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REPUBLIC BANCORP INC /KY/

For the period ended Sep 30, 2025. Filed Nov 6, 2025.

View on SEC.gov

About 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, 2025 · Filed Nov 6, 2025

RBCAA$90.91-0.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-07.

0001558370-25-010682

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-06.

0001104659-25-107626

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 366 previous paragraphs and 370 current paragraphs.

156 unchanged; 139 reworded; 63 added; 58 removed; 13 previous and 12 current paragraphs rearranged.

Tables are not compared: 217 previous and 222 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 (63)

Current report

During the second quarter of 2025, the Company implemented a minimum loan balance threshold, as a practical expedient, for assessing individual loans for impairment. This threshold applies to loans with a risk rating of Special Mention or worse. The application of this new practical expedient resulted in a $518,000 net credit adjustment to the Provision during the second quarter of 2025.

Current report

The Company executes contracts with individual Tax Providers to offer RTs to their taxpayer customers. RT revenue is recognized by the Bank immediately after the taxpayer’s refund is disbursed in accordance with the RT contract with the taxpayer customer. The fee paid by the taxpayer for the RT is shared between the Bank and the Tax Providers based on contracts executed between the parties.

Current report

The Company presents RT revenue net of any amounts shared with the Tax Providers. The Bank’s share of RT revenue is generally based on the obligations undertaken by the Tax Provider for each individual RT program, with more obligations generally corresponding to higher RT revenue share. The significant majority of net RT revenue is recognized and obligations under RT contracts fulfilled by the Bank during the first half of each year. Incremental expenses associated with the fulfilment of RT contracts are generally expensed during the first half of each year. Fees earned by the Company on RTs, net of revenue share, are reported as noninterest income under the line item “Net refund transfer fees.”

Current report

See additional detail regarding the ERA/RA product under the Footnotes titled “Loans and Allowance for Credit Losses on Loans” and “Segment Information” of Part I Item 1 “Financial Statements.”

Current report

See additional detail regarding the RPS segment under the Footnote titled, “Segment Information” of Part I Item 1 “Financial Statements.”

Current report

See additional detail regarding the RCS segment under the Footnote titled, “Segment Information” of Part I Item 1 “Financial Statements.”

Current report

On July 4, 2025, new tax legislation referred to as the One Big Beautiful Bill Act was enacted into law by the federal government. The tax provisions of the One Big Beautiful Bill Act did not have a material impact on the Company’s income tax expense. The retroactive extension of bonus depreciation and the repeal requiring the capitalization of research and development expenditures has afforded the Company additional income tax deductions for 2025, reducing the anticipated income taxes payable for 2025.

Current report

All ERAs/RAs originated through TRS occur during the three month period of December through February each year. ERAs/ RAs originated through this Tax Provider represented approximately 63% of the total dollars of ERAs/RAs originated through TRS from December 2024 through February 2025. As a result of these originations, ERA/RA fee income reported in interest income on loans related to this Tax Provider represented 63%, 49% and 89% of the total ERA/RA fee income reported for TRS during the second quarter of 2025, the first six months of 2025, and the fourth quarter of 2024. In addition, Provision expense for ERAs/RAs originated through this Tax Provider represented 72%, 56% and 96% of the total Provision reported for TRS during the second quarter of 2025, the first six months of 2025, and the fourth quarter of 2024. Provision for the second quarter of 2025 was a net credit for both TRS, as a whole, and for ERAs/RAs originated through this Tax Provider.

Current report

Net RT revenue generated through this Tax Provider during the second quarter and first six months of 2025 represented approximately 6% and 20% of total net RT revenue generated through TRS for the respective periods. Net RT revenue during the fourth quarter of 2024 was nominal.

Current report

The following were the most significant components comprising the total Company’s net income fluctuation by reportable segment:

Current report

Total Company net interest income was $77.0 million during the third quarter of 2025 compared to $71.3 million during the third quarter of 2024, representing a $5.7 million or 8% increase. Total Company NIM increased 16 basis points to 4.65% during the third quarter of 2025 compared to 4.49% during the third quarter of 2024.

Current report

The following were the most significant components comprising the total Company’s net interest income and NIM fluctuations by reportable segment:

Current report

Warehouse Lending net interest income increased $225,000, or 6%, from the third quarter of 2024 to the third quarter of 2025, as total interest income decreased $493,000, or 5%, and total interest expense decreased $718,000, or 10%. While Warehouse NIM and loan yields declined 8 basis points and 102 basis points, respectively, during the third quarter of 2024 compared to the same period in 2025, average outstanding balances grew $47 million, or 9%. Average committed Warehouse lines of credit increased from $940 million for the third quarter of 2024 to $1.06 billion for the third quarter 2025 and average LOC usage fluctuated from 56% to 54% during the same periods.

Current report

RCS’s net interest income decreased $1.2 million, or 9%, from the third quarter of 2024 to the third quarter of 2025. The decline in net interest income was primarily driven by the period-to-period decrease in average outstanding loan balances related to the LOC II product and hospital receivable programs.

Current report

The following were the most significant components comprising the total Company’s Provision fluctuation by reportable segment:

Current report

The net credit for the third quarter of 2025 was primarily driven by the following:

Current report

The net charge for the third quarter of 2024 was primarily driven by the following:

Current report

As a percentage of total Traditional Bank loans, the Traditional Banking ACLL was 1.28% as of September 30, 2025, compared to 1.31% as of December 31, 2024, and 1.30% as of September 30, 2024.

Current report

TRS recorded a net credit to the Provision of $1.5 million during the third quarter of 2025 compared to a net credit of $2.3 million for the same period in 2024 related primarily to a decline in recoveries of prior period charge-offs. TRS experienced notably better paydowns of RAs during the first six months of 2025 compared to the same period in 2024 which has led to fewer recovery opportunities during the third quarter of 2025, as compared to the third quarter of 2024.

Current report

The Company believes, based on information presently available, that it has adequately provided for TRS loan losses as of September 30, 2025.

Current report

See additional detail regarding ERAs/RAs under the Footnote titled “Loans and Allowance for Credit Losses on Loans” of Part I Item 1 “Financial Statements” and “Business Segment Composition” in this section of the filing.

Current report

During the third quarter of 2024, the Traditional Bank recorded $1.9 million in charge-offs related to three linked, broker-related marine loans. The Company discontinued originating broker-related marine loans during the third quarter of 2024. During the first quarter of 2025, the Traditional Bank recorded a $1.6 million insurance recovery to noninterest income associated with these loans.

Current report

Total Company noninterest income decreased $245,000, or 1%, during the third quarter of 2025 compared to the same period in 2024.

Current report

The following were the most significant components comprising the total Company’s net interest income fluctuation by reportable segment:

Current report

Traditional Banking’s noninterest income decreased $576,000, or 5%, from the third quarter of 2024 compared to the third quarter of 2025.

Current report

Other noninterest income decreased $481,000 from the third quarter of 2024 to the third quarter of 2025. During the third quarter of 2024, the Company recorded $610,000 of annual** **card volume incentives, while the 2025 annual incentives, which totaled $781,000, were not received and recorded until October 2025.

Current report

TRS’s noninterest income increased $546,000, or 90%, from $609,000 for the third quarter of 2024 to $1.2 million for the third quarter of 2025, led primarily by a $535,000 increase in Net RT fees associated with final TRS rebate calculations.

Current report

Total Company noninterest expense increased $5.1 million, or 11%, during the third quarter of 2025 compared to the same period in 2024. The following were the most significant components comprising the total Company’s net interest expense fluctuation by reportable segment:

Current report

Noninterest expense at the RCS segment decreased $95,000, or 3%, during the third quarter of 2025 compared to the same period in 2024, driven primarily by a $169,000 reduction in marketing and development expenses, which generally fluctuate in-line with overall origination volume. Under the terms of the Company’s contract with its LOC II marketer-servicer, RCS reimburses the marketer-servicer a certain dollar amount for marketing costs based on each new line of credit originated during the period.

Current report

OVERVIEW** (Nine months ended September 30, 2025, Compared to Nine months ended September 30, 2024)**

Current report

The following were the most significant components comprising the total Company’s net income fluctuation by reportable segment:

Current report

RESULTS OF OPERATIONS**(Nine months ended September 30, 2025, Compared to Nine months ended September 30, 2024)**

Current report

The following were the most significant components comprising the total Company’s net interest income and NIM fluctuations by reportable segment:

Current report

Traditional Bank net interest income was $167.1 million for the first nine months of 2025, a $17.9 million, or 12%, increase from $149.2 million for the first nine months of 2024. The increase in net interest income was primarily driven by period-over-period growth in average interest-earning assets and NIM expansion.

Current report

Traditional Bank NIM increased from 3.49% during the first nine months of 2024 to 3.84% for the first nine months of 2025, consistent with the rise in its interest-earning asset yields and significant decrease in cost of funds.

Current report

investments into longer-term investment securities that provided more attractive yields than overnight interest-earning cash options.

Showing the first 40 of 63 passages. Open the source sections for the rest.

Removed paragraphs (58)

Previous report

Prior to the first quarter of 2024, Republic had reported mortgage banking as a separate reportable segment under Core Banking. Due to the quantitative and qualitative immateriality of this division, Management concluded its mortgage banking operations no longer constituted a separate reportable segment for SEC reporting purposes and now includes these results in the Traditional Banking segment. All prior period mortgage banking results of operations have been reclassified into the Traditional Banking segment.

Previous report

See additional detail regarding the RA product under Footnote 4 “Loans and Allowance for Credit Losses on Loans” of Part I Item 1 “Financial Statements.”

Previous report

On July 4, 2025, the President signed H.R. 1, the “One Big Beautiful Bill Act,” into law. The legislation includes several changes to federal tax law that generally allow for more favorable deductibility of certain business expenses beginning in 2025, including the restoration of immediate expensing of domestic research and development expenditures, reinstatement of 100% bonus depreciation, and more favorable rules for determining the limitation on business interest expense. These changes were not reflected in the income tax provision for the period ended June 30, 2025, as enactment occurred after the balance sheet date. The Company is currently evaluating the impact on future periods.

Previous report

Other notable items in the Company’s financial statements impacted by this contract not being renewed include the following:

Previous report

Total Company net interest income was $76.2 million during the second quarter of 2025 compared to $68.5 million during the second quarter of 2024, representing a $7.7 million or 11% increase. The Total Company NIM increased 25 basis points to 4.61% during the second quarter of 2025 compared to 4.36% during the second quarter of 2024.

Previous report

The following were the most significant components affecting the Company’s net interest income by reportable segment:

Previous report

and consumer money market accounts, which generally pay premium rates. The increase in money market balances was partially offset by an $85 million decrease in the average balance of third-party listing service deposits. In addition, the Company obtained a $131 million brokered CD during April 2025 that added $110 million to average deposit balances during the second quarter of 2025. This CD matures in July 2025.

Previous report

Net interest income within Warehouse increased $635,000, or 22%, from the second quarter of 2024 to the second quarter of 2025.

Previous report

The rise in Warehouse net interest income was primarily driven by a $110 million, or 24%, increase in average outstanding Warehouse balances from $457 million during the second quarter of 2024 to $567 million for the second quarter of 2025. Average committed Warehouse LOCs increased from $940 million to $995 million during these same periods, while higher demand caused average usage rates for Warehouse LOC to increase from 49% during the second quarter of 2024 to 57% for the second quarter of 2025.

Previous report

RCS’s net interest income increased $694,000, or 6%, from the second quarter of 2024 to the second quarter of 2025. The increase was driven primarily by an increase in fee income from RCS’s LOC II product, as net interest income increased $388,000 to $7.1 million from the second quarter of 2024 to the second quarter of 2025. The rise in net interest income for this LOC product was driven primarily by a period-to-period increase in average outstanding loan balances of approximately $3 million.

Previous report

The following were the most significant components comprising the Company’s Provision by reportable segment:

Previous report

The net charge of $517,000 for the second quarter of 2025 was driven by the following:

Previous report

The net charge of $915,000 for the second quarter of 2024 was primarily driven by the following:

Previous report

As a percentage of total Traditional Bank loans, the Traditional Banking ACLL was 1.29% as of June 30, 2025, compared to 1.31% as of December 31, 2024, and 1.30% as of June 30, 2024. The Company believes, based on information presently available, that it has adequately provided for Traditional Banking loan losses as of June 30, 2025.

Previous report

For the second quarter of 2025, TRS recorded a net credit to the Provision of $3.9 million to bring its preliminary March 31, 2025, ACLL estimate in-line with its final June 30, 2025, charge-offs. TRS’s incurred loss rate for unguaranteed RAs as of June 30, 2025, was 2.81% of total of the $801 million of the total loans originated during December 2024 and the first two months of 2025.

Previous report

During the second quarter of 2024, TRS recorded a net credit to the Provision of $1.2 million. TRS’s incurred loss rate for unguaranteed RAs as of June 30, 2024, was 3.30% of total of the $874 million of the total loans originated during December 2023 and the first two months of 2024.

Previous report

In-line with its customary June 30 th charge-off policy for RA loans, the Company completely charged-off all remaining unpaid RAs as of June 30, 2025, with approximately $2.3 million of the RAs that are expected to be recovered under loan-loss guaranty arrangements with Tax Providers recorded as receivables in other assets on the balance sheet.

Previous report

For factors affecting the comparison of the TRS results of operations for the second quarter of 2025 and the second quarter of 2024, see section titled*“OVERVIEW (Three Months Ended June 30, 2025, Compared to Three Months Ended June 30, 2024) - Tax Refund Solutions.”*

Previous report

See additional detail regarding the RA product under Footnote 4 “Loans and Allowance for Credit Losses on Loans” of Part I Item 1 “Financial Statements.”

Previous report

Total Company noninterest income decreased $702,000, or 4%, during the second quarter of 2025 compared to the same period in 2024.

Previous report

Traditional Banking’s noninterest income increased $399,000, or 4%, from the second quarter of 2024 compared to the second quarter of 2025. The increase in noninterest income was primarily driven by a $284,000 increase in mortgage banking income, which resulted a modest period-over-period improvement in pricing received on fixed rate loans sold into the secondary market. Other income also increased $280,000 for the second quarter of 2025 compared to the second quarter of 2024 and was driven primarily by a $328,000 net gain on sale of the Bank’s consumer credit card portfolio which was completed during the quarter.

Previous report

TRS’s noninterest income decreased from $3.9 million for the second quarter of 2024 to $2.7 million for the second quarter of 2025, led by a $1.2 million decline in Net RT fees. The lower Net RT Fees collected was attributable to a 17% decline in number tax refunds funded during the second quarter of 2025 versus the second quarter of 2024, with a greater percentage of RT volume received and funded during the first quarter 2025 as compared to 2024.

Previous report

For factors affecting the comparison of the TRS results of operations for the first quarter of 2024 and the first quarter of 2023, see section titled*“OVERVIEW (Three Months Ended June 30, 2025, Compared to Three Months Ended June 30, 2024) - Tax Refund Solutions.”*

Previous report

Total Company noninterest expense increased $2.0 million, or 4%, during the second quarter of 2025 compared to the same period in 2024.

Previous report

The following were the most significant components comprising the increase in noninterest expense by reportable segment:

Previous report

Noninterest expense at the RCS segment decreased $1.6 million, or 40%, during the second quarter of 2025 compared to the same period in 2024, driven by a $1.7 million reduction in marketing expenses. The favorable decline in Marketing expenses included a $763,000 reimbursement for a prior period billing dispute.

Previous report

OVERVIEW** (Six months ended June 30, 2025, Compared to Six months ended June 30, 2024)**

Previous report

RESULTS OF OPERATIONS**(Six months ended June 30, 2025, Compared to Six months ended June 30, 2024)**

Previous report

The following were the most significant components affecting the Company’s net interest income by reportable segment:

Previous report

The Traditional Bank’s net interest income increased $11.5 million, or 12%, for the first six months of 2025 compared to the same period in 2024, benefitted from period-over-period growth in average interest-earning assets and a NIM expansion. Traditional Banking’s NIM was 3.81% for the first six months of 2025, an increase of 38 basis points from the first six months of 2024, as the rise in its interest-earning asset yields outpacing the rise in funding costs.

Previous report

The increase in the Traditional Bank’s net interest income and NIM during the first six months of 2025 was primarily attributable to the following factors:

Previous report

RCS’s net interest income increased $1.2 million, or 5%, from the first six months of 2024 to the first six months of 2025. The increase was driven primarily by an increase in fee income from RCS’s LOC II product as net interest income increased $550,000 to $13.9 million from the first six months of 2024 to the same period in 2025. The rise in net interest income for this LOC product was driven primarily by a period-to-period increase in average outstanding loan balances.

Previous report

The following were the most significant components comprising the Company’s Provision by reportable segment:

Previous report

For the first six months of 2025, the net credit of $252,000 to the Provision for the Traditional Bank primarily reflected the following:

Previous report

For the first six months of 2024, the net charge of $1.3 million to the Provision for the Traditional Bank primarily reflected the following:

Previous report

As a percentage of total Traditional Bank loans, the Traditional Banking ACLL was 1.29% as of June 30, 2025, compared to 1.31% as of December 31, 2024, and 1.30% as of June 30, 2024. The Company believes, based on information presently available, that it has adequately provided for Traditional Banking loan losses as of June 30, 2025.

Showing the first 40 of 58 passages. Open the source sections for the rest.

Reworded paragraphs (139)

Previous wording

Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by the statement. These statements are often, but not always, made through the use of words or phrases such as “anticipate,” “believe,” “can,” “conclude,” “continue,” “could,” “estimate,” “expect,” “forecast,” “foresee,” “goal,” “intend,” “may,” “might,” “outlook,” “possible,” “plan,” “predict,” “project,” “potential,” “seek,” “should,” “target,” “will,” “will likely,” “would,” or other similar expressions. These forward-looking statements are not historical facts and are based on current expectations, estimates and projections about our industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control.

Current wording

Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by the statement. These statements are often, but not always, made through the use of words or phrases such as “anticipate,” “believe,” “can,” “conclude,” “continue,” “could,” “estimate,” “expect,” “forecast,” “foresee,” “goal,” “intend,” “may,” “might,” “outlook,” “possible,” “plan,” “predict,” “project,” “potential,” “seek,” “should,” “target,” “will,” “will likely,” “would,” or other similar expressions. These forward-looking statements are not historical facts and are based on current expectations, estimates and projections about the industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond Management’s control.

Previous wording

For disclosure regarding the impact to the Company’s financial statements of ASUs, see Footnote 1 “Basis of Presentation and Summary of Significant Accounting Policies” of Part I Item 1 “Financial Statements.”

Current wording

For disclosure regarding the impact to the Company’s financial statements of ASUs, see the Footnote titled, “Basis of Presentation and Summary of Significant Accounting Policies” of Part I Item 1 “Financial Statements.”

Previous wording

A summary of the Company's significant accounting policies is set forth in Part II “Item 8. Financial Statements and Supplementary Data” of its Annual Report on Form 10-K for the year ended December 31, 2024.

Current wording

A summary of the Company's significant accounting policies is set forth in Part II “Item 8. Financial Statements and Supplementary Data” of its Annual Report on Form 10-K for

Previous wording

Critical accounting policies are those that management believes are the most important to the portrayal of the Company’s financial condition and operating results and require management to make estimates that are difficult, subjective, and complex. Most accounting policies are not considered by management to be critical accounting policies. Several factors are considered in determining whether or not a policy is critical in the preparation of the financial statements. These factors include, among other things, whether the estimates have a significant impact on the financial statements, the nature of the estimates, the ability to readily validate the estimates with other information including independent third-parties or available pricing, sensitivity of the estimates to changes in economic conditions and whether alternative methods of accounting may be utilized under GAAP. Management has discussed each critical accounting policy and the methodology for the identification and determination of critical accounting policies with the Company’s Audit Committee.

Current wording

Critical accounting policies are those that management believes are the most important to the portrayal of the Company’s financial condition and operating results and require management to make estimates that are difficult, subjective, and complex. Most accounting policies are not considered by management to be critical accounting policies. Several factors are considered in determining whether or not a policy is critical in the preparation of the financial statements. These factors include, among other things, whether the estimates have a significant impact on the financial statements, the nature of the estimates, the ability to readily validate the estimates with other information including independent third-parties or available pricing, sensitivity of the estimates to changes in economic conditions and

Previous wording

Within the ACLL model, the Company utilizes the “static-pool” method. This method analyzes historical closed pools of loans over their expected lives to attain a loss rate, which is then adjusted for current conditions and reasonable, supportable forecasts prior to being applied to the current balance of the analyzed pools. Due to its reasonably strong correlation to the Company's historical net loan losses, the Company has chosen to use the U.S. national unemployment rate as its primary forecasting tool. For its CRE loan pool, the Company employs a one-year forecast of general CRE values.

Current wording

Within the ACLL model, the Company utilizes a static pool method. This method analyzes historical closed pools of loans over their expected lives to attain a loss rate, which is then adjusted for current conditions and reasonable, supportable forecasts prior to being applied to the current balance of the analyzed pools. Due to its reasonably strong correlation to the Company's historical net loan losses, the Company has chosen to use the U.S. national unemployment rate as its primary forecasting tool. For its CRE loan pool, the Company employs a one-year forecast of general CRE values.

Previous wording

During the first quarter of 2025, the Company further segmented its CRE portfolio into Owner Occupied CRE, Nonowner Occupied CRE, and Multi-family. The Multi-family portfolio consists of properties with five or more dwelling units in structures (including apartment buildings and apartment hotels) used primarily to accommodate households on a more-or-less permanent basis. The Company believes this additional portfolio segmentation will provide better granularity to the ACLL in the future. Given the loss history for each of these portfolio segments over the past several years, this additional segmentation did not have a material impact to the Company’s ACLL. This additional segmentation could have material impacts to the ACLL in the future, however, depending upon the overall credit performance of each of these individual portfolios on a go-forward basis.

Current wording

During the first quarter of 2025, the Company further segmented its CRE portfolio into Owner-occupied CRE, Nonowner-occupied CRE, and Multi-family. The Multi-family portfolio consists of properties with five or more dwelling units in structures (including apartment buildings) used primarily to accommodate households on a more-or-less permanent basis. The Company believes this additional portfolio segmentation will provide better granularity to the ACLL in the future. Given the loss history for each of these portfolio segments over the past several years, this additional segmentation did not have a material impact to the Company’s ACLL. This additional segmentation could have material impacts to the ACLL in the future, however, depending upon the overall credit performance of each of these individual portfolios on a go-forward basis.

Previous wording

As of June 30, 2025, the Company was divided into five reportable segments: Traditional Banking, Warehouse Lending, TRS, RPS, and RCS. Management considers the first two segments to collectively constitute “Core Bank” or “Core Banking” operations, while the last three segments collectively constitute RPG operations.

Current wording

As of September 30, 2025, the Company was divided into five reportable segments: (I) Traditional Banking, (II) Warehouse Lending, (III) TRS, (IV) RPS, and (V) RCS. Management considers the first two segments to collectively constitute “Core Bank” or “Core Banking” operations, while the last three segments collectively constitute RPG operations.

Previous wording

During 2023, the Bank purchased a block of single-family, first-lien mortgage loans for investment through its Correspondent Lending Channel, with these loans secured by owner-occupied collateral generally located outside of the Bank’s market footprint. During the first quarter of 2024, Management elected to sell $67 million of these loans and the sale was completed during the second quarter of 2024.

Current wording

During 2023, the Bank purchased a block of single-family, first-lien residential real estate loans for investment through its Correspondent Lending Channel, with these loans secured by owner-occupied collateral generally located outside of the Bank’s market footprint. During the first quarter of 2024, Management elected to sell $67 million of this portfolio, with the sale completed during the second quarter of the same year.

Previous wording

The Bank offers single-family, first-lien residential real estate ARMs with interest rate adjustments tied to various market indices with specified minimum and maximum adjustments. The Bank generally charges a premium interest rate for its ARMs if the property is nonowner-occupied. The interest rates on the majority of ARMs are adjusted after their fixed rate periods on an annual or semi-annual basis, with most having annual and lifetime limitations on upward rate adjustments to the loan. These loans typically feature amortization periods of up to 30 years and have fixed interest-rate periods generally ranging from five to ten years, with demand dependent upon market conditions. While there is no requirement for clients to refinance their loans at the end of the fixed-rate period, clients have historically done so the majority of the time, as most clients are interest-rate-risk averse on their first mortgage loans.

Current wording

The Bank offers single-family, first-lien residential real estate ARMs with interest rate adjustments tied to various market indices with specified minimum and maximum adjustments. The Bank generally charges a premium interest rate for its ARMs if the property is nonowner-occupied. The interest rates on the majority of ARMs are adjusted after their fixed rate periods on an annual or semi-annual basis, with most having annual and lifetime limitations on upward rate adjustments to the loan. These loans typically feature amortization periods of up to 30 years and have fixed interest-rate periods generally ranging from five to ten years, with demand dependent upon market conditions. While there is no requirement for clients to refinance their loans at the end of the fixed-rate period, clients have historically done so the majority of the time, as most clients are interest-rate-risk averse on first-lien mortgage loans.

Previous wording

As part of the sale of loans with servicing retained, the Bank records MSRs. MSRs represent an estimate of the present value of future cash servicing income, net of estimated costs, which the Bank expects to receive on loans sold with servicing retained by the Bank. MSRs are capitalized as separate assets. This transaction is posted to net gain on sale of loans, a component of “mortgage banking income” in the income statement. Management considers all relevant factors, in addition to pricing considerations from other servicers, to estimate the fair value of the MSRs to be recorded when the loans are initially sold with servicing retained by the Bank. The carrying value of MSRs is initially amortized in proportion to and over the estimated period of net servicing income and subsequently adjusted quarterly based on the weighted average remaining life of the underlying loans. The MSR amortization is recorded as a reduction to net servicing income, a component of “mortgage banking income.”

Current wording

As part of the sale of loans with servicing retained, the Bank records MSR’s. MSR’s represent an estimate of the present value of future cash servicing income, net of estimated costs, which the Bank expects to receive on loans sold with servicing retained by the Bank. MSR’s are capitalized as separate assets. This transaction is posted to net gain on sale of loans, a component of noninterest income under “mortgage banking income” in the income statement. Management considers all relevant factors, in addition to pricing considerations from other servicers, to estimate the fair value of the MSR’s to be recorded when the loans are initially sold with servicing retained by the Bank. The carrying value of MSR’s is initially amortized in proportion to and over the estimated period of net servicing income. MSR amortization is recorded as a reduction to net servicing income, a component of “mortgage banking income.”

Previous wording

With the assistance of an independent third-party, the MSRs asset is reviewed at least quarterly for impairment based on the fair value of the MSRs using groupings of the underlying loans based on predominant risk characteristics. Any impairment of a grouping is reported as a valuation allowance. A primary factor influencing the fair value is the estimated life of the underlying loans serviced. The estimated life of the loans serviced is significantly influenced by market interest rates. During a period of declining interest rates, the fair value of the MSRs is expected to decline due to increased anticipated prepayment speeds within the portfolio. Alternatively, during a period of rising interest rates, the fair value of MSRs would be expected to increase as prepayment speeds on the underlying loans would be expected to decline.

Current wording

With the assistance of an independent third-party, the MSR’s asset is reviewed at least quarterly for impairment based on the fair value of the MSR’s using groupings of the underlying loans based on predominant risk characteristics. Any impairment of a grouping is reported as a valuation allowance. A primary factor influencing the fair value is the estimated remaining life of the underlying loans serviced which is significantly influenced by market interest rates. During a period of declining interest rates, the fair value of the MSR’s is expected to decline due to increased anticipated prepayment speeds within the portfolio. Alternatively, during a period of rising interest rates, the fair value of MSR’s would be expected to increase as prepayment speeds on the underlying loans would be expected to decline.

Previous wording

C&I loans typically include those secured by general business assets, which consist of equipment, accounts receivable, inventory, and other business assets owned by the borrower/guarantor. Credit facilities include annually renewable LOCs and term loans with maturities typically from three to five years and may also involve financial covenant requirements. These requirements are monitored by the Bank’s CCAD. Underwriting for C&I loans is based on the borrower’s capacity to repay

Current wording

C&I loans typically include those secured by general business assets, which consist of equipment, accounts receivable, inventory, and other business assets owned by the borrower/guarantor. Credit facilities include annually renewable LOCs and term loans with maturities typically ranging from three to five years and may also involve financial covenant requirements. These requirements are monitored by the Bank’s CCAD. Underwriting for C&I loans is based upon the borrower’s capacity to

Previous wording

these loans from operating cash flows, typically measured by EBITDA (earnings before interest, taxes, depreciation and amortization), with capital strength, collateral, and management experience also important underwriting considerations. The targeted C&I credit size for client relationships is typically between $1 million and $10 million, with higher targets between $10 million and $35 million targeted by theCorporate Banking group.

Current wording

repay these loans from operating cash flows, typically measured by EBITDA (earnings before interest, taxes, depreciation, and amortization), with capital strength, collateral, and management experience also important underwriting considerations. The targeted C&I credit size for client relationships is typically between $1 million and $10 million, with higher targets between $10 million and $35 million targeted by theCorporate Banking group.

Previous wording

CRE and multi-family loans are typically secured by improved property such as office buildings, medical facilities, retail centers, warehouses, apartment buildings, condominiums, schools, religious institutions, and other types of commercial use property. TheCRE Banking group, which launched in 2022, focuses on large CRE projects, typically in amounts from $5 million to $25 million. Borrowers are generally single-asset entities, mostly nonowner-occupied CRE. Primary underwriting considerations are cash flow projections (current and historical), financial capacity of sponsors, and collateral value financed. Fixed rate financing and reciprocal interest rate swaps are used as well. Given the size of these credits, the Bank generally seeks established, well-known borrowers and projects with low credit risk.

Current wording

CRE and multi-family loans are typically secured by improved property such as office buildings, medical facilities, retail centers, warehouses, apartment buildings, condominiums, schools, religious institutions, and other types of commercial use property. TheCRE Banking group, which launched in 2022, focuses on large CRE projects, typically in amounts from $5 million to $25 million. Borrowers are generally single-asset entities and the underlying collateral is nonowner-occupied. Primary underwriting considerations are cash flow projections (current and historical), financial capacity of sponsors, and collateral value financed. Fixed rate financing and reciprocal interest rate swaps are used as well. Given the size of these credits, the Bank generally seeks established, well-known borrowers and projects with low credit risk.

Previous wording

The** **Commercial Banking group focuses on small and medium sized C&I and owner-occupied CRE opportunities. Borrowers are generally single-asset entities and loan sizes typically range from $1 million to $5 million. As with Corporate Banking, the primary underwriting considerations are cash flow projections (current and historical), quality of leases, financial capacity of sponsors, and collateral value of property financed. Interest rates offered are based on both fixed and variable interest-rate formulas.

Current wording

The** **Commercial Banking group focuses on small and medium sized C&I and CRE Owner-occupied opportunities. Borrowers are generally single-asset entities and loan sizes typically range from $1 million to $5 million. As with Corporate Banking, the primary underwriting considerations are cash flow projections (current and historical), quality of leases, financial capacity of sponsors, and collateral value of property financed. Interest rates offered are based on both fixed and variable interest-rate formulas.

Previous wording

The Bank is an SBA Preferred Lending Partner, which allows the Bank to underwrite and approve its own SBA loans in an expedited manner. The Bank makes loans to borrowers generally up to $3 million under the SBA “7A Program,” as well as utilize the “504 Program” for owner-occupied CRE opportunities. The Bank’s lenders utilize programs of the SBA to reduce credit risk exposure.

Current wording

The Bank is an SBA Preferred Lending Partner, which allows the Bank to underwrite and approve its own SBA loans in an expedited manner. The Bank makes loans to borrowers generally up to $3 million under both the SBA “7A Program” and the “504 Program” for CRE Owner-occupied opportunities. The Bank utilizes these programs to reduce credit risk exposure.

Previous wording

Construction & Land Development Lending — The Bank originates business loans for the construction of both single-family, residential properties and commercial properties (apartment complexes, shopping centers, office buildings) to borrowers primarily located within the Bank’s market footprint or in an adjoining market. While not a focus for the Bank, the Bank may originate loans for the acquisition and development of residential or commercial land into buildable lots.

Current wording

Construction & Land Development Lending — The Bank originates business loans for the construction of both single-family, residential properties and commercial properties (apartment complexes, shopping centers and office buildings) to borrowers primarily located within the Bank’s market footprint or in an adjoining market. While not a major focus for the Bank, the Bank may originate loans for the acquisition and development of residential or commercial land into buildable lots.

Previous wording

**Correspondent Lending —**During 2023, the Bank purchased a block of single family, first-lien mortgage loans for investment through its Correspondent Lending channel. The Bank had previously purchased Correspondent loans dating back to 2014 and 2015. Correspondent Lending generally involves the Bank purchasing, primarily from its Warehouse Lending clients, closed loans that meet the Bank’s specifications. Substantially all loans purchased through the Correspondent Lending channel are purchased at a premium. Premiums on loans held for investment acquired though the Correspondent Lending channel will be amortized into interest income over the expected life of the loan utilizing the level-yield. Loans acquired through the Correspondent Lending channel are generally made to borrowers outside of the Bank’s historical market footprint. During the first quarter of 2024, Management elected to sell $67 million of these loans and the sale was completed during the second quarter of 2024.

Current wording

**Correspondent Lending —**During 2014, 2015 and 2023, the Bank purchased select blocks of single family, first-lien mortgage loans for investment from Warehouse Lending clients through its Correspondent Lending channel. These loans were purchased at a premium that is amortized into interest income over the expected life of the loan utilizing the level-yield. Loans acquired through the Correspondent Lending channel are generally made to borrowers outside of the Bank’s historical market footprint. During the first quarter of 2024, Management elected to sell $67 million of the loans purchased in 2023 and the sale was completed during the second quarter of 2024.

Previous wording

See additional detail regarding the Traditional Banking segment under Footnote 15 “Segment Information” of Part I Item 1 “Financial Statements.”

Current wording

See additional detail regarding the Traditional Banking segment under the Footnote titled, “Segment Information” of Part I Item 1 “Financial Statements.”

Previous wording

The Core Bank provides short-term, revolving credit facilities to mortgage bankers across the U.S. through mortgage warehouse lines of credit. These credit facilities are primarily secured by single-family, first-lien residential real estate loans. The credit facility enables the mortgage banking clients to close single-family, first-lien residential real estate loans in their own name and temporarily fund their inventory of these closed loans until the loans are sold to investors approved by the Bank. Individual advances for loans are expected to remain on the warehouse LOC for an average of 15 to 30 days. Advances for reverse mortgage loans and construction loans typically remain on the LOC longer than conventional mortgage loans. Interest income and loan fees are accrued for each individual advance during the time the advance remains on the warehouse LOC and is collected when the loan is sold. The Core Bank receives the sale proceeds of each loan directly from the investor and applies the funds to pay off the warehouse advance and related accrued interest and fees. The remaining proceeds are credited to the mortgage banking client.

Current wording

The Core Bank provides short-term, revolving credit facilities to mortgage bankers across the U.S. through mortgage warehouse lines of credit. These credit facilities are primarily secured by single-family, first-lien residential real estate loans. The credit facility enables the mortgage banking clients to close single-family, first-lien residential real estate loans in their own name and temporarily fund their inventory of these closed loans until the loans are sold to investors approved by the Bank. Individual loans are expected to remain on the warehouse LOC for an average of 15 to 30 days. Advances for reverse mortgage loans and construction loans typically remain on the LOC longer than conventional mortgage loans. Interest income and loan fees are accrued for each individual advance during the time the advance remains on the warehouse LOC and collected when the loan is sold. The Core Bank receives the sale proceeds of each loan directly from the investor and applies the funds to pay off the warehouse advance and related accrued interest and fees. The remaining proceeds are credited to the mortgage banking client.

Previous wording

See additional detail regarding the Warehouse Lending segment under Footnote 15 “Segment Information” of Part I Item 1 “Financial Statements.”

Current wording

See additional detail regarding the Warehouse Lending segment under the Footnote titled, “Segment Information” of Part I Item 1 “Financial Statements.”

Previous wording

Through the TRS segment, the Bank facilitates the receipt and payment of federal and state tax refund products and offers a credit product through third-party tax preparers located throughout the U.S., as well as tax-preparation software providers that offer Republic Bank ERAs, RAs, and RTs (collectively, the “Tax Providers”). The majority of the business generated by the TRS business occurs during the first half of each year. During the second half of each year, TRS generates limited revenue and incurs costs preparing for the

Current wording

Through the TRS segment, the Bank facilitates the receipt and payment of federal and state tax refund products and offers a credit product through third-party tax preparers located throughout the U.S., as well as tax-preparation software providers that offer Republic Bank RTs, RAs and ERAs, collectively, the “Tax Providers”). The majority of the business generated by the TRS business occurs during the first half of each year. During the second half of each year, TRS generates limited revenue and incurs costs preparing for the next year’s tax season. During December 2024 and 2023, TRS originated ERAs related to tax returns that were anticipated to be filed during the first quarter of the following tax filing season.

Previous wording

RTs are fee-based products whereby a tax refund is issued to the taxpayer after the Bank has received the refund from the federal or state government. There is no credit risk or borrowing cost associated with these products because they are only delivered to the taxpayer upon receipt of the tax refund directly from the governmental paying authority. Fees earned by the Company on RTs, net of revenue share, are reported as noninterest income under the line item “Net refund transfer fees.”

Current wording

RTs are fee-based products whereby a tax refund is issued to the taxpayer after the Bank has received the refund from the federal or state government. There is no credit risk or borrowing cost associated with these products because they are only delivered to the taxpayer upon receipt of the tax refund directly from the governmental paying authority. An RT allows a taxpayer to pay any applicable tax preparation and filing related fees directly from his federal or state government tax refund, with the remainder of the tax refund disbursed directly to the taxpayer. RT fees and all applicable tax preparation, transmitter, audit, and any other taxpayer authorized amounts are deducted from the tax refund by either the Bank or the Bank’s service provider and automatically forwarded to the appropriate party as authorized by the taxpayer. RT fees generally receive first priority when applying fees against the taxpayer’s refund, with the Bank’s share of RT fees generally superior to the claims of other third-party service providers, including the Tax Providers. The remainder of the refund is disbursed to the taxpayer by a Bank check, direct deposit to the taxpayer’s personal bank account, or loaded to a prepaid card.

Previous wording

Since its introduction in December of 2022, the ERA loan product has been structured similarly to the RA, with the primary differences being the timing of when the ERAs are originated and the documentation available to underwrite the ERAs. The ERA is originated prior to the taxpayer receiving their fiscal year taxable income documentation,e.g., W-2, and the filing of the taxpayer’s final federal tax return. As such, the Company generally uses paystub information to underwrite the ERA. The repayment of the ERA is incumbent upon the taxpayer client returning to the Bank’s Tax Provider for the filing of their final federal tax return in order for the tax refund to potentially be received by the Bank from the federal government to pay off the advance. The ERA product had the following features during the 2024 and 2025 Tax Seasons:

Current wording

Since its introduction in December of 2022, the ERA loan product has been structured similarly to the RA, with the primary differences being the timing of when the ERAs are originated and the documentation available to underwrite the ERAs. The ERA is originated prior to the taxpayer receiving their fiscal year taxable income documentation,e.g., W-2, and the filing of the taxpayer’s final federal tax return. As such, the Company generally uses paystub information to underwrite the ERA. The repayment of the ERA is incumbent upon the taxpayer client returning to the Bank’s Tax Provider for the filing of their final federal tax return in order for the tax refund to

Previous wording

The Company reports fees paid for RAs, including ERAs, as “Interest income on loans.” The number of days for delinquency eligibility is based on management’s annual analysis of tax return processing times. RAs, including ERAs that were originated related to the first quarter 2024 tax filing season were repaid, on average, within 32 days after the taxpayer’s tax return was submitted to the applicable taxing authority. Since RAs do not have a contractual due date, the Company considered an RA delinquent during 2025 if it remained unpaid 35 days after the taxpayer’s tax return was submitted to the applicable taxing authority.

Current wording

The Company reports fees paid for ERAs/RAs, as “Interest income on loans.” The number of days for delinquency eligibility is based on management’s annual analysis of tax return processing times. RAs, including ERAs that were originated related to the first quarter 2024 tax filing season were repaid, on average, within 32 days after the taxpayer’s tax return was submitted to the applicable taxing authority. Since ERAs/RAs do not have a contractual due date, the Company considered the advance delinquent during 2025 if it remained unpaid 35 days after the taxpayer’s tax return was submitted to the applicable taxing authority.

Previous wording

Provisions on RAs are estimated when advances are made. Unpaid RAs, including ERAs, related to the first quarter tax filing season of a given year are considered delinquent at June 30th of that year and charged-off. In addition, as of June 30, 2025, RAs that were subject to Tax Provider loan loss guarantees were charged-off and immediately recorded as recoveries of previously charged-off loans with corresponding receivables recorded in other assets for the Tax Provider guarantees. Those corresponding receivables are expected to be

Current wording

Provisions on ERAs/RAs are estimated when advances are made. Unpaid ERAs/RAs, related to the first quarter tax filing season of a given year are considered delinquent at June 30th of that year and charged-off. In addition, as of June 30, 2025, RAs that were subject to Tax Provider loan loss guarantees were charged-off and immediately recorded as recoveries of previously charged-off loans with corresponding receivables recorded in other assets for the Tax Provider guarantees. Corresponding receivables are settled during the third quarter of each year. RAs collected during the second half of each year, not subject to loan loss guarantee arrangements, are recorded as recoveries of previously charged-off loans.

Previous wording

Related to the overall credit losses on RAs, including ERAs, the Bank’s ability to control losses is highly dependent upon its ability to predict the taxpayer’s likelihood to receive the tax refund as claimed on the taxpayer’s tax return. In addition, the Bank’s ability to control losses for the ERA product is highly dependent upon the taxpayer returning to a Tax Provider for the filing of their final tax return. Each year, the Bank’s RA approval model is based primarily on the prior-year’s tax refund payment patterns. Because the substantial majority of the RA volume occurs each year before that year’s tax refund payment patterns can be analyzed and subsequent underwriting changes made, credit losses during a current year could be higher than management’s predictions if tax refund payment patterns change materially between years.

Current wording

Related to the overall credit losses on ERAs/RAs, the Bank’s ability to control losses is highly dependent upon its ability to predict the taxpayer’s likelihood to receive the tax refund as claimed on the taxpayer’s tax return. In addition, the Bank’s ability to control losses for the ERA product is highly dependent upon the taxpayer returning to a Tax Provider for the filing of their final tax return. Each year, the Bank’s ERA/RA approval model is based primarily on the prior-year’s tax refund payment patterns. Because the substantial majority of the ERA/RA volume occurs each year before that year’s tax refund payment patterns can be analyzed and subsequent underwriting changes implemented, credit losses during a year could be higher than management’s predictions if tax refund payment patterns change materially between years.

Previous wording

In response to changes in the legal, regulatory, and competitive environment, management annually reviews and revises the RA, including the ERA, product parameters. Further changes in the RA product parameters do not ensure positive results and could have an overall material negative impact on the performance of all RA product offerings and therefore on the Company’s financial condition and results of operations.

Current wording

In response to changes in the legal, regulatory, and competitive environment, management annually reviews and revises the ERA/RA product parameters. Changes in product parameters do not ensure positive results and could have an overall material negative impact on the performance of all ERA/RA product offerings and therefore on the Company’s financial condition and results of operations.

Previous wording

The RPS segment offers a range of payment-related products and services to consumers through third-party service providers. Through the Bank, the RPS segment offers both issuing solutions and money movement capabilities.

Current wording

The RPS segment offers a range of payment-related products and services to consumers through third-party service providers. Through the Bank, the RPS segment offers both (1) issuing solutions and (2) money movement capabilities.

Previous wording

The Company reports its share of client-related charges and fees for RPS programs under RPS program fees. Additionally, the Company’s portion of interchange revenue generated by prepaid card transactions is reported as noninterest income under “Interchange fee income.” The Company began sharing interest income revenue with its largest prepaid marketer-servicer during 2024, with the interest shared reported as “Interest expense on deposits.” The Company has not shared interest income revenue with its largest prepaid marketer-servicer for the three and six months ended June 30, 2025, as minimum deposit balance thresholds were not met.

Current wording

The Company reports its share of client-related charges and fees for RPS programs as noninterest income under “Program fees.” Additionally, the Company’s portion of interchange revenue generated by prepaid card transactions is reported as noninterest income under “Interchange fee income.” The Company began sharing interest income revenue with its largest prepaid marketer-servicer during 2024, with the interest shared reported as “Interest expense on deposits.” The Company has not shared interest income revenue with its largest prepaid marketer-servicer for the three and nine months ended September 30, 2025, as minimum deposit balance thresholds were not met.

Previous wording

to loans originated through the Traditional Banking segment, with a significant portion of RCS clients considered subprime or near-prime borrowers. Through the Bank, RCS uses third-party service providers for certain services such as marketing and loan servicing for (1) RCS’ LOC products, (2) RCS’ installment loan product and (3) RCS’ healthcare receivables products.

Current wording

Through the Bank, the RCS segment offers consumer credit products. In general, the credit products are unsecured, small dollar consumer loans that are dependent on various factors. RCS loans typically earn a higher yield but also have higher credit risk compared to loans originated through the Traditional Banking segment, with a significant portion of RCS clients considered subprime or near-prime borrowers. Ordinary gains or losses on the sale of RCS products are reported as a component of “Program fees.”Through the Bank, RCS uses third-party service providers for certain services such as marketing and loan servicing for RCS’s (1) LOC products, (2) Installment loan product and (3) Healthcare receivables products.

Previous wording

Through the Bank, RCS uses third-party service providers, to originate two LOC products to generally subprimeor near-prime borrowers. borrowers in multiple states. Elastic Marketing, LLC and Elevate Decision Sciences, LLC are third-party service providers for the LOC I product and are subject to the Bank’s oversight and supervision. Together, these companies provide certain marketing, servicing, technology, and support services, while a separate third-party provides customer support, servicing, and other services on the Bank’s behalf. The Bank is the lender for this product and is marketed as such. Furthermore, the Bank controls the loan terms and underwriting guidelines, and the Bank exercises consumer compliance oversight of the product.

Current wording

Through the Bank, RCS uses third-party service providers to originate two LOC products to generally subprimeor near-prime borrowers. in multiple states. Elastic Marketing, LLC and Elevate Decision Sciences, LLC are third-party service providers for the LOC I product and are subject to the Bank’s oversight and supervision. Together, these companies provide certain marketing, servicing, technology, and support services, while a separate third-party provides customer support, servicing, and other services on the Bank’s behalf. The Bank is the lender for this product and is marketed as such. Furthermore, the Bank controls the loan terms and underwriting guidelines, and the Bank exercises consumer compliance oversight of the product.

Previous wording

Through RCS, the Bank offers installment loans with terms ranging from 12 to 60 months to borrowers in multiple states. The same third-party service provider for RCS’s LOC II is the third-party provider for the installment loans. This third-party provider is subject to the Bank’s oversight and supervision and provides the Bank with marketing services and loan servicing for these RCS installment loans. The Bank is the lender for these loans and is marketed as such. Furthermore, the Bank controls the loan terms and underwriting guidelines, and the Bank exercises consumer compliance oversight of this RCS installment loan product. Currently, all loan balances originated under this RCS installment loan program are carried as HFS on the Bank’s balance sheet, with the intention to sell these loans to a third-party, who is an affiliate of the Bank’s third-party service provider, generally within 16 days following the Bank’s origination of the loans. Loans originated under this RCS installment loan program are carried at fair value under a fair-value option, with the portfolio marked to market monthly.

Current wording

Through RCS, the Bank offers installment loans with terms ranging from 12 to 60 months to borrowers in multiple states. The same third-party service provider for RCS’s LOC II is the third-party provider for the installment loan product. This third-party provider is subject to the Bank’s oversight and supervision and provides the Bank with marketing services and loan servicing for these RCS installment loans. The Bank is the lender for these loans and is marketed as such. Furthermore, the Bank controls the loan terms and underwriting guidelines, and the Bank exercises consumer compliance oversight of this RCS installment loan product. Currently, all loan balances originated under this RCS installment loan program are carried as HFS on the Bank’s balance sheet, with the intent to sell to a third-party, who is an affiliate of the Bank’s third-party service provider, generally within 16 days following the Bank’s origination of the loans. Loans originated under this RCS installment loan program are carried at fair value under a fair-value option, with the portfolio marked to market monthly.

Previous wording

For the remaining program, in some instances the Bank retains 100% of the receivables originated, with recourse in the event of default, and in other instances, the Bank sells 100% of the receivables generally within one month of origination. Loan balances HFS through this program are carried at the lower of cost or fair value.

Current wording

Through RCS, Bank originates healthcare receivables products across the U.S. through three different third-party service providers. For two of the programs, the Bank retains 100% of the receivables, with recourse in the event of default. For the remaining program, in some instances the Bank retains 100% of the receivables originated, with recourse in the event of default, and in other instances, the Bank sells 100% of the receivables generally within one month of origination. Loan balances HFS through this program are carried at the lower of cost or fair value.

Previous wording

For the RCS LOC and healthcare receivable products, the Company reports interest income and loan origination fees earned on RCS loans under “Loans, including fees,” while any net gains or losses on sale and mark-to-market adjustments of RCS loans are reported as noninterest income under “Program fees.” The Company has elected fair value accounting for its RCS installment loan product that it sells after an initial holding period. As a result, interest income on loans, loan origination fees, net gains or losses on sale, and mark-to-market adjustments for the RCS installment product are reported as noninterest income under “Program fees.”

Current wording

For the RCS LOC and healthcare receivable products, the Company reports interest income and loan origination fees under “Loans, including fees,” while any net gains or losses on sale and mark-to-market adjustments of RCS loans are reported as noninterest income under “Program fees.” The Company has elected fair value accounting for its RCS installment loan product that it sells after an initial holding period. As a result, interest income on loans, loan origination fees, net gains or losses on sale, and mark-to-market adjustments for the RCS installment product are reported as noninterest income under “Program fees.”

Previous wording

All ERAs and RAs originated through TRS are done during the three-month period of December through February each year. As previously disclosed, the Company’s largest Tax Provider contract within TRS in terms of product volume expires in October 2025 and the Company does not expect to enter into a new contract with this Tax Provider to replace its existing contract. For the 2025 calendar year, Management estimates that this existing large Tax Provider contract will contribute pre-tax net income equating to approximately 27% of the total TRS pre-tax net income for the previous 12 months as of June 30, 2025.

Current wording

As previously disclosed, the Company’s largest Tax Provider contract within TRS in terms of product volume expired in October 2025 and the Company did not enter into a new contract with this Tax Provider to replace its existing contract. In total, the Company estimates that this Tax Provider will represent approximately $6 million of TRS segment pre-tax net income over the 12 month period from December 1, 2024, through November 30, 2025.

Previous wording

Total Company net income for the second quarter of 2025 was $31.5 million, an increase of $6.3 million, or 25%, over the same period in 2024. Diluted EPS also increased to $1.61 for the second quarter of 2025 compared to $1.30 for the same period in 2024. The increase in net income primarily reflected the following by reportable segment:

Current wording

Total Company net income for the third quarter of 2025 was $29.7 million, an increase of $3.2 million, or 12%, over the same period in 2024. Diluted EPS increased 11% to $1.52 for the third quarter of 2025 compared to $1.37 for the same period in 2024.

Previous wording

See the section titled “Asset/Liability Management and Market Risk” in this section of the filing regarding the Bank’s interest rate sensitivity.

Current wording

See the section titled “Asset/Liability Management and Market Risk” in this section of the document regarding the Bank’s interest rate sensitivity.

Previous wording

Since April 2025, when the President proposed the implementation of broad-based sweeping tariffs against many of the U.S.’s global trading partners, there have been numerous policy changes that have triggered ongoing financial volatility. While the FRB has maintained its FFTR at a range of 4.25% to 4.50%, recent FOMC commentary has indicated possible rate cuts in the second half of 2025.

Current wording

On September 18, 2025, the FRB lowered the FFTR by 25 basis points bringing the FFTR to 4.25% as of September 30, 2025. Prior to this, the FFTR was lowered 50 basis points in late September 2024, and an additional 25 basis points in both November and December of the same year. Since April 2025, when the President proposed the implementation of broad-based sweeping tariffs against many of the U.S.’s global trading partners, there have been numerous policy changes and events that have triggered ongoing financial volatility, including the recent shutdown of the federal government. While the FRB is currently maintaining the FFTR at a range of 4.00% to 4.25%, recent FOMC commentary has indicated additional possible rate cuts in the fourth quarter of 2025.

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Current report — wording carried from elsewhere

whether alternative methods of accounting may be utilized under GAAP. Management has discussed each critical accounting policy and the methodology for the identification and determination of critical accounting policies with the Company’s Audit Committee.

Current report — wording carried from elsewhere

**Correspondent Lending —**During 2014, 2015 and 2023, the Bank purchased select blocks of single family, first-lien mortgage loans for investment from Warehouse Lending clients through its Correspondent Lending channel. These loans were purchased at a premium that is amortized into interest income over the expected life of the loan utilizing the level-yield. Loans acquired through the Correspondent Lending channel are generally made to borrowers outside of the Bank’s historical market footprint. During the first quarter of 2024, Management elected to sell $67 million of the loans purchased in 2023 and the sale was completed during the second quarter of 2024.

Current report — wording carried from elsewhere

potentially be received by the Bank from the federal government to pay off the advance. The ERA product had the following features during the 2024 and 2025 Tax Seasons:

Current report — wording carried from elsewhere

The Company believes, based on information presently available, that it has adequately provided for Traditional Banking loan losses as of September 30, 2025.

Current report — wording carried from elsewhere

As a percentage of total Warehouse outstanding balances, the Warehouse ACLL was 0.25% as of September 30, 2025, December 31, 2024, and September 30, 2024.

Current report — wording carried from elsewhere

The Company believes, based on information presently available, that it has adequately provided for RCS loan losses as of September 30, 2025.

Current report — wording carried from elsewhere

Items of note impacting the Traditional Bank’s change in net interest income and NIM between the first nine months of 2024 and the first nine months of 2025 were as follows:

Current report — wording carried from elsewhere

For additional discussion of the factors impacting interest-earning cash and deposit balances as well as deposit betas, see sections titled “Cash and Cash Equivalents” and “Deposits” in the “COMPARISON OF FINANCIAL CONDITION” section of the filing.

Current report — wording carried from elsewhere

The Company believes, based on information presently available, that it has adequately provided for Traditional Banking loan losses as of September 30, 2025.

Current report — wording carried from elsewhere

Substantially all TRS Provision in both periods was related to its ERA/RA products.

Current report — wording carried from elsewhere

There is no ACLL or Provision for RPS, as the segment offers prepaid and debit solutions to consumers.

Current report — wording carried from elsewhere

The Company believes, based on information presently available, that it has adequately provided for RCS loan losses as of September 30, 2025.
Rearranged previous paragraphs (13)

Previous report — wording carried elsewhere

next year’s tax season. During December 2024 and 2003, TRS originated ERAs related to tax returns that were anticipated to be filed during the first quarter of the following tax filing season.

Previous report — wording carried elsewhere

settled during the third quarter of 2025. RAs collected during the second half of the year, not subject to loan loss guarantee arrangements, are recorded as recoveries of previously charged-off loans.

Previous report — wording carried elsewhere

Through the Bank, the RCS segment offers consumer credit products. In general, the credit products are unsecured, small dollar consumer loans that are dependent on various factors. RCS loans typically earn a higher yield but also have higher credit risk compared

Previous report — wording carried elsewhere

Through RCS, Bank originates healthcare receivables products across the U.S. through three different third-party service providers.

Previous report — wording carried elsewhere

For two of the programs, the Bank retains 100% of the receivables, with recourse in the event of default.

Previous report — wording carried elsewhere

TRS’s net interest income decreased $761,000 for the second quarter of 2025 compared to the same period in 2024. Loan-related interest and fees decreased $731,000 for the quarter and was driven primarily by a $560,000 payment received during the second quarter of 2024 representing a Tax Provider yield enhancement for the RA program to help offset the Company’s higher funding costs. This yield enhancement was new for the 2024 tax season and eliminated for the 2025 tax season.

Previous report — wording carried elsewhere

collected during the second half of the year are recorded as recoveries of previously charged-off loans unless they are covered under a loss guaranty arrangement. Any RAs subject to a loss guaranty arrangement that are recovered during the second half of the year are distributed to the guarantor.

Previous report — wording carried elsewhere

RCS ending loan balances decreased by $10 million during the first six months of 2025, driven by declines in the healthcare receivables programs.

Previous report — wording carried elsewhere

prepaid card balances for the first six months of 2024. The lower earnings rate was driven by a decrease in the FFTR of 100 basis points from the first six months of 2024 to the first six months of 2025.

Previous report — wording carried elsewhere

** Since interest income for RAs is composed entirely of loan fees and RAs are only offered during the first two months of each year, volume and rate measurements for this product are not a meaningful metric for the periods presented above.*

Previous report — wording carried elsewhere

RCS ending loan balances decreased by $10 million during the first six months of 2025, entirely related to the healthcare receivables programs. During the first six months of 2024, loan balances decreased by $6 million also led by the healthcare receivables programs.

Previous report — wording carried elsewhere

The following table presents net charges to the RCS Provision by product:

Previous report — wording carried elsewhere

The following were the most significant components comprising the total Company’s noninterest income by reportable segment: