_
0001475841false00014758412024-10-222024-10-22

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): October 22, 2024

​

NATIONAL BANK HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)

​

​

​

Delaware

​

001-35654

​

27-0563799

(State or other jurisdiction
of incorporation)

​

(Commission
File Number)

​

(IRS Employer
Identification No.)

​

7800 East Orchard Road, Suite 300, Greenwood Village, Colorado 80111
(Address of principal executive offices) (Zip Code)

​

303-892-8715
(Registrant’s telephone, 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 (see General Instruction A.2. below):

​

☐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 class:

    

Trading Symbol

    

Name of each exchange on which registered:

Class A Common Stock, Par Value $0.01

​

NBHC

​

NYSE

​

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 2.02. Results of Operations and Financial Conditions. *

​

On October 22, 2024, National Bank Holdings Corporation (“NBHC”) issued a press release announcing its financial results for the quarter ended September 30, 2024, which press release is furnished as Exhibit 99.1 hereto, except for such portions that are being “filed” as specified under Item 9.01 below, and is incorporated herein by reference.

​

Item 7.01. Regulation FD Disclosure. *

​

On October 22, 2024, NBHC issued, distributed, made available to investors, and posted on its website, the press release and accompanying financial tables reflecting its financial results for the quarter ended September 30, 2024, also furnished as Exhibit 99.1 hereto, except for such portions that are being “filed” as specified under Item 9.01 below, and incorporated herein by reference.

​

Item 8.01. Other Events.

On October 22, 2024, the Board of Directors of National Bank Holdings Corporation (the “Company”) approved a cash dividend to shareholders. The quarterly cash dividend of twenty-nine cents ($0.29) per share of common stock will be payable on December 13, 2024 to shareholders of record at the close of business on November 29, 2024.

​

The press release issued by the Company in connection with the dividend is included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 8.01 by reference.

​

Item 9.01. Financial Statements and Exhibits. *

​

The information included in Exhibit 99.1 hereto, except for the quoted statements of Tim Laney set forth in the first and second full paragraphs thereof, shall be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, and therefore shall be deemed incorporated by reference into the filings of NBHC under the Securities Act of 1933, as amended. The quoted statements of Tim Laney set forth in the first and second full paragraphs of Exhibit 99.1 hereto are being “furnished” to the Securities and Exchange Commission as provided pursuant to General Instruction B.2 of Form 8-K.

​

(d) Exhibits

​

Exhibit No.

    

Description of Exhibit

99.1

​

Press release dated October 22, 2024

104

​

Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101)

​

​

​

2

​

*Except for such portions that are “filed” as specified under Item 9.01 of this report, the information contained in this report and the exhibits attached hereto, is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any registration statement or other filings of the Registrant under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing.

3

​

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.

​

​

​

​

​

National Bank Holdings Corporation

​

​

​

​

​

​

By:

/s/ Angela N. Petrucci

​

​

Name: Angela N. Petrucci

Title: Chief Administrative Officer and General Counsel

​

Date: October 22, 2024

​

​

4

​

​

​

Exhibit 99.1

Graphic

National Bank Holdings Corporation Announces

Third Quarter 2024 Financial Results and Increase to Quarterly Dividend

​

Denver, Colorado - (Globe Newswire) – National Bank Holdings Corporation (NYSE: NBHC) reported:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the quarter(1)

​

For the year(1)

​

​

3Q24

​

2Q24

​

3Q23

​

2024

​

2023

Net income ($000's)

​

$

33,105

​

$

26,135

​

$

36,087

​

$

90,631

​

$

108,927

Earnings per share - diluted

​

$

0.86

​

$

0.68

​

$

0.94

​

$

2.36

​

$

2.85

Return on average assets

​

​

1.32%

​

​

1.06%

​

​

1.46%

​

​

1.22%

​

​

1.50%

Return on average tangible assets(2)

​

​

1.43%

​

​

1.17%

​

​

1.58%

​

​

1.33%

​

​

1.61%

Return on average equity

​

​

10.33%

​

​

8.46%

​

​

12.26%

​

​

9.70%

​

​

12.71%

Return on average tangible common equity(2)

​

​

14.84%

​

​

12.44%

​

​

18.38%

​

​

14.14%

​

​

18.81%

                                                      

​

​

​

(1)

​

Ratios are annualized.

(2)

​

See non-GAAP reconciliations starting on page 14.

​

​

In announcing these results, Chief Executive Officer Tim Laney shared, “We delivered quarterly earnings of $0.86 per diluted share and a return on average tangible common equity of 14.84%. On the strength of our balance sheet, capital position and earnings, we are pleased to announce a 3.6% increase in our quarterly dividend to $0.29 per share. During the quarter, our disciplined approach to loan and deposit pricing drove 11 basis points of net interest margin expansion to 3.87%. Our teams delivered solid quarterly growth in our core banking fees, and we continued to leverage our diverse revenue streams across our franchise resulting in meaningful year-to-date fee income growth.”

​

Mr. Laney added, “We continue to remain vigilant in monitoring our loan portfolio, delivering the lowest non-performing loan ratio since early 2023. Our teams adhere to prudent, disciplined approaches that limit concentrations in our loan book and our depositor base, and we regularly perform robust stress testing on our loan portfolio. We enter the fourth quarter from a position of strength and stability and expect to finish the year strong.  We believe our Common Equity Tier 1 capital ratio of 12.88%, ample liquidity position, and diversified funding sources provide optionality for future growth.”

​

Third Quarter 2024 Results

(All comparisons refer to the second quarter of 2024, except as noted)

​

Net income increased $7.0 million or 26.7% to $33.1 million or $0.86 per diluted share, compared to $26.1 million or $0.68 per diluted share. The quarter’s increase was driven by net interest income and fee income growth. Included in the prior quarter was $3.9 million of impairment related to venture capital investments. Fully taxable equivalent pre-provision net revenue increased $7.5 million or 20.6% to $43.7 million. The return on average tangible assets increased 26 basis points to 1.43%, and the return on average tangible common equity increased 240 basis points to 14.84%.

Net Interest Income

Fully taxable equivalent net interest income increased $4.2 million to $89.5 million, driven by a $74.7 million increase in average interest earning assets, a 12 basis point increase in average loan yields and one extra day in the quarter. The fully taxable equivalent net

1

​


​

interest margin widened 11 basis points to 3.87%, driven by a 13 basis point increase in earning asset yields which was partially offset by a two basis point increase in the cost of funds.

Loans

Loans totaled $7.7 billion at September 30, 2024, consistent with the prior quarter. We generated quarterly loan fundings totaling $359.3 million, led by commercial loan fundings of $219.1 million. The average interest rate on the third quarter’s loan originations was 8.5%.

Asset Quality and Provision for Credit Losses

The Company recorded $2.0 million of provision expense for credit losses, compared to $2.8 million in the prior quarter. The current quarter’s provision expense was primarily driven by higher reserve requirements from changes in the CECL model’s underlying economic forecast. Annualized net charge-offs decreased four basis points to 0.18% of average total loans and included the resolution of one previously reserved credit during the quarter. Non-performing loans decreased three basis points to 0.31% of total loans at September 30, 2024, and non-performing assets decreased four basis points to 0.32% of total loans and OREO at September 30, 2024. The allowance for credit losses as a percentage of loans totaled 1.23% at September 30, 2024, compared to 1.25% in the prior quarter.

Deposits

Average total deposits increased $21.3 million to $8.4 billion during the third quarter 2024. The loan to deposit ratio totaled 90.8% at September 30, 2024. Average transaction deposits (defined as total deposits less time deposits) totaled $7.4 billion, consistent with the prior quarter. The mix of transaction deposits to total deposits was 88% at September 30, 2024, consistent with June 30, 2024.

Non-Interest Income

Non-interest income increased $4.4 million to $18.4 million driven by increases in our diversified sources of fee revenue. Service charges increased $0.6 million, swap fee income increased $0.3 million and trust fee income increased $0.1 million. These increases were partially offset by a $0.3 million decrease in mortgage banking income. Included in the prior quarter was $3.9 million of impairment related to venture capital investments.

Non-Interest Expense

Non-interest expense totaled $64.2 million during the third quarter, compared to $63.1 million in the prior quarter. Salaries and benefits increased $0.4 million driven by one additional payroll day in the quarter. Professional fees increased $0.4 million and data processing increased $0.3 million driven by our continued investments in technology. These increases were partially offset by a decrease in occupancy and equipment of $0.4 million. The fully taxable equivalent efficiency ratio, excluding other intangible assets amortization, improved 387 basis points to 57.7% for the third quarter.

Income tax expense increased $1.2 million to $6.8 million, compared to $5.6 million in the prior quarter, due to the third quarter’s higher pre-tax income. The effective tax rate was 17.0%, compared to 17.7% for the second quarter.

Capital

Capital ratios continue to be strong and in excess of federal bank regulatory agency “well capitalized” thresholds. The tier 1 leverage ratio totaled 10.44%, and the common equity tier 1 capital ratio totaled 12.88% at September 30, 2024. Shareholders’ equity totaled $1.3 billion at September 30, 2024, increasing $44.4 million. The third quarter’s net income drove $22.2 million of growth in retained earnings, and changes in the interest rate environment led to a $17.9 million improvement in accumulated other comprehensive loss.

Common book value per share increased $1.09 to $34.01 at September 30, 2024. Tangible common book value per share increased $1.17 to $24.91 as this quarter’s earnings and a decrease in accumulated other comprehensive loss outpaced the quarterly dividend.

2

​


​

Dividend Announcement

The quarterly cash dividend will increase 3.6% from $0.28 per share to $0.29 per share. The dividend will be payable on December 13, 2024 to shareholders of record at the close of business on November 29, 2024. This is the eighth consecutive semiannual increase to the quarterly dividend since early 2021.  

​

Year-Over-Year Review

(All comparisons refer to the first nine months of 2023, except as noted)

​

Net income totaled $90.6 million, or $2.36 per diluted share, compared to net income of $108.9 million, or $2.85 per diluted share, for the first nine months of 2023. The decrease over the same period prior year was largely driven by lower net interest income, due to an increase in cost of funds outpacing the increase in interest income. Partially offsetting this decrease was a 4.7% increase in non-interest income driven by our diversified sources of fee revenue. Fully taxable equivalent pre-provision net revenue totaled $120.5 million, compared to $144.9 million. The return on average tangible assets totaled 1.33%, compared to 1.61%, and the return on average tangible common equity was 14.14%, compared to 18.81%.

Fully taxable equivalent net interest income totaled $260.5 million, compared to $276.9 million. Average earning assets increased $165.0 million, including average loan growth of $296.4 million, which was partially offset by a decrease in average investment securities of $70.2 million. The fully taxable equivalent net interest margin narrowed 32 basis points to 3.80%, as the increase in earning asset yields was more than offset by an increase in the cost of funds. Average interest bearing liabilities increased $555.3 million due to higher deposit balances, and the cost of funds totaled 2.31%, compared to 1.40% in the same period prior year.

Loans outstanding totaled $7.7 billion, increasing $236.1 million or 3.2%. New loan fundings over the trailing twelve months totaled $1.5 billion, led by commercial loan fundings of $1.0 billion.  

The Company recorded $4.8 million of provision expense for credit losses for the first nine months of 2024, compared to provision expense of $3.7 million in the same period prior year. Annualized net charge-offs totaled 0.13% of average total loans during the first nine months of 2024, compared to 0.02% of average total loans during the first nine months of 2023. Non-performing loans decreased 13 basis points to 0.31% of total loans at September 30, 2024, and non-performing assets decreased 17 basis points to 0.32% of total loans and OREO at September 30, 2024. The allowance for credit losses as a percentage of loans totaled 1.23% at September 30, 2024, compared to 1.25% at September 30, 2023.

Average total deposits increased $418.6 million or 5.3% to $8.3 billion, and average transaction deposits increased $369.2 million or 5.3%. The mix of transaction deposits to total deposits was 88%, consistent with September 30, 2023.

Non-interest income totaled $50.1 million, an increase of $2.3 million or 4.7%, driven by increases in our diversified sources of fee revenue. Other non-interest income increased $5.2 million, or 63.6%, and included increases in SBA loan income, trust income, Cambr income and swap fee income. Mortgage banking income decreased $2.7 million as the sustained higher-interest rate environment has lowered mortgage volume.

Non-interest expense totaled $190.1 million, an increase of $10.2 million or 5.7%, largely due to ongoing investments in technology. Salaries and benefits increased $7.6 million, occupancy and equipment increased $2.4 million and data processing increased $2.3 million. Other intangible assets amortization increased $0.6 million due to our Cambr acquisition in April of 2023. These increases were partially offset by a decrease of $2.5 million in professional fees.

Income tax expense totaled $19.9 million, a decrease of $7.9 million from the same period prior year, driven by lower pre-tax income. The effective tax rate was 18.0% for the first nine months of 2024, compared to 20.3%.  

3

​


​

Conference Call

Management will host a conference call to review the results at 11:00 a.m. Eastern Time on Wednesday, October 23, 2024. Interested parties may listen to this call by dialing (888) 204-4368 using the participant passcode of 3279876 and asking for the NBHC Q3 2024 Earnings Call. The earnings release and a link to the replay of the call will be available on the Company’s website at www.nationalbankholdings.com by visiting the investor relations area.

​

About National Bank Holdings Corporation

National Bank Holdings Corporation is a bank holding company created to build a leading community bank franchise, delivering high quality client service and committed to stakeholder results. Through its bank subsidiaries, NBH Bank and Bank of Jackson Hole Trust, National Bank Holdings Corporation operates a network of over 90 banking centers, serving individual consumers, small, medium and large businesses, and government and non-profit entities. Its banking centers are located in its core footprint of Colorado, the greater Kansas City region, Utah, Wyoming, Texas, New Mexico and Idaho. Its comprehensive residential mortgage banking group primarily serves the bank’s core footprint. Its trust and wealth management business is operated in its core footprint under the Bank of Jackson Hole Trust charter. NBH Bank operates under a single state charter through the following brand names as divisions of NBH Bank: in Colorado, Community Banks of Colorado and Community Banks Mortgage; in Kansas and Missouri, Bank Midwest and Bank Midwest Mortgage; in Texas, Utah, New Mexico and Idaho, Hillcrest Bank and Hillcrest Bank Mortgage; and in Wyoming, Bank of Jackson Hole and Bank of Jackson Hole Mortgage. Additional information about National Bank Holdings Corporation can be found at www.nationalbankholdings.com.

​

For more information visit: cobnks.com, bankmw.com, hillcrestbank.com, bankofjacksonhole.com, or nbhbank.com, or connect with any of our brands on LinkedIn.

​

About Non-GAAP Financial Measures

Certain of the financial measures and ratios we present, including “tangible assets,” “return on average tangible assets,” “tangible common equity,” “return on average tangible common equity,” “tangible common book value per share,” “tangible common book value, excluding accumulated other comprehensive loss, net of tax,” “tangible common book value per share, excluding accumulated other comprehensive loss, net of tax,” “tangible common equity to tangible assets,” “non-interest expense excluding other intangible assets amortization,” “efficiency ratio excluding other intangible assets amortization,” “net income excluding the impact of other intangible assets amortization expense, after tax,” “pre-provision net revenue,” and “fully taxable equivalent” metrics, are supplemental measures that are not required by, or are not presented in accordance with, U.S. generally accepted accounting principles (GAAP). We refer to these financial measures and ratios as “non-GAAP financial measures.” We consider the use of select non-GAAP financial measures and ratios to be useful for financial and operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results or by presenting certain metrics on a fully taxable equivalent basis. We believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods.

​

These non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP and you should not rely on non-GAAP financial measures alone as measures of our performance. The non-GAAP financial measures we present may differ from non-GAAP financial measures used by our peers or other companies. We compensate for these limitations by providing the equivalent GAAP measures whenever we present the non-GAAP financial measures and by including a reconciliation of the impact of the components adjusted for in the non-GAAP financial measure so that both measures and the individual components may be considered when analyzing our performance. A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statement tables.

​

4

​


​

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements contain words such as “anticipate,” “believe,” “can,” “would,” “should,” “could,” “may,” “predict,” “seek,” “potential,” “will,” “estimate,” “target,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “intend” or similar expressions that relate to the Company’s strategy, plans or intentions. Forward-looking statements involve certain important risks, uncertainties and other factors, any of which could cause actual results to differ materially from those in such statements. Such factors include, without limitation, the “Risk Factors” referenced in our most recent Form 10-K filed with the Securities and Exchange Commission (SEC), other risks and uncertainties listed from time to time in our reports and documents filed with the SEC, and the following factors: the impact of potential regulatory changes to capital requirements, treatment of investment securities and FDIC deposit insurance levels and costs; our ability to execute our business strategy, including our digital strategy, as well as changes in our business strategy or development plans; business and economic conditions; effects of any potential government shutdowns; economic, market, operational, liquidity, credit and interest rate risks associated with the Company’s business, including increased competition for deposits due to prevailing market interest rates and banking sector volatility; effects of any changes in trade, monetary and fiscal policies and laws, including the interest rate policies of the Federal Reserve Board; changes imposed by regulatory agencies to increase capital standards; effects of inflation, as well as interest rate, securities market and monetary supply fluctuations; changes in the economy or supply-demand imbalances affecting local real estate values; changes in consumer spending, borrowings and savings habits; changes in the fair value of our investment securities due to market conditions outside of our control; financial or reputational impacts associated with the increased prevalence of fraud or other financial crimes; with respect to our mortgage business, the inability to negotiate fees with investors for the purchase of our loans or our obligation to indemnify purchasers or repurchase related loans if the loans fail to meet certain criteria, or higher rate of delinquencies and defaults as a result of the geographic concentration of our servicing portfolio; the Company’s ability to identify potential candidates for, obtain regulatory approval for, and consummate, integrate and realize operating efficiencies from, acquisitions, consolidations and other expansion opportunities; our ability to integrate acquisitions or consolidations and to achieve synergies, operating efficiencies and/or other expected benefits within expected timeframes, or at all, or within expected cost projections, and to preserve the goodwill of acquired financial institutions; the Company's ability to realize anticipated benefits from enhancements or updates to its core operating systems from time to time without significant change in client service or risk to the Company's control environment; the Company's dependence on information technology and telecommunications systems of third-party service providers and the risk of systems failures, interruptions or breaches of security, including those that could result in disclosure or misuse of confidential or proprietary client or other information; the Company’s ability to achieve organic loan and deposit growth and the  competition for, and composition of, such growth; changes in sources and uses of funds; increased competition in the financial services industry; regulatory and financial impacts associated with the Company growing to over $10 billion in consolidated assets; increases in claims and litigation related to our fiduciary responsibilities in connection with our trust and wealth management business; the effect of changes in accounting policies and practices as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board (“FASB”) and other accounting standard setters; the share price of the Company’s stock; the Company's ability to realize deferred tax assets or the need for a valuation allowance, or the effects of changes in tax laws on our deferred tax assets; the effects of tax legislation, including the potential of future increases to prevailing tax rules, or challenges to our positions; continued consolidation in the financial services industry; ability to maintain or increase market share and control expenses; costs and effects of changes in laws and regulations and of other legal and regulatory developments, including, but not limited to, changes in regulation that affect the fees that we charge, the resolution of legal proceedings or regulatory or other government inquiries, and the results of regulatory examinations, reviews or other inquiries, and changes in regulations that apply to us as a Colorado state-chartered bank and a Wyoming state-chartered bank; technological changes, including with respect to the advancement of artificial intelligence; the timely development and acceptance of new products and services, including in the digital technology space our digital solution 2UniFi; changes in our management personnel and the Company’s continued ability to attract, hire and maintain qualified personnel; ability to implement and/or improve operational management and other internal risk controls and processes and reporting system and procedures; regulatory limitations on dividends from our bank subsidiaries; changes in estimates of future credit reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements;  financial, reputational, or strategic risks associated with our investments in financial technology companies and initiatives; widespread

5

​


​

natural and other disasters, pandemics, dislocations, political instability, acts of war or terrorist activities, cyberattacks or international hostilities through impacts on the economy and financial markets generally or on us or our counterparties specifically; a cybersecurity incident, data breach or a failure of a key information technology system; impact of reputational risk; other risks and uncertainties listed from time to time in the Company’s reports and documents filed with the Securities and Exchange Commission; and success at managing the risks involved in the foregoing items. The Company can give no assurance that any goal or plan or expectation set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements. The forward-looking statements are made as of the date of this press release, and the Company does not intend, and assumes no obligation, to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law.

​

Contacts:

Analysts/Institutional Investors:

Emily Gooden, Chief Accounting Officer and Investor Relations Director, (720) 554-6640, [email protected]

Nicole Van Denabeele, Chief Financial Officer, (720) 529-3370, [email protected]

​

Media:

Jody Soper, Chief Marketing Officer, (303) 784-5925, [email protected]

6

​


​

NATIONAL BANK HOLDINGS CORPORATION

FINANCIAL SUMMARY

Consolidated Statements of Operations (Unaudited)

(Dollars in thousands, except share and per share data)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the three months ended

​

For the nine months ended

​

September 30, 

    

June 30, 

    

September 30, 

    

September 30, 

    

September 30, 

​

2024

​

2024

​

2023

​

2024

​

2023

Total interest and dividend income

$

138,003

​

$

132,447

​

$

126,110

​

$

402,182

​

$

360,712

Total interest expense

 

50,350

​

 

48,873

​

 

38,333

​

 

146,925

​

 

88,262

Net interest income

 

87,653

​

 

83,574

​

 

87,777

​

 

255,257

​

 

272,450

Taxable equivalent adjustment

​

1,816

​

​

1,711

​

​

1,575

​

​

5,220

​

​

4,432

Net interest income FTE(1)

​

89,469

​

​

85,285

​

​

89,352

​

​

260,477

​

​

276,882

Provision expense for credit losses

 

2,000

​

 

2,776

​

 

1,125

​

 

4,776

​

 

3,725

Net interest income after provision for credit losses FTE(1)

 

87,469

​

 

82,509

​

 

88,227

​

 

255,701

​

 

273,157

Non-interest income:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Service charges

 

4,912

​

 

4,295

​

 

4,849

​

 

13,598

​

 

13,394

Bank card fees

 

4,832

​

 

4,882

​

 

4,993

​

 

14,292

​

 

14,721

Mortgage banking income

 

2,981

​

 

3,296

​

 

4,688

​

 

8,932

​

 

11,614

Other non-interest income

 

5,664

​

 

1,556

​

 

4,835

​

 

13,290

​

 

8,124

Total non-interest income

 

18,389

​

 

14,029

​

 

19,365

​

 

50,112

​

 

47,853

Non-interest expense:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Salaries and benefits

 

37,331

​

 

36,933

​

 

35,027

​

 

110,784

​

 

103,231

Occupancy and equipment

​

9,697

​

​

10,120

​

​

9,167

​

​

29,758

​

​

27,366

Professional fees

 

2,111

​

 

1,706

​

 

2,215

​

 

5,463

​

 

7,951

Data processing

​

4,398

​

​

4,117

​

​

3,546

​

​

12,581

​

​

10,257

Other non-interest expense

 

8,648

​

 

8,222

​

 

8,640

​

 

25,523

​

 

25,693

Other intangible assets amortization

​

1,977

​

​

1,977

​

​

2,008

​

​

5,962

​

​

5,378

Total non-interest expense

​

64,162

​

 

63,075

​

 

60,603

​

 

190,071

​

 

179,876

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Income before income taxes FTE(1)

 

41,696

​

 

33,463

​

 

46,989

​

 

115,742

​

 

141,134

Taxable equivalent adjustment

​

1,816

​

​

1,711

​

​

1,575

​

​

5,220

​

​

4,432

Income before income taxes

​

39,880

​

​

31,752

​

​

45,414

​

​

110,522

​

​

136,702

Income tax expense

 

6,775

​

 

5,617

​

 

9,327

​

 

19,891

​

 

27,775

Net income

$

33,105

​

$

26,135

​

$

36,087

​

$

90,631

​

$

108,927

Earnings per share - basic

$

0.86

​

$

0.68

​

$

0.95

​

$

2.37

​

$

2.87

Earnings per share - diluted

​

0.86

​

​

0.68

​

​

0.94

​

​

2.36

​

​

2.85

                                                      

​

​

​

(1)

    

Net interest income is presented on a GAAP basis and fully taxable equivalent (FTE) basis, as the Company believes this non-GAAP measure is the preferred industry measurement for this item. The FTE adjustment is for the tax benefit on certain tax exempt loans using the federal tax rate of 21% for each period presented.

​

​

​

7

​


​

NATIONAL BANK HOLDINGS CORPORATION

Consolidated Statements of Financial Condition (Unaudited)

(Dollars in thousands, except share and per share data)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

September 30, 2024

​

June 30, 2024

    

December 31, 2023

​

September 30, 2023

ASSETS

​

​

​

​

​

​

​

​

​

​

​

Cash and cash equivalents

$

180,796

​

$

144,993

​

$

190,826

​

$

291,291

Investment securities available-for-sale

 

708,987

​

 

691,076

​

 

628,829

​

 

620,445

Investment securities held-to-maturity

 

538,157

​

 

554,686

​

 

585,052

​

 

600,501

Non-marketable securities

 

72,353

​

 

72,987

​

 

90,477

​

 

87,817

Loans

 

7,714,495

​

 

7,722,153

​

 

7,698,758

​

 

7,478,438

Allowance for credit losses

 

(95,047)

​

 

(96,457)

​

 

(97,947)

​

 

(93,446)

Loans, net

 

7,619,448

​

 

7,625,696

​

 

7,600,811

​

 

7,384,992

Loans held for sale

 

16,765

​

 

18,787

​

 

18,854

​

 

19,048

Other real estate owned

 

1,432

​

 

1,526

​

 

4,088

​

 

3,416

Premises and equipment, net

 

191,889

​

 

177,456

​

 

162,733

​

 

153,553

Goodwill

 

306,043

​

 

306,043

​

 

306,043

​

 

306,043

Intangible assets, net

 

60,390

​

 

62,356

​

 

66,025

​

 

68,283

Other assets

 

297,023

​

 

315,245

​

 

297,326

​

 

330,894

Total assets

$

9,993,283

​

$

9,970,851

​

$

9,951,064

​

$

9,866,283

LIABILITIES AND SHAREHOLDERS' EQUITY

​

​

​

​

​

​

​

​

​

​

​

Liabilities:

​

​

​

​

​

​

​

​

​

​

​

Non-interest bearing demand deposits

$

2,268,801

​

$

2,229,432

​

$

2,361,367

​

$

2,483,174

Interest bearing demand deposits

 

1,407,667

​

 

1,420,942

​

 

1,480,042

​

 

1,358,445

Savings and money market

 

3,768,211

​

 

3,703,810

​

 

3,367,012

​

 

3,314,895

Total transaction deposits

 

7,444,679

​

 

7,354,184

​

 

7,208,421

​

 

7,156,514

Time deposits

 

1,052,449

​

 

1,022,741

​

 

981,970

​

 

992,494

Total deposits

 

8,497,128

​

 

8,376,925

​

 

8,190,391

​

 

8,149,008

Securities sold under agreements to repurchase

 

19,517

​

 

19,465

​

 

19,627

​

 

20,273

Long-term debt

 

54,433

​

 

54,356

​

 

54,200

​

 

54,123

Federal Home Loan Bank advances

 

—

​

 

35,000

​

 

340,000

​

 

316,770

Other liabilities

 

130,208

​

 

237,461

​

 

134,039

​

 

162,524

Total liabilities

 

8,701,286

​

 

8,723,207

​

 

8,738,257

​

 

8,702,698

Shareholders' equity:

​

​

​

​

​

​

​

​

​

​

​

Common stock

 

515

​

 

515

​

 

515

​

 

515

Additional paid in capital

 

1,164,395

​

 

1,161,804

​

 

1,162,269

​

 

1,160,706

Retained earnings

 

491,849

​

 

469,630

​

 

433,126

​

 

410,243

Treasury stock

 

(302,277)

​

 

(303,880)

​

 

(306,702)

​

 

(307,026)

Accumulated other comprehensive loss, net of tax

 

(62,485)

​

 

(80,425)

​

 

(76,401)

​

 

(100,853)

Total shareholders' equity

 

1,291,997

​

 

1,247,644

​

 

1,212,807

​

 

1,163,585

Total liabilities and shareholders' equity

$

9,993,283

​

$

9,970,851

​

$

9,951,064

​

$

9,866,283

SHARE DATA

​

​

​

​

​

​

​

​

​

​

​

Average basic shares outstanding

 

38,277,042

​

 

38,210,869

​

 

38,013,791

​

 

37,990,659

Average diluted shares outstanding

 

38,495,091

​

 

38,372,777

​

 

38,162,538

​

 

38,134,338

Ending shares outstanding

 

37,988,364

​

 

37,899,453

​

 

37,784,851

​

 

37,739,776

Common book value per share

$

34.01

​

$

32.92

​

$

32.10

​

$

30.83

Tangible common book value per share(1) (non-GAAP)

​

24.91

​

​

23.74

​

​

22.77

​

​

21.43

Tangible common book value per share, excluding accumulated other comprehensive loss(1) (non-GAAP)

​

26.56

​

​

25.86

​

​

24.79

​

​

24.10

CAPITAL RATIOS

​

​

​

​

​

​

​

​

​

​

​

Average equity to average assets

​

12.80%

​

​

12.57%

​

​

11.97%

​

​

11.93%

Tangible common equity to tangible assets(1)

​

9.81%

​

​

9.35%

​

​

8.96%

​

​

8.50%

Tier 1 leverage ratio

​

10.44%

​

​

10.20%

​

​

9.74%

​

​

9.56%

Common equity tier 1 risk-based capital ratio

​

12.88%

​

​

12.41%

​

​

11.89%

​

​

11.61%

Tier 1 risk-based capital ratio

​

12.88%

​

​

12.41%

​

​

11.89%

​

​

11.61%

Total risk-based capital ratio

​

14.79%

​

​

14.32%

​

​

13.80%

​

​

13.49%

                                                      

​

​

​

(1)

    

Represents a non-GAAP financial measure. See non-GAAP reconciliations starting on page 14.

​

​

8

​


​

NATIONAL BANK HOLDINGS CORPORATION

Loan Portfolio

(Dollars in thousands)

​

Period End Loan Balances by Type

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

September 30, 2024

​

​

​

September 30, 2024

​

​

​

​

​

vs. June 30, 2024

​

​

​

vs. September 30, 2023

​

September 30, 2024

​

June 30, 2024

​

% Change

​

September 30, 2023

​

% Change

Originated:

​

​

​

​

​

​

​

​

​

​

​

​

Commercial:

​

​

​

​

​

​

​

​

​

​

​

​

Commercial and industrial

$

1,894,830

​

$

1,906,095

​

(0.6)%

​

$

1,784,188

​

6.2%

Municipal and non-profit

​

1,096,843

​

​

1,063,706

​

3.1%

​

​

1,012,967

​

8.3%

Owner-occupied commercial real estate

​

949,330

​

​

921,122

​

3.1%

​

​

827,679

​

14.7%

Food and agribusiness

​

257,743

​

​

248,401

​

3.8%

​

​

258,609

​

(0.3)%

Total commercial

​

4,198,746

​

​

4,139,324

​

1.4%

​

​

3,883,443

​

8.1%

Commercial real estate non-owner occupied

​

1,113,796

​

​

1,116,424

​

(0.2)%

​

​

1,026,133

​

8.5%

Residential real estate

​

933,644

​

​

923,313

​

1.1%

​

​

897,804

​

4.0%

Consumer

​

13,600

​

​

14,385

​

(5.5)%

​

​

16,700

​

(18.6)%

Total originated

​

6,259,786

​

​

6,193,446

​

1.1%

​

​

5,824,080

​

7.5%

​

​

​

​

​

​

​

​

​

​

​

​

​

Acquired:

​

​

​

​

​

​

​

​

​

​

​

​

Commercial:

​

​

​

​

​

​

​

​

​

​

​

​

Commercial and industrial

​

116,683

​

​

124,104

​

(6.0)%

​

​

156,012

​

(25.2)%

Municipal and non-profit

​

282

​

​

288

​

(2.1)%

​

​

305

​

(7.5)%

Owner-occupied commercial real estate

​

221,928

​

​

232,890

​

(4.7)%

​

​

247,701

​

(10.4)%

Food and agribusiness

​

43,733

​

​

48,061

​

(9.0)%

​

​

61,551

​

(28.9)%

Total commercial

​

382,626

​

​

405,343

​

(5.6)%

​

​

465,569

​

(17.8)%

Commercial real estate non-owner occupied

​

720,384

​

​

752,040

​

(4.2)%

​

​

787,926

​

(8.6)%

Residential real estate

​

349,916

​

​

369,003

​

(5.2)%

​

​

398,187

​

(12.1)%

Consumer

​

1,783

​

​

2,321

​

(23.2)%

​

​

2,676

​

(33.4)%

Total acquired

​

1,454,709

​

​

1,528,707

​

(4.8)%

​

​

1,654,358

​

(12.1)%

Total loans

$

7,714,495

​

$

7,722,153

​

(0.1)%

​

$

7,478,438

​

3.2%

​

Loan Fundings(1)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Third quarter

​

Second quarter

​

First quarter

​

Fourth quarter

​

Third quarter

​

2024

​

2024

​

2024

​

2023

​

2023

Commercial:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Commercial and industrial

$

93,711

​

$

241,910

​

$

53,978

​

$

135,954

​

$

89,297

Municipal and non-profit

​

35,677

​

​

28,785

​

​

14,564

​

​

79,650

​

​

18,657

Owner occupied commercial real estate

 

70,517

​

 

102,615

​

 

35,128

​

 

75,631

​

 

67,322

Food and agribusiness

 

19,205

​

 

11,040

​

 

(7,204)

​

 

10,646

​

 

16,191

Total commercial

​

219,110

​

​

384,350

​

​

96,466

​

​

301,881

​

​

191,467

Commercial real estate non-owner occupied

 

91,809

​

 

83,184

​

 

73,789

​

 

107,738

​

 

88,434

Residential real estate

 

47,322

​

 

36,124

​

 

29,468

​

 

48,925

​

 

42,514

Consumer

 

1,010

​

 

1,547

​

 

234

​

 

1,849

​

 

1,689

Total

$

359,251

​

$

505,205

​

$

199,957

​

$

460,393

​

$

324,104

                                                      

​

​

​

(1)

    

Loan fundings are defined as closed end funded loans and net fundings under revolving lines of credit. Net fundings (paydowns) under revolving lines of credit were $16,302, $19,281, ($59,523), $16,954 and ($12,877) for the periods noted in the table above, respectively.

​

​

9

​


​

NATIONAL BANK HOLDINGS CORPORATION

Summary of Net Interest Margin

(Dollars in thousands)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the three months ended

​

For the three months ended

​

For the three months ended

​

​

September 30, 2024

​

June 30, 2024

​

September 30, 2023

​

​

Average

    

    

​

​

Average

    

Average

    

    

​

​

Average

    

Average

    

    

​

​

Average

​

​

balance

​

Interest

​

rate

​

balance

​

Interest

​

rate

​

balance

​

Interest

​

rate

Interest earning assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Originated loans FTE(1)(2)

​

$

6,251,827

​

$

108,403

​

​

6.90%

​

$

6,074,199

​

$

101,794

​

​

6.74%

​

$

5,803,157

​

$

92,813

​

​

6.35%

Acquired loans

​

 

1,487,002

​

 

22,660

​

​

6.06%

​

 

1,541,576

​

 

23,464

​

​

6.12%

​

 

1,671,595

​

​

26,115

​

​

6.20%

Loans held for sale

​

​

18,078

​

​

319

​

​

7.02%

​

​

16,862

​

​

318

​

​

7.59%

​

​

22,154

​

​

383

​

​

6.86%

Investment securities available-for-sale

​

 

790,268

​

 

5,132

​

​

2.60%

​

 

802,830

​

 

5,101

​

​

2.54%

​

 

761,892

​

​

3,783

​

​

1.99%

Investment securities held-to-maturity

​

 

548,120

​

 

2,344

​

​

1.71%

​

 

564,818

​

 

2,419

​

​

1.71%

​

 

611,712

​

​

2,685

​

​

1.76%

Other securities

​

 

26,213

​

 

405

​

​

6.18%

​

 

25,093

​

 

377

​

​

6.01%

​

 

39,115

​

​

701

​

​

7.17%

Interest earning deposits

​

 

70,946

​

 

556

​

​

3.12%

​

 

92,388

​

 

685

​

​

2.98%

​

 

130,239

​

​

1,205

​

​

3.67%

Total interest earning assets FTE(2)

​

$

9,192,454

​

$

139,819

​

​

6.05%

​

$

9,117,766

​

$

134,158

​

​

5.92%

​

$

9,039,864

​

$

127,685

​

​

5.60%

Cash and due from banks

​

$

86,887

​

​

​

​

​

​

​

$

100,165

​

​

​

​

​

​

​

$

104,308

​

​

​

​

​

​

Other assets

​

 

777,758

​

​

​

​

​

​

​

 

771,475

​

​

​

​

​

​

​

 

737,568

​

​

​

​

​

​

Allowance for credit losses

​

 

(96,369)

​

​

​

​

​

​

​

 

(97,741)

​

​

​

​

​

​

​

 

(92,831)

​

​

​

​

​

​

Total assets

​

$

9,960,730

​

​

​

​

​

​

​

$

9,891,665

​

​

​

​

​

​

​

$

9,788,909

​

​

​

​

​

​

Interest bearing liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest bearing demand, savings and money market deposits

​

$

5,134,650

​

$

40,146

​

​

3.11%

​

$

5,109,924

​

$

39,681

​

​

3.12%

​

$

4,535,183

​

$

27,211

​

​

2.38%

Time deposits

​

 

1,039,563

​

 

9,220

​

​

3.53%

​

 

1,015,371

​

 

8,536

​

​

3.38%

​

 

992,755

​

​

6,212

​

​

2.48%

Securities sold under agreements to repurchase

​

 

17,146

​

 

5

​

​

0.12%

​

 

17,449

​

 

5

​

​

0.12%

​

 

19,288

​

​

6

​

​

0.12%

Long-term debt

​

​

54,383

​

​

519

​

​

3.80%

​

​

54,307

​

 

518

​

​

3.84%

​

​

54,074

​

​

519

​

​

3.81%

Federal Home Loan Bank advances

​

 

32,641

​

 

460

​

​

5.61%

​

 

9,505

​

 

133

​

​

5.63%

​

 

316,723

​

​

4,385

​

​

5.49%

Total interest bearing liabilities

​

$

6,278,383

​

$

50,350

​

​

3.19%

​

$

6,206,556

​

$

48,873

​

​

3.17%

​

$

5,918,023

​

$

38,333

​

​

2.57%

Demand deposits

​

$

2,226,807

​

​

​

​

​

​

​

$

2,254,454

​

​

​

​

​

​

​

$

2,553,619

​

​

​

​

​

​

Other liabilities

​

 

180,667

​

​

​

​

​

​

​

 

187,499

​

​

​

​

​

​

​

 

149,068

​

​

​

​

​

​

Total liabilities

​

 

8,685,857

​

​

​

​

​

​

​

 

8,648,509

​

​

​

​

​

​

​

 

8,620,710

​

​

​

​

​

​

Shareholders' equity

​

 

1,274,873

​

​

​

​

​

​

​

 

1,243,156

​

​

​

​

​

​

​

 

1,168,199

​

​

​

​

​

​

Total liabilities and shareholders' equity

​

$

9,960,730

​

​

​

​

​

​

​

$

9,891,665

​

​

​

​

​

​

​

$

9,788,909

​

​

​

​

​

​

Net interest income FTE(2)

​

​

​

​

$

89,469

​

​

​

​

​

​

​

$

85,285

​

​

​

​

​

​

​

$

89,352

​

​

​

Interest rate spread FTE(2)

​

​

​

​

​

​

​

​

2.86%

​

​

​

​

​

​

​

​

2.75%

​

​

​

​

​

​

​

​

3.03%

Net interest earning assets

​

$

2,914,071

​

​

​

​

​

​

​

$

2,911,210

​

​

​

​

​

​

​

$

3,121,841

​

​

​

​

​

​

Net interest margin FTE(2)

​

​

​

​

​

​

​

​

3.87%

​

​

​

​

​

​

​

​

3.76%

​

​

​

​

​

​

​

​

3.92%

Average transaction deposits

​

$

7,361,457

​

​

​

​

​

​

​

$

7,364,378

​

​

​

​

​

​

​

$

7,088,802

​

​

​

​

​

​

Average total deposits

​

​

8,401,020

​

​

​

​

​

​

​

​

8,379,749

​

​

​

​

​

​

​

​

8,081,557

​

​

​

​

​

​

Ratio of average interest earning assets to average interest bearing liabilities

​

​

146.41%

​

​

​

​

​

​

​

​

146.91%

​

​

​

​

​

​

​

​

152.75%

​

​

​

​

​

​

                                                      

​

​

​

(1)

    

Originated loans are net of deferred loan fees, less costs, which are included in interest income over the life of the loan.

(2)

    

Presented on a fully taxable equivalent basis using the statutory tax rate of 21%. The tax equivalent adjustments included above are $1,816, $1,711 and $1,575 for the three months ended September 30, 2024, June 30, 2024 and September 30, 2023, respectively.

​

​

10

​


​

​

​

NATIONAL BANK HOLDINGS CORPORATION

Summary of Net Interest Margin

(Dollars in thousands)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the nine months ended September 30, 2024

​

For the nine months ended September 30, 2023

​

Average

  

    

​

  

Average

​

Average

  

    

​

  

Average

​

balance

​

Interest

​

rate

​

balance

​

Interest

​

rate

Interest earning assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Originated loans FTE(1)(2)

$

6,124,757

​

$

311,112

​

6.79%

​

$

5,656,309

​

$

258,528

​

6.11%

Acquired loans

 

1,546,482

​

 

70,413

​

6.08%

​

 

1,718,523

​

 

79,526

​

6.19%

Loans held for sale

​

15,661

​

​

862

​

7.35%

​

​

23,494

​

​

1,189

​

6.77%

Investment securities available-for-sale

 

781,454

​

 

14,336

​

2.45%

​

 

786,087

​

 

11,655

​

1.98%

Investment securities held-to-maturity

 

563,975

​

 

7,277

​

1.72%

​

 

629,507

​

 

8,364

​

1.77%

Other securities

 

28,771

​

 

1,398

​

6.48%

​

 

46,480

​

 

2,513

​

7.21%

Interest earning deposits

 

84,920

​

 

2,004

​

3.15%

​

 

120,633

​

 

3,369

​

3.73%

Total interest earning assets FTE(2)

$

9,146,020

​

$

407,402

​

5.95%

​

$

8,981,033

​

$

365,144

​

5.44%

Cash and due from banks

$

96,510

​

​

​

​

​

​

$

110,902

​

​

​

​

​

Other assets

 

768,521

​

​

​

​

​

​

 

724,305

​

​

​

​

​

Allowance for credit losses

 

(97,327)

​

​

​

​

​

​

 

(91,110)

​

​

​

​

​

Total assets

$

9,913,724

​

​

​

​

​

​

$

9,725,130

​

​

​

​

​

Interest bearing liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest bearing demand, savings and money market deposits

$

5,064,386

​

$

116,240

​

3.07%

​

$

4,197,603

​

$

55,070

​

1.75%

Time deposits

 

1,015,081

​

 

25,340

​

3.33%

​

 

965,750

​

​

14,545

​

2.01%

Securities sold under agreements to repurchase

 

17,839

​

 

16

​

0.12%

​

 

19,863

​

​

17

​

0.11%

Long-term debt

​

54,307

​

 

1,555

​

3.82%

​

 

53,997

​

​

1,555

​

3.85%

Federal Home Loan Bank advances

 

89,918

​

 

3,774

​

5.61%

​

 

449,060

​

​

17,075

​

5.08%

Total interest bearing liabilities

$

6,241,531

​

$

146,925

​

3.14%

​

$

5,686,273

​

$

88,262

​

2.08%

Demand deposits

$

2,253,986

​

​

​

​

​

​

$

2,751,537

​

​

​

​

​

Other liabilities

 

170,005

​

​

​

​

​

​

 

141,110

​

​

​

​

​

Total liabilities

 

8,665,522

​

​

​

​

​

​

 

8,578,920

​

​

​

​

​

Shareholders' equity

 

1,248,202

​

​

​

​

​

​

 

1,146,210

​

​

​

​

​

Total liabilities and shareholders' equity

$

9,913,724

​

​

​

​

​

​

$

9,725,130

​

​

​

​

​

Net interest income FTE(2)

​

​

​

$

260,477

​

​

​

​

​

​

$

276,882

​

​

Interest rate spread FTE(2)

​

​

​

​

​

​

2.81%

​

​

​

​

​

​

​

3.36%

Net interest earning assets

$

2,904,489

​

​

​

​

​

​

$

3,294,760

​

​

​

​

​

Net interest margin FTE(2)

​

​

​

​

​

​

3.80%

​

​

​

​

​

​

​

4.12%

Average transaction deposits

$

7,318,372

​

​

​

​

​

​

$

6,949,140

​

​

​

​

​

Average total deposits

​

8,333,453

​

​

​

​

​

​

​

7,914,890

​

​

​

​

​

Ratio of average interest earning assets to average interest bearing liabilities

​

146.53%

​

​

​

​

​

​

​

157.94%

​

​

​

​

​

                                                      

​

​

​

(1)

    

Originated loans are net of deferred loan fees, less costs, which are included in interest income over the life of the loan.

(2)

    

Presented on a fully taxable equivalent basis using the statutory tax rate of 21%. The tax equivalent adjustments included above are $5,220 and $4,432 for the nine months ended September 30, 2024 and September 30, 2023, respectively.

​

​

​

​

​

​

​

​

11

​


​

​

NATIONAL BANK HOLDINGS CORPORATION

Allowance for Credit Losses and Asset Quality

(Dollars in thousands)

​

Allowance for Credit Losses Analysis

​

​

​

​

​

​

​

​

​

​

​

As of and for the three months ended

​

September 30, 2024

​

June 30, 2024

​

September 30, 2023

Beginning allowance for credit losses

$

96,457

​

$

97,607

​

$

92,581

Charge-offs

 

(3,505)

​

 

(4,605)

​

​

(540)

Recoveries

​

95

​

​

499

​

​

280

Provision expense for credit losses

 

2,000

​

 

2,956

​

 

1,125

Ending allowance for credit losses ("ACL")

$

95,047

​

$

96,457

​

$

93,446

Ratio of annualized net charge-offs to average total loans during the period

​

0.18%

​

​

0.22%

​

​

0.01%

Ratio of ACL to total loans outstanding at period end

​

1.23%

​

​

1.25%

​

​

1.25%

Ratio of ACL to total non-performing loans at period end

​

403.68%

​

​

370.18%

​

​

281.36%

Total loans

$

7,714,495

​

$

7,722,153

​

$

7,478,438

Average total loans during the period

​

7,714,765

​

​

7,582,506

​

​

7,443,869

Total non-performing loans

​

23,545

​

​

26,057

​

​

33,212

​

Past Due and Non-accrual Loans

​

​

​

​

​

​

​

​

​

​

​

September 30, 2024

​

June 30, 2024

​

September 30, 2023

Loans 30-89 days past due and still accruing interest

$

31,253

​

$

27,159

​

$

8,144

Loans 90 days past due and still accruing interest

 

9,509

​

 

3,498

​

 

154

Non-accrual loans

 

23,545

​

 

26,057

​

 

33,212

Total past due and non-accrual loans

$

64,307

​

$

56,714

​

$

41,510

Total 90 days past due and still accruing interest and non-accrual loans to total loans

​

0.43%

​

​

0.38%

​

​

0.45%

​

​

​

​

​

​

​

​

Asset Quality Data

​

​

​

​

​

​

​

​

​

​

​

September 30, 2024

​

June 30, 2024

​

September 30, 2023

Non-performing loans

$

23,545

​

$

26,057

​

$

33,212

OREO

 

1,432

​

 

1,526

​

 

3,416

Total non-performing assets

$

24,977

​

$

27,583

​

$

36,628

Total non-performing loans to total loans

​

0.31%

​

​

0.34%

​

​

0.44%

Total non-performing assets to total loans and OREO

​

0.32%

​

​

0.36%

​

​

0.49%

​

​

​

​

12

​


​

​

NATIONAL BANK HOLDINGS CORPORATION

Key Metrics(1)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of and for the three months ended

​

As of and for the nine months ended

​

September 30, 

​

June 30, 

​

September 30, 

​

September 30, 

​

September 30, 

​

2024

​

2024

​

2023

​

2024

​

2023

Return on average assets

​

1.32%

​

​

1.06%

​

​

1.46%

​

​

1.22%

​

​

1.50%

Return on average tangible assets(2)

​

1.43%

​

​

1.17%

​

​

1.58%

​

​

1.33%

​

​

1.61%

Return on average equity

​

10.33%

​

​

8.46%

​

​

12.26%

​

​

9.70%

​

​

12.71%

Return on average tangible common equity(2)

​

14.84%

​

​

12.44%

​

​

18.38%

​

​

14.14%

​

​

18.81%

Loan to deposit ratio (end of period)

​

90.79%

​

​

92.18%

​

​

91.77%

​

​

90.79%

​

​

91.77%

Non-interest bearing deposits to total deposits (end of period)

​

26.70%

​

​

26.61%

​

​

30.47%

​

​

26.70%

​

​

30.47%

Net interest margin(3)

​

3.79%

​

​

3.69%

​

​

3.85%

​

​

3.73%

​

​

4.06%

Net interest margin FTE(2)(3)

​

3.87%

​

​

3.76%

​

​

3.92%

​

​

3.80%

​

​

4.12%

Interest rate spread FTE(4)

​

2.86%

​

​

2.75%

​

​

3.03%

​

​

2.81%

​

​

3.36%

Yield on earning assets(5)

​

5.97%

​

​

5.84%

​

​

5.53%

​

​

5.87%

​

​

5.37%

Yield on earning assets FTE(2)(5)

​

6.05%

​

​

5.92%

​

​

5.60%

​

​

5.95%

​

​

5.44%

Cost of interest bearing liabilities

​

3.19%

​

​

3.17%

​

​

2.57%

​

​

3.14%

​

​

2.08%

Cost of deposits

​

2.34%

​

​

2.31%

​

​

1.64%

​

​

2.27%

​

​

1.18%

Non-interest income to total revenue FTE(9)

​

17.05%

​

​

14.13%

​

​

17.81%

​

​

16.13%

​

​

14.74%

Non-interest expense to average assets

​

2.56%

​

​

2.56%

​

​

2.46%

​

​

2.56%

​

​

2.47%

Efficiency ratio

​

60.51%

​

​

64.62%

​

​

56.56%

​

​

62.24%

​

​

56.16%

Efficiency ratio excluding other intangible assets amortization FTE(2)

​

57.65%

​

​

61.52%

​

​

53.90%

​

​

59.28%

​

​

53.74%

Pre-provision net revenue

$

41,880

​

$

34,528

​

$

46,539

​

$

115,298

​

$

140,427

Pre-provision net revenue FTE(2)

​

43,696

​

​

36,239

​

​

48,114

​

​

120,518

​

​

144,859

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total Loans Asset Quality Data(6)(7)(8)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Non-performing loans to total loans

​

0.31%

​

​

0.34%

​

​

0.44%

​

​

0.31%

​

​

0.44%

Non-performing assets to total loans and OREO

​

0.32%

​

​

0.36%

​

​

0.49%

​

​

0.32%

​

​

0.49%

Allowance for credit losses to total loans

​

1.23%

​

​

1.25%

​

​

1.25%

​

​

1.23%

​

​

1.33%

Allowance for credit losses to non-performing loans

​

403.68%

​

​

370.18%

​

​

281.36%

​

​

403.68%

​

​

281.36%

Net charge-offs to average loans

​

0.18%

​

​

0.22%

​

​

0.01%

​

​

0.13%

​

​

0.02%

                                                      

​

​

​

(1)

    

Ratios are annualized.

(2)

    

Ratio represents non-GAAP financial measure. See non-GAAP reconciliations starting on page 14.

(3)

​

Net interest margin represents net interest income, including accretion income on interest earning assets, as a percentage of average interest earning assets.

(4)

    

Interest rate spread represents the difference between the weighted average yield on interest earning assets, including FTE income, and the weighted average cost of interest bearing liabilities. Ratio represents a non-GAAP financial measure.

(5)

​

Interest earning assets include assets that earn interest/accretion or dividends. Any market value adjustments on investment securities or loans are excluded from interest earning assets.

(6)

​

Non-performing loans consist of non-accruing loans and modified loans on non-accrual.

(7)

​

Non-performing assets include non-performing loans and other real estate owned.

(8)

​

Total loans are net of unearned discounts and fees.

(9)

​

Non-interest income to total revenue represents non-interest income divided by the sum of net interest income FTE and non-interest income. Ratio represents a non-GAAP financial measure.

​

​

​

13

​


​

​

​

NATIONAL BANK HOLDINGS CORPORATION

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

(Dollars in thousands, except share and per share data)

​

Tangible Common Book Value Ratios

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

September 30, 2024

​

June 30, 2024

    

December 31, 2023

​

September 30, 2023

Total shareholders' equity

​

$

1,291,997

​

$

1,247,644

​

$

1,212,807

​

$

1,163,585

Less: goodwill and other intangible assets, net

​

 

(358,754)

​

 

(360,732)

​

 

(364,716)

​

 

(366,724)

Add: deferred tax liability related to goodwill

​

 

13,203

​

 

12,871

​

 

12,208

​

 

11,876

Tangible common equity (non-GAAP)

​

$

946,446

​

$

899,783

​

$

860,299

​

$

808,737

​

​

​

​

​

​

​

​

​

​

​

​

​

Total assets

​

$

9,993,283

​

$

9,970,851

​

$

9,951,064

​

$

9,866,283

Less: goodwill and other intangible assets, net

​

 

(358,754)

​

 

(360,732)

​

 

(364,716)

​

 

(366,724)

Add: deferred tax liability related to goodwill

​

 

13,203

​

 

12,871

​

 

12,208

​

 

11,876

Tangible assets (non-GAAP)

​

$

9,647,732

​

$

9,622,990

​

$

9,598,556

​

$

9,511,435

​

​

​

​

​

​

​

​

​

​

​

​

​

Tangible common equity to tangible assets calculations:

​

​

​

​

​

​

​

​

​

​

​

​

Total shareholders' equity to total assets

​

​

12.93%

​

​

12.51%

​

​

12.19%

​

​

11.79%

Less: impact of goodwill and other intangible assets, net

​

​

(3.12)%

​

​

(3.16)%

​

​

(3.23)%

​

​

(3.29)%

Tangible common equity to tangible assets (non-GAAP)

​

​

9.81%

​

​

9.35%

​

​

8.96%

​

​

8.50%

​

​

​

​

​

​

​

​

​

​

​

​

​

Tangible common book value per share calculations:

​

​

​

​

​

​

​

​

​

​

​

​

Tangible common equity (non-GAAP)

​

$

946,446

​

$

899,783

​

$

860,299

​

$

808,737

Divided by: ending shares outstanding

​

 

37,988,364

​

 

37,899,453

​

 

37,784,851

​

 

37,739,776

Tangible common book value per share (non-GAAP)

​

$

24.91

​

$

23.74

​

$

22.77

​

$

21.43

​

​

​

​

​

​

​

​

​

​

​

​

​

Tangible common book value per share, excluding accumulated other comprehensive loss calculations:

​

​

​

​

​

​

​

​

​

​

​

​

Tangible common equity (non-GAAP)

​

$

946,446

​

$

899,783

​

$

860,299

​

$

808,737

Accumulated other comprehensive loss, net of tax

​

 

62,485

​

 

80,425

​

 

76,401

​

 

100,853

Tangible common book value, excluding accumulated other comprehensive loss, net of tax (non-GAAP)

​

 

1,008,931

​

 

980,208

​

 

936,700

​

 

909,590

Divided by: ending shares outstanding

​

 

37,988,364

​

 

37,899,453

​

 

37,784,851

​

 

37,739,776

Tangible common book value per share, excluding accumulated other comprehensive loss, net of tax (non-GAAP)

​

$

26.56

​

$

25.86

​

$

24.79

​

$

24.10

​

14

​


​

NATIONAL BANK HOLDINGS CORPORATION

(Dollars in thousands, except share and per share data)

Return on Average Tangible Assets and Return on Average Tangible Equity

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of and for the three months ended

​

As of and for the nine months ended

​

​

September 30, 

    

June 30, 

    

September 30, 

    

September 30, 

    

September 30, 

​

​

2024

    

2024

    

2023

    

2024

    

2023

Net income

​

$

33,105

​

$

26,135

​

$

36,087

​

$

90,631

​

$

108,927

Add: impact of other intangible assets amortization expense, after tax

​

 

1,517

​

 

1,516

​

 

1,541

​

 

4,575

​

 

4,128

Net income excluding the impact of other intangible assets amortization expense, after tax (non-GAAP)

​

$

34,622

​

$

27,651

​

$

37,628

​

$

95,206

​

$

113,055

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average assets

​

$

9,960,730

​

$

9,891,665

​

$

9,788,909

​

$

9,913,724

​

$

9,725,130

Less: average goodwill and other intangible assets, net of deferred tax liability related to goodwill

​

 

(346,757)

​

 

(349,030)

​

 

(356,083)

​

 

(348,717)

​

 

(342,826)

Average tangible assets (non-GAAP)

​

$

9,613,973

​

$

9,542,635

​

$

9,432,826

​

$

9,565,007

​

$

9,382,304

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average shareholders' equity

​

$

1,274,873

​

$

1,243,156

​

$

1,168,199

​

$

1,248,202

​

$

1,146,210

Less: average goodwill and other intangible assets, net of deferred tax liability related to goodwill

​

 

(346,757)

​

 

(349,030)

​

 

(356,083)

​

 

(348,717)

​

 

(342,826)

Average tangible common equity (non-GAAP)

​

$

928,116

​

$

894,126

​

$

812,116

​

$

899,485

​

$

803,384

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Return on average assets

​

​

1.32%

​

​

1.06%

​

​

1.46%

​

​

1.22%

​

​

1.50%

Return on average tangible assets (non-GAAP)

​

​

1.43%

​

​

1.17%

​

​

1.58%

​

​

1.33%

​

​

1.61%

Return on average equity

​

​

10.33%

​

​

8.46%

​

​

12.26%

​

​

9.70%

​

​

12.71%

Return on average tangible common equity (non-GAAP)

​

​

14.84%

​

​

12.44%

​

​

18.38%

​

​

14.14%

​

​

18.81%

​

Fully Taxable Equivalent Yield on Earning Assets and Net Interest Margin

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of and for the three months ended

​

As of and for the nine months ended

​

​

September 30, 

​

June 30, 

​

September 30, 

​

September 30, 

​

September 30, 

​

​

2024

​

2024

​

2023

​

2024

​

2023

Interest income

​

$

138,003

    

$

132,447

    

$

126,110

    

$

402,182

​

$

360,712

Add: impact of taxable equivalent adjustment

​

 

1,816

​

 

1,711

​

 

1,575

​

 

5,220

​

 

4,432

Interest income FTE (non-GAAP)

​

$

139,819

​

$

134,158

​

$

127,685

​

$

407,402

​

$

365,144

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net interest income

​

$

87,653

​

$

83,574

​

$

87,777

​

$

255,257

​

$

272,450

Add: impact of taxable equivalent adjustment

​

 

1,816

​

 

1,711

​

 

1,575

​

 

5,220

​

 

4,432

Net interest income FTE (non-GAAP)

​

$

89,469

​

$

85,285

​

$

89,352

​

$

260,477

​

$

276,882

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Average earning assets

​

$

9,192,454

​

$

9,117,766

​

$

9,039,864

​

$

9,146,020

​

$

8,981,033

Yield on earning assets

​

 

5.97%

​

 

5.84%

​

 

5.53%

​

 

5.87%

​

 

5.37%

Yield on earning assets FTE (non-GAAP)

​

 

6.05%

​

 

5.92%

​

 

5.60%

​

 

5.95%

​

 

5.44%

Net interest margin

​

 

3.79%

​

 

3.69%

​

 

3.85%

​

 

3.73%

​

 

4.06%

Net interest margin FTE (non-GAAP)

​

 

3.87%

​

 

3.76%

​

 

3.92%

​

 

3.80%

​

 

4.12%

​

Efficiency Ratio and Pre-Provision Net Revenue

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of and for the three months ended

​

As of and for the nine months ended

​

    

September 30, 

    

June 30, 

    

September 30, 

    

September 30, 

    

September 30, 

​

    

2024

    

2024

    

2023

    

2024

    

2023

Net interest income

​

$

87,653

​

$

83,574

​

$

87,777

​

$

255,257

​

$

272,450

Add: impact of taxable equivalent adjustment

​

 

1,816

​

 

1,711

​

 

1,575

​

 

5,220

​

 

4,432

Net interest income FTE (non-GAAP)

​

$

89,469

​

$

85,285

​

$

89,352

​

$

260,477

​

$

276,882

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Non-interest income

​

$

18,389

​

$

14,029

​

$

19,365

​

$

50,112

​

$

47,853

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Non-interest expense

​

$

64,162

​

$

63,075

​

$

60,603

​

$

190,071

​

$

179,876

Less: other intangible assets amortization

​

​

(1,977)

​

 

(1,977)

​

 

(2,008)

​

 

(5,962)

​

 

(5,378)

Non-interest expense excluding other intangible assets amortization (non-GAAP)

​

$

62,185

​

$

61,098

​

$

58,595

​

$

184,109

​

$

174,498

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Efficiency ratio

​

​

60.51%

​

​

64.62%

​

​

56.56%

​

​

62.24%

​

​

56.16%

Efficiency ratio excluding other intangible assets amortization FTE (non-GAAP)

​

​

57.65%

​

​

61.52%

​

​

53.90%

​

​

59.28%

​

​

53.74%

Pre-provision net revenue (non-GAAP)

​

$

41,880

​

$

34,528

​

$

46,539

​

$

115,298

​

$

140,427

Pre-provision net revenue, FTE (non-GAAP)

​

 

43,696

​

 

36,239

​

 

48,114

​

 

120,518

​

 

144,859

​

​

​

​

​

15

​