Form 8-K
8-K — Atlantic Union Bankshares Corp
Accession: 0000883948-26-000077
Filed: 2026-10-20
Period: 2026-10-20
CIK: 0000883948
SIC: 6022 (STATE COMMERCIAL BANKS)
Item: Results of Operations and Financial Condition
Item: Regulation FD Disclosure
Item: Financial Statements and Exhibits
Documents
8-K — aub-20261020x8k.htm (Primary)
EX-99.1 (aub-ex99d1.htm)
EX-99.2 (aub-ex99d2.htm)
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8-K
8-K (Primary)
Filename: aub-20261020x8k.htm · Sequence: 1
ATLANTIC UNION BANKSHARES CORPORATION_October 20, 2026
0000883948false0000883948us-gaap:SeriesAPreferredStockMember2026-10-202026-10-200000883948us-gaap:CommonStockMember2026-10-202026-10-2000008839482026-10-202026-10-20
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 20, 2026
ATLANTIC UNION BANKSHARES CORPORATION
(Exact name of registrant as specified in its charter)
Virginia
001-39325
54-1598552
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)
4300 Cox Road
Glen Allen, Virginia 23060
(Address of principal executive offices, including Zip Code)
Registrant’s telephone number, including area code: (804) 633-5031
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 $1.33 per share
AUB
New York Stock Exchange
Depositary Shares, Each Representing a 1/400th Interest in a Share of 6.875% Perpetual Non-Cumulative Preferred Stock, Series A
AUB.PRA
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Item 2.02 Results of Operations and Financial Condition.
On October 20, 2026, Atlantic Union Bankshares Corporation (the “Company”) issued a press release announcing its financial results for the third quarter of 2026. A copy of the press release is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information disclosed in or incorporated by reference into this Item 2.02, including Exhibit 99.1, is furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Item 7.01 Regulation FD Disclosure.
Attached as Exhibit 99.2 and incorporated herein by reference is a presentation that the Company will use in connection with a webcast and conference call for investors and analysts at 9:00 a.m. Eastern Time on Tuesday, October 20, 2026. This presentation is also available under the Presentations link in the Investor Relations – News & Events section of the Company’s website at https://investors.atlanticunionbank.com.
The information disclosed in or incorporated by reference into this Item 7.01, including Exhibit 99.2, is furnished and shall not be deemed filed for purposes of Section 18 of the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description of Exhibit
99.1
Press release dated October 20, 2026 regarding the third quarter 2026 results.
99.2
Atlantic Union Bankshares Corporation presentation.
104
Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document
1
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.
ATLANTIC UNION BANKSHARES CORPORATION
Date: October 20, 2026
By:
/s/ Alexander D. Dodd
Alexander D. Dodd
Executive Vice President and
Chief Financial Officer
2
EX-99.1
EX-99.1
Filename: aub-ex99d1.htm · Sequence: 2
Exhibit 99.1
Contact: Alexander D. Dodd - (804) 486-2634
Executive Vice President / Chief Financial Officer
ATLANTIC UNION BANKSHARES REPORTS THIRD QUARTER FINANCIAL RESULTS
Richmond, Va., October 20, 2026 – Atlantic Union Bankshares Corporation (the “Company” or “Atlantic Union”) (NYSE: AUB) reported net income available to common shareholders of $133.7 million and basic and diluted earnings per common share of $0.95 and $0.94, respectively, for the third quarter of 2026 and adjusted operating earnings available to common shareholders(+) of $135.6 million and adjusted diluted operating earnings per common share(+) of $0.96 for the third quarter of 2026.
“Atlantic Union delivered a solid third quarter, with healthy loan growth, strong credit quality and continued progress in expanding our earnings capacity,” said John C. Asbury, president and chief executive officer of Atlantic Union. “Excluding the expense associated with the redemption of our subordinated debt, our operating performance demonstrates the earnings power we have built over many years, which we believe positions us to deliver differentiated financial performance relative to our peers.”
“Atlantic Union is a story of transformation from a Virginia community bank into the largest regional bank headquartered in the lower Mid-Atlantic, with operations across Virginia and Maryland and a growing presence in North Carolina. Guided by our priorities of soundness, profitability and growth—in that order—we remain focused on sustainable, profitable growth and long-term value creation for our shareholders.”
STRATEGIC ACTIONS
Subordinated Debt
During the third quarter of 2026, the Company issued $250.0 million in aggregate principal amount of its 6.25% Fixed-to-Floating Rate Subordinated Notes due August 1, 2036 (the “2036 Subordinated Notes”). The 2036 Subordinated Notes convert to a floating rate equal to the three-month term Secured Overnight Financing Rate, plus a spread of 213 basis points on August 1, 2031. Net proceeds from the issuance, after underwriting discounts and offering expenses, were approximately $246.8 million.
The Company used the net proceeds to redeem the $168.0 million principal amount of its outstanding 4.25% Fixed-to-Floating Rate Subordinated Notes due 2029 (the “2029 Subordinated Notes”), plus accrued interest, and for general corporate purposes. The 2029 Subordinated Notes transitioned to a floating interest rate on November 15, 2024, and had a rate of 6.53% at the time of redemption. As a result of the redemption, the Company recognized a $2.7 million pre-tax loss on debt extinguishment in the third quarter of 2026, recorded within non-interest expense, reflecting the acceleration of acquisition-related fair value marks associated with the 2029 Subordinated Notes.
Share Repurchase Program
On May 5, 2026, the Company’s Board of Directors authorized a $250.0 million share repurchase program (the “Repurchase Program”) through May 5, 2027 in open market transactions or privately negotiated transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Securities Exchange Act of 1934, as amended. During the third quarter of 2026, the Company repurchased approximately 1.5 million shares (or $62.5 million), at an average price of $41.38 per share. At September 30, 2026, approximately $177.5 million remained available under the Repurchase Program for future repurchases.
1
NET INTEREST INCOME
For the third quarter of 2026, net interest income was $328.4 million, an increase of $3.3 million from $325.1 million in the second quarter of 2026. Net interest income - fully taxable equivalent (“FTE”)(+) was $333.1 million in the third quarter of 2026, an increase of $3.4 million from $329.7 million in the second quarter of 2026. The increases from the prior quarter in both net interest income and net interest income (FTE)(+) were driven primarily by higher interest income on loans held for investment (“LHFI”), reflecting loan growth and increased loan accretion income. The aforementioned increases were partially offset by higher deposit interest expense, primarily resulting from increased costs on customer interest-bearing deposits, higher brokered deposit costs, and higher borrowing costs from both short-term and long-term borrowings. Long-term borrowing costs increased primarily due to the overlapping periods in which both the 2029 and 2036 Subordinated Notes were outstanding, as well as the larger principal amount of the 2036 Subordinated Notes.
For the third quarter of 2026, the Company’s net interest margin decreased 7 basis points from the prior quarter to 3.82%. Net interest margin (FTE)(+) decreased 6 basis points from the prior quarter to 3.88%. The decreases were driven primarily by a higher cost of funds which increased 7 basis points to 2.01% compared to the second quarter of 2026, primarily due to increased costs on interest-bearing customer deposits and higher brokered deposit costs. The yield on total earning assets (FTE)(+) was 5.89% for the third quarter of 2026, an increase of 1 basis point from the prior quarter, driven by higher loan balances and loan accretion income.
The Company’s net interest margin (FTE)(+) includes the impact of acquisition accounting fair value adjustments. Net accretion income for the quarter ended September 30, 2026 was $40.9 million, compared to $39.9 million for the quarter ended June 30, 2026. The impact of accretion and amortization for the periods presented is reflected in the following table (dollars in thousands):
Loan
Deposit
Borrowings
Accretion
Accretion
Amortization
Total
For the quarter ended June 30, 2026
$
40,449
$
111
$
(621)
$
39,939
For the quarter ended September 30, 2026
41,298
19
(452)
40,865
ASSET QUALITY
Overview
At September 30, 2026, nonperforming assets (“NPAs”) as a percentage of total LHFI was 0.37%, a decrease of 2 basis points from June 30, 2026 and a decrease of 12 basis points from September 30, 2025, which was primarily driven by lower new nonaccruals in the current quarter. Accruing past due loans as a percentage of total LHFI totaled 0.34% at September 30, 2026, an increase of 6 basis points from June 30, 2026, and an increase of 7 basis points from September 30, 2025. Net charge-offs were 0.03% of total average LHFI (annualized) for the third quarter of 2026, unchanged from the second quarter of 2026, and a decrease of 53 basis points compared to the third quarter of 2025, which was primarily driven by charge-offs of two commercial and industrial loans in the third quarter of 2025. The allowance for credit losses (“ACL”) totaled $334.2 million at September 30, 2026, a $3.3 million increase from the prior quarter.
Nonperforming Assets
The following table shows a summary of NPA balances at the quarters ended (dollars in thousands):
September 30,
June 30,
March 31,
December 31,
September 30,
2026
2026
2026
2025
2025
Nonaccrual loans
$
106,509
$
110,926
$
97,828
$
115,051
$
131,240
Foreclosed properties
1,964
1,756
1,856
1,826
2,001
Total nonperforming assets
$
108,473
$
112,682
$
99,684
$
116,877
$
133,241
2
The following table shows the activity in nonaccrual loans for the quarters ended (dollars in thousands):
September 30,
June 30,
March 31,
December 31,
September 30,
2026
2026
2026
2025
2025
Beginning Balance
$
110,926
$
97,828
$
115,051
$
131,240
$
162,615
Net customer payments and other activity (1)
(8,683)
(9,330)
(33,934)
(21,667)
(17,947)
Additions (1)
6,220
24,283
17,679
7,816
25,333
Charge-offs
(1,746)
(1,855)
(909)
(2,307)
(37,410)
Loans returning to accruing status
—
—
—
(31)
(77)
Transfers to foreclosed property
(208)
—
(59)
—
(1,274)
Ending Balance
$
106,509
$
110,926
$
97,828
$
115,051
$
131,240
(1) Measurement period adjustments related to the fair values of certain Sandy Spring Bancorp, Inc. (“Sandy Spring”) acquired loans impacted the nonaccrual activity for the quarters ended March 31, 2026, December 31, 2025, and September 30, 2025, and were finalized upon conclusion of the measurement period on March 31, 2026.
Past Due Loans
At September 30, 2026, past due loans still accruing interest totaled $98.9 million or 0.34% of total LHFI, compared to $80.4 million or 0.28% of total LHFI at June 30, 2026, and $74.2 million or 0.27% of total LHFI at September 30, 2025. The increase in past due loans from the prior quarter was primarily within commercial real estate – non-owner occupied, commercial and industrial, and commercial real estate – owner occupied loan portfolios.
Allowance for Credit Losses
At September 30, 2026, the ACL was $334.2 million, comprised of an allowance for loan and lease losses (“ALLL”) of $301.4 million and a reserve for unfunded commitments (“RUC”) of $32.8 million. The ACL increased $3.3 million from the prior quarter, primarily reflecting the impact of loan growth during the third quarter of 2026. At September 30, 2026, the ALLL and ACL represented 1.03% and 1.14% of total LHFI, respectively, compared to 1.04% and 1.15% at June 30, 2026. The RUC coverage ratio was 0.11% at September 30, 2026, consistent with the prior quarter.
Net Charge-offs
Net charge-offs were $2.3 million or 0.03% of total average LHFI on an annualized basis for the third quarter of 2026, compared to $2.0 million or 0.03% (annualized) for the second quarter of 2026, and $38.6 million or 0.56% (annualized) for the third quarter of 2025. The decrease in net charge-offs for the third quarter of 2026 compared to the prior year was primarily due to the charge-offs of two commercial and industrial loans that were recorded in the third quarter of 2025 and had been partially reserved for previously.
Provision for Credit Losses
For the third quarter of 2026, the Company recorded a provision for credit losses of $5.7 million, compared to $11.7 million in the prior quarter, and $16.2 million in the third quarter of 2025. The decrease in the provision for credit losses compared to the prior quarter primarily reflected lower reserve requirements associated with a modest decline in the allowance coverage ratio, as well as slower loan growth relative to the second quarter of 2026. The decrease in the provision for credit losses compared to the third quarter of 2025 was primarily attributable to the charge-offs of two commercial and industrial loans that were recorded in the third quarter of 2025 and had been partially reserved for previously.
3
NONINTEREST INCOME
Noninterest income decreased $35.4 million to $54.8 million for the third quarter of 2026 from $90.2 million in the prior quarter, primarily driven by a $32.3 million pre-tax gain on the sale of the Company’s equity interest in Bearing Insurance Group, LLC (“Bearing Insurance”) recognized during the second quarter of 2026.
Adjusted operating noninterest income(+), which excludes the pre-tax gain on sale of equity interest in Bearing Insurance ($32.3 million in the second quarter of 2026) and the pre-tax gains on sale of securities ($10 thousand in the third quarter of 2026 and $4 thousand in the second quarter of 2026), decreased $3.1 million to $54.8 million, compared to $57.9 million in the prior quarter. This decrease was primarily due to a $2.0 million decline in loan-related interest rate swap fees driven by lower transaction volumes, a $1.1 million decrease in mortgage banking income due to lower mortgage origination volumes and lower gain on sale margins, and a $1.0 million decrease in fiduciary and asset management fees.
NONINTEREST EXPENSE
Noninterest expense increased $5.2 million to $204.3 million for the third quarter of 2026 from $199.1 million in the prior quarter, primarily driven by the $2.7 million pre-tax loss on debt extinguishment recognized in the third quarter of 2026.
Adjusted operating noninterest expense(+), which excludes the pre-tax loss on debt extinguishment ($2.7 million in the third quarter of 2026) and amortization of intangible assets ($14.9 million in the third quarter of 2026 and $15.1 million in the second quarter of 2026), increased $2.7 million to $186.7 million, compared to $184.0 million in the prior quarter. This increase was primarily due to a $2.6 million seasonal increase in marketing and advertising expense, a $1.7 million increase in salaries and benefits expense, primarily due to an increase in variable incentive compensation expense and additional full-time equivalent employees associated with the Company’s North Carolina expansion, and a $1.5 million increase in technology and data processing expense, primarily reflecting ongoing investments in strategic technology initiatives and related software maintenance costs. These increases were partially offset by a $3.4 million decrease in other expenses, primarily driven by gains on the sales of other real estate owned during the third quarter of 2026.
INCOME TAXES
The Company’s effective tax rate was 21.1% for the quarter ended September 30, 2026, compared to 20.8% for the quarter ended September 30, 2025. For the nine months ended September 30, 2026 and September 30, 2025, the effective tax rates were 21.1% and 17.2%, respectively. The increase in the effective tax rate for the nine months ended September 30, 2026 was primarily due to a $7.7 million income tax benefit recognized in the second quarter of 2025 related to the re-evaluation of the Company’s state net deferred tax asset following the Sandy Spring acquisition, as well as an overall increase in the proportion of taxable income to tax-exempt income.
4
KEY BALANCE SHEET COMPONENTS AND CAPITAL RATIOS
The following tables summarize the Company’s key balance sheet components and capital ratios as of the dates presented (dollars in millions, except per share data):
9/30/2026
6/30/2026
QoQ
QoQ % change(1)
9/30/2025
YoY
YoY % change
(unaudited)
(unaudited)
(unaudited)
Assets
$
38,352
$
38,100
$
252
2.62
%
$
37,073
$
1,279
3.45
%
Cash and cash equivalents
701
990
(289)
(115.82)
%
795
(94)
(11.82)
%
LHFI (net of unearned income)
29,297
28,673
624
8.63
%
27,361
1,936
7.08
%
Quarterly Average LHFI (net of unearned income)
28,928
28,244
684
9.61
%
27,386
1,542
5.63
%
Total Securities
4,784
4,942
(158)
(12.68)
%
5,311
(527)
(9.92)
%
Securities available for sale ("AFS")
3,749
3,877
(128)
(13.10)
%
4,268
(519)
(12.16)
%
Securities held to maturity ("HTM")
845
861
(16)
(7.37)
%
884
(39)
(4.41)
%
Restricted Stock, at cost
190
204
(14)
(27.23)
%
159
31
19.50
%
Deposits
30,966
30,468
498
6.48
%
30,665
301
0.98
%
Quarterly Average Deposits
30,508
30,391
117
1.53
%
31,032
(524)
(1.69)
%
Borrowings
1,622
1,881
(259)
(54.63)
%
860
762
88.60
%
Quarterly Average Borrowings
1,717
1,371
346
100.13
%
869
848
97.58
%
Cash dividends paid per common share
$
0.37
$
0.37
$
—
—
%
$
0.34
$
0.03
8.82
%
Dividends on each share of Series A preferred stock (2)
$
171.88
$
171.88
$
—
—
%
$
171.88
$
—
—
%
(1) Quarter over quarter percentage changes are calculated on an annualized basis except for dividends, which are presented on a per share basis.
(2) The preferred stock dividend was equivalent to $0.43 per outstanding depositary share for each period presented.
9/30/2026
6/30/2026
9/30/2025
Common equity Tier 1 capital ratio (3)
10.39
%
10.41
%
9.92
%
Tier 1 capital ratio (3)
10.91
%
10.94
%
10.46
%
Total capital ratio (3)
14.55
%
14.15
%
13.81
%
Leverage ratio (Tier 1 capital to average assets) (3)
9.59
%
9.62
%
8.92
%
Common equity to total assets
12.74
%
13.09
%
12.81
%
Tangible common equity to tangible assets (+)
7.87
%
8.17
%
7.69
%
(3) All ratios at September 30, 2026 are estimates and subject to change pending the Company’s filing of its FR Y-9C. All other periods are presented as filed.
The key drivers of the consolidated balance sheet changes for the periods presented are summarized below:
● Total assets increased from the prior quarter primarily due to increases in LHFI, partially offset by a decrease in cash and cash equivalents. Total assets increased from the same period in the prior year primarily due to an increase in LHFI, partially offset by a decrease in total securities.
● LHFI and quarterly average LHFI increased compared to both June 30, 2026 and September 30, 2025. The increase in LHFI from the prior quarter was primarily due to higher balances in the commercial and industrial, other commercial, and construction and land development loan portfolios. The increase in LHFI from the same period in the prior year was primarily due to increases in commercial and industrial, commercial real estate – non-owner occupied, and other commercial portfolios.
● Total securities decreased from June 30, 2026, primarily reflecting the impact of higher market interest rates on the fair value of AFS securities, with the related unrealized losses reflected in accumulated other comprehensive income (“AOCI”). Total securities decreased from September 30, 2025 primarily due to principal repayments of AFS mortgage-backed securities and the impact of higher market interest rates on the fair value of AFS securities.
5
● Common equity to total assets and tangible common equity to tangible assets decreased from June 30, 2026, as the negative impact of changes in AOCI associated with higher market interest rates and lower fair values of AFS securities more than offset capital generated through earnings during the quarter.
● Total deposits and quarterly average deposits increased from the prior quarter due to increases in brokered and demand deposits, partially offset by a decrease in interest-bearing customer deposits. Compared to the same period in the prior year, total deposits increased due to higher interest-bearing deposits, partially offset by lower demand deposits.
● Total borrowings decreased from June 30, 2026 and increased from September 30, 2025. The decrease from the prior quarter was primarily due to decreases in Federal Home Loan Bank (“FHLB”) advances, partially offset by an increase in long-term borrowings due to the net impact of the 2036 Subordinated Notes issuance and 2029 Subordinated Notes redemption. The increase from the same period in the prior year was primarily due to increases in FHLB advances and an increase in long-term borrowings due to the Subordinated Notes activity noted above.
● Since the inception of the Repurchase Program authorized on May 5, 2026, the Company has repurchased approximately 1.8 million shares for $72.5 million at an average price of $40.84 per share. As of September 30, 2026, approximately $177.5 million remained available under the Repurchase Program for future share repurchases.
(+) 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.
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; AUB Investments, Inc., which provides investment services; and Atlantic Union Capital Markets, Inc., which provides capital market services.
THIRD QUARTER 2026 EARNINGS RELEASE CONFERENCE CALL
The Company will hold a conference call and webcast for investors at 9:00 a.m. Eastern Time on Tuesday, October 20, 2026, during which management will review our financial results for the third quarter of 2026 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/gb9rrzsf.
For analysts who wish to participate in the conference call, please register at the following URL:
https://register-conf.media-server.com/register/BI45511d3d3f0e45e98658c057c5f2478a.
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 September 30, 2026, 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
6
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. Non-GAAP financial measures may be identified with the symbol (+) and may be labeled as adjusted. 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 our strategic expansion into North Carolina, including our expectations regarding new branch openings; statements regarding our investments in strategic technology initiatives; statements regarding our business, financial and operating results, including our deposit base and funding; the impact of changes in economic conditions, the interest rate environment, economic, fiscal or trade policy and the potential related impacts on our business and loan demand; 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:
● market interest rates and their related impacts on macroeconomic conditions, customer and client behavior, our funding costs and our loan and securities portfolios;
● economic conditions, including inflation and recessionary conditions and their related impacts on economic growth and customer and client behavior;
● U.S. and global trade policies and tensions, including changes in, or the imposition of, tariffs and/or trade barriers and the economic impacts, volatility and uncertainty resulting therefrom, and geopolitical instability;
● volatility in the financial services sector, including failures or rumors of failures of other depository institutions, along with actions taken by governmental agencies to address such turmoil, and the effects on the ability of depository institutions, including us, to attract and retain depositors and to borrow or raise capital;
● legislative or regulatory changes and requirements, including changes in federal, state or local tax laws and changes impacting the rulemaking, supervision, examination and enforcement priorities of the federal banking agencies;
● the sufficiency of liquidity and changes in our capital position;
● general economic and financial market conditions, in the United States generally and particularly in the markets in which we operate and which our loans are concentrated, including the effects of declines in real estate values, an increase in unemployment levels, U.S. fiscal debt, budget, and tax matters, U.S. government shutdowns, and slowdowns in economic growth;
● the possibility that the anticipated benefits of our acquisition activity, including anticipated cost savings and strategic gains, are not realized when expected or at all, including as a result of the strength of the economy, competitive factors in the areas where we do business, or as a result of other unexpected factors or events;
● potential adverse reactions or changes to business or employee relationships;
7
● our ability to identify, recruit and retain key employees;
● monetary, fiscal and regulatory policies of the U.S. government, including policies of the U.S. Department of the Treasury and the Federal Reserve;
● the quality or composition of our loan or investment portfolios and changes in these portfolios;
● demand for loan products and financial services in our market areas;
● our ability to manage our growth or implement our growth strategy;
● the effectiveness of expense reduction plans;
● the introduction of new lines of business or new products and services;
● real estate values in our lending area;
● changes in accounting principles, standards, rules, and interpretations, and the related impact on our financial statements;
● an insufficient ACL or volatility in the ACL resulting from the Current Expected Credit Losses (“CECL”) methodology, either alone or as that may be affected by changing economic conditions, credit concentrations, inflation, changing interest rates, or other factors;
● concentrations of loans secured by real estate, particularly CRE;
● the effectiveness of our credit processes and management of our credit risk;
● our ability to compete in the market for financial services and increased competition from fintech companies;
● technological risks and developments, and cyber threats, attacks, or events;
● emerging issues related to the development and use of artificial intelligence that could give rise to legal or regulatory action or increase the risk of a cybersecurity attack or the probability that such an attack would be successful;
● operational, technological, cultural, regulatory, legal, credit, and other risks associated with the exploration, consummation and integration of potential future acquisitions, whether involving stock or cash consideration;
● the potential adverse effects of unusual and infrequently occurring events, such as weather-related disasters, terrorist acts, geopolitical conflicts or public health events (such as pandemics), and of governmental and societal responses thereto; these potential adverse effects may include, without limitation, adverse effects on macroeconomic conditions, the ability of our borrowers to satisfy their obligations to us, on the value of collateral securing loans, on the demand for our loans or our other products and services, on supply chains and methods used to distribute products and services, on incidents of cyberattack and fraud, on our liquidity or capital positions, on risks posed by reliance on third-party service providers, on other aspects of our business operations and on financial markets and economic growth;
● performance by our counterparties or vendors;
● deposit flows;
● the availability of financing and the terms thereof;
● the level of prepayments on loans and mortgage-backed securities;
● actual or potential claims, damages, and fines related to litigation or government actions, which may result in, among other things, additional costs, fines, penalties, restrictions on our business activities, reputational harm, or other adverse consequences;
● any event or development that would cause us to conclude that there was an impairment of any asset, including intangible assets, such as goodwill; and
● other factors, many of which are beyond our control.
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, 2025, 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.
8
ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES
KEY FINANCIAL RESULTS (UNAUDITED)
(Dollars in thousands, except share data)
As of & For Three Months Ended
As of & For Nine Months Ended
9/30/26
6/30/26
9/30/25
9/30/26
9/30/25
Results of Operations
Interest and dividend income
$
501,133
$
486,828
$
503,437
$
1,459,695
$
1,319,645
Interest expense
172,711
161,710
184,227
493,782
494,900
Net interest income
328,422
325,118
319,210
965,913
824,745
Provision for credit losses
5,731
11,737
16,233
20,205
139,578
Net interest income after provision for credit losses
322,691
313,381
302,977
945,708
685,167
Noninterest income
54,792
90,248
51,751
199,823
162,436
Noninterest expense
204,333
199,136
238,446
613,279
652,327
Income before income taxes
173,150
204,493
116,282
532,252
195,276
Income tax expense (benefit)
36,518
43,480
24,142
112,441
33,527
Net income
136,632
161,013
92,140
419,811
161,749
Dividends on preferred stock
2,967
2,967
2,967
8,901
8,901
Net income available to common shareholders
$
133,665
$
158,046
$
89,173
$
410,910
$
152,848
Interest earned on earning assets (FTE) (1)
$
505,826
$
491,389
$
507,856
$
1,473,501
$
1,332,184
Net interest income (FTE) (1)
333,115
329,679
323,629
979,719
837,284
Total revenue (FTE) (1)
387,907
419,927
375,380
1,179,542
999,720
Pre-tax pre-provision earnings (FTE) (1)
183,574
220,791
136,934
566,263
347,393
Key Ratios
Earnings per common share, diluted
$
0.94
$
1.11
$
0.63
$
2.89
$
1.22
Return on average assets (ROA)
1.43
%
1.73
%
0.98
%
1.49
%
0.65
%
Return on average equity (ROE)
10.54
%
12.60
%
7.51
%
10.98
%
5.06
%
Return on average tangible common equity (ROTCE) (2)(3)
19.59
%
23.42
%
15.51
%
20.56
%
10.81
%
Efficiency ratio
53.32
%
47.94
%
64.28
%
52.61
%
66.08
%
Efficiency ratio (FTE) (1)
52.68
%
47.42
%
63.52
%
51.99
%
65.25
%
Net interest margin
3.82
%
3.89
%
3.77
%
3.84
%
3.68
%
Net interest margin (FTE) (1)
3.88
%
3.94
%
3.83
%
3.89
%
3.73
%
Yields on earning assets (FTE) (1)
5.89
%
5.88
%
6.00
%
5.85
%
5.94
%
Average cost of interest-bearing liabilities
2.68
%
2.59
%
2.93
%
2.62
%
2.96
%
Average cost of deposits
2.00
%
1.93
%
2.18
%
1.94
%
2.22
%
Average cost of funds
2.01
%
1.94
%
2.17
%
1.96
%
2.21
%
Operating Measures (4)
Adjusted operating earnings
$
138,601
$
136,987
$
122,693
$
404,709
$
315,343
Adjusted operating earnings available to common shareholders
135,634
134,020
119,726
395,808
306,442
Adjusted operating pre-tax pre-provision earnings (FTE) (1) (7)
186,218
188,437
176,547
545,585
440,913
Adjusted operating earnings per common share, diluted
$
0.96
$
0.94
$
0.84
$
2.79
$
2.46
Adjusted operating ROA
1.45
%
1.47
%
1.30
%
1.44
%
1.26
%
Adjusted operating ROE
10.69
%
10.72
%
10.00
%
10.58
%
9.86
%
Adjusted operating ROTCE (2)(3)
19.85
%
20.11
%
20.09
%
19.86
%
19.73
%
Adjusted operating efficiency ratio (FTE) (1)(6)
48.14
%
47.47
%
48.79
%
48.47
%
50.45
%
Per Share Data
Earnings per common share, basic
$
0.95
$
1.11
$
0.63
$
2.90
$
1.23
Earnings per common share, diluted
0.94
1.11
0.63
2.89
1.22
Cash dividends paid per common share
0.37
0.37
0.34
1.11
1.02
Market value per share
37.95
42.31
35.29
37.95
35.29
Book value per common share
34.78
35.14
33.52
34.78
33.52
Tangible book value per common share (2)
20.36
20.77
18.99
20.36
18.99
Price to earnings ratio, diluted
10.14
9.50
14.16
9.81
21.55
Price to book value per common share ratio
1.09
1.20
1.05
1.09
1.05
Price to tangible book value per common share ratio (2)
1.86
2.04
1.86
1.86
1.86
Unvested shares of restricted stock awards
462,710
481,488
885,686
462,710
885,686
Weighted average common shares outstanding, basic
141,293,231
142,099,251
141,728,909
141,762,468
124,402,891
Weighted average common shares outstanding, diluted
141,641,618
142,320,806
141,986,217
142,078,792
124,794,832
Common shares outstanding at end of period
140,445,286
141,924,165
141,732,071
140,445,286
141,732,071
9
ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES
KEY FINANCIAL RESULTS (UNAUDITED)
(Dollars in thousands, except share data)
As of & For Three Months Ended
As of & For Nine Months Ended
9/30/26
6/30/26
9/30/25
9/30/26
9/30/25
Capital Ratios
Common equity Tier 1 capital ratio (5)
10.39
%
10.41
%
9.92
%
10.39
%
9.92
%
Tier 1 capital ratio (5)
10.91
%
10.94
%
10.46
%
10.91
%
10.46
%
Total capital ratio (5)
14.55
%
14.15
%
13.81
%
14.55
%
13.81
%
Leverage ratio (Tier 1 capital to average assets) (5)
9.59
%
9.62
%
8.92
%
9.59
%
8.92
%
Common equity to total assets
12.74
%
13.09
%
12.81
%
12.74
%
12.81
%
Tangible common equity to tangible assets (2)
7.87
%
8.17
%
7.69
%
7.87
%
7.69
%
Financial Condition
Assets
$
38,351,665
$
38,099,868
$
37,072,733
$
38,351,665
$
37,072,733
LHFI (net of unearned income)
29,296,616
28,673,271
27,361,173
29,296,616
27,361,173
Securities
4,784,392
4,941,974
5,310,629
4,784,392
5,310,629
Earning Assets
34,350,279
34,110,112
33,151,873
34,350,279
33,151,873
Goodwill
1,754,875
1,754,875
1,726,386
1,754,875
1,726,386
Amortizable intangibles, net
270,016
284,962
333,236
270,016
333,236
Deposits
30,965,529
30,468,257
30,665,324
30,965,529
30,665,324
Borrowings
1,622,403
1,881,340
860,312
1,622,403
860,312
Stockholders' equity
5,050,604
5,153,414
4,917,058
5,050,604
4,917,058
Tangible common equity (2)
2,859,356
2,947,220
2,691,079
2,859,356
2,691,079
Loans held for investment, net of unearned income
Construction and land development
$
2,025,385
$
1,859,217
$
2,163,182
$
2,025,385
$
2,163,182
Commercial real estate - owner occupied
4,356,099
4,308,292
4,335,919
4,356,099
4,335,919
Commercial real estate - non-owner occupied
7,275,895
7,303,555
6,805,302
7,275,895
6,805,302
Multifamily real estate
2,382,541
2,429,355
2,196,467
2,382,541
2,196,467
Commercial & Industrial
5,850,846
5,628,880
4,956,770
5,850,846
4,956,770
Residential 1-4 Family - Commercial
984,149
1,008,438
1,105,067
984,149
1,105,067
Residential 1-4 Family - Consumer
2,991,674
2,930,665
2,799,669
2,991,674
2,799,669
Residential 1-4 Family - Revolving
1,346,890
1,312,531
1,186,298
1,346,890
1,186,298
Auto
110,418
131,477
211,900
110,418
211,900
Consumer
107,158
110,909
121,620
107,158
121,620
Other Commercial
1,865,561
1,649,952
1,478,979
1,865,561
1,478,979
Total LHFI
$
29,296,616
$
28,673,271
$
27,361,173
$
29,296,616
$
27,361,173
Deposits
Interest checking accounts
$
7,844,500
$
7,812,504
$
6,916,702
$
7,844,500
$
6,916,702
Money market accounts
6,556,864
6,821,997
6,932,836
6,556,864
6,932,836
Savings accounts
2,723,123
2,567,073
2,882,897
2,723,123
2,882,897
Customer time deposits of more than $250,000
1,869,330
1,876,425
1,773,710
1,869,330
1,773,710
Customer time deposits of $250,000 or less
4,124,050
4,104,769
4,007,070
4,124,050
4,007,070
Time deposits
5,993,380
5,981,194
5,780,780
5,993,380
5,780,780
Total interest-bearing customer deposits
23,117,867
23,182,768
22,513,215
23,117,867
22,513,215
Brokered deposits
1,085,988
557,751
1,047,467
1,085,988
1,047,467
Total interest-bearing deposits
$
24,203,855
$
23,740,519
$
23,560,682
$
24,203,855
$
23,560,682
Demand deposits
6,761,674
6,727,738
7,104,642
6,761,674
7,104,642
Total deposits
$
30,965,529
$
30,468,257
$
30,665,324
$
30,965,529
$
30,665,324
Averages
Assets
$
37,975,963
$
37,433,973
$
37,377,383
$
37,557,572
$
33,378,378
LHFI (net of unearned income)
28,927,866
28,243,611
27,386,338
28,337,859
24,336,012
Loans held for sale
22,140
23,303
27,185
20,572
604,483
Securities
4,895,169
4,976,527
4,955,297
5,025,255
4,360,629
Earning assets
34,091,046
33,544,840
33,563,417
33,673,838
29,973,209
Deposits
30,507,775
30,390,719
31,031,655
30,370,700
27,619,076
Time deposits
6,422,120
6,086,936
6,283,031
6,184,345
5,856,307
Interest-bearing deposits
23,885,413
23,654,149
24,071,758
23,666,300
21,457,491
Borrowings
1,717,294
1,371,046
868,783
1,488,581
910,077
Interest-bearing liabilities
25,602,707
25,025,195
24,940,541
25,154,881
22,367,568
Stockholders' equity
5,144,943
5,125,495
4,866,989
5,113,117
4,276,987
Tangible common equity (2)
2,946,399
2,911,942
2,647,488
2,906,612
2,301,146
10
ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES
KEY FINANCIAL RESULTS (UNAUDITED)
(Dollars in thousands, except share data)
As of & For Three Months Ended
As of & For Nine Months Ended
9/30/26
6/30/26
9/30/25
9/30/26
9/30/25
Asset Quality
Allowance for Credit Losses (ACL)(8)
Beginning balance, Allowance for loan and lease losses (ALLL)
$
298,756
$
291,100
$
315,574
$
295,108
$
178,644
Add: Recoveries
2,276
1,327
1,847
4,911
4,368
Less: Charge-offs
4,547
3,313
40,440
10,761
45,905
Add: Initial Allowance - Purchased Credit Deteriorated (PCD) loans
—
—
—
—
28,265
Add: Initial Provision - Non-PCD loans
—
—
—
—
89,538
Add: Provision for loan losses
4,947
9,642
16,054
12,174
38,125
Ending balance, ALLL
$
301,432
$
298,756
$
293,035
$
301,432
$
293,035
Beginning balance, Reserve for unfunded commitments (RUC)
$
32,227
$
30,828
$
26,778
$
26,161
$
15,041
Add: Initial Provision - RUC acquired loans
—
—
—
—
11,425
Add: Provision for unfunded commitments
587
1,399
173
6,653
485
Ending balance, RUC
$
32,814
$
32,227
$
26,951
$
32,814
$
26,951
Total ACL
$
334,246
$
330,983
$
319,986
$
334,246
$
319,986
ACL / total LHFI
1.14
%
1.15
%
1.17
%
1.14
%
1.17
%
ALLL / total LHFI
1.03
%
1.04
%
1.07
%
1.03
%
1.07
%
Net charge-offs / total average LHFI (annualized)
0.03
%
0.03
%
0.56
%
0.03
%
0.23
%
Provision for loan losses/ total average LHFI (annualized)
0.07
%
0.14
%
0.23
%
0.06
%
0.70
%
Nonperforming Assets
Construction and land development
$
4,071
$
4,441
$
61,436
$
4,071
$
61,436
Commercial real estate - owner occupied
5,594
7,130
6,467
5,594
6,467
Commercial real estate - non-owner occupied
13,801
12,478
13,125
13,801
13,125
Multifamily real estate
20,529
23,399
1,583
20,529
1,583
Commercial & Industrial
30,397
31,423
9,193
30,397
9,193
Residential 1-4 Family - Commercial
1,778
2,115
6,615
1,778
6,615
Residential 1-4 Family - Consumer
24,169
24,117
23,623
24,169
23,623
Residential 1-4 Family - Revolving
4,379
4,983
5,444
4,379
5,444
Auto
297
374
556
297
556
Consumer
3
16
37
3
37
Other Commercial
1,491
450
3,161
1,491
3,161
Nonaccrual loans
$
106,509
$
110,926
$
131,240
$
106,509
$
131,240
Foreclosed property
1,964
1,756
2,001
1,964
2,001
Total nonperforming assets (NPAs)
$
108,473
$
112,682
$
133,241
$
108,473
$
133,241
Construction and land development
$
2,353
$
331
$
1,856
$
2,353
$
1,856
Commercial real estate - owner occupied
4,558
7,503
2,790
4,558
2,790
Commercial real estate - non-owner occupied
1,735
7,597
2,283
1,735
2,283
Multifamily real estate
3,541
3,541
2,088
3,541
2,088
Commercial & Industrial
1,904
2,250
1,005
1,904
1,005
Residential 1-4 Family - Commercial
557
362
2,570
557
2,570
Residential 1-4 Family - Consumer
7,549
5,954
2,955
7,549
2,955
Residential 1-4 Family - Revolving
5,170
4,319
1,816
5,170
1,816
Auto
317
219
348
317
348
Consumer
327
33
311
327
311
Other Commercial
4,141
1,616
—
4,141
—
LHFI ≥ 90 days and still accruing
$
32,152
$
33,725
$
18,022
$
32,152
$
18,022
Total NPAs and LHFI ≥ 90 days
$
140,625
$
146,407
$
151,263
$
140,625
$
151,263
NPAs / total LHFI
0.37
%
0.39
%
0.49
%
0.37
%
0.49
%
NPAs / total assets
0.28
%
0.30
%
0.36
%
0.28
%
0.36
%
ALLL / nonaccrual loans
283.01
%
269.33
%
223.28
%
283.01
%
223.28
%
ALLL/ nonperforming assets
277.89
%
265.13
%
219.93
%
277.89
%
219.93
%
11
ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES
KEY FINANCIAL RESULTS (UNAUDITED)
(Dollars in thousands, except share data)
As of & For Three Months Ended
As of & For Nine Months Ended
9/30/26
6/30/26
9/30/25
9/30/26
9/30/25
Past Due Detail
Construction and land development
$
474
$
593
$
1,387
$
474
$
1,387
Commercial real estate - owner occupied
13,431
9,636
5,346
13,431
5,346
Commercial real estate - non-owner occupied
8,729
474
4,295
8,729
4,295
Multifamily real estate
249
1,325
3,113
249
3,113
Commercial & Industrial
3,085
2,512
4,902
3,085
4,902
Residential 1-4 Family - Commercial
1,909
2,140
2,843
1,909
2,843
Residential 1-4 Family - Consumer
2,359
1,557
1,871
2,359
1,871
Residential 1-4 Family - Revolving
3,929
4,297
3,074
3,929
3,074
Auto
1,797
1,853
2,744
1,797
2,744
Consumer
226
310
329
226
329
Other Commercial
766
2,516
—
766
—
LHFI 30-59 days past due
$
36,954
$
27,213
$
29,904
$
36,954
$
29,904
Construction and land development
$
850
$
2,210
$
5,784
$
850
$
5,784
Commercial real estate - owner occupied
6,128
2,112
2,217
6,128
2,217
Commercial real estate - non-owner occupied
4,382
871
—
4,382
—
Multifamily real estate
—
732
2,553
—
2,553
Commercial & Industrial
6,523
1,830
8,397
6,523
8,397
Residential 1-4 Family - Commercial
558
1,111
803
558
803
Residential 1-4 Family - Consumer
6,101
6,985
3,320
6,101
3,320
Residential 1-4 Family - Revolving
2,090
1,732
2,162
2,090
2,162
Auto
635
465
867
635
867
Consumer
744
320
179
744
179
Other Commercial
1,826
1,051
—
1,826
—
LHFI 60-89 days past due
$
29,837
$
19,419
$
26,282
$
29,837
$
26,282
Past Due and still accruing
$
98,943
$
80,357
$
74,208
$
98,943
$
74,208
Past Due and still accruing / total LHFI
0.34
%
0.28
%
0.27
%
0.34
%
0.27
%
Alternative Performance Measures (non-GAAP)
Net interest income (FTE) (1)
Net interest income (GAAP)
$
328,422
$
325,118
$
319,210
$
965,913
$
824,745
FTE adjustment
4,693
4,561
4,419
13,806
12,539
Net interest income (FTE) (non-GAAP)
$
333,115
$
329,679
$
323,629
$
979,719
$
837,284
Noninterest income (GAAP)
54,792
90,248
51,751
199,823
162,436
Total revenue (FTE) (non-GAAP)
$
387,907
$
419,927
$
375,380
$
1,179,542
$
999,720
Less: Noninterest expense (GAAP)
204,333
199,136
238,446
613,279
652,327
Pre-tax pre-provision earnings (FTE) (non-GAAP)
$
183,574
$
220,791
$
136,934
$
566,263
$
347,393
Average earning assets
$
34,091,046
$
33,544,840
$
33,563,417
$
33,673,838
$
29,973,209
Net interest margin
3.82
%
3.89
%
3.77
%
3.84
%
3.68
%
Net interest margin (FTE)
3.88
%
3.94
%
3.83
%
3.89
%
3.73
%
Tangible Assets (2)
Ending assets (GAAP)
$
38,351,665
$
38,099,868
$
37,072,733
$
38,351,665
$
37,072,733
Less: Ending goodwill
1,754,875
1,754,875
1,726,386
1,754,875
1,726,386
Less: Ending amortizable intangibles
270,016
284,962
333,236
270,016
333,236
Ending tangible assets (non-GAAP)
$
36,326,774
$
36,060,031
$
35,013,111
$
36,326,774
$
35,013,111
Tangible Common Equity (2)
Ending equity (GAAP)
$
5,050,604
$
5,153,414
$
4,917,058
$
5,050,604
$
4,917,058
Less: Ending goodwill
1,754,875
1,754,875
1,726,386
1,754,875
1,726,386
Less: Ending amortizable intangibles
270,016
284,962
333,236
270,016
333,236
Less: Perpetual preferred stock
166,357
166,357
166,357
166,357
166,357
Ending tangible common equity (non-GAAP)
$
2,859,356
$
2,947,220
$
2,691,079
$
2,859,356
$
2,691,079
Average equity (GAAP)
$
5,144,943
$
5,125,495
$
4,866,989
$
5,113,117
$
4,276,987
Less: Average goodwill
1,754,875
1,754,875
1,711,081
1,747,837
1,547,051
Less: Average amortizable intangibles
277,313
292,322
342,064
292,312
262,434
Less: Average perpetual preferred stock
166,356
166,356
166,356
166,356
166,356
Average tangible common equity (non-GAAP)
$
2,946,399
$
2,911,942
$
2,647,488
$
2,906,612
$
2,301,146
ROTCE (2)(3)
Net income available to common shareholders (GAAP)
$
133,665
$
158,046
$
89,173
$
410,910
$
152,848
Plus: Amortization of intangibles, tax effected
11,807
11,957
14,335
35,967
33,161
Net income available to common shareholders before amortization of intangibles (non-GAAP)
$
145,472
$
170,003
$
103,508
$
446,877
$
186,009
Return on average tangible common equity (ROTCE)
19.59
%
23.42
%
15.51
%
20.56
%
10.81
%
12
ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES
KEY FINANCIAL RESULTS (UNAUDITED)
(Dollars in thousands, except share data)
As of & For Three Months Ended
As of & For Nine Months Ended
9/30/26
6/30/26
9/30/25
9/30/26
9/30/25
Operating Measures (4)
Net income (GAAP)
$
136,632
$
161,013
$
92,140
$
419,811
$
161,749
Plus: Merger-related costs, net of tax
—
—
26,856
6,956
94,847
Plus: CECL Day 1 non-PCD loans and RUC provision expense, net of tax
—
—
—
—
77,742
Plus: Loss on debt extinguishment, net of tax
1,977
—
—
1,977
—
Less: Gain (loss) on sale of securities, net of tax
8
3
3
12
(64)
Less: (Loss) gain on CRE loan sale, net of tax
—
—
(3,700)
—
8,405
Less: Gain on sale of equity interest in Cary Street Partners ("CSP"), net of tax
—
—
—
—
10,654
Less: Gain on sale of equity interest in Bearing Insurance, net of tax
—
24,023
—
24,023
—
Adjusted operating earnings (non-GAAP)
138,601
136,987
122,693
404,709
315,343
Less: Dividends on preferred stock
2,967
2,967
2,967
8,901
8,901
Adjusted operating earnings available to common shareholders (non-GAAP)
$
135,634
$
134,020
$
119,726
$
395,808
$
306,442
Operating Efficiency Ratio (1)(6)
Noninterest expense (GAAP)
$
204,333
$
199,136
$
238,446
$
613,279
$
652,327
Less: Loss on debt extinguishment
2,654
—
—
2,654
—
Less: Amortization of intangible assets
14,946
15,136
18,145
45,528
41,976
Less: Merger-related costs
—
—
34,812
9,034
118,652
Adjusted operating noninterest expense (non-GAAP)
$
186,733
$
184,000
$
185,489
$
556,063
$
491,699
Noninterest income (GAAP)
$
54,792
$
90,248
$
51,751
$
199,823
$
162,436
Less: Gain (loss) on sale of securities
10
4
4
16
(83)
Less: (Loss) gain on CRE loan sale
—
—
(4,805)
—
10,915
Less: Gain on sale of equity interest in CSP
—
—
—
—
14,300
Less: Gain on sale of equity interest in Bearing Insurance
—
32,350
—
32,350
—
Adjusted operating noninterest income (non-GAAP)
$
54,782
$
57,894
$
56,552
$
167,457
$
137,304
Net interest income (FTE) (non-GAAP) (1)
$
333,115
$
329,679
$
323,629
$
979,719
$
837,284
Adjusted operating noninterest income (non-GAAP)
54,782
57,894
56,552
167,457
137,304
Total adjusted revenue (FTE) (non-GAAP) (1)
$
387,897
$
387,573
$
380,181
$
1,147,176
$
974,588
Efficiency ratio
53.32
%
47.94
%
64.28
%
52.61
%
66.08
%
Efficiency ratio (FTE) (1)
52.68
%
47.42
%
63.52
%
51.99
%
65.25
%
Adjusted operating efficiency ratio (FTE) (1)(6)
48.14
%
47.47
%
48.79
%
48.47
%
50.45
%
Operating ROA & ROE (4)
Adjusted operating earnings (non-GAAP)
$
138,601
$
136,987
$
122,693
$
404,709
$
315,343
Average assets (GAAP)
$
37,975,963
$
37,433,973
$
37,377,383
$
37,557,572
$
33,378,378
Return on average assets (ROA) (GAAP)
1.43
%
1.73
%
0.98
%
1.49
%
0.65
%
Adjusted operating return on average assets (ROA) (non-GAAP)
1.45
%
1.47
%
1.30
%
1.44
%
1.26
%
Average equity (GAAP)
$
5,144,943
$
5,125,495
$
4,866,989
$
5,113,117
$
4,276,987
Return on average equity (ROE) (GAAP)
10.54
%
12.60
%
7.51
%
10.98
%
5.06
%
Adjusted operating return on average equity (ROE) (non-GAAP)
10.69
%
10.72
%
10.00
%
10.58
%
9.86
%
Operating ROTCE (2)(3)(4)
Adjusted operating earnings available to common shareholders (non-GAAP)
$
135,634
$
134,020
$
119,726
$
395,808
$
306,442
Plus: Amortization of intangibles, tax effected
11,807
11,957
14,335
35,967
33,161
Adjusted operating earnings available to common shareholders before amortization of intangibles (non-GAAP)
$
147,441
$
145,977
$
134,061
$
431,775
$
339,603
Average tangible common equity (non-GAAP)
$
2,946,399
$
2,911,942
$
2,647,488
$
2,906,612
$
2,301,146
Adjusted operating return on average tangible common equity (non-GAAP)
19.85
%
20.11
%
20.09
%
19.86
%
19.73
%
Operating pre-tax pre-provision earnings (FTE) (7)
Net income (GAAP)
$
136,632
$
161,013
$
92,140
$
419,811
$
161,749
Plus: Provision for credit losses
5,731
11,737
16,233
20,205
139,578
Plus: Income tax expense
36,518
43,480
24,142
112,441
33,527
Plus: Merger-related costs
—
—
34,812
9,034
118,652
Plus: FTE adjustment
4,693
4,561
4,419
13,806
12,539
Plus: Loss on debt extinguishment
2,654
—
—
2,654
—
Less: Gain (loss) on sale of securities
10
4
4
16
(83)
Less: (Loss) gain on CRE loan sale
—
—
(4,805)
—
10,915
Less: Gain on sale of equity interest in CSP
—
—
—
—
14,300
Less: Gain on sale of equity interest in Bearing Insurance
—
32,350
—
32,350
—
Adjusted operating pre-tax pre-provision earnings (FTE) (non-GAAP)
$
186,218
$
188,437
$
176,547
$
545,585
$
440,913
Less: Dividends on preferred stock
2,967
2,967
2,967
8,901
8,901
Adjusted operating pre-tax pre-provision earnings available to common shareholders (FTE) (non-GAAP)
$
183,251
$
185,470
$
173,580
$
536,684
$
432,012
Weighted average common shares outstanding, diluted
141,641,618
142,320,806
141,986,217
142,078,792
124,794,832
Adjusted operating pre-tax pre-provision earnings per common share, diluted (FTE)
$
1.29
$
1.30
$
1.22
$
3.78
$
3.46
13
ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES
KEY FINANCIAL RESULTS (UNAUDITED)
(Dollars in thousands, except share data)
As of & For Three Months Ended
As of & For Nine Months Ended
9/30/26
6/30/26
9/30/25
9/30/26
9/30/25
Mortgage Origination Held for Sale Volume
Refinance Volume
$
14,466
$
12,226
$
11,296
$
52,067
$
36,457
Purchase Volume
82,574
98,624
97,729
241,741
262,654
Total Mortgage loan originations held for sale
$
97,040
$
110,850
$
109,025
$
293,808
$
299,111
% of originations held for sale that are refinances
14.9
%
11.0
%
10.4
%
17.7
%
12.2
%
Wealth
Assets under management
$
16,578,808
$
16,522,020
$
14,819,080
$
16,578,808
$
14,819,080
Other Data
End of period full-time equivalent employees
3,111
3,073
3,100
3,111
3,100
(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 or include, as applicable, merger-related costs, CECL Day 1 non-PCD loans and RUC provision expense, loss on debt extinguishment, gain (loss) on sale of securities, (loss) gain on CRE loan sale, gain on sale of equity interest in CSP, and gain on sale of equity interest in Bearing Insurance. The Company believes these non-GAAP adjusted measures provide investors with important information about the continuing economic results of the Company’s operations.
(5) All ratios at September 30, 2026 are estimates and subject to change pending the Company’s filing of its FR Y-9C. 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, loss on debt extinguishment, gain (loss) on sale of securities, (loss) gain on CRE loan sale, gain on sale of equity interest in CSP, and gain on sale of equity interest in Bearing Insurance. 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. Adjusted operating pre-tax pre-provision earnings (FTE) excludes or includes, 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, FTE adjustment, loss on debt extinguishment, gain (loss) on sale of securities, (loss) gain on CRE loan sale, gain on sale of equity interest in CSP, and gain on sale of equity interest in Bearing Insurance. The Company believes this adjusted measure provides investors with important information about the continuing economic results of the Company’s operations.
(8) Effective January 1, 2026, the Company made certain changes to its ACL methodology as part of the continued enhancement of its credit modeling practices, resulting in more dynamic and precise modeling that allows for more granularity in the monitoring of our credit losses. The ACL methodology changes were accounted for prospectively as a change in accounting estimate and did not have a material impact on the Company’s Consolidated Financial Statements.
14
ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except share data)
September 30,
December 31,
September 30,
2026
2025
2025
ASSETS
(unaudited)
(audited)
(unaudited)
Cash and cash equivalents:
Cash and due from banks
$
451,303
$
234,257
$
342,490
Interest-bearing deposits in other banks
237,178
706,014
447,323
Federal funds sold
12,280
26,191
4,852
Total cash and cash equivalents
700,761
966,462
794,665
Securities available for sale, at fair value
3,748,965
4,194,301
4,267,523
Securities held to maturity, at carrying value
845,326
884,216
883,786
Restricted stock, at cost
190,101
190,200
159,320
Loans held for sale
16,825
18,486
24,772
Loans held for investment, net of unearned income
29,296,616
27,796,167
27,361,173
Less: allowance for loan and lease losses
301,432
295,108
293,035
Total loans held for investment, net
28,995,184
27,501,059
27,068,138
Premises and equipment, net
166,524
166,752
168,315
Goodwill
1,754,875
1,733,287
1,726,386
Amortizable intangibles, net
270,016
315,544
333,236
Bank owned life insurance
683,224
672,890
669,102
Other assets
979,864
942,557
977,490
Total assets
$
38,351,665
$
37,585,754
$
37,072,733
LIABILITIES
Noninterest-bearing demand deposits
$
6,761,674
$
6,844,629
$
7,104,642
Interest-bearing deposits
24,203,855
23,627,007
23,560,682
Total deposits
30,965,529
30,471,636
30,665,324
Securities sold under agreements to repurchase
114,650
75,432
91,630
Other short-term borrowings
650,000
650,000
—
Long-term borrowings
857,753
771,860
768,682
Other liabilities
713,129
610,428
630,039
Total liabilities
33,301,061
32,579,356
32,155,675
Commitments and contingencies
STOCKHOLDERS' EQUITY
Preferred stock, $10.00 par value
173
173
173
Common stock, $1.33 par value
186,792
188,563
188,504
Additional paid-in capital
3,828,984
3,888,841
3,882,830
Retained earnings
1,437,072
1,184,908
1,128,659
Accumulated other comprehensive loss
(402,417)
(256,087)
(283,108)
Total stockholders' equity
5,050,604
5,006,398
4,917,058
Total liabilities and stockholders' equity
$
38,351,665
$
37,585,754
$
37,072,733
Common shares issued and outstanding
140,445,286
141,776,886
141,732,071
Common shares authorized
200,000,000
200,000,000
200,000,000
Preferred shares issued and outstanding
17,250
17,250
17,250
Preferred shares authorized
500,000
500,000
500,000
15
ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(Dollars in thousands, except share data)
Three Months Ended
Nine Months Ended
September 30,
June 30,
September 30,
September 30,
September 30,
2026
2026
2025
2026
2025
Interest and dividend income:
Interest and fees on loans
$
451,734
$
436,807
$
441,944
$
1,308,169
$
1,172,224
Interest on deposits in other banks
1,741
2,165
12,478
6,051
19,982
Interest and dividends on securities:
Taxable
38,793
38,973
40,601
118,773
102,509
Nontaxable
8,865
8,883
8,414
26,702
24,930
Total interest and dividend income
501,133
486,828
503,437
1,459,695
1,319,645
Interest expense:
Interest on deposits
153,553
146,438
170,721
441,769
457,650
Interest on short-term borrowings
8,031
5,327
626
18,585
5,682
Interest on long-term borrowings
11,127
9,945
12,880
33,428
31,568
Total interest expense
172,711
161,710
184,227
493,782
494,900
Net interest income
328,422
325,118
319,210
965,913
824,745
Provision for credit losses
5,731
11,737
16,233
20,205
139,578
Net interest income after provision for credit losses
322,691
313,381
302,977
945,708
685,167
Noninterest income:
Service charges on deposit accounts
12,886
12,259
12,838
37,261
34,743
Other service charges, commissions and fees
2,266
2,286
2,325
6,490
6,332
Interchange fees
3,697
3,750
4,089
10,773
10,816
Fiduciary and asset management fees
20,452
21,460
18,595
62,090
43,014
Mortgage banking income
1,528
2,656
2,811
6,211
6,605
Bank owned life insurance income
5,954
5,734
5,116
16,888
15,979
Loan-related interest rate swap fees
4,530
6,484
5,911
14,988
10,043
Other operating income
3,479
35,619
66
45,122
34,904
Total noninterest income
54,792
90,248
51,751
199,823
162,436
Noninterest expense:
Salaries and benefits
113,978
112,309
108,319
339,700
293,676
Occupancy expenses
13,089
12,862
13,582
39,153
34,944
Furniture and equipment expenses
5,604
5,532
6,536
16,691
16,794
Technology and data processing
17,492
16,016
17,009
49,110
44,444
Professional services
6,193
6,154
8,774
18,115
21,268
Marketing and advertising expense
8,040
5,479
5,100
20,847
12,041
FDIC assessment premiums and other insurance
6,759
6,633
8,817
20,239
22,660
Franchise and other taxes
4,767
4,675
4,669
14,148
14,000
Loan-related expenses
2,544
2,723
1,933
8,118
4,461
Amortization of intangible assets
14,946
15,136
18,145
45,528
41,976
Merger-related costs
—
—
34,812
9,034
118,652
Other expenses
10,921
11,617
10,750
32,596
27,411
Total noninterest expense
204,333
199,136
238,446
613,279
652,327
Income before income taxes
173,150
204,493
116,282
532,252
195,276
Income tax expense
36,518
43,480
24,142
112,441
33,527
Net Income
$
136,632
$
161,013
$
92,140
$
419,811
$
161,749
Dividends on preferred stock
2,967
2,967
2,967
8,901
8,901
Net income available to common shareholders
$
133,665
$
158,046
$
89,173
$
410,910
$
152,848
Basic earnings per common share
$
0.95
$
1.11
$
0.63
$
2.90
$
1.23
Diluted earnings per common share
$
0.94
$
1.11
$
0.63
$
2.89
$
1.22
16
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
September 30, 2026
June 30, 2026
Average
Balance
Interest
Income /
Expense (1)
Yield /
Rate (1)(2)
Average
Balance
Interest
Income /
Expense (1)
Yield /
Rate (1)(2)
Assets:
Securities:
Taxable
$
3,580,534
$
38,793
4.30%
$
3,659,723
$
38,973
4.27%
Tax-exempt
1,314,635
11,222
3.39%
1,316,804
11,245
3.43%
Total securities
4,895,169
50,015
4.05%
4,976,527
50,218
4.05%
LHFI, net of unearned income (3)(4)
28,927,866
453,611
6.22%
28,243,611
438,508
6.23%
Other earning assets
268,011
2,200
3.26%
324,702
2,663
3.29%
Total earning assets
34,091,046
$
505,826
5.89%
33,544,840
$
491,389
5.88%
Allowance for loan and lease losses
(300,123)
(293,455)
Total non-earning assets
4,185,040
4,182,588
Total assets
$
37,975,963
$
37,433,973
Liabilities and Stockholders' Equity:
Interest-bearing deposits:
Transaction and money market accounts
$
14,828,582
$
84,865
2.27%
$
14,949,644
$
83,153
2.23%
Regular savings
2,634,711
12,207
1.84%
2,617,569
10,762
1.65%
Time deposits (5)
6,422,120
56,481
3.49%
6,086,936
52,523
3.46%
Total interest-bearing deposits
23,885,413
153,553
2.55%
23,654,149
146,438
2.48%
Other borrowings (6)
1,717,294
19,158
4.43%
1,371,046
15,272
4.47%
Total interest-bearing liabilities
$
25,602,707
$
172,711
2.68%
$
25,025,195
$
161,710
2.59%
Noninterest-bearing liabilities:
Demand deposits
6,622,362
6,736,570
Other liabilities
605,951
546,713
Total liabilities
32,831,020
32,308,478
Stockholders' equity
5,144,943
5,125,495
Total liabilities and stockholders' equity
$
37,975,963
$
37,433,973
Net interest income (FTE)
$
333,115
$
329,679
Interest rate spread
3.21%
3.29%
Cost of funds
2.01%
1.94%
Net interest margin (FTE)
3.88%
3.94%
(1) Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 21%.
(2) Rates and yields are annualized and calculated from rounded amounts in thousands, which appear above.
(3) Nonaccrual loans are included in average loans outstanding.
(4) Interest income on loans includes $41.3 million and $40.4 million for the three months ended September 30, 2026, and June 30, 2026, respectively, in accretion of the fair market value adjustments related to acquisitions.
(5) Interest expense on time deposits includes $19 thousand and $111 thousand for the three months ended September 30, 2026, and June 30, 2026, respectively, in accretion of the fair market value adjustments related to acquisitions.
(6) Interest expense on borrowings includes $452 thousand and $621 thousand for the three months ended September 30, 2026, and June 30, 2026, respectively, in amortization of the fair market value adjustments related to acquisitions.
17
EX-99.2
EX-99.2
Filename: aub-ex99d2.htm · Sequence: 3
Exhibit 99.2
Q3 2026 Earnings
Presentation October 20, 2026
2
FORWARD-LOOKING STATEMENTS
This presentation 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
regarding our strategic expansion into North Carolina, including our expectations regarding new branch openings; statements regarding our investments in strategic technology initiatives; statements regarding our business, financial and operating results, including
our deposit base and funding; the impact of changes in economic conditions, the interest rate environment, economic, fiscal or trade policy and the potential related impacts on our business and loan demand; management’s beliefs regarding our liquidity, capital
resources, asset quality, CRE loan portfolio and our customer relationships; statements regarding our strategy, statements that include other projections, predictions, expectations, or beliefs about future events or results or otherwise are not statements of historical
fact, and statements on the slides entitled “Highlights”, “The Next Phase – Harnessing Organic Power” and “2026 Financial Outlook”. 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 Atlantic Union Bankshares Corporation (the “Company,” “AUB,” “we,” “us” or “our”) and our management about future events. Although we believe that
our expectations with respect to forward-looking statements are based on 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:
• market interest rates and their related impacts on macroeconomic conditions, customer and client behavior, our funding
costs and our loan and securities portfolios;
• economic conditions, including inflation and recessionary conditions and their related impacts on economic growth and
customer and client behavior;
• U.S. and global trade policies and tensions, including changes in, or the imposition of, tariffs and/or trade barriers and the
economic impacts, volatility and uncertainty resulting therefrom, and geopolitical instability;
• volatility in the financial services sector, including failures or rumors of failures of other depository institutions, along with
actions taken by governmental agencies to address such turmoil, and the effects on the ability of depository institutions,
including us, to attract and retain depositors and to borrow or raise capital;
• legislative or regulatory changes and requirements, including changes in federal state or local tax laws and changes
impacting the rulemaking, supervision, examination and enforcement priorities of the federal banking agencies;
• the sufficiency of liquidity and changes in our capital position;
• general economic and financial market conditions in the United States generally and particularly in the markets in which we
operate and which our loans are concentrated, including the effects of declines in real estate values, an increase in
unemployment levels, U.S. fiscal debt, budget and tax matters, U.S. government shutdowns, and slowdowns in economic
growth;
• the possibility that the anticipated benefits of our acquisition activity, including anticipated cost savings and strategic gains,
are not realized when expected or at all, including as a result of the strength of the economy, competitive factors in the areas
where we do business, or as a result of other unexpected factors or events;
• potential adverse reactions or changes to business or employee relationships;
• our ability to identify, recruit and retain key employees
• monetary, fiscal and regulatory policies of the U.S. government, including policies of the U.S. Department of the Treasury and
the Federal Reserve;
• the quality or composition of our loan or investment portfolios and changes in these portfolios;
• demand for loan products and financial services in our market areas;
• our ability to manage our growth or implement our growth strategy;
• the effectiveness of expense reduction plans;
• the introduction of new lines of business or new products and services;
• real estate values in our lending area;
• changes in accounting principles, standards, rules, and interpretations, and the related impact on our financial statements;
• an insufficient ACL or volatility in the ACL resulting from the CECL methodology, either alone or as that may be affected by
changing economic conditions, credit concentrations, inflation, changing interest rates, or other factors;
• concentrations of loans secured by real estate, particularly commercial real estate;
• the effectiveness of our credit processes and management of our credit risk;
• our ability to compete in the market for financial services and increased competition from fintech companies;
• technological risks and developments, and cyber threats, attacks, or events;
• emerging issues related to the development and use of artificial intelligence that could give rise to legal or regulatory action
or increase the risk of a cybersecurity attack or the probability that such an attack would be successful;
• operational, technological, cultural, regulatory, legal, credit, and other risks associated with the exploration, consummation
and integration of potential future acquisitions, whether involving stock or cash consideration;
• the potential adverse effects of unusual and infrequently occurring events, such as weather-related disasters, terrorist acts,
geopolitical conflicts or public health events (such as pandemics), and of governmental and societal responses thereto;
these potential adverse effects may include, without limitation, adverse effects on macroeconomic conditions, the ability of
our borrowers to satisfy their obligations to us, on the value of collateral securing loans, on the demand for our loans or our
other products and services, on supply chains and methods used to distribute products and services, on incidents of
cyberattack and fraud, on our liquidity or capital positions, on risks posed by reliance on third-party service providers, on
other aspects of our business operations and on financial markets and economic growth;
• performance by our counterparties or vendors;
• deposit flows;
• the availability of financing and the terms thereof;
• the level of prepayments on loans and mortgage-backed securities;
• actual or potential claims, damages, and fines related to litigation or government actions, which may result in, among other
things, additional costs, fines, penalties, restrictions on our business activities, reputational harm, or other adverse
consequences;
• any event or development that would cause us to conclude that there was an impairment of any asset, including intangible
assets, such as goodwill; and
• other factors, many of which are beyond our control.
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, 2025, 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 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 because of new information, future events or otherwise,
except as required by law.
3
ADDITIONAL INFORMATION
Non-GAAP Financial Measures
This presentation contains certain financial information determined by methods other than
in accordance with generally accepted accounting principles in the United States (“GAAP”).
These non-GAAP financial measures are a supplement to GAAP, which is used 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. Our management believes that these non-GAAP financial measures
provide additional understanding of ongoing operations, enhance comparability of results
of operations with prior periods, 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, or show the potential effects of accumulated other
comprehensive income (or AOCI) or unrealized losses on securities on our capital. This
presentation also includes certain projections of non-GAAP financial measures. Due to the
inherent variability and difficulty associated with making accurate forecasts and
projections of information that is excluded from these projected non-GAAP measures, and
the fact that some of the excluded information is not currently ascertainable or accessible,
we are unable to quantify certain amounts that would be required to be included in the most
directly comparable projected GAAP financial measures without unreasonable effort.
Consequently, no disclosure of projected comparable GAAP measures is included, and no
reconciliation of forward-looking non-GAAP financial information is included.
Please see “Reconciliation of Non-GAAP Disclosures” at the end of this presentation for a
reconciliation to the nearest GAAP financial measure.
No Offer or Solicitation
This presentation does not constitute an offer to sell or a solicitation of an offer to buy any
securities. No offer of securities shall be made except by means of a prospectus meeting
the requirements of the Securities Act of 1933, as amended, and no offer to sell or
solicitation of an offer to buy shall be made in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
Market and Industry Data
Unless otherwise indicated, market data and certain industry forecast data used in this
presentation were obtained from internal reports, where appropriate, as well as third party
sources and other publicly available information. Data regarding the industries and markets
in which the Company competes, its market position and market share within these
industries are inherently imprecise and are subject to significant business, economic and
competitive uncertainties beyond the Company's control. In addition, assumptions and
estimates of the Company and its industries' future performance are necessarily subject to
a high degree of uncertainty and risk due to a variety of factors. These and other factors
could cause future performance to differ materially from assumptions and estimates.
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; AUB Investments, Inc., which provides
investment services; and Atlantic Union Capital Markets, Inc., which provides capital
market services.
4
HIGHLIGHTS1
branches across
Virginia, North
Carolina and
Maryland footprint
180
Assets under Management
$16.6 Billion
$38.4 Billion
Assets
$29.3 Billion
Loans
$31.0 Billion
Deposits
$5.3 Billion
Market Capitalization
N O R F O L K
V I R G I N I A
B E A C H
M a ry l a n d
V irg in ia
No rth C a ro l in a
C H A R L O T T E
W I L M I N G T O N
B A L T I M O R E
R A L E I G H
G R E E N S B O R O
R O A N O K E
S T A U N T O N
C H A R L O T T E S V I L L E
R I C H M O N D
F R E D E R I C K S B U R G
Current Branch (180) LPO (2)
Planned Additional NC
Branch Expansion (7)
W A S H I N G T O N D . C .
OUR COMPANY
Soundness | Profitability | Growth
Largest Regional Bank Headquartered in the Lower Mid-Atlantic2,3
1. Assets, Loans, Deposits and Assets under Management are as of September 30, 2026.
Market Cap as of October 19, 2026. Branch count is as of November 9, 2026.
2. Based on deposit market share as of June 30, 2026. Regional market: Delaware, Maryland,
New Jersey, Pennsylvania, Virginia, Washington, D.C., and West Virginia
3. Regional banks defined as U.S. Banks with <$100 Billion in assets 4
5
Dense, uniquely valuable presence
across attractive markets
FINANCIAL
STRENGTH
Solid balance sheet &
capital levels
PEER-LEADING
PERFORMANCE
Committed to top-tier
financial performance
ATTRACTIVE
FINANCIAL
PROFILE
Solid dividend yield
& payout ratio with
earnings upside
STRONG GROWTH
POTENTIAL
Organic & acquisition
opportunities
OUR
SHAREHOLDER
VALUE
PROPOSITION
Positioned for growth and long-term shareholder value creation as a
preeminent regional bank with a leading presence in attractive markets
LEADING
REGIONAL
PRESENCE
AUB Q3 2026
FINANCIAL RESULTS
1. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measure in "Appendix - Reconciliation of Non-GAAP Disclosures” 7
HIGHLIGHTS
Q3 2026
LOANS
& DEPOSITS
Quarterly average loan growth was approximately
9.6% annualized in Q3 2026 and quarterly loan
growth increased approximately 8.6% annualized
since the end of Q2 2026
Quarterly average deposit growth was approximately
1.5% annualized in Q3 2026 and quarterly deposit
growth increased approximately 6.5% annualized
since the end of Q2 2026
POSITIONING
FOR LONG TERM
Lending pipelines remain healthy and
macroeconomic environment remains resilient
Focused on generating positive operating leverage
DIFFERENTIATED
CLIENT EXPERIENCE
Responsive, strong and capable alternative to large
national banks, while competitive with and more
capable than smaller banks
CAPITALIZE ON
STRATEGIC OPPORTUNITIES
Focused on execution and organic growth opportunities
Organic expansion in North Carolina
FINANCIAL
RATIOS
Q3 2026 adjusted operating return on tangible common
equity of 19.85%1
Q3 2026 adjusted operating return on assets of 1.45%1
Q3 2026 adjusted operating efficiency ratio (FTE) of 48.14%1
Q3 2026 adjusted operating diluted EPS of $0.961
ASSET
QUALITY
Q3 2026 annualized net charge-offs at 3 basis points
of total average loans held for investment
Allowance for Credit Loss as a percentage of loans
held for investment of 1.14%
Nonperforming Assets as a percentage of loans held
for investment of 0.37%
7
Source: Most recent data available from S&P Global; Bureau of Economic Analysis, Bureau of Labor Statistics 8
OUR MARKETS
# State
Pop.
(Millions)
1 California 39.4
2 Texas 32.0
3 Florida 24.0
4 New York 19.9
5 Pennsylvania 13.1
6 Illinois 12.7
7 Ohio 11.9
8 Georgia 11.3
# State HHI ($)
1 District of Columbia 117,508
2 Massachusetts 109,065
3 New Jersey 108,801
4 Maryland 107,134
5 New Hampshire 106,667
6 California 105,694
7 Washington 105,641
8 Hawaii 105,239
# State
GDP
($Billions)
1 California 4,251
2 Texas 2,904
3 New York 2,468
4 Florida 1,835
5 Illinois 1,202
6 Pennsylvania 1,056
7 Ohio 967
8 Georgia 925
# State
Pop.
(Millions)
9 North Carolina 11.2
10 Michigan 10.2
11 New Jersey 9.6
12 Virginia 8.9
13 Washington 8.0
14 Arizona 7.7
15 Tennessee 7.3
18 Maryland 6.3
# State HHI ($)
9 Utah 103,211
10 Connecticut 102,592
11 Colorado 102,130
12 Virginia 99,769
13 Alaska 96,366
14 Minnesota 95,088
15 Rhode Island 93,626
37 North Carolina 79,045
# State
GDP
($Billions)
9 Washington 895
10 North Carolina 894
11 New Jersey 887
12 Massachusetts 820
13 Virginia 798
14 Michigan 730
15 Arizona 598
18 Maryland 568
MEDIAN HOUSEHOLD INCOME ($)
2026 POPULATION
( M I LLI O N S )
2025 CURRENT DOLLAR GDP
( $ B I LLI O N S )
UNEMPLOYMENT BY STATE
# State August 2026 (%)
1 South Dakota 2.0
2 North Dakota 2.2
3 Vermont 2.6
4 Hawaii 2.7
5 New Hampshire 2.8
6 Nebraska 2.9
7 Wyoming 3.0
8 Georgia 3.2
# State August 2026 (%)
8 Iowa 3.2
8 Maine 3.2
8 Montana 3.2
8 Wisconsin 3.2
18 North Carolina 3.5
21 Virginia 3.6
29 Maryland 4.1
51 District of
Columbia 5.7
National Rate 4.1
9
THE NEXT PHASE
HARNESSING ORGANIC POWER
With the franchise now established, our focus is on maximizing its potential: We Believe AUB
Was Built For
This Moment
We have invested the capital,
built the platform, and
assembled the team. Now is the
time to demonstrate the power
of what we have built—
delivering sustainable, top-tier
performance and returns.
Organic growth
Deepening relationships,
growing our company
organically, and leveraging our
scale efficiently.
Capital generation
Shifting from capital
deployment to capital
creation, targeting top tier
returns, earnings growth,
and tangible book value per
share growth.
Disciplined execution
Delivering on the promises
made to our stakeholders.
10
Q3 2026 Highlights
Reported net income available to common shareholders
decreased 15.4% from the prior quarter driven by:
• A decrease in noninterest income, primarily driven by
a $32.3 million pre-tax gain on the sale of the
Company’s equity interest in Bearing Insurance Group,
LLC (“Bearing Insurance”) recognized in the prior
quarter;
• An increase in noninterest expense, primarily driven
by a $2.7 million pre-tax loss on debt extinguishment;
• Partially offset by a decrease in provision for credit
losses primarily reflecting lower reserve requirements
associated with a modest decline in the allowance
coverage ratio, as well as slower loan growth relative to
the second quarter of 2026;
• A decrease in income tax expense associated with
lower pre-tax income.
Adjusted operating earnings available to common
shareholders1
increased 1.2% from the prior quarter
primarily due to:
• A decrease in provision for credit losses, as described
above;
• Partially offset by a decrease in adjusted noninterest
income1
, primarily due to a $2.0 million decline in loan-related interest rate swap fees, a $1.1 million decrease
in mortgage banking income, and a $1.0 million
decrease in fiduciary and asset management fees.
1. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non-GAAP Disclosures”
Note: all tables presented dollars in thousands, except per share amounts
Q3 2026 FINANCIAL PERFORMANCE AT-A-GLANCE
SUMMARIZED INCOME STATEMENT
3Q2026 2Q2026 $ Change % Change
Net interest income $328,422 $325,118 $3,304 1.0%
- Provision for credit losses 5,731 11,737 (6,006) (51.2%)
+ Noninterest income 54,792 90,248 (35,456) (39.3%)
- Noninterest expense 204,333 199,136 5,197 2.6%
- Income tax expense 36,518 43,480 (6,962) (16.0%)
Net income (GAAP) $136,632 $161,013 ($24,381) (15.1%)
- Dividends on preferred stock 2,967 2,967 — 0.0%
Net income available to common shareholders (GAAP) $133,665 $158,046 ($24,381) (15.4%)
+ Loss on debt extinguishment, net of tax 1,977 — 1,977 NM
- Gain on sale of securities, net of tax 8 3 5 166.7%
- Gain on sale of equity interest in Bearing Insurance, net of tax — 24,023 (24,023) (100.0%)
Adjusted operating earnings available to common shareholders (non-GAAP)1
$135,634 $134,020 $1,614 1.2%
NM - Not Meaningful
ADJUSTED OPERATING EARNINGS METRICS - NON-GAAP1
3Q2026 2Q2026
Adjusted operating earnings available to
common shareholders
$135,634 $134,020
Adjusted operating common EPS, diluted $0.96 $0.94
Core net interest margin (FTE) 3.40% 3.46%
Adjusted operating ROA 1.45% 1.47%
Adjusted operating ROTCE 19.85% 20.11%
Adjusted operating efficiency ratio (FTE) 48.14% 47.47%
Adjusted operating PTPP earnings (FTE) $186,218 $188,437
PTPP = Pre-tax Pre-provision
EARNINGS METRICS
3Q2026 2Q2026
Net Income available to common shareholders $133,665 $158,046
Common EPS, diluted $0.94 $1.11
ROE 10.54% 12.60%
ROTCE (non-GAAP)1
19.59% 23.42%
ROA 1.43% 1.73%
Efficiency ratio 53.32% 47.94%
Efficiency ratio (FTE)1
52.68% 47.42%
Net interest income (FTE)1
$333,115 $329,679
Net interest margin 3.82% 3.89%
Net interest margin (FTE)1
3.88% 3.94%
11
Data as of or for the twelve months ended each respective year, except for 2026 YTD which is as of the nine months ended September 30, 2026
*Annualized
STRONG TRACK RECORD OF PERFORMANCE (GAAP)
$3.26 $2.97 $2.53 $2.24 $2.03
$2.89
2021 2022 2023 2024 2025 2026 YTD
9.68% 9.51% 8.27% 7.04% 6.16%
10.98%
2021 2022 2023 2024 2025 2026 YTD*
61.91% 57.46% 61.32% 62.09% 65.16%
52.61%
2021 2022 2023 2024 2025 2026 YTD*
1.32% 1.18% 0.98% 0.88% 0.80%
1.49%
2021 2022 2023 2024 2025 2026 YTD*
EARNINGS PER SHARE, DILUTED
AVAILABLE TO COMMON SHAREHOLDERS ($) RETURN ON EQUITY (ROE) (%)
RETURN ON ASSETS (ROA) (%) EFFICIENCY RATIO (%)
12
STRONG TRACK RECORD OF PERFORMANCE (NON-GAAP)
Data as of or for the twelve months ended each respective year, except 2026 YTD which is as of the nine months ended September 30, 2026
* Annualized
(1) Non-GAAP financial measure; See reconciliation to most directly comparable GAAP measure in "Appendix -- Reconciliation of Non-GAAP Disclosures”
ADJUSTED OPERATING EARNINGS PER SHARE
AVAILABLE TO COMMON SHAREHOLDERS, DILUTED ($)(1)
ADJUSTED OPERATING RETURN
ON TANGIBLE COMMON EQUITY (ROTCE) (%)(1)
ADJUSTED OPERATING RETURN ON ASSETS (ROA) (%)(1) ADJUSTED OPERATING EFFICIENCY RATIO (FTE)(%)(1)
$3.53
$2.92 $2.95 $2.88
$3.44
$2.79
2021 2022 2023 2024 2025 2026 YTD
18.07% 17.06% 17.21% 16.85%
20.41% 19.86%
2021 2022 2023 2024 2025 2026 YTD*
54.52% 54.68% 54.15% 53.31%
49.68% 48.47%
2021 2022 2023 2024 2025 2026 YTD*
1.43%
1.16% 1.14% 1.11%
1.33% 1.44%
2021 2022 2023 2024 2025 2026 YTD*
13 Numbers may not foot due to rounding
Q3 2026 ALLOWANCE FOR CREDIT LOSSES (ACL)
AND PROVISION FOR CREDIT LOSSES
Q3 MACROECONOMIC FORECAST
Q3 ACL CONSIDERATIONS
MOODY’S SEPTEMBER 2026 BASELINE
FORECAST:
• US GDP expected to average ~2.2% growth
in 2026 and ~2.0% in 2027.
• The national unemployment rate expected
to average ~4.3% in 2026 and ~4.6% in
2027.
• Utilizes a weighted Moody’s forecast
economic scenarios approach in the
overall estimate.
• The increase in the allowance for credit
losses reflects loan growth and increased
reserves on unfunded commitments
particularly in the Construction and Land
Development portfolio.
• The reasonable and supportable forecast
period is 2 years; followed by reversion to
the historical loss average over 2 years.
ALLOWANCE FOR LOAN
& LEASE LOSSES (ALLL)
RESERVE FOR UNFUNDED
COMMITMENTS (RUC)
ALLOWANCE FOR
CREDIT LOSSES
03/31/2026
Ending Balance % of loans
$291.1 million
(1.04%)
$30.8 million
(0.11%)
$321.9 million
(1.15%)
Q2 2026 Activity +$7.7 million
Increase driven by loan growth.
+$1.4 million
Increase driven by growth in unfunded
commitments.
+$9.1 million
$11.0 million Provision for Credit
Losses and $2.0 million net charge-offs.
06/30/2026
Ending Balance % of loans
$298.8 million
(1.04%)
$32.2 million
(0.11%)
$331.0 million
(1.15%)
Q3 2026 Activity +$2.6 million
Increase driven by loan growth.
+$0.6 million
Increase driven by growth in reserve
for unfunded commitments within
the Construction and Land
Development portfolio.
+$3.3 million
$5.7 million Provision for Credit
Losses and $2.3 million net
charge-offs.
09/30/2026
Ending Balance % of loans
$301.4 million
(1.03%)
$32.8 million
(0.11%)
$334.2 million
(1.14%)
14
Q2 2026 Reported NIM Earning Assets Mix Deposit Cost Borrowing Cost Funding Mix Q3 2026 Reported NIM
NET INTEREST MARGIN (FTE)1
: DRIVERS OF CHANGE Q2 2026 TO Q3 2026
1. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non-GAAP Disclosures”
Numbers may not foot due to rounding
2. Source Bloomberg
Q3 2026 NET INTEREST MARGIN
MARKET RATES2
Q3 2026 Q2 2026
EOP Avg EOP Avg
Fed funds 4.00% 3.79% 3.75% 3.75%
Prime 7.00% 6.79% 6.75% 6.75%
1-month SOFR 3.91% 3.73% 3.65% 3.64%
2-year Treasury 4.89% 4.36% 4.17% 3.97%
5-year Treasury 5.09% 4.50% 4.23% 4.09%
10- year Treasury 5.28% 4.74% 4.47% 4.41%
MARGIN OVERVIEW
Q3 2026 Q2 2026
Net interest margin (FTE)1 3.88% 3.94%
Loan yield (FTE)1 6.22% 6.23%
Investment yield (FTE)1 4.05% 4.05%
Earning asset yield (FTE)1 5.89% 5.88%
Cost of deposits 2.00% 1.93%
Cost of interest-bearing deposits 2.55% 2.48%
Cost of interest-bearing liabilities 2.68% 2.59%
Cost of funds 2.01% 1.94%
Presented on an FTE basis (non-GAAP)1
Approximately 19% of the total loan portfolio at 9/30/2026
have floors and all are above floors
LOAN PORTFOLIO PRICING MIX
Q3 2026
Fixed 46%
1-month SOFR 42%
Prime 8%
Other 5%
Total 100%
-4 bps
1 bp
3.88%
-2 bps
- 1 bp
3.94%
1. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non-GAAP Disclosures” 15
Q3 2026 NONINTEREST INCOME Noninterest income decreased
approximately 39.3% in the third quarter of
2026 compared to the second quarter of 2026
primarily due to:
• A $32.3 million pre-tax gain on the sale of
the Company’s equity interest in Bearing
Insurance, recognized within other
operating income in the prior quarter.
Adjusted operating noninterest income1
decreased approximately 5.4% in the third
quarter of 2026 compared to the second
quarter of 2026 primarily due to:
• A $2.0 million decline in loan-related
interest rate swap fees driven by lower
transaction volumes;
• A $1.1 million decrease in mortgage banking
income due to lower mortgage origination
volumes and lower gain on sale margins;
• A $1.0 million decrease in fiduciary and
asset management fees.
($ THOUSANDS) 3Q2026 2Q2026 $ Change % Change
Service charges on deposit accounts $12,886 $12,259 $627 5.1%
Other service charges, commissions and fees 2,266 2,286 (20) (0.9%)
Interchange fees 3,697 3,750 (53) (1.4%)
Fiduciary and asset management fees 20,452 21,460 (1,008) (4.7%)
Mortgage banking income 1,528 2,656 (1,128) (42.5%)
Bank owned life insurance income 5,954 5,734 220 3.8%
Loan-related interest rate swap fees 4,530 6,484 (1,954) (30.1%)
Other operating income 3,479 35,619 (32,140) (90.2%)
Total noninterest income $54,792 $90,248 ($35,456) (39.3%)
Less: Gain on sale of securities 10 4 6 150.0%
Less: Gain on sale of equity interest in Bearing Insurance — 32,350 (32,350) (100.0%)
Adjusted operating noninterest income (non-GAAP)1
$54,782 $57,894 ($3,112) (5.4%)
1. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non-GAAP Disclosures” 16
Q3 2026 NONINTEREST EXPENSE Noninterest expense increased 2.6% in the
third quarter of 2026 compared to the second
quarter of 2026 primarily due to:
• A $2.7 million pre-tax loss on debt
extinguishment.
Adjusted operating noninterest expense1
increased 1.5% in the third quarter of 2026
compared to the second quarter of 2026
primarily due to:
• A $2.6 million seasonal increase in
marketing and advertising expense;
• A $1.7 million increase in salaries and
benefits expense, primarily due to an
increase in variable incentive compensation
expense and additional full-time equivalent
employees associated with the Company’s
North Carolina expansion;
• A $1.5 million increase in technology and
data processing expense, primarily
reflecting ongoing investments in strategic
technology initiatives and related software
maintenance costs;
• Partially offset by a $3.4 million decrease in
other expenses, primarily driven by gains on
sales of other real estate owned during the
third quarter of 2026.
($ THOUSANDS) 3Q2026 2Q2026 $ Change % Change
Salaries and benefits $113,978 $112,309 $1,669 1.5%
Occupancy expenses 13,089 12,862 227 1.8%
Furniture and equipment expenses 5,604 5,532 72 1.3%
Technology and data processing 17,492 16,016 1,476 9.2%
Professional services 6,193 6,154 39 0.6%
Marketing and advertising expense 8,040 5,479 2,561 46.7%
FDIC assessment premiums and other insurance 6,759 6,633 126 1.9%
Franchise and other taxes 4,767 4,675 92 2.0%
Loan-related expenses 2,544 2,723 (179) (6.6%)
Amortization of intangible assets 14,946 15,136 (190) (1.3%)
Other expenses 10,921 11,617 (696) (6.0%)
Total noninterest expense $204,333 $199,136 $5,197 2.6%
Less: Amortization of intangible assets 14,946 15,136 (190) (1.3%)
Less: Loss on debt extinguishment 2,654 — 2,654 NM
Adjusted operating noninterest expense (non-GAAP)1
$186,733 $184,000 $2,733 1.5%
NM - Not Meaningful
17
Q3 2026 LOANS AND DEPOSITS
• At September 30, 2026, LHFI totaled $29.3 billion,
an increase of $623.3 million from the prior quarter
primarily due to increases in commercial and
industrial, other commercial, and construction and
land development loan portfolios.
• Average loan yields (FTE)2 decreased 1 basis
point to 6.22%.
• At September 30, 2026, total deposits were $31.0
billion, an increase of $497.3 million from the prior
quarter due to increases in brokered and demand
deposits, partially offset by a decrease in interest-bearing customer deposits.
• Noninterest-bearing demand deposits
accounted for 22% of total deposit balances
at the end of the third quarter of 2026, in line
with the prior quarter.
• The average cost of deposits increased by 7
basis points compared to the prior quarter,
resulting from increased costs on customer
interest-bearing deposits and higher
brokered deposit costs.
• At September 30, 2026, the loan to deposit ratio
was 94.6%, up from 94.1% in the prior quarter.
(1) Auto portfolio is in run-off mode.
(2) For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non-GAAP Disclosures”
LOANS
($ THOUSANDS) 3Q2026 2Q2026 QTD ANNUALIZED % CHANGE
Commercial real estate - non-owner occupied $ 7,275,895 $ 7,303,555 (1.5%)
Commercial real estate - owner occupied 4,356,099 4,308,292 4.4%
Construction and land development 2,025,385 1,859,217 35.5%
Multifamily real estate 2,382,541 2,429,355 (7.6%)
Residential 1-4 Family - Commercial 984,149 1,008,438 (9.6%)
Total Commercial Real Estate (CRE) 17,024,069 16,908,857 2.7%
Commercial & Industrial 5,850,846 5,628,880 15.6%
Other Commercial 1,865,561 1,649,952 51.8%
Total Commercial & Industrial 7,716,407 7,278,832 23.9%
Total Commercial Loans $ 24,740,476 $ 24,187,689 9.1%
Residential 1-4 Family - Consumer 2,991,674 2,930,665 8.3%
Residential 1-4 Family - Revolving 1,346,890 1,312,531 10.4%
Auto(1) 110,418 131,477 (63.5%)
Consumer 107,158 110,909 (13.4%)
Total Consumer Loans $ 4,556,140 $ 4,485,582 6.2%
Total Loans Held for Investment (LHFI) (net of unearned income) $ 29,296,616 $ 28,673,271 8.6%
Average Loan Yield (FTE) 6.22% 6.23%
DEPOSITS
($ THOUSANDS) 3Q2026 2Q2026 QTD ANNUALIZED % CHANGE
Interest checking accounts $ 7,844,500 $ 7,812,504 1.6%
Money market accounts 6,556,864 6,821,997 (15.4%)
Savings accounts 2,723,123 2,567,073 24.1%
Customer time deposits of more than $250,000 1,869,330 1,876,425 (1.5%)
Customer time deposits of $250,000 or less 4,124,050 4,104,769 1.9%
Time deposits 5,993,380 5,981,194 0.8%
Total interest-bearing customer deposits 23,117,867 23,182,768 (1.1%)
Brokered deposits 1,085,988 557,751 375.7%
Total interest-bearing deposits 24,203,855 23,740,519 7.7%
Demand deposits 6,761,674 6,727,738 2.0%
Total Deposits $ 30,965,529 $ 30,468,257 6.5%
Average Cost of Deposits 2.00% 1.93%
Loan to Deposit Ratio 94.6% 94.1%
18
CAPITAL RATIO
REGULATORY
WELL
CAPITALIZED
MINIMUMS
REPORTED PRO FORMA INCLUDING AOCI
& HTM UNREALIZED LOSSES
ATLANTIC
UNION
BANKSHARES
ATLANTIC
UNION BANK
ATLANTIC
UNION
BANKSHARES
ATLANTIC
UNION BANK
Common Equity Tier 1 Ratio (CET1) 6.5% 10.4% 13.4% 8.9% 11.8%
Tier 1 Capital Ratio 8.0% 10.9% 13.4% 9.4% 11.8%
Total Risk Based Capital Ratio 10.0% 14.6% 14.3% 13.0% 12.8%
Leverage Ratio 5.0% 9.6% 11.7% 8.3% 10.4%
Tangible Equity to Tangible Assets (non-GAAP)1
- 8.3% 10.5% 8.1% 10.2%
Tangible Common Equity Ratio(non-GAAP) 1
- 7.9% 10.5% 7.6% 10.2%
As of 9/30/2026 As of 9/30/2025 % Change
Tangible Book Value per share (non-GAAP) 1 Ex. AOCI $23.22 $20.98 10.7%
1. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non-GAAP Disclosures”
• Capital information presented herein is based on estimates and subject to change pending the Company’s filing of its regulatory reports
• Figures may not foot due to rounding
STRONG CAPITAL POSITION CAPITAL MANAGEMENT STRATEGY
ATLANTIC UNION CAPITAL MANAGEMENT
OBJECTIVES ARE TO:
• Maintain designation as a “well capitalized”
institution.
• Ensure capital levels are commensurate with
the Company’s risk profile, capital stress test
projections, and strategic plan objectives.
THE COMPANY’S CAPITAL RATIOS ARE WELL
ABOVE REGULATORY WELL CAPITALIZED LEVELS
AS OF SEPTEMBER 30, 2026
• On a pro forma standalone basis, the Company
and the Bank would be well capitalized if
unrealized losses on securities were realized at
September 30, 2026.
CAPITAL MANAGEMENT ACTIONS
During the third quarter of 2026, the Company:
• Paid a common stock dividend of 37 cents per
share, which was the same as the second quarter
of 2026, and an increase of 8.8% from the third
quarter of 2025 dividend amount.
• Paid dividends of $171.88 per outstanding share
of Series A Preferred Stock
• Repurchased $62.5 million of common stock at
an average price of $41.38
At September 30, 2026
QUARTERLY ROLL FORWARD COMMON EQUITY
TIER 1 RATIO
TANGIBLE COMMON
EQUITY RATIO
TANGIBLE BOOK VALUE
PER SHARE
6/30/26 10.41% 8.17% $20.77
Pre-Provision Net Income 0.45% 0.39% 0.99
One-Time impacts (0.01%) (0.01%) (0.01)
After Tax Provision (0.01%) (0.01%) (0.03)
Common Dividend (0.17%) (0.15%) (0.37)
Common Share Repurchases (0.20%) (0.17%) (0.23)
AOCI 0.00% (0.35%) (0.89)
Goodwill & Intangibles 0.04% 0.04% 0.11
Deferred Taxes and Other 0.04% 0.01% 0.03
Asset Growth (0.16%) (0.06%) 0.00
9/30/26 10.39% 7.87% $20.36
AOCI Total Impact --- 1.11% 2.87
9/30/26 ex. AOCI 10.39% 8.98% $23.22
19
2026 FINANCIAL OUTLOOK
1. Information on this slide is presented as of October 20, 2026, reflects the Company’s updated financial outlook, certain of the Company’s financial targets, and key economic and other assumptions, and will not be updated or affirmed unless and
until the Company publicly announces such an update or affirmation. The 2026 financial outlook, the Company’s financial targets and the key economic assumptions contain forward-looking statements. These statements are based on current
beliefs and expectations of our management and are subject to significant risks and uncertainties, including, but not limited to, volatility and uncertainty in the macro economic environment, changes in federal and state governmental policies, the
imposition or expansion of tariffs, sustained inflationary pressures, macroeconomic conditions, and geopolitical instability. As a result, actual results or conditions may differ materially. See the information set forth below the heading “Forward-Looking Statements” on slide 2 of this presentation.
2. Refer to “Additional Information” slide and Appendix for non-GAAP disclosures.
FULL YEAR 2026 OUTLOOK 1 FULL YEAR 2026 COMMENTARY1
Loans (end of period) $29.0 – 30.0 billion Low End of High Single Digits Year over Year
Growth
Deposits (end of period) $31.0 – 32.0 billion Low Single Digits Year over Year Growth
Credit Outlook
ACL to loans: ~115 – 120 bps
Net charge-off ratio: <5 bps
Low end of ACL Range
NCO reduced from a range of 5 to 10 bps
Net Interest Income (FTE)2 ~$1.32 - $1.33 billion Low end of Range
Net Interest Margin (FTE)2 ~3.90% - 3.95% Low end of Range
Adjusted Operating Noninterest
Income2
~$220 - $230MM Low end of Range
Adjusted Operating Noninterest
Expense2
(excludes amortization of intangible assets)
~$742- $752MM Low end of Range
Amortization of intangible assets ~$60MM
• The Federal Reserve Bank raises the fed
funds rate 25 basis points in December
2026 and term rates remain stable
• Assumes moderate GDP growth and a
stable economy in AUB’s branch footprint
• Expect Virginia, Maryland, and North
Carolina unemployment rate to rise
but remain at or below the national
unemployment rate in 2026
• Assumes continued repurchases of
common stock in Q4 2026
• AOCI volatility clouding TBV outlook
KEY ASSUMPTIONS1
Q3 2026
APPENDIX
21
AUB DIVERSIFIED AND GRANULAR LOAN PORTFOLIO
Figures may not total to 100% due to rounding
Duration and Weighted Average Yield Data is as of or for the three months ended September 30, 2026
Commercial defined as C&I plus owner-occupied commercial real estate and other commercial
1. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in "Appendix - Reconciliation of Non-GAAP Disclosures"
Duration
Q2 2025 Weighted Average Yield (Tax Equivalent)
C&D 6.9%
Owner Occupied
CRE
14.9%
C&I
20.0%
Other Commercial
Commercial 1-4 Family 6.4%
3.4%
Non-Owner
Occupied CRE
24.8%
Multifamily RE
8.1%
Consumer 1-4 Family
10.2%
Revolving 1-4 Family
4.6%
Auto
0.4%
Consumer
0.4%
TOTAL LOAN PORTFOLIO $29.3 BILLION
At September 30, 2026
LOAN PORTFOLIO CHARACTERISTICS
1.3 years
Duration
41%
Commercial
6.22%
Q3 2026 Weighted Average Yield (Tax Equivalent)1
22
Total Non-Owner Occupied
CRE 24.8%
Owner Occupied CRE 14.9%
Construction and Land
Development 6.9%
Multifamily Real Estate 8.1%
Residential 1-4 Family -
Commercial 3.4%
Other Commercial
(Farmland) 0.1%
All Other Loans 41.8%
AUB CRE PORTFOLIO
At September 30, 2026
CRE BY CLASS
$ I N M I LLI O N S
Total
Outstandings
% of
Total Portfolio
Hotel/Motel B&B $1,232 4.2%
Industrial/Warehouse $1,271 4.3%
Office $1,461 5.0%
Retail $1,943 6.6%
Self Storage $681 2.3%
Senior Living $120 0.4%
Other $567 1.9%
Total Non-Owner Occupied CRE $7,276 24.8%
Owner Occupied CRE $4,356 14.9%
Construction and Land Development $2,025 6.9%
Multifamily Real Estate $2,383 8.1%
Residential 1-4 Family - Commercial $984 3.4%
Other Commercial (Farmland) $40 0.1%
Total CRE $17,064 58.2%
$29.3B
Total Loans
267%
CRE Concentration
Ratio1
1. CRE concentration as a percentage of total capital; Loan balances used are as defined in the Call Report instructions.
Figures may not foot due to rounding.
23
At September 30, 2026
1. Trailing 4 Quarters Avg NCO/Trailing 4 Quarter Avg Office Portfolio
Figures may not foot due to rounding.
NON-OWNER OCCUPIED OFFICE CRE PORTFOLIO
NON-OWNER OCCUPIED OFFICE
GEOGRAPHICALLY DIVERSE NON PORTFOLIO CREDIT QUALITY -OWNER OCCUPIED OFFICE PORTFOLIO
* DC, Montgomery County, Prince George’s County, Fairfax County, Fairfax City, Falls
Church City, Arlington County, Alexandria City
( $ M I LLI O N S )
Carolinas $329
Western VA $155
Fredericksburg Area $161
Central VA $99
Coastal VA/NC $47
Baltimore $124
DC Metro $443
Other Maryland $49
Eastern VA $15
Other $40
Total $1,461
BY MARKET DC METRO SUBMARKET* KEY PORTFOLIO METRICS
Avg. Office Loan ($ thousands) $2,217
Median Office Loan ($ thousands) $736
Loan Loss Reserve / Office Loans 1.54%
NCOs / Office Loans1 -0.01%
Delinquencies / Office Loans 0.36%
NPL / Office Loans 0.26%
Criticized Loans / Office Loans 8.84%
District of Columbia $61
Suburban Maryland $177
Suburban Virginia $205
Total $443
24
MULTIFAMILY CRE PORTFOLIO
1. Trailing 4 Quarters Avg NCO/Trailing 4 Quarter Avg Multifamily Portfolio
Figures may not foot due to rounding.
Carolinas $741
Western VA $245
Fredericksburg Area $85
Central VA $321
Coastal VA/NC $219
Baltimore $135
DC Metro $358
Other Maryland $12
Eastern VA $38
Other $227
Total $2,383
At September 30, 2026
* DC, Montgomery County, Prince George’s County, Fairfax County, Fairfax City, Falls
Church City, Arlington County, Alexandria City
BY MARKET
MULTIFAMILY PORTFOLIO CREDIT
GEOGRAPHICALLY DIVERSE MULTIFAMILY PORTFOLIO QUALITY
DC METRO SUBMARKET* KEY PORTFOLIO METRICS
( $ M I LLI O N S )
Avg. Multifamily Loan ($ thousands) $3,788
Median Multifamily Loan ($ thousands) $902
Loan Loss Reserve / Multifamily Loans 1.21%
NCOs / Multifamily Loans1 0.00%
Delinquencies / Multifamily Loans 1.02%
NPL / Multifamily Loans 0.86%
Criticized Loans / Multifamily Loans 12.14%
District of Columbia $242
Suburban Maryland $108
Suburban Virginia $8
Total $358
25
OVERVIEW OF GOVERNMENT-RELATED LOAN
PORTFOLIO EXPOSURES
$710.4 million 1.09% $3.5 million
Total Amount of Loans Loan Loss Reserve/
Gov Con Loans
Avg. Loan Size
0.00% -0.04% 10.86%
Non-Performing Loans Net Charge-Offs1 Criticized Loans/
Gov Con Loans
1. Trailing 4 Quarters Avg NCO/Trailing 4 Quarter Avg Government Contracting Portfolio
• Government Contracting team has
managed through government
shutdowns and sequestrations in the
past.
• Focus on national security agency and
defense industry contractors.
• Active monitoring of all published
notices of contract terminations or
stop work orders.
KEY METRICS OF GOVERNMENT CONTRACTING PORTFOLIO
As of September 30, 2026
26
• Comprised primarily of facilities that help fund private equity
group lending to businesses
• The Company’s exposure consists of granular downstream
credits held as collateral with each facility controlled with
specific conservative advance rates and concentration
percentages
• The Company has had no NDFI charge-offs or past due loans in
the preceding four quarters
• All NDFI loans are included in the Other Commercial (Other) loan
class
1 As of September 30, 2026, there were no outstanding balances related to loans to consumer credit intermediaries
AUB NON-DEPOSITORY FINANCIAL INSTITUTION
(“NDFI”)/PRIVATE CREDIT PORTFOLIO
At September 30, 2026
NDFI/PRIVATE CREDIT PORTFOLIO PORTFOLIO CHARACTERISTICS
$ I N M I LLI O N S
Loans to mortgage credit intermediaries
Institutional CRE, Residential Mortgage Warehouse,
Mortgage Servicing Rights ("MSR")
Loans to business credit intermediaries
Wholesale Lender Finance, Business Development
Companies
Other loans to non-depository financial
institutions
All Other (e.g. insurance, broker/dealer)
Loans to consumer credit intermediaries1
Consumer Lender Finance
N D F I / P R I V A T E C R E D I T LO A N T Y P E S
Total of $251.2
NDFI Loan Loss Reserve / Total NDFI Loans 0.82%
NDFI Loans/ Total Loans 0.86%
Average NDFI Loan Size $2.2 million
KEY PORTFOLIO METRICS
KEY PORTFOLIO METRICS
$23.6
$150.2
$77.4
27
ATTRACTIVE CORE DEPOSIT BASE
Cost of deposit data is as of and for the three months ended September 30, 2026, figures may not foot due to rounding
1. Core deposits defined as total deposits less jumbo time deposits and brokered deposits
Non-Interest Bearing
22%
Interest Checking
25%
Money Market
21%
Retail Time
13%
Jumbo Time
6%
Brokered
4%
Savings
9%
DEPOSIT BASE CHARACTERISTICS DEPOSIT COMPOSITION AT SEPTEMBER 30, 2026 — $31.0 BILLION
90%
core deposits1
47%
transactional accounts
2.00%
Q3 2026 cost of deposits
28
GRANULAR DEPOSIT BASE
CUSTOMER DEPOSIT GRANULARITY
PERIOD END UNINSURED & UNCOLLATERALIZED DEPOSITS
AS A PERCENTAGE OF TOTAL DEPOSITS
( $ M I LLI O N S )
32% 31% 32% 33% 32%
$9,802 $9,551 $9,608
$9,915 $9,785
Q3 2025 Q4 2025 Q1 2026 Q2 2026 Q3 2026
$22,000 $22,000 $21,000
$104,000
$120,000 $117,000
$2,100 $2,500 $2,400
$7,500
$8,100 $7,900
Q3 2025 Q2 2026 Q3 2026
Retail Avg. Deposits Acct Size Business Avg. Deposits Acct Size
Retail Accounts - Median Business Accounts - Median
29
Cash and Cash
Equivalents
(unrestricted)
$681
Unencumbered
Securities
$2,024
FHLB Borrowing
Capacity
$4,899
Fed Funds Lines
$1,388
Discount Window
$1,212
Secondary Sources*
$2,036
AUB LIQUIDITY POSITION
* Includes brokered deposits and other sources of liquidity
Figures may not foot due to rounding
Liquidity
Sources
Total
$12.2
billion
At September 30, 2026
TOTAL LIQUIDITY SOURCES OF
$12.2 BILLION
~124% Liquidity Coverage Ratio of
Uninsured/Uncollateralized Deposits of $9.8 billion
($ MILLIONS)
30
SECURITIES PORTFOLIO
• Total securities portfolio of $4.6 billion with a
total net unrealized losses of $558.1 million
– 83% of total portfolio book value in
available-for-sale (“AFS”) with net
unrealized losses of $475.0 million
– 17% of total portfolio book value
designated as held-to-maturity with net
unrealized losses of $83.1 million
– 13% floating rate versus 87% fixed rate
• Total effective duration of approximately 4.5
years. Securities portfolio is used defensively
to neutralize overall asset sensitive interest
rate risk profile
• ~27% municipals, ~72% agency MBS/CMOs,
Treasuries and ~1% corporates and other
investments
• Securities to total assets of 12.0% as of
September 30, 2026, down from 12.4% as of
June 30, 2026
$5,151
$4,738
$4,594
3Q 2025 2Q 2026 3Q 2026
4.10% Yield
4.05% Yield
4.05% Yield
INVESTMENT SECURITIES BALANCES
Total AFS (fair value) and HTM (carrying value)
At September 30, 2026
( $ M I L L I O N S )
31
RECONCILIATION OF NON-GAAP DISCLOSURES
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 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 or show the potential effects of accumulated other comprehensive income or unrealized losses on held to maturity securities on
our capital.
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 presentation have been recast to
conform to this updated presentation.
32
RECONCILIATION OF NON-GAAP DISCLOSURES
Adjusted operating measures exclude or include,
as applicable, loss on debt extinguishment, gain
on sale of equity interest in Bearing Insurance,
and gain on sale of securities. The Company
believes these non-GAAP adjusted measures
provide investors with important information
about the continuing economic results of the
Company’s operations. 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. The adjusted operating efficiency
ratio (FTE) excludes, as applicable, the loss on
debt extinguishment, amortization of intangible
assets, gain on sale of securities, and gain on
sale of equity interest in Bearing Insurance. 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.
ADJUSTED OPERATING EARNINGS AND EFFICIENCY RATIO
(Dollars in thousands, except per share amounts)
For the three months ended
September 30, 2026 June 30, 2026
Operating Measures
Net Income (GAAP) $ 136,632 $ 161,013
Plus: Loss on debt extinguishment, net of tax 1,977 —
Less: Gain on sale of equity interest in Bearing Insurance, net of tax — 24,023
Less: Gain on sale of securities, net of tax 8 3
Adjusted operating earnings (non-GAAP) $ 138,601 $ 136,987
Less: Dividends on preferred stock 2,967 2,967
Adjusted operating earnings available to common shareholders (non-GAAP) $ 135,634 $ 134,020
Weighted average common shares outstanding, diluted 141,641,618 142,320,806
EPS available to common shareholders, diluted (GAAP) $ 0.94 $ 1.11
Adjusted operating EPS available to common shareholders (non-GAAP) $ 0.96 $ 0.94
Operating Efficiency Ratio
Noninterest expense (GAAP) $ 204,333 $ 199,136
Less: Loss on debt extinguishment 2,654 —
Less: Amortization of intangible assets 14,946 15,136
Adjusted operating noninterest expense (non-GAAP) $ 186,733 $ 184,000
Noninterest income (GAAP) $ 54,792 $ 90,248
Less: Gain on sale of securities 10 4
Less: Gain on sale of equity interest in Bearing Insurance — 32,350
Adjusted operating noninterest income (non-GAAP) $ 54,782 $ 57,894
Net interest income (GAAP) $ 328,422 $ 325,118
Noninterest income (GAAP) 54,792 90,248
Total revenue (GAAP) $ 383,214 $ 415,366
Net interest income (FTE) (non-GAAP) $ 333,115 $ 329,679
Adjusted operating noninterest income (non-GAAP) 54,782 57,894
Total adjusted revenue (FTE) (non-GAAP) $ 387,897 $ 387,573
Efficiency ratio (GAAP) 53.32% 47.94%
Efficiency ratio FTE (non-GAAP) 52.68% 47.42%
Adjusted operating efficiency ratio (FTE) (non-GAAP) 48.14% 47.47%
33
RECONCILIATION OF NON-GAAP DISCLOSURES
Adjusted operating measures exclude or
include, as applicable, merger-related costs,
FDIC special assessments, legal reserves
associated with our previously disclosed
settlement with the Consumer Financial
Protection Bureau (“CFPB”), strategic cost
savings initiatives (principally composed of
severance charges related to headcount
reductions, costs related to modifying
certain third party vendor contracts, and
charges for exiting certain leases), strategic
branch closing and related facility
consolidation costs (principally composed of
real estate, leases and other asset write
downs, as well as severance and expense
reduction initiatives), the net loss related to
balance sheet repositioning (principally
composed of gains and losses on debt
extinguishment, and charges for exiting
certain leases), deferred tax asset write-down, CECL Day 1 non-Purchased Credit
Deteriorated (“PCD”) loans and RUC
provision expense, loss on debt
extinguishment, gain (loss) on sale of
securities, gain on sale-leaseback
transaction, gain on CRE loan sale, gain on
sale of Dixon, Hubard, Feinour & Brown, Inc.
(“DHFB”), gain on sale of equity interest in
Cary Street Partners (“CSP”), gain on sale of
equity interest in Bearing Insurance, and gain
on the sale of Visa, Inc. Class B common
stock. The Company believes these non-GAAP adjusted measures provide investors
with important information about the
continuing economic results of the
Company’s operations.
ADJUSTED OPERATING EARNINGS & FINANCIAL METRICS
For the nine months ended For the years ended
(Dollars in thousands, except outstanding share and per share
amounts) September 30, 2026 2025 2024 2023 2022 2021
Operating Measures
Net Income (GAAP) $ 419,811 $ 273,715 $ 209,131 $ 201,818 $ 234,510 $ 263,917
Plus: Merger-related costs, net of tax 6,956 124,590 33,476 2,850 — —
Plus: FDIC special assessment, net of tax — — 664 2,656 — —
Plus: Legal reserve, net of tax — — — 6,809 — —
Plus: Strategic cost saving initiatives, net of tax — — — 9,959 — —
Plus: Strategic branch closing and facility consolidation costs,
net of tax — — — — 4,351 13,775
Plus: Net loss related to balance sheet repositioning, net of
tax
— — — — — 11,609
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 — — —
Plus: Loss on debt extinguishment, net of tax 1,977 — — — — —
Less: Gain (loss) on sale of securities, net of tax 12 (62) (5,129) (32,381) (2) 69
Less: Gain on sale-leaseback transaction, net of tax — — — 23,367 — —
Less: Gain on CRE loan sale, net of tax — 8,405 — — — —
Less: Gain on sale of DHFB, net of tax — — — — 7,984 —
Less: Gain on sale of equity interest in CSP, net of tax — 10,994 — — — —
Less: Gain on sale of equity interest in Bearing Insurance, net
of tax 24,023 — — — — —
Less: Gain on Visa, Inc. Class B common stock, net of tax — — — — — 4,058
Adjusted operating earnings (non-GAAP) $ 404,709 $ 456,710 $ 264,694 $ 233,106 $ 230,879 $ 285,174
Less: Dividends on preferred stock 8,901 11,868 11,868 11,868 11,868 11,868
Adjusted operating earnings available to common shareholders
(non-GAAP) $ 395,808 $ 444,842 $ 252,826 $ 221,238 $ 219,011 $ 273,306
Earnings per share (EPS)
Weighted average common shares outstanding, diluted 142,078,792 129,161,421 87,909,237 74,962,363 74,953,398 77,417,801
EPS available to common shareholders, diluted (GAAP) $ 2.89 $ 2.03 $ 2.24 $ 2.53 $ 2.97 $ 3.26
Adjusted operating EPS available to common shareholders,
diluted (non-GAAP) $ 2.79 $ 3.44 $ 2.88 $ 2.95 $ 2.92 $ 3.53
34
RECONCILIATION OF NON-GAAP DISCLOSURES
The Company believes net interest income (FTE),
total revenue (FTE), and total adjusted revenue
(FTE), which are used in computing net interest
margin (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. The adjusted operating efficiency
ratio (FTE) excludes, as applicable, the
amortization of intangible assets, loss on debt
extinguishment, losses related to balance sheet
repositioning (principally composed of gains and
losses on debt extinguishment), merger-related
costs, FDIC special assessments, strategic cost
savings initiatives (principally composed of
severance charges related to headcount
reductions, costs related to modifying certain third
party vendor contracts, and charges for exiting
certain leases), legal reserves associated with our
previously disclosed settlement with the CFPB,
strategic branch closing and facility consolidation
costs (principally composed of real estate, leases
and other asset write downs, as well as severance
and expense reduction initiatives), gain (loss) on
sale of securities, gain on sale-leaseback
transaction, gain on sale of DHFB, gain on CRE
loan sale, gain on sale of equity interest in CSP,
gain on sale of equity interest in Bearing Insurance,
and gain on sale of Visa, Inc. Class B common
stock. 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.
ADJUSTED OPERATING EARNINGS & EFFICIENCY RATIO
For the nine months ended For the years ended
(Dollars in thousands) September 30, 2026 2025 2024 2023 2022 2021
Operating Efficiency Ratio
Noninterest expense (GAAP) $ 613,279 $ 895,570 $ 507,534 $ 430,371 $ 403,802 $ 419,195
Less: Amortization of intangible assets 45,528 59,668 19,307 8,781 10,815 13,904
Less: Loss on debt extinguishment 2,654 — — — — —
Less: Losses related to balance sheet repositioning — — — — — 14,695
Less: Merger-related costs 9,034 157,278 40,018 2,995 — —
Less: FDIC special assessment — — 840 3,362 — —
Less: Strategic cost saving initiatives — — — 12,607 — —
Less: Legal reserve — — — 8,300 — —
Less: Strategic branch closing and facility consolidation costs — — — — 5,508 17,437
Adjusted operating noninterest expense (non-GAAP) $ 556,063 $ 678,624 $ 447,369 $ 394,326 $ 387,479 $ 373,159
Noninterest income (GAAP) $ 199,823 $ 219,436 $ 118,878 $ 90,877 $ 118,523 $ 125,806
Less: Gain (loss) on sale of securities 16 (81) (6,493) (40,989) (3) 87
Less: Gain on sale-leaseback transaction — — — 29,579 — —
Less: Gain on sale of DHFB — — — — 9,082 —
Less: Gain on CRE loan sale — 10,915 — — — —
Less: Gain on sale of equity interest in CSP — 14,757 — — — —
Less: Gain on sale of equity interest in Bearing Insurance 32,350 — — — — —
Less: Gain on Visa, Inc. Class B common stock — — — — — 5,137
Adjusted operating noninterest income (non-GAAP) $ 167,457 $ 193,845 $ 125,371 $ 102,287 $ 109,444 $ 120,582
Net interest income (GAAP) $ 965,913 $ 1,154,913 $ 698,539 $ 611,013 $ 584,261 $ 551,260
Noninterest income (GAAP) 199,823 219,436 118,878 90,877 118,523 125,806
Total revenue (GAAP) $ 1,165,736 $ 1,374,349 $ 817,417 $ 701,890 $ 702,784 $ 677,066
Net interest income (FTE) (non-GAAP) $ 979,719 $ 1,172,074 $ 713,765 $ 625,923 $ 599,134 $ 563,851
Adjusted operating noninterest income (non-GAAP) 167,457 193,845 125,371 102,287 109,444 120,582
Total adjusted revenue (FTE) (non-GAAP) $ 1,147,176 $ 1,365,919 $ 839,136 $ 728,210 $ 708,578 $ 684,433
Efficiency ratio (GAAP) 52.61% 65.16% 62.09% 61.32% 57.46% 61.91%
Adjusted operating efficiency ratio (FTE) (non-GAAP) 48.47% 49.68% 53.31% 54.15% 54.68% 54.52%
35
RECONCILIATION OF NON-GAAP DISCLOSURES
The Company believes net interest
income (FTE), interest income (FTE),
investment income (FTE), total
revenue (FTE), earning asset income
(FTE), total adjusted revenue (FTE),
which are used in computing net
interest margin (FTE), core net
interest margin (FTE), loan yield
(FTE), investment yield (FTE), earning
asset yield (FTE), efficiency ratio
(FTE) and adjusted operating
efficiency ratio (FTE), provide
valuable additional insight into the
net interest margin, loan yield,
investment yield, earning asset yield,
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.
NET INTEREST MARGIN, LOAN YIELD, INVESTMENT YIELD AND EARNING ASSET YIELD
(Dollars in thousands)
For the three months ended
September 30, 2026 June 30, 2026
Net interest income (GAAP) $ 328,422 $ 325,118
FTE adjustment 4,693 4,561
Net interest income (FTE) (non-GAAP) $ 333,115 $ 329,679
Noninterest income (GAAP) 54,792 90,248
Total revenue (FTE) (non-GAAP) $ 387,907 $ 419,927
Net interest income (FTE) (non-GAAP) $ 333,115 $ 329,679
Purchase accounting adjustments 40,865 39,939
Core net interest income (FTE) (non-GAAP) $ 292,250 $ 289,740
Average earning assets $ 34,091,046 $ 33,544,840
Net interest margin (GAAP) 3.82% 3.89%
Net interest margin (FTE) (non-GAAP) 3.88% 3.94%
Core net interest margin (FTE) (non-GAAP) 3.40% 3.46%
Loan interest income (GAAP) $ 451,275 $ 436,309
FTE adjustment 2,336 2,199
Loan interest income (FTE) (non-GAAP) $ 453,611 $ 438,508
Average LHFI $ 28,927,866 $ 28,243,611
Loan yield (GAAP) 6.19% 6.20%
Loan yield (FTE) (non-GAAP) 6.22% 6.23%
Investment interest income (GAAP) $ 47,658 $ 47,856
FTE adjustment 2,357 2,362
Investment interest income (FTE) (non-GAAP) $ 50,015 $ 50,218
Average securities $ 4,895,169 $ 4,976,527
Investment yield (GAAP) 3.86% 3.86%
Investment yield (FTE) (non-GAAP) 4.05% 4.05%
Total earning assets interest income (GAAP) $ 501,133 $ 486,828
FTE adjustment 4,693 4,561
Total earning assets interest income (FTE) (non-GAAP) $ 505,826 $ 491,389
Average earning assets $ 34,091,046 $ 33,544,840
Earning assets yield (GAAP) 5.83% 5.82%
Earning assets yield (FTE) (non-GAAP) 5.89% 5.88%
36
RECONCILIATION OF NON-GAAP DISCLOSURES
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. The Company
also calculates adjusted tangible common
equity to tangible assets ratios to exclude AOCI,
which is principally comprised of unrealized
losses on AFS securities, and to include the
impact of unrealized losses on HTM securities.
The Company believes that each of these ratios
enables investors to assess the Company's
capital levels and capital adequacy without the
effects of changes in AOCI, some of which are
uncertain and difficult to predict, or assuming
that the Company realized all previously
unrealized losses on HTM securities at the end of
the period, as applicable.
TANGIBLE ASSETS, TANGIBLE COMMON EQUITY, AND LEVERAGE RATIO
(Dollars in thousands, except per share amounts)
As of September 30, 2026 As of June 30, 2026 As of September 30, 2025
Atlantic Union Atlantic Union Atlantic Union Atlantic Union Atlantic Union
Bankshares Bank Bankshares Bank Bankshares
Tangible Assets
Ending Assets (GAAP) $ 38,351,665 $ 38,265,036 $ 38,099,868 $ 38,016,047 $ 37,072,733
Less: Ending goodwill 1,754,875 1,754,875 1,754,875 1,754,875 1,726,386
Less: Ending amortizable intangibles 270,016 270,016 284,962 284,962 333,236
Ending tangible assets (non-GAAP) $ 36,326,774 $ 36,240,145 $ 36,060,031 $ 35,976,210 $ 35,013,111
Tangible Common Equity
Ending equity (GAAP) $ 5,050,604 $ 5,816,697 $ 5,153,414 $ 5,792,358 $ 4,917,058
Less: Ending goodwill 1,754,875 1,754,875 1,754,875 1,754,875 1,726,386
Less: Ending amortizable intangibles 270,016 270,016 284,962 284,962 333,236
Less: Perpetual preferred stock 166,357 — 166,357 — 166,357
Ending tangible common equity (non-GAAP) $ 2,859,356 $ 3,791,806 $ 2,947,220 $ 3,752,521 $ 2,691,079
Net unrealized losses on HTM securities, net of tax $ (83,080) $ (83,080) $ (29,142) $ (29,142) $ (35,687)
Accumulated other comprehensive loss (AOCI) $ (402,417) $ (402,416) $ (276,793) $ (276,815) $ (283,108)
Common shares outstanding at end of period 140,445,286 141,924,165 141,732,071
Average equity (GAAP) $ 5,144,943 $ 5,840,503 $ 5,125,495 $ 5,771,065 $ 4,866,989
Less: Average goodwill 1,754,875 1,754,875 1,754,875 1,754,875 1,711,081
Less: Average amortizable intangibles 277,313 277,313 292,322 292,322 342,064
Less: Average perpetual preferred stock 166,356 — 166,356 — 166,356
Average tangible common equity (non-GAAP) $ 2,946,399 $ 3,808,315 $ 2,911,942 $ 3,723,868 $ 2,647,488
Book value per common share (GAAP) $ 34.78 $ 35.14 33.52
Tangible book value per common share (non-GAAP) $ 20.36 $ 20.77 18.99
Tangible book value per common share, ex AOCI (non-GAAP) $ 23.22 $ 22.72 20.98
37
RECONCILIATION OF NON-GAAP DISCLOSURES
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. The Company
also calculates adjusted tangible common
equity to tangible assets ratios to exclude AOCI,
which is principally comprised of unrealized
losses on AFS securities, and to include the
impact of unrealized losses on HTM securities.
The Company believes that each of these ratios
enables investors to assess the Company's
capital levels and capital adequacy without the
effects of changes in AOCI, some of which are
uncertain and difficult to predict, or assuming
that the Company realized all previously
unrealized losses on HTM securities at the end of
the period, as applicable.
TANGIBLE ASSETS, TANGIBLE COMMON EQUITY, AND LEVERAGE RATIO
(Dollars in thousands, except per share amounts)
As of September 30, 2026
Atlantic Union Atlantic Union
Bankshares Bank
Common equity to total assets (GAAP) 12.7% 15.2%
Tangible equity to tangible assets (non-GAAP) 8.3% 10.5%
Tangible equity to tangible assets, incl net unrealized losses on HTM securities (non-GAAP) 8.1% 10.2%
Tangible common equity to tangible assets (non-GAAP) 7.9% 10.5%
Tangible common equity to tangible assets, incl net unrealized losses on HTM securities (non-GAAP) 7.6% 10.2%
Tangible common equity to tangible assets, ex AOCI (non-GAAP) 9.0%
Leverage Ratio
Tier 1 capital $ 3,480,605 $ 4,249,060
Total average assets for leverage ratio $ 36,301,615 $ 36,217,022
Leverage ratio 9.6% 11.7%
Leverage ratio, incl AOCI and net unrealized losses on HTM securities (non-GAAP) 8.3% 10.4%
38
RECONCILIATION OF NON-GAAP DISCLOSURES
All regulatory capital ratios at September 30,
2026 are estimates and subject to change
pending the Company’s filing of its FR Y-9C. In
addition to these regulatory capital ratios, the
Company adjusts certain regulatory capital
ratios to include the impacts of AOCI, which the
Company has elected to exclude from regulatory
capital ratios under applicable regulations, and
net unrealized losses on HTM securities,
assuming that those unrealized losses were
realized at the end of the period, as applicable.
The Company believes that each of these ratios
help investors to assess the Company's
regulatory capital levels and capital adequacy.
RISK-BASED CAPITAL RATIOS
(Dollars in thousands)
As of September 30, 2026
Atlantic Union
Bankshares
Atlantic
Union Bank
Risk-Based Capital Ratios
Net unrealized losses on HTM securities, net of tax $
(83,080) $
(83,080)
Accumulated other comprehensive loss (AOCI) $
(402,417) $
(402,416)
Common equity tier 1 capital $ 3,314,249 $ 4,249,060
Tier 1 capital $ 3,480,605 $ 4,249,060
Total capital $ 4,642,674 $ 4,558,917
Total risk-weighted assets $ 31,897,596 $ 31,814,302
Common equity tier 1 capital ratio 10.4% 13.4%
Common equity tier 1 capital ratio, incl AOCI and net unrealized losses on HTM securities (non-GAAP) 8.9% 11.8%
Tier 1 capital ratio 10.9% 13.4%
Tier 1 capital ratio, incl AOCI and net unrealized losses on HTM securities (non-GAAP) 9.4% 11.8%
Total capital ratio 14.6% 14.3%
Total capital ratio, incl AOCI and net unrealized losses on HTM securities (non-GAAP) 13.0% 12.8%
39
RECONCILIATION OF NON-GAAP DISCLOSURES
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. 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. Adjusted
operating measures exclude or include, as
applicable, loss on debt extinguishment, gain on
sale of securities, gain on sale of equity interest
in Bearing Insurance and amortization of
intangible assets. The Company believes these
non-GAAP adjusted measures provide investors
with important information about the continuing
economic results of the Company’s operations.
OPERATING MEASURES
(Dollars in thousands)
For the three months ended
September 30, 2026 June 30, 2026
Return on average assets (ROA)
Average assets (GAAP) $ 37,975,963 $ 37,433,973
ROA (GAAP) 1.43% 1.73%
Adjusted operating ROA (non-GAAP) 1.45% 1.47%
Return on average equity (ROE)
Adjusted operating earnings available to common shareholders (non-GAAP) $ 135,634 $ 134,020
Plus: Amortization of intangibles, tax effected 11,807 11,957
Adjusted operating earnings available to common shareholders before amortization of intangibles
(non-GAAP)
$ 147,441 $ 145,977
Average equity (GAAP) $ 5,144,943 $ 5,125,495
Less: Average goodwill 1,754,875 1,754,875
Less: Average amortizable intangibles 277,313 292,322
Less: Average perpetual preferred stock 166,356 166,356
Average tangible common equity (non-GAAP) $ 2,946,399 $ 2,911,942
ROE (GAAP) 10.54% 12.60%
Return on tangible common equity (ROTCE)
Net Income available to common shareholders (GAAP) $ 133,665 $ 158,046
Plus: Amortization of intangibles, tax effected 11,807 11,957
Net Income available to common shareholders before amortization of intangibles (non-GAAP) $ 145,472 $ 170,003
ROTCE (non-GAAP) 19.59% 23.42%
Adjusted operating ROTCE (non-GAAP) 19.85% 20.11%
40
RECONCILIATION OF NON-GAAP DISCLOSURES
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.
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. Adjusted operating measures
exclude or include, as applicable, merger-related
costs, FDIC special assessments, legal reserves
associated with our previously disclosed settlement
with the CFPB, strategic cost savings initiatives
(principally composed of severance charges related to
headcount reductions, costs related to modifying
certain third party vendor contracts and charges for
exiting certain leases), strategic branch closing and
related facility consolidation costs (principally
composed of real estate, leases and other asset write
downs, as well as severance and expense reduction
initiatives), loss on debt extinguishment, the net loss
related to balance sheet repositioning (principally
composed of gains and losses on debt
extinguishment), deferred tax asset write-down, CECL
Day 1 non-PCD loans and RUC provision expense,
gain (loss) on sale of securities, gain on sale-leaseback transaction, gain on CRE loan sale, gain on
sale of DHFB, gain on sale of equity interest in CSP,
gain on sale of equity interest in Bearing Insurance,
and gain on the sale of Visa, Inc. Class B common
stock. The Company believes these non-GAAP
adjusted measures provide investors with important
information about the continuing economic results of
the Company’s operations.
OPERATING MEASURES
For the nine months ended For the years ended
(Dollars in thousands, except per share amounts) September 30, 2026 2025 2024 2023 2022 2021
Return on assets (ROA)
Average assets $ 37,557,572 $ 34,380,986 $ 23,862,190 $ 20,512,402 $ 19,949,388 $ 19,977,551
ROA (GAAP) 1.49% 0.80% 0.88% 0.98% 1.18% 1.32%
Adjusted operating ROA (non-GAAP) 1.44% 1.33% 1.11% 1.14% 1.16% 1.43%
Return on equity (ROE)
Adjusted operating earnings available to common shareholders
(non-GAAP) $ 395,808 $ 444,842 $ 252,826 $ 221,238 $ 219,011 $ 273,306
Plus: Amortization of intangibles, tax effected 35,967 47,138 15,253 6,937 8,544 10,984
Adjusted operating earnings available to common shareholders
before amortization of intangibles (non-GAAP) $ 431,775 $ 491,980 $ 268,079 $ 228,175 $ 227,555 $ 284,290
Average equity (GAAP) 5,113,117 4,446,839 2,971,111 2,440,525 2,465,049 2,725,330
Less: Average goodwill 1,747,837 1,592,391 1,139,422 925,211 930,315 935,560
Less: Average amortizable intangibles 292,312 277,977 73,984 22,951 34,627 49,999
Less: Average perpetual preferred stock 166,356 166,356 166,356 166,356 166,356 166,356
Average tangible common equity (non-GAAP) $ 2,906,612 $ 2,410,115 $ 1,591,349 $ 1,326,007 $ 1,333,751 $ 1,573,415
ROE (GAAP) 10.98% 6.16% 7.04% 8.27% 9.51% 9.68%
Return on tangible common equity (ROTCE)
Net Income available to common shareholders (GAAP) $ 410,910 $ 261,847 $ 197,263 $ 189,950 $ 222,642 $ 252,049
Plus: Amortization of intangibles, tax effected 35,967 47,138 15,253 6,937 8,544 10,984
Net Income available to common shareholders before
amortization of intangibles (non-GAAP) $ 446,877 $ 308,965 $ 212,516 $ 196,887 $ 231,186 $ 263,033
ROTCE (non-GAAP) 20.56% 12.82% 13.35% 14.85% 17.33% 16.72%
Adjusted operating ROTCE (non-GAAP) 19.86% 20.41% 16.85% 17.21% 17.06% 18.07%
41
RECONCILIATION OF NON-GAAP DISCLOSURES
Adjusted operating pre-tax pre-provision
earnings (FTE) excludes or includes, as
applicable, the provision for credit losses, which
can fluctuate significantly from period-to-period
under the CECL methodology, income tax
expense, loss on debt extinguishment, gain on
sale of securities, and gain on sale of equity
interest in Bearing Insurance. The Company
believes this adjusted measure provides
investors with important information about the
continuing economic results of the Company’s
operations.
ADJUSTED OPERATING PRE-TAX PRE-PROVISION EARNINGS (FTE)
(Dollars in thousands)
For the three months ended
September 30, 2026 June 30, 2026
Net interest income (GAAP) $ 328,422 $ 325,118
FTE adjustment 4,693 4,561
Net interest income (FTE)(non-GAAP) $ 333,115 $ 329,679
Noninterest income (GAAP) 54,792 90,248
Total revenue (FTE)(non-GAAP) $ 387,907 $ 419,927
Less: Noninterest expense (GAAP) 204,333 199,136
Pre-tax pre-provision earnings (FTE)(non-GAAP) $ 183,574 $ 220,791
Plus: Loss on debt extinguishment 2,654 —
Less: Gain on sale of securities 10 4
Less: Gain on sale of equity interest in Bearing Insurance — 32,350
Adjusted operating pre-tax pre-provision earnings (FTE)(non-GAAP) $ 186,218 $ 188,437
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Document and Entity Information1
Oct. 20, 2026
Document Type
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Entity File Number
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Entity Registrant Name
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VA
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