Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
TEXAS CAPITAL BANCSHARES, INC.
CONSOLIDATED BALANCE SHEETS - UNAUDITED
(in thousands except share data) March 31, 2026 December 31, 2025
Assets
Cash and due from banks $ 254,428 $ 201,315
Interest bearing cash and cash equivalents 2,702,183 1,897,803
Available-for-sale debt securities 3,913,855 3,951,455
Held-to-maturity debt securities 709,594 725,722
Equity securities 42,024 41,998
Trading debt securities
7,882 3,924
Debt and equity securities
4,673,355 4,723,099
Loans held for sale 21,333 4,361
Loans held for investment, mortgage finance 6,961,686 6,064,019
Loans held for investment 18,217,976 17,976,183
Less: Allowance for credit losses on loans 270,441 270,557
Loans held for investment, net 24,909,221 23,769,645
Premises and equipment, net 85,698 88,003
Accrued interest receivable and other assets 838,770 854,552
Goodwill and intangibles, net 1,496 1,496
Total assets $ 33,486,484 $ 31,540,274
Liabilities and Stockholders’ Equity
Liabilities:
Non-interest bearing deposits $ 7,634,618 $ 6,959,097
Interest bearing deposits 20,882,070 19,489,670
Total deposits 28,516,688 26,448,767
Accrued interest payable 9,420 6,716
Other liabilities 475,876 502,834
Short-term borrowings — 330,000
Long-term debt 878,293 620,575
Total liabilities 29,880,277 27,908,892
Stockholders’ equity:
Preferred stock, $ 0.01 par value, $ 1,000 liquidation value:
Authorized shares - 10,000,000
Issued shares - 300,000 at March 31, 2026 and December 31, 2025
300,000 300,000
Common stock, $ 0.01 par value:
Authorized shares - 100,000,000
Issued shares - 51,974,496 and 51,786,456 at March 31, 2026 and December 31, 2025, respectively
520 518
Additional paid-in capital 1,077,139 1,074,496
Retained earnings 2,878,120 2,808,645
Treasury stock - 8,303,191 and 7,532,768 shares at cost at March 31, 2026 and December 31, 2025, respectively
( 562,833 ) ( 487,692 )
Accumulated other comprehensive loss, net of taxes ( 86,739 ) ( 64,585 )
Total stockholders’ equity 3,606,207 3,631,382
Total liabilities and stockholders’ equity $ 33,486,484 $ 31,540,274
See accompanying notes to consolidated financial statements.
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TEXAS CAPITAL BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF INCOME AND OTHER
COMPREHENSIVE INCOME - UNAUDITED
Three Months Ended March 31,
(in thousands except per share data) 2026 2025
Interest income
Interest and fees on loans $ 348,020 $ 334,150
Debt and equity securities
49,590 46,565
Interest bearing cash and cash equivalents 21,484 46,574
Total interest income 419,094 427,289
Interest expense
Deposits 153,904 174,936
Short-term borrowings 2,360 8,246
Long-term debt 8,111 8,073
Total interest expense 164,375 191,255
Net interest income 254,719 236,034
Provision for credit losses 16,000 17,000
Net interest income after provision for credit losses 238,719 219,034
Non-interest income
Service charges on deposit accounts 9,223 7,840
Wealth management and trust fee income 4,388 3,964
Brokered loan fees 2,006 1,949
Investment banking and advisory fees 32,016 16,478
Trading income 10,251 5,939
Other 11,382 8,274
Total non-interest income 69,266 44,444
Non-interest expense
Salaries and benefits 139,347 131,641
Occupancy expense 12,405 10,844
Marketing 4,972 5,009
Legal and professional 11,980 14,989
Communications and technology 27,172 23,642
Federal Deposit Insurance Corporation insurance assessment 4,877 5,341
Other 12,815 11,554
Total non-interest expense 213,568 203,020
Income before income taxes 94,417 60,458
Income tax expense 20,629 13,411
Net income 73,788 47,047
Preferred stock dividends 4,313 4,313
Net income available to common stockholders $ 69,475 $ 42,734
Other comprehensive income
Change in unrealized gain/(loss) $ ( 31,328 ) $ 50,279
Amounts reclassified into net income
2,557 10,359
Other comprehensive income/(loss)
( 28,771 ) 60,638
Income tax expense/(benefit)
( 6,617 ) 13,693
Other comprehensive income/(loss), net of tax
( 22,154 ) 46,945
Comprehensive income $ 51,634 $ 93,992
Basic earnings per common share
$ 1.58 $ 0.93
Diluted earnings per common share
$ 1.56 $ 0.92
See accompanying notes to consolidated financial statements.
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TEXAS CAPITAL BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - UNAUDITED
Preferred Stock Common Stock Additional Treasury Stock Accumulated Other
Paid-in Retained Comprehensive
(in thousands except share data) Shares Amount Shares Amount Capital Earnings Shares Amount Income/(Loss) Total
Balance at December 31, 2024 (audited)
300,000 $ 300,000 51,520,315 $ 515 $ 1,056,719 $ 2,495,651 ( 5,286,503 ) $ ( 301,842 ) $ ( 183,107 ) $ 3,367,936
Comprehensive income/(loss):
Net income — — — — — 47,047 — — — 47,047
Change in other comprehensive income/(loss), net of taxes
— — — — — — — — 46,945 46,945
Total comprehensive income
93,992
Stock-based compensation expense recognized in earnings
— — — — 10,359 — — — — 10,359
Preferred stock dividend — — — — — ( 4,313 ) — — — ( 4,313 )
Issuance of stock related to stock-based awards
— — 187,227 2 ( 7,050 ) — — — — ( 7,048 )
Repurchase of common stock — — — — — — ( 396,106 ) ( 31,152 ) — ( 31,152 )
Balance at March 31, 2025 300,000 $ 300,000 51,707,542 $ 517 $ 1,060,028 $ 2,538,385 ( 5,682,609 ) $ ( 332,994 ) $ ( 136,162 ) $ 3,429,774
Balance at December 31, 2025 (audited)
300,000 $ 300,000 51,786,456 $ 518 $ 1,074,496 $ 2,808,645 ( 7,532,768 ) $ ( 487,692 ) $ ( 64,585 ) $ 3,631,382
Comprehensive income/(loss):
Net income — — — — — 73,788 — — — 73,788
Change in other comprehensive income/(loss), net of taxes — — — — — — — — ( 22,154 ) ( 22,154 )
Total comprehensive income 51,634
Stock-based compensation expense recognized in earnings — — — — 12,205 — — — — 12,205
Preferred stock dividend — — — — — ( 4,313 ) — — — ( 4,313 )
Issuance of stock related to stock-based awards — — 188,040 2 ( 9,562 ) — — — — ( 9,560 )
Repurchase of common stock — — — — — — ( 770,423 ) ( 75,141 ) — ( 75,141 )
Balance at March 31, 2026 300,000 $ 300,000 51,974,496 $ 520 $ 1,077,139 $ 2,878,120 ( 8,303,191 ) $ ( 562,833 ) $ ( 86,739 ) $ 3,606,207
See accompanying notes to consolidated financial statements.
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TEXAS CAPITAL BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended March 31,
(in thousands) 2026 2025
Operating activities
Net income $ 73,788 $ 47,047
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses 16,000 17,000
Depreciation and amortization 12,816 9,217
Net (gain)/loss on equity securities ( 1,646 ) 2,052
Sales/(purchases) of trading debt securities, net ( 3,958 ) ( 1,824 )
Stock-based compensation expense 17,499 12,750
Changes in operating assets and liabilities:
Accrued interest receivable and other assets 16,089 4,604
Accrued interest payable and other liabilities ( 43,059 ) ( 90,478 )
Net cash provided by operating activities 87,529 368
Investing activities
Purchases of available-for-sale debt securities ( 134,520 ) ( 198,597 )
Proceeds from maturities, redemptions and pay-downs of available-for-sale debt securities 153,484 97,698
Proceeds from maturities, redemptions and pay-downs of held-to-maturity debt securities 16,907 17,659
Sales/(purchases) of equity securities, net 1,620 1,546
Originations of loans held for investment, mortgage finance ( 23,599,090 ) ( 18,466,846 )
Proceeds from pay-offs of loans held for investment, mortgage finance 22,701,423 18,956,879
Decrease/(increase) in loans held for investment, excluding mortgage finance, net ( 280,484 ) ( 429,548 )
Purchase of premises and equipment, net ( 1,357 ) ( 2,416 )
Net cash used in investing activities ( 1,142,017 ) ( 23,625 )
Financing activities
Net increase/(decrease) in deposits, net 2,067,921 814,435
Issuance of stock related to stock-based awards ( 9,560 ) ( 7,048 )
Preferred stock dividends paid ( 4,313 ) ( 4,313 )
Repurchase of common stock ( 75,141 ) ( 31,152 )
Net increase/(decrease) in short-term borrowings, net ( 330,000 ) ( 135,000 )
Redemption of long-term debt ( 134,525 ) —
Issuance of long-term debt 397,599 —
Net cash provided by financing activities
1,911,981 636,922
Net increase in cash and cash equivalents
857,493 613,665
Cash and cash equivalents at beginning of period 2,099,118 3,188,808
Cash and cash equivalents at end of period $ 2,956,611 $ 3,802,473
Supplemental disclosures of cash flow information
Cash paid during the period for interest $ 180,511 $ 189,665
Cash paid/(refunded) during the period for income taxes:
$ 1,620 $ ( 1,290 )
Transfers of loans from held for investment to held for sale $ 21,333 $ —
See accompanying notes to consolidated financial statements.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED
(1) Operations and Summary of Significant Accounting Policies
Organization and Nature of Business
Texas Capital Bancshares, Inc. (“TCBI” or the “Company”) is a registered bank holding company and a full-service financial services firm that delivers customized solutions to businesses, entrepreneurs and individual customers. 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., doing business as Texas Capital Securities. The Bank is a Texas state-chartered bank. 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.
Basis of Presentation
The Company’s accounting and reporting policies conform to accounting principles generally accepted in the United States (“GAAP”) and to generally accepted practices within the banking industry. Certain prior period balances have been reclassified to conform to the current period presentation.
The consolidated interim financial statements are unaudited, and certain information and disclosures in the notes to consolidated unaudited financial statements that are presented in accordance with GAAP have been condensed or omitted. In the opinion of management, the interim financial statements include all normal and recurring adjustments and the disclosures made present a fair presentation of the Company’s financial position and results of operations. The consolidated financial statements have been prepared in accordance with GAAP for interim financial information and the instructions to Form 10-Q adopted by the SEC. Accordingly, the financial statements and the notes to the consolidated unaudited financial statements required by GAAP for complete annual financial statements do not include all of the information and should be read in conjunction with the consolidated financial statements, and notes thereto, for the year ended December 31, 2025, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”). Operating results for the interim periods disclosed herein are not necessarily indicative of the results that may be expected for a full year or any future period.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates. The allowance for credit losses, the fair value of financial instruments and the status of contingencies are particularly susceptible to significant change.
(2) Earnings Per Share
The following table presents the computation of basic and diluted earnings per share:
Three Months Ended March 31,
(in thousands except share and per share data) 2026 2025
Numerator:
Net income
$ 73,788 $ 47,047
Preferred stock dividends 4,313 4,313
Net income available to common stockholders
$ 69,475 $ 42,734
Denominator:
Basic earnings per common share—weighted average common shares 44,094,304 46,123,416
Effect of dilutive outstanding stock-settled awards 506,825 493,288
Dilutive earnings per common share—weighted average diluted common shares 44,601,129 46,616,704
Basic earnings per common share
$ 1.58 $ 0.93
Diluted earnings per common share
$ 1.56 $ 0.92
Anti-dilutive outstanding stock-settled awards 25,424 22,707
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(3) Debt and Equity Securities
The following is a summary of the Company’s debt and equity securities:
(in thousands) Amortized
Cost(1) Gross
Unrealized
Gains Gross
Unrealized
Losses Estimated
Fair
Value
March 31, 2026
Available-for-sale debt securities:
Residential mortgage-backed securities $ 3,723,642 $ 25,241 $ ( 93,382 ) $ 3,655,501
Commercial mortgage-backed securities
245,890 2,114 ( 224 ) 247,780
Credit risk transfer securities
11,013 — ( 439 ) 10,574
Total available-for-sale debt securities 3,980,545 27,355 ( 94,045 ) 3,913,855
Held-to-maturity debt securities:
Residential mortgage-backed securities 709,594 — ( 71,010 ) 638,584
Total held-to-maturity debt securities 709,594 — ( 71,010 ) 638,584
Equity securities 42,024
Trading debt securities
7,882
Total debt and equity securities(2)
$ 4,673,355
December 31, 2025
Available-for-sale debt securities:
Residential mortgage-backed securities $ 3,743,234 $ 41,037 $ ( 91,625 ) $ 3,692,646
Commercial mortgage-backed securities
244,457 3,555 — 248,012
Credit risk transfer securities
11,248 — ( 451 ) 10,797
Total available-for-sale debt securities 3,998,939 44,592 ( 92,076 ) 3,951,455
Held-to-maturity debt securities:
Residential mortgage-backed securities 725,722 — ( 70,890 ) 654,832
Total held-to-maturity debt securities
725,722 — ( 70,890 ) 654,832
Equity securities 41,998
Trading debt securities
3,924
Total debt and equity securities(2)
$ 4,723,099
(1) Excludes accrued interest receivable of $ 16.0 million and $ 16.1 million at March 31, 2026 and December 31, 2025, respectively, related to available-for-sale debt securities and $ 1.1 million and $ 1.2 million at March 31, 2026 and December 31, 2025, 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, equity securities and trading debt securities at estimated fair value and held-to-maturity debt securities at amortized cost.
Debt Securities
The amortized cost and estimated fair value as of March 31, 2026, excluding accrued interest receivable, of available-for-sale and held-to-maturity debt securities are presented below by contractual maturity. Actual maturities may differ from contractual maturities of mortgage-backed securities because borrowers may have the right to call or prepay obligations with or without prepayment penalties.
Available-for-sale Held-to-maturity
(in thousands) Amortized Cost Fair Value Amortized Cost Fair Value
Due within one year $ — $ — $ — $ —
Due after one year through five years — — — —
Due after five years through ten years 257,612 259,076 — —
Due after ten years 3,722,933 3,654,779 709,594 638,584
Total $ 3,980,545 $ 3,913,855 $ 709,594 $ 638,584
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The table below presents the weighted average yields for the Company’s available-for-sale debt securities as of March 31, 2026. Weighted average yields are calculated based on amortized cost on a tax-exempt basis assuming a 21% federal tax rate, where applicable.
Residential mortgage-backed securities Commercial mortgage-backed securities
CRT securities
Due within one year — % — % — %
Due after one year through five years — — —
Due after five years through ten years 3.91 4.84 3.79
Due after ten years 4.70 — —
Total 4.70 % 4.84 % 3.79 %
The following table discloses the Company’s available-for-sale debt securities that have been in a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 or more months:
Less Than 12 Months 12 Months or Longer Total
(in thousands) Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss
March 31, 2026
Residential mortgage-backed securities $ 613,940 $ ( 2,752 ) $ 741,764 $ ( 90,630 ) $ 1,355,704 $ ( 93,382 )
Commercial mortgage-backed securities
57,003 ( 224 ) — — 57,003 ( 224 )
Credit risk transfer securities
— — 10,574 ( 439 ) 10,574 ( 439 )
Total $ 670,943 $ ( 2,976 ) $ 752,338 $ ( 91,069 ) $ 1,423,281 $ ( 94,045 )
December 31, 2025
Residential mortgage-backed securities $ 203,193 $ ( 97 ) $ 934,222 $ ( 91,528 ) $ 1,137,415 $ ( 91,625 )
Commercial mortgage-backed securities
— — — — — —
Credit risk transfer securities
— — 10,797 ( 451 ) 10,797 ( 451 )
Total $ 203,193 $ ( 97 ) $ 945,019 $ ( 91,979 ) $ 1,148,212 $ ( 92,076 )
At March 31, 2026, the Company had 41 available-for-sale debt securities in an unrealized loss position, comprised of 37 residential mortgage-backed securities, two commercial mortgage-backed securities and two credit risk transfer 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. The Company does not currently intend to sell and based on current conditions it does not believe it is likely that the Company will be required to sell these available-for-sale debt securities before recovery of the amortized cost of such securities in an unrealized loss position and has therefore recorded the unrealized losses related to this portfolio in accumulated other comprehensive income (“AOCI”). Held-to-maturity debt securities consist of government guaranteed securities for which no loss is expected. At March 31, 2026 and December 31, 2025, no allowance for credit losses was established for available-for-sale or held-to-maturity debt securities.
At March 31, 2026 and December 31, 2025, debt securities with carrying values of approximately $ 913,000 and $ 937,000 , respectively, were pledged to secure certain customer deposits.
Equi ty Securities
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:
Three Months Ended March 31,
(in thousands) 2026 2025
Net gains/(losses) recognized during the period $ 1,646 $ ( 1,708 )
Less: Realized net gains/(losses) recognized on securities sold 608 328
Unrealized net gains/(losses) recognized on securities still held $ 1,038 $ ( 2,036 )
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(4) Loans and Allowance for Credit Losses on Loans
Loans are summarized by portfolio segment as follows:
(in thousands) March 31, 2026 December 31, 2025
Loans held for investment(1)(2):
Commercial $ 12,499,262 $ 12,163,545
Mortgage finance 6,961,686 6,064,019
Commercial real estate 5,287,272 5,378,712
Consumer 431,442 433,926
Loans held for investment 25,179,662 24,040,202
Allowance for credit losses on loans ( 270,441 ) ( 270,557 )
Total loans held for investment, net $ 24,909,221 $ 23,769,645
(1) Excludes accrued interest receivable of $ 104.4 million and $ 107.3 million at March 31, 2026 and December 31, 2025, respectively, that is recorded in accrued interest receivable and other assets on the consolidated balance sheets.
(2) Loans are presented net of deferred loan fees and costs totaling $ 104.8 million and $ 106.8 million at March 31, 2026 and December 31, 2025, respectively.
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The following tables summarize loans held for investment by year of origination and internally assigned credit grades:
(in thousands) 2026 2025 2024 2023 2022 2021
and prior Revolving lines of credit Revolving lines of credit converted to term loans Total
March 31, 2026
Commercial
(1-7) Pass $ 540,210 $ 1,898,487 $ 1,093,995 $ 605,811 $ 634,839 $ 220,996 $ 7,193,115 $ 9,331 $ 12,196,784
(8) Special mention 40 7,709 27,346 10,872 15,399 14,284 28,101 708 104,459
(9) Substandard - accruing — 25,083 8,756 11,892 — 37,997 15,281 — 99,009
(9+) Non-accrual 161 12,440 219 32,554 24,804 11,458 17,374 — 99,010
Total commercial $ 540,411 $ 1,943,719 $ 1,130,316 $ 661,129 $ 675,042 $ 284,735 $ 7,253,871 $ 10,039 $ 12,499,262
Mortgage finance
(1-7) Pass $ — $ — $ — $ — $ — $ — $ 6,961,686 $ — $ 6,961,686
(8) Special mention — — — — — — — — —
(9) Substandard - accruing — — — — — — — — —
(9+) Non-accrual — — — — — — — — —
Total mortgage finance $ — $ — $ — $ — $ — $ — $ 6,961,686 $ — $ 6,961,686
Commercial real estate
(1-7) Pass $ 309,009 $ 821,246 $ 595,484 $ 875,749 $ 1,267,974 $ 934,525 $ 129,491 $ 5,956 $ 4,939,434
(8) Special mention — 818 45,444 70,778 70,125 67,499 7,000 — 261,664
(9) Substandard - accruing — 11 348 — 39,776 102 — — 40,237
(9+) Non-accrual — — 25,532 — 20,405 — — — 45,937
Total commercial real estate $ 309,009 $ 822,075 $ 666,808 $ 946,527 $ 1,398,280 $ 1,002,126 $ 136,491 $ 5,956 $ 5,287,272
Consumer
(1-7) Pass $ 9,654 $ 33,375 $ 35,645 $ 26,978 $ 45,306 $ 183,101 $ 97,084 $ — $ 431,143
(8) Special mention — — — — — 299 — — 299
(9) Substandard - accruing — — — — — — — — —
(9+) Non-accrual — — — — — — — — —
Total consumer $ 9,654 $ 33,375 $ 35,645 $ 26,978 $ 45,306 $ 183,400 $ 97,084 $ — $ 431,442
Total $ 859,074 $ 2,799,169 $ 1,832,769 $ 1,634,634 $ 2,118,628 $ 1,470,261 $ 14,449,132 $ 15,995 $ 25,179,662
Gross charge-offs $ — $ 2,760 $ — $ 914 $ 7,164 $ — $ 6,651 $ — $ 17,489
(in thousands) 2025 2024 2023 2022 2021 2020
and prior Revolving lines of credit Revolving lines of credit converted to term loans Total
December 31, 2025
Commercial
(1-7) Pass $ 2,038,311 $ 1,164,863 $ 671,070 $ 670,995 $ 107,970 $ 143,631 $ 6,977,639 $ 9,359 $ 11,783,838
(8) Special mention 7,659 16,204 16,093 42,441 15,346 1,239 39,073 — 138,055
(9) Substandard - accruing 25,513 8,824 44,506 — 34,641 4,192 27,830 — 145,506
(9+) Non-accrual 11,293 — 2,959 36,390 — 11,639 33,865 — 96,146
Total commercial $ 2,082,776 $ 1,189,891 $ 734,628 $ 749,826 $ 157,957 $ 160,701 $ 7,078,407 $ 9,359 $ 12,163,545
Mortgage finance
(1-7) Pass $ — $ — $ — $ — $ — $ — $ 6,064,019 $ — $ 6,064,019
(8) Special mention — — — — — — — — —
(9) Substandard - accruing — — — — — — — — —
(9+) Non-accrual — — — — — — — — —
Total mortgage finance $ — $ — $ — $ — $ — $ — $ 6,064,019 $ — $ 6,064,019
Commercial real estate
(1-7) Pass $ 781,062 $ 565,727 $ 941,760 $ 1,543,106 $ 423,708 $ 608,352 $ 254,480 $ 5,305 $ 5,123,500
(8) Special mention 743 45,137 728 90,752 61,132 1,530 7,800 766 208,588
(9) Substandard - accruing 10 25,880 — — — — — — 25,890
(9+) Non-accrual — — — 20,734 — — — — 20,734
Total commercial real estate $ 781,815 $ 636,744 $ 942,488 $ 1,654,592 $ 484,840 $ 609,882 $ 262,280 $ 6,071 $ 5,378,712
Consumer
(1-7) Pass $ 36,507 $ 37,851 $ 28,181 $ 50,765 $ 72,924 $ 113,440 $ 94,258 $ — $ 433,926
(8) Special mention — — — — — — — — —
(9) Substandard - accruing — — — — — — — — —
(9+) Non-accrual — — — — — — — — —
Total Consumer $ 36,507 $ 37,851 $ 28,181 $ 50,765 $ 72,924 $ 113,440 $ 94,258 $ — $ 433,926
Total $ 2,901,098 $ 1,864,486 $ 1,705,297 $ 2,455,183 $ 715,721 $ 884,023 $ 13,498,964 $ 15,430 $ 24,040,202
Gross charge-offs $ 11,233 $ 704 $ 4,234 $ 8,958 $ 28 $ 2,011 $ 25,715 $ — $ 52,883
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The following table details activity in the allowance for credit losses on loans. Allocation of a portion of the allowance to one category does not preclude its availability to absorb losses in other categories.
(in thousands) Commercial Mortgage
Finance Commercial Real Estate Consumer Total
Three Months Ended March 31, 2026
Beginning balance $ 202,029 $ 6,221 $ 60,559 $ 1,748 $ 270,557
Provision for credit losses on loans 29,111 ( 3,694 ) ( 8,267 ) 92 17,242
Charge-offs 17,489 — — — 17,489
Recoveries 131 — — — 131
Net charge-offs (recoveries) 17,358 — — — 17,358
Ending balance $ 213,782 $ 2,527 $ 52,292 $ 1,840 $ 270,441
Three Months Ended March 31, 2025
Beginning balance $ 198,423 $ 2,755 $ 68,825 $ 1,706 $ 271,709
Provision for credit losses on loans 9,167 2,701 4,641 ( 42 ) 16,467
Charge-offs 10,197 — 500 — 10,697
Recoveries 483 — 413 4 900
Net charge-offs (recoveries) 9,714 — 87 ( 4 ) 9,797
Ending balance $ 197,876 $ 5,456 $ 73,379 $ 1,668 $ 278,379
The Company recorded a $ 17.2 million provision for credit losses on loans for the three months ended March 31, 2026, compared to $ 16.5 million for the same period of 2025. The $ 17.2 million provision for credit losses on loans resulted primarily from an increase in criticized loans and $ 17.4 million in net charge-offs recorded during the three months ended March 31, 2026. Criticized loans totaled $ 650.6 million at March 31, 2026, compared to $ 634.9 million at December 31, 2025.
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 March 31, 2026, the Company had $ 32.4 million in collateral-dependent commercial loans, collateralized by business assets, and $ 45.9 million in collateral-dependent commercial real estate loans, collateralized by real estate.
The table below provides an age analysis of loans held for investment:
(in thousands) 30-59 Days
Past Due 60-89 Days
Past Due 90 Days or More Past Due Total Past
Due Non-accrual(1) Current Total Non-accrual With No Allowance
March 31, 2026
Commercial $ 15,907 $ 332 $ 18,030 $ 34,269 $ 99,010 $ 12,365,983 $ 12,499,262 $ 3,430
Mortgage finance — — — — — 6,961,686 6,961,686 —
Commercial real estate 63 548 — 611 45,937 5,240,724 5,287,272 1,534
Consumer 1,627 — — 1,627 — 429,815 431,442 —
Total $ 17,597 $ 880 $ 18,030 $ 36,507 $ 144,947 $ 24,998,208 $ 25,179,662 $ 4,964
(1) As of March 31, 2026, $ 463,000 of non-accrual loans were earning interest income on a cash basis compared to $ 470,000 as of December 31, 2025. Additionally, no interest income was recognized on non-accrual loans for the three months ended March 31, 2026 compared to $ 64,000 recognized for the same period in 2025. Accrued interest of $ 4.8 million and $ 7,000 was reversed during the three months ended March 31, 2026 and March 31, 2025, respectively.
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Modifications to Borrowers Experiencing Financial Difficulty
The table below details loans held for investment made to borrowers experiencing financial difficulty that were modified during the three months March 31, 2026 and March 31, 2025, by type of modification granted and the financial effect of those modifications:
Financial Statement Impact
($ in thousands) Payment
Deferral Term
Extension Payment
Deferral
and Term
Extension Total Percentage of Loans Held for Investment Interest Rate Reduction Term Extension (in months) Payment Deferrals
Three Months Ended March 31, 2026
Commercial $ 25,520 $ 1,365 $ — $ 26,885 0.11 % — % 4
$ 1,901
Commercial real estate — — 16,895 16,895 0.07 % — % 6 737
Total $ 25,520 $ 1,365 $ 16,895 $ 43,780 0.17 %
Three Months Ended March 31, 2025
Commercial $ 1,817 $ — $ 788 $ 2,605 0.01 % — % 6 to 12
$ 135
Commercial real estate 18,163 — — 18,163 0.08 % — % — $ 369
Total $ 19,980 $ — $ 788 $ 20,768 0.09 %
The table below details 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.
(in thousands)
Payment
Deferral Payment Deferral
and Term Extension
Total
Three Months Ended March 31, 2026
Commercial $ 166 $ — $ 166
Commercial real estate — — —
Total $ 166 $ — $ 166
Three Months Ended March 31, 2025
Commercial $ 2,996 $ — $ 2,996
Commercial real estate — 13,500 13,500
Total $ 2,996 $ 13,500 $ 16,496
The table below provides an age analysis of loans held for investment as of March 31, 2026 and March 31, 2025 made to borrowers experiencing financial difficulty that were modified in the prior twelve months:
(in thousands) 30-89 Days
Past Due 90+ Days
Past Due Non-Accrual Current Total
March 31, 2026
Commercial $ — $ — $ 59,015 $ 17,139 $ 76,154
Commercial real estate
— — 16,895 — 16,895
Total $ — $ — $ 75,910 $ 17,139 $ 93,049
March 31, 2025
Commercial $ — $ — $ 9,567 $ 33,825 $ 43,392
Commercial real estate
— — 31,663 15,831 47,494
Total $ — $ — $ 41,230 $ 49,656 $ 90,886
(5) Short-Term Borrowings and Long-Term Debt
The table below presents a summary of short-term borrowings:
(in thousands) March 31, 2026 December 31, 2025
Federal funds purchased $ — $ 30,000
Federal Home Loan Bank (“FHLB”) borrowings
— 300,000
Total short-term borrowings $ — $ 330,000
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The table below presents a summary of long-term debt:
(in thousands) March 31, 2026 December 31, 2025
Bank-issued 5.25 % fixed rate subordinated notes due 2026
$ — $ 134,509
Company-issued 4.00 % fixed rate subordinated notes due 2031
372,770 372,660
Company-issued 5.301 % fixed rate senior notes due February 2032
392,117 —
Trust preferred floating rate subordinated debentures due 2032 to 2036 113,406 113,406
Total long-term debt $ 878,293 $ 620,575
During the first quarter of 2026, the bank-issued 5.25 % fixed rate subordinated notes due 2026 matured and were repaid in full.
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. On March 9, 2026, the Company gave notice to the holders of these subordinated notes that it will redeem these notes in full on May 6, 2026 (the “redemption date”), at a redemption price equal to 100% of the principal amount plus accrued and unpaid interest as of the redemption date.
On February 27, 2026, the Company issued $ 400.0 million of fixed-to-floating senior notes. The notes are redeemable, in whole or in part, on February 27, 2031 and mature on February 27, 2032. The notes bear interest at a fixed annual rate of 5.301 %, payable semi-annually, for an initial five-year period and at a floating rate per annum equal to the compounded SOFR plus 1.94 %, payable quarterly, for the final year.
(6) Financial Instruments with Off-Balance Sheet Risk
The table below presents the Company’s financial instruments with off-balance sheet risk, as well as the activity in the allowance for off-balance sheet credit losses related to those financial instruments.
(in thousands) Commercial Mortgage
Finance Commercial
Real Estate Consumer Total
Three Months Ended March 31, 2026
Beginning balance $ 58,209 $ 16 $ 3,979 $ 51 $ 62,255
Provision for off-balance sheet credit losses ( 277 ) ( 8 ) ( 964 ) 7 ( 1,242 )
Ending balance $ 57,932 $ 8 $ 3,015 $ 58 $ 61,013
Three Months Ended March 31, 2025
Beginning balance $ 47,907 $ 23 $ 5,351 $ 51 $ 53,332
Provision for off-balance sheet credit losses 604 ( 2 ) ( 61 ) ( 8 ) 533
Ending balance $ 48,511 $ 21 $ 5,290 $ 43 $ 53,865
(in thousands) March 31, 2026 December 31, 2025
Commitments to extend credit - period end balance $ 11,783,332 $ 12,193,441
Standby letters of credit - period end balance 637,349 610,178
(7) Regulatory Ratios and Capital
The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory (and possibly additional discretionary) actions by regulators that, if undertaken, could have a direct material adverse effect on the Company’s and the Bank’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific capital guidelines that involve quantitative measures of the Company’s and the Bank’s assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. The Company’s and the Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.
The Basel III Capital Rules adopted by U.S. federal banking agencies, among other things, (i) establish the capital measure called “Common Equity Tier 1” (“CET1”), (ii) specify that Tier 1 capital consists of CET1 and “Additional Tier 1 Capital” instruments meeting stated requirements, (iii) require that most deductions/adjustments to regulatory capital measures be made to CET1 and not to other components of capital and (iv) define the scope of the deductions/adjustments to the capital measures.
Additionally, the Basel III Capital Rules require that the Company maintain a 2.5 % capital conservation buffer comprised of CET1, with respect to each of CET1, Tier 1 and total capital to risk-weighted asset ratios. A financial institution with a
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conservation buffer of less than the required amount is subject to limitations on capital distributions, including dividend payments and stock repurchases, and certain discretionary bonus payments to executive officers. No dividends were declared or paid on the Company’s common stock during the three months ended March 31, 2026 or during 2025. On April 23, 2026, the Company and its board of directors declared and announced a cash dividend of $ 0.20 per common share. The dividend is payable on June 15, 2026, to holders of record at the close of business on June 1, 2026.
Effective December 12, 2025, the Company’s board of directors authorized a new share repurchase program under which the Company may repurchase up to $ 200.0 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 three months ended March 31, 2026, the Company repurchased 770,423 shares of its common stock for an aggregate price, including excise tax expense, of $ 75.1 million, at a weighted average price of $ 96.82 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.
The table below summarizes the Company’s and the Bank’s actual and required capital ratios under the Basel III Capital Rules and other standards. As shown in the table below, the Company’s and Bank’s capital ratios exceeded the regulatory definition of well capitalized as of March 31, 2026 and December 31, 2025.
March 31, 2026 December 31, 2025
(dollars in thousands) Minimum Capital Required(2) Capital Required to be Well Capitalized Capital Amount Ratio Capital Amount Ratio
The Company
CET1 capital (to risk-weighted assets) 7.00 % N/A $ 3,391,450 11.99 % $ 3,394,471 12.13 %
Tier 1 capital (to risk-weighted assets) 8.50 % 6.00 % 3,801,450 13.44 % 3,804,471 13.60 %
Total capital (to risk-weighted assets) 10.50 % 10.00 % 4,505,674 15.93 % 4,509,943 16.12 %
Tier 1 capital (to average assets)(1) 4.00 % N/A 3,801,450 12.11 % 3,804,471 11.65 %
The Bank
CET1 capital (to risk-weighted assets) 7.00 % 6.50 % $ 3,708,376 13.18 % $ 3,618,691 13.01 %
Tier 1 capital (to risk-weighted assets) 8.50 % 8.00 % 3,708,376 13.18 % 3,618,691 13.01 %
Total capital (to risk-weighted assets) 10.50 % 10.00 % 4,039,830 14.35 % 3,951,503 14.20 %
Tier 1 capital (to average assets)(1) 4.00 % 5.00 % 3,708,376 11.91 % 3,618,691 11.18 %
(1) The Tier 1 capital ratio (to average assets) is not impacted by the Basel III Capital Rules; however, the Federal Reserve Board and the FDIC may require the Company and the Bank, respectively, to maintain a Tier 1 capital ratio (to average assets) above the required minimum.
(2) Percentages represent the minimum capital ratios plus, as applicable, the fully phased-in 2.5% CET1 capital buffer under the Basel III Capital Rules.
(8) Stock-Based Compensation
The Company has long-term incentive plans under which stock-based compensation awards are granted to employees and directors by the Company’s board of directors or its designated committee. Grants are subject to vesting requirements and may include, among other things, nonqualified stock options, stock appreciation rights, restricted stock units (“RSUs”), restricted stock and performance units, or any combination thereof.
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The table below summarizes the Company’s stock-based compensation expense:
Three Months Ended March 31,
(in thousands) 2026 2025
Stock-settled awards:
RSUs $ 12,205 $ 10,359
Cash-settled units 5,294 2,391
Total $ 17,499 $ 12,750
(in thousands except period data) March 31, 2026
Unrecognized compensation expense related to unvested stock-settled awards $ 32,878
Weighted average period over which stock-settled awards expense is expected to be recognized, in years 2.2
Unrecognized compensation expense related to cash-settled units $ 37,330
Weighted average period over which cash-settled units expense is expected to be recognized, in years 2.3
(9) Fair Value Disclosures
The Company determines the fair market values of its assets and liabilities measured at fair value on a recurring and nonrecurring basis using the fair value hierarchy as prescribed in Accounting Standards Codification 820, Fair Value Measurements and Disclosures. See Note 1 - Operations and Summary of Significant Accounting Policies in the 2025 Form 10-K for information regarding the fair value hierarchy and a description of the methods and significant assumptions used by the Company in estimating its fair value disclosures for financial statements.
Assets and liabilities measured at fair value are as follows:
Fair Value Measurements Using
(in thousands) Level 1 Level 2 Level 3
March 31, 2026
Available-for-sale debt securities:(1)
Residential mortgage-backed securities $ — $ 3,655,501 $ —
Commercial mortgage-backed securities
— 247,780 —
Credit risk transfer securities
— — 10,574
Equity securities(1)
32,024 10,000 —
Trading debt securities(1)
— 7,882 —
Loans held for investment(2)
— — 52,228
Derivative assets(3)
— 43,918 —
Other trading assets(4)
72 — —
Derivative liabilities(3)
— 41,578 —
Securities sold not yet purchased(4)
12,503 — —
Non-qualified deferred compensation plan liabilities(5)
18,008 — —
December 31, 2025
Available-for-sale debt securities:(1)
Residential mortgage-backed securities $ — $ 3,692,646 $ —
Commercial mortgage-backed securities
— 248,012 —
Credit risk transfer securities
— — 10,797
Equity securities(1)
31,998 10,000 —
Trading debt securities
— 3,924 —
Loans held for investment(2)
— — 20,844
Derivative assets(3)
— 40,892 —
Derivative liabilities(3)
— 24,458 —
Securities sold not yet purchased(4)
12,026 — —
Non-qualified deferred compensation plan liabilities(5)
18,989 — —
(1) Available-for-sale debt securities, equity securities and trading debt 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. These loans held for investment are measured on a nonrecurring basis, generally annually or more often as warranted by market and economic conditions.
(3) Derivative assets and liabilities are measured at fair value on a recurring basis, generally quarterly.
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(4) Other trading assets and securities sold not yet purchased are measured at fair value on a recurring basis, generally monthly.
(5) Non-qualified deferred compensation plan liabilities represent the fair value of the obligation to the employee, which generally corresponds to the fair value of the invested assets, and are measured at fair value on a recurring basis, generally monthly.
Level 3 Valuations
The following table presents a reconciliation of the level 3 fair value category measured at fair value on a recurring basis:
Net Gains/(Losses)
(in thousands) Balance at Beginning of Period Purchases / Additions Sales / Reductions Realized Unrealized Balance at End of Period
Three Months Ended March 31, 2026
Available-for-sale debt securities:(1)
Credit risk transfer securities
$ 10,797 $ — $ ( 235 ) $ — $ 12 $ 10,574
Three Months Ended March 31, 2025
Available-for-sale debt securities:(1)
Credit risk transfer securities
$ 11,926 $ — $ ( 301 ) $ — $ ( 31 ) $ 11,594
(1) Unrealized gains/(losses) on available-for-sale debt securities are recorded in AOCI. Realized gains/(losses) are recorded in other non-interest income on the consolidated statements of income and other comprehensive income/(loss).
Credit risk transfer securities
The fair value of credit risk transfer securities is based on a discounted cash flow model, which utilizes Level 3 inputs, the most significant of which were a discount rate and weighted-average life. At March 31, 2026, the discount rates utilized ranged from 4.79 % to 6.11 % and the weighted-average life ranged from 3.90 years to 5.65 years. On a combined amortized cost weighted-average basis a discount rate of 5.37 % and a weighted-average life of 4.67 years were utilized to determine the fair value of these securities at March 31, 2026. At December 31, 2025, the combined weighted-average discount rate and weighted-average life utilized were 5.16 % and 4.65 years, respectively.
Loans held for investment
Certain collateral-dependent loans held for investment are reported at fair value when, based upon an individual evaluation, the specific allocation of the allowance for credit losses that is deducted from the loan's amortized cost is based upon the fair value of the loan's underlying collateral. The $ 52.2 million fair value of loans held for investment at March 31, 2026 reported above includes impaired loans with a carrying value of $ 76.8 million that were reduced by specific allowance allocations totaling $ 24.6 million based on collateral valuations utilizing Level 3 inputs. The $ 20.8 million fair value of loans held for investment at December 31, 2025 reported above includes impaired loans with a carrying value of $ 30.1 million that were reduced by specific allowance allocations totaling $ 9.3 million based on collateral valuations utilizing Level 3 inputs.
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Fair Value of Financial Instruments
A summary of the carrying amounts and estimated fair values of financial instruments is as follows:
Carrying
Amount Estimated Fair Value
(in thousands) Total Level 1 Level 2 Level 3
March 31, 2026
Financial assets:
Cash and cash equivalents $ 2,956,611 $ 2,956,611 $ 2,956,611 $ — $ —
Available-for-sale debt securities 3,913,855 3,913,855 — 3,903,281 10,574
Held-to-maturity debt securities 709,594 638,584 — 638,584 —
Equity securities 42,024 42,024 32,024 10,000 —
Trading debt securities
7,882 7,882 — 7,882 —
Loans held for sale 21,333 21,333 — 21,333 —
Loans held for investment, net 24,909,221 24,699,883 — — 24,699,883
Derivative assets 43,918 43,918 — 43,918 —
Other trading assets
72 72 72 — —
Financial liabilities:
Total deposits 28,516,688 28,524,120 — — 28,524,120
Long-term debt 878,293 849,030 — 849,030 —
Derivative liabilities 41,578 41,578 — 41,578 —
Securities sold not yet purchased 12,503 12,503 12,503 — —
December 31, 2025
Financial assets:
Cash and cash equivalents $ 2,099,118 $ 2,099,118 $ 2,099,118 $ — $ —
Available-for-sale debt securities 3,951,455 3,951,455 — 3,940,658 10,797
Held-to-maturity debt securities 725,722 654,832 — 654,832 —
Equity securities 41,998 41,998 31,998 10,000 —
Trading debt 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
Derivative assets 40,892 40,892 — 40,892 —
Financial liabilities:
Total deposits 26,448,767 26,450,932 — — 26,450,932
Short-term borrowings 330,000 330,000 — 330,000 —
Long-term debt 620,575 593,610 — 593,610 —
Derivative liabilities 24,458 24,458 — 24,458 —
Securities sold not yet purchased 12,026 12,026 12,026 — —
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(10) Derivative Financial Instruments
The notional amounts and estimated fair values of derivative positions outstanding are presented in the following table.
March 31, 2026 December 31, 2025
Estimated Fair Value Estimated Fair Value
(in thousands) Notional
Amount Asset Derivative Liability Derivative Notional
Amount Asset Derivative Liability Derivative
Derivatives designated as hedges
Cash flow hedges:
Interest rate contracts:
Swaps hedging loans $ 2,200,000 $ 1,193 $ 8,732 $ 2,050,000 $ 4,067 $ 770
Fair value hedges:
Interest rate contracts:
Swaps hedging long-term debt 400,000 — 5,515 — — —
Non-hedging derivatives
Customer-initiated and other derivatives:
Foreign currency forward contracts 390,321 6,412 6,155 265,943 1,212 984
Interest rate contracts:
Swaps 7,026,856 23,609 23,609 6,669,382 31,587 31,587
Caps and floors written 2,531,138 2,104 2,764 2,740,883 3,718 1,054
Caps and floors purchased 2,572,417 2,871 2,211 2,782,162 1,179 3,842
Forward contracts 44,606,697 147,439 145,258 22,454,928 40,214 40,021
Gross derivatives 183,628 194,244 81,977 78,258
Netting adjustment - offsetting derivative assets/liabilities ( 118,526 ) ( 118,526 ) ( 33,926 ) ( 33,926 )
Netting adjustment - cash collateral received/posted ( 21,184 ) ( 34,140 ) ( 7,159 ) ( 19,874 )
Net derivatives included on the consolidated balance sheets $ 43,918 $ 41,578 $ 40,892 $ 24,458
The Company’s credit exposure on derivative instruments is limited to the net favorable value and interest payments by each counterparty. In some cases, collateral may be required from the counterparties involved if the net value of the derivative instruments exceeds a nominal amount. The Company’s credit exposure associated with these instruments, net of any collateral pledged, was approximately $ 43.9 million at March 31, 2026 and approximately $ 40.9 million at December 31, 2025. Collateral levels are monitored and adjusted on a regular basis for changes in the value of derivative instruments. At March 31, 2026, the Company had $ 82.7 million in cash collateral pledged to counterparties included in interest bearing cash and cash equivalents on the consolidated balance sheet and $ 24.3 million in cash collateral received from counterparties included in interest bearing deposits on the consolidated balance sheet. The comparative amounts at December 31, 2025, were $ 29.5 million in cash collateral pledged to counterparties and $ 7.6 million cash collateral received from counterparties.
The Company also enters into credit risk participation agreements with financial institution counterparties for interest rate swaps related to loans in which the Company is either a participant or a lead bank. The risk participation agreements entered into by the Company as a participant bank provide credit protection to the financial institution counterparty should the borrower fail to perform on its interest rate derivative contract with that financial institution. The Company is party to 25 risk participation agreements where it acts as a participant bank with a notional amount of $ 457.7 million at March 31, 2026, compared to 23 risk participation agreements with a notional amount of $ 338.1 million at December 31, 2025. The maximum estimated exposure to these agreements, assuming 100% default by all obligors, was approximately $ 1.4 million at March 31, 2026 and $ 510,000 at December 31, 2025. The fair value of these exposures was insignificant to the consolidated financial statements at both March 31, 2026 and December 31, 2025. Risk participation agreements entered into by the Company as the lead bank provide credit protection should the borrower fail to perform on its interest rate derivative contract. The Company is party to 54 risk participation agreements where the Company acts as the lead bank having a notional amount of $ 684.8 million at March 31, 2026, compared to 47 agreements having a notional amount of $ 603.1 million at December 31, 2025.
Derivatives Designated as Cash Flow Hedges
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 three months ended March 31, 2026, the Company recorded $ 12.1 million in unrealized losses to adjust its cash flow hedges to fair value, which was recorded net of tax to AOCI, and reclassified $ 1.0 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 $ 4.0 million will be reclassified from AOCI as an increase to interest income. As of March 31, 2026, the maximum length of time over which forecasted transactions are hedged is 2.17 years.
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Derivatives Designated as Fair Value Hedges
The Company enters into interest rate derivative contracts that are designated as qualifying fair value hedges to hedge the exposure to variability in fair value attributable to changes in a contractually specified interest rate. To qualify for hedge accounting the hedging relationship, both at inception and on an ongoing basis, must be expected to be highly effective in achieving offsetting fair value adjustments attributable to the hedged risk during the term of the hedge if a fair value hedge. As of March 31, 2026, all of the Company’s fair value hedges are accounted for using the shortcut method. The shortcut method assumes perfect hedge effectiveness and eliminates the quantitative aspect of assessing hedge effectiveness. The fair value hedges are recorded at fair value in other assets and other liabilities on the consolidated balance sheets with changes in fair value recorded in the same income statement line item as the offsetting unrealized loss or gain on the hedged item attributable to the risk being hedged.
During the first quarter of 2026, the Company entered into a receive-fixed, pay-variable interest rate swap contract to hedge the change in the fair value due to fluctuations in market interest rates for the $ 400.0 million Company-issued 5.301 % fixed rate senior notes. The change in fair value of the fair value hedge is recorded through earnings with an exact offset against the change in the fair value of the hedged item within interest expense on long-term debt in the consolidated statements of income. During the three months ended March 31, 2026, the Company recorded $ 60,000 in interest expense on long-term debt related to interest settlements on derivatives. As of March 31, 2026, the carrying amount of the hedged liability was $ 392.1 million, which included a $ 5.5 million cumulative basis reduction related to the application of hedge accounting.
(11) Accumulated Other Comprehensive Income
The following table provides the change in AOCI by component:
(in thousands) Cash Flow Hedges Available-for-Sale Securities Held-to-Maturity Securities Total
Three Months Ended March 31, 2026
Beginning balance $ 3,100 $ ( 36,563 ) $ ( 31,122 ) $ ( 64,585 )
Change in unrealized gain/(loss) ( 12,122 ) ( 19,206 ) — ( 31,328 )
Amounts reclassified into net income 1,039 — 1,518 2,557
Total other comprehensive income/(loss)
( 11,083 ) ( 19,206 ) 1,518 ( 28,771 )
Income tax expense/(benefit)
( 2,549 ) ( 4,417 ) 349 ( 6,617 )
Total other comprehensive income/(loss), net of tax
( 8,534 ) ( 14,789 ) 1,169 ( 22,154 )
Ending balance $ ( 5,434 ) $ ( 51,352 ) $ ( 29,953 ) $ ( 86,739 )
Three Months Ended March 31, 2025
Beginning balance $ ( 15,275 ) $ ( 131,531 ) $ ( 36,301 ) $ ( 183,107 )
Change in unrealized gain/(loss) 658 49,621 — 50,279
Amounts reclassified into net income 8,714 — 1,645 10,359
Total other comprehensive income
9,372 49,621 1,645 60,638
Income tax expense
2,117 11,204 372 13,693
Total other comprehensive income, net of tax
7,255 38,417 1,273 46,945
Ending balance $ ( 8,020 ) $ ( 93,114 ) $ ( 35,028 ) $ ( 136,162 )
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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of the Company’s financial condition and results of operations for the three months ended March 31, 2026 and 2025 should be read in conjunction with its audited consolidated financial statements and the related notes to the consolidated financial statements included in the 2025 Form 10-K. Operating results for the three months ended March 31, 2026 are not necessarily indicative of the results for the year ending December 31, 2026 or any future period.
Forward-Looking Statements
This report contains “forward-looking statements” within the meaning of and pursuant to the Private Securities Litigation Reform Act of 1995 regarding, among other things, the Company’s financial condition, results of operations, business plans and future performance. These statements are not historical in nature and may often be identified by the use of words such as “believes,” “projects,” “expects,” “may,” “estimates,” “should,” “plans,” “targets,” “intends” “could,” “would,” “anticipates,” “potential,” “confident,” “optimistic” or the negative thereof, or other variations thereon, or comparable terminology, or by discussions of strategy, objectives, estimates, trends, guidance, expectations and future plans.
Because forward-looking statements relate to future results and occurrences, they are subject to inherent and various uncertainties, risks, and changes in circumstances that are difficult to predict, may change over time, are based on management’s expectations and assumptions at the time the statements are made and are not guarantees of future results. Numerous risks and other factors, many of which are beyond management’s control, could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. While there can be no assurance that any list of risks is complete, important risks and other factors that could cause actual results to differ materially from those contemplated by forward-looking statements include, but are not limited to: economic or business conditions in Texas, the United States or globally that impact TCBI or its customers; negative credit quality developments arising from the foregoing or other factors, including trade policies, geopolitical conflicts, inflation, including increased energy costs, unemployment rates and interest rates; TCBI’s ability to innovate, to anticipate the needs of our current and future customers and to manage increased or expanded competition from banks and other financial service providers in TCBI’s markets; TCBI’s ability to effectively manage its liquidity and maintain adequate regulatory capital to support its businesses; TCBI’s ability to pursue and execute upon growth plans, whether as a function of capital, liquidity or other limitations; TCBI’s ability to successfully execute its business strategy, including its strategic plan and developing and executing new lines of business, products and services; risks related to potential strategic acquisitions, including the risk that TCBI may not be able to consummate acquisitions on favorable terms, if at all, and the risk that TCBI may not realize the anticipated benefits from acquisitions; the extensive regulations to which TCBI is subject and its ability to comply with applicable governmental regulations, including legislative and regulatory changes; TCBI’s ability to effectively manage information technology systems, including third party vendors, cyber or data privacy incidents or other failures, outages, disruptions or security breaches; TCBI’s ability to use technology to provide products and services to its customers; risks related to the development and use of artificial intelligence; changes in interest rates, including the impact of interest rates on TCBI’s securities portfolio and funding costs, as well as related balance sheet implications stemming from the fair value of our assets and liabilities; the effectiveness of TCBI’s risk management processes strategies and monitoring; fluctuations in commercial and residential real estate values, especially as they relate to the value of collateral supporting TCBI’s loans; TCBI’s ability to manage any unexpected outflows of uninsured deposits and avoid selling investment securities or other assets at an unfavorable time or at a loss; adverse developments in the banking industry and the potential impact of such developments on customer confidence, liquidity and regulatory responses to these developments, including in the context of regulatory examinations and related findings and actions; negative press and social media attention with respect to the banking industry or TCBI, in particular; claims, litigation or regulatory investigations and actions that TCBI may become subject to; the failure to identify, attract and retain key personnel and other employees and to engage in adequate succession planning; severe weather, natural disasters, climate change, acts of war, terrorism, global or other geopolitical conflicts, or other external events, as well as related legislative and regulatory initiatives; and the risks and factors more fully described in TCBI’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other documents and filings with the SEC. The information contained in this communication speaks only as of its date. Except to the extent required by applicable law or regulation, we disclaim any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments.
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Results of Operations
Selected income statement data and key performance indicators are presented in the table below:
Three Months Ended March 31,
(dollars in thousands except per share data) 2026 2025
Net interest income $ 254,719 $ 236,034
Provision for credit losses 16,000 17,000
Non-interest income 69,266 44,444
Non-interest expense 213,568 203,020
Income before income taxes
94,417 60,458
Income tax expense
20,629 13,411
Net income
73,788 47,047
Preferred stock dividends 4,313 4,313
Net income available to common stockholders
$ 69,475 $ 42,734
Basic earnings per common share
$ 1.58 $ 0.93
Diluted earnings per common share
$ 1.56 $ 0.92
Net interest margin 3.43 % 3.19 %
Return on average assets (“ROA”) 0.95 % 0.61 %
Return on average common equity (“ROE”) 8.35 % 5.56 %
Efficiency ratio(1) 65.9 % 72.4 %
Non-interest income to average earning assets 0.93 % 0.60 %
Non-interest expense to average earning assets 2.87 % 2.75 %
(1) Non-interest expense divided by the sum of net interest income and non-interest income.
Three months ended March 31, 2026 compared to three months ended March 31, 2025
The Company reported net income of $73.8 million and net income available to common stockholders of $69.5 million for the three months ended March 31, 2026, compared to net income of $47.0 million and net income available to common stockholders of $42.7 million for the same period in 2025. On a fully diluted basis, earnings per common share was $1.56 for the three months ended March 31, 2026, compared to $0.92 for the same period in 2025. ROE was 8.35% and ROA was 0.95% for the three months ended March 31, 2026, compared to 5.56% and 0.61%, respectively, for the same period in 2025. The increase in net income for the three months ended March 31, 2026 compared to the same period in 2025 resulted primarily from increases in net interest income and non-interest income, partially offset by an increase in non-interest expense.
Details of the changes in the various components of net income are discussed below.
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Taxable Equivalent Net Interest Income Analysis - Year to Date(1)
Three Months Ended March 31, 2026 Three Months Ended March 31, 2025
(dollars in thousands) Average
Balance Revenue /
Expense Yield /
Rate Average
Balance Revenue /
Expense Yield /
Rate
Assets
Debt and equity securities(2)
$ 4,635,471 $ 49,598 4.30 % $ 4,463,876 $ 46,565 4.10 %
Interest bearing cash and cash equivalents 2,419,518 21,484 3.60 % 4,255,796 46,574 4.44 %
Loans held for sale(3)
3,096 — — % 335 2 2.97 %
Loans held for investment, mortgage finance
5,239,103 51,573 3.99 % 3,972,106 38,527 3.93 %
Loans held for investment(3)
18,172,432 297,352 6.64 % 17,527,070 296,091 6.85 %
Less: Allowance for credit losses on loans 268,422 — — % 272,758 — — %
Loans held for investment, net
23,143,113 348,925 6.11 % 21,226,418 334,618 6.39 %
Total earning assets 30,201,198 420,007 5.63 % 29,946,425 427,759 5.76 %
Cash and other assets 1,173,895 1,157,184
Total assets $ 31,375,093 $ 31,103,609
Liabilities and Stockholders’ Equity
Transaction deposits $ 2,605,884 $ 14,980 2.33 % $ 2,163,250 $ 13,908 2.61 %
Savings deposits 14,148,034 118,695 3.40 % 13,357,243 133,577 4.06 %
Time deposits 2,020,757 20,229 4.06 % 2,329,384 27,451 4.78 %
Total interest bearing deposits 18,774,675 153,904 3.32 % 17,849,877 174,936 3.97 %
Short-term borrowings 257,989 2,360 3.71 % 751,500 8,246 4.45 %
Long-term debt 675,780 8,111 4.87 % 660,445 8,073 4.96 %
Total interest bearing liabilities 19,708,444 164,375 3.38 % 19,261,822 191,255 4.03 %
Non-interest bearing deposits 7,489,751 7,875,244
Other liabilities 503,038 552,154
Stockholders’ equity 3,673,860 3,414,389
Total liabilities and stockholders’ equity $ 31,375,093 $ 31,103,609
Net interest income $ 255,632 $ 236,504
Net interest margin 3.43 % 3.19 %
(1) Taxable equivalent rates used where applicable.
(2) Yields are calculated using available-for-sale debt securities at amortized cost.
(3) Average balances include non-accrual loans.
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Volume/Rate Analysis
The following table presents the changes in taxable equivalent net interest income and identifies the changes due to differences in the average volume of earning assets and interest bearing liabilities and the changes due to differences in the average interest rate on those assets and liabilities.
Three Months Ended March 31,
2026/2025
Net
Change Change Due To(1)
(in thousands) Volume Yield/Rate(2)
Interest income
Debt and equity securities
$ 3,033 $ 1,735 $ 1,298
Interest bearing cash and cash equivalents (25,090) (20,103) (4,987)
Loans held for sale (2) 20 (22)
Loans held for investment, mortgage finance 13,046 12,278 768
Loans held for investment 1,261 10,900 (9,639)
Total interest income (7,752) 4,830 (12,582)
Interest expense
Transaction deposits 1,072 2,849 (1,777)
Savings deposits (14,882) 7,917 (22,799)
Time deposits (7,222) (3,638) (3,584)
Short-term borrowings (5,886) (5,415) (471)
Long-term debt 38 188 (150)
Total interest expense (26,880) 1,901 (28,781)
Net interest income $ 19,128 $ 2,929 $ 16,199
(1) Yield/rate and volume variances are allocated to yield/rate.
(2) Taxable equivalent rates used where applicable assuming a 21% tax rate.
Net Interest Income
Net interest income was $254.7 million for the three months ended March 31, 2026, compared to $236.0 million for the same period in 2025. The increase was primarily due to an increase in average earning assets and a decrease in funding costs.
Average earning assets increased $254.8 million for the three months ended March 31, 2026, compared to the same period in 2025, which included increases of $1.9 billion in average total loans held for investment and $171.6 million in average debt and equity securities, partially offset by a $1.8 billion decrease in average interest bearing cash and cash equivalents. Average interest bearing liabilities increased $446.6 million for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to an increase of $924.8 million in average interest bearing deposits, partially offset by a decrease of $493.5 million in average short-term borrowings. Average non-interest bearing deposits for the three months ended March 31, 2026 decreased to $7.5 billion from $7.9 billion for the same period in 2025.
Net interest margin for the three months ended March 31, 2026 was 3.43%, compared to 3.19% for the same period of 2025. The increase was primarily due to a decrease in funding costs.
The yield on total loans held for investment decreased to 6.11% for the three months ended March 31, 2026, compared to 6.39% for the same period in 2025, and the yield on earning assets decreased to 5.63% for the three months ended March 31, 2026, compared to 5.76% for the same period in 2025. Total cost of deposits decreased to 2.38% for the three months ended March 31, 2026 from 2.76% for the same period in 2025 and total funding costs, including non-interest bearing deposits and stockholders' equity, decreased to 2.16% for the three months ended March 31, 2026, compared to 2.54% for the same period in 2025.
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Non-interest Income
Three Months Ended March 31,
(in thousands) 2026 2025
Service charges on deposit accounts $ 9,223 $ 7,840
Wealth management and trust fee income 4,388 3,964
Brokered loan fees 2,006 1,949
Investment banking and advisory fees 32,016 16,478
Trading income 10,251 5,939
Available-for-sale debt securities losses — —
Other 11,382 8,274
Total non-interest income $ 69,266 $ 44,444
Non-interest income increased $24.8 million during the three months ended March 31, 2026, compared to the same period in 2025, primarily due to increases in service charges on deposit accounts, investment banking and advisory fees, trading income and other non-interest income.
Non-interest Expense
Three Months Ended March 31,
(in thousands) 2026 2025
Salaries and benefits $ 139,347 $ 131,641
Occupancy expense 12,405 10,844
Marketing 4,972 5,009
Legal and professional 11,980 14,989
Communications and technology 27,172 23,642
Federal Deposit Insurance Corporation (“FDIC”) insurance assessment 4,877 5,341
Other 12,815 11,554
Total non-interest expense $ 213,568 $ 203,020
Non-interest expense increased $10.5 million during the three months ended March 31, 2026, compared to the same period in 2025. The increase was primarily due to increases in salaries and benefits, occupancy expense and communications and technology expense, partially offset by a decrease in legal and professional expense.
Analysis of Financial Condition
Loans Held for Investment
The following table summarizes the Company’s loans held for investment by portfolio segment. See Note 1 - Operations and Summary of Significant Accounting Policies in the 2025 Form 10-K for details of these portfolio segments.
(in thousands) March 31, 2026 December 31, 2025
Commercial $ 12,499,262 $ 12,163,545
Mortgage finance 6,961,686 6,064,019
Commercial real estate 5,287,272 5,378,712
Consumer
431,442 433,926
Total loans held for investment $ 25,179,662 $ 24,040,202
Total loans held for investment were $25.2 billion at March 31, 2026, an increase of $1.1 billion from December 31, 2025, as increases in commercial and mortgage finance loans were partially offset by decreases in commercial real estate and consumer loans. Mortgage finance loans include legal ownership interests in mortgage loans that the Company purchases from unaffiliated mortgage originators, either directly or through a special purpose entity structure, that are typically sold within 10 to 20 days and represent 28% and 25% of loans held for investment at March 31, 2026 and December 31, 2025, respectively. Volumes fluctuate based on the level of market demand for the product and the number of days between purchase and sale of the loans, which can be affected by changes in overall market interest rates, and tend to peak at the end of each month.
The Company originates a substantial majority of all loans held for investment. The Company also participates in shared national credits, both as a participant and as an agent. As of March 31, 2026, the Company had $6.6 billion in shared national credits, $1.2 billion of which the Company administered as agent. All syndicated loans, whether the Company acts as agent or participant, are underwritten to the same standards as all other loans the Company originates. As of March 31, 2026, approximately $28.9 million of the Company’s shared national credits were on non-accrual.
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Portfolio Concentrations
Although more than 50% of the Company’s total loan exposure is outside of Texas and more than 50% of deposits are sourced outside of Texas, Texas concentration remains significant. As of March 31, 2026, a majority of the loans held for investment, excluding mortgage finance and other national lines of business, were to businesses with headquarters or operations in Texas. This geographic concentration subjects the Company’s loan portfolio to the general economic conditions within Texas. The risks created by this concentration have been considered by management in determining the appropriateness of the allowance for credit losses.
Non-performing Assets
Non-performing assets include non-accrual loans and leases, and repossessed assets. The table below summarizes non-accrual loans by portfolio segment and by type of property securing the credit.
(dollars in thousands) March 31, 2026 December 31, 2025
Non-accrual loans held for investment
Commercial:
Business assets $ 96,489 $ 92,725
Accounts receivable and inventory 1,145 1,177
Machinery and equipment
166 —
Unsecured 1,210 2,244
Total commercial 99,010 96,146
Commercial real estate:
Industrial buildings
18,871 19,200
Commercial building
1,534 1,534
Apartment building
25,532 —
Total commercial real estate 45,937 20,734
Total non-accrual loans held for investment 144,947 116,880
Non-accrual loans held for sale(1)
21,333 4,361
Other real estate owned (“OREO”) — —
Total non-performing assets $ 166,280 $ 121,241
Non-accrual loans held for investment to total loans held for investment 0.58 % 0.49 %
Total non-performing assets to total assets 0.50 % 0.38 %
Allowance for credit losses on loans to non-accrual loans held for investment 1.9x 2.3x
Loans held for investment past due 90 days and accruing $ 18,030 $ 19,353
Loans held for investment past due 90 days to total loans held for investment 0.07 % 0.08 %
Loans held for sale past due 90 days and accruing $ — $ —
(1) First quarter 2026 and fourth quarter 2025 includes non-accrual loans previously reported in loans held for investment that were transferred at fair value to held for sale as of March 31, 2026 and December 31, 2025, respectively.
Summary of Credit Loss Experience
The provision for credit losses, comprised of a provision for loans and off-balance sheet credit losses, is a charge to earnings to maintain the allowance for credit losses at a level consistent with management’s assessment of expected losses at each balance sheet date.
The Company recorded a provision for credit losses of $16.0 million for the three months ended March 31, 2026, compared to a provision of $17.0 million for the three months ended March 31, 2025. The provision for credit losses for the three months ended March 31, 2026 reflects an increase in criticized loans and $17.4 million in net charge-offs recorded during the three months ended March 31, 2026. Criticized loans totaled $650.6 million at March 31, 2026, compared to $634.9 million at December 31, 2025.
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The table below presents key metrics related to the Company’s credit loss experience:
March 31, 2026 March 31, 2025
Allowance for credit losses on loans to total loans held for investment 1.07 % 1.24 %
Allowance for credit losses on loans to average total loans held for investment(1)
1.16 % 1.29 %
Total allowance for credit losses to total loans held for investment 1.32 % 1.48 %
Total provision for credit losses to average total loans held for investment(1)(2)
0.28 % 0.32 %
(1) Ratios are calculated using average balance for the three months ended March 31, 2026 and 2025, respectively.
(2) Ratios are annualized utilizing provision for credit losses for the three months ended March 31, 2026 and 2025, respectively.
The table below details net charge-offs/(recoveries) as a percentage of average total loans by portfolio segment:
Three Months Ended March 31,
2026 2025
(dollars in thousands) Net
Charge-offs Net Charge-offs
to Average
Loans
Net
Charge-offs Net Charge-offs
to Average
Loans(1)
Commercial $ 17,358 0.57 % $ 9,714 0.35 %
Mortgage finance — — % — — %
Commercial real estate — — % 87 0.01 %
Consumer — — % (4) — %
Total $ 17,358 0.30 % $ 9,797 0.18 %
Liquidity and Capital Resources
Liquidity
In general terms, liquidity is a measurement of the Company’s ability to meet its cash needs. The Company’s objectives in managing its liquidity are to maintain the ability to meet loan commitments, repurchase investment securities and repay deposits and other liabilities in accordance with their terms, without an adverse impact on current or future earnings. The Company’s liquidity strategy is guided by policies, formulated and monitored by senior management and the Asset and Liability Management Committee (“ALCO”), which take into account the demonstrated marketability of the Company’s assets, the sources and stability of its funding and the level of unfunded commitments. The Company regularly evaluates all of its various funding sources with an emphasis on accessibility, stability, reliability and cost-effectiveness. The Company’s principal source of funding is customer deposits, supplemented by short-term borrowings, primarily from federal funds purchased and FHLB borrowings, brokered deposits and long-term debt. The Company also relies on the availability of the mortgage secondary market provided by Ginnie Mae and government sponsored entities to support the liquidity of mortgage finance loans.
The following table summarizes the Company’s interest bearing cash and cash equivalents:
(dollars in thousands) March 31, 2026 December 31, 2025
Interest bearing cash and cash equivalents $ 2,702,183 $ 1,897,803
Interest bearing cash and cash equivalents as a percent of:
Total loans held for investment 10.7 % 7.9 %
Total earning assets 8.4 % 6.2 %
Total deposits 9.5 % 7.2 %
The Company aims to obtain as much of its funding as possible from customer deposits, which are generated through digital acquisition or as a result of development of long-term customer relationships, with a significant focus on treasury management products. In addition, the Company also has access to deposits through brokered channels. The following table summarizes period-end total deposits:
March 31, 2026 December 31, 2025
(dollars in thousands) Balance % of Total Balance % of Total
Customer deposits $ 26,006,886 91.2 % $ 25,719,595 97.2 %
Brokered deposits 2,509,802 8.8 % 729,172 2.8 %
Total deposits $ 28,516,688 100.0 % $ 26,448,767 100.0 %
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Estimated uninsured deposits, including accrued interest, were 41% and 42% of total deposits at March 31, 2026 and December 31, 2025, respectively. The uninsured amounts are estimated based on the methodologies and assumptions used for the Bank’s regulatory reporting requirements.
The Company has short-term borrowing sources available to supplement deposits and meet its funding needs. Such borrowings are generally used to fund mortgage finance loans, due to their liquidity, short duration and interest spreads available. These borrowing sources include federal funds purchased from downstream correspondent bank relationships (which consist of banks that are smaller than the Bank) and from upstream correspondent bank relationships (which consist of banks that are larger than the Bank) and advances from the FHLB and the Federal Reserve. The following table summarizes short-term borrowings, all of which mature within one year:
(in thousands)
March 31, 2026 December 31, 2025
Federal funds purchased $ — $ 30,000
FHLB borrowings — 300,000
Total short-term borrowings
$ — $ 330,000
The following table summarizes the Company’s short-term borrowing capacities net of balances outstanding:
(in thousands) March 31, 2026 December 31, 2025
FHLB borrowing capacity relating to loans and pledged securities $ 2,740,013 $ 2,570,596
FHLB borrowing capacity relating to unencumbered securities 4,540,952 4,594,553
Total FHLB borrowing capacity(1) $ 7,280,965 $ 7,165,149
Unused federal funds lines available from commercial banks $ 1,572,000 $ 1,520,000
Unused Federal Reserve borrowings capacity $ 10,245,901 $ 9,174,238
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 and certain pledged securities.
(2) Unsecured revolving, non-amortizing line of credit with maturity date of February 8, 2027. Proceeds may be used for general corporate purposes, including funding regulatory capital infusions into the Bank. The loan agreement contains customary financial covenants and restrictions. No borrowings were made against this line of credit during the three months March 31, 2026 or 2025.
The Company has long-term debt outstanding of $878.3 million as of March 31, 2026, comprised of trust preferred securities, senior notes and subordinated notes with maturity dates ranging from May 2031 to December 2036. See Note 5 - Short-Term Borrowings and Long-Term Debt in the accompanying notes to the consolidated financial statements included elsewhere in this report for additional information. The Company may consider raising additional capital, if needed, in public or private offerings of debt or equity securities to supplement deposits and meet its long-term funding needs.
As the Company is a holding company and is a separate operating entity from the Bank, the Company’s primary sources of liquidity are dividends received from the Bank and borrowings from outside sources. Banking regulations may limit the amount of dividends that may be paid by the Bank. See Note 7 - Regulatory Ratios and Capital in the accompanying notes to the consolidated financial statements included elsewhere in this report for additional information regarding dividend restrictions and “ Liquidity Risks ” included in Part I, Item 1A. Risk Factors of the 2025 Form 10-K.
Periodically, based on market conditions and other factors, and subject to compliance with applicable laws and regulations and the terms of its existing indebtedness, the Company may repay, repurchase, exchange or redeem outstanding indebtedness, or otherwise enter into transactions regarding debt or capital structure. For example, the Company periodically evaluates and may engage in liability management transactions, including repurchases or redemptions of outstanding subordinated notes, which may be funded by the issuance of, or exchanges of, newly issued unsecured borrowings to actively manage the debt maturity profile and interest cost.
Capital Resources
The Company’s equity capital averaged $3.7 billion for the three months ended March 31, 2026 compared to $3.4 billion for the same period in 2025. No dividends were declared or paid on the Company’s common stock during the three months ended March 31, 2026 or during 2025. On April 23, 2026, the Company and its board of directors declared and announced a cash dividend of $0.20 per common share. The dividend is payable on June 15, 2026, to holders of record at the close of business on June 1, 2026.
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Effective December 12, 2025, the Company’s board of directors authorized a new share repurchase program under which the Company may repurchase up to $200.0 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 three months ended March 31, 2026, the Company repurchased 770,423 shares of its common stock for an aggregate purchase price, including excise tax expense, of $75.1 million, at a weighted average price of $96.82 per share.
Any repurchases under the Company’s repurchase program will be made in accordance with applicable securities laws from time to time in open market or private transactions. The extent to which the Company repurchases shares, and the timing of such repurchases, will be at management’s discretion and will depend upon a variety of factors, including market conditions, the Company’s capital position and amount of retained earnings, regulatory requirements and other considerations.
For additional information on the Company’s capital and stockholders’ equity, see Note 7 - Regulatory Ratios and Capital, in the accompanying notes to the consolidated financial statements included elsewhere in this report.
Critical Accounting Estimates
SEC guidance requires disclosure of “critical accounting estimates.” The SEC defines “critical accounting estimates” as those estimates made in accordance with generally accepted accounting principles that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on the financial condition or results of operations of the registrant.
The Company follows financial accounting and reporting policies that are in accordance with accounting principles generally accepted in the United States. The more significant of these policies are summarized in Note 1 - Operations and Summary of Significant Accounting Policies in the notes to the consolidated financial statements included in the 2025 Form 10-K. Not all significant accounting policies require management to make difficult, subjective or complex judgments. However, the policy noted below could be deemed to meet the SEC’s definition of a critical accounting estimate.
Allowance for Credit Losses
Management considers the policies related to the allowance for credit losses as the most critical to the financial statement presentation. The total allowance for credit losses includes activity related to allowances calculated in accordance with Accounting Standards Codification 326, Credit Losses . The allowance for credit losses is established through a provision for credit losses charged to current earnings. The amount maintained in the allowance reflects management’s continuing evaluation of the credit losses expected to be recognized over the life of the loans in the Company’s portfolio. The allowance for credit losses on loans is a valuation account that is deducted from the loans' amortized cost basis to present the net amount expected to be collected on the loans. The allowance for credit losses on off-balance sheet financial instruments is recorded in other liabilities on the consolidated balance sheets. For purposes of determining the allowance for credit losses, the loan portfolio is segregated into pools first by portfolio segment and then by past due status or credit grade. 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. Loans that do not share risk characteristics are evaluated on an individual basis and are not included in the collective (pool) evaluation. Management estimates the allowance balance using relevant available information from internal and external sources relating to past events, current conditions and reasonable and supportable forecasts. Modifications to loss estimates are made 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 sheet financial instruments, specifically unfunded loan commitments and letters of credit. Modified loss estimates are assigned based on the balance of the commitments estimated to be outstanding at the time of default. The PLQF and SLQF are utilized to address factors that are not present in historical loss rates and are otherwise unaccounted for in the quantitative process. A reserve is recorded upon origination or purchase of a loan. See “Summary of Credit Loss Experience” above and Note 4 - Loans and Allowance for Credit Losses on Loans in the accompanying notes to the consolidated financial statements included elsewhere in this report for further discussion of the risk factors considered by management in establishing the allowance for credit losses.
Management considers a range of macroeconomic scenarios in connection with the allowance estimation process. Within the various economic scenarios considered as of March 31, 2026, the quantitative estimate of the allowance for credit loss would increase by approximately $90.6 million under sole consideration of the most severe downside scenario. The quoted sensitivity calculation reflects the sensitivity of the modeled allowance estimate to macroeconomic forecast data, but is absent of qualitative overlays and other qualitative adjustments that are part of the quarterly reserving process and does not necessarily reflect the nature and extent of future changes in the allowance for reasons including increases or decreases in qualitative adjustments, changes in the risk profile and size of the portfolio, changes in the severity of the macroeconomic scenario and the range of scenarios under management consideration.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.