Atlantic Union Bankshares Corp
For the period ended Sep 30, 2026. Filed Nov 3, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 3, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0000883948-26-000073
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-03.
0000883948-26-000087
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 232 previous paragraphs and 233 current paragraphs.
143 unchanged; 73 reworded; 16 added; 15 removed; 1 previous and 1 current paragraphs rearranged.
Tables are not compared: 81 previous and 81 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (16)
Current report
Subordinated Debt
Current report
During the third quarter of 2026, we issued $250.0 million in aggregate principal amount of our 6.25% Fixed-to-Floating Rate Subordinated Notes due August 1, 2036. The 2036 Subordinated Notes convert to a floating rate equal to three-month term SOFR, plus a spread of 213 bps on August 1, 2031. The 2036 Subordinated Notes qualify for Tier 2 capital treatment. Net proceeds from the issuance, after underwriting discounts and offering expenses, were approximately $246.8 million.
Current report
We used the net proceeds to redeem the $168.0 million principal amount of our previously outstanding 4.25% Fixed-to-Floating Rate Subordinated Notes due in 2029, plus accrued interest, and for general corporate purposes. The 2029 Subordinated Notes transitioned to a floating interest rate on November 15, 2024, and had a rate of 6.53% at the time of redemption. As a result of the redemption, we recognized a $2.7 million pre-tax loss on debt extinguishment in the third quarter of 2026, recorded within noninterest expense, reflecting the acceleration of acquisition-related fair value marks associated with the 2029 Subordinated Notes.
Current report
For the third quarter of 2026, our net interest income was $328.4 million, an increase of $9.2 million from the third quarter of 2025, and our net interest income (FTE)(+) was $333.1 million, an increase of $9.5 million from the third quarter of 2025. The increases were primarily the result of a decrease in interest expense, primarily resulting from decreased costs on customer interest-bearing deposits, reflecting the impact of the Federal Reserve lowering the Federal Funds rate 75 bps between September and December 2025, as well as higher interest income due to loan growth. The aforementioned increases were partially offset by a decrease in interest income on deposits in other banks and an increase in short-term borrowing costs.
Current report
Our noninterest income increased $3.0 million or 5.9% to $54.8 million for the quarter ended September 30, 2026, compared to the quarter ended September 30, 2025. This increase was primarily driven by a $3.4 million increase in other operating income, reflecting the impact of a $4.8 million pre-tax loss incurred in the third quarter of 2025 related to the final CRE loan sale settlement, partially offset by lower equity method investment income.
Current report
Our adjusted operating noninterest income(+), which excludes the pre-tax loss on CRE loan sale ($4.8 million in the third quarter of 2025) and the pre-tax gains on sale of securities ($10 thousand in the third quarter of 2026 and $4 thousand in the third quarter of 2025), decreased $1.8 million or 3.1% to $54.8 million for the quarter ended September 30, 2026, compared to the quarter ended September 30, 2025. This decrease was primarily due to a $1.4 million decrease in other operating income, primarily due to a decrease in equity method investment income, a $1.4 million decline in loan-related interest rate swap fees driven by lower transaction volumes, and a $1.3 million decrease in mortgage banking income due to lower mortgage origination volumes and lower gain on sale margins. These decreases were partially offset by a $1.9 million increase in fiduciary and asset management fees, reflecting an increase in assets under management.
Current report
Nine Months Ended September 30, 2026 and September 30, 2025
Current report
Nine Months Ended September 30, 2026 and September 30, 2025
Current report
The following table presents operating results for the three and nine months ended September 30, for the Wholesale Banking segment (dollars in thousands):
Current report
Wholesale Banking income before income taxes increased by $16.3 million for the three months ended September 30, 2026, compared to the three months ended September 30, 2025. The increase was primarily due to a decrease in the provision for credit losses, primarily attributable to the charge-offs of two commercial and industrial loans recorded in the third quarter of 2025 and had been partially reserved for previously. Wholesale Banking net interest income also increased compared to the same period in the prior year, primarily driven by a decrease in interest expense, primarily resulting from decreased costs on customer interest-bearing deposits, reflecting the impact of the Federal Reserve lowering the Federal Funds rate 75 bps between September and December 2025.
Current report
The following table presents operating results for the three and nine months ended September 30, for the Consumer Banking segment (dollars in thousands):
Current report
Consumer Banking income before income taxes decreased $7.2 million for the three months ended September 30, 2026, compared to the three months ended September 30, 2025. The decrease was primarily the result of a decrease in net interest income, primarily driven by an unfavorable funding credit on deposits, and an increase in the provision for credit losses, primarily reflecting the impact of loan growth during the third quarter of 2026. In addition, the Consumer Banking noninterest income decreased compared to the same period in the prior year, primarily due to a decrease in mortgage banking income due to lower mortgage origination volumes and lower gain on sale margins.
Current report
Total borrowings at September 30, 2026 were $1.6 billion, an increase of $125.1 million or 11.2% (annualized) from December 31, 2025, primarily driven by an increase in long-term borrowings due to the net impact of the 2036 Subordinated Notes issuance and 2029 Subordinated Notes redemption, and an increase in customer repurchase agreements. Refer to Note 6 “Borrowings” in Part I, Item 1 of this Quarterly Report for additional information on our borrowing activity.
Current report
We recorded a provision for credit losses of $5.7 million for the three months ended September 30, 2026, a decrease of $10.5 million compared to $16.2 million recorded during the three months ended September 30, 2025, primarily attributable to the charge-offs of two commercial and industrial loans that were recorded in the third quarter of 2025 and had been partially reserved for previously.
Current report
Outside of the Day 1 initial provision expense recorded on non-PCD loans and unfunded commitments, the provision for credit losses decreased compared to the same period in the prior year, primarily attributable to the charge-offs of two commercial and industrial loans that were recorded in the third quarter of 2025 and had been partially reserved for previously, as discussed above.
Current report
The following table reconciles non-GAAP financial measures from the most directly comparable GAAP financial measures for the three and nine months ended September 30, (dollars in thousands):
Removed paragraphs (15)
Previous report
Bearing Insurance Sale
Previous report
We completed the sale of our equity interest (held by our indirect subsidiary, Union Insurance Group, LLC) in Bearing Insurance to an unaffiliated third party, effective May 1, 2026, resulting in a pre-tax gain of approximately $32.3 million during the second quarter of 2026.
Previous report
Subordinated Notes Issuance
Previous report
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 report
NM = Not Meaningful
Previous report
Our noninterest income increased $8.7 million or 10.7% to $90.2 million for the quarter ended June 30, 2026, compared to the quarter ended June 30, 2025. The increase was primarily driven by a $4.8 million increase in loan-related interest rate swap fees due to an increase in transaction volumes associated with loan growth in the period, a $3.7 million increase in fiduciary and asset management fees, reflecting an increase in assets under management, and a $1.9 million increase in other operating income. Other operating income in the second quarter of 2026 included a $32.3 million pre-tax gain on the sale of our equity interest in Bearing Insurance, while the second quarter of 2025 included a $15.7 million pre-tax gain on CRE loan sale and a $14.3 million pre-tax gain on the sale of our equity interest in CSP.
Previous report
Our adjusted operating noninterest income,(+) which excludes the pre-tax gain on sale of equity interest in Bearing Insurance ($32.3 million in the second quarter of 2026), the pre-tax gain on CRE loan sale ($15.7 million in the second quarter of 2025), the pre-tax gain on sale of equity interest in CSP ($14.3 million in the second quarter of 2025), and the pre-tax gains on sale of securities ($4 thousand in the second quarter of 2026 and $16 thousand in the second quarter of 2025), increased $6.4 million or 12.4% to $57.9 million for the quarter ended June 30, 2026, compared to the quarter ended June 30, 2025. The increase in adjusted operating noninterest income(+) was primarily driven by a $4.8 million increase in loan-related interest rate swap fees and a $3.7 million increase in fiduciary and asset management fees, both discussed above. These increases were partially offset by a $1.6 million decrease in BOLI income, reflecting lower death benefit proceeds received compared to the same period in the prior year.
Previous report
Six Months Ended June 30, 2026 and June 30, 2025
Previous report
Six Months Ended June 30, 2026 and June 30, 2025
Previous report
The following table presents operating results for the three and six months ended June 30, for the Wholesale Banking segment (dollars in thousands):
Previous report
The increases in income before income taxes were partially offset by increases in noninterest expense, primarily due to increases in salaries and benefits expense, resulting from an increase in variable incentive compensation for the three months ended June 30, 2026 and the full period impact of the Sandy Spring acquisition for the six months ended June 30, 2026.
Previous report
The following table presents operating results for the three and six months ended June 30, for the Consumer Banking segment (dollars in thousands):
Previous report
Consumer Banking income before income taxes increased $8.6 million for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase was primarily due to a decrease in the provision for credit losses, primarily driven by the Day 1 initial provision expense recorded in the prior year on non-PCD loans and unfunded commitments, each acquired from Sandy Spring.
Previous report
Total borrowings at June 30, 2026 were $1.9 billion, an increase of $384.0 million or 51.7% (annualized) from December 31, 2025, primarily driven by increases in FHLB advances, included within other short-term borrowings, which were used primarily to fund loan originations. Refer to Note 6 “Borrowings” in Part I, Item 1 of this Quarterly Report for additional information on our borrowing activity.
Previous report
The following table reconciles non-GAAP financial measures from the most directly comparable GAAP financial measures for the three and six months ended June 30, (dollars in thousands):
Reworded paragraphs (73)
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 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
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, including our expectations regarding new branch openings; statements regarding our investments in strategic technology initiatives; 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
We prepare our consolidated financial statements based on the application of accounting and reporting policies in accordance with GAAP and general practices within the banking industry. Our financial position and results of operations are affected by management’s application of accounting policies, which require the use of estimates, assumptions, and judgments, which may prove inaccurate or are subject to variations. Changes in underlying factors, estimates, assumptions or judgements could result in material changes in our consolidated financial position and/or results of operations.
Current wording
We prepare our consolidated financial statements based on the application of accounting and reporting policies in accordance with GAAP and general practices within the banking industry. Our financial position and results of operations are affected by management’s application of accounting policies, which require the use of estimates, assumptions, and judgments, which may prove inaccurate or are subject to variations. Changes in underlying factors, estimates, assumptions or judgments could result in material changes in our consolidated financial position and/or results of operations.
Previous wording
During the second quarter of 2026, our Board of Directors authorized the Repurchase Program to purchase up to $250.0 million of our common stock through May 5, 2027 in open market transactions or privately negotiated transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As part of the Repurchase Program, approximately 265 thousand common shares (or $10.0 million) were repurchased during the second quarter of 2026 at an average purchase price of $37.76. At June 30, 2026, approximately $240.0 million of share repurchases remained available under the Repurchase Program.
Current wording
On May 5, 2026, our Board of Directors authorized the Repurchase Program to purchase up to $250.0 million of our common stock through May 5, 2027 in open market transactions or privately negotiated transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Since the inception of the Repurchase Program, we repurchased approximately 1.8 million common shares for $72.5 million at an average purchase price of $40.84 per share. As of September 30, 2026, approximately $177.5 million of share repurchases remained available under the Repurchase Program for future share repurchases.
Previous 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.
Current wording
In the first nine months 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 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.
Current wording
In September 2026, the FOMC increased the target range for the Federal Funds rate by 25 bps to 3.75% to 4.00%. In October 2026, the FOMC decided to maintain the target range for the Federal Funds rate at 3.75% to 4.00%. The FOMC noted that economic activity is expanding at a strong pace despite elevated uncertainty due in part to geopolitical developments. 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
Second Quarter Net Income & Performance Metrics
Current wording
Third Quarter Net Income & Performance Metrics
Previous wording
First Six Months Net Income & Performance Metrics
Current wording
First Nine Months Net Income & Performance Metrics
Previous 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.
Current wording
For the third quarter of 2026, our net interest margin and our net interest margin (FTE)(+) each increased 5 bps from the third quarter of 2025 to 3.82% and 3.88%, respectively. 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 16 bps to 2.01% from 2.17% in the third quarter of 2025, due to decreased costs on customer interest-bearing deposits, primarily due to the Federal Funds rate cuts discussed above. Our earning asset yield decreased 12 bps to 5.83% for the third quarter of 2026 from 5.95% in the third quarter of 2025, primarily due to lower loan yields, reflecting overall lower level of interest rates as compared to third quarter of 2025.
Previous wording
The following tables show interest and dividend income on earning assets and related average yields, as well as interest expense on interest-bearing liabilities and related average rates paid for the six months ended June 30, (dollars in thousands):
Current wording
The following tables show interest and dividend income on earning assets and related average yields, as well as interest expense on interest-bearing liabilities and related average rates paid for the nine months ended September 30, (dollars in thousands):
Previous wording
For the first six months of 2026 net interest income was $637.5 million, an increase of $132.0 million from the same period of 2025, and our net interest income (FTE)(+) was $646.6 million, an increase of $132.9 million from the same period of 2025. The increases in both net interest income and net interest income (FTE)(+) were primarily the result of a $5.3 billion increase in average interest earning assets and higher net accretion income, partially offset by a $3.9 billion increase in average interest-bearing liabilities, primarily related to the acquisition of Sandy Spring.
Current wording
For the first nine months of 2026 net interest income was $965.9 million, an increase of $141.2 million from the same period of 2025, and our net interest income (FTE)(+) was $979.7 million, an increase of $142.4 million from the same period of 2025. The increases in both net interest income and net interest income (FTE)(+) were driven primarily by higher interest income on LHFI, reflecting loan growth and increased loan accretion income, as well as decreased cost on customer interest-bearing deposits, reflecting the impact of the Federal Reserve lowering the Federal Funds rate 75 bps between September and December 2025. The aforementioned increases were partially offset by higher borrowing costs from both short-term and long-term borrowings.
Previous wording
For the first six months of 2026, our net interest margin and net interest margin (FTE)(+) both increased 22 bps to 3.84% and 3.90%, respectively, compared to the first six months of 2025. The increases were primarily driven by lower cost of funds, as well as lower yield on interest-earning assets. Our cost of funds decreased 30 bps to 1.93% from 2.23% in the same period of 2025, due primarily to lower cost of deposits, reflecting the impact ofthe Federal Reserve lowering the Federal Funds rates 75 bps between September and December 2025, as well as reduced brokered deposits. Our earning asset yield decreased 7 bps to 5.78% for the first six months of 2026 from 5.85% in the same period of 2025, due primarily to lower loan yields, partially offset by accretion income related to the Sandy Spring acquisition.
Current wording
For the first nine months of 2026, our net interest margin and net interest margin (FTE)(+) both increased 16 bps to 3.84% and 3.89%, respectively, compared to the first nine months of 2025. The increases were primarily driven by lower cost of funds, partially offset by lower yield on interest-earning assets. Our cost of funds decreased 25 bps to 1.96% from 2.21% in the same period of 2025, due primarily to decreased costs on customer interest-bearing deposits, resulting fromthe Federal Funds rate decreases discussed above. Our earning asset yield decreased 9 bps to 5.80% for the first nine months of 2026 from 5.89% in the same period of 2025, due primarily to lower loan yields, partially offset by higher accretion income.
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 and six months ended June 30, (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 nine months ended September 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 and six months ended June 30, (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 nine months ended September 30, (dollars in thousands):
Previous wording
(1)The rate-related changes in interest income on loans includes the impact of higher accretion of the acquisition-related fair market value adjustments, as disclosed above.
Current wording
(1)The rate-related changes in interest income on loans includes the impact of accretion of the acquisition-related fair market value adjustments, as disclosed above.
Previous wording
(2)The rate-related changes in interest expense on deposits includes the impact of higher accretion (amortization) of the acquisition-related fair market value adjustments, as disclosed above.
Current wording
(2)The rate-related changes in interest expense on deposits includes the impact of accretion (amortization) of the acquisition-related fair market value adjustments, as disclosed above.
Previous wording
(3)The rate-related changes in interest expense on other borrowings include the impact of higher amortization of the acquisition-related fair market value adjustments, as disclosed above.
Current wording
(3)The rate-related changes in interest expense on other borrowings include the impact of amortization of the acquisition-related fair market value adjustments, as disclosed above.
Previous 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.
Current wording
Our noninterest income increased $37.4 million or 23.0% to $199.8 million for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily due to the full period impact of the Sandy Spring acquisition, which drove the majority of the $19.1 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 $10.2 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, partially offset by a $14.3 million pre-tax gain on sale of our equity interest in CSP and a $10.9 million pre-tax gain on CRE loan sale, both of which occurred in the second quarter of 2025. Additionally, loan-related interest rate swap fees increased $4.9 million due to an increase in transaction volumes associated with loan growth during the period.
Previous wording
Our adjusted operating noninterest income,(+) which excludes the pre-tax gain on sale of equity interest in Bearing Insurance ($32.3 million in 2026), the pre-tax gain on CRE loan sale ($15.7 million in 2025), the pre-tax gain on sale of equity interest in CSP ($14.3 million in 2025), and the pre-tax gains and losses on sale of securities (gains of $6 thousand in 2026 and losses of $87 thousand in 2025), increased $31.9 million or 39.5% to $112.7 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The increase in adjusted operating noninterest income(+) was primarily due to the full period impact of the Sandy Spring acquisition and a $6.3 million increase in loan-related interest rate swap fees, as discussed above, as well a $4.5 million increase in other operating income, primarily due to an increase in equity method investment income.
Current wording
Our adjusted operating noninterest income(+), which excludes the pre-tax gain on sale of equity interest in Bearing Insurance ($32.3 million in 2026), the pre-tax gain on CRE loan sale ($10.9 million in 2025), the pre-tax gain on sale of equity interest in CSP ($14.3 million in 2025), and the pre-tax gains and losses on sale of securities (gains of $16 thousand in 2026 and losses of $83 thousand in 2025), increased $30.2 million or 22.0% to $167.5 million for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. This increase was primarily due to the full period impact of the Sandy Spring acquisition and a $4.9 million increase in loan-related interest rate swap fees, as discussed above, and a $3.0 million increase in other operating income.
Previous wording
Our noninterest expense decreased $80.6 million or 28.8% to $199.1 million for the quarter ended June 30, 2026, compared to the quarter ended June 30, 2025, primarily driven by a $78.9 million decrease in pre-tax merger-related costs.
Current wording
Our noninterest expense decreased $34.1 million or 14.3% to $204.3 million for the quarter ended September 30, 2026, compared to the quarter ended September 30, 2025, primarily driven by a $34.8 million decrease in pre-tax merger-related costs.
Previous wording
Our adjusted operating noninterest expense(+), which excludes merger-related costs ($78.9 million in the second quarter of 2025) and amortization of intangible assets ($15.1 million in the second quarter of 2026 and $18.4 million in the second quarter of 2025) increased $1.6 million or 0.9% to $184.0 million for the quarter ended June 30, 2026, compared to the quarter ended June 30, 2025. The increase in adjusted operating noninterest expense(+) was primarily due to a $2.4 million increase in salaries and benefits expense, primarily due to an increase in variable incentive compensation, a $1.7 million increase in other expenses, a $1.7 million increase in marketing and advertising expense, and a $1.4 million increase in loan-related expenses. These increases were partially offset by a $2.0 million decrease in FDIC assessment premiums and other insurance due to a lower assessment in the second quarter of 2026, a $1.7 million decrease in professional services related to strategic projects that occurred in the prior year, and a $1.2 million decrease in technology and data processing expense primarily due to a decrease in online banking expenses, reflecting cost synergies realized from the Sandy Spring acquisition.
Current wording
Our adjusted operating noninterest expense(+), which excludes pre-tax merger-related costs ($34.8 million in the third quarter of 2025), amortization of intangible assets ($14.9 million in the third quarter of 2026 and $18.1 million in the third quarter of 2025), and the pre-tax loss on debt extinguishment ($2.7 million in the third quarter of 2026) increased $1.2 million or 0.7% to $186.7 million for the quarter ended September 30, 2026, compared to the quarter ended September 30, 2025. This increase was primarily due to a $5.7 million increase in salaries and benefits expense, primarily driven by an increase in group insurance expense and additional full-time equivalent employees associated with the Company’s North Carolina expansion, and a $2.9 million seasonal increase in marketing and advertising expense. These increases were partially offset by a $2.6 million decrease in professional services related to strategic projects incurred in the prior year, a $2.5 million decrease in other expenses primarily driven by gains on the sales of other real estate owned during the third quarter of 2026, and a $2.1 million decrease in FDIC assessment premiums and other insurance due to a lower assessment in the third quarter of 2026.
Previous wording
Our noninterest expense decreased $4.9 million or 1.2% to $408.9 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily driven by a $74.8 million decrease in pre-tax merger-related costs, partially offset by a $40.4 million increase in salaries and benefits expense, as well as other increases in noninterest expense categories discussed below, primarily due to the full period impact of the Sandy Spring acquisition.
Current wording
Our noninterest expense decreased $39.0 million or 6.0% to $613.3 million for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily driven by a $109.6 million decrease in pre-tax merger-related costs, partially offset by a $46.0 million increase in salaries and benefits expense, and other increases in noninterest expense categories discussed below, primarily reflecting the full period impact of the Sandy Spring acquisition.
Previous 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.
Current wording
Our adjusted operating noninterest expense(+), which excludes pre-tax merger-related costs ($9.0 million in 2026 and $118.7 million in 2025), amortization of intangible assets ($45.5 million in 2026 and $42.0 million in 2025), and the pre-tax loss on debt extinguishment ($2.7 million in 2026) increased $64.4 million or 13.1% to $556.1 million for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. This increase was primarily due to the full period impact of the Sandy Spring acquisition, which drove the majority of the $46.0 million increase in salaries and benefits expense, the $8.8 million increase in marketing and advertising expense, the $4.7 million increase in technology and data processing expense, the $4.2 million increase in occupancy expenses, the $3.7 million increase in loan-related expenses, and the $2.5 million increase in other expenses. These increases were partially offset by a $3.2 million decrease in professional services related to strategic projects incurred in the prior year and a $2.4 million decrease in FDIC assessment premiums and other insurance due to a lower assessment in 2026.
Previous wording
Wholesale Banking income before income taxes increased by $82.2 million and $137.0 million, respectively, for the three and six months ended June 30, 2026, compared to the three and six months ended June 30, 2025. The increases were primarily due to decreases in the provision for credit losses, primarily driven by the Day 1 initial provision expense recorded in the prior year on non-PCD loans and unfunded commitments, each acquired from Sandy Spring. Wholesale Banking net interest income also increased for the three and six months ended June 30, 2026, compared to the same periods in the prior year. The increase for the three months ended June 30, 2026 was primarily the result of lower cost of funds, driven by lower deposit costs. The increase for the six months ended June 30, 2026 was primarily the result of an increase in average interest earning assets and higher net accretion income, primarily related to the acquisition of Sandy Spring. In addition, Wholesale Banking noninterest income increased for the three and six months ended June 30, 2026 compared to the same periods in the prior year, primarily due to increases in fiduciary and asset management fees, reflecting an increase in assets under management and the full period impact of the Sandy Spring acquisition, and increases in loan-related interest rate swap fees due to an increase in transaction volumes associated with loan growth in the periods.
Current wording
Wholesale Banking income before income taxes increased by $153.3 million for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. The increase was primarily due to a decrease in the provision for credit losses, primarily driven by the Day 1 initial provision expense recorded in the prior year on non-PCD loans and unfunded commitments, each acquired from Sandy Spring. Wholesale Banking net interest income and noninterest income also increased compared to the same period in the prior year, primarily driven by the full period impact of the Sandy Spring acquisition, which drove the majority of the increases in interest income on LHFI and fiduciary and asset management fees, respectively.
Previous 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.
Current wording
The increase in income before income taxes for the nine months ended September 30, 2026, compared to the same period in the prior year, was partially offset by an increase in noninterest expense, primarily due to the full period impact of the Sandy Spring acquisition, which drove the majority of the increase in salaries and benefits expense.
Previous 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.
Current wording
At September 30, 2026, LHFI for the Wholesale Banking segment increased $1.1 billion to $24.3 billion, compared to December 31, 2025, primarily due to increases in the commercial and industrial, construction and land development, and other commercial loan portfolios.
Previous 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.
Current wording
At September 30, 2026, Wholesale Banking deposits increased $399.1 million to $11.7 billion, compared to December 31, 2025, primarily due to an increase in interest-bearing customer deposits.
Previous wording
Consumer Banking income before income taxes increased $8.8 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The increase was primarily due to an increase in net interest income, driven by an increase in average interest earning assets and higher net accretion income, primarily related to the acquisition of Sandy Spring. In addition, the Consumer Banking provision for credit losses decreased compared to the same period in the prior year, primarily driven by the Day 1 initial provision expense recorded in the prior year on non-PCD loans and unfunded commitments, each acquired from Sandy Spring. Consumer Banking noninterest income also increased compared to the same period in the prior year, primarily due to the Sandy Spring acquisition, which drove the majority of the increase in fiduciary and asset management fees and service charges on deposit accounts.
Current wording
Consumer Banking income before income taxes increased $1.7 million for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. The increase was primarily due to an increase in net interest income, primarily due to the full period impact of the Sandy Spring acquisition, which drove the majority of the increase in interest income on LHFI. In addition, the Consumer Banking provision for credit losses decreased compared to the same period in the prior year, primarily driven by the Day 1 initial provision expense recorded in the prior year on non-PCD loans and unfunded commitments, each acquired from Sandy Spring. Consumer Banking noninterest income also increased compared to the same period in the prior year, primarily due to the full period impact of the Sandy Spring acquisition, which drove the majority of the increase in fiduciary and asset management fees.
Previous 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.
Current wording
The increase in income before income taxes for the nine months ended September 30, 2026, compared to the same period in the prior year, was partially offset by an increase in noninterest expense, primarily due to the full period impact of the Sandy Spring acquisition, which drove the majority of the increase in salaries and benefits expense.
Previous 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.
Current wording
At September 30, 2026, LHFI for the Consumer Banking segment increased $246.6 million to $5.6 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 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.
Current wording
At September 30, 2026, Consumer Banking deposits increased $39.5 million to $17.9 billion, compared to December 31, 2025, primarily due to increases in time deposits, partially offset by decreases in demand deposits, savings accounts, and money market accounts.
Previous wording
The following table presents operating results for the three and six months ended June 30, for the Corporate Other segment (dollars in thousands):
Current wording
The following table presents operating results for the three and nine months ended September 30, for the Corporate Other segment (dollars in thousands):
Previous wording
(1)We use a funds transfer pricing methodology for our net interest income which utilizes the matched funding approach to allocate the cost of funds used or credit for funds provided to all operating loans and deposits, resulting in interest and dividend expense and interest income for our Corporate Other segment.
Current wording
(1)We use a funds transfer pricing methodology for our net interest income, which utilizes the matched funding approach to allocate the cost of funds used or credit for funds provided to all operating loans and deposits, resulting in interest and dividend expense and interest income in our Corporate Other segment.
Previous wording
Corporate Other income before income taxes increased by $96.3 million and $134.3 million, respectively, for the three and six months ended June 30, 2026, compared to the three and six months ended June 30, 2025, primarily due to decreases in noninterest expense, primarily driven by decreases in pre-tax merger-related costs. In addition, Corporate Other net interest income for the six months ended June 30, 2026 increased compared to the same period in the prior year, primarily driven by an increase in average interest earning assets and higher accretion income, primarily related to the acquisition of Sandy Spring.
Current wording
Corporate Other income before income taxes increased by $47.7 million and $182.0 million, respectively, for the three and nine months ended September 30, 2026, compared to the three and nine months ended September 30, 2025, primarily due to decreases in noninterest expense, primarily driven by decreases in pre-tax merger-related costs. In addition, Corporate Other net interest income for the nine months ended September 30, 2026 increased compared to the same period in the prior year, primarily due to the full period impact of the Sandy Spring acquisition. Corporate Other noninterest incomefor the nine months ended September 30, 2026 also increased compared to the same period in the prior year, primarily due to an increase in other operating income driven by the pre-tax gain on the sale of our equity interest in Bearing Insurance in the second quarter of 2026, partially offset by the pre-tax gain on sale of our equity interest in CSP and the pre-tax gain on CRE loan sale, both of which occurred in the second quarter of 2025.
Previous wording
Our effective tax rate was 21.3% for the quarter ended June 30, 2026, compared with (13.2%) for the quarter ended June 30, 2025. For the six months ended June 30, 2026 and June 30, 2025, our effective tax rates were 21.1% and 11.9%, respectively. The increase in the effective tax rate during the 2026 periods was primarily driven by an $8.0 million income tax benefit recognized in the second quarter of 2025 related to the re-evaluation of our state net deferred tax asset following the Sandy Spring acquisition.
Current wording
Our effective tax rate was 21.1% for the quarter ended September 30, 2026, compared with 20.8% for the quarter ended September 30, 2025. For the nine months ended September 30, 2026 and September 30, 2025, our effective tax rates were 21.1% and 17.2%, respectively. The increase in the effective tax rate for the nine months ended September 30, 2026 was primarily due to a $7.7 million income tax benefit recognized in the second quarter of 2025 related to the revaluation of our state net deferred tax asset following the Sandy Spring acquisition, as well as an overall increase in the proportion of taxable income to tax-exempt income.
Previous 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.
Current wording
At September 30, 2026, we had total assets of $38.4 billion, an increase of $765.9 million or 2.7% (annualized) from December 31, 2025. The increase in total assets was primarily due to increases in LHFI, partially offset by decreases in securities and cash and cash equivalents.
Previous 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.
Current wording
LHFI totaled $29.3 billion at September 30, 2026, an increase of $1.5 billion or 7.2% (annualized) from December 31, 2025, primarily due to increases in the commercial and industrial, construction and land development, and other commercial 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 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.
Current wording
Total securities at September 30, 2026 were $4.8 billion, a decrease of $484.3 million or 12.3% (annualized) from December 31, 2025, primarily due to principal repayments of AFS mortgage-backed securities and the impact of higher market interest rates on the fair value of AFS securities with the related unrealized losses reflected in AOCI. AFS securities totaled $3.7 billion at September 30, 2026, compared to $4.2 billion at December 31, 2025, with net unrealized losses of $475.0 million and $295.7 million, respectively. HTM securities totaled $845.3 million at September 30, 2026, compared to $884.2 million at December 31, 2025, with net unrealized losses of $83.1 million and $27.4 million, respectively.
Previous 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.
Current wording
At September 30, 2026, we had total liabilities of $33.3 billion, an increase of $721.7 million or 3.0% (annualized) from December 31, 2025, primarily due to increases in deposits and borrowings.
Previous 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.
Current wording
Total deposits at September 30, 2026 were $31.0 billion, an increase of $493.9 million or 2.2% (annualized) from December 31, 2025, primarily due to an increase in total interest-bearing customer deposits, partially offset by decreases in demand and brokered deposit balances. Refer to “Deposits” within this Item 2 for additional information on this topic.
Previous 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.
Current wording
At September 30, 2026, our stockholders’ equity was $5.1 billion, an increase of $44.2 million from December 31, 2025, primarily due to an increase in retained earnings, partially offset by share repurchase activity and an increase in accumulated other comprehensive losses resulting from the impact of higher market interest rates on the fair value of AFS securities. 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.
Showing the first 40 of 73 pairs. Open the source sections for the rest.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
draw request, including assessing on-going budget adequacy, and monitors project completion milestones. When underwriting CRE loans, we require collateral values in excess of the loan amounts, cash flows in excess of expected debt service requirements, and equity investment in the project. As part of the CRE loan origination process, we also stress test loan interest rates and occupancy rates to determine the impact of different economic conditions on the borrower’s ability to maintain appropriate debt service.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
issuances. We also maintain secured borrowing capacity with 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.