Under applicable U.S. banking laws, there are legal restrictions limiting the amount of dividends the Company can declare. Approval of the regulatory authorities is required if, among other things, the effect of the dividends declared would cause regulatory capital of the Company to fall below specified minimum levels.

The Company on a consolidated basis and the Bank are subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements triggers certain mandatory actions and may lead to additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for PCA, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities, and certain OBS items as calculated under regulatory accounting practices. The Bank’s capital amounts and PCA classification are also subject to qualitative judgments by the regulators about components of capital, risk weightings of assets, and other factors. In addition, an institution may be downgraded to, or deemed to be in, a capital category that is lower than indicated by its capital ratios, if it is determined to be in an unsafe or unsound condition or if it receives an unsatisfactory examination rating with respect to certain matters.

We are subject to various quantitative measures established by regulation to ensure capital adequacy. These generally applicable capital requirements require a banking organization to maintain minimum amounts and ratios (set forth in the table below) of total capital, Tier 1 capital, and CET1 capital to RWA, and of Tier 1 capital to average adjusted assets. The capital rules implementing Basel III also include a “capital conservation buffer” of 2.5% on top of each of the minimum RBC ratios, and a banking organization with any RBC ratio that meets or exceeds the minimum requirement but does not meet the capital conservation buffer will face constraints on dividends, equity repurchases and discretionary bonus payments based on the amount of the shortfall. Additionally, to be categorized as “well capitalized,” a bank is required to maintain minimum total risk-based CET1, Tier 1, and total capital ratios and Tier 1 leverage ratios as set forth in the table below.

As of June 30, 2025 and December 31, 2024, the Company’s and the Bank’s capital ratios exceeded those levels necessary to be categorized as “well capitalized”. There are no conditions or events since June 30, 2025 that management believes have changed the Company’s category.


	Actual				For Capital Adequacy Purposes	To Be Well Capitalized Under PCA Provisions
(Dollars in thousands)	Amount		Ratio		Ratio (1)	Ratio
As of June 30, 2025
Total capital (to RWA)
Company	$	1,539,632	13.46	%	8.0%	10.0%
Bank	1,462,950		12.84		8.0	10.0
Tier 1 capital (to RWA)
Company	1,294,270		11.31		6.0	6.0
Bank	1,342,431		11.78		6.0	8.0
CET1 (to RWA)
Company	1,264,049		11.05		4.5	n/a
Bank	1,342,431		11.78		4.5	6.5
Tier 1 leverage ratio (2)
Company	1,294,270		10.73		4.0	n/a
Bank	1,342,431		11.17		4.0	5.0
As of December 31, 2024
Total capital (to RWA)
Company	$	1,571,001	13.96	%	8.0%	10.0%
Bank	1,510,901		13.49		8.0	10.0
Tier 1 capital (to RWA)
Company	1,277,955		11.36		6.0	6.0
Bank	1,402,462		12.52		6.0	8.0
CET1 (to RWA)
Company	1,247,844		11.09		4.5	n/a
Bank	1,402,462		12.52		4.5	6.5
Tier 1 leverage ratio (2)
Company	1,277,955		10.32		4.0	n/a
Bank	1,402,462		11.37		4.0	5.0
(1) Requirement prior to capital conservation buffer
(2) The Tier 1 leverage ratio consists of Tier 1 capital divided by total quarterly average assets, excluding goodwill and other permitted Tier 1 capital deductions.

Dividends paid by the Bank are subject to certain restrictions imposed by regulatory agencies. Capital requirements further limit the amount of dividends that may be paid by the Bank. Dividends of $27,000 and $124,000 were paid by the Bank to the Holdco during the three and six months ending June 30, 2025. Dividends of $50,000 and $77,500 were paid by the Bank to the Holdco during the three and six months ending June 30, 2024.

Dividends of $11,935, or $0.22 per outstanding share and $22,864, or $0.44 per outstanding share were paid by the Company during the three and six months ended June 30, 2025, respectively. Dividends of $10,900, or $0.20 per outstanding share and $21,799, or $0.40 per outstanding share were paid by the Company during the three and six months ended June 30, 2024, respectively.