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Nicolet Bankshares (NYSE: NIC) Q1 profit hit by merger costs but core returns stay strong

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(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Nicolet Bankshares, Inc. reported first quarter 2026 net income of $15.2 million and diluted EPS of $0.81, down from $40.3 million and $2.65 in fourth quarter 2025 as merger-related expenses weighed on results. Core diluted EPS (non‑GAAP) was much higher at $2.75, reflecting $51.5 million of core net income.

On February 13, 2026, Nicolet completed its acquisition of MidWestOne, issuing about 6.6 million shares valued at $1.0 billion and adding $6.1 billion in assets, $4.4 billion in loans, $5.3 billion in deposits and roughly $0.5 billion of goodwill. Period‑end assets rose to $15.6 billion and loans to $10.9 billion, while net interest margin improved to 3.98%.

The company announced an all‑cash sale of its Denver branches (about $390 million in loans and $380 million in deposits) to Sunwest Bank, expected to close in third quarter 2026, subject to approvals. The board increased the quarterly dividend by 13% to $0.36 per share, payable June 15, 2026 to shareholders of record on June 1, 2026.

Positive

  • Transformational scale and strong core profitability: The MidWestOne acquisition added $6.1 billion of assets and helped drive core net income to $51.5 million with core return on average tangible common equity of 19.30% in first quarter 2026.
  • Shareholder-friendly capital actions: Nicolet increased its quarterly dividend by 13% to $0.36 per share and repurchased 149,499 shares for $22.4 million in first quarter 2026.

Negative

  • GAAP earnings pressure from merger costs: Net income declined to $15.2 million (diluted EPS $0.81) from $40.3 million ($2.65) in fourth quarter 2025, as noninterest expense rose to $109.8 million including $40.7 million of merger-related expense, lifting the efficiency ratio to 80.30%.

Insights

Transformative merger boosts scale and core returns, but near-term GAAP earnings are pressured by integration costs.

Nicolet closed its MidWestOne acquisition, lifting period-end assets to $15.6 billion and loans to $10.9 billion. This roughly $6 billion asset addition makes it one of the larger community banks in its region and expands its loan and deposit base meaningfully.

First quarter 2026 GAAP net income fell to $15.2 million from $40.3 million in fourth quarter 2025 as merger-related expense surged to $40.7 million. However, core net income was $51.5 million, and core return on average tangible common equity reached 19.30%, indicating strong underlying profitability excluding one-time items.

Credit metrics remain solid, with nonperforming assets at $79 million, or 0.51% of total assets, and net charge-offs of $0.8 million. The pending all-cash sale of Denver branches (about $390 million in loans and $380 million in deposits) and a 13% dividend increase to $0.36 per share underscore management’s focus on capital return alongside integration.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net income Q1 2026 $15.2M GAAP net income for the quarter ended March 31, 2026
Core net income Q1 2026 $51.5M Non-GAAP core net income for the quarter ended March 31, 2026
Diluted EPS Q1 2026 $0.81 GAAP diluted earnings per share for first quarter 2026
Core diluted EPS Q1 2026 $2.75 Non-GAAP diluted earnings per share for first quarter 2026
Assets added from MidWestOne $6.1B Total assets contributed by MidWestOne at acquisition
Net interest margin 3.98% Net interest margin for first quarter 2026
Noninterest expense $109.8M Total noninterest expense in first quarter 2026, including $40.7M merger-related
Quarterly dividend $0.36/share Cash dividend declared April 21, 2026, up 13% from prior quarter
core net income financial
"Net income included certain non-core items, mostly merger-related expenses, that negatively impacted earnings per diluted common share $1.94 for first quarter 2026, resulting in core diluted earnings per common share (non-GAAP) of $2.75."
Core net income is the company’s profit after taxes from its ordinary, ongoing business activities, excluding one-time gains, losses or unusual items. Think of it like a household’s regular salary minus one-off windfalls or repairs — it shows the steady earnings the business can be expected to produce. Investors use it to judge the company’s underlying performance and to compare profitability across periods without distortion from rare events.
tangible book value per common share financial
"Tangible book value per common share (2) | | $ | 60.47 | | | $ | 59.09 |"
A per-share measure of the company’s tangible net asset value available to common shareholders after removing intangible items (like goodwill, brand value, and patents) and any preferred shareholder claims. Think of it as the amount each common share would get if the company sold only its physical and financial assets and settled priority claims. Investors use it as a conservative baseline to judge whether a stock is cheaply priced relative to the company’s hard-asset backing.
nonperforming assets financial
"Nonperforming assets were $79 million and represented 0.51% of total assets at March 31, 2026, compared to $32 million and 0.35% of total assets at December 31, 2025."
Nonperforming assets are loans or investments that are not generating expected payments or returns because the borrower has fallen behind on payments or the investment has lost value. They matter to investors because a high level of nonperforming assets can indicate financial trouble for a bank or institution, potentially affecting its stability and profitability.
efficiency ratio financial
"Efficiency ratio | | 80.30 | | | 51.00 | | | 49.10 | | | 51.79 | | | 52.94"
A measure of how much a company spends to produce each dollar of revenue, usually shown as operating expenses divided by revenue and expressed as a percentage. Think of it as a household’s budget: a lower percentage means more of each dollar earned stays as profit, while a higher number means costs are eating into returns. Investors use it to judge cost control and compare how efficiently companies turn revenue into earnings, especially in banks and financial firms.
tangible common equity to tangible assets financial
"Tangible common equity to tangible assets (2) | | 8.82 | | | 9.94 | | | 9.61 |"
Tangible common equity to tangible assets is a ratio that compares the amount of common shareholders’ capital after removing intangible items (like goodwill) to a company’s physical and financial assets after the same removal. It tells investors how much real, loss‑absorbing capital supports each dollar of tangible assets—think of it as the safety cushion under a car: the thicker the cushion, the more protection against unexpected losses.
Net income $15.2M down from $40.3M in Q4 2025
Diluted EPS $0.81 down from $2.65 in Q4 2025
Net interest income $109.6M up $29M or 35% vs Q4 2025
Net interest margin 3.98% up from 3.86% in Q4 2025
Core diluted EPS (non-GAAP) $2.75 slightly above $2.73 in Q4 2025
Understanding 8-K Material Events →
0001174850false00011748502026-04-212026-04-21

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported): April 21, 2026
 
NICOLET BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
Wisconsin 001-37700 47-0871001
(State or other jurisdiction
of incorporation)		 (Commission
File Number)		 (IRS Employer
Identification No.)
 
111 North Washington Street
Green Bay, Wisconsin 54301
(Address of principal executive offices)
 
(920) 430-1400
(Registrant’s telephone number, including area code)
 
Not Applicable
(Former name or former address, if changed since last report)
  
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.01 per shareNICNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter.)
 
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.  ☐





Item 2.02Results of Operations and Financial Condition.
 
On April 21, 2026, Nicolet Bankshares, Inc. (“Nicolet”) announced its earnings for the quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
 
Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 2.02 and Exhibit 99.1, is being furnished to the Securities and Exchange Commission and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. Furthermore, the information in this Item 2.02 and Exhibit 99.1, shall not be deemed to be incorporated by reference into Nicolet’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01Regulation FD Disclosure.

On April 21, 2026, Nicolet declared a quarterly cash dividend of $0.36 per share on its common stock. The dividend will be payable June 15, 2026, to shareholders of record as of June 1, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, or otherwise subject to the liabilities of such section. The information in this report on Form 8-K shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Act, or under the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01Financial Statements and Exhibits.
Exhibit No. Description of Exhibit
99.1 
Press Release, dated April 21, 2026
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document


Signatures
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date:April 21, 2026NICOLET BANKSHARES, INC.
    
 By: /s/ H. Phillip Moore, Jr. 
         H. Phillip Moore, Jr. 
         Chief Financial Officer 


Exhibit 99.1
nicoletbanksharesa08a.jpg


FOR IMMEDIATE RELEASE
 .
NICOLET BANKSHARES, INC. ANNOUNCES FIRST QUARTER 2026 EARNINGS

•Acquisition of MidWestOne closed on February 13, adding approximately $6 billion in assets
•Net income of $15 million ($52 million core *) for first quarter 2026, compared to net income of $40 million ($42 million core *) for fourth quarter 2025
•Diluted earnings per share of $0.81 ($2.75 core *) for first quarter 2026, compared to $2.65 ($2.73 core *) for fourth quarter 2025
•Return on average assets of 0.50% for first quarter 2026, and core * return on average assets of 1.68%
•Return on average tangible common equity of 6.49% for first quarter 2026, and core * return on average tangible common equity of 19.30%, with return on average equity of 3.44%
•Increased quarterly dividend on common stock by 13% to $0.36 per share
•Announced the sale of the Denver branches acquired from MidWestOne (approximately $390 million in loans and approximately $380 million in deposits) to Sunwest Bank
* Core net income, diluted earnings per share, return on average assets, and return on average tangible common equity are non-GAAP financial measures

Green Bay, Wisconsin, April 21, 2026 - Nicolet Bankshares, Inc. (NYSE: NIC) (“Nicolet”) announced net income of $15 million and earnings per diluted common share of $0.81 for first quarter 2026, compared to net income of $33 million and earnings per diluted common share of $2.08 for first quarter 2025 and net income of $40 million and earnings per diluted common share of $2.65 for fourth quarter 2025. Net income included certain non-core items, mostly merger-related expenses, that negatively impacted earnings per diluted common share $1.94 for first quarter 2026, resulting in core diluted earnings per common share (non-GAAP) of $2.75.

On February 13, 2026, Nicolet completed its acquisition of MidWestOne Financial Group, Inc. (“MidWestOne”), creating one of the largest community banks in the Upper Midwest. MidWestOne shareholders received 0.3175 shares of Nicolet common stock for each share of MidWestOne common stock owned, resulting in the issuance of approximately 6.6 million shares of Nicolet common stock valued at $1.0 billion (based upon the closing stock price of Nicolet’s common stock on February 13, 2026). Upon consummation, MidWestOne added total assets of $6.1 billion, loans of $4.4 billion, deposits of $5.3 billion, and preliminary goodwill of approximately $0.5 billion to Nicolet’s balance sheet.

Evaluation of financial performance and balance sheet line items is impacted both by the timing and size of the MidWestOne acquisition. Certain income statement results, average balances, and related ratios for 2026 include partial contributions from MidWestOne from the acquisition date.

“This quarter reflects disciplined execution through a period of transformational growth,” said Mike Daniels, Chairman, President, and CEO of Nicolet. “We delivered solid core earnings, expanded margins, and increased tangible book value with no material per share dilution in book value from the MidWestOne acquisition. Also, our strong profitability allows us to continue to return capital to shareholders through a 13% increase in our dividend as well as restarting our share repurchase program during the quarter. All of this occurred while completing a transaction that we believe strengthens Nicolet’s competitive position and long-term shared success returns to our Three Circles.”

Daniels continued, “The integration continues as planned with no surprises and I am continually encouraged by the alignment between our teams. Our core conversion is currently scheduled for late summer, after which all anticipated cost savings should be realized and we look to return to our regular position of producing top decile core profitability.”


1

Balance Sheet Review
At March 31, 2026, period end assets were $15.6 billion, an increase of $6.4 billion from December 31, 2025, largely due to the acquisition of MidWestOne, which added $6.1 billion of total assets at acquisition. Total loans increased $4.0 billion from December 31, 2025, with MidWestOne adding loans of $4.4 billion at acquisition. Total deposits of $12.6 billion at March 31, 2026, increased $4.9 billion from December 31, 2025, also largely due to the acquisition of MidWestOne. Total capital was $2.3 billion at March 31, 2026, an increase of $1.0 billion over December 31, 2025, mostly due to the acquisition of MidWestOne.

Asset Quality
Nonperforming assets were $79 million and represented 0.51% of total assets at March 31, 2026, compared to $32 million and 0.35% of total assets at December 31, 2025, with the increase largely due to the MidWestOne acquisition. The allowance for credit losses-loans was $133 million and represented 1.23% of total loans at March 31, 2026, compared to $69 million (or 1.01% of total loans) at December 31, 2025, with the increase mostly due to the allowance increase from the acquisition of MidWestOne. Asset quality trends remain solid and loan net charge-offs were negligible.

Income Statement Review - Quarter
Net income was $15 million for first quarter 2026, compared to net income of $40 million for fourth quarter 2025.

Net interest income was $110 million for first quarter 2026, $29 million (35%) higher than fourth quarter 2025, the net of a $38 million increase in interest income and a $9 million increase in interest expense. Average interest-earning assets of $11.2 billion were up $2.9 billion from fourth quarter 2025, with higher average loans (up $2.3 billion) and higher average securities (up $578 million), mostly due to the MidWestOne acquisition. Average interest-bearing liabilities of $8.4 billion were up $2.4 billion from fourth quarter 2025, mostly due to higher average interest-bearing deposits (up $2.4 billion) acquired with MidWestOne.

The net interest margin for first quarter 2026 was 3.98%, compared to 3.86% for fourth quarter 2025. The yield on interest-earning assets increased 1 bp (to 5.73%), while the cost of interest-bearing liabilities for first quarter 2026 decreased 25 bps (to 2.36%).

Noninterest income was $25 million for first quarter 2026, up $2 million compared to fourth quarter 2025. Excluding net asset gains (losses), noninterest income was up $3 million, including a $2 million increase in wealth management fee income and a $1 million increase in service charges on deposit accounts, both mostly due to the MidWestOne acquisition. Net asset losses were $1 million for first quarter 2026 (comprised primarily of a write-down on an equity investment), compared to nominal net asset gains for fourth quarter 2025.

Noninterest expense was $110 million for first quarter 2026, a $57 million increase from fourth quarter 2025, mostly due to a $39 million increase in merger-related expense. Personnel expense increased $8 million from fourth quarter 2025, reflecting the larger employee base post-acquisition. Non-personnel expense increased $49 million from fourth quarter 2025, and included the increase in merger-related expense, as well as higher overall expense for a larger operating base.

Subsequent Event
Nicolet National Bank has entered into a definitive purchase and assumption agreement to sell its Denver, Colorado banking branches (acquired in the MidWestOne transaction) to Sunwest Bank. This transaction is an all-cash deal that has been approved by the respective boards of directors, and is expected to close in third quarter 2026, subject to regulatory approval and other standard closing conditions. As of March 31, 2026, the Denver locations had total loans of approximately $390 million and deposits of approximately $380 million. Hovde Group, LLC served as financial adviser and Nelson Mullins Riley & Scarborough LLP provided legal counsel to Nicolet.

Declaration of Quarterly Cash Dividend to Shareholders
On April 21, 2026, Nicolet’s Board of Directors declared a quarterly cash dividend of $0.36 per share to holders of its common stock, an increase of $0.04 per share, or 13%, over the prior quarter. The dividend is payable on June 15, 2026, to shareholders of record as of June 1, 2026.

2

Next Quarterly Earnings Release
Nicolet expects to issue the second quarter 2026 earnings release on July 21, 2026.

About Nicolet Bankshares, Inc.
Nicolet Bankshares, Inc. is the bank holding company of Nicolet National Bank, a growing, full-service, community bank providing services ranging from commercial, agricultural and consumer banking to wealth management and retirement plan services. Founded in Green Bay in 2000, Nicolet National Bank operates branches primarily in Wisconsin, Iowa, Michigan, and Minnesota. More information can be found at www.nicoletbank.com.

Use of Non-GAAP Financial Measures
This communication contains non-GAAP financial measures, such as core net income, core earnings per diluted common share, tangible book value per common share, return on average tangible common equity, and tangible common equity to tangible assets. Management believes such measures to be helpful to management, investors and others in understanding Nicolet’s results of operations and financial position. When non-GAAP financial measures are used, the comparable GAAP financial measures, as well as the reconciliation of the non-GAAP measures to the GAAP financial measures, are provided. See “Reconciliation of Non-GAAP Financial Measures (Unaudited)” below. The non-GAAP net income measure and related reconciliation provide information useful to investors in understanding the operating performance and trends of Nicolet and also aid investors in comparing Nicolet’s financial performance to the financial performance of peer banks. Management considers non-GAAP financial ratios to be critical metrics with which to analyze and evaluate financial condition and capital strengths. While non-GAAP financial measures are frequently used by stakeholders in the evaluation of a company, they have limitations as analytical tools and should not be considered in isolation or as a substitute for analyses of results as reported under GAAP.

Forward Looking Statements “Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995
This communication contains statements that constitute “forward-looking statements” within the meaning, and subject to the protections of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking statements. Such statements include, but are not limited to, statements related to the expected completion of the core conversion of the integration process of the Nicolet/MidWestOne merger and resulting cost savings, the expected return to top decile core profitability, the expected closing date of the sale of our Denver branches, and other statements that may not be historical facts. You can identify these forward-looking statements through the use of words such as “anticipate,” “believe,” “assume,” “aim,” “can,” “conclude,” “continue,” “could,” “estimate,” “expect,” “foresee,” “goal,” “intend,” “may,” “might,” “outlook,” “possible,” “plan,” “predict,” “project,” “potential,” “seek,” “should,” “target,” “will,” “will likely,” “would,” or the negative of these terms or other comparable terminology, as well as similar expressions of the future or otherwise regarding the outlook for Nicolet’s, MidWestOne’s or the combined company’s future businesses and financial performance and/or the performance of the banking industry and economy in general.

Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and express only management’s beliefs regarding future results or events, many of which, by their nature, are inherently uncertain and outside of management’s control or predict. A number of factors could cause actual results and outcomes to differ materially from those contemplated by these forward-looking statements. These factors include, but are not limited to: (1) the risk that integration of MidWestOne’s and Nicolet’s respective businesses will be materially delayed or will be more costly or difficult than expected, including as a result of unexpected factors or events; (2) the parties’ inability to meet expectations regarding the timing of the proposed sale of the Denver branches; (3) the inability of either Nicolet or Sunwest Bank to obtain required governmental approvals of the proposed sale of the Denver branches on the timeline expected, or at all, and (4) the failure to satisfy other conditions to completion of the proposed sale, or any unexpected delay in closing the proposed transaction or the occurrence of any event, change or other circumstances that could give rise to the termination of the purchase and assumption agreement.

All forward-looking statements included in this communication are made as of the date hereof and are based on information available to management at that time. Except as required by law, Nicolet does not assume any obligation to update any forward-looking statement to reflect events or circumstances that occur after the date the forward-looking statements were made.

3


Nicolet Bankshares, Inc.
Consolidated Balance Sheets (Unaudited)
(In thousands, except share data)
3/31/202612/31/20259/30/20256/30/20253/31/2025
Assets
Cash and due from banks$123,359 $107,956 $94,402 $129,607 $105,085 
Interest-earning deposits492,092 552,276 379,555 293,031 467,095 
Cash and cash equivalents615,451 660,232 473,957 422,638 572,180 
Securities available for sale, at fair value1,986,946 859,834 861,534 849,253 838,105 
Other investments99,835 63,247 61,380 59,594 58,627 
Loans held for sale16,627 13,620 11,308 9,955 8,092 
Other assets held for sale400,443 — — — — 
Loans10,879,694 6,836,345 6,874,711 6,839,141 6,745,598 
Allowance for credit losses - loans(133,435)(68,806)(68,785)(68,408)(67,480)
Loans, net
10,746,259 6,767,539 6,805,926 6,770,733 6,678,118 
Premises and equipment, net187,876 120,462 121,711 123,723 125,274 
Bank owned life insurance (“BOLI”)
293,790 192,498 190,979 189,342 187,902 
Goodwill and other intangibles, net967,843 382,400 383,693 385,107 386,588 
Accrued interest receivable and other assets259,420 125,275 118,942 120,464 120,336 
Total assets$15,574,490 $9,185,107 $9,029,430 $8,930,809 $8,975,222 
Liabilities and Stockholders' Equity
Liabilities:
Noninterest-bearing demand deposits
$2,537,729 $1,828,928 $1,826,453 $1,800,335 $1,689,129 
Interest-bearing deposits
10,086,635 5,901,843 5,785,012 5,741,338 5,883,061 
Total deposits
12,624,364 7,730,771 7,611,465 7,541,673 7,572,190 
Long-term borrowings179,968 134,860 134,600 134,340 156,563 
Other liabilities held for sale385,882 — — — — 
Accrued interest payable and other liabilities127,399 61,814 68,405 64,698 63,201 
Total liabilities13,317,613 7,927,445 7,814,470 7,740,711 7,791,954 
Stockholders' Equity:
Common stock213 148 148 149 152 
Additional paid-in capital1,589,992 583,257 581,815 601,625 630,340 
Retained earnings
706,099 697,799 662,252 625,243 594,068 
Accumulated other comprehensive income (loss)
(39,427)(23,542)(29,255)(36,919)(41,292)
Total stockholders' equity2,256,877 1,257,662 1,214,960 1,190,098 1,183,268 
Total liabilities and stockholders' equity$15,574,490 $9,185,107 $9,029,430 $8,930,809 $8,975,222 
Common shares outstanding21,316,619 14,811,445 14,798,895 14,924,086 15,149,341 


4


Nicolet Bankshares, Inc.
Consolidated Statements of Income (Unaudited)
For the Three Months Ended
(In thousands, except per share data)
3/31/202612/31/20259/30/20256/30/20253/31/2025
Interest income:
Loans, including loan fees$139,784 $106,579 $107,930 $105,976 $100,666 
Taxable investment securities11,955 6,294 6,201 6,027 5,560 
Tax-exempt investment securities1,358 972 998 1,017 1,049 
Other interest income5,115 6,393 5,204 4,618 5,466 
Total interest income158,212 120,238 120,333 117,638 112,741 
Interest expense:
Deposits46,656 37,622 39,312 40,472 39,465 
Short-term borrowings— 1 — — — 
Long-term borrowings1,997 1,721 1,757 2,057 2,070 
Total interest expense48,653 39,344 41,069 42,529 41,535 
Net interest income109,559 80,894 79,264 75,109 71,206 
Provision for credit losses
6,050 750 950 1,050 1,500 
Net interest income after provision for credit losses
103,509 80,144 78,314 74,059 69,706 
Noninterest income:
Wealth management fee income10,655 8,196 7,629 6,811 6,975 
Mortgage income, net
3,539 3,653 3,568 2,907 1,926 
Service charges on deposit accounts
3,149 2,016 2,000 1,962 2,025 
Card interchange income
4,228 3,772 3,752 3,699 3,337 
BOLI income
1,882 1,857 1,654 1,429 1,420 
Asset gains (losses), net
(867)422 1,294 (199)(354)
Deferred compensation plan asset market valuations(277)465 972 1,437 45 
LSR income, net711 644 668 950 1,057 
Other noninterest income
2,274 2,067 2,082 1,637 1,792 
Total noninterest income
25,294 23,092 23,619 20,633 18,223 
Noninterest expense:
Personnel expense
38,159 30,233 29,437 29,114 26,521 
Occupancy, equipment and office
12,375 9,169 9,028 9,104 9,330 
Business development and marketing
2,337 2,093 2,223 1,593 2,100 
Data processing
6,185 4,691 4,671 4,682 4,525 
Intangibles amortization
4,096 1,293 1,414 1,481 1,552 
FDIC assessments1,275 1,033 1,005 1,029 940 
Merger-related expense40,686 1,956 — — — 
Other noninterest expense
4,682 2,571 2,310 2,916 2,819 
Total noninterest expense
109,795 53,039 50,088 49,919 47,787 
Income before income tax expense19,008 50,197 51,845 44,773 40,142 
Income tax expense
3,812 9,873 10,110 8,738 7,550 
Net income$15,196 $40,324 $41,735 $36,035 $32,592 
Earnings per common share:
Basic
$0.83 $2.72 $2.81 $2.40 $2.14 
Diluted
$0.81 $2.65 $2.73 $2.34 $2.08 
Common shares outstanding:
Basic weighted average
18,23214,80414,83615,02915,256
Diluted weighted average
18,74915,22715,30315,43115,647
 
5

Nicolet Bankshares, Inc.
Consolidated Financial Summary (Unaudited)
For the Three Months Ended
(In thousands, except share & per share data)
3/31/202612/31/20259/30/20256/30/20253/31/2025
Selected Average Balances:
Loans
$9,194,624 $6,858,444 $6,843,189 $6,833,236 $6,710,206 
Investment securities
1,479,693 902,147 903,839 900,469 886,010 
Interest-earning assets
11,235,506 8,381,031 8,206,651 8,140,178 8,078,997 
Cash and cash equivalents576,905 634,751 480,208 423,272 497,865 
Goodwill and other intangibles, net
642,403 382,956 384,296 385,735 387,260 
Total assets
12,429,336 9,163,123 8,984,344 8,909,653 8,849,412 
Deposits
10,386,008 7,717,321 7,583,986 7,504,224 7,446,107 
Interest-bearing liabilities
8,363,619 5,989,196 5,911,850 5,972,117 5,953,083 
Stockholders’ equity (common)1,792,181 1,234,619 1,194,974 1,183,316 1,178,868 
Selected Ratios: (1)
Book value per common share$105.87 $84.91 $82.10 $79.74 $78.11 
Tangible book value per common share (2)
$60.47 $59.09 $56.17 $53.94 $52.59 
Return on average assets
0.50 %1.75 %1.84 %1.62 %1.49 %
Return on average common equity
3.44 12.96 13.86 12.21 11.21 
Return on average tangible common equity (2)
6.49 19.27 20.98 18.72 17.34 
Core return on average assets (non-GAAP) (2)
1.68 1.80 1.80 1.63 1.51 
Core return on average common equity (non-GAAP) (2)
11.66 13.35 13.51 12.27 11.31 
Core return on average tangible common equity (non-GAAP) (2)
19.30 19.84 20.47 18.80 17.48 
Average equity to average assets
14.42 13.47 13.30 13.28 13.32 
Stockholders’ equity to assets
14.49 13.69 13.46 13.33 13.18 
Tangible common equity to tangible assets (2)
8.82 9.94 9.61 9.42 9.28 
Net interest margin3.98 3.86 3.86 3.72 3.58 
Efficiency ratio
80.30 51.00 49.10 51.79 52.94 
Effective tax rate
20.05 19.67 19.50 19.52 18.81 
Selected Asset Quality Information:
Nonaccrual loans
$73,494 $31,679 $27,463 $27,735 $28,325 
Other real estate owned
5,985 667 767 881 946 
Nonperforming assets
$79,479 $32,346 $28,230 $28,616 $29,271 
Net loan charge-offs (recoveries)
$833 $529 $573 $372 $342 
Allowance for credit losses-loans to loans
1.23 %1.01 %1.00 %1.00 %1.00 %
Net charge-offs to average loans (1)
0.04 0.03 0.03 0.02 0.02 
Nonperforming loans to total loans
0.68 0.46 0.40 0.41 0.42 
Nonperforming assets to total assets
0.51 0.35 0.31 0.32 0.33 
Stock Repurchase Information: (3)
Common stock repurchased ($)$22,401 $— $20,525 $29,989 $26,047 
Common stock repurchased (shares)149,499 — 155,393 257,402 233,207 
(1)Income statement-related ratios for partial-year periods are annualized.
(2)See Reconciliation of Non-GAAP Financial Measures below for a reconciliation of these financial measures.
(3)Reflects common stock repurchased under board of director authorizations for the common stock repurchase program.


6

Nicolet Bankshares, Inc.
Consolidated Loan & Deposit Metrics (Unaudited)
(In thousands)
3/31/202612/31/20259/30/20256/30/20253/31/2025
Period End Loan Composition
Commercial & industrial$2,330,665 $1,367,522 $1,415,841 $1,412,621 $1,409,320 
Owner-occupied commercial real estate (“CRE”)
1,558,995 939,587 947,390 963,278 949,107 
Agricultural1,759,960 1,415,425 1,378,070 1,346,924 1,329,807 
Commercial5,649,620 3,722,534 3,741,301 3,722,823 3,688,234 
CRE investment2,378,946 1,188,351 1,213,301 1,231,423 1,225,490 
Construction & land development575,030 326,638 324,209 298,122 273,007 
Commercial real estate2,953,976 1,514,989 1,537,510 1,529,545 1,498,497 
Commercial-based loans8,603,596 5,237,523 5,278,811 5,252,368 5,186,731 
Residential construction144,737 95,268 92,325 88,152 91,321 
Residential first mortgage1,580,088 1,193,683 1,199,512 1,205,841 1,194,116 
Residential junior mortgage464,395 268,188 260,167 249,406 235,096 
Residential real estate
2,189,220 1,557,139 1,552,004 1,543,399 1,520,533 
Retail & other86,878 41,683 43,896 43,374 38,334 
Retail-based loans2,276,098 1,598,822 1,595,900 1,586,773 1,558,867 
Total loans$10,879,694 $6,836,345 $6,874,711 $6,839,141 $6,745,598 
Period End Deposit Composition
Noninterest-bearing demand
$2,537,729 $1,828,928 $1,826,453 $1,800,335 $1,689,129 
Interest-bearing demand
2,516,924 1,263,276 1,104,552 1,266,507 1,239,075 
Money market
2,955,846 2,056,550 2,044,055 1,900,639 1,988,648 
Savings1,763,204 834,520 825,683 805,300 794,223 
Time2,850,661 1,747,497 1,810,722 1,768,892 1,861,115 
Total deposits$12,624,364 $7,730,771 $7,611,465 $7,541,673 $7,572,190 
Brokered transaction accounts *$175,000 $25,000 $25,000 $155,000 $100,000 
Brokered time deposits *409,922 382,116 422,516 429,303 585,372 
Total brokered deposits *$584,922 $407,116 $447,516 $584,303 $685,372 
Customer transaction accounts *$9,598,703 $5,958,274 $5,775,743 $5,617,781 $5,611,075 
Customer time deposits *2,440,739 1,365,381 1,388,206 1,339,589 1,275,743 
Total customer deposits (core) *
$12,039,442 $7,323,655 $7,163,949 $6,957,370 $6,886,818 

* During first quarter 2026, Nicolet reclassified fully reciprocated deposit balances with ICS from brokered deposits to core deposits to be more consistent with the presentation typically used by peer banks. The ICS reciprocal deposits are part of the IntraFi Network Deposits program, which is used by financial institutions to distribute deposits that exceed FDIC insurance coverage limits to numerous institutions in order to provide insurance coverage for all participating deposits. Prior periods have been restated to reflect this change. There was no change to total deposits or the deposit categories.
7

Nicolet Bankshares, Inc.
Net Interest Income and Net Interest Margin Analysis (Unaudited)
For the Three Months Ended
March 31, 2026December 31, 2025March 31, 2025
AverageAverageAverageAverageAverageAverage
(In thousands)BalanceInterestRateBalanceInterestRateBalanceInterestRate
ASSETS
Total loans (1) (2)
$9,194,624 $140,412 6.18 %$6,858,444 $106,696 6.18 %$6,710,206 $100,804 6.08 %
Investment securities (2)
1,479,693 13,703 3.71 %902,147 7,578 3.36 %886,010 6,951 3.14 %
Other interest-earning assets561,189 5,115 3.69 %620,440 6,393 4.09 %482,781 5,466 4.58 %
Total interest-earning assets11,235,506 $159,230 5.73 %8,381,031 $120,667 5.72 %8,078,997 $113,221 5.67 %
Other assets, net1,193,830 782,092 770,415 
Total assets$12,429,336 $9,163,123 $8,849,412 
LIABILITIES AND STOCKHOLDERS' EQUITY
Interest-bearing core deposits *$7,702,195 $41,762 2.20 %$5,417,210 $32,829 2.40 %$5,180,098 $32,575 2.55 %
Brokered deposits *502,241 4,894 3.95 %437,138 4,793 4.35 %611,897 6,890 4.57 %
Total interest-bearing deposits8,204,436 46,656 2.31 %5,854,348 37,622 2.55 %5,791,995 39,465 2.76 %
Wholesale funding159,183 1,997 5.09 %134,848 1,722 5.07 %161,088 2,070 5.21 %
Total interest-bearing liabilities8,363,619 $48,653 2.36 %5,989,196 $39,344 2.61 %5,953,083 $41,535 2.83 %
Noninterest-bearing demand deposits2,181,572 1,862,973 1,654,112 
Other liabilities91,964 76,335 63,349 
Stockholders' equity1,792,181 1,234,619 1,178,868 
Total liabilities and stockholders' equity$12,429,336 $9,163,123 $8,849,412 
Net interest income and rate spread$110,577 3.37 %$81,323 3.11 %$71,686 2.84 %
Net interest margin3.98 %3.86 %3.58 %
Loan purchase accounting accretion (3)
$4,896 0.18 %$934 0.04 %$1,475 0.07 %
Loan nonaccrual interest (3)
$780 0.03 %$(383)(0.02)%$(304)(0.02)%
* During first quarter 2026, Nicolet reclassified fully reciprocated deposit balances with ICS from brokered deposits to core deposits to be more consistent with the presentation typically used by peer banks. The ICS reciprocal deposits are part of the IntraFi Network Deposits program, which is used by financial institutions to distribute deposits that exceed FDIC insurance coverage limits to numerous institutions in order to provide insurance coverage for all participating deposits. Prior periods have been restated to reflect this change. There was no change to total deposits or the deposit categories.
(1) Nonaccrual loans and loans held for sale are included in the daily average loan balances outstanding.
(2) The yield on tax-exempt loans and tax-exempt investment securities is computed on a tax-equivalent basis using a federal tax rate of 21%, and adjusted for the disallowance of interest expense.
(3) Loan purchase accounting accretion and Loan nonaccrual interest included in Total loans interest above, and the related impact to net interest margin.
8

Nicolet Bankshares, Inc.
Reconciliation of Non-GAAP Financial Measures (Unaudited)
For the Three Months Ended
(In thousands, except per share data)
3/31/202612/31/20259/30/20256/30/20253/31/2025
Core net income reconciliation: (1)
Net income (GAAP)$15,196 $40,324 $41,735 $36,035 $32,592 
Adjustments:
Provision expense (2)
4,700 — — — — 
Assets (gains) losses, net867 (422)(1,294)199 354 
Merger-related expense40,686 1,956 — — — 
Adjustments subtotal46,253 1,534 (1,294)199 354 
Tax on Adjustments (3)
9,944 299 (252)39 69 
Core net income (non-GAAP)$51,505 $41,559 $40,693 $36,195 $32,877 
Intangibles amortization, net of tax$3,215 $1,041 $1,138 $1,192 $1,249 
Core net income (non-GAAP) for tangible common equity ratio$54,720 $42,600 $41,832 $37,387 $34,126 
Diluted earnings per common share:
Diluted earnings per common share (GAAP)$0.81 $2.65 $2.73 $2.34 $2.08 
Core diluted earnings per common share (non-GAAP)$2.75 $2.73 $2.66 $2.35 $2.10 
Selected Ratios: (4)
Return on average assets (GAAP)0.50 %1.75 %1.84 %1.62 %1.49 %
Return on average common equity (GAAP)3.44 %12.96 %13.86 %12.21 %11.21 %
Return on average tangible common equity (non-GAAP) (5)
6.49 %19.27 %20.98 %18.72 %17.34 %
Core return on average assets (non-GAAP)1.68 %1.80 %1.80 %1.63 %1.51 %
Core return on average common equity (non-GAAP)11.66 %13.35 %13.51 %12.27 %11.31 %
Core return on average tangible common equity (non-GAAP) (5)
19.30 %19.84 %20.47 %18.80 %17.48 %
Tangible assets: (5)
Total assets$15,574,490 $9,185,107 $9,029,430 $8,930,809 $8,975,222 
Goodwill and other intangibles, net967,843 382,400 383,693 385,107 386,588 
Tangible assets$14,606,647 $8,802,707 $8,645,737 $8,545,702 $8,588,634 
Tangible common equity: (5)
Stockholders’ equity (common)$2,256,877 $1,257,662 $1,214,960 $1,190,098 $1,183,268 
Goodwill and other intangibles, net967,843 382,400 383,693 385,107 386,588 
Tangible common equity$1,289,034 $875,262 $831,267 $804,991 $796,680 
Tangible average common equity: (5)
Average stockholders’ equity (common)$1,792,181 $1,234,619 $1,194,974 $1,183,316 $1,178,868 
Average goodwill and other intangibles, net642,403 382,956 384,296 385,735 387,260 
Average tangible common equity$1,149,778 $851,663 $810,678 $797,581 $791,608 
Note: Numbers may not sum due to rounding.
(1)The core net income measure and related reconciliation provide information useful to investors in understanding the operating performance and trends of Nicolet and also to aid investors in the comparison of Nicolet’s financial performance to the financial performance of peer banks.
(2)Includes the provision expense for the ACL on unfunded commitments related to the MidWestOne merger.
(3)Assumes an effective tax rate of 21.5% for 2026 and 19.5% for 2025.
(4)The ratios of core return on average assets and core return on average common equity use core net income as the numerator in place of net income (GAAP). These financial metrics have been included as they provide information useful to investors in understanding the operating performance and trends of Nicolet.
(5)The ratios of tangible book value per common share, return on average tangible common equity, core return on average tangible common equity, and tangible common equity to tangible assets exclude goodwill and other intangibles, net. In addition, the ratios of return on average tangible common equity and core return on average tangible common equity remove the intangibles amortization, net of tax, from the numerator. These financial ratios have been included as they are considered to be critical metrics with which to analyze and evaluate financial condition and capital strength.


9

Source: View Original Filing on SEC EDGAR

FAQ

How did Nicolet Bankshares (NIC) perform financially in Q1 2026?

Nicolet Bankshares reported net income of $15.2 million and diluted EPS of $0.81 for first quarter 2026. Core net income was significantly higher at $51.5 million, resulting in core diluted EPS of $2.75, reflecting substantial merger-related adjustments.

What impact did the MidWestOne acquisition have on Nicolet Bankshares (NIC)?

The MidWestOne acquisition added $6.1 billion in assets, $4.4 billion in loans, and $5.3 billion in deposits to Nicolet. The deal issued about 6.6 million Nicolet shares valued at $1.0 billion and helped lift period-end assets to $15.6 billion.

Why did Nicolet Bankshares’ GAAP earnings decline compared to Q4 2025?

GAAP net income fell to $15.2 million from $40.3 million chiefly because merger-related expense jumped to $40.7 million. Total noninterest expense rose to $109.8 million, pushing the efficiency ratio to 80.30% despite higher net interest income.

What were Nicolet Bankshares’ key profitability and margin metrics in Q1 2026?

Nicolet generated a net interest margin of 3.98% and a GAAP return on average assets of 0.50% in first quarter 2026. Core return on average assets was stronger at 1.68%, and core return on average tangible common equity reached 19.30%.

What branch sale did Nicolet Bankshares (NIC) announce involving Denver operations?

Nicolet National Bank agreed to sell its Denver, Colorado branches acquired from MidWestOne to Sunwest Bank in an all-cash transaction. As of March 31, 2026, these locations held about $390 million in loans and $380 million in deposits.

How did Nicolet Bankshares change its dividend in Q1 2026?

Nicolet’s board raised the quarterly cash dividend on common stock by 13% to $0.36 per share. The dividend is payable on June 15, 2026 to shareholders of record as of June 1, 2026, signaling confidence in ongoing earnings power.

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