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Exhibit 99.1

National Bank Holdings Corporation Announces

Fourth Quarter and Full Year 2022 Financial Results

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

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In announcing these results, Chief Executive Officer Tim Laney shared, “We are pleased to deliver solid quarterly earnings of $0.91 per diluted share and a record return on average tangible common equity of 18.37%, adjusted for one-time acquisition-related expenses.  We generated organic loan growth of 21.5% annualized, fueled by strong loan fundings, while maintaining strong credit quality with annual net charge-offs of just three basis points, and a low non-performing loans ratio of 0.23%. We believe our strong capital and our fortress balance sheet positions us to perform in any economic environment.”

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Mr. Laney added, “I am proud of our teams’ accomplishments this year that led to delivering a record return on tangible common equity while simultaneously closing and integrating two strategically important banking enterprises.  We have added great teammates in Utah, Wyoming and Idaho to the NBH family and remain very focused on delivering best-in-class banking solutions for our clients. We are well positioned to continue to serve our clients and communities in 2023.”

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Fourth Quarter 2022 Results

(All comparisons refer to the third quarter of 2022, except as noted)

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Net income totaled $16.7 million or $0.44 per diluted share, compared to $15.8 million or $0.50 per diluted share during the third quarter of 2022. The quarter’s results were driven by record net interest income and was impacted by non-recurring acquisition-related expenses of $23.2 million, including $16.3 million of CECL Day 1 provision expense, discussed in detail below. Fully taxable equivalent pre-provision net revenue increased $9.1 million to $43.0 million during the fourth quarter. The return on average tangible assets was 0.77% compared to 0.87% during the third quarter, and the return on average tangible common equity was 9.17% compared to 8.66%.

Adjusting for acquisition-related provision expense and non-recurring acquisition-related expenses of $23.2 million and $12.4 million during the fourth and third quarters respectively, adjusted net income totaled $34.5 million or $0.91 per diluted share compared to $25.3 million or $0.80 per diluted share. Adjusted fully taxable equivalent pre-provision net revenue increased $8.9 million to $49.8 million. The adjusted return on average tangible assets was 1.55% compared to 1.39%, and the adjusted return on average tangible common equity was 18.37% compared to 13.76%.

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Net Interest Income

Fully taxable equivalent net interest income totaled a record $96.5 million during the fourth quarter of 2022, an increase of $26.0 million, or 146.4% annualized. The fully taxable equivalent net interest margin widened 38 basis points to 4.39%, and average earning assets increased $1.7 billion. The increase in average earning assets was primarily due to increases in average acquired loans of $1.5 billion and increases in average originated loans of $435.0 million. The margin expansion was driven by a 60 basis point increase in earning asset yields, as a result of several increases in the federal funds rate since September 2022, and excess cash being deployed into higher-yielding originated loans. The cost of funds totaled 0.43%, compared to 0.20% during the third quarter.

Loans

Total loans increased $1.5 billion to a record $7.2 billion at December 31, 2022 and included $1.2 billion of loans acquired through the Bank of Jackson Hole acquisition. Excluding the newly acquired Bank of Jackson Hole loans, loans increased $310.0 million or 21.5% annualized led by originated commercial loan growth of $151.1 million. We generated quarterly loan fundings totaling $497.3 million, led by commercial loan fundings of $267.5 million.

Asset Quality and Provision for Credit Losses

The Company recorded $21.9 million of provision expense, compared to $12.7 million last quarter. The quarter’s provision included $16.3 million of Day 1 allowance reserve funding for the Bank of Jackson Hole loan portfolio compared to $5.4 million of Day 1 allowance reserve funding for the Rock Canyon Bank loan portfolio during the third quarter. The remainder of the quarter’s provision expense was driven by strong loan growth and higher reserve requirements from changes in the CECL model’s underlying macro-economic forecast. Annualized net charge-offs totaled 0.04% of total loans, compared to 0.01% during the third quarter. Non-performing loans (comprised of non-accrual loans and non-accrual TDRs) decreased three basis points to 0.23% of total loans, and non-performing assets decreased four basis points to 0.28% of total loans and OREO. The allowance for credit losses as a percentage of loans totaled 1.24%, compared to 1.15% at September 30, 2022.

Deposits

Average total deposits increased $1.6 billion or 96.8% annualized to $8.0 billion for the fourth quarter 2022. Average transaction deposits (defined as total deposits less time deposits) increased $1.5 billion or 104.1% annualized, and average non-interest bearing demand deposits increased $585.0 million or 90.8% annualized.

The Bank of Jackson Hole acquisition added $1.4 billion of total deposits, including $1.3 billion of transaction deposits and $0.1 billion of time deposits on October 1, 2022. The mix of transaction deposits to total deposits increased 124 basis points to 88.9% at December 31, 2022. The loan to deposit ratio totaled 91.7% at December 31, 2022.

Non-Interest Income

Non-interest income totaled $14.1 million, a decrease of $3.2 million largely driven by $1.8 million lower mortgage banking income due to lower mortgage activity. Other non-interest income decreased $1.0 million due to unrealized gains on equity method investments included in the prior quarter. These decreases were partially offset by a $0.3 million increase in service charges and bank card fees. Included in the prior quarter was $0.8 million of banking center consolidation-related income.

Non-Interest Expense

Non-interest expense totaled $67.7 million, an increase of $13.7 million from the prior quarter. Included in the fourth quarter were $6.8 million of non-recurring acquisition-related expenses with $2.5 million included in professional fees, $1.5 million included in data processing, $1.1 million included in occupancy and equipment, $0.8 million included in salaries and benefits and $0.9 million included in other non-interest expense. Included in the third quarter were $7.0 million of non-recurring acquisition-related expenses with $4.6 million included in professional fees, $0.8 million included in salaries and benefits, $0.6 million in data processing, $0.5 million included in occupancy and equipment and $0.5 million included in other non-interest expense. Excluding the impact of  non-recurring acquisition-

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related expenses in both quarters, non-interest expense increased $13.9 million largely driven by an increase in core operating expenses driven by the growth of our recent acquisitions.

The fully taxable equivalent efficiency ratio was 61.1% at December 31, 2022, compared to 61.4% at September 30, 2022. Adjusting for non-recurring acquisition-related expenses, the fully taxable equivalent efficiency ratio was 53.8% compared to 53.0% during the third quarter.

Income tax expense totaled $3.0 million during the fourth quarter compared to $4.0 million. The effective tax rate was 15.0% and 20.1% for the fourth and third quarters, respectively.

Capital

Capital ratios continue to be strong and in excess of federal bank regulatory agency “well capitalized” thresholds. The Tier 1 leverage ratio at December 31, 2022 for the consolidated company was 9.29%. Shareholders’ equity totaled $1.1 billion at December 31, 2022 increasing $172.8 million primarily due to the issuance of stock for the Bank of Jackson Hole acquisition. Retained earnings, net of dividends paid, increased $7.3 million, and accumulated other comprehensive loss decreased $1.1 million due to fair market value fluctuations in the available-for-sale investment securities portfolio.

Common book value per share increased $1.34 to $29.04 at December 31, 2022. Tangible common book value per share decreased $1.77 to $20.63 at December 31, 2022 due to the impact of the Bank of Jackson Hole acquisition. Excluding accumulated other comprehensive loss, the tangible book value totaled $22.98, compared to $25.10 at September 30, 2022.

Year-Over-Year Review

(All comparisons refer to the full year 2021, except as noted)

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Net income totaled $71.3 million or $2.18 per diluted share, compared to $93.6 million or $3.01 per diluted share over the prior year. Adjusting for acquisition-related provision expense and non-recurring acquisition-related expenses of $36.8 million during 2022, adjusted net income totaled $99.6 million or $3.05 per diluted share. Fully taxable equivalent pre-provision net revenue increased $17.6 million to $128.4 million and the adjusted fully taxable equivalent pre-provision net revenue increased $32.7 million to $143.5 million. The return on average tangible assets was 0.95% compared to 1.37% in the prior year, and the return on average tangible common equity was 9.91% compared to 12.87%. The adjusted return on average tangible assets was 1.32%, and the adjusted return on average tangible common equity was 13.75%.

Fully taxable equivalent net interest income totaled $272.3 million, an increase of $80.0 million or 41.6%. Average earning assets increased $787.5 million, or 12.1%, including average originated loan growth of $638.0 million and average acquired loan growth $392.0 million. The fully taxable equivalent net interest margin widened 78 basis points to 3.73%, benefitting from an 81 basis point increase in earning asset yields to 3.97%. The cost of funds totaled 0.26%, compared to 0.23% during 2021.

Loans outstanding totaled a record $7.2 billion, increasing $2.7 billion or 60.0%, and included $1.7 billion of loans acquired through the Rock Canyon Bank and Bank of Jackson Hole acquisitions. Excluding the newly acquired loans, loans increased $980.9 million or 21.7% led by originated commercial loan growth of $629.0 million. New loan fundings during 2022 totaled $2.0 billion, led by commercial loan fundings of $1.2 billion.  

The Company recorded $36.7 million of provision expense for credit loss during 2022, compared to a provision release of $9.3 million in the prior year. Provision expense in 2022 included $21.7 million of Day 1 allowance reserve funding for the Rock Canyon Bank and Bank of Jackson Hole loan portfolios. The remainder of the provision expense was driven by strong loan growth and higher reserve requirements from changes in the CECL model’s underlying macro-economic forecast. Annualized net charge-offs remained consistent at 0.03% of total loans. Non-performing loans to total loans improved one basis point to 0.23% at December 31, 2022, and non-performing assets to total loans and OREO improved 11 basis points to 0.28%. The allowance for credit losses totaled 1.24% of total loans, compared to 1.10% at December 31, 2021.

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Average total deposits increased $672.6 million or 11.1% to $6.7 billion. Average transaction deposits increased $761.1 million or 14.8%, and average non-interest bearing demand deposits increased $297.4 million or 12.6%. The mix of transaction deposits to total deposits increased by 230 basis points to 88.9% at December 31, 2022, and the mix of non-interest bearing demand deposits to total deposits totaled 39.8% compared to 40.2% at December 31, 2021.

Non-interest income totaled $67.3 million, a decrease of $43.1 million or 39.0%, largely driven by $39.6 million of lower mortgage banking income due to lower refinance activity in 2022, as well as competition driving tighter gain on sale margins. Service charges and bank card fees increased a combined $2.1 million in 2022. Other non-interest income decreased $2.4 million largely due to market adjustments on company-owned life insurance and higher unrealized gains on equity method investments included in the prior year. 2021 included $3.1 million of non-recurring banking center consolidation-related income.

Non-interest expense totaled $211.2 million, an increase of $19.4 million or 10.1%. Included in 2022 were $15.1 million of non-recurring acquisition-related expenses, with $8.2 million included in professional fees, $1.7 million included in salaries and benefits, $2.1 million included in data processing, $1.6 million included in occupancy and equipment and $1.5 million included in other non-interest expense. Compared to 2021, our on-going operating expenses increased driven by growth from our recent acquisitions. Excluding non-recurring acquisition-related expenses, occupancy and equipment increased $4.6 million, data processing increased $1.2 million, core deposit intangible and wealth management assets amortization increased $1.2 million, professional fees increased $0.8 million and other non-interest expense increased $4.3 million. Partially offsetting these increases was a $4.2 million decrease in salaries and benefits as the decrease in mortgage banking-related compensation more than offset additional expense for the Rock Canyon Bank and Bank of Jackson Hole associates. 2022 included $4.3 million for our continued investment in our digital platform 2UniFi and 2021 included banking center consolidation-related expense of $1.6 million.

Income tax expense totaled $14.9 million, a decrease of $6.5 million, driven by 2022’s lower pre-tax income due to acquisition-related expenses. Included in income tax expense was $0.3 million and $0.6 million of tax benefit from stock compensation activity during 2022 and 2021, respectively. Adjusting for stock compensation activity, the effective tax rate was 17.6% for 2022, compared to 19.1% for 2021. The lower rate compared to the statutory rate reflects the continued success of our tax strategies and tax-exempt income.

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Conference Call

Management will host a conference call to review the results at 11:00 a.m. Eastern Time on Wednesday, January 25, 2023. Interested parties may listen to this call by dialing (888) 204-4368 using the participant passcode of 5871977 and asking for the NBHC Q4 2022 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.

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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 95 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 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.

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

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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 adjusted for CDI and WMI asset amortization and acquisition-related expenses,” “non-interest expense adjusted for acquisition-related expenses,” “efficiency ratio adjusted for CDI and WMI amortization and acquisition-related expenses,” “adjusted net income,” “adjusted earnings per share – diluted,” “net income adjusted for the impact of CDI and WMI amortization expense and acquisition-related expenses, after tax,” “net income excluding the impact of CDI and WMI amortization expense, after tax,” “adjusted return on average tangible assets,” “adjusted return on average tangible common equity,” “pre-provision net revenue,” “pre-provision net revenue adjusted for acquisition-related expenses,” 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.

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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.

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A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statement tables.

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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: difficulties in integrating the NBHC, Community Bancorporation, and Bancshares of Jackson Hole Incorporated businesses or fully realizing cost savings and other benefits; business disruption following the mergers; ability to execute our business strategy; 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; effects of any changes in trade, monetary and fiscal policies and laws; 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; 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; the Company’s ability to identify potential candidates for, consummate, integrate and realize operating efficiencies from, acquisitions, consolidations and other expansion opportunities; 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; the Company’s ability to achieve organic loan and deposit growth and the composition of such growth; changes in sources and uses of funds; increased competition in the financial services industry; the effect of changes in accounting policies and practices; the share price of the Company’s stock; the Company's ability to realize deferred tax assets or the need for a valuation allowance; 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; technological changes; the timely development and acceptance of new products and services, including in the digital technology space our digital solution 2UniFi; 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 the Company's bank subsidiary; changes in estimates of future credit reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; widespread natural and other disasters, pandemics, dislocations, political instability, acts of war or terrorist activities, cyberattacks or international hostilities; a cybersecurity incident, data breach or a failure of a key information technology system; adverse effects due to the novel Coronavirus Disease 2019 (COVID-19) on the Company and its clients, counterparties, employees, and third-party service providers, and the adverse impacts on our business, financial position, results of operations, and prospects; impact of reputational risk; 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.

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Contact:

Analysts/Institutional Investors: Aldis Birkans, Chief Financial Officer, (720) 554-6640, [email protected]

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

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NATIONAL BANK HOLDINGS CORPORATION

FINANCIAL SUMMARY

Consolidated Statements of Operations (Unaudited)

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

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NATIONAL BANK HOLDINGS CORPORATION

Consolidated Statements of Financial Condition (Unaudited)

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

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NATIONAL BANK HOLDINGS CORPORATION

Loan Portfolio

(Dollars in thousands)

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Period End Loan Balances by Type

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Loan Fundings⁽¹⁾

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NATIONAL BANK HOLDINGS CORPORATION

Summary of Net Interest Margin

(Dollars in thousands)

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