National Bank Holdings NBHC Form 10-Q filing Q2 FY2026

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Item 1. Financial Statements (Unaudited)

PART I: FINANCIAL INFORMATIO****N

Item 1. FINANCIAL STATEMENTS.

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NATIONAL BANK HOLDINGS CORPORATION AND SUBSIDIARIES

Consolidated Statements of Financial Condition (Unaudited)

(In thousands, except share and per share data)

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See accompanying notes to the consolidated interim financial statements.

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NATIONAL BANK HOLDINGS CORPORATION AND SUBSIDIARIES

Consolidated Statements of Operations (Unaudited)

(In thousands, except share and per share data)

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See accompanying notes to the consolidated interim financial statements.

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NATIONAL BANK HOLDINGS CORPORATION AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income (Unaudited)

(In thousands)

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See accompanying notes to the consolidated interim financial statements.

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NATIONAL BANK HOLDINGS CORPORATION AND SUBSIDIARIES

Consolidated Statements of Changes in Shareholders’ Equity (Unaudited)

(In thousands, except share and per share data)

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See accompanying notes to the consolidated interim financial statements.

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NATIONAL BANK HOLDINGS CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

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See accompanying notes to the consolidated interim financial statements.

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NATIONAL BANK HOLDINGS CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

June 30, 2026

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Note 1 Basis of Presentation

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National Bank Holdings Corporation is a bank holding company that has elected financial holding company status and was incorporated in the State of Delaware in 2009. The Company is headquartered in Greenwood Village, Colorado, and its primary operations are conducted through its wholly owned subsidiaries NBH Bank and BOJHT. NBH Bank is a Colorado state-chartered bank and a member of the Federal Reserve, and BOJHT is a Wyoming state-chartered bank and a member of the Federal Reserve. The Company provides a variety of banking products to both commercial and consumer clients through a network of over 90 banking centers, as of June 30, 2026, located primarily in Colorado, the greater Kansas City region, Texas, Utah, Wyoming, New Mexico, Idaho and Palm Beach, Florida, as well as through online and mobile banking products and services.

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The accompanying interim unaudited consolidated financial statements serve to update the National Bank Holdings Corporation Annual Report on Form 10-K for the year ended December 31, 2025 and include the accounts of the Company and its wholly owned subsidiaries, NBH Bank, BOJHT and 2UniFi, LLC. The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. GAAP and, where applicable, with general practices in the banking industry or guidelines prescribed by bank regulatory agencies. However, they may not include all information and notes necessary to constitute a complete set of financial statements under GAAP applicable to annual periods and accordingly should be read in conjunction with the financial information contained in the Company’s most recent Form 10-K. The unaudited consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary for a fair statement of the results presented. All such adjustments are of a normal recurring nature. All significant intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications of prior years’ amounts are made whenever necessary to conform to current period presentation. The results of operations for the interim period are not necessarily indicative of the results that may be expected for the full year or any other interim period. All amounts are in thousands, except share data, or as otherwise noted.

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GAAP requires management to make estimates that affect the reported amounts of assets, liabilities, revenues and expenses and disclosures of contingent assets and liabilities. By their nature, estimates are based on judgment and available information. Management has made significant estimates in certain areas, such as the fair values of financial instruments, contingent liabilities and the ACL. Because of the inherent uncertainties associated with any estimation process and future changes in market and economic conditions, it is possible that actual results could differ significantly from those estimates.

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The Company’s significant accounting policies followed in the preparation of the unaudited consolidated financial statements are disclosed in note 2 of the audited financial statements and notes for the year ended December 31, 2025 and are contained in the Company’s Annual Report on Form 10-K. There have been no significant changes to the application of significant accounting policies since December 31, 2025, except for the following:

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Acquisition activities—The Company accounts for business combinations under the acquisition method of accounting. Assets acquired and liabilities assumed are measured and recorded at fair value at the date of acquisition, including identifiable intangible assets. If the fair value of net assets acquired exceeds the fair value of consideration paid, a bargain purchase gain is recognized at the date of acquisition. Conversely, if the consideration paid exceeds the fair value of the net assets acquired, goodwill is recognized at the acquisition date. Fair values are subject to refinement for up to a maximum of one year after the closing date of an acquisition as information relative to closing date fair values becomes available. Adjustments recorded to the acquired assets and liabilities assumed are applied prospectively in accordance with ASC Topic 805. The determination of the fair value of loans acquired considers credit quality and expected credit losses. Separately, an ACL is established on Day 1 through a gross-up adjustment to the amortized cost basis of the loans.

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Identifiable intangible assets are recognized separately if they arise from contractual or other legal rights or if they are separable (i.e., capable of being sold, transferred, licensed, rented, or exchanged separately from the entity). The depositor relationship related to deposit liabilities, the client relationship related to assets under management, acquired technology intangibles and the trade name intangible (known as the core deposit, client relationship, acquired technology intangible assets and trade name intangible, respectively) may be exchanged in observable exchange transactions. As a result, these intangible assets are considered identifiable, because the separability criterion has been met.

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Note 2 Recent Accounting Pronouncements

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The Company has not adopted any recent accounting pronouncements in addition to those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025, except for the following:

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In November 2025, the FASB issued ASU 2025-08, Financial Instruments - Credit Losses (Topic 326): Purchased Loans. The update amends the guidance in ASC 326 on the accounting for certain purchased loans. Under the new guidance, the initial recognition of the ACL for purchased loans that meet the criteria to be deemed purchased seasoned loans is aligned with the treatment for PCD loans. Specifically, an ACL is established for the initial estimate of expected credit losses as of the acquisition date and recorded through a gross-up adjustment to the amortized cost basis of the loans. The Company early adopted ASU 2025-08 as of January 1, 2026. The update impacted purchase accounting entries related to loans from the Vista acquisition as described below in note 3.

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In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Topic 350): Targeted Improvements to the Accounting for Internal-Use Software. The update eliminates the accounting consideration of software project development stages and enhances the guidance around the threshold for cost capitalization. The Company adopted ASU 2025-06 early as of January 1, 2026, using a prospective transition approach. The update did not have a material impact to the financial statements.

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In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The update is related to the estimation of expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under ASC Topic 606. It allows all entities to elect a practical expedient that assumes current conditions as of the balance sheet date do not change for the remaining life of the asset. The update also allows for an accounting policy election, which is not applicable to public business entities. The Company adopted ASU 2025-05 as of January 1, 2026, on a prospective basis, and elected to use the practical expedient. The guidance did not have a material impact on the Company’s financial statements.

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Note 3 Acquisition Activities

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On January 7, 2026, the Company completed its acquisition of Vista Bancshares, Inc., the bank holding company of Texas-based Vista Bank. Pursuant to the merger agreement executed in September 2025, the Company paid $89.0 million of cash consideration and issued 7.3 million shares of the Company’s common stock in exchange for all of the outstanding common stock of Vista Bancshares, Inc. The transaction was valued at $377.7 million in the aggregate, based on the Company’s closing price of $39.51 on January 6, 2026. In addition, the Company held $45.0 million in debt of Vista that was effectively settled upon closing. The acquisition added 12 banking centers, including 11 within the Dallas/Ft. Worth, Austin and Lubbock regions of Texas and one banking center in Palm Beach, Florida. Acquisition-related costs of $25.2 million, pre-tax, were included in the Company’s consolidated statements of operations for the six months ended June 30, 2026. The financial results as of and for the six months ended June 30, 2026 include activity of the combined entity. The Company has made the determination of fair values using the best information available at the time; however, purchase accounting is not complete and the assumptions used are subject to change and, if changed, could have a material effect on the Company's financial position and results of operations.

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The Company determined that this acquisition constitutes a business combination as defined in ASC Topic 805, Business Combinations. Accordingly, as of the date of the acquisition, the Company has recorded the assets acquired and liabilities assumed at fair value. The Company determined fair values in accordance with the guidance provided in ASC Topic 820, Fair Value Measurements and Disclosures. Fair value is established by discounting the expected future cash flows with a market discount rate for like maturities and risk instruments. The estimation of expected future cash flows, market conditions, other future events and actual results could differ materially from the original estimates. The determination of the fair values of fixed assets, loans, OREO and core deposit intangible involves a high degree of judgment and complexity.

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The table below summarizes net assets acquired (at fair value) and consideration transferred in connection with the Vista acquisition. The fair value of the acquired assets and liabilities noted in the table may change during the provisional period, which may last up to twelve months subsequent to the acquisition date. The Company may obtain additional information to refine the valuation of the acquired assets and liabilities and adjust the recorded fair value.

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(1) ​ ​ ​ The Company held $45.0 million in debt of Vista which was effectively settled by the acquisition.

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In connection with the Vista acquisition, the Company recorded $149.4 million of goodwill. The amount of goodwill recorded reflects the expanded market presence, synergies and operational efficiencies that are expected to result from the acquisition. The following is a description of the methods used to determine the fair values of significant assets and liabilities presented above:

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Cash and due from banks—The carrying amount of these assets was deemed a reasonable estimate of fair value based on the short-term nature of these assets.

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Investment securities available-for-sale— The investment securities portfolio fair value was determined utilizing third-party pricing services.

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Loans, net—The fair value of loans were based on a discounted cash flow methodology that considered the loans’ underlying characteristics including account type, remaining terms of loan, annual interest rates or coupon, interest types, past delinquencies, timing of principal and interest payments, current market rates, loan to value ratios, loss exposure and remaining balance. The discount rates applied were based upon a build-up approach considering the alternative cost of funds, capital charges, servicing costs, and a liquidity premium. Loans were aggregated according to similar characteristics when applying the valuation method.

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*Core deposit and other intangibles—*The Company recorded a core deposit intangible asset of $20.5 million and a trade name intangible of $1.0 million. The core deposit intangible was valued utilizing a discounted cash flow methodology based upon assumptions regarding retained balances, such as account retention rate and growth rates, interest expense including maintenance costs, and alternative costs of funding. The discount rate applied is consistent to that applied to loans above. The trade name intangible was valued using the relief-from-royalty method, which estimates fair value based on projected revenues, an assumed market-based royalty rate, and a discount rate applied to the resulting cash flows.

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The core deposit intangible and trade name intangible will be amortized straight-line over ten years.

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Deposits—By definition, the fair value of demand and saving deposits equals the amount payable. For time deposits acquired, the Company utilized an income approach, discounting the contractual cash flows on the instruments over their remaining contractual lives at prevailing market rates.

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Accounting for acquired loans

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The Company adopted ASU 2025-08 as of January 1, 2026, which impacted the accounting for acquired loans. The Company grouped acquired loans according to similar characteristics. Loans that reflected a more-than-insignificant deterioration of credit were categorized as purchased credit deteriorated loans, and all other loans were categorized as purchased seasoned loans. For both PSLs and PCD loans, the initial estimate of expected credit losses was included in the balance of loans with an offsetting amount recorded to the ACL as of the date of acquisition.

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The following table provides a summary of loans purchased as part of the Vista acquisition as of the acquisition date:

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Unaudited Pro forma information

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The following unaudited pro forma information combines the historical results of Vista and the Company. The pro forma financial information does not include the potential impacts of possible business model changes, current market conditions, revenue enhancements, expense efficiencies, or other factors. If the Vista acquisition had been completed on January 1, 2025, pro forma total revenue for the Company would have been approximately $129.1 million and $125.7 million for the three months ended June 30, 2026 and 2025, respectively. Pro forma net income for the Company would have been approximately $34.9 million and $30.4 million for the three months ended June 30, 2026 and 2025, respectively. Pro forma basic and dilutive earnings per share for the Company would have been $0.76 and $0.76 for the three months ended June 30, 2026, respectively, and $0.66 and $0.66 for the three months ended June 30, 2025, respectively. For the three months ended June 30, 2026, the pro forma information reflects adjustments made to exclude acquisition-related expenses of the Company totaling $10.9 million. Adjustments also included estimated net accretion of loan and investment marks of $1.4 million and estimated amortization of acquired identifiable intangibles of $0.5 million for the three months ended June 30, 2025.

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For the six months ended June 30, 2026 and 2025, pro forma total revenue for the Company would have been approximately $255.8 million and $248.2 million, respectively. Pro forma net income for the Company would have been approximately $66.7 million and $47.2 million for the six months ended June 30, 2026 and 2025, respectively. Pro forma basic and dilutive earnings per share for the Company would have been $1.47 and $1.46 for the six months ended June 30, 2026, respectively, and $1.03 and $1.03 for the six months ended June 30, 2025, respectively. For the six months ended June 30, 2026, the pro forma information reflects adjustments made to exclude acquisition-related expenses of the Company totaling $25.2 million. Adjustments also included estimated net accretion of loan and investment marks of $2.8 million and estimated amortization of acquired identifiable intangibles of $1.1 million for the six months ended June 30, 2025.

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The unaudited pro forma information is theoretical in nature and not necessarily indicative of future consolidated results of operations of the Company or the consolidated results of operations which would have resulted had the Company acquired Vista during the periods presented.

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Note 4 Investment Securities

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The Company’s investment securities portfolio is comprised of available-for-sale and held-to-maturity investment securities. These investment securities totaled $1.4 billion at June 30, 2026 and included $0.6 billion of available-for-sale securities and $0.8 billion of held-to-maturity securities. During 2026, the Company acquired available-for-sale securities with a fair value of $145.5 million related to the acquisition of Vista. At December 31, 2025, investment securities totaled $1.2 billion and included $0.5 billion of available-for-sale securities and $0.7 billion of held-to-maturity securities.

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Available-for-sale

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Available-for-sale securities are summarized as follows as of the dates indicated:

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During the six months ended June 30, 2026 and 2025, purchases of available-for-sale securities totaled $154.3 million and $160.5 million, respectively. Maturities and paydowns of available-for-sale securities during the six months ended June 30, 2026 and 2025 totaled $61.8 million and $74.6 million, respectively. During the six months ended June 30, 2026, the Company sold $176.4 million of available for sale securities, primarily related to securities acquired in the Vista acquisition. There were no sales of available-for-sale securities during the six months ended June 30, 2025.

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At June 30, 2026 and December 31, 2025, the Company’s available-for-sale investment portfolio was primarily comprised of U.S. Treasury securities and mortgage-backed securities. All mortgage-backed securities were backed by GSE collateral such as FHLMC and FNMA and the government-owned agency GNMA.

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The tables below summarize the available-for-sale securities with unrealized losses, along with the length of time they have been in an unrealized loss position, as of the dates shown:

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Management regularly monitors the investment securities portfolio in its entirety and further evaluates all of the available-for-sale securities in an unrealized loss position at each reporting period. The portfolio included 90 securities which were in an unrealized loss position at June 30, 2026, compared to 84 securities at December 31, 2025. The unrealized losses in the Company’s investment portfolio at June 30, 2026 were caused by changes in interest rates. The Company has no intention of selling these securities and believes it will not be required to sell the securities before the recovery of their amortized cost. Management believes that default of the available-for-sale securities is highly unlikely. FHLMC, FNMA and GNMA guaranteed mortgage-backed securities and U.S. Treasury securities have a long history of zero credit losses, an explicit guarantee by the U.S. government (although limited for FNMA and FHLMC securities) and yields that generally trade based on market views of prepayment and liquidity risk rather than credit risk.

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Certain securities are pledged as collateral for public deposits, securities sold under agreements to repurchase and to secure borrowing capacity at the FRB, if needed. The fair value of available-for-sale investment securities pledged as collateral totaled $206.1 million and $102.4 million at June 30, 2026 and at December 31, 2025, respectively. The Company may also pledge available-for-sale investment securities as collateral for FHLB advances. No securities were pledged for this purpose at June 30, 2026 or December 31, 2025.

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A summary of the available-for-sale securities by maturity is shown in the following table as of June 30, 2026. Mortgage-backed securities may have actual maturities that differ from contractual maturities depending on the repayment characteristics and experience of the underlying financial instruments and are therefore not included in the table below. The Company holds other available-for-sale securities with an amortized cost and fair value of $0.3 million as of June 30, 2026 that have no stated contractual maturity date.

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As of June 30, 2026 and December 31, 2025, AIR from available-for-sale investment securities totaled $1.7 million and $1.9 million, respectively, and was included within other assets in the consolidated statements of financial condition.

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Held-to-maturity

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Held-to-maturity investment securities are summarized as follows as of the dates indicated:

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During the six months ended June 30, 2026 and 2025, purchases of held-to-maturity securities totaled $202.2 million and $260.3 million, respectively. Maturities and paydowns of held-to-maturity securities totaled $96.9 million and $76.7 million during the six months ended June 30, 2026 and 2025, respectively.

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The held-to-maturity portfolio included 130 securities which were in an unrealized loss position as of June 30, 2026, compared to 92 securities at December 31, 2025. The tables below summarize the held-to-maturity securities with unrealized losses, along with the length of time they have been in an unrealized loss position, as of the dates shown:

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The Company does not measure expected credit losses on a financial asset, or group of financial assets, in which historical credit loss information adjusted for current conditions and reasonable and supportable forecasts results in an expectation that nonpayment of the amortized cost basis is zero. Management evaluated held-to-maturity securities noting they are backed by loans guaranteed by either U.S. government agencies or GSEs, and management believes that default is highly unlikely given this governmental backing and long history without credit losses. Additionally, management notes that yields on which the portfolio generally trades are based upon market views of prepayment and liquidity risk and not credit risk. The Company has no intention to sell any held-to-maturity securities and believes it will not be required to sell any held-to-maturity securities before the recovery of their amortized cost.

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The table below summarizes the credit quality indicators, by amortized cost, of held-to-maturity securities as of the dates shown:

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Certain securities are pledged as collateral for public deposits, securities sold under agreements to repurchase and to secure borrowing capacity at the FRB, if needed. The carrying value of held-to-maturity investment securities pledged as collateral totaled $589.6 million and $604.0 million at June 30, 2026 and December 31, 2025, respectively. The Company may also pledge held-to-maturity investment securities as collateral for FHLB advances. No held-to-maturity investment securities were pledged for this purpose at June 30, 2026 or December 31, 2025.

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Actual maturities of mortgage-backed securities may differ from scheduled maturities depending on the repayment characteristics and experience of the underlying financial instruments and are not disclosed.

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As of June 30, 2026 and December 31, 2025, AIR from held-to-maturity investment securities totaled $2.1 million and $1.4 million, respectively, and was included within other assets in the consolidated statements of financial condition.

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Note 5 Other Securities

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The carrying balances of other securities are summarized as follows as of the dates indicated:

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Other securities included FRB stock, FHLB stock, convertible preferred stock, equity method investments and equity securities with readily determinable fair values. During the six months ended June 30, 2026, purchases of other securities totaled $32.6 million, and proceeds from maturities and paydowns of other securities totaled $2.7 million, and proceeds from sales totaled $22.0 million. During the six months ended June 30, 2025, purchases of other securities totaled $37.0 million, and proceeds from other securities totaled $32.4 million. Purchases consisted primarily of FHLB stock, and proceeds consisted primarily of redemptions of FHLB stock. Changes in the Company’s FHLB stock holdings directly correlate to FHLB line of credit advances and paydowns.

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FRB and FHLB stock

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At June 30, 2026 and December 31, 2025, the Company held FRB and FHLB stock for regulatory or debt facility purposes. These are restricted securities which, lacking a market, are carried at cost. There have been no identified events or changes in circumstances that may have an adverse effect on the FRB and FHLB stock carried at cost.

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Convertible preferred stock

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Other securities include convertible preferred stock without a readily determinable fair value. During the three and six months ended June 30, 2026 and 2025, the Company had no purchases of convertible preferred stock.

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Equity method investments

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Other securities also include equity method investments totaling $37.5 million and $32.4 million at June 30, 2026 and December 31, 2025, respectively. Purchases of equity method investments during the six months ended June 30, 2026 and 2025 totaled $3.4 million and $0.5 million, respectively. The Company recorded net unrealized gains on equity method investments totaling $1.3 million and $1.4 million during the three and six months ended June 30, 2026, respectively. During the three and six months ended June 30, 2025, the Company recorded net unrealized gains on equity method investments totaling $0.3 million and $15 thousand, respectively. These gains and losses were recorded in other non-interest income in the Company’s consolidated statements of operations. The Company recorded $0.2 million and zero impairment related to equity method investments for the six months ended June 30, 2026 and the year ended December 31, 2025, respectively.

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Equity securities with readily determinable fair values

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Equity securities with readily determinable fair values are generally traded on an exchange and market prices are readily available. Unrealized gains or losses on equity securities with readily determinable fair values are recognized in other non-interest income in the Company’s consolidated statements of operations. During the six months ended June 30, 2026, the Company sold $4.6 million of equity securities with readily determinable fair values, resulting in a realized loss totaling $0.7 million. During the three and six months ended June 30, 2026, the Company recorded $35 thousand and $0.1 million of unrealized losses from equity securities with readily determinable fair values, respectively. During the three and six months ended June 30, 2025, the Company recorded no unrealized gains or losses from equity securities with readily determinable fair values, respectively.

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Note 6 Loans

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The loan portfolio is comprised of loans originated by the Company and loans that were acquired in connection with the Company’s acquisitions. The tables below show the loan portfolio composition including carrying value by segment as of the dates shown. The carrying value of loans is net of discounts, fees, costs and fair value marks of $26.7 million and $21.7 million as of June 30, 2026 and December 31, 2025, respectively.

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Information about delinquent and non-accrual loans is shown in the following tables at June 30, 2026 and December 31, 2025:

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Loans are considered past due or delinquent when the contractual principal or interest due in accordance with the terms of the loan agreement remains unpaid after the due date of the scheduled payment. Loans to borrowers experiencing financial difficulties may be modified. Modified loans are discussed in more detail below. There was no interest income recognized from non-accrual loans during the three or six months ended June 30, 2026 or 2025.

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The Company’s internal risk rating system uses a series of grades, which reflect our assessment of the credit quality of loans based on an analysis of the borrower’s financial condition, liquidity and ability to meet contractual debt service requirements and are categorized as “Pass,” “Special mention,” “Substandard” and “Doubtful.” For a description of the general characteristics of the risk grades, refer to note 2 Summary of Significant Accounting Policies in our audited consolidated financial statements in our 2025 Annual Report on Form 10-K.

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The amortized cost basis and current period gross charge-offs for all loans as determined by the Company’s internal risk rating system and year of origination are shown in the following tables as of and for the six months ended June 30, 2026 and the year ended December 31, 2025:

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Loans evaluated individually

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We evaluate loans individually when they no longer share risk characteristics with pooled loans. These loans include loans on non-accrual status, loans in bankruptcy, and modified loans as described below. If a specific allowance is warranted based on the borrower’s overall financial condition, the specific allowance is calculated based on discounted expected cash flows using the loan’s initial contractual effective interest rate or the fair value of the collateral less selling costs for collateral-dependent loans.

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A loan is considered collateral-dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. Management individually evaluates collateral-dependent loans with an amortized cost basis of $250 thousand or more and includes collateral-dependent loans less than $250 thousand within the general allowance population. The amortized cost basis of collateral-dependent loans over $250 thousand was as follows at June 30, 2026 and December 31, 2025:

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Loan modifications

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The Company’s policy is to review each prospective credit to determine the appropriateness and the adequacy of security or collateral prior to making a loan. In the event of borrower default, the Company seeks recovery in compliance with lending laws, the respective loan agreements, and credit monitoring and remediation procedures that may include modifying a loan to provide a concession by the Company to the borrower from their original terms due to borrower financial difficulties in order to facilitate repayment. The Company considers loans to borrowers experiencing financial difficulties, where such a concession is utilized, to be modified loans. Modified loans may include principal forgiveness, interest rate reductions, other-than-insignificant-payment delays, term extensions or any combination thereof.

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The following schedules present, by loan class, the amortized cost basis for loans to borrowers experiencing financial difficulty that remain outstanding and were modified within the three and six months ended June 30, 2026:

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The following schedules present, by loan class, the amortized cost basis for loans to borrowers experiencing financial difficulty that remain outstanding and were modified within the three and six months ended June 30, 2025:

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The following schedules present, by loan class, the payment status of loans that have been modified in the last twelve months as of the dates presented on an amortized cost basis:

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Accrual of interest is resumed on loans that were previously on non-accrual only after the loan has performed sufficiently for a period of time. During the three months ended June 30, 2026, the Company had one modified loan with amortized cost totaling $446 thousand that was modified within the past 12 months, utilizing a payment delay, that defaulted on their modified terms. During the six months ended June 30, 2026, the Company had four modified loans with amortized costs totaling $1.2 million that were modified within the past 12 months, utilizing payment delays, that defaulted on their modified terms. During the three months ended June 30, 2025, the Company had no modified loans that were modified within the past 12 months that defaulted on their modified terms. During the six months ended June 30, 2025, the Company had one modified loan with an amortized cost totaling $1.5 million that was modified within the past 12 months, utilizing a payment delay, that defaulted on its modified terms. For purposes of this disclosure, the Company considers “default” to mean 90 days or more past due on principal or interest. The allowance for credit losses related to modified loans on non-accrual status is determined by individual evaluation, including collateral adequacy, using the same process as loans on non-accrual status which are not classified as modified loans.

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The following schedules present the financial effect of the modifications made to borrowers experiencing financial difficulty as of and for the periods indicated:

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​ ​ As of and for the three months ended June 30, 2026 ​ As of and for the six months ended June 30, 2026

​ ​ Financial Effect ​ Financial Effect

​ ​ Term Extension ​ Payment Delay ​ Combination - Interest rate reduction and Term extension ​ Term Extension ​ Payment Delay ​ Combination - Interest rate reduction and Term extension

Commercial: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

Commercial and industrial ​ Extended a weighted average of 1.7 years to the life of loans ​ Delayed payments for a weighted average of 0.3 years ​ ​ ​ Extended a weighted average of 1.7 years to the life of loans ​ Delayed payments for a weighted average of 0.3 years ​ ​

Owner occupied commercial real estate ​ ​ ​ ​ ​ Reduced weighted average contractual interest rate from 9.25% to 7% and added weighted average of 0.4 years to the life of loans ​ ​ ​ ​ ​ Reduced weighted average contractual interest rate from 9.25% to 7% and added weighted average of 0.4 years to the life of loans

Residential real estate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

Senior lien ​ ​ ​ ​ ​ ​ ​ Extended a weighted average of 10.9 years to the life of loans ​ ​ ​ ​

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​ ​ Term extension ​ Payment delay ​ ​

Commercial: ​ ​ ​ ​ ​ ​

Commercial and industrial ​ Extended a weighted average of 1.0 year to the life of loans ​ Extended a weighted average of 0.5 years to the life of loans ​ ​

Owner occupied commercial real estate ​ Extended a weighted average of 0.7 years to the life of loans ​ ​ ​ ​

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Note 7 Allowance for Credit Losses

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The tables below detail the Company’s allowance for credit losses as of the dates shown:

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In evaluating the loan portfolio for an appropriate ACL level, excluding loans evaluated individually, loans were grouped into segments based on broad characteristics such as primary use and underlying collateral. Within the segments, the portfolio was further disaggregated into classes of loans with similar attributes and risk characteristics for purposes of developing the underlying data used within the discounted cash flow model including, but not limited to, prepayment and recovery rates as well as loss rates tied to macro-economic conditions within management’s reasonable and supportable forecast. The ACL also includes subjective adjustments based upon qualitative risk factors including asset quality, loss trends, lending management, portfolio growth and loan review/internal audit results.

​

At June 30, 2026 and December 31, 2025, the allowance for credit losses totaled $110.3 million and $87.4 million, respectively. As a result of the Vista acquisition, we recorded $31.9 million of allowance for credit losses for the loans acquired. During the three months ended June 30, 2026, the Company recorded provision expense for credit losses totaling $1.5 million, including $750 thousand of provision expense for funded loans and $750 thousand of provision expense for unfunded loan commitments. During the six months ended June 30, 2026, the Company recorded provision expense for credit losses totaling $5.5 million, including $5.1 million of provision expense for funded loans and $0.4 million of provision expense for unfunded loan commitments. During the three months ended June 30, 2025, the Company recorded no provision expense for credit losses, During the six months ended June 30, 2025, the Company recorded provision expense for credit losses of $10.2 million, including provision expense for funded loans totaling $10.5 million and a provision release of $0.3 million for unfunded loan commitments.

​

During the three and six months ended June 30, 2026, net charge-offs on loans totaled $6.4 million and $14.1 million, respectively. During the three and six months ended June 30, 2025, net charge-offs on loans totaled $1.0 million and $16.1 million, respectively.

​

The Company has elected to exclude AIR from the allowance for credit losses calculation. As of June 30, 2026 and December 31, 2025, AIR from loans totaled $47.7 million and $38.3 million, respectively.

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​

​

Note 8 Goodwill and Intangible Assets

​

Goodwill and other intangible assets

​

In connection with our acquisitions, the Company’s goodwill was $455.4 million as of June 30, 2026. The Vista acquisition on January 7, 2026 added $149.4 million of goodwill. Goodwill is measured as the excess of the fair value of consideration paid over the fair value of net assets acquired. No goodwill impairment was recorded during the three or six months ended June 30, 2026 or the year ended December 31, 2025.

​

The gross carrying amounts of other intangible assets and the associated accumulated amortization at June 30, 2026 and December 31, 2025, are presented as follows:

​

​

The Vista acquisition on January 7, 2026 added a core deposit intangible totaling $20.5 million and a trade name intangible totaling $1.0 million.

​

The Company is amortizing intangibles from acquisitions over a weighted average period of 9.9 years from the date of the respective acquisitions. The core deposit, customer relationship and trade name intangibles are being amortized over a weighted average period of 10 years, and the acquired technology intangible is being amortized over a period of 5 years. The Company recognized other intangible assets amortization expense of $2.4 million and $4.9 million during the three and six months ended June 30, 2026, respectively. During the three and six months ended June 30, 2025, the Company recognized other intangible assets amortization expense of $1.9 million and $3.9 million, respectively.

​

The following table shows the estimated future amortization expense during the next five years for other intangible assets as of the periods presented:

​

​

Servicing Rights

​

Mortgage servicing rights

​

MSRs represent rights to service loans originated by the Company and sold to GSEs including FHLMC, FNMA, GNMA and FHLB and are included in other assets in the consolidated statements of financial condition. Mortgage loans serviced for others were $0.3 billion at June 30, 2026 and 2025.

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​

Below are the changes in the MSRs for the periods presented:

​

​

There were no sales of servicing rights for the six months ended June 30, 2026. For the six months ended June 30, 2025, the Company sold rights to service loans totaling $203.7 million in unpaid principal balances from our mortgage servicing rights portfolio. As a result of the sale, the book value of our mortgage servicing rights intangible decreased $1.8 million and generated a pre-tax gain of $0.6 million included in mortgage banking income in the consolidated statements of operations.

​

The fair value of MSRs was determined based upon a discounted cash flow analysis. The cash flow analysis included assumptions for discount rates and prepayment speeds. The discount rates ranged from 9.5% to 10.0% and the constant prepayment speed ranged from 6.2% to 9.7% for the June 30, 2026 valuation. The discount rate ranged from 10.0% to 10.5%, and the constant prepayment speed ranged from 6.0% to 12.8% for the June 30, 2025 valuation. Included in mortgage banking income in the consolidated statements of operations was servicing income of $0.1 million and $0.2 million for the three and six months ended June 30, 2026, respectively, and $0.2 million and $0.5 million for the three and six months ended June 30, 2025, respectively.

​

MSRs are evaluated and impairment is recognized to the extent fair value is less than the carrying amount. The Company evaluates impairment by stratifying MSRs based on the predominant risk characteristics of the underlying loans, including loan type and loan term. There was no impairment of MSRs during the three or six months ended June 30, 2026 or 2025. The Company is amortizing the MSRs in proportion to and over the period of the estimated net servicing income of the underlying loans.

​

The following table shows the estimated future amortization expense during the next five years for the MSRs as of the periods presented:

​

​

​

SBA servicing asset

​

The SBA servicing asset represents the value associated with servicing small business real estate loans that have been sold to outside investors with servicing retained. The SBA servicing asset is evaluated and impairment is recognized to the extent fair value is less than the carrying amount. The Company evaluates impairment by stratifying the SBA servicing asset based on the predominant risk characteristics of the underlying loans, including loan type and loan term. The Company is amortizing the SBA servicing asset in proportion to and over the period of the estimated net servicing income of the underlying loans. The Company serviced $121.4 million and $125.5 million of SBA loans that have been sold into the secondary market, as of June 30, 2026 and December 31, 2025, respectively. For the three and six months ended June 30, 2026, the Company recognized SBA servicing asset fee income totaling $0.2 million and $0.4 million, respectively. During the three and six months ended June 30, 2025, the Company recognized SBA servicing asset fee income totaling $0.1 million and $0.3 million, respectively.

​

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​

Below are the changes in the SBA servicing asset for the periods presented:

​

​

The Company uses assumptions and estimates in determining the fair value of SBA loan servicing rights. These assumptions include prepayment speeds, discount rates, and other assumptions. The assumptions used in the valuation were based on input from buyers, brokers and other qualified personnel, as well as market knowledge. For the six months ended June 30, 2026 and 2025, the key assumptions used to determine the fair value of the Company’s SBA servicing asset included weighted average lifetime constant prepayment rates equal to 16.2% and 16.2%, respectively, and weighted average discount rates equal to 10.0% and 10.6%, respectively.

​

The following table shows the estimated future amortization expense during the next five years for the SBA servicing asset as of the periods presented:

​

​

​

​

​

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​

Note 9 Borrowings

​

Borrowings consist of securities sold under agreements to repurchase, long-term debt and FHLB advances.

​

Securities sold under agreements to repurchase

​

The Company enters into repurchase agreements to facilitate the needs of its clients. As of June 30, 2026 and December 31, 2025, the Company sold securities under agreements to repurchase totaling $20.2 million and $17.4 million, respectively. The Company pledged mortgage-backed securities with a fair value of approximately $27.4 million and $28.5 million as of June 30, 2026 and December 31, 2025, respectively, for these agreements. The Company monitors collateral levels on a continuous basis and may be required to provide additional collateral based on the fair value of the underlying securities. As of June 30, 2026 and December 31, 2025, the Company had $7.1 million and $11.1 million, respectively, of excess collateral pledged for repurchase agreements.

​

Federal Home Loan Bank advances

​

As a member of the FHLB, the Banks have access to a line of credit and term financing from the FHLB with total available credit of $2.0 billion at June 30, 2026. The Company may utilize the FHLB line of credit as a funding mechanism for originated loans and loans held for sale. At June 30, 2026 and December 31, 2025, the Banks had $125.0 million and zero, respectively, of outstanding borrowings from the FHLB. The Banks may pledge investment securities and loans as collateral for FHLB advances. There were no investment securities pledged for FHLB advances at June 30, 2026 or December 31, 2025. Loans pledged were $3.6 billion and $2.4 billion at June 30, 2026 and December 31, 2025, respectively. The Company incurred $0.9 million and $1.0 million of interest expense related to FHLB advances for the three and six months ended June 30, 2026, respectively. During the three and six months ended June 30, 2025, the Company incurred $1.2 million and $2.3 million, respectively, of interest expense related to FHLB advances.

​

In connection with the acquisition, the Company paid off Vista’s FHLB term loan during the first quarter of 2026, which incurred a prepayment penalty totaling $0.1 million, included in interest on borrowings in the consolidated statements of operations for the six months ended June 30, 2026.

​

Long-term debt

​

During the first quarter of 2026, the Company closed a public offering of fixed-to-floating rate subordinated notes totaling $150.0 million. The balance on the notes at June 30, 2026, net of long-term debt issuance costs of $2.6 million, totaled $147.4 million. During the three months and six months ended June 30, 2026, interest expense totaling $2.2 million and $3.3 million, respectively, was recorded, in the consolidated statements of operations. From the issue date to February 15, 2031, or the date of earlier redemption, the Company will pay interest on the notes semi-annually in arrears on February 15 and August 15 of each year, commencing on August 15, 2026, at a fixed annual interest rate equal to 5.875%. From February 15, 2031 to the maturity date, or the date of earlier redemption, the floating interest rate per annum will be equal to the three-month term SOFR plus a spread of 241 basis points, payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year, commencing on May 15, 2031. The notes will mature on February 15, 2036. The Company may, at its option, redeem the notes in whole or in part beginning with the interest payment date of February 15, 2031 and on any interest payment date thereafter. The Company deployed the net proceeds from the sale of the notes for general corporate purposes

​

The Company also holds a fixed-to-floating rate note totaling $40.0 million. The balance on the note as of June 30, 2026 and December 31, 2026, net of long-term debt issuance costs, totaled $40.0 million. During the three and six months ended June 30, 2026 and 2025 interest expense totaling $0.3 million and $0.6 million, respectively, was recorded in the consolidated statements of operations. The note is subordinated, unsecured and matures on November 15, 2031. Payments were interest only. Interest expense on the note is payable semi-annually in arrears and will bear interest at 3.00% per annum until November 15, 2026 (or any earlier redemption date). From November 15, 2026 until November 15, 2031 (or any earlier redemption date) payments will be made quarterly in arrears, and the interest rate shall reset quarterly to an interest rate per annum equal to the then current three-month term SOFR plus 203 basis points. The Company deployed the net proceeds from the sale of the note for general corporate purposes. Prior to November 5, 2026, the Company may redeem the note only under certain limited circumstances. Beginning on November 5, 2026 through maturity, the note may be redeemed, at the Company’s option, on any scheduled interest payment date. Any redemption by the Company would be at a redemption price equal to 100% of the principal amount of the note being redeemed, together with any accrued and unpaid interest on the note being redeemed up to but excluding the date of redemption. The note is not subject to redemption at the option of the holder.

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As part of the acquisition of BOJH on October 1, 2022, the Company assumed three subordinated fixed-to-floating rate notes totaling $15.0 million. The balance on the notes at June 30, 2026 and December 31, 2025 net of the fair value adjustment from the acquisition, totaled $15.0 million. Interest expense related to the notes totaling $0.1 million and $0.3 million was recorded in the consolidated statements of operations during the three and six months ended June 30, 2026 and 2025, respectively. The three notes, containing similar terms, are subordinated, unsecured and mature on June 15, 2031. Payments were interest only. Interest expense on the notes is payable semi-annually in arrears and bore interest at 3.75% per annum until June 15, 2026 (or any earlier redemption date). From June 15, 2026 until June 15, 2031 (or any earlier redemption date) payments will be made quarterly in arrears, and the interest rate shall reset quarterly to an interest rate per annum equal to the then current three-month term SOFR plus 306 basis points. Beginning on June 15, 2026 through maturity, the notes may be redeemed, at the Company’s option, on any scheduled interest payment date. Any redemption by the Company would be at a redemption price equal to 100% of the principal amount of the notes being redeemed, together with any accrued and unpaid interest on the notes being redeemed up to but excluding the date of redemption. The notes are not subject to redemption at the option of the holder.

​

Note 10 Regulatory Capital

​

As a bank holding company that has elected to be treated as a financial holding company, the Company, NBH Bank and BOJHT are subject to regulatory capital adequacy requirements implemented by the Federal Reserve, in addition to those implemented by the FDIC for NBH Bank and BOJHT, including maintaining capital positions at the “well-capitalized” level. The federal banking agencies have risk based capital adequacy regulations intended to provide a measure of capital adequacy that reflects the degree of risk associated with a banking organization’s operations. Under these regulations, assets are assigned to one of several risk categories, and nominal dollar amounts of assets and credit equivalent amounts of off-balance-sheet items are multiplied by a risk adjustment percentage for the category. Regulatory authorities can initiate certain mandatory actions if the Company, NBH Bank or BOJHT fail to meet the minimum capital requirements, which could have a material effect on our financial statements and business generally.

​

Under the Basel III requirements, at June 30, 2026 and December 31, 2025, the Company and the Banks met all capital requirements, including the capital conservation buffer of 2.5%. The Company and the Banks had regulatory capital ratios in excess of the levels established for well-capitalized institutions, as detailed in the tables below:

​

​

(1) ​ ​ ​ Includes the capital conservation buffer of 2.5%.

​

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​

​ ​ ​

(1) ​ ​ ​ Includes the capital conservation buffer of 2.5%.

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​

​

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Note 11 Revenue from Contracts with Clients

​

Revenue is recognized when obligations under the terms of a contract with clients are satisfied. Below is the detail of the Company’s revenue from contracts with clients, including service charges and other deposit account related fees, bank card fees and other non-interest income. Other non-interest income includes trust and wealth management fees and Cambr fee income.

​

Service charges and other account-related fees

​

Service charge fees are primarily comprised of monthly service fees, check orders and other deposit account related fees. Other fees include revenue from processing wire transfers, bill pay service, cashier’s checks and other services. The Company’s performance obligation for account analysis fees and monthly service fees is generally satisfied, and the related revenue recognized, over the period in which the service is provided. Check orders and other deposit account-related fees are largely transactional based, and therefore, the Company’s performance obligation is satisfied, and related revenue recognized, at a point in time. Payment for service charges on deposit accounts is primarily received immediately or in the following month through a direct charge to clients’ accounts.

​

Bank card fees

​

Bank card fees are primarily comprised of debit card income, ATM fees, merchant services income and other fees. Debit card income is primarily comprised of interchange fees earned whenever the Company’s debit cards are processed through card payment networks such as Visa. ATM fees are primarily generated when a Bank cardholder uses a non-Bank ATM or a non-Bank cardholder uses a Bank ATM. Merchant services income mainly represents fees charged to merchants to process their debit card transactions. The Company’s performance obligation for bank card fees is largely satisfied, and related revenue recognized, when the services are rendered or upon completion. Payment is typically received immediately or in the following month.

​

Other non-interest income

​

Trust and wealth management fees

​

The trust and wealth management business offers separately managed investment account solutions and trustee services to clients.

Services may include custody of assets, trustee services, wealth management, and directed trusts. The Company charges an asset-based fee earned for personal and corporate accounts. Additional fees may include minimum annual fees, fees for additional tax reporting and preparation for irrevocable trust returns or annual flat fees for certain trusts. The performance obligations related to this revenue include items such as performing investment advisory services, custody and record-keeping services, and fund administrative

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and accounting services. The performance obligations are satisfied upon completion of service and fees are generally a fixed flat rate or based on a percentage of the account’s market value per the contract with the client. These fees are recorded within other non-interest income in the consolidated statements of operations.

​

Cambr fee income

​

Cambr operates a deposit acquisition and processing platform that generates core deposits from accounts offered through third-party embedded finance companies. Cambr’s platform facilitates the movement of embedded finance companies’ client deposits into FDIC-insured accounts at banks within Cambr’s network. Cambr generates fee income by charging a percentage-based fee of the deposit balance placed into the Cambr network. The performance obligation is satisfied upon completion of service, and Cambr fee income is recorded within other non-interest income in the consolidated statements of operations.

​

Other non-interest expense

​

Included within other non-interest expense are gains and losses from OREO sales, which are recognized when the Company meets its performance obligation to transfer title to the buyer. The gain or loss is measured as the excess of the proceeds received compared to the OREO carrying value. Sales proceeds are received in cash at the time of transfer.

​

The following table presents non-interest income, segregated by revenue streams in-scope and out-of-scope of Topic 606 and non-interest expense in-scope of Topic 606 for the three and six months ended June 30, 2026 and 2025:

​

​ ​ ​

(1) ​ ​ ​ Other non-interest expense includes net gains (losses) from sales of OREO.

​

Contract acquisition costs

​

The Company utilizes the practical expedient which allows entities to expense immediately contract acquisition costs when the asset that would have resulted from capitalizing these costs would have been amortized in one year or less. The Company has not capitalized any contract acquisition costs.

​

Note 12 Stock-based Compensation and Benefits

​

The Company provides stock-based compensation primarily in accordance with shareholder-approved plans.

​

To date, the Company has issued stock options, restricted stock and PSUs. If awarded, the Compensation Committee sets the option exercise price at the time of grant, but in no case is the exercise price less than the fair market value of a share of company common stock at the date of grant.

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Service and performance-based acquisition grants

​

In connection with the acquisition of Vista, the Company assumed the Vista Equity Plan and adopted the Inducement Plan. During the first quarter of 2026, the Company registered 95,396 shares under the Vista Equity Plan, which may be issuable upon the vesting or settlement of a portion of a restricted stock award granted under the Vista Equity Plan. These replacement awards consist of non-vested restricted shares of common stock that will vest based on continued service and had a weighted-average grant-date fair value of $39.33 per share.

​

During the first quarter of 2026, the Company issued 36,265 shares of common stock under the Inducement Plan, consisting of 22,398 non-vested restricted shares that vest based on continued service and 13,867 PSUs. The inducement awards had a weighted-average grant-date fair value of $39.59 per share. The PSUs vest based on performance conditions generally consistent with the Company’s other PSU awards, with one-half of the award based on the achievement of cumulative adjusted EPS targets and one-half based on relative ROTA subject to an adjustment factor ranging from 80% - 120% based on the Company’s cumulative relative TSR during the performance period. All awards are equity-classified and accounted for under ASC Topic 718, Compensation—Stock Compensation, with compensation expense recognized over the respective service or performance periods.

​

The Company granted 567,549 shares of common stock in 2026 in connection with the Vista acquisition, consisting of 378,366 restricted stock awards that vest based on continued service and 189,183 restricted stock awards that vest based on achievement of certain established performance metrics. The performance-based restricted stock awards will vest on December 15, 2026, subject to continued employment through such date and the achievement of: (i) with respect to 50% of such portion, the successful closing, integration and rebranding of the combined organization, as determined by the Board’s Compensation Committee in its sole discretion; and (ii) with respect to the other 50% of such portion, specified annual cost savings goals with respect to the combined organization directly resulting from the acquisition and integration of Vista through November 30, 2026. The remaining two-thirds of each such award are time-based and will vest in eight quarterly installments beginning on March 15, 2027, subject to continued employment through such vesting dates.

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Restricted stock awards

​

The Company issues time-based restricted stock awards that generally vest over a range of a 1-3 year period. Restricted stock with time-based vesting was valued at the fair value of the shares on the date of grant as they are assumed to be held beyond the vesting period.

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Performance stock units

​

The Company grants PSUs whereby the recorded fair value represents the value of the award at the initial target performance and does not reflect potential increases or decreases resulting from the final performance results, which are to be determined at the end of the three-year performance period (vesting date). The actual number of shares to be awarded at the end of the performance period will range from 0% - 180% of the initial target awards.

​

For all PSU components granted in 2026, one-half of the award is based on the Company’s cumulative adjusted earnings per share (EPS target), and one-half is based on the Company’s relative ROTA. On the vesting date, the Company’s annual ROTA will be compared to the respective ROTAs of companies comprising the S&P 600 Regional Banks group, and the Company’s ranking will be averaged over the measurement period to determine the shares available for settlement. Both halves will be subject to an adjustment factor ranging from 80% - 120% based on the Company’s cumulative relative TSR during the performance period. On the vesting date, the Company’s TSR will be compared to the respective TSRs of the companies comprising the S&P 600 Regional Banks group as of the grant date to determine the relative TSR modifier to be applied to the PSU awards. The fair value of the PSUs was determined using a Monte Carlo Simulation at the grant date.

​

The weighted-average grant date fair value per unit for the awards granted during the six months ended June 30, 2026 of the EPS target portion and ROTA target portion was $39.66. During the six months ended June 30, 2026, the Company canceled 39,673 PSUs due to final performance results related to PSUs granted in 2023.

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The following table summarizes restricted stock and PSU activity during the six months ended June 30, 2026:

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​

As of June 30, 2026, the total unrecognized compensation cost related to the non-vested restricted stock awards and PSUs totaled $23.7 million and $10.0 million, respectively, and is expected to be recognized over a weighted average period of approximately 2.4 years and 1.6 years, respectively. Expense related to non-vested restricted stock awards totaled $4.5 million and $8.5 million during the three and six months ended June 30, 2026, respectively, and $1.5 million and $2.6 million during the three and six months ended June 30, 2025, respectively. Expense related to non-vested PSUs totaled $2.6 million and $4.9 million during the three and six months ended June 30, 2026, respectively, and $0.6 million and $1.1 million during the three and six months ended June 30, 2025, respectively. Expense related to non-vested restricted stock awards and PSUs is a component of salaries and benefits expense in the Company’s consolidated statements of operations.

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Stock options

​

Prior to 2024, the Company issued stock options, which are primarily time-vesting with 1/3 vesting on each of the first, second and third anniversary of the date of grant or date of hire. As of June 30, 2026 and 2025, the Company had 509,376 and 555,656 stock options outstanding, respectively, at a weighted average exercise price of $33.19 and $32.95, respectively. No stock options were granted during the six months ended June 30, 2026. Stock option expense is a component of salaries and benefits in the consolidated statements of operations and totaled $4.6 thousand and $17.0 thousand for the three and six months ended June 30, 2026, respectively. During the three and six months ended June 30, 2025, stock option expense totaled $10.6 thousand and $53.5 thousand, respectively. At June 30, 2026, there was no unrecognized compensation cost related to non-vested stock options granted under the plans.

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Associate stock purchase plan

​

The ASPP is intended to be a qualified plan within the meaning of Section 423 of the Internal Revenue Code of 1986 and allows eligible employees to purchase shares of common stock through payroll deductions up to a limit of $25,000 per calendar year and 2,000 shares per offering period. The price an employee pays for shares is 90.0% of the fair market value of Company common stock on the last day of the offering period. The offering periods are the six-month periods commencing on March 1 and September 1 of each year and ending on August 31 and February 28 (or February 29 in the case of a leap year) of each year. There are no vesting or other restrictions on the stock purchased by employees under the ASPP. Under the ASPP, the total number of shares of common stock reserved for issuance totaled 400,000 shares, of which 188,269 was available for issuance as of June 30, 2026.

​

Under the ASPP, employees purchased 8,490 shares and 8,099 shares during the six months ended June 30, 2026 and 2025, respectively.

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Note 13 Common Stock

​

The Company had 44,537,718 and 37,772,516 shares of common stock outstanding at June 30, 2026 and December 31, 2025, respectively, inclusive of 7,305,975 shares of common stock added to the Company’s total outstanding shares upon the closing of the Vista acquisition. Additionally, the Company had 817,444 and 303,156 shares outstanding at June 30, 2026 and December 31, 2025, respectively, of restricted common stock issued but not yet vested and are not included in shares outstanding until such time that they are vested. Of the 817,444 shares of restricted common stock issued but not yet vested at June 30, 2026, 715,548 shares were under the Omnibus Plan, 79,498 shares were under the Vista Equity Plan, and 22,398 shares were under the Inducement Plan. All shares of restricted common stock issued but not vested at December 31, 2025 were under the Omnibus Plan. All restricted shares under each plan have voting rights, however, restricted shares under the Omnibus Plan and Inducement Plan also have certain dividend rights.

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On January 27, 2026, the Company’s Board of Directors authorized a program to repurchase up to $100.0 million of the Company’s common stock from time to time in the open market or in privately negotiated transactions in accordance with applicable regulations of the SEC. The timing and amount of any share repurchases will be determined by the Company’s management based on market conditions and other factors. The new program replaces in its entirety the stock repurchase program that was authorized by the Board of Directors and announced on May 9, 2023. No time limit has been set for completion of the program. During the three months ended June 30, 2026, the Company repurchased 268,471 shares of common stock for $11.1 million. During the six months ended June 30, 2026, the Company repurchased 670,340 shares of common stock for $27.2 million. The remaining authorization under the current program as of June 30, 2026 was $72.8 million.

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Note 14 Earnings Per Share

​

The Company calculates earnings per share under the two-class method, as certain non-vested share awards contain non-forfeitable rights to dividends. As such, these awards are considered securities that participate in the earnings of the Company. Non-vested shares are discussed further in note 13.

​

The Company had 44,537,718 and 38,045,622 shares of common stock outstanding as of June 30, 2026 and 2025, respectively, excluding issued but unvested restricted shares. Certain stock options and non-vested restricted shares are potentially dilutive securities, but are not included in the calculation of diluted earnings per share because to do so would have been anti-dilutive for the three and six months ended June 30, 2026 and 2025.

​

The following table illustrates the computation of basic and diluted earnings per share for the three and six months ended June 30, 2026 and 2025:

​

​

The Company had 509,376 and 555,656 outstanding stock options to purchase common stock at weighted average exercise prices of $33.19 and $32.95 per share at June 30, 2026 and 2025, respectively, which have time-vesting criteria, and as such, any dilution is derived only for the timeframe in which the vesting criteria had been met and where the inclusion of those stock options is dilutive. The Company had 439,014 and 219,190 unvested PSUs issued as of June 30, 2026 and 2025, respectively, which have performance, market and/or time-vesting criteria, and as such, any dilution is derived only for the timeframe in which the vesting criteria had been met and where the inclusion of those units is dilutive. The Company had 79,498 and zero unvested restricted shares issued as of June 30, 2026 and 2025, respectively, which do not have dividend rights, and as such, any dilution is derived only for the timeframe in which the vesting criteria had been met and where the inclusion of those units is dilutive.

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Note 15 Derivatives

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Risk management objective of using derivatives

​

The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company has established policies stipulating that neither carrying value nor fair value at risk should exceed established guidelines. The Company has designed strategies to confine these risks within the established limits and identify appropriate trade-offs in the financial structure of its balance sheet. These strategies include the use of derivative financial instruments to help achieve the desired balance sheet repricing structure while meeting the desired objectives of its clients. Currently, the Company employs certain interest rate swaps that

39

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are designated as fair value hedges, cash flow hedges and economic hedges. The Company manages a matched book with respect to its derivative instruments in order to minimize its net risk exposure resulting from such transactions.

​

Fair values of derivative instruments on the balance sheet

​

The table below presents the fair value of the Company’s derivative financial instruments as well as their classification in the consolidated statements of financial condition as of June 30, 2026 and December 31, 2025. Information about the valuation methods used to measure fair value is provided in note 17.

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​

Cash flow hedges

​

The Company’s objectives in using interest rate derivatives are to add stability to interest income and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses floors and collars as part of its interest rate risk management strategy. Interest rate floors designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates fall below the strike rate on the contract in exchange for an up-front premium. Interest rate collars designated as cash flow hedges involve the payments of variable-rate amounts if interest rates rise above the cap strike rate on the contract and receipt of variable-rate amounts if interest rates fall below the floor strike rate on the contract.

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For derivatives that qualify and are designated as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income and subsequently reclassified into interest income in the same periods during which the hedged transaction affects earnings. Gains and losses on the derivative representing hedge components excluded from the assessment of effectiveness are recognized over the life of the hedge on a systematic and rational basis. The earnings recognition of excluded components is included in interest income. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest income as interest payments are received on the Company’s variable-rate assets. As of June 30, 2026, the Company had cash flow hedges with a notional amount of $50.0 million. The Company expects to reclassify $0.3 million from AOCI as a reduction to interest income during the next 12 months.

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Fair value hedges

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Interest rate swaps designated as fair value hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without the exchange of the underlying notional amount. As of June 30, 2026 and December 31, 2025, the Company had interest rate swaps with a notional amount of $405.2 million and $365.2 million, respectively, which were designated as fair value hedges of interest rate risk.

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For derivatives designated and that qualify as fair value hedges, the gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in earnings. The Company includes the gain or loss on the hedged items in the same line item as the offsetting loss or gain on the related derivatives. The following table presents the Company’s fixed-rate loans associated with the interest rate swaps and the loss included in loans receivable in the statements of financial condition as of the dates shown:

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(1) ​ ​ ​ Fair value hedge adjustments included basis adjustments on terminated positions to be amortized through the contractual maturity date of each respective hedged item. Excluding those terminated positions, the fair value hedge adjustments consisted of losses totaling $24.8 million and $20.7 million as of June 30, 2026 and December 31, 2025, respectively.

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Non-designated hedges

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Derivatives not designated as hedges are not speculative and consist of interest rate swaps with commercial banking clients that facilitate their respective risk management strategies. Interest rate swaps are simultaneously hedged by offsetting interest rate swaps that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. As the interest rate swaps associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the client swaps and the offsetting swaps are recognized directly in earnings. As of June 30, 2026 and December 31, 2025, the Company had matched interest rate swap transactions with an aggregate notional amount of $957.5 million and $777.7 million, respectively, related to this program. Derivative fee income from non-designated hedges totaled $0.5 million and $1.1 million for the three and six months ended June 30, 2026, respectively. During the three and six months ended June 30, 2025, derivative fee income from non-designated hedges totaled zero and $0.2 million, respectively.

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As part of its mortgage banking activities, the Company enters into interest rate lock commitments, which are commitments to originate loans where the interest rate on the loan is determined prior to funding and the clients have locked into that interest rate. The Company then locks in the loan and interest rate with an investor and commits to deliver the loan if settlement occurs (“best efforts”) or commits to deliver the locked loan in a binding (“mandatory”) delivery program with an investor. Fair value changes of certain loans under interest rate lock commitments are hedged with forward sales contracts of MBS. Forward sales contracts of MBS are recorded at fair value with changes in fair value recorded in non-interest income. Interest rate lock commitments and commitments to deliver loans to investors are considered derivatives. The market value of interest rate lock commitments and best efforts contracts are not readily ascertainable with precision because they are not actively traded in stand-alone markets. The Company determines the fair value of interest rate lock commitments and delivery contracts by measuring the fair value of the underlying assets. The fair value of the underlying assets is impacted by current interest rates, remaining origination fees, costs of production to be incurred and the probability that the interest rate lock commitments will close or will be funded.

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Certain additional risks arise from these forward delivery contracts in that the counterparties to the contracts may not be able to meet the terms of the contracts. The Company does not expect any counterparty to any MBS contract to fail to meet its obligation. Additional risks inherent in mandatory delivery programs include the risk that, if the Company fails to deliver the loans subject to interest rate risk lock commitments, it will still be obligated to “pair off” MBS to the counterparty. Should this be required, the Company could incur significant costs in acquiring replacement loans and such costs could have an adverse effect on the consolidated financial statements.

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The fair value of the mortgage banking derivative is recorded as a freestanding asset or liability with the change in value being recognized in current earnings during the period of change.

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The Company had interest rate lock commitments with a notional value of $22.9 million and forward contracts with a notional value of $31.5 million at June 30, 2026. At December 31, 2025, the Company had interest rate lock commitments with a notional value of $16.7 million and forward contracts with a notional value of $34.0 million.

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Effect of derivative instruments on the consolidated statements of operations and accumulated other comprehensive income

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The tables below present the effect of the Company’s derivative financial instruments on the consolidated statements of operations for the three and six months ended June 30, 2026 and 2025:

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The tables below present the effect of cash flow hedge accounting on AOCI as of the dates presented.

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Credit-risk-related contingent features

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The Company has agreements with its derivative counterparties that contain a provision where if the Company defaults on any of its indebtedness for reasons other than an error or omission of an administrative or operational nature, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default on its derivative obligations.

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The Company is party to agreements with certain derivative counterparties that provide the counterparties the right to terminate derivative positions if the Company fails to maintain its status as a well-capitalized or adequately capitalized institution. In such event, the Company would be required to settle its obligations under the agreements.

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As of June 30, 2026, the termination value of derivatives in a net liability position related to these agreements was zero. The Company has minimum collateral posting thresholds with certain of its derivative counterparties and, as of June 30, 2026, the Company had met these thresholds. If the Company had breached any of these provisions at June 30, 2026, it could have been required to settle its obligations under the agreements at the termination value.

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Note 16 Commitments and Contingencies

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Commitments

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In the normal course of business, the Company enters into various off-balance sheet commitments to help meet the financing needs of clients. These financial instruments include commitments to extend credit, commercial and consumer lines of credit and standby letters of credit. The same credit policies are applied to these commitments as the loans in the consolidated statements of financial condition; however, these commitments involve varying degrees of credit risk in excess of the amount recognized in the consolidated statements of financial condition. The total amounts of unused commitments do not necessarily represent future credit exposure or cash requirements, as commitments often expire without being drawn upon. However, the contractual amount of these commitments, offset by any additional collateral pledged, represents the Company’s potential credit loss exposure.

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Total unfunded commitments at June 30, 2026 and December 31, 2025 were as follows:

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Commitments to fund loans—Commitments to fund loans are legally binding agreements to lend to clients in accordance with predetermined contractual provisions provided there have been no violations of any conditions specified in the contract. These commitments are generally at variable interest rates and are for specific periods or contain termination clauses and may require the payment of a fee. The total amounts of unused commitments are not necessarily representative of future credit exposure or cash requirements, as commitments often expire without being drawn upon.

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Unfunded commitments under lines of credit—In the ordinary course of business, the Company extends revolving credit to its clients. These arrangements may require the payment of a fee.

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Commercial and standby letters of credit—The Company routinely issues commercial and standby letters of credit, which may be financial standby letters of credit or performance standby letters of credit. These are various forms of “back-up” commitments to guarantee the performance of a client to a third party. While these arrangements represent a potential cash outlay for the Company, the majority of these letters of credit will expire without being drawn upon. Letters of credit are subject to the same underwriting and credit approval process as traditional loans, and as such, many of them have various forms of collateral securing the commitment, which may include real estate, personal property, receivables or marketable securities.

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Contingencies

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Mortgage loans sold to investors may be subject to repurchase or indemnification in the event of specific default by the borrower or subsequent discovery that underwriting standards were not met. The Company established a reserve liability for expected losses related to these representations and warranties based upon management’s evaluation of actual and historical loss history, delinquency trends or other documentation or deficiency findings in the portfolio and economic conditions. Charges against the reserve during the three and six months ended June 30, 2026 totaling $40 thousand and $60 thousand, respectively, were primarily driven by early payoffs and repurchases. Charges against the reserve during the three and six months ended June 30, 2025 totaling $21 thousand and $66 thousand, respectively, were primarily driven by early payoffs and repurchases. The repurchase reserve is included in other liabilities in the consolidated statements of financial condition.

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The following table summarizes mortgage repurchase reserve activity for the periods presented:

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In the ordinary course of business, the Company or the Banks may be subject to litigation. Based upon the available information and advice from the Company’s legal counsel, management does not believe that any potential, threatened or pending litigation to which it is, or would reasonably become, a party will have a material adverse effect on the Company’s liquidity, financial condition or results of operations.

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Note 17 Fair Value Measurements

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The Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to disclose the fair value of its financial instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. For disclosure purposes, the Company groups its financial and non-financial assets and liabilities into three different levels based on the nature of the instrument and the availability and reliability of the information that is used to determine fair value. The three levels are defined as follows:

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• Level 1—Includes assets or liabilities in which the valuation methodologies are based on unadjusted quoted prices in active markets for identical assets or liabilities.
• Level 2—Includes assets or liabilities in which the inputs to the valuation methodologies are based on similar assets or liabilities in inactive markets, quoted prices for identical or similar assets or liabilities in inactive markets, and inputs other than quoted prices that are observable, such as interest rates, yield curves, volatilities, prepayment speeds and other inputs obtained from observable market input.
• Level 3—Includes assets or liabilities in which the inputs to the valuation methodology are based on at least one significant assumption that is not observable in the marketplace. These valuations may rely on management’s judgment and may include internally developed model-based valuation techniques.

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Level 1 inputs are considered to be the most transparent and reliable and level 3 inputs are considered to be the least transparent and reliable. The Company assumes the use of the principal market to conduct a transaction of each particular asset or liability being measured and then considers the assumptions that market participants would use when pricing the asset or liability. Whenever possible, the Company first looks for quoted prices for identical assets or liabilities in active markets (level 1 inputs) to value each asset or liability. However, when inputs from identical assets or liabilities on active markets are not available, the Company utilizes market observable data for similar assets and liabilities. The Company maximizes the use of observable inputs and limits the use of unobservable inputs to occasions when observable inputs are not available. The need to use unobservable inputs generally results from the lack of market liquidity of the actual financial instrument or of the underlying collateral. While third-party price indications may be available in those cases, limited trading activity can challenge the observability of those inputs.

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Changes in the valuation inputs used for measuring the fair value of financial instruments may occur due to changes in current market conditions or other factors. Such changes may necessitate a transfer of the financial instruments to another level in the hierarchy based

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on the new inputs used. The Company recognizes these transfers at the end of the reporting period that the transfer occurs. During the six months ended June 30, 2026 and 2025, there were no transfers of financial instruments between the hierarchy levels.

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The following is a description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of each instrument under the valuation hierarchy:

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Fair Value of Financial Instruments Measured on a Recurring Basis

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Investment securities available-for-sale—Investment securities available-for-sale are carried at fair value on a recurring basis. To the extent possible, observable quoted prices in an active market are used to determine fair value and, as such, these securities are classified as level 1. When quoted market prices in active markets for identical assets or liabilities are not available, quoted prices of securities with similar characteristics, discounted cash flows or other pricing characteristics are used to estimate fair values and the securities are then classified as level 2.

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Equity securities with readily determinable fair values—Equity securities with readily determinable fair values are generally traded on an exchange and market prices are readily available. These securities are carried at fair value on a recurring basis based on quoted market prices and are classified as level 1.

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Loans held for sale—The Company has elected to record loans originated and intended for sale in the secondary market at estimated fair value. The portfolio consists primarily of fixed rate residential mortgage loans that are sold within 45 days. The Company estimates fair value based on quoted market prices for similar loans in the secondary market and are classified as level 2.

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Interest rate swap derivatives—The Company’s derivative instruments are limited to interest rate swaps that may be accounted for as fair value hedges or non-designated hedges. The fair values of the swaps incorporate credit valuation adjustments in order to appropriately reflect nonperformance risk in the fair value measurements. The credit valuation adjustment is the dollar amount of the fair value adjustment related to credit risk and utilizes a probability weighted calculation to quantify the potential loss over the life of the trade. The credit valuation adjustments are calculated by determining the total expected exposure of the derivatives (which incorporates both the current and potential future exposure) and then applying the respective counterparties’ credit spreads to the exposure offset by marketable collateral posted, if any. Certain derivative transactions are executed with counterparties who are large financial institutions, or dealers. ISDA Master Agreements are employed for all contracts with dealers. These contracts contain bilateral collateral arrangements. The fair value inputs of these financial instruments are determined using discounted cash flow analysis through the use of third-party models whose significant inputs are readily observable market parameters, primarily yield curves, with appropriate adjustments for liquidity and credit risk, and are classified as level 2.

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Mortgage banking derivatives—The Company relies on a third-party pricing service to value its mortgage banking derivative financial assets and liabilities, which the Company classifies as a level 3 valuation. The external valuation model to estimate the fair value of its interest rate lock commitments to originate residential mortgage loans held for sale includes grouping the interest rate lock commitments by interest rate and terms, applying an average 86.6% estimated pull-through rate based on historical experience, and then multiplying by quoted investor prices determined to be reasonably applicable to the loan commitment groups based on interest rate, terms and rate lock expiration dates of the loan commitment groups. The Company also relies on an external valuation model to estimate the fair value of its forward commitments to sell residential mortgage loans (i.e., an estimate of what the Company would receive or pay to terminate the forward delivery contract based on market prices for similar financial instruments), which includes matching specific terms and maturities of the forward commitments against applicable investor pricing.

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The tables below present the financial instruments measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025 in the consolidated statements of financial condition utilizing the hierarchy structure described above:

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The table below details the changes in level 3 financial instruments during the six months ended June 30, 2026:

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Fair Value of Financial Instruments Measured on a Non-recurring Basis

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Certain assets may be recorded at fair value on a non-recurring basis as conditions warrant. These non-recurring fair value measurements typically result from the application of lower of cost or fair value accounting or a write-down occurring during the period.

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Individually evaluated loans—The Company records individually evaluated loans based on the fair value of the collateral when it is probable that the Company will be unable to collect all contractual amounts due in accordance with the terms of the loan agreement. The Company relies on third-party appraisals and internal assessments, utilizing a discount rate in the range of 3% - 31% with a weighted average discount rate of 7.6% in determining the estimated fair values of these loans. The inputs used to determine the fair values of loans are considered level 3 inputs in the fair value hierarchy. At June 30, 2026, the Company recorded a specific reserve of $14.2 million related to 23 loans with a carrying balance of $114.0 million. At June 30, 2025, the Company recorded a specific reserve of $6.3 million related to 15 loans with a carrying balance of $26.0 million. The increase at June 30, 2026, compared to the same period in the prior year, was primarily due to $7.8 million of specific reserves related to acquired Vista loans.

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Premises and equipment—During the first quarter of 2026, the Company approved plans to consolidate nine banking centers. The respective banking centers were subsequently closed in the second quarter of 2026. Premises and equipment were written down to estimated fair value less costs to sell in the first quarter of 2026 when the held-for-sale criteria was met. Fair value is estimated in a process that considers current local commercial real estate market conditions, the judgment of the sales agent and often involves obtaining third-party appraisals from certified real estate appraisers. These fair value measurements are classified as level 3. Unobservable inputs to these measurements, which include estimates and judgments often used in conjunction with appraisals, are not readily quantifiable. For the six months ended June 30, 2026, the Company recognized $0.8 million of impairment in its consolidated statements of operations related to premises and equipment classified as held-for-sale totaling $3.1 million.

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Mortgage servicing rights—MSRs represent the value associated with servicing residential real estate loans that have been sold to outside investors with servicing retained. The fair value for servicing assets is determined through discounted cash flow analysis and utilizes discount rates from 9.5% to 10.0% at June 30, 2026 and a constant prepayment speed assumption range of 6.2% to 9.7% with a weighted average rate of 6.4% at June 30, 2026. The weighted average MSRs are subject to impairment testing. The carrying values of these MSRs are reviewed quarterly for impairment based upon the calculation of fair value. For purposes of measuring impairment, the MSRs are stratified into certain risk characteristics including note type and note term. If the valuation model reflects a value less than the carrying value, MSRs are adjusted to fair value through a valuation allowance and the adjustment is included in mortgage banking income in the consolidated statements of operations. During the six months ended June 30, 2026 and 2025, the Company recorded no impairments. The inputs used to determine the fair values of MSRs are considered level 3 inputs in the fair value hierarchy.

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SBA servicing asset—The SBA servicing asset represents the value associated with servicing small business real estate loans that have been sold to outside investors with servicing retained. The fair value for the SBA servicing asset is determined through a discounted cash flow analysis and utilizes a weighted average discount rate of 10.0% and a weighted average lifetime constant prepayment rate of 16.2%. The SBA servicing asset is amortized over the period of the estimated future net servicing life of the underlying assets, and it is evaluated quarterly for impairment based upon the fair value of the rights as compared to their amortized cost. Impairment is recognized in the consolidated statement of operations to the extent the fair value is less than the capitalized amount of the SBA servicing asset. The Company recorded $17.6 thousand and $68.0 thousand of impairment for the six months ended June 30, 2026 and 2025, respectively.

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The Company may be required to record fair value adjustments on other available-for-sale and municipal securities valued at par on a non-recurring basis.

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The tables below provide information regarding losses from assets recorded at fair value on a non-recurring basis during the six months ended June 30, 2026 and 2025:

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The Company did not record any liabilities measured at fair value on a non-recurring basis during the six months ended June 30, 2026 or 2025.

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Note 18 Fair Value of Financial Instruments

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The fair value of a financial instrument is the amount that would be exchanged between willing parties, other than in a forced liquidation. Fair value is determined based upon quoted market prices to the extent possible; however, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques that may be significantly impacted by the assumptions used, including the discount rate and estimates of future cash flows. Changes in any of these assumptions could significantly affect the fair value estimates. The fair value of the financial instruments listed below does not reflect a premium or discount that could result from offering all of the Company’s holdings of financial instruments at one time, nor does it reflect the underlying value of the Company, as ASC Topic 825 excludes certain financial instruments and all non-financial instruments from its disclosure requirements. The estimated fair value amounts have been determined by the Company using available market information and appropriate valuation methodologies and are based on the exit price concept within ASC Topic 825 and applied to this disclosure on a prospective basis. Considerable judgment is required to interpret market data in order to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange.

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The fair value of financial instruments at June 30, 2026 and December 31, 2025 are set forth below:

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Note 19 Business Segment

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The Company has aligned its operations into one reportable segment. Key metrics used to evaluate the segment include consolidated net income and its major components. Revenue and expenses are consistent with the consolidated statement of operations, and the measure of segment assets is consistent with total consolidated assets on the balance sheet.

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