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TowneBank Reports Second Quarter 2024 Earnings
来源: Nasdaq GlobeNewswire / 24 7月 2024 15:30:02 America/Chicago
SUFFOLK, Va., July 24, 2024 (GLOBE NEWSWIRE) -- TowneBank (the "Company" or "Towne") (NASDAQ: TOWN) today reported earnings for the quarter ended June 30, 2024 of $42.86 million, or $0.57 per diluted share, compared to $41.72 million, or $0.56 per diluted share, for the quarter ended June 30, 2023. Excluding certain items affecting comparability, core earnings (non-GAAP) were $42.56 million, or $0.57 per diluted share, in the current quarter, an increase of 10.10% compared to $38.66 million, or $0.52 per diluted share, for the quarter ended June 30, 2023.
"TowneBank delivered another solid quarter of performance, reflective of the strength of our diversified operating model and conservative approach to balance sheet management. It was encouraging to report quarterly sequential growth in tax-equivalent net interest margin and noninterest-bearing demand deposit balances for the first time since 2022 signaling momentum heading into the back half of the year. Lastly, our strategy of continuing to expand our noninterest income sources, resulted in one of the strongest quarters we have seen in recent years. On a personal note, I am grateful for the contributions of our entire TowneBank family as we celebrated our 25th anniversary of Serving Others and Enriching Lives," said G. Robert Aston, Jr., Executive Chairman.
Highlights for Second Quarter 2024:
- Total revenues were $174.97 million, a decrease of $6.60 million, or 3.63%, compared to second quarter 2023. Net interest income declined $4.56 million, driven by the impact of higher rates on deposit costs and continued migration to higher yielding deposit products. Additionally, noninterest income decreased $2.04 million due to a second quarter 2023 gain of $8.83 million related to the sale of BHHS Towne Realty.
- Total deposits were $14.27 billion, an increase of $505.93 million, or 3.68%, compared to second quarter 2023. Total deposits increased 1.04%, or $146.51 million, in comparison to March 31, 2024, 4.17% on an annualized basis.
- Noninterest-bearing deposits decreased 9.87%, to $4.30 billion, compared to second quarter 2023 and represented 30.15% of total deposits. Compared to the linked quarter, noninterest-bearing deposits increased 2.61%, or 10.51% on an annualized basis. This represents the first quarterly sequential increase in noninterest-bearing deposits since June 2022.
- Loans held for investment were $11.45 billion, an increase of $243.73 million, or 2.17%, compared to June 30, 2023, and a decrease of $0.60 million, or 0.01%, compared to March 31, 2024.
- Annualized return on common shareholders' equity was 8.49% compared to 8.52% in second quarter 2023. Annualized return on average tangible common shareholders' equity (non-GAAP) was 12.16% compared to 12.48% in second quarter 2023.
- Net interest margin was 2.86% for the quarter and tax-equivalent net interest margin (non-GAAP) was 2.89%, including purchase accounting accretion of 5 basis points, compared to the prior year quarter net interest margin of 2.98% and tax-equivalent net interest margin (non-GAAP) of 3.01%, including purchase accounting accretion of 4 basis points.
- Net interest margin increased 14 bp and spread increased 13 bp, compared to the linked quarter.
- The effective tax rate was 15.93% in the quarter compared to 18.41% in second quarter 2023 and 17.31% in the linked quarter. The lower tax rate in the current quarter was due to increases in tax-advantaged income investments and investments in Low Income Housing Tax Credits.
"Importantly, we continued to report strong asset quality metrics and healthy capital levels reflective of our conservative approach to Main Street banking. We continuously evaluate investments in people, process and technologies to help improve efficiencies across all lines of business," stated William I. Foster III, President and Chief Executive Officer.
Quarterly Net Interest Income:
- Net interest income was $109.05 million compared to $113.61 million for the quarter ended June 30, 2023. The decrease was driven by increased deposit costs, partially offset by higher yields on earning assets.
- On an average basis, loans held for investment, with a yield of 5.45%, represented 74.76% of earning assets at June 30, 2024 compared to a yield of 5.00% and 73.24% of earning assets in the second quarter of 2023.
- The cost of interest-bearing deposits was 3.32% for the quarter ended June 30, 2024, compared to 2.28% in second quarter 2023. Interest expense on deposits increased $33.35 million, or 68.53%, over the prior year quarter driven by the increase in rate.
- Our total cost of deposits increased to 2.32% from 1.46% for the quarter ended June 30, 2023 due to higher interest-bearing deposit balances coupled with higher rates.
- Average interest-earning assets totaled $15.34 billion at June 30, 2024 compared to $15.31 billion at June 30, 2023, an increase of 0.26%. The Company anticipates approximately $495 million of cash flows from its securities portfolio to be available for reinvestment in the next two years.
- Average interest-bearing liabilities totaled $10.29 billion, an increase of $0.61 billion, or 6.27%, from prior year, primarily related to deposit growth. Average short term FHLB borrowings were $65.93 million during the quarter compared to $802.75 million one year prior.
Quarterly Provision for Credit Losses:
- The quarterly provision for credit losses was a benefit of $177 thousand compared to an expense of $3.56 million in the prior year quarter and a benefit of $0.88 million in the linked quarter.
- The allowance for credit losses on loans decreased $283 thousand in second quarter 2024, compared to the linked quarter. The decrease in the allowance was driven by net recoveries during the quarter, continued strength in credit quality, and a continuation of improvements in macroeconomic forecast scenarios utilized in our model.
- Net loan recoveries were $19 thousand in the quarter compared to net charge-offs of $9 thousand in the prior year quarter and $520 thousand in the linked quarter.
- The ratio of net charge-offs to average loans on an annualized basis was 0.00% in second quarter 2024 and 2023, compared to 0.02% in the linked quarter.
- The allowance for credit losses on loans represented 1.10% of total loans at each of June 30, 2024, June 30, 2023, and March 31, 2024. The allowance for credit losses on loans was 19.08 times nonperforming loans compared to 18.09 times at June 30, 2023 and 18.01 times at March 31, 2024.
Quarterly Noninterest Income:
- Total noninterest income was $65.92 million compared to $67.96 million in 2023, a decrease of $2.04 million, or 2.99%. Excluding a gain of $8.83 million on the sale of BHHS TowneRealty in second quarter 2023, total noninterest income increased $6.80 million compared to second quarter 2023, or 11.50%.
- Residential mortgage banking income was $13.42 million compared to $11.36 million in second quarter 2023. Loan volume increased to $0.63 billion in second quarter 2024 from $0.62 billion in second quarter 2023. The number of loans originated was lower than second quarter 2023, but higher per-loan average balances resulted in higher production volume. Residential purchase activity comprised 94.85% of production volume in the second quarter of 2024 compared to 96.32% in the prior year quarter.
- Gross margins on residential mortgage sales increased 32 basis points to 3.28% in the current quarter from 2.96% in second quarter 2023.
- Total net insurance commissions increased $1.53 million, or 6.81%, to $24.03 million in second quarter 2024 compared to 2023. This increase was attributable to increases in property and casualty commissions, which were driven by organic growth.
- Property management fee revenue increased 18.30%, or $2.21 million, to $14.31 million in second quarter 2024 compared to 2023. Reservation income increased compared to the prior year due to an acquisition in March 2024.
Quarterly Noninterest Expense:
- Total noninterest expense was $123.98 million compared to $125.23 million in 2023, a decrease of $1.24 million, or 0.99%. Decreases in FDIC and other insurance of $1.57 million, acquisition expenses of $2.98 million, and various expense line items were partially offset by an increase in salaries and employee benefits of $3.90 million, software expense of $0.89 million, and data processing expense of $0.60 million.
- Salaries and benefits expense increases were driven by annual base salary adjustments effective third quarter 2023, production incentives, and higher health insurance costs.
- Software increased due to higher core system costs while data processing increased due to seasonal merchant fee increases and core conversion expenses in our property management line of business.
Consolidated Balance Sheet Highlights:
- Management is focused on strategic balance sheet management with a concentration on controlled loan growth and maintaining strong levels of liquidity.
- Total assets were $17.07 billion for the quarter ended June 30, 2024, a $184.61 million increase compared to $16.88 billion at March 31, 2024. Total assets decreased $156.23 million, or 0.91%, from $17.23 billion at June 30, 2023.
- Loans held for investment increased $243.73 million, or 2.17%, compared to prior year but declined $0.60 million, or 0.01%, compared to the linked quarter.
- Mortgage loans held for sale decreased $28.74 million, or 12.52%, compared to prior year but increased $50.04 million, or 33.20%, compared to the linked quarter.
- Total deposits increased $505.93 million, or 3.68%, primarily in interest-bearing demand and time deposits, compared to prior year. In the linked quarter comparison, total deposits increased $146.51 million, or 4.17% on an annualized basis.
- Noninterest-bearing deposits decreased $471.06 million or 9.87%, compared to prior year, but increased $109.64 million, or 2.61%, compared to the linked quarter. This linked quarter increase is the first quarter-end increase in balances since June 30, 2022.
- Total borrowings decreased $764.41 million, or 72.14%, compared to second quarter 2023 and increased $4.19 million, or 1.44%, compared to the linked quarter. Short-term FHLB advances decreased in the current quarter compared to both the prior year quarter and the linked quarter.
Investment Securities:
- Total investment securities were $2.49 billion compared to $2.54 billion at March 31, 2024 and $2.61 billion at June 30, 2023. The weighted average duration of the portfolio at June 30, 2024 was 3.4 years. The carrying value of the available for sale debt securities portfolio included net unrealized losses of $172.93 million at June 30, 2024, compared to $170.84 million at March 31, 2024 and $195.98 million at June 30, 2023, with the changes related to market valuation adjustments due to changing interest rates.
Loans and Asset Quality:
- Total loans held for investment were $11.45 billion at both June 30, 2024 and March 31, 2024, and $11.21 billion at June 30, 2023.
- Nonperforming assets were $7.16 million, or 0.04% of total assets, compared to $9.35 million, or 0.05%, at June 30, 2023, and $7.77 million, or 0.05%, in the linked quarter end.
- Nonperforming loans were 0.06% of period end loans at June 30, 2024, June 30, 2023, and the linked quarter end.
- Foreclosed property decreased to $581 thousand from $738 thousand at June 30, 2023.
Deposits and Borrowings:
- Total deposits were $14.27 billion compared to $14.13 billion at March 31, 2024 and $13.77 billion at June 30, 2023.
- The ratio of period end loans held for investment to deposits was 80.24% compared to 81.07% at March 31, 2024 and 81.41% at June 30, 2023.
- Noninterest-bearing deposits were 30.15% of total deposits at June 30, 2024 compared to 29.69% at March 31, 2024 and 34.68% at June 30, 2023. Noninterest-bearing deposits declined $471.06 million, or 9.87%, compared to June 30, 2023, but increased 109.64 million, or 2.61%, compared to the linked quarter.
- Total borrowings were $295.17 million compared to $290.98 million at March 31, 2024 and $1.06 billion at June 30, 2023.
Capital:
- Common equity tier 1 capital ratio of 12.43%(1).
- Tier 1 leverage capital ratio of 10.25%(1).
- Tier 1 risk-based capital ratio of 12.55%(1).
- Total risk-based capital ratio of 15.34% (1) .
- Book value per common share was $27.62 compared to $27.33 at March 31, 2024 and $26.36 at June 30, 2023.
- Tangible book value per common share (non-GAAP) was $20.65 compared to $20.31 at March 31, 2024 and $19.31 at June 30, 2023.
(1) Preliminary.
About TowneBank:
Founded in 1999, TowneBank is a company built on relationships, offering a full range of banking and other financial services, with a focus of serving others and enriching lives. Dedicated to a culture of caring, Towne values all employees and members by embracing their diverse talents, perspectives, and experiences.Now celebrating 25 years, TowneBank operates 50 banking offices throughout Hampton Roads and Central Virginia, as well as Northeastern and Central North Carolina – serving as a local leader in promoting the social, cultural, and economic growth in each community. Towne offers a competitive array of business and personal banking solutions, delivered with only the highest ethical standards. Experienced local bankers providing a higher level of expertise and personal attention with local decision-making are key to the TowneBank strategy. TowneBank has grown its capabilities beyond banking to provide expertise through its affiliated companies that include Towne Wealth Management, Towne Insurance Agency, Towne Benefits, TowneBank Mortgage, TowneBank Commercial Mortgage, Berkshire Hathaway HomeServices RW Towne Realty, Towne 1031 Exchange, LLC, and Towne Vacations. With total assets of $17.07 billion as of June 30, 2024, TowneBank is one of the largest banks headquartered in Virginia.
Non-GAAP Financial Measures:
This press release contains certain financial measures determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Such non-GAAP financial measures include the following: fully tax-equivalent net interest margin, core operating earnings, core net income, tangible book value per common share, total risk-based capital ratio, tier one leverage ratio, tier one capital ratio, and the tangible common equity to tangible assets ratio. Management uses these non-GAAP financial measures to assess the performance of TowneBank’s core business and the strength of its capital position. Management believes that these non-GAAP financial measures provide meaningful additional information about TowneBank to assist investors in evaluating operating results, financial strength, and capitalization. The non-GAAP financial measures should be considered as additional views of the way our financial measures are affected by significant charges for credit costs and other factors. These non-GAAP financial measures should not be considered as a substitute for operating results determined in accordance with GAAP and may not be comparable to other similarly titled measures of other companies. The computations of the non-GAAP financial measures used in this presentation are referenced in a footnote or in the appendix to this presentation.Forward-Looking Statements:
This press release contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical facts, but instead represent only the beliefs, expectations, or opinions of TowneBank and its management regarding future events, many of which, by their nature, are inherently uncertain. Forward-looking statements may be identified by the use of such words as: "believe," "expect," "anticipate," "intend," "plan,” "estimate," or words of similar meaning, or future or conditional terms, such as "will," "would," "should," "could," "may," "likely," "probably," or "possibly." These statements may address issues that involve significant risks, uncertainties, estimates, and assumptions made by management. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include among others, competitive pressures in the banking industry that may increase significantly; changes in the interest rate environment that may reduce margins and/or the volumes and values of loans made or held as well as the value of other financial assets held; an unforeseen outflow of cash or deposits or an inability to access the capital markets, which could jeopardize our overall liquidity or capitalization; changes in the creditworthiness of customers and the possible impairment of the collectability of loans; insufficiency of our allowance for credit losses due to market conditions, inflation, changing interest rates or other factors; adverse developments in the financial industry generally, such as the recent bank failures, responsive measures to mitigate and manage such developments, related supervisory and regulatory actions and costs, and related impacts on customer and client behavior; general economic conditions, either nationally or regionally, that may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and/or a reduced demand for credit or other services; geopolitical instability, including wars, conflicts, civil unrest, and terrorist attacks and the potential impact, directly or indirectly, on our business; the effects of weather-related or natural disasters, which may negatively affect our operations and/or our loan portfolio and increase our cost of conducting business; public health events (such as the COVID-19 pandemic) and governmental and societal responses to them; changes in the legislative or regulatory environment, including changes in accounting standards and tax laws, that may adversely affect our business; costs or difficulties related to the integration of the businesses we have acquired may be greater than expected; expected cost savings associated with pending or recently completed acquisitions may not be fully realized or realized within the expected time frame; cybersecurity threats or attacks, whether directed at us or at vendors or other third parties with which we interact, the implementation of new technologies, and the ability to develop and maintain reliable electronic systems; our competitors may have greater financial resources and develop products that enable them to compete more successfully; changes in business conditions; changes in the securities market; and changes in our local economy with regard to our market area. Any forward-looking statements made by us or on our behalf speak only as of the date they are made or as of the date indicated, and we do not undertake any obligation to update forward-looking statements as a result of new information, future events, or otherwise. For additional information on factors that could materially influence forward-looking statements included in this report, see the "Risk Factors" in TowneBank’s Annual Report on Form 10-K for the year ended December 31, 2023, and related disclosures in other filings that have been, or will be, filed by TowneBank with the Federal Deposit Insurance Corporation.Media contact:
G. Robert Aston, Jr., Executive Chairman, 757-638-6780
William I. Foster III, President and Chief Executive Officer, 757-417-6482Investor contact:
William B. Littreal, Chief Financial Officer, 757-638-6813TOWNEBANK Selected Financial Highlights (unaudited) (dollars in thousands, except per share data) Three Months Ended June 30, March 31, December 31, September 30, June 30, 2024 2024 2023 2023 2023 Income and Performance Ratios: Total revenue $ 174,970 $ 167,102 $ 155,546 $ 172,864 $ 181,568 Net income 43,039 35,127 28,545 44,745 43,368 Net income available to common shareholders 42,856 34,687 28,804 44,862 41,716 Net income per common share - diluted 0.57 0.46 0.39 0.60 0.56 Book value per common share 27.62 27.33 27.24 26.28 26.36 Book value per common share - tangible(non-GAAP) 20.65 20.31 20.28 19.28 19.31 Return on average assets 1.01 % 0.83 % 0.68 % 1.06 % 0.99 % Return on average assets - tangible(non-GAAP) 1.11 % 0.92 % 0.77 % 1.17 % 1.10 % Return on average equity 8.43 % 6.84 % 5.75 % 8.96 % 8.46 % Return on average equity - tangible(non-GAAP) 12.03 % 9.87 % 8.53 % 12.97 % 12.35 % Return on average common equity 8.49 % 6.89 % 5.79 % 9.04 % 8.52 % Return on average common equity - tangible(non-GAAP) 12.16 % 9.98 % 8.62 % 13.11 % 12.48 % Noninterest income as a percentage of total revenue 37.68 % 38.23 % 30.74 % 34.60 % 37.43 % Regulatory Capital Ratios (1): Common equity tier 1 12.43 % 12.20 % 12.18 % 12.19 % 11.99 % Tier 1 12.55 % 12.32 % 12.29 % 12.31 % 12.11 % Total 15.34 % 15.10 % 15.06 % 15.09 % 14.88 % Tier 1 leverage ratio 10.25 % 10.15 % 10.17 % 10.06 % 9.85 % Asset Quality: Allowance for credit losses on loans to nonperforming loans 19.08x 18.01x 18.48x 17.60x 18.09x Allowance for credit losses on loans to period end loans 1.10 % 1.10 % 1.12 % 1.12 % 1.10 % Nonperforming loans to period end loans 0.06 % 0.06 % 0.06 % 0.06 % 0.06 % Nonperforming assets to period end assets 0.04 % 0.05 % 0.05 % 0.05 % 0.05 % Net charge-offs (recoveries) to average loans (annualized) — % 0.02 % — % (0.04)% — % Net charge-offs (recoveries) $ (19 ) $ 520 $ 68 $ (1,074 ) $ 9 Nonperforming loans $ 6,582 $ 6,987 $ 6,843 $ 7,110 $ 6,827 Former bank premises — — — — 1,782 Foreclosed property 581 780 908 766 738 Total nonperforming assets $ 7,163 $ 7,767 $ 7,751 $ 7,876 $ 9,347 Loans past due 90 days and still accruing interest $ 368 $ 323 $ 735 $ 970 $ 360 Allowance for credit losses on loans $ 125,552 $ 125,835 $ 126,461 $ 125,159 $ 123,513 Mortgage Banking: Loans originated, mortgage $ 430,398 $ 289,191 $ 302,616 $ 348,387 $ 409,050 Loans originated, joint venture 196,583 135,197 126,332 172,021 207,450 Total loans originated $ 626,981 $ 424,388 $ 428,948 $ 520,408 $ 616,500 Number of loans originated 1,700 1,247 1,237 1,487 1,715 Number of originators 169 176 181 192 196 Purchase % 94.85 % 95.66 % 95.06 % 95.96 % 96.32 % Loans sold $ 605,134 $ 410,895 $ 468,014 $ 567,291 $ 525,078 Rate lock asset $ 1,930 $ 1,681 $ 895 $ 1,348 $ 1,551 Gross realized gain on sales and fees as a % of loans originated 3.28 % 3.34 % 3.06 % 3.17 % 2.96 % Other Ratios: Net interest margin 2.86 % 2.72 % 2.83 % 2.95 % 2.98 % Net interest margin-fully tax-equivalent(non-GAAP) 2.89 % 2.75 % 2.86 % 2.98 % 3.01 % Average earning assets/total average assets 90.36 % 90.52 % 90.48 % 90.73 % 90.96 % Average loans/average deposits 80.80 % 81.48 % 80.72 % 80.75 % 83.72 % Average noninterest deposits/total average deposits 30.06 % 30.25 % 31.69 % 33.50 % 36.07 % Period end equity/period end total assets 12.24 % 12.24 % 12.21 % 11.90 % 11.56 % Efficiency ratio(non-GAAP) 68.98 % 73.25 % 76.17 % 66.21 % 70.41 % (1) Current reporting period regulatory capital ratios are preliminary. TOWNEBANK Selected Data (unaudited) (dollars in thousands) Investment Securities % Change Q2 Q2 Q1 Q2 24 vs. Q2 24 vs. Available-for-sale securities, at fair value 2024 2023 2024 Q2 23 Q1 24 U.S. agency securities $ 281,934 $ 318,354 $ 294,723 (11.44)% (4.34)% U.S. Treasury notes 27,701 26,874 27,534 3.08 % 0.61 % Municipal securities 442,474 503,792 447,323 (12.17)% (1.08)% Trust preferred and other corporate securities 88,228 71,116 87,983 24.06 % 0.28 % Mortgage-backed securities issued by GSEs and GNMA 1,411,883 1,086,947 1,347,920 29.89 % 4.75 % Allowance for credit losses (1,541 ) (1,232 ) (1,382 ) 25.08 % 11.51 % Total $ 2,250,679 $ 2,005,851 $ 2,204,101 12.21 % 2.11 % Gross unrealized gains (losses) reflected in financial statements Total gross unrealized gains $ 1,983 $ 975 $ 1,868 103.38 % 6.16 % Total gross unrealized losses (174,911 ) (196,954 ) (172,708 ) (11.19)% 1.28 % Net unrealized gains (losses) and other adjustments on AFS securities $ (172,928 ) $ (195,979 ) $ (170,840 ) (11.76)% 1.22 % Held-to-maturity securities, at amortized cost U.S. agency securities $ 102,234 $ 101,469 $ 102,042 0.75 % 0.19 % U.S. Treasury notes 97,171 433,298 197,356 (77.57)% (50.76)% Municipal securities 5,318 5,226 5,294 1.76 % 0.45 % Trust preferred corporate securities 2,147 2,198 2,159 (2.32)% (0.56)% Mortgage-backed securities issued by GSEs 5,618 5,826 5,659 (3.57)% (0.72)% Allowance for credit losses (79 ) (87 ) (82 ) (9.20)% (3.66)% Total $ 212,409 $ 547,930 $ 312,428 (61.23)% (32.01)% Total gross unrealized gains $ 175 $ 272 $ 265 (35.66)% (33.96)% Total gross unrealized losses (12,880 ) (25,914 ) (14,262 ) (50.30)% (9.69)% Net unrealized gains (losses) in HTM securities $ (12,705 ) $ (25,642 ) $ (13,997 ) (50.45)% (9.23)% Total unrealized gains (losses) on AFS and HTM securities $ (185,633 ) $ (221,621 ) $ (184,837 ) (16.24)% 0.43 % % Change Loans Held For Investment Q2 Q2 Q1 Q2 24 vs. Q2 24 vs. 2024 2023 2024 Q2 23 Q1 24 Real estate - construction and development $ 1,190,768 $ 1,364,575 $ 1,255,741 (12.74)% (5.17)% Commercial real estate - owner occupied 1,673,582 1,687,261 1,700,753 (0.81)% (1.60)% Commercial real estate - non owner occupied 3,155,958 3,034,548 3,178,947 4.00 % (0.72)% Real estate - multifamily 682,537 520,464 595,075 31.14 % 14.70 % Residential 1-4 family 1,887,420 1,790,225 1,882,296 5.43 % 0.27 % HELOC 408,273 380,501 386,361 7.30 % 5.67 % Commercial and industrial business (C&I) 1,297,538 1,259,743 1,291,201 3.00 % 0.49 % Government 517,954 520,994 528,341 (0.58)% (1.97)% Indirect 558,216 562,161 555,482 (0.70)% 0.49 % Consumer loans and other 79,501 87,542 78,146 (9.19) % 1.73 % Total $ 11,451,747 $ 11,208,014 $ 11,452,343 2.17 % (0.01)% % Change Deposits Q2 Q2 Q1 Q2 24 vs. Q2 24 vs. 2024 2023 2024 Q2 23 Q1 24 Noninterest-bearing demand $ 4,303,773 $ 4,774,830 $ 4,194,132 (9.87)% 2.61 % Interest-bearing: Demand and money market accounts 6,940,086 6,529,336 6,916,701 6.29 % 0.34 % Savings 312,881 361,891 326,179 (13.54)% (4.08)% Certificates of deposits 2,715,848 2,100,604 2,689,062 29.29 % 1.00 % Total 14,272,588 13,766,661 14,126,074 3.68 % 1.04 % TOWNEBANK Average Balances, Yields and Rate Paid (unaudited) (dollars in thousands) Three Months Ended Three Months Ended Three Months Ended June 30, 2024 March 31, 2024 June 30, 2023 Interest Average Interest Average Interest Average Average Income/ Yield/ Average Income/ Yield/ Average Income/ Yield/ Balance Expense Rate (1) Balance Expense Rate (1) Balance Expense Rate (1) Assets: Loans (net of unearned income
and deferred costs)$ 11,471,669 $ 155,374 5.45 % $ 11,379,323 $ 151,811 5.37 % $ 11,209,641 $ 139,814 5.00 % Taxable investment securities 2,368,476 21,671 3.66 % 2,440,652 18,716 3.07 % 2,450,393 17,195 2.81 % Tax-exempt investment securities 156,503 1,521 3.89 % 161,538 1,549 3.84 % 209,728 2,003 3.82 % Total securities 2,524,979 23,192 3.67 % 2,602,190 20,265 3.12 % 2,660,121 19,198 2.89 % Interest-bearing deposits 1,182,816 14,512 4.93 % 1,167,322 14,234 4.90 % 1,262,692 14,488 4.60 % Mortgage loans held for sale 165,392 2,945 7.12 % 116,868 1,716 5.87 % 172,679 2,547 5.90 % Total earning assets 15,344,856 196,023 5.14 % 15,265,703 188,026 4.95 % 15,305,133 176,047 4.61 % Less: allowance for loan losses (126,792 ) (127,413 ) (121,140 ) Total nonearning assets 1,764,418 1,725,945 1,642,972 Total assets $ 16,982,482 $ 16,864,235 $ 16,826,965 Liabilities and Equity: Interest-bearing deposits Demand and money market $ 6,896,176 $ 48,161 2.81 % $ 6,828,053 $ 47,985 2.83 % $ 6,220,394 $ 32,058 2.07 % Savings 317,774 845 1.07 % 329,036 881 1.08 % 371,455 895 0.97 % Certificates of deposit 2,715,615 33,017 4.89 % 2,583,938 29,522 4.60 % 1,968,623 15,718 3.20 % Total interest-bearing deposits 9,929,565 82,023 3.32 % 9,741,027 78,388 3.24 % 8,560,472 48,671 2.28 % Borrowings 100,165 1,627 6.43 % 212,375 3,078 5.73 % 863,255 10,345 4.74 % Subordinated debt, net 256,093 2,236 3.49 % 255,878 2,236 3.50 % 255,264 2,236 3.50 % Total interest-bearing liabilities 10,285,823 85,886 3.36 % 10,209,280 83,702 3.30 % 9,678,991 61,252 2.54 % Demand deposits 4,267,590 4,224,104 4,829,395 Other noninterest-bearing liabilities 383,447 390,576 339,966 Total liabilities 14,936,860 14,823,960 14,848,352 Shareholders’ equity 2,045,622 2,040,275 1,978,613 Total liabilities and equity $ 16,982,482 $ 16,864,235 $ 16,826,965 Net interest income (tax-equivalent basis) (4) $ 110,137 $ 104,324 $ 114,795 Reconciliation of Non-GAAP Financial Measures Tax-equivalent basis adjustment (1,089 ) (1,106 ) (1,184 ) Net interest income (GAAP) $ 109,048 $ 103,218 $ 113,611 Interest rate spread (2)(4) 1.78 % 1.65 % 2.07 % Interest expense as a percent of average earning assets 2.25 % 2.21 % 1.61 % Net interest margin (tax-equivalent basis) (3)(4) 2.89 % 2.75 % 3.01 % Total cost of deposits 2.32 % 2.26 % 1.46 % (1) Yields and interest income are presented on a tax-equivalent basis using the federal statutory tax rate of 21%. (2) Interest spread is the average yield earned on earning assets less the average rate paid on interest-bearing liabilities. Fully tax-equivalent. (3) Net interest margin is net interest income expressed as a percentage of average earning assets. Fully tax-equivalent. (4) Non-GAAP. TOWNEBANK Average Balances, Yields and Rate Paid (unaudited) (dollars in thousands) Six Months Ended Six Months Ended June 30, 2024 June 30, 2023 Interest Average Interest Average Average Income/ Yield/ Average Income/ Yield/ Balance Expense Rate (1) Balance Expense Rate (1) Assets: Loans (net of unearned income and deferred costs) $ 11,425,496 $ 307,186 5.41 % $ 11,153,944 $ 273,349 4.94 % Taxable investment securities 2,404,564 40,385 3.36 % 2,444,474 34,011 2.78 % Tax-exempt investment securities 159,021 3,071 3.86 % 198,940 3,891 3.91 % Total securities 2,563,585 43,456 3.39 % 2,643,414 37,902 2.87 % Interest-bearing deposits 1,175,069 28,746 4.92 % 1,154,218 25,137 4.39 % Mortgage loans held for sale 141,130 4,661 6.61 % 139,035 4,151 5.97 % Total earning assets 15,305,280 384,049 5.05 % 15,090,611 340,539 4.55 % Less: allowance for loan losses (127,102 ) (117,812 ) Total nonearning assets 1,745,180 1,616,524 Total assets $ 16,923,358 $ 16,589,323 Liabilities and Equity: Interest-bearing deposits Demand and money market $ 6,862,115 $ 96,146 2.82 % $ 6,219,081 $ 55,360 1.80 % Savings 323,405 1,726 1.07 % 386,532 1,739 0.91 % Certificates of deposit 2,649,777 62,539 4.75 % 1,826,777 25,506 2.82 % Total interest-bearing deposits 9,835,297 160,411 3.28 % 8,432,390 82,605 1.98 % Borrowings 156,270 4,705 5.95 % 610,946 14,261 4.64 % Subordinated debt, net 255,986 4,472 3.49 % 252,679 4,405 3.49 % Total interest-bearing liabilities 10,247,553 169,588 3.33 % 9,296,015 101,271 2.20 % Demand deposits 4,245,847 4,995,980 Other noninterest-bearing liabilities 387,010 334,930 Total liabilities 14,880,410 14,626,925 Shareholders’ equity 2,042,948 1,962,398 Total liabilities and equity $ 16,923,358 $ 16,589,323 Net interest income (tax-equivalent basis)(4) $ 214,461 $ 239,268 Reconciliation of Non-GAAP Financial Measures Tax-equivalent basis adjustment (2,195 ) (2,280 ) Net interest income (GAAP) $ 212,266 $ 236,988 Interest rate spread (2)(4) 1.72 % 2.35 % Interest expense as a percent of average earning assets 2.23 % 1.35 % Net interest margin (tax-equivalent basis) (3)(4) 2.82 % 3.20 % Total cost of deposits 2.29 % 1.24 % (1) Yields and interest income are presented on a tax-equivalent basis using the federal statutory rate of 21%. (2) Interest spread is the average yield earned on earning assets less the average rate paid on interest-bearing liabilities. Fully tax-equivalent. (3) Net interest margin is net interest income expressed as a percentage of average earning assets. Fully tax-equivalent. (4) Non-GAAP. TOWNEBANK Consolidated Balance Sheets (dollars in thousands, except share data) June 30, December 31, 2024 2023 (unaudited) (audited) ASSETS Cash and due from banks $ 140,028 $ 85,584 Interest-bearing deposits at FRB - Richmond 1,062,115 939,356 Federal funds sold and interest-bearing deposits in financial institutions 99,303 103,417 Total Cash and Cash Equivalents 1,301,446 1,128,357 Securities available for sale, at fair value (amortized cost of $2,425,148 and $2,292,963, and allowance for credit losses of $1,541 and $1,498 at June 30, 2024 and December 31, 2023, respectively) 2,250,679 2,129,342 Securities held to maturity, at amortized cost (fair value $199,783 and $462,656 at June 30, 2024 and December 31, 2023, respectively) 212,488 477,592 Less: Allowance for credit losses (79 ) (84 ) Securities held to maturity, net of allowance for credit losses 212,409 477,508 Other equity securities 13,566 13,792 FHLB stock 12,134 21,372 Total Securities 2,488,788 2,642,014 Mortgage loans held for sale 200,762 149,987 Loans, net of unearned income and deferred costs 11,451,747 11,329,021 Less: allowance for credit losses (125,552 ) (126,461 ) Net Loans 11,326,195 11,202,560 Premises and equipment, net 340,348 337,598 Goodwill 457,619 456,335 Other intangible assets, net 65,460 64,634 BOLI 277,434 277,445 Other assets 610,791 576,109 TOTAL ASSETS $ 17,068,843 $ 16,835,039 LIABILITIES AND EQUITY Deposits: Noninterest-bearing demand $ 4,303,773 $ 4,342,701 Interest-bearing: Demand and money market accounts 6,940,086 6,757,619 Savings 312,881 336,492 Certificates of deposit 2,715,848 2,456,394 Total Deposits 14,272,588 13,893,206 Advances from the FHLB 3,591 203,958 Subordinated debt, net 256,227 255,796 Repurchase agreements and other borrowings 35,351 32,826 Total Borrowings 295,169 492,580 Other liabilities 411,770 393,375 TOTAL LIABILITIES 14,979,527 14,779,161 Preferred stock, authorized and unissued shares - 2,000,000 — — Common stock, $1.667 par value: 150,000,000 shares authorized; 75,039,089 and 74,893,462 shares issued at June 30, 2024 and December 31, 2023, respectively 125,090 124,847 Capital surplus 1,115,759 1,112,761 Retained earnings 961,162 921,126 Common stock issued to deferred compensation trust, at cost 1,076,483 and 1,004,717 shares at June 30, 2024 and December 31, 2023, respectively (22,756 ) (20,813 ) Deferred compensation trust 22,756 20,813 Accumulated other comprehensive income (loss) (129,224 ) (118,762 ) TOTAL SHAREHOLDERS’ EQUITY 2,072,787 2,039,972 Noncontrolling interest 16,529 15,906 TOTAL EQUITY 2,089,316 2,055,878 TOTAL LIABILITIES AND EQUITY $ 17,068,843 $ 16,835,039 TOWNEBANK Consolidated Statements of Income (unaudited) (dollars in thousands, except per share data) Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 INTEREST INCOME: Loans, including fees $ 154,549 $ 138,977 $ 305,523 $ 271,745 Investment securities 22,928 18,851 42,924 37,226 Interest-bearing deposits in financial institutions and federal funds sold 14,512 14,488 28,746 25,137 Mortgage loans held for sale 2,945 2,547 4,661 4,151 Total interest income 194,934 174,863 381,854 338,259 INTEREST EXPENSE: Deposits 82,023 48,671 160,411 82,605 Advances from the FHLB 942 10,407 3,380 13,399 Subordinated debt, net 2,236 2,236 4,472 4,405 Repurchase agreements and other borrowings 685 (62 ) 1,325 862 Total interest expense 85,886 61,252 169,588 101,271 Net interest income 109,048 113,611 212,266 236,988 PROVISION FOR CREDIT LOSSES (177 ) 3,556 (1,054 ) 15,225 Net interest income after provision for credit losses 109,225 110,055 213,320 221,763 NONINTEREST INCOME: Residential mortgage banking income, net 13,422 11,360 23,899 20,732 Insurance commissions and related income, net 24,031 22,498 49,570 45,321 Property management income, net 14,312 12,098 31,085 27,633 Real estate brokerage income, net — 1,834 — 3,625 Service charges on deposit accounts 3,353 3,015 6,431 5,754 Credit card merchant fees, net 1,662 1,682 3,213 3,226 Investment commission income, net 2,580 2,166 4,923 4,218 BOLI 3,238 1,710 5,080 3,383 Gain on sale of equity investment — 8,833 — 8,833 Other income 3,324 2,761 5,531 5,998 Net gain/(loss) on investment securities — — 74 — Total noninterest income 65,922 67,957 129,806 128,723 NONINTEREST EXPENSE: Salaries and employee benefits 71,349 67,445 142,726 136,866 Occupancy 9,717 9,487 19,139 18,552 Furniture and equipment 4,634 4,389 9,112 8,633 Amortization - intangibles 3,298 3,610 6,544 7,134 Software 7,056 6,169 13,156 11,792 Data processing 4,606 4,011 8,522 7,364 Professional fees 3,788 3,166 6,968 6,178 Advertising and marketing 3,524 3,959 8,106 8,360 Other expenses 16,012 22,992 35,302 44,747 Total noninterest expense 123,984 125,228 249,575 249,626 Income before income tax expense and noncontrolling interest 51,163 52,784 93,551 100,860 Provision for income tax expense 8,124 9,416 15,385 19,014 Net income $ 43,039 $ 43,368 $ 78,166 $ 81,846 Net income attributable to noncontrolling interest (183 ) (1,652 ) (623 ) (1,797 ) Net income attributable to TowneBank $ 42,856 $ 41,716 $ 77,543 $ 80,049 Per common share information Basic earnings $ 0.57 $ 0.56 $ 1.04 $ 1.07 Diluted earnings $ 0.57 $ 0.56 $ 1.03 $ 1.07 Cash dividends declared $ 0.25 $ 0.25 $ 0.50 $ 0.48 TOWNEBANK Consolidated Balance Sheets - Five Quarter Trend (dollars in thousands, except share data) June 30, March 31, December 31, September 30, June 30, 2024 2024 2023 2023 2023 (unaudited) (unaudited) (audited) (unaudited) (unaudited) ASSETS Cash and due from banks $ 140,028 $ 75,802 $ 85,584 $ 83,949 $ 106,994 Interest-bearing deposits at FRB - Richmond 1,062,115 926,635 939,356 1,029,276 1,427,044 Federal funds sold and interest-bearing deposits in financial institutions 99,303 98,673 103,417 102,527 102,231 Total Cash and Cash Equivalents 1,301,446 1,101,110 1,128,357 1,215,752 1,636,269 Securities available for sale 2,250,679 2,204,101 2,129,342 1,963,453 2,005,851 Securities held to maturity 212,488 312,510 477,592 547,854 548,017 Less: allowance for credit losses (79 ) (82 ) (84 ) (85 ) (87 ) Securities held to maturity, net of allowance for credit losses 212,409 312,428 477,508 547,769 547,930 Other equity securities 13,566 13,661 13,792 14,062 13,798 FHLB stock 12,134 12,139 21,372 16,634 40,454 Total Securities 2,488,788 2,542,329 2,642,014 2,541,918 2,608,033 Mortgage loans held for sale 200,762 150,727 149,987 188,048 229,502 Loans, net of unearned income and deferred costs 11,451,747 11,452,343 11,329,021 11,172,971 11,208,014 Less: Allowance for credit losses (125,552 ) (125,835 ) (126,461 ) (125,159 ) (123,513 ) Net Loans 11,326,195 11,326,508 11,202,560 11,047,812 11,084,501 Premises and equipment, net 340,348 342,569 337,598 335,522 326,686 Goodwill 457,619 457,619 456,335 456,684 456,695 Other intangible assets, net 65,460 68,758 64,634 67,496 71,106 BOLI 277,434 279,293 277,445 275,240 273,435 Other assets 610,791 615,324 576,109 551,884 538,848 TOTAL ASSETS $ 17,068,843 $ 16,884,237 $ 16,835,039 $ 16,680,356 $ 17,225,075 LIABILITIES AND EQUITY Deposits: Noninterest-bearing demand $ 4,303,773 $ 4,194,132 $ 4,342,701 $ 4,444,861 $ 4,774,830 Interest-bearing: Demand and money market accounts 6,940,086 6,916,701 6,757,619 6,764,415 6,529,336 Savings 312,881 326,179 336,492 350,031 361,891 Certificates of deposit 2,715,848 2,689,062 2,456,394 2,321,498 2,100,604 Total Deposits 14,272,588 14,126,074 13,893,206 13,880,805 13,766,661 Advances from the FHLB 3,591 3,775 203,958 104,139 754,319 Subordinated debt, net 256,227 256,011 255,796 255,580 255,365 Repurchase agreements and other borrowings 35,351 31,198 32,826 47,315 49,898 Total Borrowings 295,169 290,984 492,580 407,034 1,059,582 Other liabilities 411,770 401,307 393,375 408,305 408,333 TOTAL LIABILITIES 14,979,527 14,818,365 14,779,161 14,696,144 15,234,576 Preferred stock — — — — — Common stock, $1.667 par value 125,090 125,009 124,847 124,837 124,805 Capital surplus 1,115,759 1,114,038 1,112,761 1,111,152 1,109,526 Retained earnings 961,162 937,065 921,126 911,042 884,901 Common stock issued to deferred compensation trust, at cost (22,756 ) (20,915 ) (20,813 ) (20,740 ) (20,134 ) Deferred compensation trust 22,756 20,915 20,813 20,740 20,134 Accumulated other comprehensive income (loss) (129,224 ) (126,586 ) (118,762 ) (179,043 ) (145,392 ) TOTAL SHAREHOLDERS’ EQUITY 2,072,787 2,049,526 2,039,972 1,967,988 1,973,840 Noncontrolling interest 16,529 16,346 15,906 16,224 16,659 TOTAL EQUITY 2,089,316 2,065,872 2,055,878 1,984,212 1,990,499 TOTAL LIABILITIES AND EQUITY $ 17,068,843 $ 16,884,237 $ 16,835,039 $ 16,680,356 $ 17,225,075 TOWNEBANK Consolidated Statements of Income - Five Quarter Trend (unaudited) (dollars in thousands, except share data) Three Months Ended June 30, March 31, December 31, September 30, June 30, 2024 2024 2023 2023 2023 INTEREST INCOME: Loans, including fees $ 154,549 $ 150,974 $ 146,810 $ 143,605 $ 138,977 Investment securities 22,928 19,996 20,464 20,292 18,851 Interest-bearing deposits in financial institutions and federal funds sold 14,512 14,234 13,967 15,031 14,488 Mortgage loans held for sale 2,945 1,716 2,886 3,928 2,547 Total interest income 194,934 186,920 184,127 182,856 174,863 INTEREST EXPENSE: Deposits 82,023 78,388 73,200 64,171 48,671 Advances from the FHLB 942 2,438 917 3,438 10,407 Subordinated debt, net 2,236 2,236 2,236 2,245 2,236 Repurchase agreements and other borrowings 685 640 41 (56 ) (62 ) Total interest expense 85,886 83,702 76,394 69,798 61,252 Net interest income 109,048 103,218 107,733 113,058 113,611 PROVISION FOR CREDIT LOSSES (177 ) (877 ) 2,446 1,007 3,556 Net interest income after provision for credit losses 109,225 104,095 105,287 112,051 110,055 NONINTEREST INCOME: Residential mortgage banking income, net 13,422 10,477 8,035 10,648 11,360 Insurance commissions and related income, net 24,031 25,539 21,207 23,777 22,498 Property management income, net 14,312 16,773 7,358 12,800 12,098 Real estate brokerage income, net — — (32 ) (63 ) 1,834 Service charges on deposit accounts 3,353 3,079 3,056 2,823 3,015 Credit card merchant fees, net 1,662 1,551 1,476 2,006 1,682 Investment commission income, net 2,580 2,343 2,380 2,363 2,166 BOLI 3,238 1,842 2,206 1,814 1,710 Other income 3,324 2,206 2,127 3,638 11,594 Net gain/(loss) on investment securities — 74 — — — Total noninterest income 65,922 63,884 47,813 59,806 67,957 NONINTEREST EXPENSE: Salaries and employee benefits 71,349 71,377 66,035 67,258 67,445 Occupancy 9,717 9,422 9,308 9,027 9,487 Furniture and equipment 4,634 4,478 4,445 4,100 4,389 Amortization - intangibles 3,298 3,246 3,411 3,610 3,610 Software 7,056 6,100 6,743 6,130 6,169 Data processing 4,606 3,916 3,529 4,140 4,011 Professional fees 3,788 3,180 3,339 2,770 3,166 Advertising and marketing 3,524 4,582 3,377 3,653 3,959 Other expenses 16,012 19,290 21,708 17,014 22,992 Total noninterest expense 123,984 125,591 121,895 117,702 125,228 Income before income tax expense and noncontrolling interest 51,163 42,388 31,205 54,155 52,784 Provision for income tax expense 8,124 7,261 2,660 9,410 9,416 Net income 43,039 35,127 28,545 44,745 43,368 Net income attributable to noncontrolling interest (183 ) (440 ) 259 117 (1,652 ) Net income attributable to TowneBank $ 42,856 $ 34,687 $ 28,804 $ 44,862 $ 41,716 Per common share information Basic earnings $ 0.57 $ 0.46 $ 0.39 $ 0.60 $ 0.56 Diluted earnings $ 0.57 $ 0.46 $ 0.39 $ 0.60 $ 0.56 Basic weighted average shares outstanding 74,925,877 74,816,420 74,773,335 74,750,294 74,691,121 Diluted weighted average shares outstanding 75,037,955 74,979,501 74,793,557 74,765,515 74,699,810 Cash dividends declared $ 0.25 $ 0.25 $ 0.25 $ 0.25 $ 0.25 TOWNEBANK Banking Segment Financial Information (unaudited) (dollars in thousands) Three Months Ended Six Months Ended Increase/(Decrease) June 30, March 31, June 30, YTD 2024 over 2023 2024 2023 2024 2024 2023 Amount Percent Revenue Net interest income $ 108,029 $ 113,327 $ 102,682 $ 210,711 $ 236,976 $ (26,265 ) (11.08)% Service charges on deposit accounts 3,352 3,015 3,079 6,431 5,754 677 11.77 % Credit card merchant fees 1,662 1,682 1,551 3,213 3,226 (13 ) (0.40)% Investment commission income, net 2,580 2,166 2,343 4,923 4,218 705 16.71 % Other income 4,840 3,990 3,429 8,268 7,790 478 6.14 % Subtotal 12,434 10,853 10,402 22,835 20,988 1,847 8.80 % Net gain/(loss) on investment securities — — 74 74 — 74 N/M Total noninterest income 12,434 10,853 10,476 22,909 20,988 1,921 9.15 % Total revenue 120,463 124,180 113,158 233,620 257,964 (24,344 ) (9.44)% Provision for credit losses (170 ) 3,482 (976 ) (1,146 ) 15,235 (16,381 ) (107.52)% Expenses Salaries and employee benefits 46,640 42,240 46,474 93,113 85,433 7,680 8.99 % Occupancy 7,194 6,846 7,061 14,254 13,080 1,174 8.98 % Furniture and equipment 3,810 3,544 3,648 7,458 6,877 581 8.45 % Amortization of intangible assets 1,117 1,341 1,162 2,280 2,622 (342 ) (13.04)% Other expenses 23,587 29,178 26,953 50,541 57,621 (7,080 ) (12.29)% Total expenses 82,348 83,149 85,298 167,646 165,633 2,013 1.22 % Income before income tax, corporate allocation and noncontrolling interest 38,285 37,549 28,836 67,120 77,096 (9,976 ) (12.94)% Corporate allocation 1,232 1,271 1,069 2,301 2,472 (171 ) (6.92)% Income before income tax provision and noncontrolling interest 39,517 38,820 29,905 69,421 79,568 (10,147 ) (12.75)% Provision for income tax expense 5,130 6,114 4,105 9,235 13,765 (4,530 ) (32.91)% Net income 34,387 32,706 25,800 60,186 65,803 (5,617 ) (8.54)% Noncontrolling interest (58 ) — 120 62 — 62 N/M Net income attributable to TowneBank $ 34,329 $ 32,706 $ 25,920 $ 60,248 $ 65,803 $ (5,555 ) (8.44)% Efficiency ratio(non-GAAP) 67.43 % 65.88 % 74.40 % 70.81 % 63.19 % 7.62 % 12.06 % TOWNEBANK Realty Segment Financial Information (unaudited) (dollars in thousands) Three Months Ended Six Months Ended Increase/(Decrease) June 30, March 31, June 30, YTD 2024 over 2023 2024 2023 2024 2024 2023 Amount Percent Revenue Residential mortgage brokerage
income, net$ 13,996 $ 12,215 $ 10,798 $ 24,795 $ 22,009 $ 2,786 12.66 % Real estate brokerage income, net — 1,834 — — 3,625 (3,625 ) (100.00)% Title insurance and settlement fees — 152 — — 443 (443 ) (100.00)% Property management fees, net 14,312 12,098 16,773 31,085 27,633 3,452 12.49 % Income (loss) from unconsolidated subsidiary 67 (886 ) 30 97 (821 ) 918 111.81 % Gain on equity investment — 8,833 — — 8,833 (8,833 ) (100.00)% Net interest and other income 1,317 635 784 2,101 820 1,281 156.22 % Total revenue 29,692 34,881 28,385 58,078 62,542 (4,464 ) (7.14)% Provision for credit losses (7 ) 74 99 92 (10 ) 102 1,020.00 % Expenses Salaries and employee benefits 12,370 13,949 12,188 24,558 28,789 (4,231 ) (14.70)% Occupancy 1,811 1,869 1,569 3,381 3,890 (509 ) (13.08)% Furniture and equipment 596 640 594 1,190 1,333 (143 ) (10.73)% Amortization of intangible assets 781 741 677 1,457 1,424 33 2.32 % Other expenses 9,136 9,337 8,199 17,335 17,775 (440 ) (2.48)% Total expenses 24,694 26,536 23,227 47,921 53,211 (5,290 ) (9.94)% Income before income tax, corporate allocation and noncontrolling interest 5,005 8,271 5,059 10,065 9,341 724 7.75 % Corporate allocation (490 ) (600 ) (348 ) (838 ) (1,200 ) 362 (30.17)% Income before income tax provision and noncontrolling interest 4,515 7,671 4,711 9,227 8,141 1,086 13.34 % Provision for income tax expense 1,163 1,686 1,156 2,319 1,867 452 24.21 % Net income 3,352 5,985 3,555 6,908 6,274 634 10.11 % Noncontrolling interest (125 ) (1,652 ) (560 ) (685 ) (1,797 ) 1,112 (61.88)% Net income attributable to TowneBank $ 3,227 $ 4,333 $ 2,995 $ 6,223 $ 4,477 $ 1,746 39.00 % Efficiency ratio excluding gain on equity investment(non-GAAP) 80.54 % 99.03 % 79.44 % 80.00 % 96.42 % (16.42) % (17.03)% TOWNEBANK Insurance Segment Financial Information (unaudited) (dollars in thousands) Three Months Ended Six Months Ended Increase/(Decrease) June 30, March 31, June 30, YTD 2024 over 2023 2024 2023 2024 2024 2023 Amount Percent Commission and fee income Property and casualty $ 22,225 $ 20,028 $ 20,722 $ 42,947 $ 38,156 $ 4,791 12.56 % Employee benefits 4,404 4,561 4,826 9,230 9,148 82 0.90 % Specialized benefit services — 153 9 9 312 (303 ) (97.12)% Total commissions and fees 26,629 24,742 25,557 52,186 47,616 4,570 9.60 % Contingency and bonus revenue 2,951 2,638 4,503 7,454 7,008 446 6.36 % Other income 6 8 11 17 15 2 13.33 % Total revenue 29,586 27,388 30,071 59,657 54,639 5,018 9.18 % Employee commission expense 4,771 4,881 4,512 9,283 9,434 (151 ) (1.60)% Revenue, net of commission expense 24,815 22,507 25,559 50,374 45,205 5,169 11.43 % Salaries and employee benefits 12,339 11,256 12,715 25,055 22,644 2,411 10.65 % Occupancy 712 772 792 1,504 1,582 (78 ) (4.93)% Furniture and equipment 228 205 236 464 423 41 9.69 % Amortization of intangible assets 1,400 1,528 1,407 2,807 3,088 (281 ) (9.10)% Other expenses 2,263 1,782 1,916 4,178 3,045 1,133 37.21 % Total operating expenses 16,942 15,543 17,066 34,008 30,782 3,226 10.48 % Income before income tax, corporate allocation and noncontrolling interest 7,873 6,964 8,493 16,366 14,423 1,943 13.47 % Corporate allocation (742 ) (671 ) (721 ) (1,463 ) (1,272 ) (191 ) 15.02 % Income before income tax provision and noncontrolling interest 7,131 6,293 7,772 14,903 13,151 1,752 13.32 % Provision for income tax expense 1,831 1,616 2,000 3,831 3,382 449 13.28 % Net income 5,300 4,677 5,772 11,072 9,769 1,303 13.34 % Noncontrolling interest — — — — — — — % Net income attributable to TowneBank $ 5,300 $ 4,677 $ 5,772 $ 11,072 $ 9,769 $ 1,303 13.34 % Provision for income taxes 1,831 1,616 2,000 3,831 3,382 449 13.28 % Depreciation, amortization and interest expense 1,529 1,683 1,553 3,083 3,389 (306 ) (9.03)% EBITDA(non-GAAP) $ 8,660 $ 7,976 $ 9,325 $ 17,986 $ 16,540 $ 1,446 8.74 % Efficiency ratio(non-GAAP) 62.63 % 62.27 % 61.27 % 61.94 % 61.26 % 0.68 % 1.11 % TOWNEBANK Reconciliation of Non-GAAP Financial Measures (dollars in thousands) Three Months Ended Six Months Ended June 30, June 30, March 31, June 30, June 30, 2024 2023 2024 2024 2023 Return on average assets (GAAP) 1.01 % 0.99 % 0.83 % 0.92 % 0.97 % Impact of excluding average goodwill and other intangibles and amortization 0.10 % 0.11 % 0.09 % 0.09 % 0.11 % Return on average tangible assets (non-GAAP) 1.11 % 1.10 % 0.92 % 1.01 % 1.08 % Return on average equity (GAAP) 8.43 % 8.46 % 6.84 % 7.63 % 8.23 % Impact of excluding average goodwill and other intangibles and amortization 3.60 % 3.89 % 3.03 % 3.32 % 3.80 % Return on average tangible equity (non-GAAP) 12.03 % 12.35 % 9.87 % 10.95 % 12.03 % Return on average common equity (GAAP) 8.49 % 8.52 % 6.89 % 7.69 % 8.29 % Impact of excluding average goodwill and other intangibles and amortization 3.67 % 3.96 % 3.09 % 3.38 % 3.87 % Return on average tangible common equity (non-GAAP) 12.16 % 12.48 % 9.98 % 11.07 % 12.16 % Book value (GAAP) $ 27.62 $ 26.36 $ 27.33 $ 27.62 $ 26.36 Impact of excluding average goodwill and other intangibles and amortization (6.97 ) (7.05 ) (7.02 ) (6.97 ) (7.05 ) Tangible book value (non-GAAP) $ 20.65 $ 19.31 $ 20.31 $ 20.65 $ 19.31 Efficiency ratio (GAAP) 70.86 % 68.97 % 75.16 % 72.96 % 68.26 % Impact of exclusions (1.88)% 1.44 % (1.91)% (1.90)% (0.31)% Efficiency ratio (non-GAAP) 68.98 % 70.41 % 73.25 % 71.06 % 67.95 % Average assets (GAAP) $ 16,982,482 $ 16,826,965 $ 16,864,235 $ 16,923,358 $ 16,589,323 Less: average goodwill and intangible assets 525,122 530,658 522,675 523,899 526,339 Average tangible assets (non-GAAP) $ 16,457,360 $ 16,296,307 $ 16,341,560 $ 16,399,459 $ 16,062,984 Average equity (GAAP) $ 2,045,622 $ 1,978,613 $ 2,040,275 $ 2,042,948 $ 1,962,398 Less: average goodwill and intangible assets 525,122 530,658 522,675 523,899 526,339 Average tangible equity (non-GAAP) $ 1,520,500 $ 1,447,955 $ 1,517,600 $ 1,519,049 $ 1,436,059 Average common equity (GAAP) $ 2,029,150 $ 1,963,164 $ 2,024,169 $ 2,026,659 $ 1,947,202 Less: average goodwill and intangible assets 525,122 530,658 522,675 523,899 526,339 Average tangible common equity (non-GAAP) $ 1,504,028 $ 1,432,506 $ 1,501,494 $ 1,502,760 $ 1,420,863 Net income (GAAP) $ 42,856 $ 41,716 $ 34,687 $ 77,543 $ 80,049 Amortization of intangibles, net of tax 2,605 2,852 2,564 5,170 5,636 Tangible net income (non-GAAP) $ 45,461 $ 44,568 $ 37,251 $ 82,713 $ 85,685 Total revenue (GAAP) $ 174,970 $ 181,568 $ 167,102 $ 342,072 $ 365,711 Net (gain)/loss on investment securities — — (74 ) (74 ) — Other nonrecurring (income) loss — (8,833 ) — — (8,833 ) Total Revenue for efficiency calculation (non-GAAP) $ 174,970 $ 172,735 $ 167,028 $ 341,998 $ 356,878 Noninterest expense (GAAP) $ 123,984 $ 125,228 $ 125,591 $ 249,575 $ 249,626 Less: amortization of intangibles 3,298 3,610 3,246 6,544 7,134 Noninterest expense net of amortization (non-GAAP) $ 120,686 $ 121,618 $ 122,345 $ 243,031 $ 242,492 TOWNEBANK Reconciliation of Non-GAAP Financial Measures (dollars in thousands, except per share data) Reconciliation of GAAP Earnings to Operating Earnings Excluding Certain Items Affecting Comparability Three Months Ended June 30, March 31, December 31, September 30, June 30, 2024 2024 2023 2023 2023 Net income (GAAP) $ 42,856 $ 34,687 $ 28,804 $ 44,862 $ 41,716 Adjustments Plus: Acquisition-related expenses, net of tax 18 564 56 458 2,457 Plus: FDIC special assessment, net of tax (310 ) 1,021 4,083 — — Less: Gain on sale of equity investments, net of noncontrolling interest — — (1,846 ) (438 ) (5,513 ) Core operating earnings, excluding certain items affecting comparability (non-GAAP) $ 42,564 $ 36,272 $ 31,097 $ 44,882 $ 38,660 Weighted average diluted shares 75,037,955 74,979,501 74,793,557 74,765,515 74,699,810 Diluted EPS (GAAP) $ 0.57 $ 0.46 $ 0.39 $ 0.60 $ 0.56 Diluted EPS, excluding certain items affecting comparability (non-GAAP) $ 0.57 $ 0.48 $ 0.42 $ 0.60 $ 0.52 Average assets $ 16,982,482 $ 16,864,235 $ 16,683,041 $ 16,762,859 $ 16,826,965 Average tangible equity $ 1,520,500 $ 1,517,600 1,465,216 $ 1,460,024 $ 1,447,955 Average common tangible equity $ 1,504,028 $ 1,501,494 $ 1,449,052 $ 1,443,453 $ 1,432,506 Return on average assets, excluding certain items affecting comparability (non-GAAP) 1.01 % 0.87 % 0.74 % 1.06 % 0.92 % Return on average tangible equity, excluding certain items affecting comparability (non-GAAP) 11.95 % 10.29 % 9.15 % 12.97 % 11.50 % Return on average common tangible equity, excluding certain items affecting comparability (non-GAAP) 12.08 % 10.40 % 9.25 % 13.13 % 11.62 % Efficiency ratio, excluding certain items affecting comparability (non-GAAP) 70.85 % 74.84 % 78.33 % 67.76 % 67.32 % TOWNEBANK Reconciliation of Non-GAAP Financial Measures (dollars in thousands, except per share data) Reconciliation of GAAP Earnings to Operating Earnings Excluding Certain Items Affecting Comparability Six Months Ended June 30, June 30, 2024 2023 Net income (GAAP) $ 77,543 $ 80,049 Adjustments Plus: Acquisition-related expenses, net of tax 582 7,260 Plus: FDIC special assessment, net of tax 711 — Plus: Initial provision for acquired loans, net of tax — 3,166 Less: Gain on sale of equity investments, net of noncontrolling interest and tax — (5,513 ) Total charges, net of taxes 1,293 4,913 Core operating earnings, excluding certain items affecting comparability (non-GAAP) $ 78,836 $ 84,962 Weighted average diluted shares 75,002,469 74,545,389 Diluted EPS (GAAP) $ 1.03 $ 1.07 Diluted EPS, excluding certain items affecting comparability (non-GAAP) $ 1.05 $ 1.14 Average assets $ 16,923,358 $ 16,589,323 Average tangible equity $ 1,519,049 $ 1,436,059 Average tangible common equity $ 1,502,760 $ 1,420,863 Return on average assets, excluding certain items affecting comparability (non-GAAP) 0.94 % 1.03 % Return on average tangible equity, excluding certain items affecting comparability (non-GAAP) 11.12 % 12.72 % Return on average common tangible equity, excluding certain items affecting comparability (non-GAAP) 11.24 % 12.86 % Efficiency ratio, excluding certain items affecting comparability (non-GAAP) 72.80 % 67.44 %