Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations

Stock Yards Bancorp, Inc. ("Bancorp" or "the Company"), is a FHC headquartered in Louisville, Kentucky and is engaged in the business of banking through its wholly owned subsidiary, Stock Yards Bank & Trust Company ("SYB" or "the Bank"). Bancorp, which was incorporated in 1988 in Kentucky, is registered with, and subject to supervision, regulation and examination by, the Board of Governors of the Federal Reserve System. As Bancorp has no significant operations of its own, its business and the business of SYB are essentially the same. The operations of SYB are fully reflected in the consolidated financial statements of Bancorp. Accordingly, references to "Bancorp" in this document may encompass both the holding company and the Bank. All significant inter-company transactions and accounts have been eliminated in consolidation.

SYB, established in 1904, is a state-chartered non-member financial institution that provides services in Louisville, central, eastern and northern Kentucky, as well as the Indianapolis, Indiana and Cincinnati, Ohio markets through 73 full service banking center locations. The Bank is registered with, and subject to supervision, regulation and examination by the FDIC and the Kentucky Department of Financial Institutions.

As a result of its acquisition of Kentucky Bancshares, Inc. on May 31, 2021, Bancorp became the 100% successor owner of a Nevada-based insurance captive taxed under Section 831(b) of the Internal Revenue Code. On April 10, 2023, the IRS issued a proposed regulation that would potentially classify section 831(b) captive activity as a, "listed transaction," and possibly disallow the related tax benefits, both prospectively and retroactively. The regulation was finalized on January 10, 2025, clarifying what is considered a listed transaction or a transaction of interest. Based on the final regulations, there is no change in the status for the captive insurance structure in place previously, which Bancorp dissolved in 2023. The captive remains classified as a transaction of interest for the open tax years and there is no reserve for an uncertain tax position based on the final regulation.

As a result of its acquisition of Commonwealth Bancshares, Inc. on March 7, 2022, Bancorp became the 100% successor owner of three unconsolidated Delaware trust subsidiaries: Commonwealth Statutory Trust III, Commonwealth Statutory Trust IV and Commonwealth Statutory Trust V. The sole assets of the trust subsidiaries represent the proceeds of offerings exchanged for subordinated debentures with similar terms to the TPS.

Management's Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the consolidated financial statements and accompanying Footnotes presented in Part 1 Item 1 "Financial Statements" and other information appearing in Bancorp's Annual Report on Form 10-K for the year ended December 31, 2024. To the extent that this discussion describes prior performance, the descriptions relate only to the periods listed, which may not be indicative of Bancorp's future financial outcomes. In addition to historical information, this discussion contains forward-looking statements that involve risks, uncertainties and assumptions that could cause results to differ materially from management's expectations.

Cautionary Statement Regarding Forward-Looking Statements

This document contains statements relating to future results of Bancorp that are considered "forward-looking" as defined by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The forward-looking statements are principally, but not exclusively, contained in Part I Item 2 "Management's Discussion and Analysis of Financial Condition and Results of Operations."

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," "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.

Forward-looking statements detail management's expectations regarding the future and are based on information known to management only as of the date the statements are made and management undertakes no obligation to update forward-looking statements to reflect events or circumstances that occur after the date forward-looking statements are made, except as required by applicable regulation.

There is no assurance that any list of risks and uncertainties or risk factors is complete. Factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements include, among other things:

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Changes in, or forecasts of, future political and economic conditions, inflation or recession and efforts to control related developments;

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changes in laws and regulations or the interpretation thereof;

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accuracy of assumptions and estimates used in establishing the ACL for loans, ACL for off-balance sheet credit exposures and other estimates;

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impairment of investment securities;

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impairment of goodwill, MSRs, other intangible assets and/or DTAs;

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ability to effectively navigate an economic slowdown or other economic or market disruptions;

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changes in fiscal, monetary, and/or regulatory policies;

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changes in tax polices including but not limited to changes in federal and state statutory rates;

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behavior of securities and capital markets, including changes in interest rates, market volatility and liquidity;

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ability to effectively manage capital and liquidity;

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long-term and short-term interest rate fluctuations, as well as the shape of the U.S. Treasury yield curve;

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the magnitude and frequency of changes to the FFTR implemented by the Federal Open Market Committee of the FRB;

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competitive product and pricing pressures;

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projections of revenue, expenses, capital expenditures, losses, EPS, dividends, capital structure, etc.;

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integration of acquired financial institutions, businesses or future acquisitions;

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changes in the credit quality of Bancorp's customers and counterparties, deteriorating asset quality and charge-off levels;

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changes in technology instituted by Bancorp, its counterparties or competitors;

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changes to or the effectiveness of Bancorp's overall internal control environment;

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adequacy of Bancorp's risk management framework, disclosure controls and procedures and internal control over financial reporting;

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changes in applicable accounting standards, including the introduction of new accounting standards;

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changes in investor sentiment or behavior;

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changes in consumer/business spending or savings behavior;

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ability to appropriately address social, environmental and sustainability concerns that may arise from business activities;

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occurrence of natural or man-made disasters or calamities, including health emergencies, the spread of infectious diseases, pandemics or outbreaks of hostilities, and Bancorp's ability to deal effectively with disruptions caused by the foregoing;

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ability to maintain the security of its financial, accounting, technology, data processing and other operational systems and facilities;

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ability to withstand disruptions that may be caused by any failure of its operational systems or those of third parties;

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ability to effectively defend itself against cyberattacks or other attempts by unauthorized parties to access information of Bancorp, its vendors or its customers or to disrupt systems; and

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other risks and uncertainties reported from time-to-time in Bancorp's filings with the SEC, including Part I Item 1A "Risk Factors" of Bancorp's Annual Report on Form 10-K for the year ended December 31, 2024.

Issued but Not Yet Effective Accounting Standards Updates

For disclosure regarding the impact to Bancorp's financial statements of issued-but-not-yet-effective ASUs, see the footnote titled "Summary of Significant Accounting Policies" of Part I Item 1 "Financial Statements."

Business Segment Overview

Bancorp is divided into two reportable segments: Commercial Banking and WM&T:

Commercial Banking provides a full range of loan and deposit products to individual consumers and businesses in all its markets through retail lending, mortgage banking, deposit services, online banking, mobile banking, private banking, commercial lending, commercial real estate lending, treasury management services, merchant services, international banking, correspondent banking and other banking services. The Bank also offers securities brokerage services via its banking center network through an arrangement with a third party broker-dealer in the Commercial Banking segment.

WM&T provides investment management, financial & retirement planning and trust & estate services, as well as retirement plan management for businesses and corporations in all markets in which Bancorp operates. The magnitude of WM&T revenue distinguishes Bancorp from other community banks of similar asset size.

Overview - Operating Results (FTE)

The following table presents an overview of Bancorp's financial performance for the three months ended September 30, 2025 and 2024:

(dollars in thousands, except per share data)										Variance
Three months ended September 30,		2025				2024				$/bp				%
Net income		$	36,241			$	29,360			$	6,881				23	%
Diluted earnings per share		$	1.23			$	1.00			$	0.23				23	%
ROA			1.56	%			1.39	%		17 bps					12	%
ROE			14.16	%			12.83	%		133 bps					10	%

Additional discussion follows under the section titled "Results of Operations."

General highlights for the three months ended September 30, 2025 compared to September 30, 2024:

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Net income totaled $36.2 million for the three months ended September 30, 2025, resulting in diluted EPS of $1.23, compared to net income of $29.4 million for the three months ended September 30, 2024, which resulted in diluted EPS of $1.00.

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Total loans increased $651 million, or 10%, compared to September 30, 2024, attributed largely to growth in the CRE segment, with the residential real estate, C&I lines of credit and C&D segments also experiencing solid growth. Average loans increased $699 million, or 11%, for the three months ended September 30, 2025 compared to the same period of the prior year.

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Bancorp's ACL on loans increased $6.8 million, or 8%, compared to September 30, 2024. The increase over the past 12 months was attributed to significant loan growth, changes within the FRB's national unemployment forecast and increased specific reserves, which were only partially offset by annual CECL model updates.

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Provision for credit losses on loans totaled $1.6 million for the three months ended September 30, 2025, compared to $4.3 million for the three months ended September 30, 2024.

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Deposit balances increased $918 million, or 14%, compared to September 30, 2024, driven most notably by growth in time deposits tied to the success of competitive CD offerings.

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Net interest income (FTE) totaled $77.1 million for the three months ended September 30, 2025, representing an increase of $12.1 million, or 19%, compared to the three months ended September 30, 2024.

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Interest income experienced a $14.5 million, or 14%, increase over this period as a result of significant average earning asset growth, far surpassing the $2.5 million, or 6%, increase in interest expense driven entirely by interest-bearing deposit growth.

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However, despite higher interest expense, the overall cost of interest-bearing liabilities declined 18 bps for the three months ended September 30, 2025 compared to the same period of the prior year. The lower cost was driven by both rate reductions enacted by the FRB over the last 12 months as well as interest-bearing deposit growth that eliminated the need for more expensive overnight borrowings through the FHLB.

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NIM increased 23 bps to 3.56% for the three months ended September 30, 2025, compared to the same period of the prior year, driven by improved earning asset yields and decline in the cost of total interest bearing liabilities.

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Non-interest income decreased $321,000, or 1%, for the three months ended September 30, 2025, compared to the three months ended September 30, 2024, attributed largely to declines in WM&T revenue and other income.

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Non-interest expenses increased $5.4 million, or 11%, for the three months ended September 30, 2025, compared to the three months ended September 30, 2024, driven mainly by higher compensation expenses associated with increased bonus accrual levels in addition to broad expense increases attributed to the Company's growth over the past 12 months.

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Bancorp's efficiency ratio (FTE) for the three months ended September 30, 2025 was 52.99% compared to 53.92% for the three months ended September 30, 2024. This improvement is attributed to strong net interest income growth, which outpaced growth in non-interest expenses.

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As of September 30, 2025, Bancorp continued to be "well-capitalized," the highest regulatory capital rating for financial institutions, with capital ratios experiencing growth compared to both December 31, 2024 and September 30, 2025. Total stockholders' equity to total assets was 11.19% as of September 30, 2025, compared to 10.61% and 11.07% at December 31, 2024 and September 30, 2024, respectively. Tangible common equity to tangible assets was 9.16% at September 30, 2025, compared to 8.44% and 8.79% at December 31, 2024 and September 30, 2024, respectively.

The following table presents an overview of Bancorp's financial performance for the nine months ended September 30, 2025 and 2024:

(dollars in thousands, except per share data)										Variance
Nine months ended September 30,		2025				2024				$/bp				%
Net income		$	103,536			$	82,845			$	20,691				25	%
Diluted earnings per share		$	3.51			$	2.82			$	0.69				24	%
ROA			1.53	%			1.34	%		19 bps					14	%
ROE			14.17	%			12.53	%		164 bps					13	%

Additional discussion follows under the section titled "Results of Operations."

General highlights for the nine months ended September 30, 2025 compared to September 30, 2024:

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Net income totaled $103.5 million for the nine months ended September 30, 2025, resulting in diluted EPS of $3.51, compared to net income of $82.8 million for the nine months ended September 30, 2024, which resulted in diluted EPS of $2.82.

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Total loans increased $651 million, or 10%, compared to September 30, 2024, attributed largely to growth in the CRE segment, with the residential real estate, C&I lines of credit and C&D segments also experiencing solid growth. Average loans increased $754 million, or 13%, for the nine months ended September 30, 2025 compared to the same period of the prior year.

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Bancorp's ACL on loans increased $6.8 million, or 8%, compared to September 30, 2024. The increase over the past 12 months was attributed to significant loan growth, changes within the FRB's national unemployment forecast and increased specific reserves, which were only partially offset by annual CECL model updates.

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Provision for credit losses on loans totaled $4.7 million for the nine months ended September 30, 2025, compared to $6.6 million for the nine months ended September 30, 2024.

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Deposit balances increased $918 million, or 14%, compared to September 30, 2024, most notably by growth in time deposits tied to the success of competitive CD offerings.

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Net interest income (FTE) totaled $221.3 million for the nine months ended September 30, 2025, representing an increase of $34.0 million, or 18%, compared to the nine months ended September 30, 2024.

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Interest income experienced a $43.8 million, or 14%, increase as a result of significant average earning asset growth, far surpassing the $9.9 million, or 9%, increase in interest expense driven by growth in interest-bearing liabilities. Interest income for the nine months ended September 30, 2025 also benefitted from the payoff of two non-accrual relationships, including interest income, during the year.

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However, despite higher interest expense, the overall cost of interest-bearing liabilities declined 10 bps for the nine months ended September 30, 2025 compared to the same period of the prior year. The lower cost was driven by both rate reductions enacted by the FRB over the last 12 months as well as interest-bearing deposit growth that eliminated the need for more expensive overnight borrowings through the FHLB.

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NIM increased 26 bps to 3.52% for the nine months ended September 30, 2025, compared to the same period of the prior year, driven by improved earning asset yields and a decline in the cost of interest-bearing liabilities.

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Non-interest income increased $97,000, or less than 1%, for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, as fluctuations within non-interest revenue streams were largely offsetting.

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Non-interest expenses increased $11.0 million, or 8%, for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, driven mainly by higher compensation expenses associated with increased bonus accrual levels in addition to broad expense increases attributed to the Company's growth over the past 12 months.

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Bancorp's efficiency ratio (FTE) for the nine months ended September 30, 2025 was 53.75% compared to 56.56% for the nine months ended September 30, 2024. This improvement is attributed to strong net interest income growth, which outpaced growth in non-interest expenses.

Results of Operations

Net Interest Income - Overview

As is the case with most banks, Bancorp's primary revenue sources are net interest income and fee income from various financial services provided to customers. Net interest income is the difference between interest income earned on loans, investment securities and other interest earning assets less interest expense on deposit accounts and other interest bearing liabilities. Loan volume and interest rates earned on those loans are critical to overall profitability. Similarly, deposit volume is crucial to funding loans and rates paid on deposits directly impact profitability. New business volume is influenced by numerous economic factors including market interest rates, business spending, liquidity, consumer confidence and competitive conditions within the marketplace. The discussion that follows is based on FTE net interest income data.

Comparative information regarding net interest income follows:

(dollars in thousands)										Variance
As of and for the three months ended September 30,		2025				2024				$/bp				%
Net interest income		$	77,037			$	64,979			$	12,058				19	%
Net interest income (FTE)*			77,119				65,064				12,055				19	%
Net interest spread (FTE)*			2.90	%			2.57	%		33 bps					13	%
Net interest margin (FTE)*			3.56	%			3.33	%		23 bps					7	%
Average interest earning assets		$	8,586,419			$	7,783,997			$	802,422				10	%
Average interest bearing liabilities			6,439,410				5,701,063				738,347				13	%
Five year Treasury note rate at period end			3.74	%			3.58	%		16 bps					4	%
Average five year Treasury note rate			3.80	%			3.80	%		(0) bps					0	%
Prime rate at period end			7.25	%			8.00	%		(75) bps					-9	%
Average Prime rate			7.46	%			8.44	%		(98) bps					-12	%
One month term SOFR at period end			4.13	%			4.85	%		(72) bps					-15	%
Average one month term SOFR			4.29	%			5.22	%		(93) bps					-18	%

*See table titled, "Average Balance Sheets and Interest Rates (FTE)" for detail of Net interest income (FTE).

(dollars in thousands)										Variance
As of and for the nine months ended September 30,		2025				2024				$/bp				%
Net interest income		$	221,062			$	187,071			$	33,991				18	%
Net interest income (FTE)*			221,315				187,344				33,971				18	%
Net interest spread (FTE)*			2.86	%			2.52	%		34 bps					13	%
Net interest margin (FTE)*			3.52	%			3.26	%		26 bps					8	%
Average interest earning assets		$	8,408,159			$	7,670,807			$	737,352				10	%
Average interest bearing liabilities			6,326,894				5,611,573				715,321				13	%
Five year Treasury note rate at period end			3.74	%			3.58	%		16 bps					4	%
Average five year Treasury note rate			4.00	%			4.13	%		(13) bps					-3	%
Prime rate at period end			7.25	%			8.00	%		(75) bps					-9	%
Average Prime rate			7.49	%			8.48	%		(99) bps					-12	%
One month term SOFR at period end			4.13	%			4.85	%		(72) bps					-15	%
Average one month term SOFR			4.31	%			5.29	%		(98) bps					-19	%

*See table titled, "Average Balance Sheets and Interest Rates (FTE)" for detail of Net interest income (FTE).

NIM and net interest spread calculations above exclude the sold portion of certain participation loans, which totaled $2 million at both September 30, 2025 and December 31, 2024, respectively. These sold loans are on Bancorp's balance sheet as required by GAAP because Bancorp retains some form of effective control; however, Bancorp receives no interest income on the sold portion. These participation loans sold are excluded from NIM and spread analysis, as Bancorp believes it provides a more accurate depiction of loan portfolio performance.

At September 30, 2025, Bancorp's loan portfolio consisted of approximately 64% fixed and 36% variable rate loans. At inception, most of Bancorp's fixed rate loans are generally priced in relation to the five year treasury note. Bancorp's variable rate loans are typically indexed to either Prime or one month term SOFR, repricing as those rates change. At September 30, 2025, approximately 55% and 45% of Bancorp's variable rate loan portfolio was indexed to Prime and SOFR, respectively.

Prime rate, the five year treasury note rate and one month term SOFR are included in the preceding tables to provide a general indication of the interest rate environment in which Bancorp has operated during the past 12 months. The FRB increased the FFTR a total of 100 bps in 2023 via four separate 25 bps rate hikes, two of which occurred during the first quarter of 2023. These increases took the FFTR to a range of 5.25% - 5.50%, and Prime to 8.50%, in July of 2023. Interest rates remained at these levels until September 2024, when the FRB implemented its first rate reduction in over four years, beginning its attempt to avoid recession and pilot a "soft landing," with three separate decreases of the FFTR over the final four months of 2024, ultimately lowering the FFTR a total of 100 bps to a range of 4.25% - 4.50%, and Prime to 7.50%, as of December 31, 2024. The FFTR and Prime rate remained at these levels through mid-September 2025, when the FRB reduced the FFTR 25 bps to 4.00% - 4.25%, ultimately taking Prime to 7.25%.

Recent projections indicate the likelihood for additional rate reductions in the fourth quarter of 2025 and the first half of 2026. As a result, pricing pressure/competition for both loans and deposits could increase in the coming quarters.

Net Interest Income (FTE) - Three months ended September 30, 2025 compared to September 30, 2024:

Net interest spread (FTE) and NIM (FTE) were 2.90% and 3.56%, for the three months ended September 30, 2025, compared to 2.57% and 3.33% for the same period in 2024, respectively.

Net interest income (FTE) increased $12.1 million, or 19%, for the three months ended September 30, 2025 compared to the same period of 2024, as the impact of significant loan growth on interest income far surpassed the increase in interest expense tied to interest bearing deposit growth.

Total average interest earning assets increased $802 million, or 10%, for the three months ended September 30, 2025, as compared to the same period of 2024, attributed to substantial average loan and interest-bearing cash balance growth that was partially offset by a decline in average investment securities driven by scheduled maturities and normal amortization. Further, the average rate earned on total average interest earning assets climbed 15 bps to 5.56%, as the previously mentioned loan growth, coupled with the repricing of matured/renewed loans at higher rates, lifted yields compared to the prior period.

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Average total loan balances increased $699 million, or 11%, for the three months ended September 30, 2025, compared to the same period of 2024. While the CRE segment drove a significant portion of the period over period growth, the residential real estate, C&I lines of credit and C&D segments also experienced solid growth.

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Average investment securities declined $188 million, or 13%, for the three months ended September 30, 2025 compared to the same period of 2024, mainly as the result of significant scheduled maturities within the treasury portfolio, and to a lesser extent, normal amortization activity. The funding provided by this activity has benefitted interest-earning asset yields and overall NIM, as the related liquidity has helped fund Bancorp's substantial loan growth or shifted into interest-bearing cash balances.

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Average FFS and interest bearing due from bank balances increased $300 million, or 202%, for the three months ended September 30, 2025, which was largely the result of the previously mentioned liquidity provided by the investment securities portfolio in addition to deposit growth outpacing loan growth.

Total interest income (FTE) increased $14.5 million, or 14%, to $120.3 million for the three months ended September 30, 2025, as compared to the same period of 2024.

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Interest and fee income (FTE) on loans increased $11.5 million, or 12%, to $107.3 million for the three months ended September 30, 2025, compared to the same period of 2024, driven mainly by loan growth. The yield on the overall loan portfolio increased 2 bps to 6.19% for the three months ended September 30, 2025 compared to 6.17% for the same period of the prior year.

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Despite the decline in average investment securities, there was a $136,000, or 2%, increase in interest income (FTE) on the portfolio for the three months ended September 30, 2025 compared to the same period of 2024. This increase was driven by reinvesting a portion of lower-yielding maturities at significantly higher rates to satisfy collateral pledging requirements over the past 12 months. As a result, the corresponding yield on the portfolio grew to 2.42% for the three months ended September 30, 2025, compared to 2.07% for the prior year period.

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Interest income on FFS and interest bearing due from bank balances increased $3.1 million, or 157% for the three months ended September 30, 2025, consistent with the increase in corresponding average balances. The yield on these assets decreased 78 bps to 4.42% for the three months ended September 30, 2025 compared to the same period of 2024 due to rate reductions enacted by the FRB.

Total average interest bearing liabilities increased $738 million, or 13%, to $6.44 billion for the three month period ended September 30, 2025 compared with the same period in 2024.

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Average interest bearing deposits increased $954 million, or 19%, for the three months ended September 30, 2025 compared to the same period in 2024. Bancorp experienced a $572 million, or 51%, increase in average time deposits and increases of $245 million, or 11%, and $137 million, or 11%, increase in average interest bearing demand and money market deposits, respectively, consistent with the success of Bancorp's competitive CD offerings and depositors seeking higher-yielding deposit products in the current environment.

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Average FHLB advances decreased $161 million, or 35%, for the three months ended September 30, 2025 compared to the same period of the prior year, as significant interest-bearing deposit growth eliminated the need for more expensive overnight borrowings through the FHLB during the third quarter of 2025. Bancorp currently utilizes a $300 million term advance in conjunction with four separate interest rate swaps of varying maturities in an effort to secure longer-term funding at more favorable rates. This advance represents the only outstanding FHLB borrowing as of September 30, 2025.

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Average SSUAR decreased $52 million, or 33%, for the three months ended September 30, 2025 compared to the same period of the prior year, attributed largely to a number of clients moving into other deposit products.

Total interest expense increased $2.5 million, or 6%, for the three months ended September 30, 2025 compared to the same period of 2024, driven almost entirely by increased time deposit expense associated with successful CD promotion, which was only partially offset by a decline in interest expense on FHLB advances.

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Total interest bearing deposit expense increased $5.3 million, or 16%, driven by growth in the time deposit portfolio associated with successful promotional campaigns. However, each interest bearing deposit category experienced a decline in cost for the three months ended September 30, 2025 compared to the same period of the prior year, which was driven by Bancorp's ability to reduce deposit rates consistent with rate reductions enacted by the FRB. Total interest-bearing deposit cost decreased 8 bps to 2.60%.

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Interest expense on FHLB borrowings decreased $2.3 million, or 45%, for the three months ended September 30, 2025, as compared to same period of the prior year, consistent with the $161 million decrease in average FHLB advances.

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Interest expense on SSUAR decreased $349,000, or 37%, for the three months ended September 30, 2025, as compared to the same period of the prior year, consistent with the average balance decrease.

Net Interest Income (FTE) - Nine months ended September 30, 2025 compared to September 30, 2024:

Net interest spread (FTE) and NIM (FTE) were 2.86% and 3.52%, for the nine months ended September 30, 2025, compared to 2.52% and 3.26% for the same period in 2024, respectively.

Net interest income (FTE) increased $34.0 million, or 18%, for the nine months ended September 30, 2025 compared to the same period of 2024, as the impact of significant loan growth on interest income far surpassed the increase in interest expense tied to interest bearing deposit growth.

Total average interest earning assets increased $737 million, or 10%, for the nine months ended September 30, 2025, as compared to the same period of 2024, attributed to substantial average loan growth that was partially offset by a decline in average investment securities driven by scheduled maturities and normal amortization. The average rate earned on total average interest earning assets climbed 24 bps to 5.51%.

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Average total loan balances increased $754 million, or 13%, for the nine months ended September 30, 2025, compared to the same period of 2024. While the CRE segment drove a significant portion of the period over period growth, the residential real estate, C&I lines of credit and C&D segments also experienced solid growth.

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Average investment securities declined $155 million, or 10%, for the nine months ended September 30, 2025 compared to the same period of 2024, mainly as the result of significant scheduled maturities within the treasury portfolio, and to a lesser extent, normal amortization activity. The funding provided by this activity has benefitted interest-earning asset yields and overall NIM, as the related liquidity has helped fund Bancorp's substantial loan growth or shifted into interest-bearing cash balances.

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Average FFS and interest bearing due from bank balances increased $140 million, or 91%, for the nine months ended September 30, 2025, which was largely the result of the previously mentioned liquidity provided by the investment securities portfolio.

Total interest income (FTE) increased $43.8 million, or 14%, to $347 million for the nine months ended September 30, 2025, as compared to the same period of 2024.

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Interest and fee income (FTE) on loans increased $38.2 million, or 14%, to $310 million for the nine months ended September 30, 2025, compared to the same period of 2024, driven by significant average loan growth. The yield on the overall loan portfolio increased 9 bps to 6.15% for the nine months ended September 30, 2025 compared to 6.06% for the same period of the prior year. The nine months ended September 30, 2025 also benefitted from the payoff of two non-accrual loans during the period, which included approximately $828,000 of interest income.

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Despite the decline in average investment securities, there was a $1.9 million, or 8%, increase in interest income (FTE) on the portfolio for the nine months ended September 30, 2025 compared to the same period of 2024. This increase was driven by temporarily reinvesting a portion of lower-yielding maturities at significantly higher short-term rates to satisfy collateral pledging requirements. As a result, the corresponding yield on the portfolio climbed to 2.50% for the nine months ended September 30, 2025, compared to 2.06% for the prior year period. These short-term securities ultimately matured toward the end of the third quarter and were not reinvested.

●

Interest income on FFS and interest bearing due from bank balances increased $3.5 million, or 57%, for the nine months ended September 30, 2025, consistent with the average balance increase. The yield on these assets decreased 96 bps to 4.43% for the nine months ended September 30, 2025 compared to the same period of 2024 due to rate reductions enacted by the FRB over the last 12 months.

Total average interest bearing liabilities increased $715 million, or 13%, to $6.33 billion for the nine month period ended September 30, 2025 compared with the same period in 2024.

●

Average interest bearing deposits increased $781 million, or 16%, for the nine months ended September 30, 2025 compared to the same period in 2024. Bancorp experienced a $485 million, or 46%, increase in average time deposits and increases of $178 million, or 8%, and $124 million, or 10%, increase in average interest bearing demand and money market deposits, respectively, as a result of depositors seeking higher-yielding deposit products in the current environment.

●

Average FHLB advances decreased $37 million, or 9%, for the nine months ended September 30, 2025 compared to the same period of the prior year. Bancorp's utilization of overnight borrowings declined the nine months ended September 30, 2025, consistent with substantial interest-bearing deposit growth. No overnight borrowings were outstanding as of September 30, 2025. Bancorp currently utilizes a $300 million term advance in conjunction with four separate interest rate swaps of varying maturities in an effort to secure longer-term funding at more favorable rates. This advance represents the only outstanding FHLB borrowing as of September 30, 2025.

●

Average SSUAR decreased $26 million, or 17%, for the nine months ended September 30, 2025 compared to the same period of the prior year, driven by both normal fluctuation and a number of clients moving into other deposit offerings.

Total interest expense increased $9.9 million, or 9%, for the nine months ended September 30, 2025 compared to the same period of 2024, driven almost entirely by increased time deposit expense associated with successful CD promotion, which was only partially offset by smaller declines in virtually every other interest-bearing liability category. Despite the increased expense, the cost of interest-bearing deposits declined 3 bps to 2.56% and total interest-bearing liability cost declined 10 bps 2.65%, which was attributed to the impact of the FRB's interest rate reductions enacted over the last 12 months.

●

Total interest bearing deposit expense increased $13.9 million, or 14%, driven by growth in the time deposit portfolio associated with successful promotional CD products offered through April of this year. The cost of interest bearing deposits declined 3 bps compared to the nine months ended September 30, 2024, which was driven by Bancorp's ability to reduce deposit rates consistent with the rate reductions implemented by the FRB over the last 12 months.

●

Interest expense on FHLB borrowings decreased $3.0 million, or 22%, for the nine months ended September 30, 2025, as compared to same period of the prior year. Both overnight borrowing volume and cost declined consistent with interest-bearing deposit growth and the FRB's previously mentioned rate cuts.

●

Interest expense on SSUAR decreased $612,000, or 23%, for the nine months ended September 30, 2025, as compared to the same period of the prior year, consistent with the average balance decrease and rate reductions.

Average Balance Sheets and Interest Rates (FTE) - Three-Month Comparison

		Three months ended September 30,
		2025												2024
		Average								Average				Average								Average
(dollars in thousands)		Balance				Interest				Rate				Balance				Interest				Rate
Interest earning assets:
Federal funds sold and interest bearing due from banks		$	448,969			$	5,003				4.42	%		$	148,818			$	1,946				5.20	%
Mortgage loans held for sale			6,051				74				4.85				4,862				47				3.85
Investment securities:
Taxable			1,165,522				7,033				2.39				1,347,533				6,918				2.04
Tax-exempt			71,193				506				2.82				77,282				485				2.50
Total securities			1,236,715				7,539				2.42				1,424,815				7,403				2.07
Federal Home Loan Bank stock			21,125				488				9.16				31,193				663				8.46
Loans			6,873,559				107,250				6.19				6,174,309				95,748				6.17
Total interest earning assets			8,586,419				120,354				5.56				7,783,997				105,807				5.41
Less allowance for credit losses on loans			92,859												84,260
Non-interest earning assets:
Cash and due from banks			75,952												72,692
Premises and equipment, net			115,810												113,150
Bank owned life insurance			90,882												88,356
Goodwill			194,074												194,074
Accrued interest receivable and other			246,525												216,596
Total assets		$	9,216,803											$	8,384,605
Interest bearing liabilities:
Deposits:
Interest bearing demand		$	2,518,044			$	12,353				1.95	%		$	2,273,444			$	11,783				2.06	%
Savings			423,488				289				0.27				423,754				298				0.28
Money market			1,370,189				9,654				2.80				1,233,297				9,930				3.20
Time			1,689,554				16,998				3.99				1,117,276				11,986				4.27
Total interest bearing deposits			6,001,275				39,294				2.60				5,047,771				33,997				2.68
Securities sold under agreements to repurchase			104,640				588				2.23				156,865				937				2.38
Federal funds purchased			6,689				72				4.27				8,480				120				5.63
Federal Home Loan Bank advances			300,000				2,870				3.80				461,141				5,209				4.49
Subordinated debentures			26,806				411				6.08				26,806				480				7.12
Total interest bearing liabilities			6,439,410				43,235				2.66				5,701,063				40,743				2.84
Non-interest bearing liabilities:
Non-interest bearing demand deposits			1,540,029												1,510,515
Accrued interest payable and other			221,886												262,753
Total liabilities			8,201,325												7,474,331
Stockholders' equity			1,015,478												910,274
Total liabilities and stockholders' equity		$	9,216,803											$	8,384,605
Net interest income						$	77,119											$	65,064
Net interest spread											2.90	%											2.57	%
Net interest margin											3.56	%											3.33	%

Average Balance Sheets and Interest Rates (FTE) - Nine-Month Comparison

		Nine months ended September 30,
		2025												2024
		Average								Average				Average								Average
(dollars in thousands)		Balance				Interest				Rate				Balance				Interest				Rate
Interest earning assets:
Federal funds sold and interest bearing due from banks		$	294,033			$	9,734				4.43	%		$	153,755			$	6,199				5.39	%
Mortgage loans held for sale			6,310				229				4.85				5,230				152				3.88
Investment securities:
Taxable			1,270,410				23,580				2.48				1,418,794				21,700				2.04
Tax-exempt			72,332				1,514				2.80				79,298				1,456				2.45
Total securities			1,342,742				25,094				2.50				1,498,092				23,156				2.06
Federal Home Loan Bank stock			24,756				1,682				9.08				27,364				1,601				7.82
Loans			6,740,318				309,952				6.15				5,986,366				271,736				6.06
Total interest earning assets			8,408,159				346,691				5.51				7,670,807				302,844				5.27
Less allowance for credit losses on loans			91,106												83,344
Non-interest earning assets:
Cash and due from banks			76,178												72,444
Premises and equipment, net			115,891												111,113
Bank owned life insurance			90,252												87,760
Goodwill			194,074												194,074
Accrued interest receivable and other			240,332												209,163
Total assets		$	9,033,780											$	8,262,017
Interest bearing liabilities:
Deposits:
Interest bearing demand		$	2,496,769			$	35,809				1.92	%		$	2,318,696			$	35,365				2.04	%
Savings			422,850				873				0.28				429,546				895				0.28
Money market			1,349,068				28,236				2.80				1,224,878				28,521				3.11
Time			1,538,245				46,468				4.04				1,053,065				32,705				4.15
Total interest bearing deposits			5,806,932				111,386				2.56				5,026,185				97,486				2.59
Securities sold under agreements to repurchase			130,507				2,027				2.08				156,392				2,639				2.25
Federal funds purchased			6,605				214				4.33				9,585				395				5.50
Federal Home Loan Bank advances			356,044				10,519				3.95				392,609				13,469				4.58
Subordinated debentures			26,806				1,230				6.13				26,802				1,511				7.53
Total interest bearing liabilities			6,326,894				125,376				2.65				5,611,573				115,500				2.75
Non-interest bearing liabilities:
Non-interest bearing demand deposits			1,485,519												1,508,947
Accrued interest payable and other			237,702												258,230
Total liabilities			8,050,115												7,378,750
Stockholders' equity			983,665												883,267
Total liabilities and stockholders' equity		$	9,033,780											$	8,262,017
Net interest income						$	221,315											$	187,344
Net interest spread											2.86	%											2.52	%
Net interest margin											3.52	%											3.26	%

Supplemental Information - Average Balance Sheets and Interest Rates (FTE)

●

Average loan balances include the principal balance of non-accrual loans, as well as unearned income such as loan premiums, discounts, fees/costs and exclude participation loans accounted for as secured borrowings. Participation loans accounted for as secured borrowings averaged $2 million for the three month periods ended both September 30, 2025 and 2024, respectively. Participation loans accounted for as secured borrowings averaged $2 million and $3 million for the nine month periods ended September 30, 2025 and 2024, respectively.

●

Interest income on a FTE basis includes additional amounts of interest income that would have been earned if investments in certain tax-exempt interest earning assets had been made in assets subject to federal taxes yielding the same after-tax income. Interest income on municipal securities and tax-exempt loans has been calculated on a FTE basis using a federal income tax rate of 21%. Approximate tax equivalent adjustments to interest income were $82,000 and $85,000 for the three month periods ended September 30, 2025 and 2024, respectively, and $253,000 and $273,000 for the nine month periods ended September 30, 2025 and 2024, respectively.

●

Interest income includes loan fees of $1.3 million and $1.7 million for the three month periods ended September 30, 2025 and 2024, respectively, and $4.3 million and $4.6 million for the nine month periods ended September 30, 2025 and 2024, respectively. Interest income on loans may be materially impacted by the level of prepayment fees collected and net accretion income related to acquired loans. Net accretion income related to acquired loans totaled $375,000 and $467,000 for the three month periods ended September 30, 2025 and 2024, respectively, and $1.1 million and $1.8 million for the nine month periods ended September 30, 2025 and 2024.

●

Net interest income, the most significant component of Bancorp's earnings, represents total interest income less total interest expense. The level of net interest income is determined by mix and volume of interest earning assets, interest bearing deposits and borrowed funds, and changes in interest rates.

●

NIM represents net interest income on a FTE basis as a percentage of total average interest earning assets.

●

Net interest spread (FTE) is the difference between taxable equivalent rates earned on total interest earning assets less the cost of interest bearing liabilities.

●

The fair market value adjustment on investment securities resulting from ASC 320, "Investments - Debt and Equity Securities" is included as a component of other assets.

Asset/Liability Management and Interest Rate Risk

Managing interest rate risk is fundamental for the financial services industry. The primary objective of interest rate risk management is to neutralize effects of interest rate changes on net income. By considering both on and off-balance sheet financial instruments, management evaluates interest rate sensitivity with the goal of optimizing net interest income within the constraints of prudent capital adequacy, liquidity needs, market opportunities and customer funding requirements.

Interest Rate Simulation Sensitivity Analysis

Bancorp uses an earnings simulation model to estimate and evaluate the impact of an immediate change in interest rates on earnings in a one-year forecast. The simulation model is designed to reflect dynamics of interest earning assets and interest bearing liabilities. By estimating effects of interest rate fluctuations, the model can approximate interest rate risk exposure. This simulation model is used by management to gauge approximate results given a specific change in interest rates at a given point in time. The model is therefore a tool to indicate earnings trends in given interest rate scenarios and may not indicate actual or expected results.

The results of the interest rate sensitivity analysis performed as of September 30, 2025 were derived from conservative assumptions Bancorp uses in its model, particularly in relation to deposit betas, which measure how responsive management's deposit repricing may be to changes in market rates based on historical data. Management uses different betas in the rising and falling rate scenarios in an effort to best simulate expected earnings trends.

Bancorp's interest rate sensitivity analysis indicates that increases in interest rates of 100 and 200 bps would have a positive effect on net interest income, while decreases in interest rates of 100 and 200 bps would have a negative impact. These results depict an asset-sensitive interest rate risk profile. The increase in net interest income in the rising rate scenarios is primarily due to variable rate loans and short-term investments repricing more quickly than deposits and short-term borrowings. Net interest income decreases in the falling rate scenarios because rates on non-maturity deposits cannot be lowered sufficiently to offset the decline in interest income associated with assets that immediately reprice as rates fall.

		-200				-100				+100				+200
		Basis Points				Basis Points				Basis Points				Basis Points
% Change from base net interest income at September 30, 2025			-7.64	%			-3.98	%			3.99	%			8.34	%

Bancorp's loan portfolio is currently composed of approximately 64% fixed and 36% variable rate loans, with the fixed rate portion pricing generally based on a spread to the five year treasury curve at the time of origination and the variable portion pricing based on an on-going spread to Prime (approximately 55%) or SOFR (approximately 45%).

Periodically, Bancorp enters into interest rate swap transactions with borrowers who desire to hedge exposure to rising interest rates, while at the same time entering into an offsetting interest rate swap, with substantially matching terms, with another approved independent counterparty. These are undesignated derivative instruments and are recognized on the balance sheet at fair value, with changes in fair value recorded in other non-interest income as interest rates fluctuate. Because of matching terms of offsetting contracts, in addition to collateral provisions which mitigate the impact of non-performance risk, changes in fair value subsequent to initial recognition have a minimal effect on earnings and are therefore not included in the simulation analysis results above. For additional information see the Footnote titled "Assets and Liabilities Measured and Reported at Fair Value."

In addition, Bancorp periodically uses derivative financial instruments as part of its interest rate risk management, including interest rate swaps. These interest rate swaps are designated as cash flow hedges as described in the Footnote titled "Derivative Financial Instruments." For these derivatives, the effective portion of gains or losses is reported as a component of OCI and is subsequently reclassified into earnings as an adjustment to interest expense in periods in which the hedged transaction affects earnings.

Provision for Credit Losses

Provision for credit losses on loans at September 30, 2025 represents the amount of expense that, based on management's judgment, is required to maintain the ACL for loans at an appropriate level under the CECL model. The determination of the amount of the ACL for loans is complex and involves a high degree of judgment and subjectivity. See the Footnote titled "Basis of Presentation and Summary of Significant Accounting Policies" in Bancorp's Annual Report on Form 10-K for the year ended December 31, 2024 for detailed discussion regarding Bancorp's ACL methodology by loan segment.

An analysis of the changes in the ACL for loans, including provision, and selected ratios follow:

		Three months ended								Nine months ended
		September 30,								September 30,
(dollars in thousands)		2025				2024				2025				2024
Beginning balance		$	90,722			$	82,155			$	86,943			$	79,374
Provision for credit losses on loans			1,550				4,325				4,700				6,575
Total charge-offs			(429	)			(1,345	)			(1,596	)			(1,954	)
Total recoveries			317				208				2,113				1,348
Net loan recoveries			(112	)			(1,137	)			517				(606	)
Ending balance		$	92,160			$	85,343			$	92,160			$	85,343
Average total loans		$	6,873,559			$	6,174,309			$	6,740,318			$	5,986,366
Provision for credit losses on loans to average total loans (1)			0.02	%			0.07	%			0.07	%			0.11	%
Net loan (charge-offs)/recoveries to average total loans (1)			0.00	%			-0.02	%			0.01	%			-0.01	%
ACL for loans to total loans			1.33	%			1.36	%			1.33	%			1.36	%
ACL for loans to average total loans			1.34	%			1.38	%			1.37	%			1.43	%

(1) Ratios are not annualized

The ACL for loans totaled $92 million as of September 30, 2025 compared to $85 million at September 30, 2024, representing an ACL to total loans ratio of 1.33% and 1.36% for the respective periods.

Provision expense on loans of $1.6 million and $4.7 million was recorded for the three and nine month periods ended September 30, 2025. While expense for both periods were consistent with strong loan growth, changes within the FRB's national unemployment forecast and increased specific reserves, expense for the nine month period was also impacted by annual CECL model updates made during the first quarter of 2025. Net charge offs of $112,000 and net recoveries of $517,000 were recorded for the three and nine month periods ended September 30, 2025, respectively.

Provision expense on loans of $4.3 million and $6.6 million was recorded for the three and nine month periods ended September 30, 2024. Expense for the prior year was driven mainly to strong loan growth and deterioration in the FRB's national unemployment forecast. Net charge offs of $1.1 million and $606,000 were recorded for the three and nine month periods ended September 30, 2024, serving to decrease the ACL for loans.

While separate from the ACL for loans and recorded in other liabilities on the consolidated balance sheets, the ACL for off balance sheet credit exposures also increased between December 31, 2024 and September 30, 2025. Provision expense of $425,000 and $350,000 for off balance sheet credit exposures was recorded for the three and nine month periods ended September 30, 2025, respectively, driven by increased availability associated with new line production, particularly within the C&D segment. The lower expense recorded for the nine month period stemmed from recording a credit to provision expense for off balance sheet credit exposures during the first quarter, consistent with improved utilization and thus reduced availability for that period. The ACL for off balance sheet exposures totaled $7.1 million as of September 30, 2025.

While no provision for credit loss expense for off balance sheet credit exposures was recorded for the three month period ended September 30, 2024, expense of $475,000 was recorded for the nine month period ended September 30, 2024, driven by increased availability in the C&D portfolio. The ACL for off balance sheet credit exposures was $6.3 million as of September 30, 2024.

Bancorp's loan portfolio is well-diversified with no significant concentrations of credit. Geographically, most loans are extended to borrowers in Louisville, central, eastern and northern Kentucky, as well as the Indianapolis, Indiana and Cincinnati, Ohio metropolitan markets. The adequacy of the ACL is monitored on an ongoing basis and it is the opinion of management that the balance of the ACL at September 30, 2025 is adequate to absorb probable losses inherent in the loan portfolio as of the financial statement date.

Non-interest Income

		Three months ended September 30,																Nine months ended September 30,
(dollars in thousands)		2025				2024				$ Variance				% Variance				2025				2024				$ Variance				% Variance
Wealth management and trust services		$	10,704			$	10,931			$	(227	)			(2	)%		$	31,834			$	32,497			$	(663	)			(2	)%
Deposit service charges			2,281				2,314				(33	)			(1	)			6,429				6,630				(201	)			(3	)
Debit and credit card income			5,009				5,083				(74	)			(1	)			14,354				14,688				(334	)			(2	)
Treasury management fees			2,923				2,939				(16	)			(1	)			8,601				8,389				212				3
Mortgage banking income			1,252				1,112				140				13				3,263				3,077				186				6
Net investment product sales commissions and fees			1,112				915				197				22				3,102				2,580				522				20
Bank owned life insurance			631				634				(3	)			(0	)			1,882				1,817				65				4
Gain on sale of premises and equipment			-				(59	)			59				(100	)			74				(39	)			113				(290	)
Other			564				928				(364	)			(39	)			2,281				2,084				197				9
Total non-interest income		$	24,476			$	24,797			$	(321	)			(1	)%		$	71,820			$	71,723			$	97				0	%

Total non-interest income decreased $321,000, or 1%, and increased $97,000, or less 1%, for the three and nine month periods ended September 30, 2025, respectively, compared to the same periods of 2024. Non-interest income comprised 24.1% and 24.5% of total revenues, defined as net interest income and non-interest income, for the three and nine month periods ended September 30, 2025 compared to 27.6% and 27.7% for the same periods of 2024, respectively. The decreases from prior year were attributed to the sharp rise in net interest income compared to prior year. WM&T services comprised 43.7% and 44.3% of total non-interest income for the three and nine month periods ended September 30, 2025 compared to 44.1% and 45.3% for the same periods of the prior year. The decreases from the prior year were attributed to period over period declines in WM&T revenue related to the impact of business lost over the past 12 months.

WM&T Services:

The magnitude of WM&T revenue distinguishes Bancorp from other community banks of similar asset size. WM&T revenue decreased $227,000, or 2%, and $663,000, or 2%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024, attributed to the residual impact of business lost in prior periods in addition to lower estate fee income, the latter of which is non-recurring in nature.

Net new business refers to revenue generated from newly acquired customers, excluding revenue from upselling or cross-selling to existing active customers. It plays a crucial role in expanding Bancorp's financial base and ensuring long-term sustainability and success. In the latter part of 2024, the WM&T department experienced negative net new business for the first time in several years, driven by employee attrition associated with aggressive recruiting and market competition for clients. Positions impacted by attrition have since been filled and Bancorp experienced positive net new business (annualized) during the nine months ended September 30, 2025. While recent trends suggest a turn-around regarding net new business is in process, the fallout from the previously mentioned employee attrition/client departures is still being felt, as it could take several quarters for benefit of new hire production to be realized.

Recurring fees earned for managing accounts are based on a percentage of market value of AUM and are typically assessed on a monthly basis. Recurring fees, which generally comprise the vast majority of WM&T revenue, increased $175,000, or 2%, and decreased $294,000, or 1%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024. While both the three and nine month periods ended September 30, 2025 were impacted by the previously mentioned lost business, the three month period benefitted from stronger market returns as compared to the same period of the prior year.

A portion of WM&T revenue, most notably executor and certain employee benefit plan-related fees, are non-recurring in nature and the timing of these revenues corresponds with the related administrative activities. For this reason, such fees are subject to greater period over period fluctuation. Total non-recurring fees decreased $403,000, or 59%, and $369,000, or 28%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024 due to the prior year periods experiencing particularly strong estate fee revenue.

AUM, stated at market value, totaled $7.48 billion at September 30, 2025 compared with $7.07 billion at December 31, 2024 and $7.32 billion at September 30, 2024. The increase in AUM between September 30, 2024 and September 30, 2025 was attributed to appreciation within the equity and fixed income markets over the past 12 months in addition to positive net new business through the first nine months of 2025. After experiencing 4 consecutive quarters of contraction beginning in the third quarter of 2024, AUM expanded during both the second and third quarters of 2025, as general market appreciation has aided positive net new business trends in recent months.

Contracts between WM&T and their customers do not permit performance-based fees and accordingly, none of the WM&T revenue is performance based. Management believes the WM&T department will continue to factor significantly in Bancorp's financial results and provide strategic diversity to revenue streams.

Detail of WM&T Service Income by Account Type:

		Three months ended September 30,								Nine months ended September 30,
(in thousands)		2025				2024				2025				2024
Investment advisory		$	4,561			$	4,240			$	13,132			$	12,726
Personal trust			3,142				3,815				9,938				11,465
Personal investment retirement			2,085				1,955				6,092				5,661
Company retirement			419				416				1,228				1,240
Foundation and endowment			335				339				998				1,003
Custody and safekeeping			73				56				207				172
Brokerage and insurance services			33				5				51				9
Other			56				105				188				221
Total WM&T services income		$	10,704			$	10,931			$	31,834			$	32,497

The preceding table demonstrates that WM&T fee revenue is concentrated within investment advisory and personal trust accounts. WM&T fees are predominantly based on AUM and tailored for individual/company accounts and/or relationships with fee structures customized based on account type and other factors, with larger relationships paying a lower percentage of AUM in fees. For example, recurring AUM fee structures are in place for investment management, irrevocable and revocable trusts, personal investment retirement accounts and accounts holding only fixed income securities. WM&T also provides company retirement plan services, which can consist of a one-time conversion fee with recurring AUM fees to follow. While there are also fee structures for estate settlements, income received is typically non-recurring in nature. Fee structures are agreed upon at the time of account opening and any subsequent revisions are communicated in writing to the customer. As previously mentioned, WM&T fees earned are not performance-based nor are they based on investment strategy or transactions. Bancorp also earns management fees on in-house investments funds added through bank acquisitions.

AUM by Account Type:

AUM (not included on balance sheet) increased from $7.07 billion at December 31, 2024 to $7.48 billion at September 30, 2025 as follows:

		September 30, 2025												December 31, 2024
(in thousands)		Managed				Non-managed (1)				Total				Managed				Non-managed (1)				Total
Investment advisory		$	2,861,846			$	39,072			$	2,900,918			$	2,645,233			$	66,026			$	2,711,259
Personal trust			1,537,988				480,603				2,018,591				1,475,683				408,602				1,884,285
Personal investment retirement			1,015,516				17,400				1,032,916				937,493				21,536				959,029
Company retirement			54,419				681,554				735,973				54,626				679,539				734,165
Foundation and endowment			521,355				7,628				528,983				497,890				7,383				505,273
Subtotal		$	5,991,124			$	1,226,257			$	7,217,381			$	5,610,925			$	1,183,086			$	6,794,011
Custody and safekeeping			-				263,020				263,020				-				271,491				271,491
Total AUM		$	5,991,124			$	1,489,277			$	7,480,401			$	5,610,925			$	1,454,577			$	7,065,502

(1) Non-managed assets represent those for which the WM&T department does not hold investment discretion.

As of September 30, 2025 and December 31, 2024, approximately 80% and 79% of AUM were actively managed, respectively. Company retirement plan accounts consist primarily of participant-directed assets. The amount of custody and safekeeping accounts are insignificant to overall WM&T operations.

Managed AUM by Class of Investment:

(in thousands)		September 30, 2025				December 31, 2024
Interest bearing deposits		$	402,664			$	460,521
Treasury and government agency obligations			212,183				194,461
State, county and municipal obligations			407,778				341,940
Money market mutual funds			34,579				36,657
Equity mutual funds			1,345,464				1,183,611
Other mutual funds - fixed, balanced and municipal			638,287				561,218
Other notes and bonds			171,531				167,548
Common and preferred stocks			2,592,319				2,437,672
Real estate mortgages			-				167
Real estate			21,050				42,250
Other miscellaneous assets (1)			165,269				184,880
Total managed assets		$	5,991,124			$	5,610,925

(1) Includes client directed instruments such as rights, warrants, annuities, insurance policies, unit investment trusts, and oil and gas rights.

Managed assets are invested in instruments for which market values can be readily determined, the majority of which are sensitive to market fluctuations and consist of approximately 66% in equities and 34% in fixed income securities as of September 30, 2025, compared to 65% and 35% as of December 31, 2024. This composition has remained relatively consistent from period to period.

Additional Sources of Non-interest income:

Deposit service charges, which consist of non-sufficient funds charges and to a lesser extent, other activity based charges, decreased $33,000, or 1%, and $201,000, or 3%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024. Consistent with the banking industry generally, Bancorp has experienced a steady decline in the volume of fees earned on overdrawn checking accounts over the past several years. This trend has been driven by lower check presentment volume, which has in turn led to fewer overdrawn accounts in general. Further, Bancorp anticipates that future growth of this revenue stream could be significantly impacted by changing industry practices. Bancorp could be faced with strategic decisions surrounding deposit-related service charges in the future, which could negatively impact the contributions made by this, or similar, revenue streams.

Debit and credit card income consists of interchange revenue, ancillary fees and incentives received from card processors. Debit and credit card revenue decreased $74,000, or 1%, and $334,000, or 2%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024, attributed mainly to lower transaction volumes. Total debit card income decreased $43,000, or 1%, and $204,000, or 2%, and total credit card income decreased $31,000, or 2%, and $130,000, or 3%, for the three and nine month periods ended September 30, 2025, compared the same periods of the prior year. While Bancorp generally expects this revenue stream to grow with continued expansion of the customer base, interchange rate compression and fluctuations in business and consumer spend levels could serve as challenges to future growth.

Treasury management fees primarily consist of fees earned for cash management services provided to commercial customers. Treasury management fees decreased $16,000, or 1%, and increased $212,000, or 3%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024. While both periods have benefitted from organic growth and new product sales in addition to broad fee increases implemented towards the end of the first quarter, the decrease for the three month period is attributed to the prior year period experiencing elevated levels of foreign currency exchange income.

Mortgage banking income primarily includes gains on sales of mortgage loans and net loan servicing income offset by MSR amortization. Bancorp's mortgage banking department predominantly originates residential mortgage loans to be sold in the secondary market, primarily to FNMA and FHLMC. Bancorp offers conventional, VA, FHA and GNMA financing for purchases and refinances, as well as programs for first-time homebuyers. Interest rates on mortgage loans directly influence the volume of business transacted by the mortgage-banking department. Mortgage banking revenue increased $140,000, or 13%, and $186,000, or 6%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024, driven by higher origination volumes related largely to the addition of new sales officers.

Net investment product sales commissions and fees are generated primarily on stock, bond and mutual fund sales, as well as wrap fees earned on brokerage accounts via an arrangement with a third party broker-dealer. Wrap fees represent charges for investment programs that bundle together a suite of services, such as brokerage, advisory, research and management and are based on a percentage of account assets. Bancorp deploys its financial advisors primarily through its branch network, while larger managed accounts are generally serviced by Bancorp's WM&T group. Net investment product sales commissions and fees increased $197,000, or 22%, and $522,000, or 20%, for the three and nine month periods ended September 30, 2025 compared to the same periods of 2024, attributed to the addition of a new broker and a general shift towards more profitable wrap fee-based business.

BOLI assets represent the cash surrender value of life insurance policies on certain active and non-active employees who have provided consent for Bancorp to be the beneficiary for a portion of such policies. The related change in cash surrender value and any death benefits received under the policies are recorded as non-interest income and serves to offset the cost of various employee benefits. BOLI income decreased $3,000, or less than 1%, and increased $65,000, or 4%, for the three and nine month periods ending September 30, 2025 compared to the same periods of the prior year, consistent with yields within the policy plans compared to the prior year.

While no activity was recorded for the three months ended September 30, 2025, a gain on the sale of premises and equipment totaling $74,000 was recorded for the nine month period ended September 30, 2025. The gain recorded for the current year stems mainly from the sale of a property owned through a prior acquisition that had been held for sale. Losses on the sale of premises and equipment of $59,000 and $39,000 were recorded for the three and nine month periods ended September 30, 2024.

Other non-interest income decreased $364,000, or 39%, and increased $197,000, or 9%, for the three and nine month periods ended September 30, 2025 compared with the same periods of 2024. The variances for both periods are attributed mainly to the timing and size of swap fee revenue, which is non-recurring in nature and can be relatively volatile.

Non-interest Expenses

		Three months ended September 30,																Nine months ended September 30,
(dollars in thousands)		2025				2024				$ Variance				% Variance				2025				2024				$ Variance				% Variance
Compensation		$	28,836			$	25,534			$	3,302				13	%		$	82,047			$	74,389			$	7,658				10	%
Employee benefits			4,878				4,629				249				5				15,993				15,591				402				3
Net occupancy and equipment			4,086				3,775				311				8				12,234				11,264				970				9
Technology and communication			4,837				4,500				337				7				14,438				14,463				(25	)			(0	)
Debit and credit card processing			1,984				1,845				139				8				5,711				5,402				309				6
Marketing and business development			1,887				1,438				449				31				5,353				4,109				1,244				30
Postage, printing and supplies			910				901				9				1				2,816				2,740				76				3
Legal and professional			891				968				(77	)			(8	)			2,886				3,268				(382	)			(12	)
FDIC insurance			1,198				1,095				103				9				3,681				3,368				313				9
Capital and deposit based taxes			1,082				825				257				31				2,520				2,128				392				18
Intangible amortization			915				1,052				(137	)			(13	)			2,744				3,155				(411	)			(13	)
Other			2,327				1,890				437				23				7,135				6,645				490				7
Total non-interest expenses		$	53,831			$	48,452			$	5,379				11	%		$	157,558			$	146,522			$	11,036				8	%

Total non-interest expenses increased $5.4 million, or 11%, and $11.0 million, or 8%, for the three and nine month periods ended September 30, 2025 compared to the same periods of 2024. Compensation and employee benefits comprised 62.6% and 62.2% of Bancorp's total non-interest expenses for the three and nine month periods ended September 30, 2025, compared to 62.3% and 61.4% for the same periods of 2024.

Compensation, which includes salaries, incentives, bonuses and stock based compensation, increased $3.3 million, or 13%, and $7.7 million, or 10%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024. The increases were attributed primarily to higher bonus accrual levels associated with the strong performance experienced this year and growth in full time equivalent employees. Net full time equivalent employees totaled 1,140 at September 30, 2025 compared to 1,080 at December 31, 2024 and 1,068 at September 30, 2024.

Employee benefits consists of all personnel-related expense not included in compensation, with the most significant items being health insurance, payroll taxes and employee retirement plan contributions. Employee benefits increased $249,000, or 5%, and $402,000, or 3%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024. The increases for both periods were driven largely by the previously mentioned growth in FTEs.

Net occupancy and equipment expenses primarily include depreciation, rent, property taxes, utilities and maintenance. Costs of capital asset additions flow through the statement of income over the lives of the assets in the form of depreciation expense. Net occupancy expense increased $311,000, or 8%, and $970,000, or 9%, for the three and nine month periods ended September 30, 2025, as compared with the same periods of 2024, consistent with higher rent and depreciation expense. The nine month period was also impacted by elevated snow removal activity stemming from severe winter weather experienced in all of Bancorp's markets earlier in the year. At September 30, 2025, Bancorp's branch network consisted of 73 locations throughout Louisville, central, eastern and Northern Kentucky, as well as the MSAs of Indianapolis, Indiana and Cincinnati, Ohio.

Technology and communication expenses include computer software usage and licensing fees, equipment depreciation and expenditures related to investments in technology needed to maintain and improve the quality of customer delivery channels, information security and internal resources. Technology expense increased $337,000, or 7%, and decreased $25,000, or less than 1%, for the three and nine month periods ended September 30, 2025 compared to the same periods of 2024. The variances for both periods are attributed to the timing of technology spending and various upgrade expenses incurred in the prior year. Several planned technology investments began in the third quarter, driving the increase for the three month period and closing the gap on what had been a larger year-to-date variance through the first and second quarters of 2025.

Bancorp outsources processing for debit and commercial credit card operations, which generate significant revenue for the Company. The related expenses typically fluctuate consistent with transaction volumes. Debit and credit card processing expense increased $139,000, or 8%, and $309,000, or 6%, for the three and nine month periods ending September 30, 2025 compared to the same periods of the prior year, driven by higher processing fees, including increased fraud-mitigation expenses.

Marketing and business development expenses include all costs associated with promoting Bancorp, including community support, retaining customers and acquiring new business. Marketing and business development expenses increased $449,000, or 31%, and $1.2 million, or 30%, for the three and nine month periods ending September 30, 2025, as compared to the same periods of 2024, which was primarily the result of higher advertising expense tied to deposit product promotions in addition to various Bank initiatives, sponsorships and ad campaigns.

Postage, printing and supplies expense increased $9,000, or 1% and $76,000, or 3%, for the three and nine month periods ended September 30, 2025 compared to the same periods of 2024, consistent with the previously mentioned deposit product promotions and other initiatives.

Legal and professional fees decreased $77,000, or 8%, and $382,000, or 12%, for the three and nine month periods ended September 30, 2025 compared to the same periods of the prior year, driven primarily by lower compliance-related consulting expense associated with Bancorp approaching $10 billion in total assets in addition to generally lower legal expenses, including collections-related expenses.

FDIC insurance expense increased $103,000, or 9%, and $313,000, or 9%, for the three and nine month periods ended September 30, 2025, as compared to the same periods of 2024, consistent with Bancorp's growth in addition to changes in loan mix, as higher assessments are levied on C&D lending concentrations, a segment which has grown as a percentage of total loans.

Capital and deposit based taxes, which consist primarily of capital-based local income taxes and franchise taxes, increased $257,000, or 31%, and $392,000, or 18%, for the three and nine month periods ended September 30, 2025 compared to the same periods of 2024. Bancorp's capital and deposit based tax expense is based on deposits held within various local taxing districts, as well as gross revenues generated within/appropriated to the state of Ohio, which is the only state Bancorp operates in with a capital-based deposit tax. The increases for the current year periods stem mainly from the substantial deposit growth experienced over the last 12 months.

Intangible amortization expense consists of amortization associated with the CDI of acquired deposit portfolios, as well as an intangible related to customer list of the WM&T business line added through a past acquisition. The intangibles are amortized on an accelerated basis over a period of approximately ten years. Intangible amortization expense decreased $137,000, or 13%, and $411,000, or 13%, for the three and nine month periods ended September 30, 2025 compared to the same period of the prior year, which is attributed to the accelerated depreciation method for which intangible assets are amortized.

Other non-interest expenses increased $437,000, or 23%, and $490,000, or 7%, for the three and nine month periods ended September 30, 2025, as compared to the same periods of 2024. The increases over the prior year stemmed mainly from higher credit card rewards and increases in premiums for insurance policies related to general bank liabilities.

Income Tax Expense

A comparison of income tax expense and ETR follows:

		Three months ended September 30,																Nine months ended September 30,
(dollars in thousands)		2025				2024				$/bp Variance				% Variance				2025				2024				$ Variance				% Variance
Income before income tax expense		$	45,707			$	36,999			$	8,708				24	%		$	130,274			$	105,222			$	25,052				24	%
Income tax expense			9,466				7,639				1,827				24				26,738				22,377				4,361				19
Effective tax rate			20.71	%			20.65	%		6 bps					0				20.52	%			21.27	%		(75) bps					(4	)

Fluctuations in the ETR are primarily attributed to the following:

●

The impact of state income taxes, net of federal benefit, serves to increase the overall ETR and fluctuates consistent with the level of pre-tax income that is taxable at the state level. The ETR was increased by 2.93% for the nine months ended September 30, 2025, compared to an increase of 3.12% for the same period of 2024. The impact to the ETR attributed to state income taxes for the current year was lower compared to the prior year, despite higher pre-tax income, due to recognizing more interest income from U.S. treasury securities, which is tax-exempt at the state level.

●

The stock based compensation component of the ETR fluctuates consistent with the level of SAR exercise activity in addition to the levels of PSU, RSA and RSU vesting. The ETR was reduced by 0.32% for the nine months ended September 30, 2025 compared to an decrease of 0.36% for the same period of 2024, consistent with exercise and vesting activity.

●

The cash surrender value of life insurance policies can vary widely from period to period, driven largely by market changes. The related impact is inversely correlated with the ETR generally, with cash surrender value declines typically serving to increase the ETR and vice versa. Changes in the cash surrender value of life insurance policies decreased the ETR by 0.59% and 0.73% for the nine months ended September 30, 2025 and 2024, respectively.

●

Bancorp invests in certain partnerships that yield federal income tax credits. Taken as a whole, the tax benefit of these investments exceeds amortization expense, resulting in a positive impact on net income. The timing and magnitude of these transactions may vary widely from period to period. Cumulative tax credit activity for the nine months ended September 30, 2025 and 2024 served to reduce the ETR 2.54% and 0.90%, respectively.

●

Tax-exempt interest income earned on loans and investment securities reduced the ETR by 0.32% and 0.45% for the nine months ended September 30, 2025 and 2024, respectively.

On July 4, 2025, President Trump signed into law the legislation formally titled "An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14" and commonly referred to as the One Big Beautiful Bill ("the Act"). Bancorp is currently evaluating income tax implications of the Act, but does not expect the Act to have a material impact on the financial statements.

Financial Condition - September 30, 2025 Compared to December 31, 2024

Overview

Total assets increased $444 million, or 5%, to $9.31 billion at September 30, 2025 from $8.86 billion at December 31, 2024. The increase for the first nine months of 2025 was attributed to strong loan growth of $409 million, or 6%, and a $465 million, or 160%, increase in cash and cash equivalents, which was partially offset by a decline of $420 million, or 31%, in the investment securities portfolio attributed mainly to scheduled maturity activity.

Total liabilities increased $343 million, or 4%, to $8.27 billion at September 30, 2025 from $7.92 billion at December 31, 2024, with total deposit growth of $478 million, or 7%, driven in large part by successful deposit promotions, which was offset partially by smaller declines in SSURA and other liabilities.

Stockholders' equity increased $101 million, or 11%, to $1.04 billion at September 30, 2025 from $940 million at December 31, 2024, as net income of $103.5 million and a $23.5 million improvement in AOCI was offset by $27.7 million of cash dividends declared during the first nine months of 2025. The improvement in AOCI was associated with changes in the interest rate environment and the corresponding impact on the valuation of the AFS debt securities portfolio and cash flow hedging derivatives.

Cash and Cash Equivalents

Cash and cash equivalents increased $465 million, or 160%, ending at $756 million at September 30, 2025 compared to $291 million at December 31, 2024, which was attributed to the previously mentioned maturity activity within the investment securities portfolio and deposit growth outpacing loan growth through the first nine months of 2025. The elevated cash levels currently held by Bancorp are also consistent with balance sheet management strategies implemented in preparation for approaching the $10 billion regulatory threshold.

Investment Securities

The primary purpose of the investment securities portfolio is to provide another source of interest income, as well as a tool for liquidity management. In managing the composition of the balance sheet, Bancorp seeks a balance between earnings sources, credit and liquidity considerations.

Investment securities decreased $420 million, or 31%, to $941 million at September 30, 2025 compared to $1.36 billion at December 31, 2024. This decline was driven mainly by scheduled maturities within the treasury portfolio specifically, and to a lesser extent, normal pay down activity. Investment in the securities portfolio during the first nine months of 2025 consisted of purchasing short-term treasury securities to put excess liquidity to work and provide collateral to meet pledging requirements, while still offering the funding flexibility allowed by their short duration. Bancorp opted to let these short-term investments mature toward the end of the third quarter, providing liquidity to fund continued loan growth and the ability to strategically manage the balance sheet.

FHLB Stock

FHLB stock holdings decreased $886,000, or 4%, to $21 million at September 30, 2025 compared to $22 million at December 31, 2024. The increase was driven by fluctuations in FHLB borrowing activity during the first nine months of 2025, as FHLB members are required to hold certain levels of FHLB stock in relation to the amount of their borrowings. Bancorp's reliance on overnight borrowings through the FHLB was gradually eliminated through the first nine months of 2025, consistent with substantial deposit growth. Bancorp's FHLB stock holdings are expected to fluctuate consistent with borrowing activity from period to period.

Loans

Total loans increased $409 million, or 6%, from December 31, 2024 to September 30, 2025. The loan growth experienced during the first nine months of 2025 was well spread across loan categories, with CRE, residential real estate and C&I line of credit growth leading the way.

Total line of credit utilization has experienced steady improvement over the past several quarters, ending at 46.8% as of September 30, 2025 compared to 45.9% at December 31, 2024 and 43.2% at September 30, 2024. Similarly, utilization within the C&I portfolio improved to 36.8% at September 30, 2025 compared to 33.7% at December 31, 2024 and 31.8% at September 30, 2024, which was evidenced by the solid growth seen within the C&I line of credit segment of the loan portfolio.

Bancorp's credit exposure is diversified between businesses and individuals. No specific industry concentration exceeds 10% of loans outstanding. While Bancorp has a diversified loan portfolio, a customer's ability to honor loan agreements is somewhat dependent upon the economic stability and/or industry in which that customer does business. Loans outstanding and related unfunded commitments are primarily concentrated within Bancorp's current market areas, which encompass the Louisville, Kentucky MSA, central, eastern and northern Kentucky, as well as the Indianapolis, Indiana and Cincinnati, Ohio MSAs.

CRE represents the largest segment of Bancorp's loan portfolio, totaling $3.04 billion, or 44%, of total loans as of September 30, 2025. While a combination of sustained higher interest rates and rising central business district vacancies across the country have created credit and collateral concerns within the CRE sector generally over the past few years, Bancorp believes the quality of its CRE portfolio, and the overall loan portfolio, remains solid.

Office building exposure, which is a sub-segment of CRE and perceived to be of particular risk in the current environment, is a smaller component of Bancorp's loan portfolio, totaling $604 million, or 9%, of total loans as of September 30, 2025. Approximately $252 million, or 42%, of Bancorp's office building exposure is medical-related, which in management's opinion presents reduced risk compared to other CRE uses. In addition, approximately $326 million, or 54%, of the office building exposure is owner-occupied and is generally accompanied by a full commercial banking relationship. This sub-segment is concentrated in Bancorp's primary markets, with no exposure to large office towers and minimal exposure to central business districts, and continues to perform well with minimal substandard/non-accrual and past due loans as of September 30, 2025.

Bancorp occasionally enters into loan participation agreements with other banks to diversify credit risk. For certain participation loans sold, Bancorp has retained effective control of the loans, typically by restricting the participating institutions from pledging or selling their ownership share of the loan without permission from Bancorp. GAAP requires the participated portion of these loans to be recorded as secured borrowings. These participated loans are included in the C&I and CRE loan portfolio segments with a corresponding liability recorded in other liabilities. At both September 30, 2025 and December 31, 2024, the total participated portion of loans of this nature totaled $2 million.

The following table presents the maturity distribution (based on contractual maturity) and rate sensitivity of the total loan portfolio as of September 30, 2025:

		Maturity
September 30, 2025 (in thousands)		Within one year				After one but within five years				After five but within fifteen years				Ater fifteen years				Total				% of Total
Fixed rate		$	359,485			$	2,221,694			$	867,132			$	964,398			$	4,412,709				64	%
Variable rate			743,201				1,115,947				623,016				34,583				2,516,747				36	%
Total loans		$	1,102,686			$	3,337,641			$	1,490,148			$	998,981			$	6,929,456				100	%

In the event where Bancorp structures a loan with a maturity exceeding five years, an automatic rate adjustment will typically be set in place at five years from origination date to limit interest rate sensitivity.

Non-performing Loans and Assets

Information summarizing non-performing loans and assets follows:

(dollars in thousands)		September 30, 2025				December 31, 2024
Non-accrual loans		$	18,559			$	21,727
Modifications to borrowers experiencing financial difficulty			-				-
Loans past due 90 days or more and still accruing			100				487
Total non-performing loans			18,659				22,214
Other real estate owned			190				10
Total non-performing assets		$	18,849			$	22,224
Non-performing loans to total loans			0.27	%			0.34	%
Non-performing assets to total assets			0.20	%			0.25	%
ACL for loans to total non-performing loans			494	%			391	%

As of September 30, 2025, non-accrual loans totaled $19 million compared to $22 million at December 31, 2024. The decrease in total non-accrual loans between December 31, 2024 and September 30, 2025 stemmed mainly from the payoff of two CRE relationships during the first quarter and the paydown of another during the second quarter.

Non-performing assets as of September 30, 2025 consisted of approximately 90 loans, ranging in individual amounts up to $4 million, and one residential real estate property held as OREO.

Delinquent Loans

Delinquent loans (consisting of all loans 30 days or more past due) totaled $32 million at both September 30, 2025 and December 31, 2024. Delinquent loans to total loans were 0.47% and 0.50% at September 30, 2025 and December 31, 2024, respectively.

Allowance for Credit Losses on Loans

The ACL for loans is a valuation allowance for loans estimated at each balance sheet date in accordance with GAAP. When Bancorp deems all or a portion of a loan to be uncollectible, the appropriate amount is written off and the ACL is reduced by the same amount. Subsequent recoveries, if any, are credited to the ACL when received. Allocations of the ACL may be made for specific loans, but the entire ACL for loans is available for any loan that, in Bancorp's judgment, should be charged-off. See the Footnote titled "Summary of Significant Accounting Policies" from Bancorp's most recent Annual Report on Form 10-K for discussion of Bancorp's ACL methodology on loans.

Bancorp's ACL for loans was $92 million as of September 30, 2025 compared to $87 million as of December 31, 2024. Provision expense for credit losses on loans of $4.7 million was recorded for the nine months ended September 30, 2025, consistent with strong loan growth, changes in the FRB's national unemployment forecast, increased specific reserves and annual CECL model updates. Further, net recoveries of $517,000 were recorded for the nine months ended September 30, 2025, serving to increase the ACL for loans.

The ACL for loans calculation and resulting credit loss expense is significantly impacted by changes in forecasted economic conditions. Should the forecast for economic conditions change, Bancorp could experience further adjustments in its required ACL for loans.

The following table sets forth the ACL by category of loan:

		September 30, 2025												December 31, 2024
(dollars in thousands)		Allocated Allowance				% of Total ACL on loans				ACL for loans to Total Loans				Allocated Allowance				% of Total ACL on loans				ACL for loans to Total Loans
Commercial real estate - non-owner occupied		$	14,318				16	%			0.73	%		$	13,935				16	%			0.76	%
Commercial real estate - owner occupied			12,882				14	%			1.18	%			10,192				12	%			1.02	%
Total commercial real estate			27,200				30	%			0.89	%			24,127				28	%			0.85	%
Commercial and industrial - term			20,823				23	%			2.41	%			21,284				25	%			2.41	%
Commercial and industrial - lines of credit			8,546				9	%			1.37	%			6,496				7	%			1.17	%
Total commercial and industrial			29,369				32	%			1.97	%			27,780				32	%			1.93	%
Residential real estate - owner occupied			14,795				16	%			1.69	%			14,468				17	%			1.80	%
Residential real estate - non-owner occupied			4,552				5	%			1.15	%			5,154				6	%			1.35	%
Total residential real estate			19,347				21	%			1.53	%			19,622				23	%			1.65	%
Construction and land development			11,221				12	%			1.66	%			10,981				13	%			1.76	%
Home equity lines of credit			1,377				2	%			0.51	%			1,277				1	%			0.52	%
Consumer			2,910				3	%			2.07	%			2,531				3	%			1.75	%
Leases			436				0	%			2.36	%			370				0	%			2.38	%
Credit cards			300				0	%			1.07	%			255				0	%			1.04	%
Total		$	92,160				100	%			1.33	%		$	86,943				100	%			1.33	%

The table below details net charge-offs to average loans outstanding by category of loan for the three and nine month periods ended September 30, 2025 and 2024, respectively.

		2025												2024
Three months ended September 30, (dollars in thousands)		Net (charge offs)/ recoveries				Average Loans				Net (charge offs)/ recoveries to average loans				Net (charge offs)/ recoveries				Average Loans				Net (charge offs)/ recoveries to average loans
Commercial real estate - non-owner occupied		$	-			$	1,964,277				0.00	%		$	18			$	1,669,466				0.00	%
Commercial real estate - owner occupied			17				1,048,426				0.00	%			-				946,239				0.00	%
Total commercial real estate			17				3,012,703				0.00	%			18				2,615,705				0.00	%
Commercial and industrial - term			107				859,260				0.01	%			(591	)			866,705				-0.07	%
Commercial and industrial - lines of credit			-				627,858				0.00	%			-				501,374				0.00	%
Total commercial and industrial			107				1,487,118				0.01	%			(591	)			1,368,079				-0.04	%
Residential real estate - owner occupied			(81	)			860,371				-0.01	%			(291	)			766,574				-0.05	%
Residential real estate - non-owner occupied			2				391,677				0.00	%			7				373,434				0.00	%
Total residential real estate			(79	)			1,252,048				-0.01	%			(284	)			1,140,008				-0.03	%
Construction and land development			-				671,439				0.00	%			-				630,845				0.00	%
Home equity lines of credit			-				266,789				0.00	%			(100	)			230,053				0.00	%
Consumer			(145	)			141,097				-0.10	%			(86	)			147,447				-0.06	%
Leases			-				16,501				0.00	%			-				17,008				0.00	%
Credit cards			(12	)			25,864				-0.05	%			(94	)			25,164				-0.37	%
Total		$	(112	)		$	6,873,559				0.00	%		$	(1,137	)		$	6,174,309				-0.02	%

		2025												2024
Nine months ended September 30, (dollars in thousands)		Net (charge offs)/ recoveries				Average Loans				Net (charge offs)/ recoveries to average loans				Net (charge offs)/ recoveries				Average Loans				Net (charge offs)/ recoveries to average loans
Commercial real estate - non-owner occupied		$	26			$	1,912,089				0.00	%		$	51			$	1,625,903				0.00	%
Commercial real estate - owner occupied			(21	)			1,027,927				0.00	%			49				932,038				0.01	%
Total commercial real estate			5				2,940,016				0.00	%			100				2,557,941				0.00	%
Commercial and industrial - term			1,207				877,183				0.14	%			(126	)			865,401				-0.01	%
Commercial and industrial - lines of credit			-				594,547				0.00	%			204				467,513				0.04	%
Total commercial and industrial			1,207				1,471,730				0.08	%			78				1,332,914				0.01	%
Residential real estate - owner occupied			(74	)			836,390				-0.01	%			(292	)			740,579				-0.05	%
Residential real estate - non-owner occupied			(1	)			387,559				0.00	%			7				366,270				0.00	%
Total residential real estate			(75	)			1,223,949				-0.01	%			(285	)			1,106,849				-0.03	%
Construction and land development			-				662,466				0.00	%			-				580,720				0.00	%
Home equity lines of credit			(10	)			258,742				0.00	%			(98	)			220,764				0.00	%
Consumer			(495	)			141,957				-0.35	%			(241	)			146,168				-0.16	%
Leases			-				15,772				0.00	%			-				16,518				0.00	%
Credit cards			(115	)			25,686				-0.45	%			(160	)			24,492				-0.65	%
Total		$	517			$	6,740,318				0.01	%		$	(606	)		$	5,986,366				-0.01	%

While separate from the ACL for loans and recorded in other liabilities on the consolidated balance sheets, the ACL for off balance sheet credit exposures experienced an increase between December 31, 2024 and September 30, 2025. Provision expense of $350,000 was recorded for off balance sheet credit exposures for the nine months ended September 30, 2025, driven by increased availability associated with new line production, particularly within the C&D segment. The ACL for off balance sheet credit exposures totaled $7.1 million and $6.8 million as of September 30, 2025 and December 31, 2024.

Premises and Equipment

Premises and equipment are presented on the consolidated balance sheets net of related depreciation on the respective assets, as well as fair value adjustments associated with purchase accounting. Premises and equipment increased $3.5 million, or 3%, between December 31, 2024 and September 30, 2025. Bancorp's branch network currently consists of 73 locations throughout Louisville, central, eastern and northern, Kentucky, as well as the Indianapolis, Indiana and Cincinnati, Ohio markets.

Premises held for sale totaling $1.7 million and $2.3 million was recorded on Bancorp's consolidated balance sheets as of September 30, 2025 and December 31, 2024, respectively. The decrease during the first nine months of 2025 was attributed to the sale of a former administrative building owned through a prior acquisition during the second quarter. Premises held for sale consisted of three vacant parcels of land and one former branch location as of September 30, 2025.

BOLI

Bank-owned life insurance assets increased to $91 million at September 30, 2025, compared to $89 million at December 31, 2024, due to general appreciation of the cash surrender values within the policy plans experienced during the nine month period ended September 30, 2025.

Goodwill

At September 30, 2025 and December 31, 2024, Bancorp had $194 million in goodwill recorded on its balance sheet. Goodwill of $58 million and $123 million is attributed to the acquisitions of CB and KB in 2022 and 2021, respectively. Additionally, goodwill totaling $12 million and $682,000 is attributed to the acquisitions of KSB and Austin State Bank in 2019 and 1996, respectively. The acquisition of TBOC in 2013 resulted in a bargain purchase gain.

Events that may trigger goodwill impairment include deterioration in economic conditions, a decline in market-dependent multiples or metrics (i.e. stock price declining below tangible book value), negative trends in overall financial performance and regulatory actions. At September 30, 2025, Bancorp performed its annual qualitative assessment to determine if it was more-likely-than-not that the fair value of the reporting units exceeded their carrying value, including goodwill. The qualitative assessment indicated that it was not more-likely-than-not that the carrying value of the reporting units exceeded their fair value.

Core Deposit and Customer List Intangibles

CDIs and CLIs arising from business acquisitions are initially measured at fair value and are then amortized on an accelerated method based on their useful lives. As of September 30, 2025 and December 31, 2024, Bancorp's CDI assets totaled $7.3 million and $9.0 million, respectively, and are attributed entirely to the Commercial segment. As of September 30, 2025 and December 31, 2024, Bancorp's CLI assets were $5.8 million and $6.8 million, respectively, and attributed entirely to the WM&T segment.

Other Assets and Other Liabilities

Other assets decreased $7 million, or 2%, to $302 million between December 31, 2024 and September 30, 2025. Other liabilities decreased $45 million, or 17%, to $214 million over the same period. The decrease in other assets was associated mainly with declines in DTAs and interest rate swap assets driven by changes in the interest rate environment generally, which were only partially offset by additional tax credit investments. The decrease in other liabilities was driven largely by a reduction in accrued tax credit investment contributions, which are made according to scheduled contractual commitments related to the respective investments.

Deposits

Total deposits increased $478 million, or 7%, from December 31, 2024 to September 30, 2025. Interest bearing deposits increased $345 million, or 6%, tied primarily to the success of deposit promotions during the first quarter, which more than offset declines in interest bearing demand and money market deposits. While non-interest bearing deposits increased $133 million, or 9%, as of period end, average non-interest bearing deposits decreased $23 million, or 2%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024.

Bancorp continues to experience a shift in the deposit portfolio mix, as customers have sought higher-yielding alternatives in the current interest rate environment. While the cost of interest-bearing deposits has moderated in recent quarters, the cost of total deposits (including non-interest deposits) increased to 2.04% from 1.99% for the nine months ended September 30, 2025 compared to the same period of the prior year, as higher-costing time deposits have become a larger percentage of the total deposit portfolio. Bancorp is cautious regarding deposit costs due to potential deposit pricing pressure/competition and the continued shift in deposit mix.

During the current year, Bancorp implemented ICS (insured cash sweep), a new deposit product offering for larger depositors that require collateralization. This product was added to the portfolio of offerings to allow flexibility for both liquidity needs and strategic balance sheet management, as we continue to grow towards $10 billion in total assets. ICS allows us to provide the necessary collateralization for public funds clients and other larger depositors in the form of a reciprocal network of other banks, which effectively spreads large deposit balances amongst enough participating banks to achieve FDIC coverage for each client. In turn, we receive deposits from other banks, helping them to achieve a similar goal. As collateral is provided to our clients through this network, the investments securities we would have otherwise had to pledge as collateral are now unrestricted from a liquidity perspective.

Additionally, the ICS network provides a one-way sell service, which will enable us to move large deposit balances off balance sheet temporarily by sending an equivalent amount of cash to the same network of participating banks. In this scenario, we do not receive any deposits, effectively helping us lower total assets (and total liabilities by lowering total deposits) to remain under the $10 billion threshold. Such activity occurs overnight and the deposits (and cash) are brought back on balance sheet the next day.

While both the reciprocal and one-way sell services offered by the ICS network may be utilized by Bancorp, the deposit customers of the Bank remain our customers. ICS effectively sweeps balances back and forth, so customers are minimally affected by the operational requirements and are provided the security of FDIC coverage.

Securities Sold Under Agreements to Repurchase

SSUAR declined $90 million, or 55%, between December 31, 2024 and September 30, 2025, driven mainly by a small number of clients within the product switching into other deposit offerings, primarily the previously mentioned ICS offering.

SSUAR represent a funding source of Bancorp and are used by commercial customers in conjunction with collateralized corporate cash management accounts. Such repurchase agreements are considered financing agreements and mature within one business day from the transaction date. At September 30, 2025 and December 31, 2024, all of these financing arrangements had overnight maturities and were secured by government sponsored enterprise obligations and government agency mortgage-backed securities that were owned and controlled by Bancorp.

SSUAR are collateralized by securities and are treated as financings; accordingly, the securities involved with the agreements are recorded as assets and are held by a safekeeping agent and the obligations to repurchase the securities are reflected as liabilities. All securities underlying the agreements are under Bancorp's control.

Federal Funds Purchased

FFP and other short-term borrowing balances were relatively flat between December 31, 2024 and September 30, 2025, increasing $204,000, or 3%. At September 30, 2025, FFP related mainly to excess liquidity held by downstream correspondent bank customers of Bancorp.

Subordinated Debentures

Bancorp owns the following unconsolidated trust subsidiaries: Commonwealth Statutory Trust III, Commonwealth Statutory Trust IV and Commonwealth Statutory Trust V. The sole assets of the trust subsidiaries represent the proceeds of offerings loaned in exchange for subordinated debentures with similar terms to the TPS. The TPS are treated as part of Tier 1 Capital. The subordinated note and related interest expense are included in Bancorp's consolidated financial statements. The subordinated notes are currently redeemable at Bancorp's option on a quarterly basis. As of September 30, 2025 and December 31, 2024, subordinated notes totaled $27 million, respectively.

FHLB Advances

FHLB advances outstanding totaled $300 million at both September 30, 2025 and December 31, 2024, and consisted entirely of a $300 million three-month rolling advance that is hedged with four separate interest rate swaps (cash flow hedges) entered into in an effort to secure longer-term funding at more attractive rates. For more information related to the interest rate swaps noted above, see the footnote titled, "Derivative Financial Instruments."

Average FHLB advances decreased $37 million, or 9%, for the nine months ended September 30, 2025 compared to the same period of the prior year. The utilization of overnight borrowings in the current year was virtually eliminated after the first quarter as deposit growth and investment maturities provided significant liquidity during the second and third quarters. No overnight borrowings were outstanding as of September 30, 2025, nor December 31, 2024.

Liquidity

The role of liquidity management is to ensure funds are available to meet depositors' withdrawal and borrowers' credit demands while at the same time maximizing profitability. This is accomplished by balancing changes in demand for funds with changes in supply of those funds. Liquidity is provided by short-term assets that can be converted to cash, AFS debt securities, various lines of credit available to Bancorp, and the ability to attract funds from external sources, principally deposits. Management believes it has the ability to increase deposits at any time by offering rates slightly higher than market rate.

Bancorp's Asset/Liability Committee is comprised of senior management and has direct oversight responsibility for Bancorp's liquidity position and profile. A combination of reports provided to management details internal liquidity metrics, composition and level of the liquid asset portfolio, timing differences in short-term cash flow obligations, and exposure to contingent draws on Bancorp's liquidity.

Bancorp's most liquid assets are comprised of cash and due from banks, FFS and AFS debt securities. FFS and interest bearing deposits totaled $672 million and $212 million at September 30, 2025 and December 31, 2024, respectively. The increase experienced for the nine months of 2025 was attributed largely to deposit growth associated with successful deposit promotions and maturity activity within the investment securities portfolio. FFS normally have overnight maturities while interest-bearing deposits in banks are accessible on demand. These investments are generally used for daily liquidity purposes.

The fair value of the AFS debt security portfolio was $738 million and $990 million at September 30, 2025 and December 31, 2024, respectively. The decrease in AFS debt security portfolio for the first nine months of 2025 was attributed mainly to scheduled treasury maturities, and to a lesser extent, normal amortization. The investment portfolio (HTM and AFS) includes total cash flows on amortizing debt securities of approximately $178 million (based on assumed prepayment speeds and contractual maturities as of September 30, 2025) expected over the next 12 months. Combined with FFS and interest bearing deposits from banks, AFS debt securities offer substantial resources to meet either loan growth or reductions in Bancorp's deposit funding base. Bancorp pledges portions of its investment securities portfolio to secure public funds, cash balances of certain WM&T accounts and SSUAR. At September 30, 2025, the total carrying value of investment securities pledged for these purposes comprised 60% of the debt securities portfolio, leaving approximately $373 million of unpledged debt securities, compared to 63% and $508 million at December 31, 2024.

Bancorp's deposit base consists mainly of core deposits, which are defined as demand, savings, and money market deposit accounts, time deposits less than or equal to $250,000, and excludes public funds and brokered deposits. At September 30, 2025, such deposits totaled $6.56 billion and represented 86% of Bancorp's total deposits, as compared with $6.14 billion, or 86% of total deposits at December 31, 2024. Because these core deposits are less volatile and are often tied to other products of Bancorp through long lasting relationships, they are not expected to place undue pressure on liquidity.

As of September 30, 2025 and December 31, 2024, Bancorp held no brokered deposits.

Included in total deposit balances at September 30, 2025 are $519 million in public funds generally comprised of accounts with local government agencies and public school districts in the markets in which Bancorp operates. At December 31, 2024, public funds deposits totaled $663 million. The decrease experienced during the first nine months of 2025 was attributed to normal seasonal public funds run-off.

Bancorp is a member of the FHLB of Cincinnati. As a member of the FHLB, Bancorp has access to credit products of the FHLB. Bancorp views these borrowings as a potential low cost alternative to brokered deposits. At September 30, 2025 and December 31, 2024, available credit from the FHLB totaled $1.44 billion and $1.25 billion, respectively. Bancorp also had unsecured FFP lines with correspondent banks totaling $80 million at both September 30, 2025 and December 31, 2024, respectively.

During the normal course of business, Bancorp enters into certain forms of off-balance sheet transactions, including unfunded loan commitments and letters of credit. These transactions are managed through Bancorp's various risk management processes. Management considers both on-balance sheet and off-balance sheet transactions in its evaluation of Bancorp's liquidity.

Bancorp's principal source of cash is dividends paid to it as the sole shareholder of the Bank. As discussed in the Footnote titled "Commitments and Contingent Liabilities," as of January 1st of any year, the Bank may pay dividends in an amount equal to the Bank's net income of the prior two years less any dividends paid for the same two years. At September 30, 2025, the Bank could pay an amount equal to $235 million in dividends to Bancorp without regulatory approval subject to ongoing capital requirements of the Bank.

Sources and Uses of Cash

Cash flow is provided primarily through financing activities of Bancorp, which include raising deposits and borrowing funds from institutional sources such as advances from FHLB and FFP, as well as scheduled loan repayments and cash flows from debt securities. These funds are primarily used to facilitate investment activities of Bancorp, which include making loans and purchasing securities for the investment portfolio. Another important source of cash is net income of the Bank from operating activities. For further detail regarding the sources and uses of cash, see the "Condensed Consolidated Statements of Cash Flows" in Bancorp's consolidated financial statements.

Commitments

In the normal course of business, Bancorp is party to activities that contain credit, market and operational risk that are not reflected in whole or in part in Bancorp's consolidated financial statements. Such activities include traditional off-balance sheet credit-related financial instruments, commitments under operating leases and long-term debt.

Bancorp provides customers with off-balance sheet credit support through loan commitments and standby letters of credit. Unused loan commitments decreased $29 million, or 1%, as of September 30, 2025 compared to December 31, 2024, largely as a result of a decrease in future loan commitments.

Most commitments to extend credit are an agreement to lend to a customer as long as collateral is available as agreed upon and there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses. Since some of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Bancorp uses the same credit and collateral policies in making commitments and conditional guarantees as for on-balance sheet instruments. Bancorp evaluates each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained is based on management's credit evaluation of the customer. Collateral held varies, but may include accounts receivable, inventory, securities, equipment and real estate. However, should the commitments be drawn upon and should our customers default on their resulting obligation to us, our maximum exposure to credit loss, without consideration of collateral, is represented by the contractual amount of those instruments.

The ACL for off balance sheet credit exposures, which is separate from the ACL for loans and recorded in other liabilities on the consolidated balance sheets, was $7.1 million as of September 30, 2025 and $6.8 million December 31, 2024, respectively. Provision expense of $350,000 was recorded for off balance sheet credit exposures for the nine months ended September 30, 2025, driven by increased availability associated with new line production, particularly within the C&D segment.

Standby letters of credit are conditional commitments issued by Bancorp to guarantee the performance of a customer to a third party beneficiary. Those guarantees are primarily issued to support commercial transactions. Standby letters of credit generally have maturities of one to two years.

In addition to owned banking facilities, Bancorp has entered into long-term leasing arrangements for certain facilities. Bancorp also has required future payments for a non-qualified defined benefit retirement plan, TPS and the maturity of time deposits.

See the footnote titled "Commitments and Contingent Liabilities" for additional information regarding commitments.

Capital

At September 30, 2025, stockholders' equity totaled $1.04 billion, representing an increase of $101 million, or 11%, compared to December 31, 2024, as net income of $103.5 million and an $23.5 million improvement in AOCI was offset by $27.7 million of dividends declared during the first nine months of 2025. The improvement in AOCI was associated with changes in the interest rate environment and the corresponding impact on the valuation of the AFS debt securities portfolio and cash flow hedging derivatives. See the "Condensed Consolidated Statement of Changes in Stockholders' Equity" for further detail of changes in equity.

Bancorp's TCE ratio and tangible book value per share, both non-GAAP disclosures, experienced improvement between December 31, 2024 and September 30, 2025, which stemmed largely from recording net income of $103.5 million. TCE was 9.16% at September 30, 2025 compared to 8.44% at December 31, 2024, while tangible book value per share was $28.30 at September 30, 2025, compared to $24.82 at December 31, 2024. See the section titled "Non-GAAP Financial Measures" for reconcilement of non-GAAP to GAAP measures.

In July 2025, Bancorp's Board of Directors adopted a share repurchase program authorizing the repurchase of up to 1 million shares, or approximately 4%, of Bancorp's total common shares outstanding. This share repurchase program replaces the program that expired in May and will expire in two years unless otherwise extended or completed at an earlier date. The plan does not obligate Bancorp to repurchase any specific dollar amount or number of shares prior to the plan's expiration. Bancorp has not repurchased shares under any share repurchase program since 2019.

Bank holding companies and their subsidiary banks are required by regulators to meet risk-based capital standards. These standards, or ratios, measure the relationship of capital to a combination of balance sheet and off-balance sheet risks. The value of both balance sheet and off-balance sheet items are adjusted to reflect credit risks. See the Footnote titled "Regulatory Matters" for additional detail regarding regulatory capital requirements, as well as capital ratios of Bancorp and the Bank. The Bank exceeds regulatory capital ratios required to be well-capitalized. Regulatory framework does not define well capitalized for holding companies. Management considers the effects of growth on capital ratios as it contemplates plans for expansion.

Capital ratios as of September 30, 2025 increased compared December 31, 2024, as a result of strong operating results, which helped offset risk-weighted asset growth within the loan portfolio. Bancorp continues to exceed the regulatory requirements for all calculations. Bancorp and the Bank intend to maintain a capital position that meets or exceeds the "well-capitalized" requirements as defined by the FRB and the FDIC, in addition to the capital conservation buffer.

Banking regulators have categorized the Bank as well-capitalized. To meet the definition of well-capitalized for prompt corrective action requirements, a bank must have a minimum 6.5% Common Equity Tier 1 Risk-Based Capital ratio, 8.0% Tier 1 Risk-Based Capital ratio, 10.0% Total Risk-Based Capital ratio and 5.0% Tier 1 Leverage ratio.

Additionally, in order to avoid limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers, Bancorp and the Bank must hold a 2.5% capital conservation buffer composed of Common Equity Tier 1 Risk-Based Capital above the minimum risk-based capital requirements for the Common Equity Tier 1 Risk-Based Capital ratio, Tier 1 Risk-Based Capital ratio and Total Risk-Based Capital ratio necessary to be considered adequately-capitalized. At September 30, 2025, the adequately-capitalized minimums, including the capital conservation buffer, were a 7.0% Common Equity Tier 1 Risk-Based Capital ratio, 8.5% Tier 1 Risk-Based Capital ratio and 10.5% Total Risk-Based Capital ratio.

As previously noted, Bancorp is the 100% owner of three unconsolidated trust subsidiaries. The sole assets of the trust subsidiaries represent the proceeds of offerings loaned in exchange for subordinated debentures with similar terms to the TPS. The TPS are treated as part of Tier 1 Capital. The subordinated note and related interest expense are included in Bancorp's consolidated financial statements. The subordinated notes are currently redeemable at Bancorp's option on a quarterly basis. As of September 30, 2025 and December 31, 2024, subordinated notes totaled $27 million, respectively.

As permitted by the interim final rule issued on March 27, 2020 by the federal banking regulatory agencies, Bancorp elected the option to delay the estimated impact on regulatory capital related to the adoption of ASC 326 "Financial Instruments - Credit Losses," or CECL, which was effective January 1, 2020. The initial impact of adoption of ASC 326, as well as 25% of the quarterly increases in the ACL subsequent to adoption of ASC 326 (collectively the "transition adjustments") were delayed for two years. After two years, the cumulative amount of the transition adjustments became fixed and was phased out of the regulatory capital calculations evenly over a three-year period, with 75% recognized in year three, 50% recognized in year four and 25% recognized in year five. 2024 represented the fifth and final year of the transition period for Bancorp and the temporary capital benefits became fully reversed as of December 31, 2024. Had Bancorp not elected to defer the regulatory capital impact of CECL, the post ASC 326 adoption capital ratios of Bancorp and the Bank would still have exceeded the well-capitalized level.

Non-GAAP Financial Measures

The following table provides a reconciliation of total stockholders' equity in accordance with GAAP to tangible stockholders' equity (TCE), a non-GAAP disclosure. Bancorp provides the TCE per share, a non-GAAP measure, in addition to those defined by banking regulators, based on its widespread use by investors as a means to evaluate capital adequacy:

(dollars in thousands, except per share data)		September 30, 2025				December 31, 2024
Total stockholders' equity - GAAP (a)		$	1,041,144			$	940,476
Less: Goodwill			(194,074	)			(194,074	)
Less: Core deposit and other intangibles			(13,074	)			(15,818	)
Tangible common equity - Non-GAAP (c)		$	833,996			$	730,584
Total assets - GAAP (b)		$	9,307,376			$	8,863,419
Less: Goodwill			(194,074	)			(194,074	)
Less: Core deposit and other intangibles			(13,074	)			(15,818	)
Tangible assets - Non-GAAP (d)		$	9,100,228			$	8,653,527
Total stockholders' equity to total assets - GAAP (a/b)			11.19	%			10.61	%
Tangible common equity to tangible assets - Non-GAAP (c/d)			9.16	%			8.44	%
Total shares outstanding (e)			29,474				29,431
Book value per share - GAAP (a/e)		$	35.32			$	31.96
Tangible common equity per share - Non-GAAP (c/e)			28.30				24.82

The efficiency ratio, a non-GAAP measure, equals total non-interest expenses divided by the sum of net interest income (FTE) and non-interest income. In addition to the efficiency ratio presented, Bancorp considers an adjusted efficiency ratio. Bancorp believes it is important because it provides a comparable ratio after eliminating net gains (losses) on sales, calls, and impairment of investment securities, as well as net gains (losses) on sales of premises and equipment and disposition of any acquired assets, if applicable, and the fluctuation in non-interest expenses related to amortization of investments in tax credit partnerships and non-recurring merger expenses, if applicable.

		Three months ended September 30,								Nine months ended September 30,
(dollars in thousands)		2025				2024				2025				2024
Total non-interest expenses (a)		$	53,831			$	48,452			$	157,558			$	146,522
Total net interest income, FTE		$	77,119			$	65,064			$	221,315			$	187,344
Total non-interest income			24,476				24,797				71,820				71,723
Total revenue - Non-GAAP (b)		$	101,595			$	89,861			$	293,135			$	259,067
Less: Gain/loss on sale of premises and equipment			-				59				(74	)			39
Total adjusted revenue - Non-GAAP (c)		$	101,595			$	89,920			$	293,061			$	259,106
Efficiency ratio - Non-GAAP (a/b)			52.99	%			53.92	%			53.75	%			56.56	%
Adjusted efficiency ratio - Non-GAAP (a/c)			52.99	%			53.88	%			53.76	%			56.55	%