Emissions Trading – Page 2

MIL-OSI: Robinhood Reports Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

Revenues up 45% year-over-year to $989 million
Net Deposits were $13.8 billion, and Robinhood Gold Subscribers reached a record 3.5 million
Diluted EPS up 100% year-over-year to $0.42

MENLO PARK, Calif., July 30, 2025 (GLOBE NEWSWIRE) — Robinhood Markets, Inc. (“Robinhood”) (NASDAQ: HOOD) today announced financial results for the second quarter of 2025, which ended June 30, 2025.

“We delivered strong business results in Q2 driven by relentless product velocity, and we launched tokenization—which I believe is the biggest innovation our industry has seen in the past decade,” said Vlad Tenev, Chairman and CEO of Robinhood.

“Q2 was another great quarter as we drove market share gains, closed the acquisition of Bitstamp and remained disciplined on expenses,” said Jason Warnick, Chief Financial Officer of Robinhood. “And Q3 is off to a great start in July, as customers accelerated their net deposits to around $6 billion and leaned in with strong trading across categories.”

Second Quarter Results

Total net revenues increased 45% year-over-year to $989 million.
- Transaction-based revenues increased 65% year-over-year to $539 million, primarily driven by options revenue of $265 million, up 46%, cryptocurrencies revenue of $160 million, up 98%, and equities revenue of $66 million, up 65%.
- Net interest revenues increased 25% year-over-year to $357 million, primarily driven by growth in interest-earning assets and securities lending activity, partially offset by lower short-term interest rates.
- Other revenues increased 33% year-over-year to $93 million, primarily due to increased Robinhood Gold subscribers.
Net income increased 105% year-over-year to $386 million.
Diluted earnings per share (EPS) increased 100% year-over-year to $0.42.
Total operating expenses increased 12% year-over-year to $550 million.
- Adjusted Operating Expenses and Share-Based Compensation (SBC) (non-GAAP) increased 6% year-over-year to $522 million, which includes costs related to Bitstamp.
Adjusted EBITDA (non-GAAP) increased 82% year-over-year to $549 million.
Funded Customers increased by 2.3 million, or 10%, year-over-year to 26.5 million.
- Investment Accounts increased by 2.6 million, or 10%, year-over-year to 27.4 million.
Total Platform Assets increased 99% year-over-year to $279 billion, driven by continued Net Deposits, acquired assets, and higher equity and cryptocurrency valuations.
Net Deposits were $13.8 billion, an annualized growth rate of 25% relative to Total Platform Assets at the end of Q1 2025. Over the past twelve months, Net Deposits were $57.9 billion, a growth rate of 41% relative to Total Platform Assets at the end of Q2 2024.
Average Revenue Per User (ARPU) increased 34% year-over-year to $151.
Robinhood Gold Subscribers increased by 1.5 million, or 76%, year-over-year to 3.5 million.
Cash and cash equivalents totaled $4.2 billion compared with $4.5 billion at the end of Q2 2024.
Share repurchases were $124 million, representing 3 million shares of our Class A common stock at an average price per share of $41.52. Over the past twelve months, share repurchases were $703 million, representing 21 million shares of our Class A common stock at an average price per share of $34.24.

Highlights

Industry-leading product velocity and global expansion drive strong business results as Robinhood delivers on core focus areas

A Powerful Platform For Active Traders – Robinhood continues to deliver cutting-edge trading tools, including expanding Robinhood Legend availability to all customers in the UK, and capabilities with strong adoption among active traders. In June 2025, the company hosted its first ever product spotlight livestream, announcing Robinhood Legend charts on mobile and options simulated returns pre-trade. Looking ahead, we will host active traders at HOOD Summit 2025 this September—Robinhood’s second annual active trader event—to explore the latest in trading technology.

Serving a New Generation of Investors’ Financial Needs – Robinhood continues to grow its share of wallet as it extends into new categories. Since rolling out in March 2025, Robinhood Strategies, our digital advisory offering, is now managing over $0.5 billion in assets and serving over 100 thousand customers; Robinhood Retirement AUC is now over $20 billion, up 50 percent year-to-date; Robinhood Gold has continued to grow after reaching a record 3.5 million subscribers in Q2, an adoption rate of over 13 percent; and the Gold Card, Robinhood’s credit card, is now in the hands of more than 300,000 customers. Together Robinhood is demonstrating continued momentum in serving far more customer assets and needs.

Robinhood Accelerates Global Crypto Expansion – At our recent event Robinhood Presents: To Catch a Token in June 2025, the company unveiled a suite of new crypto products, expanded into 30 European countries, launched Stock Tokens in Europe on over 200 US stocks and ETFs, and offered Crypto staking to eligible US customers. Also in June 2025, Robinhood closed its acquisition of Bitstamp Ltd., a cryptocurrency exchange with over 50 active licenses and registrations globally, and significantly expanded Robinhood’s institutional business. Robinhood has also entered into an agreement to acquire WonderFi, a Canadian leader in digital asset products and services. The transaction is expected to close in the second half of 2025, subject to customary closing conditions, including regulatory approvals.

Additional Q2 2025 Operating Data

Robinhood Retirement AUC increased 118% year-over-year to a record $19.0 billion.
Cash Sweep increased 56% year-over-year to a record $32.7 billion.
Margin Book increased 90% year-over-year to a record $9.5 billion.
Equity Notional Trading Volumes increased 112% year-over-year to a record $517 billion.
Options Contracts Traded increased 32% year-over-year to a record 515 million.
Robinhood App Crypto Notional Trading Volumes increased 32% year-over-year to $28 billion.
Bitstamp Exchange Crypto Notional Trading Volumes were $7 billion following the closing of the acquisition of Bitstamp in June 2025.

Conference Call and Livestream Information

Robinhood will host a video call to discuss its results at 2 p.m. PT / 5 p.m. ET today, July 30, 2025. The video call can be accessed at investors.robinhood.com, along with the earnings press release and accompanying slide presentation. The event will also be live streamed to YouTube and X.com via Robinhood’s official channels, @RobinhoodApp, on Vlad Tenev’s X.com account, @vladtenev, as well as in the Robinhood App.

Following the call, a replay and transcript will also be available at investors.robinhood.com.

Financial Outlook

The paragraph below provides information on our 2025 expense plan and outlook. We are not providing a 2025 outlook for total operating expenses and have not reconciled our 2025 outlook for Adjusted Operating Expenses and SBC to the most directly comparable GAAP financial measure, total operating expenses, because we are unable to predict with reasonable certainty the impact of certain items without unreasonable effort. These items include, but are not limited to, provision for credit losses and significant regulatory expenses which may be material and could have a significant impact on total operating expenses for 2025.

Our 2025 expense plan includes growth investments in new products, features, and international expansion while also getting more efficient in our existing businesses. Our prior outlook for combined Adjusted Operating Expenses and SBC for full-year 2025 provided at Q1 2025 Earnings (April 30, 2025) was $2.085 billion to $2.185 billion, which did not include expenses related to our acquisition of Bitstamp. As a result of the acquisition closing in the second quarter, we are updating our outlook to $2.15 billion to $2.25 billion to include $65 million of anticipated costs related to Bitstamp as previously announced. This expense outlook does not include provision for credit losses, costs related to our pending acquisition of WonderFi, potential significant regulatory matters, or other significant expenses (such as impairments, restructuring charges, and other business acquisition- or disposition-related expenses) that may arise or accruals we may determine in the future are required, as we are unable to accurately predict the size or timing of such matters, expenses or accruals at this time.

Actual results might differ materially from our outlook due to several factors, including the rate of growth in Funded Customers and our effectiveness to cross-sell products which affects variable marketing costs, the degree to which we are successful in managing credit losses and preventing fraud, and our ability to manage web-hosting expenses efficiently, among other factors. See “Non-GAAP Financial Measures” for more information on Adjusted Operating Expenses and SBC, including significant items that we believe are not indicative of our ongoing expenses that would be adjusted out of total operating expenses (GAAP) to get to Adjusted Operating Expenses and SBC (non-GAAP) should they occur.

About Robinhood

Robinhood Markets, Inc. (NASDAQ: HOOD) transformed financial services by introducing commission-free stock trading and democratizing access to the markets for millions of investors. Today, Robinhood, through its subsidiaries, lets you trade stocks, options, futures (which includes event contracts), and crypto, invest for retirement, earn with Robinhood Gold, and access an expert-managed portfolio with Robinhood Strategies. Headquartered in Menlo Park, California, Robinhood puts customers in the driver’s seat, delivering unprecedented value and products intentionally designed for a new generation of investors. Additional information about Robinhood can be found at www.robinhood.com.

Robinhood uses the “Overview” tab of its Investor Relations website (accessible at investors.robinhood.com/overview) and its Newsroom (accessible at newsroom.aboutrobinhood.com), as means of disclosing information to the public in a broad, non-exclusionary manner for purposes of the U.S. Securities and Exchange Commission’s (“SEC”) Regulation Fair Disclosure (Reg. FD). Investors should routinely monitor those web pages, in addition to Robinhood’s press releases, SEC filings, and public conference calls and webcasts, as information posted on them could be deemed to be material information.

“Robinhood” and the Robinhood feather logo are registered trademarks of Robinhood Markets, Inc. All other names are trademarks and/or registered trademarks of their respective owners.

Contacts

Investors:
ir@robinhood.com

Press:
press@robinhood.com


ROBINHOOD MARKETS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

	December 31,			June 30,
(in millions, except share and per share data)		2024			2025
Assets
Current assets:
Cash and cash equivalents	$	4,332		$	4,162
Cash, cash equivalents, and securities segregated under federal and other regulations		4,724			8,939
Receivables from brokers, dealers, and clearing organizations		471			374
Receivables from users, net		8,239			9,685
Securities borrowed		3,236			6,159
Deposits with clearing organizations		489			720
User-held fractional shares		2,530			3,083
Held-to-maturity investments		398			134
Prepaid expenses		75			108
Deferred customer match incentives		100			124
Other current assets		509			345
Total current assets		25,103			33,833
Property, software, and equipment, net		139			149
Goodwill		179			383
Intangible assets, net		38			191
Non-current deferred customer match incentives		195			267
Other non-current assets, including non-current prepaid expenses of $17 as of December 31, 2024 and $15 as of June 30, 2025		533			501
Total assets	$	26,187		$	35,324
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable and accrued expenses	$	397		$	369
Payables to users		7,448			10,511
Securities loaned		7,463			12,640
Fractional shares repurchase obligation		2,530			3,083
Other current liabilities		266			519
Total current liabilities		18,104			27,122
Other non-current liabilities		111			130
Total liabilities		18,215			27,252
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.0001 par value. 210,000,000 shares authorized, no shares issued and outstanding as of December 31, 2024 and June 30, 2025.		—			—
Class A common stock, $0.0001 par value. 21,000,000,000 shares authorized, 764,903,997 shares issued and outstanding as of December 31, 2024; 21,000,000,000 shares authorized, 771,931,128 shares issued and outstanding as of June 30, 2025.		—			—
Class B common stock, $0.0001 par value. 700,000,000 shares authorized, 119,588,986 shares issued and outstanding as of December 31, 2024; 700,000,000 shares authorized, 116,286,427 shares issued and outstanding as of June 30, 2025.		—			—
Class C common stock, $0.0001 par value. 7,000,000,000 shares authorized, no shares issued and outstanding as of December 31, 2024 and June 30, 2025.		—			—
Additional paid-in capital		12,008			11,378
Accumulated other comprehensive income (loss)		(1	)		7
Accumulated deficit		(4,035	)		(3,313	)
Total stockholders’ equity		7,972			8,072
Total liabilities and stockholders’ equity	$	26,187		$	35,324


ROBINHOOD MARKETS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

	Three Months Ended June 30,				YOY% Change	Three Months Ended March 31,		QOQ% Change
(in millions, except share, per share, and percentage data)	2024		2025		YOY% Change	2025		QOQ% Change
Revenues:
Transaction-based revenues	$	327	$	539	65%	$	583	(8)%
Net interest revenues		285		357	25%		290	23%
Other revenues		70		93	33%		54	72%
Total net revenues		682		989	45%		927	7%

Operating expenses⁽¹⁾⁽²⁾:
Brokerage and transaction		40		48	20%		50	(4)%
Technology and development		209		214	2%		214	—%
Operations		28		29	4%		31	(6)%
Provision for credit losses		18		28	56%		24	17%
Marketing		64		99	55%		105	(6)%
General and administrative		134		132	(1)%		133	(1)%
Total operating expenses		493		550	12%		557	(1)%

Other income, net		2		3	50%		1	200%
Income before income taxes		191		442	131%		371	19%
Provision for income taxes		3		56	NM		35	60%
Net income	$	188	$	386	105%	$	336	15%
Net income attributable to common stockholders:
Basic	$	188	$	386		$	336
Diluted	$	188	$	386		$	336
Net income per share attributable to common stockholders:
Basic	$	0.21	$	0.44		$	0.38
Diluted	$	0.21	$	0.42		$	0.37
Weighted-average shares used to compute net income per share attributable to common stockholders:
Basic		881,076,624		882,149,402			884,577,603
Diluted		904,490,572		909,127,658			909,241,619


ROBINHOOD MARKETS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

	Six Months Ended June 30,				YOY% Change
(in millions, except share, per share, and percentage data)	2024		2025		YOY% Change
Revenues:
Transaction-based revenues	$	656	$	1,122	71%
Net interest revenues		539		647	20%
Other revenues		105		147	40%
Total net revenues		1,300		1,916	47%

Operating expenses⁽¹⁾⁽²⁾:
Brokerage and transaction		75		98	31%
Technology and development		405		428	6%
Operations		56		60	7%
Provision for credit losses		34		52	53%
Marketing		131		204	56%
General and administrative		252		265	5%
Total operating expenses		953		1,107	16%

Other income, net		6		4	(33)%
Income before income taxes		353		813	130%
Provision for income taxes		8		91	NM
Net income	$	345	$	722	109%
Net income attributable to common stockholders:
Basic	$	345	$	722
Diluted	$	345	$	722
Net income per share attributable to common stockholders:
Basic	$	0.39	$	0.82
Diluted	$	0.38	$	0.79
Weighted-average shares used to compute net income per share attributable to common stockholders:
Basic		878,198,015		883,356,794
Diluted		900,026,613		911,013,005

ROBINHOOD MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

____________
⁽¹⁾ The following table presents operating expenses as a percent of total net revenues:


	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
	2024		2025		2025		2024		2025
Brokerage and transaction	5	%	5	%	6	%	6	%	5	%
Technology and development	31	%	22	%	23	%	31	%	22	%
Operations	4	%	3	%	3	%	4	%	3	%
Provision for credit losses	3	%	3	%	3	%	3	%	3	%
Marketing	9	%	10	%	11	%	10	%	11	%
General and administrative	20	%	13	%	14	%	19	%	14	%
Total operating expenses	72	%	56	%	60	%	73	%	58	%

⁽²⁾ The following table presents the SBC on our unaudited condensed consolidated statements of operations for the periods indicated:

	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
(in millions)	2024		2025		2025		2024		2025
Brokerage and transaction	$	3	$	3	$	2	$	5		5
Technology and development		52		39		44		96		83
Operations		2		2		1		4		3
Marketing		1		2		2		3		4
General and administrative		28		32		24		40		56
Total SBC	$	86	$	78	$	73	$	148	$	151


ROBINHOOD MARKETS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
(in millions)	2024			2025			2024			2025
Operating activities:
Net income	$	188		$	386		$	345		$	722
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization		18			21			35			41
Provision for credit losses		18			28			34			52
Share-based compensation		86			78			148			151
Other		(1	)		4			(1	)		8
Changes in operating assets and liabilities:
Securities segregated under federal and other regulations		145			(198	)		(547	)		199
Receivables from brokers, dealers, and clearing organizations		58			(94	)		(60	)		112
Receivables from users, net		(742	)		(389	)		(1,538	)		(1,300	)
Securities borrowed		(110	)		(2,045	)		(615	)		(2,923	)
Deposits with clearing organizations		34			(79	)		(213	)		(231	)
Current and non-current prepaid expenses		(20	)		(11	)		(20	)		(24	)
Current and non-current deferred customer match incentives		(122	)		(40	)		(196	)		(96	)
Other current and non-current assets		(45	)		—			(128	)		351
Accounts payable and accrued expenses		20			12			(26	)		(112	)
Payables to users		(285	)		2,280			692			1,948
Securities loaned		876			3,542			1,544			5,177
Other current and non-current liabilities		(64	)		14			(23	)		76
Net cash provided by (used in) operating activities		54			3,509			(569	)		4,151
Investing activities:
Purchases of property, software, and equipment		—			(8	)		(2	)		(10	)
Capitalization of internally developed software		(7	)		(10	)		(14	)		(19	)
Consideration transferred for business acquisitions		(6	)		(224	)		(6	)		(399	)
Cash, cash equivalents, and segregated cash acquired in business acquisitions		—			1,168			—			1,193
Purchases of held-to-maturity investments		(131	)		—			(302	)		—
Proceeds from maturities of held-to-maturity investments		135			58			289			266
Purchases of credit card receivables by Credit Card Funding Trust		(41	)		(979	)		(70	)		(1,528	)
Collections of purchased credit card receivables		37			835			48			1,346
Asset acquisition, net of cash acquired		—			—			(3	)		—
Other		1			(8	)		1			(8	)
Net cash provided by (used in) investing activities		(12	)		832			(59	)		841
Financing activities:
Proceeds from exercise of stock options		4			4			8			11
Proceeds from issuance of common stock under the Employee Share Purchase Plan		10			15			10			15
Taxes paid related to net share settlement of equity awards		(59	)		(252	)		(99	)		(372	)
Repurchase of Class A common stock		—			(124	)		—			(446	)
Draws on credit facilities		11			1			11			1
Repayments on credit facilities		(11	)		(1	)		(11	)		(1	)
Borrowings by the Credit Card Funding Trust		—			80			17			104
Change in principal collected from customers due to Coastal Bank		4			(9	)		7			1
Repayments on borrowings by the Credit Card Funding Trust		(1	)		—			(1	)		—
Payments of debt issuance costs		—			—			(14	)		(16	)
Net cash used in financing activities		(42	)		(286	)		(72	)		(703	)
Effect of foreign exchange rate changes on cash and cash equivalents		—			7			—			8
Net increase (decrease) in cash, cash equivalents, segregated cash, and restricted cash		—			4,062			(700	)		4,297
Cash, cash equivalents, segregated cash, and restricted cash, beginning of the period		8,646			8,930			9,346			8,695
Cash, cash equivalents, segregated cash, and restricted cash, end of the period	$	8,646		$	12,992		$	8,646		$	12,992

Reconciliation of cash, cash equivalents, segregated cash and restricted cash, end of the period:
Cash and cash equivalents, end of the period	$	4,524		$	4,162		$	4,524		$	4,162
Segregated cash and cash equivalents, end of the period		4,037			8,740			4,037			8,740
Restricted cash in other current assets, end of the period		69			72			69			72
Restricted cash in other non-current assets, end of the period		16			18			16			18
Cash, cash equivalents, segregated cash and restricted cash, end of the period	$	8,646		$	12,992		$	8,646		$	12,992
Supplemental disclosures:
Cash paid for interest	$	1		$	3		$	8		$	12
Cash paid for income taxes, net of refund received	$	4		$	53		$	6		$	82


Reconciliation of GAAP to Non-GAAP Results (Unaudited)

	Three Months Ended June 30,						Three Months Ended March 31,			Six Months Ended June 30,
(in millions, except for percentage data)	2024			2025			2025			2024			2025
Net income	$	188		$	386		$	336		$	345		$	722
Net margin		28	%		39	%		36	%		27	%		38	%
Add:
Interest expenses related to credit facilities		6			8			6			12			14
Provision for income taxes		3			56			35			8			91
Depreciation and amortization		18			21			20			35			41
EBITDA (non-GAAP)		215			471			397			400			868
Add:
SBC		86			78			73			148			151
Adjusted EBITDA (non-GAAP)	$	301		$	549		$	470		$	548		$	1,019
Adjusted EBITDA Margin (non-GAAP)		44	%		56	%		51	%		42	%		53	%

	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
(in millions)	2024		2025		2025		2024		2025
Total operating expenses (GAAP)	$	493	$	550	$	557	$	953	$	1,107
Less:
SBC		86		78		73		148		151
Provision for credit losses⁽¹⁾		—		28		24		—		52
Adjusted Operating Expenses (non-GAAP)	$	407	$	444	$	460	$	805	$	904

	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
(in millions)	2024		2025		2025		2024		2025
Total operating expenses (GAAP)	$	493	$	550	$	557	$	953	$	1,107
Less:
SBC		86		78		73		148		151
Provision for credit losses⁽¹⁾		—		28		24		—		52
Adjusted Operating Expenses (non-GAAP)		407		444		460		805		904
Add:
SBC		86		78		73		148		151
Adjusted Operating Expenses and SBC (non-GAAP)	$	493	$	522	$	533	$	953	$	1,055

____________

⁽¹⁾ Starting in Q1 2025, Adjusted Operating Expenses and Adjusted Operating Expenses and SBC no longer include provision for credit losses.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements regarding the expected financial performance of Robinhood Markets, Inc. and its consolidated subsidiaries (“we,” “Robinhood,” or the “Company”) and our strategic and operational plans, including (among others) statements regarding that we believe tokenization is the biggest innovation our industry has seen in the past decade; that Robinhood continues to deliver cutting-edge trading tools and capabilities with strong adoption among active traders; that looking ahead, traders will convene at HOOD Summit 2025 this September to explore the latest in trading technology; that Robinhood continues to grow its share of wallet as it extends into new categories; that Robinhood is demonstrating continued momentum in serving far more customer assets and needs; that the acquisition of WonderFi is expected to close in the second half of 2025, subject to customary closing conditions, including regulatory approvals; and all statements and information under the heading “Financial Outlook”. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “believe,” “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “estimate,” “predict,” “potential,” or “continue,” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. Our forward-looking statements are subject to a number of known and unknown risks, uncertainties, assumptions, and other factors that may cause our actual future results, performance, or achievements to differ materially from any future results expressed or implied in this press release. Reported results should not be considered an indication of future performance. Factors that contribute to the uncertain nature of our forward-looking statements include, among others: our rapid and continuing expansion, including continuing to introduce new products and services on our platforms as well as geographic expansion; the difficulty of managing our business effectively, including the size of our workforce, and the risk of declining or negative growth; the fluctuations in our financial results and key metrics from quarter to quarter; our reliance on transaction-based revenue, including payment for order flow (“PFOF”), the risk of new regulation or bans on PFOF and similar practices, and the addition of our new fee-based model for cryptocurrency; our exposure to fluctuations in interest rates and rapidly changing interest rate environments; the difficulty of raising additional capital (to provide liquidity needs and support business growth and objectives) on reasonable terms, if at all; the need to maintain capital levels required by regulators and self-regulatory organizations; the risk that we might mishandle the cash, securities, and cryptocurrencies we hold on behalf of customers, and our exposure to liability for processing, operational, or technical errors in clearing functions; the impact of negative publicity on our brand and reputation; the risk that changes in business, economic, or political conditions that impact the global financial markets, or a systemic market event, might harm our business; our dependence on key employees and a skilled workforce; operational and regulatory risks and expenditures prior to and following closing of our acquisitions and investments; the difficulty of complying with an extensive, complex, and changing regulatory environment, the risk of monetary and other penalties for noncompliance, and the need to adjust our business model in response to new or modified laws and regulations; the possibility of adverse developments in pending litigation and regulatory investigations; the effects of competition; our need to innovate and acquire or invest in new products, services, technologies and geographies in order to attract and retain customers and deepen their engagement with us in order to maintain growth; our reliance on third parties to perform some key functions and the risk that processing, operational or technological failures could impair the availability or stability of our platforms; the risk of cybersecurity incidents, theft, data breaches, and other online attacks; the difficulty of processing customer data in compliance with privacy laws; our need as a regulated financial services company to develop and maintain effective compliance and risk management infrastructures; the risks associated with incorporating artificial intelligence technologies into some of our products and processes; the regulatory, litigation, contractual, operational, and reputational risks associated with our introduction of new products such as Robinhood Stock Tokens in the European Economic Area and our staking services offered in the U.S.; and the risk that substantial future sales of Class A common stock in the public market, or the perception that they may occur, could cause the price of our stock to fall. Because some of these risks and uncertainties cannot be predicted or quantified and some are beyond our control, you should not rely on our forward-looking statements as predictions of future events. More information about potential risks and uncertainties that could affect our business and financial results can be found in Part II, Item 1A of our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 and in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, which we expect to be available on July 31, 2025, as well as in our other filings with the SEC, all of which are available on the SEC’s web site at www.sec.gov. Moreover, we operate in a very competitive and rapidly changing environment; new risks and uncertainties may emerge from time to time, and it is not possible for us to predict all risks nor identify all uncertainties. The events and circumstances reflected in our forward-looking statements might not be achieved and actual results could differ materially from those projected in the forward-looking statements. Except as otherwise noted, all forward-looking statements in this press release are made as of the date of this press release, July 30, 2025, and are based on information and estimates available to us at this time. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we cannot guarantee future results, performance, or achievements. Except as required by law, Robinhood assumes no obligation to update any of the statements in this press release whether as a result of any new information, future events, changed circumstances, or otherwise. You should read this press release with the understanding that our actual future results, performance, events, and circumstances might be materially different from what we expect.

Non-GAAP Financial Measures

We collect and analyze operating and financial data to evaluate the health of our business, allocate our resources and assess our performance. In addition to total net revenues, net income, and other results under GAAP, we utilize non-GAAP calculations of adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”), Adjusted EBITDA Margin, Adjusted Operating Expenses, and Adjusted Operating Expenses and SBC. This non-GAAP financial information is presented for supplemental informational purposes only, should not be considered in isolation or as a substitute for, or superior to, financial information presented in accordance with GAAP, and may be different from similarly titled non-GAAP measures used by other companies. Reconciliations of these non-GAAP measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are provided in the financial tables included in this press release.

Adjusted EBITDA

Adjusted EBITDA is defined as net income, excluding (i) interest expenses related to credit facilities, (ii) provision for (benefit from) income taxes, (iii) depreciation and amortization, (iv) SBC, (v) significant legal and tax settlements and reserves, and (vi) other significant gains, losses, and expenses (such as impairments, restructuring charges, and business acquisition- or disposition-related expenses) that we believe are not indicative of our ongoing results.

The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, or because the amount and timing of these items are unpredictable, are not driven by core results of operations, and render comparisons with prior periods and competitors less meaningful. We believe Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our results of operations, as well as providing a useful measure for period-to-period comparisons of our business performance. Moreover, Adjusted EBITDA is a key measurement used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting.

Adjusted EBITDA Margin

Adjusted EBITDA Margin is calculated as Adjusted EBITDA divided by total net revenues. The most directly comparable GAAP measure is net margin (calculated as net income divided by total net revenues). We believe Adjusted EBITDA Margin provides useful information to investors and others in understanding and evaluating our results of operations, as well as providing a useful measure for period-to-period comparisons of our business performance. Adjusted EBITDA Margin is used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting.

Adjusted Operating Expenses

Adjusted Operating Expenses is defined as GAAP total operating expenses minus (i) SBC, (ii) provision for credit losses, (iii) significant legal and tax settlements and reserves, and (iv) other significant expenses (such as impairments, restructuring charges, and business acquisition- or disposition-related expenses) that we believe are not indicative of our ongoing expenses. The amount and timing of the excluded items are unpredictable, are not driven by core results of operations, and render comparisons with prior periods less meaningful. We believe Adjusted Operating Expenses provides useful information to investors and others in understanding and evaluating our results of operations, as well as providing a useful measure for period-to-period comparisons of our cost structure. Adjusted Operating Expenses is used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting. Starting in Q1 2025, Adjusted Operating Expenses no longer includes provision for credit losses.

Adjusted Operating Expenses and SBC

Adjusted Operating Expenses and SBC is defined as GAAP total operating expenses minus (i) provision for credit losses, (ii) significant legal and tax settlements and reserves, and (iii) other significant expenses (such as impairments, restructuring charges, and business acquisition- or disposition-related expenses), that we believe are not indicative of our ongoing expenses. The amount and timing of the excluded items are unpredictable, are not driven by core results of operations, and render comparisons with prior periods less meaningful. Unlike Adjusted Operating Expenses, Adjusted Operating Expenses and SBC does not adjust for SBC. We believe Adjusted Operating Expense and SBC provides useful information to investors and others in understanding and evaluating our results of operations, as well as providing a useful measure for period-to-period comparisons of our cost structure. Adjusted Operating Expenses and SBC is used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting. Starting in Q1 2025, Adjusted Operating Expenses and SBC no longer includes provision for credit losses.

Key Performance Metrics

In addition to the measures presented in our unaudited condensed consolidated financial statements, we use the following key performance metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions.

Assets Under Custody

We define Assets Under Custody as the fair value of all equities, options, cryptocurrency, futures (including options on futures, swaps, and event contracts), and cash held by users in their accounts, net of receivables from users, as of a stated date or period end on a trade date basis. As previously disclosed in Q1 2025, we introduced a new Key Performance Metric called Total Platform Assets, which includes Assets Under Custody and is defined below. Starting in June 2025, the fair value of all cryptocurrency includes cryptocurrency on Bitstamp.

Funded Customers

We define a Funded Customer as a unique person who has at least one account with a Robinhood entity and, within the past 45 calendar days (a) had an account balance that was greater than zero (excluding amounts that are deposited into a Funded Customer account by the Company with no action taken by the unique person) or (b) completed a transaction using any such account. Individuals who share a funded joint investing account (which launched in July 2024) are each considered to be a Funded Customer. Starting in Q1 2025, individuals who are customers of Registered Investment Advisors (“RIAs”) that use the TradePMR platform, and, starting in June 2025, customers of Bitstamp, are also considered Funded Customers.

Total Platform Assets

We define Total Platform Assets as the sum of the fair value of all equities, options, cryptocurrency, futures (including options on futures, swaps, and event contracts), cash held by users in their accounts, net of receivables from users (previously reported as Assets Under Custody), and any such assets managed by RIAs using TradePMR’s platform that are not custodied by Robinhood, as of a stated date or period end on a trade date basis. Net Deposits and net market gains (losses) drive the change in Total Platform Assets in any given period. Starting in June 2025, the fair value of all cryptocurrency includes cryptocurrency on Bitstamp.

Net Deposits

We define Net Deposits as all cash deposits and asset transfers from customers, as well as dividends, interest, and cash or assets earned in connection with Company promotions (such as account transfer and retirement match incentives, free stock bonuses, and lending and staking rewards by Bitstamp) received by customers, net of reversals, customer cash withdrawals, margin interest, Robinhood Gold subscription fees, and assets transferred off of our platforms for a stated period. Starting in June 2025, Net Deposits include results from Bitstamp. Due to data limitations, we have not included TradePMR client figures in our Net Deposits key performance metric.

Average Revenue Per User (“ARPU”)

We define ARPU as total revenue for a given period divided by the average number of Funded Customers on the last day of that period and the last day of the immediately preceding period. Figures in this press release represent ARPU annualized for each three-month period presented.

Robinhood Gold Subscribers

We define a Robinhood Gold Subscriber as a unique person who has at least one account with a Robinhood entity and who, as of the end of the relevant period (a) is subscribed to Robinhood Gold and (b) has made at least one Robinhood Gold subscription fee payment.

Additional Operating Metrics

Robinhood Retirement AUC

We define Robinhood Retirement AUC as the total Assets Under Custody in traditional individual retirement accounts (“IRAs”) and Roth IRAs. This does not include accounts with an RIA using TradePMR’s platform.

Cash Sweep

We define Cash Sweep as the period-end total amount of participating users’ uninvested brokerage cash that has been automatically “swept” or moved from their brokerage accounts into deposits for their benefit at a network of program banks. This is an off-balance-sheet amount. Robinhood earns a net interest spread on Cash Sweep balances based on the interest rate offered by the banks less the interest rate given to users as stated in our program terms. This includes balances from customers of RIAs using TradePMR’s platform.

Margin Book

We define Margin Book as our period-end aggregate outstanding margin loan balances receivable (i.e., the period-end total amount we are owed by customers on loans made for the purchase of securities, supported by a pledge of assets in their margin-enabled brokerage accounts). This includes margin loan balances from customers of RIAs using TradePMR’s platform.

Notional Trading Volume

We define Notional Trading Volume for any specified asset class as the aggregate dollar value (purchase price or sale price as applicable) of trades executed in that asset class on our platforms over a specified period of time. Robinhood App Crypto Notional Trading Volume represents the dollar value of executed trades on the Robinhood platform over a specified period of time. Starting in June 2025, Bitstamp Exchange Crypto Notional Trading Volume represents the dollar value of executed trades on the Bitstamp platform over a specified period of time. For example, each $1 of transaction value executed between a buyer and seller is counted as $1 of transaction value in the relevant period, rather than $2 if counted for each of the buyer and seller.

Options Contracts Traded

We define Options Contracts Traded as the total number of options contracts bought or sold over a specified period of time. Each contract generally entitles the holder to trade 100 shares of the underlying stock.

Glossary Terms

Investment Accounts

We define an Investment Account as a funded individual brokerage account, a funded joint investing account, a funded IRA, or an account with an RIA using TradePMR’s platform. As of June 30, 2025, a Funded Customer can have up to five Investment Accounts – individual brokerage account, joint investing account (which launched in July 2024), traditional IRA, Roth IRA, and RIA custody account using TradePMR’s platform. Does not include Bitstamp as such accounts are not brokerage or other Investment Accounts.

Robinhood Gold Adoption Rate

We define the Robinhood Gold adoption rate as end of period Robinhood Gold Subscribers divided by end of period Funded Customers.

Growth Rate and Annualized Growth Rate with respect to Net Deposits

Growth rate is calculated as aggregate Net Deposits over a specified 12-month period, divided by Total Platform Assets for the fiscal quarter that immediately precedes such 12-month period. Annualized growth rate is calculated as Net Deposits for a specified quarter multiplied by 4 and divided by Total Platform Assets for the immediately preceding quarter.

The MIL Network –

July 31, 2025

MIL-OSI: AMSC Reports First Quarter Fiscal Year 2025 Financial Results and Business Outlook

Source: GlobeNewswire (MIL-OSI)

First Quarter Financial Highlights:

Increased Revenue by 80% Year Over Year to Above $70 Million
Reported Net Income of Over $6 Million and Non-GAAP Net Income Exceeding $11 million
Achieved Gross Margin Greater than 30%

Company to host conference call tomorrow, July 31, at 10:00 am ET

AYER, Mass., July 30, 2025 (GLOBE NEWSWIRE) — AMSC (Nasdaq: AMSC), a leading system provider of megawatt-scale power resiliency solutions that orchestrate the rhythm and harmony of power on the grid™ and protect and expand the capability and resiliency of our Navy’s fleet, today reported financial results for its first quarter of fiscal year 2025 ended June 30, 2025.

Revenues for the first quarter of fiscal 2025 were $72.4 million compared with $40.3 million for the same period of fiscal 2024. The year-over-year increase was driven by organic growth and the acquisition of NWL, Inc.

AMSC’s net income for the first quarter of fiscal 2025 was $6.7 million, or $0.17 per share, compared to a net loss of $2.5 million, or $0.07 per share, for the same period of fiscal 2024. The Company’s non-GAAP net income for the first quarter of fiscal 2025 was $11.6 million, or $0.30 per share, compared with a non-GAAP net income of $3.0 million, or $0.09 per share, in the same period of fiscal 2024. Please refer to the financial table below for a reconciliation of GAAP to non-GAAP results.

Cash, cash equivalents, and restricted cash on June 30, 2025, totaled $213.4 million, compared with $85.4 million at March 31, 2025.

“We’ve kicked off fiscal 2025 with accelerated growth, delivering a standout first quarter marked by significant progress and exceptional execution that surpassed our expectations,” said Daniel P. McGahn, Chairman, President and CEO, AMSC. “AMSC grew fiscal first quarter revenue by 80% year-over-year, generated net income of over $6 million marking our fourth consecutive quarter of profitability, and achieved expanded gross margins surpassing 30%. Strength in the semiconductor market—driven by growing demand for applications such as artificial intelligence and data centers—contributed to our momentum, while bookings and backlog remained steady. These results highlight our continued progress in scaling the business, diversifying revenue streams, and driving outstanding financial performance. We approach the remainder of fiscal 2025 with confidence in our team and business.”

Business Outlook
For the second quarter ending September 30, 2025, AMSC expects that its revenues will be in the range of $65.0 million to $70.0 million. The Company’s net income for the second quarter of fiscal 2025 is expected to exceed $2.0 million, or $0.05 per share. The Company’s non-GAAP net income (as defined below) is expected to exceed $6.0 million, or $0.14 per share.

Conference Call Reminder
In conjunction with this announcement, AMSC management will participate in a conference call with investors beginning at 10:00 a.m. Eastern Time on Thursday, July 31, 2025, to discuss the Company’s financial results and business outlook. Those who wish to listen to the live or archived conference call webcast should visit the “Investors” section of the Company’s website at https://ir.amsc.com. The live call can be accessed by dialing 1-844-481-2802 or 1-412-317-0675 and asking to join the AMSC call. A replay of the call may be accessed 2 hours following the call by dialing 1-877-344-7529 and using conference passcode 4291224.

About AMSC (Nasdaq: AMSC)
AMSC generates the ideas, technologies and solutions that meet the world’s demand for smarter, cleaner … better energy™. Through its Gridtec™ Solutions, AMSC provides the engineering planning services and advanced grid systems that optimize network reliability, efficiency and performance. Through its Marinetec™ Solutions, AMSC provides ship protection systems and is developing propulsion and power management solutions designed to help fleets increase system efficiencies, enhance power quality and boost operational safety. Through its Windtecc™ Solutions, AMSC provides wind turbine electronic controls and systems, designs and engineering services that reduce the cost of wind energy. The Company’s solutions are enhancing the performance and reliability of power networks, increasing the operational safety of navy fleets, and powering gigawatts of renewable energy globally. Founded in 1987, AMSC is headquartered near Boston, Massachusetts with operations in Asia, Australia, Europe and North America. For more information, please visit www.amsc.com.

AMSC, American Superconductor, D-VAR, D-VAR VVO, Gridtec, Marinetec, Windtec, Neeltran, NEPSI, NWL, Smarter, Cleaner … Better Energy, and Orchestrate the Rhythm and Harmony of Power on the Grid are trademarks or registered trademarks of American Superconductor Corporation. All other brand names, product names, trademarks or service marks belong to their respective holders.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Any statements in this release regarding execution of our goals and strategies, including scaling our business and diversifying revenue streams; growing demand for applications such as artificial intelligence and data centers; backlog; expectations regarding the second quarter of fiscal 2025; our expected GAAP and non-GAAP financial results for the quarter ending September 30, 2025; and other statements containing the words “believes,” “anticipates,” “plans,” “expects,” “will” and similar expressions, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements represent management’s current expectations and are inherently uncertain. There are a number of important factors that could materially impact the value of our common stock or cause actual results to differ materially from those indicated by such forward-looking statements. These important factors include, but are not limited to: We have not been historically profitable, which may recur in the future. Our operating results may fluctuate significantly from quarter to quarter and may fall below expectations in any particular fiscal quarter; While we generated positive operating cash flow in fiscal 2024 and the prior year, we have a history of negative operating cash flows, and we may require additional financing in the future, which may not be available to us; Our technology and products could infringe intellectual property rights of others, which may require costly litigation and, if we are not successful, could cause us to pay substantial damages and disrupt our business; Changes in exchange rates could adversely affect our results of operations; If we fail to maintain proper and effective internal control over financial reporting, our ability to produce accurate and timely financial statements could be impaired and may lead investors and other users to lose confidence in our financial data; We may be required to issue performance bonds, which restricts our ability to access any cash used as collateral for the bonds; We may not realize all of the sales expected from our backlog of orders and contracts; If we fail to implement our business strategy successfully, our financial performance could be harmed; We rely upon third-party suppliers for the components and subassemblies of many of our Grid and Wind products, making us vulnerable to supply shortages and price fluctuations, which could harm our business; Our contracts with the U.S. and Canadian governments are subject to audit, modification or termination by such governments and include certain other provisions in favor of the governments. The continued funding of such contracts may remain subject to annual legislative appropriation, which, if not approved, could reduce our revenue and lower or eliminate our profit; Changes in U.S. government defense spending could negatively impact our financial position, results of operations, liquidity and overall business; Our business and operations may be materially adversely impacted in the event of a failure or security breach of our or any critical third parties’ IT Systems or Confidential Information; Failure to comply with evolving data privacy and data protection laws and regulations or to otherwise protect personal data, may adversely impact our business and financial results; Our success is dependent upon attracting and retaining qualified personnel and our inability to do so could significantly damage our business and prospects; We may acquire additional complementary businesses or technologies, which may require us to incur substantial costs for which we may never realize the anticipated benefits; A significant portion of our Wind segment revenues are derived from a single customer. If this customer’s business is negatively affected, it could adversely impact our business; Our success in addressing the wind energy market is dependent on the manufacturers that license our designs; Many of our revenue opportunities are dependent upon subcontractors and other business collaborators; Problems with product quality or product performance may cause us to incur warranty expenses and may damage our market reputation and prevent us from achieving increased sales and market share; Many of our customers outside of the United States may be either directly or indirectly related to governmental entities, and we could be adversely affected by violations of the United States Foreign Corrupt Practices Act and similar worldwide anti-bribery laws outside the United States; We have had limited success marketing and selling our superconductor products and system-level solutions, and our failure to more broadly market and sell our products and solutions could lower our revenue and cash flow; We or third parties on whom we depend may be adversely affected by natural disasters, including events resulting from climate change, and our business continuity and disaster recovery plans may not adequately protect us or our value chain from such events; Uncertainty surrounding our prospects and financial condition may have an adverse effect on our customer and supplier relationships; Pandemics, epidemics, or other public health crises may adversely impact our business, financial condition and results of operations; Adverse changes in domestic and global economic conditions could adversely affect our operating results; Our international operations are subject to risks that we do not face in the United States, which could have an adverse effect on our operating results; Our products face competition, which could limit our ability to acquire or retain customers; We have operations in, and depend on sales in, emerging markets, including India, and global conditions could negatively affect our operating results or limit our ability to expand our operations outside of these markets. Changes in India’s political, social, regulatory and economic environment may affect our financial performance; Industry consolidation could result in more powerful competitors and fewer customers; Our success could depend upon the commercial adoption of the REG system, which is currently limited, and a widespread commercial market for our REG products may not develop; Increasing focus and scrutiny on environmental sustainability and social initiatives could adversely impact our business and financial results; Growth of the wind energy market depends largely on the availability and size of government subsidies, economic incentives and legislative programs designed to support the growth of wind energy; Lower prices for other energy sources may reduce the demand for wind energy development, which could have a material adverse effect on our ability to grow our Wind business; We may be unable to adequately prevent disclosure of trade secrets and other proprietary information; Our patents may not provide meaningful or long-term protection for our technology, which could result in us losing some or all of our market position; Third parties have or may acquire patents that cover the materials, processes and technologies we use or may use in the future to manufacture our Amperium products, and our success depends on our ability to license such patents or other proprietary rights; There are a number of technological challenges that must be successfully addressed before our superconductor products can gain widespread commercial acceptance, and our inability to address such technological challenges could adversely affect our ability to acquire customers for our products; Our common stock has experienced, and may continue to experience, market price and volume fluctuations, which may prevent our stockholders from selling our common stock at a profit and could lead to costly litigation against us that could divert our management’s attention; Unfavorable results of legal proceedings could have a material adverse effect on our business, operating results and financial condition and the other important factors discussed under the caption “Risk Factors” in Part 1. Item 1A of our Form 10-K for the fiscal year ended March 31, 2025, and our other reports filed with the SEC. These important factors, among others, could cause actual results to differ materially from those indicated by forward-looking statements made herein and presented elsewhere by management from time to time. Any such forward-looking statements represent management’s estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.


UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data)

	Three Months Ended June 30,
	2025		2024
Revenues
Grid	$	60,087	$	32,336
Wind		12,271		7,954
Total revenues		72,358		40,290

Cost of revenues		47,869		28,065

Gross margin		24,489		12,225

Operating expenses:
Research and development		4,304		2,286
Selling, general and administrative		14,204		8,898
Amortization of acquisition-related intangibles		337		412
Change in fair value of contingent consideration		—		3,920
Total operating expenses		18,845		15,516

Operating income (loss)		5,644		(3,291	)

Interest income, net		932		1,120
Other income (expense), net		347		(160	)
Income (loss) before income tax expense		6,923		(2,331	)

Income tax expense		199		193

Net income (loss)	$	6,724	$	(2,524	)

Net income (loss) per common share
Basic	$	0.17	$	(0.07	)
Diluted	$	0.17	$	(0.07	)

Weighted average number of common shares outstanding
Basic		38,875		35,676
Diluted		39,742		35,676

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except per share data)

	June 30, 2025			March 31, 2025
ASSETS
Current assets:
Cash and cash equivalents	$	207,890		$	79,494
Accounts receivable, net		54,684			46,186
Inventory, net		71,602			71,169
Prepaid expenses and other current assets		13,332			8,055
Restricted cash		1,349			1,613
Total current assets		348,857			206,517

Property, plant and equipment, net		38,521			38,572
Intangibles, net		5,579			5,916
Right-of-use assets		4,041			3,829
Goodwill		48,164			48,164
Restricted cash		4,180			4,274
Deferred tax assets		1,262			1,178
Equity-method investments		1,406			1,113
Other assets		836			958
Total assets	$	452,846		$	310,521

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:
Accounts payable and accrued expenses	$	38,401		$	32,282
Lease liability, current portion		854			685
Deferred revenue, current portion		66,055			66,797
Total current liabilities		105,310			99,764

Deferred revenue, long term portion		9,836			9,336
Lease liability, long term portion		2,906			2,684
Deferred tax liabilities		1,647			1,595
Other liabilities		31			28
Total liabilities		119,730			113,407

Stockholders’ equity:
Common stock, $0.01 par value, 75,000,000 shares authorized; 45,564,273 and 39,887,536 shares issued and 45,160,922 and 39,484,185 shares outstanding at June 30, 2025 and March 31, 2025, respectively		456			399
Additional paid-in capital		1,388,948			1,259,540
Treasury stock, at cost, 403,351 at June 30, 2025 and March 31, 2025		(3,765	)		(3,765	)
Accumulated other comprehensive income		1,378			1,565
Accumulated deficit		(1,053,901	)		(1,060,625	)
Total stockholders’ equity		333,116			197,114
Total liabilities and stockholders’ equity	$	452,846		$	310,521

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)

	Three Months Ended June 30,
	2025			2024
Cash flows from operating activities:

Net income (loss)	$	6,724		$	(2,524	)
Adjustments to reconcile net income (loss) to net cash provided by operations:
Depreciation and amortization		1,229			1,008
Stock-based compensation expense		4,526			1,229
Provision for excess and obsolete inventory		711			503
Amortization of operating lease right-of-use assets		243			192
Deferred income taxes		7			(2	)
Earnings from equity method investments		(293	)		—
Change in fair value of contingent consideration		—			3,920
Other non-cash items		140			(3	)
Changes in operating asset and liability accounts:
Accounts receivable		(8,512	)		2,786
Inventory		(1,046	)		(3,799	)
Prepaid expenses and other assets		(5,084	)		(3,099	)
Operating leases		(64	)		(195	)
Accounts payable and accrued expenses		6,321			(1,734	)
Deferred revenue		(777	)		5,127
Net cash provided by operating activities		4,125			3,409

Cash flows from investing activities:
Purchases of property, plant and equipment		(814	)		(265	)
Change in other assets		79			245
Net cash used in investing activities		(735	)		(20	)

Cash flows from financing activities:
Repayment of debt		—			(16	)
Employee taxes paid related to net settlement of equity awards		—			(126	)
Proceeds from public equity offering, net of offering expenses		124,577			—
Net cash provided by (used in) financing activities		124,577			(142	)

Effect of exchange rate changes on cash		71			(4	)

Net increase in cash, cash equivalents and restricted cash		128,038			3,243
Cash, cash equivalents and restricted cash at beginning of period		85,381			92,280
Cash, cash equivalents and restricted cash at end of period	$	213,419		$	95,523

RECONCILIATION OF GAAP NET INCOME (LOSS) TO NON-GAAP NET INCOME (In thousands, except per share data)

	Three Months Ended June 30,
	2025		2024
Net income (loss)	$	6,724	$	(2,524	)
Stock-based compensation		4,526		1,229
Amortization of acquisition-related intangibles		337		412
Change in fair value of contingent consideration		—		3,920
Non-GAAP net income	$	11,587	$	3,037

Non-GAAP net income per share – basic	$	0.30	$	0.09
Non-GAAP net income per share – diluted	$	0.29	$	0.08
Weighted average shares outstanding – basic		38,875		35,676
Weighted average shares outstanding – diluted		39,742		37,032

Reconciliation of Forecast GAAP Net Income to Non-GAAP Net Income (In millions, except per share data)

	Three Months Ending
	September 30, 2025
Net income		$	2.0
Stock-based compensation			3.7
Amortization of acquisition-related intangibles			0.3
Non-GAAP net income		$	6.0
Non-GAAP net income per share		$	0.14
Shares outstanding			43.5

Note: Non-GAAP net income is defined by the Company as net income before stock-based compensation; amortization of acquisition-related intangibles; change in fair value of contingent consideration, other non-cash or unusual charges, and the tax effect of adjustments calculated at the relevant rate for our non-GAAP metric. The Company believes non-GAAP net income and non-GAAP net income per share assist management and investors in comparing the Company’s performance across reporting periods on a consistent basis by excluding these non-cash, non-recurring or other charges that it does not believe are indicative of its core operating performance. Actual GAAP and non-GAAP net income for the fiscal quarter ending September 30, 2025, including the above adjustments, may differ materially from those forecasted in the table above. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position or cash flow that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. The non-GAAP measure included in this release, however, should be considered in addition to, and not as a substitute for or superior to, net income or other measures of financial performance prepared in accordance with GAAP. A reconciliation of GAAP to non-GAAP net income is set forth in the table above.

Contacts:

AMSC Director, Communications:
Nicol Golez
978-399-8344
Nicol.Golez@amsc.com

Investor Relations:
Carolyn Capaccio
Phone: (212) 838-3777
amscIR@allianceadvisors.com

Public Relations:
Joe Luongo
(914) 906-5903
jluongo@rooneypartners.com

The MIL Network –

July 31, 2025

MIL-OSI: SPS Commerce Reports Second Quarter 2025 Financial Results

Source: GlobeNewswire (MIL-OSI)

Company delivers 98th consecutive quarter of topline growth

Second quarter 2025 revenue grew 22% and recurring revenue grew 24% from the second quarter of 2024

MINNEAPOLIS, July 30, 2025 (GLOBE NEWSWIRE) — SPS Commerce, Inc. (NASDAQ: SPSC), a leader in retail supply chain cloud services, today announced financial results for the second quarter ended June 30, 2025.

Financial Highlights

Second Quarter 2025 Financial Highlights

Revenue was $187.4 million in the second quarter of 2025, compared to $153.6 million in the second quarter of 2024, reflecting 22% growth.
Recurring revenue grew 24% from the second quarter of 2024.
Net income was $19.7 million or $0.52 per diluted share, compared to net income of $18.0 million or $0.48 per diluted share in the second quarter of 2024.
Non-GAAP income per diluted share was $1.00, compared to non-GAAP income per diluted share of $0.80 in the second quarter of 2024.
Adjusted EBITDA for the second quarter of 2025 increased 27% to $56.1 million compared to the second quarter of 2024.
Share repurchases in the second quarter of 2025 totaled $20.0 million.

“SPS Commerce is the only full-service EDI solution on the market uniquely positioned to help suppliers effortlessly maintain EDI compliance with retailers’ frequently changing requirements,” said Chad Collins, CEO of SPS Commerce. “Our product portfolio enables a stronger collaboration between trading partners, unlocking greater efficiency, cost savings, and shared success. These are dynamics that we believe position SPS for long-term growth.”

“We delivered strong second-quarter performance, and we remain confident in our full-year 2025 outlook,” said Kim Nelson, CFO of SPS Commerce. “In the long term, we are well positioned to capitalize on the growth opportunities across our large addressable market, while we continue to demonstrate strong operating leverage and the resilience of our business model.”

Guidance

Third Quarter 2025 Guidance

Revenue is expected to be in the range of $191.7 million to $193.2 million, representing 17% to 18% year-over-year growth.
Net income per diluted share is expected to be in the range of $0.50 to $0.54, with fully diluted weighted average shares outstanding of 38.5 million shares.
Non-GAAP income per diluted share is expected to be in the range of $0.96 to $1.00.
Adjusted EBITDA is expected to be in the range of $57.9 million to $59.9 million.
Non-cash, share-based compensation expense is expected to be $16.0 million, depreciation expense is expected to be $5.6 million, and amortization expense is expected to be $9.5 million.

Fiscal Year 2025 Guidance

Revenue is expected to be in the range of $759.0 million to $763.0 million, representing 19% to 20% growth over 2024.
Net income per diluted share is expected to be in the range of $2.17 to $2.22, with fully diluted weighted average shares outstanding of 38.3 million shares.
Non-GAAP income per diluted share is expected to be in the range of $3.99 to $4.04.
Adjusted EBITDA is expected to be in the range of $230.7 million to $233.7 million, representing 24% to 25% growth over 2024.
Non-cash, share-based compensation expense is expected to be $60.9 million, depreciation expense is expected to be $21.8 million, and amortization expense is expected to be $37.1 million.

The forward-looking measures and the underlying assumptions involve significant known and unknown risks and uncertainties, and actual results may vary materially. The Company does not present a reconciliation of the forward-looking non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA margin, and non-GAAP income per share, to the most directly comparable GAAP financial measures because it is impractical to forecast certain items without unreasonable efforts due to the uncertainty and inherent difficulty of predicting, within a reasonable range, the occurrence and financial impact of and the periods in which such items may be recognized.

Quarterly Conference Call

To access the call, please dial 1-833-816-1382, or outside the U.S. 1-412-317-0475 at least 15 minutes prior to the 3:30 p.m. CT start time. Please ask to join the SPS Commerce Q2 2025 conference call. A live webcast of the call will also be available at http://investors.spscommerce.com under the Events and Presentations menu. The replay will also be available on our website at http://investors.spscommerce.com.

About SPS Commerce

SPS Commerce is the world’s leading retail network, connecting trading partners around the globe to optimize supply chain operations for all retail partners. We support data-driven partnerships with innovative cloud technology, customer-obsessed service, and accessible experts so our customers can focus on what they do best. Over 50,000 recurring revenue customers in retail, grocery, distribution, supply, manufacturing, and logistics are using SPS as their retail network. SPS has achieved 98 consecutive quarters of revenue growth and is headquartered in Minneapolis. For additional information, contact SPS at 866-245-8100 or visit www.spscommerce.com.

SPS COMMERCE, SPS, SPS logo and INFINITE RETAIL POWER are marks of SPS Commerce, Inc. and registered in the U.S. Patent and Trademark Office, along with other SPS marks. Such marks may also be registered or otherwise protected in other countries.

SPS-F

Use of Non-GAAP Financial Measures

To supplement our condensed consolidated financial statements, we provide investors with Adjusted EBITDA, Adjusted EBITDA Margin, and non-GAAP income per share, all of which are non-GAAP financial measures. We believe that these non-GAAP financial measures provide useful information to our management, Board of Directors, and investors regarding certain financial and business trends relating to our financial condition and results of operations.

Our management uses these non-GAAP financial measures to compare our performance to that of prior periods for trend analyses and planning purposes. Adjusted EBITDA is also used for purposes of determining executive and senior management incentive compensation. We believe these non-GAAP financial measures are useful to an investor as they are widely used in evaluating operating performance. Adjusted EBITDA and Adjusted EBITDA Margin are used to measure operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, and to present a meaningful measure of corporate performance exclusive of capital structure and the method by which assets were acquired.

These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP. These non-GAAP financial measures exclude significant expenses and income that are required by GAAP to be recorded in our condensed consolidated financial statements and are subject to inherent limitations. Investors should review the reconciliations of non-GAAP financial measures to the comparable GAAP financial measures that are included in this press release.

Adjusted EBITDA Measures:

Adjusted EBITDA consists of net income adjusted for income tax expense, depreciation and amortization expense, stock-based compensation expense, realized gain or loss from investments held and foreign currency impact on cash and investments, investment income, and other adjustments as necessary for a fair presentation. Other adjustments for the three months ended June 30, 2025 included the expense impact from disposals of certain capitalized internally developed software and for the six months ended June 30, 2025 included the expense impacts from disposals of certain capitalized internally developed software and one-time acquisition-related insurance costs. Net income is the comparable GAAP measure of financial performance.

Adjusted EBITDA Margin consists of Adjusted EBITDA divided by revenue. Margin, the comparable GAAP measure of financial performance, consists of net income divided by revenue.

Non-GAAP Income Per Share Measure:

Non-GAAP income per share consists of net income adjusted for stock-based compensation expense, amortization expense related to intangible assets, realized gain or loss from investments held and foreign currency impact on cash and investments, other adjustments as necessary for a fair presentation, including for the three months ended June 30, 2025 the expense impact from disposals of certain capitalized internally developed software and for the six months ended June 30, 2025 the expense impacts from disposals of certain capitalized internally developed software and one-time acquisition-related insurance costs, and the corresponding tax impacts of the adjustments to net income, divided by the weighted average number of shares of common and diluted stock outstanding during each period. Net income per share, the comparable GAAP measure of financial performance, consists of net income divided by the weighted average number of shares of common and diluted stock outstanding during each period. To quantify the tax effects, we recalculated income tax expense excluding the direct book and tax effects of the specific items constituting the non-GAAP adjustments. The difference between this recalculated income tax expense and GAAP income tax expense is presented as the income tax effect of the non-GAAP adjustments.

Forward-Looking Statements

This press release may contain forward-looking statements, including information about management’s view of SPS Commerce’s future expectations, plans and prospects, including our views regarding future execution within our business, the opportunity we see in the retail supply chain world and our performance for the third quarter and full year of 2025, within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of SPS Commerce to be materially different than those expressed or implied in such statements. Certain of these risk factors and others are included in documents SPS Commerce files with the Securities and Exchange Commission, including but not limited to, SPS Commerce’s Annual Report on Form 10-K for the year ended December 31, 2024, as well as subsequent reports filed with the Securities and Exchange Commission. Other unknown or unpredictable factors also could have material adverse effects on SPS Commerce’s future results. The forward-looking statements included in this press release are made only as of the date hereof. SPS Commerce cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, SPS Commerce expressly disclaims any intent or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Contact:
Investor Relations
The Blueshirt Group
Irmina Blaszczyk & Lisa Laukkanen
SPSC@blueshirtgroup.com
415-217-4962


SPS COMMERCE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except shares)

	June 30, 2025			December 31, 2024
ASSETS	(unaudited)
Current assets
Cash and cash equivalents	$	107,603		$	241,017
Accounts receivable		72,798			56,214
Allowance for credit losses		(5,286	)		(4,179	)
Accounts receivable, net		67,512			52,035
Deferred costs		66,809			65,342
Other assets		27,453			23,513
Total current assets		269,377			381,907
Property and equipment, net		40,150			37,547
Operating lease right-of-use assets		7,395			8,192
Goodwill		543,514			399,180
Intangible assets, net		237,105			181,294
Other assets
Deferred costs, non-current		21,095			20,572
Deferred income tax assets		645			505
Other assets, non-current		1,823			2,033
Total assets	$	1,121,104		$	1,031,230
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	11,604		$	8,577
Accrued compensation		38,708			47,160
Accrued expenses		12,710			12,108
Deferred revenue		79,198			74,256
Operating lease liabilities		5,749			4,583
Total current liabilities		147,969			146,684
Other liabilities
Deferred revenue, non-current		5,477			6,189
Operating lease liabilities, non-current		5,049			7,885
Deferred income tax liabilities		12,533			15,541
Other liabilities, non-current		296			241
Total liabilities		171,324			176,540
Commitments and contingencies
Stockholders’ equity
Common stock		40			40
Treasury stock		(122,096	)		(99,748	)
Additional paid-in capital		693,113			627,982
Retained earnings		378,028			336,099
Accumulated other comprehensive gain (loss)		695			(9,683	)
Total stockholders’ equity		949,780			854,690
Total liabilities and stockholders’ equity	$	1,121,104		$	1,031,230


SPS COMMERCE, INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited; in thousands, except per share amounts)

	Three Months Ended June 30,				Six Months Ended June 30,
		2025		2024		2025		2024
Revenues	$	187,400	$	153,596	$	368,949	$	303,172
Cost of revenues		59,826		52,018		116,740		103,505
Gross profit		127,574		101,578		252,209		199,667
Operating expenses
Sales and marketing		43,434		35,691		85,068		72,123
Research and development		17,271		14,366		34,710		30,375
General and administrative		30,890		23,516		61,908		49,423
Amortization of intangible assets		9,509		4,840		18,097		9,178
Total operating expenses		101,104		78,413		199,783		161,099
Income from operations		26,470		23,165		52,426		38,568
Other income, net		773		4,056		2,980		7,188
Income before income taxes		27,243		27,221		55,406		45,756
Income tax expense		7,510		9,189		13,477		9,721
Net income	$	19,733	$	18,032	$	41,929	$	36,035

Net income per share
Basic	$	0.52	$	0.49	$	1.10	$	0.97
Diluted	$	0.52	$	0.48	$	1.10	$	0.96

Weighted average common shares used to compute net income per share
Basic		37,965		37,078		37,978		37,063
Diluted		38,099		37,683		38,132		37,690


SPS COMMERCE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited; in thousands)

	Six Months Ended June 30,
		2025			2024
Cash flows from operating activities
Net income	$	41,929		$	36,035
Reconciliation of net income to net cash provided by operating activities
Deferred income taxes		(5,914	)		(8,172	)
Depreciation and amortization of property and equipment		9,948			9,377
Amortization of intangible assets		18,097			9,178
Provision for credit losses		4,111			3,646
Stock-based compensation		28,865			31,512
Other, net		274			(907	)
Changes in assets and liabilities, net of effects of acquisitions
Accounts receivable		(13,713	)		(11,407	)
Deferred costs		(412	)		(1,996	)
Other assets and liabilities		(2,258	)		1,899
Accounts payable		2,082			(1,450	)
Accrued compensation		(11,006	)		(10,763	)
Accrued expenses		(1,833	)		1,489
Deferred revenue		3,012			5,965
Operating leases		(876	)		(900	)
Net cash provided by operating activities		72,306			63,506
Cash flows from investing activities
Purchases of property and equipment		(12,815	)		(8,592	)
Purchases of investments		—			(78,994	)
Maturities of investments		—			105,000
Acquisition of business, net		(142,628	)		(29,343	)
Net cash used in investing activities		(155,443	)		(11,929	)
Cash flows from financing activities
Repurchases of common stock		(59,558	)		(37,483	)
Net proceeds from exercise of options to purchase common stock		2,406			2,314
Net proceeds from employee stock purchase plan activity		5,426			5,219
Net cash used in financing activities		(51,726	)		(29,950	)
Effect of foreign currency exchange rate changes		1,449			(476	)
Net increase (decrease) in cash and cash equivalents		(133,414	)		21,151
Cash and cash equivalents at beginning of period		241,017			219,081
Cash and cash equivalents at end of period	$	107,603		$	240,232


SPS COMMERCE, INC. NON-GAAP RECONCILIATIONS (Unaudited; in thousands, except Margin, Adjusted EBITDA Margin, and per share amounts)

Adjusted EBITDA
	Three Months Ended June 30,				Six Months Ended June 30,
		2025		2024		2025		2024
Net income	$	19,733	$	18,032	$	41,929	$	36,035
Income tax expense		7,510		9,189		13,477		9,721
Depreciation and amortization of property and equipment		4,991		4,683		9,948		9,377
Amortization of intangible assets		9,509		4,840		18,097		9,178
Stock-based compensation expense		14,998		11,494		28,865		31,512
Realized gain from investments held and foreign currency impact on cash and investments		(107)		(1,255)		(473)		(1,559)
Investment income		(688)		(2,794)		(2,537)		(5,673)
Other		106		—		1,119		—
Adjusted EBITDA	$	56,052	$	44,189	$	110,425	$	88,591

Adjusted EBITDA Margin
	Three Months Ended June 30,						Six Months Ended June 30,
		2025			2024			2025			2024
Revenue	$	187,400		$	153,596		$	368,949		$	303,172

Net income		19,733			18,032			41,929			36,035
Margin		11	%		12	%		11	%		12	%

Adjusted EBITDA		56,052			44,189			110,425			88,591
Adjusted EBITDA Margin		30	%		29	%		30	%		29	%

Non-GAAP Income per Share
	Three Months Ended June 30,						Six Months Ended June 30,
		2025			2024			2025			2024
Net income	$	19,733		$	18,032		$	41,929		$	36,035
Stock-based compensation expense		14,998			11,494			28,865			31,512
Amortization of intangible assets		9,509			4,840			18,097			9,178
Realized gain from investments held and foreign currency impact on cash and investments		(107	)		(1,255	)		(473	)		(1,559	)
Other		106			—			1,119			—
Income tax effects of adjustments		(6,285	)		(3,066	)		(13,570	)		(12,620	)
Non-GAAP income	$	37,954		$	30,045		$	75,967		$	62,546

Shares used to compute net income and non-GAAP income per share
Basic		37,965			37,078			37,978			37,063
Diluted		38,099			37,683			38,132			37,690

Net income per share, basic	$	0.52		$	0.49		$	1.10		$	0.97
Non-GAAP adjustments to net income per share, basic		0.48			0.32			0.90			0.72
Non-GAAP income per share, basic	$	1.00		$	0.81		$	2.00		$	1.69

Net income per share, diluted	$	0.52		$	0.48		$	1.10		$	0.96
Non-GAAP adjustments to net income per share, diluted		0.48			0.32			0.89			0.70
Non-GAAP income per share, diluted	$	1.00		$	0.80		$	1.99		$	1.66

The annual per share amounts may not cross-sum due to rounding.

The MIL Network –

July 31, 2025

MIL-OSI: Tenable Announces Second Quarter 2025 Financial Results

Source: GlobeNewswire (MIL-OSI)

Revenue of $247.3 million, up 12% year-over-year.
Calculated current billings of $238.6 million, up 8% year-over-year.
GAAP operating margin of (3)%; Non-GAAP operating margin of 19%.
Net cash provided by operating activities of $42.5 million; Unlevered free cash flow of $44.3 million.
Announced a $250 million expansion of our existing stock repurchase program.

COLUMBIA, Md., July 30, 2025 (GLOBE NEWSWIRE) — Tenable Holdings, Inc. (“Tenable”) (Nasdaq: TENB), the exposure management company, today announced financial results for the quarter ended June 30, 2025.

“We beat all of our guided metrics during the quarter, delivering 12% revenue growth and 19% operating margin,” said Steve Vintz, Co-CEO of Tenable. “Our outperformance was driven by the adoption of our exposure management platform, as customers are becoming more strategic with their security investments, prioritizing preemptive measures and seeking a unified view of their attack surface to reduce risk.”

“This quarter showcased the exceptional value Tenable One delivers, as we saw major expansions across industries and secured strong wins against major players,” said Mark Thurmond, Co-CEO of Tenable. “Our leadership in exposure management uniquely positions us to help customers address their complex security challenges.”

Second Quarter 2025 Financial Highlights

Revenue was $247.3 million, a 12% increase year-over-year.
Calculated current billings was $238.6 million, an 8% increase year-over-year.
GAAP loss from operations was $7.4 million, compared to $8.8 million in the second quarter of 2024.
Non-GAAP income from operations was $47.7 million, compared to $42.8 million in the second quarter of 2024.
GAAP net loss was $14.7 million, compared to $14.6 million in the second quarter of 2024.
GAAP net loss per share was $0.12, consistent with the second quarter of 2024.
Non-GAAP net income was $41.4 million, compared to $38.2 million in the second quarter of 2024.
Non-GAAP diluted earnings per share was $0.34, compared to $0.31 in the second quarter of 2024.
Cash and cash equivalents and short-term investments were $386.5 million at June 30, 2025, compared to $577.2 million at December 31, 2024.
Net cash provided by operating activities was $42.5 million, compared to $31.4 million in the second quarter of 2024.
Unlevered free cash flow was $44.3 million, compared to $36.5 million in the second quarter of 2024.
Repurchased 2.0 million shares of our common stock for $65.0 million.

Recent Business Highlights

Added 367 new enterprise platform customers and 76 net new six-figure customers.
Announced a $250 million expansion of our existing stock repurchase program.
Completed our acquisition of Apex Security, which is expected to strengthen our industry-leading exposure management platform to help organizations secure both the AI they use and the AI they build.
Launched Tenable One connectors and advanced risk dashboards, which are designed to seamlessly combine data from third-party security tools with our native sensor data for a comprehensive and actionable view of organizational risk.
Named a “Major Player” in IDC’s inaugural MarketScape report for Cloud-Native Application Protection Platforms (CNAPP).
Published the 2025 Cloud Security Risk Report, delivering in-depth, real-world insights into the most pressing security challenges organizations face.
Awarded two AI-powered security awards from the 2025 Globee Awards and 2025 Cybersecurity Excellence Awards.

Financial Outlook

For the third quarter of 2025, we currently expect:

Revenue in the range of $246.0 million to $248.0 million.
Non-GAAP income from operations in the range of $52.0 million to $54.0 million.
Non-GAAP net income in the range of $44.0 million to $46.0 million, assuming interest expense of $7.2 million, interest income of $3.3 million and a provision for income taxes of $3.4 million.
Non-GAAP diluted earnings per share in the range of $0.36 to $0.37.
123.0 million diluted weighted average shares outstanding.

For the year ending December 31, 2025, we currently expect:

Calculated current billings in the range of $1.038 billion to $1.048 billion.
Revenue in the range of $981.0 million to $987.0 million.
Non-GAAP income from operations in the range of $205.0 million to $215.0 million.
Non-GAAP net income in the range of $179.0 million to $189.0 million, assuming interest expense of $28.5 million, interest income of $15.6 million and a provision for income taxes of $12.8 million.
Non-GAAP diluted earnings per share in the range of $1.45 to $1.53.
123.5 million diluted weighted average shares outstanding.
Unlevered free cash flow in the range of $265.0 million to $275.0 million.

Conference Call Information

Tenable will host a conference call on July 30, 2025 at 4:30 p.m. Eastern Time to discuss its financial results. The conference call can be accessed at 877-407-9716 (U.S.) and 201-493-6779 (international). A live webcast of the event will be available on the Tenable Investor Relations website at https://investors.tenable.com. An archived replay of the live broadcast will be available on the Investor Relations page of the website following the call.

About Tenable

Tenable^® is the exposure management company, exposing and closing the cybersecurity gaps that erode business value, reputation and trust. The company’s AI-powered exposure management platform radically unifies security visibility, insight and action across the attack surface, equipping modern organizations to protect against attacks from IT infrastructure to cloud environments to critical infrastructure and everywhere in between. By protecting enterprises from security exposure, Tenable reduces business risk for approximately 44,000 customers around the globe. Learn more at tenable.com.

Contact Information

Investor Relations
investors@tenable.com

Media Relations
tenablepr@tenable.com

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical fact, including statements regarding our future results of operations and financial position, our platform’s ability to help protect enterprises from security exposure and streamline vulnerability analysis and response, business strategy and plans and objectives for future operations, are forward-looking statements and represent our views as of the date of this press release. The words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number of assumptions and risks and uncertainties, many of which involve factors or circumstances that are beyond our control that could affect our financial results. These risks and uncertainties are detailed in the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024 and other filings that we make from time to time with the SEC, which are available on the SEC’s website at sec.gov. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our 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 we may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated or implied in any forward-looking statements. Except as required by law, we are under no obligation to update these forward-looking statements subsequent to the date of this press release, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.

Non-GAAP Financial Measures

To supplement our consolidated financial statements, which are prepared and presented in accordance with GAAP, we use certain non-GAAP financial measures, as described below, to understand and evaluate our core operating performance. These non-GAAP financial measures, which may be different than similarly titled measures used by other companies, are presented to enhance the overall understanding of our financial performance and should not be considered a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance and future prospects and allow for greater transparency with respect to important metrics used by management for financial and operational decision-making. We include these non-GAAP financial measures to present our financial performance using a management view and because we believe that these measures provide an additional comparison of our core financial performance over multiple periods with other companies in our industry.

Reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures are included in the financial tables accompanying this press release.

Calculated Current Billings: We define calculated current billings, a non-GAAP financial measure, as total revenue recognized in a period plus the change in current deferred revenue in the corresponding period. We believe that calculated current billings is a key metric to measure our periodic performance. Given that most of our customers pay in advance (including multi-year contracts), but we generally recognize the related revenue ratably over time, we use calculated current billings to measure and monitor our ability to provide our business with the working capital generated by upfront payments from our customers. We believe that calculated current billings, which excludes deferred revenue for periods beyond twelve months in a customer’s contractual term, more closely correlates with annual contract value and that the variability in total billings, depending on the timing of large multi-year contracts and the preference for annual billing versus multi-year upfront billing, may distort growth in one period over another.

Free Cash Flow and Unlevered Free Cash Flow: We define free cash flow, a non-GAAP financial measure, as net cash provided by operating activities less purchases of property and equipment and capitalized software development costs. We believe free cash flow is an important liquidity measure of the cash that is available (if any), after purchases of property and equipment and capitalized software development costs, for investment in our business and to make acquisitions. We believe that free cash flow is useful as a liquidity measure because it measures our ability to generate cash. We define unlevered free cash flow as free cash flow plus cash paid for interest and other financing costs. We believe unlevered free cash flow is useful as a liquidity measure as it measures the cash that is available to invest in our business and meet our current debt obligations and future financing needs. However, given our debt obligations, non-cancelable commitments and other contractual obligations, unlevered free cash flow does not represent residual cash flow available for discretionary expenses.

Non-GAAP Income from Operations and Non-GAAP Operating Margin: We define these non-GAAP financial measures as their respective GAAP measures, excluding the effect of stock-based compensation, acquisition-related expenses, restructuring expenses, costs related to the intra-entity asset transfers resulting from the internal restructuring of legal entities, and amortization of acquired intangible assets. Acquisition-related expenses include transaction and integration expenses, as well as costs related to the intercompany transfer of acquired intellectual property. Restructuring expenses include non-ordinary course severance, employee related benefits, and other charges to reorganize business operations. We believe that the exclusion of these expenses provides for a useful comparison of our operating results to prior periods and to our peer companies, which commonly exclude restructuring expenses.

Non-GAAP Net Income and Non-GAAP Earnings Per Share: We define non-GAAP net income as GAAP net loss, excluding the effect of stock-based compensation, acquisition-related expenses, restructuring expenses and amortization of acquired intangible assets, including the applicable tax impacts. In addition, we exclude the tax impact and related costs of intra-entity asset transfers resulting from the internal restructuring of legal entities as well as deferred income tax benefits recognized in connection with acquisitions. We use non-GAAP net income to calculate non-GAAP earnings per share.

Non-GAAP Gross Profit and Non-GAAP Gross Margin: We define non-GAAP gross profit as GAAP gross profit, excluding the effect of stock-based compensation and amortization of acquired intangible assets. Non-GAAP gross margin is defined as non-GAAP gross profit as a percentage of revenue.

Non-GAAP Sales and Marketing Expense, Non-GAAP Research and Development Expense and Non-GAAP General and Administrative Expense: We define these non-GAAP measures as their respective GAAP measures, excluding stock-based compensation, acquisition-related expenses and costs related to intra-entity asset transfers resulting from the internal restructuring of legal entities.

TENABLE HOLDINGS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
(in thousands, except per share data)		2025			2024			2025			2024
Revenue	$	247,295		$	221,241		$	486,432		$	437,202
Cost of revenue⁽¹⁾		54,434			48,798			106,894			97,730
Gross profit		192,861			172,443			379,538			339,472
Operating expenses:
Sales and marketing⁽¹⁾		107,091			101,129			210,273			200,954
Research and development⁽¹⁾		59,236			45,149			112,459			88,876
General and administrative⁽¹⁾		33,982			30,302			81,965			61,320
Restructuring		—			4,681			—			6,070
Total operating expenses		200,309			181,261			404,697			357,220
Loss from operations		(7,448	)		(8,818	)		(25,159	)		(17,748	)
Interest income		4,080			5,974			9,007			11,598
Interest expense		(7,139	)		(8,073	)		(14,150	)		(16,185	)
Other income (expense), net		25			93			499			(1,217	)
Loss before income taxes		(10,482	)		(10,824	)		(29,803	)		(23,552	)
Provision for income taxes		4,224			3,748			7,838			5,406
Net loss	$	(14,706	)	$	(14,572	)	$	(37,641	)	$	(28,958	)

Net loss per share, basic and diluted	$	(0.12	)	$	(0.12	)	$	(0.31	)	$	(0.25	)
Weighted-average shares used to compute net loss per share, basic and diluted		120,979			118,681			120,533			118,111

_______________

⁽¹⁾Includes stock-based compensation as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
		2025		2024		2025		2024
Cost of revenue	$	3,460	$	3,288	$	6,775	$	6,270
Sales and marketing		17,818		16,276		34,448		31,576
Research and development		15,300		11,799		28,267		22,960
General and administrative⁽²⁾		9,948		10,035		32,939		20,311
Total stock-based compensation	$	46,526	$	41,398	$	102,429	$	81,117

_______________

⁽²⁾ Stock-based compensation in the six months ended June 30, 2025 includes $14.6 million of expense related to the accelerated vesting of equity awards in Q1 for our late CEO.

TENABLE HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS

	June 30, 2025			December 31, 2024
(in thousands, except per share data)	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	175,025		$	328,647
Short-term investments		211,489			248,547
Accounts receivable (net of allowance for doubtful accounts of $691 and $525 at June 30, 2025 and December 31, 2024, respectively)		181,114			258,734
Deferred commissions		50,785			51,791
Prepaid expenses and other current assets		54,079			53,026
Total current assets		672,492			940,745
Property and equipment, net		42,577			39,265
Deferred commissions (net of current portion)		64,274			67,914
Operating lease right-of-use assets		36,880			45,139
Acquired intangible assets, net		128,860			94,461
Goodwill		697,769			541,292
Other assets		13,720			13,303
Total assets	$	1,656,572		$	1,742,119

Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses	$	18,828		$	19,981
Accrued compensation		55,574			55,784
Deferred revenue		624,548			650,372
Operating lease liabilities		7,138			6,801
Other current liabilities		7,179			5,154
Total current liabilities		713,267			738,092
Deferred revenue (net of current portion)		173,261			182,815
Term loan, net of issuance costs (net of current portion)		355,439			356,705
Operating lease liabilities (net of current portion)		54,059			56,224
Other liabilities		9,847			8,329
Total liabilities		1,305,873			1,342,165

Stockholders’ equity:
Common stock (par value: $0.01; 500,000 shares authorized; 127,352 and 122,371 shares issued at June 30, 2025 and December 31, 2024, respectively)		1,274			1,224
Additional paid-in capital		1,489,379			1,374,659
Treasury stock (at cost: 6,365 and 2,673 shares at June 30, 2025 and December 31, 2024, respectively)		(241,239	)		(114,911	)
Accumulated other comprehensive income		262			318
Accumulated deficit		(898,977	)		(861,336	)
Total stockholders’ equity		350,699			399,954
Total liabilities and stockholders’ equity	$	1,656,572		$	1,742,119

TENABLE HOLDINGS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

	Six Months Ended June 30,
(in thousands)		2025			2024
Cash flows from operating activities:
Net loss	$	(37,641	)	$	(28,958	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		20,680			15,864
Stock-based compensation		102,429			81,117
Net accretion of discounts and amortization of premiums on short-term investments		(1,975	)		(4,378	)
Amortization of debt issuance costs		707			662
Restructuring		—			4,528
Other		1,496			2,184
Changes in operating assets and liabilities:
Accounts receivable		79,766			40,462
Prepaid expenses and other assets		5,092			18,105
Accounts payable, accrued expenses and accrued compensation		(4,120	)		(20,162	)
Deferred revenue		(43,107	)		(24,807	)
Other current and noncurrent liabilities		6,543			(2,867	)
Net cash provided by operating activities		129,870			81,750

Cash flows from investing activities:
Purchases of property and equipment		(10,901	)		(1,191	)
Capitalized software development costs		(1,323	)		(4,767	)
Purchases of short-term investments		(83,338	)		(160,405	)
Sales and maturities of short-term investments		122,314			147,778
Proceeds from other investments		664			3,512
Purchases of other investments		—			(250	)
Business combinations, net of cash acquired		(196,182	)		(29,162	)
Net cash used in investing activities		(168,766	)		(44,485	)

Cash flows from financing activities:
Payments on term loan		(1,875	)		(1,875	)
Proceeds from stock issued in connection with the employee stock purchase plan		9,712			9,878
Proceeds from the exercise of stock options		2,187			4,135
Payments for taxes related to net share settlement of equity awards		(1,329	)		—
Purchase of treasury stock		(124,999	)		(49,991	)
Net cash used in financing activities		(116,304	)		(37,853	)
Effect of exchange rate changes on cash and cash equivalents and restricted cash		1,578			(3,077	)
Net decrease in cash and cash equivalents and restricted cash		(153,622	)		(3,665	)
Cash and cash equivalents and restricted cash at beginning of period		328,647			237,132
Cash and cash equivalents and restricted cash at end of period	$	175,025		$	233,467

TENABLE HOLDINGS, INC. REVENUE COMPONENTS AND RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES (unaudited)

Revenue	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)		2025		2024		2025		2024
Subscription revenue	$	228,031	$	202,538	$	448,474	$	400,173
Perpetual license and maintenance revenue		11,411		12,016		22,963		24,172
Professional services and other revenue		7,853		6,687		14,995		12,857
Revenue⁽¹⁾	$	247,295	$	221,241	$	486,432	$	437,202

_______________

⁽¹⁾ Recurring revenue, which includes revenue from subscription arrangements for software (both recognized ratably over the subscription term and upon delivery) and cloud-based solutions and maintenance associated with perpetual licenses, represented 96% of revenue in the three and six months ended June 30, 2025 and 2024.

Calculated Current Billings	Three Months Ended June 30,						Six Months Ended June 30,
(in thousands)		2025			2024			2025			2024
Revenue	$	247,295		$	221,241		$	486,432		$	437,202
Deferred revenue (current), end of period		624,548			562,587			624,548			562,587
Deferred revenue (current), beginning of period⁽¹⁾		(633,258	)		(562,683	)		(657,035	)		(580,887	)
Calculated current billings	$	238,585		$	221,145		$	453,945		$	418,902

^{________________}
⁽¹⁾ Deferred revenue (current), beginning of period for the three months ended June 30, 2025 and 2024, and the six months ended June 30, 2025 and 2024 includes $0.1 million, $0.1 million, $6.7 million and $0.1 million, respectively, related to acquired deferred revenue.

Remaining Performance Obligations	June 30,				Change
(in thousands)		2025		2024	%
Remaining performance obligations, short-term	$	641,918	$	572,015		12	%
Remaining performance obligations, long-term		247,225		175,526		41	%
Remaining performance obligations	$	889,143	$	747,541		19	%

Free Cash Flow and Unlevered Free Cash Flow	Three Months Ended June 30,						Six Months Ended June 30,
(in thousands)		2025			2024			2025			2024
Net cash provided by operating activities	$	42,463		$	31,424		$	129,870		$	81,750
Purchases of property and equipment		(4,348	)		(526	)		(10,901	)		(1,191	)
Capitalized software development costs		(699	)		(2,235	)		(1,323	)		(4,767	)
Free cash flow		37,416			28,663			117,646			75,792
Cash paid for interest and other financing costs		6,859			7,839			13,433			15,450
Unlevered free cash flow	$	44,275		$	36,502		$	131,079		$	91,242

Free cash flow and unlevered free cash flow for the periods presented were impacted by:

	Three Months Ended June 30,						Six Months Ended June 30,
(in thousands)		2025			2024			2025			2024
Employee stock purchase plan activity	$	4,923		$	3,702		$	(490	)	$	(2,630	)
Acquisition-related expenses		(1,630	)		(197	)		(4,819	)		(663	)
Restructuring		—			(1,597	)		—			(5,419	)

Non-GAAP Income from Operations and Non-GAAP Operating Margin	Three Months Ended June 30,						Six Months Ended June 30,
(dollars in thousands)		2025			2024			2025			2024
Loss from operations	$	(7,448	)	$	(8,818	)	$	(25,159	)	$	(17,748	)
Stock-based compensation		46,526			41,398			102,429			81,117
Acquisition-related expenses		2,081			763			6,702			924
Restructuring		—			4,681			—			6,070
Amortization of acquired intangible assets		6,537			4,760			12,401			9,429
Non-GAAP income from operations	$	47,696		$	42,784		$	96,373		$	79,792
Operating margin		(3	)%		(4	)%		(5	)%		(4	)%
Non-GAAP operating margin		19	%		19	%		20	%		18	%

Non-GAAP Net Income and Non-GAAP Earnings Per Share	Three Months Ended June 30,						Six Months Ended June 30,
(in thousands, except per share data)		2025			2024			2025			2024
Net loss	$	(14,706	)	$	(14,572	)	$	(37,641	)	$	(28,958	)
Stock-based compensation		46,526			41,398			102,429			81,117
Tax impact of stock-based compensation⁽¹⁾		1,041			1,175			1,896			98
Acquisition-related expenses⁽²⁾		2,081			763			6,702			924
Restructuring⁽²⁾		—			4,681			—			6,070
Amortization of acquired intangible assets⁽²⁾		6,537			4,760			12,401			9,429
Tax impact of acquisitions		(42	)		(43	)		(100	)		(78	)
Non-GAAP net income	$	41,437		$	38,162		$	85,687		$	68,602

Net loss per share, diluted	$	(0.12	)	$	(0.12	)	$	(0.31	)	$	(0.25	)
Stock-based compensation		0.38			0.35			0.85			0.69
Tax impact of stock-based compensation⁽¹⁾		0.01			0.01			0.02			—
Acquisition-related expenses⁽²⁾		0.02			—			0.05			0.01
Restructuring⁽²⁾		—			0.04			—			0.05
Amortization of acquired intangible assets⁽²⁾		0.05			0.04			0.10			0.08
Tax impact of acquisitions		—			—			—			—
Adjustment to diluted earnings per share⁽³⁾		—			(0.01	)		(0.02	)		(0.02	)
Non-GAAP earnings per share, diluted	$	0.34		$	0.31		$	0.69		$	0.56

Weighted-average shares used to compute GAAP net loss per share, diluted		120,979			118,681			120,533			118,111

Weighted-average shares used to compute non-GAAP earnings per share, diluted		122,875			123,056			123,516			123,161

________________

⁽¹⁾ The tax impact of stock-based compensation is based on the tax treatment for the applicable tax jurisdictions.
⁽²⁾ The tax impact of acquisition-related expenses, restructuring and the amortization of acquired intangible assets are not material.
⁽³⁾ An adjustment to reconcile GAAP net loss per share, which excludes potentially dilutive shares, to non-GAAP earnings per share, which includes potentially dilutive shares.

Non-GAAP Gross Profit and Non-GAAP Gross Margin	Three Months Ended June 30,						Six Months Ended June 30,
(dollars in thousands)		2025			2024			2025			2024
Gross profit	$	192,861		$	172,443		$	379,538		$	339,472
Stock-based compensation		3,460			3,288			6,775			6,270
Amortization of acquired intangible assets		6,537			4,760			12,401			9,429
Non-GAAP gross profit	$	202,858		$	180,491		$	398,714		$	355,171
Gross margin		78	%		78	%		78	%		78	%
Non-GAAP gross margin		82	%		82	%		82	%		81	%

Non-GAAP Sales and Marketing Expense	Three Months Ended June 30,						Six Months Ended June 30,
(dollars in thousands)		2025			2024			2025			2024
Sales and marketing expense	$	107,091		$	101,129		$	210,273		$	200,954
Less: Stock-based compensation		17,818			16,276			34,448			31,576
Less: Acquisition-related expenses		258			49			1,312			49
Non-GAAP sales and marketing expense	$	89,015		$	84,804		$	174,513		$	169,329
Non-GAAP sales and marketing expense % of revenue		36	%		38	%		36	%		39	%

Non-GAAP Research and Development Expense	Three Months Ended June 30,						Six Months Ended June 30,
(dollars in thousands)		2025			2024			2025			2024
Research and development expense	$	59,236		$	45,149		$	112,459		$	88,876
Less: Stock-based compensation		15,300			11,799			28,267			22,960
Less: Acquisition-related expenses		532			—			1,771			(20	)
Non-GAAP research and development expense	$	43,404		$	33,350		$	82,421		$	65,936
Non-GAAP research and development expense % of revenue		18	%		15	%		17	%		15	%

Non-GAAP General and Administrative Expense	Three Months Ended June 30,						Six Months Ended June 30,
(dollars in thousands)		2025			2024			2025			2024
General and administrative expense	$	33,982		$	30,302		$	81,965		$	61,320
Less: Stock-based compensation		9,948			10,035			32,939			20,311
Less: Acquisition-related expenses		1,291			714			3,619			895
Non-GAAP general and administrative expense	$	22,743		$	19,553		$	45,407		$	40,114
Non-GAAP general and administrative expense % of revenue		9	%		9	%		9	%		9	%

The following adjustments to reconcile forecasted non-GAAP income from operations, non-GAAP net income, non-GAAP earnings per share, free cash flow and unlevered free cash flow are subject to a number of uncertainties and assumptions, each of which are inherently difficult to forecast. As a result, actual adjustments and GAAP results may differ materially.

Forecasted Non-GAAP Income from Operations	Three Months Ending September 30, 2025						Year Ending December 31, 2025
(in millions)	Low			High			Low			High
Forecasted loss from operations	$	(3.1	)	$	(1.1	)	$	(25.8	)	$	(15.8	)
Forecasted stock-based compensation		47.6			47.6			197.5			197.5
Forecasted acquisition-related expenses		0.7			0.7			7.3			7.3
Forecasted amortization of acquired intangible assets		6.8			6.8			26.0			26.0
Forecasted non-GAAP income from operations	$	52.0		$	54.0		$	205.0		$	215.0

Forecasted Non-GAAP Net Income and Non-GAAP Earnings Per Share	Three Months Ending September 30, 2025						Year Ending December 31, 2025
(in millions, except per share data)	Low			High			Low			High
Forecasted net loss⁽¹⁾	$	(12.0	)	$	(10.0	)	$	(55.4	)	$	(45.4	)
Forecasted stock-based compensation		47.6			47.6			197.5			197.5
Forecasted tax impact of stock-based compensation		1.0			1.0			3.8			3.8
Forecasted acquisition-related expenses		0.7			0.7			7.3			7.3
Forecasted amortization of acquired intangible assets		6.8			6.8			26.0			26.0
Forecasted tax impact of acquisitions		(0.1	)		(0.1	)		(0.2	)		(0.2	)
Forecasted non-GAAP net income	$	44.0		$	46.0		$	179.0		$	189.0

Forecasted net loss per share, diluted⁽¹⁾	$	(0.10	)	$	(0.08	)	$	(0.46	)	$	(0.38	)
Forecasted stock-based compensation		0.39			0.39			1.63			1.63
Forecasted tax impact of stock-based compensation		0.01			0.01			0.03			0.03
Forecasted acquisition-related expenses		0.01			0.01			0.06			0.06
Forecasted amortization of acquired intangible assets		0.06			0.06			0.21			0.21
Forecasted tax impact of acquisitions		—			—			—			—
Adjustment to diluted earnings per share⁽²⁾		(0.01	)		(0.02	)		(0.02	)		(0.02	)
Forecasted non-GAAP earnings per share, diluted	$	0.36		$	0.37		$	1.45		$	1.53

Forecasted weighted-average shares used to compute GAAP net loss per share, diluted		121.0			121.0			121.0			121.0
Forecasted weighted-average shares used to compute non-GAAP earnings per share, diluted		123.0			123.0			123.5			123.5

________________
⁽¹⁾The forecasted GAAP net loss assumes income tax expense of $4.3 million and $16.4 million in the three months ending September 30, 2025 and year ending December 31, 2025, respectively.

⁽²⁾ Adjustment to reconcile GAAP net loss per share, which excludes potentially dilutive shares, to non-GAAP earnings per share, which includes potentially dilutive shares.

Forecasted Free Cash Flow and Unlevered Free Cash Flow	Year Ending December 31, 2025
(in millions)	Low			High
Forecasted net cash provided by operating activities	$	254.0		$	264.0
Forecasted purchases of property and equipment		(13.0	)		(13.0	)
Forecasted capitalized software development costs		(3.0	)		(3.0	)
Forecasted free cash flow		238.0			248.0
Forecasted cash paid for interest and other financing costs		27.0			27.0
Forecasted unlevered free cash flow	$	265.0		$	275.0

The MIL Network –

July 31, 2025

MIL-OSI: Medallion Financial Corp. Reports 2025 Second Quarter Results

Source: GlobeNewswire (MIL-OSI)

Reports 56% Increase in Net Income as Compared to the Prior Year Quarter
Announces Third Quarter 2025 Dividend of $0.12 Per Share

NEW YORK, July 30, 2025 (GLOBE NEWSWIRE) — Medallion Financial Corp. (NASDAQ: MFIN, “Medallion” or the “Company”), a specialty finance company that originates and services loans in various consumer and commercial industries, along with offering loan origination services to fintech strategic partners, announced today its financial results for the second quarter ended June 30, 2025.

2025 Second Quarter Highlights

Net income grew 56% to $11.1 million, or $0.46 per share, compared to $7.1 million, or $0.30 per share, in the prior year quarter.
Net interest income grew 7% to $53.4 million from $49.9 million in the prior year quarter.
Net interest margin (“NIM”) on net loans was 8.42%, consistent with 8.42% in the prior year quarter, and NIM on gross loans was 8.09%, compared to 8.12% in the prior year quarter.
Loan originations grew to $375.0 million, compared to $309.1 million in the prior year quarter, and included $168.6 million of strategic partnership loan originations in the current quarter compared to $24.3 million in the prior year quarter.
The loan portfolio as of June 30, 2025 was $2.485 billion, up 4% compared to $2.386 billion a year ago.
Credit loss provision increased to $21.6 million from $18.6 million in the prior year quarter.
Net book value per share as of June 30, 2025 was $16.77 per share, up 10% from $15.25 a year ago.
The Company declared and paid a quarterly cash dividend of $0.12 per share.
The Company repurchased 48,166 shares of its common stock at an average cost of $9.44 per share for $0.5 million.

Executive Commentary

Andrew Murstein, President and Chief Operating Officer of Medallion Financial, commented, “We are pleased with the strong results we delivered in the second quarter of 2025, with a 56% increase in net income year-over-year. This performance reflects the strength of our core lending businesses and disciplined execution across our business lines.

During the quarter, we saw meaningful contributions from our recreation, home improvement and commercial lending segments, supported by solid portfolio originations and higher interest income. Over the past eight quarters, our commercial division has consistently generated net gains from equity investments, totaling $27.6 million for the two-year period, with six of the past eight quarters having significant gains. These equity gains are a result of years of strategic investment and highlight the long-term value embedded in our commercial portfolio. Although we cannot predict when and if these gains will occur, with a portfolio of more than 30 equity investments, represented by $8.1 million on our balance sheet, we believe we will experience additional gains in the future. In addition, we are pleased that our strategic partners loan program in Medallion Bank continues to grow with $169 million in loan originations in the quarter compared to $24 million a year ago.

Overall, we are encouraged by the momentum in our business. With the recent preferred offering at Medallion Bank, we believe we are well-positioned for growth and to continue generating strong returns for our shareholders.”

Business Segment Highlights

Recreation Lending Segment

Originations were $142.8 million during the quarter, compared to $209.6 million a year ago.
Recreation loans, including loans held for investment and loans held for sale, grew 3% to $1.546 billion, or 62% of total loans, as of June 30, 2025, compared to $1.497 billion a year ago.
Average loan size was $21,000 with a weighted average FICO score, measured at the time of loan origination, of 684.
Interest income grew 8% to $51.1 million for the quarter, from $47.5 million in the prior year quarter.
The average interest rate was 15.12% at quarter-end, 15.10% excluding loans held for sale, compared to 14.80% a year ago.
Recreation loans 90 days or more past due were $7.3 million, or 0.49% of gross recreation loans, as of June 30, 2025, compared to $5.9 million, or 0.41%, a year ago.
Allowance for credit loss was 5.05% at quarter-end for loans held for investment, compared to 4.35% a year ago.

Home Improvement Lending Segment

Originations were $54.3 million during the quarter, compared to $68.0 million a year ago.
Home improvement loans grew 4% to $803.5 million, or 32% of total loans, as of June 30, 2025, compared to $773.2 million a year ago.
Average loan size was $22,000 with a weighted average FICO score, measured at the time of loan origination, of 769.
Interest income grew 14% to $20.1 million for the quarter, from $17.7 million in the prior year quarter.
The average interest rate was 9.87% at quarter-end, compared to 9.71% a year ago.
Home improvement loans 90 days or more past due were $1.3 million, or 0.16% of gross home improvement loans, as of June 30, 2025, compared to $1.3 million, or 0.17%, a year ago.
Allowance for credit loss was 2.54% at quarter-end, compared to 2.38% a year ago.

Commercial Lending Segment

Originations were $9.4 million during the quarter.
Commercial loans grew to $121.4 million at June 30, 2025, compared to $110.2 million a year ago.
Average loan size was $3.6 million, invested in 34 portfolio companies.
For the quarter ended June 30, 2025, net gains recognized with respect to equity investments were $6.1 million.
The average interest rate on the portfolio was 13.43%, compared to 13.05% a year ago.

Strategic Partnerships

Originations were $168.6 million during the quarter, compared to $24.3 million a year ago.
Total strategic partnership loans held as of quarter end were $12.3 million.
Fees generated from strategic partnerships totaled $0.8 million for the quarter, as compared to $0.5 million for the quarter ended June 30, 2024.
Average loan holding period of strategic partnership loans was 5 days.

Taxi Medallion Lending Segment

The Company collected $2.3 million of cash on taxi medallion-related assets during the quarter, which resulted in net recoveries and gains of $1.4 million.
Total net taxi medallion assets declined to $5.9 million, a 41% reduction from a year ago, and represented less than 0.3% of the Company’s total assets, as of June 30, 2025.

Loan Portfolio

The following table provides information regarding the composition of our loan portfolio for the periods presented:

	June 30, 2025				December 31, 2024
(Dollars in thousands)	Amount		As a Percent of Total Loans		Amount		As a Percent of Total Loans
Loans held for investment:
Recreation	$	1,486,047	60	%	$	1,422,403	57	%
Home improvement		803,535	32			827,211	33
Commercial		121,415	5			111,273	4
Taxi medallion		1,564	*			1,909	*
Total loans		2,412,561	97			2,362,796	95
Loans held for sale, at lower of amortized cost or fair value:
Recreation		60,205	2			120,840	5
Strategic partnership		12,285	*			7,386	*
Total loans held for sale, at lower of amortized cost or fair value		72,490	3			128,226	5
Total loans and loans held for sale	$	2,485,051	100	%	$	2,491,022	100	%

(*) Less than 1%.

Balance Sheet

Cash and cash equivalents, including investment securities, at June 30, 2025 were $213.5 million, compared to $213.8 million at June 30, 2024.
As of June 30, 2025, total assets amounted to $2.880 billion, up from $2.761 billion at June 30, 2024. The increase is largely due to an increase in prepaid expense which is a result of the redemption of Medallion Bank’s Series F preferred stock on July 1, 2025.
As of June 30, 2025, total liabilities amounted to $2.347 billion, up slightly from $2.338 billion a year ago.

Capital Allocation

Quarterly Dividend

The Board of Directors declared a quarterly dividend of $0.12 per share, payable on August 29, 2025, to shareholders of record at the close of business on August 15, 2025. This dividend amount remains unchanged from the $0.12 per share paid in the second quarter of 2025, and 20% higher than the same quarter last year.

Dividends Announced	Amount Per Share		Record Date	Payment Date
Q3 2025	$	0.12	8/15/2025	8/29/2025
Q2 2025		0.12	5/15/2025	5/30/2025
Q1 2025		0.11	3/17/2025	3/31/2025
Total: Year 2025 (Year to Date)		0.35
Total: Year 2024		0.41
Total: Year 2023		0.34
Total: Year 2022 *		0.32

(*) Dividend reinstated in Q1 2022.

Stock Repurchase Plan

During the three months ended June 30, 2025, the Company repurchased 48,166 shares of its common stock at an average cost of $9.44 per share for $0.5 million.
As of June 30, 2025, the Company had $14.4 million remaining under its $40 million stock repurchase program.

Conference Call Information

The Company will host a conference call to discuss its second quarter financial results tomorrow, Thursday, July 31, 2025, at 9:00 a.m. Eastern time.

In connection with its earnings release, the Company has updated its quarterly supplement presentation, which is now available at www.medallion.com.

How to Participate

A link to the live audio webcast of the conference call will also be available at the Company’s IR website.

Replay Information

The conference call replay will be available following the end of the call through Thursday, August 7, 2025

Dial-in: (412) 317-6671
Passcode: 1020 1134

Additionally, the webcast replay will be available at the Company’s IR website.

About Medallion Financial Corp.

Medallion Financial Corp. (NASDAQ: MFIN) and its subsidiaries originate and service a growing portfolio of consumer loans and mezzanine loans in various industries. Key industries served include recreation (towable RVs and marine) and home improvement (replacement roofs, swimming pools, and windows). Medallion Financial Corp. is headquartered in New York City, NY, and its largest subsidiary, Medallion Bank, is headquartered in Salt Lake City, Utah. For more information, please visit www.medallion.com.

Forward-Looking Statements
Please note that this press release contains forward-looking statements that involve risks and uncertainties relating to business performance, cash flow, net interest income and expenses, other expenses, earnings, growth, and our growth strategy. These statements are often, but not always, made using words or phrases such as “will” and “continue” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These statements relate to future public announcements of our earnings, expectations regarding our loan portfolio, including collections on our taxi medallion loans, the potential for future asset growth, and market share opportunities. Medallion’s actual results may differ significantly from the results discussed in such forward-looking statements. For example, statements about the effects of the current economy, whether inflation or the risk of recession, the effects of tariffs, operations, financial performance and prospects constitute forward-looking statements and are subject to the risk that the actual impacts may differ, possibly materially, from what is reflected in those forward-looking statements due to factors and future developments that are uncertain, unpredictable and in many cases beyond Medallion’s control. In addition to risks relating to the current economy, for a description of certain risks to which Medallion is or may be subject, please refer to the factors discussed under the heading “Risk Factors” in Medallion’s 2024 Annual Report on Form 10-K.

Company Contact:

Investor Relations
InvestorRelations@medallion.com
212-328-2176

Investor Relations
The Equity Group Inc.
Lena Cati
lcati@theequitygroup.com
(212) 836-9611

Val Ferraro
vferraro@theequitygroup.com
(212) 836-9633


MEDALLION FINANCIAL CORP. CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Dollars in thousands, except share and per share data)	June 30, 2025			December 31, 2024			June 30, 2024
Assets
Cash, cash equivalents, and federal funds sold	$	151,994		$	169,572		$	157,961
Investment securities		61,529			54,805			55,830
Equity investments		8,097			9,198			10,795
Loans held for sale, at lower of amortized cost or fair value		72,490			128,226			—
Loans		2,412,561			2,362,796			2,385,590
Allowance for credit losses		(106,896	)		(97,368	)		(89,788	)
Net loans receivable		2,305,665			2,265,428			2,295,802
Goodwill and intangible assets, net		169,227			169,949			170,672
Property, equipment, and right-of-use lease asset, net		11,890			13,756			14,094
Accrued interest receivable		15,294			15,314			13,299
Loan collateral in process of foreclosure		9,007			9,932			9,359
Other assets		74,801			32,426			33,064
Total assets	$	2,879,994		$	2,868,606		$	2,760,876
Liabilities
Deposits	$	2,009,176		$	2,090,071		$	2,006,782
Long-term debt		199,928			232,159			230,803
Short-term borrowings		86,750			49,000			37,500
Deferred tax liabilities, net		19,261			20,995			22,394
Operating lease liabilities		4,041			5,128			6,071
Accrued interest payable		5,746			8,231			7,945
Accounts payable and accrued expenses		22,527			24,064			26,592
Total liabilities		2,347,429			2,429,648			2,338,087
Total stockholders’ equity		389,896			370,170			354,001
Non-controlling interest in consolidated subsidiaries		142,669			68,788			68,788
Total equity		532,565			438,958			422,789
Total liabilities and equity	$	2,879,994		$	2,868,606		$	2,760,876
Number of shares outstanding		23,246,593			23,135,624			23,211,990

Book value per share	$	16.77		$	16.00		$	15.25

MEDALLION FINANCIAL CORP.‌ CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)‌

	Three Months Ended June 30,					Six Months Ended June 30,
(Dollars in thousands, except share and per share data)	2025		2024			2025		2024
Total interest income	$	77,442	$	70,704		$	152,867	$	137,774
Total interest expense		24,072		20,836			48,085		39,989
Net interest income		53,370		49,868			104,782		97,785
Provision for credit losses		21,562		18,577			43,576		35,778
Net interest income after provision for credit losses		31,808		31,291			61,206		62,007
Other income
Gain (loss) on equity investments, net		6,096		(512	)		15,526		3,655
Gain on sale of recreation loans		1,304		—			1,304		—
Gain on taxi medallion assets, net		749		242			1,592		830
Strategic partnership fees		787		480			1,472		806
Other income		273		889			914		1,211
Total other income, net		9,209		1,099			20,808		6,502
Other expenses
Salaries and employee benefits		10,148		9,435			20,141		18,892
Loan servicing fees		2,899		2,692			5,716		5,162
Collection costs		1,749		1,659			3,286		3,126
Regulatory fees		1,109		888			1,930		1,865
Professional fee costs, net		1,187		1,845			2,937		2,616
Rent expense		683		698			1,358		1,355
Amortization of intangible assets		362		362			723		723
Other expenses		3,408		2,416			6,212		4,481
Total other expenses		21,545		19,995			42,303		38,220
Income before income taxes		19,472		12,395			39,711		30,289
Income tax provision		5,805		3,782			12,518		10,140
Net income after taxes		13,667		8,613			27,193		20,149
Less: income attributable to the non-controlling interest		2,598		1,512			4,110		3,024
Total net income attributable to Medallion Financial Corp.	$	11,069	$	7,101		$	23,083	$	17,125
Basic net income per share	$	0.49	$	0.31		$	1.02	$	0.76
Diluted net income per share	$	0.46	$	0.30		$	0.96	$	0.73
Weighted average common shares outstanding
Basic		22,783,947		22,598,102			22,677,961		22,619,743
Diluted		24,058,084		23,453,162			23,978,214		23,609,104
Dividends declared per common share	$	0.12	$	0.10		$	0.24	$	0.20

The MIL Network –

July 31, 2025

MIL-OSI: Orange County Bancorp, Inc. Announces Record Second Quarter 2025 Earnings

Source: GlobeNewswire (MIL-OSI)

Net Income increased $2.3 million, or 27.4%, to $10.5 million for the quarter ended June 30, 2025 from $8.2 million for the quarter ended June 30, 2024
Net Interest Income grew $1.0 million, or 4.2%, to $25.1 million for the quarter ended June 30, 2025, as compared to $24.1 million for the quarter ended June 30, 2024
Total Deposits rose $123.4 million, or 5.7%, to $2.3 billion at June 30, 2025, from $2.2 billion at year-end 2024
Total Loans increased $102.1 million, or 5.6%, to $1.9 billion at June 30, 2025, from $1.8 billion at year-end 2024
Book value per share increased $2.55, or 15.6%, to $18.90 at June 30, 2025, from $16.35 at December 31, 2024
Trust and investment advisory income rose 14.8%, to $3.4 million for the quarter ended June 30, 2025, from $3.0 million for the quarter ended June 30, 2024

MIDDLETOWN, N.Y., July 30, 2025 (GLOBE NEWSWIRE) — Orange County Bancorp, Inc. (the “Company” – Nasdaq: OBT), parent company of Orange Bank & Trust Company (the “Bank”) and Hudson Valley Investment Advisors, Inc. (“HVIA”), today announced net income of $10.5 million, or $0.87 per basic and diluted share, for the three months ended June 30, 2025. This compares with net income of $8.2 million, or $0.73 per basic and diluted share, for the three months ended June 30, 2024. The increase in earnings per share, basic and diluted, was due primarily to increases in net interest income and total noninterest income partially offset by an increase in non-interest expense during the current period. For the six months ended June 30, 2025, net income reached $19.2 million, or $1.64 per basic and diluted share, as compared to $17.5 million, or $1.55 per basic and diluted share, for the six months ended June 30, 2024.

Book value per share rose $2.55, or 15.6%, from $16.35 at December 31, 2024, to $18.90 at June 30, 2025. Tangible book value per share increased $2.65, or 16.8%, from $15.80 at December 31, 2024, to $18.45 at June 30, 2025 (see “Non-GAAP Financial Measure Reconciliation” below for additional detail). These increases were due to increased earnings during the six months ended June 30, 2025 and a reduction of unrealized losses in the available for sale securities (“AFS”) portfolio coupled with net proceeds of approximately $43 million from completion of a follow-on common stock offering during the second quarter of 2025.

“I am pleased to report Orange County Bank had a very productive and successful second quarter,” said Company President and CEO Michael Gilfeather. “Nearly every segment of the Bank turned in strong financial performance, yielding $10.5 million of net income for the period, a $2.3 million, or 27% increase over the same quarter last year. These results include several one-time gains but also reflect continued strength in financial performance as we execute on our full-service, business banking strategy.

We also completed a $46 million follow-on common stock offering during the quarter, strengthening our financial position and giving us the flexibility to continue to expand our lending business in a prudent manner while improving trading liquidity in our stock. On a per share basis, we earned $0.87 a share for the quarter ended June 30, 2025, versus $0.73 for the same quarter last year.

Key to our strong financial performance was continued growth of our loan portfolio. Year to date, total loans increased $102.1 million, or 5.6%, to $1.9 billion at quarter end. Despite uncertainty surrounding tariff policy, loan demand and economic activity in the communities we serve remains strong, but we continue to exercise prudence in underwriting. Year-to-date, we have grown our loan portfolio without a significant change in loan yields. The average yield on our loan portfolio was 6.02% for the first half of 2025, down modestly from 6.06% for the first half of the prior year.

Deposit growth also remains robust, with total deposits up $123.4 million year-to-date to $2.3 billion, a 5.7% increase over year end 2024. These new deposits were organically sourced, enabling us to replace $74 million of higher cost brokered deposits with lower cost Bank client funds. Our cost of deposits for the three months ended June 30, 2025 was 1.30%. We consider our low-cost deposit base a key competitive advantage of the Bank, and while there is some seasonality to these numbers, we have been highly intentional in growing this important driver of our success.

Given that rates on both deposits and loans remained largely unchanged through the first half of the year, it stands to reason net interest margin remained stable as well. For the three months ended June 30, 2025, our net interest margin stood at an impressive 4.06%.

Our Wealth Management division also continued its run of increasing contributions to performance with nearly 15% growth, to $3.4 million for the current quarter from $3.0 million for the same period last year. Earnings from Wealth Management, which is comprised of Trust and Investment Advisory Services, is an important source of revenue for the Company. Orange Wealth Management represents a value-added expansion of our traditional banking business which provides greater service and leads to the creation of more fees and revenues per client. In addition, many of the group’s clients are also borrowers and/or depositors of the Bank.

Given our successful capital raise and further growth in loans, deposits, and wealth management, we had a strong second quarter. I want to once again acknowledge that none of this could happen without the experience, expertise and commitment from our employees. I thank them and our customers and shareholders for their continued confidence and support.”

Second Quarter 2025 Financial Review

Net Income

Net income for the second quarter of 2025 was $10.5 million, an increase of $2.3 million, or 27.4%, from net income of $8.2 million for the second quarter of 2024. The increase represents a combination of increased net interest income and non-interest income over the same quarter last year. Net income for the six months ended June 30, 2025 was $19.2 million, as compared to $17.5 million for the same period in 2024. The increase reflects the effect of net interest income growth combined with increased non-interest income during the first six months of 2025 as compared to the prior year period. These improvements were partially offset by higher provision for credit losses in the first half of 2025 as compared to a $1.9 million recovery recognized through the provision during the first half of 2024 and associated with Signature Bank subordinated debt. The increase in non-interest income includes the recognition of gain associated with the sale of a branch location coupled with a Bank Owned Life Insurance gain related to policy proceeds from a death benefit.

Net Interest Income

For the three months ended June 30, 2025, net interest income rose $1.0 million, or 4.2%, to $25.1 million, versus $24.1 million during the same period last year. The increase was driven primarily by a $712 thousand increase in interest and fees combined with a $309 thousand reduction in interest expense during the current period. For the six months ended June 30, 2025, net interest income reached $48.8 million representing an increase of $3.0 million, or 6.7%, over the first half of 2024.

Total interest income rose $712 thousand, or 2.2%, to $33.2 million for the three months ended June 30, 2025, compared to $32.5 million for the three months ended June 30, 2024. The increase was driven mainly by 5.0% growth in interest and fees associated with loans. For the six months ended June 30, 2025, total interest income rose $1.6 million, or 2.4%, to $65.1 million as compared to $63.6 million for the six months ended June 30, 2024.

Total interest expense decreased $309 thousand during the second quarter of 2025, to $8.1 million, as compared to $8.4 million in the second quarter of 2024. The decrease was primarily due to the reduction of interest costs associated with FHLB advances and borrowings as a result of increased deposit levels during the quarter. Interest expense associated with FHLB advances drawn and other borrowings during the current quarter totaled $375 thousand as compared to $890 thousand during the second quarter of 2024. During the six months ended June 30, 2025, total interest expense fell $1.5 million, to $16.4 million, as compared to $17.9 million for the same period last year.

Provision for Credit Losses

The Company recognized a provision for credit losses of $2.1 million for the three months ended June 30, 2025, as compared to $2.2 million for the three months ended June 30, 2024. This current quarter provision was primarily driven by reserves associated with a specific non-accrual loan as well as the impact of the methodology associated with estimated lifetime losses and the types of loans closed during the quarter. The allowance for credit losses to total loans was 1.48% as of June 30, 2025 versus 1.44% as of December 31, 2024. For the six months ended June 30, 2025, the provision for credit losses totaled $2.3 million as compared to $570 thousand, net of recovery, for the six months ended June 30, 2024. No reserves for investment securities were recorded during the first half of 2025 or 2024, respectively.

Non-Interest Income

Non-interest income rose $3.5 million, or 92.2%, to $7.3 million for the three months ended June 30, 2025 as compared to $3.8 million for the three months ended June 30, 2024. The growth included the continued increased fee income within each of the Company’s fee income categories, including investment advisory income, trust income, and service charges on deposit accounts, as well as certain one-time items during the quarter. These items represented the recognition of a $1.2 million gain associated with the sale of a branch location and approximately $2.4 million of income associated with BOLI payments related to a death benefit offset by a tactical loss of approximately $727 thousand recorded on the sale of certain securities to reposition a small portion of the portfolio and replace with higher yielding securities. For the six months ended June 30, 2025, non-interest income increased approximately $4.2 million, to $11.7 million, as compared to $7.5 million for the six months ended June 30, 2024.

Non-Interest Expense

Non-interest expense was $16.8 million for the second quarter of 2025, reflecting an increase of $1.3 million, or 8.2%, as compared to $15.5 million for the same period in 2024. The increase in non-interest expense for the current three-month period continues to reflect the Company’s commitment to growth. This investment consists primarily of increases in occupancy costs, information technology, and professional fees. Our efficiency ratio improved to 51.6% for the three months ended June 30, 2025, from 55.5% for the same period in 2024. For the six months ended June 30, 2025, our efficiency ratio decreased to 55.0% from 57.9% for the same period in 2024. Non-interest expense for the six months ended June 30, 2025 reached $33.3 million, reflecting a $2.5 million increase over non-interest expense of $30.8 million for the six months ended June 30, 2024.

Income Tax Expense

Provision for income taxes for the three months ended June 30, 2025 was $3.1 million, compared to $2.0 million for the same period in 2024. The increase was directly related to provisions associated with higher levels of pre-tax income as well as the effect of certain tax adjustments for the quarter. For the six months ended June 30, 2025, the provision for income taxes was $5.7 million as compared to $4.3 million for the six months ended June 30, 2024. Our effective tax rate for the three-month period ended June 30, 2025 was 23.0%, as compared to 19.7% for the same period in 2024. Our effective tax rate for the six-month period ended June 30, 2025 was 23.0%, as compared to 19.9% for the same period in 2024.

Financial Condition

Total consolidated assets increased $96.3 million, or 3.8%, to $2.6 billion at June 30, 2025 from $2.5 billion at December 31, 2024. The growth of the balance sheet included increases in cash, loans, and deposits as well as paydowns of borrowings during the current six-month period.

Total cash and due from banks increased from $150.3 million at December 31, 2024, to $175.6 million at June 30, 2025, an increase of approximately $25.3 million, or 16.8%. This increase resulted primarily from higher levels of deposit balances and the completion of the common stock offering which increased cash and due from banks.

Total investment securities fell $37.1 million, or 8.2%, from $453.5 million at December 31, 2024 to $416.4 million at June 30, 2025. The decrease was driven primarily by investment maturities during the first six months of 2025 combined with the sale of approximately $15.0 million in securities at quarter end. The portfolio sale was a strategic initiative to offset a portion of the increases in non-interest income and replaced the investments with higher yielding securities.

Total loans increased $102.1 million, or 5.6%, from $1.8 billion at December 31, 2024 to $1.9 billion at June 30, 2025. The increase was driven by $72.4 million of growth in commercial real estate loans, $30.5 million of increased commercial real estate construction loans, $6.5 million of increased commercial and industrial loans, and $1.8 million of growth in home equity loans. These increases were offset by decreases within the residential real estate and consumer loan segments.

Total deposits increased $123.4 million, to $2.3 billion at June 30, 2025, from $2.2 billion at December 31, 2024. This increase was due primarily to $36.0 million of growth in noninterest-bearing demand accounts; $98.2 million of growth in interest bearing demand accounts; $14.1 million of growth in money market accounts; and $51.8 million of growth in savings accounts. The increases in deposit accounts were offset by a $76.7 million decrease in certificates of deposit, mainly associated with brokered deposits utilized by the Bank for short term funding purposes. Deposit composition at June 30, 2025 included 49.0% in demand deposit accounts (including NOW accounts) as a percentage of total deposits. Uninsured deposits, net of fully collateralized municipal relationships, remain stable and represent approximately 43% of total deposits at June 30, 2025 as compared to 39% of total deposits at December 31, 2024.

FHLBNY short-term borrowings were $21.0 million at June 30, 2025 down from $113.5 million at December 31, 2024. The decrease in borrowings continues to be driven by increased deposits which outpaced loan growth during the first half of 2025 and allowed for paydowns of borrowings while maintaining higher levels of cash at June 30, 2025. The decrease in borrowings reflects a strategic decision to manage liquidity sources and take advantage of opportunities to reduce funding costs.

Stockholders’ equity experienced an increase of approximately $67.1 million during the first half of 2025, reaching $252.6 million at June 30, 2025 from $185.5 million at December 31, 2024. The increase was due to the combination of a completed common stock offering which netted approximately $43 million, earnings of approximately $19.2 million, and a decrease in unrealized losses of approximately $6.3 million on the market value of investment securities within the Company’s equity as accumulated other comprehensive income (loss) (“AOCI”), net of taxes.

At June 30, 2025, the Bank maintained capital ratios in excess of regulatory standards for well capitalized institutions. The Bank’s Tier 1 capital to average assets ratio was 12.40%, both common equity and Tier 1 capital to risk weighted assets were 16.36%, and total capital to risk weighted assets was 17.61%.

Wealth Management

At June 30, 2025, our Wealth Management Division, which includes trust and investment advisory, totaled $1.8 billion in assets under management or advisory, a 2.5% increase over December 31, 2024. Trust and investment advisory income for the quarter ended June 30, 2025 reached $3.4 million, a $437 thousand, or 14.8%, increase as compared to $3.0 million for the quarter ended June 30, 2024.

The breakdown of trust and investment advisory assets as of June 30, 2025 and December 31, 2024, respectively, is as follows:


ORANGE COUNTY BANCORP, INC.
SUMMARY OF AUM/AUA
(UNAUDITED)
(Dollar Amounts in thousands)
	At June 30, 2025				At December 31, 2024
	Amount		Percent		Amount		Percent
Investment Assets Under Management & Advisory	$	1,170,808	64.05	%	$	1,105,143	61.99	%
Trust Asset Under Administration & Management		657,181	35.95	%		677,723	38.01	%
Total	$	1,827,989	100.00	%	$	1,782,866	100.00	%

Loan Quality

At June 30, 2025, the Bank had total non-performing loans of $11.7 million, or 0.61% of total loans. Total non-accrual loans represented approximately $11.7 million at June 30, 2025 compared to $6.3 million at December 31, 2024. The increase in non-accrual loans represents several different loans that have experienced payment disruption during the quarter and are at various stages of collection.

Liquidity

Management believes the Bank has the necessary liquidity to meet normal business needs. The Bank uses a variety of resources to manage its liquidity position. These include short term investments, cash from lending and investing activities, core-deposit growth, and non-core funding sources, such as time deposits exceeding $250,000, brokered deposits, FHLBNY advances, and other borrowings. As of June 30, 2025, the Bank’s cash and due from banks totaled $175.6 million. The Bank maintains an investment portfolio of securities available for sale, comprised mainly of US Government agency and treasury securities, Small Business Administration loan pools, mortgage-backed securities, corporate bonds, and municipal bonds. Although the portfolio generates interest income for the Bank, it also serves as an available source of liquidity and funding. As of June 30, 2025, the Bank’s investment in securities available for sale was $410.8 million, of which $66.8 million was not pledged as collateral and additional $74.3 million with the Federal Reserve which is not specifically designated to any borrowings. Additionally, as of June 30, 2025, the Bank’s overnight advance line capacity at the Federal Home Loan Bank of New York was $628.2 million, of which $76.4 million was used to collateralize municipal deposits and $10.0 million was utilized for long term advances. As of June 30, 2025, the Bank’s unused borrowing capacity at the FHLBNY was $541.8 million. The Bank also maintains additional borrowing capacity of $20 million with other correspondent banks. Additional funding is available to the Bank through the discount window lending by the Federal Reserve. At June 30, 2025, the Bank also held $74.3 million of collateral at the Federal Reserve Bank which could be utilized to provide additional funding through the discount window.

The Bank also considers brokered deposits an element of its deposit strategy. As of June 30, 2025, the Bank had brokered deposit arrangements with various terms totaling $106.5 million.


Non-GAAP Financial Measure Reconciliations
The following table reconciles, as of the dates set forth below, stockholders’ equity (on a GAAP basis) to tangible equity and total assets (on a GAAP basis) to tangible assets and calculates our tangible book value per share.

	June 30, 2025			December 31, 2024
	(Dollars in thousands except for share data)
Tangible Common Equity:
Total stockholders’ equity	$	252,589		$	185,531
Adjustments:
Goodwill		(5,359	)		(5,359	)
Other intangible assets		(678	)		(821	)
Tangible common equity	$	246,552		$	179,351
Common shares outstanding		13,362,912			11,350,158
Book value per common share	$	18.90		$	16.35
Tangible book value per common share	$	18.45		$	15.80

Tangible Assets
Total assets	$	2,606,263		$	2,509,927
Adjustments:
Goodwill		(5,359	)		(5,359	)
Other intangible assets		(678	)		(821	)
Tangible assets	$	2,600,226		$	2,503,747
Tangible common equity to tangible assets		9.48	%		7.16	%

NOTE: Share data and related information has been adjusted for the effect of the 2 for 1 stock split in January 2025

About Orange County Bancorp, Inc

Orange County Bancorp, Inc. is the parent company of Orange Bank & Trust Company and Hudson Valley Investment Advisors, Inc. Orange Bank & Trust Company is an independent bank that began with the vision of 14 founders over 125 years ago. It has grown through innovation and an unwavering commitment to its community and business clientele to approximately $2.6 billion in total assets. Hudson Valley Investment Advisors, Inc. is a Registered Investment Advisor in Goshen, NY. It was founded in 1996 and acquired by the Company in 2012.

Forward Looking Statements

Certain statements contained herein are “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward looking statements may be identified by reference to a future period or periods, or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “estimate,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the real estate and economic environment, particularly in the market areas in which the Company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, inflation, tariffs, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, increased levels of loan delinquencies, problem assets and foreclosures, credit risk management, asset-liability management, cybersecurity risks, geopolitical conflicts, public health issues, the financial and securities markets and the availability of and costs associated with sources of liquidity.

The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the results of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

For further information:
Michael Lesler
EVP & Chief Financial Officer
mlesler@orangebanktrust.com
Phone: (845) 341-5111


ORANGE COUNTY BANCORP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CONDITION
(UNAUDITED)
(Dollar Amounts in thousands except per share data)

	June 30, 2025			December 31, 2024

ASSETS

Cash and due from banks	$	175,606		$	150,334
Investment securities – available-for-sale		410,814			443,775
(Amortized cost $478,824 at June 30, 2025 and $519,567 at December 31, 2024)
Restricted investment in bank stocks		5,618			9,716
Loans		1,917,802			1,815,751
Allowance for credit losses		(28,408	)		(26,077	)
Loans, net		1,889,394			1,789,674

Premises and equipment, net		14,949			15,808
Accrued interest receivable		10,465			6,680
Bank owned life insurance		35,398			42,257
Goodwill		5,359			5,359
Intangible assets		678			821
Other assets		57,982			45,503

TOTAL ASSETS	$	2,606,263		$	2,509,927

LIABILITIES AND STOCKHOLDERS’ EQUITY

Deposits:
Noninterest bearing	$	687,120		$	651,135
Interest bearing		1,589,603			1,502,224
Total deposits		2,276,723			2,153,359

FHLB advances, short term		21,000			113,500
FHLB advances, long term		10,000			10,000
Subordinated notes, net of issuance costs		19,626			19,591
Accrued expenses and other liabilities		26,325			27,946

TOTAL LIABILITIES		2,353,674			2,324,396

STOCKHOLDERS’ EQUITY

Common stock, $0.25 par value; 30,000,000 shares authorized; 13,370,929 and 11,366,608 issued; 13,362,912 and 11,350,158 outstanding, at June 30, 2025 and December 31, 2024, respectively		3,343			2,842
Surplus		164,752			120,896
Retained Earnings		146,129			129,919
Accumulated other comprehensive income (loss), net of taxes		(61,436	)		(67,751	)
Treasury stock, at cost; 8,017 and 16,450 shares at June 30, 2025 and December 31, 2024, respectively		(199	)		(375	)
TOTAL STOCKHOLDERS’ EQUITY		252,589			185,531

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,606,263		$	2,509,927


Share data has been adjusted to reflect the effect of the two-for-one stock split paid during January 2025


ORANGE COUNTY BANCORP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(Dollar Amounts in thousands except per share data)
	For Three Months Ended June 30,						Six Months Ended June 30,
		2025			2024			2025			2024
INTEREST INCOME
Interest and fees on loans	$	28,103		$	26,778			55,417		$	52,392
Interest on investment securities:
Taxable		2,731			3,105			5,395			6,331
Tax exempt		561			581			1,137			1,149
Interest on Federal funds sold and other		1,829			2,048			3,182			3,713

TOTAL INTEREST INCOME		33,224			32,512			65,131			63,585

INTEREST EXPENSE
Savings and NOW accounts		5,256			5,158			10,150			9,735
Time deposits		2,222			2,114			4,446			4,528
FHLB advances and borrowings		375			890			1,306			3,141
Subordinated notes		231			231			461			461
TOTAL INTEREST EXPENSE		8,084			8,393			16,363			17,865

NET INTEREST INCOME		25,140			24,119			48,768			45,720

Provision (recovery) for credit losses – investments		–			–			–			(1,900	)
Provision for credit losses – loans		2,113			2,210			2,315			2,470
NET INTEREST INCOME AFTER
PROVISION FOR CREDIT LOSSES		23,027			21,909			46,453			45,150

NONINTEREST INCOME
Service charges on deposit accounts		334			232			624			467
Trust income		1,573			1,309			3,247			2,621
Investment advisory income		1,823			1,650			3,589			3,225
Investment securities gains(losses)		(727	)		–			(727	)		–
Earnings on bank owned life insurance		234			270			493			512
Gain on sale of assets		3,635			–			3,635			–
Other		444			346			811			668
TOTAL NONINTEREST INCOME		7,316			3,807			11,672			7,493

NONINTEREST EXPENSE
Salaries		6,813			6,873			13,718			13,611
Employee benefits		2,338			2,304			4,788			4,426
Occupancy expense		1,299			1,164			2,576			2,325
Professional fees		1,666			1,337			3,013			2,773
Directors’ fees and expenses		319			(125	)		625			197
Computer software expense		2,117			1,430			4,099			2,665
FDIC assessment		330			350			660			768
Advertising expenses		481			438			870			802
Advisor expenses related to trust income		22			32			44			65
Telephone expenses		203			188			410			375
Intangible amortization		72			71			143			143
Other		1,094			1,425			2,302			2,647
TOTAL NONINTEREST EXPENSE		16,754			15,487			33,248			30,797

Income before income taxes		13,589			10,229			24,877			21,846

Provision for income taxes		3,128			2,016			5,712			4,343
NET INCOME	$	10,461		$	8,213			19,165		$	17,503

Basic and diluted earnings per share	$	0.87		$	0.73		$	1.64		$	1.55

Weighted average shares outstanding		11,994,815			11,282,868			11,665,181			11,276,370


Share data has been adjusted to reflect the effect of the two-for-one stock split paid during January 2025


ORANGE COUNTY BANCORP, INC.
NET INTEREST MARGIN ANALYSIS
(UNAUDITED)
(Dollar Amounts in thousands)

	Three Months Ended June 30,
		2025							2024
	Average Balance			Interest		Average Rate		Average Balance			Interest		Average Rate
Assets:
Loans Receivable (net of PPP)	$	1,879,606		$	28,100	6.00	%	$	1,728,195		$	26,778	6.21	%
PPP Loans		152			3	7.92	%		197			–	0.00	%
Investment securities		432,657			3,083	2.86	%		467,308			3,364	2.89	%
Due from banks		167,987			1,829	4.37	%		160,498			2,048	5.12	%
Other		5,773			209	14.52	%		5,343			322	24.17	%
Total interest earning assets		2,486,175			33,224	5.36	%		2,361,541			32,512	5.52	%
Non-interest earning assets		104,019							99,032
Total assets	$	2,590,194						$	2,460,573

Liabilities and equity:
Interest-bearing demand accounts	$	397,476		$	489	0.49	%	$	394,697		$	485	0.49	%
Money market accounts		702,607			3,721	2.12	%		666,460			3,796	2.28	%
Savings accounts		301,586			1,046	1.39	%		254,188			877	1.38	%
Certificates of deposit		221,363			2,222	4.03	%		184,363			2,114	4.60	%
Total interest-bearing deposits		1,623,032			7,478	1.85	%		1,499,708			7,272	1.94	%
FHLB Advances and other borrowings		34,341			375	4.38	%		76,923			890	4.64	%
Subordinated notes		19,615			231	4.72	%		19,544			231	4.74	%
Total interest bearing liabilities		1,676,988			8,084	1.93	%		1,596,175			8,393	2.11	%
Non-interest bearing demand accounts		670,150							667,455
Other non-interest bearing liabilities		27,436							25,717
Total liabilities		2,374,574							2,289,347
Total shareholders’ equity		215,620							171,226
Total liabilities and shareholders’ equity	$	2,590,194						$	2,460,573

Net interest income				$	25,140						$	24,119
Interest rate spread¹						3.43	%						3.41	%
Net interest margin²						4.06	%						4.10	%
Average interest earning assets to interest-bearing liabilities		148.3	%						148.0	%

Notes:
¹The Interest rate spread is the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities
²Net interest margin is the annualized net interest income divided by average interest-earning assets


ORANGE COUNTY BANCORP, INC.
NET INTEREST MARGIN ANALYSIS
(UNAUDITED)
(Dollar Amounts in thousands)

	Six Months Ended June 30,
		2025							2024
	Average Balance			Interest		Average Rate		Average Balance			Interest		Average Rate
Assets:
Loans Receivable (net of PPP)	$	1,854,899		$	55,411	6.02	%	$	1,733,197		$	52,389	6.06	%
PPP Loans		157			6	7.71	%		203			3	2.96	%
Investment securities		437,191			6,205	2.86	%		474,419			6,796	2.87	%
Due from banks		157,381			3,182	4.08	%		155,047			3,713	4.80	%
Other		6,871			327	9.60	%		8,119			684	16.90	%
Total interest earning assets		2,456,499			65,131	5.35	%		2,370,985			63,585	5.38	%
Non-interest earning assets		102,995							96,839
Total assets	$	2,559,494						$	2,467,824

Liabilities and equity:
Interest-bearing demand accounts	$	377,378		$	891	0.48	%	$	377,492		$	922	0.49	%
Money market accounts		694,263		$	7,356	2.14	%		643,244			7,151	2.23	%
Savings accounts		285,393		$	1,903	1.34	%		245,009			1,662	1.36	%
Certificates of deposit		222,173			4,446	4.04	%		197,003			4,528	4.61	%
Total interest-bearing deposits		1,579,207			14,596	1.86	%		1,462,748			14,263	1.96	%
FHLB Advances and other borrowings		59,536			1,306	4.42	%		122,203			3,141	5.15	%
Subordinated notes		19,606			461	4.74	%		19,535			461	4.73	%
Total interest bearing liabilities		1,658,349			16,363	1.99	%		1,604,486			17,865	2.23	%
Non-interest bearing demand accounts		668,864							667,947
Other non-interest bearing liabilities		28,665							27,081
Total liabilities		2,355,878							2,299,514
Total shareholders’ equity		203,616							168,310
Total liabilities and shareholders’ equity	$	2,559,494						$	2,467,824

Net interest income				$	48,768						$	45,720
Interest rate spread¹						3.36	%						3.15	%
Net interest margin²						4.00	%						3.87	%
Average interest earning assets to interest-bearing liabilities		148.1	%						147.8	%

Notes:
¹The Interest rate spread is the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities
²Net interest margin is the annualized net interest income divided by average interest-earning assets


ORANGE COUNTY BANCORP, INC.
SELECTED RATIOS AND OTHER DATA
(UNAUDITED)

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Performance Ratios:
Return on average assets (1)	1.62	%	1.34	%	1.50	%	1.42	%
Return on average equity (1)	19.41	%	19.19	%	18.82	%	20.80	%
Interest rate spread (2)	3.43	%	3.41	%	3.36	%	3.15	%
Net interest margin (3)	4.06	%	4.10	%	4.00	%	3.87	%
Dividend payout ratio (4)	14.91	%	15.80	%	15.83	%	14.82	%
Non-interest income to average total assets	1.13	%	0.62	%	0.91	%	0.61	%
Non-interest expenses to average total assets	2.59	%	2.52	%	2.60	%	2.50	%
Average interest-earning assets to average interest-bearing liabilities	148.25	%	147.95	%	148.13	%	147.77	%

	At		At
	June 30, 2025		June 30, 2024
Asset Quality Ratios:
Non-performing assets to total assets	0.45	%	0.64	%
Non-performing loans to total loans	0.61	%	0.92	%
Allowance for credit losses to non-performing loans	242.51	%	173.95	%
Allowance for credit losses to total loans	1.48	%	1.60	%

Capital Ratios (5):
Total capital (to risk-weighted assets)	17.61	%	15.09	%
Tier 1 capital (to risk-weighted assets)	16.36	%	13.84	%
Common equity tier 1 capital (to risk-weighted assets)	16.36	%	13.84	%
Tier 1 capital (to average assets)	12.40	%	10.04	%

Notes:
(1) Annualized for the three and six month periods ended June 30, 2025 and 2024, respectively.
(2) Represents the difference between the weighted-average yield on interest-earning assets and the weighted-average cost of interest-bearing liabilities for the periods.
(3) The net interest margin represents net interest income as a percent of average interest-earning assets for the periods.
(4) The dividend payout ratio represents dividends paid per share divided by net income per share.
(5) Ratios are for the Bank only.


ORANGE COUNTY BANCORP, INC.
SELECTED OPERATING DATA
(UNAUDITED)
(Dollar Amounts in thousands except per share data)
	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Interest income	$	33,224	$	32,512	$	65,131	$	63,585
Interest expense		8,084		8,393		16,363		17,865
Net interest income		25,140		24,119		48,768		45,720
Provision for credit losses		2,113		2,210		2,315		570
Net interest income after provision for credit losses		23,027		21,909		46,453		45,150
Noninterest income		7,316		3,807		11,672		7,493
Noninterest expenses		16,754		15,487		33,248		30,797
Income before income taxes		13,589		10,229		24,877		21,846
Provision for income taxes		3,128		2,016		5,712		4,343
Net income	$	10,461	$	8,213	$	19,165	$	17,503

Basic and diluted earnings per share	$	0.87	$	0.73	$	1.64	$	1.55
Weighted average common shares outstanding		11,994,815		11,282,868		11,665,181		11,276,370

	At		At
	June 30, 2025		December 31, 2024
Book value per share	$	18.90	$	16.35
Net tangible book value per share (1)	$	18.45	$	15.80
Outstanding common shares		13,362,912		11,350,158

Notes:
(1) Net tangible book value represents the amount of total tangible assets reduced by our total liabilities. Tangible assets are calculated by reducing total assets, as defined by GAAP, by $5,359 in goodwill and $678, and $821 in other intangible assets for June 30, 2025 and December 31, 2024, respectively.


ORANGE COUNTY BANCORP, INC.
LOAN COMPOSITION
(UNAUDITED)
(Dollar Amounts in thousands)
	At June 30, 2025				At December 31, 2024
	Amount		Percent		Amount		Percent
Commercial and industrial (a)	$	248,838	12.98	%	$	242,390	13.35	%
Commercial real estate		1,434,414	74.79	%		1,362,054	75.01	%
Commercial real estate construction		111,483	5.81	%		80,993	4.46	%
Residential real estate		71,169	3.71	%		74,973	4.13	%
Home equity		19,142	1.00	%		17,365	0.96	%
Consumer		32,756	1.71	%		37,976	2.09	%
Total loans		1,917,802	100.00	%		1,815,751	100.00	%
Allowance for loan losses		28,408				26,077
Total loans, net	$	1,889,394			$	1,789,674

(a) – Includes PPP loans of:	$	147			$	170


ORANGE COUNTY BANCORP, INC.
DEPOSITS BY ACCOUNT TYPE
(UNAUDITED)
(Dollar Amounts in thousands)
	At June 30, 2025						At December 31, 2024
	Amount		Percent		Average Rate		Amount		Percent		Average Rate
Noninterest-bearing demand accounts	$	687,120	30.18	%	0.00	%	$	651,135	30.24	%	0.00	%
Interest bearing demand accounts		429,330	18.86	%	0.52	%		331,115	15.38	%	0.42	%
Money market accounts		693,148	30.44	%	2.08	%		679,082	31.54	%	2.15	%
Savings accounts		322,832	14.18	%	1.40	%		271,014	12.59	%	1.25	%
Certificates of Deposit		144,293	6.34	%	3.69	%		221,013	10.26	%	3.97	%
Total	$	2,276,723	100.00	%	1.17	%	$	2,153,359	100.00	%	1.31	%


ORANGE COUNTY BANCORP, INC.
NON-PERFORMING ASSETS
(UNAUDITED)
(Dollar Amounts in thousands)

	June 30, 2025			December 31, 2024

Non-accrual loans:
Commercial and industrial	$	2,372		$	293
Commercial real estate		8,414			6,000
Commercial real estate construction		–			–
Residential real estate		100			6
Home equity		828			–
Consumer		–			–
Total non-accrual loans		11,714			6,299
Accruing loans 90 days or more past due:
Commercial and industrial		–			–
Commercial real estate		–			–
Commercial real estate construction		–			–
Residential real estate		–			–
Home equity		–			–
Consumer		–			–
Total loans 90 days or more past due		–			–
Total non-performing loans		11,714			6,299
Other real estate owned		–			–
Other non-performing assets		–			–
Total non-performing assets	$	11,714		$	6,299

Ratios:
Total non-performing loans to total loans		0.61	%		0.35	%
Total non-performing loans to total assets		0.45	%		0.25	%
Total non-performing assets to total assets		0.45	%		0.25	%
Net-chargeoffs to total loans, YTD		0.01	%		0.48	%

The MIL Network –

July 31, 2025

MIL-OSI: COMSTOCK RESOURCES, INC. REPORTS SECOND QUARTER 2025 FINANCIAL AND OPERATING RESULTS

Source: GlobeNewswire (MIL-OSI)

FRISCO, TX, July 30, 2025 (GLOBE NEWSWIRE) — Comstock Resources, Inc. (“Comstock” or the “Company”) (NYSE; NYSE Texas: CRK) today reported financial and operating results for the quarter ended June 30, 2025.

Highlights of 2025‘s Second Quarter

Higher natural gas prices in the second quarter drove improved financial results in the quarter.
- Natural gas and oil sales, including realized hedging gains, were $344 million for the quarter.
- Operating cash flow was $210 million or $0.71 per diluted share.
- Adjusted EBITDAX for the quarter was $260 million.
- Adjusted net income was $40.0 million or $0.13 per diluted share for the quarter.
Five Western Haynesville wells turned to sales in the second quarter.
- These wells had an average lateral length of 10,897 feet and an average per well initial production rate of 36 MMcf per day.
- The five wells were drilled and completed at an average per well cost of $2,647 per completed lateral foot.
Comstock has turned 21 wells to sales to date in 2025 in its Legacy Haynesville area with an average lateral length of 11,803 feet and a per well initial production rate of 25 MMcf per day.

Financial Results for the Three Months Ended June 30, 2025

During the second quarter of 2025, Comstock realized $3.02 per Mcf before hedging and $3.06 per Mcf after hedging for its natural gas production of 112 Bcf. As a result, Comstock’s natural gas and oil sales in the second quarter of 2025 increased to $344.3 million (including realized hedging gains of $4.3 million). Operating cash flow (excluding changes in working capital) generated in the second quarter of 2025 was $209.6 million, and net income for the second quarter was $130.7 million or $0.44 per diluted share. The net income in the quarter included a pre-tax $231.6 million unrealized gain on hedging contracts held for price risk management resulting from the change in future natural gas prices since the first quarter of 2025. Excluding this item, adjusted net income for the second quarter of 2025 was $40.0 million, or $0.13 per diluted share.

Comstock’s production cost per Mcfe in the second quarter averaged $0.80 per Mcfe, which was comprised of $0.37 for gathering and transportation costs, $0.28 for lease operating costs, $0.09 for production and other taxes and $0.06 for cash general and administrative expenses. Comstock’s unhedged operating margin was 73% in the second quarter of 2025 and 74% after hedging.

Financial Results for the Six Months Ended June 30, 2025

For the six months ended June 30, 2025, Comstock realized $3.31 per Mcf before hedging and $3.29 per Mcf after hedging for its natural gas production of 227 Bcf. Natural gas and oil sales for the six months ended June 30, 2025 totaled $749.3 million (including realized hedging losses of $3.7 million). Operating cash flow (excluding changes in working capital) generated during the first six months of 2025 was $448.6 million, and net income was $15.3 million or $0.05 per diluted share. Net income during the first six months of 2025 included a pre-tax $90.8 million unrealized loss on hedging contracts held for risk management. Excluding this item and exploration expense, adjusted net income for the six months ended June 30, 2025 was $93.9 million or $0.32 per diluted share.

Comstock’s production cost per Mcfe during the six months ended June 30, 2025 averaged $0.82 per Mcfe, which was comprised of $0.37 for gathering and transportation costs, $0.29 for lease operating costs, $0.10 for production and other taxes and $0.06 for cash general and administrative expenses. Comstock’s unhedged and hedged operating margin was 75% during the first six months of 2025.

Drilling Results

Comstock drilled twelve (10.6 net) operated horizontal Haynesville/Bossier shale wells in the second quarter of 2025, which had an average lateral length of 10,388 feet. Comstock turned thirteen (12.0 net) operated wells to sales in the second quarter of 2025.

Since its last operational update in May 2025, Comstock has turned twelve (11.0 net) operated Haynesville/Bossier shale wells to sales. These wells had initial production rates that averaged 29 MMcf per day. The completed lateral length of these wells averaged 10,939 feet. Included in the wells turned to sales were four more successful Western Haynesville wells:

Well	Vertical Depth (feet)	Completed Lateral (feet)	Initial Production Rate (MMcf per day)

Menn PB #1	16,262	10,926	38
Jennings Loehr #1	15,582	12,106	34
Jennings FSRA #1	14,760	12,045	28
Bell Meyer #1	18,762	9,100	41

Other

Comstock and NextEra Energy Resources, LLC, a unit of NextEra Energy, Inc. (NYSE: NEE) are collaborating to explore the potential development of power generation assets near Comstock’s growing Western Haynesville area. The joint project will look to integrate Comstock’s growing natural gas supply and its natural gas gathering and processing and pipeline assets in its Western Haynesville area to support reliable energy solutions to potential data center customers.

Earnings Call Information

Comstock has planned a conference call for 10:00 a.m. Central Time on July 31, 2025, to discuss the second quarter 2025 operational and financial results. Investors wishing to listen should visit the Company’s website at www.comstockresources.com for a live webcast. Investors wishing to participate in the conference call telephonically will need to register at:
https://register-conf.media-server.com/register/BI4a6aefc65c284c6190c230cdebdf9088.
Upon registering to participate in the conference call, participants will receive the dial-in number and a personal PIN number to access the conference call. On the day of the call, please dial in at least 15 minutes in advance to ensure a timely connection to the call. The conference call will also be broadcast live in listen-only mode and can be accessed via the website URL: https://edge.media-server.com/mmc/p/537xytab.

If you are unable to participate in the original conference call, a web replay will be available for twelve months beginning at 1:00 p.m. CT on July 31, 2025. The replay of the conference can be accessed using the webcast link: https://edge.media-server.com/mmc/p/537xytab.

This press release may contain “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on management’s current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein. Although the Company believes the expectations in such statements to be reasonable, there can be no assurance that such expectations will prove to be correct. Information concerning the assumptions, uncertainties and risks that may affect the actual results can be found in the Company’s filings with the Securities and Exchange Commission (“SEC”) available on the Company’s website or the SEC’s website at sec.gov.

Comstock Resources, Inc. is a leading independent natural gas producer with operations focused on the development of the Haynesville shale in North Louisiana and East Texas. The Company’s stock is traded on the NYSE and the NYSE Texas under the symbol CRK.

COMSTOCK RESOURCES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Revenues:
Natural gas sales	$	339,225		$	216,527		$	751,511		$	503,610
Oil sales		741			1,074			1,443			1,950
Total natural gas and oil sales		339,966			217,601			752,954			505,560
Gas services		130,296			29,229			230,162			77,042
Total revenues		470,262			246,830			983,116			582,602
Operating expenses:
Production and ad valorem taxes		10,555			19,244			21,734			37,152
Gathering and transportation		41,759			49,361			84,376			96,460
Lease operating		31,109			34,805			66,109			69,877
Exploration		—			—			2,150			—
Depreciation, depletion and amortization		158,379			194,242			326,270			384,931
Gas services		126,714			31,494			243,483			80,174
General and administrative		12,300			10,177			23,380			19,348
Total operating expenses		380,816			339,323			767,502			687,942
Operating income (loss)		89,446			(92,493	)		215,614			(105,340	)
Other income (expenses):
Gain (loss) from derivative financial instruments		235,847			(25,252	)		(94,492	)		14,055
Other income		2,100			322			2,439			653
Interest expense		(55,178	)		(51,932	)		(110,015	)		(101,489	)
Total other income (expenses)		182,769			(76,862	)		(202,068	)		(86,781	)
Income (loss) before income taxes		272,215			(169,355	)		13,546			(192,121	)
(Provision for) benefit from income taxes		(141,487	)		46,106			1,789			54,398
Net income (loss)		130,728			(123,249	)		15,335			(137,723	)
Net income attributable to noncontrolling interest		(5,886	)		(3,061	)		(11,771	)		(4,908	)
Net income (loss) available to the Company	$	124,842		$	(126,310	)	$	3,564		$	(142,631	)

Net income (loss) per share
Basic	$	0.45		$	(0.43	)	$	0.05		$	(0.49	)
Diluted	$	0.44		$	(0.43	)	$	0.05		$	(0.49	)
Weighted average shares outstanding:
Basic		290,604			289,670			290,455			283,816
Diluted		294,247			289,670			294,026			283,816

COMSTOCK RESOURCES, INC.
OPERATING RESULTS
(In thousands, except per unit amounts)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Natural gas production (MMcf)		112,164			130,861			227,193			270,304
Oil production (Mbbls)		13			15			23			27
Total production (MMcfe)		112,238			130,949			227,329			270,464

Natural gas sales	$	339,225		$	216,527		$	751,511		$	503,610
Natural gas hedging settlements ⁽¹⁾		4,286			60,552			(3,673	)		108,547
Total natural gas including hedging		343,511			277,079			747,838			612,157
Oil sales		741			1,074			1,443			1,950
Total natural gas and oil sales including hedging	$	344,252		$	278,153		$	749,281		$	614,107

Average natural gas price (per Mcf)	$	3.02		$	1.65		$	3.31		$	1.86
Average natural gas price including hedging (per Mcf)	$	3.06		$	2.12		$	3.29		$	2.26
Average oil price (per barrel)	$	57.00		$	71.60		$	62.74		$	72.22
Average price (per Mcfe)	$	3.03		$	1.66		$	3.31		$	1.87
Average price including hedging (per Mcfe)	$	3.07		$	2.12		$	3.30		$	2.27

Production and ad valorem taxes	$	10,555		$	19,244		$	21,734		$	37,152
Gathering and transportation		41,759			49,361			84,376			96,460
Lease operating		31,109			34,805			66,109			69,877
Cash general and administrative ⁽²⁾		6,771			6,095			13,411			11,850
Total production costs	$	90,194		$	109,505		$	185,630		$	215,339

Production and ad valorem taxes (per Mcfe)	$	0.09		$	0.14		$	0.10		$	0.13
Gathering and transportation (per Mcfe)		0.37			0.38			0.37			0.36
Lease operating (per Mcfe)		0.28			0.27			0.29			0.26
Cash general and administrative (per Mcfe)		0.06			0.05			0.06			0.04
Total production costs (per Mcfe)	$	0.80		$	0.84		$	0.82		$	0.79

Unhedged operating margin		73	%		50	%		75	%		57	%
Hedged operating margin		74	%		61	%		75	%		65	%

Gas services revenue	$	130,296		$	29,229		$	230,162		$	77,042
Gas services expenses		126,714			31,494			243,483			80,174
Gas services margin	$	3,582		$	(2,265	)	$	(13,321	)	$	(3,132	)

Natural Gas and Oil Capital Expenditures:
Unproved property acquisitions	$	9,932		$	9,694		$	19,616		$	79,138
Total natural gas and oil properties acquisitions	$	9,932		$	9,694		$	19,616		$	79,138
Exploration and Development:
Development leasehold	$	5,295		$	2,592		$	8,851		$	6,530
Exploratory drilling and completion		130,997			52,392			231,104			158,848
Development drilling and completion		123,991			151,350			269,569			297,143
Other development costs		7,919			14,685			8,434			14,722
Total exploration and development capital expenditures	$	268,202		$	221,019		$	517,958		$	477,243

(1) Included in gain (loss) from derivative financial instruments in operating results.

(2) Excludes stock-based compensation.

COMSTOCK RESOURCES, INC.
NON-GAAP FINANCIAL MEASURES
(In thousands, except per share amounts)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
ADJUSTED NET INCOME (LOSS):
Net income (loss)	$	130,728		$	(123,249	)	$	15,335		$	(137,723	)
Unrealized (gain) loss from derivative financial instruments		(231,561	)		85,804			90,819			94,492
Exploration expense		—			—			2,150			—
Adjustment to income taxes		140,873			(20,769	)		(14,419	)		(23,521	)
Adjusted net income (loss) ⁽¹⁾	$	40,040		$	(58,214	)	$	93,885		$	(66,752	)

Adjusted net income (loss) per share ⁽²⁾	$	0.13		$	(0.20	)	$	0.32		$	(0.24	)
Diluted shares outstanding		294,247			289,670			294,026			283,816


ADJUSTED EBITDAX:
Net income (loss)	$	130,728		$	(123,249	)	$	15,335		$	(137,723	)
Interest expense		55,178			51,932			110,015			101,489
Income taxes		141,487			(46,106	)		(1,789	)		(54,398	)
Depreciation, depletion, and amortization		158,379			194,242			326,270			384,931
Exploration		—			—			2,150			—
Unrealized (gain) loss from derivative financial instruments		(231,561	)		85,804			90,819			94,492
Stock-based compensation		5,529			4,082			9,971			7,497
Total Adjusted EBITDAX ⁽³⁾	$	259,740		$	166,705		$	552,771		$	396,288

(1) Adjusted net income (loss) is presented because of its acceptance by investors and by Comstock management as an indicator of the Company’s profitability excluding non-cash unrealized gains and losses on derivative financial instruments, exploration expense and other unusual items.

(2) Adjusted net income (loss) per share is calculated to include the dilutive effects of unvested restricted stock pursuant to the two-class method and performance stock units pursuant to the treasury stock method.

(3) Adjusted EBITDAX is presented in the earnings release because management believes that adjusted EBITDAX, which represents Comstock’s results from operations before interest, income taxes, and certain non-cash items, including depreciation, depletion and amortization, unrealized gains and losses on derivative financial instruments and exploration expense, is a common alternative measure of operating performance used by certain investors and financial analysts.

COMSTOCK RESOURCES, INC.
NON-GAAP FINANCIAL MEASURES
(In thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025		2024
OPERATING CASH FLOW ⁽¹⁾:
Net income (loss)	$	130,728		$	(123,249	)	$	15,335	$	(137,723	)
Reconciling items:
Unrealized (gain) loss from derivative financial instruments		(231,561	)		85,804			90,819		94,492
Deferred income taxes		143,586			(46,144	)		310		(54,431	)
Depreciation, depletion and amortization		158,379			194,242			326,270		384,931
Amortization of debt discount and issuance costs		2,975			3,399			5,919		5,383
Stock-based compensation		5,529			4,082			9,971		7,497
Operating cash flow	$	209,636		$	118,134		$	448,624	$	300,149
(Increase) decrease in accounts receivable		34,978			(23,187	)		1,318		76,231
(Increase) decrease in other current assets		25,322			(730	)		25,881		4,846
Increase (decrease) in accounts payable and accrued expenses		77,628			(10,642	)		46,487		(126,112	)
Net cash provided by operating activities	$	347,564		$	83,575		$	522,310	$	255,114

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
FREE CASH FLOW (DEFICIT)⁽²⁾:
Operating cash flow	$	209,636		$	118,134		$	448,624		$	300,149
Less:
Exploration and development capital expenditures		(268,202	)		(221,019	)		(517,958	)		(477,243	)
Midstream capital expenditures		(54,272	)		(11,190	)		(102,940	)		(16,488	)
Other capital reimbursements (expenditures)		848			(942	)		762			(971	)
Contributions from midstream partner		33,000			11,000			92,500			17,000
Free cash deficit from operations	$	(78,990	)	$	(104,017	)	$	(79,012	)	$	(177,553	)
Acquisitions		(9,932	)		(9,694	)		(19,616	)		(79,138	)
Free cash deficit after acquisitions	$	(88,922	)	$	(113,711	)	$	(98,628	)	$	(256,691	)

(1) Operating cash flow is presented in the earnings release because management believes it to be useful to investors as a common alternative measure of cash flows which excludes changes to other working capital accounts.

(2) Free cash deficit from operations and free cash deficit after acquisitions are presented in the earnings release because management believes them to be useful indicators of the Company’s ability to internally fund acquisitions and debt maturities after exploration and development capital expenditures, midstream and other capital expenditures, contributions from its midstream partner, proved and unproved property acquisitions, and proceeds from divestiture of natural gas and oil properties.

COMSTOCK RESOURCES, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands)

	June 30, 2025		December 31, 2024
ASSETS
Cash and cash equivalents	$	25,859	$	6,799
Accounts receivable		173,528		174,846
Derivative financial instruments		136		4,865
Other current assets		69,456		97,524
Total current assets		268,979		284,034
Property and equipment, net		6,002,010		5,688,389
Goodwill		335,897		335,897
Operating lease right-of-use assets		87,838		73,777
Derivative financial instruments		139		—
	$	6,694,863	$	6,382,097

LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable	$	460,062	$	421,814
Accrued costs		151,798		146,173
Operating leases		48,378		35,927
Derivative financial instruments		87,909		8,940
Total current liabilities		748,147		612,854
Long-term debt		3,018,009		2,952,090
Deferred income taxes		345,426		345,116
Derivative financial instruments		74,017		66,757
Long-term operating leases		39,389		37,740
Asset retirement obligation		35,008		33,996
Total liabilities		4,259,996		4,048,553
Stockholders’ Equity:
Common stock		146,535		146,130
Additional paid-in capital		1,364,857		1,366,274
Accumulated earnings		732,183		728,619
Total stockholders’ equity attributable to Comstock		2,243,575		2,241,023
Noncontrolling interest		191,292		92,521
Total stockholders’ equity		2,434,867		2,333,544
	$	6,694,863	$	6,382,097

The MIL Network –

July 31, 2025

MIL-OSI: Employers Holdings, Inc. Reports Second Quarter 2025 Results and Declares Regular Quarterly Dividend of $0.32 per Share

Source: GlobeNewswire (MIL-OSI)

RENO, Nev., July 30, 2025 (GLOBE NEWSWIRE) — Employers Holdings, Inc. (the “Company”) (NYSE:EIG), a holding company with subsidiaries that are specialty providers of workers’ compensation insurance and services focused on small and mid-sized businesses engaged in low-to-medium hazard industries, today reported financial results for its second quarter ended June 30, 2025.

Financial Highlights:

(All comparisons vs. the second quarter of 2024).

Net income per diluted share decreased by 2%, from $1.25 to $1.23;
Adjusted net income per diluted share decreased 56%, from $1.10 to $0.48;
Gross premiums written decreased 2%, from $207.9 million to $203.3 million;
Net premiums earned increased 6%, from $187.8 million to $198.3 million;
Loss and loss adjustment expenses ratio increased from 57.9% to 70.7%;
Commission expense ratio improved from 13.9% to 13.2%;
Underwriting expense ratio improved from 22.4% to 21.7%;
GAAP combined ratio increased from 94.2% (95.4% excluding LPT) to 105.6% (106.4% excluding LPT);
Net investment income increased 1%, from $26.9 million to $27.1 million;
Net realized and unrealized gains on investments increased from $2.2 million to $20.9 million;
Record number of ending policies in-force of 134,421, a 5% increase; and
Returned $31.4 million to stockholders through a combination of share repurchases and regular quarterly dividends.

Management Commentary

Chief Executive Officer Katherine Antonello commented: “Second quarter gross premiums written decreased slightly, with growth in smaller policy size bands offset by decreases within the middle market. Our focus on profitability over growth led to targeted underwriting actions and improved risk selection which impacted our ability and desire to grow at the same pace in certain classes and jurisdictions. Despite the reduction in gross premiums written, net premiums earned increased by 6%, and we ended the period with another record number of policies in-force, which were up 5% year-over-year.

In response to the rapid rise in cumulative trauma claims in California, we increased the accident year 2025 loss and LAE ratio on voluntary business from 66.0% in the first quarter to 69.0%. As a result of this increased loss activity, we reallocated observed favorable reserve development from accident years 2020 and prior to more recent accident years, which resulted in no net prior loss reserve development from our voluntary business during the quarter. We took this action to reflect the increased frequency of cumulative trauma claims we are experiencing in the more recent accident years and the level of uncertainty around this new trend. We intend to perform a full actuarial study in the third quarter.

Our commission expense ratio was 13.2%, versus 13.9% a year ago, driven by lower new business premiums. While our underwriting expenses increased slightly, our underwriting expense ratio decreased to 21.7% from 22.4% a year ago. We continue to find ways to reduce expenses by automating processes, delivering customer self-service capabilities, and utilizing artificial intelligence.

Lastly, we declared a regular quarterly dividend of $0.32 per share and continue to see attractive opportunities to return capital to our shareholders via share repurchases. These actions reflect our strong balance sheet, abundant underwriting capital, and the confidence in the Company’s future operations.”

Summary of Second Quarter 2025 Results

(All comparisons vs. the second quarter of 2024, unless otherwise noted).

Gross premiums written were $203.3 million, a decrease of 2%. The decrease was primarily driven by reductions in new business in the middle market. Net premiums earned were $198.3 million, an increase of 6%.

Losses and loss adjustment expenses were $140.1 million, an increase of 29%. The increase was primarily due to a higher current accident year loss and loss adjustment expense ratio of 69% and the absence of favorable prior accident year loss reserve development during the quarter. In addition, $5.5 million of loss and loss adjustment expense was recognized to increase the 2025 first quarter estimate, resulting in the calendar year loss and loss adjustment expense ratio of 70.7% (71.5% excluding LPT), versus 57.9% (59.1% excluding LPT).

Commission expense was flat at $26.1 million. The Company’s commission expense ratio was 13.2%, versus 13.9% a year ago. The decrease in the ratio was primarily related to lower agency incentive accruals, the increase in net premiums earned, and an increase in the proportion of renewal premiums, which are typically subject to a lower commission rate.

Underwriting expenses were $43.1 million, an increase of 2%. The Company’s underwriting expense ratio was 21.7%, versus 22.4% a year ago. Our increase in underwriting expenses was primarily related to a reduced internal allocation of underwriting expenses to loss adjustment expenses due to a refinement in assumptions. Excluding this allocation, underwriting expenses decreased by $3.0 million primarily driven by lower compensation-related expenses and depreciation and amortization costs offset by higher bad debt expense. Increased net earned premiums contributed to the lower underwriting expense ratio.

Net investment income was $27.1 million, an increase of 1%. The increase was primarily due to higher book yields on our fixed maturity securities.

Net realized and unrealized gains on investments reflected on the income statement were $20.9 million, versus $2.2 million. The increase is primarily attributable to increases in the fair value of the Company’s equity securities holdings.

Income tax expense was $7.3 million (19.7% effective rate), versus $8.3 million (20.8% effective rate). The effective rates during each of the periods included income tax benefits and exclusions associated with tax-advantaged investment income, LPT adjustments, deferred gain amortization and related adjustments, and tax credits utilized.

The Company’s book value per share including the deferred gain and computed after considering dividends declared was $49.44, an increase of 12.8% year-over-year and 3.1% for the second quarter of 2025. During the second quarter, this measure was favorably impacted by $7.4 million of after-tax unrealized gains arising from fixed maturity securities (which are reflected on the balance sheet) and $16.6 million of net after-tax unrealized gains arising from equity securities and other investments (which are reflected on the income statement). The Company’s adjusted book value per share computed after considering dividends declared of $51.68 increased by 8.2% year-over-year and 2.5% during the second quarter of 2025.

Third Quarter 2025 Dividend Declaration

On July 30, 2025, the Company’s Board of Directors declared a regular quarterly dividend of $0.32. The dividend is payable on August 27, 2025 to stockholders of record as of August 13, 2025.

Stock Repurchases

During the second quarter of 2025, the Company repurchased 482,000 shares of its common stock at an average price of $48.08 per share. During the period from July 1, 2025 through July 29, 2025, the Company repurchased a further 229,363 shares of its common stock at an average price of $46.44 per share. The Company currently has a remaining share repurchase authorization of $99.4 million.

Earnings Conference Call and Webcast

The Company will host a conference call on Thursday, July 31, 2025 at 11:00 a.m. Eastern Daylight Time / 8:00 a.m. Pacific Daylight Time.

To participate in the live conference call, you must first register here. Once registered you will receive dial-in numbers and a unique PIN number.

The webcast will be accessible on the Company’s website at www.employers.com through the “Investors” link.

Reconciliation of Non-GAAP Financial Measures to GAAP

The information in this press release should be read in conjunction with the Financial Supplement that is attached to this press release and available on our website.

Within this earnings release we present various financial measures, some of which are “non-GAAP financial measures” as defined in Regulation G pursuant to Section 401 of the Sarbanes – Oxley Act of 2002. A description of these non-GAAP financial measures, as well as a reconciliation of such non-GAAP measures to our most directly comparable GAAP financial measures is included in the attached Financial Supplement. Management believes that these non-GAAP measures are important to the Company’s investors, analysts and other interested parties who benefit from having an objective and consistent basis for comparison with other companies within our industry. Management further believes that these measures are more relevant than comparable GAAP measures in evaluating our financial performance.

Forward-Looking Statements

In this press release, the Company and its management discuss and make statements based on currently available information regarding their intentions, beliefs, current expectations, and projections of, among other things, the Company’s future performance, economic or market conditions, including current or future levels of inflation, potential implications of increased tariffs, changes in interest rates, labor market expectations, catastrophic events or geo-political conditions, legislative or regulatory actions or court decisions, business growth, retention rates, loss costs, claim trends and the impact of key business initiatives, future technologies and planned investments. Certain of these statements may constitute “forward-looking” statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts and are often identified by words such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “target,” “project,” “intend,” “believe,” “estimate,” “predict,” “potential,” “pro forma,” “seek,” “likely,” or “continue,” or other comparable terminology and their negatives. The Company and its management caution investors that such forward-looking statements are not guarantees of future performance. Risks and uncertainties are inherent in the Company’s future performance. Factors that could cause the Company’s actual results to differ materially from those indicated by such forward-looking statements include, among other things, those discussed or identified from time to time in the Company’s public filings with the Securities and Exchange Commission (SEC), including the risks detailed in the Company’s Quarterly Reports on Form 10-Q and the Company’s Annual Reports on Form 10-K. Except as required by applicable securities laws, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Filings with the SEC

The Company’s filings with the SEC and its quarterly investor presentations can be accessed through the “Investors” link on the Company’s website, www.employers.com. The Company’s filings with the SEC can also be accessed through the SEC’s EDGAR Database at www.sec.gov (EDGAR CIK No. 0001379041).

About Employers Holdings, Inc.

Employers Holdings, Inc. (NYSE: EIG), is a holding company with subsidiaries that are specialty providers of workers’ compensation insurance and services (collectively “EMPLOYERS®”) focused on small and mid-sized businesses engaged in low-to-medium hazard industries. EMPLOYERS leverages over a century of experience to deliver comprehensive coverage solutions that meet the unique needs of its customers. Drawing from its long history and extensive knowledge, EMPLOYERS empowers businesses by protecting their most valuable asset – their employees – through exceptional claims management, loss control, and risk management services, creating safer work environments.

EMPLOYERS is also proud to offer Cerity®, which is focused on providing digital-first, direct-to-consumer workers’ compensation insurance solutions with fast, and affordable coverage options through a user-friendly online platform.

EMPLOYERS operates throughout the United States, apart from four states that are served exclusively by their state funds. Insurance is offered through Employers Insurance Company of Nevada, Employers Compensation Insurance Company, Employers Preferred Insurance Company, Employers Assurance Company and Cerity Insurance Company, all rated A (Excellent) by AM Best. Not all companies do business in all jurisdictions. EIG Services, Inc., and Cerity Services, Inc., are subsidiaries of Employers Holdings, Inc. EMPLOYERS® is a registered trademark of EIG Services, Inc., and Cerity® is a registered trademark of Cerity Services, Inc. For more information, please visit www.employers.com and www.cerity.com.

Contact Information

Michael Pedraja (775) 327-2706 or mpedraja@employers.com

EMPLOYERS HOLDINGS, INC.
Table of Contents

	Page

	1		Consolidated Financial Highlights

	2		Summary Consolidated Balance Sheets

	3		Summary Consolidated Income Statements

	4		Return on Equity

	5		Combined Ratios

	6		Roll-forward of Unpaid Losses and LAE

	7		Consolidated Investment Portfolio

	8		Book Value Per Share

	9		Earnings Per Share

	10		Non-GAAP Financial Measures

EMPLOYERS HOLDINGS, INC. Consolidated Financial Highlights (unaudited) $ in millions, except per share amounts

	Three Months Ended									Six Months Ended
	June 30,									June 30,
		2025			2024		% change				2025			2024		% change
*Selected financial highlights:*
Gross premiums written	$	203.3		$	207.9		(2	)	%	$	415.4		$	418.7		(1	)	%
Net premiums written		201.5			206.1		(2	)			411.8			415.2		(1	)
Net premiums earned		198.3			187.8		6				381.3			372.6		2
Net investment income		27.1			26.9		1				59.2			53.8		10
Net income excluding LPT⁽¹⁾		28.0			29.6		(5	)			39.2			55.8		(30	)
Adjusted net income⁽¹⁾		11.5			27.9		(59	)			32.8			45.1		(27	)
Net Income before income taxes		37.0			40.0		(8	)			52.9			75.3		(30	)
Net Income		29.7			31.7		(6	)			42.5			60.0		(29	)
Comprehensive income		37.2			29.6		26				71.8			47.0		53
Total assets											3,543.3			3,550.0		—
Stockholders’ equity											1,083.1			1,022.9		6
Stockholders’ equity including the Deferred Gain⁽²⁾											1,173.8			1,118.2		5
Adjusted stockholders’ equity⁽²⁾											1,227.0			1,217.2		1
Annualized adjusted return on stockholders’ equity⁽³⁾		3.7	%		9.2	%	(60	)	%		5.3	%		7.5	%	(29	)	%
*Amounts per share:*
Cash dividends declared per share	$	0.32		$	0.30		7		%	$	0.62		$	0.58		7		%
Earnings per diluted share⁽⁴⁾		1.23			1.25		(2	)			1.74			2.36		(26	)
Earnings per diluted share excluding LPT⁽⁴⁾		1.16			1.17		(1	)			1.61			2.19		(26	)
Adjusted earnings per diluted share⁽⁴⁾		0.48			1.10		(56	)			1.35			1.77		(24	)
Book value per share⁽²⁾											45.62			41.09		11
Book value per share including the Deferred Gain⁽²⁾											49.44			44.91		10
Adjusted book value per share⁽²⁾											51.68			48.89		6
Combined ratio excluding LPT:⁽⁵⁾:
Loss and loss adjustment expense ratio:
Current Year		71.4	%		63.9	%					68.8	%		64.1	%
Prior Year		0.1			(4.8	)					0.5			(2.5	)
Loss and loss adjustment expense ratio		71.5	%		59.1	%					69.3	%		61.6	%
Commission expense ratio		13.2	%		13.9	%					12.9	%		13.7	%
Underwriting expense ratio		21.7	%		22.4	%					22.6	%		23.7	%
Combined ratio excluding LPT		106.4	%		95.4	%					104.8	%		99.0	%


(1) See Page 3 for calculations and Page 10 for information regarding our use of Non-GAAP Financial Measures.
(2) See Page 8 for calculations and Page 10 for information regarding our use of Non-GAAP Financial Measures.
(3) See Page 4 for calculations and Page 10 for information regarding our use of Non-GAAP Financial Measures.
(4) See Page 9 for description and calculations and Page 10 for information regarding our use of Non-GAAP Financial Measures.
(5) See Pages 5 for details and Page 10 for information regarding our use of Non-GAAP Financial Measures.

EMPLOYERS HOLDINGS, INC. Summary Consolidated Balance Sheets (unaudited) $ in millions, except per share amounts

	June 30, 2025			December 31, 2024
ASSETS
Investments, cash and cash equivalents	$	2,529.5		$	2,532.4
Accrued investment income		15.7			15.7
Premiums receivable, net		382.0			361.3
Reinsurance recoverable, net of allowance, on paid and unpaid losses and LAE		407.3			417.8
Deferred policy acquisition costs		64.0			59.6
Deferred income tax asset, net		29.4			38.3
Other assets		115.4			116.2
Total assets	$	3,543.3		$	3,541.3

LIABILITIES
Unpaid losses and LAE	$	1,786.8		$	1,808.2
Unearned premiums		429.6			402.2
Commissions and premium taxes payable		62.8			65.8
Deferred Gain		90.7			94.0
Other liabilities		90.3			102.4
Total liabilities	$	2,460.2		$	2,472.6

STOCKHOLDERS’ EQUITY
Common stock and additional paid-in capital	$	426.3		$	424.8
Retained earnings		1,500.2			1,472.9
Accumulated other comprehensive loss		(53.2	)		(82.5	)
Treasury stock, at cost		(790.2	)		(746.5	)
Total stockholders’ equity		1,083.1			1,068.7
Total liabilities and stockholders’ equity	$	3,543.3		$	3,541.3

Stockholders’ equity including the Deferred Gain ⁽¹⁾	$	1,173.8		$	1,162.7
Adjusted stockholders’ equity ⁽¹⁾		1,227.0			1,245.2
Book value per share ⁽¹⁾	$	45.62		$	43.52
Book value per share including the Deferred Gain⁽¹⁾		49.44			47.35
Adjusted book value per share ⁽¹⁾		51.68			50.71

(1) See Page 8 for calculations and Page 10 for information regarding our use of Non-GAAP Financial Measures.

EMPLOYERS HOLDINGS, INC. Summary Consolidated Income Statements (unaudited) $ in millions

	Three Months Ended						Six Months Ended
	June 30,						June 30,
		2025			2024			2025			2024
Revenues:
Net premiums earned	$	198.3		$	187.8		$	381.3		$	372.6
Net investment income		27.1			26.9			59.2			53.8
Net realized and unrealized gains on investments⁽¹⁾		20.9			2.2			8.1			13.6
Other income		—			0.1			0.3			0.1
Total revenues		246.3			217.0			448.9			440.1
Expenses:
Losses and LAE incurred		(140.1	)		(108.8	)		(260.8	)		(225.3	)
Commission expense		(26.1	)		(26.0	)		(49.1	)		(51.1	)
Underwriting expenses		(43.1	)		(42.2	)		(86.0	)		(88.4	)
Interest and financing expenses		—			—			(0.1	)		—
Total expenses		(209.3	)		(177.0	)		(396.0	)		(364.8	)
Net income before income taxes		37.0			40.0			52.9			75.3
Income tax expense		(7.3	)		(8.3	)		(10.4	)		(15.3	)
Net Income		29.7			31.7			42.5			60.0
Unrealized AFS investment gains (losses) arising during the period, net of tax⁽²⁾		7.4			(4.9	)		28.5			(16.5	)
Reclassification adjustment for net realized AFS investment losses in net income, net of tax⁽²⁾		0.1			2.8			0.8			3.5
Total comprehensive income	$	37.2		$	29.6		$	71.8		$	47.0
Net Income	$	29.7		$	31.7		$	42.5		$	60.0
Amortization of the Deferred Gain – losses		(1.7	)		(1.5	)		(3.3	)		(3.0	)
Amortization of the Deferred Gain – contingent commission		—			(0.4	)		—			(0.8	)
LPT contingent commission adjustments		—			(0.2	)		—			(0.4	)
Net income excluding LPT Agreement ⁽³⁾		28.0			29.6			39.2			55.8
Net realized and unrealized gains on investments		(20.9	)		(2.2	)		(8.1	)		(13.6	)
Income tax expense related to items excluded from Net income		4.4			0.5			1.7			2.9
Adjusted net income	$	11.5		$	27.9		$	32.8		$	45.1

(1) Includes unrealized gains on equity securities and other investments of $19.6 million and $2.0 million for the three months ended June 30, 2025 and 2024, respectively, and $7.9 million and $14.7 million for the six months ended June 30, 2025 and 2024, respectively.
(2) AFS = Available for Sale securities.
(3) See Page 10 regarding our use of Non-GAAP Financial Measures.

EMPLOYERS HOLDINGS, INC. Return on Equity (unaudited) $ in millions

		Three Months Ended						Six Months Ended
		June 30,						June 30,
			2025			2024			2025			2024

Net income	A	$	29.7		$	31.7		$	42.5		$	60.0
Impact of the LPT Agreement			(1.7	)		(2.1	)		(3.3	)		(4.2	)
Net realized and unrealized gains on investments			(20.9	)		(2.2	)		(8.1	)		(13.6	)
Income tax expense related to items excluded from Net income			4.4			0.5			1.7			2.9
Adjusted net income ⁽¹⁾	B		11.5			27.9			32.8			45.1

Stockholders’ equity – end of period		$	1,083.1		$	1,022.9		$	1,083.1		$	1,022.9
Stockholders’ equity – beginning of period			1,075.7			1,018.9			1,068.7			1,013.9
Average stockholders’ equity	C		1,079.4			1,020.9			1,075.9			1,018.4

Stockholders’ equity – end of period		$	1,083.1		$	1,022.9		$	1,083.1		$	1,022.9
Deferred Gain – end of period			90.7			95.3			90.7			95.3
Accumulated other comprehensive loss – end of period			67.3			125.3			67.3			125.3
Income taxes related to accumulated other comprehensive loss – end of period			(14.1	)		(26.3	)		(14.1	)		(26.3	)
Adjusted stockholders’ equity – end of period			1,227.0			1,217.2			1,227.0			1,217.2
Adjusted stockholders’ equity – beginning of period			1,228.8			1,213.0			1,245.2			1,199.1
Average adjusted stockholders’ equity ⁽¹⁾	D		1,227.9			1,215.1			1,236.1			1,208.2

Return on stockholders’ equity	A / C		2.8	%		3.1	%		4.0	%		5.9	%
Annualized return on stockholders’ equity			11.0			12.4			7.9			11.8

Adjusted return on stockholders’ equity ⁽¹⁾	B / D		0.9	%		2.3	%		2.7	%		3.7	%
Annualized adjusted return on stockholders’ equity ⁽¹⁾			3.7			9.2			5.3			7.5

(1) See Page 10 for information regarding our use of Non-GAAP Financial Measures.

EMPLOYERS HOLDINGS, INC. Combined Ratios (unaudited) $ in millions, except per share amounts

		Three Months Ended						Six Months Ended
		June 30,						June 30,
			2025			2024			2025			2024

Net premiums earned	A	$	198.3		$	187.8		$	381.3		$	372.6
Losses and LAE incurred	B		140.1			108.8			260.8			225.3
Amortization of deferred reinsurance gain – losses			1.7			1.5			3.3			3.0
Amortization of deferred reinsurance gain – contingent commission			—			0.4			—			0.8
LPT contingent commission adjustments			—			0.2			—			0.4
Losses and LAE excluding LPT⁽¹⁾	C	$	141.8		$	110.9			264.1			229.5
Prior year loss reserve development			0.3			(9.1	)		1.6			(9.2	)
Losses and LAE excluding LPT – current accident year	D	$	141.5		$	120.0		$	262.5		$	238.7
Commission expense	E	$	26.1		$	26.0		$	49.1		$	51.1
Underwriting expenses	F	$	43.1		$	42.2		$	86.0		$	88.4
GAAP combined ratio:
Loss and LAE ratio	B/A		70.7	%		57.9	%		68.4	%		60.5	%
Commission expense ratio	E/A		13.2			13.9			12.9			13.7
Underwriting expense ratio	F/A		21.7			22.4			22.6			23.7
GAAP combined ratio			105.6	%		94.2	%		103.9	%		97.9	%
Combined ratio excluding LPT:⁽¹⁾
Loss and LAE ratio excluding LPT	C/A		71.5	%		59.1	%		69.3	%		61.6	%
Commission expense ratio	E/A		13.2			13.9			12.9			13.7
Underwriting expense ratio	F/A		21.7			22.4			22.6			23.7
Combined ratio excluding LPT			106.4	%		95.4	%		104.8	%		99.0	%
Combined ratio excluding LPT: current accident year:⁽¹⁾
Loss and LAE ratio excluding LPT	D/A		71.4	%		63.9	%		68.8	%		64.1	%
Commission expense ratio	E/A		13.2			13.9			12.9			13.7
Underwriting expense ratio	F/A		21.7			22.4			22.6			23.7
Combined ratio excluding LPT: current accident year			106.3	%		100.2	%		104.3	%		101.5	%

(1) See Page 10 for information regarding our use of Non-GAAP Financial Measures.

EMPLOYERS HOLDINGS, INC. Roll-forward of Unpaid Losses and LAE (unaudited) $ in millions

	Three Months Ended					Six Months Ended
	June 30,					June 30,
		2025		2024			2025		2024

Unpaid losses and LAE at beginning of period	$	1,792.6	$	1,874.5		$	1,808.2	$	1,884.5
Reinsurance recoverable, excluding CECL allowance, on unpaid losses and LAE		407.1		424.0			412.4		428.4
Net unpaid losses and LAE at beginning of period		1,385.5		1,450.5			1,395.8		1,456.1
Losses and LAE incurred:
Current year losses		141.5		120.0			262.5		238.7
Prior year losses on voluntary business		—		(9.3	)		0.7		(9.3	)
Prior year losses on involuntary business		0.3		0.2			0.9		0.1
Total losses incurred		141.8		110.9			264.1		229.5
Losses and LAE paid:
Current year losses		26.0		24.1			34.0		30.9
Prior year losses		115.5		104.7			240.1		222.1
Total paid losses		141.5		128.8			274.1		253.0
Net unpaid losses and LAE at end of period		1,385.8		1,432.6			1,385.8		1,432.6
Reinsurance recoverable, excluding CECL allowance, on unpaid losses and LAE		401.0		418.3			401.0		418.3
Unpaid losses and LAE at end of period	$	1,786.8	$	1,850.9		$	1,786.8	$	1,850.9

Total losses and LAE shown in the above table exclude amortization of the Deferred Gain and LPT contingent commission adjustments, which totaled $1.7 million and $2.1 million for the three months ended June 30, 2025 and 2024, respectively, and $3.3 million and $4.2 million, for the six months ended June 30, 2025 and 2024, respectively.

EMPLOYERS HOLDINGS, INC. Consolidated Investment Portfolio (unaudited) $ in millions

	June 30, 2025									December 31, 2024
Investment Positions:	Cost or Amortized Cost ⁽¹⁾		Net Unrealized Gain (Loss)			Fair Value		%		Fair Value		%
Fixed maturity securities	$	2,145.5	$	(67.4	)	$	2,077.0	82	%	$	2,097.4	83	%
Equity securities		155.5		120.1			275.6	11			259.8	10
Short-term investments		9.0		—			9.0	—			0.1	—
Other invested assets		85.9		12.7			98.6	4			106.6	4
Cash and cash equivalents		69.1		—			69.1	3			68.3	3
Restricted cash and cash equivalents		0.2		—			0.2	—			0.2	—
Total investments and cash	$	2,465.2	$	65.4		$	2,529.5	100	%	$	2,532.4	100	%

Breakout of Fixed Maturity Securities:
U.S. Treasuries and agencies	$	68.0	$	(0.5	)	$	67.5	3	%	$	59.3	3	%
States and municipalities		169.9		(2.0	)		167.9	8			159.3	8
Corporate securities		822.2		(24.8	)		797.2	38			803.0	38
Mortgage-backed securities		713.5		(37.3	)		675.9	33			684.9	33
Asset-backed securities		195.9		(0.1	)		195.8	9			214.0	10
Collateralized loan obligations		26.0		(0.1	)		25.9	1			35.3	2
Bank loans and other		150.0		(2.6	)		146.8	7			141.6	7
Total fixed maturity securities	$	2,145.5	$	(67.4	)	$	2,077.0	100	%	$	2,097.4	100	%

Weighted average book yield	4.5%	4.5%
Average credit quality (S&P)	A+	A+
Duration⁽²⁾	4.3	4.5
(1) Amortized cost excludes allowance for current expected credit losses of $1.1 million
(2) Duration is measured by the sensitivity to changes in interest rates

EMPLOYERS HOLDINGS, INC. Book Value Per Share (unaudited) $ in millions, except per share amounts

		June 30, 2025			March 31, 2025			December 31, 2024			June 30, 2024
Numerators:
Stockholders’ equity	A	$	1,083.1		$	1,075.7		$	1,068.7		$	1,022.9
Plus: Deferred Gain			90.7			92.4			94.0			95.3
Stockholders’ equity including the Deferred Gain ⁽¹⁾	B		1,173.8			1,168.1			1,162.7			1,118.2
Accumulated other comprehensive loss			67.3			76.8			104.5			125.3
Income taxes related to accumulated other comprehensive loss			(14.1	)		(16.1	)		(22.0	)		(26.3	)
Adjusted stockholders’ equity ⁽¹⁾	C	$	1,227.0		$	1,228.8		$	1,245.2		$	1,217.2

Denominator (shares outstanding)	D		23,740,953			24,210,602			24,556,706			24,896,116

Book value per share ⁽¹⁾	A / D	$	45.62		$	44.43		$	43.52		$	41.09
Book value per share including the Deferred Gain⁽¹⁾	B / D		49.44			48.25			47.35			44.91
Adjusted book value per share ⁽¹⁾	C / D		51.68			50.75			50.71			48.89

Year-over-year change in: ⁽²⁾
Book value per share			14.0	%		13.5	%		11.9	%		15.7	%
Book value per share including the Deferred Gain			12.8			12.3			10.6			14.0
Adjusted book value per share			8.2			8.5			9.8			10.2

(1) See Page 10 for information regarding our use of Non-GAAP Financial Measures.
(2) Reflects the twelve month change in book value per share after taking into account dividends declared of $1.22, $1.20, $1.18 and $1.14 for the twelve month periods ended June 30, 2025, March 31, 2025, December 31, 2024 and June 30, 2024, respectively.

EMPLOYERS HOLDINGS, INC. Earnings Per Share (unaudited) $ in millions, except per share amounts

		Three Months Ended						Six Months Ended
		June 30,						June 30,
			2025			2024			2025			2024
Numerators:
Net income	A	$	29.7		$	31.7		$	42.5		$	60.0
Impact of the LPT Agreement			(1.7	)		(2.1	)		(3.3	)		(4.2	)
Net income excluding LPT ⁽¹⁾	B		28.0			29.6			39.2			55.8
Net realized and unrealized gains on investments			(20.9	)		(2.2	)		(8.1	)		(13.6	)
Income tax expense related to items excluded from Net income			4.4			0.5			1.7			2.9
Adjusted net income ⁽¹⁾	C	$	11.5		$	27.9		$	32.8		$	45.1

Denominators:
Average common shares outstanding (basic)	D		24,005,881			25,278,473			24,201,160			25,312,208
Average common shares outstanding (diluted)	E		24,136,221			25,363,941			24,370,311			25,449,957

Earnings per share:
Basic	A / D	$	1.24		$	1.25		$	1.76		$	2.37
Diluted	A / E		1.23			1.25			1.74			2.36

Earnings per share excluding LPT: ⁽¹⁾
Basic	B / D	$	1.17		$	1.17		$	1.62		$	2.20
Diluted	B / E		1.16			1.17			1.61			2.19

Adjusted earnings per share: ⁽¹⁾
Basic	C / D	$	0.48		$	1.10		$	1.36		$	1.78
Diluted	C / E		0.48			1.10			1.35			1.77

(1) See Page 10 for information regarding our use of Non-GAAP Financial Measures.

Non-GAAP Financial Measures

Within this earnings release we present the following measures, each of which are “non-GAAP financial measures.” A reconciliation of these measures to the Company’s most directly comparable GAAP financial measures is included herein. Management believes that these non-GAAP measures are important to the Company’s investors, analysts and other interested parties who benefit from having an objective and consistent basis for comparison with other companies within our industry. Management further believes that these measures are more relevant than comparable GAAP measures in evaluating our financial performance.

The LPT Agreement is a non-recurring transaction that no longer provides any ongoing cash benefits to the Company. Management believes that providing non-GAAP measures that exclude the effects of the LPT Agreement (amortization of deferred reinsurance gain, adjustments to LPT Agreement ceded reserves and adjustments to the contingent commission receivable) is useful in providing investors, analysts and other interested parties a meaningful understanding of the Company’s ongoing underwriting performance.

Deferred reinsurance gain (Deferred Gain) reflects the unamortized gain from the LPT Agreement. This gain has been deferred and is being amortized using the recovery method, whereby the amortization is determined by the proportion of actual reinsurance recoveries to total estimated recoveries, except for the contingent profit commission, which was amortized through June 30, 2024, the date of its final determination. Amortization is reflected in losses and LAE incurred.

Adjusted net income (see Page 3 for calculations) is net income excluding the effects of the LPT Agreement, and net realized and unrealized gains and losses on investments (net of tax), and any miscellaneous non-recurring transactions (net of tax). Management believes that providing this non-GAAP measures is helpful to investors, analysts and other interested parties in identifying trends in the Company’s operating performance because such items have limited significance to its ongoing operations or can be impacted by both discretionary and other economic factors and may not represent operating trends.

Stockholders’ equity including the Deferred Gain (see Page 8 for calculations) is stockholders’ equity including the Deferred Gain. Management believes that providing this non-GAAP measure is useful in providing investors, analysts and other interested parties a meaningful measure of the Company’s total underwriting capital.

Adjusted stockholders’ equity (see Page 8 for calculations) is stockholders’ equity including the Deferred Gain, less accumulated other comprehensive income (net of tax). Management believes that providing this non-GAAP measure is useful to investors, analysts and other interested parties since it serves as the denominator to the Company’s adjusted return on stockholders’ equity metric.

Return on stockholders’ equity and Adjusted return on stockholders’ equity (see Page 4 for calculations). Management believes that these profitability measures are widely used by our investors, analysts and other interested parties.

Book value per share, Book value per share including the Deferred Gain, and Adjusted book value per share (see Page 8 for calculations). Management believes that these valuation measures are widely used by our investors, analysts and other interested parties.

Net income excluding LPT (see Page 3 for calculations). Management believes that these performance and underwriting measures are widely used by our investors, analysts and other interested parties.

The MIL Network –

July 31, 2025

MIL-OSI: Pathfinder Bancorp, Inc. Announces Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

OSWEGO, N.Y., July 30, 2025 (GLOBE NEWSWIRE) — Pathfinder Bancorp, Inc. (“Pathfinder” or the “Company”) (NASDAQ: PBHC) announced its financial results for the second quarter ended June 30, 2025.

The holding company for Pathfinder Bank (“the Bank”) reported net income attributable to common shareholders of $31,000, or less than $0.01 per diluted share in the second quarter of 2025, compared to $3.0 million or $0.47 per diluted share in the first quarter of 2025 and $2.0 million or $0.32 per share in the second quarter of 2024.

Second Quarter 2025 Highlights and Key Developments

The Company continued to undertake proactive measures in the second quarter to mitigate credit risk and enhance asset quality metrics for the long term. These included the July 2025 sale of $9.3 million in nonperforming and classified loans associated with one local commercial relationship for a pre-tax loss of $3.1 million recorded as a second quarter 2025 lower of cost or market adjustment to loans held for sale (“LOCOM HFS adjustment”), representing $0.40 per diluted share net of tax, as well as $2.6 million in net charge offs (“NCOs”) that are reflected in provision expense of $1.2 million.
Nonperforming loans declined to $11.7 million at period end, improving by 11.7% during the second quarter and 52.3% from June 30, 2024. Nonperforming loans also declined to 1.28% of total loans at period end, improving from 1.45% on March 31, 2025 and 2.76% on June 30, 2024.
Total deposits were $1.22 billion at period end, compared to $1.26 billion on March 31, 2025 and $1.10 billion on June 30, 2024. During the second quarter of 2025, total balances declined on reductions in higher-cost time and money market accounts, as well as regular municipal deposit seasonality. Core deposits grew to 78.47% of total deposits at period end from 78.31% on March 31, 2025 and 67.98% on June 30, 2024.
Total loans were $909.7 million at period end, reflecting the move of $3.2 million in balances to held-for-sale status for the July 2025 sale of nonperforming and classified loans, compared to $912.2 million on March 31, 2025 and $888.3 million on June 30, 2024. Commercial loans grew to $549.1 million or 60.4% of total loans at period end, compared to $542.7 million on March 31, 2025 and $527.2 million on June 30, 2024.
Net interest income was $10.8 million and net interest margin (“NIM”) was 3.11% in the second quarter of 2025. Linked quarter results reflected 2024 interest recovered from loans removed from nonaccrual status and income from prepayment fees, adding approximately $347,000 to net interest income of $11.4 million and 10 basis points to NIM of 3.31%. Second quarter 2024 net interest income was $9.5 million and NIM was 2.78%.
The efficiency ratio was 65.66%, compared to 67.19% in the linked quarter and 74.36% in the year-ago period. The efficiency ratio, which is not a financial metric under generally accepted accounting principles (“GAAP”), is a measure that the Company believes is helpful to understanding its level of non-interest expense as a percentage of total revenue.
Pre-tax, pre-provision (“PTPP”) net income was $4.2 million, compared to $4.2 million in the linked quarter and $2.8 million in the year-ago period. PTPP net income, which is not a financial metric under GAAP, is a measure that the Company believes is helpful to understanding profitability without giving effect to income taxes and provision for credit losses.

“Pathfinder’s more exacting approach to proactive credit risk mitigation continues to be implemented, with measures taken to proactively address certain loans experiencing credit deterioration resulting in elevated charge offs and the sale of nonperforming and classified commercial loans associated with a single in-market commercial relationship,” said President and Chief Executive Officer James A. Dowd. “These steps were taken as part of our ongoing efforts to enhance Pathfinder’s asset quality and resilience over the long term.”

Dowd added, “Growing our Central New York core deposit franchise remains an ongoing area of focus, as it continues to serve as a valuable source of low-cost funding for local, relationship-based lending opportunities with small- and middle-market businesses and consumers in our attractive regional markets.”

Net Interest Income and Net Interest Margin
Second quarter 2025 net interest income was $10.8 million, a decrease of $597,000, or 5.2%, from the first quarter of 2025. The decrease from the linked quarter was due in part to approximately $347,000 of first quarter 2025 net interest income attributed to 2024 interest recovered from loans removed from nonaccrual status and income from prepayment fees.

A decrease in interest and dividend income of $259,000 from the linked quarter was attributed to average yield decreases of 22 basis points on loans, which benefited by 15 basis points from 2024 interest recovered from loans removed from nonaccrual status and income from prepayment fees in the first quarter of 2025. The interest and dividend income decrease was also attributed to 5 basis points on fed funds sold and interest-earning deposits, and 11 basis points on all interest-earning assets, partially offset by average yield increases on taxable and tax-exempt securities of 3 and 76 basis points, respectively. In addition, average loan balances declined by $4.9 million, while average balances of lower-yielding taxable securities increased by $18.5 million. The corresponding decrease in loan interest income and federal funds sold and interest-earning deposits was $566,000 and $21,000, respectively, partially offset by increases in taxable and tax-exempt securities income of $337,000 and $63,000, respectively. An increase in interest expense from the first quarter of 2025 of $338,000 was primarily attributed to a 5 basis point increase in the average cost of interest bearing deposits.

Net interest margin was 3.11% in the second quarter of 2025 compared to 3.31% in the first quarter 2025. The decrease of 20 basis points reflected lower average loan yields and higher average interest bearing deposit costs in the second quarter of 2025, as well as approximately 10 basis points of first quarter 2025 margin attributed to 2024 interest recovered from loans removed from nonaccrual status and income from prepayment fees.

Second quarter 2025 net interest income was $10.8 million, an increase of $1.3 million, or 14.1%, from the second quarter of 2024. An increase in interest and dividend income of $160,000 was primarily attributed to average yield increases of 11 basis points on loans and a $25.9 million increase in average loan balances. The corresponding increase in loan interest income was $617,000. A decrease in interest expense of $1.2 million was attributed to reductions in the average cost of interest bearing deposits and total interest-bearing liabilities of 40 basis points and 45 basis points, respectively, as well as reductions in brokered deposits and short-term borrowings expense associated with paydowns of brokered deposits and borrowings utilizing a portion of the low-cost liquidity provided by core deposit growth.

Net interest margin was 3.11% in the second quarter of 2025 compared to 2.78% in the second quarter of 2024. The increase of 33 basis points reflected higher average loan yields and lower average deposit and borrowing costs in the second quarter of 2025, as compared to the year-ago period.

Noninterest Income
Second quarter 2025 noninterest income includes the $3.1 million LOCOM HFS adjustment, with an after-tax effect of $2.5 million or $0.40 per diluted share. Nonperforming and classified loans associated with one local commercial relationship dating back to 2013, with an original principal balance of $9.3 million and a June 30, 2025 principal balance of $6.3 million were sold in July 2025 for $3.2 million to an undisclosed financial buyer.

Second quarter 2025 noninterest income totaled negative $1.5 million, reflecting the $3.1 million LOCOM HFS adjustment, and no longer includes contributions from the insurance agency business sold in October 2024. Noninterest income was $1.2 million in the linked quarter and $1.2 million, including $260,000 in insurance revenue, in the year-ago period.

Compared to the linked quarter, second quarter 2025 noninterest income reflected increases of $179,000 in debit card interchange fees and $6,000 in service charges on deposit accounts, as well as a decrease of $6,000 in earnings and gain on bank owned life insurance (“BOLI”). Compared to the linked quarter, second quarter 2025 noninterest income also reflected increases of $202,000 in net unrealized gains on marketable equity securities, as well as decreases of $8,000 in net realized losses on sales and redemptions of investment securities and $4,000 in loan servicing fees.

Compared to the year-ago period, second quarter 2025 noninterest income included increases of $50,000 in service charges on deposit accounts, as well as decreases of $11,000 in earnings and gain on BOLI, and $11,000 in debit card interchange fees. Compared to the year-ago period, second quarter 2025 noninterest income also reflected an increase of $559,000 in net unrealized gains on marketable equity securities, as well as decreases of $16,000 in net realized gains on sales and redemptions of investment securities and $15,000 in loan servicing fees.

Noninterest Expense
Noninterest expense totaled $8.1 million in the second quarter of 2025, including $595,000 in costs associated with the East Syracuse branch acquired in July 2024 and excluding costs for the insurance agency business sold in October 2024. Noninterest expense was $8.4 million in the linked quarter, including East Syracuse branch costs of $577,000, and $7.9 million in the year-ago period, including insurance agency costs of $232,000.

Salaries and benefits were $4.5 million in the second quarter of 2025, in line with the linked quarter and increased $126,000 from the year-ago period. The increase from the second quarter of 2024 was primarily attributed to the July 2024 East Syracuse Branch Acquisition, which had $116,000 of total salary and benefit expenses in the second quarter of 2025. Excluding the East Syracuse branch, salaries and benefits increased $10,000 from the year-ago period. This increase from the second quarter of 2024 was primarily attributed to a $183,000 increase in stock-based compensation, partially offset by a $106,000 decrease in employee benefits, a $51,000 decrease in salaries and benefits expenses, and a $16,000 decrease in director compensation.

Building and occupancy was $1.2 million in the second quarter of 2025, decreasing $117,000 from the linked quarter and increasing $316,000 from the year-ago quarter. The decrease from the linked quarter reflected lower costs associated with building maintenance primarily related to snow removal. The increase from the first quarter of last year was primarily due to ongoing facilities-related costs associated with operating the East Syracuse branch acquired in July 2024.

Data processing expense was $667,000 in the second quarter of 2025, in line with the linked quarter and increasing $117,000 from the year-ago period. The increase from the second quarter of 2024 was primarily attributed to the ongoing operations of the East Syracuse branch acquired in July 2024.

No FDIC assessment expense was recorded in the second quarter of 2025, due to modest over-accruals in prior periods, compared to $229,000 and $228,000 in the linked and year-ago periods, respectively. The Company anticipates more normalized FDIC assessments in the future and expects this expense to range between $220,000 to $230,000 per quarter in the second half of 2025.

Annualized noninterest expense represented 2.18% of average assets in the second quarter of 2025, compared to 2.33% and 2.19% in the linked and year-ago periods. The efficiency ratio was 65.66%, compared to 67.19% and 74.36% in the linked and year-ago periods, respectively. The efficiency ratio, which is not a financial metric under GAAP, is a measure that the Company believes is helpful to understanding its level of non-interest expense as a percentage of total revenue.

Net Income
For the second quarter of 2025, net income attributable to common shareholders was $31,000, or less than $0.01 per basic and diluted share. Linked quarter net income was $3.0 million, or $0.48 per basic share and $0.47 per diluted share. Second quarter 2024 net income totaled $2.0 million or $0.32 per basic and diluted share.

Statement of Financial Condition
As of June 30, 2025, the Company’s statement of financial condition reflects total assets of $1.51 billion, compared to $1.50 billion and $1.45 billion recorded on March 31, 2025 and June 30, 2024, respectively.

Loans totaled $909.7 million on June 30, 2025, after $3.2 million in balances were moved to held-for-sale status for the July 2025 sale of nonperforming and classified loans, resulting in a decrease of $2.4 million or 0.3% from March 31, 2025. Total loans increased $21.5 million or 2.4% from one year prior. Consumer and residential loans totaled $362.1 million, decreasing 2.4% during the second quarter and increasing 0.2% from one year prior. Commercial loans totaled $549.1 million, increasing 1.2% during the second quarter and 4.1% from one year prior, despite the recent loan sale.

With respect to liabilities, deposits totaled $1.22 billion on June 30, 2025, decreasing 3.4% on reductions in higher-cost time and money market accounts, as well as regular municipal deposit seasonality, during the second quarter and increasing 11.0% from one year prior.

Shareholders’ equity totaled $124.4 million on June 30, 2025, decreasing $483,000 or 0.4% in the second quarter and increasing $1.1 million or 0.9% from one year prior. The second quarter 2025 decrease primarily reflects a $599,000 decrease in retained earnings, a $426,000 decrease in accumulated other comprehensive loss (“AOCL”), and a $542,000 increase in additional paid in capital. Noncontrolling interest, previously included in equity on the Statements of Financial Condition, was eliminated in October 2024 upon the sale of the Company’s 51% insurance agency ownership interest.

Asset Quality
The Company’s asset quality metrics reflect ongoing efforts the Bank is undertaking as part of its commitment to continuously improve its credit risk management approach.

Nonperforming loans were $11.7 million, or 1.28% of total loans on June 30, 2025, compared to $13.2 million or 1.45% on March 31, 2025 and $24.5 million or 2.76% on June 30, 2024. Continued improvement in nonperforming loans in the second quarter of 2025 primarily resulted from the recent sale of loans associated with one local commercial relationship dating to 2013.

NCOs after recoveries were $2.6 million or an annualized 1.14% of average loans in the second quarter of 2025, with gross charge offs for consumer loans, purchased loan pools, and commercial loans, offsetting recoveries in each of these categories. NCOs were $340,000 or an annualized 0.15% of average loans in the linked quarter and $66,000 or 0.03% in the prior year period.

Provision for credit loss expense was $1.2 million in the second quarter of 2025 primarily reflecting NCOs in the period, partially offset by reductions related to quantitative and qualitative factors in the Company’s reserve model. The provision was $457,000 and $290,000 in the linked and year-ago quarters, respectively.

The Company believes it is sufficiently collateralized and reserved, with an Allowance for Credit Losses (“ACL”) of $16.0 million on June 30, 2025, compared to $17.4 million on March 31, 2025 and $16.9 million on June 30, 2024. As a percentage of total loans, ACL represented 1.76% on June 30, 2025, 1.91% on March 31, 2025, and 1.90% on June 30, 2024.

Liquidity
The Company has diligently ensured a strong liquidity profile as of June 30, 2025 to meet its ongoing financial obligations. The Bank’s liquidity management, as evaluated by its cash reserves and operational cash flows from loan repayments and investment securities, remains robust and is effectively managed by the institution’s leadership.

The Bank’s analysis indicates that expected cash inflows from loans and investment securities are more than sufficient to meet all projected financial obligations. Total deposits were $1.22 billion on June 30, 2025, compared to $1.26 billion on March 31, 2025 and $1.10 billion on June 30, 2024. Decreases in total deposits primarily reflect reductions in higher-cost time and money market accounts, as well as regular municipal deposit seasonality. Core deposits grew to 78.47% of total deposits on June 30, 2025, compared to 78.31% on March 31, 2025 and 67.98% on June 30, 2024. The Bank continues to implement strategic initiatives to enhance its core deposit franchise, including targeted marketing campaigns and customer engagement programs aimed at deepening banking relationships and enhancing deposit stability.

On June 30, 2025, Pathfinder Bancorp had an available additional funding capacity of $124.5 million with the Federal Home Loan Bank of New York, which complements its liquidity reserves. Moreover, the Bank maintains additional unused credit lines totaling $46.5 million, which provide a buffer for additional funding needs. These facilities, including access to the Federal Reserve’s Discount Window, are part of a comprehensive liquidity strategy that ensures flexibility and readiness to respond to any funding requirements.

Cash Dividend Declared
On June 30, 2025, Pathfinder’s Board of Directors declared a cash dividend of $0.10 per share for holders of both voting common and non-voting common stock.

In addition, this dividend also extends to the notional shares of the Company’s warrants. Shareholders registered by July 18, 2025 will be eligible for the dividend, which is scheduled for disbursement on August 8, 2025. This distribution aligns with Pathfinder Bancorp’s philosophy of consistent and reliable delivery of shareholder value.

Evaluating the Company’s market performance, the closing stock price as of June 30, 2025 stood at $15.34 per share. This positions the annualized dividend yield at 2.61%.

About Pathfinder Bancorp, Inc.
Pathfinder Bancorp, Inc. (NASDAQ: PBHC) is the bank holding company for Pathfinder Bank, which serves Central New York customers throughout Oswego, Syracuse, and their neighboring communities. Strategically located branches, as well as diversified consumer, mortgage, and commercial loan portfolios, reflect the state-chartered Bank’s commitment to in-market relationships and local customer service. The Company also offers investment services to individuals and businesses. More information is available at pathfinderbank.com and ir.pathfinderbank.com.

Forward-Looking Statements
Certain statements contained herein are “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are generally identified by use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project” or similar expressions, or future or conditional verbs, such as “will,” “would,” “should,” “could,” or “may.” These forward-looking statements are based on current beliefs and expectations of the Company’s and the Bank’s management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s and the Bank’s control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ materially from those set forth in the forward-looking statements as a result of numerous factors. Factors that could cause such differences to exist include, but are not limited to: risks related to the real estate and economic environment, particularly in the market areas in which the Company and the Bank operate; fiscal and monetary policies of the U.S. Government; inflation; changes in government regulations affecting financial institutions, including regulatory compliance costs and capital requirements; fluctuations in the adequacy of the allowance for credit losses; decreases in deposit levels necessitating increased borrowing to fund loans and investments; operational risks including, but not limited to, cybersecurity, fraud and natural disasters; the risk that the Company may not be successful in the implementation of its business strategy; changes in prevailing interest rates; credit risk management; asset-liability management; and other risks described in the Company’s filings with the Securities and Exchange Commission, which are available at the SEC’s website, www.sec.gov.

This release contains non-GAAP financial measures. For purposes of Regulation G, a non-GAAP financial measure is a numerical measure of a registrant’s historical or future financial performance, financial position, or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet, or statement of cash flows (or equivalent statements) of the registrant; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. In this regard, GAAP refers to generally accepted accounting principles in the United States. Pursuant to the requirements of Regulation G, the Company has provided reconciliations within the release of the non-GAAP financial measures to the most directly comparable GAAP financial measure.

PATHFINDER BANCORP, INC.
Selected Financial Information (Unaudited)
(Amounts in thousands, except per share amounts)

	2025						2024
SELECTED BALANCE SHEET DATA:	June 30,			March 31,			December 31,			September 30,			June 30,
ASSETS:
Cash and due from banks	$	16,183		$	18,606		$	13,963		$	18,923		$	12,022
Interest-earning deposits		15,292			32,862			17,609			16,401			19,797
Total cash and cash equivalents		31,475			51,468			31,572			35,324			31,819
Available-for-sale securities, at fair value		300,951			284,051			269,331			271,977			274,977
Held-to-maturity securities, at amortized cost		157,892			155,704			158,683			161,385			166,271
Marketable equity securities, at fair value		4,881			4,401			4,076			3,872			3,793
Federal Home Loan Bank stock, at cost		5,278			2,906			4,590			5,401			8,702
Loans held-for-sale		3,161			–			–			–			–
Loans, net of deferred fees		909,723			912,150			918,986			921,660			888,263
Less: Allowance for credit losses		15,983			17,407			17,243			17,274			16,892
Loans receivable, net		893,740			894,743			901,743			904,386			871,371
Premises and equipment, net		19,047			19,233			19,009			18,989			18,878
Assets held-for-sale		–			–			–			–			3,042
Operating lease right-of-use assets		1,115			1,356			1,391			1,425			1,459
Finance lease right-of-use assets		16,280			16,478			16,676			16,873			4,004
Accrued interest receivable		6,889			6,748			6,881			6,806			7,076
Foreclosed real estate		83			–			–			–			60
Intangible assets, net		5,675			5,832			5,989			6,217			76
Goodwill		5,056			5,056			5,056			5,752			4,536
Bank owned life insurance		31,045			24,889			24,727			24,560			24,967
Other assets		22,551			22,472			25,150			20,159			25,180
Total assets	$	1,505,119		$	1,495,337		$	1,474,874		$	1,483,126		$	1,446,211

LIABILITIES AND SHAREHOLDERS’ EQUITY:
Deposits:
Interest-bearing deposits	$	1,030,155		$	1,061,166		$	990,805		$	986,103		$	932,132
Noninterest-bearing deposits		191,732			203,314			213,719			210,110			169,145
Total deposits		1,221,887			1,264,480			1,204,524			1,196,213			1,101,277
Short-term borrowings		75,500			27,000			61,000			60,315			127,577
Long-term borrowings		20,977			17,628			27,068			39,769			45,869
Subordinated debt		30,206			30,156			30,107			30,057			30,008
Accrued interest payable		813			844			546			236			2,092
Operating lease liabilities		1,313			1,560			1,591			1,621			1,652
Finance lease liabilities		16,566			16,655			16,745			16,829			4,359
Other liabilities		13,444			12,118			11,810			16,986			9,203
Total liabilities		1,380,706			1,370,441			1,353,391			1,362,026			1,322,037
Shareholders’ equity:
Voting common stock shares issued and outstanding		4,788,109			4,761,182			4,745,366			4,719,788			4,719,788
Voting common stock	$	48		$	48		$	47		$	47		$	47
Non-voting common stock		14			14			14			14			14
Additional paid in capital		53,645			53,103			52,750			53,231			53,182
Retained earnings		79,564			80,163			77,816			73,670			78,936
Accumulated other comprehensive loss		(8,858	)		(8,432	)		(9,144	)		(6,716	)		(8,786	)
Unearned ESOP shares		–			–			–			–			(45	)
Total Pathfinder Bancorp, Inc. shareholders’ equity		124,413			124,896			121,483			120,246			123,348
Noncontrolling interest		–			–			–			854			826
Total equity		124,413			124,896			121,483			121,100			124,174
Total liabilities and shareholders’ equity	$	1,505,119		$	1,495,337		$	1,474,874		$	1,483,126		$	1,446,211

The above information is unaudited and preliminary, based on the Company’s data available at the time of presentation.

	Six Months Ended June 30,						2025						2024
SELECTED INCOME STATEMENT DATA:	2025			2024			Q2			Q1			Q4			Q3			Q2
Interest and dividend income:
Loans, including fees	$	26,778		$	24,757		$	13,106		$	13,672		$	13,523		$	14,425		$	12,489
Debt securities:
Taxable		10,707			11,343			5,522			5,185			5,312			5,664			5,736
Tax-exempt		867			1,006			465			402			445			469			498
Dividends		114			307			21			93			164			149			178
Federal funds sold and interest-earning deposits		157			219			68			89			82			492			121
Total interest and dividend income		38,623			37,632			19,182			19,441			19,526			21,199			19,022
Interest expense:
Interest on deposits		14,263			15,037			7,318			6,945			7,823			7,633			7,626
Interest on short-term borrowings		1,040			2,340			495			545			700			1,136			1,226
Interest on long-term borrowings		137			395			72			65			136			202			201
Interest on subordinated debt		958			980			483			475			490			496			489
Total interest expense		16,398			18,752			8,368			8,030			9,149			9,467			9,542
Net interest income		22,225			18,880			10,814			11,411			10,377			11,732			9,480
Provision for (benefit from) credit losses:
Loans		1,677			1,014			1,173			504			988			9,104			304
Held-to-maturity securities		5			(59	)		5			–			(5	)		(31	)		(74	)
Unfunded commitments		(28	)		61			19			(47	)		5			(104	)		60
Total provision for credit losses		1,654			1,016			1,197			457			988			8,969			290
Net interest income after provision for credit losses		20,571			17,864			9,617			10,954			9,389			2,763			9,190
Noninterest income:
Service charges on deposit accounts		754			639			380			374			405			392			330
Earnings and gain on bank owned life insurance		318			324			156			162			169			361			167
Loan servicing fees		198			200			97			101			96			79			112
Net realized (losses) gains on sales and redemptions of investment securities		(8	)		(132	)		–			(8	)		249			(188	)		16
Gain on asset sale ^{1 & 2}		–			–			–			–			3,169			–			–
Net unrealized gains (losses) on marketable equity securities		638			(31	)		420			218			166			62			(139	)
Gains on sales of loans and foreclosed real estate		148			58			83			65			39			90			40
LOCOM HFS adjustment ³		(3,064	)		–			(3,064	)		–			–			–			–
Loss on sale of premises and equipment		–			–			–			–			–			(36	)		–
Debit card interchange fees		181			310			180			1			265			300			191
Insurance agency revenue ¹		–			657			–			–			49			367			260
Other charges, commissions & fees		514			923			230			284			299			280			234
Total noninterest (loss) income		(321	)		2,948			(1,518	)		1,197			4,906			1,707			1,211
Noninterest expense:
Salaries and employee benefits		8,975			8,728			4,525			4,450			4,123			4,959			4,399
Building and occupancy		2,577			1,730			1,230			1,347			1,254			1,134			914
Data processing		1,333			1,078			667			666			721			672			550
Professional and other services		1,384			1,258			778			606			608			1,820			696
Advertising		218			221			77			141			218			165			116
FDIC assessments		229			457			–			229			231			228			228
Audits and exams		174			293			60			114			123			123			123
Amortization expense		314			8			157			157			27			124			5
Insurance agency expense ¹		–			517			–			–			456			308			232
Community service activities		39			91			28			11			19			20			39
Foreclosed real estate expenses		50			55			29			21			20			27			30
Other expenses		1,201			1,178			510			691			744			679			576
Total noninterest expense		16,494			15,614			8,061			8,433			8,544			10,259			7,908
Income (loss) before provision for income taxes		3,756			5,198			38			3,718			5,751			(5,789	)		2,493
Provision (benefit) for income taxes		751			1,013			7			744			492			(1,173	)		481
Net income (loss) attributable to noncontrolling interest and Pathfinder Bancorp, Inc.		3,005			4,185			31			2,974			5,259			(4,616	)		2,012
Net income attributable to noncontrolling interest ¹		–			65			–			–			1,352			28			12
Net income (loss) attributable to Pathfinder Bancorp Inc.	$	3,005		$	4,120		$	31		$	2,974		$	3,907		$	(4,644	)	$	2,000
Voting Earnings per common share – basic	$	0.48		$	0.66		$	–		$	0.48		$	0.63		$	(0.75	)	$	0.32
Voting Earnings per common share – diluted ⁴	$	0.47		$	0.66		$	–		$	0.47		$	0.63		$	(0.75	)	$	0.32
Series A Non-Voting Earnings per common share- basic	$	0.48		$	0.66		$	–		$	0.48		$	0.63		$	(0.75	)	$	0.32
Series A Non-Voting Earnings per common share- diluted ⁴	$	0.47		$	0.66		$	–		$	0.47		$	0.63		$	(0.75	)	$	0.32
Dividends per common share (Voting and Series A Non-Voting)	$	0.20		$	0.20		$	0.10		$	0.10		$	0.10		$	0.10		$	0.10

¹ Although the Company owned 51% of its membership interest in FitzGibbons Agency, LLC (“Agency”) the Company is required to consolidate 100% of the Agency within the consolidated financial statements. The Company sold its 51% membership interest in the Agency in October 2024.
² The $3,169,000 consolidated gain on asset sale equals $1,616,000 associated with the Company’s 51% interest in the Agency plus $1,553,000 associated with the 49% noncontrolling interest.
³ The loss reflects a valuation adjustment “Lower-of-cost-or-market” adjustment on loans held for sale to their estimated market value based on active sale negotiations.
⁴ Diluted earnings per share for the first quarter of 2025 has been updated to $0.47, from the $0.41 reported previously.

The above information is unaudited and preliminary, based on the Company’s data available at the time of presentation.

	Six Months Ended June 30,						2025						2024
FINANCIAL HIGHLIGHTS:	2025			2024			Q2			Q1			Q4			Q3			Q2
Selected Ratios:
Return on average assets		0.41	%		0.58	%		0.01	%		0.81	%		1.07	%		-1.25	%		0.56	%
Return on average common equity		4.83	%		6.74	%		0.10	%		9.64	%		12.85	%		-14.79	%		6.49	%
Return on average equity		4.83	%		6.74	%		0.10	%		9.64	%		12.85	%		-14.79	%		6.49	%
Return on average tangible common equity ¹		5.34	%		7.05	%		0.11	%		10.52	%		14.17	%		-15.28	%		6.78	%
Net interest margin		3.21	%		2.77	%		3.11	%		3.31	%		3.02	%		3.34	%		2.78	%
Loans / deposits		74.45	%		80.66	%		74.45	%		72.14	%		76.29	%		77.05	%		80.66	%
Core deposits/deposits ²		78.47	%		67.98	%		78.47	%		78.31	%		76.86	%		77.45	%		67.98	%
Annualized non-interest expense / average assets		2.26	%		2.20	%		2.18	%		2.33	%		2.33	%		2.75	%		2.19	%
Commercial real estate / risk-based capital ³		183.34	%		169.73	%		183.34	%		182.62	%		186.73	%		189.47	%		169.73	%
Efficiency ratio ¹		66.43	%		71.29	%		65.66	%		67.19	%		72.25	%		75.78	%		74.36	%

Other Selected Data:
Average yield on loans		5.86	%		5.56	%		5.75	%		5.97	%		5.87	%		6.31	%		5.64	%
Average cost of interest bearing deposits		2.78	%		3.14	%		2.81	%		2.76	%		3.12	%		3.11	%		3.21	%
Average cost of total deposits, including non-interest bearing		2.33	%		2.67	%		2.37	%		2.29	%		2.59	%		2.59	%		2.72	%
Deposits/branch ⁴	$	101,824		$	100,116		$	101,824		$	105,373		$	100,377		$	99,684		$	100,116
Pre-tax, pre-provision net income ¹	$	8,334		$	6,288		$	4,216		$	4,183		$	3,321		$	3,368		$	2,767
Total revenue ¹	$	24,828		$	21,902		$	12,277		$	12,616		$	11,865		$	13,627		$	10,675

Share and Per Share Data:
Cash dividends per share	$	0.20		$	0.20		$	0.10		$	0.10		$	0.10		$	0.10		$	0.10
Book value per common share	$	20.17		$	20.22		$	20.17		$	20.33		$	19.83		$	19.71		$	20.22
Tangible book value per common share ¹	$	18.43		$	19.46		$	18.43		$	18.56		$	18.03		$	17.75		$	19.46
Basic and diluted weighted average shares outstanding – Voting		4,759			4,704			4,769			4,749			4,733			4,714			4,708
Basic earnings per share – Voting⁵	$	0.48		$	0.66		$	–		$	0.48		$	0.63		$	(0.75	)	$	0.32
Diluted earnings per share – Voting^{5 & 6}	$	0.47		$	0.66		$	–		$	0.47		$	0.63		$	(0.75	)	$	0.32
Basic and diluted weighted average shares outstanding – Series A Non-Voting		1,380			1,380			1,380			1,380			1,380			1,380			1,380
Basic earnings per share – Series A Non-Voting ⁵	$	0.48		$	0.66		$	–		$	0.48		$	0.63		$	(0.75	)	$	0.32
Diluted earnings per share – Series A Non-Voting^{5 & 6}	$	0.47		$	0.66		$	–		$	0.47		$	0.63		$	(0.75	)	$	0.32
Common shares outstanding at period end		6,168			6,100			6,168			6,141			6,126			6,100			6,100

Pathfinder Bancorp, Inc. Capital Ratios:
Company tangible common equity to tangible assets ¹		7.61	%		8.24	%		7.61	%		7.68	%		7.54	%		7.36	%		8.24	%
Company Total Core Capital (to Risk-Weighted Assets)		15.97	%		16.19	%		15.97	%		15.89	%		15.66	%		15.55	%		16.19	%
Company Tier 1 Capital (to Risk-Weighted Assets)		12.31	%		12.31	%		12.31	%		12.24	%		12.00	%		11.84	%		12.31	%
Company Tier 1 Common Equity (to Risk-Weighted Assets)		11.81	%		11.83	%		11.81	%		11.75	%		11.51	%		11.33	%		11.83	%
Company Tier 1 Capital (to Assets)		8.75	%		9.16	%		8.75	%		8.82	%		8.64	%		8.29	%		9.16	%

Pathfinder Bank Capital Ratios:
Bank Total Core Capital (to Risk-Weighted Assets)		14.87	%		16.04	%		14.87	%		14.86	%		14.65	%		14.52	%		16.04	%
Bank Tier 1 Capital (to Risk-Weighted Assets)		13.62	%		14.79	%		13.62	%		13.61	%		13.40	%		13.26	%		14.79	%
Bank Tier 1 Common Equity (to Risk-Weighted Assets)		13.62	%		14.79	%		13.62	%		13.61	%		13.40	%		13.26	%		14.79	%
Bank Tier 1 Capital (to Assets)		9.68	%		10.30	%		9.68	%		9.80	%		9.64	%		9.13	%		10.30	%

¹ Non-GAAP financial metrics. See non-GAAP reconciliation included herein for the most directly comparable GAAP measures.
² Non-brokered deposits excluding certificates of deposit of $250,000 or more.
³ Construction and development, multifamily, and non-owner occupied CRE loans as a percentage of Pathfinder Bank total capital.
⁴ Includes 11 full-service branches and one motor bank for periods after June 30, 2024. Includes 10 full-service branches and one motor bank for all periods prior.
⁵ Basic and diluted earnings per share are calculated based upon the two-class method. Weighted average shares outstanding do not include unallocated ESOP shares.
⁶ Diluted earnings per share for the first quarter of 2025 has been updated to $0.47, from the $0.41 reported previously.

The above information is unaudited and preliminary, based on the Company’s data available at the time of presentation.

	Six Months Ended June 30,						2025						2024
ASSET QUALITY:	2025			2024			Q2			Q1			Q4			Q3			Q2
Total loan charge-offs	$	3,352		$	180		$	2,844		$	508		$	1,191		$	8,812		$	112
Total recoveries		415			84			247			168			171			90			46
Net loan charge-offs		2,937			96			2,597			340			1,020			8,722			66
Allowance for credit losses at period end		15,983			16,892			15,983			17,407			17,243			17,274			16,892
Nonperforming loans at period end		11,689			24,490			11,689			13,232			22,084			16,170			24,490
Nonperforming assets at period end	$	11,772		$	24,550		$	11,772		$	13,232		$	22,084		$	16,170		$	24,550
Annualized net loan charge-offs to average loans		0.64	%		0.02	%		1.14	%		0.15	%		0.44	%		3.82	%		0.03	%
Allowance for credit losses to period end loans		1.76	%		1.90	%		1.76	%		1.91	%		1.88	%		1.87	%		1.90	%
Allowance for credit losses to nonperforming loans		136.74	%		68.98	%		136.74	%		131.55	%		78.08	%		106.83	%		68.98	%
Nonperforming loans to period end loans		1.28	%		2.76	%		1.28	%		1.45	%		2.40	%		1.75	%		2.76	%
Nonperforming assets to period end assets		0.78	%		1.70	%		0.78	%		0.88	%		1.50	%		1.09	%		1.70	%

	2025						2024
LOAN COMPOSITION:	June 30,			March 31,			December 31,			September 30,			June 30,
1-4 family first-lien residential mortgages	$	240,833		$	243,854		$	251,373		$	255,235		$	250,106
Residential construction		3,520			3,162			4,864			4,077			309
Commercial real estate		381,575			381,479			377,619			378,805			370,361
Commercial lines of credit		75,487			65,074			67,602			64,672			62,711
Other commercial and industrial		85,578			91,644			89,800			88,247			90,813
Paycheck protection program loans		85			96			113			125			136
Tax exempt commercial loans		6,349			4,446			4,544			2,658			3,228
Home equity and junior liens		49,339			52,315			51,948			52,709			35,821
Other consumer		68,439			71,681			72,710			76,703			75,195
Subtotal loans		911,205			913,751			920,573			923,231			888,680
Deferred loan fees		(1,482	)		(1,601	)		(1,587	)		(1,571	)		(417	)
Total loans	$	909,723		$	912,150		$	918,986		$	921,660		$	888,263

	2025				2024
DEPOSIT COMPOSITION:	June 30,		March 31,		December 31,		September 30,		June 30,
Savings accounts	$	129,252	$	129,898	$	128,753	$	129,053	$	106,048
Time accounts		341,063		349,673		360,716		352,729		368,262
Time accounts in excess of $250,000		144,355		149,922		142,473		140,181		117,021
Money management accounts		9,902		10,774		11,583		11,520		12,154
MMDA accounts		278,919		306,281		239,016		250,007		193,915
Demand deposit interest-bearing		120,083		109,941		101,080		97,344		128,168
Demand deposit noninterest-bearing		191,732		203,314		213,719		210,110		169,145
Mortgage escrow funds		6,581		4,677		7,184		5,269		6,564
Total deposits	$	1,221,887	$	1,264,480	$	1,204,524	$	1,196,213	$	1,101,277

The above information is unaudited and preliminary, based on the Company’s data available at the time of presentation.

	Six Months Ended June 30,						2025							2024
SELECTED AVERAGE BALANCES:	2025			2024			Q2			Q1			Q2
Interest-earning assets:
Loans	$	913,658		$	889,988		$	911,347		$	916,207		$	885,384
Taxable investment securities		425,841			433,156			435,022			416,558			434,572
Tax-exempt investment securities		34,394			29,053			34,314			34,475			28,944
Fed funds sold and interest-earning deposits		11,497			8,669			10,070			12,939			13,387
Total interest-earning assets		1,385,390			1,360,866			1,390,753			1,380,179			1,362,287
Noninterest-earning assets:
Other assets		116,590			96,772			118,280			114,882			98,746
Allowance for credit losses		(17,377	)		(16,498	)		(17,342	)		(17,413	)		(16,905	)
Net unrealized losses on available-for-sale securities		(10,395	)		(10,701	)		(10,838	)		(9,947	)		(10,248	)
Total assets	$	1,474,208		$	1,430,439		$	1,480,853		$	1,467,701		$	1,433,880
Interest-bearing liabilities:
NOW accounts	$	112,720		$	97,213		$	113,994		$	111,643		$	92,918
Money management accounts		10,602			11,759			10,302			10,906			12,076
MMDA accounts		277,664			212,693			298,907			256,186			214,364
Savings and club accounts		129,752			110,119			129,736			129,769			107,558
Time deposits		494,200			525,767			489,490			498,963			524,276
Subordinated loans		30,149			29,954			30,173			30,123			29,977
Borrowings		66,165			133,894			61,803			70,575			141,067
Total interest-bearing liabilities		1,121,252			1,121,399			1,134,405			1,108,165			1,122,236
Noninterest-bearing liabilities:
Demand deposits		199,123			170,313			192,186			206,137			171,135
Other liabilities		29,497			16,542			29,037			29,961			17,298
Total liabilities		1,349,872			1,308,254			1,355,628			1,344,263			1,310,669
Shareholders’ equity		124,336			122,185			125,225			123,438			123,211
Total liabilities & shareholders’ equity	$	1,474,208		$	1,430,439		$	1,480,853		$	1,467,701		$	1,433,880

	Six Months Ended June 30,						2025							2024
SELECTED AVERAGE YIELDS:	2025			2024			Q2			Q1			Q2
Interest-earning assets:
Loans		5.86	%		5.56	%		5.75	%		5.97	%		5.64	%
Taxable investment securities		5.08	%		5.38	%		5.10	%		5.07	%		5.44	%
Tax-exempt investment securities		5.04	%		6.93	%		5.42	%		4.66	%		6.88	%
Fed funds sold and interest-earning deposits		2.73	%		5.05	%		2.70	%		2.75	%		3.62	%
Total interest-earning assets		5.58	%		5.53	%		5.52	%		5.63	%		5.59	%
Interest-bearing liabilities:
NOW accounts		1.16	%		1.08	%		1.25	%		1.07	%		1.14	%
Money management accounts		0.09	%		0.11	%		0.12	%		0.11	%		0.10	%
MMDA accounts		3.16	%		3.70	%		3.25	%		3.06	%		3.74	%
Savings and club accounts		0.25	%		0.26	%		0.25	%		0.25	%		0.26	%
Time deposits		3.66	%		3.97	%		3.64	%		3.69	%		4.03	%
Subordinated loans		6.36	%		6.54	%		6.40	%		6.31	%		6.53	%
Borrowings		3.56	%		4.09	%		3.67	%		3.46	%		4.05	%
Total interest-bearing liabilities		2.92	%		3.34	%		2.95	%		2.90	%		3.40	%
Net interest rate spread		2.66	%		2.19	%		2.57	%		2.73	%		2.19	%
Net interest margin		3.21	%		2.77	%		3.11	%		3.31	%		2.78	%
Ratio of average interest-earning assets to average interest-bearing liabilities		123.56	%		121.35	%		122.60	%		124.55	%		121.39	%

The above information is unaudited and preliminary based on the Company’s data available at the time of presentation.

	Six Months Ended June 30,						2025						2024
NON-GAAP RECONCILIATIONS:	2025			2024			Q2			Q1			Q4			Q3			Q2
Tangible book value per common share:
Total equity							$	124,413		$	124,896		$	121,483		$	120,246		$	123,348
Intangible assets								(10,731	)		(10,888	)		(11,045	)		(11,969	)		(4,612	)
Tangible common equity (non-GAAP)								113,682			114,008			110,438			108,277			118,736
Common shares outstanding								6,168			6,144			6,126			6,100			6,100
Tangible book value per common share (non-GAAP)							$	18.43		$	18.56		$	18.03		$	17.75		$	19.46
Tangible common equity to tangible assets:
Tangible common equity (non-GAAP)							$	113,682		$	114,008		$	110,438		$	108,277		$	118,736
Tangible assets								1,494,388			1,484,449			1,463,829			1,471,157			1,441,599
Tangible common equity to tangible assets ratio (non-GAAP)								7.61	%		7.68	%		7.54	%		7.36	%		8.24	%
Return on average tangible common equity:
Average shareholders’ equity	$	124,336		$	122,185		$	125,225		$	123,438		$	121,589		$	125,626		$	123,211
Average intangible assets		10,912			4,617			10,834			10,991			11,907			4,691			4,614
Average tangible equity (non-GAAP)		113,424			117,568			114,391			112,447			109,682			120,935			118,597
Net income (loss)		3,005			4,120			31			2,974			3,907			(4,644	)		2,000
Net income (loss), annualized	$	6,060		$	8,285		$	124		$	11,831		$	15,543		$	(18,475	)	$	8,044
Return on average tangible common equity (non-GAAP) ¹		5.34	%		7.05	%		0.11	%		10.52	%		14.17	%		-15.28	%		6.78	%
Revenue, pre-tax, pre-provision net income, and efficiency ratio:
Net interest income	$	22,225		$	18,880		$	10,814		$	11,411		$	10,377		$	11,732		$	9,480
Total noninterest income		(321	)		2,948			(1,518	)		1,197			4,906			1,707			1,211
Net realized (gains) losses on sales and redemptions of investment securities		(8	)		(132	)		–			(8	)		249			(188	)		16
Gains on sales of loans and foreclosed real estate		148			58			83			65			39			90			40
LOCOM HFS adjustment ²		(3,064	)		–			(3,064	)		–			–			–			–
Gain on asset sale		–			–			–			–			3,169			–			–
Revenue (non-GAAP) ³		24,828			21,902			12,277			12,551			11,826			13,537			10,635
Total non-interest expense		16,494			15,614			8,061			8,433			8,544			10,259			7,908
Pre-tax, pre-provision net income (non-GAAP) ⁴	$	8,334		$	6,288		$	4,216		$	4,183		$	3,321		$	3,368		$	2,767
Efficiency ratio (non-GAAP) ⁵		66.43	%		71.29	%		65.66	%		67.19	%		72.25	%		75.78	%		74.36	%

¹ Return on average tangible common equity equals annualized net income (loss) divided by average tangible equity
² The loss reflects a valuation adjustment “Lower-of-cost-or-market” adjustment on loans held for sale to the estimated market value based on sale negotiation terms.
³ Revenue equals net interest income plus total noninterest income less net realized gains or losses on sales and redemptions of investment securities, sales of loans and foreclosed real estate, and a gain on the October 2024 sale of the Company’s insurance agency asset
⁴ Pre-tax, pre-provision net income equals revenue less total non-interest expense
⁵ Efficiency ratio equals noninterest expense divided by revenue

The above information is unaudited and preliminary based on the Company’s data available at the time of presentation.

Investor/Media Contacts
James A. Dowd, President, CEO
Justin K. Bigham, Senior Vice President, CFO
Telephone: (315) 343-0057

The MIL Network –

July 31, 2025

MIL-OSI: EZCORP Reports Third Quarter Fiscal 2025 Results Continued Top-line Momentum Drives Exceptional Earnings Growth

Source: GlobeNewswire (MIL-OSI)

AUSTIN, Texas, July 30, 2025 (GLOBE NEWSWIRE) — EZCORP, Inc. (NASDAQ: EZPW), a leading provider of pawn transactions in the United States and Latin America, today announced results for its third quarter ended June 30, 2025.

Unless otherwise noted, all amounts in this release are in conformity with U.S. generally accepted accounting principles (“GAAP”) and comparisons shown are to the same period in the prior year.

THIRD QUARTER HIGHLIGHTS

Pawn loans outstanding (PLO) increased 11% to $291.6 million.
Net income increased 48% to $26.5 million. On an adjusted basis¹, net income increased 46% to $25.2 million.
Diluted earnings per share increased 36% to $0.34. On an adjusted basis, diluted earnings per share increased 38% to $0.33.
Adjusted EBITDA increased 42% to $45.2 million.
Total revenues increased 11% to $311.0 million, while gross profit increased 10% to $183.6 million.
Grew our footprint by 52 stores, including 40 stores acquired in Mexico on June 17, 2025.

CEO COMMENTARY AND OUTLOOK

Lachie Given, Chief Executive Officer, stated, “This quarter showcased continued strong momentum in our business, disciplined execution from our team, and the scalability of our platform. We delivered record Q3 revenue and achieved all-time high PLO as demand remains strong for immediate cash solutions and secondhand goods. When combined with meaningful efficiency gains throughout the organization, we turned top-line momentum into exceptional earnings growth, as reflected by a 42% increase in adjusted EBITDA and 36% growth in diluted EPS.

“During the quarter, we grew our footprint by 52 stores, including 49 in LatAm and 3 in the US, 1 of which is a luxury store in Miami Beach. We continue to focus on strategic expansion to scale our business, as well as exceptional operating performance across geographies. In the U.S., disciplined expense management and store level execution drove a 32% increase in segment contribution. In Latin America, we delivered over 30% growth in contribution on a constant currency basis, resulting from both organic growth and a partial quarter benefit from acquired stores.

“Our recently strengthened balance sheet with $472 million in liquidity enables us to fund accelerated growth, organically and through strategic acquisitions. Our pipeline of M&A prospects is compelling, and we are ideally positioned to capitalize on attractive scale opportunities. Looking ahead, we remain highly focused on disciplined capital allocation, operational excellence, and delivering long-term value for our shareholders.”

CONSOLIDATED RESULTS

Three Months Ended June 30	As Reported				Adjusted¹
in millions, except per share amounts		2025		2024		2025		2024

Total revenues	$	311.0	$	281.4	$	319.9	$	281.4
Gross profit	$	183.6	$	166.7	$	188.4	$	166.7
Income before tax	$	34.7	$	23.0	$	34.0	$	22.9
Net income	$	26.5	$	18.0	$	25.2	$	17.2
Diluted earnings per share	$	0.34	$	0.25	$	0.33	$	0.24
EBITDA (non-GAAP measure)	$	45.7	$	31.8	$	45.2	$	31.7

PLO increased 11% to $291.6 million, up $29.9 million. On a same-store² basis, PLO increased 9% due to increase in average loan size, continued strong pawn demand and improved operational performance.
Total revenues increased 11% and gross profit increased 10%, reflecting improved pawn service charge (PSC) revenues due to higher average PLO.
PSC increased 7% as a result of higher average PLO.
Merchandise sales gross margin remained consistent at 36%. Aged general merchandise improved to 2.3% of total general merchandise inventory, down 83 basis points.
Net inventory increased 31%, as a result of an increase in PLO, layaways and purchases and a decrease in inventory turnover to 2.4x, from 2.7x.
Store expenses increased 2% and 1% on a same-store basis.
General and administrative expenses increased 9% primarily due to labor, with approximately 50% due to long term incentive compensation.
Income before taxes was $34.7 million, up 51% from $23.0 million, and adjusted EBITDA increased 42% to $45.2 million.
Diluted earnings per share increased 36% to $0.34. On an adjusted basis, diluted earnings per share increased 38% to $0.33.
Cash and cash equivalents at the end of the quarter was $472.1 million, up from $170.5 million as of September 30, 2024. The increase was due primarily to $300.0 million (less issuance costs) from the issuance of the Senior Notes due 2032 offset by an increase in earning assets.

SEGMENT RESULTS

U.S. Pawn

PLO ended the quarter at $221.1 million, an increase of 11% on a total and same-store basis due to increase in average loan size, strong loan demand and improved operational performance.
Total revenues increased 11% and gross profit increased 12%, driven by increased PSC, merchandise sales and scrap sales.
PSC increased 8% as a result of higher average PLO, partially offset by lower PLO yield.
Merchandise sales increased 4%, on a total and same-store basis, and sales gross margin increased by 80 bps to 38.5%. Aged general merchandise decreased by 260 basis points to 2.5%, or $1.2 million of total general merchandise inventory. Excluding our Max Pawn luxury stores, aged general merchandise was 1.8%.
Net inventory increased 36% due to increase in PLO, layaways and purchases and a decrease in inventory turnover to 2.1x, from 2.6x.
Store expenses increased 3% on a total and same-store basis.

Segment contribution increased 32% to $47.6 million.
Segment store count increased by 3 to 545, due to acquisitions, including 1 luxury store in Miami Beach.

Latin America Pawn

PLO improved to $70.6 million, an increase of 13% (16% on constant currency basis). On a same-store basis, PLO increased 2% (4% increase on a constant currency basis). The difference is driven primarily by our recent acquisition.
Total revenues increased 11% (21% on constant currency basis), and gross profit increased 6% (16% on a constant currency basis), primarily due to increased merchandise sales and pawn service charges.
PSC increased to $31.4 million, an increase of 3% (13% on a constant currency basis) as a result of higher average PLO.
Merchandise sales increased 12% (23% on constant currency basis) and increased 8% on a same-store basis (19% increase on a constant currency basis). Merchandise sales gross margin decreased to 31% from 32%. Aged general merchandise increased to 2.2% from 0.9% of total general merchandise inventory.
Net inventory increased 18% (21% on a constant currency basis) due to an increase in PLO and decrease in inventory turnover to 3.0x, from 3.1x. On a same-store basis, net inventory increased by 10% (13% on a constant currency basis). The difference is driven primarily by our recent acquisition.
Store expenses increased 1% (12% increase on a constant currency basis) and decreased 3% on a same-store basis (7% increase on a constant currency basis). The constant currency increase was due primarily to increased labor, in line with store activity and minimum wage increases.
Segment contribution increased 20% to $12.4 million (30% on a constant currency basis to $13.5 million).
Segment store count increased by 49 to 791, primarily due to the acquisition of 40 stores, the addition of 10 de novo stores and the consolidation of 1 store.

FORM 10-Q

EZCORP’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 has been filed with the Securities and Exchange Commission. The report is available in the Investor Relations section of the Company’s website at http://investors.ezcorp.com. EZCORP shareholders may obtain a paper copy of the report, free of charge, by sending a request to the investor relations contact below.

CONFERENCE CALL

EZCORP will host a conference call on Thursday, July 31, 2025, at 8:00 am Central Time to discuss Third Quarter Fiscal 2025 results. Analysts and institutional investors may participate on the conference call by registering online at https://register-conf.media-server.com/register/BI4f3cd4b3bf1d44a198c59f67b0acdc6f. Once registered you will receive the dial-in details with a unique PIN to join the call. The conference call will be webcast simultaneously to the public through this link: https://edge.media-server.com/mmc/p/hqptihjy. A replay of the conference call will be available online at http://investors.ezcorp.com shortly after the end of the call.

ABOUT EZCORP

Formed in 1989, EZCORP has grown into a leading provider of pawn transactions in the United States and Latin America. We also sell pre-owned and recycled merchandise, primarily collateral forfeited from pawn lending operations and merchandise purchased from customers. We are dedicated to satisfying the short-term cash needs of consumers who are both cash and credit constrained, focusing on an industry-leading customer experience. EZCORP is traded on NASDAQ under the symbol EZPW and is a member of the S&P 1000 Index and Nasdaq Composite Index.

Follow us on social media:

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EZCORP LinkedIn https://www.linkedin.com/company/ezcorp/

FORWARD LOOKING STATEMENTS

This announcement contains certain forward-looking statements regarding the Company’s strategy, initiatives and expected performance. These statements are based on the Company’s current expectations as to the outcome and timing of future events. All statements, other than statements of historical facts, including all statements regarding the Company’s strategy, initiatives and future performance, that address activities or results that the Company plans, expects, believes, projects, estimates or anticipates, will, should or may occur in the future, including future financial or operating results, are forward-looking statements. Actual results for future periods may differ materially from those expressed or implied by these forward-looking statements due to a number of uncertainties and other factors, including operating risks, liquidity risks, legislative or regulatory developments, market factors, current or future litigation and risks associated with the COVID-19 pandemic. For a discussion of these and other factors affecting the Company’s business and prospects, see the Company’s annual, quarterly and other reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

Contact:
Email: Investor_Relations@ezcorp.com
Phone: (512) 314-2220

EZCORP, Inc. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

	Three Months Ended June 30,						Nine Months Ended June 30,
(in thousands, except per share amounts)		2025			2024			2025			2024
Revenues:
Merchandise sales	$	168,624		$	158,140		$	524,434		$	502,230
Jewelry scrapping sales		26,970			15,395			64,640			43,191
Pawn service charges		115,339			107,830			348,262			321,442
Other revenues		48			56			131			188
Total revenues		310,981			281,421			937,467			867,051
Merchandise cost of goods sold		108,226			101,211			341,605			322,680
Jewelry scrapping cost of goods sold		19,116			13,483			48,367			37,479
Gross profit		183,639			166,727			547,495			506,892
Operating expenses:
Store expenses		119,123			116,335			352,101			341,472
General and administrative		21,780			20,060			60,089			54,869
Depreciation and amortization		8,003			8,158			24,358			24,942
Loss (gain) on sale or disposal of assets and other		—			20			25			(149	)
Other operating income		(1,262	)		—			(1,262	)		(765	)
Total operating expenses		147,644			144,573			435,311			420,369
Operating income		35,995			22,154			112,184			86,523
Interest expense		8,458			3,539			14,886			10,381
Interest income		(5,440	)		(2,931	)		(9,408	)		(8,452	)
Equity in net income of unconsolidated affiliates		(1,200	)		(1,263	)		(4,180	)		(4,135	)
Other (income) expense		(536	)		(191	)		377			(627	)
Income before income taxes		34,713			23,000			110,509			89,356
Income tax expense		8,210			5,050			27,600			21,457
Net income	$	26,503		$	17,950		$	82,909		$	67,899

Basic earnings per share	$	0.45		$	0.33		$	1.47		$	1.23
Diluted earnings per share	$	0.34		$	0.25		$	1.08		$	0.89

Weighted-average basic shares outstanding		59,134			54,898			56,308			55,022
Weighted-average diluted shares outstanding		82,918			83,008			83,144			84,309

EZCORP, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(in thousands, except share and per share amounts)	June 30, 2025			June 30, 2024			September 30, 2024

Assets:
Current assets:
Cash and cash equivalents	$	472,088		$	218,038		$	170,513
Short-term restricted cash		9,609			9,204			9,294
Pawn loans		291,634			261,720			274,084
Pawn service charges receivable, net		45,410			40,638			44,013
Inventory, net		225,489			171,937			191,923
Prepaid expenses and other current assets		43,417			40,391			39,171
Total current assets		1,087,647			741,928			728,998
Investments in unconsolidated affiliates		13,753			12,297			13,329
Other investments		51,903			51,220			51,900
Property and equipment, net		67,439			59,926			65,973
Right-of-use assets, net		236,064			235,030			226,602
Long-term restricted cash		5,380			—			—
Goodwill		321,907			308,847			306,478
Intangible assets, net		57,960			60,164			58,451
Deferred tax asset, net		25,841			25,245			25,362
Other assets, net		15,174			15,506			16,144
Total assets	$	1,883,068		$	1,510,163		$	1,493,237

Liabilities and equity:
Current liabilities:
Current maturities of long-term debt, net	$	—		$	137,326		$	103,072
Accounts payable, accrued expenses and other current liabilities		78,756			69,742			85,737
Customer layaway deposits		33,336			20,067			21,570
Operating lease liabilities, current		60,183			58,905			58,998
Total current liabilities		172,275			286,040			269,377
Long-term debt, net		517,601			223,998			224,256
Deferred tax liability, net		2,017			416			2,080
Operating lease liabilities		184,295			188,996			180,616
Other long-term liabilities		16,822			9,258			12,337
Total liabilities		893,010			708,708			688,666
Commitments and contingencies
Stockholders’ equity:
Class A Non-voting Common Stock, par value $0.01 per share; shares authorized: 100 million; issued and outstanding: 57,992,965 as of June 30, 2025; 51,771,917 as of June 30, 2024; and 51,582,698 as of September 30, 2024		580			518			516
Class B Voting Common Stock, convertible, par value $0.01 per share; shares authorized: 3 million; issued and outstanding: 2,970,171		30			30			30
Additional paid-in capital		448,073			347,082			348,366
Retained earnings		586,549			493,830			507,206
Accumulated other comprehensive loss		(45,174	)		(40,005	)		(51,547	)
Total equity		990,058			801,455			804,571
Total liabilities and equity	$	1,883,068		$	1,510,163		$	1,493,237

EZCORP, Inc. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

	Nine Months Ended June 30,
(in thousands)		2025			2024

Operating activities:
Net income	$	82,909		$	67,899
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		24,358			24,942
Amortization of deferred financing costs		1,238			1,212
Non-cash lease expense		43,889			43,999
Deferred income taxes		(542	)		438
Other adjustments		(1,877	)		69
Provision for inventory reserve		39			589
Stock compensation expense		9,213			7,945
Equity in net income from investment in unconsolidated affiliates		(4,180	)		(4,135	)
Changes in operating assets and liabilities, net of business acquisitions:
Pawn service charges receivable		(364	)		(1,593	)
Inventory		(9,205	)		(2,775	)
Prepaid expenses, other current assets and other assets		(74	)		(3,625	)
Accounts payable, accrued expenses and other liabilities		(58,023	)		(65,396	)
Customer layaway deposits		11,276			1,055
Income taxes		(927	)		(360	)
Net cash provided by operating activities		97,730			70,264
Investing activities:
Loans made		(738,670	)		(683,121	)
Loans repaid		417,734			391,297
Recovery of pawn loan principal through sale of forfeited collateral		291,903			272,781
Capital expenditures, net		(23,051	)		(16,870	)
Acquisitions, net of cash acquired		(17,093	)		(11,963	)
Proceeds from note receivable		241			1,100
Investment in unconsolidated affiliate		(718	)		(993	)
Investment in other investments		—			(15,000	)
Dividends from unconsolidated affiliates		3,614			3,535
Net cash used in investing activities		(66,040	)		(59,234	)
Financing activities:
Taxes paid related to net share settlement of equity awards		(3,971	)		(3,253	)
Proceeds from borrowings		300,000			—
Debt issuance cost		(7,563	)		—
Payments on assumed debt		(6,410	)		—
Purchase and retirement of treasury stock		(6,000	)		(9,009	)
Payments of finance leases		(450	)		(386	)
Net cash provided by (used in) financing activities		275,606			(12,648	)
Effect of exchange rate changes on cash and cash equivalents and restricted cash		(26	)		(108	)
Net increase in cash, cash equivalents and restricted cash		307,270			(1,726	)
Cash and cash equivalents and restricted cash at beginning of period		179,807			228,968
Cash and cash equivalents and restricted cash at end of period	$	487,077		$	227,242

EZCORP, Inc. OPERATING SEGMENT RESULTS

	Three Months Ended June 30, 2025 (Unaudited)
(in thousands)	U.S. Pawn		Latin America Pawn			Other Investments			Total Segments			Corporate Items			Consolidated

Revenues:
Merchandise sales	$	112,249	$	56,375		$	—		$	168,624		$	—		$	168,624
Jewelry scrapping sales		23,750		3,220			—			26,970			—			26,970
Pawn service charges		83,930		31,409			—			115,339			—			115,339
Other revenues		31		17			—			48			—			48
Total revenues		219,960		91,021			—			310,981			—			310,981
Merchandise cost of goods sold		69,084		39,142			—			108,226			—			108,226
Jewelry scrapping cost of goods sold		16,814		2,302			—			19,116			—			19,116
Gross profit		134,062		49,577			—			183,639			—			183,639
Segment and corporate expenses (income):
Store expenses		83,778		35,345			—			119,123			—			119,123
General and administrative		—		—			—			—			21,780			21,780
Depreciation and amortization		2,651		2,156			—			4,807			3,196			8,003
Other operating income		—		—			—			—			(1,262	)		(1,262	)
Interest expense		—		71			—			71			8,387			8,458
Interest income		—		(427	)		(604	)		(1,031	)		(4,409	)		(5,440	)
Equity in net (income) loss of unconsolidated affiliates		—		—			(1,409	)		(1,409	)		209			(1,200	)
Other expense (income)		—		(12	)		—			(12	)		(524	)		(536	)
Segment contribution	$	47,633	$	12,444		$	2,013		$	62,090
Income (loss) before income taxes									$	62,090		$	(27,377	)	$	34,713

	Three Months Ended June 30, 2024 (Unaudited)
(in thousands)	U.S. Pawn			Latin America Pawn			Other Investments			Total Segments			Corporate Items			Consolidated

Revenues:
Merchandise sales	$	107,849		$	50,291		$	—		$	158,140		$	—		$	158,140
Jewelry scrapping sales		13,757			1,638			—			15,395			—			15,395
Pawn service charges		77,416			30,414			—			107,830			—			107,830
Other revenues		28			28			—			56			—			56
Total revenues		199,050			82,371			—			281,421			—			281,421
Merchandise cost of goods sold		67,229			33,982			—			101,211			—			101,211
Jewelry scrapping cost of goods sold		11,887			1,596			—			13,483			—			13,483
Gross profit		119,934			46,793			—			166,727			—			166,727
Segment and corporate expenses (income):
Store expenses		81,441			34,894			—			116,335			—			116,335
General and administrative		—			—			—			—			20,060			20,060
Depreciation and amortization		2,408			2,090			—			4,498			3,660			8,158
(Gain) loss on sale or disposal of assets and other		(2	)		22			—			20			—			20
Interest expense		—			—			—			—			3,539			3,539
Interest income		—			(370	)		(605	)		(975	)		(1,956	)		(2,931	)
Equity in net (income) loss of unconsolidated affiliates		—			—			(1,406	)		(1,406	)		143			(1,263	)
Other (income) expense		—			(184	)		12			(172	)		(19	)		(191	)
Segment contribution	$	36,087		$	10,341		$	1,999		$	48,427
Income (loss) before income taxes										$	48,427		$	(25,427	)	$	23,000

	Nine Months Ended June 30, 2025 (Unaudited)
(in thousands)	U.S. Pawn			Latin America Pawn			Other Investments			Total Segments			Corporate Items			Consolidated

Revenues:
Merchandise sales	$	357,964		$	166,470		$	—		$	524,434		$	—		$	524,434
Jewelry scrapping sales		56,146			8,494			—			64,640			—			64,640
Pawn service charges		259,354			88,908			—			348,262			—			348,262
Other revenues		82			49			—			131			—			131
Total revenues		673,546			263,921			—			937,467			—			937,467
Merchandise cost of goods sold		225,412			116,193			—			341,605			—			341,605
Jewelry scrapping cost of goods sold		42,017			6,350			—			48,367			—			48,367
Gross profit		406,117			141,378			—			547,495			—			547,495
Segment and corporate expenses (income):
Store expenses		250,399			101,702			—			352,101			—			352,101
General and administrative		—			—			—			—			60,089			60,089
Depreciation and amortization		8,050			6,191			—			14,241			10,117			24,358
Loss on sale or disposal of assets and other		17			8			—			25			—			25
Other operating income		—			—			—			—			(1,262	)		(1,262	)
Interest expense		—			71			—			71			14,815			14,886
Interest income		—			(966	)		(1,803	)		(2,769	)		(6,639	)		(9,408	)
Equity in net (income) loss of unconsolidated affiliates		—			—			(4,898	)		(4,898	)		718			(4,180	)
Other expense (income)		(7	)		(220	)		—			(227	)		604			377
Segment contribution		147,658			34,592		$	6,701		$	188,951
Income (loss) before income taxes										$	188,951		$	(78,442	)	$	110,509

	Nine Months Ended June 30, 2024 (Unaudited)
(in thousands)	U.S. Pawn			Latin America Pawn			Other Investments			Total Segments			Corporate Items			Consolidated

Revenues:
Merchandise sales	$	348,211		$	154,019		$	—		$	502,230		$	—		$	502,230
Jewelry scrapping sales		39,258			3,933			—			43,191			—			43,191
Pawn service charges		236,499			84,943			—			321,442			—			321,442
Other revenues		94			59			35			188			—			188
Total revenues		624,062			242,954			35			867,051			—			867,051
Merchandise cost of goods sold		218,736			103,944			—			322,680			—			322,680
Jewelry scrapping cost of goods sold		33,965			3,514			—			37,479			—			37,479
Gross profit		371,361			135,496			35			506,892			—			506,892
Segment and corporate expenses (income):
Store expenses		239,536			101,936			—			341,472			—			341,472
General and administrative		—			—			—			—			54,869			54,869
Depreciation and amortization		7,548			6,821			—			14,369			10,573			24,942
(Gain) loss on sale or disposal of assets and other		(6	)		(240	)		—			(246	)		97			(149	)
Other operating income		—			—			—			—			(765	)		(765	)
Interest expense		—			—			—			—			10,381			10,381
Interest income		—			(1,398	)		(1,811	)		(3,209	)		(5,243	)		(8,452	)
Equity in net (income) loss of unconsolidated affiliates		—			—			(4,278	)		(4,278	)		143			(4,135	)
Other (income) expense		—			(231	)		27			(204	)		(423	)		(627	)
Segment contribution	$	124,283		$	28,608		$	6,097		$	158,988
Income (loss) before income taxes										$	158,988		$	(69,632	)	$	89,356

EZCORP, Inc. STORE COUNT ACTIVITY (Unaudited)

	Three Months Ended June 30, 2025
	U.S. Pawn	Latin America Pawn		Consolidated

As of March 31, 2025	542	742		1,284
New locations opened	—	10		10
Locations acquired	3	40		43
Locations combined or closed	—	(1	)	(1	)
As of June 30, 2025	545	791		1,336

	Three Months Ended June 30, 2024
	U.S. Pawn	Latin America Pawn	Consolidated

As of March 31, 2024	535	711	1,246
New locations opened	1	6	7
Locations acquired	5	—	5
As of June 30, 2024	541	717	1,258

	Nine Months Ended June 30, 2025
	U.S. Pawn	Latin America Pawn		Consolidated

As of September 30, 2024	542	737		1,279
New locations opened	—	23		23
Locations acquired	3	41		44
Locations combined or closed	—	(10	)	(10	)
As of June 30, 2025	545	791		1,336

	Nine Months Ended June 30, 2024
	U.S. Pawn		Latin America Pawn		Consolidated

As of September 30, 2023	529		702		1,231
New locations opened	1		20		21
Locations acquired	12		—		12
Locations combined or closed	(1	)	(5	)	(6	)
As of June 30, 2024	541		717		1,258

Non-GAAP Financial Information (Unaudited)

In addition to the financial information prepared in conformity with accounting U.S. generally accepted accounting principles (“GAAP”), we provide certain other non-GAAP financial information on a constant currency (“constant currency”) and adjusted basis. We use constant currency results to evaluate our Latin America Pawn operations, which are denominated primarily in Mexican pesos, Guatemalan quetzales and other Latin American currencies. We believe that presentation of constant currency and adjusted results is meaningful and useful in understanding the activities and business metrics of our operations and reflects an additional way of viewing aspects of our business that, when viewed with GAAP results, provides a more complete understanding of factors and trends affecting our business. We provide non-GAAP financial information for informational purposes and to enhance understanding of our GAAP consolidated financial statements. We use this non-GAAP financial information primarily to evaluate and compare operating results across accounting periods.

Readers should consider the information in addition to, but not instead of or superior to, our financial statements prepared in accordance with GAAP. This non-GAAP financial information may be determined or calculated differently by other companies, limiting the usefulness of those measures for comparative purposes.

Constant currency results reported herein are calculated by translating consolidated balance sheet and consolidated statement of operations items denominated in local currency to U.S. dollars using the exchange rate from the prior-year comparable period, as opposed to the current period, in order to exclude the effects of foreign currency rate fluctuations. In addition, we have an equity method investment that is denominated in Australian dollars and is translated into U.S. dollars. We used the end-of-period rate for balance sheet items and the average closing daily exchange rate on a monthly basis during the appropriate period for statement of operations items. The end-of-period and approximate average exchange rates for each applicable currency as compared to U.S. dollars as of and for the three and nine months ended June 30, 2025 and 2024 were as follows:

	June 30,		Three Months Ended June 30,		Nine Months Ended June 30,
	2025	2024	2025	2024	2025	2024

Mexican peso	18.8	18.3	19.5	17.2	20.0	17.3
Guatemalan quetzal	7.6	7.6	7.6	7.6	7.6	7.6
Honduran lempira	25.8	24.3	25.7	24.3	25.2	24.3
Australian dollar	1.5	1.5	1.6	1.5	1.6	1.5

Our statement of operations constant currency results reflect the monthly exchange rate fluctuations and so are not directly calculable from the above rates. Constant currency results, where presented, also exclude the foreign currency gain or loss.

Miscellaneous Non-GAAP Financial Measures

	Three Months Ended June 30,
(in millions)		2025			2024

Net income	$	26.5		$	18.0
Interest expense		8.5			3.5
Interest income		(5.4	)		(2.9	)
Income tax expense		8.2			5.0
Depreciation and amortization		8.0			8.2
EBITDA	$	45.7		$	31.8

	Total Revenues		Gross Profit		Income Before Tax			Tax Effect			Net Income			Diluted EPS			EBITDA

2025 Q3 Reported	$	311.0	$	183.6	$	34.7		$	8.2		$	26.5		$	0.34		$	45.7
Corporate lease termination		—		—		(1.3	)		(0.3	)		(1.0	)		(0.01	)		(1.3	)
FX impact		—		—		(0.2	)		—			(0.2	)		—			(0.2	)
Non-recurring foreign tax expense		—		—		—			0.8			(0.8	)		(0.01	)		—
Constant Currency		8.9		4.8		0.8			0.1			0.7			0.01			1.0
2025 Q3 Adjusted	$	319.9	$	188.4	$	34.0		$	8.8		$	25.2		$	0.33		$	45.2

	Total Revenues		Gross Profit		Income Before Tax			Tax Effect		Net Income			Diluted EPS			EBITDA

2024 Q3 Reported	$	281.4	$	166.7	$	23.0		$	5.0	$	18.0		$	0.25		$	31.8
Non-recurring foreign tax expense		—		—		—			0.7		(0.7	)		(0.01	)		—
FX impact		—		—		(0.1	)		—		(0.1	)		—			(0.1	)
2024 Q3 Adjusted	$	281.4	$	166.7	$	22.9		$	5.7	$	17.2		$	0.24		$	31.7

	Three Months Ended June 30, 2025				Nine Months Ended June 30, 2025
(in millions)	U.S. Dollar Amount		Percentage Change YOY		U.S. Dollar Amount		Percentage Change YOY

Consolidated revenues	$	311.0	11	%	$	937.5	8	%
Currency exchange rate fluctuations		8.9				30.9
Constant currency consolidated revenues	$	319.9	14	%	$	968.4	12	%

Consolidated gross profit	$	183.6	10	%	$	547.5	8	%
Currency exchange rate fluctuations		4.8				16.1
Constant currency consolidated gross profit	$	188.4	13	%	$	563.6	11	%

Consolidated net inventory	$	225.5	31	%	$	225.5	31	%
Currency exchange rate fluctuations		1.3				1.3
Constant currency consolidated net inventory	$	226.8	32	%	$	226.8	32	%

Latin America Pawn gross profit	$	49.6	6	%	$	141.4	4	%
Currency exchange rate fluctuations		4.8				16.1
Constant currency Latin America Pawn gross profit	$	54.4	16	%	$	157.5	16	%

Latin America Pawn PLO	$	70.6	13	%	$	70.6	13	%
Currency exchange rate fluctuations		1.5				1.5
Constant currency Latin America Pawn PLO	$	72.1	16	%	$	72.1	16	%

Latin America Pawn PSC revenues	$	31.4	3	%	$	88.9	5	%
Currency exchange rate fluctuations		2.9				9.6
Constant currency Latin America Pawn PSC revenues	$	34.3	13	%	$	98.5	16	%

Latin America Pawn merchandise sales	$	56.4	12	%	$	166.5	8	%
Currency exchange rate fluctuations		5.7				20.2
Constant currency Latin America Pawn merchandise sales	$	62.1	23	%	$	186.7	21	%

Latin America Pawn segment profit before tax	$	12.4	20	%	$	34.6	21	%
Currency exchange rate fluctuations		1.1				3.0
Constant currency Latin America Pawn segment profit before tax	$	13.5	30	%	$	37.6	32	%

The MIL Network –

July 31, 2025

MIL-OSI: Tenaris Announces 2025 Second Quarter Results

Source: GlobeNewswire (MIL-OSI)

The financial and operational information contained in this press release is based on unaudited consolidated condensed interim financial statements presented in U.S. dollars and prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standard Board and adopted by the European Union, or IFRS. Additionally, this press release includes non-IFRS alternative performance measures i.e., EBITDA, Free Cash Flow, Net cash / debt and Operating working capital days. See exhibit I for more details on these alternative performance measures.

LUXEMBOURG, July 30, 2025 (GLOBE NEWSWIRE) — Tenaris S.A. (NYSE and Mexico: TS and EXM Italy: TEN) (“Tenaris”) today announced its results for the quarter ended June 30, 2025 in comparison with its results for the quarter ended June 30, 2024.

Summary of 2025 Second Quarter Results

(Comparison with first quarter of 2025 and second quarter of 2024)

	2Q 2025	1Q 2025		2Q 2024
Net sales ($ million)	3,086	2,922	6%	3,322	(7%)
Operating income ($ million)	583	550	6%	512	14%
Net income ($ million)	542	518	5%	348	56%
Shareholders’ net income ($ million)	531	507	5%	335	59%
Earnings per ADS ($)	0.99	0.94	5%	0.59	68%
Earnings per share ($)	0.50	0.47	5%	0.29	68%
EBITDA* ($ million)	733	696	5%	650	13%
EBITDA margin (% of net sales)	23.7%	23.8%		19.6%

_{* EBITDA in 2Q 2024 includes a $171 million loss from the provision for ongoing litigation related to the acquisition of a participation in Usiminas. If this charge was not included EBITDA would have amounted to $821 million, or 24.7% of sales.}

In the second quarter, our sales rose 6% sequentially reflecting an increase in North American OCTG prices and stable volumes. EBITDA and net income also rose. Margins remained in line with those of the previous quarter as cost of sales rose 5%, principally reflecting product mix differences and higher tariff payments.

Our free cash flow for the quarter amounted to $538 million and, after spending $600 million on dividends and $237 million on share buybacks, our net cash position amounted to $3.7 billion at June 30, 2025.

Market Background and Outlook

Oil prices have softened as OPEC+ accelerates the unwinding of its 2.2 Mb/d voluntary production cuts and demand growth is subdued amidst a high level of economic and geopolitical uncertainty. Drilling activity, however, has remained relatively resilient, although there has been some reduction in oil drilling in the United States, Canada and Saudi Arabia. Mexico, with the recent financing of Pemex, may start to recover some activity after its extended decline.

Following the recent increase in tariffs on imports of steel products from 25% to 50%, we expect U.S. OCTG imports to reduce from the high levels of the first half and U.S. OCTG prices to increase over time.

For the second half, as anticipated in our last conference call, our sales will show a moderate decline compared to the first half reflecting lower drilling activity and a lower contribution from line pipe projects. Our margins will also be affected by the recent increase in tariff costs.

Analysis of 2025 Second Quarter Results

Tubes

The following table indicates, for our Tubes business segment, sales volumes of seamless and welded pipes for the periods indicated below:

Tubes Sales volume (thousand metric tons)	2Q 2025	1Q 2025			2Q 2024
Seamless	803	775	4%	805		0%
Welded	179	212	(16%)	228		(21%)
Total	982	987	(1%)	1,033		(5%)

The following table indicates, for our Tubes business segment, net sales by geographic region, operating income and operating income as a percentage of net sales for the periods indicated below:

Tubes	2Q 2025	1Q 2025			2Q 2024
(Net sales – $ million)
North America	1,403	1,244	13%	1,439		(2%)
South America	531	552	(4%)	599		(11%)
Europe	215	208	3%	269		(20%)
Asia Pacific, Middle East and Africa	771	761	1%	823		(6%)
Total net sales ($ million)	2,920	2,765	6%	3,130		(7%)
Services performed on third party tubes ($ million)	110	101	8%	102		7%
Operating income ($ million)	554	514	8%	459		21%
Operating margin (% of sales)	19.0%	18.6%		14.7%

Net sales of tubular products and services increased 6% sequentially and decreased 7% year on year. Sequentially, a 1% decline in volumes sold was offset by a 6% increase in average selling prices. In North America sales increased due to higher OCTG prices in the region and higher shipments to the US offshore. In South America sales decreased following a reduction in shipments to the Raia offshore project in Brazil compensated by the start of shipments for the Vaca Muerta Sur pipeline in Argentina and higher coating services in the Caribbean. In Europe sales were stable sequentially however year on year we had lower sales of offshore line pipe. In Asia Pacific, Middle East and Africa sales were stable as we had lower sales in Saudi Arabia, compensated by higher sales of offshore line pipe and coating services in sub-Saharan Africa and for a gas processing plant in Algeria.

Operating results from tubular products and services amounted to a gain of $554 million in the second quarter of 2025 compared to a gain of $514 million in the previous quarter and a gain of $459 million in the second quarter of 2024. Despite the increase in average selling prices margins remained in line with those of the previous quarter as cost of sales rose 5%, principally reflecting product mix differences and higher tariff payments.

Others

The following table indicates, for our Others business segment, net sales, operating income and operating income as a percentage of net sales for the periods indicated below:

Others	2Q 2025	1Q 2025		2Q 2024
Net sales ($ million)	166	157	6%	192	(14%)
Operating income ($ million)	29	36	(21%)	52	(45%)
Operating margin (% of sales)	17.3%	23.1%		27.3%

Net sales of other products and services increased 6% sequentially and decreased 14% year on year. Sequentially, sales increased mainly due to higher sales of oilfield services in Argentina, excess raw materials and energy sold to third parties which had a lower margin.

Selling, general and administrative expenses, or SG&A, amounted to $484 million, or 15.7% of net sales, in the second quarter of 2025, compared to $457 million, 15.6% in the previous quarter and $497 million, 15.0% in the second quarter of 2024. Sequentially, the increase in SG&A is mainly due to higher services and fees, taxes, and other expenses.

Other operating results amounted to a loss of $6 million in the second quarter of 2025, compared to a gain of $6 million in the previous quarter and a $170 million loss in the second quarter of 2024. In the second quarter of 2024 we recorded a $171 million loss from provision for ongoing litigation related to the acquisition of a participation in Usiminas.

Financial results amounted to a gain of $32 million in the second quarter of 2025, compared to a gain of $35 million in the previous quarter and a gain of $57 million in the second quarter of 2024. Financial result of the quarter is mainly attributable to a $54 million net finance income from the net return of our portfolio investments partially offset by foreign exchange and derivatives results.

Equity in earnings (losses) of non-consolidated companies generated a gain of $33 million in the second quarter of 2025, compared to a gain of $14 million in the previous quarter and a loss of $83 million in the second quarter of 2024. These results are mainly derived from our participation in Ternium (NYSE:TX) and in the second quarter of 2024 were negatively affected by an $83 million loss from the provision for ongoing litigation related to the acquisition of a participation in Usiminas on our Ternium investment.

Income tax charge amounted to $105 million in the second quarter of 2025, compared to $81 million in the previous quarter and $138 million in the second quarter of 2024. Sequentially, the higher income tax charge reflects better results at several subsidiaries.

Cash Flow and Liquidity of 2025 Second Quarter

Net cash generated by operating activities during the second quarter of 2025 was $673 million, compared to $821 million in the previous quarter and $0.9 billion in the second quarter of 2024. During the second quarter of 2025 cash generated by operating activities includes a net working capital reduction of $26 million.

With capital expenditures of $135 million, our free cash flow amounted to $538 million during the quarter. Following a dividend payment of $600 million and share buybacks of $237 million in the quarter, our net cash position amounted to $3.7 billion at June 30, 2025.

Analysis of 2025 First Half Results

	6M 2025	6M 2024	Increase/(Decrease)
Net sales ($ million)	6,008	6,763	(11%)
Operating income ($ million)	1,133	1,323	(14%)
Net income ($ million)	1,060	1,098	(4%)
Shareholders’ net income ($ million)	1,038	1,072	(3%)
Earnings per ADS ($)	1.94	1.87	4%
Earnings per share ($)	0.97	0.93	4%
EBITDA* ($ million)	1,429	1,637	(13%)
EBITDA margin (% of net sales)	23.8%	24.2%

_{* EBITDA in 6M 2024 includes a $171 million loss from the provision for ongoing litigation related to the acquisition of a participation in Usiminas. If this charge was not included EBITDA would have amounted to $1,808 million, or 26.7% of sales.}

Our sales in the first half of 2025 decreased 11% compared to the first half of 2024 as volumes of tubular products shipped decreased 5% and tubes average selling prices decreased 7% due to price declines in North America. Following the decrease in sales, EBITDA margin declined from 26.7%, excluding a $171 million provision, to 23.8% and EBITDA declined 21%. While net income declined 4% year on year, earnings per share increased 4% following the reduction of outstanding shares due to the share buyback.

Cash flow provided by operating activities amounted to $1.5 billion during the first half of 2025, including a reduction in working capital of $250 million. After capital expenditures of $309 million, our free cash flow amounted to $1.2 billion. Following a dividend payment of $600 million and share buybacks for $474 million in the semester, our net cash position amounted to $3.7 billion at the end of June 2025.

The following table shows our net sales by business segment for the periods indicated below:

Net sales ($ million)	6M 2025		6M 2024		Increase/(Decrease)
Tubes	5,686	95%	6,421	95%	(11%)
Others	322	5%	342	5%	(6%)
Total	6,008		6,763		(11%)

Tubes

The following table indicates, for our Tubes business segment, sales volumes of seamless and welded pipes for the periods indicated below:

Tubes Sales volume (thousand metric tons)	6M 2025	6M 2024	Increase/(Decrease)
Seamless	1,578	1,582	0%
Welded	390	496	(21%)
Total	1,969	2,078	(5%)

The following table indicates, for our Tubes business segment, net sales by geographic region, operating income and operating income as a percentage of net sales for the periods indicated below:

Tubes	6M 2025	6M 2024	Increase/(Decrease)
(Net sales – $ million)
North America	2,647	3,028	(13%)
South America	1,083	1,216	(11%)
Europe	423	522	(19%)
Asia Pacific, Middle East and Africa	1,532	1,656	(7%)
Total net sales ($ million)	5,686	6,421	(11%)
Services performed on third parties tubes ($ million)	211	294	(28%)
Operating income ($ million)	1,068	1,245	(14%)
Operating margin (% of sales)	18.8%	19.4%

Net sales of tubular products and services decreased 11% to $5,686 million in the first half of 2025, compared to $6,421 million in the first half of 2024 due to a 5% decrease in volumes and a 7% decrease in average selling prices due to price declines in North America. Average drilling activity in the first half of 2025 decreased 4% in the United States and Canada and 7% internationally compared to the first half of 2024.

Operating results from tubular products and services amounted to a gain of $1,068 million in the first half of 2025 compared to a gain of $1,245 million in the first half of 2024. In first six months of 2024 our Tubes operating income included a $171 million charge for litigations related to the acquisition of a participation in Usiminas and a $39 million gain from the positive resolution of legal claims in Mexico and Brazil. The decline in operating results is mainly due to the decline in average selling prices and the corresponding impact on margins.

Others

The following table indicates, for our Others business segment, net sales, operating income and operating income as a percentage of net sales for the periods indicated below:

Others	6M 2025	6M 2024	Increase/(Decrease)
Net sales ($ million)	322	342	(6%)
Operating income ($ million)	65	78	(17%)
Operating margin (% of sales)	20.2%	23.0%

Net sales of other products and services decreased 6% to $322 million in the first half of 2025, compared to $342 million in the first half of 2024. The decline in sales is related to lower sales of sucker rods, coiled tubing and excess raw materials, partially offset by an increase in the sale of oilfield services in Argentina.

Operating results from other products and services amounted to a gain of $65 million in the first half of 2025, compared to a gain of $78 million in the first half of 2024. Results were mainly derived from our oilfield services business in Argentina and from the sale of sucker rods.

Selling, general and administrative expenses, or SG&A, declined from $1,005 million in the first half of 2024 to $941 million in the first half of 2025, however they increased from 14.9% to 15.7% of sales. The decline in SG&A expenses is mainly due to lower taxes, labor costs and depreciation and amortization.

Other operating results amounted to a loss of $50 thousand in the first half of 2025, compared to a loss of $157 million in the first half of 2024. In the first six months of 2024 we recorded a $171 million loss from provision for ongoing litigation related to the acquisition of a participation in Usiminas.

Financial results amounted to a gain of $67 million in the first half of 2025, compared to a gain of $32 million in the first half of 2024. While net finance income increased in the first six months of 2025 due to a stronger net financial position, foreign exchange results were negative, compared to the positive impact recorded in the same period of 2024. In the first half of 2024 other financial results were negatively affected by a cumulative loss of the U.S. dollar denominated Argentine bond previously recognized in other comprehensive income.

Equity in earnings (losses) of non-consolidated companies generated a gain of $47 million in the first half of 2025, compared to a loss of $34 million in the first half of 2024. These results were mainly derived from our equity investment in Ternium (NYSE:TX) and in the first six months of 2024 were negatively affected by an $83 million loss from the provision for ongoing litigation related to the acquisition of a participation in Usiminas on our Ternium investment.

Income tax amounted to a charge of $187 million in the first half of 2025, compared to $223 million in the first half of 2024. The lower income tax charge reflects the reduction in results at several subsidiaries.

Cash Flow and Liquidity of 2025 First Half

Net cash provided by operating activities during the first half of 2025 amounted to $1.5 billion (including a reduction in working capital of $250 million), compared to cash provided by operations of $1.8 billion (net of a reduction in working capital of $276 million) in the first half of 2024.

Capital expenditures amounted to $309 million in the first half of 2025, compared to $333 million in the first half of 2024. Free cash flow amounted to $1.2 billion in the first half of 2025, compared to $1.5 billion in the first half of 2024.

Following a dividend payment of $600 million in May 2025 and share buybacks of $474 million during the first half of 2025, our net cash position amounted to $3.7 billion at the end of June 2025.

Conference call

Tenaris will hold a conference call to discuss the above reported results, on July 31, 2025, at 08:00 a.m. (Eastern Time). Following a brief summary, the conference call will be opened to questions.

To listen to the conference please join through one of the following options:
ir.tenaris.com/events-and-presentations or
https://edge.media-server.com/mmc/p/dy4pxaxk

If you wish to participate in the Q&A session please register at the following link:
https://register-conf.media-server.com/register/BI13b7d2b9dcce43d79257fc8cfbdde30c

Please connect 10 minutes before the scheduled start time.

A replay of the conference call will also be available on our webpage at: ir.tenaris.com/events-and-presentations

Some of the statements contained in this press release are “forward-looking statements”. Forward-looking statements are based on management’s current views and assumptions and involve known and unknown risks that could cause actual results, performance or events to differ materially from those expressed or implied by those statements. These risks include but are not limited to risks arising from uncertainties as to future oil and gas prices and their impact on investment programs by oil and gas companies.

Consolidated Condensed Interim Income Statement

(all amounts in thousands of U.S. dollars)	Three-month period ended June 30,		Six-month period ended June 30,
	2025	2024	2025	2024
	(Unaudited)		(Unaudited)
Net sales	3,085,672	3,321,677	6,007,884	6,763,221
Cost of sales	(2,013,639)	(2,143,614)	(3,934,494)	(4,277,666)
Gross profit	1,072,033	1,178,063	2,073,390	2,485,555
Selling, general and administrative expenses	(483,633)	(496,688)	(940,698)	(1,004,820)
Other operating income	4,317	9,461	16,105	25,485
Other operating expenses	(9,983)	(179,127)	(16,150)	(182,847)
Operating income	582,734	511,709	1,132,647	1,323,373
Finance Income	63,669	68,884	142,113	125,173
Finance Cost	(9,712)	(15,722)	(21,457)	(36,305)
Other financial results, net	(22,294)	4,021	(53,735)	(56,447)
Income before equity in earnings of non-consolidated companies and income tax	614,397	568,892	1,199,568	1,355,794
Equity in earnings (losses) of non-consolidated companies	32,651	(82,519)	46,686	(34,340)
Income before income tax	647,048	486,373	1,246,254	1,321,454
Income tax	(105,342)	(138,147)	(186,684)	(223,003)
Income for the period	541,706	348,226	1,059,570	1,098,451

Attributable to:
Shareholders’ equity	531,323	335,186	1,038,254	1,072,166
Non-controlling interests	10,383	13,040	21,316	26,285
	541,706	348,226	1,059,570	1,098,451

Consolidated Condensed Interim Statement of Financial Position

(all amounts in thousands of U.S. dollars)	At June 30, 2025		At December 31, 2024
	(Unaudited)
ASSETS
Non-current assets
Property, plant and equipment, net	6,168,254		6,121,471
Intangible assets, net	1,362,262		1,357,749
Right-of-use assets, net	147,197		148,868
Investments in non-consolidated companies	1,575,101		1,543,657
Other investments	1,009,677		1,005,300
Deferred tax assets	835,954		831,298
Receivables, net	152,215	11,250,660	205,602	11,213,945
Current assets
Inventories, net	3,486,537		3,709,942
Receivables and prepayments, net	244,958		179,614
Current tax assets	415,626		332,621
Contract assets	60,182		50,757
Trade receivables, net	1,892,116		1,907,507
Derivative financial instruments	2,676		7,484
Other investments	2,482,514		2,372,999
Cash and cash equivalents	572,289	9,156,898	675,256	9,236,180
Total assets		20,407,558		20,450,125
EQUITY
Shareholders’ equity		16,583,542		16,593,257
Non-controlling interests		211,117		220,578
Total equity		16,794,659		16,813,835
LIABILITIES
Non-current liabilities
Borrowings	4,361		11,399
Lease liabilities	94,170		100,436
Derivative financial instruments	1,552		–
Deferred tax liabilities	472,640		503,941
Other liabilities	296,990		301,751
Provisions	61,746	931,459	82,106	999,633
Current liabilities
Borrowings	319,919		425,999
Lease liabilities	53,917		44,490
Derivative financial instruments	9,254		8,300
Current tax liabilities	298,803		366,292
Other liabilities	792,982		585,775
Provisions	156,387		119,344
Customer advances	139,751		206,196
Trade payables	910,427	2,681,440	880,261	2,636,657
Total liabilities		3,612,899		3,636,290
Total equity and liabilities		20,407,558		20,450,125

Consolidated Condensed Interim Statement of Cash Flows

(all amounts in thousands of U.S. dollars)	Three-month period ended June 30,		Six-month period ended June 30,
	2025	2024	2025	2024
	(Unaudited)		(Unaudited)
Cash flows from operating activities
Income for the period	541,706	348,226	1,059,570	1,098,451
Adjustments for:
Depreciation and amortization	150,002	138,509	296,408	313,951
Bargain purchase gain	–	(2,211)	–	(2,211)
Provision for the ongoing litigation related to the acquisition of participation in Usiminas	8,650	170,610	18,527	170,610
Income tax accruals less payments	(36,660)	(84,340)	(90,793)	(113,562)
Equity in earnings (losses) of non-consolidated companies	(32,651)	82,519	(46,686)	34,340
Interest accruals less payments, net	(4,616)	(14,573)	(13,039)	(2,635)
Changes in provisions	628	(6,277)	(1,765)	(4,732)
Changes in working capital	26,499	285,066	250,316	275,518
Others, including net foreign exchange	19,589	17,672	21,609	52,448
Net cash provided by operating activities	673,147	935,201	1,494,147	1,822,178

Cash flows from investing activities
Capital expenditures	(135,454)	(161,318)	(309,292)	(333,415)
Changes in advances to suppliers of property, plant and equipment	(18,769)	(13,467)	(5,853)	(10,515)
Cash decrease due to deconsolidation of subsidiaries	(1,848)	–	(1,848)	–
Acquisition of subsidiaries, net of cash acquired	–	25,946	–	25,946
Loan to joint ventures	–	(1,391)	(1,359)	(2,745)
Proceeds from disposal of property, plant and equipment and intangible assets	56,829	723	57,729	6,135
Dividends received from non-consolidated companies	41,348	53,136	41,348	53,136
Changes in investments in securities	94,299	(277,085)	(131,337)	(1,036,752)
Net cash used in investing activities	36,405	(373,456)	(350,612)	(1,298,210)

Cash flows from financing activities
Dividends paid	(600,317)	(458,556)	(600,317)	(458,556)
Dividends paid to non-controlling interest in subsidiaries	(27,264)	–	(27,264)	–
Changes in non-controlling interests	–	(5)	–	1,115
Acquisition of treasury shares	(236,744)	(492,322)	(473,932)	(803,386)
Payments of lease liabilities	(15,392)	(16,614)	(30,047)	(33,382)
Proceeds from borrowings	128,874	365,149	476,443	1,195,096
Repayments of borrowings	(145,831)	(418,521)	(574,956)	(1,172,599)
Net cash used in financing activities	(896,674)	(1,020,869)	(1,230,073)	(1,271,712)

Decrease in cash and cash equivalents	(187,122)	(459,124)	(86,538)	(747,744)

Movement in cash and cash equivalents
At the beginning of the period	758,952	1,323,056	660,798	1,616,597
Effect of exchange rate changes	(338)	(15,237)	(2,768)	(20,158)
Decrease in cash and cash equivalents	(187,122)	(459,124)	(86,538)	(747,744)
At June 30,	571,492	848,695	571,492	848,695

Exhibit I – Alternative performance measures

Alternative performance measures should be considered in addition to, not as substitute for or superior to, other measures of financial performance prepared in accordance with IFRS.

EBITDA, Earnings before interest, tax, depreciation and amortization.

EBITDA provides an analysis of the operating results excluding depreciation and amortization and impairments, as they are recurring non-cash variables which can vary substantially from company to company depending on accounting policies and the accounting value of the assets. EBITDA is an approximation to pre-tax operating cash flow and reflects cash generation before working capital variation. EBITDA is widely used by investors when evaluating businesses (multiples valuation), as well as by rating agencies and creditors to evaluate the level of debt, comparing EBITDA with net debt.

EBITDA is calculated in the following manner:

EBITDA = Net income for the period + Income tax charges +/- Equity in Earnings (losses) of non-consolidated companies +/- Financial results + Depreciation and amortization +/- Impairment charges/(reversals).

EBITDA is a non-IFRS alternative performance measure.

(all amounts in thousands of U.S. dollars)	Three-month period ended June 30,		Six-month period ended June 30,
	2025	2024	2025	2024
Income for the period	541,706	348,226	1,059,570	1,098,451
Income tax charge	105,342	138,147	186,684	223,003
Equity in earnings (losses) of non-consolidated companies	(32,651)	82,519	(46,686)	34,340
Financial Results	(31,663)	(57,183)	(66,921)	(32,421)
Depreciation and amortization	150,002	138,509	296,408	313,951
EBITDA	732,736	650,218	1,429,055	1,637,324

Free Cash Flow

Free cash flow is a measure of financial performance, calculated as operating cash flow less capital expenditures. FCF represents the cash that a company is able to generate after spending the money required to maintain or expand its asset base.

Free cash flow is calculated in the following manner:

Free cash flow = Net cash (used in) provided by operating activities – Capital expenditures.

Free cash flow is a non-IFRS alternative performance measure.

(all amounts in thousands of U.S. dollars)	Three-month period ended June 30,		Six-month period ended June 30,
	2025	2024	2025	2024
Net cash provided by operating activities	673,147	935,201	1,494,147	1,822,178
Capital expenditures	(135,454)	(161,318)	(309,292)	(333,415)
Free cash flow	537,693	773,883	1,184,855	1,488,763

Net Cash / (Debt)

This is the net balance of cash and cash equivalents, other current investments and fixed income investments held to maturity less total borrowings. It provides a summary of the financial solvency and liquidity of the company. Net cash / (debt) is widely used by investors and rating agencies and creditors to assess the company’s leverage, financial strength, flexibility and risks.

Net cash/ debt is calculated in the following manner:

Net cash = Cash and cash equivalents + Other investments (Current and Non-Current)+/- Derivatives hedging borrowings and investments – Borrowings (Current and Non-Current).

Net cash/debt is a non-IFRS alternative performance measure.

(all amounts in thousands of U.S. dollars)	At June 30,
	2025	2024
Cash and cash equivalents	572,289	850,236
Other current investments	2,482,514	2,452,375
Non-current investments	1,002,523	1,120,834
Derivatives hedging borrowings and investments	(3,698)	–
Current borrowings	(319,919)	(559,517)
Non-current borrowings	(4,361)	(21,386)
Net cash / (debt)	3,729,348	3,842,542

Operating working capital days

Operating working capital is the difference between the main operating components of current assets and current liabilities. Operating working capital is a measure of a company’s operational efficiency, and short-term financial health.

Operating working capital days is calculated in the following manner:

Operating working capital days = [(Inventories + Trade receivables – Trade payables – Customer advances) / Annualized quarterly sales ] x 365.

Operating working capital days is a non-IFRS alternative performance measure.

(all amounts in thousands of U.S. dollars)	At June 30,
	2025	2024
Inventories	3,486,537	3,834,623
Trade receivables	1,892,116	2,185,425
Customer advances	(139,751)	(298,158)
Trade payables	(910,427)	(1,020,453)
Operating working capital	4,328,475	4,701,437
Annualized quarterly sales	12,342,688	13,286,708
Operating working capital days	128	129

Giovanni Sardagna
Tenaris
1-888-300-5432
www.tenaris.com

The MIL Network –

July 31, 2025

MIL-OSI: National Fuel Reports Third Quarter Fiscal 2025 Earnings and Announces Preliminary Guidance for Fiscal 2026

Source: GlobeNewswire (MIL-OSI)

WILLIAMSVILLE, N.Y., July 30, 2025 (GLOBE NEWSWIRE) — National Fuel Gas Company (“National Fuel” or the “Company”) (NYSE:NFG) today announced consolidated results for the third quarter of its 2025 fiscal year.

FISCAL 2025 THIRD QUARTER SUMMARY

GAAP earnings per share of $1.64 compared to a net loss $0.59 per share in the prior year.
Adjusted earnings per share of $1.64 increased 66% compared to $0.99 per share in the prior year. See non-GAAP reconciliation on page 2.
Exploration and Production adjusted operating results of $0.95 per share increased 157% versus the prior year, driven by lower per unit operating costs, higher realized natural gas prices, and strong well performance in the Eastern Development Area (“EDA”), which contributed to 112 Bcf of natural gas production, up 16% versus the prior year’s third quarter.
The Pipeline and Storage segment achieved several development milestones for expansion projects during the quarter with the announcement of the Shippingport Lateral Project and the receipt of FERC approval for the Tioga Pathway Project, which remains on track for a late calendar 2026 in-service date.
The Company generated $196 million in net cash provided by operating activities less net cash used in investing activities during the third quarter.
The Company is revising the midpoint of its fiscal 2025 adjusted earnings per share guidance to a range of $6.80 to $6.95 per share and is initiating its fiscal 2026 preliminary earnings guidance which, based upon a NYMEX price of $4.00, is expected to increase 20% from fiscal 2025 (see Guidance Summary on page 7).

MANAGEMENT COMMENTARY

David P. Bauer, President and Chief Executive Officer of National Fuel Gas Company, stated: “National Fuel’s excellent third quarter reflects ongoing success across the Company. Our integrated upstream and gathering operations saw record production and throughput during the quarter and a continued improvement in capital efficiency, while our regulated Utility and Pipeline & Storage segments continue to see an uplift in earnings from recent ratemaking activities and organic investment opportunities.

“As we look forward to fiscal 2026, we expect to see significant earnings growth versus the prior year. This highlights the momentum in each of our businesses and the overall positive long-term outlook for natural gas. Strong well results in the EDA continue to confirm the depth of our best-in-class inventory and operational excellence in Northeast Pennsylvania, and underpin our mid-single-digit production growth expectations in the coming years. In addition, we have line of sight to further growth in our regulated businesses, supporting our 5% to 7% average annual rate base growth projections. Taken together, along with the broader tailwinds from growing demand for natural gas, National Fuel is well positioned to create meaningful value for shareholders in the years to come.”

RETURN OF CAPITAL UPDATE

During the quarter, National Fuel announced that its Board of Directors approved a 4% increase in the Company’s dividend for an annual rate of $2.14 per share. This is our 55^th consecutive year of dividend increases and the 123^rd year of consecutive dividend payments, demonstrating the Company’s commitment to returning cash to shareholders.

With respect to the Company’s share repurchase program, since March 2024, the Company repurchased approximately 2 million shares at an average weighted price of $59.70 per share. Consistent with our disciplined approach to capital allocation, which balances growth with return of capital to shareholders, during the quarter the Company paused repurchases as it evaluated various growth opportunities, preserving balance sheet flexibility.

RECONCILIATION OF GAAP EARNINGS TO ADJUSTED OPERATING RESULTS

	Three Months Ended June 30,
	(Thousands)						(Per Share)
		2025			2024			2025		2024
Reported GAAP Earnings	$	149,818		$	(54,158	)	$	1.64	$	(0.59	)
Items impacting comparability:
Impairment of assets (E&P)		—			200,696			0.00		2.18
Tax impact of impairment of assets		—			(55,686	)		0.00		(0.60	)
Other (refer to Segment results for details)		(615	)		873			—		—
Adjusted Operating Results	$	149,203		$	91,725		$	1.64	$	0.99

FISCAL 2025 GUIDANCE UPDATE

National Fuel is revising its adjusted earnings per share guidance for fiscal 2025 to a range of $6.80 to $6.95. This updated range incorporates our third quarter results as well as lower expected realized natural gas prices for the remaining three months, which is largely offset by expected higher production and lower unit costs in the Exploration and Production segment. The Company is assuming an average NYMEX natural gas price of $3.25 per MMBtu for the remaining three months of fiscal 2025, which approximates the current NYMEX forward curve at this time.

The Company’s other fiscal 2025 guidance assumptions are detailed in the table on page 7.

INITIATION OF FISCAL 2026 PRELIMINARY GUIDANCE

The Company is initiating preliminary earnings guidance for fiscal 2026 which it is providing at various NYMEX prices:

NYMEX Assumption ($/MMBtu)	Fiscal 2026 Adjusted Earnings Per Share Sensitivities
$3.00	$6.35 – $6.85
$4.00	$8.00 – $8.50
$5.00	$9.75 – $10.25

2026 OUTLOOK

Seneca’s ongoing trend of improving capital efficiency is projected to continue in fiscal 2026 with capital expenditures expected to decrease by $20 million, or 4% at the midpoint, while production is expected to increase to a range of 440 to 455 Bcf, an increase of 6% at the midpoint.
Regulated segment earnings are expected to increase as a result of ongoing modernization investments which are supported by recent ratemaking efforts, driven by Distribution’s three-year New York rate settlement that continues through fiscal 2027 and additional margin related to the Pennsylvania modernization tracker, or DSIC (Distribution System Improvement Charge).
Combined Utility and Pipeline & Storage segment capital expenditures are expected to range between $395 and $455 million, an increase of $110 million from fiscal 2025 at midpoint of guidance, with continued investment in our longstanding modernization programs, as well as significant expansion-related spending on the Tioga Pathway and Shippingport Lateral projects driving meaningful rate base growth.

Additional details on the Company’s updated forecast assumptions and business segment guidance for fiscal 2026 are outlined in the table on page 7.

DISCUSSION OF THIRD QUARTER RESULTS BY SEGMENT

The following earnings discussion of each operating segment for the quarter ended June 30, 2025 is summarized in a tabular form on pages 8 and 9 of this report (earnings drivers for the nine months ended June 30, 2025 are summarized on pages 10 and 11). It may be helpful to refer to those tables while reviewing this discussion.

Note that management defines adjusted operating results as reported GAAP earnings adjusted for items impacting comparability, and adjusted EBITDA as reported GAAP earnings before the following items: interest expense, income taxes, depreciation, depletion and amortization, other income and deductions, impairments, and other items reflected in operating income that impact comparability.

Upstream Business

Exploration and Production Segment

The Exploration and Production segment operations are carried out by Seneca Resources Company, LLC (“Seneca”). Seneca explores for, develops and produces primarily natural gas reserves in Pennsylvania.

	Three Months Ended
	June 30,
(in thousands)		2025			2024		Variance
GAAP Earnings	$	86,671		$	(112,028	)	$	198,699
Impairment of assets		—			200,696			(200,696	)
Tax impact of impairment of assets		—			(55,686	)		55,686
Unrealized (gain) loss on derivative asset (2022 CA asset sale)		45			1,186			(1,141	)
Tax impact of unrealized (gain) loss on derivative asset		(12	)		(325	)		313
Adjusted Operating Results	$	86,704		$	33,843		$	52,861

Adjusted EBITDA	$	202,488		$	128,535		$	73,953

Seneca’s third quarter GAAP earnings increased $198.7 million versus the prior year. GAAP earnings in the prior year included a non-cash, pre-tax ceiling test impairment of $200.7 million ($145.0 million after-tax) to write-down the carrying value of Seneca’s reserves under the full cost method of accounting. GAAP earnings also included the impact of unrealized losses related to reductions in the fair value of contingent consideration received in connection with the June 2022 divestiture of Seneca’s California assets.

Excluding items impacting comparability, Seneca’s adjusted operating results in the third quarter increased $52.9 million primarily due to higher realized natural gas prices and production, as well as lower per unit operating expenses.

During the third quarter, Seneca produced a Company record 112 Bcf of natural gas, an increase of 15 Bcf, or 16%, from the prior year. Two highly prolific Utica pads turned in line this year in the EDA’s Tioga County were the main drivers behind this increase in production.

Seneca’s weighted average realized natural gas price, after the impact of hedging and transportation costs, was $2.71 per Mcf, an increase of $0.43 per Mcf from the prior year. This increase was primarily due to higher NYMEX prices and higher spot prices at local sales points in Pennsylvania.

	Three Months Ended
	June 30,
(Cost per Mcf)		2025		2024	Variance
Lease Operating and Transportation Expense (“LOE”)	$	0.66	$	0.69	$	(0.03	)
General and Administrative Expense (“G&A”)	$	0.17	$	0.19	$	(0.02	)
Taxes and Other	$	0.08	$	0.08	$	—
Total Cash Operating Costs	$	0.91	$	0.96	$	(0.05	)
Depreciation, Depletion and Amortization Expense (“DD&A”)	$	0.62	$	0.71	$	(0.09	)
Total Operating Costs	$	1.53	$	1.67	$	(0.14	)

On a per unit basis, third quarter total cash operating costs were lower compared to the prior year, primarily due to higher production. LOE included $61 million ($0.55 per Mcf), or 83% of total LOE, for gathering and compression service fees paid to the Company’s Gathering segment to connect Seneca’s production to sales points along interstate pipelines. DD&A for the quarter was $0.62 per Mcf, a decrease of $0.09 per Mcf from the prior year, largely due to ceiling test impairments recorded in prior quarters that lowered Seneca’s full cost pool depletable base.

Midstream Businesses

Pipeline and Storage Segment

The Pipeline and Storage segment’s operations are carried out by National Fuel Gas Supply Corporation (“Supply Corporation”) and Empire Pipeline, Inc. (“Empire”). The Pipeline and Storage segment provides natural gas transportation and storage services to affiliated and non-affiliated companies through an integrated system of pipelines and underground natural gas storage fields in western New York and Pennsylvania.

	Three Months Ended
	June 30,
(in thousands)		2025		2024	Variance
GAAP Earnings	$	28,857	$	30,690	$	(1,833	)

Adjusted EBITDA	$	67,019	$	68,221	$	(1,202	)

The Pipeline and Storage segment’s third quarter GAAP earnings decreased $1.8 million versus the prior year primarily due to higher Operations and Maintenance (“O&M”) expense. The increase in O&M expense was due largely to typical inflationary increases related to higher personnel costs and third-party contractors.

Gathering Segment

The Gathering segment’s operations are carried out by National Fuel Gas Midstream Company, LLC’s limited liability companies. The Gathering segment constructs, owns and operates natural gas gathering pipelines and compression facilities in the Appalachian region, which delivers Seneca and other non-affiliated Appalachian production to the interstate pipeline system.

	Three Months Ended
	June 30,
(in thousands)		2025		2024	Variance
GAAP Earnings	$	29,996	$	24,979	$	5,017

Adjusted EBITDA	$	55,923	$	47,631	$	8,292

The Gathering segment’s third quarter GAAP earnings increased $5.0 million versus the prior year primarily due to higher operating revenues, which increased $7.8 million, or 13%, primarily due to an increase in throughput from Seneca’s new wells located in Tioga County.

Downstream Business

Utility Segment

The Utility segment operations are carried out by National Fuel Gas Distribution Corporation (“Distribution Corporation”), which sells or transports natural gas to customers located in western New York and northwestern Pennsylvania.

	Three Months Ended
	June 30,
(in thousands)		2025		2024	Variance
GAAP Earnings	$	4,997	$	2,559	$	2,438

Adjusted EBITDA	$	25,743	$	21,047	$	4,696

The Utility segment’s third quarter GAAP earnings increased $2.4 million, or 95%, primarily as a result of new rates approved in the Utility’s New York rate case settlement, which became effective October 1, 2024, partially offset by higher operating costs and interest expense.

For the quarter, customer margin (operating revenues less purchased gas sold) increased $8.4 million, primarily due to an increase in customer usage, due in part to colder weather, as well as an increase in rates as part of the New York rate case settlement. Other income increased $4.0 million, largely due to the New York rate settlement, which required the recognition of non-service pension and post-retirement benefit income and a corresponding reduction in new base rates, resulting in no effect on net income.

O&M expense increased $2.7 million primarily driven by higher personnel costs, partially offset by a reduction in uncollectible expenses as a result of a tracker implemented as part of the New York rate case settlement. DD&A expense increased by $1.6 million primarily due to higher average depreciable plant in service compared to the prior year. Further, interest expense increased $2.5 million primarily due to a higher average amount of net borrowings.

Corporate and All Other

The Company’s operations that are included in Corporate and All Other generated a combined net loss of $0.7 million, which was largely consistent with the prior year.

EARNINGS TELECONFERENCE

A conference call to discuss the results will be held on Thursday, July 31, 2025, at 9 a.m. ET. All participants must pre-register to join this conference using the Participant Registration link. A webcast link to the conference call will be provided under the Events Calendar on the NFG Investor Relations website at investor.nationalfuelgas.com. A replay will be available following the call through the end of the day, Thursday, August 7, 2025. To access the replay, dial 1-866-813-9403 and provide Access Code 592578.

National Fuel is an integrated energy company reporting financial results for four operating segments: Exploration and Production, Pipeline and Storage, Gathering, and Utility. Additional information about National Fuel is available at www.nationalfuel.com.

Certain statements contained herein, including statements identified by the use of the words “anticipates,” “estimates,” “expects,” “forecasts,” “intends,” “plans,” “predicts,” “projects,” “believes,” “seeks,” “will,” “may” and similar expressions, and statements which are other than statements of historical facts, are “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties, which could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. The Company’s expectations, beliefs and projections contained herein are expressed in good faith and are believed to have a reasonable basis, but there can be no assurance that such expectations, beliefs or projections will result or be achieved or accomplished. In addition to other factors, the following are important factors that could cause actual results to differ materially from those discussed in the forward-looking statements: changes in laws, regulations or judicial interpretations to which the Company is subject, including those involving derivatives, taxes, safety, employment, climate change, other environmental matters, real property, and exploration and production activities such as hydraulic fracturing; governmental/regulatory actions, initiatives and proceedings, including those involving rate cases (which address, among other things, target rates of return, rate design, retained natural gas and system modernization), environmental/safety requirements, affiliate relationships, industry structure, and franchise renewal; changes in economic conditions, including the imposition of additional tariffs on U.S. imports and related retaliatory tariffs, inflationary pressures, supply chain issues, liquidity challenges, and global, national or regional recessions, and their effect on the demand for, and customers’ ability to pay for, the Company’s products and services; the Company’s ability to estimate accurately the time and resources necessary to meet emissions targets; governmental/regulatory actions and/or market pressures to reduce or eliminate reliance on natural gas; impairments under the SEC’s full cost ceiling test for natural gas reserves; changes in the price of natural gas; the creditworthiness or performance of the Company’s key suppliers, customers and counterparties; financial and economic conditions, including the availability of credit, and occurrences affecting the Company’s ability to obtain financing on acceptable terms for working capital, capital expenditures and other investments, including any downgrades in the Company’s credit ratings and changes in interest rates and other capital market conditions; the Company’s ability to complete strategic transactions; changes in price differentials between similar quantities of natural gas sold at different geographic locations, and the effect of such changes on commodity production, revenues and demand for pipeline transportation capacity to or from such locations; the impact of information technology disruptions, cybersecurity or data security breaches, including the impact of issues that may arise from the use of artificial intelligence technologies; factors affecting the Company’s ability to successfully identify, drill for and produce economically viable natural gas reserves, including among others geology, lease availability and costs, title disputes, weather conditions, water availability and disposal or recycling opportunities of used water, shortages, delays or unavailability of equipment and services required in drilling operations, insufficient gathering, processing and transportation capacity, the need to obtain governmental approvals and permits, and compliance with environmental laws and regulations; increased costs or delays or changes in plans with respect to Company projects or related projects of other companies, as well as difficulties or delays in obtaining necessary governmental approvals, permits or orders or in obtaining the cooperation of interconnecting facility operators; increasing health care costs and the resulting effect on health insurance premiums and on the obligation to provide other post-retirement benefits; other changes in price differentials between similar quantities of natural gas having different quality, heating value, hydrocarbon mix or delivery date; the cost and effects of legal and administrative claims against the Company or activist shareholder campaigns to effect changes at the Company; negotiations with the collective bargaining units representing the Company’s workforce, including potential work stoppages during negotiations; uncertainty of natural gas reserve estimates; significant differences between the Company’s projected and actual production levels for natural gas; changes in demographic patterns and weather conditions (including those related to climate change); changes in the availability, price or accounting treatment of derivative financial instruments; changes in laws, actuarial assumptions, the interest rate environment and the return on plan/trust assets related to the Company’s pension and other post-retirement benefits, which can affect future funding obligations and costs and plan liabilities; economic disruptions or uninsured losses resulting from major accidents, fires, severe weather, natural disasters, terrorist activities or acts of war, as well as economic and operational disruptions due to third-party outages; significant differences between the Company’s projected and actual capital expenditures and operating expenses; or increasing costs of insurance, changes in coverage and the ability to obtain insurance. The Company disclaims any obligation to update any forward-looking statements to reflect events or circumstances after the date thereof.

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

GUIDANCE SUMMARY

As discussed on page 2, the Company is revising its adjusted earnings per share guidance for fiscal 2025. Additional details on the Company’s forecast assumptions and business segment guidance are outlined in the table below.

The revised adjusted earnings per share guidance range excludes certain items that impacted the comparability of adjusted operating results during the nine months ended June 30, 2025, including: (1) the after tax impairment of assets, which reduced earnings by $1.14 per share; (2) after-tax premiums paid on early redemptions of debt, which reduced earnings by $0.02 per share; (3) after-tax unrealized losses on a derivative asset, which reduced earnings by $0.01 per share; and (4) after-tax unrealized losses on other investments, which reduced earnings by $0.02 per share. While the Company expects to record certain adjustments to unrealized gain or loss on investments during the remaining three months ending September 30, 2025, the amounts of these and other potential adjustments are not reasonably determinable at this time. As such, the Company is unable to provide earnings guidance other than on a non-GAAP basis.

	Updated FY 2025 Guidance	Preliminary FY 2026 Guidance

Consolidated Adjusted Earnings per Share	$6.80 to $6.95	See sensitivity table on p.2
Consolidated Effective Tax Rate	~ 25.5%	~ 25.5%

Capital Expenditures (Millions)
Exploration and Production	$500 – $510	$470 – $500
Pipeline and Storage	$120 – $140	$210 – $250
Gathering	$95 – $110	$90 – $110
Utility	$175 – $195	$185 – $205
Consolidated Capital Expenditures	$890 – $955	$955 – $1,065

Exploration and Production Segment Guidance

Commodity Price Assumptions	(remaining three months)
NYMEX natural gas price (per MMBtu)	$3.25	$3.00 / $4.00 / $5.00
Appalachian basin spot price (per MMBtu)	$2.50	$2.30 / $3.10 / $3.90

Production (Bcf)	420 to 425	440 to 455

E&P Operating Costs ($/Mcf)
LOE	$0.67 – $0.68	$0.67 – $0.68
G&A	~$0.18	~$0.18
DD&A	$0.63 – $0.65	$0.65 – $0.69

Other Business Segment Guidance (Millions)
Gathering Segment Revenues	$255 – $260	$245 – $255
Pipeline and Storage Segment Revenues	$420 – $430	$415 – $430

Utility Segment Guidance (Millions)
Customer Margin*	$450 – $460	$470 – $490
O&M Expense	$240 – $245	$250 – $260
Non-Service Pension & OPEB Income	$23 – $27	$23 – $27
^{* Customer Margin is defined as Operating Revenues less Purchased Gas Expense.}

NATIONAL FUEL GAS COMPANY
RECONCILIATION OF CURRENT AND PRIOR YEAR GAAP EARNINGS
QUARTER ENDED JUNE 30, 2025
(Unaudited)

	Upstream			Midstream						Downstream

	Exploration &			Pipeline &									Corporate /
(Thousands of Dollars)	Production			Storage			Gathering			Utility			All Other			Consolidated*

Third quarter 2024 GAAP earnings	$	(112,028	)	$	30,690		$	24,979		$	2,559		$	(358	)	$	(54,158	)
Items impacting comparability:
Impairment of assets		200,696															200,696
Tax impact of impairment of assets		(55,686	)														(55,686	)
Unrealized (gain) loss on derivative asset		1,186															1,186
Tax impact of unrealized (gain) loss on derivative asset		(325	)														(325	)
Unrealized (gain) loss on other investments														15			15
Tax impact of unrealized (gain) loss on other investments														(3	)		(3	)
Third quarter 2024 adjusted operating results		33,843			30,690			24,979			2,559			(346	)		91,725
Drivers of adjusted operating results**
Upstream Revenues
Higher (lower) natural gas production		27,144															27,144
Higher (lower) realized natural gas prices, after hedging		38,281															38,281
Midstream Revenues
Higher (lower) operating revenues								6,125									6,125
Downstream Margins***
Impact of usage and weather											2,738						2,738
Impact of new rates in New York											2,788						2,788
Regulatory revenue adjustments											670						670
Operating Expenses
Lower (higher) lease operating and transportation expenses		(5,747	)														(5,747	)
Lower (higher) operating expenses					(1,687	)					(2,126	)		(1,463	)		(5,276	)
Lower (higher) property, franchise and other taxes		(1,636	)														(1,636	)
Lower (higher) depreciation / depletion								(882	)		(1,242	)					(2,124	)
Other Income (Expense)
Higher (lower) other income		(531	)		(1,238	)					3,169			1,352			2,752
(Higher) lower interest expense		589			510						(2,007	)		(1,616	)		(2,524	)
Income Taxes
Lower (higher) income tax expense / effective tax rate		(5,564	)		(39	)		(178	)		(1,190	)		710			(6,261	)

All other / rounding		325			621			(48	)		(362	)		12			548
Third quarter 2025 adjusted operating results		86,704			28,857			29,996			4,997			(1,351	)		149,203
Items impacting comparability:
Unrealized gain (loss) on derivative asset		(45	)														(45	)
Tax impact of unrealized gain (loss) on derivative asset		12															12
Unrealized gain (loss) on other investments														820			820
Tax impact of unrealized gain (loss) on other investments														(172	)		(172	)
Third quarter 2025 GAAP earnings	$	86,671		$	28,857		$	29,996		$	4,997		$	(703	)	$	149,818

^{* Amounts do not reflect intercompany eliminations.}
^{** Drivers of adjusted operating results have been calculated using the 21% federal statutory rate.}
^{*** Downstream margin defined as operating revenues less purchased gas expense.}

NATIONAL FUEL GAS COMPANY
RECONCILIATION OF CURRENT AND PRIOR YEAR GAAP EARNINGS PER SHARE
QUARTER ENDED JUNE 30, 2025
(Unaudited)

	Upstream			Midstream						Downstream

	Exploration &			Pipeline &									Corporate /
	Production			Storage			Gathering			Utility			All Other			Consolidated*

Third quarter 2024 GAAP earnings per share	$	(1.22	)	$	0.33		$	0.27		$	0.03		$	—		$	(0.59	)
Items impacting comparability:
Impairment of assets, net of tax		1.58															1.58
Unrealized (gain) loss on derivative asset, net of tax		0.01															0.01
Unrealized (gain) loss on other investments, net of tax														—			—
Rounding														(0.01	)		(0.01	)
Third quarter 2024 adjusted operating results per share		0.37			0.33			0.27			0.03			(0.01	)		0.99
Drivers of adjusted operating results**
Upstream Revenues
Higher (lower) natural gas production		0.30															0.30
Higher (lower) realized natural gas prices, after hedging		0.42															0.42
Midstream Revenues
Higher (lower) operating revenues								0.07									0.07
Downstream Margins***
Impact of usage and weather											0.03						0.03
Impact of new rates in New York											0.03						0.03
Regulatory revenue adjustments											0.01						0.01
Operating Expenses
Lower (higher) lease operating and transportation expenses		(0.06	)														(0.06	)
Lower (higher) operating expenses					(0.02	)					(0.02	)		(0.02	)		(0.06	)
Lower (higher) property, franchise and other taxes		(0.02	)														(0.02	)
Lower (higher) depreciation / depletion								(0.01	)		(0.01	)					(0.02	)
Other Income (Expense)
Higher (lower) other income		(0.01	)		(0.01	)					0.03			0.01			0.02
(Higher) lower interest expense		0.01			0.01						(0.02	)		(0.02	)		(0.02	)
Income Taxes
Lower (higher) income tax expense / effective tax rate		(0.06	)		—			—			(0.01	)		0.01			(0.06	)

All other / rounding		—			0.01			—			(0.02	)		0.02			0.01
Third quarter 2025 adjusted operating results per share		0.95			0.32			0.33			0.05			(0.01	)		1.64
Items impacting comparability:
Unrealized gain (loss) on derivative asset, net of tax		—															—
Unrealized gain (loss) on other investments, net of tax														0.01			0.01
Rounding														(0.01	)		(0.01	)
Third quarter 2025 GAAP earnings per share	$	0.95		$	0.32		$	0.33		$	0.05		$	(0.01	)	$	1.64

^{* Amounts do not reflect intercompany eliminations.}
^{** Drivers of adjusted operating results have been calculated using the 21% federal statutory rate.}
^{*** Downstream margin defined as operating revenues less purchased gas expense.}

NATIONAL FUEL GAS COMPANY
RECONCILIATION OF CURRENT AND PRIOR YEAR GAAP EARNINGS
NINE MONTHS ENDED JUNE 30, 2025
(Unaudited)

	Upstream			Midstream						Downstream

	Exploration &			Pipeline &									Corporate /
(Thousands of Dollars)	Production			Storage			Gathering			Utility			All Other			Consolidated*
Nine months ended June 30, 2024 GAAP earnings	$	2,521		$	85,482		$	82,510		$	73,848		$	773		$	245,134
Items impacting comparability:
Impairment of assets		200,696															200,696
Tax impact of impairment of assets		(55,686	)														(55,686	)
Unrealized (gain) loss on derivative asset		4,848															4,848
Tax impact of unrealized (gain) loss on derivative asset		(1,330	)														(1,330	)
Unrealized (gain) loss on other investments														(1,803	)		(1,803	)
Tax impact of unrealized (gain) loss on other investments														379			379
Nine months ended June 30, 2024 adjusted operating results		151,049			85,482			82,510			73,848			(651	)		392,238
Drivers of adjusted operating results**
Upstream Revenues
Higher (lower) natural gas production		28,414															28,414
Higher (lower) realized natural gas prices, after hedging		70,158															70,158
Midstream Revenues
Higher (lower) operating revenues					12,241			5,793									18,034
Downstream Margins***
Impact of usage and weather											5,423						5,423
Impact of new rates in New York											25,230						25,230
Higher (lower) other operating revenues											(1,400	)					(1,400	)
Operating Expenses
Lower (higher) lease operating and transportation expenses		(5,810	)														(5,810	)
Lower (higher) operating expenses		(1,490	)		(3,790	)		(751	)		(6,700	)		(1,740	)		(14,471	)
Lower (higher) property, franchise and other taxes		(2,381	)														(2,381	)
Lower (higher) depreciation / depletion		13,760						(2,684	)		(2,551	)					8,525
Other Income (Expense)
Higher (lower) other income		(2,420	)		(1,840	)					14,888			3,653			14,281
(Higher) lower interest expense					838			(1,648	)		(5,686	)		(4,780	)		(11,276	)
Income Taxes
Lower (higher) income tax expense / effective tax rate		(7,902	)		(286	)		727			(2,318	)		755			(9,024	)

All other / rounding		555			374			234			306			67			1,536
Nine months ended June 30, 2025 adjusted operating results		243,933			93,019			84,181			101,040			(2,696	)		519,477
Items impacting comparability:
Impairment of assets		(141,802	)														(141,802	)
Tax impact of impairment of assets		37,169															37,169
Premiums paid on early redemption of debt		(1,430	)					(955	)								(2,385	)
Tax impact of premiums paid on early redemption of debt		385						257									642
Unrealized gain (loss) on derivative asset		(729	)														(729	)
Tax impact of unrealized gain (loss) on derivative asset		196															196
Unrealized gain (loss) on other investments														(1,780	)		(1,780	)
Tax impact of unrealized gain (loss) on other investments														374			374
Nine months ended June 30, 2025 GAAP earnings	$	137,722		$	93,019		$	83,483		$	101,040		$	(4,102	)	$	411,162

^{* Amounts do not reflect intercompany eliminations.}
^{** Drivers of adjusted operating results have been calculated using the 21% federal statutory rate.}
^{*** Downstream margin defined as operating revenues less purchased gas expense.}

NATIONAL FUEL GAS COMPANY
RECONCILIATION OF CURRENT AND PRIOR YEAR GAAP EARNINGS PER SHARE
NINE MONTHS ENDED JUNE 30, 2025
(Unaudited)

	Upstream			Midstream						Downstream

	Exploration &			Pipeline &									Corporate /
	Production			Storage			Gathering			Utility			All Other			Consolidated*
Nine months ended June 30, 2024 GAAP earnings per share	$	0.03		$	0.92		$	0.89		$	0.80		$	0.01		$	2.65
Items impacting comparability:
Impairment of assets, net of tax		1.57															1.57
Unrealized (gain) loss on derivative asset, net of tax		0.04															0.04
Unrealized (gain) loss on other investments, net of tax														(0.02	)		(0.02	)
Rounding		(0.01	)											0.01			—
Nine months ended June 30, 2024 adjusted operating results per share		1.63			0.92			0.89			0.80			—			4.24
Drivers of adjusted operating results**
Upstream Revenues
Higher (lower) natural gas production		0.31															0.31
Higher (lower) realized natural gas prices, after hedging		0.77															0.77
Midstream Revenues
Higher (lower) operating revenues					0.13			0.06									0.19
Downstream Margins***
Impact of usage and weather											0.06						0.06
Impact of new rates in New York											0.28						0.28
Higher (lower) other operating revenues											0.01						0.01
Operating Expenses
Lower (higher) lease operating and transportation expenses		(0.06	)														(0.06	)
Lower (higher) operating expenses		(0.02	)		(0.04	)		(0.01	)		(0.07	)		(0.02	)		(0.16	)
Lower (higher) property, franchise and other taxes		(0.03	)														(0.03	)
Lower (higher) depreciation / depletion		0.15						(0.03	)		(0.03	)					0.09
Other Income (Expense)
Higher (lower) other income		(0.03	)		(0.02	)					0.16			0.04			0.15
(Higher) lower interest expense					0.01			(0.02	)		(0.06	)		(0.05	)		(0.12	)
Income Taxes
Lower (higher) income tax expense / effective tax rate		(0.09	)		—			0.01			(0.03	)		0.01			(0.10	)

Impact of reduction in shares		0.03			0.01			0.01			0.01			—			0.06
All other / rounding		0.01			0.01			0.01			(0.02	)		(0.01	)		—
Nine months ended June 30, 2025 adjusted operating results per share		2.67			1.02			0.92			1.11			(0.03	)		5.69
Items impacting comparability:
Impairment of assets, net of tax		(1.14	)														(1.14	)
Premiums paid on early redemption of debt, net of tax		(0.01	)					(0.01	)								(0.02	)
Unrealized gain (loss) on derivative asset, net of tax		(0.01	)														(0.01	)
Unrealized gain (loss) on other investments, net of tax														(0.02	)		(0.02	)
Rounding														0.01			0.01
Nine months ended June 30, 2025 GAAP earnings per share	$	1.51		$	1.02		$	0.91		$	1.11		$	(0.04	)	$	4.51

^{* Amounts do not reflect intercompany eliminations.}
^{** Drivers of adjusted operating results have been calculated using the 21% federal statutory rate.}
^{*** Downstream margin defined as operating revenues less purchased gas expense.}

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

(Thousands of Dollars, except per share amounts)
	Three Months Ended						Nine Months Ended
	June 30,						June 30,
	(Unaudited)						(Unaudited)
SUMMARY OF OPERATIONS		2025			2024			2025			2024
Operating Revenues:
Utility Revenues	$	157,446		$	124,858		$	729,445		$	616,977
Exploration and Production and Other Revenues		303,883			220,905			864,701			739,537
Pipeline and Storage and Gathering Revenues		70,501			71,679			217,116			216,228
		531,830			417,442			1,811,262			1,572,742
Operating Expenses:
Purchased Gas		27,986			4,952			228,661			167,444
Operation and Maintenance:
Utility		56,053			53,412			174,744			166,405
Exploration and Production and Other		35,272			35,148			103,874			102,768
Pipeline and Storage and Gathering		41,679			40,019			119,982			114,321
Property, Franchise and Other Taxes		24,180			21,201			71,450			66,635
Depreciation, Depletion and Amortization		116,408			113,454			337,055			348,179
Impairment of Assets		—			200,696			141,802			200,696
		301,578			468,882			1,177,568			1,166,448

Operating Income (Loss)		230,252			(51,440	)		633,694			406,294

Other Income (Expense):
Other Income (Deductions)		8,534			3,188			31,486			12,989
Interest Expense on Long-Term Debt		(34,333	)		(32,876	)		(107,356	)		(89,791	)
Other Interest Expense		(3,556	)		(1,341	)		(13,033	)		(14,250	)

Income (Loss) Before Income Taxes		200,897			(82,469	)		544,791			315,242

Income Tax Expense (Benefit)		51,079			(28,311	)		133,629			70,108

Net Income (Loss) Available for Common Stock	$	149,818		$	(54,158	)	$	411,162		$	245,134

Earnings (Loss) Per Common Share
Basic	$	1.66		$	(0.59	)	$	4.54		$	2.67
Diluted	$	1.64		$	(0.59	)	$	4.51		$	2.65

Weighted Average Common Shares:
Used in Basic Calculation		90,358,018			91,874,049			90,546,228			91,966,034
Used in Diluted Calculation		91,139,556			91,874,049			91,247,547			92,467,787

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)

	June 30,			September 30,
(Thousands of Dollars)		2025			2024
ASSETS
Property, Plant and Equipment	$	15,044,963		$	14,524,798
Less – Accumulated Depreciation, Depletion and Amortization		7,588,956			7,185,593
Net Property, Plant and Equipment		7,456,007			7,339,205
Current Assets:
Cash and Temporary Cash Investments		39,317			38,222
Receivables – Net		222,515			127,222
Unbilled Revenue		15,347			15,521
Gas Stored Underground		12,810			35,055
Materials and Supplies – at average cost		51,022			47,670
Unrecovered Purchased Gas Costs		2,903			—
Other Current Assets		64,241			92,229
Total Current Assets		408,155			355,919
Other Assets:
Recoverable Future Taxes		90,493			80,084
Unamortized Debt Expense		6,701			5,604
Other Regulatory Assets		124,300			108,022
Deferred Charges		71,426			69,662
Other Investments		73,764			81,705
Goodwill		5,476			5,476
Prepaid Pension and Post-Retirement Benefit Costs		199,286			180,230
Fair Value of Derivative Financial Instruments		2,394			87,905
Other		8,158			5,958
Total Other Assets		581,998			624,646
Total Assets	$	8,446,160		$	8,319,770
CAPITALIZATION AND LIABILITIES
Capitalization:
Comprehensive Shareholders’ Equity
Common Stock, $1 Par Value Authorized – 200,000,000 Shares; Issued and
Outstanding – 90,355,956 Shares and 91,005,993 Shares, Respectively	$	90,356		$	91,006
Paid in Capital		1,047,406			1,045,487
Earnings Reinvested in the Business		1,953,533			1,727,326
Accumulated Other Comprehensive Loss		(115,807	)		(15,476	)
Total Comprehensive Shareholders’ Equity		2,975,488			2,848,343
Long-Term Debt, Net of Current Portion and Unamortized Discount and Debt Issuance Costs		2,381,852			2,188,243
Total Capitalization		5,357,340			5,036,586
Current and Accrued Liabilities:
Notes Payable to Banks and Commercial Paper		61,500			90,700
Current Portion of Long-Term Debt		300,000			500,000
Accounts Payable		123,131			165,068
Amounts Payable to Customers		24,275			42,720
Dividends Payable		48,340			46,872
Interest Payable on Long-Term Debt		39,060			27,247
Customer Advances		—			19,373
Customer Security Deposits		28,739			36,265
Other Accruals and Current Liabilities		207,179			162,903
Fair Value of Derivative Financial Instruments		57,673			4,744
Total Current and Accrued Liabilities		889,897			1,095,892
Other Liabilities:
Deferred Income Taxes		1,153,427			1,111,165
Taxes Refundable to Customers		297,602			305,645
Cost of Removal Regulatory Liability		302,932			292,477
Other Regulatory Liabilities		137,025			151,452
Other Post-Retirement Liabilities		3,393			3,511
Asset Retirement Obligations		188,305			203,006
Other Liabilities		116,239			120,036
Total Other Liabilities		2,198,923			2,187,292
Commitments and Contingencies		—			—
Total Capitalization and Liabilities	$	8,446,160		$	8,319,770

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

	Nine Months Ended
	June 30,
(Thousands of Dollars)		2025			2024

Operating Activities:
Net Income Available for Common Stock	$	411,162		$	245,134
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Impairment of Assets		141,802			200,696
Depreciation, Depletion and Amortization		337,055			348,179
Deferred Income Taxes		60,754			47,212
Premiums Paid on Early Redemption of Debt		2,385			—
Stock-Based Compensation		15,721			15,984
Other		19,296			18,542
Change in:
Receivables and Unbilled Revenue		(95,254	)		5,253
Gas Stored Underground and Materials and Supplies		18,803			18,981
Unrecovered Purchased Gas Costs		(2,903	)		—
Other Current Assets		28,038			17,431
Accounts Payable		1,744			(13,705	)
Amounts Payable to Customers		(18,445	)		3,550
Customer Advances		(19,373	)		(21,003	)
Customer Security Deposits		(7,526	)		7,910
Other Accruals and Current Liabilities		44,283			23,846
Other Assets		(35,348	)		(35,346	)
Other Liabilities		(39,918	)		(14,649	)
Net Cash Provided by Operating Activities	$	862,276		$	868,015

Investing Activities:
Capital Expenditures	$	(627,316	)	$	(684,200	)
Other		9,352			(1,371	)
Net Cash Used in Investing Activities	$	(617,964	)	$	(685,571	)

Financing Activities:
Changes in Notes Payable to Banks and Commercial Paper		(29,200	)		(287,500	)
Shares Repurchased Under Repurchase Plan		(54,430	)		(27,847	)
Reduction of Long-Term Debt		(1,004,086	)		—
Net Proceeds From Issuance of Long-Term Debt		988,731			299,396
Dividends Paid on Common Stock		(140,098	)		(136,610	)
Net Repurchases of Common Stock Under Stock and Benefit Plans		(4,134	)		(3,916	)
Net Cash Used in Financing Activities	$	(243,217	)	$	(156,477	)

Net Increase in Cash and Cash Equivalents		1,095			25,967
Cash and Cash Equivalents at Beginning of Period		38,222			55,447
Cash and Cash Equivalents at June 30	$	39,317		$	81,414

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

SEGMENT OPERATING RESULTS AND STATISTICS
(UNAUDITED)

UPSTREAM BUSINESS

	Three Months Ended									Nine Months Ended
(Thousands of Dollars, except per share amounts)	June 30,									June 30,
EXPLORATION AND PRODUCTION SEGMENT		2025			2024		Variance				2025			2024		Variance
Total Operating Revenues	$	303,883		$	220,905		$	82,978		$	864,701		$	739,537		$	125,164
Operating Expenses:
Operation and Maintenance:
General and Administrative Expense		18,602			18,213			389			56,776			53,170			3,606
Lease Operating and Transportation Expense		73,856			66,581			7,275			210,671			203,317			7,354
All Other Operation and Maintenance Expense		3,816			4,526			(710	)		10,994			12,714			(1,720	)
Property, Franchise and Other Taxes		5,121			3,050			2,071			12,778			9,764			3,014
Depreciation, Depletion and Amortization		68,848			68,778			70			196,773			214,191			(17,418	)
Impairment of Assets		—			200,696			(200,696	)		141,802			200,696			(58,894	)
		170,243			361,844			(191,601	)		629,794			693,852			(64,058	)

Operating Income (Loss)		133,640			(140,939	)		274,579			234,907			45,685			189,222

Other Income (Expense):
Non-Service Pension and Post-Retirement Benefit Credit		37			100			(63	)		111			301			(190	)
Interest and Other Income (Deductions)		44			(488	)		532			416			(830	)		1,246
Interest Expense on Long-Term Debt		—			—			—			(1,949	)		—			(1,949	)
Other Interest Expense		(13,925	)		(14,670	)		745			(44,215	)		(45,046	)		831
Income (Loss) Before Income Taxes		119,796			(155,997	)		275,793			189,270			110			189,160
Income Tax Expense (Benefit)		33,125			(43,969	)		77,094			51,548			(2,411	)		53,959
Net Income (Loss)	$	86,671		$	(112,028	)	$	198,699		$	137,722		$	2,521		$	135,201
Net Income (Loss) Per Share (Diluted)	$	0.95		$	(1.22	)	$	2.17		$	1.51		$	0.03		$	1.48

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

SEGMENT OPERATING RESULTS AND STATISTICS
(UNAUDITED)

MIDSTREAM BUSINESSES

	Three Months Ended									Nine Months Ended
(Thousands of Dollars, except per share amounts)	June 30,									June 30,
PIPELINE AND STORAGE SEGMENT		2025			2024		Variance				2025			2024		Variance
Revenues from External Customers	$	67,982		$	68,035		$	(53	)	$	207,916		$	204,071		$	3,845
Intersegment Revenues		37,597			37,384			213			113,849			103,781			10,068
Total Operating Revenues		105,579			105,419			160			321,765			307,852			13,913
Operating Expenses:
Purchased Gas		(164	)		614			(778	)		(42	)		1,540			(1,582	)
Operation and Maintenance		30,264			28,128			2,136			87,940			83,142			4,798
Property, Franchise and Other Taxes		8,460			8,456			4			25,727			25,776			(49	)
Depreciation, Depletion and Amortization		18,601			18,453			148			55,733			56,157			(424	)
		57,161			55,651			1,510			169,358			166,615			2,743

Operating Income		48,418			49,768			(1,350	)		152,407			141,237			11,170

Other Income (Expense):
Non-Service Pension and Post-Retirement Benefit Credit		952			1,257			(305	)		2,857			3,772			(915	)
Interest and Other Income		1,111			2,362			(1,251	)		4,945			6,340			(1,395	)
Interest Expense		(11,209	)		(11,855	)		646			(34,637	)		(35,698	)		1,061
Income Before Income Taxes		39,272			41,532			(2,260	)		125,572			115,651			9,921
Income Tax Expense		10,415			10,842			(427	)		32,553			30,169			2,384
Net Income	$	28,857		$	30,690		$	(1,833	)	$	93,019		$	85,482		$	7,537
Net Income Per Share (Diluted)	$	0.32		$	0.33		$	(0.01	)	$	1.02		$	0.92		$	0.10

	Three Months Ended									Nine Months Ended
	June 30,									June 30,
GATHERING SEGMENT		2025			2024		Variance				2025			2024		Variance
Revenues from External Customers	$	2,519		$	3,644		$	(1,125	)	$	9,200		$	12,157		$	(2,957	)
Intersegment Revenues		65,354			56,476			8,878			184,834			174,544			10,290
Total Operating Revenues		67,873			60,120			7,753			194,034			186,701			7,333
Operating Expenses:
Operation and Maintenance		11,929			12,382			(453	)		33,633			32,682			951
Property, Franchise and Other Taxes		21			107			(86	)		(206	)		224			(430	)
Depreciation, Depletion and Amortization		10,848			9,732			1,116			32,197			28,800			3,397
		22,798			22,221			577			65,624			61,706			3,918

Operating Income		45,075			37,899			7,176			128,410			124,995			3,415

Other Income (Expense):
Non-Service Pension and Post-Retirement Benefit Credit (Costs)		(1	)		9			(10	)		(1	)		28			(29	)
Interest and Other Income		—			113			(113	)		152			257			(105	)
Interest Expense on Long-Term Debt		—			—			—			(1,334	)		—			(1,334	)
Other Interest Expense		(3,870	)		(3,393	)		(477	)		(12,531	)		(10,824	)		(1,707	)
Income Before Income Taxes		41,204			34,628			6,576			114,696			114,456			240
Income Tax Expense		11,208			9,649			1,559			31,213			31,946			(733	)
Net Income	$	29,996		$	24,979		$	5,017		$	83,483		$	82,510		$	973
Net Income Per Share (Diluted)	$	0.33		$	0.27		$	0.06		$	0.91		$	0.89		$	0.02

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

SEGMENT OPERATING RESULTS AND STATISTICS
(UNAUDITED)

DOWNSTREAM BUSINESS

	Three Months Ended									Nine Months Ended
(Thousands of Dollars, except per share amounts)	June 30,									June 30,
UTILITY SEGMENT		2025			2024		Variance				2025			2024		Variance
Revenues from External Customers	$	157,446		$	124,858		$	32,588		$	729,445		$	616,977		$	112,468
Intersegment Revenues		77			86			(9	)		279			479			(200	)
Total Operating Revenues		157,523			124,944			32,579			729,724			617,456			112,268
Operating Expenses:
Purchased Gas		64,292			40,096			24,196			337,541			264,983			72,558
Operation and Maintenance		57,039			54,349			2,690			177,742			169,261			8,481
Property, Franchise and Other Taxes		10,449			9,452			997			32,761			30,471			2,290
Depreciation, Depletion and Amortization		17,945			16,373			1,572			51,908			48,678			3,230
		149,725			120,270			29,455			599,952			513,393			86,559

Operating Income		7,798			4,674			3,124			129,772			104,063			25,709

Other Income (Expense):
Non-Service Pension and Post-Retirement Benefit Credit		5,328			462			4,866			23,498			1,788			21,710
Interest and Other Income		628			1,485			(857	)		1,869			4,735			(2,866	)
Interest Expense		(10,958	)		(8,417	)		(2,541	)		(32,601	)		(25,402	)		(7,199	)
Income (Loss) Before Income Taxes		2,796			(1,796	)		4,592			122,538			85,184			37,354
Income Tax Expense (Benefit)		(2,201	)		(4,355	)		2,154			21,498			11,336			10,162
Net Income	$	4,997		$	2,559		$	2,438		$	101,040		$	73,848		$	27,192
Net Income Per Share (Diluted)	$	0.05		$	0.03		$	0.02		$	1.11		$	0.80		$	0.31

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

SEGMENT OPERATING RESULTS AND STATISTICS
(UNAUDITED)

	Three Months Ended									Nine Months Ended
(Thousands of Dollars, except per share amounts)	June 30,									June 30,
ALL OTHER		2025			2024		Variance				2025			2024		Variance
Total Operating Revenues	$	—		$	—		$	—		$	—		$	—		$	—
Operating Expenses:
Operation and Maintenance		—			—			—			—			—			—
		—			—			—			—			—			—

Operating Income		—			—			—			—			—			—
Other Income (Expense):
Interest and Other Income (Deductions)		(131	)		(65	)		(66	)		(489	)		(184	)		(305	)
Interest Expense		(141	)		(97	)		(44	)		(389	)		(262	)		(127	)
Loss before Income Taxes		(272	)		(162	)		(110	)		(878	)		(446	)		(432	)
Income Tax Benefit		(63	)		(38	)		(25	)		(204	)		(105	)		(99	)
Net Loss	$	(209	)	$	(124	)	$	(85	)	$	(674	)	$	(341	)	$	(333	)
Net Loss Per Share (Diluted)	$	—		$	—		$	—		$	(0.01	)	$	—		$	(0.01	)

	Three Months Ended									Nine Months Ended
	June 30,									June 30,
CORPORATE		2025			2024		Variance				2025			2024		Variance
Revenues from External Customers	$	—		$	—		$	—		$	—		$	—		$	—
Intersegment Revenues		1,341			1,285			56			4,024			3,856			168
Total Operating Revenues		1,341			1,285			56			4,024			3,856			168
Operating Expenses:
Operation and Maintenance		5,725			3,873			1,852			14,992			12,789			2,203
Property, Franchise and Other Taxes		129			136			(7	)		390			400			(10	)
Depreciation, Depletion and Amortization		166			118			48			444			353			91
		6,020			4,127			1,893			15,826			13,542			2,284

Operating Loss		(4,679	)		(2,842	)		(1,837	)		(11,802	)		(9,686	)		(2,116	)
Other Income (Expense):
Non-Service Pension and Post-Retirement Benefit Costs		(212	)		(386	)		174			(635	)		(1,161	)		526
Interest and Other Income		41,073			39,025			2,048			123,918			120,288			3,630
Interest Expense on Long-Term Debt		(34,333	)		(32,876	)		(1,457	)		(104,073	)		(89,791	)		(14,282	)
Other Interest Expense		(3,748	)		(3,595	)		(153	)		(13,815	)		(19,363	)		5,548
Income (Loss) before Income Taxes		(1,899	)		(674	)		(1,225	)		(6,407	)		287			(6,694	)
Income Tax Benefit		(1,405	)		(440	)		(965	)		(2,979	)		(827	)		(2,152	)
Net Income (Loss)	$	(494	)	$	(234	)	$	(260	)	$	(3,428	)	$	1,114		$	(4,542	)
Net Income (Loss) Per Share (Diluted)	$	(0.01	)	$	—		$	(0.01	)	$	(0.03	)	$	0.01		$	(0.04	)

	Three Months Ended									Nine Months Ended
	June 30,									June 30,
INTERSEGMENT ELIMINATIONS		2025			2024		Variance				2025			2024		Variance
Intersegment Revenues	$	(104,369	)	$	(95,231	)	$	(9,138	)	$	(302,986	)	$	(282,660	)	$	(20,326	)
Operating Expenses:
Purchased Gas		(36,142	)		(35,758	)		(384	)		(108,838	)		(99,079	)		(9,759	)
Operation and Maintenance		(68,227	)		(59,473	)		(8,754	)		(194,148	)		(183,581	)		(10,567	)
		(104,369	)		(95,231	)		(9,138	)		(302,986	)		(282,660	)		(20,326	)
Operating Income		—			—			—			—			—			—
Other Income (Expense):
Interest and Other Deductions		(40,295	)		(40,686	)		391			(125,155	)		(122,345	)		(2,810	)
Interest Expense		40,295			40,686			(391	)		125,155			122,345			2,810
Net Income	$	—		$	—		$	—		$	—		$	—		$	—
Net Income Per Share (Diluted)	$	—		$	—		$	—		$	—		$	—		$	—

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

SEGMENT INFORMATION (Continued)
(Thousands of Dollars)

	Three Months Ended									Nine Months Ended
	June 30,									June 30,
	(Unaudited)									(Unaudited)
							Increase										Increase
		2025			2024		(Decrease)				2025				2024		(Decrease)

Capital Expenditures:
Exploration and Production	$	123,369	_⁽¹⁾	$	114,679	_⁽³⁾	$	8,690		$	354,355		_{⁽¹⁾⁽²⁾}	$	399,820	_{⁽³⁾⁽⁴⁾}	$	(45,465	)
Pipeline and Storage		22,700	_⁽¹⁾		26,212	_⁽³⁾		(3,512	)		58,117		_{⁽¹⁾⁽²⁾}		68,791	_{⁽³⁾⁽⁴⁾}		(10,674	)
Gathering		26,638	_⁽¹⁾		29,570	_⁽³⁾		(2,932	)		58,164		_{⁽¹⁾⁽²⁾}		69,088	_{⁽³⁾⁽⁴⁾}		(10,924	)
Utility		50,025	_⁽¹⁾		49,257	_⁽³⁾		768			128,322		_{⁽¹⁾⁽²⁾}		117,508	_{⁽³⁾⁽⁴⁾}		10,814
Total Reportable Segments		222,732			219,718			3,014			598,958				655,207			(56,249	)
All Other		—			—			—			—				—			—
Corporate		138			71			67			518				253			265
Eliminations		—			—			—			(3,520	)			—			(3,520	)
Total Capital Expenditures	$	222,870		$	219,789		$	3,081		$	595,956			$	655,460		$	(59,504	)
_{⁽¹⁾ Capital expenditures for the quarter and nine months ended June 30, 2025, include accounts payable and accrued liabilities related to capital expenditures of $61.5 million, $5.7 million, $11.6 million, and $9.8 million in the Exploration and Production segment, Pipeline and Storage segment, Gathering segment and Utility segment, respectively. These amounts have been excluded from the Consolidated Statement of Cash Flows at June 30, 2025, since they represent non-cash investing activities at that date.}
_{⁽²⁾ Capital expenditures for the nine months ended June 30, 2025, exclude capital expenditures of $63.3 million, $14.4 million, $21.7 million and $20.6 million in the Exploration and Production segment, Pipeline and Storage segment, Gathering segment and Utility segment, respectively. These amounts were in accounts payable and accrued liabilities at September 30, 2024 and paid during the nine months ended June 30, 2025. These amounts were excluded from the Consolidated Statement of Cash Flows at September 30, 2024, since they represented non-cash investing activities at that date. These amounts have been included in the Consolidated Statement of Cash Flows at June 30, 2025.}
_{⁽³⁾ Capital expenditures for the quarter and nine months ended June 30, 2024, include accounts payable and accrued liabilities related to capital expenditures of $50.9 million, $7.0 million, $14.6 million, and $8.0 million in the Exploration and Production segment, Pipeline and Storage segment, Gathering segment and Utility segment, respectively. These amounts were excluded from the Consolidated Statement of Cash Flows at June 30, 2024, since they represented non-cash investing activities at that date.}
_{⁽⁴⁾ Capital expenditures for the nine months ended June 30, 2024, exclude capital expenditures of $43.2 million, $31.8 million, $20.6 million and $13.6 million in the Exploration and Production segment, Pipeline and Storage segment, Gathering segment and Utility segment, respectively. These amounts were in accounts payable and accrued liabilities at September 30, 2023 and paid during the nine months ended June 30, 2024. These amounts were excluded from the Consolidated Statement of Cash Flows at September 30, 2023, since they represented non-cash investing activities at that date. These amounts have been included in the Consolidated Statement of Cash Flows at June 30, 2024.}

DEGREE DAYS
				Percent Colder
				(Warmer) Than:
Three Months Ended June 30,	Normal	2025	2024	Normal ⁽¹⁾		Last Year ⁽¹⁾
Buffalo, NY ⁽²⁾	843	825	565	(2.1	)	46.0
Erie, PA	776	813	519	4.8		56.6

Nine Months Ended June 30,
Buffalo, NY ⁽²⁾	6,195	5,825	5,128	(6.0	)	13.6
Erie, PA	5,693	5,527	4,759	(2.9	)	16.1
_{⁽¹⁾Percents compare actual 2025 degree days to normal degree days and actual 2025 degree days to actual 2024 degree days.}
_{⁽²⁾Normal degree days changed from NOAA 30-year degree days to NOAA 15-year degree days with the implementation of new base rates in New York effective October 2024.}

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

EXPLORATION AND PRODUCTION INFORMATION

	Three Months Ended							Nine Months Ended
	June 30,							June 30,
					Increase							Increase
		2025		2024	(Decrease)				2025		2024	(Decrease)

Gas Production/Prices:
Production (MMcf)
Appalachia		111,588		96,504		15,084			314,819		300,144		14,675

Average Prices (Per Mcf)
Weighted Average	$	2.69	$	1.50	$	1.19		$	2.66	$	1.93	$	0.73
Weighted Average after Hedging	$	2.71	$	2.28	$	0.43		$	2.73	$	2.45	$	0.28

Selected Operating Performance Statistics:
General and Administrative Expense per Mcf ⁽¹⁾	$	0.17	$	0.19	$	(0.02	)	$	0.18	$	0.18	$	—
Lease Operating and Transportation Expense per Mcf ⁽¹⁾⁽²⁾	$	0.66	$	0.69	$	(0.03	)	$	0.67	$	0.68	$	(0.01	)
Depreciation, Depletion and Amortization per Mcf ⁽¹⁾	$	0.62	$	0.71	$	(0.09	)	$	0.63	$	0.71	$	(0.08	)
_{⁽¹⁾Refer to page 15 for the General and Administrative Expense, Lease Operating and Transportation Expense and Depreciation, Depletion, and Amortization Expense for the Exploration and Production segment.}
_{⁽²⁾Amounts include transportation expense of $0.56 and $0.59 per Mcf for the three months ended June 30, 2025 and June 30, 2024, respectively. Amounts include transportation expense of $0.57 per Mcf for the nine months ended June 30, 2025 and June 30, 2024.}

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

Pipeline and Storage Throughput – (millions of cubic feet – MMcf)

	Three Months Ended			Nine Months Ended
	June 30,			June 30,
			Increase			Increase
	2025	2024	(Decrease)	2025	2024	(Decrease)
Firm Transportation – Affiliated	20,123	18,377	1,746	101,233	92,433	8,800
Firm Transportation – Non-Affiliated	158,910	150,133	8,777	515,411	498,435	16,976
Interruptible Transportation	149	118	31	665	1,508	(843	)
	179,182	168,628	10,554	617,309	592,376	24,933

Gathering Volume – (MMcf)
	Three Months Ended			Nine Months Ended
	June 30,			June 30,
			Increase			Increase
	2025	2024	(Decrease)	2025	2024	(Decrease)
Gathered Volume	133,271	118,445	14,826	384,003	367,832	16,171

Utility Throughput – (MMcf)
	Three Months Ended			Nine Months Ended
	June 30,			June 30,
			Increase			Increase
	2025	2024	(Decrease)	2025	2024	(Decrease)
Retail Sales:
Residential Sales	10,151	8,123	2,028	60,738	53,168	7,570
Commercial Sales	1,658	1,308	350	9,997	8,401	1,596
Industrial Sales	93	62	31	594	389	205
	11,902	9,493	2,409	71,329	61,958	9,371
Transportation	13,853	12,819	1,034	55,881	52,984	2,897
	25,755	22,312	3,443	127,210	114,942	12,268

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES

In addition to financial measures calculated in accordance with generally accepted accounting principles (GAAP), this press release contains information regarding adjusted operating results, adjusted EBITDA and free cash flow, which are non-GAAP financial measures. The Company believes that these non-GAAP financial measures are useful to investors because they provide an alternative method for assessing the Company’s ongoing operating results or liquidity and for comparing the Company’s financial performance to other companies. The Company’s management uses these non-GAAP financial measures for the same purpose, and for planning and forecasting purposes. The presentation of non-GAAP financial measures is not meant to be a substitute for financial measures in accordance with GAAP.

Management defines adjusted operating results as reported GAAP earnings before items impacting comparability. The following table reconciles National Fuel’s reported GAAP earnings to adjusted operating results for the three and nine months ended June 30, 2025 and 2024:

	Three Months Ended						Nine Months Ended
	June 30,						June 30,
(in thousands except per share amounts)		2025			2024			2025			2024
Reported GAAP Earnings	$	149,818		$	(54,158	)	$	411,162		$	245,134
Items impacting comparability:
Impairment of assets (E&P)		—			200,696			141,802			200,696
Tax impact of impairment of assets		—			(55,686	)		(37,169	)		(55,686	)
Premiums paid on early redemption of debt (E&P / Midstream)		—			—			2,385			—
Tax impact of premiums paid on early redemption of debt		—			—			(642	)		—
Unrealized (gain) loss on derivative asset (E&P)		45			1,186			729			4,848
Tax impact of unrealized (gain) loss on derivative asset		(12	)		(325	)		(196	)		(1,330	)
Unrealized (gain) loss on other investments (Corporate / All Other)		(820	)		15			1,780			(1,803	)
Tax impact of unrealized (gain) loss on other investments		172			(3	)		(374	)		379
Adjusted Operating Results	$	149,203		$	91,725		$	519,477		$	392,238

Reported GAAP Earnings Per Share	$	1.64		$	(0.59	)	$	4.51		$	2.65
Items impacting comparability:
Impairment of assets, net of tax (E&P)		—			1.58			1.14			1.57
Premiums paid on early redemption of debt, net of tax (E&P / Midstream)		—			—			0.02			—
Unrealized (gain) loss on derivative asset, net of tax (E&P)		—			0.01			0.01			0.04
Unrealized (gain) loss on other investments, net of tax (Corporate / All Other)		(0.01	)		—			0.02			(0.02	)
Rounding		0.01			(0.01	)		(0.01	)		—
Adjusted Operating Results Per Share	$	1.64		$	0.99		$	5.69		$	4.24

Management defines adjusted EBITDA as reported GAAP earnings before the following items: interest expense, income taxes, depreciation, depletion and amortization, other income and deductions, impairments, and other items reflected in operating income that impact comparability. The following tables reconcile National Fuel’s reported GAAP earnings to adjusted EBITDA for the three and nine months ended June 30, 2025 and 2024:

	Three Months Ended						Nine Months Ended
	June 30,						June 30,
(in thousands)		2025			2024			2025			2024
Reported GAAP Earnings	$	149,818		$	(54,158	)	$	411,162		$	245,134
Depreciation, Depletion and Amortization		116,408			113,454			337,055			348,179
Other (Income) Deductions		(8,534	)		(3,188	)		(31,486	)		(12,989	)
Interest Expense		37,889			34,217			120,389			104,041
Income Taxes		51,079			(28,311	)		133,629			70,108
Impairment of Assets		—			200,696			141,802			200,696
Adjusted EBITDA	$	346,660		$	262,710		$	1,112,551		$	955,169

Adjusted EBITDA by Segment
Pipeline and Storage Adjusted EBITDA	$	67,019		$	68,221		$	208,140		$	197,394
Gathering Adjusted EBITDA		55,923			47,631			160,607			153,795
Total Midstream Businesses Adjusted EBITDA		122,942			115,852			368,747			351,189
Exploration and Production Adjusted EBITDA		202,488			128,535			573,482			460,572
Utility Adjusted EBITDA		25,743			21,047			181,680			152,741
Corporate and All Other Adjusted EBITDA		(4,513	)		(2,724	)		(11,358	)		(9,333	)
Total Adjusted EBITDA	$	346,660		$	262,710		$	1,112,551		$	955,169

NATIONAL FUEL GAS COMPANY AND SUBSIDIARIES NON-GAAP FINANCIAL MEASURES SEGMENT ADJUSTED EBITDA
	Three Months Ended						Nine Months Ended
	June 30,						June 30,
(in thousands)		2025			2024			2025			2024
Exploration and Production Segment
Reported GAAP Earnings	$	86,671		$	(112,028	)	$	137,722		$	2,521
Depreciation, Depletion and Amortization		68,848			68,778			196,773			214,191
Other (Income) Deductions		(81	)		388			(527	)		529
Interest Expense		13,925			14,670			46,164			45,046
Income Taxes		33,125			(43,969	)		51,548			(2,411	)
Impairment of Assets		—			200,696			141,802			200,696
Adjusted EBITDA	$	202,488		$	128,535		$	573,482		$	460,572

Pipeline and Storage Segment
Reported GAAP Earnings	$	28,857		$	30,690		$	93,019		$	85,482
Depreciation, Depletion and Amortization		18,601			18,453			55,733			56,157
Other (Income) Deductions		(2,063	)		(3,619	)		(7,802	)		(10,112	)
Interest Expense		11,209			11,855			34,637			35,698
Income Taxes		10,415			10,842			32,553			30,169
Adjusted EBITDA	$	67,019		$	68,221		$	208,140		$	197,394

Gathering Segment
Reported GAAP Earnings	$	29,996		$	24,979		$	83,483		$	82,510
Depreciation, Depletion and Amortization		10,848			9,732			32,197			28,800
Other (Income) Deductions		1			(122	)		(151	)		(285	)
Interest Expense		3,870			3,393			13,865			10,824
Income Taxes		11,208			9,649			31,213			31,946
Adjusted EBITDA	$	55,923		$	47,631		$	160,607		$	153,795

Utility Segment
Reported GAAP Earnings	$	4,997		$	2,559		$	101,040		$	73,848
Depreciation, Depletion and Amortization		17,945			16,373			51,908			48,678
Other (Income) Deductions		(5,956	)		(1,947	)		(25,367	)		(6,523	)
Interest Expense		10,958			8,417			32,601			25,402
Income Taxes		(2,201	)		(4,355	)		21,498			11,336
Adjusted EBITDA	$	25,743		$	21,047		$	181,680		$	152,741

Corporate and All Other
Reported GAAP Earnings	$	(703	)	$	(358	)	$	(4,102	)	$	773
Depreciation, Depletion and Amortization		166			118			444			353
Other (Income) Deductions		(435	)		2,112			2,361			3,402
Interest Expense		(2,073	)		(4,118	)		(6,878	)		(12,929	)
Income Taxes		(1,468	)		(478	)		(3,183	)		(932	)
Adjusted EBITDA	$	(4,513	)	$	(2,724	)	$	(11,358	)	$	(9,333	)

Management defines free cash flow as net cash provided by operating activities, less net cash used in investing activities, adjusted for acquisitions and divestitures. The Company is unable to provide a reconciliation of any projected free cash flow measure to its comparable GAAP financial measure without unreasonable efforts. This is due to an inability to calculate the comparable GAAP projected metrics, including operating income and total production costs, given the unknown effect, timing, and potential significance of certain income statement items.

The MIL Network –

July 31, 2025

MIL-OSI Banking: Microsoft Cloud and AI strength fuels fourth quarter results

Source: Microsoft

Headline: Microsoft Cloud and AI strength fuels fourth quarter results

Microsoft Cloud and AI Strength Fuels Fourth Quarter Results

REDMOND, Wash. — July 30, 2025 — Microsoft Corp. today announced the following results for the quarter ended June 30, 2025, as compared to the corresponding period of last fiscal year:

· Revenue was $76.4 billion and increased 18% (up 17% in constant currency)

· Operating income was $34.3 billion and increased 23% (up 22% in constant currency)

· Net income was $27.2 billion and increased 24% (up 22% in constant currency)

· Diluted earnings per share was $3.65 and increased 24% (up 22% in constant currency)

“Cloud and AI is the driving force of business transformation across every industry and sector,” said Satya Nadella, chairman and chief executive officer of Microsoft. “We’re innovating across the tech stack to help customers adapt and grow in this new era, and this year, Azure surpassed $75 billion in revenue, up 34 percent, driven by growth across all workloads.”

“We closed out the fiscal year with a strong quarter, highlighted by Microsoft Cloud revenue reaching $46.7 billion, up 27% (up 25% in constant currency) year-over-year,” said Amy Hood, executive vice president and chief financial officer of Microsoft.

Business Highlights

Revenue in Productivity and Business Processes was $33.1 billion and increased 16% (up 14% in constant currency), with the following business highlights:

· Microsoft 365 Commercial products and cloud services revenue increased 16% (up 15% in constant currency) driven by Microsoft 365 Commercial cloud revenue growth of 18% (up 16% in constant currency)

· Microsoft 365 Consumer products and cloud services revenue increased 21% driven by Microsoft 365 Consumer cloud revenue growth of 20%

· LinkedIn revenue increased 9% (up 8% in constant currency)

· Dynamics products and cloud services revenue increased 18% (up 17% in constant currency) driven by Dynamics 365 revenue growth of 23% (up 21% in constant currency)

Revenue in Intelligent Cloud was $29.9 billion and increased 26% (up 25% in constant currency), with the following business highlights:

· Server products and cloud services revenue increased 27% driven by Azure and other cloud services revenue growth of 39%

Revenue in More Personal Computing was $13.5 billion and increased 9%, with the following business highlights:

· Windows OEM and Devices revenue increased 3%

· Xbox content and services revenue increased 13% (up 12% in constant currency)

· Search and news advertising revenue excluding traffic acquisition costs increased 21% (up 20% in constant currency)

Microsoft returned $9.4 billion to shareholders in the form of dividends and share repurchases in the fourth quarter of fiscal year 2025.

Fiscal Year 2025 Results

Microsoft Corp. today announced the following results for the fiscal year ended June 30, 2025, as compared to the corresponding period of last fiscal year:

· Revenue was $281.7 billion and increased 15%

· Operating income was $128.5 billion and increased 17% (up 18% in constant currency)

· Net income was $101.8 billion and increased 16% (up 15% in constant currency)

· Diluted earnings per share was $13.64 and increased 16%

Business Outlook

Microsoft will provide forward-looking guidance in connection with this quarterly earnings announcement on its earnings conference call and webcast.

Quarterly Highlights, Product Releases, and Enhancements

Every quarter Microsoft delivers hundreds of products, either as new releases, services, or enhancements to current products and services. These releases are a result of significant research and development investments, made over multiple years, designed to help customers be more productive and secure and to deliver differentiated value across the cloud and the edge.

Here are the major product releases and other highlights for the quarter, organized by product categories, to help illustrate how we are accelerating innovation across our businesses while expanding our market opportunities.

Webcast Details

Satya Nadella, chairman and chief executive officer, Amy Hood, executive vice president and chief financial officer, Alice Jolla, chief accounting officer, Keith Dolliver, corporate secretary and deputy general counsel, and Jonathan Neilson, vice president of investor relations, will host a conference call and webcast at 2:30 p.m. Pacific time (5:30 p.m. Eastern time) today to discuss details of the company’s performance for the quarter and certain forward-looking information. The session may be accessed at http://www.microsoft.com/en-us/investor. The webcast will be available for replay through the close of business on July 30, 2026.

Constant Currency

Microsoft presents constant currency information to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency rate fluctuations. To present this information, current and comparative prior period results for entities reporting in currencies other than United States dollars are converted into United States dollars using the average exchange rates from the comparative period rather than the actual exchange rates in effect during the respective periods. All growth comparisons relate to the corresponding period in the last fiscal year. Microsoft has provided this non-GAAP financial information to aid investors in better understanding our performance. The non-GAAP financial measures presented in this release should not be considered as a substitute for, or superior to, the measures of financial performance prepared in accordance with GAAP.

Financial Performance Constant Currency Reconciliation

($ in millions, except per share amounts)	Revenue	Operating Income	Net Income	Diluted Earnings per Share
	Three Months Ended June 30,
2024 As Reported (GAAP)	$64,727	$27,925	$22,036	$2.95
2025 As Reported (GAAP)	$76,441	$34,323	$27,233	$3.65
Percentage Change Y/Y (GAAP)	18%	23%	24%	24%
Constant Currency Impact	$619	$326	$356	$0.05
Percentage Change Y/Y Constant Currency	17%	22%	22%	22%

($ in millions, except per share amounts)	Revenue	Operating Income	Net Income	Diluted Earnings per Share
	Twelve Months Ended June 30,
2024 As Reported (GAAP)	$245,122	$109,433	$88,136	$11.80
2025 As Reported (GAAP)	$281,724	$128,528	$101,832	$13.64
Percentage Change Y/Y (GAAP)	15%	17%	16%	16%
Constant Currency Impact	$(485)	$(351)	$56	$0.01
Percentage Change Y/Y Constant Currency	15%	18%	15%	16%

Segment Revenue Constant Currency Reconciliation

	Three Months Ended June 30,
($ in millions)	Productivity and Business Processes	Intelligent Cloud	More Personal Computing
2024 As Reported (GAAP)	$28,627	$23,785	$12,315
2025 As Reported (GAAP)	$33,112	$29,878	$13,451
Percentage Change Y/Y (GAAP)	16%	26%	9%
Constant Currency Impact	$368	$184	$67
Percentage Change Y/Y Constant Currency	14%	25%	9%

We have recast certain prior period amounts to conform to the way we internally manage and monitor our business.

Selected Product and Service Revenue Constant Currency Reconciliation

	Three Months Ended June 30, 2025
	Percentage Change Y/Y (GAAP)	Constant Currency Impact	Percentage Change Y/Y Constant Currency
Microsoft Cloud	27%	(2)%	25%
Microsoft 365 Commercial products and cloud services	16%	(1)%	15%
Microsoft 365 Commercial cloud	18%	(2)%	16%
Microsoft 365 Consumer products and cloud services	21%	0%	21%
Microsoft 365 Consumer cloud	20%	0%	20%
LinkedIn	9%	(1)%	8%
Dynamics products and cloud services	18%	(1)%	17%
Dynamics 365	23%	(2)%	21%
Server products and cloud services	27%	0%	27%
Azure and other cloud services	39%	0%	39%
Windows OEM and Devices	3%	0%	3%
Xbox content and services	13%	(1)%	12%
Search and news advertising excluding traffic acquisition costs	21%	(1)%	20%

About Microsoft

Microsoft (Nasdaq “MSFT” @microsoft) creates platforms and tools powered by AI to deliver innovative solutions that meet the evolving needs of our customers. The technology company is committed to making AI available broadly and doing so responsibly, with a mission to empower every person and every organization on the planet to achieve more.

Forward-Looking Statements

Statements in this release that are “forward-looking statements” are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially because of factors such as:

· intense competition in all of our markets that could adversely affect our results of operations;

· focus on cloud-based and AI services presenting execution and competitive risks;

· significant investments in products and services that may not achieve expected returns;

· acquisitions, joint ventures, and strategic alliances that could have an adverse effect on our business;

· cyberattacks and security vulnerabilities that could lead to reduced revenue, increased costs, liability claims, or harm to our reputation or competitive position;

· disclosure and misuse of personal data that could cause liability and harm to our reputation;

· the possibility that we may not be able to protect information in our products and services from use by others;

· abuse of our advertising, professional, marketplace, or gaming platforms that may harm our reputation or user engagement;

· products and services, how they are used by customers, and how third-party products and services interact with them, presenting security, privacy, and execution risks;

· issues about the use of AI in our offerings that may result in reputational or competitive harm, or liability;

· excessive outages, data losses, and disruptions of our online services if we fail to maintain an adequate operations infrastructure;

· supply or quality problems;

· potential consequences of new, existing, and evolving legal and regulatory requirements;

· claims against us that could result in adverse outcomes in legal disputes;

· uncertainties relating to our business with government customers;

· additional tax liabilities;

· an inability to protect and utilize our intellectual property may harm our business and operating results;

· claims that Microsoft has infringed the intellectual property rights of others;

· damage to our reputation or our brands that may harm our business and results of operations;

· adverse economic or market conditions that could harm our business;

· catastrophic events or geopolitical conditions, such as the COVID-19 pandemic, that could disrupt our business;

· exposure to increased economic and operational uncertainties from operating a global business, including the effects of foreign currency exchange; and

· the dependence of our business on our ability to attract and retain talented employees.

For more information about risks and uncertainties associated with Microsoft’s business, please refer to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections of Microsoft’s SEC filings, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q, copies of which may be obtained by contacting Microsoft’s Investor Relations department at (800) 285-7772 or at Microsoft’s Investor Relations website at http://www.microsoft.com/en-us/investor.

All information in this release is as of June 30, 2025. The company undertakes no duty to update any forward-looking statement to conform the statement to actual results or changes in the company’s expectations.

For more information, press only:

Microsoft Media Relations, WE Communications for Microsoft, (425) 638-7777, rrt@we-worldwide.com

For more information, financial analysts and investors only:

Jonathan Neilson, Vice President, Investor Relations, (425) 706-4400

Note to editors: For more information, news and perspectives from Microsoft, please visit the Microsoft News Center at http://www.microsoft.com/news. Web links, telephone numbers, and titles were correct at time of publication, but may since have changed. Shareholder and financial information, as well as today’s 2:30 p.m. Pacific time conference call with investors and analysts, is available at http://www.microsoft.com/en-us/investor.

**MICROSOFT CORPORATION**

INCOME STATEMENTS

(In millions, except per share amounts) (Unaudited)
	Three Months Ended June 30,		Twelve Months Ended June 30,
	Three Months Ended June 30,		Twelve Months Ended June 30,
	2025	2024	2025	2024
Revenue:
Product	$17,136	$13,217	$63,946	$64,773
Service and other	59,305	51,510	217,778	180,349
Total revenue	76,441	64,727	281,724	245,122
Cost of revenue:
Product	3,314	1,438	13,501	15,272
Service and other	20,700	18,246	74,330	58,842
Total cost of revenue	24,014	19,684	87,831	74,114
Gross margin	52,427	45,043	193,893	171,008
Research and development	8,829	8,056	32,488	29,510
Sales and marketing	7,285	6,816	25,654	24,456
General and administrative	1,990	2,246	7,223	7,609
Operating income	34,323	27,925	128,528	109,433
Other expense, net	(1,707)	(675)	(4,901)	(1,646)
Income before income taxes	32,616	27,250	123,627	107,787
Provision for income taxes	5,383	5,214	21,795	19,651
Net income	$27,233	$22,036	$101,832	$88,136
Earnings per share:
Basic	$3.66	$2.96	$13.70	$11.86
Diluted	$3.65	$2.95	$13.64	$11.80
Weighted average shares outstanding:
Basic	7,432	7,433	7,433	7,431
Diluted	7,461	7,472	7,465	7,469

COMPREHENSIVE INCOME STATEMENTS

(In millions) (Unaudited)
	Three Months Ended June 30,		Twelve Months Ended June 30,
	Three Months Ended June 30,		Twelve Months Ended June 30,
	2025	2024	2025	2024
Net income	$27,233	$22,036	$101,832	$88,136
Other comprehensive income (loss), net of tax:
Net change related to derivatives	(9)	(4)	(5)	24
Net change related to investments	444	88	1,574	957
Translation adjustments and other	1,051	(239)	674	(228)
Other comprehensive income (loss)	1,486	(155)	2,243	753
Comprehensive income	$28,719	$21,881	$104,075	$88,889

BALANCE SHEETS

(In millions) (Unaudited)
	June 30, 2025	June 30, 2024
Assets
Current assets:
Cash and cash equivalents	$30,242	$18,315
Short-term investments	64,323	57,228
Total cash, cash equivalents, and short-term investments	94,565	75,543
Accounts receivable, net of allowance for doubtful accounts of $944 and $830	69,905	56,924
Inventories	938	1,246
Other current assets	25,723	26,021
Total current assets	191,131	159,734
Property and equipment, net of accumulated depreciation of $93,653 and $76,421	204,966	135,591
Operating lease right-of-use assets	24,823	18,961
Equity and other investments	15,405	14,600
Goodwill	119,509	119,220
Intangible assets, net	22,604	27,597
Other long-term assets	40,565	36,460
Total assets	$619,003	$512,163
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$27,724	$21,996
Short-term debt	0	6,693
Current portion of long-term debt	2,999	2,249
Accrued compensation	13,709	12,564
Short-term income taxes	7,211	5,017
Short-term unearned revenue	64,555	57,582
Other current liabilities	25,020	19,185
Total current liabilities	141,218	125,286
Long-term debt	40,152	42,688
Long-term income taxes	25,986	27,931
Long-term unearned revenue	2,710	2,602
Deferred income taxes	2,835	2,618
Operating lease liabilities	17,437	15,497
Other long-term liabilities	45,186	27,064
Total liabilities	275,524	243,686
Commitments and contingencies
Stockholders’ equity:
Common stock and paid-in capital – shares authorized 24,000; outstanding 7,434 and 7,434	109,095	100,923
Retained earnings	237,731	173,144
Accumulated other comprehensive loss	(3,347)	(5,590)
Total stockholders’ equity	343,479	268,477
Total liabilities and stockholders’ equity	$619,003	$512,163

CASH FLOWS STATEMENTS

(In millions) (Unaudited)
	Three Months Ended June 30,		Twelve Months Ended June 30,
	Three Months Ended June 30,		Twelve Months Ended June 30,
	2025	2024	2025	2024
Operations
Net income	$27,233	$22,036	$101,832	$88,136
Adjustments to reconcile net income to net cash from operations:
Depreciation, amortization, and other	11,203	6,380	34,153	22,287
Stock-based compensation expense	3,073	2,696	11,974	10,734
Net recognized losses on investments and derivatives	56	44	609	305
Deferred income taxes	(2,221)	(1,145)	(7,056)	(4,738)
Changes in operating assets and liabilities:
Accounts receivable	(16,179)	(13,246)	(10,581)	(7,191)
Inventories	(81)	55	309	1,284
Other current assets	(3,686)	(2,528)	(3,044)	(1,648)
Other long-term assets	418	(1,240)	(2,950)	(6,817)
Accounts payable	(652)	4,204	569	3,545
Unearned revenue	18,361	15,657	5,438	5,348
Income taxes	1,043	(806)	(38)	1,687
Other current liabilities	5,346	4,652	5,922	4,867
Other long-term liabilities	(1,267)	436	(975)	749
Net cash from operations	42,647	37,195	136,162	118,548
Financing
Proceeds from issuance (repayments) of debt, maturities of 90 days or less, net	0	(1,142)	(5,746)	5,250
Proceeds from issuance of debt	0	197	0	24,395
Repayments of debt	0	(13,065)	(3,216)	(29,070)
Common stock issued	548	534	2,056	2,002
Common stock repurchased	(4,546)	(4,210)	(18,420)	(17,254)
Common stock cash dividends paid	(6,169)	(5,574)	(24,082)	(21,771)
Other, net	(677)	(303)	(2,291)	(1,309)
Net cash used in financing	(10,844)	(23,563)	(51,699)	(37,757)
Investing
Additions to property and equipment	(17,079)	(13,873)	(64,551)	(44,477)
Acquisition of companies, net of cash acquired and divestitures, and purchases of intangible and other assets	(1,743)	(1,342)	(5,978)	(69,132)
Purchases of investments	(21,631)	(2,831)	(29,775)	(17,732)
Maturities of investments	4,618	1,557	16,079	24,775
Sales of investments	2,621	2,023	9,309	10,894
Other, net	2,642	(382)	2,317	(1,298)
Net cash used in investing	(30,572)	(14,848)	(72,599)	(96,970)
Effect of foreign exchange rates on cash and cash equivalents	183	(103)	63	(210)
Net change in cash and cash equivalents	1,414	(1,319)	11,927	(16,389)
Cash and cash equivalents, beginning of period	28,828	19,634	18,315	34,704
Cash and cash equivalents, end of period	$30,242	$18,315	$30,242	$18,315

SEGMENT REVENUE AND OPERATING INCOME

(In millions) (Unaudited)
	Three Months Ended June 30,		Twelve Months Ended June 30,
	Three Months Ended June 30,		Twelve Months Ended June 30,
	2025	2024	2025	2024
Revenue
Productivity and Business Processes	$33,112	$28,627	$120,810	$106,820
Intelligent Cloud	29,878	23,785	106,265	87,464
More Personal Computing	13,451	12,315	54,649	50,838
Total	$76,441	$64,727	$281,724	$245,122
Operating Income
Productivity and Business Processes	$18,993	$15,706	$69,773	$59,661
Intelligent Cloud	12,140	9,835	44,589	37,813
More Personal Computing	3,190	2,384	14,166	11,959
Total	$34,323	$27,925	$128,528	$109,433

We have recast certain prior period amounts to conform to the way we internally manage and monitor our business.

MIL OSI Global Banks –

July 31, 2025

MIL-OSI: EZCORP Reports Third Quarter Fiscal 2025 Results

Source: GlobeNewswire (MIL-OSI)

AUSTIN, Texas, July 30, 2025 (GLOBE NEWSWIRE) — EZCORP, Inc. (NASDAQ: EZPW), a leading provider of pawn transactions in the United States and Latin America, today announced results for its third quarter ended June 30, 2025.

Unless otherwise noted, all amounts in this release are in conformity with U.S. generally accepted accounting principles (“GAAP”) and comparisons shown are to the same period in the prior year.

THIRD QUARTER HIGHLIGHTS

Pawn loans outstanding (PLO) increased 11% to $291.6 million.
Net income increased 48% to $26.5 million. On an adjusted basis¹, net income increased 46% to $25.2 million.
Diluted earnings per share increased 36% to $0.34. On an adjusted basis, diluted earnings per share increased 38% to $0.33.
Adjusted EBITDA increased 42% to $45.2 million.
Total revenues increased 11% to $311.0 million, while gross profit increased 10% to $183.6 million.
Grew our footprint by 52 stores, including 40 stores acquired in Mexico on June 17, 2025.

CEO COMMENTARY AND OUTLOOK

Lachie Given, Chief Executive Officer, stated, “This quarter showcased continued strong momentum in our business, disciplined execution from our team, and the scalability of our platform. We delivered record Q3 revenue and achieved all-time high PLO as demand remains strong for immediate cash solutions and secondhand goods. When combined with meaningful efficiency gains throughout the organization, we turned top-line momentum into exceptional earnings growth, as reflected by a 42% increase in adjusted EBITDA and 36% growth in diluted EPS.

“During the quarter, we grew our footprint by 52 stores, including 49 in LatAm and 3 in the US, 1 of which is a luxury store in Miami Beach. We continue to focus on strategic expansion to scale our business, as well as exceptional operating performance across geographies. In the U.S., disciplined expense management and store level execution drove a 32% increase in segment contribution. In Latin America, we delivered over 30% growth in contribution on a constant currency basis, resulting from both organic growth and a partial quarter benefit from acquired stores.

“Our recently strengthened balance sheet with $472 million in liquidity enables us to fund accelerated growth, organically and through strategic acquisitions. Our pipeline of M&A prospects is compelling, and we are ideally positioned to capitalize on attractive scale opportunities. Looking ahead, we remain highly focused on disciplined capital allocation, operational excellence, and delivering long-term value for our shareholders.”

CONSOLIDATED RESULTS

Three Months Ended June 30	As Reported				Adjusted¹
in millions, except per share amounts		2025		2024		2025		2024

Total revenues	$	311.0	$	281.4	$	319.9	$	281.4
Gross profit	$	183.6	$	166.7	$	188.4	$	166.7
Income before tax	$	34.7	$	23.0	$	34.0	$	22.9
Net income	$	26.5	$	18.0	$	25.2	$	17.2
Diluted earnings per share	$	0.34	$	0.25	$	0.33	$	0.24
EBITDA (non-GAAP measure)	$	45.7	$	31.8	$	45.2	$	31.7

PLO increased 11% to $291.6 million, up $29.9 million. On a same-store² basis, PLO increased 9% due to increase in average loan size, continued strong pawn demand and improved operational performance.
Total revenues increased 11% and gross profit increased 10%, reflecting improved pawn service charge (PSC) revenues due to higher average PLO.
PSC increased 7% as a result of higher average PLO.
Merchandise sales gross margin remained consistent at 36%. Aged general merchandise improved to 2.3% of total general merchandise inventory, down 83 basis points.
Net inventory increased 31%, as a result of an increase in PLO, layaways and purchases and a decrease in inventory turnover to 2.4x, from 2.7x.
Store expenses increased 2% and 1% on a same-store basis.
General and administrative expenses increased 9% primarily due to labor, with approximately 50% due to long term incentive compensation.
Income before taxes was $34.7 million, up 51% from $23.0 million, and adjusted EBITDA increased 42% to $45.2 million.
Diluted earnings per share increased 36% to $0.34. On an adjusted basis, diluted earnings per share increased 38% to $0.33.
Cash and cash equivalents at the end of the quarter was $472.1 million, up from $170.5 million as of September 30, 2024. The increase was due primarily to $300.0 million (less issuance costs) from the issuance of the Senior Notes due 2032 offset by an increase in earning assets.

SEGMENT RESULTS

U.S. Pawn

PLO ended the quarter at $221.1 million, an increase of 11% on a total and same-store basis due to increase in average loan size, strong loan demand and improved operational performance.
Total revenues increased 11% and gross profit increased 12%, driven by increased PSC, merchandise sales and scrap sales.
PSC increased 8% as a result of higher average PLO, partially offset by lower PLO yield.
Merchandise sales increased 4%, on a total and same-store basis, and sales gross margin increased by 80 bps to 38.5%. Aged general merchandise decreased by 260 basis points to 2.5%, or $1.2 million of total general merchandise inventory. Excluding our Max Pawn luxury stores, aged general merchandise was 1.8%.
Net inventory increased 36% due to increase in PLO, layaways and purchases and a decrease in inventory turnover to 2.1x, from 2.6x.
Store expenses increased 3% on a total and same-store basis.

Segment contribution increased 32% to $47.6 million.
Segment store count increased by 3 to 545, due to acquisitions, including 1 luxury store in Miami Beach.

Latin America Pawn

PLO improved to $70.6 million, an increase of 13% (16% on constant currency basis). On a same-store basis, PLO increased 2% (4% increase on a constant currency basis). The difference is driven primarily by our recent acquisition.
Total revenues increased 11% (21% on constant currency basis), and gross profit increased 6% (16% on a constant currency basis), primarily due to increased merchandise sales and pawn service charges.
PSC increased to $31.4 million, an increase of 3% (13% on a constant currency basis) as a result of higher average PLO.
Merchandise sales increased 12% (23% on constant currency basis) and increased 8% on a same-store basis (19% increase on a constant currency basis). Merchandise sales gross margin decreased to 31% from 32%. Aged general merchandise increased to 2.2% from 0.9% of total general merchandise inventory.
Net inventory increased 18% (21% on a constant currency basis) due to an increase in PLO and decrease in inventory turnover to 3.0x, from 3.1x. On a same-store basis, net inventory increased by 10% (13% on a constant currency basis). The difference is driven primarily by our recent acquisition.
Store expenses increased 1% (12% increase on a constant currency basis) and decreased 3% on a same-store basis (7% increase on a constant currency basis). The constant currency increase was due primarily to increased labor, in line with store activity and minimum wage increases.
Segment contribution increased 20% to $12.4 million (30% on a constant currency basis to $13.5 million).
Segment store count increased by 49 to 791, primarily due to the acquisition of 40 stores, the addition of 10 de novo stores and the consolidation of 1 store.

FORM 10-Q

EZCORP’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 has been filed with the Securities and Exchange Commission. The report is available in the Investor Relations section of the Company’s website at http://investors.ezcorp.com. EZCORP shareholders may obtain a paper copy of the report, free of charge, by sending a request to the investor relations contact below.

CONFERENCE CALL

EZCORP will host a conference call on Thursday, July 31, 2025, at 8:00 am Central Time to discuss Third Quarter Fiscal 2025 results. Analysts and institutional investors may participate on the conference call by registering online at https://register-conf.media-server.com/register/BI4f3cd4b3bf1d44a198c59f67b0acdc6f. Once registered you will receive the dial-in details with a unique PIN to join the call. The conference call will be webcast simultaneously to the public through this link: https://edge.media-server.com/mmc/p/hqptihjy. A replay of the conference call will be available online at http://investors.ezcorp.com shortly after the end of the call.

ABOUT EZCORP

Formed in 1989, EZCORP has grown into a leading provider of pawn transactions in the United States and Latin America. We also sell pre-owned and recycled merchandise, primarily collateral forfeited from pawn lending operations and merchandise purchased from customers. We are dedicated to satisfying the short-term cash needs of consumers who are both cash and credit constrained, focusing on an industry-leading customer experience. EZCORP is traded on NASDAQ under the symbol EZPW and is a member of the S&P 1000 Index and Nasdaq Composite Index.

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FORWARD LOOKING STATEMENTS

This announcement contains certain forward-looking statements regarding the Company’s strategy, initiatives and expected performance. These statements are based on the Company’s current expectations as to the outcome and timing of future events. All statements, other than statements of historical facts, including all statements regarding the Company’s strategy, initiatives and future performance, that address activities or results that the Company plans, expects, believes, projects, estimates or anticipates, will, should or may occur in the future, including future financial or operating results, are forward-looking statements. Actual results for future periods may differ materially from those expressed or implied by these forward-looking statements due to a number of uncertainties and other factors, including operating risks, liquidity risks, legislative or regulatory developments, market factors, current or future litigation and risks associated with the COVID-19 pandemic. For a discussion of these and other factors affecting the Company’s business and prospects, see the Company’s annual, quarterly and other reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

Contact:
Email: Investor_Relations@ezcorp.com
Phone: (512) 314-2220

EZCORP, Inc. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

	Three Months Ended June 30,						Nine Months Ended June 30,
(in thousands, except per share amounts)		2025			2024			2025			2024
Revenues:
Merchandise sales	$	168,624		$	158,140		$	524,434		$	502,230
Jewelry scrapping sales		26,970			15,395			64,640			43,191
Pawn service charges		115,339			107,830			348,262			321,442
Other revenues		48			56			131			188
Total revenues		310,981			281,421			937,467			867,051
Merchandise cost of goods sold		108,226			101,211			341,605			322,680
Jewelry scrapping cost of goods sold		19,116			13,483			48,367			37,479
Gross profit		183,639			166,727			547,495			506,892
Operating expenses:
Store expenses		119,123			116,335			352,101			341,472
General and administrative		21,780			20,060			60,089			54,869
Depreciation and amortization		8,003			8,158			24,358			24,942
Loss (gain) on sale or disposal of assets and other		—			20			25			(149	)
Other operating income		(1,262	)		—			(1,262	)		(765	)
Total operating expenses		147,644			144,573			435,311			420,369
Operating income		35,995			22,154			112,184			86,523
Interest expense		8,458			3,539			14,886			10,381
Interest income		(5,440	)		(2,931	)		(9,408	)		(8,452	)
Equity in net income of unconsolidated affiliates		(1,200	)		(1,263	)		(4,180	)		(4,135	)
Other (income) expense		(536	)		(191	)		377			(627	)
Income before income taxes		34,713			23,000			110,509			89,356
Income tax expense		8,210			5,050			27,600			21,457
Net income	$	26,503		$	17,950		$	82,909		$	67,899

Basic earnings per share	$	0.45		$	0.33		$	1.47		$	1.23
Diluted earnings per share	$	0.34		$	0.25		$	1.08		$	0.89

Weighted-average basic shares outstanding		59,134			54,898			56,308			55,022
Weighted-average diluted shares outstanding		82,918			83,008			83,144			84,309

EZCORP, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(in thousands, except share and per share amounts)	June 30, 2025			June 30, 2024			September 30, 2024

Assets:
Current assets:
Cash and cash equivalents	$	472,088		$	218,038		$	170,513
Short-term restricted cash		9,609			9,204			9,294
Pawn loans		291,634			261,720			274,084
Pawn service charges receivable, net		45,410			40,638			44,013
Inventory, net		225,489			171,937			191,923
Prepaid expenses and other current assets		43,417			40,391			39,171
Total current assets		1,087,647			741,928			728,998
Investments in unconsolidated affiliates		13,753			12,297			13,329
Other investments		51,903			51,220			51,900
Property and equipment, net		67,439			59,926			65,973
Right-of-use assets, net		236,064			235,030			226,602
Long-term restricted cash		5,380			—			—
Goodwill		321,907			308,847			306,478
Intangible assets, net		57,960			60,164			58,451
Deferred tax asset, net		25,841			25,245			25,362
Other assets, net		15,174			15,506			16,144
Total assets	$	1,883,068		$	1,510,163		$	1,493,237

Liabilities and equity:
Current liabilities:
Current maturities of long-term debt, net	$	—		$	137,326		$	103,072
Accounts payable, accrued expenses and other current liabilities		78,756			69,742			85,737
Customer layaway deposits		33,336			20,067			21,570
Operating lease liabilities, current		60,183			58,905			58,998
Total current liabilities		172,275			286,040			269,377
Long-term debt, net		517,601			223,998			224,256
Deferred tax liability, net		2,017			416			2,080
Operating lease liabilities		184,295			188,996			180,616
Other long-term liabilities		16,822			9,258			12,337
Total liabilities		893,010			708,708			688,666
Commitments and contingencies
Stockholders’ equity:
Class A Non-voting Common Stock, par value $0.01 per share; shares authorized: 100 million; issued and outstanding: 57,992,965 as of June 30, 2025; 51,771,917 as of June 30, 2024; and 51,582,698 as of September 30, 2024		580			518			516
Class B Voting Common Stock, convertible, par value $0.01 per share; shares authorized: 3 million; issued and outstanding: 2,970,171		30			30			30
Additional paid-in capital		448,073			347,082			348,366
Retained earnings		586,549			493,830			507,206
Accumulated other comprehensive loss		(45,174	)		(40,005	)		(51,547	)
Total equity		990,058			801,455			804,571
Total liabilities and equity	$	1,883,068		$	1,510,163		$	1,493,237

EZCORP, Inc. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

	Nine Months Ended June 30,
(in thousands)		2025			2024

Operating activities:
Net income	$	82,909		$	67,899
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		24,358			24,942
Amortization of deferred financing costs		1,238			1,212
Non-cash lease expense		43,889			43,999
Deferred income taxes		(542	)		438
Other adjustments		(1,877	)		69
Provision for inventory reserve		39			589
Stock compensation expense		9,213			7,945
Equity in net income from investment in unconsolidated affiliates		(4,180	)		(4,135	)
Changes in operating assets and liabilities, net of business acquisitions:
Pawn service charges receivable		(364	)		(1,593	)
Inventory		(9,205	)		(2,775	)
Prepaid expenses, other current assets and other assets		(74	)		(3,625	)
Accounts payable, accrued expenses and other liabilities		(58,023	)		(65,396	)
Customer layaway deposits		11,276			1,055
Income taxes		(927	)		(360	)
Net cash provided by operating activities		97,730			70,264
Investing activities:
Loans made		(738,670	)		(683,121	)
Loans repaid		417,734			391,297
Recovery of pawn loan principal through sale of forfeited collateral		291,903			272,781
Capital expenditures, net		(23,051	)		(16,870	)
Acquisitions, net of cash acquired		(17,093	)		(11,963	)
Proceeds from note receivable		241			1,100
Investment in unconsolidated affiliate		(718	)		(993	)
Investment in other investments		—			(15,000	)
Dividends from unconsolidated affiliates		3,614			3,535
Net cash used in investing activities		(66,040	)		(59,234	)
Financing activities:
Taxes paid related to net share settlement of equity awards		(3,971	)		(3,253	)
Proceeds from borrowings		300,000			—
Debt issuance cost		(7,563	)		—
Payments on assumed debt		(6,410	)		—
Purchase and retirement of treasury stock		(6,000	)		(9,009	)
Payments of finance leases		(450	)		(386	)
Net cash provided by (used in) financing activities		275,606			(12,648	)
Effect of exchange rate changes on cash and cash equivalents and restricted cash		(26	)		(108	)
Net increase in cash, cash equivalents and restricted cash		307,270			(1,726	)
Cash and cash equivalents and restricted cash at beginning of period		179,807			228,968
Cash and cash equivalents and restricted cash at end of period	$	487,077		$	227,242

EZCORP, Inc. OPERATING SEGMENT RESULTS

	Three Months Ended June 30, 2025 (Unaudited)
(in thousands)	U.S. Pawn		Latin America Pawn			Other Investments			Total Segments			Corporate Items			Consolidated

Revenues:
Merchandise sales	$	112,249	$	56,375		$	—		$	168,624		$	—		$	168,624
Jewelry scrapping sales		23,750		3,220			—			26,970			—			26,970
Pawn service charges		83,930		31,409			—			115,339			—			115,339
Other revenues		31		17			—			48			—			48
Total revenues		219,960		91,021			—			310,981			—			310,981
Merchandise cost of goods sold		69,084		39,142			—			108,226			—			108,226
Jewelry scrapping cost of goods sold		16,814		2,302			—			19,116			—			19,116
Gross profit		134,062		49,577			—			183,639			—			183,639
Segment and corporate expenses (income):
Store expenses		83,778		35,345			—			119,123			—			119,123
General and administrative		—		—			—			—			21,780			21,780
Depreciation and amortization		2,651		2,156			—			4,807			3,196			8,003
Other operating income		—		—			—			—			(1,262	)		(1,262	)
Interest expense		—		71			—			71			8,387			8,458
Interest income		—		(427	)		(604	)		(1,031	)		(4,409	)		(5,440	)
Equity in net (income) loss of unconsolidated affiliates		—		—			(1,409	)		(1,409	)		209			(1,200	)
Other expense (income)		—		(12	)		—			(12	)		(524	)		(536	)
Segment contribution	$	47,633	$	12,444		$	2,013		$	62,090
Income (loss) before income taxes									$	62,090		$	(27,377	)	$	34,713

	Three Months Ended June 30, 2024 (Unaudited)
(in thousands)	U.S. Pawn			Latin America Pawn			Other Investments			Total Segments			Corporate Items			Consolidated

Revenues:
Merchandise sales	$	107,849		$	50,291		$	—		$	158,140		$	—		$	158,140
Jewelry scrapping sales		13,757			1,638			—			15,395			—			15,395
Pawn service charges		77,416			30,414			—			107,830			—			107,830
Other revenues		28			28			—			56			—			56
Total revenues		199,050			82,371			—			281,421			—			281,421
Merchandise cost of goods sold		67,229			33,982			—			101,211			—			101,211
Jewelry scrapping cost of goods sold		11,887			1,596			—			13,483			—			13,483
Gross profit		119,934			46,793			—			166,727			—			166,727
Segment and corporate expenses (income):
Store expenses		81,441			34,894			—			116,335			—			116,335
General and administrative		—			—			—			—			20,060			20,060
Depreciation and amortization		2,408			2,090			—			4,498			3,660			8,158
(Gain) loss on sale or disposal of assets and other		(2	)		22			—			20			—			20
Interest expense		—			—			—			—			3,539			3,539
Interest income		—			(370	)		(605	)		(975	)		(1,956	)		(2,931	)
Equity in net (income) loss of unconsolidated affiliates		—			—			(1,406	)		(1,406	)		143			(1,263	)
Other (income) expense		—			(184	)		12			(172	)		(19	)		(191	)
Segment contribution	$	36,087		$	10,341		$	1,999		$	48,427
Income (loss) before income taxes										$	48,427		$	(25,427	)	$	23,000

	Nine Months Ended June 30, 2025 (Unaudited)
(in thousands)	U.S. Pawn			Latin America Pawn			Other Investments			Total Segments			Corporate Items			Consolidated

Revenues:
Merchandise sales	$	357,964		$	166,470		$	—		$	524,434		$	—		$	524,434
Jewelry scrapping sales		56,146			8,494			—			64,640			—			64,640
Pawn service charges		259,354			88,908			—			348,262			—			348,262
Other revenues		82			49			—			131			—			131
Total revenues		673,546			263,921			—			937,467			—			937,467
Merchandise cost of goods sold		225,412			116,193			—			341,605			—			341,605
Jewelry scrapping cost of goods sold		42,017			6,350			—			48,367			—			48,367
Gross profit		406,117			141,378			—			547,495			—			547,495
Segment and corporate expenses (income):
Store expenses		250,399			101,702			—			352,101			—			352,101
General and administrative		—			—			—			—			60,089			60,089
Depreciation and amortization		8,050			6,191			—			14,241			10,117			24,358
Loss on sale or disposal of assets and other		17			8			—			25			—			25
Other operating income		—			—			—			—			(1,262	)		(1,262	)
Interest expense		—			71			—			71			14,815			14,886
Interest income		—			(966	)		(1,803	)		(2,769	)		(6,639	)		(9,408	)
Equity in net (income) loss of unconsolidated affiliates		—			—			(4,898	)		(4,898	)		718			(4,180	)
Other expense (income)		(7	)		(220	)		—			(227	)		604			377
Segment contribution		147,658			34,592		$	6,701		$	188,951
Income (loss) before income taxes										$	188,951		$	(78,442	)	$	110,509

	Nine Months Ended June 30, 2024 (Unaudited)
(in thousands)	U.S. Pawn			Latin America Pawn			Other Investments			Total Segments			Corporate Items			Consolidated

Revenues:
Merchandise sales	$	348,211		$	154,019		$	—		$	502,230		$	—		$	502,230
Jewelry scrapping sales		39,258			3,933			—			43,191			—			43,191
Pawn service charges		236,499			84,943			—			321,442			—			321,442
Other revenues		94			59			35			188			—			188
Total revenues		624,062			242,954			35			867,051			—			867,051
Merchandise cost of goods sold		218,736			103,944			—			322,680			—			322,680
Jewelry scrapping cost of goods sold		33,965			3,514			—			37,479			—			37,479
Gross profit		371,361			135,496			35			506,892			—			506,892
Segment and corporate expenses (income):
Store expenses		239,536			101,936			—			341,472			—			341,472
General and administrative		—			—			—			—			54,869			54,869
Depreciation and amortization		7,548			6,821			—			14,369			10,573			24,942
(Gain) loss on sale or disposal of assets and other		(6	)		(240	)		—			(246	)		97			(149	)
Other operating income		—			—			—			—			(765	)		(765	)
Interest expense		—			—			—			—			10,381			10,381
Interest income		—			(1,398	)		(1,811	)		(3,209	)		(5,243	)		(8,452	)
Equity in net (income) loss of unconsolidated affiliates		—			—			(4,278	)		(4,278	)		143			(4,135	)
Other (income) expense		—			(231	)		27			(204	)		(423	)		(627	)
Segment contribution	$	124,283		$	28,608		$	6,097		$	158,988
Income (loss) before income taxes										$	158,988		$	(69,632	)	$	89,356

EZCORP, Inc. STORE COUNT ACTIVITY (Unaudited)

	Three Months Ended June 30, 2025
	U.S. Pawn	Latin America Pawn		Consolidated

As of March 31, 2025	542	742		1,284
New locations opened	—	10		10
Locations acquired	3	40		43
Locations combined or closed	—	(1	)	(1	)
As of June 30, 2025	545	791		1,336

	Three Months Ended June 30, 2024
	U.S. Pawn	Latin America Pawn	Consolidated

As of March 31, 2024	535	711	1,246
New locations opened	1	6	7
Locations acquired	5	—	5
As of June 30, 2024	541	717	1,258

	Nine Months Ended June 30, 2025
	U.S. Pawn	Latin America Pawn		Consolidated

As of September 30, 2024	542	737		1,279
New locations opened	—	23		23
Locations acquired	3	41		44
Locations combined or closed	—	(10	)	(10	)
As of June 30, 2025	545	791		1,336

	Nine Months Ended June 30, 2024
	U.S. Pawn		Latin America Pawn		Consolidated

As of September 30, 2023	529		702		1,231
New locations opened	1		20		21
Locations acquired	12		—		12
Locations combined or closed	(1	)	(5	)	(6	)
As of June 30, 2024	541		717		1,258

Non-GAAP Financial Information (Unaudited)

In addition to the financial information prepared in conformity with accounting U.S. generally accepted accounting principles (“GAAP”), we provide certain other non-GAAP financial information on a constant currency (“constant currency”) and adjusted basis. We use constant currency results to evaluate our Latin America Pawn operations, which are denominated primarily in Mexican pesos, Guatemalan quetzales and other Latin American currencies. We believe that presentation of constant currency and adjusted results is meaningful and useful in understanding the activities and business metrics of our operations and reflects an additional way of viewing aspects of our business that, when viewed with GAAP results, provides a more complete understanding of factors and trends affecting our business. We provide non-GAAP financial information for informational purposes and to enhance understanding of our GAAP consolidated financial statements. We use this non-GAAP financial information primarily to evaluate and compare operating results across accounting periods.

Readers should consider the information in addition to, but not instead of or superior to, our financial statements prepared in accordance with GAAP. This non-GAAP financial information may be determined or calculated differently by other companies, limiting the usefulness of those measures for comparative purposes.

Constant currency results reported herein are calculated by translating consolidated balance sheet and consolidated statement of operations items denominated in local currency to U.S. dollars using the exchange rate from the prior-year comparable period, as opposed to the current period, in order to exclude the effects of foreign currency rate fluctuations. In addition, we have an equity method investment that is denominated in Australian dollars and is translated into U.S. dollars. We used the end-of-period rate for balance sheet items and the average closing daily exchange rate on a monthly basis during the appropriate period for statement of operations items. The end-of-period and approximate average exchange rates for each applicable currency as compared to U.S. dollars as of and for the three and nine months ended June 30, 2025 and 2024 were as follows:

	June 30,		Three Months Ended June 30,		Nine Months Ended June 30,
	2025	2024	2025	2024	2025	2024

Mexican peso	18.8	18.3	19.5	17.2	20.0	17.3
Guatemalan quetzal	7.6	7.6	7.6	7.6	7.6	7.6
Honduran lempira	25.8	24.3	25.7	24.3	25.2	24.3
Australian dollar	1.5	1.5	1.6	1.5	1.6	1.5

Our statement of operations constant currency results reflect the monthly exchange rate fluctuations and so are not directly calculable from the above rates. Constant currency results, where presented, also exclude the foreign currency gain or loss.

Miscellaneous Non-GAAP Financial Measures

	Three Months Ended June 30,
(in millions)		2025			2024

Net income	$	26.5		$	18.0
Interest expense		8.5			3.5
Interest income		(5.4	)		(2.9	)
Income tax expense		8.2			5.0
Depreciation and amortization		8.0			8.2
EBITDA	$	45.7		$	31.8

	Total Revenues		Gross Profit		Income Before Tax			Tax Effect			Net Income			Diluted EPS			EBITDA

2025 Q3 Reported	$	311.0	$	183.6	$	34.7		$	8.2		$	26.5		$	0.34		$	45.7
Corporate lease termination		—		—		(1.3	)		(0.3	)		(1.0	)		(0.01	)		(1.3	)
FX impact		—		—		(0.2	)		—			(0.2	)		—			(0.2	)
Non-recurring foreign tax expense		—		—		—			0.8			(0.8	)		(0.01	)		—
Constant Currency		8.9		4.8		0.8			0.1			0.7			0.01			1.0
2025 Q3 Adjusted	$	319.9	$	188.4	$	34.0		$	8.8		$	25.2		$	0.33		$	45.2

	Total Revenues		Gross Profit		Income Before Tax			Tax Effect		Net Income			Diluted EPS			EBITDA

2024 Q3 Reported	$	281.4	$	166.7	$	23.0		$	5.0	$	18.0		$	0.25		$	31.8
Non-recurring foreign tax expense		—		—		—			0.7		(0.7	)		(0.01	)		—
FX impact		—		—		(0.1	)		—		(0.1	)		—			(0.1	)
2024 Q3 Adjusted	$	281.4	$	166.7	$	22.9		$	5.7	$	17.2		$	0.24		$	31.7

	Three Months Ended June 30, 2025				Nine Months Ended June 30, 2025
(in millions)	U.S. Dollar Amount		Percentage Change YOY		U.S. Dollar Amount		Percentage Change YOY

Consolidated revenues	$	311.0	11	%	$	937.5	8	%
Currency exchange rate fluctuations		8.9				30.9
Constant currency consolidated revenues	$	319.9	14	%	$	968.4	12	%

Consolidated gross profit	$	183.6	10	%	$	547.5	8	%
Currency exchange rate fluctuations		4.8				16.1
Constant currency consolidated gross profit	$	188.4	13	%	$	563.6	11	%

Consolidated net inventory	$	225.5	31	%	$	225.5	31	%
Currency exchange rate fluctuations		1.3				1.3
Constant currency consolidated net inventory	$	226.8	32	%	$	226.8	32	%

Latin America Pawn gross profit	$	49.6	6	%	$	141.4	4	%
Currency exchange rate fluctuations		4.8				16.1
Constant currency Latin America Pawn gross profit	$	54.4	16	%	$	157.5	16	%

Latin America Pawn PLO	$	70.6	13	%	$	70.6	13	%
Currency exchange rate fluctuations		1.5				1.5
Constant currency Latin America Pawn PLO	$	72.1	16	%	$	72.1	16	%

Latin America Pawn PSC revenues	$	31.4	3	%	$	88.9	5	%
Currency exchange rate fluctuations		2.9				9.6
Constant currency Latin America Pawn PSC revenues	$	34.3	13	%	$	98.5	16	%

Latin America Pawn merchandise sales	$	56.4	12	%	$	166.5	8	%
Currency exchange rate fluctuations		5.7				20.2
Constant currency Latin America Pawn merchandise sales	$	62.1	23	%	$	186.7	21	%

Latin America Pawn segment profit before tax	$	12.4	20	%	$	34.6	21	%
Currency exchange rate fluctuations		1.1				3.0
Constant currency Latin America Pawn segment profit before tax	$	13.5	30	%	$	37.6	32	%

The MIL Network –

July 31, 2025

MIL-OSI: SEACOR Marine Announces Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

HOUSTON, July 30, 2025 (GLOBE NEWSWIRE) — SEACOR Marine Holdings Inc. (NYSE: SMHI) (the “Company” or “SEACOR Marine”), a leading provider of marine and support transportation services to offshore energy facilities worldwide, today announced results for its second quarter ended June 30, 2025.

SEACOR Marine’s consolidated operating revenues for the second quarter of 2025 were $60.8 million, operating income was $6.1 million, and direct vessel profit (“DVP”)⁽¹⁾ was $11.3 million. This compares to consolidated operating revenues of $69.9 million, operating loss of $3.9 million, and DVP of $20.3 million in the second quarter of 2024, and consolidated operating revenues of $55.5 million, operating loss of $5.3 million, and DVP of $13.6 million in the first quarter of 2025.

Notable second quarter items include:

13.0% decrease in revenues from the second quarter of 2024 and a 9.6% increase from the first quarter of 2025.
Average day rates of $19,731, a 3.1% increase from the second quarter of 2024, and a 4.8% increase from the first quarter of 2025.
68% utilization, a decrease from 69% in the second quarter of 2024 and an increase from 60% in the first quarter of 2025.
DVP margin of 18.6%, a decrease from 29.1% in the second quarter of 2024 and a decrease from 24.5% in the first quarter of 2025, due in part to $9.2 million of drydocking and major repairs during the second quarter of 2025 compared to $8.5 million in the second quarter of 2024 and $5.2 million in the first quarter of 2025, all of which are expensed as incurred.
During the second quarter of 2025, the Company completed the sale of two platform supply vessels (“PSVs”) and one fast supply vessel (“FSV”) for total proceeds of $33.4 million and a gain of $19.1 million. Approximately $12.9 million of the proceeds were used to fund the repurchase of shares and warrants from Carlyle, and the remainder was held as restricted cash to partially fund future milestone payments for the construction of two new PSVs scheduled to deliver in the fourth quarter of 2026 and first quarter of 2027.

For the second quarter of 2025, net loss was $6.7 million ($0.26 loss per basic and diluted share). This compares to a net loss for the second quarter of 2024 of $12.5 million ($0.45 loss per basic and diluted share). Sequentially, the second quarter 2025 results compare to a net loss of $15.5 million ($0.56 loss per basic and diluted share) in the first quarter of 2025.

Chief Executive Officer John Gellert commented:

“The second quarter results reflect the changes to our fleet as we continued to implement our asset rotation and repositioning strategy.

Our PSV fleet saw substantial improvement on average rates and utilization, achieving a 30.3% DVP margin, even with two of our premium PSVs being out of the market the entire quarter for repairs; one of which also received a hybrid power management upgrade. The two PSVs that we sold during the quarter were sold at compelling values and were some of our first-generation handy size vessels targeting the shallow water market, which is seeing increased vertical integration in some geographic markets. PSVs contributed greatly to our results in Latin America and West Africa, as well as in the Middle East where we operate two of our PSVs in a walk-to-work configuration outfitted with motion compensated gangways owned by SEACOR Marine.

In the Middle East, the results were largely affected by repairs to one of our premium liftboats for almost the entire quarter. These repairs are ongoing as the scope and cost has exceeded our initial expectations, with the liftboat expected to return to service in September 2025. Despite these challenges, activity in the Middle East market continues to be healthy, and we recently mobilized an additional FSV to respond to market demand.

In the U.S., we saw a noticeable improvement driven mostly by higher day rates and utilization for our liftboats, offset by higher drydocking expense and the layup of our three FSVs in the region. We anticipate redeploying these FSVs to international markets during the third and fourth quarter of 2025.

As previously announced, on April 4, 2025, we repurchased shares and warrants representing 9.1% of the outstanding shares of common stock of the Company, assuming the full exercise of the warrants, from Carlyle. The aggregate purchase price was approximately $12.9 million. This was a unique opportunity to buy back a significant number of shares and warrants in a single block, and to simplify our capital structure by eliminating all outstanding warrants.

We will continue to adapt and reposition SEACOR Marine into markets and assets with lower volatility and better returns over the coming quarters and ahead of our new PSV deliveries in 2026 and 2027. We have one of the youngest fleets in the sector and will continue to demonstrate the embedded value of our assets.”
___________________

(1

)

Direct vessel profit (defined as operating revenues less operating costs and expenses, “DVP”) is the Company’s measure of segment profitability. DVP is a critical financial measure used by the Company to analyze and compare the operating performance of its regions, without regard to financing decisions (depreciation and interest expense for owned vessels vs. lease expense for lease vessels). DVP is also useful when comparing the Company’s global fleet performance against those of our competitors who may have differing fleet financing structures. DVP has material limitations as an analytical tool in that it does not reflect all of the costs associated with the ownership and operation of our fleet, and it should not be considered in isolation or used as a substitute for our results as reported under GAAP. See page 4 for reconciliation of DVP to GAAP Operating Income (Loss), its most comparable GAAP measure.

SEACOR Marine provides global marine and support transportation services to offshore energy facilities worldwide. SEACOR Marine operates and manages a diverse fleet of offshore support vessels that deliver cargo and personnel to offshore installations, including offshore wind farms; assist offshore operations for production and storage facilities; provide construction, well work-over, offshore wind farm installation and decommissioning support; and carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair. Additionally, SEACOR Marine’s vessels provide emergency response services and accommodations for technicians and specialists.

Certain statements discussed in this release as well as in other reports, materials and oral statements that the Company releases from time to time to the public constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Generally, words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters. Forward-looking statements are inherently uncertain and subject to a variety of assumptions, risks and uncertainties that could cause actual results to differ materially from those anticipated or expected by the management of the Company. These statements are not guarantees of future performance and actual events or results may differ significantly from these statements. Actual events or results are subject to significant known and unknown risks, uncertainties and other important factors, many of which are beyond the Company’s control and are described in the Company’s filings with the SEC. It should be understood that it is not possible to predict or identify all such factors. Given these risk factors, investors and analysts should not place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date of the document in which they are made. The Company disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which the forward-looking statement is based, except as required by law. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its filings with the Securities and Exchange Commission, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K (if any). These statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995.

Please visit SEACOR Marine’s website at www.seacormarine.com for additional information.
For all other requests, contact InvestorRelations@seacormarine.com

SEACOR MARINE HOLDINGS INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (in thousands, except share data)
	Three Months Ended June 30,						Six months ended June 30,
	2025			2024			2025			2024
Operating Revenues	$	60,810		$	69,867		$	116,309		$	132,637
Costs and Expenses:
Operating		49,493			49,520			91,421			97,619
Administrative and general		11,998			10,889			23,484			22,806
Lease expense		325			486			662			967
Depreciation and amortization		12,090			12,939			24,900			25,821
		73,906			73,834			140,467			147,213
Gains on Asset Dispositions and Impairments, Net		19,163			37			24,972			36
Operating Income (Loss)		6,067			(3,930	)		814			(14,540	)
Other Income (Expense):
Interest income		372			445			808			1,038
Interest expense		(8,844	)		(10,190	)		(18,430	)		(20,499	)
Derivative gains (losses), net		87			104			212			(439	)
Foreign currency losses, net		(2,119	)		(560	)		(3,315	)		(640	)
Other, net		—			—			—			(95	)
		(10,504	)		(10,201	)		(20,725	)		(20,635	)
Loss Before Income Tax Expense (Benefit) and Equity in Earnings (Losses) of 50% or Less Owned Companies		(4,437	)		(14,131	)		(19,911	)		(35,175	)
Income Tax Expense (Benefit)		2,508			(682	)		3,412			243
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies		(6,945	)		(13,449	)		(23,323	)		(35,418	)
Equity in Earnings (Losses) of 50% or Less Owned Companies		218			966			1,107			(134	)
Net Loss	$	(6,727	)	$	(12,483	)	$	(22,216	)	$	(35,552	)

Net Loss Per Share:
Basic	$	(0.26	)	$	(0.45	)	$	(0.83	)	$	(1.29	)
Diluted	$	(0.26	)	$	(0.45	)	$	(0.83	)	$	(1.29	)
Weighted Average Common Stock and Warrants Outstanding:
Basic		25,686,560			27,729,033			26,791,291			27,536,319
Diluted		25,686,560			27,729,033			26,791,291			27,536,319

SEACOR MARINE HOLDINGS INC. UNAUDITED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (in thousands, except statistics and per share data)
				Three Months Ended
	Jun. 30, 2025			Mar. 31, 2025			Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024
Time Charter Statistics:
Average Rates Per Day	$	19,731		$	18,825		$	18,901		$	18,879		$	19,141
Fleet Utilization		68	%		60	%		72	%		67	%		69	%
Fleet Available Days ⁽²⁾		4,310			4,583			4,870			5,026			4,994
Operating Revenues:
Time charter	$	57,673		$	51,933		$	66,095		$	63,313		$	65,649
Bareboat charter		838			708			364			372			364
Other marine services		2,299			2,858			3,349			5,231			3,854
		60,810			55,499			69,808			68,916			69,867
Costs and Expenses:
Operating:
Personnel		18,969			18,537			20,365			21,940			21,566
Repairs and maintenance		13,648			8,520			10,433			9,945			10,244
Drydocking		5,143			3,869			2,467			6,068			6,210
Insurance and loss reserves		2,982			2,153			2,473			2,584			3,099
Fuel, lubes and supplies		4,296			4,546			4,884			6,574			3,966
Other		4,455			4,303			6,104			5,796			4,435
		49,493			41,928			46,726			52,907			49,520
Direct Vessel Profit ⁽¹⁾		11,317			13,571			23,082			16,009			20,347
Other Costs and Expenses:
Lease expense		325			337			347			364			486
Administrative and general		11,998			11,486			10,888			11,019			10,889
Depreciation and amortization		12,090			12,810			12,879			12,928			12,939
		24,413			24,633			24,114			24,311			24,314
Gains (Losses) on Asset Dispositions and Impairments, Net		19,163			5,809			11,624			1,821			37
Operating (Loss) Income		6,067			(5,253	)		10,592			(6,481	)		(3,930	)
Other Income (Expense):
Interest income		372			436			372			358			445
Interest expense		(8,844	)		(9,586	)		(10,001	)		(10,127	)		(10,190	)
Derivative gains (losses), net		87			125			(536	)		67			104
Loss on debt extinguishment		—			—			(31,923	)		—			—
Foreign currency (losses) gains, net		(2,119	)		(1,196	)		1,308			(1,717	)		(560	)
Other, net		—			—			187			29			—
		(10,504	)		(10,221	)		(40,593	)		(11,390	)		(10,201	)
Loss Before Income Tax Expense (Benefit) and Equity in Earnings (Losses) of 50% or Less Owned Companies		(4,437	)		(15,474	)		(30,001	)		(17,871	)		(14,131	)
Income Tax Expense (Benefit)		2,508			904			(2,345	)		(513	)		(682	)
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies		(6,945	)		(16,378	)		(27,656	)		(17,358	)		(13,449	)
Equity in Earnings (Losses) of 50% or Less Owned Companies		218			889			1,430			1,012			966
Net Loss	$	(6,727	)	$	(15,489	)	$	(26,226	)	$	(16,346	)	$	(12,483	)

Net Loss Per Share:
Basic	$	(0.26	)	$	(0.56	)	$	(0.94	)	$	(0.59	)	$	(0.45	)
Diluted	$	(0.26	)	$	(0.56	)	$	(0.94	)	$	(0.59	)	$	(0.45	)
Weighted Average Common Stock and Warrants Outstanding:
Basic		25,687			27,908			27,773			27,773			27,729
Diluted		25,687			27,908			27,773			27,773			27,729
Common Shares and Warrants Outstanding at Period End		26,976			29,488			28,950			28,950			28,941

__________________
(1) See full description of footnote above.
(2) Includes available days for a bareboat charter for one PSV, which has been excluded from days worked and average day rates.

SEACOR MARINE HOLDINGS INC. UNAUDITED DIRECT VESSEL PROFIT (“DVP”) BY SEGMENT (in thousands, except statistics)
				Three Months Ended
	Jun. 30, 2025			Mar. 31, 2025			Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024
*United States, primarily Gulf of America*
Time Charter Statistics:
Average rates per day worked	$	25,262		$	23,874		$	26,116		$	17,188		$	22,356
Fleet utilization		48	%		25	%		45	%		42	%		37	%
Fleet available days		1,007			1,121			920			920			921
Out-of-service days for repairs, maintenance and drydockings		144			153			75			116			179
Out-of-service days for cold-stacked status ⁽²⁾		270			173			184			175			127
Operating Revenues:
Time charter	$	12,205		$	6,765		$	10,744		$	6,593		$	7,697
Other marine services		1,175			235			1,114			1,188			480
		13,380			7,000			11,858			7,781			8,177
Direct Costs and Expenses:
Operating:
Personnel		6,854			6,486			6,097			6,297			6,284
Repairs and maintenance		1,950			1,479			1,680			1,655			1,879
Drydocking		3,684			1,066			1,451			2,615			2,570
Insurance and loss reserves		1,067			702			854			799			943
Fuel, lubes and supplies		1,010			819			854			964			866
Other		631			349			229			225			226
		15,196			10,901			11,165			12,555			12,768
Direct Vessel (Loss) Profit ⁽¹⁾	$	(1,816	)	$	(3,901	)	$	693		$	(4,774	)	$	(4,591	)
Other Costs and Expenses:
Lease expense	$	139		$	136		$	136		$	140		$	141
Depreciation and amortization		3,203			3,705			3,196			3,194			3,194

*Africa and Europe*
Time Charter Statistics:
Average rates per day worked	$	19,140		$	17,294		$	16,895		$	18,875		$	18,580
Fleet utilization		77	%		70	%		73	%		77	%		74	%
Fleet available days		1,668			1,710			1,856			1,990			1,969
Out-of-service days for repairs, maintenance and drydockings		248			382			180			203			203
Out-of-service days for cold-stacked status		—			—			—			58			91
Operating Revenues:
Time charter	$	24,535		$	20,835		$	22,999		$	28,809		$	27,047
Other marine services		806			852			1,027			3,048			1,028
		25,341			21,687			24,026			31,857			28,075
Direct Costs and Expenses:
Operating:
Personnel		5,515			5,183			5,654			6,083			4,969
Repairs and maintenance		4,646			3,462			3,712			3,455			3,161
Drydocking		901			1,241			835			681			1,226
Insurance and loss reserves		899			594			577			599			819
Fuel, lubes and supplies		1,714			2,180			2,226			2,514			1,170
Other		2,357			2,727			3,748			3,975			2,801
		16,032			15,387			16,752			17,307			14,146
Direct Vessel Profit ⁽¹⁾	$	9,309		$	6,300		$	7,274		$	14,550		$	13,929
Other Costs and Expenses:
Lease expense	$	51		$	63		$	82		$	75		$	172
Depreciation and amortization		4,263			4,402			4,477			4,540			4,565

__________________
(1) See full description of footnote above.
(2) Includes three FSVs cold-stacked in this region as of June 30, 2025.

SEACOR MARINE HOLDINGS INC. UNAUDITED DIRECT VESSEL PROFIT (“DVP”) BY SEGMENT (continued) (in thousands, except statistics)
				Three Months Ended
	Jun. 30, 2025			Mar. 31, 2025			Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024
*Middle East and Asia*
Time Charter Statistics:
Average rates per day worked	$	15,506		$	17,848		$	17,337		$	17,825		$	17,083
Fleet utilization		73	%		75	%		88	%		71	%		82	%
Fleet available days		1,089			1,170			1,266			1,288			1,296
Out-of-service days for repairs, maintenance and drydockings		204			82			30			229			168
Operating Revenues:
Time charter	$	12,365		$	15,710		$	19,385		$	16,411		$	18,073
Other marine services		432			292			635			375			619
		12,797			16,002			20,020			16,786			18,692
Direct Costs and Expenses:
Operating:
Personnel		4,511			4,927			5,470			5,769			6,930
Repairs and maintenance		6,338			2,505			3,574			3,318			3,443
Drydocking		13			1,031			(226	)		832			707
Insurance and loss reserves		842			702			804			927			798
Fuel, lubes and supplies		1,279			883			840			1,043			1,103
Other		1,104			881			1,305			1,131			989
		14,087			10,929			11,767			13,020			13,970
Direct Vessel Profit ⁽¹⁾	$	(1,290	)	$	5,073		$	8,253		$	3,766		$	4,722
Other Costs and Expenses:
Lease expense	$	72		$	83		$	72		$	73		$	71
Depreciation and amortization		3,227			3,230			3,272			3,261			3,247

*Latin America*
Time Charter Statistics:
Average rates per day worked	$	23,764		$	22,084		$	21,390		$	21,984		$	22,437
Fleet utilization		66	%		67	%		73	%		63	%		71	%
Fleet available days ⁽²⁾		546			582			828			828			808
Out-of-service days for repairs, maintenance and drydockings		26			—			20			94			41
Operating Revenues:
Time charter	$	8,568		$	8,623		$	12,967		$	11,500		$	12,832
Bareboat charter		838			708			364			372			364
Other marine services		(114	)		1,479			573			620			1,727
		9,292			10,810			13,904			12,492			14,923
Direct Costs and Expenses:
Operating:
Personnel		2,089			1,941			3,144			3,791			3,383
Repairs and maintenance		714			1,074			1,467			1,517			1,761
Drydocking		545			531			407			1,940			1,707
Insurance and loss reserves		174			155			238			259			539
Fuel, lubes and supplies		293			664			964			2,053			827
Other		363			346			822			465			419
		4,178			4,711			7,042			10,025			8,636
Direct Vessel Profit ⁽¹⁾	$	5,114		$	6,099		$	6,862		$	2,467		$	6,287
Other Costs and Expenses:
Lease expense	$	63		$	55		$	57		$	76		$	102
Depreciation and amortization		1,397			1,473			1,934			1,933			1,933

__________________
(1) See full description of footnote above.
(2) Includes available days for a bareboat charter for one PSV, which has been excluded from days worked and average day rates.

SEACOR MARINE HOLDINGS INC. UNAUDITED PERFORMANCE BY VESSEL CLASS (in thousands, except statistics)
				Three Months Ended
	Jun. 30, 2025			Mar. 31, 2025			Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024
*AHTS*
Time Charter Statistics:
Average rates per day worked	$	—		$	—		$	10,410		$	10,316		$	8,125
Fleet utilization		—	%		—	%		79	%		46	%		49	%
Fleet available days		—			—			178			334			364
Out-of-service days for repairs, maintenance and drydockings		—			—			28			87			29
Out-of-service days for cold-stacked status		—			—			—			58			91
Operating Revenues:
Time charter	$	(22	)	$	15		$	1,465		$	1,576		$	1,459
Other marine services		(9	)		9			—			13			219
		(31	)		24			1,465			1,589			1,678
Direct Costs and Expenses:
Operating:
Personnel	$	9		$	1		$	595		$	981		$	1,045
Repairs and maintenance		255			38			128			239			465
Drydocking		—			—			5			436			280
Insurance and loss reserves		(4	)		—			49			66			97
Fuel, lubes and supplies		(125	)		66			25			90			69
Other		(4	)		12			210			263			230
		131			117			1,012			2,075			2,186
Other Costs and Expenses:
Lease expense	$	—		$	—		$	7		$	4		$	164
Depreciation and amortization		3			4			122			175			175

*FSV*
Time Charter Statistics:
Average rates per day worked	$	13,468		$	13,786		$	13,643		$	13,102		$	12,978
Fleet utilization		67	%		71	%		72	%		81	%		80	%
Fleet available days		1,935			1,980			2,024			2,024			2,002
Out-of-service days for repairs, maintenance and drydockings		181			135			118			96			128
Out-of-service days for cold-stacked status		270			90			92			83			36
Operating Revenues:
Time charter	$	17,573		$	19,357		$	19,992		$	21,606		$	20,698
Other marine services		516			762			416			1,012			516
		18,089			20,119			20,408			22,618			21,214
Direct Costs and Expenses:
Operating:
Personnel	$	4,526		$	4,933		$	5,078		$	5,637		$	5,829
Repairs and maintenance		3,542			2,983			4,480			4,378			4,572
Drydocking		666			353			426			448			457
Insurance and loss reserves		683			517			422			532			546
Fuel, lubes and supplies		1,449			1,173			1,586			1,962			993
Other		1,428			1,782			2,456			2,238			1,850
		12,294			11,741			14,448			15,195			14,247
Other Costs and Expenses:
Depreciation and amortization	$	4,703		$	4,932		$	4,746		$	4,744		$	4,746

SEACOR MARINE HOLDINGS INC. UNAUDITED PERFORMANCE BY VESSEL CLASS (continued) (in thousands, except statistics)
				Three Months Ended
	Jun. 30, 2025			Mar. 31, 2025			Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024
*PSV*
Time Charter Statistics:
Average rates per day worked	$	22,231		$	19,424		$	17,912		$	21,819		$	20,952
Fleet utilization		68	%		55	%		72	%		58	%		66	%
Fleet available days ⁽¹⁾		1,738			1,890			1,932			1,932			1,900
Out-of-service days for repairs, maintenance and drydockings		247			396			117			349			291
Operating Revenues:
Time charter	$	26,440		$	20,286		$	24,865		$	24,488		$	26,390
Bareboat charter		838			708			364			372			364
Other marine services		433			508			1,561			2,855			2,266
		27,711			21,502			26,790			27,715			29,020
Direct Costs and Expenses:
Operating:
Personnel	$	8,567		$	8,351		$	8,999		$	9,360		$	8,979
Repairs and maintenance		3,799			3,949			4,101			3,798			3,151
Drydocking		1,993			2,513			1,046			2,629			2,616
Insurance and loss reserves		906			631			618			636			1,037
Fuel, lubes and supplies		1,858			2,594			2,379			3,594			1,575
Other		2,199			2,018			2,566			2,821			1,850
		19,322			20,056			19,709			22,838			19,208
Other Costs and Expenses:
Lease expense	$	—		$	—		$	—		$	(3	)	$	3
Depreciation and amortization		3,943			4,133			4,122			4,117			4,128

__________________
(1) Includes available days for a bareboat charter for one PSV, which has been excluded from days worked and average day rates.

SEACOR MARINE HOLDINGS INC. UNAUDITED PERFORMANCE BY VESSEL CLASS (continued) (in thousands, except statistics)
				Three Months Ended
	Jun. 30, 2025			Mar. 31, 2025			Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024
*Liftboats*
Time Charter Statistics:
Average rates per day worked	$	31,904		$	39,559		$	39,326		$	36,423		$	43,204
Fleet utilization		67	%		44	%		68	%		58	%		54	%
Fleet available days		637			713			736			736			728
Out-of-service days for repairs, maintenance and drydockings		194			87			41			109			143
Out-of-service days for cold-stacked status		—			83			92			92			91
Operating Revenues:
Time charter	$	13,682		$	12,275		$	19,773		$	15,643		$	17,102
Other marine services		1,168			1,289			1,177			1,142			666
		14,850			13,564			20,950			16,785			17,768
Direct Costs and Expenses:
Operating:
Personnel	$	5,673		$	5,247		$	5,678		$	5,926		$	6,842
Repairs and maintenance		6,022			1,571			1,722			1,531			2,054
Drydocking		2,484			1,003			990			2,555			2,857
Insurance and loss reserves		1,376			1,241			1,384			1,334			1,482
Fuel, lubes and supplies		1,114			712			894			928			1,329
Other		803			482			860			473			519
		17,472			10,256			11,528			12,747			15,083
Other Costs and Expenses:
Depreciation and amortization		3,424			3,719			3,866			3,866			3,865

*Other Activity*
Operating Revenues:
Other marine services	$	191		$	290		$	195		$	209		$	187
		191			290			195			209			187
Direct Costs and Expenses:
Operating:
Personnel	$	194		$	5		$	15		$	36		$	(1,129	)
Repairs and maintenance		30			(21	)		2			(1	)		2
Insurance and loss reserves		21			(236	)		—			16			(63	)
Fuel, lubes and supplies		—			1			—			—			—
Other		29			9			12			1			(14	)
		274			(242	)		29			52			(1,204	)
Other Costs and Expenses:
Lease expense	$	325		$	337		$	340		$	363		$	319
Depreciation and amortization		17			22			23			26			25

SEACOR MARINE HOLDINGS INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands)
	Jun. 30, 2025			Mar. 31, 2025			Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024
ASSETS
Current Assets:
Cash and cash equivalents	$	34,381		$	42,988		$	59,491		$	35,601		$	40,605
Restricted cash		17,174			2,440			16,649			2,263			2,255
Receivables:
Trade, net of allowance for credit loss		63,287			63,946			69,888			76,497			70,770
Other		10,439			8,811			7,913			7,841			6,210
Tax receivable		507			1,602			1,601			983			983
Inventories		2,539			2,827			2,760			3,139			3,117
Prepaid expenses and other		4,716			6,075			4,406			4,840			5,659
Assets held for sale		—			12,195			10,943			—			500
Total current assets		133,043			140,884			173,651			131,164			130,099
Property and Equipment:
Historical cost		887,408			881,961			900,414			921,445			921,443
Accumulated depreciation		(377,265	)		(365,422	)		(367,448	)		(362,604	)		(349,799	)
		510,143			516,539			532,966			558,841			571,644
Construction in progress		31,772			27,248			11,904			11,935			11,518
Net property and equipment		541,915			543,787			544,870			570,776			583,162
Right-of-use asset – operating leases		1,179			3,293			3,436			3,575			3,683
Right-of-use asset – finance leases		25			28			36			19			28
Investments, at equity, and advances to 50% or less owned companies		2,310			4,507			3,541			2,046			2,641
Other assets		1,558			1,665			1,577			1,864			1,953
Total assets	$	680,030		$	694,164		$	727,111		$	709,444		$	721,566
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of operating lease liabilities	$	543		$	540		$	606		$	494		$	861
Current portion of finance lease liabilities		11			11			17			17			26
Current portion of long-term debt		30,000			30,000			27,500			28,605			28,605
Accounts payable		26,737			28,445			29,236			22,744			17,790
Other current liabilities		24,182			16,414			27,683			28,808			23,795
Total current liabilities		81,473			75,410			85,042			80,668			71,077
Long-term operating lease liabilities		812			2,926			2,982			3,221			3,276
Long-term finance lease liabilities		14			17			20			4			5
Long-term debt		310,980			310,108			317,339			272,325			277,740
Deferred income taxes		18,330			20,312			22,037			26,802			30,083
Deferred gains and other liabilities		625			1,356			1,369			1,416			1,447
Total liabilities		412,234			410,129			428,789			384,436			383,628
Equity:
SEACOR Marine Holdings Inc. stockholders’ equity:
Common stock		281			293			287			287			286
Additional paid-in capital		468,669			480,904			479,283			477,661			476,020
Accumulated deficit		(202,816	)		(196,089	)		(180,600	)		(154,374	)		(138,028	)
Shares held in treasury		(9,639	)		(9,628	)		(8,110	)		(8,110	)		(8,110	)
Accumulated other comprehensive income, net of tax		10,980			8,234			7,141			9,223			7,449
		267,475			283,714			298,001			324,687			337,617
Noncontrolling interests in subsidiaries		321			321			321			321			321
Total equity		267,796			284,035			298,322			325,008			337,938
Total liabilities and equity	$	680,030		$	694,164		$	727,111		$	709,444		$	721,566

SEACOR MARINE HOLDINGS INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
							Three Months Ended
	Jun. 30, 2025			Mar. 31, 2025			Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024
Cash Flows from Operating Activities:
Net Loss	$	(6,727	)	$	(15,489	)	$	(26,226	)	$	(16,346	)	$	(12,483	)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation and amortization		12,090			12,810			12,879			12,928			12,939
Deferred financing costs amortization		43			43			254			298			297
Stock-based compensation expense		1,510			1,627			1,622			1,604			1,587
Debt discount amortization		232			226			1,799			2,061			1,993
Allowance for credit losses		(213	)		(407	)		59			101			39
(Gains) losses from equipment sales, retirements or impairments		(19,163	)		(5,809	)		(11,624	)		(1,821	)		(37	)
Losses on debt extinguishment		—			—			28,252			—			—
Derivative (gains) losses		(87	)		(125	)		536			(67	)		(104	)
Interest on finance lease		1			1			2			—			1
Settlements on derivative transactions, net		—			(373	)		—			—			—
Currency losses (gains)		2,119			1,196			(1,308	)		1,717			560
Deferred income taxes		(1,982	)		(1,725	)		(4,766	)		(3,281	)		(3,790	)
Equity (earnings) losses		(218	)		(889	)		(1,430	)		(1,012	)		(966	)
Dividends received from equity investees		3,199			—			—			1,498			1,418
Changes in Operating Assets and Liabilities:
Accounts receivables		284			5,333			5,448			(7,411	)		(6,928	)
Other assets		1,901			(1,681	)		1,338			1,032			(2,395	)
Accounts payable and accrued liabilities		4,934			(6,204	)		1,693			9,325			(4,378	)
Net cash (used in) provided by operating activities		(2,077	)		(11,466	)		8,528			626			(12,247	)
Cash Flows from Investing Activities:
Purchases of property and equipment		(10,213	)		(20,795	)		(3,010	)		(210	)		(658	)
Proceeds from disposition of property and equipment		31,592			8,472			22,441			2,331			86
Net cash (used in) provided by investing activities		21,379			(12,323	)		19,431			2,121			(572	)
Cash Flows from Financing Activities:
Payments on long-term debt		(7,500	)		(5,000	)		(2,479	)		(7,770	)		(6,533	)
Payments on debt extinguishment		—			—			(328,712	)		—			—
Payments on debt extinguishment cost		—			—			(3,671	)		—			—
Proceeds from issuance of long-term debt, net of debt discount and issuance costs		8,097			(396	)		345,192			—			—
Payments on finance leases		(4	)		(9	)		(13	)		(10	)		(9	)
Payments for repurchase of common stock		(7,089	)		—			—			—			—
Payments for repurchase of warrants		(6,668	)		—			—			—			—
Proceeds from exercise of stock options and warrants		—			—			—			38			102
Tax withholdings on restricted stock vesting		(11	)		(1,518	)		—			—			(39	)
Net cash (used in) provided by financing activities		(13,175	)		(6,923	)		10,317			(7,742	)		(6,479	)
Effects of Exchange Rate Changes on Cash, Restricted Cash and Cash Equivalents		—			—			—			(1	)		(1	)
Net Change in Cash, Restricted Cash and Cash Equivalents		6,127			(30,712	)		38,276			(4,996	)		(19,299	)
Cash, Restricted Cash and Cash Equivalents, Beginning of Period		45,428			76,140			37,864			42,860			62,159
Cash, Restricted Cash and Cash Equivalents, End of Period	$	51,555		$	45,428		$	76,140		$	37,864		$	42,860

SEACOR MARINE HOLDINGS INC. UNAUDITED FLEET COUNTS
	Owned		Managed		Total
June 30, 2025
AHTS		—		1		1
FSV		21		1		22
PSV		19		—		19
Liftboats		7		—		7
		47		2		49
December 31, 2024
AHTS		—		2		2
FSV		22		1		23
PSV		21		—		21
Liftboats		8		—		8
		51		3		54

The MIL Network –

July 31, 2025

MIL-OSI: GL Supports SIP and RTP Testing for Next-Gen Networks

Source: GlobeNewswire (MIL-OSI)

GAITHERSBURG, Md., July 30, 2025 (GLOBE NEWSWIRE) — GL Communications Inc., a global leader in telecom testing solutions, addressed the press regarding their SIP protocol emulation and testing solutions. In today’s dynamic telecom environment, ensuring the reliable operation of SIP-based VoIP devices and networks is essential. This powerful platform emulates all key SIP elements and generates real-time SIP and RTP traffic for thorough testing.

[For illustration, refer to sip-architecture.jpg]

Vijay Kulkarni, CEO of GL Communications, states “GL’s Message Automation & Protocol Simulation (MAPS™) is a flexible software program that can emulate a wide variety of telecommunications protocols. MAPS™ SIP is a specialized application within this platform that focuses on testing SIP-based communication systems. It emulates key SIP elements such as User Agent Client (UAC), User Agent Server (UAS), Registrar, and Redirect servers.”

MAPS™ SIP emulates complex SIP call flows and supports high-volume call generation with real-time transmission of voice, video, fax, and messaging traffic. With full support for SIP over UDP, TCP, and TLS, it ensures performance validation, resolves interoperability issues, and confirms compliance with industry standards across VoIP and IP multimedia networks.

Key Features:

Scalable Bulk Call Generation and Load Testing
MAPS™ SIP supports up to 2,000 concurrent media calls at 250 calls per second (CPS) and 70,000 signaling-only calls at 750 CPS. With the MAPS™ RTP High Density appliance, it scales to 160,000 calls at 800 CPS, making it ideal for testing network performance under heavy load in both lab and field setups.
Flexible SIP Emulation for VoIP and Air Traffic Control Networks
A single instance of MAPS™ SIP can emulate multiple SIP entities and generate diverse SIP messages without extra hardware. It also supports EUROCAE ED-137C standards, allowing accurate emulation of Air Traffic Control communication systems.
SIP Testing for Gateway and Analog Telephone Adapter (ATA)
MAPS™ SIP validates Gateway and ATA devices by testing connectivity, signaling behavior, and voice quality. It handles RTP traffic types including voice, tones, digits, and both pass-through and T.38 fax.
Remote Control and Integration
The platform supports remote operation via a client-server Command Line Interface and APIs in Python or Java. This enables easy automation, integration with external systems, and distributed testing across different environments.
Fax over IP Emulation and Analysis
Automates fax call generation and analysis for both T.30 and T.38 sessions. Users can assess transmission quality, protocol handling, and system performance across SIP networks.
Instant Messaging Support for NG9-1-1 over SIP
MAPS™ SIP integrates Message Session Relay Protocol (MSRP) to support instant messaging in NG9-1-1 networks. It enables testing of IM-only sessions as well as mixed audio and messaging scenarios to ensure emergency communication reliability.
Multimedia Call Emulation with Audio, Video, and Text Messaging
The tool can emulate SIP calls with audio, video, and text messaging in a single session. Each call includes separate RTP streams for comprehensive end-to-end multimedia testing.
Ensuring Protocol Compliance Across SIP Interfaces
MAPS™ SIP supports standard SIP as well as SIP-I, SIP IMS, and SIP MSRP. It helps verify protocol conformance across diverse implementations.
End-to-End IP Multimedia Subsystem (IMS) Testing for VoLTE, VoWiFi, and 5G Services
The MAPS™ SIP IMS Test Suite emulates core IMS nodes and supports SIP, RTP, and Diameter protocols. It’s ideal for testing VoLTE, VoNR, and 5G services, ensuring seamless session management and interoperability.
SIP Protocol Conformance Testing with ETSI Support
With over 400 ETSI-based test cases (IETF RFC 3261, ETSI TS 102-027-2 v4.1.1 (2006-07)), MAPS™ SIP Conformance Suite ensures thorough validation of SIP implementations. It can be configured as a UAC to test UAS devices for registration, call control, proxy, and redirect functions.
Automated Interactive Voice Response (IVR) Testing
MAPS™ SIP automates IVR testing by sending DTMF tones or voice inputs. This allows for seamless navigation through IVR prompts and validation of response accuracy.

About GL Communications Inc.,

GL Communications is a global provider of telecom test and measurement solutions. GL’s solutions verify the quality and reliability of Wireless, Fiber Optic, TDM and Analog networks.

Warm Regards,

Vikram Kulkarni, PhD

Phone: 301-670-4784 x114

Email: info@gl.com

The MIL Network –

July 31, 2025

MIL-OSI: GL Supports SIP and RTP Testing for Next-Gen Networks

Source: GlobeNewswire (MIL-OSI)

GAITHERSBURG, Md., July 30, 2025 (GLOBE NEWSWIRE) — GL Communications Inc., a global leader in telecom testing solutions, addressed the press regarding their SIP protocol emulation and testing solutions. In today’s dynamic telecom environment, ensuring the reliable operation of SIP-based VoIP devices and networks is essential. This powerful platform emulates all key SIP elements and generates real-time SIP and RTP traffic for thorough testing.

[For illustration, refer to sip-architecture.jpg]

Vijay Kulkarni, CEO of GL Communications, states “GL’s Message Automation & Protocol Simulation (MAPS™) is a flexible software program that can emulate a wide variety of telecommunications protocols. MAPS™ SIP is a specialized application within this platform that focuses on testing SIP-based communication systems. It emulates key SIP elements such as User Agent Client (UAC), User Agent Server (UAS), Registrar, and Redirect servers.”

MAPS™ SIP emulates complex SIP call flows and supports high-volume call generation with real-time transmission of voice, video, fax, and messaging traffic. With full support for SIP over UDP, TCP, and TLS, it ensures performance validation, resolves interoperability issues, and confirms compliance with industry standards across VoIP and IP multimedia networks.

Key Features:

Scalable Bulk Call Generation and Load Testing
MAPS™ SIP supports up to 2,000 concurrent media calls at 250 calls per second (CPS) and 70,000 signaling-only calls at 750 CPS. With the MAPS™ RTP High Density appliance, it scales to 160,000 calls at 800 CPS, making it ideal for testing network performance under heavy load in both lab and field setups.
Flexible SIP Emulation for VoIP and Air Traffic Control Networks
A single instance of MAPS™ SIP can emulate multiple SIP entities and generate diverse SIP messages without extra hardware. It also supports EUROCAE ED-137C standards, allowing accurate emulation of Air Traffic Control communication systems.
SIP Testing for Gateway and Analog Telephone Adapter (ATA)
MAPS™ SIP validates Gateway and ATA devices by testing connectivity, signaling behavior, and voice quality. It handles RTP traffic types including voice, tones, digits, and both pass-through and T.38 fax.
Remote Control and Integration
The platform supports remote operation via a client-server Command Line Interface and APIs in Python or Java. This enables easy automation, integration with external systems, and distributed testing across different environments.
Fax over IP Emulation and Analysis
Automates fax call generation and analysis for both T.30 and T.38 sessions. Users can assess transmission quality, protocol handling, and system performance across SIP networks.
Instant Messaging Support for NG9-1-1 over SIP
MAPS™ SIP integrates Message Session Relay Protocol (MSRP) to support instant messaging in NG9-1-1 networks. It enables testing of IM-only sessions as well as mixed audio and messaging scenarios to ensure emergency communication reliability.
Multimedia Call Emulation with Audio, Video, and Text Messaging
The tool can emulate SIP calls with audio, video, and text messaging in a single session. Each call includes separate RTP streams for comprehensive end-to-end multimedia testing.
Ensuring Protocol Compliance Across SIP Interfaces
MAPS™ SIP supports standard SIP as well as SIP-I, SIP IMS, and SIP MSRP. It helps verify protocol conformance across diverse implementations.
End-to-End IP Multimedia Subsystem (IMS) Testing for VoLTE, VoWiFi, and 5G Services
The MAPS™ SIP IMS Test Suite emulates core IMS nodes and supports SIP, RTP, and Diameter protocols. It’s ideal for testing VoLTE, VoNR, and 5G services, ensuring seamless session management and interoperability.
SIP Protocol Conformance Testing with ETSI Support
With over 400 ETSI-based test cases (IETF RFC 3261, ETSI TS 102-027-2 v4.1.1 (2006-07)), MAPS™ SIP Conformance Suite ensures thorough validation of SIP implementations. It can be configured as a UAC to test UAS devices for registration, call control, proxy, and redirect functions.
Automated Interactive Voice Response (IVR) Testing
MAPS™ SIP automates IVR testing by sending DTMF tones or voice inputs. This allows for seamless navigation through IVR prompts and validation of response accuracy.

About GL Communications Inc.,

GL Communications is a global provider of telecom test and measurement solutions. GL’s solutions verify the quality and reliability of Wireless, Fiber Optic, TDM and Analog networks.

Warm Regards,

Vikram Kulkarni, PhD

Phone: 301-670-4784 x114

Email: info@gl.com

The MIL Network –

July 31, 2025

MIL-OSI: Amundi: First half and second quarter 2025 results

Source: GlobeNewswire (MIL-OSI)

Amundi: First half and second quarter 2025 results

Record inflows of +€52bn in the first half of the year

Inflows already at full year 2024 level		Assets under management¹at an all-time high of €2.27tn at end-June 2025, +5% June/June despite the negative forex effect Net inflows +€52bn in H1, of which +€20bn in Q2 +€48bn in medium-to-long-term assets²(MLT) in H1 Record half-year net inflows for Institutionals: +€31bn

Growth in profit before tax		First half 2025: profit before tax³^,⁴€895m, up +4% H1/H1⁴: Driven by revenue growth (+5%) Cost control, with a cost-income ratio at 52.5%³

Continued success on strategic pillars		Partnership with Victory Capital finalised on 1 April Strong H1 inflows in strategic priorities: Third-party distribution +€13bn, of which 40% with digital players Asia +€22bn, of which +€13bn in JVs and +€8bn in direct distribution ETFs +€19bn, with success in European strategies and innovation Responsible investment: wins of key institutional mandates Amundi Technology: revenues up +48% H1/H1, strong organic growth and integration of aixigo Fund Channel: €613bn in assets under distribution, Ambitions 2025 target achieved

Paris, 29 July 2025

Amundi’s Board of Directors met on 28 July 2025 under the chairmanship of Olivier Gavalda, and approved the financial statements for the first half of 2025.

Valérie Baudson, Chief Executive Officer, said: “With net inflows of +€52bn, Amundi’s performance in the first half of the year was equivalent to the whole of 2024. The depth of our offering and our extensive expertise allow us to respond effectively to our clients’ needs, through our active strategies, passive management, responsible investment, employee savings schemes, technology services and fund distribution solutions.

Amundi has continued to grow both in terms of activity and results, with first half revenues³up +5% and profit before tax³up +4% year-on-year⁴.

Amundi has also leveraged its position as Europe’s leading asset manager, as our clients look for greater diversification in their allocations, with a renewed interest in Europe. With €2.3tn in assets under management, Amundi is the only European player among the top 10 global asset managers, and a preferred gateway for players wishing to invest on the continent. Our comprehensive range of solutions enables investors to finance European companies and economies, and we continue to expand, through ETFs and actively managed funds focused on European sovereignty.»

* * * * *

Highlights

Continued organic growth thanks to continued successes in the strategic pillars

2025 marks the final year of Ambitions 2025 plan, which set a number of strategic pillars aimed at accelerating the diversification of the Group’s growth drivers and exploiting development opportunities. Several objectives were achieved in 2024 and the first half of 2025 confirms Amundi’s growth momentum.

Amundi, the European expert: Amundi is the leading European asset manager, and the only European player among the world’s top 10⁵; this positioning allows the Group to manage ~€1.7tn in assets under management on behalf of European clients, who have entrusted it with an additional +€29bn€ in the first half to manage; Amundi invests, on behalf of its clients, more than half of its assets⁶ in euro-denominated securities; this European expertise is a key differentiator for Amundi’s comprehensive and innovative platform; the launch of new products, such as ETFs or actively managed funds to invest in the European defence sector, make it possible to nurture this distinctive element strongly quarter after quarter;
The Institutional division generated healthy net inflows of +€31bn in the fist half, thanks to several major wins, including the award of a Defined Contribution mandate with The People’s Pension in the UK(+€22bn), successes in Asia (+€5bn, particularly in China), record net inflows in Employee Savings and Retirement and the renewed interest in France in tradition life insurance “euro” contracts; in addition, Amundi secured several innovative mandates, for example with a German pension fund in private debt via the expertise of Amundi Alpha Associates, and a low-carbon mandate for Chile’s sovereign wealth fund thanks to the index and ESG expertise;
Third-Party Distribution continued to grow strongly, with assets under management up by more than +18% year-on-year excluding the contribution of US Distribution to Victory Capital (scope effect of -€62bn), thanks to 12-month net inflows of +€33bn, of which +€13bn⁷ was in the first half of 2025, mainly in MLT assets⁸, (+€12.1bn); net inflows were driven by ETFs and positive in active management, diversified by geographical areas and positive in almost all countries in terms of MLT assets⁸, particularly in Asia (+€3bn); the strong commercial momentum with digital platforms is confirmed, with this type of client accounting for around 40% of net inflows for the first half; it should be noted that a workshop dedicated to Third-Party Distribution was held on 19 June, in London to highlight the growth potential of this strategic focus of the MTP;

Asia: assets under management were up +2% year-on-year despite the decline in the US dollar and the Indian rupee, to reach €460bn; half-year net inflows reached +€22bn, of which +€14bn was in the second quarter; half-year net inflows were split +€14bn from JVs (including Amundi BOC WM) and +€8bn from direct distribution; it is also diversified by countries: India (+€7bn), China (+€5bn) with the two JVs, institutional clients and now the QDLP⁹ license in Third-Party Distribution¹⁰, Korea (+€5bn) thanks to the JV, Hong Kong (+€3bn) and Singapore (+€1bn) thanks to institutional investors and third-party distributors;
ETFs gathered +€19bn this half-year, placing Amundi in second place in the European ETF market in terms of net inflows as well as assets under management, which reached €288bn; this high level of activity was achieved thanks to the diversification of the business line by client types, geographies and asset classes covered: Asia and Latin America contributed +€4bn in net inflows over the half-year; the net inflows also reflect the success of the business line’s flagship products: the Stoxx Europe 600 ETF collected nearly +€3bn in the first half and assets now exceed €12bn; European strategies continued to benefit from investors’ renewed interest in the European markets, with +€4bn attracted in the second quarter alone; innovative products were launched, such as the low-duration euro zone sovereign green bonds ETF, capitalising on the success of the long-duration version, which reached €3bn in assets under management, and the launch in May of the European Defence ETF, in partnership with STOXX, on a platform and with partners only in Europe;
Amundi Technology continues to grow, with revenues up +48% H1/H1, thanks to strong organic growth amplified by the integration of aixigo; Amundi Technology has won new clients during this period, including AJ Bell in the UK.
Fund Channel, the fund distribution platform, has exceeded its target Ambitions 2025 target six months ahead of schedule, with €613bn in assets under distribution; the subsidiary has launched Fund Channel Liquidity, a multi-management platform for treasury products, in partnership with the Liquidity Solutions teams of Amundi and CACEIS; the platform has already been recognised with the innovation award of the AFTE (French association of corporate treasurers);
Following the success of Ambitions 2025, a new three-year strategic plan will be presented in the fourth quarter.

On 1 April, Amundi finalised its partnership with Victory Capital and received shares representing 26% of the share capital in return for contributing Amundi US to Victory. This stake is consolidated in the second quarter accounts under the equity method, with a one-quarter lag compared to Victory Capital’s publications because the company, listed on the Nasdaq, publishes its accounts after those of Amundi (on 8 August for its second quarter 2025 results). Assets under management are consolidated at 26% in a separate line (Victory Capital – US distribution” for the portion distributed to US clients, and at 100% in the relevant client segments and asset classes for the portion managed by Victory Capital but distributed by Amundi to clients outside the United States.

Activity

Record inflows in the first half of the year of +€52bn, already at the level of the whole of 2024

Assets under management¹as at 30 June 2025 rose by +5.2% year-on-year, to reach an all-time high at €2,267bn. They benefited over 12 months from a high level of net inflows, +€75bn, the positive effect of market appreciation for +€109bn, more than half reduced by the unfavourable impact of currency moves (-€60bn) linked to the fall in the US dollar and the Indian rupee.

These two currencies fell vs. the euro in average for the second quarter by -5% and -7% respectively year-on-year and by -7% and -6% quarter-on-quarter. In the first half of 2025 and also in average terms, the US dollar is down by -1% and the Indian rupee by -4% compared to the first half of 2024.

In the first half of 2025, the market effect and the forex effect amounted to +€58bn and -€73bn respectively,

Amundi recorded a scope effect of -€10bn related to the finalisation of the partnership with the American asset manager Victory Capital in the second quarter.

Net inflows were healthy at +€52bn in the first half of the year, almost reaching the level of the whole of 2024 (+€55bn), and far exceeding it in assets MLT⁸ excluding JVs and US distribution at +€48bn (compared to +€34bn for the whole of 2024).

These MLT net inflows⁸ (+€26bn) were driven by passive management (+€44bn), in particular ETFs (+€19bn) and active management (+€9bn), driven by fixed income strategies.

Treasury products excluding JVs and US distribution posted outflows of -€9bn over the half-year, entirely due to withdrawals from corporate clients, which were particularly strong over the first half (€15bn); on the contrary, all other client segments posted net inflows on this asset class, reflecting the wait-and-see attitude in the face of volatility in risky asset markets.

The three main client segments contributed to the net inflows of +€52bn:

the Retail segment, at +€7bn, thanks to Third-Party Distributors (+€13bn) and Amundi BOC WM (+€1.0bn), while risk aversion continues to affect net inflows from Partner networks;
the Institutional segment, at +€31bn, particularly in fixed income and equities thanks to the gain in the first quarter of The People’s Pension mandate (+€21bn, +22 in H1); all sub-segments contributed, to note the very high level of activity in Employee Savings & Retirement, at +€4bn, a record since the creation of Amundi, and the mandates of the insurers of Crédit Agricole and Société Générale, at +€9bn, which benefited from the renewed interest of French savers in life “euro” contracts;
and finally, JVs (+€13bn) posted a very positive performance over the half-year; despite market volatility in India, the SBI MF subsidiary gathered +€7bn thanks to a rebound in the second quarter, NH-Amundi (South Korea) +€5bn, and ABC-CA (China) +€2bn (excluding the discontinued Channel business), mainly driven by treasury products.
The net inflows from the US distribution of Victory Capital, recorded only over one quarter and only for the Group’s share of 26%, were at breakeven.

In the second quarter, net inflows reached +€20.4bn, divided between:

the MLT assets⁸ at +€11.1bn, driven by Third-Party Distributors (+€5bn) and the Institutional division (+€10.8bn); the activity was at a record level in Employee Savings & Retirement, even for a seasonally high quarter (+€4.1bn) and Crédit Agricole and Société Générale insurance mandates recorded a good performance (+4.6bn€), in the context already mentioned of the renewed interest in life “euro” contracts and the arbitrage of treasury products in favour of short-duration bonds; as regards asset classes, ETFs confirmed their success (+€8.2bn), but also positive net inflows in active management (+€2.9 billion), driven by fixed income;
JVs, for +€10.3bn, thanks in particular to the rebound in SBI MF’s activity in India (+€7.8bn) after two quarters of market volatility and withdrawals related to the end of the fiscal year in the first quarter; ABC-CA (China, +€1.2bn excluding Channel Business) also confirmed the recovery of its activity, particularly in fixed income, driven by a more favourable local market;
Treasury products posted outflows (-€1.0bn), with the continuation of seasonal withdrawals from Corporates (-€3.8bn), while all other segments posted net inflows or at least breakeven.

First half 2025 results

The income statement for the first half of 2025 includes, in the first quarter, Amundi US fully integrated in each line of the P&L and, in the second quarter, the equity-accounted contribution of Victory Capital (Group share, i.e. 26%). As Victory Capital has not yet published its earnings for this period, this contribution is estimated by taking Group share of the net profit for the first quarter of 2025.

The first half of 2024 has been restated in a comparable manner, i.e. as if Amundi US had been fully integrated in the first quarter and accounted for using the equity method in the second quarter (@100%)

Profit before tax³+4% H1/H1⁴

Adjusted data³

The Group’s results for the first half of 2025 include, in addition to the 26% equity contribution of Victory Capital, the contribution of aixigo, acquisition of which was finalised in early November 2024, as well as Alpha Associates, an acquisition finalised early April 2024, which were therefore not integrated or only partially integrated in the first half of 2024.

Victory Capital’s contribution is accounted for under the equity method for its 26% share with a one-quarter lag.

The profit before tax³reached €895m in up +4.2% compared to the first half of 2024 pro forma⁴. This growth comes mainly from revenue growth.

Adjusted net revenues³ reached €1,703m, +4.9% compared to the first half of 2024 (+4,0% excluding the integration of aixigo and an additional quarter of Alpha Associates). Contributing to this progression, at current scope:

Net Management Fees grew by +4.6% compared to the first half of 2024 pro forma⁴, at €1,542m, and reflect the increase in average assets under management² thanks to the good level of activity, despite the negative effect of the product mix on revenue margins;
Amundi Technology’s revenues, at €52m, grew strongly (+48.0% compared to the first half of 2024), amplified by the consolidation of aixigo (+€8m), organic growth was +25%;
Financial and other revenues³ amounted to €52m, +10.4% compared to the first half of 2024 on a pro forma basis⁴ thanks to capital gains on seed private equity investments and the portfolio’s positive mark-to-market in the first quarter, although the half-year remains characterised by the negative impact on voluntary investments of the fall in short-term rates in the euro zone, which halved in one year;
Performance fees (€58m), on the other hand, decreased by -13.2% compared to the first half of 2024 on a pro forma basis⁴, reflecting greater market volatility since the beginning of the year, particularly in the second quarter; however, the performance of Amundi′s management remains good, with more than 70% of assets under management ranked in the first or second quartiles according to Morningstar¹¹ over 1, 3 or 5 years, and 243 Amundi funds rated 4 or 5 stars by Morningstar as at 30 June.

The increase in adjusted operating expenses³, €894m, is +5,3% compared to the first half of 2024 pro forma⁴ and +3,4% excluding the integration of aixigo and an additional quarter of Alpha Associates. The jaws effect is therefore slightly positive on a like-for-like basis, reflecting the Group’s operational efficiency.

In addition to the scope effect, this increase is mainly due to investments in the development initiatives of the Ambitions 2025 plan, particularly in technology, third-party distribution and Asia.

The cost-income ratio at 52,5%, on an adjusted basis³, is stable compared to the first half of last year, and in line with the Ambitions 2025 target (<53%).

The adjusted gross operating income³reached €808m, up +4,5% compared to the first half of 2024 pro forma⁴, reflecting growth in revenues and cost control.

The contribution of equity-accounted JVs¹², at €66m, up +7.1% compared to the first half of 2024, reflects the strong momentum of the Indian JV SBI MF (+7.4%), which accounts for nearly 80% of the contribution of JVs. The commercial dynamism of the JV allowed the continued growth of its management fees and more than offset the effects of the depreciation of the Indian rupee (-€3m, or -6 percentage points of growth). The half-year contribution also benefited from the profitability of the Chinese JV ABC-CA.

The adjusted contribution³of the U.S. operations, accounted for under the equity method, which includes Victory Capital’s Group share (26%) contribution from the second quarter onward, amounts to €26m. As explained, this figure corresponds to Victory Capital’s first quarter adjusted net income, due to the lag in publication and therefore does not take into account the synergies that were announced as part of the combination with Amundi US ($110m at 100%, full year before tax) and of which $50m had already been achieved at the time of the finalisation of the partnership. The comparison with Amundi US contribution in the second quarter of 2024, at €32m, which also included positive non-recurring items, is therefore not relevant.

The adjusted corporate tax expense³ of the first half of 2025 reached -€259m, a very strong increase – +35.0% – compared to the first half of 2024 pro forma⁴.

In France, in accordance with the Finance Act for 2025, an exceptional tax contribution is recorded in the 2025 fiscal year. It is calculated on the average of the taxable profits made in France in 2024 and 2025. This exceptional contribution is estimated¹³ to -€72m for the year as a whole, and is not accounted for on a straight-line basis over the quarters. Thus, it amounted to -€54m in the first half of 2025. Excluding this exceptional contribution, the adjusted tax expense³ would have been -€205m and the adjusted effective tax rate³ would be equivalent to that of the first half of 2024.

Adjusted net income³ rose to €638m. Excluding the exceptional corporate income tax contribution, it would have reached €692m, up +4% compared to the first half of 2024 pro forma⁴.

Adjusted³earnings per share was €3.11 in the first half of 2025, including -€0.26 related to the exceptional tax contribution in France. Excluding this exceptional contribution, adjusted³ earnings per share would therefore have been €3.37, up +3.3% compared to the first half of 2024 pro forma⁴.

Accounting data in the first half of 2025

Accounting net income group share amounted to nearly one billion euros, at €998m. It includes a non-cash capital gain of €402m related to the finalisation of the partnership with Victory Capital.

As a reminder, this operation took the form of a share swap and did not give result in any cash payment. The accounting capital gain corresponds to the difference between the market value of what Amundi Group received at the transaction date, namely 26% of the share capital of the new entity Victory Capital, and the historical accounting price of Amundi US that the Group contributed to Victory Capital.

As in the other half-years, the reported net income includes various non-cash expenses as well as integration costs related to the partnership with Victory Capital, finalised on 1 April 2025. Finally, Victory Capital’s contribution also includes a number of expenses, including the amortisation of intangible assets. See the details of all these elements in p. 17).

Accounting earnings per share in the first half of 2025 was €4.86, including the capital gain and the exceptional tax contribution in France.

Second quarter 2025 results

The quarterly series have been restated as if Amundi US had been consolidated using the 100% equity method up to and including the first quarter of 2025. In the second quarter, following the finalisation of the partnership with Victory Capital, the contribution of Amundi US was replaced by the consolidation under the equity method of the Group share (26%) in Victory Capital, with a one-quarter lag in publication (integration for the second quarter 2025 of the net income published by Victory Capital in the first quarter of 2025).

Q2/Q2 decline in profit before tax³due to performance fees and financial revenues

Adjusted data³

The results include aixigo, acquisition of which was finalised in early November 2024.

Adjusted net revenues³ totalled €790m, down -1.0% compared to the second quarter of 2024 pro forma⁴, but business-related revenues, management fees and technology revenues, were up:

Net Management Fees grew by +1.2% compared to the second quarter of 2024 pro forma⁴, at €717m, thanks to the increase in average assets under management² over the same period, despite the unfavourable effect of the product mix on margins and the negative impact of the depreciation of the US dollar, which is the currency of approximately 25% of invested assets²; compared to the first quarter of 2025 pro forma⁴, two-thirds of the decline in these fees are explained by the fall in the US dollar;
Amundi Technology’s revenues, at €26m, continued their sustained growth (+46.2% compared to the second quarter of 2024), amplified by the consolidation of aixigo (+€3m); excluding aixigo, these revenues were up +30% organically;
Performance fees were down due to market volatility (28.9% compared to the second quarter of 2024 pro forma⁴), but they are higher than in the first quarter on a pro forma basis⁴ (+53,5%);
Financial revenues (-47.2%) were down due to the fall in short-term rates in the euro zone over the period.

Adjusted operating expenses³ are under control at €417m, i.e. +1,6% compared to the second quarter of 2024 pro forma⁴ and were stable excluding aixigo, reflecting the Group’s operational efficiency. Investments in the development initiatives of the Ambitions 2025 plan continued, particularly in technology, third-party distribution and Asia.

The cost-income ratio at 52,7% on an adjusted data basis³ is in line with the Ambitions 2025 objective (<53%).

The optimisation plan, which was announced in the first quarter, has been launched and will finance the acceleration of investments by generating between €35 and €40m in savings from 2026. The first concrete announcements were made in the second quarter, including the merger between CPR and BFT to create a leader in asset management in France within the Group, with around €100bn in assets under management. The restructuring costs of this plan will be recorded for an amount of €70 to 80m¹⁴in the second half of the year.

The Adjusted gross operating income³(GOI) amounted to €374m, down -3,8% compared to the second quarter of 2024 pro forma⁴.

The contribution of JVs¹⁵, at €38m (+16.6%), increased strongly thanks to the growth in activity and management fees of the main contributing entity, the Indian JV SBI MF (+19%), as well as the good profitability of the JV in China ABC-CA.

The adjusted contribution³of the U.S. operations, accounted for like JVs under the equity method, reflects for the first time this quarter the contribution of Victory Capital to the group share (26%), at €26m. As explained, this figure corresponds to Victory Capital’s first quarter result due to the publication lag, and therefore does not yet take into account the synergies that were announced as part of the combination with Amundi US ($110m at 100%, full-year before tax) and of which $50m were realised at the time of the finalisation of the partnership on 1 April 2025. The comparison with Amundi US’s contribution to Group net income in the second quarter of 2024 (€32m), which also included positive non-recurring items, is therefore not relevant. In addition, the average US dollar fell by -5% year-on-year, also weighing on this contribution.

Adjusted income before tax³reached €437m, down -1.8% compared to the second quarter of 2024 pro forma⁴.

The adjusted corporate tax expense³ of the second quarter of 2025 reached -€104m, up +9% compared to the second quarter of 2024 pro forma⁴.

In France, in accordance with the Finance Act for 2025, an exceptional tax contribution is recorded in the 2025 fiscal year. It is calculated on the average of the profits made in France in 2024 and 2025. This exceptional contribution is estimated¹⁶ at -€72m for the full year, is not accounted for on a straight-line basis. It amounted to -€9m in the second quarter of 2025, compared to -€46m in the first quarter. Excluding this exceptional contribution, the adjusted tax expense³ would have been -€95m and the adjusted³ effective tax rate 25.4%, equivalent to that of the second quarter of 2024 pro forma⁴.

Adjusted net income³ was €334m. Excluding the exceptional tax contribution, it would have been €343m.

Adjusted³earnings per share in the second quarter of 2025 achieved €1.63, including -4 cents related to the exceptional tax contribution in France.

Accounting data in the second quarter of 2025

Accounting net income group share amounted to €715m. It includes the non-cash capital gain of €402m related to the completion of the partnership with Victory Capital.

As in the previous quarters, reported net income includes various non-cash expenses as well as integration costs related to the partnership with Victory Capital, finalised on 1 April 2025. Finally, Victory Capital’s contribution also includes a number of expenses, including the amortisation of intangible assets. See the details of all these elements in p. 17).

Accounting earnings per share in the second quarter of 2025 reached €3.48, including the capital gain on the Victory Capital transaction and the exceptional tax contribution in France.

A solid financial structure, €1.3bn in surplus capital

Tangible equity¹⁷ amounted to €4.3bn as at 30 June 2025, down slightly compared to the end of 2024 due to the payment of dividends (-€0.9bn) for the fiscal year 2024 and the impact of foreign exchange (-€0.2bn), most of which were offset by accounting net income for the first half of the year, including the capital gain related to this transaction (+€1.0bn), including the capital gain related to the partnership with Victory Capital (+€0.4bn).

As indicated at the time of signing in July 2024, the partnership with Victory Capital did not have a significant effect on the CET1 ratio.

The capital surplus at the end of the first quarter stood at €1.3bn.

In a press release dated 4 July, the rating agency FitchRatings confirmed Amundi’s A+ issuer rating¹⁸ with a stable outlook, the best in the sector.

* * * * *

APPENDICES

Adjusted income statement³of the first half of 2025

(M€)	H1 2025	H1 2024*	% ch. H1/H1*

Net revenue – adjusted	1,703	1,623,	+4.9%
Management fees	1,542	1,475	+4.6%
Performance fees	58	66	-13.2%
Technology	52	35	+48.0%
Financial income and other revenues	52	47	+10.4%
Operating expenses – adjusted	(894)	(849)	+5.3%
Cost/income ratio – adjusted (%)	52.5%	52.3%	+0.2pp
Gross operating income – adjusted	808,	773,	+4.5%
Cost of risk & others	(6)	(8)	-28.7%
Equity-accounted companies – JVs	66	61	+7.1%
Equity-accounted companies – Adjusted Victory Capital	26	32	-16.8%
Income before tax – adjusted	895	858,	+4.2%
Corporate tax – adjusted	(259)	(192)	+35.0%
Non-controlling interests	2	1	+88.1%
Net income group share – adjusted	638,	668,	-4.5%
Amortization of intangible assets after tax	(28)	(32)	-10.8%
Integration costs and amortisation of the PPA after tax	(7)	0	NS
Victory Capital adjustments (after tax, on a co-payment basis)	(7)	0	NS
Victory Capital Capital Capital Gain, after tax	402	0	NS
Net income group share	998	636	+56.9%
Earnings per share (€)	4.86	3.11	+56.3%
Earnings per share – adjusted (€)	3.11	3.26	-4.8%

* Quarterly series have been restated as if Amundi US had been consolidated using the 100% equity method up to and including Q1 2025; in H1 2025 no restatement was applied and Amundi US is therefore fully consolidated in Q1 2025, and H1 2024 was restated accordingly, ie as if Amundi US had been fully integrated in Q1 2024 and equity-accounted in Q2 2024.

Adjusted income statement³of the second quarter

(M€)	Q2 2025	Q2 2024*	% var. T2/T2*	Q1 2025*	% ch. Q2/Q1*

Net revenue – adjusted	790	799	-1.0%	823	-3.9%
Management fees	717	709	+1.2%	737	-2.7%
Performance fees	35	49	-28.9%	23	+53.5%
Technology	26	17	+49.8%	26	+0.7%
Financial income & other revenues	12	23	-47.2%	37	-66.9%
Operating expenses – adjusted	(417)	(410)	+1.6%	(416)	+0.2%
Cost/income ratio – adjusted (%)	52,7%	51,4%	+1.4pp	50.6%	+2.2pp
gross operating income – adjusted	374	388	-3.8%	407	-8.1%
Cost of risk & others	(1)	(8)	-82.4%	(4)	-67.4%
Equity-accounted companies – JVs	38	33	+16.6%	28	+38.6%
Equity-accounted companies – Adjusted Victory Capital	26	32	-16.8%	22	+21.2%
Income before tax – adjusted	437	445	-1.8%	452	-3.3%
Corporate tax – adjusted	(104)	(95)	+9.0%	(149)	-30.6%
Non-controlling interests	1	0	NS	1	+32.6%
Net income group share – adjusted	334	350	-4.5%	303	+10.2%
Amortization of intangible assets after tax	(15)	(17)	-13.7%	(14)	+8.8%
Integration costs and amortisation of the PPA after tax	(1)	0	NS	(3)	-78.2%
Victory Capital adjustments (after tax, on a co-payment basis)	(7)	0	NS	(4)	+62.2%
Victory Capital Capital Capital Gain, after tax	402	0	NS	0	NS
Net income group share	715	333	NS	283	NS
Earnings per share (€)	3.48	1.63	NS	1.38	NS
Earnings per share – adjusted (€)	1.63	1.71	-4.8%	1.48	+10.2%

* Quarterly series have been restated as if Amundi US had been consolidated using the 100% equity method up to and including Q1 2025; In H1 2025 no restatement was applied and Amundi US is therefore fully consolidated in Q1 2025, and H1 2024 was restated accordingly, ie as if Amundi US had been fully integrated in Q1 2024 and equity-accounted in Q2 2024.

Pro Forma Historical Series³Adjusted⁴– First semester

(m€)	H1 2025	H1 2024	-Contrib. Amundi US T2 2024	H1 2024 pro forma	% ch. 25/24	% ch. 25/24 pro forma

Net management fees	1,542	1,560	85	1,475	-1.2%	-1.4%
Performance fees	58	67	1	66	-14.1%	-13.6%
Net asset management revenues	1,599	1,627	86	1 541	-1.7%	-1.9%
Technology	52	35	0	35	+48.0%	+48.0%
financial income & other revenues	12	6	3	3	NS	NS
Financial income & other revenues – adjusted	52	50	3	47	+4.1%	+6.6%
Net revenue (a)	1,663	1 667	89	1,578	-0.3%	-0.3%
Net revenue – adjusted (b)	1,703	1 711	89	1,623	-0.5%	-0.6%
Operating expenses (c)	(905)	(900)	(51)	(849)	+0.6%	-1.4%
Operating expenses – adjusted (d)	(894)	(900)	(51)	(849)	-0.6%	-2.0%
Gross operating income (e)=(a)+(c)	758	767	38	729	-1.2%	+0.9%
Gross operating income – adjusted (f)=(b)+(d)	808	811	38	773	-0.4%	+0.9%
Cost/income ratio (%) -(c)/(a)	54.4%	54.0%	57.2%	53.8%	0.44pp	-0.56pp
Cost/income ratio – adjusted (%) -(d)/(b)	52.5%	52.6%	57.2%	52.3%	-0.06pp	-0.72pp
Cost of risk & others (g)	397	(5)	3	(8)	NS	NS
Cost of risk & others – adjusted (h)	(6)	(5)	3	(8)	+16.4%	-29.7%
Equity-accounted companies – JV (i)	66	61		61	+7.1%	+7.1%
Equity-accounted companies – US operations (j)	20	0	(32)	32	NS	+18.1%
Equity-accounted companies – U.S. operations – adjusted (k)	26	0	(32)	32	NS	+51.8%
Income before tax (l)=(e)+(g)+(i)+(j)	1,240	824	9	814	+50.6%	+51.8%
Income before tax – adjusted (m)=(f)+(h)+(i)+(k)	895	868	9	858	+3.1%	+3.5%
Corporate tax (n)	(245)	(189)	(9)	(179)	+29.6%	+33.8%
Corporate tax – adjusted (o)	(259)	(201)	(9)	(192)	+28.8%	+32.0%
Non-controlling interests (p)	2	1	0	1	+88.1%	+88.1%
Net income group share (q)=(l)+(n)+(p)	998	636	0	636	+56.9%	+56.9%
Net income group share – adjusted (r)=(m)+(o)+(p)	638	668	0	668	-4.5%	-4.5%

Earnings per share (€)	4.86	3.11		3.11	+56.3%	+56.3%
Earnings per share – adjusted (€)	3.11	3.26		3.26	-4.8%	-4.8%

* Quarterly series have been restated as if Amundi US had been consolidated using the 100% equity method up to and including Q1 2025; in H1 2025 no restatement was applied and Amundi US is therefore fully consolidated in Q1 2025, and H1 2024 was restated accordingly, ie as if Amundi US had been fully integrated in Q1 2024 and equity-accounted in Q2 2024.

Pro Forma Historical Series³Adjusted⁴– Quarters 2024-2025

(m€)	Q2 2025	Q2 2024	-Contrib. Amundi US Q2 2024	Q2 2024 pro forma	% ch. T2/T2	% var. Q2/Q2 pro forma	Q1 2025*	-Contrib. Amundi US T1 2025	Q1 2025 pro forma	% ch. T2/T1	% var. Q2/Q1 pro forma
Net management fees	717	794	85	709	-9.7%	+1.2%	824	88	737	-13.0%	-2.7%
Performance fees	35	50	1	49	-29.9%	-28.9%	23	0	23	+52.0%	+53.5%
Net asset management revenues	752	844	86	758	-10.9%	-0.8%	847	88	760	-11.2%	-1.0%
Technology	26	17	0	17	+49.8%	+49.8%	26	0	26	+0.7%	+0.7%
Financial income and other revenues	(7)	3	3	(0)	NS	NS	19	2	18	NS	NS
Financial income and other revenues – adjusted	12	26	3	22	-52.9%	-43.7%	39	2	37	-68.4%	-66.9%
Net income (a)	771	864	89	775	-10.8%	-0.6%	892	90	803	-13.7%	-4.0%
Net income – adjusted (b)	790	887	89	799	-10.9%	-1.0%	912	90	823	-13.4%	-3.9%
Operating expenses (c)	(418)	(461)	(51)	(410)	-9.2%	+2.0%	(486)	(67)	(419)	-14.0%	-0.2%
Operating expenses – adjusted (d)	(417)	(461)	(51)	(410)	-9.6%	+1.6%	(478)	(62)	(416)	-12.8%	+0.2%
Gross Operating Income (e)=(a)+(c)	352	403	38	365	-12.6%	-3.5%	406	22	384	-13.3%	-8.2%
Rross operating income – adjusted (f)=(b)+(d)	374	426	38	388	-12.4%	-3.8%	434	28	407	-14.0%	-8.1%
Cost/income ratio (%) -(c)/(a)	54.3%	53.4%	57.2%	52.9%	0.95pp	1.38pp	54.5%	75.0%	52.2%	-0.20pp	2.08pp
Cost/income ratio – adjusted (%) -(d)/(b)	52.7%	51.9%	57.2%	51.4%	0.79pp	1.37pp	52.4%	69.0%	50.6%	0.35pp	2.16pp
Cost of risk & others (g)	401	(5)	3	(8)	NS	NS	(4)	(0)	(4)	NS	NS
Cost of Risk & Other – adjusted (h)	(1)	(5)	3	(8)	-71.0%	-82.4%	(4)	(0)	(4)	-67.9%	-67.4%
Equity-accounted companies – JV (i)	38	33	0	33	+16.6%	+16.6%	28	0	28	+38.6%	+38.6%
Equity-accounted companies – US operations (j)	20	0	(32)	32	NS	-37.7%	0	(18)	18	NS	+11.7%
Equity-accounted companies – U.S. operations – adjusted (k)	26	0	(32)	32	NS	-16.8%	0	(22)	22	NS	+21.2%
Profit before tax (l)=(e)+(g)+(i)+(j)	811	431	9	421	+88.3%	+92.5%	429	5	425	+89.0%	+91.0%
Profit before tax – adjusted (m)=(f)+(h)+(i)+(k)	437	454	9	445	-3.8%	-1.8%	458	10	452	-4.5%	-3.3%
Corporate tax (n)	(97)	(98)	(9)	(89)	-0.5%	+10.1%	(147)	(5)	(143)	-33.7%	-31.6%
Corporate tax – adjusted (o)	(104)	(105)	(9)	(95)	-0.8%	+9.0%	(155)	(6)	(149)	-33.2%	-30.6%
Non-controlling interests (p)	1	0	0	0	NS	NS	1	0	1	+32.6%	+32.6%
Net income group share (q)=(l)+(n)+(p)	715	333	0	333	NS	NS	283	0	283	NS	NS
Net income group share – adjusted (r)=(m)+(o)+(p)	334	350	0	350	-4.5%	-4.5%	303	0	303	+10.2%	+10.2%

Earnings per share (€)	3.48	1.63		1.63	NS	NS	1.38		1.38	NS	NS
Earnings per share – adjusted (€)	1.63	1.71		1.71	-4.8%	-4.8%	1.48		1.48	+10.2%	+10.2%

Definition of assets under management

Assets under management and net inflows including assets under advisory and marketed and funds of funds, including 100% of assets under management and net inflows from Asian JVs; for Wafa Gestion in Morocco, assets under management and net inflows are taken over by Amundi in the capital of the JV

Evolution of assets under management from the end of 2021 to the end of June 2025

(€bn)	*Assets under management*	*Collection* *Net*	*Market and exchange rate effect*	*Scope* *effect*			*Change in assets under management* *vs. prior quarter*
As of 31/12/2021	2,064					+14%¹⁹
Q1 2022		+3.2	-46.4		–
As of 31/03/2022	2,021					-2.1%
Q2 2022		+1.8	-97.7		–
As of 30/06/2022	1,925					-4.8%
Q3 2022		-12.9	-16.3		–
As of 30/09/2022	1,895					-1.6%
Q4 2022		+15.0	-6.2		–
As of 31/12/2022	1,904					+0.5%
Q1 2023		-11.1	+40.9		–
As of 31/03/2023	1,934					+1.6%
Q2 2023		+3.7	+23.8		–
As of 31/06/2023	1,961					+1.4%
Q3 2023		+13.7	-1.7		–
As of 30/09/2023	1,973					+0.6%
Q4 2023		+19.5	+63.8		-20
As of 31/12/2023	2,037					+3.2%
Q1 2024		+16.6	+62.9		–
As of 31/03/2024	2,116					+3.9%
Q2 2024		+15.5	+16.6		+7.9
30/06/2024	2,156					+1.9%
Q3 2024		+2.9	+32.5		–
30/09/2024	2,192					+1.6%
Q4 2024		+20.5	+28.1		–
31/12/2024	2,240					+2.2%
Q1 2025		+31.1	-24.0		–
31/03/2025	2,247					+0.3%
Q2 2025		+20.4	+10.1		-10.6
30/06/2025	2,267					+0.9%

Total over one year between 30 June 2024 and 30 June 2025: +5.2%

Net inflows +€74.9bn
Market effect +€108.8bn
Forex effect -€62.1bn
Scope effects -€10.6bn
(Q2 2025 effect of the exit of Amundi US assets under management from Amundi US and the acquisition of 26% of Victory Capital assets under management in the US, the acquisition of aixigo has no effect on assets under management)

Details of assets under management and net inflows by client segments²⁰

(€bn)	AuM 30.06.2025	AuM 30.06.24	% change /30.06.24	Q2 2025 inflows	Q2 2024 inflows	H1 2025 inflows	H1 2024 inflows
Networks France	139	133	+4.3%	-0.7	-2.4	-0.5	-0.9
International networks	161	165	-2.5%	-2.9	-0.8	-5.6	-2.8
Of which Amundi BOC WM	3	3	-15.0%	+0.7	+0.4	+1.0	+0.1
Third-Party Distributors	350	359	-2.5%	+5.0	+5.4	+13.3	+12.4
Retail	650	658	-1.1%	+1.4	+2.2	+7.2	+8.7
Institutional & Sovereigns (*)	548	520	+5.4%	+1.7	+1.1	+31.8	+10.7
Corporates	107	108	-1.4%	-3.7	-3.9	-14.0	-8.1
Company savings	101	90	+12.8%	+4.9	+3.8	+4.0	+2.9
CA & SG Insurers	445	424	+4.8%	+5.9	+0.8	+9.4	+1.7
Institutional	1,201	1,142	+5.1%	+8.7	+1.7	+31.2	+7.3
JVs	359	356	+0.6%	+10.3	+11.6	+13.2	+16.1
Victory- US distribution	58	0	NS	-0.0	0.0	-0.0	0.0
Total	2,267	2,156	+5.2%	+20.4	+15.5	+51.6	+32.1

(*) Including funds of funds

Details of assets under management and net inflows by asset classes²⁰

(€bn)	AuM 30.06.2025	AuM 30.06.2024	% change /30.06.2024	Q2 2025 inflows	Q2 2024 inflows	H1 2025 inflows	H1 2024 inflows
Actions	556	515	+8.0%	+6.9	+3.2	+33.3	+0.7
Diversified	270	282	-4.3%	+0.1	+0.7	-0.9	-6.9
Obligations	737	706	+4.3%	+6.6	+10.1	+20.9	+24.0
Real, alternative, and structured	108	112	-4.0%	-2.5	+1.0	-5.2	+0.7
TOTAL MLT ASSETS excl. JV & US Distribution	1,671	1,616	+3.4%	+11.1	+15.1	+48.0	+18.5
Treasury products excl. JVs & US Distribution	180	184	-2.1%	-1.0	-11.2	-9.6	-2.5
TOTAL ASSETS excl. JV & US Distribution	1,851	1,800	+2.8%	+10.2	+3.9	+38.4	+16.0
JVs	359	356	+0.6%	+10.3	+11.6	+13.2	+16.1
Victory-distribution US	58	0	NS	-0.0	0.0	-0.0	0.0
TOTAL	2,267	2,156	+5.2%	+20.4	+15.5	+51.6	+32.1
*Of which MLT assets*	*2,051*	*1,938*	*+5.8%*	*+16.5*	*+23.7*	*+56.3*	*+31.5*
*Of which treasury products*	*216*	*218*	*-0.9%*	*+3.9*	*-8.3*	*-4.7*	*+0.6*

Details of assets under management and net inflows by type of management and asset classes²⁰

(€bn)	AuM 30.06.2025	AuM 30.06.24	% change /30.06.24	Q2 2025 inflows	Q2 2024 inflows	H1 2025 inflows	H1 2024 inflows
Active management	1,118	1,122	-0.4%	+2.9	+8.0	+9.1	+9.3
Equities	196	207	-5.4%	-0.8	-0.4	-4.8	-3.1
Multi-assets	261	272	-3.8%	+0.0	+0.3	-0.9	-7.7
Bonds	661	643	+2.7%	+3.7	+8.1	+14.9	+20.2
Structured products	41	42	-0.3%	-1.4	+1.3	-3.5	+1.9
Passive management	446	382	+16.7%	+10.7	+6.0	+44.2	+8.5
ETFs & ETC	288	237	+21.2%	+8.2	+4.5	+18.6	+9.5
Index & Smart beta	158	144	+9.2%	+2.5	+1.5	+25.6	-1.0
Real & Alternative Assets	67	71	-6.2%	-1.0	-0.3	-1.8	-1.2
Real assets	63	67	-5.4%	-0.6	-0.1	-1.2	-0.3
Alternative	4	4	-18.4%	-0.4	-0.2	-0.5	-1.0
TOTAL MLT ASSETS excl. JV & US Distribution	1,671	1,616	+3.4%	+11.1	+15.1	+48.0	+18.5
Treasury products excl. JVs & US Distribution	180	184	-2.1%	-1.0	-11.2	-9.6	-2.5
TOTAL ASSETS excl. JV & US Distribution	1,851	1,800	+2.8%	+10.2	+3.9	+38.4	+16.0
JVs	359	356	+19.8%	+11.6	-0.9	+16.1	-1.7
Victory-US Distribution	58	0,	NS	-0.0	0.0,	-0.0	0.0,
TOTAL	2,267	2,156	+5.2%	+20.4	+15.5	+51.6	+32.1
*Of which MLT assets*	*2,051*	*1,938*	*+5.8%*	*+16.5*	*+23.7*	*+56.3*	*+31.5*
*Of which treasury products*	*216*	*218*	*-0.9%*	*+3.9*	*-8.3*	*-4.7*	*+0.6*

Details of assets under management and net inflows by geographic area²⁰

(€bn)	AuM 30.06.2025	AuM 30.06.2024	% change /30.06.2024	Q2 2025 inflows	Q2 2024 inflows	H1 2025 inflows	H1 2024 inflows
France	1,028	971	+5.9%	+8.7	+0.0	+9.3	+10.0
Italy	199	207	-3.9%	-1.4	-1.8	-3.4	-2.9
Europe excluding France & Italy	461	406	+13.6%	-1.0	+0.1	+22.8	+4.1
Asia	460	451	+2.0%	+13.8	+15.4	+21.6	+22.3
Rest of the world	119	121	-1.5%	+0.3	+1.7	+1.3	-1.3
TOTAL	2,267	2,156	+5.2%	+20.4	+15.5	+51.6	+32.1
*TOTAL outside France*	1,239	1,185	+4.6%	+11.7	+15.5	+42.3	+22.1

Methodological Annex – Alternative Performance Indicators (APIs)

Accounting and adjusted data

Accounting data – These include

the amortisation of intangible assets, recorded in other revenues, and from Q2 2024, other non-cash expenses spread according to the schedule of price adjustment payments until the end of 2029; these expenses are recognised as deductions from net revenues, in financial expenses.
integration costs related to the transaction with Victory Capital and PPA amortization related to the acquisition of aixigo are recognized in the fourth quarter of 2024 and in the first quarter of 2025 as operating expenses. No such costs were recorded in the first nine months of 2024.

The aggregate amounts of these items are as follows for the different periods under review:

Q1 2024: -€20m before tax and -€15m after tax
H1 2024: -€44m before tax and -€28m after tax
Q4 2024: -€38m before tax and -€28m after tax
Q1 2025: -€29m before tax and -€20m after tax
Q2 2025: -€28m before tax and -€22m after tax + €402m of capital gain (not taxable)
H1 2025: -€57m before tax and -€42m after tax + €402m of capital gain (not taxable)

Adjusted data – In order to present an income statement that is closer to economic reality, the following adjustments have been made: restatement of the amortization of distribution agreements with Bawag, UniCredit and Banco Sabadell, intangible assets representing the client contracts of Lyxor and, since the second quarter of 2024, Alpha Associates, as well as other non-cash expenses related to the acquisition of Alpha Associates; These depreciation and amortization and non-cash expenses are recognized as a deduction from net revenues; restatement of the amortization of a technology asset related to the acquisition of AIXIGO recognized in operating expenses. The integration costs for the transaction with Victory Capital are also restated.

Partnership with Victory Capital

Victory Capital adjusts its US GAAP accounts to better reflect the Group’s economic performance. These US GAAP to Non-GAAP adjustments include, with the figures for the first quarter of 2025 included in Amundi’s financial statements for the second quarter of 2025, the amortisation of intangible assets and other acquisition-related charges, certain business tax, stock-based compensation, acquisition, restructuring and exit costs, Debt issuance costs and the tax benefit of goodwill and acquired intangible assets.

Alternative Performance Indicators²¹

In order to present an income statement that is closer to economic reality, Amundi publishes adjusted data that are calculated in accordance with the methodological appendix presented above.

The adjusted data can be reconciled with the accounting data as follows:

= accounting data

= adjusted data

(M€)	H1 2025	H1 2024*	Q2 2025	Q2 2024	Q2 2024*	Q1 2025	Q1 2025*


Net revenue (a)	1,663	1,578	771	864	775	892	803
– Amortisation of intangible assets (bef. Tax)	(37)	(43)	(18)	(22)	(22)	(18)	(18)
– Other non-cash charges related to Alpha Associates	(3)	(1)	(1)	(1)	(1)	(1)	(1)
Net revenue – adjusted (b)	1,703	1, 623	790	887	799	912	823

Operating expenses (c)	(905)	(849)	(418)	(461)	(410)	(486)	(419)
– Integration costs (bef. tax)	(7)	0	0	0	0	(7)	(2)
– Amortisation related to aixigo PPA (bef. Tax)	(4)	0	(2)	0	0	(2)	(2)
Operating expenses – adjusted (d)	(894)	(849)	(417)	(461)	(410)	(478)	(416)

Gross operating income (e)=(a)+(c)	758	729	352	403	365	406	384
Gross operating income – adjusted (f)=(b)+(d)	808	773	374	426	388	434	407
Cost / Income ratio (%) -(c)/(a)	54.4%	53.8%	54.3%	53.4%	52.9%	54.5%	52.2%
Cost / Income ratio, adjusted (%) -(d)/(b)	52.5%	52.3%	52.7%	51.9%	51.4%	52.4%	50.6%
Cost of risk & others (g)	397	(8)	401	(5)	(8)	(4)	(4)
Cost of risk & others – Adjusted (h)	(6)	(8)	(1)	(5)	(8)	(4)	(4)
Share of net income from JVs (i)	66	61	38	33	33	28	28
Share of net income from Victory Capital (j)	20	32	20	0	32	0	18
Share of net income from Victory Capital – Adjusted (k)	26	32	26	0	32	0	22
Income before tax (l)=(e)+(g)+(i)+(j)	1,240	814	811	431	421	429	425
Income before tax – adjusted (m)=(f)+(h)+(i)+(k)	895	858	437	454	445	458	452
Corporate tax (m)	(245)	(179)	(97)	(98)	(89)	(147)	(143)
Corporate tax – adjusted (n)	(259)	(192)	(104)	(105)	(95)	(155)	(149)
Non-controlling interests (o)	2	1	1	0	0	1	1
Net income group share (q)=(l)+(n)+(p)	998	636	715	333	333	283	283
Net income group share – adjusted (r)=(m)+(o)+(p)	638	668	334	350	350	303	303

Earnings per share (€)	4.86	3.11	3.48	1.63	1.63	1.38	1.38
Earnings per share – adjusted (€)	3.11	3.26	1.63	1.71	1.71	1.48	1.48

* Quarterly series have been restated as if Amundi US had been consolidated using the 100% equity method up to and including Q1 2025; in H1 2025 no restatement was applied and Amundi US is therefore fully consolidated in Q1 2025, and H1 2024 was restated accordingly, ie as if Amundi US had been fully integrated in Q1 2024 and equity-accounted in Q2 2024.

Shareholding

	30 June 2025		31 March 2025		31 December 2024		30 June 2024
(units)	Number of shares	% of capital	Number of shares	% of capital	Number of shares	% of capital	Number of shares	% of capital
Crédit Agricole Group	141,057,399	68.67%	141,057,399	68.67%	141,057,399	68.67%	141,057,399	68.93%
Employees	4,398,054	2.14%	4,128,079	2.01%	4,272,132	2.08%	2,879,073	1.41%
Self	1,625,258	0.79%	1,961,141	0.95%	1,992,485	0.97%	963,625	0.47%
Floating	58,338,551	28.40%	58,272,643	28.37%	58,097,246	28.28%	59,747,537	29.20%

Number of equities at the end of the period	205,419,262	100.0%	205,419,262	100.0%	205,419,262	100.0%	204,647,634	100.0%
Average number of equities since the beginning of the year	205,419,262	–	205,419,262	–	204,776,239	–	204,647,634	–
Average number of equities quarter-to-date	205,419,262	–	205,419,262	–	205,159,257	–	204,647,634	–

Average number of shares prorata temporis.

The average number of shares was unchanged between Q1 2025 and Q2 2025 and increased by +0.4% between Q2 2024 and Q2 2025.
A capital increase reserved for employees was recorded on 31 October 2024. 771,628 shares were created (approximately 0.4% of the share capital before the transaction).
Amundi announced on 7 October 2024 a buyback program of up to 1 million shares (i.e. ~0.5% of the share capital before the transaction) to cover performance shares plans, which was finalised on 27 November 2024.

Financial communication calendar

Tuesday 28 October 2025: Q3 and 9-month 2025 results
Fourth quarter 2025: new medium-term strategic plan

About Amundi

Amundi, the leading European asset manager, ranking among the top 10 global players²², offers its 100 million clients – retail, institutional and corporate – a complete range of savings and investment solutions in active and passive management, in traditional or real assets. This offering is enhanced with IT tools and services to cover the entire savings value chain. A subsidiary of the Crédit Agricole group and listed on the stock exchange, Amundi currently manages close to €2.3 trillion of assets²³.

With its six international investment hubs²⁴, financial and extra-financial research capabilities and long-standing commitment to responsible investment, Amundi is a key player in the asset management landscape.

Amundi clients benefit from the expertise and advice of 5,500 employees in 35 countries.

Amundi, a trusted partner, working every day in the interest of its clients and society

www.amundi.com

Press contacts:
Natacha Andermahr
Tel. +33 1 76 37 86 05
natacha.andermahr@amundi.com

Corentin Henry
Tel. +33 1 76 36 26 96
corentin.henry@amundi.com

Investor contacts:
Cyril Meilland, CFA
Tel. +33 1 76 32 62 67
cyril.meilland@amundi.com

Thomas Lapeyre
Tel. +33 1 76 33 70 54
thomas.lapeyre@amundi.com

Annabelle Wiriath

Tel. + 33 1 76 32 43 92

annabelle.wiriath@amundi.com

DISCLAIMER

This document does not constitute an offer or invitation to sell or purchase, or any solicitation of any offer to purchase or subscribe for, any securities of Amundi in the United States of America or in France. Securities may not be offered, subscribed or sold in the United States of America absent registration under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements thereof. The securities of Amundi have not been and will not be registered under the U.S. Securities Act and Amundi does not intend to make a public offer of its securities in the United States of America or in France.

This document may contain forward looking statements concerning Amundi’s financial position and results. The data provided do not constitute a profit “forecast” or “estimate” as defined in Commission Delegated Regulation (EU) 2019/980.

These forward looking statements include projections and financial estimates based on scenarios that employ a number of economic assumptions in a given competitive and regulatory context, assumptions regarding plans, objectives and expectations in connection with future events, transactions, products and services, and assumptions in terms of future performance and synergies. By their very nature, they are therefore subject to known and unknown risks and uncertainties, which could lead to their non-fulfilment. Consequently, no assurance can be given that these forward looking statement will come to fruition, and Amundi’s actual financial position and results may differ materially from those projected or implied in these forward looking statements.

Amundi undertakes no obligation to publicly revise or update any forward looking statements provided as at the date of this document. Risks that may affect Amundi’s financial position and results are further detailed in the “Risk Factors” section of our Universal Registration Document filed with the French Autorité des Marchés Financiers. The reader should take all these uncertainties and risks into consideration before forming their own opinion.

The figures presented have been subject to a limited review from the statutory auditors and have been prepared in accordance with applicable prudential regulations and IFRS guidelines, as adopted by the European Union and applicable at that date.

Unless otherwise specified, sources for rankings and market positions are internal. The information contained in this document, to the extent that it relates to parties other than Amundi or comes from external sources, has not been verified by a supervisory authority or, more generally, subject to independent verification, and no representation or warranty has been expressed as to, nor should any reliance be placed on, the fairness, accuracy, correctness or completeness of the information or opinions contained herein. Neither Amundi nor its representatives can be held liable for any decision made, negligence or loss that may result from the use of this document or its contents, or anything related to them, or any document or information to which this document may refer.

The sum of values set out in the tables and analyses may differ slightly from the total reported due to rounding.

¹        See definition of assets under management p.14
²        Excluding JV and Victory Capital – US Distribution US, whose contributions are equity-accounted
³        Adjusted data: see p. 16
⁴        For explanations of pro forma variations, see p. 12 and 13
⁵        Source: IPE “Top 500 Asset Managers” published in June 2025
⁶        Including JV and Victory Capital – US Distribution
⁷        The inflows presented in this section are not cumulative, as they may overlap in part, for example an ETF sold to a third-party distributor in Asia.
⁸        Medium to Long-Term Assets, excluding JVs
⁹        Qualified Domestic Limited Partner, ie asset managers allowed to invest in overseas markets and raise Renminbi funds from domestic investors
¹⁰        See Third-Party Distribution Investor Workshop of 19 June 2025
¹¹        Source: Morningstar Direct, Broadridge FundFile – Open-ended funds and ETFs, global fund scope, March 2025; as a percentage of the assets under management of the funds in question; the number of Amundi open-ended funds rated by Morningstar was 1071 at the end of March 2025. © 2025 Morningstar, all rights reserved
¹²        Reflecting Amundi’s share of the net income of minority JVs in India (SBI FM), China (ABC-CA), South Korea (NH-Amundi) and Morocco (Wafa Gestion), accounted for by the equity method after tax
¹³        Under the assumption that the 2025 tax result in France will be equivalent to that of 2024 and before adjusting the average to take into account the final 2025 tax result
¹⁴        Currently being estimated
¹⁵        Reflecting Amundi’s share of the net income of minority JVs in India (SBI FM), China (ABC-CA), South Korea (NH-Amundi) and Morocco (Wafa Gestion), accounted for by the equity method after tax
¹⁶        Under the assumption that the 2025 tax result in France will be equivalent to that of 2024 and before adjusting the average to take into account the final 2025 tax result
¹⁷        Net equity minus goodwill and intangible assets
¹⁸        Long-Term Issuer Default Rating (IDR)
¹⁹        Lyxor, integrated as of 31/12/2021; sale of Lyxor Inc. in Q4 2023
²⁰        See definition of assets under management, p.14
²¹        See also the section 4.3 of the 2024 Universal Registration Document filed with the AMF on April 16, 2025 under number D25-0272
²²Source: IPE “Top 500 Asset Managers” published in June 2025, based on assets under management as at 31/12/2024
²³Amundi data as at 30/06/2025
²⁴Paris, London, Dublin, Milan, Tokyo and San Antonio (via our strategic partnership with Victory Capital)

Attachment

Amundi PR Results Q2 2025_EN

The MIL Network –

July 30, 2025

MIL-OSI: Coastal Financial Corporation Announces Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

EVERETT, Wash., July 29, 2025 (GLOBE NEWSWIRE) — Coastal Financial Corporation (Nasdaq: CCB) (the “Company”, “Coastal”, “we”, “our”, or “us”), the holding company for Coastal Community Bank (the “Bank”), through which it operates a community-focused bank segment (“community bank”) with an industry leading banking as a service (“BaaS”) segment (“CCBX”), today reported unaudited financial results for the quarter ended June 30, 2025, including net income of $11.0 million, or $0.71 per diluted common share, compared to $9.7 million, or $0.63 per diluted common share, for the three months ended March 31, 2025 and $11.6 million, or $0.84 per diluted common share, for the three months ended June 30, 2024.

Management Discussion of the Second Quarter Results

“Second quarter of 2025 saw a lower provision for credit losses as a result of an improvement in the performance of the CCBX portfolio and our focus on originating higher quality CCBX loans resulting in lower historical loss factors. Noninterest expenses were fairly flat compared to last quarter related to continued onboarding and implementation costs for partnerships and products within CCBX and investments in technology. We believe these investments are important to the long-term success and scalability of the Company,” stated CEO Eric Sprink. “We had another quarter of quality deposit growth of $122.3 million during the second quarter, and our CCBX program fee income, excluding nonrecurring revenue, increased 8.2% compared to the prior quarter.”

Key Points for Second Quarter and Our Go-Forward Strategy

CCBX Making Progress on Launching New Programs. As of June 30, 2025 we had two partners in testing, two in implementation/onboarding, five signed letters of intent (LOI) and we have an active pipeline of new partners along with new products with existing partners for the balance of 2025 and into 2026. Total BaaS program fee income was $6.8 million, excluding $504,000 in nonrecurring revenue, for the three months ended June 30, 2025, an increase of $512,000, or 8.2%, from the three months ended March 31, 2025. We continue to have contracts with our partners that fully indemnify us against fraud and 98.8% against credit risk as of June 30, 2025.
Continued Investments in Future Growth. Total noninterest expense of $72.8 million was up $843,000, or 1.2%, as compared to $72.0 million in the quarter ended March 31, 2025, mainly driven by higher data processing and software costs partially offset by lower legal and professional expenses. With the increase in new CCBX partners and the launch of products with existing partners in 2025, we expect that expenses will be predominantly incurred at the outset, emphasizing compliance and operational risk management. This will occur before the new programs or products start to produce revenue. As a result, we believe expense growth should moderate considerably in the second half of 2025, with new programs or products starting to produce revenue to offset the initial up-front expenses.
Favorable Trends On, and Off Balance Sheet. Average deposits were $3.93 billion, an increase of $221.6 million, or 6.0%, over the quarter ended March 31, 2025, driven primarily by growth in CCBX partner programs and the addition of a new deposit partner. During the second quarter of 2025, we sold $1.30 billion of loans, the majority of which were credit card receivables. We retain a portion of the fee income on sold credit card loans. As of June 30, 2025 there were 313,827 off balance sheet credit cards with fee earning potential, an increase of 76,803 compared to the quarter ended March 31, 2025 and an increase of 286,146 from June 30, 2024.

Second Quarter 2025 Financial Highlights

The tables below outline some of our key operating metrics.

	Three Months Ended
(Dollars in thousands, except share and per share data; unaudited)	June 30, 2025			March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024
Income Statement Data:
Interest and dividend income	$	107,797		$	104,907		$	102,448		$	105,165		$	97,422
Interest expense		31,060			28,845			30,071			32,892			31,250
Net interest income		76,737			76,062			72,377			72,273			66,172
Provision for credit losses		32,211			55,781			61,867			70,257			62,325
Net interest income after provision for credit losses		44,526			20,281			10,510			2,016			3,847
Noninterest income		42,693			63,477			74,100			78,790			69,138
Noninterest expense		72,832			71,989			67,411			64,424			57,964
Provision for income tax		3,359			2,039			3,832			2,926			3,425
Net income	$	11,028		$	9,730		$	13,367		$	13,456		$	11,596

	As of and for the Three Month Period
	June 30, 2025			March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024
Balance Sheet Data:
Cash and cash equivalents	$	719,759		$	624,302		$	452,513		$	484,026		$	487,245
Investment securities		45,577			46,991			47,321			48,620			49,213
Loans held for sale		60,474			42,132			20,600			7,565			—
Loans receivable		3,540,330			3,517,359			3,486,565			3,413,894			3,321,813
Allowance for credit losses		(164,794	)		(183,178	)		(176,994	)		(171,674	)		(148,878	)
Total assets		4,480,559			4,339,282			4,121,208			4,064,472			3,959,549
Interest bearing deposits		3,358,216			3,251,599			3,057,808			3,047,861			2,949,643
Noninterest bearing deposits		555,355			539,630			527,524			579,427			593,789
Core deposits ⁽¹⁾		3,441,624			3,321,772			3,123,434			3,190,869			3,528,339
Total deposits		3,913,571			3,791,229			3,585,332			3,627,288			3,543,432
Total borrowings		47,960			47,923			47,884			47,847			47,810
Total shareholders’ equity	$	461,709		$	449,917		$	438,704		$	331,930		$	316,693

Share and Per Share Data ⁽²⁾:
Earnings per share – basic	$	0.73		$	0.65		$	0.97		$	1.00		$	0.86
Earnings per share – diluted	$	0.71		$	0.63		$	0.94		$	0.97		$	0.84
Dividends per share		—			—			—			—			—
Book value per share ⁽³⁾	$	30.59		$	29.98		$	29.37		$	24.51		$	23.54
Tangible book value per share ⁽⁴⁾	$	30.59		$	29.98		$	29.37		$	24.51		$	23.54
Weighted avg outstanding shares – basic		15,033,296			14,962,507			13,828,605			13,447,066			13,412,667
Weighted avg outstanding shares – diluted		15,447,923			15,462,041			14,268,229			13,822,270			13,736,508
Shares outstanding at end of period		15,093,036			15,009,225			14,935,298			13,543,282			13,453,805
Stock options outstanding at end of period		126,654			163,932			186,354			198,370			286,119

See footnotes that follow the tables below

	As of and for the Three Month Period
	June 30, 2025			March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024
Credit Quality Data:
Nonperforming assets ⁽⁵⁾ to total assets		1.36	%		1.30	%		1.52	%		1.63	%		1.34	%
Nonperforming assets ⁽⁵⁾ to loans receivable and OREO		1.72	%		1.60	%		1.80	%		1.94	%		1.60	%
Nonperforming loans ⁽⁵⁾ to total loans receivable		1.72	%		1.60	%		1.80	%		1.94	%		1.60	%
Allowance for credit losses to nonperforming loans		270.7	%		325.0	%		282.5	%		258.7	%		279.9	%
Allowance for credit losses to total loans receivable		4.65	%		5.21	%		5.08	%		5.03	%		4.48	%
Gross charge-offs	$	53,780		$	53,686		$	61,585		$	53,305		$	55,207
Gross recoveries	$	4,467		$	5,486		$	5,223		$	4,516		$	2,254
Net charge-offs to average loans ⁽⁶⁾		5.54	%		5.57	%		6.56	%		5.60	%		6.54	%

Capital Ratios:
Company
Tier 1 leverage capital		10.39	%		10.67	%		10.78	%		8.40	%		8.31	%
Common equity Tier 1 risk-based capital		12.32	%		12.13	%		12.04	%		9.24	%		9.03	%
Tier 1 risk-based capital		12.41	%		12.22	%		12.14	%		9.34	%		9.13	%
Total risk-based capital		14.90	%		14.73	%		14.67	%		11.89	%		11.70	%
Bank
Tier 1 leverage capital		10.33	%		10.57	%		10.64	%		9.29	%		9.24	%
Common equity Tier 1 risk-based capital		12.36	%		12.12	%		11.99	%		10.34	%		10.15	%
Tier 1 risk-based capital		12.36	%		12.12	%		11.99	%		10.34	%		10.15	%
Total risk-based capital		13.65	%		13.42	%		13.28	%		11.63	%		11.44	%

⁽¹⁾Core deposits are defined as all deposits excluding brokered and time deposits.
⁽²⁾Share and per share amounts are based on total actual or average common shares outstanding, as applicable.
⁽³⁾We calculate book value per share as total shareholders’ equity at the end of the relevant period divided by the outstanding number of our common shares at the end of each period.
⁽⁴⁾Tangible book value per share is a non-GAAP financial measure. We calculate tangible book value per share as total shareholders’ equity at the end of the relevant period, less goodwill and other intangible assets, divided by the outstanding number of our common shares at the end of each period. The most directly comparable GAAP financial measure is book value per share. We had no goodwill or other intangible assets as of any of the dates indicated. As a result, tangible book value per share is the same as book value per share as of each of the dates indicated.
⁽⁵⁾Nonperforming assets and nonperforming loans include loans 90+ days past due and accruing interest.
⁽⁶⁾Annualized calculations.

Key Performance Ratios

Return on average assets (“ROA”) was 0.99% for the quarter ended June 30, 2025 compared to 0.93% and 1.21% for the quarters ended March 31, 2025 and June 30, 2024, respectively. ROA for the quarter ended June 30, 2025, increased 0.06% and decreased 0.22% compared to March 31, 2025 and June 30, 2024, respectively. Noninterest expenses were slightly higher for the quarter ended June 30, 2025 compared to the quarter ended March 31, 2025 due to continued investments in growth, technology and risk management, partially offset by a decrease in legal and professional expenses. Noninterest expenses were higher than the quarter ended June 30, 2024 due primarily to an increase in salaries and employee benefits, data processing and software licenses and legal and professional expenses, all of which are related to the growth of Company and investments in technology and risk management.

Yield on earning assets and yield on loans receivable decreased 0.40% and 0.22%, respectively, for the quarter ended June 30, 2025 compared to the quarter ended March 31, 2025, largely due to a decrease in CCBX loan yield. Lower rate capital call lines increased $66.2 million, or 49.6%, compared to the quarter ended March 31, 2025. These loans bear a lower rate of interest, but have less credit risk due to the way the loans are structured compared to other commercial loans. Average loans receivable as of June 30, 2025 increased $56.1 million compared to March 31, 2025 as net CCBX loans continue to grow, despite selling $1.30 billion in CCBX loans during the quarter ended June 30, 2025.

The quarter over quarter volatility in the efficiency ratio and noninterest income to average asset performance metrics was driven by a higher-quality CCBX loan-mix from a credit quality perspective, which effectively reduced the credit enhancement required within non-interest income due to lower net-charge off activity as a percent of total loans which lowered our provision expense. These items have a neutral impact to net income although impacted the quarter-to-quarter metrics due to lower reported noninterest income. Additionally, results for the three months ended June 30, 2025 also included a net $439,000 loss on equity securities due to the re-valuation of a privately held equity stake, which CCB reviews quarterly. Management doesn’t believe the write-down is indicative of longer-term concerns of the portfolio company’s health at this time.

The following table shows the Company’s key performance ratios for the periods indicated.

	Three Months Ended
(unaudited)	June 30, 2025		March 31, 2025		December 31, 2024		September 30, 2024		June 30, 2024

Return on average assets ⁽¹⁾	0.99	%	0.93	%	1.30	%	1.34	%	1.21	%
Return on average equity ⁽¹⁾	9.72	%	8.91	%	14.90	%	16.67	%	15.22	%
Yield on earnings assets ⁽¹⁾	9.92	%	10.32	%	10.24	%	10.79	%	10.49	%
Yield on loans receivable ⁽¹⁾	11.11	%	11.33	%	11.12	%	11.44	%	11.22	%
Cost of funds ⁽¹⁾	3.13	%	3.11	%	3.24	%	3.62	%	3.60	%
Cost of deposits ⁽¹⁾	3.10	%	3.08	%	3.21	%	3.59	%	3.58	%
Net interest margin ⁽¹⁾	7.06	%	7.48	%	7.23	%	7.42	%	7.12	%
Noninterest expense to average assets ⁽¹⁾	6.52	%	6.87	%	6.54	%	6.42	%	6.05	%
Noninterest income to average assets ⁽¹⁾	3.82	%	6.06	%	7.19	%	7.85	%	7.22	%
Efficiency ratio	60.98	%	51.59	%	46.02	%	42.65	%	42.84	%
Loans receivable to deposits ⁽²⁾	92.01	%	93.89	%	97.82	%	94.33	%	93.75	%

⁽¹⁾Annualized calculations shown for quarterly periods presented.
⁽²⁾Includes loans held for sale.

Management Outlook; CEO Eric Sprink

“As we look to the latter half of 2025 and beyond, we expect to see additional new partner engagements, given that our CCBX pipeline remains strong with high-quality opportunities. We are committed to continuing to invest in our technology and risk management infrastructure to support our growth in the BaaS sector which is expected to produce future efficiencies, automation and cost reductions as we grow. The improvement in the performance of the CCBX portfolio and lower historical loss factors within the CCBX portfolio are positive indicators that our risk reduction and credit improvement efforts are proving effective, alongside the fraud and credit indemnifications provided by our partners. Additionally, we saw an increase of $512,000, or 8.2%, from the three months ended March 31, 2025 in BaaS program income, excluding nonrecurring revenue, namely in transaction and interchange income. We anticipate this growth to continue in future periods as our partner activities expand and grow.” said CEO Eric Sprink.

Coastal Financial Corporation Overview

The Company has one main subsidiary, the Bank, which consists of three segments: CCBX, the community bank and treasury & administration. The CCBX segment includes all of our BaaS activities, the community bank segment includes all community banking activities and the treasury & administration segment includes treasury management, overall administration and all other aspects of the Company.

CCBX Performance Update

Our CCBX segment continues to evolve, and we have 29 relationships, at varying stages, including two partners in testing, two in implementation/onboarding, and five signed LOI as of June 30, 2025. We continue to refine the criteria for CCBX partnerships, exploring relationships with larger and more established partners, with experienced management teams, existing customer bases and strong financial positions. We also will consider promising medium and smaller sized partners that align with our approach and terms including financial wherewithal and will continue to exit relationships where it makes sense for us to do so.

While we explore relationships with new partners we continue to expand our product offerings with existing CCBX partners. As we become more proficient in the BaaS space we aim to cultivate new relationships that align with our long-term goals. We believe that a strategy of adding new partnerships and launching new products with existing partners allows us to expand and grow our customer base with a modest increase in regulatory risk given our operational history with them. Increases in partner activity/transaction counts is positively impacting noninterest income and we expect this trend to continue as current products grow and new products are introduced. We plan to continue selling loans as part of our strategy to balance partner and lending limits, and manage the loan portfolio and credit quality. We retain a portion of the fee income for our role in processing transactions on sold credit card loans, and will continue this strategy to provide an on-going revenue source with no on balance sheet risk or capital requirement.

As we build our deposit base, we will be able to sweep deposits off and on the balance sheet as needed. This deposit sweep capability allows us to better manage liquidity and deposit programs. At June 30, 2025 we swept off $478.7 million in deposits for FDIC insurance and liquidity purposes. Robinhood has entered the production testing phase for its suite of deposit products, signaling continued momentum in our strategic partnership pipeline. Dave finalized production testing in Q2 and is poised to initiate its beta launch, expanding our footprint in digital banking solutions. The introduction of theses products are expected to diversify and grow deposits.

The following table illustrates the activity and evolution in CCBX relationships for the periods presented.

	As of
(unaudited)	June 30, 2025	March 31, 2025	June 30, 2024
Active	20	19	19
Friends and family / testing	2	2	1
Implementation / onboarding	2	3	1
Signed letters of intent	5	1	0
Total CCBX relationships	29	25	21

CCBX loans increased $29.5 million, or 1.8%, to $1.68 billion despite selling $1.30 billion in loans during the three months ended June 30, 2025. In accordance with the program agreement for one partner, we are responsible for losses on 5% of that portfolio. At June 30, 2025 the portion of that portfolio for which we are responsible represented $19.8 million in loans.

The following table details the CCBX loan portfolio:

CCBX	As of
	June 30, 2025					March 31, 2025					June 30, 2024
(dollars in thousands; unaudited)	Balance			% to Total		Balance			% to Total		Balance			% to Total
Commercial and industrial loans:
Capital call lines	$	199,675		11.9	%	$	133,466		8.1	%	$	109,133		7.7	%
All other commercial & industrial loans		26,142		1.6			29,702		1.8			41,757		3.0
Real estate loans:
Residential real estate loans		234,786		14.0			285,355		17.3			287,950		20.4
Consumer and other loans:
Credit cards		533,925		31.8			532,775		32.2			549,241		39.0
Other consumer and other loans		686,321		40.7			670,026		40.6			422,136		29.9
Gross CCBX loans receivable		1,680,849		100.0	%		1,651,324		100.0	%		1,410,217		100.0	%
Net deferred origination (fees) costs		(569	)				(498	)				(438	)
Loans receivable	$	1,680,280				$	1,650,826				$	1,409,779
Loan Yield – CCBX ⁽¹⁾⁽²⁾		16.22	%				16.88	%				17.75	%

⁽¹⁾CCBX yield does not include the impact of BaaS loan expense. BaaS loan expense represents the amount paid or payable to partners for credit enhancements and originating & servicing CCBX loans. See reconciliation of the non-GAAP measures at the end of this earnings release for the impact of BaaS loan expense on CCBX loan yield.
⁽²⁾Loan yield is annualized for the three months ended for each period presented and includes loans held for sale and nonaccrual loans.

The increase in CCBX loans in the quarter ended June 30, 2025, includes an increase of $66.2 million, or 49.6%, in capital call lines as a result of normal balance fluctuations and business activities, a decrease of $50.6 million, or 17.7%, in residential real estate loans and an increase of $17.4 million or 1.5%, in other consumer and other loans. We continue to monitor and manage the CCBX loan portfolio, and sold $1.30 billion in CCBX loans during the quarter ended June 30, 2025 compared to sales of $744.6 million in the quarter ended March 31, 2025. We continue to reposition ourselves by managing CCBX credit and concentration levels in an effort to optimize our loan portfolio earnings and generate off balance sheet fee income. CCBX loan yield decreased 0.67% for the quarter ended June 30, 2025 compared to the quarter ended March 31, 2025 as a result of an increase in lower rate capital call lines and overall mix of loans compared to the quarter ended March 31, 2025, these loans bear a lower rate of interest, but have less credit risk due to the way the loans are structured compared to other commercial loans.

The following chart shows the growth in credit card accounts that generate fee income. This includes accounts with balances, which are included in our loan totals, and accounts that have been sold and have no corresponding balance in our loan totals, and that generate fee income.

The following chart shows the growth in active CCBX debit cards which are sources of interchange income.

The following table details the CCBX deposit portfolio:

CCBX	As of
	June 30, 2025					March 31, 2025					June 30, 2024
(dollars in thousands; unaudited)	Balance			% to Total		Balance			% to Total		Balance			% to Total
Demand, noninterest bearing	$	60,448		2.6	%	$	58,416		2.6	%	$	62,234		3.0	%
Interest bearing demand and money market		2,231,159		94.5			2,145,608		94.6			1,989,105		96.7
Savings		51,523		2.2			16,625		0.7			5,150		0.3
Total core deposits		2,343,130		99.3			2,220,649		97.9			2,056,489		100.0
Other deposits		17,013		0.7			46,359		2.1			—		—
Total CCBX deposits	$	2,360,143		100.0	%	$	2,267,008		100.0	%	$	2,056,489		100.0	%
Cost of deposits ⁽¹⁾		3.96	%				4.01	%				4.92	%

⁽¹⁾Cost of deposits is annualized for the three months ended for each period presented.

CCBX deposits increased $93.1 million, or 4.1%, in the three months ended June 30, 2025 to $2.36 billion as a result of growth and normal balance fluctuations. This excludes the $478.7 million in CCBX deposits that were transferred off balance sheet for increased Federal Deposit Insurance Corporation (“FDIC”) insurance coverage and sweep purposes, compared to $406.3 million for the quarter ended March 31, 2025. Amounts in excess of FDIC insurance coverage are transferred, using a third-party facilitator/vendor sweep product, to participating financial institutions.

Community Bank Performance Update

In the quarter ended June 30, 2025, the community bank saw net loans decrease $6.5 million, or 0.3%, to $1.86 billion, as a result of normal balance fluctuations.

The following table details the Community Bank loan portfolio:

Community Bank	As of
	June 30, 2025					March 31, 2025					June 30, 2024
(dollars in thousands; unaudited)	Balance			% to Total		Balance			% to Total		Balance			% to Total
Commercial and industrial loans	$	149,926		8.0	%	$	149,104		8.0	%	$	144,436		7.5	%
Real estate loans:
Construction, land and land development loans		194,150		10.4			166,551		8.9			173,064		9.0
Residential real estate loans		198,844		10.7			202,920		10.8			229,639		12.0
Commercial real estate loans		1,310,882		70.2			1,340,647		71.6			1,357,979		70.8
Consumer and other loans:
Other consumer and other loans		12,230		0.7			13,326		0.7			14,220		0.7
Gross Community Bank loans receivable		1,866,032		100.0	%		1,872,548		100.0	%		1,919,338		100.0	%
Net deferred origination fees		(5,982	)				(6,015	)				(7,304	)
Loans receivable	$	1,860,050				$	1,866,533				$	1,912,034
Loan Yield⁽¹⁾		6.53	%				6.53	%				6.52	%

⁽¹⁾Loan yield is annualized for the three months ended for each period presented and includes loans held for sale and nonaccrual loans.

Community bank loan categories decreased $29.8 million in commercial real estate loans and $1.1 million in consumer and other loans, partially offset by an increase of $27.6 million in construction, land and land development loans and $822,000 in commercial and industrial loans, during the quarter ended June 30, 2025.

The following table details the community bank deposit portfolio:

Community Bank	As of
	June 30, 2025					March 31, 2025					June 30, 2024
(dollars in thousands; unaudited)	Balance			% to Total		Balance			% to Total		Balance			% to Total
Demand, noninterest bearing	$	494,907		31.9	%	$	481,214		31.5	%	$	531,555		35.7	%
Interest bearing demand and money market		545,655		35.1			560,416		36.8			876,668		59.0
Savings		57,933		3.7			59,493		3.9			63,627		4.3
Total core deposits		1,098,495		70.7			1,101,123		72.2			1,471,850		99.0
Other deposits		440,975		28.4			407,391		26.7			1		0.0
Time deposits less than $100,000		5,299		0.3			5,585		0.4			6,741		0.5
Time deposits $100,000 and over		8,659		0.6			10,122		0.7			8,351		0.5
Total Community Bank deposits	$	1,553,428		100.0	%	$	1,524,221		100.0	%	$	1,486,943		100.0	%
Cost of deposits⁽¹⁾		1.77	%				1.76	%				1.77	%

⁽¹⁾Cost of deposits is annualized for the three months ended for each period presented.

Community bank deposits increased $29.2 million, or 1.9%, during the three months ended June 30, 2025 to $1.55 billion. The community bank segment includes noninterest bearing deposits of $494.9 million, or 31.9%, of total community bank deposits, resulting in a cost of deposits of 1.77%, which compared to 1.76% for the quarter ended March 31, 2025.

Net Interest Income and Margin Discussion

Net interest income was $76.7 million for the quarter ended June 30, 2025, an increase of $675,000, or 0.9%, from $76.1 million for the quarter ended March 31, 2025, and an increase of $10.6 million, or 16.0%, from $66.2 million for the quarter ended June 30, 2024. Net interest income compared to March 31, 2025, was higher due to an increase in average loans receivable. The increase in net interest income compared to June 30, 2024 was largely related to growth in loans receivable and a reduction in cost of funds as a result of lower interest rates.

Net interest margin was 7.06% for the three months ended June 30, 2025, compared to 7.48% for the three months ended March 31, 2025, due primarily to a decrease in loan yield. Net interest margin, net of BaaS loan expense, (a reconciliation of the non-GAAP measures are set forth in the Non-GAAP Financial Measures section of this earnings release) was 4.07% for the three months ended June 30, 2025, compared to 4.28% for the three months ended March 31, 2025. Net interest margin was 7.12% for the three months ended June 30, 2024. The decrease in net interest margin for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 was largely due to a decrease in loan yield, partially offset by lower cost of funds. The $66.2 million of growth in lower rate capital call lines and overall mix of loans contributed to the decrease in net interest margin for the three months ended June 30, 2025. Capital call lines grew 49.6% quarter-over-quarter to $199.7 million, or 11.9% of total CCBX loans versus 8.1% in the prior quarter. These loans carry a lower interest rate, but also lower credit costs.

Interest and fees on loans receivable increased $720,000, or 0.7%, to $98.9 million for the three months ended June 30, 2025, compared to $98.1 million for the three months ended March 31, 2025, as a result of loan growth. Interest and fees on loans receivable increased $8.0 million, or 8.8%, compared to $90.9 million for the three months ended June 30, 2024, due to an increase in outstanding balances. Net interest margin, net of BaaS loan expense (a reconciliation of the non-GAAP measures are set forth in the Non-GAAP Financial Measures section of this earnings release) decreased 0.21% for the three months ended June 30, 2025, compared to the three months ended March 31, 2025 and increased 0.07% compared the three months ended June 30, 2024.

The following tables illustrate how net interest margin and loan yield is affected by BaaS loan expense:

Consolidated	As of and for the Three Months Ended
(dollars in thousands; unaudited)	June 30 2025			March 31 2025			June 30 2024
Net interest margin, net of BaaS loan expense:
Net interest margin ⁽¹⁾		7.06	%		7.48	%		7.12	%
Earning assets		4,356,591			4,124,065			3,736,579
Net interest income (GAAP)		76,737			76,062			66,172
Less: BaaS loan expense		(32,483	)		(32,507	)		(29,011	)
Net interest income, net of BaaS loan expense⁽²⁾	$	44,254		$	43,555		$	37,161
Net interest margin, net of BaaS loan expense ⁽¹⁾⁽²⁾		4.07	%		4.28	%		4.00	%
Loan income net of BaaS loan expense divided by average loans:
Loan yield (GAAP)⁽¹⁾		11.11	%		11.33	%		11.22	%
Total average loans receivable	$	3,567,823		$	3,511,724		$	3,258,042
Interest and earned fee income on loans (GAAP)		98,867			98,147			90,879
BaaS loan expense		(32,483	)		(32,507	)		(29,011	)
Net loan income⁽²⁾	$	66,384		$	65,640		$	61,868
Loan income, net of BaaS loan expense, divided by average loans ⁽¹⁾⁽²⁾		7.46	%		7.58	%		7.64	%

⁽¹⁾ Annualized calculations shown for periods presented.
⁽²⁾ A reconciliation of the non-GAAP measures are set forth at the end of this earnings release.

Average investment securities decreased $900,000 to $46.3 million compared to the three months ended March 31, 2025 and decreased $3.5 million compared to the three months ended June 30, 2024 as a result of principal paydowns.

Cost of funds was 3.13% for the quarter ended June 30, 2025, an increase of 2 basis points from the quarter ended March 31, 2025 and a decrease of 47 basis points from the quarter ended June 30, 2024. Cost of deposits for the quarter ended June 30, 2025 was 3.10%, compared to 3.08% for the quarter ended March 31, 2025, and 3.58% for the quarter ended June 30, 2024. The decreased cost of funds and deposits compared to June 30, 2024 were largely due to the reductions in the Fed funds rate in 2024.

The following table summarizes the average yield on loans receivable and cost of deposits:

	For the Three Months Ended
	June 30, 2025				March 31, 2025				June 30, 2024
	Yield on Loans ⁽²⁾		Cost of Deposits ⁽²⁾		Yield on Loans ⁽²⁾		Cost of Deposits ⁽²⁾		Yield on Loans ⁽²⁾		Cost of Deposits ⁽²⁾
Community Bank	6.53	%	1.77	%	6.53	%	1.76	%	6.52	%	1.77	%
CCBX ⁽¹⁾	16.22	%	3.96	%	16.88	%	4.01	%	17.75	%	4.92	%
Consolidated	11.11	%	3.10	%	11.33	%	3.08	%	11.22	%	3.58	%
⁽¹⁾CCBX yield on loans does not include the impact of BaaS loan expense. BaaS loan expense represents the amount paid or payable to partners for credit and fraud enhancements and originating & servicing CCBX loans. To determine Net BaaS loan income earned from CCBX loan relationships, the Company takes BaaS loan interest income and deducts BaaS loan expense to arrive at Net BaaS loan income which can be compared to interest income on the Company’s community bank loans. See reconciliation of the non-GAAP measures at the end of this earnings release for the impact of BaaS loan expense on CCBX loan yield.
⁽²⁾Annualized calculations for periods presented.

The following table illustrates how BaaS loan interest income is affected by BaaS loan expense resulting in net BaaS loan income and the associated yield:

	For the Three Months Ended
	June 30, 2025				March 31, 2025				June 30, 2024
(dollars in thousands, unaudited)	Income / Expense		Income / expense divided by average CCBX loans ⁽²⁾		Income / Expense		Income / expense divided by average CCBX loans⁽²⁾		Income / Expense		Income / expense divided by average CCBX loans ⁽²⁾
BaaS loan interest income	$	68,264	16.22	%	$	67,855	16.88	%	$	60,138	17.75	%
Less: BaaS loan expense		32,483	7.72	%		32,507	8.09	%		29,011	8.56	%
Net BaaS loan income ⁽¹⁾	$	35,781	8.50	%	$	35,348	8.79	%	$	31,127	9.19	%
Average BaaS Loans⁽³⁾	$	1,688,492			$	1,630,088			$	1,362,343

⁽¹⁾ A reconciliation of the non-GAAP measures are set forth at the end of this earnings release.
⁽²⁾ Annualized calculations shown for the periods presented.
⁽³⁾ Includes loans held for sale.

Noninterest Income Discussion

Noninterest income was $42.7 million for the three months ended June 30, 2025, a decrease of $20.8 million from $63.5 million for the three months ended March 31, 2025, and a decrease of $26.4 million from $69.1 million for the three months ended June 30, 2024. The decrease in noninterest income for the quarter ended June 30, 2025 as compared to the quarter ended March 31, 2025 was primarily due to a decrease of $20.6 million in total BaaS income. The $20.6 million decrease in total BaaS income included a $22.4 million decrease in BaaS credit enhancements related to the decrease in provision for credit losses due to an improvement in the performance of the CCBX portfolio and our focus on originating higher quality CCBX loans resulting in lower historical loss factors, which had a favorable impact on the provision for credit losses, partially offset by an increase of $1.0 million in BaaS program income, which includes $504,000 in nonrecurring revenue, and a $811,000 increase in BaaS fraud enhancements. Results for the three months ended June 30, 2025 also included a net $439,000 loss on equity securities due to the re-valuation of a privately held equity stake, which we review quarterly. Management doesn’t believe the write-down is indicative of longer-term concerns of the portfolio company’s health at this time. The $1.0 million increase in BaaS program income is largely due to an increase in transaction and interchange fees and includes $504,000 in nonrecurring revenue (see “Appendix B” for more information on the accounting for BaaS allowance for credit losses and credit and fraud enhancements).

The $26.4 million decrease in noninterest income over the quarter ended June 30, 2024 was primarily due to a $28.5 million decrease in BaaS credit and fraud enhancements due to improvement in the performance of the CCBX loan portfolio, partially offset by an increase of $2.0 million in BaaS program income, which includes $504,000 in nonrecurring revenue.

Noninterest Expense Discussion

Total noninterest expense increased $843,000 to $72.8 million for the three months ended June 30, 2025, compared to $72.0 million for the three months ended March 31, 2025, and increased $14.9 million from $58.0 million for the three months ended June 30, 2024. The $843,000 increase in noninterest expense for the quarter ended June 30, 2025, as compared to the quarter ended March 31, 2025, was primarily due to a $659,000 increase in data processing and software licenses, an $811,000 increase in BaaS fraud expense and a $74,000 increase in legal and professional fees, partially offset by a $414,000 decrease in other expenses, $119,000 decrease in occupancy expense, $81,000 decrease in salaries and employee benefits and a $24,000 decrease in BaaS loan expense. The increase in data processing and software licenses were part of our continued investments in growth, technology and risk management. BaaS loan expense represents the amount paid or payable to partners for credit enhancements, fraud enhancements, and originating & servicing CCBX loans. BaaS fraud expense represents non-credit fraud losses on partner’s customer loan and deposit accounts. A portion of this expense is realized during the quarter in which the loss occurs, and a portion is estimated based on historical or other information from our partners.

The increase in noninterest expenses for the quarter ended June 30, 2025 compared to the quarter ended June 30, 2024 was largely due to a $4.4 million increase in salary and employee benefits, a $1.6 million increase in data processing and software licenses due to enhancements and investments in technology, and a $2.7 million increase in legal and professional expenses, all of which are related to the growth of Company and investments in technology and risk management. Also contributing to the the increase was a $3.5 million increase in BaaS loan expense and a $1.0 million increase in BaaS fraud expense.

Certain noninterest expenses are reimbursed by our CCBX partners. In accordance with GAAP we recognize all expenses in noninterest expense and the reimbursement of expenses from our CCBX partner in noninterest income. The following table reflects the portion of noninterest expenses that are reimbursed by partners to assist in the understanding of how the increases in noninterest expense are related to expenses incurred and reimbursed by CCBX partners:

	Three Months Ended
	June 30,		March 31,		June 30,
(dollars in thousands; unaudited)		2025		2025		2024
Total noninterest expense (GAAP)	$	72,832	$	71,989	$	57,964
Less: BaaS loan expense		32,483		32,507		29,011
Less: BaaS fraud expense		2,804		1,993		1,784
Less: Reimbursement of expenses (BaaS)		646		1,026		857
Noninterest expense, net of BaaS loan expense, BaaS fraud expense and reimbursement of expenses (BaaS) ⁽¹⁾	$	36,899	$	36,463	$	26,312

⁽¹⁾ A reconciliation of the non-GAAP measures are set forth at the end of this earnings release.

Provision for Income Taxes

The provision for income taxes was $3.4 million for the three months ended June 30, 2025, $2.0 million for the three months ended March 31, 2025 and $3.4 million for the second quarter of 2024. The income tax provision as a percentage was higher for the three months ended June 30, 2025 compared to the quarter ended March 31, 2025 as a result of the higher net income and increase in state income tax rates, partially offset by the deductibility of certain equity awards, and was somewhat flat in dollar amount compared to the quarter ended June 30, 2024, but higher in tax rate.

The Company is subject to various state taxes that are assessed as CCBX activities and employees expand into other states, which has increased the overall tax rate used in calculating the provision for income taxes in the current and future periods. The Company uses a federal statutory tax rate of 21.0% as a basis for calculating provision for federal income taxes and 5.14% for calculating the provision for state income taxes. The state rate increased in the quarter ended June 30, 2025 primarily as a result of a change in California’s tax laws.

Financial Condition Overview

Total assets increased $141.3 million, or 3.3%, to $4.48 billion at June 30, 2025 compared to $4.34 billion at March 31, 2025. The increase is primarily comprised of a $95.5 million increase in cash and interest bearing deposits with other banks, a $23.0 million increase in loans receivable, and an $18.3 million increase in loans held for sale. Total loans receivable increased to $3.54 billion at June 30, 2025, from $3.52 billion at March 31, 2025.

As of June 30, 2025, in addition to the $719.8 million in cash on hand the Company had the capacity to borrow up to a total of $642.7 million from the Federal Reserve Bank discount window and Federal Home Loan Bank, plus an additional $50.0 million from a correspondent bank. There were no borrowings outstanding on these lines as of June 30, 2025.

The Company, on a stand alone basis, had a cash balance of $43.9 million as of June 30, 2025, a portion of which is retained for general operating purposes, including debt repayment, for funding $1.6 million in commitments to bank technology investment funds, with the remaining cash available to be contributed to the Bank as capital.

Uninsured deposits were $579.9 million as of June 30, 2025, compared to $558.8 million as of March 31, 2025.

Total shareholders’ equity as of June 30, 2025 increased $11.8 million since March 31, 2025. The increase in shareholders’ equity was primarily comprised of $11.0 million in net earnings combined with an increase of $764,000 in common stock outstanding as a result of equity awards exercised or vested during the three months ended June 30, 2025.

The Company and the Bank remained well capitalized at June 30, 2025, as summarized in the following table.

(unaudited)	Coastal Community Bank		Coastal Financial Corporation		Minimum Well Capitalized Ratios under Prompt Corrective Action ⁽¹⁾
Tier 1 Leverage Capital (to average assets)	10.33	%	10.39	%	5.00	%
Common Equity Tier 1 Capital (to risk-weighted assets)	12.36	%	12.32	%	6.50	%
Tier 1 Capital (to risk-weighted assets)	12.36	%	12.41	%	8.00	%
Total Capital (to risk-weighted assets)	13.65	%	14.90	%	10.00	%

⁽¹⁾ Presents the minimum capital ratios for an insured depository institution, such as the Bank, to be considered well capitalized under the Prompt Corrective Action framework. The minimum requirements for the Company to be considered well capitalized under Regulation Y include to maintain, on a consolidated basis, a total risk-based capital ratio of 10.0 percent or greater and a tier 1 risk-based capital ratio of 6.0 percent or greater.

Asset Quality

The allowance for credit losses was $164.8 million and 4.65% of loans receivable at June 30, 2025 compared to $183.2 million and 5.21% at March 31, 2025 and $148.9 million and 4.48% at June 30, 2024. The allowance for credit loss allocated to the CCBX portfolio was $145.9 million and 8.68% of CCBX loans receivable at June 30, 2025, with $18.9 million of allowance for credit loss allocated to the community bank or 1.02% of total community bank loans receivable.

The following table details the allocation of the allowance for credit loss as of the period indicated:

	As of June 30, 2025									As of March 31, 2025									As of June 30, 2024
(dollars in thousands; unaudited)	Community Bank			CCBX			Total			Community Bank			CCBX			Total			Community Bank			CCBX			Total
Loans receivable	$	1,860,050		$	1,680,280		$	3,540,330		$	1,866,533		$	1,650,826		$	3,517,359		$	1,912,034		$	1,409,779		$	3,321,813
Allowance for credit losses		(18,936	)		(145,858	)		(164,794	)		(18,992	)		(164,186	)		(183,178	)		(21,046	)		(127,832	)		(148,878	)
Allowance for credit losses to total loans receivable		1.02	%		8.68	%		4.65	%		1.02	%		9.95	%		5.21	%		1.10	%		9.07	%		4.48	%

Net charge-offs totaled $49.3 million for the quarter ended June 30, 2025, compared to $48.2 million for the quarter ended March 31, 2025 and $53.0 million for the quarter ended June 30, 2024. Net charge-offs as a percent of average loans decreased to 5.54% for the quarter ended June 30, 2025 compared to 5.57% for the quarter ended March 31, 2025. CCBX partner agreements provide for a credit enhancement that covers the net-charge-offs on CCBX loans and negative deposit accounts by indemnifying or reimbursing incurred losses, except in accordance with the program agreement for one partner where the Company was responsible for credit losses on approximately 5% of a $296.3 million loan portfolio. At June 30, 2025, our portion of this portfolio represented $19.8 million in loans. Net charge-offs for this $19.8 million in loans were $1.3 million for the three months ended June 30, 2025, $1.1 million for the three months ended March 31, 2025 and $1.3 million for the three months ended June 30, 2024.

The following table details net charge-offs for the community bank and CCBX for the period indicated:

	Three Months Ended
	June 30, 2025									March 31, 2025									June 30, 2024
(dollars in thousands; unaudited)	Community Bank			CCBX			Total			Community Bank			CCBX			Total			Community Bank			CCBX			Total
Gross charge-offs	$	11		$	53,769		$	53,780		$	4		$	53,682		$	53,686		$	2		$	55,205		$	55,207
Gross recoveries		(2	)		(4,465	)		(4,467	)		(7	)		(5,479	)		(5,486	)		(4	)		(2,250	)		(2,254	)
Net charge-offs	$	9		$	49,304		$	49,313		$	(3	)	$	48,203		$	48,200		$	(2	)	$	52,955		$	52,953
Net charge-offs to average loans ⁽¹⁾		0.00	%		11.71	%		5.54	%		0.00	%		11.99	%		5.57	%		0.00	%		15.63	%		6.54	%

⁽¹⁾ Annualized calculations shown for periods presented.

During the quarter ended June 30, 2025, a $31.0 million provision for credit losses was recorded for CCBX partner loans, compared to the $54.3 million provision for credit losses was recorded for CCBX partner loans for the quarter ended March 31, 2025. The provision was based on management’s analysis, bringing the CCBX allowance for credit losses to $145.9 million at June 30, 2025 compared to $164.2 million at March 31, 2025. The decrease in the allowance is due to an improvement in the performance of the CCBX portfolio and our focus on originating higher quality CCBX loans resulting in lower historical loss factors. As we continue to originate higher quality loans, these become a greater proportion of the CCBX portfolio, resulting in an improvement in expected losses and a reduced allowance. In general, CCBX loans have a higher level of expected losses than our community bank loans, which is reflected in the factors for the allowance for credit losses. Agreements with our CCBX partners provide for a credit enhancement which protects the Bank by indemnifying or reimbursing incurred losses.

In accordance with accounting guidance, we estimate and record a provision for expected losses for these CCBX loans and reclassified negative deposit accounts. When the provision for CCBX credit losses and provision for unfunded commitments is recorded, a credit enhancement asset is also recorded on the balance sheet through noninterest income (BaaS credit enhancements). Expected losses are recorded in the allowance for credit losses. The credit enhancement asset is relieved when credit enhancement recoveries are received from the CCBX partner. If our partner is unable to fulfill their contracted obligations then the Bank could be exposed to additional credit losses. Management regularly evaluates and manages this counterparty risk with our CCBX partners.

The factors used in management’s analysis for community bank credit losses indicated that a provision recapture of $47,000 was needed for the quarter ended June 30, 2025 compared to a provision of $65,000 and a provision recapture of $341,000 for the quarters ended March 31, 2025 and June 30, 2024, respectively. The provision recapture in the current period was due to the lower outstanding balance in the community bank loan portfolio.

The following table details the provision expense/(recapture) for the community bank and CCBX for the period indicated:

	Three Months Ended
(dollars in thousands; unaudited)	June 30, 2025			March 31, 2025		June 30, 2024
Community bank	$	(47	)	$	65	$	(341	)
CCBX		30,976			54,319		62,231
Total provision expense	$	30,929		$	54,384	$	61,890

A provision for unfunded commitments of $1.5 million was recorded for the quarter ended June 30, 2025 as a result of a change in the loan mix of available balance. A provision for accrued interest receivable of $182,000 was recorded for the quarter ended June 30, 2025 on CCBX loans.

At June 30, 2025, our nonperforming assets were $60.9 million, or 1.36%, of total assets, compared to $56.4 million, or 1.30%, of total assets, at March 31, 2025, and $53.2 million, or 1.34%, of total assets, at June 30, 2024. These ratios are impacted by nonperforming CCBX loans that are covered by CCBX partner credit enhancements. As of June 30, 2025, $55.3 million of the $57.0 million in nonperforming CCBX loans were covered by CCBX partner credit enhancements described above. Additionally, some CCBX partners have a collection practice that places certain loans on nonaccrual status to improve collectability. $20.1 million of these loans are less than 90 days past due as of June 30, 2025.

Nonperforming assets increased $4.5 million during the quarter ended June 30, 2025, compared to the quarter ended March 31, 2025. Community bank nonperforming loans increased $3.7 million from March 31, 2025 to $3.8 million as of June 30, 2025, and CCBX nonperforming loans increased $847,000 to $57.0 million from March 31, 2025. The increase in CCBX nonperforming loans is due to an increase of $4.2 million in nonaccrual loans from March 31, 2025 to $24.4 million, partially offset by a $3.4 million decrease in CCBX loans that are past due 90 days or more and still accruing interest. As of June 30, 2025, $20.1 million in loans are under 90 days past due as a result of CCBX partners placing them on nonaccrual status to improve collectability. As a result of the type of loans (primarily consumer loans) originated through our CCBX partners we would typically anticipate that balances 90 days past due or more and still accruing will generally increase as those loan portfolios grow, therefore we believe the decrease in these past due CCBX loans is a positive performance indicator for the CCBX portfolio. Installment/closed-end and revolving/open-end consumer loans originated through CCBX lending partners will continue to accrue interest until 120 and 180 days past due, respectively and are reported as substandard, 90 days or more days past due and still accruing. There were no repossessed assets or other real estate owned at June 30, 2025. Our nonperforming loans to loans receivable ratio was 1.72% at June 30, 2025, compared to 1.60% at March 31, 2025, and 1.60% at June 30, 2024.

For the quarter ended June 30, 2025, there were $9,000 in community bank net charge-offs and $49.3 million in net charge-offs were recorded on CCBX loans. These CCBX loans have a higher level of expected losses than our community bank loans, which is reflected in the factors for the allowance for credit losses.

The following table details the Company’s nonperforming assets for the periods indicated.

Consolidated	As of
(dollars in thousands; unaudited)	June 30, 2025			March 31, 2025			June 30, 2024
Nonaccrual loans:
Commercial and industrial loans	$	2,333		$	381		$	—
Real estate loans:
Construction, land and land development		1,697			—			—
Residential real estate		—			—			213
Commercial real estate		—			—			7,731
Consumer and other loans:
Credit cards		20,140			13,602			—
Other consumer and other loans		4,063			6,376			—
Total nonaccrual loans		28,233			20,359			7,944
Accruing loans past due 90 days or more:
Commercial & industrial loans		926			782			1,278
Real estate loans:
Residential real estate loans		1,817			2,407			2,722
Consumer and other loans:
Credit cards		23,116			27,187			36,465
Other consumer and other loans		6,775			5,632			4,779
Total accruing loans past due 90 days or more		32,634			36,008			45,244
Total nonperforming loans		60,867			56,367			53,188
Real estate owned		—			—			—
Repossessed assets		—			—			—
Total nonperforming assets	$	60,867		$	56,367		$	53,188
Total nonaccrual loans to loans receivable		0.80	%		0.58	%		0.24	%
Total nonperforming loans to loans receivable		1.72	%		1.60	%		1.60	%
Total nonperforming assets to total assets		1.36	%		1.30	%		1.34	%

The following tables detail the CCBX and community bank nonperforming assets which are included in the total nonperforming assets table above.

CCBX	As of
(dollars in thousands; unaudited)	June 30, 2025			March 31, 2025			June 30, 2024
Nonaccrual loans:
Commercial and industrial loans:
All other commercial & industrial loans	$	188		$	192		$	—
Consumer and other loans:
Credit cards		20,140			13,602			—
Other consumer and other loans		4,063			6,376			—
Total nonaccrual loans		24,391			20,170			—
Accruing loans past due 90 days or more:
Commercial & industrial loans		926			782			1,278
Real estate loans:
Residential real estate loans		1,817			2,407			2,722
Consumer and other loans:
Credit cards		23,116			27,187			36,465
Other consumer and other loans		6,775			5,632			4,779
Total accruing loans past due 90 days or more		32,634			36,008			45,244
Total nonperforming loans		57,025			56,178			45,244
Other real estate owned		—			—			—
Repossessed assets		—			—			—
Total nonperforming assets	$	57,025		$	56,178		$	45,244
Total CCBX nonperforming assets to total consolidated assets		1.27	%		1.29	%		1.14	%

Community Bank	As of
(dollars in thousands; unaudited)	June 30, 2025			March 31, 2025			June 30, 2024
Nonaccrual loans:
Commercial and industrial loans	$	2,145		$	189		$	—
Real estate:
Construction, land and land development		1,697			—			—
Residential real estate		—			—			213
Commercial real estate		—			—			7,731
Total nonaccrual loans		3,842			189			7,944
Accruing loans past due 90 days or more:
Total accruing loans past due 90 days or more		—			—			—
Total nonperforming loans		3,842			189			7,944
Other real estate owned		—			—			—
Repossessed assets		—			—			—
Total nonperforming assets	$	3,842		$	189		$	7,944
Total community bank nonperforming assets to total consolidated assets		0.09	%		—	%		0.20	%

About Coastal Financial

Coastal Financial Corporation (Nasdaq: CCB) (the “Company”), is an Everett, Washington based bank holding company whose wholly owned subsidiaries are Coastal Community Bank (“Bank”) and Arlington Olympic LLC. The $4.48 billion Bank provides service through 14 branches in Snohomish, Island, and King Counties, the Internet and its mobile banking application. The Bank provides banking as a service to digital financial service providers, companies and brands that want to provide financial services to their customers through the Bank’s CCBX segment. To learn more about the Company visit www.coastalbank.com.

CCB-ER

Contact

Eric Sprink, Chief Executive Officer, (425) 357-3659
Joel Edwards, Executive Vice President & Chief Financial Officer, (425) 357-3687

Forward-Looking Statements

This earnings release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. Any statements about our management’s expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as “anticipate,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends” and similar words or phrases. Any or all of the forward-looking statements in this earnings release may turn out to be inaccurate. The inclusion of or reference to forward-looking information in this earnings release should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. We have based these forward looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of risks, uncertainties and assumptions that are difficult to predict. Factors that could cause actual results to differ materially from those in the forward-looking statements include, without limitation, the risk that changes in U.S. trade policies, including the imposition of tariffs and retaliatory tariffs, may adversely impact our business, financial condition, and results of operations and those other risks and uncertainties discussed under “Risk Factors” in our Annual Report on Form 10-K for the most recent period filed and in any of our subsequent filings with the Securities and Exchange Commission.

If one or more events related to these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate. You are cautioned not to place undue reliance on forward-looking statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update or revise any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events, except as required by law.

COASTAL FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in thousands; unaudited)

ASSETS
	June 30, 2025			March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024
Cash and due from banks	$	29,546		$	43,467		$	36,533		$	45,327		$	59,995
Interest earning deposits with other banks		690,213			580,835			415,980			438,699			427,250
Investment securities, available for sale, at fair value		33			34			35			38			39
Investment securities, held to maturity, at amortized cost		45,544			46,957			47,286			48,582			49,174
Other investments		12,521			12,589			10,800			10,757			10,664
Loans held for sale		60,474			42,132			20,600			7,565			—
Loans receivable		3,540,330			3,517,359			3,486,565			3,413,894			3,321,813
Allowance for credit losses		(164,794	)		(183,178	)		(176,994	)		(171,674	)		(148,878	)
Total loans receivable, net		3,375,536			3,334,181			3,309,571			3,242,220			3,172,935
CCBX credit enhancement asset		167,779			183,377			181,890			173,600			149,096
CCBX receivable		13,009			12,685			14,138			16,060			11,520
Premises and equipment, net		29,052			28,639			27,431			25,833			24,526
Lease right-of-use assets		4,891			5,117			5,219			5,427			5,635
Accrued interest receivable		20,849			21,109			21,104			22,315			21,620
Bank-owned life insurance, net		13,648			13,501			13,375			13,255			13,132
Deferred tax asset, net		3,829			3,912			3,600			3,083			2,221
Other assets		13,635			10,747			13,646			11,711			11,742
Total assets	$	4,480,559		$	4,339,282		$	4,121,208		$	4,064,472		$	3,959,549

LIABILITIES AND SHAREHOLDERS’ EQUITY
LIABILITIES
Deposits	$	3,913,571		$	3,791,229		$	3,585,332		$	3,627,288		$	3,543,432
Subordinated debt, net		44,368			44,331			44,293			44,256			44,219
Junior subordinated debentures, net		3,592			3,592			3,591			3,591			3,591
Deferred compensation		295			310			332			369			405
Accrued interest payable		954			1,107			962			1,070			999
Lease liabilities		5,063			5,293			5,398			5,609			5,821
CCBX payable		32,939			29,391			29,171			37,839			32,539
Other liabilities		18,068			14,112			13,425			12,520			11,850
Total liabilities		4,018,850			3,889,365			3,682,504			3,732,542			3,642,856
SHAREHOLDERS’ EQUITY
Common Stock		230,423			229,659			228,177			134,769			132,989
Retained earnings		231,287			220,259			210,529			197,162			183,706
Accumulated other comprehensive loss, net of tax		(1	)		(1	)		(2	)		(1	)		(2	)
Total shareholders’ equity		461,709			449,917			438,704			331,930			316,693
Total liabilities and shareholders’ equity	$	4,480,559		$	4,339,282		$	4,121,208		$	4,064,472		$	3,959,549

COASTAL FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except per share amounts; unaudited)

	Three Months Ended
	June 30, 2025			March 31, 2025		December 31, 2024		September 30, 2024		June 30, 2024
INTEREST AND DIVIDEND INCOME
Interest and fees on loans	$	98,867		$	98,147	$	95,575	$	99,676	$	90,879
Interest on interest earning deposits with other banks		8,085			6,070		6,021		4,781		5,683
Interest on investment securities		626			650		661		675		686
Dividends on other investments		219			40		191		33		174
Total interest income		107,797			104,907		102,448		105,165		97,422
INTEREST EXPENSE
Interest on deposits		30,400			28,185		29,404		32,083		30,578
Interest on borrowed funds		660			660		667		809		672
Total interest expense		31,060			28,845		30,071		32,892		31,250
Net interest income		76,737			76,062		72,377		72,273		66,172
PROVISION FOR CREDIT LOSSES		32,211			55,781		61,867		70,257		62,325
Net interest income/(expense) after provision for credit losses		44,526			20,281		10,510		2,016		3,847
NONINTEREST INCOME
Service charges and fees		913			860		932		952		946
Loan referral fees		—			—		—		—		—
Unrealized gain (loss) on equity securities, net		(439	)		16		1		2		9
Other income		853			682		473		486		257
Noninterest income, excluding BaaS program income and BaaS indemnification income		1,327			1,558		1,406		1,440		1,212
Servicing and other BaaS fees		1,539			1,419		1,043		1,044		1,525
Transaction and interchange fees		5,109			3,833		3,699		3,549		2,934
Reimbursement of expenses		646			1,026		812		565		857
BaaS program income		7,294			6,278		5,554		5,158		5,316
BaaS credit enhancements		31,268			53,648		62,097		70,108		60,826
BaaS fraud enhancements		2,804			1,993		5,043		2,084		1,784
BaaS indemnification income		34,072			55,641		67,140		72,192		62,610
Total noninterest income		42,693			63,477		74,100		78,790		69,138
NONINTEREST EXPENSE
Salaries and employee benefits		21,401			21,482		17,955		17,060		16,973
Occupancy		915			1,034		958		964		985
Data processing and software licenses		5,541			4,882		4,049		4,338		3,977
Legal and professional expenses		5,962			5,888		4,606		3,597		3,311
Point of sale expense		69			107		89		73		72
Excise taxes		681			722		778		762		(706	)
Federal Deposit Insurance Corporation (“FDIC”) assessments		790			755		750		740		690
Director and staff expenses		612			631		683		559		470
Marketing		50			50		28		67		14
Other expense		1,524			1,938		1,752		1,482		1,383
Noninterest expense, excluding BaaS loan and BaaS fraud expense		37,545			37,489		31,648		29,642		27,169
BaaS loan expense		32,483			32,507		30,720		32,698		29,011
BaaS fraud expense		2,804			1,993		5,043		2,084		1,784
BaaS loan and fraud expense		35,287			34,500		35,763		34,782		30,795
Total noninterest expense		72,832			71,989		67,411		64,424		57,964
Income before provision for income taxes		14,387			11,769		17,199		16,382		15,021
PROVISION FOR INCOME TAXES		3,359			2,039		3,832		2,926		3,425
NET INCOME	$	11,028		$	9,730	$	13,367	$	13,456	$	11,596
Basic earnings per common share	$	0.73		$	0.65	$	0.97	$	1.00	$	0.86
Diluted earnings per common share	$	0.71		$	0.63	$	0.94	$	0.97	$	0.84
Weighted average number of common shares outstanding:
Basic		15,033,296			14,962,507		13,828,605		13,447,066		13,412,667
Diluted		15,447,923			15,462,041		14,268,229		13,822,270		13,736,508

COASTAL FINANCIAL CORPORATION
AVERAGE BALANCES, YIELDS, AND RATES – QUARTERLY
(Dollars in thousands; unaudited)

	For the Three Months Ended
	June 30, 2025							March 31, 2025							June 30, 2024
	Average Balance			Interest & Dividends		Yield / Cost ⁽¹⁾		Average Balance			Interest & Dividends		Yield / Cost ⁽¹⁾		Average Balance			Interest & Dividends		Yield / Cost ⁽¹⁾
Assets
Interest earning assets:
Interest earning deposits with other banks	$	729,652		$	8,085	4.44	%	$	553,393		$	6,070	4.45	%	$	418,165		$	5,683	5.47	%
Investment securities, available for sale ⁽²⁾		35			—	—			37			1	10.96			43			—	—
Investment securities, held to maturity ⁽²⁾		46,256			626	5.43			47,154			649	5.58			49,737			686	5.55
Other investments		12,825			219	6.85			11,757			40	1.38			10,592			174	6.61
Loans receivable ⁽³⁾		3,567,823			98,867	11.11			3,511,724			98,147	11.33			3,258,042			90,879	11.22
Total interest earning assets		4,356,591			107,797	9.92			4,124,065			104,907	10.32			3,736,579			97,422	10.49
Noninterest earning assets:
Allowance for credit losses		(176,022	)						(170,542	)						(138,472	)
Other noninterest earning assets		298,698							296,993							255,205
Total assets	$	4,479,267						$	4,250,516						$	3,853,312

Liabilities and Shareholders’ Equity
Interest bearing liabilities:
Interest bearing deposits	$	3,369,574		$	30,400	3.62	%	$	3,166,384		$	28,185	3.61	%	$	2,854,575		$	30,578	4.31	%
FHLB advances and other borrowings		3			1	—			—			1	—			1,648			3	0.73
Subordinated debt		44,345			598	5.41			44,309			598	5.47			44,197			598	5.44
Junior subordinated debentures		3,592			61	6.81			3,592			61	6.89			3,590			71	7.95
Total interest bearing liabilities		3,417,514			31,060	3.65			3,214,285			28,845	3.64			2,904,010			31,250	4.33
Noninterest bearing deposits		562,174							543,784							584,661
Other liabilities		44,452							49,624							58,267
Total shareholders’ equity		455,127							442,823							306,374
Total liabilities and shareholders’ equity	$	4,479,267						$	4,250,516						$	3,853,312
Net interest income				$	76,737						$	76,062						$	66,172
Interest rate spread						6.27	%						6.68	%						6.16	%
Net interest margin ⁽⁴⁾						7.06	%						7.48	%						7.12	%

⁽¹⁾Yields and costs are annualized.
⁽²⁾For presentation in this table, average balances and the corresponding average rates for investment securities are based upon historical cost, adjusted for amortization of premiums and accretion of discounts.
⁽³⁾Includes loans held for sale and nonaccrual loans.
⁽⁴⁾Net interest margin represents net interest income divided by the average total interest earning assets.

COASTAL FINANCIAL CORPORATION
SELECTED AVERAGE BALANCES, YIELDS, AND RATES – BY SEGMENT – QUARTERLY
(Dollars in thousands; unaudited)

	For the Three Months Ended
	June 30, 2025						March 31, 2025						June 30, 2024
(dollars in thousands, unaudited)	Average Balance		Interest & Dividends		Yield / Cost ⁽¹⁾		Average Balance		Interest & Dividends		Yield / Cost ⁽¹⁾		Average Balance		Interest & Dividends		Yield / Cost ⁽¹⁾
Community Bank
Assets
Interest earning assets:
Loans receivable ⁽²⁾	$	1,879,331	$	30,603	6.53	%	$	1,881,636	$	30,292	6.53	%	$	1,895,699	$	30,741	6.52	%
Total interest earning assets		1,879,331		30,603	6.53			1,881,636		30,292	6.53			1,895,699		30,741	6.52
Liabilities
Interest bearing liabilities:
Interest bearing deposits		1,048,506		6,783	2.59	%		1,045,971		6,604	2.56	%		938,033		6,459	2.77	%
Intrabank liability		342,232		3,792	4.44			356,337		3,909	4.45			429,452		5,836	5.47
Total interest bearing liabilities		1,390,738		10,575	3.05			1,402,308		10,513	3.04			1,367,485		12,295	3.62
Noninterest bearing deposits		488,593						479,329						528,214
Net interest income			$	20,028					$	19,779					$	18,446
Net interest margin⁽³⁾					4.27	%					4.26	%					3.91	%

CCBX
Assets
Interest earning assets:
Loans receivable ⁽²⁾⁽⁴⁾	$	1,688,492	$	68,264	16.22	%	$	1,630,088	$	67,855	16.88	%	$	1,362,343	$	60,138	17.75	%
Intrabank asset		706,157		7,825	4.44			554,781		6,085	4.45			610,646		8,299	5.47
Total interest earning assets		2,394,649		76,089	12.74			2,184,869		73,940	13.72			1,972,989		68,437	13.95
Liabilities
Interest bearing liabilities:
Interest bearing deposits		2,321,068		23,617	4.08	%		2,120,413		21,581	4.13	%		1,916,542		24,119	5.06	%
Total interest bearing liabilities		2,321,068		23,617	4.08			2,120,413		21,581	4.13			1,916,542		24,119	5.06
Noninterest bearing deposits		73,581						64,455						56,447
Net interest income			$	52,472					$	52,359					$	44,318
Net interest margin⁽³⁾					8.79	%					9.72	%					9.03	%
Net interest margin, net of BaaS loan expense⁽⁵⁾					3.35	%					3.68	%					3.12	%

	For the Three Months Ended
	June 30, 2025						March 31, 2025							June 30, 2024
(dollars in thousands, unaudited)	Average Balance		Interest & Dividends		Yield / Cost ⁽¹⁾		Average Balance			Interest & Dividends		Yield / Cost ⁽¹⁾		Average Balance		Interest & Dividends		Yield / Cost ⁽¹⁾
Treasury & Administration
Assets
Interest earning assets:
Interest earning deposits with other banks	$	729,652	$	8,085	4.44	%	$	553,393		$	6,070	4.45	%	$	418,165	$	5,683	5.47	%
Investment securities, available for sale ⁽⁶⁾		35		—	—			37			1	10.96			43		—	3.13
Investment securities, held to maturity ⁽⁶⁾		46,256		626	5.43			47,154			649	5.58			49,737		686	5.55
Other investments		12,825		219	6.85			11,757			40	1.38			10,592		174	6.61
Total interest earning assets		788,768		8,930	4.54	%		612,341	—		6,760	4.48	%		478,537		6,543	5.50	%
Liabilities
Interest bearing liabilities:
FHLB advances and borrowings	$	3		1	—		$	—			1	—	%	$	1,648		3	0.73	%
Subordinated debt		44,345		598	5.41			44,309			598	5.47			44,197		598	5.44
Junior subordinated debentures		3,592		61	6.81			3,592			61	6.89			3,590		71	7.95
Intrabank liability, net ⁽⁷⁾		363,925		4,033	4.44			198,444			2,176	4.45			181,194		2,463	5.47
Total interest bearing liabilities		411,865		4,693	4.57			246,345			2,836	4.67			230,629		3,135	5.47
Net interest income			$	4,237						$	3,924					$	3,408
Net interest margin⁽³⁾					2.15	%						2.60	%					2.86	%

⁽¹⁾Yields and costs are annualized.
⁽²⁾Includes loans held for sale and nonaccrual loans.
⁽³⁾Net interest margin represents net interest income divided by the average total interest earning assets.
⁽⁴⁾CCBX yield does not include the impact of BaaS loan expense. BaaS loan expense represents the amount paid or payable to partners for credit enhancements, fraud enhancements and originating & servicing CCBX loans. See reconciliation of the non-GAAP measures at the end of this earnings release for the impact of BaaS loan expense on CCBX loan yield.
⁽⁵⁾Net interest margin, net of BaaS loan expense, includes the impact of BaaS loan expense. BaaS loan expense represents the amount paid or payable to partners for credit enhancements, fraud enhancements, originating & servicing CCBX loans. See reconciliation of the non-GAAP measures at the end of this earnings release.
⁽⁶⁾For presentation in this table, average balances and the corresponding average rates for investment securities are based upon historical cost, adjusted for amortization of premiums and accretion of discounts.
⁽⁷⁾Intrabank assets and liabilities are consolidated for period calculations and presented as intrabank asset, net or intrabank liability, net in the table above.

Non-GAAP Financial Measures

The Company uses certain non-GAAP financial measures to provide meaningful supplemental information regarding the Company’s operational performance and to enhance investors’ overall understanding of such financial performance.

However, these non-GAAP financial measures are supplemental and are not a substitute for an analysis based on GAAP measures. As other companies may use different calculations for these adjusted measures, this presentation may not be comparable to other similarly titled adjusted measures reported by other companies.

The following non-GAAP measures are presented to illustrate the impact of BaaS loan expense on net loan income and yield on loans and CCBX loans and the impact of BaaS loan expense on net interest income and net interest margin.

Loan income, net of BaaS loan expense, divided by average loans, is a non-GAAP measure that includes the impact BaaS loan expense on loan income and the yield on loans. The most directly comparable GAAP measure is yield on loans.

Net BaaS loan income divided by average CCBX loans is a non-GAAP measure that includes the impact BaaS loan expense on net BaaS loan income and the yield on CCBX loans. The most directly comparable GAAP measure is yield on CCBX loans.

Net interest income, net of BaaS loan expense, is a non-GAAP measure that includes the impact BaaS loan expense on net interest income. The most directly comparable GAAP measure is net interest income.

CCBX net interest margin, net of BaaS loan expense, is a non-GAAP measure that includes the impact of BaaS loan expense on net interest rate margin. The most directly comparable GAAP measure is CCBX net interest margin.

Reconciliations of the GAAP and non-GAAP measures are presented below.

CCBX	As of and for the Three Months Ended
(dollars in thousands; unaudited)	June 30 2025			March 31 2025			June 30 2024
Net BaaS loan income divided by average CCBX loans:
CCBX loan yield (GAAP)⁽¹⁾		16.22	%		16.88	%		17.75	%
Total average CCBX loans receivable	$	1,688,492		$	1,630,088		$	1,362,343
Interest and earned fee income on CCBX loans (GAAP)		68,264			67,855			60,138
BaaS loan expense		(32,483	)		(32,507	)		(29,011	)
Net BaaS loan income	$	35,781		$	35,348		$	31,127
Net BaaS loan income divided by average CCBX loans ⁽¹⁾		8.50	%		8.79	%		9.19	%
CCBX net interest margin, net of BaaS loan expense:
CCBX net interest margin ⁽¹⁾		8.79	%		9.72	%		9.03	%
CCBX earning assets		2,394,649			2,184,869			1,972,989
Net interest income (GAAP)		52,472			52,359			44,318
Less: BaaS loan expense		(32,483	)		(32,507	)		(29,011	)
Net interest income, net of BaaS loan expense	$	19,989		$	19,852		$	15,307
CCBX net interest margin, net of BaaS loan expense ⁽¹⁾		3.35	%		3.68	%		3.12	%

Consolidated	As of and for the Three Months Ended
(dollars in thousands; unaudited)	June 30 2025			March 31 2025			June 30 2024
Net interest margin, net of BaaS loan expense:
Net interest margin ⁽¹⁾		7.06	%		7.48	%		7.12	%
Earning assets		4,356,591			4,124,065			3,736,579
Net interest income (GAAP)		76,737			76,062			66,172
Less: BaaS loan expense		(32,483	)		(32,507	)		(29,011	)
Net interest income, net of BaaS loan expense	$	44,254		$	43,555		$	37,161
Net interest margin, net of BaaS loan expense ⁽¹⁾		4.07	%		4.28	%		4.00	%
Loan income net of BaaS loan expense divided by average loans:
Loan yield (GAAP)⁽¹⁾		11.11	%		11.33	%		11.22	%
Total average loans receivable	$	3,567,823		$	3,511,724		$	3,258,042
Interest and earned fee income on loans (GAAP)		98,867			98,147			90,879
BaaS loan expense		(32,483	)		(32,507	)		(29,011	)
Net loan income	$	66,384		$	65,640		$	61,868
Loan income, net of BaaS loan expense, divided by average loans ⁽¹⁾		7.46	%		7.58	%		7.64	%

⁽¹⁾ Annualized calculations for periods presented.

The following non-GAAP measure is presented to illustrate the impact of BaaS loan expense, BaaS fraud expense and reimbursement of expenses (BaaS) on noninterest expense. Certain noninterest expenses are reimbursed by our CCBX partners. In accordance with GAAP we recognize all expenses in noninterest expense and the reimbursement of expenses from our CCBX partner in noninterest income. This non-GAAP measure shows the portion of noninterest expenses that are reimbursed by partners to assist the understanding of how the increases in noninterest expense are related to expenses incurred for and reimbursed by CCBX partner. The most comparable GAAP measure is noninterest expense.

	As of and for the Three Months Ended
(dollars in thousands, unaudited)	June 30, 2025		March 31, 2025		June 30, 2024
Noninterest expense, net of reimbursement of expenses (BaaS)
Noninterest expense (GAAP)	$	72,832	$	71,989	$	57,964
Less: BaaS loan expense		32,483		32,507		29,011
Less: BaaS fraud expense		2,804		1,993		1,784
Less: Reimbursement of expenses		646		1,026		857
Noninterest expense, net of BaaS loan expense, BaaS fraud expense and reimbursement of expenses	$	36,899	$	36,463	$	26,312

APPENDIX A –
As of June 30, 2025

Industry Concentration

We have a diversified loan portfolio, representing a wide variety of industries. Our major categories of loans are commercial real estate, consumer and other loans, residential real estate, commercial and industrial, and construction, land and land development loans. Together they represent $3.55 billion in outstanding loan balances. When combined with $1.93 billion in unused commitments the total of these categories is $5.48 billion.

Commercial real estate loans represent the largest segment of our loans, comprising 37.0% of our total balance of outstanding loans as of June 30, 2025. Unused commitments to extend credit represents an additional $30.1 million, and the combined total in commercial real estate loans represents $1.34 billion, or 24.5% of our total outstanding loans and loan commitments.

The following table summarizes our loan commitment by industry for our commercial real estate portfolio as of June 30, 2025:

(dollars in thousands; unaudited)	Outstanding Balance		Available Loan Commitments		Total Outstanding Balance & Available Commitment		% of Total Loans (Outstanding Balance & Available Commitment)		Average Loan Balance		Number of Loans
Apartments	$	362,315	$	2,889	$	365,204	6.7	%	$	3,814	95
Hotel/Motel		154,877		1,073		155,950	2.8			6,734	23
Convenience Store		135,118		546		135,664	2.5			2,290	59
Office		119,622		6,666		126,288	2.3			1,375	87
Warehouse		102,688		—		102,688	1.9			1,770	58
Retail		93,552		836		94,388	1.7			936	100
Mixed use		93,455		5,287		98,742	1.8			1,126	83
Mini Storage		73,695		7,272		80,967	1.5			3,685	20
Strip Mall		43,468		—		43,468	0.8			6,210	7
Manufacturing		35,274		570		35,844	0.7			1,306	27
Groups < 0.70% of total		96,818		4,938		101,756	1.8			1,226	79
Total	$	1,310,882	$	30,077	$	1,340,959	24.5	%	$	2,055	638

Consumer loans comprise 34.7% of our total balance of outstanding loans as of June 30, 2025. Unused commitments to extend credit represents an additional $746.8 million, and the combined total in consumer and other loans represents $1.98 billion, or 36.1% of our total outstanding loans and loan commitments. The $746.8 million in commitments is subject to CCBX partner/portfolio maximum limits. As illustrated in the table below, our CCBX partners bring in a large number of mostly smaller dollar loans, resulting in an average consumer loan balance of just $900. CCBX consumer loans are underwritten to CCBX credit standards and underwriting of these loans is regularly tested, including quarterly testing for partners with portfolio balances greater than $10.0 million.

The following table summarizes our loan commitment by industry for our consumer and other loan portfolio as of June 30, 2025:

(dollars in thousands; unaudited)	Outstanding Balance		Available Loan Commitments ⁽¹⁾		Total Outstanding Balance & Available Commitment ⁽¹⁾		% of Total Loans (Outstanding Balance & Available Commitment)		Average Loan Balance		Number of Loans
CCBX consumer loans
Credit cards	$	533,925	$	702,611	$	1,236,536	22.6	%	$	1.6	337,749
Installment loans		671,089		30,817		701,906	12.8			0.8	796,927
Lines of credit		676		14		690	0.0			0.9	715
Other loans		14,556		—		14,556	0.3			0.1	240,653
Community bank consumer loans
Installment loans		738		2		740	0.0			30.8	24
Lines of credit		178		339		517	0.0			5.7	31
Other loans		11,314		13,000		24,314	0.4			32.6	347
Total	$	1,232,476	$	746,783	$	1,979,259	36.1	%	$	0.9	1,376,446

⁽¹⁾Total exposure on CCBX loans is subject to CCBX partner/portfolio maximum limits.

Residential real estate loans comprise 12.2% of our total balance of outstanding loans as of June 30, 2025. Unused commitments to extend credit represents an additional $557.7 million, which is subject to partner/portfolio maximum limits, and the combined total in residential real estate loans represents $991.3 million, or 18.1% of our total outstanding loans and loan commitments.

The following table summarizes our loan commitment by industry for our residential real estate loan portfolio as of June 30, 2025:

(dollars in thousands; unaudited)	Outstanding Balance		Available Loan Commitments ⁽¹⁾		Total Outstanding Balance & Available Commitment ⁽¹⁾		% of Total Loans (Outstanding Balance & Available Commitment)		Average Loan Balance		Number of Loans
CCBX residential real estate loans
Home equity line of credit	$	234,786	$	509,297	$	744,083	13.6	%	$	27	8,735
Community bank residential real estate loans
Closed end, secured by first liens		162,205		1,064		163,269	3.0			554	293
Home equity line of credit		30,328		46,270		76,598	1.4			122	249
Closed end, second liens		6,311		1,073		7,384	0.1			218	29
Total	$	433,630	$	557,704	$	991,334	18.1	%	$	47	9,306

⁽¹⁾Total exposure on CCBX loans is subject to CCBX partner/portfolio maximum limits. CCBX home equity lines of credit are limited to a $375.0 million portfolio maximum.

Commercial and industrial loans comprise 10.6% of our total balance of outstanding loans as of June 30, 2025. Unused commitments to extend credit represents an additional $527.8 million, and the combined total in commercial and industrial loans represents $903.6 million, or 16.5% of our total outstanding loans and loan commitments. Included in commercial and industrial loans is $199.7 million in outstanding capital call lines, with an additional $438.4 million in available loan commitments which is limited to a $350.0 million portfolio maximum. Capital call lines are provided to venture capital firms through one of our CCBX BaaS clients. These loans are secured by the capital call rights and are individually underwritten to the Bank’s credit standards and the underwriting is reviewed by the Bank on every capital call line.

The following table summarizes our loan commitment by industry for our commercial and industrial loan portfolio as of June 30, 2025:

(dollars in thousands; unaudited)	Outstanding Balance		Available Loan Commitments ⁽¹⁾		Total Outstanding Balance & Available Commitment ⁽¹⁾		% of Total Loans (Outstanding Balance & Available Commitment)		Average Loan Balance		Number of Loans
CCBX C&I loans
Capital call lines	$	199,675	$	438,391	$	638,066	11.6	%	$	1,597	125
Retail and other loans		26,142		23,001		49,143	0.9			9	2,915
Community bank C&I loans
Construction/Contractor services		30,449		32,173		62,622	1.1			154	198
Financial institutions		51,768		—		51,768	0.9			4,314	12
Medical / Dental / Other care		5,496		3,683		9,179	0.2			423	13
Manufacturing		5,325		3,976		9,301	0.2			140	38
Groups < 0.20% of total		56,888		26,593		83,481	1.6			228	250
Total	$	375,743	$	527,817	$	903,560	16.5	%	$	106	3,551

⁽¹⁾ Total exposure on CCBX loans is subject to CCBX partner/portfolio maximum limits.

Construction, land and land development loans comprise 5.5% of our total balance of outstanding loans as of June 30, 2025. Unused commitments to extend credit represents an additional $70.0 million, and the combined total in construction, land and land development loans represents $264.2 million, or 4.8% of our total outstanding loans and loan commitments.

The following table details our loan commitment for our construction, land and land development portfolio as of June 30, 2025:

(dollars in thousands; unaudited)	Outstanding Balance		Available Loan Commitments		Total Outstanding Balance & Available Commitment		% of Total Loans (Outstanding Balance & Available Commitment)		Average Loan Balance		Number of Loans
Commercial construction	$	104,078	$	48,309	$	152,387	2.8	%	$	7,434	14
Residential construction		39,831		17,340		57,171	1.0			2,655	15
Developed land loans		22,875		604		23,479	0.4			1,271	18
Undeveloped land loans		20,067		748		20,815	0.4			1,338	15
Land development		7,299		3,048		10,347	0.2			811	9
Total	$	194,150	$	70,049	$	264,199	4.8	%	$	2,735	71

Exposure and risk in our construction, land and land development portfolio increased compared to recent periods as indicated in the following table:

	Outstanding Balance as of
(dollars in thousands; unaudited)	June 30, 2025		March 31, 2025		December 31, 2024		September 30, 2024		June 30, 2024
Commercial construction	$	104,078	$	96,716	$	83,216	$	97,792	$	110,372
Residential construction		39,831		39,375		40,940		35,822		34,652
Undeveloped land loans		20,067		16,684		8,665		8,606		8,372
Developed land loans		22,875		7,788		8,305		14,863		13,954
Land development		7,299		5,988		7,072		5,968		5,714
Total	$	194,150	$	166,551	$	148,198	$	163,051	$	173,064

Commitments to extend credit total $1.93 billion at June 30, 2025, however we do not anticipate our customers using the $1.93 billion that is showing as available due to CCBX partner and portfolio limits.

The following table presents outstanding commitments to extend credit as of June 30, 2025:

Consolidated
(dollars in thousands; unaudited)	As of June 30, 2025 (1)
Commitments to extend credit:
Commercial and industrial loans	$	89,426
Commercial and industrial loans – capital call lines		438,391
Construction – commercial real estate loans		52,709
Construction – residential real estate loans		17,340
Residential real estate loans		557,704
Commercial real estate loans		30,077
Credit cards		702,611
Consumer and other loans		44,172
Total commitments to extend credit	$	1,932,430

⁽¹⁾Total exposure on CCBX loans is subject to CCBX partner/portfolio maximum limits.

We have individual CCBX partner portfolio limits with our each of our partners to manage loan concentration risk, liquidity risk, and counter-party partner risk. For example, as of June 30, 2025, capital call lines outstanding balance totaled $199.7 million and, while commitments totaled $438.4 million, the commitments are limited to a maximum of $350.0 million by agreement with the partner. If a CCBX partner goes over their individual limit, it would be a breach of their contract and the Bank may impose penalties and would have the choice to fund or not fund the loan.

See the table below for CCBX portfolio maximums and related available commitments:

CCBX
(dollars in thousands; unaudited)	Balance			Percent of CCBX loans receivable		Available Commitments ⁽¹⁾		Maximum Portfolio Size		Cash Reserve/Pledge Account Amount ⁽²⁾
Commercial and industrial loans:
Capital call lines	$	199,675		11.9	%	$	438,391	$	350,000	$	—
All other commercial & industrial loans		26,142		1.6			23,001		471,186		531
Real estate loans:
Home equity lines of credit ⁽³⁾		234,786		14.0			509,297		375,000		36,469
Consumer and other loans:
Credit cards – cash secured		364					—				—
Credit cards – unsecured		533,561					702,611				30,827
Credit cards – total		533,925		31.8			702,611		850,000		30,827
Installment loans – cash secured		128,861					30,817				—
Installment loans – unsecured		542,228					—				(38	)
Installment loans – total		671,089		39.8			30,817		1,818,619		(38	)
Other consumer and other loans		15,232		0.9			14		5,195		275
Gross CCBX loans receivable		1,680,849		100.0	%	$	1,704,131	$	3,870,000	$	68,064
Net deferred origination fees		(569	)
Loans receivable	$	1,680,280

(1) Remaining commitment available, net of outstanding balance.
(2) Balances are as of July 8, 2025.
(3) These home equity lines of credit are secured by residential real estate and are accessed by using a credit card, but are classified as 1-4 family residential properties per regulatory guidelines.

APPENDIX B –
As of June 30, 2025

CCBX – BaaS Reporting Information

During the quarter ended June 30, 2025, $31.3 million was recorded in BaaS credit enhancements related to the provision for credit losses – loans and reserve for unfunded commitments for CCBX partner loans and negative deposit accounts. Agreements with our CCBX partners provide for a credit enhancement provided by the partner which protects the Bank by indemnifying or reimbursing incurred losses. In accordance with accounting guidance, we estimate and record a provision for expected losses for these CCBX loans, unfunded commitments, negative deposit accounts and accrued interest receivable on some CCBX partner loans. When the provision for credit losses – loans and provision for unfunded commitments is recorded, a credit enhancement asset is also recorded on the balance sheet through noninterest income (BaaS credit enhancements) in recognition of the CCBX partner legal commitment to indemnify or reimburse losses. The credit enhancement asset is relieved as credit enhancement payments and recoveries are received from the CCBX partner or taken from the partner’s cash reserve account. Agreements with our CCBX partners also provide protection to the Bank from fraud by indemnifying or reimbursing incurred fraud losses. BaaS fraud includes non-credit fraud losses on loans and deposits originated through partners, generally fraud losses related to loans are comprised primarily of first payment defaults. Fraud losses are recorded when incurred as losses in noninterest expense, and the enhancement received from the CCBX partner is recorded in noninterest income, resulting in a net impact of zero to the income statement. Many CCBX partners also pledge a cash reserve account at the Bank which the Bank can collect from when losses occur that is then replenished by the partner on a regular interval. Although agreements with our CCBX partners provide for credit enhancements that provide protection to the Bank from credit and fraud losses by indemnifying or reimbursing incurred credit and fraud losses, if our partner is unable to fulfill their contracted obligation then the bank would be exposed to additional loan and deposit losses if the cash flows on the loans were not sufficient to fund the reimbursement of loan losses, as a result of this counterparty risk. If a CCBX partner does not replenish their cash reserve account the Bank may consider an alternative plan for funding the cash reserve. This may involve the possibility of adjusting the funding amounts or timelines to better align with the partner’s specific situation. If a mutually agreeable funding plan is not agreed to, the Bank could declare the agreement in default, take over servicing and cease paying the partner for servicing the loan and providing credit enhancements. The Bank would evaluate any remaining credit enhancement asset from the CCBX partner in the event the partner failed to determine if a write-off is appropriate. If a write-off occurs, the Bank would retain the full yield and any fee income on the loan portfolio going forward, and our BaaS loan expense would decrease once default occurred and payments to the CCBX partner were stopped.

The Bank records contractual interest earned from the borrower on CCBX partner loans in interest income, adjusted for origination costs which are paid or payable to the CCBX partner. BaaS loan expense represents the amount paid or payable to partners for credit and fraud enhancements and originating and servicing CCBX loans. To determine net revenue (Net BaaS loan income) earned from CCBX loan relationships, the Bank takes BaaS loan interest income and deducts BaaS loan expense to arrive at Net BaaS loan income (a reconciliation of the non-GAAP measures are set forth in the preceding section of this earnings release) which can be compared to interest income on the Company’s community bank loans.

The following table illustrates how CCBX partner loan income and expenses are recorded in the financial statements:

Loan income and related loan expense	Three Months Ended
(dollars in thousands; unaudited)	June 30, 2025			March 31, 2025			June 30, 2024
Yield on loans ⁽¹⁾		16.22	%		16.88	%		17.75	%
BaaS loan interest income	$	68,264		$	67,855		$	60,138
Less: BaaS loan expense		32,483			32,507			29,011
Net BaaS loan income ⁽²⁾	$	35,781		$	35,348		$	31,127
Net BaaS loan income divided by average BaaS loans ⁽¹⁾⁽²⁾		8.50	%		8.79	%		9.19	%

(1) Annualized calculation for quarterly periods shown.
(2) A reconciliation of the non-GAAP measures are set forth in the preceding section of this earnings release.

An increase in average CCBX loans receivable resulted in increased interest income on CCBX loans during the quarter ended June 30, 2025 compared to the quarter ended March 31, 2025. Our strategy is to optimize the CCBX loan portfolio and strengthen our balance sheet through originating higher quality new loans with enhanced credit standards. These higher quality loans tend to have lower stated rates and expected losses than some of our CCBX loans historically. Current loan sales and new loan growth are at more similar interest rates compared to prior periods when we were selling loans with higher risk and higher interest rates and replacing them with higher quality lower interest rate loans. We continue to reposition ourselves by managing CCBX credit and concentration levels in an effort to optimize our loan portfolio and also generate off balance sheet fee income. Growth in CCBX loans has resulted in an increase in interest income for the quarter ended June 30, 2025 compared to the quarter ended June 30, 2024.

The following tables are a summary of the interest components, direct fees and expenses of BaaS for the periods indicated and are not inclusive of all income and expense related to BaaS.

Interest income	Three Months Ended
(dollars in thousands; unaudited)	June 30, 2025		March 31, 2025		June 30, 2024
Loan interest income	$	68,264	$	67,855	$	60,138
Total BaaS interest income	$	68,264	$	67,855	$	60,138

Interest expense	Three Months Ended
(dollars in thousands; unaudited)	June 30, 2025		March 31, 2025		June 30, 2024
BaaS interest expense	$	23,617	$	21,581	$	24,119
Total BaaS interest expense	$	23,617	$	21,581	$	24,119

BaaS income	Three Months Ended
(dollars in thousands; unaudited)	June 30, 2025		March 31, 2025		June 30, 2024
BaaS program income:
Servicing and other BaaS fees	$	1,539	$	1,419	$	1,525
Transaction and interchange fees		5,109		3,833		2,934
Reimbursement of expenses		646		1,026		857
Total BaaS program income		7,294		6,278		5,316
BaaS indemnification income:
BaaS credit enhancements		31,268		53,648		60,826
BaaS fraud enhancements		2,804		1,993		1,784
BaaS indemnification income		34,072		55,641		62,610
Total noninterest BaaS income	$	41,366	$	61,919	$	67,926

Servicing and other BaaS fees increased $120,000 and transaction and interchange fees increased $1.3 million in the quarter ended June 30, 2025 compared to the quarter ended March 31, 2025. We expect servicing and other BaaS fees to be higher when we are bringing new partners on and then to decrease when transaction and interchange fees increase as partner activity grows and contracted minimum fees are replaced with these recurring fees when they exceed the minimum fees. Increases in BaaS reimbursement of fees offsets increases in noninterest expense from BaaS expenses covered by CCBX partners. Transaction and interchange fees for the quarter ended June 30, 2025 includes $504,000 in nonrecurring revenue.

BaaS loan and fraud expense:	Three Months Ended
(dollars in thousands; unaudited)		June 30, 2025		March 31, 2025		June 30, 2024
BaaS loan expense	$	32,483	$	32,507	$	29,011
BaaS fraud expense		2,804		1,993		1,784
Total BaaS loan and fraud expense	$	35,287	$	34,500	$	30,795

Infographics accompanying this announcement are available at

https://www.globenewswire.com/NewsRoom/AttachmentNg/6d139571-0367-4331-b052-e1609dd3796f
https://www.globenewswire.com/NewsRoom/AttachmentNg/7fef1877-3f7a-47cc-99fa-0bcdfb00de42

The MIL Network –

July 30, 2025

MIL-OSI New Zealand: Rural News – Farm confidence surges after tough years – Federated Farmers

Source: Federated Farmers

Lower interest rates, strong dairy and meat prices, and Government cuts to excessive red tape have delivered a big lift in farmer confidence.

Federated Farmers’ latest six-monthly Farm Confidence Survey shows the rural mood has improved significantly this year, rebounding from record lows 12 months ago.

“Farming families have been through some really tough years recently and that’s weighed heavily on our rural communities,” Federated Farmers president Wayne Langford says.

“For the last few seasons, we’ve been farming with sky-high interest rates, rising on-farm costs, fluctuating incomes, and a web of red tape that felt near impossible to navigate.

“It’s great to see our July survey showing many farmers are feeling a whole lot more positive, thanks to better returns, lower interest rates, and easing inflation.

“We’ve also seen a Government that’s been willing to work with farmers and scrap some of the most unworkable, impractical rules that were killing the rural economy.”

Langford says lifting farmers’ confidence has been his number one focus since stepping into the role as president and he’s taken that responsibility seriously.

“We took a long hard look at what was concerning farmers the most back in 2023 and came out with 12 key policy changes for the next government to implement.

“We called it a ‘roadmap for restoring farmer confidence’ and we’ve been absolutely relentless in pursuing the changes we knew would make the biggest difference behind the farm gate.

“That list included fixing unworkable freshwater rules, getting RMA reform right, urgently reviewing our methane reduction targets, and rethinking the rules for carbon forestry.

“The Government has really listened to farmers, got stuck in making some much-needed changes, and they’ve essentially ticked 11 of those 12 policy priorities off the list.”

The Farm Confidence survey found farmer perceptions of current economic conditions have risen to their highest level in almost a decade.

A net 33% of respondents believe conditions are currently good, a dramatic turnaround from the record low of -66% just a year ago, and up from 2% in January this year.

Meanwhile, current farm profitability has reached its highest level ever recorded in the survey, with a net 65% of farmers feeling confident about profitability – up 12 points since January.

Langford says it’s important to note that not all farmers are feeling positive, with arable farmers in particular continuing to face significant headwinds and challenges.

“Many arable farmers aren’t even breaking even, and let’s not forget the farmers in Nelson Tasman who are facing a very long recovery after the recent flooding.”

The survey found that while confidence in current conditions is high, the forward-looking indicators have started to soften.

A net 6% of farmers expect economic conditions to improve over the next 12 months – still in positive territory, but well down from 23% in January.

Future profitability expectations are also softer, sitting at a net 18%, down from 31% earlier this year.

The dairy sector led the decline, with expectations dropping 32 points, likely due to concerns about poorer milk prices, while meat and wool remains most upbeat.

“There’s still plenty of uncertainty on the horizon,” Langford says.

“Commodity price volatility, arable sector struggles, and global market jitters are making farmers a bit more cautious about what’s coming.”

Despite global uncertainty, farmers remain focused on strengthening their financial footing, with 43% planning to reduce debt in the next 12 months, almost double from a year ago.

“Farmers are using the breathing room from lower interest rates and improved profitability to pay down debt and build resilience. That’s smart business,” Langford says.

The survey also found hiring challenges have eased slightly, with a net 14% of farmers reporting difficulty recruiting staff in the past six months – the most favourable result since 2012.

“Immigration settings have improved and that’s helping farmers get the skilled and motivated people we need,” Langford says.

The results show rural mental health has been continuously improving too, moving from a net 52% negative in January 2023, to net 26% positive in July 2025.

When asked about their biggest concerns, regulation and compliance costs remain the number one concern, followed by climate change policy and the Emissions Trading Scheme in second, and local government and rates in third.

In terms of what they want from central government, farmers are calling for a focus on fiscal policy, regulation and compliance costs, and the economy and business environment.

“This survey really highlights the progress we’ve made in just 12 months,” Langford says.

“Arable growers are still doing it tough, but there’s a noticeable lift in confidence across the board. That’s something that needs to be celebrated and built upon.

“Federated Farmers are getting some real traction now, but we’ve got to keep the foot down to make sure farmer confidence keeps climbing and the economy keeps growing.”

Full copy of Farm Confidence Survey report – https://www.fedfarm.org.nz/Web/Resources/Farmer-Confidence-Survey

MIL OSI New Zealand News –

July 27, 2025

MIL-OSI: Diginex Announces Execution of Warrants Agreement, Bonus Share Issuance and Cancelation of EGM

Source: GlobeNewswire (MIL-OSI)

LONDON, July 25, 2025 (GLOBE NEWSWIRE) — Diginex Limited (“Diginex” or the “Company”) (NASDAQ: DGNX), a leading provider of Sustainability RegTech solutions, today announced that on July 22, 2025 Rhino Ventures Limited exercised warrants, with an exercise price of $5.13 per share, to purchase 2,250,000 ordinary shares of Diginex. The total exercise price of US$11,542,500 has been delivered in full to the Company. The warrants exercised by Rhino Ventures Limited were due to expire on 23^rd July 2025.

The board of directors of Diginex (the “Board”) has determined to terminate its plans for an 8 shares for 1 share forward stock split in favour of a bonus share issuance which is expected to be declared and distributed during the third quarter of 2025. Accordingly, the Board has determined to cancel Diginex’s extraordinary general meeting that was scheduled to take place on July 29, 2025.

About Diginex

Diginex Limited (Nasdaq: DGNX; ISIN KYG286871044), headquartered in London, is a sustainable RegTech business that empowers businesses and governments to streamline ESG, climate, and supply chain data collection and reporting. The Company utilizes blockchain, AI, machine learning and data analysis technology to lead change and increase transparency in corporate regulatory reporting and sustainable finance. Diginex’s products and services solutions enable companies to collect, evaluate and share sustainability data through easy-to-use software.

The award-winning diginexESG platform supports 19 global frameworks, including GRI (the “Global Reporting Initiative”), SASB (the “Sustainability Accounting Standards Board”), and TCFD (the “Task Force on Climate-related Financial Disclosures”). Clients benefit from end-to-end support, ranging from materiality assessments and data management to stakeholder engagement, report generation and an ESG Ratings Support Service.

For more information, please visit the Company’s website:

https://www.diginex.com/.

Forward-Looking Statements
Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results disclosed in the Company’s filings with the SEC.

Diginex
Investor Relations
Email: ir@diginex.com

IR Contact – Europe
Anna Höffken
Phone: +49.40.609186.0
Email: diginex@kirchhoff.de

IR Contact – US
Jackson Lin
Lambert by LLYC
Phone: +1 (646) 717-4593
Email: jian.lin@llyc.global

IR Contact – Asia
Shelly Cheng
Strategic Financial Relations Ltd.
Phone: +852 2864 4857
Email: sprg_diginex@sprg.com.hk

The MIL Network –

July 26, 2025

MIL-OSI: Lakeland Financial Reports Record Second Quarter Performance; Net Income Grows by 20% to $27.0 Million, as Net Interest Income Expands by 14%

Source: GlobeNewswire (MIL-OSI)

WARSAW, Ind., July 25, 2025 (GLOBE NEWSWIRE) — Lakeland Financial Corporation (Nasdaq Global Select/LKFN), parent company of Lake City Bank, today reported record second quarter net income of $27.0 million for the three months ended June 30, 2025, which represents an increase of $4.4 million, or 20%, compared with net income of $22.5 million for the three months ended June 30, 2024. Diluted earnings per share were $1.04 for the second quarter of 2025 and increased $0.17, or 20%, compared to $0.87 for the second quarter of 2024. On a linked quarter basis, net income increased $6.9 million, or 34%, from $20.1 million. Diluted earnings per share increased $0.26, or 33%, from $0.78 on a linked quarter basis.

Pretax pre-provision earnings, which is a non-GAAP measure, were $35.9 million for the three months ended June 30, 2025, an increase of $528,000, or 1%, compared to $35.4 million for the three months ended June 30, 2024. Adjusted core operational profitability, a non-GAAP measure that excludes the impact of certain non-routine operating events that occurred during 2024, improved by $7.8 million, or 41%, from $19.2 million to $27.0 million for the three months ended June 30, 2024 and 2025, respectively.

The company further reported net income of $47.1 million for the six months ended June 30, 2025, versus $46.0 million for the comparable period of 2024, an increase of $1.1 million, or 2%. Diluted earnings per share also increased 2% to $1.82 for the six months ended June 30, 2025, versus $1.78 for the comparable period of 2024. Pretax pre-provision earnings were $67.0 million for the six months ended June 30, 2025, an increase of $2.2 million, or 3%, compared to $64.7 million for the six months ended June 30, 2024. Adjusted core operational profitability improved by $5.2 million, or 12%, from $41.8 million to $47.1 million for the six months ended June 30, 2024 and 2025, respectively.

“We are pleased to report strong earnings momentum for the second quarter of 2025, which has benefited from double digit growth of net interest income and contributed to good overall performance in the first half of 2025,” observed David M. Findlay, Chairman and CEO. “Importantly, our Lake City Bank Team continues to generate healthy loan and deposit growth. It’s been a rewarding first six months of 2025 with this strong financial performance, healthy balance sheet growth and continued success on the business development front for all of our revenue producing teams.”

Quarterly Financial Performance

Second Quarter 2025 versus Second Quarter 2024 highlights:

Return on average equity of 15.52%, compared to 14.19%
Return on average assets of 1.57%, compared to 1.37%
Tangible book value per share grew by $2.14, or 8%, to $27.48
Average loans grew by $194.8 million, or 4%, to $5.23 billion
Core deposits grew by $423.9 million, or 8%, to $6.03 billion
Net interest margin improved 25 basis points to 3.42% versus 3.17%
Net interest income increased by $6.6 million, or 14%
Provision expense of $3.0 million, compared to $8.5 million
Watch list loans as a percentage of total loans improved to 3.67% from 5.31%
Nonaccrual loans declined 46% to $30.6 million compared to $57.1 million
Common equity tier 1 capital ratio improved to 14.73%, compared to 14.28%
Total risk-based capital ratio improved to 15.86%, compared to 15.53%
Tangible capital ratio improved to 10.15%, compared to 9.91%
Average equity increased by $58.0 million, or 9%

Second Quarter 2025 versus First Quarter 2025 highlights:

Return on average equity of 15.52%, compared to 11.70%
Return on average assets of 1.57%, compared to 1.20%
Average loans grew by $43.7 million, or 1%, to $5.23 billion
Core deposits grew by $191.6 million, or 3%, to $6.03 billion
Net interest margin improved 2 basis points to 3.42% versus 3.40%
Net interest income increased by $2.0 million, or 4%
Pretax, pre-provision earnings increased $4.9 million, or 16%
Provision expense of $3.0 million, compared to $6.8 million
Nonaccrual loans declined 47% to $30.6 million compared to $57.4 million
Watch list loans as a percentage of total loans improved to 3.67% from 4.13%
Common equity tier 1 capital ratio of 14.73%, compared to 14.51%
Total risk-based capital ratio of 15.86%, compared to 15.77%
Tangible capital ratio of 10.15%, compared to 10.09%

Capital Strength

The company’s total capital as a percentage of risk-weighted assets improved to 15.86% at June 30, 2025, compared to 15.53% at June 30, 2024 and 15.77% at March 31, 2025. These capital levels significantly exceeded the 10.00% regulatory threshold required to be characterized as “well capitalized” and reflect the company’s robust capital base.

The company’s tangible common equity to tangible assets ratio, which is a non-GAAP financial measure, improved to 10.15% at June 30, 2025, compared to 9.91% at June 30, 2024 and 10.09% at March 31, 2025. Unrealized losses from available-for-sale investment securities were $185.3 million at June 30, 2025, compared to $194.9 million at June 30, 2024 and $188.3 million at March 31, 2025. Excluding the impact of accumulated other comprehensive income (loss) on tangible common equity and tangible assets, the company’s ratio of adjusted tangible common equity to adjusted tangible assets, a non-GAAP financial measure, was 12.17% at June 30, 2025, compared to 12.18% at June 30, 2024, and 12.19% at March 31, 2025.

As announced on July 8, 2025, the board of directors approved a cash dividend for the second quarter of $0.50 per share, payable on August 5, 2025, to shareholders of record as of July 25, 2025. The second quarter dividend per share represents a 4% increase from the $0.48 dividend per share paid for the second quarter of 2024.

The company utilized its share repurchase program during the second quarter of 2025 and repurchased 30,300 shares of its common stock for $1.7 million at a weighted average price per share of $55.94. The company has $28.3 million of remaining availability under the board-approved share repurchase program.

“Our capital position is strong and provides capacity for continued organic growth of our balance sheet as well as continued growth of our common stock dividend to shareholders,” stated Kristin L. Pruitt, President. “While we did utilize our share repurchase program during the second quarter, our priority for capital is to continue capital retention to support loan growth in our Indiana markets and provide for continued balance sheet growth opportunities.”

Loan Portfolio

Average total loans of $5.23 billion in the second quarter of 2025 increased $194.8 million, or 4%, from $5.03 billion for the second quarter of 2024 and increased $43.7 million, or 1%, from $5.19 billion for the first quarter of 2025. Average total loans for the six months ended June 30, 2025 were $5.21 billion, an increase of $205.0 million, or 4%, from $5.00 billion for the six months ended June 30, 2024.

Total loans, excluding deferred fees and costs, increased by $173.8 million, or 3%, from $5.06 billion as of June 30, 2024, to $5.23 billion as of June 30, 2025. The increase in loans occurred across much of the portfolio, with our commercial real estate and multi-family residential loan portfolio growing by $177.0 million, or 7%, our consumer 1-4 family mortgage loan portfolio growing by $46.2 million, or 10%, and our other consumer loan portfolio growing by $6.0 million, or 6%. These increases were offset by contractions to our commercial and industrial loan portfolio of $32.5 million, or 2%, and our agri-business and agricultural loan portfolio of $21.6 million, or 6%. On a linked quarter basis, total loans, excluding deferred fees and costs, increased by $3.4 million, or less than 1%, from $5.23 billion at March 31, 2025. The linked quarter increase was primarily a result of growth in total commercial real estate and multi-family residential loans of $59.6 million, or 2%, and growth in total consumer loans of $17.5 million, or 3%. This growth was offset by contractions in total agri-business and agricultural loans of $44.3 million, or 12%, and total commercial and industrial loans of $29.8 million, or 2%.

Commercial loan originations for the second quarter included approximately $390.0 million in loan originations, offset by approximately $404.0 million in commercial loan pay downs. Line of credit usage increased to 44% as of June 30, 2025, compared to 41% at June 30, 2024 and 43% as of March 31, 2025. Total available lines of credit contracted by $48.0 million, or 1%, as compared to a year ago, and line usage increased by $100.0 million, or 5%, over that period. The company has limited exposure to commercial office space borrowers, all of which are in the bank’s Indiana markets. Loans totaling $106.9 million for this sector represented 2% of total loans at June 30, 2025, an increase of $6.4 million, or 6%, from March 31, 2025. Commercial real estate loans secured by multi-family residential properties and secured by non-farm non-residential properties were approximately 221% of total risk-based capital at June 30, 2025.

“We are pleased that commercial line utilization continues to improve with a utilization rate of 44% at the end of the second quarter 2025,” added Findlay. “This marks the highest line utilization rate since 2020, and we are encouraged that borrower demand for working lines of capital has increased. During the second quarter, construction loans migrated as planned to the CRE multi-family segment. In addition, loan payoffs received during the second quarter impacted the owner occupied CRE and Agriculture segments.”

Diversified Deposit Base

The bank’s diversified deposit base has grown on a year-over-year basis and on a linked quarter basis.

(in thousands)	June 30, 2025				March 31, 2025				June 30, 2024
Retail	$	1,755,750	28.4	%	$	1,787,992	30.0	%	$	1,724,777	29.9	%
Commercial		2,256,620	36.6			2,336,910	39.2			2,150,127	37.3
Public funds		2,014,047	32.6			1,709,883	28.7			1,727,593	30.0
Core deposits		6,026,417	97.6			5,834,785	97.9			5,602,497	97.2
Brokered deposits		150,416	2.4			125,409	2.1			161,040	2.8
Total	$	6,176,833	100.0	%	$	5,960,194	100.0	%	$	5,763,537	100.0	%

Total deposits increased $413.3 million, or 7%, from $5.76 billion as of June 30, 2024, to $6.18 billion as of June 30, 2025. The increase in total deposits was driven by an increase in core deposits (which excludes brokered deposits) of $423.9 million, or 8%. Total core deposits at June 30, 2025 were $6.03 billion and represented 98% of total deposits, as compared to $5.60 billion and 97% of total deposits at June 30, 2024.

The increase in core deposits since June 30, 2024, reflects growth in all three core deposit segments. Public funds deposits grew annually by $286.5 million, or 17%, to $2.01 billion. Public funds deposits as a percentage of total deposits were 33%, up from 30% a year ago. Growth in public funds was positively impacted by the addition of new public funds customers in the Lake City Bank footprint, including their operating accounts. Commercial deposits grew annually by $106.5 million, or 5%, to $2.26 billion and remained at 37% as a percentage of total deposits. Retail deposits grew by $31.0 million, or 2%, to $1.76 billion. Retail deposits as a percentage of total deposits was 28% of total deposits, down from 30% a year ago.

On a linked quarter basis, total deposits increased $216.6 million, or 4%, from $5.96 billion at March 31, 2025, to $6.18 billion at June 30, 2025. Core deposits increased by $191.6 million, or 3%, while brokered deposits increased by $25.0 million, or 20%. The linked quarter growth in core deposits, was positively impacted by the addition of new public funds customers. Offsetting this increase was a decrease in commercial deposits of $80.3 million, or 3%, and a decrease in retail deposits of $32.2 million, or 2%.

Average total deposits were $6.10 billion for the second quarter of 2025, an increase of $276.5 million, or 5%, from $5.82 billion for the second quarter of 2024. Average interest-bearing deposits drove the increase in average total deposits and increased by $263.4 million, or 6%. Contributing to the overall growth of interest-bearing deposits was an increase to average interest-bearing checking accounts of $492.4 million, or 15%. Offsetting this increase was a reduction in average time deposits of $225.9 million, or 22%, and a decrease to average savings deposits of $3.2 million, or 1%. Average noninterest-bearing demand deposits increased by $13.2 million, or 1% to $1.2 billion.

On a linked quarter basis, average total deposits increased by $221.8 million, or 4%, from $5.87 billion for the first quarter of 2025 to $6.10 billion for the second quarter of 2025. Average interest bearing deposits drove the increase to total average deposits, which increased by $236.1 million, or 5%. Average interest bearing checking accounts were responsible for the increase, growing by $281.5 million, or 8%. Offsetting this increase were decreases to total average time deposits of $47.4 million, or 6%, and average noninterest bearing demand deposits decreased by $14.3 million, or 1%.

Checking account trends as of June 30, 2025 compared to June 30, 2024 include growth of $352.1 million, or 23%, in aggregate public fund checking account balances, growth of $93.4 million, or 5%, in aggregate commercial checking account balances, and growth of $52.2 million, or 6%, in aggregate retail checking account balances. The number of accounts has also grown for all three segments, with growth of 9% for public funds accounts, 2% for commercial accounts and 1% for retail accounts during the prior twelve months.

“Deposit growth is strong in many measurable ways. All deposit segments have grown on a year over year basis, and the bank continues to add new public fund customers and their operating accounts,” commented Lisa M. O’Neill, Executive Vice-President and Chief Financial Officer.

Deposits not covered by FDIC deposit insurance as a percentage of total deposits were 59% as of June 30, 2025, compared to 57% at March 31, 2025, and 58% at June 30, 2024, reflecting growth in public fund deposits over those periods. Deposits not covered by FDIC deposit insurance or the Indiana Public Deposit Insurance Fund, which insures public funds deposits in Indiana, were 27% of total deposits at June 30, 2025, compared to 29% at March 31, 2025, and 29% at June 30, 2024. At June 30, 2025, 98% of deposit accounts had deposit balances less than $250,000.

Net Interest Margin

Net interest margin was 3.42% for the second quarter of 2025, representing a 25 basis point increase from 3.17% for the second quarter of 2024. This improvement was driven by a reduction in the company’s funding costs, with interest expense as a percentage of average earning assets falling by 49 basis points from 2.90% for the second quarter of 2024 to 2.41% for the second quarter of 2025. Offsetting the decrease in funding costs was a decrease to earning asset yields of 24 basis points from 6.07% for the second quarter of 2024 to 5.83% for the second quarter of 2025. During the second quarter of 2025, the company recorded a prepayment fee of $541,000 from the early payment of a fixed rate commercial loan, which was recorded as part of interest income. The prepayment fee benefited net interest margin by 3 basis points for the second quarter. Excluding the impact of the prepayment penalty, net interest margin improved by 22 basis points. The easing of monetary policy by the Federal Reserve Bank, which began in September of 2024, drove the reduction in funding costs that provided for the net interest margin expansion through deposit repricing as compared to the prior year quarter.

Net interest margin expanded by 2 basis points to 3.42% for the second quarter of 2025, compared to 3.40% for the linked first quarter of 2025. Average earning asset yields increased by 6 basis points from 5.77% to 5.83% on a linked quarter basis and interest expense as a percentage of average earning assets increased 4 basis points from 2.37% to 2.41%. Excluding the impact of the prepayment penalty, net interest margin contracted by 1 basis point compared to the linked first quarter.

The cumulative loan beta for the current rate-easing cycle that began in September 2024 is 29% compared to the deposit beta of 50% and has resulted in net interest margin expansion which has benefited net interest income. Net interest income was $54.9 million for the second quarter of 2025, representing an increase of $6.6 million, or 14%, as compared to $48.3 million for the second quarter of 2024. On a linked quarter basis, net interest income increased $2.0 million, or 4%, from $52.9 million for the first quarter of 2025. Net interest income increased by $12.0 million, or 13%, from $95.7 million for the six months ended June 30, 2024, to $107.8 million for the six months ended June 30, 2025.

O’Neill noted, “We are pleased to report healthy net interest margin expansion of 25 basis points as compared to a year ago. In this higher-for-longer interest rate environment, we continue to benefit from fixed rate loan repricing and new loan origination activity. In addition, we are pleased that our core deposits represent 98% of our total funding needs compared to 97% a year ago. Core deposit growth has outpaced our loan growth in 2025, which has strengthened our liquidity position. We have begun to reinvest some maturing investment securities into higher yielding investment securities with short duration, which is also benefiting net interest margin.”

Asset Quality

The company recorded a provision for credit losses of $3.0 million in the second quarter of 2025, a decrease of $5.5 million as compared to $8.5 million in the second quarter of 2024. On a linked quarter basis, the provision expense decreased by $3.8 million, from $6.8 million for the first quarter of 2025. Provision expense for the second quarter and for the six months ended June 30, 2025, was primarily driven by an increase in the specific allocation for a previously disclosed $43.3 million nonperforming credit for an industrial company in Northern Indiana as well as loan growth. During the second quarter of 2025, the non-performing borrower reached an agreement to sell and liquidate the business to two unrelated entities. The transactions are expected to close in the third quarter of 2025. As a result of the pending sale and liquidation, the company recognized a charge off of $28.6 million during the second quarter, which was fully allocated at the time of the charge off. The company expects to collect the remainder of the outstanding principal balance from sale and liquidation proceeds and proceeds from the personal guarantee from the borrower.

The ratio of allowance for credit losses to total loans was 1.27% at June 30, 2025, down from 1.60% at June 30, 2024, and 1.77% at March 31, 2025. The decrease in the allowance coverage was due to a significant reduction of 46%, or $26.5 million, in nonaccrual loans, which were $30.6 million at June 30, 2025 versus $57.1 million at June 30, 2024. Net charge offs in the second quarter of 2025 were $28.9 million, compared to $949,000 in the second quarter of 2024 and $327,000 during the linked first quarter of 2025. Annualized net charge offs to average loans were 2.22% for the second quarter of 2025, compared to 0.08% for the second quarter of 2024 and 0.03% for the linked first quarter of 2025. Annualized net charge offs to average loans were 1.13% for the six months ended June 30, 2025 compared to 0.05% for the six months ended June 30, 2024.

Nonperforming assets decreased $26.5 million, or 46%, to $31.1 million as of June 30, 2025, versus $57.6 million as of June 30, 2024. On a linked quarter basis, nonperforming assets decreased $26.8 million, or 46%, compared to $57.9 million as of March 31, 2025. The ratio of nonperforming assets to total assets at June 30, 2025 decreased to 0.45% from 0.88% at June 30, 2024, and decreased from 0.84% at March 31, 2025.

Total individually analyzed and watch list loans decreased by $76.6 million, or 29%, to $191.6 million as of June 30, 2025, versus $268.3 million as of June 30, 2024. On a linked quarter basis, total individually analyzed and watch list loans decreased by $23.9 million, or 11%, from $215.6 million at March 31, 2025. Watch list loans as a percentage of total loans were 3.67% at June 30, 2025, a decrease of 164 basis points compared to 5.31% at June 30, 2024, and 46 basis points from 4.13% at March 31, 2025.

“We are pleased to have reached a resolution on the nonperforming loan that we have been working through for the past several quarters,” stated Findlay. “Importantly, our semi-annual loan portfolio reviews with all loan officers of the bank affirmed that asset quality is stable and that economic conditions in our footprint are contributing to new business development opportunities. We continue to monitor the impact of tariffs on our borrowers. It is too early to quantify the impact of U.S. trade policy on our borrowers’ businesses, although there appears to be less concern on the impact of tariffs that we heard from borrowing clients previously.”

Investment Portfolio Overview

Total investment securities were $1.13 billion at June 30, 2025, reflecting an increase of $5.5 million, or less than 1%, as compared to $1.12 billion at June 30, 2024. Investment securities represented 16% of total assets on June 30, 2025, as compared to 17% and June 30, 2024 and March 31, 2025. The company anticipates receiving principal and interest cash flows of approximately $54.5 million during the remainder of 2025 from the investment securities portfolio and plans to use that liquidity to fund loan growth as well as to fund reinvestments to the investment securities portfolio. Tax equivalent adjusted effective duration for the investment portfolio was 5.9 years at June 30, 2025, compared to 6.5 years at June 30, 2024 and unchanged from 5.9 years at March 31, 2025.

Noninterest Income

The company’s noninterest income decreased $9.0 million, or 44%, to $11.5 million for the second quarter of 2025, compared to $20.4 million for the second quarter of 2024. Noninterest income was elevated during the second quarter of 2024 as compared to the second quarter of 2025 as a result of the net gain on Visa shares of $9.0 million that was recorded in the second quarter of 2024. Adjusted core noninterest income, a non-GAAP financial measure that excludes the effect of the net gain on Visa shares and an insurance recovery, increased $58,000, or less than 1%, from $11.4 million during the second quarter of 2024. Bank owned life insurance income increased $150,000, or 17%, primarily as a result of increased general account bank owned life insurance income from the purchase of insurance policies during the second quarter of 2025. Mortgage banking income increased $101,000 due to growth in the company’s mortgage pipeline, which favorably impacted secondary market loan sale gains and mortgage rate lock income. Wealth advisory fees increased $70,000, or 3%, driven by continued growth in customers and assets under management. Investment brokerage fees increased $72,000, or 15%, due to increased volume and product mix. Offsetting these increases was a decrease to other income of $296,000, or 43%, primarily driven by reduced limited partnership investment income.

Noninterest income for the second quarter of 2025 increased by $558,000, or 5%, on a linked quarter basis from $10.9 million during the first quarter of 2025. Bank owned life insurance income increased $718,000, or 223%, primarily as a result of improved market performance of the bank’s variable owned life insurance policies and increased general account bank owned life insurance income from the purchase of insurance policies during the second quarter of 2025. Loan and service fee income increased $122,000, or 4%, from increased interchange fee income. Mortgage banking income increased $175,000, as a result of income derived from secondary mortgage sales and pipeline growth. Investment brokerage fees income increased $98,000, or 22%. Offsetting these increases was a decrease to other income of $460,000, or 54%, primarily a result of reduced limited partnership investment income. Wealth advisory fees, which benefited in the linked first quarter of 2025 from significant estate settlement fee income decreased $200,000, or 7%.

“The linked quarter improvement of noninterest income of 5% is encouraging as we continue to focus on growing our fee-based businesses,” noted Findlay. “We are particularly pleased with the continued growth of our Wealth Advisory Management area, which has recently added revenue generating employees in our footprint with a focus in Indianapolis. Assets under management in this area have reached nearly $3.0 billion at quarter end.”

Noninterest income decreased by $10.6 million, or 32%, to $22.4 million for the six months ended June 30, 2025, compared to $33.1 million for the prior year six-month period. Noninterest income was elevated during the first six months of 2024 as compared to the comparable period of 2025 primarily because of the net gain on Visa shares of $9.0 million and a $1.0 million insurance recovery. Adjusted core noninterest income, a non-GAAP financial measure that excludes the impact of these non-routine events, declined $626,000, or 3%, from $23.0 million for the six months ended June 30, 2024. Other income decreased $1.6 million, or 56%, as other income during the first six months of 2024 benefited from the $1.0 million insurance recovery. Reduced limited partnership investment income further contributed to the decline between the periods. Bank owned life insurance income decreased $564,000, or 29%, primarily as a result of reduced market performance from the bank’s variable bank owned life insurance policies, which correlate to returns in the equities markets. Offsetting these decreases were increases to wealth advisory fees of $482,000, or 10%, and service charges on deposit accounts of $104,000, or 2%. The increase in wealth advisory fees was primarily driven by continued growth in customers and assets under management.

Noninterest Expense

Noninterest expense decreased $2.9 million, or 9%, to $30.4 million for the second quarter of 2025, compared to $33.3 million during the second quarter of 2024. Noninterest expense was elevated during the second quarter of 2024 as compared to 2025 due to a $4.5 million accrual that was recorded from the resolution of a legal matter. Adjusted core noninterest expense, which excludes the impact of the legal accrual, increased $1.6 million, or 6%, from $28.8 million for the second quarter of 2024. Salaries and benefits expense increased by $938,000, or 6%. The primary drivers for the increase to salaries and benefits expense were increased salaries expense of $756,000 and increased health insurance expense of $127,000. Additionally, data processing fees and supplies expense increased $340,000, or 9%, from continued investment in customer-facing and operational technology solutions. Offsetting these increases were decreases to other expense of $3.8 million, or 62%, professional fees of $417,000, or 20%, and corporate and business development expense of $105,000, or 8%. The decrease to other expense was driven by the legal accrual recorded during the second quarter of 2024. The decrease to professional fees was primarily driven by reduced technology implementation consulting fees and swap collateral fees. Corporate and business development expense decreased primarily as a result of lower advertising expense.

On a linked quarter basis, noninterest expense decreased by $2.3 million, or 7%, from $32.8 million during the first quarter of 2025. The primary drivers for the decrease to noninterest expense was a decrease to salaries and employee benefits of $806,000, or 5%, due to a reduction in HSA contributions expense of $441,000, resulting from the timing of the annual employer contribution to employee accounts, and a reduction in performance-based compensation accruals. Professional fees decreased $674,000, or 28%, and were primarily driven by reduced technology implementation consulting fees and swap collateral interest expense. Other expense decreased $353,000, or 13%, as other expense was elevated in the linked first quarter of 2025 from the timing of semiannual director share awards. Corporate and business development expense decreased by $246,000, or 18%, due to reduced advertising expense, primarily driven by the timing of when advertisement television spots were purchased and utilized. Net occupancy expense decreased $233,000, or 12%, due to reductions in seasonal expenses. Data processing fees and supplies expense decreased $113,000, or 3%.

Noninterest expense decreased by $843,000, or 1%, for the six months ended June 30, 2025 to $63.2 million compared to $64.0 million for the six months ended June 30, 2024. Adjusted core noninterest expense, which excludes the impact of the $4.5 million legal accrual, increased $3.7 million, or 6%, from $59.5 million for the six months ended June 30, 2024. Salaries and benefits expense increased by $2.0 million, or 6%. Data processing fees and supplies and expense increased $766,000, or 10%. Net occupancy expense increased $289,000, or 8%, as a result of increased occupancy expense from the continued expansion of the company’s branch network and improvements to existing facilities. Offsetting these increases were decreases to other expense of $3.4 million, or 41%, and professional fees of $500,000, or 11%.

The company’s efficiency ratio was 45.9% for the second quarter of 2025, compared to 48.5% for the second quarter of 2024 and 51.4% for the linked first quarter of 2025. The company’s adjusted core efficiency ratio, a non-GAAP financial measure, was 48.2% for the second quarter of 2024.

The company’s efficiency ratio was 48.6% for the six months ended June 30, 2025, compared to 49.7% for the comparable period in 2024. The company’s adjusted core efficiency ratio was 50.1% for the six months ended June 30, 2024.

Findlay added, “We are pleased with the improvement in our efficiency ratio, which has benefited from strong core revenue growth of 10% on a year-over-year basis. Our growth in noninterest expense is focused on continued investments in human capital, technology solutions and organic expansion of our banking footprint, particularly in Indianapolis.”

Information regarding Lakeland Financial Corporation may be accessed on the home page of its subsidiary, Lake City Bank, at lakecitybank.com. The company’s common stock is traded on the Nasdaq Global Select Market under “LKFN.” Lake City Bank, a $7.0 billion bank headquartered in Warsaw, Indiana, was founded in 1872 and serves Central and Northern Indiana communities with 54 branch offices and a robust digital banking platform. Lake City Bank’s community banking model prioritizes building in-market long-term customer relationships while delivering technology-forward solutions for retail and commercial clients.

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,” “continue,” “plan,” “intend,” “estimate,” “may,” “will,” “would,” “could,” “should” or other similar expressions. The company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain and, accordingly, the reader is cautioned not to place undue reliance on any forward-looking statements made by the company. 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. Numerous factors could cause the company’s actual results to differ from those reflected in forward-looking statements, including the effects of economic, business and market conditions and changes, particularly in our Indiana market area, including prevailing interest rates and the rate of inflation; governmental trade, monetary and fiscal policies; the risks of changes in interest rates on the levels, composition and costs of deposits, loan demand and the values and liquidity of loan collateral, securities and other interest sensitive assets and liabilities; and changes in borrowers’ credit risks and payment behaviors, as well as those identified in the company’s filings with the Securities and Exchange Commission, including the company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.

LAKELAND FINANCIAL CORPORATION SECOND QUARTER 2025 FINANCIAL HIGHLIGHTS

	Three Months Ended									Six Months Ended
(Unaudited – Dollars in thousands, except per share data)	June 30,			March 31,			June 30,			June 30,			June 30,
END OF PERIOD BALANCES		2025			2025			2024			2025			2024
Assets	$	6,964,301		$	6,851,178		$	6,568,807		$	6,964,301		$	6,568,807
Investments		1,129,346			1,132,854			1,123,803			1,129,346			1,123,803
Loans		5,226,827			5,223,221			5,052,341			5,226,827			5,052,341
Allowance for Credit Losses		66,552			92,433			80,711			66,552			80,711
Deposits		6,176,833			5,960,194			5,763,537			6,176,833			5,763,537
Brokered Deposits		150,416			125,409			161,040			150,416			161,040
Core Deposits (1)		6,026,417			5,834,785			5,602,497			6,026,417			5,602,497
Total Equity		709,987			694,509			654,590			709,987			654,590
Goodwill Net of Deferred Tax Assets		3,803			3,803			3,803			3,803			3,803
Tangible Common Equity (2)		706,184			690,706			650,787			706,184			650,787
Adjusted Tangible Common Equity (2)		866,758			854,585			820,534			866,758			820,534
AVERAGE BALANCES
Total Assets	$	6,904,681		$	6,762,970		$	6,642,954		$	6,834,217		$	6,598,711
Earning Assets		6,570,607			6,430,804			6,295,281			6,501,092			6,256,105
Investments		1,125,597			1,136,404			1,118,776			1,130,970			1,138,639
Loans		5,229,646			5,185,918			5,034,851			5,207,903			5,002,935
Total Deposits		6,096,504			5,874,725			5,819,962			5,986,227			5,725,196
Interest Bearing Deposits		4,852,446			4,616,381			4,589,059			4,735,066			4,472,693
Interest Bearing Liabilities		4,886,943			4,716,465			4,666,136			4,802,175			4,599,136
Total Equity		696,976			696,053			638,999			696,517			642,003
INCOME STATEMENT DATA
Net Interest Income	$	54,876		$	52,875		$	48,296		$	107,751		$	95,712
Net Interest Income-Fully Tax Equivalent		55,986			53,983			49,493			109,970			98,176
Provision for Credit Losses		3,000			6,800			8,480			9,800			10,000
Noninterest Income		11,486			10,928			20,439			22,414			33,051
Noninterest Expense		30,432			32,763			33,333			63,195			64,038
Net Income		26,966			20,085			22,549			47,051			45,950
Pretax Pre-Provision Earnings (2)		35,930			31,040			35,402			66,970			64,725
PER SHARE DATA
Basic Net Income Per Common Share	$	1.05		$	0.78		$	0.88		$	1.83		$	1.79
Diluted Net Income Per Common Share		1.04			0.78			0.87			1.82			1.78
Cash Dividends Declared Per Common Share		0.50			0.50			0.48			1.00			0.96
Dividend Payout		48.08	%		64.10	%		55.17	%		54.95	%		53.93	%
Book Value Per Common Share (equity per share issued)	$	27.63		$	26.99		$	25.49		$	27.63		$	25.49
Tangible Book Value Per Common Share (2)		27.48			26.85			25.34			27.48			25.34
Market Value – High	$	62.39		$	71.77		$	66.62		$	71.77		$	73.22
Market Value – Low		50.00			58.24			57.59			50.00			57.59

	Three Months Ended									Six Months Ended
(Unaudited – Dollars in thousands, except per share data)	June 30,			March 31,			June 30,			June 30,			June 30,
KEY RATIOS		2025			2025			2024			2025			2024
Basic Weighted Average Common Shares Outstanding		25,707,233			25,714,818			25,678,231			25,711,004			25,667,647
Diluted Weighted Average Common Shares Outstanding		25,776,205			25,802,865			25,742,871			25,782,817			25,746,773
Return on Average Assets		1.57	%		1.20	%		1.37	%		1.39	%		1.40	%
Return on Average Total Equity		15.52			11.70			14.19			13.62			14.39
Average Equity to Average Assets		10.09			10.29			9.62			10.19			9.73
Net Interest Margin		3.42			3.40			3.17			3.41			3.16
Efficiency (Noninterest Expense/Net Interest Income plus Noninterest Income)		45.86			51.35			48.49			48.55			49.73
Loans to Deposits		84.62			87.64			87.66			84.62			87.66
Investment Securities to Total Assets		16.22			16.54			17.11			16.22			17.11
Tier 1 Leverage (3)		12.21			12.30			11.98			12.21			11.98
Tier 1 Risk-Based Capital (3)		14.73			14.51			14.28			14.73			14.28
Common Equity Tier 1 (CET1) (3)		14.73			14.51			14.28			14.73			14.28
Total Capital (3)		15.86			15.77			15.53			15.86			15.53
Tangible Capital (2)		10.15			10.09			9.91			10.15			9.91
Adjusted Tangible Capital (2)		12.17			12.19			12.18			12.17			12.18
ASSET QUALITY
Loans Past Due 30 – 89 Days	$	1,648		$	4,288		$	1,615		$	1,648		$	1,615
Loans Past Due 90 Days or More		7			7			26			7			26
Nonaccrual Loans		30,627			57,392			57,124			30,627			57,124
Nonperforming Loans		30,634			57,399			57,150			30,634			57,150
Other Real Estate Owned		284			284			384			284			384
Other Nonperforming Assets		183			193			90			183			90
Total Nonperforming Assets		31,101			57,876			57,624			31,101			57,624
Individually Analyzed Loans		52,069			81,346			78,533			52,069			78,533
Non-Individually Analyzed Watch List Loans		139,548			134,218			189,726			139,548			189,726
Total Individually Analyzed and Watch List Loans		191,617			215,564			268,259			191,617			268,259
Gross Charge Offs		29,111			508			1,076			29,619			1,580
Recoveries		230			181			127			411			319
Net Charge Offs/(Recoveries)		28,881			327			949			29,208			1,261
Net Charge Offs/(Recoveries) to Average Loans		2.22	%		0.03	%		0.08	%		1.13	%		0.05	%
Credit Loss Reserve to Loans		1.27			1.77			1.60			1.27			1.60
Credit Loss Reserve to Nonperforming Loans		217.25			161.04			141.23			217.25			141.23
Nonperforming Loans to Loans		0.59			1.10			1.13			0.59			1.13
Nonperforming Assets to Assets		0.45			0.84			0.88			0.45			0.88
Total Individually Analyzed and Watch List Loans to Total Loans		3.67	%		4.13	%		5.31	%		3.67	%		5.31	%


	Three Months Ended									Six Months Ended
(Unaudited – Dollars in thousands, except per share data)	June 30,			March 31,			June 30,			June 30,			June 30
KEY RATIOS		2025			2025			2024			2025			2024,
OTHER DATA
Full Time Equivalent Employees		675			647			653			675			653
Offices		54			54			53			54			53

(1	)	Core deposits equals deposits less brokered deposits.
(2	)	Non-GAAP financial measure – see “Reconciliation of Non-GAAP Financial Measures”.
(3	)	Capital ratios for June 30, 2025 are preliminary until the Call Report is filed.

CONSOLIDATED BALANCE SHEETS (in thousands, except share data)
	June 30, 2025			December 31, 2024
	(Unaudited)
ASSETS
Cash and due from banks	$	97,413		$	71,733
Short-term investments		212,767			96,472
Total cash and cash equivalents		310,180			168,205
Securities available-for-sale, at fair value		996,957			991,426
Securities held-to-maturity, at amortized cost (fair value of $107,979 and $113,107, respectively)		132,389			131,568
Real estate mortgage loans held-for-sale		1,637			1,700
Loans, net of allowance for credit losses of $66,552 and $85,960		5,160,275			5,031,988
Land, premises and equipment, net		61,449			60,489
Bank owned life insurance		127,399			113,320
Federal Reserve and Federal Home Loan Bank stock		21,420			21,420
Accrued interest receivable		29,109			28,446
Goodwill		4,970			4,970
Other assets		118,516			124,842
Total assets	$	6,964,301		$	6,678,374

LIABILITIES
Noninterest bearing deposits	$	1,261,740		$	1,297,456
Interest bearing deposits		4,915,093			4,603,510
Total deposits		6,176,833			5,900,966

Borrowings
Federal Home Loan Bank advance		1,200			0
Other borrowings		5,000				0
Total borrowings		6,200			0

Accrued interest payable		9,996			15,117
Other liabilities		61,285			78,380
Total liabilities		6,254,314			5,994,463

STOCKHOLDERS’ EQUITY
Common stock: 90,000,000 shares authorized, no par value
26,016,494 shares issued and 25,525,105 outstanding as of June 30, 2025
25,978,831 shares issued and 25,509,592 outstanding as of December 31, 2024		130,664			129,664
Retained earnings		757,739			736,412
Accumulated other comprehensive income (loss)		(161,121	)		(166,500		)
Treasury stock, at cost (491,389 shares and 469,239 shares as of June 30, 2025 and December 31, 2024, respectively)		(17,384	)		(15,754		)
Total stockholders’ equity		709,898			683,822
Noncontrolling interest		89			89
Total equity		709,987			683,911
Total liabilities and equity	$	6,964,301		$	6,678,374

CONSOLIDATED STATEMENTS OF INCOME (unaudited – in thousands, except share and per share data)
	Three Months Ended June 30,				Six Months Ended June 30,
		2025		2024		2025		2024
NET INTEREST INCOME
Interest and fees on loans
Taxable	$	84,418	$	84,226	$	166,158	$	166,268
Tax exempt		291		632		583		1,532
Interest and dividends on securities
Taxable		3,457		3,104		6,846		6,143
Tax exempt		3,917		3,932		7,827		7,879
Other interest income		2,302		1,842		3,426		2,948
Total interest income		94,385		93,736		184,840		184,770

Interest on deposits		39,111		44,363		75,569		85,527
Interest on short-term borrowings		398		1,077		1,520		3,531
Total interest expense		39,509		45,440		77,089		89,058

NET INTEREST INCOME		54,876		48,296		107,751		95,712

Provision for credit losses		3,000		8,480		9,800		10,000

NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES		51,876		39,816		97,951		85,712

NONINTEREST INCOME
Wealth advisory fees		2,667		2,597		5,534		5,052
Investment brokerage fees		550		478		1,002		1,000
Service charges on deposit accounts		2,827		2,806		5,601		5,497
Loan and service fees		3,006		3,048		5,890		5,900
Merchant and interchange fee income		854		892		1,676		1,755
Bank owned life insurance income		1,040		890		1,362		1,926
Interest rate swap fee income		20		0		20		0
Mortgage banking income (loss)		124		23		73		75
Net securities gains (losses)		0		0		0		(46	)
Net gain on Visa shares		0		9,011		0		9,011
Other income		398		694		1,256		2,881
Total noninterest income		11,486		20,439		22,414		33,051

NONINTEREST EXPENSE
Salaries and employee benefits		17,096		16,158		34,998		32,991
Net occupancy expense		1,747		1,698		3,727		3,438
Equipment costs		1,437		1,343		2,819		2,755
Data processing fees and supplies		4,152		3,812		8,417		7,651
Corporate and business development		1,160		1,265		2,566		2,646
FDIC insurance and other regulatory fees		839		816		1,639		1,605
Professional fees		1,706		2,123		4,086		4,586
Other expense		2,295		6,118		4,943		8,366
Total noninterest expense		30,432		33,333		63,195		64,038

INCOME BEFORE INCOME TAX EXPENSE		32,930		26,922		57,170		54,725
Income tax expense		5,964		4,373		10,119		8,775
NET INCOME	$	26,966	$	22,549	$	47,051	$	45,950

BASIC WEIGHTED AVERAGE COMMON SHARES		25,707,233		25,678,231		25,711,004		25,667,647

BASIC EARNINGS PER COMMON SHARE	$	1.05	$	0.88	$	1.83	$	1.79

DILUTED WEIGHTED AVERAGE COMMON SHARES		25,776,205		25,742,871		25,782,817		25,746,773

DILUTED EARNINGS PER COMMON SHARE	$	1.04	$	0.87	$	1.82	$	1.78

LAKELAND FINANCIAL CORPORATION LOAN DETAIL (unaudited, in thousands)

	June 30, 2025					March 31, 2025					June 30, 2024
Commercial and industrial loans:
Working capital lines of credit loans	$	717,484		13.7	%	$	716,522		13.7	%	$	697,754		13.8	%
Non-working capital loans		776,278		14.9			807,048		15.5			828,523		16.4
Total commercial and industrial loans		1,493,762		28.6			1,523,570		29.2			1,526,277		30.2

Commercial real estate and multi-family residential loans:
Construction and land development loans		552,998		10.6			623,905		12.0			658,345		13.0
Owner occupied loans		780,285		14.9			804,933		15.4			830,018		16.4
Nonowner occupied loans		869,196		16.6			852,033		16.3			762,365		15.1
Multifamily loans		477,910		9.1			339,946		6.5			252,652		5.0
Total commercial real estate and multi-family residential loans		2,680,389		51.2			2,620,817		50.2			2,503,380		49.5

Agri-business and agricultural loans:
Loans secured by farmland		150,934		2.9			156,112		3.0			161,410		3.2
Loans for agricultural production		188,501		3.6			227,659		4.3			199,654		4.0
Total agri-business and agricultural loans		339,435		6.5			383,771		7.3			361,064		7.2

Other commercial loans		95,442		1.8			94,927		1.8			96,703		1.9
Total commercial loans		4,609,028		88.1			4,623,085		88.5			4,487,424		88.8

Consumer 1-4 family mortgage loans:
Closed end first mortgage loans		273,287		5.2			265,855		5.1			259,094		5.1
Open end and junior lien loans		226,114		4.4			217,981		4.2			197,861		3.9
Residential construction and land development loans		16,667		0.3			16,359		0.3			12,952		0.3
Total consumer 1-4 family mortgage loans		516,068		9.9			500,195		9.6			469,907		9.3

Other consumer loans		103,880		2.0			102,254		1.9			97,895		1.9
Total consumer loans		619,948		11.9			602,449		11.5			567,802		11.2
Subtotal		5,228,976		100.0	%		5,225,534		100.0	%		5,055,226		100.0	%
Less: Allowance for credit losses		(66,552	)				(92,433	)				(80,711	)
Net deferred loan fees		(2,149	)				(2,313	)				(2,885	)
Loans, net	$	5,160,275				$	5,130,788				$	4,971,630

LAKELAND FINANCIAL CORPORATION DEPOSITS AND BORROWINGS (unaudited, in thousands)

	June 30, 2025		March 31, 2025		June 30, 2024
Noninterest bearing demand deposits	$	1,261,740	$	1,296,907	$	1,212,989
Savings and transaction accounts:
Savings deposits		283,976		293,768		283,809
Interest bearing demand deposits		3,841,703		3,554,310		3,274,179
Time deposits:
Deposits of $100,000 or more		584,165		602,577		776,314
Other time deposits		205,249		212,632		216,246
Total deposits	$	6,176,833	$	5,960,194	$	5,763,537
FHLB advances and other borrowings		6,200		108,200		55,000
Total funding sources	$	6,183,033	$	6,068,394	$	5,818,537

LAKELAND FINANCIAL CORPORATION AVERAGE BALANCE SHEET AND NET INTEREST ANALYSIS (UNAUDITED)

	Three Months Ended June 30, 2025							Three Months Ended March 31, 2025							Three Months Ended June 30, 2024
(fully tax equivalent basis, dollars in thousands)	Average Balance			Interest Income		Yield (1)/ Rate		Average Balance			Interest Income		Yield (1)/ Rate		Average Balance			Interest Income		Yield (1)/ Rate
Earning Assets
Loans:
Taxable (2)(3)	$	5,204,006		$	84,418	6.51	%	$	5,160,031		$	81,740	6.42	%	$	4,993,270		$	84,226	6.78	%
Tax exempt (1)		25,640			359	5.62			25,887			361	5.66			41,581			783	7.57
Investments: (1)
Securities		1,125,597			8,416	3.00			1,136,404			8,338	2.98			1,118,776			8,082	2.91
Short-term investments		2,832			28	3.97			2,964			28	3.83			2,836			35	4.96
Interest bearing deposits		212,532			2,274	4.29			105,518			1,096	4.21			138,818			1,807	5.24
Total earning assets	$	6,570,607		$	95,495	5.83	%	$	6,430,804		$	91,563	5.77	%	$	6,295,281		$	94,933	6.07	%
Less: Allowance for credit losses		(93,644	)						(87,477	)						(74,166	)
Nonearning Assets
Cash and due from banks		66,713							71,004							64,518
Premises and equipment		61,280							60,523							58,702
Other nonearning assets		299,725							288,116							298,619
Total assets	$	6,904,681						$	6,762,970						$	6,642,954

Interest Bearing Liabilities
Savings deposits	$	285,944		$	43	0.06	%	$	283,888		$	42	0.06	%	$	289,107		$	48	0.07	%
Interest bearing checking accounts		3,767,903			31,499	3.35			3,486,447			28,075	3.27			3,275,502			33,323	4.09
Time deposits:
In denominations under $100,000		208,770			1,745	3.35			212,934			1,832	3.49			217,146			1,871	3.47
In denominations over $100,000		589,829			5,824	3.96			633,112			6,509	4.17			807,304			9,121	4.54
Other short-term borrowings		33,297			398	4.79			99,830			1,122	4.56			77,077			1,077	5.62
Long-term borrowings		1,200			0	0.00			254			0	0.00			0			0	0.00
Total interest bearing liabilities	$	4,886,943		$	39,509	3.24	%	$	4,716,465		$	37,580	3.23	%	$	4,666,136		$	45,440	3.92	%
Noninterest Bearing Liabilities
Demand deposits		1,244,058							1,258,344							1,230,903
Other liabilities		76,704							92,108							106,916
Stockholders’ Equity		696,976							696,053							638,999
Total liabilities and stockholders’ equity	$	6,904,681						$	6,762,970						$	6,642,954
Interest Margin Recap
Interest income/average earning assets					95,495	5.83	%					91,563	5.77	%					94,933	6.07	%
Interest expense/average earning assets					39,509	2.41						37,580	2.37						45,440	2.90
Net interest income and margin				$	55,986	3.42	%				$	53,983	3.40	%				$	49,493	3.17	%

(1	)	Tax exempt income was converted to a fully taxable equivalent basis at a 21 percent tax rate. The tax equivalent rate for tax exempt loans and tax-exempt securities acquired after January 1, 1983, included the Tax Equity and Fiscal Responsibility Act of 1982 (“TEFRA”) adjustment applicable to nondeductible interest expenses. Taxable equivalent basis adjustments were $1.11 million, $1.11 million and $1.20 million in the three-month periods ended June 30, 2025, March 31, 2025, and June 30, 2024, respectively.
(2	)	Loan fees, which are immaterial in relation to total taxable loan interest income for the three-month periods ended June 30, 2025, March 31, 2025, and June 30, 2024, are included as taxable loan interest income.
(3	)	Nonaccrual loans are included in the average balance of taxable loans.

Reconciliation of Non-GAAP Financial Measures

Tangible common equity, adjusted tangible common equity, tangible assets, adjusted tangible assets, tangible book value per common share, tangible common equity to tangible assets, adjusted tangible common equity to adjusted tangible assets, and pretax pre-provision earnings are non-GAAP financial measures calculated based on GAAP amounts. Tangible common equity is calculated by excluding the balance of goodwill and other intangible assets from the calculation of equity, net of deferred tax. Tangible assets are calculated by excluding the balance of goodwill and other intangible assets from the calculation of total assets, net of deferred tax. Adjusted tangible assets and adjusted tangible common equity remove the fair market value adjustment impact of the available-for-sale investment securities portfolio in accumulated other comprehensive income (loss) (“AOCI”). Tangible book value per common share is calculated by dividing tangible common equity by the number of shares outstanding less true treasury stock. Pretax pre-provision earnings is calculated by adding net interest income to noninterest income and subtracting noninterest expense. Because not all companies use the same calculation of tangible common equity and tangible assets, this presentation may not be comparable to other similarly titled measures calculated by other companies. However, management considers these measures of the company’s value meaningful to understanding of the company’s financial information and performance.

A reconciliation of these non-GAAP financial measures is provided below (dollars in thousands, except per share data).

	Three Months Ended									Six Months Ended
	Jun. 30, 2025			Mar. 31, 2025			Jun. 30, 2024			Jun. 30, 2025			Jun. 30, 2024
Total Equity	$	709,987		$	694,509		$	654,590		$	709,987		$	654,590
Less: Goodwill		(4,970	)		(4,970	)		(4,970	)		(4,970	)		(4,970	)
Plus: DTA Related to Goodwill		1,167			1,167			1,167			1,167			1,167
Tangible Common Equity		706,184			690,706			650,787			706,184			650,787
Market Value Adjustment in AOCI		160,574			163,879			169,747			160,574			169,747
Adjusted Tangible Common Equity		866,758			854,585			820,534			866,758			820,534

Assets	$	6,964,301		$	6,851,178		$	6,568,807		$	6,964,301		$	6,568,807
Less: Goodwill		(4,970	)		(4,970	)		(4,970	)		(4,970	)		(4,970	)
Plus: DTA Related to Goodwill		1,167			1,167			1,167			1,167			1,167
Tangible Assets		6,960,498			6,847,375			6,565,004			6,960,498			6,565,004
Market Value Adjustment in AOCI		160,574			163,879			169,747			160,574			169,747
Adjusted Tangible Assets		7,121,072			7,011,254			6,734,751			7,121,072			6,734,751

Ending Common Shares Issued		25,697,093			25,727,393			25,679,066			25,697,093			25,679,066

Tangible Book Value Per Common Share	$	27.48		$	26.85		$	25.34		$	27.48		$	25.34

Tangible Common Equity/Tangible Assets		10.15	%		10.09	%		9.91	%		10.15	%		9.91	%
Adjusted Tangible Common Equity/Adjusted Tangible Assets		12.17	%		12.19	%		12.18	%		12.17	%		12.18	%

Net Interest Income	$	54,876		$	52,875		$	48,296		$	107,751		$	95,712
Plus: Noninterest Income		11,486			10,928			20,439			22,414			33,051
Minus: Noninterest Expense		(30,432	)		(32,763	)		(33,333	)		(63,195	)		(64,038	)
Pretax Pre-Provision Earnings	$	35,930		$	31,040		$	35,402		$	66,970		$	64,725

Adjusted core noninterest income, adjusted core noninterest expense, adjusted earnings before income taxes, core operational profitability, core operational diluted earnings per common share and adjusted core efficiency ratio are non-GAAP financial measures calculated based on GAAP amounts. These adjusted amounts are calculated by excluding the impact of the net gain on Visa shares, legal accrual and 2023 wire fraud loss insurance recoveries for the periods presented below. Management considers these measures of financial performance to be meaningful to understanding the company’s core business performance for these periods.

A reconciliation of these non-GAAP financial measures is provided below (dollars in thousands, except per share data).

	Three Months Ended									Six Months Ended
	Jun. 30, 2025			Mar. 31, 2025			Jun. 30, 2024			Jun. 30, 2025			Jun. 30, 2024
Noninterest Income	$	11,486		$	10,928		$	20,439		$	22,414		$	33,051
Less: Net Gain on Visa Shares		0			0			(9,011	)		0			(9,011	)
Less: Insurance Recovery		0			0			0			0			(1,000	)
Adjusted Core Noninterest Income	$	11,486		$	10,928		$	11,428		$	22,414		$	23,040

Noninterest Expense	$	30,432		$	32,763		$	33,333		$	63,195		$	64,038
Less: Legal Accrual		0			0			(4,537	)		0			(4,537	)
Adjusted Core Noninterest Expense	$	30,432		$	32,763		$	28,796		$	63,195		$	59,501

Earnings Before Income Taxes	$	32,930		$	24,240		$	26,922		$	57,170		$	54,725
Adjusted Core Impact:
Noninterest Income		0			0			(9,011	)		0			(10,011	)
Noninterest Expense		0			0			4,537			0			4,537
Total Adjusted Core Impact		0			0			(4,474	)		0			(5,474	)
Adjusted Earnings Before Income Taxes		32,930			24,240			22,448			57,170			49,251
Tax Effect		(5,964	)		(4,155	)		(3,261	)		(10,119	)		(7,414	)
Core Operational Profitability (1)	$	26,966		$	20,085		$	19,187		$	47,051		$	41,837

Diluted Earnings Per Common Share	$	1.04		$	0.78		$	0.87		$	1.82		$	1.78
Impact of Adjusted Core Items		0.00			0.00			(0.13	)		0.00			(0.16	)
Core Operational Diluted Earnings Per Common Share	$	1.04		$	0.78		$	0.74		$	1.82		$	1.62

Adjusted Core Efficiency Ratio		45.86	%		51.35	%		48.22	%		48.55	%		50.11	%

(1	)	Core operational profitability was $3.4 million lower than reported net income for the three months ended June 30, 2024 and $4.1 million lower for the six months ended June 30, 2024.

Contact Lisa M. O’Neill
Executive Vice President and Chief Financial Officer
(574) 267-9125
lisa.oneill@lakecitybank.com

The MIL Network –

July 25, 2025

MIL-OSI Europe: Written question – Non-compliance with legislation in relation to the project to construct photovoltaic plants in Granada’s Albaicín district, and its impacts – E-002781/2025

Source: European Parliament

Question for written answer E-002781/2025/rev.1
to the Commission
Rule 144
Lina Gálvez (S&D)

The Granada municipal council has approved a project to build three photovoltaic plants covering over 30 000 m² in Granada’s Albaicín district – more specifically, in the Alhambra, Generalife and Albaicín UNESCO World Heritage site as well as in the Darro valley, which is a Spanish Site of Cultural Interest.

This project affects the view of a World Heritage site (Alhambra, Generalife and Albaicín) and a Spanish Site of Cultural Interest (Darro valley), as well as their respective buffer zones.

In light of reports warning about the impact the project will have on an area at high risk of desertification, the damage it will cause to the surrounding landscape and the existence of a unique archaeological site in the same area:

1.Does the Commission believe that this project complies with EU legislation protecting cultural heritage, in particular the Council of Europe Landscape Convention (ETS 174) and environmental legislation?
2.What action could the Commission take to both ensure the project complies with EU rules safeguarding cultural heritage and landscapes of outstanding value, and review the legality of the project’s approval under the existing legal framework?

Submitted: 9.7.2025

Last updated: 25 July 2025

MIL OSI Europe News –

July 25, 2025

MIL-OSI: Southside Bancshares, Inc. Announces Financial Results for the Second Quarter Ended June 30, 2025

Source: GlobeNewswire (MIL-OSI)

Second quarter net income of $21.8 million;

Second quarter earnings per diluted common share of $0.72;

Tax-equivalent net interest margin⁽¹⁾linked quarter increased nine basis points to 2.95%;

Annualized return on second quarter average assets of 1.07%;

Annualized return on second quarter average tangible common equity of 14.38%⁽¹⁾; and

Nonperforming assets remain low at 0.39% of total assets.

TYLER, Texas, July 25, 2025 (GLOBE NEWSWIRE) — Southside Bancshares, Inc. (“Southside” or the “Company”) (NYSE: SBSI) today reported its financial results for the quarter ended June 30, 2025. Southside reported net income of $21.8 million for the three months ended June 30, 2025, a decrease of $2.9 million, or 11.6%, compared to $24.7 million for the same period in 2024. Earnings per diluted common share decreased $0.09, or 11.1%, to $0.72 for the three months ended June 30, 2025, from $0.81 for the same period in 2024. The annualized return on average shareholders’ equity for the three months ended June 30, 2025 was 10.73%, compared to 12.46% for the same period in 2024. The annualized return on average assets was 1.07% for the three months ended June 30, 2025, compared to 1.19% for the same period in 2024.

“We reported excellent financial results for the second quarter ended June 30, 2025, which included earnings per share of $0.72, a return on average assets of 1.07%, and a return on average tangible common equity of 14.38%,” stated Lee R. Gibson, Chief Executive Officer of Southside. “Linked quarter, the net interest margin⁽¹⁾ increased nine basis points to 2.95%, net interest income increased $414,000 to $54.3 million, and deposits net of public fund and brokered deposits increased $90.1 million. The linked quarter total loans increased $35 million, while average loans decreased $106 million due primarily to heavy payoffs during the first two months of the quarter. Total loan growth during the month of June was $104 million. Our loan pipeline is solid and we currently anticipate three to four percent loan growth for all of 2025. During the quarter we expensed $1.2 million related to the write-off and demolition of an existing branch that was replaced with a new building.”

Operating Results for the Three Months Ended June 30, 2025

Net income was $21.8 million for the three months ended June 30, 2025, compared to $24.7 million for the same period in 2024, a decrease of $2.9 million, or 11.6%. Earnings per diluted common share were $0.72 for the three months ended June 30, 2025, compared to $0.81 for the same period in 2024, a decrease of 11.1%. The decrease in net income was a result of increases in noninterest expense and provision for credit losses, partially offset by increases in net interest income and noninterest income and a decrease in income tax expense. Annualized returns on average assets and average shareholders’ equity for the three months ended June 30, 2025 were 1.07% and 10.73%, respectively, compared to 1.19% and 12.46%, respectively, for the three months ended June 30, 2024. Our efficiency ratio and tax-equivalent efficiency ratio⁽¹⁾ were 55.67% and 53.70%, respectively, for the three months ended June 30, 2025, compared to 54.90% and 52.71%, respectively, for the three months ended June 30, 2024, and 57.04% and 55.04%, respectively, for the three months ended March 31, 2025.

Net interest income for the three months ended June 30, 2025 was $54.3 million, an increase of $0.7 million, or 1.2%, compared to the same period in 2024. The increase in net interest income was due to decreases in the average rate paid on and average balance of our interest bearing liabilities, partially offset by decreases in the average yield of and average balance of our interest earning assets. Linked quarter, net interest income increased $0.4 million, or 0.8%, compared to $53.9 million for the three months ended March 31, 2025, due to the decrease in the average balance of interest bearing liabilities, the increase in the average yield on our interest earning assets and the decrease in the rate paid on interest bearing liabilities, partially offset by the decrease in the average balance of our interest earning assets.

Our net interest margin and tax-equivalent net interest margin⁽¹⁾ increased to 2.82% and 2.95%, respectively, for the three months ended June 30, 2025, compared to 2.74% and 2.87%, respectively, for the same period in 2024. Linked quarter, net interest margin and tax-equivalent net interest margin⁽¹⁾ increased from 2.74% and 2.86%, respectively, for the three months ended March 31, 2025.

Noninterest income was $12.1 million for the three months ended June 30, 2025, an increase of $0.6 million, or 5.1%, compared to $11.6 million for the same period in 2024. The increase was primarily due to a decrease in net loss on sale of securities available for sale (“AFS”) and increases in other noninterest income and trust fees, partially offset by a decrease in bank owned life insurance income (“BOLI”). On a linked quarter basis, noninterest income increased $1.9 million, or 18.8%, compared to the three months ended March 31, 2025. The increase was primarily due to an increase in other noninterest income, a decrease in net loss on sale of securities AFS, and increases in deposit services income, trust income and brokerage services income. The increase in other noninterest income was primarily due to an increase in swap fee income for the three months ended June 30, 2025.

Noninterest expense increased $3.5 million, or 9.8%, to $39.3 million for the three months ended June 30, 2025, compared to $35.8 million for the same period in 2024, primarily due to increases in other noninterest expense, professional fees and salaries and employee benefits expense. On a linked quarter basis, noninterest expense increased by $2.2 million, or 5.8%, compared to the three months ended March 31, 2025, due to increases in other noninterest expense and net occupancy expense. The increase in other noninterest expense was primarily due to a one-time charge of $1.2 million on the demolition of an old branch facility following completion of the new branch during the three months ended June 30, 2025.

Income tax expense decreased $0.5 million, or 9.5%, for the three months ended June 30, 2025, compared to the same period in 2024. On a linked quarter basis, income tax expense remained the same at $4.7 million. Our effective tax rate (“ETR”) increased slightly to 17.8% for the three months ended June 30, 2025, compared to 17.4% for the three months ended June 30, 2024, and decreased slightly from 18.0% for the three months ended March 31, 2025. The higher ETR for the three months ended June 30, 2025 compared to the same period in 2024, was primarily due to an increase in state income tax expense.

Operating Results for the Six Months Ended June 30, 2025

Net income was $43.3 million for the six months ended June 30, 2025, compared to $46.2 million for the same period in 2024, a decrease of $2.9 million, or 6.2%. Earnings per diluted common share were $1.42 for the six months ended June 30, 2025, compared to $1.52 for the same period in 2024, a decrease of 6.6%. The decrease in net income was a result of increases in noninterest expense and provision for credit losses, partially offset by increases in net interest income and noninterest income and a decrease in income tax expense. Returns on average assets and average shareholders’ equity for the six months ended June 30, 2025 were 1.05% and 10.65%, respectively, compared to 1.11% and 11.74%, respectively, for the six months ended June 30, 2024. Our efficiency ratio and tax-equivalent efficiency ratio⁽¹⁾ were 56.34% and 54.36%, respectively, for the six months ended June 30, 2025, compared to 56.41% and 54.11%, respectively, for the six months ended June 30, 2024.

Net interest income was $108.1 million for the six months ended June 30, 2025, compared to $107.0 million for the same period in 2024, an increase of $1.2 million, or 1.1%, due to decreases in the average rate paid on and average balance of our interest bearing liabilities, partially offset by the decrease in the average yield of interest earning assets.

Our net interest margin and tax-equivalent net interest margin⁽¹⁾ were 2.78% and 2.91%, respectively, for the six months ended June 30, 2025, compared to 2.73% and 2.87%, respectively, for the same period in 2024.

Noninterest income was $22.4 million for the six months ended June 30, 2025, an increase of $1.1 million, or 5.1%, compared to $21.3 million for the same period in 2024. The increase was primarily due to increases in trust fees, other noninterest income and gain on sale of loans, partially offset by a decrease in BOLI income.

Noninterest expense was $76.3 million for the six months ended June 30, 2025, compared to $72.6 million for the same period in 2024, an increase of $3.7 million, or 5.1%. The increase was primarily due to increases in other noninterest expense and professional fees, partially offset by a decrease in salaries and employee benefits expense.

Income tax expense decreased $0.4 million, or 4.0%, for the six months ended June 30, 2025, compared to the same period in 2024. Our ETR was approximately 17.9% and 17.6% for the six months ended June 30, 2025 and 2024, respectively. The higher ETR for the six months ended June 30, 2025, as compared to the same period in 2024, was primarily due to an increase in state income tax expense.

Balance Sheet Data

At June 30, 2025, Southside had $8.34 billion in total assets, compared to $8.52 billion at December 31, 2024 and $8.36 billion at June 30, 2024.

Loans at June 30, 2025 were $4.60 billion, an increase of $12.6 million, or 0.3%, compared to $4.59 billion at June 30, 2024. Linked quarter, loans increased $34.7 million, or 0.8%, due to increases of $28.8 million in commercial real estate loans, $12.3 million in construction loans and $9.0 million in commercial loans. These increases were partially offset by decreases of $7.5 million in municipal loans, $5.3 million in 1-4 family residential loans and $2.5 million in loans to individuals.

Securities at June 30, 2025 were $2.73 billion, an increase of $18.1 million, or 0.7%, compared to $2.71 billion at June 30, 2024. Linked quarter, securities decreased $6.2 million, or 0.2%, from $2.74 billion at March 31, 2025.

Deposits at June 30, 2025 were $6.63 billion, an increase of $136.0 million, or 2.1%, compared to $6.50 billion at June 30, 2024. Linked quarter, deposits increased $41.1 million, or 0.6%, from $6.59 billion at March 31, 2025.

At June 30, 2025, we had 178,970 total deposit accounts with an average balance of $34,000. Our estimated uninsured deposits were 38.5% of total deposits as of June 30, 2025. When excluding affiliate deposits (Southside-owned deposits) and public fund deposits (all collateralized), our total estimated deposits without insurance or collateral was 21.1% as of June 30, 2025. Our noninterest bearing deposits represent approximately 20.6% of total deposits. Linked quarter, our cost of interest bearing deposits decreased one basis point from 2.83% in the prior quarter to 2.82%. Linked quarter, our cost of total deposits remained at 2.26%.

Our cost of interest bearing deposits decreased 16 basis points, from 2.99% for the six months ended June 30, 2024, to 2.83% for the six months ended June 30, 2025. Our cost of total deposits decreased 11 basis points, from 2.37% for the six months ended June 30, 2024, to 2.26% for the six months ended June 30, 2025.

Capital Resources and Liquidity

Our capital ratios and contingent liquidity sources remain solid. During the second quarter ended June 30, 2025, we purchased 424,435 shares of the Company’s common stock at an average price of $28.13 per share, pursuant to our Stock Repurchase Plan. Under this plan, repurchases of our outstanding common stock may be carried out in open market purchases, privately negotiated transactions or pursuant to any trading plan that might be adopted in accordance with Rule 10b5-1 of The Securities Exchange Act of 1934, as amended. The Company has no obligation to repurchase any shares under the Stock Repurchase Plan and may modify, suspend or discontinue the plan at any time. Subsequent to June 30, 2025, and through July 23, 2025, we purchased 2,443 shares of common stock at an average price of $30.29 pursuant to the Stock Repurchase Plan.

As of June 30, 2025, our total available contingent liquidity, net of current outstanding borrowings, was $2.33 billion, consisting of FHLB advances, Federal Reserve Discount Window and correspondent bank lines of credit.

Asset Quality

Nonperforming assets at June 30, 2025 were $32.9 million, or 0.39% of total assets, an increase of $26.0 million, or 375.7%, compared to $6.9 million, or 0.08% of total assets, at June 30, 2024, due primarily to an increase of $27.4 million in restructured loans. The increase in restructured loans was due to the extension of maturity in the first quarter of 2025 on a $27.5 million commercial real estate loan to allow for an extended lease up period. Linked quarter, nonperforming assets increased $0.7 million, or 2.2%, from $32.2 million at March 31, 2025.

The allowance for loan losses totaled $44.4 million, or 0.97% of total loans, at June 30, 2025, compared to $44.6 million, or 0.98% of total loans, at March 31, 2025. The allowance for loan losses was $42.4 million, or 0.92% of total loans, at June 30, 2024. The increase in allowance as a percentage of total loans compared to June 30, 2024 was primarily due to an increase in economic uncertainty forecasted in the CECL model.

For the three months ended June 30, 2025, we recorded a provision for credit losses for loans of $0.7 million, compared to a reversal of provision of $0.9 million and a provision of $42,000 for the three months ended June 30, 2024 and March 31, 2025, respectively. Net charge-offs were $0.9 million for the three months ended June 30, 2025, compared to net charge-offs of $0.3 million for the three months ended June 30, 2024 and March 31, 2025. Net charge-offs were $1.2 million for the six months ended June 30, 2025, compared to net charge-offs of $0.6 million for the six months ended June 30, 2024.

We recorded a reversal of provision for credit losses on off-balance-sheet credit exposures of $19,000 for the three months ended June 30, 2025, compared to provision for losses on off-balance-sheet credit exposures of $0.4 million and $0.7 million for the three months ended June 30, 2024 and March 31, 2025, respectively. We recorded a provision for losses on off-balance-sheet credit exposures of $0.6 million for the six months ended June 30, 2025, compared to a reversal of provision for credit losses on off-balance-sheet credit exposures of $0.7 million for the six months ended June 30, 2024. The balance of the allowance for off-balance-sheet credit exposures was $3.8 million and $3.2 million at June 30, 2025 and 2024, respectively, and is included in other liabilities.

Dividend

Southside Bancshares, Inc. declared a second quarter cash dividend of $0.36 per share on May 8, 2025, which was paid on June 5, 2025, to all shareholders of record as of May 22, 2025.

_______________

(1)	Refer to “Non-GAAP Financial Measures” below and to “Non-GAAP Reconciliation” at the end of the financial statement tables in this Earnings Release for more information and for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

Conference Call

Southside’s management team will host a conference call to discuss its second quarter ended June 30, 2025 financial results on Friday, July 25, 2025 at 11:00 a.m. CDT. The conference call can be accessed by webcast, for listen-only mode, on the company website, https://investors.southside.com, under Events.

Those interested in participating in the question and answer session, or others who prefer to call-in, can register at https://register-conf.media-server.com/register/BIad8374913fda48e3a6a27e230e7c4225 to receive the dial-in number and unique code to access the conference call seamlessly. While not required, it is recommended that those wishing to participate, register 10 minutes prior to the conference call to ensure a more efficient registration process.

For those unable to attend the live event, a webcast recording will be available on the company website, https://investors.southside.com, for at least 30 days, beginning approximately two hours following the conference call.

Non-GAAP Financial Measures

Our accounting and reporting policies conform to generally accepted accounting principles (“GAAP”) in the United States and prevailing practices in the banking industry. However, certain non-GAAP measures are used by management to supplement the evaluation of our performance. These include the following fully taxable-equivalent measures (“FTE”): (i) Net interest income (FTE), (ii) net interest margin (FTE), (iii) net interest spread (FTE), and (iv) efficiency ratio (FTE), which include the effects of taxable-equivalent adjustments using a federal income tax rate of 21% to increase tax-exempt interest income to a tax-equivalent basis. Interest income earned on certain assets is completely or partially exempt from federal income tax. As such, these tax-exempt instruments typically yield lower returns than taxable investments.

Net interest income (FTE), net interest margin (FTE) and net interest spread (FTE). Net interest income (FTE) is a non-GAAP measure that adjusts for the tax-favored status of net interest income from certain loans and investments and is not permitted under GAAP in the consolidated statements of income. We believe that this measure is the preferred industry measurement of net interest income and that it enhances comparability of net interest income arising from taxable and tax-exempt sources. The most directly comparable financial measure calculated in accordance with GAAP is our net interest income. Net interest margin (FTE) is the ratio of net interest income (FTE) to average earning assets. The most directly comparable financial measure calculated in accordance with GAAP is our net interest margin. Net interest spread (FTE) is the difference in the average yield on average earning assets on a tax-equivalent basis and the average rate paid on average interest bearing liabilities. The most directly comparable financial measure calculated in accordance with GAAP is our net interest spread.

Efficiency ratio (FTE). The efficiency ratio (FTE) is a non-GAAP measure that provides a measure of productivity in the banking industry. This ratio is calculated to measure the cost of generating one dollar of revenue. The ratio is designed to reflect the percentage of one dollar which must be expended to generate that dollar of revenue. We calculate this ratio by dividing noninterest expense, excluding amortization expense on intangibles and certain nonrecurring expense by the sum of net interest income (FTE) and noninterest income, excluding net gain (loss) on sale of securities available for sale and certain nonrecurring impairments. The most directly comparable financial measure calculated in accordance with GAAP is our efficiency ratio.

These non-GAAP financial measures should not be considered alternatives to GAAP-basis financial statements and other bank holding companies may define or calculate these non-GAAP measures or similar measures differently. Whenever we present a non-GAAP financial measure in an SEC filing, we are also required to present the most directly comparable financial measure calculated and presented in accordance with GAAP and reconcile the differences between the non-GAAP financial measure and such comparable GAAP measure.

Management believes adjusting net interest income, net interest margin and net interest spread to a fully taxable-equivalent basis is a standard practice in the banking industry as these measures provide useful information to make peer comparisons. Tax-equivalent adjustments are reflected in the respective earning asset categories as listed in the “Average Balances with Average Yields and Rates” tables.

A reconciliation of our non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statement tables.

About Southside Bancshares, Inc.

Southside Bancshares, Inc. is a bank holding company with approximately $8.34 billion in assets as of June 30, 2025, that owns 100% of Southside Bank. Southside Bank currently has 53 branches in Texas and operates a network of 71 ATMs/ITMs.

To learn more about Southside Bancshares, Inc., please visit our investor relations website at https://investors.southside.com. Our investor relations site provides a detailed overview of our activities, financial information and historical stock price data. To receive email notification of company news, events and stock activity, please register on the website under Resources and Investor Email Alerts. Questions or comments may be directed to Lindsey Bailes at (903) 630-7965, or lindsey.bailes@southside.com.

Forward-Looking Statements

Certain statements of other than historical fact that are contained in this press release and in other written materials, documents and oral statements issued by or on behalf of the Company may be considered to be “forward-looking statements” within the meaning of and subject to the safe harbor protections of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not guarantees of future performance, nor should they be relied upon as representing management’s views as of any subsequent date. These statements may include words such as “expect,” “estimate,” “project,” “anticipate,” “appear,” “believe,” “could,” “should,” “may,” “might,” “will,” “would,” “seek,” “intend,” “probability,” “risk,” “goal,” “target,” “objective,” “plans,” “potential,” and similar expressions. Forward-looking statements are statements with respect to the Company’s beliefs, plans, expectations, objectives, goals, anticipations, assumptions, estimates, intentions and future performance and are subject to significant known and unknown risks and uncertainties, which could cause the Company’s actual results to differ materially from the results discussed in the forward-looking statements. For example, benefits of the Share Repurchase Plan, trends in asset quality, capital, liquidity, the Company’s ability to sell nonperforming assets, expense reductions, planned operational efficiencies and earnings from growth and certain market risk disclosures, including the impact of interest rates and our expectations regarding rate changes, tax reform, inflation, tariffs, the impacts related to or resulting from other economic factors are based upon information presently available to management and are dependent on choices about key model characteristics and assumptions and are subject to various limitations. By their nature, certain of the market risk disclosures are only estimates and could be materially different from what actually occurs in the future. Accordingly, our results could materially differ from those that have been estimated. The most significant factor that could cause future results to differ materially from those anticipated by our forward-looking statements include the ongoing impact of higher inflation levels, interest rate fluctuations, including the impact of changes in interest rates on our financial projections, models and guidance, and general economic and recessionary concerns, as well as the effects of declines in the real estate market, tariffs or trade wars (including reduced consumer spending, lower economic growth or recession, reduced demand for U.S. exports, disruptions to supply chains, and decreased demand for other banking products and services), high unemployment and increasing insurance costs, as well as the financial stress to borrowers as a result of the foregoing, all of which could impact economic growth and could cause a reduction in financial transactions and business activities, including decreased deposits and reduced loan originations, and our ability to manage liquidity in a rapidly changing and unpredictable market.

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 Annual Report on Form 10-K for the year ended December 31, 2024, under “Part I – Item 1. Forward Looking Information” and “Part I – Item 1A. Risk Factors” and in the Company’s other filings with the Securities and Exchange Commission. The Company disclaims any obligation to update any factors or to announce publicly the result of revisions to any of the forward-looking statements included herein to reflect future events or developments.

Southside Bancshares, Inc. Consolidated Financial Summary (Unaudited) (Dollars in thousands)

	As of
		2025						2024
	Jun 30,			Mar 31,			Dec 31,			Sep 30,			Jun 30,
ASSETS
Cash and due from banks	$	109,669		$	103,359		$	91,409		$	130,147		$	114,283
Interest earning deposits		260,357			293,364			281,945			333,825			272,469
Federal funds sold		20,069			34,248			52,807			22,325			65,244
Securities available for sale, at estimated fair value		1,457,124			1,457,939			1,533,894			1,408,437			1,405,944
Securities held to maturity, at net carrying value		1,272,906			1,278,330			1,279,234			1,288,403			1,305,975
Total securities		2,730,030			2,736,269			2,813,128			2,696,840			2,711,919
Federal Home Loan Bank stock, at cost		24,384			34,208			33,818			40,291			32,991
Loans held for sale		428			903			1,946			768			1,352
Loans		4,601,933			4,567,239			4,661,597			4,578,048			4,589,365
Less: Allowance for loan losses		(44,421	)		(44,623	)		(44,884	)		(44,276	)		(42,407	)
Net loans		4,557,512			4,522,616			4,616,713			4,533,772			4,546,958
Premises & equipment, net		147,263			142,245			141,648			138,811			138,489
Goodwill		201,116			201,116			201,116			201,116			201,116
Other intangible assets, net		1,333			1,531			1,754			2,003			2,281
Bank owned life insurance		138,826			137,962			138,313			137,489			136,903
Other assets		148,979			135,479			142,851			124,876			133,697
Total assets	$	8,339,966		$	8,343,300		$	8,517,448		$	8,362,263		$	8,357,702

LIABILITIES AND SHAREHOLDERS’ EQUITY
Noninterest bearing deposits	$	1,368,453		$	1,379,641		$	1,357,152		$	1,377,022		$	1,366,924
Interest bearing deposits		5,263,511			5,211,210			5,297,096			5,058,680			5,129,008
Total deposits		6,631,964			6,590,851			6,654,248			6,435,702			6,495,932
Other borrowings and Federal Home Loan Bank borrowings		611,367			691,417			808,352			865,856			763,700
Subordinated notes, net of unamortized debt issuance costs		92,115			92,078			92,042			92,006			91,970
Trust preferred subordinated debentures, net of unamortized debt issuance costs		60,277			60,276			60,274			60,273			60,272
Other liabilities		137,043			92,055			90,590			103,172			144,858
Total liabilities		7,532,766			7,526,677			7,705,506			7,557,009			7,556,732
Shareholders’ equity		807,200			816,623			811,942			805,254			800,970
Total liabilities and shareholders’ equity	$	8,339,966		$	8,343,300		$	8,517,448		$	8,362,263		$	8,357,702

Southside Bancshares, Inc. Consolidated Financial Summary (Unaudited) (Dollars in thousands)

	Three Months Ended
		2025						2024
	Jun 30,			Mar 31,			Dec 31,			Sep 30,			Jun 30,
Income Statement:
Total interest and dividend income	$	98,562		$	100,288		$	101,689		$	105,703		$	104,186
Total interest expense		44,296			46,436			47,982			50,239			50,578
Net interest income		54,266			53,852			53,707			55,464			53,608
Provision for (reversal of) credit losses		622			758			1,384			2,389			(485	)
Net interest income after provision for (reversal of) credit losses		53,644			53,094			52,323			53,075			54,093
Noninterest income
Deposit services		6,125			5,829			6,084			6,199			6,157
Net gain (loss) on sale of securities available for sale		—			(554	)		—			(1,929	)		(563	)
Gain (loss) on sale of loans		99			55			138			115			220
Trust fees		1,879			1,765			1,773			1,628			1,456
Bank owned life insurance		833			799			848			857			1,767
Brokerage services		1,219			1,120			1,054			1,068			1,081
Other		1,990			1,209			2,384			233			1,439
Total noninterest income		12,145			10,223			12,281			8,171			11,557
Noninterest expense
Salaries and employee benefits		22,272			22,382			22,960			22,233			21,984
Net occupancy		3,621			3,404			3,629			3,613			3,750
Advertising, travel & entertainment		950			924			884			734			795
ATM expense		405			378			378			412			368
Professional fees		1,401			1,520			1,645			1,206			1,075
Software and data processing		3,027			2,839			2,931			2,951			2,860
Communications		342			383			320			423			410
FDIC insurance		955			947			931			939			977
Amortization of intangibles		198			223			249			278			307
Other		6,086			4,089			4,232			3,543			3,239
Total noninterest expense		39,257			37,089			38,159			36,332			35,765
Income before income tax expense		26,532			26,228			26,445			24,914			29,885
Income tax expense		4,719			4,721			4,659			4,390			5,212
Net income	$	21,813		$	21,507		$	21,786		$	20,524		$	24,673

Common Share Data:
Weighted-average basic shares outstanding		30,234			30,390			30,343			30,286			30,280
Weighted-average diluted shares outstanding		30,308			30,483			30,459			30,370			30,312
Common shares outstanding end of period		30,082			30,410			30,379			30,308			30,261
Earnings per common share
Basic	$	0.72		$	0.71		$	0.72		$	0.68		$	0.81
Diluted		0.72			0.71			0.71			0.68			0.81
Book value per common share		26.83			26.85			26.73			26.57			26.47
Tangible book value per common share		20.10			20.19			20.05			19.87			19.75
Cash dividends paid per common share		0.36			0.36			0.36			0.36			0.36

Selected Performance Ratios:
Return on average assets		1.07	%		1.03	%		1.03	%		0.98	%		1.19	%
Return on average shareholders’ equity		10.73			10.57			10.54			10.13			12.46
Return on average tangible common equity ⁽¹⁾		14.38			14.14			14.12			13.69			16.90
Average yield on earning assets (FTE) ⁽¹⁾		5.25			5.23			5.24			5.51			5.45
Average rate on interest bearing liabilities		2.98			3.03			3.12			3.28			3.32
Net interest margin (FTE) ⁽¹⁾		2.95			2.86			2.83			2.95			2.87
Net interest spread (FTE) ⁽¹⁾		2.27			2.20			2.12			2.23			2.13
Average earning assets to average interest bearing liabilities		129.33			128.10			129.55			128.51			128.62
Noninterest expense to average total assets		1.92			1.78			1.80			1.73			1.72
Efficiency ratio (FTE) ⁽¹⁾		53.70			55.04			54.00			51.90			52.71

(1)	Refer to “Non-GAAP Reconciliation” at the end of the financial statement tables in this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

Southside Bancshares, Inc. Consolidated Financial Highlights (Unaudited) (Dollars in thousands)

	Three Months Ended
		2025						2024
	Jun 30,			Mar 31,			Dec 31,			Sep 30,			Jun 30,
Nonperforming Assets:	$	32,909		$	32,193		$	3,589		$	7,656		$	6,918
Nonaccrual loans		4,998			4,254			3,185			7,254			6,110
Accruing loans past due more than 90 days		—			—			—			—			—
Restructured loans		27,512			27,505			2			—			145
Other real estate owned		380			388			388			388			648
Repossessed assets		19			46			14			14			15

Asset Quality Ratios:
Ratio of nonaccruing loans to:
Total loans		0.11	%		0.09	%		0.07	%		0.16	%		0.13	%
Ratio of nonperforming assets to:
Total assets		0.39			0.39			0.04			0.09			0.08
Total loans		0.72			0.70			0.08			0.17			0.15
Total loans and OREO		0.72			0.70			0.08			0.17			0.15
Ratio of allowance for loan losses to:
Nonaccruing loans		888.78			1,048.97			1,409.23			610.37			694.06
Nonperforming assets		134.98			138.61			1,250.60			578.32			613.00
Total loans		0.97			0.98			0.96			0.97			0.92
Net charge-offs (recoveries) to average loans outstanding		0.08			0.03			0.08			0.04			0.02

Capital Ratios:
Shareholders’ equity to total assets		9.68			9.79			9.53			9.63			9.58
Common equity tier 1 capital		13.36			13.44			13.04			13.07			12.72
Tier 1 risk-based capital		14.41			14.49			14.07			14.12			13.76
Total risk-based capital		16.91			17.01			16.49			16.59			16.16
Tier 1 leverage capital		10.03			9.73			9.67			9.61			9.40
Period end tangible equity to period end tangible assets ⁽¹⁾		7.43			7.54			7.33			7.38			7.33
Average shareholders’ equity to average total assets		9.94			9.75			9.76			9.67			9.52

(1)	Refer to the “Non-GAAP Reconciliation” at the end of the financial statement tables in this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

Southside Bancshares, Inc. Consolidated Financial Highlights (Unaudited) (Dollars in thousands)

	Three Months Ended
		2025						2024
Loan Portfolio Composition	Jun 30,			Mar 31,			Dec 31,			Sep 30,			Jun 30,
Real Estate Loans:
Construction	$	470,380		$	458,101		$	537,827		$	585,817		$	546,040
1-4 Family Residential		736,108			741,432			740,396			755,406			738,037
Commercial		2,606,072			2,577,229			2,579,735			2,422,612			2,472,771
Commercial Loans		380,612			371,643			363,167			358,854			359,807
Municipal Loans		363,746			371,271			390,968			402,041			416,986
Loans to Individuals		45,015			47,563			49,504			53,318			55,724
Total Loans	$	4,601,933		$	4,567,239		$	4,661,597		$	4,578,048		$	4,589,365

Summary of Changes in Allowances:
Allowance for Securities Held to Maturity
Balance at beginning of period	$	64		$	—		$	—		$	—		$	—
Provision for (reversal of) securities held to maturity		(9	)		64			—			—			—
Balance at end of period	$	55		$	64		$	—		$	—		$	—

Allowance for Loan Losses
Balance at beginning of period	$	44,623		$	44,884		$	44,276		$	42,407		$	43,557
Loans charged-off		(1,194	)		(613	)		(1,232	)		(773	)		(721	)
Recoveries of loans charged-off		342			310			277			365			444
Net loans (charged-off) recovered		(852	)		(303	)		(955	)		(408	)		(277	)
Provision for (reversal of) loan losses		650			42			1,563			2,277			(873	)
Balance at end of period	$	44,421		$	44,623		$	44,884		$	44,276		$	42,407

Allowance for Off-Balance-Sheet Credit Exposures
Balance at beginning of period	$	3,793		$	3,141		$	3,320		$	3,208		$	2,820
Provision for (reversal of) off-balance-sheet credit exposures		(19	)		652			(179	)		112			388
Balance at end of period	$	3,774		$	3,793		$	3,141		$	3,320		$	3,208
Total Allowance for Credit Losses	$	48,250		$	48,480		$	48,025		$	47,596		$	45,615

Southside Bancshares, Inc. Consolidated Financial Highlights (Unaudited) (Dollars in thousands)

	Six Months Ended
	June 30,
		2025			2024
Income Statement:
Total interest and dividend income	$	198,850		$	206,944
Total interest expense		90,732			99,988
Net interest income		108,118			106,956
Provision for (reversal of) credit losses		1,380			(427	)
Net interest income after provision for (reversal of) credit losses		106,738			107,383
Noninterest income
Deposit services		11,954			12,142
Net gain (loss) on sale of securities available for sale		(554	)		(581	)
Gain (loss) on sale of loans		154			(216	)
Trust fees		3,644			2,792
Bank owned life insurance		1,632			2,551
Brokerage services		2,339			2,095
Other		3,199			2,498
Total noninterest income		22,368			21,281
Noninterest expense
Salaries and employee benefits		44,654			45,097
Net occupancy		7,025			7,112
Advertising, travel & entertainment		1,874			1,745
ATM expense		783			693
Professional fees		2,921			2,229
Software and data processing		5,866			5,716
Communications		725			859
FDIC insurance		1,902			1,920
Amortization of intangibles		421			644
Other		10,175			6,631
Total noninterest expense		76,346			72,646
Income before income tax expense		52,760			56,018
Income tax expense		9,440			9,834
Net income	$	43,320		$	46,184
Common Share Data:
Weighted-average basic shares outstanding		30,311			30,271
Weighted-average diluted shares outstanding		30,397			30,310
Common shares outstanding end of period		30,082			30,261
Earnings per common share
Basic	$	1.43		$	1.52
Diluted		1.42			1.52
Book value per common share		26.83			26.47
Tangible book value per common share		20.10			19.75
Cash dividends paid per common share		0.72			0.72

Selected Performance Ratios:
Return on average assets		1.05	%		1.11	%
Return on average shareholders’ equity		10.65			11.74
Return on average tangible common equity ⁽¹⁾		14.26			15.99
Average yield on earning assets (FTE) ⁽¹⁾		5.24			5.42
Average rate on interest bearing liabilities		3.01			3.27
Net interest margin (FTE) ⁽¹⁾		2.91			2.87
Net interest spread (FTE) ⁽¹⁾		2.23			2.15
Average earning assets to average interest bearing liabilities		128.71			128.16
Noninterest expense to average total assets		1.85			1.74
Efficiency ratio (FTE) ⁽¹⁾		54.36			54.11

(1)	Refer to “Non-GAAP Reconciliation” at the end of the financial statement tables in this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

Southside Bancshares, Inc. Consolidated Financial Highlights (Unaudited) (Dollars in thousands)

	Six Months Ended
	June 30,
		2025			2024
Nonperforming Assets:	$	32,909		$	6,918
Nonaccrual loans		4,998			6,110
Accruing loans past due more than 90 days		—			—
Restructured loans		27,512			145
Other real estate owned		380			648
Repossessed assets		19			15

Asset Quality Ratios:
Ratio of nonaccruing loans to:
Total loans		0.11	%		0.13	%
Ratio of nonperforming assets to:
Total assets		0.39			0.08
Total loans		0.72			0.15
Total loans and OREO		0.72			0.15
Ratio of allowance for loan losses to:
Nonaccruing loans		888.78			694.06
Nonperforming assets		134.98			613.00
Total loans		0.97			0.92
Net charge-offs (recoveries) to average loans outstanding		0.05			0.02

Capital Ratios:
Shareholders’ equity to total assets		9.68			9.58
Common equity tier 1 capital		13.36			12.72
Tier 1 risk-based capital		14.41			13.76
Total risk-based capital		16.91			16.16
Tier 1 leverage capital		10.03			9.40
Period end tangible equity to period end tangible assets ⁽¹⁾		7.43			7.33
Average shareholders’ equity to average total assets		9.84			9.43

(1)	Refer to the “Non-GAAP Reconciliation” at the end of the financial statement tables in this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

Southside Bancshares, Inc. Consolidated Financial Highlights (Unaudited) (Dollars in thousands)

	Six Months Ended
	June 30,
Loan Portfolio Composition		2025			2024
Real Estate Loans:
Construction	$	470,380		$	546,040
1-4 Family Residential		736,108			738,037
Commercial		2,606,072			2,472,771
Commercial Loans		380,612			359,807
Municipal Loans		363,746			416,986
Loans to Individuals		45,015			55,724
Total Loans	$	4,601,933		$	4,589,365

Summary of Changes in Allowances:
Allowance for Securities Held to Maturity
Balance at beginning of period	$	—		$	—
Provision for (reversal of) securities held to maturity		55			—
Balance at end of period	$	55		$	—

Summary of Changes in Allowances:
Allowance for Loan Losses
Balance at beginning of period	$	44,884		$	42,674
Loans charged-off		(1,807	)		(1,355	)
Recoveries of loans charged-off		652			791
Net loans (charged-off) recovered		(1,155	)		(564	)
Provision for (reversal of) loan losses		692			297
Balance at end of period	$	44,421		$	42,407

Allowance for Off-Balance-Sheet Credit Exposures
Balance at beginning of period	$	3,141		$	3,932
Provision for (reversal of) off-balance-sheet credit exposures		633			(724	)
Balance at end of period	$	3,774		$	3,208
Total Allowance for Credit Losses	$	48,250		$	45,615

The tables that follow show average earning assets and interest bearing liabilities together with the average yield on the earning assets and the average rate of the interest bearing liabilities for the periods presented. The interest and related yields presented are on a fully taxable-equivalent basis and are therefore non-GAAP measures. See “Non-GAAP Financial Measures” and “Non-GAAP Reconciliation” for more information.

Southside Bancshares, Inc. Average Balances and Average Yields and Rates (Annualized) (Unaudited) (Dollars in thousands)

	Three Months Ended
	June 30, 2025							March 31, 2025
	Average Balance			Interest		Average Yield/Rate ⁽³⁾		Average Balance			Interest		Average Yield/Rate ⁽³⁾
ASSETS
Loans ⁽¹⁾	$	4,519,668		$	67,798	6.02	%	$	4,625,902		$	68,160	5.98	%
Loans held for sale		1,108			16	5.79	%		752			11	5.93	%
Securities:
Taxable investment securities ⁽²⁾		735,669			6,205	3.38	%		749,155			6,363	3.44	%
Tax-exempt investment securities ⁽²⁾		1,130,903			10,351	3.67	%		1,134,590			10,253	3.66	%
Mortgage-backed and related securities ⁽²⁾		1,003,887			13,040	5.21	%		1,041,038			13,523	5.27	%
Total securities		2,870,459			29,596	4.14	%		2,924,783			30,139	4.18	%
Federal Home Loan Bank stock, at cost, and equity investments		31,169			524	6.74	%		43,285			483	4.53	%
Interest earning deposits		259,617			2,753	4.25	%		319,889			3,370	4.27	%
Federal funds sold		27,778			308	4.45	%		43,813			478	4.42	%
Total earning assets		7,709,799			100,995	5.25	%		7,958,424			102,641	5.23	%
Cash and due from banks		84,419							89,703
Accrued interest and other assets		452,573							457,948
Less: Allowance for loan losses		(44,747	)						(45,105	)
Total assets	$	8,202,044						$	8,460,970
LIABILITIES AND SHAREHOLDERS’ EQUITY
Savings accounts	$	596,125			1,451	0.98	%	$	593,953			1,429	0.98	%
Certificates of deposit		1,407,017			14,905	4.25	%		1,336,815			14,406	4.37	%
Interest bearing demand accounts		3,311,330			21,071	2.55	%		3,406,342			21,412	2.55	%
Total interest bearing deposits		5,314,472			37,427	2.82	%		5,337,110			37,247	2.83	%
Federal Home Loan Bank borrowings		394,119			3,721	3.79	%		614,897			5,837	3.85	%
Subordinated notes, net of unamortized debt issuance costs		92,097			935	4.07	%		92,060			932	4.11	%
Trust preferred subordinated debentures, net of unamortized debt issuance costs		60,276			1,015	6.75	%		60,275			1,014	6.82	%
Repurchase agreements		72,295			634	3.52	%		75,291			666	3.59	%
Other borrowings		28,022			564	8.07	%		33,061			740	9.08	%
Total interest bearing liabilities		5,961,281			44,296	2.98	%		6,212,694			46,436	3.03	%
Noninterest bearing deposits		1,339,463							1,334,933
Accrued expenses and other liabilities		85,827							88,450
Total liabilities		7,386,571							7,636,077
Shareholders’ equity		815,473							824,893
Total liabilities and shareholders’ equity	$	8,202,044						$	8,460,970
Net interest income (FTE)				$	56,699						$	56,205
Net interest margin (FTE)						2.95	%						2.86	%
Net interest spread (FTE)						2.27	%						2.20	%

(1)	Interest on loans includes net fees on loans that are not material in amount.
(2)	For the purpose of calculating the average yield, the average balance of securities do not include unrealized gains and losses on AFS securities.
(3)	Yield/rate includes the impact of applicable derivatives.

Note: As of June 30, 2025 and March 31, 2025, loans totaling $5.0 million and $4.3 million, respectively, were on nonaccrual status. Our policy is to reverse previously accrued but unpaid interest on nonaccrual loans; thereafter, interest income is recorded to the extent received when appropriate.

Southside Bancshares, Inc. Average Balances and Average Yields and Rates (Annualized) (Unaudited) (Dollars in thousands)

	Three Months Ended
	December 31, 2024							September 30, 2024
	Average Balance			Interest		Average Yield/Rate ⁽³⁾		Average Balance			Interest		Average Yield/Rate ⁽³⁾
ASSETS
Loans ⁽¹⁾	$	4,604,175		$	70,155	6.06	%	$	4,613,028		$	72,493	6.25	%
Loans held for sale		1,562			23	5.86	%		871			11	5.02	%
Securities:
Taxable investment securities ⁽²⁾		784,321			6,949	3.52	%		791,914			7,150	3.59	%
Tax-exempt investment securities ⁽²⁾		1,138,271			10,793	3.77	%		1,174,445			11,825	4.01	%
Mortgage-backed and related securities ⁽²⁾		1,031,187			12,043	4.65	%		886,325			11,976	5.38	%
Total securities		2,953,779			29,785	4.01	%		2,852,684			30,951	4.32	%
Federal Home Loan Bank stock, at cost, and equity investments		37,078			591	6.34	%		41,159			582	5.63	%
Interest earning deposits		273,656			3,160	4.59	%		281,313			3,798	5.37	%
Federal funds sold		43,121			508	4.69	%		33,971			488	5.71	%
Total earning assets		7,913,371			104,222	5.24	%		7,823,026			108,323	5.51	%
Cash and due from banks		102,914							100,578
Accrued interest and other assets		454,387							455,091
Less: Allowance for loan losses		(44,418	)						(42,581	)
Total assets	$	8,426,254						$	8,336,114
LIABILITIES AND SHAREHOLDERS’ EQUITY
Savings accounts	$	594,196			1,456	0.97	%	$	598,116			1,490	0.99	%
Certificates of deposit		1,187,800			13,537	4.53	%		1,087,613			12,647	4.63	%
Interest bearing demand accounts		3,459,122			23,468	2.70	%		3,409,911			24,395	2.85	%
Total interest bearing deposits		5,241,118			38,461	2.92	%		5,095,640			38,532	3.01	%
Federal Home Loan Bank borrowings		572,993			5,557	3.86	%		618,708			6,488	4.17	%
Subordinated notes, net of unamortized debt issuance costs		92,024			945	4.09	%		91,988			937	4.05	%
Trust preferred subordinated debentures, net of unamortized debt issuance costs		60,274			1,095	7.23	%		60,273			1,180	7.79	%
Repurchase agreements		80,891			782	3.85	%		83,297			899	4.29	%
Other borrowings		61,196			1,142	7.42	%		137,482			2,203	6.37	%
Total interest bearing liabilities		6,108,496			47,982	3.12	%		6,087,388			50,239	3.28	%
Noninterest bearing deposits		1,383,204							1,344,165
Accrued expenses and other liabilities		112,320							98,331
Total liabilities		7,604,020							7,529,884
Shareholders’ equity		822,234							806,230
Total liabilities and shareholders’ equity	$	8,426,254						$	8,336,114
Net interest income (FTE)				$	56,240						$	58,084
Net interest margin (FTE)						2.83	%						2.95	%
Net interest spread (FTE)						2.12	%						2.23	%

(1)	Interest on loans includes net fees on loans that are not material in amount.
(2)	For the purpose of calculating the average yield, the average balance of securities do not include unrealized gains and losses on AFS securities.
(3)	Yield/rate includes the impact of applicable derivatives.

Note: As of December 31, 2024 and September 30, 2024, loans totaling $3.2 million and $7.3 million, respectively, were on nonaccrual status. Our policy is to reverse previously accrued but unpaid interest on nonaccrual loans; thereafter, interest income is recorded to the extent received when appropriate.

Southside Bancshares, Inc. Average Balances and Average Yields and Rates (Annualized) (Unaudited) (Dollars in thousands)

	Three Months Ended
	June 30, 2024
	Average Balance			Interest		Average Yield/Rate ⁽³⁾
ASSETS
Loans ⁽¹⁾	$	4,595,980		$	70,293	6.15	%
Loans held for sale		1,489			24	6.48	%
Securities:
Taxable investment securities ⁽²⁾		783,856			7,009	3.60	%
Tax-exempt investment securities ⁽²⁾		1,254,097			12,761	4.09	%
Mortgage-backed and related securities ⁽²⁾		830,504			11,084	5.37	%
Total securities		2,868,457			30,854	4.33	%
Federal Home Loan Bank stock, at cost, and equity investments		40,467			573	5.69	%
Interest earning deposits		300,047			4,105	5.50	%
Federal funds sold		75,479			1,021	5.44	%
Total earning assets		7,881,919			106,870	5.45	%
Cash and due from banks		110,102
Accrued interest and other assets		424,323
Less: Allowance for loan losses		(43,738	)
Total assets	$	8,372,606
LIABILITIES AND SHAREHOLDERS’ EQUITY
Savings accounts	$	604,753			1,454	0.97	%
Certificates of deposit		1,020,099			11,630	4.59	%
Interest bearing demand accounts		3,513,068			25,382	2.91	%
Total interest bearing deposits		5,137,920			38,466	3.01	%
Federal Home Loan Bank borrowings		606,851			6,455	4.28	%
Subordinated notes, net of unamortized debt issuance costs		92,017			936	4.09	%
Trust preferred subordinated debentures, net of unamortized debt issuance costs		60,271			1,171	7.81	%
Repurchase agreements		88,007			955	4.36	%
Other borrowings		143,169			2,595	7.29	%
Total interest bearing liabilities		6,128,235			50,578	3.32	%
Noninterest bearing deposits		1,346,274
Accrued expenses and other liabilities		101,399
Total liabilities		7,575,908
Shareholders’ equity		796,698
Total liabilities and shareholders’ equity	$	8,372,606
Net interest income (FTE)				$	56,292
Net interest margin (FTE)						2.87	%
Net interest spread (FTE)						2.13	%

(1)	Interest on loans includes net fees on loans that are not material in amount.
(2)	For the purpose of calculating the average yield, the average balance of securities do not include unrealized gains and losses on AFS securities.
(3)	Yield/rate includes the impact of applicable derivatives.

Note: As of June 30, 2024, loans totaling $6.1 million were on nonaccrual status. Our policy is to reverse previously accrued but unpaid interest on nonaccrual loans; thereafter, interest income is recorded to the extent received when appropriate.

Southside Bancshares, Inc. Average Balances and Average Yields and Rates (Annualized) (Unaudited) (Dollars in thousands)

	Six Months Ended
	June 30, 2025							June 30, 2024
	Average Balance			Interest		Average Yield/Rate		Average Balance			Interest		Average Yield/Rate
ASSETS
Loans ⁽¹⁾	$	4,572,492		$	135,958	6.00	%	$	4,577,791		$	139,142	6.11	%
Loans held for sale		931			27	5.85	%		5,162			42	1.64	%
Securities:
Taxable investment securities ⁽²⁾		742,375			12,568	3.41	%		782,139			13,976	3.59	%
Tax-exempt investment securities ⁽²⁾		1,132,736			20,604	3.67	%		1,270,010			25,929	4.11	%
Mortgage-backed and related securities ⁽²⁾		1,022,360			26,563	5.24	%		797,608			21,203	5.35	%
Total securities		2,897,471			59,735	4.16	%		2,849,757			61,108	4.31	%
Federal Home Loan Bank stock, at cost, and equity investments		37,194			1,007	5.46	%		40,265			906	4.52	%
Interest earning deposits		289,586			6,123	4.26	%		340,114			9,307	5.50	%
Federal funds sold		35,751			786	4.43	%		69,039			1,859	5.41	%
Total earning assets		7,833,425			203,636	5.24	%		7,882,128			212,364	5.42	%
Cash and due from banks		87,046							112,241
Accrued interest and other assets		455,245							432,904
Less: Allowance for loan losses		(44,925	)						(43,356	)
Total assets	$	8,330,791						$	8,383,917
LIABILITIES AND SHAREHOLDERS’ EQUITY
Savings accounts	$	595,045			2,880	0.98	%	$	604,641			2,878	0.96	%
Certificates of deposit		1,372,110			29,311	4.31	%		981,023			21,971	4.50	%
Interest bearing demand accounts		3,358,573			42,483	2.55	%		3,574,001			51,815	2.92	%
Total interest bearing deposits		5,325,728			74,674	2.83	%		5,159,665			76,664	2.99	%
Federal Home Loan Bank borrowings		503,898			9,558	3.83	%		606,942			12,405	4.11	%
Subordinated notes, net of unamortized debt issuance costs		92,079			1,867	4.09	%		92,956			1,892	4.09	%
Trust preferred subordinated debentures, net of unamortized debt issuance costs		60,275			2,029	6.79	%		60,271			2,346	7.83	%
Repurchase agreements		73,785			1,300	3.55	%		90,092			1,922	4.29	%
Other borrowings		30,528			1,304	8.61	%		140,228			4,759	6.82	%
Total interest bearing liabilities		6,086,293			90,732	3.01	%		6,150,154			99,988	3.27	%
Noninterest bearing deposits		1,337,210							1,342,329
Accrued expenses and other liabilities		87,131							100,558
Total liabilities		7,510,634							7,593,041
Shareholders’ equity		820,157							790,876
Total liabilities and shareholders’ equity	$	8,330,791						$	8,383,917
Net interest income (FTE)				$	112,904						$	112,376
Net interest margin (FTE)						2.91	%						2.87	%
Net interest spread (FTE)						2.23	%						2.15	%

(1)	Interest on loans includes net fees on loans that are not material in amount.
(2)	For the purpose of calculating the average yield, the average balance of securities is presented at historical cost.

Note: As of June 30, 2025 and 2024, loans totaling $5.0 million and $6.1 million, respectively, were on nonaccrual status. Our policy is to reverse previously accrued but unpaid interest on nonaccrual loans; thereafter, interest income is recorded to the extent received when appropriate.

The following tables set forth the reconciliation of return on average common equity to return on average tangible common equity, book value per share to tangible book value per share, net interest income to net interest income adjusted to a fully taxable-equivalent basis assuming a 21% marginal tax rate for interest earned on tax-exempt assets such as municipal loans and investment securities, along with the calculation of total revenue, adjusted noninterest expense, efficiency ratio (FTE), net interest margin (FTE) and net interest spread (FTE) for the applicable periods presented.

Southside Bancshares, Inc. Non-GAAP Reconciliation (Unaudited) (Dollars and shares in thousands, except per share data)

	Three Months Ended															Six Months Ended
		2025						2024									2025			2024
	Jun 30,			Mar 31,			Dec 31,			Sep 30,			Jun 30,			Jun 30,			Jun 30,
Reconciliation of return on average common equity to return on average tangible common equity:
Net income	$	21,813		$	21,507		$	21,786		$	20,524		$	24,673		$	43,320		$	46,184
After-tax amortization expense		157			176			196			220			243			333			509
Adjusted net income available to common shareholders	$	21,970		$	21,683		$	21,982		$	20,744		$	24,916		$	43,653		$	46,693

Average shareholders’ equity	$	815,473		$	824,893		$	822,234		$	806,230		$	796,698		$	820,157		$	790,876
Less: Average intangibles for the period		(202,569	)		(202,784	)		(203,020	)		(203,288	)		(203,581	)		(202,676	)		(203,745	)
Average tangible shareholders’ equity	$	612,904		$	622,109		$	619,214		$	602,942		$	593,117		$	617,481		$	587,131

Return on average tangible common equity		14.38	%		14.14	%		14.12	%		13.69	%		16.90	%		14.26	%		15.99	%

Reconciliation of book value per share to tangible book value per share:
Common equity at end of period	$	807,200		$	816,623		$	811,942		$	805,254		$	800,970		$	807,200		$	800,970
Less: Intangible assets at end of period		(202,449	)		(202,647	)		(202,870	)		(203,119	)		(203,397	)		(202,449	)		(203,397	)
Tangible common shareholders’ equity at end of period	$	604,751		$	613,976		$	609,072		$	602,135		$	597,573		$	604,751		$	597,573

Total assets at end of period	$	8,339,966		$	8,343,300		$	8,517,448		$	8,362,263		$	8,357,702		$	8,339,966		$	8,357,702
Less: Intangible assets at end of period		(202,449	)		(202,647	)		(202,870	)		(203,119	)		(203,397	)		(202,449	)		(203,397	)
Tangible assets at end of period	$	8,137,517		$	8,140,653		$	8,314,578		$	8,159,144		$	8,154,305		$	8,137,517		$	8,154,305

Period end tangible equity to period end tangible assets		7.43	%		7.54	%		7.33	%		7.38	%		7.33	%		7.43	%		7.33	%

Common shares outstanding end of period		30,082			30,410			30,379			30,308			30,261			30,082			30,261
Tangible book value per common share	$	20.10		$	20.19		$	20.05		$	19.87		$	19.75		$	20.10		$	19.75

Reconciliation of efficiency ratio to efficiency ratio (FTE), net interest margin to net interest margin (FTE) and net interest spread to net interest spread (FTE):
Net interest income (GAAP)	$	54,266		$	53,852		$	53,707		$	55,464		$	53,608		$	108,118		$	106,956
Tax-equivalent adjustments:
Loans		565			581			598			608			633			1,146			1,289
Tax-exempt investment securities		1,868			1,772			1,935			2,012			2,051			3,640			4,131
Net interest income (FTE) ⁽¹⁾		56,699			56,205			56,240			58,084			56,292			112,904			112,376
Noninterest income		12,145			10,223			12,281			8,171			11,557			22,368			21,281
Nonrecurring income ⁽²⁾		—			554			(25	)		2,797			(576	)		554			(558	)
Total revenue	$	68,844		$	66,982		$	68,496		$	69,052		$	67,273		$	135,826		$	133,099

Noninterest expense	$	39,257		$	37,089		$	38,159		$	36,332		$	35,765		$	76,346		$	72,646
Pre-tax amortization expense		(198	)		(223	)		(249	)		(278	)		(307	)		(421	)		(644	)
Nonrecurring expense ⁽³⁾		(2,090	)		(1	)		(919	)		(219	)		2			(2,091	)		19
Adjusted noninterest expense	$	36,969		$	36,865		$	36,991		$	35,835		$	35,460		$	73,834		$	72,021

Efficiency ratio		55.67	%		57.04	%		56.08	%		53.94	%		54.90	%		56.34	%		56.41	%
Efficiency ratio (FTE) ⁽¹⁾		53.70	%		55.04	%		54.00	%		51.90	%		52.71	%		54.36	%		54.11	%

Average earning assets	$	7,709,799		$	7,958,424		$	7,913,371		$	7,823,026		$	7,881,919		$	7,833,425		$	7,882,128

Net interest margin		2.82	%		2.74	%		2.70	%		2.82	%		2.74	%		2.78	%		2.73	%
Net interest margin (FTE) ⁽¹⁾		2.95	%		2.86	%		2.83	%		2.95	%		2.87	%		2.91	%		2.87	%

Net interest spread		2.15	%		2.08	%		1.99	%		2.10	%		2.00	%		2.11	%		2.01	%
Net interest spread (FTE) ⁽¹⁾		2.27	%		2.20	%		2.12	%		2.23	%		2.13	%		2.23	%		2.15	%

(1)	These amounts are presented on a fully taxable-equivalent basis and are non-GAAP measures.
(2)	These adjustments may include net gain or loss on sale of securities available for sale, BOLI income related to death benefits realized and other investment income or loss in the periods where applicable.
(3)	These adjustments may include foreclosure expenses, branch closure expenses and other miscellaneous expense, in the periods where applicable.

The MIL Network –

July 25, 2025

MIL-OSI USA: US Department of Labor launches self-audit programs to help regulated community strengthen compliance with federal labor laws

Source: US Department of Labor

WASHINGTON – The U.S. Department of Labor today announced several programs designed to help employers, unions, and pension plans voluntarily assess and improve their compliance with federal labor laws.

The self-audit programs, which include new and updated offerings, aim to enhance worker protections while reducing the likelihood of formal investigation or litigation.

“Self-audits are one of the most effective ways to build a culture of compliance and trust,” said Deputy Secretary of Labor Keith Sonderling. “These programs are designed to give employers, unions, and benefit plan officials the tools they need to correct potential violations proactively. By empowering the regulated community with clarity and collaboration, we are continuing to fulfill the Department of Labor’s mission to put both workers and employers first.”

The following agencies offer self-audit programs:

Employee Benefits Security Administration: EBSA offers two key self-correction programs for fiduciaries and benefits plan administrators: the Voluntary Fiduciary Correction Program, which encourages employers and plan officials to voluntarily correct violations of the Employee Retirement Income Security Act, and the Delinquent Filer Voluntary Compliance Program, which encourages voluntary compliance with ERISA’s annual reporting requirements and offers incentives to late filers, including paying lower penalties.
Mine Safety and Health Administration: MSHA’s new Compliance Assistance in Safety and Health program features resources available to mining operations via an information hub on the MSHA.gov website. This hub provides links to a variety of safety and health topics to assist mining operations and provides direct contact to safety and health specialists to address their needs related to compliance assistance.
Occupational Safety and Health Administration: OSHA is expanding its Voluntary Protection Programs to meet businesses where they are on their safety journey to help develop strong safety programs and lower injury rates, allowing them to undergo regular self-evaluations and avoid routine inspections. OSHA is increasing its efforts to support voluntary compliance through its On-Site Consultation Program, which offers no-cost and confidential safety and health services to small and medium-sized businesses.
Office of Labor-Management Standards: OLMS administers the Voluntary Compliance Partnership program to help unions assess their compliance with the Labor-Management Reporting and Disclosure Act. The program focuses on key areas such as reporting and disclosure requirements, as well as financial integrity.
Veterans’ Employment and Training Service: VETS has launched a new program, SALUTE: Support and Assistance for Leaders in USERRA Training and Employment, to help employers proactively review their policies and practices under the Uniformed Services Employment and Reemployment Rights Act. The program aims to foster good-faith compliance and ensure the employment rights of service members are respected.
Wage and Hour Division: The Wage and Hour Division is restarting the Payroll Audit Independent Determination program to enable employers to self-identify and resolve minimum wage, overtime, and leave violations under the Fair Labor Standards Act and Family and Medical Leave Act.

Visitors can access resources, toolkits, and program-specific guidance at dol.gov/SelfAudit.

MIL OSI USA News –

July 25, 2025

MIL-OSI: Heritage Commerce Corp Reports Second Quarter and First Six Months of 2025 Financial Results

Source: GlobeNewswire (MIL-OSI)

SAN JOSE, Calif., July 24, 2025 (GLOBE NEWSWIRE) — Heritage Commerce Corp (Nasdaq: HTBK), (the “Company”), the holding company for Heritage Bank of Commerce (the “Bank”) today announced its financial results for the second quarter and six months ended June 30, 2025. All data are unaudited.

REPORTED SECOND QUARTER 2025 HIGHLIGHTS:

Net Income	Earnings Per Share	Pre-Provision Net Revenue (“PPNR”)⁽¹⁾	Fully Tax Equivalent (“FTE”) Net Interest Margin⁽¹⁾		Efficiency Ratio⁽¹⁾		Tangible Book Value Per Share⁽¹⁾

$6.4 million	$0.10	$9.4 million	3.54	%	80.23	%	$8.49

ADJUSTED SECOND QUARTER 2025 HIGHLIGHTS:⁽¹⁾


Net Income	Earnings Per Share	PPNR⁽¹⁾	FTE Net Interest Margin⁽¹⁾		Efficiency Ratio⁽¹⁾		Tangible Book Value Per Share⁽¹⁾


$13.0 million	$0.21	$18.6 million	3.54	%	61.01	%	$8.59

CEO COMMENTARY:
“We executed well in the second quarter, generating a higher level of net income and earnings per share, excluding significant charges primarily related to a legal settlement,” said Clay Jones, President and Chief Executive Officer. “We had positive trends in loan growth, an expansion in our net interest margin, and stable asset quality, while deposits declined due to seasonal outflows that we typically see in the second quarter. Our loan growth was well diversified across our portfolios. We continue to successfully add new clients by offering a superior banking experience and generate loan growth while maintaining our disciplined underwriting and pricing criteria.”

“We have a strong balance sheet with a high level of capital and liquidity and healthy asset quality, which provides a strong foundation to weather periods of economic volatility. We are well positioned to navigate the current environment and expect to see positive trends in loan growth, the net interest margin, and expense management,” said Mr. Jones.


LINKED-QUARTER BASIS	YEAR-OVER-YEAR

FINANCIAL HIGHLIGHTS:

• Total revenue of $47.8 million, an increase of 4%, or $1.7 million
• Noninterest expense of $38.3 million includes an accrual of $9.2 million for pre-tax charges primarily related to a legal settlement
• Reported net income of $6.4 million and earnings per share of $0.10, down 45% and 47%, from $11.6 million and $0.19, respectively
• Adjusted net income⁽¹⁾ of $13.0 million and adjusted earnings per share⁽¹⁾ of $0.21, both metrics up 11% from $11.6 million and $0.19, respectively

• Total revenue of $47.8 million, an increase of 15%, or $6.1 million
• Noninterest expense of $38.3 million includes an accrual of $9.2 million for pre-tax charges primarily related to a legal settlement
• Reported net income of $6.4 million and earnings per share of $0.10, down 31% and 33%, from $9.2 million and $0.15, respectively
• Adjusted net income⁽¹⁾ of $13.0 million and adjusted earnings per share⁽¹⁾ of $0.21, both metrics up 40% from $9.2 million and $0.15, respectively

FINANCIAL CONDITION:

• Loans held-for-investment (“HFI”) of $3.5 billion, up $47.4 million or 1%
• Total deposits of $4.6 billion, down $55.9 million, or 1%
• Loan to deposit ratio of 76.38%, up from 74.45%
• Total shareholders’ equity of $694.7 million, down $1.5 million

• Increase in loans HFI of $154.5 million, or 5%

• Increase in total deposits of $182.7 million, or 4%
• Loan to deposit ratio of 76.38%, up from 76.04%
• Increase in total shareholders’ equity of $15.5 million

CREDIT QUALITY:

• Nonperforming assets (“NPAs”) to total assets of 0.11% for both quarters
• NPAs to total assets of 0.11% for both quarters

• Classified assets to total assets of 0.69%, compared to 0.73%
• Classified assets to total assets of 0.69%, compared to 0.64%

KEY PERFORMANCE METRICS:

• FTE net interest margin⁽¹⁾ of 3.54%, an increase from 3.39%
• Common equity tier 1 capital ratio of 13.3%, compared to 13.6%
• Total capital ratio of 15.5%, compared to 15.9%
• Tangible common equity ratio⁽¹⁾ of 9.85%, an increase of 1% from 9.78%

• FTE net interest margin⁽¹⁾ of 3.54%, an increase from 3.26%
• Common equity tier 1 capital ratio of 13.3%, compared to 13.4%
• Total capital ratio of 15.5%, compared to 15.6%
• Tangible common equity ratio⁽¹⁾ of 9.85%, a decrease of 1% from 9.91%

^{(1)This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial Measures” in this press release. All references to “adjusted” operating metrics exclude the $9.2 million of charges primarily related to a legal settlement in the second quarter and first six months of 2025 as presented in the reconciliation of non-GAAP financial measures at the end of this press release.}

Results of Operations:

Reported net income was $6.4 million, or $0.10 per average diluted common share, for the second quarter of 2025. Adjusted net income⁽²⁾ was $13.0 million, or $0.21 per average diluted common share, for the second quarter of 2025, compared to $11.6 million, or $0.19 per average diluted common share, for the first quarter of 2025, and $9.2 million, or $0.15 per average diluted common share, for the second quarter of 2024. The annualized return on average assets was 0.47% and annualized return on average equity was 3.68% for the second quarter of 2025, compared to 0.85% and 6.81%, respectively, for the first quarter of 2025, and 0.71% and 5.50%, respectively, for the second quarter of 2024. The adjusted annualized return on average assets⁽²⁾ was 0.95% and adjusted annualized return on average tangible common equity⁽²⁾ was 9.92% for the second quarter of 2025, compared to 0.85% and 9.09%, respectively, for the first quarter ended of 2025, and 0.71% and 7.43%, respectively, for the second quarter of 2024.

Reported net income was $18.0 million, or $0.29 per average diluted common share, for the first six months of 2025. Adjusted net income⁽²⁾ was $24.6 million, or $0.40 per average diluted common share, for the first six months of 2025, compared to $19.4 million, or $0.32 per average diluted common share, for the first six months of 2024. The annualized return on average assets was 0.66% and annualized return on average equity was 5.23% for the six months ended June 30, 2025, compared to 0.75% and 5.79%, respectively, for the six months ended June 30, 2024. The adjusted annualized return on average assets⁽²⁾ was 0.90% and annualized return on average tangible common equity⁽²⁾ was 9.51% for the six months ended June 30, 2025, compared to 0.75% and 7.84%, respectively, for the six months ended June 30, 2024.

Total revenue, which is defined as net interest income before provision for credit losses on loans plus noninterest income, increased $1.7 million, or 4%, to $47.8 million for the second quarter of 2025, compared to $46.1 million for the first quarter of 2025, and increased $6.1 million, or 15%, from $41.7 million for the second quarter of 2024. Total revenue increased $9.9 million, or 12%, to $93.8 million for the first six months of 2025, compared to $83.9 million for the first six months of 2024.

For the second quarter and first six months of 2025, the Company’s reported PPNR⁽²⁾, which is defined as total revenue less adjusted noninterest expense⁽²⁾ was $9.4 million and $26.0 million, respectively. The adjusted PPNR⁽²⁾ was $18.6 million for the second quarter of 2025, compared to $16.6 million for the first quarter of 2025, and $13.5 million for the second quarter of 2024. For the six months of 2025, the Company’s adjusted PPNR⁽²⁾ was $35.2 million, compared to $28.1 million for the six months of 2024.

Net interest income totaled $44.8 million for the second quarter of 2025, an increase of $1.4 million, or 3%, compared to $43.4 million for the first quarter of 2025. The FTE net interest margin⁽²⁾ was 3.54% for the second quarter of 2025, an increase over 3.39% for the first quarter of 2025 primarily due to an increase in the average yields and average balances of loans and securities, partially offset by a decrease in the average balances of deposits resulting in a lower average balance of overnight funds.

Net interest income increased $5.9 million, or 15%, to $44.8 million, compared to $38.9 million for the second quarter of 2024. The FTE net interest margin⁽²⁾ increased from 3.23% for the second quarter of 2024 primarily due to lower rates paid on customer deposits, an increase in the average yields and average balances of loans and securities, and an increase in the average balance of deposits resulting in a higher average balance of overnight funds, partially offset by a lower average yield on overnight funds.

For the first six months of 2025, net interest income increased $9.8 million, or 12% to $88.2 million, compared to $78.4 million for the first six months of 2024. The FTE net interest margin⁽²⁾ increased 20 basis points to 3.47% for the first six months of 2025, from 3.27% for the first six months of 2024, primarily due to an increase in the average balances of average interest earning assets, and an increase in the average yields on loans and securities, partially offset by higher rates paid on client deposits and a lower yield on overnight funds.

We recorded a provision for credit losses on loans of $516,000 for the second quarter of 2025, compared to $274,000 for the first quarter of 2025, and $471,000 for the second quarter of 2024. There was a provision for credit losses on loans of $790,000 for the six months ended June 30, 2025, compared to $655,000 for the six months ended June 30, 2024. The increase in the provision for credit losses on loans for the second quarter and first six months of 2025 was primarily due to loan growth.

Total noninterest income increased to $3.0 million for the second quarter of 2025, compared to $2.7 million for the first quarter of 2025, and $2.9 million for the second quarter of 2024, primarily due to higher termination and facility fees. The increase in noninterest income in the second quarter of 2025 was partially offset by a $219,000 gain on proceeds from company-owned life insurance in the second quarter of 2024.

Total noninterest income increased 3% to $5.7 million for the first six months of 2025, compared to $5.5 million for the first six months of 2024, primarily due to higher termination and facility fees, partially offset by a $219,000 gain on proceeds from company-owned life insurance in the first six months of 2024.

⁽²⁾This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial Measures” in this press release.

Reported noninterest expense for the second quarter of 2025 and first six months of 2025 totaled $38.3 million and $67.8 million, respectively. During the second quarter of 2025, the Company recorded expenses of $9.2 million, primarily due to pre-tax charges related to the settlement of certain litigation matters, including the anticipated settlement of a previously disclosed class action and California Private Attorneys General Act (“PAGA”) lawsuit that alleged the violation of certain California wage-and-hour and related laws and regulations, and charges related to the planned closure of a Bank branch. Adjusted noninterest expense⁽³⁾ was $29.1 million, compared to $29.5 million for the first quarter of 2025, and $28.2 million for the second quarter of 2024. Adjusted noninterest expense⁽³⁾ for the first six months of 2025 was $58.6 million, compared to $55.7 million for the first six months of 2024.

Income tax expense decreased to $2.5 million for the second quarter of 2025, compared to $4.7 million for the first quarter of 2025, and $3.8 million for the second quarter of 2024, primarily due to lower pre-tax income. The effective tax rate for the second quarter of 2025 was 28.5%, compared to 28.8% for the first quarter of 2025, and 29.4% for the second quarter of 2024.

Income tax expense for the six months ended June 30, 2025 was $7.2 million, compared to $8.1 million for the six months ended June 30, 2024. The effective tax rate for six months ended June 30, 2025 was 28.7%, compared to 29.4% for the six months ended June 30, 2024.

The reported efficiency ratio⁽³⁾ for the second quarter and first six month of 2025 was 80.23% and 72.24%, respectively. The adjusted efficiency ratio⁽³⁾ improved to 61.01% for the second quarter of 2025, compared to 63.96% for the first quarter of 2025, as a result of higher total revenue. The adjusted efficiency ratio⁽³⁾ improved from 67.55% for the second quarter of 2024, primarily due to higher total revenue, partially offset by higher noninterest expense. The adjusted efficiency ratio⁽³⁾ improved to 62.45% for the first six months of 2025 from 66.44% for the first six months of 2024, primarily due to higher total revenue, partially offset by higher noninterest expense.

Full time equivalent employees were 350 at both June 30, 2025 and March 31, 2025, and 353 at June 30, 2024.

Financial Condition and Capital Management:

Total assets remained relatively flat at $5.5 billion at both June 30, 2025 and March 31, 2025. Total assets increased 4% from $5.3 billion at June 30, 2024, primarily due to an increase in deposits resulting in an increase in overnight funds, and an increase in loans.

Investment securities available-for-sale (at fair value) decreased to $307.0 million at June 30, 2025, compared to $371.0 million at March 31, 2025, primarily due to maturities and paydowns, partially offset by purchases. Investment securities available-for-sale totaled $273.0 million at June 30, 2024. The pre-tax unrealized loss on the securities available-for-sale portfolio was $448,000, or $396,000 net of taxes, which equaled less than 1% of total shareholders’ equity at June 30, 2025.

During the first six months of 2025, the Company purchased $87.2 million of agency mortgage-backed securities, $79.8 million of collateralized mortgage obligations, and $44.8 million of U.S. Treasury securities, for total purchases of $211.8 million in the available-for-sale portfolio. Securities purchased had a book yield of 4.82% and an average life of 4.55 years.

Investment securities held-to-maturity (at amortized cost, net of allowance for credit losses of ($16,000), totaled $561.2 million at June 30, 2025, compared to $576.7 million at March 31, 2025, and $621.2 million at June 30, 2024. The fair value of the securities held-to-maturity portfolio was $486.5 million at June 30, 2025. The pre-tax unrecognized loss on the securities held-to-maturity portfolio was $74.7 million, or $52.7 million net of taxes, which equaled 7.6% of total shareholders’ equity at June 30, 2025.

The unrealized and unrecognized losses in both the available-for-sale and held-to-maturity portfolios were due to higher interest rates at June 30, 2025 compared to when the securities were purchased. The issuers are of high credit quality and all principal amounts are expected to be repaid when the securities mature. The fair value is expected to recover as the securities approach their maturity date and/or market rates decline.

Loans HFI, net of deferred costs and fees, increased $47.4 million, or 1% to $3.5 billion at June 30, 2025, compared to $3.5 billion at March 31, 2025, and increased $154.5 million, or 5%, from $3.4 billion at June 30, 2024. Loans HFI, excluding residential mortgages, increased $58.3 million, or 2% to $3.1 billion at June 30, 2025, compared to $3.0 billion at March 31, 2025, and increased $184.9 million, or 6%, from $2.9 billion at June 30, 2024.

Commercial and industrial line utilization was 32% at June 30, 2025, compared to 31% at both March 31, 2025, and June 30, 2024. Commercial real estate (“CRE”) loans totaled $2.0 billion at June 30, 2025, of which 31% were owner occupied and 31% were investor CRE loans. Owner occupied CRE loans totaled 31% at March 31, 2025 and 32% at June 30, 2024. Approximately 24% of the Company’s loan portfolio consisted of floating interest rate loans at both June 30, 2025 and March 31, 2025, compared to 27% at June 30, 2024.

At June 30, 2025, paydowns and maturities of investment securities and fixed interest rate loans maturing within one year totaled $311.0 million.

^{(3)This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial Measures” in this press release.}

Total deposits decreased $55.9 million, or 1%, to $4.6 billion at June 30, 2025, compared to $4.7 billion at March 31, 2025, primarily due to season outflows. Total deposits increased $182.7 million, or 4% from $4.4 billion at June 30, 2024.

The following table shows the Company’s deposit types as a percentage of total deposits at the dates indicated:


	June 30,		March 31,		June 30,
DEPOSITS TYPE % TO TOTAL DEPOSITS	2025		2025		2024
Demand, noninterest-bearing	25	%	24	%	27	%
Demand, interest-bearing	21	%	20	%	21	%
Savings and money market	28	%	29	%	25	%
Time deposits — under $250	1	%	1	%	1	%
Time deposits — $250 and over	4	%	5	%	4	%
Insured Cash Sweep (“ICS”)/Certificate of Deposit Registry
Service (“CDARS”) – interest-bearing demand, money
market and time deposits	21	%	21	%	22	%
Total deposits	100	%	100	%	100	%

The loan to deposit ratio was 76.38% at June 30, 2025, compared to 74.45% at March 31, 2025, and 76.04% at June 30, 2024.

The Company’s total available liquidity and borrowing capacity was $3.1 billion at June 30, 2025, compared to $3.2 billion at March 31, 2025, and $3.0 billion at June 30, 2024.

Total shareholders’ equity was $694.7 million at June 30, 2025, compared to $696.2 million at March 31, 2025, and $679.2 million at June 30, 2024. The change in shareholders’ equity at June 30, 2025 is primarily a function of net income and the decrease in the total accumulated other comprehensive loss, partially offset by dividends to stockholders.

Total accumulated other comprehensive loss of $5.0 million at June 30, 2025 was comprised of $2.5 million in actuarial losses associated with split dollar insurance contracts, $2.2 million in actuarial losses associated with the supplemental executive retirement plan, unrealized losses on securities available-for-sale of $396,000, and a $42,000 unrealized gain on interest-only strip from SBA loans.

The Company’s consolidated capital ratios exceeded regulatory guidelines and the Bank’s capital ratios exceeded regulatory guidelines under the prompt corrective action (“PCA”) regulatory guidelines for a well-capitalized financial institution, and the Basel III minimum regulatory requirements at June 30, 2025.

Reported tangible book value per share⁽⁴⁾ was $8.49 at June 30, 2025. Adjusted tangible book value per share⁽⁴⁾ was $8.59 at June 30, 2025, compared to $8.48 at March 31, 2025, and $8.22 at June 30, 2024.

The Company is authorized to repurchase up to $15.0 million of the Company’s shares of its issued and outstanding common stock under its share repurchase program authorized by the Board of Directors in July 2024. During the second quarter of 2025, the Company repurchased 207,989 shares of its common stock with a weighted average price of $9.19 for a total of $1.9 million. The remaining capacity under this share repurchase program was $13.1 million at June 30, 2025. In July 2025, the Company’s Board of Directors extended the program for one year, expiring on July 31, 2026.

Credit Quality:
The provision for credit losses on loans totaled $516,000 for the second quarter of 2025, compared to a $274,000 provision for credit losses on loans for the first quarter of 2025 and a provision for credit losses on loans of $471,000 for the second quarter of 2024. Net charge-offs totaled $145,000 for the second quarter of 2025, compared to $965,000 for the first quarter of 2025, and $405,000 for the second quarter of 2024.

The provision for credit losses on loans totaled $790,000 for the first six months of 2025, compared to a $655,000 provision for credit losses on loans for the first six months of 2024. Net charge-offs totaled $1.1 million for the first six months of 2025, compared to $659,000 for the first six months of 2024.

The allowance for credit losses on loans (“ACLL”) at June 30, 2025 was $48.6 million, or 1.38% of total loans, representing 787% of total nonperforming loans. The ACLL at March 31, 2025 was $48.3 million, or 1.38% of total loans, representing 765% of total nonperforming loans. The ACLL at June 30, 2024 was $48.0 million, or 1.42% of total loans, representing 795% of total nonperforming loans. The reduction to the allowance for credit on losses on loans reflects our credit assessment and economic factors.

NPAs were $6.2 million at June 30, 2025, compared to $6.3 million at March 31, 2025, and $6.0 million at June 30, 2024. There were no foreclosed assets on the balance sheet at June 30, 2025, March 31, 2025, or June 30, 2024. There were no Shared National Credits (“SNCs”) or material purchased participations included in NPAs or total loans at June 30, 2025, March 31, 2025, or June 30, 2024.

Classified assets totaled $37.5 million, or 0.69% of total assets, at June 30, 2025, compared to $40.0 million, or 0.73% of total assets, at March 31, 2025, and $33.6 million, or 0.64% of total assets, at June 30, 2024.

^{(4)This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial Measures” in this press release.}

Heritage Commerce Corp, a bank holding company established in October 1997, is the parent company of Heritage Bank of Commerce, established in 1994 and headquartered in San Jose, CA with full-service branches in Danville, Fremont, Gilroy, Hollister, Livermore, Los Altos, Los Gatos, Morgan Hill, Oakland, Palo Alto, Pleasanton, Redwood City, San Francisco, San Jose, San Mateo, San Rafael, and Walnut Creek. Heritage Bank of Commerce is an SBA Preferred Lender. Bay View Funding, a subsidiary of Heritage Bank of Commerce, is based in San Jose, CA and provides business-essential working capital factoring financing to various industries throughout the United States. For more information, please visit www.heritagecommercecorp.com. The contents of our website are not incorporated into, and do not form a part of, this release or of our filings with the Securities and Exchange Commission.

Reclassifications

During the first quarter of 2025, we reclassified Federal Home Loan Bank (“FHLB”) and Federal Reserve Bank (“FRB”) stock dividends from interest income to noninterest income and the related average asset balances were reclassified from interest earning assets to other assets on the “Net Interest Income and Net Interest Margin” tables. The amounts for the prior periods were reclassified to conform to the current presentation. These reclassifications did not affect previously reported net income or shareholders’ equity.

Non-GAAP Financial Measures

Financial results are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and prevailing practices in the banking industry. However, certain non-GAAP performance measures and ratios are used by management to evaluate and measure the Company’s performance. These measures include “adjusted” operating metrics that have been adjusted to exclude notable expenses incurred in the second quarter as well as other performance measures and ratios adjusted for notable items. Management believes these non-GAAP financial measures enhance comparability between periods and in some instances are common in the banking industry. These non-GAAP financial measures should be supplemental to primary GAAP financial measures and should not be read in isolation or relied upon as a substitute for primary GAAP financial measures. A reconciliation of GAAP to non-GAAP financial measures is presented in the tables at the end of this press release under “Reconciliation of Non-GAAP Financial Measures.”

Forward-Looking Statement Disclaimer

Certain matters discussed in this press release constitute forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are inherently uncertain in that they reflect plans and expectations for future events. These statements may include, among other things, those relating to the Company’s future financial performance, plans and objectives regarding future events, expectations regarding changes in interest rates and market conditions, projected cash flows of our investment securities portfolio, the performance of our loan portfolio, loan growth, expenses, net interest margin, estimated net interest income resulting from a shift in interest rates, expectation of high credit quality issuers ability to repay, as well as statements relating to the anticipated effects on the Company’s financial condition and results of operations from expected developments or events. Any statements that reflect our belief about, confidence in, or expectations for future events, performance or condition should be considered forward-looking statements. Readers should not construe these statements as assurances of a given level of performance, nor as promises that we will take actions that we currently expect to take. All statements are subject to various risks and uncertainties, many of which are outside our control and some of which may fall outside our ability to predict or anticipate. Accordingly, our actual results may differ materially from our projected results, and we may take actions or experience events that we do not currently expect. Risks and uncertainties that could cause our financial performance to differ materially from our goals, plans, expectations and projections expressed in forward-looking statements include those set forth in our filings with the Securities and Exchange Commission, Item 1A of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, and include: (i) cybersecurity risks that may affect us directly or may impact us indirectly by virtue of their effects on our clients, markets or vendors, including our ability to identify and address cybersecurity risks, including those posed by the increasing use of artificial intelligence (such as, but not limited to, ransomware, data security breaches, “denial of service” attacks, “hacking” and identity theft) affecting us, our clients, and our third-party vendors and service providers; (ii) events that affect our ability to attract, recruit, and retain qualified officers and other personnel to implement our strategic plan, and that enable current and future personnel to protect and develop our relationships with clients, and to promote our business, results of operations and growth prospects; (iii) media items and consumer confidence as those factors affect our clients’ confidence in the banking system generally and in our bank specifically; (iv) adequacy of our risk management framework, disclosure controls and procedures and internal control over financial reporting; (v) the effects of recent wildfires affecting Southern California, which have affected certain clients and certain loans secured by mortgages in Los Angeles County, and which are affecting or may, in the future, affect other clients in those and other markets throughout California; (vi) market, geographic and sociopolitical factors that arise by virtue of the fact that we operate primarily in the general San Francisco Bay Area of Northern California; (vii) risks of geographic concentration of our client base, our loans, and the collateral securing our loans, as those clients and assets may be particularly subject to natural disasters and to events and conditions that directly or indirectly affect those regions, including the particular risks of natural disasters (including earthquakes, fires, and flooding) and other events that disproportionately affect that region; (viii) political events that have accompanied or that may in the future accompany or result from recent political changes, particularly including sociopolitical events and conditions that result from political conflicts and law enforcement activities that may adversely affect our markets or our clients; (ix) our ability to estimate accurately, and to establish adequate reserves against, the risk of loss associated with our loan and lease portfolios and our factoring business; (x) inflationary pressures and changes in the interest rate environment that reduce our margins and yields, the fair value of financial instruments or our level of loan originations, or increase the level of defaults, losses and prepayments on loans to clients, whether held in the portfolio or in the secondary market; (xi) factors that affect the value and liquidity of our investment portfolios, particularly the values of securities available-for-sale; (xii) factors that affect our liquidity and our ability to meet client demands for withdrawals from deposit accounts and undrawn lines of credit, including our cash on hand and the availability of funds from our own lines of credit; (xiii) increased capital requirements for our continual growth or as imposed by banking regulators, which may require us to raise capital at a time when capital is not available on favorable terms or at all; (xiv) the expense and uncertain resolution of litigation matters whether occurring in the ordinary course of business or otherwise, particularly including but not limited to the effects of recent and ongoing developments in California labor and employment laws, regulations and court decisions; (xv) operational issues stemming from, and/or capital spending necessitated by, the potential need to adapt to industry changes in information technology systems, on which we are highly dependent; and (xvi) our success in managing the risks involved in the foregoing factors.

Member FDIC

For additional information, email:
InvestorRelations@herbank.com


	For the Quarter Ended:									Percent Change From:						For the Six Months Ended:
CONSOLIDATED INCOME STATEMENTS	June 30,			March 31,			June 30,			March 31,			June 30,			June 30,			June 30,			Percent
(in $000’s, unaudited)	2025			2025			2024			2025			2024			2025			2024			Change
Interest income	$	63,025		$	61,832		$	58,489		2		%	8		%	$	124,857		$	115,450		8		%
Interest expense		18,220			18,472			19,622		(1	)	%	(7	)	%		36,692			37,080		(1	)	%
Net interest income before provision
for credit losses on loans		44,805			43,360			38,867		3		%	15		%		88,165			78,370		12		%
Provision for credit losses on loans		516			274			471		88		%	10		%		790			655		21		%
Net interest income after provision
for credit losses on loans		44,289			43,086			38,396		3		%	15		%		87,375			77,715		12		%
Noninterest income:
Service charges and fees on deposit
accounts		929			892			891		4		%	4		%		1,821			1,768		3		%
FHLB and FRB stock dividends		584			590			588		(1	)	%	(1	)	%		1,174			1,178
Increase in cash surrender value of
life insurance		548			538			521		2		%	5		%		1,086			1,039		5		%
Termination fees		227			87			100		161		%	127		%		314			113		178		%
Gain on sales of SBA loans		87			98			76		(11	)	%	14		%		185			254		(27	)	%
Servicing income		61			82			90		(26	)	%	(32	)	%		143			180		(21	)	%
Gain on proceeds from company-owned
life insurance		—			—			219		N/A			(100	)	%		—			219		(100	)	%
Other		541			409			379		32		%	43		%		950			750		27		%
Total noninterest income		2,977			2,696			2,864		10		%	4		%		5,673			5,501		3		%
Noninterest expense:
Salaries and employee benefits		16,227			16,575			15,794		(2	)	%	3		%		32,802			31,303		5		%
Occupancy and equipment		2,525			2,534			2,689		0		%	(6	)	%		5,059			5,132		(1	)	%
Professional fees		1,819			1,580			1,072		15		%	70		%		3,399			2,399		42		%
Other		17,764			8,767			8,633		103		%	106		%		26,531			16,890		57		%
Total noninterest expense		38,335			29,456			28,188		30		%	36		%		67,791			55,724		22		%
Income before income taxes		8,931			16,326			13,072		(45	)	%	(32	)	%		25,257			27,492		(8	)	%
Income tax expense		2,542			4,700			3,838		(46	)	%	(34	)	%		7,242			8,092		(11	)	%
Net income	$	6,389		$	11,626		$	9,234		(45	)	%	(31	)	%	$	18,015		$	19,400		(7	)	%

PER COMMON SHARE DATA
(unaudited)
Basic earnings per share	$	0.10		$	0.19		$	0.15		(47	)	%	(33	)	%	$	0.29		$	0.32		(9	)	%
Diluted earnings per share	$	0.10		$	0.19		$	0.15		(47	)	%	(33	)	%	$	0.29		$	0.32		(9	)	%
Weighted average shares outstanding – basic		61,508,180			61,479,579			61,279,914		0		%	0		%		61,493,880			61,233,269		0		%
Weighted average shares outstanding – diluted		61,624,600			61,708,361			61,438,088		0		%	0		%		61,664,942			61,446,484		0		%
Common shares outstanding at period-end		61,446,763			61,611,121			61,292,094		0		%	0		%		61,446,763			61,292,094		0		%
Dividend per share	$	0.13		$	0.13		$	0.13		0		%	0		%	$	0.26		$	0.26		0		%
Book value per share	$	11.31		$	11.30		$	11.08		0		%	2		%	$	11.31		$	11.08		2		%
Tangible book value per share⁽¹⁾	$	8.49		$	8.48		$	8.22		0		%	3		%	$	8.49		$	8.22		3		%

KEY PERFORMANCE METRICS
(in $000’s, unaudited)
Annualized return on average equity		3.68	%		6.81	%		5.50	%	(46	)	%	(33	)	%		5.23	%		5.79	%	(10	)	%
Annualized return on average tangible
common equity⁽¹⁾		4.89	%		9.09	%		7.43	%	(46	)	%	(34	)	%		6.97	%		7.84	%	(11	)	%
Annualized return on average assets		0.47	%		0.85	%		0.71	%	(45	)	%	(34	)	%		0.66	%		0.75	%	(12	)	%
Annualized return on average tangible assets⁽¹⁾		0.48	%		0.88	%		0.74	%	(45	)	%	(35	)	%		0.68	%		0.78	%	(13	)	%
Net interest margin (FTE)⁽¹⁾		3.54	%		3.39	%		3.23	%	4		%	10		%		3.47	%		3.27	%	6		%
Total revenue	$	47,782		$	46,056		$	41,731		4		%	15		%		93,838			83,871		12		%
Pre-provision net revenue⁽¹⁾	$	9,447		$	16,600		$	13,543		(43	)	%	(30	)	%		26,047			28,147		(7	)	%
Efficiency ratio⁽¹⁾		80.23	%		63.96	%		67.55	%	25		%	19		%		72.24	%		66.44	%	9		%

AVERAGE BALANCES
(in $000’s, unaudited)
Average assets	$	5,458,420		$	5,559,896		$	5,213,171		(2	)	%	5		%	$	5,508,878		$	5,195,903		6		%
Average tangible assets⁽¹⁾	$	5,284,972		$	5,386,001		$	5,037,673		(2	)	%	5		%	$	5,335,207		$	5,020,134		6		%
Average earning assets	$	5,087,089		$	5,188,317		$	4,840,670		(2	)	%	5		%	$	5,137,424		$	4,825,587		6		%
Average loans held-for-sale	$	2,250		$	2,290		$	1,503		(2	)	%	50		%	$	2,270		$	2,126		7		%
Average loans held-for-investment	$	3,504,518		$	3,429,014		$	3,328,358		2		%	5		%	$	3,466,975		$	3,312,799		5		%
Average deposits	$	4,618,007		$	4,717,517		$	4,394,545		(2	)	%	5		%	$	4,667,487		$	4,377,347		7		%
Average demand deposits – noninterest-bearing	$	1,146,494		$	1,167,330		$	1,127,145		(2	)	%	2		%	$	1,156,854		$	1,152,111		0		%
Average interest-bearing deposits	$	3,471,513		$	3,550,187		$	3,267,400		(2	)	%	6		%	$	3,510,633		$	3,225,236		9		%
Average interest-bearing liabilities	$	3,511,237		$	3,589,872		$	3,306,972		(2	)	%	6		%	$	3,550,338		$	3,264,788		9		%
Average equity	$	697,016		$	692,733		$	675,108		1		%	3		%	$	694,886		$	673,700		3		%
Average tangible common equity⁽¹⁾	$	523,568		$	518,838		$	499,610		1		%	5		%	$	521,215		$	497,931		5		%

^{(1)This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial Measures” in this press release.}


	For the Quarter Ended:
CONSOLIDATED INCOME STATEMENTS	June 30,			March 31,			December 31,			September 30,			June 30,
(in $000’s, unaudited)	2025			2025			2024			2024			2024
Interest income	$	63,025		$	61,832		$	64,043		$	60,852		$	58,489
Interest expense		18,220			18,472			20,448			21,523			19,622
Net interest income before provision
for credit losses on loans		44,805			43,360			43,595			39,329			38,867
Provision for credit losses on loans		516			274			1,331			153			471
Net interest income after provision
for credit losses on loans		44,289			43,086			42,264			39,176			38,396
Noninterest income:
Service charges and fees on deposit
accounts		929			892			885			908			891
FHLB and FRB stock dividends		584			590			590			586			588
Increase in cash surrender value of
life insurance		548			538			528			530			521
Termination fees		227			87			18			46			100
Gain on sales of SBA loans		87			98			125			94			76
Servicing income		61			82			77			108			90
Gain on proceeds from company-owned
life insurance		—			—			—			—			219
Other		541			409			552			554			379
Total noninterest income		2,977			2,696			2,775			2,826			2,864
Noninterest expense:
Salaries and employee benefits		16,227			16,575			16,976			15,673			15,794
Occupancy and equipment		2,525			2,534			2,495			2,599			2,689
Professional fees		1,819			1,580			1,711			1,306			1,072
Other		17,764			8,767			9,122			7,977			8,633
Total noninterest expense		38,335			29,456			30,304			27,555			28,188
Income before income taxes		8,931			16,326			14,735			14,447			13,072
Income tax expense		2,542			4,700			4,114			3,940			3,838
Net income	$	6,389		$	11,626		$	10,621		$	10,507		$	9,234

PER COMMON SHARE DATA
(unaudited)
Basic earnings per share	$	0.10		$	0.19		$	0.17		$	0.17		$	0.15
Diluted earnings per share	$	0.10		$	0.19		$	0.17		$	0.17		$	0.15
Weighted average shares outstanding – basic		61,508,180			61,479,579			61,320,505			61,295,877			61,279,914
Weighted average shares outstanding – diluted		61,624,600			61,708,361			61,679,735			61,546,157			61,438,088
Common shares outstanding at period-end		61,446,763			61,611,121			61,348,095			61,297,344			61,292,094
Dividend per share	$	0.13		$	0.13		$	0.13		$	0.13		$	0.13
Book value per share	$	11.31		$	11.30		$	11.24		$	11.18		$	11.08
Tangible book value per share⁽¹⁾	$	8.49		$	8.48		$	8.41		$	8.33		$	8.22

KEY PERFORMANCE METRICS
(in $000’s, unaudited)
Annualized return on average equity		3.68	%		6.81	%		6.16	%		6.14	%		5.50	%
Annualized return on average tangible
common equity⁽¹⁾		4.89	%		9.09	%		8.25	%		8.27	%		7.43	%
Annualized return on average assets		0.47	%		0.85	%		0.75	%		0.78	%		0.71	%
Annualized return on average tangible assets⁽¹⁾		0.48	%		0.88	%		0.78	%		0.81	%		0.74	%
Net interest margin (FTE)⁽¹⁾		3.54	%		3.39	%		3.32	%		3.15	%		3.23	%
Total revenue	$	47,782		$	46,056		$	46,370		$	42,155		$	41,731
Pre-provision net revenue⁽¹⁾	$	9,447		$	16,600		$	16,066		$	14,600		$	13,543
Efficiency ratio⁽¹⁾		80.23	%		63.96	%		65.35	%		65.37	%		67.55	%

AVERAGE BALANCES
(in $000’s, unaudited)
Average assets	$	5,458,420		$	5,559,896		$	5,607,840		$	5,352,067		$	5,213,171
Average tangible assets⁽¹⁾	$	5,284,972		$	5,386,001		$	5,433,439		$	5,177,114		$	5,037,673
Average earning assets	$	5,087,089		$	5,188,317		$	5,235,986		$	4,980,082		$	4,840,670
Average loans held-for-sale	$	2,250		$	2,290		$	2,260		$	1,493		$	1,503
Average loans held-for-investment	$	3,504,518		$	3,429,014		$	3,388,729		$	3,359,647		$	3,328,358
Average deposits	$	4,618,007		$	4,717,517		$	4,771,491		$	4,525,946		$	4,394,545
Average demand deposits – noninterest-bearing	$	1,146,494		$	1,167,330		$	1,222,393		$	1,172,304		$	1,127,145
Average interest-bearing deposits	$	3,471,513		$	3,550,187		$	3,549,098		$	3,353,642		$	3,267,400
Average interest-bearing liabilities	$	3,511,237		$	3,589,872		$	3,588,755		$	3,393,264		$	3,306,972
Average equity	$	697,016		$	692,733		$	686,263		$	680,404		$	675,108
Average tangible common equity⁽¹⁾	$	523,568		$	518,838		$	511,862		$	505,451		$	499,610

^{(1)This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial Measures” in this press release.}


	End of Period:									Percent Change From:
CONSOLIDATED BALANCE SHEETS	June 30,			March 31,			June 30,			March 31,			June 30,
(in $000’s, unaudited)	2025			2025			2024			2025			2024
ASSETS
Cash and due from banks	$	55,360		$	44,281		$	37,497		25		%	48		%
Other investments and interest-bearing deposits
in other financial institutions		666,432			700,769			610,763		(5	)	%	9		%
Securities available-for-sale, at fair value		307,035			370,976			273,043		(17	)	%	12		%
Securities held-to-maturity, at amortized cost		561,205			576,718			621,178		(3	)	%	(10	)	%
Loans – held-for-sale – SBA, including deferred costs		1,156			1,884			1,899		(39	)	%	(39	)	%
Loans – held-for-investment:
Commercial		492,231			489,241			477,929		1		%	3		%
Real estate:
CRE – owner occupied		627,810			616,825			594,504		2		%	6		%
CRE – non-owner occupied		1,390,419			1,363,275			1,283,323		2		%	8		%
Land and construction		149,460			136,106			125,374		10		%	19		%
Home equity		120,763			119,138			126,562		1		%	(5	)	%
Multifamily		285,016			284,510			268,968		0		%	6		%
Residential mortgages		454,419			465,330			484,809		(2	)	%	(6	)	%
Consumer and other		14,661			12,741			18,758		15		%	(22	)	%
Loans		3,534,779			3,487,166			3,380,227		1		%	5		%
Deferred loan fees, net		(446	)		(268	)		(434	)	66		%	3		%
Total loans – held-for-investment, net of deferred fees		3,534,333			3,486,898			3,379,793		1		%	5		%
Allowance for credit losses on loans		(48,633	)		(48,262	)		(47,954	)	1		%	1		%
Loans, net		3,485,700			3,438,636			3,331,839		1		%	5		%
Company-owned life insurance		82,296			81,749			80,153		1		%	3		%
Premises and equipment, net		9,765			9,772			10,310		0		%	(5	)	%
Goodwill		167,631			167,631			167,631		0		%	0		%
Other intangible assets		5,532			5,986			7,521		(8	)	%	(26	)	%
Accrued interest receivable and other assets		125,125			115,853			121,190		8		%	3		%
Total assets	$	5,467,237		$	5,514,255		$	5,263,024		(1	)	%	4		%

LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Deposits:
Demand, noninterest-bearing	$	1,151,242		$	1,128,593		$	1,187,320		2		%	(3	)	%
Demand, interest-bearing		955,504			949,068			928,246		1		%	3		%
Savings and money market		1,320,142			1,353,293			1,126,520		(2	)	%	17		%
Time deposits – under $250		35,356			37,592			39,046		(6	)	%	(9	)	%
Time deposits – $250 and over		210,818			213,357			203,886		(1	)	%	3		%
ICS/CDARS – interest-bearing demand, money market
and time deposits		954,272			1,001,365			959,592		(5	)	%	(1	)	%
Total deposits		4,627,334			4,683,268			4,444,610		(1	)	%	4		%
Subordinated debt, net of issuance costs		39,728			39,691			39,577		0		%	0		%
Accrued interest payable and other liabilities		105,471			95,106			99,638		11		%	6		%
Total liabilities		4,772,533			4,818,065			4,583,825		(1	)	%	4		%

Shareholders’ Equity:
Common stock		509,888			511,596			508,343		0		%	0		%
Retained earnings		189,794			191,401			182,571		(1	)	%	4		%
Accumulated other comprehensive loss		(4,978	)		(6,807	)		(11,715	)	(27	)	%	(58	)	%
Total shareholders’ equity		694,704			696,190			679,199		0		%	2		%
Total liabilities and shareholders’ equity	$	5,467,237		$	5,514,255		$	5,263,024		(1	)	%	4		%


	End of Period:
CONSOLIDATED BALANCE SHEETS	June 30,			March 31,			December 31,			September 30,			June 30,
(in $000’s, unaudited)	2025			2025			2024			2024			2024
ASSETS
Cash and due from banks	$	55,360		$	44,281		$	29,864		$	49,722		$	37,497
Other investments and interest-bearing deposits
in other financial institutions		666,432			700,769			938,259			906,588			610,763
Securities available-for-sale, at fair value		307,035			370,976			256,274			237,612			273,043
Securities held-to-maturity, at amortized cost		561,205			576,718			590,016			604,193			621,178
Loans – held-for-sale – SBA, including deferred costs		1,156			1,884			2,375			1,649			1,899
Loans – held-for-investment:
Commercial		492,231			489,241			531,350			481,266			477,929
Real estate:
CRE – owner occupied		627,810			616,825			601,636			602,062			594,504
CRE – non-owner occupied		1,390,419			1,363,275			1,341,266			1,310,578			1,283,323
Land and construction		149,460			136,106			127,848			125,761			125,374
Home equity		120,763			119,138			127,963			124,090			126,562
Multifamily		285,016			284,510			275,490			273,103			268,968
Residential mortgages		454,419			465,330			471,730			479,524			484,809
Consumer and other		14,661			12,741			14,837			14,179			18,758
Loans		3,534,779			3,487,166			3,492,120			3,410,563			3,380,227
Deferred loan fees, net		(446	)		(268	)		(183	)		(327	)		(434	)
Total loans – held-for-investment, net of deferred fees		3,534,333			3,486,898			3,491,937			3,410,236			3,379,793
Allowance for credit losses on loans		(48,633	)		(48,262	)		(48,953	)		(47,819	)		(47,954	)
Loans, net		3,485,700			3,438,636			3,442,984			3,362,417			3,331,839
Company-owned life insurance		82,296			81,749			81,211			80,682			80,153
Premises and equipment, net		9,765			9,772			10,140			10,398			10,310
Goodwill		167,631			167,631			167,631			167,631			167,631
Other intangible assets		5,532			5,986			6,439			6,966			7,521
Accrued interest receivable and other assets		125,125			115,853			119,813			123,738			121,190
Total assets	$	5,467,237		$	5,514,255		$	5,645,006		$	5,551,596		$	5,263,024

LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Deposits:
Demand, noninterest-bearing	$	1,151,242		$	1,128,593		$	1,214,192		$	1,272,139		$	1,187,320
Demand, interest-bearing		955,504			949,068			936,587			913,910			928,246
Savings and money market		1,320,142			1,353,293			1,325,923			1,309,676			1,126,520
Time deposits – under $250		35,356			37,592			38,988			39,060			39,046
Time deposits – $250 and over		210,818			213,357			206,755			196,945			203,886
ICS/CDARS – interest-bearing demand, money market
and time deposits		954,272			1,001,365			1,097,586			997,803			959,592
Total deposits		4,627,334			4,683,268			4,820,031			4,729,533			4,444,610
Subordinated debt, net of issuance costs		39,728			39,691			39,653			39,615			39,577
Accrued interest payable and other liabilities		105,471			95,106			95,595			97,096			99,638
Total liabilities		4,772,533			4,818,065			4,955,279			4,866,244			4,583,825

Shareholders’ Equity:
Common stock		509,888			511,596			510,070			509,134			508,343
Retained earnings		189,794			191,401			187,762			185,110			182,571
Accumulated other comprehensive loss		(4,978	)		(6,807	)		(8,105	)		(8,892	)		(11,715	)
Total shareholders’ equity		694,704			696,190			689,727			685,352			679,199
Total liabilities and shareholders’ equity	$	5,467,237		$	5,514,255		$	5,645,006		$	5,551,596		$	5,263,024


	At or For the Quarter Ended:									Percent Change From:
CREDIT QUALITY DATA	June 30,			March 31,			June 30,			March 31,			June 30,
(in $000’s, unaudited)	2025			2025			2024			2025			2024
Nonaccrual loans – held-for-investment:
Land and construction loans	$	4,198		$	4,793		$	4,774		(12	)	%	(12	)	%
Home equity and other loans		728			927			108		(21	)	%	574		%
Residential mortgages		607			—			—		N/A			N/A
Commercial loans		491			324			900		52		%	(45	)	%
CRE loans		31			—			—		N/A			N/A
Total nonaccrual loans – held-for-investment:		6,055			6,044			5,782		0		%	5		%
Loans over 90 days past due
and still accruing		123			268			248		(54	)	%	(50	)	%
Total nonperforming loans		6,178			6,312			6,030		(2	)	%	2		%
Foreclosed assets		—			—			—		N/A			N/A
Total nonperforming assets	$	6,178		$	6,312		$	6,030		(2	)	%	2		%
Net charge-offs during the quarter	$	145		$	965		$	405		(85	)	%	(64	)	%
Provision for credit losses on loans during the quarter	$	516		$	274		$	471		88		%	10		%
Allowance for credit losses on loans	$	48,633		$	48,262		$	47,954		1		%	1		%
Classified assets	$	37,525		$	40,034		$	33,605		(6	)	%	12		%
Allowance for credit losses on loans to total loans		1.38	%		1.38	%		1.42	%	0		%	(3	)	%
Allowance for credit losses on loans to total nonperforming loans		787.20	%		764.61	%		795.26	%	3		%	(1	)	%
Nonperforming assets to total assets		0.11	%		0.11	%		0.11	%	0		%	0		%
Nonperforming loans to total loans		0.17	%		0.18	%		0.18	%	(6	)	%	(6	)	%
Classified assets to Heritage Commerce Corp
Tier 1 capital plus allowance for credit losses on loans		7	%		7	%		6	%	0		%	17		%
Classified assets to Heritage Bank of Commerce
Tier 1 capital plus allowance for credit losses on loans		6	%		7	%		6	%	(14	)	%	0		%

OTHER PERIOD-END STATISTICS
(in $000’s, unaudited)
Heritage Commerce Corp:
Tangible common equity ⁽¹⁾	$	521,541		$	522,573		$	504,047		0		%	3		%
Shareholders’ equity / total assets		12.71	%		12.63	%		12.91	%	1		%	(2	)	%
Tangible common equity / tangible assets ⁽¹⁾		9.85	%		9.78	%		9.91	%	1		%	(1	)	%
Loan to deposit ratio		76.38	%		74.45	%		76.04	%	3		%	0		%
Noninterest-bearing deposits / total deposits		24.88	%		24.10	%		26.71	%	3		%	(7	)	%
Total capital ratio		15.5	%		15.9	%		15.6	%	(3	)	%	(1	)	%
Tier 1 capital ratio		13.3	%		13.6	%		13.4	%	(2	)	%	(1	)	%
Common Equity Tier 1 capital ratio		13.3	%		13.6	%		13.4	%	(2	)	%	(1	)	%
Tier 1 leverage ratio		9.9	%		9.8	%		10.2	%	1		%	(3	)	%
Heritage Bank of Commerce:
Tangible common equity / tangible assets ⁽¹⁾		10.28	%		10.15	%		10.28	%	1		%	0		%
Total capital ratio		15.1	%		15.4	%		15.1	%	(2	)	%	0		%
Tier 1 capital ratio		13.8	%		14.1	%		13.9	%	(2	)	%	(1	)	%
Common Equity Tier 1 capital ratio		13.8	%		14.1	%		13.9	%	(2	)	%	(1	)	%
Tier 1 leverage ratio		10.4	%		10.2	%		10.6	%	2		%	(2	)	%

^{(1)This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial Measures” in this press release.}


	At or For the Quarter Ended:
CREDIT QUALITY DATA	June 30,			March 31,			December 31,			September 30,			June 30,
(in $000’s, unaudited)	2025			2025			2024			2024			2024
Nonaccrual loans – held-for-investment:
Land and construction loans	$	4,198		$	4,793		$	5,874		$	5,862		$	4,774
Home equity and other loans		728			927			290			84			108
Residential mortgages		607			—			—			—			—
Commercial loans		491			324			1,014			752			900
CRE loans		31			—			—			—			—
Total nonaccrual loans – held-for-investment:		6,055			6,044			7,178			6,698			5,782
Loans over 90 days past due
and still accruing		123			268			489			460			248
Total nonperforming loans		6,178			6,312			7,667			7,158			6,030
Foreclosed assets		—			—			—			—			—
Total nonperforming assets	$	6,178		$	6,312		$	7,667		$	7,158		$	6,030
Net charge-offs during the quarter	$	145		$	965		$	197		$	288		$	405
Provision for credit losses on loans during the quarter	$	516		$	274		$	1,331		$	153		$	471
Allowance for credit losses on loans	$	48,633		$	48,262		$	48,953		$	47,819		$	47,954
Classified assets	$	37,525		$	40,034		$	41,661		$	32,609		$	33,605
Allowance for credit losses on loans to total loans		1.38	%		1.38	%		1.40	%		1.40	%		1.42	%
Allowance for credit losses on loans to total nonperforming loans		787.20	%		764.61	%		638.49	%		668.05	%		795.26	%
Nonperforming assets to total assets		0.11	%		0.11	%		0.14	%		0.13	%		0.11	%
Nonperforming loans to total loans		0.17	%		0.18	%		0.22	%		0.21	%		0.18	%
Classified assets to Heritage Commerce Corp
Tier 1 capital plus allowance for credit losses on loans		7	%		7	%		7	%		6	%		6	%
Classified assets to Heritage Bank of Commerce
Tier 1 capital plus allowance for credit losses on loans		6	%		7	%		7	%		6	%		6	%

OTHER PERIOD-END STATISTICS
(in $000’s, unaudited)
Heritage Commerce Corp:
Tangible common equity ⁽¹⁾	$	521,541		$	522,573		$	515,657		$	510,755		$	504,047
Shareholders’ equity / total assets		12.71	%		12.63	%		12.22	%		12.35	%		12.91	%
Tangible common equity / tangible assets ⁽¹⁾		9.85	%		9.78	%		9.43	%		9.50	%		9.91	%
Loan to deposit ratio		76.38	%		74.45	%		72.45	%		72.11	%		76.04	%
Noninterest-bearing deposits / total deposits		24.88	%		24.10	%		25.19	%		26.90	%		26.71	%
Total capital ratio		15.5	%		15.9	%		15.6	%		15.6	%		15.6	%
Tier 1 capital ratio		13.3	%		13.6	%		13.4	%		13.4	%		13.4	%
Common Equity Tier 1 capital ratio		13.3	%		13.6	%		13.4	%		13.4	%		13.4	%
Tier 1 leverage ratio		9.9	%		9.8	%		9.6	%		10.0	%		10.2	%
Heritage Bank of Commerce:
Tangible common equity / tangible assets ⁽¹⁾		10.28	%		10.15	%		9.79	%		9.86	%		10.28	%
Total capital ratio		15.1	%		15.4	%		15.1	%		15.1	%		15.1	%
Tier 1 capital ratio		13.8	%		14.1	%		13.9	%		13.9	%		13.9	%
Common Equity Tier 1 capital ratio		13.8	%		14.1	%		13.9	%		13.9	%		13.9	%
Tier 1 leverage ratio		10.4	%		10.2	%		10.0	%		10.4	%		10.6	%

^{(1)This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial Measures” in this press release.}


	For the Quarter Ended								For the Quarter Ended
	June 30, 2025								March 31, 2025
				Interest			Average					Interest			Average
NET INTEREST INCOME AND NET INTEREST MARGIN	Average			Income/			Yield/		Average			Income/			Yield/
(in $000’s, unaudited)	Balance			Expense			Rate		Balance			Expense			Rate
Assets:
Loans, core bank	$	3,020,534			41,738		5.54	%	$	2,945,072		$	39,758		5.47	%
Prepayment fees		—			473		0.06	%		—			224		0.03	%
Bay View Funding factored receivables		67,756			3,347		19.81	%		60,250			2,942		19.80	%
Purchased residential mortgages		420,280			3,548		3.39	%		427,963			3,597		3.41	%
Loan fair value mark / accretion		(1,802	)		172		0.02	%		(1,981	)		181		0.02	%
Loans, gross ⁽¹⁾⁽²⁾		3,506,768			49,278		5.64	%		3,431,304			46,702		5.52	%
Securities – taxable		902,642			6,346		2.82	%		876,092			5,559		2.57	%
Securities – exempt from Federal tax ⁽³⁾		30,259			272		3.61	%		30,480			275		3.66	%
Other investments and interest-bearing deposits
in other financial institutions		647,420			7,186		4.45	%		850,441			9,354		4.46	%
Total interest earning assets ⁽³⁾		5,087,089			63,082		4.97	%		5,188,317			61,890		4.84	%
Cash and due from banks		31,044								31,869
Premises and equipment, net		9,958								10,007
Goodwill and other intangible assets		173,448								173,895
Other assets		156,881								155,808
Total assets	$	5,458,420							$	5,559,896

Liabilities and shareholders’ equity:
Deposits:
Demand, noninterest-bearing	$	1,146,494							$	1,167,330

Demand, interest-bearing		949,867			1,484		0.63	%		944,375			1,438		0.62	%
Savings and money market		1,313,054			8,205		2.51	%		1,323,038			8,073		2.47	%
Time deposits – under $100		11,456			49		1.72	%		11,383			47		1.67	%
Time deposits – $100 and over		231,644			1,995		3.45	%		234,421			2,129		3.68	%
ICS/CDARS – interest-bearing demand, money market
and time deposits		965,492			5,949		2.47	%		1,036,970			6,248		2.44	%
Total interest-bearing deposits		3,471,513			17,682		2.04	%		3,550,187			17,935		2.05	%
Total deposits		4,618,007			17,682		1.54	%		4,717,517			17,935		1.54	%

Short-term borrowings		19			—		0.00	%		18			—		0.00	%
Subordinated debt, net of issuance costs		39,705			538		5.43	%		39,667			537		5.49	%
Total interest-bearing liabilities		3,511,237			18,220		2.08	%		3,589,872			18,472		2.09	%
Total interest-bearing liabilities and demand,
noninterest-bearing / cost of funds		4,657,731			18,220		1.57	%		4,757,202			18,472		1.57	%
Other liabilities		103,673								109,961
Total liabilities		4,761,404								4,867,163
Shareholders’ equity		697,016								692,733
Total liabilities and shareholders’ equity	$	5,458,420							$	5,559,896

Net interest income / margin ⁽³⁾					44,862		3.54	%					43,418		3.39	%
Less tax equivalent adjustment ⁽³⁾					(57	)							(58	)
Net interest income				$	44,805		3.53	%				$	43,360		3.39	%

^{(1)Includes loans held-for-sale. Nonaccrual loans are included in average balances.}
^{(2)Yield amounts earned on loans include fees and costs. The accretion of net deferred loan fees into loan interest income was $253,000 for the second quarter of 2025, compared to $214,000 for the first quarter of 2025. Prepayment fees totaled $473,000 for the second quarter of 2025, compared to $224,000 for the first quarter of 2025.}
^{(3)Reflects the FTE adjustment for Federal tax-exempt income based on a 21% tax rate. This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial
Measures” in this press release.}


	For the Quarter Ended								For the Quarter Ended
	June 30, 2025								June 30, 2024
				Interest			Average					Interest			Average
NET INTEREST INCOME AND NET INTEREST MARGIN	Average			Income/			Yield/		Average			Income/			Yield/
(in $000’s, unaudited)	Balance			Expense			Rate		Balance			Expense			Rate
Assets:
Loans, core bank	$	3,020,534		$	41,738		5.54	%	$	2,830,260		$	38,496		5.47	%
Prepayment fees		—			473		0.06	%		—			54		0.01	%
Bay View Funding factored receivables		67,756			3,347		19.81	%		54,777			2,914		21.40	%
Purchased residential mortgages		420,280			3,548		3.39	%		447,687			3,739		3.36	%
Loan fair value mark / accretion		(1,802	)		172		0.02	%		(2,863	)		267		0.04	%
Loans, gross ⁽¹⁾⁽²⁾		3,506,768			49,278		5.64	%		3,329,861			45,470		5.49	%
Securities – taxable		902,642			6,346		2.82	%		942,532			5,483		2.34	%
Securities – exempt from Federal tax ⁽³⁾		30,259			272		3.61	%		31,803			285		3.60	%
Other investments and interest-bearing deposits
in other financial institutions		647,420			7,186		4.45	%		536,474			7,311		5.48	%
Total interest earning assets ⁽³⁾		5,087,089			63,082		4.97	%		4,840,670			58,549		4.86	%
Cash and due from banks		31,044								33,419
Premises and equipment, net		9,958								10,216
Goodwill and other intangible assets		173,448								175,498
Other assets		156,881								153,368
Total assets	$	5,458,420							$	5,213,171

Liabilities and shareholders’ equity:
Deposits:
Demand, noninterest-bearing	$	1,146,494							$	1,127,145

Demand, interest-bearing		949,867			1,484		0.63	%		932,100			1,719		0.74	%
Savings and money market		1,313,054			8,205		2.51	%		1,104,589			7,867		2.86	%
Time deposits – under $100		11,456			49		1.72	%		10,980			46		1.68	%
Time deposits – $100 and over		231,644			1,995		3.45	%		228,248			2,245		3.96	%
ICS/CDARS – interest-bearing demand, money market
and time deposits		965,492			5,949		2.47	%		991,483			7,207		2.92	%
Total interest-bearing deposits		3,471,513			17,682		2.04	%		3,267,400			19,084		2.35	%
Total deposits		4,618,007			17,682		1.54	%		4,394,545			19,084		1.75	%

Short-term borrowings		19			—		0.00	%		19			—		0.00	%
Subordinated debt, net of issuance costs		39,705			538		5.43	%		39,553			538		5.47	%
Total interest-bearing liabilities		3,511,237			18,220		2.08	%		3,306,972			19,622		2.39	%
Total interest-bearing liabilities and demand,
noninterest-bearing / cost of funds		4,657,731			18,220		1.57	%		4,434,117			19,622		1.78	%
Other liabilities		103,673								103,946
Total liabilities		4,761,404								4,538,063
Shareholders’ equity		697,016								675,108
Total liabilities and shareholders’ equity	$	5,458,420							$	5,213,171

Net interest income / margin ⁽³⁾					44,862		3.54	%					38,927		3.23	%
Less tax equivalent adjustment ⁽³⁾					(57	)							(60	)
Net interest income				$	44,805		3.53	%				$	38,867		3.23	%

^{(1)Includes loans held-for-sale. Nonaccrual loans are included in average balances.}
^{(2)Yield amounts earned on loans include fees and costs. The accretion of net deferred loan fees into loan interest income was $253,000 for the second quarter of 2025, compared to $117,000 for the second quarter of 2024. Prepayment fees totaled $473,000 for the second quarter of 2025, compared to $54,000 for the second quarter of 2024.}
^{(3)Reflects the FTE adjustment for Federal tax-exempt income based on a 21% tax rate. This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial}^{Measures” in this press release.}


	For the Six Months Ended								For the Six Months Ended
	June 30, 2025								June 30, 2024
				Interest			Average					Interest			Average
NET INTEREST INCOME AND NET INTEREST MARGIN	Average			Income/			Yield/		Average			Income/			Yield/
(in $000’s, unaudited)	Balance			Expense			Rate		Balance			Expense			Rate
Assets:
Loans, core bank	$	2,983,011		$	81,496		5.51	%	$	2,812,805		$	76,217		5.45	%
Prepayment fees		—			697		0.05	%		—			78		0.01	%
Bay View Funding factored receivables		64,024			6,289		19.81	%		54,144			5,752		21.36	%
Purchased residential mortgages		424,101			7,145		3.40	%		450,964			7,527		3.36	%
Loan fair value mark / accretion		(1,891	)		353		0.02	%		(2,988	)		496		0.04	%
Loans, gross ⁽¹⁾⁽²⁾		3,469,245			95,980		5.58	%		3,314,925			90,070		5.46	%
Securities – taxable		889,440			11,905		2.70	%		992,508			11,666		2.36	%
Securities – exempt from Federal tax ⁽³⁾		30,369			547		3.63	%		31,871			571		3.60	%
Other investments, interest-bearing deposits in other
financial institutions and Federal funds sold		748,370			16,540		4.46	%		486,283			13,263		5.48	%
Total interest earning assets ⁽³⁾		5,137,424			124,972		4.91	%		4,825,587			115,570		4.82	%
Cash and due from banks		31,454								33,316
Premises and equipment, net		9,982								10,115
Goodwill and other intangible assets		173,671								175,769
Other assets		156,347								151,116
Total assets	$	5,508,878							$	5,195,903

Liabilities and shareholders’ equity:
Deposits:
Demand, noninterest-bearing	$	1,156,854							$	1,152,111

Demand, interest-bearing		947,137			2,922		0.62	%		926,074			3,273		0.71	%
Savings and money market		1,318,018			16,278		2.49	%		1,086,085			14,516		2.69	%
Time deposits – under $100		11,420			96		1.70	%		10,962			88		1.61	%
Time deposits – $100 and over		233,025			4,124		3.57	%		224,730			4,309		3.86	%
ICS/CDARS – interest-bearing demand, money market
and time deposits		1,001,033			12,197		2.46	%		977,385			13,818		2.84	%
Total interest-bearing deposits		3,510,633			35,617		2.05	%		3,225,236			36,004		2.24	%
Total deposits		4,667,487			35,617		1.54	%		4,377,347			36,004		1.65	%

Short-term borrowings		19			—		0.00	%		17			—		0.00	%
Subordinated debt, net of issuance costs		39,686			1,075		5.46	%		39,535			1,076		5.47	%
Total interest-bearing liabilities		3,550,338			36,692		2.08	%		3,264,788			37,080		2.28	%
Total interest-bearing liabilities and demand,
noninterest-bearing / cost of funds		4,707,192			36,692		1.57	%		4,416,899			37,080		1.69	%
Other liabilities		106,800								105,304
Total liabilities		4,813,992								4,522,203
Shareholders’ equity		694,886								673,700
Total liabilities and shareholders’ equity	$	5,508,878							$	5,195,903

Net interest income / margin ⁽³⁾					88,280		3.47	%					78,490		3.27	%
Less tax equivalent adjustment ⁽³⁾					(115	)							(120	)
Net interest income				$	88,165		3.46	%				$	78,370		3.27	%

^{(1)Includes loans held-for-sale. Nonaccrual loans are included in average balances.}
^{(2)Yield amounts earned on loans include fees and costs. The accretion of net deferred loan fees into loan interest income was $467,000 for the first six months of 2025, compared to $277,000}^{for the six months of 2024. Prepayment fees totaled $697,000 for the first six months of 2025, compared to $78,000 for the first six months of 2024.}
^{(3)Reflects the FTE adjustment for Federal tax-exempt income based on a 21% tax rate. This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial}
^{Measures” in this press release.}

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

Management considers net income and earnings per share adjusted to exclude the $9.2 million of charges primarily related to a legal settlement in the second quarter and first six months of 2025 as a useful measurement of the Company’s profitability compared to prior periods.

The following table summarizes components of net income and diluted earnings per share for the periods indicated:


NET INCOME AND	For the Quarter Ended:
DILUTED EARNINGS PER SHARE	June 30,			March 31,		December 31,		September 30,		June 30,
(in $000’s, except per share amounts, unaudited)	2025			2025			2024	2024		2024
Reported net income (GAAP)	$	6,389		$	11,626	$	10,621	$	10,507	$	9,234
Add: pre-tax legal settlement and other charges		9,184			—		—		—		—
Less: related income taxes		(2,618	)		—		—		—		—
Adjusted net income (non-GAAP)	$	12,955		$	11,626	$	10,621	$	10,507	$	9,234

Weighted average shares outstanding – diluted		61,624,600			61,708,361		61,679,735		61,546,157		61,438,088

Reported diluted earnings per share	$	0.10		$	0.19	$	0.17	$	0.17	$	0.15

Adjusted diluted earnings per share	$	0.21		$	0.19	$	0.17	$	0.17	$	0.15


NET INCOME AND	For the Six Months Ended:
DILUTED EARNINGS PER SHARE	June 30,			June 30,
(in $000’s, except per share amounts, unaudited)	2025			2024
Reported net income (GAAP)	$	18,015		$	19,400
Add: pre-tax legal settlement and other charges		9,184			—
Less: related income taxes		(2,618	)		—
Adjusted net income (non-GAAP)	$	24,581		$	19,400

Weighted average shares outstanding – diluted		61,664,942			61,446,484

Reported diluted earnings per share	$	0.29		$	0.32

Adjusted diluted earnings per share	$	0.40		$	0.32

Management considers tangible book value per share as a useful measurement of the Company’s equity. The Company references the return on average tangible common equity and the return on average tangible assets as measurements of profitability.

The following table summarizes components of the tangible book value per share at the dates indicated:


TANGIBLE BOOK VALUE PER SHARE	June 30,			March 31,			December 31,			September 30,			June 30,
(in $000’s, unaudited)	2025			2025			2025			2024			2024
Capital components:
Total equity (GAAP)	$	694,704		$	696,190		$	689,727		$	685,352		$	679,199
Less: preferred stock		—			—			—			—			—
Total common equity		694,704			696,190			689,727			685,352			679,199
Less: goodwill		(167,631	)		(167,631	)		(167,631	)		(167,631	)		(167,631	)
Less: other intangible assets		(5,532	)		(5,986	)		(6,439	)		(6,966	)		(7,521	)
Reported tangible common equity (non-GAAP)		521,541			522,573			515,657			510,755			504,047
Add: pre-tax legal settlement and other charges		9,184			—			—			—			—
Less: related income taxes		(2,618	)		—			—			—			—
Adjusted tangible common equity (non-GAAP)	$	528,107		$	522,573		$	515,657		$	510,755		$	504,047

Common shares outstanding at period-end		61,446,763			61,611,121			61,348,095			61,297,344			61,292,094

Reported tangible book value per share (non-GAAP)	$	8.49		$	8.48		$	8.41		$	8.33		$	8.22

Adjusted tangible book value per share (non-GAAP)	$	8.59		$	8.48		$	8.41		$	8.33		$	8.22

The following tables summarize components of the annualized return on average equity, annualized return on average tangible common equity and the annualized return on average assets for the periods indicated:


RETURN ON AVERAGE TANGIBLE COMMON	For the Quarter Ended:
EQUITY AND AVERAGE ASSETS	June 30,				March 31,				December 31,				September 30,				June 30,
(in $000’s, unaudited)	2025				2025					2024			2024				2024
Reported net income (GAAP)	$	6,389			$	11,626			$	10,621			$	10,507			$	9,234
Add: pre-tax legal settlement and other charges		9,184				—				—				—				—
Less: related income taxes		(2,618	)			—				—				—				—
Adjusted net income (non-GAAP)	$	12,955			$	11,626			$	10,621			$	10,507			$	9,234

Average tangible common equity components:
Average equity (GAAP)	$	697,016			$	692,733			$	686,263			$	680,404			$	675,108
Less: goodwill		(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: other intangible assets		(5,817	)			(6,264	)			(6,770	)			(7,322	)			(7,867	)
Total average tangible common equity (non-GAAP)	$	523,568			$	518,838			$	511,862			$	505,451			$	499,610

Annualized return on average equity (GAAP)		3.68		%		6.81		%		6.16		%		6.14		%		5.50		%

Reported annualized return on average
tangible common equity (non-GAAP)		4.89		%		9.09		%		8.25		%		8.27		%		7.43		%

Adjusted annualized return on average
tangible common equity (non-GAAP)		9.92		%		9.09		%		8.25		%		8.27		%		7.43		%

Average assets (GAAP)	$	5,458,420			$	5,559,896			$	5,607,840			$	5,352,067			$	5,213,171

Reported annualized return on average assets (GAAP)		0.47		%		0.85		%		0.75		%		0.78		%		0.71		%

Adjusted annualized return on average assets (non-GAAP)		0.95		%		0.85		%		0.75		%		0.78		%		0.71		%


RETURN ON AVERAGE TANGIBLE COMMON	For the Six Months Ended:
EQUITY AND AVERAGE ASSETS	June 30,				June 30,
(in $000’s, unaudited)	2025				2024
Reported net income (GAAP)	$	18,015			$	19,400
Add: pre-tax legal settlement and other charges		9,184				—
Less: related income taxes		(2,618	)			—
Adjusted net income (non-GAAP)	$	24,581			$	19,400

Average tangible common equity components:
Average equity (GAAP)	$	694,886			$	673,700
Less: goodwill		(167,631	)			(167,631	)
Less: other intangible assets		(6,040	)			(8,138	)
Total average tangible common equity (non-GAAP)	$	521,215			$	497,931

Annualized return on average equity (GAAP)		5.23		%		5.79		%

Reported annualized return on average
tangible common equity (non-GAAP)		6.97		%		7.84		%

Adjusted annualized return on average
tangible common equity (non-GAAP)		9.51		%		7.84		%

Average assets (GAAP)	$	5,508,878			$	5,195,903

Reported annualized return on average assets (GAAP)		0.66		%		0.75		%

Adjusted annualized return on average assets (non-GAAP)		0.90		%		0.75		%

Management reviews yields on certain asset categories and the net interest margin of the Company on an FTE basis. In this non-GAAP presentation, net interest income is adjusted to reflect tax-exempt interest income on an equivalent before-tax basis using tax rates effective as of the end of the period. This measure ensures comparability of net interest income arising from both taxable and tax-exempt sources. The following tables summarize components of FTE net interest income of the Company for the periods indicated:


	For the Quarter Ended:
NET INTEREST INCOME AND NET INTEREST MARGIN	June 30,			March 31,			December 31,			September 30,			June 30,
(in $000’s, unaudited)	2025			2025			2024			2024			2024
Net interest income before
credit losses on loans (GAAP)	$	44,805		$	43,360		$	43,595		$	39,329		$	38,867
Tax-equivalent adjustment on securities –
exempt from Federal tax		57			58			58			59			60
Net interest income, FTE (non-GAAP)	$	44,862		$	43,418		$	43,653		$	39,388		$	38,927

Average balance of total interest earning assets	$	5,087,089		$	5,188,317		$	5,235,986		$	4,980,082		$	4,840,670

Net interest margin (annualized net interest income divided by the
average balance of total interest earnings assets) (GAAP)		3.53	%		3.39	%		3.31	%		3.14	%		3.23	%

Net interest margin, FTE (annualized net interest income, FTE,
divided by the average balance of total
earnings assets) (non-GAAP)		3.54	%		3.39	%		3.32	%		3.15	%		3.23	%


	For the Six Months Ended:
NET INTEREST INCOME AND NET INTEREST MARGIN	June 30,			June 30,
(in $000’s, unaudited)	2025			2024
Net interest income before
credit losses on loans (GAAP)	$	88,165		$	78,370
Tax-equivalent adjustment on securities – exempt from Federal tax		115			120
Net interest income, FTE (non-GAAP)	$	88,280		$	78,490

Average balance of total interest earning assets	$	5,137,424		$	4,825,587

Net interest margin (annualized net interest income divided by the
average balance of total interest earnings assets) (GAAP)		3.46	%		3.27	%

Net interest margin, FTE (annualized net interest income, FTE, divided by the
average balance of total interest earnings assets) (non-GAAP)		3.47	%		3.27	%

Management views its non-GAAP PPNR as a key metric for assessing the Company’s earnings power. The following table summarizes the components of PPNR for the periods indicated:


	For the Quarter Ended:
PRE-PROVISION NET REVENUE	June 30,			March 31,			December 31,			September 30,			June 30,
(in $000’s, unaudited)	2025			2025			2024			2025			2024
Net interest income before credit losses on loans	$	44,805		$	43,360		$	43,595		$	39,329		$	38,867
Noninterest income		2,977			2,696			2,775			2,826			2,864
Total revenue		47,782			46,056			46,370		$	42,155		$	41,731
Less: Noninterest expense		(38,335	)		(29,456	)		(30,304	)		(27,555	)		(28,188	)
Reported PPNR (non-GAAP)		9,447			16,600			16,066		$	14,600		$	13,543
Add: pre-tax legal settlement and other charges		9,184			—			—			—			—
Adjusted PPNR (non-GAAP)	$	18,631		$	16,600		$	16,066		$	14,600		$	13,543


	For the Six Months Ended:
PRE-PROVISION NET REVENUE	June 30,			June 30,
(in $000’s, unaudited)	2025			2024
Net interest income before credit losses on loans	$	88,165		$	78,370
Noninterest income		5,673			5,501
Total revenue		93,838			83,871
Less: Noninterest expense		(67,791	)		(55,724	)
Reported PPNR (non-GAAP)		26,047			28,147
Add: pre-tax legal settlement and other charges		9,184			—
Adjusted PPNR (non-GAAP)	$	35,231		$	28,147

The efficiency ratio is a non-GAAP financial measure, which is calculated by dividing noninterest expense by total revenue (net interest income plus noninterest income), and measures how much it costs to produce one dollar of revenue. The following tables summarize components of noninterest expense and the efficiency ratio of the Company for the periods indicated:


	For the Quarter Ended:
NONINTEREST EXPENSE AND EFFICIENCY RATIO	June 30,				March 31,			December 31,			September 30,			June 30,
(in $000’s, unaudited)	2025				2025			2024			2024			2024
Reported noninterest expense (GAAP)	$	38,335			$	29,456		$	30,304		$	27,555		$	28,188
Less: pre-tax legal settlement and other charges		(9,184	)			—			—			—			—
Adjusted noninterest expense (non-GAAP)	$	29,151			$	29,456		$	30,304		$	27,555		$	28,188

Net interest income before credit losses on loans	$	44,805			$	43,360		$	43,595		$	39,329		$	38,867
Noninterest income		2,977				2,696			2,775			2,826			2,864
Total revenue	$	47,782			$	46,056		$	46,370		$	42,155		$	41,731

Reported efficiency ratio (noninterest expense divided
by total revenue) (non-GAAP)		80.23		%		63.96	%		65.35	%		65.37	%		67.55	%

Adjusted efficiency ratio (adjusted noninterest expense
divided by total revenue) (non-GAAP)		61.01		%		63.96	%		65.35	%		65.37	%		67.55	%


	For the Six Months Ended:
NONINTEREST EXPENSE AND EFFICIENCY RATIO	June 30,				June 30,
(in $000’s, unaudited)	2025				2024
Reported noninterest expense (GAAP)	$	67,791			$	55,724
Less: pre-tax legal settlement and other charges		(9,184	)			—
Adjusted noninterest expense (non-GAAP)	$	58,607			$	55,724

Net interest income before credit losses on loans	$	88,165			$	79,548
Noninterest income		5,673				4,323
Total revenue	$	93,838			$	83,871

Reported efficiency ratio (noninterest expense divided
by total revenue) (non-GAAP)		72.24		%		66.44	%

Adjusted efficiency ratio (adjusted noninterest expense
divided by total revenue) (non-GAAP)		62.46		%		66.44	%

Management considers the tangible common equity ratio as a useful measurement of the Company’s and the Bank’s equity. The following table summarizes components of the tangible common equity to tangible assets ratio of the Company at the dates indicated:


TANGIBLE COMMON EQUITY TO TANGIBLE ASSETS	June 30,				March 31,				December 31,				September 30,				June 30,
(in $000’s, unaudited)	2025				2025				2024				2024				2024
Capital components:
Total equity (GAAP)	$	694,704			$	696,190			$	689,727			$	685,352			$	679,199
Less: preferred stock		—				—				—				—				—
Total common equity		694,704				696,190				689,727				685,352				679,199
Less: goodwill		(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: other intangible assets		(5,532	)			(5,986	)			(6,439	)			(6,966	)			(7,521	)
Total tangible common equity (non-GAAP)	$	521,541			$	522,573			$	515,657			$	510,755			$	504,047

Asset components:
Total assets (GAAP)	$	5,467,237			$	5,514,255			$	5,645,006			$	5,551,596			$	5,263,024
Less: goodwill		(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: other intangible assets		(5,532	)			(5,986	)			(6,439	)			(6,966	)			(7,521	)
Total tangible assets (non-GAAP)	$	5,294,074			$	5,340,638			$	5,470,936			$	5,376,999			$	5,087,872

Tangible common equity / tangible assets (non-GAAP)		9.85		%		9.78		%		9.43		%		9.50		%		9.91		%

The following table summarizes components of the tangible common equity to tangible assets ratio of the Bank at the dates indicated:


TANGIBLE COMMON EQUITY TO TANGIBLE ASSETS	June 30,				March 31,				December 31,				September 30,				June 30,
(in $000’s, unaudited)	2025				2025				2024				2024				2024
Capital components:
Total equity (GAAP)	$	717,103			$	715,605			$	709,379			$	704,585			$	697,964
Less: preferred stock		—				—				—				—				—
Total common equity		717,103				715,605				709,379				704,585				697,964
Less: goodwill		(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: other intangible assets		(5,532	)			(5,986	)			(6,439	)			(6,966	)			(7,521	)
Total tangible common equity (non-GAAP)	$	543,940			$	541,988			$	535,309			$	529,988			$	522,812

Asset components:
Total assets (GAAP)	$	5,464,618			$	5,512,160			$	5,641,646			$	5,548,576			$	5,260,500
Less: goodwill		(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: other intangible assets		(5,532	)			(5,986	)			(6,439	)			(6,966	)			(7,521	)
Total tangible assets (non-GAAP)	$	5,291,455			$	5,338,543			$	5,467,576			$	5,373,979			$	5,085,348

Tangible common equity / tangible assets (non-GAAP)		10.28		%		10.15		%		9.79		%		9.86		%		10.28		%

The MIL Network –

July 25, 2025

MIL-OSI: Main Street Financial Services Corp. Announces Earnings for Second Quarter of 2025

Source: GlobeNewswire (MIL-OSI)

Business Highlights

Core net income (non-GAAP) for the second quarter of 2025 totaled $4.1 million, or $0.52 per common share
Deposit growth of $52.9 million, or 17.9% annualized, for the quarter ended June 30, 2025
Loan growth of $29.8 million, or 10.5% annualized, for the quarter ended June 30, 2025
Continued reduction of wholesale funding by $15 million during the second quarter of 2025. The wholesale funding balance decreased to $54 million, or 3.7% of assets, as of June 30, 2025.
Received regulatory approval to open retail branch office in St. Clairsville, Ohio, with an expected opening in Q3 2025
Declared cash dividend of $0.14 per share on July 11, 2025

WOOSTER, Ohio, July 24, 2025 (GLOBE NEWSWIRE) — Main Street Financial Services Corp. (OTCQX: MSWV), (the “Company”), the holding company parent of Main Street Bank Corp. reported a net income of $3.7 million, or $0.47 per common share, for the three months ended June 30, 2025. Core net income, which excludes nonrecurring items and represents the Company’s earnings from ongoing operations, was $4.1 million, or $0.52 per common share for the three months ended June 30, 2025. Core return on average equity and core return on average assets for the second quarter of 2025 were 14.94% and 1.14%, compared to 9.56% and 0.77%, for the second quarter of 2024.

The Company announced a merger of equals transaction with Wayne Savings Bancshares, Inc. (“Legacy Wayne”) on February 23, 2023. On May 31, 2024 (the “Merger Date”), the Company completed the transaction, forming a financial holding company with assets of $1.4 billion. On the Merger Date, Legacy Wayne merged with and into Main Street, with Main Street surviving the merger (the “Merger”). Immediately following the Merger, Main Street’s wholly owned bank subsidiary, Main Street Bank Corp., merged with and into Wayne Savings Community Bank, with Wayne Savings Community Bank surviving the merger. Upon completion of the Merger, Wayne Savings Community Bank was renamed Main Street Bank Corp.

The Merger was accounted for as a reverse merger using the acquisition method of accounting, therefore, Legacy Wayne was deemed the acquirer for financial reporting purposes, even though Main Street was the legal acquirer. Accordingly, Legacy Wayne’s historical financial statements are the historical financial statements of the combined company for all periods before the Merger Date. Our consolidated statements of income for the quarters ended June 30, 2024 and forward, include the results from Main Street on and after May 31, 2024. Results for periods before May 31, 2024, reflect only those of Legacy Wayne and do not include the consolidated statements of income of Main Street. Accordingly, comparisons of our results for the quarter ended June 30, 2025, with those of prior periods may not be meaningful. The number of shares issued and outstanding, earnings per share, dividends paid and all references to share quantities of Main Street have been retrospectively adjusted to reflect the equivalent number of shares issued in the Merger.

Mark Witmer, Chairman, President and CEO commented “Our core earnings this quarter highlight the strength of our banking franchise and the continued confidence of our customers. We remain focused on relationship-driven banking, disciplined risk management, and delivering long-term value to our shareholders.”

Second Quarter 2025 Financial Results

Net interest income was $12.5 million for the quarter ended June 30, 2025, an increase of 95% from $6.4 million for the quarter ended June 30, 2024. The net interest margin of 3.68% for the second quarter of 2025 increased 99 basis points from 2.69% for the second quarter of 2024. Loan yields were 6.48% for the quarter ended June 30, 2025, an increase of 70 basis points when compared to 5.78% for the quarter ended June 30, 2024. During the second quarter of 2025, $51.6 million of the existing loan portfolio repriced and the bank funded $78.1 million in term loans and lines of credit at current market rates. Investment yields increased 176 basis points to 4.02% as of June 30, 2025, compared to the quarter ended June 30, 2024. The cost of funds for the second quarter of 2025 was 2.53%, a decrease of 16 basis points when compared to the second quarter of 2024. The cost of funds is impacted by the acquisition of new deposit accounts in the local market at rates lower than wholesale funding, such as FHLB advances. The cost of deposits was 2.37% for the quarter ended June 30, 2025, a 13 basis point increase when compared to 2.24% for the quarter ended June 30, 2024. The cost of borrowings for the quarter ended June 30, 2025 totaled 4.84%, a decrease of 109 basis points when compared to the quarter ended June 30, 2024.

A provision for credit losses and unfunded commitments of $374,000 was recorded for the quarter ended June 30, 2025. During the quarter, the Company recognized $148,000 in charge-offs and $114,000 in recoveries, reflecting relatively stable asset quality.

Noninterest income totaled $0.9 million for the quarter ended June 30, 2025, an increase of $190,000, or 26.5%, when compared to the quarter ended June 30, 2024. The increase in noninterest income is primarily attributed to interchange fees and service charges generated from the acquired deposit accounts.

Noninterest expense totaled $8.3 million for the quarter ended June 30, 2025, an increase of $1.6 million when compared to the quarter ended June 30, 2024. The increase reflects a full quarter of combined expenses after the merger. The Company incurred approximately $0.5 million in one-time termination expenses. These costs are nonrecurring in nature and are not indicative of ongoing operational trends. No further expenses related to this matter are anticipated.

Provision for income taxes for the quarter ended June 30, 2025, was $1.0 million, reflecting an effective tax rate of 21%.

June 30, 2025 Financial Condition

At June 30, 2025, the Company had total assets of $1.45 billion with net loan balances totaling $1.16 billion. Loan balances grew by $29.8 million, or 17.9% annualized, during the second quarter of 2025. The increase is primarily attributed to $33.6 million growth in the commercial loan portfolio.

The allowance for credit losses was $12.4 million at June 30, 2025, compared to $11.8 million at December 31, 2024. The allowance for credit losses as a percent of total loans was 1.06% for June 30, 2025 and 1.05% for December 31, 2024. The allowance for credit losses and the related provision for credit losses is based on management’s judgment and evaluation of the loan portfolio. Management believes the current allowance for credit losses is adequate, however, changing economic and other conditions may require future adjustments to the allowance for credit losses.

Total nonperforming loans (NPLs) was $4.7 million at June 30, 2025, a decrease from $6.1 million at December 31, 2024. The NPL to net loan receivable ratio was 0.41% as of June 30, 2025. Past due loan balances of 30 days and more decreased from $13.8 million at December 31, 2024, to $5.9 million, or 0.51% of net loans outstanding, at June 30, 2025.

Improvement in Asset Quality Since Merger Announcement: The combined level of classified loans for Legacy Wayne and Main Street was $24.4 million as of December 31, 2022. Since the merger announcement on February 23, 2023, the management teams of both Main Street and Wayne invested a great deal of time ensuring our combined organization utilizes strong underwriting standards and proactively monitors credit quality. Main Street sold approximately $15.2 million of loans in August 2023 and April 2024, of which approximately $12.7 million were classified loans. As of June 30, 2025, the resultant Company has $11.3 million of classified loans.

Total liabilities was $1.33 billion at June 30, 2025 with deposits totaling $1.24 billion and wholesale funding totaling $54.0 million. Deposits grew by $52.9 million, or 17.9% annualized, during the second quarter of 2025, mainly attributed to growth from Maximize Money Market accounts and the Short-Term Relationship Certificates of Deposits. The Company primarily utilizes FHLB advances as the primary source of wholesale funding due to their accessibility and alignment with prevailing market rates. During the second quarter of 2025, the Company reduced the reliance on FHLB advances by $10 million.

Total stockholders’ equity was $116.6 million at June 30, 2025, an increase of $5.9 million when compared to the December 31, 2024 balance. Total stockholders’ equity increased during the second quarter of 2025 primarily from net income of $3.7 million, partially offset by dividends of $1.1 million and a decrease in accumulated other comprehensive income of $1.0 million.

Main Street Financial Services Corp. is a holding company headquartered in Wooster, Ohio. Its primary subsidiary, Main Street Bank Corp. was founded in 1899 and provides full-service banking, commercial lending, and mortgage services across its branch infrastructure. Today, Main Street Bank Corp. operates 19 branch locations in Wooster, Ohio, Wheeling, West Virginia and other surrounding communities in Ohio and West Virginia. Additional information about Main Street Bank Corp. is available at www.mymainstreetbank.bank.

Non-GAAP Disclosure
This press release includes disclosures of the Company’s return on average equity, return on average assets, net income, and efficiency ratios which exclude amounts the Company views as unrelated to its normalized operations, including securities gains/losses, acquisition costs, restructuring costs, legal settlements, and system conversion costs. The financial measures are not prepared in accordance with generally accepted accounting principles in the United States (GAAP). A non-GAAP financial measure is a numerical measure of historical or future financial performance, financial position or cash flow that excludes or includes amounts that are required to be disclosed by GAAP. The Company believes that these non-GAAP financial measures provide both management and investors a more complete understanding of the underlying operational results and trends and the Company’s marketplace performance. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the numbers prepared in accordance with GAAP.

Forward-Looking–Statements
This release contains forward-looking statements that are not historical facts and that are intended to be “forward-looking statements” as that term is defined by the Private Securities Litigation Reform Act of 1995. These forward-looking statements may include, but are not limited to, statements about the Company’s plans, objectives, expectations and intentions and other statements contained in this release that are not historical facts and pertain to the Company’s future operating results. When used in this release, the words “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions are generally intended to identify forward-looking statements. Actual results may differ materially from the results discussed in these forward-looking statements, because such statements are inherently subject to significant assumptions, risks and uncertainties, many of which are difficult to predict and are generally beyond the Company’s control. These include but are not limited to: the possibility of adverse economic developments that may, among other things, increase default and delinquency risks in the Company’s loan portfolios; shifts in interest rates; shifts in the rate of inflation; shifts in the demand for the Company’s loan and other products; unforeseen increases in costs and expenses; lower-than-expected revenue or cost savings in connection with acquisitions; changes in accounting policies; changes in the monetary and fiscal policies of the federal government; and changes in laws, regulations and the competitive environment. Unless legally required, the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

Contact Information:
Matthew Hartzler
Executive Vice President, Chief Financial Officer
(330) 264-5767


MAIN STREET FINANCIAL SERVICES CORP.
Condensed Consolidated Balance Sheets
(Dollars in thousands, except share data – unaudited)
	June 30, 2025	December 31, 2024
ASSETS

Cash and cash equivalents	$ 52,381	$ 54,422
Securities, net (1)	158,189	163,819
Loans held for sale	168	–
Loans receivable, net	1,161,450	1,113,900
Federal Home Loan Bank stock	4,567	5,924
Premises & equipment, net	7,884	8,013
Bank-owned life insurance	22,036	22,155
Other assets	42,096	41,368
TOTAL ASSETS	$ 1,448,771	$ 1,409,601

LIABILITIES AND STOCKHOLDERS’ EQUITY

Deposit accounts	$ 1,237,600	$ 1,156,327
Other borrowings	28,238	28,399
Federal Home Loan Bank advances	54,000	100,000
Accrued interest payable and other liabilities	12,371	14,239
TOTAL LIABILITIES	1,332,209	1,298,965


Common stock (7,829,127 shares of $1.00 par value issued)	7,829	7,801
Additional paid-in capital	56,656	56,387
Retained earnings	62,479	57,356
Accumulated other comprehensive loss	(10,402)	(10,908)
TOTAL STOCKHOLDERS’ EQUITY	116,562	110,636

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 1,448,771	$ 1,409,601

(1) Includes available-for-sale and held-to-maturity classifications.
Note: The December 31, 2024 Condensed Consolidated Balance Sheet has been derived from the audited Consolidated Balance Sheet as of that date.


MAIN STREET FINANCIAL SERVICES CORP.
Condensed Consolidated Statements of Income
(Dollars in thousands, except share data – unaudited)


	Three Months Ended					Six Months Ended
	June 30,					June 30,
		2025		2024			2025		2024

Interest income	$	20,698	$	12,572		$	40,096	$	22,266
Interest expense		8,241		6,185			16,114		10,826
Net interest income		12,457		6,387			23,982		11,440
Provision for credit losses		374		4,720			619		4,595
Net interest income after provision for credit losses		12,083		1,666			23,363		6,845
Non-interest income		906		716			1,725		1,394
Non-interest expense
Salaries and employee benefits		4,361		2,889			8,077		4,889
Net occupancy and equipment expense		1,405		823			2,880		1,505
Federal deposit insurance premiums		207		179			378		322
Franchise taxes		105		180			210		307
Advertising and marketing		190		150			360		218
Legal		164		180			247		313
Professional fees		365		1,163			724		1,293
ATM network		132		266			212		395
Auditing and accounting		132		121			308		193
Other		1,247		772			2,426		1,222
Total non-interest expense		8,308		6,723			15,822		10,657
Income (loss) before federal income taxes		4,681		(4,341	)		9,266		(2,418	)
Provision (benefit) for federal income taxes		1,002		(873	)		1,958		(489	)
Net income (loss)	$	3,679	$	(3,468	)	$	7,308	$	(1,929	)

Earnings (net loss) per share
Basic	$	0.47	$	(0.68	)	$	0.94	$	(0.28	)
Diluted	$	0.47	$	(0.67	)	$	0.93	$	(0.27	)


MAIN STREET FINANCIAL SERVICES CORP.
Selected Condensed Consolidated Financial Data
(Dollars in thousands, except share data – unaudited)

	Three Months Ended
	June			March			December			September
		2025			2025			2024			2024

Interest and dividend income	$	20,699		$	19,397		$	19,138		$	18,930
Interest expense		8,241			7,872			8,531			8,308
Net interest income		12,457			11,525			10,607			10,622
Provision for credit losses		374			245			79			109
Net interest income after
provision for credit losses		12,083			11,280			10,528			10,513
Non-interest income		906			819			1,165			1,600
Non-interest expense		8,308			7,514			7,950			7,863
Income before federal income taxes		4,681			4,585			3,744			4,251
Provision for federal income taxes		1,002			956			558			804
Net income	$	3,679		$	3,629		$	3,186		$	3,446

Earnings per share – basic	$	0.47		$	0.47		$	0.41		$	0.44
Earnings per share – diluted	$	0.47		$	0.47		$	0.41		$	0.44
Dividends per share	$	0.14		$	0.14		$	0.14		$	0.14
Return on average assets		1.03	%		1.03	%		0.90	%		1.00	%
Return on average equity		13.42	%		13.27	%		11.69	%		12.58	%
Shares outstanding at quarter end		7,829,137			7,801,011			7,801,011			7,801,011
Book value per share	$	14.89		$	14.73		$	14.18		$	14.27
Tangible equity per share	$	12.97		$	12.73		$	12.13		$	12.15
Return on common tangible equity		14.49	%		14.62	%		13.46	%		14.54	%

	Three Months Ended
	June			March			December			September
		2024			2024			2023			2023

Interest and dividend income	$	12,572		$	9,694		$	9,545		$	9,078
Interest expense		6,185			4,641			4,330			3,673
Net interest income		6,387			5,053			5,215			5,405
Provision (benefit) for credit losses		4,720			(126	)		4			138
Net interest income after
provision for credit losses		1,666			5,179			5,211			5,267
Non-interest income		716			678			1,017			691
Non-interest expense		6,723			3,934			3,748			3,733
Income (loss) before federal income taxes		(4,341	)		1,923			2,480			2,225
Provision (benefit) for federal income taxes		(873	)		384			443			452
Net income (loss)	$	(3,468	)	$	1,539		$	2,037		$	1,773

Earnings (loss) per share – basic	$	(0.68	)	$	0.40		$	0.53		$	0.46
Earnings (loss) per share – diluted	$	(0.67	)	$	0.40		$	0.53		$	0.46
Dividends per share	$	0.13		$	0.13		$	0.13		$	0.13
Return on average assets		(1.38	%)		0.76	%		1.02	%		0.91	%
Return on average equity		(17.16	%)		11.63	%		16.90	%		14.41	%
Shares outstanding at quarter end		7,787,055			3,840,575			3,839,702			3,837,609
Book value per share	$	13.60		$	13.81		$	13.80		$	12.40
Tangible equity per share	$	11.49		$	13.36		$	13.35		$	11.95
Return on common tangible equity		(15.51	%)		12.00	%		15.90	%		15.46	%


MAIN STREET FINANCIAL SERVICES CORP.
Non-GAAP reconciliation
(Dollars in thousands, except per share data – unaudited)

	For three months ended						For the six months ended
	June,						June,
		2025			2024			2025			2024

Net Income as reported – GAAP	$	3,679		$	(3,468	)	$	7,308		$	(1,929	)
Effect of merger related expenses (net of tax benefit)		–			5,399			–			5,573
Effect of termination expenses (net of tax benefit)		416			–			416			–
Net Income non-GAAP	$	4,095		$	1,931		$	7,724		$	3,645

Earnings per share – GAAP	$	0.47		$	(0.68	)	$	0.94		$	(0.43	)
Effect of merger related expenses		–			1.05			–			1.24
Effect of termination expenses		0.05			–			0.05			–
Earnings per share non-GAAP	$	0.52		$	0.38		$	0.99		$	0.81

Return on average assets – GAAP		1.03	%		-1.38	%		1.03	%		-0.43	%
Effect of merger related expenses		–			2.15	%		–			1.24	%
Effect of termination expenses		0.12	%		–			0.06	%		–
Return on average assets non-GAAP		1.14	%		0.77	%		1.09	%		0.81	%

Return on average equity – GAAP		13.42	%		-17.16	%		13.34	%		-6.24	%
Effect of merger related expenses		–			26.72	%		–			18.02	%
Effect of termination expenses		1.52	%		–			0.76	%		–
Return on average equity non-GAAP		14.94	%		9.56	%		14.10	%		11.78	%

Efficiency Ratio – GAAP		62.17	%		94.65	%		61.55	%		83.04	%
Effect of merger related expenses		–			-29.42	%		–			-18.00	%
Effect of termination expenses		-3.11	%		–			-1.62	%		–
Efficiency Ratio non-GAAP		59.06	%		65.23	%		59.93	%		65.04	%

The MIL Network –

July 25, 2025

MIL-OSI: MidWestOne Financial Group, Inc. Reports Financial Results for the Second Quarter of 2025

Source: GlobeNewswire (MIL-OSI)

IOWA CITY, Iowa, July 24, 2025 (GLOBE NEWSWIRE) — MidWestOne Financial Group, Inc. (Nasdaq: MOFG) (“we,” “our,” or the “Company”) today reported results for the second quarter of 2025.

Second Quarter 2025 Summary¹

Pre-tax, pre-provision net revenue increased 15% to $24.5 million².
- Net interest margin (tax equivalent) was 3.57%²; core net interest margin expanded 13 basis points (“bps”) to 3.49%.²
- Noninterest income was $10.2 million.
- Noninterest expense was $35.8 million.
- Efficiency ratio improved to 56.20%² from 59.38%².
Net income of $10.0 million, or $0.48 per diluted common share, reflected credit loss expense of $11.9 million stemming primarily from a single commercial real estate (“CRE”) office credit.
Criticized loans ratio improved 32 bps to 5.15%.
Allowance for credit losses ratio increased to 1.50%, due primarily to the single CRE office credit.
Annualized loan growth of 7.4%.
Tangible book value per share of $23.92,² an increase of 2.4%.
Common equity tier 1 (“CET1”) capital ratio improved 5 bps to 11.02%.
Provided notice of redemption for all $65.0 million aggregate principal of the Company’s 5.75% fixed-to-floating rate subordinated notes due 2030 set to reprice on July 30^th.

CEO Commentary

Charles (Chip) Reeves, Chief Executive Officer of the Company, commented, “Due to the expertise of our MidWestOne team, we continued to execute well on our 2025 strategic initiatives. Strong loan growth and back book loan re-pricing led to tax equivalent net interest margin expansion of 13 basis points, to 3.57%², and to 5% linked quarter net interest income growth. Investments in our relationship fee income businesses continue to bear fruit with wealth management, Small Business Administration (“SBA”), and residential mortgage revenues up quarter over quarter.

We maintained our expense discipline even as we added significant customer facing talent in Denver and the Twin Cities, as well as invested in our platforms to drive internal efficiencies and improve the customer experience.

Earnings and certain asset quality measures were unfavorably impacted by a single $24 million suburban Twin Cities CRE office credit. The loan was originated in June 2022 and previously classified, but moved to nonaccrual in the second quarter. A receiver is in place, resolution efforts have begun, and a specific reserve was established, which led to an increase in our allowance for credit losses ratio to 1.50%.

Our balance sheet, capital, and underlying earnings strength position us well for the second half of 2025 as we continue to make significant progress in building a high-performing, relationship-driven community bank.”

__________________
¹_{Second Quarter Summary compares to the first quarter of 2025 (the “linked quarter”) unless noted.}
²_{Non-GAAP measure. See the separate Non-GAAP Measures section for a reconciliation to the most directly comparable GAAP measure.}

(Dollars in thousands, except per share amounts and as noted)	As of or for the quarter ended									Six Months Ended
	June 30,			March 31,			June 30,			June 30,			June 30,
		2025			2025			2024			2025			2024
Financial Results
Revenue	$	60,231		$	57,575		$	57,901		$	117,806		$	102,382
Credit loss expense		11,889			1,687			1,267			13,576			5,956
Noninterest expense		35,767			36,293			35,761			72,060			71,326
Net income		9,980			15,138			15,819			25,118			19,088
Pre-tax pre-provision net revenue⁽³⁾		24,464			21,282			22,140			45,746			31,056
Adjusted earnings⁽³⁾		10,176			15,301			8,132			25,479			12,621
Per Common Share
Diluted earnings per share	$	0.48		$	0.73		$	1.00		$	1.20		$	1.21
Adjusted earnings per share⁽³⁾		0.49			0.73			0.52			1.22			0.80
Book value		28.36			27.85			34.44			28.36			34.44
Tangible book value⁽³⁾		23.92			23.36			28.27			23.92			28.27
Balance Sheet & Credit Quality
Loans In millions	$	4,381.2		$	4,304.2		$	4,287.2		$	4,381.2		$	4,287.2
Investment securities In millions		1,235.0			1,305.5			1,824.1			1,235.0			1,824.1
Deposits In millions		5,388.1			5,489.1			5,412.4			5,388.1			5,412.4
Net loan charge-offs In millions		0.2			3.1			0.5			3.3			0.7
Allowance for credit losses ratio		1.50	%		1.25	%		1.26	%		1.50	%		1.26	%
Selected Ratios
Return on average assets		0.65	%		1.00	%		0.95	%		0.82	%		0.58	%
Net interest margin, tax equivalent⁽³⁾		3.57	%		3.44	%		2.41	%		3.51	%		2.37	%
Return on average equity		6.81	%		10.74	%		11.91	%		8.74	%		7.23	%
Return on average tangible equity⁽³⁾		8.84	%		13.75	%		15.74	%		11.24	%		9.98	%
Efficiency ratio⁽³⁾		56.20	%		59.38	%		56.29	%		57.75	%		62.83	%

REVENUE REVIEW

Revenue							Change		Change
Revenue							2Q25 vs		2Q25 vs
(Dollars in thousands)	2Q25		1Q25		2Q24		1Q25		2Q24
Net interest income	$	49,982	$	47,439	$	36,347	5	%	38	%
Noninterest income		10,249		10,136		21,554	1	%	(52)%
Total revenue, net of interest expense	$	60,231	$	57,575	$	57,901	5	%	4	%

Total revenue for the second quarter of 2025 increased $2.7 million from the first quarter of 2025 due to higher net interest income and noninterest income during the quarter. When compared to the second quarter of 2024, total revenue increased $2.3 million due to higher net interest income partially offset by lower noninterest income.

Net interest income of $50.0 million for the second quarter of 2025 increased $2.5 million from the first quarter of 2025 due to higher earning asset volumes and yields and lower funding costs, partially offset by higher funding volumes. When compared to the second quarter of 2024, net interest income increased $13.6 million due to higher earning asset yields and lower funding volumes and costs, partially offset by lower earning asset volumes.

The Company’s tax equivalent net interest margin was 3.57%³ in the second quarter of 2025, compared to 3.44%³ in the first quarter of 2025, driven by higher earning asset yields and lower interest bearing liability costs. Total earning asset yield increased 12 bps from the first quarter of 2025, primarily due to an increase of 10 bps in loan yield. Interest bearing liability costs during the second quarter of 2025 decreased 2 bps to 2.39%, primarily due to reductions in long-term debt costs and interest bearing deposits of 13 bps and 2 bps, to 6.28% and 2.29%, respectively, from the first quarter of 2025.

The Company’s tax equivalent net interest margin was 3.57%³ in the second quarter of 2025, compared to 2.41%³ in the second quarter of 2024, driven by higher earning asset yields and lower interest bearing liability costs. Total earning assets yield increased 75 bps from the second quarter of 2024, primarily due to increases of 189 bps and 12 bps in total investment securities and loan yields, respectively. Interest bearing liability costs decreased 46 bps to 2.39%, due to long-term debt costs of 6.28% and interest bearing deposit costs of 2.29%, which decreased 67 bps, and 25 bps, respectively, from the second quarter of 2024.

__________________
³_{Non-GAAP measure. See the separate Non-GAAP Measures section for a reconciliation to the most directly comparable GAAP measure.}

Noninterest Income									Change		Change
Noninterest Income									2Q25 vs		2Q25 vs
(Dollars in thousands)	2Q25			1Q25			2Q24		1Q25		2Q24
Investment services and trust activities	$	3,705		$	3,544		$	3,504	5	%	6	%
Service charges and fees		2,190			2,131			2,156	3	%	2	%
Card revenue		1,934			1,744			1,907	11	%	1	%
Loan revenue		1,417			1,194			1,525	19	%	(7)%
Bank-owned life insurance		677			1,057			668	(36)%		1	%
Investment securities gains, net		—			33			33	(100)%		(100)%
Other		326			433			11,761	(25)%		(97)%
Total noninterest income	$	10,249		$	10,136		$	21,554	1	%	(52)%

MSR adjustment (included above in Loan revenue)	$	(264	)	$	(213	)	$	129	24	%	(305)%

Noninterest income for the second quarter of 2025 increased $0.1 million from the linked quarter, primarily due to increases of $0.2 million each in loan revenue, card revenue, and investment services and trust activities revenue. The increase in loan revenue was due primarily to a $0.2 million increase in mortgage origination fee revenue, coupled with an increase of $0.2 million in SBA gain on sale revenue. The increase in card revenue was driven primarily by higher interchange fee income. The increase in investment services and trust activities revenue was driven by higher assets under administration. Partially offsetting these increases was a decline of $0.4 million in bank-owned life insurance revenue stemming from the death benefit recognized in the first quarter of 2025.

Noninterest income for the second quarter of 2025 decreased $11.3 million from the second quarter of 2024 primarily due to the decline in other revenue stemming from the $11.1 million gain realized in connection with the sale of our Florida banking operations in the second quarter of 2024. Also contributing to the decline in noninterest income was a $0.4 million unfavorable change in the fair value of our mortgage servicing rights, which is included in loan revenue, and a decline of $0.4 million in swap origination fee income, which is recorded in other revenue. Partially offsetting these declines was an increase of $0.2 million in investment services and trust activities revenue, driven by higher assets under administration.

EXPENSE REVIEW

Noninterest Expense							Change		Change
Noninterest Expense							2Q25 vs		2Q25 vs
(Dollars in thousands)	2Q25		1Q25		2Q24		1Q25		2Q24
Compensation and employee benefits	$	21,011	$	21,212	$	20,985	(1)%		—	%
Occupancy expense of premises, net		2,540		2,588		2,435	(2)%		4	%
Equipment		2,550		2,426		2,530	5	%	1	%
Legal and professional		2,153		2,226		2,253	(3)%		(4)%
Data processing		1,486		1,698		1,645	(12)%		(10)%
Marketing		762		552		636	38	%	20	%
Amortization of intangibles		1,252		1,408		1,593	(11)%		(21)%
FDIC insurance		851		917		1,051	(7)%		(19)%
Communications		161		159		191	1	%	(16)%
Foreclosed assets, net		83		74		138	12	%	(40)%
Other		2,918		3,033		2,304	(4)%		27	%
Total noninterest expense	$	35,767	$	36,293	$	35,761	(1)%		—	%

Merger-related Expenses
Merger-related Expenses
(Dollars in thousands)	2Q25		1Q25		2Q24
Compensation and employee benefits	$	—	$	—	$	73
Equipment		—		—		28
Legal and professional		—		40		462
Data processing		—		—		251
Communications		—		—		8
Other		—		—		32
Total merger-related expenses	$	—	$	40	$	854

Noninterest expense for the second quarter of 2025 decreased $0.5 million from the linked quarter, primarily due to decreases of $0.2 million each in data processing, compensation and employee benefits, and amortization of intangibles. The decrease in data processing was primarily driven by a decrease in core banking system costs. The decrease in compensation and employee benefits reflected the receipt of $1.1 million from Employee Retention Credit claims, which was partially offset by higher wage, equity compensation and employee benefits expense.

Noninterest expense for the second quarter of 2025 compared to the prior year was stable at $35.8 million. The $0.6 million increase in other noninterest expense stemmed primarily from customer deposits costs. Further, excluding merger-related expenses, legal and professional costs increased $0.4 million due primarily to higher litigation-related legal expenses. Those increases were partially offset by lower intangible amortization and FDIC insurance costs, which decreased $0.3 million and $0.2 million, respectively.

The Company’s effective tax rate was 20.6% in the second quarter of 2025, compared to 22.7% in the linked quarter. The effective income tax rate for the full year 2025 is expected to be 22-23%.

BALANCE SHEET REVIEW

Total assets were $6.16 billion at June 30, 2025, compared to $6.25 billion at March 31, 2025 and $6.58 billion at June 30, 2024. The decrease from March 31, 2025 was primarily due to lower cash and security volumes, partially offset by higher loan volumes. Compared to June 30, 2024, the decrease was primarily driven by lower security volumes, partially offset by higher loan volumes.

Loans Held for Investment (Dollars in thousands)	June 30, 2025				March 31, 2025				June 30, 2024
Loans Held for Investment (Dollars in thousands)	Balance		% of Total		Balance		% of Total		Balance		% of Total
Commercial and industrial	$	1,226,265	28.0	%	$	1,140,138	26.5	%	$	1,120,983	26.1	%
Agricultural		128,717	2.9			131,409	3.1			107,983	2.5
Commercial real estate
Construction and development		280,918	6.4			293,280	6.8			351,646	8.2
Farmland		186,494	4.3			180,633	4.2			183,641	4.3
Multifamily		438,193	10.0			421,204	9.8			430,054	10.0
Other		1,407,469	32.1			1,425,062	33.0			1,348,515	31.5
Total commercial real estate		2,313,074	52.8			2,320,179	53.8			2,313,856	54.0
Residential real estate
One-to-four family first liens		467,970	10.7			471,688	11.0			492,541	11.5
One-to-four family junior liens		188,671	4.3			182,346	4.2			176,105	4.1
Total residential real estate		656,641	15.0			654,034	15.2			668,646	15.6
Consumer		56,491	1.3			58,424	1.4			75,764	1.8
Loans held for investment, net of unearned income	$	4,381,188	100.0	%	$	4,304,184	100.0	%	$	4,287,232	100.0	%

Total commitments to extend credit	$	1,074,935			$	1,080,300			$	1,200,605

Loans held for investment, net of unearned income at June 30, 2025 were $4.38 billion, increasing $77.0 million, or 1.8%, from $4.30 billion at March 31, 2025 and increasing $94.0 million, or 2.2%, from $4.29 billion at June 30, 2024. The increases across both periods were primarily driven by organic loan growth and higher line of credit usage.

Investment Securities(Dollars in thousands)	June 30, 2025				March 31, 2025				June 30, 2024
Investment Securities(Dollars in thousands)	Balance		% of Total		Balance		% of Total		Balance		% of Total
Available for sale	$	1,235,045	100.0	%	$	1,305,530	100.0	%	$	771,034	42.3	%
Held to maturity		—	—	%		—	—	%		1,053,080	57.7	%
Total investment securities	$	1,235,045			$	1,305,530			$	1,824,114

Investment securities at June 30, 2025 were $1.24 billion, decreasing $70.5 million from March 31, 2025 and decreasing $589.1 million from June 30, 2024. The decrease from the first quarter of 2025 was primarily due to principal cash flows received from scheduled payments, calls, and maturities. The decrease from the second quarter of 2024 stemmed primarily from the sale of debt securities in connection with a balance sheet repositioning, as well as principal cash flows received from scheduled payments, calls, and maturities.

Deposits	June 30, 2025				March 31, 2025				June 30, 2024
(Dollars in thousands)	Balance		% of Total		Balance		% of Total		Balance		% of Total
Noninterest bearing deposits	$	910,693	16.9	%	$	903,714	16.5	%	$	882,472	16.3	%
Interest checking deposits		1,206,096	22.5			1,283,328	23.3			1,284,243	23.7
Money market deposits		971,048	18.0			1,002,066	18.3			1,043,376	19.3
Savings deposits		851,636	15.8			877,348	16.0			745,639	13.8
Time deposits of $250 and under		837,302	15.5			818,012	14.9			803,301	14.8
Total core deposits		4,776,775	88.7			4,884,468	89.0			4,759,031	87.9
Brokered time deposits		200,000	3.7			200,000	3.6			196,000	3.6
Time deposits over $250		411,323	7.6			404,674	7.4			457,388	8.5
Total deposits	$	5,388,098	100.0	%	$	5,489,142	100.0	%	$	5,412,419	100.0	%

Total deposits at June 30, 2025 were $5.39 billion, decreasing $101.0 million, or 1.8%, from $5.49 billion at March 31, 2025, and decreasing $24.3 million, or 0.4%, from $5.41 billion at June 30, 2024. Noninterest bearing deposits at June 30, 2025 were $910.7 million, an increase of $7.0 million from March 31, 2025 and an increase of $28.2 million from June 30, 2024.

Borrowed Funds	June 30, 2025				March 31, 2025				June 30, 2024
(Dollars in thousands)	Balance		% of Total		Balance		% of Total		Balance		% of Total
Short-term borrowings	$	—	—	%	$	1,482	1.3	%	$	414,684	78.3	%
Long-term debt		112,320	100.0	%		111,398	98.7	%		114,839	21.7	%
Total borrowed funds	$	112,320			$	112,880			$	529,523

Borrowed funds were $112.3 million at June 30, 2025, a decrease of $0.6 million from March 31, 2025 and a decrease of $417.2 million from June 30, 2024. The decrease compared to the linked quarter was due primarily to lower securities sold under agreements to repurchase. The decrease compared to June 30, 2024 was primarily due to the pay-off of $405.0 million of BTFP borrowings and scheduled payments on long-term debt.

In June 2025, the Company provided notice to the trustee of its intent to redeem all $65.0 million aggregate principal of its 5.75% fixed-to-floating rate subordinated notes due 2030. To complete the redemption, the Company expects to utilize a combination of cash on hand and proceeds from a $50.0 million senior term note. The senior term note is expected to be structured as a 5-year maturity, 7-year amortization facility, and bear interest at a floating rate of 1-month term SOFR plus 1.75%. The financing pursuant to the senior note is expected to close on July 29, 2025, and the redemption is expected to occur on July 30, 2025.

Capital	June 30,			March 31,			June 30,
(Dollars in thousands)	2025 ⁽¹⁾				2025			2024
Total shareholders’ equity	$	589,040		$	579,625		$	543,286
Accumulated other comprehensive loss		(57,557	)		(63,098	)		(58,135	)
*MidWestOne* Financial Group, Inc. Consolidated**
Tier 1 leverage to average assets ratio		9.62	%		9.50	%		8.29	%
Common equity tier 1 capital to risk-weighted assets ratio		11.02	%		10.97	%		9.56	%
Tier 1 capital to risk-weighted assets ratio		11.88	%		11.84	%		10.35	%
Total capital to risk-weighted assets ratio		14.44	%		14.34	%		12.62	%
*MidWestOne* Bank**
Tier 1 leverage to average assets ratio		10.43	%		10.42	%		9.24	%
Common equity tier 1 capital to risk-weighted assets ratio		12.95	%		13.02	%		11.55	%
Tier 1 capital to risk-weighted assets ratio		12.95	%		13.02	%		11.55	%
Total capital to risk-weighted assets ratio		14.20	%		14.21	%		12.61	%
⁽¹⁾ Regulatory capital ratios for June 30, 2025 are preliminary

Total shareholders’ equity at June 30, 2025 increased $9.4 million from March 31, 2025, driven primarily by a decrease in accumulated other comprehensive loss and an increase in retained earnings, partially offset by an increase in treasury stock. Total shareholders’ equity at June 30, 2025 increased $45.8 million from June 30, 2024, primarily due to increases in common stock and additional paid-in-capital stemming from the common equity capital raise in the third quarter of 2024, and partially offset by a decrease in retained earnings.

On July 22, 2025, the Board of Directors of the Company declared a cash dividend of $0.2425 per common share. The dividend is payable September 16, 2025, to shareholders of record at the close of business on September 2, 2025.

The current share repurchase program allows for the repurchase of up to $15.0 million of the Company’s common shares. Under such program, the Company repurchased 63,402 shares of its common stock at an average price of $27.65 per share and a total cost of $1.8 million during the period March 31, 2025 through June 30, 2025. No shares were repurchased during the subsequent period through July 24, 2025. As of June 30, 2025, $13.2 million remained available under this program.

CREDIT QUALITY REVIEW

Credit Quality	As of or For the Three Months Ended
Credit Quality	June 30,			March 31,			June 30,
(Dollars in thousands)		2025			2025			2024
Credit loss expense related to loans	$	12,089		$	1,787		$	467
Net charge-offs		189			3,087			524
Allowance for credit losses		65,800			53,900			53,900
Pass	$	4,155,385		$	4,068,707		$	3,991,692
Special Mention		98,998			121,494			146,253
Classified		126,805			113,983			149,287
Criticized		225,803			235,477			295,540
Loans greater than 30 days past due and accruing	$	12,161		$	6,119		$	9,358
Nonperforming loans	$	37,192		$	17,470		$	25,128
Nonperforming assets		40,606			20,889			31,181
Net charge-off ratio⁽¹⁾		0.02	%		0.29	%		0.05	%
Classified loans ratio⁽²⁾		2.89	%		2.65	%		3.48	%
Criticized loans ratio⁽³⁾		5.15	%		5.47	%		6.89	%
Nonperforming loans ratio⁽⁴⁾		0.85	%		0.41	%		0.59	%
Nonperforming assets ratio⁽⁵⁾		0.66	%		0.33	%		0.47	%
Allowance for credit losses ratio⁽⁶⁾		1.50	%		1.25	%		1.26	%
Allowance for credit losses to nonaccrual loans ratio⁽⁷⁾		179.19	%		309.47	%		218.26	%
⁽¹⁾ Net charge-off ratio is calculated as annualized net charge-offs divided by the sum of average loans held for investment, net of unearned income and average loans held for sale, during the period.
⁽²⁾ Classified loans ratio is calculated as classified loans divided by loans held for investment, net of unearned income, at the end of the period.
⁽³⁾ Criticized loans ratio is calculated as criticized loans divided by loans held for investment, net of unearned income, at the end of the period.
⁽⁴⁾ Nonperforming loans ratio is calculated as nonperforming loans divided by loans held for investment, net of unearned income, at the end of the period.
⁽⁵⁾ Nonperforming assets ratio is calculated as nonperforming assets divided by total assets at the end of the period.
⁽⁶⁾ Allowance for credit losses ratio is calculated as allowance for credit losses divided by loans held for investment, net of unearned income, at the end of the period.
⁽⁷⁾ Allowance for credit losses to nonaccrual loans ratio is calculated as allowance for credit losses divided by nonaccrual loans at the end of the period.

Compared to the linked quarter, both nonperforming loans and nonperforming assets increased $19.7 million, primarily due to a single $24.0 million CRE office credit, partially offset by the sale of a $3.9 million CRE office credit. Special mention loan balances decreased $22.5 million, or 19%, while classified loan balances increased $12.8 million, or 11%. Compared to the prior year period, nonperforming loans and nonperforming assets increased $12.1 million and $9.4 million, respectively. Special mention loan balances decreased $47.3 million, or 32%, while classified loan balances decreased $22.5 million, or 15%. The net charge-off ratio declined 27 bps from the linked quarter and 3 bps from the same period in the prior year.

As of June 30, 2025, the allowance for credit losses was $65.8 million and the allowance for credit losses ratio was 1.50%, compared with $53.9 million and 1.25%, respectively, at March 31, 2025. Credit loss expense of $11.9 million in the second quarter of 2025 primarily reflected the specific reserve established in connection with the single CRE office credit previously discussed.

Nonperforming Loans Roll Forward (Dollars in thousands)	Nonaccrual			90+ Days Past Due & Still Accruing			Total
Balance at March 31, 2025	$	17,417		$	53		$	17,470
Loans placed on nonaccrual or 90+ days past due & still accruing		25,279			569			25,848
Proceeds related to repayment or sale		(4,973	)		—			(4,973	)
Loans returned to accrual status or no longer past due		(632	)		—			(632	)
Charge-offs		(187	)		(151	)		(338	)
Transfers to foreclosed assets		(183	)		—			(183	)
Balance at June 30, 2025	$	36,721		$	471		$	37,192

CONFERENCE CALL DETAILS

The Company will host a conference call for investors at 11:00 a.m. CT on Friday, July 25, 2025. To participate, you may pre-register for this call utilizing the following link: https://www.netroadshow.com/events/login?show=a6070726&confId=80381. After pre-registering for this event you will receive your access details via email. On the day of the call, you are also able to dial 1-833-470-1428 using an access code of 293794 at least fifteen minutes before the call start time. If you are unable to participate on the call, a replay will be available until October 23, 2025 by calling 1-866-813-9403 and using the replay access code of 763204. A transcript of the call will also be available on the Company’s web site (www.midwestonefinancial.com) within three business days of the call.

ABOUT MIDWESTONE FINANCIAL GROUP, INC.

MidWestOne Financial Group, Inc. is a financial holding company headquartered in Iowa City, Iowa. MidWestOne is the parent company of MidWestOne Bank, which operates banking offices in Iowa, Minnesota, Wisconsin, and Colorado. MidWestOne provides electronic delivery of financial services through its website, MidWestOne.bank. MidWestOne Financial Group, Inc. trades on the Nasdaq Global Select Market under the symbol “MOFG”.

Cautionary Note Regarding Forward-Looking Statements

This release contains certain “forward-looking statements” within the meaning of such term in the Private Securities Litigation Reform Act of 1995. We and our representatives may, from time to time, make written or oral statements that are “forward-looking” and provide information other than historical information. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from any results, levels of activity, performance or achievements expressed or implied by any forward-looking statement. These factors include, among other things, the factors listed below. Forward-looking statements, which may be based upon beliefs, expectations and assumptions of our management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “should,” “could,” “would,” “plans,” “goals,” “intend,” “project,” “estimate,” “forecast,” “may” or similar expressions. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, these statements. Readers are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Additionally, we undertake no obligation to update any statement in light of new information or future events, except as required under federal securities law.

Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors that could have an impact on our ability to achieve operating results, growth plan goals and future prospects include, but are not limited to, the following: (1) the effects of changes in interest rates, including on our net income and the value of our securities portfolio; (2) fluctuations in the value of our investment securities; (3) effects on the U.S. economy resulting from the implementation of proposed policies and executive orders, including the imposition of tariffs, changes in immigration policy, changes to regulatory or other governmental agencies, DEI and ESG initiative trends, changes in consumer protection policies, changes in foreign policy and tax regulations; (4) volatility of rate-sensitive deposits; (5) asset/liability matching risks and liquidity risks; (6) 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; (7) the concentration of large deposits from certain clients, including those who have balances above current FDIC insurance limits; (8) credit quality deterioration, pronounced and sustained reduction in real estate market values, or other uncertainties, including the impact of inflationary pressures and future monetary policies of the Federal Reserve in response thereto on economic conditions and our business, resulting in an increase in the allowance for credit losses, an increase in the credit loss expense, and a reduction in net earnings; (9) the sufficiency of the allowance for credit losses to absorb the amount of expected losses inherent in our existing loan portfolio; (10) the failure of assumptions underlying the establishment of allowances for credit losses and estimation of values of collateral and various financial assets and liabilities; (11) credit risks and risks from concentrations (by type of borrower, collateral, geographic area and by industry) within our loan portfolio; (12) changes in the economic environment, competition, or other factors that may affect our ability to acquire loans or influence the anticipated growth rate of loans and deposits and the quality of the loan portfolio and loan and deposit pricing; (13) governmental monetary and fiscal policies; (14) new or revised general economic, political, or industry conditions, nationally, internationally or in the communities in which we conduct business, including the risk of a recession; (15) the imposition of domestic or foreign tariffs or other governmental policies impacting the global supply chain and value of the agricultural or other products of our borrowers; (16) war or terrorist activities, including ongoing conflicts in the Middle East and the Russian invasion of Ukraine, widespread disease or pandemic, or other adverse external events, which may cause deterioration in the economy or cause instability in credit markets; (17) legislative and regulatory changes, including changes in banking, securities, trade, and tax laws and regulations and their application by our regulators, and including changes in interpretation or prioritization of such laws and regulations; (18) changes in accounting policies and practices, as may be adopted by state and federal regulatory agencies and the Financial Accounting Standards Board; (19) the effects of competition from other commercial banks, thrifts, mortgage banking firms, consumer finance companies, credit unions, securities brokerage firms, insurance companies, money market and other mutual funds, financial technology companies, and other financial institutions operating in our markets or elsewhere or providing similar services; (20) changes in the business and economic conditions generally and in the financial services industry, and the effects of recent developments and events in the financial services industry, including the large-scale deposit withdrawals over a short period of time that resulted in prior bank failures; (21) the occurrence of fraudulent activity, breaches, or failures of our or our third party vendors’ information security controls or cyber-security related incidents, including as a result of sophisticated attacks using artificial intelligence and similar tools or as a result of insider fraud; (22) the ability to attract and retain key executives and employees experienced in banking and financial services; (23) our ability to adapt successfully to technological changes implemented by us and other parties in the financial services industry, including third-party vendors, which may be more difficult to implement or more expensive than anticipated or which may have unforeseen consequence to us and our customers, including the development and implementation of tools incorporating artificial intelligence; (24) operational risks, including data processing system failures and fraud; (25) the costs, effects and outcomes of existing or future litigation or other legal proceedings and regulatory actions; (26) the risks of mergers or branch sales (including the sale of our Florida banking operations and the acquisition of Denver Bankshares, Inc.), including, without limitation, the related time and costs of implementing such transactions, integrating operations as part of these transactions and possible failures to achieve expected gains, revenue growth and/or expense savings from such transactions; (27) the economic impacts on the Company and its customers of climate change, natural disasters and exceptional weather occurrences, such as: tornadoes, floods and blizzards; and (28) other risk factors detailed from time to time in Securities and Exchange Commission filings made by the Company.

MIDWESTONE FINANCIAL GROUP, INC.
FIVE QUARTER CONSOLIDATED BALANCE SHEETS

	June 30,			March 31,			December 31,			September 30,			June 30,
(Dollars in thousands)		2025			2025			2024			2024			2024
ASSETS
Cash and due from banks	$	78,696		$	68,545		$	71,803		$	72,173		$	66,228
Interest earning deposits in banks		90,749			182,360			133,092			129,695			35,340
Total cash and cash equivalents		169,445			250,905			204,895			201,868			101,568
Debt securities available for sale at fair value		1,235,045			1,305,530			1,328,433			1,623,104			771,034
Held to maturity securities at amortized cost		—			—			—			—			1,053,080
Total securities		1,235,045			1,305,530			1,328,433			1,623,104			1,824,114
Loans held for sale		16,812			13,836			749			3,283			2,850
Gross loans held for investment		4,391,426			4,315,546			4,328,413			4,344,559			4,304,619
Unearned income, net		(10,238	)		(11,362	)		(12,786	)		(15,803	)		(17,387	)
Loans held for investment, net of unearned income		4,381,188			4,304,184			4,315,627			4,328,756			4,287,232
Allowance for credit losses		(65,800	)		(53,900	)		(55,200	)		(54,000	)		(53,900	)
Total loans held for investment, net		4,315,388			4,250,284			4,260,427			4,274,756			4,233,332
Premises and equipment, net		89,910			90,031			90,851			90,750			91,793
Goodwill		69,788			69,788			69,788			69,788			69,388
Other intangible assets, net		22,359			23,611			25,019			26,469			27,939
Foreclosed assets, net		3,414			3,419			3,337			3,583			6,053
Other assets		238,612			246,990			252,830			258,881			224,621
Total assets	$	6,160,773		$	6,254,394		$	6,236,329		$	6,552,482		$	6,581,658
LIABILITIES
Noninterest bearing deposits	$	910,693		$	903,714		$	951,423		$	917,715		$	882,472
Interest bearing deposits		4,477,405			4,585,428			4,526,559			4,451,012			4,529,947
Total deposits		5,388,098			5,489,142			5,477,982			5,368,727			5,412,419
Short-term borrowings		—			1,482			3,186			410,630			414,684
Long-term debt		112,320			111,398			113,376			115,051			114,839
Other liabilities		71,315			72,747			82,089			95,836			96,430
Total liabilities		5,571,733			5,674,769			5,676,633			5,990,244			6,038,372
SHAREHOLDERS’ EQUITY
Common stock		21,580			21,580			21,580			21,580			16,581
Additional paid-in capital		414,485			414,258			414,987			414,965			300,831
Retained earnings		232,718			227,790			217,776			206,490			306,030
Treasury stock		(22,186	)		(20,905	)		(21,885	)		(21,955	)		(22,021	)
Accumulated other comprehensive loss		(57,557	)		(63,098	)		(72,762	)		(58,842	)		(58,135	)
Total shareholders’ equity		589,040			579,625			559,696			562,238			543,286
Total liabilities and shareholders’ equity	$	6,160,773		$	6,254,394		$	6,236,329		$	6,552,482		$	6,581,658

MIDWESTONE FINANCIAL GROUP, INC.
FIVE QUARTER CONSOLIDATED STATEMENTS OF INCOME

	Three Months Ended											Six Months Ended
(Dollars in thousands, except per share data)	June 30,		March 31,		December 31,		September 30,			June 30,		June 30,		June 30,
(Dollars in thousands, except per share data)		2025		2025		2024		2024			2024		2025		2024
Interest income
Loans, including fees	$	62,276	$	59,462	$	62,458	$	62,521		$	61,643	$	121,738	$	119,590
Taxable investment securities		12,928		13,327		11,320		8,779			9,228		26,255		18,688
Tax-exempt investment securities		699		703		728		1,611			1,663		1,402		3,373
Other		1,517		1,247		3,761		785			242		2,764		660
Total interest income		77,420		74,739		78,267		73,696			72,776		152,159		142,311
Interest expense
Deposits		25,665		25,484		27,324		29,117			28,942		51,149		56,668
Short-term borrowings		19		25		115		5,043			5,409		44		10,384
Long-term debt		1,754		1,791		1,890		2,015			2,078		3,545		4,181
Total interest expense		27,438		27,300		29,329		36,175			36,429		54,738		71,233
Net interest income		49,982		47,439		48,938		37,521			36,347		97,421		71,078
Credit loss expense		11,889		1,687		1,291		1,535			1,267		13,576		5,956
Net interest income after credit loss expense		38,093		45,752		47,647		35,986			35,080		83,845		65,122
Noninterest income
Investment services and trust activities		3,705		3,544		3,779		3,410			3,504		7,249		7,007
Service charges and fees		2,190		2,131		2,159		2,170			2,156		4,321		4,300
Card revenue		1,934		1,744		1,833		1,935			1,907		3,678		3,850
Loan revenue		1,417		1,194		1,841		760			1,525		2,611		2,381
Bank-owned life insurance		677		1,057		719		879			668		1,734		1,328
Investment securities gains (losses), net		—		33		161		(140,182	)		33		33		69
Other		326		433		345		640			11,761		759		12,369
Total noninterest income (loss)		10,249		10,136		10,837		(130,388	)		21,554		20,385		31,304
Noninterest expense
Compensation and employee benefits		21,011		21,212		20,684		19,943			20,985		42,223		41,915
Occupancy expense of premises, net		2,540		2,588		2,772		2,443			2,435		5,128		5,248
Equipment		2,550		2,426		2,688		2,486			2,530		4,976		5,130
Legal and professional		2,153		2,226		2,534		2,261			2,253		4,379		4,312
Data processing		1,486		1,698		1,719		1,580			1,645		3,184		3,005
Marketing		762		552		793		619			636		1,314		1,234
Amortization of intangibles		1,252		1,408		1,449		1,470			1,593		2,660		3,230
FDIC insurance		851		917		980		923			1,051		1,768		1,993
Communications		161		159		154		159			191		320		387
Foreclosed assets, net		83		74		56		330			138		157		496
Other		2,918		3,033		3,543		3,584			2,304		5,951		4,376
Total noninterest expense		35,767		36,293		37,372		35,798			35,761		72,060		71,326
Income (loss) before income tax expense (benefit)		12,575		19,595		21,112		(130,200	)		20,873		32,170		25,100
Income tax expense (benefit)		2,595		4,457		4,782		(34,493	)		5,054		7,052		6,012
Net income (loss)	$	9,980	$	15,138	$	16,330	$	(95,707	)	$	15,819	$	25,118	$	19,088

Earnings (loss) per common share
Basic	$	0.48	$	0.73	$	0.79	$	(6.05	)	$	1.00	$	1.21	$	1.21
Diluted	$	0.48	$	0.73	$	0.78	$	(6.05	)	$	1.00	$	1.20	$	1.21
Weighted average basic common shares outstanding		20,816		20,797		20,776		15,829			15,763		20,807		15,743
Weighted average diluted common shares outstanding		20,843		20,849		20,851		15,829			15,781		20,846		15,775
Dividends paid per common share	$	0.2425	$	0.2425	$	0.2425	$	0.2425		$	0.2425	$	0.4850	$	0.4850

MIDWESTONE FINANCIAL GROUP, INC.
FINANCIAL STATISTICS

	As of or for the Three Months Ended									As of or for the Six Months Ended
	June 30,			March 31,			June 30,			June 30,			June 30,
(Dollars in thousands, except per share amounts)		2025			2025			2024			2025			2024
Earnings:
Net interest income	$	49,982		$	47,439		$	36,347		$	97,421		$	71,078
Noninterest income		10,249			10,136			21,554			20,385			31,304
Total revenue, net of interest expense		60,231			57,575			57,901			117,806			102,382
Credit loss expense		11,889			1,687			1,267			13,576			5,956
Noninterest expense		35,767			36,293			35,761			72,060			71,326
Income before income tax expense		12,575			19,595			20,873			32,170			25,100
Income tax expense		2,595			4,457			5,054			7,052			6,012
Net income	$	9,980		$	15,138		$	15,819		$	25,118		$	19,088
Pre-tax pre-provision net revenue⁽¹⁾	$	24,464		$	21,282		$	22,140		$	45,746		$	31,056
Adjusted earnings⁽¹⁾		10,176			15,301			8,132			25,479			12,621
Per Share Data:
Diluted earnings	$	0.48		$	0.73		$	1.00		$	1.20		$	1.21
Adjusted earnings⁽¹⁾		0.49			0.73			0.52			1.22			0.80
Book value		28.36			27.85			34.44			28.36			34.44
Tangible book value⁽¹⁾		23.92			23.36			28.27			23.92			28.27
Ending Balance Sheet:
Total assets	$	6,160,773		$	6,254,394		$	6,581,658		$	6,160,773		$	6,581,658
Loans held for investment, net of unearned income		4,381,188			4,304,184			4,287,232			4,381,188			4,287,232
Total securities		1,235,045			1,305,530			1,824,114			1,235,045			1,824,114
Total deposits		5,388,098			5,489,142			5,412,419			5,388,098			5,412,419
Short-term borrowings		—			1,482			414,684			—			414,684
Long-term debt		112,320			111,398			114,839			112,320			114,839
Total shareholders’ equity		589,040			579,625			543,286			589,040			543,286
Average Balance Sheet:
Average total assets	$	6,172,649		$	6,168,546		$	6,713,573		$	6,170,609		$	6,674,476
Average total loans		4,370,196			4,290,710			4,419,697			4,330,659			4,358,957
Average total deposits		5,398,916			5,398,819			5,514,924			5,398,868			5,498,020
Financial Ratios:
Return on average assets		0.65	%		1.00	%		0.95	%		0.82	%		0.58	%
Return on average equity		6.81	%		10.74	%		11.91	%		8.74	%		7.23	%
Return on average tangible equity⁽¹⁾		8.84	%		13.75	%		15.74	%		11.24	%		9.98	%
Efficiency ratio⁽¹⁾		56.20	%		59.38	%		56.29	%		57.75	%		62.83	%
Net interest margin, tax equivalent⁽¹⁾		3.57	%		3.44	%		2.41	%		3.51	%		2.37	%
Loans to deposits ratio		81.31	%		78.41	%		79.21	%		81.31	%		79.21	%
CET1 Ratio		11.02	%		10.97	%		9.56	%		11.02	%		9.56	%
Common equity ratio		9.56	%		9.27	%		8.25	%		9.56	%		8.25	%
Tangible common equity ratio⁽¹⁾		8.19	%		7.89	%		6.88	%		8.19	%		6.88	%
Credit Risk Profile:
Total nonperforming loans	$	37,192		$	17,470		$	25,128		$	37,192		$	25,128
Nonperforming loans ratio		0.85	%		0.41	%		0.59	%		0.85	%		0.59	%
Total nonperforming assets	$	40,606		$	20,889		$	31,181		$	40,606		$	31,181
Nonperforming assets ratio		0.66	%		0.33	%		0.47	%		0.66	%		0.47	%
Net charge-offs	$	189		$	3,087		$	524		$	3,276		$	713
Net charge-off ratio		0.02	%		0.29	%		0.05	%		0.15	%		0.03	%
Allowance for credit losses	$	65,800		$	53,900		$	53,900		$	65,800		$	53,900
Allowance for credit losses ratio		1.50	%		1.25	%		1.26	%		1.50	%		1.26	%
Allowance for credit losses to nonaccrual ratio		179.19	%		309.47	%		218.26	%		179.19	%		218.26	%

⁽¹⁾ Non-GAAP measure. See the Non-GAAP Measures section for a reconciliation to the most directly comparable GAAP measure.

MIDWESTONE FINANCIAL GROUP, INC.
AVERAGE BALANCE SHEET AND YIELD ANALYSIS

	Three Months Ended
	June 30, 2025						March 31, 2025						June 30, 2024
(Dollars in thousands)	Average Balance		Interest Income/ Expense		Average Yield/ Cost		Average Balance		Interest Income/ Expense		Average Yield/ Cost		Average Balance		Interest Income/ Expense		Average Yield/ Cost
ASSETS
Loans, including fees ^(1)(2)(3)	$	4,370,196	$	63,298	5.81	%	$	4,290,710	$	60,443	5.71	%	$	4,419,697	$	62,581	5.69	%
Taxable investment securities		1,168,048		12,928	4.44	%		1,207,844		13,327	4.47	%		1,520,253		9,228	2.44	%
Tax-exempt investment securities ⁽²⁾⁽⁴⁾		102,792		859	3.35	%		105,563		865	3.32	%		322,092		2,040	2.55	%
Total securities held for investment⁽²⁾		1,270,840		13,787	4.35	%		1,313,407		14,192	4.38	%		1,842,345		11,268	2.46	%
Other		104,628		1,517	5.82	%		124,133		1,247	4.07	%		20,452		242	4.76	%
Total interest earning assets⁽²⁾	$	5,745,664	$	78,602	5.49	%	$	5,728,250	$	75,882	5.37	%	$	6,282,494	$	74,091	4.74	%
Other assets		426,985						440,296						431,079
Total assets	$	6,172,649					$	6,168,546					$	6,713,573
LIABILITIES AND SHAREHOLDERS’ EQUITY
Interest checking deposits	$	1,221,266	$	2,101	0.69	%	$	1,240,586	$	2,127	0.70	%	$	1,297,356	$	3,145	0.97	%
Money market deposits		986,029		6,057	2.46	%		1,002,743		6,333	2.56	%		1,072,688		7,821	2.93	%
Savings deposits		843,223		3,161	1.50	%		835,731		3,057	1.48	%		738,773		2,673	1.46	%
Time deposits		1,436,301		14,346	4.01	%		1,397,595		13,967	4.05	%		1,470,956		15,303	4.18	%
Total interest bearing deposits		4,486,819		25,665	2.29	%		4,476,655		25,484	2.31	%		4,579,773		28,942	2.54	%
Securities sold under agreements to repurchase		896		1	0.45	%		2,705		5	0.75	%		5,300		10	0.76	%
Other short-term borrowings		—		18	—	%		—		20	—	%		442,546		5,399	4.91	%
Total short-term borrowings		896		19	8.51	%		2,705		25	3.75	%		447,846		5,409	4.86	%
Long-term debt		112,035		1,754	6.28	%		113,364		1,791	6.41	%		120,256		2,078	6.95	%
Total borrowed funds		112,931		1,773	6.30	%		116,069		1,816	6.35	%		568,102		7,487	5.30	%
Total interest bearing liabilities	$	4,599,750	$	27,438	2.39	%	$	4,592,724	$	27,300	2.41	%	$	5,147,875	$	36,429	2.85	%
Noninterest bearing deposits		912,097						922,164						935,151
Other liabilities		73,094						82,280						96,553
Shareholders’ equity		587,708						571,378						533,994
Total liabilities and shareholders’ equity	$	6,172,649					$	6,168,546					$	6,713,573
Net interest income⁽²⁾			$	51,164					$	48,582					$	37,662
Net interest spread⁽²⁾					3.10	%					2.96	%					1.89	%
Net interest margin⁽²⁾					3.57	%					3.44	%					2.41	%

Total deposits⁽⁵⁾	$	5,398,916	$	25,665	1.91	%	$	5,398,819	$	25,484	1.91	%	$	5,514,924	$	28,942	2.11	%
Cost of funds⁽⁶⁾					2.00	%					2.01	%					2.41	%

(1) Average balance includes nonaccrual loans. (2) Tax equivalent. The federal statutory tax rate utilized was 21%. (3) Interest income includes net loan fees, loan purchase discount accretion and tax equivalent adjustments. Net loan fees were $272 thousand, $256 thousand, and $337 thousand for the three months ended June 30, 2025, March 31, 2025, and June 30, 2024, respectively. Loan purchase discount accretion was $1.1 million, $1.2 million, and $1.3 million for the three months ended June 30, 2025, March 31, 2025, and June 30, 2024, respectively. Tax equivalent adjustments were $1.0 million, $981 thousand, and $938 thousand for the three months ended June 30, 2025, March 31, 2025, and June 30, 2024, respectively. The federal statutory tax rate utilized was 21%. (4) Interest income includes tax equivalent adjustments of $160 thousand, $162 thousand, and $377 thousand for the three months ended June 30, 2025, March 31, 2025, and June 30, 2024, respectively. The federal statutory tax rate utilized was 21%. (5) Total deposits is the sum of total interest-bearing deposits and noninterest bearing deposits. The cost of total deposits is calculated as annualized interest expense on deposits divided by average total deposits. (6) Cost of funds is calculated as annualized total interest expense divided by the sum of average total deposits and borrowed funds.

MIDWESTONE FINANCIAL GROUP, INC.
AVERAGE BALANCE SHEET AND YIELD ANALYSIS

	Six Months Ended
	June 30, 2025						June 30, 2024
(Dollars in thousands)	Average Balance		Interest Income/ Expense		Average Yield/ Cost		Average Balance		Interest Income/ Expense		Average Yield/ Cost
ASSETS
Loans, including fees ^(1)(2)(3)	$	4,330,659	$	123,741	5.76	%	$	4,358,957	$	121,448	5.60	%
Taxable investment securities		1,187,836		26,255	4.46	%		1,538,928		18,688	2.44	%
Tax-exempt investment securities ⁽²⁾⁽⁴⁾		104,170		1,724	3.34	%		325,414		4,137	2.56	%
Total securities held for investment⁽²⁾		1,292,006		27,979	4.37	%		1,864,342		22,825	2.46	%
Other		114,327		2,764	4.88	%		25,529		660	5.20	%
Total interest earning assets⁽²⁾	$	5,736,992	$	154,484	5.43	%	$	6,248,828	$	144,933	4.66	%
Other assets		433,617						425,648
Total assets	$	6,170,609					$	6,674,476
LIABILITIES AND SHAREHOLDERS’ EQUITY
Interest checking deposits	$	1,230,873	$	4,228	0.69	%	$	1,299,413	$	6,035	0.93	%
Money market deposits		994,340		12,390	2.51	%		1,087,616		15,886	2.94	%
Savings deposits		839,498		6,218	1.49	%		716,458		4,720	1.32	%
Time deposits		1,417,054		28,313	4.03	%		1,458,969		30,027	4.14	%
Total interest bearing deposits		4,481,765		51,149	2.30	%		4,562,456		56,668	2.50	%
Securities sold under agreements to repurchase		1,795		6	0.67	%		5,315		21	0.79	%
Other short-term borrowings		—		38	—	%		426,036		10,363	4.89	%
Total short-term borrowings		1,795		44	4.94	%		431,351		10,384	4.84	%
Long-term debt		112,696		3,545	6.34	%		121,761		4,181	6.91	%
Total borrowed funds		114,491		3,589	6.32	%		553,112		14,565	5.30	%
Total interest bearing liabilities	$	4,596,256	$	54,738	2.40	%	$	5,115,568	$	71,233	2.80	%
Noninterest bearing deposits		917,103						935,564
Other liabilities		77,662						92,581
Shareholders’ equity		579,588						530,763
Total liabilities and shareholders’ equity	$	6,170,609					$	6,674,476
Net interest income⁽²⁾			$	99,746					$	73,700
Net interest spread⁽²⁾					3.03	%					1.86	%
Net interest margin⁽²⁾					3.51	%					2.37	%

Total deposits⁽⁵⁾	$	5,398,868	$	51,149	1.91	%	$	5,498,020	$	56,668	2.07	%
Cost of funds⁽⁶⁾					2.00	%					2.37	%

(1) Average balance includes nonaccrual loans. (2) Tax equivalent. The federal statutory tax rate utilized was 21%. (3) Interest income includes net loan fees, loan purchase discount accretion and tax equivalent adjustments. Net loan fees were $528 thousand and $574 thousand for the six months ended June 30, 2025 and June 30, 2024, respectively. Loan purchase discount accretion was $2.3 million and $2.4 million for the six months ended June 30, 2025 and June 30, 2024, respectively. Tax equivalent adjustments were $2.0 million and $1.9 million for the six months ended June 30, 2025 and June 30, 2024, respectively. The federal statutory tax rate utilized was 21%. (4) Interest income includes tax equivalent adjustments of $0.3 million and $0.8 million for the six months ended June 30, 2025 and June 30, 2024, respectively. The federal statutory tax rate utilized was 21%. (5) Total deposits is the sum of total interest-bearing deposits and noninterest bearing deposits. The cost of total deposits is calculated as annualized interest expense on deposits divided by average total deposits. (6) Cost of funds is calculated as annualized total interest expense divided by the sum of average total deposits and borrowed funds.

Non-GAAP Measures

This earnings release contains non-GAAP measures for tangible common equity, tangible book value per share, tangible common equity ratio, return on average tangible equity, net interest margin (tax equivalent), core net interest margin, loan yield (tax equivalent), core yield on loans, efficiency ratio, adjusted earnings and adjusted earnings per share, and pre-tax pre-provision net revenue. Management believes these measures provide investors with useful information regarding the Company’s profitability, financial condition and capital adequacy, consistent with how management evaluates the Company’s financial performance. The following tables provide a reconciliation of each non-GAAP measure to the most comparable GAAP measure.

Tangible Common Equity/Tangible Book Value
per Share/Tangible Common Equity Ratio	June 30,			March 31,			December 31,			September 30,			June 30,
(Dollars in thousands, except per share data)		2025			2025			2024			2024			2024
Total shareholders’ equity	$	589,040		$	579,625		$	559,696		$	562,238		$	543,286
Intangible assets, net		(92,147	)		(93,399	)		(94,807	)		(96,257	)		(97,327	)
Tangible common equity	$	496,893		$	486,226		$	464,889		$	465,981		$	445,959

Total assets	$	6,160,773		$	6,254,394		$	6,236,329		$	6,552,482		$	6,581,658
Intangible assets, net		(92,147	)		(93,399	)		(94,807	)		(96,257	)		(97,327	)
Tangible assets	$	6,068,626		$	6,160,995		$	6,141,522		$	6,456,225		$	6,484,331

Book value per share	$	28.36		$	27.85		$	26.94		$	27.06		$	34.44
Tangible book value per share⁽¹⁾	$	23.92		$	23.36		$	22.37		$	22.43		$	28.27
Shares outstanding		20,769,577			20,815,715			20,777,485			20,774,919			15,773,468

Common equity ratio		9.56	%		9.27	%		8.97	%		8.58	%		8.25	%
Tangible common equity ratio⁽²⁾		8.19	%		7.89	%		7.57	%		7.22	%		6.88	%

(1) Tangible common equity divided by shares outstanding. (2) Tangible common equity divided by tangible assets.

	Three Months Ended									Six Months Ended
Return on Average Tangible Equity	June 30,			March 31,			June 30,			June 30,			June 30,
(Dollars in thousands)		2025			2025			2024			2025			2024
Net income	$	9,980		$	15,138		$	15,819		$	25,118		$	19,088
Intangible amortization, net of tax⁽¹⁾		931			1,047			1,195			1,978			2,423
Tangible net income	$	10,911		$	16,185		$	17,014		$	27,096		$	21,511

Average shareholders’ equity	$	587,708		$	571,378		$	533,994		$	579,588		$	530,763
Average intangible assets, net		(92,733	)		(94,169	)		(99,309	)		(93,447	)		(97,302	)
Average tangible equity	$	494,975		$	477,209		$	434,685		$	486,141		$	433,461

Return on average equity		6.81	%		10.74	%		11.91	%		8.74	%		7.23	%
Return on average tangible equity⁽²⁾		8.84	%		13.75	%		15.74	%		11.24	%		9.98	%

(1) The income tax rate utilized was the blended marginal tax rate. (2) Annualized tangible net income divided by average tangible equity.

Net Interest Margin, Tax Equivalent/ Core Net Interest Margin	Three Months Ended									Six Months Ended
	June 30,			March 31,			June 30,			June 30,			June 30,
(Dollars in thousands)		2025			2025			2024			2025			2024
Net interest income	$	49,982		$	47,439		$	36,347		$	97,421		$	71,078
Tax equivalent adjustments:
Loans⁽¹⁾		1,022			981			938			2,003			1,858
Securities⁽¹⁾		160			162			377			322			764
Net interest income, tax equivalent	$	51,164		$	48,582		$	37,662		$	99,746		$	73,700
Loan purchase discount accretion		(1,142	)		(1,166	)		(1,261	)		(2,308	)		(2,413	)
Core net interest income	$	50,022		$	47,416		$	36,401		$	97,438		$	71,287

Net interest margin		3.49	%		3.36	%		2.33	%		3.42	%		2.29	%
Net interest margin, tax equivalent⁽²⁾		3.57	%		3.44	%		2.41	%		3.51	%		2.37	%
Core net interest margin⁽³⁾		3.49	%		3.36	%		2.33	%		3.42	%		2.29	%
Average interest earning assets	$	5,745,664		$	5,728,250		$	6,282,494		$	5,736,992		$	6,248,828

(1) The federal statutory tax rate utilized was 21%. (2) Annualized tax equivalent net interest income divided by average interest earning assets. (3) Annualized core net interest income divided by average interest earning assets.

	Three Months Ended									Six Months Ended
Loan Yield, Tax Equivalent / Core Yield on Loans	June 30,			March 31,			June 30,			June 30,			June 30,
(Dollars in thousands)		2025			2025			2024			2025			2024
Loan interest income, including fees	$	62,276		$	59,462		$	61,643		$	121,738		$	119,590
Tax equivalent adjustment⁽¹⁾		1,022			981			938			2,003			1,858
Tax equivalent loan interest income	$	63,298		$	60,443		$	62,581		$	123,741		$	121,448
Loan purchase discount accretion		(1,142	)		(1,166	)		(1,261	)		(2,308	)		(2,413	)
Core loan interest income	$	62,156		$	59,277		$	61,320		$	121,433		$	119,035

Yield on loans		5.72	%		5.62	%		5.61	%		5.67	%		5.52	%
Yield on loans, tax equivalent⁽²⁾		5.81	%		5.71	%		5.69	%		5.76	%		5.60	%
Core yield on loans⁽³⁾		5.70	%		5.60	%		5.58	%		5.65	%		5.49	%
Average loans	$	4,370,196		$	4,290,710		$	4,419,697		$	4,330,659		$	4,358,957

(1) The federal statutory tax rate utilized was 21%. (2) Annualized tax equivalent loan interest income divided by average loans. (3) Annualized core loan interest income divided by average loans.

	Three Months Ended									Six Months Ended
Efficiency Ratio	June 30,			March 31,			June 30,			June 30,			June 30,
(Dollars in thousands)		2025			2025			2024			2025			2024
Total noninterest expense	$	35,767		$	36,293		$	35,761		$	72,060		$	71,326
Amortization of intangibles		(1,252	)		(1,408	)		(1,593	)		(2,660	)		(3,230	)
Merger-related expenses		—			(40	)		(854	)		(40	)		(2,168	)
Noninterest expense used for efficiency ratio	$	34,515		$	34,845		$	33,314		$	69,360		$	65,928

Net interest income, tax equivalent⁽¹⁾	$	51,164		$	48,582		$	37,662		$	99,746		$	73,700
Plus: Noninterest income		10,249			10,136			21,554			20,385			31,304
Less: Investment securities gains, net		—			33			33			33			69
Net revenues used for efficiency ratio	$	61,413		$	58,685		$	59,183		$	120,098		$	104,935

Efficiency ratio ⁽²⁾		56.20	%		59.38	%		56.29	%		57.75	%		62.83	%

(1) The federal statutory tax rate utilized was 21%. (2) Noninterest expense adjusted for amortization of intangibles and merger-related expenses divided by the sum of tax equivalent net interest income, noninterest income and net investment securities gains.

	Three Months Ended								Six Months Ended
Adjusted Earnings	June 30,			March 31,			June 30,		June 30,			June 30,
(Dollars in thousands, except per share data)		2025			2025			2024		2025			2024
Net income	$	9,980		$	15,138		$	15,819	$	25,118		$	19,088
Less: Investment securities gains, net of tax⁽¹⁾		—			25			24		24			51
Less: Mortgage servicing rights (loss) gain, net of tax⁽¹⁾		(196	)		(158	)		96		(355	)		(177	)
Plus: Merger-related expenses, net of tax⁽¹⁾		—			30			634		30			1,608
Less: Gain on branch sale, net of tax⁽¹⁾		—			—			8,201		—			8,201
Adjusted earnings	$	10,176		$	15,301		$	8,132	$	25,479		$	12,621

Weighted average diluted common shares outstanding		20,843			20,849			15,781		20,846			15,775

Earnings per common share – diluted	$	0.48		$	0.73		$	1.00	$	1.20		$	1.21
Adjusted earnings per common share⁽²⁾	$	0.49		$	0.73		$	0.52	$	1.22		$	0.80

(1) The income tax rate utilized was the blended marginal tax rate. (2) Adjusted earnings divided by weighted average diluted common shares outstanding.

	For the Three Months Ended									Year Ended
Pre-tax Pre-provision Net Revenue	June 30,			March 31,			June 30,			June 30,			June 30,
(Dollars in thousands)		2025			2025			2024			2025			2024
Net interest income	$	49,982		$	47,439		$	36,347		$	97,421		$	71,078
Noninterest income		10,249			10,136			21,554			20,385			31,304
Noninterest expense		(35,767	)		(36,293	)		(35,761	)		(72,060	)		(71,326	)
Pre-tax Pre-provision Net Revenue	$	24,464		$	21,282		$	22,140		$	45,746		$	31,056

Category: Earnings
This news release may be downloaded from Corporate Profile | MidWestOne Financial Group, Inc.

Source: MidWestOne Financial Group, Inc.

Industry: Banks

Contacts:
Charles N. Reeves	Barry S. Ray
Chief Executive Officer	Chief Financial Officer
319.356.5800	319.356.5800

The MIL Network –

July 25, 2025

MIL-OSI: 74Software: Sustained Momentum Reinforces Long-Term Objectives

Source: GlobeNewswire (MIL-OSI)

Press Release
Paris, July 24, 2025

74Software: Sustained Momentum Reinforces Long-Term Objectives

Group H1 2025 revenue of €344.0m, up 6.5% organically and 6.2% in total
Strong H1 across both brands – Axway up 8.9% to €160.8m and SBS up 5.0% to €184.2m
Marked improvement in margin on operating activities, up 585bps to 12.0% of revenue (€41.3m)
ARR increased year-on-year by 11.8% at Axway and 10.9% at SBS, further strengthening recurring revenues

74Software’s Board of Directors, chaired by Pierre Pasquier, approved today the financial statements for the first half of 2025, which were subject to a limited review by the statutory auditors¹. Consequently, 74Software announces:

Half-Year Key Income Statement Items

	Half-year 2025		Half-year 2024 Proforma 6M AXW + 6M SBS		Half-year 2024 Reported Axway Standalone
	€m	% of Rev.	€m	% of Rev.	€m	% of Rev.
TOTAL REVENUE	344.0		323.9		148.7
GROSS PROFIT	228.1	66.3%	206.8	63.9%	104.7	70.5%
PROFIT ON OPERATING ACTIVITIES	41.3	12.0%	19.9	6.1%	17.1	11.5%
OPERATING PROFIT	19.5	5.7%	2.6	0.8%	8.3	5.6%
NET PROFIT	5.8	1.7%	-15.6	-4.8%	2.8	1.9%
EARNINGS PER SHARE	0.20 €		-0.54 €		0.13 €

Patrick Donovan, Chief Executive Officer, stated:

“Our H1 results confirm our strong start to the year and demonstrate both the strength of our strategic direction and our ability to execute in-line with our stated plans. As noted in our Q1 press release, the solid early execution front-loads part of the year’s commercial activity— especially in the Axway business. We remain fully committed to our full-year guidance and, more broadly, to our 2027 and 2028 ambitions. Axway is now firmly established as a subscription-first business, while SBS is rapidly scaling its modular banking platforms and expanding its SaaS footprint. With recurring revenue accelerating and capital deployment tightly managed, 74Software is becoming a more structured, resilient, and forward-looking group — built to deliver long-term value creation.”

Comments on H1 2025 activity

74Software delivered a strong first-half performance, confirming its ability to execute on its strategic roadmap and capitalize on the operational integration initiated following the transaction closing in September 2024. Revenue growth was solid in both brands, while profitability improved as planned — reflecting the strength of the Group’s model and the improved execution driven by Axway’s infrastructure software expertise and SBS’s leadership in banking software.

Following a particularly dynamic Q1, the second quarter allowed the Group to consolidate its gains, maintain commercial selectivity, and further shift toward a recurring, scalable revenue model. Axway has now largely transitioned, while SBS continues to advance its own transformation, expanding SaaS deployments and rebalancing its revenue mix in favor of product revenue. Key highlights for the period include:

Axway recorded a strong first half, with consistent growth across all product lines. Nearly 60 new customers were signed during the period (+20% year-on-year), with new-name deals accounting for around one-third of Q2 bookings. Large-scale projects gained momentum, including six contracts exceeding €1 million signed in Q2 alone. Demand for cloud-based delivery continued to rise, with Axway-managed deployments representing 40% of Q2 bookings and 35% over the first half. This shift was broad-based, with steady adoption across all geographies and industry verticals.
SBS also reported strong results, with product revenue now accounting for 75% of total revenue, up from 67% in H1 2024 — marking significant progress in the company’s shift toward a software-led model. Growth was supported by all product lines, including solid license activity in integrated platforms, components, and financing solutions, as well as continued expansion of modular offerings. The company has now contracted more than 230 SaaS regulatory reporting services, reinforcing adoption across its client base. During the period, SBS welcomed several new clients and completed the first SaaS deployment of its digital engagement platform in Europe. Two additional implementations are scheduled for the third quarter in Africa, where demand is driven by microfinance and Islamic banking. The company’s progress was also recognized through multiple industry awards highlighting its leadership in compliance, payments, and digital banking.

The Group enters H2 with improving visibility, disciplined execution, and a clear focus on delivering its full-year objectives. Integration of support functions between Axway and SBS is now largely complete, and joint commercial initiatives are steadily expanding across selected regions.

Comments on H1 2025 operational performance

Half-year Revenue Breakdown by Portfolio Brand

	H1 2025	H1 2024 Proforma	H1 2024 Restated	Total Growth	Organic Growth
€m / %	H1 2025	H1 2024 Proforma	H1 2024 Restated	Total Growth	Organic Growth
Axway Scope	160.8	148.7	147.6	8.1%	8.9%
SBS Scope	184.2	175.2	175.4	5.1%	5.0%

Consolidation	-1.0	0.0	0.0	–	–

74Software	344.0	323.9	323.0	6.2%	6.5%

In the first half of 2025, the Group generated revenue of €344.0 million, reflecting total growth of 6.2% and organic growth of 6.5% year-on-year. This performance was supported by both brands, with Axway contributing €160.8 million in revenue and organic growth of 8.9%, and SBS contributing €184.2 million with 5.0% organic growth (compared to proforma H1 2024).

Half-year Revenue Breakdown by Type

	H1 2025	H1 2024 Proforma	H1 2024 Restated	Total Growth	Organic Growth
€m / %	H1 2025	H1 2024 Proforma	H1 2024 Restated	Total Growth	Organic Growth
Product revenue	280.0	248.7	248.1	12.6%	12.9%
Recurring revenue	258.0	229.3	228.7	12.5%	12.8%
o/w Maintenance & Support	91.5	96.2	96.0	-4.9%	-4.7%
o/w Customer-managed Subscription	98.7	76.6	76.5	28.8%	29.0%
o/w Own-managed Subscription	67.8	56.5	56.2	20.0%	20.6%
License revenue	22.1	19.4	19.4	13.5%	13.7%

Services revenue	64.0	75.2	74.9	-14.9%	-14.6%

Total revenue	344.0	323.9	323.0	6.2%	6.5%

In the first half of 2025, Product revenue reached €280.0 million, up 12.9% organically, reflecting strong execution across both Axway and SBS. The Group continued to benefit from rising demand for subscription-based offers, with both customer-managed and own-managed subscriptions posting growth above 20%. Maintenance revenue declined as anticipated, while license activity increased but remained low at 6.4% of total revenue. Product revenues accounted for 81% of total revenue (up from 77% in H1 2024) and recurring revenues were at 75% of total revenue (up from 71% in H1 2024), confirming 74Software’s successful transition toward a product- and subscription-led model.

Axway generated €143.3 million in product revenue, up 10.5% organically. Recurring activities made nearly the entire contribution, driven by a 29.5% increase in customer-managed subscriptions and 6.8% growth in own-managed deployments, reflecting continued momentum in hybrid environments. License revenue decreased by 34.9% as the company continues to phase out new license sales. Maintenance and support dropped by 20.6% due to the continued shift of the customer base towards subscription models. Services revenue was slightly lower, down 2.2%, and represented 11% of Axway’s total.

SBS recorded €137.7 million in product revenue, up 16.3% organically, with strong performance across all product categories. Own-managed subscriptions rose by 35.2%, customer-managed subscriptions by 25.5%, and maintenance and support increased by 4.2%, supported by a growing installed base. License revenue climbed 21.2%, reflecting continued expansion of integrated and lending solutions. Recurring revenue now represents 64% of SBS’s business (up from 58% in H1 2024), with services accounting for 25% and licenses for 11%. This illustrates SBS’s continued shift from a service-led to a product-led business model.

Group-wide, Services generated €64.0 million in the first half, or 18.6% of total revenue, down 14.6% compared to last year. This decrease mainly reflects SBS’s repositioning, while Axway’s service contribution remained stable. The difference in service trends between the two businesses stems from their respective models. Axway relies on lighter implementation cycles, whereas SBS delivers more comprehensive banking transformation programs.

At the end of June 2025, ARR for Axway stood at €255.9 million, reflecting an organic growth of 11.8% year-on-year. SBS also continued to expand its ARR to €233.3 million, up 10.9% organically year-on-year. These solid performances confirm the effectiveness of both companies’ strategic repositioning and reinforce the Group’s revenue predictability and resilience.

Comments on H1 2025 product line performance

Axway, a recognized leader in application infrastructure and middleware, delivered solid momentum in the first half of 2025. All product lines contributed to growth, supported by strong commercial execution and increasing demand for cloud-based solutions:

Managed File Transfer remained a key contributor despite a normalization of activity following an exceptional 2024. The gradual erosion of legacy maintenance was more than offset by strong momentum in managed deployments, confirming the sustained value of Axway’s hybrid approach.
B2B Integration delivered robust gains across the board, benefiting from growing demand for managed solutions and early signs of successful cross-sell with SBS. The product line also saw improvements in both subscription and service revenue.
API Management accelerated sharply, supported by strong commercial execution and increased adoption of its integration and engagement modules. The Fusion extension also contributed positively, confirming the platform’s potential.
Specialized Products, including the Financial Accounting Hub, maintained steady momentum through targeted compliance and finance use cases. Recent wins via ecosystem partnerships reinforced Axway’s positioning with key accounts.

SBS, a trusted provider of banking and financing software, posted solid growth in all product lines, confirming the strength of its modular and targeted approach as it continues its shift toward a product-led model:

Financing Products maintained a steady trajectory, reflecting stable demand in wholesale auto finance and UK mortgage service. Activity remained resilient despite longer decision cycles in certain regions.
- Modular Products continued to gain traction, primarily driven by momentum in instant payments and the regulatory reporting platform. Cross-sell into the integrated base gained pace, confirming the appeal of modular architectures.
- Integrated Products delivered consistent performance, with solid customer retention and ongoing functional improvements. In some markets, modular alternatives are beginning to complement legacy platforms, paving the way for more composable setups. SBS’ market-leading product in Africa continues to perform strongly, adding new customers as well as increasing share of wallet in its installed base.
Banking Components continued to gain momentum, particularly in payments, lending, and cards. The strength of customer relationships across key accounts in France continues to drive upsells.

Comments on H1 2025 profit on operating activities

Profit on Operating Activities – Group

	H1 2025		H1 2024 Proforma		Change
	€m	% of Rev.	€m	% of Rev.	€m	Basis Points
Product revenue	280.0	81.4%	248.7	76.8%	+ 31.3	+ 461
Services revenue	64.0	18.6%	75.2	23.2%	– 11.2	– 461
Total revenue	344.0		323.9		+ 20.1
Total costs of revenue	115.9		117.1		– 1.2
GROSS PROFIT	228.1	66.3%	206.9	63.9%	+ 21.2	+ 243
o/w product gross profit	217.9	77.8%	191.7	77.0%	+ 26.2	+ 75
o/w services gross profit	10.2	15.9%	15.2	20.2%	– 5.0	– 422
Operating expenses	186.8	54.3%	186.9	57.7%	– 0.1	– 341
o/w research & development	93.2	27.1%	95.0	29.3%	– 1.8	– 224
o/w sales & marketing	62.8	18.3%	62.3	19.2%	+ 0.5	– 96
o/w general & administrative	30.8	8.9%	29.6	9.1%	+ 1.1	– 20
PROFIT ON OPERATING ACTIVITIES	41.3	12.0%	19.9	6.1%	+ 21.4	+ 585
Net Capitalisation of R&D	8.4	2.4%	9.1	2.8%	– 0.8	– 39
in % of gross R&D	8.2%		8.8%		-0.5%

In H1 2025, profit on operating activities reached €41.3 million, representing a margin of 12.0% of revenue, compared with 6.1% in H1 2024. This sharp improvement reflects strong gross profit expansion, driven by a more favorable revenue mix and tight cost control across operating expenses with all lines showing year-on-year efficiencies. Gross margins increased—particularly at Axway—thanks to strong bookings in customer-managed subscriptions, which generated significant upfront revenue at high margins.

Comments on H1 2025 net profit

Net Profit – Group

	Half-year 2025		Half-year 2024 Proforma 6M AXW + 6M SBS		Half-year 2024 Reported Axway Standalone
	€m	% of Rev.	€m	% of Rev.	€m	% of Rev.
PROFIT ON OPERATING ACTIVITIES	41.3	12.0%	19.9	6.1%	17.1	11.5%
Share-based expenses	-6.7		-2.4		-2.9
Amortization of allocated intangibles	-6.2		-7.1		-1.7
PROFIT FROM RECURRING OPERATIONS	28.4	8.3%	10.5	3.2%	12.5	8.4%
Other operating income and expenses	-8.9		-7.9		-4.1
OPERATING PROFIT	19.5	5.7%	2.6	0.8%	8.3	5.6%
Cost of financial debt	-9.0		-8.9		-2.7
Other financial income and expenses	-2.2		-2.0		-0.9
Income tax expenses	-2.5		-7.2		-2.0
NET PROFIT	5.8	1.7%	-15.6	-4.8%	2.8	1.9%
Earnings per share	0.20 €		-0.54 €		0.13 €

Profit from recurring operations reached €28.4 million, after accounting for the amortization of allocated intangibles and share-based expenses. This marks a substantial improvement from the H1 2024 proforma figure of €10.5 million.

Share-based expenses increased, reflecting the inclusion of SBS in the new long-term incentive program, the Group’s strong share price performance, and higher employer social security rates in France. The purchase price allocation (PPA) related to the SBS acquisition has now been finalized. Amortization of allocated intangibles has been restated for 2024 on a pro forma basis and is expected to total €12–13 million for full-year 2025.

After including other operating income and expenses, such as restructuring charges and non-recurring items totaling €8.9 million, operating profit amounted to €19.5 million, compared with €2.6 million on a proforma basis in H1 2024.

Net profit for the half-year came to €5.8 million (1.7%), a significant turnaround from the €15.6 million loss recorded on a proforma basis in the prior year.

Basic earnings per share stood at €0.20, compared with a loss of €0.54 per share in the first half of 2024 (proforma).

Financial position on June 30, 2025

74Software made strong progress in its deleveraging effort during H1 2025. Free cash flow was particularly robust, supported by seasonal inflows from maintenance and subscription renewals, as well as the first-time implementation of a factoring program on selected receivables. Unlevered free cash flow reached €76.4 million, enabling €42 million in debt repayments and boosting cash balances. As a result, net debt stood at €191.8 million (before IFRS 16), with a leverage ratio of 1.83x and a gearing ratio of 0.37x—achieving the full-year leverage target of below 2.0x well ahead of schedule. This deleveraging is expected to reduce interest expenses going forward. Due to seasonal patterns in cash collection, the leverage ratio is expected to remain below 2.0x through year-end, though without material further improvement.

Shareholders’ equity stood at €512.8 million (72.8% of total capital) at June 30, 2025.

Change in the workforce

At June 30, 2025, the Group employed 4,679 full-time equivalents, compared with 4,787 at year-end 2024. This 2.6% reduction reflects continued disciplined workforce management across both Axway and SBS, aligned with the Group’s operational efficiency focus.

Targets & Ambitions

Following a strong first half, 74Software confirms its full-year 2025 guidance, underpinned by solid execution and front-loaded bookings. The Group continues to target revenue growth between 2% and 4%, reaching approximately €700 million, with an operating margin between 14% and 16%. Due to the first-time introduction of the factoring program, unlevered free cash flow is now expected to be at least 10% of revenue, and the leverage ratio is projected to remain below 2.0x.

Looking ahead, 74Software reiterates its ambition to surpass €750 million in revenue by 2027 with an operating margin above 17%, and to reach around 20% by 2028 — in line with its trajectory toward a scalable, profitable, and product-led growth model.

[ NEW TIME ] Today, Thursday, July 24, 2025, 6.00 p.m. (CEST):

2025 HALF-YEAR RESULTS – VIRTUAL ANALYST CONFERENCE

Register here or join by phone by dialing one of the numbers below:
- France: +33 (0) 1 70 37 71 66 / USA: +1 786 697 3501 / International: +44 (0) 33 0551 0200

Please note that the meeting will be held in English.

Financial Calendar

Thursday, October 30, 2025, before market opening: Publication of Q3 2025 Revenue

Thursday, February 26, 2026, after market closing: Publication of 2025 Full-Year Results

Glossary and Alternative Performance Measures

Axway ARR: Annual Recurring Revenue – Expected annual billing amounts from all active maintenance and subscription agreements.

SBS ARR: Annual Recurring Revenue – Monthly recurring revenue (MRR) for the last month of the reporting period multiplied by 12. Where contracts are affected by seasonality or contracted volume-based elements, the last 12 months of revenue are aggregated in determining ARR. Expected recurring revenue from contracts signed but not yet active are not included in ARR.

NPS: Net Promoter Score – Customer satisfaction and recommendation indicator for a company.

Organic growth: Growth in revenue between the period under review and the prior period, restated for consolidation scope and exchange rate impacts.

Profit on operating activities: Profit from recurring operations adjusted for the non-cash share-based payment expense, as well as the amortization of allocated intangible assets.

Proforma: Proforma measures assume the acquisition of SBS happened at the beginning of the respective reporting period.

Restated revenue: Revenue for the prior year, adjusted for the consolidation scope and exchange rates of the current year.

Unlevered free cash flow: Free cash flow before exceptional items and before net interest expense.

About 74Software

74Software is an enterprise software group founded through the combination of Axway and SBS – independently operated leaders with unique experience and capabilities to deliver mission-critical software for a data driven world. A pioneer in enterprise integration solutions for 25 years, Axway supports major brands and government agencies around the globe with its core line of MFT, B2B, API, and Financial Accounting Hub products. SBS empowers banks and financial institutions to reimagine tomorrow’s digital experiences with a composable cloud-based architecture that enables deposits, lending, compliance, payments, consumer, and asset finance services and operations to be deployed worldwide. 74Software serves more than 11,000 companies, including over 1,500 financial service customers. To learn more, visit 74Software.com

Contacts – Investor Relations:

Arthur Carli – +33 (0)1 47 17 24 65 – acarli@74software.com

Chloé Chouard – +33 (0)1 47 17 21 78 – cchouard@74software.com

Appendices (1/5)

Income Statement – Group

	Half-year 2025		Half-year 2024 Proforma 6M AXW + 6M SBS		Half-year 2024 Reported Axway Standalone
	€m	% of Rev.	€m	% of Rev.	€m	% of Rev.
TOTAL REVENUE	344.0		323.9		148.7
Total costs of revenue	-115.9		-117.1		-44.0
GROSS PROFIT	228.1	66.3%	206.9	63.9%	104.7	70.5%
Operating expenses	-186.8		-186.9		-87.6
PROFIT ON OPERATING ACTIVITIES	41.3	12.0%	19.9	6.1%	17.1	11.5%
Share-based expenses	-6.7		-2.4		-2.9
Amortization of allocated intangibles	-6.2		-7.1		-1.7
PROFIT FROM RECURRING OPERATIONS	28.4	8.3%	10.5	3.2%	12.5	8.4%
Other operating income and expenses	-8.9		-7.9		-4.1
OPERATING PROFIT	19.5	5.7%	2.6	0.8%	8.3	5.6%
Cost of financial debt	-9.0		-8.9		-2.7
Other financial income and expenses	-2.2		-2.0		-0.9
Income tax expenses	-2.5		-7.2		-2.0
NET PROFIT	5.8	1.7%	-15.6	-4.8%	2.8	1.9%
Earnings per share	0.20 €		-0.54 €		0.13 €

Simplified Balance Sheet

in €m	H1 2025 IFRS Consolidated	FY 2024 IFRS Consolidated	Change	in €m	H1 2025 IFRS Consolidated	FY 2024 IFRS Consolidated	Change
Accounts receivables	246.7	293.5	– 46.8	Cash & cash equivalents	-57.8	-41.4	– 16.4
Other current assets	123.3	101.9	+ 21.4	Financial debt	249.6	291.8	– 42.2
Accounts payables	-34.1	-28.7	– 5.4	Net debt	191.8	250.4	– 58.6
Deferred revenue	-138.2	-88.6	– 49.6	Equity	512.8	532.4	– 19.6
Other current liabilities	-137.2	-158.0	+ 20.8	CAPITAL EMPLOYED	704.6	782.8	– 78.2
Net working capital	60.5	120.1	– 59.7
Tangible fixed assets	20.9	25.0	– 4.1
Goodwill	523.1	497.4	+ 25.7		H1 2025 IFRS Consolidated	FY 2024 IFRS Consolidated	Change
Other intangibles	132.1	192.3	– 60.2
Fixed assets	676.1	714.7	– 38.6	Ratios
Other assets	100.2	78.1	+ 22.1	DSO (days)	121	145	-24
Other liabilities	-132.1	-130.1	– 2.0	Net debt / total capital	27.2%	32.0%	– 4.8%
Other assets – liabilities	-31.9	-52.0	+ 20.1	Equity / total capital	72.8%	68.0%	+ 4.8%
INVESTED ASSETS	704.5	782.8	– 78.4

Cash Flow Statement

	H1 2025			H1 2024	Change Axway H1 25 vs. H1 24
in €m	74Software	SBS	Axway	Axway Standalone	Change Axway H1 25 vs. H1 24
Operating cashflow	89.6	35.8	53.9	15.0	+ 38.8
o/w change in NWC	55.0	29.4	25.6	2.6	+ 23.1
o/w other operating cashflow	34.6	6.4	28.2	12.5	+ 15.7
Investing cashflow	-14.2	-9.8	-4.4	-2.7	– 1.6
o/w PP&E & others	-5.0	-0.6	-4.4	-2.7	– 1.7
o/w capitalized R&D	-9.2	-9.2	0.0	0.0	0.0
Financing cashflow	-58.1	-14.6	-43.4	-12.6	– 30.8
o/w debt repayment	-42.0	0.0	-42.0	0.0	– 42.0
o/w other financing cashflow	-16.1	-14.6	-1.4	-12.6	+ 11.2
NET CHANGE IN CASH	16.2	11.1	5.1	-0.2	+ 5.3

Unlevered free cashflow	76.4	29.0	47.4	13.9	+ 33.5
as a % of revenue	22.2%	15.7%	29.5%	9.4%	+ 20.1%

Appendices (2/5)

Profit on Operating Activities – Axway

	H1 2025 Axway		H1 2024 Reported Axway		Change
	€m	% of Rev.	€m	% of Rev.	€m	Basis Points
Product revenue	143.3	89.1%	130.5	87.8%	+ 12.8	+ 134
Services revenue	17.5	10.9%	18.2	12.2%	– 0.7	– 134
Total revenue	160.8		148.7		+ 12.1
Total costs of revenue	40.3		44.0		– 3.7
GROSS PROFIT	120.5	74.9%	104.7	70.4%	+ 15.8	+ 451
o/w product gross profit	119.3	83.2%	104.6	80.2%	+ 14.7	+ 308
o/w services gross profit	1.2	7.0%	0.1	0.6%	+ 1.1	+ 644
Operating expenses	93.8	58.4%	87.6	58.9%	+ 6.2	– 58
o/w research & development	32.6	20.3%	31.2	21.0%	+ 1.4	– 69
o/w sales & marketing	43.0	26.8%	41.8	28.1%	+ 1.2	– 137
o/w general & administrative	18.2	11.3%	14.6	9.8%	+ 3.6	+ 148
PROFIT ON OPERATING ACTIVITIES	26.7	16.6%	17.1	11.5%	+ 9.6	+ 508

Profit on Operating Activities – SBS

	H1 2025 SBS		H1 2024 Proforma SBS		Change
	€m	% of Rev.	€m	% of Rev.	€m	Basis Points
Product revenue	137.7	74.8%	118.2	67.5%	+ 19.5	+ 729
Services revenue	46.5	25.2%	57.0	32.5%	– 10.5	– 729
Total revenue	184.2		175.2		+ 8.9
Total costs of revenue	76.6		73.1		+ 3.5
GROSS PROFIT	107.6	58.4%	102.1	58.3%	+ 5.5	+ 14
o/w product gross profit	98.6	71.6%	87.1	73.6%	+ 11.5	– 202
o/w services gross profit	9.0	19.3%	15.1	26.4%	– 6.1	– 710
Operating expenses	93.0	50.5%	99.3	56.7%	– 6.3	– 619
o/w research & development	60.6	32.9%	63.8	36.4%	– 3.3	– 354
o/w sales & marketing	19.8	10.7%	20.5	11.7%	– 0.7	– 93
o/w general & administrative	12.6	6.8%	15.0	8.6%	– 2.4	– 173
PROFIT ON OPERATING ACTIVITIES	14.6	7.9%	2.8	1.6%	+ 11.8	+ 633

Quarterly Revenue Breakdown by Portfolio Brand

	Q1 2025	Q2 2025	H1 2025
€m	Q1 2025	Q2 2025	H1 2025
Axway Scope	82.5	78.3	160.8
SBS Scope	88.3	95.8	184.2

Consolidation	-0.4	-0.6	-1.0

74Software	170.4	173.5	344.0

Appendices (3/5)

Quarterly Revenue Breakdown by Type

	Q1 2025	Q2 2025	H1 2025
€m / %	Q1 2025	Q2 2025	H1 2025
Product revenue	139.1	141.0	280.0
Recurring revenue	129.5	128.4	258.0
o/w Maintenance & Support	47.0	44.5	91.5
o/w Customer-managed Subscription	48.6	50.1	98.7
o/w Own-managed Subscription	34.0	33.8	67.8
License revenue	9.5	12.5	22.1

Services revenue	31.3	32.6	64.0

Total revenue	170.4	173.6	344.0

Quarterly Revenue Breakdown by Type – Axway

	Q1 2025	Q2 2025	H1 2025
€m / %	Q1 2025	Q2 2025	H1 2025
Product revenue	73.4	69.8	143.3
Recurring revenue	72.1	69.5	141.6
o/w Maintenance & Support	14.4	12.8	27.2
o/w Customer-managed Subscription	43.7	43.2	87.0
o/w Own-managed Subscription	13.9	13.4	27.4
License revenue	1.3	0.4	1.7

Services revenue	9.0	8.5	17.5

Total revenue – Axway	82.5	78.3	160.8

Quarterly Revenue Breakdown by Type – SBS

	Q1 2025	Q2 2025	H1 2025
€m / %	Q1 2025	Q2 2025	H1 2025
Product revenue	66.0	71.7	137.7
Recurring revenue	57.9	59.5	117.3
o/w Maintenance & Support	32.5	31.7	64.2
o/w Customer-managed Subscription	4.9	6.9	11.7
o/w Own-managed Subscription	20.5	20.9	41.4
License revenue	8.2	12.2	20.4

Services revenue	22.3	24.2	46.5

Total revenue SBS	88.3	95.8	184.2

Appendices (4/5)

Half-year Revenue Breakdown by Portfolio Brand & Type

	H1 2025 Axway	H1 2025 SBS	H1 2025 Consolidation	H1 2025 74Software
€m / %	H1 2025 Axway	H1 2025 SBS	H1 2025 Consolidation	H1 2025 74Software
Product revenue	143.3	137.7	-1.0	280.0
Recurring revenue	141.6	117.3	-1.0	258.0
o/w Maintenance & Support	27.2	64.2	0.0	91.5
o/w Customer-managed Subscription	87.0	11.7	0.0	98.7
o/w Own-managed Subscription	27.4	41.4	-1.0	67.8
License revenue	1.7	20.4	0.0	22.1

Services revenue	17.5	46.5	0.0	64.0

Total revenue	160.8	184.2	-1.0	344.0

Half-year Revenue Breakdown by Portfolio Brand & Type

	H1 2024 Axway	H1 2024 Proforma SBS	H1 2024 Proforma Consolidation	H1 2024 Proforma 74Software
€m / %	H1 2024 Axway	H1 2024 Proforma SBS	H1 2024 Proforma Consolidation	H1 2024 Proforma 74Software
Product revenue	130.5	118.2	0.0	248.7
Recurring revenue	127.9	101.4	0.0	229.3
o/w Maintenance & Support	34.6	61.6	0.0	96.2
o/w Customer-managed Subscription	67.3	9.3	0.0	76.6
o/w Own-managed Subscription	25.9	30.5	0.0	56.5
License revenue	2.6	16.8	0.0	19.4

Services revenue	18.2	57.0	0.0	75.2

Total revenue	148.7	175.2	0.0	323.9

Half-year Revenue Breakdown by Region

	H1 2025		H1 2024 Proforma	H1 2024 Restated	Total Growth	Organic Growth
	H1 2025
	€m	% of Rev.
Europe	208.1	60.5%	203.0	203.2	2.5%	2.4%
o/w France	99.5	28.9%	99.7	99.7	-0.2%	-0.2%
o/w UK	46.7	13.6%	44.8	45.0	4.3%	3.7%
Americas	73.3	21.3%	65.6	64.6	11.7%	13.5%
Middle East & Africa	43.1	12.5%	39.3	39.3	9.7%	9.7%
Asia & Pacific	19.4	5.7%	15.9	15.8	22.0%	22.7%

74Software	344.0		323.9	323.0	6.2%	6.5%

Appendices (5/5)

Headcount

	30/06/2025	31/12/2024	Change
Europe	3.001	3.090	-89
Americas	370	378	-8
Asia – Pacific	869	882	-13
Middle East – Africa	439	437	2

TOTAL	4.679	4.787	-108

Impact on Half-year Revenue of Changes in Scope and Exchange Rates

€m / %	H1 2025	H1 2024	Growth
Revenue	344.0	148.7	+ 131.4%
Changes in exchange rates		-0.9
Revenue at constant exchange rates	344.0	147.7	+ 132.8%
Changes in scope		+175.2
Revenue at constant scope and exchange rates	344.0	323.0	+ 6.5%

Changes in Main Exchange Rates

For 1€	Average Rate H1 2025	Average rate H1 2024	Change
US Dollar	1.093	1.081	– 1.1%
Great Britain Pound	0.842	0.855	+ 1.5%

1 The interim consolidated financial statements were subject to limited review procedures.

Attachment

24072025_74Software_PR_H1 Results 2025_English_VFinal

The MIL Network –

July 25, 2025

MIL-OSI: 74Software: Sustained Momentum Reinforces Long-Term Objectives

Source: GlobeNewswire (MIL-OSI)

Press Release
Paris, July 24, 2025

74Software: Sustained Momentum Reinforces Long-Term Objectives

Group H1 2025 revenue of €344.0m, up 6.5% organically and 6.2% in total
Strong H1 across both brands – Axway up 8.9% to €160.8m and SBS up 5.0% to €184.2m
Marked improvement in margin on operating activities, up 585bps to 12.0% of revenue (€41.3m)
ARR increased year-on-year by 11.8% at Axway and 10.9% at SBS, further strengthening recurring revenues

74Software’s Board of Directors, chaired by Pierre Pasquier, approved today the financial statements for the first half of 2025, which were subject to a limited review by the statutory auditors¹. Consequently, 74Software announces:

Half-Year Key Income Statement Items

	Half-year 2025		Half-year 2024 Proforma 6M AXW + 6M SBS		Half-year 2024 Reported Axway Standalone
	€m	% of Rev.	€m	% of Rev.	€m	% of Rev.
TOTAL REVENUE	344.0		323.9		148.7
GROSS PROFIT	228.1	66.3%	206.8	63.9%	104.7	70.5%
PROFIT ON OPERATING ACTIVITIES	41.3	12.0%	19.9	6.1%	17.1	11.5%
OPERATING PROFIT	19.5	5.7%	2.6	0.8%	8.3	5.6%
NET PROFIT	5.8	1.7%	-15.6	-4.8%	2.8	1.9%
EARNINGS PER SHARE	0.20 €		-0.54 €		0.13 €

Patrick Donovan, Chief Executive Officer, stated:

“Our H1 results confirm our strong start to the year and demonstrate both the strength of our strategic direction and our ability to execute in-line with our stated plans. As noted in our Q1 press release, the solid early execution front-loads part of the year’s commercial activity— especially in the Axway business. We remain fully committed to our full-year guidance and, more broadly, to our 2027 and 2028 ambitions. Axway is now firmly established as a subscription-first business, while SBS is rapidly scaling its modular banking platforms and expanding its SaaS footprint. With recurring revenue accelerating and capital deployment tightly managed, 74Software is becoming a more structured, resilient, and forward-looking group — built to deliver long-term value creation.”

Comments on H1 2025 activity

74Software delivered a strong first-half performance, confirming its ability to execute on its strategic roadmap and capitalize on the operational integration initiated following the transaction closing in September 2024. Revenue growth was solid in both brands, while profitability improved as planned — reflecting the strength of the Group’s model and the improved execution driven by Axway’s infrastructure software expertise and SBS’s leadership in banking software.

Following a particularly dynamic Q1, the second quarter allowed the Group to consolidate its gains, maintain commercial selectivity, and further shift toward a recurring, scalable revenue model. Axway has now largely transitioned, while SBS continues to advance its own transformation, expanding SaaS deployments and rebalancing its revenue mix in favor of product revenue. Key highlights for the period include:

Axway recorded a strong first half, with consistent growth across all product lines. Nearly 60 new customers were signed during the period (+20% year-on-year), with new-name deals accounting for around one-third of Q2 bookings. Large-scale projects gained momentum, including six contracts exceeding €1 million signed in Q2 alone. Demand for cloud-based delivery continued to rise, with Axway-managed deployments representing 40% of Q2 bookings and 35% over the first half. This shift was broad-based, with steady adoption across all geographies and industry verticals.
SBS also reported strong results, with product revenue now accounting for 75% of total revenue, up from 67% in H1 2024 — marking significant progress in the company’s shift toward a software-led model. Growth was supported by all product lines, including solid license activity in integrated platforms, components, and financing solutions, as well as continued expansion of modular offerings. The company has now contracted more than 230 SaaS regulatory reporting services, reinforcing adoption across its client base. During the period, SBS welcomed several new clients and completed the first SaaS deployment of its digital engagement platform in Europe. Two additional implementations are scheduled for the third quarter in Africa, where demand is driven by microfinance and Islamic banking. The company’s progress was also recognized through multiple industry awards highlighting its leadership in compliance, payments, and digital banking.

The Group enters H2 with improving visibility, disciplined execution, and a clear focus on delivering its full-year objectives. Integration of support functions between Axway and SBS is now largely complete, and joint commercial initiatives are steadily expanding across selected regions.

Comments on H1 2025 operational performance

Half-year Revenue Breakdown by Portfolio Brand

	H1 2025	H1 2024 Proforma	H1 2024 Restated	Total Growth	Organic Growth
€m / %	H1 2025	H1 2024 Proforma	H1 2024 Restated	Total Growth	Organic Growth
Axway Scope	160.8	148.7	147.6	8.1%	8.9%
SBS Scope	184.2	175.2	175.4	5.1%	5.0%

Consolidation	-1.0	0.0	0.0	–	–

74Software	344.0	323.9	323.0	6.2%	6.5%

In the first half of 2025, the Group generated revenue of €344.0 million, reflecting total growth of 6.2% and organic growth of 6.5% year-on-year. This performance was supported by both brands, with Axway contributing €160.8 million in revenue and organic growth of 8.9%, and SBS contributing €184.2 million with 5.0% organic growth (compared to proforma H1 2024).

Half-year Revenue Breakdown by Type

	H1 2025	H1 2024 Proforma	H1 2024 Restated	Total Growth	Organic Growth
€m / %	H1 2025	H1 2024 Proforma	H1 2024 Restated	Total Growth	Organic Growth
Product revenue	280.0	248.7	248.1	12.6%	12.9%
Recurring revenue	258.0	229.3	228.7	12.5%	12.8%
o/w Maintenance & Support	91.5	96.2	96.0	-4.9%	-4.7%
o/w Customer-managed Subscription	98.7	76.6	76.5	28.8%	29.0%
o/w Own-managed Subscription	67.8	56.5	56.2	20.0%	20.6%
License revenue	22.1	19.4	19.4	13.5%	13.7%

Services revenue	64.0	75.2	74.9	-14.9%	-14.6%

Total revenue	344.0	323.9	323.0	6.2%	6.5%

In the first half of 2025, Product revenue reached €280.0 million, up 12.9% organically, reflecting strong execution across both Axway and SBS. The Group continued to benefit from rising demand for subscription-based offers, with both customer-managed and own-managed subscriptions posting growth above 20%. Maintenance revenue declined as anticipated, while license activity increased but remained low at 6.4% of total revenue. Product revenues accounted for 81% of total revenue (up from 77% in H1 2024) and recurring revenues were at 75% of total revenue (up from 71% in H1 2024), confirming 74Software’s successful transition toward a product- and subscription-led model.

Axway generated €143.3 million in product revenue, up 10.5% organically. Recurring activities made nearly the entire contribution, driven by a 29.5% increase in customer-managed subscriptions and 6.8% growth in own-managed deployments, reflecting continued momentum in hybrid environments. License revenue decreased by 34.9% as the company continues to phase out new license sales. Maintenance and support dropped by 20.6% due to the continued shift of the customer base towards subscription models. Services revenue was slightly lower, down 2.2%, and represented 11% of Axway’s total.

SBS recorded €137.7 million in product revenue, up 16.3% organically, with strong performance across all product categories. Own-managed subscriptions rose by 35.2%, customer-managed subscriptions by 25.5%, and maintenance and support increased by 4.2%, supported by a growing installed base. License revenue climbed 21.2%, reflecting continued expansion of integrated and lending solutions. Recurring revenue now represents 64% of SBS’s business (up from 58% in H1 2024), with services accounting for 25% and licenses for 11%. This illustrates SBS’s continued shift from a service-led to a product-led business model.

Group-wide, Services generated €64.0 million in the first half, or 18.6% of total revenue, down 14.6% compared to last year. This decrease mainly reflects SBS’s repositioning, while Axway’s service contribution remained stable. The difference in service trends between the two businesses stems from their respective models. Axway relies on lighter implementation cycles, whereas SBS delivers more comprehensive banking transformation programs.

At the end of June 2025, ARR for Axway stood at €255.9 million, reflecting an organic growth of 11.8% year-on-year. SBS also continued to expand its ARR to €233.3 million, up 10.9% organically year-on-year. These solid performances confirm the effectiveness of both companies’ strategic repositioning and reinforce the Group’s revenue predictability and resilience.

Comments on H1 2025 product line performance

Axway, a recognized leader in application infrastructure and middleware, delivered solid momentum in the first half of 2025. All product lines contributed to growth, supported by strong commercial execution and increasing demand for cloud-based solutions:

Managed File Transfer remained a key contributor despite a normalization of activity following an exceptional 2024. The gradual erosion of legacy maintenance was more than offset by strong momentum in managed deployments, confirming the sustained value of Axway’s hybrid approach.
B2B Integration delivered robust gains across the board, benefiting from growing demand for managed solutions and early signs of successful cross-sell with SBS. The product line also saw improvements in both subscription and service revenue.
API Management accelerated sharply, supported by strong commercial execution and increased adoption of its integration and engagement modules. The Fusion extension also contributed positively, confirming the platform’s potential.
Specialized Products, including the Financial Accounting Hub, maintained steady momentum through targeted compliance and finance use cases. Recent wins via ecosystem partnerships reinforced Axway’s positioning with key accounts.

SBS, a trusted provider of banking and financing software, posted solid growth in all product lines, confirming the strength of its modular and targeted approach as it continues its shift toward a product-led model:

Financing Products maintained a steady trajectory, reflecting stable demand in wholesale auto finance and UK mortgage service. Activity remained resilient despite longer decision cycles in certain regions.
- Modular Products continued to gain traction, primarily driven by momentum in instant payments and the regulatory reporting platform. Cross-sell into the integrated base gained pace, confirming the appeal of modular architectures.
- Integrated Products delivered consistent performance, with solid customer retention and ongoing functional improvements. In some markets, modular alternatives are beginning to complement legacy platforms, paving the way for more composable setups. SBS’ market-leading product in Africa continues to perform strongly, adding new customers as well as increasing share of wallet in its installed base.
Banking Components continued to gain momentum, particularly in payments, lending, and cards. The strength of customer relationships across key accounts in France continues to drive upsells.

Comments on H1 2025 profit on operating activities

Profit on Operating Activities – Group

	H1 2025		H1 2024 Proforma		Change
	€m	% of Rev.	€m	% of Rev.	€m	Basis Points
Product revenue	280.0	81.4%	248.7	76.8%	+ 31.3	+ 461
Services revenue	64.0	18.6%	75.2	23.2%	– 11.2	– 461
Total revenue	344.0		323.9		+ 20.1
Total costs of revenue	115.9		117.1		– 1.2
GROSS PROFIT	228.1	66.3%	206.9	63.9%	+ 21.2	+ 243
o/w product gross profit	217.9	77.8%	191.7	77.0%	+ 26.2	+ 75
o/w services gross profit	10.2	15.9%	15.2	20.2%	– 5.0	– 422
Operating expenses	186.8	54.3%	186.9	57.7%	– 0.1	– 341
o/w research & development	93.2	27.1%	95.0	29.3%	– 1.8	– 224
o/w sales & marketing	62.8	18.3%	62.3	19.2%	+ 0.5	– 96
o/w general & administrative	30.8	8.9%	29.6	9.1%	+ 1.1	– 20
PROFIT ON OPERATING ACTIVITIES	41.3	12.0%	19.9	6.1%	+ 21.4	+ 585
Net Capitalisation of R&D	8.4	2.4%	9.1	2.8%	– 0.8	– 39
in % of gross R&D	8.2%		8.8%		-0.5%

In H1 2025, profit on operating activities reached €41.3 million, representing a margin of 12.0% of revenue, compared with 6.1% in H1 2024. This sharp improvement reflects strong gross profit expansion, driven by a more favorable revenue mix and tight cost control across operating expenses with all lines showing year-on-year efficiencies. Gross margins increased—particularly at Axway—thanks to strong bookings in customer-managed subscriptions, which generated significant upfront revenue at high margins.

Comments on H1 2025 net profit

Net Profit – Group

	Half-year 2025		Half-year 2024 Proforma 6M AXW + 6M SBS		Half-year 2024 Reported Axway Standalone
	€m	% of Rev.	€m	% of Rev.	€m	% of Rev.
PROFIT ON OPERATING ACTIVITIES	41.3	12.0%	19.9	6.1%	17.1	11.5%
Share-based expenses	-6.7		-2.4		-2.9
Amortization of allocated intangibles	-6.2		-7.1		-1.7
PROFIT FROM RECURRING OPERATIONS	28.4	8.3%	10.5	3.2%	12.5	8.4%
Other operating income and expenses	-8.9		-7.9		-4.1
OPERATING PROFIT	19.5	5.7%	2.6	0.8%	8.3	5.6%
Cost of financial debt	-9.0		-8.9		-2.7
Other financial income and expenses	-2.2		-2.0		-0.9
Income tax expenses	-2.5		-7.2		-2.0
NET PROFIT	5.8	1.7%	-15.6	-4.8%	2.8	1.9%
Earnings per share	0.20 €		-0.54 €		0.13 €

Profit from recurring operations reached €28.4 million, after accounting for the amortization of allocated intangibles and share-based expenses. This marks a substantial improvement from the H1 2024 proforma figure of €10.5 million.

Share-based expenses increased, reflecting the inclusion of SBS in the new long-term incentive program, the Group’s strong share price performance, and higher employer social security rates in France. The purchase price allocation (PPA) related to the SBS acquisition has now been finalized. Amortization of allocated intangibles has been restated for 2024 on a pro forma basis and is expected to total €12–13 million for full-year 2025.

After including other operating income and expenses, such as restructuring charges and non-recurring items totaling €8.9 million, operating profit amounted to €19.5 million, compared with €2.6 million on a proforma basis in H1 2024.

Net profit for the half-year came to €5.8 million (1.7%), a significant turnaround from the €15.6 million loss recorded on a proforma basis in the prior year.

Basic earnings per share stood at €0.20, compared with a loss of €0.54 per share in the first half of 2024 (proforma).

Financial position on June 30, 2025

74Software made strong progress in its deleveraging effort during H1 2025. Free cash flow was particularly robust, supported by seasonal inflows from maintenance and subscription renewals, as well as the first-time implementation of a factoring program on selected receivables. Unlevered free cash flow reached €76.4 million, enabling €42 million in debt repayments and boosting cash balances. As a result, net debt stood at €191.8 million (before IFRS 16), with a leverage ratio of 1.83x and a gearing ratio of 0.37x—achieving the full-year leverage target of below 2.0x well ahead of schedule. This deleveraging is expected to reduce interest expenses going forward. Due to seasonal patterns in cash collection, the leverage ratio is expected to remain below 2.0x through year-end, though without material further improvement.

Shareholders’ equity stood at €512.8 million (72.8% of total capital) at June 30, 2025.

Change in the workforce

At June 30, 2025, the Group employed 4,679 full-time equivalents, compared with 4,787 at year-end 2024. This 2.6% reduction reflects continued disciplined workforce management across both Axway and SBS, aligned with the Group’s operational efficiency focus.

Targets & Ambitions

Following a strong first half, 74Software confirms its full-year 2025 guidance, underpinned by solid execution and front-loaded bookings. The Group continues to target revenue growth between 2% and 4%, reaching approximately €700 million, with an operating margin between 14% and 16%. Due to the first-time introduction of the factoring program, unlevered free cash flow is now expected to be at least 10% of revenue, and the leverage ratio is projected to remain below 2.0x.

Looking ahead, 74Software reiterates its ambition to surpass €750 million in revenue by 2027 with an operating margin above 17%, and to reach around 20% by 2028 — in line with its trajectory toward a scalable, profitable, and product-led growth model.

[ NEW TIME ] Today, Thursday, July 24, 2025, 6.00 p.m. (CEST):

2025 HALF-YEAR RESULTS – VIRTUAL ANALYST CONFERENCE

Register here or join by phone by dialing one of the numbers below:
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