Interest Rate Risk Management - The company reported a net interest income sensitivity of $41,524 thousand for a +100 basis point shift in interest rates as of June 30, 2022, reflecting a 10.4% increase [361]. - For the same period, the company projected a dollar change of $(63,986) thousand for a -200 basis point shift, indicating a 16.0% decrease in net interest income [362]. - The Economic Value of Equity (EVE) sensitivity showed a dollar change of $60,871 thousand for a -200 basis point shift, representing a 5.0% increase [364]. - The company maintains a policy limit that restricts changes in net interest income to 20% for a +/- 100 basis point move in interest rates [362]. - As of June 30, 2022, the company was within policy limits for all interest rate scenarios analyzed [362]. - The Asset-Liability Committee (ALCO) meets quarterly to monitor interest rate risk sensitivity and ensure compliance with established risk limits [354]. - The company utilizes two approaches to model interest rate risk: Net Interest Income at Risk (NII at Risk) and Economic Value of Equity (EVE) [360]. - The company emphasizes the importance of effective management of interest rate risk to minimize the impact on net interest income and asset values [355]. Market Risks - The company faces market risks primarily from interest rate changes and price risks related to market demand [352]. - The company is subject to various risks, including impacts from the COVID-19 pandemic and changes in economic conditions affecting the financial services industry [196].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to _______________ Commission File No. 001-38258 MERCHANTS BANCORP (Exact name of registrant as specified in its charter) Indi ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [Mark One] ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ Commission file number 001-38258 MERCHANTS BANCORP (Exact name of Registrant as specified in its charter) | INDIANA | 20-57474 ...

Interest Rate Risk Management - As of September 30, 2021, the projected dollar change in net interest income sensitivity for a +200 basis point shift is $69,553, representing a 25.1% increase [352]. - For a -200 basis point shift, the dollar change in net interest income sensitivity is $(20,688), reflecting a decrease of 7.5% [352]. - The company's interest rate risk management policy limits the change in net interest income to 20% for a +/- 100 basis point move and 30% for a +/- 200 basis point move [352]. - The company is within policy limits set by the board of directors for all interest rate scenarios as of September 30, 2021 [352]. - The Asset-Liability Committee (ALCO) meets quarterly to monitor interest rate risk sensitivity and ensure compliance with established risk limits [345]. - The company utilizes two approaches to model interest rate risk: Net Interest Income at Risk (NII at Risk) and Economic Value of Equity (EVE) [347]. Economic Value of Equity - The Economic Value of Equity (EVE) is projected to decrease by $(7,873) for a +200 basis point shift, which is a 0.8% decline [354]. - For a -200 basis point shift, the EVE is expected to increase by $2,133, indicating a 0.2% rise [354]. Risk Factors - The company faces various risks including impacts from the COVID-19 pandemic, credit risk management, and compliance with regulatory requirements [182]. - The company has identified market risk primarily from interest rate risk and price risk related to market demand [344].

Financial Performance - Net income for the three months ended June 30, 2021, was $51,417 thousand, a 24.5% increase compared to $41,162 thousand for the same period in 2020[12]. - The company reported a basic earnings per share of $1.59 for the three months ended June 30, 2021, compared to $1.31 for the same period in 2020, indicating a growth of 21.4%[12]. - Comprehensive income for the three months ended June 30, 2021, was $51,164 thousand, compared to $40,944 thousand for the same period in 2020, representing an increase of 24.5%[14]. - Net income for the six months ended June 30, 2021, was $113,400,000, compared to $65,745,000 for the same period in 2020, representing a 72.6% increase[18]. - The diluted earnings per share for the six months ended June 30, 2021, were $3.60, compared to $2.03 for the same period in 2020, marking a significant increase[137]. Asset and Liability Management - Total assets increased to $9,881,532 thousand as of June 30, 2021, up from $9,645,375 thousand at December 31, 2020, representing a growth of 2.45%[10]. - Total liabilities decreased slightly to $8,822,468 thousand as of June 30, 2021, from $8,834,754 thousand at December 31, 2020, a reduction of 0.14%[10]. - The company’s retained earnings increased to $560,083 thousand as of June 30, 2021, up from $461,744 thousand at December 31, 2020, reflecting a growth of 21.3%[10]. - Total shareholders' equity as of June 30, 2021, was $1,059,064,000, compared to $708,198,000 as of June 30, 2020, reflecting a year-over-year increase of 49.4%[16]. Loan and Deposit Activity - Total deposits increased to $8,039,578 thousand as of June 30, 2021, up from $7,408,066 thousand at December 31, 2020, reflecting an increase of 8.5%[10]. - The net change in deposits for the six months ended June 30, 2021, was $629,407,000, compared to $1,430,553,000 in 2020, showing a decrease of 56.0%[18]. - As of June 30, 2021, total loans receivable amounted to $5,472.9 million, a decrease from $5,535.4 million as of December 31, 2020[49]. - Total loans held for sale as of June 30, 2021, amounted to $2.93 billion, a decrease from $3.03 billion as of December 31, 2020[136]. Loan Loss Provisions and Quality - The provision for loan losses was a credit of $315 thousand for the three months ended June 30, 2021, compared to a provision of $1,745 thousand in the same period of 2020, indicating improved asset quality[12]. - The provision for loan losses decreased to $1,348,000 for the six months ended June 30, 2021, from $4,743,000 in 2020, indicating a reduction of 71.6%[18]. - Nonaccrual loans, including troubled debt restructurings (TDRs), are reported as nonperforming loans, with a policy to maintain nonaccrual status until three months of satisfactory performance[70]. - Nonperforming loans decreased to 0.05% of loans receivable at June 30, 2021, down from 0.11% at December 31, 2020[181]. Securities and Investments - The fair value of available-for-sale securities was $315.3 million as of June 30, 2021, compared to $269.8 million as of December 31, 2020, indicating a significant increase[30][33]. - The total fair value of available-for-sale securities was $315,260,000 as of June 30, 2021, compared to $277,632,000 on December 31, 2020, indicating an increase of 13.5%[118]. - The company’s investments in available-for-sale securities showed gross unrealized losses of $415,000 as of June 30, 2021[34]. Capital Management - As of June 30, 2021, the Company reported a Tier 1 capital amount of $1,041,631 thousand, resulting in a leverage ratio of 10.9%, exceeding the required threshold of 8.5%[104]. - The Company, Merchants Bank, and FMBI are classified as well-capitalized by regulatory agencies as of June 30, 2021, with no known conditions affecting this status[100]. Mortgage Servicing and Securitization - The company’s mortgage servicing rights increased to $98,331,000 as of June 30, 2021, from $82,604,000 at the end of 2020, reflecting a growth of 19%[124]. - The fair value of mortgage loans in process of securitization was $461,914,000, an increase from $338,733,000 on December 31, 2020, representing a growth of 36.3%[118]. - The company recognized a net loss of $676,000 on the sale of a $262.0 million portfolio of multi-family loans, which was securitized through Freddie Mac[46]. Operational Highlights - The Banking segment provides a wide range of financial products and services, including retail banking and commercial lending, contributing to the company's diversified revenue streams[142]. - The Multi-family Mortgage Banking segment focuses on originating and servicing government-sponsored mortgages, which is a key area of growth for the company[142]. - The company has established a cross-functional committee to ensure compliance with new accounting standards, particularly regarding credit losses[163].

Financial Performance - Net income for the three months ended March 31, 2021, was $61,983 thousand, a significant increase of 152% compared to $24,583 thousand for the same period in 2020[9]. - Basic earnings per share for Q1 2021 was $2.02, compared to $0.73 in Q1 2020, indicating a growth of 176%[9]. - The company reported a comprehensive income of $61,858 thousand for Q1 2021, compared to $25,051 thousand in Q1 2020, an increase of 146%[10]. - Net income for the three months ended March 31, 2021, was $61,983,000, compared to $24,583,000 for the same period in 2020, representing a 152% increase[13]. - The Banking segment reported net income of $23,025,000 for Q1 2021, compared to $7,950,000 in Q1 2020, representing a growth of 189%[133]. - Net income for the three months ended March 31, 2021, was $62.0 million, a 152% increase compared to the same period in 2020[167]. Asset and Liability Management - Total assets increased to $9,705,260 thousand as of March 31, 2021, up from $9,645,375 thousand at December 31, 2020, representing a growth of 0.62%[8]. - Total liabilities decreased to $8,694,005 thousand from $8,834,754 thousand, a reduction of 1.58%[8]. - Total shareholders' equity increased by $200.6 million, or 25%, to $1.0 billion at March 31, 2021, primarily due to a Series C preferred stock offering raising $144.9 million[201]. Deposits and Loans - Total deposits reached $8,063,181 thousand, an increase of 8.8% from $7,408,066 thousand at the end of 2020[8]. - The net change in deposits for the quarter was $653,011,000, compared to $1,244,630,000 in the same quarter of the previous year[13]. - As of March 31, 2021, total loans receivable amounted to $5,710,291, an increase from $5,507,926 as of December 31, 2020, representing a growth of approximately 3.7%[42]. - The total recorded investment in loans reached $5,739,382,000 as of March 31, 2021, compared to $5,535,426,000 at December 31, 2020, indicating a growth of 3.7%[70]. - Total loans greater than 30 days past due were $6.6 million at March 31, 2021, down from $47.8 million at December 31, 2020[206]. Income and Interest - Net interest income after provision for loan losses rose to $70,300 thousand, up from $35,355 thousand year-over-year, reflecting an increase of 99%[9]. - Net interest income for Q1 2021 was $71,963,000, compared to $38,353,000 in Q1 2020, marking an increase of 88%[133]. - Interest paid decreased to $6,972,000 in Q1 2021 from $23,782,000 in Q1 2020, reflecting lower borrowing costs[13]. - The interest rate spread increased by 74 basis points to 2.93% compared to 2.19% for the same period in 2020[167]. Loan Quality and Provisions - The company reported a provision for loan losses of $1,663,000 in Q1 2021, down from $2,998,000 in Q1 2020, indicating improved asset quality[13]. - The allowance for loan losses increased to $29,091,000 as of March 31, 2021, up from $18,883,000 at the end of March 2020, reflecting a year-over-year increase of 54.3%[62]. - Nonperforming loans decreased to 0.08% of loans receivable, down from 0.19% a year earlier[167]. - The total amount of loans classified as "Special Mention (Watch)" was $135,228,000 as of March 31, 2021, compared to $152,939,000 at December 31, 2020, showing a decline of 11.6%[70]. Capital and Regulatory Compliance - As of March 31, 2021, Merchants Bancorp's CBLR (Tier 1) capital was $993,392 thousand, representing a leverage ratio of 10.1%, exceeding the required threshold of 8.5%[91]. - The company met all regulatory capital adequacy requirements to be classified as well-capitalized as of March 31, 2021[88]. - The CBLR threshold was temporarily reduced to 8% under the CARES Act in response to the COVID-19 pandemic, increasing to 8.5% in 2021 and returning to 9% in 2022[90]. Market and Economic Conditions - The company anticipates potential risks from the COVID-19 pandemic affecting its operations and demand across its businesses[159]. - The company is focused on managing credit risk and ensuring the sufficiency of its allowance for loan loss[159]. - The company is committed to executing its strategic plan and managing growth effectively[159].

Employee and Workplace Culture - As of December 31, 2020, the company had approximately 404 full-time employees with a turnover rate of 9.49% in 2020[37] - The company has been recognized as one of the "Best Places to Work in Indiana" every year since 2016[38] - The company established an Employee Stock Ownership Plan (ESOP) in 2020, funded entirely by the company, to align employee interests with shareholders[38] Regulatory Environment - The company is subject to extensive regulation under federal and state laws, which can impact growth and earnings performance[44] - The Federal Reserve requires bank holding companies to serve as a source of financial and managerial strength to their subsidiary banks[59] - The company maintains an anti-money laundering program in compliance with the Bank Secrecy Act and the USA Patriot Act[65] - The company is regulated by various agencies, including the FDIC and the Federal Reserve, which evaluate its operations and compliance with applicable laws[46] - The Company, Merchants Bank, and FMBI met all regulatory capital requirements with the Community Bank Leverage Ratio (CBLR) to be classified as well capitalized as of December 31, 2020[80] - The minimum capital requirements under Basel III, effective since 2015, apply to all covered banking organizations, including the Company[72] - The Dodd-Frank Act imposed more stringent capital requirements on bank holding companies, affecting the Company's operations[90] - The company is subject to legal limitations on the extent to which Merchants Bank or FMBI can supply funds, primarily through dividends[86] - The company is required to comply with SEC rules regarding internal controls over financial reporting, and failure to maintain effective controls could adversely affect business and stock price[145] - The company is required to maintain effective anti-money laundering programs, with potential penalties for noncompliance that could restrict its business operations[206][207] Financial Performance and Risks - The company’s allowance for loan losses may prove insufficient to absorb potential losses, requiring additional provisions in the future[139] - The company’s goodwill totaled $15.8 million as of December 31, 2020, and future evaluations may result in impairment charges that could adversely affect financial results[143] - Economic downturns may impair the ability of small to midsized business borrowers to repay loans, adversely affecting the company’s financial condition[140] - Increased competition from non-bank competitors, which are not subject to the same regulations, may further challenge the company’s market position[121] - Nonperforming assets adversely affect net income and increase loan administration costs, impacting overall financial performance[135] - The company is exposed to risks from large mortgage non-depository financial institutions, which could impact funding and revenue[178] - An increase in nonperforming assets could adversely impact net interest income, affecting overall financial performance[173] - Liquidity risks could adversely affect operations, with potential negative impacts from fluctuations in customer deposits and competitive pressures[177] - The company raised $171.1 million through preferred stock offerings in 2019, indicating a need for additional capital to meet business commitments[186] - Regulatory capital requirements could increase, necessitating additional capital raises or operational contractions[186] Market Competition - The company faces strong competition in various sectors, including commercial and retail banking, residential mortgages, and multi-family loan originations[36] - The company faces strong competition from various financial institutions, including national, regional, and community banks, as well as online businesses, which may adversely affect its ability to attract and retain customers[120] - Changes in interest rates and competitor pricing decisions may adversely affect the profitability of the mortgage banking business[112] - The profitability of mortgage banking is highly dependent on the ability to aggregate and sell a high volume of loans in the secondary market[113] - The company has voluntarily adopted many servicing and foreclosure standards due to competitive pressures, despite not being a party to certain state settlements[100] Interest Rate and Economic Sensitivity - Fluctuations in interest rates may reduce net interest income, negatively impacting the company's financial condition and results of operations[168] - Interest rate increases may lead to larger payment requirements for borrowers, increasing the potential for defaults[169] - The company’s operations are sensitive to general economic conditions, particularly in Indiana, which could constrain growth and profitability[124] - Interest rate risk management is crucial, with the company aiming to limit changes in net interest income to 20% for a +/- 100 basis point move in interest rates[410] - As of December 31, 2020, the company's net interest income sensitivity showed a dollar change of $50,305 (19.1% increase) for a +200 basis point shift in rates[410] - The Economic Value of Equity (EVE) analysis indicated a dollar change of $100,236 (12.8% increase) for a -200 basis point shift in rates as of December 31, 2020[412] Compliance and Legal Risks - Future legislation and executive orders may significantly impact the banking industry, potentially altering operational costs and permissible activities[104] - The company must comply with various federal consumer protection laws, including the Fair Debt Collection Practices Act and the Truth in Lending Act[106] - The company faces risks related to noncompliance with consumer protection laws, which could result in sanctions and adversely affect its operations and growth prospects[202][204] - The company operates under an approved Community Reinvestment Act (CRA) strategic plan, which evaluates its record in meeting local credit needs[89] - Regulatory actions against the company could include restrictions on growth initiatives and acquisitions, impacting overall business strategy[198][201] Management and Strategic Initiatives - The company is highly dependent on its management team, and the loss of key executives could harm its strategic implementation and growth prospects[152] - The company plans to pursue acquisitions to enhance profitability, but faces risks including competition for merger candidates and potential integration challenges[164] Audit and Financial Reporting - Merchants Bancorp's consolidated financial statements present a fair view of the company's financial position as of December 31, 2020, and 2019[419] - The audit was conducted in accordance with PCAOB standards to ensure reasonable assurance of the financial statements' accuracy[422] - The company is not required to have an audit of its internal control over financial reporting, and no opinion on its effectiveness is expressed[422]

Interest Rate Sensitivity - The company reported a net interest income sensitivity of $(18,684) thousand for a -200 basis point shift, representing a 7.2% decrease [310]. - For a +200 basis point shift, the net interest income is projected to increase by $47,980 thousand, or 18.5% [310]. - The Economic Value of Equity (EVE) is expected to decrease by $(23,327) thousand for a +200 basis point shift, reflecting a 3.2% decline [312]. - The company maintains a policy limit of 20% change in net interest income for a +/- 100 basis point move in interest rates [310]. - The company is within policy limits for all interest rate scenarios as of September 30, 2020 [310]. - The company’s Asset-Liability Committee (ALCO) meets quarterly to monitor interest rate risk sensitivity and compliance with risk limits [304]. Risk Management - The company faces risks from the COVID-19 pandemic, affecting operations and demand across its businesses [149]. - The company emphasizes the importance of managing credit risk and maintaining sufficient loan loss allowances [149]. - The company is subject to regulatory compliance risks, including those related to the Dodd-Frank Act [149]. - The company has identified market risk primarily from interest rate risk and price risk related to market demand [303].

Interest Rate Sensitivity - The company reported a net interest income sensitivity of $25,577 thousand for a +100 basis point shift in interest rates as of June 30, 2020, reflecting a 10.7% increase[304] - For a +200 basis point shift, the net interest income sensitivity increased to $51,574 thousand, representing a 21.6% increase[304] - The company maintains a policy limit that restricts changes in net interest income to 20% for a +/- 100 basis point move in interest rates[304] - The company is within policy limits for both net interest income and EVE under various interest rate scenarios as of June 30, 2020[304][306] Economic Value of Equity (EVE) - The Economic Value of Equity (EVE) decreased by $48,270 thousand, or 6.7%, under a -200 basis point scenario as of June 30, 2020[306] - The EVE management policy limits changes to 15% for a +/- 100 basis point move in interest rates[306] Market Risks - The company has identified interest rate risk and price risk related to market demand as primary sources of market risk[296] - The Asset-Liability Committee (ALCO) meets quarterly to monitor interest rate risk sensitivity and ensure compliance with risk limits[300] Operational Risks - The company faces risks from the COVID-19 pandemic, affecting operations and demand across its businesses[149] - The company is subject to compliance with governmental and regulatory requirements, including the Dodd-Frank Act[149]

NASDAQ: MBIN May 2020 SunTrust Robinson Humphrey 2020 Financial Services Conference Disclaimers This presentation may contain "forward-looking statements" within the meaning of meaning of Section 27A of the Securities Act, Section 21E of the Securities Exchange Act of 1934, as amended, and the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect management's current views with respect to, among other things, future events and our financial performance. These statem ...