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EAGLE BANCORP INC

For the period ended Dec 31, 2025. Filed Mar 9, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 9, 2026

EGBN$34.04-0.3%Stored close · as of Nov 10, 2026

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Critical Accounting Policies and Estimates

The Company's Consolidated Financial Statements are prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") and follow general practices within the banking industry. Application of these principles requires management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes. These estimates, assumptions and judgments are based on information available as of the date of the Consolidated Financial Statements; accordingly, as this information changes, the Consolidated Financial Statements could reflect different estimates, assumptions, and judgments. Certain policies 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. Estimates, assumptions, and judgments are necessary when assets and liabilities are required to be recorded at fair value, when a decline in the value of an asset not carried on the financial statements at fair value warrants an impairment write-down or a valuation reserve to be established, or when an asset or liability needs to be recorded contingent upon a future event. Carrying assets and liabilities at fair value inherently results in more financial statement volatility.

Table of ContentsManagement's Discussion and Analysis | Critical Accounting Policies and Estimates

Allowance for Credit Losses and Provision for Unfunded Commitments

A consequence of lending activities is that we incur credit losses, so we record an allowance for credit losses (the "ACL") with respect to loan receivables and a reserve for unfunded commitments (the "RUC") as estimates of those losses. The amount of the ACL on loans is based on management's assessment of current expected credit losses ("CECL") in the portfolio.

The amount of such losses will vary depending upon the risk characteristics of the loan portfolio as affected by economic conditions such as changes in interest rates, the financial performance of borrowers and regional unemployment rates, which management estimates by using a national forecast and estimating a regional adjustment based on historical differences between the two.

Management has significant discretion in making the judgments inherent in the determination of the provisions for credit loss, the ACL and the RUC. Our determination of these amounts requires significant reliance on estimates and significant judgment as to the amount and timing of expected future cash flows on loans, significant reliance on historical loss rates on homogenous portfolios, consideration of our quantitative and qualitative evaluation of economic factors and the reliance on our reasonable and supportable forecasts.

We estimate the ACL on loans using a quantitative model that uses a probability of default ("PD") / Loss Given Default ("LGD") cash flow method with an exposure at default ("EAD") model to estimate expected credit losses for our loan segments. The modeling of expected prepayment speeds is based on historical internal data and adjustments to account for loan-specific risk characteristics after pooling our loan portfolio based on similar risk characteristics.

The Company uses regression analysis of historical internal and peer data provided by a third-party service provider (as Company loss data alone is insufficient) to determine suitable loss drivers to utilize when modeling lifetime PD and LGD. This analysis also determines how expected PD will react to forecasted levels of the loss drivers. During 2024, management enhanced the cash flow model to incorporate additional macroeconomic variables. The four economic variables selected, national unemployment (original variable used), Commercial Real Estate ("CRE") Price Index, House Price Index and Gross Domestic Product ("GDP"), are incorporated by utilizing a Loss Driver Analysis approach that factors in historical losses, including during the Great Recession, of regional peer banks and the Bank. The updated model incorporates a weighting of three economic scenarios; baseline, upside and downside. The scenarios cover the four economic forecast variables, with each segment of the portfolio linked to two of these variables, depending on the segment. The loss driver analysis is spread over a reasonable and supportable period of 18 months and reverts back to a historical loss rate over twelve months on a straight-line basis over the loan's remaining maturity. Management leverages economic projections from reputable and independent third parties to inform its loss driver forecasts over the forecast period.

Loans that have evidence of credit deterioration are excluded from the loan segments subject to the quantitative model described above and are individually assessed.

The RUC represents the expected credit losses on off-balance sheet commitments such as unfunded commitments to extend credit and standby letters of credit. The RUC is determined by estimating future draws and applying the expected loss rates on those draws.

The ACL also includes an amount for inherent risks not reflected in the historical analyses. Relevant factors reflected in the qualitative component of the reserve include, but are not limited to, concentrations of credit risk, appraisal risk from volatility in the market, changes in underwriting standards, experience and depth of lending staff and trends in delinquencies.

Management has developed an analytical process to monitor the adequacy of the ACL. Our methodology for determining our ACL was developed utilizing, among other factors, the guidance from federal banking regulatory agencies and relevant available information from internal and external sources and relating to past events, current conditions and reasonable and supportable forecasts. The process is being continually enhanced and refined based on periodic reviews. Material changes to these and other relevant factors may result in greater volatility to the reserve for credit losses, and therefore, greater volatility to our reported earnings. See "Note 1 – Summary of Significant Accounting Policies", "Note 3 – Investment Securities" and "Note 4 – Loans and Allowance for Credit Losses" to the Consolidated Financial Statements, and the “Provision for Credit Losses” and "Allowance for Credit Losses" sections below for more information on the provision for credit losses and ACL for the loan portfolio.

Table of ContentsManagement's Discussion and Analysis | Selected Financial Data

The following discussion is intended to assist in understanding the financial condition and results of operations of the Company as of and for the year ended December 31, 2025. The information contained in this section should be read together with the December 31, 2025 audited Consolidated Financial Statements and the accompanying Notes included in "Item 8. Financial Statements and Supplementary Data" of this Form 10-K.

This section of this Form 10-K generally discusses 2025 items and year-to-year comparisons between 2025 and 2024. Discussions of 2023 items and year-to-year comparisons between 2024 and 2023 that are not included in this Form 10-K can be found in "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of the Company’s Form 10-K for the fiscal year ended December 31, 2024.

As of December 31,
(dollars in thousands) · 2025 · 2024
Consolidated Balance Sheets:
Securities - available-for-sale$976,770$1,267,404
Securities - held-to-maturity854,780938,647
Loans held for sale90,650—
Loans held for investment7,280,4597,934,888
Allowance for credit losses(159,604)(114,390)
Total assets10,497,20311,129,508
Deposits9,133,6069,131,078
Other short-term borrowings—490,000
Long-term borrowings76,42876,108
Total liabilities9,365,9209,903,447
Total shareholders’ equity1,131,2831,226,061
For the Year Ended December 31,
(dollars in thousands except per share data)202520242023
Consolidated Statements of Operations:
Interest income$604,482$687,563$625,327
Interest expense334,595398,875334,781
Provision for credit losses293,09766,36031,536
Noninterest income29,30819,93921,536
Goodwill impairment—104,168—
Noninterest expense (including goodwill impairment)200,655274,634153,293
Income (loss) before income tax expense(196,184)(30,240)127,520
Income tax expense(58,132)16,79526,986
Net income (loss)(138,052)(47,035)100,534
Cash dividends declared15,31432,11754,293
Total net revenue (1)299,195308,627312,082
Per Common Share Data:
Net income (loss), basic$(4.55)$(1.56)$3.31
Net income (loss), diluted(4.55)(1.56)3.31
Dividends declared0.5051.071.80
Book value37.2640.6042.58
Common shares outstanding30,359,63230,202,00329,925,612
Weighted average common shares outstanding, basic30,347,12130,157,05130,345,504
Weighted average common shares outstanding, diluted30,347,12130,157,05130,393,100
Table of ContentsManagement's Discussion and Analysis | Selected Financial Data
For the Year Ended December 31,
2025 · 2024 · 2023
Ratios:
Net interest margin2.37%2.37%2.53%
Efficiency ratio (2)67.06%88.99%49.12%
Return on average assets(1.16)%(0.38)%0.84%
Return on average common equity(11.47)%(3.77)%8.11%
CET1 capital (to risk weighted assets)13.07%14.63%13.90%
Total capital (to risk weighted assets)14.33%15.86%14.79%
Tier 1 capital (to risk weighted assets)13.07%14.63%13.90%
Tier 1 capital (to average assets)9.72%10.74%10.73%
Dividend payout ratio(11.09)%(68.28)%54.00%
As of December 31,
(dollars in thousands)20252024
Asset Quality:
Nonperforming assets and loans 90+ past due(3)$108,956$211,449
Nonperforming assets and loans 90+ past due to total assets1.04%1.90%
Nonperforming loans to total loans1.47%2.63%
Allowance for credit losses to loans2.19%1.44%
Allowance for credit losses to nonperforming loans149.31%54.81%
For the Year Ended December 31,
(dollars in thousands)202520242023
Asset Quality Activity:
Net charge-offs$248,178$38,555$18,850
Net charge-offs to average loans3.22%0.48%0.24%

(1)Total net revenue calculated as net interest income plus noninterest income.

(2)Computed by dividing noninterest expense by total net revenue.

(3)Excludes HFS loans.

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