Atlantic Union Bankshares Corp

Previous wording

Certain statements in this Quarterly Report may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include, without limitation, statements regarding the acquisition of Sandy Spring, including expectations with regard to the benefits of the Sandy Spring acquisition; statements regarding our strategic expansion into North Carolina; statements regarding our future ability to recognize the benefits of certain tax assets; statements regarding our business, financial and operating results, including our deposit base and funding; the impact of changes in economic conditions, anticipated changes in the interest rate environment and the related impacts on our net interest margin, changes in economic, fiscal or trade policy and the potential impacts on our business, loan demand and economic conditions in our markets and nationally; management’s beliefs regarding our liquidity, capital resources, asset quality, CRE loan portfolio and our customer relationships; and statements that include other projections, predictions, expectations, or beliefs about future events or results or otherwise are not statements of historical fact. Such forward-looking statements are based on certain assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties, and other factors, some of which cannot be predicted or quantified, that may cause actual results, performance, or achievements to be materially different from those expressed or implied by such forward-looking statements. Forward-looking statements are often characterized by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “seek to,” “potential,” “continue,” “confidence,” or words of similar meaning or other statements concerning opinions or judgment of the Company and our management about future events. Although we believe that our expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of our existing knowledge of our business and operations, there can be no assurance that actual future results, performance, or achievements of, or trends affecting, us will not differ materially from any projected future results, performance, achievements or trends expressed or implied by such forward-looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the effects of or changes in

Current wording

Certain statements in this Quarterly Report may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include, without limitation, statements regarding our strategic expansion into North Carolina; statements regarding our future ability to recognize the benefits of certain tax assets; business, financial and operating results, including our deposit base and funding; the impact of changes in economic conditions, the interest rate environment, economic, fiscal or trade policy and the potential related impacts on our business and loan demand; management’s beliefs regarding our liquidity, capital resources, asset quality, CRE loan portfolio and our customer relationships; and statements that include other projections, predictions, expectations, or beliefs about future events or results or otherwise are not statements of historical fact. Such forward-looking statements are based on certain assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties, and other factors, some of which cannot be predicted or quantified, that may cause actual results, performance, or achievements to be materially different from those expressed or implied by such forward-looking statements. Forward-looking statements are often characterized by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “seek to,” “potential,” “continue,” “confidence,” or words of similar meaning or other statements concerning opinions or judgment of the Company and our management about future events. Although we believe that our expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of our existing knowledge of our business and operations, there can be no assurance that actual future results, performance, or achievements of, or trends affecting, us will not differ materially from any projected future results, performance, achievements or trends expressed or implied by such forward-looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the effects of or changes in

Previous wording

More information on factors that could affect our forward-looking statements is discussed throughout Part I, Item 1A. “Risk Factors” and Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the 2025 Form 10-K and related disclosures in other filings, which have been filed with the SEC and are available on the SEC’s website at www.sec.gov. All risk factors and uncertainties described herein and therein should be considered in evaluating forward-looking statements, and all of the forward-looking statements made in this Quarterly Report are expressly qualified by the cautionary statements contained or referred to herein and therein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on the Company or our businesses or operations. Readers are cautioned not to rely too heavily on the forward-looking statements contained in this Quarterly Report. Forward-looking statements speak only as of the date they are made. We do not intend or assume any obligation to update, revise or clarify any forward-looking statements that may be made from time to time by or on behalf of the Company, whether as a result of new information, future events or otherwise, except as required by law.

Current wording

forward-looking statements, and all of the forward-looking statements made in this Quarterly Report are expressly qualified by the cautionary statements contained or referred to herein and therein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on the Company or our businesses or operations. Readers are cautioned not to rely too heavily on the forward-looking statements contained in this Quarterly Report. Forward-looking statements speak only as of the date they are made. We do not intend or assume any obligation to update, revise or clarify any forward-looking statements that may be made from time to time by or on behalf of the Company, whether as a result of new information, future events or otherwise, except as required by law.

Previous wording

Certain accounting policies inherently have a greater reliance on the use of estimates, assumptions and judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. We have identified the allowance for loan and lease losses, fair value measurements, valuation of deferred tax assets, and valuation of acquired assets and liabilities as accounting policies that require the most difficult, subjective or complex judgments and, as such, could be most subject to revision as new or additional information becomes available or circumstances change. Therefore, we evaluate these accounting policies and related critical accounting estimates on an ongoing basis and update them as needed. Management has discussed these accounting policies and the critical accounting estimates summarized below with the Audit Committee of the Board of Directors.

Current wording

Certain accounting policies inherently have a greater reliance on the use of estimates, assumptions and judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. We have identified the allowance for loan and lease losses, fair value measurements, and valuation of deferred tax assets as accounting policies that require the most difficult, subjective or complex judgments and, as such, could be most subject to revision as new or additional information becomes available or circumstances change. Therefore, we evaluate these accounting policies and related critical accounting estimates on an ongoing basis and update them as needed. Management has discussed these accounting policies and the critical accounting estimates summarized below with the Audit Committee of the Board of Directors.

Previous wording

Effective January 1, 2026, the Company made certain changes to its allowance methodology as part of the continued enhancement of its credit modeling practices, resulting in more dynamic and precise modeling that allow for more granularity in the monitoring of our expected credit losses. As a result of this change, the Company moved from two loan portfolio segments (Commercial and Consumer) to three portfolio segments (CRE, Commercial and Industrial, and Consumer), by reorganizing the former Commercial segment into the CRE and Commercial and Industrial segments, with no changes made to the Consumer segment. These changes were accounted for prospectively as a change in accounting estimate, did not have a material impact on the Company’s consolidated financial statements, and resulted in no changes to previously reported values. For more information on this change in estimate, see below and see Note 1 “Summary of Significant Accounting Policies” in Part I, Item 1 of this Quarterly Report. For information regarding our prior allowance methodology, see Note 1 “Summary of Significant Accounting Policies” in the “Notes to Consolidated Financial Statements” contained in Item 8 “Financial Statements and Supplementary Data” of our 2025 Form 10-K.

Current wording

Effective January 1, 2026, the Company made certain changes to its allowance methodology as part of the continued enhancement of its credit modeling practices, resulting in more dynamic and precise modeling that allow for more granularity in the monitoring of our expected credit losses. As a result of this change, the Company moved from two loan portfolio segments (Commercial and Consumer) to three portfolio segments (CRE, Commercial and Industrial, and Consumer), by reorganizing the former Commercial segment into the CRE and Commercial and Industrial segments, with no changes made to the Consumer segment. The Company also updated its modeling approach to use either a loan-level probability of default/loss given default methodology or a segment level loss rate model for its loan portfolio. The ALLL is estimated using quantitative methods that consider a variety of factors from both internal and external sources at the loan, portfolio, and macroeconomic environment levels. These changes were accounted for prospectively as a change in accounting estimate in the first quarter of 2026, did not have a material impact on the Company’s consolidated financial statements, and resulted in no changes to previously reported values. For more information on these changes, see Note 1 “Summary of Significant Accounting Policies” in Part I, Item 1 of this Quarterly Report.

Previous wording

In September 2025, the FASB issued ASU No. 2025-06Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which outlined targeted improvements to Subtopic 350-40 to increase the operability of the recognition guidance considering different methods of software development. The amendments are effective for fiscal years beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. We are evaluating the impact of ASU No. 2025-06 on our consolidated financial statements.

Current wording

In September 2025, the FASB issued ASU No. 2025-06Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which outlined targeted improvements to Subtopic 350-40 to increase the operability of the recognition guidance considering different methods of software development. The amendments are effective for fiscal years beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. ASU No. 2025-06 is not expected to have a material impact on our consolidated financial statements.

Previous wording

In November 2025, the FASB issued ASU No. 2025-08Financial Instruments – Credit Losses (Topic 326): Purchased Loans. This update expanded the population of acquired financial assets subject to the gross-up approach in Topic 326. The amendments are effective for fiscal years beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. We are evaluating the impact of ASU No. 2025-08 on our consolidated financial statements.

Current wording

In November 2025, the FASB issued ASU No. 2025-08Financial Instruments – Credit Losses (Topic 326): Purchased Loans. This update expanded the population of acquired financial assets subject to the gross-up approach in Topic 326. The amendments are effective for fiscal years beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. ASU No. 2025-08 is not expected to have a material impact on our consolidated financial statements at adoption; however, the amendments in this update will be applied prospectively to loans that are acquired on or after the adoption date.

Previous wording

In November 2025, the FASB issued ASU No. 2025-09Derivatives and Hedging (Topic 815): Hedge Accounting Improvements. This update clarified certain aspects of the guidance on hedge accounting. The amendments are effective for fiscal years beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. We are evaluating the impact of ASU No. 2025-09 on our consolidated financial statements.

Current wording

In November 2025, the FASB issued ASU No. 2025-09Derivatives and Hedging (Topic 815): Hedge Accounting Improvements. This update clarified certain aspects of the guidance on hedge accounting. The amendments are effective for fiscal years beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. ASU No. 2025-09 is not expected to have a material impact on our consolidated financial statements.

Previous wording

We are continually monitoring the impact of various global and national events on our results of operations and financial condition, including changes in economic conditions, such as inflation and recessionary conditions, changes in the unemployment rate, changes in market interest rates, geopolitical conflicts, deposit competition, liquidity strains, changes in government policy, including changes in, or the imposition of, tariffs and/or trade barriers, and changes in legislative or regulatory requirements. The timing and impact of such events on our results of operation and financial condition will depend on future developments, which are highly uncertain and difficult to predict.

Current wording

We are continually monitoring the impact of various global and national events on our results of operations and financial condition, including changes in economic conditions, such as inflation and recessionary conditions, changes in the unemployment rate, changes in market interest rates, geopolitical conflicts, deposit competition, liquidity strains, changes in government policy, including changes in, or the imposition of, tariffs and/or trade barriers, and changes in legislative or regulatory requirements. The timing and impact of such events on our results of operations and financial condition will depend on future developments, which are highly uncertain and difficult to predict.

Previous wording

During the first quarter of 2026, financial markets experienced increased and prolonged economic uncertainty arising from international conflicts, including those in the Middle East, and changes in the unemployment rate. These factors could adversely affect the U.S. and global economies and financial markets, including by increasing inflation and leading to a slowdown of future economic growth and ultimately recessionary conditions.

Current wording

In the first half of 2026, financial markets experienced increased and prolonged economic uncertainty arising from international conflicts, including those in the Middle East, and changes in the unemployment rate. These factors could adversely affect the U.S. and global economies and financial markets, including by increasing inflation and leading to a slowdown of future economic growth and ultimately recessionary conditions.

Previous wording

In March 2026, the FOMC maintained the target range for the Federal Funds rate at 3.50% to 3.75%. The FOMC noted that uncertainty about the economic outlook remains elevated, and the implications of developments in the Middle East for the U.S. economy are uncertain. In light of this continued uncertainty, it is difficult to predict how the Federal Reserve will balance possible inflationary pressure with the potential of slower economic growth and rising risks in employment.

Current wording

In June 2026, the FOMC maintained the target range for the Federal Funds rate at 3.50% to 3.75%. The FOMC noted that economic activity is expanding at a solid pace despite elevated uncertainty due in part to ongoing geopolitical conflicts including those in the Middle East, as well as uncertainties stemming from changes in trade policy. In light of this continued uncertainty and elevated inflation, it is difficult to predict how the Federal Reserve will balance possible inflationary pressure with the potential of slower economic growth and rising risks in employment.

Previous wording

First Quarter Net Income & Performance Metrics

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Second Quarter Net Income & Performance Metrics

Previous wording

For the first quarter of 2026, our net interest income was $312.4 million, an increase of $128.2 million from the first quarter of 2025, and our net interest income (FTE)(+) was $316.9 million, an increase of $129.0 million from the first quarter of 2025. The increases were primarily the result of a $11.3 billion increase in average interest earning assets and higher net accretion income, partially offset by a $8.2 billion increase in average interest-bearing liabilities, primarily related to the acquisition of Sandy Spring, as well as organic loan growth and lower cost of funds. The decline in cost of funds was driven by lower deposit costs, reflecting the impact of the Federal Reserve lowering the Federal Funds rates 75 bps between September and December 2025.

Current wording

For the second quarter of 2026, our net interest income was $325.1 million, an increase of $3.7 million from the second quarter of 2025, and our net interest income (FTE)(+) was $329.7 million, an increase of $4.0 million from the second quarter of 2025. The increases were primarily the result of lower cost of funds, primarily due to lower deposit costs, partially offset by lower earning asset yields, primarily driven by a decrease in loan yields and lower accretion income. The lower deposit costs reflect the impact of the Federal Reserve lowering the Federal Funds rates 75 bps between September and December 2025, as well as reduced brokered deposits, while the decline in earning asset yields was primarily driven by the lower rate environment.

Previous wording

In the first quarter of 2026, our net interest margin increased 42 bps to 3.80% from 3.38% in the first quarter of 2025, and our net interest margin (FTE)(+) increased 40 bps to 3.85% in the first quarter of 2026 from 3.45% for the same period of 2025. The increases in net interest margin and net interest margin (FTE)(+) were primarily driven by lower cost of funds and higher earning asset yields. Our cost of funds decreased 29 bps to 1.94% from 2.23% in the first quarter of 2025, due to lower cost of deposits, primarily due to the Federal Funds rate cuts discussed above, as well as reduced brokered deposits. The lower cost of funds was partially offset by an increase in net amortization related to acquisition accounting and an increase in long-term subordinated debt with higher borrowing costs, both related to the Sandy Spring acquisition. Our earning asset yield increased 12 bps to 5.73% for the first quarter of 2026 from 5.61% in the first quarter of 2025, due to increases in loan balances and accretion income, primarily driven by the Sandy Spring acquisition.

Current wording

In the second quarter of 2026, our net interest margin increased 11 bps to 3.89% from 3.78% in the second quarter of 2025, and our net interest margin (FTE)(+) increased 11 bps to 3.94% in the second quarter of 2026 from 3.83% for the same period of 2025. The increases in net interest margin and net interest margin (FTE)(+) were primarily driven by lower cost of funds, partially offset by lower earning asset yields. Our cost of funds decreased 28 bps to 1.94% from 2.22% in the second quarter of 2025, due to lower cost of deposits, primarily due to the Federal Funds rate cuts discussed above, as well as reduced brokered deposits. Our earning asset yield decreased 18 bps to 5.82% for the second quarter of 2026 from 6.00% in the second quarter of 2025, due primarily to lower loan yields and lower accretion income.

Previous wording

Our net interest margin and net interest margin (FTE)(+) includes the impact of acquisition accounting fair value adjustments. Net accretion income related to acquisition accounting was $32.9 million for the first quarter of 2026, an increase of $20.3 million compared to the first quarter of 2025, primarily due to the impacts from the Sandy Spring acquisition. The impact of accretion and amortization for the periods presented are reflected in the following table (dollars in thousands):

Current wording

Our net interest margin and net interest margin (FTE)(+) includes the impact of acquisition accounting fair value adjustments. The impact of accretion and amortization for the periods presented are reflected in the following table (dollars in thousands):

Previous wording

The following table shows interest income on earning assets and related average yields as well as interest expense on interest-bearing liabilities and related average rates paid for the three months ended March 31, (dollars in thousands):

Current wording

The following table shows interest income on earning assets and related average yields as well as interest expense on interest-bearing liabilities and related average rates paid for the three and six months ended June 30, (dollars in thousands):

Previous wording

The Volume Rate Analysis table below presents changes in our net interest income (FTE)(+) and interest expense and distinguishes between the changes related to increases or decreases in our average outstanding balances of interest-earning assets and interest-bearing liabilities (volume), and the changes related to increases or decreases in average interest rates on such assets and liabilities (rate). Changes attributable to both volume and rate have been allocated proportionally. Results, on a taxable equivalent basis, are as follows for the three months ended March 31, (dollars in thousands):

Current wording

The Volume Rate Analysis table below presents changes in our net interest income (FTE)(+) and interest expense and distinguishes between the changes related to increases or decreases in our average outstanding balances of interest-earning assets and interest-bearing liabilities (volume), and the changes related to increases or decreases in average interest rates on such assets and liabilities (rate). Changes attributable to both volume and rate have been allocated proportionally. Results, on a taxable equivalent basis, are as follows for the three and six months ended June 30, (dollars in thousands):

Previous wording

Our noninterest income increased $25.6 million or 87.9% to $54.8 million for the quarter ended March 31, 2026, compared to the quarter ended March 31, 2025, primarily due to the impact of the Sandy Spring acquisition, which drove the majority of the $13.5 million increase in fiduciary and asset management fees, due to assets under management increasing 125%, the $2.4 million increase in service charges on deposit accounts, the $1.7 million increase in BOLI income, and the $1.1 million increase in mortgage banking income. In addition to the acquisition impact, other operating income increased $4.9 million, primarily due to an increase in equity method investment income, and loan-related interest rate swap fees increased $1.6 million due to higher transaction volumes.

Current wording

Our noninterest income increased $34.3 million or 31.0% to $145.0 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to the full period impact of the Sandy Spring acquisition, which drove the majority of the $17.2 million increase in fiduciary and asset management fees and the $2.5 million increase in service charges on deposit accounts. In addition to the acquisition impacts, other operating income increased $6.8 million driven by a $32.3 million pre-tax gain on the sale of our equity interest in Bearing Insurance in the second quarter of 2026 and an increase in equity method investment income, partially offset by a $15.7 million pre-tax gain on CRE loan sale and a $14.3 million pre-tax gain on sale of our equity interest in CSP, both of which occurred in the second quarter of 2025. Additionally, loan-related interest rate swap fees increased $6.3 million due to an increase in transaction volumes associated with loan growth in the period.

Previous wording

Our adjusted operating noninterest expense(+), which excludes amortization of intangible assets ($15.4 million in the first quarter 2026 and $5.4 million in the first quarter 2025) and merger-related costs ($9.0 million in the first quarter 2026 and $4.9 million in the first quarter 2025) increased $61.5 million or 49.7% to $185.3 million for the quarter ended March 31, 2026, compared to $123.8 million for the quarter ended March 31, 2025. The increase in adjusted operating noninterest expense(+) was primarily due to the impact of the Sandy Spring acquisition, which drove the majority of the $38.0 million increase in salaries and benefits expense, the $5.4 million increase in technology and data processing, the $4.6 million increase in occupancy expenses, the $4.1 million increase in marketing and advertising expense, the $3.3 million increase in other expenses, the $1.6 million increase in FDIC assessment premiums and other insurance, the $1.6 million increase in furniture and equipment expenses, and the $1.6 million increase in loan-related expenses. In addition to the acquisition impacts, professional services increased $1.1 million related to strategic projects that occurred during the first quarter of 2026.

Current wording

Our adjusted operating noninterest expense(+), which excludes merger-related costs ($9.0 million in 2026 and $83.8 million in 2025) and amortization of intangible assets ($30.6 million in 2026 and $23.8 million in 2025) increased $63.1 million or 20.6% to $369.3 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The increase in adjusted operating noninterest expense(+) was primarily due to the full period impact of the Sandy Spring acquisition, which drove the majority of the $40.4 million increase in salaries and benefits expense, the $5.9 million increase in marketing and advertising expense, the $5.0 million increase in other expenses, the $4.7 million increase in occupancy expenses, the $4.2 million increase in technology and data processing expense, and the $3.0 million increase in loan-related expenses.

Previous wording

At March 31, 2026, LHFI for the Wholesale Banking segment increased $114.7 million to $23.3 billion, compared to December 31, 2025, primarily due to an increase in the commercial and industrial portfolio.

Current wording

At June 30, 2026, LHFI for the Wholesale Banking segment increased $658.3 million to $23.8 billion, compared to December 31, 2025, primarily due to increases in the commercial and industrial and construction and land development loan portfolios.

Previous wording

At March 31, 2026, Wholesale Banking deposits increased $538.9 million to $11.9 billion, compared to December 31, 2025, primarily due to an increase in interest-bearing customer deposits.

Current wording

At June 30, 2026, Wholesale Banking deposits increased $686.8 million to $12.0 billion, compared to December 31, 2025, primarily due to an increase in interest-bearing customer deposits.

Previous wording

The increase in income before income taxes was partially offset by an increase in noninterest expense, primarily due to the impact of the Sandy Spring acquisition.

Current wording

The increase in income before income taxes for the three months ended June 30, 2026 was partially offset by an increase in noninterest expense, primarily due to an increase in salaries and benefits expense, resulting from an increase in variable incentive compensation, and a decrease in net interest income driven by an unfavorable funding credit on deposits.

Previous wording

Consumer Banking income before income taxes for the three months ended March 31, 2026 remained relatively consistent, compared to the three months ended March 31, 2025. The increases in net interest income and noninterest income, were almost wholly offset by an increase in noninterest expense, in each case primarily driven by the impact of the Sandy Spring acquisition.

Current wording

The increases in income before income taxes for the six months ended June 30, 2026 were partially offset by an increase in noninterest expense, primarily due to an increase in salaries and benefits expense, resulting from the full period impact of the Sandy Spring acquisition.

Previous wording

At March 31, 2026, LHFI for the Consumer Banking segment decreased $8.2 million to $5.3 billion, compared to December 31, 2025, primarily due to decreases in the auto and consumer portfolios.

Current wording

At June 30, 2026, LHFI for the Consumer Banking segment increased $134.6 million to $5.5 billion, compared to December 31, 2025, primarily due to increases in the residential 1-4 family – consumer and residential 1-4 family – revolving loan portfolios.

Previous wording

At March 31, 2026, Consumer Banking deposits decreased $81.8 million to $17.7 billion, compared to December 31, 2025, primarily due to decreases in savings accounts, money market accounts, and demand deposits.

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At June 30, 2026, Consumer Banking deposits decreased $122.7 million to $17.7 billion, compared to December 31, 2025, primarily due to decreases in savings accounts, demand deposits, and money market accounts, partially offset by an increase in time deposits.

Previous wording

As of each reporting date, we consider existing evidence, both positive and negative, that could impact our view regarding our future realization of deferred tax assets. This assessment was consistent with our conclusions in the prior period.

Current wording

As of each reporting date, we consider existing evidence, both positive and negative, that could impact our view regarding our future realization of deferred tax assets. The decrease in the valuation allowance was from an assessment of our ability to realize certain state tax attributes, through an increase in state taxable income.

Previous wording

At March 31, 2026, we had total assets of $37.3 billion, a decrease of $270.7 million or 2.9% (annualized) from December 31, 2025. The decrease in total assets was primarily due to decreases in securities and cash and cash equivalents, partially offset by increases in LHFI.

Current wording

At June 30, 2026, we had total assets of $38.1 billion, an increase of $514.1 million or 2.8% (annualized) from December 31, 2025. The increase in total assets was primarily due to increases in LHFI, partially offset by decreases in securities as maturity and paydown cash flows were used to fund higher loan balances instead of being reinvested in the securities portfolio.

Previous wording

LHFI totaled $27.9 billion at March 31, 2026, an increase of $150.3 million or 2.2% (annualized) from December 31, 2025, primarily due to an increase in the commercial and industrial portfolio. At March 31, 2026, quarterly average LHFI increased $9.4 billion or 51.0% from the same period in the prior year, primarily due to the addition of the Sandy Spring acquired loans. Refer to "Loan Portfolio" within this Item 2 and Note 4 "Loans and Allowance for Loan and Lease Losses" in Part I, Item 1 of this Quarterly Report for additional information on our loan activity.

Current wording

LHFI totaled $28.7 billion at June 30, 2026, an increase of $877.1 million or 6.4% (annualized) from December 31, 2025, primarily due to increases in the commercial and industrial and construction and land development loan portfolios. Refer to "Loan Portfolio" within this Item 2 and Note 4 "Loans and Allowance for Loan and Lease Losses" in Part I, Item 1 of this Quarterly Report for additional information on our loan activity.

Previous wording

Total securities at March 31, 2026 were $5.1 billion, a decrease of $209.5 million or 16.1% (annualized) from December 31, 2025. The decrease in total securities was primarily due to principal repayments and maturities of AFS securities. AFS securities totaled $4.0 billion at March 31, 2026, compared to $4.2 billion at December 31, 2025. At March 31, 2026, total net unrealized losses on the AFS securities portfolio were $322.1 million, compared to $295.7 million at December 31, 2025. HTM securities totaled $870.3 million at March 31, 2026, compared to $884.2 million at December 31, 2025, with net unrealized losses of $35.5 million at March 31, 2026, compared to $27.4 million at December 31, 2025.

Current wording

Total securities at June 30, 2026 were $4.9 billion, a decrease of $326.7 million or 12.5% (annualized) from December 31, 2025, primarily due to principal repayments and maturities of AFS mortgage-back securities. AFS securities totaled $3.9 billion at June 30, 2026, compared to $4.2 billion at December 31, 2025, with net unrealized losses of $317.1 million and $295.7 million, respectively. HTM securities totaled $860.9 million at June 30, 2026, compared to $884.2 million at December 31, 2025, with net unrealized losses of $29.1 million and $27.4 million, respectively.

Previous wording

At March 31, 2026, we had total liabilities of $32.3 billion, a decrease of $316.7 million or 3.9% (annualized) from December 31, 2025, which was primarily due to a decrease in total borrowings of $192.7 million, as well as a decrease in total deposits of $80.4 million.

Current wording

At June 30, 2026, we had total liabilities of $32.9 billion, an increase of $367.1 million or 2.3% (annualized) from December 31, 2025, primarily due to an increase in short-term borrowings, partially offset by a decrease in total deposits.

Previous wording

Total deposits at March 31, 2026 were $30.4 billion, a decrease of $80.4 million or 1.1% (annualized) from December 31, 2025, and was primarily due to a decline in brokered deposits, partially offset by an increase in interest-bearing customer deposits. Quarterly average deposits at March 31, 2026 increased $9.7 billion or 47.6% from the same period in the prior year, primarily due to the addition of the Sandy Spring acquired deposits. Refer to “Deposits” within this Item 2 for additional information on this topic.

Current wording

Total deposits at June 30, 2026 were $30.5 billion, a decrease of $3.4 million or 0.02% (annualized) from December 31, 2025, which was primarily due to decline in brokered and demand deposits, partially offset by an increase in interest-bearing customer deposit balances. Refer to “Deposits” within this Item 2 for additional information on this topic.

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At March 31, 2026, our stockholders’ equity was $5.1 billion, an increase of $45.9 million from December 31, 2025. Our consolidated regulatory capital ratios continue to exceed the minimum capital requirements and are considered “well-capitalized” for regulatory purposes. Refer to “Capital Resources” within this Item 2, as well as Note 10 "Stockholders’ Equity" in Part I, Item 1 of this Quarterly Report for additional information on our capital resources and the Forward Sale Agreements.

Current wording

At June 30, 2026, our stockholders’ equity was $5.2 billion, an increase of $147.0 million from December 31, 2025, primarily due to an increase in retained earnings, partially offset by an increase in accumulated other comprehensive losses. Our consolidated regulatory capital ratios continue to exceed the minimum capital requirements and are considered “well-capitalized” for regulatory purposes. Refer to “Capital Resources” within this Item 2, as well as Note 9 "Stockholders’ Equity" in Part I, Item 1 of this Quarterly Report for additional information on our capital resources and the Forward Sale Agreements.

Previous wording

During the first quarter of 2026, we declared and paid a quarterly dividend on our outstanding shares of Series A Preferred Stock of $171.88 per share (equivalent to $0.43 per outstanding depositary share), consistent with the fourth quarter of 2025 and the first quarter of 2025. During the first quarter of 2026, we also declared and paid cash dividends of $0.37 per common share, consistent with the fourth quarter of 2025 and an increase of $0.03 per share or 8.8% from the first quarter of 2025.

Current wording

During the second quarter of 2026, we declared and paid a quarterly dividend on our outstanding shares of Series A Preferred Stock of $171.88 per share (equivalent to $0.43 per outstanding depositary share), consistent with the first quarter of 2026 and the second quarter of 2025. During the second quarter of 2026, we also declared and paid cash dividends of $0.37 per common share, consistent with the first quarter of 2026 and an increase of $0.03 per share or 8.8% from the second quarter of 2025.

Previous wording

At March 31, 2026, we had total securities of $5.1 billion or 13.6% of total assets, compared to $5.3 billion or 14.0% of total assets at December 31, 2025. This decrease was primarily due to principal repayments and maturities of AFS securities. We seek to diversify our investment portfolio to minimize risk, and we focus on purchasing MBS for cash flow and reinvestment opportunities and securities issued by states and political subdivisions due to the tax benefits and the higher tax-equivalent yield offered from these securities. The majority of our MBS are agency-backed securities, which have a government guarantee. For information regarding the hedge transaction related to AFS securities, see Note 9 “Derivatives” in Part I, Item 1 of this Quarterly Report.

Current wording

At June 30, 2026, we had total securities of $4.9 billion or 13.0% of total assets, compared to $5.3 billion or 14.0% of total assets at December 31, 2025. This decrease was primarily due to principal repayments and maturities of AFS mortgage-backed securities. We seek to diversify our investment portfolio to minimize risk, and we focus on purchasing MBS for cash flow and reinvestment opportunities and securities issued by states and political subdivisions due to the tax benefits and the higher tax-equivalent yield offered from these securities. The majority of our MBS are agency-backed securities, which have a government guarantee. For information regarding the hedge transaction related to AFS securities, see Note 8 “Derivatives” in Part I, Item 1 of this Quarterly Report.

Previous wording

The table below sets forth a summary of the AFS securities, HTM securities, and restricted stock as of the periods ended (dollars in thousands):

Current wording

The table below sets forth a summary of total securities as of the periods ended (dollars in thousands):

Previous wording

Liquidity represents an institution’s ability to meet present and future financial obligations through either the sale or maturity of existing assets or the acquisition of additional funds through liability management. Our largest source of liquidity on a consolidated basis is our customer deposit base generated by our wholesale and consumer businesses. These deposits provide relatively stable and low-cost funding. Total deposits at March 31, 2026 were $30.4 billion, a decrease of $80.4 million or 0.3% from December 31, 2025, primarily due to a decline in brokered deposits, partially offset by an increase in interest-bearing customer deposits. Refer to “Deposits” within this Item 2 for additional information on this topic.

Current wording

Liquidity represents an institution’s ability to meet present and future financial obligations through either the sale or maturity of existing assets or the acquisition of additional funds through liability management. Our largest source of liquidity on a consolidated basis is our customer deposit base generated by our wholesale and consumer businesses. These deposits provide relatively stable and low-cost funding. Total deposits at June 30, 2026 were $30.5 billion, a decrease of $3.4 million or 0.02% (annualized) from December 31, 2025, primarily due to a decline in brokered and demand deposits, partially offset by an increase in interest-bearing customer deposits. Refer to “Deposits” within this Item 2 for additional information on this topic.

Previous wording

We closely monitor changes in the industry and market conditions that may impact our liquidity and will use other borrowing means or other liquidity and funding strategies sources to fund our liquidity needs as needed. We also closely track the potential impacts on our liquidity from declines in the fair value of our securities portfolio due to changing market interest rates and developments in the banking industry that may change the availability of traditional sources of liquidity or market expectations with respect to available sources and amounts of additional liquidity.

Current wording

We also closely monitor changes in the industry and market conditions that may impact our liquidity and will use other borrowing means or other liquidity and funding strategies sources to fund our liquidity needs as needed. We also closely track the potential impacts on our liquidity from declines in the fair value of our securities portfolio due to changing market interest rates and developments in the banking industry that may change the availability of traditional sources of liquidity or market expectations with respect to available sources and amounts of additional liquidity.

Previous wording

We consider our liquid assets to include cash, interest-bearing deposits with banks, money market investments, federal funds sold, LHFS, and securities and loans maturing or re-pricing within one year. As of March 31, 2026, our liquid assets totaled $13.7 billion or 36.8% of total assets, and liquid earning assets totaled $13.3 billion or 39.8% of total earning assets. We also provide asset liquidity by managing loan and securities maturities and cash flows. As of March 31, 2026, loan payments of approximately $12.2 billion or 43.8% of total LHFI are expected within one year based on contractual terms, adjusted for expected prepayments, and approximately $703.3 million or 13.9% of total investments as of March 31, 2026 are scheduled to be paid down within one year based on contractual terms, adjusted for expected prepayments.

Current wording

We consider our liquid assets to include cash, interest-bearing deposits with banks, money market investments, federal funds sold, LHFS, and securities and loans maturing or re-pricing within one year. As of June 30, 2026, our liquid assets totaled $13.3 billion or 35.0% of total assets, and liquid earning assets totaled $12.8 billion or 37.6% of total earning assets. We also provide asset liquidity by managing loan and securities maturities and cash flows. As of June 30, 2026, loan payments of approximately $11.6 billion or 40.5% of total LHFI are expected within one year based on contractual terms, adjusted for expected prepayments, and approximately $706.1 million or 14.3% of total investments as of June 30, 2026 are scheduled to be paid down within one year based on contractual terms, adjusted for expected prepayments.

Previous wording

Additional sources of liquidity available to us include our capacity to borrow additional funds when necessary through federal funds lines with several correspondent banks, a line of credit with the FHLB, the Federal Reserve Discount Window, the purchase of brokered certificates of deposit, a corporate line of credit with a large correspondent bank, and debt and capital issuances. We also recently increased our borrowing capacity at the FHLB and FRB since secured borrowing facilities provide the most reliable sources of funding, especially during times of market turbulence and financial distress. Management believes our overall liquidity to be sufficient to satisfy our depositors’ requirements and to meet our customers’ credit needs.

Current wording

Additional sources of liquidity available to us include our capacity to borrow additional funds when necessary through federal funds lines with several correspondent banks, a line of credit with the FHLB, the Federal Reserve Discount Window, the purchase of brokered certificates of deposit, a corporate line of credit with a large correspondent bank, and debt and capital

Previous wording

We are also a lessor in sales-type and direct financing leases for equipment, as noted in Note 6 “Leases” in Part I, Item I of this Quarterly Report. Our future commitments related to the aforementioned leases totaled $753.6 million and $712.8 million, respectively, at March 31, 2026 and December 31, 2025.

Current wording

We are also a lessor in sales-type and direct financing leases for equipment, as noted in Note 5 “Leases” in Part I, Item 1 of this Quarterly Report. Our future commitments related to the aforementioned leases totaled $795.1 million and $712.8 million, respectively, at June 30, 2026 and December 31, 2025.

Previous wording

LHFI totaled $27.9 billion and $27.8 billion at March 31, 2026 and December 31, 2025, respectively. CRE loans represented our largest loan portfolio segment at both March 31, 2026 and December 31, 2025. We remain committed to originating soundly underwritten loans to qualifying borrowers within our markets.

Current wording

LHFI totaled $28.7 billion and $27.8 billion as of June 30, 2026 and December 31, 2025, respectively. CRE loans represented our largest loan portfolio segment at both June 30, 2026 and December 31, 2025. We remain committed to originating soundly underwritten loans to qualifying borrowers within our markets.