UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(MARK ONE)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to ____

Commission file number 001-38481

UMB FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Missouri

43-0903811

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification Number)

1010 Grand Boulevard, Kansas City, Missouri

64106

(Address of principal executive offices)

(Zip Code)

(Registrant's telephone number, including area code): (816) 860-7000

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $1.00 Par Value

UMBF

The NASDAQ Global Select Market

Depositary Shares, each representing 1/400th interest in a share of 7.75% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock Series B

UMBFO

The NASDAQ Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non- accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of April 27, 2026, UMB Financial Corporation had 75,978,727shares of common stock outstanding.


UMB FINANCIAL CORPORATION

FORM 10-Q

INDEX

PART I – FINANCIAL INFORMATION

3

ITEM 1.

FINANCIAL STATEMENTS (UNAUDITED)

3

CONSOLIDATED BALANCE SHEETS

3

CONSOLIDATED STATEMENTS OF INCOME

4

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

5

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

6

CONSOLIDATED STATEMENTS OF CASH FLOWS

7

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

9

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

61

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

79

ITEM 4.

CONTROLS AND PROCEDURES

84

PART II - OTHER INFORMATION

85

ITEM 1.

LEGAL PROCEEDINGS

85

ITEM 1A.

RISK FACTORS

85

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

85

ITEM 6.

EXHIBITS

86

SIGNATURES

87

2


PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

UMB FINANCIAL CORPORATION

CONSOLIDATED BALANCE SHEETS

(unaudited, dollars in thousands, except share and per share data)

March 31,

December 31,

2026

2025

ASSETS

Loans

$

40,134,325

$

38,779,408

Allowance for credit losses on loans

(425,876

)

(419,478

)

Net loans

39,708,449

38,359,930

Loans held for sale

4,471

2,030

Securities:

Available for sale (amortized cost of $14,037,520 and $13,999,900, respectively)

13,660,886

13,709,141

Held to maturity, net of allowance for credit losses of $3,357 and $1,684, respectively (fair value of $5,172,564 and $5,250,465, respectively)

5,699,881

5,722,543

Trading securities

24,205

22,331

Other securities

685,590

676,300

Total securities

20,070,562

20,130,315

Federal funds sold and securities purchased under agreements to resell

1,524,669

1,548,093

Interest-bearing due from banks

5,655,290

6,940,535

Cash and due from banks

735,829

952,547

Premises and equipment, net

391,020

398,271

Accrued income

342,685

349,639

Goodwill

1,837,594

1,839,825

Other intangibles, net

463,409

486,869

Other assets

1,940,183

2,086,036

Total assets

$

72,674,161

$

73,094,090

LIABILITIES

Deposits:

Noninterest-bearing demand

$

17,041,696

$

17,143,341

Interest-bearing demand and savings

39,728,542

39,752,587

Time deposits under $250,000

1,823,536

1,934,617

Time deposits of $250,000 or more

1,386,982

1,826,245

Total deposits

59,980,756

60,656,790

Federal funds purchased and repurchase agreements

3,550,738

3,324,938

Long-term debt

477,164

474,229

Accrued expenses and taxes

309,932

435,351

Other liabilities

528,574

509,214

Total liabilities

64,847,164

65,400,522

SHAREHOLDERS' EQUITY

Series B Fixed-Rate Reset Non-Cumulative Perpetual Preferred stock, $0.01 par value; 30,000 authorized, issued and outstanding

294,066

294,066

Common stock, $1.00 par value; 160,000,000 shares authorized; 78,665,809 shares issued, 75,977,250 and 75,960,675 shares outstanding, respectively

78,666

78,666

Capital surplus

4,006,726

4,011,047

Retained earnings

3,958,611

3,736,413

Accumulated other comprehensive loss, net

(331,350

)

(261,520

)

Treasury stock, 2,688,559 and 2,705,134 shares, at cost, respectively

(179,722

)

(165,104

)

Total shareholders' equity

7,826,997

7,693,568

Total liabilities and shareholders' equity

$

72,674,161

$

73,094,090

See Notes to Consolidated Financial Statements.

3


UMB FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

(unaudited, dollars in thousands, except share and per share data)

Three Months Ended

March 31,

2026

2025

INTEREST INCOME

Loans

$

633,078

$

527,404

Securities:

Taxable interest

145,299

98,296

Tax-exempt interest

34,454

29,963

Total securities income

179,753

128,259

Federal funds and resell agreements

16,063

6,952

Interest-bearing due from banks

37,902

74,985

Trading securities

271

370

Total interest income

867,067

737,970

INTEREST EXPENSE

Deposits

292,373

303,406

Federal funds and repurchase agreements

29,698

25,790

Other

10,630

11,135

Total interest expense

332,701

340,331

Net interest income

534,366

397,639

Provision for credit losses

27,000

86,000

Net interest income after provision for credit losses

507,366

311,639

NONINTEREST INCOME

Trust and securities processing

94,667

79,781

Trading and investment banking

7,740

5,911

Service charges on deposit accounts

29,474

27,457

Insurance fees and commissions

255

178

Brokerage fees

21,089

18,102

Bankcard fees

28,878

26,293

Investment securities gains (losses), net

3,046

(4,782

)

Other

19,644

13,258

Total noninterest income

204,793

166,198

NONINTEREST EXPENSE

Salaries and employee benefits

219,681

221,398

Occupancy, net

19,075

16,069

Equipment

13,320

16,948

Supplies and services

5,604

4,785

Marketing and business development

13,792

7,998

Processing fees

42,059

40,850

Legal and consulting

9,087

28,606

Bankcard

11,841

12,795

Amortization of other intangible assets

23,460

17,482

Regulatory fees

8,270

8,237

Other

14,694

9,619

Total noninterest expense

380,883

384,787

Income before income taxes

331,276

93,050

Income tax expense

69,838

11,717

NET INCOME

$

261,438

$

81,333

Less: Preferred dividends

5,813

2,013

NET INCOME AVAILABLE TO COMMON SHAREHOLDERS

$

255,625

$

79,320

PER SHARE DATA

Net income per common share – basic

$

3.36

$

1.22

Net income per common share – diluted

3.35

1.21

Dividends per common share

0.43

0.40

Weighted average common shares outstanding – basic

76,032,620

65,063,262

Weighted average common shares outstanding – diluted

76,399,233

65,496,058

See Notes to Consolidated Financial Statements.

4


UMB FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited, dollars in thousands)

Three Months Ended

March 31,

2026

2025

Net income

$

261,438

$

81,333

Other comprehensive (loss) income, before tax:

Unrealized gains and losses on debt securities:

Change in unrealized holding gains and losses, net

(85,472

)

76,235

Less: Reclassification adjustment for net gains included in net income

(403

)

(390

)

Amortization of net unrealized loss on securities transferred from available-for-sale to held-to-maturity

7,088

8,290

Change in unrealized gains and losses on debt securities

(78,787

)

84,135

Unrealized gains and losses on derivative hedges:

Change in unrealized gains and losses on derivative hedges, net

(16,053

)

22,646

Less: Reclassification adjustment for net gains included in net income

(797

)

(24

)

Change in unrealized gains and losses on derivative hedges

(16,850

)

22,622

Other comprehensive (loss) income, before tax

(95,637

)

106,757

Income tax benefit (expense)

25,807

(26,405

)

Other comprehensive (loss) income

(69,830

)

80,352

Comprehensive income

$

191,608

$

161,685

See Notes to Consolidated Financial Statements.

5


UMB FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

(unaudited, dollars in thousands, except per share data)

Preferred
Stock

Common
Stock

Capital
Surplus

Retained
Earnings

Accumulated Other Comprehensive (Loss) Income

Treasury
Stock

Total

Balance – January 1, 2025

$

—

$

55,057

$

1,145,638

$

3,174,948

$

(573,050

)

$

(336,052

)

$

3,466,541

Total comprehensive income

—

—

—

81,333

80,352

—

161,685

Cash dividends declared:

Preferred dividends ($175.00 per share)

—

—

—

(2,013

)

—

—

(2,013

)

Common dividends ($0.40 per share)

—

—

—

(29,402

)

—

—

(29,402

)

Purchase of treasury stock

—

—

—

—

—

(15,434

)

(15,434

)

Issuances of equity awards, net of forfeitures

—

—

(15,595

)

—

—

16,395

800

Recognition of equity-based compensation

—

—

32,419

—

—

—

32,419

Sale of treasury stock

—

—

116

—

—

60

176

Exercise of stock options

—

—

126

—

—

179

305

Common stock issuance

—

—

67,056

—

—

168,085

235,141

Stock issuance for acquisition, net of issuance costs

110,705

23,609

2,763,902

—

—

—

2,898,216

Balance – March 31, 2025

$

110,705

$

78,666

$

3,993,662

$

3,224,866

$

(492,698

)

$

(166,767

)

$

6,748,434

Balance – January 1, 2026

$

294,066

$

78,666

$

4,011,047

$

3,736,413

$

(261,520

)

$

(165,104

)

$

7,693,568

Total comprehensive income

—

—

—

261,438

(69,830

)

—

191,608

Cash dividends declared:

Preferred dividends ($193.75 per share)

—

—

—

(5,813

)

—

—

(5,813

)

Common dividends ($0.43 per share)

—

—

—

(33,427

)

—

—

(33,427

)

Purchase of treasury stock

—

—

—

—

—

(32,814

)

(32,814

)

Issuances of equity awards, net of forfeitures

—

—

(16,311

)

—

—

17,810

1,499

Recognition of equity-based compensation

—

—

11,924

—

—

—

11,924

Sale of treasury stock

—

—

83

—

—

86

169

Exercise of stock options

—

—

(17

)

—

—

300

283

Balance – March 31, 2026

$

294,066

$

78,666

$

4,006,726

$

3,958,611

$

(331,350

)

$

(179,722

)

$

7,826,997

See Notes to Consolidated Financial Statements.

6


UMB FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited, dollars in thousands)

For the Three Months Ended

March 31,

2026

2025

OPERATING ACTIVITIES

Net income

$

261,438

$

81,333

Adjustments to reconcile net income to net cash provided by operating activities:

Provision for credit losses

27,000

86,000

Net accretion of premiums and discounts from acquisition

(45,184

)

(26,435

)

Depreciation and amortization

35,094

29,366

Amortization of debt issuance costs

106

219

Deferred income tax expense

21,123

16,710

Net increase in trading securities and other earning assets

(1,874

)

(6,928

)

(Gains) losses on investment securities, net

(3,046

)

4,782

Losses on sales of assets

919

18

Amortization of securities premiums, net of discount accretion

(2,935

)

5,126

Originations of loans held for sale

(28,967

)

(18,279

)

Gains on sales of loans held for sale, net

(706

)

(453

)

Proceeds from sales of loans held for sale

27,232

16,389

Equity-based compensation

13,423

12,830

Changes in:

Accrued income

6,954

12,271

Accrued expenses and taxes

(123,188

)

(59,461

)

Other assets and liabilities, net

173,884

209,533

Net cash provided by operating activities

361,273

363,021

INVESTING ACTIVITIES

Securities held to maturity:

Maturities, calls and principal repayments

101,529

115,631

Purchases

(74,398

)

(9,049

)

Securities available for sale:

Sales

51,771

611,423

Maturities, calls and principal repayments

532,468

386,343

Purchases

(606,550

)

(914,361

)

Equity securities with readily determinable fair values:

Sales

20,431

—

Purchases

(105

)

(291

)

Equity securities without readily determinable fair values:

Sales

7,708

40

Maturities, calls and principal repayments

9,901

8,210

Purchases

(33,956

)

(62,810

)

Payment of tax equity investment commitments

(22,684

)

(21,871

)

Net increase in loans

(1,346,054

)

(481,826

)

Net decrease (increase) in fed funds sold and resell agreements

23,424

(91,069

)

Net cash activity from acquisitions and divestitures

—

174,985

Net (increase) decrease in interest-bearing balances due from other financial institutions

(8,667

)

956,440

Net purchases of premises and equipment

(4,517

)

(8,823

)

Proceeds from bank-owned and company-owned life insurance death benefit

—

232

Net cash (used in) provided by investing activities

(1,349,699

)

663,204

7


FINANCING ACTIVITIES

Net (decrease) increase in demand and savings deposits

(125,690

)

1,533,318

Net decrease in time deposits

(550,344

)

(504,295

)

Net increase (decrease) in fed funds purchased and repurchase agreements

225,800

(72,365

)

Repayment of long-term debt

—

(11,055

)

Cash dividends paid

(39,611

)

(30,117

)

Payment of common stock issuance costs

—

(524

)

Proceeds from exercise of stock options and sales of treasury shares

452

481

Purchases of treasury stock

(32,814

)

(15,434

)

Common stock issuance

—

235,141

Net cash (used in) provided by financing activities

(522,207

)

1,135,150

(Decrease) increase in cash and cash equivalents

(1,510,633

)

2,161,375

Cash and cash equivalents at beginning of period

7,771,973

8,448,691

Cash and cash equivalents at end of period

$

6,261,340

$

10,610,066

Supplemental disclosures:

Income tax (refunds) payments

$

(1,370

)

$

1,732

Total interest payments

345,994

326,798

Noncash disclosures:

Acquisition of tax equity investments

$

—

$

14,036

Commitment to fund tax equity investments

—

14,036

Transfer of loans to other real estate owned

354

486

Transfer of loans to other repossessed assets

—

10

Issuance of common stock as consideration for acquisition

—

2,783,510

Issuance of preferred stock as consideration for acquisition

—

115,230

Stock based compensation as consideration for acquisition

—

20,389

See Notes to Consolidated Financial Statements.

8


UMB FINANCIAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2026 (UNAUDITED)

1. Financial Statement Presentation

The Consolidated Financial Statements include the accounts of UMB Financial Corporation and its subsidiaries (collectively, the Company) after the elimination of all intercompany transactions. In the opinion of management of the Company, all adjustments relating to items that are of a normal recurring nature and necessary for a fair presentation of the financial position and results of operations have been made. The results of operations and cash flows for the interim periods presented may not be indicative of the results of the full year ending December 31, 2026. The financial statements should be read in conjunction with “Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations” within this Quarterly Report on Form 10-Q (the Form 10-Q) and in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission (SEC) on February 26, 2026 (the Form 10-K).

The Company is a financial holding company, which offers a wide range of banking and other financial services to its customers through its branches and offices. The Company’s national bank, UMB Bank, National Association (the Bank), has its principal office in Missouri as well as branches and offices primarily located in the Midwestern, Southwestern, and Western regions of the United States.

2. Summary of Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. These estimates and assumptions also impact reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. A summary of the significant accounting policies to assist the reader in understanding the financial presentation is provided in the Notes to Consolidated Financial Statements in the Form 10-K.

Business Combinations

The Company accounts for business combinations using the purchase method of accounting in accordance with FASB ASC Topic 805, Business Combinations, which requires assets acquired and liabilities assumed to be recognized at fair value as of the acquisition date.

On January 31, 2025 (Acquisition Date), the Company acquired Heartland Financial USA, Inc. (HTLF) pursuant to an Agreement and Plan of Merger, dated as of April 28, 2024. See Note 13, “Acquisition” for additional information.

Cash and cash equivalents

Cash and cash equivalents includes Cash and due from banks and amounts due from the Federal Reserve Bank (FRB). Cash on hand, cash items in the process of collection, and amounts due from correspondent banks are included in Cash and due from banks. Amounts due from the FRB are interest-bearing for all periods presented and are included in the Interest-bearing due from banks line on the Company’s Consolidated Balance Sheets.

This table provides a summary of cash and cash equivalents as presented on the Consolidated Statements of Cash Flows as of March 31, 2026 and March 31, 2025 (in thousands):

March 31,

2026

2025

Due from the FRB

$

5,525,511

$

9,692,616

Cash and due from banks

735,829

917,450

Cash and cash equivalents at end of period

$

6,261,340

$

10,610,066

9


Also included in the Interest-bearing due from banks, but not considered cash and cash equivalents, are interest-bearing accounts held at other financial institutions, which totaled $129.8 million and $119.3 million at March 31, 2026 and March 31, 2025, respectively.

Acquired Loans

Acquired loans are initially recorded at fair value. The Company’s accounting methods for acquired loans depends on whether or not the loan reflects more than insignificant credit deterioration since origination at the date of acquisition.

Non-Purchased Credit Deteriorated Loans

Non-purchased credit deteriorated (Non-PCD) loans do not reflect more than insignificant credit deterioration since origination at the date of acquisition. These loans are recorded at fair value and an increase to the allowance for credit losses (ACL) is recorded with a corresponding increase to the provision for credit losses at the date of acquisition. The difference between fair value and the unpaid principal balance at the acquisition date is amortized or accreted to interest income over the contractual life of the loan using the effective interest method.

Purchased Credit Deteriorated Loans

Purchased loans that reflect a more than insignificant credit deterioration since origination at the date of acquisition are classified as purchased credit deteriorated (PCD) loans. PCD loans are recorded at fair value plus the ACL expected at the time of acquisition. Under this method, there is no provision for credit losses on acquisition of PCD loans. The non-credit-related difference between fair value and the unpaid principal balance at the acquisition date is amortized or accreted to interest income over the contractual life of the loan using the effective interest method.

Per Share Data

Basic net income per common share is computed using net income available to common shareholders and the weighted average number of shares of common stock outstanding during each period. Diluted net income per common share is determined using net income available to common shareholders and the weighted average common shares and assumed incremental common shares issued. The following table provides the amounts used in the determination of basic and diluted net income per common share for the three months ended March 31, 2026 and 2025 (in thousands, except share and per share data):

Three Months Ended March 31,

2026

2025

Net income

$

261,438

$

81,333

Less: Preferred dividends

5,813

2,013

Net income available to common shareholders

$

255,625

$

79,320

Weighted average common shares outstanding for basic earnings per share

76,032,620

65,063,262

Assumed incremental common shares issued upon vesting of outstanding restricted stock units

366,613

432,796

Weighted average common shares for diluted earnings per share

76,399,233

65,496,058

Net income per common share – basic

$

3.36

$

1.22

Net income per common share – diluted

3.35

1.21

Number of antidilutive restricted stock units excluded from diluted earnings per share computation

202,485

—

Number of antidilutive stock options excluded from diluted earnings per share computation

—

4,962

10


Derivatives

The Company records all derivatives on the Consolidated Balance Sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Currently, 15 of the Company’s derivatives are designated in qualifying hedging relationships. However, the remainder of the Company’s derivatives are not designated in qualifying hedging relationships, as the derivatives are not used to manage risks within the Company’s assets or liabilities. All changes in fair value of the Company’s non-designated derivatives and fair value hedges are recognized directly in earnings. Changes in fair value of the Company’s cash flow hedges are recognized in accumulated other comprehensive income (AOCI) and are reclassified to earnings when the hedged transaction affects earnings.

3. New Accounting Pronouncements

Income Statement Reporting In November 2024, the FASB issued Accounting Standards Update (ASU) No. 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40).” The amendments in this update require additional disclosures providing disaggregated information about prescribed categories underlying relevant income statement expense captions. The amendments in this update are effective for fiscal years beginning January 1, 2027, and interim periods beginning January 1, 2028. Early adoption is permitted and should be applied on a prospective basis. The adoption of this accounting pronouncement will have no impact on the Consolidated Financial Statements aside from additional disclosures.

4. Loans and Allowance for Credit Losses

Loan Origination/Risk Management

The Company has certain lending policies and procedures in place that are designed to minimize the level of risk within the loan portfolio. Diversification of the loan portfolio manages the risk associated with fluctuations in economic conditions. Authority levels are established for the extension of credit to ensure consistency throughout the Company. It is necessary that policies, processes, and practices implemented to control the risks of individual credit transactions and portfolio segments are sound and adhered to. The Company maintains an independent loan review department that reviews and validates the risk assessment on a continual basis. Management regularly evaluates the results of the loan reviews. The loan review process complements and reinforces the risk identification and assessment decisions made by lenders and credit personnel, as well as the Company’s policies and procedures.

Commercial and industrial loans are underwritten after evaluating and understanding the borrower’s ability to operate profitably and prudently expand its business. Commercial loans are made based on the identified cash flows of the borrower and on the underlying collateral provided by the borrower. The cash flows of the borrower, however, may not be as expected and the collateral securing these loans may fluctuate in value. Most commercial loans are secured by the assets being financed or other business assets such as accounts receivable or inventory and may incorporate a personal guarantee. In the case of loans secured by accounts receivable, the availability of funds for the repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts from its customers. Beginning with the third quarter 2025, commercial and industrial loans include all loans to Non-Depository Financial Institutions (NDFIs), which includes a wide range of financial entities that provide services similar to those of traditional banks but do not accept deposits from the general public and are not regulated by the same federal banking agencies. Previously reported balances have been reclassified for purposes of comparability.

Specialty lending loans include Asset-based loans, which are offered primarily in the form of revolving lines of credit to commercial borrowers that do not generally qualify for traditional bank financing. Asset-based loans are underwritten based primarily upon the value of the collateral pledged to secure the loan, rather than on the borrower’s general financial condition. The Company utilizes pre-loan due diligence techniques, monitoring disciplines, and loan management practices common within the asset-based lending industry to underwrite loans to these borrowers.

Commercial real estate loans are subject to underwriting standards and processes similar to commercial loans, in addition to those of real estate loans. These loans are viewed primarily as cash flow loans and secondarily as

11


loans secured by real estate. Commercial real estate lending typically involves higher loan principal amounts, and the repayment of these loans is largely dependent on the successful operation of the property securing the loan or the business conducted on the property securing the loan. The Company requires that an appraisal of the collateral be made at origination and on an as-needed basis, in conformity with current market conditions and regulatory requirements. The underwriting standards address both owner and non-owner-occupied real estate. Also included in Commercial real estate are Construction loans that are underwritten using feasibility studies, independent appraisal reviews, sensitivity analysis or absorption and lease rates, and financial analysis of the developers and property owners. Construction loans are based upon estimates of costs and value associated with the complete project. Construction loans often involve the disbursement of substantial funds with repayment substantially dependent on the success of the ultimate project. Sources of repayment for these types of loans may be pre-committed permanent loans, sales of developed property or an interim loan commitment from the Company until permanent financing is obtained. These loans are closely monitored by on-site inspections and are considered to have higher risks than other real estate loans due to their repayment being sensitive to interest rate changes, governmental regulation of real property, economic conditions, completion of the construction project, and the availability of long-term financing.

Consumer real estate loans, including residential real estate and home equity loans, are underwritten based on the borrower’s loan-to-value percentage, collection remedies, and overall credit history.

Consumer loans are underwritten based on the borrower’s repayment ability. The Company monitors delinquencies on all of its consumer loans and leases. The underwriting and review practices combined with the relatively small loan amounts that are spread across many individual borrowers, minimizes risk. Consumer loans and leases that are 90 days past due or more are considered non-performing.

Credit cards include both commercial and consumer credit cards. Commercial credit cards are generally unsecured and are underwritten with criteria similar to commercial loans, including an analysis of the borrower’s cash flow, available business capital, and overall creditworthiness of the borrower. Consumer credit cards are underwritten based on the borrower’s repayment ability. The Company monitors delinquencies on all of its consumer credit cards and periodically reviews the distribution of credit scores relative to historical periods to monitor credit risk on its consumer credit card loans.

Credit risk is a potential loss resulting from nonpayment of either the primary or secondary exposure. Credit risk is mitigated with formal risk management practices and a thorough initial credit-granting process including consistent underwriting standards and approval process. Control factors or techniques to minimize credit risk include knowing the client, understanding total exposure, analyzing the client and debtor’s financial capacity, and monitoring the client’s activities. Credit risk and portions of the portfolio risk are managed through concentration considerations, average risk ratings, and other aggregate characteristics.

12


Loan Aging Analysis

The following tables provide a summary of loan classes and an aging of past due loans at March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026

30-89
Days Past
Due and
Accruing

Greater than
90 Days Past
Due and
Accruing

Nonaccrual
Loans

Total
Past Due

Current

Total Loans

Loans

Commercial and industrial

$

8,811

$

1

$

55,975

$

64,787

$

17,003,977

$

17,068,764

Specialty lending

—

—

—

—

646,027

646,027

Commercial real estate

8,647

959

63,436

73,042

16,554,028

16,627,070

Consumer real estate

11,631

—

31,103

42,734

4,386,994

4,429,728

Consumer

568

5,182

147

5,897

230,085

235,982

Credit cards

10,603

8,782

589

19,974

697,857

717,831

Leases and other

—

—

—

—

408,923

408,923

Total loans

$

40,260

$

14,924

$

151,250

$

206,434

$

39,927,891

$

40,134,325

December 31, 2025

30-89
Days Past
Due and
Accruing

Greater than
90 Days Past
Due and
Accruing

Nonaccrual
Loans

Total
Past Due

Current

Total Loans

Loans

Commercial and industrial

$

36,391

$

6,417

$

26,633

$

69,441

$

16,201,079

$

16,270,520

Specialty lending

—

—

—

—

518,237

518,237

Commercial real estate

24,786

—

86,838

111,624

16,264,615

16,376,239

Consumer real estate

10,451

244

29,910

40,605

4,395,863

4,436,468

Consumer

689

5,237

777

6,703

232,108

238,811

Credit cards

9,194

6,505

508

16,207

684,526

700,733

Leases and other

—

—

—

—

238,400

238,400

Total loans

$

81,511

$

18,403

$

144,666

$

244,580

$

38,534,828

$

38,779,408

The Company sold consumer real estate loans with proceeds of $27.2 million and $16.4 million in the secondary market without recourse during the three months ended March 31, 2026 and 2025, respectively.

The Company has ceased the recognition of interest on loans with a carrying value of $151.3 million and $144.7 million at March 31, 2026 and December 31, 2025, respectively. Restructured loans totaled $163 thousand and $169 thousand at March 31, 2026 and December 31, 2025, respectively. Loans 90 days past due and still accruing interest amounted to $14.9million and $18.4 million at March 31, 2026 and December 31, 2025, respectively. All interest accrued but not received for loans placed on nonaccrual is reversed against interest income. There was an insignificant amount of interest reversed related to loans on nonaccrual during 2026 and 2025. Nonaccrual loans with no related allowance for credit losses totaled $76.9 million and $76.8 million at March 31, 2026 and December 31, 2025, respectively.

13


The following tables provide the amortized cost of nonaccrual loans with no related allowance for credit losses by loan class at March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026

Nonaccrual
Loans

Amortized Cost of Nonaccrual Loans with no related Allowance

Loans

Commercial and industrial

$

55,975

$

12,640

Specialty lending

—

—

Commercial real estate

63,436

33,407

Consumer real estate

31,103

30,094

Consumer

147

147

Credit cards

589

589

Leases and other

—

—

Total loans

$

151,250

$

76,877

December 31, 2025

Nonaccrual
Loans

Amortized Cost of Nonaccrual Loans with no related Allowance

Loans

Commercial and industrial

$

26,633

$

10,870

Specialty lending

—

—

Commercial real estate

86,838

35,973

Consumer real estate

29,910

28,661

Consumer

777

777

Credit cards

508

508

Leases and other

—

—

Total loans

$

144,666

$

76,789

Amortized Cost

The following tables provide a summary of the amortized cost balance of each of the Company’s loan classes disaggregated by collateral type and origination year as of March 31, 2026 and December 31, 2025, as well as the gross charge-offs by loan class and origination year for the three months ended March 31, 2026 (in thousands):

14


March 31, 2026

Amortized Cost Basis by Origination Year - Term Loans

Loan Segment
and Type

2026

2025

2024

2023

2022

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

Commercial and industrial:

Equipment/Accounts Receivable/Inventory

$

944,324

$

2,793,596

$

1,811,310

$

907,969

$

874,584

$

762,205

$

5,791,960

$

44,961

$

13,930,909

Agriculture

6,744

26,657

20,970

23,301

6,582

5,492

400,425

479

490,650

NDFIs

39,118

190,987

282,494

360,651

60,399

27,655

1,674,758

—

2,636,062

Overdrafts

—

—

—

—

—

—

11,143

—

11,143

Total Commercial and industrial

990,186

3,011,240

2,114,774

1,291,921

941,565

795,352

7,878,286

45,440

17,068,764

Current period charge-offs

—

—

—

82

117

73

3,077

—

3,349

Specialty lending:

Asset-based lending

51,006

45,458

5,528

—

5,407

46,864

491,764

—

646,027

Total Specialty lending

51,006

45,458

5,528

—

5,407

46,864

491,764

—

646,027

Current period charge-offs

—

—

—

—

—

—

—

—

—

Commercial real estate:

Owner-occupied

272,512

1,130,699

594,932

553,366

938,003

1,396,518

46,285

—

4,932,315

Non-owner-occupied

486,814

1,629,000

693,463

682,722

994,330

1,310,146

41,608

—

5,838,083

Farmland

27,169

274,103

72,016

81,613

120,284

230,060

45,813

—

851,058

5+ Multi-family

175,875

205,422

194,712

169,618

509,376

523,346

10,198

—

1,788,547

1-4 Family construction

27,446

53,800

2,036

239

518

—

3,574

—

87,613

General construction

290,623

909,104

777,647

623,551

383,963

41,025

103,504

37

3,129,454

Total Commercial real estate

1,280,439

4,202,128

2,334,806

2,111,109

2,946,474

3,501,095

250,982

37

16,627,070

Current period charge-offs

—

—

403

6,145

3,221

995

—

—

10,764

Consumer real estate:

HELOC

608

743

393

1,718

2,555

8,562

700,318

4,329

719,226

First lien: 1-4 family

164,414

602,689

341,374

347,866

608,389

1,513,971

6,914

90

3,585,707

Junior lien: 1-4 family

3,985

18,623

28,274

18,352

27,443

22,443

5,675

—

124,795

Total Consumer real estate

169,007

622,055

370,041

367,936

638,387

1,544,976

712,907

4,419

4,429,728

Current period charge-offs

—

—

—

367

64

82

—

—

513

Consumer:

Revolving line

—

1,485

34

22

48

595

147,111

2,749

152,044

Auto

2,427

7,166

6,322

8,319

4,283

876

—

—

29,393

Other

3,150

10,712

9,891

3,037

5,632

1,796

20,327

—

54,545

Total Consumer

5,577

19,363

16,247

11,378

9,963

3,267

167,438

2,749

235,982

Current period charge-offs

—

11

31

45

9

8

981

—

1,085

Credit cards:

Consumer

—

—

—

—

—

—

341,393

—

341,393

Commercial

—

—

—

—

—

—

376,438

—

376,438

Total Credit cards

—

—

—

—

—

—

717,831

—

717,831

Current period charge-offs

—

—

—

—

—

—

5,876

—

5,876

Leases and other:

Leases

—

—

—

—

—

1,186

—

—

1,186

Other

22,966

166,465

17,497

7,386

7,721

11,716

173,986

—

407,737

Total Leases and other

22,966

166,465

17,497

7,386

7,721

12,902

173,986

—

408,923

Current period charge-offs

—

—

—

—

—

—

—

—

—

Total loans

$

2,519,181

$

8,066,709

$

4,858,893

$

3,789,730

$

4,549,517

$

5,904,456

$

10,393,194

$

52,645

$

40,134,325

15


December 31, 2025

Amortized Cost Basis by Origination Year - Term Loans

Loan Segment
and Type

2025

2024

2023

2022

2021

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

Commercial and industrial:

Equipment/Accounts Receivable/Inventory

$

2,989,029

$

1,901,767

$

1,039,595

$

929,230

$

471,193

$

321,761

$

5,636,442

$

12,186

$

13,301,203

Agriculture

30,385

22,585

24,980

7,827

3,859

3,180

426,729

2,258

521,803

NDFIs

130,392

286,076

368,137

86,436

12,136

29,406

1,517,283

271

2,430,137

Overdrafts

—

—

—

—

—

—

17,377

—

17,377

Total Commercial and industrial

3,149,806

2,210,428

1,432,712

1,023,493

487,188

354,347

7,597,831

14,715

16,270,520

Specialty lending:

Asset-based lending

46,480

5,639

—

5,801

25,763

22,632

411,922

—

518,237

Total Specialty lending

46,480

5,639

—

5,801

25,763

22,632

411,922

—

518,237

Commercial real estate:

Owner-occupied

1,151,075

529,761

599,178

955,385

775,378

724,775

39,505

—

4,775,057

Non-owner-occupied

1,664,285

656,031

847,458

1,018,831

769,616

736,502

41,093

1,054

5,734,870

Farmland

258,796

74,542

85,814

131,009

83,613

163,318

66,403

75

863,570

5+ Multi-family

329,902

179,107

171,945

554,125

434,660

96,475

10,441

—

1,776,655

1-4 Family construction

75,849

11,564

240

520

—

—

1,301

—

89,474

General construction

1,099,253

868,115

719,128

373,196

28,313

16,273

32,335

—

3,136,613

Total Commercial real estate

4,579,160

2,319,120

2,423,763

3,033,066

2,091,580

1,737,343

191,078

1,129

16,376,239

Consumer real estate:

HELOC

2,748

399

756

2,075

577

7,784

698,503

5,331

718,173

First lien: 1-4 family

653,333

368,156

364,405

631,555

735,751

830,570

6,864

13

3,590,647

Junior lien: 1-4 family

20,458

31,221

19,212

28,538

17,405

6,048

4,766

—

127,648

Total Consumer real estate

676,539

399,776

384,373

662,168

753,733

844,402

710,133

5,344

4,436,468

Consumer:

Revolving line

1,485

34

23

49

24

526

160,454

102

162,697

Auto

8,179

7,292

9,743

5,307

1,118

248

—

—

31,887

Other

12,907

11,197

3,514

5,917

853

1,272

8,567

—

44,227

Total Consumer

22,571

18,523

13,280

11,273

1,995

2,046

169,021

102

238,811

Credit cards:

Consumer

—

—

—

—

—

—

347,749

—

347,749

Commercial

—

—

—

—

—

—

352,984

—

352,984

Total Credit cards

—

—

—

—

—

—

700,733

—

700,733

Leases and other:

Leases

—

—

—

—

—

1,214

—

—

1,214

Other

181,160

16,408

8,588

8,713

7,344

1,671

13,302

—

237,186

Total Leases and other

181,160

16,408

8,588

8,713

7,344

2,885

13,302

—

238,400

Total loans

$

8,655,716

$

4,969,894

$

4,262,716

$

4,744,514

$

3,367,603

$

2,963,655

$

9,794,020

$

21,290

$

38,779,408

Accrued interest on loans totaled $180.1million and $176.1 million as of March 31, 2026 and December 31, 2025, respectively, and is included in the Accrued income line on the Company’s Consolidated Balance Sheets. The total amount of accrued interest is excluded from the amortized cost basis of loans presented above. Further, the Company has elected not to measure an allowance for credit losses for accrued interest receivable.

16


Credit Quality Indicators

As part of the on-going monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators including trends related to the risk grading of specified classes of loans, net charge-offs, non-performing loans, and general economic conditions.

The Company utilizes a risk grading matrix to assign a rating to each of its commercial, commercial real estate, and construction real estate loans. Changes in credit risk are monitored on a continuous basis and changes in risk ratings are made when identified. The loan ratings are summarized into the following categories: Pass, Special Mention, Substandard, and Doubtful. Any loan not classified in one of the categories described below is considered to be a Pass loan. A description of the general characteristics of the loan rating categories is as follows:

•
Special Mention – This rating reflects a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or the borrower’s credit position at some future date. The rating is not adversely classified and does not expose an institution to sufficient risk to warrant adverse classification.
•
Substandard – This rating represents an asset inadequately protected by the current sound worth and paying capacity of the borrower or of the collateral pledged, if any. Assets so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. Loans in this category are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. Loss potential, while existing in the aggregate amount of substandard assets, does not have to exist in individual assets classified as substandard.
•
Doubtful – This rating represents an asset that has all the weaknesses inherent in an asset classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, based on currently existing facts, conditions and values, highly questionable and improbable. The possibility of loss is extremely high, but because of certain important and reasonably specific pending factors, which may work to the advantage of strengthening the asset, its classification as an estimated loss is deferred until its more exact status may be determined. Pending factors include proposed merger, acquisition, liquidation procedures, capital injection, or perfecting liens.

Commercial and industrial

A discussion of the credit quality indicators that impact each type of collateral securing Commercial and industrial loans is included below:

Equipment, accounts receivable, and inventory General commercial and industrial loans are secured by working capital assets and non-real estate assets. The general purpose of these loans is for financing capital expenditures and current operations for commercial and industrial entities. These assets are short-term in nature. In the case of accounts receivable and inventories, the repayment of debt is reliant upon converting assets into cash or through goods and services being sold and collected. Collateral-based risk is due to aged short-term assets, which can be indicative of underlying issues with the borrower and lead to the value of the collateral being overstated.

Agriculture Agricultural loans are secured by non-real estate agricultural assets. These include shorter-term assets such as equipment, crops, and livestock. The risks associated with loans to finance crops or livestock include the borrower’s ability to successfully raise and market the commodity. Adverse weather conditions and other natural perils can dramatically affect farmers’ or ranchers’ production and ability to service debt. Volatile commodity prices present another significant risk for agriculture borrowers. Market price volatility and production cost volatility can affect both revenues and expenses.

Non-Depository Financial Institutions NDFI loans are secured by working capital assets and non-real estate assets. The general purpose of these loans is for financing capital expenditures and current operations. The repayment of debt is reliant upon converting assets into cash or through services being sold and collected. Collateral-based risk is due to aged short-term assets, which can be indicative of underlying issues with the borrower and lead to the value of the collateral being overstated. Other risks consist of collateral that is secured by the stock

17


of a NDFI, which can be unlisted stock with a limited market for the stock, or volatility of asset values driven by market performance.

Overdrafts Commercial overdrafts are typically short-term and unsecured. Some commercial borrowers tie their overdraft obligation to their line of credit, so any draw on the line of credit will satisfy the overdraft.

Based on the factors noted above for each type of collateral, the Company assigns risk ratings to borrowers based on their most recently assessed financial position.

The following tables provide a summary of the amortized cost balance by collateral type and risk rating as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026

Amortized Cost Basis by Origination Year - Term Loans

Risk by Collateral

2026

2025

2024

2023

2022

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

Equipment/Accounts Receivable/Inventory

Pass

$

896,316

$

2,765,221

$

1,765,479

$

863,551

$

817,668

$

746,156

$

5,567,354

$

36,429

$

13,458,174

Special Mention

—

3,542

34,684

9,158

1,950

5,344

87,796

495

142,969

Substandard

48,008

20,662

7,077

35,179

54,962

10,705

136,347

8,037

320,977

Doubtful

—

4,171

4,070

81

4

—

463

—

8,789

Total Equipment/Accounts Receivable/Inventory

$

944,324

$

2,793,596

$

1,811,310

$

907,969

$

874,584

$

762,205

$

5,791,960

$

44,961

$

13,930,909

Agriculture

Pass

$

5,737

$

25,070

$

20,673

$

23,022

$

6,439

$

4,912

$

384,267

$

60

$

470,180

Special Mention

383

1,413

—

160

44

52

4,287

—

6,339

Substandard

124

174

297

119

99

528

11,871

419

13,631

Doubtful

500

—

—

—

—

—

—

—

500

Total Agriculture

$

6,744

$

26,657

$

20,970

$

23,301

$

6,582

$

5,492

$

400,425

$

479

$

490,650

NDFIs

Pass

$

39,118

$

190,605

$

274,405

$

357,842

$

57,247

$

27,160

$

1,642,072

$

—

$

2,588,449

Special Mention

—

—

—

—

—

—

32,686

—

32,686

Substandard

—

382

8,089

2,809

3,152

495

—

—

14,927

Doubtful

—

—

—

—

—

—

—

—

—

Total NDFIs

$

39,118

$

190,987

$

282,494

$

360,651

$

60,399

$

27,655

$

1,674,758

$

—

$

2,636,062

18


December 31, 2025

Amortized Cost Basis by Origination Year - Term Loans

Risk by Collateral

2025

2024

2023

2022

2021

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

Equipment/Accounts Receivable/Inventory

Pass

$

2,958,147

$

1,842,768

$

982,320

$

874,006

$

462,210

$

302,753

$

5,404,325

$

4,492

$

12,831,021

Special Mention

4,962

37,671

7,883

6,085

893

9,535

63,256

6,635

136,920

Substandard

21,647

17,207

49,292

49,139

8,090

9,473

168,348

1,059

324,255

Doubtful

4,273

4,121

100

—

—

—

513

—

9,007

Total Equipment/Accounts Receivable/Inventory

$

2,989,029

$

1,901,767

$

1,039,595

$

929,230

$

471,193

$

321,761

$

5,636,442

$

12,186

$

13,301,203

Agriculture

Pass

$

26,921

$

22,252

$

24,757

$

7,254

$

3,824

$

2,622

$

406,985

$

815

$

495,430

Special Mention

2,464

—

—

71

35

—

5,374

—

7,944

Substandard

1,000

333

223

502

—

558

14,370

—

16,986

Doubtful

—

—

—

—

—

—

—

1,443

1,443

Total Agriculture

$

30,385

$

22,585

$

24,980

$

7,827

$

3,859

$

3,180

$

426,729

$

2,258

$

521,803

NDFIs

Pass

$

129,859

$

277,053

$

364,738

$

82,934

$

11,470

$

29,289

$

1,489,473

$

221

$

2,385,037

Special Mention

—

—

—

—

2

—

27,810

50

27,862

Substandard

533

9,023

3,399

3,502

664

117

—

—

17,238

Doubtful

—

—

—

—

—

—

—

—

—

Total NDFIs

$

130,392

$

286,076

$

368,137

$

86,436

$

12,136

$

29,406

$

1,517,283

$

271

$

2,430,137

Specialty lending

A discussion of the credit quality indicators that impact each type of collateral securing Specialty loans is included below:

Asset-based lending General asset-based loans are secured by accounts receivable, inventory, equipment, and real estate. The purpose of these loans is for financing current operations for commercial customers. The repayment of debt is reliant upon collection of the accounts receivable within 30 to 90 days or converting assets into cash or through goods and services being sold and collected. The Company tracks each individual borrower credit risk based on their loan to collateral position. Any borrower position where the underlying value of collateral is below the fair value of the loan is considered out-of-margin and inherently higher risk.

The following table provides a summary of the amortized cost balance by risk rating for asset-based loans as of March 31, 2026 and December 31, 2025 (in thousands):

Asset-based lending

Risk

March 31, 2026

December 31, 2025

In-margin

$

646,027

$

518,237

Out-of-margin

—

—

Total

$

646,027

$

518,237

19


Commercial real estate

A discussion of the credit quality indicators that impact each type of collateral securing Commercial real estate loans is included below:

Owner-occupied Owner-occupied loans are secured by commercial real estate. These loans are often longer tenured and susceptible to multiple economic cycles. The loans rely on the owner-occupied operations to service debt which cover a broad spectrum of industries. Real estate debt can carry a significant amount of leverage for a borrower to maintain.

Non-owner-occupied Non-owner-occupied loans are secured by commercial real estate. These loans are often longer tenured and susceptible to multiple economic cycles. The key element of risk in this type of lending is the cyclical nature of real estate markets. Although national conditions affect the overall real estate industry, the effect of national conditions on local markets is equally important. Factors such as unemployment rates, consumer demand, household formation, and the level of economic activity can vary widely from state to state and among metropolitan areas. In addition to geographic considerations, markets can be defined by property type. While all sectors are influenced by economic conditions, some sectors are more sensitive to certain economic factors than others.

Farmland Farmland loans are secured by real estate used for agricultural purposes such as crop and livestock production. Assets used as collateral are long-term assets that carry the ability to have longer amortizations and maturities. Longer terms carry the risk of added susceptibility to market conditions. The limited purpose of some Agriculture-related collateral affects credit risk because such collateral may have limited or no other uses to support values when loan repayment problems emerge.

5+ Multi-family 5+ multi-family loans are secured by a multi-family residential property. The primary risks associated with this type of collateral are largely driven by economic conditions. The national and local market conditions can change with unemployment rates or competing supply of multi-family housing. Tenants may not be able to afford their housing or have better options and this can result in increased vacancy. Rents may need to be lowered to fill apartment units. Increased vacancy and lower rental rates not only drive the borrower’s ability to repay debt but also contribute to how the collateral is valued.

1-4 Family construction 1-4 family construction loans are secured by 1-4 family residential real estate and are in the process of construction or improvements being made. The predominant risk inherent to this portfolio is the risk associated with a borrower’s ability to successfully complete a project on time and within budget. Market conditions also play an important role in understanding the risk profile. Risk from adverse changes in market conditions from the start of development to completion can result in deflated collateral values.

General construction General construction loans are secured by commercial real estate in process of construction or improvements being made and their repayment is dependent on the collateral’s completion. Construction lending presents unique risks not encountered in term financing of existing real estate. The predominant risk inherent to this portfolio is the risk associated with a borrower’s ability to successfully complete a project on time and within budget. Commercial properties under construction are susceptible to market and economic conditions. Demand from prospective customers may erode after construction begins because of a general economic slowdown or an increase in the supply of competing properties.

Based on the factors noted above for each type of collateral, the Company assigns risk ratings to borrowers based on their most recently assessed financial position.

The following tables provide a summary of the amortized cost balance by collateral type and risk rating as of March 31, 2026 and December 31, 2025 (in thousands):

20


March 31, 2026

Amortized Cost Basis by Origination Year - Term Loans

Risk by Collateral

2026

2025

2024

2023

2022

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

Owner-occupied

Pass

$

219,452

$

1,109,580

$

592,413

$

508,506

$

886,752

$

1,328,977

$

45,920

$

—

$

4,691,600

Special Mention

47,975

4,092

—

684

28,202

42,032

115

—

123,100

Substandard

5,085

17,027

2,519

44,176

23,049

25,509

250

—

117,615

Doubtful

—

—

—

—

—

—

—

—

—

Total Owner-occupied

$

272,512

$

1,130,699

$

594,932

$

553,366

$

938,003

$

1,396,518

$

46,285

$

—

$

4,932,315

Non-owner-occupied

Pass

$

476,564

$

1,593,597

$

689,553

$

659,208

$

957,239

$

1,273,746

$

36,646

$

—

$

5,686,553

Special Mention

2,140

23,348

1,924

16,508

7,676

9,284

—

—

60,880

Substandard

8,110

12,055

1,986

7,002

29,415

27,116

4,962

—

90,646

Doubtful

—

—

—

4

—

—

—

—

4

Total Non-owner-occupied

$

486,814

$

1,629,000

$

693,463

$

682,722

$

994,330

$

1,310,146

$

41,608

$

—

$

5,838,083

Farmland

Pass

$

24,816

$

241,285

$

64,835

$

61,873

$

105,761

$

188,096

$

44,750

$

—

$

731,416

Special Mention

1,634

23,809

888

—

113

1,989

—

—

28,433

Substandard

719

9,009

6,293

19,740

14,410

39,975

1,063

—

91,209

Doubtful

—

—

—

—

—

—

—

—

—

Total Farmland

$

27,169

$

274,103

$

72,016

$

81,613

$

120,284

$

230,060

$

45,813

$

—

$

851,058

5+ Multi-family

Pass

$

175,875

$

205,422

$

194,405

$

113,380

$

498,243

$

515,373

$

10,198

$

—

$

1,712,896

Special Mention

—

—

—

38,068

2,178

7,973

—

—

48,219

Substandard

—

—

307

18,170

8,955

—

—

—

27,432

Doubtful

—

—

—

—

—

—

—

—

—

Total 5+ Multi-family

$

175,875

$

205,422

$

194,712

$

169,618

$

509,376

$

523,346

$

10,198

$

—

$

1,788,547

1-4 Family construction

Pass

$

27,446

$

52,853

$

1,578

$

—

$

518

$

—

$

3,574

$

—

$

85,969

Special Mention

—

947

458

239

—

—

—

—

1,644

Substandard

—

—

—

—

—

—

—

—

—

Doubtful

—

—

—

—

—

—

—

—

—

Total 1-4 Family construction

$

27,446

$

53,800

$

2,036

$

239

$

518

$

—

$

3,574

$

—

$

87,613

General construction

Pass

$

288,830

$

893,824

$

774,737

$

588,032

$

345,428

$

28,037

$

96,254

$

37

$

3,015,179

Special Mention

—

14,574

2,910

—

18,916

1,882

—

—

38,282

Substandard

1,793

605

—

35,519

19,619

11,106

7,250

—

75,892

Doubtful

—

101

—

—

—

—

—

—

101

Total General construction

$

290,623

$

909,104

$

777,647

$

623,551

$

383,963

$

41,025

$

103,504

$

37

$

3,129,454

21


December 31, 2025

Amortized Cost Basis by Origination Year - Term Loans

Risk by Collateral

2025

2024

2023

2022

2021

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

Owner-occupied

Pass

$

1,135,389

$

489,616

$

529,515

$

904,187

$

751,944

$

681,592

$

39,385

$

—

$

4,531,628

Special Mention

4,148

37,092

19,605

30,991

11,892

27,290

120

—

131,138

Substandard

11,538

3,053

50,058

20,207

11,542

15,893

—

—

112,291

Doubtful

—

—

—

—

—

—

—

—

—

Total Owner-occupied

$

1,151,075

$

529,761

$

599,178

$

955,385

$

775,378

$

724,775

$

39,505

$

—

$

4,775,057

Non-owner-occupied

Pass

$

1,619,478

$

652,107

$

827,493

$

974,293

$

749,272

$

716,905

$

36,134

$

1,054

$

5,576,736

Special Mention

23,339

1,950

—

19,994

745

12,307

—

—

58,335

Substandard

21,468

1,974

7,013

17,856

19,599

7,290

4,959

—

80,159

Doubtful

—

—

12,952

6,688

—

—

—

—

19,640

Total Non-owner-occupied

$

1,664,285

$

656,031

$

847,458

$

1,018,831

$

769,616

$

736,502

$

41,093

$

1,054

$

5,734,870

Farmland

Pass

$

230,559

$

67,852

$

65,697

$

116,281

$

80,909

$

124,702

$

65,013

$

75

$

751,088

Special Mention

18,101

342

—

115

120

1,869

—

—

20,547

Substandard

10,136

6,348

20,117

14,613

2,584

36,747

1,390

—

91,935

Doubtful

—

—

—

—

—

—

—

—

—

Total Farmland

$

258,796

$

74,542

$

85,814

$

131,009

$

83,613

$

163,318

$

66,403

$

75

$

863,570

5+ Multi-family

Pass

$

329,902

$

179,107

$

157,535

$

543,003

$

426,213

$

96,282

$

10,441

$

—

$

1,742,483

Special Mention

—

—

238

2,891

8,447

193

—

—

11,769

Substandard

—

—

14,172

8,231

—

—

—

—

22,403

Doubtful

—

—

—

—

—

—

—

—

—

Total 5+ Multi-family

$

329,902

$

179,107

$

171,945

$

554,125

$

434,660

$

96,475

$

10,441

$

—

$

1,776,655

1-4 Family construction

Pass

$

74,900

$

11,104

$

—

$

520

$

—

$

—

$

1,301

$

—

$

87,825

Special Mention

949

460

240

—

—

—

—

—

1,649

Substandard

—

—

—

—

—

—

—

—

—

Doubtful

—

—

—

—

—

—

—

—

—

Total 1-4 Family construction

$

75,849

$

11,564

$

240

$

520

$

—

$

—

$

1,301

$

—

$

89,474

General construction

Pass

$

1,078,840

$

865,015

$

684,507

$

333,717

$

23,062

$

14,951

$

25,085

$

—

$

3,025,177

Special Mention

14,579

3,100

128

18,919

1,903

29

—

—

38,658

Substandard

5,732

—

34,493

20,560

3,348

1,293

7,250

—

72,676

Doubtful

102

—

—

—

—

—

—

—

102

Total General construction

$

1,099,253

$

868,115

$

719,128

$

373,196

$

28,313

$

16,273

$

32,335

$

—

$

3,136,613

Consumer real estate

A discussion of the credit quality indicators that impact each type of collateral securing Consumer real estate loans is included below:

HELOC HELOC loans are revolving lines of credit secured by 1-4 family residential property. The primary risk is the borrower’s inability to repay debt. Revolving notes are often associated with HELOCs that can be secured by real estate without a 1st lien priority. Collateral is susceptible to market volatility impacting home values or economic downturns.

22


First lien: 1-4 family First lien 1-4 family loans are secured by a first lien on 1-4 family residential property. These term loans carry longer maturities and amortizations. The longer tenure exposes the borrower to multiple economic cycles, coupled with longer amortizations that result in smaller principal reduction early in the life of the loan. Collateral is susceptible to market volatility impacting home values.

Junior lien: 1-4 family Junior lien 1-4 family loans are secured by a junior lien on 1-4 family residential property. The Company’s primary risk is the borrower’s inability to repay debt and not being in a first lien position. Collateral is susceptible to market volatility impacting home values or economic downturns.

A borrower is considered non-performing if the Company has ceased the recognition of interest and the loan is placed on non-accrual. Charge-offs and borrower performance are tracked on a loan origination vintage basis. Certain vintages, based on their maturation cycle, could be at higher risk due to collateral-based risk factors.

The following tables provide a summary of the amortized cost balance by collateral type and risk rating as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026

Amortized Cost Basis by Origination Year - Term Loans

Risk by Collateral

2026

2025

2024

2023

2022

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

HELOC

Performing

$

608

$

731

$

87

$

1,006

$

1,693

$

6,526

$

700,053

$

3,300

$

714,004

Non-performing

—

12

306

712

862

2,036

265

1,029

5,222

Total HELOC

$

608

$

743

$

393

$

1,718

$

2,555

$

8,562

$

700,318

$

4,329

$

719,226

First lien: 1-4 family

Performing

$

164,306

$

601,150

$

340,836

$

342,779

$

601,532

$

1,504,128

$

6,914

$

90

$

3,561,735

Non-performing

108

1,539

538

5,087

6,857

9,843

—

—

23,972

Total First lien: 1-4 family

$

164,414

$

602,689

$

341,374

$

347,866

$

608,389

$

1,513,971

$

6,914

$

90

$

3,585,707

Junior lien: 1-4 family

Performing

$

3,985

$

18,623

$

27,987

$

18,291

$

27,326

$

22,117

$

5,675

$

—

$

124,004

Non-performing

—

—

287

61

117

326

—

—

791

Total Junior lien: 1-4 family

$

3,985

$

18,623

$

28,274

$

18,352

$

27,443

$

22,443

$

5,675

$

—

$

124,795

23


December 31, 2025

Amortized Cost Basis by Origination Year - Term Loans

Risk by Collateral

2025

2024

2023

2022

2021

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

HELOC

Performing

$

2,736

$

87

$

407

$

1,343

$

324

$

5,979

$

697,853

$

4,358

$

713,087

Non-performing

12

312

349

732

253

1,805

650

973

5,086

Total HELOC

$

2,748

$

399

$

756

$

2,075

$

577

$

7,784

$

698,503

$

5,331

$

718,173

First lien: 1-4 family

Performing

$

608,545

$

367,915

$

359,419

$

624,670

$

732,306

$

824,314

$

6,864

$

13

$

3,524,046

Non-performing

44,788

241

4,986

6,885

3,445

6,256

—

—

66,601

Total First lien: 1-4 family

$

653,333

$

368,156

$

364,405

$

631,555

$

735,751

$

830,570

$

6,864

$

13

$

3,590,647

Junior lien: 1-4 family

Performing

$

20,419

$

30,975

$

19,202

$

28,417

$

17,324

$

5,974

$

4,766

$

—

$

127,077

Non-performing

39

246

10

121

81

74

—

—

571

Total Junior lien: 1-4 family

$

20,458

$

31,221

$

19,212

$

28,538

$

17,405

$

6,048

$

4,766

$

—

$

127,648

Consumer

A discussion of the credit quality indicators that impact each type of collateral securing Consumer loans is included below:

Revolving line Consumer Revolving lines of credit are secured by consumer assets other than real estate. The primary risk associated with this collateral is related to market volatility and the value of the underlying financial assets.

Auto Direct consumer auto loans are secured by new and used consumer vehicles. The primary risk with this collateral class is the rate at which the collateral depreciates.

Other This category includes Other consumer loans made to an individual. The primary risk for this category is for those loans where the loan is unsecured. This collateral type also includes other unsecured lending such as consumer overdrafts.

24


A borrower is considered non-performing if the Company has ceased the recognition of interest and the loan is placed on non-accrual. Charge-offs and borrower performance are tracked on a loan origination vintage basis. Certain vintages, based on their maturation cycle, could be at higher risk due to collateral-based risk factors.

The following tables provide a summary of the amortized cost balance by collateral type and risk rating as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026

Amortized Cost Basis by Origination Year - Term Loans

Risk by Collateral

2026

2025

2024

2023

2022

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

Revolving line

Performing

$

—

$

1,485

$

34

$

22

$

47

$

593

$

147,104

$

2,732

$

152,017

Non-performing

—

—

—

—

1

2

7

17

27

Total Revolving line

$

—

$

1,485

$

34

$

22

$

48

$

595

$

147,111

$

2,749

$

152,044

Auto

Performing

$

2,427

$

7,166

$

6,322

$

8,319

$

4,245

$

871

$

—

$

—

$

29,350

Non-performing

—

—

—

—

38

5

—

—

43

Total Auto

$

2,427

$

7,166

$

6,322

$

8,319

$

4,283

$

876

$

—

$

—

$

29,393

Other

Performing

$

3,150

$

10,709

$

9,872

$

3,037

$

5,613

$

1,770

$

20,327

$

—

$

54,478

Non-performing

—

3

19

—

19

26

—

—

67

Total Other

$

3,150

$

10,712

$

9,891

$

3,037

$

5,632

$

1,796

$

20,327

$

—

$

54,545

December 31, 2025

Amortized Cost Basis by Origination Year - Term Loans

Risk by Collateral

2025

2024

2023

2022

2021

Prior

Amortized Cost - Revolving Loans

Amortized Cost - Revolving Loans Converted to Term Loans

Total

Revolving line

Performing

$

1,485

$

34

$

23

$

47

$

24

$

525

$

159,834

$

99

$

162,071

Non-performing

—

—

—

2

—

1

620

3

626

Total Revolving line

$

1,485

$

34

$

23

$

49

$

24

$

526

$

160,454

$

102

$

162,697

Auto

Performing

$

8,179

$

7,292

$

9,725

$

5,290

$

1,109

$

248

$

—

$

—

$

31,843

Non-performing

—

—

18

17

9

—

—

—

44

Total Auto

$

8,179

$

7,292

$

9,743

$

5,307

$

1,118

$

248

$

—

$

—

$

31,887

Other

Performing

$

12,905

$

11,161

$

3,514

$

5,893

$

849

$

1,245

$

8,567

$

—

$

44,134

Non-performing

2

36

—

24

4

27

—

—

93

Total Other

$

12,907

$

11,197

$

3,514

$

5,917

$

853

$

1,272

$

8,567

$

—

$

44,227

25


Credit cards

A discussion of the credit quality indicators that impact Credit card loans is included below:

Consumer Consumer credit card loans are revolving loans made to individuals. The primary risk associated with this collateral class is credit card debt which is generally unsecured; therefore, repayment depends primarily on a borrower’s willingness and capacity to repay. The highly competitive environment for credit card lending provides consumers with ample opportunity to hold several credit cards from different issuers and to pay only minimum monthly payments on outstanding balances. In such an environment, borrowers may become over-extended and unable to repay, particularly in times of an economic downturn or a personal catastrophic event.

The consumer credit card portfolio is segmented by borrower payment activity. Transactors are defined as accounts that pay off their balance by the end of each statement cycle. Revolvers are defined as an account that carries a balance from one statement cycle to the next. These accounts incur monthly finance charges, and, sometimes, late fees. Revolvers are inherently higher risk and are tracked by credit score.

A co-branded credit card portfolio is also segmented between current and significantly delinquent loans, with accounts being considered significantly delinquent after 60 days. Current loans are segmented by borrower payment activity as described above. Significantly delinquent loans are tracked by the number of cycles past due.

Commercial Commercial credit card loans are revolving loans made to small and commercial businesses. The primary risk associated with this collateral class is credit card debt which is generally unsecured; therefore, repayment depends primarily on a borrower’s willingness and capacity to repay. Borrowers may become over-extended and unable to repay, particularly in times of an economic downturn or a catastrophic event.

The commercial credit card portfolio is segmented by current and past due payment status. A borrower is past due after 30 days. In general, commercial credit card customers do not have incentive to hold a balance resulting in paying interest on credit card debt as commercial customers will typically have other debt obligations with lower interest rates in which they can utilize for capital.

The following tables provide a summary of the amortized cost balance of consumer credit cards by risk rating as of March 31, 2026 and December 31, 2025 (in thousands):

Consumer

Risk

March 31, 2026

December 31, 2025

Transactor accounts

$

122,494

$

123,445

Revolver accounts (by credit score):

Less than 600

12,922

13,123

600-619

6,657

7,127

620-639

11,911

12,243

640-659

19,360

19,679

660-679

20,322

20,261

680-699

22,516

22,814

700-719

24,366

25,385

720-739

21,141

22,547

740-759

20,345

19,838

760-779

19,859

19,864

780-799

18,143

18,774

800-819

11,588

11,782

820-839

5,551

6,151

840+

1,244

1,213

Total

$

338,419

$

344,246

26


The following table provides a summary of the amortized cost balance of consumer credit cards considered significantly delinquent for a co-branded portfolio by delinquent cycles as of March 31, 2026 and December 31, 2025 (in thousands):

Consumer

Risk

March 31, 2026

December 31, 2025

61-90 Days

$

825

$

1,084

91-120 Days

813

848

121-150 Days

679

805

151-180 Days

657

766

Total

$

2,974

$

3,503

The following table provides a summary of the amortized cost balance of commercial credit cards by risk rating as of March 31, 2026 and December 31, 2025 (in thousands):

Commercial

Risk

March 31, 2026

December 31, 2025

Current

$

347,195

$

330,585

Past Due

29,243

22,399

Total

$

376,438

$

352,984

Leases and other

A discussion of the credit quality indicators that impact each type of collateral securing Leases and other loans is included below:

Leases Leases are either loans to individuals for household, family, and other personal expenditures or are loans related to all other direct financing and leveraged leases on property for leasing to lessees other than for household, family and other personal expenditure purposes. All leases are secured by the lease between the lessor and the lessee. These assignments grant the creditor a security interest in the rent stream from any lease, an important source of cash to pay the note in case of the borrower’s default.

Other Other loans are loans that are obligations of states and political subdivisions in the U.S., loans for purchasing or carrying securities, or all other non-consumer loans. Risk associated with other loans is tied to the underlying collateral by each type of loan. Collateral is generally equipment, accounts receivable, inventory, 1-4 family residential construction and is susceptible to the same risks mentioned with those collateral types previously.

Based on the factors noted above for each type of collateral, the Company assigns risk ratings to borrowers based on their most recently assessed financial position.

The following table provides a summary of the amortized cost balance by collateral type and risk rating as of March 31, 2026 and December 31, 2025 (in thousands):

Leases

Other

Risk

March 31, 2026

December 31, 2025

March 31, 2026

December 31, 2025

Pass

$

1,186

$

1,214

$

407,737

$

237,186

Special Mention

—

—

—

—

Substandard

—

—

—

—

Doubtful

—

—

—

—

Total

$

1,186

$

1,214

$

407,737

$

237,186

27


Allowance for Credit Losses

The ACL is a valuation account that is deducted from loans’ and held-to-maturity (HTM) securities’ amortized cost bases to present the net amount expected to be collected on the instrument. Loans and HTM securities are charged off against the ACL when management believes the balance has become uncollectible. Expected recoveries are included in the allowance and do not exceed the aggregate of amounts previously charged-off and expected to be charged-off.

Management estimates the allowance balance using relevant available information, from internal and external sources, related to past events, current conditions, and reasonable and supportable economic forecasts. Historical credit loss experience provides the basis for the estimation of expected credit losses and is tracked over an economic cycle to capture a ‘through the cycle’ loss history. Adjustments to historical loss information are made for differences in current loan-specific risk characteristics such as differences in portfolio industry-based segmentation, risk rating and credit score changes, average prepayment rates, changes in environmental conditions, or other relevant factors. For economic forecasts, the Company uses the Moody’s baseline scenario. The Company has developed a dynamic reasonable and supportable forecast period that ranges from one to three years and changes based on economic conditions. The Company’s reasonable and supportable forecast period is one year. After the reasonable and supportable forecast period, the Company reverts to historical losses. The reversion method applied to each portfolio can either be cliff in which the Company reverts immediately to historical losses or straight-line over four quarters.

The ACL is measured on a collective (pool) basis when similar risk characteristics exist. The ACL also incorporates qualitative factors which represent adjustments to historical credit loss experience for items such as concentrations of credit and results of internal loan review. The Company has identified the following portfolio segments and measures the allowance for credit losses using the following methods. The Company’s portfolio segmentation consists of Commercial and industrial, Specialty lending, Commercial real estate, Consumer real estate, Consumer, Credit cards, Leases and other, and Held-to-maturity securities. Multiple modeling techniques are used to measure credit losses based on the portfolio.

The ACL for Commercial and industrial and Leases and other segments are measured using a probability of default and loss given default method. Primary risk drivers within the segment are risk ratings of the individual loans along with changes of macro-economic variables. The economic variables utilized are typically comprised of leading and lagging indicators. The ACL for Commercial and industrial loans is calculated by modeling probability of default (PD) over future periods multiplied by historical loss given default rates (LGD) multiplied by contractual exposure at default minus any estimated prepayments and charge offs.

Collateral positions for Specialty lending loans are continuously monitored by the Company and the borrower is required to continually adjust the amount of collateral securing the loan. Credit losses are measured for any position where the amortized cost basis is greater than the fair value of the collateral. The ACL for specialty lending loans is calculated by using a bottom-up approach comparing collateral values to outstanding balances.

The ACL for the Commercial real estate segment is measured using a PD and LGD method. Primary risk characteristics within the segment are risk ratings of the individual loans, along with changes of macro-economic variables, such as interest rates, CRE price index, median household income, construction activity, farm income, and vacancy rates. The ACL for Commercial real estate loans is calculated by modeling PD over future periods based on peer bank data. The PD loss rate is then multiplied by historical LGD multiplied by contractual exposure at default minus any estimated prepayments and charge offs.

The ACL for the Consumer real estate and Consumer segments are measured using an origination vintage loss rate method applied to the loans’ amortized cost balance. The primary risk driver within the segments is year of origination along with changes of macro-economic variables such as unemployment and the home price index.

The Credit card segment contains both consumer and commercial credit cards. The ACL for Consumer credit cards is measured using a PD and LGD method for Revolvers and average historical loss rates across a defined lookback period for Transactors. The PD and LGD method used for Revolvers is similar in nature to the method used in the Commercial and industrial and Commercial real estate segments. Primary risk drivers within the segment are credit ratings of the individual card holders along with changes of macro-economic variables such as

28


unemployment and retail sales. The ACL for Commercial credit cards is measured using roll-rate loss rate method based on days past due.

The ACL for the State and political HTM securities segment is measured using a loss rate method based on historical bond rating transitions. Primary risk drivers within the segment are bond ratings in the portfolio along with changes of macro-economic conditions. There is no ACL for the U.S. Treasury, U.S. Agency, and GSE mortgage-backed HTM securities portfolios as they are considered to be agency-backed securities with no risk of loss as they are either explicitly or implicitly guaranteed by the U.S. government. For further discussion on these securities, including the aging and amortized cost balance of HTM securities, see Note 5, “Securities.”

See the credit quality indicators presented previously for a summary of current risk in the Company’s portfolio. Changes in economic forecasts will affect all portfolio segments, updated financial records from borrowers will affect portfolio segments by risk rating, updated credit scores will affect consumer credit cards, payment performance will affect consumer and commercial credit card portfolio segments, and updated bond credit ratings will affect held-to-maturity securities. The Company actively monitors all credit quality indicators for risk changes that will influence the current estimate.

Expected credit losses are estimated over the contractual term of the loans, adjusted for prepayments when appropriate. The contractual term excludes expected extensions, renewals, and modifications unless either of the following applies: management has a reasonable expectation at the reporting date that a concessionary loan term has been granted to a borrower experiencing financial difficulty or the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancelable by the Company.

Credit card receivables do not have stated maturities. In determining the estimated life of a credit card receivable, management first estimates the future cash flows expected to be received and then applies those expected future cash flows to the credit card balance. Expected credit losses for credit cards are determined by estimating the amount and timing of principal payments expected to be received as payment for the balance outstanding as of the reporting period until the expected payments have been fully allocated. The ACL is recorded for the excess of the balance outstanding as of the reporting period over the expected principal payments.

Loans that do not share risk characteristics are evaluated on an individual basis. Loans evaluated individually include loans on nonaccrual, loans that include modifications deemed concessionary made to borrowers experiencing financial difficulty, or any loans specifically identified, and are excluded from the collective evaluation. When it is determined that payment of interest or recovery of all principal is questionable, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for undiscounted selling costs as appropriate. All loans are classified as collateral dependent if placed on non-accrual or include modifications made to borrowers experiencing financial difficulty.

29


ALLOWANCE FOR CREDIT LOSSES AND RECORDED INVESTMENT IN LOANS

This table provides a rollforward of the allowance for credit losses by portfolio segment for the three months ended March 31, 2026 and March 31, 2025 (in thousands):

Three Months Ended March 31, 2026

Commercial and industrial

Specialty lending

Commercial real estate

Consumer real estate

Consumer

Credit cards

Leases and other

Total - Loans

HTM

Total

Allowance for credit losses:

Beginning balance

$

240,324

$

—

$

151,060

$

6,938

$

1,387

$

18,042

$

1,727

$

419,478

$

1,684

$

421,162

Charge-offs

(3,349

)

—

(10,764

)

(513

)

(1,085

)

(5,876

)

—

(21,587

)

—

(21,587

)

Recoveries

1,090

—

3

19

299

1,227

20

2,658

—

2,658

Provision

14,604

—

6,136

(1,310

)

718

5,138

41

25,327

1,673

27,000

Ending balance - ACL

$

252,669

$

—

$

146,435

$

5,134

$

1,319

$

18,531

$

1,788

$

425,876

$

3,357

$

429,233

Allowance for credit losses on off-balance sheet credit exposures:

Beginning balance

$

2,886

$

—

$

2,548

$

154

$

91

$

—

$

27

$

5,706

$

15

$

5,721

Provision

979

—

(940

)

(38

)

(14

)

—

4

(9

)

9

—

Ending balance - ACL on off-balance sheet

$

3,865

$

—

$

1,608

$

116

$

77

$

—

$

31

$

5,697

$

24

$

5,721

Three Months Ended March 31, 2025

Commercial and industrial

Specialty lending

Commercial real estate

Consumer real estate

Consumer

Credit cards

Leases and other

Total - Loans

HTM

Total

Allowance for credit losses:

Beginning balance

$

161,553

$

—

$

77,340

$

4,327

$

966

$

14,272

$

631

$

259,089

$

2,645

$

261,734

PCD allowance for credit loss at acquisition

35,143

—

26,764

206

13

—

—

62,126

—

62,126

Charge-offs

(25,996

)

—

(2,324

)

(1,229

)

(742

)

(6,676

)

—

(36,967

)

—

(36,967

)

Recoveries

69

—

—

16

119

891

—

1,095

—

1,095

Provision

21,986

—

47,565

1,478

1,132

11,508

(90

)

83,579

1,921

85,500

Ending balance - ACL

$

192,755

$

—

$

149,345

$

4,798

$

1,488

$

19,995

$

541

$

368,922

$

4,566

$

373,488

Allowance for credit losses on off-balance sheet credit exposures:

Beginning balance

$

2,234

$

—

$

1,741

$

70

$

16

$

—

$

63

$

4,124

$

14

$

4,138

Initial allowance for credit loss at acquisition

2,166

—

1,192

63

41

—

114

3,576

7

3,583

Provision

1,135

—

(521

)

5

34

—

(142

)

511

(11

)

500

Ending balance - ACL on off-balance sheet

$

5,535

$

—

$

2,412

$

138

$

91

$

—

$

35

$

8,211

$

10

$

8,221

Purchased loans that reflect a more than insignificant credit deterioration since origination at the date of acquisition are classified as PCD loans. PCD loans are recorded at fair value plus the ACL expected at the time of acquisition. Upon the acquisition of HTLF, the Company recorded $62.1 million to establish the PCD ACL. During the second and third quarters of 2025, the Company recorded an additional $15.2 million and $8.0 million, respectively, to the PCD ACL based on credit factors that were determined to be in existence as of the date of acquisition.

The allowance for credit losses on off-balance sheet credit exposures is recorded in the Accrued expenses and taxes line of the Company’s Consolidated Balance Sheets. See Note 10 “Commitments, Contingencies and Guarantees.”

30


Collateral Dependent Financial Assets

The following tables provide the amortized cost balance of financial assets considered collateral dependent as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026

Loan Segment and Type

Amortized Cost of Collateral Dependent Assets

Related Allowance for Credit Losses

Amortized Cost of Collateral Dependent Assets with no related Allowance

Commercial and industrial:

Equipment/Accounts Receivable/Inventory

$

53,449

$

18,535

$

11,458

Agriculture

1,681

500

1,181

NDFIs

845

844

1

Total Commercial and industrial

55,975

19,879

12,640

Specialty lending:

Asset-based lending

—

—

—

Total Specialty lending

—

—

—

Commercial real estate:

Owner-occupied

16,496

6,427

10,069

Non-owner-occupied

28,907

4,486

5,306

Farmland

3,655

—

3,655

5+ Multi-family

14,324

—

14,324

1-4 Family construction

—

—

—

General construction

193

—

193

Total Commercial real estate

63,575

10,913

33,547

Consumer real estate:

HELOC

5,421

—

5,421

First lien: 1-4 family

24,827

52

23,818

Junior lien: 1-4 family

855

—

855

Total Consumer real estate

31,103

52

30,094

Consumer:

Revolving line

34

—

34

Auto

45

—

45

Other

68

—

68

Total Consumer

147

—

147

Leases and other:

Leases

—

—

—

Other

—

—

—

Total Leases and other

—

—

—

Total loans

$

150,800

$

30,844

$

76,428

31


December 31, 2025

Loan Segment and Type

Amortized Cost of Collateral Dependent Assets

Related Allowance for Credit Losses

Amortized Cost of Collateral Dependent Assets with no related Allowance

Commercial and industrial:

Equipment/Accounts Receivable/Inventory

$

23,594

$

10,741

$

9,274

Agriculture

2,186

687

743

NDFIs

853

—

853

Total Commercial and industrial

26,633

11,428

10,870

Specialty lending:

Asset-based lending

—

—

—

Total Specialty lending

—

—

—

Commercial real estate:

Owner-occupied

10,905

2,240

3,746

Non-owner-occupied

50,955

9,093

8,957

Farmland

3,389

—

3,389

5+ Multi-family

14,324

—

14,324

1-4 Family construction

—

—

—

General construction

7,408

161

5,700

Total Commercial real estate

86,981

11,494

36,116

Consumer real estate:

HELOC

5,319

—

5,319

First lien: 1-4 family

23,969

205

22,720

Junior lien: 1-4 family

622

—

622

Total Consumer real estate

29,910

205

28,661

Consumer:

Revolving line

633

—

633

Auto

47

—

47

Other

97

—

97

Total Consumer

777

—

777

Leases and other:

Leases

—

—

—

Other

—

—

—

Total Leases and other

—

—

—

Total loans

$

144,301

$

23,127

$

76,424

Modifications made to Borrowers Experiencing Financial Difficulty

In the normal course of business, the Company may execute loan modifications with borrowers. These modifications are analyzed to determine whether the modification is considered concessionary, long term and made to a borrower experiencing financial difficulty. The Company’s modifications generally include interest rate adjustments, principal reductions, and amortization and maturity date extensions. These modifications allow the borrower short-term cash relief to allow them to improve their financial condition. If a loan modification is determined to be made to a borrower experiencing financial difficulty, the loan is considered collateral dependent and evaluated as part of the ACL as described above in the Allowance for Credit Losses section of this note.

32


For the three months ended March 31, 2026, the Company hadthree new modifications on residential real estate loans made to borrowers experiencing financial difficulty with a total pre-modification loan balance of $534 thousand and a total post-modification loan balance of $538 thousand. For the three months ended March 31, 2025, the Company had one modifications on residential real estate loans made to a borrower experiencing financial difficulty with a total pre- and post-modification loan balance of $225 thousand.

The Company had no commitments to lend to borrowers experiencing financial difficulty for which the Company has modified an existing loan as of March 31, 2026 and 2025. The Company monitors loan payments on an on-going basis to determine if a loan is considered to have a payment default. Determination of payment default involves analyzing the economic conditions that exist for each customer and their ability to generate positive cash flows during the loan term. For the three months ended March 31, 2026 and 2025, the Company hadnoloan modifications made to borrowers experiencing financial difficulty for which there was a payment default within the 12 months following the modification date.

5. Securities

Securities Available for Sale

This table provides detailed information about securities available for sale at March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026

Amortized
Cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair
Value

U.S. Treasury

$

2,252,751

$

8,082

$

(3,120

)

$

2,257,713

U.S. Agencies

49,834

200

(66

)

49,968

Mortgage-backed

8,589,349

42,549

(344,025

)

8,287,873

State and political subdivisions

2,448,080

17,379

(94,003

)

2,371,456

Corporates

142,631

267

(3,217

)

139,681

Collateralized loan obligations

554,875

151

(831

)

554,195

Total

$

14,037,520

$

68,628

$

(445,262

)

$

13,660,886

December 31, 2025

Amortized
Cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair
Value

U.S. Treasury

$

2,301,248

$

20,008

$

(441

)

$

2,320,815

U.S. Agencies

62,069

401

(100

)

62,370

Mortgage-backed

8,427,197

71,827

(331,151

)

8,167,873

State and political subdivisions

2,494,537

24,898

(72,847

)

2,446,588

Corporates

180,854

349

(4,088

)

177,115

Collateralized loan obligations

533,995

504

(119

)

534,380

Total

$

13,999,900

$

117,987

$

(408,746

)

$

13,709,141

The following table presents contractual maturity information for securities available for sale at March 31, 2026 (in thousands):

Amortized

Fair

Cost

Value

Due in 1 year or less

$

776,270

$

777,228

Due after 1 year through 5 years

2,284,188

2,279,354

Due after 5 years through 10 years

599,727

589,950

Due after 10 years

1,787,986

1,726,481

Total

5,448,171

5,373,013

Mortgage-backed securities

8,589,349

8,287,873

Total securities available for sale

$

14,037,520

$

13,660,886

33


Securities may be disposed of before contractual maturities due to sales by the Company or because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

The following table presents the sales of securities available for sale for the three months ended March 31, 2026 and 2025 (in thousands):

Three Months Ended March 31,

2026

2025

Proceeds from sales

$

51,771

$

611,423

Gross realized gains

403

390

Gross realized losses

—

—

There were $12.7 billion and $13.4 billion of securities pledged to secure U.S. Government deposits, other public deposits, certain trust deposits, derivative transactions, and repurchase agreements at March 31, 2026 and December 31, 2025, respectively.

Accrued interest on securities available for sale totaled $74.5 million and $82.9 million as of March 31, 2026 and December 31, 2025, respectively, and is included in the Accrued income line on the Company’s Consolidated Balance Sheets. The total amount of accrued interest is excluded from the amortized cost of available-for-sale securities presented above. Further, the Company has elected not to measure an ACL for accrued interest receivable.

The following table shows the Company’s available-for-sale investments’ gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at March 31, 2026 and December 31, 2025 (in thousands):

Less than 12 months

12 months or more

Total

March 31, 2026

Count

Fair Value

Unrealized
Losses

Count

Fair Value

Unrealized
Losses

Count

Fair Value

Unrealized
Losses

Description of Securities

U.S. Treasury

77

$

594,413

$

(2,942

)

1

$

14,815

$

(178

)

78

$

609,228

$

(3,120

)

U.S. Agencies

1

7,569

(66

)

—

—

—

1

7,569

(66

)

Mortgage-backed

212

1,987,192

(18,766

)

798

2,696,163

(325,259

)

1,010

4,683,355

(344,025

)

State and political subdivisions

474

631,510

(14,306

)

837

806,914

(79,697

)

1,311

1,438,424

(94,003

)

Corporates

—

—

—

89

120,650

(3,217

)

89

120,650

(3,217

)

Collateralized loan obligations

32

317,287

(788

)

2

12,963

(43

)

34

330,250

(831

)

Total

796

$

3,537,971

$

(36,868

)

1,727

$

3,651,505

$

(408,394

)

2,523

$

7,189,476

$

(445,262

)

Less than 12 months

12 months or more

Total

December 31, 2025

Count

Fair Value

Unrealized
Losses

Count

Fair Value

Unrealized
Losses

Count

Fair Value

Unrealized
Losses

Description of Securities

U.S. Treasury

8

$

72,013

$

(88

)

2

$

30,234

$

(353

)

10

$

102,247

$

(441

)

U.S. Agencies

1

7,855

(100

)

—

—

—

1

7,855

(100

)

Mortgage-backed

82

757,160

(5,682

)

817

2,871,729

(325,469

)

899

3,628,889

(331,151

)

State and political subdivisions

152

515,364

(11,181

)

1,142

809,113

(61,666

)

1,294

1,324,477

(72,847

)

Corporates

1

2,990

(10

)

134

164,108

(4,078

)

135

167,098

(4,088

)

Collateralized loan obligations

20

164,531

(112

)

1

2,999

(7

)

21

167,530

(119

)

Total

264

$

1,519,913

$

(17,173

)

2,096

$

3,878,183

$

(391,573

)

2,360

$

5,398,096

$

(408,746

)

34


The unrealized losses in the Company’s investments were caused by changes in interest rates, and not from a decline in credit of the underlying issuers. The U.S. Treasury, U.S. Agency, and GSE mortgage-backed securities are all considered to be agency-backed securities with no risk of loss as they are either explicitly or implicitly guaranteed by the U.S. government. The changes in fair value in the agency-backed portfolios are solely driven by change in interest rates caused by changing economic conditions. The Company has no knowledge of any underlying credit issues and the cash flows underlying the debt securities have not changed and are not expected to be impacted by changes in interest rates.

For the State and political subdivision portfolio, the majority of the Company’s holdings are in general obligation bonds, which have a very low historical default rate due to issuers generally having unlimited taxing authority to service the debt. For the State and political, Corporates, and Collateralized loan obligations portfolios, the Company has a robust process for monitoring credit risk, including both pre-purchase and ongoing post-purchase credit reviews and analysis. The Company monitors credit ratings of all bond issuers in these segments and reviews available financial data, including market and sector trends.

As of March 31, 2026 and December 31, 2025, there was no ACL related to the Company’s available-for-sale securities as the decline in fair value did not result from credit issues.

Securities Held to Maturity

The following table provides detailed information about securities held to maturity at March 31, 2026 and December 31, 2025, respectively (in thousands):

March 31, 2026

Amortized Cost

Gross Unrealized Gains

Gross Unrealized Losses

Fair Value

Allowance for Credit Losses

Net Carrying Amount

U.S. Treasury

$

38,256

$

—

$

(298

)

$

37,958

$

—

$

38,256

Mortgage-backed

2,463,304

87

(307,694

)

2,155,697

—

2,463,304

State and political subdivisions

3,201,678

12,919

(235,688

)

2,978,909

(3,357

)

3,198,321

Total

$

5,703,238

$

13,006

$

(543,680

)

$

5,172,564

$

(3,357

)

$

5,699,881

December 31, 2025

Amortized Cost

Gross Unrealized Gains

Gross Unrealized Losses

Fair Value

Allowance for Credit Losses

Net Carrying Amount

U.S. Treasury

$

38,253

$

27

$

(37

)

$

38,243

$

—

$

38,253

Mortgage-backed

2,513,667

335

(305,040

)

2,208,962

—

2,513,667

State and political subdivisions

3,172,307

26,713

(195,760

)

3,003,260

(1,684

)

3,170,623

Total

$

5,724,227

$

27,075

$

(500,837

)

$

5,250,465

$

(1,684

)

$

5,722,543

The following table presents contractual maturity information for securities held to maturity at March 31, 2026 (in thousands):

Amortized

Fair

Cost

Value

Due in 1 year or less

$

124,608

$

124,506

Due after 1 year through 5 years

420,999

410,094

Due after 5 years through 10 years

862,412

823,822

Due after 10 years

1,831,915

1,658,445

Total

3,239,934

3,016,867

Mortgage-backed securities

2,463,304

2,155,697

Total securities held to maturity

$

5,703,238

$

5,172,564

Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

35


There wereno sales of securities held to maturity during three months ended March 31, 2026 or 2025.

During the year ended December 31, 2022, securities with an amortized cost of $4.1 billion and a fair value of $3.8 billion were transferred from the available-for-sale classification to the held-to-maturity classification as the Company has the positive intent and ability to hold these securities to maturity. The transfers of securities were made at fair value at the time of transfer. The unrealized holding gain or loss at the time of transfer is retained in AOCI and will be amortized over the remaining life of the securities, offsetting the related amortization of discount or premium on the transferred securities. No gains or losses were recognized at the time of the transfers. The amortized cost balance of securities held to maturity in the tables above includes a net unamortized unrealized loss of $132.1 million and $139.2 million at March 31, 2026 and December 31, 2025, respectively.

Accrued interest on securities held to maturity totaled $25.2 million and $28.0 million as of March 31, 2026 and December 31, 2025, respectively, and is included in the Accrued income line on the Company’s Consolidated Balance Sheets. The total amount of accrued interest is excluded from the amortized cost of held-to-maturity securities presented above. Further, the Company has elected not to measure an ACL for accrued interest receivable.

The following table shows the Company’s held-to-maturity investments’ gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at March 31, 2026 and December 31, 2025, respectively (in thousands):

Less than 12 months

12 months or more

Total

March 31, 2026

Count

Fair Value

Unrealized Losses

Count

Fair Value

Unrealized Losses

Count

Fair Value

Unrealized Losses

U.S. Treasury

7

$

37,958

$

(298

)

—

$

—

$

—

7

$

37,958

$

(298

)

Mortgage-backed

14

172,121

(1,682

)

262

1,951,706

(306,012

)

276

2,123,827

(307,694

)

State and political subdivisions

260

949,911

(55,117

)

1,353

1,493,930

(180,571

)

1,613

2,443,841

(235,688

)

Total

281

$

1,159,990

$

(57,097

)

1,615

$

3,445,636

$

(486,583

)

1,896

$

4,605,626

$

(543,680

)

Less than 12 months

12 months or more

Total

December 31, 2025

Count

Fair Value

Unrealized
Losses

Count

Fair Value

Unrealized
Losses

Count

Fair Value

Unrealized
Losses

U.S. Treasury

3

$

15,913

$

(37

)

—

$

—

$

—

3

$

15,913

$

(37

)

Mortgage-backed

10

147,066

(918

)

262

1,998,984

(304,122

)

272

2,146,050

(305,040

)

State and political subdivisions

146

687,180

(41,122

)

1,354

1,480,709

(154,638

)

1,500

2,167,889

(195,760

)

Total

159

$

850,159

$

(42,077

)

1,616

$

3,479,693

$

(458,760

)

1,775

$

4,329,852

$

(500,837

)

The unrealized losses in the Company’s held-to-maturity portfolio were caused by changes in the interest rate environment. The U.S. Treasury and GSE mortgage-backed securities are considered to be agency-backed securities with no risk of loss as they are either explicitly or implicitly guaranteed by the U.S. government. Therefore, the Company’s expected lifetime loss for these portfolios is zero and there is no ACL recorded for these portfolios. The Company has no knowledge of any underlying credit issues and the cash flows underlying the debt securities have not changed and are not expected to be impacted by changes in interest rates.

For the State and political subdivision portfolio, the Company’s holdings are in general obligation bonds as well as private placement bonds, which have very low historical default rates due to issuers generally having unlimited taxing authority to service the debt. The Company has a robust process for monitoring credit risk, including both pre-purchase and ongoing post-purchase credit reviews and analysis. The Company monitors credit ratings of all bond issuers in these segments and reviews available financial data, including market and sector trends. The underlying bonds are evaluated for credit losses in conjunction with management’s estimate of the ACL based on credit rating.

36


The following tables show the amortized cost basis by credit rating of the Company’s held-to-maturity State and political subdivisions bond investments at March 31, 2026 and December 31, 2025 (in thousands):

Amortized Cost Basis by Credit Rating - HTM Debt Securities

March 31, 2026

AAA

AA

A

BBB

BB

B

CCC-C

Total

State and political subdivisions:

Competitive

$

47,376

$

51,712

$

372,892

$

804,924

$

30,295

$

23,100

$

13,604

$

1,343,903

Utilities

827,336

902,260

110,407

15,316

2,456

—

—

1,857,775

Total state and political subdivisions

$

874,712

$

953,972

$

483,299

$

820,240

$

32,751

$

23,100

$

13,604

$

3,201,678

Amortized Cost Basis by Credit Rating - HTM Debt Securities

December 31, 2025

AAA

AA

A

BBB

BB

B

CCC-C

Total

State and political subdivisions:

Competitive

$

46,933

$

51,390

$

379,973

$

812,061

$

34,105

$

23,326

$

14,424

$

1,362,212

Utilities

899,088

777,880

114,845

15,824

2,458

—

—

1,810,095

Total state and political subdivisions

$

946,021

$

829,270

$

494,818

$

827,885

$

36,563

$

23,326

$

14,424

$

3,172,307

Competitive held-to-maturity securities include not-for-profit enterprises that provide public functions such as housing, higher education or healthcare, but do so in a competitive environment. It also includes project financings that can have relatively high enterprise risk, such as deals backed by revenues from sports or convention facilities or start-up transportation revenues.

Utilities are public enterprises providing essential services with a monopoly or near-monopoly over the service area. This includes environmental utilities (water, sewer, solid waste), power utilities (electric distribution and generation, gas), and transportation utilities (airports, parking, toll roads, mass transit, ports).

The following table presents the aging of past due held-to-maturity securities at March 31, 2026 (in thousands):

March 31, 2026

30-89
Days Past
Due and
Accruing

Greater than
90 Days Past
Due and
Accruing

Non-
Accrual

Total
Past Due

Current

Total

State and political subdivisions:

Competitive

$

131

$

16,470

$

—

$

16,601

$

1,327,302

$

1,343,903

Utilities

—

—

—

—

1,857,775

1,857,775

Total state and political subdivisions

$

131

$

16,470

$

—

$

16,601

$

3,185,077

$

3,201,678

All held-to-maturity securities were current and not past due at December 31, 2025.

Trading Securities

There were net unrealized losses of $6 thousand and $15 thousand on trading securities at March 31, 2026 and 2025, respectively. Net unrealized gains and losses are included in trading and investment banking income on the Company’s Consolidated Statements of Income. Securities sold not yet purchased totaled $8.3million and $4.1

37


million at March 31, 2026 and December 31, 2025, respectively, and are classified within the Other liabilities line of the Company’s Consolidated Balance Sheets.

Other Securities

The table below provides detailed information for Other securities at March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026

December 31, 2025

FRB and FHLB stock

$

137,660

$

137,498

Equity securities with readily determinable fair values

12,604

14,690

Equity securities without readily determinable fair values

535,326

524,112

Total

$

685,590

$

676,300

Investment in FRB stock is based on the capital structure of the investing bank, and investment in FHLB stock is mainly tied to the level of borrowings from the FHLB. These holdings are carried at cost. Equity securities with readily determinable fair values are generally traded on an exchange and market prices are readily available. Equity securities without readily determinable fair values include equity investments which are held by a subsidiary qualified as a Small Business Investment Company, as well as investments in low-income housing partnerships within the areas the Company serves. Unrealized gains or losses on equity securities with and without readily determinable fair values are recognized in the Investment securities gains, net line of the Company’s Consolidated Statements of Income.

The table below presents the changes in equity securities without readily determinable fair values for the three months ended March 31, 2026 and 2025 (in thousands):

Three Months Ended March 31,

2026

2025

Beginning balance

$

524,112

$

416,750

Acquisition of HTLF

—

121,769

Purchases of securities

33,664

24,003

Observable upward price adjustments

3,568

1,022

Observable downward price adjustments

(636

)

(6,273

)

Sales of securities and other activity

(25,382

)

(17,341

)

Ending balance

$

535,326

$

539,930

Investment Securities Gains, Net

The following table presents the components of Investment securities gains (losses), net for the three months ended March 31, 2026 and March 31, 2025 (in thousands):

Three Months Ended March 31,

2026

2025

Investment securities gains (losses), net

Available-for-sale debt securities:

Gains realized on sales

$

403

$

390

Equity securities with readily determinable fair values:

Fair value adjustments, net

(287

)

144

Equity securities without readily determinable fair values:

Fair value adjustments, net

315

(5,243

)

Sales

2,615

(73

)

Total investment securities gains (losses), net

$

3,046

$

(4,782

)

38


6. Goodwill and Other Intangibles

Changes in the carrying amount of goodwill for the periods ended March 31, 2026 and December 31, 2025 by reportable segment are as follows (in thousands):

Commercial Banking

Institutional Banking

Personal Banking

Total

Balances as of January 1, 2026

$

1,042,577

$

76,492

$

720,756

$

1,839,825

Acquisition of HTLF

(1,339

)

—

(892

)

(2,231

)

Balances as of March 31, 2026

$

1,041,238

$

76,492

$

719,864

$

1,837,594

Balances as of January 1, 2025

$

63,113

$

76,492

$

67,780

$

207,385

Acquisition of HTLF

979,464

—

652,976

1,632,440

Balances as of December 31, 2025

$

1,042,577

$

76,492

$

720,756

$

1,839,825

The following table lists the finite-lived intangible assets that continue to be subject to amortization as of March 31, 2026 and December 31, 2025 (in thousands):

As of March 31, 2026

Core Deposit Intangible Assets

Customer Relationships

Total

Gross carrying amount

$

481,294

$

124,085

$

605,379

Accumulated amortization

101,011

40,959

141,970

Net carrying amount

$

380,283

$

83,126

$

463,409

As of December 31, 2025

Core Deposit Intangible Assets

Customer Relationships

Total

Gross carrying amount

$

481,294

$

124,085

$

605,379

Accumulated amortization

81,203

37,307

118,510

Net carrying amount

$

400,091

$

86,778

$

486,869

Related to the acquisition of HTLF, the Company recognized an adjustment of $2.2 million to goodwill during the period ended March 31, 2026. During 2025, the Company recognized $1.6 billion of goodwill, a $474.1 million core deposit intangible asset, wealth customer list of $26.0 million, and purchased credit card relationships of $10.9 million. See Note 13, “Acquisition” for additional information.

On September 2, 2025, the Company acquired a healthcare savings account business, which included $32.5 million of deposits. The purchase resulted in recognition of a $4.8 million core deposit intangible asset.

The following table has the aggregate amortization expense recognized in each period (in thousands):

Three Months Ended March 31,

2026

2025

Aggregate amortization expense

$

23,460

$

17,482

39


The following table discloses the estimated amortization expense of intangible assets in future periods (in thousands):

For the nine months ending December 31, 2026

$

69,660

For the year ending December 31, 2027

82,528

For the year ending December 31, 2028

70,461

For the year ending December 31, 2029

61,515

For the year ending December 31, 2030

52,901

7. Borrowed Funds

The components of the Company’s borrowed funds are as follows (in thousands):

March 31, 2026

December 31, 2025

Long-term debt:

Trust preferred securities

$

221,176

$

220,034

Subordinated notes 6.25%, net of issuance costs

109,361

109,255

Subordinated notes 2.75%

146,627

144,940

Total long-term debt

477,164

474,229

Total borrowed funds

$

477,164

$

474,229

40


The following table presents details of outstanding trust preferred securities as of March 31, 2026 (in thousands):

Amount Outstanding

Issuance Date

Interest Rate

Interest Rate as of March 31, 2026

Maturity Date

Marquette Capital Trust I

$

19,410

12/28/2005

1.33% over 3-month term SOFR

5.26

%

1/7/2036

Marquette Capital Trust II

19,876

12/28/2005

1.33% over 3-month term SOFR

5.26

1/7/2036

Marquette Capital Trust III

7,803

5/30/2006

1.50% over 3-month term SOFR

5.45

6/23/2036

Marquette Capital Trust IV

31,468

6/30/2006

1.60% over 3-month term SOFR

5.54

9/15/2036

Heartland Financial Statutory Trust IV

9,709

3/17/2004

2.75% over 3-month term SOFR

6.69

3/17/2034

Heartland Financial Statutory Trust V

17,596

1/27/2006

1.33% over 3-month term SOFR

5.26

4/7/2036

Heartland Financial Statutory Trust VI

17,048

6/21/2007

1.48% over 3-month term SOFR

5.42

9/15/2037

Heartland Financial Statutory Trust VII

14,917

6/26/2007

1.48% over 3-month term SOFR

5.41

9/1/2037

Morrill Statutory Trust I

10,012

12/19/2002

3.25% over 3-month term SOFR

7.22

12/26/2032

Morrill Statutory Trust II

9,774

12/17/2003

2.85% over 3-month term SOFR

6.79

12/17/2033

Sheboygan Statutory Trust I

7,378

9/17/2003

2.95% over 3-month term SOFR

6.89

9/17/2033

CBNM Capital Trust I

4,866

9/10/2004

3.25% over 3-month term SOFR

7.19

12/15/2034

Citywide Capital Trust III

6,829

12/19/2003

2.80% over 3-month term SOFR

6.73

12/19/2033

Citywide Capital Trust IV

4,721

9/30/2004

2.20% over 3-month term SOFR

6.13

9/30/2034

Citywide Capital Trust V

13,200

5/31/2006

1.54% over 3-month term SOFR

5.48

7/25/2036

OCGI Statutory Trust III

3,030

6/27/2002

3.65% over 3-month term SOFR

7.58

9/30/2032

OCGI Statutory Trust IV

5,693

9/23/2004

2.50% over 3-month term SOFR

6.44

12/15/2034

BVBC Capital Trust II

7,477

4/10/2003

3.25% over 3-month term SOFR

7.18

4/24/2033

BVBC Capital Trust III

10,369

7/29/2005

1.60% over 3-month term SOFR

5.56

9/30/2035

Total trust preferred securities

$

221,176

In September 2022, the Company issued $110.0 million of 6.25% fixed-to-fixed rate subordinated notes that mature on September 28, 2032. The notes bear interest at the rate of 6.25% per annum, payable semi-annually on each March 28 and September 28. The Company may redeem the notes, in whole or in part, on September 28, 2027, or on any interest payment date thereafter. Unamortized debt issuance costs related to these notes totaled $0.6million and $0.7 million as of March 31, 2026 and December 31, 2025, respectively. Proceeds from the issuance of the notes were used for general corporate purposes, including contributing Tier 1 capital into the Bank.

41


As part of the acquisition of HTLF, the Company acquired $150.0 million of 2.75% fixed-to-fixed rate subordinated notes that mature on September 15, 2031. The notes bear interest at the rate of 2.75% per annum, payable semi-annually on each March 15 and September 15. The Company may redeem the notes, in whole or in part, on September 15, 2026, or on any interest payment date thereafter.

The remainder of the Company’s long-term debt was assumed from the acquisitions of Marquette Financial Companies in 2015 and HTLF in 2025 and consists of debt obligations payable to 19 unconsolidated trusts that previously issued trust preferred securities, as summarized in the table above. These long-term debt obligations had an aggregate contractual balance of $262.9 million and a carrying value of $221.2 million as of March 31, 2026. As of December 31, 2025, these debt obligations had an aggregate contractual balance of $262.9 million and had a carrying value of $220.0 million.

The Company is a member bank of the FHLB and through this relationship, the Company owns FHLB stock and has access to additional liquidity and funding sources through FHLB advances. The Company’s borrowing capacity is dependent upon the amount of collateral the Company places at the FHLB. As of both March 31, 2026 and December 31, 2025, the Company owned $10.3 million of FHLB stock. The Company had no outstanding advances at the FHLB Des Moines as of March 31, 2026 or December 31, 2025. As of March 31, 2026, the Company had four letters of credit outstanding with the FHLB of Des Moines to secure deposits. These letters of credit have an aggregate amount of $210.0 million and have various maturity dates through August 31, 2026. The Company’s remaining borrowing capacity with the FHLB was $2.3 billion as of March 31, 2026.

The Company utilizes repurchase agreements to facilitate the needs of customers and to facilitate secured short-term funding needs. Repurchase agreements are stated at the amount of cash received in connection with the transaction. The Company monitors collateral levels on a continuous basis and may be required to provide additional collateral based on the fair value of the underlying securities. Securities pledged as collateral under repurchase agreements are maintained with the Company’s safekeeping agents.

The table below presents the remaining contractual maturities of repurchase agreements outstanding at March 31, 2026 and December 31, 2025, in addition to the various types of marketable securities that have been pledged as collateral for these borrowings (in thousands):

As of March 31, 2026

Remaining Contractual Maturities of the Agreements

Overnight

30-90 Days

Over 90 Days

Total

Repurchase agreements, secured by:

U.S. Treasury

$

1,152,251

$

—

$

—

$

1,152,251

U.S. Agencies

1,594,690

761,715

3,000

2,359,405

Total repurchase agreements

$

2,746,941

$

761,715

$

3,000

$

3,511,656

As of December 31, 2025

Remaining Contractual Maturities of the Agreements

2-29 Days

30-90 Days

Over 90 Days

Total

Repurchase agreements, secured by:

U.S. Treasury

$

1,355,233

$

—

$

—

$

1,355,233

U.S. Agencies

1,177,072

759,500

1,000

1,937,572

Total repurchase agreements

$

2,532,305

$

759,500

$

1,000

$

3,292,805

8. Business Segment Reporting

The Company has strategically aligned its operations into the following three reportable segments: Commercial Banking, Institutional Banking, and Personal Banking (collectively, the Business Segments, and each, a Business Segment). These segments reflect the type of customer served, how products and services are provided, how executive management responsibilities are assigned, and reflect the manner in which financial information is evaluated by the chief operating decision maker (CODM). The Company’s CODM is comprised of a group of senior executive officers led by the Company’s chief executive officer, chief administrative officer, chief financial officer, and the Bank’s chief executive officer.

42


Business Segment financial information is produced using an internal reporting system which is based on a series of management estimates for funds transfer pricing (FTP), and allocations of noninterest expense and income taxes. The process for determining FTP is based on a number of factors and assumptions, including prevailing market interest rates, the expected lives of various assets and liabilities, and the Company’s broader funding profile. These estimates and allocations are periodically reviewed and refined. The CODM uses the Business Segment net income in deciding how to allocate resources and assess performance for individual Business Segments, including evaluating the cost or opportunity value of funds within each Business Segment and identifying areas of focus for organic growth or acquisition. For comparability purposes, amounts in all periods are based on methodologies in effect at March 31, 2026. Previously reported results have been reclassified in this filing to conform to the current organizational structure.

The following summaries provide information about the activities of each Business Segment:

Commercial Banking serves the commercial banking and treasury management needs of the Company’s small to middle-market businesses through a variety of products and services. Such services include commercial loans, commercial real estate financing, commercial credit cards, letters of credit, loan syndication services, and consultative services. In addition, the Company’s specialty lending group offers a variety of business solutions including asset-based lending, mezzanine debt and minority equity investments. Treasury management services include depository services, account reconciliation and cash management tools such as, accounts payable and receivable solutions, electronic fund transfer and automated payments, controlled disbursements, lockbox services and remote deposit capture services.

Institutional Banking is a combination of banking services, fund services, asset management services and healthcare services provided to institutional clients. This segment also provides fixed income sales, trading and underwriting, corporate trust and escrow services, as well as institutional custody. Institutional Banking includes UMB Fund Services, which provides fund administration and accounting, investor services and transfer agency, and other services to mutual funds and alternative investment groups. Healthcare services provides healthcare payment solutions including custodial services for health savings accounts (HSAs) and private label, multipurpose debit cards to insurance carriers, third-party administrators, software companies, employers, and financial institutions.

Personal Banking combines consumer banking and wealth management services offered to clients and delivered through personal relationships and the Company’s bank branches, ATM network and internet banking. Products offered include deposit accounts, retail credit cards, private banking, installment loans, home equity lines of credit, and residential mortgages. The range of client services extends from a basic checking account to estate planning and trust services and includes private banking, brokerage services, and insurance services in addition to a full spectrum of investment advisory, trust, and custody services.

43


Business Segment Information

Business Segment financial results for the three months ended March 31, 2026 and March 31, 2025 were as follows (in thousands):

Three Months Ended March 31, 2026

Commercial Banking

Institutional Banking

Personal Banking

Total

Net interest income

$

365,342

$

77,287

$

91,737

$

534,366

Provision for credit losses

23,777

497

2,726

27,000

Noninterest income

46,289

121,829

36,675

204,793

Salaries and employee benefits

56,426

50,637

39,924

146,987

Processing fees

4,028

10,670

4,382

19,080

Bankcard

2,848

6,512

2,510

11,870

Amortization of other intangible assets

—

1,972

75

2,047

Allocated technology, service, overhead

85,636

33,876

44,404

163,916

Other segment items*

16,514

9,264

11,205

36,983

Noninterest expense

165,452

112,931

102,500

380,883

Income before taxes

222,402

85,688

23,186

331,276

Income tax expense

46,886

18,064

4,888

69,838

Net income

$

175,516

$

67,624

$

18,298

$

261,438

Average assets

$

34,938,000

$

21,498,000

$

13,992,000

$

70,428,000

*Other segment items include occupancy, equipment, supplies and services, marketing and business development costs, legal and consulting, and regulatory fees.

Three Months Ended March 31, 2025

Commercial Banking

Institutional Banking

Personal Banking

Total

Net interest income

$

273,916

$

61,159

$

62,564

$

397,639

Provision for credit losses

66,751

435

18,814

86,000

Noninterest income

37,218

103,797

25,183

166,198

Salaries and employee benefits

53,586

47,186

35,999

136,771

Processing fees

3,664

10,649

4,443

18,756

Bankcard

3,173

6,037

3,585

12,795

Amortization of other intangible assets

—

1,786

103

1,889

Allocated technology, service, overhead

101,125

32,245

52,464

185,834

Other segment items*

11,463

9,365

7,914

28,742

Noninterest expense

173,011

107,268

104,508

384,787

Income (loss) before taxes

71,372

57,253

(35,575

)

93,050

Income tax expense (benefit)

8,987

7,210

(4,480

)

11,717

Net income (loss)

$

62,385

$

50,043

$

(31,095

)

$

81,333

Average assets

$

30,029,000

$

18,324,000

$

11,624,000

$

59,977,000

9. Revenue Recognition

The following is a description of the principal activities from which the Company generates revenue that are within the scope of ASC 606, Revenue from Contracts with Customers:

Trust and securities processing – Trust and securities processing income consists of fees earned on personal and corporate trust accounts, custody of securities services, trust investments and wealth management services, and

44


mutual fund and alternative asset servicing. The performance obligations related to this revenue include items such as performing full bond trustee service administration, investment advisory services, custody and record-keeping services, and fund administrative and accounting services. These fees are part of long-term contractual agreements and the performance obligations are satisfied upon completion of service and fees are generally a fixed flat monthly rate or based on a percentage of the account’s market value per the contract with the customer. These fees are primarily recorded within the Company’s Institutional and Personal Banking segments.

Trading and investment banking – Trading and investment banking income consists of income earned related to the Company’s trading securities portfolio, including futures hedging, dividends, bond underwriting, and other securities incomes. The vast majority of this revenue is recognized in accordance with ASC 320, Investments–Debt Securities, and ASC 321, Investments–Equity Securities, and is out of the scope of ASC 606. A portion of trading and investment banking represents fees earned for management fees, commissions, and underwriting of corporate bond issuances. The performance obligations related to these fees include reviewing the credit worthiness of the customer, ensuring appropriate regulatory approval and participating in due diligence. The fees are fixed per the bond prospectus and the performance obligations are satisfied upon registration approval of the bonds by the applicable regulatory agencies. Revenue is recognized at the point in time upon completion of service and when approval is granted by the regulators.

Service charges on deposits – Service charges on deposit accounts represent monthly analysis fees recognized for the services related to customer deposit accounts, including account maintenance and depository transactions processing fees. Commercial Banking and Institutional Banking depository accounts charge fees in accordance with the customer’s pricing schedule while Personal Banking account holders are generally charged a flat service fee per month. Deposit service charges for the healthcare accounts included in the Institutional Banking segment are priced according to either standard pricing schedules with individual account holders or according to service agreements between the Company and employer groups or third-party administrators. The Company satisfies the performance obligation related to providing depository accounts monthly as transactions are processed and deposit service charge revenue is recorded monthly. These fees are recognized within all Business Segments.

Insurance fees and commissions – Insurance fees and commissions includes all insurance-related fees earned, including commissions for individual life, variable life, group life, health, group health, fixed annuity, and variable annuity insurance contracts. The performance obligations related to these revenues primarily represent the placement of insurance policies with the insurance company partners. The fees are based on the contracts with insurance company partners and the performance obligations are satisfied when the terms of the policy have been agreed to and the insurance policy becomes effective.

Brokerage fees – Brokerage fees represent income earned related to providing brokerage transaction services, including commissions on equity and commodity trades, and fees for investment management, advisory and administration. The performance obligations related to transaction services are executing the specified trade and are priced according to the customer’s fee schedule. Such income is recognized at a point in time as the trade occurs and the performance obligation is fulfilled. The performance obligations related to investment management, advisory and administration include allocating customer assets across a wide range of mutual funds and other investments, on-going account monitoring and re-balancing of the portfolio. These performance obligations are satisfied over time and the related revenue is calculated monthly based on the assets under management of each customer. All material performance obligations are satisfied as of the end of each accounting period.

Bankcard fees – Bankcard fees primarily represent income earned from interchange revenue from MasterCard and Visa for the Company’s processing of debit, credit, HSA, and flexible spending account transactions. Additionally, the Company earns income and incentives related to various referrals of customers to card programs. The performance obligation for interchange revenue is the processing of each transaction through the Company’s access to the banking system. This performance obligation is completed for each individual transaction and income is recognized per transaction in accordance with interchange rates established by MasterCard and Visa. The performance obligations for various referral and incentive programs include either referring customers to certain card products or issuing exclusively branded cards for certain customer segments. The pricing of these incentive and referral programs are in accordance with the agreement with the individual card partner. These performance obligations are completed as the referrals are made or over a period of time when the Company is exclusively issuing branded cards. For the three months ended March 31, 2026 and March 31, 2025, the Company had $12.2 million and $11.8 million of expense, respectively, recorded within the Bankcard fees line on the Company’s

45


Consolidated Statements of Income related to rebates and rewards programs that are outside of the scope of ASC 606. All material performance obligations are satisfied as of the end of each accounting period.

Investment securities gains, net – In the regular course of business, the Company recognizes gains and losses on the sale of available-for-sale securities. Additionally, the Company recognizes gains and losses on equity securities with readily determinable fair values and equity securities without readily determinable fair values. These gains and losses are recognized in accordance with ASC 320, Investments–Debt Securities, and ASC 321, Investments–Equity Securities, and are outside of the scope of ASC 606.

Other income – The Company recognizes other miscellaneous income through a variety of other revenue streams, the most material of which include letter of credit fees, certain loan origination fees, gains on the sale of assets, derivative income, and bank-owned and company-owned life insurance income. These revenue streams are outside of the scope of ASC 606 and are recognized in accordance with the applicable U.S. GAAP. The remainder of Other income is primarily earned through transactions with personal banking customers, including wire transfer service charges, stop payment charges, and fees for items like money orders and cashier’s checks. The performance obligations of these types of fees are satisfied as transactions are completed and revenue is recognized upon transaction execution according to established fee schedules with the customers.

The Company had no material contract assets, contract liabilities, or remaining performance obligations as of March 31, 2026. Total receivables from revenue recognized under the scope of ASC 606 were $113.2 million and $116.1 million as of March 31, 2026 and December 31, 2025, respectively. These receivables are included as part of the Other assets line on the Company’s Consolidated Balance Sheets.

The following tables depict the disaggregation of revenue according to revenue stream and Business Segment for the three months ended March 31, 2026 and March 31, 2025. As stated in Note 8, “Business Segment Reporting,” for comparability purposes, amounts in all periods are based on methodologies in effect at March 31, 2026 and previously reported results have been reclassified in this Form 10-Q to conform to the Company’s current organizational structure.

Disaggregated revenue is as follows (in thousands):

Three Months Ended March 31, 2026

NONINTEREST INCOME

Commercial Banking

Institutional Banking

Personal Banking

Revenue (Expense) out of Scope of ASC 606

Total

Trust and securities processing

$

761

$

73,325

$

20,581

$

—

$

94,667

Trading and investment banking

—

122

—

7,618

7,740

Service charges on deposit accounts

16,144

10,857

2,441

32

29,474

Insurance fees and commissions

—

—

255

—

255

Brokerage fees

87

18,365

2,637

—

21,089

Bankcard fees

26,086

7,894

7,071

(12,173

)

28,878

Investment securities gains, net

—

—

—

3,046

3,046

Other

1,164

738

842

16,900

19,644

Total Noninterest income

$

44,242

$

111,301

$

33,827

$

15,423

$

204,793

46


Three Months Ended March 31, 2025

NONINTEREST INCOME

Commercial Banking

Institutional Banking

Personal Banking

Revenue (Expense) out of Scope of ASC 606

Total

Trust and securities processing

$

479

$

61,248

$

18,054

$

—

$

79,781

Trading and investment banking

—

329

—

5,582

5,911

Service charges on deposit accounts

14,581

10,859

1,978

39

27,457

Insurance fees and commissions

—

—

178

—

178

Brokerage fees

67

15,372

2,663

—

18,102

Bankcard fees

24,164

7,242

6,683

(11,796

)

26,293

Investment securities losses, net

—

—

—

(4,782

)

(4,782

)

Other

1,279

682

782

10,515

13,258

Total Noninterest income

$

40,570

$

95,732

$

30,338

$

(442

)

$

166,198

10. Commitments, Contingencies and Guarantees

In the normal course of business, the Company is a party to financial instruments with off-balance-sheet risk in order to meet the financing needs of its customers and to reduce its own exposure to fluctuations in interest rates. These financial instruments include commitments to extend credit, commercial letters of credit, standby letters of credit, and futures contracts. These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the Consolidated Balance Sheets. The contractual or notional amount of those instruments reflects the extent of involvement the Company has in particular classes of financial instruments. Many of the commitments expire without being drawn upon; therefore, the total amount of these commitments does not necessarily represent the future cash requirements of the Company.

The Company’s exposure to credit loss in the event of nonperformance by the counterparty to the financial instruments for commitments to extend credit, commercial letters of credit, and standby letters of credit is represented by the contractual or notional amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments.

The following table summarizes the Company’s off-balance sheet financial instruments as described above (in thousands):

Contractual or Notional Amount

March 31,

December 31,

2026

2025

Commitments to extend credit for loans (excluding credit card loans)

$

18,049,199

$

17,819,711

Commitments to extend credit under credit card loans

5,163,320

5,994,640

Commercial letters of credit

2,144

217

Standby letters of credit

483,578

468,384

Forward contracts

151,279

119,978

Spot foreign exchange contracts

67,479

34,233

Commitments to extend credit for securities purchased under agreements to resell

876,000

191,000

Allowance for Credit Losses on Off-Balance Sheet Credit Exposure

The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancelable by the Company. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. The estimate is based on expected

47


utilization rates by portfolio segment. Utilization rates are influenced by historical trends and current conditions. The expected utilization rates are applied to the total commitment to determine the expected amount to be funded. The allowance for off-balance sheet credit exposure is calculated by applying portfolio segment expected credit loss rates to the expected amount to be funded.

The following categories of off-balance sheet credit exposures have been identified:

Revolving Lines of Credit: includes commercial, construction, agricultural, personal, and home-equity. Risks inherent to revolving lines of credit often are related to the susceptibility of an individual or business experiencing unpredictable cash flow or financial troubles, thus leading to payment default. During these financial troubles, the borrower could have less than desirable assets collateralizing the revolving line of credit. The financial strain the borrower is experiencing could lead to drawing against the line without the ability to pay the line down.

Non-Revolving Lines of Credit: includes commercial and personal. Lines that do not carry a revolving feature are generally associated with a specific expenditure or project, such as to purchase equipment or the construction of real estate. The predominate risk associated with non-revolving lines is the diversion of funds for other expenditures. If the funds get diverted, the contributory value to collateral suffers.

Letters of Credit: includes standby letters of credit. Generally, a standby letter of credit is established to provide assurance to the beneficiary that the applicant will perform certain obligations arising out of a separate transaction between the beneficiary and the applicant. These obligations might be the performance of a service or delivery of a product. If the obligations are not met, it gives the beneficiary, the right to draw on the letter of credit.

The ACL for off-balance sheet credit exposures was $5.7 million at both March 31, 2026 and December 31, 2025, and was recorded in the Accrued expenses and taxes line of the Company’s Consolidated Balance Sheets. For the three months ended March 31, 2026, there was no provision recorded for off-balance sheet credit exposures. As part of the acquisition of HTLF, the Company recorded an ACL of $3.6 million related to acquired off-balance sheet credit exposures as of the Acquisition Date. Additionally, provision for off-balance sheet credit exposures of $500 thousand was recorded for the three months ended March 31, 2025. Provision for off-balance sheet credit exposures is recorded in the Provision for credit losses line of the Company’s Consolidated Statements of Income.

11. Derivatives and Hedging Activities

Risk Management Objective of Using Derivatives

The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of its assets and liabilities. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s loans and borrowings. The Company also has interest rate and commodity derivatives that result from a service provided to certain qualifying customers and, therefore, are not used to manage interest rate risk of the Company’s assets or liabilities. The Company has entered into an offsetting position for each of these derivative instruments with a matching instrument from another financial institution in order to minimize its net risk exposure resulting from such transactions.

Fair Values of Derivative Instruments on the Consolidated Balance Sheets

The table below presents the fair value of the Company’s derivative financial instruments as of March 31, 2026 and December 31, 2025. The Company’s derivative assets and derivative liabilities are located within Other assets and Other liabilities, respectively, on the Company’s Consolidated Balance Sheets.

Derivative fair values are determined using valuation techniques including discounted cash flow analysis on the expected cash flows from each derivative. This analysis reflects the contractual terms of the derivatives,

48


including the period to maturity, and uses observable market-based inputs, including interest rate curves, foreign exchange rates, and implied volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.

This table provides a summary of the fair value of the Company’s derivative assets and liabilities as of March 31, 2026 and December 31, 2025 (in thousands):

Derivative Assets

Derivative Liabilities

March 31,

December 31,

March 31,

December 31,

Fair Value

2026

2025

2026

2025

Interest Rate Derivatives:

Derivatives not designated as hedging instruments

$

114,918

$

126,423

$

118,641

$

130,122

Derivatives designated as hedging instruments

123,773

148,550

—

36

Total interest rate derivatives

238,691

274,973

118,641

130,158

Commodity Derivatives:

Derivatives not designated as hedging instruments

27,908

6,356

27,788

6,294

Total commodity derivatives

27,908

6,356

27,788

6,294

Total

$

266,599

$

281,329

$

146,429

$

136,452

Fair Value Hedges of Interest Rate Risk

The Company is exposed to changes in the fair value of certain of its fixed-rate assets and liabilities due to changes in interest rates. Interest rate swaps designated as fair value hedges involve making fixed rate payments to a counterparty in exchange for the Company receiving variable rate payments over the life of the agreements without the exchange of the underlying notional amount. As of both March 31, 2026 and December 31, 2025, the Company did not have any interest rate swaps that were designated as fair value hedges of interest rate risk.

During 2022 and 2023, the Company terminated 10 fair value hedges of interest rate risk associated with the Company's municipal bond securities. For the three months ended March 31, 2026 and 2025 the Company reclassified $1.7 million and $1.2 million, respectively, from AOCI to Interest income in connection with these terminated hedges. The unrealized gain on the terminated fair value hedges remaining in AOCI was $45.1 million net of tax, and $46.7 million net of tax, as of March 31, 2026 and December 31, 2025, respectively. The hedging adjustments will be amortized through the contractual maturity date of each respective hedged item.

For derivatives designated and that qualify as fair value hedges, the gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in Interest income in the Consolidated Statements of Income.

Cash Flow Hedges of Interest Rate Risk

The Company’s objective in using interest rate derivatives is to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps, floors, and floor spreads as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. As of March 31, 2026 and December 31, 2025, the Company had two interest rate swaps that were designated as cash flow hedges of interest rate risk associated with the Company’s variable-rate subordinated debentures issued by Marquette Capital Trusts III and IV. These swaps had an aggregate notional amount of $51.5 million at both March 31, 2026 and December 31, 2025.

Interest rate floors designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates fall below the strike rate on the contract in exchange for an upfront premium. Interest

49


rate floor spreads designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates fall below the purchased floor rate on the contract in exchange for an upfront premium, and involve payment of variable-rate amounts to the counterparty if interest rates fall below the sold floor rate on the contract. As of both March 31, 2026 and December 31, 2025, the Company had 13 interest rate floors and floor spreads with an aggregate notional amount of $3.0 billion that were designated as cash flow hedges of interest rate risk.

For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in AOCI and is subsequently reclassified into interest expense and interest income in the period during which the hedged forecasted transaction affects earnings. Amounts reported in AOCI related to interest rate swap derivatives will be reclassified to Interest expense as interest payments are received or paid on the Company’s hedged items. Amounts reported in AOCI related to interest rate floor and floor spread derivatives will be reclassified to Interest income as interest payments are received or paid on the Company’s hedged items. The Company expects to reclassify $0.6 million from AOCI as a reduction to Interest expense and $3.7 million from AOCI as a reduction to Interest income during the next 12 months. As of March 31, 2026, the Company is hedging its exposure to the variability in future cash flows for forecasted transactions over a maximum period of 10.5 years.

Non-designated Hedges

The remainder of the Company’s derivatives are not designated in qualifying hedging relationships. Derivatives not designated as hedges are not speculative and result from a service the Company provides to certain customers.

Interest Rate Derivatives

The Company executes interest rate swaps with commercial banking customers to facilitate their respective risk management strategies. Those interest rate swaps are simultaneously offset by interest rate swaps that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. As the interest rate swaps associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the customer swaps and the offsetting swaps are recognized directly in earnings. The changes in the fair value of both the customer swaps and the offsetting swaps are recognized in Other noninterest income in the Consolidated Statements of Income. As of March 31, 2026, the Company had 836 interest rate swaps with an aggregate notional amount of $12.0 billion related to this program. As of December 31, 2025, the Company had 830 interest rate swaps with an aggregate notional amount of $11.7 billion.

Commodity Derivatives

The Company executes commodity swap and option contracts with commercial banking customers to facilitate their respective risk management strategies. The Company simultaneously enters into an offsetting contract with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. As the commodity swaps and option contracts associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the customer swaps and the offsetting swaps are recognized directly in earnings. The changes in the fair value of both the customer swaps and the offsetting swaps are recognized in Other noninterest income in the Consolidated Statements of Income. As of March 31, 2026, the Company had 164 commodity swaps and option contracts with an aggregate remaining volume of 4.4 million oil barrels and 31.9 million British Thermal Units related to this program. As of December 31, 2025, the Company had 26 commodity swaps and option contracts with an aggregate remaining volume of 2.1 million oil barrels and 3.6 million British Thermal Units.

50


Effect of Derivative Instruments on the Consolidated Statements of Income and Accumulated Other Comprehensive Income

This table provides a summary of the amount of gain or loss recognized in Other noninterest income in the Consolidated Statements of Income related to the Company’s derivative assets and liabilities for the three months ended March 31, 2026 and March 31, 2025 (in thousands):

Amount of (Loss) Gain Recognized

For the Three Months Ended

March 31,

March 31,

2026

2025

Interest Rate Derivatives

Derivatives not designated as hedging instruments

$

(29

)

$

(90

)

Total

$

(29

)

$

(90

)

Commodity Derivatives

Derivatives not designated as hedging instruments

$

76

$

—

Total

$

76

$

—

These tables provide a summary of the effect of hedges on AOCI in the Consolidated Statements of Comprehensive Income related to the Company’s derivative assets and liabilities for the three months ended March 31, 2026 and March 31, 2025 (in thousands):

For the Three Months Ended March 31, 2026

Derivatives in Cash Flow Hedging Relationships

(Loss) Gain Recognized in OCI on Derivative

(Loss) Gain Recognized in OCI Included Component

Gain Recognized in OCI Excluded Component

(Loss) Gain Reclassified from AOCI into Earnings

(Loss) Gain Reclassified from AOCI into Earnings Included Component

Loss Reclassified from AOCI into Earnings Excluded Component

Interest rate floors and floor spreads

$

(16,250

)

$

(20,686

)

$

4,436

$

(1,109

)

$

(531

)

$

(578

)

Interest rate swaps

197

197

—

155

155

—

Total

$

(16,053

)

$

(20,489

)

$

4,436

$

(954

)

$

(376

)

$

(578

)

For the Three Months Ended March 31, 2025

Derivatives in Cash Flow Hedging Relationships

Gain (Loss) Recognized in OCI on Derivative

Gain (Loss) Recognized in OCI Included Component

Loss Recognized in OCI Excluded Component

(Loss) Gain Reclassified from AOCI into Earnings

(Loss) Gain Reclassified from AOCI into Earnings Included Component

Loss Reclassified from AOCI into Earnings Excluded Component

Interest rate floors and floor spreads

$

23,735

$

45,152

$

(21,417

)

$

(1,395

)

$

(817

)

$

(578

)

Interest rate swaps

(1,089

)

(1,089

)

—

243

243

—

Total

$

22,646

$

44,063

$

(21,417

)

$

(1,152

)

$

(574

)

$

(578

)

Credit-risk-related Contingent Features

The Company has agreements with certain of its derivative counterparties that contain a provision that if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default on its derivative obligations.

51


As of March 31, 2026, the termination value of derivatives in a net liability position, which includes accrued interest, related to these agreements was $11.3 million. The Company has minimum collateral posting thresholds with certain of its derivative counterparties. At March 31, 2026, the Company had posted $10.6 million of collateral. If the Company had breached any of these provisions at March 31, 2026, it could have been required to settle its obligations under the agreements at the termination value.

12. Fair Value Measurements

The following table presents information about the Company’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2026, and December 31, 2025, and indicates the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value.

Fair values determined by Level 1 inputs utilize quoted prices in active markets for identical assets and liabilities that the Company has the ability to access. Fair values determined by Level 2 inputs utilize inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, and inputs other than quoted prices that are observable for the asset or liability, such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. In certain cases, the inputs used to measure fair value may fall into different levels of the hierarchy. In such cases, the fair value is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

Assets and liabilities measured at fair value on a recurring basis as of March 31, 2026 and December 31, 2025(in thousands):

Fair Value Measurement at March 31, 2026

Description

March 31, 2026

Quoted Prices in Active Markets for Identical Assets (Level 1)

Significant Other Observable Inputs (Level 2)

Significant Unobservable Inputs (Level 3)

Assets

U.S. Treasury

$

—

$

—

$

—

$

—

U.S. Agencies

5,397

—

5,397

—

Mortgage-backed

5,172

—

5,172

—

State and political subdivisions

6,123

—

6,123

—

Corporates

7,086

7,086

—

—

Trading – other

427

427

—

—

Trading securities

24,205

7,513

16,692

—

U.S. Treasury

2,257,713

2,257,713

—

—

U.S. Agencies

49,968

—

49,968

—

Mortgage-backed

8,287,873

—

8,287,873

—

State and political subdivisions

2,371,456

—

2,371,456

—

Corporates

139,681

139,681

—

—

Collateralized loan obligations

554,195

—

554,195

—

Available-for-sale securities

13,660,886

2,397,394

11,263,492

—

Equity securities with readily determinable fair values

12,604

12,604

—

—

Derivatives

266,599

—

266,599

—

Total

$

13,964,294

$

2,417,511

$

11,546,783

$

—

Liabilities

Derivatives

$

146,429

$

—

$

146,429

$

—

Securities sold not yet purchased

8,290

—

8,290

—

Total

$

154,719

$

—

$

154,719

$

—

52


Fair Value Measurement at December 31, 2025

Description

December 31, 2025

Quoted Prices in Active Markets for Identical Assets (Level 1)

Significant Other Observable Inputs (Level 2)

Significant Unobservable Inputs (Level 3)

Assets

U.S. Treasury

$

2,636

$

2,636

$

—

$

—

U.S. Agencies

13,489

—

13,489

—

State and political subdivisions

3,697

—

3,697

—

Corporates

2,192

2,192

—

—

Trading – other

317

317

—

—

Trading securities

22,331

5,145

17,186

—

U.S. Treasury

2,320,815

2,320,815

—

—

U.S. Agencies

62,370

—

62,370

—

Mortgage-backed

8,167,873

—

8,167,873

—

State and political subdivisions

2,446,588

—

2,446,588

—

Corporates

177,115

177,115

—

—

Collateralized loan obligations

534,380

—

534,380

—

Available for sale securities

13,709,141

2,497,930

11,211,211

—

Equity securities with readily determinable fair values

14,690

14,690

—

—

Derivatives

281,329

—

281,329

—

Total

$

14,027,491

$

2,517,765

$

11,509,726

$

—

Liabilities

Derivatives

$

136,452

$

—

$

136,452

$

—

Securities sold not yet purchased

4,052

—

4,052

—

Total

$

140,504

$

—

$

140,504

$

—

Valuation methods for instruments measured at fair value on a recurring basis

The following methods and assumptions were used to estimate the fair value of each class of financial instruments measured on a recurring basis:

Trading Securities Fair values for trading securities (including financial futures), are based on quoted market prices where available. If quoted market prices are not available, fair values are based on quoted market prices for similar securities.

Securities Available for Sale Fair values are based on quoted market prices or dealer quotes, if available. If a quoted market price is not available, fair value is estimated using quoted market prices for similar securities. Prices are provided by third-party pricing services and are based on observable market inputs. On an annual basis, the Company compares a sample of these prices to other independent sources for the same securities. Additionally, throughout the year, if securities are sold, comparisons are made between the pricing services prices and the market prices at which the securities were sold. Variances are analyzed, and, if appropriate, additional research is conducted with the third-party pricing services. Based on this research, the pricing services may affirm or revise their quoted price. No significant adjustments have been made to the prices provided by the pricing services. The pricing services also provide documentation on an ongoing basis that includes reference data, inputs and methodology by asset class, which is reviewed to ensure that security placement within the fair value hierarchy is appropriate.

Equity securities with readily determinable fair values Fair values are based on quoted market prices.

Derivatives Fair values are determined using valuation techniques including discounted cash flow analysis on the expected cash flows from each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves, foreign

53


exchange rates, and implied volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.

Securities sold not yet purchased Fair values are based on quoted market prices or dealer quotes, if available. If a quoted market price is not available, fair value is estimated using quoted market prices for similar securities. Prices are provided by third-party pricing services and are based on observable market inputs.

Assets measured at fair value on a non-recurring basis as of March 31, 2026 and December 31, 2025(in thousands):

Fair Value Measurement at March 31, 2026 Using

Description

March 31, 2026

Quoted Prices in Active Markets for Identical Assets (Level 1)

Significant Other Observable Inputs (Level 2)

Significant Unobservable Inputs (Level 3)

Total (Losses) Gains Recognized During the Three Months Ended March 31

Collateral dependent assets

$

56,390

$

—

$

—

$

56,390

$

(17,333

)

Other real estate owned

354

—

—

354

8

Total

$

56,744

$

—

$

—

$

56,744

$

(17,325

)

Fair Value Measurement at December 31, 2025 Using

Description

December 31, 2025

Quoted Prices in Active Markets for Identical Assets (Level 1)

Significant Other Observable Inputs (Level 2)

Significant Unobservable Inputs (Level 3)

Total (Losses) Gains Recognized During the Twelve Months Ended December 31

Collateral dependent assets

$

70,012

$

—

$

—

$

70,012

$

(29,420

)

Other real estate owned

3,009

—

—

3,009

178

Total

$

73,021

$

—

$

—

$

73,021

$

(29,242

)

Valuation methods for instruments measured at fair value on a non-recurring basis

The following methods and assumptions were used to estimate the fair value of each class of financial instruments measured on a non-recurring basis:

Collateral Dependent Assets Collateral dependent assets are assets evaluated as part of the ACL on an individual basis. Those assets for which there is an associated allowance are considered financial assets measured at fair value on a non-recurring basis. Adjustments are recorded on certain assets to reflect write-downs that are based on the external appraised value of the underlying collateral. The external appraisals are generally based on recent sales of comparable properties which are then adjusted for the unique characteristics of the property being valued. In the case of non-real estate collateral, reliance is placed on a variety of sources, including external estimates of value and judgments based on the experience and expertise of internal specialists within the Company’s property management group and the Company’s credit department. The valuation of collateral dependent assets are reviewed on a quarterly basis. Because many of these inputs are not observable, the measurements are classified as Level 3.

Other real estate owned Other real estate owned consists of loan collateral which has been repossessed through foreclosure. This collateral is comprised of commercial and residential real estate and other non-real estate

54


property, including auto, recreational and marine vehicles. Other real estate owned is recorded as held for sale initially at the fair value of the collateral less estimated selling costs. The initial valuation of the foreclosed property is obtained through an appraisal process similar to the process described in the collateral dependent assets paragraph above. Subsequent to foreclosure, valuations are reviewed quarterly and updated periodically, and the assets may be marked down further, reflecting a new cost basis. Fair value measurements may be based upon appraisals, third-party price opinions, or internally developed pricing methods and those measurements are classified as Level 3.

Fair value disclosures require disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or non-recurring basis.

The estimated fair value of the Company’s financial instruments at March 31, 2026 and December 31, 2025 are as follows (in thousands):

Fair Value Measurement at March 31, 2026 Using

Carrying Amount

Quoted Prices in Active Markets for Identical Assets (Level 1)

Significant Other Observable Inputs (Level 2)

Significant
Unobservable
Inputs
(Level 3)

Total
Estimated
Fair Value

FINANCIAL ASSETS

Cash and short-term investments

$

7,915,788

$

6,391,119

$

1,524,669

$

—

$

7,915,788

Securities available for sale

13,660,886

2,397,394

11,263,492

—

13,660,886

Securities held to maturity (exclusive of allowance for credit losses)

5,703,238

—

5,172,564

—

5,172,564

Trading securities

24,205

7,513

16,692

—

24,205

Other securities

685,590

12,604

672,986

—

685,590

Loans (exclusive of allowance for credit losses)

40,138,796

—

40,652,688

—

40,652,688

Derivatives

266,599

—

266,599

—

266,599

FINANCIAL LIABILITIES

Time deposits

3,210,518

—

3,210,518

—

3,210,518

Other borrowings

3,550,738

39,082

3,511,656

—

3,550,738

Long-term debt

477,164

—

526,828

—

526,828

Derivatives

146,429

—

146,429

—

146,429

OFF-BALANCE SHEET ARRANGEMENTS

Commitments to extend credit for loans

4,631

Commitments to extend resell agreements

104

Commercial letters of credit

16

Standby letters of credit

1,330

55


Fair Value Measurement at December 31, 2025 Using

Carrying Amount

Quoted Prices in Active Markets for Identical Assets (Level 1)

Significant Other Observable Inputs (Level 2)

Significant
Unobservable
Inputs
(Level 3)

Total
Estimated
Fair Value

FINANCIAL ASSETS

Cash and short-term investments

$

9,441,175

$

7,893,082

$

1,548,093

$

—

$

9,441,175

Securities available for sale

13,709,141

2,497,930

11,211,211

—

13,709,141

Securities held to maturity (exclusive of allowance for credit losses)

5,724,227

—

5,250,465

—

5,250,465

Trading securities

22,331

5,145

17,186

—

22,331

Other securities

676,300

14,690

661,610

—

676,300

Loans (exclusive of allowance for credit losses)

38,781,438

—

39,041,201

—

39,041,201

Derivatives

281,329

—

281,329

—

281,329

FINANCIAL LIABILITIES

Time deposits

3,760,862

—

3,760,862

—

3,760,862

Other borrowings

3,324,938

32,133

3,292,805

—

3,324,938

Long-term debt

474,229

—

523,545

—

523,545

Derivatives

136,452

—

136,452

—

136,452

OFF-BALANCE SHEET ARRANGEMENTS

Commitments to extend credit for loans

14,972

Commitments to extend resell agreements

106

Commercial letters of credit

130

Standby letters of credit

4,483

Cash and short-term investments The carrying amounts of cash and due from banks, federal funds sold and resell agreements are reasonable estimates of their fair values.

Securities held to maturity For U.S. Treasury and mortgage-backed securities, as well as general obligation bonds in the State and political subdivision portfolio, fair values are based on quoted market prices or dealer quotes, if available. If a quoted market price is not available, fair value is estimated using quoted market prices for similar securities. Prices are provided by third-party pricing services and are based on observable market inputs. On an annual basis, the Company compares a sample of these prices to other independent sources for the same securities. Variances are analyzed, and, if appropriate, additional research is conducted with the third-party pricing services. Based on this research, the pricing services may affirm or revise their quoted price. No significant adjustments have been made to the prices provided by the pricing services. The pricing services also provide documentation on an ongoing basis that includes reference data, inputs and methodology by asset class, which is reviewed to ensure that security placement within the fair value hierarchy is appropriate. For private placement bonds in the State and political subdivision portfolio, fair values are estimated by discounting the future cash flows using current market rates.

Other securities Amount consists of FRB and FHLB stock held by the Company, equity securities with readily determinable fair values, and equity securities without readily determinable fair values, including equity-method investments and other miscellaneous investments. The carrying amount of the FRB and FHLB stock equals its fair value because the shares can only be redeemed by the FRB and FHLB at their carrying amount. Equity securities with readily determinable fair values are measured at fair value using quoted market prices. Equity securities without readily determinable fair values are carried at cost, which approximates fair value.

Loans Fair values are estimated for portfolios with similar financial characteristics. Loans are segregated by type, such as commercial, real estate, consumer, and credit card. Each loan category is further segmented into fixed and variable interest rate categories. The fair value of loans is estimated by discounting the future cash flows. The discount rates used are estimated using comparable market rates for similar types of instruments adjusted to be commensurate with the credit risk, overhead costs, and optionality of such instruments.

56


Time deposits The fair value of fixed-maturity certificates of deposit is estimated by discounting the future cash flows using the rates that are currently offered for deposits of similar remaining maturities.

Other borrowings The carrying amounts of federal funds purchased, repurchase agreements and other short-term debt are reasonable estimates of their fair value because of the short-term nature of their maturities. Federal funds purchased are classified as Level 1 based on availability of quoted market prices and repurchase agreements and other short-term debt are classified as Level 2.

Long-term debt Rates currently available to the Company for debt with similar terms and remaining maturities are used to estimate fair value of existing debt.

Other off-balance sheet instruments The fair value of loan commitments and letters of credit are determined based on the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreement and the present creditworthiness of the counterparties. Neither the fees earned during the year on these instruments nor their fair value at period-end are significant to the Company’s consolidated financial position.

13. Acquisition

On January 31, 2025 (Acquisition Date), the Company acquired all of the outstanding stock of Heartland Financial USA, Inc., a Delaware corporation (HTLF), in an all-stock transaction, issuing a total of 23.6 million shares of the Company’s common stock and 4.6 million depositary shares, each representing a 1/400th interest in a share of the Company’s 7.00% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series A (the Series A preferred stock). Pursuant to the Agreement and Plan of Merger, dated as of April 28, 2024, (i) HTLF merged with and into the Company, with the Company continuing as the surviving corporation and (ii) one day after the closing date of the acquisition of HTLF by the Company, HTLF’s wholly owned bank subsidiary, a Colorado-chartered bank (HTLF Bank), merged with and into UMB Bank, National Association, the Company’s national bank subsidiary (the Bank), with the Bank continuing as the surviving bank.

Total consideration for the acquisition was $2.9 billion, consisting of the Company’s common stock valued at $2.8 billion (based on the Company’s common stock price of $117.90) and the Company’s Series A preferred stock valued at $115.2 million (based on the Company’s Series A preferred stock price of $25.05) as of close of business on the Acquisition Date. Each HTLF common stock share was converted into 0.55 shares of the Company’s common stock. Each HTLF preferred stock share was converted into a share of the Company’s Series A preferred stock.

The acquisition of HTLF was accounted for as a business combination using the purchase method of accounting in accordance with FASB ASC Topic 805, Business Combinations. Accordingly, the purchase price was allocated based on the estimated fair market values of the assets and liabilities acquired.

57


The following table summarizes the net assets acquired (at fair value) and consideration transferred for HTLF as of January 31, 2025 (in thousands, except for per share data):

Fair Value
January 31, 2025

Assets

Loans, net of allowance for credit losses on loans

$

9,734,711

Investment securities

3,648,445

Interest-bearing due from banks

965,003

Cash and due from banks

174,985

Premises and equipment, net

174,579

Identifiable intangible assets

511,021

Other assets

906,712

Total assets acquired

$

16,115,456

Liabilities

Noninterest-bearing deposits

$

3,761,997

Interest-bearing deposits

10,586,989

Long-term debt

278,018

Other liabilities

199,532

Total liabilities assumed

$

14,826,536

Net identifiable assets acquired

$

1,288,920

Preliminary goodwill

1,630,209

Net assets acquired

$

2,919,129

Consideration

Common stock consideration:

Company's common shares issued

23,609

Purchase price per share of the Company's common stock

$

117.90

Fair value of common stock consideration

$

2,783,510

Preferred stock consideration

115,230

Stock-based compensation consideration

20,389

Fair value of total consideration transferred

$

2,919,129

The Company finalized its review of the fair value of the acquired assets and liabilities noted in the table above as of January 31, 2026. After December 31, 2025 but before the end of the preliminary measurement period, the Company recorded an adjustment of $2.2 million to the valuation allowance against certain state deferred tax assets.

The amount of goodwill arising from the acquisition reflects the Company’s increased market share and related synergies that are expected to result from combining the operations of UMB and HTLF. In accordance with ASC 350, Intangibles-Goodwill and Other, goodwill will not be amortized, but will be subject to at least an annual impairment test. The Company has approximately $44.0 million of tax-deductible goodwill that arose in previous transactions completed by HTLF which carries over. The remaining goodwill related to the acquisition is not expected to be deductible for tax purposes. Of the $1.6 billion in goodwill arising from the acquisition, $978.1 million was assigned to the Commercial Banking segment and $652.1 million was assigned to the Personal Banking segment. The fair value of the acquired identifiable intangible assets of $511.0 million is comprised of a core deposit intangible of $474.1 million, a customer list of $26.0 million and purchased credit card relationships of $10.9 million.

The following is a description of the methods used to determine the fair values of significant assets and liabilities presented above.

58


Loans A valuation of the loans was performed by a third party as of the Acquisition Date to assess the fair value. The fair value of loans was based on a discounted cash flow method that considered the loans’ underlying characteristics including account type, remaining terms of loan, annual interest rates or coupon, fixed or variable interest rate, past delinquencies, risk rating, timing of principal and interest payments, current market rates, loan to value ratios, loss exposure, more specifically the probability of default and loss given default, and remaining balance. Loans were aggregated according to similar characteristics when applying the valuation method.

The Company's accounting methods for acquired Non-PCD and PCD loans are discussed in Note 1, "Summary of Significant Accounting Policies". At the Acquisition Date, the fair value of Non-PCD loans was $6.7 billion, compared to the unpaid principal balance of $7.1 billion.

The following table presents the unpaid principal balance and fair value of the loans acquired in the HTLF acquisition as of the Acquisition Date (in thousands):

Unpaid Principal Balance

Fair Value

Non-PCD loans

$

7,067,238

$

6,688,190

PCD loans

3,237,332

3,046,521

Total loans

$

10,304,570

$

9,734,711

At the Acquisition Date, of the $9.7 billion of loans acquired from HTLF, $3.0 billion were accounted for as PCD loans.

The following table provides a summary of PCD loans purchased as part of the HTLF acquisition as of the Acquisition Date (in thousands):

January 31, 2025

Principal of PCD loans acquired

$

3,237,332

PCD ACL at acquisition

(85,299

)

Non-credit discount on PCD loans

(105,512

)

Fair value of PCD Loans

$

3,046,521

Investment securities The portion of the investment securities portfolio that was classified as available-for-sale was valued utilizing third-party pricing services for those securities retained and valued using the actual sales prices for those securities that were sold shortly after the close of the acquisition. The portion of the investment securities portfolio that was classified as held-to-maturity as of the Acquisition Date were priced by a third party using a discounted cash flow methodology similar to the methodology described above for the valuation of loans.

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

Core deposit intangible Core deposit intangibles represent the value of relationships with deposit clients and the cost savings derived from available core deposits relative to an alternative funding source. The fair value of the core deposit intangible was estimated using a net cost savings method, a variation of the income approach. This approach considers expected client attrition rates, average life and balance inflation, alternative cost of funds, the interest cost and net maintenance cost associated with the client deposit base, and a discount rate used to discount the future economic benefits of the core deposit intangible asset to present value.

Deposits The fair value for demand and savings deposits is the amount payable on demand at the Acquisition Date. The fair value for time deposits was valued by a third party using a discounted cash flow calculation that applied interest rates currently being offered to the contractual interest rates on such time deposits.

Long-term debt The fair value of long-term debt instruments was valued by a third party based on quoted market prices for the instrument if available, or for similar instruments if not available, or by using discounted cash flow analyses, based on current incremental borrowing rates for similar types of instruments.

59


The Company assumed long-term debt obligations with an aggregate balance of $159.8 million and an aggregate fair value of $139.3 million as of the Acquisition Date payable to fifteen unconsolidated trusts that have issued trust preferred securities. The interest rates on the acquired trust preferred securities ranged from 5.89% to 8.21% as of the Acquisition Date and reset quarterly. The acquired trust preferred securities have maturity dates ranging from September 2032 to September 2037.

The Company assumed $150.0 million in aggregate subordinated notes due September 2031. The subordinated notes have a fixed interest rate of 2.75% until September 2026, at which time the interest rate will reset quarterly. The subordinated notes had an acquired fair value of $138.8 million as of January 31, 2025.

The results of HTLF are included in the results of the Company subsequent to the Acquisition Date. Transaction costs incurred after the Acquisition Date totaled $140.1 million, primarily in Salaries and employee benefits and Legal and consulting in the Consolidated Statements of Income, as well as $62.0 million in Provision expense to establish an ACL on the HTLF loans designated as non-PCD as of the Acquisition Date (Day 1 Provision expense). Additional transaction and integration costs will be expensed in future periods as incurred.

The following unaudited pro forma information combines the historical results of HTLF and the Company. The unaudited pro forma financial information does not include the potential impacts of possible business model changes, current market conditions, revenue enhancements, expense efficiencies, or other factors. If the HTLF acquisition had been completed on January 1, 2024, total revenue would have been approximately $2.7 billion and $2.5 billion for the years ended December 31, 2025 and December 31, 2024, respectively. Net income available to common shareholders would have been approximately $843.3 million and $504.0 million, respectively, for the same periods. Basic earnings per share would have been $11.20 and $6.96 for the same periods, respectively.

The unaudited pro forma information above reflects adjustments made to exclude the impact of acquisition-related expenses of $142.0 million for the year ended December 31, 2025 and include such expenses in the year ended December 31, 2024. Day 1 provision expense of $62.0 million was included in 2024 to reflect the assumption of the acquisition timing noted above. Adjustments also included adjusting net interest income by the estimated net accretion of fair value marks on acquired loans, HTM securities, time deposits and long-term debt of $12.8 million and $153.1 million for the years ended December 31, 2025 and December 31, 2024, respectively, and adjusting noninterest expense for the estimated net amortization of intangibles and fair value marks on premises and equipment of $8.0 million and $96.0 million for the years ended December 31, 2025 and December 31, 2024, respectively.

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

The Company has determined that it is impractical to report the amounts of revenue and earnings of legacy HTLF since the Acquisition Date due to the integration of operations shortly after the Acquisition Date. Accordingly, reliable and separate complete revenue and earnings information is no longer available. In addition, such amounts would require significant estimates related to the proper allocation of merger cost savings that cannot be objectively made.

60


ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Management’s Discussion and Analysis of Financial Condition and Results of Operations highlights the material changes in the results of operations and changes in financial condition of the Company for the three months ended March 31, 2026. It should be read in conjunction with the accompanying Consolidated Financial Statements, Notes to Consolidated Financial Statements and other financial information appearing elsewhere in this Form 10-Q and the Form 10-K. Results of operations for the periods included in this review are not necessarily indicative of results to be attained during any future period.

CAUTIONARY NOTICE ABOUT FORWARD-LOOKING STATEMENTS

From time to time the Company has made, and in the future will make, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements often use words such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “outlook,” “forecast,” “target,” “trend,” “plan,” “goal,” or other words of comparable meaning or future-tense or conditional verbs such as “may,” “will,” “should,” “would,” or “could.” Forward-looking statements convey the Company’s expectations, intentions, or forecasts about future events, circumstances, results, or aspirations, in each case as of the date such forward-looking statements are made.

This Form 10-Q, including any information incorporated by reference in this Form 10-Q, contains forward-looking statements. The Company also may make forward-looking statements in other documents that are filed or furnished with the Securities and Exchange Commission. In addition, the Company may make forward-looking statements orally or in writing to investors, analysts, members of the media, or others.

All forward-looking statements, by their nature, are subject to assumptions, risks, and uncertainties, which may change over time and many of which are beyond the Company’s control. You should not rely on any forward-looking statement as a prediction or guarantee about the future. Actual future objectives, strategies, plans, prospects, performance, conditions, or results may differ materially from those set forth in any forward-looking statement. While no list of assumptions, risks, or uncertainties could be complete, some of the factors that may cause actual results or other future events, circumstances, or aspirations to differ from those in forward-looking statements include:

•
local, regional, national, or international business, economic, or political conditions or events;
•
changes in laws or the regulatory environment, including as a result of financial-services legislation or regulation;
•
changes in monetary, fiscal, or trade laws or policies, including as a result of actions by central banks or supranational authorities;
•
the pace and magnitude of interest rate movements;
•
changes in accounting standards or policies;
•
shifts in investor sentiment or behavior in the securities, capital, or other financial markets, including changes in market liquidity or volatility or changes in interest or currency rates;
•
changes in spending, borrowing, or saving by businesses or households;
•
the Company’s ability to effectively manage capital or liquidity or to effectively attract or deploy deposits;
•
changes in any credit rating assigned to the Company or its affiliates;
•
adverse publicity or other reputational harm to the Company;
•
changes in the Company’s corporate strategies, the composition of its assets, or the way in which it funds those assets;

61


•
the Company’s ability to develop, maintain, or market products or services or to absorb unanticipated costs or liabilities associated with those products or services;
•
the Company’s ability to innovate to anticipate the needs of current or future customers, to successfully compete in its chosen business lines, to increase or hold market share in changing competitive environments, or to deal with pricing or other competitive pressures;
•
changes in the credit, liquidity, or other condition of the Company’s customers, counterparties, or competitors;
•
the Company’s ability to effectively deal with economic, business, or market slowdowns or disruptions;
•
judicial, regulatory, or administrative investigations, proceedings, disputes, or rulings that create uncertainty for, or are adverse to, the Company or the financial-services industry;
•
the Company’s ability to address changing or stricter regulatory or other governmental supervision or requirements;
•
the Company’s ability to maintain secure and functional financial, accounting, technology, data processing, or other operating systems or facilities, including its capacity to withstand cyber-attacks;
•
the adequacy of the Company’s corporate governance, risk-management framework, compliance programs, or internal controls, including its ability to control lapses or deficiencies in financial reporting or to effectively mitigate or manage operational risk;
•
the efficacy of the Company’s methods or models in assessing business strategies or opportunities or in valuing, measuring, monitoring, or managing positions or risk;
•
the Company’s ability to keep pace with changes in technology that affect the Company or its customers, counterparties, or competitors, including technology changes with respects to digital assets;
•
an increase of competitors that provide products or services offered by the Company, including competitors that may be subject to different regulatory standards or requirements;
•
mergers, acquisitions, or dispositions, including the Company’s ability to integrate acquisitions and divest assets;
•
the Company’s ability to manage the expenses associated with the merger with HTLF and the impact these expenses may have on the Company’s financial results;
•
the benefits from the merger with HTLF may not be fully realized or may take longer to realize than expected;
•
the Company’s ability to promptly and effectively integrate the merger of HTLF;
•
the adequacy of the Company’s succession planning for key executives or other personnel;
•
the Company’s ability to grow revenue, control expenses, or attract and retain qualified employees;
•
natural disasters, war, terrorist activities, including instability in the Middle East and Russia's military action in Ukraine and developments in Latin America, pandemics, and their effects on economic and business environments in which the Company operates;
•
macroeconomic and adverse developments and uncertainties related to the collateral effects of the collapse of, and challenges for, domestic and international banks, including the impacts to the U.S. and global economies and reputational harm to the U.S. banking system; or
•
other assumptions, risks, or uncertainties described in the Notes to Consolidated Financial Statements (Item 1) and Management’s Discussion and Analysis of Financial Condition and Results of Operations (Item 2) in this Form 10-Q, in the Risk Factors (Item 1A) in the Form 10-K, or in any of the Company’s quarterly or current reports.

Any forward-looking statement made by the Company or on its behalf speaks only as of the date that it was made. The Company does not undertake to update any forward-looking statement to reflect the impact of events, circumstances, or results that arise after the date that the statement was made, except as required by applicable

62


securities laws. You, however, should consult further disclosures (including disclosures of a forward-looking nature) that the Company may make in any subsequent Annual Report on Form 10-K, Quarterly Report on Form 10-Q, or Current Report on Form 8-K.

Overview

On January 31, 2025, the Company completed its previously announced acquisition of Heartland Financial, USA, Inc. (HTLF). The acquisition added assets with a fair value of approximately $16.1 billion, $9.7 billion of loans, net of the allowance for credit losses, and $14.3 billion of deposits. The combined company retains its #1 deposit market share in Missouri and now ranks in the top 10 in Colorado, New Mexico, Kansas, and Arizona.

The Company focuses on the following four core financial objectives. Management believes these objectives will guide its efforts to achieve its vision, to deliver the Unparalleled Customer Experience, all while seeking to improve net income and strengthen the balance sheet while undertaking prudent risk management.

The first financial objective is to continuously improve operating efficiencies. The Company has focused on identifying efficiencies that simplify our organizational and reporting structures, streamline back-office functions, and take advantage of synergies and newer technologies among various platforms and distribution networks. During the fourth quarter of 2025, the Company successfully completed the conversion of the technology and branding of HTLF customers. The Company has identified and expects to continue identifying ongoing efficiencies through the normal course of business that, when combined with increased revenue, will contribute to improved operating leverage. During the first quarter of 2026, total revenue increased $175.3 million, or 31.1%, as compared to the first quarter of 2025, while noninterest expense decreased $3.9 million, or 1.0%, for the same period. Included in noninterest expense for the first quarter of 2025 is $53.2 million in acquisition-related expense compared to $4.4 million in the first quarter of 2026 . Revenue is also impacted by one additional month of revenue from HTLF in 2026, including accretion and amortization of the fair value adjustments discussed in Note 13, “Acquisition” above. As part of the initiative to improve operating efficiencies, the Company continues to invest in technological advances that it believes will help management drive operating leverage in the future through improved data analysis and automation. The Company also continues to evaluate core systems and will invest in enhancements that it believes will yield operating efficiencies.

The second financial objective is to increase net interest income through profitable loan and deposit growth and the optimization of the balance sheet. During the first quarter of 2026, the Company had an increase in net interest income of $136.7 million, or 34.4%, from the same period in 2025. The change in net interest income was primarily driven by an additional month of HTLF operations, higher purchase accounting accretion benefits, favorable repricing of deposits and loans in conjunction with lower short-term interest rates, and increases of $7.1 billion, or 21.9%, in average loans and $4.2 billion, or 26.2% in average securities. These increases were partially offset by a decrease of $2.6 billion, or 38.4% in average interest-bearing due from banks. The funding for these assets was driven primarily by an increase of 14.5% in average deposits compared to the first quarter of 2025, reflecting strong organic growth as well as the impact of acquired HTLF balances. Average interest-bearing deposits increased 15.2%, and noninterest-bearing demand deposit balances increased 12.5% compared to the first quarter of 2025. Net interest margin, on a tax-equivalent basis, increased 42 basis points compared to the same period in 2025, driven by favorable repricing of deposits and loans in conjunction with lower short-term interest rates. Net interest spread increased 55 basis points during the same period. The Company expects to see continued volatility in the economic markets resulting from governmental responses to inflation and recessionary signs in the economy, as well as uncertainty about the impacts of the conflict in Iran and tariffs. These changing conditions could have impacts on the balance sheet and income statement of the Company for the remainder of the year.

The third financial objective is to grow the Company’s revenue from noninterest sources. The Company seeks to grow noninterest revenues throughout all economic and interest rate cycles, while positioning itself to benefit in periods of economic growth. Noninterest income increased $38.6 million, or 23.2%, to $204.8 million for the three months ended March 31, 2026, compared to the same period in 2025. See greater detail below under Noninterest Income. The change is partially driven by one additional month in 2026 of HTLF-related fee income from trust income, deposit service charges, and bankcard fees. The Company continues to emphasize its asset management, brokerage, bankcard services, healthcare services, and treasury management businesses. For the three months ended March 31, 2026, noninterest income represented 27.7% of total revenue, compared to 29.5% for the same period in

63


2025. The recent economic changes have impacted fee income, especially those with assets tied to market values and interest rates.

The fourth financial objective is effective capital management. The Company places a significant emphasis on maintaining a strong capital position, which management believes promotes investor confidence, provides access to funding sources under favorable terms, and enhances the Company’s ability to capitalize on business growth and acquisition opportunities. The Company continues to maximize shareholder value through a mix of reinvesting in organic growth, evaluating acquisition opportunities that complement the Company’s strategies, increasing dividends over time, and appropriately utilizing a share repurchase program. At March 31, 2026, the Company had $7.8 billion in total shareholders’ equity. This is an increase of $1.1 billion, or 16.0%, compared to total shareholders’ equity at March 31, 2025. At March 31, 2026, the Company had a total risk-based capital ratio of 13.53%. The Company repurchased 178,249 shares of common stock during the first quarter of 2026 at an average price of $111.62 for a total of $19.9 million. The Company also acquired shares pursuant to the share-based incentive programs during the first quarter of 2026.

Earnings Summary

The following is a summary regarding the Company’s earnings for the first quarter of 2026. The changes identified in the summary are explained in greater detail below. The Company recorded net income available to common shareholders of $255.6 million for the three-month period ended March 31, 2026, compared to net income available to common shareholders of $79.3 million for the same period a year earlier. Basic earnings per common share for the first quarter of 2026 were $3.36 per share ($3.35 per share fully-diluted) compared to $1.22 per common share ($1.21 per share fully-diluted) for the first quarter of 2025. Return on average assets and return on average common shareholders’ equity for the three-month period ended March 31, 2026 were 1.47% and 13.70%, respectively, compared to 0.54% and 5.86%, respectively, for the three-month period ended March 31, 2025.

Net interest income for the three-month period ended March 31, 2026 increased $136.7 million, or 34.4% compared to the same period in 2025. For the three-month period ended March 31, 2026, average earning assets increased by $9.6 billion, or 17.3% compared to the same period in 2025. Net interest margin, on a tax-equivalent basis, increased to 3.38% for the three-month period ended March 31, 2026, compared to 2.96%, respectively, for the same period in 2025.

The provision for credit losses decreased by $59.0 million for the three-month period ended March 31, 2026 as compared to the same period in 2025. Provision expense in 2025 included $62.0 million to establish an allowance for credit losses on the acquired loans designated as non-PCD loans at the close of the transaction. See Note 13, “Acquisition” above. The remainder of the increase in provision was driven by loan growth, portfolio credit metric changes, and changes in macro-economic metrics in the current period as compared to the prior periods. The Company’s nonperforming loans increased $50.4 million to $151.3 million at March 31, 2026, compared to March 31, 2025. The ACL on loans as a percentage of total loans increased three basis points to 1.06% as of March 31, 2026, compared to March 31, 2025. For a description of the Company’s methodology for computing the ACL, please see the summary discussion in the “Provision and Allowance for Credit Losses” section included below.

Noninterest income increased by $38.6 million, or 23.2%, for the three-month period ended March 31, 2026, compared to the same period in 2025. These changes are discussed in greater detail below under Noninterest Income.

Noninterest expense decreased by $3.9 million, or 1.0%, for the three-month period ended March 31, 2026, compared to the same period in 2025. These changes are discussed in greater detail below under Noninterest Expense.

Net Interest Income

Net interest income is a significant source of the Company’s earnings and represents the amount by which interest income on earning assets exceeds the interest expense paid on liabilities. The volume of interest-earning assets and the related funding sources, the overall mix of these assets and liabilities, and the rates paid on each affect

64


net interest income. Net interest income for the three-month period ended March 31, 2026 increased $136.7 million, or 34.4%, compared to the same period in 2025. The change in net interest income was primarily driven by an additional month of HTLF operations, higher purchase accounting accretion benefits, favorable repricing of deposits and loans in conjunction with lower short-term interest rates, and increases of $7.1 billion, or 21.9%, in average loans and $4.2 billion, or 26.2% in average securities. These increases were partially offset by a decrease of $2.6 billion, or 38.4% in average interest-bearing due from banks.

Table 1 shows the impact of earning asset rate changes compared to changes in the cost of interest-bearing liabilities. As illustrated in this table, net interest spread for the three months ended March 31, 2026 increased 55 basis points as compared to the same period in 2025. Net interest margin for the three months ended March 31, 2026 increased 42 basis points compared to the same period in 2025. The change is driven by favorable repricing of deposits and loans in conjunction with lower short-term interest rates. The cost of interest-bearing liabilities decreased 54 basis points from the first quarter of 2025 while the yield on earning assets increased one basis point compared to the same period. Earning asset balance increases have been primarily driven by higher average loans and increased securities balances, partially offset by decreased interest-bearing due from banks balances. These variances have contributed to an increase in the Company’s net interest income during 2026, as compared to results for the same period in 2025. The Company expects to see continued volatility in the economic markets and governmental responses to changes in the economy. These changing conditions could have impacts on the balance sheet and income statement of the Company for the remainder of the year. For the impact of the contribution from free funds, see the Analysis of Net Interest Margin within Table 2 below. Table 2 also illustrates how the changes in volume and interest rates have resulted in an increase in net interest income.

Table 1

AVERAGE BALANCE SHEETS/YIELDS AND RATES(tax-equivalent basis) (unaudited, dollars in thousands)

The following table presents, for the periods indicated, the average earning assets and resulting yields, as well as the average interest-bearing liabilities and resulting yields, expressed in both dollars and rates. All average balances are daily average balances. The average yield on earning assets without the tax-equivalent basis adjustment would have been 5.40% for the three-month period ended March 31, 2026, and 5.39% for the same period in 2025.

65


Three Months Ended March 31,

2026

2025

Average

Average

Average

Average

Balance

Yield/Rate

Balance

Yield/Rate

ASSETS

Loans, net of unearned interest

$

39,383,210

6.52

%

$

32,309,697

6.62

%

Securities:

Taxable

15,654,218

3.76

11,728,148

3.40

Tax-exempt

4,353,635

4.01

4,121,569

3.68

Total securities

20,007,853

3.82

15,849,717

3.47

Federal funds and resell agreements

1,539,874

4.23

555,805

5.07

Interest-bearing due from banks

4,192,804

3.67

6,808,680

4.47

Other earning assets

17,354

6.59

20,863

7.56

Total earning assets

65,141,095

5.45

55,544,762

5.44

Allowance for credit losses

(417,768

)

(320,371

)

Other assets

5,704,489

4,752,484

Total assets

$

70,427,816

$

59,976,875

LIABILITIES AND SHAREHOLDERS' EQUITY

Interest-bearing deposits

$

42,470,772

2.79

%

$

36,856,314

3.34

%

Federal funds and repurchase agreements

3,623,410

3.32

2,692,907

3.88

Borrowed funds

475,518

9.07

570,427

7.92

Total interest-bearing liabilities

46,569,700

2.90

40,119,648

3.44

Noninterest-bearing demand deposits

15,103,339

13,428,205

Other liabilities

894,926

861,375

Shareholders' equity

7,859,851

5,567,647

Total liabilities and shareholders' equity

$

70,427,816

$

59,976,875

Net interest spread

2.55

%

2.00

%

Net interest margin

3.38

2.96

Table 2 presents the dollar amount of change in net interest income and margin due to volume and rate. Table 2 also reflects the effect that interest-free funds have on net interest margin. The average balance of interest-free funds (total earning assets less interest-bearing liabilities) increased $3.1 billion for the three-month period ended March 31, 2026, compared to the same period in 2025. The benefit from interest-free funds decreased 13 basis points in the three-month period ended March 31, 2026, compared to the same period in 2025.

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Table 2

ANALYSIS OF CHANGES IN NET INTEREST INCOME AND MARGIN(unaudited, dollars in thousands)

ANALYSIS OF CHANGES IN NET INTEREST INCOME

Three Months Ended

March 31, 2026 vs. 2025

Volume

Rate

Total

Change in interest earned on:

Loans

$

113,832

$

(8,158

)

$

105,674

Securities:

Taxable

35,582

11,421

47,003

Tax-exempt

1,714

2,777

4,491

Federal funds sold and resell agreements

10,440

(1,329

)

9,111

Interest-bearing due from banks

(25,289

)

(11,794

)

(37,083

)

Trading

(56

)

(43

)

(99

)

Interest income

136,223

(7,126

)

129,097

Change in interest incurred on:

Interest-bearing deposits

42,571

(53,604

)

(11,033

)

Federal funds purchased and repurchase agreements

8,005

(4,097

)

3,908

Other borrowed funds

(1,997

)

1,492

(505

)

Interest expense

48,579

(56,209

)

(7,630

)

Net interest income

$

87,644

$

49,083

$

136,727

ANALYSIS OF NET INTEREST MARGIN

Three Months Ended March 31,

2026

2025

Change

Average earning assets

$

65,141,095

$

55,544,762

$

9,596,333

Interest-bearing liabilities

46,569,700

40,119,648

6,450,052

Interest-free funds

$

18,571,395

$

15,425,114

$

3,146,281

Free funds ratio (interest-free funds to average earning assets)

28.51

%

27.77

%

0.74

%

Tax-equivalent yield on earning assets

5.45

5.44

0.01

Cost of interest-bearing liabilities

2.90

3.44

(0.54

)

Net interest spread

2.55

2.00

0.55

Benefit of interest-free funds

0.83

0.96

(0.13

)

Net interest margin

3.38

%

2.96

%

0.42

%

Provision and Allowance for Credit Losses

The ACL represents management’s judgment of the total expected losses included in the Company’s loan portfolio as of the balance sheet date. The Company’s process for recording the ACL is based on the evaluation of the Company’s lifetime historical loss experience, management’s understanding of the credit quality inherent in the loan portfolio, and the impact of the current economic environment, coupled with reasonable and supportable economic forecasts.

A mathematical calculation of an estimate is made to assist in determining the adequacy and reasonableness of management’s recorded ACL. To develop the estimate, the Company follows the guidelines in ASC 326, Financial Instruments – Credit Losses. The estimate reserves for assets held at amortized cost and any related credit deterioration in the Company’s available-for-sale debt security portfolio. Assets held at amortized cost include the Company’s loan book and held-to-maturity security portfolio.

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The process involves the consideration of quantitative and qualitative factors relevant to the specific segmentation of loans. These factors have been established over decades of financial institution experience and include economic observation and loan loss characteristics. This process is designed to produce a lifetime estimate of the losses, at a reporting date, that includes evaluation of historical loss experience, current economic conditions, reasonable and supportable forecasts, and the qualitative framework outlined by the Office of the Comptroller of the Currency in the published 2020 Interagency Policy Statement. This process allows management to take a holistic view of the recorded ACL reserve and ensure that all significant and pertinent information is considered.

The Company considers a variety of factors to ensure the safety and soundness of its estimate including a strong internal control framework, extensive methodology documentation, credit underwriting standards which encompass the Company’s desired risk profile, model validation, and ratio analysis. If the Company’s total ACL estimate, as determined in accordance with the approved ACL methodology, is either outside a reasonable range based on review of economic indicators or by comparison of historical ratio analysis, the ACL estimate is an outlier and management will investigate the underlying reason(s). Based on that investigation, issues or factors that previously had not been considered may be identified in the estimation process, which may warrant adjustments to estimated credit losses.

The ending result of this process is a recorded consolidated ACL that represents management’s best estimate of the total expected losses included in the loan portfolio, held-to-maturity securities, and credit deterioration in available-for-sale securities.

Based on the factors above, management of the Company recorded $27.0 million as provision for credit losses for the three-month period ended March 31, 2026, as compared to $86.0 million for the same period in 2025. As noted above, $62.0 million was recorded to establish an allowance for credit losses on the acquired loans designated as non-PCD loans at the close of the HTLF acquisition in the first quarter of 2025. See Note 13, “Acquisition” above. The increase in the three-month period is the result of applying the methodology for computing the ACL, coupled with the impacts of the current and forecasted economic environment. As illustrated in Table 3 below, the ACL on loans increased three basis points to 1.06% of total loans as of March 31, 2026, compared to March 31, 2025.

Table 3 presents a summary of the Company’s ACL for the three-month period ended March 31, 2026 and 2025, and for the year ended December 31, 2025. Net charge-offs were $18.9 million for the three-month period ended March 31, 2026, compared to $35.9 million for the same period in 2025. See “Credit Risk Management” under “Item 3. Quantitative and Qualitative Disclosures About Market Risk” in this report for information relating to nonaccrual loans, past due loans, restructured loans and other credit risk matters.

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Table 3

ANALYSIS OF ALLOWANCE FOR CREDIT LOSSES (unaudited, dollars in thousands)

Three Months Ended

Year Ended

March 31,

December 31,

2026

2025

2025

Allowance – January 1

$

421,162

$

261,734

$

261,734

PCD allowance for credit loss at acquisition

—

62,126

85,299

Provision for credit losses

27,000

85,500

156,500

Charge-offs:

Commercial and industrial

(3,349

)

(25,996

)

(44,645

)

Specialty lending

—

—

—

Commercial real estate

(10,764

)

(2,324

)

(11,792

)

Consumer real estate

(513

)

(1,229

)

(2,041

)

Consumer

(1,085

)

(742

)

(3,538

)

Credit cards

(5,876

)

(6,676

)

(25,676

)

Leases and other

—

—

(27

)

Total charge-offs

(21,587

)

(36,967

)

(87,719

)

Recoveries:

Commercial and industrial

1,090

69

507

Specialty lending

—

—

—

Commercial real estate

3

—

196

Consumer real estate

19

16

275

Consumer

299

119

845

Credit cards

1,227

891

3,519

Leases and other

20

—

6

Total recoveries

2,658

1,095

5,348

Net charge-offs

(18,929

)

(35,872

)

(82,371

)

Allowance for credit losses – end of period

$

429,233

$

373,488

$

421,162

Allowance for credit losses on loans

$

425,876

$

368,922

$

419,478

Allowance for credit losses on held-to-maturity securities

3,357

4,566

1,684

Loans at end of period, net of unearned interest

40,134,325

35,936,281

38,779,408

Held-to-maturity securities at end of period

5,703,238

5,669,139

5,724,227

Total assets at amortized cost

45,837,563

41,605,420

44,503,635

Average loans, net of unearned interest

39,380,114

32,307,533

36,065,953

Allowance for credit losses on loans to loans at end of period

1.06

%

1.03

%

1.08

%

Allowance for credit losses – end of period to total assets at amortized cost

0.94

%

0.90

%

0.95

%

Allowance as a multiple of net charge-offs

5.59x

2.57x

5.11x

Net charge-offs to average loans

0.19

%

0.45

%

0.23

%

Noninterest Income

A key objective of the Company is the growth of noninterest income to provide a diverse source of revenue not directly tied to interest rates. Fee-based services are typically non-credit related and are not generally affected by fluctuations in interest rates.

The Company offers multiple fee-based products and services, which management believes will more closely align with customer demands. The Company is currently emphasizing fee-based products and services including trust and securities processing, bankcard, securities trading and brokerage, and cash and treasury management. Management believes that it can offer these products and services both efficiently and profitably, as most have common platforms and support structures.

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Table 4

SUMMARY OF NONINTEREST INCOME(unaudited, dollars in thousands)

Three Months Ended

Dollar

Percent

March 31,

Change

Change

2026

2025

26-25

26-25

Trust and securities processing

$

94,667

$

79,781

$

14,886

18.7

%

Trading and investment banking

7,740

5,911

1,829

30.9

Service charges on deposits

29,474

27,457

2,017

7.3

Insurance fees and commissions

255

178

77

43.3

Brokerage fees

21,089

18,102

2,987

16.5

Bankcard fees

28,878

26,293

2,585

9.8

Investment securities gains (losses), net

3,046

(4,782

)

7,828

163.7

Other

19,644

13,258

6,386

48.2

Total noninterest income

$

204,793

$

166,198

$

38,595

23.2

%

Noninterest income increased by $38.6 million, or 23.2%, during the three-month period ended March 31, 2026, compared to the same period in 2025. Table 4 above summarizes the components of noninterest income and the respective year-over-year comparison for each category.

Trust and securities processing income consists of fees earned on personal and corporate trust accounts, custody of securities services, trust investments and wealth management services, mutual fund assets, and alternative asset servicing. The increase in these fees for the three-month period ended March 31, 2026, compared to the same period in 2025, was primarily due to an increase in fund services revenue, corporate trust revenue, and trust services income. For the three-month period ended March 31, 2026, fund services revenue increased $8.8 million, or 20.5%, corporate trust revenue increased $3.4 million, or 19.4%, and trust income increased $2.6 million, or 13.8%, compared to the same period in 2025. The recent volatile markets have impacted the income in this category. Since trust and securities processing fees are primarily asset-based, which are highly correlated to the change in market value of the assets, the related income for the remainder of the year will be affected by changes in the securities markets. Management continues to emphasize sales of services to both new and existing clients as well as increasing and improving the distribution channels.

Trading and investment banking income for the three-month period ended March 31, 2026 increased $1.8 million, or 30.9%, compared to the same period in 2025. This increase was largely driven by increased municipal bond trading volume.

Service charges on deposit accounts for the three-month period ended March 31, 2026 increased $2.0 million, or 7.3%, compared to the same period in 2025. This increase was largely driven by increased commercial service charge income related to one additional month in 2026 of HTLF revenue.

Brokerage fees for the three-month period ended March 31, 2026 increased $3.0 million, or 16.5%. The changes were driven by 12b-1 fees and money market share revenue.

Bankcard fees for the three-month period ended March 31, 2026 increased $2.6 million, or 9.8%, compared to the same period in 2025. This increase was driven by higher interchange income, partially offset by higher reward costs.

Investment securities gains (losses), net for the three-month period ended March 31, 2026 increased $7.8 million, or 163.7%, compared to the same period in 2025. The increase in investment securities gains was primarily driven by a $3.0 million gain on the sale of a non-marketable security in the first quarter of 2026, coupled with decreased valuations in the Company's non-marketable securities in the first quarter of 2025. The income in this category is highly correlated to the change in market value of the assets, and the related income for the remainder of the year will be affected by changes in the securities markets. The Company’s investment portfolio is continually evaluated for opportunities to improve its performance and risk profile relative to market conditions and the

70


Company’s interest rate expectations. This can result in differences from quarter to quarter in the amount of realized gains or losses on this portfolio.

Other noninterest income for the three-month period ended March 31, 2026, increased $6.4 million, or 48.2%, compared to the same period in 2025, primarily driven by a $4.3 million increase in gains recorded for recoveries of loans previously charged off by HTLF, coupled with a $1.7 million increase in bank-owned life insurance income.

Table 5

SUMMARY OF NONINTEREST EXPENSE(unaudited, dollars in thousands)

Three Months Ended

Dollar

Percent

March 31,

Change

Change

2026

2025

26-25

26-25

Salaries and employee benefits

$

219,681

$

221,398

$

(1,717

)

(0.8

)%

Occupancy, net

19,075

16,069

3,006

18.7

Equipment

13,320

16,948

(3,628

)

(21.4

)

Supplies and services

5,604

4,785

819

17.1

Marketing and business development

13,792

7,998

5,794

72.4

Processing fees

42,059

40,850

1,209

3.0

Legal and consulting

9,087

28,606

(19,519

)

(68.2

)

Bankcard

11,841

12,795

(954

)

(7.5

)

Amortization of other intangible assets

23,460

17,482

5,978

34.2

Regulatory fees

8,270

8,237

33

0.4

Other

14,694

9,619

5,075

52.8

Total noninterest expense

$

380,883

$

384,787

$

(3,904

)

(1.0

)%

Noninterest expense decreased $3.9 million, or 1.0%, for the three-month period ended March 31, 2026, respectively, compared to the same period in 2025. Table 5 above summarizes the components of noninterest expense and the respective year-over-year comparison for each category. For the first three months of 2026, noninterest expense included $4.4 million in total acquisition-related and other nonrecurring costs, compared to $53.2 million in the same period in 2025.

Salaries and employee benefits decreased by $1.7 million, or 0.8%, for the three-month period ended March 31, 2026, respectively, compared to the same period in 2025. Bonus and commission expense decreased $21.3 million, or 29.3%, for the three-month period ended March 31, 2026 compared to the same period in 2025. This decrease is offset by an increase in salary and wage expense of $13.5 million, or 12.3% and an increase in employee benefits expense of $6.1 million, or 15.9%, for the three-month period ended March 31, 2026 compared to the same period in 2025. The variances in salaries and employee benefits are primarily driven by decreased severance, retention bonuses, and change in control payments made to HTLF associates in 2025.

Occupancy expense increased $3.0 million, or 18.7%, for the three-month period ended March 31, 2026 compared to the same period in 2025, primarily due to increased depreciation expense related to assets acquired from the HTLF acquisition.

Equipment expense decreased $3.6 million, or 21.4%, for the three-month period ended March 31, 2026 compared to the same period in 2025, primarily due to decreased software maintenance and amortization expense.

Marketing and business development expense increased $5.8 million, or 72.4%, for the three-month period ended March 31, 2026 compared to the same period in 2025, driven by the timing of multiple advertising campaigns and increased travel and entertainment expense.

Legal and consulting expense decreased $19.5 million, or 68.2%, for the three-month period ended March 31, 2026 compared to the same period in 2025. The decrease is primarily due to non-recurring transaction costs associated with the acquisition in 2025.

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Amortization of other intangible assets increased $6.0 million, or 34.2%, for the three-month period ended March 31, 2026 compared to the same period in 2025, related to the timing of the HTLF acquisition in the first quarter of 2025.

Other expense increased $5.1 million, or 52.8%, for the three-month period ended March 31, 2026 compared to the same period in 2025. The increase is driven by a $2.5 million increase in charitable contributions, $1.2 million increase in losses on the sale of other assets and expense related to other real estate owned, and $0.9 million increase in tax expense other than income tax.

Income Tax Expense

The Company’s effective tax rate was 21.1% for the three months ended March 31, 2026, compared to 12.6% for the same period in 2025. The increase in the effective tax rate in 2026 is mainly due to more favorable discrete tax items in 2025, including a benefit from remeasuring deferred tax assets after the HTLF acquisition increased the state marginal tax rate. Additionally, a smaller proportion of pre-tax income in 2026 was earned from tax-exempt municipal securities.

Strategic Lines of Business

The Company has strategically aligned its operations into the following three reportable Business Segments: Commercial Banking, Institutional Banking, and Personal Banking. The Company’s senior executive officers regularly evaluate Business Segment financial results produced by the Company’s internal reporting system in deciding how to allocate resources and assess performance for individual Business Segments. For comparability purposes, amounts in all periods are based on methodologies in effect at March 31, 2026. Previously reported results have been reclassified in this Form 10-Q to conform to the Company’s current organizational structure.

Table 6

Commercial Banking Operating Results(unaudited, dollars in thousands)

Three Months Ended

Dollar

Percent

March 31,

Change

Change

2026

2025

26-25

26-25

Net interest income

$

365,342

$

273,916

$

91,426

33.4

%

Provision for credit losses

23,777

66,751

(42,974

)

(64.4

)

Noninterest income

46,289

37,218

9,071

24.4

Noninterest expense

165,452

173,011

(7,559

)

(4.4

)

Income before taxes

222,402

71,372

151,030

211.6

Income tax expense

46,886

8,987

37,899

421.7

Net income

$

175,516

$

62,385

$

113,131

181.3

%

For the three-month period ended March 31, 2026, Commercial Banking net income increased $113.1 million, or 181.3%, to $175.5 million, compared to the same period in 2025. Net interest income increased $91.4 million, or 33.4%, for the three-month period ended March 31, 2026, compared to the same period in 2025, primarily driven by an additional month of activity from the acquisition of HTLF, as well as organic legacy-UMB loan growth, and earning asset mix changes. Provision for credit losses decreased $43.0 million for the period, driven by the acquisition of HTLF as well as portfolio metric changes and changes in macro-economic metrics in 2026 as compared to 2025. Noninterest income increased $9.1 million, or 24.4%, compared to the same period in 2025, primarily due to increases of $5.8 million in other income driven by increases in gains recorded for recoveries of loans previously charged off by HTLF and increased derivative income, $1.8 million in bankcard fees, and $1.6 million in deposit service charges. Noninterest expense decreased $7.6 million, or 4.4%, to $165.5 million for the three-month period ended March 31, 2026, compared to the same period in 2025. This decrease was driven by a decrease of $15.5 million in technology, service, and overhead expenses, partially offset by increases of $2.8 million in salaries and employee benefit expense, $2.8 million in marketing and business development, and $1.9 million in other noninterest expense.

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Table 7

Institutional Banking Operating Results (unaudited, dollars in thousands)

Three Months Ended

Dollar

Percent

March 31,

Change

Change

2026

2025

26-25

26-25

Net interest income

$

77,287

$

61,159

$

16,128

26.4

%

Provision for credit losses

497

435

62

14.3

Noninterest income

121,829

103,797

18,032

17.4

Noninterest expense

112,931

107,268

5,663

5.3

Income before taxes

85,688

57,253

28,435

49.7

Income tax expense

18,064

7,210

10,854

150.5

Net income

$

67,624

$

50,043

$

17,581

35.1

%

For the three-month period ended March 31, 2026, Institutional Banking net income increased $17.6 million, or 35.1%, to $67.6 million, compared to the same period last year. Net interest income increased $16.1 million, or 26.4%, compared to the same period last year, due to an increase in funds transfer pricing resulting from higher deposit balances. Noninterest income increased $18.0 million, or 17.4%, to $121.8 million for the three-month period March 31, 2026, compared to the same period in 2025. This increase was due to increases of $12.1 million in trust and securities processing income driven by higher fund services and corporate trust revenue, $3.0 million in brokerage income due to increased 12b-1 and money market revenue, and $1.8 million in bond trading income. Noninterest expense increased $5.7 million, or 5.3%, primarily driven by increases of $3.5 million in salaries and employee benefits expense and a $1.6 million increase in technology, service, and overhead expense.

Personal Banking Operating Results(unaudited, dollars in thousands)

Three Months Ended

Dollar

Percent

March 31,

Change

Change

2026

2025

26-25

26-25

Net interest income

$

91,737

$

62,564

$

29,173

46.6

%

Provision for credit losses

2,726

18,814

(16,088

)

(85.5

)

Noninterest income

36,675

25,183

11,492

45.6

Noninterest expense

102,500

104,508

(2,008

)

(1.9

)

Income (loss) before taxes

23,186

(35,575

)

58,761

165.2

Income tax expense (benefit)

4,888

(4,480

)

9,368

209.1

Net income (loss)

$

18,298

$

(31,095

)

$

49,393

158.8

%

For the three-month period ended March 31, 2026, Personal Banking net income improved $49.4 million, or 158.8%, to net income of $18.3 million, as compared to a net loss of $31.1 million in the same period in 2025. Net interest income increased $29.2 million, or 46.6%, compared to the same period last year driven by an additional month of activity from the acquisition of HTLF, as well as organic legacy-UMB loan growth, and earning asset mix change. Provision for credit losses decreased $16.1 million for the period, driven by the acquisition of HTLF as well as by portfolio metric changes and changes in macro-economic metrics in 2026 as compared to 2025. Noninterest income increased $11.5 million, or 45.6%, for the same period primarily driven by increases of $8.2 million in investment securities gains and $2.5 million in trust and securities processing income. Noninterest expense decreased $2.0 million, or 1.9%, primarily due to a decrease of $8.1 million in technology, service, and overhead expenses. This decrease is partially offset by increases of $3.9 million in salaries and employee benefits expense and $1.4 million in marketing and business development.

Balance Sheet Analysis

Total assets of the Company decreased $419.9 million, or 0.6%, as of March 31, 2026, compared to December 31, 2025, primarily due to decreases of $1.3 billion, or 18.5%, and $216.7 million, or 22.8%, in interest-bearing due from bank and cash and due from banks, respectively, partially offset by an increase of $1.4 billion, or 3.5%, in loan balances.

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Total assets of the Company increased $3.3 billion, or 4.8%, as of March 31, 2026, compared to March 31, 2025, primarily due to increases of $4.2 billion, or 11.7%, in loan balances and $2.8 billion, or 25.4%, in securities available for sale, partially offset by a decrease of $4.2 billion, or 42.4% in interest-bearing due from bank.

Table 9

SELECTED FINANCIAL INFORMATION (unaudited, dollars in thousands)

March 31,

December 31,

2026

2025

2025

Total assets

$

72,674,161

$

69,347,313

$

73,094,090

Loans, net of unearned interest

40,138,796

35,941,380

38,781,438

Total securities

20,073,919

17,295,602

20,131,999

Interest-bearing due from banks

5,655,290

9,811,867

6,940,535

Total earning assets

67,392,674

63,684,918

67,402,065

Total deposits

59,980,756

58,521,178

60,656,790

Total borrowed funds

4,027,902

3,214,363

3,799,167

Loans represent the Company’s largest source of interest income. In addition to growing the commercial loan portfolio, management believes its middle market commercial business and its consumer business, including home equity and credit card loan products, are the market niches that represent its best opportunity to cross-sell fee-related services and generate additional noninterest income for the Company.

Actual loan balances totaled $40.1 billion as of March 31, 2026, and increased $1.4 billion, or 3.5%, compared to December 31, 2025, and increased $4.2 billion, or 11.7%, compared to March 31, 2025. Compared to December 31, 2025, commercial and industrial loans increased $798.2 million, or 4.9% and commercial real estate loans increased $250.8 million, or 1.5%. Compared to March 31, 2025, commercial and industrial loans increased $2.9 billion, or 20.9% and commercial real estate loans increased $628.3 million, or 3.9%.

As of March 31, 2026 and December 31, 2025, commercial real estate loans comprised approximately 41.4% and 42.2%, respectively, of the Company's loan portfolio. Commercial real estate loans generally involve a greater degree of credit risk than consumer real estate loans because they typically have larger balances and are more affected by adverse conditions in the economy. Because payments on loans secured by commercial real estate often depend upon the successful operation and management of the properties and the businesses which operate from within them, repayment of such loans may be affected by factors outside the borrower’s control, such as adverse conditions in the real estate market or the economy or changes in government regulations. In recent years, commercial real estate markets have been particularly impacted by economic disruption and the evolution of various remote work options, which could impact the long-term performance of some types of office properties within our commercial real estate portfolio. Due to these risks, the Company is actively monitoring its exposure to commercial real estate.

Generally, these loans are made for investment and real estate development or working capital and business expansion purposes and are primarily secured by real estate with a maximum loan-to-value of 80%. Most of these properties are non-owner occupied and have guarantees as additional security. The Company’s investment CRE portfolio (which includes non-owner occupied and construction loans) totaled 26.8% and 27.5% of total Company loans as of March 31, 2026 and December 31, 2025, respectively. The average investment CRE loan was approximately $3.7 million and $3.6 million, as of March 31, 2026 and December 31, 2025, respectively.

The properties securing the commercial real estate portfolio are diverse in terms of type and geographic location. This diversity helps reduce exposure to adverse economic events that affect any single market or industry. Notwithstanding, commercial real estate loans, in general, may be more adversely impacted by conditions in the real estate market or the economy.

The following table presents the Company’s investment CRE (which includes non-owner occupied and construction loans) by industry. The table separately discloses the top five industries as a percentage of the Company’s loan portfolio as of either period presented, while the remainder are included in “Other.”

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Table 10

Investment CRE loans by industry as a percentage of total Company Loans

March 31, 2026

December 31, 2025

Industrial

8.1

%

8.1

%

Multifamily

6.8

6.7

Office building

3.3

3.6

Retail

2.2

2.3

Hotel

1.9

2.0

Other

4.5

4.8

Total Investment CRE

26.8

%

27.5

%

The following table presents the Company’s investment CRE (which includes non-owner occupied and construction loans) by state. The table separately discloses all states that represent at least 5.0% of the Company’s investment CRE portfolio as of either period presented, while the remainder are included in “All Others.”

Table 11

Investment CRE loans by State

March 31, 2026

December 31, 2025

Missouri

12.7

%

12.5

%

Arizona

12.4

12.2

Texas

11.3

12.0

Colorado

11.3

11.7

California

5.6

5.1

Utah

5.2

4.9

All others

41.5

41.6

Total Investment CRE

100.0

%

100.0

%

Nonaccrual, past due and restructured loans are discussed under “Credit Risk Management” within “Item 3. Quantitative and Qualitative Disclosures About Market Risk” in this report.

Investment Securities

The Company’s investment portfolio contains trading, AFS, and HTM securities, as well as FRB stock, FHLB stock, and other miscellaneous investments. Investment securities totaled $20.1 billion as of both March 31, 2026 and December 31, 2025, and comprised 29.8% and 29.9% of the Company’s earning assets, respectively, as of those dates.

The Company’s AFS securities portfolio comprised 68.1% of the Company’s total securities portfolio at both March 31, 2026 and December 31, 2025. The Company’s AFS securities portfolio provides liquidity as a result of the composition and average life of the underlying securities. This liquidity can be used to fund loan growth or to offset the outflow of traditional funding sources. The average life of the AFS securities portfolio was 70.2 months at March 31, 2026, compared to 74.8 months at December 31, 2025, and 77.5 months at March 31, 2025. In addition to providing a potential source of liquidity, the AFS securities portfolio can be used as a tool to manage interest rate sensitivity. The Company’s goal in the management of its AFS securities portfolio is to maximize return within the Company’s parameters of liquidity goals, interest rate risk, and credit risk.

Management expects collateral pledging requirements for public funds, loan demand, and deposit funding to be the primary factors impacting changes in the level of AFS securities. There were $12.7 billion and $13.4 billion of securities pledged to secure U.S. Government deposits, other public deposits, certain trust deposits, derivative transactions, and repurchase agreements at March 31, 2026 and December 31, 2025, respectively.

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The Company’s HTM securities portfolio consists of U.S. Treasury securities, U.S. agency-backed securities, mortgage-backed securities, general obligation bonds, and private placement bonds. The HTM portfolio, net of the ACL, totaled $5.7 billion at both March 31, 2026 and December 31, 2025. The average life of the HTM portfolio was 8.6 years at March 31, 2026, compared to 8.5 years at December 31, 2025, and 8.7 years at March 31, 2025.

The securities portfolio generates the Company’s second largest component of interest income. The securities portfolio achieved an average yield on a tax-equivalent basis of 3.82% for the three-month period ended March 31, 2026, compared to 3.48% for the same period in 2025.

At March 31, 2026, the unrealized pre-tax net loss on the AFS securities portfolio was $376.6 million, or 2.7% of the $14.0 billion amortized cost value, compared to $290.8 million at December 31, 2025. At March 31, 2026, the unrealized pre-tax net loss on the securities designated as HTM was $530.7 million, or 9.3% of the $5.7 billion amortized cost value, compared to $473.8 million at December 31, 2025. During 2022, the Company transferred securities with an amortized cost balance of $4.1 billion and a fair value of $3.8 billion from the AFS category to the HTM category. The transfer of securities was made at fair value at the time of transfer. The remaining balance of unrealized pre-tax losses related to transferred securities was $132.1 million as of March 31, 2026, and $139.2 million as of December 31, 2025, and was included in the amortized cost balance of HTM securities. See further information in Note 5, “Securities” in the Notes to Consolidated Financial Statements.

Deposits and Borrowed Funds

Deposits decreased $676.0 million, or 1.1%, from December 31, 2025 to March 31, 2026 and increased $1.5 billion, or 2.5%, from March 31, 2025 to March 31, 2026. Total interest-bearing balances decreased $574.4 million and noninterest-bearing deposits decreased $101.6 million from December 31, 2025 to March 31, 2026. Total interest-bearing deposits increased $2.8 billion and noninterest-bearing deposits decreased $1.4 billion from March 31, 2025 to March 31, 2026. Noninterest-bearing deposits were 28.4%, 28.3%, and 31.5% of total deposits at March 31, 2026, December 31, 2025, and March 31, 2025, respectively.

Deposits represent the Company’s primary funding source for its asset base. In addition to the core deposits garnered by the Company’s retail branch structure, the Company continues to focus on its cash management services, as well as its trust and investment company servicing businesses, in order to attract and retain additional deposits. Management believes a strong core deposit composition is one of the Company’s key strengths given its competitive product mix.

As of March 31, 2026, there were an estimated $39.1 billion of uninsured deposits, a decrease of $621.9 million as compared to December 31, 2025, and an increase of $1.5 billion as compared to March 31, 2025. Estimated uninsured deposits comprised approximately 65.1%, 65.4%, and 64.2% of total deposits as of March 31, 2026, December 31, 2025, and March 31, 2025, respectively. A portion of these uninsured deposits represent affiliate deposits and collateralized deposits. Affiliate deposits represent deposit accounts owned by the wholly owned subsidiaries of UMB Financial Corporation that are on deposit at UMB Bank, n.a. Collateralized deposits are public fund deposits or corporate trust deposits that are collateralized by high quality securities within the investment portfolio. Excluding affiliate deposits of $2.8 billion and collateralized deposits of $7.1 billion, the adjusted estimated uninsured deposits were $29.2 billion as of March 31, 2026. The adjusted ratio of estimated uninsured deposits, excluding affiliate and collateralized deposits, as a percentage of total deposits was approximately 48.7% as of March 31, 2026. The adjusted ratio of estimated uninsured deposits, excluding affiliate and collateralized deposits, as a percentage of total deposits was approximately 48.1% as of December 31, 2025, and 50.2% as of March 31, 2025.

The Company participates in the IntraFi Cash Service program, which allows its customers to place deposits into the program to receive reciprocal FDIC insurance coverage. The Company had $3.6 billion, $3.5 billion, and $3.4 billion of deposits in the program as of March 31, 2026, December 31, 2025, and March 31, 2025, respectively.

Long-term debt totaled $477.2 million as of March 31, 2026, compared to $474.2 million as of December 31, 2025, and $654.4 million as of March 31, 2025.

In September 2022, the Company issued $110.0 million in aggregate subordinated notes due in September 2032. The Company received $107.9 million, after deducting underwriting discounts and commissions and offering

76


expenses, and used the proceeds from the offering for general corporate purposes, including, among other uses, contributing Tier 1 capital into the Bank. The subordinated notes were issued with a fixed-to-fixed rate of 6.25% and an effective rate of 6.64%, due to issuance costs, with an interest rate reset date of September 2027.

As part of the acquisition of HTLF, the Company acquired $150.0 million in aggregate subordinated notes due in September 2031. The subordinated notes have a fixed interest rate of 2.75% until September 2026, at which time the interest rate will reset quarterly. The subordinated notes had an acquired fair value of $138.8 million as of January 31, 2025.

The remainder of the Company’s long-term debt was assumed from the acquisitions of Marquette Financial Companies in 2015 and HTLF in 2025 and consists of debt obligations payable to 19 unconsolidated trusts that previously issued trust preferred securities. These long-term debt obligations have an aggregate contractual balance of $262.9 million and had a carrying value of $221.2 million as of March 31, 2026 and $220.0 million at December 31, 2025. Interest rates on trust preferred securities are tied to the three-month term SOFR rate with spreads ranging from 133 basis points to 365 basis points and reset quarterly. The trust preferred securities have maturity dates ranging from September 2032 to September 2037.

Federal funds purchased and securities sold under agreements to repurchase totaled $3.6 billion as of March 31, 2026, $3.3 billion at December 31, 2025, and $2.6 billion at March 31, 2025. Repurchase agreements are transactions involving the exchange of investment funds by the customer for securities by the Company under an agreement to repurchase the same or similar issues at an agreed-upon price and date.

Capital and Liquidity

The Company places a significant emphasis on the maintenance of a strong capital position, which promotes investor confidence, provides access to funding sources under favorable terms, and enhances the Company’s ability to capitalize on business growth and acquisition opportunities. Higher levels of liquidity, however, bear corresponding costs, measured in terms of lower yields on short-term, more liquid earning assets and higher expenses for extended liability maturities. The Company manages capital for each subsidiary based upon the subsidiary’s respective risks and growth opportunities as well as regulatory requirements.

Total shareholders’ equity was $7.8 billion at March 31, 2026, a $133.4 million increase as compared to December 31, 2025, and a $1.1 billion increase compared to March 31, 2025. Total common shareholders’ equity was $7.5 billion as of March 31, 2026 compared to $7.4 billion at December 31, 2025 and $6.6 billion at March 31, 2025. Total accumulated other comprehensive loss was $331.4 million at March 31, 2026. This is a decline of $69.8 million as compared to December 31, 2025, and an improvement of $161.3 million as compared to March 31, 2025.

The Company’s Board of Directors authorized, at its April 28, 2026 meeting, the repurchase of up to two million shares of the Company's common stock during the twelve months following the meeting (a Repurchase Authorization). On April 29, 2025 and April 30, 2024, the Board authorized the repurchase of up to one million shares during the twelve months following each meeting. During the three-month period ended March 31, 2026, the Company repurchased 178,249 shares pursuant to the 2025 Repurchase Authorization, and also acquired shares pursuant to the Company's share-based incentive programs. During the three-month period ended March 31, 2025, the Company did not repurchase shares of common stock pursuant to any of its announced Repurchase Authorizations, but did acquire shares pursuant to the Company's share-based incentive programs.

At the Company’s quarterly board meeting, the Board of Directors declared a $0.43 per common share quarterly cash dividend payable on July 1, 2026, to common shareholders of record at the close of business on June 10, 2026. Additionally, the Board of Directors declared a dividend of $193.75 per share of the Company’s Series B Preferred Stock, which results in a dividend of $0.484375 per depositary share. The Series B Preferred Stock dividend is payable on July 15, 2026 to stockholders of record of the Series B Preferred Stock as of the close of business on June 30, 2026.

The Company is a member bank of the FHLB and through this relationship, the Company owns FHLB stock and has access to additional liquidity and funding sources through FHLB advances. The Company’s borrowing

77


capacity is dependent upon the amount of collateral the Company places at the FHLB. As of both March 31, 2026 and December 31, 2025, the Company owned $10.3 million of FHLB stock. As of March 31, 2026, the Company had four letters of credit outstanding with the FHLB of Des Moines to secure deposits. These letters of credit have an aggregate amount of $210.0 million and have various maturity dates through August 31, 2026. The Company’s remaining borrowing capacity with the FHLB was $2.3 billion as of March 31, 2026. The Company had no outstanding FHLB advances at the FHLB of Des Moines as of March 31, 2026.

In addition to the borrowing capacity with the FHLB as described above, the Company had additional liquidity of $35.4 billion available via cash, unpledged bond collateral, the federal funds market, the Federal Reserve Discount Window, and the IntraFi Cash Service program as of March 31, 2026.

Risk-based capital guidelines established by regulatory agencies set minimum capital standards based on the level of risk associated with a financial institution’s assets. The Company has implemented the Basel III regulatory capital rules adopted by the FRB. Basel III capital rules include a minimum ratio of common equity tier 1 capital to risk-weighted assets of 4.5% and a minimum tier 1 risk-based capital ratio of 6%. A financial institution’s total capital is also required to equal at least 8% of risk-weighted assets.

The risk-based capital guidelines indicate the specific risk weightings by type of asset. Certain off-balance sheet items (such as standby letters of credit and binding loan commitments) are multiplied by credit conversion factors to translate them into balance sheet equivalents before assigning them specific risk weightings. The Company is also required to maintain a leverage ratio equal to or greater than 4%. The leverage ratio is calculated as the ratio of tier 1 core capital to total average assets, less goodwill and intangibles.

The Company's capital position as of March 31, 2026 is summarized in the table below and exceeded regulatory requirements.

Table 12

Three Months Ended

March 31,

RATIOS

2026

2025

Common equity tier 1 capital ratio

11.16

%

10.11

%

Tier 1 risk-based capital ratio

11.74

10.35

Total risk-based capital ratio

13.53

12.54

Leverage ratio

8.73

8.47

Return on average assets

1.47

0.54

Return on average common equity

13.70

5.86

Average common equity to assets

10.74

9.16

The Company's per common share data is summarized in the table below.

Three Months Ended

March 31,

Per Share Data

2026

2025

Earnings per common share – basic

$

3.36

$

1.22

Earnings per common share – diluted

3.35

1.21

Cash dividends per common share

0.43

0.40

Dividend payout ratio

12.8

%

32.8

%

Book value per common share

$

99.22

$

87.43

Off-balance Sheet Arrangements

The Company’s main off-balance sheet arrangements are loan commitments, commercial and standby letters of credit, futures contracts and forward exchange contracts, which have maturity dates rather than payment due dates. See Note 10, “Commitments, Contingencies and Guarantees” in the Notes to Consolidated Financial

78


Statements for detailed information on these arrangements. The level of the outstanding commitments could be impacted by volatility in the economic markets and governmental responses to inflation, geopolitical tensions, and supply chain constraints. These changing conditions could have impacts on the consolidated balance sheets of the Company for the remainder of the year.

Critical Accounting Policies and Estimates

The preparation of these Consolidated Financial Statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates and judgments, including those related to customers and suppliers, allowance for credit losses, bad debts, investments, financing operations, long-lived assets, taxes, other contingencies, and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which have formed the basis for making such judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Under different assumptions or conditions, actual results may differ from the recorded estimates.

A summary of critical accounting policies is listed in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of the Form 10-K.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Risk Management

Market risk is a broad term for the risk of economic loss due to adverse changes in the fair value of a financial instrument. These changes may be the result of various factors, including interest rates, foreign exchange prices, commodity prices, or equity prices. Financial instruments that are subject to market risk can be classified either as held for trading or held for purposes other than trading.

The Company is subject to market risk primarily through the effect of changes in interest rates of its assets held for purposes other than trading. The following discussion of interest rate risk, however, combines instruments held for trading and instruments held for purposes other than trading because the instruments held for trading represent such a small portion of the Company’s portfolio that the interest rate risk associated with them is immaterial.

Interest Rate Risk

In the banking industry, a major risk exposure is changing interest rates. To minimize the effect of interest rate changes to net interest income and exposure levels to economic losses, the Company manages its exposure to changes in interest rates through asset and liability management within guidelines established by its Asset Liability Committee (ALCO) and approved by the Board. The ALCO is responsible for approving and ensuring compliance with asset/liability management policies, including interest rate exposure. The Company’s primary method for measuring and analyzing consolidated interest rate risk is the Net Interest Income Simulation Analysis. The Company also uses a Net Portfolio Value model to measure market value risk under various rate change scenarios and a gap analysis to measure maturity and repricing relationships between interest-earning assets and interest-bearing liabilities at specific points in time. On a limited basis, the Company uses hedges such as swaps, rate floors, floor spreads, and futures contracts to manage interest rate risk on certain loans, securities, and trust preferred securities. See further information in Note 11 “Derivatives and Hedging Activities” in the Notes to the Consolidated Financial Statements.

Overall, the Company manages interest rate risk by positioning the balance sheet to maximize net interest income while maintaining an acceptable level of interest rate and credit risk, remaining mindful of the relationship among profitability, liquidity, interest rate risk, and credit risk.

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Net Interest Income Modeling

The Company’s primary interest rate risk tool, the Net Interest Income Simulation Analysis, measures interest rate risk and the effect of interest rate changes on net interest income and net interest margin. This analysis incorporates all of the Company’s assets and liabilities together with assumptions that reflect the current interest rate environment. Through these simulations, management estimates the impact on net interest income of a 200-basis-point upward or a 300-basis-point downward gradual change (e.g. ramp) and immediate change (e.g. shock) of market interest rates over a two year period. In ramp scenarios, rates change gradually for a one-year period and remain constant in year two. In shock scenarios, rates change immediately and the change is sustained for the remainder of the two-year scenario horizon. Assumptions are made to project rates for new loans and deposits based on historical analysis, management outlook and repricing strategies. Asset prepayments and other market risks are developed from industry estimates of prepayment speeds and other market changes. The results of these simulations can be significantly influenced by assumptions utilized and management evaluates the sensitivity of the simulation results on a regular basis.

Table 13 shows the net interest income increase or decrease over the next two years as of March 31, 2026 and 2025 based on hypothetical changes in interest rates and a constant sized balance sheet with runoff being replaced.

Table 13

MARKET RISK (unaudited)

Hypothetical change in interest rate – Rate Ramp

Year One

Year Two

March 31, 2026

March 31, 2025

March 31, 2026

March 31, 2025

Change in basis points

Percentage
change

Percentage
change

Percentage
change

Percentage
change

200

(1.1

)%

0.1

%

3.9

%

7.1

%

100

(0.6

)

(0.2

)

1.4

3.0

Static

—

—

—

—

(100)

1.6

0.6

(0.9

)

(2.6

)

(200)

3.1

1.4

(2.4

)

(5.1

)

(300)

4.8

2.2

(3.9

)

(7.7

)

Hypothetical change in interest rate – Rate Shock

Year One

Year Two

March 31, 2026

March 31, 2025

March 31, 2026

March 31, 2025

Change in basis points

Percentage
change

Percentage
change

Percentage
change

Percentage
change

200

0.8

%

3.9

%

5.1

%

8.5

%

100

(0.2

)

1.2

2.1

3.7

Static

—

—

—

—

(100)

1.3

(0.7

)

(1.9

)

(3.6

)

(200)

2.0

(1.1

)

(4.6

)

(7.3

)

(300)

3.0

(1.8

)

(7.6

)

(11.2

)

The Company is positioned relatively neutral to changes in interest rates in the next year. In year one, net interest income is predicted to decrease in all upward rate scenarios, except for 200bps rate shock scenario. In down rate scenarios, net interest income is predicted to increase in all scenarios. In year two, net interest income is predicted to increase in rising rate scenarios and decrease in falling rate scenarios. The Company’s ability to price deposits consistent with its historical approach is a key assumption in these scenarios.

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Trading Account

The Company carries securities in a trading account that is maintained according to Board-approved policy and procedures. The policy limits the amount and type of securities that can be carried in the trading account, requires compliance with any limits under applicable law and regulations, and mandates the use of a value-at-risk methodology to manage price volatility risks within financial parameters. The risk associated with the carrying of trading securities is offset by utilizing financial instruments including exchange-traded financial futures as well as short sales of U.S. Treasury and Corporate securities. The trading securities and related hedging instruments are marked-to-market daily. The trading account had a balance of $24.2 million as of March 31, 2026, $22.3 million as of December 31, 2025, and $35.5 million as of March 31, 2025. Securities sold not yet purchased (i.e., short positions) totaled $8.3 million at March 31, 2026, $4.1 million as of December 31, 2025, and $11.9 million at March 31, 2025 and are classified within the Other liabilities line of the Company’s Consolidated Balance Sheets.

The Company is subject to market risk primarily through the effect of changes in interest rates of its assets held for purposes other than trading. The discussion in Table 13 above of interest rate risk, however, combines instruments held for trading and instruments held for purposes other than trading, because the instruments held for trading represent such a small portion of the Company’s portfolio that the interest rate risk associated with them is immaterial.

Other Market Risk

The Company has minimal foreign currency risk as a result of foreign exchange contracts. See Note 10 “Commitments, Contingencies and Guarantees” in the notes to the Consolidated Financial Statements.

Credit Risk Management

Credit risk represents the risk that a customer or counterparty may not perform in accordance with contractual terms. The Company utilizes a centralized credit administration function, which provides information on the Bank’s risk levels, delinquencies, an internal ranking system and overall credit exposure. Loan requests are centrally reviewed to ensure the consistent application of the loan policy and standards. In addition, the Company has an internal loan review staff that operates independently of the Bank. This review team performs periodic examinations of the Bank’s loans for credit quality, documentation and loan administration. The respective regulatory authorities governing the Bank also review loan portfolios.

A primary indicator of credit quality and risk management is the level of nonperforming loans. Nonperforming loans include both nonaccrual loans and restructured loans on nonaccrual. The Company’s nonperforming loans increased $50.4 million to $151.3 million at March 31, 2026, compared to March 31, 2025, and increased $6.6 million, compared to December 31, 2025. The increase compared to March 31, 2025 is attributable to additional non-performing loans related to the acquisition of HTLF.

The Company had $4.9 million, $4.8 million, and $4.2 million of other real estate owned as of March 31, 2026, December 31, 2025, and March 31, 2025, respectively. Other repossessed assets totaled $26.8 million as of March 31, 2025. Loans past due more than 90 days and still accruing interest totaled $14.9 million as of March 31, 2026, compared to $6.3 million at March 31, 2025 and $18.4 million as of December 31, 2025.

A loan is generally placed on nonaccrual status when payments are past due 90 days or more and/or when management has considerable doubt about the borrower’s ability to repay on the terms originally contracted. The accrual of interest is discontinued and recorded thereafter only when received in cash.

Certain loans are restructured to provide a reduction or deferral of interest or principal due to deterioration in the financial condition of the respective borrowers. The Company had $163 thousand of restructured loans at March 31, 2026, $189 thousand at March 31, 2025, and $169 thousand at December 31, 2025.

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Table 14

LOAN QUALITY(unaudited, dollars in thousands)

March 31,

December 31,

2026

2025

2025

Nonaccrual loans

$

151,227

$

100,848

$

144,640

Restructured loans on nonaccrual

23

37

26

Total nonperforming loans

151,250

100,885

144,666

Other real estate owned

4,877

4,225

4,800

Other repossessed assets

—

26,789

—

Total nonperforming assets

$

156,127

$

131,899

$

149,466

Loans past due 90 days or more

$

14,924

$

6,346

$

18,403

Restructured loans accruing

140

152

143

Allowance for credit losses on loans

425,876

368,922

419,478

Ratios:

Nonperforming loans as a percent of loans

0.38

%

0.28

%

0.37

%

Nonperforming assets as a percent of loans plus other real estate owned

0.39

0.37

0.39

Nonperforming assets as a percent of total assets

0.21

0.19

0.20

Loans past due 90 days or more as a percent of loans

0.04

0.02

0.05

Allowance for credit losses on loans as a percent of loans

1.06

1.03

1.08

Allowance for credit losses on loans as a multiple of nonperforming loans

2.82x

3.66x

2.90x

Liquidity Risk

Liquidity represents the Company’s ability to meet financial commitments through the maturity and sale of existing assets or availability of additional funds. The Company believes that the most important factor in the preservation of liquidity is maintaining public confidence that facilitates the retention and growth of a large, stable supply of core deposits and wholesale funds. Ultimately, the Company believes public confidence is generated through profitable operations, sound credit quality and a strong capital position. The primary source of liquidity for the Company is regularly scheduled payments on and maturity of assets, which include $13.7 billion of high-quality securities available for sale as of March 31, 2026. The liquidity of the Company and the Bank is also enhanced by its activity in the federal funds market and by its core deposits. Additionally, management believes it can raise debt or equity capital in the future, should the need arise.

Another factor affecting liquidity is the amount of deposits and customer repurchase agreements that have pledging requirements. All customer repurchase agreements require collateral in the form of a security. The U.S. Government, other public entities, and certain trust depositors require the Company to pledge securities if their deposit balances are greater than the FDIC-insured deposit limitations. These pledging requirements affect liquidity risk in that the related security cannot otherwise be disposed of due to the pledging restriction. There were $12.7 billion and $13.4 billion of securities pledged to secure U.S. Government deposits, other public deposits, certain trust deposits, derivative transactions, and repurchase agreements at March 31, 2026 and December 31, 2025, respectively.

The Company also has other commercial commitments that may impact liquidity. These commitments include unused commitments to extend credit, standby letters of credit and financial guarantees, and commercial letters of credit. The total amount of these commercial commitments at March 31, 2026 was $24.6 billion. Since many of these commitments expire without being drawn upon, the total amount of these commercial commitments does not necessarily represent the future cash requirements of the Company.

The Company’s cash requirements consist primarily of dividends to shareholders, debt service, operating expenses, and treasury stock purchases. Management fees and dividends received from bank and non-bank subsidiaries traditionally have been sufficient to satisfy these requirements and are expected to be sufficient in the future. The Bank is subject to various rules regarding payment of dividends to the Company. For the most part, the Bank can pay dividends at least equal to its current year’s earnings without seeking prior regulatory approval. The

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Company also uses cash to inject capital into its bank and non-bank subsidiaries to maintain adequate capital as well as fund strategic initiatives.

In September 2022, the Company issued $110.0 million in aggregate subordinated notes due in September 2032. The Company received $107.9 million, after deducting underwriting discounts and commissions and offering expenses, and used the proceeds from the offering for general corporate purposes, including, among other uses, contributing Tier 1 capital into the Bank. The subordinated notes were issued with a fixed-to-fixed rate of 6.25% and an effective rate of 6.64%, due to issuance costs, with an interest rate reset date of September 2027.

As part of the acquisition of HTLF, the Company acquired $150.0 million in aggregate subordinated notes due September 2031. The subordinated notes have a fixed interest rate of 2.75% until September 2026, at which time the interest rate will reset quarterly. The subordinated notes had an acquired fair value of $138.8 million as of January 31, 2025.

The Company is a member bank of the FHLB. The Company owns $10.3 million of FHLB stock and has access to additional liquidity and funding sources through FHLB advances. The Company’s borrowing capacity is dependent upon the amount of collateral the Company places at the FHLB. As of March 31, 2026 the Company has four letters of credit outstanding with the FHLB of Des Moines to secure deposits. These letters of credit have an aggregate amount of $210.0 million and have various maturity dates through August 31, 2026. The Company’s remaining borrowing capacity with the FHLB was $2.3 billion as of March 31, 2026. The Company had no outstanding FHLB advances at the FHLB of Des Moines as of March 31, 2026.

In addition to borrowing capacity with the FHLB as described above, the Company had additional liquidity of $35.4 billion available via cash, unpledged bond collateral, the federal funds market, the Federal Reserve Discount Window, and the IntraFi Cash Service program as of March 31, 2026.

Operational Risk

Operational risk generally refers to the risk of loss resulting from the Company’s operations, including those operations performed for the Company by third parties. This would include but is not limited to the risk of fraud by employees or persons outside the Company, the execution of unauthorized transactions by employees or others, errors relating to transaction processing, breaches of the internal control system and compliance requirements, and unplanned interruptions in service. This risk of loss also includes the potential legal or regulatory actions that could arise as a result of an operational deficiency, or as a result of noncompliance with applicable regulatory standards. The Company must comply with a number of legal and regulatory requirements.

The Company operates in many markets and relies on the ability of its employees and systems to properly process a high number of transactions. In the event of a breakdown in internal control systems, improper operation of systems or improper employee actions, the Company could suffer financial loss, face regulatory action and suffer damage to its reputation. In order to address this risk, management maintains a system of internal controls with the objective of providing proper transaction authorization and execution, safeguarding of assets from misuse or theft, and ensuring the reliability of financial and other data.

The Company maintains systems of internal controls that provide management with timely and accurate information about the Company’s operations. These systems have been designed to manage operational risk at appropriate levels given the Company’s financial strength, the environment in which it operates, and considering factors such as competition and regulation. The Company has also established procedures that are designed to ensure that policies relating to conduct, ethics, and business practices are followed on a uniform basis. In certain cases, the Company has experienced losses from operational risk. Such losses have included the effects of operational errors that the Company has discovered and included as expense in the statement of income. While there can be no assurance that the Company will not suffer such losses in the future, management continually monitors and works to improve its internal controls, systems, and corporate-wide processes and procedures.

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ITEM 4. CONTROLS AND PROCEDURES

The Sarbanes-Oxley Act of 2002, as amended, requires the Chief Executive Officer and the Chief Financial Officer to make certain certifications under this Form 10-Q with respect to the Company’s disclosure controls and procedures and internal control over financial reporting. The Company has a Code of Ethics that expresses the values that drive employee behavior and maintains the Company’s commitment to the highest standards of ethics.

Disclosure Controls and Procedures

The Company’s management, with the participation of the Company's Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Company's “disclosure controls and procedures” (as such term is defined in Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act)) as of the end of the period covered by this Form 10-Q. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this Form 10-Q, the Company’s disclosure controls and procedures were effective for ensuring that the Company’s SEC filings are recorded, processed, summarized, and reported within the time period required and that information required to be disclosed by the Company is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures.

Internal Control Over Financial Reporting

There has been no change in the Company’s internal control over financial reporting (as such term is defined in Rule 13a-15(f) under the Exchange Act) during the three months ended March 31, 2026 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II – OTHER INFORMATION

In the normal course of business, the Company and its subsidiaries are named defendants in various legal proceedings. In the opinion of management, after consultation with legal counsel, none of these lawsuits are expected to have a materially adverse effect on the financial position, results of operations, or cash flows of the Company.

ITEM 1A. RISK FACTORS

There were no material changes to the risk factors as previously disclosed in response to Item 1A to Part I of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, or in response to Item 1A to Part II of the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2026.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The table below sets forth the information with respect to purchases made by or on behalf of the Company or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Exchange Act) of our common stock during the three-month period ended March 31, 2026.

ISSUER PURCHASE OF EQUITY SECURITIES

Period

Total Number of Shares (or Units) Purchased (1)

Average Price Paid per Share (or Unit)

Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs (2)

Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be PurchasedUnder the Plans or Programs

January 1 - January 31, 2026

20,541

$

115.04

—

1,000,000

February 1 - February 28, 2026

71,117

133.69

—

1,000,000

March 1 - March 31, 2026

187,827

111.50

178,249

821,751

Total

279,485

$

117.41

178,249

(1) Includes shares acquired pursuant to the Company's share-based incentive programs. Under the terms of the Company's share-based incentive programs, the Company accepts previously owned shares of common stock surrendered to satisfy tax withholding obligations associated with equity compensation. These purchases do not count against the maximum value of shares remaining available for purchase under Repurchase Authorizations.

(2) Includes shares acquired under the Board of Directors approved Repurchase Authorization(s).

On April 29, 2025, the Company announced a plan to repurchase up to one million shares of common stock, which terminated on April 28, 2026. On April 28, 2026, the Company announced a plan to repurchase up to two million shares of common stock, which will terminate on April 27, 2027. The Company has not made any repurchases other than through the Repurchase Authorizations, but did acquire shares pursuant to the Company's share-based incentive programs. All share purchases pursuant to the Repurchase Authorizations are intended to be within the scope of Rule 10b-18 promulgated under the Exchange Act. Rule 10b-18 provides a safe harbor for purchases in a given day if the Company satisfies the manner, timing and volume conditions of the rule when purchasing its own shares of common stock.

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ITEM 6. EXHIBITS

3.1

Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2006 and filed with the Commission on May 9, 2006).

3.2

Amendment of Articles of Incorporation, dated as of January 31, 2025 (incorporated by reference to Exhibit 3.1 of the Company's Current Report on Form 8-K dated January 31, 2025 and filed with the Commission on February 3, 2025).

3.3

Bylaws, amended as of April 13, 2023 (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K dated April 13, 2023 and filed with the Commission on April 13, 2023).

31.1

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act filed herewith.

31.2

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act filed herewith.

32.1

CEO Certification pursuant to Section 906 of the Sarbanes-Oxley Act filed herewith.

32.2

CFO Certification pursuant to Section 906 of the Sarbanes-Oxley Act filed herewith.

101.INS

XBRL Instance Document – The instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.

101.SCH

Inline XBRL Taxonomy Extension Schema Document filed herewith.

104

The cover page of our Form 10-Q for the quarter ended March 31, 2026, formatted in iXBRL.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

UMB FINANCIAL CORPORATION

/s/ David C. Odgers

David C. Odgers

Chief Accounting Officer

Date: April 30, 2026

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