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8-K

Prosperity Bancshares Inc (PB)

8-K 2025-04-23 For: 2025-04-23
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 23, 2025

PROSPERITY BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Texas 001-35388 74-2331986
(State or other jurisdiction<br><br>of incorporation) (Commission<br><br>File Number) (IRS Employer<br><br>Identification No.)

4295 San Felipe

Houston, Texas 77027

(Address of principal executive offices including zip code)

Registrant's telephone number, including area code: (281) 269-7199

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(s) Name of each exchange on which registered
Common stock, par value $1.00 per share PB New York Stock Exchange, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 Condition.

On April 23, 2025, Prosperity Bancshares, Inc. publicly disseminated a press release announcing its financial results for the first quarter ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

As provided in General Instruction B.2 to Form 8-K, the information furnished in Item 2.02 and Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

  • Exhibits. The following is furnished as an exhibit to this Current Report on Form 8-K:
Exhibit<br><br>Number Description of Exhibit
99.1 Press Release issued by Prosperity Bancshares, Inc. dated April 23, 2025.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PROSPERITY BANCSHARES, INC.<br><br>(Registrant)
Dated: April 23, 2025 By: /s/ Charlotte M. Rasche
Charlotte M. Rasche
Executive Vice President and General Counsel

EX-99.1

Exhibit 99.1

img98618419_0.jpg

PRESS RELEASE For more information contact:
Prosperity Bancshares, Inc.® Cullen Zalman
Prosperity Bank Plaza Executive Vice President – Banking and Corporate Activities
4295 San Felipe 281.269.7199
Houston, Texas 77027 cullen.zalman@prosperitybankusa.com

FOR IMMEDIATE RELEASE

PROSPERITY BANCSHARES, INC.®

REPORTS FIRST QUARTER

2025 EARNINGS

  • First quarter earnings per share (diluted) of $1.37, an increase of 16.1% compared to first quarter 2024
  • First quarter net income increased 17.9% to $130.2 million compared to first quarter 2024
  • First quarter net interest margin increased 35 basis points to 3.14% compared to first quarter 2024
  • Noninterest-bearing deposits of $9.7 billion, representing 34.5% of total deposits
  • Borrowings decreased $500.0 million during first quarter 2025
  • Allowance for credit losses on loans and on off-balance sheet credit exposure of $386.7 million and allowance for credit losses on loans to total loans, excluding Warehouse Purchase Program, of 1.67%(1)
  • Nonperforming assets remain low at 0.24% of first quarter average interest-earning assets
  • Return (annualized) on first quarter average assets of 1.34% and average tangible common equity of 13.23%(1)
  • Named in Forbes’ 2025 America’s Best Banks
  • Ranked among “America’s Best Regional Banks” by Newsweek in 2025
  • Named Best Overall Bank in Texas by Money for 2025

HOUSTON, April 23, 2025. Prosperity Bancshares, Inc.® (NYSE: PB), the parent company of Prosperity Bank® (collectively, “Prosperity”), reported net income of $130.2 million for the quarter ended March 31, 2025 compared with $110.4 million for the same period in 2024. Net income per diluted common share was $1.37 for the quarter ended March 31, 2025 compared with $1.18 for the same period in 2024. The annualized return on first quarter average assets was 1.34%. Additionally, borrowings decreased $500.0 million during the first quarter of 2025. Nonperforming assets remain low at 0.24% of first quarter average interest-earning assets.

“I am pleased to announce a 17.9% increase in net income and a 16.1% increase in earnings per share, each compared with the first quarter of 2024. As we predicted, our net interest margin continues to increase as our assets reprice higher. We expect this trend to continue over the next several years,” said David Zalman, Prosperity’s Senior Chairman and Chief Executive Officer.

“We and others believe that Prosperity is doing the right thing. Prosperity has been ranked as one of Forbes Best Banks since the list’s inception in 2010 and was ranked in the top 10 for 14 consecutive years. Additionally, Prosperity was named the “Best Overall Bank in Texas” by Money for 2024-2025 and was ranked among “America’s Best Regional Banks” by Newsweek in 2025,” added Zalman.

______________

  • Refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

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“Prosperity continues to focus on long term relationships and our customers’ success while maintaining strong asset quality, solid earnings and a fair return to shareholders. Prosperity maintained a high tangible equity to tangible assets ratio of 11.2%, with tangible equity of $3.952 billion,” continued Zalman.

“The Texas economy continues to expand. Employment growth was solid, and sales tax revenue increased broadly according to the Federal Reserve Bank of Dallas Texas Economic Indicators dated April 3, 2025. The March 2025 Texas Business Outlook Surveys showed continued expansion in wages and benefits across all sectors,” stated Zalman.

“Despite the uncertainty with tariffs, our teams in Texas and Oklahoma are optimistic based on conversations with our customers about their outlook and plans. We will continue to be opportunistic, work hard, stay close to our customers and their needs and maintain a quality loan portfolio,” continued Zalman.

“I would like to thank our customers for their business and continued trust and our associates, directors and officers for their hard work and dedication,” concluded Zalman.

Results of Operations for the Three Months Ended March 31, 2025

Net income was $130.2 million(2) for the three months ended March 31, 2025 compared with $110.4 million(3) for the same period in 2024, an increase of $19.8 million or 17.9%. Net income per diluted common share was $1.37 for the three months ended March 31, 2025 compared with $1.18 for the same period in 2024, an increase of 16.1%. The changes were primarily due to an increase in net interest income, partially offset by an increase in salaries and benefits and provision for income taxes. On a linked quarter basis, net income was $130.2 million(2) for the three months ended March 31, 2025 compared with $130.1 million(4) for the three months ended December 31, 2024. Net income per diluted common share was $1.37 for the three months ended March 31, 2025 and December 31, 2024. Annualized returns on average assets, average common equity and average tangible common equity for the three months ended March 31, 2025 were 1.34%, 6.94% and 13.23%(1), respectively. Prosperity’s efficiency ratio (excluding net gains and losses on the sale, write-down or write-up of assets and securities) was 45.71%(1) for the three months ended March 31, 2025.

Net interest income before provision for credit losses was $265.4 million for the three months ended March 31, 2025 compared with $238.2 million for the same period in 2024, an increase of $27.1 million or 11.4%. The change was primarily due to an increase in the average balances and average rates on loans, an increase in the average balances on federal funds sold and other earning assets and a decrease in the average balances and rates on other borrowings, partially offset by a decrease in the average balances on investment securities and an increase in the average balances on interest-bearing deposits. Net interest income before provision for credit losses decreased $2.4 million or 0.9% to $265.4 million for the three months ended March 31, 2025 compared with $267.8 million for the three months ended December 31, 2024.

The net interest margin on a tax equivalent basis was 3.14% for the three months ended March 31, 2025 compared with 2.79% for the same period in 2024. The change was primarily due to an increase in the average balances and average rates on loans, an increase in the average balances on federal funds sold and other earning assets and a decrease in the average balances and average rates on other borrowings, partially offset by a decrease in the average balances on investment securities and an increase in the average balances on interest-bearing deposits. The net interest margin on a tax equivalent basis was 3.14% for the three months ended March 31, 2025 compared with 3.05% for the three months ended December 31, 2024. The change was primarily due to a decrease in the average balances and average rates on other borrowings and a decrease in the average rates on interest-bearing deposits, partially offset by a decrease in the average balances and average rates on loans and a decrease in the average balances and average rates on federal funds sold and other earning assets.

Noninterest income was $41.3 million for the three months ended March 31, 2025 compared with $38.9 million for the same period in 2024, an increase of $2.4 million or 6.3%. The change was primarily due to increases in service charges on deposit accounts, nonsufficient funds fees and other noninterest income, partially offset by a decrease in trust income. Noninterest income was $41.3 million for the three months ended March 31, 2025 compared with $39.8 million for the three months ended December 31, 2024, an increase of $1.5 million or 3.7%.

Noninterest expense was $140.3 million for the three months ended March 31, 2025 compared with $135.8 million for the same period in 2024, an increase of $4.5 million or 3.3%, primarily due to an increase in salaries and benefits related to the merger of Lone Star State Bancshares, Inc. (“Lone Star”) with Prosperity Bancshares and the merger of Lone Star State Bank of West Texas (“Lone

______________

  • Includes purchase accounting adjustments of $3.2 million, net of tax, primarily comprised of loan discount accretion of $3.3 million for the three months ended March 31, 2025.
  • Includes purchase accounting adjustments of $2.0 million, net of tax, primarily comprised of loan discount accretion of $1.9 million for the three months ended March 31, 2024.
  • Includes purchase accounting adjustments of $3.3 million, net of tax, primarily comprised of loan discount accretion of $3.6 million for the three months ended December 31, 2024.

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Star Bank”) with Prosperity Bank, both effective on April 1, 2024 (collectively, the “Merger”). Noninterest expense was $140.3 million for the three months ended March 31, 2025 compared with $141.5 million for the three months ended December 31, 2024, a decrease of $1.2 million or 0.9%.

Balance Sheet Information

At March 31, 2025, Prosperity had $38.765 billion in total assets, an increase of $8.2 million, compared with $38.757 billion at March 31, 2024. Linked quarter total assets decreased $802.1 million compared with $39.567 billion at December 31, 2024.

Loans were $21.978 billion at March 31, 2025, an increase of $712.3 million or 3.3%, compared with $21.265 billion at March 31, 2024, primarily due to the Merger. Linked quarter loans decreased $171.6 million from $22.149 billion at December 31, 2024.

Loans, excluding Warehouse Purchase Program loans, were $20.920 billion at March 31, 2025 compared with $20.400 billion at March 31, 2024, an increase of $519.4 million or 2.5%, and compared with $21.068 billion at December 31, 2024, a decrease of $148.6 million.

Deposits were $28.027 billion at March 31, 2025, an increase of $851.3 million or 3.1%, compared with $27.176 billion at March 31, 2024, primarily due to the Merger. Linked quarter deposits decreased $354.5 million from $28.381 billion at December 31, 2024.

The table below provides detail on the impact of loans acquired and deposits assumed in the Merger:

Balance Sheet Data (at period end)
(In thousands)
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited)
Loans acquired (including new production since acquisition date):
Lone Star Bank $ 976,624 $ 1,057,618 $ 1,109,783 $ 1,084,559 $
Prosperity Bank
Warehouse Purchase Program loans 1,057,893 1,080,903 1,228,706 1,081,403 864,924
All other loans 19,943,053 20,010,688 20,042,363 20,154,853 20,400,323
Total loans $ 21,977,570 $ 22,149,209 $ 22,380,852 $ 22,320,815 $ 21,265,247
Deposits assumed (including new deposits since acquisition date):
Lone Star Bank $ 983,280 $ 1,093,536 $ 1,136,216 $ 1,187,821 $
All other deposits 27,043,519 27,287,802 26,951,395 26,745,265 27,175,518
Total deposits $ 28,026,799 $ 28,381,338 $ 28,087,611 $ 27,933,086 $ 27,175,518

Excluding loans acquired in the Merger and new production at the acquired banking centers since April 1, 2024, loans at March 31, 2025 decreased $264.3 million compared with March 31, 2024 and decreased $90.6 million compared with December 31, 2024.

Excluding deposits assumed in the Merger and new deposits generated at the acquired banking centers since April 1, 2024, deposits at March 31, 2025 decreased $132.0 million compared with March 31, 2024 and decreased $244.3 million compared with December 31, 2024.

Asset Quality

Nonperforming assets totaled $81.4 million or 0.24% of quarterly average interest-earning assets at March 31, 2025 compared with $83.8 million or 0.24% of quarterly average interest-earning assets at March 31, 2024 and $81.5 million or 0.23% of quarterly average interest-earning assets at December 31, 2024.

The allowance for credit losses on loans and on off-balance sheet credit exposures was $386.7 million at March 31, 2025 compared with $366.7 million at March 31, 2024 and $389.5 million at December 31, 2024. There was no provision for credit losses for the three months ended March 31, 2025, March 31, 2024 and December 31, 2024.

The allowance for credit losses on loans was $349.1 million or 1.59% of total loans at March 31, 2025 compared with $330.2 million or 1.55% of total loans at March 31, 2024 and $351.8 million or 1.59% of total loans at December 31, 2024. Excluding Warehouse Purchase Program loans, the allowance for credit losses on loans to total loans was 1.67%(1) at March 31, 2025 compared with 1.62%(1) at March 31, 2024 and 1.67%(1) at December 31, 2024.

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Net charge-offs were $2.7 million for the three months ended March 31, 2025 compared with net charge-offs of $2.1 million for the three months ended March 31, 2024 and net charge-offs of $2.6 million for the three months ended December 31, 2024. For the first quarter of 2025, $8.3 million of reserves on resolved purchased credit deteriorated (“PCD”) loans without any related charge-offs were released to the general reserve.

Dividend

Prosperity Bancshares declared a second quarter 2025 cash dividend of $0.58 per share to be paid on July 1, 2025, to all shareholders of record as of June 13, 2025.

Merger of Lone Star State Bancshares, Inc.

On April 1, 2024, Prosperity completed the merger of Lone Star and its wholly owned subsidiary Lone Star Bank, headquartered in Lubbock, Texas. Lone Star Bank operated 5 full-service banking offices in the West Texas area, including its main office in Lubbock, and 1 banking center in each of Brownfield, Midland, Odessa and Big Spring, Texas.

Pursuant to the terms of the definitive agreement, Prosperity issued 2,376,182 shares of Prosperity common stock plus approximately $64.1 million in cash for all outstanding shares of Lone Star in the second quarter of 2024. This resulted in goodwill of $106.7 million as of March 31, 2025.

Conference Call

Prosperity’s management team will host a conference call on Wednesday, April 23, 2025, at 11:30 a.m. Eastern Time (10:30 a.m. Central Time) to discuss Prosperity’s first quarter 2025 earnings. Individuals and investment professionals may participate in the call by dialing 877-883-0383 for domestic participants, or 412-902-6506 for international participants. The participant elite entry number is 7564851.

Alternatively, individuals may listen to the live webcast of the presentation by visiting Prosperity’s website at www.prosperitybankusa.com. The webcast may be accessed from Prosperity’s Investor Relations page by selecting “Presentations, Webcasts & Calls” from the menu and following the instructions.

Non-GAAP Financial Measures

Prosperity’s management uses certain non-GAAP financial measures to evaluate its performance. Specifically, for internal planning and forecasting purposes, Prosperity reviews each of diluted earnings per share, return on average assets, return on average common equity, and return on average tangible common equity, in each case excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, Federal Deposit Insurance Corporation (“FDIC”) special assessment, net of tax, and net gain on the sale or write-up of securities, net of tax; return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities; and the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities, merger related expenses, and FDIC special assessment. Prosperity believes these non-GAAP financial measures provide information useful to investors in understanding Prosperity’s financial results and their presentation, together with the accompanying reconciliations, provides a more complete understanding of factors and trends affecting Prosperity’s business and allows investors to view performance in a manner similar to management, the entire financial services sector, bank stock analysts and bank regulators. Further, Prosperity believes that these non-GAAP financial measures provide useful information by excluding certain items that may not be indicative of its core operating earnings and business outlook. These non-GAAP financial measures should not be considered a substitute for, nor of greater importance than, GAAP basis financial measures and results; Prosperity strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. Please refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures.

Prosperity Bancshares, Inc. ®

As of March 31, 2025, Prosperity Bancshares, Inc.® is a $38.765 billion Houston, Texas based regional financial holding company providing personal banking services and investments to consumers and businesses throughout Texas and Oklahoma. Founded in 1983, Prosperity believes in a community banking philosophy, taking care of customers, businesses and communities in the areas it serves by providing financial solutions to simplify everyday financial needs. In addition to offering traditional deposit and loan products, Prosperity offers digital banking solutions, credit and debit cards, mortgage services, retail brokerage services, trust and wealth management, and treasury management.

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Prosperity currently operates 284 full-service banking locations: 65 in the Houston area, including The Woodlands; 30 in the South Texas area including Corpus Christi and Victoria; 62 in the Dallas/Fort Worth area; 22 in the East Texas area; 31 in the Central Texas area including Austin and San Antonio; 45 in the West Texas area including Lubbock, Midland-Odessa, Abilene, Amarillo and Wichita Falls; 15 in the Bryan/College Station area; 6 in the Central Oklahoma area; and 8 in the Tulsa, Oklahoma area.

Cautionary Notes on Forward-Looking Statements

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This release contains, and the remarks by Prosperity’s management on the conference call may contain, forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in other information released to the public. Such forward-looking statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as “aim,” “anticipate,” “believe,” “estimate,” “expect,” “goal,” “guidance,” “intend,” “is anticipated,” “is expected,” “is intended,” “objective,” “plan,” “projected,” “projection,” “will affect,” “will be,” “will continue,” “will decrease,” “will grow,” “will impact,” “will increase,” “will incur,” “will reduce,” “will remain,” “will result,” “would be,” variations of such words or phrases (including where the word “could,” “may,” or “would” is used rather than the word “will” in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. Forward-looking statements include all statements other than statements of historical fact, including forecasts or trends, and are based on current expectations, assumptions, estimates and projections about Prosperity Bancshares and its subsidiaries. These forward-looking statements may include information about Prosperity’s possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for credit losses, provision for taxes, effective tax rate, earnings per share and cash flows and Prosperity’s future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity’s loan portfolio and allowance for credit losses, changes in deposits, borrowings and the investment securities portfolio, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity’s future operations, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity’s operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of any proposed transactions, and statements about the assumptions underlying any such statement. These forward‑looking statements are not guarantees of future performance and are based on expectations and assumptions Prosperity currently believes to be valid. Because forward-looking statements relate to future results and occurrences, many of which are outside of Prosperity’s control, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. These risks and uncertainties include, but are not limited to, whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); the possibility that the anticipated benefits of an acquisition transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of two companies or as a result of the strength of the economy and competitive factors generally; a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity’s securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate, interest rate and commodity price fluctuations; changes in trade policies by the United States or other countries, such as tariffs or retaliatory tariffs; and the effect, impact, potential duration or other implications of weather and climate-related events. Prosperity disclaims any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. These and various other factors are discussed in Prosperity’s Annual Report on Form 10-K for the year ended December 31, 2024, and other reports and statements Prosperity has filed with the Securities and Exchange Commission (“SEC”). Copies of the SEC filings for Prosperity may be downloaded from the Internet at no charge from http://www.prosperitybankusa.com.

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Bryan/College Station Area Garland Rusk Mont Belvieu Milwaukee
Bryan Grapevine Seven Points Nederland North University
Bryan-29th Street Grapevine Main Teague Needville Texas Tech Student Union
Bryan-East Kiest Tyler-Beckham Rosenberg
Bryan-North Lake Highlands Tyler-South Broadway Shadow Creek Midland
Caldwell McKinney Tyler-University Spring North
College Station McKinney Eldorado Winnsboro Tomball Wadley
Hearne McKinney Redbud Waller Wall Street
Huntsville North Carrolton Houston Area West Columbia West
Madisonville Park Cities Houston Wharton
Navasota Plano Aldine Winnie Odessa
New Waverly Plano-West Alief Wirt Grant
Rock Prairie Preston Forest Bellaire Kermit Highway
Southwest Parkway Preston Parker Beltway South Texas Area - Parkway
Tower Point Preston Royal Clear Lake Corpus Christi
Wellborn Road Red Oak Copperfield Calallen San Angelo
Richardson Cypress Carmel College Hills
Central Texas Area Richardson-West Downtown Northwest Sherwood Way
Austin Rosewood Court Eastex Saratoga
Cedar Park The Colony Fairfield Timbergate Wichita Falls
Congress Tollroad First Colony Water Street Cattlemans
Lakeway Trinity Mills Fry Road Kell
Liberty Hill Turtle Creek Gessner Victoria
Northland West 15th Plano Gladebrook Victoria Main Other West Texas Area
Oak Hill West Allen Grand Parkway Victoria-Navarro Locations
Research Blvd Westmoreland Heights Victoria-North Big Spring
Westlake Wylie Highway 6 West Victoria Salem Big Spring - East
Little York Brownfield
Other Central Texas Area Fort Worth Medical Center Other South Texas Area Brownwood
Locations Haltom City Memorial Drive Locations Burkburnett
Bastrop Hulen Northside Alice Byers
Canyon Lake Keller Pasadena Aransas Pass Cisco
Dime Box Museum Place Pecan Grove Beeville Comanche
Dripping Springs Renaissance Square Pin Oak Colony Creek Early
Elgin Roanoke River Oaks Cuero Floydada
Flatonia Stockyards Sugar Land Edna Gorman
Fredericksburg SW Medical Center Goliad Henrietta
Georgetown Other Dallas/Fort Worth Area Tanglewood Gonzales Levelland
Gruene Locations The Plaza Hallettsville Littlefield
Horseshoe Bay Arlington Uptown Kingsville Merkel
Kingsland Azle Waugh Drive Mathis Plainview
La Grange Ennis Westheimer Padre Island Slaton
Lexington Gainesville West University Palacios Snyder
Marble Falls Glen Rose Woodcreek Port Lavaca
New Braunfels Granbury Portland Oklahoma
Pleasanton Grand Prairie Katy Rockport Central Oklahoma Area
Round Rock Jacksboro Cinco Ranch Sinton Oklahoma City
San Antonio Mesquite Katy-Spring Green Taft 23rd Street
Schulenburg Muenster Yoakum Expressway
Seguin Runaway Bay The Woodlands Yorktown I-240
Smithville Sanger The Woodlands-College Park Memorial
Thorndale Waxahachie The Woodlands-I-45 West Texas Area
Weimar Weatherford The Woodlands-Research Forest Abilene Other Central Oklahoma Area
Antilley Road Locations
Dallas/Fort Worth Area East Texas Area Other Houston Area Barrow Street Edmond
Dallas Athens Locations Cypress Street Norman
14th Street Plano Blooming Grove Angleton Judge Ely
Abrams Centre Canton Bay City Mockingbird Tulsa Area
Addison Carthage Beaumont Tulsa
Allen Corsicana Cleveland Amarillo Garnett
Balch Springs Crockett East Bernard Hillside Harvard
Camp Wisdom Eustace El Campo Soncy Memorial
Carrollton Gilmer Dayton Sheridan
Cedar Hill Grapeland Galveston Lubbock S. Harvard
Coppell Gun Barrel City Groves 4th Street Utica Tower
East Plano Jacksonville Hempstead 66th Street Yale
Euless Kerens Hitchcock 82nd Street
Frisco Longview Liberty 86th Street Other Tulsa Area Locations
Frisco Warren Mount Vernon Magnolia 98th Street Owasso
Frisco-West Palestine Magnolia Parkway Avenue Q

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Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(In thousands)

Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Balance Sheet Data (at period end)
Loans held for sale $ 9,764 $ 10,690 $ 6,113 $ 9,951 $ 6,380
Loans held for investment 20,909,913 21,057,616 21,146,033 21,229,461 20,393,943
Loans held for investment - Warehouse Purchase Program 1,057,893 1,080,903 1,228,706 1,081,403 864,924
Total loans 21,977,570 22,149,209 22,380,852 22,320,815 21,265,247
Investment securities(A) 10,792,731 11,094,424 11,300,756 11,702,139 12,301,138
Federal funds sold 221 292 208 234 250
Allowance for credit losses on loans (349,101 ) (351,805 ) (354,397 ) (359,852 ) (330,219 )
Cash and due from banks 1,694,637 1,972,175 2,209,863 1,507,604 1,086,444
Goodwill 3,503,127 3,503,129 3,504,388 3,504,107 3,396,402
Core deposit intangibles, net 62,406 66,047 70,178 74,324 60,757
Other real estate owned 8,012 5,701 5,757 4,960 2,204
Fixed assets, net 373,273 371,238 373,812 377,394 372,333
Other assets 701,799 756,328 623,903 630,569 601,964
Total assets $ 38,764,675 $ 39,566,738 $ 40,115,320 $ 39,762,294 $ 38,756,520
Noninterest-bearing deposits $ 9,675,915 $ 9,798,438 $ 9,811,361 $ 9,706,505 $ 9,526,535
Interest-bearing deposits 18,350,884 18,582,900 18,276,250 18,226,581 17,648,983
Total deposits 28,026,799 28,381,338 28,087,611 27,933,086 27,175,518
Other borrowings 2,700,000 3,200,000 3,900,000 3,900,000 3,900,000
Securities sold under repurchase agreements 216,086 221,913 228,896 233,689 261,671
Allowance for credit losses on off-balance sheet credit exposures 37,646 37,646 37,646 37,646 36,503
Other liabilities 267,083 287,346 499,918 374,429 278,284
Total liabilities 31,247,614 32,128,243 32,754,071 32,478,850 31,651,976
Shareholders' equity(B) 7,517,061 7,438,495 7,361,249 7,283,444 7,104,544
Total liabilities and equity $ 38,764,675 $ 39,566,738 $ 40,115,320 $ 39,762,294 $ 38,756,520

(A) Includes $(1,374), $(2,056), $(1,070), $(2,007) and $(2,954) in unrealized losses on available for sale securities for the quarterly periods ended March 31, 2025, December 31, 2024, September 30, 2024, June 30, 2024 and March 31, 2024, respectively.

(B) Includes $(1,085), $(1,624), $(845), $(1,586) and $(2,333) in after-tax unrealized losses on available for sale securities for the quarterly periods ended March 31, 2025, December 31, 2024, September 30, 2024, June 30, 2024 and March 31, 2024, respectively.

Page 7

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(In thousands)

Three Months Ended
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Income Statement Data
Interest income:
Loans $ 319,023 $ 333,055 $ 337,451 $ 336,428 $ 306,228
Securities(C) 57,886 58,260 59,617 62,428 66,421
Federal funds sold and other earning assets 15,896 19,630 20,835 14,095 9,265
Total interest income 392,805 410,945 417,903 412,951 381,914
Interest expense:
Deposits 95,597 102,050 107,758 106,124 92,692
Other borrowings 30,492 39,620 46,792 46,282 48,946
Securities sold under repurchase agreements 1,334 1,501 1,662 1,759 2,032
Total interest expense 127,423 143,171 156,212 154,165 143,670
Net interest income 265,382 267,774 261,691 258,786 238,244
Provision for credit losses 9,066
Net interest income after provision for credit losses 265,382 267,774 261,691 249,720 238,244
Noninterest income:
Nonsufficient funds (NSF) fees 9,147 9,960 9,016 8,153 8,288
Credit card, debit card and ATM card income 8,739 9,443 9,620 9,384 8,861
Service charges on deposit accounts 7,408 6,992 6,664 6,436 6,406
Trust income 3,601 3,514 3,479 3,601 4,156
Mortgage income 1,009 779 962 745 610
Brokerage income 1,262 1,063 1,258 1,186 1,235
Bank owned life insurance income 2,115 2,020 2,028 1,885 2,047
Net (loss) gain on sale or write-down of assets (235 ) 584 3,178 (903 ) (35 )
Net gain on sale or write-up of securities 224 10,723 298
Other noninterest income 8,255 5,482 4,670 4,793 7,004
Total noninterest income 41,301 39,837 41,099 46,003 38,870
Noninterest expense:
Salaries and benefits 89,476 88,631 88,367 89,584 85,771
Net occupancy and equipment 9,146 8,957 9,291 8,915 8,623
Credit and debit card, data processing and software amortization 11,422 12,342 11,985 11,998 10,975
Regulatory assessments and FDIC insurance 5,789 5,789 5,726 10,317 5,538
Core deposit intangibles amortization 3,641 4,131 4,146 4,156 3,237
Depreciation 4,774 4,791 4,741 4,836 4,686
Communications 3,473 3,450 3,360 3,485 3,402
Other real estate expense 140 255 12 69 187
Net (gain) loss on sale or write-down of other real estate (30 ) (610 ) (97 ) 31 (138 )
Merger related expenses 63 4,381
Other noninterest expense 12,470 13,809 12,744 15,070 13,567
Total noninterest expense 140,301 141,545 140,338 152,842 135,848
Income before income taxes 166,382 166,066 162,452 142,881 141,266
Provision for income taxes 36,157 35,990 35,170 31,279 30,840
Net income available to common shareholders $ 130,225 $ 130,076 $ 127,282 $ 111,602 $ 110,426

(C) Interest income on securities was reduced by net premium amortization of $5,027, $5,609, $5,574, $5,831 and $5,822 for the three months ended March 31, 2025, December 31, 2024, September 30, 2024, June 30, 2024 and March 31, 2024, respectively.

Page 8

Prosperity Bancshares, Inc. ®

Financial Highlights (Unaudited)

(Dollars and share amounts in thousands, except per share data and market prices)

Three Months Ended
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Profitability
Net income (D) (E) $ 130,225 $ 130,076 $ 127,282 $ 111,602 $ 110,426
Basic earnings per share $ 1.37 $ 1.37 $ 1.34 $ 1.17 $ 1.18
Diluted earnings per share $ 1.37 $ 1.37 $ 1.34 $ 1.17 $ 1.18
Return on average assets (F) (J) 1.34 % 1.31 % 1.28 % 1.12 % 1.13 %
Return on average common equity (F) (J) 6.94 % 7.00 % 6.93 % 6.10 % 6.20 %
Return on average tangible common equity (F) (G) (J) 13.23 % 13.50 % 13.50 % 11.81 % 12.06 %
Tax equivalent net interest margin (D) (E) (H) 3.14 % 3.05 % 2.95 % 2.94 % 2.79 %
Efficiency ratio (G) (I) (K) 45.71 % 46.10 % 46.87 % 51.82 % 49.07 %
Liquidity and Capital Ratios
Equity to assets 19.39 % 18.80 % 18.35 % 18.32 % 18.33 %
Common equity tier 1 capital 16.97 % 16.42 % 15.84 % 15.42 % 15.75 %
Tier 1 risk-based capital 16.97 % 16.42 % 15.84 % 15.42 % 15.75 %
Total risk-based capital 18.22 % 17.67 % 17.09 % 16.67 % 17.00 %
Tier 1 leverage capital 11.20 % 10.82 % 10.52 % 10.29 % 10.37 %
Period end tangible equity to period end tangible assets (G) 11.23 % 10.75 % 10.36 % 10.24 % 10.33 %
Other Data
Weighted-average shares used in computing earnings per common share
Basic 95,266 95,264 95,261 95,765 93,706
Diluted 95,266 95,264 95,261 95,765 93,706
Period end shares outstanding 95,258 95,275 95,261 95,262 93,525
Cash dividends paid per common share $ 0.58 $ 0.58 $ 0.56 $ 0.56 $ 0.56
Book value per common share $ 78.91 $ 78.07 $ 77.27 $ 76.46 $ 75.96
Tangible book value per common share (G) $ 41.48 $ 40.61 $ 39.75 $ 38.89 $ 39.00
Common Stock Market Price
High $ 82.75 $ 86.76 $ 74.87 $ 66.18 $ 68.88
Low $ 68.96 $ 68.94 $ 58.66 $ 57.16 $ 60.08
Period end closing price $ 71.37 $ 75.35 $ 72.07 $ 61.14 $ 65.78
Employees – FTE (excluding overtime) 3,898 3,916 3,896 3,902 3,901
Number of banking centers 284 283 287 288 283

(D) Includes purchase accounting adjustments for the periods presented as follows:

Three Months Ended
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Loan discount accretion
Non-PCD $2,615 $2,761 $3,616 $4,797 $1,312
PCD $677 $850 $1,212 $2,394 $548
Securities net accretion $705 $528 $555 $564 $561
Time deposits amortization $(9) $(21) $(40) $4 $(97)

(E) Using effective tax rate of 21.7%, 21.7%, 21.6%, 21.9% and 21.8% for the three months ended March 31, 2025, December 31, 2024, September 30, 2024, June 30, 2024 and March 31, 2024, respectively.

(F) Interim periods annualized.

(G) Refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

(H) Net interest margin for all periods presented is based on average balances on an actual 365-day or 366-day basis.

(I) Calculated by dividing total noninterest expense, excluding credit loss provisions, by net interest income plus noninterest income, excluding net gains and losses on the sale, write-down or write-up of assets and securities. Additionally, taxes are not part of this calculation.

(J) For calculations of the annualized returns on average assets, average common equity and average tangible common equity excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

(K) For calculations of the efficiency ratio excluding merger related expenses and FDIC special assessment refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures.

Page 9

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

YIELD ANALYSIS Three Months Ended
Mar 31, 2025 Dec 31, 2024 Mar 31, 2024
Average<br>Balance Interest<br>Earned/<br>Interest<br>Paid Average<br>Yield/<br>Rate (L) Average<br>Balance Interest<br>Earned/<br>Interest<br>Paid Average<br>Yield/<br>Rate (L) Average<br>Balance Interest<br>Earned/<br>Interest<br>Paid Average<br>Yield/<br>Rate (L)
Interest-earning assets:
Loans held for sale $ 7,570 $ 127 6.80% $ 8,571 $ 144 6.68% $ 5,467 $ 92 6.77%
Loans held for investment 20,959,226 305,068 5.90% 21,038,694 313,863 5.93% 20,415,316 292,673 5.77%
Loans held for investment - Warehouse Purchase Program 876,086 13,828 6.40% 1,137,113 19,048 6.66% 720,650 13,463 7.51%
Total loans 21,842,882 319,023 5.92% 22,184,378 333,055 5.97% 21,141,433 306,228 5.83%
Investment securities 11,017,400 57,886 2.13% (M) 11,265,535 58,260 2.06% (M) 12,693,268 66,421 2.10% (M)
Federal funds sold and other earning assets 1,443,220 15,896 4.47% 1,628,050 19,630 4.80% 672,840 9,265 5.54%
Total interest-earning assets 34,303,502 392,805 4.64% 35,077,963 410,945 4.66% 34,507,541 381,914 4.45%
Allowance for credit losses on loans (350,715 ) (353,560 ) (331,708 )
Noninterest-earning assets 5,004,291 4,902,996 4,759,697
Total assets $ 38,957,078 $ 39,627,399 $ 38,935,530
Interest-bearing liabilities:
Interest-bearing demand deposits $ 5,224,796 $ 9,019 0.70% $ 4,845,174 $ 8,535 0.70% $ 5,143,585 $ 8,423 0.66%
Savings and money market deposits 9,007,286 45,645 2.06% 8,915,410 47,089 2.10% 8,889,077 47,152 2.13%
Certificates and other time deposits 4,426,521 40,933 3.75% 4,552,445 46,426 4.06% 3,683,815 37,117 4.05%
Other borrowings 2,776,667 30,492 4.45% 3,332,609 39,620 4.73% 4,083,132 48,946 4.82%
Securities sold under repurchase agreements 217,945 1,334 2.48% 231,240 1,501 2.58% 296,437 2,032 2.76%
Total interest-bearing liabilities 21,653,215 127,423 2.39% (N) 21,876,878 143,171 2.60% (N) 22,096,046 143,670 2.62% (N)
Noninterest-bearing liabilities:
Noninterest-bearing demand deposits 9,504,540 9,829,912 9,443,249
Allowance for credit losses on off-balance sheet credit exposures 37,646 37,646 36,503
Other liabilities 255,876 454,298 238,480
Total liabilities 31,451,277 32,198,734 31,814,278
Shareholders' equity 7,505,801 7,428,665 7,121,252
Total liabilities and shareholders' equity $ 38,957,078 $ 39,627,399 $ 38,935,530
Net interest income and margin $ 265,382 3.14% $ 267,774 3.04% $ 238,244 2.78%
Non-GAAP to GAAP reconciliation:
Tax equivalent adjustment 587 767 808
Net interest income and margin<br>     (tax equivalent basis) $ 265,969 3.14% $ 268,541 3.05% $ 239,052 2.79%

(L) Annualized and based on an actual 365-day or 366-day basis.

(M) Yield on securities was impacted by net premium amortization of $5,027, $5,609 and $5,822 for the three months ended March 31, 2025, December 31, 2024 and March 31, 2024, respectively.

(N) Total cost of funds, including noninterest bearing deposits, was 1.66%, 1.80% and 1.83% for the three months ended March 31, 2025, December 31, 2024 and March 31, 2024, respectively.

Page 10

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

Three Months Ended
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
YIELD TREND (O)
Interest-Earning Assets:
Loans held for sale 6.80 % 6.68 % 6.89 % 7.10 % 6.77 %
Loans held for investment 5.90 % 5.93 % 5.97 % 6.02 % 5.77 %
Loans held for investment - Warehouse Purchase Program 6.40 % 6.66 % 7.27 % 7.42 % 7.51 %
Total loans 5.92 % 5.97 % 6.04 % 6.08 % 5.83 %
Investment securities (P) 2.13 % 2.06 % 2.04 % 2.06 % 2.10 %
Federal funds sold and other earning assets 4.47 % 4.80 % 5.41 % 5.52 % 5.54 %
Total interest-earning assets 4.64 % 4.66 % 4.70 % 4.68 % 4.45 %
Interest-Bearing Liabilities:
Interest-bearing demand deposits 0.70 % 0.70 % 0.77 % 0.76 % 0.66 %
Savings and money market deposits 2.06 % 2.10 % 2.23 % 2.22 % 2.13 %
Certificates and other time deposits 3.75 % 4.06 % 4.24 % 4.27 % 4.05 %
Other borrowings 4.45 % 4.73 % 4.77 % 4.77 % 4.82 %
Securities sold under repurchase agreements 2.48 % 2.58 % 2.72 % 2.74 % 2.76 %
Total interest-bearing liabilities 2.39 % 2.60 % 2.78 % 2.76 % 2.62 %
Net Interest Margin 3.14 % 3.04 % 2.94 % 2.94 % 2.78 %
Net Interest Margin (tax equivalent) 3.14 % 3.05 % 2.95 % 2.94 % 2.79 %

(O) Annualized and based on average balances on an actual 365-day or 366-day basis.

(P) Yield on securities was impacted by net premium amortization of $5,027, $5,609, $5,574, $5,831 and $5,822 for the three months ended March 31, 2025, December 31, 2024, September 30, 2024, June 30, 2024 and March 31, 2024, respectively.

Page 11

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

Three Months Ended
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Balance Sheet Averages
Loans held for sale $ 7,570 $ 8,571 $ 7,913 $ 8,446 $ 5,467
Loans held for investment 20,959,226 21,038,694 21,107,139 21,328,824 20,415,316
Loans held for investment - Warehouse Purchase Program 876,086 1,137,113 1,114,681 917,026 720,650
Total loans 21,842,882 22,184,378 22,229,733 22,254,296 21,141,433
Investment securities 11,017,400 11,265,535 11,612,193 12,179,074 12,693,268
Federal funds sold and other earning assets 1,443,220 1,628,050 1,531,788 1,026,251 672,840
Total interest-earning assets 34,303,502 35,077,963 35,373,714 35,459,621 34,507,541
Allowance for credit losses on loans (350,715 ) (353,560 ) (358,237 ) (332,904 ) (331,708 )
Cash and due from banks 326,066 317,420 304,911 295,077 315,612
Goodwill 3,503,128 3,505,030 3,504,300 3,482,448 3,396,177
Core deposit intangibles, net 64,293 68,167 72,330 59,979 62,482
Other real estate 7,105 6,778 5,339 3,071 2,319
Fixed assets, net 374,448 373,561 375,626 377,369 372,458
Other assets 729,251 632,040 611,219 604,187 610,649
Total assets $ 38,957,078 $ 39,627,399 $ 39,889,202 $ 39,948,848 $ 38,935,530
Noninterest-bearing deposits $ 9,504,540 $ 9,829,912 $ 9,680,785 $ 9,780,211 $ 9,443,249
Interest-bearing demand deposits 5,224,796 4,845,174 4,774,975 4,839,194 5,143,585
Savings and money market deposits 9,007,286 8,915,410 8,908,315 9,084,051 8,889,077
Certificates and other time deposits 4,426,521 4,552,445 4,564,232 4,400,922 3,683,815
Total deposits 28,163,143 28,142,941 27,928,307 28,104,378 27,159,726
Other borrowings 2,776,667 3,332,609 3,900,000 3,900,000 4,083,132
Securities sold under repurchase agreements 217,945 231,240 242,813 258,637 296,437
Allowance for credit losses on off-balance sheet credit exposures 37,646 37,646 37,646 36,729 36,503
Other liabilities 255,876 454,298 433,171 327,847 238,480
Shareholders' equity 7,505,801 7,428,665 7,347,265 7,321,257 7,121,252
Total liabilities and equity $ 38,957,078 $ 39,627,399 $ 39,889,202 $ 39,948,848 $ 38,935,530

Page 12

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Period End Balances
Loan Portfolio
Commercial and industrial 1,915,124 1,962,111 1,970,844 2,023,531 1,932,534
Warehouse purchase program 1,057,893 1,080,903 1,228,706 1,081,403 864,924
Construction, land development and other land loans 2,845,082 2,859,281 2,814,521 2,828,372 2,876,588
1-4 family residential 7,576,350 7,581,450 7,557,858 7,496,485 7,331,251
Home equity 896,529 906,139 919,676 930,428 950,169
Commercial real estate (includes multi-family residential) 5,783,410 5,800,985 5,869,687 5,961,884 5,631,460
Agriculture (includes farmland) 1,013,960 1,033,546 1,033,224 1,037,361 813,092
Consumer and other 378,821 378,817 413,548 340,611 326,915
Energy 510,401 545,977 572,788 620,740 538,314
Total loans 21,977,570 22,149,209 22,380,852 22,320,815 21,265,247
Deposit Types
Noninterest-bearing DDA 9,675,915 9,798,438 9,811,361 9,706,505 9,526,535
Interest-bearing DDA 4,931,769 5,182,035 4,800,758 4,762,730 4,867,247
Money market 6,339,509 6,229,022 6,166,792 6,180,769 6,134,221
Savings 2,703,736 2,685,496 2,707,982 2,765,197 2,830,117
Certificates and other time deposits 4,375,870 4,486,347 4,600,718 4,517,885 3,817,398
Total deposits 28,026,799 28,381,338 28,087,611 27,933,086 27,175,518
Loan to Deposit Ratio 78.4% 78.0% 79.7% 79.9% 78.3%

All values are in US Dollars.

Page 13

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

Construction Loans

Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Single family residential construction $ 727,417 25.6 % $ 778,067 27.2 % $ 836,571 29.7 % $ 940,381 33.2 % $ 1,031,163 35.8 %
Land development 225,784 7.9 % 260,158 9.1 % 256,571 9.1 % 241,639 8.5 % 290,243 10.1 %
Raw land 261,918 9.2 % 278,892 9.7 % 263,411 9.4 % 291,112 10.3 % 311,265 10.8 %
Residential lots 219,115 7.7 % 209,850 7.3 % 217,920 7.7 % 222,343 7.9 % 224,901 7.8 %
Commercial lots 56,343 2.0 % 59,044 2.1 % 58,472 2.1 % 60,264 2.1 % 59,691 2.1 %
Commercial construction and other 1,355,587 47.6 % 1,274,619 44.6 % 1,183,127 42.0 % 1,074,361 38.0 % 959,687 33.4 %
Net unaccreted discount (1,082 ) (1,349 ) (1,551 ) (1,728 ) (362 )
Total construction loans $ 2,845,082 $ 2,859,281 $ 2,814,521 $ 2,828,372 $ 2,876,588

Non-Owner Occupied Commercial Real Estate Loans by Metropolitan Statistical Area (MSA) as of March 31, 2025

Houston Dallas Austin OK City Tulsa Other (Q) Total
Collateral Type
Shopping center/retail $ 346,908 $ 267,598 $ 59,782 $ 15,378 $ 13,316 $ 329,976 $ 1,032,958
Commercial and industrial buildings 133,345 108,865 22,286 34,480 12,650 280,894 592,520
Office buildings 99,324 218,192 124,542 46,002 4,435 88,523 581,018
Medical buildings 83,321 17,176 1,672 42,396 28,386 77,225 250,176
Apartment buildings 92,435 119,450 64,487 10,802 13,696 209,732 510,602
Hotel 109,443 120,154 30,981 11,408 185,995 457,981
Other 174,428 53,390 19,365 7,187 6,861 92,077 353,308
Total $ 1,039,204 $ 904,825 $ 323,115 $ 167,653 $ 79,344 $ 1,264,422 $ 3,778,563 (R)

Acquired Loans

Non-PCD Loans PCD Loans Total Acquired Loans
Balance at <br>Acquisition <br>Date Balance at<br>Dec 31,<br>2024 Balance at<br>Mar 31,<br>2025 Balance at <br>Acquisition<br>Date Balance at<br>Dec 31,<br>2024 Balance at<br>Mar 31,<br>2025 Balance at <br>Acquisition<br>Date Balance at<br>Dec 31,<br>2024 Balance at<br>Mar 31,<br>2025
Loan marks:
Acquired banks (S) $ 368,247 $ 14,201 $ 13,536 $ 327,842 $ 5,931 $ 5,620 $ 696,089 $ 20,132 $ 19,156
Lone Star Bank (T) 20,378 13,644 11,714 4,558 1,459 1,093 24,936 15,103 12,807
Total 388,625 27,845 25,250 332,400 7,390 6,713 721,025 35,235 31,963
Acquired portfolio loan balances:
Acquired banks (S) 13,307,853 1,353,801 1,281,901 1,317,564 389,794 380,484 14,625,417 1,743,595 1,662,385
Lone Star Bank (T) 1,016,128 735,828 645,440 59,109 50,230 47,559 1,075,237 786,058 692,999
Total 14,323,981 2,089,629 1,927,341 1,376,673 440,024 428,043 15,700,654 (U) 2,529,653 2,355,384
Acquired portfolio loan balances less loan marks $ 13,935,356 $ 2,061,784 $ 1,902,091 $ 1,044,273 $ 432,634 $ 421,330 $ 14,979,629 $ 2,494,418 $ 2,323,421

(Q) Includes other MSA and non-MSA regions.

(R) Represents a portion of total commercial real estate loans of $5.783 billion as of March 31, 2025.

(S) Includes Bank Arlington, American State Bank, Community National Bank, First Federal Bank Texas, Coppermark Bank, First Victoria National Bank, The F&M Bank & Trust Company, Tradition Bank, LegacyTexas Bank and FirstCapital Bank.

(T) The Merger was completed on April 1, 2024 and resulted in the addition of $1.075 billion in loans with related purchase accounting adjustments of $24.9 million at acquisition date, which were subject to subsequent fair value adjustments.

(U) Actual principal balances acquired.

Page 14

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

Three Months Ended
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Asset Quality
Nonaccrual loans $ 73,287 $ 73,647 $ 83,969 $ 84,175 $ 78,475
Accruing loans 90 or more days past due 91 2,189 20 322 3,035
Total nonperforming loans 73,378 75,836 83,989 84,497 81,510
Repossessed assets 29 4 177 113 97
Other real estate 8,012 5,701 5,757 4,960 2,204
Total nonperforming assets $ 81,419 $ 81,541 $ 89,923 $ 89,570 $ 83,811
Nonperforming assets:
Commercial and industrial (includes energy) $ 8,966 $ 10,080 $ 13,642 $ 16,340 $ 10,199
Construction, land development and other land loans 1,952 4,481 4,053 4,895 15,826
1-4 family residential (includes home equity) 42,481 44,824 36,660 33,935 30,206
Commercial real estate (includes multi-family residential) 12,257 18,861 32,803 31,776 23,720
Agriculture (includes farmland) 15,725 3,208 2,686 2,550 3,714
Consumer and other 38 87 79 74 146
Total $ 81,419 $ 81,541 $ 89,923 $ 89,570 $ 83,811
Number of loans/properties 363 368 346 349 319
Allowance for credit losses on loans $ 349,101 $ 351,805 $ 354,397 $ 359,852 $ 330,219
Net charge-offs (recoveries):
Commercial and industrial (includes energy) $ 330 $ 405 $ 3,309 $ 2,777 $ 283
Construction, land development and other land loans (156 ) 294 378 109 (2 )
1-4 family residential (includes home equity) 1,051 180 409 425 457
Commercial real estate (includes multi-family residential) 178 362 258 (381 ) (17 )
Agriculture (includes farmland) 5 (116 ) 214 23
Consumer and other 1,301 1,346 1,217 1,224 1,399
Total $ 2,704 $ 2,592 $ 5,455 $ 4,368 $ 2,143
Asset Quality Ratios
Nonperforming assets to average interest-earning assets 0.24 % 0.23 % 0.25 % 0.25 % 0.24 %
Nonperforming assets to loans and other real estate 0.37 % 0.37 % 0.40 % 0.40 % 0.39 %
Net charge-offs to average loans (annualized) 0.05 % 0.05 % 0.10 % 0.08 % 0.04 %
Allowance for credit losses on loans to total loans 1.59 % 1.59 % 1.58 % 1.61 % 1.55 %
Allowance for credit losses on loans to total loans, excluding Warehouse Purchase Program loans (G) 1.67 % 1.67 % 1.68 % 1.69 % 1.62 %

Page 15

Prosperity Bancshares, Inc.®

Notes to Selected Financial Data (Unaudited)

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

NOTES TO SELECTED FINANCIAL DATA

Prosperity’s management uses certain non-GAAP (generally accepted accounting principles) financial measures to evaluate its performance. Specifically, for internal planning and forecasting purposes, Prosperity reviews each of diluted earnings per share, return on average assets, return on average common equity, and return on average tangible common equity, in each case excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax; return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities; and the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities, merger related expenses and FDIC special assessment. In addition, due to the application of purchase accounting, Prosperity uses certain non-GAAP financial measures and ratios that exclude the impact of these items to evaluate its allowance for credit losses to total loans (excluding Warehouse Purchase Program loans). Prosperity has included information below relating to these non-GAAP financial measures for the applicable periods presented.

Three Months Ended
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Reconciliation of diluted earnings per share to diluted earnings per share excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax:
Diluted earnings per share (unadjusted) $ 1.37 $ 1.37 $ 1.34 $ 1.17 $ 1.18
Net income $ 130,225 $ 130,076 $ 127,282 $ 111,602 $ 110,426
Merger related provision for credit losses, net of tax(V) 7,162
Merger related expenses, net of tax(V) 50 3,461
FDIC special assessment, net of tax(V) 2,807
Net gain on sale or write-up of securities, net of tax(V) (177 ) (8,472 ) (235 )
Net income excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax(V): $ 130,225 $ 130,076 $ 127,155 $ 116,560 $ 110,191
Weighted average diluted shares outstanding 95,266 95,264 95,261 95,765 93,706
Merger related provision for credit losses, net of tax, per diluted common share(V) $ $ $ $ 0.07 $
Merger related expenses, net of tax, per diluted common share(V) $ $ $ $ 0.04 $
FDIC special assessment, net of tax, per diluted common share(V) $ $ $ $ 0.03 $
Net gain on sale or write-up of securities, net of tax, per diluted common share(V) $ $ $ $ (0.09 ) $
Diluted earnings per share excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax:(V) $ 1.37 $ 1.37 $ 1.34 $ 1.22 $ 1.18
Reconciliation of return on average assets to return on average assets excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax:
Return on average assets (unadjusted) 1.34 % 1.31 % 1.28 % 1.12 % 1.13 %
Net income excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax(V): $ 130,225 $ 130,076 $ 127,155 $ 116,560 $ 110,191
Average total assets $ 38,957,078 $ 39,627,399 $ 39,889,202 $ 39,948,848 $ 38,935,530
Return on average assets excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax (F) (V) 1.34 % 1.31 % 1.28 % 1.17 % 1.13 %

(V) Calculated assuming a federal tax rate of 21.0%.

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Three Months Ended
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Reconciliation of return on average common equity to return on average common equity excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax:
Return on average common equity (unadjusted) 6.94 % 7.00 % 6.93 % 6.10 % 6.20 %
Net income excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax(V): $ 130,225 $ 130,076 $ 127,155 $ 116,560 $ 110,191
Average shareholders' equity $ 7,505,801 $ 7,428,665 $ 7,347,265 $ 7,321,257 $ 7,121,252
Return on average common equity excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax (F) (V) 6.94 % 7.00 % 6.92 % 6.37 % 6.19 %
Reconciliation of return on average common equity to return on average tangible common equity:
Net income $ 130,225 $ 130,076 $ 127,282 $ 111,602 $ 110,426
Average shareholders' equity $ 7,505,801 $ 7,428,665 $ 7,347,265 $ 7,321,257 $ 7,121,252
Less: Average goodwill and other intangible assets (3,567,421 ) (3,573,197 ) (3,576,630 ) (3,542,427 ) (3,458,659 )
Average tangible shareholders’ equity $ 3,938,380 $ 3,855,468 $ 3,770,635 $ 3,778,830 $ 3,662,593
Return on average tangible common equity (F) 13.23 % 13.50 % 13.50 % 11.81 % 12.06 %
Reconciliation of return on average common equity to return on average tangible common equity excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, and FDIC special assessment, net of tax:
Net income excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax(V): $ 130,225 $ 130,076 $ 127,155 $ 116,560 $ 110,191
Average shareholders' equity $ 7,505,801 $ 7,428,665 $ 7,347,265 $ 7,321,257 $ 7,121,252
Less: Average goodwill and other intangible assets (3,567,421 ) (3,573,197 ) (3,576,630 ) (3,542,427 ) (3,458,659 )
Average tangible shareholders’ equity $ 3,938,380 $ 3,855,468 $ 3,770,635 $ 3,778,830 $ 3,662,593
Return on average tangible common equity excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax (F) (V) 13.23 % 13.50 % 13.49 % 12.34 % 12.03 %
Reconciliation of book value per share to tangible book value per share:
Shareholders’ equity $ 7,517,061 $ 7,438,495 $ 7,361,249 $ 7,283,444 $ 7,104,544
Less: Goodwill and other intangible assets (3,565,533 ) (3,569,176 ) (3,574,566 ) (3,578,431 ) (3,457,159 )
Tangible shareholders’ equity $ 3,951,528 $ 3,869,319 $ 3,786,683 $ 3,705,013 $ 3,647,385
Period end shares outstanding 95,258 95,275 95,261 95,262 93,525
Tangible book value per share $ 41.48 $ 40.61 $ 39.75 $ 38.89 $ 39.00
Reconciliation of equity to assets ratio to period end tangible equity to period end tangible assets ratio:
Tangible shareholders’ equity $ 3,951,528 $ 3,869,319 $ 3,786,683 $ 3,705,013 $ 3,647,385
Total assets $ 38,764,675 $ 39,566,738 $ 40,115,320 $ 39,762,294 $ 38,756,520
Less: Goodwill and other intangible assets (3,565,533 ) (3,569,176 ) (3,574,566 ) (3,578,431 ) (3,457,159 )
Tangible assets $ 35,199,142 $ 35,997,562 $ 36,540,754 $ 36,183,863 $ 35,299,361
Period end tangible equity to period end tangible assets ratio 11.23 % 10.75 % 10.36 % 10.24 % 10.33 %

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Three Months Ended
Mar 31, 2025 Dec 31, 2024 Sep 30, 2024 Jun 30, 2024 Mar 31, 2024
Reconciliation of allowance for credit losses to total loans to allowance for credit losses on loans to total loans excluding Warehouse Purchase Program:
Allowance for credit losses on loans $ 349,101 $ 351,805 $ 354,397 $ 359,852 $ 330,219
Total loans $ 21,977,570 $ 22,149,209 $ 22,380,852 $ 22,320,815 $ 21,265,247
Less: Warehouse Purchase Program loans (1,057,893 ) (1,080,903 ) (1,228,706 ) (1,081,403 ) (864,924 )
Total loans less Warehouse Purchase Program $ 20,919,677 $ 21,068,306 $ 21,152,146 $ 21,239,412 $ 20,400,323
Allowance for credit losses on loans to total loans excluding Warehouse Purchase Program 1.67 % 1.67 % 1.68 % 1.69 % 1.62 %
Reconciliation of efficiency ratio to efficiency ratio excluding net gains and losses on the sale, write-down or write-up of assets and securities:
Noninterest expense $ 140,301 $ 141,545 $ 140,338 $ 152,842 $ 135,848
Net interest income $ 265,382 $ 267,774 $ 261,691 $ 258,786 $ 238,244
Noninterest income 41,301 39,837 41,099 46,003 38,870
Less: net (loss) gain on sale or write-down of assets (235 ) 584 3,178 (903 ) (35 )
Less: net gain on sale or write-up of securities 224 10,723 298
Noninterest income excluding net gains and losses on the sale, write-down or write-up of assets and securities 41,536 39,253 37,697 36,183 38,607
Total income excluding net gains and losses on the sale, write-down or write-up of assets and securities $ 306,918 $ 307,027 $ 299,388 $ 294,969 $ 276,851
Efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities 45.71 % 46.10 % 46.87 % 51.82 % 49.07 %
Reconciliation of efficiency ratio to efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities, merger related expenses and FDIC special assessment:
Noninterest expense $ 140,301 $ 141,545 $ 140,338 $ 152,842 $ 135,848
Less: merger related expenses 63 4,381
Less: FDIC special assessment 3,554
Noninterest expense excluding merger related expenses and FDIC special assessment $ 140,301 $ 141,545 $ 140,275 $ 144,907 $ 135,848
Net interest income $ 265,382 $ 267,774 $ 261,691 $ 258,786 $ 238,244
Noninterest income 41,301 39,837 41,099 46,003 38,870
Less: net (loss) gain on sale or write down of assets (235 ) 584 3,178 (903 ) (35 )
Less: net gain on sale or write-up of securities 224 10,723 298
Noninterest income excluding net gains and losses on the sale, write-down or write-up of assets and securities 41,536 39,253 37,697 36,183 38,607
Total income excluding net gains and losses on the sale, write-down or write-up of assets and securities $ 306,918 $ 307,027 $ 299,388 $ 294,969 $ 276,851
Efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities, merger related expenses and FDIC special assessment 45.71 % 46.10 % 46.85 % 49.13 % 49.07 %

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