What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-02-10 compared with 2025-02-11 · 180 added, 153 removed, 1207 unchanged (22% of the section changed)

63 unchanged sentences

Equity securities 41,998 75,261

Trading securities 3,924 —

Investment securities 4,723,099 4,396,115

20 unchanged sentences

Authorized shares - 10,000,000

Issued shares - 300,000 at December 31, 2024 and 2023

Issued shares - 300,000 at December 31, 2025 and December 31, 2024

300,000 300,000

1 unchanged sentence

Authorized shares - 100,000,000

Issued shares - 51,520,315 and 51,142,979 at December 31, 2024 and 2023, respectively

Issued shares - 51,786,456 and 51,520,315 at December 31, 2025 and December 31, 2024, respectively

Additional paid-in capital 1,074,496 1,056,719

Retained earnings 2,808,645 2,495,651

Treasury stock - 5,286,503 and 3,905,067 shares at cost at December 31, 2024 and 2023, respectively

Treasury stock - 7,532,768 and 5,286,503 shares at cost at December 31, 2025 and December 31, 2024, respectively

( 487,692 ) ( 301,842 )

27 unchanged sentences

Trading income 27,093 21,635 22,512

Gain on disposal of subsidiary — — 248,526

Available-for-sale debt securities gains/(losses), net

Available-for-sale debt securities gains/(losses)

( 1,886 ) ( 179,581 ) 489

15 unchanged sentences

Net income available to common stockholders $ 312,994 $ 60,258 $ 171,891

Other comprehensive income/(loss)

Other comprehensive income

Change in unrealized gain/(loss) $ 122,989 $ ( 31,555 ) $ 4,323

1 unchanged sentence

29,646 253,277 67,752

Other comprehensive income/(loss) 221,722 72,075 ( 469,909 )

Income tax expense/(benefit) 42,825 15,136 ( 98,681 )

Other comprehensive income/(loss), net of tax 178,897 56,939 ( 371,228 )

Comprehensive income/(loss) $ 256,405 $ 246,080 $ ( 38,750 )

Other comprehensive income

152,635 221,722 72,075

Income tax expense

34,113 42,825 15,136

Other comprehensive income, net of tax

118,522 178,897 56,939

Comprehensive income $ 448,766 $ 256,405 $ 246,080

Basic earnings per common share

12 unchanged sentences

Change in other comprehensive income/(loss), net of taxes — — — — — — — — 56,939 56,939

Total comprehensive loss

Total comprehensive income

Stock-based compensation expense recognized in earnings — — — — 24,200 — — — — 24,200

33 unchanged sentences

Provision for credit losses 55,000 67,000 72,000

Deferred tax benefit ( 16,086 ) ( 17,784 ) ( 17,395 )

Deferred tax expense/(benefit) 15,887 ( 16,086 ) ( 17,784 )

Depreciation and amortization 52,166 54,228 40,473

Net (gain)/loss on sale of loans held for sale — — 990

Net (gain)/loss recognized on investment securities 173,995 ( 4,060 ) —

Net loss on available-for-sale debt securities 1,886 179,581 ( 489 )

Net gain on equity securities ( 1,170 ) ( 6,619 ) ( 3,571 )

Sales/(purchases) of trading securities, net ( 3,924 ) — —

Stock-based compensation expense 36,759 24,693 24,200

1 unchanged sentence

Proceeds from sales and repayments of loans held for sale — 62,516 134,948

Gain on sale of subsidiary — — ( 248,526 )

Changes in operating assets and liabilities:

11 unchanged sentences

Net increase in loans held for investment, excluding mortgage finance loans ( 793,281 ) ( 928,967 ) ( 1,342,840 )

Proceeds from sale of subsidiary — — 3,324,159

Purchase of premises and equipment, net ( 12,569 ) ( 64,841 ) ( 16,381 )

Net cash provided by/(used in) investing activities ( 2,479,100 ) ( 1,755,478 ) 3,308,567

Net cash used in investing activities ( 1,854,113 ) ( 2,478,067 ) ( 1,755,478 )

Financing activities

6 unchanged sentences

Net cash provided by/(used in) financing activities

404,269 1,943,937 ( 387,672 )

Net decrease in cash and cash equivalents

( 1,089,690 ) ( 54,042 ) ( 1,769,410 )

Cash and cash equivalents at beginning of period 3,188,808 3,242,850 5,012,260

3 unchanged sentences

Cash paid during the period for income taxes:

$ 70,178 $ 52,815 $ 71,941

Transfers of loans from held for investment to held for sale $ 4,361 $ 18,411 $ 126,990

Transfers of debt securities from available-for-sale to held-to-maturity — — 1,019,365

See accompanying notes to consolidated financial statements.

4 unchanged sentences

TCBI is headquartered in Dallas, with primary banking offices in Austin, Dallas, Fort Worth, Houston and San Antonio, and has built a network of clients across the country.

The Company’s business activities are conducted primarily through its wholly-owned bank subsidiary Texas Capital Bank (the “Bank”) and its wholly-owned non-bank subsidiary, TCBI Securities Inc.

(“TCBI Securities”).

The Company’s business activities are conducted primarily through its wholly-owned bank subsidiary Texas Capital Bank (the “Bank”) and its wholly-owned non-bank subsidiary, TCBI Securities Inc., doing business as Texas Capital Securities.

The Bank is a Texas state-chartered bank.

TCBI Securities is a registered broker-dealer with the U.S.

Securities and Exchange Commission (“SEC”) and a member of the Financial Industry Regulatory Authority (“FINRA”) and Municipal Securities Rulemaking Board (“MSRB”).

Texas Capital Securities is a registered broker-dealer with the U.S.

Securities and Exchange Commission (“SEC”) and a member of the Financial Industry Regulatory Authority and Municipal Securities Rulemaking Board.

The Company was incorporated as a Delaware corporation in 1996 and commenced banking operations in 1998.

Effective September 19, 2025, the Bank became a member of the Federal Reserve System.

As a result, the Board of Governors of the Federal Reserve System assumed the role as the Bank’s primary federal regulator, succeeding the Federal Deposit Insurance Corporation.

The Texas Department of Banking continues to serve as the Bank’s primary state regulator.

Basis of Presentation

10 unchanged sentences

Cash and Cash Equivalents

Cash equivalents include amounts due from banks, interest bearing deposits in other banks and federal funds sold.

Cash equivalents include amounts due from banks, interest bearing deposits in other banks, federal funds sold and highly liquid investments with original maturities of three months or less from the date of purchase.

Investment Securities

10 unchanged sentences

Available-for-sale and held-to-maturity debt securities are placed on non-accrual status when management no longer expects to receive all contractual amounts due, which is generally at 90 days past due.

Accrued interest receivable is reversed against interest income when a security is placed on non-accrual status.

Accrued interest receivable is reversed against interest income when a

security is placed on non-accrual status.

Accordingly, the Company does not recognize an allowance for credit loss against accrued interest receivable.

14 unchanged sentences

In making this assessment, management may consider various factors including the extent to which fair value is less than amortized cost, performance of any underlying collateral and adverse conditions specifically related to the security, among other factors.

If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected are compared to the amortized cost basis of the security and any excess is recorded as an allowance for credit losses, limited to the amount by which the fair value is less than the amortized cost basis.

If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected is compared to the amortized cost basis of the security and any excess is recorded as an allowance for credit losses, limited to the amount by which the fair value is less than the amortized cost basis.

Any impairment not recorded through an allowance for credit losses is recognized in AOCI, net of tax, as a non-credit related impairment.

15 unchanged sentences

A loan is considered past due when a contractually due payment has not been received by the contractual due date.

The Company places a loan on non-accrual when there is a clear indication that the borrower’s cash flow may not be sufficient to meet payments as they become due, which is generally when a loan is 90 days past due.

The Company places a loan on non-accrual when there is a clear indication that the borrower’s cash flow may not be sufficient to

meet payments as they become due, which is generally when a loan is 90 days past due.

When a loan is placed on non-accrual status, all previously accrued and unpaid interest is reversed as a reduction of current period interest income.

4 unchanged sentences

In the case of an SPE structure, the unaffiliated mortgage originator is responsible for formation of the SPE and ongoing servicing of the underlying mortgage loans, and thus is the primary beneficiary of the SPE.

The mortgage originator has no obligation to offer and the Company has no obligation to purchase these interests.

The originator closes mortgage loans consistent with underwriting standards established by approved investors, and, at the time of the sale to the investor, the Company’s ownership interest and that of the originator are delivered to the investor selected by the originator.

The Company typically purchases up to a 99% ownership interest in each mortgage with the originator owning the remaining percentage.

The mortgage originator (or SPE) has no obligation to offer and the Company has no obligation to purchase these interests.

The originator closes mortgage loans consistent with underwriting standards established by approved investors, and, at the time of the sale to the investor, the Company’s ownership interest and that of the originator (or SPE) are delivered to the investor selected by the originator.

The Company typically purchases up to a 99% ownership interest in each mortgage with the originator (or SPE) owning the remaining percentage.

These mortgage ownership interests are generally held for a period of less than 30 days and more typically 10-20 days.

27 unchanged sentences

Each pool is assigned a loss estimate, reflecting historical loss rates that incorporate probability of default and severity of losses over the estimated remaining life of the loans.

These loss estimates are then modified to incorporate a reasonable and supportable forecast of future losses at the pool level, as well as any necessary qualitative adjustments using a Portfolio Level Qualitative Factor (“PLQF”)

and/or a Portfolio Segment Level Qualitative Factor (“SLQF”).

A similar process is employed to calculate a reserve assigned to off-balance financial instruments, specifically unfunded loan commitments and letters of credit.

29 unchanged sentences

Substandard loans can be accruing or can be on non-accrual depending on the circumstances of the individual loans.

Loans classified as doubtful have all the weaknesses inherent in substandard loans with the added characteristics that the weaknesses make collection in full highly questionable and improbable.

Loans classified as

doubtful have all the weaknesses inherent in substandard loans with the added characteristics that the weaknesses make collection in full highly questionable and improbable.

The possibility of loss is extremely high.

1 unchanged sentence

The methodology used in the estimation of the allowance, which is performed at least quarterly, is designed to be dynamic and responsive to changes in portfolio credit quality and forecasted economic conditions.

Changes are reflected in the pool-basis allowance and in reserves assigned on an individual basis as the collectability of classified loans is evaluated with new

Changes are reflected in the pool-basis allowance and in reserves assigned on an individual basis as the collectability of classified loans is evaluated with new information.

As the Company’s portfolio has matured, historical loss ratios have been closely monitored.

16 unchanged sentences

Intangible assets with definite useful lives are amortized over their estimated life.

No amortization expense related to intangible assets was recorded during the years ended December 31, 2024 or December 31, 2023, as compared to $ 338,000 during the years ended December 31, 2022.

No amortization expense related to intangible assets was recorded during the years ended December 31, 2025, 2024 or 2023.

Goodwill and intangible assets are tested for impairment at least annually or whenever changes in circumstances indicate the carrying amount of the assets may not be recoverable from future undiscounted cash flows.

13 unchanged sentences

These financial instruments include commitments to extend credit and standby letters of credit that involve varying degrees of credit risk in excess of the amount recognized on the consolidated balance sheets.

The Company’s exposure to credit loss in the event of non-performance by the other party to these financial instruments is

represented by the contractual amount of the instruments.

The Company’s exposure to credit loss in the event of non-performance by the other party to these financial instruments is represented by the contractual amount of the instruments.

The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments.

16 unchanged sentences

Operating leases in which the Company is the lessee are recorded as operating lease ROU assets and operating lease liabilities, and are included in other assets and other liabilities, respectively, on the consolidated balance sheets.

Operating lease expense, which is comprised of amortization of the ROU asset and the implicit interest accreted on the operating lease liability, is recognized on a straight-line basis over the lease term and recorded in net occupancy expense on the consolidated statements of income and other comprehensive income.

Operating lease expense, which is comprised of amortization of the ROU asset and the implicit interest accreted on the operating lease liability, is recognized on a straight-line basis over the lease term and recorded in occupancy expense on the consolidated statements of income and other comprehensive income.

Finance leases in which the Company is the lessee are recorded as finance lease ROU assets and finance lease liabilities and are included in premises and equipment, net, and other liabilities, respectively, on the consolidated balance sheets.

Finance lease expense is comprised of amortization of the ROU asset, which is recognized on a straight-line basis over the lease term and recorded in net occupancy expense on the consolidated statements of income and other comprehensive income, and the implicit interest accreted on the operating lease liability, which is recognized using the effective interest method over the lease term and recorded in interest expense on the consolidated statements of income and other comprehensive income.

Variable costs, such as maintenance expenses, parking and property and sales taxes, are expensed as they are incurred, and are recorded in net occupancy expense on the consolidated statements of income and other comprehensive income.

Finance lease expense is comprised of amortization of the ROU asset, which is recognized on a straight-line basis over the lease term and recorded in occupancy expense on the consolidated statements of income and other comprehensive income, and the implicit interest accreted on the operating lease liability, which is recognized using the effective interest method over the lease term and recorded in occupancy expense on the consolidated statements of income and other comprehensive income.

Variable costs, such as maintenance expenses, parking and property and sales taxes, are expensed as they are incurred, and are recorded in occupancy expense on the consolidated statements of income and other comprehensive income.

Revenue Recognition

1 unchanged sentence

The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied.

The majority of the Company’s revenue-generating transactions are not subject to ASC 606, including revenue generated from financial instruments, such as loans, letters of credit, derivatives and investment securities, as these activities are subject to other GAAP discussed elsewhere within the Company’s disclosures.

other GAAP discussed elsewhere within the Company’s disclosures.

Descriptions of revenue-generating activities that are within the scope of ASC 606, which are presented in the income statements as components of non-interest income are as follows:

• Service charges on deposit accounts - these represent general service fees for monthly account maintenance and activity- or transaction-based fees and consist of transaction-based revenue, time-based revenue (service period), item-based revenue or some other individual attribute-based revenue.

Revenue is recognized when the performance obligation is completed, which is generally monthly for account maintenance services or when a transaction has been

completed (such as a stop payment).

Revenue is recognized when the performance obligation is completed, which is generally monthly for account maintenance services or when a transaction has been completed (such as a stop payment).

Payments for these activities are generally received at the time the performance obligations are satisfied.

18 unchanged sentences

At the time awards are exercised, cancelled, expire or restrictions are released, the Company recognizes an adjustment to income tax expense for the difference between the previously estimated tax deduction and the actual tax deduction realized.

On January 1, 2025, the Company adopted, on a retrospective basis, Accounting Standards Update 2023-09 “Income Taxes (Topic 740) - Improvements to Income Tax Disclosures.

The Company and its subsidiary file a consolidated federal income tax return.

30 unchanged sentences

government agency, residential mortgage-backed and commercial mortgage-backed securities are valued based on quoted market prices for the same or similar securities and are characterized as Level 2 assets in the fair value hierarchy.

Management obtains documentation from the primary independent pricing service regarding the processes and controls applicable to pricing investment securities, and on a quarterly basis independently verify the prices that were received from the service provider using two additional independent pricing sources.

Management obtains documentation from the primary independent pricing service regarding the processes and controls applicable to pricing investment securities, and on a quarterly basis independently verifies the prices that were received from the service provider using two additional independent pricing sources.

CRT securities are valued using a discounted cash flow model, which utilizes Level 3 inputs, and are classified as Level 3 assets in the fair value hierarchy.

Within the investment securities portfolio, the Company holds equity securities that consist of investments that qualify for consideration under the regulations implementing the Community Reinvestment Act and investments in exchange traded funds.

Within the investment securities portfolio, the Company holds equity securities.

Some of these equity securities are valued using quoted market prices for identical equity securities in an active market and are classified as Level 1 assets in the fair value hierarchy and others are traded in less active markets and are classified as Level 2 assets in the fair value hierarchy.

The fair value of the Company’s trading securities is derived from quoted prices for the same or similar securities.

Management verifies the prices using two additional independent pricing sources.

These assets are classified as Level 2 assets in the fair value hierarchy.

Loans Held for Sale

56 unchanged sentences

Available-for-sale debt securities:

Treasury securities $ 280,137 $ — $ ( 2,852 ) $ 277,285

Residential mortgage-backed securities $ 3,743,234 $ 41,037 $ ( 91,625 ) $ 3,692,646

7 unchanged sentences

Equity securities 41,998

Trading securities 3,924

Total investment securities(2) $ 4,723,099

2 unchanged sentences

Treasury securities $ 280,137 $ — $ ( 2,852 ) $ 277,285

government agency securities 125,000 — ( 18,408 ) 106,592

Residential mortgage-backed securities 3,195,145 7,200 ( 168,302 ) 3,034,043

Commercial mortgage-backed securities

206,830 — ( 5,398 ) 201,432

CRT securities 12,466 — ( 540 ) 11,926

6 unchanged sentences

(1) Excludes accrued interest receivable of $ 16.1 million and $ 13.8 million at December 31, 2025 and December 31, 2024, respectively, related to available-for-sale debt securities and $ 1.2 million and $ 1.3 million at December 31, 2025 and December 31, 2024, respectively, related to held-to-maturity debt securities that is recorded in accrued interest receivable and other assets on the consolidated balance sheets.

(2) Includes available-for-sale debt securities and equity securities at estimated fair value and held-to-maturity debt securities at amortized cost.

(2) Includes available-for-sale debt securities, equity securities and trading securities at estimated fair value and held-to-maturity debt securities at amortized cost.

Debt Securities

During the third quarter of 2024, the Company sold available-for-sale debt securities with an amortized cost basis of $ 1.2 billion, realizing a loss of $ 179.6 million, and repositioned the proceeds into a purchase of available-for-sale residential mortgage-backed securities with an amortized cost basis of $ 1.1 billion.

In the first quarter of 2023, the Company sold available-for-sale U.S.

Treasury securities with an amortized cost of $ 56.4 million and realized a gain of $ 489,000 .

In the second quarter of 2025, the Company sold available-for-sale debt securities with an amortized cost basis of $ 287.5 million, realizing a loss of $ 1.9 million, and repositioned the proceeds into purchases of available-for-sale residential mortgage-backed securities.

In the third quarter of 2024, the Company sold available-for-sale debt securities with an amortized cost basis of $ 1.2 billion, realizing a loss of $ 179.6 million.

The amortized cost and estimated fair value as of December 31, 2025, excluding accrued interest receivable, of available-for-sale and held-to-maturity debt securities are presented below by contractual maturity.

7 unchanged sentences

Total $ 3,998,939 $ 3,951,455 $ 725,722 $ 654,832

The table below presents the weighted average yields for the Company’s available-for-sale debt securities for the year ended December 31, 2024.

The table below presents the weighted average yields for the Company’s available-for-sale debt securities as of December 31, 2025.

Weighted average yields are calculated based on amortized cost on a tax-exempt basis assuming a 21% federal tax rate, where applicable.

Treasury securities Residential mortgage-backed securities Commercial mortgage-backed securities

Residential mortgage-backed securities Commercial mortgage-backed securities

CRT securities

8 unchanged sentences

December 31, 2025

Treasury securities $ — $ — $ 277,285 $ ( 2,852 ) $ 277,285 $ ( 2,852 )

government agency securities — — — — — —

Residential mortgage-backed securities $ 203,193 $ ( 97 ) $ 934,222 $ ( 91,528 ) $ 1,137,415 $ ( 91,625 )

Commercial mortgage-backed securities

201,432 ( 5,398 ) — — 201,432 ( 5,398 )

CRT securities — — 10,797 ( 451 ) 10,797 ( 451 )

2 unchanged sentences

Treasury securities $ — $ — $ 277,285 $ ( 2,852 ) $ 277,285 $ ( 2,852 )

government agency securities — — 106,592 ( 18,408 ) 106,592 ( 18,408 )

Residential mortgage-backed securities 1,338,801 ( 18,141 ) 1,323,180 ( 150,161 ) 2,661,981 ( 168,302 )

Commercial mortgage-backed securities

201,432 ( 5,398 ) — — 201,432 ( 5,398 )

CRT securities — — 11,926 ( 540 ) 11,926 ( 540 )

Total $ 1,540,233 $ ( 23,539 ) $ 1,612,391 $ ( 153,553 ) $ 3,152,624 $ ( 177,092 )

At December 31, 2024, the Company had 60 available-for-sale debt securities in an unrealized loss position, comprised of 6 U.S.

Treasury securities, 46 residential mortgage-backed securities, 6 commercial mortgage-backed securities and two CRT securities.

At December 31, 2025, the Company had 32 available-for-sale debt securities in an unrealized loss position, comprised of 30 residential mortgage-backed securities and two Credit Risk Transfer (“CRT”) securities.

The unrealized losses on the available-for-sale debt securities were the result of changes in market interest rates compared to the date the securities were acquired rather than the credit quality of the issuers or underlying loans.

2 unchanged sentences

At December 31, 2025 and December 31, 2024, no allowance for credit losses was established for available-for-sale or held-to-maturity debt securities.

At December 31, 2024 and December 31, 2023, debt securities with carrying values of approximately $ 940,000 and $ 1.6 million, respectively, were pledged to secure certain customer deposits.

At December 31, 2025 and December 31, 2024, debt securities with carrying values of approximately $ 937,000 and $ 940,000 , respectively, were pledged to secure certain customer deposits.

Equi ty Securities

Equity securities consist of investments that qualify for consideration under the regulations implementing the Community Reinvestment Act and investments in exchange traded funds.

The following is a summary of unrealized and realized gains/(losses) recognized on equity securities included in other non-interest income on the consolidated statements of income and other comprehensive income:

22 unchanged sentences

(1) Excludes accrued interest receivable of $ 107.3 million and $ 107.3 million at December 31, 2025 and December 31, 2024, respectively, that is recorded in accrued interest receivable and other assets on the consolidated balance sheets.

During the third quarter of 2024, the Company purchased a $ 332.0 million commercial loan portfolio, which included certain PCD loans.

The following table provides a summary of PCD loans purchased and the associated credit loss reserve at acquisition date:

(in thousands) Total

Par value (unpaid principal balance) $ 20,139

Allowance for credit losses on loans at acquisition

Non-credit premium

Purchase price

The following tables summarize gross loans held for investment by year of origination and internally assigned credit grades:

59 unchanged sentences

Beginning balance $ 198,423 $ 2,755 $ 68,825 $ 1,706 $ 271,709

Allowance established for acquired PCD loans 2,579 — — — 2,579

Provision for credit losses on loans 49,813 3,466 ( 7,224 ) 22 46,077

5 unchanged sentences

Beginning balance $ 171,437 $ 4,173 $ 71,829 $ 2,534 $ 249,973

Allowance established for acquired PCD loans 2,579 — — — 2,579

Provision for credit losses on loans 57,019 ( 1,418 ) 5,242 ( 813 ) 60,030

4 unchanged sentences

The Company recorded a $ 46.1 million provision for credit losses on loans for the year ended December 31, 2025, compared to $ 60.0 million for the same period of 2024.

The $ 60.0 million provision for credit losses on loans resulted primarily from growth in loans held for investment and $ 40.9 million in net charge-offs during the year ended December 31, 2024 , compared to net charge-offs of $ 50.9 million during the same period of 2023.

The $ 46.1 million provision for credit losses on loans resulted primarily from an increase in total loans held for investment and $ 47.2 million in net charge-offs recorded during the year ended December 31, 2025, partially offset by a decline in criticized loans.

Criticized loans totaled $ 634.9 million at December 31, 2025, compared to $ 714.0 million at December 31, 2024.

A loan is considered collateral-dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral.

At December 31, 2024, the Company had $ 28.0 million in collateral-dependent commercial loans, collateralized by business assets, and $ 34.6 million and $ 1.0 million in collateral-dependent commercial real estate and consumer loans, respectively, both of which are collateralized by real estate.

At December 31, 2025, the Company had $ 10.9 million in collateral-dependent commercial loans, collateralized by business assets, and $ 20.7 million in collateral-dependent commercial real estate loans, collateralized by real estate.

The table below provides an age analysis of gross loans held for investment:

13 unchanged sentences

Modifications to Borrowers Experiencing Financial Difficulty

The table below details gross loans held for investment as of December 31, 2024 and December 31, 2023 made to borrowers experiencing financial difficulty that were modified during the year ended December 31, 2024 and December 31, 2023, by type of modification granted and the financial effect of those modifications:

The table below details gross loans held for investment made to borrowers experiencing financial difficulty that were modified during the year ended December 31, 2025 and December 31, 2024, by type of modification granted and the financial effect of those modifications:

Financial Statement Impact

2 unchanged sentences

Extension Payment

Extension Interest Rate

Extension Total Percentage of Loans Held for Investment Interest Rate Reduction Term Extension (in months) Payment Deferrals

1 unchanged sentence

Commercial $ 44,478 $ 22,300 $ 23,126 $ 89,904 0.37 % — % 3 to 26

Commercial real estate 18,488 15,831 13,915 — 48,234 0.21 % — % 3 to 4

Commercial real estate 18,163 — 17,505 35,668 0.15 % — % 6 1,106

Total $ 62,641 $ 22,300 $ 40,631 $ 125,572 0.52 %

3 unchanged sentences

Total $ 76,834 $ 25,967 $ 23,846 $ 126,647 0.56 %

The table below details gross loans held for investment as of December 31, 2024 and December 31, 2023 that experienced a default during the periods presented subsequent to being granted a modification in the prior twelve months.

The table below details gross loans held for investment that experienced a default during the periods presented subsequent to being granted a modification in the prior twelve months.

Default is defined as movement to nonperforming status, foreclosure or charge-off, whichever occurs first.

1 unchanged sentence

Deferral Term

Extension Interest Rate

Reduction and

Term Extension Total

Extension Payment Deferral

and Term Extension

Year Ended December 31, 2025

Commercial $ 26,482 $ 10,369 $ 23,940 $ 60,791

Commercial real estate — — 13,500 13,500

Total $ 26,482 $ 10,369 $ 37,440 $ 74,291

1 unchanged sentence

Commercial $ 6,031 $ — $ 1,756 $ 7,787

Commercial $ — $ 240 $ 6,064 $ 6,304

The table below provides an age analysis of gross loans held for investment as of December 31, 2024 made to borrowers experiencing financial difficulty that were modified in the prior twelve months, and as of December 31, 2023 for loans that were modified since January 1, 2023, the date of adoption of Accounting Standards Update 2022-02:

Total $ 6,031 $ — $ 1,756 $ 7,787

The table below provides an age analysis of gross loans held for investment as of December 31, 2025 and December 31, 2024 made to borrowers experiencing financial difficulty that were modified in the prior twelve months:

(in thousands) 30-89 Days

21 unchanged sentences

Total $ 231,075 $ 225,207

As of December 31, 2024, operating leases had remaining lease terms of approximately 1 year to 15 years, while finance leases had remaining terms of less than 1 year.

As of December 31, 2025, operating leases had remaining lease terms of approximately 1 year to 14 years, while finance leases had remaining terms of less than 3 years.

The table below summarizes the Company’s net lease cost:

31 unchanged sentences

Present value of lease liabilities $ 3,201 $ 227,874 $ 231,075

As of December 31, 2024, the Company had $ 5.4 million of future payments for banking center leases that have not yet commenced.

These leases are expected to commence during 2026, with lease terms of approximately 11 years.

As of December 31, 2025, the Company had $ 21.9 million of future payments for banking center and corporate office leases that have not yet commenced.

These leases are expected to commence during 2026 and 2027, with lease terms of approximately 10 to 11 years.

(6) Premises & Equipment

45 unchanged sentences

Unused revolving line of credit(2) $ 75,000 $ 75,000

(1) FHLB borrowings are collateralized by a blanket floating lien on certain real estate secured loans, mortgage finance loans and certain pledged securities.

(1) FHLB borrowings are collateralized by a blanket floating lien on certain real estate secured loans and certain pledged securities.

(2) Unsecured revolving, non-amortizing line of credit with maturity date of February 8, 2027.

4 unchanged sentences

(in thousands) December 31, 2025 December 31, 2024

Bank-issued floating rate senior unsecured credit-linked notes due 2024 $ — $ 199,499

Bank-issued 5.25 % fixed rate subordinated notes due 2026

4 unchanged sentences

Total long-term debt $ 620,575 $ 660,346

During the second quarter of 2024, the bank-issued senior unsecured credit-linked notes were redeemed in full.

During the second quarter of 2025, the Company partially paid down $ 40.5 million of the bank-issued 5.25 % fixed rate subordinated notes due 2026.

The notes matured and were repaid in full in January 2026.

The Company-issued 4.00 % fixed rate subordinated notes due 2031 are redeemable, in whole or in part, on May 6, 2026 and any interest payment date thereafter at a redemption price equal to 100 % of the principal amount of the notes being redeemed, plus accrued interest thereon.

Furthermore, the interest rate on these notes will reset on May 6, 2026 to a rate per annum equal to the five-year U.S.

treasury rate plus 3.15 % for the five-year period from the reset date to maturity.

The following table summarizes the significant terms of the Company’s trust preferred subordinated debentures:

36 unchanged sentences

No dividends were declared or paid on the Company’s common stock during the year ended December 31, 2025 or during 2024.

On January 17, 2024, the Company’s board of directors authorized a share repurchase program under which the Company could repurchase up to $ 150.0 million in shares of its outstanding common stock.

During the year ended December 31, 2024, the Company repurchased 1,381,436 shares of its common stock for an aggregate price, including excise tax expense, of $ 81.5 million, at a weighted average price of $ 58.57 per share.

On January 22, 2025, the Company’s board of directors authorized a new share repurchase program under which the Company may repurchase up to $ 200.0 million in shares of its outstanding common stock, excluding the effect of excise tax expense incurred on net stock repurchases.

The share repurchase program expires on January 31, 2026, but may be suspended or discontinued at any time.

Remaining repurchase authorization under the January 17, 2024 share repurchase program was terminated upon authorization of this new program.

In February 2019, the federal bank regulatory agencies issued a final rule (the “2019 CECL Rule”) that revised certain capital regulations to account for changes to credit loss accounting under GAAP.

The 2019 CECL Rule included a transition option that allows banking organizations to phase in, over a three-year period, the day-one adverse effects of adopting the new accounting standard related to the measurement of current expected credit losses on their regulatory capital ratios (three-year transition option).

In March 2020, the federal bank regulatory agencies issued an interim final rule that maintains the three-year transition option of the 2019 CECL Rule and also provides banking organizations that were required under GAAP to implement CECL before the end of 2020 the option to delay for two years an estimate of the effect of CECL on regulatory capital, relative to the incurred loss methodology's effect on regulatory capital, followed by a three-year transition period (five-year transition option).

The Company adopted CECL on January 1, 2020 and has elected to utilize the five-year transition option.

The ratios presented below include the effects of the election to utilize the five-year CECL transition described above.

Effective December 12, 2025, the Company’s board of directors authorized a new share repurchase program under which the Company may repurchase up to $200 million in shares of its outstanding common stock, excluding the effect of excise tax expense incurred on the net stock repurchases.

The share repurchase program will expire on December 31, 2026, but may be suspended or discontinued at any time.

The remaining repurchase authorization under the January 22, 2025 share repurchase program was terminated upon authorization of this new program.

During the year ended December 31, 2025, the Company repurchased 2,246,265 shares of its common stock for an aggregate price, including excise tax expense, of $ 185.8 million, at a weighted average price of $ 82.01 per share.

Because the Bank had less than $ 15.0 billion in total consolidated assets as of December 31, 2009, it is allowed to continue to classify the trust preferred securities, all of which were issued prior to May 19, 2010, as Tier 1 capital.

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Grants are subject to vesting requirements and may be settled in shares of common stock or paid in cash.

Under the plans, the Company may grant, among other things, non-qualified stock options, incentive stock options, restricted stock, restricted stock units (“RSUs”), stock appreciation rights (“SARs”), performance awards or any combination thereof to employees and non-employee directors.

Under the plans, the Company may grant, among other things, non-qualified stock options, incentive stock options, restricted stock, restricted stock units (“RSUs”), stock appreciation rights, performance awards or any combination thereof to employees and non-employee directors.

The Company has historically issued new shares to satisfy share unit conversions.

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Total shares remaining available for grant under the current plan at December 31, 2025 were 1,050,055 .

A summary of the Company’s SAR activity and related information is as follows.

Grants of SARs include time-based vesting conditions that generally vest ratably over a period of five years .

December 31, 2024 December 31, 2023 December 31, 2022

SARs Weighted Average Exercise Price SARs Weighted Average Exercise Price SARs Weighted Average Exercise Price

Outstanding at beginning of year — $ — — $ — 3,000 $ 44.20

Exercised — — — — ( 3,000 ) 44.20

Outstanding at year-end — $ — — $ — — $ —

Vested and exercisable at year-end — $ — — $ — — $ —

Weighted average remaining contractual life of vested (in years) 0.00 0.00 0.00

Weighted average remaining contractual life of outstanding (in years) 0.00 0.00 0.00

Compensation expense $ — $ — $ —

Unrecognized compensation expense $ — $ — $ —

Intrinsic value of exercised $ — $ — $ 64,000

A summary of the Company’s stock-settled RSU activity and related information is as follows.

Grants of stock-settled RSUs include time-based vesting conditions that generally vest ratably over a period of three years .

Additionally, from time to time, grants of stock-settled RSUs with both time-based and performance-based vesting conditions are made that generally vest at the end of a three year period.

Also included are grants of stock-settled RSUs with both time-based and performance-based or market-based vesting conditions that generally vest at the end of a three-year period.

December 31, 2025 December 31, 2024 December 31, 2023

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$ 28,922,000 $ 32,049,000 $ 20,125,000

The grant date fair value of stock-settled RSUs and performance awards that do not contain market conditions is equal to the market price of common stock on the grant date.

The value of performance awards that include a market condition is estimated on the date of grant using a Monte Carlo simulation model with the following weighted average assumptions:

The grant date fair value of stock-settled RSUs and performance-based awards that do not contain market-based conditions is equal to the market price of common stock on the grant date.

The value of performance awards that include a market-based condition is estimated on the date of grant using a Monte Carlo simulation model with the following weighted average assumptions:

December 31, 2025 December 31, 2024 December 31, 2023

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A summary of the Company’s cash-settled RSU activity and related information is as follows.

Grants of stock-settled RSUs include time-based vesting conditions that generally vest ratably over a period of three years .

Grants of cash-settled RSUs include time-based vesting conditions that generally vest ratably over a period of three years .

Since these units have a cash payout feature, they are accounted for under the liability method with related expense based on the stock price at period end.

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RSUs outstanding at year-end

332,594 194,811 —

Compensation expense $ 11,615,000 $ 4,481,000 $ —

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statutory rate $ 90,869 21 % $ 22,483 21 % $ 51,785 21 %

State taxes 2,539 2 % 2,938 1 % 6,822 2 %

State and local taxes, net of federal income tax effect(1)

9,607 2 % 2,539 2 % 2,938 1 %

Research & development ( 1,338 ) — % ( 1,815 ) ( 2 ) % ( 855 ) — %

Other ( 378 ) — % ( 18 ) — % — — %

Nontaxable or nondeductible items

Tax-exempt income ( 1,885 ) ( 1 ) % ( 1,471 ) ( 1 ) % ( 350 ) — %

Tax credits ( 1,833 ) ( 2 ) % ( 855 ) — % ( 128 ) — %

Disallowed FDIC 2,257 2 % 1,863 1 % 1,491 — %

Disallowed compensation 4,212 1 % 2,022 2 % 1,176 — %

Uncertain tax positions recognized 2,688 3 % 155 — % 167 — %

Disallowed FDIC 2,311 1 % 2,257 2 % 1,863 1 %

Other ( 223 ) — % 868 1 % 742 — %

Uncertain tax positions recognized ( 709 ) — % 2,688 3 % 155 — %

Effective tax rate $ 102,466 24 % $ 29,553 28 % $ 57,454 23 %

(1) For the years presented, California, Illinois, New York and New York City make up the majority (greater than 50%) of the tax effect in this category.

Cash paid for income taxes consists of the following:

Year ended December 31,

(dollars in thousands) 2025 2024 2023

Federal $ 57,000 81 % $ 45,000 85 % $ 67,000 93 %

State 13,178 19 % 7,815 15 % 4,941 7 %

Total $ 70,178 100 % $ 52,815 100 % $ 71,941 100 %

At December 31, 2024, 2023 and 2022, the Company had unrecognized tax benefits of $ 4.3 million, $ 1.0 million and $ 889,000 , respectively.

At December 31, 2025, 2024 and 2023, the Company had unrecognized tax benefits of $ 3.4 million, $ 4.3 million and $ 1.0 million, respectively.

If the income tax impacts from these tax positions are ultimately realized, such realization would not have a material impact on the income tax provision or effective tax rate.

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federal income tax examinations for years before 2022 or state and local income tax examinations for years before 2021.

The table below summarizes significant components of deferred tax assets and liabilities utilizing the applicable federal and state corporate income tax rates.

The table below summarizes significant components of deferred tax assets and liabilities utilizing the federal corporate income tax rate of 21% and state tax rate of 3% for 2025 and 2% for 2024.

Management believes it is more likely than not that all of the deferred tax assets will be realized.

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Available-for-sale debt securities:(1)

Treasury securities $ 277,285 $ — $ —

Residential mortgage-backed securities $ — $ 3,692,646 $ —

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Equity securities(1)

31,998 10,000 —

Trading securities(1) — 3,924 —

Loans held for investment(2)

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Treasury securities $ 277,285 $ — $ —

government agency securities — 106,592 —

Residential mortgage-backed securities — 3,034,043 —

Commercial mortgage-backed securities

CRT securities — — 11,926

Equity securities(1)

Mortgage loans held for sale(3) — 706 —

59,235 16,026 —

Loans held for investment(2)

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Non-qualified deferred compensation plan liabilities(5)

(1) Available-for-sale debt securities and equity securities are measured at fair value on a recurring basis, generally monthly.

(2) Equity securities consist of investments that qualify for consideration under the regulations implementing the Community Reinvestment Act and investments in exchange traded funds.

(3) Loans held for sale are measured at fair value on a recurring basis, generally monthly.

(1) Available-for-sale debt securities, equity securities and trading securities are measured at fair value on a recurring basis, generally monthly.

(2) Includes certain collateral-dependent loans held for investment for which a specific allocation of the allowance for credit losses is based upon the fair value of the loan’s underlying collateral.

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(in thousands) Balance at Beginning of Period Purchases / Additions Sales / Reductions Realized Unrealized Balance at End of Period

Year Ended December 31, 2024

Year Ended December 31, December 31, 2025

Available-for-sale debt securities:(1)

CRT securities $ 11,926 $ — $ ( 1,218 ) $ — $ 89 $ 10,797

Year Ended December 31, 2023

Year Ended December 31, December 31, 2024

Available-for-sale debt securities:(1)

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At December 31, 2025, the discount rates utilized ranged from 4.66 % to 5.81 % and the weighted-average life ranged from 3.88 years to 5.65 years.

On a combined amortized cost weighted-average basis a discount rate of 5.63 % and a weighted-average life of 5.35 years were utilized to determine the fair value of these securities at December 31, 2024.

On a combined amortized cost weighted-average basis a discount rate of 5.16 % and a weighted-average life of 4.65 years were utilized to determine the fair value of these

securities at December 31, 2025.

At December 31, 2024, the combined weighted-average discount rate and weighted-average life utilized were 5.63 % and 5.35 years, respectively.

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Equity securities 41,998 41,998 31,998 10,000 —

Trading securities 3,924 3,924 — 3,924 —

Loans held for sale 4,361 4,361 — 4,361 —

Loans held for investment, net 23,769,645 23,604,206 — — 23,604,206

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Equity securities 75,261 75,261 59,235 16,026 —

Loans held for sale 44,105 44,105 15,000 29,105 —

Loans held for investment, net 22,178,357 22,115,585 — — 22,115,585

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The Company is party to 23 risk participation agreements where it acts as a participant bank with a notional amount of $ 338.1 million at December 31, 2025, compared to 17 risk participation agreements with a notional amount of $ 228.6 million at December 31, 2024.

The maximum estimated exposure to these agreements, assuming 100% default by all obligors, was approximately $ 4.1 million at December 31, 2024 and $ 4.5 million at December 31, 2023.

The maximum estimated exposure to these agreements, assuming 100% default by all obligors, was approximately $ 510,000 at December 31, 2025 and $ 4.1 million at December 31, 2024.

The fair value of these exposures was insignificant to the consolidated financial statements at both December 31, 2025 and December 31, 2024.

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The Company enters into interest rate derivative contracts that are designated as qualifying cash flow hedges to hedge the exposure to variability in expected future cash flows attributable to changes in a contractually specified interest rate.

During the year ended December 31, 2024, the Company recorded $ 28.7 million in unrealized losses to adjust its cash flow hedges to fair value, which was recorded net of tax to AOCI, and reclassified $ 66.9 million from AOCI as a decrease to interest income on loans.

Based on current market conditions, the Company estimates that during the next 12 months, an additional $ 22.5 million related to active and terminated hedges will be reclassified from AOCI as a decrease to interest income.

During the year ended December 31, 2025, the Company recorded $ 581,000 in unrealized gains to adjust its cash flow hedges to fair value, which was recorded net of tax to AOCI, and reclassified $ 23.2 million from AOCI as a decrease to interest income on loans.

Based on current market conditions, the Company estimates that during the next 12 months, an additional $ 1.2 million will be reclassified from AOCI as a decrease to interest income.

As of December 31, 2025, the maximum length of time over which forecasted transactions are hedged is 2.25 years.

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Amounts reclassified into net income 23,176 — 6,470 29,646

Total other comprehensive income/(loss) 38,180 176,698 6,844 221,722

Income tax expense/(benefit) 7,706 34,423 696 42,825

Total other comprehensive income/(loss), net of tax 30,474 142,275 6,148 178,897

Total other comprehensive income

23,757 122,408 6,470 152,635

Income tax expense

5,382 27,440 1,291 34,113

Total other comprehensive income, net of tax

18,375 94,968 5,179 118,522

Ending balance $ 3,100 $ ( 36,563 ) $ ( 31,122 ) $ ( 64,585 )

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Amounts reclassified into net income 66,852 179,581 6,844 253,277

Total other comprehensive income/(loss) 26,133 38,612 7,330 72,075

Income tax expense/(benefit) 5,488 8,109 1,539 15,136

Total other comprehensive income/(loss), net of tax 20,645 30,503 5,791 56,939

Total other comprehensive income

38,180 176,698 6,844 221,722

Income tax expense

7,706 34,423 696 42,825

Total other comprehensive income, net of tax

30,474 142,275 6,148 178,897

Ending balance $ ( 15,275 ) $ ( 131,531 ) $ ( 36,301 ) $ ( 183,107 )

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Treasury stock ( 487,692 ) ( 301,842 )

Accumulated other comprehensive income/(loss) ( 183,107 ) ( 362,004 )

Accumulated other comprehensive loss

( 64,585 ) ( 183,107 )

Total stockholders’ equity 3,631,382 3,342,469

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Salaries and benefits

1,066 922 835

Legal and professional 2,604 2,005 1,504

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( 3,000 ) ( 2,000 ) 160,000

Sale or repayment of investments in and advances to subs

Net cash provided by/(used in) investing activities 383,993 ( 17,443 ) 141,663

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(18) New Accounting Standards

Accounting Standards Update 2023-09 “Income Taxes (Topic 740) - Improvements to Income Tax Disclosures” (“ASU 2023-09”) enhances the transparency and decision usefulness of income tax disclosures.

ASU 2023-09 will require disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid.

Entities will also be required to disclose income/(loss) from continuing operations before income tax expense/(benefit) disaggregated between domestic and foreign, as well as income tax expense/(benefit) from continuing operations disaggregated by federal, state and foreign.

ASU 2023-09 is effective January 1, 2025 and is not expected to have a significant impact on the Company’s financial statement disclosures.

Accounting Standards Update 2024-01 “Compensation - Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards” (“ASU 2024-01”) clarifies how an entity determines whether a profits interest or similar award is within the scope of Topic 718 or is not a share-based payment arrangement and therefore within the scope of other guidance.

ASU 2024-01 provides an illustrative example with multiple fact patterns and also amends certain language in the “Scope” and “Scope Exceptions” sections of Topic 718 to improve its clarity and operability without changing the guidance.

Entities can apply the amendments either retrospectively to all prior periods presented in the financial statements or prospectively to profits interest and similar awards granted or modified on or after the date of adoption.

If prospective application is elected, an entity must disclose the nature of and reason for the change in accounting principle.

ASU 2024-01 is effective January 1, 2025, including interim periods, and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2024-02 “Codification Improvements” (“ASU 2024-02”) amends the Codification to remove references to various concepts statements and impacts a variety of topics in the Codification.

The amendments apply to all reporting entities within the scope of the affected accounting guidance, but in most instances the references removed are extraneous and not required to understand or apply the guidance.

Generally, the amendments in ASU 2024-02 are not intended to result in significant accounting changes for most entities.

ASU 2024-02 is effective January 1, 2025 and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2024-03 “Income Statement Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

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ASU 2024-03 is effective January 1, 2026 and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2024-04 “Debt - Debt with Conversion and Other Options (Subtopic 470-20)” (“ASU 2024-04”) clarifies wither the settlement of convertible debt, including debt containing cash conversion features at terms that are different from the terms included in the existing debt instrument, should be accounted for as an induced conversion or a debt extinguishment.

ASU 2024-04 is effective for public business entities January 1, 2025 and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-01 “Income Statement Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Clarifying the Effective Date” (“ASU 2025-01”) clarifies the effective date of Accounting Standards Update 2024-03 “Income Statement Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses” (“ASU 2024-03”) to stipulate that ASU 2024-03 is effective for public business entities for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted.

ASU 2025-01 will be effective for the Company beginning January 1, 2027 for the Company’s annual financial statements on Form 10-K and January 1, 2028 for the Company’s quarterly financial statements on Form 10-Q and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-03 “Business Combinations (Topic 805) and Consolidation (Topic 810):

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity” (“ASU 2025-03”) amends the guidance to improve the requirements for identifying the accounting acquirer in a business combination in which the legal acquiree is a variable interest entity (“VIE”).

The amendments require entities to consider the general accounting acquirer factors in Topic 805 when the transaction is primarily effected by the exchange of equity interests.

ASU 2025-03 will be effective for the Company beginning January 1, 2027 and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-04 “Compensation - Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606):

Clarifications to Share-Based Consideration Payable to a Customer” (“ASU 2025-04”) clarifies the guidance on the accounting for share-based payment awards that are granted by an entity as consideration payable to its customer, with the intent to reduce diversity in practice and improve existing guidance by revising the definition of a “performance condition” and eliminating a forfeiture policy election for service conditions associated with share-based consideration payable to a customer.

ASU 2025-04 also clarifies the guidance in Topic 606 on the variable consideration constraint does not apply to share-based consideration payable to a customer “regardless of whether an award’s grant date has occurred”.

ASU 2025-04 will be effective for the Company beginning January 1, 2027 and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-05 “Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets” (“ASU 2025-05”) provides certain entities with an additional practical expedient and an accounting policy election for estimating expected credit losses on current accounts receivable and current contract assets arising from revenue transactions accounted for under Topic 606, Revenue from Contracts with Customers .

ASU 2025-05 will be effective for the Company beginning January 1, 2026, with early adoption permitted, and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-06 “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):

(“ASU 2025-06”) removes all references to prescriptive and sequential software development stages and clarifies that the threshold for when an entity is required to start capitalizing software costs is when (1) management has authorized and committed to funding the software project and (2) it is probable that the project will be completed and the software will be used to perform the function intended.

ASU 2025-06 will be effective for the Company beginning January 1, 2028, with early adoption permitted, and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-07 “Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606):

Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract” (“ASU 2025-07”) refines the scope of Topic 815 to clarify which contracts are subject to derivative accounting.

ASU 2025-07 also clarifies the guidance on share-based payments from a customer in a revenue contract under Topic 606.

ASU 2025-07 will be effective for the Company beginning January 1, 2027, with early adoption permitted, and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-08 “Financial Instruments - Credit Losses (Topic 326):

Purchased Loans” (“ASC 2025-08”) amends the guidance on the accounting for certain purchased loans.

The new guidance makes significant changes to the accounting for certain acquired seasoned loans subject to the current expected credit loss model.

The amendments in ASU 2025-08 apply prospectively and will be effective for the Company beginning January 1, 2027, with early adoption permitted, and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-09 “Derivatives and Hedging (Topic 815):

Hedge Accounting Improvements” (“ASC 2025-09”) clarifies the application of previous guidance and addresses emerging issues identified by stakeholders, including those related to reference rate reform.

ASC 2025-09 will be effective for the Company beginning January 1, 2027, with early adoption permitted, and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-10 “Government Grants (Topic 832):

Accounting for Government Grants Received by Business Entities” (“ASC 2025-10”) adds guidance on the recognition, measurement and presentation of government grants.

ASC 2025-10 will be effective for the Company beginning January 1, 2029 and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-11 “Interim Reporting (Topic 270):

Narrow-Scope Improvements” (“ASC 2025-11”) is intended to provide clarity about the current interim reporting requirements, provides a list of the interim disclosures required by all other Codification topics and establishes a disclosure principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity.

ASC 2025-11 will be effective for the Company beginning January 1, 2028, with early adoption permitted, and is not expected to have a significant impact on the Company’s financial statements.

Accounting Standards Update 2025-12 “Codification Improvements” (“ASC 2025-12”) includes updates for a broad range of Topics arising from technical corrections, unintended application of the Codification, clarifications and other minor improvements.

The amendments in ASC 2025-12 will be effective for the Company beginning January 1, 2029 and is not expected to have a significant impact on the Company’s financial statements.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES

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-K

Item 8. Financial Statements and Supplementary Data