Category: GlobeNewswire

  • MIL-OSI: Tenable Unveils AI-Powered Breakthrough in Vulnerability Prioritization

    Source: GlobeNewswire (MIL-OSI)

    COLUMBIA, Md., July 24, 2025 (GLOBE NEWSWIRE) — Tenable®, the exposure management company, today announced the next evolution of its industry-leading Tenable Vulnerability Priority Rating (VPR) to sharpen precision and focus on risks that pose the greatest threat. Powered by generative AI, enriched threat intelligence and context-aware scoring, Tenable VPR enables organizations to quickly understand vulnerability impact, weaponization and precise remediation actions.

    While static Common Vulnerability Scoring System (CVSS) broadly flags 60% of vulnerabilities as high or critical, Tenable VPR narrowed this to a focused 3% at its launch in 2019. With these latest AI-driven enhancements, Tenable VPR delivers twice the clarity and precision by leveraging real-time data to pinpoint the critical 1.6% of vulnerabilities that represent actual business risk. These efficiency gains, combined with enhanced explainability and contextualization, translate to faster mean-time-to-remediation, optimized resources, and strategically aligned security efforts with organizational priorities.

    “Our biggest problem was noise. We had thousands of vulnerabilities, and no clear way to know which ones posed a genuine threat,” said Jorge Orchilles, senior director, Readiness and Proactive Security, Verizon. “Tenable VPR changed that by showing us what attackers are actually exploiting right now. It lets us focus our resources on the handful of issues that truly matter, which has made a real, measurable difference in how quickly we can get critical patches out.”

    “We’re taking our game-changing Tenable VPR to the next level with these AI-powered enhancements,” said Eric Doerr, chief product officer, Tenable. “Tenable VPR brings an unmatched precision and depth of threat intelligence, context and explainability to cyber operations. With these critical insights at their fingertips, organizations can clearly visualize why an exposure matters, where they are vulnerable and how to close their priority risks.”

    In addition to hyper-focused risk prioritization, key enhancements to Tenable VPR include:

    • AI-powered insights and explainability: VPR insights provide instant clarity, helping users quickly grasp why an exposure matters, how it’s been weaponized by threat actors, and receive clear, actionable mitigation guidance. AI-generated threat summaries and remediation insights help users quickly understand real-world risks and next steps.
    • Prioritization with industry and regional context: Enhanced filtering, querying and metadata help organizations understand and prioritize vulnerabilities based on real-world threats to their specific industry and region, ensuring critical exposures relevant to the business are addressed first.

    More information on Tenable Vulnerability Management is available at: https://www.tenable.com/products/vulnerability-management

    Join the upcoming Tenable webinar titled Tenable Announces AI-Powered Breakthrough in Vulnerability Prioritization on August 19, 2025 at 10 am BST and 11 am ET.

    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.

    Media Contact:
    Tenable
    tenablepr@tenable.com

    A video accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/a3e789b1-a864-4bdb-a433-774d1a296ef4

    The MIL Network

  • MIL-OSI: Tenable Unveils AI-Powered Breakthrough in Vulnerability Prioritization

    Source: GlobeNewswire (MIL-OSI)

    COLUMBIA, Md., July 24, 2025 (GLOBE NEWSWIRE) — Tenable®, the exposure management company, today announced the next evolution of its industry-leading Tenable Vulnerability Priority Rating (VPR) to sharpen precision and focus on risks that pose the greatest threat. Powered by generative AI, enriched threat intelligence and context-aware scoring, Tenable VPR enables organizations to quickly understand vulnerability impact, weaponization and precise remediation actions.

    While static Common Vulnerability Scoring System (CVSS) broadly flags 60% of vulnerabilities as high or critical, Tenable VPR narrowed this to a focused 3% at its launch in 2019. With these latest AI-driven enhancements, Tenable VPR delivers twice the clarity and precision by leveraging real-time data to pinpoint the critical 1.6% of vulnerabilities that represent actual business risk. These efficiency gains, combined with enhanced explainability and contextualization, translate to faster mean-time-to-remediation, optimized resources, and strategically aligned security efforts with organizational priorities.

    “Our biggest problem was noise. We had thousands of vulnerabilities, and no clear way to know which ones posed a genuine threat,” said Jorge Orchilles, senior director, Readiness and Proactive Security, Verizon. “Tenable VPR changed that by showing us what attackers are actually exploiting right now. It lets us focus our resources on the handful of issues that truly matter, which has made a real, measurable difference in how quickly we can get critical patches out.”

    “We’re taking our game-changing Tenable VPR to the next level with these AI-powered enhancements,” said Eric Doerr, chief product officer, Tenable. “Tenable VPR brings an unmatched precision and depth of threat intelligence, context and explainability to cyber operations. With these critical insights at their fingertips, organizations can clearly visualize why an exposure matters, where they are vulnerable and how to close their priority risks.”

    In addition to hyper-focused risk prioritization, key enhancements to Tenable VPR include:

    • AI-powered insights and explainability: VPR insights provide instant clarity, helping users quickly grasp why an exposure matters, how it’s been weaponized by threat actors, and receive clear, actionable mitigation guidance. AI-generated threat summaries and remediation insights help users quickly understand real-world risks and next steps.
    • Prioritization with industry and regional context: Enhanced filtering, querying and metadata help organizations understand and prioritize vulnerabilities based on real-world threats to their specific industry and region, ensuring critical exposures relevant to the business are addressed first.

    More information on Tenable Vulnerability Management is available at: https://www.tenable.com/products/vulnerability-management

    Join the upcoming Tenable webinar titled Tenable Announces AI-Powered Breakthrough in Vulnerability Prioritization on August 19, 2025 at 10 am BST and 11 am ET.

    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.

    Media Contact:
    Tenable
    tenablepr@tenable.com

    A video accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/a3e789b1-a864-4bdb-a433-774d1a296ef4

    The MIL Network

  • MIL-OSI: Bitcoin Swift Presale Stage 1 Nears Completion as Programmable Yield Protocol Reaches Key Milestone

    Source: GlobeNewswire (MIL-OSI)

    LUXEMBOURG, July 24, 2025 (GLOBE NEWSWIRE) — Bitcoin Swift, a next-generation blockchain platform focused on programmable yield and intelligent governance, today announced the final countdown to the completion of Stage 1 of its BTC3 token presale. The current Stage 1 token price of $1.00 will increase to $2.00 with the start of Stage 2 on July 26, 2025. The full presale will run for 64 days, concluding on September 18, 2025, with a confirmed launch price of $15.00.

    The Bitcoin Swift protocol is designed to address key structural and functional limitations found in legacy blockchain systems. It introduces an automated Proof-of-Yield (PoY) system, privacy-enhancing technologies, and AI-driven governance to create a more responsive and participatory financial ecosystem.

    Unlike traditional token sales that delay access to utility until mainnet launch, Bitcoin Swift’s infrastructure enables early participants to engage with on-chain functions—such as staking and governance—immediately following each presale stage.

    Stage 1 Presale Details

    • Stage 1 Ends: July 26, 2025
    • Current Token Price: $1.00
    • Stage 2 Price: $2.00
    • Confirmed Launch Price: $15.00
    • Presale Ends: September 18, 2025
    • Stage 1 APY: 143%, distributed via Proof-of-Yield

    What Sets Bitcoin Swift Apart

    Bitcoin Swift is built from the ground up to support real-time user interaction and reward distribution. Its unique Proof-of-Yield model automates staking rewards based on network activity, transaction volume, and protocol sustainability metrics. Rewards are distributed automatically at the end of each presale stage, giving users immediate exposure to protocol incentives.

    The protocol uses federated AI oracles to monitor live blockchain metrics, environmental factors, and transaction behaviors. These oracles feed data into smart contracts that update staking logic dynamically, ensuring the system adapts to actual usage rather than relying on static parameters.

    In addition to programmable yield, Bitcoin Swift introduces several innovations to promote decentralization, transparency, and long-term utility:

    • AI-Assisted Governance: Governance proposals are evaluated by AI agents before they reach community voting, helping to filter out spam and low-quality submissions.
    • Quadratic Voting System: Voting is weighted based on reputation and identity, using decentralized identifiers (DIDs) to ensure fair representation.
    • Sustainability Tracking: Rewards are tied not only to user activity but also to the protocol’s environmental impact, as monitored by AI-led metrics.
    • zk-SNARK Integration: The platform uses privacy-preserving cryptography to protect user identities while enabling transparent, verifiable transactions.

    Smart Contract Design and Compliance

    The BTC3 smart contract ecosystem is designed to deliver both performance and adaptability. Unlike fixed APY models, the Bitcoin Swift protocol adjusts staking yields based on network contributions and environmental efficiency. All logic is pre-audited and fully visible on-chain, with audits conducted by third-party firms such as Spywolf and Solidproof. The development team has also completed full KYC verification to strengthen compliance efforts and build trust.

    “Bitcoin Swift aims to deliver a utility-ready protocol that empowers participants from the first stage,” said a project representative. “The Stage 1 presale is the first step toward establishing an ecosystem where value is driven by engagement, not speculation.”


    Community and Roadmap

    While still in its presale phase, Bitcoin Swift has already launched community initiatives across platforms such as Telegram and X (formerly Twitter), inviting early adopters to engage in governance discussions and protocol education.

    Following the end of Stage 1, the project roadmap includes:

    • Release of a governance dashboard with AI proposal filtering
    • Integration of federated oracles for market and sustainability metrics
    • Launch of a developer grant program for protocol-layer integrations
    • Activation of PoY staking for all Stage 1 and 2 participants

    Once the presale ends on September 18, BTC3 tokens will become fully transferable, and governance mechanisms will be activated for the entire tokenholder base.

    What the Crypto Community Is Saying

    The rise of BTC3 has not gone unnoticed. Influencers like Crypto Vlog and Token Empire have published detailed reviews on why Bitcoin Swift is attracting investors. Both emphasize its unique PoY system and AI-powered infrastructure. Meanwhile, Crypto Show and Crypto League break down how the project’s presale is already showing strong traction. The reviews focus on its compliance-first design, performance incentives, and accessible governance.

    Many creators point to its use of Telegram and X as a sign of its open approach to community building. BTC3 is one of the few projects where early users don’t just speculate, they participate and shape the network’s growth.

    Access and Participation

    Bitcoin Swift is accessible via a non-custodial, Solana-compatible interface, allowing users to join the presale without centralized exchange registration. With just two days remaining in Stage 1, interested participants can still lock in the $1.00 price before the token enters Stage 2 at $2.00.

    More details on the protocol, presale timeline, and documentation are available on the official website: https://bitcoinswift.com

    Contact:
    Luc Schaus
    support@bitcoinswift.com

    Disclaimer: This content is provided by Bitcoin Swift. The statements, views, and opinions expressed in this content are solely those of the content provider and do not necessarily reflect the views of this media platform or its publisher. We do not endorse, verify, or guarantee the accuracy, completeness, or reliability of any information presented. We do not guarantee any claims, statements, or promises made in this article. This content is for informational purposes only and should not be considered financial, investment, or trading advice. Investing in crypto and mining-related opportunities involves significant risks, including the potential loss of capital. It is possible to lose all your capital. These products may not be suitable for everyone, and you should ensure that you understand the risks involved. Seek independent advice if necessary. Speculate only with funds that you can afford to lose. Readers are strongly encouraged to conduct their own research and consult with a qualified financial advisor before making any investment decisions. However, due to the inherently speculative nature of the blockchain sector—including cryptocurrency, NFTs, and mining—complete accuracy cannot always be guaranteed. Neither the media platform nor the publisher shall be held responsible for any fraudulent activities, misrepresentations, or financial losses arising from the content of this press release. In the event of any legal claims or charges against this article, we accept no liability or responsibility. Globenewswire does not endorse any content on this page.

    Legal Disclaimer: This media platform provides the content of this article on an “as-is” basis, without any warranties or representations of any kind, express or implied. We assume no responsibility for any inaccuracies, errors, or omissions. We do not assume any responsibility or liability for the accuracy, content, images, videos, licenses, completeness, legality, or reliability of the information presented herein. Any concerns, complaints, or copyright issues related to this article should be directed to the content provider mentioned above.

    Photos accompanying this announcement are available at

    https://www.globenewswire.com/NewsRoom/AttachmentNg/3a973967-d3a8-4feb-bbbb-d5ea8c88df3c

    https://www.globenewswire.com/NewsRoom/AttachmentNg/5ecd72f4-e3ae-44ed-8a85-f05fa1500d0f

    https://www.globenewswire.com/NewsRoom/AttachmentNg/70ce2ba2-42b9-4857-9632-acbe975aa7d7

    The MIL Network

  • MIL-OSI: Bitcoin Swift Presale Stage 1 Nears Completion as Programmable Yield Protocol Reaches Key Milestone

    Source: GlobeNewswire (MIL-OSI)

    LUXEMBOURG, July 24, 2025 (GLOBE NEWSWIRE) — Bitcoin Swift, a next-generation blockchain platform focused on programmable yield and intelligent governance, today announced the final countdown to the completion of Stage 1 of its BTC3 token presale. The current Stage 1 token price of $1.00 will increase to $2.00 with the start of Stage 2 on July 26, 2025. The full presale will run for 64 days, concluding on September 18, 2025, with a confirmed launch price of $15.00.

    The Bitcoin Swift protocol is designed to address key structural and functional limitations found in legacy blockchain systems. It introduces an automated Proof-of-Yield (PoY) system, privacy-enhancing technologies, and AI-driven governance to create a more responsive and participatory financial ecosystem.

    Unlike traditional token sales that delay access to utility until mainnet launch, Bitcoin Swift’s infrastructure enables early participants to engage with on-chain functions—such as staking and governance—immediately following each presale stage.

    Stage 1 Presale Details

    • Stage 1 Ends: July 26, 2025
    • Current Token Price: $1.00
    • Stage 2 Price: $2.00
    • Confirmed Launch Price: $15.00
    • Presale Ends: September 18, 2025
    • Stage 1 APY: 143%, distributed via Proof-of-Yield

    What Sets Bitcoin Swift Apart

    Bitcoin Swift is built from the ground up to support real-time user interaction and reward distribution. Its unique Proof-of-Yield model automates staking rewards based on network activity, transaction volume, and protocol sustainability metrics. Rewards are distributed automatically at the end of each presale stage, giving users immediate exposure to protocol incentives.

    The protocol uses federated AI oracles to monitor live blockchain metrics, environmental factors, and transaction behaviors. These oracles feed data into smart contracts that update staking logic dynamically, ensuring the system adapts to actual usage rather than relying on static parameters.

    In addition to programmable yield, Bitcoin Swift introduces several innovations to promote decentralization, transparency, and long-term utility:

    • AI-Assisted Governance: Governance proposals are evaluated by AI agents before they reach community voting, helping to filter out spam and low-quality submissions.
    • Quadratic Voting System: Voting is weighted based on reputation and identity, using decentralized identifiers (DIDs) to ensure fair representation.
    • Sustainability Tracking: Rewards are tied not only to user activity but also to the protocol’s environmental impact, as monitored by AI-led metrics.
    • zk-SNARK Integration: The platform uses privacy-preserving cryptography to protect user identities while enabling transparent, verifiable transactions.

    Smart Contract Design and Compliance

    The BTC3 smart contract ecosystem is designed to deliver both performance and adaptability. Unlike fixed APY models, the Bitcoin Swift protocol adjusts staking yields based on network contributions and environmental efficiency. All logic is pre-audited and fully visible on-chain, with audits conducted by third-party firms such as Spywolf and Solidproof. The development team has also completed full KYC verification to strengthen compliance efforts and build trust.

    “Bitcoin Swift aims to deliver a utility-ready protocol that empowers participants from the first stage,” said a project representative. “The Stage 1 presale is the first step toward establishing an ecosystem where value is driven by engagement, not speculation.”


    Community and Roadmap

    While still in its presale phase, Bitcoin Swift has already launched community initiatives across platforms such as Telegram and X (formerly Twitter), inviting early adopters to engage in governance discussions and protocol education.

    Following the end of Stage 1, the project roadmap includes:

    • Release of a governance dashboard with AI proposal filtering
    • Integration of federated oracles for market and sustainability metrics
    • Launch of a developer grant program for protocol-layer integrations
    • Activation of PoY staking for all Stage 1 and 2 participants

    Once the presale ends on September 18, BTC3 tokens will become fully transferable, and governance mechanisms will be activated for the entire tokenholder base.

    What the Crypto Community Is Saying

    The rise of BTC3 has not gone unnoticed. Influencers like Crypto Vlog and Token Empire have published detailed reviews on why Bitcoin Swift is attracting investors. Both emphasize its unique PoY system and AI-powered infrastructure. Meanwhile, Crypto Show and Crypto League break down how the project’s presale is already showing strong traction. The reviews focus on its compliance-first design, performance incentives, and accessible governance.

    Many creators point to its use of Telegram and X as a sign of its open approach to community building. BTC3 is one of the few projects where early users don’t just speculate, they participate and shape the network’s growth.

    Access and Participation

    Bitcoin Swift is accessible via a non-custodial, Solana-compatible interface, allowing users to join the presale without centralized exchange registration. With just two days remaining in Stage 1, interested participants can still lock in the $1.00 price before the token enters Stage 2 at $2.00.

    More details on the protocol, presale timeline, and documentation are available on the official website: https://bitcoinswift.com

    Contact:
    Luc Schaus
    support@bitcoinswift.com

    Disclaimer: This content is provided by Bitcoin Swift. The statements, views, and opinions expressed in this content are solely those of the content provider and do not necessarily reflect the views of this media platform or its publisher. We do not endorse, verify, or guarantee the accuracy, completeness, or reliability of any information presented. We do not guarantee any claims, statements, or promises made in this article. This content is for informational purposes only and should not be considered financial, investment, or trading advice. Investing in crypto and mining-related opportunities involves significant risks, including the potential loss of capital. It is possible to lose all your capital. These products may not be suitable for everyone, and you should ensure that you understand the risks involved. Seek independent advice if necessary. Speculate only with funds that you can afford to lose. Readers are strongly encouraged to conduct their own research and consult with a qualified financial advisor before making any investment decisions. However, due to the inherently speculative nature of the blockchain sector—including cryptocurrency, NFTs, and mining—complete accuracy cannot always be guaranteed. Neither the media platform nor the publisher shall be held responsible for any fraudulent activities, misrepresentations, or financial losses arising from the content of this press release. In the event of any legal claims or charges against this article, we accept no liability or responsibility. Globenewswire does not endorse any content on this page.

    Legal Disclaimer: This media platform provides the content of this article on an “as-is” basis, without any warranties or representations of any kind, express or implied. We assume no responsibility for any inaccuracies, errors, or omissions. We do not assume any responsibility or liability for the accuracy, content, images, videos, licenses, completeness, legality, or reliability of the information presented herein. Any concerns, complaints, or copyright issues related to this article should be directed to the content provider mentioned above.

    Photos accompanying this announcement are available at

    https://www.globenewswire.com/NewsRoom/AttachmentNg/3a973967-d3a8-4feb-bbbb-d5ea8c88df3c

    https://www.globenewswire.com/NewsRoom/AttachmentNg/5ecd72f4-e3ae-44ed-8a85-f05fa1500d0f

    https://www.globenewswire.com/NewsRoom/AttachmentNg/70ce2ba2-42b9-4857-9632-acbe975aa7d7

    The MIL Network

  • MIL-OSI: Gevo to Report Second Quarter 2025 Financial Results on August 11, 2025

    Source: GlobeNewswire (MIL-OSI)

    ENGLEWOOD, Colo., July 24, 2025 (GLOBE NEWSWIRE) — Gevo, Inc. (NASDAQ: GEVO) announced today that it will host a conference call on August 11, 2025, at 4:30 p.m. ET (2:30 p.m. MT) to report its financial results for the second quarter that ended June 30, 2025.

    To participate in the live call, please register through the following event weblink: https://register-conf.media-server.com/register/BI837becc646fa4780899cbd8ed1b21b9a

    After registering, participants will be provided with a dial-in number and pin.

    To listen to the conference call (audio only), please register through the following event weblink: https://edge.media-server.com/mmc/p/u9fuak7q

    A webcast replay will be available two hours after the conference call ends on August 11, 2025. The archived webcast will be available in the Investor Relations section of Gevo’s website at www.gevo.com.

    About Gevo
    Gevo is a next-generation diversified energy company committed to fueling America’s future with cost-effective, drop-in fuels that contribute to energy security, abate carbon, and strengthen rural communities to drive economic growth. Gevo’s innovative technology can be used to make a variety of renewable products, including SAF, motor fuels, chemicals, and other materials that provide U.S.-made solutions. By investing in the backbone of rural America, Gevo’s business model includes developing, financing, and operating production facilities that create jobs and revitalize communities. Gevo owns and operates one of the largest dairy-based renewable natural gas (“RNG”) facilities in the United States, turning by-products into clean, reliable energy. We also operate an ethanol plant with an adjacent carbon capture and sequestration (“CCS”) facility, further solidifying America’s leadership in energy innovation. Additionally, Gevo owns the world’s first production facility for specialty alcohol-to-jet (“ATJ”) fuels and chemicals. Gevo’s market-driven “pay for performance” approach regarding carbon and other sustainability attributes helps ensure value is delivered to our local economy. Through its Verity subsidiary, Gevo provides transparency, accountability, and efficiency in tracking, measuring and verifying various attributes throughout the supply chain. By strengthening rural economies, Gevo is working to secure a self-sufficient future and to make sure value is brought to the market.

    For more information, see www.gevo.com.

    PUBLIC AFFAIRS CONTACT
    Heather Manuel
    VP of Stakeholder Engagement & Partnerships
    PR@gevo.com

    INVESTOR CONTACT
    Eric Frey, PhD
    VP of Corporate Development
    IR@gevo.com

    The MIL Network

  • MIL-OSI: PayPal and Wix Advance Strategic Relationship to Deliver Unified Payments Experience for Merchants

    Source: GlobeNewswire (MIL-OSI)

    PayPal integrates with Wix Payments, providing a consolidated view for merchants to streamline payment management, enhance conversions and meet growing demand for flexible payment options 

    NEW YORK – Wix.com Ltd. (NASDAQ: WIX), the leading SaaS website builder platform globally1, today announced an expansion of its partnership with PayPal Holdings Inc. (NASDAQ: PYPL), bringing additional online payment options to merchants through Wix Payments. Now available as a built-in part of Wix Payments, this provides U.S.-based merchants a unified, seamless experience that simplifies backend operations and ultimately supports higher checkout conversion. 

    With this deeper integration, PayPal is now available directly in the Wix Payments platform. Merchants can connect their PayPal Business account and manage all transactions from a single dashboard alongside their Wix Payments activity. This setup consolidates reporting, chargebacks, and payouts, helping merchants streamline day-to-day operations and deliver more flexible payment options to customers. Merchants also gain access to PayPal’s broader suite of features, including PayPal Pay Later (BNPL) and Venmo, offering customers more flexible and convenient ways to pay.  

    Funds from PayPal wallet purchases flow directly into merchants’ Wix Payments accounts, simplifying reconciliation and improving visibility over cash flow. This seamless integration gives merchants greater operational efficiency and control, while offering consumers more flexible ways to pay. In addition, as part of this integration, PayPal will also serve as a Payment Service Provider (PSP), powering card processing capabilities within Wix Payments – further streamlining the merchant experience across channels. 

    “We’re always looking for ways to create more seamless experiences for our users and provide them with the best way to accept payments and manage funds online, in person, and on the go,” said Amit Sagiv and Volodymyr Tsukur, Co-Heads of Wix Payments. “By bringing PayPal under the Wix Payments umbrella, we gain significantly more control over the user experience and how PayPal’s products are delivered to our merchants. This deeper integration allows us to improve conversion, offer more value, and drive stronger profitability, while giving our users a faster, more unified checkout flow.” 

    “At PayPal, we share Wix’s commitment to helping businesses grow by giving them faster, more flexible access to the capital they need,” said Michelle Gill, Executive Vice President and General Manager, Small Business & Financial Services, PayPal. “By embedding PayPal’s most popular payment methods—like PayPal Wallet and PayPal Pay Later—directly into the Wix Payments experience, we’re not just enhancing checkout. We’re enabling merchants to get paid quickly, manage everything in one place, and unlock new ways to serve their customers and scale their business.”

    Wix Payments offers small businesses a more streamlined way to manage payments through its platform. Users can handle transactions online, in person, or on the go using a range of secure payment options, designed to accommodate different customer preferences at checkout. With a full suite of options, merchants can adjust preferences to improve conversion rates and simplify day-to-day operations, and manage everything from a single dashboard, making it easier to track and report payments. Learn more about Wix Payments here.

    This solution is available to U.S.-based Wix Payments users with plans to make this feature available in more regions over time.

    About Wix.com Ltd.
    Wix is the leading SaaS website builder platform1 to create, manage and grow a digital presence. Founded in 2006, Wix is a comprehensive platform providing users – self-creators, agencies, enterprises, and more – with industry-leading performance, security, AI capabilities and a reliable infrastructure. Offering a wide range of commerce and business solutions, advanced SEO and marketing tools, the platform enables users to take full ownership of their brand, their data and their relationships with their customers. With a focus on continuous innovation and delivery of new features and products, users can seamlessly build a powerful and high-end digital presence for themselves or their clients. 

    About PayPal 
    PayPal has been revolutionizing commerce globally for more than 25 years. Creating innovative experiences that make moving money, selling, and shopping simple, personalized, and secure, PayPal empowers consumers and businesses in approximately 200 markets to join and thrive in the global economy. For more information, visit https://www.paypal.com
    https://about.pypl.com/ and https://investor.pypl.com/.   

    For more about Wix, please visit our Press Room
    Media Relations Contact:  PR@wix.com  
    PayPal PR Contact: louikelly@paypal.com 

    1 Based on number of active live sites as reported by competitors’ figures, independent third-party data and internal data as of H2 2025.

    Attachment

    The MIL Network

  • MIL-OSI: Middlefield Global Dividend Growers ETF Distributions

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, July 24, 2025 (GLOBE NEWSWIRE) — Middlefield Global Dividend Growers ETF (TSX: MDIV) (the “Fund”) is pleased to announce that distributions for the third quarter of 2025 will be payable to unitholders of Middlefield Global Dividend Growers ETF as follows:

    Record Date Payable Date Distribution Per
    Trust Unit
    July 31, 2025 August 15, 2025 $0.06
    August 31, 2025 September 15, 2025 $0.06
    September 30, 2025 October 15, 2025 $0.06
         

    The trust units trade on the Toronto Stock Exchange under the symbol MDIV.

    The Fund offers a distribution reinvestment plan (“DRIP”) for unitholders which provides unitholders with the ability to automatically reinvest distributions, commission free, and realize the benefits of compound growth. Unitholders can enroll in the DRIP program by contacting their investment advisor.

    Middlefield

    Founded in 1979, Middlefield is a specialist equity income asset manager with offices in Toronto, Canada and London, England. Our investment team utilizes active management to select high-quality, global companies across a variety of sectors and themes. Our product offerings include proven dividend-focused strategies that span real estate, healthcare, innovation, infrastructure, energy, diversified income and more. We offer these solutions in a variety of product types including ETFs, Mutual Funds, Closed-End Funds, Split-Share Funds and Flow-through LPs.

    For further information, please visit our website at www.middlefield.com or contact Nancy Tham in our Sales and Marketing Department at 1.888.890.1868.

    This press release contains forward-looking information. The forward-looking information contained in this press release is based on historical information concerning distributions and dividends paid on the securities of issuers historically included in the portfolio of the Fund. Actual future results, including the amount of distributions paid by the Fund, may differ from the monthly distribution amount. Specifically, the income from which distributions are paid may vary significantly due to: changes in portfolio composition; changes in distributions and dividends paid by issuers of securities included in the Fund’s portfolio from time to time; there being no assurance that those issuers will pay distributions or dividends on their securities; the declaration of distributions and dividends by issuers of securities included in the portfolio will generally depend upon various factors, including the financial condition of each issuer and general economic and stock market conditions; the level of borrowing by the Fund; and the uncertainty of realizing capital gains. The risks, uncertainties and other factors that could influence actual results are described under “Risk Factors” in the Fund’s prospectus and other documents filed by the Fund with the Canadian securities regulatory authorities. The forward-looking information contained in this press release constitutes the Fund’s current estimate, as of the date of this press release, with respect to the matters covered hereby. Investors and others should not assume that any forward-looking statement contained in this press release represents the Fund’s estimate as of any date other than the date of this press release.

    The MIL Network

  • MIL-OSI: Ria Money Transfer strengthens Asia Pacific presence through strategic acquisition of Kyodai Remittance

    Source: GlobeNewswire (MIL-OSI)

    BUENA PARK, Calif., July 24, 2025 (GLOBE NEWSWIRE) — Ria Money Transfer (Ria), a global leader in the cross-border money transfer industry and a business segment of Euronet (NASDAQ: EEFT), today announced that it has become the majority shareholder through the acquisition of 60% of the shares of Unidos Co., Ltd., widely recognized by customers as Kyodai Remittance, a Japan-based funds transfer business and overseas remittance specialist. Leveraging Kyodai’s deep market insight, nuanced understanding of local customer needs and its distinction as the first remittance operator in Japan to be granted a Type 1 Funds Transfer Service Provider license—enabling the processing of high-value transactions exceeding JPY 1 million (approximately USD $6,800)—Ria is set to expand its footprint across the Asia Pacific region.

    Ria and Kyodai have maintained a close and collaborative relationship since 2010. Over the past 15 years, the companies have leveraged their omnichannel strategies to deliver a seamless and integrated customer experience across multiple touchpoints in Japan, such as 44,000 ATMs in Japan Post Bank and Lawson Bank locations nationwide. With the acquisition of a majority stake, Ria will now fully integrate Kyodai’s operations, including its digital products, and provide customers access to its expansive global network of more than 624,000 locations, 4 billion bank accounts, 3.2 billion digital wallets, and Visa debit cards worldwide.

    This acquisition comes amid significant demographic changes in Japan that are reshaping both its society and economy. According to the latest International Migration Outlook report by the Organization for Economic Co-operation and Development (OECD), 144,000 new immigrants moved to Japan on a long-term or permanent basis in 2022, with 55% of them being labor migrants. The top three nationalities were Vietnam, China and Indonesia, reflecting a 150% increase compared to the previous year. This labor market transformation has also impacted the remittance sector. According to the World Bank Group, more than USD $6.07 billion was paid in personal remittances from Japan in 2024, ranking among the top third sending countries in Asia.

    “Kyodai’s success has always been rooted in our values, principles and the unwavering dedication of our employees,” said Yuichiro Kimoto, Chief Executive Officer of Kyodai Remittance. “This new chapter with Ria will allow us to scale further by tapping into a world-class global network, ultimately enhancing our service offering and creating more value for our customers.”

    “Ria and Kyodai’s 15-year partnership has thrived because we share a common mission and values,” said Shawn Fielder, President & Chief Executive Officer of Ria. “Together, we remain committed to delivering secure, convenient, and customer-focused money transfer solutions. By joining forces, we are well-positioned to make an even greater impact on the lives of people in Japan and the communities we serve worldwide.”

    About Ria Money Transfer

    Ria Money Transfer, a business segment of Euronet (NASDAQ: EEFT), delivers innovative financial services including fast, secure, and affordable global money transfers. With the world’s largest cross border real-time money movement network, Ria moves money where it matters.

    Bridging the gap between digital and physical spaces, Ria’s omnichannel products and services provide unprecedented consumer choice, including real-time payments, mobile wallets, currency exchange, home delivery, and cardless ATM payouts. Ria’s global infrastructure, powered by the Dandelion real-time, cross-border payments network, facilitates financial access to customers, agents and partners alike. By creating new market opportunities and promoting economic growth around the world, Ria opens ways for a better everyday life.

    The MIL Network

  • MIL-OSI: Primech Holdings Announces Fiscal Year 2025 Results, Contracted Revenue Backlog at $120.8 Million

    Source: GlobeNewswire (MIL-OSI)

    SINGAPORE, July 24, 2025 (GLOBE NEWSWIRE) — Primech Holdings Limited (Nasdaq: PMEC), an established technology-driven facilities-services provider to public and private-sector customers in Singapore, today reported audited financial results for the fiscal year ended March 31, 2025.

    FY 2025 Highlights:

    • Revenue grew 2.5% to $74.3 million for the fiscal year ended March 31, 2025, compared with revenue of $72.5 million in fiscal year 2024.
    • Gross profit margin expanded 130 basis points to 23.6% as technology adoption and grant support offset wage pressures.
    • Net loss narrowed 40% to $2.2 million, or $(0.05) per basic and diluted share, compared to a net loss of $3.2 million, or $(0.10) per share.
    • Cash and cash equivalents increased by 32.7% to $10.1 million; total assets were $41.2 million, and total liabilities were $26.5 million.
    • Future contracted revenue, scheduled for recognition in FY 2026 and onward, totals $120.8 million, providing multi-year visibility.

    Fiscal Year 2025 Financial Results:

    Financial Metrics (US$ millions, except per share data) FY 2025 FY 2024 Change
    Revenue $74.3 $72.5 +2.5%
    Gross profit $17.5 $16.0 +9.8%
    Gross profit margin 23.6% 22.0% +160 bps
    Operating loss $(0.9) $(2.8) +65.9% improvement
    Net loss $(2.2) $(3.2) +31.1% improvement
    Basic & diluted EPS $(0.05) $(0.10) +50.0% improvement
    Cash & cash equivalents $10.1 $7.6 +32.6%
           

    Primech A&P Highlights:

    • Over $18.9 million in new contracts secured during fiscal year 2025, including a major contract extension worth $8.3 million
    • Industry recognition achievements, including ASEAN Public Toilet Award for Newton Food Centre management and LOO Awards 2024 Best Market Award
    • Sustainability leadership with nomination as a finalist for the Singapore Apex Corporate Sustainability Awards in the “LowCarbonSG” category
    • Strategic partnerships, including membership in the Singapore International Facility Management Association (SIFMA)

    Primech AI Highlights:

    • Revolutionary HYTRON robot launch with successful deployments at Temasek Polytechnic, a major Singapore shopping mall, and one of Singapore’s largest hospitals
    • Global expansion achievements, including partnerships in Hong Kong (Chinachem Group), Japan (Golden Rim Investment), and Europe (TCOrobotics GmbH covering Germany, Austria, and Switzerland)
    • Technology excellence recognition, winning the Robotics category at the Singapore Business Review Technology Excellence Awards 2025
    • Advanced AI integration incorporating NVIDIA Jetson Orin technology components for enhanced robotics performance
    • Manufacturing scale-up with a China production partnership targeting 300 robots’ initial production capacity
    • Product innovation with the launch of the compact HYTRON Lite model optimized for space-constrained environments

    CEO Commentary
    “Primech delivered resilient top-line growth and achieved a significant improvement in our bottom line during our second year as a public company,” said Mr. Kin Wai Ho, Chairman and Chief Executive Officer. “More importantly, this year marked our dramatic transformation into a technology-first organization through our revolutionary HYTRON AI-powered cleaning robots and aggressive global expansion strategy. We’ve evolved from a traditional facilities services company into an innovative robotics and automation leader.”

    “Our HYTRON technology represents the future of commercial cleaning. We’ve successfully deployed robots at prestigious locations and established partnerships across Singapore, Hong Kong, Japan, and Europe. With our three-phase expansion plan and $120.8 million of contracted backlog, we are positioned to return to profitability and capture significant market share in the rapidly growing global service robotics sector.”

    Future Contracted Revenues
    As of March 31, 2025, our contracted revenues for future fulfilment were approximately $120.8 million. The following table provides a breakdown of the value of our contracted revenues, which we estimate will be fulfilled in FY2026, FY2027, and subsequent years, subject to cancellations or other contractual changes that are not presently foreseeable. Our order book as of any particular date is not indicative of our revenue for succeeding periods, as secured contracts are subject to cancellations, deferrals, or early terminations by our customers:

      ($’000) (%)
    Estimated amount of services contracted for at April 1, 2025 to be recorded in revenue for FY ending March 31,
    2026
    59,876 49.5
    Estimated amount of services contracted for at April 1, 2026 to be recorded in revenue for FY ending March 31,
    2027
    34,069 28.2
    Estimated amount of services contracted for at April 1, 2027 to be recorded in revenue for FY ending March 31,
    2028
    26,899 22.3
      120,844 100.0
         

    Annual Report on Form 20-F
    The Company will file its annual report on Form 20-F for the fiscal year ended March 31, 2025 with the Securities and Exchange Commission later today, which can be accessed on the SEC’s website at https://www.sec.gov and on Primech’s investor relations website at https://investor.primechholdings.com/filings/

    About Primech Holdings Limited
    Headquartered in Singapore, Primech Holdings Limited is a leading provider of comprehensive technology-driven facilities services, predominantly serving both public and private sectors throughout Singapore. Primech Holdings offers an extensive range of services tailored to meet the complex demands of its diverse clientele. Services include advanced general facility maintenance services, specialized cleaning solutions such as marble polishing and facade cleaning, meticulous stewarding services, and targeted cleaning services for offices and homes. Known for its commitment to sustainability and cutting-edge technology, Primech Holdings integrates eco-friendly practices and smart technology solutions to enhance operational efficiency and client satisfaction. This strategic approach positions Primech Holdings as a leader in the industry and a proactive contributor to advancing industry standards and practices in Singapore and beyond. For more information, visit www.primechholdings.com.    

    About Primech AI
    Primech AI is a leading robotics company dedicated to pushing the boundaries of innovation in technology. With a team of passionate individuals and a commitment to collaboration, Primech AI is poised to revolutionize the robotics industry with groundbreaking solutions that make a meaningful impact on society. For more information, visit www.primech.ai.

    Forward-Looking Statements
    Certain statements in this announcement are forward-looking statements, including, for example, statements about completing the acquisition, anticipated revenues, growth, and expansion. 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. These forward-looking statements are also based on assumptions regarding the Company’s present and future business strategies and the environment in which the Company will operate in the future. Investors can find many (but not all) of these statements by the use of words such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “likely to” 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 that such expectations will be correct. 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 in the Company’s registration statement and other filings with the SEC.

    Company Contact:
    Email: ir@primech.com.sg

    Investor Relations Contact:        
    Matthew Abenante, IRC
    President                                        
    Strategic Investor Relations, LLC                                         
    Tel: 347-947-2093
    Email: matthew@strategic-ir.com

     
    ***tables follow***
    Primech Holdings Limited and Subsidiaries
    Consolidated Balance Sheets
    (in thousands except share data, U.S. dollars)
     
        As of March 31,  
        2025     2024  
    Assets            
    Current assets            
    Cash and cash equivalents   $ 10,145     $ 7,648  
    Accounts receivable, net (including unbilled receivable of $3,520 and $4,068)     15,633       18,452  
    Government subsidies receivable     1,485       1,368  
    Prepaid expenses and other current assets     1,700       3,810  
    Inventories     44       55  
    Total current assets     29,007       31,333  
                     
    Non-current assets                
    Property and equipment, net     9,686       10,082  
    Right of use assets     2,114       3,406  
    Goodwill     391       667  
    Intangible assets, net     2       21  
    Total assets   $ 41,200     $ 45,509  
                     
    Liabilities and shareholders’ equity                
    Current liabilities                
    Accounts payable and accrued expenses   $ 10,330     $ 9,406  
    Notes payable-current portion     8,481       11,277  
    Lease liabilities-current portion     1,595       2,059  
    Income tax liabilities     461        
    Total current liabilities     20,742       22,742  
                     
    Non-current liabilities                
    Notes payable-long term     4,331       5,705  
    Lease liabilities-long term     1,068       1,752  
    Deferred tax liability     255       251  
    Total liabilities     26,521       30,450  
                     
    Shareholders’ Equity                
    Common Stock, 38,417,987 and 35,550,000 shares issued and outstanding as of March 31, 2025 and 2024, respectively,     23,961       22,193  
    Additional paid-in capital     924       924  
    Accumulated other comprehensive income     995       923  
    Accumulated deficit     (10,991 )     (9,049 )
    Total Primech Holdings Limited shareholders’ equity     14,889       14,991  
                     
    Non-controlling interests     (210     68  
    Total shareholders’ equity     14,679       15,059  
    Total liabilities and shareholders’ equity   $ 41,200     $ 45,509  
     
    Primech Holdings Limited and Subsidiaries
    Consolidated Statements of Operations and other Comprehensive Loss
    (in thousands except share and per share data, U.S. dollars)
     
        For the Years Ended
    March 31,
     
        2025     2024  
    Revenues            
    Revenues, net   $ 74,349     $ 72,524  
                     
    Operating costs and expenses                
    Cost of revenue (net of $4,148 and $2,550 of government subsidies)     56,823       59,915  
    General and administrative expenses (net of $318 and $68 of government subsidies)     16,176       13,160  
    Sales and marketing expenses     2,007       2,231  
    Goodwill impairment     291        
    Total operating costs and expenses     75,297       75,306  
    Loss from operations     (948 )     (2,782 )
    Other operating income, net (includes $8 and $202 of government subsidies)     (27     211  
    Interest expense     (789 )     (1,145 )
    Loss before income taxes     (1,764 )     (3,716 )
    Income tax benefit     (456     493  
    Net loss     (2,220 )     (3,223 )
    (Profit)/ loss attributable to non-controlling interests     278       (16
    Net loss attributable to Primech Holdings Limited     (1,942 )     (3,239 )
    Total foreign currency translation adjustment     72       (24
    Comprehensive loss   $ (1,870 )     (3,263 )
                     
    Earnings loss per share:                
    Basic and diluted   $ (0.05 )   $ (0.10 )
                     
    Weighted average number of ordinary shares outstanding:                
    Basic and Diluted     37,584,000       33,929,000  
     
    Primech Holdings Limited and Subsidiaries
    Consolidated Statements of Cash Flows
    (in thousands except share data, U.S. dollars)
     
        For the Years Ended
    March 31,
     
        2025     2024  
    Cash flows from operating activities:            
    Net loss   $ (2,220 )   $ (3,223 )
    Adjustments to reconcile net loss to net cash used in operating activities:                
    Depreciation of property and equipment     1,483       1,640  
    Amortization of right of use assets     2,479       2,203  
    Loss (gain) on disposal of property and equipment     1       (13 )
    Amortization of intangible assets     29       29  
    Share based payment     1,768        
    Provision for doubtful accounts     31        
    Impairment of Goodwill     291        
                     
    Change in operating assets and liabilities:                
    Deferred tax liability           (454
    Accounts receivable     2,888       (3,330 )
    Government subsidies receivables     (111     290  
    Prepaid expenses & other current assets     2,132       (2,657
    Inventories     11       84  
    Accounts payable and accrued expenses     879       (1,329
    Operating lease liability     (2,731 )     (2,322 )
    Tax payable     462        
    Net cash used in operating activities     7,382       (9,082 )
                     
    Cash flows from investing activities:                
    Acquisition of property and equipment     (1,098 )     (909 )
    Proceeds from sale of property and equipment     67       102  
    Net cash used in investing activities     (1,031 )     (807 )
                     
    Cash flows from financing activities:                
    Net Proceeds from issue of new shares           9,473  
    Deferred offering costs           545  
    Payment of finance lease liabilities     (126 )     (86 )
    Repayment of bank loans     (159,107 )     (3,163 )
    Proceeds from bank loans     154,846       1,412  
    Net cash provided by financing activities     (4,387     8,181  
                     
    Net (decrease) increase in cash and cash equivalents     1,963       (1,708
    Effect of exchange rate changes on cash and cash equivalents     533       284  
    Cash and cash equivalents, beginning of year     7,648       9,072  
    Cash and cash equivalents, end of year   $ 10,145     $ 7,648  
                     
    Supplemental disclosure of non-cash investing and financing transactions                
    Acquisition of equipment under finance leases     367       173  
    Recognition of Right of use assets and liabilities     1,167       2,553  

    The MIL Network

  • MIL-OSI: KraneShares Launches Global Private Company Fund Tracking a New MSCI Index of Venture-Backed Firms

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — Krane Capital Management, LLC (“KraneShares”), a global asset management firm recognized for its innovative investment solutions, today announced the launch of the Krane MSCI All Country Private Company Top 10 Series.

    This new offering provides accredited investors with access to a diversified portfolio of large and dynamic venture-backed global private companies, as tracked by the MSCI All Country Venture-Backed Private Company Top 10 Equal Weighted Index.

    The Index is a research-driven benchmark identifying some of the most valuable and influential global private companies with secondary market trading activity. As of June 2, 2025, the Index’s constituents collectively represent over $1.5 trillion in market capitalization1, spanning industries such as artificial intelligence, fintech, aerospace, and digital media.

    The fund seeks to acquire shares in leading private companies through direct purchases, secondary transactions, or derivative contracts. The portfolio will consist of the ten private companies tracked by the index, which currently are SpaceX, ByteDance, OpenAI, Stripe, xAI, Databricks, Anthropic, Revolut, Anduril, and Canva.

    “Our mission at KraneShares is focused on delivering first-to-market, high-conviction strategies that provide investors with transparent and cost-effective access to groundbreaking capital market opportunities like the private markets,” said Jonathan Krane, CEO of KraneShares. “Through their newly launched index, MSCI is applying institutional-class indexing capabilities to identify some of the largest global venture-backed companies with secondary market activity, which we aim to deliver to investors through our fund.

    “The MSCI All Country Venture-Backed Private Company Indexes represent a significant step forward for investors seeking transparency and actionable insights in private markets. By leveraging robust secondary market data and our decades of index construction expertise, we are enabling investors to benchmark and analyze this dynamic asset class with greater clarity and confidence,” said Christine Berg, Head of Americas Index at MSCI. “We are thrilled that KraneShares is utilizing our index to provide access to this asset class to investors.” 

    For more information on the Krane MSCI All Country Private Company Top 10 Vintage 2025 Series 1 Fund, please visit https://kraneshares.com/private-funds/krane-msci-all-country-private-company-top-10-series/.

    Fund Structure and Terms

    Fund Legal Name Krane MSCI All Country Private Company Top 10 Vintage 2025 Series 1 Fund (KC VC 1, LP)
    Index Provider MSCI
    Index MSCI All Country Venture-Backed Private Company Top 10 Equal Weighted Index
    Minimum Capital Commitment $2,500
    General Partner KCM GP, LLC
    Management Company Krane Capital Management, LLC
       

    About KraneShares

    Krane Capital Management, LLC is a subsidiary of Krane Funds Advisors, LLC (KraneShares), a specialist investment manager focused on China, Climate, and Alternative Assets. KraneShares seeks to provide innovative, high-conviction, and first-to-market strategies based on the firm and its partners’ deep investing knowledge. KraneShares identifies and delivers groundbreaking capital market opportunities and believes investors should have cost-effective and transparent tools for attaining exposure to various asset classes. KraneShares was founded in 2013 and serves institutions and financial professionals globally. The firm is a signatory of the United Nations-supported Principles for Responsible Investment (UN PRI).

    About MSCI

    MSCI is a leading provider of critical decision support tools and services for the global investment community. With over 50 years of expertise in research, data and technology, MSCI powers better investment decisions by enabling clients to understand and analyze key drivers of risk and return and confidently build more effective portfolios. MSCI creates industry-leading research-enhanced solutions that clients use to gain insight into and improve transparency across the investment process. To learn more, please visit www.msci.com.

    Citations:

    1. Data from MSCI as of 6/02/2025.

    Risk Disclosures:

    The Fund has not yet received any investments or started its operations, and it lacks any historical record or performance. This information is only a brief summary and is not exhaustive. The terms mentioned here may undergo significant changes without prior notice. It’s essential to note that certain crucial details about the stated terms are omitted, and other key Fund terms are not addressed in this summary. To gain a comprehensive understanding, potential investors should refer to the Fund’s private placement memorandum, limited partnership agreement and subscription agreement (collectively, “the Fund Documents”), which will take precedence in case of any conflicts with the general terms provided here.

    An investor should base any investment decisions solely on the information contained in the Fund Documents. Furthermore, there is no assurance that the Fund will achieve its fundraising goals, which could impact its ability to carry out its objectives.

    An investment in the Fund is speculative, involves a high degree of risk, and is suitable only for persons who are willing and able to assume the risk of losing their entire investment.

    The Fund’s portfolio intends to invest in ten private companies tracked by the Index. The Target List does not represent all private technology companies, rather, only private technology companies listed on the MSCI All Country Venture-Backed Private Company Top 10 Equal Weighted (June 2025 Vintage) Index. The Target List may include certain companies that perform poorly or omit other companies that perform well. The Partnership may not invest in all the companies comprising the Target List and may need to expand the pool of investments to fully invest its capital. For the avoidance of doubt, the Partnership’s performance will not track the Target List, in part because the Partnership may not be able to participate in the desired amount or may be weighted differently and therefore the Fund’s performance may deviate from that of the Target List. There is no assurance that the Partnership will achieve its investment or risk management objectives or be profitable.

    The Partnership may invest in portfolio companies which are significantly debt-financed by third parties. While investments in leveraged companies offer the opportunity for capital appreciation, such investments also involve a higher degree of risk.

    The Partnership generally seeks to invest and may be concentrated in private, high-growth technology companies which often include the risks of, rapidly changing science and technologies; obsolescence, fierce competition and rapidly changing investor sentiments and preferences with regard to technology sector investments. Information technology companies may be smaller and less experienced companies, with limited operating history.

    The Interests are being offered without registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”), in reliance upon an exemption contained in Section 4(a)(2) of the Securities Act. Investors will generally not have the right to withdraw from the Partnership (unless permitted by the General Partner in its discretion or as otherwise set forth in the Partnership Agreement) and should be viewed as illiquid. Investors may not be able to redeem their interests in the amount or at the time desired and should only be considered by investors who can bear such risk for an indefinite period of time.

    This communication is not intended by Krane or any of its affiliated funds as an offer to sell, or the solicitation of an offer to purchase, any Security. The information set forth in the communication is provided for informational and discussion purposes only and is not intended to be, and shall not be regarded or construed as, a recommendation for a transaction or investment, financial or other advice of any kind. It does not constitute or imply any commitment whatsoever, including without limitation an offer to purchase, sell or hold any Security or to enter into or arrange any type of transaction. Any offering will be made only where permitted by law and by means of the Fund Documents that will contain detailed information about any investment to be offered; no sales will be made, and no commitments to enter into investments will be accepted, and no money is being solicited or will be accepted, until the Fund Documents are made available to prospective investors. Any indication of interest from prospective investors in response to the information provided in the communication involves no obligation or commitment of any kind. Any investment decisions should be based solely on the data in the Fund Documents and after consultation with an investor’s independent advisors.

    The funds or securities referred to herein are not sponsored, endorsed, or promoted by MSCI, and MSCI bears no liability with respect to any such funds or securities or any index on which such funds or securities are based. The Private Placement Memorandum contains a more detailed description of the limited relationship MSCI has with Krane Capital Management, LLC and any related funds.

    The target list of companies herein was compiled based on an MSCI index of private technology companies named “MSCI All Country Venture-Backed Private Company Top 10 Equal Weighted (June 2025 Vintage) Index”. KraneShares licenses this list from MSCI.

    An investment in the Fund would not be appropriate for all investors and involves important legal, operational and tax consequences and investment risks (including, in some cases, volatility, currency and credit risk, illiquidity, and/or loss of principal), each of which should be independently assessed by investors with their professional advisors prior to transacting. This communication does not take into account individual investor circumstances, objectives, or needs. No determination has been made regarding the suitability of any securities, financial instruments, or strategies for particular investors or prospects.

    The interests in the Fund have not been approved or recommended by any United States federal or state securities commission or regulatory authority. The foregoing authorities have not confirmed the accuracy or determined the adequacy of the communication. Any representation to the contrary is a criminal offense.

    THIS COMMUNICATION DOES NOT DISCLOSE ALL THE RISKS AND OTHER SIGNIFICANT ISSUES RELATED TO AN INVESTMENT IN THE FUND. BEFORE INVESTING IN THE FUND, POTENTIAL INVESTORS SHOULD FULLY UNDERSTAND THE FUND’S TERMS AND ANY APPLICABLE RISKS, SOME, BUT NOT ALL, OF WHICH ARE DESCRIBED IN MORE DETAIL IN THE FUND DOCUMENTS.

    Foreside Fund Services, LLC provides marketing review services. Foreside Fund Services, LLC is not affiliated with Krane Capital Management, LLC.

    Contact:
    KraneShares Investor Relations
    info@kraneshares.com

    The MIL Network

  • MIL-OSI: One Stop Systems to Report Second Quarter 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    ESCONDIDO, Calif., July 24, 2025 (GLOBE NEWSWIRE) — One Stop Systems, Inc. (“OSS” or the “Company”) (Nasdaq: OSS), a leader in rugged Enterprise Class compute for artificial intelligence (AI), machine learning (ML) and sensor processing at the edge, announced today that it will release its second quarter 2025 financial results before the market opens on Thursday, August 7, 2025. A webcast and conference call will be held that same day at 10:00 a.m. ET to review the Company’s results.

    Conference Call and Webcast

    Domestic: 1-800-579-2543
    International: 1-785-424-1789
    Conference ID: ONESTOP (required for entry)
    Webcast:  https://viavid.webcasts.com/starthere.jsp?ei=1720675&tp_key=5676c84cc3

    Conference Call Replay

    Domestic: 1-844-512-2921
    International: 1-412-317-6671
    Passcode: 11159702

    A replay of the call will be available after 1:00 p.m. ET on August 7, 2025, through August 21, 2025.

    About One Stop Systems
    One Stop Systems, Inc. (Nasdaq: OSS) is a leader in AI enabled solutions for the demanding ‘edge’. OSS designs and manufactures Enterprise Class compute and storage products that enable rugged AI, sensor fusion and autonomous capabilities without compromise. These hardware and software platforms bring the latest data center performance to harsh and challenging applications, whether they are on land, sea or in the air.

    OSS products include ruggedized servers, compute accelerators, flash storage arrays, and storage acceleration software. These specialized compact products are used across multiple industries and applications, including autonomous trucking and farming, as well as aircraft, drones, ships and vehicles within the defense industry.

    OSS solutions address the entire AI workflow, from high-speed data acquisition to deep learning, training and large-scale inference, and have delivered many industry firsts for industrial OEM and government customers.

    As the fastest growing segment of the multi-billion-dollar edge computing market, AI enabled solutions require-and OSS delivers-the highest level of performance in the most challenging environments without compromise.

    OSS products are available directly or through global distributors. For more information, go to www.onestopsystems.com. You can also follow OSS on X, YouTube, and LinkedIn.

    Forward-Looking Statements
    One Stop Systems cautions you that statements in this press release that are not a description of historical facts are forward-looking statements. Words such as, but not limited to, “anticipate,” “aim,” “believe,” “contemplate,” “continue,” “could,” “design,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “seek,” “should,” “suggest,” “strategy,” “target,” “will,” “would,” and similar expressions or phrases, or the negative of those expressions or phrases, are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These statements are based on the company’s current beliefs and expectations. The inclusion of forward-looking statements should not be regarded as a representation by One Stop Systems or its partners that any of our plans or expectations will be achieved. Actual results may differ from those set forth in this press release due to the risk and uncertainties inherent in our business, performance of our products, growth of the edge computing market, as well as risks described in our prior press releases and in our filings with the Securities and Exchange Commission (SEC), including under the heading “Risk Factors” in our latest Annual Report on Form 10-K and any subsequent filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and the company undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

    Media Contacts:
    Robert Kalebaugh
    One Stop Systems, Inc.
    Tel (858) 518-6154
    Email contact

    Investor Relations:
    Andrew Berger
    Managing Director
    SM Berger & Company, Inc.
    Tel (216) 464-6400
    Email contact

    The MIL Network

  • MIL-OSI: Form 8.3 – [MARLOWE PLC – 23 07 2025] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
    N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree
    MARLOWE PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure
    23 JULY 2025
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”
    NO

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 50p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 2,292,800 2.9199    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 2,292,800 2.9199    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    50p ORDINARY SALE 600 444.5p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD
    Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position
    Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.
    Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option
    Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion
    Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 24 JULY 2025
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network

  • MIL-OSI: Form 8.3 – [ALPHA GROUP INTERNATIONAL PLC – 23 07 2025] – (CGAML)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY ASSET MANAGEMENT LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
    N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree
    ALPHA GROUP INTERNATIONAL PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure
    23 JULY 2025
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”
    N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 0.2p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 200,000 0.4728    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 200,000 0.4728    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.2p ORDINARY SALE 103,000 4150p
    0.2p ORDINARY SALE 445,000 4150.5506p
    0.2p ORDINARY SALE 50,000 4151p
    0.2p ORDINARY SALE 45,000 4152.5p
    0.2p ORDINARY SALE 420,000 4152.8869p
    0.2p ORDINARY SALE 25,000 4155.84p
    0.2p ORDINARY SALE 25,000 4160p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD
    Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position
    Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.
    Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option
    Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion
    Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 24 JULY 2025
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network

  • MIL-OSI: Bread Financial Announces Modified Dutch Auction Cash Tender Offers for 9.750% Senior Notes Due 2029 and/or 8.375% Fixed-Rate Subordinated Notes due 2035

    Source: GlobeNewswire (MIL-OSI)

    COLUMBUS, Ohio, July 24, 2025 (GLOBE NEWSWIRE) — Bread Financial Holdings, Inc. (NYSE: BFH) (“Bread Financial” or the “Company”) today announced it has commenced cash tender offers (the “Tender Offers” and each, a “Tender Offer”) to purchase up to $150.0 million (subject to increase, the “Aggregate Tender Cap”) aggregate principal amount of its 9.750% Senior Notes maturing March 2029 (the “2029 Notes”) and/or its 8.375% Fixed-Rate Reset Subordinated Notes due 2035, maturing June 2035 (the “2035 Notes” and, together with the 2029 Notes, the “Notes”) subject to (i) the aggregate principal amount of all 2029 Notes accepted for purchase not exceeding $100.0 million (the “2029 Notes Sublimit”) and (ii) the aggregate principal amount of all 2035 Notes accepted for purchase not exceeding $50.0 million (the “2035 Notes Sublimit” and, together with the 2029 Notes Sublimit, the “Sublimits” and each, respectively, a “Sublimit”). The Tender Offers are being made on the terms and subject to the conditions set forth in the Offer to Purchase, dated July 24, 2025 (as it may be amended or supplemented, the “Offer to Purchase”).

    The Tender Offers will expire at 5:00 p.m., New York City time, on August 21, 2025, unless extended or earlier terminated as described in the Offer to Purchase (such date and time, as they may be extended, the “Expiration Time”), with an early participation deadline of 5:00 p.m., New York City time, on August 6, 2025 (the “Early Participation Date”), unless extended or earlier terminated.

    The total consideration payable for each $1,000 principal amount of each series of Notes will be determined based on a modified “Dutch Auction” procedure for each series. Holders of the Notes (“Holders”) who validly tender (and do not validly withdraw) their Notes before 5:00 p.m., New York City time, on the Early Participation Date, and whose Notes are accepted for purchase by the Company, will be eligible to receive the “Total Consideration,” which includes an “Early Participation Amount” of $50.00 for each $1,000 principal amount of the Notes validly tendered. The Company may, but is not obligated to, following the Early Participation Date and prior to the Expiration Time, elect to accept the Notes validly tendered by Holders on or prior to the Early Participation Date, for settlement on such date or promptly thereafter (the “Early Payment Date”) in one or both Tender Offers. If the Company elects to have an Early Payment Date for one or both Tender Offers, it is currently expected to be August 11, 2025, though it will issue a press release announcing the date selected as such Early Payment Date. Holders who validly tender their Notes after the Early Participation Date and on or prior to the Expiration Time, and who have their Notes accepted for purchase by the Company, will not be eligible to receive the Early Participation Amount and will only receive the Total Consideration minus the Early Participation Amount (the “Tender Offer Consideration”) on the final payment date (the “Final Payment Date”). The Final Payment Date is currently expected to occur on August 26, 2025. Holders that hold both 2029 Notes and 2035 Notes may participate in one, both or neither of the Tender Offers.

    Holders electing to participate may specify the minimum applicable Total Consideration (the “Bid Price”) they would be willing to receive in exchange for each $1,000 principal amount of each series of Notes they choose to tender in the Tender Offers. The Bid Price that Holders specify for each $1,000 principal amount of each series of Notes must be within the applicable range set forth in the table below and must be in increments of $1.25. The following table sets forth certain terms of the Tender Offers:

        
    Series of Notes
      CUSIP / ISIN   Aggregate
    Principal Amount
    Outstanding
      Sublimit (3)   Total Consideration
    (Acceptable Bid
    Range)(1)(2)
      Early Participation
    Amount(1)
    9.750% Senior Notes maturing March 2029   144A: 018581AP3 / US018581AP34
    Reg S: U0179AK2 / USU01797AK20
    Reg S: U01797AL0 / USU01797AL03
      $750,012,000   $100,000,000   $1,040 — $1,070   $50.00
    8.375% Fixed-Rate Reset Subordinated Notes maturing June 2035   144A: 018581AQ1 / US018581AQ17
    Reg S: U01797AM8 / USU01797AM85
      $400,000,000   $50,000,000   $995 — $1,025   $50.00
         
    (1)    Per $1,000 principal amount of Notes that are accepted for purchase by the Company.
    (2)    Includes the $50.00 Early Participation Amount.
    (3)    Subject to Aggregate Tender Cap.
     

    As more fully described in the Offer to Purchase, the Total Consideration for each $1,000 principal amount of each series of Notes validly tendered by Holders (and not validly withdrawn) pursuant to the respective Tender Offer on or prior to the Early Participation Date and accepted for purchase by the Company (subject to proration, if applicable) will be equal to the sum of: (1) the “Base Price” for that series of Notes, which also is equal to the minimum Bid Price, and (2) the “Clearing Premium” for that series of Notes, which will be determined by consideration of the bid premiums of all validly tendered (and not validly withdrawn) Notes of such series on or prior to the Early Participation Date, in order of lowest to highest bid premiums. If the aggregate amount of the Notes of a series validly tendered (and not validly withdrawn) in a Tender Offer at or below the Clearing Premium for such series would cause the Company to accept an aggregate principal amount of Notes of such series in excess of the applicable Sublimit for such series under the applicable Tender Offer, then Holders of Notes of such series tendered at the applicable Clearing Premium will be subject to proration as described in the Offer to Purchase.

    Tendered Notes may be withdrawn any time on or prior to 5:00 p.m., New York City time, on August 6, 2025, unless extended by the Company (such date and time, as the same may be extended or earlier terminated, the “Withdrawal Date”). Notes validly tendered after the Withdrawal Date may not be withdrawn or revoked, unless otherwise required by law. The Tender Offers are subject to the satisfaction or waiver of a number of conditions as set forth in the Offer to Purchase. The Company may amend, extend or terminate the Tender Offers in its sole discretion and subject to applicable law.

    The Company reserves the right, subject to applicable law, to (a) extend the Early Participation Date, the Withdrawal Date or the Expiration Time, in each case, to a later date and time; (b) increase the Aggregate Tender Cap, the 2029 Notes Sublimit and/or the 2035 Notes Sublimit; (c) waive in whole or in part any or all conditions to either Tender Offer; (d) delay the acceptance for purchase of any Notes or delay the purchase of any Notes; (e) increase the maximum bid price (as described in the Offer to Purchase) for one or both series of Notes; (f) decrease the minimum bid price or the maximum bid price (each as described in the Offer to Purchase), in each case, for one or both series of Notes; or (g) otherwise modify or terminate the Tender Offers. The Company does not intend to extend the Early Participation Date, the Withdrawal Date or the Expiration Time unless required by law or otherwise in its sole discretion.

    J.P. Morgan Securities LLC is acting as the sole lead dealer manager and BMO Capital Markets Corp., CIBC World Markets Corp., KeyBanc Capital Markets Inc., RBC Capital Markets, LLC, Scotia Capital (USA) Inc., Truist Securities, Inc., Fifth Third Securities, Inc., U.S. Bancorp Investments, Inc. and Wells Fargo Securities, LLC are acting as co-dealer managers for the Tender Offers. D.F. King, Inc. is serving as the information agent and tender agent. Copies of the Offer to Purchase and related tender offering materials are available by contacting the information agent at (212) 448-4476 (banks and brokers) and at (866) 340-7108 or by email at bread@dfking.com. Questions regarding the Tender Offer should be directed to J.P. Morgan at (866) 834-4666 (toll free) or (212) 834-7489 (collect).

    None of the Company, the sole lead dealer manager, the co-dealer managers, the information agent and tender agent or the trustee for the Notes makes any recommendation as to whether Holders should tender any Notes in response to the Tender Offers. Holders must make their own decision as to whether to tender any of their Notes and, if so, the principal amount of Notes and the Bid Price or Bid Prices at which to tender. This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. The Tender Offers are being made solely by means of the Offer to Purchase. In those jurisdictions where the securities, blue sky or other laws require any tender offer to be made by a licensed broker or dealer, the Tender Offers will be deemed to be made on behalf of the Company by the dealer managers or one or more registered brokers or dealers licensed under the laws of such jurisdiction.

    Cautionary Statement on Forward-Looking Language
    This news release may contain forward-looking statements, including, but not limited to, our financing plans and the details thereof, including the proposed tender offer of the Notes and the other expected effects of such transaction. Forward-looking statements may generally be identified by the use of the words such as “believe,” “expect,” “anticipate,” “estimate,” “intend,” “project,” “plan,” “likely,” “may,” “should” or other words or phrases of similar import. Similarly, statements that describe our business strategy, outlook, objectives, plans, intentions or goals also are forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements we make regarding, and the guidance we give with respect to, our anticipated operating or financial results, future financial performance and outlook, future dividend declarations, and future economic conditions.

    We believe that our expectations are based on reasonable assumptions. Forward-looking statements, however, are subject to a number of risks and uncertainties that are difficult to predict and, in many cases, beyond our control. Accordingly, our actual results could differ materially from the projections, anticipated results or other expectations expressed in this release, and no assurances can be given that our expectations will prove to have been correct. Factors that could cause the outcomes to differ materially include, but are not limited to, the following: macroeconomic conditions, including market conditions, inflation, interest rates, labor market conditions, recessionary pressures or concerns over a prolonged economic slowdown, and the related impact on consumer spending behavior, payments, debt levels, savings rates and other behaviors; global political and public health events and conditions, including significant shifts in trade policy, such as changes to, or the imposition of, tariffs and/or trade barriers and any economic impacts, volatility, uncertainty and geopolitical instability resulting therefrom, as well as ongoing wars and military conflicts and natural disasters; future credit performance of the Company’s customers, including the level of future delinquency and write-off rates; loss of, or reduction in demand for services from, significant brand partners or customers in the highly competitive markets in which the Company competes; the concentration of the Company’s business in U.S. consumer credit; increases or volatility in the Allowance for credit losses that may result from the application of the current expected credit loss (CECL) model; inaccuracies in the models and estimates on which the Company relies, including the amount of its Allowance for credit losses and our credit risk management models; increases in fraudulent activity; failure to identify, complete or successfully integrate or disaggregate business acquisitions, divestitures and other strategic initiatives, including, with respect to divested businesses, any associated guarantees, indemnities or other liabilities; the extent to which the Company’s results are dependent upon its brand partners, including its brand partners’ financial performance and reputation, as well as the effective promotion and support of the Company’s products by brand partners; increases in the cost of doing business, including market interest rates; the Company’s level of indebtedness and inability to access financial or capital markets, including asset-backed securitization funding or deposits markets; restrictions that limit the ability of Comenity Bank and Comenity Capital Bank (the “Banks”) to pay dividends to the Company; pending and future litigation; pending and future federal, state, local and foreign legislation, regulation, supervisory guidance and regulatory and legal actions including, but not limited to, those related to financial regulatory reform and consumer financial services practices, as well as any such actions with respect to late fees, interchange fees or other charges; increases in regulatory capital requirements or other support for the Banks; impacts arising from or relating to the transition of the Company’s credit card processing services to third party service providers that it completed in 2022; failures or breaches in the Company’s operational or security systems, including as a result of cyberattacks, unanticipated impacts from technology modernization projects, failure of its information security controls or otherwise; loss of consumer information or other data due to compromised physical or cyber security, including disruptive attacks from financially motivated bad actors and third party supply chain issues; and any tax or other liability or adverse impacts arising out of or related to the spinoff of the Company’s former LoyaltyOne segment or the bankruptcy filings of Loyalty Ventures Inc. and certain of its subsidiaries and subsequent litigation or other disputes. The foregoing factors, along with other risks and uncertainties that could cause actual results to differ materially from those expressed or implied in forward-looking statements, are described in greater detail under the headings “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 most recently ended fiscal year, which may be updated in Item 1A of, or elsewhere in, our Quarterly Reports on Form 10-Q filed for periods subsequent to such Form 10-K. Our forward-looking statements speak only as of the date made, and the Company undertakes no obligation, other than as required by applicable law, to update or revise any forward-looking statements, whether as a result of new information, subsequent events, anticipated or unanticipated circumstances or otherwise.

    About Bread Financial
    Bread Financial® (NYSE: BFH) is a tech-forward financial services company that provides simple, personalized payment, lending, and saving solutions to millions of U.S. consumers. Our payment solutions, including Bread Financial general purpose credit cards and savings products, empower our customers and their passions for a better life. Additionally, we deliver growth for some of the most recognized brands in travel & entertainment, health & beauty, jewelry and specialty apparel through our private label and co-brand credit cards and pay-over-time products providing choice and value to our shared customers.

    Contacts
    Brian Vereb – Investor Relations
    Brian.Vereb@BreadFinancial.com

    Susan Haugen – Investor Relations
    Susan.Haugen@BreadFinancial.com

    Rachel Stultz – Media
    Rachel.Stultz@BreadFinancial.com

    The MIL Network

  • MIL-OSI: Bread Financial Reports Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    COLUMBUS, Ohio, July 24, 2025 (GLOBE NEWSWIRE) — Bread Financial® Holdings, Inc. (NYSE: BFH), a tech-forward financial services company that provides simple, flexible payment, lending and saving solutions, today announced its second quarter 2025 financial results. All earnings-related materials are now available at the company’s investor relations website, here.

    Bread Financial President and Chief Executive Officer Ralph Andretta and Chief Financial Officer Perry Beberman will host a conference call at 8:30 a.m. ET today to discuss results. A link to the conference call will be available at the company’s investor relations website, and a replay will also be available there following the call.

    About Bread Financial® 
    Bread Financial® (NYSE: BFH) is a tech-forward financial services company that provides simple, personalized payment, lending and saving solutions to millions of U.S consumers. Our payment solutions, including Bread Financial general purpose credit cards and savings products, empower our customers and their passions for a better life. Additionally, we deliver growth for some of the most recognized brands in travel & entertainment, health & beauty, jewelry and specialty apparel through our private label and co-brand credit cards and pay-over-time products providing choice and value to our shared customers.

    To learn more about Bread Financial, our global associates and our sustainability commitments, visit breadfinancial.com or follow us on Instagram and LinkedIn.

    Contacts
    Brian Vereb — Investor Relations
    Brian.Vereb@breadfinancial.com

    Susan Haugen — Investor Relations
    Susan.Haugen@breadfinancial.com

    Rachel Stultz — Media
    Rachel.Stultz@breadfinancial.com

    The MIL Network

  • MIL-OSI: Bread Financial Provides Performance Update for June 2025

    Source: GlobeNewswire (MIL-OSI)

    COLUMBUS, Ohio, July 24, 2025 (GLOBE NEWSWIRE) — Bread Financial Holdings, Inc. (NYSE: BFH), a tech-forward financial services company that provides simple, personalized payment, lending, and saving solutions to millions of U.S. consumers, provided a performance update. The following tables present the Company’s net loss rate and delinquency rate for the periods indicated:

      For the
    month ended
    June 30, 2025
      For the
    three months ended
    June 30, 2025
      (dollars in millions)
    End-of-period credit card and other loans $ 17,656     $ 17,656  
    Average credit card and other loans $ 17,631     $ 17,686  
    Year-over-year change in average credit card and other loans   (1 %)     (1 %)
    Net principal losses(1) $ 113     $ 348  
    Net loss rate(1)   7.8 %     7.9 %
      As of
    June 30, 2025
      As of
    June 30, 2024
      (dollars in millions)
    30 days + delinquencies – principal $ 922     $ 979  
    Period ended credit card and other loans – principal $ 16,102     $ 16,344  
    Delinquency rate   5.7 %     6.0 %
    (1) As a result of hurricanes Helene and Milton we froze delinquency progression for cardholders in Federal Emergency Management Agency identified impact zones for one billing cycle, which resulted in modestly lower Net principal losses and Net loss rate in the fourth quarter of 2024, and consequently these actions negatively impacted Net principal losses and Net loss rate in the second quarter of 2025.


    About Bread Financial
    ®  

    Bread Financial® (NYSE: BFH) is a tech-forward financial services company that provides simple, personalized payment, lending, and saving solutions to millions of U.S consumers. Our payment solutions, including Bread Financial general purpose credit cards and savings products, empower our customers and their passions for a better life. Additionally, we deliver growth for some of the most recognized brands in travel & entertainment, health & beauty, jewelry and specialty apparel through our private label and co-brand credit cards and pay-over-time products providing choice and value to our shared customers.  

    To learn more about Bread Financial, our global associates and our sustainability commitments, visit breadfinancial.com or follow us on Instagram and LinkedIn.  

    Forward-Looking Statements

    This release contains 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. Forward-looking statements give our expectations or forecasts of future events and can generally be identified by the use of words such as “believe,” “expect,” “anticipate,” “estimate,” “intend,” “project,” “plan,” “likely,” “may,” “should” or other words or phrases of similar import. Similarly, statements that describe our business strategy, outlook, objectives, plans, intentions or goals also are forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements we make regarding, and the guidance we give with respect to, our anticipated operating or financial results, future financial performance and outlook, future dividend declarations, and future economic conditions.

    We believe that our expectations are based on reasonable assumptions. Forward-looking statements, however, are subject to a number of risks and uncertainties that are difficult to predict and, in many cases, beyond our control. Accordingly, our actual results could differ materially from the projections, anticipated results or other expectations expressed in this release, and no assurances can be given that our expectations will prove to have been correct. Factors that could cause the outcomes to differ materially include, but are not limited to, the following: macroeconomic conditions, including market conditions, inflation, interest rates, labor market conditions, recessionary pressures or concerns over a prolonged economic slowdown, and the related impact on consumer spending behavior, payments, debt levels, savings rates and other behaviors; global political and public health events and conditions, including significant shifts in trade policy, such as changes to, or the imposition of, tariffs and/or trade barriers and any economic impacts, volatility, uncertainty and geopolitical instability resulting therefrom, as well as ongoing wars and military conflicts and natural disasters; future credit performance, including the level of future delinquency and write-off rates; the loss of, or reduction in demand from, significant brand partners or customers in the highly competitive markets in which we compete; the concentration of our business in U.S. consumer credit; inaccuracies in the models and estimates on which we rely, including the amount of our Allowance for credit losses and our credit risk management models; the inability to realize the intended benefits of acquisitions, dispositions and other strategic initiatives; our level of indebtedness and ability to access financial or capital markets; pending and future federal and state legislation, regulation, supervisory guidance, and regulatory and legal actions, including, but not limited to, those related to financial regulatory reform and consumer financial services practices, as well as any such actions with respect to late fees, interchange fees or other charges; impacts arising from or relating to the transition of our credit card processing services to third party service providers that we completed in 2022; failures or breaches in our operational or security systems, including as a result of cyberattacks, unanticipated impacts from technology modernization projects or otherwise; and any tax or other liability or adverse impacts arising out of or related to the spinoff of our former LoyaltyOne segment or the bankruptcy filings of Loyalty Ventures Inc. (LVI) and certain of its subsidiaries and subsequent litigation or other disputes. The foregoing factors, along with other risks and uncertainties that could cause actual results to differ materially from those expressed or implied in forward-looking statements, are described in greater detail under the headings “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 most recently ended fiscal year, which may be updated in Item 1A of, or elsewhere in, our Quarterly Reports on Form 10-Q filed for periods subsequent to such Form 10-K. Our forward-looking statements speak only as of the date made, and we undertake no obligation, other than as required by applicable law, to update or revise any forward-looking statements, whether as a result of new information, subsequent events, anticipated or unanticipated circumstances or otherwise.

    Contacts 
    Brian Vereb – Investor Relations 
    Brian.Vereb@BreadFinancial.com  

    Susan Haugen – Investor Relations 
    Susan.Haugen@BreadFinancial.com  

    Rachel Stultz – Media 
    Rachel.Stultz@BreadFinancial.com  

    The MIL Network

  • MIL-OSI: Fixing of coupon rates – Nykredit A/S

    Source: GlobeNewswire (MIL-OSI)

    To Nasdaq Copenhagen

    24 July 2025

    FIXING OF COUPON RATES 

    Fixing of coupon rates effective from 28 July 2025

    Effective from 28 July 2025, the coupon rates of floating-rate bonds issued by Nykredit Realkredit A/S will be adjusted.

    Bonds with quarterly interest rate fixing
    The new coupon rates will apply from 28 July 2025 to 27 October 2025:

    Uncapped bonds
    DK0030482849, (SNP), maturity in 2026, new rate as at 28 July 2025: 3.1250% pa
    DK0030513585, (Tier2), maturity in 2032, new rate as at 28 July 2025: 5.8367% pa

    Questions may be directed to Investor Relations at investor_relations@nykredit.dk or Press Officer Peter Klaaborg, tel +45 44 55 14 94.

    Attachment

    The MIL Network

  • MIL-OSI: Dime Community Bancshares, Inc. Reports Strong Second Quarter Results With Earnings Per Share Increasing by 49% on a Year-over-Year Basis

    Source: GlobeNewswire (MIL-OSI)

    Continued Growth in Core Deposits and Business Loans on a Year-over-Year Basis

    Quarterly Net Interest Margin Improves to 2.98%

    HAUPPAUGE, N.Y., July 24, 2025 (GLOBE NEWSWIRE) — Dime Community Bancshares, Inc. (NASDAQ: DCOM) (the “Company” or “Dime”), the parent company of Dime Community Bank (the “Bank”), today reported net income available to common stockholders of $27.9 million for the quarter ended June 30, 2025, or $0.64 per diluted common share, compared to $19.6 million, or $0.45 per diluted common share, for the quarter ended March 31, 2025 and net income available to common stockholders of $16.7 million for the quarter ended June 30, 2024, or $0.43 per diluted common share.

    Stuart H. Lubow, President and Chief Executive Officer (“CEO”) of the Company, stated, “As we continue to execute on our growth plan, we were pleased with the solid growth in core deposits, business loans, net interest margin and capital ratios. We had an active second quarter from a recruiting standpoint, which will aid us in the years ahead as we diversify our balance sheet and continue to take market share. Of note, and recognizing the progress we have made in creating a high quality balance sheet, Kroll Bond Rating Agency revised our outlook from “Stable” to “Positive” in the month of June.”

    Second Quarter Recruiting Update

    • Hired Shawn Gines as Executive Vice President of Corporate and Specialty Finance; Mr. Gines was previously the Regional President of the New York City and New Jersey metro markets for Webster Bank;
    • Hired Jason Brenner and Zach Schwartz to lead the newly created Lender Finance vertical; Mr. Brenner and Mr. Schwartz were previously with Axos Bank and First Citizens Bank, respectively;
    • Hired Michael Watts to lead the newly created Fund Finance vertical; Mr. Watts was previously with East West Bank;
    • Hired Raffaella Palazzo as Director of Business Banking; Ms. Palazzo was previously Chief Operations Officer at Hanover Bank; and
    • Hired Solomon Ponniah as Group Leader to grow metro NYC lending presence; Mr. Ponniah was previously Director of Business Banking at Popular Bank.

    Geographic Expansion

    • Received all requisite regulatory approvals to open a branch location at 500 Boulevard of the Americas in Lakewood, New Jersey. The branch opening is planned for early 2026.
    • Expect to open a new branch location in Manhattan in the fourth quarter of 2025.

    Highlights for the Second Quarter of 2025 included:

    • Total deposits increased $711.7 million on a year-over-year basis;
    • Core deposits (excluding brokered and time deposits) increased $1.21 billion on a year-over-year basis;
    • The ratio of average non-interest-bearing deposits to average total deposits for the second quarter was 30%;
    • Business loans grew $113.3 million on a linked quarter basis and $371.3 million on a year-over-year basis;
    • The net interest margin increased to 2.98% for the second quarter of 2025 compared to 2.95% for the prior quarter; and
    • The Company’s Common Equity Tier 1 Ratio increased to 11.25% at the end of the second quarter.

    Management’s Discussion of Quarterly Operating Results

    Net Interest Income

    Net interest income for the second quarter of 2025 was $98.1 million compared to $94.2 million for the first quarter of 2025 and $75.5 million for the second quarter of 2024.

    The table below provides a reconciliation of the reported net interest margin (“NIM”) and adjusted NIM excluding the impact of purchase accounting accretion on the loan portfolio.

                       
    (Dollars in thousands)   Q2 2025   Q1 2025   Q2 2024
    Net interest income   $ 98,097     $ 94,213     $ 75,502  
    Purchase accounting amortization (accretion) on loans (“PAA”)     (225 )     (124 )     (101 )
    Adjusted net interest income excluding PAA on loans (non-GAAP)   $ 97,872     $ 94,089     $ 75,401  
                       
    Average interest-earning assets   $ 13,195,116     $ 12,963,320     $ 12,624,556  
                       
    NIM(1)     2.98 %     2.95 %     2.41 %
    Adjusted NIM excluding PAA on loans (non-GAAP)(2)     2.98 %     2.94 %     2.40 %

    (1)   NIM represents net interest income divided by average interest-earning assets.
    (2)   Adjusted NIM excluding PAA on loans represents adjusted net interest income, which excludes PAA amortization on acquired loans divided by average interest-earning assets.

    Mr. Lubow commented, “Dime has multiple levers to grow NIM over time.

    • First, we have a significant loan repricing opportunity starting in the second half of 2025 that will continue through 2027, assuming current forecasted interest rate levels remain accurate.
    • Second, and as demonstrated in the most recent rate cutting cycle, should the Federal Reserve cut short term rates in 2025 we anticipate a reduction in deposit costs, which will drive further NIM expansion.
    • Finally, core deposit growth and a continued focus on business loan growth will benefit our NIM over time as we continue to grow customers and hire productive teams.”

    Loan Portfolio

    The ending weighted average rate (“WAR”) on the total loan portfolio was 5.33% at June 30, 2025, an 8 basis point increase compared to the ending WAR of 5.25% on the total loan portfolio at March 31, 2025.

    Outlined below are loan balances and WARs for the quarter ended as indicated.

                                                     
        June 30, 2025     March 31, 2025     June 30, 2024  
    (Dollars in thousands)   Balance     WAR(1)     Balance     WAR(1)     Balance     WAR(1)  
    Loans held for investment balances at period end:                                                
    Business loans(2)   $ 2,902,170       6.65 %   $ 2,788,848       6.55 %   $ 2,530,896       6.92 %
    One-to-four family residential, including condominium and cooperative apartment     998,677       4.85       961,562       4.77       906,949       4.55  
    Multifamily residential and residential mixed-use(3)(4)     3,693,481       4.48       3,780,078       4.46       3,920,354       4.59  
    Non-owner-occupied commercial real estate     3,128,453       5.12       3,191,536       5.07       3,315,100       5.25  
    Acquisition, development, and construction     141,755       8.28       140,309       7.96       144,860       8.96  
    Other loans     6,336       11.08       6,402       10.39       6,699       3.39  
    Loans held for investment   $ 10,870,872       5.33 %   $ 10,868,735       5.25 %   $ 10,824,858       5.39 %

    (1)    WAR is calculated by aggregating interest based on the current loan rate from each loan in the category, adjusted for non-accrual loans, divided by the total balance of loans in the category.
    (2)    Business loans include commercial and industrial loans and owner-occupied commercial real estate loans.
    (3)    Includes loans underlying multifamily cooperatives.
    (4)    While the loans within this category are often considered “commercial real estate” in nature, multifamily and loans underlying cooperatives are reported separately from commercial real estate loans in order to emphasize the residential nature of the collateral underlying this significant component of the total loan portfolio.

    Outlined below are the loan originations, for the quarter ended as indicated.

                             
    (Dollars in millions)   Q2 2025   Q1 2025   Q2 2024
    Originations Excluding New Lines of Credit   $ 227.3     $ 71.5     $ 162.4  
    Originations Including New Lines of Credit     450.5       136.7       284.6  
                             

    Deposits and Borrowed Funds

    Period end total deposits (including mortgage escrow deposits) at June 30, 2025 were $11.74 billion, compared to $11.61 billion at March 31, 2025 and $11.03 billion at June 30, 2024. The Company reduced its brokered deposit levels to $200.0 million at June 30, 2025, compared to $285.6 million at March 31, 2025 and $780.3 million at June 30, 2024.

    Total Federal Home Loan Bank advances were $508.0 million at June 30, 2025, compared to $508.0 million at March 31, 2025 and $633.0 million at June 30, 2024.

    Non-Interest Income

    Non-interest income was $11.6 million during the second quarter of 2025, $9.6 million during the first quarter of 2025, and $11.8 million during the second quarter of 2024.

    Non-Interest Expense

    Total non-interest expense was $60.3 million during the second quarter of 2025, $65.5 million during the first quarter of 2025, and $55.7 million during the second quarter of 2024. Excluding the impact of the loss on extinguishment of debt, amortization of other intangible assets, severance expense and settlement loss related to the termination of a legacy pension plan, adjusted non-interest expense was $59.9 million during the second quarter of 2025, $58.0 million during the first quarter of 2025, and $55.4 million during the second quarter of 2024 (see “Non-GAAP Reconciliation” tables at the end of this news release).

    Mr. Lubow commented, The increase in non-interest expense on year-over-year-basis has been due to significant investments and hires the Company has made as we execute on our growth plan, which is centered around growing core deposits, diversifying our loan portfolio and selectively adding new geographies. In the second quarter of 2025, we launched various commercial lending verticals that we expect to contribute to loan and revenue growth in the years ahead.

    The ratio of non-interest expense to average assets was 1.72% during the second quarter of 2025, compared to 1.90% during the linked quarter and 1.66% during the second quarter of 2024. Excluding the impact of the loss on extinguishment of debt, amortization of other intangible assets, severance expense and settlement loss related to the termination of a legacy pension plan, the ratio of adjusted non-interest expense to average assets was 1.71% during the second quarter of 2025, 1.68% during the first quarter of 2025, and 1.65% during the second quarter of 2024 (see “Non-GAAP Reconciliation” tables at the end of this news release).

    The efficiency ratio was 55.0% during the second quarter of 2025, compared to 63.1% during the linked quarter and 63.8% during the second quarter of 2024. Excluding the impact of net gain on sale of securities and other assets, fair value change in equity securities and loans held for sale, severance expense, settlement loss related to the termination of a legacy pension plan, loss on extinguishment of debt and amortization of other intangible assets, the adjusted efficiency ratio was 54.7% during the second quarter of 2025, compared to 55.8% during the linked quarter and 65.9% during the second quarter of 2024 (see “Non-GAAP Reconciliation” tables at the end of this news release).

    Income Tax Expense

    Income tax expense was $10.5 million during the second quarter of 2025, $7.3 million during the first quarter of 2025, and $7.6 million during the second quarter of 2024. The effective tax rate for the second quarter of 2025 was 26.1%, compared to 25.3% for the first quarter of 2025 and compared to 29.0% for the second quarter of 2024.

    Credit Quality

    Non-performing loans were $53.2 million at June 30, 2025, compared to $58.0 million at March 31, 2025 and $24.8 million at June 30, 2024.

    A credit loss provision of $9.2 million was recorded during the second quarter of 2025, compared to a credit loss provision of $9.6 million during the first quarter of 2025, and a credit loss provision of $5.6 million during the second quarter of 2024.

    Capital Management

    Stockholders’ equity increased $19.0 million to $1.43 billion at June 30, 2025, compared to $1.41 billion at March 31, 2025.

    The Company’s and the Bank’s regulatory capital ratios continued to be in excess of all applicable regulatory requirements as of June 30, 2025. All risk-based regulatory capital ratios increased in the second quarter of 2025.

    Dividends per common share were $0.25 during the second quarter of 2025 and the first quarter of 2025, respectively.

    Book value per common share was $29.95 at June 30, 2025 compared to $29.58 at March 31, 2025.

    Tangible common book value per share (which represents common equity less goodwill and other intangible assets, divided by the number of shares outstanding) was $26.32 at June 30, 2025 compared to $25.94 at March 31, 2025 (see “Non-GAAP Reconciliation” tables at the end of this news release).

    Earnings Call Information

    The Company will conduct a conference call at 8:30 a.m. (ET) on Thursday, July 24, 2025, during which CEO Lubow will discuss the Company’s second quarter 2025 financial performance, with a question-and-answer session to follow.

    Participants may access the conference call via webcast using this link: https://edge.media-server.com/mmc/p/7qhzfy2o. To participate via telephone, please register in advance using this link: https://register-conf.media-server.com/register/BIb23e2d2040014fbe89e85e3654130c71. Upon registration, all telephone participants will receive a one-time confirmation email detailing how to join the conference call, including the dial-in number along with a unique PIN that can be used to access the call. All participants are encouraged to dial-in 10 minutes prior to the start time.

    A replay of the conference call and webcast will be available on-demand for 12 months at https://edge.media-server.com/mmc/p/7qhzfy2o.

    ABOUT DIME COMMUNITY BANCSHARES, INC.
    Dime Community Bancshares, Inc. is the holding company for Dime Community Bank, a New York State-chartered trust company with over $14 billion in assets and the number one deposit market share among community banks on Greater Long Island. (1)

    (1) Aggregate deposit market share for Kings, Queens, Nassau & Suffolk counties for community banks with less than $20 billion in assets.

    This news release contains a number of forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements may be identified by use of words such as “annualized,” “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “outlook,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar terms and phrases, including references to assumptions.

    Forward-looking statements are based upon various assumptions and analyses made by the Company in light of management’s experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate under the circumstances. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors (many of which are beyond the Company’s control) that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Accordingly, you should not place undue reliance on such statements. Factors that could affect our results include, without limitation, the following: the timing and occurrence or non-occurrence of events may be subject to circumstances beyond the Company’s control; there may be increases in competitive pressure among financial institutions or from non-financial institutions; changes in the interest rate environment may affect demand for our products and reduce interest margins and the value of our investments; changes in government monetary or fiscal policies and actions may adversely affect our customers, cost of credit and overall result of operations; changes in deposit flows, the cost of funds, loan demand or real estate values may adversely affect the business of the Company; changes in the quality and composition of the Company’s loan or investment portfolios or unanticipated or significant increases in loan losses may negatively affect the Company’s financial condition or results of operations; changes in accounting principles, policies or guidelines may cause the Company’s financial condition to be perceived differently; changes in corporate and/or individual income tax laws may adversely affect the Company’s financial condition or results of operations; general socio-economic conditions, public health emergencies, international conflict, inflation, tariffs, and recessionary pressures, either nationally or locally in some or all areas in which the Company conducts business, or conditions in the securities markets or the banking industry may be less favorable than the Company currently anticipates and may adversely affect our customers, our financial results and our operations; legislation or regulatory changes may adversely affect the Company’s business; technological changes may be more difficult or expensive than the Company anticipates; there may be failures or breaches of information technology security systems; success or consummation of new business initiatives may be more difficult or expensive than the Company anticipates; there may be difficulties or unanticipated expense incurred in the consummation of new business initiatives or the integration of any acquired entities; and litigation or other matters before regulatory agencies, whether currently existing or commencing in the future, may delay the occurrence or non-occurrence of events longer than the Company anticipates. For discussion of these and other risks that may cause actual results to differ from expectations, please refer to the sections entitled “Forward-Looking Statements” and “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and updates set forth in the Company’s subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

    Contact: Avinash Reddy  
    Senior Executive Vice President – Chief Financial Officer  
    718-782-6200 extension 5909  
     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
    (In thousands)
     
        June 30,   March 31,   December 31,
        2025   2025   2024
    Assets:                  
    Cash and due from banks   $ 1,156,754     $ 1,030,702     $ 1,283,571  
    Securities available-for-sale, at fair value     703,461       710,579       690,693  
    Securities held-to-maturity     625,188       631,334       637,339  
    Loans held for sale     13,617       2,527       22,625  
    Loans held for investment, net:                  
    Business loans(1)     2,902,170       2,788,848       2,726,602  
    One-to-four family and cooperative/condominium apartment     998,677       961,562       952,195  
    Multifamily residential and residential mixed-use(2)(3)     3,693,481       3,780,078       3,820,492  
    Non-owner-occupied commercial real estate     3,128,453       3,191,536       3,231,398  
    Acquisition, development and construction     141,755       140,309       136,172  
    Other loans     6,336       6,402       5,084  
    Allowance for credit losses     (93,189 )     (90,455 )     (88,751 )
    Total loans held for investment, net     10,777,683       10,778,280       10,783,192  
    Premises and fixed assets, net     33,957       33,650       34,858  
    Restricted stock     67,110       66,987       69,106  
    BOLI     393,345       389,167       290,665  
    Goodwill     155,797       155,797       155,797  
    Other intangible assets     3,409       3,644       3,896  
    Operating lease assets     44,717       45,657       46,193  
    Derivative assets     90,966       98,740       116,496  
    Accrued interest receivable     55,418       56,044       55,970  
    Other assets     86,513       94,574       162,857  
    Total assets   $ 14,207,935     $ 14,097,682     $ 14,353,258  
    Liabilities:                  
    Non-interest-bearing checking (excluding mortgage escrow deposits)   $ 3,432,667     $ 3,245,409     $ 3,355,829  
    Interest-bearing checking     1,029,297       950,090       1,079,823  
    Savings (excluding mortgage escrow deposits)     1,923,277       1,939,852       1,927,903  
    Money market     4,229,503       4,271,363       4,198,784  
    Certificates of deposit     1,080,093       1,121,068       1,069,081  
    Deposits (excluding mortgage escrow deposits)     11,694,837       11,527,782       11,631,420  
    Non-interest-bearing mortgage escrow deposits     45,256       88,138       54,715  
    Interest-bearing mortgage escrow deposits     2       4       6  
    Total mortgage escrow deposits     45,258       88,142       54,721  
    FHLBNY advances     508,000       508,000       608,000  
    Other short-term borrowings                 50,000  
    Subordinated debt, net     272,414       272,370       272,325  
    Derivative cash collateral     69,840       85,230       112,420  
    Operating lease liabilities     47,559       48,432       48,993  
    Derivative liabilities     86,110       92,516       108,347  
    Other liabilities     52,911       63,197       70,515  
    Total liabilities     12,776,929       12,685,669       12,956,741  
    Stockholders’ equity:                  
    Preferred stock, Series A     116,569       116,569       116,569  
    Common stock     461       461       461  
    Additional paid-in capital     622,660       623,305       624,822  
    Retained earnings     820,221       803,202       794,526  
    Accumulated other comprehensive loss (“AOCI”), net of deferred taxes     (37,937 )     (39,045 )     (45,018 )
    Unearned equity awards     (13,525 )     (12,909 )     (7,640 )
    Treasury stock, at cost     (77,443 )     (79,570 )     (87,203 )
    Total stockholders’ equity     1,431,006       1,412,013       1,396,517  
    Total liabilities and stockholders’ equity   $ 14,207,935     $ 14,097,682     $ 14,353,258  

    (1)     Business loans include commercial and industrial loans, owner-occupied commercial real estate loans and Paycheck Protection Program (“PPP”) loans.
    (2)     Includes loans underlying multifamily cooperatives.

    (3)    While the loans within this category are often considered “commercial real estate” in nature, multifamily and loans underlying cooperatives are here reported separately from commercial real estate loans in order to emphasize the residential nature of the collateral underlying this significant component of the total loan portfolio.

     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Dollars in thousands except share and per share amounts)
     
        Three Months Ended   Six Months Ended
        June 30,   March 31,   June 30,   June 30,   June 30,
        2025   2025   2024   2025   2024
    Interest income:                                    
    Loans   $ 145,448     $ 142,705     $ 147,099     $ 288,153     $ 290,664  
    Securities     11,353       11,323       7,907       22,676       15,787  
    Other short-term investments     10,749       7,837       4,412       18,586       13,976  
    Total interest income     167,550       161,865       159,418       329,415       320,427  
    Interest expense:                                    
    Deposits and escrow     60,181       58,074       72,878       118,255       145,947  
    Borrowed funds     8,354       8,381       9,033       16,735       23,730  
    Derivative cash collateral     918       1,197       2,005       2,115       3,718  
    Total interest expense     69,453       67,652       83,916       137,105       173,395  
    Net interest income     98,097       94,213       75,502       192,310       147,032  
    Provision for credit losses     9,221       9,626       5,585       18,847       10,795  
    Net interest income after provision     88,876       84,587       69,917       173,463       136,237  
    Non-interest income:                                    
    Service charges and other fees     4,642       4,643       3,972       9,285       8,516  
    Title fees     118       98       294       216       427  
    Loan level derivative income     942       61       1,085       1,003       1,491  
    BOLI income     4,186       3,993       2,484       8,179       4,945  
    Gain on sale of Small Business Administration (“SBA”) loans     387       82       113       469       366  
    Gain on sale of residential loans     50       32       27       82       104  
    Fair value change in equity securities and loans held for sale     83       18       (416 )     101       (1,258 )
    Net gain on securities     149                   149        
    Gain on sale of other assets                 3,695             6,663  
    Other     1,038       706       554       1,744       1,021  
    Total non-interest income     11,595       9,633       11,808       21,228       22,275  
    Non-interest expense:                                    
    Salaries and employee benefits     36,218       35,651       32,184       71,869       64,221  
    Severance     136       76             212       42  
    Occupancy and equipment     7,729       8,002       7,409       15,731       14,777  
    Data processing costs     4,903       4,794       4,405       9,697       8,718  
    Marketing     1,756       1,666       1,637       3,422       3,134  
    Professional services     2,097       2,116       2,766       4,213       4,233  
    Federal deposit insurance premiums     1,692       2,047       2,250       3,739       4,489  
    Loss on extinguishment of debt                             453  
    Loss due to pension settlement           7,231             7,231        
    Amortization of other intangible assets     235       252       285       487       592  
    Other     5,533       3,676       4,758       9,209       7,546  
    Total non-interest expense     60,299       65,511       55,694       125,810       108,205  
    Income before taxes     40,172       28,709       26,031       68,881       50,307  
    Income tax expense     10,475       7,251       7,552       17,726       14,137  
    Net income     29,697       21,458       18,479       51,155       36,170  
    Preferred stock dividends     1,821       1,822       1,822       3,643       3,643  
    Net income available to common stockholders   $ 27,876     $ 19,636     $ 16,657     $ 47,512     $ 32,527  
    Earnings per common share (“EPS”):                                    
    Basic   $ 0.64     $ 0.45     $ 0.43     $ 1.09     $ 0.84  
    Diluted   $ 0.64     $ 0.45     $ 0.43     $ 1.09     $ 0.84  
                                         
    Average common shares outstanding for diluted EPS     43,030,023       42,948,690       38,329,485       42,989,581       38,292,253  
     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED SELECTED FINANCIAL HIGHLIGHTS
    (Dollars in thousands except per share amounts)
     
        At or For the Three Months Ended     At or For the Six Months Ended  
        June 30,     March 31,     June 30,     June 30,     June 30,  
        2025     2025     2024     2025     2024  
    Per Share Data:                                        
    Reported EPS (Diluted)   $ 0.64     $ 0.45     $ 0.43     $ 1.09     $ 0.84  
    Cash dividends paid per common share     0.25       0.25       0.25       0.50       0.50  
    Book value per common share     29.95       29.58       28.97       29.95       28.97  
    Tangible common book value per share(1)     26.32       25.94       24.87       26.32       24.87  
    Common shares outstanding     43,889       43,799       39,148       43,889       39,148  
    Dividend payout ratio     39.06 %     55.56 %     58.14 %     45.87 %     59.52 %
                                             
    Performance Ratios (Based upon Reported Net Income):                                        
    Return on average assets     0.85 %     0.62 %     0.55 %     0.74 %     0.53 %
    Return on average equity     8.28       6.04       5.88       7.16       5.78  
    Return on average tangible common equity(1)     9.68       6.92       6.88       8.30       6.76  
    Net interest margin     2.98       2.95       2.41       2.96       2.31  
    Non-interest expense to average assets     1.72       1.90       1.66       1.81       1.59  
    Efficiency ratio     55.0       63.1       63.8       58.9       63.9  
    Effective tax rate     26.08       25.26       29.01       25.73       28.10  
                                             
    Balance Sheet Data:                                        
    Average assets   $ 14,013,592     $ 13,777,665     $ 13,418,441     $ 13,896,281     $ 13,606,682  
    Average interest-earning assets     13,195,116       12,963,320       12,624,556       13,079,859       12,820,156  
    Average tangible common equity(1)     1,158,738       1,145,915       979,611       1,152,361       974,165  
    Loan-to-deposit ratio at end of period(2)     92.6 %     93.6 %     98.2 %     92.6 %     98.2 %
                                             
    Capital Ratios and Reserves – Consolidated:(3)                                        
    Tangible common equity to tangible assets(1)     8.22 %     8.15 %     7.27 %                
    Tangible equity to tangible assets(1)     9.05       8.99       8.14                  
    Tier 1 common equity ratio     11.25       11.11       10.06                  
    Tier 1 risk-based capital ratio     12.34       12.21       11.17                  
    Total risk-based capital ratio     15.84       15.68       14.46                  
    Tier 1 leverage ratio     9.43       9.46       8.78                  
    Consolidated CRE concentration ratio(3)(4)     425       442       499                  
    Allowance for credit losses/ Total loans     0.86       0.83       0.72                  
    Allowance for credit losses/ Non-performing loans     175.12       155.85       313.21                  

    (1)    See “Non-GAAP Reconciliation” tables for reconciliation of tangible equity, tangible common equity, and tangible assets.
    (2)    Total deposits include mortgage escrow deposits, which fluctuate seasonally.
    (3)   June 30, 2025 ratios are preliminary pending completion and filing of the Company’s regulatory reports.

    (4)   The Consolidated CRE concentration ratio is calculated using the sum of commercial real estate, excluding owner-occupied commercial real estate, multifamily, and acquisition, development, and construction, divided by consolidated capital. The June 30, 2025 ratio is preliminary pending completion and filing of the Company’s regulatory reports.

     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED AVERAGE BALANCES AND NET INTEREST INCOME
    (Dollars in thousands)
     
        Three Months Ended  
        June 30, 2025     March 31, 2025     June 30, 2024  
                          Average                       Average                       Average  
        Average             Yield/     Average             Yield/     Average             Yield/  
        Balance   Interest     Cost     Balance   Interest     Cost     Balance   Interest     Cost  
    Assets:                                                                        
    Interest-earning assets:                                                                        
    Business loans(1)   $ 2,798,899     $ 46,593       6.68 %   $ 2,748,142     $ 45,047       6.65 %   $ 2,400,219     $ 42,933       7.19 %
    One-to-four family residential, including condo and coop     981,138       11,532       4.71       962,046       11,069       4.67       886,037       9,968       4.52  
    Multifamily residential and residential mixed-use     3,740,939       42,462       4.55       3,796,754       42,329       4.52       3,958,617       45,775       4.65  
    Non-owner-occupied commercial real estate     3,175,062       41,822       5.28       3,214,758       41,326       5.21       3,359,004       44,728       5.36  
    Acquisition, development, and construction     136,154       3,009       8.86       138,428       2,906       8.51       164,283       3,638       8.91  
    Other loans     7,135       30       1.69       5,740       28       1.98       5,100       57       4.50  
    Securities     1,361,383       11,353       3.34       1,372,563       11,323       3.35       1,537,487       7,907       2.07  
    Other short-term investments     994,406       10,749       4.34       724,889       7,837       4.38       313,809       4,412       5.65  
    Total interest-earning assets     13,195,116       167,550       5.09 %     12,963,320       161,865       5.06 %     12,624,556       159,418       5.08 %
    Non-interest-earning assets     818,476                       814,345                       793,885                  
    Total assets   $ 14,013,592                     $ 13,777,665                     $ 13,418,441                  
                                                                             
    Liabilities and Stockholders’ Equity:                                                                        
    Interest-bearing liabilities:                                                                        
    Interest-bearing checking(2)   $ 943,716     $ 4,141       1.76 %   $ 912,852     $ 4,164       1.85 %   $ 631,403     $ 1,499       0.95 %
    Money market     4,174,694       32,818       3.15       4,076,612       31,294       3.11       3,495,989       33,193       3.82  
    Savings(2)     1,925,224       14,048       2.93       1,970,338       14,185       2.92       2,336,202       23,109       3.98  
    Certificates of deposit     1,075,729       9,174       3.42       973,108       8,431       3.51       1,393,678       15,077       4.35  
    Total interest-bearing deposits     8,119,363       60,181       2.97       7,932,910       58,074       2.97       7,857,272       72,878       3.73  
    FHLBNY advances     508,000       4,053       3.20       509,111       4,066       3.24       671,242       6,429       3.85  
    Subordinated debt, net     272,385       4,301       6.33       272,341       4,302       6.41       202,232       2,604       5.18  
    Other short-term borrowings                       633       13       8.33                    
    Total borrowings     780,385       8,354       4.29       782,085       8,381       4.35       873,474       9,033       4.16  
    Derivative cash collateral     79,188       918       4.65       104,126       1,197       4.66       145,702       2,005       5.53  
    Total interest-bearing liabilities     8,978,936       69,453       3.10 %     8,819,121       67,652       3.11 %     8,876,448       83,916       3.80 %
    Non-interest-bearing checking(2)     3,412,215                       3,322,583                       3,042,382                  
    Other non-interest-bearing liabilities     187,774                       213,876                       242,980                  
    Total liabilities     12,578,925                       12,355,580                       12,161,810                  
    Stockholders’ equity     1,434,667                       1,422,085                       1,256,631                  
    Total liabilities and stockholders’ equity   $ 14,013,592                     $ 13,777,665                     $ 13,418,441                  
    Net interest income           $ 98,097                     $ 94,213                     $ 75,502          
    Net interest rate spread                     1.99 %                     1.95 %                     1.28 %
    Net interest margin                     2.98 %                     2.95 %                     2.41 %
    Deposits (including non-interest-bearing checking accounts)(2)   $ 11,531,578     $ 60,181       2.09 %   $ 11,255,493     $ 58,074       2.09 %   $ 10,899,654     $ 72,878       2.69 %

    (1)     Business loans include commercial and industrial loans, owner-occupied commercial real estate loans and PPP loans.
    (2)     Includes mortgage escrow deposits.

     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED SCHEDULE OF NON-PERFORMING ASSETS
    (Dollars in thousands)
     
        At or For the Three Months Ended
        June 30,   March 31,   June 30,
    Asset Quality Detail   2025   2025   2024
    Non-performing loans (“NPLs”)                  
    Business loans(1)   $ 18,007     $ 21,944     $ 20,287  
    One-to-four family residential, including condominium and cooperative apartment     1,642       3,763       3,884  
    Multifamily residential and residential mixed-use                  
    Non-owner-occupied commercial real estate     32,908       31,677       15  
    Acquisition, development, and construction     657       657       657  
    Other loans                  
    Total Non-accrual loans   $ 53,214     $ 58,041     $ 24,843  
    Total Non-performing assets (“NPAs”)   $ 53,214     $ 58,041     $ 24,843  
                       
    Total loans 90 days delinquent and accruing (“90+ Delinquent”)   $     $     $  
                       
    NPAs and 90+ Delinquent   $ 53,214     $ 58,041     $ 24,843  
                       
    NPAs and 90+ Delinquent / Total assets     0.37 %     0.41 %     0.18 %
    Net charge-offs (“NCOs”)   $ 5,405     $ 7,058     $ 3,640  
    NCOs / Average loans(2)     0.20 %     0.26 %     0.14 %

    (1)     Business loans include commercial and industrial loans, owner-occupied commercial real estate loans and PPP loans.
    (2)     Calculated based on annualized NCOs to average loans, excluding loans held for sale.

                         

    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    NON-GAAP RECONCILIATION
    (Dollars in thousands except per share amounts)

    The following tables below provide a reconciliation of certain financial measures calculated under generally accepted accounting principles (“GAAP”) (as reported) and non-GAAP measures. A non-GAAP financial measure is a numerical measure of historical or future financial performance, financial position or cash flows that excludes or includes amounts that are required to be disclosed in the most directly comparable measure calculated and presented in accordance with GAAP in the United States. The Company’s management believes the presentation of non-GAAP financial measures provides investors with a greater understanding of the Company’s operating results in addition to the results measured in accordance with GAAP. While management uses these non-GAAP measures in its analysis of the Company’s performance, this information should not be viewed as a substitute for financial results determined in accordance with GAAP or considered to be more important than financial results determined in accordance with GAAP.

    The following non-GAAP financial measures exclude pre-tax income and expenses associated with the fair value change in equity securities and loans held for sale, net gain on sale of securities and other assets, severance, loss on extinguishment of debt and loss due to pension settlement.  

                                   
        Three Months Ended   Six Months Ended
           June 30,       March 31,       June 30,       June 30,    June 30, 
        2025   2025   2024   2025   2024
    Reconciliation of Reported and Adjusted (non-GAAP) Net Income Available to Common Stockholders                              
    Reported net income available to common stockholders   $ 27,876     $ 19,636     $ 16,657     $ 47,512     $ 32,527  
    Adjustments to net income (1):                               
    Fair value change in equity securities and loans held for sale     (83 )     (18 )     416       (101 )     1,258  
    Net gain on sale of securities and other assets     (72 )           (3,695 )     (72 )     (6,663 )
    Severance     136       76             212       42  
    Loss on extinguishment of debt                             453  
    Loss due to pension settlement           7,231             7,231        
    Income tax effect of adjustments noted above (1)     6       (2,237 )     1,043       (2,231 )     1,561  
    Adjusted net income available to common stockholders (non-GAAP)   $ 27,863     $ 24,688     $ 14,421     $ 52,551     $ 29,178  
                                   
    Adjusted Ratios (Based upon Adjusted (non-GAAP) Net Income as calculated above)                              
    Adjusted EPS (Diluted)   $ 0.64     $ 0.57     $ 0.37     $ 1.20     $ 0.75  
    Adjusted return on average assets     0.85 %      0.77 %     0.48 %     0.81 %     0.48 %
    Adjusted return on average equity     8.28       7.46       5.17       7.87       5.25  
    Adjusted return on average tangible common equity     9.67       8.68       5.97       9.18       6.07  
    Adjusted non-interest expense to average assets     1.71       1.68       1.65       1.70       1.57  
    Adjusted efficiency ratio     54.7       55.8       65.9       55.2       65.4  

    (1)    Adjustments to net income are taxed at the Company’s approximate statutory tax rate.

    The following table presents a reconciliation of operating expense as a percentage of average assets (as reported) and adjusted operating expense as a percentage of average assets (non-GAAP):

                           
        Three Months Ended   Six Months Ended
           June 30,      March 31,    June 30,    June 30,       June 30, 
          2025       2025       2024       2025       2024  
    Operating expense as a % of average assets – as reported     1.72  %     1.90 %     1.66 %     1.81  %     1.59 %
    Loss on extinguishment of debt                             (0.01 )
    Loss due to pension settlement           (0.21 )           (0.10 )      
    Amortization of other intangible assets     (0.01 )     (0.01 )     (0.01 )     (0.01 )     (0.01 )
    Adjusted operating expense as a % of average assets (non-GAAP)     1.71  %     1.68 %     1.65 %     1.70 %     1.57 %
                                             

    The following table presents a reconciliation of efficiency ratio (non-GAAP) and adjusted efficiency ratio (non-GAAP):

                                   
        Three Months Ended   Six Months Ended
           June 30,       March 31,       June 30,       June 30,    June 30, 
        2025   2025   2024   2025   2024
    Efficiency ratio – as reported (non-GAAP) (1)        55.0 %     63.1 %     63.8 %     58.9  %     63.9 %
    Non-interest expense – as reported   $ 60,299     $ 65,511     $ 55,694     $ 125,810     $ 108,205  
    Severance     (136 )     (76 )           (212 )     (42 )
    Loss on extinguishment of debt                             (453 )
    Loss due to pension settlement           (7,231 )           (7,231 )      
    Amortization of other intangible assets     (235 )     (252 )     (285 )     (487 )     (592 )
    Adjusted non-interest expense (non-GAAP)   $ 59,928     $ 57,952     $ 55,409     $ 117,880     $ 107,118  
    Net interest income – as reported   $ 98,097     $ 94,213     $ 75,502     $ 192,310     $ 147,032  
    Non-interest income – as reported   $ 11,595     $ 9,633     $ 11,808     $ 21,228     $ 22,275  
    Fair value change in equity securities and loans held for sale     (83 )     (18 )     416       (101 )     1,258  
    Net loss (gain) on sale of securities and other assets     (72 )           (3,695 )     (72 )     (6,663 )
    Adjusted non-interest income (non-GAAP)   $ 11,440     $ 9,615     $ 8,529     $ 21,055     $ 16,870  
    Adjusted total revenues for adjusted efficiency ratio (non-GAAP)   $ 109,537     $ 103,828     $ 84,031     $ 213,365     $ 163,902  
    Adjusted efficiency ratio (non-GAAP) (2)     54.7 %      55.8 %     65.9 %     55.2  %     65.4 %

          (1)   The reported efficiency ratio is a non-GAAP measure calculated by dividing GAAP non-interest expense by the sum of GAAP net interest income and GAAP non-interest income.
          (2)   The adjusted efficiency ratio is a non-GAAP measure calculated by dividing adjusted non-interest expense by the sum of GAAP net interest income and adjusted non-interest income.

    The following table presents the tangible common equity to tangible assets, tangible equity to tangible assets, and tangible common book value per share calculations (non-GAAP):

                       
        June 30,   March 31,   June 30,
        2025   2025   2024
    Reconciliation of Tangible Assets:                  
    Total assets   $ 14,207,935     $ 14,097,682     $ 13,548,763  
    Goodwill     (155,797 )     (155,797 )     (155,797 )
    Other intangible assets     (3,409 )     (3,644 )     (4,467 )
    Tangible assets (non-GAAP)   $ 14,048,729     $ 13,938,241     $ 13,388,499  
                       
    Reconciliation of Tangible Common Equity – Consolidated:                  
    Total stockholders’ equity   $ 1,431,006     $ 1,412,013     $ 1,250,596  
    Goodwill     (155,797 )     (155,797 )     (155,797 )
    Other intangible assets     (3,409 )     (3,644 )     (4,467 )
    Tangible equity (non-GAAP)     1,271,800       1,252,572       1,090,332  
    Preferred stock, net     (116,569 )     (116,569 )     (116,569 )
    Tangible common equity (non-GAAP)   $ 1,155,231     $ 1,136,003     $ 973,763  
                       
    Common shares outstanding     43,889       43,799       39,148  
                       
    Tangible common equity to tangible assets (non-GAAP)     8.22 %     8.15 %     7.27 %
    Tangible equity to tangible assets (non-GAAP)     9.05       8.99       8.14  
                       
    Book value per common share   $ 29.95     $ 29.58     $ 28.97  
    Tangible common book value per share (non-GAAP)     26.32       25.94       24.87  

    The MIL Network

  • MIL-OSI: Nasdaq Reports Second Quarter 2025 Results; Double-Digit Net Revenue Growth Reflects Strong Momentum Across All Divisions

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the second quarter of 2025.

    • Second quarter 2025 net revenue1 was $1.3 billion, an increase of 13% over the second quarter of 2024, or up 12% on an organic2 basis. This included Solutions3 revenue growing 10%.
    • Annualized Recurring Revenue (ARR)4 of $2.9 billion increased 10% over the second quarter of 2024, or up 9% on an organic basis. Annualized SaaS revenue increased 13%, or 12% on an organic basis, and represented 37% of ARR.
    • Financial Technology revenue of $464 million increased 10% over the second quarter of 2024.
    • Index revenue of $196 million grew 17%, with $88 billion of net inflows over the trailing twelve months and $20 billion in the second quarter of 2025.
    • GAAP diluted earnings per share grew over 100% in the second quarter of 2025. Non-GAAP5 diluted earnings per share grew 24% in the second quarter of 2025.
    • In the second quarter of 2025, the company returned $155 million to shareholders through dividends and $100 million through repurchases of common stock. The company also repaid $400 million of senior unsecured notes in the quarter.

    Second Quarter 2025 Highlights

    (US$ millions, except per share) 2Q25 YoY change % Adjusted2YoY
    change %
    Organic YoY
    change %
    Solutions revenue $991 10% 10% 10%
    Market Services net revenue $306 22% 21% 21%
    Net revenue $1,306 13% 12% 12%
    GAAP operating income $568 34%    
    Non-GAAP operating income $721 16% 16% 16%
    ARR $2,931 10% 9% 9%
    GAAP diluted EPS $0.78 103%    
    Non-GAAP diluted EPS $0.85 24%   24%

    Note: Adjusted and organic change for 2Q25 as compared to 2Q24 are equivalent as they include the same period over period adjustments. Refer to the footnotes to this press release for more information.

    Adena Friedman, Chair and CEO said, “Nasdaq delivered an excellent second quarter performance amid a dynamic market environment. Our ability to deliver broad-based growth through cycles is testament to our role as a partner to our clients, helping them capture strategic opportunities, manage risk, and solidify their operational resilience.

    Looking ahead, we remain well-positioned to enhance value for our clients and shareholders by driving innovation and deepening our client relationships through our One Nasdaq approach.”

    Sarah Youngwood, Executive Vice President and CFO said, “Nasdaq’s financial results highlight the resilience of our business model and its ability to achieve exceptional revenue and earnings growth with strong free cash flow generation.

    We are executing well on our capital allocation priorities, including repaying debt, and have surpassed our gross leverage milestone 16 months ahead of plan. We will optimize for long-term investor returns as we make organic growth investments and balance further deleveraging with opportunistic share repurchases.”

    FINANCIAL REVIEW

    • Second quarter 2025 net revenue was $1,306 million, reflecting 13% growth versus the prior year period. Organic net revenue growth was 12%.
    • Solutions revenue was $991 million in the second quarter of 2025, up 10% versus the prior year period, reflecting strong growth from Index and Financial Technology.
    • ARR grew 10% year-over-year, or 9% on an organic basis, in the second quarter of 2025, with 12% ARR growth for Financial Technology, or 11% on an organic basis, and 7% ARR growth for Capital Access Platforms, or 6% on an organic basis.
    • Market Services net revenue was $306 million in the second quarter of 2025, up 22% versus the prior year period, or 21% on an organic basis.
    • Second quarter 2025 GAAP operating expenses were $738 million, in line with the prior year period. The quarter reflected lower restructuring costs, offset by higher compensation and benefits costs, merger and strategic initiative costs, and increased investments in technology and people to drive innovation and long-term growth.
    • Second quarter 2025 non-GAAP operating expenses were $585 million, reflecting 9% growth versus the prior year period, or 8% growth on an organic basis. The organic increase for the quarter reflected growth driven by increased investments in technology and people to drive innovation and long-term growth, partially offset by the benefit of synergies.
    • Cash flow from operations was $746 million for the second quarter, enabling the company to make continued progress on its deleveraging plan. In the second quarter of 2025, the company returned $155 million to shareholders through dividends and $100 million through repurchases of common stock. As of June 30, 2025, there was $1.5 billion remaining under the board authorized share repurchase program. The company also repaid $400 million of senior unsecured notes in the second quarter of 2025.

    2025 EXPENSE AND TAX GUIDANCE UPDATE6

    • The company is updating its 2025 non-GAAP operating expense guidance to a range of $2,295 million to $2,335 million. The driver of the update is the impact of foreign exchange rates, which is offset in net revenue. The company is maintaining its 2025 non-GAAP tax rate guidance in the range of 22.5% to 24.5%.

    STRATEGIC AND BUSINESS UPDATES

    • Financial Technology achieved solid revenue growth across each subdivision in a dynamic macro environment. Robust client demand drove double-digit revenue and ARR growth. FinTech delivered 57 new clients, 130 upsells, and a record 7 cross-sells. Second quarter highlights included:
      • Financial Crime Management Technology is executing on its key growth initiatives. Second quarter results included three new enterprise client signings, including a cross-sell client and 2 upsells, reflecting continued progress on its enterprise client land and expand strategy. Nasdaq Verafin added 46 new small-and-medium bank clients in the second quarter. The business also signed its first proof of concept project with a European Tier 1 bank as part of its international expansion strategy.
      • Regulatory Technology’s success with new client wins and upsells driving growth. AxiomSL signed a new client and a cross-sell. The business accelerated its momentum with existing clients in the second quarter with 34 upsells, including the renewal of a large bank. Surveillance signed 6 new clients in the quarter, including 2 market operators and a European regulator, as well as 3 cross-sells. The business closed 33 upsells in the quarter, including a strategic upsell to a large European bank.
      • Solid momentum in Capital Markets Technology. Second quarter client demand was robust, supported by the ongoing market modernization mega trend. Calypso signed 2 new clients, 37 upsells, and a cross-sell. Market Technology secured 2 new clients, 24 upsells, and a cross-sell. In the second quarter, the business signed 3 clients to its fourth-generation marketplace technology platform, Nasdaq Eqlipse, including 2 fully managed services mandates where Nasdaq hosts and manages the clients’ entire trading environment and one AWS-hosted SaaS deployment.
    • Index ETP assets under management reached record levels and surpassed $700 billion at quarter-end. In the second quarter, Index had $20 billion in net inflows. ETP AUM was $745 billion at quarter-end, an all-time high. Nasdaq launched 33 new Index products in the second quarter, including 21 international products, 12 products in partnership with new Index clients, and 7 in the institutional insurance annuity space. Nasdaq and CME Group signed an extension through 2039 of CME Group’s exclusive license contract to offer futures and options on futures based on the Nasdaq-100 and other Nasdaq indexes, reflecting the companies’ shared commitment to delivering value through trusted benchmark products.
    • Nasdaq extended its listing leadership to 46 consecutive quarters. Nasdaq had the highest number of first half listings since 2021. New listings in the first half included 83 operating companies that raised more than $8 billion in total proceeds, contributing to a 81% win rate for eligible operating company listings. In the second quarter, the company welcomed 38 U.S. operating company IPOs that raised more than $3.5 billion in proceeds with a 79% win rate. Nasdaq maintained momentum in its switch program, attracting nearly $50 billion in market value in the second quarter and over $270 billion year-to-date, including Shopify, Thomson Reuters, and Kimberly Clark.
    • Market Services delivered record net revenue with record cash equities and derivatives revenue in the U.S. Nasdaq’s exchanges achieved record U.S. cash equities volumes in a quarter in which the industry achieved record volumes. During the Russell reconstitution, Nasdaq’s Closing Cross successfully executed 2.5 billion shares in 0.871 seconds across Nasdaq-listed securities that represented a record $102.5 billion dollars in notional value. Extending the first quarter’s trend, Nasdaq’s North American markets continued to experience exceptional message traffic in the second quarter, reaching a new record of more than 560 billion messages7 in a day. Nasdaq’s European equities business achieved sequential market share improvement in an elevated volume environment.
    • Nasdaq continues to execute on its 2025 strategic priorities — Integrate, Innovate, Accelerate — positioning the company to capitalize on opportunities for sustainable, scalable, and resilient growth.
      • Integrate – Nasdaq is on track to action its $140 million expanded net expense efficiency program by year-end, with approximately $130 million actioned as of the end of the second quarter. In the second quarter, Nasdaq surpassed the 3.3x gross leverage milestone that was set following the Adenza acquisition, achieving this milestone 16 months ahead of plan.
      • Innovate – Nasdaq continues to focus on innovating across the business. In July, Nasdaq Verafin announced the launch of its Agentic AI workforce. This suite of digital workers, now in beta testing, has the potential to address the most resource intensive anti-money laundering workflows. For example, when onboarded into a bank’s alert triage workflow, the Digital Sanctions Analyst automates the screening, documentation and acknowledgement processes, reducing alert review workload requiring human intervention by more than 80%. Beyond AI, Calypso announced a proof of concept that expands its industry-leading collateral management capabilities with digital assets. The use case demonstrates Nasdaq’s ability to integrate on-chain capabilities and help financial institutions manage collateral across asset classes in a more dynamic and efficient manner. Nasdaq became the exclusive distributor of Nasdaq Private Market’s Tape D(R) API in the second quarter to deliver real-time private market data and valuation insights to investors.
      • Accelerate – Nasdaq continued to deliver on its One Nasdaq strategy driving 7 cross-sell wins across Financial Technology in the quarter for a total of 26 cross-sells since the Adenza acquisition. Nasdaq remains on track to surpass $100 million in run-rate revenue from cross-sells by the end of 2027. At the end of the second quarter, cross-sells continued to account for over 15% of Financial Technology’s sales pipeline.

    ____________
    1 Represents revenue less transaction-based expenses.
    2 Adjusted and organic change for 2Q25 as compared to 2Q24 are equivalent as they include the same period over period adjustments. These changes are calculated by (i) removing the impact of period over period changes in foreign currency exchange rates (ii) adjusting for the impact of a divestiture and (iii) adjusting for the impact of AxiomSL on-premises contracts for ratable recognition for 2Q24, which was immaterial during that period. As it relates to ARR, organic changes only exclude the impacts of period over period changes in foreign currency exchange rates and a divestiture as the AxiomSL ratable recognition adjustment had no impact on ARR. Adjusted operating results also exclude the impact of the previously announced one-time revenue benefit in our Index business in 1Q24 ($16 million), which did not have an impact on our 2Q25 period over period change but does have an impact on year to date period over period results.
    3 Constitutes revenue from our Capital Access Platforms and Financial Technology segments.
    4 Annualized Recurring Revenue (ARR) for a given period is the current annualized value derived from subscription contracts with a defined contract value. This excludes contracts that are not recurring, are one-time in nature or where the contract value fluctuates based on defined metrics. ARR is currently one of our key performance metrics to assess the health and trajectory of our recurring business. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is consistent with the amount that we invoice the customer during the current period. Additionally, for AxiomSL and Calypso recurring revenue contracts that include annual values that increase over time, we include in ARR only the annualized value of components of the contract that are considered active as of the date of the ARR calculation. We do not include the future committed increases in the contract value as of the date of the ARR calculation. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by our customers.
    5 Refer to our reconciliations of U.S. GAAP to non-GAAP net income attributable to Nasdaq, diluted earnings per share, operating income, operating expenses and organic impacts included in the attached schedules.
    6 U.S. GAAP operating expense and tax rate guidance are not provided due to the inherent difficulty in quantifying certain amounts due to a variety of factors including the unpredictability in the movement in foreign currency rates, as well as future charges or reversals outside of the normal course of business.
    7 Message count represents the number of records across Nasdaq’s U.S. options, U.S. and Canadian equities markets, trade reporting facilities, and bond exchange that are recorded into Nasdaq’s data warehouse on a daily basis.

    ABOUT NASDAQ

    Nasdaq (Nasdaq: NDAQ) is a global technology company serving corporate clients, investment managers, banks, brokers, and exchange operators as they navigate and interact with the global capital markets and the broader financial system. We aspire to deliver world-leading platforms that improve the liquidity, transparency, and integrity of the global economy. Our diverse offering of data, analytics, software, exchange capabilities, and client-centric services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com.

    NON-GAAP INFORMATION

    In addition to disclosing results determined in accordance with U.S. GAAP, Nasdaq also discloses certain non-GAAP results of operations, including, but not limited to, non-GAAP net income attributable to Nasdaq, non-GAAP diluted earnings per share, non-GAAP operating income, and non-GAAP operating expenses, that include certain adjustments or exclude certain charges and gains that are described in the reconciliation tables of U.S. GAAP to non-GAAP information provided at the end of this release. Management uses this non-GAAP information internally, along with U.S. GAAP information, in evaluating our performance and in making financial and operational decisions. We believe our presentation of these measures provides investors with greater transparency and supplemental data relating to our financial condition and results of operations. In addition, we believe the presentation of these measures is useful to investors for period-to-period comparisons of results as the items described below in the reconciliation tables do not reflect ongoing operating performance.

    These measures are not in accordance with, or an alternative to, U.S. GAAP, and may be different from non-GAAP measures used by other companies. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces their usefulness as a comparative measure. Investors should not rely on any single financial measure when evaluating our business. This information should be considered as supplemental in nature and is not meant as a substitute for our operating results in accordance with U.S. GAAP. We recommend investors review the U.S. GAAP financial measures included in this earnings release. When viewed in conjunction with our U.S. GAAP results and the accompanying reconciliations, we believe these non-GAAP measures provide greater transparency and a more complete understanding of factors affecting our business than U.S. GAAP measures alone.

    We understand that analysts and investors regularly rely on non-GAAP financial measures, such as those noted above, to assess operating performance. We use these measures because they highlight trends more clearly in our business that may not otherwise be apparent when relying solely on U.S. GAAP financial measures, since these measures eliminate from our results specific financial items that have less bearing on our ongoing operating performance.

    Organic revenue and expense growth, organic change and organic impact are non-GAAP measures that reflect adjustments for: (i) the impact of period over period changes in foreign currency exchange rates, and (ii) the revenue, expenses and operating income associated with acquisitions and divestitures for the twelve month period following the date of the acquisition or divestiture and (iii) the impact of AxiomSL on-premises contracts for ratable recognition in comparable periods to align with current period presentation. Reconciliations of these measures are described within the body of this release or in the reconciliation tables at the end of this release.

    Foreign exchange impact: In countries with currencies other than the U.S. dollar, revenue and expenses are translated using monthly average exchange rates. Certain discussions in this release isolate the impact of year-over-year foreign currency fluctuations to better measure the comparability of operating results between periods. Operating results excluding the impact of foreign currency fluctuations are calculated by translating the current period’s results by the prior period’s exchange rates.

    Restructuring programs: In the fourth quarter of 2023, following the closing of the Adenza acquisition, our management approved, committed to and initiated a restructuring program to optimize our efficiencies as a combined organization. We further expanded this program in the fourth quarter of 2024 to accelerate our momentum and further optimize our efficiencies (efficiency program). We have incurred costs principally related to employee-related costs, contract terminations, asset impairments and other related costs and expect to incur additional costs in these areas in an effort to accelerate efficiencies through location strategy and enhanced AI capabilities. Actions taken as part of this program will be complete by the end of 2025, while certain costs may be recognized in the first half of 2026. We expect to achieve benefits primarily in the form of expense synergies. In October 2022, following our September announcement to realign our segments and leadership, we initiated a divisional realignment program with a focus on realizing the full potential of this structure. As of September 30, 2024, we completed our divisional realignment program. Costs related to the Adenza restructuring and the divisional realignment programs are recorded as “restructuring charges” in our condensed consolidated statements of income. We exclude charges associated with these programs for purposes of calculating non-GAAP measures as they are not reflective of ongoing operating performance or comparisons in Nasdaq’s performance between periods.

    CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

    Information set forth in this communication contains forward-looking statements that involve a number of risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to (i) projections relating to our future financial results, total shareholder returns, growth, dividend program, trading volumes, products and services, ability to transition to new business models, taxes and achievement of synergy targets, (ii) statements about the closing or implementation dates and benefits of certain acquisitions, divestitures and other strategic, restructuring, technology, de-leveraging and capital allocation initiatives, (iii) statements about our integrations of our recent acquisitions, (iv) statements relating to any litigation or regulatory or government investigation or action to which we are or could become a party, and (v) other statements that are not historical facts. Forward-looking statements involve a number of risks, uncertainties or other factors beyond Nasdaq’s control. These factors include, but are not limited to, Nasdaq’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, geopolitical instability, government and industry regulation, interest rate risk, U.S. and global competition. Further information on these and other factors are detailed in Nasdaq’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q, which are available on Nasdaq’s investor relations website at http://ir.nasdaq.com and the SEC’s website at www.sec.gov. Nasdaq undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

    WEBSITE DISCLOSURE

    Nasdaq intends to use its website, https://ir.nasdaq.com/, as a means for disclosing material non-public information and for complying with SEC Regulation FD and other disclosure obligations.

    Media Relations Contact:

    David Lurie
    +1.914.538.0533
    David.Lurie@Nasdaq.com

    Investor Relations Contact:

    Ato Garrett
    +1.212.401.8737
    Ato.Garrett@Nasdaq.com

    -NDAQF-

    Nasdaq, Inc.
    Condensed Consolidated Statements of Income
    (in millions, except per share amounts)
    (unaudited)
               
      Three Months Ended   Six Months Ended
      June 30,   June 30,   June 30,   June 30,
        2025       2024       2025       2024  
                     
    Revenues:              
    Capital Access Platforms $ 527     $ 481     $ 1,042     $ 960  
    Financial Technology   464       420       896       813  
    Market Services   1,090       883       2,224       1,678  
    Other Revenues   9       8       18       18  
      Total revenues   2,090       1,792       4,180       3,469  
    Transaction-based expenses:              
    Transaction rebates   (629 )     (483 )     (1,208 )     (965 )
    Brokerage, clearance and exchange fees   (155 )     (150 )     (429 )     (227 )
    Revenues less transaction-based expenses   1,306       1,159       2,543       2,277  
                   
    Operating Expenses:              
    Compensation and benefits   352       328       681       669  
    Professional and contract services   39       39       75       72  
    Technology and communication infrastructure   79       69       156       135  
    Occupancy   30       27       58       56  
    General, administrative and other   23       30       29       58  
    Marketing and advertising   14       12       28       23  
    Depreciation and amortization   158       153       313       308  
    Regulatory   14       18       29       28  
    Merger and strategic initiatives   20       4       44       13  
    Restructuring charges   9       56       15       82  
      Total operating expenses   738       736       1,428       1,444  
    Operating income   568       423       1,115       833  
    Interest income   12       6       24       12  
    Interest expense   (95 )     (102 )     (192 )     (211 )
    Net gain on divestitures   39             39        
    Other income   1       12             13  
    Net income from unconsolidated investees   23       2       50       6  
    Income before income taxes   548       341       1,036       653  
    Income tax provision   96       119       190       198  
    Net income   452       222       846       455  
    Net loss attributable to noncontrolling interests               1       1  
    Net income attributable to Nasdaq $ 452     $ 222     $ 847     $ 456  
                   
    Per share information:              
    Basic earnings per share $ 0.79     $ 0.39     $ 1.47     $ 0.79  
    Diluted earnings per share $ 0.78     $ 0.38     $ 1.46     $ 0.79  
    Cash dividends declared per common share $ 0.27     $ 0.24     $ 0.51     $ 0.46  
                   
    Weighted-average common shares outstanding              
    for earnings per share:              
    Basic   574.1       576.4       574.6       575.9  
    Diluted   579.0       579.0       579.5       578.9  
                     
    Nasdaq, Inc.
    Revenue Detail
    (in millions)
    (unaudited)
                     
            Three Months Ended   Six Months Ended
            June 30,   June 30,   June 30,   June 30,
              2025       2024       2025       2024  
                         
    CAPITAL ACCESS PLATFORMS              
      Data and Listing Services revenues $ 198     $ 187     $ 391     $ 372  
      Index revenues   196       167       388       336  
      Workflow and Insights revenues   133       127       263       252  
        Total Capital Access Platforms revenues   527       481       1,042       960  
                         
    FINANCIAL TECHNOLOGY              
      Financial Crime Management Technology revenues   81       67       157       131  
      Regulatory Technology revenues   104       95       206       186  
      Capital Markets Technology revenues   279       258       533       496  
        Total Financial Technology revenues   464       420       896       813  
                         
    MARKET SERVICES              
      Market Services revenues   1,090       883       2,224       1,678  
      Transaction-based expenses:              
          Transaction rebates   (629 )     (483 )     (1,208 )     (965 )
          Brokerage, clearance and exchange fees   (155 )     (150 )     (429 )     (227 )
        Total Market Services revenues, net   306       250       587       486  
                         
    OTHER REVENUES   9       8       18       18  
                         
    REVENUES LESS TRANSACTION-BASED EXPENSES $ 1,306     $ 1,159     $ 2,543     $ 2,277  
                         
    Nasdaq, Inc.
    Condensed Consolidated Balance Sheets
    (in millions)
               
          June 30,   December 31,
            2025       2024  
    Assets   (unaudited)    
    Current assets:        
      Cash and cash equivalents   $ 732     $ 592  
      Restricted cash and cash equivalents     195       31  
      Default funds and margin deposits     5,218       5,664  
      Financial investments     84       184  
      Receivables, net     896       1,022  
      Other current assets     227       293  
    Total current assets     7,352       7,786  
    Property and equipment, net     656       593  
    Goodwill     14,328       13,957  
    Intangible assets, net     6,741       6,905  
    Operating lease assets     441       375  
    Other non-current assets     865       779  
    Total assets   $ 30,383     $ 30,395  
               
    Liabilities        
    Current liabilities:        
      Accounts payable and accrued expenses   $ 246     $ 269  
      Section 31 fees payable to SEC     411       319  
      Accrued personnel costs     280       325  
      Deferred revenue     848       711  
      Other current liabilities     154       215  
      Default funds and margin deposits     5,218       5,664  
      Short-term debt     500       399  
    Total current liabilities     7,657       7,902  
    Long-term debt     8,678       9,081  
    Deferred tax liabilities, net     1,540       1,594  
    Operating lease liabilities     453       388  
    Other non-current liabilities     237       230  
    Total liabilities     18,565       19,195  
             
    Commitments and contingencies        
    Equity        
    Nasdaq stockholders’ equity:        
      Common stock     6       6  
      Additional paid-in capital     5,425       5,530  
      Common stock in treasury, at cost     (706 )     (647 )
      Accumulated other comprehensive loss     (1,869 )     (2,099 )
      Retained earnings     8,955       8,401  
    Total Nasdaq stockholders’ equity     11,811       11,191  
      Noncontrolling interests     7       9  
    Total equity     11,818       11,200  
    Total liabilities and equity   $ 30,383     $ 30,395  
               
    Nasdaq, Inc.  
    Reconciliation of U.S. GAAP to Non-GAAP Net Income Attributable to Nasdaq and Diluted Earnings Per Share  
    (in millions, except per share amounts)  
    (unaudited)  
                         
                     
           Three Months Ended   Six Months Ended  
          June 30,   June 30,   June 30,   June 30,  
            2025       2024       2025       2024    
                         
    U.S. GAAP net income attributable to Nasdaq   $ 452     $ 222     $ 847     $ 456    
    Non-GAAP adjustments:                  
      Amortization expense of acquired intangible assets (1)     122       122       243       244    
      Merger and strategic initiatives expense (2)     20       4       44       13    
      Restructuring charges (3)     9       56       15       82    
      Net gain on divestitures (4)     (39 )           (39 )        
      Net income from unconsolidated investees (5)     (23 )     (2 )     (50 )     (6 )  
      Gain on extinguishment of debt (6)                 (19 )        
      Legal and regulatory matters (7)     1       13       4       16    
      Pension settlement charge (8)                       23    
      Other loss (income) (9)     1       (10 )     1       (9 )  
      Total non-GAAP adjustments     91       183       199       363    
      Non-GAAP adjustment to the income tax provision (10)     (24 )     (41 )     (70 )     (88 )  
      Other tax adjustments (11)     (27 )     33       (27 )     33    
      Total non-GAAP adjustments, net of tax     40       175       102       308    
    Non-GAAP net income attributable to Nasdaq   $ 492     $ 397     $ 949     $ 764    
                         
    U.S. GAAP diluted earnings per share   $ 0.78     $ 0.38     $ 1.46     $ 0.79    
      Total adjustments from non-GAAP net income above     0.07       0.31       0.18       0.53    
    Non-GAAP diluted earnings per share   $ 0.85     $ 0.69     $ 1.64     $ 1.32    
                         
    Weighted-average diluted common shares outstanding for earnings per share:     579.0       579.0       579.5       578.9    
                         
                         
    (1) We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.  
    (2) We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years that have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third-party transaction costs. The frequency and the amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three and six months ended June 30, 2025 and June 30, 2024, these costs included Adenza integration costs and other strategic initiative costs. For the three and six months ended June 30, 2024, these costs were partially offset by the recognition of a termination fee due to Nasdaq in the second quarter of 2024 related to the termination of the then proposed divestiture of our Nordic power futures business. For the three and six months ended June 30, 2025, these costs included a repayment of this fee due to the closing of the transaction with another buyer, as designated in the settlement agreement.  
    (3) For a description of our restructuring programs, see “Restructuring Programs” in the “Non-GAAP Information” section of this earnings release.  
    (4) For the three and six months ended June 30, 2025, we recorded pre-tax net gains on the sale of our Nordic power futures business and our Nasdaq Risk Modelling for Catastrophes business, which are included in net gain on divestitures in the Condensed Consolidated Statements of Income.  
    (5) We exclude our share of the earnings and losses of our equity method investments. This provides a more meaningful analysis of Nasdaq’s ongoing operating performance or comparisons in Nasdaq’s performance between periods.  
    (6) For the six months ended June 30, 2025, we recorded a gain on the extinguishment of debt. This gain is recorded in general, administrative and other expense in our Condensed Consolidated Statements of Income.  
    (7) For the three and six months ended June 30, 2025, this includes accruals relating to certain legal matters, which are recorded in professional and contract services in the Condensed Consolidated Statements of Income. For the three and six months ended June 30, 2024, these items primarily included the settlement of a Swedish Financial Supervisory Authority, or SFSA, fine, which is recorded in regulatory expense in the Condensed Consolidated Statements of Income.  
    (8) For the six months ended June 30, 2024, we recorded a pre-tax charge as a result of settling our U.S. pension plan. The plan was terminated and partially settled in 2023, with final settlement occurring during the first quarter of 2024. The loss was recorded in compensation and benefits in the Condensed Consolidated Statements of Income.  
    (9) For the three and six months ended June 30, 2024, other items primarily include net gains from strategic investments entered into through our corporate venture program, which are included in other income in our Condensed Consolidated Statements of Income.  
    (10) The non-GAAP adjustment to the income tax provision primarily includes the tax impact of each non-GAAP adjustment. For the six months ended June 30, 2025, this also includes a release of the prior year’s reserves following a favorable audit settlement.  
    (11) For the three and six months ended June 30, 2025, we recorded a tax benefit related to payments made to certain former Adenza employees. For the three and six months ended June 30, 2024, other tax adjustments also includes a one-time net tax expense of $33 million related to the completion of an intra-group transfer of certain IP assets to our U.S. headquarters.  
                         
    Nasdaq, Inc.  
    Reconciliation of U.S. GAAP to Non-GAAP Operating Income and Operating Margin  
    (in millions)  
    (unaudited)  
                     
           Three Months Ended   Six Months Ended  
          June 30,   June 30,   June 30,   June 30,  
            2025       2024       2025       2024    
                         
    U.S. GAAP operating income   $ 568     $ 423     $ 1,115     $ 833    
    Non-GAAP adjustments:                  
      Amortization expense of acquired intangible assets (1)     122       122       243       244    
      Merger and strategic initiatives expense (2)     20       4       44       13    
      Restructuring charges (3)     9       56       15       82    
      Gain on extinguishment of debt (4)                 (19 )        
      Legal and regulatory matters (5)     1       13       4       16    
      Pension settlement charge (6)                       23    
      Other loss     1       2       1       2    
      Total non-GAAP adjustments     153       197       288       380    
    Non-GAAP operating income   $ 721     $ 620     $ 1,403     $ 1,213    
                       
    Revenues less transaction-based expenses   $ 1,306     $ 1,159     $ 2,543     $ 2,277    
                         
    U.S. GAAP operating margin (7)     44 %     36 %     44 %     37 %  
                         
    Non-GAAP operating margin (8)     55 %     53 %     55 %     53 %  
                         
    Note: The current period percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded numbers as presented in US$ millions.  
    (1) We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.  
    (2) We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years that have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third-party transaction costs. The frequency and the amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three and six months ended June 30, 2025 and June 30, 2024, these costs included Adenza integration costs and other strategic initiative costs. For the three and six months ended June 30, 2024, these costs were partially offset by the recognition of a termination fee due to Nasdaq in the second quarter of 2024 related to the termination of the then proposed divestiture of our Nordic power futures business. For the three and six months ended June 30, 2025, these costs included a repayment of this fee due to the closing of the transaction with another buyer, as designated in the settlement agreement.  
    (3) For a description of our restructuring programs, see “Restructuring Programs” in the “Non-GAAP Information” section of this earnings release.  
    (4) For the six months ended June 30, 2025, we recorded a gain on the extinguishment of debt. This gain is recorded in general, administrative and other expense in our Condensed Consolidated Statements of Income.  
    (5) For the three and six months ended June 30, 2025, this includes accruals relating to certain legal matters, which are recorded in professional and contract services in the Condensed Consolidated Statements of Income. For the three and six months ended June 30, 2024, these items primarily included the settlement of a SFSA fine, which is recorded in regulatory expense in the Condensed Consolidated Statements of Income.  
    (6) For the six months ended June 30, 2024, we recorded a pre-tax charge as a result of settling our U.S. pension plan. The plan was terminated and partially settled in 2023, with final settlement occurring during the first quarter of 2024. The loss was recorded in compensation and benefits in the Condensed Consolidated Statements of Income.  
    (7) U.S. GAAP operating margin equals U.S. GAAP operating income divided by revenues less transaction-based expenses.  
    (8) Non-GAAP operating margin equals non-GAAP operating income divided by revenues less transaction-based expenses.  
                         
    Nasdaq, Inc.
    Reconciliation of U.S. GAAP to Non-GAAP Operating Expenses
    (in millions)
    (unaudited)
                   
           Three Months Ended   Six Months Ended
          June 30,   June 30,   June 30,   June 30,
            2025       2024       2025       2024  
                       
    U.S. GAAP operating expenses   $ 738     $ 736     $ 1,428     $ 1,444  
    Non-GAAP adjustments:                
      Amortization expense of acquired intangible assets (1)     (122 )     (122 )     (243 )     (244 )
      Merger and strategic initiatives expense (2)     (20 )     (4 )     (44 )     (13 )
      Restructuring charges (3)     (9 )     (56 )     (15 )     (82 )
      Gain on extinguishment of debt (4)                 19        
      Legal and regulatory matters (5)     (1 )     (13 )     (4 )     (16 )
      Pension settlement charge (6)                       (23 )
      Other loss     (1 )     (2 )     (1 )     (2 )
      Total non-GAAP adjustments     (153 )     (197 )     (288 )     (380 )
    Non-GAAP operating expenses   $ 585     $ 539     $ 1,140     $ 1,064  
                       
                       
    (1) We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.
    (2) We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years that have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third-party transaction costs. The frequency and the amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three and six months ended June 30, 2025 and June 30, 2024, these costs included Adenza integration costs and other strategic initiative costs. For the three and six months ended June 30, 2024, these costs were partially offset by the recognition of a termination fee due to Nasdaq in the second quarter of 2024 related to the termination of the then proposed divestiture of our Nordic power futures business. For the three and six months ended June 30, 2025, these costs included a repayment of this fee due to the closing of the transaction with another buyer, as designated in the settlement agreement.
    (3) For a description of our restructuring programs, see “Restructuring Programs” in the “Non-GAAP Information” section of this earnings release.
    (4) For the six months ended June 30, 2025, we recorded a gain on the extinguishment of debt. This gain is recorded in general, administrative and other expense in our Condensed Consolidated Statements of Income.
    (5) For the three and six months ended June 30, 2025, this includes accruals relating to certain legal matters, which are recorded in professional and contract services in the Condensed Consolidated Statements of Income. For the three and six months ended June 30, 2024, these items primarily included the settlement of a SFSA fine, which is recorded in regulatory expense in the Condensed Consolidated Statements of Income.
    (6) For the six months ended June 30, 2024, we recorded a pre-tax charge as a result of settling our U.S. pension plan. The plan was terminated and partially settled in 2023, with final settlement occurring during the first quarter of 2024. The loss was recorded in compensation and benefits in the Condensed Consolidated Statements of Income.
                       
    Nasdaq, Inc.
    Reconciliation of Organic Impacts for Revenues less transaction-based expenses, Non-GAAP Operating Expenses,
    Non-GAAP Operating Income, and Non-GAAP Diluted Earnings Per Share
    (in millions, except per share amounts)
    (unaudited)
                                   
                                   
      Three Months Ended   Total Variance   Other Impacts (1)   Adjusted/Organic
    Impact
    (2)
      June 30, 2025   June 30, 2024   $   %   $   %   $   %
    CAPITAL ACCESS PLATFORMS                              
    Data and Listing Services revenues $ 198   $ 187   $ 11   6 %   $ 3   2 %   $ 8   5 %
    Index revenues   196     167     29   17 %       %     29   17 %
    Workflow and Insights revenues   133     127     6   5 %     1   1 %     5   5 %
    Total Capital Access Platforms revenues   527     481     46   10 %     4   1 %     42   9 %
                                   
    FINANCIAL TECHNOLOGY                              
    Financial Crime Management Technology revenues   81     67     14   20 %       %     14   20 %
    Regulatory Technology revenues   104     95     9   10 %       (1 )%     9   11 %
    Capital Markets Technology revenues   279     258     21   8 %       %     21   8 %
    Total Financial Technology revenues   464     420     44   10 %       %     44   10 %
                                   
    Solutions revenues (3)   991     901     90   10 %     4   %     86   10 %
                                   
    Market Services, net revenues   306     250     56   22 %     4   2 %     52   21 %
                                   
    Other revenues   9     8     1   5 %       3 %     1   1 %
                                   
    Revenues less transaction-based expenses $ 1,306   $ 1,159   $ 147   13 %   $ 8   1 %   $ 139   12 %
                                   
    Non-GAAP Operating Expenses $ 585   $ 539   $ 46   9 %   $ 5   1 %   $ 41   8 %
                                   
    Non-GAAP Operating Income $ 721   $ 620   $ 101   16 %   $ 3   1 %   $ 98   16 %
                                   
    Non-GAAP diluted earnings per share $ 0.85   $ 0.69   $ 0.16   24 %   $   %   $ 0.16   24 %
                                   
                                   
    Note: The current period percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded numbers as presented in US$ millions. The sum of the percentage changes may not tie to the percentage change in total variance due to rounding.
    (1) Reflects the impacts from changes in foreign currency exchange rates and the impact of a divestiture within Capital Markets Technology.
    (2) Adjusted and organic period over period change are calculated by (i) removing the impact of period-over-period changes in foreign currency exchange rates (ii) adjusting for the impact of a divestiture and (iii) adjusting for the impact of AxiomSL on-premises contracts for ratable recognition for 2Q24, which was immaterial during that period. Adjusted operating results also exclude the impact of the previously announced one-time revenue benefit in our Index business in 1Q24 ($16 million), which did not have an impact on our 2Q25 period over period change but does have an impact on year to date period over period results. Adjusted and organic changes are equivalent as they include the same period over period adjustments.
    (3) Represents Capital Access Platforms and Financial Technology segments.
                                   
    Nasdaq, Inc.
    Key Drivers Detail
    (unaudited)
                     
        Three Months Ended   Six Months Ended
        June 30,   June 30,   June 30,   June 30,
          2025       2024       2025       2024  
    Capital Access Platforms              
      Annualized recurring revenues (in millions) (1) $ 1,315     $ 1,226     $ 1,315     $ 1,226  
      Initial public offerings              
      The Nasdaq Stock Market (2)   79       39       142       66  
      Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic   6       5       10       6  
      Total new listings              
      The Nasdaq Stock Market (2)   194       84       364       163  
      Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic (3)   6       10       15       12  
      Number of listed companies              
      The Nasdaq Stock Market (4)   4,238       4,004       4,238       4,004  
      Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic (5)   1,148       1,198       1,148       1,198  
      Index              
      Number of licensed exchange traded products (6)   422       373       422       373  
      Period end ETP assets under management (AUM) tracking Nasdaq indexes (in billions) $ 745     $ 569     $ 745     $ 569  
      Total average ETP AUM tracking Nasdaq indexes (in billions) $ 663     $ 531     $ 662     $ 512  
      TTM (7) net inflows ETP AUM tracking Nasdaq indexes (in billions) $ 88     $ 53     $ 88     $ 53  
      TTM (7) net appreciation ETP AUM tracking Nasdaq indexes (in billions) $ 88     $ 115     $ 88     $ 115  
                     
    Financial Technology              
      Annualized recurring revenues (in millions) (1)              
      Financial Crime Management Technology $ 308     $ 258     $ 308     $ 258  
      Regulatory Technology   376       338       376       338  
      Capital Markets Technology   932       846       932       846  
      Total Financial Technology $ 1,616     $ 1,442     $ 1,616     $ 1,442  
                     
    Market Services              
      Equity Derivative Trading and Clearing              
      U.S. equity options              
      Total industry average daily volume (in millions)   52.5       42.1       53.0       42.7  
      Nasdaq PHLX matched market share   9.6 %     9.9 %     9.4 %     10.1 %
      The Nasdaq Options Market matched market share   4.3 %     5.5 %     4.7 %     5.4 %
      Nasdaq BX Options matched market share   1.7 %     2.3 %     1.7 %     2.3 %
      Nasdaq ISE Options matched market share   6.6 %     6.9 %     6.7 %     6.6 %
      Nasdaq GEMX Options matched market share   4.4 %     2.6 %     4.0 %     2.6 %
      Nasdaq MRX Options matched market share   2.8 %     2.1 %     2.8 %     2.3 %
      Total matched market share executed on Nasdaq’s exchanges   29.4 %     29.3 %     29.3 %     29.3 %
      Nasdaq Nordic and Nasdaq Baltic options and futures              
      Total average daily volume of options and futures contracts   223,450       251,677       240,133       246,527  
                     
      Cash Equity Trading              
      Total U.S.-listed securities              
      Total industry average daily share volume (in billions)   18.4       11.8       17.1       11.8  
      Matched share volume (in billions)   158.4       119.3       295.5       236.0  
      The Nasdaq Stock Market matched market share   13.5 %     15.6 %     13.8 %     15.7 %
      Nasdaq BX matched market share   0.3 %     0.3 %     0.3 %     0.3 %
      Nasdaq PSX matched market share   0.1 %     0.2 %     0.1 %     0.2 %
      Total matched market share executed on Nasdaq’s exchanges   13.9 %     16.1 %     14.2 %     16.2 %
      Market share reported to the FINRA/Nasdaq Trade Reporting Facility   47.7 %     42.9 %     47.9 %     42.2 %
      Total market share (8)   61.6 %     59.0 %     62.1 %     58.4 %
      Nasdaq Nordic and Nasdaq Baltic securities              
      Average daily number of equity trades executed on Nasdaq’s exchanges   804,121       663,897       796,426       665,183  
      Total average daily value of shares traded (in billions) $ 5.7     $ 4.7     $ 5.5     $ 4.7  
      Total market share executed on Nasdaq’s exchanges (9)   71.9 %     74.1 %     71.2 %     73.3 %
                     
                     
      (1) Annualized Recurring Revenue (ARR) for a given period is the current annualized value derived from subscription contracts with a defined contract value. This excludes contracts that are not recurring, are one-time in nature, or where the contract value fluctuates based on defined metrics. ARR is currently one of our key performance metrics to assess the health and trajectory of our recurring business. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is consistent with the amount that we invoice the customer during the current period. Additionally, for AxiomSL and Calypso recurring revenue contracts that include annual values that increase over time, we include in ARR only the annualized value of components of the contract that are considered active as of the date of the ARR calculation. We do not include the future committed increases in the contract value as of the date of the ARR calculation. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by our customers.
      (2) New listings include IPOs, issuers that switched from other listing venues, closed-end funds and separately listed ETPs. For the three months ended June 30, 2025 and 2024, IPOs included 41 and 8 SPACs, respectively. For the six months ended June 30, 2025 and 2024, IPOs included 59 and 13 SPACs, respectively.
      (3) New listings include IPOs and represent companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative markets of Nasdaq First North.
      (4) Number of total listings on The Nasdaq Stock Market for the three and six months ended June 30, 2025 and 2024 included 914 and 645 ETPs, respectively.
      (5) Represents companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative markets of Nasdaq First North.
      (6) The number of listed ETPs as of June 30, 2024 has been updated to reflect a revised methodology whereby an ETP listed on multiple exchanges is counted as one product, rather than formerly being counted per exchange. This change had no impact on reported AUM.
      (7) Trailing 12-months.
      (8) Includes transactions executed on The Nasdaq Stock Market’s, Nasdaq BX’s and Nasdaq PSX’s systems plus trades reported through the Financial Industry Regulatory Authority/Nasdaq Trade Reporting Facility.
      (9) European cash equities markets include cash equities exchanges of Sweden, Denmark, Finland, and Iceland. Minor adjustments to prior periods reflect data from a new consolidated data provider that accurately captures all primary trading venues and Multilateral Trading Facilities, or MTFs.
                     

    The MIL Network

  • MIL-OSI: Xtract One Secures SmartGateway Contract with Global Performing Arts Company Famous for Live Entertainment

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, July 24, 2025 (GLOBE NEWSWIRE) — Xtract One Technologies (TSX: XTRA)(OTCQX: XTRAF)(FRA: 0PL) (“Xtract One” or the “Company”) today announced its SmartGateway screening solution has been chosen by a leading, global performing arts company, known for permanent and touring live entertainment, to amplify security for its shows. The initial deployment will support a number of the organization’s touring performances across dozens of venue locations beginning earlier in 2025. Further deployments are in planning for later in 2025 and into 2026.

    Following a thorough evaluation of available solutions and trial period with a single show with SmartGateway, the entertainment organization selected Xtract One for its enhanced weapons detection capabilities, streamlined entrance experience, flexibility and portability to address the dynamic and changing needs of a tour environment, and seamless integration into existing business security protocols. This deployment sets a new benchmark for safety and innovation in the entertainment industry, spanning live shows, multimedia productions, and immersive experiences. It also reinforces Xtract One’s position as a leader in providing outstanding guest experience, operational simplicity and flexibility, and a solution that can deliver against a globally diverse set of security needs.

    “In the world of live entertainment, brand experience is a key priority. These are immersive experiences where the first brand moment occurs at the entry to the venue. Well executed security changes the security guard to the first brand ambassador that a guest encounters, and their first brand experience” said Peter Evans, CEO of Xtract One. “We’re proud to be working with another major player in the entertainment field, delivering next-generation security solutions that meet the demands of large-scale complex events in a myriad of deployment applications. These deployments demonstrate an exciting opportunity to combine our technological expertise with their creative vision, ensuring safe, seamless experiences for all audience members throughout the world.”

    SmartGateway revolutionizes security by delivering fast, reliable, and accurate patron screening for high-throughput venues. This concealed weapons detection solution discreetly scans individuals for weapons and prohibited items upon entry by leveraging AI-powered sensors that detect threats without the need for patrons to remove personal items. The advanced system replaces intimidating and traditional metal detectors to ensure that patron privacy and comfort are not compromised, all while maximizing security screening efforts. The Company’s Multi-Sensor Gateway portfolio has been awarded the U.S. Department of Homeland Security DHS SAFETY Act Designation as a Qualified Anti-Terrorism Technology (QATT), highlighting the efficacy of Xtract One’s innovative security solutions in safeguarding public spaces against modern threats.

    To learn more, visit www.xtractone.com.

    About Xtract One
    Xtract One Technologies is a leading technology-driven provider of threat detection and security solutions leveraging AI to deliver seamless and secure experiences. The Company makes unobtrusive weapons and threat detection systems that enable facility operators to prioritize and deliver improved “Walk-right-In” experiences while providing unprecedented safety. Xtract One’s innovative portfolio of AI-powered Gateway solutions excels at allowing facilities to discreetly screen and identify weapons and other threats at points of entry and exit without disrupting the flow of traffic. With solutions built to serve the unique market needs for schools, hospitals, arenas, stadiums, manufacturing, distribution, and other customers, Xtract One is recognized as a market leader delivering the highest security in combination with the best individual experience. For more information, visit www.xtractone.com or connect on Facebook, X, and LinkedIn.

    About Threat Detection Systems
    Xtract One solutions, when properly configured, deployed, and utilized, are designed to help enhance safety and reduce threats. Given the wide range of potential threats in today’s world, no threat detection system is 100% effective. Xtract One solutions should be utilized as one element in a multilayered approach to physical security.

    Forward Looking Statements
    This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements”. Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, but are not limited to, the risks detailed from time to time in the continuous disclosure filings made by the Company with securities regulations. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

    For further information, please contact:
    Xtract One Inquiries: info@xtractone.com, http://www.xtractone.com
    Investor Relations: Chris Witty, Darrow Associates, cwitty@darrowir.com, 646-438-9385
    Media Contact: Kristen Aikey, JMG Public Relations, kristen@jmgpr.com, 212-206-1645

    The MIL Network

  • MIL-OSI: First Northwest Bancorp Reports Second Quarter 2025 Improved Profitability

    Source: GlobeNewswire (MIL-OSI)

    PORT ANGELES, Wash., July 24, 2025 (GLOBE NEWSWIRE) — First Northwest Bancorp (Nasdaq: FNWB) (“First Northwest” or the “Company”), the holding company for First Fed Bank (“First Fed” or the “Bank”), today reported net income of $3.7 million for the second quarter of 2025, compared to a net loss of $9.0 million for the first quarter of 2025 and a net loss of $2.2 million for the second quarter of 2024. Basic and diluted income per share were $0.42 for the second quarter of 2025, compared to basic and diluted loss per share of $1.03 for the first quarter of 2025 and basic and diluted loss per share of $0.25 for the second quarter of 2024. 

    In the second quarter of 2025, the Company recorded Adjusted Pre-Tax, Pre-Provision Net Revenue (“PPNR”)(1) of $2.1 million, compared to $1.5 million for the preceding quarter and $530,000 for the second quarter of 2024.

    The Board of Directors of First Northwest has elected not to declare a dividend for this quarter as part of a prudent approach to capital management. The Company remains committed to maintaining a strong balance sheet and will continue to evaluate future dividend decisions in light of the Company’s long-term strategic objectives.

    Quote from Cindy Finnie, First Northwest Board Chair:
    “As previously disclosed, the Board has begun a search process for the next full time Chief Executive Officer. We also continue to strongly dispute the allegations contained in the legal proceedings disclosed in our June 13, 2025, 8-K and intend to vigorously defend against them. Despite the volatility of the past few quarters, the Board remains focused on the strategic objectives of the Bank, building on the positive core trends from the past few quarters.”

    Quote from Geraldine Bullard, First Northwest Interim CEO:
    “Our second quarter included continued modest improvement in several important performance measures, including seven basis points of net interest margin expansion and our fifth consecutive quarter of growing Adjusted PPNR. Commercial business loan recoveries totaling $1.1 million drove a modest provision release during the quarter. The Bank continues to show core customer growth, with loans growing 3% annualized compared to the preceding quarter and total deposits only down modestly despite a $31.0 million reduction in brokered time deposits during the quarter.”

    Key Points for the Second Quarter

    Positive Trends:

    • Return on average assets increased to 0.68% for the current quarter from -1.69% in the preceding quarter.
    • Net interest margin increased to 2.83% for the current quarter compared to 2.76% in the first quarter of 2025, as a result of an increase in the yield on interest-earning assets and a decrease in the rate paid on interest-bearing liabilities.
    • Efficiency ratio improved to 78.0% for the current quarter from 113.5% in the preceding quarter due to the recognition of a payroll tax credit in the current quarter while the preceding quarter included higher expenses related to the legal reserve recorded.
    • Customer deposits increased $19.6 million to $1.55 billion at June 30, 2025 from $1.53 billion at March 31, 2025.
    • Recorded a $296,000 recapture of provision for credit losses on loans in the second quarter of 2025, compared to provisions for credit losses on loans of $7.8 million for the preceding quarter and $8.7 million for the second quarter of 2024.

    Other significant events:

    • In the second quarter of 2025, the statute of limitations expired on employee retention credit (“ERC”) payments received for the first and second quarters of 2021. As a result, the Bank recorded $2.6 million as a reduction to compensation and benefits. A related contingent ERC consulting expense of $528,000 was recorded in professional fees, partially offsetting the credit. The Bank anticipates recording the remaining reserved ERC of $2.0 million in 2028.
    • During the second quarter of 2025, the Bank consolidated the operations of its Bellevue and Fremont business centers into a new location, the Seattle business center. This consolidation resulted in a one-time increase to other expense of $599,000 for the early termination of the Bellevue business center lease and write-off of remaining leasehold improvements. No additional costs were incurred for closing the Fremont business center. The Bank estimates the consolidation will reduce annual rent expense by $130,000 going forward.
    • The Company disclosed in its Current Report on Form 8-K filed on July 21, 2025, that a settlement agreement was reached in the previously disclosed legal matter discussed in Part II, Item 1 of the Company’s Form 10-Q for the quarter ended March 31, 2025. The Bank continues to vigorously defend itself in the separate legal proceedings disclosed in the Company’s Current Report on Form 8-K filed on June 13, 2025.

    (1)  See reconciliation of Non-GAAP Financial Measures later in this release.

    Selected Quarterly Financial Ratios:

        As of or For the Quarter Ended     As of or For the Six Months
    Ended June 30,
     
        June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        2025     2024  
    Performance ratios: (1)                                                        
    Return on average assets     0.68 %     -1.69 %     -0.51 %     -0.36 %     -0.40 %     -0.50 %     -0.17 %
    Adjusted PPNR return on average assets (2)     0.39       0.27       0.26       0.17       0.10       0.33       0.16  
    Return on average equity     10.00       -23.42       -6.92       -4.91       -5.47       -7.15       -2.26  
    Net interest margin (3)     2.83       2.76       2.73       2.70       2.76       2.80       2.76  
    Efficiency ratio (4)     78.0       113.5       92.2       100.3       72.3       96.40       79.35  
    Equity to total assets     6.82       6.75       6.89       7.13       7.17       6.82       7.17  
    Book value per common share   $ 15.85     $ 15.52     $ 16.45     $ 17.17     $ 16.81     $ 15.85     $ 16.81  
    Tangible performance ratios: (1)                                                        
    Tangible common equity to tangible assets (2)     6.76 %     6.68 %     6.83 %     7.06 %     7.10 %     6.76 %     7.10 %
    Return on average tangible common equity (2)     10.10       -23.65       -6.99       -4.96       -5.53       -7.22       -2.28  
    Tangible book value per common share (2)   $ 15.70     $ 15.36     $ 16.29     $ 17.00     $ 16.64     $ 15.70     $ 16.64  
    Capital ratios (First Fed): (5)                                                        
    Tier 1 leverage     9.2 %     9.0 %     9.4 %     9.4 %     9.4 %     9.2 %     9.4 %
    Common equity Tier 1     12.1       12.1       12.4       12.2       12.4       12.1       12.4  
    Total risk-based     13.1       13.4       13.6       13.4       13.5       13.1       13.5  
    (1 ) Performance ratios are annualized, where appropriate.
    (2 ) See reconciliation of Non-GAAP Financial Measures later in this release.
    (3 ) Net interest income divided by average interest-earning assets.
    (4 ) Total noninterest expense as a percentage of net interest income and total other noninterest income.
    (5 ) Current period capital ratios are preliminary and subject to finalization of the FDIC Call Report.
         

    Adjusted Pre-tax, Pre-Provision Net Revenue (1)

    Adjusted PPNR for the second quarter of 2025 increased $616,000 to $2.1 million, compared to $1.5 million for the preceding quarter, and increased $1.6 million from $530,000 in the second quarter one year ago.

        For the Quarter Ended     For the Six Months Ended  
    (Dollars in thousands)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
    Net interest income (GAAP)   $ 14,193     $ 13,847     $ 14,137     $ 14,020     $ 14,235     $ 28,040     $ 28,163  
    Total noninterest income (GAAP)     2,170       3,777       1,300       1,779       7,347       5,947       9,535  
    Total revenue (GAAP)     16,363       17,624       15,437       15,799       21,582       33,987       37,698  
    Total noninterest expense (GAAP)     12,765       20,000       14,233       15,848       15,609       32,765       29,912  
    PPNR (Non-GAAP) (1)     3,598       (2,376 )     1,204       (49 )     5,973       1,222       7,786  
    Less selected nonrecurring adjustments to PPNR (Non-GAAP):                                                        
    Employee retention credit (“ERC”) included in compensation and benefits     2,640                               2,640        
    ERC consulting expense included in professional fees     (528 )                             (528 )      
    Costs associated with early termination of Bellevue Business Center lease included in other expense     (599 )                             (599 )      
    Bank-owned life insurance (“BOLI”) death benefit           1,059       1,536                   1,059        
    Gain on extinguishment of subordinated debt included in other income           846                         846        
    Legal reserve           (5,750 )                       (5,750 )      
    Equity investment repricing adjustment                 (1,762 )                       651  
    One-time compensation payouts related to reduction in force                       (996 )                  
    Net gain on sale of premises and equipment                             7,919             7,919  
    Sale leaseback taxes and assessments included in occupancy and equipment                             (359 )           (359 )
    Net loss on sale of investment securities                             (2,117 )           (2,117 )
    Adjusted PPNR (Non-GAAP) (1)   $ 2,085     $ 1,469     $ 1,430     $ 947     $ 530     $ 3,554     $ 1,692  

    (1)  See reconciliation of Non-GAAP Financial Measures later in this release.

    • Total interest income increased $308,000 to $27.1 million for the second quarter of 2025, compared to $26.8 million for the preceding quarter, and decreased $1.5 million compared to $28.6 million in the second quarter of 2024. Interest income increased in the second quarter of 2025 primarily due to an increase in the yields earned on loans receivable, partially offset by a decrease in both the yield earned and average volume of investment securities. Average real estate and commercial business loan balances decreased while average consumer loan balances increased over the preceding quarter.
    • Total interest expense decreased $38,000 to $12.9 million for the second quarter of 2025, compared to $13.0 million for the preceding quarter, and decreased $1.4 million compared to $14.4 million in the second quarter of 2024. Interest expense decreased in the second quarter of 2025 primarily due to a reduced volume of brokered certificates of deposit (“CDs”) and decreases in interest paid on customer CDs, brokered CDs and demand deposits. These decreases were partially offset by increases in the volume and interest paid on money market and savings accounts and an increase in the rate paid on advances during the current quarter.
    • The net interest margin increased to 2.83% for the second quarter of 2025, from 2.76% for both the preceding quarter and the second quarter of 2024.
    • Noninterest income decreased $1.6 million to $2.2 million for the second quarter of 2025, from $3.8 million for the preceding quarter. The first quarter of 2025 was higher due to nonrecurring income items including a $1.1 million BOLI death benefit payment received due to the passing of a former employee and a $846,000 gain on extinguishment of debt.
    • Noninterest expense decreased $7.2 million to $12.8 million for the second quarter of 2025, compared to $20.0 million for the preceding quarter. Compensation and benefits was lower primarily due to the ERC recorded during the current quarter. Other expense for the preceding quarter included the previously disclosed $5.8 million legal reserve.

    Allowance for Credit Losses on Loans (“ACLL”) and Credit Quality

    The allowance for credit losses on loans (“ACLL”) decreased $2.2 million to $18.4 million at June 30, 2025, from $20.6 million at March 31, 2025. The ACLL as a percentage of total loans was 1.10% at June 30, 2025, a decrease from 1.24% at March 31, 2025, and from 1.14% one year earlier. A release of $2.6 million reserves on individually evaluated loans, partially offset by net loan charge-offs totaling $1.9 million and a small increase to the pooled loan reserve, resulted in a recapture of provision expense of $296,000 for the quarter ended June 30, 2025.

    Nonperforming loans totaled $20.4 million at both June 30, 2025 and March 31, 2025. Current quarter activity included an increase due to a $4.1 million commercial real estate loan transitioning into nonperforming status, large principal payments received totaling $3.6 million and charged-off balances totaling $1.3 million. ACLL to nonperforming loans decreased to 90% at June 30, 2025, from 101% at March 31, 2025, and increased from 82% at June 30, 2024. This ratio increased in the first quarter of 2025 with decreases in balances due to principal payments and charge-offs on loans with appropriate reserves.

    Classified loans decreased $663,000 to $30.9 million at June 30, 2025, from $31.6 million at March 31, 2025, primarily due to payments received of $3.2 million and commercial business loan net charge-offs totaling $1.5 million, partially offset by the downgrade of a $4.1 million commercial real estate loan that was adversely impacted by reduced cross-border traffic during the second quarter. Four collateral dependent loans totaling $23.8 million account for 77% of the classified loan balance at June 30, 2025. The Bank has exercised legal remedies, including the appointment of a third-party receiver and foreclosure actions, to liquidate the underlying collateral to satisfy the real estate loans in the largest of these four collateral-dependent relationships. The Bank is also closely monitoring a group of commercial business loans that have similar collateral, with 11 loans totaling $562,000 included in classified loans at June 30, 2025, and four additional loans totaling $686,000 included in the special mention risk grading category.

        For the Quarter Ended  
    ACLL ($ in thousands)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
                                             
    Balance at beginning of period   $ 20,569     $ 20,449     $ 21,970     $ 19,343     $ 17,958  
    Charge-offs:                                        
    Commercial real estate     (15 )     (5,571 )                  
    Construction and land           (374 )     (411 )           (3,978 )
    Auto and other consumer     (273 )     (243 )     (364 )     (492 )     (832 )
    Commercial business     (2,823 )     (1,513 )     (4,596 )     (24 )     (2,643 )
    Total charge-offs     (3,111 )     (7,701 )     (5,371 )     (516 )     (7,453 )
    Recoveries:                                        
    One-to-four family                       42        
    Commercial real estate     20       6       2              
    Construction and land     5                          
    Auto and other consumer     74       43       52       24       198  
    Commercial business     1,084       2       36              
    Total recoveries     1,183       51       90       66       198  
    Net loan charge-offs     (1,928 )     (7,650 )     (5,281 )     (450 )     (7,255 )
    (Recapture of) provision for credit losses     (296 )     7,770       3,760       3,077       8,640  
    Balance at end of period   $ 18,345     $ 20,569     $ 20,449     $ 21,970     $ 19,343  
                                             
    Average total loans   $ 1,658,723     $ 1,662,164     $ 1,708,232     $ 1,718,402     $ 1,717,830  
    Annualized net charge-offs to average outstanding loans     0.47 %     1.87 %     1.23 %     0.10 %     1.70 %
    Asset Quality ($ in thousands)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
    Nonaccrual loans:                                        
    One-to-four family   $ 2,274     $ 1,404     $ 1,477     $ 1,631     $ 1,750  
    Multi-family                             708  
    Commercial real estate     4,095       4       5,598       5,634       14  
    Construction and land     13,063       15,280       19,544       19,382       19,292  
    Home equity     10       54       55       116       118  
    Auto and other consumer     410       710       700       894       746  
    Commercial business     514       2,903       3,141       2,719       1,003  
    Total nonaccrual loans     20,366       20,355       30,515       30,376       23,631  
    Other real estate owned     1,297                          
    Total nonperforming assets   $ 21,663     $ 20,355     $ 30,515     $ 30,376     $ 23,631  
                                             
    Nonaccrual loans as a % of total loans (1)     1.22 %     1.23 %     1.80 %     1.75 %     1.39 %
    Nonperforming assets as a % of total assets (2)     0.99       0.94       1.37       1.35       1.07  
    ACLL as a % of total loans     1.10       1.24       1.21       1.27       1.14  
    ACLL as a % of nonaccrual loans     90.08       101.05       67.01       72.33       81.85  
    Total past due loans to total loans     1.17       1.36       1.98       1.92       1.45  
    (1 ) Nonperforming loans consists of nonaccruing loans and accruing loans more than 90 days past due.
    (2 ) Nonperforming assets consists of nonperforming loans (which include nonaccruing loans and accruing loans more than 90 days past due), real estate owned and repossessed assets.
         

    Financial Condition and Capital

    Investment securities decreased $11.9 million, or 3.8%, to $303.5 million at June 30, 2025, compared to $315.4 million three months earlier, and decreased $3.2 million compared to $306.7 million at June 30, 2024. Maturities totaling $11.8 million and regular principal payments totaling $5.7 million were partially offset by purchases totaling $5.5 million during the current quarter. Net unrealized losses were flat for the second quarter of 2025. The estimated average life of the securities portfolio was approximately 7.6 years at June 30, 2025, 6.9 years at the preceding quarter end and 7.8 years at the end of the second quarter of 2024. The effective duration of the portfolio was approximately 4.9 years at June 30, 2025, compared to 4.3 years at the preceding quarter end and 4.3 years at the end of the second quarter of 2024.

    Investment Securities ($ in thousands)     June 30,
    2025
          March 31,
    2025
          June 30,
    2024
          Three Month
    % Change
          One Year %
    Change
     
    Available for Sale at Fair Value                                        
    Municipal bonds   $ 77,324     $ 78,295     $ 78,825       -1.2 %     -1.9 %
    U.S. government agency issued asset-backed securities (ABS agency)     12,298       12,643       13,982       -2.7       -12.0  
    Corporate issued asset-backed securities (ABS corporate)     13,105       15,671       16,483       -16.4       -20.5  
    Corporate issued debt securities (Corporate debt)     55,760       55,067       52,892       1.3       5.4  
    U.S. Small Business Administration securities (SBA)     7,504       8,061       9,772       -6.9       -23.2  
    Mortgage-backed securities:                                        
    U.S. government agency issued mortgage-backed securities (MBS agency)     96,014       96,642       77,301       -0.6       24.2  
    Non-agency issued mortgage-backed securities (MBS non-agency)     41,510       49,054       57,459       -15.4       -27.8  
    Total securities available for sale   $ 303,515     $ 315,433     $ 306,714       -3.8       -1.0  

    Net loans, excluding loans held for sale, increased $9.6 million, or 0.6%, to $1.65 billion at June 30, 2025, from $1.64 billion at March 31, 2025, and decreased $30.6 million, or 1.8%, from $1.68 billion one year prior. Construction loans that converted into fully amortizing loans during the quarter totaled $6.0 million. New loan funding totaling $47.2 million and draws on existing loans totaling $23.9 million outpaced loan payoffs of $34.1 million, regular payments of $28.4 million and charge-offs totaling $2.4 million.

    Loans ($ in thousands)     June 30,
    2025
          March 31,
    2025
          June 30,
    2024
          Three Month
    % Change
          One Year %
    Change
     
    Real Estate:                                        
    One-to-four family   $ 387,459     $ 394,428     $ 389,934       -1.8 %     -0.6 %
    Multi-family     329,696       338,147       350,076       -2.5       -5.8  
    Commercial real estate     391,362       387,312       375,511       1.0       4.2  
    Construction and land     72,538       64,877       107,273       11.8       -32.4  
    Total real estate loans     1,181,055       1,184,764       1,222,794       -0.3       -3.4  
    Consumer:                                        
    Home equity     84,927       79,151       72,613       7.3       17.0  
    Auto and other consumer     280,877       273,878       285,623       2.6       -1.7  
    Total consumer loans     365,804       353,029       358,236       3.6       2.1  
    Commercial business     117,843       119,783       117,094       -1.6       0.6  
    Total loans receivable     1,664,702       1,657,576       1,698,124       0.4       -2.0  
    Less:                                        
    Derivative basis adjustment     (860 )     (566 )     1,017       -51.9       -184.6  
    Allowance for credit losses on loans     18,345       20,569       19,343       -10.8       -5.2  
    Total loans receivable, net   $ 1,647,217     $ 1,637,573     $ 1,677,764       0.6       -1.8  

    The Bank invested $9.1 million into a new bank-owned life insurance policy in the second quarter of 2025 to replace a policy surrendered in the preceding quarter. The Bank received the return of the surrendered funds early in the third quarter of 2025.

    Total deposits decreased $11.4 million to $1.65 billion at June 30, 2025, compared to $1.67 billion at March 31, 2025, and decreased $53.7 million compared to $1.71 billion one year prior. During the second quarter of 2025, total customer deposit balances increased $19.6 million and brokered deposit balances decreased $31.0 million. Overall, the current rate environment continues to contribute to competition for deposits leading to increased volumes and higher rates paid on money market and savings accounts during the current quarter. The deposit mix compared to June 30, 2024, also reflects a shift in volume to money market and customer CD accounts while the volume and rate paid on brokered CDs decreased.

    Deposits ($ in thousands)     June 30,
    2025
          March 31,
    2025
          June 30,
    2024
          Three Month
    % Change
          One Year %
    Change
     
    Noninterest-bearing demand deposits   $ 240,051     $ 247,890     $ 276,543       -3.2 %     -13.2 %
    Interest-bearing demand deposits     144,409       169,912       162,201       -15.0       -11.0  
    Money market accounts     484,787       424,469       423,047       14.2       14.6  
    Savings accounts     227,968       235,188       224,631       -3.1       1.5  
    Certificates of deposit, customer     450,494       450,663       398,161       0.0       13.1  
    Certificates of deposit, brokered     106,927       137,946       223,705       -22.5       -52.2  
    Total deposits   $ 1,654,636     $ 1,666,068     $ 1,708,288       -0.7       -3.1  

    Total shareholders’ equity increased to $149.7 million at June 30, 2025, compared to $146.5 million three months earlier, due to net income of $3.7 million and an increase in the after-tax fair market values of the available-for-sale investment securities portfolio of $128,000, partially offset by dividends declared of $661,000 and a decrease in the after-tax fair market values of derivatives of $197,000.

    Capital levels for both the Company and the Bank remain in excess of applicable regulatory requirements and the Bank was categorized as “well-capitalized” at June 30, 2025. Preliminary calculations of Common Equity Tier 1 and Total Risk-Based Capital Ratios at June 30, 2025, were 12.1% and 13.1%, respectively.

    First Northwest continued to provide a return on capital to our shareholders through cash dividends during the second quarter of 2025. The Company paid cash dividends totaling $650,000 in the second quarter of 2025. No shares of common stock were repurchased under the Company’s April 2024 Stock Repurchase Plan (the “Repurchase Plan”) during the quarter ended June 30, 2025. There are 846,123 shares that remain available for repurchase under the Repurchase Plan.

    2025 Awards/Recognition
    Forbes Best-in-State Banks
                     


    About the Company

    First Northwest Bancorp (Nasdaq: FNWB) is a financial holding company engaged in investment activities including the business of its subsidiary, First Fed Bank. First Fed is a Pacific Northwest-based financial institution which has served its customers and communities since 1923. Currently First Fed has 17 locations in Washington state including 12 full-service branches. First Fed’s business and operating strategy is focused on building sustainable earnings by delivering a full array of financial products and services for individuals, small businesses, non-profit organizations and commercial customers. In 2022, First Northwest made an investment in The Meriwether Group, LLC, a boutique investment banking and accelerator firm. Additionally, First Northwest focuses on strategic partnerships to provide modern financial services such as digital payments and marketplace lending. First Northwest Bancorp was incorporated in 2012 and completed its initial public offering in 2015 under the ticker symbol FNWB. The Company is headquartered in Port Angeles, Washington.

    Forward-Looking Statements
    Certain matters discussed in this press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to, among other things, expectations of the business environment in which we operate, projections of future performance and execution on certain strategies, perceived opportunities in the market, potential future credit experience, including our ability to collect, the outcome of litigation and statements regarding our mission and vision, and include, but are not limited to, statements about our plans, objectives, expectations and intentions that are not historical facts, and other statements often identified by words such as “believes,” “expects,” “anticipates,” “estimates,” or similar expressions. These forward-looking statements are based upon current management beliefs and expectations and may, therefore, involve risks and uncertainties, many of which are beyond our control. Our actual results, performance, or achievements may differ materially from those suggested, expressed, or implied by forward-looking statements as a result of a wide variety of factors including, but not limited to: increased competitive pressures; changes in the interest rate environment; the credit risks of lending activities; pressures on liquidity, including as a result of withdrawals of deposits or declines in the value of our investment portfolio; changes in general economic conditions and conditions within the securities markets, including potential recessionary and other unfavorable conditions and trends relating to housing markets, costs of living, unemployment levels, interest rates, supply chain difficulties and inflationary pressures, among other things; legislative, regulatory, and policy changes; legal proceedings regulatory investigations and their resolutions; and other factors described in the Companys latest Annual Report on Form 10-K under the section entitled “Risk Factors,” and other filings with the Securities and Exchange Commission (“SEC”),which are available on our website at www.ourfirstfed.com and on the SECs website at www.sec.gov.

    Any of the forward-looking statements that we make in this press release and in the other public statements we make may turn out to be incorrect because of the inaccurate assumptions we might make, because of the factors illustrated above or because of other factors that we cannot foresee. Because of these and other uncertainties, our actual future results may be materially different from those expressed or implied in any forward-looking statements made by or on our behalf and the Company’s operating and stock price performance may be negatively affected. Therefore, these factors should be considered in evaluating the forward-looking statements, and undue reliance should not be placed on such statements. We do not undertake and specifically disclaim any obligation to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. These risks could cause our actual results for 2025 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us and could negatively affect the Companys operations and stock price performance.

    For More Information Contact:
    Geraldine Bullard, Interim Chief Executive Officer, Chief Operating Officer and EVP
    Phyllis Nomura, Chief Financial Officer and EVP
    IRGroup@ourfirstfed.com
    360-457-0461

       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    CONSOLIDATED BALANCE SHEETS
    (Dollars in thousands, except share data) (Unaudited)
     
       
        June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
    ASSETS                                        
    Cash and due from banks   $ 18,487     $ 18,911     $ 16,811     $ 17,953     $ 19,184  
    Interest-earning deposits in banks     69,376       51,412       55,637       64,769       63,995  
    Investment securities available for sale, at fair value (amortized cost at each period end of $336,206, $348,249, $376,265, $341,011 and $344,941)     303,515       315,433       340,344       310,860       306,714  
    Loans held for sale     1,557       2,940       472       378       1,086  
    Loans receivable (net of allowance for credit losses on loans at each period end of $18,345, $20,569, $20,449, $21,970, and $19,343)     1,647,217       1,637,573       1,675,186       1,714,416       1,677,764  
    Federal Home Loan Bank (FHLB) stock, at cost     14,906       13,106       14,435       14,435       13,086  
    Accrued interest receivable     8,305       8,319       8,159       8,939       9,466  
    Premises and equipment, net     8,999       9,870       10,129       10,436       10,714  
    Servicing rights on sold loans, at fair value     3,220       3,301       3,281       3,584       3,740  
    Bank-owned life insurance (“BOLI”), net     41,380       31,786       41,150       41,429       41,113  
    Equity and partnership investments     14,811       15,026       13,229       14,912       15,085  
    Goodwill and other intangible assets, net     1,081       1,082       1,082       1,083       1,084  
    Deferred tax asset, net     14,266       14,304       13,738       10,802       12,216  
    Right-of-use (“ROU”) asset, net     15,772       16,687       17,001       17,315       17,627  
    Prepaid expenses and other assets     32,471       31,680       21,352       24,175       23,088  
    Total assets   $ 2,195,363     $ 2,171,430     $ 2,232,006     $ 2,255,486     $ 2,215,962  
                                             
    LIABILITIES AND SHAREHOLDERS’ EQUITY                                        
    Deposits   $ 1,654,636     $ 1,666,068     $ 1,688,026     $ 1,711,641     $ 1,708,288  
    Borrowings     344,108       307,091       336,014       334,994       302,575  
    Accrued interest payable     1,514       2,163       3,295       2,153       3,143  
    Lease liability, net     16,257       17,266       17,535       17,799       18,054  
    Accrued expenses and other liabilities     27,790       29,767       31,770       25,625       23,717  
    Advances from borrowers for taxes and insurance     1,325       2,583       1,484       2,485       1,304  
    Total liabilities     2,045,630       2,024,938       2,078,124       2,094,697       2,057,081  
                                             
    Shareholders’ Equity                                        
    Preferred stock, $0.01 par value, authorized 5,000,000 shares, no shares issued or outstanding                              
    Common stock, $0.01 par value, 75,000,000 shares authorized; issued and outstanding at each period end: 9,444,963; 9,440,618; 9,353,348; 9,365,979; and 9,453,247     94       94       93       94       94  
    Additional paid-in capital     93,595       93,450       93,357       93,218       93,985  
    Retained earnings     90,506       87,506       97,198       100,660       103,322  
    Accumulated other comprehensive loss, net of tax     (28,198 )     (28,129 )     (30,172 )     (26,424 )     (31,597 )
    Unearned employee stock ownership plan (ESOP) shares     (6,264 )     (6,429 )     (6,594 )     (6,759 )     (6,923 )
    Total shareholders’ equity     149,733       146,492       153,882       160,789       158,881  
    Total liabilities and shareholders’ equity   $ 2,195,363     $ 2,171,430     $ 2,232,006     $ 2,255,486     $ 2,215,962  
       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    CONSOLIDATED STATEMENTS OF OPERATIONS
    (Dollars in thousands, except per share data) (Unaudited)
     
       
        For the Quarter Ended     For the Six Months Ended  
        June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
    INTEREST INCOME                                                        
    Interest and fees on loans receivable   $ 22,814     $ 22,231     $ 23,716     $ 23,536     $ 23,733     $ 45,045     $ 46,500  
    Interest on investment securities     3,466       3,803       3,658       3,786       3,949       7,269       7,581  
    Interest on deposits in banks     520       482       550       582       571       1,002       1,216  
    FHLB dividends     331       307       273       302       358       638       640  
    Total interest income     27,131       26,823       28,197       28,206       28,611       53,954       55,937  
    INTEREST EXPENSE                                                        
    Deposits     9,552       9,737       11,175       10,960       10,180       19,289       20,292  
    Borrowings     3,386       3,239       2,885       3,226       4,196       6,625       7,482  
    Total interest expense     12,938       12,976       14,060       14,186       14,376       25,914       27,774  
    Net interest income     14,193       13,847       14,137       14,020       14,235       28,040       28,163  
    PROVISION FOR CREDIT LOSSES                                                        
    (Recapture of) provision for credit losses on loans     (296 )     7,770       3,760       3,077       8,640       7,474       9,879  
    (Recapture of) provision for credit losses on unfunded commitments     (64 )     15       (105 )     57       99       (49 )     (170 )
    (Recapture of) provision for credit losses     (360 )     7,785       3,655       3,134       8,739       7,425       9,709  
    Net interest income after (recapture of) provision for credit losses     14,553       6,062       10,482       10,886       5,496       20,615       18,454  
    NONINTEREST INCOME                                                        
    Loan and deposit service fees     1,095       1,106       1,054       1,059       1,076       2,201       2,178  
    Sold loan servicing fees and servicing rights mark-to-market     92       195       (115 )     10       74       287       293  
    Net gain on sale of loans     44       11       52       58       150       55       202  
    Net loss on sale of investment securities                             (2,117 )           (2,117 )
    Net gain on sale of premises and equipment                             7,919             7,919  
    Increase in BOLI cash surrender value     485       372       328       315       293       857       536  
    Income from BOLI death benefit, net           1,059       1,536                   1,059        
    Other income (loss)     454       1,034       (1,555 )     337       (48 )     1,488       524  
    Total noninterest income     2,170       3,777       1,300       1,779       7,347       5,947       9,535  
    NONINTEREST EXPENSE                                                        
    Compensation and benefits     4,698       7,715       7,367       8,582       8,588       12,413       16,716  
    Data processing     1,926       2,011       2,065       2,085       2,008       3,937       3,952  
    Occupancy and equipment     1,507       1,592       1,559       1,553       1,799       3,099       3,039  
    Supplies, postage, and telephone     346       298       296       360       317       644       610  
    Regulatory assessments and state taxes     501       479       460       548       457       980       970  
    Advertising     299       265       362       409       377       564       686  
    Professional fees     1,449       777       813       698       684       2,226       1,594  
    FDIC insurance premium     463       434       491       533       473       897       859  
    Other expense     1,576       6,429       820       1,080       906       8,005       1,486  
    Total noninterest expense     12,765       20,000       14,233       15,848       15,609       32,765       29,912  
    Income (loss) before provision (benefit) for income taxes     3,958       (10,161 )     (2,451 )     (3,183 )     (2,766 )     (6,203 )     (1,923 )
    Provision (benefit) for income taxes     297       (1,125 )     359       (1,203 )     (547 )     (828 )     (100 )
    Net income (loss)   $ 3,661     $ (9,036 )   $ (2,810 )   $ (1,980 )   $ (2,219 )   $ (5,375 )   $ (1,823 )
                                                             
    Basic and diluted earnings (loss) per common share   $ 0.42     $ (1.03 )   $ (0.32 )   $ (0.23 )   $ (0.25 )   $ (0.61 )   $ (0.21 )
       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    ADDITIONAL INFORMATION
    (Dollars in thousands) (Unaudited)
     
       
    Selected Loan Detail   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
    Construction and land loans breakout                                        
    1-4 Family construction   $ 39,040     $ 42,371     $ 39,319     $ 43,125     $ 56,514  
    Multifamily construction     14,728       9,223       15,407       29,109       43,341  
    Nonresidential construction     12,832       7,229       16,857       17,500       1,015  
    Land and development     5,938       6,054       6,527       5,975       6,403  
    Total construction and land loans   $ 72,538     $ 64,877     $ 78,110     $ 95,709     $ 107,273  
                                             
    Auto and other consumer loans breakout                                        
    Triad Manufactured Home loans   $ 135,537     $ 134,740     $ 128,231     $ 129,600     $ 110,510  
    Woodside auto loans     127,828       118,972       117,968       126,129       131,151  
    First Help auto loans     11,221       13,012       14,283       15,971       17,427  
    Other auto loans     1,016       1,313       1,647       2,064       2,690  
    Other consumer loans     5,275       5,841       6,747       7,434       23,845  
    Total auto and other consumer loans   $ 280,877     $ 273,878     $ 268,876     $ 281,198     $ 285,623  
                                             
    Commercial business loans breakout                                        
    Northpointe Bank MPP   $     $     $ 36,230     $ 38,155     $ 9,150  
    Secured lines of credit     41,043       39,986       35,701       37,686       28,862  
    Unsecured lines of credit     2,551       2,030       1,717       1,571       1,133  
    SBA loans     6,618       6,889       7,044       7,219       7,146  
    Other commercial business loans     67,631       70,878       70,801       70,696       70,803  
    Total commercial business loans   $ 117,843     $ 119,783     $ 151,493     $ 155,327     $ 117,094  
    Loans by Collateral and Unfunded Commitments   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
                                             
    One-to-four family construction   $ 40,509     $ 38,221     $ 44,468     $ 51,607     $ 49,440  
    All other construction and land     36,129       30,947       34,290       45,166       58,346  
    One-to-four family first mortgage     420,847       428,081       466,046       469,053       434,840  
    One-to-four family junior liens     20,116       15,155       15,090       14,701       13,706  
    One-to-four family revolving open-end     57,502       51,832       51,481       48,459       44,803  
    Commercial real estate, owner occupied:                                        
    Health care     29,091       29,386       29,129       29,407       29,678  
    Office     19,116       19,363       17,756       17,901       19,215  
    Warehouse     7,432       9,272       14,948       11,645       14,613  
    Other     74,364       74,915       78,170       64,535       56,292  
    Commercial real estate, non-owner occupied:                                        
    Office     42,198       41,885       49,417       49,770       50,158  
    Retail     51,708       50,737       49,591       49,717       50,101  
    Hospitality     64,308       62,226       61,919       62,282       62,628  
    Other     93,505       93,549       81,640       82,573       84,428  
    Multi-family residential     330,784       339,217       333,419       354,118       350,382  
    Commercial business loans     73,403       75,628       77,381       86,904       79,055  
    Commercial agriculture and fishing loans     22,443       22,914       21,833       15,369       14,411  
    State and political subdivision obligations     369       369       369       404       405  
    Consumer automobile loans     139,992       133,209       133,789       144,036       151,121  
    Consumer loans secured by other assets     138,378       137,619       131,429       132,749       129,293  
    Consumer loans unsecured     2,508       3,051       3,658       4,411       5,209  
    Total loans   $ 1,664,702     $ 1,657,576     $ 1,695,823     $ 1,734,807     $ 1,698,124  
                                             
    Unfunded commitments under lines of credit or existing loans   $ 166,589     $ 175,100     $ 163,827     $ 166,446     $ 155,005  
       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    NET INTEREST MARGIN ANALYSIS
    (Dollars in thousands) (Unaudited)
     
       
        Three Months Ended June 30,  
        2025     2024  
        Average     Interest             Average     Interest          
        Balance     Earned/     Yield/     Balance     Earned/     Yield/  
        Outstanding     Paid     Rate     Outstanding     Paid     Rate  
        (Dollars in thousands)  
    Interest-earning assets:                                                
    Loans receivable, net (1) (2)   $ 1,639,236     $ 22,814       5.58 %   $ 1,698,777     $ 23,733       5.62 %
    Total investment securities     311,078       3,466       4.47       316,878       3,949       5.01  
    FHLB dividends     13,313       331       9.97       15,175       358       9.49  
    Interest-earning deposits in banks     46,807       520       4.46       41,450       571       5.54  
    Total interest-earning assets (3)     2,010,434       27,131       5.41       2,072,280       28,611       5.55  
    Noninterest-earning assets     154,145                       147,090                  
    Total average assets   $ 2,164,579                     $ 2,219,370                  
    Interest-bearing liabilities:                                                
    Interest-bearing demand deposits   $ 164,475     $ 240       0.59     $ 165,212     $ 193       0.47  
    Money market accounts     444,135       2,660       2.40       405,393       2,420       2.40  
    Savings accounts     228,901       884       1.55       227,650       915       1.62  
    Certificates of deposit, customer     451,712       4,396       3.90       400,197       4,079       4.10  
    Certificates of deposit, brokered     124,383       1,372       4.42       209,566       2,573       4.94  
    Total interest-bearing deposits (4)     1,413,606       9,552       2.71       1,408,018       10,180       2.91  
    Advances     275,176       3,041       4.43       315,375       3,801       4.85  
    Subordinated debt     34,600       345       4.00       39,465       395       4.03  
    Total interest-bearing liabilities     1,723,382       12,938       3.01       1,762,858       14,376       3.28  
    Noninterest-bearing deposits (4)     243,655                       251,442                  
    Other noninterest-bearing liabilities     50,685                       41,991                  
    Total average liabilities     2,017,722                       2,056,291                  
    Average equity     146,857                       163,079                  
    Total average liabilities and equity   $ 2,164,579                     $ 2,219,370                  
                                                     
    Net interest income           $ 14,193                     $ 14,235          
    Net interest rate spread                     2.40                       2.27  
    Net earning assets   $ 287,052                     $ 309,422                  
    Net interest margin (5)                     2.83                       2.76  
    Average interest-earning assets to average interest-bearing liabilities     116.7 %                     117.6 %                
    (1) The average loans receivable, net balances include nonaccrual loans.
    (2) Interest earned on loans receivable includes net deferred (costs) fees of ($148,000) and $34,000 for the three months ended June 30, 2025 and 2024, respectively.
    (3) Includes interest-earning deposits (cash) at other financial institutions.
    (4) Cost of all deposits, including noninterest-bearing demand deposits, was 2.31% and 2.47% for the three months ended June 30, 2025 and 2024, respectively.
    (5) Net interest income divided by average interest-earning assets.
       

    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    ADDITIONAL INFORMATION
    (Dollars in thousands) (Unaudited)

    Non-GAAP Financial Measures
    This press release contains financial measures that are not in conformity with generally accepted accounting principles in the United States of America (“GAAP”). Non-GAAP measures are presented where management believes the information will help investors understand the Company’s results of operations or financial position and assess trends. Where non-GAAP financial measures are used, the comparable GAAP financial measure is also provided. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, and are not necessarily comparable to non-GAAP performance measures that may be presented by other companies. Other banking companies may use names similar to those the Company uses for the non-GAAP financial measures the Company discloses, but may calculate them differently. Investors should understand how the Company and other companies each calculate their non-GAAP financial measures when making comparisons. Reconciliations of the GAAP and non-GAAP measures are presented below.

    Calculations Based on PPNR and Adjusted PPNR:

        For the Quarter Ended     For the Six Months Ended  
    (Dollars in thousands)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
                                                             
    Net income (loss) (GAAP)   $ 3,661     $ (9,036 )   $ (2,810 )   $ (1,980 )   $ (2,219 )   $ (5,375 )   $ (1,823 )
    Plus: (recapture of) provision for credit losses (GAAP)     (360 )     7,785       3,655       3,134       8,739       7,425       9,709  
    Provision (benefit) for income taxes (GAAP)     297       (1,125 )     359       (1,203 )     (547 )     (828 )     (100 )
    PPNR (Non-GAAP) (1)     3,598       (2,376 )     1,204       (49 )     5,973       1,222       7,786  
    Less selected nonrecurring adjustments to PPNR (Non-GAAP):                                                        
    Employee retention credit (“ERC”) included in compensation and benefits     2,640                               2,640        
    ERC consulting expense included in professional fees     (528 )                             (528 )      
    Costs associated with early termination of Bellevue Business Center lease included in other expense     (599 )                             (599 )      
    Bank-owned life insurance (“BOLI”) death benefit           1,059       1,536                   1,059        
    Gain on extinguishment of subordinated debt included in other income           846                         846        
    Legal reserve           (5,750 )                       (5,750 )      
    Equity investment repricing adjustment                 (1,762 )                       651  
    One-time compensation payouts related to reduction in force                       (996 )                  
    Net gain on sale of premises and equipment                             7,919             7,919  
    Sale leaseback taxes and assessments included in occupancy and equipment                             (359 )           (359 )
    Net loss on sale of investment securities                             (2,117 )           (2,117 )
    Adjusted PPNR (Non-GAAP) (1)   $ 2,085     $ 1,469     $ 1,430     $ 947     $ 530     $ 3,554     $ 1,692  
                                                             
    Average total assets (GAAP)   $ 2,164,579     $ 2,174,748     $ 2,205,502     $ 2,209,333     $ 2,219,370     $ 2,169,621     $ 2,192,779  
    GAAP Ratio:                                                        
    Return on average assets (GAAP)     0.68 %     -1.69 %     -0.51 %     -0.36 %     -0.40 %     -0.50 %     -0.17 %
    Non-GAAP Ratios:                                                        
    PPNR return on average assets (Non-GAAP) (1)     0.67 %     -0.44 %     0.22 %     -0.01 %     1.08 %     0.11 %     0.71 %
    Adjusted PPNR return on average assets (Non-GAAP) (1)     0.39 %     0.27 %     0.26 %     0.17 %     0.10 %     0.33 %     0.16 %
    (1) PPNR removes the provisions for credit loss and income tax from net income. This removes potentially volatile estimates, providing a comparative amount limited to income and expense recorded during the period. Adjusted PPNR further removes large nonrecurring transactions recorded during the period. We believe these metrics provide comparative amounts for a better review of recurring net revenue.
       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    ADDITIONAL INFORMATION
    (Dollars in thousands) (Unaudited)
     
       
    Calculations Based on Tangible Common Equity:  
            
        For the Quarter Ended     For the Six Months Ended  
    (Dollars in thousands, except per share data)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
                                                             
    Total shareholders’ equity   $ 149,733     $ 146,492     $ 153,882     $ 160,789     $ 158,881     $ 149,733     $ 158,881  
    Less: Goodwill and other intangible assets     1,081       1,082       1,082       1,083       1,084       1,081       1,084  
    Disallowed non-mortgage loan servicing rights     372       415       423       489       517       372       517  
    Total tangible common equity   $ 148,280     $ 144,995     $ 152,377     $ 159,217     $ 157,280     $ 148,280     $ 157,280  
                                                             
    Total assets   $ 2,195,363     $ 2,171,430     $ 2,232,006     $ 2,255,486     $ 2,215,962     $ 2,195,363     $ 2,215,962  
    Less: Goodwill and other intangible assets     1,081       1,082       1,082       1,083       1,084       1,081       1,084  
    Disallowed non-mortgage loan servicing rights     372       415       423       489       517       372       517  
    Total tangible assets   $ 2,193,910     $ 2,169,933     $ 2,230,501     $ 2,253,914     $ 2,214,361     $ 2,193,910     $ 2,214,361  
                                                             
    Average shareholders’ equity   $ 146,857     $ 156,470     $ 161,560     $ 160,479     $ 163,079     $ 151,620     $ 162,473  
    Less: Average goodwill and other intangible assets     1,081       1,082       1,083       1,084       1,085       1,082       1,085  
    Average disallowed non-mortgage loan servicing rights     415       423       489       517       489       419       485  
    Total average tangible common equity   $ 145,361     $ 154,965     $ 159,988     $ 158,878     $ 161,505     $ 150,119     $ 160,903  
                                                             
    Net income (loss)   $ 3,661     $ (9,036 )   $ (2,810 )   $ (1,980 )   $ (2,219 )   $ (5,375 )   $ (1,823 )
    Common shares outstanding     9,444,963       9,440,618       9,353,348       9,365,979       9,453,247       9,444,963       9,453,247  
    GAAP Ratios:                                                        
    Equity to total assets     6.82 %     6.75 %     6.89 %     7.13 %     7.17 %     6.82 %     7.17 %
    Return on average equity     10.00 %     -23.42 %     -6.92 %     -4.91 %     -5.47 %     -7.15 %     -2.26 %
    Book value per common share   $ 15.85     $ 15.52     $ 16.45     $ 17.17     $ 16.81     $ 15.85     $ 16.81  
    Non-GAAP Ratios:                                                        
    Tangible common equity to tangible assets (1)     6.76 %     6.68 %     6.83 %     7.06 %     7.10 %     6.76 %     7.10 %
    Return on average tangible common equity (1)     10.10 %     -23.65 %     -6.99 %     -4.96 %     -5.53 %     -7.22 %     -2.28 %
    Tangible book value per common share (1)   $ 15.70     $ 15.36     $ 16.29     $ 17.00     $ 16.64     $ 15.70     $ 16.64  
    (1 ) We believe that the use of tangible equity and tangible assets improves the comparability to other institutions that have not engaged in acquisitions that resulted in recorded goodwill and other intangibles.
         

    Photos accompanying this announcement are available at

    https://www.globenewswire.com/NewsRoom/AttachmentNg/c85e4dc5-66aa-4a20-9353-c1b9da5ac869

    https://www.globenewswire.com/NewsRoom/AttachmentNg/e8d326aa-0fde-4c3c-954f-bb809e7c276c

    https://www.globenewswire.com/NewsRoom/AttachmentNg/f24035e8-5a6e-4f39-a0db-93ca11dc39d5

    https://www.globenewswire.com/NewsRoom/AttachmentNg/c29167d1-36df-44c1-9e51-889b5be4fb96

    https://www.globenewswire.com/NewsRoom/AttachmentNg/ae6ceb7f-9f7a-4a77-b835-146a0638be30

    https://www.globenewswire.com/NewsRoom/AttachmentNg/5ba4f507-769e-4e54-acdb-4aed9253c967

    https://www.globenewswire.com/NewsRoom/AttachmentNg/66e51144-1d2d-4c3f-ae91-2192cc90a887

    The MIL Network

  • MIL-OSI: MEXC Celebrates StablR Euro (EURR) Listing with Exclusive Launchpool Event Featuring 85,000 USDT

    Source: GlobeNewswire (MIL-OSI)

    VICTORIA, Seychelles, July 24, 2025 (GLOBE NEWSWIRE) — MEXC, a leading global cryptocurrency exchange, today announced it will launch a special Launchpool event to mark the listing of StablR Euro (EURR), a Euro-backed stablecoin. The event will run from July 24, 11:00 to July 28, 11:00 (UTC) and offers users the opportunity to share an 85,000 USDT prize pool. Participation is open to both new and existing users.

    About StablR Euro (EURR)

    StablR Euro (EURR) represents a significant addition to MEXC’s expanding stablecoin offerings. This Euro-backed digital asset maintains a 1:1 peg with the Euro and is fully redeemable, backed by fiat currency and short-term government bonds. With a total supply of 6,325,084 EURR, the stablecoin serves as a digital alternative to traditional money, offering enhanced efficiency, security, and accessibility for users worldwide.

    The stablecoin addresses multiple use cases including faster cross-border payments, international trade facilitation, and supporting more flexible financial systems. As a reliable store of value and medium of exchange, EURR provides European users and global traders with direct exposure to Euro-denominated digital assets without the volatility typically associated with cryptocurrencies.

    Launchpool Event Highlights

    Event 1: Launchpool – Stake USDT, MX, EURR to Share 70,000 USDT
    Users can stake USDT, MX, or EURR to share 70,000 USDT in rewards. The USDT staking pool, offering the largest 50,000 USDT prize, is exclusively available to new users. Each pool features distinct reward caps and staking limits, giving users flexible ways to participate. Additionally, users staking MX tokens can earn bonus airdrops through MEXC’s Kickstarter events, unlocking double rewards.

    Event 2: Invite New Users & Share 15,000 USDT
    In addition, users can invite friends to join MEXC and earn up to 400 USDT in referral rewards—20 USDT per successful invite, capped at 20 invites per user. Rewards are distributed on a first-come, first-served basis.

    Complete event details are available on the MEXC platform.

    MEXC’s User-Centric Commitment

    This event reflects MEXC’s user-centric philosophy and demonstrates its determination to create a convenient and mutually beneficial trading environment for the global community. With rapid listing efficiency, comprehensive selection of over 3,000 digital assets, daily airdrop benefits, industry-leading liquidity, low trading fees, and robust security infrastructure, MEXC has earned the trust of over 40 million users worldwide. In the future, MEXC will continue to uphold its user-centric values while delivering cutting-edge trading solutions and community benefits.

    About MEXC
    Founded in 2018, MEXC is committed to being “Your Easiest Way to Crypto.” Serving over 40 million users across 170+ countries, MEXC is known for its broad selection of trending tokens, everyday airdrop opportunities, and low trading fees. Our user-friendly platform is designed to support both new traders and experienced investors, offering secure and efficient access to digital assets. MEXC prioritizes simplicity and innovation, making crypto trading more accessible and rewarding.
    MEXC Official WebsiteXTelegramHow to Sign Up on MEXC

    Risk Disclaimer:
    The information provided in this article regarding cryptocurrencies does not constitute investment advice. Given the highly volatile nature of the cryptocurrency market, investors are encouraged to carefully assess market fluctuations, the fundamentals of projects, and potential financial risks before making any trading decisions.

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/92cdf20d-c8fa-4de9-a88d-c7fd5b975478

    The MIL Network

  • MIL-OSI: Quality Clouds Launches AI Quality Shield for Technology Services Companies to Empower Enterprise Clients with AI Readiness and Orchestration

    Source: GlobeNewswire (MIL-OSI)

    LONDON, July 24, 2025 (GLOBE NEWSWIRE) — Quality Clouds, a provider of software governance solutions trusted by companies like JPMorgan Chase, Shell, Barclays, and BP, today announced the launch of AI Quality Shield, a new governance suite designed to assist technology services leaders in achieving successful AI transformations for their enterprise clients. This broadens Quality Clouds’ established software governance toolset to address the growing demand for enterprise AI readiness and growth.

    While the potential of AI is widely acknowledged, many enterprise AI initiatives have yet to deliver substantial impact. Recent industry reports highlight this challenge, with Accenture disclosing that only 15% of companies are “AI reinvention-ready” and McKinsey noting that only 1% of enterprises view their generative AI strategies as mature. This “Gen AI Paradox” underscores a critical need for a robust foundation to scale AI effectively.

    Technology services companies agree that enterprise clients need to reengineer their digital foundation of technology and processes to build the necessary capabilities, security, and organizational trust for an effective AI journey.

    Recognizing that governance is a major component of this AI-ready foundation, AI Quality Shield automates governance across key phases of AI transformations:

    • Readiness: Quality Clouds provides environment diagnostics and assessment scoring, enabling partners and their clients to safely prepare for AI adoption.
    • Growth: The suite offers ongoing governance, helping end-customers confidently deploy and evolve AI systems at scale.

    “Forward-thinking technology services companies are developing programs to help their enterprise clients transition into AI-first businesses,” said Adrian Serle, Chief Executive Officer of Quality Clouds. “Our new AI Quality Shield builds upon our legacy of enterprise software governance to provide our partners with the AI Readiness and Growth automation necessary to accelerate outcomes and achieve the transformative goals for their clients.”

    About Quality Clouds

    Quality Clouds provides an industry-leading independent governance layer for enterprise software platforms, empowering organizations to manage and mitigate risk across their DevOps and AI initiatives. Trusted by Fortune 500 companies and leading technology services providers, Quality Clouds’ solutions offer comprehensive visibility into code, configuration, and technical debt. By extending its capabilities to include AI readiness and ongoing governance, Quality Clouds empowers enterprises to achieve secure, compliant, and scalable innovation throughout their DevOps and AI transformation journeys.

    QualityClouds.com/aiqualityshield

    A video accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/44735b9c-dff2-4ed9-a98e-31ff72c335cf

    The MIL Network

  • MIL-OSI: Valley National Bancorp Announces Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — Valley National Bancorp (NASDAQ:VLY), the holding company for Valley National Bank, today reported net income for the second quarter 2025 of $133.2 million, or $0.22 per diluted common share, as compared to the first quarter 2025 net income of $106.1 million, or $0.18 per diluted common share, and net income of $70.4 million, or $0.13 per diluted common share, for the second quarter 2024. Excluding all non-core income and charges, our adjusted net income (a non-GAAP measure) was $134.4 million, or $0.23 per diluted common share, for the second quarter 2025, $106.1 million, or $0.18 per diluted common share, for the first quarter 2025, and $71.6 million, or $0.13 per diluted common share, for the second quarter 2024. See further details below, including a reconciliation of our non-GAAP adjusted net income, in the “Consolidated Financial Highlights” tables.

    Ira Robbins, CEO, commented, “I am pleased by the continued balance sheet strength and commercial loan growth exhibited during the second quarter. Our profitability metrics are trending positively, consistent with our expectations for improvement throughout the year. We remain focused on growing low-cost deposits, which we expect will support our aspirations in 2025 and beyond.”

    Mr. Robbins continued, “Our quarterly credit results continued to improve as illustrated by the significant reduction in our provision for loan losses on both a quarter-over-quarter and year-over-year basis. Our allowance coverage ratio remains at a comfortable level, and we expect general stability going forward.”

    Key financial highlights for the second quarter 2025:

    • Net Interest Income and Margin: Our net interest margin on a tax equivalent basis increased by 5 basis points to 3.01 percent in the second quarter 2025 as compared to 2.96 percent for the first quarter 2025. Net interest income on a tax equivalent basis of $433.7 million for the second quarter 2025 increased $12.3 million compared to the first quarter 2025 and increased $30.7 million as compared to the second quarter 2024. The increase in net interest income from the first quarter 2025 was mainly driven by higher yields on new loan originations, increases in average loans and taxable investments and one additional day during the second quarter 2025. See additional details in the “Net Interest Income and Margin” section below.
    • Loan Portfolio: Total loans increased $734.3 million, or 6.0 percent on an annualized basis, to $49.4 billion at June 30, 2025 from March 31, 2025 mostly due to increases of $719.8 million and $137.6 million in commercial and industrial (C&I) and automobile loans, respectively. Total commercial real estate (CRE) loans (including construction loans) decreased $288.6 million from March 31, 2025 largely due to normal repayments and continued selective origination activity. As a result, our CRE loan concentration ratio (defined as total commercial real estate loans held for investment and held for sale, excluding owner occupied loans, as a percentage of total risk-based capital) declined to approximately 349 percent at June 30, 2025 from 353 percent at March 31, 2025. See the “Loans” section below for more details.
    • Allowance and Provision for Credit Losses for Loans: The allowance for credit losses for loans totaled $594.0 million and $594.1 million at June 30, 2025 and March 31, 2025, respectively, representing 1.20 percent and 1.22 percent of total loans at each respective date. During the second quarter 2025, we recorded a provision for credit losses for loans of $37.8 million as compared to $62.7 million and $82.1 million for the first quarter 2025 and second quarter 2024, respectively. See the “Credit Quality” section below for more details.
    • Credit Quality: Net loan charge-offs totaled $37.8 million for the second quarter 2025 as compared to $41.9 million and $36.8 million for the first quarter 2025 and second quarter 2024, respectively. Non-accrual loans totaled $354.4 million, or 0.72 percent of total loans, at June 30, 2025 as compared to $346.5 million, or 0.71 percent of total loans, at March 31, 2025. Total accruing past due loans (i.e., loans past due 30 days or more and still accruing interest) increased $147.5 million to $199.2 million, or 0.40 percent of total loans, at June 30, 2025 as compared to $51.7 million, or 0.11 percent of total loans, at March 31, 2025. The majority of this increase related to three CRE loans, of which two were no longer past due in July 2025. See the “Credit Quality” section below for more details.
    • Deposits: Total deposit balances increased $759.4 million to $50.7 billion at June 30, 2025 as compared to $50.0 billion at March 31, 2025 mainly due to increases in both direct and indirect (brokered) customer time deposits during the second quarter 2025, partially offset by the outflows of certain indirect customer deposits in the savings, NOW and money market deposit category. Non-interest bearing deposits increased $118.2 million to $11.7 billion at June 30, 2025 from March 31, 2025. See the “Deposits” section below for more details.
    • Subordinated Debt Redemptions: On June 15, 2025, we redeemed in full $115 million of 5.25 percent fixed-to-floating rate subordinated notes issued in June 2020 and due in June 2030. The transaction was accounted for as an early debt extinguishment and resulted in a $922 thousand pre-tax loss reported within non-interest expense for the second quarter 2025. In addition, we repaid $100 million of 4.55 percent fixed rate subordinated notes that matured on June 30, 2025.
    • Non-Interest Income: Non-interest income increased $4.3 million to $62.6 million for the second quarter 2025 as compared to the first quarter 2025 mainly due to increases of $2.8 million and $2.0 million in capital markets income and service charges on deposit accounts, respectively. The increase in capital markets income was largely driven by a higher volume of interest rate swap transactions executed for commercial loan customers during the second quarter 2025.
    • Non-Interest Expense: Non-interest expense increased $7.5 million to $284.1 million for the second quarter 2025 as compared to the first quarter 2025 largely due to an increase of $4.3 million in professional and legal fees driven by higher consulting and legal expenses. Salary and employee benefits expense also increased $2.8 million from the first quarter 2025 mainly due to annual salary merit increases late in the first quarter 2025 and higher cash incentive compensation and severance related expenses. These items were partially offset by lower payroll taxes.
    • Efficiency Ratio: Our efficiency ratio was 55.20 percent for the second quarter 2025 as compared to 55.87 percent and 59.62 percent for the first quarter 2025 and second quarter 2024, respectively. See the “Consolidated Financial Highlights” tables below for additional information regarding our non-GAAP measures.
    • Performance Ratios: Annualized return on average assets (ROA), shareholders’ equity (ROE) and tangible ROE were 0.86 percent, 7.08 percent and 9.62 percent for the second quarter 2025, respectively. Annualized ROA, ROE, and tangible ROE, adjusted for non-core income and charges, were 0.87 percent, 7.15 percent and 9.71 percent for the second quarter 2025, respectively. See the “Consolidated Financial Highlights” tables below for additional information regarding our non-GAAP measures.

    Net Interest Income and Margin

    Net interest income on a tax equivalent basis of $433.7 million for the second quarter 2025 increased $12.3 million compared to the first quarter 2025 and increased $30.7 million as compared to the second quarter 2024. Interest income on a tax equivalent basis increased $20.3 million to $806.3 million for the second quarter 2025 as compared to the first quarter 2025. The increase was mostly driven by (i) higher yields on new loan originations, (ii) increased average loan balances driven by new organic loan originations largely within the C&I loan portfolio, (iii) additional interest income from purchases of taxable investments mainly within the available for sale portfolio during the first half of 2025 and (iv) one additional day in the second quarter 2025. Total interest expense increased $8.0 million to $372.6 million for the second quarter 2025 as compared to the first quarter 2025 largely due to (i) a $548.7 million increase in average time deposit balances, (ii) the increased cost of certain non-maturity deposits and (iii) the aforementioned increase in day count. See the “Deposits” and “Other Borrowings” sections below for more details.

    Net interest margin on a tax equivalent basis of 3.01 percent for the second quarter 2025 increased by 5 basis points from 2.96 percent for the first quarter 2025 and increased 17 basis points from 2.84 percent for the second quarter 2024. The increase as compared to the first quarter 2025 was mostly due to the 7 basis point increase in the yield on average interest earning assets largely caused by higher interest rates on new loan originations in the second quarter 2025 and higher yielding investment purchases. The overall cost of average interest bearing liabilities increased 2 basis points to 3.56 percent for the second quarter 2025 as compared to the first quarter 2025 mostly due to higher interest rates on certain non-maturity deposit products, partially offset by a lower overall cost of time deposits driven by both new volumes and maturities. Our cost of total average deposits was 2.67 percent for the second quarter 2025 as compared to 2.65 percent and 3.18 percent for the first quarter 2025 and the second quarter 2024, respectively.

    Loans, Deposits and Other Borrowings

    Loans. Total loans increased $734.3 million, or 6.0 percent on an annualized basis, to $49.4 billion at June 30, 2025 from March 31, 2025 mainly due to increases in the C&I and automobile loan portfolios, partially offset by lower CRE loan balances. C&I loans grew by $719.8 million, or 28.4 percent on an annualized basis, to $10.9 billion at June 30, 2025 from March 31, 2025 largely due to our continued strategic focus on organic growth within this category. Automobile loans increased by $137.6 million, or 27.0 percent on an annualized basis, to $2.2 billion at June 30, 2025 from March 31, 2025 mainly due to high quality consumer demand generated by our indirect auto dealer network and low prepayment activity within the portfolio. Residential mortgage loans also moderately increased $73.6 million to $5.7 billion at June 30, 2025 from March 31, 2025 as new loan originations outpaced repayment activity. Total CRE (including construction) loans decreased $288.6 million to $28.8 billion at June 30, 2025 from March 31, 2025. The decrease was largely driven by runoff from repayment activity and our efforts to focus new CRE loan originations on more profitable holistic banking clients. Additionally, construction loans decreased $172.1 million to $2.9 billion at June 30, 2025 from March 31, 2025 mainly due to the migration of completed projects to permanent financing within the multifamily loan category of the CRE loan portfolio during the second quarter 2025.

    Deposits. Actual ending balances for deposits increased $759.4 million to $50.7 billion at June 30, 2025 from March 31, 2025 due to increases of $962.9 million and $118.2 million in time deposits and non-interest bearing deposits, respectively, partially offset by a $321.6 million decrease in savings, NOW and money market deposit balances. The increase in time deposit balances was mainly driven by continued deposit inflows from new promotional retail CD offerings and additional fully-insured indirect (i.e., brokered) customer CDs during the second quarter 2025. The increase in non-interest bearing deposit balances was mostly due to higher commercial customer deposit inflows in the second quarter 2025. Savings, NOW and money market deposit balances decreased at June 30, 2025 from March 31, 2025 largely due to lower indirect customer deposits, as well as some seasonal runoff in governmental deposits account balances. Total indirect customer deposits (including both brokered money market and time deposits) totaled $6.5 billion and $6.3 billion at June 30, 2025 and March 31, 2025, respectively. Non-interest bearing deposits; savings, NOW and money market deposits; and time deposits represented approximately 23 percent, 52 percent and 25 percent of total deposits as of June 30, 2025, respectively, as compared to 23 percent, 53 percent and 24 percent of total deposits as of March 31, 2025, respectively.

    Other Borrowings. Short-term borrowings, consisting of securities sold under agreements to repurchase and FHLB advances, increased $103.2 million to $162.2 million at June 30, 2025 from March 31, 2025 largely due to an increase in FHLB advances. Long-term borrowings totaled $2.9 billion at June 30, 2025 and remained relatively unchanged as compared to March 31, 2025. In June 2025, we fully redeemed $215 million of subordinated notes that were mostly offset by the issuance of new long-term FHLB advances during the second quarter 2025.

    Credit Quality

    Non-Performing Assets (NPAs). Total NPAs, consisting of non-accrual loans, other real estate owned (OREO) and other repossessed assets, increased $4.6 million to $360.8 million at June 30, 2025 as compared to March 31, 2025. Non-accrual loans increased $7.9 million to $354.4 million at June 30, 2025 as compared to $346.5 million at March 31, 2025 mainly because of a net increase in non-performing CRE loans during the second quarter 2025, which was partially offset by a decline in non-performing C&I loans. Non-accrual C&I loans decreased largely due to the full charge-offs of four loan relationships totaling $17.4 million during the second quarter 2025. Non-accrual loans represented 0.72 percent of total loans at June 30, 2025 as compared to 0.71 percent of total loans at March 31, 2025. OREO decreased $2.9 million to $4.8 million at June 30, 2025 from March 31, 2025 mostly due to the fair valuation write-down related to one CRE property recorded during the second quarter 2025.

    Accruing Past Due Loans. Total accruing past due loans (i.e., loans past due 30 days or more and still accruing interest) increased $147.5 million to $199.2 million, or 0.40 percent of total loans, at June 30, 2025 as compared to $51.7 million, or 0.11 percent of total loans, at March 31, 2025.

    Loans 30 to 59 days past due increased $89.5 million to $123.0 million at June 30, 2025 as compared to March 31, 2025 due, in large part, to one $39.2 million CRE loan and one $35.0 million construction loan included in this early stage delinquency category at June 30, 2025. The $39.2 million CRE loan 30 to 59 days past due was subsequently paid in full by the borrower in July 2025. Loans 60 to 89 days past due increased $62.8 million to $73.3 million at June 30, 2025 as compared to March 31, 2025 mainly due to a $60.6 million CRE loan. This past due loan was subsequently modified and was brought current to its restructured terms in July 2025. Loans 90 days or more past due and still accruing interest decreased $4.8 million to $2.9 million at June 30, 2025 as compared to March 31, 2025 mainly due to a decrease in residential mortgage loan delinquencies. All loans 90 days or more past due and still accruing interest are well-secured and in the process of collection.

    Allowance for Credit Losses for Loans and Unfunded Commitments. The following table summarizes the allocation of the allowance for credit losses to loan categories and the allocation as a percentage of each loan category at June 30, 2025, March 31, 2025 and June 30, 2024:

        June 30, 2025   March 31, 2025   June 30, 2024
            Allocation       Allocation       Allocation
            as a % of       as a % of       as a % of
        Allowance   Loan   Allowance   Loan   Allowance   Loan
      Allocation   Category   Allocation   Category   Allocation   Category
      ($ in thousands)
    Loan Category:                      
    Commercial and industrial loans $ 173,415   1.60 %   $ 184,700   1.82 %   $ 149,243   1.57 %
    Commercial real estate loans:                      
      Commercial real estate   270,937   1.04       266,938   1.02       246,316   0.87  
      Construction   64,042   2.24       54,724   1.81       54,777   1.54  
    Total commercial real estate loans   334,979   1.16       321,662   1.10       301,093   0.95  
    Residential mortgage loans   48,830   0.86       48,906   0.87       47,697   0.85  
    Consumer loans:                      
      Home equity   3,689   0.58       3,401   0.56       3,077   0.54  
      Auto and other consumer   18,587   0.55       19,531   0.62       18,200   0.63  
    Total consumer loans   22,276   0.56       22,932   0.61       21,277   0.62  
    Allowance for loan losses   579,500   1.17       578,200   1.19       519,310   1.03  
    Allowance for unfunded credit commitments   14,520         15,854         13,231    
    Total allowance for credit losses for loans $ 594,020       $ 594,054       $ 532,541    
    Allowance for credit losses for loans as a % of total loans     1.20 %       1.22 %       1.06 %

    Our loan portfolio, totaling $49.4 billion at June 30, 2025, had net loan charge-offs totaling $37.8 million for the second quarter 2025 as compared to $41.9 million and $36.8 million for the first quarter 2025 and the second quarter 2024, respectively. Gross loan charge-offs totaled $42.1 million for the second quarter 2025 and included $23.1 million of partial and full charge-offs related to five non-performing C&I loan relationships with combined specific reserves of $11.2 million at March 31, 2025.

    The allowance for credit losses for loans, comprised of our allowance for loan losses and unfunded credit commitments, as a percentage of total loans was 1.20 percent at June 30, 2025, 1.22 percent at March 31, 2025, and 1.06 percent at June 30, 2024. For the second quarter 2025, the provision for credit losses for loans totaled $37.8 million as compared to $62.7 million and $82.1 million for the first quarter 2025 and second quarter 2024, respectively. The second quarter 2025 provision reflects, among other factors, the impact of loan growth mainly within the C&I loan portfolio and loan charge-offs, partially offset by a decline in quantitative reserves in certain loan categories and lower specific reserves associated with collateral dependent loans at June 30, 2025.

    Capital Adequacy

    Valley’s total risk-based capital, Tier 1 capital, common equity tier 1 capital, and Tier 1 leverage capital ratios were 13.67 percent, 11.57 percent, 10.85 percent and 9.49 percent, respectively, at June 30, 2025 as compared to 13.91 percent, 11.53 percent, 10.80 percent and 9.41 percent, respectively, at March 31, 2025. The reduction in our total risk-based capital ratio reflects the early redemption of our $115 million of 5.25 percent fixed-to-floating rate subordinated notes due in June 2030, which was previously eligible for full regulatory capital treatment.

    Investor Conference Call

    Valley’s CEO, Ira Robbins, will host a conference call with investors and the financial community at 11:00 AM (ET) today to discuss Valley’s second quarter 2025 earnings. Interested parties should preregister using this link: https://register.vevent.com/register to receive the dial-in number and a personal PIN, which are required to access the conference call. The teleconference will also be webcast live: https://edge.media-server.com and archived on Valley’s website through Monday, August 25, 2025. Investor presentation materials will be made available prior to the conference call at valley.com.

    About Valley

    As the principal subsidiary of Valley National Bancorp, Valley National Bank is a regional bank with approximately $63 billion in assets. Valley is committed to giving people and businesses the power to succeed. Valley operates many convenient branch locations and commercial banking offices across New Jersey, New York, Florida, Alabama, California, and Illinois, and is committed to providing the most convenient service, the latest innovations and an experienced and knowledgeable team dedicated to meeting customer needs. Helping communities grow and prosper is the heart of Valley’s corporate citizenship philosophy. To learn more about Valley, go to valley.com or call our Customer Care Center at 800-522-4100.

    Forward-Looking Statements

    The foregoing contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management’s confidence and strategies and management’s expectations about our business, new and existing programs and products, acquisitions, relationships, opportunities, taxation, technology, market conditions and economic expectations. These statements may be identified by such forward-looking terminology as “intend,” “should,” “expect,” “believe,” “view,” “opportunity,” “allow,” “continues,” “reflects,” “would,” “could,” “typically,” “usually,” “anticipate,” “may,” “estimate,” “outlook,” “project” or similar statements or variations of such terms. Such forward-looking statements involve certain risks and uncertainties. Actual results may differ materially from such forward-looking statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to:

    • the impact of market interest rates and monetary and fiscal policies of the U.S. federal government and its agencies in connection with prolonged inflationary pressures, which could have a material adverse effect on our clients, our business, our employees, and our ability to provide services to our customers;
    • the impact of unfavorable macroeconomic conditions or downturns, including instability or volatility in financial markets resulting from the impact of tariffs, any retaliatory actions, related market uncertainty, or other factors; U.S. government debt default or rating downgrade; unanticipated loan delinquencies; loss of collateral; decreased service revenues; increased business disruptions or failures; reductions in employment; and other potential negative effects on our business, employees or clients caused by factors outside of our control, such as new legislation and policy changes under the current U.S. presidential administration, geopolitical instabilities or events, natural and other disasters, including severe weather events, health emergencies, acts of terrorism, or other external events;
    • the impact of any potential instability within the U.S. financial sector or future bank failures, including the possibility of a run on deposits by a coordinated deposit base, and the impact of the actual or perceived concerns regarding the soundness, or creditworthiness, of other financial institutions, including any resulting disruption within the financial markets, increased expenses, including Federal Deposit Insurance Corporation insurance assessments, or adverse impact on our stock price, deposits or our ability to borrow or raise capital;
    • the impact of negative public opinion regarding Valley or banks in general that damages our reputation and adversely impacts business and revenues;
    • changes in the statutes, regulations, policies, or enforcement priorities of the federal bank regulatory agencies;
    • the loss of or decrease in lower-cost funding sources within our deposit base;
    • damage verdicts, settlements or restrictions related to existing or potential class action litigation or individual litigation arising from claims of violations of laws or regulations, contractual claims, breach of fiduciary responsibility, negligence, fraud, environmental laws, patent, trademark or other intellectual property infringement, misappropriation or other violation, employment related claims, and other matters;
    • a prolonged downturn and contraction in the economy, as well as an unexpected decline in commercial real estate values collateralizing a significant portion of our loan portfolio;
    • higher or lower than expected income tax expense or tax rates, including increases or decreases resulting from changes in uncertain tax position liabilities, tax laws, regulations, and case law;
    • the inability to grow customer deposits to keep pace with the level of loan growth;
    • a material change in our allowance for credit losses due to forecasted economic conditions and/or unexpected credit deterioration in our loan and investment portfolios;
    • the need to supplement debt or equity capital to maintain or exceed internal capital thresholds;
    • changes in our business, strategy, market conditions or other factors that may negatively impact the estimated fair value of our goodwill and other intangible assets and result in future impairment charges;
    • greater than expected technology-related costs due to, among other factors, prolonged or failed implementations, additional project staffing and obsolescence caused by continuous and rapid market innovations;
    • increased competitive challenges, including our ability to stay current with rapid technological changes in the financial services industry;
    • cyberattacks, ransomware attacks, computer viruses, malware or other cybersecurity incidents that may breach the security of our websites or other systems or networks to obtain unauthorized access to personal, confidential, proprietary or sensitive information, destroy data, disable or degrade service, or sabotage our systems or networks, and the increasing sophistication of such attacks;
    • results of examinations by the Office of the Comptroller of the Currency (OCC), the Federal Reserve Bank, the Consumer Financial Protection Bureau and other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our allowance for credit losses, write-down assets, reimburse customers, change the way we do business, or limit or eliminate certain other banking activities;
    • application of the OCC heightened regulatory standards for certain large insured national banks, and the expenses we will incur to develop policies, programs, and systems that comply with the enhanced standards applicable to us;
    • our inability or determination not to pay dividends at current levels, or at all, because of inadequate earnings, regulatory restrictions or limitations, changes in our capital requirements, or a decision to increase capital by retaining more earnings;
    • unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on our business caused by severe weather, pandemics or other public health crises, acts of terrorism or other external events;
    • our ability to successfully execute our business plan and strategic initiatives; and
    • unexpected significant declines in the loan portfolio due to the lack of economic expansion, increased competition, large prepayments, risk mitigation strategies, changes in regulatory lending guidance or other factors.

    A detailed discussion of factors that could affect our results is included in our SEC filings, including Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2024.

    We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in our expectations, except as required by law. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

    -Tables to Follow-

    VALLEY NATIONAL BANCORP
    CONSOLIDATED FINANCIAL HIGHLIGHTS
    SELECTED FINANCIAL DATA
      Three Months Ended   Six Months Ended
      June 30,   March 31,   June 30,   June 30,
    ($ in thousands, except for share data and stock price)   2025       2025       2024       2025       2024  
    FINANCIAL DATA:                  
    Net interest income – FTE (1) $ 433,675     $ 421,378     $ 402,984     $ 855,052     $ 797,831  
    Net interest income $ 432,408     $ 420,105     $ 401,685     $ 852,513     $ 795,233  
    Non-interest income   62,604       58,294       51,213       120,898       112,628  
    Total revenue   495,012       478,399       452,898       973,411       907,861  
    Non-interest expense   284,122       276,618       277,497       560,740       557,807  
    Pre-provision net revenue   210,890       201,781       175,401       412,671       350,054  
    Provision for credit losses   37,799       62,661       82,070       100,460       127,270  
    Income tax expense   39,924       33,062       22,907       72,986       56,080  
    Net income   133,167       106,058       70,424       239,225       166,704  
    Dividends on preferred stock   6,948       6,955       4,108       13,903       8,227  
    Net income available to common shareholders $ 126,219     $ 99,103     $ 66,316     $ 225,322     $ 158,477  
    Weighted average number of common shares outstanding:                  
    Basic   560,336,610       559,613,272       509,141,252       559,976,939       508,740,986  
    Diluted   562,312,330       563,305,525       510,338,502       563,431,390       510,437,959  
    Per common share data:                  
    Basic earnings $ 0.23     $ 0.18     $ 0.13     $ 0.40     $ 0.31  
    Diluted earnings   0.22       0.18       0.13       0.40       0.31  
    Cash dividends declared   0.11       0.11       0.11       0.22       0.22  
    Closing stock price – high   9.20       10.42       8.02       10.42       10.80  
    Closing stock price – low   7.87       8.56       6.52       7.87       6.52  
    FINANCIAL RATIOS:                  
    Net interest margin   3.01 %     2.95 %     2.83 %     2.98 %     2.81 %
    Net interest margin – FTE (1)   3.01       2.96       2.84       2.99       2.81  
    Annualized return on average assets   0.86       0.69       0.46       0.77       0.54  
    Annualized return on avg. shareholders’ equity   7.08       5.69       4.17       6.39       4.95  
    NON-GAAP FINANCIAL DATA AND RATIOS: (2)                  
    Basic earnings per share, as adjusted $ 0.23     $ 0.18     $ 0.13     $ 0.40     $ 0.32  
    Diluted earnings per share, as adjusted   0.23       0.18       0.13       0.40       0.32  
    Annualized return on average assets, as adjusted   0.87 %     0.69 %     0.47 %     0.78 %     0.56 %
    Annualized return on average shareholders’ equity, as adjusted   7.15       5.69       4.24       6.42       5.08  
    Annualized return on average tangible shareholders’ equity   9.62       7.76       5.95       8.70       7.07  
    Annualized return on average tangible shareholders’ equity, as adjusted   9.71       7.76       6.05       8.74       7.25  
    Efficiency ratio   55.20       55.87       59.62       55.53       59.36  
                       
    AVERAGE BALANCE SHEET ITEMS:                  
    Assets $ 62,106,945     $ 61,502,768     $ 61,518,639     $ 61,806,614     $ 61,387,754  
    Interest earning assets   57,553,624       56,891,691       56,772,950       57,224,486       56,695,874  
    Loans   49,032,637       48,654,921       50,020,901       48,844,823       50,133,746  
    Interest bearing liabilities   41,913,735       41,230,709       41,576,344       41,574,732       41,566,466  
    Deposits   49,907,124       49,139,303       49,383,209       49,525,957       48,979,591  
    Shareholders’ equity   7,524,231       7,458,177       6,753,981       7,491,395       6,739,838  
    VALLEY NATIONAL BANCORP
    CONSOLIDATED FINANCIAL HIGHLIGHTS
      As Of
    BALANCE SHEET ITEMS: June 30,   March 31,   December 31,   September 30,   June 30,
    (In thousands)   2025       2025       2024       2024       2024  
    Assets $ 62,705,358     $ 61,865,655     $ 62,491,691     $ 62,092,332     $ 62,058,974  
    Total loans   49,391,420       48,657,128       48,799,711       49,355,319       50,311,702  
    Deposits   50,725,284       49,965,844       50,075,857       50,395,966       50,112,177  
    Shareholders’ equity   7,575,421       7,499,897       7,435,127       6,972,380       6,737,737  
                       
    LOANS:                  
    (In thousands)                  
    Commercial and industrial $ 10,870,036     $ 10,150,205     $ 9,931,400     $ 9,799,287     $ 9,479,147  
    Commercial real estate:                  
    Non-owner occupied   11,747,491       11,945,222       12,344,355       12,647,649       13,710,015  
    Multifamily   8,434,173       8,420,385       8,299,250       8,612,936       8,976,264  
    Owner occupied   5,789,397       5,722,014       5,886,620       5,654,147       5,536,844  
    Construction   2,854,859       3,026,935       3,114,733       3,487,464       3,545,723  
    Total commercial real estate   28,825,920       29,114,556       29,644,958       30,402,196       31,768,846  
    Residential mortgage   5,709,971       5,636,407       5,632,516       5,684,079       5,627,113  
    Consumer:                  
    Home equity   634,553       602,161       604,433       581,181       566,467  
    Automobile   2,178,841       2,041,227       1,901,065       1,823,738       1,762,852  
    Other consumer   1,172,099       1,112,572       1,085,339       1,064,838       1,107,277  
    Total consumer loans   3,985,493       3,755,960       3,590,837       3,469,757       3,436,596  
    Total loans $ 49,391,420     $ 48,657,128     $ 48,799,711     $ 49,355,319     $ 50,311,702  
                       
    CAPITAL RATIOS:                  
    Book value per common share $ 12.89     $ 12.76     $ 12.67     $ 13.00     $ 12.82  
    Tangible book value per common share (2)   9.35       9.21       9.10       9.06       8.87  
    Tangible common equity to tangible assets (2)   8.63 %     8.61 %     8.40 %     7.68 %     7.52 %
    Tier 1 leverage capital   9.49       9.41       9.16       8.40       8.19  
    Common equity tier 1 capital   10.85       10.80       10.82       9.57       9.55  
    Tier 1 risk-based capital   11.57       11.53       11.55       10.29       9.98  
    Total risk-based capital   13.67       13.91       13.87       12.56       12.17  
    VALLEY NATIONAL BANCORP
    CONSOLIDATED FINANCIAL HIGHLIGHTS
      Three Months Ended   Six Months Ended
    ALLOWANCE FOR CREDIT LOSSES: June 30,   March 31,   June 30,   June 30,
    ($ in thousands)   2025       2025       2024       2025       2024  
    Allowance for credit losses for loans                  
    Beginning balance – Allowance for credit losses for loans $ 594,054     $ 573,328     $ 487,269     $ 573,328     $ 465,550  
    Loans charged-off:                  
    Commercial and industrial   (25,189 )     (28,456 )     (14,721 )     (53,645 )     (29,014 )
    Commercial real estate   (14,623 )     (12,260 )     (22,144 )     (26,883 )     (23,348 )
    Construction         (1,163 )     (212 )     (1,163 )     (7,806 )
    Total consumer   (2,259 )     (2,140 )     (1,262 )     (4,399 )     (3,071 )
    Total loans charged-off   (42,071 )     (44,019 )     (38,339 )     (86,090 )     (63,239 )
    Charged-off loans recovered:                  
    Commercial and industrial   2,789       810       742       3,599       1,424  
    Commercial real estate   188       249       150       437       391  
    Construction   455                   455        
    Residential mortgage   37       168       5       205       30  
    Total consumer   773       843       603       1,616       1,000  
    Total loans recovered   4,242       2,070       1,500       6,312       2,845  
    Total net charge-offs   (37,829 )     (41,949 )     (36,839 )     (79,778 )     (60,394 )
    Provision for credit losses for loans   37,795       62,675       82,111       100,470       127,385  
    Ending balance $ 594,020     $ 594,054     $ 532,541     $ 594,020     $ 532,541  
    Components of allowance for credit losses for loans:                  
    Allowance for loan losses $ 579,500     $ 578,200     $ 519,310     $ 579,500     $ 519,310  
    Allowance for unfunded credit commitments   14,520       15,854       13,231       14,520       13,231  
    Allowance for credit losses for loans $ 594,020     $ 594,054     $ 532,541     $ 594,020     $ 532,541  
    Components of provision for credit losses for loans:                  
    Provision for credit losses for loans $ 39,129     $ 61,299     $ 86,901     $ 100,428     $ 133,624  
    (Credit) provision for unfunded credit commitments   (1,334 )     1,376       (4,790 )     42       (6,239 )
    Total provision for credit losses for loans $ 37,795     $ 62,675     $ 82,111     $ 100,470     $ 127,385  
    Annualized ratio of total net charge-offs to total average loans   0.31 %     0.34 %     0.29 %     0.33 %     0.24 %
    Allowance for credit losses for loans as a % of total loans   1.20 %     1.22 %     1.06 %     1.20 %     1.06 %
    VALLEY NATIONAL BANCORP
    CONSOLIDATED FINANCIAL HIGHLIGHTS
      As Of
    ASSET QUALITY: June 30,   March 31,   December 31,   September 30,   June 30,
    ($ in thousands)   2025       2025       2024       2024       2024  
    Accruing past due loans:                  
    30 to 59 days past due:                  
    Commercial and industrial $ 10,451     $ 3,609     $ 2,389     $ 4,537     $ 5,086  
    Commercial real estate   42,884       170       20,902       76,370       1,879  
    Construction   35,000                          
    Residential mortgage   21,744       16,747       21,295       19,549       17,389  
    Total consumer   12,878       12,887       12,552       14,672       21,639  
    Total 30 to 59 days past due   122,957       33,413       57,138       115,128       45,993  
    60 to 89 days past due:                  
    Commercial and industrial   1,095       420       1,007       1,238       1,621  
    Commercial real estate   60,601             24,903       43,926        
    Residential mortgage   7,627       7,700       5,773       6,892       6,632  
    Total consumer   4,001       2,408       4,484       2,732       3,671  
    Total 60 to 89 days past due   73,324       10,528       36,167       54,788       11,924  
    90 or more days past due:                  
    Commercial and industrial               1,307       1,786       2,739  
    Commercial real estate                           4,242  
    Construction                           3,990  
    Residential mortgage   2,062       6,892       3,533       1,931       2,609  
    Total consumer   859       864       1,049       1,063       898  
    Total 90 or more days past due   2,921       7,756       5,889       4,780       14,478  
    Total accruing past due loans $ 199,202     $ 51,697     $ 99,194     $ 174,696     $ 72,395  
    Non-accrual loans:                  
    Commercial and industrial $ 90,973     $ 110,146     $ 136,675     $ 120,575     $ 102,942  
    Commercial real estate   193,604       172,011       157,231       113,752       123,011  
    Construction   24,068       24,275       24,591       24,657       45,380  
    Residential mortgage   41,099       35,393       36,786       33,075       28,322  
    Total consumer   4,615       4,626       4,215       4,260       3,624  
    Total non-accrual loans   354,359       346,451       359,498       296,319       303,279  
    Other real estate owned (OREO)   4,783       7,714       12,150       7,172       8,059  
    Other repossessed assets   1,642       2,054       1,681       1,611       1,607  
    Total non-performing assets $ 360,784     $ 356,219     $ 373,329     $ 305,102     $ 312,945  
    Total non-accrual loans as a % of loans   0.72 %     0.71 %     0.74 %     0.60 %     0.60 %
    Total accruing past due and non-accrual loans as a % of loans   1.12 %     0.82 %     0.94 %     0.95 %     0.75 %
    Allowance for losses on loans as a % of non-accrual loans   163.53 %     166.89 %     155.45 %     185.05 %     171.23 %


    NOTES TO SELECTED FINANCIAL DATA

    (1 ) Net interest income and net interest margin are presented on a tax equivalent basis using a 21 percent federal tax rate. Valley believes that this presentation provides comparability of net interest income and net interest margin arising from both taxable and tax-exempt sources and is consistent with industry practice and SEC rules.
    (2 ) Non-GAAP Reconciliations. This press release contains certain supplemental financial information, described in the Notes below, which has been determined by methods other than U.S. Generally Accepted Accounting Principles (“GAAP”) that management uses in its analysis of Valley’s performance. The Company believes that the non-GAAP financial measures provide useful supplemental information to both management and investors in understanding Valley’s underlying operational performance, business and performance trends, and may facilitate comparisons of our current and prior performance with the performance of others in the financial services industry. Management utilizes these measures for internal planning, forecasting and analysis purposes. Management believes that Valley’s presentation and discussion of this supplemental information, together with the accompanying reconciliations to the GAAP financial measures, also allows investors to view performance in a manner similar to management. These non-GAAP financial measures should not be considered in isolation or as a substitute for or superior to financial measures calculated in accordance with U.S. GAAP. These non-GAAP financial measures may also be calculated differently from similar measures disclosed by other companies.
    Non-GAAP Reconciliations to GAAP Financial Measures
      Three Months Ended   Six Months Ended
      June 30,   March 31,   June 30,   June 30,
    ($ in thousands, except for share data)   2025       2025       2024       2025       2024  
    Adjusted net income available to common shareholders (non-GAAP):                  
    Net income, as reported (GAAP) $ 133,167     $ 106,058     $ 70,424     $ 239,225     $ 166,704  
    Add: Loss on extinguishment of debt   922                   922        
    Add: FDIC special assessment (a)               1,363             8,757  
    Add: Losses on available for sale and held to maturity debt securities, net (b)         11       4       11       11  
    Add: Restructuring charge (c)   800             334       800       954  
    Less: Gain on sale of commercial premium finance lending division (d)                           (3,629 )
    Total non-GAAP adjustments to net income   1,722       11       1,701       1,733       6,093  
    Income tax adjustments related to non-GAAP adjustments (e)   (474 )     (3 )     (482 )     (477 )     (1,706 )
    Net income, as adjusted (non-GAAP) $ 134,415     $ 106,066     $ 71,643     $ 240,481     $ 171,091  
    Dividends on preferred stock   6,948       6,955       4,108       13,903       8,227  
    Net income available to common shareholders, as adjusted (non-GAAP) $ 127,467     $ 99,111     $ 67,535     $ 226,578     $ 162,864  
    __________                  
    (a) Included in the FDIC insurance assessment.
    (b) Included in gains on securities transactions, net.
    (c) Represents severance expense related to workforce reductions within salary and employee benefits expense.
    (d) Included in other income within non-interest income.
    (e) Calculated using the appropriate blended statutory tax rate for the applicable period.
     
    Adjusted per common share data (non-GAAP):                  
    Net income available to common shareholders, as adjusted (non-GAAP) $ 127,467     $ 99,111     $ 67,535     $ 226,578     $ 162,864  
    Average number of shares outstanding   560,336,610       559,613,272       509,141,252       559,976,939       508,740,986  
    Basic earnings, as adjusted (non-GAAP) $ 0.23     $ 0.18     $ 0.13     $ 0.40     $ 0.32  
    Average number of diluted shares outstanding   562,312,330       563,305,525       510,338,502       563,431,390       510,437,959  
    Diluted earnings, as adjusted (non-GAAP) $ 0.23     $ 0.18     $ 0.13     $ 0.40     $ 0.32  
    Adjusted annualized return on average tangible shareholders’ equity (non-GAAP):                  
    Net income, as adjusted (non-GAAP) $ 134,415     $ 106,066     $ 71,643     $ 240,481     $ 171,091  
    Average shareholders’ equity $ 7,524,231     $ 7,458,177     $ 6,753,981     $ 7,491,395     $ 6,739,838  
    Less: Average goodwill and other intangible assets   1,987,381       1,994,061       2,016,766       1,990,702       2,020,883  
    Average tangible shareholders’ equity $ 5,536,850     $ 5,464,116     $ 4,737,215     $ 5,500,693     $ 4,718,955  
    Annualized return on average tangible shareholders’ equity, as adjusted (non-GAAP)   9.71 %     7.76 %     6.05 %     8.74 %     7.25 %
    Adjusted annualized return on average assets (non-GAAP):                  
    Net income, as adjusted (non-GAAP) $ 134,415     $ 106,066     $ 71,643     $ 240,481     $ 171,091  
    Average assets $ 62,106,945     $ 61,502,768     $ 61,518,639     $ 61,806,614     $ 61,387,754  
    Annualized return on average assets, as adjusted (non-GAAP)   0.87 %     0.69 %     0.47 %     0.78 %     0.56 %
    Non-GAAP Reconciliations to GAAP Financial Measures (Continued)
      Three Months Ended   Six Months Ended
      June 30,   March 31,   June 30,   June 30,
    ($ in thousands, except for share data)   2025       2025       2024       2025       2024  
    Adjusted annualized return on average shareholders’ equity (non-GAAP):                  
    Net income, as adjusted (non-GAAP) $ 134,415     $ 106,066     $ 71,643     $ 240,481     $ 171,091  
    Average shareholders’ equity $ 7,524,231     $ 7,458,177     $ 6,753,981     $ 7,491,395     $ 6,739,838  
    Annualized return on average shareholders’ equity, as adjusted (non-GAAP)   7.15 %     5.69 %     4.24 %     6.42 %     5.08 %
    Annualized return on average tangible shareholders’ equity (non-GAAP):                  
    Net income, as reported (GAAP) $ 133,167     $ 106,058     $ 70,424     $ 239,225     $ 166,704  
    Average shareholders’ equity $ 7,524,231     $ 7,458,177     $ 6,753,981     $ 7,491,395     $ 6,739,838  
    Less: Average goodwill and other intangible assets   1,987,381       1,994,061       2,016,766       1,990,702       2,020,883  
    Average tangible shareholders’ equity $ 5,536,850     $ 5,464,116     $ 4,737,215     $ 5,500,693     $ 4,718,955  
    Annualized return on average tangible shareholders’ equity (non-GAAP)   9.62 %     7.76 %     5.95 %     8.70 %     7.07 %
                       
    Efficiency ratio (non-GAAP):                  
    Non-interest expense, as reported (GAAP) $ 284,122     $ 276,618     $ 277,497     $ 560,740     $ 557,807  
    Less: Loss on extinguishment of debt (pre-tax)   922                   922        
    Less: FDIC special assessment (pre-tax)               1,363             8,757  
    Less: Restructuring charge (pre-tax)   800             334       800       954  
    Less: Amortization of tax credit investments (pre-tax)   9,134       9,320       5,791       18,454       11,353  
    Non-interest expense, as adjusted (non-GAAP) $ 273,266     $ 267,298     $ 270,009     $ 540,564     $ 536,743  
    Net interest income, as reported (GAAP)   432,408       420,105       401,685       852,513       795,233  
    Non-interest income, as reported (GAAP)   62,604       58,294       51,213       120,898       112,628  
    Add: Losses on available for sale and held to maturity securities transactions, net (pre-tax)         11       4       11       11  
    Less: Gain on sale of premium finance division (pre-tax)                           (3,629 )
    Non-interest income, as adjusted (non-GAAP) $ 62,604     $ 58,305     $ 51,217     $ 120,909     $ 109,010  
    Gross operating income, as adjusted (non-GAAP) $ 495,012     $ 478,410     $ 452,902     $ 973,422     $ 904,243  
    Efficiency ratio (non-GAAP)   55.20 %     55.87 %     59.62 %     55.53 %     59.36 %
                                           
      As of
      June 30,   March 31,   December 31,   September 30,   June 30,
    ($ in thousands, except for share data)   2025       2025       2024       2024       2024  
    Tangible book value per common share (non-GAAP):                  
    Common shares outstanding   560,281,821       560,028,101       558,786,093       509,252,936       509,205,014  
    Shareholders’ equity (GAAP) $ 7,575,421     $ 7,499,897     $ 7,435,127     $ 6,972,380     $ 6,737,737  
    Less: Preferred stock   354,345       354,345       354,345       354,345       209,691  
    Less: Goodwill and other intangible assets   1,983,515       1,990,276       1,997,597       2,004,414       2,012,580  
    Tangible common shareholders’ equity (non-GAAP) $ 5,237,561     $ 5,155,276     $ 5,083,185     $ 4,613,621     $ 4,515,466  
    Tangible book value per common share (non-GAAP) $ 9.35     $ 9.21     $ 9.10     $ 9.06     $ 8.87  
    Tangible common equity to tangible assets (non-GAAP):                  
    Tangible common shareholders’ equity (non-GAAP) $ 5,237,561     $ 5,155,276     $ 5,083,185     $ 4,613,621     $ 4,515,466  
    Total assets (GAAP) $ 62,705,358     $ 61,865,655     $ 62,491,691     $ 62,092,332     $ 62,058,974  
    Less: Goodwill and other intangible assets   1,983,515       1,990,276       1,997,597       2,004,414       2,012,580  
    Tangible assets (non-GAAP) $ 60,721,843     $ 59,875,379     $ 60,494,094     $ 60,087,918     $ 60,046,394  
    Tangible common equity to tangible assets (non-GAAP)   8.63 %     8.61 %     8.40 %     7.68 %     7.52 %
    VALLEY NATIONAL BANCORP
    CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
    (in thousands, except for share data)
      June 30,   December 31,
        2025       2024  
      (Unaudited)    
    Assets      
    Cash and due from banks $ 440,870     $ 411,412  
    Interest bearing deposits with banks   745,547       1,478,713  
    Investment securities:      
    Equity securities   77,408       71,513  
    Available for sale debt securities   3,896,205       3,369,724  
    Held to maturity debt securities (net of allowance for credit losses of $637 at June 30, 2025 and $647 at December 31, 2024)   3,530,924       3,531,573  
    Total investment securities   7,504,537       6,972,810  
    Loans held for sale (includes fair value of $9,146 at June 30, 2025 and $16,931 at December 31, 2024 for loans originated for sale)   28,096       25,681  
    Loans   49,391,420       48,799,711  
    Less: Allowance for loan losses   (579,500 )     (558,850 )
    Net loans   48,811,920       48,240,861  
    Premises and equipment, net   337,371       350,796  
    Lease right of use assets   332,324       328,475  
    Bank owned life insurance   735,026       731,574  
    Accrued interest receivable   238,278       239,941  
    Goodwill   1,868,936       1,868,936  
    Other intangible assets, net   114,579       128,661  
    Other assets   1,547,874       1,713,831  
    Total Assets $ 62,705,358     $ 62,491,691  
    Liabilities      
    Deposits:      
    Non-interest bearing $ 11,746,770     $ 11,428,674  
    Interest bearing:      
    Savings, NOW and money market   26,091,633       26,304,639  
    Time   12,886,881       12,342,544  
    Total deposits   50,725,284       50,075,857  
    Short-term borrowings   162,244       72,718  
    Long-term borrowings   2,903,091       3,174,155  
    Junior subordinated debentures issued to capital trusts   57,629       57,455  
    Lease liabilities   392,633       388,303  
    Accrued expenses and other liabilities   889,056       1,288,076  
    Total Liabilities   55,129,937       55,056,564  
    Shareholders’ Equity      
    Preferred stock, no par value; 50,000,000 authorized shares:      
    Series A (4,600,000 shares issued at June 30, 2025 and December 31, 2024)   111,590       111,590  
    Series B (4,000,000 shares issued at June 30, 2025 and December 31, 2024)   98,101       98,101  
    Series C (6,000,000 shares issued at June 30, 2025 and December 31, 2024)   144,654       144,654  
    Common stock (no par value, authorized 650,000,000 shares; issued 560,522,946 shares at June 30, 2025 and 558,786,093 shares at December 31, 2024)   196,606       195,998  
    Surplus   5,451,543       5,442,070  
    Retained earnings   1,694,903       1,598,048  
    Accumulated other comprehensive loss   (119,889 )     (155,334 )
    Treasury stock, at cost (241,125 common shares at June 30, 2025)   (2,087 )      
    Total Shareholders’ Equity   7,575,421       7,435,127  
    Total Liabilities and Shareholders’ Equity $ 62,705,358     $ 62,491,691  
    VALLEY NATIONAL BANCORP
    CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
    (in thousands, except for share data)
      Three Months Ended   Six Months Ended
      June 30,   March 31,   June 30,   June 30,
        2025       2025       2024       2025       2024  
    Interest Income                  
    Interest and fees on loans $ 720,282     $ 703,609     $ 770,964     $ 1,423,891     $ 1,542,517  
    Interest and dividends on investment securities:                  
    Taxable   67,164       63,898       40,460       131,062       76,257  
    Tax-exempt   4,681       4,702       4,799       9,383       9,595  
    Dividends   5,528       5,664       6,341       11,192       13,169  
    Interest on federal funds sold and other short-term investments   7,357       6,879       10,902       14,236       20,584  
    Total interest income   805,012       784,752       833,466       1,589,764       1,662,122  
    Interest Expense                  
    Interest on deposits:                  
    Savings, NOW and money market   203,390       200,221       231,597       403,611       464,103  
    Time   129,324       125,069       160,442       254,393       311,507  
    Interest on short-term borrowings   1,736       2,946       691       4,682       21,303  
    Interest on long-term borrowings and junior subordinated debentures   38,154       36,411       39,051       74,565       69,976  
    Total interest expense   372,604       364,647       431,781       737,251       866,889  
    Net Interest Income   432,408       420,105       401,685       852,513       795,233  
    Provision (credit) for credit losses for available for sale and held to maturity securities   4       (14 )     (41 )     (10 )     (115 )
    Provision for credit losses for loans   37,795       62,675       82,111       100,470       127,385  
    Net Interest Income After Provision for Credit Losses   394,609       357,444       319,615       752,053       667,963  
    Non-Interest Income                  
    Wealth management and trust fees   14,056       15,031       13,136       29,087       31,066  
    Insurance commissions   3,430       3,402       3,958       6,832       6,209  
    Capital markets   9,767       6,940       7,779       16,707       13,449  
    Service charges on deposit accounts   14,705       12,726       11,212       27,431       22,461  
    (Losses) gains on securities transactions, net   (1 )     46       3       45       52  
    Fees from loan servicing   3,671       3,215       2,691       6,886       5,879  
    Gains on sales of loans, net   2,025       2,197       884       4,222       2,502  
    Bank owned life insurance   6,019       4,777       4,545       10,796       7,780  
    Other   8,932       9,960       7,005       18,892       23,230  
    Total non-interest income   62,604       58,294       51,213       120,898       112,628  
    Non-Interest Expense                  
    Salary and employee benefits expense   145,422       142,618       140,815       288,040       282,646  
    Net occupancy expense   25,483       25,888       24,252       51,371       48,575  
    Technology, furniture and equipment expense   30,667       29,896       35,203       60,563       70,665  
    FDIC insurance assessment   12,192       12,867       14,446       25,059       32,682  
    Amortization of other intangible assets   7,427       8,019       8,568       15,446       17,980  
    Professional and legal fees   19,970       15,670       17,938       35,640       34,403  
    Loss on extinguishment of debt   922                   922        
    Amortization of tax credit investments   9,134       9,320       5,791       18,454       11,353  
    Other   32,905       32,340       30,484       65,245       59,503  
    Total non-interest expense   284,122       276,618       277,497       560,740       557,807  
    Income Before Income Taxes   173,091       139,120       93,331       312,211       222,784  
    Income tax expense   39,924       33,062       22,907       72,986       56,080  
    Net Income   133,167       106,058       70,424       239,225       166,704  
    Dividends on preferred stock   6,948       6,955       4,108       13,903       8,227  
    Net Income Available to Common Shareholders $ 126,219     $ 99,103     $ 66,316     $ 225,322     $ 158,477  
    VALLEY NATIONAL BANCORP
    Quarterly Analysis of Average Assets, Liabilities and Shareholders’ Equity and
    Net Interest Income on a Tax Equivalent Basis
      Three Months Ended
      June 30, 2025   March 31, 2025   June 30, 2024
      Average       Avg.   Average       Avg.   Average       Avg.
    ($ in thousands) Balance   Interest   Rate   Balance   Interest   Rate   Balance   Interest   Rate
    Assets                                  
    Interest earning assets:                              
    Loans (1)(2) $ 49,032,637   $ 720,305     5.88 %   $ 48,654,921   $ 703,632     5.78 %   $ 50,020,901   $ 770,987     6.17 %
    Taxable investments (3)   7,350,792     72,692     3.96       7,100,958     69,562     3.92       5,379,101     46,801     3.48  
    Tax-exempt investments (1)(3)   544,302     5,925     4.35       552,291     5,952     4.31       575,272     6,075     4.22  
    Interest bearing deposits with banks   625,893     7,357     4.70       583,521     6,879     4.72       797,676     10,902     5.47  
    Total interest earning assets   57,553,624     806,279     5.60       56,891,691     786,025     5.53       56,772,950     834,765     5.88  
    Other assets   4,553,321             4,611,077             4,745,689        
    Total assets $ 62,106,945           $ 61,502,768           $ 61,518,639        
    Liabilities and shareholders’ equity                                  
    Interest bearing liabilities:                                  
    Savings, NOW and money market deposits $ 26,451,349   $ 203,390     3.08 %   $ 26,345,983   $ 200,221     3.04 %   $ 24,848,266   $ 231,597     3.73 %
    Time deposits   12,119,461     129,324     4.27       11,570,758     125,069     4.32       13,311,381     160,442     4.82  
    Short-term borrowings   196,491     1,736     3.53       307,637     2,946     3.83       97,502     691     2.83  
    Long-term borrowings (4)   3,146,434     38,154     4.85       3,006,331     36,411     4.84       3,319,195     39,051     4.71  
    Total interest bearing liabilities   41,913,735     372,604     3.56       41,230,709     364,647     3.54       41,576,344     431,781     4.15  
    Non-interest bearing deposits   11,336,314             11,222,562             11,223,562        
    Other liabilities   1,332,665             1,591,320             1,964,752        
    Shareholders’ equity   7,524,231             7,458,177             6,753,981        
    Total liabilities and shareholders’ equity $ 62,106,945           $ 61,502,768           $ 61,518,639        
                                       
    Net interest income/interest rate spread (5)     $ 433,675     2.04 %       $ 421,378     1.99 %       $ 402,984     1.73 %
    Tax equivalent adjustment       (1,267 )             (1,273 )             (1,299 )    
    Net interest income, as reported     $ 432,408             $ 420,105             $ 401,685      
    Net interest margin (6)         3.01 %           2.95 %           2.83 %
    Tax equivalent effect         0.00             0.01             0.01  
    Net interest margin on a fully tax equivalent basis (6)         3.01 %           2.96 %           2.84 %

    ____________

    (1) Interest income is presented on a tax equivalent basis using a 21 percent federal tax rate.
    (2) Loans are stated net of unearned income and include non-accrual loans.
    (3) The yield for securities that are classified as available for sale is based on the average historical amortized cost.
    (4) Includes junior subordinated debentures issued to capital trusts which are presented separately on the consolidated statements of financial condition.
    (5) Interest rate spread represents the difference between the average yield on interest earning assets and the average cost of interest bearing liabilities and is presented on a fully tax equivalent basis.
    (6) Net interest income as a percentage of total average interest earning assets.

    SHAREHOLDER RELATIONS
    Requests for copies of reports and/or other inquiries should be directed to Tina Zarkadas, Assistant Vice President, Shareholder Relations Specialist, Valley National Bancorp, 70 Speedwell Avenue, Morristown, New Jersey, 07960, by telephone at (973) 305-3380, by fax at (973) 305-1364 or by e-mail at tzarkadas@valley.com.

    Contact:   Travis Lan
        Senior Executive Vice President and
        Chief Financial Officer
        973-686-5007

    The MIL Network

  • MIL-OSI: Nasdaq Announces Quarterly Dividend of $0.27 Per Share

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.27 per share on the company’s outstanding common stock. The dividend is payable on September 26, 2025 to shareholders of record at the close of business on September 12, 2025. Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to approval by the Board of Directors.

    About Nasdaq

    Nasdaq (Nasdaq: NDAQ) is a leading global technology company serving corporate clients, investment managers, banks, brokers, and exchange operators as they navigate and interact with the global capital markets and the broader financial system. We aspire to deliver world-leading platforms that improve the liquidity, transparency, and integrity of the global economy. Our diverse offering of data, analytics, software, exchange capabilities, and client-centric services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions, and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com.

    Cautionary Note Regarding Forward-Looking Statements
            
    Information set forth in this communication contains forward-looking statements that involve a number of risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to, information regarding our dividend program and future payment obligations. Forward-looking statements involve a number of risks, uncertainties or other factors beyond Nasdaq’s control. These factors include, but are not limited to, Nasdaq’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors detailed in Nasdaq’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q which are available on Nasdaq’s investor relations website at http://ir.nasdaq.com and the SEC’s website at www.sec.gov. Nasdaq undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

    Media Relations Contact:

    David Lurie        
    +1.914.538.0533
    David.Lurie@Nasdaq.com

    Investor Relations Contact:

    Ato Garrett
    +1.212.401.8737
    Ato.Garrett@Nasdaq.com

    -NDAQF-

    The MIL Network

  • MIL-OSI: Amalgamated Financial Corp. Reports Second Quarter 2025 Financial Results; Solid Deposit and Loan Growth; Strong Margin at 3.55%

    Source: GlobeNewswire (MIL-OSI)

    Common Equity Tier 1 Capital Ratio of 14.13% | Tangible Book Value per Share of $24.33

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — Amalgamated Financial Corp. (the “Company” or “Amalgamated”) (Nasdaq: AMAL), the holding company for Amalgamated Bank (the “Bank”), today announced financial results for the second quarter ended June 30, 2025.

    Second Quarter 2025 Highlights (on a linked quarter basis)

    • Net income of $26.0 million, or $0.84 per diluted share, compared to $25.0 million, or $0.81 per diluted share.
    • Core net income1 of $27.0 million, or $0.88 per diluted share, compared to $27.1 million, or $0.88 per diluted share.

    Deposits and Liquidity

    • On-balance sheet deposits increased $321.2 million, or 4.3%, to $7.7 billion.
    • Excluding $112.3 million of temporary pension funding deposits received on the last day of the quarter and withdrawn on the following day, total deposits increased $208.9 million, or 2.8%, to $7.6 billion.
    • Off-balance sheet deposits were $41.4 million at the end of the quarter.
    • Political deposits increased $136.5 million, or 13%, to $1.2 billion, which includes both on and off-balance sheet deposits.
    • Average cost of deposits, increased 3 basis points to 162 basis points, where non-interest-bearing deposits comprised 36% of total deposits.

    Assets and Margin

    • Net interest margin remained unchanged at 3.55%.
    • Net interest income grew $2.3 million, or 3.3%, to $72.9 million.
    • Net loans receivable increased $35.5 million, or 0.8%, to $4.7 billion.
    • Net loans in growth mode (commercial and industrial, commercial real estate, and multifamily) increased $60.8 million or 2.1%.
    • Total PACE assessments grew $16.3 million, or 1.4%, to $1.2 billion.
    • The multifamily and commercial real estate loan portfolios totaled $1.8 billion and had a concentration of 202% to total risk based capital.

    Capital and Returns

    • Tier 1 leverage ratio remained constant at 9.22% and Common Equity Tier 1 ratio was 14.13%.
    • Tangible common equity1 ratio decreased 13 basis points to 8.60% due to a larger balance sheet.
    • Tangible book value per share1 increased $0.82, or 3.5%, to $24.33, and has increased $7.00, or 40.4% since September 2021.
    • Core return on average tangible common equity1 of 14.90% and core return on average assets1 of 1.28%.

    Share Repurchase

    • Repurchased approximately 327,000 shares, or $9.7 million of common stock, through June 30, 2025, with $30.3 million in remaining capacity under the share repurchase program approved on March 10, 2025.
    • Approximately 74,000 shares have been repurchased from July 1 through July 22, 2025.
       
    1 Definitions are presented under “Non-GAAP Financial Measures”. Reconciliations of non-GAAP financial measures to the most comparable GAAP measure are set forth on the last page of the financial information accompanying this press release and may also be found on the Company’s website, www.amalgamatedbank.com.
       

    Priscilla Sims Brown, President and Chief Executive Officer, commented, “We are achieving our results because our banking model is flexible. We have many levers we can pull to drive performance and that creates reliability and predictability for our shareholders, customers, and employees.”

    Second Quarter Earnings

    Net income was $26.0 million, or $0.84 per diluted share, compared to $25.0 million, or $0.81 per diluted share, for the prior quarter. The $1.0 million increase during the quarter was primarily driven by a scheduled $2.6 million increase in non-core income related to solar tax equity investments, a $2.3 million increase in net interest income, and a $1.1 million decrease in non-interest expense. This was partially offset by a $4.3 million increase in provision for credit losses, the effect from a $0.8 million net valuation gain on residential loans sold during the previous quarter, and a $0.4 million increase in losses on sales of securities and other assets compared to the linked quarter.

    Core net income1 was $27.0 million, or $0.88 per diluted share, compared to $27.1 million, or $0.88 per diluted share for the prior quarter. Excluded from core net income for the quarter, pre-tax, was $1.0 million of losses on the sale of securities and other assets, $0.3 million of scheduled accelerated depreciation from solar tax equity investments, $0.1 million of severance costs, and $0.1 million of ICS One-Way Sell fee income. Excluded from core net income for the first quarter of 2025, pre-tax, was $2.9 million of accelerated depreciation from solar tax equity investments, a $0.8 million net valuation gain from residential loans sold during the quarter, and $0.7 million of losses on the sale of securities.

    Net interest income was $72.9 million, compared to $70.6 million for the prior quarter. Loan interest income increased $0.9 million and loan yields increased 5 basis points despite a $35.6 million decrease in average loan balances, primarily due to completion of a residential loan pool sale in the prior quarter. In addition, commercial loan originations were offset by paydowns and payoffs on lower-yielding commercial and residential loans. Interest income on securities increased $2.0 million driven by an increase in the average balance of securities of $141.2 million despite a slight decline in securities yields of 4 basis points. Interest expense on total interest-bearing deposits increased $1.7 million driven primarily by an increase in the average balance of total interest-bearing deposits of $201.0 million, while interest-bearing deposits cost remained flat.

    Net interest margin was 3.55%, the same as the prior quarter largely due to a higher average balance of interest-bearing deposits as noted above, which resulted in a slightly higher blended cost of funds. This offset the interest income generated by the higher average balance of securities and modestly higher loan yields. Additionally, income from prepayment penalties had a one basis point impact on net interest margin in the current quarter, compared to no impact in the prior quarter.

    Provision for credit losses was an expense of $4.9 million, compared to an expense of $0.6 million in the prior quarter. The increase in the second quarter was primarily driven by a $2.3 million increase in reserve for one syndicated commercial and industrial loan as well as the macroeconomic forecasts used in the CECL model, primarily related to the consumer solar loan portfolio, which can be volatile.

    Non-interest income was $8.0 million, compared to $6.4 million in the prior quarter. Excluding all non-core income adjustments noted above, core non-interest income1 was $9.3 million, compared to $9.1 million in the prior quarter. The increase was primarily related to higher commercial banking fees, partially offset by lower income from Trust fees.

    Non-interest expense was $40.6 million, a decrease of $1.1 million from the prior quarter. Core non-interest expense1 was $40.4 million, also a decrease of $1.1 million from the prior quarter. This was mainly driven by a $1.5 million decrease in professional fees, partially offset by a $0.4 million increase in advertising expense.

    Provision for income tax expense was $9.5 million, compared to $9.7 million for the prior quarter. The effective tax rate was 26.7%, compared to 28.0% in the prior quarter. The California single-sales factor apportionment law was adopted during the quarter which resulted in an increase in the California state tax rate. A discrete tax benefit was recognized during the current quarter for the remeasurement of deferred tax assets reducing the quarterly effective tax rate. Going forward, the tax rate is expected to be 27.3%. The prior quarter effective tax rate was impacted by discrete tax items related to a city and state tax examination. Adjusted, the current quarter effective tax rate was 27.3% compared to 27.0% for the prior quarter.

    Balance Sheet Quarterly Summary

    Total assets were $8.6 billion at June 30, 2025, a $336.1 million or a 4% increase compared to $8.3 billion at March 31, 2025. On the last day of the quarter, the balance sheet was impacted by $112.3 million of temporary pension funding deposits that were withdrawn the following day. Adjusted, total assets were $8.5 billion, in line with our target for the quarter. Notable changes within individual balance sheet line items include a $177.6 million increase in securities and a $35.5 million increase in net loans receivable. On the liabilities side, on-balance sheet deposits increased by $321.2 million or $208.9 million when adjusted for the temporary deposits noted above. Off-balance sheet deposits decreased by $173.1 million in the quarter. Equity grew by $18.0 million.

    Total net loans receivable at June 30, 2025 were $4.7 billion, an increase of $35.5 million, or 0.8% for the quarter. A balanced increase in loans was primarily driven by a $34.2 million increase in multifamily loans, a $13.5 million increase in commercial and industrial loans, and a $13.1 million increase in commercial real estate loans, all in our identified growth portfolios. This was partially offset by a $11.0 million decrease in consumer solar loans, and a $11.8 million decrease in residential loans, both being non-growth portfolios. During the quarter, criticized or classified loans increased $13.9 million, largely related to the downgrades of four commercial and industrial loans totaling $9.7 million, the downgrade of one multifamily loan totaling $2.8 million, additional downgrades of small business loans totaling $1.0 million, and an increase of $2.1 million in residential and consumer substandard loans. This was partially offset by charge-offs of small business loans totaling $1.1 million, and an upgrade of one $0.1 million small business loan.

    Total on-balance sheet deposits at June 30, 2025 were $7.7 billion, an increase of $321.2 million, or 4.3%, during the quarter. Including accounts currently held off-balance sheet, deposits held by politically active customers, such as campaigns, PACs, advocacy-based organizations, and state and national party committees were $1.2 billion as of June 30, 2025, an increase of $136.5 million during the quarter. Non-interest-bearing deposits represented 38% of average total deposits and 36% of ending total deposits for the quarter, contributing to an average cost of total deposits of 162 basis points. Super-core deposits1 totaled approximately $4.2 billion, had a weighted average life of 18 years, and comprised 54% of total deposits. Total uninsured deposits were $3.9 billion, comprising 50% of total deposits.

    Nonperforming assets totaled $35.2 million, or 0.41% of period-end total assets at June 30, 2025, an increase of $1.3 million, compared with $33.9 million, or 0.41% on a linked quarter basis. The increase in nonperforming assets was primarily driven by a $2.4 million increase in residential non-accrual loans, partially offset by a $0.3 million decrease in commercial and industrial nonaccrual loans, a $0.3 million decrease in consumer solar nonaccrual loans, and a $0.5 million decrease in nonaccrual loans held for sale compared to the prior quarter.

    During the quarter, the allowance for credit losses on loans increased $1.3 million to $59.0 million. The ratio of allowance to total loans was 1.25%, an increase of 2 basis points from 1.23% in the first quarter of 2025. This is primarily due to an increase of $2.3 million in reserves for one commercial and industrial loan, along with increases in provision related to the macroeconomic forecasts used in the CECL model. The loan associated with the increased reserve is a commercial and industrial business loan to an originator of consumer loans for renewable energy efficiency improvements. During the quarter, $2.5 million of debtor-in-possession (“DIP”) financing was put in place, a portion of which was advanced and increased our outstanding exposure from $8.3 million to $9.3 million as of June 30, 2025. Additionally, during the third quarter, the remainder of the DIP financing was advanced bringing the total exposure to $10.8 million as of the date of this earnings release. While there remains collateral value, the situation with this loan is fluid and could result in further reserves as the workout progresses.

    Capital Quarterly Summary

    As of June 30, 2025, the Common Equity Tier 1 Capital ratio was 14.13%, the Total Risk-Based Capital ratio was 16.43%, and the Tier 1 Leverage Capital ratio was 9.22%, compared to 14.27%, 16.61% and 9.22%, respectively, as of March 31, 2025. Stockholders’ equity at June 30, 2025 was $754.0 million, an increase of $18.0 million during the quarter. The increase in stockholders’ equity was primarily driven by $26.0 million of net income for the quarter and a $4.3 million improvement in accumulated other comprehensive loss due to the tax-effected mark-to-market on available for sale securities, offset by $9.7 million in share buybacks and $4.4 million in dividends paid at $0.14 per outstanding share.

    Tangible book value per share1 was $24.33 as of June 30, 2025 compared to $23.51 as of March 31, 2025. Tangible common equity1 improved to 8.60% of tangible assets, compared to 8.73% as of March 31, 2025.

    Conference Call

    As previously announced, Amalgamated Financial Corp. will host a conference call to discuss its second quarter 2025 results today, July 24, 2025 at 11:00am (Eastern Time). The conference call can be accessed by dialing 1-877-407-9716 (domestic) or 1-201-493-6779 (international) and asking for the Amalgamated Financial Corp. Second Quarter 2025 Earnings Call. A telephonic replay will be available approximately two hours after the call and can be accessed by dialing 1-844-512-2921, or for international callers 1-412-317-6671 and providing the access code 13754662. The telephonic replay will be available until July 31, 2025.

    Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the investor relations section of the Company’s website at https://ir.amalgamatedbank.com/. The online replay will remain available for a limited time beginning immediately following the call.

    The presentation materials for the call can be accessed on the investor relations section of the Company’s website at https://ir.amalgamatedbank.com/.

    About Amalgamated Financial Corp.

    Amalgamated Financial Corp. is a Delaware public benefit corporation and a bank holding company engaged in commercial banking and financial services through its wholly-owned subsidiary, Amalgamated Bank. Amalgamated Bank is a New York-based full-service commercial bank and a chartered trust company with a combined network of five branches across New York City, Washington D.C., and San Francisco, and a commercial office in Boston. Amalgamated Bank was formed in 1923 as Amalgamated Bank of New York by the Amalgamated Clothing Workers of America, one of the country’s oldest labor unions. Amalgamated Bank provides commercial banking and trust services nationally and offers a full range of products and services to both commercial and retail customers. Amalgamated Bank is a proud member of the Global Alliance for Banking on Values and is a certified B Corporation®. As of June 30, 2025, total assets were $8.6 billion, total net loans were $4.7 billion, and total deposits were $7.7 billion. Additionally, as of June 30, 2025, the trust business held $36.5 billion in assets under custody and $15.6 billion in assets under management.

    Non-GAAP Financial Measures

    This release (and the accompanying financial information and tables) refer to certain non-GAAP financial measures including, without limitation, “Core operating revenue,” “Core non-interest expense,” “Core non-interest income,” “Core net income,” “Tangible common equity,” “Average tangible common equity,” “Core return on average assets,” “Core return on average tangible common equity,” and “Core efficiency ratio.”

    Management utilizes this information to compare operating performance for June 30, 2025 versus certain periods in 2025 and 2024 and to prepare internal projections. The Company believes these non-GAAP financial measures facilitate making period-to-period comparisons and are meaningful indications of operating performance. In addition, because intangible assets such as goodwill and other discrete items unrelated to core business, which are excluded, vary extensively from company to company, the Company believe that the presentation of this information allows investors to more easily compare results to those of other companies.

    The presentation of non-GAAP financial information, however, is not intended to be considered in isolation or as a substitute for GAAP financial measures. The Company strongly encourage readers to review the GAAP financial measures included in this release and not to place undue reliance upon any single financial measure. In addition, because non-GAAP financial measures are not standardized, it may not be possible to compare the non-GAAP financial measures presented in this release with other companies’ non-GAAP financial measures having the same or similar names. Reconciliations of non-GAAP financial disclosures to comparable GAAP measures found in this release are set forth in the final pages of this release and also may be viewed on the Company’s website, amalgamatedbank.com.

    Terminology

    Certain terms used in this release are defined as follows:

    “Core efficiency ratio” is defined as “Core non-interest expense” divided by “Core operating revenue.” The Company believes the most directly comparable performance ratio derived from GAAP financial measures is an efficiency ratio calculated by dividing total non-interest expense by the sum of net interest income and total non-interest income.

    “Core net income” is defined as net income after tax excluding gains and losses on sales of securities, ICS One-Way Sell fee income, changes in fair value on loans held-for-sale, gains on the sale of owned property, costs related to branch closures, restructuring/severance costs, acquisition costs, tax credits and accelerated depreciation on solar equity investments, and taxes on notable pre-tax items. The Company believes the most directly comparable GAAP financial measure is net income.

    “Core non-interest expense” is defined as total non-interest expense excluding costs related to branch closures, and restructuring/severance. The Company believes the most directly comparable GAAP financial measure is total non-interest expense.

    “Core non-interest income” is defined as total non-interest income excluding gains and losses on sales of securities, ICS One-Way Sell fee income, changes in fair value on loans held-for-sale, gains on the sale of owned property, and tax credits and accelerated depreciation on solar equity investments. The Company believes the most directly comparable GAAP financial measure is non-interest income.

    “Core operating revenue” is defined as total net interest income plus “core non-interest income”. The Company believes the most directly comparable GAAP financial measure is the total of net interest income and non-interest income.

    “Core return on average assets” is defined as “Core net income” divided by average total assets. The Company believes the most directly comparable performance ratio derived from GAAP financial measures is return on average assets calculated by dividing net income by average total assets.

    “Core return on average tangible common equity” is defined as “Core net income” divided by average “tangible common equity.” The Company believes the most directly comparable performance ratio derived from GAAP financial measures is return on average equity calculated by dividing net income by average total stockholders’ equity.

    “Super-core deposits” are defined as total deposits from commercial and consumer customers, with a relationship length of greater than 5 years. The Company believes the most directly comparable GAAP financial measure is total deposits.

    “Tangible assets” are defined as total assets excluding, as applicable, goodwill and core deposit intangibles. The Company believes the most directly comparable GAAP financial measure is total assets.

    “Tangible common equity”, and “Tangible book value” are defined as stockholders’ equity excluding, as applicable, minority interests, goodwill and core deposit intangibles. The Company believes that the most directly comparable GAAP financial measure is total stockholders’ equity.

    “Traditional securities” is defined as total investment securities excluding PACE assessments. The Company believes the most directly comparable GAAP financial measure is total investment securities.

    Forward-Looking Statements

    Statements included in this release that are not historical in nature are intended to be, and are hereby identified as, forward-looking statements within the meaning of the Private Securities Litigation Reform Act, Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally can be identified through the use of forward-looking terminology such as “may,” “will,” “anticipate,” “aspire,” “should,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “in the future,” “may” and “intend,” as well as other similar words and expressions of the future. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors, any or all of which could cause actual results to differ materially from the results expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to:

    1. uncertain conditions in the banking industry and in national, regional and local economies in core markets, which may have an adverse impact on business, operations and financial performance;
    2. deterioration in the financial condition of borrowers resulting in significant increases in credit losses and provisions for those losses;
    3. deposit outflows and subsequent declines in liquidity caused by factors that could include lack of confidence in the banking system, a deterioration in market conditions or the financial condition of depositors;
    4. changes in deposits, including an increase in uninsured deposits;
    5. ability to maintain sufficient liquidity to meet deposit and debt obligations as they come due, which may require that the Company sell investment securities at a loss, negatively impacting net income, earnings and capital;
    6. unfavorable conditions in the capital markets, which may cause declines in stock price and the value of investments;
    7. negative economic and political conditions that adversely affect the general economy, housing prices, the real estate market, the job market, consumer confidence, the financial condition of borrowers and consumer spending habits, which may affect, among other things, the level of non-performing assets, charge-offs and provision expense;
    8. fluctuations or unanticipated changes in the interest rate environment including changes in net interest margin or changes in the yield curve that affect investments, loans or deposits;
    9. the general decline in the real estate and lending markets, particularly in commercial real estate in the Company’s market areas, and the effects of the enactment of or changes to rent-control and other similar regulations on multi-family housing;
    10. potential implementation by the current presidential administration of a regulatory reform agenda that is significantly different from that of the prior presidential administration, impacting the rule making, supervision, examination and enforcement of the banking regulation agencies;
    11. changes in U.S. trade policies and other global political factors beyond the Company’s control, including the imposition of tariffs, which raise economic uncertainty, potentially leading to slower growth and a decrease in loan demand;
    12. the outcome of legal or regulatory proceedings that may be instituted against us;
    13. inability to achieve organic loan and deposit growth and the composition of that growth;
    14. composition of the Company’s loan portfolio, including any concentration in industries or sectors that may experience unanticipated or anticipated adverse conditions greater than other industries or sectors in the national or local economies in which the Company operates;
    15. inaccuracy of the assumptions and estimates the Company makes and policies that the Company implements in establishing the allowance for credit losses;
    16. changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments;
    17. any matter that would cause the Company to conclude that there was impairment of any asset, including intangible assets;
    18. limitations on the ability to declare and pay dividends;
    19. the impact of competition with other financial institutions, including pricing pressures and the resulting impact on results, including as a result of compression to net interest margin;
    20. increased competition for experienced members of the workforce including executives in the banking industry;
    21. a failure in or breach of operational or security systems or infrastructure, or those of third party vendors or other service providers, including as a result of unauthorized access, computer viruses, phishing schemes, spam attacks, human error, natural disasters, power loss and other security breaches;
    22. increased regulatory scrutiny and exposure from the use of “big data” techniques, machine learning, and artificial intelligence;
    23. a downgrade in the Company’s credit rating;
    24. “greenwashing claims” against the Company and environmental, social, and governance (“ESG”) products and increased scrutiny and political opposition to ESG and diversity, equity, and inclusion (“DEI”) practices;
    25. any unanticipated or greater than anticipated adverse conditions (including the possibility of earthquakes, wildfires, and other natural disasters) affecting the markets in which the Company operates;
    26. physical and transitional risks related to climate change as they impact the business and the businesses that the Company finances;
    27. future repurchase of the Company’s shares through the Company’s common stock repurchase program; and
    28. descriptions of assumptions underlying or relating to any of the foregoing.

    Additional factors which could affect the forward-looking statements can be found in the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the SEC and available on the SEC’s website at https://www.sec.gov/. The Company disclaims any obligation to update or revise any forward-looking statements contained in this release, which speak only as of the date hereof, whether as a result of new information, future events or otherwise, except as required by law.

    Investor Contact:
    Jamie Lillis
    Solebury Strategic Communications
    shareholderrelations@amalgamatedbank.com
    800-895-4172

    Consolidated Statements of Income (unaudited)

      Three Months Ended   Six Months Ended
     
      June 30,   March 31,   June 30,   June 30,
     
    ($ in thousands) 2025   2025   2024   2025   2024  
    INTEREST AND DIVIDEND INCOME                                        
    Loans $ 58,723     $ 57,843     $ 51,293     $ 116,566     $ 103,245    
    Securities   43,737       41,653       44,978       85,390       87,368    
    Interest-bearing deposits in banks   1,639       1,194       2,690       2,833       5,282    
             Total interest and dividend income   104,099       100,690       98,961       204,789       195,895    
    INTEREST EXPENSE                                        
    Deposits   30,593       28,917       28,882       59,510       54,773    
    Borrowed funds   597       1,196       887       1,793       3,893    
             Total interest expense   31,190       30,113       29,769       61,303       58,666    
    NET INTEREST INCOME   72,909       70,577       69,192       143,486       137,229    
    Provision for credit losses   4,890       596       3,161       5,486       4,749    
             Net interest income after provision for credit losses   68,019       69,981       66,031       138,000       132,480    
    NON-INTEREST INCOME                                        
    Trust Department fees   3,879       4,191       3,657       8,069       7,511    
    Service charges on deposit accounts   3,873       3,438       8,614       7,311       14,750    
    Bank-owned life insurance income   796       626       615       1,422       1,224    
    Losses on sale of securities and other assets   (1,041 )     (680 )     (2,691 )     (1,721 )     (5,465 )  
    Gain (loss) on sale of loans and changes in fair value on loans held-
    for-sale, net
      18       832       69       850       116    
    Equity method investments income (loss)   51       (2,508 )     (1,551 )     (2,458 )     521    
    Other income   449       507       545       957       830    
             Total non-interest income   8,025       6,406       9,258       14,430       19,487    
    NON-INTEREST EXPENSE                                        
    Compensation and employee benefits   23,240       23,314       23,045       46,554       45,318    
    Occupancy and depreciation   3,476       3,293       3,379       6,768       6,283    
    Professional fees   3,283       4,739       2,332       8,022       4,708    
    Technology   5,485       5,619       4,786       11,103       9,415    
    Office maintenance and depreciation   570       629       580       1,199       1,243    
    Amortization of intangible assets   144       144       182       287       365    
    Advertising and promotion   412       51       1,175       463       2,394    
    Federal deposit insurance premiums   900       900       1,050       1,800       2,100    
    Other expense   3,074       2,961       2,983       6,038       5,838    
             Total non-interest expense   40,584       41,650       39,512       82,234       77,664    
    Income before income taxes   35,460       34,737       35,777       70,196       74,303    
    Income tax expense   9,471       9,709       9,024       19,179       20,301    
             Net income $ 25,989     $ 25,028     $ 26,753     $ 51,017     $ 54,002    
    Earnings per common share – basic $ 0.85     $ 0.82     $ 0.88     $ 1.67     $ 1.77    
    Earnings per common share – diluted $ 0.84     $ 0.81     $ 0.87     $ 1.65     $ 1.75    
     

    Consolidated Statements of Financial Condition

    ($ in thousands) June 30, 2025   March 31, 2025   December 31, 2024

     
    Assets (unaudited)   (unaudited)      
    Cash and due from banks $ 4,049     $ 4,196     $ 4,042    
    Interest-bearing deposits in banks   167,017       61,518       56,707    
    Total cash and cash equivalents   171,066       65,714       60,749    
    Securities:                        
    Available for sale, at fair value                        
             Traditional securities   1,713,077       1,546,127       1,477,047    
             Property Assessed Clean Energy (“PACE”) assessments   178,247       161,147       152,011    
        1,891,324       1,707,274       1,629,058    
    Held-to-maturity, at amortized cost:                        
    Traditional securities, net of allowance for credit losses of $47, $47, and $49,
    respectively
      529,418       535,065       542,246    
    PACE assessments, net of allowance for credit losses of $657, $654, and $655,
    respectively
      1,037,220       1,038,052       1,043,959    
        1,566,638       1,573,117       1,586,205    
                             
    Loans held for sale   2,545       3,667       37,593    
    Loans receivable, net of deferred loan origination fees and costs   4,714,344       4,677,506       4,672,924    
    Allowance for credit losses   (58,998 )     (57,676 )     (60,086 )  
    Loans receivable, net   4,655,346       4,619,830       4,612,838    
                             
    Resell agreements   57,040       41,651       23,741    
    Federal Home Loan Bank of New York (“FHLBNY”) stock, at cost   5,277       4,679       15,693    
    Accrued interest receivable   55,509       55,092       61,172    
    Premises and equipment, net   8,823       7,366       6,386    
    Bank-owned life insurance   108,465       108,652       108,026    
    Right-of-use lease asset   11,379       12,477       14,231    
    Deferred tax asset, net   33,685       33,799       42,437    
    Goodwill   12,936       12,936       12,936    
    Intangible assets, net   1,200       1,343       1,487    
    Equity method investments   5,110       5,639       8,482    
    Other assets   34,995       31,991       35,858    
             Total assets $ 8,621,338     $ 8,285,227     $ 8,256,892    
    Liabilities                        
    Deposits   7,733,272       7,412,072       7,180,605    
    Borrowings   75,457       69,676       314,409    
    Operating leases   15,395       17,190       19,734    
    Other liabilities   43,230       50,293       34,490    
             Total liabilities   7,867,354       7,549,231       7,549,238    
    Stockholders’ equity                        
    Common stock, par value $0.01 per share   310       309       308    
    Additional paid-in capital   290,256       288,539       288,656    
    Retained earnings   522,405       500,783       480,144    
    Accumulated other comprehensive loss, net of income taxes   (42,982 )     (47,308 )     (58,637 )  
    Treasury stock, at cost   (16,005 )     (6,327 )     (2,817 )  
             Total stockholders’ equity   753,984       735,996       707,654    
             Total liabilities and stockholders’ equity $ 8,621,338     $ 8,285,227     $ 8,256,892    
     

    Select Financial Data

      As of and for the
    Three Months Ended
      As of and for the
    Six Months Ended

     
      June 30,   March 31,   June 30,   June 30,
     
    (Shares in thousands) 2025   2025   2024   2025   2024  
    Selected Financial Ratios and Other Data:                              
    Earnings per share                              
    Basic $ 0.85   $ 0.82   $ 0.88   $ 1.67   $ 1.77  
    Diluted   0.84     0.81     0.87     1.65     1.75  
    Core net income (non-GAAP)                              
    Basic $ 0.88   $ 0.88   $ 0.86   $ 1.77   $ 1.70  
    Diluted   0.88     0.88     0.85     1.75     1.68  
    Book value per common share (excluding minority interest) $ 24.79   $ 23.98   $ 21.09   $ 24.79   $ 21.09  
    Tangible book value per share (non-GAAP) $ 24.33   $ 23.51   $ 20.61   $ 24.33   $ 20.61  
    Common shares outstanding, par value $0.01 per share(1)   30,412     30,697     30,630     30,412     30,630  
    Weighted average common shares outstanding, basic   30,558     30,682     30,551     30,619     30,513  
    Weighted average common shares outstanding, diluted   30,758     30,946     30,832     30,872     30,789  
     
    (1) 70,000,000 shares authorized; 30,983,139, 30,940,480, and 30,743,666 shares issued for the periods ended June 30, 2025, March 31, 2025, and June 30, 2024 respectively, and 30,412,241, 30,696,940, and 30,630,386 shares outstanding for the periods ended June 30, 2025, March 31, 2025, and June 30, 2024, respectively.
     

    Select Financial Data

      As of and for the
    Three Months Ended
      As of and for the
    Six Months Ended

     
      June 30,   March 31,   June 30,   June 30,
     
      2025   2025   2024   2025   2024  
    Selected Performance Metrics:                              
    Return on average assets 1.23 %   1.22 %   1.30 %   1.23 %   1.33 %  
    Core return on average assets (non-GAAP) 1.28 %   1.33 %   1.27 %   1.30 %   1.27 %  
    Return on average equity 14.06 %   14.05 %   17.27 %   14.06 %   17.75 %  
    Core return on average tangible common equity (non-GAAP) 14.90 %   15.54 %   17.34 %   15.21 %   17.46 %  
    Average equity to average assets 8.78 %   8.71 %   7.53 %   8.75 %   7.48 %  
    Tangible common equity to tangible assets (non-GAAP) 8.60 %   8.73 %   7.66 %   8.60 %   7.66 %  
    Loan yield 5.05 %   5.00 %   4.68 %   5.03 %   4.72 %  
    Securities yield 5.11 %   5.15 %   5.22 %   5.13 %   5.21 %  
    Deposit cost 1.62 %   1.59 %   1.55 %   1.61 %   1.51 %  
    Net interest margin 3.55 %   3.55 %   3.46 %   3.55 %   3.47 %  
    Efficiency ratio (1) 50.14 %   54.10 %   50.37 %   52.07 %   49.56 %  
    Core efficiency ratio (non-GAAP) 49.21 %   52.11 %   50.80 %   50.64 %   50.60 %  
                                   
    Asset Quality Ratios:                              
    Nonaccrual loans to total loans 0.74 %   0.70 %   0.78 %   0.74 %   0.78 %  
    Nonperforming assets to total assets 0.41 %   0.41 %   0.43 %   0.41 %   0.43 %  
    Allowance for credit losses on loans to nonaccrual loans 170.02 %   175.07 %   182.83 %   170.02 %   182.83 %  
    Allowance for credit losses on loans to total loans 1.25 %   1.23 %   1.42 %   1.25 %   1.42 %  
    Annualized net charge-offs to average loans 0.30 %   0.22 %   0.25 %   0.26 %   0.22 %  
                                   
    Liquidity Ratios:                              
    2 day Liquidity Coverage of Uninsured Deposits % 96.73 %   93.75 %   100.83 %   96.73 %   100.83 %  
    Cash and Borrowing Capacity Coverage of Uninsured, Non-Supercore
    Deposits (%)
    167.94 %   163.71 %   174.24 %   167.94 %   174.24 %  
                                   
    Capital Ratios:                              
    Tier 1 leverage capital ratio 9.22 %   9.22 %   8.42 %   9.22 %   8.42 %  
    Tier 1 risk-based capital ratio 14.13 %   14.27 %   13.48 %   14.13 %   13.48 %  
    Total risk-based capital ratio 16.43 %   16.61 %   16.04 %   16.43 %   16.04 %  
    Common equity tier 1 capital ratio 14.13 %   14.27 %   13.48 %   14.13 %   13.48 %  
     
    (1) Efficiency ratio is calculated by dividing total non-interest expense by the sum of net interest income and total non-interest income.
     

    Loan and PACE Assessments Portfolio Composition

    (In thousands) At June 30, 2025   At March 31, 2025   At June 30, 2024
     
      Amount   % of total   Amount   % of total   Amount   % of total
     
    Commercial portfolio:                                          
    Commercial and industrial $ 1,196,804     25.4 %   $ 1,183,297     25.3 %   $ 1,012,400     22.6 %  
    Multifamily   1,406,193     29.8 %     1,371,950     29.4 %     1,230,545     27.5 %  
    Commercial real estate   422,068     9.0 %     409,004     8.7 %     377,484     8.4 %  
    Construction and land development   20,330     0.4 %     20,690     0.4 %     23,254     0.5 %  
    Total commercial portfolio   3,045,395     64.6 %     2,984,941     63.8 %     2,643,683     59.0 %  
                                               
    Retail portfolio:                                          
    Residential real estate lending   1,292,013     27.4 %     1,303,856     27.9 %     1,404,624     31.4 %  
    Consumer solar   345,604     7.3 %     356,601     7.6 %     385,567     8.6 %  
    Consumer and other   31,332     0.7 %     32,108     0.7 %     37,965     1.0 %  
    Total retail portfolio   1,668,949     35.4 %     1,692,565     36.2 %     1,828,156     41.0 %  
    Total loans held for investment   4,714,344     100.0 %     4,677,506     100.0 %     4,471,839     100.0 %  
                                               
    Allowance for credit losses   (58,998 )           (57,676 )           (63,444 )        
    Loans receivable, net $ 4,655,346           $ 4,619,830           $ 4,408,395          
                                               
    PACE assessments:                                          
    Available for sale, at fair value                                          
    Residential PACE assessments   178,247     14.7 %     161,147     13.4 %     112,923     9.7 %  
                                               
    Held-to-maturity, at amortized cost                                          
    Commercial PACE assessments   278,006     22.9 %     271,200     22.6 %     256,663     22.0 %  
    Residential PACE assessments   759,871     62.4 %     767,507     64.0 %     798,561     68.4 %  
    Total Held-to-maturity PACE
    assessments
      1,037,877     85.3 %     1,038,707     86.6 %     1,055,224     90.4 %  
    Total PACE assessments   1,216,124     100.0 %     1,199,854     100.0 %     1,168,147     100.0 %  
                                               
    Allowance for credit losses   (657 )           (654 )           (655 )        
    Total PACE assessments, net $ 1,215,467           $ 1,199,200           $ 1,167,492          
                                               
    Loans receivable, net and total PACE
    assessments, net as a % of Deposits
      75.9 %           78.5 %           74.9 %        
    Loans receivable, net and total PACE
    assessments, net as a % of Deposits
    excluding Brokered CDs
      75.9 %           78.5 %           76.4 %        
     

    Net Interest Income Analysis

      Three Months Ended
     
      June 30, 2025   March 31, 2025   June 30, 2024
     
    (In thousands) Average
    Balance
      Income /
    Expense
      Yield /
    Rate
      Average
    Balance
      Income /
    Expense
      Yield /
    Rate
      Average
    Balance
      Income /
    Expense
      Yield /
    Rate
     
                                                           
    Interest-earning assets:                                                      
    Interest-bearing deposits in banks $ 161,965   $ 1,639   4.06 %   $ 121,321   $ 1,194   3.99 %   $ 213,725   $ 2,690   5.06 %  
    Securities(1)   3,361,812     42,850   5.11 %     3,220,590     40,867   5.15 %     3,308,881     42,937   5.22 %  
    Resell agreements   52,621     887   6.76 %     30,169     786   10.57 %     122,618     2,041   6.69 %  
    Loans receivable, net (2)   4,659,667     58,723   5.05 %     4,695,264     57,843   5.00 %     4,406,843     51,293   4.68 %  
    Total interest-earning assets   8,236,065     104,099   5.07 %     8,067,344     100,690   5.06 %     8,052,067     98,961   4.94 %  
    Non-interest-earning assets:                                                      
    Cash and due from banks   5,622                 5,045                 6,371              
    Other assets   203,992                 220,589                 217,578              
    Total assets $ 8,445,679               $ 8,292,978               $ 8,276,016              
                                                           
    Interest-bearing liabilities:                                                      
    Savings, NOW and money market
    deposits
    $ 4,457,620   $ 28,653   2.58 %   $ 4,242,786   $ 26,806   2.56 %   $ 3,729,858   $ 24,992   2.69 %  
    Time deposits   218,835     1,940   3.56 %     232,683     2,111   3.68 %     210,565     1,898   3.63 %  
    Brokered CDs         0.00 %           0.00 %     156,086     1,992   5.13 %  
    Total interest-bearing deposits   4,676,455     30,593   2.62 %     4,475,469     28,917   2.62 %     4,096,509     28,882   2.84 %  
    Borrowings   75,741     597   3.16 %     134,340     1,196   3.61 %     104,560     887   3.41 %  
    Total interest-bearing liabilities   4,752,196     31,190   2.63 %     4,609,809     30,113   2.65 %     4,201,069     29,769   2.85 %  
    Non-interest-bearing liabilities:                                                      
    Demand and transaction deposits   2,895,845                 2,901,061                 3,390,941              
    Other liabilities   56,203                 59,728                 60,982              
    Total liabilities   7,704,244                 7,570,598                 7,652,992              
    Stockholders’ equity   741,435                 722,380                 623,024              
    Total liabilities and stockholders’
    equity
    $ 8,445,679               $ 8,292,978               $ 8,276,016              
                                                           
    Net interest income / interest rate
    spread
          $ 72,909   2.44 %         $ 70,577   2.41 %         $ 69,192   2.09 %  
    Net interest-earning assets / net
    interest margin
    $ 3,483,869         3.55 %   $ 3,457,535         3.55 %   $ 3,850,998         3.46 %  
                                                           
    Total deposits excluding Brokered
    CDs / total cost of deposits excluding
    Brokered CDs
    $ 7,572,300         1.62 %   $ 7,376,530         1.59 %   $ 7,331,364         1.48 %  
    Total deposits / total cost of deposits $ 7,572,300         1.62 %   $ 7,376,530         1.59 %   $ 7,487,450         1.55 %  
    Total funding / total cost of funds $ 7,648,041         1.64 %   $ 7,510,870         1.63 %   $ 7,592,010         1.58 %  
     
    (1) Includes Federal Home Loan Bank (FHLB) stock in the average balance, and dividend income on FHLB stock in interest income.
    (2) Includes prepayment penalty interest income in 2Q2025, 1Q2025, or 2Q2024 of $200,076, $0, and $0, respectively (in thousands).
     

    Net Interest Income Analysis

      Six Months Ended
     
      June 30, 2025   June 30, 2024
     
    (In thousands) Average
    Balance
      Income /
    Expense
      Yield /
    Rate
      Average
    Balance
      Income /
    Expense
      Yield /
    Rate
     
                                         
    Interest-earning assets:                                    
    Interest-bearing deposits in banks $ 141,756   $ 2,833   4.03 %   $ 209,547   $ 5,282   5.07 %  
    Securities   3,291,591     83,717   5.13 %     3,239,619     84,000   5.21 %  
    Resell agreements   41,457     1,673   8.14 %     100,814     3,368   6.72 %  
    Total loans, net (1)(2)   4,677,367     116,566   5.03 %     4,398,665     103,245   4.72 %  
    Total interest-earning assets   8,152,171     204,789   5.07 %     7,948,645     195,895   4.96 %  
    Non-interest-earning assets:                                    
    Cash and due from banks   5,335                 5,720              
    Other assets   212,245                 221,924              
    Total assets $ 8,369,751               $ 8,176,289              
                                         
    Interest-bearing liabilities:                                    
    Savings, NOW and money market deposits $ 4,350,797   $ 55,459   2.57 %   $ 3,660,704   $ 46,864   2.57 %  
    Time deposits   225,721     4,051   3.62 %     199,305     3,474   3.51 %  
    Brokered CDs         0.00 %     173,163     4,435   5.15 %  
    Total interest-bearing deposits   4,576,518     59,510   2.62 %     4,033,172     54,773   2.73 %  
    Borrowings   104,879     1,793   3.45 %     196,326     3,893   3.99 %  
    Total interest-bearing liabilities   4,681,397     61,303   2.64 %     4,229,498     58,666   2.79 %  
    Non-interest-bearing liabilities:                                    
    Demand and transaction deposits   2,898,439                 3,264,590              
    Other liabilities   57,955                 70,309              
    Total liabilities   7,637,791                 7,564,397              
    Stockholders’ equity   731,960                 611,892              
    Total liabilities and stockholders’ equity $ 8,369,751               $ 8,176,289              
                                         
    Net interest income / interest rate spread       $ 143,486   2.43 %         $ 137,229   2.17 %  
    Net interest-earning assets / net interest margin $ 3,470,774         3.55 %   $ 3,719,147         3.47 %  
                                         
    Total deposits excluding Brokered CDs / total cost of
    deposits excluding Brokered CDs
    $ 7,474,957         1.61 %   $ 7,124,599         1.42 %  
    Total deposits / total cost of deposits $ 7,474,957         1.61 %   $ 7,297,762         1.51 %  
    Total funding / total cost of funds $ 7,579,836         1.63 %   $ 7,494,088         1.57 %  
     
    (1) Includes Federal Home Loan Bank (FHLB) stock in the average balance, and dividend income on FHLB stock in interest income.
    (2) Includes prepayment penalty interest income in June YTD 2025 and June YTD 2024 of $200 thousand and $18 thousand, respectively.
     

    Deposit Portfolio Composition

      Three Months Ended
     
    (In thousands) June 30, 2025   March 31, 2025   June 30, 2024
     
      Ending
    Balance
      Average
    Balance
      Ending
    Balance
      Average
    Balance
      Ending
    Balance
      Average
    Balance

     
    Non-interest-bearing demand deposit accounts $ 2,810,489   $ 2,895,845   $ 2,895,757   $ 2,901,061   $ 3,445,068   $ 3,390,941  
    NOW accounts   177,494     177,312     187,078     177,827     192,452     191,253  
    Money market deposit accounts   4,216,318     3,950,346     3,772,423     3,739,548     3,093,644     3,202,365  
    Savings accounts   330,892     329,962     330,410     325,411     336,943     336,240  
    Time deposits   198,079     218,835     226,404     232,683     227,437     210,565  
    Brokered certificates of deposit (“CDs”)                   153,444     156,086  
    Total deposits $ 7,733,272   $ 7,572,300   $ 7,412,072   $ 7,376,530   $ 7,448,988   $ 7,487,450  
                                         
    Total deposits excluding Brokered CDs $ 7,733,272   $ 7,572,300   $ 7,412,072   $ 7,376,530   $ 7,295,544   $ 7,331,364  
     
      Three Months Ended
     
      June 30, 2025   March 31, 2025   June 30, 2024
     
    (In thousands) Average
    Rate
    Paid
    (1)
      Cost of
    Funds
      Average
    Rate
    Paid
    (1)
      Cost of
    Funds
      Average
    Rate
    Paid
    (1)
      Cost of
    Funds

     
                                         
    Non-interest bearing demand deposit accounts 0.00 %   0.00 %   0.00 %   0.00 %   0.00 %   0.00 %  
    NOW accounts 0.68 %   0.72 %   0.72 %   0.70 %   1.07 %   1.07 %  
    Money market deposit accounts 2.70 %   2.77 %   2.73 %   2.76 %   3.08 %   2.93 %  
    Savings accounts 1.32 %   1.30 %   1.28 %   1.28 %   1.67 %   1.37 %  
    Time deposits 3.22 %   3.56 %   3.52 %   3.68 %   3.50 %   3.63 %  
    Brokered CDs %   %   %   %   4.98 %   5.13 %  
    Total deposits 1.63 %   1.62 %   1.57 %   1.59 %   1.59 %   1.55 %  
                                         
    Interest-bearing deposits excluding Brokered CDs 2.56 %   2.62 %   2.58 %   2.62 %   2.88 %   2.74 %  
     
    (1) Average rate paid is calculated as the weighted average of spot rates on deposit accounts. Off-balance sheet deposits are excluded from all calculations shown.
     

    Asset Quality

    (In thousands) June 30, 2025   March 31, 2025   June 30, 2024
     
    Loans 90 days past due and accruing $   $   $  
    Nonaccrual loans held for sale   459     989     989  
    Nonaccrual loans – Commercial   27,501     27,872     23,778  
    Nonaccrual loans – Retail   7,199     5,072     10,924  
    Nonaccrual securities   6     7     29  
    Total nonperforming assets $ 35,165   $ 33,940   $ 35,720  
                       
    Nonaccrual loans:                  
    Commercial and industrial $ 12,501   $ 12,786   $ 8,428  
    Commercial real estate   3,893     3,979     4,231  
    Construction and land development   11,107     11,107     11,119  
    Total commercial portfolio   27,501     27,872     23,778  
                       
    Residential real estate lending   3,805     1,375     7,756  
    Consumer solar   3,193     3,479     2,794  
    Consumer and other   201     218     374  
    Total retail portfolio   7,199     5,072     10,924  
    Total nonaccrual loans $ 34,700   $ 32,944   $ 34,702  
     

    Credit Quality

      June 30, 2025   March 31, 2025   June 30, 2024
     
    ($ in thousands)                  
    Criticized and classified loans                  
    Commercial and industrial $ 64,305   $ 55,157   $ 53,940  
    Multifamily   11,324     8,540     10,242  
    Commercial real estate   3,893     3,979     8,311  
    Construction and land development   11,107     11,107     11,119  
    Residential real estate lending   3,805     1,375     7,756  
    Consumer solar   3,193     3,479     2,794  
    Consumer and other   201     218     374  
    Total loans $ 97,828   $ 83,855   $ 94,536  
     
    Criticized and classified loans to total loans                  
    Commercial and industrial 1.36 %   1.18 %   1.21 %  
    Multifamily 0.24 %   0.18 %   0.23 %  
    Commercial real estate 0.08 %   0.09 %   0.19 %  
    Construction and land development 0.24 %   0.24 %   0.25 %  
    Residential real estate lending 0.08 %   0.03 %   0.17 %  
    Consumer solar 0.07 %   0.07 %   0.06 %  
    Consumer and other %   %   0.01 %  
    Total loans 2.07 %   1.79 %   2.12 %  
     
      June 30, 2025   March 31, 2025   June 30, 2024
     
      Annualized
    net charge-
    offs
    (recoveries)
    to average
    loans
      ACL to total
    portfolio balance
      Annualized
    net charge-
    offs
    (recoveries)
    to average
    loans
      ACL to total
    portfolio balance
      Annualized
    net charge-
    offs
    (recoveries)
    to average
    loans
      ACL to total
    portfolio balance

     
    Commercial and industrial 0.32  %   1.42 %   0.28 %   1.29 %   0.32  %   1.44 %  
    Multifamily  %   0.20 %   %   0.23 %    %   0.38 %  
    Commercial real estate  %   0.49 %   %   0.39 %    %   0.40 %  
    Construction and land development  %   6.33 %   %   6.05 %    %   3.60 %  
    Residential real estate lending (0.01 )%   0.69 %   %   0.73 %   (0.18 )%   0.88 %  
    Consumer solar 2.91  %   7.26 %   1.90 %   7.01 %   2.57  %   7.00 %  
    Consumer and other 0.07  %   5.74 %   0.70 %   5.67 %   0.01  %   6.49 %  
    Total loans 0.30  %   1.25 %   0.22 %   1.23 %   0.25  %   1.42 %  
     

    Reconciliation of GAAP to Non-GAAP Financial Measures
    The information provided below presents a reconciliation of each of the non-GAAP financial measures to the most directly comparable GAAP financial measure.

      As of and for the
    Three Months Ended
      As of and for the
    Six Months Ended

     
    (in thousands) June 30, 2025   March 31, 2025   June 30, 2024   June 30, 2025   June 30, 2024
     
    Core operating revenue                                        
    Net Interest Income (GAAP) $ 72,909     $ 70,577     $ 69,192     $ 143,486     $ 137,229    
    Non-interest income (GAAP)   8,025       6,406       9,258       14,430       19,487    
    Add: Loss on Sale of Securities and Other Assets   1,041       680       2,691       1,721       5,465    
    Less: ICS One-Way Sell Fee Income(1)   (102 )     (9 )     (4,859 )     (111 )     (7,762 )  
    Less: Changes in fair value of loans held-for-sale(6)         (837 )           (837 )        
    Less: Subdebt repurchase gain(2)               (406 )           (406 )  
    Add: Tax (credits) depreciation on solar investments(3)   310       2,868       1,815       3,179       7    
    Core operating revenue (non-GAAP) $ 82,183     $ 79,685     $ 77,691       161,868       154,020    
                                             
    Core non-interest expense                                        
    Non-interest expense (GAAP) $ 40,584     $ 41,650     $ 39,512     $ 82,234     $ 77,664    
    Add: Gain on settlement of lease termination(4)                           499    
    Less: Severance costs(5)   (142 )     (125 )     (44 )     (267 )     (228 )  
    Core non-interest expense (non-GAAP) $ 40,442     $ 41,525     $ 39,468       81,967       77,935    
                                             
    Core net income                                        
    Net Income (GAAP) $ 25,989     $ 25,028     $ 26,753     $ 51,017     $ 54,002    
    Add: Loss on Sale of Securities and Other Assets   1,041       680       2,691       1,721       5,465    
    Less: ICS One-Way Sell Fee Income(1)   (102 )     (9 )     (4,859 )     (111 )     (7,762 )  
    Less: Changes in fair value of loans held-for-sale(6)         (837 )           (837 )        
    Less: Gain on settlement of lease termination(4)                           (499 )  
    Less: Subdebt repurchase gain(2)               (406 )           (406 )  
    Add: Severance costs(5)   142       125       44       267       228    
    Add: Tax (credits) depreciation on solar investments(3)   310       2,868       1,815       3,179       7    
    Less: Tax on notable items   (371 )     (731 )     180       (1,109 )     775    
    Core net income (non-GAAP) $ 27,009     $ 27,124     $ 26,218       54,127       51,810    
                                             
    Tangible common equity                                        
    Stockholders’ equity (GAAP) $ 753,984     $ 735,996     $ 646,112     $ 753,984     $ 646,112    
    Less: Minority interest               (133 )           (133 )  
    Less: Goodwill   (12,936 )     (12,936 )     (12,936 )     (12,936 )     (12,936 )  
    Less: Core deposit intangible   (1,200 )     (1,343 )     (1,852 )     (1,200 )     (1,852 )  
    Tangible common equity (non-GAAP) $ 739,848     $ 721,717     $ 631,191       739,848       631,191    
                                             
    Average tangible common equity                                        
    Average stockholders’ equity (GAAP) $ 741,435     $ 722,380     $ 623,024     $ 731,960     $ 611,892    
    Less: Minority interest               (133 )           (133 )  
    Less: Goodwill   (12,936 )     (12,936 )     (12,936 )     (12,936 )     (12,936 )  
    Less: Core deposit intangible   (1,270 )     (1,413 )     (1,941 )     (1,341 )     (2,032 )  
    Average tangible common equity (non-GAAP) $ 727,229     $ 708,031     $ 608,014       717,683       596,791    
     
    (1) Included in service charges on deposit accounts in the Consolidated Statements of Income.
    (2) Included in other income in the Consolidated Statements of Income.
    (3) Included in equity method investments income in the Consolidated Statements of Income.
    (4) Included in occupancy and depreciation in the Consolidated Statements of Income.
    (5) Included in compensation and employee benefits in the Consolidated Statements of Income.
    (6) Included in changes in fair value of loans held-for-sale in the Consolidated Statements of Income.
     

    The MIL Network

  • MIL-OSI: Amalgamated Financial Corp. Reports Second Quarter 2025 Financial Results; Solid Deposit and Loan Growth; Strong Margin at 3.55%

    Source: GlobeNewswire (MIL-OSI)

    Common Equity Tier 1 Capital Ratio of 14.13% | Tangible Book Value per Share of $24.33

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — Amalgamated Financial Corp. (the “Company” or “Amalgamated”) (Nasdaq: AMAL), the holding company for Amalgamated Bank (the “Bank”), today announced financial results for the second quarter ended June 30, 2025.

    Second Quarter 2025 Highlights (on a linked quarter basis)

    • Net income of $26.0 million, or $0.84 per diluted share, compared to $25.0 million, or $0.81 per diluted share.
    • Core net income1 of $27.0 million, or $0.88 per diluted share, compared to $27.1 million, or $0.88 per diluted share.

    Deposits and Liquidity

    • On-balance sheet deposits increased $321.2 million, or 4.3%, to $7.7 billion.
    • Excluding $112.3 million of temporary pension funding deposits received on the last day of the quarter and withdrawn on the following day, total deposits increased $208.9 million, or 2.8%, to $7.6 billion.
    • Off-balance sheet deposits were $41.4 million at the end of the quarter.
    • Political deposits increased $136.5 million, or 13%, to $1.2 billion, which includes both on and off-balance sheet deposits.
    • Average cost of deposits, increased 3 basis points to 162 basis points, where non-interest-bearing deposits comprised 36% of total deposits.

    Assets and Margin

    • Net interest margin remained unchanged at 3.55%.
    • Net interest income grew $2.3 million, or 3.3%, to $72.9 million.
    • Net loans receivable increased $35.5 million, or 0.8%, to $4.7 billion.
    • Net loans in growth mode (commercial and industrial, commercial real estate, and multifamily) increased $60.8 million or 2.1%.
    • Total PACE assessments grew $16.3 million, or 1.4%, to $1.2 billion.
    • The multifamily and commercial real estate loan portfolios totaled $1.8 billion and had a concentration of 202% to total risk based capital.

    Capital and Returns

    • Tier 1 leverage ratio remained constant at 9.22% and Common Equity Tier 1 ratio was 14.13%.
    • Tangible common equity1 ratio decreased 13 basis points to 8.60% due to a larger balance sheet.
    • Tangible book value per share1 increased $0.82, or 3.5%, to $24.33, and has increased $7.00, or 40.4% since September 2021.
    • Core return on average tangible common equity1 of 14.90% and core return on average assets1 of 1.28%.

    Share Repurchase

    • Repurchased approximately 327,000 shares, or $9.7 million of common stock, through June 30, 2025, with $30.3 million in remaining capacity under the share repurchase program approved on March 10, 2025.
    • Approximately 74,000 shares have been repurchased from July 1 through July 22, 2025.
       
    1 Definitions are presented under “Non-GAAP Financial Measures”. Reconciliations of non-GAAP financial measures to the most comparable GAAP measure are set forth on the last page of the financial information accompanying this press release and may also be found on the Company’s website, www.amalgamatedbank.com.
       

    Priscilla Sims Brown, President and Chief Executive Officer, commented, “We are achieving our results because our banking model is flexible. We have many levers we can pull to drive performance and that creates reliability and predictability for our shareholders, customers, and employees.”

    Second Quarter Earnings

    Net income was $26.0 million, or $0.84 per diluted share, compared to $25.0 million, or $0.81 per diluted share, for the prior quarter. The $1.0 million increase during the quarter was primarily driven by a scheduled $2.6 million increase in non-core income related to solar tax equity investments, a $2.3 million increase in net interest income, and a $1.1 million decrease in non-interest expense. This was partially offset by a $4.3 million increase in provision for credit losses, the effect from a $0.8 million net valuation gain on residential loans sold during the previous quarter, and a $0.4 million increase in losses on sales of securities and other assets compared to the linked quarter.

    Core net income1 was $27.0 million, or $0.88 per diluted share, compared to $27.1 million, or $0.88 per diluted share for the prior quarter. Excluded from core net income for the quarter, pre-tax, was $1.0 million of losses on the sale of securities and other assets, $0.3 million of scheduled accelerated depreciation from solar tax equity investments, $0.1 million of severance costs, and $0.1 million of ICS One-Way Sell fee income. Excluded from core net income for the first quarter of 2025, pre-tax, was $2.9 million of accelerated depreciation from solar tax equity investments, a $0.8 million net valuation gain from residential loans sold during the quarter, and $0.7 million of losses on the sale of securities.

    Net interest income was $72.9 million, compared to $70.6 million for the prior quarter. Loan interest income increased $0.9 million and loan yields increased 5 basis points despite a $35.6 million decrease in average loan balances, primarily due to completion of a residential loan pool sale in the prior quarter. In addition, commercial loan originations were offset by paydowns and payoffs on lower-yielding commercial and residential loans. Interest income on securities increased $2.0 million driven by an increase in the average balance of securities of $141.2 million despite a slight decline in securities yields of 4 basis points. Interest expense on total interest-bearing deposits increased $1.7 million driven primarily by an increase in the average balance of total interest-bearing deposits of $201.0 million, while interest-bearing deposits cost remained flat.

    Net interest margin was 3.55%, the same as the prior quarter largely due to a higher average balance of interest-bearing deposits as noted above, which resulted in a slightly higher blended cost of funds. This offset the interest income generated by the higher average balance of securities and modestly higher loan yields. Additionally, income from prepayment penalties had a one basis point impact on net interest margin in the current quarter, compared to no impact in the prior quarter.

    Provision for credit losses was an expense of $4.9 million, compared to an expense of $0.6 million in the prior quarter. The increase in the second quarter was primarily driven by a $2.3 million increase in reserve for one syndicated commercial and industrial loan as well as the macroeconomic forecasts used in the CECL model, primarily related to the consumer solar loan portfolio, which can be volatile.

    Non-interest income was $8.0 million, compared to $6.4 million in the prior quarter. Excluding all non-core income adjustments noted above, core non-interest income1 was $9.3 million, compared to $9.1 million in the prior quarter. The increase was primarily related to higher commercial banking fees, partially offset by lower income from Trust fees.

    Non-interest expense was $40.6 million, a decrease of $1.1 million from the prior quarter. Core non-interest expense1 was $40.4 million, also a decrease of $1.1 million from the prior quarter. This was mainly driven by a $1.5 million decrease in professional fees, partially offset by a $0.4 million increase in advertising expense.

    Provision for income tax expense was $9.5 million, compared to $9.7 million for the prior quarter. The effective tax rate was 26.7%, compared to 28.0% in the prior quarter. The California single-sales factor apportionment law was adopted during the quarter which resulted in an increase in the California state tax rate. A discrete tax benefit was recognized during the current quarter for the remeasurement of deferred tax assets reducing the quarterly effective tax rate. Going forward, the tax rate is expected to be 27.3%. The prior quarter effective tax rate was impacted by discrete tax items related to a city and state tax examination. Adjusted, the current quarter effective tax rate was 27.3% compared to 27.0% for the prior quarter.

    Balance Sheet Quarterly Summary

    Total assets were $8.6 billion at June 30, 2025, a $336.1 million or a 4% increase compared to $8.3 billion at March 31, 2025. On the last day of the quarter, the balance sheet was impacted by $112.3 million of temporary pension funding deposits that were withdrawn the following day. Adjusted, total assets were $8.5 billion, in line with our target for the quarter. Notable changes within individual balance sheet line items include a $177.6 million increase in securities and a $35.5 million increase in net loans receivable. On the liabilities side, on-balance sheet deposits increased by $321.2 million or $208.9 million when adjusted for the temporary deposits noted above. Off-balance sheet deposits decreased by $173.1 million in the quarter. Equity grew by $18.0 million.

    Total net loans receivable at June 30, 2025 were $4.7 billion, an increase of $35.5 million, or 0.8% for the quarter. A balanced increase in loans was primarily driven by a $34.2 million increase in multifamily loans, a $13.5 million increase in commercial and industrial loans, and a $13.1 million increase in commercial real estate loans, all in our identified growth portfolios. This was partially offset by a $11.0 million decrease in consumer solar loans, and a $11.8 million decrease in residential loans, both being non-growth portfolios. During the quarter, criticized or classified loans increased $13.9 million, largely related to the downgrades of four commercial and industrial loans totaling $9.7 million, the downgrade of one multifamily loan totaling $2.8 million, additional downgrades of small business loans totaling $1.0 million, and an increase of $2.1 million in residential and consumer substandard loans. This was partially offset by charge-offs of small business loans totaling $1.1 million, and an upgrade of one $0.1 million small business loan.

    Total on-balance sheet deposits at June 30, 2025 were $7.7 billion, an increase of $321.2 million, or 4.3%, during the quarter. Including accounts currently held off-balance sheet, deposits held by politically active customers, such as campaigns, PACs, advocacy-based organizations, and state and national party committees were $1.2 billion as of June 30, 2025, an increase of $136.5 million during the quarter. Non-interest-bearing deposits represented 38% of average total deposits and 36% of ending total deposits for the quarter, contributing to an average cost of total deposits of 162 basis points. Super-core deposits1 totaled approximately $4.2 billion, had a weighted average life of 18 years, and comprised 54% of total deposits. Total uninsured deposits were $3.9 billion, comprising 50% of total deposits.

    Nonperforming assets totaled $35.2 million, or 0.41% of period-end total assets at June 30, 2025, an increase of $1.3 million, compared with $33.9 million, or 0.41% on a linked quarter basis. The increase in nonperforming assets was primarily driven by a $2.4 million increase in residential non-accrual loans, partially offset by a $0.3 million decrease in commercial and industrial nonaccrual loans, a $0.3 million decrease in consumer solar nonaccrual loans, and a $0.5 million decrease in nonaccrual loans held for sale compared to the prior quarter.

    During the quarter, the allowance for credit losses on loans increased $1.3 million to $59.0 million. The ratio of allowance to total loans was 1.25%, an increase of 2 basis points from 1.23% in the first quarter of 2025. This is primarily due to an increase of $2.3 million in reserves for one commercial and industrial loan, along with increases in provision related to the macroeconomic forecasts used in the CECL model. The loan associated with the increased reserve is a commercial and industrial business loan to an originator of consumer loans for renewable energy efficiency improvements. During the quarter, $2.5 million of debtor-in-possession (“DIP”) financing was put in place, a portion of which was advanced and increased our outstanding exposure from $8.3 million to $9.3 million as of June 30, 2025. Additionally, during the third quarter, the remainder of the DIP financing was advanced bringing the total exposure to $10.8 million as of the date of this earnings release. While there remains collateral value, the situation with this loan is fluid and could result in further reserves as the workout progresses.

    Capital Quarterly Summary

    As of June 30, 2025, the Common Equity Tier 1 Capital ratio was 14.13%, the Total Risk-Based Capital ratio was 16.43%, and the Tier 1 Leverage Capital ratio was 9.22%, compared to 14.27%, 16.61% and 9.22%, respectively, as of March 31, 2025. Stockholders’ equity at June 30, 2025 was $754.0 million, an increase of $18.0 million during the quarter. The increase in stockholders’ equity was primarily driven by $26.0 million of net income for the quarter and a $4.3 million improvement in accumulated other comprehensive loss due to the tax-effected mark-to-market on available for sale securities, offset by $9.7 million in share buybacks and $4.4 million in dividends paid at $0.14 per outstanding share.

    Tangible book value per share1 was $24.33 as of June 30, 2025 compared to $23.51 as of March 31, 2025. Tangible common equity1 improved to 8.60% of tangible assets, compared to 8.73% as of March 31, 2025.

    Conference Call

    As previously announced, Amalgamated Financial Corp. will host a conference call to discuss its second quarter 2025 results today, July 24, 2025 at 11:00am (Eastern Time). The conference call can be accessed by dialing 1-877-407-9716 (domestic) or 1-201-493-6779 (international) and asking for the Amalgamated Financial Corp. Second Quarter 2025 Earnings Call. A telephonic replay will be available approximately two hours after the call and can be accessed by dialing 1-844-512-2921, or for international callers 1-412-317-6671 and providing the access code 13754662. The telephonic replay will be available until July 31, 2025.

    Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the investor relations section of the Company’s website at https://ir.amalgamatedbank.com/. The online replay will remain available for a limited time beginning immediately following the call.

    The presentation materials for the call can be accessed on the investor relations section of the Company’s website at https://ir.amalgamatedbank.com/.

    About Amalgamated Financial Corp.

    Amalgamated Financial Corp. is a Delaware public benefit corporation and a bank holding company engaged in commercial banking and financial services through its wholly-owned subsidiary, Amalgamated Bank. Amalgamated Bank is a New York-based full-service commercial bank and a chartered trust company with a combined network of five branches across New York City, Washington D.C., and San Francisco, and a commercial office in Boston. Amalgamated Bank was formed in 1923 as Amalgamated Bank of New York by the Amalgamated Clothing Workers of America, one of the country’s oldest labor unions. Amalgamated Bank provides commercial banking and trust services nationally and offers a full range of products and services to both commercial and retail customers. Amalgamated Bank is a proud member of the Global Alliance for Banking on Values and is a certified B Corporation®. As of June 30, 2025, total assets were $8.6 billion, total net loans were $4.7 billion, and total deposits were $7.7 billion. Additionally, as of June 30, 2025, the trust business held $36.5 billion in assets under custody and $15.6 billion in assets under management.

    Non-GAAP Financial Measures

    This release (and the accompanying financial information and tables) refer to certain non-GAAP financial measures including, without limitation, “Core operating revenue,” “Core non-interest expense,” “Core non-interest income,” “Core net income,” “Tangible common equity,” “Average tangible common equity,” “Core return on average assets,” “Core return on average tangible common equity,” and “Core efficiency ratio.”

    Management utilizes this information to compare operating performance for June 30, 2025 versus certain periods in 2025 and 2024 and to prepare internal projections. The Company believes these non-GAAP financial measures facilitate making period-to-period comparisons and are meaningful indications of operating performance. In addition, because intangible assets such as goodwill and other discrete items unrelated to core business, which are excluded, vary extensively from company to company, the Company believe that the presentation of this information allows investors to more easily compare results to those of other companies.

    The presentation of non-GAAP financial information, however, is not intended to be considered in isolation or as a substitute for GAAP financial measures. The Company strongly encourage readers to review the GAAP financial measures included in this release and not to place undue reliance upon any single financial measure. In addition, because non-GAAP financial measures are not standardized, it may not be possible to compare the non-GAAP financial measures presented in this release with other companies’ non-GAAP financial measures having the same or similar names. Reconciliations of non-GAAP financial disclosures to comparable GAAP measures found in this release are set forth in the final pages of this release and also may be viewed on the Company’s website, amalgamatedbank.com.

    Terminology

    Certain terms used in this release are defined as follows:

    “Core efficiency ratio” is defined as “Core non-interest expense” divided by “Core operating revenue.” The Company believes the most directly comparable performance ratio derived from GAAP financial measures is an efficiency ratio calculated by dividing total non-interest expense by the sum of net interest income and total non-interest income.

    “Core net income” is defined as net income after tax excluding gains and losses on sales of securities, ICS One-Way Sell fee income, changes in fair value on loans held-for-sale, gains on the sale of owned property, costs related to branch closures, restructuring/severance costs, acquisition costs, tax credits and accelerated depreciation on solar equity investments, and taxes on notable pre-tax items. The Company believes the most directly comparable GAAP financial measure is net income.

    “Core non-interest expense” is defined as total non-interest expense excluding costs related to branch closures, and restructuring/severance. The Company believes the most directly comparable GAAP financial measure is total non-interest expense.

    “Core non-interest income” is defined as total non-interest income excluding gains and losses on sales of securities, ICS One-Way Sell fee income, changes in fair value on loans held-for-sale, gains on the sale of owned property, and tax credits and accelerated depreciation on solar equity investments. The Company believes the most directly comparable GAAP financial measure is non-interest income.

    “Core operating revenue” is defined as total net interest income plus “core non-interest income”. The Company believes the most directly comparable GAAP financial measure is the total of net interest income and non-interest income.

    “Core return on average assets” is defined as “Core net income” divided by average total assets. The Company believes the most directly comparable performance ratio derived from GAAP financial measures is return on average assets calculated by dividing net income by average total assets.

    “Core return on average tangible common equity” is defined as “Core net income” divided by average “tangible common equity.” The Company believes the most directly comparable performance ratio derived from GAAP financial measures is return on average equity calculated by dividing net income by average total stockholders’ equity.

    “Super-core deposits” are defined as total deposits from commercial and consumer customers, with a relationship length of greater than 5 years. The Company believes the most directly comparable GAAP financial measure is total deposits.

    “Tangible assets” are defined as total assets excluding, as applicable, goodwill and core deposit intangibles. The Company believes the most directly comparable GAAP financial measure is total assets.

    “Tangible common equity”, and “Tangible book value” are defined as stockholders’ equity excluding, as applicable, minority interests, goodwill and core deposit intangibles. The Company believes that the most directly comparable GAAP financial measure is total stockholders’ equity.

    “Traditional securities” is defined as total investment securities excluding PACE assessments. The Company believes the most directly comparable GAAP financial measure is total investment securities.

    Forward-Looking Statements

    Statements included in this release that are not historical in nature are intended to be, and are hereby identified as, forward-looking statements within the meaning of the Private Securities Litigation Reform Act, Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally can be identified through the use of forward-looking terminology such as “may,” “will,” “anticipate,” “aspire,” “should,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “in the future,” “may” and “intend,” as well as other similar words and expressions of the future. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors, any or all of which could cause actual results to differ materially from the results expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to:

    1. uncertain conditions in the banking industry and in national, regional and local economies in core markets, which may have an adverse impact on business, operations and financial performance;
    2. deterioration in the financial condition of borrowers resulting in significant increases in credit losses and provisions for those losses;
    3. deposit outflows and subsequent declines in liquidity caused by factors that could include lack of confidence in the banking system, a deterioration in market conditions or the financial condition of depositors;
    4. changes in deposits, including an increase in uninsured deposits;
    5. ability to maintain sufficient liquidity to meet deposit and debt obligations as they come due, which may require that the Company sell investment securities at a loss, negatively impacting net income, earnings and capital;
    6. unfavorable conditions in the capital markets, which may cause declines in stock price and the value of investments;
    7. negative economic and political conditions that adversely affect the general economy, housing prices, the real estate market, the job market, consumer confidence, the financial condition of borrowers and consumer spending habits, which may affect, among other things, the level of non-performing assets, charge-offs and provision expense;
    8. fluctuations or unanticipated changes in the interest rate environment including changes in net interest margin or changes in the yield curve that affect investments, loans or deposits;
    9. the general decline in the real estate and lending markets, particularly in commercial real estate in the Company’s market areas, and the effects of the enactment of or changes to rent-control and other similar regulations on multi-family housing;
    10. potential implementation by the current presidential administration of a regulatory reform agenda that is significantly different from that of the prior presidential administration, impacting the rule making, supervision, examination and enforcement of the banking regulation agencies;
    11. changes in U.S. trade policies and other global political factors beyond the Company’s control, including the imposition of tariffs, which raise economic uncertainty, potentially leading to slower growth and a decrease in loan demand;
    12. the outcome of legal or regulatory proceedings that may be instituted against us;
    13. inability to achieve organic loan and deposit growth and the composition of that growth;
    14. composition of the Company’s loan portfolio, including any concentration in industries or sectors that may experience unanticipated or anticipated adverse conditions greater than other industries or sectors in the national or local economies in which the Company operates;
    15. inaccuracy of the assumptions and estimates the Company makes and policies that the Company implements in establishing the allowance for credit losses;
    16. changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments;
    17. any matter that would cause the Company to conclude that there was impairment of any asset, including intangible assets;
    18. limitations on the ability to declare and pay dividends;
    19. the impact of competition with other financial institutions, including pricing pressures and the resulting impact on results, including as a result of compression to net interest margin;
    20. increased competition for experienced members of the workforce including executives in the banking industry;
    21. a failure in or breach of operational or security systems or infrastructure, or those of third party vendors or other service providers, including as a result of unauthorized access, computer viruses, phishing schemes, spam attacks, human error, natural disasters, power loss and other security breaches;
    22. increased regulatory scrutiny and exposure from the use of “big data” techniques, machine learning, and artificial intelligence;
    23. a downgrade in the Company’s credit rating;
    24. “greenwashing claims” against the Company and environmental, social, and governance (“ESG”) products and increased scrutiny and political opposition to ESG and diversity, equity, and inclusion (“DEI”) practices;
    25. any unanticipated or greater than anticipated adverse conditions (including the possibility of earthquakes, wildfires, and other natural disasters) affecting the markets in which the Company operates;
    26. physical and transitional risks related to climate change as they impact the business and the businesses that the Company finances;
    27. future repurchase of the Company’s shares through the Company’s common stock repurchase program; and
    28. descriptions of assumptions underlying or relating to any of the foregoing.

    Additional factors which could affect the forward-looking statements can be found in the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the SEC and available on the SEC’s website at https://www.sec.gov/. The Company disclaims any obligation to update or revise any forward-looking statements contained in this release, which speak only as of the date hereof, whether as a result of new information, future events or otherwise, except as required by law.

    Investor Contact:
    Jamie Lillis
    Solebury Strategic Communications
    shareholderrelations@amalgamatedbank.com
    800-895-4172

    Consolidated Statements of Income (unaudited)

      Three Months Ended   Six Months Ended
     
      June 30,   March 31,   June 30,   June 30,
     
    ($ in thousands) 2025   2025   2024   2025   2024  
    INTEREST AND DIVIDEND INCOME                                        
    Loans $ 58,723     $ 57,843     $ 51,293     $ 116,566     $ 103,245    
    Securities   43,737       41,653       44,978       85,390       87,368    
    Interest-bearing deposits in banks   1,639       1,194       2,690       2,833       5,282    
             Total interest and dividend income   104,099       100,690       98,961       204,789       195,895    
    INTEREST EXPENSE                                        
    Deposits   30,593       28,917       28,882       59,510       54,773    
    Borrowed funds   597       1,196       887       1,793       3,893    
             Total interest expense   31,190       30,113       29,769       61,303       58,666    
    NET INTEREST INCOME   72,909       70,577       69,192       143,486       137,229    
    Provision for credit losses   4,890       596       3,161       5,486       4,749    
             Net interest income after provision for credit losses   68,019       69,981       66,031       138,000       132,480    
    NON-INTEREST INCOME                                        
    Trust Department fees   3,879       4,191       3,657       8,069       7,511    
    Service charges on deposit accounts   3,873       3,438       8,614       7,311       14,750    
    Bank-owned life insurance income   796       626       615       1,422       1,224    
    Losses on sale of securities and other assets   (1,041 )     (680 )     (2,691 )     (1,721 )     (5,465 )  
    Gain (loss) on sale of loans and changes in fair value on loans held-
    for-sale, net
      18       832       69       850       116    
    Equity method investments income (loss)   51       (2,508 )     (1,551 )     (2,458 )     521    
    Other income   449       507       545       957       830    
             Total non-interest income   8,025       6,406       9,258       14,430       19,487    
    NON-INTEREST EXPENSE                                        
    Compensation and employee benefits   23,240       23,314       23,045       46,554       45,318    
    Occupancy and depreciation   3,476       3,293       3,379       6,768       6,283    
    Professional fees   3,283       4,739       2,332       8,022       4,708    
    Technology   5,485       5,619       4,786       11,103       9,415    
    Office maintenance and depreciation   570       629       580       1,199       1,243    
    Amortization of intangible assets   144       144       182       287       365    
    Advertising and promotion   412       51       1,175       463       2,394    
    Federal deposit insurance premiums   900       900       1,050       1,800       2,100    
    Other expense   3,074       2,961       2,983       6,038       5,838    
             Total non-interest expense   40,584       41,650       39,512       82,234       77,664    
    Income before income taxes   35,460       34,737       35,777       70,196       74,303    
    Income tax expense   9,471       9,709       9,024       19,179       20,301    
             Net income $ 25,989     $ 25,028     $ 26,753     $ 51,017     $ 54,002    
    Earnings per common share – basic $ 0.85     $ 0.82     $ 0.88     $ 1.67     $ 1.77    
    Earnings per common share – diluted $ 0.84     $ 0.81     $ 0.87     $ 1.65     $ 1.75    
     

    Consolidated Statements of Financial Condition

    ($ in thousands) June 30, 2025   March 31, 2025   December 31, 2024

     
    Assets (unaudited)   (unaudited)      
    Cash and due from banks $ 4,049     $ 4,196     $ 4,042    
    Interest-bearing deposits in banks   167,017       61,518       56,707    
    Total cash and cash equivalents   171,066       65,714       60,749    
    Securities:                        
    Available for sale, at fair value                        
             Traditional securities   1,713,077       1,546,127       1,477,047    
             Property Assessed Clean Energy (“PACE”) assessments   178,247       161,147       152,011    
        1,891,324       1,707,274       1,629,058    
    Held-to-maturity, at amortized cost:                        
    Traditional securities, net of allowance for credit losses of $47, $47, and $49,
    respectively
      529,418       535,065       542,246    
    PACE assessments, net of allowance for credit losses of $657, $654, and $655,
    respectively
      1,037,220       1,038,052       1,043,959    
        1,566,638       1,573,117       1,586,205    
                             
    Loans held for sale   2,545       3,667       37,593    
    Loans receivable, net of deferred loan origination fees and costs   4,714,344       4,677,506       4,672,924    
    Allowance for credit losses   (58,998 )     (57,676 )     (60,086 )  
    Loans receivable, net   4,655,346       4,619,830       4,612,838    
                             
    Resell agreements   57,040       41,651       23,741    
    Federal Home Loan Bank of New York (“FHLBNY”) stock, at cost   5,277       4,679       15,693    
    Accrued interest receivable   55,509       55,092       61,172    
    Premises and equipment, net   8,823       7,366       6,386    
    Bank-owned life insurance   108,465       108,652       108,026    
    Right-of-use lease asset   11,379       12,477       14,231    
    Deferred tax asset, net   33,685       33,799       42,437    
    Goodwill   12,936       12,936       12,936    
    Intangible assets, net   1,200       1,343       1,487    
    Equity method investments   5,110       5,639       8,482    
    Other assets   34,995       31,991       35,858    
             Total assets $ 8,621,338     $ 8,285,227     $ 8,256,892    
    Liabilities                        
    Deposits   7,733,272       7,412,072       7,180,605    
    Borrowings   75,457       69,676       314,409    
    Operating leases   15,395       17,190       19,734    
    Other liabilities   43,230       50,293       34,490    
             Total liabilities   7,867,354       7,549,231       7,549,238    
    Stockholders’ equity                        
    Common stock, par value $0.01 per share   310       309       308    
    Additional paid-in capital   290,256       288,539       288,656    
    Retained earnings   522,405       500,783       480,144    
    Accumulated other comprehensive loss, net of income taxes   (42,982 )     (47,308 )     (58,637 )  
    Treasury stock, at cost   (16,005 )     (6,327 )     (2,817 )  
             Total stockholders’ equity   753,984       735,996       707,654    
             Total liabilities and stockholders’ equity $ 8,621,338     $ 8,285,227     $ 8,256,892    
     

    Select Financial Data

      As of and for the
    Three Months Ended
      As of and for the
    Six Months Ended

     
      June 30,   March 31,   June 30,   June 30,
     
    (Shares in thousands) 2025   2025   2024   2025   2024  
    Selected Financial Ratios and Other Data:                              
    Earnings per share                              
    Basic $ 0.85   $ 0.82   $ 0.88   $ 1.67   $ 1.77  
    Diluted   0.84     0.81     0.87     1.65     1.75  
    Core net income (non-GAAP)                              
    Basic $ 0.88   $ 0.88   $ 0.86   $ 1.77   $ 1.70  
    Diluted   0.88     0.88     0.85     1.75     1.68  
    Book value per common share (excluding minority interest) $ 24.79   $ 23.98   $ 21.09   $ 24.79   $ 21.09  
    Tangible book value per share (non-GAAP) $ 24.33   $ 23.51   $ 20.61   $ 24.33   $ 20.61  
    Common shares outstanding, par value $0.01 per share(1)   30,412     30,697     30,630     30,412     30,630  
    Weighted average common shares outstanding, basic   30,558     30,682     30,551     30,619     30,513  
    Weighted average common shares outstanding, diluted   30,758     30,946     30,832     30,872     30,789  
     
    (1) 70,000,000 shares authorized; 30,983,139, 30,940,480, and 30,743,666 shares issued for the periods ended June 30, 2025, March 31, 2025, and June 30, 2024 respectively, and 30,412,241, 30,696,940, and 30,630,386 shares outstanding for the periods ended June 30, 2025, March 31, 2025, and June 30, 2024, respectively.
     

    Select Financial Data

      As of and for the
    Three Months Ended
      As of and for the
    Six Months Ended

     
      June 30,   March 31,   June 30,   June 30,
     
      2025   2025   2024   2025   2024  
    Selected Performance Metrics:                              
    Return on average assets 1.23 %   1.22 %   1.30 %   1.23 %   1.33 %  
    Core return on average assets (non-GAAP) 1.28 %   1.33 %   1.27 %   1.30 %   1.27 %  
    Return on average equity 14.06 %   14.05 %   17.27 %   14.06 %   17.75 %  
    Core return on average tangible common equity (non-GAAP) 14.90 %   15.54 %   17.34 %   15.21 %   17.46 %  
    Average equity to average assets 8.78 %   8.71 %   7.53 %   8.75 %   7.48 %  
    Tangible common equity to tangible assets (non-GAAP) 8.60 %   8.73 %   7.66 %   8.60 %   7.66 %  
    Loan yield 5.05 %   5.00 %   4.68 %   5.03 %   4.72 %  
    Securities yield 5.11 %   5.15 %   5.22 %   5.13 %   5.21 %  
    Deposit cost 1.62 %   1.59 %   1.55 %   1.61 %   1.51 %  
    Net interest margin 3.55 %   3.55 %   3.46 %   3.55 %   3.47 %  
    Efficiency ratio (1) 50.14 %   54.10 %   50.37 %   52.07 %   49.56 %  
    Core efficiency ratio (non-GAAP) 49.21 %   52.11 %   50.80 %   50.64 %   50.60 %  
                                   
    Asset Quality Ratios:                              
    Nonaccrual loans to total loans 0.74 %   0.70 %   0.78 %   0.74 %   0.78 %  
    Nonperforming assets to total assets 0.41 %   0.41 %   0.43 %   0.41 %   0.43 %  
    Allowance for credit losses on loans to nonaccrual loans 170.02 %   175.07 %   182.83 %   170.02 %   182.83 %  
    Allowance for credit losses on loans to total loans 1.25 %   1.23 %   1.42 %   1.25 %   1.42 %  
    Annualized net charge-offs to average loans 0.30 %   0.22 %   0.25 %   0.26 %   0.22 %  
                                   
    Liquidity Ratios:                              
    2 day Liquidity Coverage of Uninsured Deposits % 96.73 %   93.75 %   100.83 %   96.73 %   100.83 %  
    Cash and Borrowing Capacity Coverage of Uninsured, Non-Supercore
    Deposits (%)
    167.94 %   163.71 %   174.24 %   167.94 %   174.24 %  
                                   
    Capital Ratios:                              
    Tier 1 leverage capital ratio 9.22 %   9.22 %   8.42 %   9.22 %   8.42 %  
    Tier 1 risk-based capital ratio 14.13 %   14.27 %   13.48 %   14.13 %   13.48 %  
    Total risk-based capital ratio 16.43 %   16.61 %   16.04 %   16.43 %   16.04 %  
    Common equity tier 1 capital ratio 14.13 %   14.27 %   13.48 %   14.13 %   13.48 %  
     
    (1) Efficiency ratio is calculated by dividing total non-interest expense by the sum of net interest income and total non-interest income.
     

    Loan and PACE Assessments Portfolio Composition

    (In thousands) At June 30, 2025   At March 31, 2025   At June 30, 2024
     
      Amount   % of total   Amount   % of total   Amount   % of total
     
    Commercial portfolio:                                          
    Commercial and industrial $ 1,196,804     25.4 %   $ 1,183,297     25.3 %   $ 1,012,400     22.6 %  
    Multifamily   1,406,193     29.8 %     1,371,950     29.4 %     1,230,545     27.5 %  
    Commercial real estate   422,068     9.0 %     409,004     8.7 %     377,484     8.4 %  
    Construction and land development   20,330     0.4 %     20,690     0.4 %     23,254     0.5 %  
    Total commercial portfolio   3,045,395     64.6 %     2,984,941     63.8 %     2,643,683     59.0 %  
                                               
    Retail portfolio:                                          
    Residential real estate lending   1,292,013     27.4 %     1,303,856     27.9 %     1,404,624     31.4 %  
    Consumer solar   345,604     7.3 %     356,601     7.6 %     385,567     8.6 %  
    Consumer and other   31,332     0.7 %     32,108     0.7 %     37,965     1.0 %  
    Total retail portfolio   1,668,949     35.4 %     1,692,565     36.2 %     1,828,156     41.0 %  
    Total loans held for investment   4,714,344     100.0 %     4,677,506     100.0 %     4,471,839     100.0 %  
                                               
    Allowance for credit losses   (58,998 )           (57,676 )           (63,444 )        
    Loans receivable, net $ 4,655,346           $ 4,619,830           $ 4,408,395          
                                               
    PACE assessments:                                          
    Available for sale, at fair value                                          
    Residential PACE assessments   178,247     14.7 %     161,147     13.4 %     112,923     9.7 %  
                                               
    Held-to-maturity, at amortized cost                                          
    Commercial PACE assessments   278,006     22.9 %     271,200     22.6 %     256,663     22.0 %  
    Residential PACE assessments   759,871     62.4 %     767,507     64.0 %     798,561     68.4 %  
    Total Held-to-maturity PACE
    assessments
      1,037,877     85.3 %     1,038,707     86.6 %     1,055,224     90.4 %  
    Total PACE assessments   1,216,124     100.0 %     1,199,854     100.0 %     1,168,147     100.0 %  
                                               
    Allowance for credit losses   (657 )           (654 )           (655 )        
    Total PACE assessments, net $ 1,215,467           $ 1,199,200           $ 1,167,492          
                                               
    Loans receivable, net and total PACE
    assessments, net as a % of Deposits
      75.9 %           78.5 %           74.9 %        
    Loans receivable, net and total PACE
    assessments, net as a % of Deposits
    excluding Brokered CDs
      75.9 %           78.5 %           76.4 %        
     

    Net Interest Income Analysis

      Three Months Ended
     
      June 30, 2025   March 31, 2025   June 30, 2024
     
    (In thousands) Average
    Balance
      Income /
    Expense
      Yield /
    Rate
      Average
    Balance
      Income /
    Expense
      Yield /
    Rate
      Average
    Balance
      Income /
    Expense
      Yield /
    Rate
     
                                                           
    Interest-earning assets:                                                      
    Interest-bearing deposits in banks $ 161,965   $ 1,639   4.06 %   $ 121,321   $ 1,194   3.99 %   $ 213,725   $ 2,690   5.06 %  
    Securities(1)   3,361,812     42,850   5.11 %     3,220,590     40,867   5.15 %     3,308,881     42,937   5.22 %  
    Resell agreements   52,621     887   6.76 %     30,169     786   10.57 %     122,618     2,041   6.69 %  
    Loans receivable, net (2)   4,659,667     58,723   5.05 %     4,695,264     57,843   5.00 %     4,406,843     51,293   4.68 %  
    Total interest-earning assets   8,236,065     104,099   5.07 %     8,067,344     100,690   5.06 %     8,052,067     98,961   4.94 %  
    Non-interest-earning assets:                                                      
    Cash and due from banks   5,622                 5,045                 6,371              
    Other assets   203,992                 220,589                 217,578              
    Total assets $ 8,445,679               $ 8,292,978               $ 8,276,016              
                                                           
    Interest-bearing liabilities:                                                      
    Savings, NOW and money market
    deposits
    $ 4,457,620   $ 28,653   2.58 %   $ 4,242,786   $ 26,806   2.56 %   $ 3,729,858   $ 24,992   2.69 %  
    Time deposits   218,835     1,940   3.56 %     232,683     2,111   3.68 %     210,565     1,898   3.63 %  
    Brokered CDs         0.00 %           0.00 %     156,086     1,992   5.13 %  
    Total interest-bearing deposits   4,676,455     30,593   2.62 %     4,475,469     28,917   2.62 %     4,096,509     28,882   2.84 %  
    Borrowings   75,741     597   3.16 %     134,340     1,196   3.61 %     104,560     887   3.41 %  
    Total interest-bearing liabilities   4,752,196     31,190   2.63 %     4,609,809     30,113   2.65 %     4,201,069     29,769   2.85 %  
    Non-interest-bearing liabilities:                                                      
    Demand and transaction deposits   2,895,845                 2,901,061                 3,390,941              
    Other liabilities   56,203                 59,728                 60,982              
    Total liabilities   7,704,244                 7,570,598                 7,652,992              
    Stockholders’ equity   741,435                 722,380                 623,024              
    Total liabilities and stockholders’
    equity
    $ 8,445,679               $ 8,292,978               $ 8,276,016              
                                                           
    Net interest income / interest rate
    spread
          $ 72,909   2.44 %         $ 70,577   2.41 %         $ 69,192   2.09 %  
    Net interest-earning assets / net
    interest margin
    $ 3,483,869         3.55 %   $ 3,457,535         3.55 %   $ 3,850,998         3.46 %  
                                                           
    Total deposits excluding Brokered
    CDs / total cost of deposits excluding
    Brokered CDs
    $ 7,572,300         1.62 %   $ 7,376,530         1.59 %   $ 7,331,364         1.48 %  
    Total deposits / total cost of deposits $ 7,572,300         1.62 %   $ 7,376,530         1.59 %   $ 7,487,450         1.55 %  
    Total funding / total cost of funds $ 7,648,041         1.64 %   $ 7,510,870         1.63 %   $ 7,592,010         1.58 %  
     
    (1) Includes Federal Home Loan Bank (FHLB) stock in the average balance, and dividend income on FHLB stock in interest income.
    (2) Includes prepayment penalty interest income in 2Q2025, 1Q2025, or 2Q2024 of $200,076, $0, and $0, respectively (in thousands).
     

    Net Interest Income Analysis

      Six Months Ended
     
      June 30, 2025   June 30, 2024
     
    (In thousands) Average
    Balance
      Income /
    Expense
      Yield /
    Rate
      Average
    Balance
      Income /
    Expense
      Yield /
    Rate
     
                                         
    Interest-earning assets:                                    
    Interest-bearing deposits in banks $ 141,756   $ 2,833   4.03 %   $ 209,547   $ 5,282   5.07 %  
    Securities   3,291,591     83,717   5.13 %     3,239,619     84,000   5.21 %  
    Resell agreements   41,457     1,673   8.14 %     100,814     3,368   6.72 %  
    Total loans, net (1)(2)   4,677,367     116,566   5.03 %     4,398,665     103,245   4.72 %  
    Total interest-earning assets   8,152,171     204,789   5.07 %     7,948,645     195,895   4.96 %  
    Non-interest-earning assets:                                    
    Cash and due from banks   5,335                 5,720              
    Other assets   212,245                 221,924              
    Total assets $ 8,369,751               $ 8,176,289              
                                         
    Interest-bearing liabilities:                                    
    Savings, NOW and money market deposits $ 4,350,797   $ 55,459   2.57 %   $ 3,660,704   $ 46,864   2.57 %  
    Time deposits   225,721     4,051   3.62 %     199,305     3,474   3.51 %  
    Brokered CDs         0.00 %     173,163     4,435   5.15 %  
    Total interest-bearing deposits   4,576,518     59,510   2.62 %     4,033,172     54,773   2.73 %  
    Borrowings   104,879     1,793   3.45 %     196,326     3,893   3.99 %  
    Total interest-bearing liabilities   4,681,397     61,303   2.64 %     4,229,498     58,666   2.79 %  
    Non-interest-bearing liabilities:                                    
    Demand and transaction deposits   2,898,439                 3,264,590              
    Other liabilities   57,955                 70,309              
    Total liabilities   7,637,791                 7,564,397              
    Stockholders’ equity   731,960                 611,892              
    Total liabilities and stockholders’ equity $ 8,369,751               $ 8,176,289              
                                         
    Net interest income / interest rate spread       $ 143,486   2.43 %         $ 137,229   2.17 %  
    Net interest-earning assets / net interest margin $ 3,470,774         3.55 %   $ 3,719,147         3.47 %  
                                         
    Total deposits excluding Brokered CDs / total cost of
    deposits excluding Brokered CDs
    $ 7,474,957         1.61 %   $ 7,124,599         1.42 %  
    Total deposits / total cost of deposits $ 7,474,957         1.61 %   $ 7,297,762         1.51 %  
    Total funding / total cost of funds $ 7,579,836         1.63 %   $ 7,494,088         1.57 %  
     
    (1) Includes Federal Home Loan Bank (FHLB) stock in the average balance, and dividend income on FHLB stock in interest income.
    (2) Includes prepayment penalty interest income in June YTD 2025 and June YTD 2024 of $200 thousand and $18 thousand, respectively.
     

    Deposit Portfolio Composition

      Three Months Ended
     
    (In thousands) June 30, 2025   March 31, 2025   June 30, 2024
     
      Ending
    Balance
      Average
    Balance
      Ending
    Balance
      Average
    Balance
      Ending
    Balance
      Average
    Balance

     
    Non-interest-bearing demand deposit accounts $ 2,810,489   $ 2,895,845   $ 2,895,757   $ 2,901,061   $ 3,445,068   $ 3,390,941  
    NOW accounts   177,494     177,312     187,078     177,827     192,452     191,253  
    Money market deposit accounts   4,216,318     3,950,346     3,772,423     3,739,548     3,093,644     3,202,365  
    Savings accounts   330,892     329,962     330,410     325,411     336,943     336,240  
    Time deposits   198,079     218,835     226,404     232,683     227,437     210,565  
    Brokered certificates of deposit (“CDs”)                   153,444     156,086  
    Total deposits $ 7,733,272   $ 7,572,300   $ 7,412,072   $ 7,376,530   $ 7,448,988   $ 7,487,450  
                                         
    Total deposits excluding Brokered CDs $ 7,733,272   $ 7,572,300   $ 7,412,072   $ 7,376,530   $ 7,295,544   $ 7,331,364  
     
      Three Months Ended
     
      June 30, 2025   March 31, 2025   June 30, 2024
     
    (In thousands) Average
    Rate
    Paid
    (1)
      Cost of
    Funds
      Average
    Rate
    Paid
    (1)
      Cost of
    Funds
      Average
    Rate
    Paid
    (1)
      Cost of
    Funds

     
                                         
    Non-interest bearing demand deposit accounts 0.00 %   0.00 %   0.00 %   0.00 %   0.00 %   0.00 %  
    NOW accounts 0.68 %   0.72 %   0.72 %   0.70 %   1.07 %   1.07 %  
    Money market deposit accounts 2.70 %   2.77 %   2.73 %   2.76 %   3.08 %   2.93 %  
    Savings accounts 1.32 %   1.30 %   1.28 %   1.28 %   1.67 %   1.37 %  
    Time deposits 3.22 %   3.56 %   3.52 %   3.68 %   3.50 %   3.63 %  
    Brokered CDs %   %   %   %   4.98 %   5.13 %  
    Total deposits 1.63 %   1.62 %   1.57 %   1.59 %   1.59 %   1.55 %  
                                         
    Interest-bearing deposits excluding Brokered CDs 2.56 %   2.62 %   2.58 %   2.62 %   2.88 %   2.74 %  
     
    (1) Average rate paid is calculated as the weighted average of spot rates on deposit accounts. Off-balance sheet deposits are excluded from all calculations shown.
     

    Asset Quality

    (In thousands) June 30, 2025   March 31, 2025   June 30, 2024
     
    Loans 90 days past due and accruing $   $   $  
    Nonaccrual loans held for sale   459     989     989  
    Nonaccrual loans – Commercial   27,501     27,872     23,778  
    Nonaccrual loans – Retail   7,199     5,072     10,924  
    Nonaccrual securities   6     7     29  
    Total nonperforming assets $ 35,165   $ 33,940   $ 35,720  
                       
    Nonaccrual loans:                  
    Commercial and industrial $ 12,501   $ 12,786   $ 8,428  
    Commercial real estate   3,893     3,979     4,231  
    Construction and land development   11,107     11,107     11,119  
    Total commercial portfolio   27,501     27,872     23,778  
                       
    Residential real estate lending   3,805     1,375     7,756  
    Consumer solar   3,193     3,479     2,794  
    Consumer and other   201     218     374  
    Total retail portfolio   7,199     5,072     10,924  
    Total nonaccrual loans $ 34,700   $ 32,944   $ 34,702  
     

    Credit Quality

      June 30, 2025   March 31, 2025   June 30, 2024
     
    ($ in thousands)                  
    Criticized and classified loans                  
    Commercial and industrial $ 64,305   $ 55,157   $ 53,940  
    Multifamily   11,324     8,540     10,242  
    Commercial real estate   3,893     3,979     8,311  
    Construction and land development   11,107     11,107     11,119  
    Residential real estate lending   3,805     1,375     7,756  
    Consumer solar   3,193     3,479     2,794  
    Consumer and other   201     218     374  
    Total loans $ 97,828   $ 83,855   $ 94,536  
     
    Criticized and classified loans to total loans                  
    Commercial and industrial 1.36 %   1.18 %   1.21 %  
    Multifamily 0.24 %   0.18 %   0.23 %  
    Commercial real estate 0.08 %   0.09 %   0.19 %  
    Construction and land development 0.24 %   0.24 %   0.25 %  
    Residential real estate lending 0.08 %   0.03 %   0.17 %  
    Consumer solar 0.07 %   0.07 %   0.06 %  
    Consumer and other %   %   0.01 %  
    Total loans 2.07 %   1.79 %   2.12 %  
     
      June 30, 2025   March 31, 2025   June 30, 2024
     
      Annualized
    net charge-
    offs
    (recoveries)
    to average
    loans
      ACL to total
    portfolio balance
      Annualized
    net charge-
    offs
    (recoveries)
    to average
    loans
      ACL to total
    portfolio balance
      Annualized
    net charge-
    offs
    (recoveries)
    to average
    loans
      ACL to total
    portfolio balance

     
    Commercial and industrial 0.32  %   1.42 %   0.28 %   1.29 %   0.32  %   1.44 %  
    Multifamily  %   0.20 %   %   0.23 %    %   0.38 %  
    Commercial real estate  %   0.49 %   %   0.39 %    %   0.40 %  
    Construction and land development  %   6.33 %   %   6.05 %    %   3.60 %  
    Residential real estate lending (0.01 )%   0.69 %   %   0.73 %   (0.18 )%   0.88 %  
    Consumer solar 2.91  %   7.26 %   1.90 %   7.01 %   2.57  %   7.00 %  
    Consumer and other 0.07  %   5.74 %   0.70 %   5.67 %   0.01  %   6.49 %  
    Total loans 0.30  %   1.25 %   0.22 %   1.23 %   0.25  %   1.42 %  
     

    Reconciliation of GAAP to Non-GAAP Financial Measures
    The information provided below presents a reconciliation of each of the non-GAAP financial measures to the most directly comparable GAAP financial measure.

      As of and for the
    Three Months Ended
      As of and for the
    Six Months Ended

     
    (in thousands) June 30, 2025   March 31, 2025   June 30, 2024   June 30, 2025   June 30, 2024
     
    Core operating revenue                                        
    Net Interest Income (GAAP) $ 72,909     $ 70,577     $ 69,192     $ 143,486     $ 137,229    
    Non-interest income (GAAP)   8,025       6,406       9,258       14,430       19,487    
    Add: Loss on Sale of Securities and Other Assets   1,041       680       2,691       1,721       5,465    
    Less: ICS One-Way Sell Fee Income(1)   (102 )     (9 )     (4,859 )     (111 )     (7,762 )  
    Less: Changes in fair value of loans held-for-sale(6)         (837 )           (837 )        
    Less: Subdebt repurchase gain(2)               (406 )           (406 )  
    Add: Tax (credits) depreciation on solar investments(3)   310       2,868       1,815       3,179       7    
    Core operating revenue (non-GAAP) $ 82,183     $ 79,685     $ 77,691       161,868       154,020    
                                             
    Core non-interest expense                                        
    Non-interest expense (GAAP) $ 40,584     $ 41,650     $ 39,512     $ 82,234     $ 77,664    
    Add: Gain on settlement of lease termination(4)                           499    
    Less: Severance costs(5)   (142 )     (125 )     (44 )     (267 )     (228 )  
    Core non-interest expense (non-GAAP) $ 40,442     $ 41,525     $ 39,468       81,967       77,935    
                                             
    Core net income                                        
    Net Income (GAAP) $ 25,989     $ 25,028     $ 26,753     $ 51,017     $ 54,002    
    Add: Loss on Sale of Securities and Other Assets   1,041       680       2,691       1,721       5,465    
    Less: ICS One-Way Sell Fee Income(1)   (102 )     (9 )     (4,859 )     (111 )     (7,762 )  
    Less: Changes in fair value of loans held-for-sale(6)         (837 )           (837 )        
    Less: Gain on settlement of lease termination(4)                           (499 )  
    Less: Subdebt repurchase gain(2)               (406 )           (406 )  
    Add: Severance costs(5)   142       125       44       267       228    
    Add: Tax (credits) depreciation on solar investments(3)   310       2,868       1,815       3,179       7    
    Less: Tax on notable items   (371 )     (731 )     180       (1,109 )     775    
    Core net income (non-GAAP) $ 27,009     $ 27,124     $ 26,218       54,127       51,810    
                                             
    Tangible common equity                                        
    Stockholders’ equity (GAAP) $ 753,984     $ 735,996     $ 646,112     $ 753,984     $ 646,112    
    Less: Minority interest               (133 )           (133 )  
    Less: Goodwill   (12,936 )     (12,936 )     (12,936 )     (12,936 )     (12,936 )  
    Less: Core deposit intangible   (1,200 )     (1,343 )     (1,852 )     (1,200 )     (1,852 )  
    Tangible common equity (non-GAAP) $ 739,848     $ 721,717     $ 631,191       739,848       631,191    
                                             
    Average tangible common equity                                        
    Average stockholders’ equity (GAAP) $ 741,435     $ 722,380     $ 623,024     $ 731,960     $ 611,892    
    Less: Minority interest               (133 )           (133 )  
    Less: Goodwill   (12,936 )     (12,936 )     (12,936 )     (12,936 )     (12,936 )  
    Less: Core deposit intangible   (1,270 )     (1,413 )     (1,941 )     (1,341 )     (2,032 )  
    Average tangible common equity (non-GAAP) $ 727,229     $ 708,031     $ 608,014       717,683       596,791    
     
    (1) Included in service charges on deposit accounts in the Consolidated Statements of Income.
    (2) Included in other income in the Consolidated Statements of Income.
    (3) Included in equity method investments income in the Consolidated Statements of Income.
    (4) Included in occupancy and depreciation in the Consolidated Statements of Income.
    (5) Included in compensation and employee benefits in the Consolidated Statements of Income.
    (6) Included in changes in fair value of loans held-for-sale in the Consolidated Statements of Income.
     

    The MIL Network

  • MIL-OSI: Donegal Group Inc. Announces Second Quarter and First Half 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    MARIETTA, Pa., July 24, 2025 (GLOBE NEWSWIRE) — Donegal Group Inc. (NASDAQ: DGICA) and (NASDAQ: DGICB) today reported its financial results for the second quarter and first half of 2025.

    Significant Items for Second Quarter of 2025 (all comparisons to second quarter of 2024):

    • Net premiums earned decreased 1.1% to $231.8 million
    • Combined ratio of 97.7%, compared to 103.0%
    • Net income of $16.9 million, or 46 cents per diluted Class A share, compared to $4.2 million, or 13 cents per diluted Class A share
    • Net investment gains (after tax) of $1.2 million, or 3 cents per diluted Class A share, compared to $0.6 million, or 2 cents per diluted Class A share, are included in net income
    • Annualized return on average equity of 11.3%, compared to 3.4%
    • Book value per share of $16.62 at June 30, 2025, compared to $14.48 at June 30, 2024

    Financial Summary

      Three Months Ended June 30,   Six Months Ended June 30,
        2025       2024     % Change     2025       2024     % Change
      (dollars in thousands, except per share amounts)
                           
    Income Statement Data                      
    Net premiums earned $ 231,775     $ 234,311       -1.1 %   $ 464,476     $ 462,060       0.5 %
    Investment income, net   12,540       11,068       13.3       24,524       22,041       11.3  
    Net investment gains   1,544       737       109.5       1,073       2,850       -62.4  
    Total revenues   247,148       246,773       0.2       491,953       487,913       0.8  
    Net income   16,866       4,153       306.1       42,071       10,108       316.2  
    Non-GAAP operating income1   15,647       3,571       338.2       41,224       7,857       424.7  
    Annualized return on average equity   11.3 %     3.4 %   7.9 pts     14.6 %     4.2 %   10.4 pts
                           
    Per Share Data                      
    Net income – Class A (diluted) $ 0.46     $ 0.13       253.8 %   $ 1.17     $ 0.31       277.4 %
    Net income – Class B   0.43       0.11       290.9       1.08       0.28       285.7  
    Non-GAAP operating income – Class A (diluted)   0.43       0.11       290.9       1.14       0.24       375.0  
    Non-GAAP operating income – Class B   0.40       0.10       300.0       1.06       0.22       381.8  
    Book value   16.62       14.48       14.8       16.62       14.48       14.8  
                           
                           

    1The “Definitions of Non-GAAP Financial Measures” section of this release defines and reconciles data that we prepare on an accounting basis other than U.S. generally accepted accounting principles (“GAAP”).

    Management Commentary

    Kevin G. Burke, President and Chief Executive Officer of Donegal Group Inc., stated, “We are pleased with the progress we have made and the results we delivered for both the second quarter and first half of 2025, which we believe reflect the strength of our strategic execution and underwriting discipline. A meaningful improvement in our core loss ratio for both periods underscores our commitment to disciplined risk management and sustainable profitability. As expected, net premiums written1 declined this quarter, as lower new business writings and planned attrition modestly outpaced ongoing premium rate increases and solid retention levels. As a proactive measure, we intentionally slowed new business writings in our personal lines of business to protect underwriting margins and ensure we remain focused on profitable growth opportunities. We continue to identify and pursue profitable new business opportunities in states and classes that match our objectives.

    “We reached a significant milestone in our multi-year systems modernization project with the successful deployment of our final major commercial lines systems release. During the second half of 2025, we will begin to roll out this enhanced platform on a state-by-state basis, enabling us to more effectively target and win key middle market accounts. When the rollout is completed in the first half of 2026, we will be operating on a single modern technology platform for all of our middle market and small business commercial product offerings.

    “As we look ahead, we remain focused on disciplined execution, organizational alignment and operational excellence to further strengthen our long-term competitive position and enhance value for our stockholders.”

    Insurance Operations

    Donegal Group is an insurance holding company whose insurance subsidiaries and affiliates offer property and casualty lines of insurance in three Mid-Atlantic states (Delaware, Maryland and Pennsylvania), five Southern states (Georgia, North Carolina, South Carolina, Tennessee and Virginia), eight Midwestern states (Illinois, Indiana, Iowa, Michigan, Nebraska, Ohio, South Dakota and Wisconsin) and five Southwestern states (Arizona, Colorado, New Mexico, Texas and Utah). Donegal Mutual Insurance Company and the insurance subsidiaries of Donegal Group conduct business together as the Donegal Insurance Group.

      Three Months Ended June 30,   Six Months Ended June 30,
        2025       2024     % Change     2025       2024     % Change
      (dollars in thousands)
                           
    Net Premiums Earned                      
    Commercial lines $ 138,527     $ 134,489       3.0 %   $ 274,743     $ 266,581       3.1 %
    Personal lines   93,248       99,822       -6.6       189,733       195,479       -2.9  
    Total net premiums earned $ 231,775     $ 234,311       -1.1 %   $ 464,476     $ 462,060       0.5 %
                           
    Net Premiums Written                      
    Commercial lines:                      
    Automobile $ 50,584     $ 47,089       7.4 %   $ 107,109     $ 100,603       6.5 %
    Workers’ compensation   24,243       27,591       -12.1       52,997       58,665       -9.7  
    Commercial multi-peril   56,478       55,870       1.1       117,268       113,373       3.4  
    Other   13,609       11,698       16.3       28,158       25,101       12.2  
    Total commercial lines   144,914       142,248       1.9       305,532       297,742       2.6  
    Personal lines:                      
    Automobile   52,741       62,427       -15.5       107,933       123,808       -12.8  
    Homeowners   33,590       39,608       -15.2       62,378       71,367       -12.6  
    Other   2,568       2,906       -11.6       5,062       5,714       -11.4  
    Total personal lines   88,899       104,941       -15.3       175,373       200,889       -12.7  
    Total net premiums written $ 233,813     $ 247,189       -5.4 %   $ 480,905     $ 498,631       -3.6 %
                           
                           

    Net Premiums Written

    The 5.4% decrease in net premiums written for the second quarter of 2025 compared to the second quarter of 2024, as shown in the table above, represents the net combination of a 1.9% increase in commercial lines net premiums written and a 15.3% decrease in personal lines net premiums written. The $13.3 million decrease in net premiums written for the second quarter of 2025 compared to the second quarter of 2024 included:

    • Commercial Lines: $2.7 million increase that we attribute primarily to solid retention and a continuation of renewal premium increases in lines other than workers’ compensation, offset partially by lower new business writings.
    • Personal Lines: $16.0 million decrease that we attribute primarily to planned attrition due to lower new business writings and non-renewal actions, offset partially by a continuation of renewal premium rate increases and solid retention.

    Underwriting Performance

    We evaluate the performance of our commercial lines and personal lines segments primarily based upon the underwriting results of our insurance subsidiaries as determined under statutory accounting practices. The following table presents comparative details with respect to the GAAP and statutory combined ratios1 for the three and six months ended June 30, 2025 and 2024:

      Three Months Ended   Six Months Ended
      June 30   June 30
        2025       2024       2025       2024  
                   
    GAAP Combined Ratios (Total Lines)              
    Loss ratio – core losses   50.1 %     55.0 %     52.1 %     56.8 %
    Loss ratio – weather-related losses   11.1       10.6       7.4       7.7  
    Loss ratio – large fire losses   5.2       5.3       4.3       5.9  
    Loss ratio – net prior-year reserve development   -1.3       -0.3       -2.9       -2.0  
    Loss ratio   65.1       70.6       60.9       68.4  
    Expense ratio   32.2       31.9       33.4       33.8  
    Dividend ratio   0.4       0.5       0.3       0.5  
    Combined ratio   97.7 %     103.0 %     94.6 %     102.7 %
                   
    Statutory Combined Ratios              
    Commercial lines:              
    Automobile   97.7 %     93.5 %     94.6 %     96.6 %
    Workers’ compensation   104.9       117.0       111.3       114.2  
    Commercial multi-peril   97.5       110.6       93.9       106.7  
    Other   119.8       94.3       100.6       88.3  
    Total commercial lines   101.0       104.9       97.8       103.3  
    Personal lines:              
    Automobile   79.3       95.6       82.2       97.7  
    Homeowners   115.1       103.1       99.0       102.7  
    Other   55.2       104.7       55.9       94.8  
    Total personal lines   91.7       98.6       87.5       99.4  
    Total lines   97.4 %     102.2 %     93.9 %     101.7 %
                   
                   

    Loss Ratio

    For the second quarter of 2025, the loss ratio decreased to 65.1%, compared to 70.6% for the second quarter of 2024. For the commercial lines segment, the core loss ratio, which excludes weather-related losses, large fire losses and net development of reserves for losses incurred in prior accident years, of 54.5% for the second quarter of 2025 decreased modestly from 54.8% for the second quarter of 2024. For the personal lines segment, the core loss ratio of 43.3% for the second quarter of 2025 decreased from 55.3% for the second quarter of 2024, due largely to the favorable impact of premium rate increases on net premiums earned for that segment.

    Weather-related losses were $25.8 million, or 11.1 percentage points of the loss ratio, for the second quarter of 2025, compared to $24.7 million, or 10.6 percentage points of the loss ratio, for the second quarter of 2024. Weather-related loss activity for the second quarter of 2025 was higher than our previous five-year average of $18.9 million, or 9.2 percentage points of the loss ratio, for second-quarter weather-related losses. Atlantic States Insurance Company, our largest insurance subsidiary, incurred $3.0 million in net losses from a catastrophic wind and hail loss event in April 2025, with Donegal Mutual assuming losses that subsidiary incurred from the event in excess of its retention under an intercompany catastrophe reinsurance agreement.

    Large fire losses, which we define as individual fire losses in excess of $50,000, for the second quarter of 2025 were $12.1 million, or 5.2 percentage points of the loss ratio. That amount was comparable to the large fire losses of $12.5 million, or 5.3 percentage points of the loss ratio, for the second quarter of 2024. We experienced a modest decrease in commercial property fire losses that was partially offset by a modest increase in homeowners fire losses compared to the prior-year quarter.

    Net favorable development of reserves for losses incurred in prior accident years reduced the loss ratio by 1.3 percentage points for the second quarter of 2025 and had virtually no impact for the second quarter of 2024. Our insurance subsidiaries experienced favorable development primarily in the personal automobile and homeowners lines of business, partially offset by adverse development in other commercial lines that we primarily attribute to higher-than-anticipated case reserve development.

    Expense Ratio

    The expense ratio was 32.2% for the second quarter of 2025, compared to 31.9% for the second quarter of 2024. The increase in the expense ratio primarily reflected higher underwriting-based incentive costs for agents and employees, partially offset by the favorable impact of ongoing expense management initiatives. The impact from costs that Donegal Mutual Insurance Company allocated to our insurance subsidiaries related to its ongoing systems modernization project peaked at approximately 1.3 percentage points of the full year 2024 expense ratio, and we expect that impact to subside gradually over the next several years. Allocated costs related to that project represented approximately 1.0 percentage point of the expense ratio for the second quarter of 2025, and we expect the full year 2025 expense ratio impact will also be approximately 1.0 percentage point.

    Investment Operations

    Donegal Group’s investment strategy is to generate an appropriate amount of after-tax income on its invested assets while minimizing credit risk through investment in high-quality securities. As a result, we had invested 95.4% of our consolidated investment portfolio in diversified, highly rated and marketable fixed-maturity securities at June 30, 2025.

      June 30, 2025   December 31, 2024
      Amount   %   Amount   %
      (dollars in thousands)
    Fixed maturities, at carrying value:              
    U.S. Treasury securities and obligations of U.S.            
    government corporations and agencies $ 145,585       10.2 %   $ 170,423       12.3 %
    Obligations of states and political subdivisions   424,010       29.7       409,560       29.6  
    Corporate securities   441,603       30.9       440,552       31.8  
    Mortgage-backed securities   353,639       24.7       304,459       22.0  
    Allowance for expected credit losses   (1,374 )     -0.1       (1,388 )     -0.1  
    Total fixed maturities   1,363,463       95.4       1,323,606       95.6  
    Equity securities, at fair value   41,007       2.9       36,808       2.6  
    Short-term investments, at cost   24,764       1.7       24,558       1.8  
    Total investments $ 1,429,234       100.0 %   $ 1,384,972   100.0 %
                   
    Average investment yield   3.5 %         3.3 %    
    Average tax-equivalent investment yield   3.6 %         3.4 %    
    Average fixed-maturity duration (years)   5.2           5.2      
                   
                   

    Net investment income of $12.5 million for the second quarter of 2025 increased 13.3% compared to $11.1 million for the second quarter of 2024. The increase in net investment income primarily reflected an increase in average investment yield relative to the prior-year second quarter.

    Net investment gains of $1.5 million for the second quarter of 2025 were primarily related to unrealized gains in the fair value of equity securities held at June 30, 2025, offset partially by net realized investment losses on the sale of available-for-sale fixed-maturity securities. Net investment gains of $0.7 million for the second quarter of 2024 were primarily related to unrealized gains in the fair value of equity securities held at June 30, 2024.

    Our book value per share was $16.62 at June 30, 2025, compared to $15.36 at December 31, 2024, with the increase related to net income as well as $10.7 million of after-tax unrealized gains within our available-for-sale fixed-maturity portfolio during 2025 that increased our book value by $0.31 per share, offset partially by cash dividends declared.

    Definitions of Non-GAAP Financial Measures

    We prepare our consolidated financial statements on the basis of GAAP. Our insurance subsidiaries also prepare financial statements based on statutory accounting principles state insurance regulators prescribe or permit (“SAP”). In addition to using GAAP-based performance measurements, we also utilize certain non-GAAP financial measures that we believe provide value in managing our business and for comparison to the financial results of our peers. These non-GAAP measures are net premiums written, operating income or loss and statutory combined ratio.

    Net premiums written and operating income or loss are non-GAAP financial measures investors in insurance companies commonly use. We define net premiums written as the amount of full-term premiums our insurance subsidiaries record for policies effective within a given period less premiums our insurance subsidiaries cede to reinsurers. We define operating income or loss as net income or loss excluding after-tax net investment gains or losses, after-tax restructuring charges and other significant non-recurring items. Because our calculation of operating income or loss may differ from similar measures other companies use, investors should exercise caution when comparing our measure of operating income or loss to the measure of other companies.

    The following table provides a reconciliation of net premiums earned to net premiums written for the periods indicated:

      Three Months Ended June 30,   Six Months Ended June 30,
        2025       2024     % Change     2025       2024     % Change
      (dollars in thousands)
                           
    Reconciliation of Net Premiums                      
    Earned to Net Premiums Written                      
    Net premiums earned $ 231,775     $ 234,311       -1.1 %   $ 464,476     $ 462,060       0.5 %
    Change in net unearned premiums   2,038       12,878       -84.2       16,429       36,571       -55.1  
    Net premiums written $ 233,813     $ 247,189       -5.4 %   $ 480,905     $ 498,631       -3.6 %
                           
                           

    The following table provides a reconciliation of net income to operating income for the periods indicated:

      Three Months Ended June 30,   Six Months Ended June 30,
        2025       2024     % Change     2025       2024     % Change
      (dollars in thousands, except per share amounts)
                           
    Reconciliation of Net Income                      
    to Non-GAAP Operating Income                      
    Net income $ 16,866     $ 4,153       306.1 %   $ 42,071     $ 10,108       316.2 %
    Investment gains (after tax)   (1,219 )     (582 )     109.5       (847 )     (2,251 )     -62.4  
    Non-GAAP operating income $ 15,647     $ 3,571       338.2 %   $ 41,224     $ 7,857       424.7 %
                           
    Per Share Reconciliation of Net Income                      
    to Non-GAAP Operating Income                      
    Net income – Class A (diluted) $ 0.46     $ 0.13       253.8 %   $ 1.17     $ 0.31       277.4 %
    Investment gains (after tax)   (0.03 )     (0.02 )     50.0       (0.03 )     (0.07 )     -57.1  
    Non-GAAP operating income – Class A $ 0.43     $ 0.11       290.9 %   $ 1.14     $ 0.24       375.0 %
                           
    Net income – Class B $ 0.43     $ 0.11       290.9 %   $ 1.08     $ 0.28       285.7 %
    Investment gains (after tax)   (0.03 )     (0.01 )     200.0       (0.02 )     (0.06 )     -66.7  
    Non-GAAP operating income – Class B $ 0.40     $ 0.10       300.0 %   $ 1.06     $ 0.22       381.8 %
                           
                           

    The statutory combined ratio is a non-GAAP standard measurement of underwriting profitability that is based upon amounts determined under SAP. The statutory combined ratio is the sum of:

    • the statutory loss ratio, which is the ratio of calendar-year incurred losses and loss expenses, excluding anticipated salvage and subrogation recoveries, to premiums earned;
    • the statutory expense ratio, which is the ratio of expenses incurred for net commissions, premium taxes and underwriting expenses to premiums written; and
      • the statutory dividend ratio, which is the ratio of dividends to holders of workers’ compensation policies to premiums earned.

    The statutory combined ratio does not reflect investment income, federal income taxes or other non-operating income or expense. A statutory combined ratio of less than 100% generally indicates underwriting profitability.

    Dividend Information

    On July 17, 2025, we declared a regular quarterly cash dividend of $0.1825 per share for our Class A common stock and $0.165 per share for our Class B common stock, which are payable on August 15, 2025 to stockholders of record as of the close of business on August 1, 2025.

    Pre-Recorded Webcast

    At approximately 8:30 am ET on Thursday, July 24, 2025, we will make available in the Investors section of our website a pre-recorded audio webcast featuring management commentary on our quarterly results and general business updates. You may listen to the pre-recorded webcast by accessing the link on our website at http://investors.donegalgroup.com. A supplemental investor presentation is also available via our website.

    About the Company

    Donegal Group Inc. is an insurance holding company whose insurance subsidiaries and affiliates offer property and casualty lines of insurance in certain Mid-Atlantic, Midwestern, Southern and Southwestern states. Donegal Mutual Insurance Company and the insurance subsidiaries of Donegal Group Inc. conduct business together as the Donegal Insurance Group. The Donegal Insurance Group has an A.M. Best rating of A (Excellent).

    The Class A common stock and Class B common stock of Donegal Group Inc. trade on the NASDAQ Global Select Market under the symbols DGICA and DGICB, respectively. We are focused on several primary strategies, including achieving sustained excellent financial performance, strategically modernizing our operations and processes to transform our business, capitalizing on opportunities to grow profitably and providing superior experiences to our agents, policyholders and employees.

    Safe Harbor

    We base all statements contained in this release that are not historic facts on our current expectations. Such statements are forward-looking in nature (as defined in the Private Securities Litigation Reform Act of 1995) and necessarily involve risks and uncertainties. Forward-looking statements we make may be identified by our use of words such as “will,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “seek,” “estimate” and similar expressions. Our actual results could vary materially from our forward-looking statements. The factors that could cause our actual results to vary materially from the forward-looking statements we have previously made include, but are not limited to, adverse litigation and other trends that could increase our loss costs (including social inflation, labor shortages and escalating medical, automobile and property repair costs, including due to tariffs), adverse and catastrophic weather events (including from changing climate conditions), our ability to maintain profitable operations (including our ability to underwrite risks effectively and charge adequate premium rates), the adequacy of the loss and loss expense reserves of our insurance subsidiaries, the availability and successful operation of the information technology systems our insurance subsidiaries utilize, the successful development of new information technology systems to allow our insurance subsidiaries to compete effectively, business and economic conditions in the areas in which we and our insurance subsidiaries operate, interest rates, competition from various insurance and other financial businesses, terrorism, the availability and cost of reinsurance, legal and judicial developments, changes in regulatory requirements, our ability to attract and retain independent insurance agents, changes in our A.M. Best rating and the other risks that we describe from time to time in our filings with the Securities and Exchange Commission. We disclaim any obligation to update such statements or to announce publicly the results of any revisions that we may make to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.

    Investor Relations Contacts

    Karin Daly, Vice President, The Equity Group Inc.

    Phone: (212) 836-9623
    E-mail: kdaly@theequitygroup.com

    Jeffrey D. Miller, Executive Vice President & Chief Financial Officer
    Phone: (717) 426-1931
    E-mail: investors@donegalgroup.com

    Financial Supplement

    Donegal Group Inc.
    Consolidated Statements of Income
    (unaudited; in thousands, except share data)
           
      Quarter Ended June 30,
        2025       2024  
           
    Net premiums earned $ 231,775     $ 234,311  
    Investment income, net of expenses   12,540       11,068  
    Net investment gains   1,544       737  
    Lease income   76       78  
    Installment payment fees   844       579  
    Other income, net   369        
    Total revenues   247,148       246,773  
           
    Net losses and loss expenses   150,917       165,360  
    Amortization of deferred acquisition costs   39,501       40,656  
    Other underwriting expenses   35,150       34,037  
    Policyholder dividends   819       1,187  
    Interest   337       155  
    Other expenses, net         365  
    Total expenses   226,724       241,760  
           
    Income before income tax expense   20,424       5,013  
    Income tax expense   3,558       860  
           
    Net income $ 16,866     $ 4,153  
           
    Net income per common share:      
    Class A – basic $ 0.47     $ 0.13  
    Class A – diluted $ 0.46     $ 0.13  
    Class B – basic and diluted $ 0.43     $ 0.11  
           
    Supplementary Financial Analysts’ Data      
           
    Weighted-average number of shares      
    outstanding:      
    Class A – basic   30,678,158       27,844,811  
    Class A – diluted   31,336,862       27,844,903  
    Class B – basic and diluted   5,576,775       5,576,775  
           
    Net premiums written $ 233,813     $ 247,189  
           
    Book value per common share      
    at end of period $ 16.62     $ 14.48  
           
    Annualized operating return on average equity   11.3 %     3.4 %
    Donegal Group Inc.
    Consolidated Statements of Income
    (unaudited; in thousands, except share data)
           
      Six Months Ended June 30,
        2025       2024  
           
    Net premiums earned $ 464,476     $ 462,060  
    Investment income, net of expenses   24,524       22,041  
    Net investment gains   1,073       2,850  
    Lease income   153       159  
    Installment payment fees   1,727       803  
    Total revenues   491,953       487,913  
           
    Net losses and loss expenses   282,950       316,257  
    Amortization of deferred acquisition costs   78,732       80,258  
    Other underwriting expenses   76,345       75,777  
    Policyholder dividends   1,578       2,241  
    Interest   670       309  
    Other expenses, net   93       810  
    Total expenses   440,368       475,652  
           
    Income before income tax expense   51,585       12,261  
    Income tax expense   9,514       2,153  
           
    Net income $ 42,071     $ 10,108  
           
    Net income per common share:      
    Class A – basic $ 1.19     $ 0.31  
    Class A – diluted $ 1.17     $ 0.31  
    Class B – basic and diluted $ 1.08     $ 0.28  
           
    Supplementary Financial Analysts’ Data      
           
    Weighted-average number of shares      
    outstanding:      
    Class A – basic   30,400,944       27,828,062  
    Class A – diluted   30,884,992       27,845,608  
    Class B – basic and diluted   5,576,775       5,576,775  
           
    Net premiums written $ 480,905     $ 498,631  
           
    Book value per common share      
    at end of period $ 16.62     $ 14.48  
           
    Annualized operating return on average equity   14.6 %     4.2 %
    Donegal Group Inc.
    Consolidated Balance Sheets
    (in thousands)
           
      June 30,   December 31,
        2025       2024  
      (unaudited)    
           
    ASSETS
    Investments:      
    Fixed maturities:      
    Held to maturity, at amortized cost $ 737,356     $ 705,714  
    Available for sale, at fair value   626,107       617,892  
    Equity securities, at fair value   41,007       36,808  
    Short-term investments, at cost   24,764       24,558  
    Total investments   1,429,234       1,384,972  
        57,437       52,926  
    Premiums receivable   198,885       181,107  
    Reinsurance receivable   411,125       420,742  
    Deferred policy acquisition costs   76,620       73,347  
    Prepaid reinsurance premiums   182,795       176,162  
    Other assets   51,739       46,776  
    Total assets $ 2,407,835     $ 2,336,032  
           
    LIABILITIES AND STOCKHOLDERS’ EQUITY
    Liabilities:      
    Losses and loss expenses $ 1,117,010     $ 1,120,985  
    Unearned premiums   635,538       612,476  
    Borrowings under lines of credit   35,000       35,000  
    Other liabilities   14,618       21,795  
    Total liabilities   1,802,166       1,790,256  
    Stockholders’ equity:      
    Class A common stock   339       329  
    Class B common stock   56       56  
    Additional paid-in capital   383,546       369,680  
    Accumulated other comprehensive loss   (17,517 )     (28,200 )
    Retained earnings   280,471       245,137  
    Treasury stock   (41,226 )     (41,226 )
    Total stockholders’ equity   605,669       545,776  
    Total liabilities and stockholders’ equity $ 2,407,835     $ 2,336,032  

    The MIL Network

  • MIL-OSI: Correction: Stabilization Notice – Pre Stab – Alstria HoldCo

    Source: GlobeNewswire (MIL-OSI)

    [24/07/25]

    Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.

    [Alstria HoldCo]

    Pre-stabilisation Period Announcement

    BNP Paribas (contact: Stanford Hartman telephone: 0207 595 8222 hereby gives notice, as Stabilisation Coordinator, that the Stabilisation Manager(s) named below may stabilise the offer of the following securities in accordance with Commission Delegated Regulation EU/2016/1052 under the Market Abuse Regulation (EU/596/2014).

    The securities:1  
    Issuer: ALEXANDRITE LAKE LUX HOLDINGS S.A R.L., SAVOY LUXEMBURG HOLDINGS S.A R.L
    Guarantor (if any): N.A
    Aggregate nominal amount: 300.000.000 EUR
    Description: SENIOR SECURED NOTES
    Offer price: TBC
    Other offer terms: N.A
    Stabilisation:  
    Stabilisation Manager(s) BNP PARIBAS, MS, CACIB, DB, SG, BOFA
    Stabilisation period expected to start on: 24/07/2025
    Stabilisation period expected to end no later than: 29/08/2025
    Existence, maximum size and conditions of use of over‑allotment facility: The Stabilisation Manager(s) may over‑allot the securities to the extent permitted in accordance with applicable law.
    Stabilisation trading venue: OTC

    In connection with the offer of the above securities, the Stabilisation Manager(s) may over‑allot the securities or effect transactions with a view to supporting the market price of the securities during the stabilisation period at a level higher than that which might otherwise prevail. However, stabilisation may not necessarily occur and any stabilisation action, if begun, may cease at any time. Any stabilisation action or over‑allotment shall be conducted in accordance with all applicable laws and rules.

    This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.

    This announcement and the offer of the securities to which it relates are only addressed to and directed at persons outside the United Kingdom and persons in the United Kingdom who have professional experience in matters related to investments or who are high net worth persons within Article 12(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and must not be acted on or relied on by other persons in the United Kingdom.

    In addition, if and to the extent that this announcement is communicated in, or the offer of the securities to which it relates is made in, the UK or any EEA Member State before the publication of a prospectus in relation to the securities which has been approved by the competent authority in the UK or that Member State in accordance with Regulation (EU) 2017/1129 (the “Prospectus  Regulation”) (or which has been approved by a competent authority in another Member State and notified to the competent authority in the UK or that Member State in accordance with the Prospectus Regulation), this announcement and the offer are only addressed to and directed at persons in the UK or that Member State who are qualified investors within the meaning of the Prospectus Regulation (or who are other persons to whom the offer may lawfully be addressed) and must not be acted on or relied on by other persons in the UK or that Member State.

    This announcement is not an offer of securities for sale into the United States. The securities have not been, and will not be, registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an exemption from registration. There will be no public offer of securities in the United States. 

    The MIL Network

  • MIL-OSI: TransUnion Announces Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    • Exceeded second quarter 2025 financial guidance across all key financial metrics
    • Delivered 9 percent organic constant currency revenue growth (10 percent reported) led by U.S. Financial Services
    • De-levered to 2.8x Leverage Ratio at quarter-end and repurchased $47 million shares through mid-July
    • Raising 2025 financial guidance, we now expect to deliver 6 to 7 percent revenue growth for the year on both a reported and organic constant currency basis

    CHICAGO, July 24, 2025 (GLOBE NEWSWIRE) — TransUnion (NYSE: TRU) (the “Company”) today announced financial results for the quarter ended June 30, 2025.

    Second Quarter 2025 Results

    Revenue:

    • Total revenue for the quarter was $1,140 million, an increase of 10 percent (10 percent on a constant currency basis and 9 percent on an organic constant currency basis), compared with the second quarter of 2024.

    Earnings:

    • Net income attributable to TransUnion was $110 million for the quarter, compared with $85 million for the second quarter of 2024. Diluted earnings per share was $0.56, compared with $0.44 in the second quarter of 2024. Net income attributable to TransUnion margin was 9.6 percent, compared with 8.2 percent in the second quarter of 2024.
    • Adjusted Net Income was $213 million for the quarter, compared with $193 million for the second quarter of 2024. Adjusted Diluted Earnings per Share was $1.08, compared with $0.99 in the second quarter of 2024.
    • Adjusted EBITDA was $407 million for the quarter, compared with $377 million for the second quarter of 2024, an increase of 8 percent (8 percent on a constant currency basis). Adjusted EBITDA margin was 35.7 percent, compared with 36.2 percent in the second quarter of 2024.

    “In the second quarter, TransUnion delivered strong results that again exceeded financial guidance,” said Chris Cartwright, President and CEO. “U.S. Markets revenue grew 10 percent, led by Financial Services and Insurance. International grew 6 percent on an organic constant currency basis, with India accelerating to 8 percent growth and Canada and Africa delivering double-digit growth.”

    “We are raising our 2025 guidance, reflecting strong results in the first half of the year and ongoing business momentum, balanced against continuing market uncertainty. We now expect revenue growth of 6 to 7 percent.”

    “After the last several years of investment, we are now focused on execution and value creation. Through our transformation, we now have more and better solutions than ever. We are already seeing the emerging benefits of our accelerated pace of innovation and believe we are well-positioned to drive a generation of industry-leading growth.”

    Second Quarter 2025 Segment Results

    Segment revenue and Adjusted EBITDA for the second quarter of 2025, which includes the revenue from Monevo in Consumer Interactive and United Kingdom and the corresponding Adjusted EBITDA in U.S. Markets and International, and the related growth rates compared with the second quarter of 2024 were as follows:

    (in millions) Second
    Quarter 2025
      Reported
    Growth Rate
      Constant
    Currency
    Growth Rate
      Organic
    Constant
    Currency
    Growth Rate
    U.S. Markets:              
    Financial Services $ 420   17 %   17 %   17 %
    Emerging Verticals   324   5 %   5 %   5 %
    Consumer Interactive   147   3 %   3 %   2 %
    Total U.S. Markets Revenue $ 890   10 %   10 %   10 %
                   
    U.S. Markets Adjusted EBITDA $ 337   7 %   7 %   7 %
                   
    International:              
    Canada $ 42   9 %   10 %   10 %
    Latin America   34   (1 )%   4 %   4 %
    United Kingdom   67   19 %   13 %   5 %
    Africa   18   15 %   14 %   14 %
    India   67   5 %   8 %   8 %
    Asia Pacific   24   (7 )%   (8 )%   (8 )%
    Total International Revenue $ 253   7 %   7 %   6 %
                   
    International Adjusted EBITDA $ 108   7 %   8 %   8 %
                           

    Liquidity and Capital Resources

    Cash and cash equivalents was $688 million at June 30, 2025 and $679 million at December 31, 2024.

    For the six months ended June 30, 2025, cash provided by operating activities was $344 million, compared with $349 million in 2024. The decrease in cash provided by operating activities was primarily due to higher income tax payments, the timing of accounts receivable collections and higher bonus payouts, mostly offset by improved operating performance and lower interest expense in 2025 compared with 2024. For the six months ended June 30, 2025, cash used in investing activities was $224 million, compared with $127 million in 2024. The increase in cash used in investing activities was primarily due to our acquisition of Monevo, a current year investment in a note receivable and an increase in capital expenditures. For the six months ended June 30, 2025, capital expenditures were $145 million, compared with $131 million in 2024. Capital expenditures as a percent of revenue represented 7% and 6%, respectively, for the six months ended June 30, 2025 and 2024. For the six months ended June 30, 2025, cash used in financing activities was $127 million, compared with $150 million in 2024. Cash used in financing activities was lower primarily due to higher debt repayments in 2024, partially offset by stock buybacks in 2025.

    Third Quarter and Full Year 2025 Outlook

    Our guidance is based on a number of assumptions that are subject to change, many of which are outside of the control of the Company, including general macroeconomic conditions, interest rates and inflation. There are numerous evolving factors that we may not be able to accurately predict. There can be no assurance that the Company will achieve the results expressed by this guidance.

        Three Months Ended September 30, 2025   Twelve Months Ended December 31, 2025
    (in millions, except per share data)   Low   High   Low   High
    Revenue, as reported   $ 1,115     $ 1,135     $ 4,432     $ 4,472  
    Revenue growth1:                
    As reported     3 %     5 %     6 %     7 %
    Constant currency1, 2     3 %     5 %     6 %     7 %
    Organic constant currency1, 3     2 %     4 %     6 %     7 %
                     
    Net income attributable to TransUnion   $ 78     $ 87     $ 412     $ 432  
    Net income attributable to TransUnion growth     14 %     28 %     45 %     52 %
    Net income attributable to TransUnion margin     7.0 %     7.7 %     9.3 %     9.7 %
                     
    Diluted Earnings per Share   $ 0.39     $ 0.44     $ 2.07     $ 2.18  
    Diluted Earnings per Share growth     13 %     27 %     43 %     51 %
                     
    Adjusted EBITDA, as reported5   $ 397     $ 411     $ 1,580     $ 1,610  
    Adjusted EBITDA growth, as reported4     1 %     4 %     5 %     7 %
    Adjusted EBITDA margin     35.6 %     36.2 %     35.7 %     36.0 %
                     
    Adjusted Diluted Earnings per Share5   $ 0.99     $ 1.04     $ 4.03     $ 4.14  
    Adjusted Diluted Earnings per Share growth   (5 )%     %     3 %     6 %
    1. Additional revenue growth assumptions:
      1. The impact of changing exchange rates is expected to have less than 0.5 point of headwind for Q3 2025 and less than 0.5 point of headwind for FY 2025.
      2. The impact of the recent acquisition is expected to have approximately 1 point of benefit for Q3 2025 and approximately 0.5 point of benefit for FY 2025.
      3. The impact of mortgage is expected to be approximately 2 points of benefit for Q3 2025 and 2 points of benefit for FY 2025.
      4. Constant currency growth rates assume foreign currency exchange rates are consistent between years. This allows financial results to be evaluated without the impact of fluctuations in foreign currency exchange rates.
      5. Organic constant currency growth rates are constant currency growth excluding inorganic growth. Inorganic growth represents growth attributable to the first twelve months of activity for recent business acquisitions.
      6. Additional Adjusted EBITDA assumptions:
        1. The impact of changing foreign currency exchange rates is expected to have less than 0.5 point of headwind for Q3 2025 and less than 0.5 point of headwind for FY 2025.
        2. For a reconciliation of the above non-GAAP financial measures to the most directly comparable GAAP financial measures, refer to Schedule 7 of this Earnings Release.
        3. Earnings Webcast Details

          In conjunction with this release, TransUnion will host a conference call and webcast today at 8:30 a.m. Central Time to discuss the business results for the quarter and certain forward-looking information. This session and the accompanying presentation materials may be accessed at www.transunion.com/tru. A replay of the call will also be available at this website following the conclusion of the call.

          About TransUnion (NYSE: TRU)

          TransUnion is a global information and insights company with over 13,000 associates operating in more than 30 countries. We make trust possible by ensuring each person is reliably represented in the marketplace. We do this with a Tru™ picture of each person: an actionable view of consumers, stewarded with care. Through our acquisitions and technology investments we have developed innovative solutions that extend beyond our strong foundation in core credit into areas such as marketing, fraud, risk and advanced analytics. As a result, consumers and businesses can transact with confidence and achieve great things. We call this Information for Good® — and it leads to economic opportunity, great experiences and personal empowerment for millions of people around the world.

          http://www.transunion.com/business

          Availability of Information on TransUnion’s Website

          Investors and others should note that TransUnion routinely announces material information to investors and the marketplace using SEC filings, press releases, public conference calls, webcasts and the TransUnion Investor Relations website. While not all of the information that the Company posts to the TransUnion Investor Relations website is of a material nature, some information could be deemed to be material. Accordingly, the Company encourages investors, the media and others interested in TransUnion to review the information that it shares on www.transunion.com/tru.

          Forward-Looking Statements

          This earnings release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of TransUnion’s management and are subject to significant risks and uncertainties. Actual results may differ materially from those described in the forward-looking statements. Any statements made in this earnings release that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements include information concerning possible or assumed future results of operations, including our guidance and descriptions of our business plans and strategies. These statements often include words such as “anticipate,” “expect,” “guidance,” “suggest,” “plan,” “believe,” “intend,” “estimate,” “target,” “project,” “should,” “could,” “would,” “may,” “will,” “forecast,” “outlook,” “potential,” “continues,” “seeks,” “predicts,” or the negatives of these words and other similar expressions.

          Factors that could cause actual results to differ materially from those described in the forward-looking statements, or that could materially affect our financial results or such forward-looking statements include:

        • macroeconomic effects and changes in market conditions, including the impact of tariffs, inflation, risk of recession, and industry trends and adverse developments in the debt, consumer credit and financial services markets, including the impact on the carrying value of our assets in all of the markets where we operate;
        • our ability to provide competitive services and prices;
        • our ability to retain or renew existing agreements with large or long-term customers;
        • our ability to maintain the security and integrity of our data;
        • our ability to deliver services timely without interruption;
        • our ability to maintain our access to data sources;
        • government regulation and changes in the regulatory environment;
        • litigation or regulatory proceedings;
        • our approach to the use of artificial intelligence;
        • our ability to effectively manage our costs;
        • our efforts to execute our transformation plan and achieve the anticipated benefits and savings;
        • our ability to maintain effective internal control over financial reporting or disclosure controls and procedures;
        • economic and political stability in the United States and risks associated with the international markets where we operate;
        • our ability to effectively develop and maintain strategic alliances and joint ventures;
        • our ability to timely develop new services and the market’s willingness to adopt our new services;
        • our ability to manage and expand our operations and keep up with rapidly changing technologies;
        • our ability to acquire businesses, successfully secure financing for our acquisitions, timely consummate our acquisitions, successfully integrate the operations of our acquisitions, control the costs of integrating our acquisitions and realize the intended benefits of such acquisitions;
        • our ability to protect and enforce our intellectual property, trade secrets and other forms of unpatented intellectual property;
        • our ability to defend our intellectual property from infringement claims by third parties;
        • the ability of our outside service providers and key vendors to fulfill their obligations to us;
        • further consolidation in our end-customer markets;
        • the increased availability of free or inexpensive consumer information;
        • losses against which we do not insure;
        • our ability to make timely payments of principal and interest on our indebtedness;
        • our ability to satisfy covenants in the agreements governing our indebtedness;
        • our ability to maintain our liquidity;
        • stock price volatility;
        • our dividend payments;
        • share repurchase plans;
        • dividend rate;
        • our reliance on key management personnel; and
        • changes in tax laws or adverse outcomes resulting from examination of our tax returns.

        There may be other factors, many of which are beyond our control, that may cause our actual results to differ materially from the forward-looking statements, including factors disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024, and any subsequent Quarterly Report on Form 10-Q or Current Report on Form 8-K filed with the Securities and Exchange Commission. You should evaluate all forward-looking statements made in this report in the context of these risks and uncertainties.

        The forward-looking statements contained in this earnings release speak only as of the date of this earnings release. We undertake no obligation to publicly release the result of any revisions to these forward-looking statements to reflect the impact of events or circumstances that may arise after the date of this earnings release.

        For More Information

        TRANSUNION AND SUBSIDIARIES
        Consolidated Balance Sheets (Unaudited)
        (in millions, except per share data)
         
            June 30,
        2025
          December 31,
        2024
        Assets        
        Current assets:        
        Cash and cash equivalents   $ 687.5     $ 679.5  
        Trade accounts receivable, net of allowance of $27.4 and $19.9     895.9       798.9  
        Other current assets     322.3       323.4  
        Total current assets     1,905.7       1,801.8  
        Property, plant and equipment, net of accumulated depreciation and amortization of $536.4 and $506.3     228.5       203.5  
        Goodwill     5,256.7       5,144.3  
        Other intangibles, net of accumulated amortization of $2,522.2 and $2,294.5     3,238.7       3,257.5  
        Other assets     488.1       577.7  
        Total assets   $ 11,117.7     $ 10,984.8  
        Liabilities and stockholders’ equity        
        Current liabilities:        
        Trade accounts payable   $ 345.1     $ 294.6  
        Current portion of long-term debt     76.1       70.6  
        Other current liabilities     519.9       694.4  
        Total current liabilities     941.1       1,059.6  
        Long-term debt     5,060.4       5,076.6  
        Deferred taxes     370.7       415.3  
        Other liabilities     119.3       114.5  
        Total liabilities     6,491.5       6,666.0  
        Stockholders’ equity:        
        Preferred stock, $0.01 par value; 100.0 million shares authorized; none issued or outstanding as of June 30, 2025 and December 31, 2024, respectively            
        Common stock, $0.01 par value; 1.0 billion shares authorized at June 30, 2025 and December 31, 2024, 201.4 million and 201.5 million shares issued at June 30, 2025 and December 31, 2024, respectively, and 194.8 million and 194.9 million shares outstanding as of June 30, 2025 and December 31, 2024, respectively     2.0       2.0  
        Additional paid-in capital     2,600.7       2,558.9  
        Treasury stock at cost; 6.7 million and 6.6 million shares at June 30, 2025 and December 31, 2024, respectively     (342.0 )     (334.6 )
        Retained earnings     2,571.1       2,357.9  
        Accumulated other comprehensive loss     (311.6 )     (367.2 )
        Total TransUnion stockholders’ equity     4,520.2       4,217.0  
        Noncontrolling interests     106.0       101.8  
        Total stockholders’ equity     4,626.2       4,318.8  
        Total liabilities and stockholders’ equity   $ 11,117.7     $ 10,984.8  
        TRANSUNION AND SUBSIDIARIES
        Consolidated Statements of Operations (Unaudited)
        (in millions, except per share data)
         
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Revenue   $ 1,139.7     $ 1,040.8     $ 2,235.5     $ 2,062.0  
        Operating expenses                
        Cost of services (exclusive of depreciation and amortization below)     469.9       406.7       915.5       813.0  
        Selling, general and administrative     335.0       310.8       591.8       616.4  
        Depreciation and amortization     142.7       132.9       281.6       266.9  
        Restructuring           8.1             26.3  
        Total operating expenses     947.5       858.4       1,788.9       1,722.4  
        Operating income     192.2       182.4       446.6       339.6  
        Non-operating income and (expense)                
        Interest expense     (55.7 )     (67.9 )     (111.8 )     (136.5 )
        Interest income     8.8       6.7       17.3       12.1  
        Earnings from equity method investments     5.0       4.6       9.3       9.3  
        Other income and (expense), net     6.6       (5.1 )     (10.8 )     (20.8 )
        Total non-operating income and (expense)     (35.4 )     (61.7 )     (96.0 )     (135.9 )
        Income before income taxes     156.8       120.7       350.5       203.7  
        Provision for income taxes     (44.4 )     (31.0 )     (85.4 )     (44.1 )
        Net income     112.4       89.7       265.1       159.7  
        Less: net income attributable to noncontrolling interests     (2.8 )     (4.7 )     (7.4 )     (9.5 )
        Net income attributable to TransUnion   $ 109.6     $ 85.0     $ 257.7     $ 150.1  
                         
        Basic earnings per common share from:                
        Net income attributable to TransUnion   $ 0.56     $ 0.44     $ 1.32     $ 0.77  
        Diluted earnings per common share from:                
        Net income attributable to TransUnion   $ 0.56     $ 0.44     $ 1.31     $ 0.77  
        Weighted-average shares outstanding:                
        Basic     195.0       194.2       195.0       194.2  
        Diluted     197.2       195.2       197.2       195.3  

        As a result of displaying amounts in millions, rounding differences may exist in the table above.

        TRANSUNION AND SUBSIDIARIES
        Consolidated Statements of Cash Flows (Unaudited)
        (in millions)
         
            Six Months Ended June 30,
              2025       2024  
        Cash flows from operating activities:        
        Net income   $ 265.1     $ 159.7  
        Adjustments to reconcile net income to net cash provided by operating activities:        
        Depreciation and amortization     281.6       266.9  
        Loss on repayment of loans           2.6  
        Deferred taxes     (54.1 )     (63.6 )
        Stock-based compensation     70.5       51.8  
        Other     29.1       19.5  
        Changes in assets and liabilities:        
        Trade accounts receivable     (98.4 )     (71.3 )
        Other current and long-term assets     8.0       45.1  
        Trade accounts payable     37.1       53.7  
        Other current and long-term liabilities     (195.1 )     (115.2 )
        Cash provided by operating activities     343.8       349.2  
        Cash flows from investing activities:        
        Capital expenditures     (145.4 )     (130.7 )
        Proceeds from sale/maturities of other investments     0.2        
        Investments in consolidated affiliates, net of cash acquired     (55.7 )      
        Investments in nonconsolidated affiliates and notes receivable     (25.0 )     (4.4 )
        Proceeds from the sale of investments in nonconsolidated affiliates           3.8  
        Other     2.2       4.8  
        Cash used in investing activities     (223.7 )     (126.5 )
        Cash flows from financing activities:        
        Proceeds from term loans           934.9  
        Repayments of term loans           (927.9 )
        Repayments of debt     (43.2 )     (99.4 )
        Debt financing fees           (13.5 )
        Dividends to shareholders     (45.1 )     (41.4 )
        Proceeds from issuance of common stock     10.5       12.4  
        Employee taxes paid on restricted stock units recorded as treasury stock     (7.4 )     (11.4 )
        Repurchase of common stock     (38.8 )      
        Distributions to noncontrolling interests     (3.3 )     (3.8 )
        Cash used in financing activities     (127.3 )     (150.1 )
        Effect of exchange rate changes on cash and cash equivalents     15.2       (5.6 )
        Net change in cash and cash equivalents     8.0       67.0  
        Cash and cash equivalents, beginning of period     679.5       476.2  
        Cash and cash equivalents, end of period   $ 687.5     $ 543.2  

        As a result of displaying amounts in millions, rounding differences may exist in the table above.


        TRANSUNION AND SUBSIDIARIES

        Non-GAAP Financial Measures

        We present Consolidated Adjusted EBITDA, Consolidated Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted Earnings per Share, Adjusted Provision for Income Taxes, Adjusted Effective Tax Rate and Leverage Ratio for all periods presented. These are important financial measures for the Company but are not financial measures as defined by GAAP. These financial measures should be reviewed in conjunction with the relevant GAAP financial measures and are not presented as alternative measures of GAAP. Other companies in our industry may define or calculate these measures differently than we do, limiting their usefulness as comparative measures. Because of these limitations, these non-GAAP financial measures should not be considered in isolation or as substitutes for performance measures calculated in accordance with GAAP, including operating income, operating margin, effective tax rate, net income attributable to the Company, diluted earnings per share or cash provided by operating activities. Reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measures are presented in the tables below.

        We present Consolidated Adjusted EBITDA, Consolidated Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted Earnings per Share, Adjusted Provision for Income Taxes and Adjusted Effective Tax Rate as supplemental measures of our operating performance because these measures eliminate the impact of certain items that we do not consider indicative of our cash operations and ongoing operating performance. These are measures frequently used by securities analysts, investors and other interested parties in their evaluation of the operating performance of companies similar to ours.

        Our board of directors and executive management team use Adjusted EBITDA as an incentive compensation measure for most eligible employees and Adjusted Diluted Earnings per Share as an incentive compensation measure for certain of our senior executives.

        Under the credit agreement governing our Senior Secured Credit Facility, our ability to engage in activities such as incurring additional indebtedness, making investments and paying dividends is tied to our Leverage Ratio which is partially based on Adjusted EBITDA. Investors also use our Leverage Ratio to assess our ability to service our debt and make other capital allocation decisions.

        Consolidated Adjusted EBITDA

        Management has excluded the following items from net income attributable to TransUnion in order to calculate Adjusted EBITDA for the periods presented:

        • Net interest expense is the sum of interest expense and interest income as reported on our Consolidated Statements of Operations.
        • Provision for income taxes, as reported on our Consolidated Statements of Operations.
        • Depreciation and amortization, as reported on our Consolidated Statements of Operations.
        • Stock-based compensation is used as an incentive to engage and retain our employees. It is predominantly a non-cash expense. We exclude stock-based compensation because it may not correlate to the underlying performance of our business operations during the period since it is measured at the grant date fair value and it is subject to variability as a result of performance conditions and timing of grants. These expenses are reported within cost of services and selling, general and administrative on our Consolidated Statements of Operations.
        • Operating model optimization program represents employee separation costs, facility lease exit costs and other business process optimization expenses incurred in connection with the transformation plan discussed further in “Results of Operations – Factors Affecting Our Results of Operations” in our Quarterly Report on Form 10-Q for the three months ended June 30, 2025. We exclude these expenses as we believe they are not directly correlated to the underlying performance of our business. Further, these costs will vary and may not be comparable during the transformation initiative as we progress toward an optimized operating model. These costs are reported primarily in restructuring and selling, general and administrative on our Consolidated Statements of Operations.
        • Accelerated technology investment includes Project Rise and the final phase of our technology investment announced in November 2023. Project Rise was announced in February 2020 and was originally expected to be completed in 2022. Following our acquisition of Neustar in December 2021, we recognized the opportunity to take advantage of Neustar’s capabilities to enhance and complement our cloud-based technology already under development as part of Project Rise. As a result, we extended Project Rise’s timeline to 2024 and increased the total estimated cost to approximately $240 million. In November 2023, we announced our plans to further leverage Neustar’s technology to standardize and streamline our product delivery platforms and to build a single global platform for fulfillment of our product lines. The additional investment is expected to be approximately $90 million during 2024 and 2025 and represents the final phase of the technology investment in our global technology infrastructure and core customer applications. We expect that the accelerated technology investment will fundamentally transform our technology infrastructure by implementing a global cloud-based approach to streamline product development, increase the efficiency of ongoing operations and maintenance and enable a continuous improvement approach to avoid the need for another major technology overhaul in the foreseeable future. The unique effort to build a secure, reliable and performant hybrid cloud infrastructure requires us to dedicate separate resources in order to develop the new cloud-based infrastructure in parallel with our current on-premise environment by maintaining our existing technology team to ensure no disruptions to our customers. The costs associated with the accelerated technology investment are incremental and redundant costs that will not recur after the program has been completed and are not representative of our underlying operating performance. Therefore, we believe that excluding these costs from our non-GAAP measures provides a better reflection of our ongoing cost structure. These costs are primarily reported in cost of services and therefore do not include amounts that are capitalized as internally developed software.
        • Mergers and acquisitions, divestitures and business optimization expenses are non-recurring expenses associated with specific transactions (exploratory or executed) and consist of (i) transaction and integration costs, (ii) post-acquisition adjustments to contingent consideration or to assets and liabilities that occurred after the acquisition measurement period, (iii) fair value and impairment adjustments related to investments and call and put options, including gains or losses on a step acquisition, (iv) transition services agreement income, and (v) a loss on disposal of a business. We exclude these expenses as we believe they are not directly correlated to the underlying performance of our business operations and vary depending upon the timing of such transactions. These expenses are reported in costs of services, selling, general and administrative and other income and (expenses), net, on our Consolidated Statements of Operations.
        • Net other adjustments principally relate to: (i) deferred loan fee expense from debt prepayments and refinancing, (ii) currency remeasurement on foreign operations, (iii) other debt financing expenses consisting primarily of revolving credit facility deferred financing fee amortization and commitment fees and expenses associated with ratings agencies and interest rate hedging, (iv) certain legal and regulatory expenses, net, and (v) other non-operating (income) expense. We exclude these expenses as we believe they are not directly correlated to the underlying performance of our business and create variability between periods based on the nature and timing of the expense or income. These costs are reported in selling, general and administrative and in non-operating income and expense, net as applicable based on their nature on our Consolidated Statements of Operations.

        Consolidated Adjusted EBITDA Margin

        Management defines Consolidated Adjusted EBITDA Margin as Consolidated Adjusted EBITDA divided by total revenue as reported.

        Adjusted Net Income

        Management has excluded the following items from net income attributable to TransUnion in order to calculate Adjusted Net Income for the periods presented:

        • Amortization of certain intangible assets represents non-cash amortization expenses related to assets that arose from our 2012 change in control transaction and business combinations occurring after our 2012 change in control. We exclude these expenses as we believe they are not directly correlated to the underlying performance of our business operations and vary dependent upon the timing of the transactions that give rise to these assets. Amortization of intangible assets is included in depreciation and amortization on our Consolidated Statements of Operations.
        • Stock-based compensation (see Consolidated Adjusted EBITDA above)
        • Operating model optimization program (see Consolidated Adjusted EBITDA above)
        • Accelerated technology investment (see Consolidated Adjusted EBITDA above)
        • Mergers and acquisitions, divestiture and business optimization (see Consolidated Adjusted EBITDA above)
        • Net other is consistent with the definition in Consolidated Adjusted EBITDA above except that other debt financing expenses and certain other miscellaneous income and expense that are included in the adjustment to calculate Adjusted EBITDA are excluded in the adjustment made to calculate Adjusted Net Income.
        • Total adjustments for income taxes relates to the cumulative adjustments discussed below for Adjusted Provision for Income Taxes. This adjustment is made for the reasons indicated in Adjusted Provision for Income Taxes below. Adjustments related to the provision for income taxes are included in the line item by this name on our Consolidated Statements of operations.

        Adjusted Diluted Earnings Per Share

        Management defines Adjusted Diluted Earnings per Share as Adjusted Net Income divided by the weighted-average diluted shares outstanding.

        Adjusted Provision for Income Taxes

        Management has excluded the following items from our provision for income taxes for the periods presented:

        • Tax effect of above adjustments represents the income tax effect of the adjustments related to Adjusted Net Income described above. The tax rate applied to each adjustment is based on the nature of each line item. We include the tax effect of the adjustments made to Adjusted Net Income to provide a comprehensive view of our adjusted net income.
        • Excess tax expense (benefit) for stock-based compensation is the permanent difference between expenses recognized for book purposes and expenses recognized for tax purposes, in each case related to stock-based compensation expense. We exclude this amount from the Adjusted Provision for Income Taxes in order to be consistent with the exclusion of stock-based compensation from the calculation of Adjusted Net Income.
        • Other principally relates to (i) deferred tax adjustments, including rate changes, (ii) infrequent or unusual valuation allowance adjustments, (iii) return to provision, tax authority audit adjustments, and reserves related to prior periods, and (iv) other non-recurring items. We exclude these items because they create variability that impacts comparability between periods.

        Adjusted Effective Tax Rate

        Management defines Adjusted Effective Tax Rate as Adjusted Provision for Income Taxes divided by Adjusted income before income taxes. We calculate adjusted income before income taxes by excluding the pre-tax adjustments in the calculation of Adjusted Net Income discussed above and noncontrolling interest related to these pre-tax adjustments from income before income taxes.

        Leverage Ratio

        Management defines Leverage Ratio as net debt divided by Consolidated Adjusted EBITDA for the most recent twelve-month period including twelve months of Adjusted EBITDA from significant acquisitions. Net debt is defined as total debt less cash and cash equivalents as reported on the balance sheet as of the end of the period.

        This earnings release presents constant currency growth rates assuming foreign currency exchange rates are consistent between years. This allows financial results to be evaluated without the impact of fluctuations in foreign currency exchange rates. This earnings release also presents organic constant currency growth rates, which assumes consistent foreign currency exchange rates between years and also eliminates the impact of our recent acquisitions. This allows financial results to be evaluated without the impact of fluctuations in foreign currency exchange rates and the impacts of recent acquisitions.

        Free cash flow is defined as cash provided by operating activities less capital expenditures and is a measure we may refer to.

        Refer to Schedules 1 through 7 for a reconciliation of our non-GAAP financial measures to the most directly comparable GAAP financial measure.

        SCHEDULE 1
        TRANSUNION AND SUBSIDIARIES
        Revenue and Adjusted EBITDA growth rates as Reported, CC, and Organic CC
        (Unaudited)
         
            For the Three Months Ended June 30, 2025 compared with
        the Three Months Ended June 30, 2024
          For the Six Months Ended June 30, 2025 compared with
        the Six Months Ended June 30, 2024
            Reported   CC Growth1   Inorganic   Organic CC Growth2   Reported   CC Growth1   Inorganic   Organic CC Growth2
        Revenue:                                
        Consolidated   9.5 %   9.5 %   0.7 %   8.9 %   8.4 %   8.8 %   0.3 %   8.5 %
        U.S. Markets   10.0 %   10.0 %   0.3 %   9.8 %   9.3 %   9.3 %   0.1 %   9.2 %
        Financial Services   17.1 %   17.1 %   %   17.1 %   15.9 %   15.9 %   %   15.9 %
        Emerging Verticals   4.9 %   4.9 %   %   4.9 %   5.4 %   5.4 %   %   5.4 %
        Consumer Interactive   3.3 %   3.3 %   1.5 %   1.8 %   1.3 %   1.3 %   0.7 %   0.5 %
        International   7.4 %   7.4 %   2.0 %   5.5 %   4.9 %   6.7 %   1.0 %   5.7 %
        Canada   9.0 %   10.5 %   %   10.5 %   4.8 %   8.7 %   %   8.7 %
        Latin America   (1.0 )%   4.0 %   %   4.0 %   (0.8 )%   5.5 %   %   5.5 %
        United Kingdom   18.7 %   12.6 %   8.4 %   4.6 %   13.8 %   11.0 %   4.3 %   7.0 %
        Africa   15.0 %   13.7 %   %   13.7 %   13.5 %   11.7 %   %   11.7 %
        India   4.8 %   7.6 %   %   7.6 %   0.5 %   4.0 %   %   4.0 %
        Asia Pacific   (6.8 )%   (7.7 )%   %   (7.7 )%   %   %   %   %
                                         
        Adjusted EBITDA:                                
        Consolidated   8.1 %   8.3 %   %   8.3 %   9.4 %   10.2 %   %   10.2 %
        U.S. Markets   6.8 %   6.8 %   %   6.8 %   9.4 %   9.4 %   %   9.4 %
        International   7.2 %   8.0 %   %   7.9 %   4.9 %   7.6 %   %   7.6 %
        1. Constant Currency (“CC”) growth rates assume foreign currency exchange rates are consistent between years. This allows financial results to be evaluated without the impact of fluctuations in foreign currency exchange rates.
        2. Organic CC growth rate is the CC growth rate less the inorganic growth rate.
        SCHEDULE 2
        TRANSUNION AND SUBSIDIARIES
        Consolidated and Segment Revenue, Adjusted EBITDA, and Adjusted EBITDA Margin (Unaudited)
        (dollars in millions)
         
          Three Months Ended June 30,   Six Months Ended June 30,
            2025       2024       2025       2024  
        Revenue:              
        U.S. Markets gross revenue              
        Financial Services $ 419.9     $ 358.7     $ 823.5     $ 710.4  
        Emerging Verticals   323.6       308.5       638.5       606.0  
        Consumer Interactive   146.9       142.1       285.1       281.5  
        U.S. Markets gross revenue $ 890.4     $ 809.3     $ 1,747.0     $ 1,597.8  
                       
        International gross revenue              
        Canada $ 42.3     $ 38.8     $ 80.1     $ 76.5  
        Latin America   34.1       34.5       66.9       67.4  
        United Kingdom   67.2       56.6       126.1       110.8  
        Africa   18.2       15.8       35.1       30.9  
        India   66.6       63.5       135.3       134.6  
        Asia Pacific   24.5       26.2       51.5       51.5  
        International gross revenue $ 252.9     $ 235.4     $ 495.0     $ 471.7  
                       
        Total gross revenue $ 1,143.2     $ 1,044.7     $ 2,242.1     $ 2,069.6  
                       
        Intersegment revenue eliminations              
        U.S. Markets $ (1.9 )   $ (2.4 )   $ (3.5 )   $ (4.7 )
        International   (1.6 )     (1.5 )     (3.1 )     (3.0 )
        Total intersegment revenue eliminations $ (3.5 )   $ (3.9 )   $ (6.6 )   $ (7.6 )
                       
        Total revenue as reported $ 1,139.7     $ 1,040.8     $ 2,235.5     $ 2,062.0  
                       
        Adjusted EBITDA:              
        U.S. Markets $ 337.2     $ 315.8     $ 657.4     $ 600.9  
        International   108.0       100.8       217.8       207.6  
        Corporate   (38.2 )     (40.0 )     (71.0 )     (73.8 )
        Adjusted EBITDA Margin:1              
        U.S. Markets   37.9 %     39.0 %     37.6 %     37.6 %
        International   42.7 %     42.8 %     44.0 %     44.0 %
        1. Segment Adjusted EBITDA Margins are calculated using segment gross revenue and segment Adjusted EBITDA. Consolidated Adjusted EBITDA Margin is calculated using total revenue as reported and consolidated Adjusted EBITDA.
          Three Months Ended June 30,   Six Months Ended June 30,
            2025       2024       2025       2024  
        Reconciliation of Net income attributable to TransUnion to consolidated Adjusted EBITDA:              
        Net income attributable to TransUnion $ 109.6     $ 85.0     $ 257.7     $ 150.1  
        Net interest expense   47.0       61.2       94.5       124.4  
        Provision for income taxes   44.4       31.0       85.4       44.1  
        Depreciation and amortization   142.7       132.9       281.6       266.9  
        EBITDA $ 343.7     $ 310.1     $ 719.2     $ 585.4  
        Adjustments to EBITDA:              
        Stock-based compensation   40.2       27.8       70.5       51.9  
        Mergers and acquisitions, divestitures and business optimization1   (4.6 )     0.7       13.2       9.8  
        Accelerated technology investment2   23.2       18.2       43.3       36.8  
        Operating model optimization program3   5.4       14.6       15.2       39.1  
        Net other4   (0.8 )     5.2       (57.3 )     11.7  
        Total adjustments to EBITDA $ 63.3     $ 66.5     $ 85.0     $ 149.3  
        Consolidated Adjusted EBITDA $ 407.0     $ 376.6     $ 804.1     $ 734.7  
                       
        Net income attributable to TransUnion margin   9.6 %     8.2 %     11.5 %     7.3 %
        Consolidated Adjusted EBITDA margin5   35.7 %     36.2 %     36.0 %     35.6 %

        As a result of displaying amounts in millions, rounding differences may exist in the tables above and footnotes below.

          1. Mergers and acquisitions, divestitures and business optimization consisted of the following adjustments:
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Transaction and integration costs   $ 2.9     $ 1.2     $ 8.2     $ 3.4  
        Fair value and impairment adjustments     (7.6 )     0.7       5.0       0.8  
        Post-acquisition adjustments           (1.2 )           5.7  
        Total mergers and acquisitions, divestitures and business optimization   $ (4.6 )   $ 0.7     $ 13.2     $ 9.8  
          2. Represents expenses associated with our accelerated technology investment to migrate to the cloud. There are three components of the accelerated technology investment: (i) building foundational capabilities, which includes establishing a modern, API-based and services-oriented software architecture, (ii) the migration of each application and customer data to the new enterprise platform, including the redundant software costs during the migration period, as well as the efforts to decommission the legacy system, and (iii) program enablement, which includes dedicated resources to support the planning and execution of the program. The amounts for each category of cost are as follows:
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Foundational Capabilities   $ 4.2     $ 8.3     $ 11.7     $ 15.0  
        Migration Management     19.0       8.7       31.6       18.8  
        Program Enablement           1.2             2.9  
        Total accelerated technology investment   $ 23.2     $ 18.2     $ 43.3     $ 36.8  
          3. Operating model optimization consisted of the following adjustments:
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Employee separation   $     $ 7.9     $     $ 24.6  
        Facility exit           0.2             1.7  
        Business process optimization     5.4       6.5       15.2       12.8  
        Total operating model optimization   $ 5.4     $ 14.6     $ 15.2     $ 39.1  
          4. Net other consisted of the following adjustments:
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Deferred loan fee expense from debt prepayments and refinancing   $     $ 6.0     $ (0.1 )   $ 9.1  
        Other debt financing expenses     0.6       0.6       1.1       1.1  
        Currency remeasurement on foreign operations     (1.5 )     (1.3 )     (2.1 )     1.3  
        Legal and regulatory expenses, net                 (56.0 )      
        Other non-operating (income) expense     0.2       (0.1 )     (0.1 )     0.2  
        Total other adjustments   $ (0.8 )   $ 5.2     $ (57.3 )   $ 11.7  
          5. Consolidated Adjusted EBITDA margin is calculated by dividing Consolidated Adjusted EBITDA by total revenue.
        SCHEDULE 3
        TRANSUNION AND SUBSIDIARIES
        Adjusted Net Income and Adjusted Diluted Earnings Per Share (Unaudited)
        (in millions, except per share data)
         
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Income attributable to TransUnion   $ 109.6     $ 85.0     $ 257.7     $ 150.1  
                         
        Weighted-average shares outstanding:                
        Basic     195.0       194.2       195.0       194.2  
        Diluted     197.2       195.2       197.2       195.3  
                         
        Basic earnings per common share from:                
        Net income attributable to TransUnion   $ 0.56     $ 0.44     $ 1.32     $ 0.77  
        Diluted earnings per common share from:                
        Net income attributable to TransUnion   $ 0.56     $ 0.44     $ 1.31     $ 0.77  
                         
        Reconciliation of Net income attributable to TransUnion to Adjusted Net Income:                
        Net income attributable to TransUnion   $ 109.6     $ 85.0     $ 257.7     $ 150.1  
        Adjustments before income tax items:                
        Amortization of certain intangible assets1     73.1       71.3       143.9       143.3  
        Stock-based compensation     40.2       27.8       70.5       51.9  
        Mergers and acquisitions, divestitures and business optimization2     (4.6 )     0.7       13.2       9.8  
        Accelerated technology investment3     23.2       18.2       43.3       36.8  
        Operating model optimization program4     5.4       14.6       15.2       39.1  
        Net other5     (1.5 )     4.8       (58.2 )     10.7  
        Total adjustments before income tax items   $ 135.6     $ 137.4     $ 227.9     $ 291.6  
        Total adjustments for income taxes6     (32.1 )     (29.4 )     (64.8 )     (69.7 )
        Adjusted Net Income   $ 213.1     $ 193.0     $ 420.7     $ 372.0  
                         
        Weighted-average shares outstanding:                
        Basic     195.0       194.2       195.0       194.2  
        Diluted     197.2       195.2       197.2       195.3  
                         
        Adjusted Earnings per Share:                
        Basic   $ 1.09     $ 0.99     $ 2.16     $ 1.92  
        Diluted   $ 1.08     $ 0.99     $ 2.13     $ 1.90  
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Reconciliation of Diluted earnings per share from Net income attributable to TransUnion to Adjusted Diluted Earnings per Share:                
        Diluted earnings per common share from:                
        Net income attributable to TransUnion   $ 0.56     $ 0.44     $ 1.31     $ 0.77  
        Adjustments before income tax items:                
        Amortization of certain intangible assets1     0.37       0.37       0.73       0.73  
        Stock-based compensation     0.20       0.14       0.36       0.27  
        Mergers and acquisitions, divestitures and business optimization2     (0.02 )           0.07       0.05  
        Accelerated technology investment3     0.12       0.09       0.22       0.19  
        Operating model optimization program4     0.03       0.08       0.08       0.20  
        Net other5     (0.01 )     0.02       (0.30 )     0.05  
        Total adjustments before income tax items   $ 0.69     $ 0.70     $ 1.16     $ 1.49  
        Total adjustments for income taxes6     (0.16 )     (0.15 )     (0.33 )     (0.36 )
        Adjusted Diluted Earnings per Share   $ 1.08     $ 0.99     $ 2.13     $ 1.90  

        Each component of earnings per share is calculated independently, therefore, rounding differences exist in the table above.

          1. Consists of amortization of intangible assets from our 2012 change-in-control transaction and amortization of intangible assets established in business acquisitions after our 2012 change-in-control transaction.
          2. Mergers and acquisitions, divestitures and business optimization consisted of the following adjustments:
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Transaction and integration costs   $ 2.9     $ 1.2     $ 8.2     $ 3.4  
        Fair value and impairment adjustments     (7.6 )     0.7       5.0       0.8  
        Post-acquisition adjustments           (1.2 )           5.7  
        Total mergers and acquisitions, divestitures and business optimization   $ (4.6 )   $ 0.7     $ 13.2     $ 9.8  
          3. Represents expenses associated with our accelerated technology investment to migrate to the cloud. There are three components of the accelerated technology investment: (i) building foundational capabilities which includes establishing a modern, API-based and services-oriented software architecture, (ii) the migration of each application and customer data to the new enterprise platform, including the redundant software costs during the migration period, as well as the efforts to decommission the legacy system, and (iii) program enablement, which includes dedicated resources to support the planning and execution of the program. The amounts for each category of cost are as follows:
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Foundational Capabilities   $ 4.2     $ 8.3     $ 11.7     $ 15.0  
        Migration Management     19.0       8.7       31.6       18.8  
        Program Enablement           1.2             2.9  
        Total accelerated technology investment   $ 23.2     $ 18.2     $ 43.3     $ 36.8  
          4. Operating model optimization consisted of the following adjustments:
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Employee separation   $     $ 7.9     $     $ 24.6  
        Facility exit           0.2             1.7  
        Business process optimization     5.4       6.5       15.2       12.8  
        Total operating model optimization   $ 5.4     $ 14.6     $ 15.2     $ 39.1  
          5. Net other consisted of the following adjustments:
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Deferred loan fee expense from debt prepayments and refinancing   $     $ 6.0     $ (0.1 )   $ 9.1  
        Currency remeasurement on foreign operations     (1.5 )     (1.3 )     (2.1 )     1.3  
        Legal and regulatory expenses, net                 (56.0 )      
        Other non-operating (income) and expense           0.1             0.3  
        Total other adjustments   $ (1.5 )   $ 4.8     $ (58.2 )   $ 10.7  
          6. Total adjustments for income taxes represents the total of adjustments discussed to calculate the Adjusted Provision for Income Taxes.
        SCHEDULE 4
        TRANSUNION AND SUBSIDIARIES
        Adjusted Provision for Income Taxes and Adjusted Effective Tax Rate (Unaudited)
        (dollars in millions)
         
          Three Months Ended June 30,   Six Months Ended June 30,
            2025       2024       2025       2024  
        Income before income taxes $ 156.8     $ 120.7     $ 350.5     $ 203.7  
        Total adjustments before income tax items from Schedule 3   135.6       137.4       227.9       291.6  
        Adjusted income before income taxes $ 292.4     $ 258.1     $ 578.5     $ 495.3  
                       
        Reconciliation of Provision for income taxes to Adjusted Provision for Income Taxes:              
        Provision for income taxes   (44.4 )     (31.0 )     (85.4 )     (44.1 )
        Adjustments for income taxes:              
        Tax effect of above adjustments   (33.0 )     (31.7 )     (65.3 )     (66.7 )
        Eliminate impact of excess tax expense for stock-based compensation   (0.2 )     (0.1 )     0.3       0.9  
        Other1   1.1       2.5       0.2       (4.0 )
        Total adjustments for income taxes $ (32.1 )   $ (29.4 )   $ (64.8 )   $ (69.7 )
        Adjusted Provision for Income Taxes $ (76.5 )   $ (60.4 )   $ (150.3 )   $ (113.8 )
                       
        Effective tax rate   28.3 %     25.7 %     24.4 %     21.6 %
        Adjusted Effective Tax Rate   26.2 %     23.4 %     26.0 %     23.0 %

        As a result of displaying amounts in millions, rounding differences may exist in the table above.

          1. Other adjustments for income taxes include:
            Three Months Ended June 30,   Six Months Ended June 30,
              2025       2024       2025       2024  
        Deferred tax adjustments   $ (2.9 )   $     $ (7.4 )   $ (5.2 )
        Valuation allowance adjustments     (0.7 )           1.5       0.2  
        Return to provision, audit adjustments and reserves related to prior periods     3.9       3.3       4.9       2.3  
        Other adjustments     0.8       (0.8 )     1.2       (1.3 )
        Total other adjustments   $ 1.1     $ 2.5     $ 0.2     $ (4.0 )
        SCHEDULE 5
        TRANSUNION AND SUBSIDIARIES
        Leverage Ratio (Unaudited)
        (dollars in millions)
         
            Trailing Twelve Months Ended
        June 30, 2025
        Reconciliation of Net income attributable to TransUnion to Consolidated Adjusted EBITDA:    
        Net income attributable to TransUnion   $ 391.9  
        Net interest expense     206.8  
        Provision for income taxes     140.2  
        Depreciation and amortization     552.5  
        EBITDA   $ 1,291.4  
        Adjustments to EBITDA:    
        Stock-based compensation   $ 139.9  
        Mergers and acquisitions, divestitures and business optimization1     29.9  
        Accelerated technology investment2     90.8  
        Operating model optimization program3     71.0  
        Net other4     (47.2 )
        Total adjustments to EBITDA   $ 284.3  
        Consolidated Adjusted EBITDA     1,575.7  
        Adjusted EBITDA for Pre-Acquisition Period5     1.7  
        Leverage Ratio Adjusted EBITDA   $ 1,577.4  
             
        Total debt   $ 5,136.5  
        Less: Cash and cash equivalents     687.5  
        Net Debt   $ 4,449.0  
             
        Ratio of Net Debt to Net income attributable to TransUnion     11.4  
        Leverage Ratio     2.8  

        As a result of displaying amounts in millions, rounding differences may exist in the table above.

          1. Mergers and acquisitions, divestitures and business optimization consisted of the following adjustments:
            Trailing Twelve Months Ended
        June 30, 2025
        Transaction and integration costs   $ 16.0  
        Fair value and impairment adjustments     12.6  
        Post-acquisition adjustments     1.3  
        Total mergers and acquisitions, divestitures and business optimization   $ 29.9  
          2. Represents expenses associated with our accelerated technology investment to migrate to the cloud. There are three components of the accelerated technology investment: (i) building foundational capabilities which includes establishing a modern, API-based and services-oriented software architecture, (ii) the migration of each application and customer data to the new enterprise platform including the redundant software costs during the migration period, as well as the efforts to decommission the legacy system, and (iii) program enablement, which includes dedicated resources to support the planning and execution of the program. The amounts for each category of cost are as follows:
            Trailing Twelve Months Ended
        June 30, 2025
        Foundational Capabilities   $ 32.3  
        Migration Management     55.9  
        Program Enablement     2.5  
        Total accelerated technology investment   $ 90.8  
          3. Operating model optimization consisted of the following adjustments:
            Trailing Twelve Months Ended
        June 30, 2025
        Employee separation   $  
        Facility exit     40.5  
        Business process optimization     30.5  
        Total operating model optimization   $ 71.0  
          4. Net other consisted of the following adjustments:
            Trailing Twelve Months Ended
        June 30, 2025
        Deferred loan fee expense from debt prepayments and refinancings   $ 8.6  
        Other debt financing expenses     2.3  
        Currency remeasurement on foreign operations     (1.3 )
        Legal and regulatory expenses, net     (56.0 )
        Other non-operating (income) and expense     (0.8 )
        Total other adjustments   $ (47.2 )
          5. The trailing twelve months ended June 30, 2025 includes the nine months of Adjusted EBITDA related to Monevo prior to our acquisition in April 2025.
        SCHEDULE 6
        TRANSUNION AND SUBSIDIARIES
        Segment Depreciation and Amortization (Unaudited)
        (in millions)
         
          Three Months Ended June 30,   Six Months Ended June 30,
            2025         2024     2025       2024  
                       
        U.S. Markets $ 105.2     $   99.4   $ 206.4     $ 200.1  
        International   36.6         32.5     73.2       64.7  
        Corporate   0.9         1.0     2.0       2.0  
        Total depreciation and amortization $ 142.7     $   132.9   $ 281.6     $ 266.9  

        As a result of displaying amounts in millions, rounding differences may exist in the table above.

        SCHEDULE 7
        TRANSUNION AND SUBSIDIARIES
        Reconciliation of Non-GAAP Guidance (Unaudited)
        (in millions, except per share data)
         
          Three Months Ended September 30, 2025   Twelve Months Ended December 31, 2025
          Low   High   Low   High
        Guidance reconciliation of Net income attributable to TransUnion to Adjusted EBITDA:              
        Net income attributable to TransUnion $ 78     $ 87     $ 412     $ 432  
        Interest, taxes and depreciation and amortization   235       239       931       940  
        EBITDA $ 312     $ 326     $ 1,342     $ 1,372  
        Stock-based compensation, mergers, acquisitions divestitures and business optimization-related expenses and other adjustments1   85       85       238       238  
        Adjusted EBITDA $ 397     $ 411     $ 1,580     $ 1,610  
                       
        Net income attributable to TransUnion margin   7.0 %     7.7 %     9.3 %     9.7 %
        Consolidated Adjusted EBITDA margin2   35.6 %     36.2 %     35.7 %     36.0 %
                       
        Guidance reconciliation of Diluted earnings per share to Adjusted Diluted Earnings per Share:              
        Diluted earnings per share $ 0.39     $ 0.44     $ 2.07     $ 2.18  
        Adjustments to diluted earnings per share1   0.60       0.60       1.96       1.96  
        Adjusted Diluted Earnings per Share $ 0.99     $ 1.04     $ 4.03     $ 4.14  

        As a result of displaying amounts in millions, rounding differences may exist in the table above.

        1. These adjustments include the same adjustments we make to our Adjusted EBITDA and Adjusted Net Income as discussed in the Non-GAAP Financial Measures section of our Earnings Release.
        2. Consolidated Adjusted EBITDA margin is calculated by dividing Consolidated Adjusted EBITDA by total revenue.

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