What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-11-05 compared with 2025-08-05 · 283 added, 245 removed, 731 unchanged (42% 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;

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• the effects to the Company of an increasingly competitive labor market, including the possibility that the Company will have to devote significant resources to attract and retain qualified personnel;

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

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;

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

and international trade policies, such as tariffs or other factors, the prolongment of the U.S.

government shutdown, 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 ;

• 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;

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• 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;

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

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

difficulties in customer and employee retention;

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

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

• 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;

• a deterioration in the conditions of the securities markets;

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• 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;

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

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Any public statements or disclosures by the Company following this Report which modify or impact any of the forward-looking statements contained in this Report will be deemed to modify or supersede such statements in this Report.

All material intercompany balances and transactions have been eliminated in consolidation.

Certain previously reported amounts have been reclassified to conform to the current year’s presentation, including a reclassification of the Company’s small business portfolio, with the majority of the portfolio reclassified into the commercial and industrial category, and the remainder of the portfolio, consisting of loans secured by non-owner occupied real estate, reclassified to the commercial real estate category.

Selected Quarterly Financial Data

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Stockholders’ equity 3,546,887 3,074,856 3,033,392 2,993,120 2,977,148

Nonperforming loans 56,217 89,493 101,529 104,248 57,451

Nonperforming assets 58,317 89,493 101,529 104,358 57,561

Non-performing loans 86,597 56,217 89,493 101,529 104,248

Non-performing assets 88,697 58,317 89,493 101,529 104,358

Income statement

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Provision for credit losses 38,519 7,200 15,000 7,500 19,500

Noninterest income 34,308 32,539 32,191 33,549 32,330

Noninterest expenses 108,798 105,878 106,422 100,443 99,614

Non-interest income 40,398 34,308 32,539 32,191 33,549

Non-interest expenses 160,836 108,798 105,878 106,422 100,443

Net income 34,262 51,101 44,424 50,033 42,947

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Asset Quality Ratios

Nonperforming loans as a percent of gross loans 0.39 % 0.62 % 0.70 % 0.73 % 0.40 %

Nonperforming assets as a percent of total assets 0.29 % 0.45 % 0.52 % 0.54 % 0.30 %

Non-performing loans as a percent of gross loans 0.47 % 0.39 % 0.62 % 0.70 % 0.73 %

Non-performing assets as a percent of total assets 0.35 % 0.29 % 0.45 % 0.52 % 0.54 %

Allowance for credit losses as a percent of total loans 1.03 % 1.00 % 0.99 % 1.17 % 1.14 %

Allowance for credit losses as a percent of nonperforming loans 257.53 % 161.01 % 167.42 % 157.03 % 262.59 %

Allowance for credit losses as a percent of non-performing loans 219.96 % 257.53 % 161.01 % 167.42 % 157.03 %

Capital ratios

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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 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%.

The transaction included the acquisition of $3.9 billion in loans and $4.4 billion in deposits, each at fair value, and resulted in the addition of twenty-seven branch locations in northern Massachusetts and southern New Hampshire.

Third Quarter 2025 Results

Net income for the three months ended September 30, 2025 was $34.3 million, or $0.69 on a diluted earnings per share basis, as compared to $42.9 million, or $1.01 on a diluted earnings per share basis, for the three months ended September 30, 2024, representing decreases of 20.2% and 31.7%, respectively.

The decrease in net income was primarily driven by merger-related costs and the current period provision for credit losses associated with the Company’s third quarter acquisition of Enterprise.

Specifically, the 2025 third quarter results include pre-tax merger-related costs of $23.9 million and a $34.5 million provision for credit losses attributable to the closing of the Enterprise acquisition.

Excluding these merger-related costs and the provision for credit losses associated with the acquisition, and their related tax effects, operating net income was $77.4 million, or $1.55 per diluted share for the third quarter of 2025.

There were no such non-core costs recorded during the third quarter of 2024.

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

• Successful close of the Enterprise acquisition on July 1, 2025;

• Net interest margin increased by 25 basis point to 3.62%;

• Robust organic commercial & industrial loan growth;

• Relatively flat total loan and deposit balances;

• Wealth assets under administration increased to $9.2 billion;

• Operating efficiency ratio decreased to 56.2%;

• Loan loss provision of $38.5 million includes $34.5 million attributable to acquired Enterprise loan portfolio;

• Repurchase of approximately 365,000 share for $23.4 million.

Interest-Earning Assets

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While the Company employs a longer term strategy that typically emphasizes loan growth commensurate with overall economic growth, changes over the trailing five quarter period reflect relatively consistent balances of total interest-earning assets.

For the third quarter of 2025, the increase in interest-earning assets was driven primarily the Enterprise acquisition, which included the addition of $3.9 billion in loans and $590.3 million in available for sale securities.

The following table summarizes the Company’s average interest-earning assets for each period presented:

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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 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 increase in funding sources during the third quarter of 2025 were driven primarily the addition of $4.4 billion in deposits acquired from Enterprise.

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

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 Company’s ratio of core deposits to total deposits of 83.1% remained relatively consistent at September 30, 2025.

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

(1) The percentage of core deposits to total deposits presented above is inclusive of reciprocal deposits collected through the Company’s participation in the IntraFi Network.

The net interest margin of 3.62% increased 25 basis points when compared to the prior quarter, including an 8 basis point lift from acquired loan purchase accounting accretion.

The remaining increase was driven by the acquisition of a slightly higher adjusted margin from Enterprise, continued benefit from long term asset repricing, and a 5 basis point lift from discount accretion on the acquired securities.

The following table shows the net interest margin and cost of deposits trends for the trailing five quarters:

Noninterest Income

Noninterest income is primarily comprised of deposit account fees, interchange and ATM fees, investment management fees and mortgage banking income.

The following chart shows trends in the components of noninterest income over the past five quarters:

Non-interest Income

Non-interest income is primarily comprised of deposit account fees, interchange and ATM fees, investment management fees and mortgage banking income.

The increases in non-interest income during the third quarter of 2025 were driven primarily by the impact of the Enterprise acquisition.

The following chart shows trends in the components of non-interest income over the past five quarters:

Expense Control

Management seeks to take a balanced approach to noninterest expense control by monitoring ongoing operating expenses while making needed capital expenditures and prudently investing in growth initiatives.

Management seeks to take a balanced approach to non-interest expense control by monitoring ongoing operating expenses while making needed capital expenditures and prudently investing in growth initiatives.

The Company’s primary expenses arise from employee salaries and benefits, as well as expenses associated with buildings and equipment.

The following chart depicts the Company’s efficiency ratio on a GAAP basis (calculated by dividing noninterest expense by the sum of noninterest income and net interest income), as well as the Company’s efficiency ratio on a non-GAAP operating basis, (calculated by dividing noninterest expense, excluding certain noncore items, by the sum of noninterest income, excluding certain noncore items, and net interest income) over the past five quarters:

The following chart depicts the Company’s efficiency ratio on a GAAP basis (calculated by dividing non-interest expense by the sum of non-interest income and net interest income), as well as the Company’s efficiency ratio on a non-GAAP operating basis, (calculated by dividing non-interest expense, excluding certain non-core items, such as merger-related costs, by the sum of non-interest income, excluding certain non-core items, and net interest income) over the past five quarters:

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

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Capital is primarily impacted by earnings retention, dividends, changes in other comprehensive income, and opportunistic share repurchases.

In addition, third quarter 2025 capital results were impacted by the closing of the Enterprise acquisition.

The following chart shows the Company’s book value and tangible book value per share over the past five quarters:

*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 second quarter of 2025, representing an increase of 3.5% from the 2024 second quarter dividend rate of $0.57.

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

Non-GAAP Measures

When management assesses the Company’s financial performance for purposes of making day-to-day and strategic decisions, it does so based upon the performance of its core banking business, which is primarily derived from the combination of net interest income and noninterest or fee income, reduced by operating expenses, the provision for credit losses, and the impact of income taxes and other noncore items shown in the table that follows.

When management assesses the Company’s financial performance for purposes of making day-to-day and strategic decisions, it does so based upon the performance of its core banking business, which is primarily derived from the combination of net interest income and non-interest or fee income, reduced by operating expenses, the provision for credit losses, and the impact of income taxes and other non-core items shown in the table that follows.

There are items that impact the Company’s results that management believes are unrelated to its core banking business such as gains or losses on the sales of securities, merger and acquisition expenses, provision for credit losses on acquired portfolios, loss on extinguishment of debt, impairment and other items.

Management, therefore, excludes items management considers to be noncore when computing the Company’s non-GAAP operating earnings and operating EPS, noninterest income on an operating basis and efficiency ratio on an operating basis.

Management, therefore, excludes items management considers to be non-core when computing the Company’s non-GAAP operating earnings and operating EPS, non-interest income on an operating basis, non-interest expense on an operating basis, and efficiency ratio on an operating basis.

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 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.

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), and 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).

The Company has included information on tangible book value per share and the tangible common equity ratio 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 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 June 30

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

An item which management excludes when computing these non-GAAP measures can be of substantial importance to the Company’s results for any particular quarter or year.

The Company’s non-GAAP performance measures, including operating net income, operating EPS, tangible book value per share, and the tangible common equity ratio, are not necessarily comparable to non-GAAP performance measures which may be presented by other companies.

The following table summarizes the impact of non-core 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 September 30

Net Income Diluted

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Non-GAAP adjustments

Noninterest expense components

Provision for non-PCD acquired loans 34,519 — 0.69 —

Non-interest expense components

merger and acquisition expenses 23,893 — 0.48 —

Noncore increases to income before taxes 2,239 — 0.05 —

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 —

Non-core increases to income before taxes 58,412 — 1.17 —

Net taxes associated with non-core items (1) (15,320) — (0.31) —

Total tax impact (15,320) — (0.31) —

Noncore increases to net income 2,352 — 0.05 —

Non-core increases to net income 43,092 — 0.86 —

Operating net income (Non-GAAP) $ 77,354 $ 42,947 $ 1.55 $ 1.01

Six Months Ended June 30

Nine Months Ended September 30

Net Income Diluted

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Non-GAAP adjustments

Noninterest expense components

Provision for non-PCD acquired loans 34,519 — 0.76 —

Non-interest expense components

merger and acquisition expenses 27,287 — 0.61 —

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

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

Non-core increases to income before taxes 61,806 — 1.37 —

Net taxes associated with non-core items (1) (15,913) — (0.35) —

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

Total tax impact (15,532) — (0.34) —

Noncore increases to net income 3,182 — 0.08 —

Non-core increases to net income 46,274 — 1.03 —

Operating net income (Non-GAAP) $ 176,061 $ 142,047 $ 3.91 $ 3.34

(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.

The following table summarizes the impact of noncore items with respect to the Company’s total revenue, noninterest income as a percentage of total revenue, and the efficiency ratio for the periods indicated:

(1) The net tax benefit associated with non-core items is determined by assessing whether each non-core 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.

The following table summarizes the impact of non-core items with respect to the Company’s total revenue, non-interest income as a percentage of total revenue, and the efficiency ratio for the periods indicated:

Three Months Ended

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Net interest income (GAAP) $ 203,344 $ 147,496 $ 145,505 $ 144,661 $ 141,703 (a)

Noninterest income (GAAP) $ 34,308 $ 32,539 $ 32,191 $ 33,549 $ 32,330 (b)

Noninterest expense (GAAP) $ 108,798 $ 105,878 $ 106,422 $ 100,443 $ 99,614 (c)

Non-interest income (GAAP) $ 40,398 $ 34,308 $ 32,539 $ 32,191 $ 33,549 (b)

Non-interest expense (GAAP) $ 160,836 $ 108,798 $ 105,878 $ 106,422 $ 100,443 (c)

Merger and acquisition expense 23,893 2,239 1,155 1,902 —

Noninterest expense on an operating basis (Non-GAAP) $ 106,559 $ 104,723 $ 104,520 $ 100,443 $ 99,614 (d)

Non-interest expense on an operating basis (Non-GAAP) $ 136,943 $ 106,559 $ 104,723 $ 104,520 $ 100,443 (d)

Total revenue (GAAP) $ 243,742 $ 181,804 $ 178,044 $ 176,852 $ 175,252 (a+b)

Efficiency ratio (GAAP) (calculated by dividing total noninterest expense by total revenue) 59.84 % 59.47 % 60.18 % 57.31 % 58.51 % (c/(a+b))

Efficiency ratio on an operating basis (Non-GAAP) (calculated by dividing total noninterest expense on an operating basis by total revenue) 58.61 % 58.82 % 59.10 % 57.31 % 58.51 % (d/(a+b))

Efficiency ratio (GAAP) (calculated by dividing total non-interest expense by total revenue) 65.99 % 59.84 % 59.47 % 60.18 % 57.31 % (c/(a+b))

Efficiency ratio on an operating basis (Non-GAAP) (calculated by dividing total non-interest expense on an operating basis by total revenue) 56.18 % 58.61 % 58.82 % 59.10 % 57.31 % (d/(a+b))

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:

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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 six months of 2025.

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

Refer to “Critical Accounting Estimates” in Item 7.

“Management's Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s 2024 Form 10-K for a complete listing of critical accounting policies.

“Management's Discussion and Analysis of Financial Condition and Results of Operations” in the 2024 Form 10-K for a complete listing of critical accounting policies.

FINANCIAL POSITION

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Treasury, U.S.

government agency securities, agency mortgage-backed securities, agency collateralized mortgage obligations, and small business administration pooled securities.

government agency securities, agency mortgage-backed securities, agency collateralized mortgage obligations, taxable and non-taxable municipals and small business administration pooled securities.

Also included in the Company’s securities portfolio are trading and equity securities related to certain employee benefit programs.

The majority of these securities are investment grade debt obligations with average lives of five years or less.

government agency securities entail a lesser degree of risk than loans made by the Bank by virtue of the guarantees that back them, require less capital under risk-based capital rules than noninsured or nonguaranteed mortgage loans, are more liquid than individual mortgage loans, and may be used to collateralize borrowings or other obligations of the Bank.

government agency securities entail a lesser degree of risk than loans made by the Bank by virtue of the guarantees that back them, require less capital under risk-based capital rules than non-insured or non-guaranteed mortgage loans, are more liquid than individual mortgage loans, and may be used to collateralize borrowings or other obligations of the Bank.

The Bank views its securities portfolio as a source of income and liquidity.

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 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.

Total securities increased by $613.7 million, or 22.63%, to $3.3 billion at September 30, 2025 compared to $2.7 billion at December 31, 2024, primarily attributable to the acquisition of the Enterprise available for sale securities portfolio.

During the nine months ended September 30, 2025, new purchases of $326.2 million and unrealized gains of $45.9 million in the available for sale portfolio were offset by sales, maturities, calls, and paydowns in the combined available for sale and held to maturity portfolios.

Total securities represented 13.3% and 14.0% of total assets at September 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.

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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 and six months ended June 30, 2025 and 2024.

The Company incurred no material losses related to residential mortgage repurchases during the three and nine months ended September 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 June 30 Six Months Ended June 30

Three Months Ended September 30 Nine Months Ended September 30

2025 2024 2025 2024

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Table 2 - Residential Mortgage Loan Sales

Three Months Ended June 30 Six Months Ended June 30

Three Months Ended September 30 Nine Months Ended September 30

2025 2024 2025 2024

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Impairment is determined by stratifying the rights based on predominant characteristics, such as interest rate, loan type and investor type.

Impairment is recognized through a valuation allowance, to the extent that fair value is less than the capitalized amount.

Impairment is recognized through a valuation allowance, to the extent that fair value is less than the capitalized

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 $271.2 million, $280.2 million and $291.1 million at June 30, 2025, December 31, 2024, and June 30, 2024, respectively.

The principal balance of loans serviced by the Bank on behalf of investors was $266.7 million, $280.2 million and $286.4 million at September 30, 2025, December 31, 2024, and September 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 June 30 Six Months Ended June 30

Three Months Ended September 30 Nine Months Ended September 30

2025 2024 2025 2024

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

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.

Loan Portfolio The Company’s total loan portfolio at September 30, 2025 increased $3.9 billion, or 27.2%, when compared to December 31, 2024, primarily due to the Enterprise acquisition.

On the commercial side, the commercial and industrial portfolio increased organically by 7.3% but was offset by a decline in the commercial real estate and commercial construction portfolios.

Organically, the consumer real estate portfolio increased by 1.9%, driven by growth within the home equity portfolio.

The following table summarizes loan growth/decline during the periods indicated:

Table 4 - Components of Loan Growth/(Decline)

2025 December 31

2024 Enterprise Acquisition Organic Growth/(Decline) Organic Growth/(Decline) %

(Dollars in thousands)

Commercial and industrial $ 4,532,294 $ 3,246,455 $ 979,072 $ 306,767 7.26 %

Commercial real estate 8,241,458 6,839,705 1,742,275 (340,522) (3.97) %

Commercial construction 1,439,876 782,078 664,281 (6,483) (0.45) %

Total commercial 14,213,628 10,868,238 3,385,628 (40,238) (0.28) %

Residential real estate 2,917,101 2,460,600 425,695 30,806 1.07 %

Home equity 1,284,139 1,140,168 95,096 48,875 3.96 %

Total consumer real estate 4,201,240 3,600,768 520,791 79,681 1.93 %

Total other consumer 37,575 39,372 6,693 (8,490) (18.43) %

Total loans $ 18,452,443 $ 14,508,378 $ 3,913,112 $ 30,953 0.17 %

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

The Company believes that this portfolio is also well-diversified with loans secured by a variety of property types, such as nonowner-occupied commercial real estate, retail, office, industrial, warehouse, and other special purpose properties, such as hotels, motels, nursing homes, restaurants, churches, recreational facilities, marinas, and golf courses.

The Company believes that this portfolio is also well-diversified with loans secured by a variety of property types, such as non-owner-occupied commercial real estate, retail, office, industrial, warehouse, and other special purpose properties, such as hotels, motels, nursing homes, restaurants, churches, recreational facilities, marinas, and golf courses.

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 June 30, 2025:

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

* Inclusive of commercial construction balances.

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Largest individual commercial real estate mortgage outstanding $ 59,687

Commercial real estate nonperforming loans/commercial real estate loans 0.39 %

Commercial real estate non-performing loans/commercial real estate loans 0.46 %

Commercial and industrial loans consist of both term loans and revolving or non-revolving lines of credit.

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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 June 30, 2025:

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

Select Statistics Regarding the Commercial and Industrial Portfolio

2 unchanged sentences

Largest individual commercial and industrial loan outstanding $ 45,691

Commercial and industrial nonperforming loans/commercial and industrial loans 0.42 %

Commercial and industrial non-performing loans/commercial and industrial loans 0.51 %

The Company’s consumer portfolio primarily consists of both fixed-rate and adjustable-rate residential real estate loans as well as residential construction lending related to single-home residential development within the Company’s market area.

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

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

The residential real estate, home equity and other consumer portfolios totaled $4.2 billion at September 30, 2025, as noted below:

(Dollars in thousands)

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Largest individual consumer loan outstanding $ 7,490

Consumer nonperforming loans/consumer loans 0.37 %

Consumer non-performing loans/consumer loans 0.44 %

Asset Quality The Company continually monitors the asset quality of the loan portfolio using all available information.

Based on this assessment, loans demonstrating certain payment issues or other weaknesses may be categorized as delinquent, nonperforming and/or put on nonaccrual status.

Based on this assessment, loans demonstrating certain payment issues or other weaknesses may be categorized as delinquent, non-performing and/or put on non-accrual status.

Further details surrounding relevant asset quality categories are summarized below:

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A late charge is usually assessed on loans upon expiration of the grace period.

Nonaccrual Loans As a general rule, loans 90 days or more past due with respect to principal or interest are classified as nonaccrual loans.

Non-accrual Loans As a general rule, loans 90 days or more past due with respect to principal or interest are classified as non-accrual loans.

However, certain loans that are 90 days or more past due may be kept on an accruing status if the loans are well secured and in the process of collection.

Income accruals are suspended on all nonaccrual loans and all previously accrued

and uncollected interest is reversed against current income.

Income accruals are suspended on all non-accrual loans and all previously

accrued and uncollected interest is reversed against current income.

A loan remains on nonaccrual status until it becomes current with respect to principal and interest and remains current for a minimum period of six months, the loan is liquidated, or when the loan is determined to be uncollectible and is charged-off against the allowance for credit losses.

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PCD loans are recorded at amortized cost with an allowance for credit losses recorded upon purchase.

Nonperforming Assets Nonperforming assets are typically comprised of nonperforming loans and other real estate owned (“OREO”).

Nonperforming loans consist of nonaccrual loans and loans that are 90 days or more past due but still accruing interest.

Non-performing Assets Non-performing assets are typically comprised of non-performing loans and other real estate owned (“OREO”).

Non-performing loans consist of non-accrual loans and loans that are 90 days or more past due but still accruing interest.

OREO consists of real estate properties, which have primarily served as collateral to secure loans, that are controlled or owned by the Bank.

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Subsequent increases in the fair value are recorded as reductions in the valuation allowance, but not below zero.

All costs incurred thereafter in maintaining the property are generally charged to noninterest expense.

In the event the real estate is utilized as a rental property, net rental income and expenses are recorded as incurred within noninterest expense.

The following table sets forth information regarding nonperforming assets held by the Company at the dates indicated:

Table 4 - Nonperforming Assets

All costs incurred thereafter in maintaining the property are generally charged to non-interest expense.

In the event the real estate is utilized as a rental property, net rental income and expenses are recorded as incurred within non-interest expense.

The following table sets forth information regarding non-performing assets held by the Company at the dates indicated:

Table 5 - Non-Performing Assets

2025 December 31

2024 September 30

(Dollars in thousands)

Loans accounted for on a nonaccrual basis

Loans accounted for on a non-accrual basis

Commercial and industrial $ 23,173 $ 14,454 $ 12,772

Commercial real estate 29,216 74,343 77,707

Small business 173 302 437

Commercial construction 15,516 — —

Residential real estate 14,406 10,243 9,744

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Other consumer 42 10 33

Total nonperforming loans $ 56,217 $ 101,529 $ 57,451

Total non-performing loans $ 86,597 $ 101,529 $ 104,248

Other real estate owned 2,100 — 110

Total nonperforming assets $ 58,317 $ 101,529 $ 57,561

Nonperforming loans as a percent of gross loans 0.39 % 0.70 % 0.40 %

Nonperforming assets as a percent of total assets 0.29 % 0.52 % 0.30 %

The following table summarizes the changes in nonperforming assets for the periods indicated:

Table 5 - Activity in Nonperforming Assets

Three Months Ended Six Months Ended

Total non-performing assets $ 88,697 $ 101,529 $ 104,358

Non-performing loans as a percent of gross loans 0.47 % 0.70 % 0.73 %

Non-performing assets as a percent of total assets 0.35 % 0.52 % 0.54 %

The following table summarizes the changes in non-performing assets for the periods indicated:

Table 6 - Activity in Non-Performing Assets

Three Months Ended Nine Months Ended

2025 September 30

2024 September 30

2025 September 30

(Dollars in thousands)

Nonperforming assets beginning balance $ 89,493 $ 57,051 $ 101,529 $ 54,493

New to nonperforming 13,411 6,201 55,188 25,459

Non-performing assets beginning balance $ 58,317 $ 57,561 $ 101,529 $ 54,493

Enterprise non-performing assets at July 1, 2025 24,487 — 24,487 —

New to non-performing 16,767 57,197 71,955 82,656

Loans charged-off (2,670) (7,006) (51,036) (8,695)

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Other 183 (30) 73 (8)

Nonperforming assets ending balance $ 58,317 $ 57,561 $ 58,317 $ 57,561

Non-performing assets ending balance $ 88,697 $ 104,358 $ 88,697 $ 104,358

Allowance for Credit Losses The allowance for credit losses is maintained at a level that management considers appropriate to provide for the Company’s current estimate of expected lifetime credit losses on loans measured at amortized cost.

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The model estimates expected credit losses using loan level data over the contractual life of the exposure, which is adjusted for estimated prepayments.

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.

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.

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.

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

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.

As of September 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 slight increase in momentum in the near term, that 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.

A dditionally, the allowance for credit losses is qualitatively adjusted on a quarterly basis in order to ensure coverage for relationships that are deemed to be more at risk within certain industries, specific collateral types, or other specific characteristics that may be highly impacted by the current economic environment.

The allowance for credit losses of $190.5 million at September 30,2025 represents an increase of $20.5 million, or 12.1% compared to December 31, 2024, driven primarily by $43.5 million in initial allowance reserves recorded on the acquired Enterprise loan portfolio, including $34.5 million and $9.0 million attributable to non-PCD and PCD loans, respectively.

The following table summarizes the ratio of net charge-offs to average loans outstanding within each major loan category for the periods presented:

Table 7 - 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 to Average Loans Net Charge-Offs Average Loans Outstanding Ratio of Annualized Net Charge-Offs to Average Loans

(Dollars in thousands)

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

Three Months Ended September 30, 2025 Nine Months Ended September 30, 2025

Commercial and industrial $ 1,178 $ 4,485,053 0.10 % $ 4,123 $ 3,704,506 0.15 %

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Commercial construction — 1,446,615 — % — 1,016,344 — %

Small business 51 294,562 0.07 % 150 292,415 0.10 %

Residential real estate — 2,913,749 — % — 2,618,320 — %

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Total $ 1,836 $ 18,432,862 0.04 % $ 49,247 $ 15,824,867 0.42 %

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 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 June 30, 2024 Six Months Ended June 30, 2024

Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024

Commercial and industrial $ 6,043 $ 3,187,701 0.75 % $ 6,074 $ 3,166,270 0.26 %

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Commercial construction — 749,009 — % — 808,570 — %

Small business 48 265,273 0.07 % 118 261,147 0.09 %

Residential real estate — 2,443,488 — % — 2,429,963 — %

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

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.

Net charge-offs were $1.8 million and $49.2 million for the three and nine months ended September 30, 2025, respectively, compared to $6.7 million and $7.3 million for the three and nine months ended September 30, 2024, respectively.

The elevated charge-off activity for the nine months ended September 30, 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.

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Commercial construction 15,933 8.4 % 7.8 % 8,166 4.8 % 5.4 %

Small business 4,565 3.2 % 2.1 % 4,182 2.5 % 1.9 %

Residential real estate 29,890 15.7 % 15.8 % 25,238 14.8 % 17.0 %

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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 $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’s investments in FHLB of Boston stock decreased to $21.8 million at September 30, 2025 from $31.6 million at December 31, 2024 in conjunction with paydowns of FHLB term borrowings during the first nine months of 2025, including the paydown of approximately $50.0 million of FHLB borrowings assumed from the Enterprise acquisition during the third quarter.

Goodwill and Other Intangible Assets Goodwill and other intangible assets were $1.2 billion and $997.4 million at September 30, 2025 and December 31, 2024, respectively, with the 2025 increase attributable to the Enterprise acquisition, partially offset by amortization of definite-lived intangibles.

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.

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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 second quarter of 2025 that indicated impairment of goodwill and other intangible assets.

There were no other events or changes during the third 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 $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 cash surrender value of life insurance policies was $376.2 million at September 30, 2025 compared to $304.0 million at December 31, 2024, reflecting approximately $68.4 million of policies obtained from the Enterprise acquisition.

The Company recorded tax exempt income from life insurance policies of $2.6 million and $2.0 million for the three months ended September 30, 2025 and 2024, respectively, and $6.7 million and $5.9 million for the nine months ended September 30, 2025 and 2024, respectively.

The Company recorded no gains on life insurance benefits for the three months ended September 30, 2025 and September 30, 2024, respectively, and $1.7 million and $263,000 for the nine months ended September 30, 2025 and September 30, 2024, respectively.

Deposits As of September 30, 2025, total deposits were $20.3 billion, representing a $5.0 billion, or 32.6%, increase from December 31, 2024.

Total non-interest bearing demand deposits comprised 27.8% of total deposits at September 30, 2025, remaining relatively consistent with 28.7% at December 31, 2024.

The total cost of deposits was 1.58% and 1.74% for the three months ended September 30, 2025 and 2024, respectively, and 1.56% and 1.62% for the nine months ended September 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 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 2025 growth in deposit balances was driven primarily by $4.4 billion in balances acquired from Enterprise, as well as solid organic growth of $627.2 million, or 3.2%, during the first nine months of 2025.

The Company’s ratio of core deposits to total deposits represented 83.1% of total deposits at September 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 $6.4 million and $61.2 million outstanding at September 30, 2025 and December 31, 2024, respectively .

The decrease in brokered deposits was due to the third quarter 2025 maturity of $50.0 million in brokered certificates acquired from Enterprise.

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”).

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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 June 30, 2025 and December 31, 2024.

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.

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 $2.2 billion and $1.1 billion at September 30, 2025 and December 31, 2024, respectively, with the increase attributable to reciprocal deposit balances acquired from Enterprise.

The estimated balances of uninsured deposits at the Bank were $6.7 billion and $5.0 billion as of September 30, 2025 and December 31, 2024, respectively.

Included in these amounts were $893.9 million and $814.0 million of collateralized deposits, which offer additional protection.

Excluding the effects of the Enterprise acquisition, the Company’s deposits have increased on an organic basis as compared to the prior year end.

The table below summarizes these organic growth/decline by category for the period indicated:

Table 9 - Components of Deposit Growth/(Decline)

2025 December 31

2024 Enterprise Bancorp Acquisition Organic Growth/(Decline) Organic Growth/ (Decline)%

(Dollars in thousands)

Non-interest-bearing demand deposits $ 5,635,911 $ 4,390,703 $ 1,040,758 $ 204,450 3.76 %

Savings and interest checking 7,111,570 5,207,548 1,766,463 137,559 1.97 %

Money market 4,128,400 2,960,381 815,532 352,487 9.34 %

Time certificates of deposits 3,419,988 2,747,346 739,957 (67,315) (1.93) %

Total $ 20,295,869 $ 15,305,978 $ 4,362,710 $ 627,181 3.19 %

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 $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.

Borrowings were $775.4 million at September 30, 2025, representing an increase of $74.0 million, or 10.6%, 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 $287.0 million in paydowns on FHLB borrowings during the nine months ended September 30, 2025, including the paydown of approximately $50.0 million in FHLB borrowings acquired from Enterprise.

Additionally, at the July 15, 2025 call date, the Company redeemed in full $60.0 million in subordinated notes assumed as part of the Enterprise merger.

Refer to Note 6, “Borrowings” within the Notes to Consolidated Financial Statements included in Part I.

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 had $10.0 billion and $8.7 billion of assets pledged as collateral against borrowings at September 30, 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 September 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 September 29, 2025.

This dividend was paid on October 7, 2025.

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

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

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.

At September 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:

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Amount Ratio Amount Ratio Amount Ratio

June 30, 2025

September 30, 2025

(Dollars in thousands)

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

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

At September 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.

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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.

Dividends paid by the Bank to the Company totaled $29.4 million and $45.3 million for the three months ended September 30, 2025 and 2024, respectively, and totaled $79.7 million and $138.5 million for the nine months ended September 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:

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2025 December 31

2024 September 30

(Dollars in thousands)

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The Company’s Investment Management Group provides investment management and trust services to individuals, institutions, small businesses, and charitable institutions.

Accounts maintained by the Investment Management Group consist of managed and nonmanaged accounts.

Managed accounts are those for which the Bank is responsible for administration and investment management and/or investment advice, while nonmanaged accounts are those for which the Bank acts solely as a custodian or directed trustee.

Accounts maintained by the Investment Management Group consist of managed and non-managed accounts.

Managed accounts are those for which the Bank is responsible for administration and investment management and/or investment advice, while non-managed accounts are those for which the Bank acts solely as a custodian or directed trustee.

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

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 Investment Management Group generated gross fee revenues of $12.4 million and $9.7 million for the three months ended September 30, 2025 and 2024, respectively and $32.7 million and $28.4 million for the nine months ended September 30, 2025 and 2024, respectively.

Total assets under administration at September 30, 2025 were $9.2 billion, including $461.1 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.

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.

Total assets under administration as of September 30, 2025 and December 31, 2024 include $514.2 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.

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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 $1.0 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.

Retail investments and insurance revenue was $1.3 million and $1.4 million for the three months ended September 30, 2025 and 2024, respectively, and $3.5 million and $3.6 million for the nine months ended September 30, 2025 and 2024, respectively.

RESULTS OF OPERATIONS

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

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

Table 12 - Summary of Results of Operations

Three Months Ended June 30 Six Months Ended June 30

Three Months Ended September 30 Nine Months Ended September 30

2025 2024 2025 2024

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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 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.

On a fully tax equivalent basis (“FTE”), net interest income for the third quarter of 2025 was $204.7 million, representing an increase of $61.8 million, or 43.3%, when compared to the third quarter of 2024.

For the nine months ended September 30, 2025, net interest income on a FTE basis was $500.0 million, representing an increase of $79.4 million, or 18.9%, when compared to the nine months ended September 30, 2024.

The 2025 increase in net interest income was primarily attributable to increased average interest earning assets obtained from the Enterprise acquisition, as well as higher yields on interest earning assets, which were positively impacted by the accretion of purchase accounting marks from the Enterprise acquisition, and decreased funding costs.

These factors resulted in a net interest margin of 3.62% and 3.49% for the three and nine months ended September 30, 2025, respectively, representing increases of 33 basis points and 23 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 nine months ended September 30, 2025 and 2024.

Non-taxable 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 13 - Average Balance, Interest Earned/Paid & Average Yields Quarter-to-Date

Three Months Ended June 30

Three Months Ended September 30

Balance Interest

7 unchanged sentences

Securities - taxable investments 3,253,928 23,303 2.84 % 2,761,758 14,064 2.03 %

Securities - nontaxable investments (1) 195 2 4.11 % 189 2 4.26 %

Securities - non-taxable investments (1) 34,803 263 3.00 % 194 1 2.05 %

Total securities $ 3,293,344 $ 23,566 2.84 % $ 2,766,318 $ 14,065 2.02 %

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Commercial construction (1) 1,446,615 24,750 6.79 % 749,009 13,778 7.32 %

Small business 294,562 4,929 6.71 % 265,273 4,376 6.63 %

Total commercial 14,202,442 208,474 5.82 % 10,775,327 154,833 5.72 %

14 unchanged sentences

Total interest-bearing deposits $ 14,549,513 $ 80,739 2.20 % $ 10,903,221 $ 66,985 2.44 %

Federal Home Loan Bank borrowings $ 432,392 $ 4,233 3.93 % $ 957,268 $ 11,329 4.76 %

Federal Home Loan Bank and other borrowings $ 416,074 $ 3,946 3.76 % $ 623,053 $ 6,692 4.27 %

Junior subordinated debentures 62,861 981 6.19 % 62,859 1,144 7.24 %

2 unchanged sentences

Total interest-bearing liabilities $ 15,333,728 $ 91,409 2.37 % $ 11,589,133 $ 74,821 2.57 %

Noninterest bearing demand deposits 4,372,122 4,360,897

Non-interest bearing demand deposits 5,699,765 4,442,858

Other liabilities 339,116 339,075

10 unchanged sentences

Cost of total funding liabilities 1.72 % 1.86 %

(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.

(1) The total amount of adjustment to present interest income and yield on a FTE basis was $1.4 million and $1.2 million for the three months ended September 30, 2025 and 2024, respectively.

(2) Includes average nonaccruing loans.

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Table 14 - Average Balance, Interest Earned/Paid & Average Yields Year-to-Date

Six Months Ended June 30

Nine Months Ended September 30

Balance Interest

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Securities - taxable investments 2,914,567 54,478 2.50 % 2,807,287 42,287 2.01 %

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

Securities - non-taxable investments (1) 11,858 266 3.00 % 191 5 3.50 %

Total securities $ 2,931,066 $ 54,744 2.50 % $ 2,812,105 $ 42,292 2.01 %

3 unchanged sentences

Commercial construction (1) 1,016,344 51,683 6.80 % 808,570 44,650 7.38 %

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

Total commercial 11,975,558 510,770 5.70 % 10,780,750 456,678 5.66 %

14 unchanged sentences

Total interest-bearing deposits $ 12,309,201 $ 200,018 2.17 % $ 10,622,860 $ 182,774 2.30 %

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

Federal Home Loan Bank and other borrowings $ 464,910 $ 13,745 3.95 % $ 920,781 $ 32,652 4.74 %

Junior subordinated debentures 62,861 2,931 6.23 % 62,859 3,431 7.29 %

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Total interest-bearing liabilities $ 13,046,247 $ 228,520 2.34 % $ 11,620,001 $ 219,365 2.52 %

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

Non-interest bearing demand deposits 4,810,799 4,414,392

Other liabilities 320,237 354,038

10 unchanged sentences

Cost of total funding liabilities 1.71 % 1.83 %

(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.

(1) The total amount of adjustment to present interest income and yield on a FTE basis was $3.7 million and $3.6 million for the nine months ended September 30, 2025 and 2024, respectively.

(2) Includes average non-accruing 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.

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Table 15 - Volume Rate Analysis

Three Months Ended June 30 Six Months Ended June 30

Three Months Ended September 30 Nine Months Ended September 30

2025 Compared To 2024 2025 Compared To 2024

5 unchanged sentences

Securities - taxable investments 6,733 2,506 9,239 10,575 1,616 12,191

Securities - nontaxable investments (1) — — — (1) — (1)

Securities - non-taxable investments (1) 84 178 262 (44) 305 261

Total securities 9,501 12,452

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Commercial construction (1,860) 12,832 10,972 (4,440) 11,473 7,033

Small business 70 483 553 149 1,022 1,171

Total commercial 53,641 54,092

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Total interest bearing deposits 13,754 17,244

Federal Home Loan Bank borrowings (884) (6,212) (7,096) (2,069) (14,092) (16,161)

Long-term borrowings — — — — — —

Federal Home Loan Bank and other borrowings (523) (2,223) (2,746) (2,741) (16,166) (18,907)

Junior subordinated debentures (163) — (163) (500) — (500)

5 unchanged sentences

See footnote (1) to Tables 13 and 14 in this Report for the related adjustments.

(2) Loans include portfolio loans and nonaccrual loans;

however, unpaid interest on nonaccrual loans has not been included for purposes of determining interest income.

(2) Loans include portfolio loans and non-accrual loans;

however, unpaid interest on non-accrual loans has not been included for purposes of determining interest income.

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 $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.

The Company recorded a provision for credit loss of $38.5 million and $60.7 million for the three and nine months ended September 30, 2025, respectively, as compared to $19.5 million and $28.8 million for the three and nine months ended September 30, 2024, respectively.

The increase in the current periods includes the $34.5 million related to non-PCD loans acquired from Enterprise.

The Company’s allowance for credit losses, as a percentage of total loans, was 1.03% at September 30, 2025, 1.17% at December 31, 2024, and 1.14% at September 30, 2024.

The decrease from the prior periods is due to charge-offs taken on loans that were specifically reserved for at those periods.

Refer to Note 5, “Loans, Allowance for Credit Losses and Credit Quality” within the Notes to Consolidated Financial Statements included in Part I.

Item 1 of this Report, for further details surrounding the primary drivers of the provision for credit losses for the period.

Noninterest Income The following table sets forth information regarding noninterest income for the periods shown:

Table 14 - Noninterest Income

Non-Interest Income The following table sets forth information regarding non-interest income for the periods shown:

Table 16 - Non-Interest Income

Three Months Ended

June 30 Change

September 30 Change

2025 2024 Amount %

5 unchanged sentences

Increase in cash surrender value of life insurance policies 2,629 2,006 623 31.06 %

Gain on life insurance benefits 1,650 — 1,650 100.00%

Loan level derivative income 1,224 1,125 99 8.80 %

Other noninterest income 5,964 6,465 (501) (7.75) %

Other non-interest income 6,613 6,664 (51) (0.77) %

Total $ 40,398 $ 33,549 $ 6,849 20.41 %

Six Months Ended

June 30 Change

Nine Months Ended

September 30 Change

2025 2024 Amount %

7 unchanged sentences

Loan level derivative income 2,332 1,678 654 38.97 %

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

Other non-interest income 18,373 19,384 (1,011) (5.22) %

Total $ 107,245 $ 95,822 $ 11,423 11.92 %

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

• 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:

Table 15 - Noninterest Expense

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

• Deposit account fees were higher as a result of increases in overdraft and cash management fees, as well as increased volume attributable to the Enterprise acquisition.

• Interchange and ATM fees were higher primarily attributable to increased volume due to the Enterprise acquisition.

• The increase in investment management and advisory income is primarily attributable to higher asset-based revenue resulting from higher levels of assets under administration, which increased by $2.1 billion, or 28.8%, to $9.2 billion at

September 30, 2025, as compared to $7.2 billion at September 30, 2024, including the addition of $1.5 billion in assets under administration acquired from Enterprise.

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

• Mortgage banking income increased driven by higher origination volume as compared to the same prior year periods.

• The increases in cash surrender value of life insurance policies were primarily attributable to policies obtained in connection with the Enterprise acquisition.

• The Company received proceeds on life insurance policies resulting in a gain of $1.7 million during the nine months ended September 30, 2025 compared to $263,000 during the nine months ended September 30, 2024.

No such gains were recorded during the third quarter of 2025 or 2024.

• Loan level derivative income increased for the three and nine months ended September 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 non-interest income for the third quarter of 2025 remained consistent with the third quarter of 2024, and decreased for the nine months ended September 30, 2025, as compared to the same prior year period, primarily attributable to decreases in FHLB dividend income of $1.1 million, decreased unrealized gain on equity securities of $613,000, and decreased realized gains on equity securities of $501,000.

These decreases were partially offset by increases in credit card fee income of $327,000 and annual fees on commercial lines of credit of $230,000.

Non-Interest Expense The following table sets forth information regarding noninterest expense for the periods shown:

Table 17 - Non-Interest Expense

Three Months Ended

June 30 Change

September 30 Change

2025 2024 Amount %

5 unchanged sentences

FDIC assessment 3,080 2,628 452 17.20 %

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

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

Amortization of intangible assets 7,315 1,460 5,855 401.03 %

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

Merger and acquisition expenses 23,893 — 23,893 100.00%

Other noninterest expenses 14,227 13,516 711 5.26 %

Other non-interest expenses 20,799 16,267 4,532 27.86 %

Total $ 160,836 $ 100,443 $ 60,393 60.13 %

Six Months Ended

June 30 Change

Nine Months Ended

September 30 Change

2025 2024 Amount %

5 unchanged sentences

FDIC assessment 8,441 8,304 137 1.65 %

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

Advertising expense 3,242 2,986 256 8.57 %

Amortization of intangible assets 9,856 4,488 5,368 119.61 %

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

Merger and acquisition expenses 27,287 — 27,287 100.00%

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

Other non-interest expenses 56,757 53,332 3,425 6.42 %

Total $ 375,512 $ 299,944 $ 75,568 25.19 %

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

• 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.

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

• Salaries and employee benefits were higher, driven primarily by increases in general salaries, payroll taxes, medical plan insurance, and incentives, including the impact of an expanded employee base as a result of the Enterprise acquisition.

• Occupancy and equipment costs increased, primarily attributable to the expanded branch network, real estate and other fixed assets obtained from the Enterprise acquisition.

• Data processing increases reflect overall increased levels of transactional activity in conjunction with the Company’s growth, including due to the Enterprise acquisition.

• 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.

• Amortization of intangible assets increased, driven by increased amortization attributable to the core deposit intangible, customer list, and other intangible assets established as part of the Enterprise acquisition.

• The Company incurred merger and acquisition expenses of $23.9 million and $27.3 million for the three and nine months ended September 30, 2025, respectively, related to the Company’s acquisition of Enterprise.

of the merger expenses related to change in control and severance contracts, vendor and systems contract terminations, as well as legal and professional fees.

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.

• For the three months ended September 30, 2025, other non-interest expense increased primarily attributable to increases in debit card expense of $1.5 million, check losses of $440,000, sponsorships of $321,000, director fees of $303,000, consultant fees of $301,000, telecommunications costs of $272,000, card issuance costs of $267,000, and legal fees of $237,000.

For the nine months ended September 30, 2025, other non-interest expense increased mainly due to increases in debit card expense of $1.4 million, contract labor of $487,000, loan workout costs of $422,000, internet banking expense of $413,000, sponsorships of $407,000, and telecommunications of $375,000, partially offset by decreases in consultant fees of approximately $1.0 million.

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.

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Table 18 - Tax Provision and Applicable Tax Rates

Three Months Ended Six Months Ended

June 30 June 30

Three Months Ended Nine Months Ended

September 30 September 30

2025 2024 2025 2024

3 unchanged sentences

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

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 Company’s effective tax rate for the third quarter of 2025 is consistent with the year ago periods.

The effective tax rate is impacted by pre-tax income levels, 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.

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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 $223.7 million had been funded as of June 30, 2025.

The total committed investment in these partnerships is $305.7 million, of which $229.6 million had been funded as of September 30, 2025.

It is expected that the limited partnership investments will generate a net tax benefit of approximately $5.7 million for the fiscal year 2025 and a total of $72.0 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”).

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

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.

Further, the OBBBA significantly changes U.S.

tax law related to foreign operations and certain tax credits;

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The Company has implemented the “three lines of defense” enterprise risk management framework.

The first line of defense are the executives in charge of business units, operational areas, and corporate functions who, sometimes assisted by management committees, teams, and working groups, own and manage risks.

The first line of defense are the executives in charge of business units, operational areas, and corporate functions who, sometimes assisted by

management committees, teams, and working groups, own and manage risks.

The second line of defense monitors and provides risk management advice across all risk domains, and is comprised of the enterprise risk management department, with oversight from the Chief Risk Officer.

The third line of defense is independent assurance performed by the Chief Internal Auditor, who reports to the Audit Committee of the Company’s Board of Directors, and by the Company’s internal audit department.

The Board, with the assistance of its Risk Committee, oversees management’s enterprise risk management practices.

The Board of Directors, with the assistance of its Risk Committee, oversees management’s enterprise risk management practices.

As risks must be taken to create value, the Board of Directors has approved a Risk Appetite Statement that defines the acceptable residual risk appetite for the Company and the nine major risk types identified as having the potential to create significant adverse impacts on the Company, such as financial losses, reputational damage, legal or regulatory actions, failure to achieve strategic objectives, diminished customer experience, and/or cultural erosion.

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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 June 30, 2025.

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

An increase in deposits, without a corresponding increase in nonliquid assets, will improve the Total Basic Surplus/Deficit measure, whereas, an increase in loans, with no increase in deposits, will decrease the measure.

An increase in deposits, without a corresponding increase in non-liquid assets, will improve the Total Basic Surplus/Deficit measure, whereas, an increase in loans, with no increase in deposits, will decrease the measure.

Other factors affecting the Total Basic Surplus/Deficit include FHLB collateral requirements, securities portfolio changes, and the mix of deposits.

The Company prioritizes core deposits as a primary funding source and continues to maintain a variety of available liquidity sources, including FHLB advances, and Federal Reserve borrowing capacity.

These funding sources serve as a contingent source of liquidity and, when profitable lending and investment opportunities exist, the Company may access them to provide the liquidity needed to grow the balance sheet.

These funding sources serve as a

contingent source of liquidity and, when profitable lending and investment opportunities exist, the Company may access them to provide the liquidity needed to grow the balance sheet.

The amount and type of assets that the Company has available to pledge affects the Company’s FHLB and Federal Reserve borrowing capacity.

6 unchanged sentences

Table 19 - Liquidity Sources

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Outstanding Additional

5 unchanged sentences

Unpledged Securities — 501,686 — 564,676

Line of Credit — 50,000 — 50,000

Lines of Credit — 225,000 — 50,000

Junior subordinated debentures (3) 62,862 — 62,860 —

2 unchanged sentences

$ 781,795 $ 7,536,346 $ 762,610 $ 6,242,483

(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.

(1) Loans and securities with a carrying value of $4.9 billion and $3.8 billion at of September 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 September 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 six months ended June 30, 2025 were the shape of the U.S.

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

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

14 unchanged sentences

Potential operational risk exposure exists throughout the Company.

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.

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.

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 June 30, 2025.

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

See Note 8, “Derivative and Hedging Activities” and Note 12, “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 June 30, 2025.

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