Hancock Whitney Q3 2026 net income falls to $110M

One Florida Bank operated five financial centers in the greater Orlando market and one in the Florida Panhandle.

Available on EDGAR 11/06/2026 - 06:06 AM EST Accepted by SEC EDGAR 11/05/2026 - 07:02 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Hancock Whitney Corporation (HWC) reported third-quarter net income of $110.056 million, compared with $127.466 million in 2025, while net interest income increased to $313.107 million from $279.738 million. Dividends declared were $0.50 per common share, versus $0.45.

On August 1, 2026, HWC completed its acquisition of OFB Bancshares, parent of One Florida Bank, for $377.586 million in total consideration. Common shareholders received approximately $355.1 million, and OFB paid approximately $22.5 million for stock options on HWC's behalf. The acquired business contributed $15.4 million in revenue and $9.6 million in pretax income during the periods; acquisition-related costs were approximately $30.4 million.

In January 2026, HWC sold lower-yielding securities with $1.5 billion amortized cost and reinvested the proceeds in higher-yielding securities, resulting in a $98.595 million net realized loss. Third-quarter other comprehensive loss was $208.957 million, and comprehensive loss was $98.901 million. At September 30, 2026, total assets were $38.583 billion, deposits were $32.177 billion and loans were $26.540 billion.

2 points · 0 major

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It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

0 major · 2 points

How the balance works

Positive

• Moderate pointQuarterly net interest income was $313.107 million, versus $279.738 million a year earlier.
• Minor pointDividend declared per common share was $0.50, versus $0.45 a year earlier.

Negative

• Moderate pointQuarterly net income declined to $110.056 million from $127.466 million.
• Moderate pointNine-month securities transactions produced a $98.595 million net loss. 1.7% of market cap

Filing Explained

Hancock Whitney repurchased 3,112,966 shares during the first nine months of 2026, and common shares outstanding fell from 82,259 thousand at December 31, 2025, to 79,493 thousand at September 30, 2026.

Key Figures

Net income: $110.056 million Net interest income: $313.107 million Dividends declared per common share: $0.50 +5 more

8 metrics

Net income $110.056 million Three months ended September 30, 2026; $127.466 million in 2025

Net interest income $313.107 million Three months ended September 30, 2026; $279.738 million in 2025

Dividends declared per common share $0.50 Three months ended September 30, 2026; $0.45 in 2025

OFB Bancshares purchase consideration $377.586 million Acquisition completed August 1, 2026

OFB contribution to total revenues $15.4 million Three and nine months ended September 30, 2026

Acquisition-related costs Approximately $30.4 million Three and nine months ended September 30, 2026

Net realized loss on securities transactions $98.595 million Nine months ended September 30, 2026

Total assets $38.583 billion As of September 30, 2026

Key Terms

purchased credit deteriorated (PCD) loans, purchased seasoned loans (PSL), core deposit intangible asset, fair value hedges

4 terms

purchased credit deteriorated (PCD) loans financial

"Loans classified as PCD include those individual loans"

purchased seasoned loans (PSL) financial

"Loans are PSL if they are acquired at least 90 days"

core deposit intangible asset financial

"The identifiable intangible asset consists of a core deposit intangible asset"

An intangible asset recorded by a bank when it pays more than the fair value of a target’s net assets because it is buying valuable customer deposit relationships—essentially paying for a base of low-cost, stable accounts. Investors care because this is a non-cash item that is written down or amortized over time, which affects reported earnings and book value and signals how much a buyer values the reliability and cost advantages of those deposits; think of it as paying extra for a loyal customer list that brings ongoing cash at a low cost.

fair value hedges financial

"fair value hedges of interest rate risk"

Fair value hedges are financial contracts used to offset changes in the market value of a specific asset or liability, like locking a price to protect against swings in value. For investors, they matter because they reduce sudden swings in reported earnings and balance-sheet values that arise from market movements, helping reveal the company’s underlying performance much like insurance smooths out the financial impact of an unexpected loss.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What was HWC's net income in the third quarter of 2026?

Hancock Whitney reported net income of $110.056 million for the three months ended September 30, 2026, compared with $127.466 million for the same period in 2025. Basic earnings per common share were $1.37, versus $1.50.

How much did HWC pay to acquire OFB Bancshares?

Total purchase consideration was $377.586 million for OFB Bancshares' outstanding common shares and stock options. Common shareholders received approximately $355.1 million, or $29.273 per share; OFB Bancshares paid approximately $22.5 million for stock options on Hancock Whitney's behalf.

How was the OFB acquisition accounted for by HWC?

Hancock Whitney accounted for the transaction as a business combination under ASC 805. Acquisition-date fair value estimates were preliminary as of September 30, 2026 and may be refined for up to one year after the acquisition date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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 September 30, 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: 001-36872

HANCOCK WHITNEY CORPORATION

(Exact name of registrant as specified in its charter)

Mississippi		64-0693170
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Hancock Whitney Plaza, 2510 14th Street, Gulfport, Mississippi		39501
(Address of principal executive offices)		(Zip Code)

(228) 868-4000

(Registrant’s telephone number, including area code)

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, par value $3.33 per share	HWC	Nasdaq
6.25% Subordinated Notes	HWCPZ	Nasdaq

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 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, 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.

79,503,483 common shares were outstanding at October 30, 2026.

Table of Contents

Hancock Whitney Corporation

Index

Part I. Financial Information		Page Number
ITEM 1.	Financial Statements	5
	Consolidated Balance Sheets (unaudited) – September 30, 2026 and December 31, 2025	5
	Consolidated Statements of Income (unaudited) – Three and Nine Months Ended September 30, 2026 and 2025	6
	Consolidated Statements of Comprehensive Income (unaudited) – Three and Nine Months Ended September 30, 2026 and 2025	7
	Consolidated Statements of Changes in Stockholders’ Equity (unaudited) – Three and Nine Months Ended September 30, 2026 and 2025	8
	Consolidated Statements of Cash Flows (unaudited) – Nine Months Ended September 30, 2026 and 2025	9
	Notes to Consolidated Financial Statements (unaudited) – September 30, 2026	10
ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	42
ITEM 3.	Quantitative and Qualitative Disclosures about Market Risk	69
ITEM 4.	Controls and Procedures	70
Part II. Other Information
ITEM 1.	Legal Proceedings	71
ITEM 1A.	Risk Factors	71
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	71
ITEM 3.	Default Upon Senior Securities	71
ITEM 4.	Mine Safety Disclosures	71
ITEM 5.	Other Information	71
ITEM 6.	Exhibits	72
Signatures		73

2

Table of Contents

Hancock Whitney Corporation

Glossary of Defined Terms

Entities:

Hancock Whitney Corporation – a financial holding company registered with the Securities and Exchange Commission

Hancock Whitney Bank – a wholly-owned subsidiary of Hancock Whitney Corporation through which Hancock Whitney Corporation conducts its banking operations

Company – Hancock Whitney Corporation and its consolidated subsidiaries

Parent – Hancock Whitney Corporation, exclusive of its subsidiaries

Bank – Hancock Whitney Bank

Other Terms:

ACL – allowance for credit losses

AFS – available for sale securities

AI – Artificial Intelligence

ALCO – Asset Liability Management Committee

ALLL – allowance for loan and lease losses

AML – Anti-money laundering

AOCI – accumulated other comprehensive income or loss

ASC – Accounting Standards Codification

ASU – Accounting Standards Update

ATM – automated teller machine

Basel III – Basel Committee's 2010 Regulatory Capital Framework (Third Accord)

Beta – amount by which deposit or loan costs change in response to movement in short-term interest rates

BOLI – bank-owned life insurance

bp(s) – basis point(s)

C&I – commercial and industrial loans

CD – certificate of deposit

CDE – Community Development Entity

CECL – Current Expected Credit Losses

CEO – Chief Executive Officer

CFPB – Consumer Financial Protection Bureau

CFO – Chief Financial Officer

CISO – Chief Information Security Officer

CMO – collateralized mortgage obligation

Core client deposits – total deposits excluding public funds and brokered deposits

Core deposits – total deposits excluding certificates of deposits of $250,000 or more and brokered deposits

CRE – commercial real estate

CET1 – Common equity tier 1 capital as defined by Basel III capital rules

DIF – Deposit Insurance Fund

EVE – Economic Value of Equity

Excess Liquidity – deposits held at the Federal Reserve above normal levels

FASB – Financial Accounting Standards Board

FDIC – Federal Deposit Insurance Corporation

FDICIA – Federal Deposit Insurance Corporation Improvement Act of 1991

Federal Reserve Board – The 7-member Board of Governors that oversees the Federal Reserve System, establishes

monetary policy (interest rates, credit, etc.), and monitors the economic health of the country. Its members are appointed

by the President subject to Senate confirmation, and serve 14-year terms.

Federal Reserve System – The 12 Federal Reserve Banks, with each one serving member banks in its own district. This system, supervised by the Federal Reserve Board, has broad regulatory powers over the money supply and the

credit structure. They implement the policies of the Federal Reserve Board and also conduct economic research.

FFIEC – Federal Financial Institutions Examination Council

FHA – Federal Housing Administration

FHLB – Federal Home Loan Bank

GAAP – Generally Accepted Accounting Principles in the United States of America

3

Table of Contents

HTM – held to maturity securities

ICS – Insured cash sweep

IRR – Interest rate risk

IRS – Internal Revenue Service

IT – Information Technology

LIHTC – Low Income Housing Tax Credit

LTIP – long-term incentive plan

MBS – mortgage-backed securities

MD&A – Management’s discussion and analysis of financial condition and results of operations

MDBCF – Mississippi Department of Banking and Consumer Finance

MEFD – reportable modified loans to borrowers experiencing financial difficulty

NAICS – North American Industry Classification System

NII – net interest income

n/m – not meaningful

NSF – Non-sufficient funds

OCI – other comprehensive income or loss

OD – Overdraft

OFB – OFB Bancshares, Inc., on a consolidated basis with its subsidiary One Florida Bank; an entity acquired on August 1, 2026

ORE – other real estate defined as foreclosed and surplus real estate

PCD – purchased credit deteriorated loans, as defined by ASC 326

Pension Plan – the Hancock Whitney Corporation Pension Plan and Trust Agreement

PPNR – Pre-provision net revenue

PSL – purchased seasoned loans, as defined by ASC 326

QSCB – Qualified School Construction Bonds

QZAB – Qualified Zone Academy Bonds

Repos – securities sold under agreements to repurchase

RSA – Restricted share awards

RSU – Restricted stock units

Sabal – Sabal Trust Company, an entity acquired on May 2, 2025

SBA – Small Business Administration

SBIC – Small Business Investment Company

SEC – U.S. Securities and Exchange Commission

Securities Act – Securities Act of 1933, as amended

Short-term Investments – the sum of Interest-bearing bank deposits and Federal funds sold

SOFR – Secured Overnight Financing Rate

Supplemental disclosure items – certain highlighted items that are outside of our principal business and/or are not indicative of forward-looking trends

TBA – To Be Announced security contracts

te – taxable equivalent adjustment, or the term used to indicate that a financial measure is presented on a fully taxable equivalent basis

TSR – total shareholder return

U.S. Treasury – The United States Department of the Treasury

401(k) Plan – the Hancock Whitney Corporation 401(k) Savings Plan and Trust Agreement

4

Table of Contents

Part I. Financial Information

Item 1. Financial Statements

Hancock Whitney Corporation and Subsidiaries

Consolidated Balance Sheets

(Unaudited)

		September 30,				December 31,
(in thousands, except per share data)		2026				2025
ASSETS
Cash and due from banks		$	574,300			$	562,995
Interest-bearing bank deposits			632,694				132,037
Federal funds sold			178				229
Securities available for sale, at fair value (amortized cost of $6,608,097 and $6,341,322)			6,021,225				5,961,917
Securities held to maturity (fair value of $1,563,618 and $2,011,026)			1,737,048				2,132,882
Loans held for sale (includes $21,334 and $33,158 measured at fair value)			30,662				33,158
Loans			26,540,423				23,958,440
Less: allowance for loan losses			(339,672	)			(307,731	)
Loans, net			26,200,751				23,650,709
Property and equipment, net of accumulated depreciation of $382,428 and $370,818			265,186				261,181
Right of use assets, net of accumulated amortization of $84,309 and $73,527			105,153				102,056
Prepaid expenses			58,192				58,847
Other real estate and foreclosed assets, net			10,919				14,788
Accrued interest receivable			144,899				138,509
Goodwill			1,114,859				925,404
Other intangible assets, net			112,500				67,071
Life insurance contracts			820,271				798,509
Funded pension assets, net			306,398				292,437
Deferred tax asset, net			109,957				55,798
Other assets			338,271				284,235
Total assets		$	38,583,463			$	35,472,762
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits
Noninterest-bearing		$	10,554,777			$	10,374,991
Interest-bearing			21,622,531				18,904,783
Total deposits			32,177,308				29,279,774
Short-term borrowings			1,304,281				1,017,292
Long-term debt			212,212				199,407
Accrued interest payable			14,586				14,485
Lease liabilities			125,297				121,505
Other liabilities			515,438				380,182
Total liabilities			34,349,122				31,012,645
Stockholders' equity:
Common stock			309,513				309,513
Capital surplus			1,282,058				1,491,219
Retained earnings			3,197,148				3,035,636
Accumulated other comprehensive loss, net			(554,378	)			(376,251	)
Total stockholders' equity			4,234,341				4,460,117
Total liabilities and stockholders' equity		$	38,583,463			$	35,472,762
Preferred shares authorized (par value of $20.00 per share)			50,000				50,000
Preferred shares issued and outstanding			—				—
Common shares authorized (par value of $3.33 per share)			350,000				350,000
Common shares issued			92,947				92,947
Common shares outstanding			79,493				82,259

See notes to unaudited consolidated financial statements.

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Hancock Whitney Corporation and Subsidiaries

Consolidated Statements of Income

(Unaudited)

	Three Months Ended								Nine Months Ended
	September 30,								September 30,
(in thousands, except per share data)	2026				2025				2026				2025
Interest income:
Loans, including fees	$	369,119			$	344,341			$	1,039,405			$	1,014,242
Loans held for sale		500				375				1,611				1,115
Securities-taxable		68,748				56,337				196,042				162,282
Securities-tax exempt		2,272				3,932				9,268				12,157
Short-term investments		6,179				4,035				14,761				17,126
Total interest income		446,818				409,020				1,261,087				1,206,922
Interest expense:
Deposits		120,440				118,101				327,451				356,374
Short-term borrowings		10,276				8,201				33,669				14,911
Long-term debt		2,995				2,980				8,683				9,035
Total interest expense		133,711				129,282				369,803				380,320
Net interest income		313,107				279,738				891,284				826,602
Provision for credit losses		16,097				12,651				43,044				38,038
Net interest income after provision for credit losses		297,010				267,087				848,240				788,564
Noninterest income:
Service charges on deposit accounts		27,077				25,220				78,876				73,595
Trust fees		24,995				24,211				75,618				64,986
Bank card and ATM fees		22,983				21,814				68,290				64,532
Investment and annuity fees and insurance commissions		13,872				14,507				41,061				36,525
Secondary mortgage market operations		2,862				3,475				10,456				11,090
Securities transactions, net		—				—				(98,595	)			—
Other income		15,222				16,774				47,137				48,588
Total noninterest income		107,011				106,001				222,843				299,316
Noninterest expense:
Compensation expense		120,881				100,681				325,248				285,508
Employee benefits		23,870				21,341				76,842				67,373
Personnel expense		144,751				122,022				402,090				352,881
Net occupancy expense		14,820				14,066				41,806				41,471
Equipment expense		5,251				4,156				13,818				12,788
Data processing expense		38,677				30,665				103,174				95,363
Professional services expense		23,517				13,375				51,655				41,981
Amortization of intangible assets		2,885				2,694				7,655				7,331
Deposit insurance and regulatory fees		5,286				4,656				15,293				14,504
Other real estate and foreclosed assets expense (income), net		566				(337	)			1,221				2,624
Other expense		26,248				21,456				71,473				64,848
Total noninterest expense		262,001				212,753				708,185				633,791
Income before income taxes		142,020				160,335				362,898				454,089
Income taxes expense		31,964				32,869				78,459				93,588
Net income	$	110,056			$	127,466			$	284,439			$	360,501
Earnings per common share-basic	$	1.37			$	1.50			$	3.51			$	4.20
Earnings per common share-diluted	$	1.36			$	1.49			$	3.48			$	4.17
Dividends paid per share	$	0.50			$	0.45			$	1.50			$	1.35
Weighted average shares outstanding-basic		79,864				84,871				80,817				85,509
Weighted average shares outstanding-diluted		80,612				85,453				81,445				85,977

See notes to unaudited consolidated financial statements.

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Hancock Whitney Corporation and Subsidiaries

Consolidated Statements of Comprehensive Income

(Unaudited)

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
($ in thousands)		2026				2025				2026				2025
Net income		$	110,056			$	127,466			$	284,439			$	360,501
Other comprehensive income (loss) before income taxes:
Net change in unrealized gain (loss) on securities available for sale, cash flow hedges and equity method investment			(276,000	)			57,901				(347,123	)			215,684
Reclassification of net loss realized and included in earnings			5,647				9,714				116,156				28,797
Valuation adjustments to employee benefit plans			(1	)			—				(497	)			—
Amortization of unrealized net loss on securities transferred to held to maturity			426				413				1,239				1,205
Other comprehensive income (loss) before income taxes			(269,928	)			68,028				(230,225	)			245,686
Income tax expense (benefit)			(60,971	)			14,661				(52,098	)			56,054
Other comprehensive income (loss) net of income taxes			(208,957	)			53,367				(178,127	)			189,632
Comprehensive income (Loss)		$	(98,901	)		$	180,833			$	106,312			$	550,133

See notes to unaudited consolidated financial statements.

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Hancock Whitney Corporation and Subsidiaries

Consolidated Statements of Changes in Stockholders’ Equity

(Unaudited)

Three Months Ended September 30, 2026 and 2025																		Accumulated
		Common Stock																Other
(in thousands, except parenthetical share data)		Shares Issued				Amount				Capital Surplus				Retained Earnings				Comprehensive Loss				Total
Balance, June 30, 2026			92,947			$	309,513			$	1,352,528			$	3,127,514			$	(345,421	)		$	4,444,134
Net income			—				—				—				110,056				—				110,056
Other comprehensive loss			—				—				—				—				(208,957	)			(208,957	)
Comprehensive loss																							(98,901	)
Dividends declared ($0.50 per common share)			—				—				—				(40,423	)			—				(40,423	)
Common stock activity, long-term incentive plans			—				—				7,036				1				—				7,037
Issuance of stock from dividend reinvestment and stock purchase plans			—				—				1,210				—				—				1,210
Repurchase of common stock (1,000,000 shares)			—				—				(78,716	)			—				—				(78,716	)
Balance, September 30, 2026			92,947			$	309,513			$	1,282,058			$	3,197,148			$	(554,378	)		$	4,234,341
Balance, June 30, 2025			92,947			$	309,513			$	1,666,695			$	2,859,038			$	(469,827	)		$	4,365,419
Net income			—				—				—				127,466				—				127,466
Other comprehensive income			—				—				—				—				53,367				53,367
Comprehensive income																							180,833
Dividends declared ($0.45 per common share)			—				—				—				(38,771	)			—				(38,771	)
Common stock activity, long-term incentive plans			—				—				6,305				19				—				6,324
Issuance of stock from dividend reinvestment and stock purchase plans			—				—				1,140				—				—				1,140
Repurchase of common stock (662,500 shares)			—				—				(40,466	)			—				—				(40,466	)
Balance, September 30, 2025			92,947			$	309,513			$	1,633,674			$	2,947,752			$	(416,460	)		$	4,474,479

Nine Months Ended September 30, 2026 and 2025																		Accumulated
		Common Stock																Other
(in thousands, except parenthetical share data)		Shares Issued				Amount				Capital Surplus				Retained Earnings				Comprehensive Loss				Total
Balance, December 31, 2025			92,947			$	309,513			$	1,491,219			$	3,035,636			$	(376,251	)		$	4,460,117
Net income			—				—				—				284,439				—				284,439
Other comprehensive loss			—				—				—				—				(178,127	)			(178,127	)
Comprehensive income																							106,312
Dividends declared ($1.50 per common share)			—				—				—				(122,928	)			—				(122,928	)
Common stock activity, long-term incentive plans			—				—				10,506				1				—				10,507
Issuance of stock from dividend reinvestment and stock purchase plans			—				—				3,593				—				—				3,593
Repurchase of common stock (3,112,966 Shares)			—				—				(223,260	)			—				—				(223,260	)
Balance, September 30, 2026			92,947			$	309,513			$	1,282,058			$	3,197,148			$	(554,378	)		$	4,234,341
Balance, December 31, 2024			92,947			$	309,513			$	1,719,609			$	2,704,606			$	(606,092	)		$	4,127,636
Net income			—				—				—				360,501				—				360,501
Other comprehensive income			—				—				—				—				189,632				189,632
Comprehensive income																							550,133
Dividends declared ($1.35 per common share)			—				—				—				(117,385	)			—				(117,385	)
Common stock activity, long-term incentive plans			—				—				11,643				30				—				11,673
Issuance of stock from dividend reinvestment and stock purchase plans			—				—				3,352				—				—				3,352
Repurchase of common stock (1,762,500 Shares)			—				—				(100,930	)			—				—				(100,930	)
Balance, September 30, 2025			92,947			$	309,513			$	1,633,674			$	2,947,752			$	(416,460	)		$	4,474,479

See notes to unaudited consolidated financial statements.

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Hancock Whitney Corporation and Subsidiaries

Consolidated Statements of Cash Flows

(Unaudited)

		Nine Months Ended
		September 30,
($ in thousands)		2026				2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		$	284,439			$	360,501
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			19,186				21,128
Provision for credit losses			43,044				38,038
Gain on other real estate and foreclosed assets			(600	)			(715	)
Deferred income tax expense			3,530				16,342
Increase cash surrender value of life insurance contracts			(22,757	)			(17,975	)
Loss on disposal of assets			214				257
Loss on securities transactions, net			98,595				—
Net (increase) decrease in loans held for sale			1,521				(11,082	)
Net amortization of securities premium/discount			7,457				9,963
Amortization of intangible assets			7,655				7,331
Stock-based compensation expense			19,764				18,404
Net change in derivative collateral liability			45,948				(30,469	)
Net increase (decrease) in interest payable and other liabilities			19,374				(10,415	)
Net (increase) decrease in other assets			7,266				(13,314	)
Other, net			(8,893	)			778
Net cash provided by operating activities			525,743				388,772
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sales of securities available for sale			1,482,747				—
Proceeds from maturities of securities available for sale			391,220				302,056
Purchases of securities available for sale			(2,187,905	)			(718,792	)
Proceeds from maturities of securities held to maturity			447,155				231,062
Purchases of securities held to maturity			(54,262	)			—
Proceeds from termination of fair value hedges			1,657				2,270
Net (increase) decrease in short-term investments			(249,436	)			28,401
Net purchases of Federal Home Loan Bank stock			(13,271	)			(47,822	)
Proceeds from sales of loans and leases			128,561				80,239
Net increase in loans			(1,030,458	)			(425,959	)
Purchases of property and equipment			(11,858	)			(11,578	)
Net cash paid in business acquisition			(339,504	)			(112,071	)
Proceeds from sales of other real estate and foreclosed assets			10,376				24,364
Other, net			1,228				(430	)
Net cash used in investing activities			(1,423,750	)			(648,260	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase (decrease) in deposits			1,020,636				(833,101	)
Net increase in short-term borrowings			286,989				1,252,505
Repayments of long-term debt			(46,649	)			—
Dividends paid			(122,513	)			(116,593	)
Payroll tax remitted on net share settlement of equity awards			(9,257	)			(6,761	)
Proceeds from dividend reinvestment and stock purchase plans			3,593				3,352
Repurchase of common stock			(223,487	)			(100,242	)
Net cash provided by financing activities			909,312				199,160
NET INCREASE (DECREASE) IN CASH AND DUE FROM BANKS			11,305				(60,328	)
CASH AND DUE FROM BANKS, BEGINNING			562,995				574,910
CASH AND DUE FROM BANKS, ENDING		$	574,300			$	514,582
SUPPLEMENTAL INFORMATION FOR NON-CASH
INVESTING AND FINANCING ACTIVITIES
Assets acquired in settlement of loans		$	7,692			$	12,063

See notes to unaudited consolidated financial statements.

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HANCOCK WHITNEY CORPORATION AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation

The consolidated financial statements include the accounts of Hancock Whitney Corporation and all other entities in which it has a controlling interest (the “Company”). The financial statements include all adjustments that are, in the opinion of management, necessary to fairly state the Company’s financial condition, results of operations, changes in stockholders’ equity and cash flows for the interim periods presented. The Company has also evaluated all subsequent events for potential recognition and disclosure through the date of the filing of this Quarterly Report on Form 10-Q (this “Report” or “report”). Some financial information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the U.S. (GAAP) have been condensed or omitted in this Quarterly Report on Form 10-Q pursuant to Securities and Exchange Commission rules and regulations. These financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. Financial information reported in these financial statements is not necessarily indicative of the Company’s financial condition, results of operations, or cash flows for any other interim or annual period.

Certain prior period amounts have been reclassified to conform to the current period presentation. These changes in presentation did not have a material impact on the Company's financial condition or operating results.

Use of Estimates

The accounting principles the Company follows and the methods for applying these principles conform to GAAP and general practices followed by the banking industry. These accounting principles require management to make estimates and assumptions about future events that affect the amounts reported in the consolidated financial statements and the accompanying notes. Actual results could differ from those estimates.

Accounting Policies

There were no material changes or developments during the reporting period with respect to methodologies that the Company uses when applying what management believes are critical accounting policies and developing critical accounting estimates as disclosed in its Annual Report on Form 10-K for the year ended December 31, 2025.

In conjunction with the adoption of ASU 2025-08, “Financial Instruments – Credit Losses (Topic 326): Purchased Loans,” (“ASU 2025-08”) as of January 1, 2026, the Company updated its accounting policy for acquired loans as described below.

Acquired Loans

Acquired loans are initially evaluated to determine if they qualify as purchased credit deteriorated (PCD) loans. Loans classified as PCD include those individual loans or groups of loans with similar risk characteristics that, as of the date of acquisition, are assessed as having experienced a more-than-insignificant deterioration in credit quality since origination. The assessment of what is more-than-insignificant credit deterioration since origination considers information including, but not limited to, financial assets that are delinquent, are on nonaccrual and/or are otherwise adversely risk rated as of the acquisition date. Loans that do not meet the criteria to be classified as PCD are then evaluated to determine whether they qualify as purchased seasoned loans (PSL). Loans are PSL if they are acquired at least 90 days after origination and the Company was not involved in the origination of the loan, or if they were acquired in a business combination. Excluded from the scope of PSL are credit card loans, debt securities, contract assets, trade receivables and leases.

For loans classified as PCD and PSL, the Company bifurcates the fair value discount or premium between credit and noncredit components. The credit portion of the fair value discount or premium is added to the initial amortized cost basis of the loans with a corresponding increase to the allowance for credit losses at the date of acquisition. Any noncredit discount or premium resulting from acquired loans classified as PCD and PSL is allocated to each individual loan. All other acquired loans not classified as PCD or PSL and leases are recorded at the estimated fair value at acquisition, with an estimated allowance for credit loss recorded as a provision for credit losses through earnings in the period in which the acquisition has occurred. The noncredit discount or premium for loans classified as PCD and PSL and full discount for all other loans and leases are accreted to interest income using the interest method based on the effective interest rate at the acquisition date.

Refer to Note 17 – Recent Accounting Pronouncements for a discussion of the impact of the adoption of ASU 2025-08.

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2. Acquisition

On August 1, 2026, the Company completed its previously announced acquisition of OFB Bancshares, Inc., the parent company of One Florida Bank, pursuant to the Agreement and Plan of Merger, dated May 15, 2026 (the "Merger Agreement"). The total purchase consideration was $377.6 million for all outstanding shares of OFB Bancshares, Inc. common stock and stock options. Pursuant to the terms of the Merger Agreement, holders of OFB Bancshares, Inc. common stock received aggregate cash consideration of approximately $355.1 million, or $29.273 per share. In addition, each holder of outstanding OFB Bancshares, Inc. stock options received cash equal to the per-share value of the merger consideration over the per-share exercise price, resulting in aggregate cash consideration of approximately $22.5 million that was paid by OFB Bancshares, Inc. on behalf of the Company. Outstanding OFB Bancshares, Inc. stock options with a per-share exercise price equal to or greater than the per-share value of the merger consideration were cancelled for no consideration.

One Florida Bank operated five financial centers in the greater Orlando, Florida market and one financial center in the Florida Panhandle. The acquisition expands the Company's presence in Florida and establishes a significant position in the high-growth Orlando metropolitan market.

The acquisition was accounted for as a business combination under ASC 805, Business Combinations. Accordingly, the assets acquired and liabilities assumed were recorded at their fair values as of the acquisition date. These fair values are considered preliminary as of September 30, 2026, as the fair value estimate of certain assets acquired and liabilities assumed are subject to continued refinement. Fair value estimates are subject to change for up to one year after the date of acquisition as additional information becomes available.

The following table sets forth the preliminary acquisition-date fair value of the assets acquired and liabilities assumed, and the resulting goodwill. Goodwill is comprised of estimated future economic benefits arising from the transaction that cannot be individually identified or do not qualify for separate recognition. These benefits include expanded presence in the Florida market and expected earnings streams and operational efficiencies that the Company believes will result from this business combination. Goodwill is not deductible for federal income tax purposes.

(in thousands)
Total consideration		$	377,586
Cash paid by OFB to settle outstanding options			22,533
Cash paid by the Company for the acquisition			355,053
ASSETS
Cash and due from banks		$	15,549
Interest-bearing bank deposits			251,170
Securities available for sale			69,021
Loans			1,716,579
Less: allowance for loan losses			(21,885	)
Loans, net			1,694,694
Property and equipment			11,755
Identifiable intangible asset			53,084
Other assets			21,031
Total identifiable assets		$	2,116,304
LIABILITIES
Deposit liabilities			1,876,898
Long-term debt			64,910
Other liabilities			8,898
Total liabilities		$	1,950,706
Net assets acquired		$	165,598
Goodwill		$	189,455

The following is a description of the methods used to estimate the fair value of significant assets acquired and liabilities assumed above.

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

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Securities available for sale: The securities available for sale portfolio consisted primarily of mortgaged backed securities and were valued using a third-party pricing service that uses industry-standard pricing models. The acquired portfolio was sold prior to September 30, 2026.

Loans: The fair values of loans at the acquisition date were estimated using a discounted cash flow method. Loans were grouped into pools based on factors including the type of loan, fixed or variable interest rate, and credit quality indicators. The discount rates were based on an evaluation of market participants’ required rate of return to purchase similar assets by calculating a weighted-average funding cost that was adjusted for differential servicing costs, liquidity, and credit quality when necessary. The credit related portion of the loan discount for loans designated as PCD and PSL was added back to the amortized cost with a corresponding adjustment to the allowance for loan losses.

The following table presents additional information on acquired loans, including the initial fair value for loans designated as PCD and PSL at acquisition.

(in thousands)
		Principal Balance					Premium/ Discount					Acquired Cost Basis					Allowance for Loan Loss					Net Loans
Purchased seasoned loans		$		1,730,638			$		(29,537	)		$		1,701,101			$		(21,564	)		$		1,679,537
Purchased credit deteriorated loans				16,253					(775	)				15,478					(321	)				15,157
Total		$		1,746,891			$		(30,312	)		$		1,716,579			$		(21,885	)		$		1,694,694

Property and Equipment: Fair values for bank premises and equipment were generally based on appraisals of the property values.

Identifiable intangible asset: The identifiable intangible asset consists of a core deposit intangible asset equal to the estimated value of the relationships with deposit customers based on the favorable source of funds method. The fair value was estimated based on a discounted cash flow methodology that considered expected customer attrition rates, the cost of the deposit base, the alternative cost of funds, and the discount rate. The core deposit intangible will be amortized using sum-of-the-years’ digits over an estimated life of 15 years.

Deposits: The fair values used for the demand and savings deposits equal the amount payable on demand at the acquisition date. The fair values for time deposits were estimated using a discounted cash flow calculation that applies interest rates currently being offered to the contractual interest rates, which approximated the carrying amount.

Long-term debt: Long-term debt consists of $35.0 million of long-term Federal Home Loan Bank (FHLB) advances and $30.0 million of redeemable fixed-to-floating subordinated notes with maturity in 2031. The fair values of long-term debt instruments are estimated based on quoted market prices for the instrument, where available, or by using discounted cash flow analyses, based on current incremental borrowing rates for similar types of instruments. The Company repaid the FHLB advances immediately following the completion of the merger and redeemed the subordinated notes on October 1, 2026.

The operating results of the Company for the three and nine months ended September 30, 2026 include the results from the operations of the acquired business from the date of acquisition. During these periods, the acquired business contributed $15.4 million to total revenues (net interest income plus noninterest income) and $9.6 million to net income before taxes. These results exclude acquisition-related costs, as outlined below. As the business combination is not deemed significant and the operating results are not material to the Company's results of operations, supplemental pro forma financial information is not presented.

During the three and nine months ended September 30, 2026, the Company incurred acquisition-related costs of approximately $30.4 million. Acquisition costs include legal, consulting, contract terminations, compensation, and other merger-related and integration expenses, and the initial provision for credit losses on acquired unfunded loan commitments. The following table presents the acquisition-related costs by component:

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		Three and Nine Months Ended
(in thousands)		September 30, 2026
Provision for credit losses		$	1,036
Personnel expense			8,318
Professional services expense			10,493
Data processing expense			7,774
Advertising expense			2,065
Printing and supplies			22
Other expense			678
Total merger-related expenses		$	30,386

3. Securities

The following tables set forth the amortized cost, gross unrealized gains and losses, and estimated fair value of debt securities classified as available for sale and held to maturity at September 30, 2026 and December 31, 2025. Amortized cost of securities does not include accrued interest which is reflected in the accrued interest line item on the consolidated balance sheets totaling $31.6 million at September 30, 2026 and $31.7 million at December 31, 2025, respectively.

	September 30, 2026												December 31, 2025
				Gross			Gross									Gross			Gross
Securities Available for Sale	Amortized			Unrealized			Unrealized			Fair			Amortized			Unrealized			Unrealized			Fair
($ in thousands)	Cost			Gains			Losses			Value			Cost			Gains			Losses			Value
U.S. Treasury and government agency securities	$	365,328		$	—		$	15,020		$	350,308		$	266,825		$	3,705		$	1,198		$	269,332
Municipal obligations		142,506			24			3,179			139,351			191,754			82			508			191,328
Residential mortgage-backed securities		2,557,241			15			339,073			2,218,183			2,620,980			11,643			256,994			2,375,629
Commercial mortgage-backed securities		3,502,426			11			227,613			3,274,824			3,217,663			10,530			144,868			3,083,325
Collateralized mortgage obligations		20,596			—			1,346			19,250			27,100			—			1,154			25,946
Corporate debt securities		20,000			—			691			19,309			17,000			37			680			16,357
Total	$	6,608,097		$	50		$	586,922		$	6,021,225		$	6,341,322		$	25,997		$	405,402		$	5,961,917

	September 30, 2026												December 31, 2025
				Gross			Gross									Gross			Gross
Securities Held to Maturity	Amortized			Unrealized			Unrealized			Fair			Amortized			Unrealized			Unrealized			Fair
($ in thousands)	Cost			Gains			Losses			Value			Cost			Gains			Losses			Value
U.S. Treasury and government agency securities	$	367,746		$	—		$	40,092		$	327,654		$	373,605		$	248		$	30,143		$	343,710
Municipal obligations		210,677			23			17,432			193,268			511,516			708			11,455			500,769
Residential mortgage-backed securities		443,654			—			51,829			391,825			497,338			—			34,239			463,099
Commercial mortgage-backed securities		700,857			—			63,464			637,393			731,329			—			46,455			684,874
Collateralized mortgage obligations		14,114			—			636			13,478			19,094			—			520			18,574
Total	$	1,737,048		$	23		$	173,453		$	1,563,618		$	2,132,882		$	956		$	122,812		$	2,011,026

The following tables present the amortized cost and fair value of debt securities available for sale and held to maturity at September 30, 2026 by contractual maturity. Actual maturities will differ from contractual maturities because of rights to call or repay obligations with or without penalties and scheduled and unscheduled principal payments on mortgage-backed securities and collateral mortgage obligations.

Debt Securities Available for Sale		Amortized				Fair
($ in thousands)		Cost				Value
Due in one year or less		$	32,968			$	32,955
Due after one year through five years			1,679,190				1,590,518
Due after five years through ten years			2,306,328				2,126,044
Due after ten years			2,589,611				2,271,708
Total		$	6,608,097			$	6,021,225

Debt Securities Held to Maturity		Amortized				Fair
($ in thousands)		Cost				Value
Due in one year or less		$	152,423			$	150,489
Due after one year through five years			505,098				475,018
Due after five years through ten years			327,936				295,765
Due after ten years			751,591				642,346
Total		$	1,737,048			$	1,563,618

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The Company held no securities classified as trading at September 30, 2026 and December 31, 2025.

In January 2026, the Company completed a restructuring of its available for sale investment securities portfolio, whereby lower-yielding securities with an amortized cost of $1.5 billion were sold and the proceeds were reinvested in higher-yielding securities. Certain securities that were sold were previously hedged in derivative instruments designated as fair value hedges of interest rate risk that were subsequently terminated. At the time of termination, the value of the swap was recorded as basis adjustment to the amortized cost of the underlying security. The basis adjustment is amortized as yield adjustment while the security is held, and affects the net gain or loss realized by the remaining unamortized basis adjustment when sold. The unamortized basis adjustment recognized in connection with this portfolio restructuring reduced the net loss by approximately $50.4 million, resulting in a net realized loss of $98.6 million. Refer to Note 7 – Derivatives for a discussion of fair value hedges of interest rate risk.

In August 2026, the Company sold the securities acquired in the OFB transaction with no resulting gain or loss.

The following table presents the proceeds from, gross gains on, and gross losses on sales of securities during the three and nine months ended September 30, 2026 and 2025. Net gains or losses are reflected in the "Securities transactions, net" line item on the Consolidated Statements of Income.

		Three Months Ended September 30,								Nine Months Ended September 30,
($ in thousands)		2026				2025				2026				2025
Proceeds		$	68,489			$	—			$	1,482,747			$	—
Gross gains			—				—				7				—
Gross losses			—				—				98,602				—
Net loss		$	—			$	—			$	(98,595	)		$	—

Securities with carrying values totaling approximately $3.1 billion and $3.9 billion were pledged as collateral at September 30, 2026 and December 31, 2025, respectively, primarily to secure public deposits or securities sold under agreements to repurchase.

Credit Quality

The Company’s policy is to invest only in securities of investment grade quality. These investments are largely limited to U.S. agency securities and municipal securities. Management has concluded, based on the long history of no credit losses, that the expectation of nonpayment of the held to maturity securities carried at amortized cost is zero for securities that are backed by the full faith and credit of and/or guaranteed by the U.S. government. As such, no allowance for credit losses has been recorded for these securities. The municipal portfolio is analyzed separately in estimating the allowance for credit losses in accordance with the applicable guidance for each portfolio as noted below.

The Company evaluates credit impairment for individual securities available for sale whose fair value is below amortized cost with a more than inconsequential risk of default and where the Company has assessed whether the decline in fair value is significant enough to suggest a credit event has occurred. The Company did not identify any securities with a material credit loss event and, therefore, no allowance for credit loss was recorded in any period presented.

The fair value and gross unrealized losses for securities classified as available for sale with unrealized losses for the periods indicated follow.

		September 30, 2026
Available for Sale		Losses < 12 months							Losses 12 months or >							Total
($ in thousands)		Fair Value			Gross Unrealized Losses				Fair Value			Gross Unrealized Losses				Fair Value			Gross Unrealized Losses
U.S. Treasury and government agency securities		$	344,466		$	13,560			$	5,842		$	1,460			$	350,308		$	15,020
Municipal obligations			67,228			2,996				16,424			183				83,652			3,179
Residential mortgage-backed securities			1,082,119			43,862				1,134,851			295,211				2,216,970			339,073
Commercial mortgage-backed securities			2,441,881			138,063				828,355			89,550				3,270,236			227,613
Collateralized mortgage obligations			—			—				19,250			1,346				19,250			1,346
Corporate debt securities			5,780			220				13,529			471				19,309			691
Total		$	3,941,474		$	198,701			$	2,018,251		$	388,221			$	5,959,725		$	586,922

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		December 31, 2025
Available for Sale		Losses < 12 Months							Losses 12 Months or >							Total
($ in thousands)		Fair Value			Gross Unrealized Losses				Fair Value			Gross Unrealized Losses				Fair Value			Gross Unrealized Losses
U.S. Treasury and government agency securities		$	17,468		$	9			$	14,677		$	1,189			$	32,145		$	1,198
Municipal obligations			—			—				124,852			508				124,852			508
Residential mortgage-backed securities			54,250			598				1,442,746			256,396				1,496,996			256,994
Commercial mortgage-backed securities			374,740			1,787				2,158,865			143,081				2,533,605			144,868
Collateralized mortgage obligations			—			—				25,946			1,154				25,946			1,154
Corporate debt securities			1,998			2				11,322			678				13,320			680
Total		$	448,456		$	2,396			$	3,778,408		$	403,006			$	4,226,864		$	405,402

At each reporting period, the Company evaluated its held to maturity municipal obligation portfolio for credit loss using probability of default and loss given default models. The models were run using a long-term average probability of default migration and with a probability weighting of Moody’s economic forecasts. The resulting credit losses, if any, were negligible and no allowance for credit loss was recorded.

The fair value and gross unrealized losses for securities classified as held to maturity with unrealized losses for the periods indicated follow.

		September 30, 2026
Held to Maturity		Losses < 12 Months							Losses 12 Months or >							Total
($ in thousands)		Fair Value			Gross Unrealized Losses				Fair Value			Gross Unrealized Losses				Fair Value			Gross Unrealized Losses
U.S. Treasury and government agency securities		$	33,604		$	1,713			$	294,050		$	38,379			$	327,654		$	40,092
Municipal obligations			80,488			1,778				84,862			15,654				165,350			17,432
Residential mortgage-backed securities			—			—				391,824			51,829				391,824			51,829
Commercial mortgage-backed securities			42,731			1,540				594,663			61,924				637,394			63,464
Collateralized mortgage obligations			—			—				13,478			636				13,478			636
Total		$	156,823		$	5,031			$	1,378,877		$	168,422			$	1,535,700		$	173,453

		December 31, 2025
Held to Maturity		Losses < 12 Months							Losses 12 Months or >							Total
($ in thousands)		Fair Value			Gross Unrealized Losses				Fair Value			Gross Unrealized Losses				Fair Value			Gross Unrealized Losses
U.S. Treasury and government agency securities		$	—		$	—			$	316,814		$	30,143			$	316,814		$	30,143
Municipal obligations			98,559			97				325,241			11,358				423,800			11,455
Residential mortgage-backed securities			—			—				463,099			34,239				463,099			34,239
Commercial mortgage-backed securities			—			—				684,874			46,455				684,874			46,455
Collateralized mortgage obligations			—			—				18,574			520				18,574			520
Total		$	98,559		$	97			$	1,808,602		$	122,715			$	1,907,161		$	122,812

As of September 30, 2026 and December 31, 2025, the Company had 712 and 604 securities, respectively, with market values below their cost basis. There were no material unrealized losses related to the marketability of the securities or the issuer’s ability to meet contractual obligations. In all cases, the indicated impairment on these debt securities would be recovered no later than the security’s maturity date or possibly earlier if the market price for the security increases with a reduction in the yield required by the market. The unrealized losses were deemed to be non-credit related at September 30, 2026 and December 31, 2025. At September 30, 2026, the Company had adequate liquidity and, therefore, neither planned nor expected to be required to liquidate these securities before recovery of the amortized cost basis.

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4. Loans and Allowance for Credit Losses

The Company generally makes loans in its market areas of southern and central Mississippi; southern and central Alabama; northwest, central and southern Louisiana; the northern, central and panhandle regions of Florida; certain areas of east and northeast Texas; and the metropolitan areas of Nashville, Tennessee, Atlanta, Georgia and Charlotte, North Carolina. In addition, and to a lesser degree, the Bank makes loans both regionally and nationally, generally through its specialty lines of business, including the equipment finance, commercial real estate and healthcare segments, often with sponsors in our market areas.

The following table presents loans at their amortized cost basis by portfolio class at September 30, 2026 and December 31, 2025. The amortized cost basis is net of unearned income and excludes accrued interest totaling $111.5 million and $105.1 million at September 30, 2026 and December 31, 2025, respectively. Accrued interest is reflected in the accrued interest line item in the Consolidated Balance Sheets.

		September 30,				December 31,
($ in thousands)		2026				2025
Commercial non-real estate		$	10,383,065			$	9,809,011
Commercial real estate - owner occupied			3,753,085				3,270,080
Total commercial and industrial			14,136,150				13,079,091
Commercial real estate - income producing			5,486,095				4,283,168
Construction and land development			1,548,547				1,239,086
Residential mortgages			3,995,795				4,016,917
Consumer			1,373,836				1,340,178
Total loans		$	26,540,423			$	23,958,440

The following briefly describes the composition of each loan category and portfolio class.

Commercial and industrial

Commercial and industrial loans are made available to businesses for working capital (including financing of inventory and receivables), for business expansion, facilitating the acquisition of a business, and for the purchase of equipment and machinery, including equipment leasing. These loans are primarily made based on the identified cash flows of the borrower and, when secured, have the added strength of the underlying collateral.

Commercial non-real estate loans may be secured by the assets being financed or other tangible or intangible business assets such as accounts receivable, inventory, ownership, enterprise value or commodity interests, and may incorporate a personal or corporate guarantee; however, some short-term loans may be made on an unsecured basis, including a small portfolio of corporate credit cards, generally issued as a part of overall customer relationships.

Commercial real estate – owner occupied loans consist of commercial mortgages on properties where repayment is generally dependent on the cash flow from the ongoing operations and activities of the borrower. Like commercial non-real estate, these loans are primarily made based on the identified cash flows of the borrower, but they also have the added strength of the value of underlying real estate collateral.

Commercial real estate – income producing

Commercial real estate – income producing loans consist of loans secured by commercial mortgages on properties where the loan is made to real estate developers or investors and repayment is dependent on the sale, refinance, or income generated from the operation of the property. Properties financed include multifamily, retail, healthcare related facilities, industrial, office, hotel/motel and restaurants, and other commercial properties.

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Construction and land development

Construction and land development loans are made to facilitate the acquisition, development, improvement and construction of both commercial and residential-purpose properties. Such loans are made to builders and investors where repayment is expected to be made from the sale, refinance or operation of the property or to businesses to be used in their business operations. This portfolio also includes residential construction loans and loans secured by farmland and raw land not yet under development.

Residential mortgages

Residential mortgages consist of closed-end loans secured by first liens on 1-4 family residential properties. The portfolio includes both fixed and adjustable rate loans, although most longer-term, fixed rate loans originated are sold in the secondary mortgage market.

Consumer

Consumer loans include second lien mortgage home loans, home equity lines of credit and nonresidential consumer purpose loans. Nonresidential consumer loans are made to finance the purchase of personal property, including automobiles, recreational vehicles and boats, and for other personal purposes (secured and unsecured), and also include deposit account secured loans. Consumer loans also include a small portfolio of credit card receivables issued on the basis of applications received through referrals from the Bank’s branches, online and other marketing efforts.

Allowance for Credit Losses

The calculation of the allowance for credit losses is performed using two primary approaches: a collective approach using a loss rate analysis for pools of loans that have similar risk characteristics, and a specific reserve analysis for credits individually evaluated. The allowance for credit losses for collectively evaluated portfolios is developed using multiple Moody’s macroeconomic forecasts applied in internally developed credit models for a two-year reasonable and supportable period. For additional information on our allowance for credit loss methodology, refer to Note 1 – Summary of Significant Accounting Policies and Recent Accounting Pronouncements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

The following tables present activity in the allowance for credit losses by portfolio class for the nine months ended September 30, 2026 and 2025, as well as the allowance for credit loss by primary calculation method at the end of each period.

	Nine Months Ended September 30, 2026
				Commercial			Total			Commercial
	Commercial			Real Estate-			Commercial			Real Estate-			Construction
	Non-Real			Owner			and			Income			and Land			Residential
($ in thousands)	Estate			Occupied			Industrial			Producing			Development			Mortgages			Consumer			Total
Allowance for credit losses
Allowance for loan losses:
Beginning balance	$	121,439		$	40,695		$	162,134		$	60,475		$	17,450		$	42,834		$	24,838		$	307,731
Charge-offs		(29,067	)		(325	)		(29,392	)		—			(275	)		(1,017	)		(11,209	)		(41,893	)
Recoveries		7,804			429			8,233			9			38			305			2,530			11,115
Net provision for loan losses		13,099			6,946			20,045			8,308			5,460			(418	)		7,439			40,834
Initial allowance on acquired loans
Purchased seasoned loans		15,677			1,187			16,864			2,452			169			1,950			129			21,564
Purchased credit deteriorated loans		294			14			308			1			—			12			—			321
Ending balance - allowance for loan losses	$	129,246		$	48,946		$	178,192		$	71,245		$	22,842		$	43,666		$	23,727		$	339,672
Reserve for unfunded lending commitments:
Beginning balance	$	12,639		$	371		$	13,010		$	1,005		$	17,949		$	3		$	1,961		$	33,928
Provision for losses on unfunded commitments		848			(77	)		771			(90	)		1,494			(2	)		37			2,210
Ending balance - reserve for unfunded lending commitments		13,487			294			13,781			915			19,443			1			1,998			36,138
Total allowance for credit losses	$	142,733		$	49,240		$	191,973		$	72,160		$	42,285		$	43,667		$	25,725		$	375,810
Allowance for credit losses:
Individually evaluated	$	7,223		$	—		$	7,223		$	—		$	—		$	—		$	—		$	7,223
Collectively evaluated	$	135,510		$	49,240		$	184,750		$	72,160		$	42,285		$	43,667		$	25,725		$	368,587

The allowance for credit losses at September 30, 2026 increased $34.2 million, which includes both the initial allowance on purchased seasoned loans and purchased credit deteriorated loans totaling $21.9 million and a modest net increase in the funded and unfunded reserves. The modest increase in reserves was largely driven by the growth in the commercial loan portfolios and reflects relatively stable credit metrics when compared to year-end. In arriving at the allowance for credit losses at September 30, 2026, the Company weighted Moody’s September 2026 baseline economic forecast at 50% and the downside mild recessionary S-2 scenario at 50%. The September 2026 baseline scenario, which Moody’s defines as the most likely outcome of where the economy is headed based on current conditions, reflects the potential impacts of current geopolitical conflicts and continued elevated inflation, and projects moderate GDP growth and gradually rising unemployment in the near term. The S-2 scenario assumes heightened geopolitical and

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trade disruptions, higher and sustained tariffs, elevated oil prices, and increased global uncertainty, triggering a mild recession beginning in the fourth quarter of 2026 and lasting for three quarters.

	Nine Months Ended September 30, 2025
				Commercial			Total			Commercial
	Commercial			Real Estate-			Commercial			Real Estate-			Construction
	Non-Real			Owner			and			Income			and Land			Residential
($ in thousands)	Estate			Occupied			Industrial			Producing			Development			Mortgages			Consumer			Total
Allowance for credit losses
Allowance for loan losses:
Beginning balance	$	121,090		$	36,264		$	157,354		$	71,975		$	21,158		$	42,445		$	25,950		$	318,882
Charge-offs		(32,445	)		(4,626	)		(37,071	)		(34	)		(1,291	)		(678	)		(12,283	)		(51,357	)
Recoveries		8,484			541			9,025			12			123			521			2,213			11,894
Net provision for loan losses		28,725			7,857			36,582			(9,798	)		(2,779	)		343			9,869			34,217
Ending balance - allowance for loan losses	$	125,854		$	40,036		$	165,890		$	62,155		$	17,211		$	42,631		$	25,749		$	313,636
Reserve for unfunded lending commitments:
Beginning balance	$	6,441		$	309		$	6,750		$	642		$	14,639		$	4		$	2,018		$	24,053
Provision for losses on unfunded commitments		3,785			(1	)		3,784			3			168			(3	)		(131	)		3,821
Ending balance - reserve for unfunded lending commitments		10,226			308			10,534			645			14,807			1			1,887			27,874
Total allowance for credit losses	$	136,080		$	40,344		$	176,424		$	62,800		$	32,018		$	42,632		$	27,636		$	341,510
Allowance for credit losses
Individually evaluated	$	11,131		$	604		$	11,735		$	—		$	—		$	841		$	193		$	12,769
Collectively evaluated	$	124,949		$	39,740		$	164,689		$	62,800		$	32,018		$	41,791		$	27,443		$	328,741

The allowance for credit losses at September 30, 2025 was down modestly on a net basis compared to December 31, 2024, largely driven by declines in the commercial real estate - income producing and the construction and land development portfolios, that was partially offset by increases in commercial non-real estate due to the expected impact of continued stress of market conditions on our borrowers. In arriving at the allowance for credit losses at September 30, 2025, the Company weighted the Moody's baseline economic forecast at 50% and the downside mild recessionary S-2 scenario at 50%.

Nonaccrual Loans and Certain Reportable Modified Loan Disclosures

The following table shows the composition of nonaccrual loans and those without an allowance for loan losses, by portfolio class at September 30, 2026 and December 31, 2025.

	September 30, 2026						December 31, 2025
($ in thousands)	Total Nonaccrual			Nonaccrual Without Allowance for Loan Loss			Total Nonaccrual			Nonaccrual Without Allowance for Loan Loss
Commercial non-real estate	$	50,817		$	14,856		$	34,525		$	3,294
Commercial real estate - owner occupied		11,071			7,490			6,723			1,470
Total commercial and industrial		61,888			22,346			41,248			4,764
Commercial real estate - income producing		2,675			1,619			4,760			5,114
Construction and land development		1,067			—			3,173			2,178
Residential mortgages		56,371			3,092			46,986			2,511
Consumer		11,341			835			10,703			316
Total	$	133,342		$	27,892		$	106,870		$	14,883

As a part of our loss mitigation efforts, we may provide modifications to borrowers experiencing financial difficulty to improve long-term collectability of the loans and to avoid the need for repossession or foreclosure of collateral. Nonaccrual loans include reportable nonaccruing modified loans to borrowers experiencing financial difficulty (MEFDs) totaling $10.6 million and $5.8 million at September 30, 2026 and December 31, 2025, respectively. Total reportable MEFDs, both accruing and nonaccruing, were $115.1 million and $162.8 million at September 30, 2026 and December 31, 2025, respectively. Unfunded commitments to borrowers whose terms have been modified as a reportable MEFD were $3.7 million and $7.2 million at September 30, 2026 and December 31, 2025, respectively.

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The tables below provide detail by portfolio class for reportable MEFDs entered into during the three and nine months ended September 30, 2026 and 2025. Modified facilities are reported using the balance at the end of each period reported and are reflected only once in each table based on the type of modification or combination of modification.

	Three Months Ended September 30, 2026
	Term Extension						Significant Payment Delay						Term Extensions and Significant Payment Delay						Other(1)
($ in thousands)	Balance			Percentage of Portfolio			Balance			Percentage of Portfolio			Balance			Percentage of Portfolio			Balance			Percentage of Portfolio
Commercial non-real estate	$	4,166			0.04	%	$	324			0.00	%	$	—			—		$	120			0.00	%
Commercial real estate - owner occupied		13,434			0.36	%		—			—			—			—			—			—
Total commercial and industrial		17,600			0.12	%		324			0.00	%		—			—			120			0.00	%
Commercial real estate - income producing		—			—			—			—			—			—			—			—
Construction and land development		—			—			—			—			—			—			—			—
Residential mortgages		983			0.02	%		—			—			—			—			—			—
Consumer		10,061			0.73	%		—			—			—			—			—			—
Total reportable modified loans	$	28,644			0.11	%	$	324			0.00	%	$	—			—		$	120			0.00	%

(1)Includes a combination of interest rate reduction and term extension.

	Nine Months Ended September 30, 2026
	Term Extension						Significant Payment Delay						Term Extensions and Significant Payment Delay						Other(1)
($ in thousands)	Balance			Percentage of Portfolio			Balance			Percentage of Portfolio			Balance			Percentage of Portfolio			Balance			Percentage of Portfolio
Commercial non-real estate	$	9,265			0.09	%	$	324			0.00	%	$	3,403			0.03	%	$	120			0.00	%
Commercial real estate - owner occupied		44,916			1.20	%		—			—			—			—			—			—
Total commercial and industrial		54,181			0.38	%		324			0.00	%		3,403			0.02	%		120			0.00	%
Commercial real estate - income producing		—			—			—			—			—			—			—			—
Construction and land development		—			—			—			—			—			—			—			—
Residential mortgages		6,136			0.15	%		—			—			—			—			260			0.01	%
Consumer		10,155			0.74	%		—			—			—			—			—			—
Total reportable modified loans	$	70,472			0.27	%	$	324			0.00	%	$	3,403			0.01	%	$	380			0.00	%

(1)Includes a combination of interest rate reduction and term extension.

	Three Months Ended September 30, 2025
	Term Extension						Significant Payment Delay						Term Extensions and Significant Payment Delay						Other(1)
($ in thousands)	Balance			Percentage of Portfolio			Balance			Percentage of Portfolio			Balance			Percentage of Portfolio			Balance			Percentage of Portfolio
Commercial non-real estate	$	57,892			0.60	%	$	—			—		$	—			—		$	—			—
Commercial real estate - owner occupied		—			—			—			—			—			—			—			—
Total commercial and industrial		57,892			0.45	%		—			—			—			—			—			—
Commercial real estate - income producing		—			—			—			—			—			—			—			—
Construction and land development		—			—			—			—			—			—			—			—
Residential mortgages		1,271			0.03	%		—			—			2,077			0.05	%		606			0.02	%
Consumer		43			0.00	%		—			—			150			0.01	%		—			—
Total reportable modified loans	$	59,206			0.25	%	$	—			—		$	2,227			0.01	%	$	606			0.00	%

(1)Includes a combination of interest rate reduction and term extension.

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	Nine Months Ended September 30, 2025
	Term Extension						Significant Payment Delay						Term Extensions and Significant Payment Delay						Other(1)
($ in thousands)	Balance			Percentage of Portfolio			Balance			Percentage of Portfolio			Balance			Percentage of Portfolio			Balance			Percentage of Portfolio
Commercial non-real estate	$	63,408			0.66	%	$	8,976			0.09	%	$	70			0.00	%	$	—			—
Commercial real estate - owner occupied		340			0.01	%		—			—			—			—			—			—
Total commercial and industrial		63,748			0.49	%		8,976			0.07	%		70			0.00	%		—			—
Commercial real estate - income producing		—			—			—			—			—			—			—			—
Construction and land development		—			—			—			—			—			—			—			—
Residential mortgages		14,537			0.36	%		413			0.01	%		2,077			0.05	%		606			0.02	%
Consumer		43			0.00	%		—			—			150			0.01	%		—			—
Total reportable modified loans	$	78,328			0.33	%	$	9,389			0.04	%	$	2,297			0.01	%	$	606			0.00	%

(1)Includes a combination of interest rate reduction and term extension.

For the three months ended September 30, 2026, reportable modifications to borrowers experiencing financial difficulty consisted of weighted average term extensions totaling approximately seven months for commercial loans, two years for residential mortgage loans and nine months for consumer loans. Reportable modifications to borrowers experiencing financial difficulty during the nine months ended September 30, 2026 consisted of weighted average term extensions totaling approximately 11 months for commercial loans, two years for residential mortgage loans and 10 months for consumer loans. The weighted average term of other than insignificant payment delays for the three months ended September 30, 2026 was six months for commercial loans. The weighted average term of other than insignificant payment delays for the nine months ended September 30, 2026 was approximately two years for commercial loans. In addition, the weighted-average interest rate reduction for commercial loans during the three months ended September 30, 2026 was 525 basis points. The weighted-average interest rate reduction during the nine months ended September 30, 2026 was 525 basis points for commercial loans and 164 basis points for residential loans. Term extensions and payment delays are considered other than insignificant when they exceed six months when considering other modifications made in the prior 12 months.

Reportable modifications to borrowers experiencing financial difficulty during the three months ended September 30, 2025 consisted of weighted average term extensions totaling approximately seven months for commercial loans and three years for residential mortgage and consumer loans. Reportable modifications to borrowers experiencing financial difficulty during the nine months ended September 30, 2025 consisted of weighted average term extensions totaling approximately 11 months for commercial loans, 18 months for residential mortgage loans and 31 months for consumer loans. The weighted average term of other than insignificant payment delays for the three months ended September 30, 2025 was one year for residential loans and seven months for consumer loans. The weighted average term of other than insignificant payment delays for the nine months ended September 30, 2025 was four months for commercial loans, 10 months for residential mortgage loans and seven months for consumer loans. The weighted-average interest rate reduction for the three and nine months ended September 30, 2025 for the residential portfolio was 240 basis points.

The tables that follow present the aging analysis of reportable modifications to borrowers experiencing financial difficulty by portfolio class at September 30, 2026 and December 31, 2025.

	September 30, 2026
(in thousands)	30-59 Days Past Due			60-89 Days Past Due			90 Days or more Past Due			Total Past Due			Current			Total Reportable Modified Loans
Commercial non-real estate	$	—		$	5,000		$	4,651		$	9,651		$	41,787		$	51,438
Commercial real estate - owner occupied		—			31,482			223			31,705			13,434			45,139
Total commercial and industrial		—			36,482			4,874			41,356			55,221			96,577
Commercial real estate - income producing		—			—			—			—			—			—
Construction and land development		—			—			—			—			136			136
Residential mortgages		—			—			680			680			7,426			8,106
Consumer		—			—			—			—			10,292			10,292
Total reportable modified loans	$	—		$	36,482		$	5,554		$	42,036		$	73,075		$	115,111

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	December 31, 2025
(in thousands)	30-59 Days Past Due			60-89 Days Past Due			90 Days or more Past Due			Total Past Due			Current			Total Reportable Modified Loans
Commercial non-real estate	$	—		$	27,670		$	734		$	28,404		$	74,911		$	103,315
Commercial real estate - owner occupied		—			—			—			—			28,939			28,939
Total commercial and industrial		—			27,670			734			28,404			103,850			132,254
Commercial real estate - income producing		—			—			—			—			14,914			14,914
Construction and land development		—			—			—			—			147			147
Residential mortgages		1,285			416			—			1,701			13,458			15,159
Consumer		—			—			148			148			227			375
Total reportable modified loans	$	1,285		$	28,086		$	882		$	30,253		$	132,596		$	162,849

There were loans to five commercial borrowers totaling $9.9 million and four residential borrowers totaling $0.8 million with reportable term extensions and/or significant payment delays that had post modification payment defaults during the three months ended September 30, 2026. For the nine month period ended September 30, 2026, there were loans to nine commercial borrowers totaling $54.8 million and five residential borrowers totaling $1.0 million with reportable term extensions and/or significant payment delays that had post modification payment defaults. There were loans to two commercial borrowers totaling $3.3 million and one consumer loan totaling $0.1 million with reportable term extensions and/or significant payment delays that had post modification payment defaults during the three months ended September 30, 2025. For the nine month period ended September 30, 2025, there were loans to seven commercial borrowers totaling $27.6 million, and two consumer borrowers totaling $0.2 million with reportable term extension modifications, significant payment delays and/or interest rate reductions that had post modification payment defaults. A payment default occurs if the loan is either 90 days or more delinquent or has been charged off as of the end of the period presented.

Aging Analysis

The tables below present the aging analysis of past due loans by portfolio class at September 30, 2026 and December 31, 2025.

	September 30, 2026
($ in thousands)	30-59 Days Past Due			60-89 Days Past Due			90 Days or more Past Due			Total Past Due			Current			Total Loans			Recorded Investment > 90 Days and Still Accruing
Commercial non-real estate	$	18,015		$	30,000		$	43,860		$	91,875		$	10,291,190		$	10,383,065		$	11,720
Commercial real estate - owner occupied		8,405			32,566			16,364			57,335			3,695,750			3,753,085			6,140
Total commercial and industrial		26,420			62,566			60,224			149,210			13,986,940			14,136,150			17,860
Commercial real estate - income producing		1,734			360			8,560			10,654			5,475,441			5,486,095			6,037
Construction and land development		417			1,370			926			2,713			1,545,834			1,548,547			153
Residential mortgages		14,095			12,271			44,365			70,731			3,925,064			3,995,795			81
Consumer		8,695			4,177			8,699			21,571			1,352,265			1,373,836			1,821
Total loans	$	51,361		$	80,744		$	122,774		$	254,879		$	26,285,544		$	26,540,423		$	25,952

	December 31, 2025
($ in thousands)	30-59 Days Past Due			60-89 Days Past Due			90 Days or more Past Due			Total Past Due			Current			Total Loans			Recorded Investment > 90 Days and Still Accruing
Commercial non-real estate	$	19,008		$	43,316		$	39,954		$	102,278		$	9,706,733		$	9,809,011		$	20,358
Commercial real estate - owner occupied		15,013			308			7,609			22,930			3,247,150			3,270,080			1,586
Total commercial and industrial		34,021			43,624			47,563			125,208			12,953,883			13,079,091			21,944
Commercial real estate - income producing		990			2,806			7,177			10,973			4,272,195			4,283,168			2,928
Construction and land development		1,754			564			3,488			5,806			1,233,280			1,239,086			565
Residential mortgages		42,302			17,984			34,656			94,942			3,921,975			4,016,917			116
Consumer		9,284			4,675			9,839			23,798			1,316,380			1,340,178			3,245
Total loans	$	88,351		$	69,653		$	102,723		$	260,727		$	23,697,713		$	23,958,440		$	28,798

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Credit Quality Indicators

The following tables present the credit quality indicators by segment and portfolio class of loans at September 30, 2026 and December 31, 2025.

	September 30, 2026
($ in thousands)	Commercial Non-Real Estate			Commercial Real Estate - Owner-Occupied			Total Commercial and Industrial			Commercial Real Estate - Income Producing			Construction and Land Development			Total Commercial
Grade:
Pass	$	9,816,249		$	3,560,749		$	13,376,998		$	5,272,508		$	1,492,304		$	20,141,810
Pass-Watch		264,088			93,130			357,218			176,607			9,900			543,725
Special Mention		105,989			28,161			134,150			1,315			17,233			152,698
Substandard		195,206			71,045			266,251			35,665			29,110			331,026
Doubtful		1,533			—			1,533			—			—			1,533
Total	$	10,383,065		$	3,753,085		$	14,136,150		$	5,486,095		$	1,548,547		$	21,170,792

	December 31, 2025
($ in thousands)	Commercial Non-Real Estate			Commercial Real Estate - Owner-Occupied			Total Commercial and Industrial			Commercial Real Estate - Income Producing			Construction and Land Development			Total Commercial
Grade:
Pass	$	9,180,624		$	3,064,325		$	12,244,949		$	4,035,415		$	1,170,834		$	17,451,198
Pass-Watch		266,120			123,373			389,493			189,994			35,305			614,792
Special Mention		88,729			23,195			111,924			8,251			28,208			148,383
Substandard		273,538			59,187			332,725			49,508			4,739			386,972
Doubtful		—			—			—			—			—			—
Total	$	9,809,011		$	3,270,080		$	13,079,091		$	4,283,168		$	1,239,086		$	18,601,345

		September 30, 2026												December 31, 2025
($ in thousands)		Residential Mortgage				Consumer				Total				Residential Mortgage				Consumer				Total
Performing		$	3,939,424			$	1,362,495			$	5,301,919			$	3,969,931			$	1,329,475			$	5,299,406
Nonperforming			56,371				11,341				67,712				46,986				10,703				57,689
Total		$	3,995,795			$	1,373,836			$	5,369,631			$	4,016,917			$	1,340,178			$	5,357,095

The Company routinely assesses the ratings of loans in its portfolio through an established and comprehensive portfolio management process. Below are the definitions of the Company’s internally assigned grades:

Commercial:

•Pass – loans properly approved, documented, collateralized, and performing which do not reflect an abnormal credit risk.

•Pass-Watch – credits in this category are of sufficient risk to cause concern. This category is reserved for credits that display negative performance trends. The “Watch” grade should be regarded as a transition category.

•Special Mention – a criticized asset category defined as having potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may, at some future date, result in the deterioration of the repayment prospects for the credit or the institution’s credit position. Special mention credits are not considered part of the classified credit categories and do not expose the institution to sufficient risk to warrant adverse classification.

•Substandard – an asset that is inadequately protected by the current sound worth and paying capacity of the obligor 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. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

•Doubtful – an asset that has all the weaknesses inherent in one classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.

•Loss – credits classified as loss are considered uncollectable and are charged off promptly once so classified.

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Residential and Consumer:

•Performing – accruing loans.

•Nonperforming – loans for which there are good reasons to doubt that payments will be made in full. Nonperforming loans include all loans with nonaccrual status.

Vintage Analysis

The following tables present credit quality disclosures of amortized cost by class and vintage for term loans and by revolving and revolving converted to amortizing at September 30, 2026 and December 31, 2025. The Company defines vintage as the later of origination, renewal or modification date. Loans acquired in the OFB transaction are reflected in the September 30, 2026 vintage table based on the original terms. The gross charge-offs presented in the tables that follow are for the nine months ended September 30, 2026 and the year ended December 31, 2025.

	Term Loans																					Revolving Loans
September 30, 2026	Amortized Cost Basis by Origination Year																		Revolving			Converted to
($ in thousands)	2026			2025			2024			2023			2022			Prior			Loans			Term Loans			Total
Commercial Non-Real Estate:
Pass	$	1,722,336		$	1,735,105		$	965,963		$	648,396		$	553,666		$	1,044,122		$	3,045,737		$	100,924		$	9,816,249
Pass-Watch		10,215			31,696			13,218			56,932			38,913			25,772			75,022			12,320			264,088
Special Mention		1,232			6,790			9,847			5,540			42,084			25,014			14,422			1,060			105,989
Substandard		10,421			9,325			15,732			33,118			40,520			19,007			55,482			11,601			195,206
Doubtful		1,524			—			—			—			—			—			—			9			1,533
Total	$	1,745,728		$	1,782,916		$	1,004,760		$	743,986		$	675,183		$	1,113,915		$	3,190,663		$	125,914		$	10,383,065
Gross Charge-offs	$	1,004		$	395		$	5,157		$	6,616		$	936		$	5,513		$	2,708		$	6,738		$	29,067
Commercial Real Estate - Owner Occupied:
Pass	$	548,077		$	629,936		$	395,254		$	378,535		$	468,388		$	1,080,411		$	59,240		$	908		$	3,560,749
Pass-Watch		2,972			6,815			13,282			11,279			33,315			24,743			558			166			93,130
Special Mention		789			6,659			1,502			683			10,307			8,221			—			—			28,161
Substandard		44,916			1,651			2,488			1,936			7,288			12,532			234			—			71,045
Doubtful		—			—			—			—			—			—			—			—			—
Total	$	596,754		$	645,061		$	412,526		$	392,433		$	519,298		$	1,125,907		$	60,032		$	1,074		$	3,753,085
Gross Charge-offs	$	—		$	—		$	14		$	—		$	311		$	—		$	—		$	—		$	325
Commercial Real Estate - Income Producing:
Pass	$	1,113,409		$	1,138,856		$	615,375		$	616,179		$	681,897		$	1,035,134		$	67,242		$	4,416		$	5,272,508
Pass-Watch		7,246			15,093			24,763			1,695			85,739			41,383			468			220			176,607
Special Mention		35			252			—			—			—			1,028			—			—			1,315
Substandard		—			1,430			—			4,005			6,057			22,814			—			1,359			35,665
Doubtful		—			—			—			—			—			—			—			—			—
Total	$	1,120,690		$	1,155,631		$	640,138		$	621,879		$	773,693		$	1,100,359		$	67,710		$	5,995		$	5,486,095
Gross Charge-offs	$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	—
Construction and Land Development:
Pass	$	293,407		$	638,404		$	253,421		$	74,273		$	51,122		$	72,493		$	100,789		$	8,395		$	1,492,304
Pass-Watch		119			3,266			659			327			126			400			5,003			—			9,900
Special Mention		9,241			—			—			1,867			5,143			982			—			—			17,233
Substandard		—			466			95			—			28,066			218			—			265			29,110
Doubtful		—			—			—			—			—			—			—			—			—
Total	$	302,767		$	642,136		$	254,175		$	76,467		$	84,457		$	74,093		$	105,792		$	8,660		$	1,548,547
Gross Charge-offs	$	—		$	27		$	—		$	—		$	218		$	30		$	—		$	—		$	275
Residential Mortgage:
Performing	$	201,647		$	315,249		$	141,034		$	373,654		$	1,003,244		$	1,901,757		$	2,839		$	—		$	3,939,424
Nonperforming		—			1,949			2,336			13,453			12,676			25,957			—			—			56,371
Total	$	201,647		$	317,198		$	143,370		$	387,107		$	1,015,920		$	1,927,714		$	2,839		$	—		$	3,995,795
Gross Charge-offs	$	—		$	—		$	—		$	409		$	548		$	60		$	—		$	—		$	1,017
Consumer Loans:
Performing	$	46,131		$	24,756		$	19,899		$	16,556		$	14,722		$	62,632		$	1,154,611		$	23,188		$	1,362,495
Nonperforming	$	—			43			235			1,245			922			6,853			532			1,511			11,341
Total	$	46,131		$	24,799		$	20,134		$	17,801		$	15,644		$	69,485		$	1,155,143		$	24,699		$	1,373,836
Gross Charge-offs	$	17		$	288		$	549		$	598		$	593		$	398		$	7,502		$	1,264		$	11,209

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	Term Loans																					Revolving Loans
December 31, 2025	Amortized Cost Basis by Origination Year																		Revolving			Converted to
($ in thousands)	2025			2024			2023			2022			2021			Prior			Loans			Term Loans			Total
Commercial Non-Real Estate:
Pass	$	2,030,587		$	1,164,266		$	711,218		$	812,902		$	525,095		$	891,032		$	2,955,174		$	90,350		$	9,180,624
Pass-Watch		24,737			27,477			39,683			33,385			12,896			18,064			94,461			15,417			266,120
Special Mention		2,405			6,975			6,239			27,719			10,564			4,305			28,330			2,192			88,729
Substandard		13,738			6,450			81,228			87,745			11,275			6,798			51,619			14,685			273,538
Doubtful		—			—			—			—			—			—			—			—			—
Total	$	2,071,467		$	1,205,168		$	838,368		$	961,751		$	559,830		$	920,199		$	3,129,584		$	122,644		$	9,809,011
Gross Charge-offs	$	4,798		$	2,718		$	15,397		$	2,888		$	74		$	531		$	3,722		$	15,436		$	45,564
Commercial Real Estate - Owner Occupied:
Pass	$	616,536		$	401,399		$	312,006		$	461,247		$	459,700		$	711,509		$	51,600		$	50,328		$	3,064,325
Pass-Watch		26,766			6,397			2,746			43,060			14,187			27,591			2,506			120			123,373
Special Mention		2,371			2,202			1,008			12,024			5,054			293			195			48			23,195
Substandard		2,082			822			6,685			20,353			1,472			27,723			50			—			59,187
Doubtful		—			—			—			—			—			—			—			—			—
Total	$	647,755		$	410,820		$	322,445		$	536,684		$	480,413		$	767,116		$	54,351		$	50,496		$	3,270,080
Gross Charge-offs	$	—		$	—		$	86		$	—		$	2,741		$	1,799		$	—		$	—		$	4,626
Commercial Real Estate - Income Producing:
Pass	$	1,110,044		$	416,052		$	519,955		$	724,326		$	549,335		$	649,996		$	64,217		$	1,490		$	4,035,415
Pass-Watch		22,429			15,606			4,219			101,959			4,277			40,381			1,123			—			189,994
Special Mention		7,962			—			289			—			—			—			—			—			8,251
Substandard		192			—			7,669			10,441			10,871			20,185			150			—			49,508
Doubtful		—			—			—			—			—			—			—			—			—
Total	$	1,140,627		$	431,658		$	532,132		$	836,726		$	564,483		$	710,562		$	65,490		$	1,490		$	4,283,168
Gross Charge-offs	$	—		$	—		$	—		$	34		$	—		$	—		$	—		$	—		$	34
Construction and Land Development:
Pass	$	349,811		$	358,827		$	185,672		$	54,798		$	75,084		$	14,954		$	131,153		$	535		$	1,170,834
Pass-Watch		29,323			814			1,500			3,299			128			241			—			—			35,305
Special Mention		60			—			—			28,036			112			—			—			—			28,208
Substandard		72			185			1,665			2,560			135			122			—			—			4,739
Doubtful		—			—			—			—			—			—			—			—			—
Total	$	379,266		$	359,826		$	188,837		$	88,693		$	75,459		$	15,317		$	131,153		$	535		$	1,239,086
Gross Charge-offs	$	—		$	—		$	—		$	1,297		$	—		$	17		$	—		$	—		$	1,314
Residential Mortgage:
Performing	$	360,686		$	131,928		$	390,276		$	1,039,884		$	824,012		$	1,220,288		$	2,857		$	—		$	3,969,931
Nonperforming		371			2,300			10,582			10,244			6,335			17,154			—			—			46,986
Total	$	361,057		$	134,228		$	400,858		$	1,050,128		$	830,347		$	1,237,442		$	2,857		$	—		$	4,016,917
Gross Charge-offs	$	—		$	36		$	502		$	335		$	—		$	49		$	—		$	—		$	922
Consumer Loans:
Performing	$	50,512		$	24,693		$	22,963		$	18,103		$	8,928		$	47,131		$	1,123,471		$	33,674		$	1,329,475
Nonperforming		51			44			349			842			627			4,367			408			4,015			10,703
Total	$	50,563		$	24,737		$	23,312		$	18,945		$	9,555		$	51,498		$	1,123,879		$	37,689		$	1,340,178
Gross Charge-offs	$	85		$	952		$	1,104		$	1,277		$	528		$	695		$	9,228		$	2,137		$	16,006

Residential Mortgage Loans in Process of Foreclosure

Loans in process of foreclosure include those for which formal foreclosure proceedings are in process according to local requirements of the applicable jurisdiction. Included in loans at September 30, 2026 and December 31, 2025 were $19.8 million and $12.0 million, respectively, of loans secured by single family residential real estate that were in process of foreclosure. In addition to the single family residential real estate loans in process of foreclosure, the Company also held foreclosed single family residential properties in other real estate owned totaling $5.0 million and $5.1 million at September 30, 2026 and December 31, 2025, respectively.

Loans Held for Sale

Loans held for sale totaled $30.7 million and $33.2 million at September 30, 2026 and December 31, 2025, respectively. Loans held for sale is composed primarily of residential mortgage loans originated for sale in the secondary market and, at certain times, other loans originated for sale, generally through syndications. At September 30, 2026, residential mortgage loans carried at the fair value option totaled $21.3 million with an unpaid principal balance of $21.5 million. At December 31, 2025, residential mortgage loans carried at the fair value option totaled $33.2 million with an unpaid principal balance of $32.3 million. All other loans held for sale are carried at the lower of cost or market.

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5. Investments in Low Income Housing Tax Credit Entities

The Company invests in certain affordable housing project limited partnerships that are qualified low-income housing tax credit developments. These investments are considered variable interest entities for which the Company is not the primary beneficiary and, therefore, are not consolidated. These partnerships generate low-income tax credits that are earned over a 10-year period, beginning with the year the rental activity begins. The Company has elected to use the practical expedient method of amortization, which approximates the proportional amortization method, whereby the investment cost is amortized in proportion to the allocated tax credits over the 10 year tax credit period. Additionally, the Company recognizes deferred taxes on the basis difference of the tax equity investment to reflect the financial impact of other tax benefits (e.g., tax operating losses) not included in the practical expedient amortization. The tax credits, when realized, are reflected in the consolidated statements of income as a reduction of income tax expense. The Company’s investments in affordable housing limited partnerships totaled $37.5 million at both September 30, 2026 and December 31, 2025, with a balance net of accumulated amortization included in the other assets line item on our Consolidated Balance Sheets totaling $19.0 million and $21.8 million, respectively, for those same periods. The net impact of the low-income housing tax credit program was not material to our Consolidated Statements of Income or Cash Flows for the three or nine months ended September 30, 2026 and 2025.

6. Borrowings

Short-term borrowings include Federal Home Loan Bank (FHLB) advances totaling $750.0 million as of September 30, 2026 and $400.0 million as of December 31, 2025. At September 30, 2026, FHLB advances outstanding consisted of six fixed-rate notes with a weighted average interest rate of 3.93% and maturity dates ranging from October 1, 2026 through April 29, 2027. At December 31, 2025, FHLB advances outstanding consisted of one fixed-rate note bearing interest at 3.62% entered into on December 31, 2025, that matured on January 2, 2026. As short-term advances mature, they are generally paid off and replaced with new short-term FHLB advances, if warranted, depending on funding needs.

Also included in short-term borrowings are securities sold under agreements to repurchase that mature daily and are secured by U.S. agency securities totaling $554.0 million and $546.9 million at September 30, 2026 and December 31, 2025, respectively. The Company borrows funds on a secured basis by selling securities under agreements to repurchase, mainly in connection with treasury management services offered to its deposit customers. As the Company maintains effective control over assets sold under agreements to repurchase, the securities continue to be carried on the consolidated statements of financial condition. Because the Company acts as borrower transferring assets to the counterparty, and the agreements mature daily, the Company’s risk is limited.

The remaining balances in short-term borrowings of $0.4 million at September 30, 2026 and $70.4 million at December 31, 2025, are federal funds purchased, which are unsecured borrowings from other banks, generally on an overnight basis.

Long-term debt at September 30, 2026 and December 31, 2025 includes subordinated notes payable with an aggregate principal amount of $172.5 million, a stated maturity of June 15, 2060, and a fixed rate of 6.25% per annum that qualify as Tier 2 capital of certain regulatory capital ratios. Subject to prior approval by the Federal Reserve, the Company may redeem these notes in whole or in part on any of its quarterly interest payment dates.

In addition, long-term debt at September 30, 2026 includes redeemable fixed-to-floating rate subordinate notes with an aggregate principal amount of $30.0 million, assumed in the OFB transaction. The subordinated notes carried a fixed interest rate of 3.875% per annum until September 1, 2026, at which point the interest rate reset quarterly to the then-current three-month Secured Overnight Financing Rate (SOFR) plus 322 basis points. The Company redeemed these notes in whole subsequent to quarter-end, on October 1, 2026.

All other long-term debt at September 30, 2026 and December 31, 2025 consists of borrowings associated with tax credit fund activities. Although these borrowings have indicated maturities through 2052, each is expected to be satisfied at the end of the seven-year compliance period for the related tax credit investments.

7. Derivatives

Risk Management Objective of Using Derivatives

The Company enters into derivative financial instruments to manage risks related to differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments. The Bank also enters into interest rate derivative agreements as a service to certain qualifying customers. The Bank manages a matched book with respect to these customer derivatives in order to minimize its net interest rate risk exposure resulting from such agreements. In addition, the Bank also enters into risk participation agreements under which it may either sell or buy credit risk associated with a customer’s performance under certain interest rate derivative contracts related to loans in which participation interests have been sold to or purchased from other banks.

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Fair Values of Derivative Instruments on the Balance Sheet

The table below presents the notional or contractual amounts and fair values of the Company’s derivative financial instruments as well as their classification on the consolidated balance sheets at September 30, 2026 and December 31, 2025.

		September 30, 2026									December 31, 2025
		Notional or									Notional or
	Type of	Contractual			Derivative (1)						Contractual			Derivative (1)
($ in thousands)	Hedge	Amount			Assets			Liabilities			Amount			Assets			Liabilities
Derivatives designated as hedging instruments:
Interest rate swaps - variable rate loans	Cash Flow	$	1,950,000		$	—		$	41,073		$	1,775,000		$	4,026		$	16,335
Interest rate swaps - securities	Fair Value		359,000			36,189			—			397,500			23,569			—
Total derivatives designated as hedging instruments		$	2,309,000		$	36,189		$	41,073		$	2,172,500		$	27,595		$	16,335
Derivatives not designated as hedging instruments:
Interest rate swaps	N/A	$	5,497,384		$	111,357		$	111,346		$	5,308,711		$	73,725		$	73,829
Risk participation agreements	N/A		438,995			3			10			373,117			10			10
Interest rate-lock commitments on residential mortgage loans	N/A		30,759			190			78			23,192			497			—
Forward commitments to sell residential mortgage loans	N/A		4,426			4			12			9,081			2			108
To Be Announced (TBA) securities	N/A		39,000			665			1			30,000			4			62
Foreign exchange forward contracts	N/A		44,101			851			841			82,157			3,779			3,745
Visa Class B derivative contract	N/A		41,341			—			864			41,588			—			1,284
Total derivatives not designated as hedging instruments		$	6,096,006		$	113,070		$	113,152		$	5,867,846		$	78,017		$	79,038
Total derivatives		$	8,405,006		$	149,259		$	154,225		$	8,040,346		$	105,612		$	95,373
Less: netting adjustment (2)						(62,896	)		—						(42,486	)		(6	)
Total derivative assets/liabilities					$	86,363		$	154,225					$	63,126		$	95,367

(1)Derivative assets and liabilities are reported in other assets and other liabilities, respectively, in the consolidated balance sheets.

(2)Represents balance sheet netting of derivative assets and liabilities for variation margin collateral held or placed with the same central clearing counterparty. See offsetting assets and liabilities for further information.

Cash Flow Hedges of Interest Rate Risk

The Company is party to various interest rate swap agreements designated and qualifying as cash flow hedges of the Company’s forecasted variable cash flows for pools of variable rate loans. For each agreement, the Company receives interest at a fixed rate and pays interest at a variable rate. The Company has terminated certain interest rate swaps designated as cash flow hedges prior to maturity. The net cash received/paid for these transactions was recorded as accumulated other comprehensive income (loss) and is being amortized into earnings through the original maturity dates of the respective contracts. The Company expects to reclassify into earnings approximately $20.8 million in pre-tax losses due to the net receipt/payment of interest and amortization on all cash flow hedges within the next twelve months. See Note 8 – Stockholders’ Equity for the impact of cash flow hedges on the consolidated statements of income related to realized gains (losses) reclassified from accumulated other comprehensive income (loss) to net income.

The notional amounts of the active interest rate swap agreements at September 30, 2026 expire as follows: $100 million in 2026; $825 million in 2027; $50 million in 2028; $275 million in 2029; $625 million in 2030; and $75 million in 2031.

Fair Value Hedges of Interest Rate Risk

Interest rate swaps on securities available for sale

The Company is party to forward-starting fixed payer swaps that convert the latter portion of the term of certain available for sale securities to a floating rate. These derivative instruments are designated as fair value hedges of interest rate risk. This strategy provides the Company with a fixed rate coupon during the front-end unhedged tenor of the bonds and results in a floating rate security during the back-end hedged tenor. At September 30, 2026, these single layer instruments have hedge start dates between February 2025 and July 2026, and maturity dates from March 2030 through March 2031. The change in the fair value of the hedged item attributable to interest rate risk and the net hedge income from effective hedges is presented in interest income along with the change in the fair value of the hedging instrument.

The notional amount of fair value hedges that are effective totaled $359.0 million and $203.5 million at September 30, 2026 and 2025, respectively. Once effective, fair value hedges synthetically convert the notional portion of the hedged asset to a variable rate over the

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life of the hedge that is indexed to the federal funds effective rate, with the resulting net earnings recorded in interest income on the "Securities-taxable" line item on the Consolidated Statements of Income.

The hedged available for sale securities are part of closed portfolios of pre-payable commercial mortgage-backed securities. In accordance with ASC 815, prepayment risk may be excluded when measuring the change in fair value of such hedged items attributable to interest rate risk under the portfolio layer method. At September 30, 2026, the amortized cost basis of the closed portfolio of pre-payable commercial mortgage-backed securities totaled $387.8 million, excluding any basis adjustment. The amount representing the hedged items was $322.7 million, and the basis adjustment associated with those hedged items was a loss of $36.3 million.

The Company terminated one swap agreement designated as a fair value hedge during the nine months ended September 30, 2026 and received cash of approximately $1.7 million and also sold the underlying security. The Company terminated one swap agreement designated as a fair value hedge during the nine months ended September 30, 2025, and received cash of approximately $2.3 million.

Derivatives Not Designated as Hedges

Customer interest rate derivative program

The Bank enters into interest rate derivative agreements, primarily rate swaps, with commercial banking customers to facilitate their risk management strategies. The Bank enters into offsetting agreements with unrelated financial institutions, thereby mitigating its net risk exposure resulting from such transactions. Because the interest rate derivatives associated with this program do not meet hedge accounting requirements, changes in the fair value of both the customer derivatives and the offsetting derivatives are recognized directly in earnings.

Risk participation agreements

The Bank also enters into risk participation agreements under which it may either assume or sell credit risk associated with a borrower’s performance under certain interest rate derivative contracts. In those instances where the Bank has assumed credit risk, it is not a direct counterparty to the derivative contract with the borrower and has entered into the risk participation agreement because it is a party to the related loan agreement with the borrower. In those instances in which the Bank has sold credit risk, it is the sole counterparty to the derivative contract with the borrower and has entered into the risk participation agreement because other banks participate in the related loan agreement. The Bank manages its credit risk under risk participation agreements by monitoring the creditworthiness of the borrower based on the Bank’s normal credit review process.

Mortgage banking derivatives

The Bank also enters into certain derivative agreements as part of its mortgage banking activities. These agreements include interest rate lock commitments on prospective residential mortgage loans and forward commitments to sell loans to investors on either a best efforts or a mandatory delivery basis. The Company uses these forward sales commitments, which may include To Be Announced (TBA) security contracts, on the open market to protect the value of its rate locks and mortgage loans held for sale from changes in interest rates and pricing between the origination of the rate lock and the final sale of these loans. These instruments meet the definition of derivative financial instruments and are reflected in other assets and other liabilities in the Consolidated Balance Sheets, with changes to the fair value recorded in noninterest income within the secondary mortgage market operations line item in the Consolidated Statements of Income.

The loans sold on a mandatory basis commit the Company to deliver a specific principal amount of mortgage loans to an investor at a specified price, by a specified date. If the Company fails to deliver the amount of mortgages necessary to fulfill the commitment by the specified date, we may be obligated to pay a pair-off fee, based on then-current market prices, to the investor/counterparty to compensate the investor for the shortfall. Mandatory delivery forward commitments include TBA security contracts on the open market to provide protection against changes in interest rates on the locked mortgage pipeline. The Company expects that mandatory delivery contracts, including TBA security contracts, will experience changes in fair value opposite to the changes in the fair value of derivative loan commitments. Certain assumptions, including pull through rates and rate lock periods, are used in managing the existing and future hedges. The accuracy of underlying assumptions could impact the ultimate effectiveness of any hedging strategies.

Forward commitments under best effort contracts commit the Company to deliver a specific individual mortgage loan to an investor if the loan to the underlying borrower closes. Generally, best efforts cash contracts have no pair-off risk regardless of market movement. The price the investor will pay the seller for an individual loan is specified prior to the loan being funded, generally the same day the Company enters into the interest rate lock commitment with the potential borrower. The Company expects that these best efforts forward loan sale commitments will experience a net neutral shift in fair value with related derivative loan commitments.

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At the closing of the loan, the rate lock commitment derivative expires and the Company generally records a loan held for sale at fair value under the election of fair value option.

Customer foreign exchange forward contract derivatives

The Company enters into foreign exchange forward contract derivative agreements, primarily forward foreign currency contracts, with commercial banking customers to facilitate their risk management strategies. The Bank manages its risk exposure from such transactions by entering into offsetting agreements with unrelated financial institutions. The Bank has not elected to designate these foreign exchange forward contract derivatives as hedges; as such, changes in the fair value of both the customer derivatives and the offsetting derivatives are recognized directly in earnings.

Visa Class B derivative contract

The Company is a member of Visa USA. In 2018, the Company sold the majority of its Visa Class B holdings, at which time it entered into a derivative agreement with the purchaser whereby the Company will make or receive cash payments whenever the conversion ratio of the Visa Class B shares into Visa Class A shares is adjusted. The conversion ratio changes when Visa deposits funds to a litigation escrow established by Visa to pay settlements for certain litigation, for which Visa is indemnified by Visa USA members. The Company is also required to make periodic financing payments to the purchaser until all of Visa’s covered litigation matters are resolved. Thus, the derivative contract extends until the end of Visa’s covered litigation matters, the timing of which is uncertain.

During the second quarter of 2024 and 2026, Visa allowed Class B holders to convert some but not all of their Class B shares to Class A shares. As a result of these conversion events, the Bank and its counterparty agreed to modify the transaction agreement to reflect the partial exchange and include certain provisions related to conversion rate changes. The conversion plan approved by Visa requires a minimum of 12 months before another exchange event and thus extends the expected time for a full resolution of the matter.

The contract includes a contingent accelerated termination clause based on the credit ratings of the Company. The fair value of the liability associated with this contract was $0.9 million at September 30, 2026 and $1.3 million at December 31, 2025. Refer to Note 16 – Fair Value of Financial Instruments for discussion of the valuation inputs and process for this derivative liability.

Effect of Derivative Instruments on the Statements of Income

The effects of derivative instruments on the Consolidated Statements of Income for the three and nine months ended September 30, 2026 and 2025 are presented in the table below. Amounts in parentheses indicate a reduction of net income.

				Three Months Ended								Nine Months Ended
($ in thousands)		Income Statement Line Item		September 30,								September 30,
Derivative Instruments:		of Recognized Gain (Loss)		2026				2025				2026				2025
Cash flow hedges:
Variable rate loans		Interest income - loans		$	(5,277	)		$	(8,979	)		$	(16,921	)		$	(26,174	)
Fair value hedges:
Securities		Interest income - securities - taxable (1)			2,077				4,798				5,137				13,398
Securities - sold		Noninterest income - securities transaction, net			—				—				50,381				—
Derivatives not designated as hedging:
Residential mortgage banking		Noninterest income - secondary mortgage market operations			(456	)			(502	)			192				358
Customer and all other instruments		Noninterest income - other noninterest income			50				1,932				1,405				3,630
Total gain (loss)				$	(3,606	)		$	(2,751	)		$	40,194			$	(8,788	)

(1)Includes the effects of both active derivative instruments and the impact from realization of basis adjustments to hedged assets resulting from previously terminated hedges.

Credit Risk-Related Contingent Features

Certain of the Bank’s derivative instruments contain provisions allowing the financial institution counterparty to terminate the contracts in certain circumstances, such as the downgrade of the Bank’s credit ratings below specified levels, a default by the Bank on its indebtedness, or the failure of the Bank to maintain specified minimum regulatory capital ratios or its regulatory status as a

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well-capitalized institution. These derivative agreements also contain provisions regarding the posting of collateral by each party. At September 30, 2026, the Company was not in violation of any such provisions. The aggregate fair value of derivative instruments with credit risk-related contingent features that were in a net liability position was $22.7 million and $13.2 million at September 30, 2026 and December 31, 2025, respectively, for which the Company had posted collateral of $22.7 million and $13.0 million, respectively.

Offsetting Assets and Liabilities

The Bank’s derivative instruments with certain counterparties contain legally enforceable netting provisions that allow for net settlement of multiple transactions to a single amount, which may be positive, negative, or zero. Agreements with certain bilateral counterparties require both parties to maintain collateral in the event that the fair values of derivative instruments exceed established exposure thresholds. For centrally cleared derivatives, the Company is subject to initial margin posting and daily variation margin exchange with the central clearinghouses. Offsetting information in regards to all derivative assets and liabilities, including accrued interest, subject to these master netting agreements at September 30, 2026 and December 31, 2025 is presented in the following tables.

		As of September 30, 2026
		Gross			Gross Amounts Offset in the			Net Amounts Presented in the				Gross Amounts Not Offset in the Statement of Financial Condition
($ in thousands)		Amounts Recognized			Statement of Financial Condition			Statement of Financial Condition				Financial Instruments			Cash Collateral			Net Amount
Derivative Assets		$	149,934		$	(63,926	)	$	86,008			$	42,531		$	39,491		$	82,968
Derivative Liabilities		$	42,531		$	—		$	42,531			$	42,531		$	—		$	—

		As of December 31, 2025
		Gross			Gross Amounts Offset in the			Net Amounts Presented in the				Gross Amounts Not Offset in the Statement of Financial Condition
($ in thousands)		Amounts Recognized			Statement of Financial Condition			Statement of Financial Condition				Financial Instruments			Cash Collateral			Net Amount
Derivative Assets		$	89,930		$	(43,810	)	$	46,120			$	36,259		$	32,890		$	42,751
Derivative Liabilities		$	36,264		$	(5	)	$	36,259			$	36,259		$	—		$	—

The Company has excess posted collateral compared to total exposure due to initial margin requirements for day-to-day rate volatility.

8. Stockholders’ Equity

Common Shares Outstanding

Common shares outstanding excludes treasury shares totaling 13.4 million and 10.7 million at September 30, 2026 and December 31, 2025, respectively, with a first-in-first-out cost basis of $717.1 million and $502.9 million at September 30, 2026 and December 31, 2025, respectively. Shares outstanding also excludes unvested restricted share awards totaling 5,225 at September 30, 2026 and 8,520 at December 31, 2025.

Stock Buyback Programs

On December 10, 2025, the Company’s Board of Directors approved a stock buyback program, effective January 1, 2026, whereby the Company is authorized to repurchase up to 5% of the shares of the Company's common stock outstanding as of December 31, 2025, or approximately 4.1 million shares, through the program’s expiration date of December 31, 2026. The program allows the Company to repurchase its common shares in the open market, by block purchase, through accelerated share repurchase programs, in privately negotiated transactions, or otherwise, in one or more transactions, from time to time, depending on market conditions and other factors, and in accordance with applicable regulations of the Securities and Exchange Commission. The Company is not obligated to purchase any shares under this program, and the Board of Directors has the ability to terminate or amend the program at any time prior to the expiration date. During the nine months ended September 30, 2026, the Company repurchased 3.1 million shares of its outstanding common stock at an average cost of $71.07 per share, inclusive of commissions, under this program. The Company has accrued $2.0 million of estimated excise tax associated with share repurchases during the nine months ended September 30, 2026.

Prior to its completion in December 2025, the Company had in place a stock repurchase program authorized by the Board of Directors on December 9, 2024, whereby the Company was authorized to repurchase up to 5% of the Company's common stock outstanding at December 31, 2024, or approximately 4.3 million shares, with the same terms described above through the program's expiration date of December 31, 2026. During the nine months ended September 30, 2025, the Company repurchased 1.8 million shares of its common stock at an average cost of $56.80 per share, inclusive of commissions, under this program.

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Accumulated Other Comprehensive Income (Loss)

A rollforward of the components of Accumulated Other Comprehensive Income (Loss) is presented in the table that follows:

($ in thousands)	Available for Sale Securities			HTM Securities Transferred from AFS			Employee Benefit Plans			Cash Flow Hedges			Equity Method Investment			Total
Balance, December 31, 2025	$	(293,835	)	$	(6,858	)	$	(61,448	)	$	(14,795	)	$	685		$	(376,251	)
Net change in unrealized gain (loss)		(306,061	)		—			—			(41,448	)		386			(347,123	)
Reclassification of net loss realized and included in earnings		98,595			—			640			16,921			—			116,156
Valuation adjustments to employee benefit plans		—			—			(497	)		—			—			(497	)
Amortization of unrealized net loss on securities transferred to HTM		—			1,239			—			—			—			1,239
Income tax (expense) benefit		46,879			(280	)		(32	)		5,531			—			52,098
Balance, September 30, 2026	$	(454,422	)	$	(5,899	)	$	(61,337	)	$	(33,791	)	$	1,071		$	(554,378	)
Balance, December 31, 2024	$	(473,679	)	$	(8,071	)	$	(77,235	)	$	(47,136	)	$	29		$	(606,092	)
Net change in unrealized gain (loss)		202,858			—			—			9,770			3,056			215,684
Reclassification of net loss realized and included in earnings		—			—			2,623			26,174			—			28,797
Amortization of unrealized net loss on securities transferred to HTM		—			1,205			—			—			—			1,205
Income tax expense		(46,822	)		(289	)		(759	)		(8,184	)		—			(56,054	)
Balance, September 30, 2025	$	(317,643	)	$	(7,155	)	$	(75,371	)	$	(19,376	)	$	3,085		$	(416,460	)

Accumulated Other Comprehensive Income or Loss (AOCI) is reported as a component of stockholders’ equity. AOCI can include, among other items, unrealized holding gains and losses on securities available for sale (AFS), including the Company’s share of unrealized gains and losses reported by a partnership accounted for under the equity method, gains and losses associated with pension or other post-retirement benefits that are not recognized immediately as a component of net periodic benefit cost, and gains and losses on derivative instruments that are designated as, and qualify as, cash flow hedges. Net unrealized gains and losses on AFS securities reclassified as securities held to maturity (HTM) also continue to be reported as a component of AOCI and will be amortized over the estimated remaining life of the securities as an adjustment to interest income. Subject to certain thresholds, unrealized losses on employee benefit plans will be reclassified into income as pension and post-retirement costs are recognized over the remaining service period of plan participants. Accumulated gains or losses on cash flow hedges of variable rate loans described in Note 7 - Derivatives will be reclassified into income over the life of the hedge. Accumulated other comprehensive loss resulting from terminated interest rate swaps are being amortized over the remaining maturities of the designated instruments. Gains and losses within AOCI are net of deferred income taxes, where applicable.

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The following table shows the line items in the consolidated statements of income affected by amounts reclassified from AOCI.

		Nine Months Ended
Amount reclassified from AOCI (a)		September 30,								Income Statement
($ in thousands)		2026				2025				Line Item
Loss on sale of AFS securities		$	(98,595	)		$	—			Securities transactions, net
Tax effect			22,222				—			Income taxes
Net of tax			(76,373	)			—			Net income
Amortization of unrealized net loss on securities transferred to HTM			(1,239	)			(1,205	)		Interest income
Tax effect			280				289			Income taxes
Net of tax			(959	)			(916	)		Net income
Amortization of defined benefit pension and post-retirement items			(640	)			(2,623	)		Other noninterest expense (b)
Tax effect			143				759			Income taxes
Net of tax			(497	)			(1,864	)		Net income
Reclassification of unrealized loss on cash flow hedges			(12,685	)			(21,594	)		Interest income
Tax effect			2,860				4,917			Income taxes
Net of tax			(9,825	)			(16,677	)		Net income
Amortization of loss on terminated cash flow hedges			(4,236	)			(4,580	)		Interest income
Tax effect			955				1,043			Income taxes
Net of tax			(3,281	)			(3,537	)		Net income
Total reclassifications, net of tax		$	(90,935	)		$	(22,994	)		Net income

(a)Amounts in parentheses indicate reduction in net income.

(b)These AOCI components are included in the computation of net periodic pension and post-retirement cost that is reported with other noninterest
expense (see Note 13 – Retirement Plans for additional details).

9. Other Noninterest Income

Components of other noninterest income are as follows:

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
($ in thousands)		2026				2025				2026				2025
Income from bank-owned life insurance		$	5,879			$	5,752			$	17,462			$	15,938
Credit related fees			2,862				2,900				8,425				8,453
Gain (loss) from customer and other derivatives			50				1,932				1,405				3,630
Net gains on sales of premises, equipment and other assets			1,296				1,913				4,980				4,806
Other miscellaneous			5,135				4,277				14,865				15,761
Total other noninterest income		$	15,222			$	16,774			$	47,137			$	48,588

10. Other Noninterest Expense

Components of other noninterest expense are as follows:

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
($ in thousands)		2026				2025				2026				2025
Corporate value and franchise taxes and other non-income taxes		$	4,481			$	4,371			$	13,442			$	13,407
Entertainment and contributions			3,802				2,984				11,497				9,718
Advertising			6,524				3,619				15,035				9,622
Telecommunications and postage			2,764				2,534				8,073				7,545
Travel expense			2,418				1,691				6,284				4,814
Tax credit investment amortization			883				1,068				2,676				3,204
Printing and supplies			997				907				3,127				3,078
Net other retirement expense			(5,814	)			(4,142	)			(16,772	)			(11,933	)
Other miscellaneous			10,193				8,424				28,111				25,393
Total other noninterest expense		$	26,248			$	21,456			$	71,473			$	64,848

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11. Earnings Per Common Share

The Company calculates earnings per common share using the two-class method. The two-class method allocates net income to each class of common stock and participating security according to common dividends declared and participation rights in undistributed earnings. Participating securities consist of nonvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents.

A summary of the information used in the computation of earnings per common share follows.

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
($ in thousands, except per share data)		2026				2025				2026				2025
Numerator:
Net income to common shareholders		$	110,056			$	127,466			$	284,439			$	360,501
Net income allocated to participating securities - basic and diluted			283				552				772				1,559
Net income allocated to common shareholders - basic and diluted		$	109,773			$	126,914			$	283,667			$	358,942
Denominator:
Weighted-average common shares - basic			79,864				84,871				80,817				85,509
Dilutive potential common shares			748				582				628				468
Weighted-average common shares - diluted			80,612				85,453				81,445				85,977
Earnings per common share:
Basic		$	1.37			$	1.50			$	3.51			$	4.20
Diluted		$	1.36			$	1.49			$	3.48			$	4.17

Potential common shares consist of nonvested performance-based awards, nonvested restricted stock units, and restricted share awards deferred under the Company’s nonqualified deferred compensation plan. These potential common shares do not enter into the calculation of diluted earnings per share if the impact would be antidilutive, i.e., increase earnings per share or reduce a loss per share. The weighted average of potentially dilutive common shares that were anti-dilutive totaled 1,222 and 4,656 for the three and nine months ended September 30, 2026, respectively, and 5,411 and 4,092 for the three and nine months ended September 30, 2025, respectively, and were excluded from the calculation of diluted earnings per share for the respective periods.

12. Segment Reporting

U.S. GAAP requires that information be reported about a company’s operating segments using a “management approach.” Reportable segments are identified in these standards as those revenue-producing components for which discrete financial information is produced internally and which are subject to evaluation by our chief operating decision maker in deciding how to allocate resources to segments. The Company has identified the Capital Committee as the chief operating decision maker. Consistent with the Company’s strategy that is focused on providing a consistent package of banking products and services across all markets, the Company has identified its overall banking operations as its only reportable segment. There have been no changes in the basis of segmentation or basis of measurement of segment profit or loss since our last annual filing as of December 31, 2025.

Because the overall banking operations comprise substantially all of the Company’s consolidated operations, no separate financial segment disclosures are presented. The significant segment expenses included in net income are presented in the financial statement captions shown on the face of the Consolidated Statements of Income and in Note 10 – Other Noninterest Expense, and align materially with those reported to the Capital Committee. There are no other segment items that are required to reconcile expenses included in net income to significant expenses reviewed by the Capital Committee.

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13. Retirement Plans

The Company offers a qualified defined benefit pension plan, the Hancock Whitney Corporation Pension Plan and Trust Agreement (“Pension Plan”), that covers certain eligible associates and is closed to new entrants. The Company makes contributions to the Pension Plan in amounts sufficient to meet funding requirements set forth in federal employee benefit and tax laws, plus such additional amounts as the Company may determine to be appropriate. The Company made no contributions to the Pension Plan during the three and nine months ended September 30, 2026 and 2025, and does not anticipate being required to make a contribution during 2026. The Company also sponsors a nonqualified defined benefit plan covering certain associates, under which accrued benefits were frozen and no future benefits are accrued under this plan.

The Company sponsors defined benefit post-retirement plans for certain associates that provide health care and life insurance benefits. These plans are closed to new entrants.

The following table shows the components of net periodic benefit cost included in expense for the periods indicated.

	Three Months Ended September 30,
	Pension Benefits							Other Post-Retirement Benefits
(in thousands)	2026			2025				2026			2025
Service cost	$	1,385		$	1,455			$	10		$	5
Interest cost		5,728			6,269				154			115
Expected return on plan assets		(12,067	)		(11,263	)			—			—
Amortization of net (gain) or loss and prior service costs		555			1,073				(185	)		(338	)
Net periodic benefit cost	$	(4,399	)	$	(2,466	)		$	(21	)	$	(218	)

	Nine Months Ended September 30,
	Pension Benefits							Other Post-Retirement Benefits
($ in thousands)	2026			2025				2026			2025
Service cost (benefit)	$	4,342		$	4,606			$	28		$	23
Interest cost		18,338			18,817				461			423
Expected return on plan assets		(36,212	)		(33,797	)			—			—
Amortization of net (gain) or loss and prior service costs		1,195			3,331				(555	)		(708	)
Net periodic benefit cost	$	(12,337	)	$	(7,043	)		$	(66	)	$	(262	)

Service cost is reflected in the “Benefit expense” line item of the Consolidated Statements of Income. Components other than service cost in the table above are reflected in “Net other retirement expense” in Note 10 – Other Noninterest Expense, and reported in the “Other expense” line item of the Consolidated Statements of Income.

Additional information related to the Company’s retirement plans, including a defined contribution 401(k) plan, is provided in Note 18 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

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14. Share-Based Payment Arrangements

The Company maintains incentive compensation plans that incorporate share-based payment arrangements for associates and directors. These plans have been approved by the Company's shareholders. Descriptions of these plans were included in Note 19 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

The Company’s restricted and performance-based share awards to certain employees and directors are subject to service requirements. A summary of the status of the Company’s nonvested restricted stock units and restricted and performance-based share awards at September 30, 2026 is presented in the following table.

						Weighted Average
		Number of				Grant Date
		Shares				Fair Value
Nonvested at January 1, 2026			1,400,195			$	50.51
Granted			606,313				67.68
Vested			(439,411	)			50.33
Forfeited			(108,323	)			53.78
Nonvested at September 30, 2026			1,458,774			$	57.01

At September 30, 2026, there was $59.0 million of total unrecognized compensation expense related to nonvested restricted and performance share awards and units expected to vest in the future. This compensation is expected to be recognized in expense over a weighted average period of 3.1 years. The total fair value of shares that vested during the nine months ended September 30, 2026 was $21.2 million.

During the nine months ended September 30, 2026, the Company granted 479,717 restricted stock units (RSUs) to certain eligible employees. The holders of unvested RSUs have no rights as a shareholder of the Company, including voting or dividend rights. The Company has elected to award dividend equivalents on each RSU not deferred under the Company's nonqualified deferred compensation plan. Such dividend equivalents are forfeited should the employee terminate employment prior to the vesting of the RSU.

During the nine months ended September 30, 2026, the Company granted to key members of executive management 25,278 performance share awards subject to a total shareholder return (TSR) performance metric with a grant date fair value of $70.83 per share. The fair value of the performance share units subject to TSR at the grant date was determined using a Monte Carlo simulation method. The number of performance share units subject to TSR that ultimately vest at the end of the three-year performance period, if any, will be based on the relative rank of the Company’s three-year TSR among the TSRs of a peer group of 49 regional banks. The Company also granted 24,535 performance share awards subject to a return on average assets (ROAA) performance metric and 24,535 performance share awards subject to a return on average tangible common equity (ROATCE) performance metric with a grant date fair value of $60.08 per share for both performance share awards. The number of performance shares subject to ROAA and ROATCE that ultimately vest, if any, will be based on the rank of the Company’s three-year ROAA and ROATCE relative to the KBW Regional Bank index. The maximum number of performance share units that could vest is 200% of the target award. Compensation expense for these performance shares is recognized on a straight-line basis over the three-year service period.

15. Commitments and Contingencies

In the normal course of business, the Bank enters into financial instruments, such as commitments to extend credit and letters of credit, to meet the financing needs of its customers. Such instruments are not reflected in the accompanying consolidated financial statements until they are funded, although they expose the Bank to varying degrees of credit risk and interest rate risk in much the same way as funded loans. Under regulatory capital guidelines, the Company and Bank must include unfunded commitments meeting certain criteria in risk-weighted capital calculations.

Commitments to extend credit include revolving commercial credit lines, nonrevolving loan commitments issued mainly to finance the acquisition and development or construction of real property or equipment, and credit card and personal credit lines. The availability of funds under commercial credit lines and loan commitments generally depends on whether the borrower continues to meet credit standards established in the underlying contract and other contractual conditions. Loan commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee by the borrower. Credit card and personal credit lines are generally subject to cancellation if the borrower’s credit quality deteriorates. A number of commercial and personal credit lines are used only partially or, in some cases, not at all before they expire, and the total commitment amounts do not necessarily represent future cash requirements of the Company.

A substantial majority of the letters of credit are standby agreements that obligate the Bank to fulfill a customer’s financial commitments to a third party if the customer is unable to perform. The Bank issues standby letters of credit primarily to provide credit

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enhancement to its customers’ other commercial or public financing arrangements and to help them demonstrate financial capacity to vendors of essential goods and services.

The contractual amounts of these instruments reflect the Company’s exposure to credit risk. The Company undertakes the same credit evaluation in making loan commitments and assuming conditional obligations as it does for on-balance sheet instruments and may require collateral or other credit support. The Company had a reserve for unfunded lending commitments of $36.1 million and $33.9 million at September 30, 2026 and December 31, 2025, respectively.

The following table presents a summary of the Company’s off-balance sheet financial instruments as of September 30, 2026 and December 31, 2025:

($ in thousands)		September 30, 2026				December 31, 2025
Commitments to extend credit		$	10,103,407			$	9,650,197
Letters of credit			396,544				409,010

Legal Proceedings

The Company is party to various legal proceedings arising in the ordinary course of business. Management does not believe that loss contingencies, if any, arising from pending litigation and regulatory matters will have a material adverse effect on the consolidated financial position or liquidity of the Company.

Federal Deposit Insurance Corporation (FDIC) Special Assessment

In November 2023, the FDIC approved a final rule to implement a special deposit insurance assessment to recover losses to the Deposit Insurance Fund (DIF) arising from the full protection of uninsured depositors under the systemic risk exception following the receiverships of Silicon Valley Bank and Signature Bank in the spring of 2023. To-date, the Company has expensed $27.6 million related to this special assessment based on loss estimate information provided by the FDIC.

The loss estimates resulting from the failures of these institutions may be subject to further change pending the projected and actual outcome of loss share agreements, joint ventures, and outstanding litigation. The exact amount of losses incurred will not be determined until the FDIC terminates the receiverships of these banks; therefore, the Company's exact exposure for FDIC special assessment remains unknown.

16. Fair Value Measurements

The FASB defines fair value as the exchange price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The FASB’s guidance also establishes a fair value hierarchy that prioritizes the inputs to these valuation techniques used to measure fair value, giving preference to quoted prices in active markets for identical assets or liabilities (level 1) and the lowest priority to unobservable inputs such as a reporting entity’s own data (level 3). Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in markets that are not active, observable inputs other than quoted prices, such as interest rates and yield curves, and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

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Fair Value of Assets and Liabilities Measured on a Recurring Basis

The following tables present the fair value hierarchy levels for the Company’s financial assets and liabilities that are measured at fair value on a recurring basis on the consolidated balance sheets at September 30, 2026 and December 31, 2025:

		September 30, 2026
($ in thousands)		Level 1				Level 2				Level 3				Total
Assets
Available for sale debt securities:
U.S. Treasury and government agency securities		$	—			$	350,308			$	—			$	350,308
Municipal obligations			—				139,351				—				139,351
Residential mortgage-backed securities			—				2,218,183				—				2,218,183
Commercial mortgage-backed securities			—				3,274,824				—				3,274,824
Collateralized mortgage obligations			—				19,250				—				19,250
Corporate debt securities			—				19,309				—				19,309
Total available for sale securities			—				6,021,225				—				6,021,225
Mortgage loans held for sale			—				21,334				—				21,334
Derivative assets (1)			—				86,363				—				86,363
Total recurring fair value measurements - assets		$	—			$	6,128,922			$	—			$	6,128,922
Liabilities
Derivative liabilities (1)		$	—			$	153,361			$	864			$	154,225
Total recurring fair value measurements - liabilities		$	—			$	153,361			$	864			$	154,225

(1) For further disaggregation of derivative assets and liabilities, see Note 7 - Derivatives.

		December 31, 2025
($ in thousands)		Level 1				Level 2				Level 3				Total
Assets
Available for sale debt securities:
U.S. Treasury and government agency securities		$	—			$	269,332			$	—			$	269,332
Municipal obligations			—				191,328				—				191,328
Residential mortgage-backed securities			—				2,375,629				—				2,375,629
Commercial mortgage-backed securities			—				3,083,325				—				3,083,325
Collateralized mortgage obligations			—				25,946				—				25,946
Corporate debt securities			—				16,357				—				16,357
Total available for sale securities			—				5,961,917				—				5,961,917
Mortgage loans held for sale			—				33,158				—				33,158
Derivative assets (1)			—				63,126				—				63,126
Total recurring fair value measurements - assets		$	—			$	6,058,201			$	—			$	6,058,201
Liabilities
Derivative liabilities (1)		$	—			$	94,083			$	1,284			$	95,367
Total recurring fair value measurements - liabilities		$	—			$	94,083			$	1,284			$	95,367

(1) For further disaggregation of derivative assets and liabilities, see Note 7 - Derivatives.

Securities classified as level 2 include obligations of U.S. Government agencies and U.S. Government-sponsored agencies, including U.S. Treasury securities, residential and commercial mortgage-backed securities and collateralized mortgage obligations that are issued or guaranteed by U.S. government agencies, and state and municipal bonds. The level 2 fair value measurements for investment securities are obtained quarterly from a third-party pricing service that uses industry-standard pricing models. Substantially all of the model inputs are observable in the marketplace or can be supported by observable data.

The Company invests only in securities of investment grade quality with a targeted duration, for the overall portfolio, generally between two and five and a half years. Company policies generally limit U.S. investments to agency securities and municipal securities determined to be investment grade according to an internally generated score which generally includes a rating of not less than “Baa” or its equivalent by a nationally recognized statistical rating agency.

Loans held for sale consist of residential mortgage loans carried under the fair value option. The fair value for these instruments is classified as level 2 based on market prices obtained from potential buyers.

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For the Company’s derivative financial instruments designated as hedges and those under the customer interest rate program, the fair value is obtained from a third-party pricing service that uses an industry-standard discounted cash flow model that relies on inputs, overnight index swap rate curves and SOFR swap curves (where applicable); all observable in the marketplace. To comply with the accounting guidance, credit valuation adjustments are incorporated in the fair values to appropriately reflect nonperformance risk for both the Company and the counterparties. Although the Company has determined that the majority of the inputs used to value these derivative instruments fall within level 2 of the fair value hierarchy, the credit value adjustments utilize level 3 inputs, such as estimates of current credit spreads. The Company has determined that the impact of the credit valuation adjustments is not significant to the overall valuation of these derivatives. As a result, the Company has classified its derivative valuations for these instruments in level 2 of the fair value hierarchy. The Company’s policy is to measure counterparty credit risk quarterly for derivative instruments, which are all subject to master netting arrangements, consistent with how market participants would price the net risk exposure at the measurement date.

The Company also has certain derivative instruments associated with the Bank’s mortgage-banking activities. These derivative instruments include interest rate lock commitments on prospective residential mortgage loans and forward commitments to sell these loans to investors on a best efforts delivery basis and To Be Announced securities for mandatory delivery contracts. The fair value of these derivative instruments is measured using observable market prices for similar instruments and is classified as a level 2 measurement.

The Company’s level 3 liability consists of a derivative contract with the purchaser of 192,163 shares of Visa Class B common stock. Pursuant to the agreement, the Company retains the risks associated with the ultimate conversion of the Visa Class B common shares into shares of Visa Class A common stock, such that the counterparty will be compensated for any dilutive adjustments to the conversion ratio and the Company will be compensated for any anti-dilutive adjustments to the ratio. The agreement also requires periodic payments by the Company to the counterparty calculated by reference to the market price of Visa Class A common shares at the time of sale and a fixed rate of interest that stepped up once after the eighth scheduled quarterly payment. The fair value of the liability is determined using a discounted cash flow methodology. The significant unobservable inputs used in the fair value measurement are the Company’s own assumptions about estimated changes in the conversion rate of the Visa Class B common shares into Visa Class A common shares, the date on which such conversion is expected to occur and the estimated growth rate of the Visa Class A common share price. Refer to Note 7 – Derivatives for information about the derivative contract with the counterparty.

The Company believes its valuation methods for its assets and liabilities carried at fair value are appropriate; however, the use of different methodologies or assumptions, particularly as applied to level 3 assets and liabilities, could have a material effect on the computation of their estimated fair values.

Changes in Level 3 Fair Value Measurements and Quantitative Information about Level 3 Fair Value Measurements

The nominal changes in the fair value of level 3 financial instruments are due to the net impact of cash settlements and losses included in earnings. The level 3 fair value measurement was based on discounted cash flows, with a Visa Class B common share conversion ratio range of 1.55x to 1.54x and an estimated time to resolution of 12 to 24 months. The range of sensitivities that management utilized in its fair value calculations is deemed acceptable in the industry with respect to the identified financial instrument.

The Company’s policy is to recognize transfers between valuation hierarchy levels as of the end of a reporting period.

Fair Value of Assets Measured on a Nonrecurring Basis

Certain assets and liabilities are measured at fair value on a nonrecurring basis. Collateral-dependent loans individually evaluated for credit loss are measured at the fair value of the underlying collateral based on independent third-party appraisals that take into consideration market-based information such as recent sales activity for similar assets in the property’s market.

Other real estate owned and foreclosed assets, including both foreclosed property and surplus banking property, are level 3 assets that are adjusted to fair value, less estimated selling costs, upon transfer from loans or property and equipment. Subsequently, other real estate owned and foreclosed assets are carried at the lower of carrying value or fair value less estimated selling costs. Fair values are determined by sales agreement or third-party appraisals as discounted for estimated selling costs, information from comparable sales, and marketability of the assets.

The fair value information presented below is not as of the period end, rather it was as of the date the fair value adjustment was recorded during the twelve months for each of the dates presented below, and excludes nonrecurring fair value measurements of assets no longer on the balance sheet.

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The following tables present the Company’s financial assets that are measured at fair value on a nonrecurring basis for each of the fair value hierarchy levels.

		September 30, 2026
($ in thousands)		Level 1				Level 2				Level 3				Total
Collateral-dependent loans		$	—			$	—			$	38,452			$	38,452
Other real estate owned and foreclosed assets, net			—				—				10,919				10,919
Total nonrecurring fair value measurements		$	—			$	—			$	49,371			$	49,371

		December 31, 2025
($ in thousands)		Level 1				Level 2				Level 3				Total
Collateral-dependent loans		$	—			$	—			$	33,762			$	33,762
Other real estate owned and foreclosed assets, net			—				—				14,788				14,788
Total nonrecurring fair value measurements		$	—			$	—			$	48,550			$	48,550

Accounting guidance from the FASB requires the disclosure of estimated fair value information about certain on- and off-balance sheet financial instruments, including those financial instruments that are not measured and reported at fair value on a recurring basis. The significant methods and assumptions used by the Company to estimate the fair value of financial instruments are discussed below.

Cash, Short-Term Investments and Federal Funds Sold – For these short-term instruments, the carrying amount is a reasonable estimate of fair value.

Securities – The fair value measurement for securities available for sale is discussed earlier in this note. The same measurement techniques were applied to the valuation of securities held to maturity.

Loans, Net – The fair value measurement for certain collateral dependent loans that are individually evaluated for credit loss was described earlier in this note. For the remaining portfolio, fair values were generally determined by discounting scheduled cash flows using discount rates determined with reference to current market rates at which loans with similar terms would be made to borrowers of similar credit quality.

Loans Held For Sale – These loans are either carried under the fair value option or at the lower of cost or market. Given the short duration of these instruments, the carrying amount is considered a reasonable estimate of fair value.

Deposits – The accounting guidance requires that the fair value of deposits with no stated maturity, such as noninterest-bearing demand deposits, and interest-bearing checking and savings accounts, be assigned fair values equal to amounts payable upon demand (carrying amounts). The fair value of fixed maturity certificates of deposit is estimated using the rates currently offered for deposits of similar remaining maturities.

Federal Funds Purchased and Securities Sold under Agreements to Repurchase – For these short-term liabilities, the carrying amount is a reasonable estimate of fair value.

Short-Term FHLB Borrowings – At September 30, 2026, short-term FHLB borrowings consisted of six short-term fixed-rate borrowings for which the fair value was estimated by discounting contractual cash flows using current market rates at which borrowing with similar terms could be obtained. At December 31, 2025, FHLB borrowings consisted of one short-term fixed rate borrowing (two calendar days outstanding); as such, the carrying amount of the instrument was a reasonable fair value.

Long-Term Debt – The fair value is estimated by discounting the future contractual cash flows using current market rates at which debt with similar terms could be obtained.

Derivative Financial Instruments – The fair value measurement for derivative financial instruments is described earlier in this note.

The following tables present the estimated fair values of the Company’s financial instruments by fair value hierarchy levels and the corresponding carrying amounts.

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	September 30, 2026
										Total Fair			Carrying
($ in thousands)	Level 1			Level 2			Level 3			Value			Amount
Financial assets:
Cash, interest-bearing bank deposits, and federal funds sold	$	1,206,994		$	178		$	—		$	1,207,172		$	1,207,172
Available for sale securities		—			6,021,225			—			6,021,225			6,021,225
Held to maturity securities		—			1,563,618			—			1,563,618			1,737,048
Loans, net		—			—			25,796,759			25,796,759			26,200,751
Loans held for sale		—			21,334			9,328			30,662			30,662
Derivative financial instruments		—			86,363			—			86,363			86,363
Financial liabilities:
Deposits	$	—		$	—		$	32,160,965		$	32,160,965		$	32,177,308
Federal funds purchased					325			—			325			325
Securities sold under agreements to repurchase					553,956			—			553,956			553,956
Short-term FHLB borrowings		—			750,104			—			750,104			750,000
Long-term debt		—			162,928			—			162,928			212,212
Derivative financial instruments		—			153,361			864			154,225			154,225

	December 31, 2025
($ in thousands)	Level 1			Level 2			Level 3			Total Fair Value			Carrying Amount
Financial assets:
Cash, interest-bearing bank deposits, and federal funds sold	$	695,032		$	229		$	—		$	695,261		$	695,261
Available for sale securities		—			5,961,917			—			5,961,917			5,961,917
Held to maturity securities		—			2,011,026			—			2,011,026			2,132,882
Loans, net		—			—			23,588,681			23,588,681			23,650,709
Loans held for sale		—			33,158			—			33,158			33,158
Derivative financial instruments		—			63,126			—			63,126			63,126
Financial liabilities:
Deposits	$	—		$	—		$	29,274,190		$	29,274,190		$	29,279,774
Federal funds purchased		—			70,400			—			70,400			70,400
Securities sold under agreements to repurchase		—			546,892			—			546,892			546,892
Short-term FHLB borrowings		—			400,000			—			400,000			400,000
Long-term debt		—			162,257			—			162,257			199,407
Derivative financial instruments		—			94,083			1,284			95,367			95,367

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17. Recent Accounting Pronouncements

Accounting Standards Adopted during the Nine Months Ended September 30, 2026

In November 2025, the FASB issued ASU 2025-08, “Financial Instruments – Credit Losses (Topic 326): Purchased Loans,” to expand the population of acquired assets subject to the gross-up approach in Topic 326. Under the amendments in this update, loans (excluding credit cards) acquired without credit deterioration that are deemed “seasoned” are considered purchased seasoned loans and accounted for using the gross-up approach at acquisition. Non-purchased credit deteriorated loans (excluding credit cards) are seasoned if they are acquired in a business combination or were purchased at least 90 days after origination and the acquirer was not involved in the origination of the loans. Under the gross-up approach, the fair value discount is bifurcated between the credit and noncredit components, and the credit portion of the fair value discount is added to the initial amortized cost basis with a corresponding increase in the allowance for credit losses at the date of acquisition. Any noncredit premium or discount resulting from acquiring these seasoned loans is allocated to each individual asset and accreted or amortized to interest income using the effective yield method. Prior to this amendment, all non-purchased credit deteriorated loans acquired were recorded at the estimated fair value of the loan at acquisition, with the estimated allowance for credit loss recorded as a provision for credit losses through earnings in the period in which the acquisition occurred. The amendments in this update are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. The amendments should be applied prospectively to loans that are acquired on or after the initial application date. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued or made available for issuance. The Company elected to early adopt this standard on January 1, 2026. On August 1, 2026, the Company completed its acquisition of OFB Bancshares, Inc., which resulted in the recording of $21.6 million of allowance for loan losses on purchased seasoned loans through the gross up method that would have been recorded through a provision for credit loss expense if the standard had not been early adopted.

Accounting Standards Issued But Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40),” to improve the disclosures about a public business entity’s expenses in commonly presented expense captions. The amendments in this update require disclosure of specified information about certain costs and expenses in the notes to financial statements. Disclosure requirements also include a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, among other items. An entity is not precluded from providing additional voluntary disclosures that may provide investors with additional decision-useful information. This update, as amended, is effective for annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The amendments in this update should be applied either prospectively to financial statements issued for reporting periods after the effective date of this update, or retrospectively to any or all prior periods presented in the financial statements. The Company is currently assessing the provisions of this guidance. As the update contains only amendments to disclosure requirements, adoption will have no impact on the Company’s consolidated results of operations or financial condition.

In September 2025, the FASB issued ASU 2025-06, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software,” to modernize the accounting for software costs that are accounted for under Subtopic 350-40. The amendments in this update remove all references to prescriptive and sequential software development stages in Subtopic 350-40 and instead require an entity to begin capitalizing software costs when both of the following occur: (1) management has authorized and committed to funding the software project, and (2) it is probable that the project will be completed and the software will be used to perform the function. The amendment also provides factors to consider when evaluating probable-to-complete recognition thresholds and specifies that the disclosures in Subtopic 360-10, “Property, Plant and Equipment,” are required for all capitalized internal-use software. Further, the amendment supersedes website development costs guidance and incorporates the recognition requirements in this subtopic. The amendments in this update are effective for all entities for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. Entities may apply a prospective transition approach, a modified transition approach or a retrospective approach. The Company is currently assessing the provisions of this guidance but does not expect adoption to have a material impact on the Company’s consolidated results of operations or financial condition.

In November 2025, the FASB issued ASU 2025-09, “Derivative and Hedging (Topic 815): Hedge Accounting Improvements,” to clarify certain aspects of the guidance on hedge accounting and to address several incremental hedge accounting issues arising from the global reference rate reform initiative. The update addresses five issues: (1) the ability to group individual forecasted transactions in a cash flow hedge, modifying the term “shared risk exposure” to “similar risk exposure;” (2) the ability to apply cash flow hedge accounting to “choose your rate” debt instruments; (3) the application of cash flow hedge accounting to forecasted purchases and sales of nonfinancial assets; (4) the use of net written options has hedging instruments; and (5) the mechanics of assessing hedge effectiveness for foreign-currency-denominated dual hedge strategies. This update is effective for public business entities in the

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interim and annual reporting periods beginning after December 15, 2026, with early adoptions permitted. Entities should apply the amendments on a prospective basis for all hedging relationships. An entity may elect to adopt the amendments for hedging relationships that exist as of the date of adoption. Upon adoption, entities are permitted to modify certain critical terms of certain existing hedging relationships without dedesignating the hedge. The Company does not expect adoption to have a material impact on the Company’s consolidated results of operations or financial condition.

In December 2025, the FASB issued ASU 2025-11, “Interim Reporting (Topic 270): Narrow Scope Improvements," to improve interim reporting guidance in Topic 270 by improving the navigability of the required interim disclosures, clarifying when that guidance is applicable, and providing additional guidance on what disclosures should be provided in interim reporting periods. This update reorganizes and clarifies interim reporting guidance without expanding disclosure requirements. Key provisions include clarification of entities in the scope of ASC 270, updates to the form and content requirements for condensed interim financial statements, and a new disclosure principle requiring disclosure of material events since year-end. This update is effective for public entities for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The amendments in this update can be applied either prospectively or retrospectively to any or all prior periods presented in the financial statements. The Company is currently assessing the provisions of this guidance. As the update contains only clarification of disclosure requirements, adoption will have no impact on the Company's consolidated results of operations or financial condition.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

FORWARD-LOOKING STATEMENTS

The objective of this discussion and analysis is to provide material information relevant to the assessment of the financial condition and results of operations of Hancock Whitney Corporation and its subsidiaries during the three and nine months ended September 30, 2026 and selected comparable prior periods, including an evaluation of the amounts and certainty of cash flows from operations and outside sources. This discussion and analysis is intended to highlight and supplement financial and operating data and information presented elsewhere in this report, including the consolidated financial statements and related notes. The discussion contains forward-looking statements within the meaning and protections of section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are subject to risks and uncertainties. Should one or more of these risks or uncertainties materialize, our actual results may differ from those expressed or implied by the forward-looking statements. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this Quarterly Report on Form 10-Q and in other reports or documents that we file from time to time with the SEC include, but are not limited to, the following:

•general economic and business conditions in our local markets, including conditions affecting employment levels, interest rates, inflation, the threat of recession, tariffs, volatile equity capital markets, property and casualty insurance costs, collateral values, customer income, creditworthiness and confidence, spending and savings that may affect customer bankruptcies, defaults, charge-offs and deposit activity, and the impact of the foregoing on customer behavior (including the velocity and levels of deposit withdrawals and loan repayment);

•uncertainties surrounding geopolitical conflict, trade policy, taxation policy, and monetary policy, which continue to impact the outlook for future economic growth; a sustained increase in commodity prices; impacts from current and/or future imposition of tariffs by the United States against other nations; consideration of responsive actions by these nations, including retaliatory tariffs, or the expansion of import fees and tariffs among a larger group of nations, which is bringing greater ambiguity to the outlook for future economic growth, including reduced consumer spending, lower economic growth or recession, reduced demand for U.S. exports, disruptions to supply chains, impacts from decreased international tourism, decreased demand for banking products and services, and negative credit quality developments arising from the foregoing or other factors;

•adverse developments in the banking industry and the potential impact of such developments on customer confidence, liquidity and regulatory responses to these developments (including increases in the cost of our deposit insurance assessments), the Company's ability to effectively manage its liquidity risk and any growth plans, and the availability of capital and funding;

•balance sheet and revenue growth expectations may differ from actual results;

•the risk that our provision for credit losses may be inadequate or may be negatively affected by credit risk exposure;

•loan growth expectations;

•management’s predictions about charge-offs;

•fluctuations in commercial and residential real estate values, especially as they relate to the value of collateral supporting the Company's loans;

•the risk that our enterprise risk management framework may not identify or address risks adequately, which may result in unexpected losses;

•the timing (including integration), impact on customers, employees and deposit mix, benefits, costs and synergies of the merger with OFB Bancshares, Inc., as well as statements regarding potential impact of current or future business combinations on our performance and financial condition, including our ability to successfully identify acquisition targets and to successfully integrate the businesses;

•the potential impact of third-party business combinations in our footprint on our performance and financial condition;

•deposit trends, including growth, pricing and betas;

•credit quality trends;

•changes in interest rates, including actions taken by the Federal Reserve Board and the impact of fluctuations in interest rates on our financial projections, models and guidance;

•net interest margin trends, including the impact of ongoing elevated interest rates;

•changes in the cost and availability of funding due to changes in the deposit and credit markets;

•success of revenue-generating and cost reducing initiatives;

•future expense levels;

•changes in expense to revenue (efficiency ratio), including the risk that we may not realize and/or sustain benefits from efficiency and growth initiatives or that we may not be able to realize cost savings or revenue benefits in the time period expected, which could negatively affect our future profitability;

•the impact of supplemental disclosure items on our results of operations;

•the effectiveness of derivative financial instruments and hedging activities to manage risks;

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•risks related to our reliance on third parties to provide key components of our business infrastructure, including the risks related to disruptions in services or financial difficulties of a third-party vendor;

•risks related to potential claims, damages, penalties, fines and reputational damage resulting from pending or future litigation, regulatory proceedings or enforcement actions;

•risks related to the ability of our operational framework to manage risks associated with our business such as credit risk and operational risk, including third-party vendors and other service providers, which could, among other things, result in a material breach of operating or security systems as a result of a cyber-attack or similar acts;

•the extensive use, reliability, disruption, and accuracy of the models and data upon which we rely;

•risks related to our implementation of new lines of business, new products and services, new technologies, and expansion of our existing business opportunities;

•risks related to the development and use of artificial intelligence;

•projected tax rates;

•future profitability;

•purchase accounting impacts, such as accretion levels;

•our ability to identify and address potential cybersecurity risks and/or breaches, which may be exacerbated by developments in generative artificial intelligence, on our systems and/or third party vendors and service providers on which we rely, a material failure of which could disrupt our business and result in the disclosure of and/or misuse or misappropriation of confidential or proprietary information, disruption or damage to our systems, increased costs, losses, or adverse effects to our reputation;

•our ability to receive dividends from Hancock Whitney Bank could affect our liquidity, including our ability to pay dividends or take other capital actions;

•the risk that we may be required to make substantial expenditures to keep pace with regulatory initiatives and rapid technology changes in the financial services market;

•the impact on our financial results, reputation, and business if we are unable to comply with all applicable federal and state regulations or other supervisory actions or directives and any necessary capital initiatives;

•our ability to effectively compete with other traditional and non-traditional financial services companies, some of whom possess greater financial resources than we do or are subject to different regulatory standards;

•our ability to maintain adequate internal controls over financial reporting;

•the financial impact of future tax legislation;

•the effects of geopolitical conflicts, war or other conflicts, acts of terrorism, climate change, natural disasters such as hurricanes, freezes, flooding, man-made disasters, such as oil spills, health emergencies, epidemics or pandemics, or other catastrophic events that may affect general economic conditions, and/or increase costs, including, but not limited to, property and casualty and other insurance costs;

•risks related to diversity, equity and inclusion, and environmental, social and governance legislation, rulemaking, activism and litigation, the scope and pace of which could alter our reputation and shareholder, associate, customer and third-party affiliations;

•changes in laws and regulations affecting our businesses, including governmental monetary and fiscal policies, legislation and regulations relating to bank products and services, as well as changes in the enforcement and interpretation of such laws and regulations by applicable governmental and self-regulatory agencies, which could require us to change certain business practices, increase compliance risk, reduce our revenue, impose additional costs on us, or otherwise negatively affect our businesses; and

•the potential implementation of a regulatory reform agenda impacting rulemaking, supervision, examination and enforcement priorities of the federal banking agencies.

Also, any statement that does not describe historical or current facts is a forward-looking statement. These statements often include the words “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “forecast,” “goals,” “targets,” “initiatives,” “focus,” “potentially,” “probably,” “projects,” “outlook,” or similar expressions or future conditional verbs such as “may,” “will,” “should,” “would,” and “could.” Forward-looking statements are based upon the current beliefs and expectations of management and on information currently available to management. Our statements speak as of the date hereof, and we do not assume any obligation to update these statements or to update the reasons why actual results could differ from those contained in such statements in light of new information or future events.

Forward-looking statements are subject to significant risks and uncertainties. Investors are cautioned against placing undue reliance on such statements. Actual results may differ materially from those set forth in the forward-looking statements. Additional factors that could cause actual results to differ materially can be found in Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, or in other periodic reports that we file with the SEC.

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You are cautioned not to place undue reliance on these forward-looking statements. We do not intend, and undertake no obligation, to update or revise any forward-looking statements, whether as a result of differences in actual results, changes in assumptions or changes in other factors affecting such statements, except as required by law.

OVERVIEW

Non-GAAP Financial Measures

Management’s Discussion and Analysis of Financial Condition and Results of Operations includes non-GAAP measures used to describe our performance. These non-GAAP financial measures have inherent limitations as analytical tools and should not be considered on a standalone basis or as a substitute for analyses of financial condition and results as reported under GAAP. Non-GAAP financial measures are not standardized and therefore, it may not be possible to compare these measures with other companies that present measures having the same or similar names. These disclosures should not be considered an alternative to GAAP.

A reconciliation of those measures to GAAP measures are provided in the Consolidated Financial Results table later in this item. The following is a summary of these non-GAAP measures and an explanation as to why they are deemed useful.

Consistent with the provisions of subpart 229.1400 of the Securities and Exchange Commission’s Regulation S-K, “Disclosures by Bank and Savings and Loan Registrants,” we present net interest income, net interest margin and efficiency ratios on a fully taxable equivalent (te) basis. The te basis adjusts for the tax-favored status of net interest income from certain loans and investments using a statutory federal tax rate of 21% to increase tax-exempt interest income to a taxable equivalent basis. We believe this measure to be the preferred industry measurement of net interest income, and that it enhances comparability of net interest income arising from taxable and tax-exempt sources.

We present certain additional non-GAAP financial measures to assist the reader with a better understanding of the Company’s performance period over period, and to provide investors with assistance in understanding the success management has experienced in executing its strategic initiatives. The Company highlights certain items that are outside of our principal business and/or are not indicative of forward-looking trends in supplemental disclosure items below our GAAP financial data and presents certain "Adjusted" ratios that exclude these disclosed items. These adjusted ratios provide management and the reader with a measure that may be more indicative of forward-looking trends in our business, as well as demonstrate the effects of significant gains or losses and changes.

We define Adjusted Pre-Provision Net Revenue as net income excluding provision expense and income tax expense, plus the taxable equivalent adjustment (as defined above), less supplemental disclosure items (as defined above). Management believes that adjusted pre-provision net revenue is a useful financial measure because it enables investors and others to assess the Company’s ability to generate capital to cover credit losses through a credit cycle. We define Adjusted Revenue as net interest income (te) and noninterest income less supplemental disclosure items. We define Adjusted Noninterest Expense as noninterest expense less supplemental disclosure items. We define our Efficiency Ratio as noninterest expense to total net interest income (te) and noninterest income, excluding amortization of purchased intangibles and supplemental disclosure items, if applicable. Management believes adjusted revenue, adjusted noninterest expense and the efficiency ratio are useful measures as they provide a greater understanding of ongoing operations and enhance comparability with prior periods.

Acquisition of OFB Bancshares, Inc.

On August 1, 2026, we acquired OFB Bancshares, Inc., parent company of One Florida Bank, in an all-cash transaction. We acquired net assets of approximately $165.6 million, consisting primarily of the following:

•Loans of $1.7 billion, net of a $30.3 million non-credit discount and a $21.9 million allowance for loan loss

•Cash, short-term investments and securities available for sale totaling $335.7 million

•Core deposit intangible asset of $53.1 million

•Deposit liabilities of $1.9 billion, including $0.4 billion of noninterest-bearing and $1.5 billion of interest-bearing deposits

Total consideration for the net assets acquired was $377.6 million, resulting in $189.5 million of goodwill.

One Florida Bank operated five financial centers in the greater Orlando, Florida area and one in the Florida Panhandle. The acquisition enhances our existing financial center footprint by establishing a meaningful presence in the high growth Orlando market and is expected to be immediately accretive to earnings per share, exclusive of one-time transaction costs of approximately $30.4 million incurred in the third quarter of 2026. Full integration and system conversion activities are expected to be finalized in the fourth quarter of 2026. Refer to Note 2 - Acquisition in Part I, Item I of this document for additional information.

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Securities Portfolio Restructuring

In January 2026, we executed a restructuring of our available for sale securities portfolio whereby we sold securities with an amortized cost of $1.5 billion and average yield of 2.49% and reinvested the $1.4 billion of proceeds with the purchase of securities with an average yield of 4.35%. We anticipate a 50 month payback period to cover the $98.5 million pre-tax loss associated with the sale, or approximately $0.95 per diluted share after tax. The restructure is expected to contribute approximately $23.8 million to net interest income, or $0.23 per diluted share, resulting in increases of 32 basis points (bps) to the securities portfolio yield and 7 bps to net interest margin on an annual basis.

Current Economic Environment

The U.S. economy remained resilient during the third quarter of 2026, characterized by moderate economic growth and a stable labor market, but with inflation that continued to run above the Federal Reserve's long-term target. Economic growth during the third quarter of 2026 was stronger than many forecasters expected earlier in the year. Real gross domestic product (GDP) for the third quarter of 2026 was 3.4% on an annual basis, supported by resilient consumer spending, strong business investment, and continued spending related to artificial intelligence infrastructure and technology developments, partially offset by a decrease in exports. The labor market displayed overall stability, showing signs of slower hiring, however, the unemployment rate remained in a range of 4.1% and 4.2% throughout the quarter. Inflation remained the principal economic challenge. Elevated energy prices and broader demand pressures continue to influence inflation, with the consumer price index reaching 3.7% on an annualized basis in September 2026, well above the Federal Reserve’s target of 2%. The Federal Reserve tightened monetary policy by raising its benchmark interest rate by 25 basis points at its September 2026 meeting, bringing the target range to 3.75%-4.00%. Federal Reserve officials emphasized that price stability continued to be its central policy objective.

In the third quarter of 2026, conditions in the financial services industry remained generally favorable despite persistent economic pressures and uncertainty with respect to fiscal and monetary policy. We experienced solid loan production and deposit growth beyond those from the OFB acquisition, reflecting what we believe to be a general resilience in our local markets.

Economic Outlook

We utilize economic forecasts produced by Moody’s Analytics (Moody’s) that provide various scenarios to assist in the development of our economic outlook. This outlook discussion utilizes the September 2026 Moody’s forecast, the most current available at September 30, 2026. The forecasts are anchored on a baseline forecast scenario, which Moody’s defines as the “most likely outcome” of where the economy is headed based on current conditions. Several upside and downside scenarios are produced that are derived from the baseline scenario and incorporate varying degrees of favorable and unfavorable adjustments to economic indicators and circumstances as compared to the baseline.

The baseline scenario maintains a mostly optimistic tenor with respect to economic outcomes, though the outlook has weakened somewhat from previously published scenarios. Key variables underlying the September 2026 baseline forecast include the following: (1) the likelihood of a near-term negotiated settlement between the US and Iran has decreased, and, as a result, crude oil prices will remain elevated for longer; (2) the Fed funds target rate will stay within the range of 3.5% to 3.75% until the end of the decade, reflecting short-term inflation pressures from the Iran war; (3) the effective tariff rate of about 8% is expected to remain for the duration of the current administration before eventually falling back to about 2% late in the decade or early in the next; (4) the combination of a slowdown in labor force growth and monthly job growth will remain a headwind to the labor market, prompting the unemployment rate to resume a gradual climb, peaking at 4.7% in the second half of 2027; (5) GDP is forecasted at 2.2% in 2026, slowing slightly to 2.0% in 2027 and 2.1% in 2028 before rebounding to 2.5% in 2029; (6) the 10-year U.S. Treasury yield is forecasted to average 4.6% in the third quarter of 2026 and remain near that level through the end of the decade due to elevated inflation and fiscal uncertainty.

The S-2 scenario presents a downside alternative to the baseline. The S-2 scenario assumes the effective tariff rate increases to about 11% and remains elevated through the end of 2028. The impacts on the economy from tariffs, deportations and still-elevated oil prices as a result of the conflict with Iran are worse than expected, causing inflation to rise. Further, there is longer and farther-reaching disturbance from other geopolitical conflict. The scenario assumes the unemployment rate will rise considerably to a peak of 7.2% in the third quarter of 2027 and remain elevated before returning to full employment in early 2029. The combination of higher oil prices, rising inflation, tariffs, still elevated interest rates and reduced credit availability causes the U.S. economy to fall into a mild recession beginning in the fourth quarter of 2026 that lasts for three quarters, with a peak-to-trough decline in GDP of 1.1% and the stock market contracting 22%. The recession and rising inflation prompts the Federal Reserve to lower its benchmark interest rate slightly below what is forecasted in the baseline scenario before making more significant cuts as inflation subsides.

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Management has deemed certain assumptions underlying the baseline scenario and the downside S-2 scenario to have an equal likelihood to occur in the near term, and, as such, the baseline and S-2 scenarios were each given probability weightings of 50% in the calculation of our allowance for credit losses at September 30, 2026, consistent with the weightings used in the calculation of allowance for credit losses at June 30, 2026.

The credit loss outlook for our portfolio as a whole has not changed materially since June 30, 2026. We continue to closely monitor our portfolio for customers that are sensitive to prolonged inflation, the elevated interest rate environment, tariffs, labor market conditions and/or other economic circumstances that may impact credit quality.

Rapidly evolving changes in geopolitical, fiscal and other policies continue to drive heightened uncertainty as to the impact on the U.S. and global economies. The duration and scope of the conflict in the Middle East continues to play a pivotal role in economic conditions. The impact of persisting inflation, the potential for a softening labor market and the Federal Reserve's actions to counter those effects, as well as to respond to other economic concerns, could reduce economic growth in the near term. The full extent of the impact of the conflict in the Middle East and other influential factors are uncertain and may have an adverse effect on the U.S. economy, including the possibility of an economic recession or slower growth in the near or midterm.

Highlights of the Third Quarter 2026

We reported net income for the third quarter of 2026 of $110.1 million, or $1.36 per diluted common share, compared to $127.0 million, or $1.55 per diluted common share, in the second quarter of 2026 and $127.5 million, or $1.49 per diluted common share, in the third quarter of 2025. The third quarter of 2026 includes supplemental disclosure items attributable to the acquisition of OFB Bancshares, Inc. (OFB) totaling $30.4 million pre-tax, or $0.30 per diluted share after tax. There were no supplemental disclosure items in the second quarter of 2026 or the third quarter of 2025.

Third quarter 2026 results compared to second quarter 2026:

•Net income of $110.1 million, or $1.36 per diluted share; includes $30.4 million of acquisition-related expenses

•Adjusted pre-provision net revenue, a non-GAAP measure, totaled $189.3 million, up $11.1 million, or 6%

•Period-end loans totaled $26.5 billion, up $2.0 billion, or 8%; includes $1.7 billion of loans acquired from OFB

•Period-end deposits totaled $32.2 billion, up $2.5 billion, or 9%; includes $1.9 billion of deposits assumed from OFB

•Criticized commercial loans decreased while total nonaccrual loans increased; annualized net charge-offs to average loans was unchanged at 0.16%

•Allowance for credit losses coverage to total loans remained solid at 1.42%, unchanged from June 30, 2026

•Net interest margin of 3.61%, up 5 basis points (bps)

•Tangible common equity ratio of 8.05%, down 173 bps; common equity tier 1 ratio of 11.57%, down 162 bps; and total risk-based capital ratio of 13.26%, down 172 bps

•Efficiency ratio, a non-GAAP measure, improved to 54.46%, compared to 55.31%

Our results for the third quarter of 2026 again reflect a period of strong performance and enhanced shareholder value. Our acquisition of OFB, completed on August 1, 2026, delivered approximately $2 billion of balance sheet growth and enhanced our ability to bring our relationship-based approach to banking to customers across an expanded footprint in the Central Florida area. We experienced solid organic deposit and loan growth during the third quarter, reflecting continued progress on our multi-year growth plan. Adjusted pre-provision net revenue grew and our efficiency ratio improved. Credit metrics remained stable and we maintained a robust allowance for credit losses coverage of 1.42%. We also returned capital to shareholders with the repurchase of 1.0 million shares of our common stock, bringing year-to-date repurchases to 3.1 million shares. Our capital ratios remain strong and reflect capital deployed for both inorganic and organic growth, return to shareholders and the impact of the rising interest rate environment. We believe our solid balance sheet, strong customer relationships and disciplined execution position us well to deliver on our objectives for the remainder of this year and over the longer term.

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Consolidated Financial Results

The following table contains the consolidated financial results for the periods indicated.

	Three Months Ended															Nine Months Ended
	September 30,			June 30,			March 31,			December 31,			September 30,			September 30,
(in thousands, except per share data)	2026			2026			2026			2025			2025			2026			2025
Income Statement Data:
Interest income	$	446,818		$	412,887		$	401,382		$	407,698		$	409,020		$	1,261,087		$	1,206,922
Interest income (te) (a)		448,609			415,100			403,783			410,203			411,591			1,267,492			1,214,795
Interest expense		133,711			119,875			116,217			125,528			129,282			369,803			380,320
Net interest income (te)		314,898			295,225			287,566			284,675			282,309			897,689			834,475
Provision for credit losses		16,097			13,775			13,172			13,145			12,651			43,044			38,038
Noninterest income		107,011			108,350			7,482			107,131			106,001			222,843			299,316
Noninterest expense		262,001			225,436			220,748			217,850			212,753			708,185			633,791
Income before income taxes		142,020			162,151			58,727			158,306			160,335			362,898			454,089
Income tax expense		31,964			35,190			11,305			32,734			32,869			78,459			93,588
Net income	$	110,056		$	126,961		$	47,422		$	125,572		$	127,466		$	284,439		$	360,501
Supplemental disclosure items-included above, pre-tax:
Included in provision for credit losses
OFB Bancshares, Inc. acquired unfunded provision	$	1,036		$	—		$	—		$	—		$	—		$	1,036		$	—
Included in noninterest income
Loss on securities portfolio restructure		—			—			98,595			—			—			98,595			—
Included in noninterest expense:
OFB Bancshares, Inc. acquisition expense		29,350			—			—			—			—			29,350			—
Sabal Trust Company acquisition expense		—			—			—			—			—			—			5,911
Balance Sheet Data:
Period end balance sheet data
Loans	$	26,540,423		$	24,580,173		$	23,991,840		$	23,958,440		$	23,596,565		$	26,540,423		$	23,596,565
Earning assets		34,962,230			33,039,464			32,306,650			32,218,663			32,532,320			34,962,230			32,532,320
Total assets		38,583,463			36,345,972			35,542,126			35,472,762			35,766,407			38,583,463			35,766,407
Noninterest-bearing deposits		10,554,777			10,336,866			10,344,878			10,374,991			10,305,303			10,554,777			10,305,303
Total deposits		32,177,308			29,629,760			29,082,134			29,279,774			28,659,750			32,177,308			28,659,750
Stockholders' equity		4,234,341			4,444,134			4,419,592			4,460,117			4,474,479			4,234,341			4,474,479
Average balance sheet data
Loans	$	25,766,152		$	24,339,904		$	23,965,993		$	23,715,763		$	23,425,895		$	24,697,277		$	23,249,212
Earning assets		34,766,919			33,205,847			32,698,837			32,598,315			32,213,632			33,564,776			32,106,914
Total assets		37,591,325			35,881,537			35,420,096			35,227,286			34,751,209			36,305,606			34,546,116
Noninterest-bearing deposits		10,383,038			10,104,015			10,033,006			10,165,806			10,121,707			10,174,635			10,200,640
Total deposits		30,924,820			28,780,937			28,834,747			28,816,539			28,492,076			29,521,157			28,630,511
Stockholders' equity		4,389,908			4,420,837			4,461,827			4,417,711			4,368,746			4,423,927			4,279,294
Common Share Data:
Earnings per share - basic	$	1.37		$	1.56		$	0.58		$	1.51		$	1.50		$	3.51		$	4.20
Earnings per share - diluted		1.36			1.55			0.57			1.49			1.49			3.48			4.17
Cash dividends per common share		0.50			0.50			0.50			0.45			0.45			1.50			1.35
Book value per share (period-end)		53.27			55.23			54.46			54.22			52.82			53.27			52.82
Tangible book value per share (period-end)		37.83			42.95			42.26			42.16			41.07			37.83			41.07
Weighted average number of shares - diluted		80,612			81,485			82,261			83,791			85,453			81,445			85,977
Period-end number of shares		79,493			80,471			81,152			82,259			84,711			79,493			84,711

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	Three Months Ended															Nine Months Ended
	September 30,			June 30,			March 31,			December 31,			September 30,			September 30,
($ in thousands)	2026			2026			2026			2025			2025			2026			2025
Performance and other data:
Return on average assets		1.16	%		1.42	%		0.54	%		1.41	%		1.46	%		1.05	%		1.40	%
Return on average common equity		9.95	%		11.52	%		4.31	%		11.28	%		11.58	%		8.60	%		11.26	%
Return on average tangible common equity		13.46	%		14.84	%		5.54	%		14.55	%		15.00	%		11.25	%		14.48	%
Tangible common equity ratio (b)		8.05	%		9.78	%		9.93	%		10.06	%		10.01	%		8.05	%		10.01	%
Common equity Tier 1 (CET1) ratio		11.57	%		13.19	%		13.29	%		13.65	%		14.09	%		11.57	%		14.09	%
Net interest margin (te)		3.61	%		3.56	%		3.55	%		3.48	%		3.49	%		3.57	%		3.47	%
Noninterest income as a percentage of total revenue (te)		25.36	%		26.85	%		2.54	%		27.34	%		27.30	%		19.89	%		26.40	%
Efficiency ratio (c)		54.46	%		55.31	%		55.43	%		54.93	%		54.10	%		55.05	%		54.73	%
Allowance for loan losses as a percentage of period-end loans		1.28	%		1.27	%		1.30	%		1.28	%		1.33	%		1.28	%		1.33	%
Allowance for credit losses as a percentage of period-end loans		1.42	%		1.42	%		1.43	%		1.43	%		1.45	%		1.42	%		1.45	%
Annualized net charge-offs to average loans		0.16	%		0.16	%		0.19	%		0.22	%		0.19	%		0.17	%		0.23	%
Nonaccrual loans as a percentage of loans		0.50	%		0.46	%		0.47	%		0.45	%		0.48	%		0.50	%		0.48	%
FTE headcount		3,803			3,674			3,658			3,627			3,603			3,803			3,603
Reconciliation of pre-provision net revenue (te) and adjusted pre-provision net revenue(te) (non-GAAP measures) (d)
Net income (GAAP)	$	110,056		$	126,961		$	47,422		$	125,572		$	127,466		$	284,439		$	360,501
Provision for credit losses		16,097			13,775			13,172			13,145			12,651			43,044			38,038
Income tax expense		31,964			35,190			11,305			32,734			32,869			78,459			93,588
Pre-provision net revenue		158,117			175,926			71,899			171,451			172,986			405,942			492,127
Taxable equivalent adjustment		1,791			2,213			2,401			2,505			2,571			6,405			7,873
Pre-provision net revenue (te)		159,908			178,139			74,300			173,956			175,557			412,347			500,000
Adjustments from supplemental disclosure items
Loss on securities portfolio restructure		—			—			98,595			—			—			98,595			—
OFB Bancshares, Inc. acquisition expense		29,350			—			—			—			—			29,350			—
Sabal Trust Company acquisition expense		—			—			—			—			—			—			5,911
Adjusted pre-provision net revenue (te)	$	189,258		$	178,139		$	172,895		$	173,956		$	175,557		$	540,292		$	505,911
Reconciliation of revenue (te), adjusted revenue (te) and efficiency ratio (non-GAAP measures) (d)
Net interest income	$	313,107		$	293,012		$	285,165		$	282,170		$	279,738		$	891,284		$	826,602
Noninterest income		107,011			108,350			7,482			107,131			106,001			222,843			299,316
Total GAAP revenue		420,118			401,362			292,647			389,301			385,739			1,114,127			1,125,918
Taxable equivalent adjustment		1,791			2,213			2,401			2,505			2,571			6,405			7,873
Total revenue (te)	$	421,909		$	403,575		$	295,048		$	391,806		$	388,310		$	1,120,532		$	1,133,791
Adjustments from supplemental disclosure items
Loss on securities portfolio restructure		—			—			98,595			—			—			98,595			—
Adjusted total revenue (te)	$	421,909		$	403,575		$	393,643		$	391,806		$	388,310		$	1,219,127		$	1,133,791
GAAP noninterest expense	$	262,001		$	225,436		$	220,748		$	217,850		$	212,753		$	708,185		$	633,791
Amortization of intangibles		(2,885	)		(2,222	)		(2,548	)		(2,622	)		(2,694	)		(7,655	)		(7,331	)
Adjustments from supplemental disclosure items
OFB Bancshares, Inc. acquisition expense		(29,350	)		—			—			—			—			(29,350	)		—
Sabal Trust Company acquisition expense		—			—			—			—			—			—			(5,911	)
Adjusted noninterest expense for efficiency	$	229,766		$	223,214		$	218,200		$	215,228		$	210,059		$	671,180		$	620,549
Efficiency ratio (c)		54.46	%		55.31	%		55.43	%		54.93	%		54.10	%		55.05	%		54.73	%

(a)For analytical purposes, management adjusts interest income and net interest income for tax-exempt items to a taxable equivalent basis using a federal income tax rate of 21%.

(b)The tangible common equity ratio is common stockholders’ equity less intangible assets divided by total assets less intangible assets.

(c)The efficiency ratio, a non-GAAP financial measure, is noninterest expense to total net interest (te) and noninterest income, excluding amortization of purchased intangibles and supplemental disclosure items.

(d)Refer to the non-GAAP financial measures section of this analysis for a discussion of these measures.

RESULTS OF OPERATIONS

Net Interest Income

Net interest income (te) for the third quarter of 2026 totaled $314.9 million, up $19.7 million, or 7%, from the second quarter of 2026, and $897.7 million for the nine months ended September 30, 2026, up $63.2 million, or 8%, from the same period in 2025.

The $19.7 million increase in net interest income (te) from the second quarter of 2026 is comprised of an increase in interest income (te) of $33.5 million that was partially offset by an increase in interest expense of $13.8 million. The acquisition of OFB contributed approximately $22.8 million of interest income, inclusive of $3.3 million of accretion of the fair value discount, and $7.9 million of interest expense. Outside of the contributions from the OFB acquisition, the increase in interest income (te) was driven primarily by increases in yields on securities and loans, organic loan growth and the impact of an additional accrual day. The increase in interest expense from our legacy operation was driven primarily by increases in the average balance and cost of interest-bearing deposits and the impact of an additional accrual day, partially offset by a decrease in average short-term borrowings. The net interest margin for the

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third quarter of 2026 was 3.61%, up 5 bps from the second quarter of 2026, due in part to the acquisition of OFB, including accretion. The increase in net interest margin also reflects higher yields on securities and loans and lower average short-term borrowings, partially offset by growth in and the rate paid on interest-bearing deposits.

The $63.2 million increase in net interest income (te) for the nine months ended September 30, 2026 from the same period in 2025 is comprised of a $52.7 million increase in interest income (te) and a $10.5 million decrease in interest expense. The acquisition of OFB contributed approximately $22.8 million of interest income, inclusive of accretion, and $7.9 million of interest expense. Outside of the contributions from the OFB acquisition, the increase in interest income (te) was primarily attributable to higher yield on the securities portfolio and loan growth that was partially offset by a decline in yields on loans and short-term investments. The decrease in interest expense was driven by a decline in the cost of interest-bearing deposits, reflective of interest rate movement and a favorable shift in the mix within interest-bearing deposits, partially offset by increases in the average balance of interest-bearing deposits and short-term borrowings. The net interest margin for the nine months ended September 30, 2026 was 3.57%, up 10 bps from the same period in 2025, driven in part by the acquisition of OFB, including accretion, and also by a decrease in the rate paid on interest-bearing deposits, an increase in the yield on securities, and loan growth, partially offset by a decline in the loan yield, growth in interest-bearing deposits, and an increase in average short-term borrowings. The improvement in the securities yield is due in part to the portfolio restructure in the first quarter of 2026.

The following tables detail the components of our net interest income (te) and net interest margin.

		Three Months Ended
		September 30, 2026											June 30, 2026											September 30, 2025
($ in millions)		Volume				Interest (d)			Rate				Volume				Interest (d)			Rate				Volume				Interest (d)			Rate
Average earning assets
Commercial & real estate loans (te) (a)		$	20,438.3			$	304.1			5.91	%		$	19,085.1			$	276.8			5.82	%		$	18,041.2			$	277.9			6.12	%
Residential mortgage loans			3,970.1				40.5			4.09	%			3,921.8				39.2			4.00	%			4,052.3				40.6			4.00	%
Consumer loans			1,357.8				25.6			7.48	%			1,333.0				25.1			7.54	%			1,332.4				27.7			8.25	%
Loan fees & late charges			—				0.1			0.00	%			—				(0.8	)		0.00	%			—				(0.3	)		0.00	%
Total loans (te) (b)			25,766.2				370.3			5.71	%			24,339.9				340.3			5.60	%			23,425.9				345.9			5.87	%
Loans held for sale			28.4				0.5			6.99	%			48.0				0.7			6.22	%			22.2				0.4			6.73	%
US Treasury and government agency securities			693.4				5.9			3.38	%			647.3				5.3			3.29	%			661.7				5.4			3.25	%
Mortgage-backed securities and    collateralized mortgage obligations			7,193.0				62.2			3.46	%			7,065.2				59.2			3.35	%			6,962.1				50.3			2.89	%
Municipals (te)			378.3				3.3			3.52	%			554.3				4.6			3.33	%			742.5				5.5			2.96	%
Other securities			20.0				0.2			4.90	%			18.8				0.2			4.40	%			17.4				0.1			3.72	%
Total securities (te) (c)			8,284.7				71.6			3.46	%			8,285.6				69.3			3.35	%			8,383.7				61.3			2.92	%
Total short-term investments			687.6				6.2			3.56	%			532.3				4.8			3.58	%			381.8				4.0			4.19	%
Total earning assets (te)		$	34,766.9			$	448.6			5.13	%		$	33,205.8			$	415.1			5.01	%		$	32,213.6			$	411.6			5.08	%
Average interest-bearing liabilities
Interest-bearing transaction and savings deposits		$	14,340.0			$	75.6			2.09	%		$	12,389.5			$	57.8			1.87	%		$	11,662.6			$	63.1			2.15	%
Time deposits			3,507.4				27.5			3.11	%			3,436.5				26.5			3.09	%			3,860.5				34.0			3.50	%
Public funds			2,694.3				17.3			2.55	%			2,850.9				18.3			2.57	%			2,847.3				21.0			2.93	%
Total interest-bearing deposits			20,541.7				120.4			2.33	%			18,676.9				102.6			2.20	%			18,370.4				118.1			2.55	%
Repurchase agreements			689.0				2.1			1.22	%			703.5				2.2			1.26	%			604.0				2.3			1.51	%
Other short-term borrowings			825.7				8.2			3.92	%			1,278.6				12.3			3.86	%			531.3				5.9			4.40	%
Long-term debt			210.0				3.0			5.71	%			193.8				2.8			5.79	%			210.6				3.0			5.66	%
Total borrowings			1,724.7				13.3			3.06	%			2,175.9				17.3			3.19	%			1,345.9				11.2			3.30	%
Total interest-bearing liabilities			22,266.4				133.7			2.38	%			20,852.8				119.9			2.31	%			19,716.3				129.3			2.60	%
Net interest-free funding sources			12,500.5											12,353.0											12,497.3
Total cost of funds		$	34,766.9			$	133.7			1.53	%		$	33,205.8			$	119.9			1.45	%		$	32,213.6			$	129.3			1.59	%
Net interest spread (te)						$	314.9			2.75	%						$	295.2			2.70	%						$	282.3			2.48	%
Net interest margin		$	34,766.9			$	314.9			3.61	%		$	33,205.8			$	295.2			3.56	%		$	32,213.6			$	282.3			3.49	%

(a)Taxable equivalent (te) amounts were calculated using a federal income tax rate of 21%.

(b)Includes nonaccrual loans.

(c)Average securities do not include unrealized holding gains/losses on available for sale securities.

(d)Included in interest income is net purchase accounting accretion of $3.3 million for the three months ended September 30, 2026. There was no net purchase accounting accretion in the three months ended June 30, 2026 or September 30, 2025.

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		Nine Months Ended
		September 30, 2026												September 30, 2025
($ in millions)		Volume				Interest (d)				Rate				Volume				Interest (d)				Rate
Average earning assets
Commercial & real estate loans (te) (a)		$	19,398.1			$	849.7				5.86	%		$	17,871.8			$	816.1				6.10	%
Residential mortgage loans			3,958.1				119.9				4.04	%			4,038.3				120.8				3.99	%
Consumer loans			1,341.1				75.5				7.53	%			1,339.1				83.1				8.29	%
Loan fees & late charges			—				(1.7	)			0.00	%			—				(1.1	)			0.00	%
Total loans (te) (b)			24,697.3				1,043.4				5.65	%			23,249.2				1,018.9				5.86	%
Loans held for sale			34.7				1.6				6.20	%			22.4				1.1				6.66	%
US Treasury and government agency securities			661.7				16.4				3.30	%			626.7				14.8				3.14	%
Mortgage-backed securities and    collateralized mortgage obligations			7,068.6				177.6				3.35	%			6,886.5				145.4				2.81	%
Municipals (te)			529.8				13.1				3.30	%			768.7				17.0				2.96	%
Other securities			18.6				0.6				4.49	%			17.6				0.5				3.68	%
Total securities (te) (c)			8,278.7				207.7				3.35	%			8,299.5				177.7				2.85	%
Total short-term investments			554.1				14.8				3.56	%			535.8				17.1				4.27	%
Total earning assets (te)		$	33,564.8			$	1,267.5				5.04	%		$	32,106.9			$	1,214.8				5.05	%
Average interest-bearing liabilities
Interest-bearing transaction and savings deposits		$	12,929.2			$	187.7				1.94	%		$	11,404.0			$	180.1				2.11	%
Time deposits			3,530.1				84.1				3.18	%			4,057.7				109.9				3.62	%
Public funds			2,887.2				55.6				2.58	%			2,968.2				66.4				2.99	%
Total interest-bearing deposits			19,346.5				327.4				2.26	%			18,429.9				356.4				2.59	%
Repurchase agreements			699.9				6.5				1.24	%			614.0				6.2				1.35	%
Other short-term borrowings			942.1				27.2				3.86	%			262.7				8.7				4.43	%
Long-term debt			200.6				8.7				5.77	%			210.8				9.0				5.72	%
Total borrowings			1,842.6				42.4				3.07	%			1,087.5				23.9				2.94	%
Total interest-bearing liabilities			21,189.1				369.8				2.33	%			19,517.4				380.3				2.61	%
Net interest-free funding sources			12,375.7												12,589.5
Total cost of funds		$	33,564.8			$	369.8				1.47	%		$	32,106.9			$	380.3				1.58	%
Net interest spread (te)						$	897.7				2.71	%						$	834.5				2.45	%
Net interest margin		$	33,564.8			$	897.7				3.57	%		$	32,106.9			$	834.5				3.47	%

(a)Taxable equivalent (te) amounts were calculated using a federal income tax rate of 21%.

(b)Includes nonaccrual loans.

(c)Average securities do not include unrealized holding gains/losses on available for sale securities.

(d)Included in interest income is net purchase accounting accretion of $3.3 million for the nine months ended September 30, 2026. There was no net purchase accounting accretion in 2025.

Provision for Credit Losses

During the third quarter of 2026, we recorded a provision for credit losses of $16.1 million, compared to $13.8 million in the second quarter of 2026. The provision for credit losses in the third quarter of 2026 included net charge-offs of $10.2 million and a reserve build of $5.9 million, including $1.0 million attributable to a provision for unfunded commitments assumed in the acquisition of OFB, identified as a supplemental disclosure item. The provision for credit losses in the second quarter of 2026 included net charge-offs of $9.4 million and a reserve build of $4.4 million. The provision for credit losses in both periods reflect mostly stable credit quality and modest builds attributable to loan growth.

Annualized net charge-offs as a percentage of average loans in the third quarter of 2026 were 0.16%, unchanged from the second quarter of 2026. Net charge-offs in the third quarter of 2026 included $7.3 million in the commercial portfolio, $2.5 million in the consumer portfolio and $0.4 million in the residential mortgage portfolio. Net charge-offs in the second quarter of 2026 included $6.6 million in the commercial portfolio, $2.7 million in the consumer portfolio and $0.1 million in the residential mortgage portfolio.

For the nine months ended September 30, 2026, we recorded a provision for credit losses of $43.0 million compared to $38.0 million for the same period in 2025. The provision for credit losses for the nine months ended September 30, 2026 included net charge-offs of $30.8 million and a reserve build of $12.2 million, including the $1.0 million supplemental disclosure item described above. The provision for credit losses for the nine months ended September 30, 2025 included net charge-offs of $39.4 million and a reserve

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release of $1.4 million. Net charge-offs for the nine months ended September 30, 2026 were 0.17% of average loans, comprised of net charge-offs of $21.4 million in the commercial portfolio, $8.7 million in the consumer portfolio and $0.7 million in the residential mortgage portfolio. Net charge-offs for the nine months ended September 30, 2025 were 0.23% of average loans, comprised of net charge-offs of $29.2 million in the commercial portfolio, $10.1 million in the consumer portfolio, and $0.1 million in the residential mortgage portfolio.

The discussion labeled "Allowance for Credit Losses and Asset Quality" that appears later in this Item provides additional information on these changes and on general credit quality.

Noninterest Income

Noninterest income totaled $107.0 million for the third quarter of 2026, down $1.3 million, or 1%, from the second quarter of 2026, driven primarily by declines in secondary mortgage market operations, trust fees and investment and annuity fees, partially offset by increases in service charges on deposits and other miscellaneous income. For the nine months ended September 30, 2026, noninterest income totaled $222.8 million, down $76.5 million from the same period in 2025. Included in noninterest income for the nine months ended September 30, 2026 was a $98.6 million loss identified as a supplemental disclosure item attributable to the restructuring of the available for sales securities portfolio. Excluding the supplemental disclosure item, noninterest income was up $22.1 million, or 7%, from the same period in 2025, with increases across most lines. A detailed discussion of noninterest income variances follows.

The components of noninterest income are presented in the following table for the indicated periods.

	Three Months Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
($ in thousands)	2026			2026			2025			2026			2025
Service charges on deposit accounts	$	27,077		$	25,897		$	25,220		$	78,876		$	73,595
Trust fees		24,995			26,049			24,211			75,618			64,986
Bank card and ATM fees		22,983			23,181			21,814			68,290			64,532
Investment and annuity fees and insurance commissions		13,872			14,617			14,507			41,061			36,525
Secondary mortgage market operations		2,862			4,065			3,475			10,456			11,090
Securities transactions, net		—			—			—			(98,595	)		—
Income from bank-owned life insurance		5,879			6,316			5,752			17,462			15,938
Credit related fees		2,862			2,788			2,900			8,425			8,453
Income (loss) from customer and other derivatives		50			395			1,932			1,405			3,630
Net gains on sales of premises, equipment and other assets		1,296			1,638			1,913			4,980			4,806
Other miscellaneous		5,135			3,404			4,277			14,865			15,761
Total noninterest income	$	107,011		$	108,350		$	106,001		$	222,843		$	299,316
Supplemental Disclosure Items in Noninterest Income
Securities transactions, net:
Loss on securities portfolio restructure	$	—		$	—		$	—		$	(98,595	)	$	—
Total supplemental disclosure item in noninterest income	$	—		$	—		$	—		$	(98,595	)	$	—

Service charges on deposit accounts include consumer, business, and corporate deposit account servicing fees, as well as nonsufficient funds fees on non-consumer accounts, overdraft and overdraft protection fees, and other customer transaction-related fees. Service charges on deposits totaled $27.1 million for the third quarter of 2026, up $1.2 million, or 5%, from the second quarter of 2026. For the nine months ended September 30, 2026, service charges on deposits totaled $78.9 million, up $5.3 million, or 7%, from the same period in 2025. The increases in service charges on deposits for both the three and nine months ended September 30, 2026 include a $0.2 million contribution from deposits assumed in the OFB acquisition. Outside of the contribution from OFB, both the linked-quarter and year-over-year increases in service charges on deposit accounts were driven largely by increases in commercial analysis fees and consumer, small business and commercial overdraft fees.

Trust fee income represents revenue generated from a full range of trust services, including asset management and custody services provided to individuals, businesses and institutions. Trust fees totaled $25.0 million for the third quarter of 2026, down $1.1 million, or 4%, from the second quarter of 2026, driven in part by seasonal tax preparation fees earned in the second quarter of 2026. For the nine months ended September 30, 2026, trust fees totaled $75.6 million, up $10.6 million, or 16%, from the same period in 2025. The year-over-year increase is mostly attributable to personal trust, resulting from both a full period contribution from the Sabal acquisition and organic and market value-driven growth in our legacy business.

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Bank card and ATM fees include interchange and other income from credit and debit card transactions, fees earned from processing card transactions for merchants, and fees earned from ATM transactions. Bank card and ATM fees totaled $23.0 million for the third quarter of 2026, down $0.2 million, or 1%, from the second quarter of 2026, driven primarily by a decline in merchant services fees. Bank card and ATM fees for the nine months ended September 30, 2026 totaled $68.3 million, up $3.8 million, or 6%, from the same period in 2025. The year-over-year increase is mostly attributable to interchange fees, due in part to card-focused marketing campaigns, and ATM fees, reflecting a marketing adjustment on certain fees.

Investment and annuity fees and insurance commissions includes both fees earned from sales of annuity and insurance products, as well as managed account fees. Investment and annuity fees and insurance commissions totaled $13.9 million for the third quarter of 2026, down $0.7 million, or 5%, from the second quarter of 2026. The linked quarter decrease was largely driven by annuity sales volume. For the nine months ended September 30, 2026, investment and annuity fees and insurance commissions totaled $41.1 million, up $4.5 million, or 12%, from the same period in 2025. The year-over-year increase was largely driven by fixed income trading and investment management fees, partially offset by a decline in annuity sales. Investment and annuity fee income can vary from period to period depending on market conditions, impacting demand for products and services and related fees.

Income from secondary mortgage market operations is comprised of income produced from the origination and sales of residential mortgage loans in the secondary market. We offer a full range of mortgage products to our customers and typically sell longer-term fixed-rate loans while retaining the majority of adjustable-rate loans, as well as loans generated through programs to support customer relationships. Secondary mortgage market operations income will vary based on mortgage application volume, pull through rates, the percentage of loans ultimately sold in the secondary market and the timing of such sales. Income from secondary mortgage market operations was $2.9 million in the third quarter of 2026, down $1.2 million, or 30%, from the second quarter of 2026. The linked quarter decrease was primarily attributable to a decrease in both production and the percentage of loans sold in the secondary market, largely reflective of pressure from interest rate movement. For the nine months ended September 30, 2026, income from secondary mortgage market operations totaled $10.5 million, down $0.6 million, or 6%, from the same period in 2025, as the impact of an increase in mortgage production was offset by a decline in the percentage of loans sold in the secondary market.

There was no net gain or loss on securities transactions during the third or second quarters of 2026 or in any period in 2025. For the nine months ended September 30, 2026, net loss on securities transactions totaled $98.6 million, resulting from the sale of $1.5 billion of available for sale securities. The sale reflects a strategic decision to restructure the portfolio to enhance future net interest income through deployment of the proceeds into higher-yielding instruments.

Income from bank-owned life insurance (BOLI) is typically generated through insurance benefit proceeds as well as the growth of the cash surrender value of insurance contracts held. Income from BOLI was $5.9 million for the third quarter of 2026, down $0.4 million, or 7%, from the second quarter of 2026. The linked quarter decrease was driven by a decline in mortality gains that was partially offset by an increase in income from changes in cash surrender value. For the nine months ended September 30, 2026, income from BOLI totaled $17.5 million, up $1.5 million, or 10%, from the same period in 2025, driven by an increase in income from changes in cash surrender value that was partially offset by a decline in mortality gains.

Credit related fees include fees assessed on letters of credit and unused portions of loan commitments. For the three months ended September 30, 2026, credit related fees totaled $2.9 million, up $0.1 million, or 3%, from the second quarter of 2026. For the nine months ended September 30, 2026, credit related fees totaled $8.4 million, virtually flat compared to the same period in 2025. Credit related fees can vary from period to period depending on the amount of letters of credit outstanding and utilization rates of lines of credit.

Income or loss from customer and other derivatives is largely from our customer interest rate derivative program. Income from customer and other derivatives totaled $0.1 million for the third quarter of 2026, down $0.3 million from the second quarter of 2026. The linked quarter decrease was largely attributable to losses associated with assumption changes to the Visa Class B derivative liability, partially offset by an increase in income from the customer derivative program that is a product of volume and interest rate movement during the quarter. For the nine months ended September 30, 2026, income from customer and other derivatives totaled $1.4 million, down $2.2 million from the same period in 2025. The year-over-year decrease was largely driven by the customer derivative program that is a product of volume and changes in the interest rate environment during the comparative periods. Derivative income can be volatile and is dependent upon the composition of the portfolio, volume and mix of sales and termination activity, and market value adjustments due to market interest rate movement.

Net gains on sales of premises, equipment and other assets consist primarily of net revenue earned from sales of excess-bank owned facilities and equipment no longer in use, gains on sales of Small Business Administration (SBA) and other non-residential mortgage loans, and leases and other assets associated with the equipment finance line of business. Net gains on sales of premises, equipment and other assets for the third quarter of 2026 totaled $1.3 million, down $0.3 million, or 21%, from the second quarter of 2026. For the nine months ended September 30, 2026, net gains on sales of premises, equipment and other assets totaled $5.0 million, down $0.2

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million, or 4%, from the same period in 2025. The level of net gains or losses on sales of these assets in a given reporting period will vary based on a variety of circumstances.

Other miscellaneous income is comprised of various items, including income from investments in small business investment companies (SBIC), dividends on Federal Home Loan Bank (FHLB) stock, and fees from loan syndication and other specialty lines of business. Other miscellaneous income totaled $5.1 million, up $1.7 million from the second quarter of 2026. The linked quarter increase reflects increases in income from SBICs, syndication income and dividends on FHLB stock. For the nine months ended September 30, 2026, other miscellaneous income totaled $14.9 million, down $0.9 million from the same period in 2025. The year over year decrease was driven primarily by a decline in income from SBICs and syndication fees that was partially offset by an increase in dividends on FHLB stock. SBIC income and syndication fees will vary from period to period, depending on activity.

Noninterest Expense

Noninterest expense for the third quarter of 2026 was $262.0 million, up $36.6 million, or 16%, from the second quarter of 2026. Included in the three months ended September 30, 2026 were supplemental disclosure items totaling $29.4 million related to the acquisition of OFB Bancshares, Inc. Excluding the supplemental disclosure items, noninterest expense was up $7.2 million, or 3%, from the second quarter of 2026, driven largely by increases in personnel, and occupancy and equipment expense. For the nine months ended September 30, 2026, noninterest expense totaled $708.2 million, up $74.4 million, or 12%, from the same period in 2025. Included in noninterest expense for nine months ended September 30, 2026 were the $29.4 million of OFB acquisition-related supplemental disclosure items mentioned above. Included in the nine months ended September 30, 2025 were supplemental disclosure items totaling $5.9 million attributable to the Sabal acquisition. Excluding the supplemental disclosure items in each respective period, noninterest expense was up $51.0 million, or 8%, from the same period in 2025, with increases across most categories but largely driven by increases in personnel, business development, and data processing expenses. A more detailed discussion of noninterest expense variances follows.

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The components of noninterest expense are presented in the following table for the indicated periods.

	Three Months Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
($ in thousands)	2026			2026			2025			2026			2025
Compensation expense	$	120,881		$	105,579		$	100,681		$	325,248		$	285,508
Employee benefits		23,870			24,612			21,341			76,842			67,373
Personnel expense		144,751			130,191			122,022			402,090			352,881
Net occupancy expense		14,820			13,857			14,066			41,806			41,471
Equipment expense		5,251			4,410			4,156			13,818			12,788
Data processing expense		38,677			31,701			30,665			103,174			95,363
Professional services expense		23,517			14,538			13,375			51,655			41,981
Amortization of intangible assets		2,885			2,222			2,694			7,655			7,331
Deposit insurance and regulatory fees		5,286			5,019			4,656			15,293			14,504
Other real estate and foreclosed asset expense (income), net		566			214			(337	)		1,221			2,624
Corporate value and franchise taxes and other non-income taxes		4,481			4,545			4,371			13,442			13,407
Entertainment and contributions		3,802			3,477			2,984			11,497			9,718
Advertising		6,524			4,325			3,619			15,035			9,622
Telecommunications and postage		2,764			2,667			2,534			8,073			7,545
Travel expense		2,418			2,231			1,691			6,284			4,814
Tax credit investment amortization		883			890			1,068			2,676			3,204
Printing and supplies		997			1,145			907			3,127			3,078
Net other retirement expense		(5,814	)		(5,647	)		(4,142	)		(16,772	)		(11,933	)
Other miscellaneous		10,193			9,651			8,424			28,111			25,393
Total noninterest expense	$	262,001		$	225,436		$	212,753		$	708,185		$	633,791
Supplemental Disclosure Items in Noninterest Expense
OFB Bancshares, Inc. and Sabal Trust Company acquisition expenses:
Personnel expense	$	8,318		$	—		$	—		$	8,318		$	1,422
Data processing expense		7,774			—			—			7,774			1,976
Professional services expense		10,493			—			—			10,493			1,550
Advertising		2,065			—			—			2,065			—
Printing and supplies		22			—			—			22			210
Other		678			—			—			678			753
Total supplemental disclosure items in noninterest expense	$	29,350		$	—		$	—		$	29,350		$	5,911

Personnel expense consists of salaries, incentive compensation, long-term incentives, payroll taxes, and other employee benefits such as 401(k), pension, and insurance for medical, life and disability. Personnel expense totaled $144.8 million for the third quarter of 2026, up $14.6 million, or 11%, from the second quarter of 2026. The three months ended September 30, 2026 included $8.3 million of OFB acquisition costs highlighted as supplemental disclosure items. Excluding the OFB acquisition costs, personnel expense for the third quarter of 2026 were up $6.2 million, or 5%, from the second quarter of 2026. The linked quarter increase was driven primarily by $3.6 million of expense attributable to the addition of OFB associates and by increases in salary expense as a result of increased headcount, commissions and incentives associated with production, certain employee benefits and a decrease in benefit from salary deferrals associated with lending activity. These increases were partially offset by a decrease in certain other employee benefits. For the nine months ended September 30, 2026, personnel expense totaled $402.1 million, up $49.2 million, or 14%, from the same period in 2025. The nine months ended September 30, 2026 and 2025 included $8.3 million and $1.4 million, respectively, of acquisition costs highlighted as supplemental disclosure items. Excluding the acquisition costs in each respective period, personnel expense for the nine months ended September 30, 2026 was up $42.3 million, or 12%, from the same period in 2025. The year-over-year increase reflects increases in most components of this category, and reflects both expected annual increases in salary, incentives, bonus and associated benefit costs, and incremental expense associated with increased headcount that includes the addition of OFB associates and additional hires of revenue-producing associates, and facility management associates whose function was previously outsourced.

Occupancy and equipment expenses are primarily composed of lease expenses, depreciation, maintenance and repairs, rent, property taxes, and other equipment expenses. Occupancy and equipment expenses totaled $20.1 million for the third quarter of 2026, up $1.8 million, or 10%, from the second quarter of 2026, primarily attributable to increases in equipment expense, building repair and maintenance, utilities and leased facility expense. For the nine months ended September 30, 2026, occupancy and equipment expenses totaled $55.6 million, up $1.4 million, or 3%, compared to the same period in 2025. The year over year increase was mostly driven by

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leased facility expense and equipment expense that was partially offset by decreases in facility repair and maintenance, outsourced facility management, and insurance expense.

Data processing expense includes expenses related to third party technology processing and servicing costs, technology project costs and fees associated with bank card and ATM transactions, and credit card reward expenses. Data processing expense was $38.7 million for the third quarter of 2026, up $7.0 million, or 22%, from the second quarter of 2026. The three months ended September 30, 2026 included $7.8 million of OFB acquisition costs highlighted as supplemental disclosure items, largely related to software contract terminations. Excluding the OFB acquisition costs, data processing expense for the third quarter of 2026 was down $0.8 million, or 3%, from the second quarter of 2026. The linked quarter decrease was driven primarily by a decline in activity-based card processing expenses and certain third-party technology processing expenses, partially offset by increases in maintenance on bank owned software and expense associated with an outsourced ATM provider. For the nine months ended September 30, 2026, data processing expense totaled $103.2 million, up $7.8 million, or 8%, from the same period in 2025. The nine months ended September 30, 2026 and 2025 included $7.8 million and $2.0 million, respectively, of acquisition costs highlighted as supplemental disclosure items. Excluding the acquisition costs in each respective period, data processing expense for the nine months ended September 30, 2026 was up $2.0 million, or 2%, from the same period in 2025. The year over year increase was largely attributable to increases in certain third-party technology processing and activity-based card processing and rewards and rebates expenses, partially offset by a decrease in amortization and maintenance on bank owned software. Data processing expense can vary from period to period, depending on business needs and technology enhancement initiatives.

Professional services expense includes accounting and audit, legal, consulting and certain outsourced service expense. Professional services expense for the third quarter of 2026 totaled $23.5 million, up $9.0 million, or 62%, from the second quarter of 2026. The three months ended September 30, 2026 included $10.5 million of OFB acquisition costs highlighted as supplemental disclosure items, primarily comprised of transaction-related legal and consulting costs. Excluding the OFB acquisition costs, professional services expense for the third quarter of 2026 was down $1.5 million, or 10%, from the second quarter of 2026. The linked quarter decrease was mostly attributable to professional services associated with stand-alone engagements, including process improvement projects and expenses associated with problem loan collections. For the nine months ended September 30, 2026, professional services expense totaled $51.7 million, up $9.7 million, or 23%, from the same period in 2025. The nine months ended September 30, 2026 and 2025 included $10.5 million and $1.5 million, respectively, of acquisition costs highlighted as supplemental disclosure items. Excluding the acquisition costs in each respective period, professional services expense for the nine months ended September 30, 2026 was up $0.7 million, or 2%, from the same period in 2025.The year-over-year increase was largely attributable to costs of other professional services associated with stand-alone engagements, including process improvement projects, partially offset by declines in legal fees. Professional services expense may vary from period to period, generally related to the timing of external service needs.

Deposit insurance and regulatory fees for the third quarter of 2026 totaled $5.3 million, up $0.3 million, or 5%, from the second quarter of 2026. For the nine months ended September 30, 2026, deposit insurance and regulatory fees totaled $15.3 million, up $0.8 million, or 5%, from the same period in 2025. The linked quarter and year over year increases are mostly reflective of changes in our risk-based assessment calculation.

Other real estate and foreclosed assets expense, net totaled $0.6 million in the third quarter of 2026, up $0.4 million from the second quarter of 2026. For the nine months ended September 30, 2026, other real estate and foreclosed assets expense totaled $1.2 million, down $1.4 million from the same period in 2025. Gains or losses on the sale of other real estate and foreclosed assets may occur periodically and are dependent on the number and type of assets for sale and current market conditions.

Corporate value, franchise and other non-income tax expense for the third quarter of 2026 totaled $4.5 million, down $0.1 million, or 1%, from the second quarter of 2026 driven by decreases in both franchise and bank share tax. For the nine months ended September 30, 2026, corporate value, franchise and other non-income tax expense totaled $13.4 million, virtually flat compared to the same period in 2025, as an increase in franchise tax was mostly offset by a decrease in bank share tax. The calculation of bank share tax is based on multiple variables, including average quarterly assets, earnings and stockholders’ equity to determine the taxable assessment value and can vary from period to period.

Business development-related expenses (including advertising, travel, entertainment and contributions) totaled $12.7 million for the third quarter of 2026, up $2.7 million, or 27%, from the second quarter of 2026. The three months ended September 30, 2026 included $2.1 million of OFB acquisition costs highlighted as supplemental disclosure items, largely related to advertising costs. Excluding the OFB acquisition costs, business development-related expenses for the third quarter of 2026 were up $0.7 million, or 6%, from the second quarter of 2026, driven largely by travel and entertainment. For the nine months ended September 30, 2026, business development-related expenses totaled $32.8 million, up $8.7 million, or 36%, from the same period in 2025. Excluding the $2.1 million of OFB acquisition costs, business development-related expenses for the nine months ended September 30, 2026 were up $6.6 million, or 27%, from the same period in 2025. The year-over-year increase was attributable to most components of this category but driven primarily by digital and print media, travel, entertainment and promotion expenses.

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All other expenses, excluding amortization of intangibles, is comprised of a variety of other operational expenses and losses, tax credit investment amortization, and net other retirement expense. All other expenses totaled $9.0 million for the third quarter of 2026, up $0.3 million, or 4%, from the second quarter of 2026. The three months ended September 30, 2026 included $0.7 million of OFB acquisition costs highlighted as supplemental disclosure items. Excluding the OFB acquisition costs, all other expenses for the third quarter of 2026 were down $0.4 million, or 4%, from the second quarter of 2026. For the nine months ended September 30, 2026, all other expenses totaled $25.2 million, down $2.1 million, or 8%, from the same period in 2025. The nine months ended September 30, 2026 and 2025 included $0.7 million and $1.0 million, respectively, of acquisition costs highlighted as supplemental disclosure items. Excluding the acquisition costs in each respective period, all other expenses for the nine months ended September 30, 2026 were down $1.8 million, or 7%, from the same period in 2025, driven primarily by net other retirement expense as a result of changes in actuarial assumptions for our pension plan, partially offset by an increase in other operational losses.

Income Taxes

The effective income tax rate for the third quarter of 2026 was 22.5%, compared to 21.7% in the second quarter of 2026. The linked-quarter increase in the effective tax rate was due primarily to increased nondeductible expenses attributable to the OFB acquisition that closed in the third quarter of 2026. The effective tax rate for the nine months ended September 30, 2026 was 21.6%, compared to 20.6% for the same period in 2025.

Many factors impact the effective income tax rate including, but not limited to, the level of pre-tax income and relative impact of net tax benefits related to tax credit investments, tax-exempt interest income, bank-owned life insurance, and nondeductible expenses. Additionally, discrete tax items recognized in any given period affect the comparability of the effective income tax rate between periods. Such items include share-based compensation, valuation allowance changes, uncertain tax position changes and tax law changes.

Our effective tax rate has historically varied from the federal statutory rate primarily because of tax-exempt income and tax credits. Interest income on bonds issued by or loans to state and municipal governments and authorities, and earnings from the bank-owned life insurance program are the major components of tax-exempt income. The main source of tax credits has been investments in tax-advantaged securities and tax credit projects. These investments are made primarily in the markets we serve and are directed at tax credits issued under the Federal and State New Market Tax Credit (NMTC) programs, Low-Income Housing Tax Credit (LIHTC) programs, as well as pre-2018 Qualified Zone Academy Bonds (QZAB) and Qualified School Construction Bonds (QSCB). These investments generate tax credits, which reduce current and future taxes and are recognized when earned as a benefit in the provision for income taxes.

We have invested in NMTC projects through investments in our own Community Development Entities (CDE), as well as other unrelated CDEs. Federal tax credits from NMTC investments are recognized over a seven-year period, while recognition of the benefits from state tax credits varies from three to five years. We have also invested in affordable housing projects that generate federal LIHTC tax credits that are recognized over a ten-year period, beginning in the year the rental activity begins. The amortization of the LIHTC investment cost is recognized as a component of income tax expense in proportion to the tax credits recognized over the ten-year credit period.

Based on tax credit investments that have been made to date in 2026, we expect to realize benefits from federal and state tax credits over the next three years totaling $8.0 million, $5.5 million, and $4.4 million in 2027, 2028, and 2029, respectively. We may continue making investments in tax credit projects; however, our ability to access new credits will depend upon, among other factors, federal and state tax policies and the level of competition for such credits.

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LIQUIDITY AND CAPITAL RESOURCES

Liquidity

Liquidity management ensures that funds are available to meet the cash flow requirements of our depositors and borrowers, while also meeting the operating, capital and strategic cash flow needs of the Company, the Bank and other subsidiaries. As part of the overall asset and liability management process, liquidity management strategies and measurements have been developed to manage and monitor liquidity risk. At September 30, 2026, our available on and off-balance sheet liquidity of $20.5 billion was well in excess of our estimated uninsured, noncollateralized deposits of approximately $14.3 billion. The following table summarizes available liquidity at September 30, 2026.

		September 30, 2026
($ in thousands)		Total Available				Amount Used				Net Availability
Available Sources of Funding:
Internal Sources:
Free securities		$	4,578,537			$	—			$	4,578,537
External Sources:
Federal Home Loan Bank (a)			6,912,394				1,739,281				5,173,113
Federal Reserve Bank			3,477,840				—				3,477,840
Brokered deposits			4,826,596				—				4,826,596
Other			1,219,000				—				1,219,000
Total Available Sources of Funding		$	21,014,367			$	1,739,281			$	19,275,086
Cash and other interest-bearing bank deposits											1,207,172
Total Liquidity										$	20,482,258

(a) Amount used includes letters of credit.

The asset portion of the balance sheet provides liquidity primarily through loan principal repayments, maturities and repayments of investment securities and occasional sales of various assets. Short-term investments such as federal funds sold, securities purchased under agreements to resell and interest-bearing deposits with the Federal Reserve Bank or with other commercial banks are additional sources of liquidity to meet cash flow requirements. Free securities represent unpledged securities that can be sold or used as collateral for borrowings, and include unpledged securities assigned to short-term dealer repurchase agreements or to the Federal Reserve Bank discount window. Total pledged securities were $3.1 billion at September 30, 2026, down $778 million from December 31, 2025. The decrease in pledged securities compared to December 31, 2025 is largely attributable to pledges that were released in response to a decrease in public funds deposits. Both securities and FHLB letters of credit are pledged as collateral related to public funds and repurchase agreements. Management has established an internal target for the ratio of free securities to total securities of 20% or greater. As shown in the table below, our ratio of free securities to total securities was 59.98% at September 30, 2026, compared to 58.76% at June 30, 2026, and 51.97% at December 31, 2025.

	September 30,			June 30,			March 31,			December 31,			September 30,
Liquidity Metrics	2026			2026			2026			2025			2025
Free securities / total securities		59.98	%		58.76	%		56.35	%		51.97	%		60.83	%
Core deposits / total deposits		95.57	%		95.50	%		95.17	%		94.99	%		94.81	%
Wholesale funds / core deposits		4.93	%		6.24	%		5.62	%		4.37	%		7.74	%
Liquid assets / total liabilities		16.84	%		17.72	%		16.85	%		15.63	%		19.88	%
Quarter-to-date average loans / quarter-to-date average deposits		83.32	%		84.57	%		83.11	%		82.30	%		82.22	%

The liability portion of the balance sheet provides liquidity mainly through the ability to use cash sourced from customer deposit accounts. At September 30, 2026, deposits totaled $32.2 billion, up $2.5 billion from June 30, 2026 and $2.9 billion from December 31, 2025. The increases from both comparative dates are primarily attributable to deposits assumed in the OFB acquisition but also to growth in transaction and savings deposits that was partially offset by retail time deposit maturities and typical seasonal movement in public funds deposits. There were no brokered time deposits at September 30, 2026, June 30, 2026 or December 31, 2025. The use of brokered deposits as a funding source is subject to certain policies regarding the amount, term and interest rate.

Core deposits consist of total deposits excluding certificates of deposit of $250,000 or more and brokered deposits. The level of core deposits will vary based on the level of total deposits and the mix therein. Core deposits totaled $30.8 billion at September 30, 2026, up $2.5 billion from June 30, 2026 and $2.9 billion from December 31, 2025. The increases from both comparative dates are primarily attributable to core deposits assumed in the OFB acquisition but also to growth in transaction and savings deposits that includes some shifting of mix from time and noninterest-bearing deposits. The increase compared to year end is also net of a typical seasonal decline

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in public funds deposits. The ratio of core deposits to total deposits was 95.57% at September 30, 2026, compared to 95.50% at June 30, 2026 and 94.99% at December 31, 2025.

Purchases of federal funds, securities sold under agreements to repurchase and other short-term borrowings from customers provide additional sources of liquidity to meet short-term funding requirements. Besides funding from customer sources, the Bank has a line of credit with the FHLB that is secured by blanket pledges of certain mortgage loans. At September 30, 2026, the bank had $750 million in borrowings and approximately $5.2 billion available under this line. At September 30, 2026, the unused borrowing capacity at the Federal Reserve’s discount window was approximately $3.5 billion. There were no outstanding borrowings with the Federal Reserve at any date during any period covered by this report.

Wholesale funds, which are comprised of short-term borrowings, long-term debt and brokered deposits were 4.93% of core deposits at September 30, 2026, compared to 6.24% at June 30, 2026 and 4.37% at December 31, 2025. At September 30, 2026, wholesale funds totaled $1.5 billion, a decrease of $248.3 million from June 30, 2026 and an increase of $299.8 million from December 31, 2025. The variances from both comparative dates were largely driven by changes in the level of FHLB borrowings. The amount of wholesale funds outstanding will vary based on retail deposit levels and current funding needs. The Company has established an internal target for wholesale funds to be less than 25% of core deposits.

Other key measures used to monitor liquidity include the liquid asset ratio and the loan-to-deposit ratio. The liquid asset ratio (liquid assets, consisting of cash, short-term investments and free securities, divided by total liabilities) measures our ability to meet short-term obligations. Our liquid asset ratio was 16.84% at September 30, 2026, compared to 17.72% at June 30, 2026 and 15.63% at December 31, 2025. Management has established a minimum liquid asset ratio of 7.5% and an internal target of 12% or greater. The loan to deposit ratio (average loans outstanding for the reporting period divided by average deposits outstanding) measures the amount of funds the Bank lends for each dollar of deposits on hand. Our average loan-to-deposit ratio for the third quarter of 2026 was 83.32%, compared to 84.57% for the second quarter of 2026, and 82.30% for the fourth quarter of 2025. Management has an established target range for the loan-to-deposit ratio of 87% to 89%, but will operate outside that range under certain circumstances.

Cash generated from operations is another important source of funds to meet liquidity needs. The Consolidated Statements of Cash Flows included in Part I, Item 1 of this document present operating cash flows and summarize all significant sources and uses of funds during the nine months ended September 30, 2026 and 2025.

Dividends received from the Bank have been the primary source of funds available to the Parent for the payment of dividends to our stockholders, repurchasing our common stock in the open market, servicing its debt and for acquisitions with cash consideration. The liquidity management process takes into account the various regulatory provisions that can limit the amount of dividends the Bank can distribute to the Parent. The Parent targets cash and other liquid assets to provide liquidity in an amount sufficient to fund approximately six quarters of ongoing cash or liquid asset needs, consisting primarily of common stockholder dividends, debt service requirements, and any expected early extinguishment of debt. The Parent may operate below the target level on a temporary basis if a return to the target can be achieved within a reasonable amount of time. The Parent had cash and liquid assets of $205.5 million at September 30, 2026.

Capital Resources

Stockholders’ equity totaled $4.2 billion at September 30, 2026, down $225.8 million, or 5%, from December 31, 2025. The decrease from December 31, 2025 is primarily attributable to common stock repurchases of $223.3 million, other comprehensive loss of $178.1 million and dividends of $122.9 million, partially offset by net income of $284.4 million and long-term incentive plan and dividend reinvestment activity of $14.1 million.

The tangible common equity (TCE) ratio was 8.05% at September 30, 2026, down 201 bps from 10.06% at December 31, 2025, driven by the impact of the OFB acquisition (-114 bps), other comprehensive loss (-52 bps), common stock repurchases (-64 bps), dividends (-36 bps) and tangible asset growth (-23 bps), partially offset by tangible net earnings (+85 bps) and stock-based compensation and other (+3 bps).

The regulatory capital ratios of the Company and the Bank at September 30, 2026 were down compared to June 30, 2026 and December 31, 2025, due primarily to the acquisition of OFB but remain well in excess of current regulatory minimum requirements, including capital conservation buffers, by at least $650 million. The Company and the Bank have been categorized as “well-capitalized” in the most recent notices received from our regulators. Refer to the Supervision and Regulation section in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 for further discussion of our capital requirements.

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The following table shows the regulatory capital ratios for the Company and the Bank for the indicated periods.

	Well-			September 30,			June 30,			March 31,			December 31,			September 30,
	Capitalized			2026			2026			2026			2025			2025
Total capital (to risk weighted assets)
Hancock Whitney Corporation		10.00	%		13.26	%		14.98	%		15.10	%		15.45	%		15.92	%
Hancock Whitney Bank		10.00	%		12.60	%		14.05	%		14.25	%		14.43	%		14.88	%
Tier 1 common equity capital (to risk weighted assets)
Hancock Whitney Corporation		6.50	%		11.57	%		13.19	%		13.29	%		13.65	%		14.09	%
Hancock Whitney Bank		6.50	%		11.47	%		12.86	%		13.05	%		13.24	%		13.67	%
Tier 1 capital (to risk weighted assets)
Hancock Whitney Corporation		8.00	%		11.57	%		13.19	%		13.29	%		13.65	%		14.09	%
Hancock Whitney Bank		8.00	%		11.47	%		12.86	%		13.05	%		13.24	%		13.67	%
Tier 1 leverage capital
Hancock Whitney Corporation		5.00	%		9.80	%		10.87	%		10.89	%		11.17	%		11.46	%
Hancock Whitney Bank		5.00	%		9.71	%		10.59	%		10.69	%		10.84	%		11.11	%

On July 30, 2026, our board of directors declared a regular quarterly common stock cash dividend of $0.50 per share. The quarterly common stock cash dividend was paid on September 15, 2026 to shareholders of record on September 4, 2026. The Company has paid uninterrupted dividends to its shareholders since 1967.

In December 2025, our Board of Directors authorized a stock repurchase program, effective January 1, 2026, to repurchase up to 5% of the shares of common stock outstanding as of December 31, 2025, or 4.1 million shares. The authorization expires on December 31, 2026. The shares may be repurchased in the open market, by block purchase, through accelerated share repurchase plans, in privately negotiated transactions or otherwise, in one or more transactions, from time to time, depending upon market conditions and other factors, and in accordance with applicable regulations of the Securities and Exchange Commission. The Company is not obligated to purchase any shares under this program and the repurchase authorization may be terminated or amended by the Board of Directors at any time prior to the expiration date. During the third quarter of 2026, the Company repurchased 1.0 million shares under this program at an average price of $77.94 per share, inclusive of commissions. To date, 3.1 million shares have been repurchased under this program. The Company has accrued an estimated excise tax liability on net share repurchases under this plan of $2.0 million at September 30, 2026.

On March 19, 2026, the federal bank regulatory agencies requested comment on three proposals to modernize the regulatory capital framework for banks of all sizes. The proposals are intended to streamline capital requirements and better align regulatory capital with risk while maintaining the safety and soundness of the banking system. While the agencies anticipate that the amount of overall capital in the banking system will modestly decrease as a result of these proposals, they expect capital levels will still be substantially higher than they were before the 2008 financial crisis. In aggregate, the proposals would modestly reduce capital requirements for large banks and moderately reduce requirements for smaller banks, reflecting their more traditional lending activities.

Comments on all three proposals were due by June 18, 2026, and there is not yet a proposed timeline for issuance of a final rule or an implementation date. The Company is in process of evaluating the proposed rules and, based on a preliminary estimate, expects the rules as proposed would have a favorable impact on our capital levels.

BALANCE SHEET ANALYSIS

Short-Term Investments

Short-term investments are held so that funds are available to meet the cash flow needs of both borrowers and depositors. Short-term investments, including interest-bearing bank deposits and federal funds sold, totaled $632.9 million at September 30, 2026, up $117.8 million from June 30, 2026 and $500.6 million from December 31, 2025. Average short-term investments of $687.6 million for the third quarter of 2026 were up $155.3 million from the second quarter of 2026. Typically, the balance of short-term investments will change on a daily basis depending upon movement in customer loan and deposit accounts.

Securities

The purpose of the securities portfolio is to increase profitability, mitigate interest rate risk, provide liquidity and comply with regulatory pledging requirements. Our securities portfolio includes securities categorized as available for sale and held to maturity.

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Available for sale securities are carried at fair value and may be sold prior to maturity. Unrealized gains or losses on available for sale securities, net of deferred taxes, are recorded as accumulated other comprehensive income or loss in stockholders' equity.

Investment in securities totaled $7.8 billion at September 30, 2026, down $133.1 million, or 2%, from June 30, 2026 and $336.5 million, or 4%, from December 31, 2025. The linked quarter decrease is primarily attributable to a market valuation adjustment of $252.1 million, partially offset by net purchases. The decrease from December 31, 2025 is also due to the market valuation adjustment and net paydowns and maturities as well as the impact of the portfolio restructure described below. At September 30, 2026, securities available for sale totaled $6.0 billion and securities held to maturity totaled $1.7 billion.

In January 2026, we executed a restructuring of the available for sale securities portfolio to enhance net interest income whereby we sold securities with an amortized cost of $1.5 billion and an average yield of 2.49% and reinvested the $1.4 billion of proceeds with the purchase of securities with an average yield of 4.35%.

Our securities portfolio consists mainly of residential and commercial mortgage-backed securities and collateralized mortgage obligations that are issued or guaranteed by U.S. government agencies. We invest only in high quality investment grade securities with a targeted portfolio effective duration generally between two and five and a half years. At September 30, 2026, the average expected maturity of the portfolio was 5.44 years with an effective duration of 4.15 years and a nominal weighted-average yield of 3.36%. Under an immediate, parallel rate shock using increases of 100 bps and 200 bps, the effective durations would be 4.11 years and 4.04 years, respectively. At December 31, 2025, the average expected maturity of the portfolio was 5.18 years with an effective duration of 3.89 years and a nominal weighted-average yield of 2.87%. The changes in expected maturity, effective duration, and nominal weighted-average yield from December 31, 2025 were largely the result of the portfolio restructuring and reinvestment in the portfolio during the period. At September 30, 2026, approximately $387.8 million of our available for sale securities are hedged with $359.0 million in fair value hedges in order to provide protection and flexibility to reposition and/or reprice the portfolio, effectively reducing the duration (market price risk) on the hedged securities. Once effective, fair value hedges synthetically convert the notional amount of the hedged asset over the life of the hedge to a variable rate instrument that is indexed to the federal funds effective rate. At September 30, 2026, all fair value hedges in place were effective.

At the end of each reporting period, we evaluate the securities portfolio for credit loss. Based on our assessments, expected credit loss was not material for any period presented, and therefore no allowance for credit loss was recorded.

Loans

Total loans at September 30, 2026, were $26.5 billion, up $2.0 billion, or 8%, from June 30, 2026 and $2.6 billion, or 11%, from December 31, 2025. The increase from both comparative dates includes approximately $1.7 billion of loans acquired in the OFB transaction. Excluding the impact of OFB, loans grew $243.7 million, or 1%, linked-quarter and $865.4 million, or 4%, from December 31, 2025, driven largely by commercial real estate lending across multiple products. A more detailed discussion of loan portfolio activity follows.

The following table shows the composition of our loan portfolio at each date indicated.

		September 30,				June 30,				March 31,				December 31,				September 30,
($ in thousands)		2026				2026				2026				2025				2025
Total loans:
Commercial non-real estate		$	10,383,065			$	9,961,458			$	9,710,891			$	9,809,011			$	9,680,597
Commercial real estate - owner occupied			3,753,085				3,353,501				3,299,867				3,270,080				3,279,258
Total commercial and industrial			14,136,150				13,314,959				13,010,758				13,079,091				12,959,855
Commercial real estate - income producing			5,486,095				4,602,813				4,382,665				4,283,168				4,076,643
Construction and land development			1,548,547				1,405,454				1,320,224				1,239,086				1,197,305
Residential mortgages			3,995,795				3,909,076				3,950,154				4,016,917				4,027,600
Consumer			1,373,836				1,347,871				1,328,039				1,340,178				1,335,162
Total loans		$	26,540,423			$	24,580,173			$	23,991,840			$	23,958,440			$	23,596,565

Our commercial customer base is diversified over a range of industries. We lend mainly to middle-market and smaller commercial entities, although we do participate in larger shared-credit loan facilities generally with businesses/sponsors operating in our market areas that are well known to the relationship officers. Shared national credits outstanding at September 30, 2026 totaled approximately $2.3 billion, or 8.6% of total loans, up $243.0 million from December 31, 2025. At September 30, 2026, our largest industry concentrations in shared national credits included approximately $339 million in real estate rental and leasing, $321 million in finance and insurance, $246 million in healthcare and social assistance, $227 million in manufacturing, $215 million in information, and $214 million in professional, scientific and technical services, with the remainder of the balance in other diverse industries.

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Commercial and industrial (C&I) loans include both non-real estate and owner occupied real estate secured loans. C&I loans totaled $14.1 billion at September 30, 2026, up $821.2 million, or 6%, from June 30, 2026 and up $1.1 billion, or 8%, from December 31, 2025. The increase from both comparative dates includes approximately $846.8 million of C&I loans acquired in the OFB transaction, with the remainder of the increase from December 31, 2025 reflecting increased demand and upward momentum in loan production from our new bankers.

Our C&I loan portfolio is well diversified by product, client, and geography throughout our footprint. Nevertheless, we may be exposed to certain concentrations of credit risk which exist in relation to different borrowers or groups of borrowers, specific types of collateral, industries, loan products, or regions. The following table provides detail of the more significant industry concentrations for our commercial and industrial loan portfolio, which is based on NAICS codes for all industries, with the exception of energy, which is based on the borrower’s source of revenue (i.e. a manufacturer whose income is derived from energy-related business is reported as energy).

	September 30,						June 30,						March 31,						December 31,						September 30,
	2026						2026						2026						2025						2025
				Pct of						Pct of						Pct of						Pct of						Pct of
( $ in thousands )	Balance			Total			Balance			Total			Balance			Total			Balance			Total			Balance			Total
Commercial & industrial loans:
Construction	$	1,472,290			10	%	$	1,191,837			9	%	$	1,146,822			9	%	$	1,122,921			9	%	$	1,100,770			8	%
Real estate and rental and leasing		1,423,802			10	%		1,305,943			10	%		1,182,742			9	%		1,234,527			9	%		1,233,906			10	%
Retail trade		1,409,477			10	%		1,325,319			10	%		1,359,013			10	%		1,419,299			11	%		1,400,293			11	%
Manufacturing		1,353,154			10	%		1,311,163			10	%		1,283,699			10	%		1,226,962			9	%		1,216,813			9	%
Health care and social assistance		1,155,447			8	%		1,180,868			9	%		1,202,190			9	%		1,306,170			10	%		1,306,684			10	%
Professional, scientific, and technical services		1,080,893			8	%		1,083,280			8	%		907,315			7	%		852,169			7	%		818,290			6	%
Wholesale trade		1,044,650			7	%		1,000,097			7	%		1,036,202			8	%		1,081,854			8	%		1,117,737			9	%
Transportation and warehousing		1,023,576			7	%		936,355			7	%		905,738			7	%		945,011			7	%		976,880			8	%
Accommodation, food services and entertainment		908,689			6	%		874,770			7	%		862,294			7	%		818,599			6	%		807,897			6	%
Finance and insurance		688,794			5	%		626,326			5	%		619,065			5	%		646,171			5	%		593,798			5	%
Information		509,891			4	%		537,924			4	%		485,724			4	%		465,971			4	%		461,178			4	%
Other services (except public administration)		506,882			4	%		437,213			3	%		412,119			3	%		415,429			3	%		395,869			3	%
Admin, support, waste mgmt, remediation services		385,047			3	%		355,343			3	%		331,121			2	%		338,693			3	%		325,086			2	%
Public administration		301,129			2	%		310,671			2	%		332,887			3	%		348,545			3	%		358,704			3	%
Educational services		211,004			2	%		218,496			2	%		220,118			2	%		236,273			2	%		235,165			2	%
Energy		169,247			1	%		177,811			1	%		175,582			1	%		169,700			1	%		169,536			1	%
Other		492,178			3	%		441,543			3	%		548,127			4	%		450,797			3	%		441,249			3	%
Total commercial & industrial loans	$	14,136,150			100	%	$	13,314,959			100	%	$	13,010,758			100	%	$	13,079,091			100	%	$	12,959,855			100	%

Commercial real estate - income producing loans totaled approximately $5.5 billion at September 30, 2026, up $883.3 million, or 19%, from June 30, 2026 and $1.2 billion, or 28%, from December 31, 2025. Construction and land development loans totaled approximately $1.5 billion at September 30, 2026, up $143.1 million, or 10%, from June 30, 2026 and $309.5 million, or 25%, from December 31, 2025. The growth from both comparative dates includes $592.8 million and $128.0 million of commercial real estate - income producing loans and construction and land development loans, respectively. The remaining increase in these portfolios reflects increased demand and loan production, showing continued progress in our organic growth plan. The following table details the end-of-period aggregated commercial real estate - income producing and construction loan balances by property type. Loans reflected in 1-4 family residential construction include both loans to construction builders as well as single family borrowers.

	September 30,						June 30,						March 31,						December 31,						September 30,
	2026						2026						2026						2025						2025
				Pct of						Pct of						Pct of						Pct of						Pct of
( $ in thousands )	Balance			Total			Balance			Total			Balance			Total			Balance			Total			Balance			Total
Commercial real estate - income producing and construction loans:
Multifamily	$	1,827,417			26	%	$	1,704,377			29	%	$	1,554,277			27	%	$	1,438,509			26	%	$	1,397,370			26	%
Healthcare related properties		1,203,548			17	%		977,983			16	%		884,819			16	%		812,712			15	%		650,448			12	%
Retail		1,144,798			16	%		910,845			15	%		908,660			16	%		907,611			16	%		836,666			16	%
Industrial		1,098,997			16	%		793,295			13	%		727,290			13	%		739,009			14	%		772,552			15	%
Office		508,777			7	%		494,136			8	%		504,838			9	%		506,581			9	%		516,659			10	%
Hotel, motel and restaurants		508,433			7	%		438,532			7	%		426,474			7	%		430,007			8	%		402,728			8	%
1-4 family residential construction		237,449			3	%		210,540			4	%		225,402			4	%		213,733			4	%		239,568			5	%
Other land loans		252,771			4	%		186,744			3	%		191,134			3	%		181,170			3	%		174,048			3	%
Other		252,452			4	%		291,815			5	%		279,995			5	%		292,922			5	%		283,909			5	%
Total commercial real estate - income producing and construction loans	$	7,034,642			100	%	$	6,008,267			100	%	$	5,702,889			100	%	$	5,522,254			100	%	$	5,273,948			100	%

The residential mortgage loan portfolio totaled $4.0 billion at September 30, 2026, up $86.7 million, or 2%, compared to June 30, 2026 and down $21.1 million, or 1%, compared to December 31, 2025. The variances from both comparative dates reflect $129.0

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million of loans acquired in the OFB transaction. The composition of the residential mortgage loan portfolio will depend on the volume of loans originated and the percentage ultimately sold in the secondary market.

The consumer loan portfolio totaled $1.4 billion at September 30, 2026, up $26.0 million, or 2%, from June 30, 2026 and $33.7 million, or 3%, from December 31, 2025. The growth from both comparative dates includes $19.7 million of loans acquired in the OFB transaction.

Average loans for the third quarter of 2026 of $25.8 billion were up $1.4 billion, or 6%, compared to the second quarter of 2026.

Allowance for Credit Losses and Asset Quality

Our allowance for credit losses was $375.8 million at September 30, 2026, an increase of $27.8 million from June 30, 2026, and is comprised of a $27.1 million increase in the allowance for loan losses and a $0.7 million increase in the reserve for unfunded lending commitments. The increase in the allowance for credit losses from June 30, 2026 is attributable to $21.9 million acquisition date reserve on loans acquired in the OFB transaction, a $16.1 million provision for credit losses, which includes $1.0 million attributable to unfunded commitments assumed in the OFB acquisition, partially offset by $10.2 million of net charge-offs. Our overall credit loss outlook is not significantly different from that at June 30, 2026. Uncertainty remains related to geopolitical conflict and economic conditions, which continues to influence our reserve levels. The increase in the allowance for credit losses at September 30, 2026 compared to June 30, 2026 includes a $27.1 million build in our collectively evaluated reserves, driven by the initial reserve on acquired loans and other portfolio growth, and a $0.7 million build in individually evaluated reserves on problem loans. The level of reserves on individually evaluated credits can vary from period to period based on instrument-specific circumstances.

Our September 30, 2026 allowance for credit losses increased $34.2 million compared to December 31, 2025, and is comprised of a $31.9 million increase in the allowance for loan losses and a $2.2 million increase in the reserve for unfunded lending commitments. The increase in the allowance for credit losses from December 31, 2025 is attributable to $21.9 million acquisition date reserve on loans acquired in the OFB transaction, a $43.0 million provision for credit losses, inclusive of the $1.0 million attributable to unfunded commitments assumed in the OFB acquisition, partially offset by $30.8 million of net charge-offs. The increase in the allowance for credit losses from year end is largely due to the increase in loan balances, as coverage to total loans is relatively flat.

We utilized the September 2026 Moody's economic scenarios in our allowance for credit losses calculation at September 30, 2026. After considering the variables underlying each of the Moody's economic scenarios, management probability-weighted both the baseline scenario and the downside S-2 mild recessionary scenario at 50% in the computation of the allowance for credit losses at September 30, 2026, consistent with the scenario weightings used in the computation of the allowance for credit losses at June 30, 2026. Each of the scenarios considered have varying degrees of severity and duration of impacts to forecasted market conditions, economic indicators, monetary and other governmental policies and geopolitical conditions, among other variables. Refer to the Economic Outlook section of this discussion and analysis for further information on the Moody’s scenarios and our weighting assumptions.

Our allowance for credit losses coverage to total loans was 1.42% at September 30, 2026, unchanged from June 30, 2026 and down one basis point from 1.43% at December 31, 2025. The allowance for credit losses on the commercial portfolio totaled $306.4 million, or 1.45% of that portfolio, at September 30, 2026, compared to $280.6 million, or 1.45%, at June 30, 2026. The allowance for credit losses on the residential mortgage portfolio totaled $43.7 million, or 1.09% of that portfolio, at September 30, 2026, compared to $42.3 million, or 1.08%, at June 30, 2026. The allowance for credit losses on the consumer portfolio totaled $25.7 million, or 1.87% of that portfolio, at September 30, 2026, compared to $25.2 million, or 1.87%, at June 30, 2026.

Criticized commercial loans totaled $485.3 million at September 30, 2026, down $6.7 million, or 1%, from $492.0 million at June 30, 2026, and $50.1 million, or 9%, from $535.4 million at December 31, 2025. Criticized loans are defined as those having potential weaknesses that deserve management’s close attention (risk-rated as special mention, substandard and doubtful), including both accruing and nonaccruing loans. The Company routinely assesses the ratings of loans in its portfolio through an established and comprehensive portfolio management process. In addition, the Company often reviews portfolios of loans to determine if there are areas of risk not specifically identified in its loan by loan approach. Criticized commercial loans comprised 2.29% of that portfolio at September 30, 2026, down from 2.55% at June 30, 2026 and from 2.88% at December 31, 2025. We remain focused on identifying specific and broader risk indicators that may be impacting certain segments in our portfolio, and we have not seen signs of significant weakening in any particular industry, sector or geographic segment beyond what we believe has been experienced by the banking industry as a whole. Our criticized commercial loans at September 30, 2026 are diversified across many industries, with the largest concentrations as follows: $105.0 million in real estate, rental and leasing; $72.7 million in healthcare and social assistance; $69.0 million in retail trade; $56.3 million in accommodation, food service and entertainment; $37.7 million in manufacturing; and $34.2 million in transportation and warehousing. Commercial loans risk rated pass-watch totaled $543.7 million at September 30, 2026, up

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$86.5 million, or 19%, from June 30, 2026, and down $71.1 million, or 12%, from December 31, 2025. The pass-watch risk rating includes credits with performance trends that reflect sufficient risk to cause concern but have not risen to the level of criticized.

Net charge-offs were $10.2 million, or 0.16% of average total loans on an annualized basis in the third quarter of 2026, compared to $9.4 million, or 0.16% of average total loans on an annualized basis in the second quarter of 2026. Net charge-offs in the third quarter of 2026 included $7.3 million in the commercial portfolio, $2.5 million in the consumer portfolio and $0.4 million in the residential mortgage portfolio. Net charge-offs in the second quarter of 2026 included $6.6 million in the commercial portfolio, $2.7 million in the consumer portfolio and $0.1 million in the residential mortgage portfolio.

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The following table provides a rollforward of the allowance for credit losses, coverage ratios and net charge-off ratios for the periods indicated.

		Three Months Ended												Nine Months Ended
		September 30,				June 30,				September 30,				September 30,
($ in thousands)		2026				2026				2025				2026				2025
Provision and Allowance for Credit Losses
Allowance for loan losses:
Allowance for loan losses at beginning of period		$	312,608			$	311,316			$	313,189			$	307,731			$	318,882
Loans charged-off:
Commercial non real estate			12,207				8,354				7,961				29,067				32,445
Commercial real estate - owner-occupied			317				—				1,885				325				4,626
Total commercial & industrial			12,524				8,354				9,846				29,392				37,071
Commercial real estate - income producing			—				—				—				—				34
Construction and land development			27				29				1,258				275				1,291
Total commercial			12,551				8,383				11,104				29,667				38,396
Residential mortgages			486				281				249				1,017				678
Consumer			3,282				3,517				4,383				11,209				12,283
Total charge-offs			16,319				12,181				15,736				41,893				51,357
Recoveries of loans previously charged-off:
Commercial non real estate			5,120				1,561				3,442				7,804				8,484
Commercial real estate - owner-occupied			97				190				178				429				541
Total commercial & industrial			5,217				1,751				3,620				8,233				9,025
Commercial real estate - income producing			3				3				12				9				12
Construction and land development			36				1				—				38				123
Total commercial			5,256				1,755				3,632				8,280				9,160
Residential mortgages			102				132				68				305				521
Consumer			762				851				606				2,530				2,213
Total recoveries			6,120				2,738				4,306				11,115				11,894
Total net charge-offs			10,199				9,443				11,430				30,778				39,463
Provision for loan losses			15,378				10,735				11,877				40,834				34,217
Initial allowance on acquired loans
Purchased seasoned loans			21,564				—				—				21,564				—
Purchased credit deteriorated loans			321				—				—				321				—
Allowance for loan losses at end of period		$	339,672			$	312,608			$	313,636			$	339,672			$	313,636
Reserve for Unfunded Lending Commitments:
Reserve for unfunded lending commitments at beginning of period		$	35,419			$	32,379			$	27,100			$	33,928			$	24,053
Provision for losses on unfunded lending commitments			719				3,040				774				2,210				3,821
Reserve for unfunded lending commitments at end of period		$	36,138			$	35,419			$	27,874			$	36,138			$	27,874
Total Allowance for Credit Losses		$	375,810			$	348,027			$	341,510			$	375,810			$	341,510
Total Provision for Credit Losses		$	16,097			$	13,775			$	12,651			$	43,044			$	38,038
Coverage Ratios:
Allowance for loan losses to period-end loans			1.28	%			1.27	%			1.33	%			1.28	%			1.33	%
Allowance for credit losses to period-end loans			1.42	%			1.42	%			1.45	%			1.42	%			1.45	%
Charge-offs ratios:
Gross charge-offs to average loans			0.25	%			0.20	%			0.27	%			0.23	%			0.30	%
Recoveries to average loans			0.09	%			0.05	%			0.07	%			0.06	%			0.07	%
Net charge-offs to average loans			0.16	%			0.16	%			0.19	%			0.17	%			0.23	%
Net Charge-offs to average loans by portfolio
Commercial non real estate			0.27	%			0.27	%			0.19	%			0.28	%			0.33	%
Commercial real estate - owner-occupied			0.02	%			(0.02	)%			0.21	%			(0.00	)%			0.18	%
Total commercial & industrial			0.21	%			0.20	%			0.19	%			0.21	%			0.29	%
Commercial real estate - income producing			(0.00	)%			(0.00	)%			0.00	%			(0.00	)%			0.00	%
Construction and land development			(0.00	)%			0.01	%			0.42	%			0.02	%			0.13	%
Total commercial			0.14	%			0.14	%			0.16	%			0.15	%			0.22	%
Residential mortgages			0.04	%			0.02	%			0.02	%			0.02	%			0.01	%
Consumer			0.74	%			0.80	%			1.12	%			0.87	%			1.01	%

The following table sets forth for the periods indicated nonaccrual loans and reportable loan modifications to borrowers experiencing financial difficulty by type, and foreclosed and surplus ORE and other foreclosed assets. The table also includes loans past due 90 days or more and still accruing.

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	September 30,			June 30,			March 31,			December 31,			September 30,
($ in thousands)	2026			2026			2026			2025			2025
Loans accounted for on a nonaccrual basis:
Commercial non-real estate	$	42,439		$	33,611		$	31,949		$	29,678		$	39,108
Commercial non-real estate - modified		8,378			6,594			9,432			4,847			8,084
Total commercial non-real estate		50,817			40,205			41,381			34,525			47,192
Commercial real estate - owner occupied		10,798			6,729			5,699			6,482			6,667
Commercial real estate - owner-occupied - modified		273			223			231			241			341
Total commercial real estate - owner-occupied		11,071			6,952			5,930			6,723			7,008
Commercial real estate - income producing		2,675			2,301			2,010			4,760			4,782
Commercial real estate - income producing - modified		—			—			—			—			—
Total commercial real estate - income producing		2,675			2,301			2,010			4,760			4,782
Construction and land development		930			1,019			1,028			3,173			3,281
Construction and land development - modified		137			147			—			—			—
Total construction and land development		1,067			1,166			1,028			3,173			3,281
Residential mortgage		54,511			47,085			46,786			46,399			40,284
Residential mortgage - modified		1,860			4,423			4,476			587			742
Total residential mortgage		56,371			51,508			51,262			46,986			41,026
Consumer		11,341			11,550			11,584			10,555			10,115
Consumer - modified		—			—			148			148			150
Total consumer		11,341			11,550			11,732			10,703			10,265
Total nonaccrual loans	$	133,342		$	113,682		$	113,343		$	106,870		$	113,554
ORE and foreclosed assets		10,919			12,858			11,257			14,788			11,140
Total nonaccrual loans and ORE and foreclosed assets	$	144,261		$	126,540		$	124,600		$	121,658		$	124,694
Modified loans - still accruing:
Commercial non-real estate	$	43,059		$	94,006		$	78,225		$	98,468		$	65,284
Commercial real estate - owner occupied		44,866			31,546			28,697			28,698			—
Commercial real estate - income producing		—			10,668			13,957			14,914			—
Construction and land development		—			—			147			147			—
Residential mortgage		6,246			6,401			7,203			14,572			16,891
Consumer		10,292			277			251			227			43
Total modified loans - still accruing	$	104,463		$	142,898		$	128,480		$	157,026		$	82,218
Total reportable modified loans	$	115,111		$	154,285		$	142,767		$	162,849		$	91,535
Loans 90 days past due still accruing	$	25,952		$	27,753		$	29,885		$	28,798		$	24,576
Ratios:
Nonaccrual loans to total loans		0.50	%		0.46	%		0.47	%		0.45	%		0.48	%
Nonaccrual loans plus ORE and foreclosed assets to loans plus ORE and foreclosed assets		0.54	%		0.51	%		0.52	%		0.51	%		0.53	%
Allowance for loan losses to nonaccrual loans		1.28	%		274.99	%		274.67	%		287.95	%		276.20	%
Allowance for loan losses to nonaccrual loans and accruing loans 90 days past due		213.24	%		221.03	%		217.36	%		226.83	%		227.06	%
Loans 90 days past due still accruing to loans		0.10	%		0.11	%		0.12	%		0.12	%		0.10	%

Nonaccrual loans plus ORE and foreclosed assets totaled $144.3 million at September 30, 2026, up $17.7 million from June 30, 2026 and $22.6 million from December 31, 2025. Nonaccrual loans of $133.3 million were up $19.7 million from June 30, 2026, and $26.5 million from December 31, 2025. The ratio of nonaccrual loans to total loans remains relatively low at 0.50% of the total portfolio. ORE and foreclosed assets were $10.9 million at September 30, 2026, down $1.9 million from June 30, 2026 and $3.9 million from December 31, 2025. Nonaccrual loans plus ORE and other foreclosed assets as a percentage of total loans, ORE and other foreclosed assets was 0.54% at September 30, 2026.

Deposits

Deposits provide the most significant source of funding for our interest earning assets. Generally, our ability to compete for market share depends on our deposit pricing and our wide range of products and services that are focused on customer needs, among other factors. We offer high-quality banking services with convenient delivery channels, including online and mobile banking. We provide specialized services to our commercial customers to promote commercial deposit growth. These services include treasury management, industry expertise and lockbox services.

Lack of diversity in concentration within a deposit base may increase the risk of events or trends that could prompt a larger-scale demand for deposits outflow. Concerns over a financial institution's ability to protect deposit balances in excess of the federally insured limit may increase the risk of a deposit run. We consider our deposit base to be seasoned, stable and well-diversified. We also offer our customers an insured cash sweep product (ICS) that allows customers to secure deposits above FDIC insured limits. At September 30, 2026, deposits associated with the ICS product totaled $674.1 million compared to $263.3 million at June 30, 2026 and $322.2 million at December 31, 2025. The increase from both comparative dates include $433.5 million of ICS deposits assumed in the OFB acquisition. At September 30, 2026, we have calculated our average deposit account size by dividing period-end deposits by the population of accounts with balances to be approximately $40,800.

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Further, at September 30, 2026, our sources of liquidity exceeded uninsured deposits. We have estimated the Bank’s amount of uninsured deposits using the methodologies and assumptions required for FDIC regulatory reporting to be approximately $17.1 billion at September 30, 2026. Our uninsured deposit total at September 30, 2026, includes approximately $2.8 billion of public funds that have pledged securities as collateral, leaving approximately $14.3 billion of noncollateralized, uninsured deposits compared to total liquidity of $20.5 billion. Our ratio of noncollateralized, uninsured deposits to total deposits was approximately 44.3% at September 30, 2026, compared to 41.8% at June 30, 2026 and 38.6% at December 31, 2025.

Total deposits were $32.2 billion at September 30, 2026, up $2.5 billion, or 9%, from June 30, 2026 and $2.9 billion, or 10%, from December 31, 2025. The increases from both comparative dates are primarily attributable to deposits assumed in the OFB acquisition but also to growth in transaction and savings deposits that was partially offset by retail time deposit maturities and typical seasonal movement in public funds deposits. Average deposits for the third quarter of 2026 were $30.9 billion, up $2.1 billion, or 7%, from the second quarter of 2026.

The following table shows the composition of our deposits at each date indicated.

		September 30,			June 30,			March 31,			December 31,			September 30,
($ in thousands)		2026			2026			2026			2025			2025
Noninterest-bearing deposits		$	10,554,777		$	10,336,866		$	10,344,878		$	10,374,991		$	10,305,303
Interest-bearing retail transaction and savings deposits			15,508,544			13,044,253			12,259,441			11,998,892			11,776,338
Interest-bearing public fund deposits:
Public fund transaction and savings deposits			2,475,780			2,786,086			2,833,149			3,120,389			2,706,540
Public fund time deposits			95,512			94,251			104,132			96,925			93,417
Total interest-bearing public fund deposits			2,571,292			2,880,337			2,937,281			3,217,314			2,799,957
Retail time deposits			3,542,695			3,368,304			3,540,534			3,688,577			3,778,152
Brokered time deposits			—			—			—			—			—
Total interest-bearing deposits			21,622,531			19,292,894			18,737,256			18,904,783			18,354,447
Total deposits		$	32,177,308		$	29,629,760		$	29,082,134		$	29,279,774		$	28,659,750

Noninterest-bearing demand deposits totaled $10.6 billion at September 30, 2026, up $217.9 million, or 2%, from September 30, 2026 and $179.8 million, or 2%, from December 31, 2025. The increase from both comparative periods includes $418.7 million of noninterest-bearing demand deposits assumed in the OFB acquisition. Noninterest-bearing demand deposits comprised 33% of total deposits at September 30, 2026, compared to 35% at both June 30, 2026 and December 31, 2025.

Interest-bearing transaction and savings accounts totaled $15.5 billion at September 30, 2026, up $2.5 billion, or 19%, from September 30, 2026 and $3.5 billion, or 29%, from December 31, 2025. The increase from both comparative dates includes $1.2 billion of interest-bearing transactions and savings deposits assumed in the OFB transaction. The variances are also reflective of organic growth and some shifting in mix within interest-bearing deposits and from noninterest-bearing deposits, driven in part by promotional money market product offerings to new and certain existing customers. Interest-bearing public fund deposits totaled $2.6 billion at September 30, 2026, down $309.0 million, or 11%, from June 30, 2026, and $646.0 million, or 20%, from December 31, 2025, mostly attributable to typical outflows as the calendar year elapses. Retail time deposits totaled $3.5 billion at September 30, 2026, up $174.4 million, or 5%, from June 30, 2026, and down $145.9 million, or 4%, from December 31, 2025. The variance from both comparative dates reflects $203.0 million of retail time deposits assumed in the OFB transaction. Excluding the impact of the OFB acquisition, retail time deposits declined from both comparative dates, mostly attributable to maturities that did not renew, reflective of the interest rate environment. We had no brokered time deposits at September 30, 2026, June 30, 2026 or December 31, 2025. The Company uses brokered deposits as one component of its funding strategy, subject to certain policies regarding the amount, term and interest rate.

The rate paid on interest-bearing deposits for the third quarter of 2026 was 2.33%, up 13 bps from 2.20% in the second quarter of 2026, reflective of interest rate movement and product pricing. Rates paid on deposits will vary based on prevailing interest rates and promotional rate offerings on the various product types. The following table sets forth average balances and weighted-average rates paid on deposits for the third and second quarters of 2026 and the third quarter of 2025.

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	Three months ended
	September 30, 2026												June 30, 2026												September 30, 2025
($ in millions)	Balance			Rate				Mix					Balance			Rate				Mix					Balance			Rate				Mix
Interest-bearing deposits:
Interest-bearing transaction deposits	$	3,485.1			1.42		%		11.3		%		$	3,242.0			1.27		%		11.3		%		$	2,929.5			1.42		%		10.3		%
Money market deposits		8,536.1			2.63				27.6					6,859.4			2.43				23.8					6,604.1			2.89				23.2
Savings deposits		2,334.7			1.13				7.5					2,303.9			1.04				8.0					2,146.7			0.83				7.5
Time deposits		3,491.5			3.13				11.3					3,420.7			3.11				11.9					3,842.8			3.51				13.5
Public Funds		2,694.3			2.55				8.7					2,850.9			2.57				9.9					2,847.3			2.93				10.0
Total interest-bearing deposits		20,541.7			2.33		%		66.4					18,676.9			2.20		%		64.9					18,370.4			2.55		%		64.5
Noninterest-bearing demand deposits		10,383.1							33.6					10,104.0							35.1					10,121.7							35.5
Total deposits	$	30,924.8							100.0		%		$	28,780.9							100.0		%		$	28,492.1							100.0		%

The following sets forth the maturities of time certificates of deposit greater than $250,000 at September 30, 2026.

	September 30,
($ in thousands)	2026
Three months	$	706,412
Over three months through six months		214,871
Over six months through one year		477,535
Over one year		32,005
Total	$	1,430,823

Short-Term Borrowings

At September 30, 2026, short-term borrowings totaled $1.3 billion, down $266.7 million from June 30, 2026 and up $287.0 million from December 31, 2025, driven primarily by FHLB borrowings and reflective of funding needs. Average short-term borrowings of $1.5 billion in the third quarter of 2026 were down $467.4 million from the second quarter of 2026.

Short-term borrowings are a core portion of the Company’s funding strategy and can fluctuate depending on our funding needs and the sources utilized. Customer repurchase agreements and borrowings from the FHLB are the major sources of short-term borrowings. Customer repurchase agreements are offered mainly to commercial customers to assist them with their cash management strategies or to provide a temporary investment vehicle for their excess liquidity pending redeployment for corporate or investment purposes. While customer repurchase agreements provide a recurring source of funds to the Bank, amounts available will vary. FHLB borrowings are collateralized by certain residential mortgage and commercial real estate loans included in the Bank’s loan portfolio, subject to specific criteria. FHLB borrowings totaled $750 million at September 30, 2026, compared to $950 million at June 30, 2026 and $400 million at December 31, 2025.

Long-Term Debt

Long-term debt totaled $212.2 million at September 30, 2026, up $18.4 million from June 30, 2026 and $12.8 million from December 31, 2025. In the acquisition of OFB, we assumed subordinated notes payable with an aggregate principal amount of $30.0 million, a stated maturity date of September 1, 2031 and a fixed-to-floating interest rate of 3.875% through September 1, 2026, converting to three-month SOFR plus 322 basis points, reset quarterly thereafter. The notes did not quality as Tier 2 capital for regulatory capital ratio purposes. The subordinated notes purchase agreement permitted the Company, at its option, to redeem the notes on any scheduled interest payment date following assumption of this liability. The notes were redeemed at par on October 1, 2026.

Long-term debt at September 30, 2026 also includes subordinated notes payable with an aggregate principal amount of $172.5 million, a stated maturity of June 15, 2060, and a fixed rate of 6.25% per annum that qualify as Tier 2 capital of certain regulatory capital ratios. Subject to prior approval by the Federal Reserve, the Company may redeem these notes in whole or in part on any of its quarterly interest payment dates.

OFF-BALANCE SHEET ARRANGEMENTS

Loan Commitments and Letters of Credit

In the normal course of business, the Bank enters into financial instruments, such as commitments to extend credit and letters of credit, to meet the financing needs of its customers. Such instruments are not reflected in the accompanying consolidated financial statements until they are funded, although they expose the Bank to varying degrees of credit risk and interest rate risk in much the same way as

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funded loans. Under regulatory capital guidelines, the Company and Bank must include unfunded commitments meeting certain criteria in risk-weighted capital calculations.

Commitments to extend credit include revolving commercial credit lines, non-revolving loan commitments issued mainly to finance the acquisition and development or construction of real property or equipment, and credit card and personal credit lines. The availability of funds under commercial credit lines and loan commitments generally depends on whether the borrower continues to meet credit standards established in the underlying contract and other contractual conditions. Loan commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee by the borrower. Credit card and personal credit lines are generally subject to cancellation if the borrower’s credit quality deteriorates. A number of commercial and personal credit lines are used only partially or, in some cases, not at all before they expire, and the total commitment amounts do not necessarily represent our future cash requirements.

A substantial majority of the letters of credit are standby agreements that obligate the Bank to fulfill a customer’s financial commitments to a third party if the customer is unable to perform. The Bank issues standby letters of credit primarily to provide credit enhancement to its customers’ other commercial or public financing arrangements and to help them demonstrate financial capacity to vendors of essential goods and services.

The contractual amounts of these instruments reflect our exposure to credit risk. The Bank undertakes the same credit evaluation in making loan commitments and assuming conditional obligations as it does for on-balance sheet instruments and may require collateral or other credit support. At September 30, 2026, the Company had a reserve for credit losses on unfunded lending commitments totaling $36.1 million.

The following table shows the commitments to extend credit and letters of credit at September 30, 2026 according to expiration date.

						Expiration Date
						Less than				1-3				3-5				More than
($ in thousands)		Total				1 year				years				years				5 years
Commitments to extend credit		$	10,103,407			$	4,423,111			$	2,745,107			$	2,169,408			$	765,781
Letters of credit			396,544				345,024				47,064				4,456				—
Total		$	10,499,951			$	4,768,135			$	2,792,171			$	2,173,864			$	765,781

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and with those generally practiced within the banking industry which require management to make estimates and assumptions about future events. Estimates are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, and the resulting estimates form the basis for making judgments about the carrying values of certain assets and liabilities not readily apparent from other sources. Actual results could differ significantly from those estimates.

There were no material changes to the Company’s critical accounting policies, methodologies or estimates during the reporting period from those disclosed in its 2025 Annual Report on Form 10-K, other than those related to acquisition accounting discussed below.

Acquisitions are accounted for under the purchase method of accounting. Purchased assets, including identifiable intangible assets, and assumed liabilities are recorded at their respective acquisition date fair values. Management applies various valuation methodologies to these assets and liabilities which often involve a significant degree of judgment, particularly when liquid markets do not exist for the item being valued. Examples of such items include loans, deposits, identifiable intangible assets and certain other assets and liabilities acquired or assumed in business combinations. Management uses significant estimates and assumptions to value such items, including, among others, projected cash flows, repayment rates, credit loss rates, and discount rates. The valuation of other identifiable assets, including core deposit, requires significant assumptions such as projected attrition rates, growth rates, discount rates and other forward-looking factors. The purchase date valuations and any subsequent adjustments also determine the amount of goodwill or bargain purchase gain recognized in connection with the business combination. Valuation assumptions and estimates may also have to be revisited in connection with periodic assessments of possible value impairment, including impairment of goodwill, intangible assets and certain other long-lived assets. The use of different assumptions could produce significantly different valuation results, which could have material positive or negative effects on our results of operations. Discussion of the assumptions and estimates used to assess and determine fair values associated with our current acquisition can be found in Note 2 - Acquisition in Part 1, Item 1 of this document.

NEW ACCOUNTING PRONOUNCEMENTS

Refer to Note 17 to our consolidated financial statements included elsewhere in this report.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

Our primary market risk is interest rate risk that stems from uncertainty with respect to the absolute and relative levels of future market interest rates that affect our financial products and services. In an attempt to manage our exposure to interest rate risk, management measures the sensitivity of our net interest income and cash flows under various market interest rate scenarios, establishes interest rate risk management policies and implements asset/liability management strategies designed to promote a relatively stable net interest margin under varying rate environments.

Net Interest Income at Risk

The following table presents an analysis of our interest rate risk as measured by the estimated changes in net interest income resulting from an instantaneous and sustained parallel shift in rates at September 30, 2026. Shifts are measured in 100 basis point increments in a range from -500 to +500 basis points from base case, with -300 through +300 basis points presented in the table below. Our interest rate sensitivity modeling incorporates a number of assumptions including loan and deposit repricing characteristics, the rate of loan prepayments and other factors. The base scenario assumes that the current interest rate environment is held constant over a 24-month forecast period and is the scenario to which all others are compared in order to measure the change in net interest income. Policy limits on the change in net interest income under a variety of interest rate scenarios are approved by the Board of Directors. All policy scenarios assume a static volume forecast where the balance sheet is held constant, although other scenarios are modeled.

		Estimated Increase
		(Decrease) in NII
	Change in Interest Rates	Year 1			Year 2
	(basis points)
-	300		-4.82	%		-11.83	%
-	200		-3.09	%		-7.29	%
-	100		-1.42	%		-3.33	%
+	100		1.09	%		2.93	%
+	200		2.15	%		5.68	%
+	300		3.19	%		8.38	%

The results indicate a general asset sensitivity across most scenarios driven primarily by repricing of cash flows in the investment and loan portfolios. With short-term rates stabilizing, the funding mix continues a gradual shift to more rate sensitive deposits. This shift leads to lower overall net interest income at risk, as deposit repricing is expected to offset rate adjustments in the floating rate loan book. Furthermore, due to the funding mix shift, the Company is currently less sensitive to changes in short-term rate movements with interest rate risk being driven more by changes in the mid to long-term segment of the yield curve. When deemed prudent, management has taken actions to mitigate exposure to interest rate risk with on- or off-balance sheet financial instruments and intends to do so in the future. Possible actions include, but are not limited to, changes in the pricing of loan and deposit products, modifying the composition of earning assets and interest-bearing liabilities, and adding to, modifying or terminating existing interest rate swap agreements or other financial instruments used for interest rate risk management purposes.

Even if interest rates change in the designated amounts, there can be no assurance that our assets and liabilities would perform as anticipated. Additionally, a change in the U.S. Treasury rates in the designated amounts accompanied by a change in the shape of the U.S. Treasury yield curve would cause significantly different changes to net interest income than indicated above. Strategic management of our balance sheet and earnings is fluid and would be adjusted to accommodate these movements. As with any method of measuring interest rate risk, certain shortcomings are inherent in the methods of analysis presented above. For example, although certain assets and liabilities may have similar maturities or periods to repricing, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in market rates. Certain assets such as adjustable-rate loans have features which restrict changes in interest rates on a short-term basis and over the life of the asset. Also, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase. All of these factors are considered in monitoring exposure to interest rate risk.

Economic Value of Equity (EVE)

EVE simulation involves calculating the present value of all future cash flows from assets and subtracting the present value of all future cash outflows from liabilities including the impact of off-balance sheet items such as interest rate hedges. This analysis results in a theoretical market value of the Bank's equity or EVE. Management’s focus on EVE analysis is not on the resulting calculation of EVE itself, but instead on the sensitivity of EVE to changes in market rates. Policy limits on the change in EVE under a variety of interest rate scenarios are approved by the Board of Directors. The following table presents an analysis of the change in the Bank’s

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EVE resulting from instantaneous and parallel shifts in rates as of September 30, 2026. Shifts are measured in 100 basis point increments ranging from -500 to +500 basis points from base case, with -300 through +300 basis points presented in table below.

			Estimated Change in EVE at
Change in Interest Rates			September 30, 2026
(basis points)
-	300		6.40%
-	200		5.10%
-	100		2.91%
+	100		-3.42%
+	200		-6.96%
+	300		-10.44%

The net changes in EVE presented in the preceding table are within the parameters approved by the Board of Directors. Because EVE measures the present value of cash flows over the estimated lives of instruments, the change in EVE does not directly correlate to the degree that earnings would be impacted over a shorter time horizon (i.e., the current year). Further, EVE does not consider factors such as future balance sheet growth, changes in product mix, changes in yield curve relationships, possible hedging activities, or changing product spreads, each of which could mitigate the adverse impact of changes in interest rates.

Item 4. Controls and Procedures

In connection with the preparation of this Quarterly Report on Form 10-Q, an evaluation was carried out by the Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosures. Based on that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of September 30, 2026, the Company’s disclosure controls and procedures were effective. Our management, including the Chief Executive Officer and Chief Financial Officer, identified no changes in our internal control over financial reporting that occurred during the three-month period ended September 30, 2026, that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

As permitted by SEC guidance that an assessment of internal controls over financial reporting of a recently acquired business may be excluded from management’s evaluation of disclosure controls and procedures for up to a year from the date of acquisition, we have excluded OFB from management’s reporting on internal control over financial reporting for the quarter ended September 30, 2026. We evaluated the effectiveness of internal controls over financial reporting through the ongoing integration of OFB with that of the Company and made changes to our internal control framework, as necessary.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The Company, including subsidiaries, is party to various legal proceedings arising in the ordinary course of business. We do not believe that loss contingencies, if any, arising from pending litigation and regulatory matters will have a material adverse effect on our consolidated financial position or liquidity.

Item 1A. Risk Factors

In addition to the other information set forth in this Report, in evaluating an investment in the Company’s securities, investors should consider carefully, among other things, the risk factors previously disclosed in Part I, Item 1A of our 2025 Form 10-K, which could materially affect the Company's business, financial position, results of operations, cash flows, or future results. Please be aware that these risks may change over time and other risks may prove to be important in the future. New risks may emerge at any time, and we cannot predict such risks or estimate the extent to which they may affect our business, financial condition or results of operations, or the trading price of our securities.

There are no material changes during the period covered by this Report to the risk factors previously disclosed in our 2025 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The Company has in place a Board-approved stock buyback program whereby the Company is authorized to repurchase up to 5% of its common stock outstanding at December 31, 2025, or 4,112,966 shares, through the program’s expiration date of December 31, 2026. The program allows the Company to repurchase its common shares in the open market, by block purchase, through accelerated share repurchase programs, in privately negotiated transactions, or otherwise, in one or more transactions in accordance with the rules and regulations of the Securities and Exchange Commission. The Company is not obligated to purchase any shares under this program and the repurchase authorization may be terminated or amended by the Board of Directors at any time prior to the expiration date.

The following is a summary of common share repurchases during the three months ended September 30, 2026.

	Total Number of Shares Purchased (a)			Average Price Paid per Share (b)			Total Number of Shares Purchased as Part of a Publicly Announced Plan or Program			Maximum Number of Shares that may yet be Purchased under such Plans or Programs
July 1, 2026 - July 31, 2026		250,381		$	76.92			250,000			1,750,000
August 1, 2026 - August 31, 2026		750,559		$	78.27			750,000			1,000,000
September 1, 2026 - September 30, 2026		—		$	—			—			1,000,000
Total		1,000,940		$	77.93			1,000,000

(a) Includes common stock purchased in connection with our share-based payment plans related to shares used to cover payroll tax withholding requirements. See Note 19 – Share-Based Payment Arrangements in our 2025 Form 10-K, which includes additional information regarding our share-based incentive plans.

(b) Average price paid does not include the one percent excise tax charged on public company net share repurchases.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

Pursuant to Item 408(a) of Regulation S-K, none of the Company's directors or executive officers adopted, terminated or modified a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the three months ended September 30, 2026.

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Item 6. Exhibits

(a) Exhibits:

Exhibit Number		Description		Filed Herewith		Form		Exhibit		Filing Date
3.1		Second Amended and Restated Articles of Hancock Whitney Corporation				8-K		3.1		5/1/2020
3.2		Second Amended and Restated Bylaws of Hancock Whitney Corporation				8-K		3.2		5/1/2020
31.1		Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		X
31.2		Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		X
32.1		Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002		X
32.2		Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002		X
101.INS		Inline XBRL Instance Document		X
101.SCH		Inline XBRL Taxonomy Extension Schema Document		X
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document		X
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document		X
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document		X
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document		X
104		Cover Page Interactive Data File		X

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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 thereunto duly authorized.

	Hancock Whitney Corporation
	By:		/s/ John M. Hairston
			John M. Hairston
			President & Chief Executive Officer
			(Principal Executive Officer)
			/s/ Michael M. Achary
			Michael M. Achary
			Senior Executive Vice President & Chief Financial Officer (Principal Financial Officer)
			November 5, 2026

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