of record as of the close of business on March 31, 2025.

This dividend was paid on April 7, 2025.

Item 1 of this Report, for further details surrounding the subordinated debt.

The Company had $8.7 billion of assets pledged as collateral against borrowings at both June 30, 2025 and December 31, 2024, respectively.

These asse ts are primarily pledged to the FHLB of Boston and the Federal Reserve Bank of Boston.

Capital Resources On June 18, 2025 the Company’s Board of Directors declared a cash dividend of $ 0.59 per share to shareholders of record as of the close of business on June 30, 2025.

This dividend was paid on July 7, 2025.

The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies.

5 unchanged sentences

Tier 2 capital includes the permissible portions of qualifying subordinated debt, trust preferred securities, and the allowance for credit losses.

At March 31, 2025 and December 31, 2024, the Company and the Bank exceeded the minimum requirements for all applicable ratios that were in effect during the respective periods.

At June 30, 2025 and December 31, 2024, the Company and the Bank exceeded the minimum requirements for all applicable ratios that were in effect during the respective periods.

The Company’s and the Bank’s capital amounts and ratios are presented in the following table, along with the applicable minimum requirements as of each date indicated:

3 unchanged sentences

Amount Ratio Amount Ratio Amount Ratio

March 31, 2025

June 30, 2025

(Dollars in thousands)

25 unchanged sentences

The required amount of the capital conservation buffer is 2.5%.

At March 31, 2025, the Company's capital levels exceeded the buffer.

At June 30, 2025, the Company’s capital levels exceeded the buffer.

Dividend Restrictions The Company is subject to capital and dividend requirements administered by federal and state bank regulators, and the Company will not declare a cash dividend that would cause the Company to violate regulatory requirements.

The Company is, in the ordinary course of business, dependent upon the receipt of cash dividends from the Bank

to pay cash dividends to shareholders and satisfy the Company’s other cash needs.

The Company is, in the ordinary course of business, dependent upon the receipt of cash dividends from the Bank to pay cash dividends to shareholders and satisfy the Company’s other cash needs.

Federal and state law impose limits on capital distributions by the Bank.

1 unchanged sentence

No dividends may be declared, credited, or paid if the Bank’s capital stock would be impaired.

Massachusetts Bank Commissioner approval is required if the total of all dividends declared by the Bank in any calendar year would exceed the total of its net profits for that year combined with its retained net profits of the preceding two years, less any required transfer to surplus or a fund for the retirement of any preferred stock.

Dividends paid by the Bank to the Company totaled $36.1 million and $47.9 million for the three months ended March 31, 2025 and 2024, respectively.

Massachusetts Bank Commissioner approval is required if the total of all dividends declared by the Bank in any calendar year would exceed the total of its net profits for that year combined with its

retained net profits of the preceding two years, less any required transfer to surplus or a fund for the retirement of any preferred stock.

Dividends paid by the Bank to the Company totaled $51.5 million and $45.3 million for the three months ended June 30, 2025 and 2024, respectively and totaled $87.6 million and $93.2 million for the six months ended June 30, 2025 and 2024, respectively.

Investment Management The following table presents total assets under administration and number of accounts held by the Rockland Trust Investment Management Group at the following dates:

1 unchanged sentence

2025 December 31

2024 March 31

(Dollars in thousands)

5 unchanged sentences

The Bank receives fees dependent upon the level and type of service(s) provided.

The Investment Management Group generated gross fee revenues of $10.0 million and $9.1 million for the three months ended March 31, 2025 and 2024, respectively.

Total assets under administration at March 31, 2025 were $7.1 billion, including $428.1 of investment solutions designed by Rockland Trust that are administered and executed through its agreement with LPL Financial ("LPL"), compared to $7.0 billion and $418.2 million, respectively, at December 31, 2024.

The Investment Management Group generated gross fee revenues of $10.3 million and $9.6 million for the three months ended June 30, 2025 and 2024, respectively and $20.4 million and $18.7 million for the six months ended June 30, 2025 and 2024, respectively.

Total assets under administration at June 30, 2025 were $7.4 billion, including $443.1 million of investment solutions designed by Rockland Trust that are administered and executed through its agreement with LPL Financial ( “ LPL”), compared to $7.0 billion and $418.2 million, respectively, at December 31, 2024.

The Company also has a subsidiary that is a registered investment advisor, Bright Rock Capital Management, LLC ( “ Bright Rock”), which provides institutional quality investment management services to both institutional and high net worth clients.

Included in these same amounts as of March 31, 2025 and December 31, 2024 were assets under administration of $477.7 million and $491.5 million, respectively, related to Bright Rock.

Total assets under administration as of June 30, 2025 and December 31, 2024 include $498.3 million and $491.5 million, respectively, related to Bright Rock.

The administration of trust and fiduciary accounts is monitored by the Trust Committee of the Bank’s Board of Directors.

3 unchanged sentences

These same agents are also approved and appointed with various other broker general agents for the purposes of processing insurance solutions for clients.

Retail investments and insurance revenue was $1.2 million and $861,000 for the three months ended March 31, 2025 and 2024, respectively.

Retail investments and insurance revenue was $1.0 million and $1.4 million for the three months ended June 30, 2025 and 2024, respectively, and $2.2 million for each of the six months ended June 30, 2025 and 2024.

RESULTS OF OPERATIONS

The following table provides a summary of results of operations for the three months ended March 31, 2025 and 2024:

The following table provides a summary of results of operations for the three and six months ended June 30, 2025 and 2024:

Table 10 - Summary of Results of Operations

Three Months Ended March 31

Three Months Ended June 30 Six Months Ended June 30

2025 2024 2025 2024

(Dollars in thousands, except per share data)

5 unchanged sentences

Net Interest Income The amount of net interest income is affected by changes in interest rates and by the volume, mix, and interest rate sensitivity of interest-earning assets and interest-bearing liabilities.

On a fully tax equivalent basis (“FTE”), net interest income for the first quarter of 2025 was $146.6 million, representing an increase of $8.0 million, or 5.8%, when compared to the first quarter of 2024.

The 2025 increase in net interest income was primarily attributable to higher yields on interest-earnings assets and decreased funding costs, resulting in a net interest margin of 3.42% for the three months ended March 31, 2025, representing an increase of 19 basis points compared to the same prior year period.

The following tables present the Company’s average balances, net interest income, interest rate spread, and net interest margin for the three months ended March 31, 2025 and 2024.

On a fully tax equivalent basis (“FTE”), net interest income for the second quarter of 2025 was $148.7 million, representing an increase of $9.5 million, or 6.9%, when compared to the second quarter of 2024.

For the six months ended June 30, 2025, the net interest income on a FTE basis was $295.3 million, representing an increase of $17.6 million, or 6.3%, when compared to the six months ended June 30, 2024.

The 2025 increase in net interest income was primarily attributable to higher yields on interest-earnings assets and decreased funding costs, resulting in a net interest margin of 3.37% and 3.40% for the three and six months ended June 30, 2025, respectively, representing increases of 12 basis points and 16 basis points, respectively, compared to the same prior year periods.

The following tables present the Company’s average balances, net interest income, interest rate spread, and net interest margin for the three and six months ended June 30, 2025 and 2024.

Nontaxable income from loans and securities is presented on a FTE basis by adjusting tax-exempt income upward by an amount equivalent to the prevailing income tax rate that would have been paid if the income had been fully taxable.

Table 11 - Average Balance, Interest Earned/Paid & Average Yields Quarter-to-Date

Three Months Ended March 31

Three Months Ended June 30

Balance Interest

48 unchanged sentences

Cost of total funding liabilities 1.73 % 1.85 %

(1) The total amount of adjustment to interest income and yield on a FTE basis was $1.1 million and $1.2 million for the three months ended March 31, 2025 and 2024, respectively.

(1) The total amount of adjustment to present interest income and yield on a FTE basis was $1.2 million for each of the three months ended June 30, 2025 and 2024.

(2) Includes average nonaccruing loans.

1 unchanged sentence

(4) Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.

Table 12 - Average Balance, Interest Earned/Paid & Average Yields Year-to-Date

Six Months Ended June 30

Balance Interest

(Dollars in thousands)

Interest-earning assets

Interest-earning deposits with banks, federal funds sold, and short-term investments $ 274,490 $ 5,831 4.28 % $ 49,091 $ 880 3.60 %

Securities - trading 4,655 — — % 4,759 — — %

Securities - taxable investments 2,742,075 31,175 2.29 % 2,830,302 28,223 2.01 %

Securities - nontaxable investments (1) 195 3 3.10 % 190 4 4.23 %

Total securities $ 2,746,925 $ 31,178 2.29 % $ 2,835,251 $ 28,227 2.00 %

Loans held for sale 8,127 232 5.76 % 9,853 303 6.18 %

Commercial and industrial (1) 3,101,441 94,866 6.17 % 2,973,982 90,302 6.11 %

Commercial real estate (1) 6,652,161 170,790 5.18 % 6,709,684 172,135 5.16 %

Commercial construction 797,643 26,933 6.81 % 838,678 30,872 7.40 %

Small business 292,415 9,707 6.69 % 261,147 8,536 6.57 %

Total commercial 10,843,660 302,296 5.62 % 10,783,491 301,845 5.63 %

Residential real estate 2,468,158 55,795 4.56 % 2,423,126 52,555 4.36 %

Home equity 1,150,212 35,918 6.30 % 1,102,418 37,270 6.80 %

Total consumer real estate 3,618,370 91,713 5.11 % 3,525,544 89,825 5.12 %

Other consumer 37,227 1,175 6.36 % 30,844 1,202 7.84 %

Total loans $ 14,499,257 $ 395,184 5.50 % $ 14,339,879 $ 392,872 5.51 %

Total interest-earning assets $ 17,528,799 $ 432,425 4.97 % $ 17,234,074 $ 422,282 4.93 %

Cash and due from banks 196,838 178,032

Federal Home Loan Bank stock 25,260 44,157

Other assets 1,852,236 1,842,859

Total assets $ 19,603,133 $ 19,299,122

Interest-bearing liabilities

Savings and interest checking accounts $ 5,218,591 $ 32,715 1.26 % $ 5,166,103 $ 31,185 1.21 %

Money market 3,237,300 36,800 2.29 % 2,876,759 33,400 2.33 %

Time deposits 2,714,586 49,764 3.70 % 2,438,277 51,204 4.22 %

Total interest-bearing deposits $ 11,170,477 $ 119,279 2.15 % $ 10,481,139 $ 115,789 2.22 %

Federal Home Loan Bank borrowings $ 489,733 $ 9,799 4.03 % $ 1,071,282 $ 25,960 4.87 %

Junior subordinated debentures 62,861 1,950 6.26 % 62,858 2,287 7.32 %

Subordinated debentures 160,477 6,083 7.64 % 20,326 508 5.03 %

Total borrowings $ 713,071 $ 17,832 5.04 % $ 1,154,466 $ 28,755 5.01 %

Total interest-bearing liabilities $ 11,883,548 $ 137,111 2.33 % $ 11,635,605 $ 144,544 2.50 %

Noninterest bearing demand deposits 4,358,950 4,400,002

Other liabilities 310,641 361,601

Total liabilities $ 16,553,139 $ 16,397,208

Stockholders' equity 3,049,994 2,901,914

Total liabilities and stockholders' equity $ 19,603,133 $ 19,299,122

Net interest income (1) $ 295,314 $ 277,738

Interest rate spread (3) 2.64 % 2.43 %

Net interest margin (4) 3.40 % 3.24 %

Supplemental information

Total deposit, including demand deposits $ 15,529,427 $ 119,279 $ 14,881,141 $ 115,789

Cost of total deposits 1.55 % 1.56 %

Total funding liabilities, including demand deposits $ 16,242,498 $ 137,111 $ 16,035,607 $ 144,544

Cost of total funding liabilities 1.70 % 1.81 %

(1) The total amount of adjustment to present interest income and yield on a FTE basis was $2.3 million and $2.4 million for the six months ended June 30, 2025 and 2024, respectively.

(2) Includes average nonaccruing loans.

(3) Interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.

(4) Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.

The following table presents certain information on a FTE basis regarding changes in the Company’s interest income and interest expense for the periods indicated.

2 unchanged sentences

Table 13 - Volume Rate Analysis

Three Months Ended March 31

2025 Compared To 2024

Three Months Ended June 30 Six Months Ended June 30

2025 Compared To 2024 2025 Compared To 2024

Volume Total Change Change

Volume Total Change

30 unchanged sentences

(1) Reflects income determined on a FTE basis.

See footnote (1) to Table 11 in this Report for the related adjustments.

See footnote (1) to Tables 11 and 12 in this Report for the related adjustments.

(2) Loans include portfolio loans and nonaccrual loans;

1 unchanged sentence

Provision For Credit Losses The provision for credit losses represents the charge to expense that is required to maintain an appropriate level of allowance for credit losses.

The Company recorded a provision for credit loss of $15.0 million for the three months ended March 31, 2025, as compared to $5.0 million for the three months ended March 31, 2024.

The first quarter 2025 increase was driven by elevated charge-off activity and additional specific reserves.

The Company’s allowance for credit losses, as a percentage of total loans, was 0.99% at March 31, 2025, 1.17% at December 31, 2024, and 1.03% at March 31, 2024.

The Company recorded a provision for credit loss of $7.2 million and $22.2 million for the three and six months ended June 30, 2025, respectively, as compared to $4.3 million and $9.3 million for the three and six months ended June 30, 2024, respectively.

The increase in provision for credit losses for the first half of 2025 was driven by elevated charge-off activity and additional specific reserves.

The Company’s allowance for credit losses, as a percentage of total loans, was 1.00% at June 30, 2025, 1.17% at December 31, 2024, and 1.05% at June 30, 2024.

Refer to Note 4, “Loans, Allowance for Credit Losses and Credit Quality” within the Notes to Consolidated Financial Statements included in Part I.

3 unchanged sentences

Three Months Ended

March 31 Change

June 30 Change

2025 2024 Amount %

9 unchanged sentences

Total $ 34,308 $ 32,330 $ 1,978 6.12 %

Six Months Ended

June 30 Change

2025 2024 Amount %

(Dollars in thousands)

Deposit account fees $ 14,194 $ 12,560 $ 1,634 13.01 %

Interchange and ATM fees 9,619 9,205 414 4.50 %

Investment management 22,600 20,928 1,672 7.99 %

Mortgage banking income 1,813 2,116 (303) (14.32) %

Increase in cash surrender value of life insurance policies 4,103 3,928 175 4.46 %

Gain on life insurance benefits 1,650 263 1,387 527.38 %

Loan level derivative income 1,108 553 555 100.36 %

Other noninterest income 11,760 12,720 (960) (7.55) %

Total $ 66,847 $ 62,273 $ 4,574 7.35 %

The primary reasons for significant variances in the noninterest income categories shown in the preceding table are noted below:

• Deposit account fees were higher for the first quarter of 2025, driven by increases in overdraft and cash management fees.

• Investment management and advisory income increased for the first quarter of 2025, driven by higher assets under administration, which increased by $294.9 million, or 4.3%, to $7.1 billion at March 31, 2025, as compared to $6.8 billion at March 31, 2024, as well as higher insurance and retail commission income recognized in the first quarter of 2025.

• Loan level derivative income increased for the first quarter of 2025, driven by fluctuations in customer demand fueled by changes in the macroeconomic environment.

• Other noninterest income was lower for the first quarter of 2025, primarily attributable to decreases in gains on equity securities and FHLB dividend income.

• Deposit account fees were higher as a result of increases in overdraft and cash management fees.

• Interchange and ATM fees were higher as a result of increased transaction volume.

• Investment management and advisory income increased, driven primarily by higher levels of assets under administration, which increased by $490.0 million, or 7.1%, to $7.4 billion at June 30, 2025, as compared to $6.9

billion at June 30, 2024.

These increases were partially offset by lower insurance commission income for the three and six months ended June 30, 2025, as compared to the same prior year periods.

• The Company received proceeds on life insurance policies resulting in a gain of $1.7 million during the first half of 2025 as compared to $263,000 during the first half of 2024.

• Loan level derivative income decreased for the three months ended June 30, 2025 and increased for the six months ended June 30, 2025 when compared to the same respective periods in 2024, driven primarily by fluctuations in customer demand resulting from changes in the macroeconomic environment.

• Other noninterest income was lower for the three and six months ended June 30, 2025, primarily attributable to decreases in FHLB dividend income of $482,000 and $682,000, respectively, and decreases in commercial loan fees of $281,000 and $215,000, respectively.

Additionally, realized gains on sales of equity securities decreased by $433,000 for the first half of 2025 as compared to the prior year period.

Noninterest Expense The following table sets forth information regarding noninterest expense for the periods shown:

1 unchanged sentence

Three Months Ended

March 31 Change

June 30 Change

2025 2024 Amount %

6 unchanged sentences

Debit card expense 1,984 1,602 382 23.85 %

Advertising costs 1,797 1,826 (29) (1.59) %

Amortization of intangible assets 1,197 1,465 (268) (18.29) %

Consulting expense 1,018 1,997 (979) (49.02) %

Merger and acquisition expenses 2,239 — 2,239 100.00%

1 unchanged sentence

Total $ 108,798 $ 99,614 $ 9,184 9.22 %

Six Months Ended

June 30 Change

2025 2024 Amount %

(Dollars in thousands)

Salaries and employee benefits $ 124,787 $ 114,336 $ 10,451 9.14 %

Occupancy and equipment expenses 27,017 25,939 1,078 4.16 %

Data processing & facilities management 5,425 4,888 537 10.99 %

Software and subscriptions 10,193 8,569 1,624 18.95 %

FDIC assessment 5,361 5,676 (315) (5.55) %

Debit card expense 3,919 4,080 (161) (3.95) %

Advertising expense 3,242 2,986 256 8.57 %

Amortization of intangible assets 2,541 3,028 (487) (16.08) %

Consulting expense 2,115 3,425 (1,310) (38.25) %

Merger and acquisition expenses 3,394 — 3,394 100.00%

Other noninterest expenses 26,682 26,574 108 0.41 %

Total $ 214,676 $ 199,501 $ 15,175 7.61 %

The primary reasons for significant variances in the noninterest expense categories shown in the preceding table are noted below:

• Salaries and employee benefits were higher for the first quarter of 2025, attributable to increases in general salaries, equity compensation, commissions, incentive programs, medical plan insurance, and payroll taxes.

• Occupancy and equipment were higher for the first quarter of 2025, driven by increases in snow removal and utilities costs, partially offset by a reduction in one-time lease exit costs recognized during the first quarter of 2024.

• Software and subscriptions costs increased for the three months ended March 31, 2025 driven by the Company’s cont inued investment in its technology infrastructure.

• Debit car d expense decreased for the first quarter of 2025, driven primarily by a change in fee structure with a third party provider that became effective in the second half of 2024.

• The Company incurred merger and acquisition expenses of $1.2 million in the first quarter of 2025 related to the Company’s pending acquisition of Enterprise.

No such costs were recognized during the first quarter of 2024.

• Other noninterest expense was lower for the first quarter of 2025, driven by decreases in other debit card losses of $1.1 million, reductions in card issuance costs of $404,000, and decreased consultant fees of $331,000, as well as decreases in various other miscellaneous costs.

These decreases were partially offset by increases in advertising costs, contract labor, and recruitment costs.

• Salaries and employee benefits costs increased, primarily attributable to increases in general salaries, equity compensation, incentive programs, commissions, medical plan insurance, and payroll taxes.

Additionally, during the second quarter of 2024, the Company recognized an outsized benefit related to the valuation of the Company’s split-dollar bank owned life insurance policies, which further contributed to the increases.

• Occupancy and equipment costs were higher driven by increases in utilities costs, depreciation on equipment, and equipment maintenance and repairs.

Snow removal costs for the first half of 2025 were also higher than the same prior year period.

Partially offsetting these period-over-period increases were reductions in cleaning costs.

• Software and subscriptions costs increased driven by the Company’s continued investment in its technology infrastructure.

• Debit card expense increased for the second quarter of 2025 as compared to the same prior year period, driven by higher processing fees, however, overall debit card expense for the first half of 2025 decreased as compared to the same prior year period, driven primarily by a change in fee structure with a third party provider that became effective in the second half of 2024.

• Consulting expense decreased, driven primarily by the timing of strategic initiatives.

• The Company incurred merger and acquisition expenses of $2.2 million and $3.4 million for the three and six months ended June 30, 2025, respectively, related to the Company’s acquisition of Enterprise.

No such costs were recognized during the same respective periods in 2024.

• Other noninterest expense was consistent for the first half of 2025 as compared to the prior year, and higher for the second quarter of 2025 as compared to the prior year, driven primarily by increases in loan work-out costs of $289,000 and directors fees of $232,000.

Income Taxes The tax effect of all income and expense transactions is recognized by the Company in each year’s consolidated statements of income, regardless of the year in which the transactions are reported for income tax purposes.

1 unchanged sentence

Table 16 - Tax Provision and Applicable Tax Rates

Three Months Ended

Three Months Ended Six Months Ended

June 30 June 30

2025 2024 2025 2024

(Dollars in thousands)

2 unchanged sentences

Blended statutory tax rate 27.37 % 27.91 % 27.37 % 27.91 %

The Company's effective tax rate for the first quarter of 2025 is lower as compared to the year ago period primarily due to lower pre-tax income, a decrease in the statutory state tax rate, as well as increased tax benefits from low income housing tax credits.

The Company's effective tax rate for the second quarter of 2025 is lower as compared to the year ago period primarily due to lower pre-tax income, a decrease in the statutory state tax rate, as well as increased tax benefits from low income housing tax credits.

The effective tax rates in the table are lower than the blended statutory tax rates due to the impact of discrete items, including tax benefits related to equity compensation, as well as certain tax preference assets such as life insurance policies, tax exempt bonds and federal tax credits.

2 unchanged sentences

The investments are accounted for using the proportional amortization method and will be amortized over various periods through 2042, which represents the period that the tax credits and other tax benefits will be utilized.

The total committed investment in these partnerships is $285.3 million, of which $218.7 million had been funded as of March 31, 2025.

The total committed investment in these partnerships is $285.3 million, of which $223.7 million had been funded as of June 30, 2025.

It is expected that the limited partnership investments will generate a net tax benefit of approximately $5.4 million for the fiscal year 2025 and a total of $46.6 million over the remaining life of the investments from the combination of the tax credits and operating losses.

The One Big Beautiful Bill Act (“OBBBA”) was enacted on July 4, 2025.

Among other things, the new law makes permanent certain expiring business tax provisions of the Tax Cuts and Jobs Act (“TCJA”).

These include provisions which allow businesses to immediately expense, for tax purposes, the cost of new investments in certain qualified depreciable assets and the cost of qualified domestic research and development.

The OBBBA also imposes a floor on tax deductions taken on charitable contributions.

The OBBBA also significantly changes U.S.

tax law related to foreign operations and certain tax credits;

however, such changes are not anticipated to have a material impact to the Company’s financial statements.

Risk Management

25 unchanged sentences

The Company’s primary measure of short-term liquidity is the Total Basic Surplus/Deficit as a percentage of assets.

This ratio, which is an analysis of the relationship between liquid assets plus available FHLB funding, less short-term liabilities relative to total assets, was within policy limits at March 31, 2025.

The Total Basic Surplus/Deficit measure is affected primarily by changes in deposits, securities and short-term investments, loans, and borrowings.

11 unchanged sentences

Table 17 - Liquidity Sources

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Outstanding Additional

10 unchanged sentences

$ 810,698 $ 6,428,832 $ 762,610 $ 6,242,483

(1) Loans and securities with a carrying value of $3.8 billion at each of March 31, 2025 and December 31, 2024 were pledged to the FHLB of Boston.

(2) Loans and securities with a carrying value of $5.0 billion and $4.9 billion at March 31, 2025 and December 31, 2024, respectively, were pledged to the Federal Reserve Bank of Boston.

(1) Loans and securities with a carrying value of $3.7 billion and $3.8 billion at of June 30, 2025 and December 31, 2024, respectively, were pledged to the FHLB of Boston.

(2) Loans and securities with a carrying value of $5.0 billion and $4.9 billion at June 30, 2025 and December 31, 2024, respectively, were pledged to the Federal Reserve Bank of Boston.

(3) The additional borrowing capacity has not been assessed for these categories.

3 unchanged sentences

Management has established a Liquidity Contingency Plan to provide a framework to detect potential liquidity problems and appropriately address them in a timely manner.

In a period of perceived heightened liquidity risk, the Liquidity Contingency Plan provides for the establishment of a Liquidity Crisis Task Force to monitor the potential for a liquidity crisis and execute an appropriate response.

In a period of perceived heightened liquidity risk, the Liquidity Contingency Plan provides

for the establishment of a Liquidity Crisis Task Force to monitor the potential for a liquidity crisis and execute an appropriate response.

The Company continually monitors both on and off balance sheet liquidity sources to understand vulnerabilities and when adjustments to the balance between sources and uses of funds may be necessary.

41 unchanged sentences

Accordingly, although the tables provide an indication of the Company’s interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates, and actual results may differ.

The most significant market factors affecting the Company’s net interest income during the year ended March 31, 2025 were the shape of the U.S.

The most significant market factors affecting the Company’s net interest income during the six months ended June 30, 2025 were the shape of the U.S.

Government securities and interest rate swap yield curve, the U.S.

2 unchanged sentences

An interest rate swap is an agreement in which one party agrees to pay a floating rate of interest on a notional principal amount in exchange for receiving a fixed rate of interest on the same notional amount for a predetermined period from the other party.

Interest rate caps and floors are agreements where one party agrees to pay a

floating rate of interest on a notional principal amount for a predetermined period to a second party if certain market interest rate thresholds are realized.

Interest rate caps and floors are agreements where one party agrees to pay a floating rate of interest on a notional principal amount for a predetermined period to a second party if certain market interest rate thresholds are realized.

While interest is paid or received in swap, cap, and floors agreements, the notional principal amount is not exchanged.

9 unchanged sentences

Potential operational risk exposure exists throughout the Company.

The continued effectiveness of colleagues and operational infrastructure are integral to mitigating operational risk, and any shortcomings subject the Company to risks that vary in size, scale and scope.

continued effectiveness of colleagues and operational infrastructure are integral to mitigating operational risk, and any shortcomings subject the Company to risks that vary in size, scale and scope.

Reputation Risk Reputation risk is the risk arising from negative public opinion of the Company and the Bank.

8 unchanged sentences

Contractual Obligations, Commitments, Contingencies, and Off-Balance Sheet Financial Information

Off-Balance Sheet Arrangements There were no material changes in off-balance sheet arrangements during the three months ended March 31, 2025.

Off-Balance Sheet Arrangements There were no material changes in off-balance sheet arrangements during the three months ended June 30, 2025.

See Note 7, “Derivative and Hedging Activities” and Note 11, “Commitments and Contingencies” within the Notes to Consolidated Financial Statements included in Part I.

Item 1 of this Report for more information relating to the Company's other off-balance sheet financial instruments.

Contractual Obligations, Commitments, and Contingencies There were no material changes in contractual obligations, commitments, or contingencies during the three months ended March 31, 2025.

Contractual Obligations, Commitments, and Contingencies There were no material changes in contractual obligations, commitments, or contingencies during the three months ended June 30, 2025.

Quantitative and Qualitative Disclosures About Market Risk

2 unchanged sentences

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis