What changed in this filing

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Item 1. Financial Statements

2025-11-05 compared with 2025-08-08 · 194 added, 135 removed, 890 unchanged (27% of the section changed)

2 unchanged sentences

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

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

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

(In thousands, except per share data) 2025 2024 2025 2024

19 unchanged sentences

24,659 23,492 71,125 65,988

Securities gains (losses), net 39 ( 44 ) 235 185

Securities (losses) gains, net ( 841 ) 187 ( 606 ) 372

Total Noninterest Income 23,818 23,679 70,519 66,360

9 unchanged sentences

Amortization of intangibles 6,005 6,002 16,445 18,297

OREO expense and net loss (gain) on sale 8 ( 109 ) 249 ( 135 )

OREO expense and net (gain) loss on sale ( 346 ) 491 ( 97 ) 356

Provision for credit losses on unfunded commitments 150 250 450 751

14 unchanged sentences

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)

(In thousands) Three Months Ended June 30, Six Months Ended June 30,

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

2025 2024 2025 2024

Net Income $ 36,467 $ 30,651 $ 110,618 $ 86,901

Other comprehensive income (loss):

Unrealized gains (losses) on AFS securities, net of tax expense of $ 3.9 million and $ 12.5 million for the three and six months ended June 30, 2025, and net of tax benefit of $ 1.2 million and $ 3.7 million for the three and six months ended June 30, 2024

Other comprehensive income:

Unrealized gains on AFS securities, net of tax expense of $ 8.4 million and $ 20.9 million, respectively, for the three and nine months ended September 30, 2025 and net of tax expense of $ 14.4 million and $ 10.6 million, respectively, for the three and nine months ended September 30, 2024

26,184 44,972 65,738 33,477

Amortization of unrealized gains on securities transferred to HTM, net of tax benefit of $ 3 thousand and $ 7 thousand for the three and six months ended June 30, 2025, and net of tax benefit of $ 4 thousand and $ 7 thousand for the three and six months ended June 30, 2024

Amortization of unrealized gains on securities transferred to HTM, net of tax benefit of $ 3 thousand and $ 10 thousand, respectively, for the three and nine months ended September 30, 2025 and net of tax benefit of $ 3 thousand and $ 11 thousand, respectively, for the three and nine months ended September 30, 2024

( 11 ) ( 11 ) ( 32 ) ( 31 )

Reclassification adjustment for losses included in net income, and net of tax benefit of $ 1.0 million for the six months ended June 30, 2024

Unrealized gains (losses) on derivatives designated as fair value hedges, net of reclassifications to income, net of tax expense of $ 0.1 million and $ 9 thousand for the three and six months ended June 30, 2025, and net of tax benefit of $ 0.2 million and tax expense $ 0.2 million for the three and six months ended June 30, 2024

Reclassification adjustment for losses included in net income, net of tax benefit of $ 0.2 million for each of the three and nine months ended September 30, 2025, and net of tax benefit of $ 0.1 million and $ 1.0 million, respectively, for the three and nine months ended September 30, 2024

711 201 711 3,006

Total other comprehensive income (loss) $ 12,413 $ ( 4,054 ) $ 39,560 $ ( 8,132 )

Unrealized gains (losses) on derivatives designated as fair value hedges, net of reclassifications to income, net of tax expense of $ 9 thousand for the nine months ended September 30, 2025, and net of tax benefit of $ 0.8 million and $ 0.6 million, respectively, for the three and nine months ended September 30, 2024

— ( 2,322 ) 27 ( 1,744 )

Total other comprehensive income $ 26,884 $ 42,840 $ 66,444 $ 34,708

Comprehensive Income $ 63,351 $ 73,491 $ 177,062 $ 121,609

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS (Unaudited)

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

(In thousands, except share data)

5 unchanged sentences

Securities AFS (at fair value) 3,212,080 2,226,543

Securities HTM (fair value $ 503.2 million at June 30, 2025 and $ 507.6 million at December 31, 2024)

Securities HTM (fair value $ 498.4 million at September 30, 2025 and $ 507.6 million at December 31, 2024)

598,604 635,186

20 unchanged sentences

Shareholders’ Equity

Common stock, par value $ 0.10 per share, authorized 120,000,000 shares, issued 86,730,472 and outstanding 85,947,551 at June 30, 2025, and authorized 120,000,000 , issued 86,284,017 and outstanding 85,567,712 shares

Common stock, par value $ 0.10 per share, authorized 120,000,000 shares, issued 88,639,047 and outstanding 87,855,718 at September 30, 2025, and authorized 120,000,000 , issued 86,284,017 and outstanding 85,567,712 shares

at December 31, 2024

11 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Six Months Ended June 30,

Nine Months Ended September 30,

(In thousands) 2025 2024

11 unchanged sentences

Deferred income taxes 7,174 7,321

Gains on securities ( 235 ) ( 185 )

Losses (gains) on securities 606 ( 372 )

Gains on sale of loans ( 4,067 ) ( 4,251 )

Gains on sale of OREO, net of write-downs ( 109 ) ( 135 )

(Gains) losses on sale of OREO, net of write-downs ( 114 ) 134

Losses on disposition of fixed assets and write-downs upon transfer of bank premises to OREO 106 284

1 unchanged sentence

Net (increase) decrease in other assets ( 37,432 ) 6,951

Net increase (decrease) in other liabilities 809 ( 6,977 )

Net increase in other liabilities 942 4,606

Net cash provided by operating activities $ 133,548 $ 134,909

13 unchanged sentences

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

Net cash from bank acquisitions 185,995 —

Additions to bank premises and equipment ( 7,149 ) ( 3,884 )

3 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Six Months Ended June 30,

Nine Months Ended September 30,

(In thousands) 2025 2024

1 unchanged sentence

Net increase in deposits $ 142,697 $ 466,651

Net decrease in repurchase agreements ( 45,981 ) ( 112,470 )

Net increase (decrease) in repurchase agreements 4,176 ( 164,397 )

Net increase of FHLB borrowings with original maturities of three months or less 100,000 —

16 unchanged sentences

Transfers from bank premises to OREO — 883

1 See "Note 11 – Business Combinations" for non-cash transactions related to business combinations.

See notes to unaudited consolidated financial statements.

6 unchanged sentences

Comprehensive

Income (Loss)

(In thousands) Shares Amount Total

Balance at March 31, 2025

Balance at June 30, 2025

85,948 $ 8,673 $ 1,832,158 $ 569,833 $ ( 20,792 ) $ ( 118,307 ) $ 2,271,565

2 unchanged sentences

Common stock transactions related to stock-based employee benefit plans 46 5 144 — ( 12 ) — 137

Issuance of common stock, pursuant to acquisitions 1,862 186 54,361 — — — 54,547

Dividends on common stock ($ 0.18 per share)

— — — ( 15,916 ) — — ( 15,916 )

Three months ended June 30, 2025 330 40 3,924 27,168 ( 1,720 ) 12,413 41,825

Balance at June 30, 2025

Three months ended September 30, 2025 1,908 191 58,953 20,551 ( 12 ) 26,884 106,567

Balance at September 30, 2025

87,856 $ 8,864 $ 1,891,111 $ 590,384 $ ( 20,804 ) $ ( 91,423 ) $ 2,378,132

4 unchanged sentences

Comprehensive

Income (Loss)

(In thousands) Shares Amount Total

4 unchanged sentences

Common stock transactions related to stock-based employee benefit plans 426 50 370 — ( 1,709 ) — ( 1,289 )

Issuance of common stock, pursuant to acquisition 1,862 186 54,361 — — — 54,547

Dividends on common stock ($ 0.54 per share)

— — — ( 46,876 ) — — ( 46,876 )

Six months ended June 30, 2025 380 45 7,223 43,191 ( 1,697 ) 39,560 88,322

Balance at June 30, 2025

Nine months ended September 30, 2025 2,288 236 66,176 63,742 ( 1,709 ) 66,444 194,889

Balance at September 30, 2025

87,856 $ 8,864 $ 1,891,111 $ 590,384 $ ( 20,804 ) $ ( 91,423 ) $ 2,378,132

4 unchanged sentences

Comprehensive

Income (Loss)

(In thousands) Shares Amount Total

Balance at March 31, 2024

Balance at June 30, 2024

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

Comprehensive income (loss) — — — 30,244 — ( 4,054 ) 26,190

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

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

Dividends on common stock ($ 0.18 per share)

— — — ( 15,420 ) — — ( 15,420 )

Three months ended June 30, 2024 364 36 3,859 14,788 ( 1,998 ) ( 4,054 ) 12,631

Balance at June 30, 2024

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

4 unchanged sentences

Comprehensive

Income (Loss)

(In thousands) Shares Amount Total

1 unchanged sentence

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

Comprehensive income (loss) — — — 56,250 — ( 8,132 ) 48,118

Comprehensive income — — — 86,901 — 34,708 121,609

Stock-based compensation expense — — 10,233 — — — 10,233

3 unchanged sentences

— — — ( 46,170 ) — — ( 46,170 )

Six months ended June 30, 2024 438 44 6,917 25,500 ( 2,034 ) ( 8,132 ) 22,295

Balance at June 30, 2024

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

See notes to unaudited consolidated financial statements.

SEACOAST BANKING CORPORATION OF FLORIDA AND SUBSIDIARIES

8 unchanged sentences

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

Operating results for the three and six months ended June 30, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025, or any other period.

Operating results for the three and 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 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.

18 unchanged sentences

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 and six months ended June 30, 2025, options to purchase shares of the Company’s common stock totaling 328,775 and 327,799 , respectively, were anti-dilutive.

For the three and six months ended June 30, 2024, options to purchase shares of the Company’s common stock totaling 327,805 and 328,166 , respectively, were anti-dilutive.

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

For the three and nine months ended September 30, 2025, options to purchase shares of the Company’s common stock totaling 144,826 and 327,859 , respectively, were anti-dilutive.

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.

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

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

8 unchanged sentences

Note 3 – Securities

The amortized cost, gross unrealized gains and losses and fair value of securities AFS and HTM at June 30, 2025 and December 31, 2024 are summarized as follows:

June 30, 2025

The amortized cost, gross unrealized gains and losses and fair value of debt securities AFS and HTM at September 30, 2025 and December 31, 2024 are summarized as follows:

September 30, 2025

(In thousands) Amortized

40 unchanged sentences

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

During the three months ended June 30, 2025 and June 30, 2024, there were no sales of securities.

During the six months ended June 30, 2025, there were no sales of securities.

During the six months ended June 30, 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 $ 39 thousand and $ 0.2 million, respectively, for the three and six months ended June 30, 2025, and decreases of $ 44 thousand and $ 0.2 million, respectively, for the three and six months ended June 30, 2024 in the value of investments in mutual funds that invest in CRA-qualified debt securities.

At June 30, 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 June 30, 2025, by contractual maturity, are shown below.

During the three months ended September 30, 2025, debt securities with a fair value of $ 245.7 million assumed in the acquisition of Heartland were sold.

No gain or loss was recognized on the sale.

During the three and nine months ended September 30, 2025, there were $ 19.8 million in other sales of securities, with gross losses of $ 1.0 million.

During the three and nine months ended September 30, 2024, debt securities with a fair value of $ 17.6 million and $ 104.4 million, respectively, were sold, with gross losses of $ 0.3 million and $ 4.0 million, respectively.

Included in “Securities (losses) gains, net” are increases of $ 0.1 million and $ 0.4 million, respectively, for the three and nine months ended September 30, 2025, and increases of $ 0.5 million and $ 0.3 million, respectively, for the three and nine months ended September 30, 2024 in the value of investments in mutual funds that invest in CRA-qualified debt securities.

At September 30, 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 September 30, 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.

June 30, 2025

September 30, 2025

Less Than 12 Months 12 Months or Longer Total 1

31 unchanged sentences

1 Comprised of 377 individual securities.

At June 30, 2025, the Company had unrealized losses of $ 0.4 million on U.S.

At September 30, 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 June 30, 2025, no allowance for credit losses has been recorded.

At June 30, 2025, the Company had unrealized losses of $ 164.8 million on commercial and residential mortgage-backed securities and collateralized mortgage obligations issued by government-sponsored entities having a fair value of $ 1.2 billion.

Therefore, at September 30, 2025, no allowance for credit losses has been recorded.

At September 30, 2025, the Company had unrealized losses of $ 147.7 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.

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

2 unchanged sentences

Therefore, at June 30, 2025, no allowance for credit losses has been recorded.

At June 30, 2025, the Company had $ 6.3 million of unrealized losses on private label residential and commercial mortgage-backed securities and collateralized mortgage obligations having a fair value of $ 89.9 million.

Therefore, at September 30, 2025, no allowance for credit losses has been recorded.

At September 30, 2025, the Company had $ 5.6 million of unrealized losses on private label residential mortgage-backed securities and collateralized mortgage obligations having a fair value of $ 81.7 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 June 30, 2025, no allowance for credit losses has been recorded.

At June 30, 2025, the Company had $ 0.6 million of unrealized losses in floating rate CLOs having a fair value of $ 116.2 million.

Therefore, at September 30, 2025, no allowance for credit losses has been recorded.

At September 30, 2025, the Company had $ 0.3 million of unrealized losses in floating rate CLOs having a fair value of $ 89.6 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 June 30, 2025, all positions held by the Company are in AAA and AA tranches, with weighted-average credit support of 37 % and 26 %, respectively.

As of September 30, 2025, all positions held by the Company are in AAA and AA tranches, with weighted-average credit support of 37 % and 26 %, 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 June 30, 2025, no allowance for credit losses has been recorded.

At June 30, 2025, the Company had $ 1.4 million of unrealized losses on municipal securities having a fair value of $ 5.7 million.

Therefore, at September 30, 2025, no allowance for credit losses has been recorded.

At September 30, 2025, the Company had $ 1.1 million of unrealized losses on municipal securities having a fair value of $ 5.7 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 June 30, 2025, no allowance for credit losses has been recorded.

As a result, as of September 30, 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 June 30, 2025, no allowance for credit losses has been recorded.

As a result, as of September 30, 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 June 30, 2025 and December 31, 2024 is $ 100.2 million and $ 77.3 million, respectively, of FHLB and Federal Reserve Bank stock stated at par value.

Included in Other Assets at September 30, 2025 and December 31, 2024 is $ 101.9 million and $ 77.3 million, respectively, of FHLB and Federal Reserve Bank 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 $ 11.5 million and $ 1.0 million, respectively, at June 30, 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 $ 13.8 million and $ 13.5 million at June 30, 2025 and December 31, 2024, respectively.

Accrued interest receivable on AFS and HTM debt securities of $ 11.9 million and $ 1.0 million, respectively, at September 30, 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 $ 13.9 million and $ 13.5 million at September 30, 2025 and December 31, 2024, respectively.

Note 4 – Loans

20 unchanged sentences

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

June 30, 2025

September 30, 2025

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

16 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 $ 45.6 million at June 30, 2025 and $ 43.9 million at December 31, 2024.

At June 30, 2025, the remaining fair value adjustments on acquired loans were $ 108.5 million, or 4.1 % of the outstanding acquired loan balances, compared to $ 128.1 million, or 4.3 % of the acquired loan balances at December 31, 2024.

The amortized cost basis of loans included net deferred costs of $ 46.3 million at September 30, 2025 and $ 43.9 million at December 31, 2024.

At September 30, 2025, the remaining fair value adjustments on acquired loans were $ 102.2 million, or 3.9 % 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.

Accrued interest receivable is included within Other Assets and was $ 39.0 million and $ 38.1 million at June 30, 2025 and December 31, 2024, respectively.

The following tables present the status of net loan balances as of June 30, 2025 and December 31, 2024.

June 30, 2025

Accrued interest receivable is included within Other Assets and was $ 40.2 million and $ 38.1 million at September 30, 2025 and December 31, 2024, respectively.

The following tables present the status of net loan balances as of September 30, 2025 and December 31, 2024.

September 30, 2025

(In thousands) Current Accruing

70 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 $ 1.5 million and $ 0.7 million on nonaccrual loans during the three months ended June 30, 2025 and June 30, 2024, respectively.

The Company recognized $ 2.2 million and $ 0.9 million in interest income on nonaccrual loans during the six months ended June 30, 2025 and June 30, 2024, respectively.

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

June 30, 2025

The Company recognized interest income of $ 0.1 million on nonaccrual loans during each of the three months ended September 30, 2025 and September 30, 2024.

The Company recognized $ 2.3 million and $ 1.1 million in interest income on nonaccrual loans during the nine months ended September 30, 2025 and September 30, 2024, respectively.

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

September 30, 2025

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

29 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:

June 30, 2025

September 30, 2025

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

101 unchanged sentences

$ 789 $ 457 $ 8,412 $ 15,497 $ 384 $ 4,953 $ 1,373 $ — $ 31,865

1 Represents gross charge-offs for the six months ended June 30, 2025.and year ended December 31, 2024.

1 Represents gross charge-offs for the nine months ended September 30, 2025 and year ended December 31, 2024.

Troubled Borrower Modifications

The following table presents the amortized cost of TBM loans that were modified during the six months ended June 30, 2025.

June 30, 2025

The following tables present the amortized cost of TBM loans that were modified during the nine months ended September 30, 2025 and September 30, 2024.

September 30, 2025

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

3 unchanged sentences

CRE - owner occupied

69 132 201 0.01

CRE - non-owner occupied

3 unchanged sentences

Totals $ 136 $ 2,824 $ 2,960 0.03 %

1 At June 30, 2025, there were no unfunded lending related commitments associated with TBMs.

June 30, 2024

1 At September 30, 2025, there were no unfunded lending related commitments associated with TBMs.

September 30, 2024

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

8 unchanged sentences

Totals $ 7,264 $ 4,921 $ 12,185 0.12 %

1 At June 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 June 30, 2025 and in the twelve months prior to June 30, 2024.

June 30, 2025

1 At September 30, 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 September 30, 2025 and in the twelve months prior to September 30, 2024.

September 30, 2025

(In thousands) Current Accruing

10 unchanged sentences

Totals $ 2,416 $ — $ — $ — $ 773 $ 3,189

June 30, 2024

September 30, 2024

(In thousands) Current Accruing

11 unchanged sentences

Totals $ 3,721 $ 429 $ 288 $ 191 $ 8,254 $ 12,883

TBM loans modified in the prior 12 months with a payment default during the six months ended June 30, 2025 and June 30, 2024 were immaterial.

TBM loans modified in the prior twelve months with a payment default during the nine months ended September 30, 2025 and 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 June 30, 2025

Three Months Ended September 30, 2025

(In thousands) Beginning

Balance Provision

Balance Allowance on

During the Period Provision

Losses Charge-

9 unchanged sentences

Totals $ 142,184 $ 106 $ 8,371 $ ( 5,312 ) $ 2,104 $ 147,453

Three Months Ended June 30, 2024

Three Months Ended September 30, 2024

(In thousands) Beginning

11 unchanged sentences

Totals $ 141,641 $ 6,273 $ ( 8,584 ) $ 1,139 $ 140,469

Six Months Ended June 30, 2025

Nine Months Ended September 30, 2025

(In thousands) Beginning

Balance Provision

Balance Allowance on PCD Loans Acquired During the Period Provision

Losses Charge-

9 unchanged sentences

Totals $ 138,055 $ 106 $ 22,000 $ ( 17,515 ) $ 4,807 $ 147,453

Six Months Ended June 30, 2024

(In thousands) Beginning Balance Provision for Credit Losses Charge- Offs Recoveries Ending Balance

Nine Months Ended September 30, 2024

(In thousands) Beginning Balance Provision for Credit Losses Charge-

Offs Recoveries Ending

Construction and land development $ 8,637 $ ( 1,593 ) $ ( 1 ) $ 15 $ 7,058

7 unchanged sentences

Totals $ 148,931 $ 12,559 $ ( 24,637 ) $ 3,616 $ 140,469

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.

Management establishes the allowance using relevant available information from both internal and external sources, relating to past events, current economic conditions, and reasonable and supportable 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 June 30, 2025 and December 31, 2024, 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 September 30, 2025 and December 31, 2024, 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 regarding monetary policy and changes in interest rates and the potential impact of those actions.

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 June 30, 2025.

The allowance increased $ 1.9 million, or 1.4 %, during the second quarter of 2025 to $ 142.2 million, or 1.34 % of loans held for investment as of June 30, 2025.

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

The following section discusses changes in the level of the allowance for credit losses for the three months ended September 30, 2025.

The allowance increased $ 5.3 million, or 3.7 %, during the third quarter of 2025 to $ 147.5 million, or 1.34 % of loans held for investment as of September 30, 2025.

In the Construction and land development segment, the increase in allowance is primarily due to a slight deterioration of economic forecasts.

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 CRE - Owner-Occupied segment, the allowance increased due to an increase in loan balances.

In the CRE - owner-occupied segment, the allowance increase is due to an increase in loan balances.

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

In the CRE - Non-Owner-Occupied segment, the allowance increase is driven by higher loan balances.

In the CRE - non-owner-occupied segment, the allowance increase is driven by an increase in loans.

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

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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 allowance was primarily driven by improvement in the macroeconomic variables for this segment.

The decrease in allowance was primarily driven by a decrease in the reserves for individually evaluated loans due to payoff or charge-off of these loans, which was partly offset by an increase in the allowance due to an increase in outstanding loan balances.

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

Consumer loans include installment and revolving lines, loans for automobiles, boats, and other personal or family purposes.

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

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

The decrease in allowance for consumer loans was driven by a decrease in loan balances.

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

The effect of changes in interest rates on the fair

value of these derivative contracts is recognized in other comprehensive income.

The effect of changes in interest rates on the fair value of these derivative contracts is recognized in other comprehensive income.

These derivative instruments are primarily for risk management purposes.

There were no securities fair value hedges at June 30, 2025.

For the three and six months ended June 30, 2025, the Company recognized, through other comprehensive income, net losses of $ 0.1 million and $ 0.4 million, respectively, and reclassified net losses of $ 0.5 million in each period out of accumulated other comprehensive income into interest income.

For the three and six months ended June 30, 2024, the Company recognized through other comprehensive income, net losses of $ 0.6 million and net gains of $ 0.8 million, respectively, and reclassified net gains of $ 0.1 million and $ 45 thousand, respectively, out of accumulated other comprehensive income into interest income.

There were no securities fair value hedges at September 30, 2025.

For the nine months ended September 30, 2025, the Company recognized, through other comprehensive income, net losses of $ 0.4 million, and reclassified net losses of $ 0.5 million out of accumulated other comprehensive income into interest income.

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.

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.

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These derivative instruments are primarily for risk management purposes.

For the three and six months ended June 30, 2025, the Company recognized losses through interest income of $ 0.1 million and $ 17 thousand, respectively.

For the three and six months ended June 30, 2024, the Company recognized gains through interest income of $ 0.5 million and $ 0.9 million, respectively.

For the three and nine months ended September 30, 2025, the Company recognized losses through interest income of $ 0.5 million and $ 0.4 million, respectively.

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.

(In thousands) Notional Amount Fair Value Balance Sheet Category

June 30, 2025

September 30, 2025

Interest rate contracts 1

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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 $ 48.5 million and $ 28.9 million at June 30, 2025, and December 31, 2024, respectively with nominal fair value in both periods.

1 Interest rate contracts include risk participation agreements with notional amounts of $ 49.4 million and $ 28.9 million at September 30, 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) June 30, 2025 December 31, 2024 June 30, 2025 December 31, 2024

(In thousands) September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024

Securities AFS 1

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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 June 30, 2025, the portfolio layer method was $ 400 million, of which $ 400 million was designated as hedged.

At September 30, 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.

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

(In thousands) June 30, 2025 December 31, 2024

(In thousands) September 30, 2025 December 31, 2024

Fair value of pledged securities - overnight and continuous:

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Note 8 – Regulatory Capital

The Company is well-capitalized and at June 30, 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.

The Company is well-capitalized and at September 30, 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

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Note 10 – Fair Value

Under ASC Topic 820, fair value measurements for items measured at fair value on a recurring and nonrecurring basis at June 30, 2025 and December 31, 2024 included:

Under ASC Topic 820, fair value measurements for items measured at fair value on a recurring and nonrecurring basis at September 30, 2025 and December 31, 2024 included:

(In thousands) Fair Value

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(Level 2) Significant

At June 30, 2025

At September 30, 2025

Financial Assets

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5,085 — — 5,085

5,335 — — 5,335

Equity securities 4

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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 $ 5.6 million with a specific reserve of $ 0.3 million at June 30, 2025, compared to $ 3.0 million with a specific reserve of $ 1.2 million at December 31, 2024.

Collateral-dependent loans measured at fair value totaled $ 1.0 million with a specific reserve of $ 0.1 million at September 30, 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 six months ended June 30, 2025, there were no such transfers.

During the nine months ended September 30, 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 June 30, 2025 and December 31, 2024 is as follows:

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

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(Level 2) Significant Unobservable Inputs

June 30, 2025

September 30, 2025

Financial Assets

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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 June 30, 2025 and December 31, 2024:

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, 2025 and December 31, 2024:

HTM debt securities :

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Investments at NAV :

The Company has equity investments in SBICs accounted for under the fair value practical expedient of NAV totaling $ 23.6 million at June 30, 2025 and $ 21.1 million at December 31, 2024, which are not included in the fair value hierarchy.

The Company has equity investments in SBICs accounted for under the fair value practical expedient of NAV totaling $ 24.2 million at September 30, 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.

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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 June 30, 2025 and December 31, 2024.

Unfunded commitments related to these investments were $ 5.4 million at September 30, 2025 and $ 7.1 million at December 31, 2024.

Deposit liabilities :

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Note 11 – Business Combinations

Third Quarter of 2025 Acquisition of Heartland Bancshares, Inc.

On July 11, 2025, the Company completed its acquisition of Heartland, adding approximately $ 157 million in loans and $ 684 million in deposits, along with four branches in Central Florida.

Integration activities, including system conversion, are expected to be finalized later in the third quarter of 2025.

Acquisition of Heartland Bancshares, Inc.

On July 11, 2025, the Company completed its acquisition of Heartland, adding four branches in Central Florida.

Integration activities, including system conversion, were also finalized in the third quarter of 2025.

The Company acquired 100 % of the outstanding common and preferred stock of Heartland.

Under the terms of the definitive agreement, Heartland shareholders received a combination of cash and stock, with the final consideration totaling $ 111.2 million.

Under the terms of the definitive agreement, Heartland shareholders received a combination of cash and common stock, with the final consideration totaling $ 111.2 million.

(In thousands, except per share data) July 11, 2025

Number of Heartland shares outstanding at closing 756

Number of Heartland shares receiving stock 378

Per share exchange ratio for Heartland shares receiving stock 4.9263

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Value of SBCF common stock issued $ 54,547

Number of Heartland shares receiving cash 378

Per share cash consideration for Heartland shares receiving cash $ 147.10

2 unchanged sentences

Total purchase price $ 111,224

The acquisition of Heartland will be accounted for under the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations .

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

The Company recognized goodwill of $ 22.2 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.

The fair values initially assigned to assets acquired and liabilities assumed are preliminary and could change for up to one year after the closing date of the acquisition as new information and circumstances relative to closing date fair values becomes known.

The table below presents the provisional allocation of the purchase consideration.

(In thousands) July 11, 2025

Cash and cash equivalents $ 242,672

Investment securities 357,905

Loans 153,294

Bank premises and equipment 7,926

Core deposit intangibles 20,922

Goodwill 22,228

Other Assets 18,590

Total Assets $ 823,537

Deposits $ 705,195

Other Liabilities 7,118

Total Liabilities $ 712,313

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

July 11, 2025

(In thousands) Book Balance Fair Value

Construction and land development

$ 7,575 $ 7,496

CRE - owner occupied

31,504 30,790

CRE - non-owner occupied

40,239 38,992

Residential real estate 52,960 51,434

Commercial and financial 21,104 21,029

Consumer 3,614 3,553

Total acquired loans $ 156,996 $ 153,294

The book value and fair value amount of loans for which, at the date of acquisition, there was evidence of more than insignificant deterioration of credit quality since origination was $ 7.2 million and $ 6.4 million, respectively.

The acquisition of Heartland resulted in the addition of $ 2.0 million in allowance for credit losses, including $ 0.1 million for PCD loans, and $ 1.9 million for non-PCD loans recorded through the provision for credit losses at the date of acquisition.

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 Heartland is being amortized over 10 years using an accelerated method of amortization.

Fourth Quarter of 2025 Acquisition of Villages Bancorporation, Inc.

On October 1, 2025, the Company completed its acquisition of VBI, adding approximately $ 1.3 billion in loans and $ 3.4 billion in deposits, along with 19 branches in North Central Florida including The Villages® community.

Integration activities, including system conversion, are expected to be finalized in the third quarter of 2026.

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

Pursuant to the merger agreement, each share of VBI common stock was converted into the right to receive, at the shareholders' election, (i) $ 1,000.00 in cash, (ii) 38.5000 shares of Seacoast common stock or (iii) a 25 %- 75 % combination of cash and common stock, with the final election subject to a proration mechanism such that 25 % of VBI shares received the cash consideration and 75 % of VBI shares received the stock consideration.

In the event any

shareholder or shareholder group would have received more than 9.75 % of cumulative outstanding Seacoast common stock, non-voting convertible preferred stock was issued in lieu of the excess amount of common shares.

The final consideration totaled $ 829.1 million.

(In thousands, except per share data) October 1, 2025

Number of VBI shares receiving stock 550

Per share exchange ratio for VBI shares receiving stock 38.5000

Number of shares of SBCF common stock issued 9,923

Number of shares of SBCF preferred stock issued 1

Multiplied by SBCF price per share at October 1, 2025 $ 30.50

Total Value of SBCF common and preferred stock issued $ 645,785

Number of VBI shares receiving cash 183

Per share exchange ratio for VBI shares receiving cash $ 1,000.00

Cash consideration paid to VBI shareholders, including cash paid for fractional shares $ 183,360

Total purchase price $ 829,145

1 Preferred stock is 1/1000th share for every share of common stock

The acquisition of VBI will be accounted for under the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations .

The Company’s assessment of the fair value of assets acquired and the liabilities assumed as of the acquisition date is incomplete at the time of this filing;

1 unchanged sentence

The Company expects to recognize goodwill in this transaction, which is expected to be nondeductible for tax purposes.

Proposed Acquisition of Villages Bancorporation, Inc.

On May 29, 2025, the Company announced its proposed acquisition of VBI.

The transaction, which is expected to close in the fourth quarter of 2025, will expand the Company’s presence in North Central Florida and into The Villages® community.

VBI operates 19 branches with approximately $ 3.5 billion in deposits and approximately $ 1.3 billion in loans as of June 30, 2025.

Full integration and system conversion activities are expected to be finalized in the second quarter of 2026.

Acquisition Costs

Acquisition costs included within Merger-related charges in the Company's income statement for the three and nine months ended September 30, 2025 were $ 10.8 million and $ 14.3 million, respectively.

Note 12 – Business Segment

8 unchanged sentences

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

Note 13 – Subsequent Event

On October 30, 2025, the Company redeemed $ 12.5 million in senior debt that was scheduled to mature in 2030, upon its conversion to a floating rate of 3-month SOFR plus 533 basis points.

The debt had been acquired through the acquisition of Apollo in 2022 and the unamortized premium of $ 0.2 million will be recorded within Interest Expense in the fourth quarter of 2025.

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