Ameris Bancorp ABCB Form 10-Q filing Q1 FY2026

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

Consolidated Balance Sheets as ofMarch 31, 2026(unaudited) andDecember 31, 2025 1

Consolidated Statements of Income and Comprehensive Income for theThreeMonths EndedMarch 31, 2026and2025(unaudited) 2

Consolidated Statements of Shareholders’ Equity for theThreeMonths EndedMarch 31, 2026and2025(unaudited) 2

Consolidated Statements of Cash Flows for theThree Months Ended#i496cd3381dbd49a4ac9c081927a444f7_25March 31, 2026and2025(unaudited) 4

Notes to Unaudited Consolidated Financial Statements 6

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. 33

Item 3. Quantitative and Qualitative Disclosures About Market Risk. 47

Item 4. Controls and Procedures. 48

PART II – OTHER INFORMATION

Item 1. Legal Proceedings. 49

Item 1. Financial Statements.

See notes to unaudited consolidated financial statements.

See notes to unaudited consolidated financial statements.

AMERIS BANCORP AND SUBSIDIARIES

Consolidated Statements of Shareholders’ Equity (unaudited)

(dollars in thousands, except per share data)

See notes to unaudited consolidated financial statements.

See notes to unaudited consolidated financial statements.

AMERIS BANCORP AND SUBSIDIARIES

Notes to Unaudited Consolidated Financial Statements

March 31, 2026

NOTE 1 – BASIS OF PRESENTATION AND ACCOUNTING POLICIES

Nature of Business

Ameris Bancorp (the “Company” or “Ameris”) is a financial holding company headquartered in Atlanta, Georgia. Ameris conducts substantially all of its operations through its wholly owned banking subsidiary, Ameris Bank (the “Bank”). At March 31, 2026, the Bank operated 163 branches in select markets in Georgia, Alabama, Florida, North Carolina and South Carolina. The Bank provides a full range of traditional banking and lending products, treasury and cash management, insurance premium financing, and mortgage and refinancing services.

Basis of Presentation

The accompanying unaudited consolidated financial statements for Ameris have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and Regulation S-X. Accordingly, the financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statement presentation. The interim consolidated financial statements included herein are unaudited but reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for a fair presentation of the consolidated financial position and results of operations for the interim periods presented. All significant intercompany accounts and transactions have been eliminated in consolidation. The results of operations for the three months ended March 31, 2026 are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

In preparing the consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

For purposes of reporting cash flows, cash and cash equivalents include cash on hand, cash items in process of collection, amounts due from banks, interest-bearing deposits in banks and federal funds sold.

Reclassifications

Certain reclassifications of prior year amounts have been made to conform with the current year presentations. The reclassifications had no effect on net income or shareholders' equity as previously reported.

Accounting Standards Adopted in 2026

ASU No. 2025-08, Financial Instruments - Credit Losses (Subtopic 326-20): Purchased Loans ("ASU 2025-08"). ASU 2025-08 expands the gross‑up approach to most purchased loans, eliminating the recognition of a day‑one credit loss expense for these acquisitions. The standard is effective for fiscal years beginning after December 15, 2026, with early adoption permitted. The Company elected early adoption of this standard effective January 1, 2026 and the adoption did not have a significant impact on the Company's financial position or results of operations.

Accounting Standards Pending Adoption

ASU No. 2024-03 - Income Statement - Reporting Comprehensive Income (Topic 220): Expense Disaggregation Disclosures ("ASU 2024-03"). ASU No. 2024-03 requires additional disclosure of certain expense captions presented on the face of the Company’s income statement. ASU 2024-03 is effective for the Company’s annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and should be applied either on a prospective or retrospective basis, with early adoption permitted. The Company is currently evaluating the effect that adoption of ASU 2024-03 will have on its disclosures.

ASU No. 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software ("ASU 2025-06"). ASU 2025-06 replaces the previous guidance based on the "project stage" model and increases the operability of the recognition guidance through a principles-based approach so that the guidance is neutral to different software development methods. ASU 2025-06 is effective for annual periods beginning after December 15, 2027, including interim periods within those fiscal years. Early adoption is permitted. The company is currently evaluating the effect that adoption of this pronouncement will have on our consolidated financial statements and disclosures.

NOTE 2 – INVESTMENT SECURITIES

The amortized cost and estimated fair value of securities available-for-sale along with allowance for credit losses, gross unrealized gains and losses are summarized as follows:

The amortized cost and estimated fair value of securities held-to-maturity along with gross unrealized gains and losses are summarized as follows:

The amortized cost and estimated fair value of debt securities available-for-sale and held-to-maturity as of March 31, 2026, by contractual maturity are shown below. Maturities may differ from contractual maturities in mortgage-backed securities because the mortgages underlying these securities may be called or repaid without penalty. Therefore, these securities are not included in the maturity categories in the following maturity summary:

Securities with a carrying value of approximately $651.9 million and $512.0 million at March 31, 2026 and December 31, 2025, respectively, serve as collateral to secure public deposits and for other purposes required or permitted by law.

The following table shows the gross unrealized losses and estimated fair value of available-for-sale securities aggregated by category and length of time that securities have been in a continuous unrealized loss position at March 31, 2026 and December 31, 2025:

As of March 31, 2026, the Company’s available-for-sale security portfolio consisted of 403 securities, 303 of which were in an unrealized loss position. At March 31, 2026, the Company held 259 mortgage-backed securities that were in an unrealized loss position, all of which were issued by U.S. government-sponsored entities and agencies. At March 31, 2026, the Company held 26 U.S. Small Business Administration (“SBA”) pool securities, 12 state, county and municipal securities, four corporate securities, and two U.S. Treasury securities that were in an unrealized loss position.

The following table shows the gross unrealized losses and estimated fair value of held-to-maturity securities aggregated by category and length of time that securities have been in a continuous unrealized loss position at March 31, 2026 and December 31, 2025:

As of March 31, 2026, the Company’s held-to-maturity security portfolio consisted of 60 securities, 49 of which were in an unrealized loss position. At March 31, 2026, the Company held 41 mortgage-backed securities and eight state, county and municipal securities that were in an unrealized loss position.

At March 31, 2026 and December 31, 2025, all of the Company’s mortgage-backed securities were obligations of government-sponsored agencies.

Management and the Company’s Asset and Liability Committee (the “ALCO Committee”) evaluate available-for-sale securities in an unrealized loss position on at least a quarterly basis, and more frequently when economic or market concerns warrant such evaluation, to determine if credit-related impairment exists. Management first evaluates whether they intend to sell or more likely than not will be required to sell an impaired security before recovering its amortized cost basis. If either criteria is met, the entire amount of unrealized loss is recognized in earnings with a corresponding adjustment to the security's amortized cost basis. If either of the above criteria is not met, management evaluates whether the decline in fair value is attributable to credit or resulted from other factors. The Company does not intend to sell these available-for-sale investment securities at an unrealized loss position at March 31, 2026, and it is more likely than not that the Company will not be required to sell these securities prior to recovery or maturity. Based on the results of management's review, at March 31, 2026, management determined that $69,000 was attributable to credit impairment and an allowance for credit losses was recorded. The remaining $19.1 million in unrealized loss was determined to be from factors other than credit.

The Company's held-to-maturity securities have no expected credit losses, and no related allowance for credit losses has been established.

Total net gain on securities reported on the consolidated statements of income and comprehensive income is comprised of the following for the three months ended March 31, 2026 and 2025:

NOTE 3 – LOANS AND ALLOWANCE FOR CREDIT LOSSES

Loans are stated at amortized cost. Balances within the major loans receivable categories are presented in the following table:

Accrued interest receivable on loans totaling $80.1 million and $80.0 million at March 31, 2026 and December 31, 2025, respectively, is reported in other assets on the consolidated balance sheets. The Company had no recorded allowance for credit losses related to accrued interest on loans at both March 31, 2026 and December 31, 2025.

Nonaccrual and Past-Due Loans

A loan is placed on nonaccrual status when, in management’s judgment, the collection of the interest income appears doubtful. Interest receivable that has been accrued and is subsequently determined to have doubtful collectability is charged to interest income. Interest on loans that are classified as nonaccrual is subsequently applied to principal until the loans are returned to accrual status. The Company’s loan policy states that a nonaccrual loan may be returned to accrual status when (i) none of its principal and interest is due and unpaid, and the Company expects repayment of the remaining contractual principal and interest, or (ii) it otherwise becomes well secured and in the process of collection. Restoration to accrual status on any given loan must be supported by a well-documented credit evaluation of the borrower’s financial condition and the prospects for full repayment, approved by the Company’s Chief Credit Officer. Past-due loans are loans whose principal or interest is past due 30 days or more. In some cases, where borrowers are experiencing financial difficulties, loans may be restructured to provide terms significantly different from the original contractual terms.

The following table presents an analysis of loans accounted for on a nonaccrual basis:

(1) Included in real estate - residential were $34.5 million and $24.3 million of serviced GNMA-guaranteed nonaccrual loans at March 31, 2026 and December 31, 2025, respectively.

Interest income recognized on nonaccrual loans during the three months ended March 31, 2026 and 2025 was not material.

The following table presents an analysis of nonaccrual loans with no related allowance for credit losses:

The following table presents an analysis of past-due loans as of March 31, 2026 and December 31, 2025:

Collateral-Dependent Loans

Collateral-dependent loans are loans where repayment is expected to be provided substantially through the operation or sale of the collateral when the borrower is experiencing financial difficulty. If the Company determines that foreclosure is probable, these loans are written down to the lower of cost or fair value of the collateral less estimated costs to sell. When repayment is expected to be from the operation of the collateral, the allowance for credit losses is calculated as the amount by which the amortized cost basis of the financial asset exceeds the present value of expected cash flows from the operation of the collateral. The Company may, in the alternative, measure the allowance for credit losses as the amount by which the amortized cost basis of the financial asset exceeds the estimated fair value of the collateral.

The following table presents an analysis of individually evaluated collateral-dependent financial assets and related allowance for credit losses:

Credit Quality Indicators

The Company uses a five category risk grading system to assign a risk grade to each loan in the portfolio. The following is a description of the general characteristics of the grades:

Pass – This grade represents acceptable credit risk to the Company based on factors including creditworthiness of the borrower, current performance and nature of the collateral.

Other Assets Especially Mentioned ("Special Mention") – This grade includes loans that exhibit potential weaknesses that deserve management’s close attention. If left uncorrected, these weaknesses may result in deterioration of the repayment prospects for the asset or in the Company’s credit position at some future date.

Substandard – This grade represents loans which are inadequately protected by the current creditworthiness and paying capacity of the borrower or of the collateral pledged, if any. These assets exhibit a well-defined weakness or are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. These weaknesses may be characterized by past due performance, operating losses or questionable collateral values.

Doubtful – This grade includes loans which exhibit all of the characteristics of a substandard loan with the added provision that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable or improbable.

Loss – This grade is assigned to loans which are considered uncollectible and of such little value that their continuance as active assets of the Bank is not warranted. This classification does not mean that the loan has absolutely no recovery or salvage value, but rather it is not practical or desirable to defer writing it off.

The following tables present the loan portfolio's amortized cost by class of financing receivable, risk grade and year of origination (in thousands) as of March 31, 2026 and December 31, 2025. Generally, current period renewals of credit are underwritten again at the point of renewal and considered current period originations for purposes of the tables below. The Company had an immaterial amount of revolving loans which converted to term loans and the amortized cost basis of those loans is included in the applicable origination year. There were no loans risk graded doubtful or loss at March 31, 2026 or December 31, 2025.

Allowance for Credit Losses on Loans

The allowance for credit losses represents an allowance for expected losses over the remaining contractual life of the assets. The contractual term does not consider extensions, renewals or modifications. The Company segregates the loan portfolio by type of loan and utilizes this segregation in evaluating exposure to risks within the portfolio.

Loan losses are charged against the allowance when management believes the collection of a loan’s principal is unlikely. Subsequent recoveries are credited to the allowance. Consumer loans are charged off in accordance with the Federal Financial Institutions Examination Council’s (the “FFIEC”) Uniform Retail Credit Classification and Account Management Policy. Commercial loans are charged off when they are deemed uncollectible, which usually involves a triggering event within the collection effort. If the loan is collateral dependent, the loss is more easily identified and is charged off when it is identified, usually based upon receipt of an appraisal. However, when a loan has guarantor support, the Company may carry the estimated loss as a reserve against the loan while collection efforts with the guarantor are pursued. If, after collection efforts with the guarantor are complete, the deficiency is still considered uncollectible, the loss is charged off and any further collections are treated as recoveries. In all situations, when a loan is downgraded to an Asset Quality Rating of Loss, the uncollectible portion is charged off.

The Company’s methodologies for estimating the allowance for credit losses consider available relevant information about the collectability of cash flows, including information about past events, current conditions, and reasonable and supportable forecasts. The methodologies apply historical loss information, adjusted for asset-specific characteristics, economic conditions at the measurement date, and forecasts about future economic conditions expected to exist through the contractual lives of the financial assets that are reasonable and supportable, to the identified pools of loans with similar risk characteristics for which

the historical loss experience was observed. The Company utilizes a one year reasonable and supportable forecast period. The Company’s methodologies revert back to historical loss information on a straight-line basis over four quarters after the reasonable and supportable forecast period.

During the three months ended March 31, 2026, the allowance for credit losses increased due to organic loan growth, the current economic forecast and a change in the mix of loans. The allowance for credit losses was determined at March 31, 2026 using the Moody's baseline scenario economic forecast weighted at 40% and the downside 75th percentile S-2 scenario weighted at 60%. The allowance for credit losses was determined at December 31, 2025 using two economic forecasts from Moody's, the baseline scenario and the downside 75th percentile S-2 scenario, which were equally weighted at 50%. The current forecast reflects, among other things, an increase in unemployment and commercial real estate vacancies, partially offset by improvements in GDP and home and commercial real estate price indices, compared with the forecast at December 31, 2025.

The following tables detail activity and end of period balances in the allowance for credit losses by portfolio segment for the periods indicated. Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories:

Modifications to Borrowers Experiencing Financial Difficulty

The Company periodically provides modifications to borrowers experiencing financial difficulty. Loan modifications, renewals, and refinancings where borrowers are experiencing financial difficulty are evaluated for classification as a modification to borrowers experiencing financial difficulty. To be classified as such, the modifications must be in the form of payment deferrals, term extensions, interest rate reductions, principal forgiveness or combinations of modification types. The determination of whether the borrower is experiencing financial difficulty is made on the date of the modification. When principal forgiveness is provided, the amount of principal forgiveness is charged off against the allowance for credit losses with a corresponding reduction in the amortized cost basis of the loan.

The following table shows the amortized cost basis of the loans modified to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of concession granted during the three months ended March 31, 2026 and 2025:

The Company had unfunded commitments to borrowers experiencing financial difficulty for which the Company has modified their loans of $2.0 million at both March 31, 2026 and December 31, 2025.

The following table describes the financial effect of the modifications made to borrowers experiencing financial difficulty during the three months ended March 31, 2026 and 2025, respectively:

Three Months Ended March 31, 2026

Loan Type Financial Effect

Payment Deferral

Real estate – residential Payments were deferred for 14 months.

Term Extension

Real estate – residential Maturity dates were extended for a weighted average of 85 months.

Three Months Ended March 31, 2025

Loan Type Financial Effect

Payment Deferral

Real estate – commercial and farmland Payments were moved to interest only for 9 months

Real estate – residential Payments were deferred for 10 months

Term Extension

Real estate – commercial and farmland Maturity dates were extended for a weighted average of 15 months

Real estate – residential Maturity dates were extended for a weighted average of 109 months

Combination Payment Deferral and Term Extension

Real estate – commercial and farmland Maturity date was extended 3 months and moved to interest only payments for 12 months

Combination Term Extension and Rate Reduction

Real estate – residential Maturity date was extended for a weighted average 61 months and rate was reduced by a weighted average 0.91%

The Company monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table depicts the performance of loans that have been modified in the last 12 months:

The following table provides the amortized cost basis of financing receivables that had a payment default during the three months ended March 31, 2026 and were modified in the 12 months before default to borrowers experiencing financial difficulty:

The following table provides the amortized cost basis of financing receivables that had a payment default during the three months ended March 31, 2025 and were modified in the 12 months before default to borrowers experiencing financial difficulty:

NOTE 4 – OTHER BORROWINGS

Other borrowings consist of the following:

The advances from the Federal Home Loan Bank (the "FHLB") are collateralized by a blanket lien on all eligible first mortgage loans and other specific loans in addition to FHLB stock. At March 31, 2026, $2.75 billion was available for borrowing on lines with the FHLB.

As of March 31, 2026, the Bank maintained credit arrangements with various financial institutions to purchase federal funds up to $92.0 million.

The Bank also participates in the Federal Reserve discount window borrowings program. At March 31, 2026, the Bank had $2.74 billion of loans pledged at the Federal Reserve discount window and had $2.19 billion available for borrowing.

NOTE 5 – ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Accumulated other comprehensive income (loss) for the Company consists of changes in net unrealized gains and losses on debt securities available-for-sale. The reclassification for gains (losses) on sale of securities included in net income is recorded in net gain (loss) on securities in the consolidated statements of income and comprehensive income.

The following table presents a summary of the accumulated other comprehensive income (loss) balances, net of tax, for the periods indicated:

NOTE 6 – WEIGHTED AVERAGE SHARES OUTSTANDING

Earnings per share have been computed based on the following weighted average number of common shares outstanding:

There were 233,634 and 141,026 anti-dilutive securities excluded from the computation of earnings per share for the three months ended March 31, 2026 and 2025, respectively.

NOTE 7 – FAIR VALUE MEASURES

The fair value of an asset or liability is the current amount that would be exchanged between willing parties, other than in a forced liquidation. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s various assets and liabilities. In cases where quoted market prices are not available, fair value is based on discounted cash flows or other valuation techniques. These techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the asset or liability. The accounting standard for disclosures about the fair value measures excludes certain financial instruments and all nonfinancial instruments from its disclosure requirements. Accordingly, the aggregate fair value amounts presented may not necessarily represent the underlying fair value of the Company.

The Company's loans held for sale under the fair value option are comprised of the following:

The Company has elected to record mortgage loans held for sale at fair value in order to eliminate the complexities and inherent difficulties of achieving hedge accounting and to better align reported results with the underlying economic changes in value of the loans and related hedge instruments. This election impacts the timing and recognition of origination fees and costs, as well as servicing value, which are now recognized in earnings at the time of origination. Interest income on mortgage loans held for sale is recorded on an accrual basis in the consolidated statements of income and comprehensive income under the heading interest income – interest and fees on loans. The servicing value is included in the fair value of the interest rate lock commitments (“IRLCs”) with borrowers. The mark to market adjustments related to mortgage loans held for sale and the associated economic hedges are captured in mortgage banking activities.

A net loss of $6.7 million and a net gain of $7.3 million resulting from changes in fair value of these mortgage loans were recorded in income during the three months ended March 31, 2026 and 2025, respectively. A net gain of $9.8 million and net loss of $4.7 million resulting from changes in the fair value of the related derivative financial instruments used to hedge exposure to the market-related risks associated with these mortgage loans were recorded in income during the three months ended March 31, 2026 and 2025, respectively. The Company’s valuation of mortgage loans held for sale incorporates an assumption for credit risk; however, given the short-term period that the Company holds these loans, valuation adjustments attributable to instrument-specific credit risk is nominal.

The following table summarizes the difference between the fair value and the principal balance for mortgage loans held for sale measured at fair value as of March 31, 2026 and December 31, 2025:

The following table summarizes the difference between the fair value and the principal balance for SBA loans held for sale measured at fair value as of March 31, 2026 and December 31, 2025:

The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Securities available-for-sale, loans held for sale under the fair value option and derivative financial instruments are recorded at fair value on a recurring basis. From time to time, the Company may be required to record at fair value other assets on a nonrecurring basis, such as collateral-dependent loans, loan servicing rights and OREO. Additionally, the Company is required to disclose, but not record, the fair value of other financial instruments.

The following table presents the fair value measurements of assets and liabilities measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall as of March 31, 2026 and December 31, 2025. There were no transfers between Level 1 and Level 2, nor any transfers in or out of Level 3 during the during the three months ended March 31, 2026 or the year ended December 31, 2025.

The following table presents the fair value measurements of assets measured at fair value on a non-recurring basis, as well as the general classification of such instruments pursuant to the valuation hierarchy as of March 31, 2026 and December 31, 2025.

These assets are not measured at fair value on an ongoing basis, though they are subject to fair value adjustments in certain circumstances, suck as when there is evidence of impairment.

The inputs used to determine estimated fair value of collateral-dependent loans include market conditions, loan term, underlying collateral characteristics and discount rates. The inputs used to determine fair value of OREO include market conditions, estimated marketing period or holding period, underlying collateral characteristics and discount rates.

For the three months ended March 31, 2026 and the year ended December 31, 2025, there were no changes in the methods and significant assumptions used to estimate fair value.

The following table shows significant unobservable inputs used in the fair value measurement of Level 3 assets:

The carrying amount and estimated fair value of the Company’s financial instruments, not shown elsewhere in these financial statements, were as follows:

NOTE 8 – COMMITMENTS AND CONTINGENCIES

Loan Commitments

The Company is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. They involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amount recognized in the Company’s balance sheets.

The Company’s exposure to credit loss is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments. A summary of the Company’s commitments is as follows:

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. These commitments, predominantly at variable interest rates, generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the customer.

Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Those guarantees are primarily issued to support public and private borrowing arrangements. The credit risk

involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. Collateral is required in instances in which the Company deems necessary. The Company has not been required to perform on any material financial standby letters of credit and the Company has not incurred any losses on financial standby letters of credit for the three months ended March 31, 2026 and the year ended December 31, 2025.

The Company maintains an allowance for credit losses on unfunded commitments which is recorded in other liabilities on the consolidated balance sheets. The following table presents activity in the allowance for unfunded commitments for the periods presented:

Other Commitments

As of March 31, 2026, letters of credit issued by the FHLB totaling $1.3 billion were used to guarantee the Bank’s performance related to a portion of its public fund deposit balances.

Litigation and Regulatory Contingencies

From time to time, the Company and the Bank are subject to various legal proceedings, claims and disputes that arise in the ordinary course of business. The Company and the Bank are also subject to regulatory examinations, information gathering requests, inquiries and investigations in the ordinary course of business. Based on the Company’s current knowledge and advice of counsel, management presently does not believe that the liabilities arising from these legal and regulatory matters will have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows. However, it is possible that the ultimate resolution of these legal and regulatory matters could have a material adverse effect on the Company’s results of operations and financial condition for any particular period.

The Company’s management and its legal counsel periodically assess contingent liabilities, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims, as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the nature of the guarantee would be disclosed.

NOTE 9 – SEGMENT REPORTING

The Company has the following four reportable segments: Banking Division, Retail Mortgage Division, Warehouse Lending Division and Premium Finance Division. The Banking Division derives its revenues from the delivery of full-service financial services, including commercial loans, consumer loans and deposit accounts. The Retail Mortgage Division derives its revenues from the origination, sales and servicing of one-to-four family residential mortgage loans. The Warehouse Lending Division derives its revenues from the origination and servicing of warehouse lines to other businesses that are secured by underlying one-to-four family residential mortgage loans or mortgage servicing rights. The Premium Finance Division derives its revenues from the origination and servicing of commercial and life insurance premium finance loans.

The Banking, Retail Mortgage, Warehouse Lending and Premium Finance Divisions are managed as separate business units because of the different products and services they provide. The Company evaluates performance and allocates resources based on profit or loss from operations. There are no material intersegment sales or transfers.

The chief operating decision maker (CODM) within the Company is the Chief Executive Officer, who also serves as a member of the Board of Directors and as Chair of the Executive Committee of the Board. The CODM regularly receives a package of period-end reports and works with management in making necessary operating decisions, including the allocation of resources among the Company's segments. This includes evaluation of performance as measured by net income for each segment. Each segment that is reported has strategic planning, budgeting, and forecasting sessions at least annually with the CODM through executive management.

The following tables present selected financial information with respect to the Company’s reportable business segments for the three months ended March 31, 2026 and 2025:

(1) Other expenses for each reportable segment include credit resolution-related expenses, advertising and marketing expenses, amortization of intangible assets, and loan servicing expenses, and other miscellaneous expenses.

NOTE 10 – DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Mortgage Banking Derivatives

The Company maintains a risk management program to manage interest rate risk and pricing risk associated with its mortgage lending activities. This program includes the use of forward contracts and other derivatives that are used to offset changes in value of the mortgage inventory due to changes in market interest rates. Forward contracts to sell primarily fixed-rate mortgage loans are entered into to reduce the exposure to market risk arising from potential changes in interest rates, which could affect the fair value of mortgage loans held for sale and outstanding interest rate lock commitments, which guarantee a certain interest rate if the loan is ultimately funded or granted by the Company as a mortgage loan held for sale. The commitments to sell mortgage loans are at fixed prices and are scheduled to settle at specified dates.

The Company enters into interest rate lock commitments for residential mortgage loans which commits it to lend funds to a potential borrower at a specific interest rate and within a specified period of time. Interest rate lock commitments that relate to the origination of mortgage loans that, if originated, will be held for sale, are considered derivative financial instruments under applicable accounting guidance. Outstanding interest rate lock commitments expose the Company to the risk that the price of the mortgage loans underlying the commitments may decline due to increases in mortgage interest rates from inception of the rate lock to the funding of the loan and the eventual commitment for sale into the secondary market.

These mortgage banking derivatives are carried at fair value and are not designated in hedge relationships. Fair values are estimated based on changes in mortgage interest rates from the date of the commitments. Changes in the fair values of these mortgage banking derivatives are included as a component of mortgage banking activity in the consolidated statements of income and comprehensive income.

Customer Related Derivative Positions

The Company enters into interest rate derivative contracts to facilitate the risk management strategies of certain clients. The Company mitigates this risk largely by entering into equal and offsetting interest rate derivative agreements with highly rated counterparties. The interest rate contracts are free-standing derivatives and are recorded at fair value on the Company's consolidated balance sheets. The credit risk to these clients is evaluated and included in the calculation of fair value. Fair value changes including credit-related adjustments are recorded as a component of other noninterest income.

Risk Participation Agreement

The Company has entered into a risk participation agreement swap that is associated with a loan participation, where the Company is not the counterparty to the interest rate swap that is associated with the risk participation sold. The interest rate swap mark to market only impacts the Company if the swap is in a liability position to the counterparty and the customer defaults on payments to the counterparty.

The following table reflects the notional amount and fair value of derivative instruments not designated as hedging instruments included in the consolidated balance sheets as of March 31, 2026 and December 31, 2025:

(1) Derivative assets are included in other assets on the consolidated balance sheets.

(2) Derivative liabilities are included in other liabilities on the consolidated balance sheets.

(3) Includes interest rate contracts for client derivatives and offsetting positions.

The net gains (losses) relating to changes in fair value from derivative instruments not designated as hedging instruments are summarized below for the three months ended March 31, 2026 and 2025.

(1) Gain (loss) represents net fair value adjustments (including credit related adjustments) for client derivatives and offsetting positions.

NOTE 11 – LOAN SERVICING RIGHTS

The Company sells certain residential mortgage loans and SBA loans to third parties. All such transfers are accounted for as sales and the continuing involvement in the loans sold is limited to certain servicing responsibilities. The Company has also acquired servicing portfolios of residential mortgage and SBA loans. Loan servicing rights are initially recorded at fair value and subsequently recorded at the lower of cost or fair value, and are amortized over the remaining service life of the loans, with consideration given to prepayment assumptions. Loan servicing rights are recorded in other assets on the consolidated balance sheets.

The carrying value of the loan servicing rights assets is shown in the table below:

Residential Mortgage Loans

The Company sells certain first-lien residential mortgage loans to third party investors, primarily the Federal National Mortgage Association (“FNMA”), the Government National Mortgage Association (“GNMA”) and the Federal Home Loan Mortgage Corporation (“FHLMC”). For a portion of these loans, the Company retains the related mortgage servicing rights (“MSRs”) and receives servicing fees. The net gain on loan sales, MSRs amortization and recoveries/impairment, and ongoing servicing fees on the portfolio of loans serviced for others are recorded in the consolidated statements of income and comprehensive income as part of mortgage banking activity.

During the three months ended March 31, 2026 and 2025, the Company recorded servicing fee income of $12.0 million and $12.5 million, respectively. Servicing fee income includes servicing fees, late fees and ancillary fees earned for each period.

The table below is an analysis of the activity in the Company’s MSRs:

The key metrics and the sensitivity of the fair value to adverse changes in model inputs and/or assumptions are summarized below:

The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. As indicated, changes in fair value based on adverse changes in model inputs and/or assumptions generally cannot be extrapolated because the relationship of a change in input or assumption to the change in fair value may not be linear. In addition, the effect of an adverse variation in a particular input or assumption on the value of the residential mortgage servicing rights is calculated without changing any other input or assumption. In reality, a change in another factor may magnify or counteract the effect of the change in the first.

SBA Loans

All sales of SBA loans, consisting of the guaranteed portion, are executed on a servicing retained basis. These loans, which are partially guaranteed by the SBA, are generally secured by business property such as real estate, inventory, equipment and accounts receivable. The net gain on SBA loan sales, amortization and impairment/recoveries of servicing rights, and ongoing servicing fees are recorded in the consolidated statements of income and comprehensive income as part of other noninterest income.

During the three months ended March 31, 2026 and 2025, the Company recorded servicing fee income of $404,000 and $459,000, respectively. Servicing fee income includes servicing fees, late fees and ancillary fees earned for each period.

The table below is an analysis of the activity in the Company’s SBA loan servicing rights:

The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. As indicated, changes in fair value based on adverse changes in model inputs and/or assumptions generally cannot be extrapolated because the relationship of a change in input or assumption to the change in fair value may not be linear. In addition, the effect of an adverse variation in a particular input or assumption on the value of the SBA servicing rights is calculated without changing any other input or assumption. In reality, a change in another factor may magnify or counteract the effect of the change in the first.

Item 1A. Risk Factors. 49

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

Interest income $249,260 $55,713 $17,845 $28,953 $351,771 Interest expense 40,893 38,885 10,251 17,306 107,335 Net interest income 208,367 16,828 7,594 11,647 244,436 Provision for credit losses 11,853 3,074 177 1,447 16,551 Noninterest income 32,791 36,316 796 17 69,920 | Noninterest expense | | | | | | Salaries and employee benefits 66,246 21,912 544 2,664 91,366 Occupancy and equipment 10,930 649 8 38 11,625 Data processing and communications expenses 15,348 1,224 35 186 16,793 Other expenses 23,898 12,532 179 687 37,296 Total noninterest expense 116,422 36,317 766 3,575 157,080 Income before income tax expense 112,883 13,753 7,447 6,642 140,725 Income tax expense 24,397 2,888 1,564 1,384 30,233 Net income $88,486 $10,865 $5,883 $5,258 $110,492

Net Interest Income and Margin

The following table sets forth the average balance, interest income or interest expense, and average interest rate for each category of interest-earning assets and interest-bearing liabilities, net interest spread, and net interest margin on average interest-earning assets for the three months ended March 31, 2026 and 2025. Federally tax-exempt income is presented on a taxable-equivalent basis assuming a 21% federal tax rate.

On a tax-equivalent basis, net interest income for the first quarter of 2026 was $245.4 million, an increase of $22.6 million, or 10.15%, compared with $222.8 million reported in the same quarter in 2025. The increase in net interest income is primarily a result of downward pricing adjustments on deposits as market rates decreased, in addition to growth in average earning assets, partially offset by a decrease in asset yields. Average interest-earning assets increased $1.46 billion, or 6.03%, from $24.21 billion in the first quarter of 2025 to $25.66 billion for the first quarter of 2026. This growth in interest-earning assets resulted primarily from increased investment in our bond portfolio and organic loan growth. The Company’s net interest margin during the first quarter of 2026 was 3.88%, up 15 basis points from 3.73% reported in the first quarter of 2025. Loan production amounted to $5.5 billion during the first quarter of 2026, with weighted average yields of 6.13%, compared with $4.1 billion and 6.86%, respectively, during the first quarter of 2025.

Total interest income, on a tax-equivalent basis, increased to $352.7 million during the first quarter of 2026, compared with $334.7 million in the same quarter of 2025. Yields on earning assets decreased to 5.57% during the first quarter of 2026, compared with 5.61% reported in the first quarter of 2025. During the first quarter of 2026, loans comprised 86.5% of average earning assets, compared with 87.5% in the same quarter of 2025. Yields on loans were flat at 5.82% for both the first quarter of 2026 and 2025. Yields on taxable investment securities increased to 4.08% in the first quarter of 2026, compared with 3.75% in the same period of 2025.

The yield on interest-bearing deposits decreased from 2.83% in the first quarter of 2025 to 2.50% in the first quarter of 2026. The yield on total interest-bearing liabilities decreased from 2.92% in the first quarter of 2025 to 2.61% in the first quarter of 2026. Total funding costs, inclusive of noninterest-bearing demand deposits, decreased to 1.88% in the first quarter of 2026, compared with 2.06% during the first quarter of 2025. Deposit costs decreased from 1.98% in the first quarter of 2025 to 1.76% in the first quarter of 2026. Non-deposit funding costs decreased from 5.73% in the first quarter of 2025 to 4.44% in the first quarter of 2026.

Provision for Credit Losses

The Company’s provision for credit losses during the first quarter of 2026 amounted to $16.6 million, compared with $21.9 million in the first quarter of 2025. The provision for credit losses for the first quarter of 2026 was comprised of a provision of $17.9 million related to loans, and releases of $1.3 million and $6,000 related to unfunded commitments and other credit losses, respectively, compared with $16.5 million related to loans and $5.4 million related to unfunded commitments for the first quarter of 2025. The increase in the provision for credit losses on loans is primarily attributable to the updated economic forecast, an increase in the office portfolio qualitative factor and changes in the portfolio mix. The decrease in the provision for unfunded commitments primarily resulted an improvement in the economic forecast and resulting loss rates on our construction portfolio, partially offset by an increase in loss rates in other segments and an increase in unfunded commitments. Non-performing assets as a percentage of total assets was relatively flat, increasing one basis point to 0.45% at March 31, 2026, compared with 0.44% at December 31, 2025. The increase in non-performing assets is primarily attributable to an increase in nonaccrual loans of $7.4 million, partially offset by a decrease in accruing loans delinquent 90 days or more of $262,000. The Company recognized net charge-offs on loans during the first quarter of 2026 of $11.4 million, or 0.21% of average loans on an annualized basis, compared with net charge-offs of $9.0 million, or 0.18%, in the first quarter of 2025. The Company’s total allowance for credit losses on loans at March 31, 2026 was $354.7 million, or 1.62% of total loans, compared with $348.1 million, or 1.62% of total loans, at December 31, 2025.

Noninterest Income

Total noninterest income for the first quarter of 2026 was $69.9 million, an increase of $5.9 million, or 9.2%, from the $64.0 million reported in the first quarter of 2025. Income from mortgage banking activities was $37.0 million in the first quarter of 2026, an increase of $1.8 million, or 5.0%, from $35.3 million in the first quarter of 2025. Total production in the first quarter of 2026 amounted to $1.09 billion, compared with $933.0 million in the same quarter of 2025, while gain on sale spread decreased to 2.08% in the first quarter of 2026, compared with 2.17% in the same quarter of 2025. The retail mortgage open pipeline finished the first quarter of 2026 at $632.7 million, compared with $701.9 million at December 31, 2025 and $771.6 million at the end of the first quarter of 2025.

Service charges on deposit accounts increased $546,000, or 4.2%, to $13.7 million in the first quarter of 2026, compared with $13.1 million in the first quarter of 2025. The increase in service charges on deposit accounts was primarily attributable to growth in deposits. Income from equipment finance activity increased $2.4 million, or 35.7%, to $9.1 million for the first quarter of 2026, compared with $6.7 million during the first quarter of 2025. The increase in equipment finance activity was primarily related to increased non-insurance charges. Other noninterest income increased $1.3 million, or 17.1%, to $9.1 million for the first quarter of 2026, compared with $7.8 million during the first quarter of 2025. The increase in other noninterest income was primarily attributable to increases in derivative fee income of $366,000, gain on sale of SBA loans of $302,000, BOLI income of $282,000 and commercial interchange income of $263,000.

Noninterest Expense

Total noninterest expense for the first quarter of 2026 increased $6.0 million, or 4.0%, to $157.1 million, compared with $151.0 million in the same quarter 2025. Salaries and employee benefits increased $4.8 million, or 5.5%, from $86.6 million in the first quarter of 2025 to $91.4 million in the first quarter of 2026, due primarily to annual merit increases, an increase in mortgage commissions attributable to increased production and increases in incentives, healthcare costs and payroll taxes. These increases were partially offset by decreases in 401(k) contributions and share-based compensation. Data processing and communication expenses increased $1.9 million, or 13.0%, to $16.8 million in the first quarter of 2026, compared with $14.9

million in the first quarter of 2025, with the increase primarily resulting from an increase in volume and continued technology investment. Advertising and marketing expense was $3.3 million in the first quarter of 2026, compared with $2.9 million in the first quarter of 2025. Amortization of intangible assets decreased $710,000, or 17.3%, from $4.1 million in the first quarter of 2025 to $3.4 million in the first quarter of 2026. This decrease was primarily related to a reduction in core deposit and customer relationship intangible amortization. Loan servicing expenses decreased $443,000, or 5.7%, from $7.8 million in the first quarter of 2025 to $7.4 million in the first quarter of 2026, primarily attributable to the sale of mortgage servicing rights throughout 2025, partially offset by additional mortgage loans serviced added from mortgage production over the previous year. Compared with the first quarter of 2025, legal and other professional fees and occupancy and equipment expenses increased $1.3 million and $948,000, respectively, while FDIC insurance and credit resolution expenses decreased $302,000 and $256,000, respectively. Other noninterest expenses decreased $1.6 million, or 9.9%, from $16.4 million in the first quarter of 2025 to $14.7 million in the first quarter of 2026, due primarily to a decrease in donations of $2.6 million, partially offset by an increase in tax and license expense of $966,000.

Income Taxes

Income tax expense is influenced by the statutory rate, the amount of taxable income, the amount of tax-exempt income and the amount of nondeductible expenses. For the first quarter of 2026, the Company reported income tax expense of $30.2 million, compared with $25.0 million in the same period of 2025. The Company’s effective tax rate for the three months ended March 31, 2026 and 2025 was 21.5% and 22.1%, respectively. The decrease in the effective rate for the three months ended March 31, 2026 is primarily related to an increase in the excess benefit upon vesting of share-based compensation awards compared with the first quarter of 2025.

Financial Condition as of March 31, 2026

Securities

Debt securities classified as available-for-sale are recorded at fair value with unrealized holding gains and losses excluded from earnings and reported in accumulated other comprehensive income (loss), net of the related deferred tax effect. Securities available-for-sale may be bought and sold in response to changes in market conditions, including, but not limited to, fluctuations in interest rates, changes in securities' prepayment risk, increases in loan demand, general liquidity needs and positioning the portfolio to take advantage of market conditions that create more economically attractive returns. Debt securities which are classified as held-to-maturity are done so based on management's positive intent and ability to hold such securities to maturity and are carried at amortized cost. Restricted equity securities are classified as other investment securities and are carried at cost and are periodically evaluated for impairment based on the ultimate recovery of par value or cost basis.

The amortization of premiums and accretion of discounts are recognized in interest income using methods approximating the interest method over the expected life of the securities. Realized gains and losses, determined on the basis of the cost of specific securities sold, are included in earnings on the trade date.

The following table is a summary of our investment portfolio at the dates indicated:

The amounts of securities available-for-sale and held-to-maturity in each category as of March 31, 2026 are shown in the following table according to contractual maturity classifications: (i) one year or less; (ii) after one year through five years; (iii) after five years through ten years; and (iv) after ten years:

(1) The amortized cost of securities held-to-maturity and fair value of securities available-for-sale are presented based on contractual maturities. Actual cash flows may differ from contractual maturities because borrowers may have the right to prepay obligations without prepayment penalties.

(2) Yields were computed using coupon interest, adding discount accretion or subtracting premium amortization, as appropriate, on a ratable basis over the life of each security. The weighted average yield for each maturity range was computed using the amortized cost of each security in that range.

(3) Yields on securities of state and political subdivisions are stated on a taxable-equivalent basis, using a tax rate of 21%.

Loans and Allowance for Credit Losses

At March 31, 2026, gross loans outstanding (including loans and loans held for sale) were $22.32 billion, an increase of $187.9 million from $22.14 billion at December 31, 2025. Loans increased $314.5 million, or 1.5%, from $21.51 billion at December 31, 2025 to $21.83 billion at March 31, 2026. Loans held for sale decreased from $623.2 million at December 31, 2025 to $496.6 million at March 31, 2026 primarily in our mortgage division.

At the end of the first quarter of 2026, the ACL on loans totaled $354.7 million, or 1.62% of loans, compared with $348.1 million, or 1.62% of loans, at December 31, 2025. Our nonaccrual loans increased from $109.1 million at December 31, 2025 to $116.5 million at March 31, 2026. For the first three months of 2026, our net charge-off ratio as a percentage of average loans increased to 0.21%, compared with 0.18% for the first three months of 2025. The total provision for credit losses for the first three months of 2026 was $16.6 million, compared with a provision of $21.9 million recorded for the first three months of 2025. Our ratio of total nonperforming assets to total assets was relatively flat, up one basis point from 0.44% at December 31, 2025 to 0.45% at March 31, 2026.

The following table presents an analysis of the allowance for credit losses on loans, provision for credit losses on loans and net charge-offs as of and for the three months ended March 31, 2026 and 2025:

The following table presents an analysis of the allowance for credit losses on loans and net charge-offs for loans held for investment:

Loans

Loans are stated at amortized cost. Balances within the major loans receivable categories are presented in the following table:

Commercial real estate (“CRE”) represents the Company's largest loan category. The Company regularly monitors its CRE portfolio against regulatory concentration limits. Additionally, the Company manages its risk in the CRE portfolio through, among other things, established policy limits on loan-to-value or loan-to-cost at or below applicable regulatory guidance, use of internal lending limits on single loans to minimize exposure to a given project, annual reviews of borrowers and guarantors above certain total credit exposure thresholds, minimum required debt service coverage ratios and borrower equity levels. Exceptions to policy must be approved by an individual or committee with appropriate approval authority.

A summary of the Company's CRE portfolio by loan type and credit quality indicator as of March 31, 2026 and December 31, 2025 is below:

Investor CRE, which includes multifamily residential and non-owner occupied CRE loans, has several dynamics which individually, or in combination, pose potential challenges to the portfolio. These include levels of interest rates above those at origination for loan renewals and changes to occupancy rates as firms reevaluate space needs in light of factors such as the expansion of hybrid and remote work. The primary repayment source for these loans is cash flows from the securing property. The Company in the normal course performs periodic evaluations of its portfolio for continued soundness and appropriate risk ratings. These reviews include evaluation of current financials, stressed cash flows at increased interest rates and evaluation of property values at various occupancy levels and cap rates. The Company's Investor CRE portfolio continues to perform favorably with modest levels of past-due loans, such that past-due loans represented approximately ten basis points of Investor CRE loans at March 31, 2026.

The Company's multifamily residential portfolio is diversified geographically with the majority residing within our five-state footprint. Below is a summary of the multifamily residential portfolio by significant metropolitan statistical areas (“MSAs”) or state as of March 31, 2026 and December 31, 2025:

The Company's non-owner occupied portfolio is well diversified. Below is a summary of the non-owner occupied CRE portfolio by property type and significant MSAs or state as of March 31, 2026 and December 31, 2025:

Non-Performing Assets

Non-performing assets include nonaccrual loans, accruing loans contractually past due 90 days or more, repossessed personal property, and OREO. Loans are placed on nonaccrual status when management has concerns relating to the ability to collect the principal and interest and generally when such loans are 90 days or more past due. Management performs a detailed review and valuation assessment of non-performing loans over $250,000 on a quarterly basis. When a loan is placed on nonaccrual status, any interest previously accrued but not collected is reversed against current income.

Nonaccrual loans totaled $116.5 million at March 31, 2026, an increase of $7.4 million, or 6.8%, from $109.1 million at December 31, 2025. Accruing loans delinquent 90 days or more totaled $8.2 million at March 31, 2026, a decrease of $262,000, or 3.1%, compared with $8.5 million at December 31, 2025. At March 31, 2026, OREO totaled $3.1 million, an increase of $173,000, or 5.9%, compared with $2.9 million at December 31, 2025. Management regularly assesses the valuation of OREO through periodic reappraisal and through inquiries received in the marketing process. At the end of the first quarter of 2026, total non-performing assets as a percent of total assets was up one basis point from 0.44% at December 31, 2025 to 0.45% at March 31, 2026.

Non-performing assets at March 31, 2026 and December 31, 2025 were as follows:

(1) Included in nonaccrual loans were $34.5 million and $24.3 million of serviced GNMA-guaranteed nonaccrual loans at March 31, 2026 and December 31, 2025, respectively.

Commercial Lending Practices

The federal bank regulatory agencies previously issued interagency guidance on commercial real estate lending and prudent risk management practices. This guidance defines CRE loans as loans secured by raw land, land development and construction (including one-to-four family residential construction), multi-family property and non-farm nonresidential property where the primary or a significant source of repayment is derived from rental income associated with the property, excluding owner-occupied properties (loans for which 50% or more of the source of repayment is derived from the ongoing operations and activities conducted by the party, or affiliate of the party, who owns the property) or the proceeds of the sale, refinancing or permanent financing of the property. Loans for owner-occupied CRE are generally excluded from the CRE guidance.

The CRE guidance is applicable when either:

(1) total loans for construction, land development, and other land, net of owner-occupied loans, represent 100% or more of a tier I capital plus allowance for credit losses on loans and leases; or

(2) total loans secured by multifamily and nonfarm nonresidential properties and loans for construction, land development, and other land, net of owner-occupied loans, represent 300% or more of a bank’s tier I capital plus allowance for credit losses on loans and leases.

Banks that are subject to the CRE guidance criteria are required to implement enhanced strategic planning, CRE underwriting policies, risk management and internal controls, portfolio stress testing, risk exposure limits, and other policies, including management compensation and incentives, to address the CRE risks. Higher allowances for loan losses and capital levels may also be appropriate.

As of March 31, 2026, the Company exhibited a concentration in the CRE loan category based on Federal Reserve Call codes. Some key risks associated with CRE lending are the following:

(1) within CRE loans, construction and development loans are somewhat dependent upon continued strength in demand for residential real estate, which is reliant on favorable real estate mortgage rates and changing population demographics;

(2) on average, CRE loan sizes are generally larger than non-CRE loan types; and

(3) certain construction and development loans may be less predictable and more difficult to evaluate and monitor.

The following table outlines CRE loan categories and CRE loans as a percentage of total loans as of March 31, 2026 and December 31, 2025. The loan categories and concentrations below are based on Federal Reserve Call codes:

The following table outlines the percentage of construction and development loans and total CRE loans, net of owner-occupied loans, to the Bank’s Tier 1 capital plus allowance for credit losses on loans and leases, and the Company’s internal concentration limits as of March 31, 2026 and December 31, 2025:

Derivative Instruments and Hedging Activities

The Company has forward contracts and IRLCs to economically hedge changes in the value of the mortgage inventory due to changes in market interest rates. The fair value of IRLC instruments amounted to an asset of $2.9 million and $3.4 million at March 31, 2026 and December 31, 2025, respectively. At March 31, 2026 and December 31, 2025, forward contracts were recorded as an asset of $7.5 million and a liability of $2.8 million, respectively. The Company also enters into interest rate derivative agreements to facilitate the risk management strategies of certain clients. The Company mitigates this risk by entering into equal and offsetting interest rate derivative agreements with highly rated third-party financial institutions. The fair value of these instruments amounted to an asset of $5.4 million and $7.4 million at March 31, 2026 and December 31, 2025, respectively, and a liability of $5.7 million and $7.6 million at March 31, 2026 and December 31, 2025, respectively.

Deposits

Total deposits at the Company increased $260.7 million, or 1.2%, to $22.64 billion at March 31, 2026, compared with $22.38 billion at December 31, 2025. Noninterest-bearing deposits increased $322.8 million, or 5.0%, and interest-bearing deposits decreased $62.1 million, or 0.4%, during the first three months of 2026. At March 31, 2026, the Company had approximately $1.34 billion in short-term brokered CDs, compared with $1.20 billion at December 31, 2025. As of March 31, 2026 and December 31, 2025, the Company had estimated uninsured deposits of $10.56 billion and $10.67 billion, respectively. These estimates were derived using the same methodologies and assumptions used for the Bank's regulatory reporting. Approximately $3.31 billion, or 31.4%, of the uninsured deposits at March 31, 2026 were for municipalities which are collateralized with investment securities or letters of credit.

Capital

Common Stock Repurchase Program

On September 19, 2019, the Company announced that its Board of Directors authorized the Company to repurchase up to $100.0 million of its outstanding common stock through October 31, 2020. The Board has subsequently extended the share repurchase program each year since that original authorization, with the most recent extension, which also included the increase in the size of the program to $200.0 million, being announced on October 20, 2025. As a result, the Company is currently authorized to engage in additional share repurchases up to $200.0 million through October 31, 2026. Repurchases of shares must be made in accordance with applicable securities laws and may be made from time to time in the open market or by negotiated transactions. The amount and timing of repurchases will be based on a variety of factors, including share acquisition price, regulatory limitations and other market and economic factors. The program does not require the Company to repurchase any specific number of shares. As of March 31, 2026, an aggregate of $115.7 million, or 1,514,198 shares of the Company's common stock, had been repurchased under the program's October 20, 2025 renewal.

Capital Management

Capital management consists of providing equity to support both current and anticipated future operations. The capital resources of the Company are monitored on a periodic basis by state and federal regulatory authorities.

Under the regulatory capital frameworks adopted by the Federal Reserve Board (the "FRB") and the Federal Deposit Insurance Corporation (the "FDIC"), the Company and the Bank must each maintain a common equity Tier 1 capital to total risk-weighted assets ratio of at least 4.5%, a Tier 1 capital to total risk-weighted assets ratio of at least 6%, a total capital to total risk-weighted assets ratio of at least 8% and a leverage ratio of Tier 1 capital to average total consolidated assets of at least 4%. The Company and the Bank are also required to maintain a capital conservation buffer of common equity Tier 1 capital of at least 2.5% of risk-weighted assets in addition to the minimum risk-based capital ratios in order to avoid certain restrictions on capital distributions and discretionary bonus payments.

As of March 31, 2026, under the regulatory capital standards, the Bank was considered “well capitalized” under all capital measurements. The following table sets forth the regulatory capital ratios for the Company and the Bank at March 31, 2026 and December 31, 2025:

Interest Rate Sensitivity and Liquidity

The Company’s primary market risk exposures are credit risk, interest rate risk, and liquidity risk. The Bank operates under an Asset Liability Management Policy approved by the Company’s Board of Directors and the ALCO Committee. The policy outlines limits on interest rate risk in terms of changes in net interest income and changes in the net market values of assets and liabilities over certain changes in interest rate environments. These measurements are made through a simulation model which projects the impact of changes in interest rates on the Bank’s assets and liabilities. The policy also outlines responsibility for monitoring interest rate risk, and the process for the approval, implementation and monitoring of interest rate risk strategies to achieve the Bank’s interest rate risk objectives.

The ALCO Committee is comprised of senior officers of Ameris. The ALCO Committee makes all strategic decisions with respect to the sources and uses of funds that may affect net interest income, including net interest spread and net interest

margin. The objective of the ALCO Committee is to identify the interest rate, liquidity and market value risks of the Company’s balance sheet and use reasonable methods approved by the Company’s Board of Directors and executive management to minimize those identified risks.

The normal course of business activity exposes the Company to interest rate risk. Interest rate risk is managed within an overall asset and liability framework for the Company. The principal objectives of asset and liability management are to predict the sensitivity of net interest spreads to potential changes in interest rates, control risk and enhance profitability. Funding positions are kept within predetermined limits designed to properly manage risk and liquidity. The Company employs sensitivity analysis in the form of a net interest income simulation to help characterize the market risk arising from changes in interest rates. In addition, fluctuations in interest rates usually result in changes in the fair market value of the Company’s financial instruments, cash flows and net interest income. The Company’s interest rate risk position is managed by the ALCO Committee.

The Company uses a simulation modeling process to measure interest rate risk and evaluate potential strategies. Interest rate scenario models are prepared using software created and licensed from an outside vendor. The Company’s simulation includes all financial assets and liabilities. Simulation results quantify interest rate risk under various interest rate scenarios. Management then develops and implements appropriate strategies. The ALCO Committee has determined that an acceptable level of interest rate risk would be for net interest income to increase/decrease no more than 20% given a change in selected interest rates of 200 basis points over any 24-month period.

Liquidity management involves the matching of the cash flow requirements of customers, who may be either depositors desiring to withdraw funds or borrowers needing assurance that sufficient funds will be available to meet their credit needs, and the ability of Ameris to manage those requirements. The Company strives to maintain an adequate liquidity position by managing the balances and maturities of interest-earning assets and interest-bearing liabilities so that the balance it has in short-term assets at any given time will adequately cover any reasonably anticipated immediate need for funds. Additionally, the Bank maintains relationships with correspondent banks, which could provide funds on short notice, if needed. The Company has invested in FHLB stock for the purpose of establishing credit lines with the FHLB. The credit availability to the Bank is equal to 30% of the Bank’s total assets as reported on the most recent quarterly financial information submitted to the regulators subject to the pledging of sufficient collateral. At March 31, 2026 and December 31, 2025, the net carrying value of the Company’s other borrowings was $888.0 million and $558.0 million, respectively. At March 31, 2026, the Company had availability with the FHLB and FRB Discount Window of $2.75 billion and $2.19 billion, respectively.

The following liquidity ratios compare certain assets and liabilities to total deposits or total assets:

The liquidity resources of the Company are monitored continually by the ALCO Committee and on a periodic basis by state and federal regulatory authorities. As determined under guidelines established by these regulatory authorities, the Company’s and the Bank’s liquidity ratios at March 31, 2026 were considered satisfactory. The Company is aware of no events or trends likely to result in a material change in liquidity.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

The Company is exposed only to U.S. dollar interest rate changes, and, accordingly, the Company manages exposure by considering the possible changes in the net interest margin. The Company does not have any trading instruments nor does it classify any portion of the investment portfolio as held for trading.

The Company also has forward contracts and IRLCs to economically hedge changes in the value of the mortgage inventory due to changes in market interest rates. The fair value of these instruments amounted to an asset of $10.4 million and $3.4 million at March 31, 2026 and December 31, 2025, respectively, and a liability of $2.8 million at December 31, 2025. The Company also enters into interest rate derivative agreements to facilitate the risk management strategies of certain clients. The Company mitigates this risk by entering into equal and offsetting interest rate derivative agreements with highly rated third-party financial institutions. The fair value of these instruments amounted to an asset of $5.4 million and $7.4 million at March 31, 2026 and

December 31, 2025, respectively, and a liability of $5.7 million and $7.6 million at March 31, 2026 and December 31, 2025, respectively.

The Company has no exposure to foreign currency exchange rate risk, commodity price risk and other market risks.

Interest rates play a major part in the net interest income of a financial institution. The sensitivity to rate changes is known as “interest rate risk.” The repricing of interest-earning assets and interest-bearing liabilities can influence the changes in net interest income. As part of the Company’s asset/liability management program, the timing of repriced assets and liabilities is referred to as “gap management.”

The Company uses simulation analysis to monitor changes in net interest income due to changes in market interest rates. The simulation of rising, declining and flat interest rate scenarios allows management to monitor and adjust interest rate sensitivity to minimize the impact of market interest rate swings. The analysis of the impact on net interest income over a 12-month and 24-month period is subjected to gradual and parallel shocks of the various increases and decreases in market rates shown in the table below, and is monitored on a quarterly basis.

The following table presents the earnings simulation model’s projected impact of a change in interest rates on the projected baseline net interest income for the 12- and 24-month periods commencing April 1, 2026. This change in interest rates assumes parallel shifts in the yield curve and does not take into account changes in the slope of the yield curve.

Additional information required by Item 305 of Regulation S-K is set forth under Part I, Item 2 of this report.

Item 4. Controls and Procedures.

The Company’s Chief Executive Officer and Chief Financial Officer have evaluated the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) or 15d-15(e) promulgated under the Exchange Act) as of the end of the period covered by this report, as required by paragraph (b) of Rules 13a-15 or 15d-15 of the Exchange Act. Based on such evaluation, such officers have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective.

During the quarter ended March 31, 2026, there was no change in the Company’s internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rules 13a-15 or 15d-15 of the Exchange Act that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II - OTHER INFORMATION