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Category: Artificial Intelligence

  • MIL-OSI USA News: Fact Sheet: President Donald J. Trump Accelerates Federal Permitting of Data Center Infrastructure

    Source: US Whitehouse

    ACCELERATING DATA CENTER INFRASTRUCTURE DEVELOPMENT: Today, President Donald J. Trump signed an Executive Order to facilitate the rapid and efficient buildout of data center infrastructure.

    • The Order directs the Secretary of Commerce to launch an initiative to provide financial support, such as loans, grants, and tax incentives, for Qualifying Projects.
      • These Qualifying Projects include data centers that require greater than 100 megawatts of new load, infrastructure projects related to data center energy needs, semiconductor facilities, networking equipment, or other data center or related infrastructure projects selected by the Secretary of Defense, Secretary of the Interior, Secretary of Commerce, or Secretary of Energy.
    • The Order revokes a Biden-era Executive Order that would have saddled AI data center development on Federal lands with pages of DEI and climate requirements.
    • The Order instructs agencies to streamline environmental reviews and permitting for data centers and related infrastructure by leveraging existing exemptions and creating new ones to expedite the construction of Qualifying Projects.
    • The Order enhances transparency and efficiency by designating Qualified Projects for expedited permitting under the FAST-41 framework.
    • The Order promotes the use of Brownfield and Superfund sites for data center development, repurposing these lands for productive use.
    • The Order directs the Department of the Interior, the Department of Energy and the Department of Defense to authorize data center construction on appropriate Federal lands.

    STRENGTHENING AMERICA’S AI AND MANUFACTURING LEADERSHIP: President Trump is promoting the rapid buildout of AI data centers and critical infrastructure to secure economic prosperity, national security, and scientific leadership.

    • AI data centers and supporting infrastructure, such as energy systems and semiconductors, are essential for powering America’s technological and industrial future.
    • Lengthy and complex Federal regulations can delay critical projects, hindering America’s ability to lead in AI and manufacturing.
    • By streamlining permitting and providing financial support, the U.S. will accelerate the development of data centers and enable our global dominance in AI, which will in turn create jobs and enhance national security.
    • This initiative ensures American leadership in AI and critical technologies, positioning the U.S. to outpace global competitors and drive innovation for decades to come.

    USHERING IN A GOLDEN AGE FOR AMERICAN TECHNOLOGICAL DOMINANCE: President Trump has made American leadership in AI a national priority.

    • President Trump signed the first-ever Executive Order on AI in 2019 recognizing the paramount importance of American AI leadership to the economic and national security of the United States.
      • In historic actions, the Trump Administration established the first-ever national AI research institutes, strengthened American leadership in AI technical standards, and issued the world’s first AI regulatory guidance to govern AI development in the private sector.
    • President Trump also took executive action in 2020 to establish the first-ever guidance for Federal agency adoption of AI to more effectively deliver services to the American people and foster public trust in this critical technology.
    • In January 2025, President Trump signed an Executive Order to reverse harmful Biden Administration AI policies and enhance America’s global AI dominance.
    • In April 2025, President Trump signed an Executive Order to advance AI education for America’s youth.
    • The Administration is capitalizing on other permitting successes that will also enable data center development, such as dramatically reducing NEPA’s impact on critical infrastructure projects, developing emergency NEPA procedures that can permit major mining projects in under 28 days at the Department of the Interior, revising NOAA’s deep sea mining regulations, and more.

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI USA News: Fact Sheet: President Donald J. Trump Prevents Woke AI in the Federal Government

    Source: US Whitehouse

    PREVENTING WOKE AI IN THE FEDERAL GOVERNMENT: Today, President Donald J. Trump signed an Executive Order to ensure that artificial intelligence (AI) models procured by the Federal government prioritize truthfulness and ideological neutrality.

    • President Trump is protecting Americans from biased AI outputs driven by ideologies like diversity, equity, and inclusion (DEI) at the cost of accuracy.
    • The Order directs agency heads to procure only large language models (LLMs) that adhere to “Unbiased AI Principles” defined in the Order: truth-seeking and ideological neutrality.
      • Truth-seeking means that LLMS shall be truthful and prioritize historical accuracy, scientific inquiry, and objectivity, and acknowledge uncertainty where reliable information is incomplete or contradictory.
      • Ideological neutrality means that LLMs shall be neutral, nonpartisan tools that do not manipulate responses in favor of ideological dogmas like DEI, and that developers will not intentionally encode partisan or ideological judgments into an LLM’s outputs unless those judgments are prompted by or readily accessible to the end user.
    • The Order instructs the Director of the Office of Management and Budget, in consultation with other Federal leaders, to issue guidance for agencies to implement these principles in AI procurement.
    • The Order mandates that Federal contracts for LLMs include terms ensuring compliance with the Unbiased AI Principles, including terms holding vendors accountable for certain costs if contracts are terminated due to noncompliance.

    SAFEGUARDING TRUST IN FEDERAL AI USE: President Trump is advancing trustworthy AI in the Federal government to protect the integrity of information and services provided to the American people.

    • AI is a critical technology that will shape how Americans learn, access information, and navigate their daily lives.
    • Ideological biases, such as those driven by DEI, can distort AI outputs, undermine historical and scientific accuracy, and erode public trust in AI systems.
      • For example, one major AI model changed the race or sex of historical figures—including the Pope, the founding Fathers, and Vikings—when prompted for images because it was trained to prioritize DEI requirements.
      • In another case, an AI model asserted that a user should not “misgender” another person even if necessary to stop a nuclear apocalypse.
    • By requiring truth-seeking and ideologically neutral AI models, the Federal government ensures reliable, objective information for Americans and prevents the spread of biased or misleading outputs.

    SERVING AMERICA, NOT IDEOLOGICAL AGENDAS: President Trump is terminating DEI across the Federal government and advancing American leadership in AI to ensure technology and policies serve the public, not ideological agendas.

    • President Trump is harnessing AI to strengthen national security, economic prosperity, and technological leadership.
      • In January 2025, President Trump signed an Executive Order to reverse harmful Biden Administration AI policies and enhance America’s global AI dominance.
      • In April 2025, President Trump signed an Executive Order to advance AI education for America’s youth.
      • Today, President Trump also signed Executive Orders on facilitating the rapid and efficient buildout of data infrastructure and promoting the export of American AI technologies.
    • President Trump is restoring fairness and merit by dismantling radical DEI programs
      • In January, President Trump signed executive actions to end radical and wasteful DEI programs and preferencing, terminate radical DEI preferencing in Federal contracting and spending, eliminate DEI and restore excellence and safety within the Federal Aviation Administration (FAA), and abolish DEI bureaucracy within the Departments of Defense and Homeland Security.
      • In March, President Trump signed a Memorandum removing DEI from the Foreign Service.
      • In April, President Trump signed an Executive Order to ensure school discipline policies are based on objective behavior, not DEI.
      • President Trump: “We will terminate every diversity, equity, and inclusion program across the entire Federal government.”

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI USA News: Accelerating Federal Permitting of Data Center Infrastructure

    Source: US Whitehouse

    By the authority vested in me as President by the Constitution and the laws of the United States of America, it is hereby ordered:

    Section  1.  Policy and Purpose.  My Administration has inaugurated a golden age for American manufacturing and technological dominance.  We will pursue bold, large-scale industrial plans to vault the United States further into the lead on critical manufacturing processes and technologies that are essential to national security, economic prosperity, and scientific leadership.  These plans include artificial intelligence (AI) data centers and infrastructure that powers them, including high‑voltage transmission lines and other equipment.  It will be a priority of my Administration to facilitate the rapid and efficient buildout of this infrastructure by easing Federal regulatory burdens. 

    In addition, my Administration will utilize federally owned land and resources for the expeditious and orderly development of data centers.  This usage will be done in a manner consistent with the land’s intended purpose — to be used in service of the prosperity and security of the American people.

    Sec. 2.  Definitions.  For purposes of this order:

    (a)  “Data Center Project” means a facility that requires greater than 100 megawatts (MW) of new load dedicated to AI inference, training, simulation, or synthetic data generation.

    (b)  “Covered Components” means materials, products, and infrastructure that are required to build Data Center Projects or otherwise upon which Data Center Projects depend, including:

    (i)    energy infrastructure, such as transmission lines, natural gas pipelines or laterals, substations, switchyards, transformers, switchgear, and system protective facilities;

    (ii)   natural gas turbines, coal power equipment, nuclear power equipment, geothermal power equipment, and any other dispatchable baseload energy sources, including electrical infrastructure (including backup power supply) constructed or otherwise used principally to serve a Data Center Project;

    (iii)  semiconductors and semiconductor materials, such as wafers, dies, and packaged integrated circuits;

    (iv)   networking equipment, such as switches and routers; and

    (v)    data storage, such as hardware storage systems, software for data management and protection, and integrated services that work with public cloud providers.

    (c)  “Covered Component Project” means infrastructure comprising Covered Components, or a facility with the primary purposes of manufacturing or otherwise producing Covered Components.

    (d)  “Qualifying Project” means:

    (i)    a Data Center Project or Covered Component Project for which the Project Sponsor has committed at least $500 million in capital expenditures as determined by the Secretary of Commerce;

    (ii)   a Data Center Project or Covered Component Project involving an incremental electric load addition of greater than 100 MW;

    (iii)  a Data Center Project or Covered Component Project that protects national security; or

    (iv)   a Data Center Project or Covered Component Project that has otherwise been designated by the Secretary of Defense, the Secretary of the Interior, the Secretary of Commerce, or the Secretary of Energy as a “Qualifying Project”.

    (e)  “Project Sponsor” means the lead sponsor providing financial and other support for a Data Center Project or Covered Component Project, as determined by the Secretary of Defense, the Secretary of the Interior, the Secretary of Commerce, or the Secretary of Energy, as appropriate.

    (f)  “Superfund Site” means any site where action is being taken pursuant to 42 U.S.C. 9604, 9606, or 9620.

    (g)  “Brownfield Site” means a site as defined in 42 U.S.C. 9601(39).

    Sec.  3.  Encouraging Qualifying Projects.  The Secretary of Commerce, in consultation with the Director of the Office of Science and Technology Policy (OSTP) and other relevant executive departments and agencies (agencies), shall launch an initiative to provide financial support for Qualifying Projects, which could include loans and loan guarantees, grants, tax incentives, and offtake agreements.  All relevant agencies shall identify and submit to the Director of OSTP any such relevant existing financial support that can be used to assist Qualifying Projects, consistent with the protection of national security.

    Sec. 4.  Revocation of Executive Order 14141.  Executive Order 14141 of January 14, 2025 (Advancing United States Leadership in Artificial Intelligence Infrastructure), is hereby revoked.

    Sec.  5.  Efficient Environmental Reviews.  (a)  Within 10 days of the date of this order, each relevant agency shall identify to the Council on Environmental Quality any categorical exclusions already established or adopted by such agency pursuant to the National Environmental Policy Act (NEPA), reliance on and adoption of which by agencies (pursuant to 42 U.S.C. 4336 and 4336c) could facilitate the construction of Qualifying Projects.

    (b)  The Council on Environmental Quality shall coordinate with relevant agencies on the establishment of new categorical exclusions to cover actions related to Qualifying Projects that normally do not have a significant effect on the human environment.  Agencies shall, for purposes of establishing these categorical exclusions, rely on any sufficient basis to do so as each such agency determines.

    (c)  Consistent with 42 U.S.C. 4336e(10)(B)(iii), loans, loan guarantees, grants, tax incentives, or other forms of Federal financial assistance for which an agency lacks substantial project-specific control and responsibility over the subsequent use of such financial assistance shall not be considered a “major Federal action” under NEPA.  For purposes of this order, Federal financial assistance representing less than 50 percent of total project costs shall be presumed not to constitute substantial Federal control and responsibility.

    Sec.  6.  Efficiency and Transparency Through FAST‑41.  (a)  The Executive Director (Executive Director) of the Federal Permitting Improvement Steering Council (FPISC) may, within 30  days of the date that a project is identified to FPISC by a relevant agency, designate a Qualifying Project as a transparency project pursuant to 42 U.S.C. 4370m-2(b)(2)(A)(iii) and section 41003 of the Fixing America’s Surface Transportation Act (Public Law 114-94, 129 Stat. 1312, 1747) (FAST-41).  Within 30 days of receiving such agency notification, the Executive Director may publish Qualifying Projects on the Permitting Dashboard established under section 41003(b) of FAST-41, including schedules for expedited review. 

    (b)  In consultation with Project Sponsors, the Executive Director shall expedite the transition of eligible Qualifying Projects from transparency projects to FAST-41 “covered projects” as defined by 42 U.S.C. 4370m(6)(A).  To the extent that a Qualifying Project does not meet the criteria set forth in 42 U.S.C. 4370m(6)(A)(i) or (iii), FPISC may consider all other available options to designate the project a covered project under 42 U.S.C. 4370m(6)(A)(iv).

    Sec. 7.  Streamlining of Permitting Review.  (a)  The Administrator of the Environmental Protection Agency shall assist in expediting permitting on Federal and non-Federal lands by developing or modifying regulations promulgated under the Clean Air Act (42 U.S.C. 7401 et seq.); the Clean Water Act (33 U.S.C. 1251 et seq.); the Comprehensive Environmental Response, Compensation, and Liability Act (42 U.S.C. 9601 et seq.); the Toxic Substances Control Act (15 U.S.C. 2601 et seq.); and other relevant applicable laws, in each case, that impact the development of Qualifying Projects.

    (b)  The Administrator of the Environmental Protection Agency shall, consistent with the Environmental Protection Agency’s statutory authorities, expeditiously identify Brownfield Sites and Superfund Sites for use by Qualifying Projects.  As part of this effort, within 180 days of the date of this order, the Administrator of the Environmental Protection Agency shall develop guidance to help expedite environmental reviews for qualified reuse and assist State governments and private parties to return such Brownfield Sites and Superfund Sites to productive use as expeditiously as possible.

    Sec.  8.  Biological and Water Permitting Efficiencies.  (a)  Upon identification of sites by the Secretary of the Interior and the Secretary of Energy as described in section 9 of this order, the action agency, as identified through the process described in the Endangered Species Act (16 U.S.C. 1531-1544) (ESA), shall initiate consultation under section 7 of the ESA with the Secretary of the Interior, the Secretary of Commerce, or both with respect to common construction activities for Qualifying Projects that will occur over the next 10 years at a programmatic level.  The Secretary of the Interior and the Secretary of Commerce shall utilize programmatic consultation to ensure timely and efficient completion of such consultation.

    (b)  Within 180 days of the date of this order, the Secretary of the Army, acting through the Assistant Secretary of the Army for Civil Works, shall review the nationwide permits issued under section 404 of the Clean Water Act of 1972 (33 U.S.C. 1344) and section 10 of the Rivers and Harbors Appropriation Act of 1899 (33 U.S.C. 403) to determine whether an activity-specific nationwide permit is needed to facilitate the efficient permitting of activities related to Qualifying Projects.

    Sec. 9.  Federal Lands Availability.  (a)  The Department of the Interior and the Department of Energy shall, after consultation with industry and further in consultation with the Department of Commerce as to the Project Sponsors to which relevant authorizations shall be granted, offer appropriate authorizations for sites identified by the Secretary of the Interior or the Secretary of Energy, as applicable and appropriate for the relevant uses, consistent with 42 U.S.C. 2201, 42 U.S.C. 7256, 43 U.S.C. 1701 et seq., and all other applicable law.

    (b)  The Secretary of Defense shall, pursuant to 10 U.S.C. 2667 or other applicable law and as and when the Secretary of Defense deems it necessary or desirable, identify suitable sites on military installations for Covered Component infrastructure uses and competitively lease available lands for Qualifying Projects to support the Department of Defense’s energy, workforce, and mission needs, subject to security and force protection considerations.

    Sec. 10.  General Provisions.  (a)   Nothing in this order shall be construed to impair or otherwise affect:

    (i)   the authority granted by law to an executive department or agency, or the head thereof; or

    (ii)  the functions of the Director of the Office of Management and Budget relating to budgetary, administrative, or legislative proposals.

    (b)  This order shall be implemented consistent with applicable law and subject to the availability of appropriations.

    (c)  This order is not intended to, and does not, create any right or benefit, substantive or procedural, enforceable at law or in equity by any party against the United States, its departments, agencies, or entities, its officers, employees, or agents, or any other person.

    (d)  The costs for publication of this order shall be borne by the Department of Energy.

                                  DONALD J. TRUMP

    THE WHITE HOUSE,

        July 23, 2025.

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI USA News: Promoting The Export of the American AI Technology Stack

    Source: US Whitehouse

    By the authority vested in me as President by the Constitution and the laws of the United States of America, including section 301 of title 3, United States Code, it is hereby ordered:

    Section 1.  Purpose.  Artificial intelligence (AI) is a foundational technology that will define the future of economic growth, national security, and global competitiveness for decades to come.  The United States must not only lead in developing general-purpose and frontier AI capabilities, but also ensure that American AI technologies, standards, and governance models are adopted worldwide to strengthen relationships with our allies and secure our continued technological dominance.  This order establishes a coordinated national effort to support the American AI industry by promoting the export of full-stack American AI technology packages.

    Sec. 2.  Policy.  It is the policy of the United States to preserve and extend American leadership in AI and decrease international dependence on AI technologies developed by our adversaries by supporting the global deployment of United States-origin AI technologies.

    Sec. 3.  Establishment of the American AI Exports Program.  (a)  Within 90 days of the date of this order, the Secretary of Commerce shall, in consultation with the Secretary of State and the Director of the Office of Science and Technology Policy (OSTP), establish and implement the American AI Exports Program (Program) to support the development and deployment of United States full-stack AI export packages.

    (b)  The Secretary of Commerce shall issue a public call for proposals from industry-led consortia for inclusion in the Program.  The public call shall require that each proposal must:

    (i)    include a full-stack AI technology package, which encompasses:

    (A)  AI-optimized computer hardware (e.g., chips, servers, and accelerators), data center storage, cloud services, and networking, as well as a description of whether and to what extent such items are manufactured in the United States;

    (B)  data pipelines and labeling systems;

    (C)  AI models and systems;

    (D)  measures to ensure the security and cybersecurity of AI models and systems; and

    (E)  AI applications for specific use cases (e.g., software engineering, education, healthcare, agriculture, or transportation);

    (ii)   identify specific target countries or regional blocs for export engagement;

    (iii)  describe a business and operational model to explain, at a high level, which entities will build, own, and operate data centers and associated infrastructure;

    (iv)   detail requested Federal incentives and support mechanisms; and

    (v)    comply with all relevant United States export control regimes, outbound investment regulations, and end-user policies, including chapter 58 of title 50, United States Code, and relevant guidance from the Bureau of Industry and Security within the Department of Commerce.

    (c)  The Department of Commerce shall require proposals to be submitted no later than 90 days after the public call for proposals is issued, and shall consider proposals on a rolling basis for inclusion in the Program.

    (d)  The Secretary of Commerce shall, in consultation with the Secretary of State, the Secretary of Defense, the Secretary of Energy, and the Director of OSTP, evaluate submitted proposals for inclusion under the Program.  Proposals selected by the Secretary of Commerce, in consultation with the Secretary of State, the Secretary of Defense, the Secretary of Energy, and the Director of OSTP, will be designated as priority AI export packages and will be supported through priority access to the tools identified in section 4 of this order, as consistent with applicable law.

    Sec. 4.  Mobilization of Federal Financing Tools.  (a)  The Economic Diplomacy Action Group (EDAG), established in the Presidential Memorandum of June 21, 2024, chaired by the Secretary of State, in consultation with the Secretary of Commerce and the United States Trade Representative, and as described in section 708 of the Championing American Business Through Diplomacy Act of 2019 (Title VII of Division J of Public Law 116-94) (CABDA), shall coordinate mobilization of Federal financing tools in support of priority AI export packages.  

    (b)  I delegate to the Administrator of the Small Business Administration and the Director of OSTP the authority under section 708(c)(3) of CABDA to appoint senior officials from their respective executive departments and agencies to serve as members of the EDAG. 

    (c)  The Secretary of State, in consultation with the EDAG, shall be responsible for:

    (i)    developing and executing a unified Federal Government strategy to promote the export of American AI technologies and standards;

    (ii)   aligning technical, financial, and diplomatic resources to accelerate deployment of priority AI export packages under the Program;

    (iii)  coordinating United States participation in multilateral initiatives and country-specific partnerships for AI deployment and export promotion;

    (iv)   supporting partner countries in fostering pro‑innovation regulatory, data, and infrastructure environments conducive to the deployment of American AI systems;

    (v)    analyzing market access, including technical barriers to trade and regulatory measures that may impede the competitiveness of United States offerings; and

    (vi)   coordinating with the Small Business Administration’s Office of Investment and Innovation to facilitate, to the extent permitted under applicable law, investment in United States small businesses to the development of American AI technologies and the manufacture of AI infrastructure, hardware, and systems.

    (d)  Members of the EDAG shall deploy, to the maximum extent permitted by law, available Federal tools to support the priority export packages selected for participation in the Program, including direct loans and loan guarantees (12  U.S.C. 635); equity investments, co-financing, political risk insurance, and credit guarantees (22  U.S.C. 9621); and technical assistance and feasibility studies (22 U.S.C. 2421(b)).

    Sec. 5.  General Provisions.  (a)  Nothing in this order shall be construed to impair or otherwise affect:

    (i)   the authority granted by law to an executive department or agency, or the head thereof; or

    (ii)  the functions of the Director of the Office of Management and Budget relating to budgetary, administrative, or legislative proposals.

    (b)  This order shall be implemented consistent with applicable law and subject to the availability of appropriations.

    (c)  This order is not intended to, and does not, create any right or benefit, substantive or procedural, enforceable at law or in equity by any party against the United States, its departments, agencies, or entities, its officers, employees, or agents, or any other person.

    (d)  The costs for publication of this order shall be borne by the Department of Commerce.

                                  DONALD J. TRUMP

    THE WHITE HOUSE,

        July 23, 2025.

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI USA News: Preventing Woke AI in the Federal Government

    Source: US Whitehouse

    By the authority vested in me as President by the Constitution and the laws of the United States of America, it is hereby ordered:

    Section 1.  Purpose.  Artificial intelligence (AI) will play a critical role in how Americans of all ages learn new skills, consume information, and navigate their daily lives.  Americans will require reliable outputs from AI, but when ideological biases or social agendas are built into AI models, they can distort the quality and accuracy of the output. 

    One of the most pervasive and destructive of these ideologies is so-called “diversity, equity, and inclusion” (DEI).  In the AI context, DEI includes the suppression or distortion of factual information about race or sex; manipulation of racial or sexual representation in model outputs; incorporation of concepts like critical race theory, transgenderism, unconscious bias, intersectionality, and systemic racism; and discrimination on the basis of race or sex.  DEI displaces the commitment to truth in favor of preferred outcomes and, as recent history illustrates, poses an existential threat to reliable AI.

    For example, one major AI model changed the race or sex of historical figures — including the Pope, the Founding Fathers, and Vikings — when prompted for images because it was trained to prioritize DEI requirements at the cost of accuracy.  Another AI model refused to produce images celebrating the achievements of white people, even while complying with the same request for people of other races.  In yet another case, an AI model asserted that a user should not “misgender” another person even if necessary to stop a nuclear apocalypse. 

    While the Federal Government should be hesitant to regulate the functionality of AI models in the private marketplace, in the context of Federal procurement, it has the obligation not to procure models that sacrifice truthfulness and accuracy to ideological agendas.  Building on Executive Order 13960 of December 3, 2020 (Promoting the Use of Trustworthy Artificial Intelligence in the Federal Government), this order helps fulfill that obligation in the context of large language models.

    Sec. 2.  Definitions.  For purposes of this order:

    (a)  The term “agency” means an executive department, a military department, or any independent establishment within the meaning of 5 U.S.C. 101, 102, and 104(1), respectively, and any wholly owned Government corporation within the meaning of 31 U.S.C. 9101.

    (b)  The term “agency head” means the highest-ranking

    official or officials of an agency, such as the Secretary, Administrator, Chairman, Director, Commissioners, or Board of Directors.

    (c)  The term “LLM” means a large language model, which is a generative AI model trained on vast, diverse datasets that enable the model to generate natural-language responses to user prompts.

    (d)  The term “national security system” has the same meaning as in 44 U.S.C. 3552(b)(6).

    Sec. 3.  Unbiased AI Principles.  It is the policy of the United States to promote the innovation and use of trustworthy AI.  To advance that policy, agency heads shall, consistent with applicable law and in consideration of guidance issued pursuant to section 4 of this order, procure only those LLMs developed in accordance with the following two principles (Unbiased AI Principles): 

    (a)  Truth-seeking.  LLMs shall be truthful in responding to user prompts seeking factual information or analysis.  LLMs shall prioritize historical accuracy, scientific inquiry, and objectivity, and shall acknowledge uncertainty where reliable information is incomplete or contradictory. 

    (b)  Ideological Neutrality.  LLMs shall be neutral, nonpartisan tools that do not manipulate responses in favor of ideological dogmas such as DEI.  Developers shall not intentionally encode partisan or ideological judgments into an LLM’s outputs unless those judgments are prompted by or otherwise readily accessible to the end user. 

    Sec. 4.  Implementation.  (a)  Within 120 days of the date of this order, the Director of the Office of Management and Budget (OMB), in consultation with the Administrator for Federal Procurement Policy, the Administrator of General Services, and the Director of the Office of Science and Technology Policy, shall issue guidance to agencies to implement section 3 of this order.  That guidance shall:

    (i)    account for technical limitations in complying with this order;

    (ii)   permit vendors to comply with the requirement in the second Unbiased AI Principle to be transparent about ideological judgments through disclosure of the LLM’s system prompt, specifications, evaluations, or other relevant documentation, and avoid requiring disclosure of specific model weights or other sensitive technical data where practicable;

    (iii)  avoid over-prescription and afford latitude for vendors to comply with the Unbiased AI Principles and take different approaches to innovation;

    (iv)   specify factors for agency heads to consider in determining whether to apply the Unbiased AI Principles to LLMs developed by the agencies and to AI models other than LLMs; and

    (v)    make exceptions as appropriate for the use of LLMs in national security systems.

    (b)  Each agency head shall, to the maximum extent consistent with applicable law:

    (i)    include in each Federal contract for an LLM entered into following the date of the OMB guidance issued under subsection (a) of this section terms requiring that the procured LLM comply with the Unbiased AI Principles and providing that decommissioning costs shall be charged to the vendor in the event of termination by the agency for the vendor’s noncompliance with the contract following a reasonable period to cure;

    (ii)   to the extent practicable and consistent with contract terms, revise existing contracts for LLMs to include the terms specified in subsection (b)(i) of this section; and

    (iii)  within 90 days of the OMB guidance issued under subsection (a) of this section, adopt procedures to ensure that LLMs procured by the agency comply with the Unbiased AI Principles.

    Sec. 5.  General Provisions.  (a)  Nothing in this order shall be construed to impair or otherwise affect:

    (i)   the authority granted by law to an executive department or agency, or the head thereof; or

    (ii)  the functions of the Director of the Office of Management and Budget relating to budgetary, administrative, or legislative proposals.

    (b)  This order shall be implemented consistent with applicable law and subject to the availability of appropriations.

    (c)  This order is not intended to, and does not, create any right or benefit, substantive or procedural, enforceable at law or in equity by any party against the United States, its departments, agencies, or entities, its officers, employees, or agents, or any other person.

    (d)  The costs for publication of this order shall be borne by the General Services Administration.

                                  DONALD J. TRUMP

    THE WHITE HOUSE,

        July 23, 2025.

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI: Subsea 7 S.A. Notice of Extraordinary General Meeting

    Source: GlobeNewswire (MIL-OSI)

    NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW

    Luxembourg – 24 July 2025 – Subsea 7 S.A. (Oslo Børs: SUBC, ADR: SUBCY) (the Company) today published and distributed to eligible holders of common shares the notice of meeting for an extraordinary general meeting of shareholders (the EGM). The purpose of the EGM is to consider the proposed combination between Subsea7 and Saipem SpA.

    The EGM is scheduled to take place at 15:00 (local time) on 25 September 2025 at 5, place Winston Churchill, L-1340 Luxembourg.

    The holders of common shares on record at the close of business on 11 September 2025 will be entitled to vote. The deadline for submission of votes for holders of common shares is 19 September 2025.

    The notice of meeting and supporting materials, including the common merger plan, the report of the board of directors with respect to the common merger plan, and the reports of the respective independent experts of the Company and Saipem SpA, will shortly be available on the Company’s website, subsea7.com.

    The EGM agenda includes the proposal to distribute a dividend of €450m, equating to approximately NOK 18.00 per share as at today’s date.  This distribution is in accordance with the terms of the merger with Saipem S.p.A., conditional on completion of the merger and expected to be paid immediately before the proposed merger effective date.

    In addition, the EGM agenda includes a proposal to distribute a special dividend of €105m, equating to approximately NOK 4.15 per share, as at today’s date.  This distribution is related to a permitted business divestment in accordance with the merger agreement with Saipem SpA.  The distribution is expected to be paid after closing of the relevant transaction or (if earlier) immediately before the proposed merger effective date.

    The key dates relating to both proposed dividends shall be published as soon as these dates are fixed.

    *******************************************************************************
    Subsea7 is a global leader in the delivery of offshore projects and services for the evolving energy industry, creating sustainable value by being the industry’s partner and employer of choice in delivering the efficient offshore solutions the world needs.

    Subsea7 is listed on the Oslo Børs (SUBC), ISIN LU0075646355, LEI 222100AIF0CBCY80AH62.

    *******************************************************************************

    Contact for investment community enquiries:
    Katherine Tonks
    Investor Relations Director
    Tel +44 20 8210 5568
    ir@subsea7.com

    No Offer or Solicitation

    This document is not an offer of merger consideration shares in the United States. Neither the merger consideration shares nor any other securities have been or will be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and neither the merger considerations shares nor any other securities may be offered, sold or delivered within or into the United States, except pursuant to a registration statement filed pursuant to the Securities Act or an applicable exemption from registration or in a transaction otherwise not subject to the Securities Act. This document must not be forwarded, distributed or sent, directly or indirectly, in whole or in part, in or into the United States. This document does not constitute an offer of or an invitation by or on behalf of, Saipem or Subsea7, or any other person, to purchase any securities.

    This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act.
    This stock exchange release was published by Katherine Tonks, Investor Relations, Subsea7, on 24 July 2025 at 00:40

    Attachments

    • Subsea 7 SA Convening Notice Merger EGM
    • SUBC EGM Notice July 2025

    The MIL Network –

    July 24, 2025
  • MIL-OSI: Northfield Bancorp, Inc. Announces Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    NOTABLE ITEMS FOR THE QUARTER INCLUDE:

    • DILUTED EARNINGS PER SHARE WERE $0.24 FOR THE CURRENT QUARTER COMPARED TO $0.19 FOR THE TRAILING QUARTER, AND $0.14 FOR THE SECOND QUARTER OF 2024.
    • NET INTEREST MARGIN INCREASED BY 19 BASIS POINTS TO 2.57% FOR THE CURRENT QUARTER COMPARED TO 2.38% FOR THE TRAILING QUARTER, AND BY 48 BASIS POINTS COMPARED TO 2.09% FOR THE SECOND QUARTER OF 2024, DRIVEN BY LOWER FUNDING COSTS AND HIGHER YIELDS ON INTEREST-EARNING ASSETS.
    • COST OF DEPOSITS, EXCLUDING BROKERED DEPOSITS, AT JUNE 30, 2025 WAS 1.88% AS COMPARED TO 1.94% AT MARCH 31, 2025.
    • ASSET QUALITY IMPROVED WITH NON-PERFORMING LOANS TO TOTAL LOANS AT 0.36% AT JUNE 30, 2025 COMPARED TO 0.48% AT MARCH 31, 2025.
    • THE COMPANY MAINTAINED STRONG LIQUIDITY WITH OVER $800 MILLION IN UNPLEDGED AVAILABLE-FOR-SALE SECURITIES AND LOANS READILY AVAILABLE-FOR-PLEDGE OF APPROXIMATELY $1 BILLION.
    • A $10.0 MILLION REPURCHASE PLAN APPROVED ON APRIL 23, 2025 WAS COMPLETED DURING THE CURRENT QUARTER AS THE COMPANY REPURCHASED 862,469 SHARES.
    • CASH DIVIDEND DECLARED OF $0.13 PER SHARE OF COMMON STOCK, PAYABLE ON AUGUST 20, 2025, TO STOCKHOLDERS OF RECORD AS OF AUGUST 6, 2025.

    WOODBRIDGE, N.J., July 23, 2025 (GLOBE NEWSWIRE) — NORTHFIELD BANCORP, INC. (Nasdaq:NFBK) (the “Company”), the holding company for Northfield Bank, reported net income of $9.6 million, or $0.24 per diluted share, for the three months ended June 30, 2025, compared to $7.9 million, or $0.19 per diluted share, for the three months ended March 31, 2025, and $6.0 million, or $0.14 per diluted share, for the three months ended June 30, 2024. For the six months ended June 30, 2025, net income totaled $17.4 million, or $0.43 per diluted share, compared to $12.2 million, or $0.29 per diluted share, for the six months ended June 30, 2024. For the three and six months ended June 30, 2025, net income included $580,000 of additional tax expense related to options that expired in May 2025. For the three and six months ended June 30, 2024, net income included $795,000 of additional tax expense related to options that expired in June 2024, and $683,000 of severance expense. The increase in net income for the current quarter and the six months ended June 30, 2025, as compared to the comparable prior year periods was primarily due to an increase in net interest income, attributable to lower funding costs and higher yields on loans and securities, partially offset by an increase in the provision for credit losses on loans.

    Commenting on the quarter, Steven M. Klein, the Company’s Chairman and Chief Executive Officer, noted, “Our strong financial results reflect the continued execution of our strategic initiatives, focused on prudent and disciplined lending and deposit gathering, net interest margin expansion, and expense discipline.” Mr. Klein further noted, “I’m pleased to report that we continue to deploy our substantial capital base, including through stock repurchases of $15.0 million for the year and the declaration of a quarterly cash dividend of $0.13 per common share, payable August 20, 2025, to stockholders of record on August 6, 2025.”

    Results of Operations

    Comparison of Operating Results for the Six Months Ended June 30, 2025 and 2024

    Net income was $17.4 million and $12.2 million for the six months ended June 30, 2025 and June 30, 2024, respectively. Significant variances from the comparable prior year period are as follows: a $9.6 million increase in net interest income, a $4.9 million increase in the provision for credit losses on loans, a $1.3 million increase in non-interest income, a $920,000 decrease in non-interest expense, and a $1.7 million increase in income tax expense.

    Net interest income for the six months ended June 30, 2025, increased $9.6 million, or 17.0%, to $66.2 million, from $56.6 million for the six months ended June 30, 2024 due to a $6.0 million decrease in interest expense and a $3.6 million increase in interest income. The decrease in interest expense was primarily due to a decrease in the average balance of interest-bearing liabilities of $141.5 million, or 3.3%, as well as a decrease in the cost of interest-bearing liabilities, which decreased by 18 basis points to 2.74% for the six months ended June 30, 2025, from 2.92% for the six months ended June 30, 2024. The average balance of interest-bearing liabilities decreased primarily due to a $378.9 million, or 35.2%, decrease in the average balance of borrowed funds, partially offset by a $237.2 million, or 7.5%, increase in the average balance of interest-bearing deposits, primarily certificates of deposit. The decrease in the cost of interest-bearing liabilities was driven primarily by an eight basis point decrease in the cost of interest-bearing deposits to 2.47% from 2.55% and a four basis point decrease in the cost of borrowings to 3.83% from 3.87%. The increase in interest income was primarily due to a 25 basis point increase in the yield on interest-earning assets, due to higher yields on mortgage-backed securities and loans, partially offset by a $128.0 million, or 2.3%, decrease in the average balance of interest-earning assets. The decrease was primarily due to decreases in the average balance of loans of $175.5 million, the average balance of other securities of $275.8 million, and the average balance of interest-earning deposits in financial institutions of $128.1 million, partially offset by an increase in the average balance of mortgage-backed securities of $453.4 million. The changes reflect the purchase of higher-yielding mortgage-related securities with excess cash and proceeds from the maturities of other securities.

    Net interest margin increased by 42 basis points to 2.48% for the six months ended June 30, 2025, from 2.06% for the six months ended June 30, 2024. The increase in net interest margin was primarily due to higher yields on loans and mortgage-backed securities, coupled with a decrease in the cost of interest-bearing liabilities. Net interest income for the six months ended June 30, 2025, included $609,000 of interest income related to the settlement of a non-accrual loan in May 2025. The Company accreted interest income related to purchased credit-deteriorated (“PCD”) loans of $469,000 for the six months ended June 30, 2025, as compared to $747,000 for the six months ended June 30, 2024. Net interest income for the six months ended June 30, 2025, also included loan prepayment income of $767,000 as compared to $561,000 for the six months ended June 30, 2024.

    The provision for credit losses on loans increased by $4.9 million to $4.7 million for the six months ended June 30, 2025, compared to a benefit of $203,000 for the six months ended June 30, 2024, primarily due to an increase in general reserves related to a worsening macroeconomic forecast in the current quarter within our Current Expected Credit Loss (“CECL”) model, an increase in specific reserves of $1.2 million, changes in model assumptions including a reduction in prepayment speeds, and higher net charge-offs. Partially offsetting the increase in reserves was a decline in loan balances. Net charge-offs were $3.7 million for the six months ended June 30, 2025, primarily due to $3.2 million in net charge-offs on small business unsecured commercial and industrial loans, as compared to net charge-offs of $2.6 million for the six months ended June 30, 2024. Management continues to closely monitor the small business unsecured commercial and industrial loan portfolio, which totaled $24.0 million at June 30, 2025.

    Non-interest income increased by $1.3 million, or 21.0%, to $7.5 million for the six months ended June 30, 2025, compared to $6.2 million for the six months ended June 30, 2024. The increase was primarily due to an increase in income on bank-owned life insurance of $1.4 million, primarily related to the exchange of certain policies in the fourth quarter of 2024 which have higher yields, partially offset by a $178,000 decrease in gains on trading securities. Gains on trading securities in the six months ended June 30, 2025, were $709,000, as compared to gains of $887,000 in the six months ended June 30, 2024. The trading portfolio is utilized to fund the Company’s deferred compensation obligation to certain employees and directors of the plan. The participants of this plan, at their election, defer a portion of their compensation. Gains and losses on trading securities have no effect on net income since participants benefit from, and bear the full risk of changes in the trading securities market values. Therefore, the Company records an equal and offsetting amount in compensation expense, reflecting the change in the Company’s obligations under the plan.

    Non-interest expense decreased by $920,000, or 2.0%, to $44.4 million for the six months ended June 30, 2025, compared to $45.3 million for the six months ended June 30, 2024. The decrease was primarily due to a $650,000 decrease in employee compensation and benefits, primarily due to severance expense of $683,000 which was recorded during the six months ended June 30, 2024, and a $178,000 decrease in deferred compensation expense, which is described above, and had no effect on net income. Partially offsetting the decreases were higher salary expense related to annual merit increases and higher stock compensation expense as the prior year included a credit of $461,000 related to performance stock awards not expected to vest. Additionally, there was a $456,000 decrease in advertising expense attributable to a change in marketing strategy and the timing of specific deposit and lending campaigns, and a $311,000 decrease in other expense. Partially offsetting the decreases was a $485,000 increase in professional fees related to outsourced audit services and recruitment fees.

    The Company recorded income tax expense of $7.2 million for the six months ended June 30, 2025, compared to $5.5 million for the six months ended June 30, 2024. The effective tax rate for the six months ended June 30, 2025, was 29.3% compared to 31.2% for the six months ended June 30, 2024. In May 2025, options granted in 2015 expired and resulted in additional tax expense of $580,000 for the six months ended June 30, 2025, as compared to options granted in 2014 that expired in June 2024 and resulted in additional tax expense of $795,000 for the six months ended June 30, 2024.

    Comparison of Operating Results for the Three Months Ended June 30, 2025 and 2024

    Net income was $9.6 million and $6.0 million for the quarters ended June 30, 2025 and June 30, 2024, respectively. Significant variances from the comparable prior year quarter are as follows: a $5.7 million increase in net interest income, a $2.7 increase in the provision for credit losses on loans, a $1.7 million increase in non-interest income, and a $1.1 million increase in income tax expense.

    Net interest income for the quarter ended June 30, 2025, increased $5.7 million, or 19.9%, to $34.4 million, from $28.7 million for the quarter ended June 30, 2024, due to a $3.5 million decrease in interest expense and a $2.2 million increase in interest income. The decrease in interest expense was primarily due to a decrease in the average balance of interest-bearing liabilities of $177.0 million, or 4.1%, as well as a decrease in the cost of interest-bearing liabilities which decreased by 22 basis points to 2.73% for the three months ended June 30, 2025, from 2.95% for the three months ended June 30, 2024. The average balance of interest-bearing liabilities decreased primarily due to a $344.2 million, or 33.1% decrease in the average balance of borrowed funds, partially offset by a $167.0 million, or 5.2%, increase in the average of interest-bearing deposits. The decrease in the cost of interest-bearing liabilities was driven by an 18 basis point decrease in the cost of interest-bearing deposits to 2.42% from 2.60%, partially offset by a 10 basis point increase in the cost of borrowed funds to 3.98% from 3.88%. The increase in interest income was primarily due to a 28 basis point increase in the yield on interest-earning assets due to higher yields on mortgage-backed securities and loans, partially offset by a $151.7 million, or 2.8%, decrease in the average balance of interest-earning assets. The decrease was primarily due to decreases in the average balance of other securities of $277.3 million, the average balance of loans of $183.3 million and the average balance of interest-earning deposits in financial institutions of $112.0 million, partially offset by an increase in the average balance of mortgage-backed securities of $422.3 million. The changes reflect the purchase of higher-yielding mortgage-related securities with excess cash and proceeds from the maturities of other securities.

    Net interest margin increased by 48 basis points to 2.57% for the quarter ended June 30, 2025, from 2.09% for the quarter ended June 30, 2024. The increase in net interest margin was primarily due to higher yields on loans and mortgage-backed securities, coupled with a decrease in the cost of interest-bearing liabilities. Net interest income for the quarter ended June 30, 2025, included $609,000 of interest income related to the settlement of a non-accrual loan in May 2025. The Company accreted interest income related to PCD loans of $247,000 for the quarter ended June 30, 2025, as compared to $321,000 for the quarter ended June 30, 2024. Net interest income for the quarter ended June 30, 2025, included loan prepayment income of $522,000, as compared to $210,000 for the quarter ended June 30, 2024.

    The provision for credit losses on loans increased by $2.7 million to $2.1 million for the quarter ended June 30, 2025, from a benefit of $618,000 for the quarter ended June 30, 2024, primarily due to an increase in general reserves related to a worsening macroeconomic forecast in the current quarter within our CECL model, an increase in specific reserves of $1.2 million, and changes in model assumptions, including a reduction in prepayment speeds. Partially offsetting the increase in reserves was a decline in loan balances and lower net charge-offs. Net charge-offs were $887,000 for the quarter ended June 30, 2025, primarily due to $879,000 in net charge-offs on small business unsecured commercial and industrial loans, as compared to net charge-offs of $1.6 million for the quarter ended June 30, 2024.

    Non-interest income increased by $1.7 million, or 58.3%, to $4.5 million for the quarter ended June 30, 2025, from $2.9 million for the quarter ended June 30, 2024. The increase was primarily due to increases of $820,000 in gains on trading securities and $760,000 in income on bank-owned life insurance, primarily related to the exchange of certain policies in the fourth quarter of 2024 which have higher yields. Gains on trading securities in the three months ended June 30, 2025, were $1.0 million as compared to gains of $188,000 in the quarter ended June 30, 2024.

    Non-interest expense remained stable at $23.0 million for both quarters ended June 30, 2025 and June 30, 2024.

    The Company recorded income tax expense of $4.3 million for the quarter ended June 30, 2025, compared to $3.2 million for the quarter ended June 30, 2024. The effective tax rate for the quarter ended June 30, 2025, was 31.0% compared to 35.0% for the quarter ended June 30, 2024. In May 2025, options granted in 2015 expired and resulted in additional tax expense of $580,000 for the quarter ended June 30, 2025, as compared to options granted in 2014 that expired in June 2024 and resulted in additional tax expense of $795,000 for the quarter ended June 30, 2024.

    Comparison of Operating Results for the Three Months Ended June 30, 2025 and March 31, 2025

    Net income was $9.6 million and $7.9 million for the quarters ended June 30, 2025, and March 31, 2025, respectively. Significant variances from the prior quarter are as follows: a $2.6 million increase in net interest income, a $496,000 decrease in the provision for credit losses on loans, a $1.5 million increase in non-interest income, a $1.5 million increase in non-interest expense, and a $1.4 million increase in income tax expense.

    Net interest income for the quarter ended June 30, 2025, increased by $2.6 million, or 8.2%, to $34.4 million, from $31.8 million for the quarter ended March 31, 2025, due to a $2.3 million increase in interest income and a $272,000 decrease in interest expense. The increase in interest income was primarily due to a 17 basis point increase in the yield on interest-earning assets, partially offset by a $49.1 million decrease in the average balance of interest-earning assets, primarily due to decreases in the average balance of loans of $62.4 million, the average balance of other securities of $61.5 million, and the average balance of interest-earning deposits in financial institutions of $39.5 million, which were partially offset by an increase in the average balance of mortgage-backed securities of $114.1 million. The changes reflect the purchase of higher-yielding mortgage-related securities with excess cash and proceeds from the maturities of other securities. The decrease in interest expense was primarily due to a $66.1 million, or 1.6%, decrease in the average balance of interest-bearing liabilities largely attributable to a $67.8 million decrease in the average balance of interest-bearing deposits.

    Net interest margin increased by 19 basis points to 2.57% for the quarter ended June 30, 2025, from 2.38% for the quarter ended March 31, 2025, primarily due to higher yields on loans and mortgage-backed securities. Net interest income for the quarter ended June 30, 2025, included $609,000 of interest income related to the settlement of a non-accrual loan in May 2025. Net interest income for the quarter ended June 30, 2025, included loan prepayment income of $522,000 as compared to $245,000 for the quarter ended March 31, 2025. The Company accreted interest income related to PCD loans of $247,000 for the quarter ended June 30, 2025, as compared to $223,000 for the quarter ended March 31, 2025.

    The provision for credit losses on loans decreased by $496,000 to $2.1 million for the quarter ended June 30, 2025, from $2.6 million for the quarter ended March 31, 2025. The decrease in the provision for the current quarter was primarily due to lower net charge-offs and a decline in loan balances, partially offset by an increase in specific reserves of $569,000 and an increase in general reserves due to a worsening macroeconomic forecast in the current quarter within our CECL model. Net charge-offs were $887,000 for the quarter ended June 30, 2025, as compared to net charge-offs of $2.8 million for the quarter ended March 31, 2025.

    Non-interest income increased by $1.5 million, or 49.8%, to $4.5 million for the quarter ended June 30, 2025, from $3.0 million for the quarter ended March 31, 2025. The increase was primarily due to a $1.3 million increase in gains on trading securities, net. For the quarter ended June 30, 2025, gains on trading securities, net, were $1.0 million, compared to losses of $299,000 for the quarter ended March 31, 2025.

    Non-interest expense increased by $1.5 million, or 7.2%, to $23.0 million for the quarter ended June 30, 2025, from $21.4 million for the quarter ended March 31, 2025. The increase was primarily due to a $2.0 million increase in compensation and employee benefits, of which $1.3 million was attributable to an increase in deferred compensation expense and has no effect on net income due to offsetting gains on trading securities. The remaining increase in compensation and employee benefits was primarily due to higher salary expense related to an increase in headcount during the current quarter as well as recognizing a full quarter of merit-related increases as compared to one month in the prior quarter. Additionally, there was a $280,000 increase in data processing costs attributable to an increase in core system expenses. Partially offsetting the increases were decreases of $205,000 in occupancy expense, $169,000 in professional fees, $210,000 in other expense, and $156,000 in credit loss expense/(benefit) for off-balance sheet exposure. The decrease in credit loss expense/(benefit) for off-balance sheet exposure was due to a benefit of $53,000 recorded during the quarter ended June 30, 2025, as compared to a provision of $103,000 recorded during the quarter ended March 31, 2025.

    The Company recorded income tax expense of $4.3 million for the quarter ended June 30, 2025, compared to $2.9 million for the quarter ended March 31, 2025. The effective tax rate for the quarter ended June 30, 2025 was 31.0%, compared to 27.0% for the quarter ended March 31, 2025. During the quarter ended June 30, 2025, options granted in 2015 expired and resulted in additional tax expense of $580,000, contributing to the higher effective tax rate for the quarter ended June 30, 2025 compared to the quarter ended March 31, 2025.

    Financial Condition

    Total assets increased by $12.9 million, or 0.2%, to $5.68 billion at June 30, 2025, from $5.67 billion at December 31, 2024. The increase was primarily due to an increase in available-for-sale debt securities of $200.2 million, or 18.2%, partially offset by decreases in loans receivable of $106.5 million, or 2.6%, cash and cash equivalents of $70.2 million, or 41.8% and other assets of $9.6 million, or 20.4%.

    Cash and cash equivalents decreased by $70.1 million, or 41.8%, to $97.6 million at June 30, 2025, from $167.7 million at December 31, 2024, as excess liquidity was deployed into purchasing higher-yielding mortgage-backed securities. Balances fluctuate based on the timing of receipt of security and loan repayments and the redeployment of cash into higher-yielding assets such as loans and securities, or the funding of deposit outflows or borrowing maturities.

    Loans held-for-investment, net, decreased by $101.6 million, or 2.5%, to $3.92 billion at June 30, 2025 from $4.02 billion at December 31, 2024, primarily due to a decrease in multifamily real estate loans, partially offset by increases in one-to-four family residential mortgage and home equity and lines of credit loans. The decrease in loan balances reflects the Company’s continued strategic focus on managing concentration risk within its commercial and multifamily real estate loan portfolios, while maintaining disciplined loan pricing. Multifamily loans decreased $114.4 million, or 4.4%, to $2.48 billion at June 30, 2025 from $2.60 billion at December 31, 2024, commercial and industrial loans decreased $4.9 million, or 3.0%, to $158.5 million at June 30, 2025 from $163.4 million at December 31, 2024, commercial real estate loans decreased $3.7 million, or 0.4%, to $886.1 million at June 30, 2025 from $889.8 million at December 31, 2024, and construction and land loans decreased $3.6 million, or 10.0%, to $32.3 million at June 30, 2025 from $35.9 million at December 31, 2024. Partially offsetting these decreases were increases in home equity and lines of credit of $12.8 million, or 7.3%, to $186.8 million at June 30, 2025 from $174.1 million at December 31, 2024, and one-to-four family residential loans of $12.5 million, or 8.3%, to $162.8 million at June 30, 2025 from $150.2 million at December 31, 2024.

    As of June 30, 2025, non-owner occupied commercial real estate loans (as defined by regulatory guidance) to total risk-based capital was estimated at approximately 416%. Management believes that Northfield Bank (the “Bank”) maintains appropriate risk management practices including risk assessments, board-approved underwriting policies and related procedures, which includes monitoring Bank portfolio performance, performing market analysis (economic and real estate), and stressing of the Bank’s commercial real estate portfolio under severe, adverse economic conditions. Although management believes the Bank has implemented appropriate policies and procedures to manage its commercial real estate concentration risk, the Bank’s regulators could require it to implement additional policies and procedures or could require it to maintain higher levels of regulatory capital, which might adversely affect its loan originations, the Company’s ability to pay dividends, and overall profitability.

    Our real estate portfolio includes credit risk exposure to loans collateralized by office buildings and multifamily properties in New York subject to some form of rent regulation limiting rent increases for rent stabilized multifamily properties. At June 30, 2025, office-related loans represented $178.8 million, or 4.6% of our total loan portfolio, with an average balance of $1.8 million (although we have originated these type of loans in amounts substantially greater than this average) and a weighted average loan-to-value ratio of 58%. Approximately 39% were owner-occupied. The geographic locations of the properties collateralizing our office-related loans are: 49.9% in New York, 48.6% in New Jersey and 1.5% in Pennsylvania. At June 30, 2025, our largest office-related loan had a principal balance of $90.0 million (with a net active principal balance for the Bank of $29.3 million as we have a 33.3% participation interest), was secured by an office facility located in Staten Island, New York, and was performing in accordance with its original contractual terms. At June 30, 2025, multifamily loans that have some form of rent stabilization or rent control totaled $434.1 million, or 11% of our total loan portfolio, with an average balance of $1.7 million (although we have originated these type of loans in amounts substantially greater than this average) and a weighted average loan-to-value ratio of 50%. At June 30, 2025, our largest rent-regulated loan had a principal balance of $16.6 million, was secured by an apartment building located in Staten Island, New York, and was performing in accordance with its original contractual terms. Management continues to closely monitor its office and rent-regulated portfolios. For further details on our rent-regulated multifamily portfolio see “Asset Quality”.

    PCD loans totaled $9.0 million and $9.2 million at June 30, 2025 and December 31, 2024, respectively. The majority of the remaining PCD loan balance consists of loans acquired as part of a Federal Deposit Insurance Corporation-assisted transaction. The Company accreted interest income of $247,000 and $469,000 attributable to PCD loans for the three and six months ended June 30, 2025, respectively, compared to $321,000 and $747,000 for the three and six months ended June 30, 2024, respectively. PCD loans had an allowance for credit losses of approximately $2.7 million at June 30, 2025.

    Loan balances are summarized as follows (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
    Real estate loans:          
    Multifamily $ 2,483,078   $ 2,567,913   $ 2,597,484
    Commercial mortgage   886,135     882,600     889,801
    One-to-four family residential mortgage   162,750     146,791     150,217
    Home equity and lines of credit   186,848     181,354     174,062
    Construction and land   32,300     40,284     35,897
    Total real estate loans   3,751,111     3,818,942     3,847,461
    Commercial and industrial loans   158,539     162,133     163,425
    Other loans   2,008     1,411     2,165
    Total commercial and industrial and other loans   160,547     163,544     165,590
    Loans held-for-investment, net (excluding PCD)   3,911,658     3,982,486     4,013,051
    PCD loans   8,955     9,043     9,173
    Total loans held-for-investment, net $ 3,920,613   $ 3,991,529   $ 4,022,224
                     

    Other assets decreased by $9.6 million, or 20.4%, to $37.4 million at June 30, 2025, from $46.9 million at December 31, 2024. The decrease was primarily attributable to a decrease in deferred tax assets primarily due to a decrease in unrealized losses on the securities available-for-sale portfolio.

    The Company’s available-for-sale debt securities portfolio increased by $200.2 million, or 18.2%, to $1.30 billion at June 30, 2025, from $1.10 billion at December 31, 2024. The increase was primarily attributable to purchases of securities, partially offset by paydowns and maturities. At June 30, 2025, $1.27 billion of the portfolio consisted of residential mortgage-backed securities issued or guaranteed by Fannie Mae, Freddie Mac, or Ginnie Mae. In addition, the Company held $29.7 million in corporate bonds, substantially all of which were investment grade, $684,000 in municipal bonds and $613,000 in U.S. Government agency securities at June 30, 2025. Unrealized losses, net of tax, on available-for-sale debt securities and held-to-maturity securities approximated $14.6 million and $276,000, respectively, at June 30, 2025, and $21.8 million and $400,000, respectively, at December 31, 2024.

    Equity securities were $6.3 million at June 30, 2025 and $14.3 million at December 31, 2024. Equity securities are primarily comprised of an investment in a Small Business Administration (“SBA”) Loan Fund. This investment is utilized by the Bank as part of its Community Reinvestment Act program. The decrease in equity securities was primarily due to a redemption, at par, of $5.0 million of our investment in the SBA Loan Fund during the quarter ended June 30, 2025.

    Total liabilities increased $7.3 million, or 0.1%, to $4.97 billion at June 30, 2025, from $4.96 billion at December 31, 2024. The increase was primarily attributable to an increase in borrowings of $165.5 million, partially offset by a decrease in deposits of $152.3 million. The Company routinely utilizes brokered deposits and borrowed funds to manage interest rate risk, the cost of interest-bearing liabilities, and funding needs related to loan originations and deposit activity.

    Deposits decreased $152.3 million, or 3.7%, to $3.99 billion at June 30, 2025 as compared to $4.14 billion at December 31, 2024. Brokered deposits decreased by $188.4 million, or 71.5%, as the Company placed less reliance on brokered deposits, which were used as a lower-cost alternative to borrowings in the quarter ended December 31, 2024. Deposits, excluding brokered deposits, increased $36.0 million, or 0.9%. The increase in deposits, excluding brokered deposits, was primarily attributable to increases of $73.7 million in transaction accounts and $9.6 million in time deposits, partially offset by decreases of $29.2 million in savings accounts, and $18.0 million in money market accounts. Growth in transaction accounts and time deposits was primarily due to new municipal relationships and new commercial customer relationships.

    Estimated gross uninsured deposits at June 30, 2025 were $1.87 billion. This total includes fully collateralized uninsured governmental deposits and intercompany deposits of $940.6 million, leaving estimated uninsured deposits of approximately $929.2 million, or 23.1%, of total deposits. At December 31, 2024, estimated uninsured deposits, excluding fully collateralized uninsured governmental deposits and intercompany deposits, totaled $896.5 million, or 21.7% of total deposits.

    Deposit account balances are summarized as follows (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
    Transaction:          
    Non-interest bearing checking $ 735,811   $ 722,994   $ 706,976
    Negotiable orders of withdrawal and interest-bearing checking   1,331,060     1,367,219     1,286,154
    Total transaction   2,066,871     2,090,213     1,993,130
    Savings and money market:          
    Savings   874,927     899,674     904,163
    Money market   254,154     271,566     272,145
    Total savings   1,129,081     1,171,240     1,176,308
    Certificates of deposit:          
    $250,000 and under   573,612     602,959     580,940
    Over $250,000   141,623     144,255     124,681
    Brokered deposits   75,000     123,289     263,418
    Total certificates of deposit   790,235     870,503     969,039
    Total deposits $ 3,986,187   $ 4,131,956   $ 4,138,477
                     

    Included in the table above are business and municipal deposit account balances as follows (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
               
    Business customers $ 907,464   $ 891,545   $ 885,769
    Municipal (governmental) customers $ 892,652   $ 929,611   $ 859,319
                     

    Borrowed funds increased to $893.5 million at June 30, 2025, from $727.8 million at December 31, 2024. The increase in borrowings for the period was primarily due to a $55.0 million increase in borrowings under an overnight line of credit, and a $110.5 million increase in other borrowings. Management utilizes borrowings to mitigate interest rate risk, for short-term liquidity, and to a lesser extent from time to time, as part of leverage strategies.

    The following table sets forth borrowing maturities (excluding overnight borrowings and subordinated debt) and the weighted average rate by year at June 30, 2025 (dollars in thousands):

    Year   Amount   Weighted Average Rate
    2025   $295,684   4.44%
    2026   148,000   4.36%
    2027   173,000   3.19%
    2028   154,288   3.96%
        $770,972   4.05%
             

    Total stockholders’ equity increased by $5.6 million to $710.3 million at June 30, 2025, from $704.7 million at December 31, 2024. The increase was attributable to net income of $17.4 million for the six months ended June 30, 2025, an $11.9 million increase in accumulated other comprehensive income associated with an increase in the estimated fair value of our debt securities available-for-sale portfolio, and a $2.0 million increase in equity award activity, partially offset by $15.0 million in stock repurchases and $10.7 million in dividend payments. On February 26, 2025, the Board of Directors of the Company approved a $5.0 million stock repurchase program, and on April 23, 2025, the Board of Directors approved a $10.0 million stock repurchase program. During the six months ended June 30, 2025, the Company repurchased 1.3 million shares of its common stock outstanding at an average price of $11.52 for a total of $15.0 million pursuant to the approved stock repurchase plans. As of June 30, 2025, the Company has no outstanding repurchase program.

    The Company’s most liquid assets are cash and cash equivalents, corporate bonds, and unpledged mortgage-related securities issued or guaranteed by the U.S. Government, Fannie Mae, or Freddie Mac, that we can either borrow against or sell. We also have the ability to surrender bank-owned life insurance contracts. The surrender of these contracts would subject the Company to income taxes and penalties for increases in the cash surrender values over the original premium payments. We also have the ability to obtain additional funding from the Federal Home Loan Bank and Federal Reserve Bank of New York utilizing unencumbered and unpledged securities and multifamily loans. The Company expects to have sufficient funds available to meet current commitments in the normal course of business. The Company’s on-hand liquidity ratio as of June 30, 2025 was 18.3%.

    The Company had the following primary sources of liquidity at June 30, 2025 (dollars in thousands):

    Cash and cash equivalents(1)   $ 85,652
    Corporate bonds(2)   $ 15,525
    Multifamily loans(2)   $ 1,074,872
    Mortgage-backed securities (issued or guaranteed by the U.S. Government, Fannie Mae, or Freddie Mac)(2)   $ 791,369
         
    (1) Excludes $12.0 million of cash at Northfield Bank.
    (2) Represents estimated remaining borrowing potential.
     

    The Company and the Bank utilize the Community Bank Leverage Ratio (“CBLR”) framework. At June 30, 2025, the Company’s and the Bank’s estimated CBLR ratios were 12.09% and 12.56%, respectively, which exceeded the minimum requirement to be considered well-capitalized of 9%.

    Asset Quality

    The following table details total non-accrual loans (excluding PCD), non-performing assets, loans over 90 days delinquent on which interest is accruing, and accruing loans 30 to 89 days delinquent at June 30, 2025, March 31, 2025 and December 31, 2024 (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
    Non-accrual loans:          
    Held-for-investment          
    Real estate loans:          
    Multifamily $ 2,521     $ 2,565     $ 2,609  
    Commercial mortgage   4,555       4,565       4,578  
    Home equity and lines of credit   1,264       1,267       1,270  
    Commercial and industrial   4,517       4,972       5,807  
    Total non-accrual loans   12,857       13,369       14,264  
    Loans delinquent 90 days or more and still accruing:          
    Held-for-investment          
    Real estate loans:          
    Multifamily   —       —       164  
    Commercial mortgage   74       —       —  
    One-to-four family residential   871       878       882  
    Home equity and lines of credit   177       140       140  
    Commercial and industrial   121       —       —  
    Total loans held-for-investment delinquent 90 days or more and still accruing   1,243       1,018       1,186  
    Non-performing loans held-for-sale:          
    Commercial mortgage   —       4,397       4,397  
    Commercial and industrial   —       500       500  
    Total non-performing loans held-for-sale   —       4,897       4,897  
    Total non-performing loans   14,100       19,284       20,347  
    Total non-performing assets $ 14,100     $ 19,284     $ 20,347  
    Non-performing loans to total loans   0.36 %     0.48 %     0.51 %
    Non-performing assets to total assets   0.25 %     0.34 %     0.36 %
    Accruing loans 30 to 89 days delinquent $ 4,076     $ 6,845     $ 9,336  
                           

    The decrease in non-performing loans held-for-sale from March 31, 2025, and December 31, 2024, was due to repayment of the loans in full from a settlement agreement in bankruptcy.

    Accruing Loans 30 to 89 Days Delinquent

    Loans 30 to 89 days delinquent and on accrual status totaled $4.1 million, $6.8 million and $9.3 million at June 30, 2025, March 31, 2025 and December 31, 2024, respectively. The following table sets forth delinquencies for accruing loans by type and by amount at June 30, 2025, March 31, 2025 and December 31, 2024 (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
    Held-for-investment          
    Real estate loans:          
    Multifamily $ 1,230   $ 1,296   $ 2,831
    Commercial mortgage   14     147     78
    One-to-four family residential   741     2,584     2,407
    Home equity and lines of credit   1,398     1,141     1,472
    Commercial and industrial loans   693     1,674     2,545
    Other loans   —     3     3
    Total delinquent accruing loans held-for-investment $ 4,076   $ 6,845   $ 9,336
                     

    PCD Loans (Held-for-Investment)

    The Company accounts for PCD loans at estimated fair value using discounted expected future cash flows deemed to be collectible on the date acquired. Based on its detailed review of PCD loans and experience in loan workouts, management believes it has a reasonable expectation about the amount and timing of future cash flows and accordingly has classified PCD loans ($9.0 million at June 30, 2025 and $9.2 million at December 31, 2024, respectively) as accruing, even though they may be contractually past due. At June 30, 2025, 2.3% of PCD loans were past due 30 to 89 days, and 25.5% were past due 90 days or more, as compared to 2.1% and 24.9%, respectively, at December 31, 2024.

    Our multifamily loan portfolio at June 30, 2025 totaled $2.48 billion, or 63% of our total loan portfolio, of which $434.1 million, or 11%, of our total loan portfolio included loans collateralized by properties in New York with units subject to some percentage of rent regulation. The table below sets forth details about our multifamily loan portfolio in New York (dollars in thousands).

    % Rent
    Regulated
      Balance   % Portfolio
    Total NY
    Multifamily
    Portfolio
      Average
    Balance
      Largest Loan   LTV*   Debt Service
    Coverage Ratio
    (DSCR)*
      30-89 Days
    Delinquent
      Non-Accrual   Special
    Mention
      Substandard
    0   $ 294,926   40.5 %   $ 1,229   $ 16,361   50.6 %   1.50x   $ 155   $ 481   $ —   $ 1,015
    >0-10     4,673   0.6       1,558     2,097   50.6     1.33     —     —     —     —
    >10-20     18,258   2.5       1,404     2,818   48.4     1.59     —     —     —     —
    >20-30     19,159   2.6       2,129     5,417   48.1     1.55     —     —     —     —
    >30-40     15,884   2.2       1,324     3,012   43.2     1.74     —     —     —     —
    >40-50     21,438   2.9       1,261     2,701   46.7     1.68     —     —     —     —
    >50-60     9,222   1.3       1,537     2,299   39.1     1.80     —     —     —     —
    >60-70     21,815   3.0       2,727     11,102   53.2     1.50     —     —     —     —
    >70-80     22,038   3.0       2,449     4,855   47.3     1.55     —     —     —     —
    >80-90     19,547   2.7       1,150     3,113   45.9     1.66     —     —     1,118     —
    >90-100     282,037   38.7       1,730     16,594   51.3     1.54     —     2,040     3,608     4,342
    Total   $ 728,997   100.0 %   $ 1,467   $ 16,594   50.2 %   1.54x   $ 155   $ 2,521   $ 4,726   $ 5,357
                                                               

    The table below sets forth our New York rent-regulated loans by county (dollars in thousands).

    County   Balance   LTV*   DSCR*
    Bronx   $ 116,252   50.9%   1.51x
    Kings     184,424   49.4%   1.58
    Nassau     2,145   35.7%   2.13
    New York     48,532   46.0%   1.62
    Queens     37,359   44.1%   1.69
    Richmond     32,031   59.8%   1.41
    Westchester     13,327   58.4%   1.44
    Total   $ 434,070   49.9%   1.56x
                 
    *  Weighted Average
     

    None of the loans that are rent-regulated in New York are interest only. During the remainder of 2025, 13 loans with an aggregate principal balance of $23.6 million will re-price.

    About Northfield Bank

    Northfield Bank, founded in 1887, operates 37 full-service banking offices in Staten Island and Brooklyn, New York, and Hunterdon, Middlesex, Mercer, and Union counties, New Jersey. For more information about Northfield Bank, please visit www.eNorthfield.com.

    Forward-Looking Statements: This release may contain certain “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, and may be identified by the use of such words as “may,” “believe,” “expect,” “anticipate,” “should,” “plan,” “estimate,” “predict,” “continue,” and “potential” or the negative of these terms or other comparable terminology. Examples of forward-looking statements include, but are not limited to, estimates with respect to the financial condition, results of operations and business of Northfield Bancorp, Inc. Any or all of the forward-looking statements in this release and in any other public statements made by Northfield Bancorp, Inc. may turn out to be wrong. They can be affected by inaccurate assumptions Northfield Bancorp, Inc. might make or by known or unknown risks and uncertainties as described in our SEC filings, including, but not limited to, those related to general economic conditions, particularly in the market areas in which the Company operates, competition and demand for financial services in our market area, competition among depository and other financial institutions, including with respect to fees and interest rates, fluctuations in residential and commercial real estate values and market conditions, changes in liquidity, the size and composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio, our ability to access cost-effective funding, changes in laws or government regulations or policies affecting financial institutions, including changes in the monetary policies of the U.S. Treasury and the Board of Governors of the Federal Reserve System, the imposition of tariffs or other domestic or international governmental policies and retaliatory responses, changes in the quality and/or composition of our loan and securities portfolios, prepayment speeds, charge-offs and/or credit loss provisions, changes in the value of our goodwill or other intangible assets, changes in regulatory fees, assessments and capital requirements, inflation and changes in the interest rate environment that reduce our margins, reduce the fair value of financial instruments or reduce our ability to originate loans, the failure to maintain current technologies and to successfully implement future information technology enhancements, cyber security and fraud risks against our information technology and those of our third-party providers, the ability of third-party providers to perform their obligations to us, the effects of war, conflict, and acts of terrorism, our ability to successfully integrate acquired entities, and adverse changes in the securities markets. Consequently, no forward-looking statement can be guaranteed. Northfield Bancorp, Inc. does not intend to update any of the forward-looking statements after the date of this release, or conform these statements to actual events.

     
    (Tables follow)
    NORTHFIELD BANCORP, INC.
    SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA
    (Dollars in thousands, except per share amounts) (unaudited)
     
                   
      At or For the Three Months Ended   At or For the Six Months Ended
      June 30,   March 31,   June 30,
      2025   2024   2025   2025   2024
    Selected Financial Ratios:                  
    Performance Ratios (1)                  
    Return on assets (ratio of net income to average total assets) 0.68 %   0.41 %   0.56 %   0.62 %   0.42 %
    Return on equity (ratio of net income to average equity) 5.41     3.45     4.52     4.97     3.52  
    Average equity to average total assets 12.56     12.00     12.43     12.50     12.02  
    Interest rate spread 1.94     1.44     1.76     1.84     1.41  
    Net interest margin 2.57     2.09     2.38     2.48     2.06  
    Efficiency ratio (2) 59.02     72.89     61.57     60.22     72.16  
    Non-interest expense to average total assets 1.63     1.60     1.53     1.58     1.58  
    Non-interest expense to average total interest-earning assets 1.72     1.68     1.61     1.66     1.65  
    Average interest-earning assets to average interest-bearing liabilities 130.31     128.47     129.42     129.87     128.57  
    Asset Quality Ratios:                  
    Non-performing assets to total assets 0.25     0.30     0.34     0.25     0.30  
    Non-performing loans (3) to total loans (4) 0.36     0.42     0.48     0.36     0.42  
    Allowance for credit losses to non-performing loans (5) 256.15     200.96     242.73     256.15     200.96  
    Allowance for credit losses to total loans held-for-investment, net (6) 0.92     0.85     0.87     0.92     0.85  
                                 

    (1)  Annualized where appropriate.
    (2)  The efficiency ratio represents non-interest expense divided by the sum of net interest income and non-interest income.
    (3)  Non-performing loans consist of non-accruing loans and loans 90 days or more past due and still accruing (excluding PCD loans), and are included in total loans held-for-investment, net.
    (4)  Includes originated loans held-for-investment, PCD loans, acquired loans and loans held-for-sale.
    (5)  Excludes loans held-for-sale.
    (6)  Includes originated loans held-for-investment, PCD loans, and acquired loans.

     
    NORTHFIELD BANCORP, INC.
    CONSOLIDATED BALANCE SHEETS
    (Dollars in thousands, except share and per share amounts) (unaudited)
     
      June 30, 2025   March 31, 2025   December 31, 2024
    ASSETS:          
    Cash and due from banks $ 11,985     $ 12,523     $ 13,043  
    Interest-bearing deposits in other financial institutions   85,652       89,139       154,701  
    Total cash and cash equivalents   97,637       101,662       167,744  
    Trading securities   14,052       13,003       13,884  
    Debt securities available-for-sale, at estimated fair value   1,300,975       1,246,473       1,100,817  
    Debt securities held-to-maturity, at amortized cost   8,454       8,883       9,303  
    Equity securities   6,278       10,855       14,261  
    Loans held-for-sale   —       4,897       4,897  
    Loans held-for-investment, net   3,920,613       3,991,529       4,022,224  
    Allowance for credit losses   (36,120 )     (34,921 )     (35,183 )
    Net loans held-for-investment   3,884,493       3,956,608       3,987,041  
    Accrued interest receivable   19,241       19,648       19,078  
    Bank-owned life insurance   179,134       177,398       175,759  
    Federal Home Loan Bank of New York stock, at cost   43,664       38,350       35,894  
    Operating lease right-of-use assets   26,157       27,345       27,771  
    Premises and equipment, net   20,842       21,431       21,985  
    Goodwill   41,012       41,012       41,012  
    Other assets   37,352       42,435       46,932  
    Total assets $ 5,679,291     $ 5,710,000     $ 5,666,378  
               
    LIABILITIES AND STOCKHOLDERS’ EQUITY:          
    LIABILITIES:          
    Deposits $ 3,986,187     $ 4,131,956     $ 4,138,477  
    Federal Home Loan Bank advances and other borrowings   831,920       709,159       666,402  
    Subordinated debentures, net of issuance costs   61,554       61,498       61,442  
    Lease liabilities   30,286       31,630       32,209  
    Advance payments by borrowers for taxes and insurance   25,287       29,270       24,057  
    Accrued expenses and other liabilities   33,783       35,338       39,095  
    Total liabilities   4,969,017       4,998,851       4,961,682  
               
    STOCKHOLDERS’ EQUITY:          
    Total stockholders’ equity   710,274       711,149       704,696  
    Total liabilities and stockholders’ equity $ 5,679,291     $ 5,710,000     $ 5,666,378  
               
    Total shares outstanding   41,819,988       42,676,274       42,903,598  
    Tangible book value per share(1) $ 16.00     $ 15.70     $ 15.46  
                           

    (1)  Tangible book value per share is calculated based on total stockholders’ equity, excluding intangible assets (goodwill and core deposit intangibles), divided by total shares outstanding as of the balance sheet date. Core deposit intangibles were $45, $57 and $69 at June 30, 2025, March 31, 2025 and December 31, 2024, respectively, and are included in other assets.

     
    NORTHFIELD BANCORP, INC.
    CONSOLIDATED STATEMENTS OF INCOME
    (Dollars in thousands, except share and per share amounts) (unaudited)
     
      For the Three Months Ended   For the Six Months Ended
      June 30,   March 31,   June 30,
        2025       2024       2025       2025     2024  
    Interest income:                  
    Loans $ 46,661     $ 45,967     $ 45,283     $ 91,944   $ 92,014  
    Mortgage-backed securities   13,888       7,355       12,009       25,897     11,753  
    Other securities   442       3,506       797       1,239     7,347  
    Federal Home Loan Bank of New York dividends   728       935       862       1,590     1,905  
    Deposits in other financial institutions   706       2,457       1,141       1,847     5,849  
    Total interest income   62,425       60,220       60,092       122,517     118,868  
    Interest expense:                  
    Deposits   20,285       20,664       21,191       41,476     39,937  
    Borrowings   6,916       10,041       6,291       13,207     20,704  
    Subordinated debt   828       828       819       1,647     1,656  
    Total interest expense   28,029       31,533       28,301       56,330     62,297  
    Net interest income   34,396       28,687       31,791       66,187     56,571  
    Provision/(benefit) for credit losses   2,086       (618 )     2,582       4,668     (203 )
    Net interest income after provision/(benefit) for credit losses   32,310       29,305       29,209       61,519     56,774  
    Non-interest income:                  
    Fees and service charges for customer services   1,685       1,570       1,620       3,305     3,185  
    Income on bank-owned life insurance   1,736       976       1,639       3,375     1,940  
    Gains on available-for-sale debt securities, net   —       1       —       —     1  
    Gains/(losses) on trading securities, net   1,008       188       (299 )     709     887  
    Gain on sale of loans   —       51       —       —     51  
    Other   97       73       62       159     176  
    Total non-interest income   4,526       2,859       3,022       7,548     6,240  
    Non-interest expense:                  
    Compensation and employee benefits   13,728       13,388       11,775       25,503     26,153  
    Occupancy   3,328       3,222       3,533       6,861     6,775  
    Furniture and equipment   411       477       414       825     961  
    Data processing   2,402       2,177       2,122       4,524     4,324  
    Professional fees   903       681       1,072       1,975     1,490  
    Advertising   294       482       250       544     1,000  
    Federal Deposit Insurance Corporation insurance   618       649       617       1,235     1,237  
    Credit (benefit) loss expense for off-balance sheet exposures   (53 )     103       103       50     186  
    Other   1,339       1,814       1,549       2,888     3,199  
    Total non-interest expense   22,970       22,993       21,435       44,405     45,325  
    Income before income tax expense   13,866       9,171       10,796       24,662     17,689  
    Income tax expense   4,295       3,214       2,920       7,215     5,518  
    Net income $ 9,571     $ 5,957     $ 7,876     $ 17,447   $ 12,171  
    Net income per common share:                  
    Basic $ 0.24     $ 0.14     $ 0.19       0.43     0.29  
    Diluted $ 0.24     $ 0.14     $ 0.19       0.43     0.29  
    Basic average shares outstanding   40,183,613       41,999,541       40,864,529       40,522,193     42,181,306  
    Diluted average shares outstanding   40,204,833       42,002,650       40,922,829       40,561,953     42,203,715  
     
    NORTHFIELD BANCORP, INC.
    ANALYSIS OF NET INTEREST INCOME
    (Dollars in thousands) (unaudited)
     
      For the Three Months Ended
      June 30, 2025   March 31, 2025   June 30, 2024
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
    Interest-earning assets:                                  
    Loans (2) $ 3,944,822   $ 46,661   4.74 %   $ 4,007,266   $ 45,283   4.58 %   $ 4,128,105   $ 45,967   4.48 %
    Mortgage-backed securities (3)   1,246,843     13,888   4.47       1,132,715     12,009   4.30       824,498     7,355   3.59  
    Other securities (3)   56,559     442   3.13       118,082     797   2.74       333,855     3,506   4.22  
    Federal Home Loan Bank of New York stock   37,225     728   7.84       36,929     862   9.47       38,707     935   9.72  
    Interest-earning deposits in financial institutions   79,463     706   3.56       118,983     1,141   3.89       191,470     2,457   5.16  
    Total interest-earning assets   5,364,912     62,425   4.67       5,413,975     60,092   4.50       5,516,635     60,220   4.39  
    Non-interest-earning assets   280,107             277,586             265,702        
    Total assets $ 5,645,019           $ 5,691,561           $ 5,782,337        
                                       
    Interest-bearing liabilities:                                  
    Savings, NOW, and money market accounts $ 2,491,340   $ 12,227   1.97 %   $ 2,502,664   $ 12,148   1.97 %   $ 2,490,372   $ 13,183   2.13 %
    Certificates of deposit   867,268     8,058   3.73       923,713     9,043   3.97       701,272     7,481   4.29  
    Total interest-bearing deposits   3,358,608     20,285   2.42       3,426,377     21,191   2.51       3,191,644     20,664   2.60  
    Borrowed funds   696,874     6,916   3.98       695,281     6,291   3.67       1,041,035     10,041   3.88  
    Subordinated debt   61,517     828   5.40       61,461     819   5.40       61,294     828   5.43  
    Total interest-bearing liabilities   4,116,999     28,029   2.73       4,183,119     28,301   2.74       4,293,973     31,533   2.95  
    Non-interest bearing deposits   723,693             706,217             691,384        
    Accrued expenses and other liabilities   95,047             94,819             103,082        
    Total liabilities   4,935,739             4,984,155             5,088,439        
    Stockholders’ equity   709,280             707,406             693,898        
    Total liabilities and stockholders’ equity $ 5,645,019           $ 5,691,561           $ 5,782,337        
                                       
    Net interest income     $ 34,396           $ 31,791           $ 28,687    
    Net interest rate spread (4)         1.94 %           1.76 %           1.44 %
    Net interest-earning assets (5) $ 1,247,913           $ 1,230,856           $ 1,222,662        
    Net interest margin (6)         2.57 %           2.38 %           2.09 %
    Average interest-earning assets to interest-bearing liabilities         130.31 %           129.42 %           128.47 %

    (1)  Average yields and rates are annualized.
    (2)  Includes non-accruing loans.
    (3)  Securities available-for-sale and other securities are reported at amortized cost.
    (4)  Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
    (5)  Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
    (6)  Net interest margin represents net interest income divided by average total interest-earning assets.

       
      For the Six Months Ended
      June 30, 2025   June 30, 2024
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
    Interest-earning assets:                      
    Loans (2) $ 3,975,872   $ 91,944   4.66 %   $ 4,151,387   $ 92,014   4.46 %
    Mortgage-backed securities (3)   1,190,095     25,897   4.39       736,654     11,753   3.21  
    Other securities (3)   87,150     1,239   2.87       362,917     7,347   4.07  
    Federal Home Loan Bank of New York stock   37,078     1,590   8.65       39,153     1,905   9.78  
    Interest-earning deposits in financial institutions   99,114     1,847   3.76       227,177     5,849   5.18  
    Total interest-earning assets   5,389,309     122,517   4.58       5,517,288     118,868   4.33  
    Non-interest-earning assets   278,852             266,065        
    Total assets $ 5,668,161           $ 5,783,353        
                           
    Interest-bearing liabilities:                      
    Savings, NOW, and money market accounts $ 2,496,970   $ 24,375   1.97 %   $ 2,477,334   $ 25,514   2.07 %
    Certificates of deposit   895,335     17,101   3.85       677,800     14,423   4.28  
    Total interest-bearing deposits   3,392,305     41,476   2.47       3,155,134     39,937   2.55  
    Borrowed funds   696,082     13,207   3.83       1,074,957     20,704   3.87  
    Subordinated debt   61,489     1,647   5.40       61,266     1,656   5.44  
    Total interest-bearing liabilities $ 4,149,876     56,330   2.74     $ 4,291,357     62,297   2.92  
    Non-interest bearing deposits   715,003             695,512        
    Accrued expenses and other liabilities   94,934             101,339        
    Total liabilities   4,959,813             5,088,208        
    Stockholders’ equity   708,348             695,145        
    Total liabilities and stockholders’ equity $ 5,668,161           $ 5,783,353        
                           
    Net interest income     $ 66,187           $ 56,571    
    Net interest rate spread (4)         1.84 %           1.41 %
    Net interest-earning assets (5) $ 1,239,433           $ 1,225,931        
    Net interest margin (6)         2.48 %           2.06 %
    Average interest-earning assets to interest-bearing liabilities         129.87 %           128.57 %
                           

    (1)  Average yields and rates are annualized.
    (2)  Includes non-accruing loans.
    (3)  Securities available-for-sale and other securities are reported at amortized cost.
    (4)  Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
    (5)  Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
    (6)  Net interest margin represents net interest income divided by average total interest-earning assets.

    Company Contact:
    William R. Jacobs
    Chief Financial Officer
    Tel: (732) 499-7200 ext. 2519

    The MIL Network –

    July 24, 2025
  • MIL-OSI: Subsea7 and Saipem announce signing of the Merger Agreement

    Source: GlobeNewswire (MIL-OSI)


    NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW 

    Transaction structure and terms confirmed in line with Memorandum of Understanding

    Creating a global leader in energy services

    Milan, Luxembourg, 24 July 2025 – Saipem and Subsea7 announce that they have entered into a binding merger agreement, on terms and conditions in line with what previously communicated at the time of the signing of the Memorandum of Understanding on 23 February 2025. The merger of Saipem and Subsea7 will create a global leader in energy services. 

    Highlights

    • The company resulting from the merger1 between Saipem and Subsea7 (the “Proposed Combination”) will be renamed Saipem7 (“Saipem7”), will have revenue of approx. €21 billion2, EBITDA in excess of €2 billion3, will generate more than €800 million of Free Cash Flow4 and will have a combined backlog of €43 billion5
    • The highly complementary geographical footprints, competencies and capabilities, vessel fleets and technologies will benefit Saipem7’s global portfolio of clients
    • The diversification of the geographical footprint of Saipem and Subsea7 is reflected in the combined backlog, with no single country contributing more than 15% of total6
    • On completion, Saipem and Subsea7 shareholders will own 50% each of the share capital of Saipem7
    • Subsea7 shareholders participating to the Proposed Combination will receive 6.688 new Saipem shares for each Subsea7 share held
    • Subsea7 will distribute an extraordinary dividend to its shareholders for an amount equal to €450 million immediately prior to completion of the Proposed Combination
    • Annual synergies expected to be approximately €300 million on a run-rate basis, which will lead to material value creation for the shareholders of Saipem7
    • Saipem7 will remain incorporated in Italy and headquartered in Milan, and will have its shares listed on both the Milan and Oslo stock exchanges
    • Siem Industries, reference shareholder of Subsea7, and Eni and CDP Equity, reference shareholders of Saipem, have committed to vote in favour of the Proposed Combination
    • Completion of the Proposed Combination anticipated to occur in the second half of 2026

    The management of both Saipem and Subsea7 confirm the compelling strategic rationale in creating a global leader in energy services, particularly considering the growing size of clients’ projects. The parties believe the Proposed Combination will enhance value for all shareholders and stakeholders, both in the current market and in the long term.

    Eni, CDP Equity and Siem Industries fully support the Proposed Combination and have signed a Shareholders’ Agreement confirming the undertaking to vote in favour of the Proposed Combination. As part of this, to ensure a balanced leadership and governance structure, Saipem7’s CEO will be designated by Eni and CDP Equity and Saipem7’s Chairman of the Board of Directors will be designated by Siem Industries.

    It is currently envisaged that, upon completion of the Proposed Combination, Mr Kristian Siem will be appointed as Chairman of the Board of Directors of Saipem77 and Mr Alessandro Puliti will be appointed as CEO of Saipem78. In addition, Mr Alessandro Puliti and Mr John Evans will be appointed respectively as the Chairman and CEO of the company that will manage the Offshore Engineering & Construction business of Saipem7. Such company will be named Subsea7, branded as “Subsea7, a Saipem7 Company”, and will comprise all of Subsea7’s businesses and Saipem’s Asset Based Services business (including Offshore Wind).

    The by-laws of Saipem7 are expected to provide for loyalty shares (double votes), which will be available, upon request, to all shareholders of Saipem7.

    Strategic rationale of the Proposed Combination

    The Proposed Combination will be beneficial to the clients of both Saipem and Subsea7, bringing together the respective strengths of both companies:

    • Global reach and comprehensive solutions for clients: global operations and projects in more than 60 countries and a highly complementary footprint between the two companies. A full spectrum of offshore and onshore services, from drilling, engineering and construction to life-of-field services and decommissioning, with an increased ability to optimise project scheduling for clients in oil, gas, carbon capture and renewable energy
    • Diversified and complementary fleet: an expanded and diversified fleet of more than 60 construction vessels enhancing Saipem7’s ability to undertake a wide range of projects, from shallow water to ultra-deepwater operations, utilising a full portfolio of heavy lift, high-end J-lay, S-lay and reel-lay rigid pipeline solutions, flexible pipe and umbilical lay services, as well as market-leading wind turbine, foundations and cable lay installation capabilities
    • World-class expertise and experience: a specialised, global workforce of approximately 44,000 people, including more than 9,000 engineers and project managers contributing to delivering solutions that unlock value for clients
    • Innovation and technology: the combined expertise to foster innovation in offshore technologies, ensuring cutting-edge solutions for complex projects 

    The transaction is expected to create significant shareholder value through:

    • Synergies: annual cost and capital expenditure synergies expected to be approximately €300 million from the third year after completion of the Proposed Combination, driven by fleet optimisation (utilisation and geographical positioning of vessels and equipment), procurement (longer charter periods for leased vessels and improved terms with suppliers), sales and marketing (tendering rationalisation), and process efficiencies
    • More efficient capital expenditure programme: optimised allocation of capital across a broader, complementary vessel fleet
    • Attractive shareholder remuneration policy: Saipem7 is expected to distribute annually to its shareholders at least 40% of its Free Cash Flow after repayment of lease liabilities
    • Enhanced capital structure: a solid balance sheet expected to support an investment grade credit rating
    • Greater scale in both equity and debt capital markets: access to a wider investor base and to more diversified sources of capital

     Transaction structure, ownership and terms

    • Saipem7 will be created through an EU cross-border statutory merger, carried out by way of absorption of Subsea7 into Saipem, with the latter to be renamed Saipem7
    • Saipem7 will remain incorporated in Italy and headquartered in Milan, and will have its shares listed on both the Milan and Oslo stock exchanges
    • Siem Industries (currently the largest shareholder of Subsea7) will own approximately 11.8% of Saipem7’s share capital, while Eni and CDP Equity (currently the largest shareholders of Saipem) will respectively own approximately 10.6% and 6.4% of Saipem7’s share capital
    • Subsea7 shareholders participating to the Proposed Combination will receive 6.688 new Saipem shares for each Subsea7 share held
    • Assuming all Subsea7 shareholders participate in the merger, the share capital of Saipem7 will be held 50-50% by the current shareholders of Saipem and Subsea7 on completion
    • Immediately prior to completion of the Proposed Combination, Subsea7 shareholders will receive an extraordinary cash dividend of €450 million9
    • Shareholders of Subsea7 who vote against the approval of the Proposed Combination at the Subsea7 Extraordinary General Meeting will have the right to dispose of their shares in Subsea7 for an adequate cash compensation under the conditions set out under Luxembourg company law.10 The formula that will be used to determine the cash compensation will be made available on Subsea7’s website and the amount of the cash compensation determined on the basis of such formula will be announced in advance of Subsea7’s Extraordinary General Meeting

     Key activities performed since the execution of the Memorandum of Understanding

    • Satisfactory confirmatory due diligence completed, and transaction terms finalised in line with those initially agreed at the time of the signing of the Memorandum of Understanding
    • Annual cost and capital expenditure synergies confirmed and expected to be equal to approximately €300 million from the third year after completion of the Proposed Combination
    • No material findings in the analysis of Saipem and Subsea7 business plans in terms of projects overlap, thus further underpinning the value creation deriving from the Proposed Combination
    • Completed the preliminary antitrust analysis with the support of specialised advisors. Currently in the process of submitting the relevant documentation for the consideration of the Proposed Combination to the applicable antitrust authorities
    • Confirmation of capital allocation framework, including shareholders’ remuneration policy and target of achieving and maintaining investment grade credit rating
    • Identified the key members of the management team of Saipem7 and Subsea7 following completion of the Proposed Combination
    • Agreement on the governance principles applicable to Saipem7 and Subsea7 following completion of the Proposed Combination

     Organisational structure of Saipem7

    • Saipem7 will be structured as four businesses: Offshore Engineering & Construction, Onshore Engineering & Construction, Sustainable Infrastructures and Drilling Offshore
    • The Offshore Engineering & Construction business will be contained within an operationally autonomous company, fully owned by Saipem7, named Subsea7, branded as “Subsea7, a Saipem7 Company”, and will comprise all Subsea7’s businesses and the Asset Based Services business of Saipem (including Offshore Wind). The company will represent approximately 84% of the combined group’s EBITDA for the last 12 months as of 31 December 2024
    • Subsea7 shall be incorporated in the UK and headquartered in London. After completion of the Proposed Combination, Subsea7 will be governed by a Board of Directors comprising seven members, including Mr Alessandro Puliti as Chairman, Mr John Evans as CEO, Mr Kristian Siem and other four independent directors

     Pre-completion distributions to shareholders

    • Each of Saipem and Subsea7 will distribute cash dividends of $350 million during the course of 2025, such dividends having already been approved by their respective shareholders’ meetings in May 2025 and having already been partially distributed
    • If the Proposed Combination is not completed before the approval of the full year 2025 results of Saipem and Subsea7 (expected in the second quarter of 2026 for both Saipem and Subsea7), each of Saipem and Subsea7 will (subject to their respective 2025 results meeting certain agreed financial targets) be entitled to distribute cash dividends to their respective shareholders of at least $300 million11,12, 13, to be paid in Q2 2026  
    • In connection with a permitted business divestment currently ongoing, Subsea7 will also distribute a cash dividend equal to €105 million14 to its shareholders prior to completion of the Proposed Combination

    Shareholders’ Agreement

    The Shareholders’ Agreement signed between Siem Industries, Eni and CDP Equity provides for, inter alia, an irrevocable undertaking to vote in favour of the Proposed Combination (subject to receipt of the required Italian government approval), a three-year shareholder lock-up and the submission of a joint slate for the appointment of the majority of the members of the board of directors of Saipem7.

    Timing, conditions precedent, approvals and other matters

    Completion of the Proposed Combination will be subject to customary conditions precedent for a transaction of this nature, including, inter alia, the approval of antitrust, other public and regulatory authorities’ (e.g. the required Italian Government approval), as well as approval by the shareholders of both Saipem and Subsea7 at their respective Extraordinary General Meetings. In the case of Saipem this will be subject to reaching also the so-called “whitewash majorities” for purposes of the mandatory takeover bid exemption15. Both Saipem’s and Subsea7’s Extraordinary General Meetings will take place on 25 September 2025.

    Completion is currently anticipated to occur in the second half of 2026.

    The completion of the Proposed Combination will result in a “Change of Control,” as defined in the terms and conditions of the convertible bond issued by Saipem and denominated “€500,000,000 Senior Unsecured Guaranteed Equity Linked Bonds due 2029”.

    Documentation

    In connection with the Proposed Combination, the following documents, among others, will be made available:

    • The notice of call of each of Saipem and Subsea7’s Extraordinary General Meetings
    • The common merger plan approved by the Boards of Directors of each of Saipem and Subsea7 (the “Common Merger Plan”), along with the consolidated financial statements of Saipem and Subsea7 for the last three financial years and the merger related interim financial statements of Saipem and Subsea7 as of 30 June 2025
    • The reports of the Board of Directors of each of Saipem and Subsea7 describing the Proposed Combination
    • The independent expert reports prepared for each of Saipem and Subsea7 in connection with the Proposed Combination

    These documents will be available at the companies’ registered seats and published on each party’s website. Where required under applicable laws and regulations, these documents will be disclosed also through the authorised storage mechanism (SDIR) for Saipem and through an officially appointed mechanism (OAM) for Subsea7.

    The Common Merger Plan will also be filed with the Companies’ Register of Milan Monza Brianza Lodi, and the Luxembourg Trade and Companies Register, and will also be published in the Recueil Electronique des Sociétés et Associations in Luxembourg (the Luxembourg legal gazette for company announcements) (RESA)16. 

    Advisors

    Goldman Sachs Bank Europe SE, Succursale Italia is acting as lead financial advisor to Saipem, and Deutsche Bank AG, Milan Branch as financial advisor to Saipem. Clifford Chance LLP is serving as global legal counsel to Saipem (including as to matters of Italian, English, US and Luxembourg Law), while Advokatfirmaet Thommessen AS is serving as legal counsel to Saipem as to matters of Norwegian law.

    Kirk Lovegrove & Company Limited is acting as lead financial advisor and Deloitte LLP is acting as financial advisor to Subsea7. Freshfields LLP is serving as global legal counsel to Subsea7 (including as to matters of Italian, US and English Law), while Elvinger Hoss Prussen société anonyme and Advokatfirmaet Wiersholm AS are serving as legal counsel to Subsea7 as to matters of Luxembourg and Norwegian law, respectively.

    Enquiries

    Saipem is a global leader in the engineering and construction of major projects for the energy and infrastructure sectors, both offshore and onshore. Saipem is “One Company” organized into business lines: Asset Based Services, Drilling, Energy Carriers, Offshore Wind, Sustainable Infrastructures, Robotics & Industrialised Solutions. The company has 5 fabrication yards and an offshore fleet of 17 owned construction vessels and 13 drilling rigs, of which 9 owned. Always oriented towards technological innovation, the company’s purpose is “Engineering for a sustainable future”. As such Saipem is committed to supporting its clients on the energy transition pathway towards Net Zero, with increasingly digital means, technologies and processes geared for environmental sustainability. Listed on the Milan Stock Exchange, it is present in more than 50 countries around the world and employs about 30,000 people of over 130 nationalities.

    Subsea7 is a global leader in the delivery of offshore projects and services for the energy industry. Subsea7 makes offshore energy transition possible through the continuous evolution of lower-carbon oil and gas and by enabling the growth of renewables and emerging energies.

    No Offer or Solicitation

    This document is not an offer of merger consideration shares in the United States. Neither the merger consideration shares nor any other securities have been or will be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and neither the merger considerations shares nor any other securities may be offered, sold or delivered within or into the United States, except pursuant to a registration statement filed pursuant to the Securities Act or an applicable exemption from registration or in a transaction otherwise not subject to the Securities Act. This document must not be forwarded, distributed or sent, directly or indirectly, in whole or in part, in or into the United States. This document does not constitute an offer of or an invitation by or on behalf of, Saipem or Subsea7, or any other person, to purchase any securities.

    Forward-looking Statements

    This document contains forward-looking information and statements about Saipem and Subsea7 and their combined business after completion of the proposed merger of Saipem and Subsea 7 (the “Proposed Combination“). Forward-looking statements are statements that are not historical facts. These statements include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products and services, and statements regarding future performance, Free Cash Flow, EBITDA, dividends, and credit ratings. Forward-looking statements are generally identified by the words “expects,” “anticipates,” “believes,” “intends,” “estimates” and similar expressions. Although the managements of Saipem and Subsea7 believe that the respective expectations reflected in such forward-looking statements are reasonable, investors and holders of Saipem and Subsea7 shares are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of Saipem and Subsea7, respectively, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. Except as required by applicable law, neither Saipem nor Subsea7 undertake any obligation to update any forward-looking information or statements.

    This document includes estimates relating to the synergies expected to arise from the merger and the combination of the business operations of Saipem and Subsea7, as well as related integration costs, which have been prepared by Saipem and Subsea7 and are based on a number of assumptions and judgments. Such estimates present the expected future impact of the merger and the combination of the business operations of Saipem and Subsea7 on Saipem7’s business, financial condition and results of operations. The assumptions relating to the estimated synergies and related integration costs are inherently uncertain and are subject to a wide variety of significant business, economic, and competitive risks and uncertainties that could cause the actual synergies from the merger and the combination of the business operations of Saipem and Subsea7, if any, and related integration costs to differ materially from the estimates in this document. Further, there can be no certainty that the merger will be completed in the manner and timeframe described in this document, or at all.

    Use of Non-IFRS Financial Measures

    This announcement includes certain non-IFRS financial measures with respect to Saipem and Subsea7, including EBITDA and Free Cash Flow. These unaudited non-IFRS financial measures should be considered in addition to, and not as a substitute for, measures of Saipem’s and Subsea7’s financial performance prepared in accordance with IFRS. In addition, these measures may be defined differently than similar terms used by other companies.

    Presentation of Financial Information

    This document includes financial data regarding Saipem and Subsea7 and the combination of Saipem and Subsea7.  Any Saipem7 financial data presented herein is presented for informational purposes only and is not intended to represent or be indicative of the actual consolidated results of operations or financial position of the combined entity and should not be taken as representative of the combined entity’s future consolidated results of operations or financial position had the Proposed Combination occurred as of such date. These estimates are based on financial information available at the time of the preparation of this document.

    1 Merger by way of absorption of Subsea7 into Saipem
    2 Combined Revenue for Saipem and Subsea7 as per last 12 months as of 31 December 2024
    3 Combined EBITDA for Saipem and Subsea7 as per last 12 months as of 31 December 2024
    4 Combined Free Cash Flow post repayment of lease liabilities for Saipem and Subsea7 as per last 12 months as of 31 December 2024
    5 Combined backlog for Saipem and Subsea7 as of 31 March 2025
    6 Combined backlog for Saipem and Subsea7 as of 31 March 2025
    7 Subject to approval by the Shareholders’ Meeting and the Board of Directors of Saipem7
    8 Subject to approval by the Shareholders’ Meeting and the Board of Directors of Saipem7
    9 Subject to approval by the Subsea7 Shareholders’ Meeting
    10 Such withdrawal right may only be exercised in respect of (a) Subsea7 shares registered in the securities account of the relevant shareholder with such shareholder’s financial intermediary on the date of publication of the Common Merger Plan on the Recueil Electronique des Sociétés et Associations – RESA (the Luxembourg legal gazette for company announcements) and (b) Subsea7 shares acquired after such date through inheritance or bequest.  Further details will be specified in the convening notice to the Subsea7 Extraordinary General Meeting
    11 Subject to approval by the Shareholders’ Meeting and the Board of Directors
    12 The dividend paid by Saipem will be qualified as ordinary in nature
    13 Saipem and Subsea7 will be entitled to distribute a reduced pro-rated amount should their respective financial results not meet the relevant financial targets, as detailed in the Common Merger Plan
    14 Subject to approval by the Subsea7 Shareholders’ Meeting
    15 Pursuant to Art. 49, paragraph 1, letter g) of Consob Regulation 11971/99
    16 Subsea7 intends to file the Common Merger Plan with the Registre de Commerce et des Sociétés, Luxembourg (the Luxembourg Trade and Companies Register) for publication on the RESA no later than the second Oslo Børs trading day after the date of this announcement

    This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act. 
     This stock exchange release was published by Katherine Tonks, Investor Relations, Subsea7, on 24 July 2025 at 00:40 CET.

    Attachment

    • Merger Agreement Saipem and Subsea7 24 July 2025

    The MIL Network –

    July 24, 2025
  • MIL-OSI USA: Sullivan Chairs CECC Hearing on Chinese Transnational Repression & Political Warfare

    US Senate News:

    Source: United States Senator for Alaska Dan Sullivan

    07.23.25

    WASHINGTON—U.S. Senator Dan Sullivan (R-Alaska), the new chair of the Congressional-Executive Commission on China (CECC), today chaired a hearing on the People’s Republic of China’s (PRC) disturbing campaign of transnational political warfare and repression against the people and leaders of Taiwan, and partners of and advocates for Taiwan, including American citizens and others living lawfully in the United States.

    “This is transnational repression. It is a coordinated strategy to isolate Taiwan, dominate the global narrative through fear and coercion, and again, not only against Taiwanese citizens, but other citizens, including our own citizens,” said Sen Sullivan. “These threats are multifaceted—AI-generated disinformation; the extraterritorial application of PRC laws; of course, diplomatic pressure on Taiwan’s allies; the public intimidation of democratically elected leaders…Every day, the CCP grows bolder and more aggressive in its threats against Taiwan, the United States and our allies in the Indo-Pacific. We need to call that out, have open hearings like this, and push back against this transnational repression.”

    [embedded content]

    Click here to watch the full hearing.

    The commission heard testimony from Fan Yun, a member of the Legislative Yuan of Taiwan; Rear Admiral Mike Studeman, U.S. Navy (Ret.), former commander of the Office of Naval Intelligence; Peter Mattis, president of the Jamestown Foundation; and Audrye Wong, the Jeane Kirkpatrick Fellow at the American Enterprise Institute and assistant professor of political science and international relations at the University of Southern California.

    Sen. Sullivan has long been a leading advocate in the Senate for Taiwan, introducing his comprehensive Sanctions Targeting Aggressors of Neighboring Democracies (STAND) with Taiwan Act in the last two Congresses aimed at deterring a Chinese People’s Liberation Army (PLA) military invasion of Taiwan that the Chinese Communist Party (CCP) dictatorship has threatened for years. Sullivan is expected to reintroduce the legislation in the fall with a strong, bipartisan slate of cosponsors. Sen. Sullivan was announced as the chairman of the CECC for the 119th Congress on July 14, 2025, serving alongside Rep. Chris Smith (R-N.J.), the CECC co-chair.

    Below is a full transcript of Sen. Sullivan’s introductory remarks.

    Today’s hearing comes at a pivotal moment. For 75 years, the People’s Republic of China has vowed to bring Taiwan under its control. We have our own Taiwan Relations Act. We have our “One China” policy. However, in recent years, that pressure—not just, by the way, with regard to Taiwanese, but other people, including American citizens—has intensified and globalized with Beijing not only targeting Taiwan across the strait, it’s projecting intimidation across borders, institutions, using political transnational repression as tools of coercion among people across the globe.

    The title of this hearing rhymes with major legislation of mine, the STAND with Taiwan Act. That bill, which I’ve introduced in the last two Congresses and will soon be introducing again, has great bipartisan support. Senators Graham, Duckworth and Coons are the top co-sponsors. I would encourage strong bipartisan support with my colleagues here. What that would do is, if there is a military invasion of Taiwan by the Communist Party and the PLA of China, this would trigger punishing, comprehensive sanctions on the Chinese economy and particularly leaders of the Chinese Communist Party—punishing—economic, trade, financial, energy. We all want deterrence in the Taiwan Strait. I think the threat of these massive sanctions might be critical in terms of deterring a cross-Strait invasion of Taiwan by the PLA.

    We also need to deal with the here and now of Chinese coercion abroad. Again, this hearing is going to focus on the coercion of Taiwanese citizens. But I want to make sure, and I certainly will be asking questions in my Q-and-A with the witnesses of repression of others—people from Hong Kong, American citizens, which is really unacceptable when that happens by the Chinese Communist Party. They’re good at coercing their own citizens, but they’re not going to, with this Congress, be allowed to coerce Americans or those who are our allies.

    These threats are multifaceted—AI-generated disinformation; the extraterritorial application of PRC laws; of course, diplomatic pressure on Taiwan’s allies; the public intimidation of democratically elected leaders. By the way, that’s something the Chinese Communist Party would never do. They never stand for election themselves. They fear their own people because they know they probably wouldn’t get elected if they had to stand for elections. So that makes them nervous when there are people who actually stand for elections, like we do, and go before the people.

    The PRC is also attempting to rewrite international norms, distorting UN General Assembly Resolution 2758, and pressuring countries to embrace Beijing’s view that all necessary measures it might use to achieve unification with regard to Taiwan.

    Most disturbingly, the PRC has labeled Taiwan’s vice president, who I know well and is a good friend of mine, and other officials as “obstinate Taiwan independence diehards,” threatening them with life imprisonment or worse. It has declared any Taiwanese citizen, including those living abroad, can be punished under PRC law.

    In a closed-door meeting earlier this year, senior CCP official Wang Huning reportedly called for a global expansion of these intimidation tactics. According to credible reporting, Wang instructed embassies and security services—hopefully they’re not doing it here in America, but they probably are—to implement “proactive intimidation against so-called radical Taiwanese independence advocates worldwide, including in the United States of America.

    These are not abstract threats last year, Czech intelligence uncovered a planned “kinetic operation” by the PRC to intimidate then Vice President-elect Bi-khim on her visit there. Again, she’s a friend of mine—a great person. The PRC is also harassing international media outlets for interviewing Taiwanese leaders. Individuals around the world who criticize Beijing’s Taiwan policy have been doxed and placed under surveillance. This is transnational repression. It is a coordinated strategy to isolate Taiwan, dominate the global narrative through fear and coercion, and again, not only against Taiwanese citizens, but other citizens, including our own citizens.

    Every day, the CCP grows bolder and more aggressive in its threats against Taiwan, the United States and our allies in the Indo-Pacific. We need to call that out, have open hearings like this, and push back against this transnational repression.

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI USA: US Department of Labor applauds President Trump’s ‘AI Action Plan’ to achieve global dominance in artificial intelligence

    Source: US Department of Labor

    WASHINGTON – U.S. Secretary of Labor Lori Chavez-DeRemer and Deputy Secretary of Labor Keith Sonderling today praised the release of President Trump’s artificial intelligence policy strategy, “Winning the Race: America’s AI Action Plan.”Developed in response to the President’s January Executive Order “Removing Barriers to American Leadership in Artificial Intelligence,” the AI Action Plan sets a clear policy roadmap of the specific actions needed to help the U.S. achieve global AI dominance. The plan illustrates how American workers will be central to the Trump Administration’s AI policy and includes two areas outlining the Labor Department’s integral role in creating a future-ready workforce: “Empower American Workers in the Age of AI” and “Train a Skilled Workforce for AI Infrastructure.”“Since day one, President Trump has made it his top priority to put American Workers First by expanding opportunity and ensuring all are prepared for the challenges of the future,” said Secretary Chavez-DeRemer. “By boosting AI literacy and investing in skills training, we’re equipping hardworking Americans with the tools they need to lead and succeed in this new era. The Department of Labor is proud to help deliver on the President’s vision for global AI dominance by building a stronger, more resilient American workforce.”“The AI Action Plan demonstrates President Trump’s bold leadership in driving forward a worker-centric AI strategy that will create a new era of economic prosperity for American workers,” said Deputy Secretary Sonderling. “The Department of Labor looks forward to executing the critical AI Action Plan efforts that will support our workforce, including expanding AI literacy nationwide, creating a new hub to analyze AI’s impact on the labor market, and piloting innovative models to help workers succeed in an AI-driven economy.”The “Empower American Workers in the Age of AI” initiative includes proposed actions for the Department of Labor, in collaboration with other federal agencies, to:Prioritize AI skills development as a core objective of education and workforce funding streams, including career and technical education, apprenticeships, and other federally supported skills initiatives.Establish the AI Workforce Research Hub to lead a sustained federal effort to evaluate AI’s impact on the labor market and the American worker, including recurring analysis, scenario planning, and actionable insights for workforce and education policy.Study AI’s impact on the labor market by providing the AI Workforce Research Hub with analysis to support tracking of AI adoption, job creation, displacement, and wage effects.Fund rapid retraining for individuals impacted by AI-related job displacement, as well as issue guidance clarifying how funds can be used to proactively upskill workers at risk of future displacement.Pilot new approaches to meet workforce challenges created by AI, which may include areas such as rapid retraining models to respond to labor market shifts and new models to support pathways into entry-level roles.The “Train a Skilled Workforce for AI Infrastructure” initiative includes proposed actions for the Department of Labor, in collaboration with other federal agencies, to:Create a national initiative identifying high-priority occupations critical to AI infrastructure.Partner with state and local governments and workforce system stakeholders to support the creation of industry-driven training programs for priority AI infrastructure occupations.Partner with education and workforce system stakeholders to expand early career exposure programs and pre-apprenticeship opportunities for middle and high school students in AI infrastructure occupations.Expand Registered Apprenticeships for occupations critical to AI infrastructure.Learn more about President Trump’s AI Action Plan. 

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI USA: Luján Fights for National Lab Science Funding, Presses Trump Administration to Protect America’s Scientific Innovation and Reverse Course on Cuts to Research and Development Programs

    US Senate News:

    Source: United States Senator Ben Ray Luján (D-New Mexico)

    Washington, D.C. – Today, U.S. Senator Ben Ray Luján (D-N.M.), Co-Chair of the Senate National Labs Caucus, called on President Trump to reverse course on proposed reductions in the Fiscal Year 2026 federal budget to research and development programs within the Department of Energy (DOE), including cuts to programs at National Laboratories. In the letter to President Trump, Senator Luján highlights the successful economic impacts by these DOE research and development programs, including our National Laboratories’ critical role in driving global scientific leadership.

    Senator Luján wrote, “These proposed changes jeopardize not only our nation’s economic competitiveness but also our national security, energy independence, and capacity for innovation. Slashes to these programs undermine the core principles and opportunities that America promises its citizens: through bold investment in knowledge and innovation, we build a stronger, safer, and more just future.”

    “Without adequate support, the United States risks ceding leadership in emerging industries to nations with more consistent and centralized science investment strategies. Slashing funding to these programs is not fiscal responsibility – it is strategic negligence,” continued Senator Luján.

    “As a proud and steadfast champion of the groundbreaking innovation coming out of the national labs in my state, I’m constantly reminded of their extraordinary contributions,” concluded Senator Luján.

    The full text of the letter is available here and below:

    Dear President Trump:

    I am writing to express my deep concern regarding the proposed reductions in the Fiscal Year 2026 federal budget to research and development programs within the Department of Energy (DOE), including significant cuts to the Office of Science, the Office of Energy Efficiency and Renewable Energy (EERE), and the Advanced Research Projects Agency – Energy (ARPA–E). These proposed changes jeopardize not only our nation’s economic competitiveness but also our national security, energy independence, and capacity for innovation. Slashes to these programs undermine the core principles and opportunities that America promises its citizens: through bold investment in knowledge and innovation, we build a stronger, safer, and more just future.

    The national laboratories are not just the Department of Energy’s research hubs; they are engines of economic empowerment. These nearly 80,000 scientists, engineers, and staff are at the forefront of pioneering technologies in advanced energy systems, life-saving medical isotopes, next-generation manufacturing, and national defense. The proposed 14% reduction to the Office of Science and 74% cut to EERE will have an immediate and destabilizing impact – threatening the continuation of critical research programs, leading to the loss of thousands of skilled jobs. Investments in science ARE investments in American leadership.

    Specifically, EERE has been responsible for more than $624 billion in net economic benefits, heavily contributing to U.S. energy bill reductions of over $800 billion since 1980. These cuts will impede 100s of ongoing lab-based projects in clean energy, grid modernization, and industrial decarbonization, while endangering 1,000s of jobs across multiple national laboratories, and undermine a network that has historically returned over $10 in economic output for every dollar of federal R&D investment. We don’t just silence the potential for future discoveries that could deliver heat and power to every corner of the country, we squander the ingenuity of the very Americans who have the knowledge and drive to make it happen.

    Similarly, proposed budget reductions would scale back fellowships, internships, and research grants that support tens of thousands of graduate and postdoctoral researchers. Around half of STEM graduate students rely on federal support to complete their training. The elimination of these opportunities would be devastating to early-career researchers and erode our long-term competitiveness, particularly in fields like quantum, biotechnology, and energy.

    For decades, DOE’s national laboratories have played a critical role in translating federal research into commercial success. The DOE national labs outperform other agencies in innovation productivity, producing 3.5x more patents per dollar and 1.4x higher licensing rate per patent than the federal agency average. Every year the labs execute 1000s of partnership agreements, including 100s of agreements to commercialize technology. These efforts are part of a larger ecosystem that has enabled the United States to maintain global leadership in critical technologies such as artificial intelligence, biotechnology, advanced computing, and energy efficiency. This innovation culture, rooted in federally funded basic and applied science, has given the United States a durable advantage over strategic competitors, including China, whose state-led investments are rapidly closing the gap.

    Programs like ARPA-E, which the budget proposes to cut by 57%, have been instrumental in maintaining this leadership. The agency has funded over 1,000 high-risk projects, resulted in over 700 patents, and attracted over $12 billion in follow-on private investment. Reducing federal investments in ARPA-E and DOE lab commercialization programs could shift the global balance of innovation. Without adequate support, the United States risks ceding leadership in emerging industries to nations with more consistent and centralized science investment strategies. Slashing funding to these programs is not fiscal responsibility – it is strategic negligence.

    The United States did not become a global leader in science and technology by retreating from bold investment. We became that leader by making deliberate, courageous decisions to fund basic and applied research, to believe in our academic institutions, and to empower our national laboratories as centers of excellence. At a time when other nations are dramatically increasing their R&D investments, it would be short-sighted and strategically dangerous for the United States to step back.

    As a proud and steadfast champion of the groundbreaking innovation coming out of the national labs in my state, I’m constantly reminded of their extraordinary contributions. At Sandia National Laboratories, researchers invented clean rooms, a technology essential to manufacturing microchips that power high performance computing and artificial intelligence, while also revolutionizing hospital operating room safety. Sandia isn’t just refining the economics of LED light bulbs, they’re re-engineering light itself to promote human health and increase agricultural yields. At Los Alamos, during the Human Genome Project, scientists developed GenBank, the genetic sequence database that has become indispensable to modern drug discovery and our understanding of disease. Los Alamos also remains one of the nation’s only sources of critical medical isotopes used in targeted cancer therapies – treatments that can destroy breast cancer cells while sparing healthy tissue. Slashing funding to these transformative institutions isn’t just short-sighted – it’s an assault on the standard of living, health, and opportunity for every American.

    America’s scientific capacity is one of its most valuable assets. We must treat it accordingly – with care, with vision, and with the full weight of federal support. I respectfully urge you to reconsider these reductions and restore full funding for DOE research and innovation programs – including ARPA-E, EERE, the Office of Science, the associated workforce, and their commercialization initiatives.

    Thank you for your consideration and commitment to the future of American science, security, and prosperity.

    Sincerely,

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI USA: DelBene, Clarke Introduce Bill to Boost Smart City Tech

    Source: United States House of Representatives – Congresswoman Suzan DelBene (1st District of Washington)

    Today, Congresswomen Suzan DelBene (WA-01) and Yvette Clarke (NY-09) introduced the Smart Cities and Communities Act, legislation that would expand smart city technologies and improve federal coordination of these programs.

    Smart technologies help improve community safety, mobility, and resilience against natural disasters, while also expanding communication and public services in large cities and small towns alike. These innovations help cities cut costs, alleviate traffic congestion, reduce air pollution, and lower energy use, all while generating economic growth and expanding opportunities for communities of all sizes.

    With an estimated $1.4 trillion expected to be invested globally in smart technology over the next five years, U.S. cities must catch up. Research shows that every dollar spent on government technology can save nearly $4. Despite these clear benefits, the U.S. is currently lagging in smart city development.

    This technology is already making an impact in cities across the nation, including Washington. In Redmond, it is being deployed to improve traffic flow and management. This system helps detect pedestrians in crosswalks, adjusts light timings for safer crossing, and modifies traffic signals based on real-time volumes to reduce congestion and make our intersections safer and less stressful for roadway users. In Bellevue, the city has a Smart Mobility Plan to help the city plan for shared-use mobility, autonomous vehicles, electric vehicles, and data management.

    The Smart Cities and Communities Act would:

    • Enhance federal coordination of smart city programs, including improved reporting and demonstration of the value and utility of smart city systems.
    • Provide assistance and resources to local governments interested in implementing smart city technologies, making them more accessible in suburban and rural areas.
    • Develop a skilled domestic workforce to support smart cities.
    • Improve the quality and performance of smart city technologies while assessing and enhancing cybersecurity and privacy protections. 
    • Foster international collaboration and trade in smart city technologies.

    “Investing in smart city technology will propel our nation into a bright future, powered by more livable communities,” said DelBene. “The Smart Cities and Communities Act allows local governments to equip themselves with the cutting-edge tools to increase connectivity and develop green infrastructure. This important development will strengthen the middle class by generating good jobs and cutting pollution, ensuring the United States maintains its position as a global leader in innovation.”

    “Ensuring our communities are equipped with the smart city technologies they need to be cleaner, safer, and more resilient to the changing climate must be among Congress’ highest priorities,” said Clarke. “In the face of the worsening climate crisis, we have a responsibility to provide every American with equitable access to the innovations that will protect them from whatever an uncertain future might bring. I am proud to stand alongside my colleague, Congresswoman Suzan DelBene, to introduce this forward-looking legislation that will position the United States as a leader in the global movement towards climate resilience and facilitate the critical upgrades our communities are depending on Congress to deliver.”

    “BSA commends Representatives DelBene and Clarke for reintroducing the Smart Cities and Communities Act, which recognizes the potential of artificial intelligence and emerging technologies to transform local communities. By encouraging adoption of and investments in AI-driven solutions, and supporting robust AI training and data utilization, this legislation will help communities realize smart city benefits that are efficient, cost-effective, and enhance public services,” said Craig Albright, SVP of US Government Relations, Business Software Alliance.

    The full text of the legislation can be found here.

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI United Kingdom: Prime Minister secures thousands of British jobs and £6 billion in investment and export wins as historic trade deal with India signed

    Source: United Kingdom – Executive Government & Departments

    Press release

    Prime Minister secures thousands of British jobs and £6 billion in investment and export wins as historic trade deal with India signed

    Today, the Prime Minister will welcome nearly £6 billion in new investment and export wins.

    • Thousands of jobs created for Brits through new Indian investment and export wins worth almost £6 billion
    • New figures show that £4.8bn trade deal will unlock economic growth for each region and nation of the UK – delivering on the government’s Plan for Change
    • UK and India also agree to ramp up joint efforts against organised crime and illegal migration with new framework to tackle trafficking, document fraud and remove barriers to return

    Today, the Prime Minister will welcome nearly £6 billion in new investment and export wins, which will create over 2,200 British jobs across the country as Indian firms expand their operations in the UK and British companies secure new business opportunities in India. These deals will drive jobs in high-growth sectors like aerospace, technology and advanced manufacturing – supporting engineers, technicians and supply chain workers, in every corner of the UK.

    It comes as the Prime Minister is set to meet the Prime Minister of India, Narendra Modi, today for the signing of the landmark UK-India trade deal. From Coventry to Carlisle, new analysis shows communities across every region of the UK will benefit from its £4.8 billion increase to UK GDP each year.

    Thanks to the deal, British workers will enjoy a collective uplift in wages of £2.2 billion each year and could also see cheaper prices and more choice on clothes, shoes, and food products.

    The UK already imports £11 billion in goods from India, but liberalised tariffs on Indian goods will make it easier and cheaper to buy their best products. For businesses, this could mean potential savings when importing components and materials used in areas such as advanced manufacturing or luxury and consumer goods.

    Prime Minister Keir Starmer said:

    Our landmark trade deal with India is a major win for Britain. It will create thousands of British jobs across the UK, unlock new opportunities for businesses and drive growth in every corner of the country, delivering on our Plan for Change.

    We’re putting more money in the pockets of hardworking Brits and helping families with the cost of living, and we’re determined to go further and faster to grow the economy and raise living standards across the UK.

    India’s average tariff on UK products will drop from 15% to 3% which means British companies selling products to India from soft drinks and cosmetics to cars and medical devices will find it easier to sell to the Indian market.

    Whisky producers will benefit from tariffs slashed in half, reduced immediately from 150% to 75% and then dropped even further to 40% over the next ten years – giving the UK an advantage over international competitors in reaching the Indian market.

    Business and Trade Secretary Jonathan Reynolds said:

    The billions brought to our economy from the trade deal signed today will reach all regions and nations of the UK so working people in every community can feel the benefits.

    The almost £6 billion in new investment and export wins announced today will deliver thousands of jobs and shows the strength of our partnership with India as we ensure the UK is the best place in the world to invest and do business.

    This government is proving time and again that we can deliver on our mission to grow the economy, put more money in pockets and boost living standards under our Plan for Change.

    The two Prime Ministers have also signed a renewed Comprehensive and Strategic Partnership, which will see closer collaboration on defence, education, climate, technology and innovation. This comes exactly one year since the countries signed the landmark UK-India Technology Security Initiative, which sees joint work on telecoms security and unlocking investment across emerging technologies – telecoms, critical minerals, AI, quantum, health/bio tech, advanced materials and semiconductors.

    The UK and India have also agreed to strengthen cooperation in tackling corruption, serious fraud, organised crime, and irregular migration through enhanced intelligence sharing and operational collaboration. This includes committing to finalising a groundbreaking new criminal records sharing agreement, facilitating the exchange of criminal records to support criminal proceedings, maintain accurate watchlists and enable the enforcement of travel bans. These measures represent a significant step forward in joint efforts to combat organised immigration crime.

    Aligned with the UK’s recent Industrial and Trade Strategies, the deal will support the sectors which drive the most growth for the economy. The UK’s large and varied manufacturing sectors will benefit from tariffs cut on aerospace (as high as 11% reduced to 0%), automotives (up to 110% down to 10% under a quota) and electrical machinery (from up to 22% down to either 0% of a 50% reduction).

    A reduction in tariffs, combined with a reduction in regulatory barriers to trade between the UK and India are estimated to:

    • Increase UK exports to India by nearly 60% in the long run – this is equivalent to an additional £15.7 billion of UK exports to India when applied to projections of future trade in 2040.

    • Increase bilateral trade by nearly 39% in the long run, equivalent to £25.5 billion a year, when compared to 2040 projected levels of trade in the absence of an agreement

    The clean energy industry will have brand new, unprecedented access to India’s vast procurement market as the country makes the switch to renewable energy and continues to see growing energy demand.  

    For financial and professional business services, locked in access will offer certainty to expand in India’s growing market and measures such as binding India’s foreign investment cap for the insurance sector, ensuring UK financial services companies are treated on an equal footing with domestic suppliers. 

    Meanwhile, 26 British companies have secured new business in India. Airbus & Rolls-Royce will soon begin delivering Airbus aircraft – with over half powered by Rolls-Royce engines – to major Indian airlines as part of around £5 billion worth of contracts recently agreed. These orders will help sustain hundreds of jobs across their respective sites in Filton, Broughton and Derby. 

    18 firms have confirmed new investment including Zerowatt Energy, AI powered energy intelligence platform is setting up its Global HQ in Leicester. The firm will invest £10m and create 50 new jobs across Leicester, Manchester, Edinburgh and London over the next three years. 

    Other UK and Indian businesses who have confirmed almost £6 billion in new investments and export deals today creating over 2,200 jobs across the UK includes:  

    • Carbon Clean, a UK-based leader in carbon capture, with projected UK export contributions of £83 million over the next five years, has invested £7.6 million in a Global Innovation Centre in Mumbai. This ODI and export wins will unlock 250 jobs across London, Glasgow and Huddersfield as well as 100 jobs in Mumbai. 
    • AI and data services company, DCube AI, is investing £5 million in the UK, unlocking 50 jobs across Manchester and London in the next three years to strength its technology offering to UK customers.
    • Occuity, an innovative UK AI healthcare company has partnered with Remidio Innovative Solutions Pvt. Ltd., a leading Indian manufacturer and distributor of ophthalmic medical devices to bring Occuity’ s cutting-edge ophthalmic screening technologies to India, improving access to innovative and non-invasive eye screening and leading to an export value of £74.3 million over 5 years. 
    • Johnson Matthey, a UK-based leader in chemicals and sustainable technologies, has secured recent contracts of over £20 million for process licensing, engineering, and catalysts supply in India. The company will also invest £4 million in a new plant at Taloja (Maharashtra) and in doubling its capacity at an existing site in Panki, Uttar Pradesh, with contracts are helping to create up to 20,000 jobs in India during the construction phase of these projects.
    • Marcus Evans Group, a global business intelligence and summits business company established its new Global Technology office in Mumbai to serve its 59 offices worldwide and has confirmed a combined Export (£42mn) and ODI (£27mn) win of £69 million over the next five years from India. 
    • LTIMindtree , a global technology consulting and digital solutions company plans to further expand its London operations by adding over 300 highly skilled jobs, investing £1m. This includes a state-of-the-art AI innovation studio and showcase lab. 
    • Aurionpro, a global enterprise technology leader in Banking, Payments, Insurance, Data Centers, and Public Sector technology is investing over £20M to launch its UK HQ, creating 150+ high-value jobs in multiple locations across UK over 3 years. It will also open AI-powered R&D labs in collaboration with top UK universities to develop next-gen transport technology and lead the global Safe Superintelligence (SSI) movement, ensuring AI is built safely and ethically.

    Tufan Erginbiligic, Rolls-Royce CEO, said:

    India is an important market for our business, with over 90 years of partnership with Indian industry and the Indian Government. We welcome the provisions in this Free Trade Agreement, including those that bring closer alignment with international standards for trade in civil aerospace. These agreements will benefit Rolls-Royce and our customers, paving the way for future aerospace growth in India.

    Nik Jhangiani, Interim Chief Executive, Diageo, said:

    This agreement marks a great moment for both Scotch and Scotland, and we’ll be raising a glass of Johnnie Walker to all those who have worked so hard to get it secured.

    William Bain, Head of Trade Policy at the BCC, said:

    The signing of this agreement is a clear signal of the UK’s continuing commitment to free and fair trade. It will open a new era for our businesses and boost investment between two of the world’s largest economies.   

    Currently around 16,000 UK companies are trading goods with Indian companies, and there is high interest in our Chamber Network to grow that.  This deal will create new opportunities in the transport, travel, creative and business support sectors alongside traditional strengths in finance and professional services.

    Jean-Etienne Gourgues, Chivas Brothers Chairman and CEO, said:

    Signature of the UK-India FTA is a sign of hope in challenging times for the spirits industry.  India is the world’s biggest whisky market by volume and greater access will be an eventual game changer for the export of our Scotch whisky brands, such as Chivas Regal and Ballantine’s.  

    The deal will support long term investment and jobs in our distilleries in Speyside and our bottling plant at Kilmalid and help deliver growth in both Scotland and India over the next decade. Let’s hope that both governments will move quickly to ratification so business can get to work implementing the deal!

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    Published 23 July 2025

    MIL OSI United Kingdom –

    July 24, 2025
  • MIL-OSI New Zealand: Climate change: ICJ ruling is a landmark win for children – Save the Children

    Source: Save the Children

    The historic climate change ruling at the International Court of Justice (ICJ) today is a landmark win for child campaigners, acknowledging the adverse impacts of climate change on child rights, and offering children renewed hope, Save the Children said. 
    The Advisory Opinion delivered by the world’s highest court finds that states’ legal obligations to address climate change extend beyond existing climate agreements. It also found that “states must take their obligations under international human rights law into account when implementing their obligations under the climate change treaties and other relevant environmental treaties.” 
    While not legally binding, leading environmental lawyers say the ruling “could become a guiding star for climate policies at all levels of governance”, including how States are held accountable under multiple areas of international law. 
    The Advisory Opinion originated from an extensive campaign led by a group of law students from the Pacific Islands, with strong support from the Republic of Vanuatu [1]. 
    In December last year, Vepaiamele, 16, a child campaigner with Save the Children Vanuatu, travelled to The Hague with the Government of Vanuatu – the only child to attend as part of a government delegation – to speak about the impacts of climate change on the Pacific island nation and call for action. 
    Vepaiamele said today: “This Advisory Opinion is everything I hoped for and I am so happy with this outcome as I know it will pave the way for a safer future for youth like myself and future generations, too.”
    Speaking from The Hague last year , Vepaiamele said: 
    “As a young Ni-Vanuatu girl, I feel the effects of climate change every day of every year. I’ve experienced many cyclones. It can be kind of terrifying sometimes, especially the really strong ones. Every cyclone, our classrooms are destroyed, our homes are flattened to the ground, and hospitals and communication towers are ripped apart. And then there’s also the mental health impacts, and we don’t really talk about it that much, but it can really cause anxiety in children and young people.”
    Human-induced climate change is driving up global temperatures, with the past 10 years the warmest on record, according to the World Meteorological Organization. Children, particularly those affected by inequality and discrimination, bear the brunt of climate change impacts that are already forcing them from their homes, putting food out of reach, damaging schools and increasing risks like child marriage as they are forced out of education and into poverty. 
    Limiting warming temperatures through the rapid phase-out of the use and subsidy of fossil fuels is critical for children’s rights and lives, Save the Children said. 
    Earlier this year, research released by the child rights organisation with the Vrije Universiteit Brussel (VUB) found that the difference between global temperature rise of 1.5°C and 2.7°C could see 38 million more children from the 2020 birth cohort face unprecedented lifetime exposure to extreme heatwaves. [2] Save the Children also called for increased climate finance targeted at helping children and their families, child-centred and locally led adaptation and an increase in the participation of children in shaping climate action. 
    Save the Children New Zealand CEO Heather Campbell says, “The ICJ’s opinion strengthens the argument that climate inaction is a form of intergenerational injustice, disproportionately borne by those least responsible and least equipped to adapt.
    “At home in Aotearoa New Zealand, children and their families are experiencing the devastating impacts of extensive flooding and other climate-related emergencies, including Cyclone Gabrielle. Communities across the Nelson Tasman region are still reeling from floods that have destroyed homes and farmland, displaced families and closed schools. 
    “On a recent visit to Solomon Islands, children told us about the impact rising sea levels were having on their communities, including monthly flooding in homes and schools, saline infiltration into fresh water supplies, and crops being destroyed. In other parts of the Pacific, communities are having to constantly rebuild after multiple cyclones in the last few years alone. These are not future scenarios – they are current realities.
    “Save the Children welcomes the finding from the ICJ, and we also urge governments and development agencies to ensure that climate finance reaches those on the frontline of this crisis.
    “Currently, only 2.4% of climate finance from multilateral funding sources is child centred. Even without the Court’s opinion, we know that states must do far more to protect children from the worst impacts of this crisis, including by significantly increasing climate finance to uphold children’s rights and access to health, education and protection.”
    In light of the ICJ’s Advisory Opinion, Save the Children New Zealand is calling on the New Zealand Government to renew its commitment to provide climate finance to help communities recover from climate induced loss and damage as well as working to reduce the country’s carbon emissions.  
    As the world’s leading independent child rights organisation, Save the Children works in about 110 countries, tackling climate change across everything we do. Save the Children supports children and their communities across the Pacific and globally in preventing, preparing for, adapting to, and recovering from both sudden climate disasters and slow onset climate change. We have set up floating schools, rebuilt destroyed homes and provided cash grants to families hit by disasters. 
    We also work to influence governments and other key stakeholders in Aotearoa New Zealand and around the world on climate policies, including at the UNFCCC COP summits, giving children a platform for their voices to be heard. 
    Notes:
    • Multimedia can be found here including Vepaiamele with other young people on Tuesday 22 July, Vepaiamele at the Hague, and general vision of Vanuatu
    [1] The Advisory Opinion is in response to a Pacific-led resolution (A/RES/77/276) to the UN General Assembly adopted by consensus on 29 March 2023. This was the result of an extensive campaign by a group of law students from the University of the South Pacific ( Pacific Islands Students Fighting Climate Change ) with strong support from the Republic of Vanuatu. Save the Children has worked closely with the Pacific Islands Students Fighting Climate Change to ensure the voices of children and young people are incorporated into countries’ written and oral submissions to the Court. As part of her campaigning work, Vepaiamele and other activists met with embassies of high emitting countriesin Vanuatu ahead of the hearing to try and influence their submissions.
    [2] The report found that, for children born in 2020, if global temperature rise is limited to 1.5°C rather than reaching 2.7°C above pre-industrial levels:
    – About 38 million would be spared from facing unprecedented lifetime exposure to heatwaves; o About 8 million would avoid unprecedented lifetime exposure to crop failures; o About 5 million would be spared from unprecedented lifetime exposure to river floods; o About 5 million would avoid unprecedented lifetime exposure to tropical cyclones; o About 2 million would avoid unprecedented lifetime exposure to droughts; o About 1.5 million children would be spared unprecedented lifetime exposure to wildfires.  

    MIL OSI New Zealand News –

    July 24, 2025
  • MIL-OSI Banking: GitHub Spark in public preview for Copilot Pro+ subscribers

    Source: Microsoft

    Headline: GitHub Spark in public preview for Copilot Pro+ subscribers

    Stuck between idea and implementation? Spending weeks on mock ups or docs that never ship? GitHub Spark takes you from idea to deployed app in minutes.

    Build and ship full-stack intelligent apps using natural language with access to the full power of the GitHub platform—no setup, no configuration, and no headaches.

    Key features

    • Natural language to app: Describe your idea and watch Spark build it, with frontend and backend capabilities included, all powered by Claude Sonnet 4.
    • No setup required: Data, LLM inference, hosting, deployments, and GitHub auth all included out-of-the-box.
    • Add AI to your apps: Add intelligent features powered by LLMs from OpenAI, Meta, DeepSeek, xAI and more – no API key management needed.
    • One-click deployments: Publish your app with a single click.
    • Build your way: Use natural language, visual editing controls, or code with GitHub Copilot code completions at your fingertips to iterate on your ideas.
    • Create a repository: Get a repository with GitHub Actions and Dependabot incorporated in just a click. Everything stays synchronized so you aren’t trapped in a sandbox.
    • Expand with Copilot agents: Open a codespace directly from Spark to iterate with Copilot agent mode or assign an issue to Copilot coding agent.

    Get started

    Spark is available in public preview for Copilot Pro+ users, with rollout to additional customers coming soon.

    Visit github.com/spark to build your first app, or sign up for a Pro+ account to access Spark.

    Copilot Pro+ subscribers receive access as part of their plan. Spark messages use premium requests included in GitHub Copilot plans.

    Learn more

    Disclaimer: The UI for features in public preview is subject to change.

    MIL OSI Global Banks –

    July 24, 2025
  • MIL-OSI: reAlpha Announces Repayment in Full of the Outstanding Balance of Streeterville Secured Promissory Note

    Source: GlobeNewswire (MIL-OSI)

    DUBLIN, Ohio, July 23, 2025 (GLOBE NEWSWIRE) — reAlpha Tech Corp. (Nasdaq: AIRE) (the “Company” or “reAlpha”), an AI-powered real estate technology company, today announced that it has repaid in full the outstanding balance on its secured promissory note with Streeterville Capital, LLC (“Streeterville”).

    The secured promissory note, originally issued on August 14, 2024 with a principal balance of $5.45 million and an 8% annual interest rate, was scheduled to mature on February 14, 2026. Over the past year, reAlpha steadily reduced the outstanding balance through partial repayments in cash and equity, then repaid the full outstanding balance on July 23, 2025 using available cash, including proceeds from recent equity offerings.

    “The full repayment of our long-term debt marks a pivotal milestone for reAlpha,” said Mike Logozzo, Chief Executive Officer of reAlpha. “Now, we are well-positioned to accelerate our product development and market expansion, as well as pursue strategic acquisitions and partnerships that broaden our AI-driven platform for homebuyers.”

    Piyush Phadke, Chief Financial Officer of reAlpha, added, “With the note now fully repaid, we’ve strengthened our balance sheet and simplified our capital structure. We now have greater financial flexibility to support near-term growth initiatives and maintain discipline as we scale operations.”

    Following the repayment, reAlpha has no outstanding secured promissory notes or convertible debt instruments, leaving trade payables and subsidiary debt as its only obligations. Streeterville has confirmed in writing that all obligations with respect to the secured promissory note have been fully satisfied and the Company is released from all further obligations.

    Further information is set forth in the Current Report on Form 8-K filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”) on July 23, 2025.

    About reAlpha Tech Corp.

    reAlpha Tech Corp. (Nasdaq: AIRE) is an AI-powered real estate technology company transforming the multi-trillion-dollar U.S. real estate services market. reAlpha is developing an end-to-end platform that streamlines real estate transactions through integrated brokerage, mortgage, and title services. With a strategic, acquisition-driven growth model and proprietary AI infrastructure, reAlpha is building a vertically integrated ecosystem designed to deliver a simpler, smarter, and more affordable path to homeownership. For more information, visit www.realpha.com.

    Forward-Looking Statements

    The information in this press release includes “forward-looking statements.” Any statements other than statements of historical fact contained herein, including statements by our Chief Executive Officer, Mike Logozzo and Chief Financial Officer, Piyush Phadke, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “could”, “might”, “plan”, “possible”, “project”, “strive”, “budget”, “forecast”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: reAlpha’s ability to regain and sustain compliance with the Nasdaq Capital Market’s continued listing standards and remain listed on the Nasdaq Capital Market; reAlpha’s ability to pay contractual obligations; reAlpha’s liquidity, operating performance, cash flow and ability to secure adequate financing; reAlpha’s limited operating history and that reAlpha has not yet fully developed its AI-based technologies; whether reAlpha’s technology and products will be accepted and adopted by its customers and intended users; reAlpha’s ability to commercialize its developing AI-based technologies; reAlpha’s ability to successfully enter new geographic markets; reAlpha’s ability to integrate the business of its acquired companies into its existing business and the anticipated demand for such acquired companies’ services; reAlpha’s ability to scale its operational capabilities to expand into additional geographic markets and nationally; the potential loss of key employees of reAlpha and of its subsidiaries; the outcome of certain outstanding legal proceedings against reAlpha; reAlpha’s ability to obtain, and maintain, the required licenses to operate in the U.S. states in which it, or its subsidiaries, operate in, or intend to operate in; reAlpha’s ability to successfully identify and acquire companies that are complementary to its business model; the inability to maintain and strengthen reAlpha’s brand and reputation; any accidents or incidents involving cybersecurity breaches and incidents; the inability to accurately forecast demand for AI-based real estate-focused products; the inability to execute business objectives and growth strategies successfully or sustain reAlpha’s growth; the inability of reAlpha’s customers to pay for reAlpha’s services; the inability of reAlpha to obtain additional financing or access the capital markets to fund its ongoing operations on acceptable terms and conditions; the outcome of any legal proceedings that might be instituted against reAlpha; changes in applicable laws or regulations, and the impact of the regulatory environment and complexities with compliance related to such environment; and other risks and uncertainties indicated in reAlpha’s SEC filings. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements. Although reAlpha believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. reAlpha’s future results, level of activity, performance or achievements may differ materially from those contemplated, expressed or implied by the forward-looking statements, and there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking statements. For more information about the factors that could cause such differences, please refer to reAlpha’s filings with the SEC. Readers are cautioned not to put undue reliance on forward-looking statements, and reAlpha does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

    Media Contact:
    Cristol Rippe, Chief Marketing Officer
    cristol@realpha.com

    Investor Relations Contact:
    Adele Carey, VP of Investor Relations
    investorrelations@realpha.com

    The MIL Network –

    July 24, 2025
  • MIL-OSI Security: Defense News in Brief: Holloman AFB medics enhance fitness and expeditionary capabilities in Medic-X exercise

    Source: United States Airforce

    HOLLOMAN AIR FORCE BASE, N.M. (AFNS) —  The medics of the 49th Medical Group added a new layer of depth to their monthly training day by incorporating field tactics and wartime medical practice in a Medic-X exercise on July 16, 2025.

    The training consisted of 16 stations and substations that ranged from spinal immobilization to infection control to post-mortem protocol, all scenarios that are critically important for a medic to know but unlikely to experience in a clinical setting such as the clinic at Holloman Air Force Base.

    “Gone are the days when a medic would only be expected to perform duties within their specific specialty – our medics need to be versatile and better equipped to provide speedy and effective support to the warfighter,” said U.S. Air Force Chief Master Sgt. Jason Estrada, 49th MDG senior enlisted leader. “That versatile mindset is what our medical group education and training team has used to shape our Medic-X and other hands-on training.”

    The Air Force is one of the most lethal parts of the Department of Defense, and the flipside of lethality is the medical skill needed to keep the warfighters in the fight downrange. This more hands-on approach to training was brought about after an education and training member went through the intense two-week Tactical Combat Casualty Care Tier 3 course and realized how important it would be to bring lessons learned to the entire medical group.

    “We’re focusing on operating in an austere environment where it’s not going to be calm, it’s not going to be like day-to-day clinic operations,” said U.S. Air Force Capt. Natasha Lindbloom, 49th MDG education and training flight commander. “You could tell somebody to recite the alphabet, but if it’s stressful, they’re going to mess it up. We want our people to be able to do this until they can perform these simple tasks under pressure.”

    Although we cannot mirror a battlefield environment, we can put our medics in situations where critical thinking and a sense of urgency fuels their training to ‘kick in.’Chief Master Sgt. Jason Estrada, 49th MDG senior enlisted leader

    Coupled with the chance to exercise underutilized but combat-effective skills, the exercise served to underscore the importance of medics who are fit to fight and capable of doing what’s needed when it’s needed in a stressful and possibly deadly environment. A low-crawl obstacle course was put together using furniture and gear inside the clinic, streamlining the flow of training and simulating a more realistic urban environment.

    “Although we cannot mirror a battlefield environment, we can put our medics in situations where critical thinking and a sense of urgency fuels their training to ‘kick in,’” Estrada said. “Since so few of our current medics possess the real-world experience, it’s our training team that brings these scenarios to life with realism and pressure-induced decision making, which results in the desired sets & reps our teams need to build muscle memory.

    Constant Improvement

    Medic-X training exercises are not a new concept for medical personnel; in fact, Medic-X was rolled out across the enterprise two years ago and has provided quarterly training objectives to all Defense Health Agency members. The ever-changing global environment and nature of future warfare were other driving factors in the 49th MDG collectively getting ahead of the curve and practicing these critical wartime skills on top of staying adept at their daily clinical duties.

    “I’m hoping this gives people the mindset of ‘Hey, I know I’m in this job right now and I’m comfortable, but I’m not always going to be comfortable if we’re put in these situations in real life,’” said U.S. Air Force Senior Airman Claire Pruitt, 49th MDG education and training program manager.

    All Airmen take TCCC Tier-1 training that covers the basics of what was formerly known as self-aid and buddy care, while all medics are required to take Tier-2 training to gain more expertise in the ability to treat wounds sustained in combat. Tier-3 training is optional but available for all medics and provides a realistic, grueling experience of austere field conditions and the physical limits that medics can be pushed to in wartime.

    “There’s going to be a bit of a shock factor for people working in a clinic, where even though we’re incredibly busy, a lot of it is just administrative work instead of intense, hands-on medical practice,” Pruitt said. “I’m trying to integrate some of the things that they did with us in a physical aspect at the Tier 3 training so that these Airmen have more experience and understand that if they have to do this in real life tomorrow, it’s not going to be easy. They’ll have to think about getting the patient out of the combat zone, treating their wounds, stopping the bleeding, loading them onto a helicopter, etc.”

    The success of the first iteration of integrated field work with Medic-X has laid the groundwork for an ever-improving series of exercises to better prepare Team Holloman’s medics for unpredictable and challenging fights of future conflict.

    “Today’s potential adversaries are better equipped and more prepared than any potential foe has ever been,” Estrada said. “For that reason, every uniform-wearing member of our military needs to understand that he/she is one bad day, one ill-guided decision, one perceived threatful action away from finding themselves, in support of our country, inside a combat environment where the old rules may not apply.”

    MIL Security OSI –

    July 24, 2025
  • MIL-OSI USA: WHAT THEY ARE SAYING: U.S.-Indonesia Trade Deal Is Another America First Win

    US Senate News:

    Source: US Whitehouse
    President Donald J. Trump’s landmark reciprocal trade agreement with Indonesia is another critical step forward in the Trump Administration’s relentless pursuit of trade policy that finally puts America First. The deal eliminates ~99% of tariff barriers for a full range of U.S. industrial, food, and agricultural exports, unlocks new market access, and breaks down non-tariff barriers — and represents the latest victory for American workers, farmers, and manufacturers.
    The trade deal was immediately hailed across American industry:
    American Iron and Steel Institute President and CEO Kevin Dempsey: “AISI is encouraged by today’s announcement of a framework for negotiating an agreement with Indonesia to remove Indonesia’s existing export restrictions on critical minerals, such as nickel, which is critical to stainless steel production. Indonesia’s existing export ban and other restrictions on nickel, together with its close ties to Chinese steel producers that have invested in that country as a result of China’s Belt and Road Initiative, have resulted in significant distortions in the global market for nickel to the detriment of steel producers in the United States. We look forward to working with USTR to address the Indonesian nickel export restrictions and other trade-distorting policies as these negotiations move forward.”
    Association for Competitive Technology President Morgan Reed: “This is another win for U.S. small tech developers. For years the App Association and our members have raised concerns with the U.S. Trade Representative regarding Indonesia’s inclusion of software and other digital goods in their tariff system, among several other digital trade barriers. We thank USTR and the Administration for their tireless work on behalf of small tech companies and look forward to our continued work strengthening American competitiveness globally. Further, we commend the Indonesian government for joining the United States in committing to support a World Trade Organization agreement that ensures countries will not apply taxes or customs duties to digital service transmissions.”
    Business Software Alliance SVP Aaron Cooper: “The US-Indonesia trade agreement is a breakthrough in digital trade policy. The agreement’s provisions to eliminate tariffs on intangible digital products, guaranteeing cross-border data transfers, and supporting the permanent extension of the moratorium on digital customs duties expands access to digital services and supports the adoption of technology. This agreement sends a strong signal to the global economy and many industries that rely on open and secure digital trade, and reflects key reforms that have been core BSA priorities for nearly a decade.”
    American Soybean Association President Caleb Ragland: “We appreciate President Trump and his administration’s efforts in maintaining market access for U.S. soybeans into Indonesia, and the commitment from USTR to address non-tariff barriers in that market. We look forward to future deals like this that reduce tariffs and ensure continued and increased market access for U.S. agriculture.”
    Computer and Communications Industry Association VP Jonathan McHale: “The announced Framework agreement for addressing Indonesia’s many trade barriers, including tariff regimes targeting digital products, restrictions on cross-border data flows, and local content requirements for communications devices, is an important and encouraging step in reforming what has long been one of the most challenging markets for U.S. suppliers. We look forward to a binding agreement addressing not only these restrictions, but a path to resolving all outstanding barriers that remain in this important market.”
    Consortium for Common Food Names Executive Director Jaime Castaneda: “The prospect of having Indonesia commit to a more transparent and balanced approach to GIs would be a meaningful advance in the global fight to preserve the use of common food names like parmesan and feta. We commend the U.S. negotiators for prioritizing this issue, particularly at a time when European Union is attempting to expand their GI abuse in growing dairy markets and shut out the United States. We will work diligently with the U.S. government to hold Indonesia accountable to their commitments on common names.”
    International Dairy Foods Association SVP Becky Rasdall Vargas: “We could not be more enthusiastic and energized about today’s announcement for improved access for U.S. dairy exports to Indonesia. Indonesia is an important trading partner in a region that is critical to U.S. dairy exports, and growing. Today’s announcement represents the largest improvement of access U.S. dairy exporters have seen in the region in over a decade and will be a timely step towards keeping U.S. dairy exporters globally competitive. We express our sincere appreciation to the Administration and the negotiators for achieving this positive outcome for U.S. dairy.”
    National Grain and Feed Association President and CEO Mike Seyfert: “America’s grain and feed industry appreciates President Trump and his negotiating team for advancing a bold and strategic trade framework with Indonesia that delivers meaningful wins for U.S agriculture. This agreement opens the door to billions in new exports – including soybeans, wheat, and other key commodities – while eliminating tariffs and cutting red tape that have long held back U.S. producers. We look forward to swift finalization and implementation of this deal and stand ready to work with the Trump Administration open new markets and tear down unfair trade barriers.”
    National Milk Producers Federation President and CEO Gregg Doud: “This looks like it will be a significant win for U.S. dairy. We commend the Trump Administration for securing an agreement that should deliver real benefits for our dairy farmers. We are pleased to hear this framework removes roadblocks to trade and will help grow dairy sales in one of the world’s most populous markets. NMPF looks forward to reviewing the details of the agreement and working with the Administration to ensure Indonesia upholds its end of the bargain.”
    National Oilseed Processors Association President and CEO Devin Mogler: “We commend the Trump Administration for prioritizing U.S. farmers in this trade deal with Indonesia, and specifically for including soybean meal purchases. NOPA members have invested over $6 billion to expand U.S. soybean crushing capacity by over 25% since 2023 levels to meet growing demand for food, feed and biofuel use, adding value to the crops our great U.S. farmers produce. Ensuring we have access to growing soybean meal markets like Indonesia ensures our farmers remain competitive relative to global competitors.”
    Renewable Fuels Association President and CEO Geoff Cooper: “We’re grateful to President Trump and his team for ensuring U.S. agriculture and renewable fuels are prominently included in these framework agreements. These deals will ultimately help open important Asian markets and allow greater access for American farm products, renewable fuels, and co-products like distillers grains. This administration clearly understands the leading role American farmers and renewable fuel producers can play when it comes to feeding and fueling the world, and we salute President Trump’s efforts to secure fair and reciprocal agreements around the globe. Breaking down barriers to fair trade strengthens our rural economy and the United States as a whole.”
    The Meat Institute: “The Meat Institute’s members celebrate @realdonaldtrump and @USTradeRep’s work on a deal with Indonesia opening up this important market for meat & poultry. We look forward to seeing the details of the deal & to continued efforts to remove remaining barriers to trade in other SE Asian markets.”
    U.S. Dairy Export Council President and CEO Krysta Harden: “Yesterday’s announcement is an important step forward in advancing opportunities for U.S. dairy exporters. This deal is poised to strengthen our long-term partnership with Indonesia while giving U.S. dairy companies a better shot at competing fairly. While verification that Indonesia honors its commitments will be necessary, the removal of both tariff and nontariff barriers is precisely what our industry needs to create new momentum for U.S. dairy exports and deeper collaboration with a key Southeast Asian partner.”
    U.S. Grains Council President and CEO Ryan LeGrand: “The U.S. Grains Council commends the Trump Administration on its historic trade deal with Indonesia, that will enhance trade for both countries and places a zero tariff on the products the Council represents. In the 2023-24 marketing year, Indonesia was the fourth largest importer for U.S. distillers dried grains with solubles at 1,024,000 metric tons. That translates into a nearly $299 million market, and we hope the deal announced today will not only help see those numbers increase but open doors wider to the full range of products we have to offer.”
    U.S. Meat Export Federation President and CEO Dan Halstrom: “USMEF thanks USTR for its tireless efforts to negotiate a meaningful agreement with Indonesia, tackling many challenging issues. Indonesia is a market with incredible potential, in which the opportunity for U.S. beef is estimated at $250 million annually. But today, exports are minimal due to numerous trade barriers. We are encouraged to see that the highlights detailed in the U.S.-Indonesia joint statement include resolving key issues such as import licensing, the commodity balance policy, and Indonesia’s onerous plant-by-plant approval process. For both U.S. beef and U.S. pork, these longstanding restrictions have limited exports to Indonesia. Indonesian importers and consumers are demanding U.S. red meat and we look forward to the swift conclusion of these negotiations and expanded export opportunities.”
    U.S. Wheat Associates President and CEO Mike Spier: “We are excited and grateful to track this wide-reaching government commitment that includes the agreement signed earlier this month between Indonesian flour millers and the U.S. wheat industry. We thank the Trump Administration, the U.S. Trade Representative and the U.S. Department of Agriculture’s Foreign Agricultural Service (USDA-FAS) for their continued work on behalf of American wheat farmers.”

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI Russia: China is ready to stand up for justice and bring positive, stabilizing and constructive forces to world affairs together with its BRICS partners – Chinese Ambassador to Russia

    Translation. Region: Russian Federal

    Source: People’s Republic of China in Russian – People’s Republic of China in Russian –

    An important disclaimer is at the bottom of this article.

    Source: People’s Republic of China – State Council News

    Moscow, July 23 /Xinhua/ — China is ready to uphold justice and bring positive, stabilizing and constructive forces to world affairs together with its BRICS partners, Chinese Ambassador to Russia Zhang Hanhui said in an article titled “Consolidation of Agreements, Joining Efforts, Big BRICS Promotes Transformation of Global Governance,” published in the Russian newspaper Izvestia on Wednesday.

    “The Chinese side is ready to work with its BRICS partners to uphold justice, bring positive, stabilizing and constructive forces to world affairs, promote peaceful settlement of disputes and develop strategic solutions to eliminate the root causes of problems while objectively assessing the circumstances,” the publication says.

    As the Chinese diplomat noted, the 17th BRICS Leaders’ Meeting, which recently concluded in Rio de Janeiro, fully demonstrated the responsibility and readiness of the BRICS countries to become the “vanguard” of the Global South, and also emphasized the role of the association in protecting peace and stability throughout the world, promoting global open development, and advancing exchanges and mutual learning among civilizations.

    Zhang Hanhui stressed that the BRICS countries are the driving forces of economic growth. “In the context of the recession and trade disputes, we must focus on development,” he urged. According to the author of the publication, it is necessary to make efforts to build an open world economy, resolutely oppose unilateralism and protectionism, protect the fundamental principles of the World Trade Organization, promote the liberalization and simplification of trade and investment, and ensure the stability and smoothness of production and supply chains. The ambassador also reported that China has established the China Cooperation Center for the Development of Special Economic Zones in the BRICS Countries.

    The Chinese diplomat believes it is necessary to raise the level of international financial cooperation and open up new promising areas of economic growth, expand cooperation in new areas such as digital technology and green development. “China, through the Global Development Initiative, will create the Digital South brand and conduct 200 training programs on the digital economy and artificial intelligence for the countries of the Global South over the next five years,” he said, adding that this year China will establish the China-BRICS Research Center for New Productive Forces and establish a scholarship for BRICS countries to promote the training of personnel in sectors such as industry and telecommunications.

    Zhang Hanhui called the BRICS countries the initiators of inter-civilization dialogue and called for promoting exchanges and mutual learning among civilizations. He noted that China is ready to work with its BRICS partners to implement the Global Civilization Initiative in line with the civilizational concept of equality, mutual learning, dialogue and inclusiveness. The author of the article called for respecting the diversity of human civilizations, recognizing the right of peoples of different countries to seek ways to realize their values, rejecting any form of a “new Cold War” and ideological confrontation, continuously “enriching the palette” of human civilization, strengthening continuity, innovation and humanitarian exchanges in culture, actively promoting the protection of cultural heritage and the development of culture, and striving to create a harmonious atmosphere of mutual learning, exchanges and coexistence among various civilizations.

    Zhang Hanhui also pointed out that against the backdrop of accelerated changes unseen in a century, the concept of global governance put forward by Chinese President Xi Jinping is increasingly proving its modern value and practical significance. “In the face of growing conflicts and differences, it is necessary to intensify expanded consultations based on equality and mutual respect. Profound common interests require joint contributions based on solidarity,” the ambassador emphasized.

    According to the Chinese diplomat, thanks to the joint efforts of China, Russia and other BRICS partners, the BRICS cooperation mechanism has been continuously developed and strengthened, its representation has expanded, and its international influence has steadily increased. “BRICS provides an important platform for countries in the Global South to assert their right to development, safeguard international justice, and participate in the reform of the global governance system,” he said, adding that China will continue to follow the “BRICS spirit” and work with Russia and other BRICS partners to develop common values and protect common interests, making new contributions to building a community with a shared future for mankind. –0–

    Please note: This information is raw content obtained directly from the source of the information. It is an accurate report of what the source claims and does not necessarily reflect the position of MIL-OSI or its clients.

    .

    MIL OSI Russia News –

    July 24, 2025
  • MIL-OSI: Silvaco Announces Date of Second Quarter 2025 Financial Results Conference Call

    Source: GlobeNewswire (MIL-OSI)

    SANTA CLARA, Calif., July 23, 2025 (GLOBE NEWSWIRE) — Silvaco Group, Inc. (Nasdaq: SVCO, “Silvaco”), a provider of TCAD, EDA software, and SIP solutions that enable innovative semiconductor design and digital twin modeling through AI software and automation, will release its financial results for the second quarter ended June 30, 2025, after the market close on Wednesday, August 6, 2025. The company will host a conference call at 5:00 p.m. Eastern time to discuss its second quarter 2025 results and full year 2025 outlook.

    A press release highlighting the Company’s results along with supplemental financial results will be available at https://investors.silvaco.com/ along with an earnings presentation to accompany management’s prepared remarks. An archived replay of the conference call will be available on this website for a limited time after the call. Participants who want to join the call and ask a question may register for the call here to receive the dial-in numbers and unique PIN.

    Date: Wednesday, August 6, 2025
    Time: 5:00 p.m. Eastern time
    Webcast: Here (live and replay)

    About Silvaco
    Silvaco is a provider of TCAD, EDA software, and SIP solutions that enable semiconductor design and AI through software and innovation. Silvaco’s solutions are used for process and device development across display, power devices, automotive, memory, high-performance compute, foundries, photonics, internet of things, and 5G/6G mobile markets for complex SoC design. Silvaco is headquartered in Santa Clara, California, and has a global presence with offices located in North America, Europe, Brazil, China, Japan, Korea, Singapore, and Taiwan.

    Safe Harbor Statement
    This press release contains forward-looking statements based on Silvaco Group, Inc.’s current expectations. The words “believe”, “estimate”, “expect”, “intend”, “anticipate”, “plan”, “project”, “will”, and similar phrases as they relate to Silvaco Group, Inc. are intended to identify such forward-looking statements. These forward-looking statements reflect the current views and assumptions of Silvaco Group, Inc. and are subject to various risks and uncertainties that could cause actual results to differ materially from expectations.

    Investor Contact:
    Greg McNiff
    investors@silvaco.com

    Media Contact:
    Tiffany Behany
    press@silvaco.com

    The MIL Network –

    July 24, 2025
  • MIL-OSI: Origin Bancorp, Inc. Reports Earnings for Second Quarter 2025

    Source: GlobeNewswire (MIL-OSI)

    RUSTON, La., July 23, 2025 (GLOBE NEWSWIRE) — Origin Bancorp, Inc. (NYSE: OBK) (“Origin,” “we,” “our” or the “Company”), the holding company for Origin Bank (the “Bank”), today announced net income of $14.6 million, or $0.47 diluted earnings per share (“EPS”) for the quarter ended June 30, 2025, compared to net income of $22.4 million, or $0.71 diluted earnings per share, for the quarter ended March 31, 2025. Pre-tax, pre-provision (“PTPP”)(1) earnings were $21.5 million for the quarter ended June 30, 2025, compared to $32.0 million for the linked quarter.

    “During the second quarter, we continued to successfully execute on Optimize Origin, our plan to deliver elite level financial performance for Origin and our shareholders,” said Drake Mills, chairman, president and CEO of Origin Bancorp, Inc. “Throughout the first half of the year, we have created efficiencies within our branch network, improved the overall profitability of our commercial banking team, restructured our mortgage business, and taken multiple actions to optimize our balance sheet. As we head into the back half of 2025, we are well-positioned in the nation’s most dynamic growth markets; and I have full confidence that our employees will continue delivering exceptional value to our customers, communities, and shareholders.”

    (1) PTPP earnings is a non-GAAP financial measure, please see the last few pages of this document for a reconciliation of this alternative financial measure to its most directly comparable GAAP measure.

    Optimize Origin

    • In January 2025, we announced our initiative to drive elite financial performance and enhance our award-winning culture.
    • Built on three primary pillars:
      • Productivity, Delivery & Efficiency
      • Balance Sheet Optimization
      • Culture & Employee Engagement
    • Established near term target of greater than a 1% ROAA run rate by 4Q25 and an ultimate target of top quartile ROAA.
    • Near term target is being achieved in part by branch consolidation, headcount reduction, securities optimization, capital optimization, cash/liquidity management, mortgage restructuring, as well as other opportunistic efficiency optimizations throughout the organization.
    • We believe the actions we have taken will drive earnings improvement of approximately $34.2 million annually on a pre-tax pre-provision basis – an increase of approximately $10.8 million since the last quarterly update, due to additional benefits from increasing our Argent Financial ownership and further securities portfolio optimization.
             

    Financial Highlights

    • Net interest income was $82.1 million for the quarter ended June 30, 2025, reflecting an increase of $3.7 million, or 4.7%, compared to the linked quarter and is at its highest level in the previous nine quarters.
    • Our fully tax equivalent net interest margin (“NIM-FTE”) expanded 17 basis points to 3.61% for the quarter ended June 30, 2025, compared to the quarter ended March 31, 2025. The increase was primarily driven by an eight-basis point increase in the yield earned on average interest-earning assets and a five-basis point decline in the rate paid on average interest-bearing liabilities.
    • As part of our bond portfolio optimization strategy, we sold available-for-sale investment securities with a book value of $215.8 million and realized a loss of $14.4 million during the quarter ended June 30, 2025. This transaction, net of the increase in interest income, negatively impacted diluted EPS by $0.35, but contributed approximately two basis points to our NIM-FTE for the quarter ended June 30, 2025, with an estimated twelve-month total positive impact to NIM-FTE of six basis points.
    • Total loans held for investment (“LHFI”) were $7.68 billion at June 30, 2025, reflecting an increase of $98.9 million, or 1.3%, compared to March 31, 2025. LHFI, excluding mortgage warehouse lines of credit (“MW LOC”), were $7.11 billion at June 30, 2025, reflecting a decrease of $71.7 million, or 1.0%, compared to March 31, 2025.
    • During the quarter ended June 30, 2025, we repurchased 136,399 shares of our common stock at an average price of $31.84 per share. Also, in July 2025, our board of directors approved a stock repurchase program authorizing the purchase of up to $50.0 million of the Company’s outstanding common stock over the next three years, replacing the existing plan which expires this month.
    • Book value per common share was $38.62 at June 30, 2025, reflecting an increase of $0.85, or 2.3%, compared to March 31, 2025 and $3.39, or 9.6%, compared to June 30, 2024. Tangible book value per common share(1) was $33.33 at June 30, 2025, reflecting an increase of $0.90, or 2.8%, compared to March 31, 2025 and $3.56, or 12.0%, compared to June 30, 2024.
    • As part of our Optimize Origin initiatives, we purchased additional shares of Argent Financial on July 1, 2025, which allowed us to reach the 20% ownership threshold. This will change our accounting methodology on this investment to the equity method, which will result in an increase in noninterest income.

    (1) Tangible book value per common share is a non-GAAP financial measure, please see the last few pages of this document for a reconciliation of this alternative financial measure to its most directly comparable GAAP measure.

    Results of Operations for the Quarter Ended June 30, 2025

    Net Interest Income and Net Interest Margin

    Net interest income for the quarter ended June 30, 2025, was $82.1 million, an increase of $3.7 million, or 4.7%, compared to the quarter ended March 31, 2025. The increase was primarily driven by a $4.1 million increase in interest income earned on LHFI and decreases of $1.6 million and $1.1 million in interest expense paid on interest-bearing deposits and subordinated debentures, respectively, partially offset by a $3.0 million decrease in interest income earned on interest-earning balances due from banks and a $1.1 million increase in interest expense on FHLB advances and other borrowings.

    The increase in average LHFI principal balances and the impact of one more calendar day during the quarter ended June 30, 2025, resulted in interest income increases of $3.1 million and $1.3 million, respectively, when compared to the quarter ended March 31, 2025. The increase in average LHFI principal balances was primarily driven by increases of $191.1 million and $64.1 million in MW LOC and commercial and industrial loans, respectively, partially offset by a decrease of $77.1 million in total average real estate loan balances.

    The $1.6 million decrease in interest expense on interest-bearing deposits was mainly due to a $232.8 million decrease in average interest-bearing deposits balance, during the quarter ended June 30, 2025, when compared to the quarter ended March 31, 2025. Due primarily to the seasonality of the deposits, interest-bearing public fund average deposit balances decreased $163.5 million during the quarter ended June 30, 2025.

    The $1.1 million decrease in interest expense on subordinated debentures was primarily driven by the redemption of $70.0 million in subordinated debentures during the quarter ended March 31, 2025, in conjunction with our Optimize Origin initiatives.

    The $3.0 million decrease in interest income earned on average interest-earning balances due from banks was primarily driven by a $267.4 million decrease in average interest-earning balances due from banks.

    The $97.8 million increase in average FHLB advances and other borrowings balance contributed $664,000 to the total $1.1 million increase in interest expense on FHLB advances and other borrowings during the quarter ended June 30, 2025. The remaining increase was primarily driven by an increase in the average rate paid on FHLB advances and other borrowings rising to 4.36% for the quarter ended June 30, 2025, from 2.75% for the quarter ended March 31, 2025. The average short-term FHLB balances were $98.4 million for the quarter ended June 30, 2025, compared to zero for the quarter ended March 31, 2025.

    The Federal Reserve Board sets various benchmark rates, including the federal funds rate, and thereby influences the general market rates of interest, including the loan and deposit rates offered by financial institutions. On September 18, 2024, the Federal Reserve reduced the federal funds target rate range by 50 basis points, to a range of 4.75% to 5.00%, marking the first rate reduction since early 2020. Subsequently, it implemented two additional reductions, with the current federal funds target range set to 4.25% to 4.50% on December 18, 2024. In total, the federal funds target range has decreased 100 basis points from its recent cycle high.

    Our NIM-FTE was 3.61% for the quarter ended June 30, 2025, representing 17- and 44-basis-point increases compared to the linked quarter and the quarter ended June 30, 2024, respectively. The yield earned on interest-earning assets for the quarter ended June 30, 2025, was 5.87%, an increase of eight basis points compared to the linked quarter and a decrease of 17 basis points compared to the quarter ended June 30, 2024. The average rate paid on total interest-bearing liabilities for the quarter ended June 30, 2025, was 3.25%, representing a decrease of five- and 73-basis points compared to the linked quarter and the quarter ended June 30, 2024, respectively. Additionally, total loans represented 83.6% of average interest-earning assets during the quarter ended June 30, 2025, up from 80.8% during the quarter ended March 31, 2025, providing a favorable shift in the asset mix that contributed to the margin improvement.

    During the quarter ended June 30, 2025, we executed a bond portfolio optimization strategy aimed at enhancing long-term yields and improving overall portfolio performance. This strategy involved selling lower-yielding available-for-sale investment securities and using the proceeds to purchase higher-yielding available-for-sale investment securities. As a result, we replaced securities with a total book value of $215.8 million and a weighted average yield of 2.60% with new securities totaling $201.8 million with a weighted average yield of 5.23%, realizing a loss of $14.4 million. The weighted average duration of the securities portfolio increased to 4.52 years as of June 30, 2025, compared to 4.10 years as of March 31, 2025. As part of the strategy, we also entered into interest rate swaps designated as fair value hedges on seven of these purchased securities with a total book value of $41.3 million, to help reduce potential volatility in the fair value of these securities due to changes in market rates. While this transaction resulted in a $0.35 negative impact to diluted EPS during the quarter ended June 30, 2025, due to the realized loss net of the increase in interest income, we believe the trade-off in yield represents an attractive opportunity. This transaction is expected to generate an estimated annual increase in net interest income of $5.6 million, with an estimated earn-back period of 2.6 years and an estimated twelve-month total positive impact to NIM-FTE of six basis points. We will continue to evaluate and identify any additional opportunities that may present themselves to maximize our return on our securities portfolio.

    Credit Quality

    The table below includes key credit quality information:

      At and For the Three Months Ended   Change   % Change
    (Dollars in thousands, unaudited) June 30,
    2025
      March 31,
    2025
      June 30,
    2024
      Linked
    Quarter
      Linked
    Quarter
    Past due LHFI(1) $ 67,626     $ 72,774     $ 66,276     $ (5,148 )   7.1 %
    Past due 30 to 89 days and still accruing   12,495       42,587       17,080       (30,092 )   70.7  
    Allowance for loan credit losses (“ALCL”)   92,426       92,011       100,865       415     0.5  
    Classified loans   127,637       127,676       118,254       (39 )   —  
    Total nonperforming LHFI   85,315       81,368       75,812       3,947     4.9  
    Provision for credit losses   2,862       3,444       5,231       (582 )   16.9  
    Net charge-offs   2,300       2,728       2,946       (428 )   15.7  
    Credit quality ratios(2):                  
    ALCL to nonperforming LHFI   108.33 %     113.08 %     133.05 %   (4.75) %   N/A
    ALCL to total LHFI   1.20       1.21       1.27       (0.01 )   N/A
    ALCL to total LHFI, adjusted(3)   1.29       1.28       1.34       0.01     N/A
    Classified loans to total LHFI   1.66       1.68       1.49       (0.02 )   N/A
    Nonperforming LHFI to LHFI   1.11       1.07       0.95       0.04     N/A
    Net charge-offs to total average LHFI (annualized)   0.12       0.15       0.15       (0.03 )   N/A

    ___________________________

      N/A = Not applicable.
    (1) Past due LHFI are defined as loans 30 days or more past due and includes past due nonperforming loans.
    (2) Please see the Loan Data schedule at the back of this document for additional information.
    (3) The ALCL to total LHFI, adjusted, is calculated by excluding the ALCL for MW LOC loans from the total LHFI ALCL in the numerator and excluding the MW LOC loans from the LHFI in the denominator. Due to their low-risk profile, MW LOC loans require a disproportionately low allocation of the ALCL.
       

    Loans past due 30-89 days and still accruing decreased $30.1 million for the current quarter compared to the linked quarter. The decrease was primarily driven by three loan relationships totaling $10.7 million that were paid off in the current quarter. Also contributing to the decrease in loans 30-89 days past due and still accruing were three loan relationships that are now over 90 days past due and nonperforming totaling $10.6 million and two loan relationships that are now no longer past due totaling $3.0 million.

    Nonperforming LHFI increased $3.9 million for the current quarter compared to the linked quarter, evidenced by an increase in the percentage of nonperforming LHFI to LHFI to 1.11% compared to 1.07% for the linked quarter. The increase in nonperforming loans was primarily driven by four relationships totaling $12.9 million at June 30, 2025. The increase was partially offset by $3.6 million in payments from two relationships and further reduced by total charge-offs of $2.9 million.

    Our results included a credit loss provision expense of $2.9 million during the quarter ended June 30, 2025, which includes a $2.7 million provision for loan credit losses, compared to provision for loan credit losses of $3.7 million for the linked quarter. Net charge-offs decreased $428,000 for the quarter ended June 30, 2025, when compared to the quarter ended March 31, 2025, primarily due to total charge-offs of $4.8 million in the linked quarter, consisting primarily of two commercial and industrial loan relationships with charge-offs totaling $2.6 million, with no comparably sized charge-offs during the current quarter.

    Noninterest Income

    Noninterest income for the quarter ended June 30, 2025, was $1.4 million, a decrease of $14.2 million, or 91.2%, from the linked quarter, primarily driven by a $14.4 million loss on sales of securities, net, and a $1.3 million decrease in insurance commission and fee income, respectively, in the current quarter. These decreases were partially offset by an increase of $902,000 in swap fee income.

    The loss on sales of securities, net, during the current quarter was due to the execution of the bond portfolio optimization strategy discussed above.

    The decrease in insurance commission and fee income was primarily driven by a seasonal increase in annual contingency fee income recognized in the first quarter with no comparable increase in the current quarter.

    The increase in swap fee income was due to both an attractive interest rate environment which is increasingly conducive to facilitating back-to-back swaps for our customers and an increased focus on the marketing of customer swaps as part of Optimize Origin.

    Noninterest Expense

    Noninterest expense for the quarter ended June 30, 2025, was $62.0 million, a decrease of $85,000, or 0.1% from the linked quarter. The decrease was primarily driven by a decrease of $1.4 million in occupancy and equipment, net, that was partially offset by increases of $549,000 and $475,000 in salaries and employee benefit expense and data processing expense, respectively.

    The $1.4 million decrease in occupancy and equipment, net was primarily due to cost incurred in the linked quarter in connection with the closure of banking centers as a part of Optimize Origin.

    The $549,000 increase in salaries and employee benefit expense was primarily due to the adjustment of the incentive compensation accrual which drove the salaries and employee benefit expense lower during the linked quarter.

    The $475,000 increase in data processing expense was primarily due to higher loan workflow software costs during the current quarter compared to the linked quarter.

    Financial Condition

    Loans

    • Total LHFI at June 30, 2025, were $7.68 billion, an increase of $98.9 million, or 1.3%, from $7.59 billion at March 31, 2025, and a decrease of $274.7 million, or 3.5%, compared to June 30, 2024.
    • The primary drivers of the increase during the quarter ended June 30, 2025, compared to the linked quarter, were increases in MW LOC, multi-family real estate and owner occupied commercial real estate of $170.6 million, $40.1 million and $34.8 million, respectively. These increases were partially offset by decreases of $144.9 million and $10.9 million in construction/land/land development loans and commercial and industrial loans, respectively.

    Securities

    • Total securities at June 30, 2025 were $1.14 billion, a decrease of $34.9 million, or 3.0%, from $1.18 billion at March 31, 2025, and a decrease of $34.1 million, or 2.9%, compared to June 30, 2024.
    • The decrease in securities was primarily due to maturities of short-term investments and net sales of available for sale securities during the current quarter.
    • In connection with Optimize Origin, we made a strategic decision to replace lower yielding available-for-sale securities with a total book value of $215.8 million with higher-yielding securities totaling $201.8 million. Additional details about this transaction is disclosed above in the Net Interest Income and Net Interest Margin section of this release.
    • Accumulated other comprehensive loss, net of taxes, primarily associated with unrealized losses within the available for sale portfolio, was $73.6 million at June 30, 2025, a decrease of $16.9 million, or 18.6%, from the linked quarter.
    • The weighted average effective duration for the total securities portfolio was 4.52 years as of June 30, 2025, compared to 4.10 years as of March 31, 2025.

    Deposits

    • Total deposits at June 30, 2025, were $8.12 billion, a decrease of $215.4 million, or 2.6%, compared to March 31, 2025, and a decrease of $387.8 million, or 4.6%, from June 30, 2024. Seasonality in our public fund deposits drove $99.7 million of the current quarter decline when compared to March 31, 2025.
    • The decrease in total deposits at June 30, 2025, compared to the linked quarter was primarily due to decreases of $159.0 million, $57.3 million and $47.1 million in interest-bearing demand deposits, time deposits (excluding brokered time deposits) and noninterest-bearing deposits, respectively. The decrease was partially offset by an increase of $92.6 million in money market deposits. 
    • At June 30, 2025 and March 31, 2025, noninterest-bearing deposits as a percentage of total deposits were 22.7%. At June 30, 2024, noninterest-bearing deposits as a percentage of total deposits were 21.9%.

    Borrowings

    • FHLB advances and other borrowings at June 30, 2025, were $127.8 million, an increase of $115.4 million from $12.5 million at March 31, 2025, and an increase of $87.1 million compared to June 30, 2024. The increase in the current quarter compared to the linked quarter is primarily due to an increase in FHLB short-term borrowings of $115.0 million used primarily to meet current liquidity needs.
    • Average FHLB advances were $104.5 million for the quarter ended June 30, 2025, an increase of $98.3 million from $6.2 million for the quarter ended March 31, 2025 and an increase of $68.8 million from June 30, 2024.

    Conference Call

    Origin will hold a conference call to discuss its second quarter 2025 results on Thursday, July 24, 2025, at 8:00 a.m. Central Time (9:00 a.m. Eastern Time). To participate in the live conference call, please dial +1 (929) 272-1574 (U.S. Local / International 1); +1 (857) 999-3259 (U.S. Local / International 2); +1 (888) 700-7550 (U.S. Toll Free), enter Conference ID: 05905 and request to be joined into the Origin Bancorp, Inc. (OBK) call. A simultaneous audio-only webcast may be accessed via Origin’s website at www.origin.bank under the investor relations, News & Events, Events & Presentations link or directly by visiting https://dealroadshow.com/e/ORIGINQ2.

    If you are unable to participate during the live webcast, the webcast will be archived on the Investor Relations section of Origin’s website at www.origin.bank, under Investor Relations, News & Events, Events & Presentations.

    About Origin

    Origin Bancorp, Inc. is a financial holding company headquartered in Ruston, Louisiana. Origin’s wholly owned bank subsidiary, Origin Bank, was founded in 1912 in Choudrant, Louisiana. Deeply rooted in Origin’s history is a culture committed to providing personalized relationship banking to businesses, municipalities, and personal clients to enrich the lives of the people in the communities it serves. Origin provides a broad range of financial services and currently operates more than 55 locations in Dallas/Fort Worth, East Texas, Houston, North Louisiana, Mississippi, South Alabama and the Florida Panhandle. For more information, visit www.origin.bank.

    Non-GAAP Financial Measures

    Origin reports its results in accordance with generally accepted accounting principles in the United States of America (“GAAP”). However, management believes that certain supplemental non-GAAP financial measures may provide meaningful information to investors that is useful in understanding Origin’s results of operations and underlying trends in its business. However, non-GAAP financial measures are supplemental and should be viewed in addition to, and not as an alternative for, Origin’s reported results prepared in accordance with GAAP. The following are the non-GAAP measures used in this release: PTPP earnings, PTPP ROAA, tangible book value per common share, ROATCE, and core efficiency ratio.

    Please see the last few pages of this release for reconciliations of non-GAAP measures to the most directly comparable financial measures calculated in accordance with GAAP.

    Forward-Looking Statements

     This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include information regarding Origin Bancorp, Inc’s (“Origin”, “we”, “our” or the “Company”) future financial performance, business and growth strategies, projected plans and objectives, and any expected purchases of its outstanding common stock, and related transactions and other projections based on macroeconomic and industry trends, including changes to interest rates by the Federal Reserve and the resulting impact on Origin’s results of operations, estimated forbearance amounts and expectations regarding the Company’s liquidity, including in connection with advances obtained from the FHLB, which are all subject to change and may be inherently unreliable due to the multiple factors that impact broader economic and industry trends, and any such changes may be material. Such forward-looking statements are based on various facts and derived utilizing important assumptions and current expectations, estimates and projections about Origin and its subsidiaries, any of which may change over time and some of which may be beyond Origin’s control. Statements or statistics preceded by, followed by or that otherwise include the words “assumes,” “anticipates,” “believes,” “estimates,” “expects,” “foresees,” “intends,” “plans,” “projects,” and similar expressions or future or conditional verbs such as “could,” “may,” “might,” “should,” “will,” and “would” and variations of such terms are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. Further, certain factors that could affect Origin’s future results and cause actual results to differ materially from those expressed in the forward-looking statements include, but are not limited to: (1) the impact of current and future economic conditions generally and in the financial services industry, nationally and within Origin’s primary market areas, including the impact of tariffs, as well as the financial stress on borrowers and changes to customer and client behavior as a result of the foregoing; (2) changes in benchmark interest rates and the resulting impacts on net interest income; (3) deterioration of Origin’s asset quality; (4) factors that can impact the performance of Origin’s loan portfolio, including real estate values and liquidity in Origin’s primary market areas; (5) the financial health of Origin’s commercial borrowers and the success of construction projects that Origin finances; (6) changes in the value of collateral securing Origin’s loans; (7) the impact of generative artificial intelligence; (8) Origin’s ability to anticipate interest rate changes and manage interest rate risk; (9) the impact of heightened regulatory requirements, reduced debit interchange and overdraft income and the possibility of facing related adverse business consequences if our total assets grow in excess of $10 billion as of December 31 of any calendar year; (10) the effectiveness of Origin’s risk management framework and quantitative models; (11) Origin’s inability to receive dividends from Origin Bank and to service debt, pay dividends to Origin’s common stockholders, repurchase Origin’s shares of common stock and satisfy obligations as they become due; (12) the impact of labor pressures; (13) changes in Origin’s operation or expansion strategy or Origin’s ability to prudently manage its growth and execute its strategy; (14) changes in management personnel; (15) Origin’s ability to maintain important customer relationships, reputation or otherwise avoid liquidity risks; (16) increasing costs as Origin grows deposits; (17) operational risks associated with Origin’s business; (18) significant turbulence or a disruption in the capital or financial markets and the effect of market disruption and interest rate volatility on our investment securities; (19) increased competition in the financial services industry, particularly from regional and national institutions, as well as from fintech companies; (20) compliance with governmental and regulatory requirements and changes in laws, rules, regulations, interpretations or policies relating to financial institutions; (21) periodic changes to the extensive body of accounting rules and best practices; (22) further government intervention in the U.S. financial system; (23) a deterioration of the credit rating for U.S. long-term sovereign debt; (24) Origin’s ability to comply with applicable capital and liquidity requirements, including its ability to generate liquidity internally or raise capital on favorable terms, including continued access to the debt and equity capital markets; (25) natural disasters and other adverse weather events, pandemics, acts of terrorism, war, and other matters beyond Origin’s control; (26) developments in our mortgage banking business, including loan modifications, general demand, and the effects of judicial or regulatory requirements or guidance; (27) fraud or misconduct by internal or external actors (including Origin employees); (28) cybersecurity threats or security breaches and the cost of defending against them; (29) Origin’s ability to maintain adequate internal controls over financial and non-financial reporting; and (30) potential claims, damages, penalties, fines, costs and reputational damage resulting from pending or future litigation, regulatory proceedings and enforcement actions. For a discussion of these and other risks that may cause actual results to differ from expectations, please refer to the sections titled “Cautionary Note Regarding Forward-Looking Statements” and “Risk Factors” in Origin’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission and any updates to those sections set forth in Origin’s subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. If one or more events related to these or other risks or uncertainties materialize, or if Origin’s underlying assumptions prove to be incorrect, actual results may differ materially from what Origin anticipates. Accordingly, you should not place undue reliance on any forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made, and Origin does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

    New risks and uncertainties arise from time to time, and it is not possible for Origin to predict those events or how they may affect Origin. In addition, Origin cannot assess the impact of each factor on Origin’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements, expressed or implied, included in this communication are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Origin or persons acting on Origin’s behalf may issue. Annualized, pro forma, adjusted, projected, and estimated numbers are used for illustrative purposes only, are not forecasts, and may not reflect actual results.

    This press release contains projected financial information with respect to Origin, including with respect to certain goals and strategic initiatives of Origin and the anticipated benefits thereof. This projected financial information constitutes forward-looking information and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The assumptions and estimates underlying such projected financial information are inherently uncertain and are subject to significant business, economic (including interest rate), competitive, and other risks and uncertainties. Actual results may differ materially from the results contemplated by the projected financial information contained herein and the inclusion of such projected financial information in this release should not be regarded as a representation by any person that such actions will be taken or accomplished or that the results reflected in such projected financial information with respect thereto will be achieved.

    Contact:

    Investor Relations
    Chris Reigelman
    318-497-3177
    chris@origin.bank

    Media Contact
    Ryan Kilpatrick
    318-232-7472
    rkilpatrick@origin.bank

    Origin Bancorp, Inc.
    Selected Quarterly Financial Data
    (Unaudited) 
     
      Three Months Ended
      June 30,
    2025
      March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
                       
    Income statement and share amounts (Dollars in thousands, except per share amounts)
    Net interest income $ 82,136     $ 78,459     $ 78,349     $ 74,804     $ 73,890  
    Provision (benefit) for credit losses   2,862       3,444       (5,398 )     4,603       5,231  
    Noninterest income (loss)   1,368       15,602       (330 )     15,989       22,465  
    Noninterest expense   61,983       62,068       65,422       62,521       64,388  
    Income before income tax expense   18,659       28,549       17,995       23,669       26,736  
    Income tax expense   4,012       6,138       3,725       5,068       5,747  
    Net income $ 14,647     $ 22,411     $ 14,270     $ 18,601     $ 20,989  
    PTPP earnings(1) $ 21,521     $ 31,993     $ 12,597     $ 28,272     $ 31,967  
    Basic earnings per common share   0.47       0.72       0.46       0.60       0.68  
    Diluted earnings per common share   0.47       0.71       0.46       0.60       0.67  
    Dividends declared per common share   0.15       0.15       0.15       0.15       0.15  
    Weighted average common shares outstanding – basic   31,192,622       31,205,752       31,155,486       31,130,293       31,042,527  
    Weighted average common shares outstanding – diluted   31,327,818       31,412,010       31,308,805       31,239,877       31,131,829  
                       
    Balance sheet data                  
    Total LHFI $ 7,684,446     $ 7,585,526     $ 7,573,713     $ 7,956,790     $ 7,959,171  
    Total LHFI excluding MW LOC   7,109,698       7,181,395       7,224,632       7,461,602       7,452,666  
    Total assets   9,678,158       9,750,372       9,678,702       9,965,986       9,947,182  
    Total deposits   8,123,036       8,338,412       8,223,120       8,486,568       8,510,842  
    Total stockholders’ equity   1,205,769       1,180,177       1,145,245       1,145,673       1,095,894  
                       
    Performance metrics and capital ratios                  
    Yield on LHFI   6.33 %     6.33 %     6.47 %     6.67 %     6.58 %
    Yield on interest-earnings assets   5.87       5.79       5.91       6.09       6.04  
    Cost of interest-bearing deposits   3.20       3.23       3.61       4.01       3.95  
    Cost of total deposits   2.47       2.52       2.79       3.14       3.08  
    NIM – fully tax equivalent (“FTE”)   3.61       3.44       3.33       3.18       3.17  
    Return on average assets (annualized) (“ROAA”)   0.60       0.93       0.57       0.74       0.84  
    PTPP ROAA (annualized)(1)   0.89       1.32       0.50       1.13       1.28  
    Return on average stockholders’ equity (annualized) (“ROAE”)   4.94       7.79       4.94       6.57       7.79  
    Return on average tangible common equity (annualized) (“ROATCE”)(1)   5.74       9.09       5.78       7.74       9.25  
    Book value per common share $ 38.62     $ 37.77     $ 36.71     $ 36.76     $ 35.23  
    Tangible book value per common share(1)   33.33       32.43       31.38       31.37       29.77  
    Efficiency ratio(2)   74.23 %     65.99 %     83.85 %     68.86 %     66.82 %
    Core efficiency ratio(1)   73.77       65.33       82.79       67.48       65.55  
    Common equity tier 1 to risk-weighted assets(3)   13.47       13.57       13.32       12.46       12.15  
    Tier 1 capital to risk-weighted assets(3)   13.66       13.77       13.52       12.64       12.33  
    Total capital to risk-weighted assets(3)   15.68       15.81       16.44       15.45       15.16  
    Tier 1 leverage ratio(3)   11.70       11.47       11.08       10.93       10.70  
                                           

    __________________________

    (1) PTPP earnings, PTPP ROAA, tangible book value per common share, ROATCE, and core efficiency ratio are either non-GAAP financial measures or use a non-GAAP contributor in the formula. For a reconciliation of these alternative financial measures to their most directly comparable GAAP measures, please see the last few pages of this release.
    (2) Calculated by dividing noninterest expense by the sum of net interest income plus noninterest income.
    (3) June 30, 2025, ratios are estimated and calculated at the Company level, which is subject to the capital adequacy requirements of the Federal Reserve Board.
       
    Origin Bancorp, Inc.
    Selected Year-To-Date Financial Data
    (Unaudited)
     
      Six Months Ended June 30, 2025
    (Dollars in thousands, except per share amounts)   2025       2024  
           
    Income statement and share amounts  
    Net interest income $ 160,595     $ 147,213  
    Provision for credit losses   6,306       8,243  
    Noninterest income   16,970       39,720  
    Noninterest expense   124,051       123,095  
    Income before income tax expense   47,208       55,595  
    Income tax expense   10,150       11,974  
    Net income $ 37,058     $ 43,621  
    PTPP earnings(1) $ 53,514     $ 63,838  
    Basic earnings per common share   1.19       1.41  
    Diluted earnings per common share   1.18       1.40  
    Dividends declared per common share   0.30       0.30  
    Weighted average common shares outstanding – basic   31,199,151       31,011,930  
    Weighted average common shares outstanding – diluted   31,375,804       31,110,747  
           
    Performance metrics      
    Yield on LHFI   6.33 %     6.58 %
    Yield on interest-earning assets   5.83       6.01  
    Cost of interest-bearing deposits   3.21       3.90  
    Cost of total deposits   2.49       3.04  
    NIM-FTE   3.52       3.18  
    ROAA (annualized)   0.77       0.88  
    PTPP ROAA (annualized)(1)   1.11       1.29  
    ROAE (annualized)   6.34       8.17  
    ROATCE (annualized)(1)   7.38       9.73  
    Efficiency ratio(2)   69.86       65.85  
    Core efficiency ratio(1)   69.29       65.40  
                   

    ____________________________

    (1) PTPP earnings, PTPP ROAA, ROATCE, and core efficiency ratio are either non-GAAP financial measures or use a non-GAAP contributor in the formula. For a reconciliation of these alternative financial measures to their most directly comparable GAAP measures, please see the last few pages of this release.
    (2) Calculated by dividing noninterest expense by the sum of net interest income plus noninterest income.
       
    Origin Bancorp, Inc.
    Consolidated Quarterly Statements of Income
    (Unaudited)
     
      Three Months Ended
      June 30,
    2025
      March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
                       
    Interest and dividend income (Dollars in thousands, except per share amounts)
    Interest and fees on loans $ 121,239     $ 117,075     $ 127,021     $ 133,195   $ 129,879
    Investment securities-taxable   7,692       8,076       6,651       6,536     6,606
    Investment securities-nontaxable   1,425       968       964       905     893
    Interest and dividend income on assets held in other financial institutions   4,281       6,424       5,197       3,621     4,416
    Total interest and dividend income   134,637       132,543       139,833       144,257     141,794
    Interest expense                  
    Interest-bearing deposits   50,152       51,779       59,511       67,051     65,469
    FHLB advances and other borrowings   1,216       96       88       482     514
    Subordinated indebtedness   1,133       2,209       1,885       1,920     1,921
    Total interest expense   52,501       54,084       61,484       69,453     67,904
    Net interest income   82,136       78,459       78,349       74,804     73,890
    Provision (benefit) for credit losses   2,862       3,444       (5,398 )     4,603     5,231
    Net interest income after provision (benefit) for credit losses   79,274       75,015       83,747       70,201     68,659
    Noninterest income                  
    Insurance commission and fee income   6,661       7,927       5,441       6,928     6,665
    Service charges and fees   4,927       4,716       4,801       4,664     4,862
    Other fee income   2,809       2,301       2,152       2,114     2,404
    Mortgage banking revenue   1,369       915       1,151       1,153     1,878
    Swap fee income   1,435       533       116       106     44
    (Loss) gain on sales of securities, net   (14,448 )     —       (14,617 )     221     —
    Limited partnership investment (loss) income   (1,909 )     (1,692 )     (62 )     375     68
    Change in fair value of equity investments   —       —       —       —     5,188
    Other income   524       902       688       428     1,356
    Total noninterest income (loss)   1,368       15,602       (330 )     15,989     22,465
    Noninterest expense                  
    Salaries and employee benefits   38,280       37,731       36,405       38,491     38,109
    Occupancy and equipment, net   7,187       8,544       7,913       6,298     7,009
    Data processing   3,432       2,957       3,414       3,470     3,468
    Office and operations   3,337       2,972       2,883       2,984     3,072
    Intangible asset amortization   1,768       1,761       1,800       1,905     2,137
    Regulatory assessments   1,345       1,392       1,535       1,791     1,842
    Advertising and marketing   1,158       1,133       1,929       1,449     1,328
    Professional services   1,285       1,250       2,064       2,012     1,303
    Electronic banking   1,359       1,354       1,377       1,308     1,238
    Loan-related expenses   669       599       431       751     1,077
    Franchise tax expense   688       675       884       721     815
    Other expenses   1,475       1,700       4,787       1,341     2,990
    Total noninterest expense   61,983       62,068       65,422       62,521     64,388
    Income before income tax expense   18,659       28,549       17,995       23,669     26,736
    Income tax expense   4,012       6,138       3,725       5,068     5,747
    Net income $ 14,647     $ 22,411     $ 14,270     $ 18,601   $ 20,989
     
    Origin Bancorp, Inc.
    Consolidated Balance Sheets
    (Unaudited)
     
    (Dollars in thousands) June 30,
    2025
      March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
    Assets                  
    Cash and due from banks $ 113,918     $ 112,888     $ 132,991     $ 159,337     $ 137,615  
    Interest-bearing deposits in banks   220,193       373,314       337,258       161,854       150,435  
    Total cash and cash equivalents   334,111       486,202       470,249       321,191       288,050  
    Securities:                  
    AFS   1,126,721       1,161,368       1,102,528       1,160,965       1,160,048  
    Held to maturity, net of allowance for credit losses   11,093       11,094       11,095       11,096       11,616  
    Securities carried at fair value through income   6,218       6,512       6,512       6,533       6,499  
    Total securities   1,144,032       1,178,974       1,120,135       1,178,594       1,178,163  
    Non-marketable equity securities held in other financial institutions   75,181       71,754       71,643       67,068       64,010  
    Loans held for sale   8,878       10,191       10,494       7,631       18,291  
    LHFI   7,684,446       7,585,526       7,573,713       7,956,790       7,959,171  
    Less: ALCL   92,426       92,011       91,060       95,989       100,865  
    LHFI, net of ALCL   7,592,020       7,493,515       7,482,653       7,860,801       7,858,306  
    Premises and equipment, net   122,618       123,847       126,620       126,751       121,562  
    Cash surrender value of bank-owned life insurance   41,265       41,021       40,840       40,602       40,365  
    Goodwill   128,679       128,679       128,679       128,679       128,679  
    Other intangible assets, net   36,444       38,212       37,473       39,272       41,177  
    Accrued interest receivable and other assets   194,930       177,977       189,916       195,397       208,579  
    Total assets $ 9,678,158     $ 9,750,372     $ 9,678,702     $ 9,965,986     $ 9,947,182  
    Liabilities and Stockholders’ Equity                  
    Noninterest-bearing deposits $ 1,841,684     $ 1,888,808     $ 1,900,651     $ 1,893,767     $ 1,866,622  
    Interest-bearing deposits excluding brokered interest-bearing deposits, if any   5,450,710       5,536,636       5,301,243       5,137,940       4,984,817  
    Time deposits   805,642       862,968       941,000       1,023,252       1,022,589  
    Brokered deposits   25,000       50,000       80,226       431,609       636,814  
    Total deposits   8,123,036       8,338,412       8,223,120       8,486,568       8,510,842  
    FHLB advances and other borrowings   127,843       12,488       12,460       30,446       40,737  
    Subordinated indebtedness   89,657       89,599       159,943       159,861       159,779  
    Accrued expenses and other liabilities   131,853       129,696       137,934       143,438       139,930  
    Total liabilities   8,472,389       8,570,195       8,533,457       8,820,313       8,851,288  
    Stockholders’ equity:                  
    Common stock   156,124       156,220       155,988       155,837       155,543  
    Additional paid-in capital   537,819       538,790       537,366       535,662       532,950  
    Retained earnings   585,387       575,578       557,920       548,419       534,585  
    Accumulated other comprehensive loss   (73,561 )     (90,411 )     (106,029 )     (94,245 )     (127,184 )
    Total stockholders’ equity   1,205,769       1,180,177       1,145,245       1,145,673       1,095,894  
    Total liabilities and stockholders’ equity $ 9,678,158     $ 9,750,372     $ 9,678,702     $ 9,965,986     $ 9,947,182  
     
    Origin Bancorp, Inc.
    Loan Data
    (Unaudited)
     
      At and For the Three Months Ended
      June 30,
    2025
      March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
                       
    LHFI (Dollars in thousands)
    Owner occupied commercial real estate $ 972,788     $ 937,985     $ 975,947     $ 991,671     $ 959,850  
    Non-owner occupied commercial real estate   1,455,771       1,445,864       1,501,484       1,533,093       1,563,152  
    Construction/land/land development   653,748       798,609       864,011       991,545       1,017,389  
    Residential real estate – single family   1,465,535       1,465,192       1,432,129       1,414,013       1,421,027  
    Multi-family real estate   529,899       489,765       425,460       434,317       398,202  
    Total real estate loans   5,077,741       5,137,415       5,199,031       5,364,639       5,359,620  
    Commercial and industrial   2,011,178       2,022,085       2,002,634       2,074,037       2,070,947  
    MW LOC   574,748       404,131       349,081       495,188       506,505  
    Consumer   20,779       21,895       22,967       22,926       22,099  
    Total LHFI   7,684,446       7,585,526       7,573,713       7,956,790       7,959,171  
    Less: ALCL   92,426       92,011       91,060       95,989       100,865  
    LHFI, net $ 7,592,020     $ 7,493,515     $ 7,482,653     $ 7,860,801     $ 7,858,306  
                       
    Nonperforming assets(1)                  
    Nonperforming LHFI                  
    Commercial real estate $ 12,814     $ 5,465     $ 4,974     $ 2,776     $ 2,196  
    Construction/land/land development   17,720       17,694       18,505       26,291       26,336  
    Residential real estate(2)   37,996       40,749       36,221       14,313       13,493  
    Commercial and industrial   16,655       17,325       15,120       20,486       33,608  
    Consumer   130       135       182       407       179  
    Total nonperforming LHFI   85,315       81,368       75,002       64,273       75,812  
    Other real estate owned/repossessed assets   1,991       1,990       3,635       6,043       6,827  
    Total nonperforming assets $ 87,306     $ 83,358     $ 78,637     $ 70,316     $ 82,639  
    Classified assets $ 129,628     $ 129,666     $ 122,417     $ 113,529     $ 125,081  
    Past due LHFI(3)   67,626       72,774       42,437       38,838       66,276  
    Past due 30 to 89 days and still accruing   12,495       42,587       18,015       20,170       17,080  
                       
    Allowance for loan credit losses                  
    Balance at beginning of period $ 92,011     $ 91,060     $ 95,989     $ 100,865     $ 98,375  
    Provision (benefit) for loan credit losses   2,715       3,679       (5,489 )     4,644       5,436  
    Loans charged off   3,700       4,848       2,025       11,226       3,706  
    Loan recoveries   1,400       2,120       2,585       1,706       760  
    Net charge-offs (recoveries)   2,300       2,728       (560 )     9,520       2,946  
    Balance at end of period $ 92,426     $ 92,011     $ 91,060     $ 95,989     $ 100,865  
                       
    Credit quality ratios                  
    Total nonperforming assets to total assets   0.90 %     0.85 %     0.81 %     0.71 %     0.83 %
    Nonperforming LHFI to LHFI   1.11       1.07       0.99       0.81       0.95  
    Past due LHFI to LHFI   0.88       0.96       0.56       0.49       0.83  
    Past due 30 to 89 days and still accruing to LHFI   0.16       0.56       0.24       0.25       0.21  
    ALCL to nonperforming LHFI   108.33       113.08       121.41       149.35       133.05  
    ALCL to total LHFI   1.20       1.21       1.20       1.21       1.27  
    ALCL to total LHFI, adjusted(4)   1.29       1.28       1.25       1.28       1.34  
    Net charge-offs (recoveries) to total average LHFI (annualized)   0.12       0.15       (0.03 )     0.48       0.15  
     

    ____________________________

    (1) Nonperforming assets consist of nonperforming/nonaccrual loans and property acquired through foreclosures or repossession, as well as bank-owned property not in use and listed for sale, if any.
    (2)  Includes multi-family real estate.
    (3) Past due LHFI are defined as loans 30 days or more past due and includes past due nonperforming loans.
    (4) The ALCL to total LHFI, adjusted is calculated by excluding the ALCL for MW LOC loans from the total LHFI ALCL in the numerator and excluding the MW LOC loans from the LHFI in the denominator. Due to their low-risk profile, MW LOC loans require a disproportionately low allocation of the ALCL.
       
    Origin Bancorp, Inc.
    Average Balances and Yields/Rates
    (Unaudited)
     
      Three Months Ended
      June 30, 2025   March 31, 2025   June 30, 2024
      Average Balance   Yield/Rate   Average Balance   Yield/Rate   Average Balance   Yield/Rate
                           
    Assets (Dollars in thousands)
    Commercial real estate $ 2,407,632   5.78 %   $ 2,448,099   5.82 %   $ 2,497,490   5.91 %
    Construction/land/land development   739,601   6.92       821,754   6.87       1,058,972   6.98  
    Residential real estate(1)   1,955,422   5.62       1,909,922   5.53       1,787,829   5.48  
    Commercial and industrial (“C&I”)   2,068,175   7.30       2,004,034   7.37       2,128,486   7.87  
    MW LOC   480,587   6.86       289,521   7.07       430,885   7.57  
    Consumer   21,851   7.29       22,709   7.45       22,396   8.06  
    LHFI   7,673,268   6.33       7,496,039   6.33       7,926,058   6.58  
    Loans held for sale   11,422   6.92       8,590   6.18       14,702   6.84  
    Loans receivable   7,684,690   6.33       7,504,629   6.33       7,940,760   6.58  
    Investment securities-taxable   980,430   3.15       1,021,904   3.21       1,046,301   2.54  
    Investment securities-nontaxable   175,101   3.26       140,875   2.79       143,232   2.51  
    Non-marketable equity securities held in other financial institutions   77,240   6.63       71,669   2.35       56,270   6.53  
    Interest-earning balances due from banks   276,372   4.36       543,821   4.48       254,627   5.53  
    Total interest-earning assets   9,193,833   5.87       9,282,898   5.79       9,441,190   6.04  
    Noninterest-earning assets   522,090         525,317         567,035    
    Total assets $ 9,715,923       $ 9,808,215       $ 10,008,225    
                           
    Liabilities and Stockholders’ Equity                    
    Liabilities                      
    Interest-bearing liabilities                      
    Savings and interest-bearing transaction accounts $ 5,409,357   3.17 %   $ 5,538,710   3.14 %   $ 5,130,224   3.80 %
    Time deposits   868,703   3.45       972,176   3.69       1,534,679   4.46  
    Total interest-bearing deposits   6,278,060   3.20       6,510,886   3.23       6,664,903   3.95  
    FHLB advances and other borrowings   111,951   4.36       14,148   2.75       41,666   4.96  
    Subordinated indebtedness   89,633   5.07       124,133   7.22       159,973   4.83  
    Total interest-bearing liabilities   6,479,644   3.25       6,649,167   3.30       6,866,542   3.98  
    Noninterest-bearing liabilities                      
    Noninterest-bearing deposits   1,881,301         1,837,365         1,894,141    
    Other liabilities   164,647         154,934         163,273    
    Total liabilities   8,525,592         8,641,466         8,923,956    
    Stockholders’ Equity   1,190,331         1,166,749         1,084,269    
    Total liabilities and stockholders’ equity $ 9,715,923       $ 9,808,215       $ 10,008,225    
    Net interest spread     2.62 %       2.49 %       2.06 %
    NIM     3.58         3.43         3.15  
    NIM-FTE(2)     3.61         3.44         3.17  
     

    ____________________________

    (1) Includes multi-family real estate.
    (2) In order to present pre-tax income and resulting yields on tax-exempt investments comparable to those on taxable investments, a tax-equivalent adjustment has been computed. This adjustment also includes income tax credits received on Qualified School Construction Bonds.
       
    Origin Bancorp, Inc.
    Notable Items
    (Unaudited)
     
      At and For the Three Months Ended
      June 30,
    2025
      March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      $ Impact   EPS
    Impact(1)
      $ Impact   EPS
    Impact(1)
      $ Impact   EPS
    Impact(1)
      $ Impact   EPS
    Impact(1)
      $ Impact   EPS
    Impact(1)
                                           
      (Dollars in thousands, except per share amounts)
    Notable interest income items:                                    
    Interest income reversal on relationships impacted by questioned banker activity $ —     $ —     $ —     $ —     $ —     $ —     $ —     $ —     $ (1,206 )   $ (0.03 )
    Notable interest expense items:                                    
    OID amortization – subordinated debenture redemption   —       —       (681 )     (0.02 )     —       —       —       —       —       —  
    Notable provision expense items:                                    
    Provision release (expense) related to questioned banker activity   —       —       —       —       3,212       0.08       —       —       (3,212 )     (0.08 )
    Provision release (expense) on relationships impacted by questioned banker activity   —       —       375       0.01       —       —       —       —       (4,131 )     (0.11 )
    Notable noninterest income items(2):                                
    (Loss) gain on sales of securities, net   (14,448 )     (0.36 )     —       —       (14,617 )     (0.37 )     221       0.01       —       —  
    Gain on sub-debt repurchase   —       —       —       —       —       —       —       —       81       —  
    Positive valuation adjustment on non-marketable equity securities   —       —       —       —       —       —       —       —       5,188       0.13  
    Net (loss) gain on OREO properties(2)   (158 )     —       (212 )     (0.01 )     198       —       —       —       800       0.02  
    BOLI payout   —       —       208       0.01       —       —       —       —       —       —  
    Notable noninterest expense items:                                
    Operating expense related to questioned banker activity   (530 )     (0.01 )     (543 )     (0.01 )     (4,069 )     (0.10 )     (848 )     (0.02 )     (1,452 )     (0.04 )
    Operating expense related to strategic Optimize Origin initiatives   (428 )     (0.01 )     (1,615 )     (0.04 )     (1,121 )     (0.03 )     —       —       —       —  
    Employee Retention Credit   —       —       213       0.01       1,651       0.04       —       —       —       —  
    Total notable items $ (15,564 )     (0.39 )   $ (2,255 )     (0.06 )   $ (14,746 )     (0.37 )   $ (627 )     (0.02 )   $ (3,932 )     (0.10 )
     

    ____________________________

    (1) The diluted EPS impact is calculated using a 21% effective tax rate. The total of the diluted EPS impact of each individual line item may not equal the calculated diluted EPS impact on the total notable items due to rounding.
    (2) The $158,000 net loss on OREO properties for the quarter ended June 30, 2025, includes an $8,000 insurance settlement recovery that was included in noninterest income on the face of the income statement and $3,000 in repair costs that was included in noninterest expense. The $212,000 net loss on OREO properties for the quarter ended March 31, 2025, includes a $444,000 expected insurance settlement recovery that was included in noninterest income on the face of the income statement, and a $148,000 repair cost that was included in noninterest expense.
       
    Origin Bancorp, Inc.
    Notable Items – Continued
    (Unaudited)
     
      Six Months Ended June 30,
        2025       2024  
      $ Impact   EPS Impact(1)   $ Impact   EPS Impact(1)
                   
      (Dollars in thousands, except per share amounts)
    Notable interest income items:              
    Interest income reversal on relationships impacted by questioned banker activity $ —     $ —     $ (1,206 )   $ (0.03 )
    Notable interest expense items:              
    OID amortization -subordinated debenture redemption   (681 )     (0.02 )     —       —  
    Notable provision expense items:              
    Provision expense related to questioned banker activity   —       —       (3,212 )     (0.08 )
    Provision release (expense) on relationships impacted by questioned banker activity   375       0.01       (4,131 )     (0.10 )
    Notable noninterest income items:              
    MSR gain (impairment)   —       —       410       0.01  
    Loss on sales of securities, net   (14,448 )     (0.36 )     (403 )     (0.01 )
    Gain on sub-debt repurchase   —       —       81       —  
    Positive valuation adjustment on non-marketable equity securities   —       —       5,188       0.13  
    Net (loss) gain on OREO properties(2)   (370 )     (0.01 )     800       0.02  
    BOLI payout   208       0.01       —       —  
    Notable noninterest expense items:              
    Operating expense related to questioned banker activity   (1,073 )     (0.03 )     (1,452 )     (0.04 )
    Operating expense related to strategic Optimize Origin initiatives   (2,043 )     (0.05 )     —       —  
    Employee Retention Credit   213       0.01       —       —  
    Total notable items $ (17,819 )     (0.45 )   $ (3,925 )     (0.10 )
     

    ____________________________

    (1) The diluted EPS impact is calculated using a 21% effective tax rate. The total of the diluted EPS impact of each individual line item may not equal the calculated diluted EPS impact on the total notable items due to rounding.
    (2) The $370,000 net loss on OREO properties for the six months ended June 30, 2025, includes a $452,000 insurance settlement recovery that was included in noninterest income on the face of the income statement and a $151,000 repair cost that was included in noninterest expense.
       
    Origin Bancorp, Inc.
    Non-GAAP Financial Measures
    (Unaudited)
     
      At and For the Three Months Ended
      June 30,
    2025
      March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
                       
      (Dollars in thousands, except per share amounts)
    Calculation of PTPP earnings:                  
    Net income $ 14,647     $ 22,411     $ 14,270     $ 18,601     $ 20,989  
    Provision (benefit) for credit losses   2,862       3,444       (5,398 )     4,603       5,231  
    Income tax expense   4,012       6,138       3,725       5,068       5,747  
    PTPP earnings (non-GAAP) $ 21,521     $ 31,993     $ 12,597     $ 28,272     $ 31,967  
                       
    Calculation of PTPP ROAA:                  
    PTPP earnings $ 21,521     $ 31,993     $ 12,597     $ 28,272     $ 31,967  
    Divided by number of days in the quarter   91       90       92       92       91  
    Multiplied by the number of days in the year   365       365       366       366       366  
    PTPP earnings, annualized $ 86,320     $ 129,749     $ 50,114     $ 112,473       128,571  
    Divided by total average assets   9,715,923       9,808,215       9,978,543       9,985,836       10,008,225  
    ROAA (annualized) (GAAP)   0.60 %     0.93 %     0.57 %     0.74 %     0.84 %
    PTPP ROAA (annualized) (non-GAAP)   0.89       1.32       0.50       1.13       1.28  
                       
    Calculation of tangible book value per common share:
    Total common stockholders’ equity $ 1,205,769     $ 1,180,177     $ 1,145,245     $ 1,145,673     $ 1,095,894  
    Goodwill   (128,679 )     (128,679 )     (128,679 )     (128,679 )     (128,679 )
    Other intangible assets, net   (36,444 )     (38,212 )     (37,473 )     (39,272 )     (41,177 )
    Tangible common equity   1,040,646       1,013,286       979,093       977,722       926,038  
    Divided by common shares outstanding at the end of the period   31,224,718       31,244,006       31,197,574       31,167,410       31,108,667  
    Book value per common share (GAAP) $ 38.62     $ 37.77     $ 36.71     $ 36.76     $ 35.23  
    Tangible book value per common share (non-GAAP)   33.33       32.43       31.38       31.37       29.77  
                       
    Calculation of ROATCE:                
    Net income $ 14,647     $ 22,411     $ 14,270     $ 18,601     $ 20,989  
    Divided by number of days in the quarter   91       90       92       92       91  
    Multiplied by number of days in the year   365       365       366       366       366  
    Annualized net income $ 58,749     $ 90,889     $ 56,770     $ 74,000     $ 84,417  
                       
    Total average common stockholders’ equity $ 1,190,331     $ 1,166,749     $ 1,149,228     $ 1,125,697     $ 1,084,269  
    Average goodwill   (128,679 )     (128,679 )     (128,679 )     (128,679 )     (128,679 )
    Average other intangible assets, net   (37,459 )     (38,254 )     (38,646 )     (40,487 )     (42,563 )
    Average tangible common equity   1,024,193       999,816       981,903       956,531       913,027  
                       
    ROAE (annualized) (GAAP)   4.94 %     7.79 %     4.94 %     6.57 %     7.79 %
    ROATCE (annualized) (non-GAAP)   5.74       9.09       5.78       7.74       9.25  
                       
    Calculation of core efficiency ratio:                  
    Total noninterest expense $ 61,983     $ 62,068     $ 65,422     $ 62,521     $ 64,388  
    Insurance and mortgage noninterest expense   (8,460 )     (8,230 )     (8,497 )     (8,448 )     (8,402 )
    Adjusted total noninterest expense   53,523       53,838       56,925       54,073       55,986  
                       
    Net interest income $ 82,136     $ 78,459     $ 78,349     $ 74,804     $ 73,890  
    Insurance and mortgage net interest income   (2,924 )     (2,815 )     (2,666 )     (2,578 )     (2,407 )
    Total noninterest income   1,368       15,602       (330 )     15,989       22,465  
    Insurance and mortgage noninterest income   (8,030 )     (8,842 )     (6,592 )     (8,081 )     (8,543 )
    Adjusted total revenue   72,550       82,404       68,761       80,134       85,405  
                       
    Efficiency ratio (GAAP)   74.23 %     65.99 %     83.85 %     68.86 %     66.82 %
    Core efficiency ratio (non-GAAP)   73.77       65.33       82.79       67.48       65.55  
     
    Origin Bancorp, Inc.
    Non-GAAP Financial Measures – Continued
    (Unaudited)
     
      Six Months Ended June 30,
        2025       2024  
           
      (Dollars in thousands, except per share amounts)
    Calculation of PTPP earnings:      
    Net income $ 37,058     $ 43,621  
    Provision for credit losses   6,306       8,243  
    Income tax expense   10,150       11,974  
    PTPP earnings (non-GAAP) $ 53,514     $ 63,838  
           
    Calculation of PTPP ROAA:      
    PTPP Earnings $ 53,514     $ 63,838  
    Divided by the year-to-date number of days   181       182  
    Multiplied by number of days in the year   365       366  
    Annualized PTPP Earnings $ 107,915     $ 128,378  
           
    Divided by total average assets $ 9,761,814     $ 9,934,730  
    ROAA (annualized) (GAAP)   0.77 %     0.88 %
    PTPP ROAA (annualized) (non-GAAP)   1.11       1.29  
           
    Calculation of ROATCE:    
    Net income $ 37,058     $ 43,621  
    Divided by the year-to-date number of days   181       182  
    Multiplied by number of days in the year   365       366  
    Annualized net income $ 74,730     $ 87,721  
           
    Total average common stockholders’ equity $ 1,178,605     $ 1,073,487  
    Average goodwill   (128,679 )     (128,679 )
    Average other intangible assets, net   (37,854 )     (43,631 )
    Average tangible common equity   1,012,072       901,177  
           
    ROAE (annualized) (GAAP)   6.34 %     8.17 %
    ROATCE (annualized) (non-GAAP)   7.38       9.73  
           
    Calculation of core efficiency ratio:      
    Total noninterest expense $ 124,051     $ 123,095  
    Insurance and mortgage noninterest expense   (16,690 )     (16,447 )
    Adjusted total noninterest expense   107,361       106,648  
           
    Net interest income $ 160,595     $ 147,213  
    Insurance and mortgage net interest income   (5,739 )     (5,202 )
    Total noninterest income   16,970       39,720  
    Insurance and mortgage noninterest income   (16,872 )     (18,666 )
    Adjusted total revenue   154,954       163,065  
           
    Efficiency ratio (non-GAAP)   69.86 %     65.85 %
    Core efficiency ratio (non-GAAP)   69.29       65.40  
                   

    The MIL Network –

    July 24, 2025
  • MIL-OSI Security: Defense News in Brief: U.S.-Philippine Airmen strengthen ties during Cope Thunder 25-2

    Source: United States Airforce

    PACAF participated in Cope Thunder 25-2, a unique platform that integrates U.S. and Philippine Air Forces and enhances interoperability through bilateral fighter training, subject matter expert exchanges and key leadership engagements.

    CLARK AIR BASE, Philippines (AFNS) —  

    U.S. Pacific Air Forces and Philippine Air Force members participated in Cope Thunder 25-2, a bilateral training conducted across multiple locations in the Philippines. The exercise aimed to strengthen partnerships and support the Philippine Air Force’s modernization efforts, promoting regional and global stability.

    Established in the Philippines in 1976, Cope Thunder provides a unique platform to integrate U.S. and Philippine Air Forces and enhance interoperability through bilateral fighter training, subject matter expert exchanges and key leadership engagements. Cope Thunder 25-2 also marked the first time a U.S. Air Force F-35A Lightning II squadron has deployed to the Philippines.

    “It’s obvious that this isn’t a relationship that’s simply on paper,” said Lt. Col. Bryan Mussler, 421st Mission Generation Force Element commander. “We’ve been integrating with them for a long time, and their mentality and approach to operations is very similar to ours.”

    Subject matter expert exchanges during the exercise enabled U.S. and Philippine Airmen in similar career fields to share best practices and effective techniques aimed at improving day-to-day operations for both forces. These exchanges included maintenance, firefighting, airfield operations, electromagnetic warfare and basic fighter manoeuvres with U.S. and Philippine pilots flying side by side.

    U.S. Air Force maintainers, assigned to the 421st Mission Generation Force Element, depart the flightline after conducting preflight operations on an F-35A Lightning II during Cope Thunder 25-2 at Clark Air Base, Philippines, July 7, 2025. The exercise enhances interoperability between the U.S. Air Force and the Philippine Air Force and supported the Armed Forces of the Philippines’ modernization efforts. (U.S. Air Force photo by Airman 1st Class Aden Brown)
    U.S. Air Force Staff Sgt. Arnaldo Puente Mendez, 421st Mission Generation Force Element aerospace ground equipment maintainer, briefs Philippine Air Force airmen on a self-generating nitrogen servicing cart during Cope Thunder 25-2 at Clark Air Base, Philippines, July 9, 2025. During the subject matter expert exchange, U.S. Airmen provided valuable insight into equipment used for aircraft maintenance, supporting Armed Forces of the Philippines’ modernization efforts. (U.S. Air Force photo by Airman 1st Class Aden Brown)
    U.S. Air Force Capt. Tyler Rico, second to the left, and Capt. Toney Fisher, right, 421st Mission Generation Force Element F-35A pilots, coordinate flight plans with Philippine Air Force pilots during the Cope Thunder 25-2 exercise at Clark Air Base, Philippines, July 7, 2025. The training conducted between the U.S. and Philippine Air Force strengthens both the ability to respond together for potential future crises, contingencies and natural disasters. (U.S. Air Force photo by Airman 1st Class Aden Brown) (Image blurred for operational security)

    “We worked closely with the PAF pilots, and it was clear they are professional and highly capable aviators that employ their weapon systems with skill and precision,” said Capt. Tobey Fisher, 421st Mission Generation Force Element F-35A instructor pilot. “Additionally, this exercise afforded the 421st MGFE the opportunity to operate at a remote airfield with minimal support.”

    The F-35A maintenance team supported Cope Thunder 25-2 with a lean, agile team, operating with roughly one-third of the personnel they typically have at their home station.

    “It’s really cool to see such a small team come here and execute the mission,” said Maj. Clinton Bialcak, 421st Fighter Generation Squadron commander, referring to executing the F-35 maintenance mission. “I think everyone in the region, in the world and in the Department of Defense sees that we can do it and they can rely on us.”

    The U.S. Air Force’s participation reflects ongoing efforts to strengthen coordination with regional allies and partners.

    MIL Security OSI –

    July 24, 2025
  • MIL-OSI Security: Defense News in Brief: Next-gen TOC-L systems announced to boost agile C2 capabilities

    Source: United States Airforce

    The DAF has announced the upgrade of the Tactical Operations Center-Light capability with its Major Release 2 prototype, designed to advance contributions to Combined Joint All-Domain Command and Control.

    ARLINGTON, Va. (AFNS) —  

    The Department of the Air Force recently announced the upgrade of the Tactical Operations Center-Light capability with its Major Release 2 prototype, July 22.

    This rapid prototyping effort, developed with support from long-standing industry partners, will deliver more than 40 next-generation TOC-L systems designed to advance the DAF’s contribution to Combined Joint All-Domain Command and Control.

    “This has been a major push from our team and industry partners to see the TOC-L MR2 prototype developed with all the lessons learned from MR1,” said Maj. Gen. Luke Cropsey, DAF’s Program Executive Officer for Command, Control, Communications and Battle Management. “This achievement truly embodies our agile acquisition approach, setting the stage for a phased deployment where we can rapidly field operationally relevant upgrades based on feedback from the field.”

    Managed by DAF PEO C3BM’s Advanced Battle Management System Division, the TOC-L integrates data from multiple sources to create a synchronized air picture. The MR2 prototype represents a crucial leap forward for the TOC-L. While 16 MR1 prototypes focused on minimizing the system’s physical footprint, MR2 also prioritizes enhanced integration capabilities.

    “The MR2 aims to enhance portability, survivability, mobility and ease of use through reduced size, weight, power, while featuring improved usability and maintainability to reduce training time and improve operational readiness,” said Lt. Col. Micah Graber, ABMS Deployable Systems Branch materiel leader. “The system will also feature ABMS Digital Infrastructure and Cloud-Based Command and Control software capability for enhanced enterprise interoperability and expanded data access within the DAF BATTLE NETWORK.”  

    This shift from maneuverability to integration leveraged insights gained from the MR1 prototype’s first operational deployment to Combined Joint Task Force-Horn of Africa, which provided real-world capability assessment. Along with data from prior experiments, recent participation in the U.S. Army’s Project Convergence Capstone 5 also played a vital role in directly informing MR2 requirements, focusing on the system’s integration with other key technologies.   

    “The plan for the MR2 prototypes builds upon the lessons learned from the original 16,” said Stephen Ciulla, ABMS TOC-L program manager. “The potential use cases and operational possibilities have expanded over the last 18 months and MR2 development includes more rigorous testing and design validation to ensure that functional and operational requirements are met.”

    The MR2 prototype will serve as the execution arm of the DAF BATTLE NETWORK by utilizing ABMS DI to communicate to various sensors and C2 systems, according to Ciulla. This bridges communication gaps between disparate systems, facilitating seamless cross-domain integration and interoperability. CBC2 functionality additionally employs advanced software and artificial intelligence to assist battle managers in prioritizing and executing actions, while advancing human-machine teaming.

    “MR2’s integration advancements, enabled by ABMS DI and CBC2, will enable seamless information sharing and improved coordination among warfighters in contested environments, leading to a more cohesive and effective force,” Graber said. “This enhanced interoperability translates into tangible operational advancements by allowing for better-informed decisions and more decisive actions across all levels – tactical, operational and strategic.”

    The TOC-L prototype is a critical component of the DAF BATTLE NETWORK, contributing to enhanced situational awareness and decision-making across the battlespace. The MR2 prototype underscores the Air Force’s commitment to delivering cutting-edge technology to the warfighter, ensuring decisive advantage in future conflicts.

    MIL Security OSI –

    July 24, 2025
  • MIL-OSI USA: Urgent: Take action to protect Tennessee Valley Authority from privatization

    Source: US International Brotherhood of Boilermakers

    Breaking News

    Since 1933, the Boilermakers have been working with the Tennessee Valley Authority (TVA) to build and maintain the infrastructure that powers the South. What began as a New Deal hydroelectric-focused endeavor has evolved over the past 90 years to coal, natural gas, nuclear and a planned, first-in-the-nation nuclear fusion generation facility. The generating assets within the TVA are diverse and efficient, delivering power to millions of southern households across seven states, powering the southern economy and stabilizing the national electric grid.  TVA is a federally owned power authority that has been operating in partnership with the IBB for nearly 100 years, producing millions of man-hours for generations.

    Since the Obama administration, several unsuccessful attempts have been made to privatize TVA. There are strong rumors that the Trump administration is considering privatization of TVA, meaning they would sell off the generating assets and infrastructure to the highest bidder, jeopardizing millions of Boilermaker man-hours. Additionally, privatizing TVA’s assets would cost families who live in the TVA jurisdiction an estimated additional $50 a month on their utility bill—a cost most working families cannot afford.

    Below is the Boilermakers’ official statement urging against privatization of TVA. Boilermakers are strongly encouraged to contact their U.S. Senators using this action page link, which can and should be shared widely. The link will take you to an easy form that will automatically contact your Senator with a letter. It only takes a minute. This will help Boilermakers working on TVA projects and remind Washington that Boilermakers power America.

     

    Boilermakers’ official statement on privatization of the Tennessee Valley Authority 

    Kansas City, Mo. (July 23, 2025) — Following is the official statement of the International Brotherhood of Boilermakers, issued by International President Timothy Simmons, regarding U.S. Senate consideration of privatization of the Tennessee Valley Authority

    We urge the Senate to slow down any attempt to privatize the Tennessee Valley Authority, as any such effort would have devastating effects across the South and our nation.  Through the hard work of thousands of Boilermakers, TVA has been efficiently and effectively powering the South for over 90 years, building and maintaining a diverse portfolio of power generation assets across seven states. Disrupting TVA’s service to the South would, in turn, disrupt the nation, stalling out our ability to meet increasing power demands further stressed by the need to support the ever-evolving AI technology sector. In its current practice, TVA generates power that is affordable for every family and stabilizes the nation’s power grid. This is a classic case of “if it’s not broken, don’t fix it.” 

    All Boilermakers are encouraged to contact their U.S. Senators using this action link.

    View the full statement PDF

    MIL OSI USA News –

    July 24, 2025
  • MIL-OSI: QCR Holdings, Inc. Announces Net Income of $29.0 Million for the Second Quarter of 2025

    Source: GlobeNewswire (MIL-OSI)

    Second Quarter 2025 Highlights

    • Net income of $29.0 million, or $1.71 per diluted share
    • Adjusted net income1of $29.4 million, or $1.73 per diluted share
    • NIM TEY1expanded four basis points to 3.46%
    • Adjusted ROAA1of 1.29% annualized
    • Capital markets revenue growth of 51% on a linked-quarter basis
    • Nonperforming assets declined $5.5 million, or 11%
    • Tangible book value per share1grew $1.64, or 13% annualized
    • TCE/TA ratio1improved 22 basis points to 9.92%

    MOLINE, Ill., July 23, 2025 (GLOBE NEWSWIRE) — QCR Holdings, Inc. (NASDAQ: QCRH) (the “Company”) today announced quarterly net income of $29.0 million and diluted earnings per share (“EPS”) of $1.71 for the second quarter of 2025, compared to net income of $25.8 million and diluted EPS of $1.52 for the first quarter of 2025.

    Adjusted net income1 and adjusted diluted EPS1 for the second quarter of 2025 were $29.4 million and $1.73, respectively, for the first quarter of 2025 compared to $26.0 million and $1.53, respectively, for the first quarter of 2025 and $29.3 million, and $1.73 respectively for the second quarter of 2024.

      For the Quarter Ended    
      June 30, March 31, June 30,    
    $ in millions (except per share data)  2025  2025  2024    
    Net Income $ 29.0 $ 25.8 $ 29.1    
    Diluted EPS $ 1.71 $ 1.52 $ 1.72    
    Adjusted Net Income1 $ 29.4 $ 26.0 $ 29.3    
    Adjusted Diluted EPS1 $ 1.73 $ 1.53 $ 1.73    

    “We delivered strong second quarter results highlighted by a significant increase in net interest income from the previous quarter, driven by both net interest margin expansion and strong loan growth, as well as improved capital markets revenue, and disciplined noninterest expense management,” said Todd Gipple, President and Chief Executive Officer. “These robust results led to continued capital accretion and a substantial increase in tangible book value per share1.”

    Significant Net Interest Income Growth as Margin Expansion Continues

    Net interest income for the second quarter of 2025 totaled $62.1 million, an increase of $2.1 million, or 14% annualized, from the first quarter of 2025, driven by strong earning asset growth, expanded yield on loans and investments, and lower cost of funds.   Net interest margin (“NIM”) was 2.97% and NIM on a tax-equivalent yield (“TEY”) basis1 was 3.46% for the second quarter, as compared to 2.95% and 3.42% for the prior quarter, respectively.

    “Our NIM TEY1 increased four basis points from the first quarter of 2025, which was at the top of our guidance range,” said Nick Anderson, Chief Financial Officer. “Looking ahead, we anticipate continued margin expansion and are guiding to an increase in third quarter NIM TEY1 in a range from static to an increase of four basis points, assuming no Federal Reserve rate cuts,” added Mr. Anderson.

    Improving Noninterest Income Driven by Capital Markets Revenue

    Noninterest income for the second quarter of 2025 was $22.1 million, up from $16.9 million in the first quarter of 2025. The Company generated $9.9 million of capital markets revenue in the second quarter of 2025 compared to $6.5 million in the prior quarter. Wealth management revenue totaled $4.6 million, representing a slight decline from the first quarter of 2025. However, it increased $332 thousand or 8% compared to the second quarter of 2024 and rose 23% year-to-date on an annualized basis compared to the same period in 2024.

    “During the second quarter of 2025 we saw improved low-income housing tax credit (“LIHTC”) lending activity compared to the first quarter as clients adjusted to the current environment. This increased activity drove 51% growth in our capital markets revenue. The sustained, long-term demand for affordable housing continues to support our LIHTC lending and related capital markets revenue. Our pipeline continues to improve as clients adapt to the evolving market conditions,” said Mr. Gipple.

    “Given the strengthened pipeline, we are reaffirming our guidance for Capital Markets revenue to be in a range of $50 to $60 million for the next four quarters.  In addition, we are also providing guidance over a shorter horizon and expect capital markets revenue for the third quarter to be fully back to a more normalized level and in a range of $13 to $16 million for the quarter,” added Mr. Gipple.

    Disciplined Noninterest Expense Management

    Noninterest expense for the second quarter of 2025 totaled $49.6 million compared to $46.5 million for the first quarter of 2025 and $49.9 million for the second quarter of 2024. The $3.1 million linked-quarter increase was primarily due to higher capital markets revenue and strong loan growth resulting in an improved return on average assets which drove higher variable compensation. Professional and data processing expenses also increased and were related to the Company’s digital transformation.   

    “While expenses increased compared to the first quarter, we held noninterest expense under the low end of our guidance range of $50 to $53 million, highlighting our expense flexibility,” said Mr. Anderson. “Noninterest expense remains well managed, down 9% year to date on an annualized basis compared to the same period in 2024. The Company’s efficiency ratio1 was 58.9% in the second quarter. For the third quarter of 2025, we expect noninterest expense to be in the range of $52 to $55, million which includes certain costs associated with our digital transformation and assumes both capital markets revenue and loan growth are within our guidance range,” added Mr. Anderson.

    Strong Loan Growth

    In the second quarter of 2025, the Company’s total loans and leases held for investment grew by $102.6 million, to $6.9 billion. “Loan growth was 8% annualized when adding back the impact from the planned runoff of m2 Equipment Finance loans and leases. Second quarter loan growth was driven by both our LIHTC and traditional lending businesses. Our pipeline is strong, and we anticipate loan demand to increase as clients continue to adapt to current market conditions,” stated Mr. Gipple. “We continue to be optimistic about solid loan growth for the remainder of the year and are guiding to gross loan growth in a range of 8% to 10% in the second half of the year,” added Mr. Gipple.

    Maintaining Core Deposit Strength

    Following the robust deposit growth of $276.2 million, or 16% annualized, in the first quarter of 2025, the majority of those balances were retained throughout the second quarter. Total deposits declined slightly by $19.0 million, or 1% annualized from the first quarter, while average deposit balances increased $72.0 million. Year-to-date, core deposits have increased by $311 million, or 9% annualized.

    Asset Quality Remains Excellent

    The nonperforming assets (“NPAs”) to total assets ratio was 0.46% as of June 30, 2025, down seven basis points from the prior quarter. NPAs totaled $42.7 million at the end of the second quarter of 2025, a $5.5 million, or 11% decrease from the prior quarter.

    Total criticized loans increased by $9.3 million on a linked-quarter basis. The ratio of criticized loans to total loans and leases as of June 30, 2025, increased to 2.16% as compared to 2.06% as of March 31, 2025. Despite the 10 basis point increase, the criticized loan ratio remains well below the Company’s long-term historical average.

    The Company recorded a total provision for credit losses of $4.0 million during the quarter, which was down slightly from $4.2 million in the prior quarter. Net charge-offs were $6.3 million during the second quarter of 2025, an increase of $2.1 million from the prior quarter primarily due to the charge-off of loans that had previously been fully reserved. The allowance for credit losses to total loans held for investment was 1.28% for the second quarter.

    Strong Tangible Book Value and Regulatory Capital Growth

    The Company’s tangible book value per share1 increased by $1.64, or 13% annualized, during the second quarter of 2025 due to the combination of strong earnings and a modest dividend.

    As of June 30, 2025, the Company’s tangible common equity to tangible assets ratio (“TCE”)1 increased 22 basis points to 9.92%. The improvement in TCE1 was driven by strong earnings during the quarter. The total risk-based capital ratio increased to 14.26% and the common equity tier 1 ratio increased to 10.43% due to solid earnings growth during the quarter. By comparison, these ratios were 9.70%, 14.18%, and 10.27%, respectively, as of March 31, 2025. The Company remains focused on growing its regulatory capital.

    Conference Call Details
    The Company will host an earnings call/webcast tomorrow, July 24, 2025, at 10:00 a.m. Central Time. Dial-in information for the call is toll-free: 888-346-9286 (international 412-317-5253). Participants should request to join the QCR Holdings, Inc. call. The event will be available for replay through July 31, 2025. The replay access information is 877-344-7529 (international 412-317-0088); access code 8414968. A webcast of the teleconference can be accessed on the Company’s News and Events page at www.qcrh.com. An archived version of the webcast will be available at the same location shortly after the live event has ended.

    About Us
    QCR Holdings, Inc., headquartered in Moline, Illinois, is a relationship-driven, multi-bank holding company serving the Quad Cities, Cedar Rapids, Cedar Valley, Des Moines/Ankeny and Springfield communities through its wholly owned subsidiary banks. The banks provide full-service commercial and consumer banking and trust and wealth management services. Quad City Bank & Trust Company, based in Bettendorf, Iowa, commenced operations in 1994, Cedar Rapids Bank & Trust Company, based in Cedar Rapids, Iowa, commenced operations in 2001, Community State Bank, based in Ankeny, Iowa, was acquired by the Company in 2016, and Guaranty Bank, based in Springfield, Missouri, was acquired by the Company in 2018. Additionally, the Company serves the Waterloo/Cedar Falls, Iowa community through Community Bank & Trust, a division of Cedar Rapids Bank & Trust Company. The Company has 36 locations in Iowa, Missouri, and Illinois. As of June 30, 2025, the Company had $9.2 billion in assets, $6.9 billion in loans and $7.3 billion in deposits. For additional information, please visit the Company’s website at www.qcrh.com.

    Endnotes

    1Adjusted non-GAAP measurements of financial performance exclude non-core and/or nonrecurring income and expense items that management believes are not reflective of the anticipated future operation of the Company’s business. The Company believes these adjusted measurements provide a better comparison for analysis and may provide a better indicator of future performance. See GAAP to non-GAAP reconciliations.

    Special Note Concerning Forward-Looking Statements. This document contains, and future oral and written statements of the Company and its management may contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Company. Forward-looking statements, which may be based upon beliefs, expectations and assumptions of the Company’s management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “bode”, “predict,” “suggest,” “project”, “appear,” “plan,” “intend,” “estimate,” ”annualize,” “may,” “will,” “would,” “could,” “should,” “likely,” “might,” “potential,” “continue,” “annualized,” “target,” “outlook,” as well as the negative forms of those words, or other similar expressions. Additionally, all statements in this document, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no obligation to update any statement in light of new information or future events.
            
    A number of factors, many of which are beyond the ability of the Company to control or predict, could cause actual results to differ materially from those in its forward-looking statements. These factors include, but are not limited to: (i) the strength of the local, state, national and international economies and financial markets, including effects of inflationary pressures, the threat or implementation of tariffs, trade wars and changes to immigration policy; (ii) changes in, and the interpretation and prioritization of, local, state and federal laws, regulations and governmental policies (including those concerning the Company’s general business); (iii) the economic impact of any future terrorist threats and attacks, widespread disease or pandemics, acts of war or threats thereof (including the Russian invasion of Ukraine and ongoing conflicts in the Middle East), or other adverse events that could cause economic deterioration or instability in credit markets, and the response of the local, state and national governments to any such adverse external events; (iv) new or revised accounting policies and practices, as may be adopted by state and federal regulatory agencies, the FASB, the Securities and Exchange Commission (the “SEC”) or the PCAOB; (v) the imposition of tariffs or other governmental policies impacting the value of products produced by the Company’s commercial borrowers; (vi) increased competition in the financial services sector, including from non-bank competitors such as credit unions, fintech companies, and digital asset service providers and the inability to attract new customers; (vii) rapid technological changes implemented by us and our third-party vendors, including the development and implementation of tools incorporating artificial intelligence; (viii) unexpected results of acquisitions, including failure to realize the anticipated benefits of the acquisitions and the possibility that transaction and integration costs may be greater than anticipated; (ix) the loss of key executives and employees, talent shortages and employee turnover; (x) changes in consumer spending; (xi) unexpected outcomes and costs of existing or new litigation or other legal proceedings and regulatory actions involving the Company; (xii) the economic impact on the Company and its customers of climate change, natural disasters and exceptional weather occurrences such as tornadoes, floods and blizzards; (xiii) fluctuations in the value of securities held in our securities portfolio, including as a result of changes in interest rates; (xiv) credit risk and risks from concentrations (by type of borrower, geographic area, collateral and industry) within our loan portfolio and large loans to certain borrowers (including CRE loans); (xv) the overall health of the local and national real estate market; (xvi) the ability to maintain an adequate level of allowance for credit losses on loans; (xvii) the concentration of large deposits from certain clients who have balances above current FDIC insurance limits and who may withdraw deposits to diversify their exposure; (xviii) the ability to successfully manage liquidity risk, which may increase dependence on non-core funding sources such as brokered deposits, and may negatively impact the Company’s cost of funds; (xix) the level of non-performing assets on our balance sheet; (xx) interruptions involving our information technology and communications systems or third-party servicers; (xxi) the occurrence of fraudulent activity, breaches or failures of our third-party vendors’ information security controls or cybersecurity-related incidents, including as a result of sophisticated attacks using artificial intelligence and similar tools or as a result of insider fraud; (xxii) changes in the interest rates and repayment rates of the Company’s assets; (xxiii) the effectiveness of the Company’s risk management framework, and (xxiv) the ability of the Company to manage the risks associated with the foregoing. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. Additional information concerning the Company and its business, including additional factors that could materially affect the Company’s financial results, is included in the Company’s filings with the SEC.

    Contact:
    Nick W. Anderson                        
    Chief Financial Officer                        
    (309) 743-7707 
    nanderson@qcrh.com 

    QCR Holdings, Inc.    
    Consolidated Financial Highlights    
    (Unaudited)    
                     
        As of    
        June 30, March 31, December 31, September 30, June 30,    
          2025     2025     2024     2024     2024      
                     
        (dollars in thousands)    
                     
      CONDENSED BALANCE SHEET              
                     
      Cash and due from banks $         104,769   $           98,994   $           91,732   $         103,840   $           92,173      
      Federal funds sold and interest-bearing deposits             145,704               225,716               170,592               159,159               102,262      
      Securities, net of allowance for credit losses          1,263,452            1,220,717            1,200,435            1,146,046            1,033,199      
      Loans receivable held for sale (1)                1,162                  2,025                  2,143               167,047               246,124      
      Loans/leases receivable held for investment          6,923,762            6,821,142            6,782,261            6,661,755            6,608,262      
      Allowance for credit losses              (88,732 )              (90,354 )              (89,841 )              (86,321 )              (87,706 )    
      Intangibles                9,738                 10,400                 11,061                 11,751                 12,441      
      Goodwill             138,595               138,595               138,595               138,596               139,027      
      Derivatives             184,982               180,997               186,781               261,913               194,354      
      Other assets             558,899               544,547               532,271               524,779               531,855      
      Total assets $      9,242,331   $      9,152,779   $      9,026,030   $      9,088,565   $      8,871,991      
                     
      Total deposits $      7,318,353   $      7,337,390   $      7,061,187   $      6,984,633   $      6,764,667      
      Total borrowings          509,359            429,921            569,532            660,344            768,671      
      Derivatives          209,505            206,925            214,823            285,769            221,798      
      Other liabilities             154,560               155,796               183,101               181,199               180,536      
      Total stockholders’ equity          1,050,554            1,022,747               997,387               976,620               936,319      
      Total liabilities and stockholders’ equity $      9,242,331   $      9,152,779   $      9,026,030   $      9,088,565   $      8,871,991      
                     
      ANALYSIS OF LOAN PORTFOLIO              
      Loan/lease mix: (2)              
      Commercial and industrial – revolving $         380,029   $         388,479   $         387,991   $         387,409   $         362,115      
      Commercial and industrial – other          1,180,859            1,231,198            1,295,961            1,321,053            1,370,561      
      Commercial and industrial – other – LIHTC             194,830               212,921               218,971                 89,028                 92,637      
      Total commercial and industrial          1,755,718            1,832,598            1,902,923            1,797,490            1,825,313      
      Commercial real estate, owner occupied             593,675               599,488               605,993               622,072               633,596      
      Commercial real estate, non-owner occupied          1,036,049            1,040,281            1,077,852            1,103,694            1,082,457      
      Construction and land development             454,022               403,001               395,557               342,335               331,454      
      Construction and land development – LIHTC          1,075,000            1,016,207               917,986               913,841               750,894      
      Multi-family             301,432               289,782               303,662               324,090               329,239      
      Multi-family – LIHTC             950,331               888,517               828,448               973,682            1,148,244      
      Direct financing leases               12,880                 14,773                 17,076                 19,241                 25,808      
      1-4 family real estate             592,253               592,127               588,179               587,512               583,542      
      Consumer             153,564               146,393               146,728               144,845               143,839      
      Total loans/leases $      6,924,924   $      6,823,167   $      6,784,404   $      6,828,802   $      6,854,386      
      Less allowance for credit losses               88,732                 90,354                 89,841                 86,321                 87,706      
      Net loans/leases $      6,836,192   $      6,732,813   $      6,694,563   $      6,742,481   $      6,766,680      
                     
                     
      ANALYSIS OF SECURITIES PORTFOLIO              
      Securities mix:              
      U.S. government sponsored agency securities $           14,267   $           17,487   $           20,591   $           18,621   $           20,101      
      Municipal securities          1,033,642            1,003,985               971,567               965,810               885,046      
      Residential mortgage-backed and related securities               58,864                 43,194                 50,042                 53,488                 54,708      
      Asset backed securities                6,684                  7,764                  9,224                 10,455                 12,721      
      Other securities               67,358                 66,105                 65,745                 39,190                 38,464      
      Trading securities (3)               82,900                 82,445                 83,529                 58,685                 22,362      
      Total securities $      1,263,715   $      1,220,980   $      1,200,698   $      1,146,249   $      1,033,402      
      Less allowance for credit losses                   263                     263                     263                     203                     203      
      Net securities $      1,263,452   $      1,220,717   $      1,200,435   $      1,146,046   $      1,033,199      
                     
      ANALYSIS OF DEPOSITS              
      Deposit mix:              
      Noninterest-bearing demand deposits $         952,032   $         963,851   $         921,160   $         969,348   $         956,445      
      Interest-bearing demand deposits          5,087,783            5,119,601            4,828,216            4,715,087            4,644,918      
      Time deposits             974,341               951,606               953,496               942,847               859,593      
      Brokered deposits             304,197               302,332               358,315               357,351               303,711      
      Total deposits $      7,318,353   $      7,337,390   $      7,061,187   $      6,984,633   $      6,764,667      
                     
      ANALYSIS OF BORROWINGS              
      Borrowings mix:              
      Term FHLB advances $         145,383   $         145,383   $         145,383   $         145,383   $         135,000      
      Overnight FHLB advances                80,000                         –               140,000               230,000               350,000      
      Other short-term borrowings                1,350                  2,050                  1,800                  2,750                  1,600      
      Subordinated notes             233,701               233,595               233,489               233,383               233,276      
      Junior subordinated debentures               48,925                 48,893                 48,860                 48,828                 48,795      
      Total borrowings $         509,359   $         429,921   $         569,532   $         660,344   $         768,671      
                     
    (1) Loans with a fair value of $0 million, $0 million, $0 million, $165.9 million and $243.2 million have been identified for securitization and are included in LHFS at June 30, 2025, March 31, 2025, December 31, 2024, September 30, 2024 and June 30, 2024, respectively.
       
    (2) Loan categories with significant LIHTC loan balances have been broken out separately.  Total LIHTC balances within the loan/lease portfolio were $2.3 billion at June 30, 2025.    
    (3) Trading securities consisted of retained beneficial interests acquired in conjunction with Freddie Mac securitizations completed by the Company.    
       
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                   
          For the Quarter Ended
          June 30, March 31, December 31, September 30, June 30,
           2025   2025     2024     2024    2024
                   
          (dollars in thousands, except per share data)
                   
    INCOME STATEMENT            
    Interest income   $             120,247 $             116,673   $             121,642   $             125,420   $             119,746
    Interest expense                    58,165                  56,687                    60,438                    65,698                    63,583
    Net interest income                     62,082                  59,986                    61,204                    59,722                    56,163
    Provision for credit losses                      4,043                    4,234                      5,149                      3,484                      5,496
    Net interest income after provision for credit losses   $              58,039 $              55,752   $              56,055   $              56,238   $              50,667
                   
                   
    Trust fees (1)   $                3,395 $                3,686   $                3,456   $                3,270   $                3,103
    Investment advisory and management fees (1)                      1,254                    1,254                      1,320                      1,229                      1,214
    Deposit service fees                      2,187                    2,183                      2,228                      2,294                      1,986
    Gains on sales of residential real estate loans, net                         556                       297                         734                         385                         540
    Gains on sales of government guaranteed portions of loans, net                          40                        61                          49                           –                             12
    Capital markets revenue                      9,869                    6,516                    20,552                    16,290                    17,758
    Earnings on bank-owned life insurance                         998                       524                         797                         814                      2,964
    Debit card fees                      1,648                    1,488                      1,555                      1,575                      1,571
    Correspondent banking fees                         699                       614                         560                         507                         510
    Loan related fee income                      1,096                       898                         950                         949                         962
    Fair value gain (loss) on derivatives and trading securities                         230                   (1,007 )                   (1,781 )                      (886 )                        51
    Other                          143                       378                         205                         730                         218
    Total noninterest income   $              22,115 $              16,892   $              30,625   $              27,157   $              30,889
                   
                   
    Salaries and employee benefits   $              28,474 $              27,364   $              33,610   $              31,637   $              31,079
    Occupancy and equipment expense                      6,837                    6,455                      6,354                      6,168                      6,377
    Professional and data processing fees                      6,089                    5,144                      5,480                      4,457                      4,823
    Restructuring expense                           –                            –                              –                         1,954                           –   
    FDIC insurance, other insurance and regulatory fees                      1,960                    1,970                      1,934                      1,711                      1,854
    Loan/lease expense                         407                       381                         513                         587                         151
    Net cost of (income from) and gains/losses on operations of other real estate                          50                         (9 )                        23                         (42 )                        28
    Advertising and marketing                      1,746                    1,613                      1,886                      2,124                      1,565
    Communication and data connectivity                         274                       290                         345                         333                         318
    Supplies                           252                       207                         252                         278                         259
    Bank service charges                         720                       596                         635                         603                         622
    Correspondent banking expense                         314                       329                         328                         325                         363
    Intangibles amortization                         661                       661                         691                         690                         690
    Goodwill impairment                           –                            –                              –                            431                           –   
    Payment card processing                         547                       594                         516                         785                         706
    Trust expense                         413                       357                         381                         395                         379
    Other                          839                       587                         551                      1,129                         674
    Total noninterest expense   $              49,583 $              46,539   $              53,499   $              53,565   $              49,888
                   
    Net income before income taxes   $              30,571 $              26,105   $              33,181   $              29,830   $              31,668
    Federal and state income tax expense                      1,552                       308                      2,956                      2,045                      2,554
    Net income     $              29,019 $              25,797   $              30,225   $              27,785   $              29,114
                   
    Basic EPS   $                  1.71 $                  1.53   $                  1.80   $                  1.65   $                  1.73
    Diluted EPS   $                  1.71 $                  1.52   $                  1.77   $                  1.64   $                  1.72
                   
                   
    Weighted average common shares outstanding              16,928,542            16,900,785              16,871,652              16,846,200              16,814,814
    Weighted average common and common equivalent shares outstanding              17,006,282            17,013,992              17,024,481              16,982,400              16,921,854
                   
    (1) Trust fees and investment advisory and management fees when combined are referred to as wealth management revenue.          
       
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
               
          For the Six Months Ended
          June 30,   June 30,
            2025       2024  
               
          (dollars in thousands, except per share data)
               
    INCOME STATEMENT        
    Interest income   $             236,920     $             234,795  
    Interest expense                  114,852                    123,933  
    Net interest income                   122,068                    110,862  
    Provision for credit losses                      8,277                        8,465  
    Net interest income after provision for credit losses   $             113,791     $             102,397  
               
               
    Trust fees     $                7,081     $                6,302  
    Investment advisory and management fees                      2,508                        2,315  
    Deposit service fees                      4,370                        4,008  
    Gains on sales of residential real estate loans, net                         853                           922  
    Gains on sales of government guaranteed portions of loans, net                         101                            36  
    Capital markets revenue                    16,385                      34,215  
    Earnings on bank-owned life insurance                      1,522                        3,832  
    Debit card fees                      3,136                        3,037  
    Correspondent banking fees                      1,313                        1,022  
    Loan related fee income                      1,994                        1,798  
    Fair value loss on derivatives and trading securities                        (777 )                        (112 )
    Other                          521                           372  
    Total noninterest income   $              39,007     $              57,747  
               
               
    Salaries and employee benefits   $              55,838     $              62,939  
    Occupancy and equipment expense                    13,292                      12,891  
    Professional and data processing fees                    11,233                        9,436  
    FDIC insurance, other insurance and regulatory fees                      3,930                        3,799  
    Loan/lease expense                         788                           529  
    Net cost of (income from) and gains/losses on operations of other real estate                        41                             (2 )
    Advertising and marketing                      3,359                        3,048  
    Communication and data connectivity                         564                           719  
    Supplies                          459                           534  
    Bank service charges                      1,316                        1,190  
    Correspondent banking expense                         643                           668  
    Intangibles amortization                      1,322                        1,380  
    Payment card processing                      1,141                        1,352  
    Trust expense                         770                           804  
    Other                       1,426                        1,291  
    Total noninterest expense   $              96,122     $             100,578  
               
    Net income before income taxes   $              56,676     $              59,566  
    Federal and state income tax expense                      1,860                        3,726  
    Net income    $              54,816     $              55,840  
               
    Basic EPS   $                  3.24     $                  3.32  
    Diluted EPS   $                  3.22     $                  3.30  
               
               
    Weighted average common shares outstanding              16,914,663                16,799,081  
    Weighted average common and common equivalent shares outstanding              17,010,136                16,916,264  
                     
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                       
        As of and for the Quarter Ended   For the Six Months Ended
        June 30,  March 31, December 31, September 30, June 30,   June 30, June 30, 
          2025     2025     2024     2024     2024       2025     2024  
                       
        (dollars in thousands, except per share data)
                       
      COMMON SHARE DATA                
      Common shares outstanding         16,934,698          16,920,363          16,882,045          16,861,108          16,824,985        
      Book value per common share (1) $             62.04   $             60.44   $             59.08   $             57.92   $             55.65        
      Tangible book value per common share (Non-GAAP) (2) $             53.28   $             51.64   $             50.21   $             49.00   $             46.65        
      Closing stock price $             67.90   $             71.32   $             80.64   $             74.03   $             60.00        
      Market capitalization $      1,149,866   $      1,206,760   $      1,361,368   $      1,248,228   $      1,009,499        
      Market price / book value   109.45 %   117.99 %   136.49 %   127.81 %   107.82 %      
      Market price / tangible book value   127.45 %   138.11 %   160.59 %   151.07 %   128.62 %      
      Earnings per common share (basic) LTM (3) $              6.69   $              6.71   $              6.77   $              6.93   $              6.78        
      Price earnings ratio LTM (3)  10.15 x   10.63 x   11.91 x   10.68 x   8.85 x       
      TCE / TA (Non-GAAP) (4)   9.92 %   9.70 %   9.55 %   9.24 %   9.00 %      
                       
                       
      CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY        
      Beginning balance $      1,022,747   $         997,387   $         976,620   $         936,319   $         907,342        
      Net income               29,019                 25,797                 30,225                 27,785                 29,114        
      Other comprehensive income (loss), net of tax               (1,671 )                   404                 (9,628 )               12,057                    (368 )      
      Common stock cash dividends declared               (1,016 )               (1,015 )               (1,013 )               (1,012 )               (1,008 )      
      Other (5)                1,475                     174                  1,183                  1,471                  1,239        
      Ending balance $      1,050,554   $      1,022,747   $         997,387   $         976,620   $         936,319        
                       
                       
      REGULATORY CAPITAL RATIOS (6):                
      Total risk-based capital ratio   14.26 %   14.18 %   14.10 %   13.87 %   14.21 %      
      Tier 1 risk-based capital ratio   10.96 %   10.81 %   10.57 %   10.33 %   10.49 %      
      Tier 1 leverage capital ratio   11.22 %   11.06 %   10.73 %   10.50 %   10.40 %      
      Common equity tier 1 ratio   10.43 %   10.27 %   10.03 %   9.79 %   9.92 %      
                       
                       
      KEY PERFORMANCE RATIOS AND OTHER METRICS                 
      Return on average assets (annualized)   1.27 %   1.14 %   1.34 %   1.24 %   1.33 %     1.21 %   1.30 %
      Return on average total equity (annualized)   11.15 %   10.14 %   12.15 %   11.55 %   12.63 %     10.65 %   12.32 %
      Net interest margin   2.97 %   2.95 %   2.95 %   2.90 %   2.82 %     2.95 %   2.82 %
      Net interest margin (TEY) (Non-GAAP)(7)   3.46 %   3.42 %   3.43 %   3.37 %   3.27 %     3.45 %   3.26 %
      Efficiency ratio (Non-GAAP) (8)   58.89 %   60.54 %   58.26 %   61.65 %   57.31 %     59.68 %   59.65 %
      Gross loans/leases held for investment / total assets    74.91 %   74.53 %   75.14 %   73.30 %   74.48 %     74.91 %   74.48 %
      Gross loans/leases held for investment / total deposits    94.61 %   92.96 %   96.05 %   95.38 %   97.69 %     94.61 %   97.69 %
      Effective tax rate   5.08 %   1.18 %   8.91 %   6.86 %   8.06 %     3.28 %   6.26 %
      Full-time equivalent employees (9)                1,001                     972                     980                     976                     988                     1,001                      988  
                       
                       
      AVERAGE BALANCES                 
      Assets $      9,155,473   $      9,015,439   $      9,050,280   $      8,968,653   $      8,776,002     $       9,085,843   $       8,663,429  
      Loans/leases          6,881,731            6,790,312            6,839,153            6,840,527            6,779,075               6,836,274             6,688,844  
      Deposits          7,218,540            7,146,286            7,109,567            6,858,196            6,687,188               7,182,612             6,641,324  
      Total stockholders’ equity          1,041,428            1,017,487               995,012               962,302               921,986               1,029,524                912,679  
                       
    (1 ) Includes accumulated other comprehensive income (loss). 
    (2 ) Includes accumulated other comprehensive income (loss) and excludes intangible assets.  See GAAP to Non-GAAP reconciliations.   
    (3 ) LTM : Last twelve months.        
    (4 ) TCE / TCA : tangible common equity / total tangible assets.  See GAAP to non-GAAP reconciliations.     
    (5 ) Includes mostly common stock issued for options exercised and the employee stock purchase plan, as well as stock-based compensation.     
    (6 ) (6) Ratios for the current quarter are subject to change upon final calculation for regulatory filings due after earnings release.    
    (7 ) TEY : Tax equivalent yield.  See GAAP to Non-GAAP reconciliations.       
    (8 ) See GAAP to Non-GAAP reconciliations.        
    (9 ) The increase in full-time equivalent employees in the second quarter of 2025 includes 21 summer interns.     
         
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                               
      ANALYSIS OF NET INTEREST INCOME AND MARGIN                  
                               
          For the Quarter Ended
          June 30, 2025   March 31, 2025   June 30, 2024
           Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
       Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
       Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
                               
          (dollars in thousands)
                               
      Fed funds sold   $        14,285 $             159 4.40 %   $          9,009 $              99 4.40 %   $        13,065 $           183 5.54 %
      Interest-bearing deposits at financial institutions          151,898              1,634 4.31 %            166,897              1,804 4.38 %              80,998            1,139 5.66 %
      Investment securities – taxable          401,657              4,805 4.79 %            400,779              4,588 4.59 %            377,747            4,286 4.53 %
      Investment securities – nontaxable (1)          893,753             12,872 5.76 %            843,476            11,722 5.57 %            704,761            9,462 5.37 %
      Restricted investment securities            34,037                 622 7.23 %              30,562                534 6.99 %              43,398               869 7.92 %
      Loans (1)         6,881,731           110,245 6.43 %         6,790,312          107,439 6.42 %         6,779,075         112,719 6.69 %
      Total earning assets (1) $    8,377,361 $       130,337 6.24 %   $    8,241,035 $      126,186 6.20 %   $    7,999,044 $     128,658 6.46 %
                               
      Interest-bearing deposits $    5,080,367 $         38,604 3.05 %   $    5,005,853 $        37,698 3.05 %   $    4,649,625 $       40,924 3.54 %
      Time deposits         1,193,035             12,409 4.17 %         1,204,593            12,690 4.27 %         1,091,870           12,128 4.47 %
      Short-term borrowings              1,420                   15 4.23 %                1,839                  18 3.97 %                1,622                 21 5.18 %
      Federal Home Loan Bank advances           250,603              2,853 4.50 %            177,883              1,996 4.49 %            464,231            6,238 5.32 %
      Subordinated debentures          233,631              3,599 6.16 %            233,525              3,601 6.17 %            233,207            3,582 6.14 %
      Junior subordinated debentures            48,904                 685 5.54 %              48,871                684 5.60 %              48,774               688 5.58 %
      Total interest-bearing liabilities $    6,807,960 $         58,165 3.42 %   $    6,672,564 $        56,687 3.44 %   $    6,489,329 $       63,581 3.93 %
                               
      Net interest income (1)   $         72,172       $        69,499       $       65,077  
      Net interest margin (2)     2.97 %       2.95 %       2.82 %
      Net interest margin (TEY) (Non-GAAP) (1) (2) (3)     3.46 %       3.42 %       3.27 %
      Adjusted net interest margin (TEY) (Non-GAAP) (1) (2) (3)     3.45 %       3.41 %       3.26 %
      Cost of funds (4)       3.01 %       3.02 %       3.43 %
                               
                               
          For the Six Months Ended        
          June 30, 2025   June 30, 2024    
           Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
       Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
           
                               
          (dollars in thousands)        
                               
      Fed funds sold  $        11,662 $             258 4.40 %   $        16,510 $             452 5.41 %        
      Interest-bearing deposits at financial institutions          159,356              3,438 4.35 %              86,277              2,339 5.45 %        
      Investment securities – taxable          401,220              9,393 4.69 %            375,644              8,546 4.54 %        
      Investment securities – nontaxable (1)          868,754             24,594 5.67 %            695,365            18,813 5.41 %        
      Restricted investment securities            32,309              1,156 7.12 %              40,742              1,543 7.49 %        
      Loans (1)         6,836,274           217,684 6.42 %         6,688,844          220,392 6.63 %        
      Total earning assets (1) $    8,309,575 $       256,523 6.22 %   $    7,903,382 $      252,085 6.41 %        
                               
      Interest-bearing deposits $    5,041,914 $         76,302 3.05 %   $    4,589,479 $        80,027 3.51 %        
      Time deposits        1,198,782             25,098 4.22 %         1,099,746            24,473 4.48 %        
      Short-term borrowings              1,629                   33 4.05 %                1,688                  44 5.19 %        
      Federal Home Loan Bank advances          214,444              4,849 4.50 %            409,725            10,977 5.30 %        
      Subordinated debentures          233,579              7,201 6.17 %            233,154              7,062 6.06 %        
      Junior subordinated debentures            48,888              1,369 5.57 %              48,758              1,381 5.60 %        
      Total interest-bearing liabilities $    6,739,236 $       114,852 3.43 %   $    6,382,550 $      123,964 3.90 %        
                               
      Net interest income (1)   $       141,671       $      128,121          
      Net interest margin (2)     2.95 %       2.82 %        
      Net interest margin (TEY) (Non-GAAP) (1) (2) (3)     3.45 %       3.26 %        
      Adjusted net interest margin (TEY) (Non-GAAP) (1) (2) (3)     3.44 %       3.24 %        
      Cost of funds (4)       3.01 %       3.39 %        
                               
                               
    (1 ) Includes nontaxable securities and loans.  Interest earned and yields on nontaxable securities and loans are determined on a tax equivalent basis using a 21% effective federal tax rate.  
    (2 ) See “Select Financial Data – Subsidiaries” for a breakdown of amortization/accretion included in net interest margin for each period presented.     
    (3 ) TEY : Tax equivalent yield.  See GAAP to Non-GAAP reconciliations.           
    (4 ) Cost of funds includes the effect of noninterest-bearing deposits.           
         
    QCR Holdings, Inc.  
    Consolidated Financial Highlights  
    (Unaudited)  
                   
        As of  
        June 30, March 31,  December 31, September 30, June 30,  
          2025     2025     2024     2024     2024    
                   
        (dollars in thousands, except per share data)  
                   
      ROLLFORWARD OF ALLOWANCE FOR CREDIT LOSSES ON LOANS/LEASES            
      Beginning balance $         90,354   $            89,841   $         86,321   $         87,706   $         84,470    
      Change in ACL for transfer of loans to LHFS                    –                           –                        93                (1,812 )                  498    
      Credit loss expense                4,667                   4,743                 6,832                 3,828                 4,343    
      Loans/leases charged off              (6,490 )                (4,944 )              (4,787 )              (3,871 )              (1,751 )  
      Recoveries on loans/leases previously charged off                  201                      714                 1,382                    470                    146    
      Ending balance $         88,732   $            90,354   $         89,841   $         86,321   $         87,706    
                   
                   
      NONPERFORMING ASSETS             
      Nonaccrual loans/leases  $         42,482   $            47,259   $         40,080   $         33,480   $         33,546    
      Accruing loans/leases past due 90 days or more                     7                      356                 4,270                 1,298                     87    
      Total nonperforming loans/leases             42,489                  47,615               44,350               34,778               33,633    
      Other real estate owned                   62                      402                    661                    369                    369    
      Other repossessed assets                  113                      122                    543                    542                    512    
      Total nonperforming assets $         42,664   $            48,139   $         45,554   $         35,689   $         34,514    
                   
                   
      ASSET QUALITY RATIOS            
      Nonperforming assets / total assets    0.46 %   0.53 %   0.50 %   0.39 %   0.39 %  
      ACL for loans and leases / total loans/leases held for investment   1.28 %   1.32 %   1.32 %   1.30 %   1.33 %  
      ACL for loans and leases / nonperforming loans/leases    208.84 %   189.76 %   202.57 %   248.21 %   260.77 %  
      Net charge-offs as a % of average loans/leases   0.09 %   0.06 %   0.05 %   0.05 %   0.02 %  
                   
                   
                   
      INTERNALLY ASSIGNED RISK RATING (1)            
      Special mention $         68,621   $            55,327   $         73,636   $         80,121   $         85,096    
      Substandard (2)             81,040                  85,033               84,930               70,022               80,345    
      Doubtful (2)                    –                           –                         –                         –                         –       
      Total Criticized loans (3) $        149,661   $          140,360   $        158,566   $        150,143   $        165,441    
                   
      Classified loans as a % of total loans/leases (2)   1.17 %   1.25 %   1.25 %   1.03 %   1.17 %  
      Total Criticized loans as a % of total loans/leases (3)   2.16 %   2.06 %   2.34 %   2.20 %   2.41 %  
                   
    (1 ) Amounts exclude the government guaranteed portion, if any.  The Company assigns internal risk ratings of Pass for the government guaranteed portion.
    (2 ) Classified loans are defined as loans with internally assigned risk ratings of 10 or 11, regardless of performance, and include loans identified as Substandard or Doubtful.
    (3 ) Total Criticized loans are defined as loans with internally assigned risk ratings of 9, 10, or 11 , regardless of performance, and include loans identified as Special Mention, Substandard, or Doubtful.
         
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                           
          For the Quarter Ended For the Year Ended
          June 30,    March 31,   June 30,   June 30,   June 30,
      SELECT FINANCIAL DATA – SUBSIDIARIES     2025       2025       2024       2025       2024  
          (dollars in thousands)
                           
      TOTAL ASSETS                    
      Quad City Bank and Trust (1)   $          2,662,450     $          2,777,634     $          2,559,049          
      m2 Equipment Finance, LLC                  242,722                    276,096                    359,012          
      Cedar Rapids Bank and Trust                2,664,293                  2,617,143                  2,428,267          
      Community State Bank                1,605,966                  1,583,646                  1,531,109          
      Guaranty Bank                 2,365,944                  2,331,944                  2,369,754          
                           
      TOTAL DEPOSITS                    
      Quad City Bank and Trust (1)   $          2,309,942     $          2,397,047     $          2,100,520          
      Cedar Rapids Bank and Trust                1,884,370                  1,883,952                  1,721,564          
      Community State Bank                1,272,296                  1,238,307                  1,188,551          
      Guaranty Bank                 1,866,749                  1,840,774                  1,791,448          
                           
      TOTAL LOANS & LEASES                    
      Quad City Bank and Trust (1)   $          2,032,168     $          2,041,181     $          2,107,605          
      m2 Equipment Finance, LLC                  250,019                    284,983                    363,897          
      Cedar Rapids Bank and Trust                1,852,316                  1,790,065                  1,736,438          
      Community State Bank                1,206,735                  1,197,005                  1,162,686          
      Guaranty Bank                 1,833,706                  1,794,915                  1,847,658          
                           
      TOTAL LOANS & LEASES / TOTAL DEPOSITS                    
      Quad City Bank and Trust (1)     88 %     85 %     100 %        
      Cedar Rapids Bank and Trust     98 %     95 %     101 %        
      Community State Bank     95 %     97 %     98 %        
      Guaranty Bank      98 %     98 %     103 %        
                           
                           
      TOTAL LOANS & LEASES / TOTAL ASSETS                    
      Quad City Bank and Trust (1)     76 %     73 %     82 %        
      Cedar Rapids Bank and Trust     70 %     68 %     72 %        
      Community State Bank     75 %     76 %     76 %        
      Guaranty Bank      78 %     77 %     78 %        
                           
      ACL ON LOANS/LEASES HELD FOR INVESTMENT AS A PERCENTAGE OF LOANS/LEASES HELD FOR INVESTMENT                    
      Quad City Bank and Trust (1)     1.32 %     1.44 %     1.43 %        
      m2 Equipment Finance, LLC     4.26 %     4.37 %     3.86 %        
      Cedar Rapids Bank and Trust      1.35 %     1.38 %     1.38 %        
      Community State Bank     1.09 %     1.08 %     1.08 %        
      Guaranty Bank      1.29 %     1.30 %     1.13 %        
                           
      RETURN ON AVERAGE ASSETS (ANNUALIZED)                    
      Quad City Bank and Trust (1)     1.24 %     1.31 %     0.88 %     1.28 %     0.84 %
      Cedar Rapids Bank and Trust     2.36 %     2.14 %     2.94 %     2.25 %     3.01 %
      Community State Bank     1.31 %     1.07 %     1.26 %     1.19 %     1.25 %
      Guaranty Bank      0.85 %     0.72 %     1.42 %     0.79 %     1.15 %
                           
      NET INTEREST MARGIN PERCENTAGE (2)                    
      Quad City Bank and Trust (1)     3.45 %     3.45 %     3.39 %     3.45 %     3.35 %
      Cedar Rapids Bank and Trust     3.99 %     4.00 %     3.75 %     4.00 %     3.76 %
      Community State Bank      3.87 %     3.78 %     3.72 %     3.83 %     3.74 %
      Guaranty Bank (3)     3.11 %     3.05 %     2.99 %     3.08 %     2.99 %
                           
      ACQUISITION-RELATED AMORTIZATION/ACCRETION INCLUDED IN NET                    
      INTEREST MARGIN, NET                    
      Community State Bank   $                     (1 )   $                     (1 )   $                     (1 )   $                     (2 )   $                     (2 )
      Guaranty Bank                         118                           218                           301                           336       697  
      QCR Holdings, Inc. (4)                         (33 )                         (33 )                         (32 )                         (66 )     (64 )
                           
    (1 ) Quad City Bank and Trust amounts include m2 Equipment Finance, LLC, as this entity is wholly-owned and consolidated with the Bank. m2 Equipment Finance, LLC  is also presented separately for certain (applicable) measurements.
    (2 ) Includes nontaxable securities and loans. Interest earned and yields on nontaxable securities and loans are determined on a tax equivalent basis using a 21% effective federal tax rate.
    (3 ) Guaranty Bank’s net interest margin percentage includes various purchase accounting adjustments. Excluding those adjustments, net interest margin (Non-GAAP) would have been 2.86% for the quarter ended June 30, 2025, 2.91% for the quarter ended March 31, 2025 and 2.86% for the quarter ended June 30, 2024.  
    (4 ) Relates to the trust preferred securities acquired as part of the Guaranty Bank acquisition in 2017 and the Community National Bank acquisition in 2013.
    QCR Holdings, Inc.    
    Consolidated Financial Highlights    
    (Unaudited)    
                               
          As of  
          June 30,   March 31,    December 31,   September 30,   June 30,     
      GAAP TO NON-GAAP RECONCILIATIONS     2025       2025       2024       2024       2024      
          (dollars in thousands, except per share data)  
      TANGIBLE COMMON EQUITY TO TANGIBLE ASSETS RATIO (1)                        
                               
      Stockholders’ equity (GAAP)   $        1,050,554     $        1,022,747     $           997,387     $           976,620     $           936,319      
      Less: Intangible assets                148,333                  148,995                  149,657                  150,347                  151,468      
      Tangible common equity (non-GAAP)   $           902,221     $           873,752     $           847,730     $           826,273     $           784,851      
                               
      Total assets (GAAP)   $        9,242,331     $        9,152,779     $        9,026,030     $        9,088,565     $        8,871,991      
      Less: Intangible assets                148,333                  148,995                  149,657                  150,347                  151,468      
      Tangible assets (non-GAAP)   $        9,093,998     $        9,003,784     $        8,876,373     $        8,938,218     $        8,720,523      
                               
      Tangible common equity to tangible assets ratio (non-GAAP)     9.92 %     9.70 %     9.55 %     9.24 %     9.00 %    
                               
                               
                               
    (1 ) This ratio is a non-GAAP financial measure. The Company’s management believes that this measurement is important to many investors in the marketplace who are interested in changes period-to-period in common equity. In compliance with applicable rules of the SEC, this non-GAAP measure is reconciled to stockholders’ equity and total assets, which are the most directly comparable GAAP financial measures.
         
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                                   
      GAAP TO NON-GAAP RECONCILIATIONS   For the Quarter Ended   For the Six Months Ended
          June 30,   March 31,   December 31,   September 30,   June 30,   June 30,    June 30,
      ADJUSTED NET INCOME (1)     2025       2025       2024       2024       2024       2025       2024  
          (dollars in thousands, except per share data)
                                   
      Net income (GAAP)   $            29,019     $            25,797     $            30,225     $            27,785     $            29,114     $            54,816     $            55,840  
                                   
      Less non-core items (post-tax) (2):                            
      Income:                            
      Fair value loss on derivatives, net                      (397 )                      (156 )                   (2,594 )                      (542 )                      (145 )                      (553 )                      (288 )
      Total non-core income (non-GAAP)   $                (397 )   $                (156 )   $             (2,594 )   $                (542 )   $                (145 )   $                (553 )   $                (288 )
                                   
      Expense:                            
      Goodwill impairment                           –                             –                             –                         431                             –                             –                             –  
      Restructuring expense                           –                             –                             –                      1,544                             –                             –                             –  
      Total non-core expense (non-GAAP)   $                     –     $                     –     $                     –     $              1,975     $                     –     $                     –     $                     –  
                                   
                                   
      Adjusted net income  (non-GAAP) (1)   $            29,416     $            25,953     $            32,819     $            30,302     $            29,259     $            55,369     $            56,128  
                                   
      ADJUSTED EARNINGS PER COMMON SHARE (1)                            
                                   
      Adjusted net income (non-GAAP) (from above)   $            29,416     $            25,953     $            32,819     $            30,302     $            29,259     $            55,369     $            56,128  
                                   
      Weighted average common shares outstanding            16,928,542              16,900,785              16,871,652              16,846,200              16,814,814              16,914,663              16,799,081  
      Weighted average common and common equivalent shares outstanding            17,006,282              17,013,992              17,024,481              16,982,400              16,921,854              17,010,136              16,916,264  
                                   
      Adjusted earnings per common share (non-GAAP):                            
      Basic   $                1.74     $                1.54     $                1.95     $                1.80     $                1.74     $                3.27     $                3.34  
      Diluted   $                1.73     $                1.53     $                1.93     $                1.78     $                1.73     $                3.26     $                3.32  
                                   
      ADJUSTED RETURN ON AVERAGE ASSETS AND AVERAGE EQUITY (1)                            
                                   
      Adjusted net income (non-GAAP) (from above)   $            29,416     $            25,953     $            32,819     $            30,302     $            29,259     $            55,369     $            56,128  
                                   
      Average Assets   $        9,155,473     $        9,015,439     $        9,050,280     $        8,968,653     $        8,776,002     $        9,085,843     $        8,663,429  
                                   
      Adjusted return on average assets (annualized) (non-GAAP)     1.29 %     1.15 %     1.45 %     1.35 %     1.33 %     1.22 %     1.30 %
      Adjusted return on average equity (annualized) (non-GAAP)     11.30 %     10.20 %     13.19 %     12.60 %     12.69 %     10.76 %     12.30 %
                                   
      NET INTEREST MARGIN (TEY) (3)                            
                                   
      Net interest income (GAAP)   $            62,082     $            59,986     $            61,204     $            59,722     $            56,163     $           122,068     $           110,862  
      Plus: Tax equivalent adjustment (4)                  10,090                      9,513                      9,698                      9,544                      8,914                    19,603                    17,259  
      Net interest income – tax equivalent (non-GAAP)   $            72,172     $            69,499     $            70,902     $            69,266     $            65,077     $           141,671     $           128,121  
      Less:  Acquisition accounting net accretion                        84                         184                         471                         463                         268                         268                         631  
      Adjusted net interest income   $            72,088     $            69,315     $            70,431     $            68,803     $            64,809     $           141,403     $           127,490  
                                   
      Average earning assets   $        8,377,361     $        8,241,035     $        8,241,190     $        8,183,196     $        7,999,044     $        8,309,575     $        7,903,382  
                                   
      Net interest margin (GAAP)     2.97 %     2.95 %     2.95 %     2.90 %     2.82 %     2.97 %     2.82 %
      Net interest margin (TEY) (non-GAAP)     3.46 %     3.42 %     3.43 %     3.37 %     3.27 %     3.45 %     3.26 %
      Adjusted net interest margin (TEY) (non-GAAP)     3.45 %     3.41 %     3.40 %     3.34 %     3.26 %     3.44 %     3.24 %
                                   
      EFFICIENCY RATIO (5)                            
                                   
      Noninterest expense (GAAP)   $            49,583     $            46,539     $            53,499     $            53,565     $            49,888     $            96,122     $           100,578  
                                   
      Net interest income (GAAP)   $            62,082     $            59,986     $            61,204     $            59,722     $            56,163     $           122,068     $           110,862  
      Noninterest income (GAAP)                  22,115                    16,892                    30,625                    27,157                    30,889                    39,007                    57,747  
      Total income   $            84,197     $            76,878     $            91,829     $            86,879     $            87,052     $           161,075     $           168,609  
                                   
      Efficiency ratio (noninterest expense/total income) (non-GAAP)     58.89 %     60.54 %     58.26 %     61.65 %     57.31 %     59.68 %     59.65 %
      Adjusted efficiency ratio (core noninterest expense/core total income) (non-GAAP)     58.54 %     60.38 %     56.25 %     58.45 %     57.19 %     59.42 %     59.52 %
                                   
                                   
    (1 ) Adjusted net income, adjusted earnings per common share, adjusted return on average assets and average equity are non-GAAP financial measures. The Company’s management believes that these measurements are important to investors as they exclude non-core or non-recurring income and expense items, therefore, they provide a more realistic run-rate for future periods. In compliance with applicable rules of the SEC, these non-GAAP measures are reconciled to net income, which is the most directly comparable GAAP financial measure.
    (2 ) Non-core or non-recurring items (post-tax) are calculated using an estimated effective federal tax rate of 21% with the exception of goodwill impairment which is not deductible for tax.    
    (3 ) Interest earned and yields on nontaxable securities and loans are determined on a tax equivalent basis using a 21% effective federal tax rate.        
    (4 ) Net interest margin (TEY) is a non-GAAP financial measure. The Company’s management utilizes this measurement to take into account the tax benefit associated with certain loans and securities. It is also standard industry practice to measure net interest margin using tax-equivalent measures. In compliance with applicable rules of the SEC, this non-GAAP measure is reconciled to net interest income, which is the most directly comparable GAAP financial measure.  In addition, the Company calculates net interest margin without the impact of acquisition accounting net accretion as this can fluctuate and it’s difficult to provide a more realistic run-rate for future periods.
    (5 ) Efficiency ratio is a non-GAAP measure. The Company’s management utilizes this ratio to compare to industry peers. The ratio is used to calculate overhead as a percentage of revenue. In compliance with the applicable rules of the SEC, this non-GAAP measure is reconciled to noninterest expense, net interest income and noninterest income, which are the most directly comparable GAAP financial measures.
           

    The MIL Network –

    July 24, 2025
  • MIL-OSI: QCR Holdings, Inc. Announces Net Income of $29.0 Million for the Second Quarter of 2025

    Source: GlobeNewswire (MIL-OSI)

    Second Quarter 2025 Highlights

    • Net income of $29.0 million, or $1.71 per diluted share
    • Adjusted net income1of $29.4 million, or $1.73 per diluted share
    • NIM TEY1expanded four basis points to 3.46%
    • Adjusted ROAA1of 1.29% annualized
    • Capital markets revenue growth of 51% on a linked-quarter basis
    • Nonperforming assets declined $5.5 million, or 11%
    • Tangible book value per share1grew $1.64, or 13% annualized
    • TCE/TA ratio1improved 22 basis points to 9.92%

    MOLINE, Ill., July 23, 2025 (GLOBE NEWSWIRE) — QCR Holdings, Inc. (NASDAQ: QCRH) (the “Company”) today announced quarterly net income of $29.0 million and diluted earnings per share (“EPS”) of $1.71 for the second quarter of 2025, compared to net income of $25.8 million and diluted EPS of $1.52 for the first quarter of 2025.

    Adjusted net income1 and adjusted diluted EPS1 for the second quarter of 2025 were $29.4 million and $1.73, respectively, for the first quarter of 2025 compared to $26.0 million and $1.53, respectively, for the first quarter of 2025 and $29.3 million, and $1.73 respectively for the second quarter of 2024.

      For the Quarter Ended    
      June 30, March 31, June 30,    
    $ in millions (except per share data)  2025  2025  2024    
    Net Income $ 29.0 $ 25.8 $ 29.1    
    Diluted EPS $ 1.71 $ 1.52 $ 1.72    
    Adjusted Net Income1 $ 29.4 $ 26.0 $ 29.3    
    Adjusted Diluted EPS1 $ 1.73 $ 1.53 $ 1.73    

    “We delivered strong second quarter results highlighted by a significant increase in net interest income from the previous quarter, driven by both net interest margin expansion and strong loan growth, as well as improved capital markets revenue, and disciplined noninterest expense management,” said Todd Gipple, President and Chief Executive Officer. “These robust results led to continued capital accretion and a substantial increase in tangible book value per share1.”

    Significant Net Interest Income Growth as Margin Expansion Continues

    Net interest income for the second quarter of 2025 totaled $62.1 million, an increase of $2.1 million, or 14% annualized, from the first quarter of 2025, driven by strong earning asset growth, expanded yield on loans and investments, and lower cost of funds.   Net interest margin (“NIM”) was 2.97% and NIM on a tax-equivalent yield (“TEY”) basis1 was 3.46% for the second quarter, as compared to 2.95% and 3.42% for the prior quarter, respectively.

    “Our NIM TEY1 increased four basis points from the first quarter of 2025, which was at the top of our guidance range,” said Nick Anderson, Chief Financial Officer. “Looking ahead, we anticipate continued margin expansion and are guiding to an increase in third quarter NIM TEY1 in a range from static to an increase of four basis points, assuming no Federal Reserve rate cuts,” added Mr. Anderson.

    Improving Noninterest Income Driven by Capital Markets Revenue

    Noninterest income for the second quarter of 2025 was $22.1 million, up from $16.9 million in the first quarter of 2025. The Company generated $9.9 million of capital markets revenue in the second quarter of 2025 compared to $6.5 million in the prior quarter. Wealth management revenue totaled $4.6 million, representing a slight decline from the first quarter of 2025. However, it increased $332 thousand or 8% compared to the second quarter of 2024 and rose 23% year-to-date on an annualized basis compared to the same period in 2024.

    “During the second quarter of 2025 we saw improved low-income housing tax credit (“LIHTC”) lending activity compared to the first quarter as clients adjusted to the current environment. This increased activity drove 51% growth in our capital markets revenue. The sustained, long-term demand for affordable housing continues to support our LIHTC lending and related capital markets revenue. Our pipeline continues to improve as clients adapt to the evolving market conditions,” said Mr. Gipple.

    “Given the strengthened pipeline, we are reaffirming our guidance for Capital Markets revenue to be in a range of $50 to $60 million for the next four quarters.  In addition, we are also providing guidance over a shorter horizon and expect capital markets revenue for the third quarter to be fully back to a more normalized level and in a range of $13 to $16 million for the quarter,” added Mr. Gipple.

    Disciplined Noninterest Expense Management

    Noninterest expense for the second quarter of 2025 totaled $49.6 million compared to $46.5 million for the first quarter of 2025 and $49.9 million for the second quarter of 2024. The $3.1 million linked-quarter increase was primarily due to higher capital markets revenue and strong loan growth resulting in an improved return on average assets which drove higher variable compensation. Professional and data processing expenses also increased and were related to the Company’s digital transformation.   

    “While expenses increased compared to the first quarter, we held noninterest expense under the low end of our guidance range of $50 to $53 million, highlighting our expense flexibility,” said Mr. Anderson. “Noninterest expense remains well managed, down 9% year to date on an annualized basis compared to the same period in 2024. The Company’s efficiency ratio1 was 58.9% in the second quarter. For the third quarter of 2025, we expect noninterest expense to be in the range of $52 to $55, million which includes certain costs associated with our digital transformation and assumes both capital markets revenue and loan growth are within our guidance range,” added Mr. Anderson.

    Strong Loan Growth

    In the second quarter of 2025, the Company’s total loans and leases held for investment grew by $102.6 million, to $6.9 billion. “Loan growth was 8% annualized when adding back the impact from the planned runoff of m2 Equipment Finance loans and leases. Second quarter loan growth was driven by both our LIHTC and traditional lending businesses. Our pipeline is strong, and we anticipate loan demand to increase as clients continue to adapt to current market conditions,” stated Mr. Gipple. “We continue to be optimistic about solid loan growth for the remainder of the year and are guiding to gross loan growth in a range of 8% to 10% in the second half of the year,” added Mr. Gipple.

    Maintaining Core Deposit Strength

    Following the robust deposit growth of $276.2 million, or 16% annualized, in the first quarter of 2025, the majority of those balances were retained throughout the second quarter. Total deposits declined slightly by $19.0 million, or 1% annualized from the first quarter, while average deposit balances increased $72.0 million. Year-to-date, core deposits have increased by $311 million, or 9% annualized.

    Asset Quality Remains Excellent

    The nonperforming assets (“NPAs”) to total assets ratio was 0.46% as of June 30, 2025, down seven basis points from the prior quarter. NPAs totaled $42.7 million at the end of the second quarter of 2025, a $5.5 million, or 11% decrease from the prior quarter.

    Total criticized loans increased by $9.3 million on a linked-quarter basis. The ratio of criticized loans to total loans and leases as of June 30, 2025, increased to 2.16% as compared to 2.06% as of March 31, 2025. Despite the 10 basis point increase, the criticized loan ratio remains well below the Company’s long-term historical average.

    The Company recorded a total provision for credit losses of $4.0 million during the quarter, which was down slightly from $4.2 million in the prior quarter. Net charge-offs were $6.3 million during the second quarter of 2025, an increase of $2.1 million from the prior quarter primarily due to the charge-off of loans that had previously been fully reserved. The allowance for credit losses to total loans held for investment was 1.28% for the second quarter.

    Strong Tangible Book Value and Regulatory Capital Growth

    The Company’s tangible book value per share1 increased by $1.64, or 13% annualized, during the second quarter of 2025 due to the combination of strong earnings and a modest dividend.

    As of June 30, 2025, the Company’s tangible common equity to tangible assets ratio (“TCE”)1 increased 22 basis points to 9.92%. The improvement in TCE1 was driven by strong earnings during the quarter. The total risk-based capital ratio increased to 14.26% and the common equity tier 1 ratio increased to 10.43% due to solid earnings growth during the quarter. By comparison, these ratios were 9.70%, 14.18%, and 10.27%, respectively, as of March 31, 2025. The Company remains focused on growing its regulatory capital.

    Conference Call Details
    The Company will host an earnings call/webcast tomorrow, July 24, 2025, at 10:00 a.m. Central Time. Dial-in information for the call is toll-free: 888-346-9286 (international 412-317-5253). Participants should request to join the QCR Holdings, Inc. call. The event will be available for replay through July 31, 2025. The replay access information is 877-344-7529 (international 412-317-0088); access code 8414968. A webcast of the teleconference can be accessed on the Company’s News and Events page at www.qcrh.com. An archived version of the webcast will be available at the same location shortly after the live event has ended.

    About Us
    QCR Holdings, Inc., headquartered in Moline, Illinois, is a relationship-driven, multi-bank holding company serving the Quad Cities, Cedar Rapids, Cedar Valley, Des Moines/Ankeny and Springfield communities through its wholly owned subsidiary banks. The banks provide full-service commercial and consumer banking and trust and wealth management services. Quad City Bank & Trust Company, based in Bettendorf, Iowa, commenced operations in 1994, Cedar Rapids Bank & Trust Company, based in Cedar Rapids, Iowa, commenced operations in 2001, Community State Bank, based in Ankeny, Iowa, was acquired by the Company in 2016, and Guaranty Bank, based in Springfield, Missouri, was acquired by the Company in 2018. Additionally, the Company serves the Waterloo/Cedar Falls, Iowa community through Community Bank & Trust, a division of Cedar Rapids Bank & Trust Company. The Company has 36 locations in Iowa, Missouri, and Illinois. As of June 30, 2025, the Company had $9.2 billion in assets, $6.9 billion in loans and $7.3 billion in deposits. For additional information, please visit the Company’s website at www.qcrh.com.

    Endnotes

    1Adjusted non-GAAP measurements of financial performance exclude non-core and/or nonrecurring income and expense items that management believes are not reflective of the anticipated future operation of the Company’s business. The Company believes these adjusted measurements provide a better comparison for analysis and may provide a better indicator of future performance. See GAAP to non-GAAP reconciliations.

    Special Note Concerning Forward-Looking Statements. This document contains, and future oral and written statements of the Company and its management may contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Company. Forward-looking statements, which may be based upon beliefs, expectations and assumptions of the Company’s management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “bode”, “predict,” “suggest,” “project”, “appear,” “plan,” “intend,” “estimate,” ”annualize,” “may,” “will,” “would,” “could,” “should,” “likely,” “might,” “potential,” “continue,” “annualized,” “target,” “outlook,” as well as the negative forms of those words, or other similar expressions. Additionally, all statements in this document, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no obligation to update any statement in light of new information or future events.
            
    A number of factors, many of which are beyond the ability of the Company to control or predict, could cause actual results to differ materially from those in its forward-looking statements. These factors include, but are not limited to: (i) the strength of the local, state, national and international economies and financial markets, including effects of inflationary pressures, the threat or implementation of tariffs, trade wars and changes to immigration policy; (ii) changes in, and the interpretation and prioritization of, local, state and federal laws, regulations and governmental policies (including those concerning the Company’s general business); (iii) the economic impact of any future terrorist threats and attacks, widespread disease or pandemics, acts of war or threats thereof (including the Russian invasion of Ukraine and ongoing conflicts in the Middle East), or other adverse events that could cause economic deterioration or instability in credit markets, and the response of the local, state and national governments to any such adverse external events; (iv) new or revised accounting policies and practices, as may be adopted by state and federal regulatory agencies, the FASB, the Securities and Exchange Commission (the “SEC”) or the PCAOB; (v) the imposition of tariffs or other governmental policies impacting the value of products produced by the Company’s commercial borrowers; (vi) increased competition in the financial services sector, including from non-bank competitors such as credit unions, fintech companies, and digital asset service providers and the inability to attract new customers; (vii) rapid technological changes implemented by us and our third-party vendors, including the development and implementation of tools incorporating artificial intelligence; (viii) unexpected results of acquisitions, including failure to realize the anticipated benefits of the acquisitions and the possibility that transaction and integration costs may be greater than anticipated; (ix) the loss of key executives and employees, talent shortages and employee turnover; (x) changes in consumer spending; (xi) unexpected outcomes and costs of existing or new litigation or other legal proceedings and regulatory actions involving the Company; (xii) the economic impact on the Company and its customers of climate change, natural disasters and exceptional weather occurrences such as tornadoes, floods and blizzards; (xiii) fluctuations in the value of securities held in our securities portfolio, including as a result of changes in interest rates; (xiv) credit risk and risks from concentrations (by type of borrower, geographic area, collateral and industry) within our loan portfolio and large loans to certain borrowers (including CRE loans); (xv) the overall health of the local and national real estate market; (xvi) the ability to maintain an adequate level of allowance for credit losses on loans; (xvii) the concentration of large deposits from certain clients who have balances above current FDIC insurance limits and who may withdraw deposits to diversify their exposure; (xviii) the ability to successfully manage liquidity risk, which may increase dependence on non-core funding sources such as brokered deposits, and may negatively impact the Company’s cost of funds; (xix) the level of non-performing assets on our balance sheet; (xx) interruptions involving our information technology and communications systems or third-party servicers; (xxi) the occurrence of fraudulent activity, breaches or failures of our third-party vendors’ information security controls or cybersecurity-related incidents, including as a result of sophisticated attacks using artificial intelligence and similar tools or as a result of insider fraud; (xxii) changes in the interest rates and repayment rates of the Company’s assets; (xxiii) the effectiveness of the Company’s risk management framework, and (xxiv) the ability of the Company to manage the risks associated with the foregoing. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. Additional information concerning the Company and its business, including additional factors that could materially affect the Company’s financial results, is included in the Company’s filings with the SEC.

    Contact:
    Nick W. Anderson                        
    Chief Financial Officer                        
    (309) 743-7707 
    nanderson@qcrh.com 

    QCR Holdings, Inc.    
    Consolidated Financial Highlights    
    (Unaudited)    
                     
        As of    
        June 30, March 31, December 31, September 30, June 30,    
          2025     2025     2024     2024     2024      
                     
        (dollars in thousands)    
                     
      CONDENSED BALANCE SHEET              
                     
      Cash and due from banks $         104,769   $           98,994   $           91,732   $         103,840   $           92,173      
      Federal funds sold and interest-bearing deposits             145,704               225,716               170,592               159,159               102,262      
      Securities, net of allowance for credit losses          1,263,452            1,220,717            1,200,435            1,146,046            1,033,199      
      Loans receivable held for sale (1)                1,162                  2,025                  2,143               167,047               246,124      
      Loans/leases receivable held for investment          6,923,762            6,821,142            6,782,261            6,661,755            6,608,262      
      Allowance for credit losses              (88,732 )              (90,354 )              (89,841 )              (86,321 )              (87,706 )    
      Intangibles                9,738                 10,400                 11,061                 11,751                 12,441      
      Goodwill             138,595               138,595               138,595               138,596               139,027      
      Derivatives             184,982               180,997               186,781               261,913               194,354      
      Other assets             558,899               544,547               532,271               524,779               531,855      
      Total assets $      9,242,331   $      9,152,779   $      9,026,030   $      9,088,565   $      8,871,991      
                     
      Total deposits $      7,318,353   $      7,337,390   $      7,061,187   $      6,984,633   $      6,764,667      
      Total borrowings          509,359            429,921            569,532            660,344            768,671      
      Derivatives          209,505            206,925            214,823            285,769            221,798      
      Other liabilities             154,560               155,796               183,101               181,199               180,536      
      Total stockholders’ equity          1,050,554            1,022,747               997,387               976,620               936,319      
      Total liabilities and stockholders’ equity $      9,242,331   $      9,152,779   $      9,026,030   $      9,088,565   $      8,871,991      
                     
      ANALYSIS OF LOAN PORTFOLIO              
      Loan/lease mix: (2)              
      Commercial and industrial – revolving $         380,029   $         388,479   $         387,991   $         387,409   $         362,115      
      Commercial and industrial – other          1,180,859            1,231,198            1,295,961            1,321,053            1,370,561      
      Commercial and industrial – other – LIHTC             194,830               212,921               218,971                 89,028                 92,637      
      Total commercial and industrial          1,755,718            1,832,598            1,902,923            1,797,490            1,825,313      
      Commercial real estate, owner occupied             593,675               599,488               605,993               622,072               633,596      
      Commercial real estate, non-owner occupied          1,036,049            1,040,281            1,077,852            1,103,694            1,082,457      
      Construction and land development             454,022               403,001               395,557               342,335               331,454      
      Construction and land development – LIHTC          1,075,000            1,016,207               917,986               913,841               750,894      
      Multi-family             301,432               289,782               303,662               324,090               329,239      
      Multi-family – LIHTC             950,331               888,517               828,448               973,682            1,148,244      
      Direct financing leases               12,880                 14,773                 17,076                 19,241                 25,808      
      1-4 family real estate             592,253               592,127               588,179               587,512               583,542      
      Consumer             153,564               146,393               146,728               144,845               143,839      
      Total loans/leases $      6,924,924   $      6,823,167   $      6,784,404   $      6,828,802   $      6,854,386      
      Less allowance for credit losses               88,732                 90,354                 89,841                 86,321                 87,706      
      Net loans/leases $      6,836,192   $      6,732,813   $      6,694,563   $      6,742,481   $      6,766,680      
                     
                     
      ANALYSIS OF SECURITIES PORTFOLIO              
      Securities mix:              
      U.S. government sponsored agency securities $           14,267   $           17,487   $           20,591   $           18,621   $           20,101      
      Municipal securities          1,033,642            1,003,985               971,567               965,810               885,046      
      Residential mortgage-backed and related securities               58,864                 43,194                 50,042                 53,488                 54,708      
      Asset backed securities                6,684                  7,764                  9,224                 10,455                 12,721      
      Other securities               67,358                 66,105                 65,745                 39,190                 38,464      
      Trading securities (3)               82,900                 82,445                 83,529                 58,685                 22,362      
      Total securities $      1,263,715   $      1,220,980   $      1,200,698   $      1,146,249   $      1,033,402      
      Less allowance for credit losses                   263                     263                     263                     203                     203      
      Net securities $      1,263,452   $      1,220,717   $      1,200,435   $      1,146,046   $      1,033,199      
                     
      ANALYSIS OF DEPOSITS              
      Deposit mix:              
      Noninterest-bearing demand deposits $         952,032   $         963,851   $         921,160   $         969,348   $         956,445      
      Interest-bearing demand deposits          5,087,783            5,119,601            4,828,216            4,715,087            4,644,918      
      Time deposits             974,341               951,606               953,496               942,847               859,593      
      Brokered deposits             304,197               302,332               358,315               357,351               303,711      
      Total deposits $      7,318,353   $      7,337,390   $      7,061,187   $      6,984,633   $      6,764,667      
                     
      ANALYSIS OF BORROWINGS              
      Borrowings mix:              
      Term FHLB advances $         145,383   $         145,383   $         145,383   $         145,383   $         135,000      
      Overnight FHLB advances                80,000                         –               140,000               230,000               350,000      
      Other short-term borrowings                1,350                  2,050                  1,800                  2,750                  1,600      
      Subordinated notes             233,701               233,595               233,489               233,383               233,276      
      Junior subordinated debentures               48,925                 48,893                 48,860                 48,828                 48,795      
      Total borrowings $         509,359   $         429,921   $         569,532   $         660,344   $         768,671      
                     
    (1) Loans with a fair value of $0 million, $0 million, $0 million, $165.9 million and $243.2 million have been identified for securitization and are included in LHFS at June 30, 2025, March 31, 2025, December 31, 2024, September 30, 2024 and June 30, 2024, respectively.
       
    (2) Loan categories with significant LIHTC loan balances have been broken out separately.  Total LIHTC balances within the loan/lease portfolio were $2.3 billion at June 30, 2025.    
    (3) Trading securities consisted of retained beneficial interests acquired in conjunction with Freddie Mac securitizations completed by the Company.    
       
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                   
          For the Quarter Ended
          June 30, March 31, December 31, September 30, June 30,
           2025   2025     2024     2024    2024
                   
          (dollars in thousands, except per share data)
                   
    INCOME STATEMENT            
    Interest income   $             120,247 $             116,673   $             121,642   $             125,420   $             119,746
    Interest expense                    58,165                  56,687                    60,438                    65,698                    63,583
    Net interest income                     62,082                  59,986                    61,204                    59,722                    56,163
    Provision for credit losses                      4,043                    4,234                      5,149                      3,484                      5,496
    Net interest income after provision for credit losses   $              58,039 $              55,752   $              56,055   $              56,238   $              50,667
                   
                   
    Trust fees (1)   $                3,395 $                3,686   $                3,456   $                3,270   $                3,103
    Investment advisory and management fees (1)                      1,254                    1,254                      1,320                      1,229                      1,214
    Deposit service fees                      2,187                    2,183                      2,228                      2,294                      1,986
    Gains on sales of residential real estate loans, net                         556                       297                         734                         385                         540
    Gains on sales of government guaranteed portions of loans, net                          40                        61                          49                           –                             12
    Capital markets revenue                      9,869                    6,516                    20,552                    16,290                    17,758
    Earnings on bank-owned life insurance                         998                       524                         797                         814                      2,964
    Debit card fees                      1,648                    1,488                      1,555                      1,575                      1,571
    Correspondent banking fees                         699                       614                         560                         507                         510
    Loan related fee income                      1,096                       898                         950                         949                         962
    Fair value gain (loss) on derivatives and trading securities                         230                   (1,007 )                   (1,781 )                      (886 )                        51
    Other                          143                       378                         205                         730                         218
    Total noninterest income   $              22,115 $              16,892   $              30,625   $              27,157   $              30,889
                   
                   
    Salaries and employee benefits   $              28,474 $              27,364   $              33,610   $              31,637   $              31,079
    Occupancy and equipment expense                      6,837                    6,455                      6,354                      6,168                      6,377
    Professional and data processing fees                      6,089                    5,144                      5,480                      4,457                      4,823
    Restructuring expense                           –                            –                              –                         1,954                           –   
    FDIC insurance, other insurance and regulatory fees                      1,960                    1,970                      1,934                      1,711                      1,854
    Loan/lease expense                         407                       381                         513                         587                         151
    Net cost of (income from) and gains/losses on operations of other real estate                          50                         (9 )                        23                         (42 )                        28
    Advertising and marketing                      1,746                    1,613                      1,886                      2,124                      1,565
    Communication and data connectivity                         274                       290                         345                         333                         318
    Supplies                           252                       207                         252                         278                         259
    Bank service charges                         720                       596                         635                         603                         622
    Correspondent banking expense                         314                       329                         328                         325                         363
    Intangibles amortization                         661                       661                         691                         690                         690
    Goodwill impairment                           –                            –                              –                            431                           –   
    Payment card processing                         547                       594                         516                         785                         706
    Trust expense                         413                       357                         381                         395                         379
    Other                          839                       587                         551                      1,129                         674
    Total noninterest expense   $              49,583 $              46,539   $              53,499   $              53,565   $              49,888
                   
    Net income before income taxes   $              30,571 $              26,105   $              33,181   $              29,830   $              31,668
    Federal and state income tax expense                      1,552                       308                      2,956                      2,045                      2,554
    Net income     $              29,019 $              25,797   $              30,225   $              27,785   $              29,114
                   
    Basic EPS   $                  1.71 $                  1.53   $                  1.80   $                  1.65   $                  1.73
    Diluted EPS   $                  1.71 $                  1.52   $                  1.77   $                  1.64   $                  1.72
                   
                   
    Weighted average common shares outstanding              16,928,542            16,900,785              16,871,652              16,846,200              16,814,814
    Weighted average common and common equivalent shares outstanding              17,006,282            17,013,992              17,024,481              16,982,400              16,921,854
                   
    (1) Trust fees and investment advisory and management fees when combined are referred to as wealth management revenue.          
       
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
               
          For the Six Months Ended
          June 30,   June 30,
            2025       2024  
               
          (dollars in thousands, except per share data)
               
    INCOME STATEMENT        
    Interest income   $             236,920     $             234,795  
    Interest expense                  114,852                    123,933  
    Net interest income                   122,068                    110,862  
    Provision for credit losses                      8,277                        8,465  
    Net interest income after provision for credit losses   $             113,791     $             102,397  
               
               
    Trust fees     $                7,081     $                6,302  
    Investment advisory and management fees                      2,508                        2,315  
    Deposit service fees                      4,370                        4,008  
    Gains on sales of residential real estate loans, net                         853                           922  
    Gains on sales of government guaranteed portions of loans, net                         101                            36  
    Capital markets revenue                    16,385                      34,215  
    Earnings on bank-owned life insurance                      1,522                        3,832  
    Debit card fees                      3,136                        3,037  
    Correspondent banking fees                      1,313                        1,022  
    Loan related fee income                      1,994                        1,798  
    Fair value loss on derivatives and trading securities                        (777 )                        (112 )
    Other                          521                           372  
    Total noninterest income   $              39,007     $              57,747  
               
               
    Salaries and employee benefits   $              55,838     $              62,939  
    Occupancy and equipment expense                    13,292                      12,891  
    Professional and data processing fees                    11,233                        9,436  
    FDIC insurance, other insurance and regulatory fees                      3,930                        3,799  
    Loan/lease expense                         788                           529  
    Net cost of (income from) and gains/losses on operations of other real estate                        41                             (2 )
    Advertising and marketing                      3,359                        3,048  
    Communication and data connectivity                         564                           719  
    Supplies                          459                           534  
    Bank service charges                      1,316                        1,190  
    Correspondent banking expense                         643                           668  
    Intangibles amortization                      1,322                        1,380  
    Payment card processing                      1,141                        1,352  
    Trust expense                         770                           804  
    Other                       1,426                        1,291  
    Total noninterest expense   $              96,122     $             100,578  
               
    Net income before income taxes   $              56,676     $              59,566  
    Federal and state income tax expense                      1,860                        3,726  
    Net income    $              54,816     $              55,840  
               
    Basic EPS   $                  3.24     $                  3.32  
    Diluted EPS   $                  3.22     $                  3.30  
               
               
    Weighted average common shares outstanding              16,914,663                16,799,081  
    Weighted average common and common equivalent shares outstanding              17,010,136                16,916,264  
                     
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                       
        As of and for the Quarter Ended   For the Six Months Ended
        June 30,  March 31, December 31, September 30, June 30,   June 30, June 30, 
          2025     2025     2024     2024     2024       2025     2024  
                       
        (dollars in thousands, except per share data)
                       
      COMMON SHARE DATA                
      Common shares outstanding         16,934,698          16,920,363          16,882,045          16,861,108          16,824,985        
      Book value per common share (1) $             62.04   $             60.44   $             59.08   $             57.92   $             55.65        
      Tangible book value per common share (Non-GAAP) (2) $             53.28   $             51.64   $             50.21   $             49.00   $             46.65        
      Closing stock price $             67.90   $             71.32   $             80.64   $             74.03   $             60.00        
      Market capitalization $      1,149,866   $      1,206,760   $      1,361,368   $      1,248,228   $      1,009,499        
      Market price / book value   109.45 %   117.99 %   136.49 %   127.81 %   107.82 %      
      Market price / tangible book value   127.45 %   138.11 %   160.59 %   151.07 %   128.62 %      
      Earnings per common share (basic) LTM (3) $              6.69   $              6.71   $              6.77   $              6.93   $              6.78        
      Price earnings ratio LTM (3)  10.15 x   10.63 x   11.91 x   10.68 x   8.85 x       
      TCE / TA (Non-GAAP) (4)   9.92 %   9.70 %   9.55 %   9.24 %   9.00 %      
                       
                       
      CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY        
      Beginning balance $      1,022,747   $         997,387   $         976,620   $         936,319   $         907,342        
      Net income               29,019                 25,797                 30,225                 27,785                 29,114        
      Other comprehensive income (loss), net of tax               (1,671 )                   404                 (9,628 )               12,057                    (368 )      
      Common stock cash dividends declared               (1,016 )               (1,015 )               (1,013 )               (1,012 )               (1,008 )      
      Other (5)                1,475                     174                  1,183                  1,471                  1,239        
      Ending balance $      1,050,554   $      1,022,747   $         997,387   $         976,620   $         936,319        
                       
                       
      REGULATORY CAPITAL RATIOS (6):                
      Total risk-based capital ratio   14.26 %   14.18 %   14.10 %   13.87 %   14.21 %      
      Tier 1 risk-based capital ratio   10.96 %   10.81 %   10.57 %   10.33 %   10.49 %      
      Tier 1 leverage capital ratio   11.22 %   11.06 %   10.73 %   10.50 %   10.40 %      
      Common equity tier 1 ratio   10.43 %   10.27 %   10.03 %   9.79 %   9.92 %      
                       
                       
      KEY PERFORMANCE RATIOS AND OTHER METRICS                 
      Return on average assets (annualized)   1.27 %   1.14 %   1.34 %   1.24 %   1.33 %     1.21 %   1.30 %
      Return on average total equity (annualized)   11.15 %   10.14 %   12.15 %   11.55 %   12.63 %     10.65 %   12.32 %
      Net interest margin   2.97 %   2.95 %   2.95 %   2.90 %   2.82 %     2.95 %   2.82 %
      Net interest margin (TEY) (Non-GAAP)(7)   3.46 %   3.42 %   3.43 %   3.37 %   3.27 %     3.45 %   3.26 %
      Efficiency ratio (Non-GAAP) (8)   58.89 %   60.54 %   58.26 %   61.65 %   57.31 %     59.68 %   59.65 %
      Gross loans/leases held for investment / total assets    74.91 %   74.53 %   75.14 %   73.30 %   74.48 %     74.91 %   74.48 %
      Gross loans/leases held for investment / total deposits    94.61 %   92.96 %   96.05 %   95.38 %   97.69 %     94.61 %   97.69 %
      Effective tax rate   5.08 %   1.18 %   8.91 %   6.86 %   8.06 %     3.28 %   6.26 %
      Full-time equivalent employees (9)                1,001                     972                     980                     976                     988                     1,001                      988  
                       
                       
      AVERAGE BALANCES                 
      Assets $      9,155,473   $      9,015,439   $      9,050,280   $      8,968,653   $      8,776,002     $       9,085,843   $       8,663,429  
      Loans/leases          6,881,731            6,790,312            6,839,153            6,840,527            6,779,075               6,836,274             6,688,844  
      Deposits          7,218,540            7,146,286            7,109,567            6,858,196            6,687,188               7,182,612             6,641,324  
      Total stockholders’ equity          1,041,428            1,017,487               995,012               962,302               921,986               1,029,524                912,679  
                       
    (1 ) Includes accumulated other comprehensive income (loss). 
    (2 ) Includes accumulated other comprehensive income (loss) and excludes intangible assets.  See GAAP to Non-GAAP reconciliations.   
    (3 ) LTM : Last twelve months.        
    (4 ) TCE / TCA : tangible common equity / total tangible assets.  See GAAP to non-GAAP reconciliations.     
    (5 ) Includes mostly common stock issued for options exercised and the employee stock purchase plan, as well as stock-based compensation.     
    (6 ) (6) Ratios for the current quarter are subject to change upon final calculation for regulatory filings due after earnings release.    
    (7 ) TEY : Tax equivalent yield.  See GAAP to Non-GAAP reconciliations.       
    (8 ) See GAAP to Non-GAAP reconciliations.        
    (9 ) The increase in full-time equivalent employees in the second quarter of 2025 includes 21 summer interns.     
         
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                               
      ANALYSIS OF NET INTEREST INCOME AND MARGIN                  
                               
          For the Quarter Ended
          June 30, 2025   March 31, 2025   June 30, 2024
           Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
       Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
       Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
                               
          (dollars in thousands)
                               
      Fed funds sold   $        14,285 $             159 4.40 %   $          9,009 $              99 4.40 %   $        13,065 $           183 5.54 %
      Interest-bearing deposits at financial institutions          151,898              1,634 4.31 %            166,897              1,804 4.38 %              80,998            1,139 5.66 %
      Investment securities – taxable          401,657              4,805 4.79 %            400,779              4,588 4.59 %            377,747            4,286 4.53 %
      Investment securities – nontaxable (1)          893,753             12,872 5.76 %            843,476            11,722 5.57 %            704,761            9,462 5.37 %
      Restricted investment securities            34,037                 622 7.23 %              30,562                534 6.99 %              43,398               869 7.92 %
      Loans (1)         6,881,731           110,245 6.43 %         6,790,312          107,439 6.42 %         6,779,075         112,719 6.69 %
      Total earning assets (1) $    8,377,361 $       130,337 6.24 %   $    8,241,035 $      126,186 6.20 %   $    7,999,044 $     128,658 6.46 %
                               
      Interest-bearing deposits $    5,080,367 $         38,604 3.05 %   $    5,005,853 $        37,698 3.05 %   $    4,649,625 $       40,924 3.54 %
      Time deposits         1,193,035             12,409 4.17 %         1,204,593            12,690 4.27 %         1,091,870           12,128 4.47 %
      Short-term borrowings              1,420                   15 4.23 %                1,839                  18 3.97 %                1,622                 21 5.18 %
      Federal Home Loan Bank advances           250,603              2,853 4.50 %            177,883              1,996 4.49 %            464,231            6,238 5.32 %
      Subordinated debentures          233,631              3,599 6.16 %            233,525              3,601 6.17 %            233,207            3,582 6.14 %
      Junior subordinated debentures            48,904                 685 5.54 %              48,871                684 5.60 %              48,774               688 5.58 %
      Total interest-bearing liabilities $    6,807,960 $         58,165 3.42 %   $    6,672,564 $        56,687 3.44 %   $    6,489,329 $       63,581 3.93 %
                               
      Net interest income (1)   $         72,172       $        69,499       $       65,077  
      Net interest margin (2)     2.97 %       2.95 %       2.82 %
      Net interest margin (TEY) (Non-GAAP) (1) (2) (3)     3.46 %       3.42 %       3.27 %
      Adjusted net interest margin (TEY) (Non-GAAP) (1) (2) (3)     3.45 %       3.41 %       3.26 %
      Cost of funds (4)       3.01 %       3.02 %       3.43 %
                               
                               
          For the Six Months Ended        
          June 30, 2025   June 30, 2024    
           Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
       Average
    Balance 
     Interest
    Earned or
    Paid 
     Average
    Yield or Cost 
           
                               
          (dollars in thousands)        
                               
      Fed funds sold  $        11,662 $             258 4.40 %   $        16,510 $             452 5.41 %        
      Interest-bearing deposits at financial institutions          159,356              3,438 4.35 %              86,277              2,339 5.45 %        
      Investment securities – taxable          401,220              9,393 4.69 %            375,644              8,546 4.54 %        
      Investment securities – nontaxable (1)          868,754             24,594 5.67 %            695,365            18,813 5.41 %        
      Restricted investment securities            32,309              1,156 7.12 %              40,742              1,543 7.49 %        
      Loans (1)         6,836,274           217,684 6.42 %         6,688,844          220,392 6.63 %        
      Total earning assets (1) $    8,309,575 $       256,523 6.22 %   $    7,903,382 $      252,085 6.41 %        
                               
      Interest-bearing deposits $    5,041,914 $         76,302 3.05 %   $    4,589,479 $        80,027 3.51 %        
      Time deposits        1,198,782             25,098 4.22 %         1,099,746            24,473 4.48 %        
      Short-term borrowings              1,629                   33 4.05 %                1,688                  44 5.19 %        
      Federal Home Loan Bank advances          214,444              4,849 4.50 %            409,725            10,977 5.30 %        
      Subordinated debentures          233,579              7,201 6.17 %            233,154              7,062 6.06 %        
      Junior subordinated debentures            48,888              1,369 5.57 %              48,758              1,381 5.60 %        
      Total interest-bearing liabilities $    6,739,236 $       114,852 3.43 %   $    6,382,550 $      123,964 3.90 %        
                               
      Net interest income (1)   $       141,671       $      128,121          
      Net interest margin (2)     2.95 %       2.82 %        
      Net interest margin (TEY) (Non-GAAP) (1) (2) (3)     3.45 %       3.26 %        
      Adjusted net interest margin (TEY) (Non-GAAP) (1) (2) (3)     3.44 %       3.24 %        
      Cost of funds (4)       3.01 %       3.39 %        
                               
                               
    (1 ) Includes nontaxable securities and loans.  Interest earned and yields on nontaxable securities and loans are determined on a tax equivalent basis using a 21% effective federal tax rate.  
    (2 ) See “Select Financial Data – Subsidiaries” for a breakdown of amortization/accretion included in net interest margin for each period presented.     
    (3 ) TEY : Tax equivalent yield.  See GAAP to Non-GAAP reconciliations.           
    (4 ) Cost of funds includes the effect of noninterest-bearing deposits.           
         
    QCR Holdings, Inc.  
    Consolidated Financial Highlights  
    (Unaudited)  
                   
        As of  
        June 30, March 31,  December 31, September 30, June 30,  
          2025     2025     2024     2024     2024    
                   
        (dollars in thousands, except per share data)  
                   
      ROLLFORWARD OF ALLOWANCE FOR CREDIT LOSSES ON LOANS/LEASES            
      Beginning balance $         90,354   $            89,841   $         86,321   $         87,706   $         84,470    
      Change in ACL for transfer of loans to LHFS                    –                           –                        93                (1,812 )                  498    
      Credit loss expense                4,667                   4,743                 6,832                 3,828                 4,343    
      Loans/leases charged off              (6,490 )                (4,944 )              (4,787 )              (3,871 )              (1,751 )  
      Recoveries on loans/leases previously charged off                  201                      714                 1,382                    470                    146    
      Ending balance $         88,732   $            90,354   $         89,841   $         86,321   $         87,706    
                   
                   
      NONPERFORMING ASSETS             
      Nonaccrual loans/leases  $         42,482   $            47,259   $         40,080   $         33,480   $         33,546    
      Accruing loans/leases past due 90 days or more                     7                      356                 4,270                 1,298                     87    
      Total nonperforming loans/leases             42,489                  47,615               44,350               34,778               33,633    
      Other real estate owned                   62                      402                    661                    369                    369    
      Other repossessed assets                  113                      122                    543                    542                    512    
      Total nonperforming assets $         42,664   $            48,139   $         45,554   $         35,689   $         34,514    
                   
                   
      ASSET QUALITY RATIOS            
      Nonperforming assets / total assets    0.46 %   0.53 %   0.50 %   0.39 %   0.39 %  
      ACL for loans and leases / total loans/leases held for investment   1.28 %   1.32 %   1.32 %   1.30 %   1.33 %  
      ACL for loans and leases / nonperforming loans/leases    208.84 %   189.76 %   202.57 %   248.21 %   260.77 %  
      Net charge-offs as a % of average loans/leases   0.09 %   0.06 %   0.05 %   0.05 %   0.02 %  
                   
                   
                   
      INTERNALLY ASSIGNED RISK RATING (1)            
      Special mention $         68,621   $            55,327   $         73,636   $         80,121   $         85,096    
      Substandard (2)             81,040                  85,033               84,930               70,022               80,345    
      Doubtful (2)                    –                           –                         –                         –                         –       
      Total Criticized loans (3) $        149,661   $          140,360   $        158,566   $        150,143   $        165,441    
                   
      Classified loans as a % of total loans/leases (2)   1.17 %   1.25 %   1.25 %   1.03 %   1.17 %  
      Total Criticized loans as a % of total loans/leases (3)   2.16 %   2.06 %   2.34 %   2.20 %   2.41 %  
                   
    (1 ) Amounts exclude the government guaranteed portion, if any.  The Company assigns internal risk ratings of Pass for the government guaranteed portion.
    (2 ) Classified loans are defined as loans with internally assigned risk ratings of 10 or 11, regardless of performance, and include loans identified as Substandard or Doubtful.
    (3 ) Total Criticized loans are defined as loans with internally assigned risk ratings of 9, 10, or 11 , regardless of performance, and include loans identified as Special Mention, Substandard, or Doubtful.
         
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                           
          For the Quarter Ended For the Year Ended
          June 30,    March 31,   June 30,   June 30,   June 30,
      SELECT FINANCIAL DATA – SUBSIDIARIES     2025       2025       2024       2025       2024  
          (dollars in thousands)
                           
      TOTAL ASSETS                    
      Quad City Bank and Trust (1)   $          2,662,450     $          2,777,634     $          2,559,049          
      m2 Equipment Finance, LLC                  242,722                    276,096                    359,012          
      Cedar Rapids Bank and Trust                2,664,293                  2,617,143                  2,428,267          
      Community State Bank                1,605,966                  1,583,646                  1,531,109          
      Guaranty Bank                 2,365,944                  2,331,944                  2,369,754          
                           
      TOTAL DEPOSITS                    
      Quad City Bank and Trust (1)   $          2,309,942     $          2,397,047     $          2,100,520          
      Cedar Rapids Bank and Trust                1,884,370                  1,883,952                  1,721,564          
      Community State Bank                1,272,296                  1,238,307                  1,188,551          
      Guaranty Bank                 1,866,749                  1,840,774                  1,791,448          
                           
      TOTAL LOANS & LEASES                    
      Quad City Bank and Trust (1)   $          2,032,168     $          2,041,181     $          2,107,605          
      m2 Equipment Finance, LLC                  250,019                    284,983                    363,897          
      Cedar Rapids Bank and Trust                1,852,316                  1,790,065                  1,736,438          
      Community State Bank                1,206,735                  1,197,005                  1,162,686          
      Guaranty Bank                 1,833,706                  1,794,915                  1,847,658          
                           
      TOTAL LOANS & LEASES / TOTAL DEPOSITS                    
      Quad City Bank and Trust (1)     88 %     85 %     100 %        
      Cedar Rapids Bank and Trust     98 %     95 %     101 %        
      Community State Bank     95 %     97 %     98 %        
      Guaranty Bank      98 %     98 %     103 %        
                           
                           
      TOTAL LOANS & LEASES / TOTAL ASSETS                    
      Quad City Bank and Trust (1)     76 %     73 %     82 %        
      Cedar Rapids Bank and Trust     70 %     68 %     72 %        
      Community State Bank     75 %     76 %     76 %        
      Guaranty Bank      78 %     77 %     78 %        
                           
      ACL ON LOANS/LEASES HELD FOR INVESTMENT AS A PERCENTAGE OF LOANS/LEASES HELD FOR INVESTMENT                    
      Quad City Bank and Trust (1)     1.32 %     1.44 %     1.43 %        
      m2 Equipment Finance, LLC     4.26 %     4.37 %     3.86 %        
      Cedar Rapids Bank and Trust      1.35 %     1.38 %     1.38 %        
      Community State Bank     1.09 %     1.08 %     1.08 %        
      Guaranty Bank      1.29 %     1.30 %     1.13 %        
                           
      RETURN ON AVERAGE ASSETS (ANNUALIZED)                    
      Quad City Bank and Trust (1)     1.24 %     1.31 %     0.88 %     1.28 %     0.84 %
      Cedar Rapids Bank and Trust     2.36 %     2.14 %     2.94 %     2.25 %     3.01 %
      Community State Bank     1.31 %     1.07 %     1.26 %     1.19 %     1.25 %
      Guaranty Bank      0.85 %     0.72 %     1.42 %     0.79 %     1.15 %
                           
      NET INTEREST MARGIN PERCENTAGE (2)                    
      Quad City Bank and Trust (1)     3.45 %     3.45 %     3.39 %     3.45 %     3.35 %
      Cedar Rapids Bank and Trust     3.99 %     4.00 %     3.75 %     4.00 %     3.76 %
      Community State Bank      3.87 %     3.78 %     3.72 %     3.83 %     3.74 %
      Guaranty Bank (3)     3.11 %     3.05 %     2.99 %     3.08 %     2.99 %
                           
      ACQUISITION-RELATED AMORTIZATION/ACCRETION INCLUDED IN NET                    
      INTEREST MARGIN, NET                    
      Community State Bank   $                     (1 )   $                     (1 )   $                     (1 )   $                     (2 )   $                     (2 )
      Guaranty Bank                         118                           218                           301                           336       697  
      QCR Holdings, Inc. (4)                         (33 )                         (33 )                         (32 )                         (66 )     (64 )
                           
    (1 ) Quad City Bank and Trust amounts include m2 Equipment Finance, LLC, as this entity is wholly-owned and consolidated with the Bank. m2 Equipment Finance, LLC  is also presented separately for certain (applicable) measurements.
    (2 ) Includes nontaxable securities and loans. Interest earned and yields on nontaxable securities and loans are determined on a tax equivalent basis using a 21% effective federal tax rate.
    (3 ) Guaranty Bank’s net interest margin percentage includes various purchase accounting adjustments. Excluding those adjustments, net interest margin (Non-GAAP) would have been 2.86% for the quarter ended June 30, 2025, 2.91% for the quarter ended March 31, 2025 and 2.86% for the quarter ended June 30, 2024.  
    (4 ) Relates to the trust preferred securities acquired as part of the Guaranty Bank acquisition in 2017 and the Community National Bank acquisition in 2013.
    QCR Holdings, Inc.    
    Consolidated Financial Highlights    
    (Unaudited)    
                               
          As of  
          June 30,   March 31,    December 31,   September 30,   June 30,     
      GAAP TO NON-GAAP RECONCILIATIONS     2025       2025       2024       2024       2024      
          (dollars in thousands, except per share data)  
      TANGIBLE COMMON EQUITY TO TANGIBLE ASSETS RATIO (1)                        
                               
      Stockholders’ equity (GAAP)   $        1,050,554     $        1,022,747     $           997,387     $           976,620     $           936,319      
      Less: Intangible assets                148,333                  148,995                  149,657                  150,347                  151,468      
      Tangible common equity (non-GAAP)   $           902,221     $           873,752     $           847,730     $           826,273     $           784,851      
                               
      Total assets (GAAP)   $        9,242,331     $        9,152,779     $        9,026,030     $        9,088,565     $        8,871,991      
      Less: Intangible assets                148,333                  148,995                  149,657                  150,347                  151,468      
      Tangible assets (non-GAAP)   $        9,093,998     $        9,003,784     $        8,876,373     $        8,938,218     $        8,720,523      
                               
      Tangible common equity to tangible assets ratio (non-GAAP)     9.92 %     9.70 %     9.55 %     9.24 %     9.00 %    
                               
                               
                               
    (1 ) This ratio is a non-GAAP financial measure. The Company’s management believes that this measurement is important to many investors in the marketplace who are interested in changes period-to-period in common equity. In compliance with applicable rules of the SEC, this non-GAAP measure is reconciled to stockholders’ equity and total assets, which are the most directly comparable GAAP financial measures.
         
    QCR Holdings, Inc.
    Consolidated Financial Highlights
    (Unaudited)
                                   
      GAAP TO NON-GAAP RECONCILIATIONS   For the Quarter Ended   For the Six Months Ended
          June 30,   March 31,   December 31,   September 30,   June 30,   June 30,    June 30,
      ADJUSTED NET INCOME (1)     2025       2025       2024       2024       2024       2025       2024  
          (dollars in thousands, except per share data)
                                   
      Net income (GAAP)   $            29,019     $            25,797     $            30,225     $            27,785     $            29,114     $            54,816     $            55,840  
                                   
      Less non-core items (post-tax) (2):                            
      Income:                            
      Fair value loss on derivatives, net                      (397 )                      (156 )                   (2,594 )                      (542 )                      (145 )                      (553 )                      (288 )
      Total non-core income (non-GAAP)   $                (397 )   $                (156 )   $             (2,594 )   $                (542 )   $                (145 )   $                (553 )   $                (288 )
                                   
      Expense:                            
      Goodwill impairment                           –                             –                             –                         431                             –                             –                             –  
      Restructuring expense                           –                             –                             –                      1,544                             –                             –                             –  
      Total non-core expense (non-GAAP)   $                     –     $                     –     $                     –     $              1,975     $                     –     $                     –     $                     –  
                                   
                                   
      Adjusted net income  (non-GAAP) (1)   $            29,416     $            25,953     $            32,819     $            30,302     $            29,259     $            55,369     $            56,128  
                                   
      ADJUSTED EARNINGS PER COMMON SHARE (1)                            
                                   
      Adjusted net income (non-GAAP) (from above)   $            29,416     $            25,953     $            32,819     $            30,302     $            29,259     $            55,369     $            56,128  
                                   
      Weighted average common shares outstanding            16,928,542              16,900,785              16,871,652              16,846,200              16,814,814              16,914,663              16,799,081  
      Weighted average common and common equivalent shares outstanding            17,006,282              17,013,992              17,024,481              16,982,400              16,921,854              17,010,136              16,916,264  
                                   
      Adjusted earnings per common share (non-GAAP):                            
      Basic   $                1.74     $                1.54     $                1.95     $                1.80     $                1.74     $                3.27     $                3.34  
      Diluted   $                1.73     $                1.53     $                1.93     $                1.78     $                1.73     $                3.26     $                3.32  
                                   
      ADJUSTED RETURN ON AVERAGE ASSETS AND AVERAGE EQUITY (1)                            
                                   
      Adjusted net income (non-GAAP) (from above)   $            29,416     $            25,953     $            32,819     $            30,302     $            29,259     $            55,369     $            56,128  
                                   
      Average Assets   $        9,155,473     $        9,015,439     $        9,050,280     $        8,968,653     $        8,776,002     $        9,085,843     $        8,663,429  
                                   
      Adjusted return on average assets (annualized) (non-GAAP)     1.29 %     1.15 %     1.45 %     1.35 %     1.33 %     1.22 %     1.30 %
      Adjusted return on average equity (annualized) (non-GAAP)     11.30 %     10.20 %     13.19 %     12.60 %     12.69 %     10.76 %     12.30 %
                                   
      NET INTEREST MARGIN (TEY) (3)                            
                                   
      Net interest income (GAAP)   $            62,082     $            59,986     $            61,204     $            59,722     $            56,163     $           122,068     $           110,862  
      Plus: Tax equivalent adjustment (4)                  10,090                      9,513                      9,698                      9,544                      8,914                    19,603                    17,259  
      Net interest income – tax equivalent (non-GAAP)   $            72,172     $            69,499     $            70,902     $            69,266     $            65,077     $           141,671     $           128,121  
      Less:  Acquisition accounting net accretion                        84                         184                         471                         463                         268                         268                         631  
      Adjusted net interest income   $            72,088     $            69,315     $            70,431     $            68,803     $            64,809     $           141,403     $           127,490  
                                   
      Average earning assets   $        8,377,361     $        8,241,035     $        8,241,190     $        8,183,196     $        7,999,044     $        8,309,575     $        7,903,382  
                                   
      Net interest margin (GAAP)     2.97 %     2.95 %     2.95 %     2.90 %     2.82 %     2.97 %     2.82 %
      Net interest margin (TEY) (non-GAAP)     3.46 %     3.42 %     3.43 %     3.37 %     3.27 %     3.45 %     3.26 %
      Adjusted net interest margin (TEY) (non-GAAP)     3.45 %     3.41 %     3.40 %     3.34 %     3.26 %     3.44 %     3.24 %
                                   
      EFFICIENCY RATIO (5)                            
                                   
      Noninterest expense (GAAP)   $            49,583     $            46,539     $            53,499     $            53,565     $            49,888     $            96,122     $           100,578  
                                   
      Net interest income (GAAP)   $            62,082     $            59,986     $            61,204     $            59,722     $            56,163     $           122,068     $           110,862  
      Noninterest income (GAAP)                  22,115                    16,892                    30,625                    27,157                    30,889                    39,007                    57,747  
      Total income   $            84,197     $            76,878     $            91,829     $            86,879     $            87,052     $           161,075     $           168,609  
                                   
      Efficiency ratio (noninterest expense/total income) (non-GAAP)     58.89 %     60.54 %     58.26 %     61.65 %     57.31 %     59.68 %     59.65 %
      Adjusted efficiency ratio (core noninterest expense/core total income) (non-GAAP)     58.54 %     60.38 %     56.25 %     58.45 %     57.19 %     59.42 %     59.52 %
                                   
                                   
    (1 ) Adjusted net income, adjusted earnings per common share, adjusted return on average assets and average equity are non-GAAP financial measures. The Company’s management believes that these measurements are important to investors as they exclude non-core or non-recurring income and expense items, therefore, they provide a more realistic run-rate for future periods. In compliance with applicable rules of the SEC, these non-GAAP measures are reconciled to net income, which is the most directly comparable GAAP financial measure.
    (2 ) Non-core or non-recurring items (post-tax) are calculated using an estimated effective federal tax rate of 21% with the exception of goodwill impairment which is not deductible for tax.    
    (3 ) Interest earned and yields on nontaxable securities and loans are determined on a tax equivalent basis using a 21% effective federal tax rate.        
    (4 ) Net interest margin (TEY) is a non-GAAP financial measure. The Company’s management utilizes this measurement to take into account the tax benefit associated with certain loans and securities. It is also standard industry practice to measure net interest margin using tax-equivalent measures. In compliance with applicable rules of the SEC, this non-GAAP measure is reconciled to net interest income, which is the most directly comparable GAAP financial measure.  In addition, the Company calculates net interest margin without the impact of acquisition accounting net accretion as this can fluctuate and it’s difficult to provide a more realistic run-rate for future periods.
    (5 ) Efficiency ratio is a non-GAAP measure. The Company’s management utilizes this ratio to compare to industry peers. The ratio is used to calculate overhead as a percentage of revenue. In compliance with the applicable rules of the SEC, this non-GAAP measure is reconciled to noninterest expense, net interest income and noninterest income, which are the most directly comparable GAAP financial measures.
           

    The MIL Network –

    July 24, 2025
  • MIL-OSI: Goosehead Insurance, Inc. Announces Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    –   Total Revenue Increased 20% and Core Revenue* Grew 18% over the Prior-Year Period –

    –   Total Written Premium increased 18% to $1.2 billion over the Prior-Year Period –

    –   Net Income of $8.3 million versus Net Income of $10.9 million a year ago –

    –   Adjusted EBITDA* of $29.2 million versus $24.7 million in the Prior-Year Period –

    WESTLAKE, Texas, July 23, 2025 (GLOBE NEWSWIRE) — Goosehead Insurance, Inc. (“Goosehead” or the “Company”) (NASDAQ: GSHD), a rapidly growing independent personal lines insurance agency, today announced results for the second quarter ended June 30, 2025.

    Second Quarter 2025 Highlights

    • Total Revenues grew 20% over the prior-year period to $94.0 million in the second quarter of 2025
    • Second quarter Core Revenues* of $86.8 million increased 18% over the prior-year period
    • Second quarter net income of $8.3 million decreased from net income of $10.9 million a year ago
    • EPS of $0.20 per share decreased from $0.25 in the prior-year period, and Adjusted EPS* of $0.49 per share increased 14% over the prior-year period
    • Net Income Margin for the second quarter was 9%
    • Adjusted EBITDA* of $29.2 million increased from $24.7 million in the prior-year period
    • Adjusted EBITDA Margin* decreased versus the prior-year period to 31%
    • Total Written Premiums placed for the second quarter increased 18% over the prior-year period to $1.2 billion.
    • Policies in Force increased 13% from the prior-year period to approximately 1,793,000
    • Corporate agent headcount of 479 was up 53% compared to the prior-year period
    • Total franchise producers of 2,085 increased 5% from the prior-year period

    “We delivered another strong quarter result while making substantial investments in people and technology that are laying the foundation for significant transformation, efficiency and future growth,” said Mark Miller, President and CEO. “In the second quarter we delivered premium growth of 18%, total revenue growth of 20%, core revenue growth of 18%, net income decline of 24% and adjusted EBITDA growth of 18% with net income margin of 9% and adjusted EBITDA margin of 31%. We are adding productive capacity to our corporate and franchise networks in varied geographies, building new go-to-market motions through enterprise sales and partnerships, and developing new technologies to engage with clients and partners in the ways they find most optimal – be it through agent interaction or digitally direct. We continue our work to become the largest distributor of personal lines in our founder’s life-time and I am extremely proud to be part of this incredible team executing towards that objective.”

    *Core Revenue, Adjusted EPS, Adjusted EBITDA, and Adjusted EBITDA Margin are non-GAAP measures. Reconciliations of Core Revenue to total revenues, Adjusted EPS to basic earnings per share and Adjusted EBITDA to net income, the most directly comparable financial measures presented in accordance with GAAP, are set forth in the reconciliation table accompanying this release.

    Second Quarter 2025 Results
    For the second quarter of 2025, revenues were $94.0 million, an increase of 20% compared to the corresponding period in 2024. Core Revenues, a non-GAAP measure which excludes contingent commissions, initial franchise fees, interest income, and other franchise revenues, were $86.8 million, a 18% increase from $73.4 million in the prior-year period. Core Revenues are the most reliable revenue stream for the Company, consisting of New Business Commissions, Agency Fees, New Business Royalty Fees, Renewal Commissions, and Renewal Royalty Fees. During the quarter, we recovered $4.0 million of renewal commission and royalty fees, from an existing large carrier partner which raised the commission for all of their existing business with Goosehead. This increased commission rate should result in an ongoing benefit to our existing renewal book of approximately $1.5 million in the second half of the year. Core Revenue growth was driven by increased producer count, improved franchise productivity, client retention of 84%, and moderating premium rate increases. The Company grew total written premiums, which we consider to be the leading indicator of future revenue growth, by 18% in the second quarter.

    Total operating expenses for the second quarter of 2025 were $78.4 million, up from $62.7 million in the prior-year period. Total operating expenses, excluding equity-based compensation, depreciation and amortization, and impairment expenses* for the second quarter of 2025 were $64.9 million, up 21% from $53.4 million in the prior-year period. Employee compensation and benefits increased to $50.4 million from $42.6 million in the prior-year period. Employee compensation and benefits, excluding equity-based compensation* increased to $44.4 million from $35.9 million in the prior-year period. The increases were primarily due to investments in corporate producers and our service and technology functions. Equity-based compensation decreased to $6.0 million for the period, compared to $6.6 million in the prior-year period. General and administrative expenses increased to $24.6 million from $16.9 million in the prior-year period. General and administrative expenses, excluding impairment*, increased to $20.0 million from $16.9 million in the prior-year period. The increases were primarily due to investments in technology and systems to drive growth and continue to improve the client experience. Bad debt expense of $0.6 million decreased from $0.7 million in the prior-year period. During the second quarter, the Company identified three office leases that would be exited or subleased. As a result, the Company recorded impairment expense for the second quarter of 2025 of $4.7 million.

    Net income in the second quarter of 2025 was $8.3 million versus net income of $10.9 million in the prior-year period. Earnings per share and Net Income Margin for the second quarter of 2025 were $0.20 and 9%, respectively. Adjusted EPS for the second quarter of 2025, which excludes equity-based compensation and impairment expense, was $0.49 per share. Total Adjusted EBITDA was $29.2 million for the second quarter of 2025 compared to $24.7 million in the prior-year period. Adjusted EBITDA Margin of 31% decreased compared to the prior-year period.

    *Total operating expenses, excluding equity-based compensation, depreciation and amortization, and impairment expenses; Employee compensation and benefits, excluding equity-based compensation; and General and administrative expenses, excluding impairment are non-GAAP measures. For the definition and reconciliation of each non-GAAP measure, see “Reconciliation of Non-GAAP Measures to GAAP” below.

    Liquidity and Capital Resources
    As of June 30, 2025, the Company had cash and cash equivalents of $92.4 million. We had an unused line of credit of $75.0 million as of June 30, 2025. Total outstanding term note payable balance was $299.3 million as of June 30, 2025. During the quarter ended June 30, 2025, the Company repurchased and retired 6 thousand shares at an average share price of $94.51. As of June 30, 2025, $99.5 million remains available under the share repurchase authorization.

    On July 9, 2025, the Company successfully completed the repricing of its existing $299.3 million term loan B maturing on January 8, 2032. The term loan facility will bear interest at a rate of SOFR plus 3.00%, representing a 50 basis point reduction from the prior term loan interest rate

    2025 Outlook
    The Company’s guidance for full year 2025 is as follows:

    • Total written premiums placed for 2025 are expected to be between $4.38 billion and $4.65 billion, representing growth of 15% on the low end of the range to 22% on the high end of the range.
    • Total revenues for 2025 are expected to be between $350 million and $385 million, representing growth of 11% on the low end of the range to 22% on the high end of the range.

    Conference Call Information
    Goosehead will host a conference call and webcast today at 4:30 PM ET to discuss these results.

    To access the call by phone, participants should go to this link (registration link), and you will be provided with the dial in details.

    In addition, a live webcast of the conference call will also be available on Goosehead’s investor relations website at http://ir.goosehead.com.

    A webcast replay of the call will be available at http://ir.goosehead.com for one year following the call.

    About Goosehead
    Goosehead (NASDAQ: GSHD) is a rapidly growing and innovative independent personal lines insurance agency that distributes its products and services through corporate and franchise locations throughout the United States. Goosehead was founded on the premise that the consumer should be at the center of our universe and that everything we do should be directed at providing extraordinary value by offering broad product choice and a world-class service experience. Goosehead represents over 200 insurance companies that underwrite personal and commercial lines. For more information, please visit goosehead.com or goosehead.com/become-a-franchisee.

    Forward-Looking Statements
    This press release may contain various “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, which represent Goosehead’s expectations or beliefs concerning future events. Forward-looking statements are statements other than historical facts and may include statements that address future operating, financial or business performance or Goosehead’s strategies or expectations. In some cases, you can identify these statements by forward-looking words such as “may”, “might”, “will”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “projects”, “potential”, “outlook” or “continue”, or the negative of these terms or other comparable terminology. Forward-looking statements are based on management’s current expectations and beliefs and involve significant risks and uncertainties that could cause actual results, developments and business decisions to differ materially from those contemplated by these statements.

    Factors that could cause actual results or performance to differ from the expectations expressed or implied in such forward-looking statements include, but are not limited to, conditions impacting insurance carriers or other parties with which Goosehead does business, the loss of one or more key executives or an inability to attract and retain qualified personnel and the failure to attract and retain highly qualified franchisees. These risks and uncertainties also include, but are not limited to, those described under the captions “1A. Risk Factors” in Goosehead’s Annual Report on Form 10-K for the year ended December 31, 2024 and in Goosehead’s other filings with the SEC, which are available free of charge on the Securities Exchange Commission’s website at: www.sec.gov. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated. All forward-looking statements and all subsequent written and oral forward-looking statements attributable to Goosehead or to persons acting on behalf of Goosehead are expressly qualified in their entirety by reference to these risks and uncertainties. You should not place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made, and Goosehead does not undertake any obligation to update them in light of new information, future developments or otherwise, except as may be required under applicable law.

    Contacts
    Investor Contact:
    Dan Farrell
    Goosehead Insurance – VP Capital Markets
    Phone: (214) 838-5290
    Email: dan.farrell@goosehead.com; IR@goosehead.com;

    PR Contact:
    Mission North for Goosehead Insurance
    Email: goosehead@missionnorth.com; PR@goosehead.com

     
    Goosehead Insurance, Inc.
    Condensed Consolidated Statements of Operations
    (Unaudited)
    (In thousands, except per share amounts)
             
        Three Months Ended
    June 30,
      Six Months Ended
    June 30,
        2025   2024   2025   2024
    Revenues:                
    Commissions and agency fees   $ 38,076     $ 31,619     $ 67,499     $ 57,840  
    Franchise revenues     55,772       46,225       101,744       84,214  
    Interest income     179       244       368       494  
    Total revenues     94,027       78,088       169,611       142,548  
    Operating Expenses:                
    Employee compensation and benefits     50,388       42,551       98,722       84,681  
    General and administrative expenses     24,647       16,855       42,206       34,035  
    Bad debts     550       653       957       1,780  
    Depreciation and amortization     2,782       2,632       5,452       5,200  
    Total operating expenses     78,367       62,691       147,337       125,696  
    Income from operations     15,660       15,397       22,274       16,852  
    Other Income:                
    Interest expense     (6,303 )     (1,982 )     (12,126 )     (3,469 )
    Other income (expense)     815       441       983       (6,286 )
    Income before taxes     10,172       13,856       11,131       7,097  
    Tax expense (benefit)     1,889       2,981       202       (5,587 )
    Net income     8,283       10,875       10,929       12,684  
    Less: net income attributable to noncontrolling interests     3,133       4,677       3,437       4,672  
    Net income attributable to Goosehead Insurance, Inc.   $ 5,150     $ 6,198     $ 7,492     $ 8,012  
    Earnings per share:                
    Basic   $ 0.20     $ 0.25     $ 0.30     $ 0.32  
    Diluted   $ 0.18     $ 0.24     $ 0.27     $ 0.29  
    Weighted average shares of Class A common stock outstanding                
    Basic     25,216       24,693       25,005       24,890  
    Diluted     38,553       38,031       38,542       38,435  
                                     
     
    Goosehead Insurance, Inc.
    Condensed Consolidated Statements of Operations
    (Unaudited)
    (In thousands, except per share amounts)
             
        Three Months Ended
    June 30,
      Six Months Ended
    June 30,
        2025   2024   2025   2024
    Revenues:                
    Core Revenue:                
    Renewal Commissions(1)   $ 23,119     $ 20,591     $ 40,071     $ 36,552  
    Renewal Royalty Fees(2)     45,381       36,828       82,625       65,881  
    New Business Commissions(1)     7,559       6,682       13,314       12,363  
    New Business Royalty Fees(2)     7,820       7,169       14,749       13,402  
    Agency Fees(1)     2,906       2,137       5,146       4,048  
    Total Core Revenue     86,785       73,407       155,905       132,246  
    Cost Recovery Revenue:                
    Initial Franchise Fees(2)     1,247       1,631       2,589       3,875  
    Interest Income     179       244       368       494  
    Total Cost Recovery Revenue     1,426       1,875       2,957       4,369  
    Ancillary Revenue:                
    Contingent Commissions(1)     4,492       2,209       8,968       4,877  
    Other Franchise Revenues(2)     1,324       598       1,781       1,055  
    Total Ancillary Revenue     5,816       2,807       10,749       5,933  
    Total Revenues     94,027       78,088       169,611       142,548  
    Operating Expenses:                
    Employee compensation and benefits, excluding equity-based compensation     44,372       35,919       86,470       70,692  
    General and administrative expenses, excluding impairment     19,953       16,855       37,512       33,688  
    Bad debts     550       653       957       1,780  
    Total     64,875       53,427       124,939       106,160  
    Adjusted EBITDA     29,152       24,661       44,672       36,388  
    Adjusted EBITDA Margin     31 %     32 %     26 %     26 %
                     
    Interest expense     (6,303 )     (1,982 )     (12,126 )     (3,469 )
    Depreciation and amortization     (2,782 )     (2,632 )     (5,452 )     (5,200 )
    Tax (expense) benefit     (1,889 )     (2,981 )     (202 )     5,587  
    Equity-based compensation     (6,016 )     (6,632 )     (12,253 )     (13,989 )
    Impairment expense     (4,694 )     —       (4,694 )     (347 )
    Other income (expense)     815       441       983       (6,286 )
    Net Income   $ 8,283     $ 10,875     $ 10,929     $ 12,684  
    Net Income Margin     9 %     14 %     6 %     9 %
    (1) Renewal Commissions, New Business Commissions, Agency Fees, and Contingent Commissions are included in “Commissions and agency fees” as shown on the Condensed Consolidated Statements of Operations within Goosehead’s Form 10-Q for the three and six months ended June 30, 2025 and 2024.
    (2) Renewal Royalty Fees, New Business Royalty Fees, Initial Franchise Fees, and Other Franchise Revenues are included in “Franchise revenues” as shown on the Condensed Consolidated Statements of Operations within Goosehead’s Form 10-Q for the three and six months ended June 30, 2025 and 2024.
     
     
    Goosehead Insurance, Inc.
    Condensed Consolidated Balance Sheets
    (Unaudited)
    (In thousands, except per share amounts)
             
        June 30,   December 31,
        2025   2024
    Assets        
    Current Assets:        
    Cash and cash equivalents   $ 92,388     $ 54,280  
    Restricted cash     3,234       3,693  
    Commissions and agency fees receivable, net     10,597       31,375  
    Receivable from franchisees, net     11,323       11,077  
    Prepaid expenses     17,626       8,139  
    Total current assets     135,168       108,564  
    Receivable from franchisees, net of current portion     3,082       3,469  
    Property and equipment, net of accumulated depreciation     21,967       24,101  
    Right-of-use asset     32,266       37,420  
    Intangible assets, net of accumulated amortization     30,329       25,075  
    Deferred income taxes, net     207,521       193,478  
    Other assets     6,254       5,546  
    Total assets   $ 436,587     $ 397,653  
    Liabilities and Stockholders’ Equity        
    Current Liabilities:        
    Accounts payable and accrued expenses   $ 23,173     $ 22,891  
    Premiums payable     3,234       3,693  
    Lease liability     6,357       6,535  
    Contract liabilities     3,478       3,275  
    Note payable     3,000       10,063  
    Liabilities under tax receivable agreement     6,993       —  
    Total current liabilities     46,235       46,457  
    Lease liability, net of current portion     51,925       54,536  
    Note payable, net of current portion     289,777       82,251  
    Contract liabilities, net of current portion     14,436       15,191  
    Liabilities under tax receivable agreement, net of current portion     164,808       160,142  
    Total liabilities     567,181       358,577  
    Class A common stock, $0.01 par value per share – 300,000 shares authorized, 25,351 shares issued and outstanding as of June 30, 2025, 24,668 shares issued and outstanding as of December 31, 2024     254       247  
    Class B common stock, $0.01 par value per share – 50,000 shares authorized, 12,207 issued and outstanding as of June 30, 2025, 12,620 shares issued and outstanding as of December 31, 2024     122       126  
    Additional paid in capital     74,730       58,917  
    Accumulated deficit     (153,695 )     (15,401 )
    Total stockholders’ equity     (78,589 )     43,889  
    Non-controlling interests     (52,005 )     (4,813 )
    Total equity     (130,594 )     39,076  
    Total liabilities and equity   $ 436,587     $ 397,653  
                     

    .
    Goosehead Insurance, Inc.
    Reconciliation of Non-GAAP Measures to GAAP

    This release includes certain financial performance measures that are not required by, nor presented in accordance with, generally accepted accounting principles in the United States (“GAAP”). The Company refers to these measures as “non-GAAP financial measures.” The Company uses these non-GAAP financial measures when planning, monitoring and evaluating its performance and considers these non-GAAP financial measures to be useful metrics for management and investors to facilitate operating performance comparisons from period to period by excluding potential differences caused by variations in capital structures, tax position, depreciation, amortization and certain other items that the Company believes are not representative of its core business. The Company uses these non-GAAP financial measures for business planning purposes and in measuring its performance relative to that of its competitors.

    These non-GAAP financial measures are defined by the Company as follows:

    • “Core Revenue” is a supplemental measure of our performance and includes Renewal Commissions, Renewal Royalty Fees, New Business Commissions, New Business Royalty Fees, and Agency Fees. We believe that Core Revenue is an appropriate measure of operating performance because it summarizes all of our revenues from sales of individual insurance policies.
    • “Cost Recovery Revenue” is a supplemental measure of our performance and includes Initial Franchise Fees and Interest Income. We believe that Cost Recovery Revenue is an appropriate measure of operating performance because it summarizes revenues that are viewed by management as cost recovery mechanisms.
    • “Ancillary Revenue” is a supplemental measure of our performance and includes Contingent Commissions and Other Franchise Revenues. We believe that Ancillary Revenue is an appropriate measure of operating performance because it summarizes revenues that are ancillary to our core business.
    • “Adjusted EBITDA” is a supplemental measure of the Company’s performance. We believe that Adjusted EBITDA is an appropriate measure of operating performance because it eliminates the impact of items that do not relate to business performance. Adjusted EBITDA is defined as net income (the most directly comparable GAAP measure) before interest, income taxes, depreciation and amortization, adjusted to exclude equity-based compensation, impairment expense, and other non-operating items, including, among other things, certain non-cash charges and certain non-recurring or non-operating gains or losses.
    • “Adjusted EBITDA Margin” is Adjusted EBITDA as defined above, divided by total revenue. Adjusted EBITDA Margin is helpful in measuring profitability of operations on a consolidated level.
    • “Adjusted EPS” is a supplemental measure of our performance, defined as earnings per share (the most directly comparable GAAP measure) before non-recurring or non-operating income and expenses. Adjusted EPS is a useful measure to management and our investors because it eliminates the impact of items that do not relate to business performance and helps measure our profitability on a consolidated level.
    • “Total operating expenses, excluding equity-based compensation, depreciation and amortization, and impairment expenses” is defined as total operating expenses (the most directly comparable GAAP measure) before equity-based compensation, depreciation and amortization, and impairment expenses. This measure is useful to management and our investors as it eliminates the impact of certain non-cash charges.
    • “Employee compensation and benefits, excluding equity-based compensation” is defined as Employee compensation and benefits (the most directly comparable GAAP measure) before equity-based compensation. This measure is useful to management and our investors as it eliminates the impact of certain non-cash compensation charges.
    • “General and administrative expenses, excluding impairment” is defined as general and administrative expenses (the most directly comparable GAAP measure) before impairment expense. This measure is useful to management and our investors as it eliminates the impact of certain non-cash charges.

    While the Company believes that these non-GAAP financial measures are useful in evaluating its business, this information should be considered as supplemental in nature and is not meant as a substitute for revenues, net income, or earnings per share, in each case as recognized in accordance with GAAP. In addition, other companies, including companies in the Company’s industry, may calculate such measures differently, which reduces their usefulness as comparative measures.

    The following tables show a reconciliation from total revenues to Core Revenue, Cost Recovery Revenue, and Ancillary Revenue (non-GAAP basis) for the three and six months ended June 30, 2025 and 2024 (in thousands):

        Three Months Ended
    June 30,
      Six Months Ended
    June 30,
        2025
      2024
      2025
      2024
    Total Revenues   $ 94,027     $ 78,088     $ 169,611     $ 142,548  
                     
    Core Revenue:                
    Renewal Commissions(1)   $ 23,119     $ 20,591     $ 40,071     $ 36,552  
    Renewal Royalty Fees(2)     45,381       36,828       82,625       65,881  
    New Business Commissions(1)     7,559       6,682       13,314       12,363  
    New Business Royalty Fees(2)     7,820       7,169       14,749       13,402  
    Agency Fees(1)     2,906       2,137       5,146       4,048  
    Total Core Revenue     86,785       73,407       155,905       132,246  
    Cost Recovery Revenue:                
    Initial Franchise Fees(2)     1,247       1,631       2,589       3,875  
    Interest Income     179       244       368       494  
    Total Cost Recovery Revenue     1,426       1,875       2,957       4,369  
    Ancillary Revenue:                
    Contingent Commissions(1)     4,492       2,209       8,968       4,877  
    Other Franchise Revenues(2)     1,324       598       1,781       1,055  
    Total Ancillary Revenue     5,816       2,807       10,749       5,933  
    Total Revenues   $ 94,027     $ 78,088     $ 169,611     $ 142,548  
    (1) Renewal Commissions, New Business Commissions, Agency Fees, and Contingent Commissions are included in “Commissions and agency fees” as shown on the Condensed Consolidated Statements of Operations.
    (2) Renewal Royalty Fees, New Business Royalty Fees, Initial Franchise Fees, and Other Franchise Revenues are included in “Franchise revenues” as shown on the Condensed Consolidated Statements of Operations.
     

    The following tables show a reconciliation from net income to Adjusted EBITDA and Adjusted EBITDA Margin (non-GAAP basis) for the three and six months ended June 30, 2025 and 2024 (in thousands):

        Three Months Ended
    June 30,
      Six Months Ended
    June 30,
        2025   2024   2025   2024
    Net Income   $ 8,283     $ 10,875     $ 10,929     $ 12,684  
    Interest expense     6,303       1,982       12,126       3,469  
    Depreciation and amortization     2,782       2,632       5,452       5,200  
    Tax expense (benefit)     1,889       2,981       202       (5,587 )
    Equity-based compensation     6,016       6,632       12,253       13,989  
    Impairment expense     4,694       —       4,694       347  
    Other (income) expense     (815 )     (441 )     (983 )     6,286  
    Adjusted EBITDA   $ 29,152     $ 24,661     $ 44,672     $ 36,388  
    Net Income Margin(1)     9 %     14 %     6 %     9 %
    Adjusted EBITDA Margin(2)     31 %     32 %     26 %     26 %
    (1) Net Income Margin is calculated as Net Income divided by Total Revenue ($8,283/$94,027) and ($10,875/$78,088) for the three months ended June 30, 2025 and 2024. Net Income Margin is calculated as Net Income divided by Total Revenue ($10,929/$169,611) and ($12,684/$142,548) for the six months ended June 30, 2025 and 2024.
    (2) Adjusted EBITDA Margin is calculated as Adjusted EBITDA divided by Total Revenue ($29,152/$94,027), and ($24,661/$78,088) for the three months ended June 30, 2025 and 2024, respectively. Adjusted EBITDA Margin is calculated as Adjusted EBITDA divided by Total Revenue ($44,672/$169,611), and ($36,388/$142,548) for the six months ended June 30, 2025 and 2024.
     

    The following tables show a reconciliation from basic earnings per share to Adjusted EPS (non-GAAP basis) for the three and six months ended June 30, 2025 and 2024. Note that totals may not sum due to rounding:

        Three Months Ended
    June 30,
      Six Months Ended
    June 30,
        2025
      2024
      2025
      2024
    Earnings per share – basic (GAAP)   $ 0.20     $ 0.25     $ 0.30     $ 0.32  
    Add: equity-based compensation(1)     0.16       0.18       0.33       0.37  
    Add: impairment expense(2)     0.13       —       0.13       0.01  
    Adjusted EPS (non-GAAP)   $ 0.49     $ 0.43     $ 0.76     $ 0.70  
    (1) Calculated as equity-based compensation divided by sum of weighted average Class A and Class B shares [$6.0 million/(25.2 million + 12.3 million)] for the three months ended June 30, 2025 and [$6.6 million/ (24.7 million + 12.8 million)] for the three months ended June 30, 2024. Calculated as equity-based compensation divided by sum of weighted average Class A and Class B shares [$12.3 million/(25.0 million + 12.5 million)] for the six months ended June 30, 2025 and [$14.0 million/ (24.9 million + 12.8 million)] for the six months ended June 30, 2024.
    (2) Calculated as impairment expense divided by sum of weighted average Class A and Class B shares [$4.7 million/(25.2 million + 12.3 million)] for the three months ended June 30, 2025 and [$4.7 million/(25.0 million + 12.5 million)] for the six months ended June 30, 2025. Calculated as impairment expense divided by sum of weighted average Class A and Class B shares [$0.3 million/(24.9 million + 12.8 million)] for the six months ended June 30, 2024. No impairment was recorded for the three months ended June 30, 2024.
     
     
    Goosehead Insurance, Inc.
    Key Performance Indicators
                 
        June 30,
    2025
      December 31,
    2024
      June 30,
    2024
    Corporate sales agents < 1 year tenured     282       253       157  
    Corporate sales agents > 1 year tenured     197       164       156  
    Operating franchises < 1 year tenured     95       90       89  
    Operating franchises > 1 year tenured     980       1,013       1,033  
    Total Franchise Producers     2,085       2,092       1,995  
    QTD Corporate Agent Productivity < 1 Year(1)   $ 18,612     $ 12,787     $ 21,338  
    QTD Corporate Agent Productivity > 1 Year(1)   $ 30,709     $ 26,788     $ 32,146  
    QTD Franchise Productivity < 1 Year(2)   $ 17,837     $ 17,861     $ 23,401  
    QTD Franchise Productivity > 1 Year(2)   $ 36,287     $ 29,089     $ 30,433  
    Policies in Force     1,793,000       1,674,000       1,588,000  
    Client Retention     84 %     84 %     84 %
    Premium Retention     95 %     98 %     99 %
    QTD Written Premium (in thousands)   $ 1,175,909     $ 965,596     $ 998,874  
    Net Promoter Score (“NPS”)     84       89       91  
    (1) – Corporate Productivity is New Business Production per Agent (Corporate): The New Business Revenue collected related to corporate sales, divided by the average number of full-time corporate sales agents for the same period. This calculation excludes interns, part-time sales agents and partial full-time equivalent sales managers.
    (2) – Franchise Productivity is New Business Production per Franchise: The gross commissions paid by Carriers and Agency Fees received related to policies in their first term sold by franchise sales agents, divided by the average number of franchises for the same period, prior to paying Royalty Fees to the Company.
     

    The MIL Network –

    July 24, 2025
  • MIL-OSI: Mobile Infrastructure Announces Timing of Second Quarter 2025 Earnings Release and Conference Call

    Source: GlobeNewswire (MIL-OSI)

    CINCINNATI, July 23, 2025 (GLOBE NEWSWIRE) — Mobile Infrastructure Corporation [Nasdaq: BEEP], owners of a diversified portfolio of parking assets throughout the United States, will issue its second quarter 2025 earnings release after the U.S. market closes on Tuesday, August 12, 2025.

    You are invited to participate in the Company’s conference call hosted by senior management on Tuesday, August 12, 2025, at 4:30 PM Eastern Time.

    Q2 2025 Conference Call Date & Time:
    Tuesday, August 12, 2025, at 4:30 PM Eastern Time

    Participants who wish to access the live conference call may do so by registering here. Upon registration, a dial-in and unique PIN will be provided to join the call.

    A live, listen-only webcast of the conference call may be accessed from the Investor Relations section of the Company’s website, or by registering here.

    For those who are unable to listen to the live broadcast, a replay of the webcast will be available in the “News & Events” section of the Investor Relations website under “IR Calendar” for one year.

    About Mobile Infrastructure Corporation

    Mobile Infrastructure Corporation, headquartered in Cincinnati, Ohio, focuses on acquiring, owning, and optimizing parking facilities and related infrastructure, including parking lots, parking garages, and other parking structures throughout the United States. The Company was recently added to the Russell 2000® Index, reflecting its growing presence in the public markets. For more information, visit mobileit.com.

    Contact:

    Stephanie Hogue
    President
    646-471-0056

    Lynn Morgen
    Casey Kotary
    ADVISIRY Partners
    212-750-5800

    The MIL Network –

    July 24, 2025
  • MIL-OSI: LiveRamp to Discuss First Quarter FY26 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    SAN FRANCISCO, July 23, 2025 (GLOBE NEWSWIRE) — LiveRamp® (NYSE: RAMP), the leading global data collaboration platform, today announced that its fiscal 2026 first quarter financial results will be released on Wednesday, August 6, 2025 after the financial markets close. A conference call to discuss the results will be held on the same day at 1:30 p.m. PT.

    A live webcast of the conference call can be accessed on the LiveRamp Investor Relations website.

    Additionally, the conference call can be accessed via the telephone by dialing (800) 715-9871 or (646) 307-1963. The conference call ID is 5883383.

    To automatically receive LiveRamp financial news by email, please visit the company’s Investor Relations website and subscribe to email alerts.

    About LiveRamp

    LiveRamp is a leading data collaboration technology company, empowering marketers and media owners to deliver and measure marketing performance everywhere it matters. LiveRamp’s data collaboration network seamlessly unites data across advertisers, platforms, publishers, data providers, and commerce media networks—unlocking deep insights, delivering transformational consumer experiences, and driving measurable growth.

    Built on a foundation of strict neutrality, interoperability, and global scale, LiveRamp enables organizations to maximize the value of their data while accelerating innovation. Trusted by many of the world’s leading brands, retailers, financial services providers, and healthcare innovators, LiveRamp is helping shape the future of responsible data collaboration in an AI-driven, outcomes-focused world where advertisers reach intended audiences and consumers receive more relevant advertising messages.

    LiveRamp is headquartered in San Francisco, California, with offices worldwide. Learn more at LiveRamp.com.

    For more information, contact:
    Drew Borst
    LiveRamp Investor Relations
    Investor.Relations@LiveRamp.com

    The MIL Network –

    July 24, 2025
  • MIL-OSI: First Merchants Corporation Announces Second Quarter 2025 Earnings Per Share

    Source: GlobeNewswire (MIL-OSI)

    MUNCIE, Ind., July 23, 2025 (GLOBE NEWSWIRE) — First Merchants Corporation (NASDAQ – FRME)

    Second Quarter 2025 Highlights:

    • Net income available to common stockholders was $56.4 million and diluted earnings per common share totaled $0.98 in the second quarter of 2025, compared to $39.5 million and $0.68 in the second quarter of 2024, and $54.9 million and $0.94 in the first quarter of 2025.
    • Robust capital position with Common Equity Tier 1 Capital Ratio of 11.35%.
    • Repurchased 818,480 shares totaling $31.7 million year-to-date; Repurchased 582,486 shares totaling $22.1 million during the second quarter.
    • Total loans grew $297.6 million, or 9.1% annualized, on a linked quarter basis, and $653.6 million, or 5.2%, during the last twelve months.
    • Total deposits increased $335.6 million, or 9.3% annualized, on a linked quarter basis.
    • Nonperforming assets to total assets were 36 basis points compared to 47 basis points on a linked quarter basis.
    • The efficiency ratio totaled 53.99% for the quarter.

    “Our strong balance sheet and earnings growth in the first half of the year underscore the strength and resilience of our business model,” said Mark Hardwick, Chief Executive Officer of First Merchants Bank. “With continued momentum in loan and deposit growth, expanding margins, disciplined expense management, and a robust capital position, we are well-positioned to deliver long-term value for our shareholders. We remain committed to supporting our clients and communities while navigating a dynamic economic environment with confidence and clarity.”

    Second Quarter Financial Results:

    First Merchants Corporation (the “Corporation) reported second quarter 2025 net income available to common stockholders of $56.4 million compared to $39.5 million during the same period in 2024. Diluted earnings per common share for the period totaled $0.98 per share compared to the second quarter of 2024 result of $0.68 per share.

    Total assets equaled $18.6 billion as of quarter-end and loans totaled $13.3 billion. During the past twelve months, total loans grew by $653.6 million, or 5.2%. On a linked quarter basis, loans grew $297.6 million, or 9.1% with growth primarily in Commercial & Industrial loans.

    Investments, totaling $3.4 billion, decreased $372.1 million, or 9.9%, during the last twelve months and decreased $46.2 million, or 5.4% annualized, on a linked quarter basis. The decline in the last twelve months reflected sales of available for sale securities in 2024 totaling $268.5 million.

    Total deposits equaled $14.8 billion as of quarter-end and increased by $228.5 million, or 1.6%, over the past twelve months. Total deposits increased $335.6 million, or 9.3% annualized, on a linked quarter basis. The loan to deposit ratio of 90.1% at period end remained stable on a linked quarter basis.

    The Corporation’s Allowance for Credit Losses – Loans (ACL) totaled $195.3 million as of quarter-end, or 1.47% of total loans. Net charge-offs totaled $2.3 million and provision for credit losses of $5.6 million was recorded during the quarter. Reserves for unfunded commitments totaling $18.0 million remain unchanged from the previous quarter. Non-performing assets to total assets were 0.36% for the second quarter of 2025, a decrease of 11 basis points compared to 0.47% in the linked quarter.

    Net interest income, totaling $133.0 million for the quarter, increased $2.7 million, or 2.1%, compared to prior quarter and increased $4.4 million, or 3.5% compared to the second quarter of 2024. Fully taxable equivalent net interest margin was 3.25%, an increase of three basis points compared to the first quarter of 2025 and an increase of nine basis points compared to the second quarter of 2024. During the quarter, higher yields on earnings assets outpaced increased yields on interest bearing liabilities resulting in margin expansion.

    Noninterest income totaled $31.3 million for the quarter, an increase of $1.3 million, compared to the first quarter of 2025 and was stable compared to the second quarter of 2024. The increase over first quarter of 2025 was driven primarily by higher gains on the sales of loans, treasury management fees, derivative hedge fees, and card payment fees offset by a decrease in other income associated with CRA investments.

    Noninterest expense totaled $93.6 million for the quarter, an increase of $0.7 million from the first quarter of 2025. The increase was from higher marketing and data processing costs.

    The Corporation’s total risk-based capital ratio equaled 13.06%, the common equity tier 1 capital ratio equaled 11.35%, and the tangible common equity ratio totaled 8.92%. These ratios continue to reflect the Corporation’s strong liquidity and capital positions.

    CONFERENCE CALL

    First Merchants Corporation will conduct a second quarter earnings conference call and web cast at 9:00 a.m. (ET) on Thursday, July 24, 2025.

    To access via phone, participants will need to register using the following link where they will be provided a phone number and access code: (https://register-conf.media-server.com/register/BI605c2e360ce04cfc9c4221bda7f67a49)

    To view the webcast and presentation slides, please go to (https://edge.media-server.com/mmc/p/ced58zg3) during the time of the call. A replay of the webcast will be available until July 24, 2026.

    Detailed financial results are reported on the attached pages.

    About First Merchants Corporation

    First Merchants Corporation is a financial holding company headquartered in Muncie, Indiana. The Corporation has one full-service bank charter, First Merchants Bank. The Bank also operates as First Merchants Private Wealth Advisors (as a division of First Merchants Bank).

    First Merchants Corporation’s common stock is traded on the NASDAQ Global Select Market System under the symbol FRME. Quotations are carried in daily newspapers and can be found on the company’s Internet web page (http://www.firstmerchants.com).

    FIRST MERCHANTS and the Shield Logo are federally registered trademarks of First Merchants Corporation.

    Forward-Looking Statements

    This release contains forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can often, but not always, be identified by the use of words like “believe”, “continue”, “pattern”, “estimate”, “project”, “intend”, “anticipate”, “expect” and similar expressions or future or conditional verbs such as “will”, “would”, “should”, “could”, “might”, “can”, “may”, or similar expressions. These statements include statements about First Merchants’ goals, intentions and expectations; statements regarding the First Merchants’ business plan and growth strategies; statements regarding the asset quality of First Merchants’ loan and investment portfolios; and estimates of First Merchants’ risks and future costs and benefits. These forward-looking statements are subject to significant risks, assumptions and uncertainties that may cause results to differ materially from those set forth in forward-looking statements, including, among other things: possible changes in monetary and fiscal policies, and laws and regulations; the effects of easing restrictions on participants in the financial services industry; the cost and other effects of legal and administrative cases; possible changes in the credit worthiness of customers and the possible impairment of collectability of loans; fluctuations in market rates of interest; competitive factors in the banking industry; changes in the banking legislation or regulatory requirements of federal and state agencies applicable to bank holding companies and banks like First Merchants’ affiliate bank; continued availability of earnings and excess capital sufficient for the lawful and prudent declaration of dividends; changes in market, economic, operational, liquidity (including the ability to grow and maintain core deposits and retain large, uninsured deposits), credit and interest rate risks associated with the First Merchants’ business; and other risks and factors identified in each of First Merchants’ filings with the Securities and Exchange Commission. First Merchants does not undertake any obligation to update any forward-looking statements, whether written or oral, relating to the matters discussed in this press release. In addition, First Merchants’ past results of operations do not necessarily indicate its anticipated future results.

     
    CONSOLIDATED BALANCE SHEETS
    (Dollars In Thousands) June 30,
        2025       2024  
    ASSETS      
    Cash and due from banks $ 81,567     $ 105,372  
    Interest-bearing deposits   223,343       168,528  
    Investment securities available for sale   1,358,130       1,618,893  
    Investment securities held to maturity, net of allowance for credit losses   2,022,826       2,134,195  
    Loans held for sale   28,783       32,292  
    Loans   13,296,759       12,639,650  
    Less: Allowance for credit losses – loans   (195,316 )     (189,537 )
    Net loans   13,101,443       12,450,113  
    Premises and equipment   122,808       133,245  
    Federal Home Loan Bank stock   47,290       41,738  
    Interest receivable   93,258       97,546  
    Goodwill   712,002       712,002  
    Other intangibles   16,797       23,371  
    Cash surrender value of life insurance   305,695       306,379  
    Other real estate owned   177       4,824  
    Tax asset, deferred and receivable   97,749       107,080  
    Other assets   380,909       367,845  
    TOTAL ASSETS $ 18,592,777     $ 18,303,423  
    LIABILITIES      
    Deposits:      
    Noninterest-bearing $ 2,197,416     $ 2,303,313  
    Interest-bearing   12,600,162       12,265,757  
    Total Deposits   14,797,578       14,569,070  
    Borrowings:      
    Federal funds purchased   85,000       147,229  
    Securities sold under repurchase agreements   114,758       100,451  
    Federal Home Loan Bank advances   898,702       832,703  
    Subordinated debentures and other borrowings   62,617       93,589  
    Total Borrowings   1,161,077       1,173,972  
    Interest payable   16,174       18,554  
    Other liabilities   269,996       329,302  
    Total Liabilities   16,244,825       16,090,898  
    STOCKHOLDERS’ EQUITY      
    Preferred Stock, $1,000 par value, $1,000 liquidation value:      
    Authorized — 600 cumulative shares      
    Issued and outstanding – 125 cumulative shares   125       125  
    Preferred Stock, Series A, no par value, $2,500 liquidation preference:      
    Authorized — 10,000 non-cumulative perpetual shares      
    Issued and outstanding – 10,000 non-cumulative perpetual shares   25,000       25,000  
    Common Stock, $.125 stated value:      
    Authorized — 100,000,000 shares      
    Issued and outstanding – 57,272,433 and 58,045,653 shares   7,159       7,256  
    Additional paid-in capital   1,163,170       1,191,193  
    Retained earnings   1,342,473       1,200,930  
    Accumulated other comprehensive loss   (189,975 )     (211,979 )
    Total Stockholders’ Equity   2,347,952       2,212,525  
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 18,592,777     $ 18,303,423  
           
    CONSOLIDATED STATEMENTS OF INCOME Three Months Ended   Six Months Ended
    (Dollars In Thousands, Except Per Share Amounts) June 30,   June 30,
        2025       2024       2025       2024  
    INTEREST INCOME              
    Loans:              
    Taxable $ 195,173     $ 201,413     $ 382,901     $ 399,436  
    Tax-exempt   10,805       8,430       21,337       16,620  
    Investment securities:              
    Taxable   8,266       9,051       16,638       17,799  
    Tax-exempt   12,516       13,613       25,033       27,224  
    Deposits with financial institutions   1,892       2,995       4,264       9,488  
    Federal Home Loan Bank stock   1,083       879       2,080       1,714  
    Total Interest Income   229,735       236,381       452,253       472,281  
    INTEREST EXPENSE              
    Deposits   84,241       99,151       164,788       197,436  
    Federal funds purchased   965       126       1,777       126  
    Securities sold under repurchase agreements   663       645       1,405       1,677  
    Federal Home Loan Bank advances   9,714       6,398       19,078       13,171  
    Subordinated debentures and other borrowings   1,138       1,490       1,921       4,237  
    Total Interest Expense   96,721       107,810       188,969       216,647  
    NET INTEREST INCOME   133,014       128,571       263,284       255,634  
    Provision for credit losses   5,600       24,500       9,800       26,500  
    NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES   127,414       104,071       253,484       229,134  
    NONINTEREST INCOME              
    Service charges on deposit accounts   8,566       8,214       16,638       16,121  
    Fiduciary and wealth management fees   8,831       8,825       17,475       17,025  
    Card payment fees   4,932       4,739       9,458       9,239  
    Net gains and fees on sales of loans   5,849       5,141       10,871       8,395  
    Derivative hedge fees   831       489       1,235       752  
    Other customer fees   401       460       816       887  
    Earnings on cash surrender value of life insurance   1,913       1,929       4,092       3,521  
    Net realized losses on sales of available for sale securities   (1 )     (49 )     (8 )     (51 )
    Other income (loss)   (19 )     1,586       774       2,083  
    Total Noninterest Income   31,303       31,334       61,351       57,972  
    NONINTEREST EXPENSES              
    Salaries and employee benefits   54,527       52,214       109,509       110,507  
    Net occupancy   6,845       6,746       14,061       14,058  
    Equipment   6,927       6,599       13,935       12,825  
    Marketing   1,997       1,773       3,350       2,971  
    Outside data processing fees   7,107       7,072       13,036       13,961  
    Printing and office supplies   272       354       619       707  
    Intangible asset amortization   1,505       1,771       3,031       3,728  
    FDIC assessments   3,552       3,278       7,200       7,565  
    Other real estate owned and foreclosure expenses   29       373       629       907  
    Professional and other outside services   3,741       3,822       7,002       7,774  
    Other expenses   7,096       7,411       14,128       13,345  
    Total Noninterest Expenses   93,598       91,413       186,500       188,348  
    INCOME BEFORE INCOME TAX   65,119       43,992       128,335       98,758  
    Income tax expense   8,287       4,067       16,164       10,892  
    NET INCOME   56,832       39,925       112,171       87,866  
    Preferred stock dividends   469       469       938       938  
    NET INCOME AVAILABLE TO COMMON STOCKHOLDERS $ 56,363     $ 39,456     $ 111,233     $ 86,928  
                   
                   
    PER SHARE DATA:              
    Basic Net Income Available to Common Stockholders $ 0.98     $ 0.68     $ 1.93     $ 1.48  
    Diluted Net Income Available to Common Stockholders $ 0.98     $ 0.68     $ 1.92     $ 1.48  
    Cash Dividends Paid to Common Stockholders $ 0.36     $ 0.35     $ 0.71     $ 0.69  
    Tangible Common Book Value Per Share $ 27.90     $ 25.10     $ 27.90     $ 25.10  
    Average Diluted Common Shares Outstanding (in thousands)   57,773       58,328       58,005       58,800  
                                   
    FINANCIAL HIGHLIGHTS              
    (Dollars In Thousands) Three Months Ended   Six Months Ended
      June 30,   June 30,
       2025    2024    2025    2024
    NET CHARGE-OFFS $ 2,315       $ 39,644       $ 7,241       $ 41,897    
                   
    AVERAGE BALANCES:              
    Total Assets $ 18,508,785       $ 18,332,159       $ 18,425,723       $ 18,381,340    
    Total Loans   13,211,729         12,620,530         13,077,288         12,548,798    
    Total Earning Assets   17,158,984         17,013,984         17,060,278         17,068,917    
    Total Deposits   14,632,113         14,895,867         14,526,314         14,888,536    
    Total Stockholders’ Equity   2,340,010         2,203,361         2,340,440         2,222,750    
                   
    FINANCIAL RATIOS:              
    Return on Average Assets   1.23   %     0.87   %     1.22   %     0.96   %
    Return on Average Stockholders’ Equity   9.63         7.16         9.51         7.82    
    Return on Tangible Common Stockholders’ Equity   14.49         11.29         14.30         12.26    
    Average Earning Assets to Average Assets   92.71         92.81         92.59         92.86    
    Allowance for Credit Losses – Loans as % of Total Loans   1.47         1.50         1.47         1.50    
    Net Charge-offs as % of Average Loans (Annualized)   0.07         1.26         0.11         0.67    
    Average Stockholders’ Equity to Average Assets   12.64         12.02         12.70         12.09    
    Tax Equivalent Yield on Average Earning Assets   5.50         5.69         5.45         5.67    
    Interest Expense/Average Earning Assets   2.25         2.53         2.22         2.54    
    Net Interest Margin (FTE) on Average Earning Assets   3.25         3.16         3.23         3.13    
    Efficiency Ratio   53.99         53.84         54.26         56.47    
                   
    ASSET QUALITY                  
    (Dollars In Thousands) June 30,   March 31,   December 31,   September 30,   June 30,
       2025    2025    2024    2024    2024
    Nonaccrual Loans $ 67,358       $ 81,922       $ 73,773       $ 59,088       $ 61,906    
    Other Real Estate Owned and Repossessions   177         4,966         4,948         5,247         4,824    
    Nonperforming Assets (NPA)   67,535         86,888         78,721         64,335         66,730    
    90+ Days Delinquent   4,443         4,280         5,902         14,105         1,686    
    NPAs & 90 Day Delinquent $ 71,978       $ 91,168       $ 84,623       $ 78,440       $ 68,416    
                       
    Allowance for Credit Losses – Loans $ 195,316       $ 192,031       $ 192,757       $ 187,828       $ 189,537    
    Quarterly Net Charge-offs   2,315         4,926         771         6,709         39,644    
    NPAs / Actual Assets %   0.36   %     0.47   %     0.43   %     0.35   %     0.36   %
    NPAs & 90 Day / Actual Assets %   0.39   %     0.49   %     0.46   %     0.43   %     0.37   %
    NPAs / Actual Loans and OREO %   0.51   %     0.67   %     0.61   %     0.51   %     0.53   %
    Allowance for Credit Losses – Loans / Actual Loans (%)   1.47   %     1.47   %     1.50   %     1.48   %     1.50   %
    Quarterly Net Charge-offs as % of Average Loans (Annualized)   0.07   %     0.15   %     0.02   %     0.21   %     1.26   %
    CONSOLIDATED BALANCE SHEETS                  
    (Dollars In Thousands) June 30,   March 31,   December 31,   September 30,   June 30,
        2025       2025       2024       2024       2024  
    ASSETS                  
    Cash and due from banks $ 81,567     $ 86,113     $ 87,616     $ 84,719     $ 105,372  
    Interest-bearing deposits   223,343       331,534       298,891       359,126       168,528  
    Investment securities available for sale   1,358,130       1,378,489       1,386,475       1,553,496       1,618,893  
    Investment securities held to maturity, net of allowance for credit losses   2,022,826       2,048,632       2,074,220       2,108,649       2,134,195  
    Loans held for sale   28,783       23,004       18,663       40,652       32,292  
    Loans   13,296,759       13,004,905       12,854,359       12,646,808       12,639,650  
    Less: Allowance for credit losses – loans   (195,316 )     (192,031 )     (192,757 )     (187,828 )     (189,537 )
    Net loans   13,101,443       12,812,874       12,661,602       12,458,980       12,450,113  
    Premises and equipment   122,808       128,749       129,743       129,582       133,245  
    Federal Home Loan Bank stock   47,290       45,006       41,690       41,716       41,738  
    Interest receivable   93,258       88,352       91,829       92,055       97,546  
    Goodwill   712,002       712,002       712,002       712,002       712,002  
    Other intangibles   16,797       18,302       19,828       21,599       23,371  
    Cash surrender value of life insurance   305,695       304,918       304,906       304,613       306,379  
    Other real estate owned   177       4,966       4,948       5,247       4,824  
    Tax asset, deferred and receivable   97,749       87,665       92,387       86,732       107,080  
    Other assets   380,909       369,181       387,169       348,384       367,845  
    TOTAL ASSETS $ 18,592,777     $ 18,439,787     $ 18,311,969     $ 18,347,552     $ 18,303,423  
    LIABILITIES                  
    Deposits:                  
    Noninterest-bearing $ 2,197,416     $ 2,185,057     $ 2,325,579     $ 2,334,197     $ 2,303,313  
    Interest-bearing   12,600,162       12,276,921       12,196,047       12,030,903       12,265,757  
    Total Deposits   14,797,578       14,461,978       14,521,626       14,365,100       14,569,070  
    Borrowings:                  
    Federal funds purchased   85,000       185,000       99,226       30,000       147,229  
    Securities sold under repurchase agreements   114,758       122,947       142,876       124,894       100,451  
    Federal Home Loan Bank advances   898,702       972,478       822,554       832,629       832,703  
    Subordinated debentures and other borrowings   62,617       62,619       93,529       93,562       93,589  
    Total Borrowings   1,161,077       1,343,044       1,158,185       1,081,085       1,173,972  
    Deposits and other liabilities held for sale   —       —       —       288,476       —  
    Interest payable   16,174       13,304       16,102       18,089       18,554  
    Other liabilities   269,996       289,247       311,073       292,429       329,302  
    Total Liabilities   16,244,825       16,107,573       16,006,986       16,045,179       16,090,898  
    STOCKHOLDERS’ EQUITY                  
    Preferred Stock, $1,000 par value, $1,000 liquidation value:                  
    Authorized — 600 cumulative shares                  
    Issued and outstanding – 125 cumulative shares   125       125       125       125       125  
    Preferred Stock, Series A, no par value, $2,500 liquidation preference:                  
    Authorized — 10,000 non-cumulative perpetual shares                  
    Issued and outstanding – 10,000 non-cumulative perpetual shares   25,000       25,000       25,000       25,000       25,000  
    Common Stock, $.125 stated value:                  
    Authorized — 100,000,000 shares                  
    Issued and outstanding   7,159       7,226       7,247       7,265       7,256  
    Additional paid-in capital   1,163,170       1,183,263       1,188,768       1,192,683       1,191,193  
    Retained earnings   1,342,473       1,306,911       1,272,528       1,229,125       1,200,930  
    Accumulated other comprehensive loss   (189,975 )     (190,311 )     (188,685 )     (151,825 )     (211,979 )
    Total Stockholders’ Equity   2,347,952       2,332,214       2,304,983       2,302,373       2,212,525  
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 18,592,777     $ 18,439,787     $ 18,311,969     $ 18,347,552     $ 18,303,423  
                       
    CONSOLIDATED STATEMENTS OF INCOME                  
    (Dollars In Thousands, Except Per Share Amounts) June 30,   March 31,   December 31,   September 30,   June 30,
       2025    2025    2024    2024    2024
    INTEREST INCOME                  
    Loans:                  
    Taxable $ 195,173       $ 187,728       $ 197,536       $ 206,680       $ 201,413    
    Tax-exempt   10,805         10,532         9,020         8,622         8,430    
    Investment securities:                  
    Taxable   8,266         8,372         9,024         9,263         9,051    
    Tax-exempt   12,516         12,517         12,754         13,509         13,613    
    Deposits with financial institutions   1,892         2,372         5,350         2,154         2,995    
    Federal Home Loan Bank stock   1,083         997         958         855         879    
    Total Interest Income   229,735         222,518         234,642         241,083         236,381    
    INTEREST EXPENSE                  
    Deposits   84,241         80,547         89,835         98,856         99,151    
    Federal funds purchased   965         812         26         329         126    
    Securities sold under repurchase agreements   663         742         680         700         645    
    Federal Home Loan Bank advances   9,714         9,364         8,171         8,544         6,398    
    Subordinated debentures and other borrowings   1,138         783         1,560         1,544         1,490    
    Total Interest Expense   96,721         92,248         100,272         109,973         107,810    
    NET INTEREST INCOME   133,014         130,270         134,370         131,110         128,571    
    Provision for credit losses   5,600         4,200         4,200         5,000         24,500    
    NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES   127,414         126,070         130,170         126,110         104,071    
    NONINTEREST INCOME                  
    Service charges on deposit accounts   8,566         8,072         8,124         8,361         8,214    
    Fiduciary and wealth management fees   8,831         8,644         8,665         8,525         8,825    
    Card payment fees   4,932         4,526         4,957         5,121         4,739    
    Net gains and fees on sales of loans   5,849         5,022         5,681         6,764         5,141    
    Derivative hedge fees   831         404         1,594         736         489    
    Other customer fees   401         415         316         344         460    
    Earnings on cash surrender value of life insurance   1,913         2,179         2,188         2,755         1,929    
    Net realized losses on sales of available for sale securities   (1 )       (7 )       (11,592 )       (9,114 )       (49 )  
    Gain on branch sale   —         —         19,983         —         —    
    Other income (loss)   (19 )       793         2,826         1,374         1,586    
    Total Noninterest Income   31,303         30,048         42,742         24,866         31,334    
    NONINTEREST EXPENSES                  
    Salaries and employee benefits   54,527         54,982         55,437         55,223         52,214    
    Net occupancy   6,845         7,216         7,335         6,994         6,746    
    Equipment   6,927         7,008         7,028         6,949         6,599    
    Marketing   1,997         1,353         2,582         1,836         1,773    
    Outside data processing fees   7,107         5,929         6,029         7,150         7,072    
    Printing and office supplies   272         347         377         378         354    
    Intangible asset amortization   1,505         1,526         1,771         1,772         1,771    
    FDIC assessments   3,552         3,648         3,744         3,720         3,278    
    Other real estate owned and foreclosure expenses   29         600         227         942         373    
    Professional and other outside services   3,741         3,261         3,777         3,035         3,822    
    Other expenses   7,096         7,032         7,982         6,630         7,411    
    Total Noninterest Expenses   93,598         92,902         96,289         94,629         91,413    
    INCOME BEFORE INCOME TAX   65,119         63,216         76,623         56,347         43,992    
    Income tax expense   8,287         7,877         12,274         7,160         4,067    
    NET INCOME   56,832         55,339         64,349         49,187         39,925    
    Preferred stock dividends   469         469         469         468         469    
    NET INCOME AVAILABLE TO COMMON STOCKHOLDERS $ 56,363       $ 54,870       $ 63,880       $ 48,719       $ 39,456    
                       
                       
    PER SHARE DATA:                  
    Basic Net Income Available to Common Stockholders $ 0.98       $ 0.95       $ 1.10       $ 0.84       $ 0.68    
    Diluted Net Income Available to Common Stockholders $ 0.98       $ 0.94       $ 1.10       $ 0.84       $ 0.68    
    Cash Dividends Paid to Common Stockholders $ 0.36       $ 0.35       $ 0.35       $ 0.35       $ 0.35    
    Tangible Common Book Value Per Share $ 27.90       $ 27.34       $ 26.78       $ 26.64       $ 25.10    
    Average Diluted Common Shares Outstanding (in thousands)   57,773         58,242         58,247         58,289         58,328    
    FINANCIAL RATIOS:                  
    Return on Average Assets   1.23   %     1.21   %     1.39   %     1.07   %     0.87   %
    Return on Average Stockholders’ Equity   9.63         9.38         11.05         8.66         7.16    
    Return on Tangible Common Stockholders’ Equity   14.49         14.12         16.75         13.39         11.29    
    Average Earning Assets to Average Assets   92.71         92.47         92.48         92.54         92.81    
    Allowance for Credit Losses – Loans as % of Total Loans   1.47         1.47         1.50         1.48         1.50    
    Net Charge-offs as % of Average Loans (Annualized)   0.07         0.15         0.02         0.21         1.26    
    Average Stockholders’ Equity to Average Assets   12.64         12.76         12.51         12.26         12.02    
    Tax Equivalent Yield on Average Earning Assets   5.50         5.39         5.63         5.82         5.69    
    Interest Expense/Average Earning Assets   2.25         2.17         2.35         2.59         2.53    
    Net Interest Margin (FTE) on Average Earning Assets   3.25         3.22         3.28         3.23         3.16    
    Efficiency Ratio   53.99         54.54         48.48         53.76         53.84    
    LOANS                  
    (Dollars In Thousands) June 30,   March 31,   December 31,   September 30,   June 30,
        2025       2025       2024       2024       2024  
    Commercial and industrial loans $ 4,440,924     $ 4,306,597     $ 4,114,292     $ 4,041,217     $ 3,949,817  
    Agricultural land, production and other loans to farmers   265,172       243,864       256,312       238,743       239,926  
    Real estate loans:                  
    Construction   836,033       793,175       792,144       814,704       823,267  
    Commercial real estate, non-owner occupied   2,171,092       2,177,869       2,274,016       2,251,351       2,323,533  
    Commercial real estate, owner occupied   1,226,797       1,214,739       1,157,944       1,152,751       1,174,195  
    Residential   2,397,094       2,389,852       2,374,729       2,366,943       2,370,905  
    Home equity   673,961       650,499       659,811       641,188       631,104  
    Individuals’ loans for household and other personal expenditures   141,045       140,954       166,028       158,480       162,089  
    Public finance and other commercial loans   1,144,641       1,087,356       1,059,083       981,431       964,814  
    Loans   13,296,759       13,004,905       12,854,359       12,646,808       12,639,650  
    Allowance for credit losses – loans   (195,316 )     (192,031 )     (192,757 )     (187,828 )     (189,537 )
    NET LOANS $ 13,101,443     $ 12,812,874     $ 12,661,602     $ 12,458,980     $ 12,450,113  
                       
                       
    DEPOSITS                  
    (Dollars In Thousands) June 30,   March 31,   December 31,   September 30,   June 30,
        2025       2025       2024       2024       2024  
    Demand deposits $ 7,798,695     $ 7,786,554     $ 7,980,061     $ 7,678,510     $ 7,757,679  
    Savings deposits   4,984,659       4,791,874       4,522,758       4,302,236       4,339,161  
    Certificates and other time deposits of $100,000 or less   617,857       625,203       692,068       802,949       889,949  
    Certificates and other time deposits of $100,000 or more   891,139       896,143       1,043,068       1,277,833       1,415,131  
    Brokered certificates of deposits1   505,228       362,204       283,671       303,572       167,150  
    TOTAL DEPOSITS $ 14,797,578     $ 14,461,978     $ 14,521,626     $ 14,365,100     $ 14,569,070  
                       
    1 – Total brokered deposits of $1.2 billion, which includes brokered CD’s of $505.2 million at June 30, 2025.
                       
    CONSOLIDATED AVERAGE BALANCE SHEET AND NET INTEREST MARGIN ANALYSIS
    (Dollars In Thousands)                      
      Three Months Ended
      June 30, 2025   June 30, 2024
      Average
    Balance
      Interest
    Income /
    Expense
      Average
    Rate 
      Average
    Balance
      Interest
    Income /
    Expense
      Average
    Rate
    ASSETS                      
    Interest-bearing deposits $ 252,613     $ 1,892     3.00   %   $ 322,647     $ 2,995     3.71   %
    Federal Home Loan Bank stock   46,598       1,083     9.30         41,749       879     8.42    
    Investment Securities: (1)                      
    Taxable   1,605,718       8,266     2.06         1,788,749       9,051     2.02    
    Tax-exempt (2)   2,042,326       15,843     3.10         2,240,309       17,232     3.08    
    Total Investment Securities   3,648,044       24,109     2.64         4,029,058       26,283     2.61    
    Loans held for sale   25,411       389     6.12         28,585       431     6.03    
    Loans: (3)                      
    Commercial   9,006,650       154,108     6.84         8,691,746       160,848     7.40    
    Real estate mortgage   2,200,521       25,062     4.56         2,150,591       23,799     4.43    
    HELOC and installment   834,901       15,614     7.48         823,417       16,335     7.94    
    Tax-exempt (2)   1,144,246       13,677     4.78         926,191       10,670     4.61    
    Total Loans   13,211,729       208,850     6.32         12,620,530       212,083     6.72    
    Total Earning Assets   17,158,984       235,934     5.50   %     17,013,984       242,240     5.69   %
    Total Non-Earning Assets   1,349,801               1,318,175          
    TOTAL ASSETS $ 18,508,785             $ 18,332,159          
    LIABILITIES                      
    Interest-Bearing Deposits:                      
    Interest-bearing deposits $ 5,545,158     $ 35,303     2.55   %   $ 5,586,549     $ 40,994     2.94   %
    Money market deposits   3,613,952       28,714     3.18         3,036,398       27,230     3.59    
    Savings deposits   1,282,951       2,513     0.78         1,508,734       3,476     0.92    
    Certificates and other time deposits   2,003,682       17,711     3.54         2,414,967       27,451     4.55    
    Total Interest-Bearing Deposits   12,445,743       84,241     2.71         12,546,648       99,151     3.16    
    Borrowings   1,250,519       12,480     3.99         885,919       8,659     3.91    
    Total Interest-Bearing Liabilities   13,696,262       96,721     2.82         13,432,567       107,810     3.21    
    Noninterest-bearing deposits   2,186,370               2,349,219          
    Other liabilities   286,143               347,012          
    Total Liabilities   16,168,775               16,128,798          
    STOCKHOLDERS’ EQUITY   2,340,010               2,203,361          
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 18,508,785             $ 18,332,159          
    Net Interest Income (FTE)     $ 139,213             $ 134,430      
    Net Interest Spread (FTE) (4)         2.68   %           2.48   %
                           
    Net Interest Margin (FTE):                      
    Interest Income (FTE) / Average Earning Assets         5.50   %           5.69   %
    Interest Expense / Average Earning Assets         2.25   %           2.53   %
    Net Interest Margin (FTE) (5)         3.25   %           3.16   %
                           
    (1) Average balance of securities is computed based on the average of the historical amortized cost balances without the effects of the fair value adjustments. Annualized amounts are computed using a 30/360 day basis.
    (2) Tax-exempt securities and loans are presented on a fully taxable equivalent basis, using a marginal tax rate of 21 percent for 2025 and 2024. These totals equal $6,199 and $5,859 for the three months ended June 30, 2025 and 2024, respectively.
    (3) Non accruing loans have been included in the average balances.
    (4) Net Interest Spread (FTE) is interest income expressed as a percentage of average earning assets minus interest expense expressed as a percentage of average interest-bearing liabilities.
    (5) Net Interest Margin (FTE) is interest income expressed as a percentage of average earning assets minus interest expense expressed as a percentage of average earning assets.
     
    CONSOLIDATED AVERAGE BALANCE SHEET AND NET INTEREST MARGIN ANALYSIS
    (Dollars In Thousands)                      
      Six Months Ended
      June 30, 2025   June 30, 2024
      Average
    Balance
      Interest
    Income /
    Expense
      Average
    Rate
      Average
    Balance
      Interest
    Income /
    Expense
      Average
    Rate
    ASSETS                      
    Interest-bearing deposits $ 273,200     $ 4,264     3.12   %   $ 449,173     $ 9,488     4.22   %
    Federal Home Loan Bank stock   45,296       2,080     9.18         41,757       1,714     8.21    
    Investment Securities: (1)                      
    Taxable   1,620,005       16,638     2.05         1,785,903       17,799     1.99    
    Tax-exempt (2)   2,044,489       31,687     3.10         2,243,286       34,461     3.07    
    Total Investment Securities   3,664,494       48,325     2.64         4,029,189       52,260     2.59    
    Loans held for sale   23,190       708     6.11         25,184       759     6.03    
    Loans: (3)                      
    Commercial   8,889,119       301,880     6.79         8,644,927       320,057     7.40    
    Real estate mortgage   2,195,988       49,508     4.51         2,140,769       46,156     4.31    
    HELOC and installment   831,904       30,805     7.41         822,616       32,464     7.89    
    Tax-exempt (2)   1,137,087       27,009     4.75         915,302       21,038     4.60    
    Total Loans   13,077,288       409,910     6.27         12,548,798       420,474     6.70    
    Total Earning Assets   17,060,278       464,579     5.45   %     17,068,917       483,936     5.67   %
    Total Non-Earning Assets   1,365,445               1,312,423          
    TOTAL ASSETS $ 18,425,723             $ 18,381,340          
    LIABILITIES                      
    Interest-Bearing deposits:                      
    Interest-bearing deposits $ 5,533,858     $ 69,909     2.53   %   $ 5,503,185     $ 80,484     2.92   %
    Money market deposits   3,526,461       54,666     3.10         3,040,938       54,613     3.59    
    Savings deposits   1,291,133       4,958     0.77         1,534,305       7,277     0.95    
    Certificates and other time deposits   1,975,923       35,255     3.57         2,421,413       55,062     4.55    
    Total Interest-Bearing Deposits   12,327,375       164,788     2.67         12,499,841       197,436     3.16    
    Borrowings   1,256,688       24,181     3.85         948,866       19,211     4.05    
    Total Interest-Bearing Liabilities   13,584,063       188,969     2.78         13,448,707       216,647     3.22    
    Noninterest-bearing deposits   2,198,939               2,388,695          
    Other liabilities   302,281               321,188          
    Total Liabilities   16,085,283               16,158,590          
    STOCKHOLDERS’ EQUITY   2,340,440               2,222,750          
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 18,425,723             $ 18,381,340          
    Net Interest Income (FTE)     $ 275,610             $ 267,289      
    Net Interest Spread (FTE) (4)         2.67   %           2.45   %
                           
    Net Interest Margin (FTE):                      
    Interest Income (FTE) / Average Earning Assets         5.45   %           5.67   %
    Interest Expense / Average Earning Assets         2.22   %           2.54   %
    Net Interest Margin (FTE) (5)         3.23   %           3.13   %
                           
    (1) Average balance of securities is computed based on the average of the historical amortized cost balances without the effects of the fair value adjustments. Annualized amounts are computed using a 30/360 day basis.
    (2) Tax-exempt securities and loans are presented on a fully taxable equivalent basis, using a marginal tax rate of 21 percent for 2025 and 2024. These totals equal $12,326 and $11,655 for the six months ended June 30, 2025 and 2024, respectively.
    (3) Non accruing loans have been included in the average balances. 
    (4) Net Interest Spread (FTE) is interest income expressed as a percentage of average earning assets minus interest expense expressed as a percentage of average interest-bearing liabilities.
    (5) Net Interest Margin (FTE) is interest income expressed as a percentage of average earning assets minus interest expense expressed as a percentage of average earning assets.
     
    ADJUSTED NET INCOME AND DILUTED EARNINGS PER COMMON SHARE – NON-GAAP
    (Dollars In Thousands, Except Per Share Amounts) Three Months Ended   Six Months Ended
      June 30,   March 31,   December 31,   September 30,   June 30,   June 30,   June 30,
       2025    2025    2024    2024    2024    2025    2024
    Net Income Available to Common Stockholders – GAAP $ 56,363       $ 54,870       $ 63,880       $ 48,719       $ 39,456       $ 111,233       $ 86,928    
    Adjustments:                          
    Net realized losses on sales of available for sale securities   1         7         11,592         9,114         49         8         51    
    Gain on branch sale   —         —         (19,983 )       —         —         —         —    
    Non-core expenses1,2   —         —         762         —         —         —         3,481    
    Tax on adjustments   —         (2 )       1,851         (2,220 )       (12 )       (2 )       (860 )  
    Adjusted Net Income Available to Common Stockholders – Non-GAAP $ 56,364       $ 54,875       $ 58,102       $ 55,613       $ 39,493       $ 111,239       $ 89,600    
                               
    Average Diluted Common Shares Outstanding (in thousands)   57,773         58,242         58,247         58,289         58,328         58,005         58,800    
                               
    Diluted Earnings Per Common Share – GAAP $ 0.98       $ 0.94       $ 1.10       $ 0.84       $ 0.68       $ 1.92       $ 1.48    
    Adjustments:                          
    Net realized losses on sales of available for sale securities   —         —         0.20         0.15         —         —         —    
    Gain on branch sale   —         —         (0.34 )       —         —         —         —    
    Non-core expenses1,2   —         —         0.01         —         —         —         0.06    
    Tax on adjustments   —         —         0.03         (0.04 )       —         —         (0.01 )  
    Adjusted Diluted Earnings Per Common Share – Non-GAAP $ 0.98       $ 0.94       $ 1.00       $ 0.95       $ 0.68       $ 1.92       $ 1.53    
                               
    1 – Non-core expenses in the Three Months Ended December 31, 2024 included $0.8 million of costs directly related to the branch sale.
    2 – Non-core expenses in the Six Months Ended June 30, 2024 included $2.4 million from duplicative online banking conversion costs and $1.1 million from the FDIC special assessment.
                               
                               
    NET INTEREST MARGIN (“NIM”), ADJUSTED
    (Dollars in Thousands)
      Three Months Ended   Six Months Ended
      June 30,   March 31,   December 31,   September 30,   June 30,   June 30,   June 30,
       2025    2025    2024    2024    2024    2025    2024
    Net Interest Income (GAAP) $ 133,014       $ 130,270       $ 134,370       $ 131,110       $ 128,571       $ 263,284       $ 255,634    
    Fully Taxable Equivalent (“FTE”) Adjustment   6,199         6,127         5,788         5,883         5,859         12,326         11,655    
    Net Interest Income (FTE) (non-GAAP) $ 139,213       $ 136,397       $ 140,158       $ 136,993       $ 134,430       $ 275,610       $ 267,289    
                               
    Average Earning Assets (GAAP) $ 17,158,984       $ 16,960,475       $ 17,089,198       $ 16,990,358       $ 17,013,984       $ 17,060,278       $ 17,068,917    
    Net Interest Margin (GAAP)   3.10   %     3.07   %     3.15   %     3.09   %     3.02   %     3.09   %     3.00   %
    FTE Adjustment   0.15   %     0.15   %     0.13   %     0.14   %     0.14   %     0.14   %     0.13   %
    Net Interest Margin (FTE) (non-GAAP)   3.25   %     3.22   %     3.28   %     3.23   %     3.16   %     3.23   %     3.13   %
                               
    RETURN ON TANGIBLE COMMON EQUITY – NON-GAAP
    (Dollars In Thousands) Three Months Ended   Six Months Ended
      June 30,   March 31,   December 31,   September 30,   June 30,   June 30,   June 30,
       2025    2025    2024    2024    2024    2025    2024
    Total Average Stockholders’ Equity (GAAP) $ 2,340,010       $ 2,340,874       $ 2,312,270       $ 2,251,547       $ 2,203,361       $ 2,340,440       $ 2,222,750    
    Less: Average Preferred Stock   (25,125 )       (25,125 )       (25,125 )       (25,125 )       (25,125 )       (25,125 )       (25,125 )  
    Less: Average Intangible Assets, Net of Tax   (725,813 )       (726,917 )       (728,218 )       (729,581 )       (730,980 )       (726,362 )       (731,706 )  
    Average Tangible Common Equity, Net of Tax (Non-GAAP) $ 1,589,072       $ 1,588,832       $ 1,558,927       $ 1,496,841       $ 1,447,256       $ 1,588,953       $ 1,465,919    
                               
    Net Income Available to Common Stockholders (GAAP) $ 56,363       $ 54,870       $ 63,880       $ 48,719       $ 39,456       $ 111,233       $ 86,928    
    Plus: Intangible Asset Amortization, Net of Tax   1,188         1,206         1,399         1,399         1,399         2,394         2,945    
    Tangible Net Income (Non-GAAP) $ 57,551       $ 56,076       $ 65,279       $ 50,118       $ 40,855       $ 113,627       $ 89,873    
                               
    Return on Tangible Common Equity (Non-GAAP)   14.49   %     14.12   %     16.75   %     13.39   %     11.29   %     14.30   %     12.26   %
                               
                               
    EFFICIENCY RATIO – NON-GAAP                          
    (Dollars In Thousands) Three Months Ended   Six Months Ended
      June 30,   March 31,   December 31,   September 30,   June 30,   June 30,   June 30,
       2025    2025    2024    2024    2024    2025    2024
    Noninterest Expense (GAAP) $ 93,598       $ 92,902       $ 96,289       $ 94,629       $ 91,413       $ 186,500       $ 188,348    
    Less: Intangible Asset Amortization   (1,505 )       (1,526 )       (1,771 )       (1,772 )       (1,771 )       (3,031 )       (3,728 )  
    Less: OREO and Foreclosure Expenses   (29 )       (600 )       (227 )       (942 )       (373 )       (629 )       (907 )  
                                                                         
    Adjusted Noninterest Expense (Non-GAAP) $ 92,064       $ 90,776       $ 94,291       $ 91,915       $ 89,269       $ 182,840       $ 183,713    
                               
    Net Interest Income (GAAP) $ 133,014       $ 130,270       $ 134,370       $ 131,110       $ 128,571       $ 263,284       $ 255,634    
    Plus: Fully Taxable Equivalent Adjustment   6,199         6,127         5,788         5,883         5,859         12,326         11,655    
    Net Interest Income on a Fully Taxable Equivalent Basis (Non-GAAP) $ 139,213       $ 136,397       $ 140,158       $ 136,993       $ 134,430       $ 275,610       $ 267,289    
                               
    Noninterest Income (GAAP) $ 31,303       $ 30,048       $ 42,742       $ 24,866       $ 31,334       $ 61,351       $ 57,972    
    Less: Investment Securities (Gains) Losses   1         7         11,592         9,114         49         8         51    
    Adjusted Noninterest Income (Non-GAAP) $ 31,304       $ 30,055       $ 54,334       $ 33,980       $ 31,383       $ 61,359       $ 58,023    
    Adjusted Revenue (Non-GAAP) $ 170,517       $ 166,452       $ 194,492       $ 170,973       $ 165,813       $ 336,969       $ 325,312    
    Efficiency Ratio (Non-GAAP)   53.99   %     54.54   %     48.48   %     53.76   %     53.84   %     54.26   %     56.47   %
                               
    Adjusted Noninterest Expense (Non-GAAP) $ 92,064       $ 90,776       $ 94,291       $ 91,915       $ 89,269       $ 182,840       $ 183,713    
    Less: Non-core Expenses1,2   —         —         (762 )       —         —         —         (3,481 )  
    Adjusted Noninterest Expense Excluding Non-core Expenses (Non-GAAP) $ 92,064       $ 90,776       $ 93,529       $ 91,915       $ 89,269       $ 182,840       $ 180,232    
                               
    Adjusted Revenue (Non-GAAP) $ 170,517       $ 166,452       $ 194,492       $ 170,973       $ 165,813       $ 336,969       $ 325,312    
    Less: Gain on Branch Sale   —         —         (19,983 )       —         —         —         —    
    Adjusted Revenue Excluding Gain on Branch Sale (Non-GAAP) $ 170,517       $ 166,452       $ 174,509       $ 170,973       $ 165,813       $ 336,969       $ 325,312    
                                                                         
    Adjusted Efficiency Ratio (Non-GAAP)   53.99   %     54.54   %     53.60   %     53.76   %     53.84   %     54.26   %     55.40   %
     
    1 – Non-core expenses in the Three Months Ended December 31, 2024 included $0.8 million of costs directly related to the branch sale.
    2 – Non-core expenses in the Six Months Ended June 30, 2024 included $2.4 million from duplicative online banking conversion costs and $1.1 million from the FDIC special assessment.
                               


    For more information, contact:
    Nicole M. Weaver, First Vice President and Director of Corporate Administration
    765-521-7619
    http://www.firstmerchants.com

    SOURCE: First Merchants Corporation, Muncie, Indiana

    The MIL Network –

    July 24, 2025
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