Atlantic Union Bankshares Reports Fourth Quarter and Full Year Financial Results

RICHMOND, Va.--( BUSINESS WIRE)--Atlantic Union Bankshares Corporation (the “Company” or “Atlantic Union”) (NYSE: AUB) reported net income available to common shareholders of $109.0 million and both basic and diluted earnings per common share of $0.77, for the fourth quarter of 2025 and adjusted operating earnings available to common shareholders (1) of $138.4 million and adjusted diluted operating earnings per common share (1) of $0.97 for the fourth quarter of 2025.

Net income available to common shareholders was $261.8 million and both basic and diluted earnings per common share were $2.03 for the year ended December 31, 2025. Adjusted operating earnings available to common shareholders (1) were $444.8 million and adjusted diluted operating earnings per common share (1) were $3.44 for the year ended December 31, 2025.

“Atlantic Union had a strong fourth quarter, reflecting disciplined execution and a successful integration of the Sandy Spring Bancorp, Inc. acquisition,” said John C. Asbury, president and chief executive officer of Atlantic Union. “We believe that the adjusted operating results for the quarter showcase the organization’s earnings capacity. While merger-related charges continued to affect this quarter’s results, the underlying operating performance supports our continued confidence in achieving the strategic goals associated with the Sandy Spring acquisition—namely, the targets for adjusted operating return on assets, return on tangible common equity, and efficiency ratio.

“Atlantic Union is a story of transformation from a Virginia community bank to the largest regional bank headquartered in the lower Mid-Atlantic, with operations in Virginia, Maryland, and a growing presence in North Carolina. Operating under the mantra of soundness, profitability, and growth – in that order of priority – Atlantic Union remains committed to generating sustainable, profitable growth and building long-term value for our shareholders.”

NET INTEREST INCOME

For the fourth quarter of 2025, net interest income was $330.2 million, an increase of $11.0 million from $319.2 million in the third quarter of 2025. Net interest income - fully taxable equivalent (“FTE”) (1) was $334.8 million in the fourth quarter of 2025, an increase of $11.2 million from $323.6 million in the third quarter of 2025. The increases from the prior quarter in both net interest income and net interest income (FTE) (1) are due primarily to a decrease in interest expense resulting from lower deposit costs, reflecting the impact of the Federal Reserve lowering the Federal Funds rates by 75 basis points from September 2025 through December 2025, as well as increases in investment income and income on loans held for investment (“LHFI”), primarily driven by increases in accretion income due to the acquisition of Sandy Spring Bancorp, Inc. (the “Sandy Spring acquisition”) and loan fees. These increases were partially offset by a decrease in other earning asset interest income, primarily driven by lower average cash and cash equivalent balances in the fourth quarter.

For the fourth quarter of 2025, the Company’s net interest margin and net interest margin (FTE) (1) increased 13 basis points from the prior quarter to 3.90% and 3.96%, respectively, primarily due to lower cost of funds, partially offset by a decrease in earning asset yields. Cost of funds decreased 14 basis points from the prior quarter to 2.03% for the fourth quarter of 2025, primarily due to lower deposit costs. Earning asset yields for the fourth quarter of 2025 decreased 1 basis point to 5.99%, compared to the third quarter of 2025, due primarily to lower investment and other earning asset yields, partially offset by higher loan yields.

The Company’s net interest margin (FTE) (1) includes the impact of acquisition accounting fair value adjustments. Net accretion income related to acquisition accounting was $45.9 million for the quarter ended December 31, 2025 compared to $41.9 million for the quarter ended September 30, 2025. The impact of accretion and amortization for the periods presented are reflected in the following table (dollars in thousands):

Loan

Deposit

Borrowings

Accretion

Amortization

Total

For the quarter ended September 30, 2025

43,949

1,237

(3,266

)

41,920

For the quarter ended December 31, 2025

48,363

762

(3,178

)

45,947

ASSET QUALITY

Overview

At December 31, 2025, nonperforming assets (“NPAs”) as a percentage of total LHFI was 0.42%, a decrease of 7 basis points from the prior quarter and included nonaccrual loans of $115.1 million. The decrease in NPAs as a percentage of LHFI was primarily due to lower levels of new nonperforming loans during the quarter as compared to the third quarter of 2025, and continued progress resolving existing NPAs during the quarter. Accruing past due loans as a percentage of total LHFI totaled 41 basis points at December 31, 2025, an increase of 14 basis points from September 30, 2025, and an increase of 10 basis points from December 31, 2024. Net charge-offs were 0.01% of total average LHFI (annualized) for the fourth quarter of 2025, a decrease of 55 basis points compared to September 30, 2025 and a decrease of 2 basis points compared to December 31, 2024. The allowance for credit losses (“ACL”) totaled $321.3 million at December 31, 2025, a $1.3 million increase from the prior quarter.

Nonperforming Assets

The following table shows a summary of NPA balances at the quarters ended (dollars in thousands):

December 31,

September 30,

June 30,

March 31,

December 31,

2025

2024

Nonaccrual loans

115,051

131,240

162,615

69,015

57,969

Foreclosed properties

1,826

2,001

774

404

Total nonperforming assets

116,877

133,241

163,389

69,419

58,373

The following table shows the activity in nonaccrual loans for the quarters ended (dollars in thousands):

December 31,

September 30,

June 30,

March 31,

December 31,

2025

2024

Beginning Balance

131,240

162,615

69,015

57,969

36,847

Net customer payments and other activity (1)

(21,667

)

(17,947

)

(4,595

)

(898

)

(11,491

)

Additions (1)

7,816

25,333

98,975

13,197

34,446

Charge-offs

(2,307

)

(37,410

)

(780

)

(1,253

)

(1,231

)

Loans returning to accruing status

(31

)

(77

)

—

(602

)

Transfers to foreclosed property

—

(1,274

)

—

Ending Balance

115,051

131,240

162,615

69,015

57,969

The Company recorded measurement period adjustments in the third and fourth quarters of 2025 related to the fair values of certain loans, which impacted the nonaccrual activity for the quarters ended September 30, 2025 and December 31, 2025. The increase in additions during the quarter ended June 30, 2025 was primarily due to purchase credit deteriorated loans acquired from Sandy Spring Bancorp, Inc. (“Sandy Spring”).

Past Due Loans

At December 31, 2025, past due loans still accruing interest totaled $113.0 million or 0.41% of total LHFI, compared to $74.2 million or 0.27% of total LHFI at September 30, 2025, and $57.7 million or 0.31% of total LHFI at December 31, 2024. The increase in past due loans from the prior quarter were primarily driven by increases within LHFI 30-59 days past due and LHFI 90 days or more past due and still accruing, partially offset by decreases in LHFI 60-89 days past due.

Allowance for Credit Losses

At December 31, 2025, the ACL was $321.3 million, an increase of $1.3 million from the prior quarter, comprised of an allowance for loan and lease losses (“ALLL”) of $295.1 million and a reserve for unfunded commitments (“RUC”) of $26.2 million. This increase in the ACL was primarily driven by loan growth in the fourth quarter of 2025.

The ACL as a percentage of total LHFI was 1.16% at December 31, 2025, compared to 1.17% at September 30, 2025. The ALLL as a percentage of total LHFI was 1.06% at December 31, 2025, compared to 1.07% at September 30, 2025.

Net Charge-offs

Net charge-offs were $0.9 million or 0.01% of total average LHFI on an annualized basis for the fourth quarter of 2025, compared to $38.6 million or 0.56% (annualized) for the third quarter of 2025, and $1.4 million or 0.03% (annualized) for the fourth quarter of 2024. The decrease in net charge-offs as compared to the third quarter of 2025 was due to the charge-off of two individually assessed commercial and industrial loans in the third quarter of 2025 that had been partially reserved for in prior quarters.

Provision for Credit Losses

For the fourth quarter of 2025, the Company recorded a provision for credit losses of $2.2 million, compared to $16.2 million in the prior quarter, and $17.5 million in the fourth quarter of 2024. The provision for credit losses decreased compared to the prior quarter primarily due to a decrease in net charge-offs in the fourth quarter of 2025, as the prior quarter included the charge-off of two individually assessed commercial and industrial loans that had been partially reserved for in prior quarters. The provision for credit losses decreased as compared to the prior year primarily because a $13.1 million specific reserve was recorded in the fourth quarter of 2024 on an impaired commercial and industrial loan.

NONINTEREST INCOME

Noninterest income increased $5.2 million to $57.0 million for the fourth quarter of 2025 from $51.8 million in the prior quarter, primarily driven by a $4.8 million pre-tax loss in the prior quarter related to the final settlement of the sale of approximately $2.0 billion of performing commercial real estate (“CRE”) loans executed at the end of the second quarter of 2025 as part of the Sandy Spring acquisition.

Adjusted operating noninterest income (1), which excludes the pre-tax loss on the CRE loan sale ($4.8 million in the third quarter), pre-tax gain on sale of our equity interest in Cary Street Partners (“CSP”) ($457,000 in the fourth quarter), and pre-tax gains on sale of securities ($2,000 in the fourth quarter and $4,000 in the third quarter), totaled $56.5 million for the fourth quarter of 2025, which was relatively consistent with $56.6 million in the prior quarter. Compared to the prior quarter, service charges on deposit accounts decreased $1.1 million, other operating income decreased $807,000, primarily due to a decrease in equity method investment income, and mortgage banking income decreased $727,000 due to a seasonal decrease in mortgage loan origination volumes, offset by higher loan-related interest rate swap fees of $2.5 million due to an increase in transaction volumes and by increased fiduciary and asset management fees of $1.3 million, primarily due to an increase in estate fees, personal trust income, and investment advisory fees.

NONINTEREST EXPENSE

Noninterest expense increased $4.8 million to $243.2 million for the fourth quarter of 2025 from $238.4 million in the prior quarter, primarily driven by a $3.8 million increase in merger-related costs, primarily related to the core systems conversion and lease termination costs associated with the Sandy Spring acquisition.

Adjusted operating noninterest expense (1), which excludes merger-related costs ($38.6 million in the fourth quarter and $34.8 million in the third quarter) and amortization of intangible assets ($17.7 million in the fourth quarter and $18.1 million in the third quarter) increased $1.4 million to $186.9 million, compared to $185.5 million in the prior quarter. This increase was primarily due to a $2.4 million increase in other expenses, primarily due to an increase in non-credit-related losses on customer transactions, and a $1.7 million increase in marketing and advertising expenses. These increases were partially offset by a $1.4 million decrease in Federal Deposit Insurance Corporation ("FDIC") assessment premiums and other insurance due to a lower assessment in the fourth quarter of 2025 and a $1.2 million decline in furniture and equipment expenses, primarily driven by lower software amortization expense related to the integration of Sandy Spring.

INCOME TAXES

The Company’s effective tax rate for the three months ended December 31, 2025 and 2024 was 21.0% and 19.0%, respectively. The increase in the effective tax rate reflects the impact of the Sandy Spring acquisition, which expanded the Company’s state income tax footprint.

The effective tax rate for the years ended December 31, 2025 and 2024 was 18.8% and 19.5%, respectively. The decrease in the effective tax rate reflects the impact of a $7.7 million income tax benefit related to the Company re-evaluating its state net deferred tax assets as a result of the Sandy Spring acquisition, partially offset by an increase in state tax expense due to the Company’s expanding state income tax footprint.

BALANCE SHEET

At December 31, 2025, total assets were $37.6 billion, an increase of $513.0 million or approximately 5.5% (annualized) from September 30, 2025, and an increase of $13.0 billion or approximately 52.9% from December 31, 2024. Total assets increased from the prior quarter primarily due to increases in LHFI and cash and cash equivalents. The increase in total assets from the same period in the prior year was primarily driven by the Sandy Spring acquisition.

Preliminary goodwill associated with the Sandy Spring acquisition totaled $519.2 million at December 31, 2025, which was calculated based on the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date, inclusive of subsequent measurement period adjustments, and is subject to change if the Company obtains additional information and evidence within the one-year measurement period. The Company recorded measurement period adjustments in the third and fourth quarters of 2025 related to the Sandy Spring acquisition, primarily related to other liabilities, fair values of certain loans, and other assets, which resulted in a $22.4 million increase in preliminary goodwill associated with the Sandy Spring acquisition compared to April 1, 2025.

At December 31, 2025, LHFI totaled $27.8 billion, an increase of $435.0 million or 6.3% (annualized) from September 30, 2025, and an increase of $9.3 billion or 50.5% from December 31, 2024. LHFI increased from the prior quarter primarily due to increases in the non-owner occupied commercial real estate, commercial and industrial, and multifamily real estate loan portfolios, partially offset by decreases in the construction and land development loan portfolio. The increase from the same period in the prior year was primarily due to the Sandy Spring acquisition, as well as organic loan growth.

At December 31, 2025, total investments were $5.3 billion, a decrease of $41.9 million or 3.1% (annualized) from September 30, 2025, and an increase of $1.9 billion or 57.3% from December 31, 2024. The decrease compared to the prior quarter was primarily due to principal repayments and maturities of available for sale (“AFS”) securities, and the increase compared to the same period in the prior year was primarily due to the Sandy Spring acquisition. AFS securities totaled $4.2 billion at December 31, 2025, $4.3 billion at September 30, 2025, and $2.4 billion at December 31, 2024. Total net unrealized losses on the AFS securities portfolio were $295.7 million at December 31, 2025, compared to $327.6 million at September 30, 2025, and $402.6 million at December 31, 2024. HTM securities are carried at cost and totaled $884.2 million at December 31, 2025, $883.8 million at September 30, 2025, and $803.9 million at December 31, 2024 and had net unrealized losses of $27.4 million at December 31, 2025, $35.7 million at September 30, 2025, and $44.5 million at December 31, 2024.

At December 31, 2025, total deposits were $30.5 billion, a decrease of $193.7 million or 2.5% (annualized) from the prior quarter. Total deposits at December 31, 2025 increased $10.1 billion or 49.4% from December 31, 2024. The decrease in deposit balances from the prior quarter are due to decreases of $260.0 million in demand deposits, largely driven by typical seasonal patterns, and $14.5 million in interest-bearing customer deposits due to decreases in high-cost non-relationship deposits from the Sandy Spring portfolio, partially offset by an increase of $80.8 million in brokered deposits. The increase from the same period in the prior year is primarily due to the addition of the Sandy Spring acquired deposits.

At December 31, 2025, total borrowings were $1.5 billion, an increase of $637.0 million from September 30, 2025, and an increase of $962.7 million from December 31, 2024. The increase in borrowings from the prior quarter was primarily due to increases in Federal Home Loan Bank (“FHLB”) advances for loan fundings and deposit cash flows, while the increase from the same period in the prior year was primarily due to increases in FHLB advances and additional borrowings in connection with the Sandy Spring acquisition used for general funding and capital purposes.

The following table shows the Company’s capital ratios at the quarters ended:

12/31/2025

9/30/2025

12/31/2024

Common equity Tier 1 capital ratio (2)

10.10

9.92

9.96

Tier 1 capital ratio (2)

10.64

10.46

10.76

Total capital ratio (2)

13.90

13.81

13.61

Leverage ratio (Tier 1 capital to average assets) (2)

9.10

8.92

9.29

Common equity to total assets

12.88

12.81

12.11

Tangible common equity to tangible assets (1)

7.85

7.69

7.21

_______________________

(1)

These are financial measures not calculated in accordance with generally accepted accounting principles (“GAAP”). For a reconciliation of these non-GAAP financial measures, see the “Alternative Performance Measures (non-GAAP)” section of the Key Financial Results.

(2)

All ratios at December 31, 2025 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.

During the fourth quarter of 2025, the Company declared and paid a quarterly dividend on the outstanding shares of Series A Preferred Stock of $171.88 per share (equivalent to $0.43 per outstanding depositary share), consistent with the third quarter of 2025 and the fourth quarter of 2024. During the fourth quarter of 2025, the Company also declared and paid cash dividends of $0.37 per common share, a $0.03 increase or 8.8% from both the third quarter of 2025 and fourth quarter of 2024.

ABOUT ATLANTIC UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Atlantic Union Bankshares Corporation (NYSE: AUB) is the holding company for Atlantic Union Bank. Atlantic Union Bank has branches and ATMs located in Virginia, Maryland, North Carolina and Washington D.C. Certain non-bank financial services affiliates of Atlantic Union Bank include: Atlantic Union Equipment Finance, Inc., which provides equipment financing; Atlantic Union Financial Consultants, LLC, which provides brokerage services; and Union Insurance Group, LLC, which offers various lines of insurance products.

FOURTH QUARTER AND FULL YEAR 2025 EARNINGS RELEASE CONFERENCE CALL

The Company will hold a conference call and webcast for investors at 9:00 a.m. Eastern Time on Thursday, January 22, 2026, during which management will review our financial results for the fourth quarter and full year 2025 and provide an update on our recent activities.

The listen-only webcast and the accompanying slides can be accessed at: https://edge.media-server.com/mmc/p/gn6f9s2g.

For analysts who wish to participate in the conference call, please register at the following URL: https://register-conf.media-server.com/register/BIed6373a327fa40d5a345305dcc567554. To participate in the conference call, you must use the link to receive an audio dial-in number and an Access PIN.

A replay of the webcast, and the accompanying slides, will be available on the Company’s website for 90 days at: https://investors.atlanticunionbank.com/.

NON-GAAP FINANCIAL MEASURES

In reporting the results as of and for the period ended December 31, 2025, we have provided supplemental performance measures determined by methods other than in accordance with GAAP. These non-GAAP financial measures are a supplement to GAAP, which we use to prepare our financial statements, and should not be considered in isolation or as a substitute for comparable measures calculated in accordance with GAAP. In addition, our non-GAAP financial measures may not be comparable to non-GAAP financial measures of other companies. We use the non-GAAP financial measures discussed herein in our analysis of our performance. Management believes that these non-GAAP financial measures provide additional understanding of our ongoing operations, enhance the comparability of our results of operations with prior periods and show the effects of significant gains and charges in the periods presented without the impact of items or events that may obscure trends in our underlying performance. For a reconciliation of these measures to their most directly comparable GAAP measures and additional information about these non-GAAP financial measures, see “Alternative Performance Measures (non-GAAP)” in the tables within the section “Key Financial Results.”

FORWARD-LOOKING STATEMENTS

This press release and statements by our management may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include, without limitation, statements made in Mr. Asbury’s quotations, statements regarding the acquisition of Sandy Spring, including expectations with regard to the benefits of the Sandy Spring acquisition; statements regarding our expectations with regard to the benefits of the American National acquisition; statements regarding our future ability to recognize the benefits of certain tax assets; statements regarding our business, financial and operating results, including our deposit base and funding; the impact of changes in economic conditions, anticipated changes in the interest rate environment and the related impacts on our net interest margin, changes in economic, fiscal or trade policy and the potential impacts on our business, loan demand and economic conditions in our markets and nationally; management’s beliefs regarding our liquidity, capital resources, asset quality, CRE loan portfolio and our customer relationships; and statements that include other projections, predictions, expectations, or beliefs about future events or results or otherwise are not statements of historical fact. Such forward-looking statements are based on certain assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties, and other factors, some of which cannot be predicted or quantified, that may cause actual results, performance, or achievements to be materially different from those expressed or implied by such forward-looking statements. Forward-looking statements are often characterized by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “seek to,” “potential,” “continue,” “confidence,” or words of similar meaning or other statements concerning opinions or judgment of the Company and our management about future events. Although we believe that our expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of our existing knowledge of our business and operations, there can be no assurance that actual future results, performance, or achievements of, or trends affecting, us will not differ materially from any projected future results, performance, achievements or trends expressed or implied by such forward-looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the effects of or changes in:

Please also refer to such other factors as discussed throughout Part I, Item 1A. “Risk Factors” and Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10‑K for the year ended December 31, 2024, and related disclosures in other filings, which have been filed with the U.S. Securities and Exchange Commission (“SEC”) and are available on the SEC’s website at www.sec.gov. All risk factors and uncertainties described herein and therein should be considered in evaluating forward-looking statements, and all the forward-looking statements are expressly qualified by the cautionary statements contained or referred to herein and therein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on the Company or our businesses or operations. Readers are cautioned not to rely too heavily on forward-looking statements. Forward-looking statements speak only as of the date they are made. We do not intend or assume any obligation to update, revise or clarify any forward-looking statements that may be made from time to time by or on behalf of the Company, whether as a result of new information, future events or otherwise, except as required by law.

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Year Ended

12/31/25

9/30/25

12/31/24

12/31/25

12/31/24

(unaudited)

(audited)

Results of Operations

Interest and dividend income

501,842

503,437

319,204

1,821,487

1,227,535

Interest expense

171,674

184,227

135,956

666,574

528,996

Net interest income

330,168

319,210

183,248

1,154,913

698,539

Provision for credit losses

2,211

16,233

17,496

141,788

50,089

Net interest income after provision for credit losses

327,957

302,977

165,752

1,013,125

648,450

Noninterest income

57,000

51,751

35,227

219,436

118,878

Noninterest expenses

243,243

238,446

129,675

895,570

507,534

Income before income taxes

141,714

116,282

71,304

336,991

259,794

Income tax expense

29,748

24,142

13,519

63,276

50,663

Net income

111,966

92,140

57,785

273,715

209,131

Dividends on preferred stock

2,967

11,868

Net income available to common shareholders

108,999

89,173

54,818

261,847

197,263

Interest earned on earning assets (FTE) (1)

506,463

507,856

322,995

1,838,648

1,242,761

Net interest income (FTE) (1)

334,789

323,629

187,039

1,172,074

713,765

Total revenue (FTE) (1)

391,789

375,380

222,266

1,391,510

832,643

Pre-tax pre-provision adjusted operating earnings (7)

182,092

172,128

95,796

610,466

357,234

Key Ratios

Earnings per common share, diluted

0.77

0.63

0.60

2.03

2.24

Return on average assets (ROA)

1.19

0.98

0.92

0.80

0.88

Return on average equity (ROE)

8.97

7.51

7.23

6.16

7.04

Return on average tangible common equity (ROTCE) (2) (3)

17.85

15.51

13.77

12.82

13.35

Efficiency ratio

62.83

64.28

59.35

65.16

62.09

Efficiency ratio (FTE) (1)

62.09

63.52

58.34

64.36

60.95

Net interest margin

3.90

3.77

3.26

3.74

3.27

Net interest margin (FTE) (1)

3.96

3.83

3.33

3.80

3.34

Yields on earning assets (FTE) (1)

5.99

6.00

5.74

5.95

5.82

Cost of interest-bearing liabilities

2.74

2.93

3.20

2.90

3.29

Cost of deposits

2.03

2.18

2.48

2.16

2.48

Cost of funds

2.03

2.17

2.41

2.15

2.48

Operating Measures (4)

Adjusted operating earnings

141,366

122,693

64,364

456,710

264,694

Adjusted operating earnings available to common shareholders

138,399

119,726

61,397

444,842

252,826

Adjusted operating earnings per common share, diluted

0.97

0.84

0.67

3.44

2.88

Adjusted operating ROA

1.50

1.30

1.03

1.33

1.11

Adjusted operating ROE

11.33

10.00

8.06

10.27

8.91

Adjusted operating ROTCE (2) (3)

22.12

20.09

15.30

20.41

16.85

Adjusted operating efficiency ratio (FTE) (1)(6)

47.77

48.79

52.67

49.68

53.31

Per Share Data

Earnings per common share, basic

0.77

0.63

0.61

2.03

2.29

Earnings per common share, diluted

0.77

0.63

0.60

2.03

2.24

Cash dividends paid per common share

0.37

0.34

1.39

1.30

Market value per share

35.30

35.29

37.88

35.30

37.88

Book value per common share (8)

34.14

33.52

33.40

34.14

33.40

Tangible book value per common share (2)(8)

19.69

18.99

18.83

19.69

18.83

Price to earnings ratio, diluted

11.60

14.16

15.90

17.41

16.88

Price to book value per common share ratio (8)

1.03

1.05

1.13

1.03

1.13

Price to tangible book value per common share ratio (2)(8)

1.79

1.86

2.01

1.79

2.01

Unvested shares of restricted stock awards (8)

857,866

885,686

658,001

857,866

658,001

Weighted average common shares outstanding, basic

141,758,460

141,728,909

89,774,079

128,777,445

86,149,978

Weighted average common shares outstanding, diluted

142,118,797

141,986,217

91,533,273

129,161,421

87,909,237

Common shares outstanding at end of period

141,776,886

141,732,071

89,770,231

141,776,886

89,770,231

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Year Ended

12/31/25

9/30/25

12/31/24

12/31/25

12/31/24

(unaudited)

(audited)

Capital Ratios

Common equity Tier 1 capital ratio (5)

10.10

9.92

9.96

10.10

9.96

Tier 1 capital ratio (5)

10.64

10.46

10.76

10.64

10.76

Total capital ratio (5)

13.90

13.81

13.61

13.90

13.61

Leverage ratio (Tier 1 capital to average assets) (5)

9.10

8.92

9.29

9.10

9.29

Common equity to total assets

12.88

12.81

12.11

12.88

12.11

Tangible common equity to tangible assets (2)

7.85

7.69

7.21

7.85

7.21

Financial Condition

Assets

37,585,754

37,072,733

24,585,323

37,585,754

24,585,323

LHFI (net of deferred fees and costs)

27,796,167

27,361,173

18,470,621

27,796,167

18,470,621

Securities

5,268,717

5,310,629

3,348,971

5,268,717

3,348,971

Earning Assets

33,818,712

33,151,873

21,989,690

33,818,712

21,989,690

Goodwill

1,733,287

1,726,386

1,214,053

1,733,287

1,214,053

Amortizable intangibles, net

315,544

333,236

84,563

315,544

84,563

Deposits

30,471,636

30,665,324

20,397,619

30,471,636

20,397,619

Borrowings

1,497,292

860,312

534,578

1,497,292

534,578

Stockholders' equity

5,006,398

4,917,058

3,142,879

5,006,398

3,142,879

Tangible common equity (2)

2,791,210

2,691,079

1,677,906

2,791,210

1,677,906

Loans held for investment, net of deferred fees and costs

Construction and land development

1,666,381

2,163,182

1,731,108

1,666,381

1,731,108

Commercial real estate - owner occupied

4,305,796

4,335,919

2,370,119

4,305,796

2,370,119

Commercial real estate - non-owner occupied

7,178,515

6,805,302

4,935,590

7,178,515

4,935,590

Multifamily real estate

2,418,250

2,196,467

1,240,209

2,418,250

1,240,209

Commercial & Industrial

5,229,728

4,956,770

3,864,695

5,229,728

3,864,695

Residential 1-4 Family - Commercial

1,100,157

1,105,067

719,425

1,100,157

719,425

Residential 1-4 Family - Consumer

2,825,259

2,799,669

1,293,817

2,825,259

1,293,817

Residential 1-4 Family - Revolving

1,248,284

1,186,298

756,944

1,248,284

756,944

Auto

183,720

211,900

316,368

183,720

316,368

Consumer

121,488

121,620

104,882

121,488

104,882

Other Commercial

1,518,589

1,478,979

1,137,464

1,518,589

1,137,464

Total LHFI

27,796,167

27,361,173

18,470,621

27,796,167

18,470,621

Deposits

Interest checking accounts

7,193,204

6,916,702

5,494,550

7,193,204

5,494,550

Money market accounts

6,863,981

6,932,836

4,291,097

6,863,981

4,291,097

Savings accounts

2,747,622

2,882,897

1,025,896

2,747,622

1,025,896

Customer time deposits of more than $250,000

1,737,345

1,773,710

1,202,657

1,737,345

1,202,657

Customer time deposits of $250,000 or less

3,956,571

4,007,070

2,888,476

3,956,571

2,888,476

Time deposits

5,693,916

5,780,780

4,091,133

5,693,916

4,091,133

Total interest-bearing customer deposits

22,498,723

22,513,215

14,902,676

22,498,723

14,902,676

Brokered deposits

1,128,284

1,047,467

1,217,895

1,128,284

1,217,895

Total interest-bearing deposits

23,627,007

23,560,682

16,120,571

23,627,007

16,120,571

Demand deposits

6,844,629

7,104,642

4,277,048

6,844,629

4,277,048

Total deposits

30,471,636

30,665,324

20,397,619

30,471,636

20,397,619

Averages

Assets

37,356,117

37,377,383

24,971,836

34,380,986

23,862,190

LHFI (net of deferred fees and costs)

27,433,274

27,386,338

18,367,657

25,116,692

17,647,589

Loans held for sale

24,387

27,185

12,606

458,267

11,912

Securities

5,269,097

4,955,297

3,442,340

4,589,613

3,394,095

Earning assets

33,555,065

33,563,417

22,373,970

30,876,034

21,347,677

Deposits

30,884,349

31,031,655

20,757,521

28,442,104

19,533,259

Time deposits

6,229,539

6,283,031

4,862,446

5,950,382

4,333,362

Interest-bearing deposits

23,919,801

24,071,758

16,343,745

22,078,128

15,212,033

Borrowings

914,352

868,783

543,061

911,154

862,716

Interest-bearing liabilities

24,834,153

24,940,541

16,886,806

22,989,282

16,074,749

Stockholders' equity

4,950,858

4,866,989

3,177,934

4,446,839

2,971,111

Tangible common equity (2)

2,733,470

2,647,488

1,711,580

2,410,115

1,591,349

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Year Ended

12/31/25

9/30/25

12/31/24

12/31/25

12/31/24

(unaudited)

(audited)

Asset Quality

Allowance for Credit Losses (ACL)

Beginning balance, Allowance for loan and lease losses (ALLL)

293,035

315,574

160,685

178,644

132,182

Add: Recoveries

3,043

1,847

2,816

7,411

7,194

Less: Charge-offs

3,959

40,440

4,255

49,864

15,956

Add: Initial Allowance - Purchased Credit Deteriorated (PCD) loans

—

28,265

3,896

Add: Initial Provision - Non-PCD loans

—

89,538

13,229

Add: Provision for loan losses

2,989

16,054

19,398

41,114

38,099

Ending balance, ALLL

295,108

293,035

178,644

295,108

178,644

Beginning balance, Reserve for unfunded commitment (RUC)

26,951

26,778

16,943

15,041

16,269

Add: Initial Provision - RUC acquired loans

—

11,425

1,353

Add: Provision for unfunded commitments

(790

)

173

(1,902

)

(305

)

(2,581

)

Ending balance, RUC

26,161

26,951

15,041

26,161

15,041

Total ACL

321,269

319,986

193,685

321,269

193,685

ACL / total LHFI

1.16

1.17

1.05

1.16

1.05

ALLL / total LHFI

1.06

1.07

0.97

1.06

0.97

Net charge-offs / total average LHFI (annualized)

0.01

0.56

0.03

0.17

0.05

Provision for loan losses/ total average LHFI (annualized)

0.04

0.23

0.42

0.52

0.29

Nonperforming Assets

Construction and land development

4,303

61,436

1,313

4,303

1,313

Commercial real estate - owner occupied

6,034

6,467

2,915

6,034

2,915

Commercial real estate - non-owner occupied

11,301

13,125

1,167

11,301

1,167

Multifamily real estate

45,369

1,583

132

45,369

132

Commercial & Industrial

10,288

9,193

33,702

10,288

33,702

Residential 1-4 Family - Commercial

6,657

6,615

1,510

6,657

1,510

Residential 1-4 Family - Consumer

23,297

23,623

12,725

23,297

12,725

Residential 1-4 Family - Revolving

5,643

5,444

3,826

5,643

3,826

Auto

572

556

659

572

659

Consumer

Other Commercial

1,575

3,161

—

1,575

—

Nonaccrual loans

115,051

131,240

57,969

115,051

57,969

Foreclosed property

1,826

2,001

404

1,826

404

Total nonperforming assets (NPAs)

116,877

133,241

58,373

116,877

58,373

Construction and land development

1,481

1,856

120

1,481

120

Commercial real estate - owner occupied

4,788

2,790

1,592

4,788

1,592

Commercial real estate - non-owner occupied

2,099

2,283

6,874

2,099

6,874

Multifamily real estate

6,140

2,088

—

6,140

—

Commercial & Industrial

9,114

1,005

955

9,114

955

Residential 1-4 Family - Commercial

2,379

2,570

949

2,379

949

Residential 1-4 Family - Consumer

5,633

2,955

1,307

5,633

1,307

Residential 1-4 Family - Revolving

3,458

1,816

1,710

3,458

1,710

Auto

404

348

284

404

284

Consumer

311

Other Commercial

—

308

—

308

LHFI ≥ 90 days and still accruing

35,551

18,022

14,143

35,551

14,143

Total NPAs and LHFI ≥ 90 days

152,428

151,263

72,516

152,428

72,516

NPAs / total LHFI

0.42

0.49

0.32

0.42

0.32

NPAs / total assets

0.31

0.36

0.24

0.31

0.24

ALLL / nonaccrual loans

256.50

223.28

308.17

256.50

308.17

ALLL/ nonperforming assets

252.49

219.93

306.04

252.49

306.04

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Year Ended

12/31/25

9/30/25

12/31/24

12/31/25

12/31/24

(unaudited)

(audited)

Past Due Detail

Construction and land development

1,455

1,387

1,455

Commercial real estate - owner occupied

7,241

5,346

2,080

7,241

2,080

Commercial real estate - non-owner occupied

9,482

4,295

1,381

9,482

1,381

Multifamily real estate

3,113

1,366

Commercial & Industrial

8,935

4,902

9,405

8,935

9,405

Residential 1-4 Family - Commercial

2,634

2,843

697

2,634

697

Residential 1-4 Family - Consumer

17,911

1,871

5,928

17,911

5,928

Residential 1-4 Family - Revolving

3,994

3,074

1,824

3,994

1,824

Auto

3,332

2,744

3,615

3,332

3,615

Consumer

444

329

804

444

804

Other Commercial

3,242

—

2,167

3,242

2,167

LHFI 30-59 days past due

58,722

29,904

29,305

58,722

29,305

Construction and land development

5,784

—

Commercial real estate - owner occupied

3,171

2,217

1,074

3,171

1,074

Commercial real estate - non-owner occupied

1,455

—

1,455

—

Multifamily real estate

247

2,553

—

247

—

Commercial & Industrial

3,552

8,397

3,552

Residential 1-4 Family - Commercial

1,306

803

665

1,306

665

Residential 1-4 Family - Consumer

5,628

3,320

7,390

5,628

7,390

Residential 1-4 Family - Revolving

2,157

2,162

2,110

2,157

2,110

Auto

797

867

456

797

456

Consumer

171

179

486

171

486

Other Commercial

143

—

2,029

143

2,029

LHFI 60-89 days past due

18,721

26,282

14,279

18,721

14,279

Past Due and still accruing

112,994

74,208

57,727

112,994

57,727

Past Due and still accruing / total LHFI

0.41

0.27

0.31

0.41

0.31

Alternative Performance Measures (non-GAAP)

Net interest income (FTE) (1)

Net interest income (GAAP)

330,168

319,210

183,248

1,154,913

698,539

FTE adjustment

4,621

4,419

3,791

17,161

15,226

Net interest income (FTE) (non-GAAP)

334,789

323,629

187,039

1,172,074

713,765

Noninterest income (GAAP)

57,000

51,751

35,227

219,436

118,878

Total revenue (FTE) (non-GAAP)

391,789

375,380

222,266

1,391,510

832,643

Average earning assets

33,555,065

33,563,417

22,373,970

30,876,034

21,347,677

Net interest margin

3.90

3.77

3.26

3.74

3.27

Net interest margin (FTE)

3.96

3.83

3.33

3.80

3.34

Tangible Assets (2)

Ending assets (GAAP)

37,585,754

37,072,733

24,585,323

37,585,754

24,585,323

Less: Ending goodwill

1,733,287

1,726,386

1,214,053

1,733,287

1,214,053

Less: Ending amortizable intangibles

315,544

333,236

84,563

315,544

84,563

Ending tangible assets (non-GAAP)

35,536,923

35,013,111

23,286,707

35,536,923

23,286,707

Tangible Common Equity (2)

Ending equity (GAAP)

5,006,398

4,917,058

3,142,879

5,006,398

3,142,879

Less: Ending goodwill

1,733,287

1,726,386

1,214,053

1,733,287

1,214,053

Less: Ending amortizable intangibles

315,544

333,236

84,563

315,544

84,563

Less: Perpetual preferred stock

166,357

Ending tangible common equity (non-GAAP)

2,791,210

2,691,079

1,677,906

2,791,210

1,677,906

Average equity (GAAP)

4,950,858

4,866,989

3,177,934

4,446,839

2,971,111

Less: Average goodwill

1,726,933

1,711,081

1,212,724

1,592,391

1,139,422

Less: Average amortizable intangibles

324,099

342,064

87,274

277,977

73,984

Less: Average perpetual preferred stock

166,356

Average tangible common equity (non-GAAP)

2,733,470

2,647,488

1,711,580

2,410,115

1,591,349

ROTCE (2)(3)

Net income available to common shareholders (GAAP)

108,999

89,173

54,818

261,847

197,263

Plus: Amortization of intangibles, tax effected

13,977

14,335

4,435

47,138

15,253

Net income available to common shareholders before amortization of intangibles (non-GAAP)

122,976

103,508

59,253

308,985

212,516

Return on average tangible common equity (ROTCE)

17.85

15.51

13.77

12.82

13.35

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Year Ended

12/31/25

9/30/25

12/31/24

12/31/25

12/31/24

(unaudited)

(audited)

Operating Measures (4)

Net income (GAAP)

111,966

92,140

57,785

273,715

209,131

Plus: Merger-related costs, net of tax

29,742

26,856

6,592

124,590

33,476

Plus: FDIC special assessment, net of tax

—

664

Plus: Deferred tax asset write-down

—

4,774

Plus: CECL Day 1 non-PCD loans and RUC provision expense, net of tax

—

77,742

11,520

Less: Gain (loss) on sale of securities, net of tax

(62

)

(5,129

)

Less: (Loss) gain on CRE loan sale, net of tax

—

(3,700

)

—

8,405

—

Less: Gain on sale of equity interest in CSP, net of tax

340

—

10,994

—

Adjusted operating earnings (non-GAAP)

141,366

122,693

64,364

456,710

264,694

Less: Dividends on preferred stock

2,967

11,868

Adjusted operating earnings available to common shareholders (non-GAAP)

138,399

119,726

61,397

444,842

252,826

Operating Efficiency Ratio (1)(6)

Noninterest expense (GAAP)

243,243

238,446

129,675

895,570

507,534

Less: Amortization of intangible assets

17,692

18,145

5,614

59,668

19,307

Less: Merger-related costs

38,626

34,812

7,013

157,278

40,018

Less: FDIC special assessment

—

840

Adjusted operating noninterest expense (non-GAAP)

186,925

185,489

117,048

678,624

447,369

Noninterest income (GAAP)

57,000

51,751

35,227

219,436

118,878

Less: Gain (loss) on sale of securities

(81

)

(6,493

)

Less: (Loss) gain on CRE loan sale

—

(4,805

)

—

10,915

—

Less: Gain on sale of equity interest in CSP

457

—

14,757

—

Adjusted operating noninterest income (non-GAAP)

56,541

56,552

35,210

193,845

125,371

Net interest income (FTE) (non-GAAP) (1)

334,789

323,629

187,039

1,172,074

713,765

Adjusted operating noninterest income (non-GAAP)

56,541

56,552

35,210

193,845

125,371

Total adjusted revenue (FTE) (non-GAAP) (1)

391,330

380,181

222,249

1,365,919

839,136

Efficiency ratio

62.83

64.28

59.35

65.16

62.09

Efficiency ratio (FTE) (1)

62.09

63.52

58.34

64.36

60.95

Adjusted operating efficiency ratio (FTE) (1)(6)

47.77

48.79

52.67

49.68

53.31

Operating ROA & ROE (4)

Adjusted operating earnings (non-GAAP)

141,366

122,693

64,364

456,710

264,694

Average assets (GAAP)

37,356,117

37,377,383

24,971,836

34,380,986

23,862,190

Return on average assets (ROA) (GAAP)

1.19

0.98

0.92

0.80

0.88

Adjusted operating return on average assets (ROA) (non-GAAP)

1.50

1.30

1.03

1.33

1.11

Average equity (GAAP)

4,950,858

4,866,989

3,177,934

4,446,839

2,971,111

Return on average equity (ROE) (GAAP)

8.97

7.51

7.23

6.16

7.04

Adjusted operating return on average equity (ROE) (non-GAAP)

11.33

10.00

8.06

10.27

8.91

Operating ROTCE (2)(3)(4)

Adjusted operating earnings available to common shareholders (non-GAAP)

138,399

119,726

61,397

444,842

252,826

Plus: Amortization of intangibles, tax effected

13,977

14,335

4,435

47,138

15,253

Adjusted operating earnings available to common shareholders before amortization of intangibles (non-GAAP)

152,376

134,061

65,832

491,980

268,079

Average tangible common equity (non-GAAP)

2,733,470

2,647,488

1,711,580

2,410,115

1,591,349

Adjusted operating return on average tangible common equity (non-GAAP)

22.12

20.09

15.30

20.41

16.85

Pre-tax pre-provision adjusted operating earnings (7)

Net income (GAAP)

111,966

92,140

57,785

273,715

209,131

Plus: Provision for credit losses

2,211

16,233

17,496

141,788

50,089

Plus: Income tax expense

29,748

24,142

13,519

63,276

50,663

Plus: Merger-related costs

38,626

34,812

7,013

157,278

40,018

Plus: FDIC special assessment

—

840

Less: Gain (loss) on sale of securities

(81

)

(6,493

)

Less: (Loss) gain on CRE loan sale

—

(4,805

)

—

10,915

—

Less: Gain on sale of equity interest in CSP

457

—

14,757

—

Pre-tax pre-provision adjusted operating earnings (non-GAAP)

182,092

172,128

95,796

610,466

357,234

Less: Dividends on preferred stock

2,967

11,868

Pre-tax pre-provision adjusted operating earnings available to common shareholders (non-GAAP)

179,125

169,161

92,829

598,598

345,366

Weighted average common shares outstanding, diluted

142,118,797

141,986,217

91,533,273

129,161,421

87,909,237

Pre-tax pre-provision earnings per common share, diluted

1.26

1.19

1.01

4.63

3.93

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Year Ended

12/31/25

9/30/25

12/31/24

12/31/25

12/31/24

(unaudited)

(audited)

Mortgage Origination Held for Sale Volume

Refinance Volume

20,179

11,296

7,335

56,636

21,492

Purchase Volume

79,089

97,729

42,677

341,743

179,565

Total Mortgage loan originations held for sale

99,268

109,025

50,012

398,379

201,057

% of originations held for sale that are refinances

20.3

10.4

14.7

14.2

10.7

Wealth

Assets under management

15,146,318

14,819,080

6,798,258

15,146,318

6,798,258

Other Data

End of period full-time equivalent employees

3,001

3,100

2,125

3,001

2,125

_______________________

(1)

These are non-GAAP financial measures. The Company believes net interest income (FTE), total revenue (FTE), and total adjusted revenue (FTE), which are used in computing net interest margin (FTE), efficiency ratio (FTE) and adjusted operating efficiency ratio (FTE), provide valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax treatment of interest income sources. The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing the yield on earning assets. Interest expense and the related cost of interest-bearing liabilities and cost of funds ratios are not affected by the FTE components.

(2)

These are non-GAAP financial measures. Tangible assets and tangible common equity are used in the calculation of certain profitability, capital, and per share ratios. The Company believes tangible assets, tangible common equity and the related ratios are meaningful measures of capital adequacy because they provide a meaningful base for period-to-period and company-to-company comparisons, which the Company believes will assist investors in assessing the capital of the Company and its ability to absorb potential losses. The Company believes tangible common equity is an important indication of its ability to grow organically and through business combinations as well as its ability to pay dividends and to engage in various capital management strategies.

(3)

These are non-GAAP financial measures. The Company believes that ROTCE is a meaningful supplement to GAAP financial measures and is useful to investors because it measures the performance of a business consistently across time without regard to whether components of the business were acquired or developed internally.

(4)

These are non-GAAP financial measures. Adjusted operating measures exclude, as applicable, merger-related costs, FDIC special assessments, deferred tax asset write-down, the CECL Day 1 non-purchased credit deteriorated (“PCD”) loans and RUC provision expense, gain (loss) on sale of securities, (loss) gain on CRE loan sale, and gain on sale of equity interest in CSP. The Company believes these non-GAAP adjusted measures provide investors with important information about the continuing economic results of the Company’s operations. Due to the impact of completing the Sandy Spring acquisition in the second quarter of 2025 and the acquisition of American National Bankshares in the second quarter of 2024, we updated our non-GAAP operating measures beginning in the second quarter of 2025 to exclude the CECL Day 1 non-PCD loans and RUC provision expense. The CECL Day 1 non-PCD loans and RUC provision expense is comprised of the initial provision expense on non-PCD loans, which represents the CECL “double count” of the non-PCD credit mark, and the additional provision for unfunded commitments. The Company does not view the CECL Day 1 non-PCD loans and RUC provision expense as organic costs to run the Company’s business and believes this updated presentation provides investors with additional information to assist in period-to-period and company-to-company comparisons of operating performance, which will aid investors in analyzing the Company’s performance. Prior period non-GAAP operating measures presented in this release have been recast to conform to this updated presentation.

(5)

All ratios at December 31, 2025 are estimates and subject to change pending the Company’s filing of its FR Y9‑C. All other periods are presented as filed.

(6)

The adjusted operating efficiency ratio (FTE) excludes, as applicable, the amortization of intangible assets, merger-related costs, FDIC special assessments, gain (loss) on sale of securities, (loss) gain on CRE loan sale, and gain on sale of equity interest in CSP. This measure is similar to the measure used by the Company when analyzing corporate performance and is also similar to the measure used for incentive compensation. The Company believes this adjusted measure provides investors with important information about the continuing economic results of the Company’s operations.

(7)

These are non-GAAP financial measures. Pre-tax pre-provision adjusted earnings excludes, as applicable, the provision for credit losses, which can fluctuate significantly from period-to-period under the CECL methodology, income tax expense, merger-related costs, FDIC special assessments, gain (loss) on sale of securities, (loss) gain on CRE loan sale, and gain on sale of equity interest in CSP. The Company believes this adjusted measure provides investors with important information about the continuing economic results of the Company’s operations.

(8)

The calculations for the period ended December 31, 2024 exclude the impact of unvested restricted stock awards outstanding as of each period end; however, unvested shares are reflected in subsequent period ratios.

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except share data)

December 31,

September 30,

December 31,

2025

2024

ASSETS

(unaudited)

(audited)

Cash and cash equivalents:

Cash and due from banks

234,257

342,490

196,435

Interest-bearing deposits in other banks

706,014

447,323

153,695

Federal funds sold

26,191

4,852

3,944

Total cash and cash equivalents

966,462

794,665

354,074

Securities available for sale, at fair value

4,194,301

4,267,523

2,442,166

Securities held to maturity, at carrying value

884,216

883,786

803,851

Restricted stock, at cost

190,200

159,320

102,954

Loans held for sale

18,486

24,772

9,420

Loans held for investment, net of deferred fees and costs

27,796,167

27,361,173

18,470,621

Less: allowance for loan and lease losses

295,108

293,035

178,644

Total loans held for investment, net

27,501,059

27,068,138

18,291,977

Premises and equipment, net

166,752

168,315

112,704

Goodwill

1,733,287

1,726,386

1,214,053

Amortizable intangibles, net

315,544

333,236

84,563

Bank owned life insurance

672,890

669,102

493,396

Other assets

942,557

977,490

676,165

Total assets

37,585,754

37,072,733

24,585,323

LIABILITIES

Noninterest-bearing demand deposits

6,844,629

7,104,642

4,277,048

Interest-bearing deposits

23,627,007

23,560,682

16,120,571

Total deposits

30,471,636

30,665,324

20,397,619

Securities sold under agreements to repurchase

75,432

91,630

56,275

Other short-term borrowings

650,000

—

60,000

Long-term borrowings

771,860

768,682

418,303

Other liabilities

610,428

630,039

510,247

Total liabilities

32,579,356

32,155,675

21,442,444

Commitments and contingencies

STOCKHOLDERS' EQUITY

Preferred stock, $10.00 par value

173

Common stock, $1.33 par value

188,563

188,504

118,519

Additional paid-in capital

3,888,841

3,882,830

2,280,547

Retained earnings

1,184,908

1,128,659

1,103,326

Accumulated other comprehensive loss

(256,087

)

(283,108

)

(359,686

)

Total stockholders' equity

5,006,398

4,917,058

3,142,879

Total liabilities and stockholders' equity

37,585,754

37,072,733

24,585,323

Common shares issued and outstanding

141,776,886

141,732,071

89,770,231

Common shares authorized

200,000,000

Preferred shares issued and outstanding

17,250

Preferred shares authorized

500,000

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except share data)

Three Months Ended

Year Ended

December 31,

September 30,

December 31,

2025

2024

2025

2024

(unaudited)

(audited)

Interest and dividend income:

Interest and fees on loans

443,714

441,944

282,116

1,615,937

1,093,004

Interest on deposits in other banks

6,134

12,478

5,774

26,117

10,751

Interest and dividends on securities:

Taxable

43,038

40,601

23,179

145,547

91,191

Nontaxable

8,956

8,414

8,135

33,886

32,589

Total interest and dividend income

501,842

503,437

319,204

1,821,487

1,227,535

Interest expense:

Interest on deposits

157,886

170,721

129,311

615,537

483,894

Interest on short-term borrowings

957

626

1,187

6,639

23,236

Interest on long-term borrowings

12,831

12,880

5,458

44,398

21,866

Total interest expense

171,674

184,227

135,956

666,574

528,996

Net interest income

330,168

319,210

183,248

1,154,913

698,539

Provision for credit losses

2,211

16,233

17,496

141,788

50,089

Net interest income after provision for credit losses

327,957

302,977

165,752

1,013,125

648,450

Noninterest income:

Service charges on deposit accounts

11,742

12,838

9,832

46,484

37,279

Other service charges, commissions and fees

1,726

2,325

1,811

8,058

7,511

Interchange fees

3,660

4,089

3,342

14,477

12,134

Fiduciary and asset management fees

19,848

18,595

6,925

62,863

25,528

Mortgage banking income

2,084

2,811

928

8,689

4,202

Gain (loss) on sale of securities

(81

)

(6,493

)

Bank owned life insurance income

5,040

5,116

3,555

21,020

15,629

Loan-related interest rate swap fees

8,381

5,911

5,082

18,425

9,435

Other operating income

4,517

3,735

39,501

13,653

Total noninterest income

57,000

51,751

35,227

219,436

118,878

Noninterest expenses:

Salaries and benefits

108,405

108,319

71,297

402,081

271,164

Occupancy expenses

13,222

13,582

7,964

48,166

30,232

Furniture and equipment expenses

5,331

6,536

3,783

22,124

14,582

Technology and data processing

17,495

17,009

9,383

61,939

37,520

Professional services

8,044

8,774

5,353

29,312

16,804

Marketing and advertising expense

6,786

5,100

3,517

18,827

12,126

FDIC assessment premiums and other insurance

7,392

8,817

5,155

30,053

20,255

Franchise and other taxes

4,874

4,669

3,594

18,875

18,364

Loan-related expenses

2,216

1,933

1,470

6,676

5,513

Amortization of intangible assets

17,692

18,145

5,614

59,668

19,307

Merger-related costs

38,626

34,812

7,013

157,278

40,018

Other expenses

13,160

10,750

5,532

40,571

21,649

Total noninterest expenses

243,243

238,446

129,675

895,570

507,534

Income before income taxes

141,714

116,282

71,304

336,991

259,794

Income tax expense

29,748

24,142

13,519

63,276

50,663

Net Income

111,966

92,140

57,785

273,715

209,131

Dividends on preferred stock

2,967

11,868

Net income available to common shareholders

108,999

89,173

54,818

261,847

197,263

Basic earnings per common share

0.77

0.63

0.61

2.03

2.29

Diluted earnings per common share

0.77

0.63

0.60

2.03

2.24

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS) (UNAUDITED)

(Dollars in thousands)

For the Quarter Ended

December 31, 2025

September 30, 2025

Average

Balance

Interest

Income /

Expense (1)

Yield /

Rate (1)(2)

Average

Balance

Interest

Income /

Expense (1)

Yield /

Rate (1)(2)

Assets:

Securities:

Taxable

3,938,289

43,038

4.34

3,677,164

40,601

4.38

Tax-exempt

1,330,808

11,337

3.38

1,278,133

10,651

3.31

Total securities

5,269,097

54,375

4.09

4,955,297

51,252

4.10

LHFI, net of deferred fees and costs (3)(4)

27,433,274

445,296

6.44

27,386,338

443,639

6.43

Other earning assets

852,694

6,792

3.16

1,221,782

12,965

4.21

Total earning assets

33,555,065

506,463

5.99

33,563,417

507,856

6.00

Allowance for loan and lease losses

(295,879

)

(320,915

)

Total non-earning assets

4,096,931

4,134,881

Total assets

37,356,117

37,377,383

Liabilities and Stockholders' Equity:

Interest-bearing deposits:

Transaction and money market accounts

14,850,122

88,616

2.37

14,899,443

98,205

2.61

Regular savings

2,840,140

12,521

1.75

2,889,284

14,240

1.96

Time deposits (5)

6,229,539

56,749

3.61

6,283,031

58,276

3.68

Total interest-bearing deposits

23,919,801

157,886

2.62

24,071,758

170,721

2.81

Other borrowings (6)

914,352

13,788

5.98

868,783

13,506

6.17

Total interest-bearing liabilities

24,834,153

171,674

2.74

24,940,541

184,227

2.93

Noninterest-bearing liabilities:

Demand deposits

6,964,548

6,959,897

Other liabilities

606,558

609,956

Total liabilities

32,405,259

32,510,394

Stockholders' equity

4,950,858

4,866,989

Total liabilities and stockholders' equity

37,356,117

37,377,383

Net interest income (FTE)

334,789

323,629

Interest rate spread

3.25

3.07

Cost of funds

2.03

2.17

Net interest margin (FTE)

3.96

3.83

_______________________

Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 21%.

Rates and yields are annualized and calculated from rounded amounts in thousands, which appear above.

Nonaccrual loans are included in average loans outstanding.

Interest income on loans includes $48.4 million and $43.9 million for the three months ended December 31, 2025 and September 30, 2025, respectively, in accretion of the fair market value adjustments related to acquisitions.

Interest expense on time deposits includes $762,000 and $1.2 million for the three months ended December 31, 2025 and September 30, 2025, respectively, in accretion of the fair market value adjustments related to acquisitions.

Interest expense on borrowings includes $3.2 million and $3.3 million for the three months ended December 31, 2025 and September 30, 2025, respectively, in amortization of the fair market value adjustments related to acquisitions.