INDEPENDENT BANK CORP 10-Q

Item 1. Financial Statements INDEPENDENT BANK CORP. CONSOLIDATED BALANCE SHEETS (Unaudited—Dollars in thousands) September 30 2025 December 31 2024 Assets Cash and due from banks $ 203,388 $ 187,849 Interest-earning deposits with banks 707,408 32,041 Securities Trading 4,611 4,245 Equity 21,567 21,204 Available for sale (amortized cost $ 1,998,347 and $ 1,353,964 ) 1,941,220 1,250,944 Held to maturity (fair value $ 1,260,752 and $ 1,291,801 ) 1,357,617 1,434,956 Total securities 3,325,015 2,711,349 Loans held for sale (at fair value) 17,052 7,271 Loans Commercial and industrial (1) 4,532,294 3,246,455 Commercial real estate (1) 8,241,458 6,839,705 Commercial construction 1,439,876 782,078 Residential real estate 2,917,101 2,460,600 Home equity - first position 511,482 490,115 Home equity - subordinate positions 772,657 650,053 Other consumer 37,575 39,372 Total loans 18,452,443 14,508,378 Less: allowance for credit losses ( 190,476 ) ( 169,984 ) Net loans 18,261,967 14,338,394 Federal Home Loan Bank stock 21,835 31,573 Bank premises and equipment, net 221,165 193,320 Goodwill 1,083,374 985,072 Other intangible assets 141,732 12,284 Cash surrender value of life insurance policies 376,163 303,965 Other assets 634,140 570,447 Total assets $ 24,993,239 $ 19,373,565 Liabilities and Stockholders' Equity Deposits Non-interest-bearing demand deposits $ 5,635,911 $ 4,390,703 Savings and interest checking accounts 7,111,570 5,207,548 Money market 4,128,400 2,960,381 Time certificates of deposit 3,419,988 2,747,346 Total deposits 20,295,869 15,305,978 Borrowings Federal Home Loan Bank and other borrowings 416,240 638,514 Junior subordinated debentures (less unamortized debt issuance costs of $ 26 and $ 28 ) 62,862 62,860 Subordinated debentures (less unamortized debt issuance costs of $ 3,725 ) 296,275 — 5 Table of Contents Total borrowings 775,377 701,374 Other liabilities 375,106 373,093 Total liabilities 21,446,352 16,380,445 Commitments and contingencies — — Stockholders' equity Preferred stock, $ 0.01 par value, authorized: 1,000,000 shares, outstanding: none — — Common stock, $ 0.01 par value, authorized: 75,000,000 shares, issued and outstanding: 49,787,305 shares at September 30, 2025 and 42,500,611 shares at December 31, 2024 (includes 260,511 and 199,410 shares of unvested participating restricted stock awards, respectively) 495 423 Value of shares held in rabbi trust at cost: 77,118 shares at September 30, 2025 and 78,088 shares at December 31, 2024 ( 3,505 ) ( 3,383 ) Deferred compensation and other retirement benefit obligations 3,505 3,383 Additional paid in capital 2,371,111 1,909,980 Retained earnings 1,222,843 1,172,724 Accumulated other comprehensive loss, net of tax ( 47,562 ) ( 90,007 ) Total stockholders’ equity 3,546,887 2,993,120 Total liabilities and stockholders’ equity $ 24,993,239 $ 19,373,565 (1) Commercial and industrial and commercial real estate balances as of September 30, 2025 presented above vary from amounts previously reported in the Company’s third quarter 2025 earnings release. These reported amounts reflect a reclassification of commercial and industrial loan balances to the commercial real estate category based upon further review of loan classifications subsequent to the system conversion of Enterprise Bancorp, Inc., parent of Enterprise Bank and Trust Company (collectively “Enterprise”). Reported amounts throughout this Form 10-Q are reflective of this reclassification, where applicable. The accompanying notes are an integral part of these unaudited consolidated financial statements. 6 Table of Contents INDEPENDENT BANK CORP. CONSOLIDATED STATEMENTS OF INCOME (Unaudited—Dollars in thousands, except per share data) Three Months Ended Nine Months Ended September 30 September 30 2025 2024 2025 2024 Interest income Interest and fees on loans $ 263,772 $ 200,597 $ 656,643 $ 591,097 Taxable interest and dividends on securities 23,303 14,064 54,478 42,287 Non-taxable interest and dividends on securities 208 1 211 4 Interest on loans held for sale 225 227 457 530 Interest on federal funds sold and short-term investments 7,245 1,635 13,076 2,515 Total interest and dividend income 294,753 216,524 724,865 636,433 Interest expense Interest on deposits 80,739 66,985 200,018 182,774 Interest on borrowings 10,670 7,836 28,502 36,591 Total interest expense 91,409 74,821 228,520 219,365 Net interest income 203,344 141,703 496,345 417,068 Provision for credit losses 38,519 19,500 60,719 28,750 Net interest income after provision for credit losses 164,825 122,203 435,626 388,318 Non-interest income Deposit account fees 8,847 6,779 23,041 19,339 Interchange and ATM fees 5,989 4,970 15,608 14,175 Investment management and advisory 13,652 11,033 36,252 31,961 Mortgage banking income 1,444 972 3,257 3,088 Increase in cash surrender value of life insurance policies 2,629 2,006 6,732 5,934 Gain on life insurance benefits — — 1,650 263 Loan level derivative income 1,224 1,125 2,332 1,678 Other non-interest income 6,613 6,664 18,373 19,384 Total non-interest income 40,398 33,549 107,245 95,822 Non-interest expenses Salaries and employee benefits 81,132 60,108 205,919 174,444 Occupancy and equipment expenses 14,975 12,734 41,992 38,673 Data processing and facilities management 2,788 2,510 8,213 7,398 Software and subscriptions 6,854 4,736 17,047 13,305 FDIC assessment 3,080 2,628 8,441 8,304 Amortization of intangible assets 7,315 1,460 9,856 4,488 Merger and acquisition expense 23,893 — 27,287 — Other non-interest expenses 20,799 16,267 56,757 53,332 Total non-interest expenses 160,836 100,443 375,512 299,944 Income before income taxes 44,387 55,309 167,359 184,196 Provision for income taxes 10,125 12,362 37,572 42,149 Net income $ 34,262 $ 42,947 $ 129,787 $ 142,047 Basic earnings per share $ 0.69 $ 1.01 $ 2.88 $ 3.34 Diluted earnings per share $ 0.69 $ 1.01 $ 2.88 $ 3.34 Weighted average common shares (basic) 49,934,574 42,481,441 45,063,324 42,501,199 Common share equivalents 22,433 11,622 20,646 9,602 Weighted average common shares (diluted) 49,957,007 42,493,063 45,083,970 42,510,801 Cash dividends declared per common share $ 0.59 $ 0.57 $ 1.77 $ 1.71 The accompanying notes are an integral part of these unaudited consolidated financial statements. 7 Table of Contents INDEPENDENT BANK CORP. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited—Dollars in thousands) Three Months Ended Nine Months Ended September 30 September 30 2025 2024 2025 2024 Net income $ 34,262 $ 42,947 $ 129,787 $ 142,047 Other comprehensive income, net of tax Net change in fair value of securities available for sale 9,169 28,286 35,398 28,670 Net change in fair value of cash flow hedges 1,397 8,753 7,182 9,000 Net change in other comprehensive income for defined benefit postretirement plans ( 45 ) ( 16 ) ( 135 ) ( 45 ) Total other comprehensive income 10,521 37,023 42,445 37,625 Total comprehensive income $ 44,783 $ 79,970 $ 172,232 $ 179,672 The accompanying notes are an integral part of these unaudited consolidated financial statements. 8 Table of Contents INDEPENDENT BANK CORP. CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY Three Months Ended September 30, 2025 and 2024 (Unaudited—Dollars in thousands, except per share data) Common Stock Outstanding Common Stock Value of Shares Held in Rabbi Trust at Cost Deferred Compensation Obligation Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Total Balance June 30, 2025 42,627,286 $ 424 $ ( 3,459 ) $ 3,459 $ 1,914,556 $ 1,217,959 $ ( 58,083 ) $ 3,074,856 Net income — — — — — 34,262 — 34,262 Other comprehensive income — — — — — — 10,521 10,521 Common dividend declared ($ 0.59 per share) — — — — — ( 29,378 ) — ( 29,378 ) Common stock issued for acquisition 7,478,906 75 — — 477,191 — — 477,266 Stock based compensation — — — — 2,247 — — 2,247 Restricted stock awards issued, net of awards surrendered 34,324 — — — ( 53 ) — — ( 53 ) Shares issued under direct stock purchase plan 11,317 — — — 756 — — 756 Shares repurchased under share repurchase program (1) ( 364,528 ) ( 4 ) — — ( 23,586 ) — — ( 23,590 ) Deferred compensation and other retirement benefit obligations — — ( 46 ) 46 — — — — Balance September 30, 2025 49,787,305 $ 495 $ ( 3,505 ) $ 3,505 $ 2,371,111 $ 1,222,843 $ ( 47,562 ) $ 3,546,887 Balance June 30, 2024 42,469,867 $ 423 $ ( 3,353 ) $ 3,353 $ 1,904,869 $ 1,128,182 $ ( 114,225 ) $ 2,919,249 Net income — — — — — 42,947 — 42,947 Other comprehensive income — — — — — — 37,023 37,023 Common dividend declared ($ 0.57 per share) — — — — — ( 24,214 ) — ( 24,214 ) Stock based compensation — — — — 1,514 — — 1,514 Restricted stock awards issued, net of awards surrendered ( 2,559 ) — — — ( 20 ) — — ( 20 ) Shares issued under direct stock purchase plan 13,457 — — — 649 — — 649 Deferred compensation and other retirement benefit obligations — — ( 46 ) 46 — — — — Balance September 30, 2024 42,480,765 $ 423 $ ( 3,399 ) $ 3,399 $ 1,907,012 $ 1,146,915 $ ( 77,202 ) $ 2,977,148 (1) Inclusive of $ 234,000 impact of excise tax attributable to shares repurchased under a repurchase program for the three months ended September 30, 2025. 9 Table of Contents INDEPENDENT BANK CORP. CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY Nine Months Ended September 30, 2025 and 2024 (Unaudited—Dollars in thousands, except per share data) Common Stock Outstanding Common Stock Value of Shares Held in Rabbi Trust at Cost Deferred Compensation Obligation Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Total Balance December 31, 2024 42,500,611 $ 423 $ ( 3,383 ) $ 3,383 $ 1,909,980 $ 1,172,724 $ ( 90,007 ) $ 2,993,120 Net income — — — — — 129,787 — 129,787 Other comprehensive income — — — — — — 42,445 42,445 Common dividend declared ($ 1.77 per share) — — — — — ( 79,668 ) — ( 79,668 ) Common stock issued for acquisition 7,478,906 75 — — 477,191 — — 477,266 Proceeds from exercise of stock options, net of cash paid 380 — — — — — — — Stock based compensation — — — — 7,091 — — 7,091 Restricted stock awards issued, net of awards surrendered 142,912 1 — — ( 1,387 ) — — ( 1,386 ) Shares issued under direct stock purchase plan 29,024 — — — 1,822 — — 1,822 Shares repurchased under share repurchase program (1) ( 364,528 ) ( 4 ) — — ( 23,586 ) — — ( 23,590 ) Deferred compensation and other retirement benefit obligations — — ( 122 ) 122 — — — — Balance September 30, 2025 49,787,305 $ 495 $ ( 3,505 ) $ 3,505 $ 2,371,111 $ 1,222,843 $ ( 47,562 ) $ 3,546,887 Balance December 31, 2023 42,873,187 $ 427 $ ( 3,298 ) $ 3,298 $ 1,932,163 $ 1,077,488 $ ( 114,827 ) $ 2,895,251 Net income — — — — — 142,047 — 142,047 Other comprehensive income — — — — — — 37,625 37,625 Common dividend declared ($ 1.71 per share) — — — — — ( 72,620 ) — ( 72,620 ) Stock based compensation — — — — 4,953 — — 4,953 Restricted stock awards issued, net of awards surrendered 102,754 1 — — ( 782 ) — — ( 781 ) Shares issued under direct stock purchase plan 37,090 — — — 1,970 — — 1,970 Shares repurchased under share repurchase program (1) ( 532,266 ) ( 5 ) — — ( 31,292 ) — — ( 31,297 ) Deferred compensation and other retirement benefit obligations — — ( 101 ) 101 — — — — Balance September 30, 2024 42,480,765 $ 423 $ ( 3,399 ) $ 3,399 $ 1,907,012 $ 1,146,915 $ ( 77,202 ) $ 2,977,148 (1) Inclusive of $ 234,000 and $ 311,000 impact of excise tax attributable to shares repurchased under a repurchase program for the nine months ended September 30, 2025 and 2024, respectively . 10 Table of Contents INDEPENDENT BANK CORP. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited—Dollars in thousands) Nine Months Ended September 30 2025 2024 Cash flow from operating activities Net income $ 129,787 $ 142,047 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 32,256 31,500 Change in unamortized net loan costs and fees ( 1,194 ) ( 1,070 ) Accretion of discount (or fair value adjustment) on acquired loans ( 5,255 ) ( 393 ) Provision for credit losses 60,719 28,750 Deferred income tax (benefit) expense ( 102 ) 5,102 Net gain on equity securities ( 549 ) ( 1,187 ) Net loss on sale of securities 64 — Net loss on bank premises and equipment 92 68 Stock based compensation 7,091 4,953 Increase in cash surrender value of life insurance policies ( 6,732 ) ( 5,934 ) Gain on life insurance benefits ( 1,650 ) ( 263 ) Operating lease payments ( 11,364 ) ( 10,603 ) Change in fair value on loans held for sale ( 171 ) ( 167 ) Net change in: Trading assets ( 366 ) 577 Loans held for sale ( 9,360 ) ( 9,724 ) Other assets 44,973 31,942 Other liabilities ( 66,014 ) ( 28,567 ) Total adjustments 42,438 44,984 Net cash provided by operating activities 172,225 187,031 Cash flows provided by investing activities Purchases of equity securities ( 507 ) ( 498 ) Proceeds from sales of securities available for sale 74,303 — Proceeds from maturities and principal repayments of securities available for sale 201,912 172,701 Purchases of securities available for sale ( 326,228 ) ( 47,776 ) Proceeds from maturities and principal repayments of securities held to maturity 81,306 79,843 Net decrease in Federal Home Loan Bank stock 16,621 13,631 Investments in low income housing projects ( 26,293 ) ( 22,245 ) Purchases of life insurance policies ( 71 ) ( 114 ) Proceeds from life insurance policies 3,951 1,566 Net increase in loans ( 76,101 ) ( 88,550 ) Net cash acquired in business combinations 97,760 — Purchases of bank premises and equipment ( 8,730 ) ( 14,052 ) Proceeds from the sale of bank premises and equipment — 32 Net cash provided by investing activities 37,923 94,538 Cash flows provided by (used in) financing activities Net (decrease) increase in time deposits ( 67,360 ) 581,845 11 Table of Contents Net increase (decrease) in other deposits 694,496 ( 6,464 ) Net repayments of Federal Home Loan Bank and other borrowings ( 284,711 ) ( 505,000 ) Proceeds from subordinated debentures, net of issuance costs 295,843 — Repayments of subordinated debentures ( 60,000 ) ( 50,000 ) Restricted stock awards issued, net of awards surrendered ( 1,442 ) ( 813 ) Proceeds from shares issued under direct stock purchase plan 1,804 1,957 Payments for shares repurchased under share repurchase program ( 23,356 ) ( 30,986 ) Common dividends paid ( 74,516 ) ( 71,986 ) Net cash provided by (used in) financing activities 480,758 ( 81,447 ) Net increase in cash and cash equivalents 690,906 200,122 Cash and cash equivalents at beginning of year 219,890 224,330 Cash and cash equivalents at end of period $ 910,796 $ 424,452 Supplemental schedule of non-cash investing and financing activities Transfer of loans to other real estate owned & foreclosed assets $ 2,100 $ — Net increase in capital commitments relating to low income housing project investments $ 30,603 $ 29,282 Recognition of operating lease at commencement and/or at extension $ 18,831 $ 5,620 In conjunction with the Company’s acquisitions, assets were acquired and liabilities were assumed as follows: Common stock issued for acquisition $ 477,266 $ — Fair value of assets acquired, net of cash acquired $ 4,930,778 $ — Fair value of liabilities assumed $ 4,551,272 $ — The accompanying notes are an integral part of these unaudited consolidated financial statements. 12 Table of Contents NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION Independent Bank Corp. (the “Company”) is a state chartered, federally registered bank holding company, incorporated in 1985. The Company is the sole stockholder of Rockland Trust Company (“Rockland Trust” or the “Bank”), a Massachusetts trust company chartered in 1907. 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. The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation of the financial statements, primarily consisting of normal recurring adjustments, have been included. Results for the nine months ended September 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025 or any other interim period. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission (the “2024 Form 10-K”). NOTE 2 - RECENT ACCOUNTING STANDARDS UPDATES Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 220-40 “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures” Update No. 2024-03. Update No 2024-03 was issued in November 2024 and requires disclosure, in the notes to financial statements, of specified information about certain costs and expenses for both interim and annual reporting periods. This standard is effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this standard and does not expect the adoption to have an impact on the Company’s financial statements. FASB ASC Topic 740 “Income Taxes” Update No. 2023-09. Update No. 2023-09 was issued in December 2023 and aims to enhance the transparency and decision usefulness of income tax disclosures by requiring disaggregated information related to the effective tax rate reconciliation as well as information on income taxes paid. This standard is effective for annual periods beginning after December 15, 2024 and requires prospective application with the option to apply retrospectively. The adoption of this standard is not expected to have an impact on the Company’s financial statements. NOTE 3 - ACQUISITIONS Enterprise Bancorp, Inc. On July 1, 2025, the Company completed the acquisition of Enterprise. For each share of Enterpr ise common stock, Enterprise stockholders had the right to receive 0.60 shares of the Company's common stock and $ 2.00 in cash, with cash paid in lieu of fractional shares. Total consideration was $ 503.1 million and consisted of $477.2 million of equity ( 7,478,906 shares) of Independent Bank Corp. common stock, plus $ 25.9 million in cash, including cash paid for stock option cancellations and fractional shares. The transaction qualified as a tax-free reorganization for federal income tax purposes and provided a tax-free exchange for Enterprise stockholders for the portion of the transaction consideration consisting of the Company's common stock. In addition to increasing its loan and deposit base, the Company believes it will be able to provide a deeper product set to Enterprise customers, as well as benefit from increased operating synergies, improving the long-term operating and financial results of the Company. The Company accounted for the Enterprise acquisition using the acquisition method pursuant to the Business Combinations Topic of the FASB ASC. Accordingly, the Company recorded merger and acquisition expenses of $ 27.3 million during the nine months ended September 30, 2025 related to the Enterprise acquisition. Additionally, the acquisition method 13 Table of Contents requires the acquirer to recognize the assets acquired and the liabilities assumed at their fair values as of the acquisition date. The following table summarizes the estimated fair value of the assets acquired and liabilities assumed as of the date of the acquisition: Net Assets Acquired at Fair Value (Dollars in thousands) Assets Cash $ 123,638 Investments 590,267 Loans 3,913,112 Allowance for credit losses on purchased credit deteriorated (“PCD”) loans ( 9,020 ) Premises and equipment 35,706 Goodwill 98,302 Core deposit and other intangibles 137,503 Other assets 164,908 Total assets acquired 5,054,416 Liabilities Deposits 4,362,710 Borrowings 62,472 Subordinated debt 59,974 Other liabilities 66,116 Total liabilities assumed 4,551,272 Purchase price $ 503,144 Fair value adjustments to assets acquired and liabilities assumed are generally amortized using either an effective yield or straight-line basis over periods consistent with the average life, useful life and/or contractual term of the related assets and liabilities. Fair values of the major categories of assets acquired and liabilities assumed were determined as follows: Cash and Cash Equivalents The fair values of cash and cash equivalents approximate the respective carrying amounts because the instruments are payable on demand or have short-term maturities. Investments The fair values of securities were based on quoted market prices for identical securities received from an independent, nationally-recognized, third party pricing service. Prices provided by the independent pricing service were based on recent trading activity and other observable information including, but not limited to, market interest rate curves, referenced credit spreads and estimated prepayment rates where applicable. Loans The loans acquired were recorded at fair value. Fair value of the loans is determined using market participant assumptions in estimating the amount and timing of both principal and interest cash flows expected to be collected, as adjusted for an estimate of future credit losses and prepayments, and then applying a market-based discount rate to those cash flows. Acquired loans were reviewed to determine if any had experienced a more-than-insignificant deterioration in credit quality since origination. Loans meeting established criteria to indicate more-than-insignificant deterioration were identified as PCD loans. In connection with the Enterprise acquisition, the Company recorded an allowance for credit losses on PCD loans of approximately $ 9.0 million. 14 Table of Contents For PCD loans acquired from Enterprise, a reconciliation of the difference between the purchase price and par value of the assets acquired is presented below: As of July 1, 2025 (Dollars in thousands) Gross amortized cost basis at July 1, 2025 406,135 Allowance for credit losses on PCD loans ( 9,020 ) Interest and liquidity discount ( 10,444 ) Basis in PCD loans at acquisition - estimated fair value 386,671 For loans acquired without evidence of more-than-insignificant deterioration in credit quality since origination, also referred to as non-PCD loans, the Company estimated an allowance for credit losses based on the Company’s methodology for determining the allowance under CECL. The resulting allowance on non-PCD loans was $ 34.5 million, which was recorded through a charge to provision for credit losses on the date of acquisition. Premises and Equipment The fair value of the premises, including land, buildings and improvements, was determined based upon appraisals by licensed real estate appraisers. The appraisals were based upon the best and highest use of the property with final values determined based upon an analysis of the cost, sales comparison and income capitalization approaches for each property appraised. Lease Assets and Lease Liabilities Lease assets and liabilities were measured using a methodology to estimate the future rental payments over the remaining lease term with discounting using the Company’s incremental borrowing rate. The lease term was determined for individual leases based on the Company’s assessment of the probability of exercising renewal options. The net effect of any off-market terms in a lease were also discounted and applied to the balance of the lease asset. Core Deposit Intangible The fair value of the core deposit intangible is derived by comparing the interest rate and servicing costs that the financial institution pays on the core deposit liability versus the current market rate for alternative sources of financing, while factoring in estimates over the remaining life and attrition rate of the deposit accounts. The intangible asset represents the stable and relatively low cost source of funds that the deposits and accompanying relationships provide the Company, when compared to alternative funding sources. Wealth Management Customer List Intangible The acquired wealth management division has longstanding relationships with a significant number of its customers which have been developed over time and are essential to the business. The fair value of the Enterprise wealth management customer relationship intangible was determined utilizing variations and combinations of the income and cost approaches. Revenue growth and customer attrition assumptions were used to determine projected cash flows, with adjustments made for contributory asset charges and costs associated with new customer development. The resulting net, or excess, earnings attributable to these relationships was then discounted to present value using an appropriate discount rate. Deposits The fair value of acquired savings and transaction deposit accounts was assumed to approximate the carrying value as these accounts have no stated maturity and are payable on demand. 15 Table of Contents Selected Pro Forma Results The following summarizes the unaudited pro forma results of operations as if the Company acquired Enterprise on January 1, 2025 (2024 amounts represent combined results for the Company and Enterprise). The selected pro forma financial information is presented for illustrative purposes only and is not necessarily indicative of the financial results of the combined companies had the acquisition actually been completed at the beginning of the period presented, nor does it indicate future results for any other interim or full-year period. Three Months Ended Nine Months Ended September 30 September 30 2025 2024 2025 2024 (Dollars in thousands) Net interest income $ 203,344 $ 179,722 $ 575,576 $ 526,439 Net income $ 34,262 $ 52,934 $ 129,565 $ 170,053 Included in the pro forma net income results for the three and nine months ended September 30, 2025 are merger-related costs of $ 18.0 million and $ 38.0 million, net of tax, recognized by both the Company and Enterprise in the aggregate, respectively. These costs were primarily made up of severance, contract terminations due to the change in control, legal fees and integration costs. NOTE 4 - SECURITIES Trading Securities The Company had trading securities of $ 4.6 million and $ 4.2 million as of September 30, 2025 and December 31, 2024, respectively. These securities are held in a rabbi trust and will be used for future payments associated with the Company’s non-qualified 401(k) Restoration Plan and Non-qualified Deferred Compensation Plan. Equity Securities The Company had equity securities of $ 21.6 million and $ 21.2 million as of September 30, 2025 and December 31, 2024, respectively. These securities consist primarily of mutual funds held in a rabbi trust and will be used for future payments associated with the Company’s supplemental executive retirement plans. 16 Table of Contents The following table represents a summary of the gains and losses recognized within non-interest income and non-interest expense within the Consolidated Statements of Income that relate to equity securities for the periods indicated: Three Months Ended Nine Months Ended September 30 September 30 2025 2024 2025 2024 Dollars in thousands Net gains recognized during the period on equity securities $ 380 $ 685 $ 549 $ 1,187 Less: net gains recognized during the period on equity securities sold during the period 12 81 18 519 Unrealized gains recognized during the reporting period on equity securities still held at the reporting date $ 368 $ 604 $ 531 $ 668 Available for Sale Securities The following table summarizes the amortized cost, allowance for credit losses, and fair value of available for sale securities and the corresponding amounts of gross unrealized gains and losses recognized in accumulated other comprehensive income (loss) at the dates indicated: September 30, 2025 December 31, 2024 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Allowance for credit losses Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Allowance for credit losses Fair Value (Dollars in thousands) U.S. government agency securities $ 228,889 $ — $ ( 11,714 ) $ — $ 217,175 $ 229,452 $ — $ ( 19,792 ) $ — $ 209,660 U.S. treasury securities 485,194 14 ( 18,231 ) — 466,977 628,017 — ( 36,016 ) — 592,001 Agency mortgage-backed securities 727,744 4,224 ( 24,703 ) — 707,265 415,918 25 ( 37,782 ) — 378,161 Agency collateralized mortgage obligations 279,977 830 ( 4,630 ) — 276,177 31,168 1 ( 2,174 ) — 28,995 Non-taxable municipal securities 14,611 54 — — 14,665 197 — ( 3 ) — 194 Taxable municipal securities 217,056 2,355 ( 67 ) — 219,344 — — — — — Pooled trust preferred securities issued by banks and insurers 1,120 — ( 80 ) — 1,040 1,180 — ( 85 ) — 1,095 Small business administration pooled securities 43,756 — ( 5,179 ) — 38,577 48,032 — ( 7,194 ) — 40,838 Total available for sale securities $ 1,998,347 $ 7,477 $ ( 64,604 ) $ — $ 1,941,220 $ 1,353,964 $ 26 $ ( 103,046 ) $ — $ 1,250,944 Excluded from the table above is accrued interest on available for sale securities of $ 6.0 million and $ 2.9 million at September 30, 2025 and December 31, 2024, respectively, which is included within other assets on the Consolidated Balance Sheets. The Company did not record any write-offs of accrued interest income on available for sale securities during the three and nine months ended September 30, 2025 and 2024. Furthermore, no securities held by the Company were delinquent on contractual payments nor were any securities placed on non-accrual status at September 30, 2025 and December 31, 2024. When securities are sold, the adjusted cost of the specific security sold is used to compute the gain or loss on the sale. During the three and nine months ended September 30, 2025, the Company sold approximately $74.3 million of available for sale securities, largely comprised of securities acquired from the Enterprise acquisition, recognizing a loss of approximately $ 64,000 . The Company had no sales of securities available for sale during the three and nine months ended September 30, 2024. 17 Table of Contents The following tables show the gross unrealized losses and fair value of the Company’s available for sale securities in an unrealized loss position as of the dates indicated. These available for sale securities are aggregated by major security type and length of time that individual securities have been in a continuous unrealized loss position: September 30, 2025 Less than 12 months 12 months or longer Total # of holdings Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses (Dollars in thousands) U.S. government agency securities 9 $ — $ — $ 217,175 $ ( 11,714 ) $ 217,175 $ ( 11,714 ) U.S. treasury securities 10 — — 460,467 ( 18,231 ) 460,467 ( 18,231 ) Agency mortgage-backed securities 111 96,770 ( 481 ) 292,217 ( 24,222 ) 388,987 ( 24,703 ) Agency collateralized mortgage obligations 57 180,392 ( 3,116 ) 24,341 ( 1,514 ) 204,733 ( 4,630 ) Taxable municipal securities 18 15,952 ( 67 ) — — 15,952 ( 67 ) Pooled trust preferred securities issued by banks and insurers 1 — — 1,040 ( 80 ) 1,040 ( 80 ) Small business administration pooled securities 8 — — 38,577 ( 5,179 ) 38,577 ( 5,179 ) Total 214 $ 293,114 $ ( 3,664 ) $ 1,033,817 $ ( 60,940 ) $ 1,326,931 $ ( 64,604 ) December 31, 2024 Less than 12 months 12 months or longer Total # of holdings Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses (Dollars in thousands) U.S. government agency securities 9 $ — $ — $ 209,660 $ ( 19,792 ) $ 209,660 $ ( 19,792 ) U.S. treasury securities 13 — — 592,001 ( 36,016 ) 592,001 ( 36,016 ) Agency mortgage-backed securities 117 127,152 ( 2,867 ) 249,098 ( 34,915 ) 376,250 ( 37,782 ) Agency collateralized mortgage obligations 11 1,153 ( 4 ) 26,890 ( 2,170 ) 28,043 ( 2,174 ) Non-taxable municipal securities 1 194 ( 3 ) — — 194 ( 3 ) Pooled trust preferred securities issued by banks and insurers 1 — — 1,095 ( 85 ) 1,095 ( 85 ) Small business administration pooled securities 8 — — 40,838 ( 7,194 ) 40,838 ( 7,194 ) Total 160 $ 128,499 $ ( 2,874 ) $ 1,119,582 $ ( 100,172 ) $ 1,248,081 $ ( 103,046 ) The Company does not intend to sell these investments and has determined, based upon available evidence, that it is more likely than not that the Company will not be required to sell each security before the recovery of its amortized cost basis. In addition, management does not believe that any of the securities are impaired due to reasons of credit quality. As a result, the Company did not recognize a provision for credit losses on these investments during the three and nine months ended September 30, 2025 and 2024. The Company made this determination by reviewing various qualitative and quantitative factors regarding each investment category, such as current market conditions, extent and nature of changes in fair value, issuer rating changes and trends, volatility of earnings, and current analysts’ evaluations. As a result of the Company’s review of these qualitative and quantitative factors, the causes of the impairments listed in the table above by category were as follows at September 30, 2025: • U.S. Government Agency Securities, U.S. Treasury Securities, Agency Mortgage-Backed Securities, Agency Collateralized Mortgage Obligations and Small Business Administration Pooled Securities: These portfolios have contractual terms that generally do not permit the issuer to settle the securities at a price less than the current par value of the investment. The decline in market value of these securities is attributable to changes in interest rates and not credit quality. Additionally, these securities are implicitly guaranteed by the U.S. Government or one of its agencies. • Taxable Municipal Securities : This portfolio has contractual terms that generally do not permit the issuer to settle the securities at a price less than the current par value of the investment. The decline in market value of these securities is attributable to changes in interest rates and not credit quality. 18 Table of Contents • Pooled Trust Preferred Securities: This portfolio consists of one security which is performing. The unrealized loss on this security is attributable to the illiquid nature of the trust preferred market in the current economic and regulatory environment. Management evaluates collateral credit and instrument structure, including current and expected deferral and default rates and timing. In addition, discount rates are determined by evaluating comparable spreads observed currently in the market for similar instruments. Held to Maturity Securities The following table summarizes the amortized cost, fair value and allowance for credit losses of held to maturity securities and the corresponding amounts of gross unrealized gains and losses recognized at the dates indicated: September 30, 2025 December 31, 2024 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Allowance for credit losses Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Allowance for credit losses Fair Value (Dollars in thousands) U.S. treasury securities $ 100,851 $ — $ ( 4,527 ) $ — $ 96,324 $ 100,791 $ — $ ( 7,769 ) $ — $ 93,022 Agency mortgage-backed securities 759,083 240 ( 40,093 ) — 719,230 788,470 90 ( 62,198 ) — 726,362 Agency collateralized mortgage obligations 382,615 — ( 47,949 ) — 334,666 422,827 — ( 65,143 ) — 357,684 Small business administration pooled securities 115,068 65 ( 4,601 ) — 110,532 122,868 — ( 8,135 ) — 114,733 Total held to maturity securities $ 1,357,617 $ 305 $ ( 97,170 ) $ — $ 1,260,752 $ 1,434,956 $ 90 $ ( 143,245 ) $ — $ 1,291,801 Substantially all held to maturity securities held by the Company are guaranteed by the U.S. federal government or other government sponsored agencies and have a long history of no credit losses. As a result, management has determined these securities to have a zero loss expectation and therefore the Company did not record a provision for estimated credit losses on any held to maturity securities during the three and nine months ended September 30, 2025 and 2024. Excluded from the table above is accrued interest on held to maturity securities of $ 3.0 million and $ 3.8 million at September 30, 2025 and December 31, 2024, respectively, which is included within other assets on the Consolidated Balance Sheets. The Company did not record any write-offs of accrued interest income on held to maturity securities during the three and nine months ended September 30, 2025 and 2024. Furthermore, no securities held by the Company were delinquent on contractual payments nor were any securities placed on non-accrual status at September 30, 2025 and December 31, 2024. When securities are sold, the adjusted cost of the specific security sold is used to compute the gain or loss on the sale. The Company had no sales of held to maturity securities during the three and nine months ended September 30, 2025 and 2024, and therefore no gains or losses were realized for such periods. The Company monitors the credit quality of held to maturity securities through the use of credit ratings. Credit ratings are monitored by the Company on at least a quarterly basis. As of September 30, 2025, all held to maturity securities held by the Company were rated investment grade or higher. 19 Table of Contents The actual maturities of certain available for sale or held to maturity securities may differ from the contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. A schedule of the contractual maturities of securities available for sale and securities held to maturity at September 30, 2025 is presented below: Due in one year or less Due after one year to five years Due after five to ten years Due after ten years Total Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value (Dollars in thousands) Available for sale securities U.S. government agency securities $ 30,286 $ 29,471 $ 198,603 $ 187,704 $ — $ — $ — $ — $ 228,889 $ 217,175 U.S. treasury securities 194,862 190,736 290,332 276,241 — — — — 485,194 466,977 Agency mortgage-backed securities 23,981 23,356 210,545 205,181 47,258 43,323 445,960 435,405 727,744 707,265 Agency collateralized mortgage obligations 49 49 — — 6,487 6,388 273,441 269,740 279,977 276,177 Non-taxable municipal securities 2,690 2,692 7,811 7,816 4,110 4,157 — — 14,611 14,665 Taxable municipal securities 500 500 91,242 91,982 123,443 124,968 1,871 1,894 217,056 219,344 Pooled trust preferred securities issued by banks and insurers — — — — — — 1,120 1,040 1,120 1,040 Small business administration pooled securities — — — — 11,386 10,720 32,370 27,857 43,756 38,577 Total available for sale securities $ 252,368 $ 246,804 $ 798,533 $ 768,924 $ 192,684 $ 189,556 $ 754,762 $ 735,936 $ 1,998,347 $ 1,941,220 Held to maturity securities U.S. treasury securities $ — $ — $ 99,857 $ 95,459 $ 994 $ 865 $ — $ — $ 100,851 $ 96,324 Agency mortgage-backed securities 103,854 103,111 377,251 360,916 140,725 126,318 137,253 128,885 759,083 719,230 Agency collateralized mortgage obligations 25,617 25,395 34,633 32,642 13,832 12,656 308,533 263,973 382,615 334,666 Small business administration pooled securities — — — — 5,673 5,369 109,395 105,163 115,068 110,532 Total held to maturity securities $ 129,471 $ 128,506 $ 511,741 $ 489,017 $ 161,224 $ 145,208 $ 555,181 $ 498,021 $ 1,357,617 $ 1,260,752 Total $ 381,839 $ 375,310 $ 1,310,274 $ 1,257,941 $ 353,908 $ 334,764 $ 1,309,943 $ 1,233,957 $ 3,355,964 $ 3,201,972 Included in the table above is $ 132.7 million of callable securities at September 30, 2025. The carrying value of securities pledged to secure public funds, trust deposits, and for other purposes, as required or permitted by law, was $ 2.6 billion and $ 2.1 billion at September 30, 2025 and December 31, 2024, respectively. At September 30, 2025 and December 31, 2024, the Company had no investments in obligations of individual states, counties, or municipalities which exceeded 10% of consolidated stockholders’ equity. 20 Table of Contents NOTE 5 - LOANS, ALLOWANCE FOR CREDIT LOSSES AND CREDIT QUALITY Loans Held for Investment and Allowance for Credit Losses The following table summarizes the change in allowance for credit losses by loan category, and bifurcates the amount of loans allocated to each loan category for the period indicated: Three Months Ended September 30, 2025 (Dollars in thousands) Commercial and Industrial Commercial Real Estate Commercial Construction Residential Real Estate Home Equity Other Consumer Total Allowance for credit losses Beginning balance $ 38,451 $ 60,927 $ 8,183 $ 25,414 $ 10,911 $ 887 $ 144,773 Charge-offs ( 1,196 ) ( 40 ) — — — ( 1,434 ) ( 2,670 ) Recoveries 18 19 — — 12 785 834 Initial reserve on PCD loans 4,016 2,796 1,739 297 118 54 9,020 Provision for credit losses 13,193 13,381 6,011 4,179 1,146 609 38,519 Ending balance (1) $ 54,482 $ 77,083 $ 15,933 $ 29,890 $ 12,187 $ 901 $ 190,476 Three Months Ended September 30, 2024 (Dollars in thousands) Commercial and Industrial Commercial Real Estate Commercial Construction Residential Real Estate Home Equity Other Consumer Total Allowance for credit losses Beginning balance $ 38,393 $ 67,051 $ 7,804 $ 24,836 $ 11,755 $ 1,020 $ 150,859 Charge-offs ( 6,049 ) — — — ( 38 ) ( 919 ) ( 7,006 ) Recoveries 6 — — — 14 323 343 Provision for (release of) credit losses ( 145 ) 20,408 ( 278 ) ( 333 ) ( 570 ) 418 19,500 Ending balance (1) $ 32,205 $ 87,459 $ 7,526 $ 24,503 $ 11,161 $ 842 $ 163,696 Nine Months Ended September 30, 2025 (Dollars in thousands) Commercial and Industrial Commercial Real Estate Commercial Construction Residential Real Estate Home Equity Other Consumer Total Allowance for credit losses Beginning balance $ 30,799 $ 93,718 $ 8,166 $ 25,238 $ 11,007 $ 1,056 $ 169,984 Charge-offs ( 4,208 ) ( 43,384 ) — — ( 96 ) ( 3,348 ) ( 51,036 ) Recoveries 85 20 — — 79 1,605 1,789 Initial reserve on PCD loans 4,016 2,796 1,739 297 118 54 9,020 Provision for credit losses 23,790 23,933 6,028 4,355 1,079 1,534 60,719 Ending balance (1) $ 54,482 $ 77,083 $ 15,933 $ 29,890 $ 12,187 $ 901 $ 190,476 Nine Months Ended September 30, 2024 (Dollars in thousands) Commercial and Industrial Commercial Real Estate Commercial Construction Residential Real Estate Home Equity Other Consumer Total Allowance for credit losses Beginning balance $ 36,049 $ 61,305 $ 7,683 $ 23,637 $ 12,797 $ 751 $ 142,222 Charge-offs ( 6,218 ) — — — ( 49 ) ( 2,428 ) ( 8,695 ) Recoveries 144 — — — 295 980 1,419 Provision for (release of) credit losses 2,230 26,154 ( 157 ) 866 ( 1,882 ) 1,539 28,750 Ending balance (1) $ 32,205 $ 87,459 $ 7,526 $ 24,503 $ 11,161 $ 842 $ 163,696 (1) Balances of accrued interest receivable excluded from amortized cost and the calculation of allowance for credit losses amounted to $ 70.8 million and $ 55.3 million as of September 30, 2025 and September 30, 2024, respectively. The balance of allowance for credit losses increased $ 20.5 million to $ 190.5 million as of September 30, 2025, as compared to $ 170.0 million at December 31, 2024. The increase was driven primarily by $43.5 million in initial allowance 21 Table of Contents reserves recorded on the acquired Enterprise portfolio, including $34.5 million and $9.0 million attributable to non-PCD and PCD loans, respectively, as well as additional specific reserve allocations on certain commercial loans during the first nine months of 2025. These increases were partially offset by charge-offs on several classified commercial loans which had been previously reserved for. For the purpose of estimating the allowance for credit losses, management segregated the loan portfolio into the portfolio segments detailed in the above tables. Each of these loan categories possesses unique risk characteristics that are considered when determining the appropriate level of allowance for each segment. Some of the characteristics unique to each loan category include: Commercial Portfolio • Commercial and Industrial : Consists of revolving, non-revolving, and term loan obligations extended to business and corporate enterprises for the purpose of financing working capital and/or capital investment, as well as loans to finance owner-occupied commercial properties. Collateral generally consists of accounts receivable, inventory, plant and equipment, real estate, or other business assets. The primary source of repayment is operating cash flow and, secondarily, liquidation of assets. • Commercial Real Estate : Consists of mortgage loans to finance investment in real property such as multi-family residential, commercial/retail, office, industrial, hotels, educational and healthcare facilities, as well as other specific use properties and is inclusive of non-owner-occupied commercial properties. Loans are typically written with amortizing payment structures. Collateral values are determined based upon third party appraisals and evaluations. Permissible loan to value ratios at origination are governed by Company policy and regulatory guidelines. The primary source of repayment is cash flow from operating leases and rents and, secondarily, liquidation of assets. • Commercial Construction : Consists of short-term construction loans, revolving and non-revolving credit lines and construction/permanent loans to finance the acquisition, development and construction or rehabilitation of real property. Project types include residential land development, one-to-four family, condominium, and multi-family home construction, commercial/retail, office, industrial, hotels, educational and healthcare facilities as well as other specific use properties. Loans may be written with non-amortizing or hybrid payment structures depending upon the type of project. Collateral values are determined based upon third party appraisals and evaluations. Permissible loan to value ratios at origination are governed by Company policy and regulatory guidelines. Repayment sources vary depending upon the type of project and may consist of proceeds from the sale or lease of units, operating cash flows or liquidation of other assets. For the commercial portfolio the Company typically obtains personal guarantees for payment from individuals holding material ownership interests in the borrowing entities. Consumer Portfolio • Residential Real Estate : Residential mortgage loans held in the Company’s portfolio are made to borrowers who demonstrate the ability to make scheduled payments with full consideration to underwriting factors such as current and expected income, employment status, current assets, other financial resources, credit history and the value of the collateral. Collateral consists of mortgage liens on one-to-four family residential properties. Residential mortgage loans also include loans to construct owner-occupied one-to-four family residential properties. • Home Equity : Home equity loans and credit lines are made to qualified individuals and are primarily secured by senior or junior mortgage liens on one-to-four family homes, condominiums or vacation homes. Each home equity loan has a fixed rate and is billed in equal payments comprised of principal and interest. The majority of home equity lines of credit have a variable rate and are billed in interest-only payments during the draw period. At the end of the draw period, the home equity line of credit is billed as a percentage of the then outstanding principal balance plus all accrued interest over a predetermined repayment period, as set forth in the note. Additionally, the Company has the option of renewing each line of credit for additional draw periods. Borrower qualifications include favorable credit history combined with supportive income requirements and combined loan to value ratios within established policy guidelines. • Other Consumer: Other consumer loan products include personal lines of credit and amortizing loans made to qualified individuals for various purposes such as debt consolidation, personal expenses or overdraft protection. Borrower qualifications include favorable credit history combined with supportive income and collateral requirements within established policy guidelines. These loans may be secured or unsecured. 22 Table of Contents Credit Quality The Company continually monitors the asset quality of the loan portfolio using all available information. Based on this information, loans demonstrating certain payment issues or other weaknesses may be categorized as adversely risk-rated, delinquent, non-performing and/or put on non-accrual status. Additionally, in the course of resolving such loans, the Company may choose to modify the contractual terms of certain loans to match the borrower’s ability to repay the loan based on their current financial condition. The Company reviews numerous credit quality indicators when assessing the risk in its loan portfolio. For the commercial portfolio, the Company utilizes a 10-point credit risk-rating system, which assigns a risk-grade to each loan obligation based on a number of quantitative and qualitative factors associated with a commercial or small business loan transaction. Factors considered include industry and market conditions, position within the industry, earnings trends, operating cash flow, asset/liability values, debt capacity, guarantor strength, management and controls, financial reporting, collateral, and other considerations. The risk-rating categories for the commercial portfolio are defined as follows: • Pass: Risk-rating “1” through “6” comprises loans ranging from ‘Substantially Risk Free’ which indicates borrowers are of unquestioned credit standing and the pinnacle of credit quality, well established companies with a very strong financial condition, and loans fully secured by cash collateral, through ‘Acceptable Risk,’ which indicates borrowers may exhibit declining earnings, strained cash flow, increasing or above average leverage and/or weakening market fundamentals that indicate below average asset quality, margins and market share. Collateral coverage is protective. • Special Mention: Borrowers exhibit potential credit weaknesses or downward trends deserving management’s close attention. If not checked or corrected, these trends will weaken the Company’s asset and position. While potentially weak, currently these borrowers are marginally acceptable; no loss of principal or interest is envisioned. • Substandard: Borrowers exhibit well defined weaknesses that jeopardize the orderly liquidation of debt. Loans may be inadequately protected by the current net worth and paying capacity of the obligor or by the collateral pledged, if any. Normal repayment from the borrower is in jeopardy, although no loss of principal is envisioned. However, there is a distinct possibility that a partial loss of interest and/or principal will occur if the deficiencies are not corrected. Collateral coverage may be inadequate to cover the principal obligation. • Doubtful: Borrowers exhibit well defined weaknesses that jeopardize the orderly liquidation of debt with the added provision that the weaknesses make collection of the debt in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. Serious problems exist to the point where partial loss of principal is likely. • Loss: Borrowers deemed incapable of repayment. Loans to such borrowers are considered uncollectible and of such little value that continuation as active assets of the Company is not warranted. The Company utilizes a comprehensive, continuous strategy for evaluating and monitoring commercial credit quality. Initially, credit quality is determined at loan origination and is re-evaluated when subsequent actions, such as renewals, modifications or reviews, occur. Actively managed commercial borrowers are required to provide updated financial information at least annually which is carefully evaluated for any changes in credit quality. Larger loan relationships are subject to a full annual credit review by experienced credit professionals, while continuous portfolio monitoring techniques are employed to evaluate changes in credit quality for smaller loan relationships. Any changes in credit quality are reflected in risk-rating changes. Additionally, the Company retains an independent loan review firm to evaluate the credit quality of the commercial loan portfolio. The independent loan review process achieves significant penetration into the commercial loan portfolio and reports the results of these reviews to the Audit Committee of the Board of Directors on a quarterly basis. For the Company’s consumer portfolio, the quality of the loan is best indicated by the repayment performance of an individual borrower. As a result, for this portfolio the Company utilizes a pass/default risk-rating system, based on an age analysis (i.e., days past due) associated with each consumer loan. Under this structure, consumer loans less than 90 days past due are assigned a “pass” rating, while any consumer loans 90 days or more past due are assigned a “default” rating. The following tables detail the amortized cost balances of the Company's loan portfolios, presented by credit quality indicator and origination year as of September 30, 2025, and gross charge-offs for the nine month period then ended: 23 Table of Contents September 30, 2025 2025 2024 2023 2022 2021 Prior Revolving Loans Revolving converted to Term (1) Total (2) (Dollars in thousands) Commercial and industrial Pass $ 758,897 $ 716,432 $ 442,395 $ 407,490 $ 304,231 $ 903,902 $ 829,422 $ 2,465 $ 4,365,234 Special mention 19,897 5,887 9,021 1,971 2,364 10,500 35,924 — 85,564 Substandard 28,411 4,195 4,098 7,786 593 4,064 28,297 17 77,461 Doubtful — — — — — 23 4,012 — 4,035 Loss — — — — — — — — — Total commercial and industrial $ 807,205 $ 726,514 $ 455,514 $ 417,247 $ 307,188 $ 918,489 $ 897,655 $ 2,482 $ 4,532,294 Current-period gross write-offs $ — $ 21 $ 25 $ 97 $ 900 $ 173 $ 2,992 $ — $ 4,208 Commercial real estate Pass $ 793,654 $ 866,175 $ 984,931 $ 1,148,358 $ 1,209,357 $ 2,842,126 $ 140,710 $ 4,685 $ 7,989,996 Special mention 42,916 14,219 495 10,314 3,263 95,360 197 — 166,764 Substandard — 27,158 1,964 13,669 12,046 6,703 — — 61,540 Doubtful 22,275 — — — — 883 — — 23,158 Loss — — — — — — — — — Total commercial real estate $ 858,845 $ 907,552 $ 987,390 $ 1,172,341 $ 1,224,666 $ 2,945,072 $ 140,907 $ 4,685 $ 8,241,458 Current-period gross write-offs $ 8,126 $ — $ 26,862 $ — $ 7,061 $ 1,335 $ — $ — $ 43,384 Commercial construction Pass $ 254,285 $ 472,964 $ 306,778 $ 121,023 $ 94,662 $ 42,349 $ 55,429 $ — $ 1,347,490 Special mention 16,321 8,978 3,674 — — — 3 — 28,976 Substandard 10,146 25,780 848 15,943 — 7,851 — — 60,568 Doubtful — — — 2,842 — — — — 2,842 Loss — — — — — — — — — Total commercial construction $ 280,752 $ 507,722 $ 311,300 $ 139,808 $ 94,662 $ 50,200 $ 55,432 $ — $ 1,439,876 Current-period gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ — Residential real estate Pass $ 225,596 $ 262,376 $ 518,335 $ 654,259 $ 413,409 $ 835,365 $ — $ — $ 2,909,340 Default — — 770 749 607 5,635 — — 7,761 Total residential real estate $ 225,596 $ 262,376 $ 519,105 $ 655,008 $ 414,016 $ 841,000 $ — $ — $ 2,917,101 Current-period gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ — Home equity Pass $ 8,413 $ 14,463 $ 19,958 $ 31,033 $ 46,077 $ 155,913 $ 988,741 $ 17,224 $ 1,281,822 Default — — — — 301 428 1,588 — 2,317 Total home equity $ 8,413 $ 14,463 $ 19,958 $ 31,033 $ 46,378 $ 156,341 $ 990,329 $ 17,224 $ 1,284,139 Current-period gross write-offs $ — $ — $ — $ — $ — $ — $ 96 $ — $ 96 Other consumer (3) Pass $ 1,993 $ 1,830 $ 1,617 $ 926 $ 927 $ 1,221 $ 29,029 $ — $ 37,543 Default — 15 — 11 3 — 3 — 32 Total other consumer $ 1,993 $ 1,845 $ 1,617 $ 937 $ 930 $ 1,221 $ 29,032 $ — $ 37,575 Current-period gross write-offs $ 3,305 $ 22 $ 10 $ — $ — $ — $ 11 $ — $ 3,348 Total $ 2,182,804 $ 2,420,472 $ 2,294,884 $ 2,416,374 $ 2,087,840 $ 4,912,323 $ 2,113,355 $ 24,391 $ 18,452,443 Total current-period gross write-offs $ 11,431 $ 43 $ 26,897 $ 97 $ 7,961 $ 1,508 $ 3,099 $ — $ 51,036 24 Table of Contents The following tables detail the amortized cost balances of the Company's loan portfolios, presented by credit quality indicator and origination year as of December 31, 2024, and gross charge-offs for the year then ended: December 31, 2024 2024 2023 2022 2021 2020 Prior Revolving Loans Revolving converted to Term (1) Total (2) (Dollars in thousands) Commercial and industrial Pass $ 729,519 $ 330,362 $ 378,428 $ 261,526 $ 180,076 $ 525,457 $ 673,733 $ 1,118 $ 3,080,219 Special mention 18,600 554 2,410 10,724 964 2,676 41,534 — 77,462 Substandard 17,132 4,454 5,339 27,642 319 351 21,885 — 77,122 Doubtful — — — — — — 11,652 — 11,652 Loss — — — — — — — — — Total commercial and industrial $ 765,251 $ 335,370 $ 386,177 $ 299,892 $ 181,359 $ 528,484 $ 748,804 $ 1,118 $ 3,246,455 Current-period gross write-offs $ 48 $ 39 $ 35 $ 54 $ — $ — $ 6,417 $ — $ 6,593 Commercial real estate Pass $ 792,092 $ 883,190 $ 924,422 $ 1,050,867 $ 1,006,088 $ 1,828,952 $ 101,389 $ 241 $ 6,587,241 Special mention 16,243 6,037 — 760 — 60,184 198 — 83,422 Substandard 53,532 13,017 12,967 10,145 916 5,836 — — 96,413 Doubtful — 53,752 — 11,660 — 7,217 — — 72,629 Loss — — — — — — — — — Total commercial real estate $ 861,867 $ 955,996 $ 937,389 $ 1,073,432 $ 1,007,004 $ 1,902,189 $ 101,587 $ 241 $ 6,839,705 Current-period gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ — Commercial construction Pass $ 288,979 $ 173,856 $ 130,245 $ 62,972 $ — $ 24,583 $ 32,077 $ 1,756 $ 714,468 Special mention — 2,316 15,622 9,078 — — — — 27,016 Substandard 31,549 — 9,045 — — — — — 40,594 Doubtful — — — — — — — — — Loss — — — — — — — — — Total commercial construction $ 320,528 $ 176,172 $ 154,912 $ 72,050 $ — $ 24,583 $ 32,077 $ 1,756 $ 782,078 Current-period gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ — Residential real estate Pass $ 197,985 $ 472,546 $ 607,105 $ 381,182 $ 173,047 $ 625,111 $ — $ — $ 2,456,976 Default — 209 636 373 742 1,664 — — 3,624 Total residential real estate $ 197,985 $ 472,755 $ 607,741 $ 381,555 $ 173,789 $ 626,775 $ — $ — $ 2,460,600 Current-period gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ — Home equity Pass $ 14,888 $ 24,020 $ 32,577 $ 49,290 $ 45,322 $ 127,029 $ 829,688 $ 16,229 $ 1,139,043 Default — — — — — 226 803 96 1,125 Total home equity $ 14,888 $ 24,020 $ 32,577 $ 49,290 $ 45,322 $ 127,255 $ 830,491 $ 16,325 $ 1,140,168 Current-period gross write-offs $ — $ — $ — $ — $ — $ — $ 241 $ 139 $ 380 Other consumer (3) Pass $ 651 $ 445 $ 151 $ 599 $ 211 $ 1,158 $ 36,157 $ — $ 39,372 Default — — — — — — — — — Total other consumer $ 651 $ 445 $ 151 $ 599 $ 211 $ 1,158 $ 36,157 $ — $ 39,372 Current-period gross write-offs $ 3,339 $ — $ — $ — $ — $ 19 $ 16 $ — $ 3,374 Total $ 2,161,170 $ 1,964,758 $ 2,118,947 $ 1,876,818 $ 1,407,685 $ 3,210,444 $ 1,749,116 $ 19,440 $ 14,508,378 Total current-period gross write-offs $ 3,387 $ 39 $ 35 $ 54 $ — $ 19 $ 6,674 $ 139 $ 10,347 25 Table of Contents (1) Amounts presented represent the amortized cost as of September 30, 2025 and December 31, 2024 of revolving loans that were converted to term loans during the nine and twelve months then ended, respectively. (2) Loan origination dates in the tables above reflect the original origination date, or the date of a material modification of a previously originated loan. (3) Other consumer portfolio is inclusive of deposit account overdrafts recorded as loan balances and the associated gross write-offs. For the Company’s consumer portfolio, the quality of the loan is best indicated by the repayment performance of an individual borrower. However, the Company does supplement performance data with current Fair Isaac Corporation (“FICO”) scores and Loan to Value (“LTV”) estimates. Current FICO data is purchased and appended to all consumer loans on a regular basis. In addition, automated valuation services and broker opinions of value are used to supplement original value data for the residential real estate and home equity portfolios, periodically. The following table shows the weighted average FICO scores and the weighted average combined LTV ratios at the dates indicated below: September 30 2025 December 31 2024 Residential real estate portfolio FICO score (re-scored)(1) 754 755 LTV (re-valued)(2) 56.8 % 57.9 % Home equity portfolio FICO score (re-scored)(1) 768 769 LTV (re-valued)(2)(3) 44.3 % 43.9 % (1) The average FICO scores at September 30, 2025 are based upon rescores from September 2025, as available for previously originated loans, or the origination score data for loans booked since September 2025. The average FICO scores at December 31, 2024 were based upon rescores from December 2024, as available for previously originated loans, or origination score data for loans booked in December 2024. (2) The combined LTV ratios for September 30, 2025 are based upon updated automated valuations as of August 2025, when available, and/or the most current valuation data available. The combined LTV ratios for December 31, 2024 were based upon updated automated valuations as of November 2024, when available, and/or the most current valuation data available. The updated automated valuations provide new information on loans that may be available since the previous valuation was obtained. If no new information is available, the valuation will default to the previously obtained data or most recent appraisal. (3) For home equity loans and lines in a subordinate lien, the LTV data represents a combined LTV, taking into account the senior lien data for loans and lines. Unfunded Commitments Management evaluates the need for a reserve on unfunded lending commitments in a manner consistent with loans held for investment. The Company’s estimated reserve for unfunded commitments amounted to $ 1.7 million and $1.4 million at September 30, 2025 and December 31, 2024, respectively. The Company’s philosophy toward managing its loan portfolios is predicated upon careful monitoring, which stresses early detection and response to delinquent and default situations. Delinquent loans are managed by a team of collection specialists and the Company seeks to make arrangements to resolve any delinquent or default situation over the shortest possible time frame. As a general rule, loans 90 days or more past due with respect to principal or interest are classified as non-accrual loans. The Company also may use discretion regarding other loans 90 days or more delinquent if the loan is well secured and/or in process of collection. 26 Table of Contents The following table shows information regarding non-accrual loans as of the dates indicated: Non-accrual Balances September 30, 2025 December 31, 2024 With Allowance for Credit Losses Without Allowance for Credit Losses (1) Total With Allowance for Credit Losses Without Allowance for Credit Losses (1) Total (Dollars in thousands) Commercial and industrial $ 23,173 $ — $ 23,173 $ 2,802 $ 11,652 $ 14,454 Commercial real estate 5,375 23,841 29,216 67,126 7,217 74,343 Commercial construction 15,516 — 15,516 — — — Residential real estate 14,406 — 14,406 10,243 — 10,243 Home equity 4,244 — 4,244 2,479 — 2,479 Other consumer 42 — 42 10 — 10 Total non-accrual loans $ 62,756 $ 23,841 $ 86,597 $ 82,660 $ 18,869 $ 101,529 (1) Non-accrual balances reported above without an allowance for credit losses are attributable to loans evaluated on an individual basis where it was determined that there was no risk of loss due to sufficient underlying collateral values. It is the Company’s policy to reverse any accrued interest when a loan is put on non-accrual status, and, as such, the Company did not record any interest income on non-accrual loans during the three and nine months ended September 30, 2025 and 2024, respectively, except for instances where non-accrual loans were paid off in excess of the recorded book balance. Total accrued interest reversed against interest income amounted to $ 173,000 and $ 95,000 for the three months ended September 30, 2025 and 2024, respectively, and $ 741,000 and $ 594,000 for the nine months ended September 30, 2025 and 2024, respectively. The following table shows information regarding foreclosed residential real estate property at the dates indicated: September 30, 2025 December 31, 2024 (Dollars in thousands) Foreclosed residential real estate property held by the creditor $ — $ — Recorded investment in mortgage loans collateralized by residential real estate property that are in the process of foreclosure $ 2,707 $ 1,301 The following tables show the age analysis of past due financing receivables as of the dates indicated: September 30, 2025 30-59 days 60-89 days 90 days or more Total Past Due Total Financing Receivables (2) Number of Loans Principal Balance Number of Loans Principal Balance Number of Loans Principal Balance Number of Loans Principal Balance Current (Dollars in thousands) Loan Portfolio Commercial and industrial 34 $ 8,630 17 $ 10,081 33 $ 10,018 84 $ 28,729 $ 4,503,565 $ 4,532,294 Commercial real estate 18 8,715 2 1,489 7 6,907 27 17,111 8,224,347 8,241,458 Commercial construction 3 8,867 3 10,737 2 7,722 8 27,326 1,412,550 1,439,876 Residential real estate 21 5,086 10 3,031 16 3,489 47 11,606 2,905,495 2,917,101 Home equity 22 2,583 6 854 19 2,105 47 5,542 1,278,597 1,284,139 Other consumer (1) 472 313 6 9 7 6 485 328 37,247 37,575 Total 570 $ 34,194 44 $ 26,201 84 $ 30,247 698 $ 90,642 $ 18,361,801 $ 18,452,443 27 Table of Contents December 31, 2024 30-59 days 60-89 days 90 days or more Total Past Due Total Financing Receivables (2) Number of Loans Principal Balance Number of Loans Principal Balance Number of Loans Principal Balance Number of Loans Principal Balance Current (Dollars in thousands) Loan Portfolio Commercial and industrial 125 $ 5,864 5 $ 29 8 $ 13,872 138 $ 19,765 $ 3,226,690 $ 3,246,455 Commercial real estate 4 33,860 — — 3 20,458 7 54,318 6,785,387 6,839,705 Commercial construction — — — — — — — — 782,078 782,078 Residential real estate 27 6,310 9 1,401 10 2,224 46 9,935 2,450,665 2,460,600 Home equity 9 1,046 11 764 10 1,126 30 2,936 1,137,232 1,140,168 Other consumer (1) 596 441 3 7 6 6 605 454 38,918 39,372 Total 761 $ 47,521 28 $ 2,201 37 $ 37,686 826 $ 87,408 $ 14,420,970 $ 14,508,378 (1) Other consumer portfolio is inclusive of deposit account overdrafts recorded as loan balances. (2) The amount of net deferred fees/costs on originated loans included in the ending balance was $ 7.2 million and $ 6.1 million at September 30, 2025 and December 31, 2024, respectively. Net unamortized discounts on acquired loans included in the ending balance were $ 163.1 million and $ 8.1 million at September 30, 2025 and December 31, 2024, respectively. Loan Modifications The following tables present the period end amortized cost basis of loans modified to borrowers experiencing financial difficulty during the periods indicated, disaggregated by class of financing receivable, type of modification granted and the financial effect of the modifications: Three Months Ended September 30, 2025 Amortized Cost Basis % of Total Class of Financing Receivable Financial Effect (Dollars in thousands) Term Extension Commercial real estate $ 13,151 0.16 % Added a weighted-average contractual term of 1.1 years to the life of the loans Residential real estate 737 0.03 % Added a weighted-average contractual term of 6.8 years to the life of the loans Home equity 7 — % Added a weighted-average contractual term of 1.1 years to the life of the loans Total $ 13,895 Other Than Insignificant Payment Delay Commercial and industrial $ 161 — % Modification was made with minimal financial effect Total $ 161 Term Extension and Interest Rate Reduction Home equity $ 102 0.01 % Extended the contractual term on one loan by 15.4 years and reduced the interest rate from 7.24 % to 6.88 % Total $ 102 Total Outstanding Modified $ 14,158 Nine Months Ended September 30, 2025 28 Table of Contents Amortized Cost Basis % of Total Class of Financing Receivable Financial Effect (Dollars in thousands) Term Extension Commercial and industrial $ 8,965 0.20 % Added a weighted-average contractual term of 1 year to the life of the loans Commercial real estate 16,711 0.20 % Added a weighted-average contractual term of 1 year to the life of the loans Residential real estate 1,008 0.03 % Added a weighted-average contractual term of 9.8 years to the life of the loans Home equity 251 0.02 % Added a weighted-average contractual term of 5.1 years to the life of the loans Total $ 26,935 Other Than Insignificant Payment Delay Commercial and industrial $ 733 0.02 % Modification was made with minimal financial effect Commercial real estate 11,002 0.13 % Modification was made with minimal financial effect Total $ 11,735 Term Extension and Interest Rate Reduction Commercial and industrial $ 89 — % Extended the contractual term on one loan by 5.0 years and reduced the interest rate from 9.50 % to 6.69 % Commercial real estate 25,060 0.30 % Added a weighted-average contractual term of 3.7 years to the life of the loans and reduced the weighted-average interest rate from 7.85 % to 6.83 % Home equity 1,285 0.10 % Added a weighted-average contractual term of 22.9 years to the life of the loans and reduced the weighted-average interest rate from 7.25 % to 6.88 % Total $ 26,434 Term Extension and Other Than Insignificant Payment Delay Commercial real estate $ 22,248 0.27 % Modification on one loan included an interest rate reduction from 5.91 % to 5.50 % and payment deferral of 13 months Total $ 22,248 Total Outstanding Modified $ 87,352 Three Months Ended September 30, 2024 Amortized Cost Basis % of Total Class of Financing Receivable Financial Effect (Dollars in thousands) Term Extension Commercial and industrial $ 5,985 0.19 % Added a weighted-average contractual term of 4 months to the life of the loans Commercial real estate 4,507 0.07 % Added a weighted-average contractual term of 5 months to the life of the loans Total $ 10,492 29 Table of Contents Nine Months Ended September 30, 2024 Amortized Cost Basis % of Total Class of Financing Receivable Financial Effect (Dollars in thousands) Term Extension Commercial and industrial $ 13,161 0.42 % Added a weighted-average contractual term of 1.1 years to the life of the loans Commercial real estate 32,588 0.47 % Added a weighted-average contractual term of 5 months to the life of the loans Commercial construction 3,488 0.47 % Added a weighted-average contractual term of 10 months to the life of the loans Residential real estate 297 — % Extended the contractual term on one loan by 6.2 years Total $ 49,533 Interest Rate Reduction Commercial and industrial $ 42 — % Reduced contractual rate on one loan from 11.00 % to 8.20 % Home equity 64 0.01 % Reduced contractual rate on one loan from 7.99 % to 7.00 % Total $ 106 Term Extension and Interest Rate Reduction Commercial and industrial $ 131 — % Added a weighted-average contractual term of 1.8 years to the life of the loans and reduced the weighted-average interest rate from 10.14 % to 7.02 % Home equity 69 0.01 % Extended the contractual term on one loan by 8.1 years and reduced the interest rate from 10.00 % to 6.80 % Total $ 200 Other Than Insignificant Payment Delay Commercial and industrial $ 1,809 0.06 % Modification made with minimal financial effect Commercial real estate 6,350 0.09 % Modification made with minimal financial effect Total $ 8,159 Total Outstanding Modified $ 57,998 The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. At September 30, 2025 and September 30, 2024, all material loans modified to borrowers experiencing financial difficulty during the previous twelve months were performing in accordance with modified terms. The Company considers a loan to have defaulted when it reaches 90 days past due. During the three and nine months ended September 30, 2025 and September 30, 2024, respectively, there were no material loans that had a payment default during the period and were modified to a borrower experiencing financial difficulty in the previous twelve months. At September 30, 2025, the Company had $ 2.5 million in additional commitments to lend to three borrowers experiencing financial difficulty whose loans were modified and included in the above tables for the nine months then ended. 30 Table of Contents At September 30, 2024, the Company had no additional commitments to lend to borrowers experiencing financial difficulty whose loans were modified and included in the above tables for the nine months then ended. Loan modifications to borrowers experiencing financial difficulty are evaluated on a collective basis with loans sharing similar risk characteristics in accordance with the CECL methodology. 31 Table of Contents NOTE 6 - BORROWINGS On March 25, 2025, the Company completed the issuance of $ 300.0 million of fixed-to-floating rate subordinated notes (“the Notes”). The Notes mature on April 1, 2035, however, with regulatory approval, the Company may redeem the Notes without penalty at any scheduled payment date on or after April 1, 2030. The Notes carry interest at a fixed rate of 7.25 % through April 1, 2030, after which the Notes convert to a variable rate. The Company has used, and intends to use, the net proceeds for general corporate purposes, including the redemption of $ 60.0 million of Enterprise’s fixed-to-floating rate subordinated notes due July 15, 2030, which the Company redeemed in full on July 15, 2025, subsequent to consummating the merger with Enterprise on July 1, 2025. On September 22, 2025, the Company entered into a multi-year advance term loan credit facility with U.S. Bank National Association for an aggregate principal amount of up to $ 125.0 million, which includes a one-year advance period, after which any amounts outstanding shall convert to a two-year term loan. The proceeds of this facility will be used primarily to finance share repurchases under the Company's stock buyback plan. NOTE 7 - STOCK BASED COMPENSATION During the nine months ended September 30, 2025, the Company had the following activity related to stock based compensation: Time-Vested Restricted Stock Awards The Company made the following awards of time vested restricted stock: Date Shares Granted Plan Grant Date Fair Value Per Share Vesting Period 2/15/2025 1,090 2023 Omnibus Incentive Plan $ 69.09 Ratably over 3 years from grant date 2/20/2025 113,000 2023 Omnibus Incentive Plan $ 68.83 Ratably over 3 years from grant date 3/15/2025 2,600 2023 Omnibus Incentive Plan $ 62.84 Ratably over 3 years from February 20, 2025 4/15/2025 1,360 2023 Omnibus Incentive Plan $ 55.25 Ratably over 3 years from grant date 5/15/2025 1,540 2023 Omnibus Incentive Plan $ 65.05 Ratably over 3 years from grant date 5/20/2025 12,194 2018 Non-Employee Director Stock Plan $ 64.03 Immediately upon grant date 6/15/2025 3,380 2023 Omnibus Incentive Plan $ 66.67 Ratably over 3 years from grant date 7/01/2025 2,814 2018 Non-Employee Director Stock Plan $ 63.67 Immediately upon grant date 7/15/2025 7,620 2023 Omnibus Incentive Plan $ 65.63 At the end of 5 years from grant date 7/15/2025 25,220 2023 Omnibus Incentive Plan $ 65.63 Ratably over 3 years from grant date 9/15/2025 1,430 2023 Omnibus Incentive Plan $ 69.74 Ratably over 3 years from grant date Performance-Based Restricted Stock Awards On February 20, 2025, the Company granted 43,100 performance-based restricted stock awards, representing the maximum number of shares that may be earned under the awards, to certain executive level employees. These performance-based restricted stock awards were issued from the 2023 Omnibus Incentive Plan and were determined to have a grant date fair value per share of $ 68.83 . The number of shares to be vested is contingent upon the Company’s attainment of certain performance criteria to be measured at the end of a three-year performance period ending December 31, 2027 . The awards will vest upon the earlier of the date on which it is determined if the performance goal is achieved subsequent to the performance period, or March 15, 2028. On March 19, 2025, the performance-based restricted stock awards that were awarded on February 17, 2022 vested at 78 % of the maximum target shares awarded, or 10,255 shares, net of forfeitures. 32 Table of Contents NOTE 8 - DERIVATIVE AND HEDGING ACTIVITIES The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally to manage the Company’s interest rate risk. Additionally, the Company enters into interest rate derivatives, foreign exchange contracts and risk participation agreements to accommodate the business requirements of its customers (“customer related positions”). The Company minimizes the market and liquidity risks of customer related positions by entering into similar offsetting positions with broker-dealers. Derivative instruments are carried at fair value in the Company’s financial statements. The accounting for changes in the fair value of a derivative instrument is dependent upon whether or not it qualifies as a hedge for accounting purposes, and further, by the type of hedging relationship. The Company does not enter into proprietary trading positions for any derivatives. The Company is subject to over-the-counter derivative clearing requirements which require certain derivatives to be cleared through central clearing houses. Accordingly, the Company clears certain derivative transactions through the Chicago Mercantile Exchange Clearing House (“CME”). This clearing house requires the Company to post initial and variation margin to mitigate the risk of non-payment, the latter of which is received or paid daily based on the net asset or liability position of the contracts. Interest Rate Positions The Company may utilize various interest rate derivatives as hedging instruments against interest rate risk associated with the Company’s borrowings and loan portfolios. An interest rate derivative is an agreement whereby one party agrees to pay a floating rate of interest on a notional principal amount in exchange for receiving a fixed rate of interest on the same notional amount, for a predetermined period of time, from a second party. The amounts relating to the notional principal amount are not actually exchanged. 33 Table of Contents The following tables reflect information about the Company’s derivative positions at the dates indicated below for interest rate swaps which qualify as cash flow hedges for accounting purposes: September 30, 2025 Weighted Average Rate Notional Amount Average Maturity Current Rate Received Pay Fixed Swap Rate Fair Value (in thousands) (in years) (in thousands) Interest rate swaps on borrowings $ 400,000 0.83 4.34 % 3.67 % $ 179 Current Rate Paid Receive Fixed Swap Rate Interest rate swaps on loans 600,000 1.36 4.35 % 2.74 % ( 9,803 ) Current Rate Paid Receive Fixed Swap Rate Cap - Floor Interest rate collars on loans 150,000 1.19 4.47 % 3.94 % - 2.33 % ( 341 ) Total $ 1,150,000 $ ( 9,965 ) December 31, 2024 Weighted Average Rate Notional Amount Average Maturity Current Rate Received Pay Fixed Swap Rate Fair Value (in thousands) (in years) (in thousands) Interest rate swaps on borrowings $ 400,000 1.58 4.56 % 3.67 % $ 2,724 Current Rate Paid Receive Fixed Swap Rate Interest rate swaps on loans 750,000 1.77 4.57 % 2.78 % ( 21,205 ) Current Rate Paid Receive Fixed Swap Rate Cap - Floor Interest rate collars on loans 150,000 1.94 4.70 % 3.94 % - 2.33 % ( 1,529 ) Total $ 1,300,000 $ ( 20,010 ) The maximum length of time over which the Company is currently hedging its exposure to the variability in future cash flows for forecasted transactions related to the payment of variable interest on existing financial instruments is 3.5 years. For derivative instruments that are designated and qualify as cash flow hedging instruments, the effective portion of the gains or losses is reported as a component of other comprehensive income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The Company expects approximately $ 176,000 (pre-tax) to be reclassified as an increase to net interest income and $ 5.2 million (pre-tax) to be reclassified as a decrease to net interest income, from other comprehensive income related to the Company’s cash flow hedges in the twelve months following September 30, 2025. This reclassification is due to anticipated payments that will be made and/or received on the swaps based upon the forward curve at September 30, 2025. The Company had no fair value hedges as of September 30, 2025 or December 31, 2024. 34 Table of Contents Customer Related Positions Loan level derivatives, primarily interest rate swaps, offered to commercial borrowers through the Company’s loan level derivative program do not qualify as hedges for accounting purposes. The Company believes that its exposure to commercial customer derivatives is limited because these contracts are simultaneously matched at inception with an offsetting dealer transaction. Derivatives with dealer counterparties are then either cleared through a clearinghouse or settled directly with a single counterparty. The commercial customer derivative program allows the Company to retain variable-rate commercial loans while allowing the customer to synthetically fix the loan rate by entering into a variable-to-fixed interest rate swap. The amounts relating to the notional principal amount are not actually exchanged. Foreign exchange contracts offered to commercial borrowers through the Company’s derivative program do not qualify as hedges for accounting purposes. The Company acts as a seller and buyer of foreign exchange contracts to accommodate its customers. To mitigate the market and liquidity risk associated with these derivatives, the Company enters into similar offsetting positions. The amounts relating to the notional principal amount are exchanged. The Company has entered into risk participation agreements with other dealer banks in commercial loan agreements. Participating banks guarantee the performance on borrower-related interest rate swap contracts. These derivatives are not designated as hedges and, therefore, changes in fair value are recognized in earnings. Under a risk participation-out agreement, a derivative asset, the Company participates out a portion of the credit risk associated with the interest rate swap position executed with the commercial borrower for a fee paid to the participating bank. Under a risk participation-in agreement, a derivative liability, the Company assumes, or participates in, a portion of the credit risk associated with the interest rate swap position with the commercial borrower for a fee received from the other bank. 35 Table of Contents The following tables reflect the Company’s customer related derivative positions at the dates indicated below for those derivatives not designated as hedging: Notional Amount Maturing Number of Positions (1) Less than 1 year Less than 2 years Less than 3 years Less than 4 years Thereafter Total Fair Value September 30, 2025 (Dollars in thousands) Loan level swaps Receive fixed, pay variable 255 $ 119,949 $ 265,576 $ 158,925 $ 219,471 $ 850,659 $ 1,614,580 $ ( 43,021 ) Pay fixed, receive variable 255 119,949 265,576 158,925 219,471 850,659 1,614,580 42,975 Foreign exchange contracts Buys foreign currency, sells U.S. currency 57 88,311 10,624 — — — 98,935 3,004 Buys U.S. currency, sells foreign currency 57 88,311 10,624 — — — 98,935 ( 2,946 ) Risk participation agreements Participation out 18 — 17,794 37,853 12,556 81,676 149,879 70 Participation in 14 — 22,462 20,428 — 45,942 88,832 ( 31 ) Notional Amount Maturing Number of Positions (1) Less than 1 year Less than 2 years Less than 3 years Less than 4 years Thereafter Total Fair Value December 31, 2024 (Dollars in thousands) Loan level swaps Receive fixed, pay variable 276 $ 261,222 $ 225,043 $ 252,911 $ 208,762 $ 869,095 $ 1,817,033 $ ( 92,913 ) Pay fixed, receive variable 276 261,222 225,043 252,911 208,762 869,095 1,817,033 92,875 Foreign exchange contracts Buys foreign currency, sells U.S. currency 34 112,156 12,120 — — — 124,276 ( 5,363 ) Buys U.S. currency, sells foreign currency 34 112,156 12,120 — — — 124,276 5,424 Risk participation agreements Participation out 18 23,672 — 27,140 21,256 91,053 163,121 56 Participation in 12 — 13,016 22,904 15,334 — 51,254 ( 12 ) (1) The Company may enter into one dealer swap agreement which offsets multiple commercial borrower swap agreements. 36 Table of Contents Mortgage Derivatives The Company enters into commitments to fund residential mortgage loans at specified rates and times in the future, with the intention that loans may be sold subsequently in the secondary market. Mortgage loan commitments are referred to as derivative loan commitments if the loan that will result from exercise of the commitment will be held for sale upon funding. These commitments are recognized at fair value on the Consolidated Balance Sheet in other assets and other liabilities with changes in their fair values recorded within mortgage banking income. In addition, the Company has elected the fair value option to carry loans held for sale at fair value. The change in fair value of loans held for sale is recorded in current period earnings as a component of mortgage banking income in accordance with the Company’s fair value election. The fair value of loans held for sale decreased by $ 152,000 and $ 16,000 for the three months ended September 30, 2025 and 2024, respectively. For the nine months ended September 30, 2025 and 2024, respectively, the fair value of loans held for sale increased by $ 171,000 and $ 167,000 . These amounts were offset in earnings by the change in the fair value of mortgage derivatives. Outstanding loan commitments expose the Company to the risk that the price of the loans arising from exercise of the loan commitment might change from inception of the rate lock to funding of the loan due to changes in mortgage interest rates. If interest rates increase, the value of these loan commitments decreases. Conversely, if interest rates decrease, the value of these loan commitments increases. To protect against the price risk inherent in derivative loan commitments, the Company utilizes both “mandatory delivery” and “best efforts” forward loan sale commitments to mitigate the risk of potential decreases in the values of loans that would result from the exercise of the derivative loan commitments. Mandatory delivery contracts are accounted for as derivative instruments. Included in the mandatory delivery forward commitments are To Be Announced securities (“TBAs”). Certain assumptions, including pull through rates and rate lock periods, are used in managing the existing and future hedges. The accuracy of underlying assumptions will impact the ultimate effectiveness of any hedging strategies. With mandatory delivery contracts, the Company commits to deliver a certain principal amount of mortgage loans to an investor at a specified price on or before a specified date. If the Company fails to deliver the amount of mortgages necessary to fulfill the commitment by the specified date, it is obligated to pay a “pair-off” fee, based on then-current market prices, to the investor/counterparty to compensate the investor for the shortfall. Generally, the Company makes this type of commitment once mortgage loans have been funded and are held for sale, in order to minimize the risk of failure to deliver the requisite volume of loans to the investor and paying pair-off fees as a result. The Company also sells TBA securities to offset potential changes in the fair value of derivative loan commitments. Generally, the Company sells TBA securities by entering into derivative loan commitments for settlement in 30 to 90 days. The Company expects that mandatory delivery contracts, including TBA securities, will experience changes in fair value opposite to the changes in the fair value of derivative loan commitments. With best effort contracts, the Company commits to deliver an individual mortgage loan of a specified principal amount and quality to an investor if the loan to the underlying borrower closes. Generally, best efforts cash contracts have no pair off risk regardless of market movement. The price the investor will pay the seller for an individual loan is specified prior to the loan being funded (e.g., on the same day the lender commits to lend funds to a potential borrower). The Company expects that these best efforts forward loan sale commitments will experience a net neutral shift in fair value with related derivative loan commitments. The aggregate amount of net realized gains on sales of mortgage loans included within mortgage banking income was $ 1.8 million and $ 1.7 million for the three months ended September 30, 2025 and 2024, respectively, and $ 3.3 million and $ 3.2 million for the nine months ended September 30, 2025 and 2024, respectively. Balance Sheet Offsetting The Company does not offset fair value amounts recognized for derivative instruments. The Company does net the amount recognized for the right to reclaim cash collateral against the obligation to return cash collateral arising from derivative instruments executed with the same counterparty under a master netting arrangement. Collateral legally required to be maintained at dealer banks by the Company is monitored and adjusted as necessary. A daily settlement occurs through the CME for changes in the fair value of centrally cleared derivatives. Not all of the derivatives are required to be cleared through the daily clearing agent. As a result, the total fair values of loan level derivative assets and liabilities recognized on the Company’s financial statements are not equal and offsetting. 37 Table of Contents The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the balance sheet and the potential effect of netting arrangements on its financial position, at the dates indicated: Asset Derivatives (1) Liability Derivatives (2) Fair Value at Fair Value at Fair Value at Fair Value at September 30 2025 December 31 2024 September 30 2025 December 31 2024 (Dollars in thousands) Derivatives designated as hedges Interest rate derivatives $ 244 (3) $ 2,724 (3) $ 10,209 (4) $ 22,734 (4) Derivatives not designated as hedges Customer Related Positions Loan level derivatives 60,598 (3) 95,606 (3) 60,644 (4) 95,644 (4) Foreign exchange contracts 3,161 5,424 3,103 5,363 Risk participation agreements 70 56 31 12 Mortgage Derivatives Interest rate lock commitments 582 77 — 2 Forward sale loan commitments 43 13 — — Forward sale hedge commitments 66 58 — — Total derivatives not designated as hedges 64,520 101,234 63,778 101,021 Total 64,764 103,958 73,987 123,755 Netting Adjustments (5) ( 26,987 ) ( 46,664 ) 9,824 21,078 Net Derivatives on the Balance Sheet 37,777 57,294 64,163 102,677 Financial instruments (6) 5,993 2,894 5,993 2,894 Cash collateral pledged (received) ( 12,284 ) ( 33,283 ) 3,179 — Net Derivative Amounts $ 19,500 $ 21,117 $ 54,991 $ 99,783 (1) All asset derivatives are reflected in other assets on the balance sheet. (2) All liability derivatives are reflected in other liabilities on the balance sheet. (3) Approximately $ 97,000 and $ 1.3 million of accrued interest receivable is included in the fair value of interest rate and loan level derivative assets, respectively, at September 30, 2025, in comparison to accrued interest receivable of approximately $ 195,000 and $ 2.2 million, respectively, at December 31, 2024. (4) Approximately $ 571,000 and $ 1.3 million of accrued interest payable is included in the fair value of interest rate and loan level derivative liabilities, respectively, at September 30, 2025, in comparison to accrued interest payable of approximately $ 825,000 and $ 2.2 million, respectively, at December 31, 2024. (5) Netting adjustments represent the amounts recorded to convert derivative assets and liabilities cleared through CME from a gross basis to a net basis, inclusive of the variation margin payments, in accordance with applicable accounting guidance. (6) Reflects offsetting derivative positions with the same counterparty that are not netted on the balance sheet. 38 Table of Contents The table below presents the effect of the Company’s derivative financial instruments included in other comprehensive income (“OCI”) and current earnings for the periods indicated: Three Months Ended Nine Months Ended September 30 September 30 2025 2024 2025 2024 (Dollars in thousands) Derivatives designated as hedges Gain in OCI on derivatives (effective portion), net of tax $ 1,397 $ 8,753 $ 7,182 $ 9,000 Loss reclassified from OCI into interest income or interest expense (effective portion) $ ( 2,271 ) $ ( 4,902 ) $ ( 7,450 ) $ ( 15,788 ) Derivatives not designated as hedges Changes in fair value of customer related positions Other income $ 53 $ 76 $ 105 $ 142 Other expense ( 51 ) ( 14 ) ( 97 ) ( 119 ) Changes in fair value of mortgage derivatives Mortgage banking income 328 ( 114 ) 545 254 Total $ 330 $ ( 52 ) $ 553 $ 277 The Company’s derivative agreements with institutional counterparties contain various credit-risk related contingent provisions, such as requiring the Company to maintain a well-capitalized capital position. If the Company fails to meet these conditions, the counterparties could request the Company make immediate payment or demand that the Company provide immediate and ongoing full collateralization on derivative positions in net liability positions. All derivative instruments with credit-risk contingent features were in a net asset position at September 30, 2025 and December 31, 2024. By using derivatives, the Company is exposed to credit risk to the extent that counterparties to the derivative contracts do not perform as required. Should a counterparty fail to perform under the terms of a derivative contract, the Company’s credit exposure on interest rate swaps is limited to the net positive fair value and accrued interest of all swaps with each counterparty. The Company seeks to minimize counterparty credit risk through credit approvals, limits, monitoring procedures, and obtaining collateral, where appropriate. Institutional counterparties must have an investment grade credit rating and be approved by the Company’s Board of Directors. In addition, certain derivative contracts executed bilaterally with a dealer counterparty in the over-the-counter market are cleared through a clearinghouse, whereby the clearinghouse becomes the counterparty to the transaction. As such, management believes the risk of incurring credit losses on derivative contracts with those counterparties is remote. The Company’s exposure relating to institutional counterparties was $ 52.0 million and $ 97.0 million at September 30, 2025 and December 31, 2024, respectively. The Company’s exposure relating to customer counterparties was approximately $ 8.8 million and $ 1.4 million at September 30, 2025 and December 31, 2024, respectively. Credit exposure may be reduced by the value of collateral pledged by the counterparty. NOTE 9 - FAIR VALUE MEASUREMENTS Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the assumptions applied by the Company when determining fair value reflect those that the Company determines market participants would use to price the asset or liability at the measurement date. If there has been a significant decrease in the volume and level of activity for the asset or liability, regardless of the valuation technique(s) used, the objective of a fair value measurement remains the same. Fair value is the price that would be received if the asset were to be sold or that would be paid if the liability were to be transferred in an orderly market transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. When determining fair value, the Company considers pricing information and other inputs that are current as of the measurement date. In periods of market dislocation, the observability of prices and other inputs may be reduced for certain instruments, or not available at all. The unavailability or reduced availability of pricing or other input information could cause an instrument to be reclassified from one level to another. The Fair Value Measurements and Disclosures Topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) defines fair value and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under the Fair Value Measurements and Disclosures Topic of the FASB ASC are described below: 39 Table of Contents Level 1 – Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation Techniques There were no changes in the valuation techniques used during the nine months ended September 30, 2025. Securities Trading and Equity Securities These equity securities are valued based on market quoted prices. These securities are categorized in Level 1 as they are actively traded and no valuation adjustments have been applied. U.S. Government Agency and U.S. Treasury Securities Fair value is estimated using either multi-dimensional spread tables or benchmarks. The inputs used include benchmark yields, reported trades, and broker/dealer quotes. These securities are classified as Level 2. Agency Mortgage-Backed Securities Fair value is estimated using either a matrix or benchmarks. The inputs used include benchmark yields, reported trades, broker/dealer quotes, and issuer spreads. These securities are categorized as Level 2. Agency Collateralized Mortgage Obligations and Small Business Administration Pooled Securities The valuation model for these securities is volatility-driven and ratings based, and uses multi-dimensional spread tables. The inputs used include benchmark yields, reported trades, new issue data, broker dealer quotes, and collateral performance. If there is at least one significant model assumption or input that is not observable, these securities are categorized as Level 3 within the fair value hierarchy; otherwise, they are classified as Level 2. Non-taxable and Taxable Municipal Securities The fair value is estimated using a valuation matrix with inputs including bond interest rate tables, recent transactions, and yield relationships. These securities are categorized as Level 2. Single and Pooled Issuer Trust Preferred Securities The fair value of trust preferred securities, including pooled and single issuer preferred securities, is estimated using external pricing models, discounted cash flow methodologies or similar techniques. The inputs used in these valuations include benchmark yields, reported trades, new issue data, broker dealer quotes, and collateral performance. If there is at least one significant model assumption or input that is not observable, these securities are classified as Level 3 within the fair value hierarchy; otherwise, they are classified as Level 2. Loans Held for Sale The Company has elected the fair value option to account for originated closed loans intended for sale. The fair value is measured on an individual loan basis using quoted market prices and when not available, comparable market value or discounted cash flow analysis may be utilized. These assets are typically classified as Level 2. 40 Table of Contents Derivative Instruments Derivatives The valuation of these instruments is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The Company incorporates credit valuation adjustments to appropriately reflect non-performance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of non-performance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings. Additionally, in conjunction with fair value measurement guidance, the Company has made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. Although the Company has determined that the majority of the inputs used to value its interest rate derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its interest rate derivatives and risk participation agreements may also utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. However, as of September 30, 2025 and December 31, 2024, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are properly classified as Level 2. Mortgage Derivatives The fair value of mortgage derivatives is determined based on current market prices for similar assets in the secondary market and, therefore, classified as Level 2 within the fair value hierarchy. Individually Assessed Collateral Dependent Loans In accordance with the CECL standard, expected credit losses on individually assessed loans deemed to be collateral dependent are valued based upon the lower of amortized cost or fair value of the underlying collateral less costs to sell. The inputs used in the appraisals of the collateral are not always observable, and in such cases the loans may be classified as Level 3 within the fair value hierarchy; otherwise, they are classified as Level 2. Other Real Estate Owned and Other Foreclosed Assets Other Real Estate Owned (“OREO”) and Other Foreclosed Assets, when applicable, are valued at the lower of cost or fair value of the property, less estimated costs to sell. The fair values are generally estimated based upon recent appraisal values of the property less costs to sell the property. Certain inputs used in appraisals are not always observable, and therefore OREO and Other Foreclosed Assets may be classified as Level 3 within the fair value hierarchy. Goodwill and Other Intangible Assets Goodwill and other intangible assets are subject to impairment testing. The Company conducts an annual impairment test of goodwill in the third quarter of each year, or more frequently if necessary. Other intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. To estimate the fair value of goodwill and, if necessary, other intangible assets, the Company utilizes both a comparable analysis of relevant price multiples in recent market transactions and a discounted cash flow analysis. Both valuation models require a significant degree of management judgment. In the event the fair value as determined by the valuation model is less than the carrying value, the intangibles may be impaired. If the impairment testing resulted in impairment, the Company would classify the impaired goodwill and other intangible assets subjected to non-recurring fair value adjustments as Level 3. 41 Table of Contents Assets and liabilities measured at fair value on a recurring and nonrecurring basis were as follows at the dates indicated: Fair Value Measurements at Reporting Date Using Balance Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2025 (Dollars in thousands) Recurring fair value measurements Assets Trading securities $ 4,611 $ 4,611 $ — $ — Equity securities 21,567 21,567 — — Securities available for sale U.S. government agency securities 217,175 — 217,175 — U.S. treasury securities 466,977 — 466,977 — Agency mortgage-backed securities 707,265 — 707,265 — Agency collateralized mortgage obligations 276,177 — 276,177 — Non-taxable municipal securities 14,665 — 14,665 — Taxable municipal securities 219,344 — 219,344 — Pooled trust preferred securities issued by banks and insurers 1,040 — 1,040 — Small business administration pooled securities 38,577 — 38,577 — Loans held for sale 17,052 — 17,052 — Derivative instruments 64,764 — 64,764 — Liabilities Derivative instruments 73,987 — 73,987 — Total recurring fair value measurements $ 1,975,227 $ 26,178 $ 1,949,049 $ — Non-recurring fair value measurements Assets Individually assessed collateral dependent loans (1) $ 42,038 $ — $ — $ 42,038 Other real estate owned and other foreclosed assets 2,100 — — 2,100 Total non-recurring fair value measurements $ 44,138 $ — $ — $ 44,138 42 Table of Contents Fair Value Measurements at Reporting Date Using Balance Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) December 31, 2024 (Dollars in thousands) Recurring fair value measurements Assets Trading securities $ 4,245 $ 4,245 $ — $ — Equity securities 21,204 21,204 — — Securities available for sale U.S. government agency securities 209,660 — 209,660 — U.S. treasury securities 592,001 — 592,001 — Agency mortgage-backed securities 378,161 — 378,161 — Agency collateralized mortgage obligations 28,995 — 28,995 — Non-taxable municipal securities 194 — 194 — Pooled trust preferred securities issued by banks and insurers 1,095 — 1,095 — Small business administration pooled securities 40,838 — 40,838 — Loans held for sale 7,271 — 7,271 — Derivative instruments 103,958 — 103,958 — Liabilities Derivative instruments 123,755 — 123,755 — Total recurring fair value measurements, net $ 1,263,867 $ 25,449 $ 1,238,418 $ — Non-recurring fair value measurements Assets Individually assessed collateral dependent loans (1) $ 43,766 $ — $ — $ 43,766 Total non-recurring fair value measurements $ 43,766 $ — $ — $ 43,766 (1) The carrying value of individually assessed collateral dependent loans is based on the lower of amortized cost or fair value of the underlying collateral less costs to sell. The fair value of the underlying collateral is generally determined through independent appraisals, which generally include various Level 3 inputs which are not identifiable. Appraisals may be adjusted by management for qualitative factors such as economic factors and estimated liquidation expenses. The range of these possible adjustments may vary. 43 Table of Contents The estimated fair values and related carrying amounts for assets and liabilities for which fair value is only disclosed are shown below at the dates indicated: Fair Value Measurements at Reporting Date Using Carrying Value Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2025 (Dollars in thousands) Financial assets Securities held to maturity (a) U.S. treasury securities $ 100,851 $ 96,324 $ — $ 96,324 $ — Agency mortgage-backed securities 759,083 719,230 — 719,230 — Agency collateralized mortgage obligations 382,615 334,666 — 334,666 — Small business administration pooled securities 115,068 110,532 — 110,532 — Loans, net of allowance for credit losses (b) 18,219,929 17,551,952 — — 17,551,952 Federal Home Loan Bank stock (c) 21,835 21,835 — 21,835 — Cash surrender value of life insurance policies (d) 376,163 376,163 — 376,163 — Financial liabilities Deposit liabilities, other than time deposits (e) $ 16,875,881 $ 16,875,881 $ — $ 16,875,881 $ — Time certificates of deposits (f) 3,419,988 3,414,295 — 3,414,295 — Federal Home Loan Bank and other borrowings (f) 416,240 404,268 — 404,268 — Junior subordinated debentures (g) 62,862 62,416 — 62,416 — Subordinated debentures (f) 296,275 313,553 — — 313,553 44 Table of Contents Fair Value Measurements at Reporting Date Using Carrying Value Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) December 31, 2024 (Dollars in thousands) Financial assets Securities held to maturity (a) U.S. treasury securities $ 100,791 $ 93,022 $ — $ 93,022 $ — Agency mortgage-backed securities 788,470 726,362 — 726,362 — Agency collateralized mortgage obligations 422,827 357,684 — 357,684 — Small business administration pooled securities 122,868 114,733 — 114,733 — Loans, net of allowance for credit losses (b) 14,294,628 13,213,596 — — 13,213,596 Federal Home Loan Bank stock (c) 31,573 31,573 — 31,573 — Cash surrender value of life insurance policies (d) 303,965 303,965 — 303,965 — Financial liabilities Deposit liabilities, other than time deposits (e) $ 12,558,632 $ 12,558,632 $ — $ 12,558,632 $ — Time certificates of deposits (f) 2,747,346 2,739,606 — 2,739,606 — Federal Home Loan Bank and other borrowings (f) 638,514 638,489 — 638,489 — Junior subordinated debentures (g) 62,860 61,661 — 61,661 — (a) The fair values presented are based on quoted market prices, where available. If quoted market prices are not available, fair values are based on quoted market prices of comparable instruments and/or discounted cash flow analysis. (b) Fair value of loans is measured using the exit price valuation method, determined primarily by discounting the future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities or cash flows, while incorporating liquidity and credit assumptions. Additionally, this amount excludes individually assessed collateral dependent loans, which are deemed to be marked to fair value on a non-recurring basis. (c) Federal Home Loan Bank stock has no quoted market value and is carried at cost; therefore, the carrying amount approximates fair value. (d) Cash surrender value of life insurance policies is recorded at its cash surrender value (or the amount that can be realized upon surrender of the policy), therefore, carrying amount approximates fair value. (e) Fair value of demand deposits, savings and interest checking accounts and money market deposits is the amount payable on demand at the reporting date. (f) Fair value was determined by discounting anticipated future cash payments using rates currently available for instruments with similar remaining maturities. (g) Fair value was determined based upon market prices of securities with similar terms and maturities. This summary excludes certain financial assets and liabilities for which the carrying value approximates fair value. For financial assets, these may include cash and due from banks, federal funds sold and short-term investments. For financial liabilities, these may include federal funds purchased. These instruments would all be considered to be classified as Level 1 within the fair value hierarchy. Also excluded from the summary are financial instruments measured at fair value on a recurring and non-recurring basis, as previously described. The Company considers its current use of financial instruments to be the highest and best use of the instruments. 45 Table of Contents NOTE 10 - REVENUE RECOGNITION A portion of the Company’s noninterest income is derived from contracts with customers, and as such, the revenue recognized depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company accounts for such revenues in accordance with ASC 606 - Revenue from Contracts with Customers and considers the terms of the contract and all relevant facts and circumstances when applying this guidance. To ensure its alignment with this core principle, the Company measures revenue and the timing of recognition by applying the following five steps: 1. Identify the contract(s) with customers 2. Identify the performance obligations 3. Determine the transaction price 4. Allocate the transaction price to the performance obligations 5. Recognize revenue when (or as) the entity satisfies a performance obligation The Company has disaggregated its revenue from contracts with customers into categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. The following table presents the revenue streams that the Company has disaggregated for the periods indicated: Three Months Ended Nine Months Ended September 30 2025 September 30 2024 September 30 2025 September 30 2024 (Dollars in thousands) Deposit account fees (inclusive of cash management fees) $ 8,847 $ 6,779 $ 23,041 $ 19,339 Interchange fees 3,987 3,259 10,424 9,255 ATM fees 1,204 1,241 3,373 3,449 Investment management - wealth management and advisory services 12,356 9,664 32,709 28,378 Investment management - retail investments and insurance revenue 1,296 1,369 3,543 3,583 Payment processing income 484 434 1,533 1,421 Credit card income 813 592 2,048 1,721 Other non-interest income 1,987 1,519 5,213 3,999 Total non-interest income in-scope of ASC 606 30,974 24,857 81,884 71,145 Total non-interest income out-of-scope of ASC 606 9,424 8,692 25,361 24,677 Total non-interest income $ 40,398 $ 33,549 $ 107,245 $ 95,822 In each of the revenue streams identified above, there were no significant judgments made in determining or allocating the transaction price, as the consideration and service requirements are generally explicitly identified in the associated contracts. Additional information related to each of the revenue streams is further noted below. Deposit Account Fees The Company offers various deposit account products to its customers governed by specific deposit agreements applicable to either personal customers or business customers. These agreements identify the general conditions and obligations of both parties, and include standard information regarding deposit account related fees. Deposit account services include providing access to deposit accounts as well as access to the various deposit transactional services of the Company. These transactional services are primarily those that are identified in the standard fee schedule, and include, but are not limited to, services such as overdraft protection, wire transfer, and check collection. Revenue is recognized in conjunction with the various services being provided. For example, the Company may assess monthly fixed service fees associated with the customer having access to a deposit account, which can vary depending on the account type and daily account balance. In addition, the Company may also assess separate fixed fees associated with and at the time specific transactions are entered into by the customer. As such, the Company considers its performance obligations to be met concurrently with providing the account access or completing the requested deposit transaction. 46 Table of Contents Cash Management Cash management services are a subset of the Deposit account fees revenue stream. These services primarily include ACH transaction processing, positive pay and remote deposit services. These services are also governed by separate agreements entered into with the customer. The fee arrangement for these services is structured to assess fees under one of two scenarios, either a per transaction fee arrangement or an earnings credit analysis arrangement. Under the per transaction fee arrangement, fixed fees are assessed concurrently with customers executing the transactions, and as such, the Company considers its performance obligations to be met concurrently with completing the requested transaction. Under the earnings credit analysis arrangement, the Company provides a monthly earnings credit to the customer that is negotiated and determined based on various factors. The credit is then available to absorb the per transaction fees that are assessed on the customer’s deposit account activity for the month. Any amount of the transactional fees in excess of the earnings credit is recognized as revenue in that month. Interchange Fees The Company earns interchange revenue from its issuance of credit and debit cards granted through its membership in various card payment networks. The Company provides credit cards and debit cards to its customers which are authorized and settled through these payment networks, and in exchange, the Company earns revenue as determined by each payment network's interchange program. The revenue is recognized concurrently with the settlement of card transactions within each network. ATM Fees The Company deploys automated teller machines (ATMs) as part of its overall branch network. Certain transactions performed at the ATMs require customers to acknowledge and pay a fee for the requested service. Certain ATM fees are disclosed in the deposit account agreement fee schedules, whereas those assessed to non-Rockland Trust deposit holders are solely determined during the transaction at the machine. The ATM fee is a fixed dollar per transaction amount, and as such, is recognized concurrently with the overall daily processing and settlement of the ATM activity. Investment Management - Wealth Management and Advisory Services The Company offers investment management and trust services to individuals, institutions, small businesses and charitable institutions. Each investment management product is governed by its own contract along with a separate identifiable fee schedule unique to that product. The Company also offers additional services, such as estate settlement, financial planning, tax services and other special services quoted at the client’s request. Asset management and/or custody fees are based upon a percentage of the monthly valuation of the principal assets in the customer’s account, whereas fees for additional or special services are fixed in nature and are charged as services are rendered. As the fees are dependent on assets under management, which are susceptible to market factors outside of the Company’s control, this variable consideration is constrained and therefore no revenue is estimated at contract initiation. As such, all revenue is recognized in correlation to the monthly management fee determinations or as transactional services are provided. Due to the fact that payments are primarily made subsequent to the valuation period, the Company records a receivable for revenue earned but not received. The following table provides the amount of investment management revenue earned but not received as of the dates indicated: September 30, 2025 December 31, 2024 (Dollars in thousands) Receivables, included in other assets $ 7,484 $ 5,968 Investment Management - Retail Investments and Insurance Revenue The Company offers the sale of mutual fund shares, unit investment trust shares, third party model portfolios, general securities, fixed and variable annuities and life insurance products through registered representatives who are both employed by the Company and licensed and contracted with various Broker General Agents to offer these products to the Company’s customer base. As such, the Company performs these services as an agent and earns a fixed commission on the sales of these 47 Table of Contents products and services. To a lesser degree, production bonus commissions can also be earned based upon the Company meeting certain volume thresholds. In general, the Company recognizes commission revenue at the point of sale, and for certain insurance products, may also earn and recognize annual residual commissions commensurate with annual premiums being paid. Payment Processing Income The Company refers customers to third party payment processing partners in exchange for commission and fee income. The income earned is comprised of multiple components, including a fixed referral fee per each referred customer, a rebate amount determined primarily as a percentage of net revenue earned by the third party from services provided to each referred customer, and overall production bonus commissions if certain new account production thresholds are met. Payment processing income is recognized in conjunction with either completing the referral to earn the fixed fee amount or as the merchant activity is processed to derive the Company’s rebate and/or production bonus amounts. Credit Card Income The Company provides consumer and business credit card solutions to its customers by soliciting new accounts on behalf of a third party credit card provider in exchange for a fee. The income earned is comprised of new account incentive payments as well as a percentage of interchange income earned by the third party provider offering the consumer and business purpose revolving credit accounts. The credit card income is recognized in conjunction with the establishment of each new credit card member or as the interchange is earned by the third party in connection with net purchase transactions made by the credit card member. Other Non-interest Income The Company earns various types of other non-interest income that fall within the scope of the new revenue recognition rules, and have been aggregated into one general revenue stream in the table noted above. This amount includes, but is not limited to, the following types of revenue with customers: Safe Deposit Rent The Company rents out the use of safe deposit boxes to its customers, which can be accessed when the bank is open for business. The safe deposit box rental fee is paid upfront and is recognized as revenue ratably over the annual term of the contract. Foreign Currency The Company earns fee income associated with various transactions related to foreign currency product offerings, including foreign currency bank notes and drafts and foreign currency wires. The majority of this income is derived from commissions earned related to customers executing the above-mentioned foreign currency transactions through arrangements with third party correspondents. 48 Table of Contents NOTE 11 - OTHER COMPREHENSIVE INCOME (LOSS) The following tables present a reconciliation of the changes in the components of other comprehensive income (loss) for the periods indicated, including the amount of income tax (expense) benefit allocated to each component of other comprehensive income (loss): Three Months Ended September 30, 2025 Nine Months Ended September 30, 2025 Pre-Tax Amount Tax (Expense) Benefit After Tax Amount Pre-Tax Amount Tax (Expense) Benefit After Tax Amount (Dollars in thousands) Change in fair value of securities available for sale $ 11,822 $ ( 2,703 ) $ 9,119 $ 45,829 $ ( 10,481 ) $ 35,348 Less: net security losses reclassified into other non-interest expense ( 64 ) 14 ( 50 ) ( 64 ) 14 ( 50 ) Net change in fair value of securities available for sale 11,886 ( 2,717 ) 9,169 45,893 ( 10,495 ) 35,398 Change in fair value of cash flow hedges ( 347 ) 95 ( 252 ) 2,439 ( 668 ) 1,771 Less: net cash flow hedge losses reclassified into interest income or interest expense ( 2,271 ) 622 ( 1,649 ) ( 7,450 ) 2,039 ( 5,411 ) Net change in fair value of cash flow hedges 1,924 ( 527 ) 1,397 9,889 ( 2,707 ) 7,182 Amortization of net actuarial gains ( 66 ) 18 ( 48 ) ( 199 ) 54 ( 145 ) Amortization of net prior service costs 4 ( 1 ) 3 13 ( 3 ) 10 Net change in other comprehensive income for defined benefit postretirement plans (1) ( 62 ) 17 ( 45 ) ( 186 ) 51 ( 135 ) Total other comprehensive income $ 13,748 $ ( 3,227 ) $ 10,521 $ 55,596 $ ( 13,151 ) $ 42,445 Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 Pre-Tax Amount Tax (Expense) Benefit After Tax Amount Pre-Tax Amount Tax (Expense) Benefit After Tax Amount (Dollars in thousands) Change in fair value of securities available for sale $ 36,678 $ ( 8,392 ) $ 28,286 $ 38,084 $ ( 9,414 ) $ 28,670 Less: net security losses reclassified into other non-interest expense — — — — — — Net change in fair value of securities available for sale 36,678 ( 8,392 ) 28,286 38,084 ( 9,414 ) 28,670 Change in fair value of cash flow hedges 7,144 ( 1,953 ) 5,191 ( 3,402 ) 930 ( 2,472 ) Less: net cash flow hedge losses reclassified into interest income or interest expense ( 4,902 ) 1,340 ( 3,562 ) ( 15,788 ) 4,316 ( 11,472 ) Net change in fair value of cash flow hedges 12,046 ( 3,293 ) 8,753 12,386 ( 3,386 ) 9,000 Amortization of net actuarial gains ( 24 ) 6 ( 18 ) ( 74 ) 20 ( 54 ) Amortization of net prior service costs 4 ( 2 ) 2 13 ( 4 ) 9 Net change in other comprehensive income for defined benefit postretirement plans (1) ( 20 ) 4 ( 16 ) ( 61 ) 16 ( 45 ) Total other comprehensive income $ 48,704 $ ( 11,681 ) $ 37,023 $ 50,409 $ ( 12,784 ) $ 37,625 (1) The amortization of prior service costs is included in the computation of net periodic pension cost as disclosed in Note 12 - Employee Benefit Plans within the Notes to the Consolidated Financial Statements included in Item 8 of the 2024 Form 10-K. 49 Table of Contents Information on the Company’s accumulated other comprehensive income (loss), net of tax, is comprised of the following components as of the dates indicated: Unrealized Gain (Loss) on Securities Unrealized Gain (Loss) on Cash Flow Hedge Defined Benefit Postretirement Plans Accumulated Other Comprehensive Income (Loss) (Dollars in thousands) 2025 Beginning balance: January 1, 2025 $ ( 79,488 ) $ ( 13,862 ) $ 3,343 $ ( 90,007 ) Net change in other comprehensive income (loss) 35,398 7,182 ( 135 ) 42,445 Ending balance: September 30, 2025 $ ( 44,090 ) $ ( 6,680 ) $ 3,208 $ ( 47,562 ) 2024 Beginning balance: January 1, 2024 $ ( 96,231 ) $ ( 20,575 ) $ 1,979 $ ( 114,827 ) Net change in other comprehensive income (loss) 28,670 9,000 ( 45 ) 37,625 Ending balance: September 30, 2024 $ ( 67,561 ) $ ( 11,575 ) $ 1,934 $ ( 77,202 ) NOTE 12 - COMMITMENTS AND CONTINGENCIES Financial Instruments with Off-Balance Sheet Risk In the normal course of business, the Company enters into various transactions to meet the financing needs of its customers, which, in accordance with GAAP, are not included in its Consolidated Balance Sheets. These transactions include commitments to extend credit and standby letters of credit, and loan exposures with recourse, which involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amounts recognized in the Consolidated Balance Sheets. The Company minimizes its exposure to loss under these commitments by subjecting them to credit approval and monitoring procedures. The Company enters into contractual commitments to extend credit, normally with fixed expiration dates or termination clauses, at specified rates and for specific purposes. Substantially all of these commitments to extend credit are contingent upon customers maintaining specific credit standards at the time of loan funding. The Company has certain loan exposures for which there is recourse. These loan relationships could require the Company to repurchase or cover certain losses per agreements for certain loans that are either sold or referred to third parties. Standby letters of credit are written conditional commitments issued to guarantee the performance of a customer to a third party. In the event the customer does not perform in accordance with the terms of the agreement with the third party, the Company would be required to fund the commitment. The maximum potential amount of future payments the Company could be required to make is represented by the contractual amount of the commitment. If the commitment were funded, the Company would be entitled to seek recovery from the customer. The Company’s policies generally require that standby letter of credit arrangements contain security and debt covenants similar to those contained in loan agreements. The fees collected in connection with the issuance of standby letters of credit are representative of the fair value of the Company’s obligation undertaken in issuing the guarantee. In accordance with applicable accounting standards related to guarantees, fees collected in connection with the issuance of standby letters of credit are deferred. The fees are then recognized in income proportionately over the life of the standby letter of credit agreement. The deferred standby letter of credit fees represent the fair value of the Company’s potential obligations under the standby letter of credit guarantees. The following table summarizes the above financial instruments at the dates indicated: September 30, 2025 December 31, 2024 (Dollars in thousands) Commitments to extend credit $ 6,134,484 $ 4,663,314 Loan exposures sold with recourse 132,878 141,151 Standby letters of credit 39,989 24,863 Deferred standby letter of credit fees 203 213 50 Table of Contents Lease Commitments The Company leases space for offices, parking, and ATM locations, as well as certain branch locations under non-cancellable operating leases. Several of these leases contain renewal options to extend lease terms for a period of 1 to 20 years. Additionally, during the second quarter of 2025, a lease agreement for the Company’s new headquarters became effective. The lease term is expected to commence in the second half of 2026. See the 2024 Form 10-K for information regarding leases and other commitments. Other Contingencies At September 30, 2025, the Bank was involved in pending lawsuits, which management has reviewed with legal counsel and has taken into consideration the view of counsel as to their outcome. In the opinion of management, the final disposition of pending lawsuits is not expected to have a material adverse effect on the Company’s financial position or results of operations. NOTE 13 - SEGMENT INFORMATION The Company is a bank holding company, the principal subsidiary of which is the Bank. The Bank provides a variety of banking, investment, and financial services through its retail branches, commercial banking centers, investment management offices, and mortgage lending centers throughout Eastern Massachusetts, as well as in Worcester County; Southern New Hampshire; and Rhode Island. The Bank is a community-oriented commercial bank, and has only one reportable segment, which is community banking. The community banking segment derives revenues primarily from providing loans to individuals and small-to-medium sized businesses in its market area. The accounting policies of the community banking segment are the same as those described in Note 1, “Summary of Significant Accounting Policies” within the Notes to Consolidated Financial Statements included in Item 8 of the 2024 Form 10-K . The Company’s reportable segment is determined by the Chief Executive Officer and Chief Financial Officer, who are the Company’s designated chief operating decision makers (“CODMs”), based upon information about the Company’s products and services offered to customers as part of its community banking operations. The CODMs assess performance for the community banking segment and decide how to allocate resources based on the Company’s consolidated net income and diluted earnings per share, as reported in the Consolidated Statements of Income. The significant expense categories reviewed by the CODMs are also consistent with those presented on the Consolidated Statements of Income, with an emphasis on interest expense on deposits and borrowings, as well as provision for credit losses, salaries and benefits, and occupancy and equipment costs. Other segment expenses are comprised of the remaining expense categories presented on the Consolidated Statements of Income, including other non-interest expenses. Other non-interest expenses are inclusive of costs related to professional services, advertising, technology and communications costs, and various other general and administrative costs. Net income and diluted earnings per share are used by the CODMs to monitor management’s budgeted results versus actual, as we ll as to benchmark the Company’s relative performance against other banking institutions in its peer group. The results of these mon itoring and benchmarking analyses are used in assessing performance of the community banking segment and to inform decisions surrounding general corporate strategy, capital allocations, and compensation. A sset details provided to the CODMs are consistent with those reported on the Consolidated Balance Sheets, with an emphasis on interest-earning assets, including loans and investment securities, which provide the majority of revenues generated by the community banking segment.