What changed in this filing

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Item 1. Financial Statements

2025-05-07 compared with 2024-11-06 · 174 added, 280 removed, 735 unchanged (38% of the section changed)

2 unchanged sentences

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

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

Three Months Ended March 31,

(In thousands, except per share data) 2025 2024

16 unchanged sentences

Insurance agency income 1,620 1,291

SBA gains 391 613 1,824 1,184

BOLI income 2,468 2,264

1 unchanged sentence

21,984 20,268

Securities gains (losses), net 187 ( 387 ) 372 ( 456 )

Securities gains, net 196 229

Total Noninterest Income 22,180 20,497

9 unchanged sentences

Amortization of intangibles 5,309 6,292

Other real estate owned expense and net loss on sale 491 274 356 412

OREO expense and net loss (gain) on sale 241 ( 26 )

Provision for credit losses on unfunded commitments 150 250

Merger-related charges 1,051 —

Other 7,073 6,532

1 unchanged sentence

Income Before Income Taxes 40,850 33,836

Provision for income taxes 8,602 9,076 25,341 21,962

Income tax expense 9,386 7,830

Net Income $ 31,464 $ 26,006

7 unchanged sentences

SEACOAST BANKING CORPORATION OF FLORIDA AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)

(In thousands) Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

(In thousands) Three Months Ended March 31,

Net Income $ 31,464 $ 26,006

Other comprehensive income (loss):

Unrealized gains (losses) on available-for-sale securities, net of tax expense of $ 14.4 million and $ 10.6 million for the three and nine months ended September 30, 2024, respectively, and net of tax benefit of $ 8.1 million and $ 9.3 million for the three and nine months ended September 30, 2023, respectively

44,972 ( 26,065 ) 33,477 ( 29,764 )

Amortization of unrealized losses on securities transferred to held-to-maturity, net of tax benefit of $ 3 thousand and $ 11 thousand for the three and nine months ended September 30, 2024, respectively, and net of tax benefit of $ 3 thousand and $ 10 thousand for the three and nine months ended September 30, 2023, respectively

Unrealized gains (losses) on available-for-sale securities, net of tax expense of $ 8.6 million for the three months ended March 31, 2025, and net of tax benefit of $ 1.6 million for the three months ended March 31, 2024

27,428 ( 7,916 )

Reclassification adjustment for losses (gains) included in net income, net of tax benefit of $ 68 thousand and $ 1.0 million for the three and nine months ended September 30, 2024, respectively, and net of tax expense of $ 1 thousand for the nine months ended September 30, 2023

Amortization of unrealized gains on securities transferred to held-to-maturity, net of tax benefit of $ 3 thousand for each of the three months ended March 31, 2025 and 2024

( 11 ) ( 11 )

Unrealized (losses) gains on derivatives designated as fair value hedges, net of reclassifications to income, net of tax benefit of $ 0.8 million and $ 0.6 million for the three and nine months ended September 30, 2024, respectively, and net of tax expense of $ 0.2 million and $ 1.8 million for the three and nine months ended September 30, 2023, respectively

Reclassification adjustment for losses included in net income, and net of tax benefit of $ 1.0 million for the three months ended March 31, 2024

Unrealized (losses) gains on derivatives designated as fair value hedges, net of reclassifications to income, net of tax benefit of $ 0.1 million for the three months ended March 31, 2025, and net of tax expense of $ 0.4 million for the three months ended March 31, 2024

( 270 ) 1,043

Unrealized gains on derivatives designated as cash flow hedges, net of reclassifications to income, net of tax expense of $ 43 thousand and $ 114 thousand for the three and nine months ended September 30, 2023, respectively

Total other comprehensive income (loss) $ 27,147 $ ( 4,078 )

3 unchanged sentences

CONSOLIDATED BALANCE SHEETS (Unaudited)

September 30, December 31,

March 31, December 31,

(In thousands, except share data) 2025 2024

5 unchanged sentences

Securities available-for-sale (at fair value) 2,627,959 2,226,543

Securities held-to-maturity (fair value $ 538.5 million at September 30, 2024 and $ 558.4 million at December 31, 2023)

Securities held-to-maturity (fair value $ 509.8 million at March 31, 2025 and $ 507.6 million at December 31, 2024)

624,650 635,186

5 unchanged sentences

Bank premises and equipment, net 108,478 107,555

Other real estate owned 6,421 7,560

OREO 7,176 6,421

Goodwill 732,417 732,417

6 unchanged sentences

Securities sold under agreements to repurchase 201,128 232,071

Federal Home Loan Bank (“FHLB”) borrowings

FHLB borrowings

465,000 245,000

3 unchanged sentences

Shareholders’ Equity

Common stock, par value $ 0.10 per share, authorized 120,000,000 shares, issued 86,142,157 and outstanding 85,441,001 at September 30, 2024, and authorized 120,000,000 , issued 85,480,183 and outstanding 84,861,498 shares at December 31, 2023

Common stock, par value $ 0.10 per share, authorized 120,000,000 shares, issued 86,333,738 and outstanding 85,618,257 at March 31, 2025, and authorized 120,000,000 , issued 86,284,017 and outstanding 85,567,712 shares at December 31, 2024

Additional paid-in capital 1,828,234 1,824,935

10 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Nine Months Ended September 30,

Three Months Ended March 31,

(In thousands) 2025 2024

4 unchanged sentences

Accretion of discounts on securities, net ( 807 ) ( 634 )

Amortization of operating lease right-of-use assets 6,148 5,993

Amortization of operating lease ROUAs 2,234 2,044

Other amortization and accretion, net 1,983 232

4 unchanged sentences

Deferred income taxes 857 4,299

(Gains) losses on securities ( 372 ) 456

Gains on securities ( 196 ) ( 229 )

Gains on sale of loans ( 1,992 ) ( 934 )

Losses (gains) on sale and write-downs of other real estate owned 134 ( 37 )

Losses on disposition of fixed assets and write-downs upon transfer of bank premises to other real estate owned 284 1,755

Losses (gains) on sale and write-downs of OREO 134 ( 26 )

Losses on disposition of fixed assets and write-downs upon transfer of bank premises to OREO 86 286

Changes in operating assets and liabilities, net of effects from acquired companies:

Net decrease in other assets 24,973 5,046

Net increase in other liabilities 4,606 1,684

Net (increase) decrease in other assets ( 8,048 ) 3,127

Net decrease in other liabilities ( 12,016 ) ( 11,129 )

Net cash provided by operating activities $ 31,006 $ 24,672

Cash Flows from Investing Activities

Maturities and repayments of debt securities available-for-sale 269,277 153,866

Maturities and repayments of debt securities held-to-maturity 34,361 58,357

Proceeds from sale of debt securities available-for-sale 104,425 30,490

Purchases of debt securities available-for-sale ( 651,360 ) ( 28,095 )

Maturities and repayments of debt securities AFS 121,302 50,888

Maturities and repayments of debt securities HTM 10,575 10,441

Proceeds from sale of debt securities AFS — 86,829

Purchases of debt securities AFS ( 485,904 ) ( 260,992 )

Maturities and redemptions of time deposits with other banks 1,721 989

2 unchanged sentences

Proceeds from the sale of loans held for investment 14,532 —

Proceeds from sale of other real estate owned 2,841 577

Proceeds from sale of OREO 97 1,243

Proceeds from sale of FHLB and Federal Reserve Bank stock 9,026 2,483

1 unchanged sentence

Proceeds from sale of Visa Class B shares — 4,104

Net cash from bank acquisitions — 141,674

Additions to bank premises and equipment ( 3,214 ) ( 762 )

Net cash (used in) provided by investing activities $ ( 396,209 ) $ 487,958

Net cash used in investing activities $ ( 513,315 ) $ ( 25,714 )

See notes to unaudited consolidated financial statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Nine Months Ended September 30,

Three Months Ended March 31,

(In thousands) 2025 2024

1 unchanged sentence

Net increase in deposits $ 332,369 $ 238,906

Net (decrease) increase in repurchase agreements ( 164,397 ) 104,421

Net decrease in FHLB borrowings with original maturities of three months or less — ( 220,000 )

Net decrease in repurchase agreements ( 30,943 ) ( 47,841 )

Repayments of FHLB borrowings with original maturities of more than three months ( 190,000 ) ( 50,000 )

1 unchanged sentence

Stock-based employee benefit plans 289 813

Repurchase of common stock ( 880 ) ( 45 )

Dividends paid ( 15,441 ) ( 15,294 )

Net cash provided by (used in) financing activities $ 451,176 $ ( 114,646 )

Net cash provided by financing activities $ 506,274 $ 236,584

Net increase in cash and cash equivalents 23,965 235,542

3 unchanged sentences

Cash paid for interest $ 68,270 $ 70,378

Cash paid (refunded) for taxes, net 10,888 ( 7,920 )

Recognition of operating lease right-of-use assets, other than through bank acquisitions, net of terminations — 2,068

Cash paid for taxes — —

Recognition of operating lease ROUAs, other than through bank acquisitions, net of terminations 7,866 —

Recognition of operating lease liabilities, other than through bank acquisitions, net of terminations 7,866 —

Supplemental disclosure of non-cash investing activities:

Transfers from loans to other real estate owned 953 —

Transfers from bank premises to other real estate owned 883 5,455

Transfers from loans to OREO 986 89

Transfers from bank premises to OREO — 883

See notes to unaudited consolidated financial statements.

8 unchanged sentences

(In thousands) Shares Amount Total

Balance at June 30, 2024

85,299 $ 8,530 $ 1,815,800 $ 492,805 $ ( 18,744 ) $ ( 168,010 ) $ 2,130,381

Comprehensive income — — — 30,651 — 42,840 73,491

Stock based compensation expense — — 4,128 — — — 4,128

Common stock transactions related to stock based employee benefit plans 142 84 1,122 — 64 — 1,270

Dividends on common stock ($ 0.18 per share)

— — — ( 15,420 ) — — ( 15,420 )

Three months ended September 30, 2024 142 84 5,250 15,231 64 42,840 63,469

Balance at September 30, 2024

85,441 $ 8,614 $ 1,821,050 $ 508,036 $ ( 18,680 ) $ ( 125,170 ) $ 2,193,850

Common Stock Paid-in

Capital Retained

Earnings Treasury

Stock Accumulated

Comprehensive

Income (Loss)

(In thousands) Shares Amount Total

Balance at December 31, 2024

3 unchanged sentences

Common stock transactions related to stock-based employee benefit plans 50 5 261 — 23 — 289

Repurchase of common stock ( 40 ) — — — ( 880 ) — ( 880 )

Dividends on common stock ($ 0.18 per share)

— — — ( 15,441 ) — — ( 15,441 )

Nine months ended September 30, 2024 580 128 12,167 40,731 ( 1,970 ) 34,708 85,764

Balance at September 30, 2024

85,441 $ 8,614 $ 1,821,050 $ 508,036 $ ( 18,680 ) $ ( 125,170 ) $ 2,193,850

Common Stock Paid-in

Capital Retained

Earnings Treasury

Stock Accumulated

Comprehensive

Income (Loss)

(In thousands) Shares Amount Total

Balance at June 30, 2023

85,086 $ 8,509 $ 1,809,431 $ 437,087 $ ( 14,171 ) $ ( 186,824 ) $ 2,054,032

Comprehensive income (loss) — — — 31,414 — ( 25,447 ) 5,967

Stock based compensation expense 30 — 3,194 — — — 3,194

Common stock transactions related to stock based employee benefit plans 34 6 443 — 136 — 585

Dividends on common stock ($ 0.18 per share)

— — — ( 15,384 ) — — ( 15,384 )

Three months ended September 30, 2023 64 6 3,637 16,030 136 ( 25,447 ) ( 5,638 )

Balance at September 30, 2023

Three months ended March 31, 2025 50 5 3,299 16,023 23 27,147 46,497

Balance at March 31, 2025

85,618 $ 8,633 $ 1,828,234 $ 542,665 $ ( 19,072 ) $ ( 130,720 ) $ 2,229,740

7 unchanged sentences

Balance at December 31, 2023 84,861 $ 8,486 $ 1,808,883 $ 467,305 $ ( 16,710 ) $ ( 159,878 ) $ 2,108,086

71,618 $ 7,162 $ 1,377,802 $ 423,863 $ ( 13,019 ) $ ( 188,033 ) $ 1,607,775

Comprehensive income (loss) — — — 26,006 — ( 4,078 ) 21,928

1 unchanged sentence

Common stock transactions related to stock-based employee benefit plans 74 8 841 — ( 36 ) — 813

Repurchase of common stock ( 3 ) — ( 45 ) — — — ( 45 )

Issuance of common stock, pursuant to acquisition 12,792 1,279 409,459 — — — 410,738

Conversion of options, pursuant to acquisition — — 10,304 — — — 10,304

Dividends on common stock ($ 0.18 per share)

— — — ( 15,294 ) — — ( 15,294 )

Nine months ended September 30, 2023 13,532 1,353 435,266 29,254 ( 1,016 ) ( 24,238 ) 440,619

Balance at September 30, 2023

85,150 $ 8,515 $ 1,813,068 $ 453,117 $ ( 14,035 ) $ ( 212,271 ) $ 2,048,394

Three months ended March 31, 2024 74 8 3,058 10,712 ( 36 ) ( 4,078 ) 9,664

Balance at March 31, 2024 84,935 $ 8,494 $ 1,811,941 $ 478,017 $ ( 16,746 ) $ ( 163,956 ) $ 2,117,750

SEACOAST BANKING CORPORATION OF FLORIDA AND SUBSIDIARIES

3 unchanged sentences

The accompanying unaudited consolidated financial statements of Seacoast Banking Corporation of Florida and its subsidiaries (the “Company”) have been prepared in accordance with U.S.

generally accepted accounting principles (“U.S.

GAAP for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.

3 unchanged sentences

Certain prior period amounts have been reclassified to conform to the current period presentation.

Operating results for the three and nine months ended September 30, 2024, are not necessarily indicative of the results that may be expected for the year ending December 31, 2024, or any other period.

Operating results for the three months ended March 31, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025, or any other period.

For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

5 unchanged sentences

Issued Accounting Standards

In November 2023, the FASB issued ASU 2023-07, “Improvements to Reportable Segment Disclosures.” ASU 2023-07 requires disclosure of significant segment expenses and other segment items on an interim and annual basis.

The standard is effective for fiscal years beginning after December 15, 2023 and for interim periods beginning after December 15, 2024.

The Company is evaluating the impact of the changes to its existing disclosures.

In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures.” ASU 2023-09 requires disclosure of specific categories in the income tax rate reconciliation and requires additional information for reconciling items that meet a quantitative threshold.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures .

ASU 2023-09 requires disclosure of specific categories in the income tax rate reconciliation and requires additional information for reconciling items that meet a quantitative threshold.

The standard requires an annual disclosure of income taxes paid, net of refunds received, disaggregated by federal, state and foreign taxes and to disaggregate the information by jurisdiction based on a quantitative threshold.

The standard is effective for fiscal years beginning after December 15, 2024 and early adoption is permitted.

The standard is effective for fiscal years beginning after December 15, 2024.

The Company does not expect the adoption of the standard to have a material impact on its disclosures.

In November 2024, the FASB issued ASU 2024-03, “Expense Disaggregation Disclosures.” ASU 2024-03 requires disclosure to disaggregate prescribed expenses within relevant income statement captions.

In November 2024, the FASB issued ASU 2024-03, Expense Disaggregation Disclosures .

ASU 2024-03 requires disclosure to disaggregate prescribed expenses within relevant income statement captions.

The standard is effective for fiscal years beginning after December 15, 2026 and for interim periods after December 15, 2027.

3 unchanged sentences

Basic earnings per common share are computed by dividing net income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period.

Diluted earnings per share are based on the weighted-average number of common shares outstanding during each period, plus common share equivalents, calculated for share-based awards outstanding using the treasury stock method.

For the three and nine months ended September 30, 2024, options to purchase shares of the Company’s common stock totaling 327,006 and 328,045 , respectively, were anti-dilutive.

For the three and nine months ended September 30, 2023, 368,968 options to purchase shares of the Company’s common stock were anti-dilutive.

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

Diluted EPS are based on the weighted-average number of common shares outstanding during each period, plus common share equivalents, calculated for share-based awards outstanding using the treasury stock method.

For the three months ended March 31, 2025, 327,620 options to purchase shares of the Company’s common stock were anti-dilutive.

For the three months ended March 31, 2024, 327,006 options to purchase shares of the Company’s common stock were anti-dilutive.

Three Months Ended March 31,

(Dollars in thousands, except per share data) 2025 2024

6 unchanged sentences

Average common shares outstanding 84,648 84,908

Dilutive effect of employee restricted stock and stock options 635 524 596 536

Dilutive effect of restricted stock and stock options 740 362

Average diluted shares outstanding 85,388 85,270

1 unchanged sentence

Note 3 – Securities

The amortized cost, gross unrealized gains and losses and fair value of securities available-for-sale (“AFS”) and held-to-maturity (“HTM”) at September 30, 2024 and December 31, 2023 are summarized as follows:

September 30, 2024

The amortized cost, gross unrealized gains and losses and fair value of AFS and HTM securities at March 31, 2025 and December 31, 2024 are summarized as follows:

March 31, 2025

(In thousands) Amortized

40 unchanged sentences

Totals $ 635,186 $ — $ ( 127,592 ) $ 507,594

During the three months ended September 30, 2024, debt securities with a fair value of $ 17.6 million were sold, with gross losses of $ 0.3 million.

There were no sales of debt securities during the three months ended September 30, 2023.

nine months ended September 30, 2024, debt securities with a fair value of $ 104.4 million were sold, with gross losses of $ 4.0 million.

During the nine months ended September 30, 2023, debt securities with a fair value of $ 22.1 million obtained in the acquisition of Professional Holding Corp.

(“Professional”) were sold.

No gain or loss was recognized on the sale.

There were $ 8.4 million in other sales of securities during the nine months ended September 30, 2023, with gross gains of $ 24 thousand and gross losses of $ 19 thousand.

Included in “Securities gains (losses), net” are increases of $ 0.5 million and $ 0.3 million, respectively, for the three and nine months ended September 30, 2024, and decreases of $ 0.4 million and $ 0.5 million, respectively, for the three and nine months ended September 30, 2023 in the value of investments in mutual funds that invest in Community Reinvestment Act (“CRA”)-qualified debt securities.

At September 30, 2024, debt securities with a fair value of $ 1.5 billion were pledged primarily as collateral for public deposits and secured borrowings.

The amortized cost and fair value of securities HTM and AFS as of September 30, 2024, by contractual maturity, are shown below.

During the three months ended March 31, 2025, there were no sales of securities.

During the three months ended March 31, 2024, debt securities with a fair value of $ 86.8 million were sold, with gross losses of $ 3.8 million.

Included in “Securities

gains (losses), net” are increases of $ 0.2 million for the three months ended March 31, 2025, and decreases of $ 0.1 million, for the three months ended March 31, 2024 in the value of investments in mutual funds that invest in CRA-qualified debt securities.

At March 31, 2025, debt securities with a fair value of $ 1.4 billion were pledged primarily as collateral for public deposits and secured borrowings.

The amortized cost and fair value of securities HTM and AFS as of March 31, 2025, by contractual maturity, are shown below.

Expected maturities will differ from contractual maturities because prepayments of the underlying collateral for these securities may occur, due to the right to call or repay obligations with or without call or prepayment penalties.

18 unchanged sentences

The tables below indicate the fair value of AFS debt securities with unrealized losses for which no allowance for credit losses has been recorded.

September 30, 2024

March 31, 2025

Less Than 12 Months 12 Months or Longer Total 1

29 unchanged sentences

Obligations of state and political subdivisions 319 ( 15 ) 5,371 ( 1,434 ) 5,690 ( 1,449 )

Other debt securities 10,579 ( 101 ) — — 10,579 ( 101 )

Totals $ 717,899 $ ( 7,996 ) $ 978,673 $ ( 203,342 ) $ 1,696,572 $ ( 211,338 )

1 Comprised of 377 individual securities.

At September 30, 2024, the Company had unrealized losses of $ 0.3 million on U.S.

At March 31, 2025, the Company had unrealized losses of $ 0.4 million on U.S.

Treasury securities and obligations of U.S.

6 unchanged sentences

Based on the assessment of all relevant factors, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality, and expects to recover the entire amortized cost basis of these securities.

Therefore, at September 30, 2024, no allowance for credit losses has been recorded.

At September 30, 2024, the Company had unrealized losses of $ 170.2 million on commercial and residential mortgage-backed securities and collateralized mortgage obligations issued by government-sponsored entities having a fair value of $ 1.1 billion.

Therefore, at March 31, 2025, no allowance for credit losses has been recorded.

At March 31, 2025, the Company had unrealized losses of $ 173.9 million on commercial and residential mortgage-backed securities and collateralized mortgage obligations issued by government-sponsored entities having a fair value of $ 1.3 billion.

These securities are either explicitly or implicitly guaranteed by the U.S.

1 unchanged sentence

The implied government guarantee of principal and interest payments and the high credit rating of the portfolio provide a sufficient basis for the current expectation that there is no risk of loss if default were to occur.

Based on the assessment of all relevant factors, the Company believes that the unrealized loss positions on these debt securities are a function of changes in

investment spreads and interest rate movements and not changes in credit quality, and expects to recover the entire amortized cost basis of these securities.

Therefore, at September 30, 2024, no allowance for credit losses has been recorded.

At September 30, 2024, the Company had $ 7.0 million of unrealized losses on private label residential and commercial mortgage-backed securities and collateralized mortgage obligations having a fair value of $ 106.7 million.

Therefore, at March 31, 2025, no allowance for credit losses has been recorded.

At March 31, 2025, the Company had $ 7.0 million of unrealized losses on private label residential and commercial mortgage-backed securities and collateralized mortgage obligations having a fair value of $ 98.3 million.

The securities have weighted- average credit support of 22 %.

Based on the evaluation of available information relevant to collectibility, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality, and expects to recover the entire amortized cost basis of these securities.

Therefore, at September 30, 2024, no allowance for credit losses has been recorded.

At September 30, 2024, the Company had $ 0.2 million of unrealized losses in floating rate collateralized loan obligations (“CLOs”) having a fair value of $ 61.6 million.

Therefore, at March 31, 2025, no allowance for credit losses has been recorded.

At March 31, 2025, the Company had $ 0.6 million of unrealized losses in floating rate CLOs having a fair value of $ 121.9 million.

CLOs are special purpose vehicles and those in which the Company has invested are nearly all first-lien, broadly syndicated corporate loans across a diversified band of industries while providing support to senior tranche investors.

As of September 30, 2024, all positions held by the Company are in AAA and AA tranches, with weighted average credit support of 38 % and 30 %, respectively.

As of March 31, 2025, all positions held by the Company are in AAA and AA tranches, with weighted-average credit support of 36 % and 28 %, respectively.

The Company evaluates the securities for potential credit losses by modeling expected loan-level defaults, recoveries, and prepayments for each CLO security.

Therefore, at September 30, 2024, no allowance for credit losses has been recorded.

At September 30, 2024, the Company had $ 1.2 million of unrealized losses on municipal securities having a fair value of $ 5.6 million.

Therefore, at March 31, 2025, no allowance for credit losses has been recorded.

At March 31, 2025, the Company had $ 1.5 million of unrealized losses on municipal securities having a fair value of $ 5.6 million.

These securities are highly rated issuances of state or local municipalities, all of which are continuing to make timely contractual payments.

As a result, as of September 30, 2024, no allowance for credit losses has been recorded.

As a result, as of March 31, 2025, no allowance for credit losses has been recorded.

All HTM debt securities are issued by government-sponsored entities, which are either explicitly or implicitly guaranteed by the U.S.

1 unchanged sentence

The implied government guarantee of principal and interest payments, and the high credit rating of the HTM portfolio provide sufficient basis for the current expectation that there is no risk of loss if a default were to occur.

As a result, as of September 30, 2024, no allowance for credit losses has been recorded.

As a result, as of March 31, 2025, no allowance for credit losses has been recorded.

The Company has the intent and ability to hold these securities until maturity.

Included in Other Assets at September 30, 2024 and December 31, 2023 is $ 77.2 million and $ 67.7 million, respectively, of FHLB and Federal Reserve Bank (“FRB”) stock stated at par value.

Included in Other Assets at March 31, 2025 and December 31, 2024 is $ 88.3 million and $ 77.3 million, respectively, of FHLB and FRB stock stated at par value.

The Company has not identified events or changes in circumstances which may have a significant adverse effect on the fair value of these cost method investment securities.

Accrued interest receivable on AFS and HTM debt securities of $ 8.4 million and $ 1.1 million, respectively, at September 30, 2024, and $ 7.9 million and $ 1.1 million, respectively, at December 31, 2023, is included in Other Assets.

Also included in Other Assets are investments in CRA-qualified mutual funds carried at fair value of $ 13.9 million and $ 13.6 million at September 30, 2024 and December 31, 2023, respectively.

At December 31, 2023, the Company held 11,330 shares of Visa Class B stock.

During the nine months ended September 30, 2024, the Company sold all of its Visa Class B stock, receiving net proceeds of $ 4.1 million.

The ownership of Visa stock was related to prior ownership in Visa’s network while Visa operated as a cooperative, and was recorded on the Company’s financial records at a zero basis.

Accrued interest receivable on AFS and HTM debt securities of $ 10.4 million and $ 1.0 million, respectively, at March 31, 2025, and $ 9.2 million and $ 1.0 million, respectively, at December 31, 2024, is included in Other Assets.

Also included in Other Assets are investments in CRA-qualified mutual funds carried at fair value of $ 13.7 million and $ 13.5 million at March 31, 2025 and December 31, 2024, respectively.

Note 4 – Loans

1 unchanged sentence

• Construction and land development:

Loans are extended to both commercial and consumer customers which are collateralized by and for the purpose of funding land development and construction projects, including 1-4 family residential, multi-family, and non-farm residential property where the primary source of repayment is from proceeds of the sale, refinancing or permanent financing of the property.

Loans are extended to both commercial and consumer customers which are collateralized by and for the purpose of funding land development and construction projects, including commercial, 1-4 family residential, multi-family, and non-farm residential properties where the primary source of repayment is from proceeds of the sale, refinancing or permanent financing of the property.

• Commercial real estate - owner occupied:

15 unchanged sentences

The segment includes both installment loans and lines of credit which may be collateralized or non-collateralized.

The following tables present net loan balances by segment for portfolio loans, purchased credit deteriorated loans (“PCD”) and loans purchased which are not considered credit deteriorated (“Non-PCD”) as of:

September 30, 2024

The following tables present net loan balances by segment for portfolio loans, PCD and loans purchased which are not considered credit deteriorated (“Non-PCD”) as of:

March 31, 2025

(In thousands) Portfolio Loans Acquired Non-PCD Loans PCD Loans Total

15 unchanged sentences

Totals $ 7,452,172 $ 2,669,695 $ 178,083 $ 10,299,950

The amortized cost basis of loans included net deferred costs of $ 44.9 million at September 30, 2024 and $ 43.1 million at December 31, 2023.

At September 30, 2024, the remaining fair value adjustments on acquired loans were $ 141.8 million, or 4.5 % of the outstanding acquired loan balances, compared to $ 174.0 million, or 4.8 % of the acquired loan balances at December 31, 2023.

The amortized cost basis of loans included net deferred costs of $ 47.0 million at March 31, 2025 and $ 43.9 million at December 31, 2024.

At March 31, 2025, the remaining fair value adjustments on acquired loans were $ 119.5 million, or 4.3 % of the outstanding acquired loan balances, compared to $ 128.1 million, or 4.3 % of the acquired loan balances at December 31, 2024.

The discount is accreted into interest income over the remaining lives of the related loans on a level yield basis.

During the nine months ended September 30, 2024, $ 9.1 million in loans previously held for investment were sold, resulting in a net gain of $ 0.9 million.

Accrued interest receivable is included within Other Assets and was $ 38.8 million and $ 39.4 million at September 30, 2024 and December 31, 2023, respectively.

The following tables present the status of net loan balances as of September 30, 2024 and December 31, 2023.

September 30, 2024

Accrued interest receivable is included within Other Assets and was $ 39.0 million and $ 38.1 million at March 31, 2025 and December 31, 2024, respectively.

The following tables present the status of net loan balances as of March 31, 2025 and December 31, 2024.

March 31, 2025

(In thousands) Current Accruing

58 unchanged sentences

Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current, and future payments are reasonably assured.

The Company recognized interest income of $ 0.2 million and $ 0.4 million on nonaccrual loans during the three months ended September 30, 2024 and September 30, 2023, respectively.

The Company recognized $ 1.1 million and $ 0.8 million in interest income on nonaccrual loans during the nine months ended September 30, 2024 and September 30, 2023, respectively.

The following tables present net balances of loans on nonaccrual status and the related allowance for credit losses, if any, as of:

September 30, 2024

(In thousands) Nonaccrual Loans With No Related Allowance Nonaccrual Loans With an Allowance Total Nonaccrual Loans Allowance for Credit Losses

The Company recognized interest income of $ 0.7 million and $ 0.2 million on nonaccrual loans during the three months ended March 31, 2025 and March 31, 2024, respectively.

The following tables present net balances of loans on nonaccrual status as of:

March 31, 2025

(In thousands) Nonaccrual Loans With No Related Allowance Nonaccrual Loans With an Allowance Total Nonaccrual Loans

Construction and land development $ 492 $ 622 $ 1,114

6 unchanged sentences

December 31, 2024

(In thousands) Nonaccrual Loans With No Related Allowance Nonaccrual Loans With an Allowance Total Nonaccrual Loans Allowance for Credit Losses

(In thousands) Nonaccrual Loans With No Related Allowance Nonaccrual Loans With an Allowance Total Nonaccrual Loans

Construction and land development $ 492 $ 660 $ 1,152

15 unchanged sentences

The following tables present the risk rating of loans and year-to-date 1 gross charge offs by year of origination as of:

September 30, 2024

March 31, 2025

(In thousands) 2025 2024 2023 2022 2021 Prior Revolving Total

48 unchanged sentences

Gross Charge Offs $ 165 $ 61 $ 7 $ 1,313 $ 790 $ 5,536 $ 405 $ 8,277

1 Represents gross charge-offs for the nine months ended September 30, 2024.

1 Represents gross charge-offs for the three months ending March 31, 2025.

December 31, 2024

49 unchanged sentences

Gross Charge Offs $ 789 $ 457 $ 8,412 $ 15,497 $ 384 $ 4,953 $ 1,373 $ 31,865

1 Represents gross charge-offs for the year ended December 31, 2023.

1 Represents gross charge-offs for the year ending December 31, 2024.

Troubled Borrower Modifications

The following table presents the amortized cost of troubled borrower modification (“TBM”) loans that were modified during the nine months ended September 30, 2024.

There were five loans with an amortized cost of $ 0.9 million modified as a TBM during the nine months ended September 30, 2023.

September 30, 2024

The following tables present the amortized cost of TBM loans that were modified during the three months ended March 31, 2025 and March 31, 2024.

March 31, 2025

(In thousands) Rate Reduction or Rate Reduction with Term Extension

8 unchanged sentences

Totals $ 167 $ 1,439 $ 1,606 0.02 %

1 At September 30, 2024, there were no unfunded lending related commitments associated with TBMs.

The following table presents the payment status of TBM loans that were modified in the twelve months prior to September 30, 2024.

September 30, 2024

1 At March 31, 2025, the unfunded lending related commitments associated with TBM were immaterial.

March 31, 2024

(In thousands) Rate Reduction or Rate Reduction with Term Extension

Term Extension and/or Payment Delay Total 1

% of Total Class of Loans

Commercial real estate - owner occupied $ 3,324 $ — $ 3,324 0.20 %

Commercial real estate - non-owner occupied 810 — 810 0.02

Residential real estate — 31 31 —

Commercial and financial 2,631 57 2,688 0.17

Consumer — 523 523 0.22

Totals $ 6,765 $ 611 $ 7,376 0.07 %

1 At March 31, 2024, there were no unfunded lending related commitments associated with TBMs.

The following tables present the payment status of TBM loans that were modified in the twelve months prior to March 31, 2025 and in the twelve months prior to March 31, 2024.

March 31, 2025

(In thousands) Current Accruing

4 unchanged sentences

Commercial real estate - owner occupied 94 — — — — 94

Commercial real estate - non-owner occupied — — — — 3,319 3,319

Residential real estate 95 — — — 571 666

2 unchanged sentences

Totals $ 1,590 $ — $ — $ — $ 1,207 $ 2,797

TBM loans modified in the prior 12 months with a payment default during the nine months ending September 30, 2024 were immaterial.

Note 5 – Allowance for Credit Losses

Activity in the allowance for credit losses is summarized as follows:

Three Months Ended September 30, 2024

(In thousands) Beginning

Balance Provision

Losses Charge-

Offs Recoveries Ending

Construction and land development $ 5,493 $ 1,562 $ — $ 3 $ 7,058

March 31, 2024

(In thousands) Current Accruing

30-59 Days Past Due Accruing

60-89 Days Past Due Accruing

Than 90 Days Nonaccrual Total

Commercial real estate - owner occupied $ 522 $ — $ — $ — $ 2,802 $ 3,324

4 unchanged sentences

Totals $ 5,037 $ 290 $ 148 $ 231 $ 16,771 $ 22,477

Three Months Ended September 30, 2023

There were no TBM loans modified in the prior 12 months with a payment default during the three months ended March 31, 2025 and three months ended March 31, 2024.

Note 5 – Allowance for Credit Losses

Activity in the allowance for credit losses is summarized as follows:

Three Months Ended March 31, 2025

(In thousands) Beginning

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Totals $ 138,055 $ 9,250 $ ( 8,277 ) $ 1,239 $ 140,267

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2024

(In thousands) Beginning

9 unchanged sentences

Totals $ 148,931 $ 1,368 $ ( 4,628 ) $ 998 $ 146,669

Nine Months Ended September 30, 2023

(In thousands) Beginning Balance Allowance on PCD Loans Acquired During the Period Provision for Credit Losses Charge- Offs Recoveries Ending Balance

Construction and land development $ 6,464 $ 5 $ 1,208 $ — $ 8 $ 7,685

Commercial real estate - owner occupied 6,051 139 ( 127 ) — 2 6,065

Commercial real estate - non-owner occupied 43,258 647 8,461 ( 109 ) 184 52,441

Residential real estate 29,605 400 8,659 ( 312 ) 383 38,735

Commercial and financial 15,648 17,527 11,548 ( 15,183 ) 1,985 31,525

Consumer 12,869 161 3,779 ( 3,864 ) 265 13,210

Totals $ 113,895 $ 18,879 $ 33,528 $ ( 19,468 ) $ 2,827 $ 149,661

Management establishes the allowance using relevant available information from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts.

Forecast data is sourced from Moody’s Analytics (“Moody’s”), a firm widely recognized for its research, analysis, and economic forecasts.

Forecast data is sourced from Moody’s, a firm widely recognized for its research, analysis, and economic forecasts.

The forecasts of future economic conditions are over the expected remaining life of the loan using economic forecasts that revert to long-term historical averages over time.

As of September 30, 2024 and December 31, 2023, the Company utilized a multiple scenario model comprised of a blend of Moody’s economic scenarios and considered the uncertainty associated with the assumptions in the scenarios, including continued actions taken by the Federal Reserve with regard to monetary policy and interest rates and the potential impact of those actions.

As of March 31, 2025 and December 31, 2024, the Company utilized a multiple scenario model comprised of a blend of Moody’s economic scenarios.

Outcomes could differ from the scenarios utilized, and the Company incorporated qualitative considerations reflecting the risk of uncertain economic conditions, and for additional dimensions of risk that may not be captured in the quantitative model.

The following section discusses changes in the level of the allowance for credit losses for the three months ended September 30, 2024.

The allowance decreased $ 1.2 million, or 0.8 %, during the third quarter of 2024 to $ 140.5 million, or 1.38 % of loans held for investment as of September 30, 2024.

In the Construction and Land Development segment, the increase in allowance is due to continued uncertainty in connection with commercial real estate markets.

The following section discusses changes in the level of the allowance for credit losses for the three months ended March 31, 2025.

The allowance increased $ 2.2 million, or 1.6 %, during the first quarter of 2025 to $ 140.3 million, or 1.34 % of loans held for investment as of March 31, 2025.

In the Construction and Land Development segment, the decrease in allowance is primarily due to a decrease in outstanding loan balances.

In this segment, the primary source of repayment is typically from proceeds of the sale or permanent financing of the underlying property;

therefore, industry and collateral type and estimated collateral values are among the relevant factors in assessing expected losses.

In the Commercial Real Estate - Owner-Occupied segment, the allowance increased nominally due to an increase in loan balances and continued uncertainty in connection with commercial real estate valuations broadly and uncertainty associated with the economy.

In the Commercial Real Estate - Owner-Occupied segment, the allowance increased due to an increase in loan balances and increased uncertainty in the macroeconomic environment.

Risk characteristics include, but are not limited to, collateral type, note structure and loan seasoning.

In the Commercial Real Estate - Non-Owner-Occupied segment, the allowance increased slightly driven by higher loan balances and was partially offset by the charge-off of one nonaccrual loan.

In the Commercial Real Estate - Non-Owner-Occupied segment, the allowance increase is driven by higher loan balances and increased uncertainty associated with the economy.

Repayment is often dependent upon rental income from the successful operation of the underlying property or from the sale of the property.

1 unchanged sentence

Collateral type, note structure, and loan seasoning are among the risk characteristics analyzed for this segment.

The Residential Real Estate segment includes first mortgages secured by residential property, and home equity lines of credit.

Allowance levels were essentially flat from last quarter.

The Residential Real Estate segment includes residential mortgage, home equity loans, and HELOCs.

The increase in the allowance is reflective of an increase in outstanding loan balances.

Risk characteristics considered for this segment include, but are not limited to, borrower FICO score, lien position, loan to value ratios, and loan seasoning.

In the Commercial and Financial segment, borrowers are primarily small to medium sized professional firms and other businesses, and loans are generally supported by projected cash flows of the business, collateralized by business assets, and/or guaranteed by the business owners.

The decrease in the allowance is primarily driven by the charge-off of one nonaccrual relationship that was previously individually reserved.

The allowance change in the first quarter included an increase due to higher loan balances, which was offset by the charge-off of loans that were previously reserved.

Industry, collateral type, estimated collateral values, and loan seasoning are among the relevant factors in assessing expected losses.

1 unchanged sentence

Risk characteristics considered for this segment include, but are not limited to, collateral type, loan to value ratios, loan seasoning and FICO score.

The decrease in allowance for consumer loans was driven by lower loan balances and improved economic forecasts.

The decrease in allowance for consumer loans was driven by the continued decline in loan balances associated with a portfolio of acquired unsecured loans.

Note 6 – Derivatives

7 unchanged sentences

Interest Rate Swaps Designated as Fair Value Hedges

The Company has entered into interest rate swap contracts to hedge the risk of changes in fair value of the AFS securities portfolio due to changes in the Secured Overnight Financing Rate (“SOFR”).

The Company has entered into interest rate swap contracts to hedge the risk of changes in fair value of the AFS securities portfolio due to changes in the SOFR.

The Company considers these derivatives to be highly effective at offsetting changes in interest rates and assesses the effectiveness on a quarterly basis.

1 unchanged sentence

These derivative instruments are primarily for risk management purposes.

For the three and nine months ended September 30, 2024, the Company recognized, through other comprehensive income, net losses of $ 2.8 million and $ 2.0 million, respectively, and reclassified net gains of $ 0.3 million in each period out of accumulated other comprehensive income into interest income.

For each of the three and nine months ended September 30, 2023, the Company recognized nominal amounts through other comprehensive income, and reclassified $ 0.2 million and $ 0.5 million, respectively, out of accumulated other comprehensive income into interest income.

For the three months ended March 31, 2025, the Company recognized, through other comprehensive income, net losses of $ 0.4 million, and reclassified net gains of $ 2 thousand out of accumulated other comprehensive income into interest income.

For the three months ended March 31, 2024, the Company recognized through other comprehensive income, net gains of $ 4.0 million, and reclassified net gains of $ 61 thousand out of accumulated other comprehensive income into interest income.

The Company has entered into interest rate swap contracts to hedge the risk of changes in the fair value of a pool of residential mortgages due to changes in SOFR.

3 unchanged sentences

These derivative instruments are primarily for risk management purposes.

For the three and nine months ended September 30, 2024, the Company recognized gains through interest income of $ 0.9 million and $ 1.8 million, respectively.

For the three months ended March 31, 2025 and March 31, 2024, the Company recognized gains through interest income of $ 48 thousand and $ 0.4 million, respectively.

(In thousands) Notional Amount Fair Value Balance Sheet Category

September 30, 2024

March 31, 2025

Interest rate contracts 1

1 unchanged sentence

Securities fair value hedges 400,000 125 Other Assets

Residential mortgage fair value hedges 400,000 794 Other Liabilities

Residential mortgage fair value hedges 400,000 16 Other Assets and Other Liabilities

December 31, 2024

2 unchanged sentences

Securities fair value hedges 400,000 436 Other Assets

Residential mortgage fair value hedges 200,000 75 Other Liabilities

1 Interest rate contracts include risk participation agreements with notional amounts of $ 18.4 million and $ 9.4 million at September 30, 2024, and December 31, 2023, respectively with nominal fair value in both periods.

Residential mortgage fair value hedges 400,000 121 Other Assets and Other Liabilities

1 Interest rate contracts include risk participation agreements with notional amounts of $ 28.9 million and $ 28.9 million at March 31, 2025, and December 31, 2024, respectively with nominal fair value in both periods.

The following table presents amounts recorded on the Consolidated Balance Sheet related to cumulative basis adjustments for fair value hedges.

Carrying amount of the hedged items Cumulative amount of fair value hedging adjustment included in the carrying amount of the hedged items

(In thousands) September 30, 2024 December 31, 2023 September 30, 2024 December 31, 2023

(In thousands) March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024

Securities available-for-sale 1

1 unchanged sentence

582,314 596,632 234 283

1 At September 30, 2024, and December 31, 2023, the amortized cost basis and unallocated basis adjustments used in hedging relationships was $ 608.4 million and $ 680.6 million, respectively.

1 At March 31, 2025, and December 31, 2024, the amortized cost basis and unallocated basis adjustments used in hedging relationships was $ 540.4 million and $ 553.8 million, respectively.

Refer to “Note 3 - Securities” for a reconciliation of the amortized cost and fair value of AFS securities.

2 These amounts represent the amortized cost basis of closed portfolios used to designate hedging relationships in which the hedged item is the stated amount of assets in the closed portfolios anticipated to be outstanding for the designated hedge period.

At September 30, 2024, the portfolio layer method was $ 400 million, of which $ 400 million was designated as hedged.

At March 31, 2025, the portfolio layer method was $ 400 million, of which $ 400 million was designated as hedged.

At December 31, 2024, the portfolio layer method was $ 400 million, of which $ 400 million was designated as hedged.

3 unchanged sentences

Company securities pledged were as follows by collateral type and maturity as of:

(In thousands) September 30, 2024 December 31, 2023

(In thousands) March 31, 2025 December 31, 2024

Fair value of pledged securities - overnight and continuous:

2 unchanged sentences

Note 8 – Regulatory Capital

The Company is well-capitalized and at September 30, 2024, the Company and the Company’s principal banking subsidiary, Seacoast Bank, exceeded the Common Equity Tier 1 “(CET1)” capital ratio regulatory threshold of 6.5 % for well-capitalized institutions under the Basel III standardized transition approach, as well as risk-based and leverage ratio requirements for well-capitalized banks under the regulatory framework for prompt corrective action.

The Company is well-capitalized and at March 31, 2025, the Company and the Company’s principal banking subsidiary, Seacoast Bank, exceeded the CET1 capital ratio regulatory threshold of 6.5 % for well-capitalized institutions under the Basel III standardized transition approach, as well as risk-based and leverage ratio requirements for well-capitalized banks under the regulatory framework for prompt corrective action.

Note 9 – Contingent Liabilities

2 unchanged sentences

Note 10 – Fair Value

Under ASC Topic 820, fair value measurements for items measured at fair value on a recurring and nonrecurring basis at September 30, 2024 and December 31, 2023 included:

Under ASC Topic 820, fair value measurements for items measured at fair value on a recurring and nonrecurring basis at March 31, 2025 and December 31, 2024 included:

(In thousands) Fair Value

2 unchanged sentences

(Level 2) Significant

At September 30, 2024

At March 31, 2025

Financial Assets

6 unchanged sentences

1,950 — — 1,950

Other real estate owned 3

7,176 — — 7,176

13 unchanged sentences

1,839 — — 1,839

Other real estate owned 3

6,421 — — 6,421

9 unchanged sentences

Recurring fair value basis is determined using market quotations.

Loans and other real estate owned:

Fair values of collateral-dependent real estate loans and other real estate owned are based on recent real estate appraisals less estimated costs of sale.

Loans and OREO:

Fair values of collateral-dependent real estate loans and OREO are based on recent real estate appraisals less estimated costs of sale.

Evaluations may use either a single valuation approach or a combination of approaches, such as comparative sales, cost and/or income approach.

1 unchanged sentence

As such, the fair values of these loans and properties are considered Level 3 in the fair value hierarchy.

Collateral-dependent loans measured at fair value totaled $ 6.1 million with a specific reserve of $ 2.1 million at September 30, 2024, compared to $ 17.8 million with a specific reserve of $ 2.6 million at December 31, 2023.

Collateral-dependent loans measured at fair value totaled $ 2.1 million with a specific reserve of $ 0.1 million at March 31, 2025, compared to $ 3.0 million with a specific reserve of $ 1.2 million at December 31, 2024.

For recurring fair value measurements, transfers between levels of the fair value hierarchy are recognized on the actual date of the event or circumstances that caused the transfer, which generally coincides with the Company’s monthly and/or quarterly valuation process.

During the nine months ended September 30, 2024, there were no such transfers.

During the three months ended March 31, 2025, there were no such transfers.

For additional information on the valuation techniques and significant inputs for Level 2 and Level 3 assets and liabilities that are measured at fair value on a recurring basis, see “Note 16 - Fair Value” of the Annual Report on Form 10-K for the year ended December 31, 2024.

The carrying amount and fair value of the Company’s other financial instruments that were not disclosed previously in the balance sheet and for which carrying amount is not fair value as of September 30, 2024 and December 31, 2023 is as follows:

The carrying amount and fair value of the Company’s other financial instruments that were not disclosed previously in the balance sheet and for which carrying amount is not fair value as of March 31, 2025 and December 31, 2024 is as follows:

(In thousands) Carrying Amount Quoted Prices in Active Markets for Identical Assets

1 unchanged sentence

(Level 2) Significant Unobservable Inputs

September 30, 2024

March 31, 2025

Financial Assets

20 unchanged sentences

cash and due from banks, interest bearing deposits with other banks, and securities sold under agreements to repurchase.

The following methods and assumptions were used to estimate the fair value of each class of financial instrument for which it is practicable to estimate that value at September 30, 2024 and December 31, 2023:

The following methods and assumptions were used to estimate the fair value of each class of financial instrument for which it is practicable to estimate that value at March 31, 2025 and December 31, 2024:

Held-to-maturity debt securities :

6 unchanged sentences

Each loan category is further segmented into fixed and adjustable-rate interest terms as well as performing and nonperforming categories.

The fair value of loans is calculated by discounting scheduled cash flows through the estimated life including prepayment considerations, using estimated market discount rates that reflect the risks inherent in the loan.

The fair value approach considers market-driven variables including credit related factors and reflects an “exit price” as defined in ASC Topic 820.

Investments at NAV :

The Company has equity investments in SBICs accounted for under the fair value practical expedient of NAV totaling $ 23.2 million at March 31, 2025 and $ 21.1 million at December 31, 2024, which are not included in the fair value hierarchy.

These investments are made primarily through various SBIC funds as a strategy to provide expansion and growth opportunities to small businesses and are subject to various risks, including market, liquidity and credit risk.

SBICs are generally structured to operate for approximately 10 years and the Company’s investments are not redeemable.

Distributions are received through the liquidation of the underlying assets, which is expected to occur over the next 5 - 10 years.

Unfunded commitments related to these investments were $ 7.1 million at both March 31, 2025 and December 31, 2024.

Deposit liabilities :

2 unchanged sentences

Note 11 – Business Combinations

Acquisition of Professional Holding Corp.

On January 31, 2023, the Company completed its acquisition of Professional Holding Corp.

(“Professional”).

Simultaneously, upon completion of the merger of Professional and the Company, Professional Bank was merged with and into Seacoast Bank.

Prior to the acquisition, Professional Bank operated nine branches across South Florida.

The transaction further expanded the Company’s presence in the tri-county South Florida market, which includes Miami-Dade, Broward, and Palm Beach counties, Florida’s largest metropolitan statistical area and the 8th largest in the nation.

The Company acquired 100 % of the outstanding common stock of Professional.

Under the terms of the merger agreement, Professional shareholders received 0.8909 shares of Seacoast common stock for each share of Professional common stock held immediately prior to the merger, and Professional option holders received options to purchase Seacoast common stock, with the number of shares underlying each such option and the applicable exercise price adjusted using the same 0.8909 exchange ratio.

(In thousands, except per share data) January 31, 2023

Number of Professional common shares outstanding 14,358

Per share exchange ratio 0.8909

Number of shares of SBCF common stock issued 12,792

Multiplied by common stock price per share at January 31, 2023 $ 32.11

Value of SBCF common stock issued $ 410,738

Cash paid for fractional shares 5

Fair value of Professional options converted 10,304

Total purchase price $ 421,047

The acquisition of Professional was accounted for under the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations.

The Company recognized goodwill of $ 251.7 million for this acquisition that is nondeductible for tax purposes.

Determining fair values of assets and liabilities, especially the loan portfolio, core deposit intangibles, and deferred taxes, is a complicated process involving significant judgment regarding methods and assumptions used to calculate estimated fair values.

As part of the acquisition of Professional, options to purchase shares of Seacoast common stock were granted to replace outstanding Professional options.

These options were fully vested upon acquisition.

The full value of the replacement options, $ 10.3 million, was associated with pre-combination service and was therefore included in the calculation of the total purchase consideration.

Initially Measured Measurement As Adjusted

(In thousands) January 31, 2023 Period Adjustments January 31, 2023

Cash and cash equivalents $ 141,680 $ — $ 141,680

Investment securities 167,059 — 167,059

Loans 1,991,713 ( 5,544 ) 1,986,169

Bank premises and equipment 2,478 — 2,478

Core deposit intangibles 48,885 — 48,885

Goodwill 248,091 3,583 251,674

BOLI 55,071 — 55,071

Other Assets 74,232 2,561 76,793

Total Assets $ 2,729,209 $ 600 $ 2,729,809

Deposits $ 2,119,341 $ — $ 2,119,341

Subordinated debt 21,141 — 21,141

Other Liabilities 167,680 600 168,280

Total Liabilities $ 2,308,162 $ 600 $ 2,308,762

The table below presents information with respect to the fair value and unpaid principal balance of acquired loans at the acquisition date.

January 31, 2023

(In thousands) Book Balance Fair Value

Construction and land development $ 156,048 $ 151,012

Commercial real estate - owner occupied 293,473 274,068

Commercial real estate - non-owner occupied 752,393 692,746

Residential real estate 509,305 483,611

Commercial and financial 392,396 350,628

Consumer 33,656 32,153

PPP Loans 1,951 1,951

Total acquired loans $ 2,139,222 $ 1,986,169

The table below presents the carrying amount of loans for which, at the date of acquisition, there was evidence of more than insignificant deterioration of credit quality since origination:

(In thousands) January 31, 2023

Book balance of loans at acquisition $ 155,031

Allowance for credit losses at acquisition ( 18,879 )

Non-credit related discount ( 12,361 )

Total PCD loans acquired $ 123,791

The acquisition of Professional resulted in the addition of $ 45.5 million in allowance for credit losses, including the $ 18.9 million identified in the table above for PCD loans, and $ 26.6 million for non-PCD loans recorded through the provision for credit losses at the date of acquisition.

Included within the $ 18.9 million initial PCD allowance is $ 5.5 million recorded as a measurement period adjustment during the three months ended September 30, 2023, reflecting information obtained by the Company relating to events or circumstances existing at the acquisition date.

The Company believes the deposits assumed in the acquisition have an intangible value.

In determining the valuation amount, deposits were analyzed based on factors such as type of deposit, deposit retention, interest rates and age of deposit relationships.

The core deposit intangible asset acquired from Professional is being amortized over eight years using an accelerated method of amortization.

Acquisition Costs

Acquisition costs were $ 33.2 million for the nine months ended September 30, 2023.

Note 12 – Subsequent Event

In October 2024, the Company took advantage of favorable market conditions and repositioned a portion of its AFS securities portfolio.

Securities with an average book yield of 2.8 % were sold, resulting in a pre-tax loss of approximately $ 8.0 million impacting fourth quarter 2024 results.

The proceeds of approximately $ 113.0 million were reinvested in agency mortgage-backed securities with an average book yield of 5.4 %, for an estimated earnback of less than three years .

Proposed Acquisition of Heartland Bancshares, Inc.

On February 27, 2025, the Company announced its proposed acquisition of Heartland Bancshares, Inc.

(“Heartland”).

The transaction, which is expected to close in the third quarter of 2025, will expand the Company’s presence in Central Florida.

Heartland operates four branches, with total assets of approximately $ 763 million and deposits of approximately $ 666 million as of March 31, 2025.

The acquisition is subject to customary regulatory approvals, Heartland shareholder approval, and the satisfaction of other customary closing conditions.

Note 12 – Business Segment

The Company's one reportable segment provides integrated financial services including commercial and consumer banking, wealth management, and mortgage and insurance services to customers.

Segment revenues are driven primarily by interest and fees on loans, interest on cash and cash equivalents and on investment securities, and fees on depository products and services.

The Company manages business activities, allocates resources and evaluates financial performance on an organization-wide basis.

The chief operating decision maker (“CODM”) is the CEO.

The financial results of the segment are presented using the same policies described in “Note 1 - Significant Accounting Policies” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

The CODM evaluates the performance of the segment and allocates resources based on net income that is also reported on the Consolidated Statements of Income as consolidated net income and segment assets that are reported on the Consolidated Balance Sheets as total consolidated assets.

Net income is used to monitor budget versus actual results.

The significant segment expenses that are regularly provided to the CODM are interest expense, provision for credit losses, salaries and wages, employee benefits, outsourced data processing costs, and occupancy, which are all reflected in the Consolidated Statements of Income.

Certain noncash expenses, such as depreciation and amortization expense, are disclosed in the Consolidated Statement of Cash Flows.

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

What changed 10-Q

Item 1. Financial Statements