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Beacon Financial Corp

For the period ended Jun 30, 2026. Filed Aug 7, 2026.

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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.

Jun 30, 2026 · Filed Aug 7, 2026

BBT$30.600.0%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 2026-03-31; filed 2026-05-11.

0001628280-26-033186

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

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-07.

0001628280-26-054720

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 219 previous paragraphs and 233 current paragraphs.

140 unchanged; 75 reworded; 8 added; 3 removed; 1 previous and 10 current paragraphs rearranged.

Tables are not compared: 33 previous and 37 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 (8)

Current report

The net interest margin was 3.80% for the six months ended June 30, 2026, up from 3.27% for the six months ended June 30, 2025. The increase in the net interest margin is a result of a decrease of 58 basis points in the Company's cost of interest bearing liabilities to 2.65% for the six months ended June 30, 2026 from 3.23% for the six months ended June 30, 2025, and an increase in the yield on interest-earning assets of 3 basis points to 5.74% for the six months ended June 30, 2026 from 5.71% for the six months ended June 30, 2025.

Current report

Net interest margin increased 53 basis points to 3.80% for the six months ended June 30, 2026 from 3.27% for the six months ended June 30, 2025. The Company's weighted average interest rate on loans increased to 5.98% for the six months ended June 30, 2026 from 5.96% for the six months ended June 30, 2025.

Current report

The yield on interest-earning assets increased to 5.74% for the six months ended June 30, 2026 from 5.71% for the six months ended June 30, 2025. During the six months ended June 30, 2026, the Company recorded $1.0 million in prepayment penalties and late charges, which contributed one basis point to yields on interest-earning assets, compared to $1.5 million, or three basis points, for the six months ended June 30, 2025.

Current report

Total investment income was $53.5 million and $20.6 million for the six months ended June 30, 2026 and June 30, 2025, respectively. For the six months ended June 30, 2026 and 2025, the yield on total investments was 4.1% and 3.6%, respectively. The year over year increase in interest income on investments of $32.9 million, or 160.2%, was primarily driven by a $28.1 million increase due to volume a $4.8 million increase due to rates.

Current report

Interest expense on deposits increased $75.9 million, or 71.5%, to $182.0 million for the six months ended June 30, 2026 from $106.2 million for the six months ended June 30, 2025. The increase in interest expense on deposits was driven by an increase of $88.5 million primarily driven by the growth in volume of average customer deposits partially offset by a decline in average brokered deposits, offset by a $12.6 million decrease due to lower interest rates. Purchase accounting amortization on acquired deposits for the six months ended June 30, 2026 was $1.4 million and one basis point, compared to $0.2 million and no basis points for the same period in 2025.

Current report

During the six months ended June 30, 2026, interest expense on borrowed funds decreased $7.1 million, or 26.2% year over year. The cost of borrowed funds decreased to 4.68% for the six months ended June 30, 2026 from 4.91% for the six months ended June 30, 2025. The decrease in interest expense on borrowed funds was primarily driven by a decrease of $3.8 million due to borrowing rates and a decrease of $3.3 million due to volume. For the six months ended June 30, 2026, purchase accounting amortization was $163.0 thousand on acquired borrowed funds, compared to amortization of $18.0 thousand for the six months ended June 30, 2025.

Current report

For the six months ended June 30, 2026 and June 30, 2025, the provision for credit and investment losses was relatively consistent at $12.9 million $13.0 million, respectively.

Current report

Loan fees increased $2.1 million, or 454.9%, to $2.6 million for the three months ended June 30, 2026, compared to $0.5 million for the same period in 2025, and increased $4.1 million, or 476.3%, to $5.0 million for the six months ended June 30, 2026, compared to $0.9 million for the same period in 2025, primarily driven by activity due to the Transaction.
Removed paragraphs (3)

Previous report

The above carrying amounts of the subordinated debentures included $0.2 million of accretion adjustments and $0.4 million of capitalized debt issuance costs as of March 31, 2026. This compares to $0.2 million of accretion adjustments and $0.4 million of capitalized debt issuance costs as of December 31, 2025.

Previous report

If the FRB cuts rates in the coming quarters, the net interest income and the net interest margin will be highly dependent on the Company's ability and timing to reduce deposit pricing as well as the overall mix of funding.

Previous report

Loan fees increased $2.0 million, or 502.0%, to $2.4 million for the three months ended March 31, 2026, compared to $0.4 million for the same period in 2025, primarily driven by activity due to the Transaction.
Reworded paragraphs (75)

Previous wording

Beacon Financial Corporation, a Delaware corporation, is the holding company for Beacon Bank & Trust and its subsidiaries and Clarendon Private.

Current wording

Beacon Financial Corporation, a Delaware corporation, is the holding company for Beacon Bank & Trust and its subsidiaries including, as of July 1, 2026, Clarendon Private.

Previous wording

As a full-service financial institution with 144 banking offices throughout New England and New York, the Bank and its subsidiaries focus their efforts on developing and deepening long-term banking relationships with qualified customers through a full complement of products, excellent customer service, and strong risk management.

Current wording

As a full-service financial institution with 145 banking offices throughout New England and New York, the Bank and its subsidiaries focus their efforts on developing and deepening long-term banking relationships with qualified customers through a full complement of products, excellent customer service, and strong risk management.

Previous wording

As the interest rate environment resets to a more normal, upward-sloping yield curve with shorter-term interest rates lower than longer term interest rates, management expects the net interest margin to increase modestly. This is due to deposit and wholesale funding costs repricing at lower rates, while loans do not reprice at the same magnitude, as well as the accretions from the purchase accounting marks. If both short- and long-term interest rates fall, net interest income models, using a projected flat balance sheet with stable deposit balances, forecast that a parallel decrease in rates will have a negative impact on the Company's net interest income, net interest spread, and net interest margin. While the Company's current deposit sensitivity rate is approximately 40%, shifting to a more asset sensitive balance sheet could have additional pressure on interest margins.

Current wording

As the interest rate environment resets to a more normal, upward-sloping yield curve with shorter-term interest rates lower than longer term interest rates, management expects the net interest margin to increase modestly. This is due to deposit funding costs repricing at lower rates, while loans yields stabilize, as well as the accretions from the purchase accounting marks. If both short- and long-term interest rates fall, net interest income models, using a projected flat balance sheet with stable deposit balances, forecast that a parallel decrease in rates will have a negative impact on the Company's net interest income, net interest spread, and net interest margin. While the Company's current deposit sensitivity rate is approximately 45%, an asset sensitive balance sheet could have additional pressure on interest margins.

Previous wording

Total assets decreased $1.0 billion, or 17.1% on an annualized basis, to $22.2 billion as of March 31, 2026 from $23.2 billion as of December 31, 2025. The decrease was primarily driven by the reduction in cash balances due to timing fluctuations in customer payroll deposits. Cash, cash equivalents and available for sale investment securities decreased $0.9 billion, or 96.4% on an annualized basis, to $2.8 billion as of March 31, 2026 from $3.7 billion as of December 31, 2025. This decreased the Company's on balance sheet liquidity from 16.1% of total assets as of December 31, 2025 to 12.7% of total assets as of March 31, 2026.

Current wording

Total assets decreased $1.0 billion, or 8.3% on an annualized basis, to $22.3 billion as of June 30, 2026 from $23.2 billion as of December 31, 2025. The decrease was primarily driven by the reduction in cash balances due to timing fluctuations in customer payroll deposits and a decline in loans and leases. Cash, cash equivalents and available for sale investment securities decreased $0.8 billion, or 40.4% on an annualized basis, to $3.0 billion as of June 30, 2026 from $3.7 billion as of December 31, 2025. This decreased the Company's on balance sheet liquidity from 16.1% of total assets as of December 31, 2025 to 13.4% of total assets as of June 30, 2026.

Previous wording

Total loans and leases decreased $105.4 million, or 2.3% on an annualized basis, to $17.9 billion as of March 31, 2026 from $18.0 billion as of December 31, 2025. The Company's commercial loan portfolios, which are composed of commercial real estate loans and commercial loans and leases, represented 77.9% of total loans and leases as of March 31, 2026 and represented 77.4% of total loans and leases as of December 31, 2025.

Current wording

Total loans and leases decreased $207.3 million, or 2.3% on an annualized basis, to $17.8 billion as of June 30, 2026 from $18.0 billion as of December 31, 2025. The Company's commercial loan portfolios, which are composed of commercial real estate loans and commercial loans and leases, represented 77.8% of total loans and leases as of June 30, 2026 and represented 77.4% of total loans and leases as of December 31, 2025.

Previous wording

Total investment securities increased $29.9 million, or 7.1% on an annualized basis, to $1.7 billion as of March 31, 2026 from $1.7 billion as of December 31, 2025.

Current wording

Total investment securities increased $72.5 million, or 8.6% on an annualized basis, to $1.8 billion as of June 30, 2026 from $1.7 billion as of December 31, 2025.

Previous wording

Cash and cash equivalents decreased $0.9 billion, or 182.0% on an annualized basis, to $1.1 billion as of March 31, 2026 from $2.0 billion as of December 31, 2025. The decrease was primarily due to the fluctuation within payroll deposits.

Current wording

Cash and cash equivalents decreased $0.8 billion, or 80.9% on an annualized basis, to $1.2 billion as of June 30, 2026 from $2.0 billion as of December 31, 2025. The decrease was primarily due to the fluctuation within payroll deposits.

Previous wording

Total deposits decreased $1.2 billion, or 25.1% on an annualized basis, to $18.3 billion as of March 31, 2026 from $19.5 billion as of December 31, 2025, consisting of a $276.0 million decrease in customer deposits, a $664.9 million decrease in payroll deposits, and a $281.5 million decrease in brokered deposits. The decline in customer deposits was driven largely by seasonal first quarter factors such as tax payments, with additional movement concentrated in a small number of rate‑sensitive, higher‑cost accounts. Core consumer and relationship-based deposits remain stable. Core deposits, which include demand checking, NOW, non-payroll money market and savings accounts, totaled $12.9 billion, or 70.3% of total deposits, as of March 31, 2026, a decrease of $0.2 billion from $13.1 billion, or 67.0% of total deposits, as of December 31, 2025. Payroll deposits totaled $1.2 billion, or 6.6% of total deposits as of March 31, 2026, a decrease of $664.9 million, or 141.6% on an annualized basis, from $1.9 billion, or 9.6% of total deposits as of December 31, 2025. Certificate of deposit balances totaled $4.1 billion, or 22.3% of total deposits as of March 31, 2026, a decrease of $0.1 billion, or 6.8% on an annualized basis, from $4.2 billion, or 21.3% of total deposits as of December 31, 2025. Brokered deposits totaled $128.8 million, or 0.7% of total deposits as of March 31, 2026, a decrease of $281.5 million, or 274.4% on an annualized basis, from $410.4 million, or 2.1% of total deposits as of December 31, 2025.

Current wording

Total deposits decreased $1.0 billion, or 10.5% on an annualized basis, to $18.5 billion as of June 30, 2026 from $19.5 billion as of December 31, 2025, consisting of a $183.2 million decrease in customer deposits, a $666.6 million decrease in payroll deposits, and a $179.0 million decrease in brokered deposits. Core deposits, which include demand checking, NOW, non-payroll money market and savings accounts, totaled $13.0 billion, or 70.2% of total deposits, as of June 30, 2026, a decrease of $91.2 million from $13.1 billion, or 67.0% of total deposits, as of December 31, 2025. Payroll deposits totaled $1.2 billion, or 6.6% of total deposits as of June 30, 2026, a decrease of $666.6 million, or 71.0% on an annualized basis, from $1.9 billion, or 9.6% of total deposits as of December 31, 2025. Certificate of deposit balances totaled $4.1 billion, or 22.0% of total deposits as of June 30, 2026, a decrease of $92.0 million, or 4.4% on an annualized basis, from $4.2 billion, or 21.3% of total deposits as of December 31, 2025. Brokered deposits totaled $231.4 million, or 1.3% of total deposits as of June 30, 2026, a decrease of $179.0 million, or 87.2% on an annualized basis, from $410.4 million, or 2.1% of total deposits as of December 31, 2025.

Previous wording

Total borrowed funds increased $284.1 million, or 144.2% on an annualized basis, to $1.1 billion as of March 31, 2026 from $0.8 billion as of December 31, 2025.

Current wording

Total borrowed funds increased $100.2 million, or 25.4% on an annualized basis, to $0.9 billion as of June 30, 2026 from $0.8 billion as of December 31, 2025.

Previous wording

Nonperforming assets as of March 31, 2026 totaled $151.2 million, or 0.68% of total assets, compared to $116.7 million, or 0.50% of total assets, as of December 31, 2025. Net charge-offs for the three months ended March 31, 2026 were $13.6 million, or 0.30% of average loans and leases on an annualized basis, compared to $7.6 million, or 0.31% of average loans and leases on an annualized basis, for the three months ended March 31, 2025.

Current wording

Nonperforming assets as of June 30, 2026 totaled $155.2 million, or 0.70% of total assets, compared to $116.7 million, or 0.50% of total assets, as of December 31, 2025. Net charge-offs for the three months ended June 30, 2026 were $14.3 million, or 0.32% of average loans and leases on an annualized basis, compared to $5.1 million, or 0.21% of average loans and leases on an annualized basis, for the three months ended June 30, 2025.

Previous wording

The ratio of the allowance for loan and lease losses to total loans and leases was 1.36% as of March 31, 2026, compared to 1.40% as of December 31, 2025.

Current wording

The ratio of the allowance for loan and lease losses to total loans and leases was 1.34% as of June 30, 2026, compared to 1.40% as of December 31, 2025.

Previous wording

The ratio of the allowance for loan and lease losses to nonaccrual loans and leases was 164.44% as of March 31, 2026, compared to 221.49% as of December 31, 2025.

Current wording

The ratio of the allowance for loan and lease losses to nonaccrual loans and leases was 156.04% as of June 30, 2026, compared to 221.49% as of December 31, 2025.

Previous wording

The Company is a "well-capitalized" bank holding company as defined in the FRB's Regulation Y. The Company's common equity Tier 1 capital ratio was 11.24% as of March 31, 2026, compared to 10.95% as of December 31, 2025. The Company's Tier 1 leverage ratio was 9.59% as of March 31, 2026, compared to 9.25% as of December 31, 2025. As of March 31, 2026, the Company's Tier 1 risk-based capital ratio was 11.40%, compared to 11.12% as of December 31, 2025. The Company's Total risk-based capital ratio was 13.27% as of March 31, 2026, compared to 13.01% as of December 31, 2025.

Current wording

The Company is a "well-capitalized" bank holding company as defined in the FRB's Regulation Y. The Company's common equity Tier 1 capital ratio was 11.57% as of June 30, 2026, compared to 10.95% as of December 31, 2025. The Company's Tier 1 leverage ratio was 9.80% as of June 30, 2026, compared to 9.25% as of December 31, 2025. As of June 30, 2026, the Company's Tier 1 risk-based capital ratio was 11.74%, compared to 11.12% as of December 31, 2025. The Company's Total risk-based capital ratio was 13.61% as of June 30, 2026, compared to 13.01% as of December 31, 2025.

Previous wording

The Company's ratio of stockholders' equity to total assets was 11.27% and 10.75% as of March 31, 2026 and December 31, 2025, respectively. The Company's ratio of tangible stockholders' equity to tangible assets (non-GAAP) was 9.07% and 8.62% as of March 31, 2026 and December 31, 2025, respectively.

Current wording

The Company's ratio of stockholders' equity to total assets was 11.41% and 10.75% as of June 30, 2026 and December 31, 2025, respectively. The Company's ratio of tangible stockholders' equity to tangible assets (non-GAAP) was 9.25% and 8.62% as of June 30, 2026 and December 31, 2025, respectively.

Previous wording

For the three months ended March 31, 2026, the Company reported a net income of $46.2 million, or $0.55 per basic and diluted share, an increase of $27.1 million, or 142.0%, from net income of $19.1 million, or $0.21 per basic and diluted share, for the three months ended March 31, 2025. This increase in net income is primarily the result of an increase in net interest income of $104.9 million and an increase in non-interest income of $18.3 million, partially offset by an increase of $80.8 million in non-interest expense, an increase in the provision for income taxes of $13.4 million, and an increase in provision for credit losses on loans of $1.9 million. Refer to "Non-GAAP Financial Measures and Reconciliation to GAAP"for operating earnings measures. Refer to“Results of Operations"below for further discussion.

Current wording

For the three months ended June 30, 2026, the Company reported a net income of $64.4 million, or $0.77 per basic and diluted share, an increase of $42.4 million, or 192.5%, from net income of $22.0 million, or $0.25 per basic and diluted share, for the three months ended June 30, 2025. This increase in net income is primarily the result of an increase in net interest income of $104.5 million, an increase in non-interest income of $20.0 million, and a decrease in provision for credit losses on loans of $2.0 million, partially offset by an increase of $69.2 million in non-interest expense and an increase in the provision for income taxes of $15.0 million. Refer to "Non-GAAP Financial Measures and Reconciliation to GAAP"for operating earnings measures. Refer to“Results of Operations"below for further discussion.

Previous wording

The annualized return on average assets was 0.84% for the three months ended March 31, 2026, compared to 0.66% for the three months ended March 31, 2025. The annualized return on average stockholders' equity was 7.32% for the three months ended March 31, 2026, compared to 6.19% for the three months ended March 31, 2025.

Current wording

The annualized return on average assets was 1.17% for the three months ended June 30, 2026, compared to 0.77% for the three months ended June 30, 2025. The annualized return on average stockholders' equity was 10.15% for the three months ended June 30, 2026, compared to 7.04% for the three months ended June 30, 2025.

Previous wording

The net interest margin was 3.78% for the three months ended March 31, 2026, up from 3.22% for the three months ended March 31, 2025. The increase in the net interest margin was a result of a decrease of 61 basis points in the Company's cost of interest-bearing liabilities to 2.68% for the three months ended March 31, 2026 from 3.29% for the three months ended March 31, 2025, and an increase in the yield on interest-earning assets of 3 basis points to 5.70% for the three months ended March 31, 2026 from 5.67% for the three months ended March 31, 2025.

Current wording

The net interest margin was 3.81% for the three months ended June 30, 2026, up from 3.32% for the three months ended June 30, 2025. The increase in the net interest margin was a result of a decrease of 54 basis points in the Company's cost of interest-bearing liabilities to 2.63% for the three months ended June 30, 2026 from 3.17% for the three months ended June 30, 2025, and an increase in the yield on interest-earning assets of 2 basis points to 5.76% for the three months ended June 30, 2026 from 5.74% for the three months ended June 30, 2025.

Previous wording

Business combinations are generally accounted for under the acquisition method of accounting whereby assets acquired and liabilities assumed in business combinations are recorded at their estimated fair value as of the acquisition date. The determination of fair value may involve the use of internal or third-party valuation specialists to assist in the determination of the fair value of certain assets and liabilities at the acquisition date, including loans and leases, core deposit intangibles and time deposits. The excess of the cost of acquisition over these fair values is recognized as goodwill. A description of the valuation methodologies used to estimate the fair values of the significant assets acquired and liabilities assumed can be found in Note 2 "Business Combinations" within the notes to the consolidated financial statements.

Current wording

Business combinations are generally accounted for under the acquisition method of accounting whereby assets acquired and liabilities assumed in business combinations are recorded at their estimated fair value as of the acquisition date. The determination of fair value may involve the use of internal or third-party valuation specialists to assist in the determination of the fair value of certain assets and liabilities at the acquisition date, including loans and leases, core deposit intangibles and time deposits. The excess of the cost of acquisition over these fair values is recognized as goodwill. A description of the valuation methodologies used to estimate the fair values of the significant assets acquired and liabilities assumed can be found in Note 2 "Business Combinations" within the notes to the consolidated financial statements contained in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

Previous wording

(1) For the three months ended March 31, 2026 and 2025, merger and restructuring expense was related to the Transaction.

Current wording

(1) For the three months and six months ended June 30, 2026 and 2025, merger and restructuring expense was related to the Transaction.

Previous wording

The following table sets forth the growth in the Company’s loan and lease portfolios during the three months ended March 31, 2026:

Current wording

The following table sets forth the growth in the Company’s loan and lease portfolios during the six months ended June 30, 2026:

Previous wording

The Company's current policy is that a total credit exposure to one obligor relationship may not exceed $90.0 million unless approved by the Company's Credit Committee. As of March 31, 2026, there were zero borrowers with loans and commitments over $90.0 million. As of December 31, 2025, the Company's maximum credit exposure was $90.0 million and there was one borrower with loans and commitments over $90.0 million. The total of those loans and commitments was $94.9 million, or 0.8% of total loans and commitments, as of December 31, 2025.

Current wording

The Company's current policy is that a total credit exposure to one obligor relationship may not exceed $90.0 million unless approved by the Company's Credit Committee. As of June 30, 2026, there were two borrowers with loans and commitments over $90.0 million. The total of those loans and commitments was $226.5 million, or 1.27% of total loans and commitments, as of June 30, 2026. As of December 31, 2025, there was one borrower with loans and commitments over $90.0 million. The total of those loans and commitments was $94.9 million, or 0.8% of total loans and commitments, as of December 31, 2025.

Previous wording

The commercial real estate portfolio is composed of commercial real estate loans, multi-family mortgage loans, and construction loans and is the largest component of the Company's overall loan portfolio, representing 55.6% of total loans and leases outstanding as of March 31, 2026.

Current wording

The commercial real estate portfolio is composed of commercial real estate loans, multi-family mortgage loans, and construction loans and is the largest component of the Company's overall loan portfolio, representing 55.5% of total loans and leases outstanding as of June 30, 2026.

Previous wording

The Company's commercial real estate portfolio is composed primarily of loans secured by apartment buildings $2.8 billion), retail stores ($2.0 billion), industrial properties ($1.6 billion), office buildings ($1.2 billion), and lodging services ($556.8 million) as of March 31, 2026.

Current wording

The Company's commercial real estate portfolio is composed primarily of loans secured by multi-family buildings ($2.7 billion), retail stores ($1.9 billion), industrial properties ($1.7 billion), office buildings ($1.2 billion), and lodging services ($588.6 million) as of June 30, 2026.

Previous wording

The Company's commercial loan and lease portfolio is composed primarily of loans and leases to small to medium sized businesses ($1.4 billion), retail ($434.1 million), recreation services ($362.4 million), manufacturing ($321.0 million), rental and leasing services ($220.3 million), food services ($184.9 million), and transportation services ($132.7 million) as of March 31, 2026.

Current wording

The Company's commercial loan and lease portfolio is composed primarily of loans and leases to small to medium sized businesses ($1.3 billion), food services ($474.9 million), rental and leasing services ($391.4 million), manufacturing ($277.8 million), retail ($213.6 million), transportation services ($162.8 million), and recreation services ($132.2 million) as of June 30, 2026.

Previous wording

The consumer loan portfolio, which is composed of residential mortgage loans, home equity loans and lines of credit, and other consumer loans, represented 22.0% of total loans outstanding as of March 31, 2026. The Company focuses its mortgage and home equity lending on existing and new customers within its branch networks.

Current wording

The consumer loan portfolio, which is composed of residential mortgage loans, home equity loans and lines of credit, and other consumer loans, represented 22.1% of total loans outstanding as of June 30, 2026. The Company focuses its mortgage and home equity lending on existing and new customers within its branch networks.

Previous wording

Other consumer loans have historically been a modest part of the Company's loan originations. As of March 31, 2026, other consumer loans equaled $131.0 million, or 0.7% of total loans outstanding.

Current wording

Other consumer loans have historically been a modest part of the Company's loan originations. As of June 30, 2026, other consumer loans equaled $139.8 million, or 0.8% of total loans outstanding.

Previous wording

The Company's management rates certain loans and leases as OAEM, "substandard" or "doubtful" based on criteria established under banking regulations. These loans and leases are collectively referred to as "criticized" assets. Loans and leases rated OAEM have potential weaknesses that deserve management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects of the loan or lease at some future date. Loans and leases rated as substandard are inadequately protected by the payment capacity of the obligor or of the collateral pledged, if any. Substandard loans and leases have a well-defined weakness or weaknesses that jeopardize the liquidation of debt and are characterized by the distinct possibility that the Company will sustain some loss if existing deficiencies are not corrected. Loans and leases rated as doubtful have well-defined weaknesses that jeopardize the orderly liquidation of debt and partial loss of principal is likely. As of March 31, 2026, the Company had $797.6 million of total assets that were designated as criticized. This compares to $683.7 million of assets designated as criticized as of December 31, 2025. The increase of $113.9 million in criticized assets was primarily driven by downgrades in four loans in our commercial real estate portfolio.

Current wording

The Company's management rates certain loans and leases as OAEM, "substandard" or "doubtful" based on criteria established under banking regulations. These loans and leases are collectively referred to as "criticized" assets. Loans and leases rated OAEM have potential weaknesses that deserve management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects of the loan or lease at some future date. Loans and leases rated as substandard are inadequately protected by the payment capacity of the obligor or of the collateral pledged, if any. Substandard loans and leases have a well-defined weakness or weaknesses that jeopardize the liquidation of debt and are characterized by the distinct possibility that the Company will sustain some loss if existing deficiencies are not corrected. Loans and leases rated as doubtful have well-defined weaknesses that jeopardize the orderly liquidation of debt and partial loss of principal is likely. As of June 30, 2026, the Company had $812.9 million of total assets that were designated as criticized. This compares to $683.7 million of assets designated as criticized as of December 31, 2025. The increase of $129.2 million in criticized assets was primarily driven by downgrades in four loans in our commercial real estate portfolio.

Previous wording

As of March 31, 2026, the Company had nonperforming assets of $151.2 million, representing 0.68% of total assets, compared to nonperforming assets of $116.7 million, or 0.50% of total assets as of December 31, 2025. The increase of $34.5 million in nonperforming assets during the three months ended March 31, 2026 was primarily driven by increases in nonperforming commercial real estate and multi-family loans, partially offset by a decline in equipment financing nonperforming balances.

Current wording

As of June 30, 2026, the Company had nonperforming assets of $155.2 million, representing 0.70% of total assets, compared to nonperforming assets of $116.7 million, or 0.50% of total assets as of December 31, 2025. The increase of $38.4 million in nonperforming assets during the six months ended June 30, 2026 was primarily driven by increases in nonperforming commercial real estate, multi-family and commercial loans.

Previous wording

As of March 31, 2026, the Company had $5.8 million loans and leases greater than 90 days past due and accruing, compared to $37.8 million loans as of December 31, 2025.

Current wording

As of June 30, 2026, the Company had $7.8 million loans and leases greater than 90 days past due and accruing, compared to $37.8 million loans as of December 31, 2025.

Previous wording

The following tables present the changes in the allowance for loan and lease losses by portfolio category for the three months ended March 31, 2026 and 2025.

Current wording

The following tables present the changes in the allowance for loan and lease losses by portfolio category for the three and six months ended June 30, 2026 and 2025.

Previous wording

At March 31, 2026, the allowance for loan and lease losses decreased to $244.4 million, or 1.36% of total loans and leases outstanding. This compared to an allowance for loan and lease losses of $252.8 million, or 1.40% of total loans and leases outstanding, as of December 31, 2025.

Current wording

At June 30, 2026, the allowance for loan and lease losses decreased to $238.2 million, or 1.34% of total loans and leases outstanding. This compared to an allowance for loan and lease losses of $252.8 million, or 1.40% of total loans and leases outstanding, as of December 31, 2025.

Previous wording

Net charge-offs on loans and leases for the three months ended March 31, 2026 and 2025 were $13.6 million and $7.6 million, respectively. As a percentage of average loans and leases, annualized net charge-offs for the three months ended March 31, 2026 and 2025 were 0.30% and 0.31%, respectively. The year over year increase in net charge-offs was primarily due to increases in net charge-offs of $7.0 million in commercial real estate loans.

Current wording

Net charge-offs on loans and leases for the three months ended June 30, 2026 and 2025 were $14.3 million and $5.1 million, respectively. As a percentage of average loans and leases, annualized net charge-offs for the three months ended June 30, 2026 and 2025 were 0.32% and 0.21%, respectively. The year over year increase in net charge-offs was primarily due to increases in net charge-offs of $10.9 million in commercial real estate loans and $4.2 million in commercial loans.

Previous wording

As of March 31, 2026, the Company had $192.9 million loans and leases delinquent more than 30 days, compared to $176.2 million loans as of December 31, 2025. The increase of $17.2 million was primary driven by higher delinquencies in commercial real estate mortgage loans and leases.

Current wording

As of June 30, 2026, the Company had $275.5 million loans and leases delinquent more than 30 days, compared to $176.2 million loans as of December 31, 2025. The increase of $99.3 million was primary driven by higher delinquencies in commercial real estate mortgage, commercial, and residential mortgage loans and leases.

Previous wording

Cash, cash equivalents, and investment securities decreased $0.9 billion to $2.8 billion as of March 31, 2026, from $3.7 billion as of December 31, 2025. Cash, cash equivalents, and investment securities were 12.7% of total assets as of March 31, 2026, compared to 16.1% of total assets at December 31, 2025.

Current wording

Cash, cash equivalents, and investment securities decreased $0.8 billion to $3.0 billion as of June 30, 2026, from $3.7 billion as of December 31, 2025. Cash, cash equivalents, and investment securities were 13.4% of total assets as of June 30, 2026, compared to 16.1% of total assets at December 31, 2025.

Previous wording

Maturities, calls and principal repayments for investment securities available-for-sale totaled $89.2 million for the three months ended March 31, 2026 compared to $27.2 million for the same period in 2025. For the three months ended March 31, 2026 and 2025 , the Company did not sell any investment securities available-for-sale. For the three months ended March 31, 2026, the Company purchased $129.1 million of investment securities available-for-sale, compared to $0.7 million for the same period in 2025.

Current wording

Maturities, calls and principal repayments for investment securities available-for-sale totaled $197.8 million for the six months ended June 30, 2026 compared to $60.7 million for the same period in 2025. For the six months ended June 30, 2026 and 2025 , the Company did not sell any investment securities available-for-sale. For the six months ended June 30, 2026, the Company purchased $280.4 million of investment securities available-for-sale, compared to $11.7 million for the same period in 2025.

Previous wording

As of March 31, 2026, the fair value of all investment securities available-for-sale was $1.7 billion with $42.7 million of net unrealized losses, compared to a fair value of $1.7 billion and net unrealized losses of $27.5 million as of December 31, 2025. As of March 31, 2026, $1.0 billion, or 59.5%, of the portfolio, had gross unrealized losses of $51.0 million. This compares to $552.9 million, or 32.7%, of the portfolio with gross unrealized losses of $44.7 million as of December 31, 2025. The Company's unrealized loss position increased in 2026 primarily driven by a increase in current market rates.

Current wording

As of June 30, 2026, the fair value of all investment securities available-for-sale was $1.8 billion with $47.4 million of net unrealized losses, compared to a fair value of $1.7 billion and net unrealized losses of $27.5 million as of December 31, 2025. As of June 30, 2026, $1.2 billion, or 70.8%, of the portfolio, had gross unrealized losses of $56.7 million. This compares to $552.9 million, or 32.7%, of the portfolio with gross unrealized losses of $44.7 million as of December 31, 2025. The Company's unrealized loss position increased in 2026 primarily due to an increase in current market rates.

Previous wording

FHLB of Boston and FHLB of New York Stock—The Company invests in the stock of the FHLB of Boston and FHLB of New York as a requirement to borrow funds from the FHLB. As of March 31, 2026, the Company owned stock in the FHLBs with a carrying value of $39.6 million, an increase of $10.2 million from $29.4 million as of December 31, 2025.

Current wording

FHLB of Boston and FHLB of New York Stock—The Company invests in the stock of the FHLB of Boston and FHLB of New York as a requirement to borrow funds from the FHLB. As of June 30, 2026, the Company owned stock in the FHLBs with a carrying value of $32.8 million, an increase of $3.4 million from $29.4 million as of December 31, 2025.

Previous wording

Total deposits decreased $1.2 billion to $18.3 billion as of March 31, 2026, compared to $19.5 billion as of December 31, 2025. Deposits as a percentage of total assets was 82.3% and 84.0% as of March 31, 2026 and December 31, 2025, respectively.

Current wording

Total deposits decreased $1.0 billion to $18.5 billion as of June 30, 2026, compared to $19.5 billion as of December 31, 2025. Deposits as a percentage of total assets was 83.1% and 84.0% as of June 30, 2026 and December 31, 2025, respectively.

Previous wording

During the three months ended March 31, 2026, Core deposits decreased $0.2 billion. The ratio of Core deposits to total deposits decreased to 70.3% as of March 31, 2026 from 67.0% as of December 31, 2025.

Current wording

During the six months ended June 30, 2026, Core deposits decreased $0.1 billion. The ratio of Core deposits to total deposits decreased to 70.2% as of June 30, 2026 from 67.0% as of December 31, 2025.

Previous wording

Certificate of deposit accounts were $4.1 billion as of March 31, 2026, compared to $4.2 billion as of December 31, 2025. Certificate of deposit accounts increased as a percentage of total deposits to 22.3% as of March 31, 2026 from 21.3% as of December 31, 2025.

Current wording

Certificate of deposit accounts were $4.1 billion as of June 30, 2026, compared to $4.2 billion as of December 31, 2025. Certificate of deposit accounts increased as a percentage of total deposits to 22.0% as of June 30, 2026 from 21.3% as of December 31, 2025.

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Current report — wording carried from elsewhere

For the six months ended June 30, 2026, the Company reported a net income of $110.6 million, or $1.32 per basic and diluted share, an increase of $69.5 million, or 169.0%, from $41.1 million, or $0.46 per basic and diluted share for the six months ended June 30, 2025. This increase in net income is primarily the result of an increase in net interest income of $209.5 million and an increase in non-interest income of $38.3 million, partially offset by an increase in non-interest expense of $150.0 million and an increase in the provision for income taxes of $28.4 million. Refer to "Non-GAAP Financial Measures and Reconciliation to GAAP"for operating earnings measures. Refer to“Results of Operations"below for further discussion.

Current report — wording carried from elsewhere

Company's core market. The Company's investment policy limits the total amount of brokered deposits the Company may hold to 15% of total assets.

Current report — wording carried from elsewhere

Net interest income increased $209.5 million to $384.0 million for the six months ended June 30, 2026 from $174.5 million for the six months ended June 30, 2025. This increase reflects a $245.3 million increase in interest income on loans and leases, along with a $32.9 million increase in interest income in investment securities, partially offset by a $68.8 million increase in interest expense on deposits and borrowings. The increases year over year are primarily a result of the Transaction. Refer to“Results of Operations - Comparison of the Six-Month Period Ended June 30, 2026 and June 30, 2025 — Interest Income”and “Results of Operations - Comparison of the Six-Month Period Ended June 30, 2026 and June 30, 2025 — Interest Expense - Deposit and Borrowed Funds” below for more details.

Current report — wording carried from elsewhere

(1) Tax-exempt income on debt securities, equity securities and industrial revenue bonds are included in commercial loans on a tax-equivalent basis.

Current report — wording carried from elsewhere

(2) Loans on nonaccrual status are included in the average balances.

Current report — wording carried from elsewhere

(3) Including non-interest-bearing checking accounts, the average interest rate on total deposits was 2.00% and 2.41% in the six months ended June 30, 2026 and June 30, 2025, respectively.

Current report — wording carried from elsewhere

(4) Interest-rate spread represents the difference between the yield on interest-earning assets and the cost of interest-bearing liabilities.

Current report — wording carried from elsewhere

(5) Net interest margin represents net interest income (tax equivalent basis) divided by average interest-earning assets.

Current report — wording carried from elsewhere

Total interest income from loans and leases was $532.5 million for the six months ended June 30, 2026, and represented a yield on total loans of 5.98%. This compares to $287.2 million of interest on loans and a yield of 5.96% for the six months ended June 30, 2025. The $245.3 million increase in interest income from loans and leases was primarily attributable to an increase of $236.7 million in the portfolio composition in origination volume due to the Transaction and $9.6 million in changes to interest rates, partially offset by a decrease of $1.0 million in the change of tax-exempt income.

Current report — wording carried from elsewhere

The Company recorded an income tax expense of $42.3 million for the six months ended June 30, 2026, compared to an income tax expense of $14.0 million for the six months ended June 30, 2025, representing effective tax rates of 27.7% and 25.3%, respectively. The overall increase in the effective tax rate for the six months ended June 30, 2026 was primarily driven by higher pre-tax income and Transaction related items, including the discrete tax impact of nondeductible expenses.
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Previous report — wording carried elsewhere

December 31, 2025. The growth in the balance sheet is driven by the Transaction, management will continue to monitor economic conditions and make adjustments to the balance sheet mix as appropriate.