Business Combination (Tables)

9 Months Ended

Sep. 30, 2026

Schedule of Fair Values of Assets Acquired and Liabilities Assumed from Heritage

The following table presents the allocation of purchase price consideration to the estimated fair values of assets acquired and liabilities assumed from Heritage as of April 17, 2026.


(Dollars in thousands)	April 17, 2026
Fair value consideration paid to Heritage shareholders
Fair value of common shares issued			$	840,044
Fair value of restricted stock units assumed				129
Cash paid				5,324
Total merger consideration			$	845,497
Fair value of assets acquired:
Cash and cash equivalents	$	547,974
Investment securities available-for-sale		1,016,408
FHLB, FRB stock and other investments		32,570
Loans		3,433,567
Premises and equipment		6,688
Bank owned life insurance		83,070
Other intangible assets		116,580
Deferred tax asset, net		74,457
Other assets		94,250
Total assets acquired	$	5,405,564
Fair value of liabilities assumed:
Deposits	$	4,752,465
Subordinated debt		38,740
Other liabilities		102,976
Total liabilities assumed	$	4,894,181
Net assets acquired				511,383
Goodwill			$	334,114

Schedule of Acquired Purchased Credit Deteriorated And Purchased Seasoned Loans

The following table provides a summary of the acquired PCD and PSL loans as of April 17, 2026.


(Dollars in thousands)	Unpaid principal balance		Premium/ (discount)			Loans		ACL			Fair value
PCD loans	$	102,637	$	(3,208	)	$	99,429	$	(21,419	)	$	78,010
PSL loans		3,131,699		(78,554	)		3,053,145		(25,209	)		3,027,936
Total	$	3,234,336	$	(81,762	)	$	3,152,574	$	(46,628	)	$	3,105,946

Schedule of Unaudited Pro Forma Consolidated Financial Information

The following presents unaudited financial information as if the acquisition had occurred on January 1, 2025. Pro forma adjustments reflect changes in interest income from the accretion of discounts and premiums on acquired loans and leases, changes in interest expense from the amortization or accretion of fair value adjustments on interest-bearing deposits, and the amortization of core deposit intangibles as if the deposits had been acquired on January 1, 2025. This pro forma information is provided for illustrative purposes only and is not necessarily indicative of the results that would have occurred had the acquisition been completed at the beginning of the prior year. The amounts do not reflect anticipated operating cost savings, revenue enhancements, or other synergies expected to result from the acquisition. Actual results may differ from the unaudited pro forma information presented.


	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2026		2025		2026		2025
Net interest income	$	180,597	$	171,108	$	527,463	$	498,192
Noninterest income		16,494		16,222		51,431		52,868
Net income (1)		85,852		80,134		212,683		142,984

(1)

Pro forma net income for the three and nine months ended September 30, 2026 was adjusted to exclude acquisition-related costs of $8.1 and $58.3 million, respectively, including Heritage acquisition related costs of $17.6 million incurred during those periods. Pro forma net income for the nine months ended September 30, 2025 was adjusted to include the acquisition-related costs of $ 75.0 million. Pro forma net income assumes acquisition-related costs were incurred in the first quarter of 2025.