TRUSTMARK CORP 10-Q

ITEM 1. FINANCIAL STATEMENTS Trustmark Corporation and Subsidiaries Consolidated Balance Sheets ($ in thousands) (Unaudited) March 31, 2024 December 31, 2023 Assets Cash and due from banks $ 606,261 $ 975,543 Securities available for sale, at fair value (amortized cost: $ 1,900,980 - 2024 $ 1,959,007 -2023; allowance for credit losses (ACL): $ 0 ) 1,702,299 1,762,878 Securities held to maturity, net of ACL of $ 0 (fair value: $ 1,333,014 - 2024; $ 1,355,504 -2023) 1,415,025 1,426,279 Loans held for sale (LHFS) 172,937 184,812 Loans held for investment (LHFI) 13,057,943 12,950,524 Less ACL, LHFI 142,998 139,367 Net LHFI 12,914,945 12,811,157 Premises and equipment, net 232,924 232,537 Mortgage servicing rights (MSR) 138,044 131,870 Goodwill 384,237 384,237 Identifiable intangible assets, net 2,845 2,965 Other real estate, net 7,620 6,867 Operating lease right-of-use assets 36,659 38,142 Other assets 762,816 764,902 Total Assets $ 18,376,612 $ 18,722,189 Liabilities Deposits: Noninterest-bearing $ 3,039,652 $ 3,197,620 Interest-bearing 12,298,905 12,372,143 Total deposits 15,338,557 15,569,763 Federal funds purchased and securities sold under repurchase agreements 393,215 405,745 Other borrowings 482,027 483,230 Subordinated notes 123,537 123,482 Junior subordinated debt securities 61,856 61,856 ACL on off-balance sheet credit exposures 33,865 34,057 Operating lease liabilities 40,185 41,584 Other liabilities 220,771 340,625 Total Liabilities 16,694,013 17,060,342 Shareholders' Equity Common stock, no par value: Authorized: 250,000,000 shares Issued and outstanding: 61,178,366 shares - 2024; 61,071,173 shares - 2023 12,747 12,725 Capital surplus 160,521 159,688 Retained earnings 1,736,485 1,709,157 Accumulated other comprehensive income (loss), net of tax ( 227,154 ) ( 219,723 ) Total Shareholders' Equity 1,682,599 1,661,847 Total Liabilities and Shareholders' Equity $ 18,376,612 $ 18,722,189 See notes to consolidated financial statements. 3 Trustmark Corporation and Subsidiaries Consolidated Statements of Income ($ in thousands, except per share data) (Unaudited) Three Months Ended March 31, 2024 2023 Interest Income Interest and fees on LHFS & LHFI $ 206,092 $ 175,509 Interest on securities: Taxable 15,634 16,761 Tax exempt 3 73 Interest on federal funds sold and securities purchased under reverse repurchase agreements 1 30 Other interest income 8,110 6,527 Total Interest Income 229,840 198,900 Interest Expense Interest on deposits 83,716 40,898 Interest on federal funds purchased and securities sold under repurchase agreements 5,591 4,832 Other interest expense 7,703 15,575 Total Interest Expense 97,010 61,305 Net Interest Income 132,830 137,595 Provision for credit losses (PCL), LHFI 7,708 3,244 PCL, off-balance sheet credit exposures ( 192 ) ( 2,242 ) Net Interest Income After PCL 125,314 136,593 Noninterest Income Service charges on deposit accounts 10,958 10,336 Bank card and other fees 7,428 7,803 Mortgage banking, net 8,915 7,639 Insurance commissions 15,464 14,305 Wealth management 8,952 8,780 Other, net 3,632 2,514 Total Noninterest Income 55,349 51,377 Noninterest Expense Salaries and employee benefits 75,458 74,056 Services and fees 24,839 25,426 Net occupancy - premises 7,496 7,629 Equipment expense 6,385 6,405 Other expense 16,968 14,811 Total Noninterest Expense 131,146 128,327 Income Before Income Taxes 49,517 59,643 Income taxes 7,982 9,343 Net Income $ 41,535 $ 50,300 Earnings Per Share Basic $ 0.68 $ 0.82 Diluted $ 0.68 $ 0.82 See notes to consolidated financial statements. 4 Trustmark Corporation and Subsidiaries Consolidated Statements of Comprehensive Income (Loss) ($ in thousands) (Unaudited) Three Months Ended March 31, 2024 2023 Net income per consolidated statements of income $ 41,535 $ 50,300 Other comprehensive income (loss), net of tax: Net unrealized gains (losses) on available for sale securities and transferred securities: Net unrealized holding gains (losses) arising during the period ( 1,914 ) 23,130 Change in net unrealized holding loss on securities transferred to held to maturity 2,746 2,894 Pension and other postretirement benefit plans: Reclassification adjustments for changes realized in net income: Net change in prior service costs 21 21 Recognized net loss due to lump sum settlement — 19 Change in net actuarial loss 71 58 Derivatives: Change in the accumulated gain (loss) on effective cash flow hedge derivatives ( 11,970 ) 4,702 Reclassification adjustment for (gain) loss realized in net income 3,615 2,198 Other comprehensive income (loss), net of tax ( 7,431 ) 33,022 Comprehensive income (loss) $ 34,104 $ 83,322 See notes to consolidated financial statements. 5 Trustmark Corporation and Subsidiaries Consolidated Statements of Changes in Shareholders' Equity ($ in thousands, except per share data) (Unaudited) Accumulated Other Common Stock Comprehensive Shares Capital Retained Income Outstanding Amount Surplus Earnings (Loss) Total Balance, January 1, 2024 61,071,173 $ 12,725 $ 159,688 $ 1,709,157 $ ( 219,723 ) $ 1,661,847 Net income per consolidated statements of income — — — 41,535 — 41,535 Other comprehensive income (loss), net of tax — — — — ( 7,431 ) ( 7,431 ) Common stock dividends paid ($ 0.23 per share) — — — ( 14,207 ) — ( 14,207 ) Shares withheld to pay taxes, long-term incentive plan 107,193 22 ( 1,405 ) — — ( 1,383 ) Compensation expense, long-term incentive plan — — 2,238 — — 2,238 Balance, March 31, 2024 61,178,366 $ 12,747 $ 160,521 $ 1,736,485 $ ( 227,154 ) $ 1,682,599 See notes to consolidated financial statements. 6 Trustmark Corporation and Subsidiaries Consolidated Statements of Changes in Shareholders' Equity (continued) ($ in thousands, except per share data) (Unaudited) Accumulated Other Common Stock Comprehensive Shares Capital Retained Income Outstanding Amount Surplus Earnings (Loss) Total Balance, January 1, 2023 60,977,686 $ 12,705 $ 154,645 $ 1,600,321 $ ( 275,403 ) $ 1,492,268 Net income per consolidated statements of income — — — 50,300 — 50,300 Other comprehensive income (loss), net of tax — — — — 33,022 33,022 Common stock dividends paid ($ 0.23 per share) — — — ( 14,158 ) — ( 14,158 ) Shares withheld to pay taxes, long-term incentive plan 70,830 15 ( 1,063 ) — — ( 1,048 ) Compensation expense, long-term incentive plan — — 1,715 — — 1,715 Balance, March 31, 2023 61,048,516 $ 12,720 $ 155,297 $ 1,636,463 $ ( 242,381 ) $ 1,562,099 See notes to consolidated financial statements. 7 Trustmark Corporation and Subsidiaries Consolidated Statements of Cash Flows ($ in thousands) (Unaudited) Three Months Ended March 31, 2024 2023 Operating Activities Net income per consolidated statements of income $ 41,535 $ 50,300 Adjustments to reconcile net income to net cash provided by operating activities: PCL 7,516 1,002 Depreciation and amortization 8,563 7,666 Net amortization of securities 1,373 1,812 Gains on sales of loans, net ( 5,010 ) ( 2,573 ) Compensation expense, long-term incentive plan 2,238 1,715 Deferred income tax provision 28,490 335 Proceeds from sales of loans held for sale 263,634 216,327 Purchases and originations of loans held for sale ( 247,476 ) ( 269,863 ) Originations of mortgage servicing rights ( 2,977 ) ( 2,646 ) Earnings on bank-owned life insurance ( 1,420 ) ( 1,263 ) Net change in other assets ( 21,036 ) 303 Net change in other liabilities ( 127,283 ) 7,390 Other operating activities, net ( 6,690 ) ( 7,946 ) Net cash from operating activities ( 58,543 ) 2,559 Investing Activities Proceeds from maturities, prepayments and calls of securities held to maturity 24,000 23,930 Proceeds from maturities, prepayments and calls of securities available for sale 56,706 69,054 Purchases of securities held to maturity ( 9,136 ) — Net change in federal funds sold and securities purchased under reverse repurchase agreements — 4,000 Net change in member bank stock ( 743 ) ( 27,026 ) Net change in LHFI ( 114,096 ) ( 295,239 ) Purchases of premises and equipment ( 5,050 ) ( 17,095 ) Proceeds from sales of premises and equipment — 1,229 Proceeds from sales of other real estate 902 465 Purchases of software ( 2,044 ) ( 2,716 ) Investments in tax credit and other partnerships ( 1,848 ) ( 5,912 ) Net cash from investing activities ( 51,309 ) ( 249,310 ) Financing Activities Net change in deposits ( 231,206 ) 346,013 Net change in federal funds purchased and securities sold under repurchase agreements ( 12,530 ) 28,649 Net change in short-term borrowings — 449,999 Payments on long-term FHLB advances ( 5 ) ( 5 ) Payments under finance lease obligations ( 99 ) ( 342 ) Common stock dividends ( 14,207 ) ( 14,158 ) Shares withheld to pay taxes, long-term incentive plan ( 1,383 ) ( 1,048 ) Net cash from financing activities ( 259,430 ) 809,108 Net change in cash and cash equivalents ( 369,282 ) 562,357 Cash and cash equivalents at beginning of period 975,543 734,787 Cash and cash equivalents at end of period $ 606,261 $ 1,297,144 See notes to consolidated financial statements. 8 Trustmark Corporation and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) Note 1 – Business, Basis of Financial Statement Presentation and Principles of Consolidation Trustmark Corporation (Trustmark) is a bank holding company headquartered in Jackson, Mississippi. Through its subsidiaries, Trustmark operates as a financial services organization providing banking and financial solutions to corporate institutions and individual customers through offices in Alabama (includes the Georgia Loan Production Office), Florida, Mississippi, Tennessee and Texas. The consolidated financial statements include the accounts of Trustmark and all other entities in which Trustmark has a controlling financial interest. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain reclassifications have been made to prior period amounts to conform to the current period presentation. The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (GAAP) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the consolidated financial statements, and notes thereto, included in Trustmark’s Annual Report on Form 10-K for its fiscal year ended December 31, 2023 (2023 Annual Report). 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. In the opinion of Management, all adjustments (consisting of normal recurring accruals) considered necessary for the fair presentation of these consolidated financial statements have been included. The preparation of financial statements in conformity with these accounting principles requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and income and expense during the reporting periods and the related disclosures. Although Management’s estimates contemplate current conditions and how they are expected to change in the future, it is reasonably possible that in 2024 actual conditions could vary from those anticipated, which could affect Trustmark’s financial condition and results of operations. Actual results could differ from those estimates. Subsequent Events On April 23, 2024, Trustmark National Bank (TNB) announced that it had entered into a definitive agreement to sell its wholly owned subsidiary, Fisher Brown Bottrell Insurance, Inc., (FBBI) to Marsh & McLennan Agency LLC (MMA) for $ 345.0 million in cash. The sale of FBBI, among the five largest bank-affiliated insurance brokerages in the nation and one of the largest agencies in the Southeast, is expected to allow Trustmark to capitalize on the strong valuation premiums in the insurance brokerage sector. The $ 345.0 million transaction value represents approximately 5.9 times FBBI’s 2023 revenue and 28.0 times net income. The estimated after-tax proceeds of $ 228.0 million are expected to be used to reposition Trustmark’s balance sheet to increase earnings, elevate profitability and enhance capital. TNB anticipates that the transaction, which is subject to standard closing conditions and regulatory approval, will close by the end of the second quarter of 2024. Upon consummation of this transaction, Trustmark will no longer engage in insurance brokerage activity and will no longer report an Insurance Segment in its periodic and other reports as filed with the SEC. 9 Note 2 – Securities Available for Sale and Held to Maturity The following tables are a summary of the amortized cost and estimated fair value of securities available for sale and held to maturity at March 31, 2024 and December 31, 2023 ($ in thousands): Securities Available for Sale Securities Held to Maturity March 31, 2024 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value U.S. Treasury securities $ 396,289 $ — $ ( 23,865 ) $ 372,424 $ 29,261 $ — $ ( 515 ) $ 28,746 U.S. Government agency obligations 6,017 — ( 423 ) 5,594 — — — — Obligations of states and political subdivisions — — — — 340 — — 340 Mortgage-backed securities Residential mortgage pass- through securities Guaranteed by GNMA 25,343 6 ( 3,117 ) 22,232 18,387 — ( 750 ) 17,637 Issued by FNMA and FHLMC 1,293,149 22 ( 163,650 ) 1,129,521 461,457 46 ( 21,935 ) 439,568 Other residential mortgage- backed securities Issued or guaranteed by FNMA, FHLMC or GNMA 85,317 — ( 6,218 ) 79,099 146,447 — ( 10,731 ) 135,716 Commercial mortgage-backed securities Issued or guaranteed by FNMA, FHLMC or GNMA 94,865 — ( 1,436 ) 93,429 759,133 13 ( 48,139 ) 711,007 Total $ 1,900,980 $ 28 $ ( 198,709 ) $ 1,702,299 $ 1,415,025 $ 59 $ ( 82,070 ) $ 1,333,014 Securities Available for Sale Securities Held to Maturity December 31, 2023 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value U.S. Treasury Securities $ 396,179 $ — $ ( 23,811 ) $ 372,368 $ 29,068 $ — $ ( 26 ) $ 29,042 U.S. Government agency obligations 6,207 1 ( 416 ) 5,792 — — — — Obligations of states and political subdivisions — — — — 340 — — 340 Mortgage-backed securities Residential mortgage pass- through securities Guaranteed by GNMA 25,744 4 ( 2,613 ) 23,135 13,005 — ( 497 ) 12,508 Issued by FNMA and FHLMC 1,338,256 32 ( 161,490 ) 1,176,798 469,593 — ( 18,205 ) 451,388 Other residential mortgage- backed securities Issued or guaranteed by FNMA, FHLMC or GNMA 92,076 — ( 6,002 ) 86,074 154,466 — ( 10,113 ) 144,353 Commercial mortgage-backed securities Issued or guaranteed by FNMA, FHLMC or GNMA 100,545 — ( 1,834 ) 98,711 759,807 51 ( 41,985 ) 717,873 Total $ 1,959,007 $ 37 $ ( 196,166 ) $ 1,762,878 $ 1,426,279 $ 51 $ ( 70,826 ) $ 1,355,504 During 2022, Trustmark reclassified a total of $ 766.0 million of securities available for sale to securities held to maturity. At the date of these transfers, the net unrealized holding loss on the available for sale securities totaled approximately $ 91.9 million ($ 68.9 million, net of tax). The securities were transferred at fair value, which became the cost basis for the securities held to maturity. The net unrealized holding loss will be amortized over the remaining life of the securities as a yield adjustment in a manner consistent with the amortization or 10 accretion of the original purchase premium or discount on the associated security. There were no gains or losses recognized as a result of these transfers. At March 31, 2024 , the net unamortized, unrealized loss on transferred securities included in accumulated other comprehensive income (loss) in the accompanying balance sheet totaled $ 54.8 million compared to $ 57.6 million at December 31, 2023. ACL on Securities Securities Available for Sale Quarterly, Trustmark evaluates if any security has a fair value less than its amortized cost. Once these securities are identified, in order to determine whether a decline in fair value resulted from a credit loss or other factors, Trustmark performs further analysis. If Trustmark determines that a credit loss exists, the credit portion of the allowance is measured using a discounted cash flow (DCF) analysis using the effective interest rate as of the security’s purchase date. The amount of credit loss recorded by Trustmark is limited to the amount by which the amortized cost exceeds the fair value. The DCF analysis utilizes contractual maturities, as well as third-party credit ratings and cumulative default rates published annually by Moody’s Investor Service (Moody’s). At both March 31, 2024 and December 31, 2023 , the results of the analysis did not identify any securities that warranted DCF analysis, and no credit loss was recognized on any of the securities available for sale. Accrued interest receivable is excluded from the estimate of credit losses for securities available for sale. At both March 31, 2024 and December 31, 2023 , accrued interest receivable totaled $ 3.7 million for securities available for sale and was reported in other assets on the accompanying consolidated balance sheet. Securities Held to Maturity At both March 31, 2024 and December 31, 2023 , the potential for credit loss exposure for Trustmark's securities held to maturity was $ 340 thousand and consisted of municipal securities. After applying appropriate probability of default (PD) and loss given default (LGD) assumptions, the total amount of current expected credit losses was deemed immaterial. Therefore, no reserve was recorded at March 31, 2024 and December 31, 2023. Accrued interest receivable is excluded from the estimate of credit losses for securities held to maturity. At March 31, 2024 , accrued interest receivable totaled $ 2.7 million for securities held to maturity compared to $ 2.6 million at December 31, 2023 and was reported in other assets on the accompanying consolidated balance sheet. At both March 31, 2024 and December 31, 2023, Trustmark had no securities held to maturity that were past due 30 days or more as to principal or interest payments. Trustmark had no securities held to maturity classified as nonaccrual at March 31, 2024 and December 31, 2023 . Trustmark monitors the credit quality of securities held to maturity on a monthly basis through credit ratings. The following table presents the amortized cost of Trustmark’s securities held to maturity by credit rating, as determined by Moody’s, at March 31, 2024 and December 31, 2023 ($ in thousands): March 31, 2024 December 31, 2023 Aaa $ 1,414,685 $ 1,425,939 Not Rated (1) 340 340 Total $ 1,415,025 $ 1,426,279 (1) Not rated securities primarily consist of Mississippi municipal general obligations. 11 The tables below include securities with gross unrealized losses for which an allowance for credit losses has not been recorded segregated by length of impairment at March 31, 2024 and December 31, 2023 ($ in thousands): Less than 12 Months 12 Months or More Total March 31, 2024 Estimated Fair Value Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses U.S. Treasury securities $ 28,746 $ ( 515 ) $ 372,424 $ ( 23,865 ) $ 401,170 $ ( 24,380 ) U.S. Government agency obligations — — 5,594 ( 423 ) 5,594 ( 423 ) Mortgage-backed securities Residential mortgage pass-through securities Guaranteed by GNMA 14,632 ( 343 ) 24,950 ( 3,524 ) 39,582 ( 3,867 ) Issued by FNMA and FHLMC 303,034 ( 5,957 ) 1,259,726 ( 179,628 ) 1,562,760 ( 185,585 ) Other residential mortgage-backed securities Issued or guaranteed by FNMA, FHLMC or GNMA — — 214,805 ( 16,949 ) 214,805 ( 16,949 ) Commercial mortgage-backed securities Issued or guaranteed by FNMA, FHLMC or GNMA 1,616 ( 55 ) 800,447 ( 49,520 ) 802,063 ( 49,575 ) Total $ 348,028 $ ( 6,870 ) $ 2,677,946 $ ( 273,909 ) $ 3,025,974 $ ( 280,779 ) December 31, 2023 U.S. Treasury Securities $ 29,042 $ ( 26 ) $ 372,368 $ ( 23,811 ) $ 401,410 $ ( 23,837 ) U.S. Government agency obligations — — 5,791 ( 416 ) 5,791 ( 416 ) Mortgage-backed securities Residential mortgage pass-through securities Guaranteed by GNMA 9,381 ( 172 ) 25,967 ( 2,938 ) 35,348 ( 3,110 ) Issued by FNMA and FHLMC 309,466 ( 3,274 ) 1,311,865 ( 176,421 ) 1,621,331 ( 179,695 ) Other residential mortgage-backed securities Issued or guaranteed by FNMA, FHLMC or GNMA — — 230,368 ( 16,115 ) 230,368 ( 16,115 ) Commercial mortgage-backed securities Issued or guaranteed by FNMA, FHLMC or GNMA 1,656 ( 13 ) 812,520 ( 43,806 ) 814,176 ( 43,819 ) Total $ 349,545 $ ( 3,485 ) $ 2,758,879 $ ( 263,507 ) $ 3,108,424 $ ( 266,992 ) The unrealized losses shown above are due to increases in market rates over the yields available at the time of purchase of the underlying securities and not credit quality. Trustmark does not intend to sell these securities and it is more likely than not that Trustmark will not be required to sell the investments before recovery of their amortized cost bases, which may be at maturity. Securities Gains and Losses During the three months ended March 31, 2024 and 2023 , there were no gross realized gains or losses as a result of calls and dispositions of securities. Realized gains and losses are determined using the specific identification method and are included in noninterest income as securities gains (losses), net. Securities Pledged Securities with a carrying value of $ 2.291 billion and $ 2.321 billion at March 31, 2024 and December 31, 2023, respectively, were pledged to collateralize public deposits and securities sold under repurchase agreements and for other purposes as permitted by law. At both March 31, 2024 and December 31, 2023 , none of these securities were pledged under the Federal Reserve Discount Window program to provide additional contingency funding capacity. 12 Contractual Maturities The amortized cost and estimated fair value of securities available for sale and held to maturity at March 31, 2024, by contractual maturity, are shown below ($ in thousands). Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Securities Available for Sale Securities Held to Maturity Amortized Cost Estimated Fair Value Amortized Cost Estimated Fair Value Due in one year or less $ 99,995 $ 98,050 $ 340 $ 340 Due after one year through five years 296,508 274,584 29,261 28,746 Due after five years through ten years 2,236 2,021 — — Due after ten years 3,567 3,363 — — 402,306 378,018 29,601 29,086 Mortgage-backed securities 1,498,674 1,324,281 1,385,424 1,303,928 Total $ 1,900,980 $ 1,702,299 $ 1,415,025 $ 1,333,014 Note 3 – LHFI and ACL, LHFI At March 31, 2024 and December 31, 2023, LHFI consisted of the following ($ in thousands): March 31, 2024 December 31, 2023 Loans secured by real estate: Construction, land development and other land $ 617,008 $ 642,886 Other secured by 1-4 family residential properties 625,387 622,397 Secured by nonfarm, nonresidential properties 3,543,235 3,489,434 Other real estate secured 1,384,610 1,312,551 Other loans secured by real estate: Other construction 922,453 867,793 Secured by 1-4 family residential properties 2,266,094 2,282,318 Commercial and industrial loans 1,922,711 1,922,910 Consumer loans 159,340 165,734 State and other political subdivision loans 1,052,844 1,088,466 Other commercial loans and leases 564,261 556,035 LHFI 13,057,943 12,950,524 Less ACL 142,998 139,367 Net LHFI $ 12,914,945 $ 12,811,157 Accrued interest receivable is not included in the amortized cost basis of Trustmark’s LHFI. At March 31, 2024 and December 31, 2023 , accrued interest receivable for LHFI totaled $ 70.3 million and $ 71.0 million, respectively, with no related ACL and was reported in other assets on the accompanying consolidated balance sheet. Loan Concentrations Trustmark does not have any loan concentrations other than those reflected in the preceding table, which exceed 10 % of total LHFI. At March 31, 2024 , Trustmark’s geographic loan distribution was concentrated primarily in its five key market regions: Alabama, Florida, Mississippi, Tennessee and Texas. Accordingly, the ultimate collectability of a substantial portion of these loans is susceptible to changes in market conditions in these areas. Nonaccrual and Past Due LHFI No material interest income was recognized in the income statement on nonaccrual LHFI for each of the periods ended March 31, 2024 and 2023. 13 The following tables provide the amortized cost basis of loans on nonaccrual status and loans past due 90 days or more still accruing interest at March 31, 2024 and December 31, 2023 ($ in thousands): March 31, 2024 Nonaccrual With No ACL Total Nonaccrual Loans Past Due 90 Days or More Still Accruing Loans secured by real estate: Construction, land development and other land $ 991 $ 1,809 $ — Other secured by 1-4 family residential properties 923 6,843 919 Secured by nonfarm, nonresidential properties 917 3,049 — Other real estate secured — 134 — Other loans secured by real estate: Other construction — 13,098 — Secured by 1-4 family residential properties 4,291 48,877 3,792 Commercial and industrial loans 36 23,089 49 Consumer loans — 238 483 Other commercial loans and leases — 1,214 — Total $ 7,158 $ 98,351 $ 5,243 December 31, 2023 Nonaccrual With No ACL Total Nonaccrual Loans Past Due 90 Days or More Still Accruing Loans secured by real estate: Construction, land development and other land $ 2,020 $ 2,642 $ — Other secured by 1-4 family residential properties 946 6,518 1,238 Secured by nonfarm, nonresidential properties 20,812 23,061 54 Other real estate secured — 158 106 Other loans secured by real estate: Other construction — 62 — Secured by 1-4 family residential properties 3,235 43,815 3,740 Commercial and industrial loans 79 22,303 24 Consumer loans — 243 628 Other commercial loans and leases — 1,206 — Total $ 27,092 $ 100,008 $ 5,790 The following tables provide an aging analysis of the amortized cost basis of past due LHFI (including nonaccrual LHFI) at March 31, 2024 and December 31, 2023 ($ in thousands): March 31, 2024 Past Due 30-59 Days 60-89 Days 90 Days or More Total Past Due Current Loans Total LHFI Loans secured by real estate: Construction, land development and other land $ 354 $ 590 $ 1,011 $ 1,955 $ 615,053 $ 617,008 Other secured by 1-4 family residential properties 6,147 1,554 2,575 10,276 615,111 625,387 Secured by nonfarm, nonresidential properties 695 711 892 2,298 3,540,937 3,543,235 Other real estate secured — — — — 1,384,610 1,384,610 Other loans secured by real estate: Other construction — 13,038 — 13,038 909,415 922,453 Secured by 1-4 family residential properties 14,706 7,246 25,361 47,313 2,218,781 2,266,094 Commercial and industrial loans 12,207 446 19,018 31,671 1,891,040 1,922,711 Consumer loans 1,616 548 512 2,676 156,664 159,340 State and other political subdivision loans 972 — — 972 1,051,872 1,052,844 Other commercial loans and leases 1,522 116 37 1,675 562,586 564,261 Total $ 38,219 $ 24,249 $ 49,406 $ 111,874 $ 12,946,069 $ 13,057,943 14 December 31, 2023 Past Due 30-59 Days 60-89 Days 90 Days or More Total Past Due Current Loans Total LHFI Loans secured by real estate: Construction, land development and other land $ 93 $ 507 $ 2,362 $ 2,962 $ 639,924 $ 642,886 Other secured by 1-4 family residential properties 4,493 1,687 2,716 8,896 613,501 622,397 Secured by nonfarm, nonresidential properties 1,531 1,063 727 3,321 3,486,113 3,489,434 Other real estate secured 126 — 207 333 1,312,218 1,312,551 Other loans secured by real estate: Other construction 62 — — 62 867,731 867,793 Secured by 1-4 family residential properties 19,298 9,327 22,164 50,789 2,231,529 2,282,318 Commercial and industrial loans 11,881 484 499 12,864 1,910,046 1,922,910 Consumer loans 2,112 772 647 3,531 162,203 165,734 State and other political subdivision loans 152 — — 152 1,088,314 1,088,466 Other commercial loans and leases 1,247 58 — 1,305 554,730 556,035 Total $ 40,995 $ 13,898 $ 29,322 $ 84,215 $ 12,866,309 $ 12,950,524 Modified LHFI Occasionally, Trustmark modifies loans for borrowers experiencing financial difficulties by providing payment concessions, interest-only payments for an extended period of time, maturity extensions or interest rate reductions. Other concessions may arise from court proceedings or may be imposed by law. In some cases, Trustmark provides multiple types of concessions on one loan. The following tables present the amortized cost of LHFI at the end of each of the periods presented of loans modified to borrowers experiencing financial difficulty disaggregated by class of loan and type of modification ($ in thousands). The percentage of the amortized cost basis of LHFI that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of LHFI is also presented below: Three Months Ended March 31, 2024 Term Extension % of Total Class of Loan Loans secured by real estate: Other secured by 1-4 family residential properties $ 1,461 0.23 % Other loans secured by real estate: Secured by 1-4 family residential properties 813 0.04 % Total $ 2,274 0.02 % Three Months Ended March 31, 2023 Term Extension % of Total Class of Loan Loans secured by real estate: Secured by nonfarm, nonresidential properties $ 384 0.01 % Other loans secured by real estate: Secured by 1-4 family residential properties 492 0.02 % Total $ 876 0.01 % 15 The following tables detail the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty for the periods presented: Three Months Ended March 31, 2024 Financial Effect Term Extension Loans secured by real estate: Other secured by 1-4 family residential properties Modified one loan and multiple lines of credit to amortize over 24 month terms. Other loans secured by real estate: Secured by 1-4 family residential properties Extended the amortization periods on six loans by a weighted-average of 2.99 years. Three Months Ended March 31, 2023 Financial Effect Term Extension Loans secured by real estate: Secured by nonfarm, nonresidential properties Renewed with an extended amortization period and lowered the monthly payment amount for the borrower. Other loans secured by real estate: Secured by 1-4 family residential properties Extended the amortization periods on four loans by a weighted-average of 14 years, which reduced the aggregate monthly payment amounts for the borrowers. Trustmark had no unused commitments on modified loans to borrowers experiencing financial difficulty at March 31, 2024. During the three months ended March 31, 2024 and 2023, payment defaults of LHFI that were modified within the twelve months prior to that default to borrowers experiencing financial difficulty were immaterial. Trustmark has utilized loans 90 days or more past due to define payment default in determining modified loans that have subsequently defaulted. If Trustmark determines that a modified loan (or a portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is charged off against the ACL, LHFI. Trustmark closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following tables provide details of the performance of such LHFI that have been modified during the periods presented ($ in thousands): Three Months Ended March 31, 2024 Past Due 30-59 Days 60-89 Days 90 Days or More Total Past Due Current Loans Total Loans secured by real estate: Other secured by 1-4 family residential properties $ — $ — $ — $ — $ 1,461 $ 1,461 Other loans secured by real estate: Secured by 1-4 family residential properties — — — — 813 813 Total $ — $ — $ — $ — $ 2,274 $ 2,274 16 Three Months Ended March 31, 2023 Past Due 30-59 Days 60-89 Days 90 Days or More Total Past Due Current Loans Total Loans secured by real estate: Secured by nonfarm, nonresidential properties $ — $ — $ — $ — $ 384 $ 384 Other loans secured by real estate: Secured by 1-4 family residential properties — — — — 492 492 Total $ — $ — $ — $ — $ 876 $ 876 Collateral-Dependent Loans The following tables present the amortized cost basis of collateral-dependent loans by class of loans and collateral type as of March 31, 2024 and December 31, 2023 ($ in thousands): March 31, 2024 Real Estate Vehicles Miscellaneous Total Loans secured by real estate: Construction, land development and other land $ 1,539 $ — $ — $ 1,539 Other secured by 1-4 family residential properties 923 — — 923 Secured by nonfarm, nonresidential properties 917 — — 917 Other loans secured by real estate: Other construction 13,038 — — 13,038 Secured by 1-4 family residential properties 4,291 — — 4,291 Commercial and industrial loans 20 36 21,154 21,210 Other commercial loans and leases — — 1,022 1,022 Total $ 20,728 $ 36 $ 22,176 $ 42,940 December 31, 2023 Real Estate Vehicles Miscellaneous Total Loans secured by real estate: Construction, land development and other land $ 2,020 $ — $ — $ 2,020 Other secured by 1-4 family residential properties 946 — — 946 Secured by nonfarm, nonresidential properties 20,812 — — 20,812 Other loans secured by real estate: Secured by 1-4 family residential properties 3,235 — — 3,235 Commercial and industrial loans 38 41 21,023 21,102 Other commercial loans and leases — — 967 967 Total $ 27,051 $ 41 $ 21,990 $ 49,082 A loan is collateral dependent when the borrower is experiencing financial difficulty and repayment of the loan is expected to be provided substantially through the sale of the collateral. The following provides a qualitative description by class of loan of the collateral that secures Trustmark’s collateral-dependent LHFI: • Loans secured by real estate – Loans within these loan classes are secured by liens on real estate properties. There have been no significant changes to the collateral that secures these financial assets during the period. • Other loans secured by real estate – Loans within these loan classes are secured by liens on real estate properties. There have been no significant changes to the collateral that secures these financial assets during the period. 17 • Commercial and industrial loans – Loans within this loan class are primarily secured by inventory, accounts receivables, equipment and other non-real estate collateral. There have been no significant changes to the collateral that secures these financial assets during the period. • State and other political subdivision loans – Loans within this loan class are secured by liens on real estate properties or other non-real estate collateral. There have been no significant changes to the collateral that secures these financial assets during the period. • Other commercial loans – Loans within this loan class are secured by non-real estate collateral. There have been no significant changes to the collateral that secures these financial assets during the period. Credit Quality Indicators Trustmark’s LHFI portfolio credit quality indicators focus on six key quality ratios that are compared against bank tolerances. The loan indicators are total classified outstanding, total criticized outstanding, nonperforming loans, nonperforming assets, delinquencies and net loan losses. Due to the homogeneous nature of consumer loans, Trustmark does not assign a formal internal risk rating to each credit and therefore the criticized and classified measures are primarily composed of commercial loans. In addition to monitoring portfolio credit quality indicators, Trustmark also measures how effectively the lending process is being managed and risks are being identified. As part of an ongoing monitoring process, Trustmark grades the commercial portfolio segment as it relates to credit file completion and financial statement exceptions, underwriting, collateral documentation and compliance with law as shown below: • Credit File Completeness and Financial Statement Exceptions – evaluates the quality and condition of credit files in terms of content and completeness and focuses on efforts to obtain and document sufficient information to determine the quality and status of credits. Also included is an evaluation of the systems/procedures used to ensure compliance with policy. • Underwriting – evaluates whether credits are adequately analyzed, appropriately structured and properly approved within loan policy requirements. A properly approved credit is approved by an adequate authority in a timely manner with all conditions of approval fulfilled. Total policy exceptions measure the level of underwriting and other policy exceptions within a portfolio segment. • Collateral Documentation – focuses on the adequacy of documentation to perfect Trustmark’s collateral position and substantiate collateral value. Collateral exceptions measure the level of documentation exceptions within a portfolio segment. Collateral exceptions occur when certain collateral documentation is either not present or not current. • Compliance with Law – focuses on underwriting, documentation, approval and reporting in compliance with banking laws and regulations. Primary emphasis is directed to the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA), Regulation O requirements and regulations governing appraisals. Commercial Credits Trustmark has established a loan grading system that consists of ten individual credit risk grades (risk ratings) that encompass a range from loans where the expectation of loss is negligible to loans where loss has been established. The model is based on the risk of default for an individual credit and establishes certain criteria to delineate the level of risk across the ten unique credit risk grades. Credit risk grade definitions are as follows: • Risk Rate (RR) 1 through RR 6 – Grades one through six represent groups of loans that are not subject to criticism as defined in regulatory guidance. Loans in these groups exhibit characteristics that represent low to moderate risk measured by using a variety of credit risk criteria such as cash flow coverage, debt service coverage, balance sheet leverage, liquidity, management experience, industry position, prevailing economic conditions, support from secondary sources of repayment and other credit factors that may be relevant to a specific loan. In general, these loans are supported by properly margined collateral and guarantees of principal parties. • Other Assets Especially Mentioned (Special Mention) (RR 7) – a loan that has a potential weakness that if not corrected will lead to a more severe rating. This rating is for credits that are currently protected but potentially weak because of an adverse feature or condition that if not corrected will lead to a further downgrade. • Substandard (RR 8) – a loan that has at least one identified weakness that is well defined. This rating is for credits where the primary sources of repayment are not viable at the time of evaluation or where either the capital or collateral is not adequate to support the loan and the secondary means of repayment do not provide a sufficient level of support to offset the identified weakness. Loss potential exists in the aggregate amount of substandard loans but does not necessarily exist in individual loans. 18 • Doubtful (RR 9) – a loan with an identified weakness that does not have a valid secondary source of repayment. Generally, these credits have an impaired primary source of repayment and secondary sources are not sufficient to prevent a loss in the credit. The exact amount of the loss has not been determined at this time. • Loss (RR 10) – a loan or a portion of a loan that is deemed to be uncollectible. By definition, credit risk grades special mention (RR 7), substandard (RR 8), doubtful (RR 9) and loss (RR 10) are criticized loans while substandard (RR 8), doubtful (RR 9) and loss (RR 10) are classified loans. These definitions are standardized by the bank regulatory agencies and are generally equally applied to each individual lending institution. The remaining credit risk grades are considered pass credits and are solely defined by Trustmark. To enhance this process, Trustmark has determined that certain loans will be individually assessed, and a formal analysis will be performed and based upon the analysis the loan will be written down to the net realizable value. Trustmark will individually assess and remove loans from the pool in the following circumstances: • Commercial nonaccrual loans with total exposure of $ 500 thousand (excluding those portions of the debt that are government guaranteed or are secured by Trustmark deposits or marketable securities) or more. • Any loan that is believed to not share similar risk characteristics with the rest of the pool will be individually assessed. Otherwise, the loan will be left within the pool based on the results of the assessment. • Commercial accruing loans deemed to be a modified loan to a borrower experiencing financial difficulty with total exposure of $ 500 thousand (excluding those portions of the debt that are government guaranteed or are secured by Trustmark deposits or marketable securities) or more. If the loan is believed to not share similar risk characteristics with the rest of the loan pool, the loan will be individually assessed. Otherwise, the loan will be left within the pool and monitored on an ongoing basis. Each loan officer assesses the appropriateness of the internal risk rating assigned to their credits on an ongoing basis. Trustmark’s Asset Review area conducts independent credit quality reviews of the majority of Trustmark’s commercial loan portfolio both on the underlying credit quality of each individual loan class as well as the adherence to Trustmark’s loan policy and the loan administration process. In addition to the ongoing internal risk rate monitoring described above, Trustmark’s Credit Quality Review Committee meets monthly and performs a review of all loans of $ 100 thousand or more that are either delinquent 30 days or more or on nonaccrual. This review includes recommendations regarding risk ratings, accrual status, charge-offs and appropriate servicing officer as well as evaluation of problem credits for determination of modified status. Quarterly, the Credit Quality Review Committee reviews and modifies continuous action plans for all credits risk rated seven or worse for relationships of $100 thousand or more. In addition, periodic reviews of significant development, construction, multi-family, nonowner-occupied and other commercial credits are performed. These reviews assess each particular project with respect to location, project valuations, progress of completion, leasing status, current financial information, rents, operating expenses, cash flow, adherence to budget and projections and other information that is pertinent to the particular type of credit as applicable. Summary results are reviewed by Senior and Regional Credit Officers in addition to the Chief Credit Officer with a determination made as to the appropriateness of existing risk ratings and accrual status. Consumer Credits The Retail Credit Review Committee, Management Credit Policy Committee and the Enterprise Risk Committee review the volume and percentage of consumer loan delinquencies and losses to monitor the overall quality of the consumer portfolio. Trustmark monitors the levels and severity of past due consumer LHFI on a daily basis through its collection activities. A detailed assessment of consumer LHFI delinquencies is performed monthly at both a product and market level. 19 The tables below present the amortized cost basis of loans by credit quality indicator and class of loans based on analyses performed at March 31, 2024 and December 31, 2023 ($ in thousands): Term Loans by Origination Year 2024 2023 2022 2021 2020 Prior Revolving Loans Total As of March 31, 2024 Commercial LHFI Loans secured by real estate: Construction, land development and other land: Pass - RR 1 through RR 6 $ 98,031 $ 268,068 $ 77,825 $ 30,055 $ 10,227 $ 3,425 $ 49,281 $ 536,912 Special Mention - RR 7 — — — 354 — — — 354 Substandard - RR 8 — 265 265 1,239 18 19 — 1,806 Doubtful - RR 9 — — — — — — — — Total 98,031 268,333 78,090 31,648 10,245 3,444 49,281 539,072 Current period gross charge-offs — — — — — ( 24 ) — ( 24 ) Other secured by 1-4 family residential properties: Pass - RR 1 through RR 6 $ 6,379 $ 32,381 $ 28,573 $ 25,941 $ 13,447 $ 9,086 $ 7,889 $ 123,696 Special Mention - RR 7 28 — 53 44 8 — — 133 Substandard - RR 8 59 165 646 155 21 364 34 1,444 Doubtful - RR 9 — — — — — — — — Total 6,466 32,546 29,272 26,140 13,476 9,450 7,923 125,273 Current period gross charge-offs — — — — — ( 12 ) — ( 12 ) Secured by nonfarm, nonresidential properties: Pass - RR 1 through RR 6 $ 167,040 $ 492,579 $ 944,333 $ 505,580 $ 574,763 $ 616,719 $ 132,679 $ 3,433,693 Special Mention - RR 7 — 4,260 19,546 — 133 24,979 — 48,918 Substandard - RR 8 4,794 1,521 1,800 27,323 10,711 13,266 1,129 60,544 Doubtful - RR 9 18 — — — — 57 — 75 Total 171,852 498,360 965,679 532,903 585,607 655,021 133,808 3,543,230 Current period gross charge-offs — — — ( 2,412 ) — ( 16 ) — ( 2,428 ) Other real estate secured: Pass - RR 1 through RR 6 $ 116,981 $ 114,564 $ 539,374 $ 309,788 $ 209,292 $ 46,190 $ 8,758 $ 1,344,947 Special Mention - RR 7 — — — 64 — 35,876 — 35,940 Substandard - RR 8 99 — 3,028 — 268 31 — 3,426 Doubtful - RR 9 — 45 — — — — — 45 Total 117,080 114,609 542,402 309,852 209,560 82,097 8,758 1,384,358 Current period gross charge-offs — — — — — — — — 20 Term Loans by Origination Year 2024 2023 2022 2021 2020 Prior Revolving Loans Total As of March 31, 2024 Commercial LHFI Other loans secured by real estate: Other construction: Pass - RR 1 through RR 6 $ 40,364 $ 208,241 $ 494,239 $ 149,994 $ 16,177 $ — $ 340 $ 909,355 Special Mention - RR 7 — — — — — — — — Substandard - RR 8 60 — 13,038 — — — — 13,098 Doubtful - RR 9 — — — — — — — — Total 40,424 208,241 507,277 149,994 16,177 — 340 922,453 Current period gross charge-offs — — — — — — — — Commercial and industrial loans: Pass - RR 1 through RR 6 $ 188,609 $ 459,063 $ 323,119 $ 124,545 $ 58,584 $ 70,060 $ 538,649 $ 1,762,629 Special Mention - RR 7 — 12,270 22,693 2,136 554 1,323 20,264 59,240 Substandard - RR 8 2,240 4,831 47,455 13,725 11,842 350 19,884 100,327 Doubtful - RR 9 — — 336 155 — 23 1 515 Total 190,849 476,164 393,603 140,561 70,980 71,756 578,798 1,922,711 Current period gross charge-offs — ( 3 ) ( 225 ) ( 294 ) ( 8 ) ( 54 ) — ( 584 ) State and other political subdivision loans: Pass - RR 1 through RR 6 $ 16,902 $ 122,135 $ 243,470 $ 168,190 $ 96,337 $ 401,066 $ 4,744 $ 1,052,844 Special Mention - RR 7 — — — — — — — — Substandard - RR 8 — — — — — — — — Doubtful - RR 9 — — — — — — — — Total 16,902 122,135 243,470 168,190 96,337 401,066 4,744 1,052,844 Current period gross charge-offs — — — — — — — — Other commercial loans and leases: Pass - RR 1 through RR 6 $ 44,336 $ 193,567 $ 23,760 $ 26,671 $ 18,877 $ 40,003 $ 214,044 $ 561,258 Special Mention - RR 7 — — — 120 193 — — 313 Substandard - RR 8 992 90 123 25 — — 1,460 2,690 Doubtful - RR 9 — — — — — — — — Total 45,328 193,657 23,883 26,816 19,070 40,003 215,504 564,261 Current period gross charge-offs — — ( 28 ) — — ( 25 ) — ( 53 ) Total commercial LHFI $ 686,932 $ 1,914,045 $ 2,783,676 $ 1,386,104 $ 1,021,452 $ 1,262,837 $ 999,156 $ 10,054,202 Total commercial LHFI gross charge-offs $ — $ ( 3 ) $ ( 253 ) $ ( 2,706 ) $ ( 8 ) $ ( 131 ) $ — $ ( 3,101 ) 21 Term Loans by Origination Year 2024 2023 2022 2021 2020 Prior Revolving Loans Total As of March 31, 2024 Consumer LHFI Loans secured by real estate: Construction, land development and other land: Current $ 4,808 $ 46,918 $ 15,604 $ 5,300 $ 1,165 $ 2,497 $ 1,562 $ 77,854 Past due 30-89 days — 34 — — — 39 — 73 Past due 90 days or more — — — — — — — — Nonaccrual — — — 6 — 3 — 9 Total 4,808 46,952 15,604 5,306 1,165 2,539 1,562 77,936 Current period gross charge-offs — — — — — — — — Other secured by 1-4 family residential properties: Current $ 8,491 $ 24,784 $ 10,059 $ 5,482 $ 4,202 $ 10,754 $ 424,148 $ 487,920 Past due 30-89 days — 30 254 169 60 286 4,451 5,250 Past due 90 days or more — — 5 — 100 48 684 837 Nonaccrual — 7 87 46 10 586 5,371 6,107 Total 8,491 24,821 10,405 5,697 4,372 11,674 434,654 500,114 Current period gross charge-offs — — ( 5 ) — — — ( 59 ) ( 64 ) Secured by nonfarm, nonresidential properties: Current $ — $ — $ — $ 5 $ — $ — $ — $ 5 Past due 30-89 days — — — — — — — — Past due 90 days or more — — — — — — — — Nonaccrual — — — — — — — — Total — — — 5 — — — 5 Current period gross charge-offs — — — — — — — — Other real estate secured: Current $ 131 $ — $ — $ — $ 75 $ 46 $ — $ 252 Past due 30-89 days — — — — — — — — Past due 90 days or more — — — — — — — — Nonaccrual — — — — — — — — Total 131 — — — 75 46 — 252 Current period gross charge-offs — — — — — — — — 22 Term Loans by Origination Year 2024 2023 2022 2021 2020 Prior Revolving Loans Total As of March 31, 2024 Consumer LHFI Other loans secured by real estate: Secured by 1-4 family residential properties Current $ 33,184 $ 249,825 $ 871,791 $ 506,872 $ 178,382 $ 355,532 $ — $ 2,195,586 Past due 30-89 days — 2,410 9,575 2,777 830 2,246 — 17,838 Past due 90 days or more — 527 1,175 1,052 127 911 — 3,792 Nonaccrual — 1,765 17,942 12,782 6,080 10,309 — 48,878 Total 33,184 254,527 900,483 523,483 185,419 368,998 — 2,266,094 Current period gross charge-offs — ( 59 ) ( 315 ) ( 29 ) — ( 8 ) — ( 411 ) Consumer loans: Current $ 20,996 $ 43,982 $ 26,201 $ 8,570 $ 2,098 $ 840 $ 53,867 $ 156,554 Past due 30-89 days 348 518 288 122 1 5 784 2,066 Past due 90 days or more 19 58 66 4 8 — 328 483 Nonaccrual — 64 56 77 19 — 21 237 Total 21,363 44,622 26,611 8,773 2,126 845 55,000 159,340 Current period gross charge-offs ( 1,544 ) ( 282 ) ( 122 ) ( 20 ) ( 27 ) — ( 753 ) ( 2,748 ) Total consumer LHFI $ 67,977 $ 370,922 $ 953,103 $ 543,264 $ 193,157 $ 384,102 $ 491,216 $ 3,003,741 Total consumer LHFI gross charge-offs $ ( 1,544 ) $ ( 341 ) $ ( 442 ) $ ( 49 ) $ ( 27 ) $ ( 8 ) $ ( 812 ) $ ( 3,223 ) Total LHFI $ 754,909 $ 2,284,967 $ 3,736,779 $ 1,929,368 $ 1,214,609 $ 1,646,939 $ 1,490,372 $ 13,057,943 Total current period gross charge-offs $ ( 1,544 ) $ ( 344 ) $ ( 695 ) $ ( 2,755 ) $ ( 35 ) $ ( 139 ) $ ( 812 ) $ ( 6,324 ) 23 Term Loans by Origination Year 2023 2022 2021 2020 2019 Prior Revolving Loans Total As of December 31, 2023 Commercial LHFI Loans secured by real estate: Construction, land development and other land: Pass - RR 1 through RR 6 $ 359,813 $ 98,742 $ 35,095 $ 10,591 $ 2,036 $ 1,961 $ 52,351 $ 560,589 Special Mention - RR 7 — — 360 — — — — 360 Substandard - RR 8 606 336 1,512 19 — 21 — 2,494 Doubtful - RR 9 — — — — — 24 — 24 Total 360,419 99,078 36,967 10,610 2,036 2,006 52,351 563,467 Current period gross charge-offs — ( 4 ) ( 10 ) — ( 228 ) — — ( 242 ) Other secured by 1-4 family residential properties: Pass - RR 1 through RR 6 $ 33,072 $ 30,760 $ 29,159 $ 14,309 $ 8,084 $ 2,822 $ 10,077 $ 128,283 Special Mention - RR 7 — 82 48 10 — — — 140 Substandard - RR 8 220 625 157 22 80 306 98 1,508 Doubtful - RR 9 — — — — — — — — Total 33,292 31,467 29,364 14,341 8,164 3,128 10,175 129,931 Current period gross charge-offs — — ( 24 ) — — ( 6 ) — ( 30 ) Secured by nonfarm, nonresidential properties: Pass - RR 1 through RR 6 $ 501,327 $ 919,519 $ 526,412 $ 596,240 $ 323,687 $ 369,250 $ 129,142 $ 3,365,577 Special Mention - RR 7 4,271 14,930 — 138 23,966 — — 43,305 Substandard - RR 8 6,332 1,964 47,491 10,809 8,614 5,200 48 80,458 Doubtful - RR 9 21 — — — 53 13 — 87 Total 511,951 936,413 573,903 607,187 356,320 374,463 129,190 3,489,427 Current period gross charge-offs — ( 39 ) ( 82 ) — ( 19 ) ( 138 ) — ( 278 ) Other real estate secured: Pass - RR 1 through RR 6 $ 194,141 $ 447,200 $ 332,818 $ 209,757 $ 56,024 $ 11,080 $ 8,880 $ 1,259,900 Special Mention - RR 7 126 2,076 — — 35,881 — — 38,083 Substandard - RR 8 — 14,064 — 290 — 39 — 14,393 Doubtful - RR 9 42 — — — — — — 42 Total 194,309 463,340 332,818 210,047 91,905 11,119 8,880 1,312,418 Current period gross charge-offs — — — — — — — — 24 Term Loans by Origination Year 2023 2022 2021 2020 2019 Prior Revolving Loans Total As of December 31, 2023 Commercial LHFI Other loans secured by real estate: Other construction Pass - RR 1 through RR 6 $ 179,676 $ 518,062 $ 149,883 $ 14,062 $ — $ 6 $ 6,042 $ 867,731 Special Mention - RR 7 — — — — — — — — Substandard - RR 8 62 — — — — — — 62 Doubtful - RR 9 — — — — — — — — Total 179,738 518,062 149,883 14,062 — 6 6,042 867,793 Current period gross charge-offs ( 61 ) — ( 3,392 ) — — — — ( 3,453 ) Commercial and industrial loans: Pass - RR 1 through RR 6 $ 497,730 $ 474,737 $ 158,659 $ 80,646 $ 31,876 $ 44,972 $ 537,527 $ 1,826,147 Special Mention - RR 7 12,570 10,141 3,149 1,381 110 — 126 27,477 Substandard - RR 8 4,797 16,872 13,909 11,958 40 80 21,528 69,184 Doubtful - RR 9 6 58 1 — — 25 12 102 Total 515,103 501,808 175,718 93,985 32,026 45,077 559,193 1,922,910 Current period gross charge-offs ( 42 ) ( 1,071 ) ( 700 ) ( 138 ) ( 95 ) ( 108 ) ( 7 ) ( 2,161 ) State and other political subdivision loans: Pass - RR 1 through RR 6 $ 152,157 $ 247,034 $ 174,812 $ 99,786 $ 32,118 $ 377,225 $ 5,334 $ 1,088,466 Special Mention - RR 7 — — — — — — — — Substandard - RR 8 — — — — — — — — Doubtful - RR 9 — — — — — — — — Total 152,157 247,034 174,812 99,786 32,118 377,225 5,334 1,088,466 Current period gross charge-offs — — — — — — — — Other commercial loans and leases: Pass - RR 1 through RR 6 $ 211,402 $ 48,947 $ 30,071 $ 21,377 $ 32,837 $ 8,468 $ 201,339 $ 554,441 Special Mention - RR 7 — — — 208 — — 20 228 Substandard - RR 8 106 211 42 — — — 987 1,346 Doubtful - RR 9 — — — — — 20 — 20 Total 211,508 49,158 30,113 21,585 32,837 8,488 202,346 556,035 Current period gross charge-offs ( 40 ) ( 248 ) — ( 26 ) — — — ( 314 ) Total commercial LHFI $ 2,158,477 $ 2,846,360 $ 1,503,578 $ 1,071,603 $ 555,406 $ 821,512 $ 973,511 $ 9,930,447 Total commercial LHFI gross charge-offs $ ( 143 ) $ ( 1,362 ) $ ( 4,208 ) $ ( 164 ) $ ( 342 ) $ ( 252 ) $ ( 7 ) $ ( 6,478 ) 25 Term Loans by Origination Year 2023 2022 2021 2020 2019 Prior Revolving Loans Total As of December 31, 2023 Consumer LHFI Loans secured by real estate: Construction, land development and other land: Current $ 44,912 $ 23,110 $ 5,973 $ 1,203 $ 1,082 $ 1,864 $ 653 $ 78,797 Past due 30-89 days — 250 — — 30 191 — 471 Past due 90 days or more — — — — — — — — Nonaccrual — — 148 — — 3 — 151 Total 44,912 23,360 6,121 1,203 1,112 2,058 653 79,419 Current period gross charge-offs — — — — — — — — Other secured by 1-4 family residential properties: Current $ 29,636 $ 11,366 $ 5,733 $ 4,471 $ 4,313 $ 7,674 $ 417,383 $ 480,576 Past due 30-89 days 225 68 74 4 51 220 4,292 4,934 Past due 90 days or more — 264 — — — 41 934 1,239 Nonaccrual 8 76 48 8 — 616 4,961 5,717 Total 29,869 11,774 5,855 4,483 4,364 8,551 427,570 492,466 Current period gross charge-offs — ( 100 ) ( 9 ) ( 2 ) ( 10 ) ( 22 ) ( 147 ) ( 290 ) Secured by nonfarm, nonresidential properties: Current $ — $ — $ 7 $ — $ — $ — $ — $ 7 Past due 30-89 days — — — — — — — — Past due 90 days or more — — — — — — — — Nonaccrual — — — — — — — — Total — — 7 — — — — 7 Current period gross charge-offs — — — — — — — — Other real estate secured: Current $ — $ — $ — $ 78 $ — $ 55 $ — $ 133 Past due 30-89 days — — — — — — — — Past due 90 days or more — — — — — — — — Nonaccrual — — — — — — — — Total — — — 78 — 55 — 133 Current period gross charge-offs — — — — — — — — 26 Term Loans by Origination Year 2023 2022 2021 2020 2019 Prior Revolving Loans Total As of December 31, 2023 Consumer LHFI Other loans secured by real estate: Secured by 1-4 family residential properties Current $ 258,800 $ 878,893 $ 516,324 $ 180,272 $ 98,552 $ 277,664 $ — $ 2,210,505 Past due 30-89 days 3,370 11,293 5,513 2,121 298 1,664 — 24,259 Past due 90 days or more 376 1,219 1,208 682 — 255 — 3,740 Nonaccrual 678 15,586 11,452 4,884 1,848 9,366 — 43,814 Total 263,224 906,991 534,497 187,959 100,698 288,949 — 2,282,318 Current period gross charge-offs ( 64 ) ( 930 ) ( 217 ) ( 104 ) — ( 142 ) — ( 1,457 ) Consumer loans: Current $ 59,496 $ 32,767 $ 10,698 $ 2,604 $ 917 $ 294 $ 55,321 $ 162,097 Past due 30-89 days 1,274 475 134 34 5 5 839 2,766 Past due 90 days or more 64 44 3 1 — — 516 628 Nonaccrual 44 65 84 26 — — 24 243 Total 60,878 33,351 10,919 2,665 922 299 56,700 165,734 Current period gross charge-offs ( 6,138 ) ( 559 ) ( 167 ) ( 43 ) ( 1 ) ( 1 ) ( 2,381 ) ( 9,290 ) Total consumer LHFI $ 398,883 $ 975,476 $ 557,399 $ 196,388 $ 107,096 $ 299,912 $ 484,923 $ 3,020,077 Total consumer LHFI gross charge-offs $ ( 6,202 ) $ ( 1,589 ) $ ( 393 ) $ ( 149 ) $ ( 11 ) $ ( 165 ) $ ( 2,528 ) $ ( 11,037 ) Total LHFI $ 2,557,360 $ 3,821,836 $ 2,060,977 $ 1,267,991 $ 662,502 $ 1,121,424 $ 1,458,434 $ 12,950,524 Total current period gross charge-offs $ ( 6,345 ) $ ( 2,951 ) $ ( 4,601 ) $ ( 313 ) $ ( 353 ) $ ( 417 ) $ ( 2,535 ) $ ( 17,515 ) Past Due LHFS LHFS past due 90 days or more totaled $ 56.5 million and $ 51.2 million at March 31, 2024 and December 31, 2023 , respectively. LHFS past due 90 days or more are serviced loans eligible for repurchase, which are fully guaranteed by the Government National Mortgage Association (GNMA). GNMA optional repurchase programs allow financial institutions to buy back individual delinquent mortgage loans that meet certain criteria from the securitized loan pool for which the institution provides servicing. At the servicer’s option and without GNMA’s prior authorization, the servicer may repurchase such a delinquent loan for an amount equal to 100 % of the remaining principal balance of the loan. This buy-back option is considered a conditional option until the delinquency criteria are met, at which time the option becomes unconditional. When Trustmark is deemed to have regained effective control over these loans under the unconditional buy-back option, the loans can no longer be reported as sold and must be brought back onto the balance sheet as loans held for sale, regardless of whether Trustmark intends to exercise the buy-back option. These loans are reported as held for sale with the offsetting liability being reported as short-term borrowings. Trustmark did not exercise its buy-back option on any delinquent loans serviced for GNMA during the first three months of 2024 or 2023. ACL on LHFI Trustmark’s ACL methodology for LHFI is based upon guidance within the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Subtopic 326-20 as well as applicable regulatory guidance. The ACL 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. Credit quality within the LHFI portfolio is continuously monitored by Management and is reflected within the ACL for LHFI. The ACL is an estimate of expected losses inherent within Trustmark’s existing LHFI portfolio. The ACL for LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries. The methodology for estimating the amount of expected credit losses reported in the ACL has two basic components: a collective, or pooled, component for estimated expected credit losses for pools of loans that share similar risk characteristics, and an asset-specific 27 component involving individual loans that do not share risk characteristics with other loans and the measurement of expected credit losses for such individual loans. In estimating the ACL for the collective component, loans are segregated into loan pools based on loan product types and similar risk characteristics. The loans secured by real estate and other loans secured by real estate portfolio segments include loans for both commercial and residential properties. The underwriting process for these loans includes analysis of the financial position and strength of both the borrower and guarantor, experience with similar projects in the past, market demand and prospects for successful completion of the proposed project within the established budget and schedule, values of underlying collateral, availability of permanent financing, maximum loan-to-value ratios, minimum equity requirements, acceptable amortization periods and minimum debt service coverage requirements, based on property type. The borrower’s financial strength and capacity to repay their obligations remain the primary focus of underwriting. Financial strength is evaluated based upon analytical tools that consider historical and projected cash flows and performance in addition to analysis of the proposed project for income-producing properties. Additional support offered by guarantors is also considered. Ultimate repayment of these loans is sensitive to interest rate changes, general economic conditions, liquidity and availability of long-term financing. The commercial and industrial LHFI portfolio segment includes loans within Trustmark’s geographic markets made to many types of businesses for various purposes, such as short-term working capital loans that are usually secured by accounts receivable and inventory and term financing for equipment and fixed asset purchases that are secured by those assets. Trustmark’s credit underwriting process for commercial and industrial loans includes analysis of historical and projected cash flows and performance, evaluation of financial strength of both borrowers and guarantors as reflected in current and detailed financial information and evaluation of underlying collateral to support the credit. The consumer LHFI portfolio segment is comprised of loans that are centrally underwritten based on the borrower's credit bureau score as well as an evaluation of the borrower’s repayment capacity, credit, and collateral. Property appraisals are obtained to assist in evaluating collateral. Loan-to-value and debt-to-income ratios, loan amount, and lien position are also considered in assessing whether to originate a loan. These borrowers are particularly susceptible to downturns in economic trends such as conditions that negatively affect housing prices and demand and levels of unemployment. The state and other political subdivision LHFI and the other commercial LHFI and leases portfolio segments primarily consist of loans to non-depository financial institutions, such as mortgage companies, finance companies and other financial intermediaries, loans to state and political subdivisions, and loans to non-profit and charitable organizations. These loans are underwritten based on the specific nature or purpose of the loan and underlying collateral with special consideration given to the specific source of repayment for the loan. The lease segment primarily consists of commercial equipment finance leases. Trustmark’s credit underwriting process for equipment finance leases includes analysis of historical and projected cash flows and performance, evaluation of financial strength of both borrowers and guarantors as reflected in current and detailed financial information and evaluation of underlying collateral to support the credit. During the first quarter of 2024 as part of Trustmark's ongoing model monitoring procedures the annual loss driver analysis was performed. The analysis resulted in changes in the loss drivers for all discounted cash-flow models along with changes in the loss drivers for the equipment and finance loans and leases model. These changes were a result of updating Trustmark's peer group and incorporating data through 2022 which led to more intuitive loss drivers. All models were validated by a third party before implementation. 28 The following table provides a description of each of Trustmark’s portfolio segments, loan classes, loan pools and the ACL methodology and loss drivers at March 31, 2024: Portfolio Segment Loan Class Loan Pool Methodology Loss Drivers Loans secured by real estate Construction, land development and other land 1-4 family residential construction DCF National HPI, National Unemployment Lots and development DCF National HPI, National Unemployment Unimproved land DCF National HPI, National Unemployment All other consumer DCF National HPI, National Unemployment Other secured by 1-4 family residential properties Consumer 1-4 family - 1st liens DCF National HPI, National Unemployment All other consumer DCF National HPI, National Unemployment Nonresidential owner-occupied DCF Southern Unemployment, National CRE Price Index Secured by nonfarm, nonresidential properties Nonowner-occupied - hotel/motel DCF National CRE Price Index, Southern Unemployment Nonowner-occupied - office DCF National CRE Price Index, Southern Unemployment Nonowner-occupied- Retail DCF National CRE Price Index, Southern Unemployment Nonowner-occupied - senior living/nursing homes DCF National CRE Price Index, Southern Unemployment Nonowner-occupied - all other DCF National CRE Price Index, Southern Unemployment Nonresidential owner-occupied DCF Southern Unemployment, National CRE Price Index Other real estate secured Nonresidential nonowner -occupied - apartments DCF National CRE Price Index, Southern Unemployment Nonresidential owner-occupied DCF Southern Unemployment, National CRE Price Index Nonowner-occupied - all other DCF National CRE Price Index, Southern Unemployment Other loans secured by real estate Other construction Other construction DCF National CRE Price Index, National Unemployment, BBB 7-10 US CBI Secured by 1-4 family residential properties Trustmark mortgage WARM Southern Unemployment 29 Portfolio Segment Loan Class Loan Pool Methodology Loss Drivers Commercial and industrial loans Commercial and industrial loans Commercial and industrial - non-working capital DCF Trustmark historical data Commercial and industrial - working capital DCF Trustmark historical data Equipment finance loans WARM Southern Unemployment, National GDP Credit cards WARM Trustmark call report data Consumer loans Consumer loans Credit cards WARM Trustmark call report data Overdrafts Loss Rate Trustmark historical data All other consumer DCF National HPI, National Unemployment State and other political subdivision loans State and other political subdivision loans Obligations of state and political subdivisions DCF Moody's Bond Default Study Other commercial loans and leases Other commercial loans and leases Other loans DCF BBB 7-10 US CBI, Southern Unemployment Commercial and industrial - non-working capital DCF Trustmark historical data Commercial and industrial - working capital DCF Trustmark historical data Equipment finance leases WARM Southern Unemployment, National GDP 30 The following table provides a description of each of Trustmark’s portfolio segments, loan classes, loan pools and the ACL methodology and loss drivers at December 31, 2023: Portfolio Segment Loan Class Loan Pool Methodology Loss Drivers Loans secured by real estate Construction, land development and other land 1-4 family residential construction DCF Prime Rate, National GDP Lots and development DCF Prime Rate, Southern Unemployment Unimproved land DCF Prime Rate, Southern Unemployment All other consumer DCF Southern Unemployment Other secured by 1-4 family residential properties Consumer 1-4 family - 1st liens DCF Prime Rate, Southern Unemployment All other consumer DCF Southern Unemployment Nonresidential owner-occupied DCF Southern Unemployment, National GDP Secured by nonfarm, nonresidential properties Nonowner-occupied - hotel/motel DCF Southern Vacancy Rate, Southern Unemployment Nonowner-occupied - office DCF Southern Vacancy Rate, Southern Unemployment Nonowner-occupied- Retail DCF Southern Vacancy Rate, Southern Unemployment Nonowner-occupied - senior living/nursing homes DCF Southern Vacancy Rate, Southern Unemployment Nonowner-occupied - all other DCF Southern Vacancy Rate, Southern Unemployment Nonresidential owner-occupied DCF Southern Unemployment, National GDP Other real estate secured Nonresidential nonowner -occupied - apartments DCF Southern Vacancy Rate, Southern Unemployment Nonresidential owner-occupied DCF Southern Unemployment, National GDP Nonowner-occupied - all other DCF Southern Vacancy Rate, Southern Unemployment Other loans secured by real estate Other construction Other construction DCF Prime Rate, National Unemployment Secured by 1-4 family residential properties Trustmark mortgage WARM Southern Unemployment Commercial and industrial loans Commercial and industrial loans Commercial and industrial - non-working capital DCF Trustmark historical data Commercial and industrial - working capital DCF Trustmark historical data Equipment finance loans WARM Southern Unemployment, Southern GDP Credit cards WARM Trustmark call report data Consumer loans Consumer loans Credit cards WARM Trustmark call report data Overdrafts Loss Rate Trustmark historical data All other consumer DCF Southern Unemployment State and other political subdivision loans State and other political subdivision loans Obligations of state and political subdivisions DCF Moody's Bond Default Study Other commercial loans and leases Other commercial loans and leases Other loans DCF Prime Rate, Southern Unemployment Commercial and industrial - non-working capital DCF Trustmark historical data Commercial and industrial - working capital DCF Trustmark historical data Equipment finance leases WARM Southern Unemployment, Southern GDP 31 In general, Trustmark utilizes a DCF method to estimate the quantitative portion of the ACL for loan pools. The DCF model consists of two key components, a loss driver analysis (LDA) and a cash flow analysis. For loan pools utilizing the DCF methodology, multiple assumptions are in place, depending on the loan pool. A reasonable and supportable forecast is utilized for each loan pool by developing a LDA for each loan class. The LDA uses charge off data from Federal Financial Institutions Examination Council (FFIEC) reports to construct a periodic default rate (PDR). The PDR is decomposed into a PD. Regressions are run using the data for various macroeconomic variables in order to determine which ones correlate to Trustmark’s losses. These variables are then incorporated into the application to calculate a quarterly PD using a third-party baseline forecast. In addition to the PD, a LGD is derived using a method referred to as Frye Jacobs. The Frye Jacobs method is a mathematical formula that traces the relationship between LGD and PD over time and projects the LGD based on the levels of PD forecasts. This model approach is applicable to all pools within the construction, land development and other land, other secured by 1-4 family residential properties, secured by nonfarm, nonresidential properties and other real estate secured loan classes as well as consumer loans and other commercial loans. During 2022, Management elected to incorporate a methodology change related to the other construction pool. Components of this change include management utilizing an alternative LDA to support the PD and LGD assumptions necessary to apply a DCF methodology to the other construction pool. Fundamentally, this approach utilizes publicly reported default balances and leverages a generalized linear model (GLM) framework to estimate PD. Taken together, these differences allow for results to be scaled to be specific and directly applicable to the other construction segment. LGD is assumed to be a through-the-cycle constant based on the actual performance of Trustmark’s other construction segment. These assumptions are then input into the DCF model and used in conjunction with prepayment data to calculate the cash flows at the individual loan level. Previously, the other construction pool used the weighted average remaining maturity (WARM) method. Management believes this change is commensurate with the level of risk in the pool. For the commercial and industrial loans related pools, Trustmark uses its own PD and LGD data, instead of the macroeconomic variables and the Frye Jacobs method described above, to calculate the PD and LGD as there were no defensible macroeconomic variables that correlated to Trustmark’s losses. Trustmark utilizes a third-party Bond Default Study to derive the PD and LGD for the obligations of state and political subdivisions pool. Due to the lack of losses within this pool, no defensible macroeconomic factors were identified to correlate. The PD and LGD measures are used in conjunction with prepayment data as inputs into the DCF model to calculate the cash flows at the individual loan level. Contractual cash flows based on loan terms are adjusted for PD, LGD and prepayments to derive loss cash flows. These loss cash flows are discounted by the loan’s coupon rate to arrive at the discounted cash flow based quantitative loss. The prepayment studies are updated quarterly by a third-party for each applicable pool. An alternate method of estimating the ACL is used for certain loan pools due to specific characteristics of these loans. For the non-DCF pools, specifically, those using the WARM method, the remaining life is incorporated into the ACL quantitative calculation. Trustmark determined that reasonable and supportable forecasts could be made for a twelve-month period for all of its loan pools. To the extent the lives of the loans in the LHFI portfolio extend beyond this forecast period, Trustmark uses a reversion period of four quarters and reverts to the historical mean on a straight-line basis over the remaining life of the loans. The econometric models currently in production reflect segment or pool level sensitivities of PD to changes in macroeconomic variables. By measuring the relationship between defaults and changes in the economy, the quantitative reserve incorporates reasonable and supportable forecasts of future conditions that will affect the value of Trustmark’s assets, as required by FASB ASC Topic 326. Under stable forecasts, these linear regressions will reasonably predict a pool’s PD. However, due to the COVID-19 pandemic, the macroeconomic variables used for reasonable and supportable forecasting changed rapidly. At the macroeconomic levels experienced during the COVID-19 pandemic, it was not clear that the models in production would produce reasonably representative results since the models were originally estimated using data beginning in 2004 through 2019. During this period, a traditional, albeit severe, economic recession occurred. Thus, econometric models are sensitive to similar future levels of PD. In order to prevent the econometric models from extrapolating beyond reasonable boundaries of their input variables, Trustmark chose to establish an upper and lower limit process when applying the periodic forecasts. In this way, Management will not rely upon unobserved and untested relationships in the setting of the quantitative reserve. This approach applies to all input variables, including: Southern Unemployment, National Unemployment, National Gross Domestic Product (GDP), National Home Price Index (HPI), National Commercial Real Estate (CRE) Price Index and the BBB 7-10 Year US Corporate Bond Index (CBI). The upper and lower limits are based on the distribution of the macroeconomic variable by selecting extreme percentiles at the upper and lower limits of the distribution, the 1 st and 99 th percentiles, respectively. These upper and lower limits are then used to calculate the PD for the forecast time period in which the forecasted values are outside of the upper and lower limit range. Due to multiple periods having a PD or LGD at or near zero as a result of the improving macroeconomic forecasts, Management implemented PD and LGD floors to account for the risk associated with each portfolio. The PD and LGD floors are based on Trustmark’s historical loss experience and applied at a portfolio level. 32 Qualitative factors used in the ACL methodology include the following: • Lending policies and procedures • Economic conditions and concentrations of credit • Nature and volume of the portfolio • Performance trends • External factors While all these factors are incorporated into the overall methodology, only three are currently considered active at March 31, 2024: (i) economic conditions and concentrations of credit, (ii) nature and volume of the portfolio and (iii) performance trends. Two of Trustmark’s largest loan classes are the loans secured by nonfarm, nonresidential properties and the loans secured by other real estate. Trustmark elected to create a qualitative factor specifically for these loan classes which addresses changes in the economic conditions of metropolitan areas and applies additional pool level reserves. This qualitative factor is based on third-party market data and forecast trends and is updated quarterly as information is available, by market and by loan pool. Trustmark's current quantitative methodologies do not completely incorporate changes in credit quality. As a result, Trustmark utilizes the performance trends qualitative factor. This factor is based on migration analyses, that allocates additional ACL to non-pass/delinquent loans within each pool. In this way, Management believes the ACL will directly reflect changes in risk, based on the performance of the loans within a pool, whether declining or improving. The performance trends qualitative factor is estimated by properly segmenting loan pools into risk levels by risk rating for commercial credits and delinquency status for consumer credits. A migration analysis is then performed quarterly using a third-party software and the results for each risk level are compiled to calculate the historical PD average for each loan portfolio based on risk levels. This average historical PD rate is updated annually. For the mortgage portfolio, Trustmark uses an internal report to incorporate a roll rate method for the calculation of the PD rate. In addition to the PD rate for each portfolio, Management incorporates the quantitative rate and the k value derived from the Frye-Jacobs method to calculate a loss estimate that includes both PD and LGD. The quantitative rate is used to eliminate any additional reserve that the quantitative reserve already includes. Finally, the loss estimate rate is then applied to the total balances for each risk level for each portfolio to calculate a qualitative reserve. During 2022, Management elected to activate the nature and volume of the portfolio qualitative factor as a result of a sub-pool of the secured by 1-4 family residential properties growing to a significant size along with the underlying nature being different as well. The nature and volume of the portfolio qualitative factor utilizes a WARM methodology that uses industry data for the assumptions to support the qualitative adjustment. The industry data is used to compile a PD based on credit score ranges along with using the industry data to compile an LGD. The sub-pool of credits is then aggregated into the appropriate credit score bands in which a weighted average loss rate is calculated based on the PD and LGD for each credit score range. This weighted average loss rate is then applied to the expected balance for the sub-segment of credits. This total is then used as the qualitative reserve adjustment. The external factors qualitative factor is Management’s best judgment on the loan or pool level impact of all factors that affect the portfolio that are not accounted for using any other part of the ACL methodology ( e.g. , natural disasters, changes in legislation, impacts due to technology and pandemics). Trustmark's External Factor – Pandemic ensures reserve adequacy for collectively evaluated loans most likely to be impacted by the unique economic and behavioral conditions created by the COVID-19 pandemic. Additional qualitative reserves are derived based on two principles. The first is the disconnect of economic factors to Trustmark’s modeled PD (derived from the econometric models underpinning the quantitative pooled reserves). During the pandemic, extraordinary measures by the federal government were made available to consumers and businesses, including COVID-19 loan payment concessions, direct transfer payments to households, tax deferrals, and reduced interest rates, among others. These government interventions may have extended the lag between economic conditions and default, relative to what was captured in the model development data. Because Trustmark’s econometric PD models rely on the observed relationship from the economic downturn from 2007 to 2009 in both timing and severity, Management did not expect the models to reflect these conditions. For example, while the models would predict contemporaneous unemployment peaks and loan defaults, this might not have occurred when borrowers could request payment deferrals. Thus, for the affected population, economic conditions were not fully considered as a part of Trustmark’s quantitative reserve. The second principle is the change in risk that is identified by rating changes. As a part of Trustmark’s credit review process, loans in the affected population were given more frequent screening to ensure accurate ratings were maintained through this dynamic period. Trustmark’s quantitative reserve did not directly address changes in ratings, thus a migration qualitative factor was designed to work in concert with the quantitative reserve. 33 As discussed above, the disconnect of economic factors means that changes in rating caused by deteriorating and weak economic conditions as a result of the pandemic were not being captured in the quantitative reserve. During 2020, due to unforeseen pandemic conditions that varied from Management’s expectations, additional reserves were further dimensioned in order to appropriately reflect the risk within the portfolio related to the COVID-19 pandemic. In an effort to ensure the External Factor-Pandemic qualitative factor was reasonable and supportable, historical Trustmark loss data was leveraged to construct a framework that was quantitative in nature. To dimension the additional reserve, Management used the sensitivity of the quantitative commercial loan reserve to changes in macroeconomic conditions to apply to loans rated acceptable or better (RR 1-4). In addition, to account for the known changes in risk, a weighted average of the commercial loan portfolio loss rate, derived from the performance trends qualitative factor, was used to dimension additional reserves for downgraded credits. Loans rated acceptable with risk (RR 5) or watch (RR 6) received the additional reserves based on the average of the macroeconomic conditions and weighted-average of the commercial loan portfolio loss rate while the loans rated special mention (RR 7) and substandard (RR 8) received additional reserves based on the weighted-average described above. During 2022, Management noted that all pass rated loans (RR 5 & RR 6) related to the External Factor-Pandemic qualitative factor either did not experience significant stress related to the pandemic or had since recovered and did not expect future stresses attributed to the pandemic that could affect these loans. As a result, Management decided to accelerate the release of the additional pandemic reserves on all pass rated loans as a result of pandemic conditions resolving. During the fourth quarter of 2023, Management decided to resolve the External Factor-Pandemic qualitative factor as a result of the remaining loan balances that were identified as COVID affected loans being immaterial from both a reserve and balance perspective. The remaining loans were incorporated back into the performance qualitative factor as a result of this resolution. Further, due to this resolution there is no longer any active External Factor as of December 31, 2023. The following tables disaggregate the ACL and the amortized cost basis of the loans by the measurement methodology used at March 31, 2024 and December 31, 2023 ($ in thousands): March 31, 2024 ACL LHFI Individually Evaluated for Credit Loss Collectively Evaluated for Credit Loss Total Individually Evaluated for Credit Loss Collectively Evaluated for Credit Loss Total Loans secured by real estate: Construction, land development and other land $ 12 $ 5,731 $ 5,743 $ 1,539 615,469 $ 617,008 Other secured by 1-4 family residential properties — 10,554 10,554 923 624,464 625,387 Secured by nonfarm, nonresidential properties — 33,292 33,292 917 3,542,318 3,543,235 Other real estate secured — 9,251 9,251 — 1,384,610 1,384,610 Other loans secured by real estate: Other construction 626 11,439 12,065 13,038 909,415 922,453 Secured by 1-4 family residential properties — 31,946 31,946 4,291 2,261,803 2,266,094 Commercial and industrial loans 10,960 16,970 27,930 21,210 1,901,501 1,922,711 Consumer loans — 5,523 5,523 — 159,340 159,340 State and other political subdivision loans — 638 638 — 1,052,844 1,052,844 Other commercial loans and leases 1,022 5,034 6,056 1,022 563,239 564,261 Total $ 12,620 $ 130,378 $ 142,998 $ 42,940 $ 13,015,003 $ 13,057,943 34 December 31, 2023 ACL LHFI Individually Evaluated for Credit Loss Collectively Evaluated for Credit Loss Total Individually Evaluated for Credit Loss Collectively Evaluated for Credit Loss Total Loans secured by real estate: Construction, land development and other land $ — $ 17,192 $ 17,192 $ 2,020 $ 640,866 $ 642,886 Other secured by 1-4 family residential properties — 12,942 12,942 946 621,451 622,397 Secured by nonfarm, nonresidential properties — 24,043 24,043 20,812 3,468,622 3,489,434 Other real estate secured — 4,488 4,488 — 1,312,551 1,312,551 Other loans secured by real estate: Other construction — 5,758 5,758 — 867,793 867,793 Secured by 1-4 family residential properties — 34,794 34,794 3,235 2,279,083 2,282,318 Commercial and industrial loans 11,436 15,202 26,638 21,102 1,901,808 1,922,910 Consumer loans — 5,794 5,794 — 165,734 165,734 State and other political subdivision loans — 646 646 — 1,088,466 1,088,466 Other commercial loans and leases 967 6,105 7,072 967 555,068 556,035 Total $ 12,403 $ 126,964 $ 139,367 $ 49,082 $ 12,901,442 $ 12,950,524 Changes in the ACL, LHFI were as follows for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Balance at beginning of period $ 139,367 $ 120,214 Loans charged-off ( 6,324 ) ( 2,996 ) Recoveries 2,247 1,777 Net (charge-offs) recoveries ( 4,077 ) ( 1,219 ) PCL, LHFI 7,708 3,244 Balance at end of period $ 142,998 $ 122,239 The following tables detail changes in the ACL, LHFI by loan class for the periods presented ($ in thousands): Three Months Ended March 31, 2024 Balance at Beginning of Period Charge-offs Recoveries PCL Balance at End of Period Loans secured by real estate: Construction, land development and other land $ 17,192 $ ( 24 ) $ 1 $ ( 11,426 ) $ 5,743 Other secured by 1-4 family residential properties 12,942 ( 76 ) 450 ( 2,762 ) 10,554 Secured by nonfarm, nonresidential properties 24,043 ( 2,428 ) 9 11,668 33,292 Other real estate secured 4,488 — — 4,763 9,251 Other loans secured by real estate: Other construction 5,758 — 17 6,290 12,065 Secured by 1-4 family residential properties 34,794 ( 411 ) 38 ( 2,475 ) 31,946 Commercial and industrial loans 26,638 ( 584 ) 198 1,678 27,930 Consumer loans 5,794 ( 2,748 ) 1,505 972 5,523 State and other political subdivision loans 646 — — ( 8 ) 638 Other commercial loans and leases 7,072 ( 53 ) 29 ( 992 ) 6,056 Total $ 139,367 $ ( 6,324 ) $ 2,247 $ 7,708 $ 142,998 The PCL, LHFI for the secured by nonfarm, nonresidential properties and other real estate secured portfolios for the three months ended March 31, 2024 was primarily due to changes in the macroeconomic forecast associated with these specific loss driver models as a result of the loss driver update coupled with loan growth. The PCL, LHFI for the other construction portfolio for the three months ended March 31, 2024 was also primarily due to changes in the macroeconomic forecast associated with this specific loss driver model as a result of the loss driver update coupled with loan growth and net adjustments to the qualitative factors due to credit migration. The PCL, 35 LHFI for the commercial and industrial portfolio for the three months ended March 31, 2024 was primarily due to net adjustments to the qualitative factors due to credit migration. The negative PCL, LHFI for the construction, land development and other land, other secured by 1-4 family residential properties, and other commercial loans and leases portfolios for the three months ended March 31, 2024 was primarily due to changes in the macroeconomic forecast associated with these specific loss driver models as a result of the loss driver update for these loan portfolios. The negative PCL, LHFI for the secured by 1-4 family residential properties portfolio for the three months ended March 31, 2024 was primarily due to adjustments to the Nature and Volume of Portfolio qualitative factor. Three Months Ended March 31, 2023 Balance at Beginning of Period Charge-offs Recoveries PCL Balance at End of Period Loans secured by real estate: Construction, land development and other land $ 12,828 $ ( 14 ) $ 8 $ 438 $ 13,260 Other secured by 1-4 family residential properties 12,374 ( 34 ) 47 ( 469 ) 11,918 Secured by nonfarm, nonresidential properties 19,488 ( 28 ) 96 ( 916 ) 18,640 Other real estate secured 4,743 — 3 ( 2,384 ) 2,362 Other loans secured by real estate: Other construction 15,132 — 30 ( 692 ) 14,470 Secured by 1-4 family residential properties 21,185 ( 294 ) 6 5,259 26,156 Commercial and industrial loans 23,140 ( 471 ) 270 523 23,462 Consumer loans 5,792 ( 2,155 ) 1,317 578 5,532 State and other political subdivision loans 885 — — ( 156 ) 729 Other commercial loans and leases 4,647 — — 1,063 5,710 Total $ 120,214 $ ( 2,996 ) $ 1,777 $ 3,244 $ 122,239 The increases in the PCL, LHFI for the three months ended March 31, 2023 were primarily attributable to loan growth and the Nature and Volume of Portfolio qualitative factor. The PCL, LHFI for the secured by nonfarm, nonresidential properties portfolio and the other real estate secured portfolio decreased $ 3.3 million during the three months ended March 31, 2023 primarily due to improvements in the macroeconomic forecast variables used in the ACL modeling, such as National and Southern Unemployment, National GDP, Prime Rate, and Southern Vacancy Rate and the PD and LGD floors. Note 4 – Mortgage Banking MSR The activity in the MSR is detailed in the table below for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Balance at beginning of period $ 131,870 $ 129,677 Origination of servicing assets 2,977 2,646 Change in fair value: Due to market changes 5,123 ( 3,972 ) Due to run-off ( 1,926 ) ( 1,145 ) Balance at end of period $ 138,044 $ 127,206 Trustmark determines the fair value of the MSR using a valuation model administered by a third party that calculates the present value of estimated future net servicing income. Trustmark considers the conditional prepayment rate (CPR), which is an estimated loan prepayment rate that uses historical prepayment rates for previous loans similar to the loans being evaluated, the float rate, which is the interest rate earned on escrow balances, and the discount rate as some of the primary assumptions used in determining the fair value of the MSR. An increase in either the CPR or discount rate assumption will result in a decrease in the fair value of the MSR, while a decrease in either assumption will result in an increase in the fair value of the MSR. An increase in the float rate will result in an increase in the fair value of the MSR, while a decrease in the float rate will result in a decrease in the fair value of the MSR. At both March 31, 2024 and 2023, the fair value of the MSR included an assumed average prepayment speed of 8 CPR and an average discount rate of 10.08 %. 36 Mortgage Loans Serviced/Sold During the first three months of 2024 and 2023 , Trustmark sold $ 258.3 million and $ 213.8 million, respectively, of residential mortgage loans. Gains on these sales were recorded as noninterest income in mortgage banking, net and totaled $ 5.0 million for the first three months of 2024 compared to $ 3.8 million for the first three months of 2023. The table below details the mortgage loans sold and serviced for others at March 31, 2024 and December 31, 2023 ($ in thousands): March 31, 2024 December 31, 2023 Federal National Mortgage Association $ 4,831,183 $ 4,826,028 Government National Mortgage Association 3,557,236 3,510,983 Federal Home Loan Mortgage Corporation 137,725 112,352 Other 27,090 28,012 Total mortgage loans sold and serviced for others $ 8,553,234 $ 8,477,375 Trustmark is subject to losses in its loan servicing portfolio due to loan foreclosures. Trustmark has obligations to either repurchase the outstanding principal balance of a loan or make the purchaser whole for the economic benefits of a loan if it is determined that the loan sold was in violation of representations or warranties made by Trustmark at the time of the sale, herein referred to as mortgage loan servicing putback expenses. Such representations and warranties typically include those made regarding loans that had missing or insufficient file documentation, loans that do not meet investor guidelines, loans in which the appraisal does not support the value and/or loans obtained through fraud by the borrowers or other third parties. Generally, putback requests may be made until the loan is paid in full. However, mortgage loans delivered to Federal National Mortgage Association (FNMA) and Federal Home Loan Mortgage Corporation (FHLMC) on or after January 1, 2013 are subject to the Representations and Warranties Framework, which provides certain instances in which FNMA and FHLMC will not exercise their remedies, including a putback request, for breaches of certain selling representations and warranties, such as payment history and quality control review. When a putback request is received, Trustmark evaluates the request and takes appropriate actions based on the nature of the request. Trustmark is required by FNMA and FHLMC to provide a response to putback requests within 60 days of the date of receipt. The total mortgage loan servicing putback expenses are included in other expense. At both March 31, 2024 and 2023 , Trustmark had a reserve for mortgage loan servicing putback expenses of $ 500 thousand. There is inherent uncertainty in reasonably estimating the requirement for reserves against potential future mortgage loan servicing putback expenses. Future putback expenses are dependent on many subjective factors, including the review procedures of the purchasers and the potential refinance activity on loans sold with servicing released and the subsequent consequences under the representations and warranties. Trustmark believes that it has appropriately reserved for potential mortgage loan servicing putback requests. Note 5 – Other Real Estate At March 31, 2024, Trustmark’s geographic other real estate distribution was primarily concentrated in its Alabama, Mississippi and Texas market regions. The ultimate recovery of a substantial portion of the carrying amount of other real estate is susceptible to changes in market conditions in this area. For the periods presented, changes and gains (losses), net on other real estate were as follows ($ in thousands): Three Months Ended March 31, 2024 2023 Balance at beginning of period $ 6,867 $ 1,986 Additions 2,228 300 Disposals ( 957 ) ( 542 ) (Write-downs) recoveries ( 518 ) ( 60 ) Balance at end of period $ 7,620 $ 1,684 Gains (losses), net on the sale of other real estate included in other real estate expense $ ( 55 ) $ ( 77 ) 37 At March 31, 2024 and December 31, 2023, other real estate by type of property consisted of the following ($ in thousands): March 31, 2024 December 31, 2023 1-4 family residential properties $ 3,619 $ 1,977 Nonfarm, nonresidential properties 3,946 4,835 Other real estate properties 55 55 Total other real estate $ 7,620 $ 6,867 At March 31, 2024 and December 31, 2023, other real estate by geographic location consisted of the following ($ in thousands): March 31, 2024 December 31, 2023 Alabama $ 1,050 $ 1,397 Florida 71 — Mississippi (1) 2,870 1,242 Tennessee (2) 86 — Texas 3,543 4,228 Total other real estate $ 7,620 $ 6,867 (1) Mississippi includes Central and Southern Mississippi Regions. (2) Tennessee includes Memphis, Tennessee and Northern Mississippi Regions. At March 31, 2024 , the balance of other real estate included $ 3.6 million of foreclosed residential real estate properties recorded as a result of obtaining physical possession of the property compared to $ 2.0 million at December 31, 2023. At March 31, 2024 and December 31, 2023, the recorded investment of consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings are in process was $ 9.8 million and $ 6.4 million, respectively. Note 6 – Leases Lessor Arrangements Trustmark leases certain types of machinery and equipment to its customers through sales-type and direct financing leases as part of its equipment financing portfolio. These leases generally have remaining lease terms of two to nine years , some of which include renewal options and/or options for the lessee to purchase the leased property near or at the end of the lease term. Trustmark recognized interest income from its sales-type and direct financing leases of $ 2.4 million for the three months ended March 31, 2024. Trustmark does not have any significant operating leases in which it is the lessor. The table below summarizes the components of Trustmark's net investment in its sales-type and direct financing leases for the periods presented ($ in thousands): March 31, 2024 December 31, 2023 Leases receivable $ 202,112 $ 161,319 Unearned income ( 35,463 ) ( 29,011 ) Initial direct costs 1,737 1,326 Unguaranteed lease residual 5,577 4,101 Total net investment $ 173,963 $ 137,735 The table below details the minimum future lease payments for Trustmark's leases receivable at March 31, 2024 ($ in thousands): March 31, 2024 2024 (excluding the three months ended March 31, 2024) $ 24,711 2025 33,074 2026 31,972 2027 44,528 2028 28,216 Thereafter 39,611 Lease receivable $ 202,112 38 Lessee Arrangements The following table details the components of net lease cost for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Finance leases: Amortization of right-of-use assets $ 113 $ 357 Interest on lease liabilities 38 42 Operating lease cost 1,294 1,285 Short-term lease cost 21 89 Variable lease cost 215 255 Sublease income ( 3 ) ( 3 ) Net lease cost $ 1,678 $ 2,025 The following table details the cash payments included in the measurement of lease liabilities during the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Finance leases: Operating cash flows included in operating activities $ 38 $ 42 Financing cash flows included in payments under finance lease obligations 99 342 Operating leases: Operating cash flows (fixed payments) included in other operating activities, net 1,212 1,242 Operating cash flows (liability reduction) included in other operating activities, net 865 944 The following table details balance sheet information, as well as weighted-average lease terms and discount rates, related to leases at March 31, 2024 and December 31, 2023 ($ in thousands): March 31, 2024 December 31, 2023 Finance lease right-of-use assets, net of accumulated depreciation $ 3,638 $ 3,751 Finance lease liabilities 4,234 4,334 Operating lease right-of-use assets 36,659 38,142 Operating lease liabilities 40,185 41,584 Weighted-average lease term: Finance leases 8.09 years 8.34 years Operating leases 10.00 years 10.13 years Weighted-average discount rate: Finance leases 3.61 % 3.61 % Operating leases 3.64 % 3.64 % At March 31, 2024, future minimum rental commitments under finance and operating leases were as follows ($ in thousands): Finance Leases Operating Leases 2024 (excluding the three months ended March 31, 2024) $ 435 $ 3,718 2025 584 4,998 2026 589 4,846 2027 594 4,900 2028 599 4,749 Thereafter 2,086 25,452 Total minimum lease payments 4,887 48,663 Less imputed interest ( 653 ) ( 8,478 ) Lease liabilities $ 4,234 $ 40,185 39 Note 7 – Deposits At March 31, 2024 and December 31, 2023, deposits consisted of the following ($ in thousands): March 31, 2024 December 31, 2023 Noninterest-bearing demand $ 3,039,652 $ 3,197,620 Interest-bearing demand 5,226,089 4,947,626 Savings 3,750,392 4,047,853 Time 3,322,424 3,376,664 Total $ 15,338,557 $ 15,569,763 Note 8 – Securities Sold Under Repurchase Agreements Trustmark utilizes securities sold under repurchase agreements as a source of borrowing in connection with overnight repurchase agreements offered to commercial deposit customers by using its unencumbered investment securities as collateral. Trustmark accounts for its securities sold under repurchase agreements as secured borrowings in accordance with FASB ASC Subtopic 860-30, “Transfers and Servicing – Secured Borrowing and Collateral.” Securities sold under repurchase agreements are stated at the amount of cash received in connection with the transaction. Trustmark monitors collateral levels on a continual basis and may be required to provide additional collateral based on the fair value of the underlying securities. Securities sold under repurchase agreements were secured by securities with a carrying amount of $ 59.4 million and $ 61.6 million at March 31, 2024 and December 31, 2023, respectively. Trustmark’s repurchase agreements are transacted under master repurchase agreements that give Trustmark, in the event of default by the counterparty, the right of offset with the same counterparty. At both March 31, 2024 and December 31, 2023 , all repurchase agreements were short-term and consisted primarily of sweep repurchase arrangements, under which excess deposits are “swept” into overnight repurchase agreements with Trustmark. The following table presents the securities sold under repurchase agreements by collateral pledged at March 31, 2024 and December 31, 2023 ($ in thousands): March 31, 2024 December 31, 2023 Mortgage-backed securities Residential mortgage pass-through securities Issued by FNMA and FHLMC $ 39,437 $ 28,600 Other residential mortgage-backed securities Issued or guaranteed by FNMA, FHLMC or GNMA 285 526 Total securities sold under repurchase agreements $ 39,722 $ 29,126 Note 9 – Revenue from Contracts with Customers Trustmark accounts for revenue from contracts with customers in accordance with FASB ASC Topic 606, “Revenue from Contracts with Customers,” which provides that revenue be recognized in a manner that depicts the transfer of goods or services to a customer in an amount that reflects the consideration Trustmark expects to be entitled to in exchange for those goods or services. Revenue from contracts with customers is recognized either over time in a manner that depicts Trustmark’s performance, or at a point in time when control of the goods or services are transferred to the customer. Trustmark’s noninterest income, excluding all of mortgage banking, net and securities gains (losses), net and portions of bank card and other fees and other income, are considered within the scope of FASB ASC Topic 606. Gains or losses on the sale of other real estate, which are included in Trustmark’s noninterest expense as other real estate expense, are also within the scope of FASB ASC Topic 606. Trustmark records a gain or loss from the sale of other real estate when control of the property transfers to the buyer. Trustmark records the gain or loss from the sale of other real estate in noninterest expense as other, net. Other real estate sales for the three months ended March 31, 2024 resulted in a net loss of $ 55 thousand compared to a net loss of $ 78 thousand for the three months ended March 31, 2023. 40 The following table presents noninterest income disaggregated by reportable operating segment and revenue stream for the periods presented ($ in thousands): Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Topic 606 Not Topic 606 (1) Total Topic 606 Not Topic 606 (1) Total General Banking Segment Service charges on deposit accounts $ 10,936 $ — $ 10,936 $ 10,315 $ — $ 10,315 Bank card and other fees 7,192 200 7,392 7,643 149 7,792 Mortgage banking, net — 8,915 8,915 — 7,639 7,639 Wealth management 189 — 189 233 — 233 Other, net 3,348 ( 382 ) 2,966 2,988 ( 608 ) 2,380 Total noninterest income $ 21,665 $ 8,733 $ 30,398 $ 21,179 $ 7,180 $ 28,359 Wealth Management Segment Service charges on deposit accounts $ 22 $ — $ 22 $ 21 $ — $ 21 Bank card and other fees 36 — 36 11 — 11 Wealth management 8,763 — 8,763 8,547 — 8,547 Other, net 42 94 136 45 95 140 Total noninterest income $ 8,863 $ 94 $ 8,957 $ 8,624 $ 95 $ 8,719 Insurance Segment Insurance commissions $ 15,464 $ — $ 15,464 $ 14,305 $ — $ 14,305 Other, net 530 — 530 ( 6 ) — ( 6 ) Total noninterest income $ 15,994 $ — $ 15,994 $ 14,299 $ — $ 14,299 Consolidated Service charges on deposit accounts $ 10,958 $ — $ 10,958 $ 10,336 $ — $ 10,336 Bank card and other fees 7,228 200 7,428 7,654 149 7,803 Mortgage banking, net — 8,915 8,915 — 7,639 7,639 Insurance commissions 15,464 — 15,464 14,305 — 14,305 Wealth management 8,952 — 8,952 8,780 — 8,780 Other, net 3,920 ( 288 ) 3,632 3,027 ( 513 ) 2,514 Total noninterest income $ 46,522 $ 8,827 $ 55,349 $ 44,102 $ 7,275 $ 51,377 (1) Noninterest income not in scope for FASB ASC Topic 606 includes customer derivatives revenue and miscellaneous credit card fee income within bank card and other fees; mortgage banking, net; amortization of tax credits, accretion of the FDIC indemnification asset, cash surrender value on various life insurance policies, earnings on Trustmark’s non-qualified deferred compensation plans, other partnership investments and rental income within other, net; and security gains (losses), net. Note 10 – Defined Benefit and Other Postretirement Benefits Qualified Pension Plan Trustmark maintains a noncontributory tax-qualified defined benefit pension plan titled the Trustmark Corporation Pension Plan for Certain Employees of Acquired Financial Institutions (the Continuing Plan) to satisfy commitments made by Trustmark to associates covered through plans obtained in acquisitions. The following table presents information regarding the net periodic benefit cost for the Continuing Plan for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Service cost $ 10 $ 13 Interest cost 62 73 Expected return on plan assets ( 24 ) ( 26 ) Recognized net loss due to lump sum settlements — 25 Net periodic benefit cost $ 48 $ 85 41 For the plan year ending December 31, 2024, Trustmark’s minimum required contribution to the Continuing Plan is $ 132 thousand; however, Management and the Board of Directors of Trustmark will monitor the Continuing Plan throughout 2024 to determine any additional funding requirements by the plan’s measurement date, which is December 31. Supplemental Retirement Plans Trustmark maintains a nonqualified supplemental retirement plan covering key executive officers and senior officers as well as directors who have elected to defer fees. The plan provides for retirement and/or death benefits based on a participant’s covered salary or deferred fees. Although plan benefits may be paid from Trustmark’s general assets, Trustmark has purchased life insurance contracts on the participants covered under the plan, which may be used to fund future benefit payments under the plan. The annual measurement date for the plan is December 31. As a result of mergers prior to 2014, Trustmark became the administrator of nonqualified supplemental retirement plans, for which the plan benefits were frozen prior to the merger date. The following table presents information regarding the net periodic benefit cost for Trustmark’s nonqualified supplemental retirement plans for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Service cost $ 11 $ 17 Interest cost 477 520 Amortization of prior service cost 28 28 Recognized net actuarial loss 95 77 Net periodic benefit cost $ 611 $ 642 Note 11 – Stock and Incentive Compensation Trustmark has granted restricted stock units subject to the provisions of the Stock and Incentive Compensation Plan (the Stock Plan). Current outstanding and future grants of restricted stock units are subject to the provisions of the Stock Plan, which is designed to provide flexibility to Trustmark regarding its ability to motivate, attract and retain the services of key associates and directors. The Stock Plan also allows Trustmark to grant nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units and performance units to key associates and directors. Restricted Stock Grants Performance Units Trustmark’s performance units vest over three years and are granted to Trustmark’s executive and senior management teams. Performance units granted vest based on performance goals of return on average tangible equity and total shareholder return. Performance units are valued utilizing a Monte Carlo simulation model to estimate fair value of the units at the grant date. The Monte Carlo simulation was performed by an independent valuation consultant and requires the use of subjective modeling assumptions. These units are recognized using the straight-line method over the requisite service period. These units provide for achievement units if performance measures exceed 100 %. The restricted stock agreement for these units provide for dividend privileges, but no voting rights. Time-Based Units Trustmark’s time-based units granted to Trustmark’s executive and senior management teams vest over three years . Trustmark’s time-based units granted to members of Trustmark’s Board of Directors vest over one year . Time-based units are valued utilizing the fair value of Trustmark’s stock at the grant date. These units are recognized on the straight-line method over the requisite service period. The restricted stock agreement for these units provide for dividend privileges, but no voting rights. The following table summarizes the Stock Plan activity for the period presented: Three Months Ended March 31, 2024 Performance Units Time-Vested Units Nonvested units, beginning of period 174,214 358,252 Granted 89,928 139,226 Released from restriction ( 54,973 ) ( 103,594 ) Forfeited — ( 2,334 ) Nonvested units, end of period 209,169 391,550 42 The following table presents information regarding compensation expense for units under the Stock Plan for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Performance units $ 462 $ 278 Time-vested units 1,776 1,437 Total compensation expense $ 2,238 $ 1,715 Note 12 – Contingencies Lending Related Trustmark makes commitments to extend credit and issues standby and commercial letters of credit (letters of credit) in the normal course of business in order to fulfill the financing needs of its customers. The carrying amount of commitments to extend credit and letters of credit approximates the fair value of such financial instruments. Commitments to extend credit are agreements to lend money to customers pursuant to certain specified conditions. Commitments generally have fixed expiration dates or other termination clauses. Because many of these commitments are expected to expire without being fully drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The exposure to credit loss in the event of nonperformance by the other party to the commitments to extend credit is represented by the contract amount of those instruments. Trustmark applies the same credit policies and standards as it does in the lending process when making these commitments. The collateral obtained is based upon the nature of the transaction and the assessed creditworthiness of the borrower. At March 31, 2024 and 2023 , Trustmark had unused commitments to extend credit of $ 4.792 billion and $ 5.424 billion, respectively. Letters of credit are conditional commitments issued by Trustmark to insure the performance of a customer to a third-party. A financial standby letter of credit irrevocably obligates Trustmark to pay a third-party beneficiary when a customer fails to repay an outstanding loan or debt instrument. A performance standby letter of credit irrevocably obligates Trustmark to pay a third-party beneficiary when a customer fails to perform some contractual, nonfinancial obligation. When issuing letters of credit, Trustmark uses the same policies regarding credit risk and collateral, which are followed in the lending process. At March 31, 2024 and 2023, Trustmark’s maximum exposure to credit loss in the event of nonperformance by the customer for letters of credit was $ 139.5 million and $ 137.3 million, respectively. These amounts consist primarily of commitments with maturities of less than three years , which have an immaterial carrying value. Trustmark holds collateral to support standby letters of credit when deemed necessary. As of March 31, 2024 and 2023 , the fair value of collateral held was $ 33.1 million and $ 31.3 million, respectively. ACL on Off-Balance Sheet Credit Exposures Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which is included on the accompanying consolidated balance sheet as of March 31, 2024 and December 31, 2023. During the first quarter of 2024, Management decided to implement a performance trends qualitative factor for unfunded commitments. The same assumptions are applied in this calculation that the funded balances utilize with the addition of using the funding rates on the unfunded commitments. The performance trends qualitative factor reserve is then added to the other calculated reserve to get a total reserve for off-balance sheet credit exposures. Changes in the ACL on off-balance sheet credit exposures were as follows for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Balance at beginning of period $ 34,057 $ 36,838 PCL, off-balance sheet credit exposures ( 192 ) ( 2,242 ) Balance at end of period $ 33,865 $ 34,596 Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures. The decrease in the ACL on off-balance sheet credit exposures for the three months ended March 31, 2024 was primarily due to decrease in required reserves as a result of a decrease in unfunded commitments largely offset by an increase in required reserves as a result of implementing the performance trend qualitative reserve factor. The decrease in the ACL on off-balance sheet credit exposures for the three months ended March 31, 2023 was primarily due to decreases in the total reserve rate used in the calculation for off-balance sheet credit 43 exposures coupled with decreases in unfunded balances for the construction, land development and other land and other construction loan segments. No credit loss estimate is reported for off-balance sheet credit exposures that are unconditionally cancellable by Trustmark or for undrawn amounts under such arrangements that may be drawn prior to the cancellation of the arrangement. Legal Proceedings TNB and its subsidiaries are parties to lawsuits and other claims that arise in the ordinary course of business. Some of the lawsuits assert claims related to the lending, collection, servicing, investment, trust and other business activities, and some of the lawsuits allege substantial claims for damages. In accordance with FASB ASC Subtopic 450-20, “Loss Contingencies,” TNB will establish an accrued liability for any litigation matter if and when such matter presents loss contingencies that are both probable and reasonably estimable. At the present time, TNB believes, based on its evaluation and the advice of legal counsel, that a loss in any currently pending legal proceeding is not probable and a reasonable estimate cannot reasonably be made. Note 13 – Earnings Per Share (EPS) The following table reflects weighted-average shares used to calculate basic and diluted EPS for the periods presented (in thousands): Three Months Ended March 31, 2024 2023 Basic shares 61,128 61,011 Dilutive shares 220 182 Diluted shares 61,348 61,193 Weighted-average antidilutive stock awards are excluded in determining diluted EPS. There were no weighted-average antidilutive stock awards for the three months ended March 31, 2024 and 2023. Note 14 – Statements of Cash Flows The following table reflects specific transaction amounts for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Interest expense paid on deposits and borrowings $ 98,327 $ 54,823 Noncash transfers from loans to other real estate 2,228 300 Note 15 – Shareholders’ Equity Regulatory Capital Trustmark and TNB are subject to minimum risk-based capital and leverage capital requirements, as described in the section captioned “Capital Adequacy” included in Part I. Item 1. – Business of Trustmark’s 2023 Annual Report, which are administered by the federal bank regulatory agencies. These capital requirements, as defined by federal regulations, involve quantitative and qualitative measures of assets, liabilities and certain off-balance sheet instruments. Trustmark’s and TNB’s minimum risk-based capital requirements include a capital conservation buffer of 2.50 %. Accumulated other comprehensive income (loss), net of tax, is not included in computing regulatory capital. Trustmark elected the five-year phase-in transition period (through December 31, 2024) related to adopting FASB ASU 2016-13 for regulatory capital purposes. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the financial statements of Trustmark and TNB and limit Trustmark’s and TNB’s ability to pay dividends. As of March 31, 2024, Trustmark and TNB exceeded all applicable minimum capital standards. In addition, Trustmark and TNB met applicable regulatory guidelines to be considered well-capitalized at March 31, 2024. To be categorized in this manner, Trustmark and TNB maintained, as applicable, minimum common equity Tier 1 risk-based capital, Tier 1 risk-based capital, total risk-based capital and Tier 1 leverage ratios as set forth in the accompanying table, and were not subject to any written agreement, order or capital directive, or prompt corrective action directive issued by their primary federal regulators to meet and maintain a specific capital level for any capital measures. There are no significant 44 conditions or events that have occurred since March 31, 2024, which Management believes have affected Trustmark’s or TNB’s present classification. The following table provides Trustmark’s and TNB’s actual regulatory capital amounts and ratios under regulatory capital standards in effect at March 31, 2024 and December 31, 2023 ($ in thousands): Actual Regulatory Capital Minimum To Be Well Amount Ratio Requirement Capitalized At March 31, 2024: Common Equity Tier 1 Capital (to Risk Weighted Assets) Trustmark Corporation $ 1,543,460 10.12 % 7.00 % n/a Trustmark National Bank 1,620,495 10.62 % 7.00 % 6.50 % Tier 1 Capital (to Risk Weighted Assets) Trustmark Corporation $ 1,603,460 10.51 % 8.50 % n/a Trustmark National Bank 1,620,495 10.62 % 8.50 % 8.00 % Total Capital (to Risk Weighted Assets) Trustmark Corporation $ 1,895,697 12.42 % 10.50 % n/a Trustmark National Bank 1,789,195 11.73 % 10.50 % 10.00 % Tier 1 Leverage (to Average Assets) Trustmark Corporation $ 1,603,460 8.76 % 4.00 % n/a Trustmark National Bank 1,620,495 8.87 % 4.00 % 5.00 % At December 31, 2023: Common Equity Tier 1 Capital (to Risk Weighted Assets) Trustmark Corporation $ 1,521,665 10.04 % 7.00 % n/a Trustmark National Bank 1,602,327 10.58 % 7.00 % 6.50 % Tier 1 Capital (to Risk Weighted Assets) Trustmark Corporation $ 1,581,665 10.44 % 8.50 % n/a Trustmark National Bank 1,602,327 10.58 % 8.50 % 8.00 % Total Capital (to Risk Weighted Assets) Trustmark Corporation $ 1,862,246 12.29 % 10.50 % n/a Trustmark National Bank 1,759,426 11.61 % 10.50 % 10.00 % Tier 1 Leverage (to Average Assets) Trustmark Corporation $ 1,581,665 8.62 % 4.00 % n/a Trustmark National Bank 1,602,327 8.75 % 4.00 % 5.00 % Stock Repurchase Program On December 6, 2022, Trustmark’s Board of Directors authorized a stock repurchase program effective January 1, 2023, under which $ 50.0 million of Trustmark’s outstanding shares could be acquired through December 31, 2023. No shares were repurchased under this stock repurchase program. On December 5, 2023, Trustmark’s Board of Directors authorized a stock repurchase program effective January 1, 2024, under which $ 50.0 million of Trustmark’s outstanding shares may be acquired through December 31, 2024. The repurchase program, which is subject to market conditions and management discretion, will be implemented through open market repurchases or privately negotiated transactions. No shares have been repurchased under this stock repurchase program. 45 Other Comprehensive Income (Loss) and Accumulated Other Comprehensive Income (Loss) The following table presents the net change in the components of accumulated other comprehensive income (loss) and the related tax effects allocated to each component for the periods presented ($ in thousands). The amortization of prior service cost, recognized net loss due to lump sum settlements and change in net actuarial loss are included in the computation of net periodic benefit cost (see Note 10 – Defined Benefit and Other Postretirement Benefits for additional details). Reclassification adjustments related to pension and other postretirement benefit plans are included in salaries and employee benefits and other expense in the accompanying consolidated statements of income. Reclassification adjustments related to the cash flow hedge derivatives are included in interest and fees on LHFS and LHFI in the accompanying consolidated statements of income. Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Before Tax Amount Tax (Expense) Benefit Net of Tax Amount Before Tax Amount Tax (Expense) Benefit Net of Tax Amount Securities available for sale and transferred securities: Net unrealized holding gains (losses) arising during the period $ ( 2,552 ) $ 638 $ ( 1,914 ) $ 30,534 $ ( 7,404 ) $ 23,130 Change in net unrealized holding loss on securities transferred to held to maturity 3,661 ( 915 ) 2,746 3,859 ( 965 ) 2,894 Total securities available for sale and transferred securities 1,109 ( 277 ) 832 34,393 ( 8,369 ) 26,024 Pension and other postretirement benefit plans: Reclassification adjustments for changes realized in net income: Net change in prior service costs 28 ( 7 ) 21 28 ( 7 ) 21 Recognized net loss due to lump sum settlements — — — 25 ( 6 ) 19 Change in net actuarial loss 95 ( 24 ) 71 77 ( 19 ) 58 Total pension and other postretirement benefit plans 123 ( 31 ) 92 130 ( 32 ) 98 Cash flow hedge derivatives: Change in accumulated gain (loss) on effective cash flow hedge derivatives ( 15,960 ) 3,990 ( 11,970 ) 6,269 ( 1,567 ) 4,702 Reclassification adjustment for (gain) loss realized in net income 4,820 ( 1,205 ) 3,615 2,931 ( 733 ) 2,198 Total cash flow hedge derivatives ( 11,140 ) 2,785 ( 8,355 ) 9,200 ( 2,300 ) 6,900 Total other comprehensive income (loss) $ ( 9,908 ) $ 2,477 $ ( 7,431 ) $ 43,723 $ ( 10,701 ) $ 33,022 The following table presents the changes in the balances of each component of accumulated other comprehensive income (loss) for the periods presented ($ in thousands). All amounts are presented net of tax. Securities Available for Sale and Transferred Securities Defined Benefit Pension Items Cash Flow Hedge Derivatives Total Balance at January 1, 2024 $ ( 204,670 ) $ ( 6,075 ) $ ( 8,978 ) $ ( 219,723 ) Other comprehensive income (loss) before reclassification 832 — ( 11,970 ) ( 11,138 ) Amounts reclassified from accumulated other comprehensive income (loss) — 92 3,615 3,707 Net other comprehensive income (loss) 832 92 ( 8,355 ) ( 7,431 ) Balance at March 31, 2024 $ ( 203,838 ) $ ( 5,983 ) $ ( 17,333 ) $ ( 227,154 ) Balance at January 1, 2023 $ ( 254,442 ) $ ( 5,792 ) $ ( 15,169 ) $ ( 275,403 ) Other comprehensive income (loss) before reclassification 26,024 — 4,702 30,726 Amounts reclassified from accumulated other comprehensive income (loss) — 98 2,198 2,296 Net other comprehensive income (loss) 26,024 98 6,900 33,022 Balance at March 31, 2023 $ ( 228,418 ) $ ( 5,694 ) $ ( 8,269 ) $ ( 242,381 ) 46 Note 16 – Fair Value Financial Instruments Measured at Fair Value The methodologies Trustmark uses in determining the fair values are based primarily on the use of independent, market-based data to reflect a value that would be reasonably expected upon exchange of the position in an orderly transaction between market participants at the measurement date. The predominant portion of assets that are stated at fair value are of a nature that can be valued using prices or inputs that are readily observable through a variety of independent data providers. The providers selected by Trustmark for fair valuation data are widely recognized and accepted vendors whose evaluations support the pricing functions of financial institutions, investment and mutual funds, and portfolio managers. Trustmark has documented and evaluated the pricing methodologies used by the vendors and maintains internal processes that regularly test valuations for anomalies. Trustmark utilizes an independent pricing service to advise it on the carrying value of the securities available for sale portfolio. As part of Trustmark’s procedures, the price provided from the service is evaluated for reasonableness given market changes. When a questionable price exists, Trustmark investigates further to determine if the price is valid. If needed, other market participants may be utilized to determine the correct fair value. Trustmark has also reviewed and confirmed its determinations in thorough discussions with the pricing source regarding their methods of price discovery. Mortgage loan commitments are valued based on the securities prices of similar collateral, term, rate and delivery for which the loan is eligible to deliver in place of the particular security. Trustmark acquires a broad array of mortgage security prices that are supplied by a market data vendor, which in turn accumulates prices from a broad list of securities dealers. Prices are processed through a mortgage pipeline management system that accumulates and segregates all loan commitment and forward-sale transactions according to the similarity of various characteristics (maturity, term, rate, and collateral). Prices are matched to those positions that are deemed to be an eligible substitute or offset ( i.e ., “deliverable”) for a corresponding security observed in the marketplace. Trustmark estimates fair value of the MSR through the use of prevailing market participant assumptions and market participant valuation processes. This valuation is periodically tested and validated against other third-party firm valuations. Trustmark obtains the fair value of interest rate swaps from a third-party pricing service that uses an industry standard discounted cash flow methodology. In addition, credit valuation adjustments are incorporated in the fair values to account for potential nonperformance risk. In adjusting the fair value of its interest rate swap contracts for the effect of nonperformance risk, Trustmark has considered any applicable credit enhancements such as collateral postings, thresholds, mutual puts, and guarantees. In conjunction with the FASB’s fair value measurement guidance, Trustmark made an accounting policy election to measure the credit risk of these derivative financial instruments, which are subject to master netting agreements, on a net basis by counterparty portfolio. Trustmark has determined that the majority of the inputs used to value its interest rate swaps offered to qualified commercial borrowers fall within Level 2 of the fair value hierarchy, while the credit valuation adjustments associated with these derivatives utilize Level 3 inputs, such as estimates of current credit spreads. Trustmark has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its interest rate swaps and has determined that the credit valuation adjustment is not significant to the overall valuation of these derivatives. As a result, Trustmark classifies its interest rate swap valuations in Level 2 of the fair value hierarchy. Trustmark also utilizes exchange-traded derivative instruments such as Treasury note futures contracts and option contracts to achieve a fair value return that offsets the changes in fair value of the MSR attributable to interest rates. Fair values of these derivative instruments are determined from quoted prices in active markets for identical assets therefore allowing them to be classified within Level 1 of the fair value hierarchy. In addition, Trustmark utilizes derivative instruments such as interest rate lock commitments in its mortgage banking area which lack observable inputs for valuation purposes resulting in their inclusion in Level 3 of the fair value hierarchy. At this time, Trustmark presents no fair values that are derived through internal modeling. Should positions requiring fair valuation arise that are not relevant to existing methodologies, Trustmark will make every reasonable effort to obtain market participant assumptions, or independent evaluation. 47 Financial Assets and Liabilities The following tables summarize financial assets and financial liabilities measured at fair value on a recurring basis at March 31, 2024 and December 31, 2023, segregated by the level of valuation inputs within the fair value hierarchy utilized to measure fair value ($ in thousands). There were no transfers between fair value levels for the three months ended March 31, 2024 and the year ended December 31, 2023. March 31, 2024 Total Level 1 Level 2 Level 3 U.S. Treasury securities $ 372,424 $ 372,424 $ — $ — U.S. Government agency obligations 5,594 — 5,594 — Mortgage-backed securities 1,324,281 — 1,324,281 — Securities available for sale 1,702,299 372,424 1,329,875 — LHFS 172,937 — 172,937 — MSR 138,044 — — 138,044 Other assets - derivatives 16,953 1,152 14,644 1,157 Other liabilities - derivatives 40,803 102 40,701 — December 31, 2023 Total Level 1 Level 2 Level 3 U.S. Treasury securities $ 372,368 $ 372,368 $ — $ — U.S. Government agency obligations 5,792 — 5,792 — Mortgage-backed securities 1,384,718 — 1,384,718 — Securities available for sale 1,762,878 372,368 1,390,510 — LHFS 184,812 — 184,812 — MSR 131,870 — — 131,870 Other assets - derivatives 23,316 7,685 14,786 845 Other liabilities - derivatives 35,600 21 35,579 — The changes in Level 3 assets measured at fair value on a recurring basis for the three months ended March 31, 2024 and 2023 are summarized as follows ($ in thousands): MSR Other Assets - Derivatives Balance, January 1, 2024 $ 131,870 $ 845 Total net (loss) gain included in Mortgage banking, net (1) 3,197 1,047 Additions 2,977 — Sales — ( 735 ) Balance, March 31, 2024 $ 138,044 $ 1,157 The amount of total gains (losses) for the period included in earnings that are attributable to the change in unrealized gains or losses still held at March 31, 2024 $ 5,123 $ 927 Balance, January 1, 2023 $ 129,677 $ 157 Total net (loss) gain included in Mortgage banking, net (1) ( 5,117 ) 1,288 Additions 2,646 — Sales — ( 105 ) Balance, March 31, 2023 $ 127,206 $ 1,340 The amount of total gains (losses) for the period included in earnings that are attributable to the change in unrealized gains or losses still held at March 31, 2023 $ ( 3,972 ) $ 531 (1) Total net (loss) gain included in Mortgage banking, net relating to the MSR includes changes in fair value due to market changes and due to run-off. 48 Trustmark may be required, from time to time, to measure certain assets at fair value on a nonrecurring basis in accordance with GAAP. Assets at March 31, 2024, which have been measured at fair value on a nonrecurring basis, include collateral-dependent LHFI. A loan is collateral dependent when the borrower is experiencing financial difficulty and repayment of the loan is expected to be provided substantially through the sale of the collateral. The expected credit loss for collateral-dependent loans is measured as the difference between the amortized cost basis of the loan and the fair value of the collateral, adjusted for the estimated cost to sell. Fair value estimates for collateral-dependent loans are derived from appraised values based on the current market value or as is value of the collateral, normally from recently received and reviewed appraisals. Current appraisals are ordered on an annual basis based on the inspection date or more often if market conditions necessitate. Appraisals are obtained from state-certified appraisers and are based on certain assumptions, which may include construction or development status and the highest and best use of the property. These appraisals are reviewed by Trustmark’s Appraisal Review Department to ensure they are acceptable, and values are adjusted down for costs associated with asset disposal. At March 31, 2024 , Trustmark had outstanding balances of $ 42.9 million with a related ACL of $ 12.6 million in collateral-dependent LHFI, compared to outstanding balances of $ 49.1 million with a related ACL of $ 12.4 million in collateral-dependent LHFI at December 31, 2023. The collateral-dependent LHFI are classified as Level 3 in the fair value hierarchy. Nonfinancial Assets and Liabilities Certain nonfinancial assets measured at fair value on a nonrecurring basis include foreclosed assets (upon initial recognition or subsequent impairment), nonfinancial assets and nonfinancial liabilities measured at fair value in the second step of a goodwill impairment test, and intangible assets and other nonfinancial long-lived assets measured at fair value for impairment assessment. Other real estate includes assets that have been acquired in satisfaction of debt through foreclosure and is recorded at the fair value less cost to sell (estimated fair value) at the time of foreclosure. Fair value is based on independent appraisals and other relevant factors. In the determination of fair value subsequent to foreclosure, Management also considers other factors or recent developments, such as changes in market conditions from the time of valuation and anticipated sales values considering plans for disposition, which could result in an adjustment to lower the collateral value estimates indicated in the appraisals. Periodic revaluations are classified as Level 3 in the fair value hierarchy since assumptions are used that may not be observable in the market. Foreclosed assets of $ 194 thousand were remeasured during the first three months of 2024 , requiring write-downs of $ 34 thousand to reach their current fair values compared to $ 430 thousand of foreclosed assets that were remeasured during the first three months of 2023 , requiring write-downs of $ 20 thousand. Fair Value of Financial Instruments FASB ASC Topic 825, “Financial Instruments,” requires disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or non-recurring basis. The carrying amounts and estimated fair values of financial instruments at March 31, 2024 and December 31, 2023, are as follows ($ in thousands): March 31, 2024 December 31, 2023 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Financial Assets: Level 2 Inputs: Cash and short-term investments $ 606,261 $ 606,261 $ 975,543 $ 975,543 Securities held to maturity 1,415,025 1,333,014 1,426,279 1,355,504 Level 3 Inputs: Net LHFI 12,914,945 12,809,237 12,811,157 12,762,505 Financial Liabilities: Level 2 Inputs: Deposits 15,338,557 15,320,852 15,569,763 15,553,417 Federal funds purchased and securities sold under repurchase agreements 393,215 393,215 405,745 405,745 Other borrowings 482,027 482,024 483,230 483,226 Subordinated notes 123,537 110,625 123,482 108,125 Junior subordinated debt securities 61,856 47,011 61,856 48,856 49 Fair Value Option Trustmark has elected to account for its mortgage LHFS under the fair value option, with interest income on these mortgage LHFS reported in interest and fees on LHFS and LHFI. The fair value of the mortgage LHFS is determined using quoted prices for a similar asset, adjusted for specific attributes of that loan. The mortgage LHFS are actively managed and monitored and certain market risks of the loans may be mitigated through the use of derivatives. These derivative instruments are carried at fair value with changes in fair value recorded as noninterest income in mortgage banking, net. The changes in the fair value of LHFS are largely offset by changes in the fair value of the derivative instruments. For the three months ended March 31, 2024 , a net loss of $ 1.5 million was recorded as noninterest income in mortgage banking, net for changes in the fair value of LHFS accounted for under the fair value option, compared to a net gain of $ 944 thousand for the three months ended March 31, 2023. Interest and fees on LHFS and LHFI for the three months ended March 31, 2024 included $ 1.7 million of interest earned on LHFS accounted for under the fair value option, compared to $ 1.5 million for the three months ended March 31, 2023 . Election of the fair value option allows Trustmark to reduce the accounting volatility that would otherwise result from the asymmetry created by accounting for the financial instruments at the lower of cost or fair value and the derivatives at fair value. The fair value option election does not apply to GNMA optional repurchase loans which do not meet the requirements under FASB ASC Topic 825 to be accounted for under the fair value option. GNMA optional repurchase loans totaled $ 77.7 million and $ 78.8 million at March 31, 2024 and December 31, 2023, respectively, and are included in LHFS on the accompanying consolidated balance sheets. For additional information regarding GNMA optional repurchase loans, please see the section captioned “Past Due LHFS” included in Note 3 – LHFI and ACL, LHFI. The following table provides information about the fair value and the contractual principal outstanding of LHFS accounted for under the fair value option at March 31, 2024 and December 31, 2023 ($ in thousands): March 31, 2024 December 31, 2023 Fair value of LHFS $ 95,197 $ 105,974 LHFS contractual principal outstanding 93,598 102,994 Fair value less unpaid principal $ 1,599 $ 2,980 Note 17 – Derivative Financial Instruments Derivatives Designated as Hedging Instruments During 2022, Trustmark initiated a cash flow hedging program. Trustmark's objectives in initiating this hedging program were to add stability to interest income and to manage its exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of fixed-rate amounts from a counterparty in exchange for Trustmark making variable-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate floor spreads designated as cash flow hedges involve the receipt of variable-rate amounts if interest rates fall below the purchased floor strike rate on the contract and payments of variable-rate amounts if interest rates fall below the sold floor strike rate on the contract. Trustmark uses such derivatives to hedge the variable cash flows associated with existing and anticipated variable-rate loan assets. At March 31, 2024 , the aggregate notional value of Trustmark's interest rate swaps and floor spreads designated as cash flow hedges totaled $ 1.225 billion compared to $ 1.125 billion at December 31, 2023. Trustmark records any gains or losses on these cash flow hedges in accumulated other comprehensive income (loss). Gains and losses on derivatives representing hedge components excluded from the assessment of effectiveness are recognized over the life of the hedge on a systematic and rational basis, as documented at hedge inception in accordance with Trustmark’s accounting policy election. The earnings recognition of excluded components totaled $ 85 thousand and $ 9 thousand of amortization expense for the three months ended March 31, 2024 and 2023, respectively, and are included in interest and fees on LHFS and LHFI. As interest payments are received on Trustmark's variable-rate a ssets, amounts reported in accumulated other comprehensive income (loss) are reclassified into interest and fees on LHFS and LHFI in the accompanying consolidated statements of income during the same period. During the next twelve months, Trustmark estimates that $ 15.5 million will be reclassified as a reduction to interest and fees on LHFS and LHFI. This amount could differ due to changes in interest rates, hedge de-designations or the addition of other hedges. 50 Derivatives not Designated as Hedging Instruments Trustmark utilizes a portfolio of exchange-traded derivative instruments, such as Treasury note futures contracts and option contracts, to achieve a fair value return that economically hedges changes in the fair value of the MSR attributable to interest rates. These transactions are considered freestanding derivatives that do not otherwise qualify for hedge accounting. The total notional amount of these derivative instruments was $ 301.0 million at March 31, 2024 compared to $ 285.0 million at December 31, 2023. Changes in the fair value of these exchange-traded derivative instruments are recorded as noninterest income in mortgage banking, net and are offset by changes in the fair value of the MSR. The impact of this strategy resulted in a net negative ineffectiveness of $ 1.1 million and $ 1.8 million for the three months ended March 31, 2024 and 2023, respectively. As part of Trustmark’s risk management strategy in the mortgage banking area, derivative instruments such as forward sales contracts are utilized. Trustmark’s obligations under forward sales contracts consist of commitments to deliver mortgage loans, originated and/or purchased, in the secondary market at a future date. Changes in the fair value of these derivative instruments are recorded as noninterest income in mortgage banking, net and are offset by changes in the fair value of LHFS. Trustmark’s off-balance sheet obligations under these derivative instruments totaled $ 128.5 million at March 31, 2024 , with a negative valuation adjustment of $ 208 thousand, compared to $ 109.5 million, with a negative valuation adjustment of $ 994 thousand, at December 31, 2023. Trustmark also utilizes derivative instruments such as interest rate lock commitments in its mortgage banking area. Interest rate lock commitments are residential mortgage loan commitments with customers, which guarantee a specified interest rate for a specified time period. Changes in the fair value of these derivative instruments are recorded as noninterest income in mortgage banking, net and are offset by the changes in the fair value of forward sales contracts. Trustmark’s off-balance sheet obligations under these derivative instruments totaled $ 88.5 million at March 31, 2024 , with a positive valuation adjustment of $ 1.2 million, compared to $ 61.9 million, with a positive valuation adjustment of $ 845 thousand, at December 31, 2023. Trustmark offers certain derivatives products directly to qualified commercial lending clients seeking to manage their interest rate risk. Trustmark economically hedges interest rate swap transactions executed with commercial lending clients by entering into offsetting interest rate swap transactions with institutional derivatives market participants. Derivatives transactions executed as part of this program are not designated as qualifying hedging relationships and are, therefore, carried at fair value with the change in fair value recorded as noninterest income in bank card and other fees. Because these derivatives have mirror-image contractual terms, in addition to collateral provisions which mitigate the impact of non-performance risk, the changes in fair value are expected to substantially offset. The offsetting interest rate swap transactions are either cleared through the Chicago Mercantile Exchange for clearable transactions or booked directly with institutional derivatives market participants for non-clearable transactions. The Chicago Mercantile Exchange rules legally characterize variation margin collateral payments made or received for centrally cleared interest rate swaps as settlements rather than collateral. As a result, centrally cleared interest rate swaps included in other assets and other liabilities are presented on a net basis in the accompanying consolidated balance sheets. At March 31, 2024 , Trustmark had interest rate swaps with an aggregate notional amount of $ 1.470 billion related to this program, compared to $ 1.500 billion at December 31, 2023. Credit-risk-related Contingent Features Trustmark has agreements with its financial institution counterparties that contain provisions where if Trustmark defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then Trustmark could also be declared in default on its derivatives obligations. At March 31, 2024 , there was no termination value of i nterest rate swaps in a liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements compared to $ 1.4 million at December 31, 2023. At March 31, 2024 and December 31, 2023 , Trustmark had posted collateral of $ 40 thousand and $ 2.0 million, respectively, against its obligations because of negotiated thresholds and minimum transfer amounts under these agreements. If Trustmark had breached any of these triggering provisions at March 31, 2024, it could have been required to settle its obligations under the agreements at the termination value. Credit risk participation agreements arise when Trustmark contracts with other financial institutions, as a guarantor or beneficiary, to share credit risk associated with certain interest rate swaps. These agreements provide for reimbursement of losses resulting from a third-party default on the underlying swap. At March 31, 2024 , Trustmark had entered into seven risk p articipation agreements as a beneficiary with aggregate notional amounts of $ 44.9 million compared to six risk participation agreements as a beneficiary with an aggregate notional amount of $ 40.1 million at December 31, 2023. At March 31, 2024 and December 31, 2023 , Trustmark had entered into thirty-five risk participation agreements as a guarantor with aggregate notional amounts of $ 304.1 million and $ 304.7 million, respectively. The aggregate fair values of these risk participation agreements were immaterial at both March 31, 2024 and December 31, 2023. 51 Tabular Disclosures The following tables disclose the fair value of derivative instruments in Trustmark’s consolidated balance sheets at March 31, 2024 and December 31, 2023 as well as the effect of these derivative instruments on Trustmark’s results of operations for the periods presented ($ in thousands): March 31, 2024 December 31, 2023 Derivatives in hedging relationships: Interest rate contracts: Interest rate swaps included in other assets (1) $ 49 $ 1,182 Interest rate floors included in other assets 1,591 1,689 Interest rate swaps included in other liabilities (1) 2,442 267 Derivatives not designated as hedging instruments: Interest rate contracts: Exchange traded purchased options included in other assets $ 17 $ 180 OTC written options (rate locks) included in other assets 1,157 845 Futures contracts included in other assets 1,135 7,505 Interest rate swaps included in other assets (1) 13,000 11,910 Credit risk participation agreements included in other assets 4 5 Forward contracts included in other liabilities 208 994 Exchange traded written options included in other liabilities 102 21 Interest rate swaps included in other liabilities (1) 38,019 34,255 Credit risk participation agreements included in other liabilities 32 63 (1) In accordance with GAAP, the variation margin collateral payments made or received for interest rate swaps that are centrally cleared are legally characterized as settled. As a result, the centrally cleared interest rate swaps included in other assets and other liabilities are presented on a net basis in the accompanying consolidated balance sheets. Three Months Ended March 31, 2024 2023 Derivatives in hedging relationships: Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) and recognized in interest and fees on LHFS & LHFI $ ( 4,820 ) $ ( 2,931 ) Derivatives not designated as hedging instruments: Amount of gain (loss) recognized in mortgage banking, net $ ( 5,126 ) $ 2,455 Amount of gain (loss) recognized in bank card and other fees ( 56 ) ( 10 ) The following table discloses the amount included in other comprehensive income (loss), net of tax, for derivative instruments designated as cash flow hedges for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 Derivatives in cash flow hedging relationship Amount of gain (loss) recognized in other comprehensive income (loss), net of tax $ ( 11,970 ) $ 4,702 Trustmark’s interest rate swap derivative instruments are subject to master netting agreements, and therefore, eligible for offsetting in the consolidated balance sheets. Trustmark has elected to not offset any derivative instruments in its consolidated balance sheets. Information about financial instruments that are eligible for offset in the consolidated balance sheets as of March 31, 2024 and December 31, 2023 is presented in the following tables ($ in thousands): Offsetting of Derivative Assets As of March 31, 2024 Gross Amounts Not Offset in the Statement of Financial Position Gross Amounts of Recognized Assets Gross Amounts Offset in the Statement of Financial Position Net Amounts of Assets presented in the Statement of Financial Position Financial Instruments Cash Collateral Received Net Amount Derivatives $ 14,640 $ — $ 14,640 $ ( 3,746 ) $ ( 2,500 ) $ 8,394 52 Offsetting of Derivative Liabilities As of March 31, 2024 Gross Amounts Not Offset in the Statement of Financial Position Gross Amounts of Recognized Liabilities Gross Amounts Offset in the Statement of Financial Position Net Amounts of Liabilities presented in the Statement of Financial Position Financial Instruments Cash Collateral Posted Net Amount Derivatives $ 40,461 $ — $ 40,461 $ ( 3,746 ) $ ( 40 ) $ 36,675 Offsetting of Derivative Assets As of December 31, 2023 Gross Amounts Not Offset in the Statement of Financial Position Gross Amounts of Recognized Assets Gross Amounts Offset in the Statement of Financial Position Net Amounts of Assets presented in the Statement of Financial Position Financial Instruments Cash Collateral Received Net Amount Derivatives $ 14,781 $ — $ 14,781 $ ( 4,339 ) $ — $ 10,442 Offsetting of Derivative Liabilities As of December 31, 2023 Gross Amounts Not Offset in the Statement of Financial Position Gross Amounts of Recognized Liabilities Gross Amounts Offset in the Statement of Financial Position Net Amounts of Liabilities presented in the Statement of Financial Position Financial Instruments Cash Collateral Posted Net Amount Derivatives $ 34,522 $ — $ 34,522 $ ( 4,339 ) $ ( 2,040 ) $ 28,143 Note 18 – Segment Information Trustmark’s management reporting structure includes three segments: General Banking, Wealth Management and Insurance. For a complete overview of Trustmark’s operating segments, see Note 20 – Segment Information included in Part II. Item 8. – Financial Statements and Supplementary Data, of Trustmark’s 2023 Annual Report. The accounting policies of each reportable segment are the same as those of Trustmark except for its internal allocations. Noninterest expenses for back-office operations support are allocated to segments based on estimated uses of those services. Trustmark measures the net interest income of its business segments with a process that assigns cost of funds or earnings credit on a matched-term basis. This process, called “funds transfer pricing”, charges an appropriate cost of funds to assets held by a business unit, or credits the business unit for potential earnings for carrying liabilities. The net of these charges and credits flows through to the General Banking Segment, which contains the management team responsible for determining TNB’s funding and interest rate risk strategies. 53 The following table discloses financial information by reportable segment for the periods presented ($ in thousands): Three Months Ended March 31, 2024 2023 General Banking Net interest income $ 131,517 $ 136,159 Provision for credit losses 7,348 934 Noninterest income 30,398 28,359 Noninterest expense 111,708 109,590 Income before income taxes 42,859 53,994 Income taxes 6,309 7,924 General banking net income $ 36,550 $ 46,070 Selected Financial Information Total assets $ 18,093,454 $ 18,578,910 Depreciation and amortization $ 8,367 $ 7,443 Wealth Management Net interest income $ 1,316 $ 1,439 Provision for credit losses 168 68 Noninterest income 8,957 8,719 Noninterest expense 7,991 8,034 Income before income taxes 2,114 2,056 Income taxes 523 513 Wealth management net income $ 1,591 $ 1,543 Selected Financial Information Total assets $ 178,165 $ 207,414 Depreciation and amortization $ 62 $ 69 Insurance Net interest income $ ( 3 ) $ ( 3 ) Noninterest income 15,994 14,299 Noninterest expense 11,447 10,703 Income before income taxes 4,544 3,593 Income taxes 1,150 906 Insurance net income $ 3,394 $ 2,687 Selected Financial Information Total assets $ 104,993 $ 90,854 Depreciation and amortization $ 134 $ 154 Consolidated Net interest income $ 132,830 $ 137,595 Provision for credit losses 7,516 1,002 Noninterest income 55,349 51,377 Noninterest expense 131,146 128,327 Income before income taxes 49,517 59,643 Income taxes 7,982 9,343 Consolidated net income $ 41,535 $ 50,300 Selected Financial Information Total assets $ 18,376,612 $ 18,877,178 Depreciation and amortization $ 8,563 $ 7,666 54 Note 19 – Accounting Policies Recently Adopted and Pending Accounting Pronouncements Accounting Policies Recently Adopted Except for the changes detailed below, Trustmark has consistently applied its accounting policies to all periods presented in the accompanying consolidated financial statements. ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” Issued in November 2023, ASU 2023-07 is intended to improve disclosures about a public entity’s reportable segments and address requests from investors and other allocators of capital for additional, more detailed information about a reportable segment’s expenses. The amendments of ASU 2023-07 require a public entity to disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of segment profit or loss, and an amount for other segment items by reportable segment and a description of its composition. The other segment items category is the difference between segment revenue less the significant expenses disclosed and each reported measure of segment profit or loss. ASU 2023-07 also requires a public entity to provide all annual disclosures about a reportable segment’s profit or loss and assets currently required under FASB ASC Topic 280 in interim periods. The amendments of ASU 2023-07 clarify that if the CODM uses more than one measure of a segment's profit or loss in assessing segment performance and deciding how to allocate resources, a public entity may report one or more of those additional measures of segment profit. However, at least one of the reported segment profit or loss measures (or the single reported measure if only one is disclosed) should be the measure that is most consistent with the measurement principles used in measuring the corresponding amounts in the public entity's consolidated financial statements. ASU 2023-07 requires a public entity to disclose the title and position of the CODM, together with an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. In addition, ASU 2023-07 requires that a public entity with a single reportable segment provide all the disclosures required by the amendments of ASU 2023-07 and all existing segment disclosures in FASB ASC Topic 280. The amendments of ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments in ASU 2023-07 should be applied retrospectively to all periods presented on the financial statements. Upon implementation, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. Trustmark has adopted the amendments of ASU 2023-07 related to annual disclosure requirements effective January 1, 2024 , and will present any newly required annual disclosures in its Annual Report of Form 10-K for the year ending December 31, 2024. Trustmark intends to adopt the amendments of ASU 2023-07 related to interim disclosure requirements effective January 1, 2025, and will present any newly required interim disclosures beginning with its Quarterly Report on Form 10-Q for the period ending March 31, 2025. Adoption of ASU 2023-07 is no t expected to have a material impact to Trustmark’s consolidated financial statements or results of operations. Pending Accounting Pronouncements ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” Issued in December 2023, ASU 2023-09 is intended to improve the disclosures for income taxes to address requests from investors, lenders, creditors and other allocators of capital (collectively, "investors") that use the financial statements to make capital allocation decisions. During the FASB's 2021 agenda consultation process and other stakeholder outreach, investors highlighted that the current system of income tax disclosures does not provide enough information to understand the tax provision for an entity that operates in multiple jurisdictions. Investors currently rely on the rate reconciliation table and other disclosures, including total income taxes paid in the statement of cash flows, to evaluate income tax risks and opportunities. The amendments in ASU 2023-09 will require consistent categories and greater disaggregation of information in the rate reconciliation disclosure as well as disclosure of income taxes paid disaggregated by jurisdiction. The amendments of ASU 2023-09 are effective for annual periods beginning after December 15, 2024, and early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. Trustmark intends to adopt the amendments of ASU 2023-09 effective January 1, 2025 , and will include the required disclosures in its Annual Report on Form 10-K for the year ending December 31, 2025. Trustmark is currently evaluating the changes to disclosures required by ASU 2023-09; however, adoption of ASU 2023-09 is no t expected to have a material impact to Trustmark’s consolidated financial statements or results of operations.