☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 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, 2025 OR For the transition period from to Commission File Number: 001-35654 NATIONAL BANK HOLDINGS CORPORATION (Exact name of registrant as specified in its charter) (State or other jurisdiction of ...

Core Points - National Bank Holdings Corporation announced a quarterly cash dividend increase of 3.4% from $0.29 to $0.30 per share, payable on June 13, 2025 [1] - Over the past five years, the quarterly dividend per common share has increased by 50%, reflecting the company's strong balance sheet and commitment to shareholder returns [2] Company Overview - National Bank Holdings Corporation is a bank holding company focused on building a community bank franchise with high-quality client service and stakeholder results [3] - The company operates over 85 banking centers across Colorado, Kansas City, Utah, Wyoming, Texas, New Mexico, and Idaho, serving various customer segments including individuals, businesses, and government entities [3] - Its banking operations include multiple brand names under NBH Bank, such as Community Banks of Colorado, Bank Midwest, and Hillcrest Bank, among others [3]

National Bank (NBHC) Q1 2025 Earnings Call April 23, 2025 11:00 AM ET Company Participants Emily Gooden - Senior VP, Chief Accounting Officer & Investor Relations DirectorTimothy Laney - Chairman, President and Chief Executive OfficerNicole Van Denabeele - Executive VP & CFOAldis Birkans - PresidentAndrew Terrell - Managing DirectorAndrew Liesch - Managing DirectorBrett Rabatin - Director of Research Conference Call Participants Jeffrey Rulis - MD & Senior Research AnalystCharlie Driscoll - Equity Research ...

Exhibit 99.1 National Bank Holdings Corporation Announces First Quarter 2025 Financial Results NYSE Ticker: NBHC Denver, Colorado - (Globe Newswire) – National Bank Holdings Corporation (the "Company") reported: | | | | For the quarter | (1) | | | | | | For the quarter - adjusted(1)(2) | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | 1Q25 | | 4Q24 | | | 1Q24 | 1Q25 | | 4Q24 | | 1Q24 | | | Net income ($000's) | $ | 24,231 | $ | 28,184 | $ | 31,391 | $ | 24,231 | $ | 3 ...

Core Points - National Bank Holdings Corporation reported a net income of $24.2 million for Q1 2025, a decrease from $28.2 million in Q4 2024 and $31.4 million in Q1 2024, primarily due to a $10.2 million provision expense related to a loan charge-off involving suspected fraud [3][4][14] - The diluted earnings per share for Q1 2025 was $0.63, down from $0.73 in Q4 2024 and $0.82 in Q1 2024 [4][30] - The return on average tangible assets was 1.09% for Q1 2025, compared to 1.23% in Q4 2024 and 1.39% in Q1 2024 [4][14] - The company maintained a solid net interest margin of 3.93%, with a 3.4% growth in fully taxable equivalent net interest income year-over-year [3][5] Financial Performance - Net interest income for Q1 2025 was $88.6 million, down from $92.0 million in Q4 2024, attributed to two fewer business days and a decrease in average earning assets [5][15] - The average total deposits decreased by $111.6 million to $8.3 billion during Q1 2025, while transaction deposits grew by $147.7 million to $7.4 billion [8][18] - Non-interest income increased to $15.4 million in Q1 2025 from $11.1 million in Q4 2024, driven by higher mortgage banking income [9][19] Asset Quality - The company recorded a provision expense for credit losses of $10.2 million in Q1 2025, significantly higher than $2.0 million in Q4 2024, primarily due to the fraud-related charge-off [7][17] - Non-performing loans decreased to 0.45% of total loans, while non-performing assets decreased to 0.46% [7][17] - The allowance for credit losses as a percentage of loans was 1.18% at March 31, 2025, compared to 1.22% at December 31, 2024 [7][17] Capital and Equity - The Common Equity Tier 1 capital ratio was reported at 13.6%, with tangible book value per share increasing by $0.66 to $25.94 during the quarter [3][12] - Shareholders' equity rose by $24.2 million to $1.3 billion, primarily due to retained earnings growth from net income [12][13] Loan Portfolio - Total loans amounted to $7.6 billion as of March 31, 2025, a decrease from $7.8 billion at the end of Q4 2024, with quarterly loan fundings of $255.7 million [6][34] - The weighted average rate on new loans was 7.3%, compared to a weighted average yield of 6.4% on the loan portfolio [6][34]

NYSE Ticker: NBHC DENVER, April 22, 2025 (GLOBE NEWSWIRE) -- National Bank Holdings Corporation (the “Company”) reported: For the quarter(1) For the quarter - adjusted(1)(2) 1Q25 4Q24 1Q24 1Q25 4Q24 1Q24Net income ($000's) $24,231 $< ...

Group 1 - National Bank Holdings Corporation (NBHC) will report its first quarter financial results on April 22, 2025, after market close [1] - A conference call to discuss the results is scheduled for April 23, 2025, at 11:00 a.m. Eastern Time [1] - Interested parties can access the call by dialing (877) 400-0505 with the participant passcode 7036929 [1] Group 2 - National Bank Holdings Corporation is a bank holding company focused on building a community bank franchise with high-quality client service [2] - The company operates over 90 banking centers across states including Colorado, Kansas, Utah, Wyoming, Texas, New Mexico, and Idaho [2] - Its banking subsidiaries include NBH Bank and Bank of Jackson Hole Trust, serving a diverse clientele including individuals, businesses, and government entities [2]

Acquisitions and Growth Strategy - As of December 31, 2024, the company has completed eight bank acquisitions and one non-bank acquisition, transforming them into a collective banking operation with a strong capital position and meaningful market share [17]. - The acquisition of Cambr Solutions, LLC on April 3, 2023, added approximately $1.7 billion in deposits from over 500,000 FDIC-insured deposit accounts [19]. - The acquisition of Bancshares of Jackson Hole was valued at $213.4 million, with $51.0 million in cash and 4,391,964 shares of Class A common stock issued [20]. - The acquisition of Community Bancorporation was valued at $140.4 million, with $16.1 million in cash and 3,096,745 shares of Class A common stock issued [21]. - The company intends to pursue strategic acquisitions to expand its business, but regulatory approvals are required, which could restrict growth [182]. Digital Solutions and Technology - The company aims to expand its digital solution 2UniFi, targeting small and medium-sized businesses to enhance access to financial services and reduce banking costs [16]. - The company provides a comprehensive digital banking platform, allowing clients to manage their accounts and conduct transactions online [46]. - The company has implemented a digital deposit acquisition platform, Cambr, to gather deposits from third-party embedded finance companies [47]. - The company is investing in and partnering with fintech companies to enhance its digital growth strategy, particularly through the 2UniFi platform [181]. - The company may face increased operational and regulatory risks as it implements new technology-driven products and services [177]. Financial Performance and Capital Management - As of December 31, 2024, the company had total assets of $9.8 billion [75]. - The company is subject to a minimum common equity tier 1 capital ratio of 4.5%, total tier 1 capital ratio of 6%, total capital ratio of 8%, and a leverage ratio of 4% [81]. - The company must maintain a capital conservation buffer of common equity tier 1 capital of 2.5% to avoid limitations on capital distributions [81]. - The company’s ability to pay dividends depends on the net income of its subsidiaries, NBH Bank and BOJHT [90]. - The company is prohibited from paying dividends that exceed its net income or that weaken its financial health [91]. Risk Management and Compliance - The company maintains a conservative risk profile with self-imposed concentration limits on its loan portfolio to mitigate risks [32]. - The company has established concentration limits for its loan portfolio based on product types, including commercial real estate and consumer lending [50]. - The company is subject to regulatory capital adequacy requirements implemented by the Federal Reserve [80]. - The Federal Reserve has broad regulatory, examination, and enforcement authority over the company and its subsidiaries [76]. - The company is required to provide financial assistance to its controlled banks in times of financial distress [88]. Economic and Market Conditions - The unemployment rate in key markets ranges from 3.4% to 4.5%, with population growth rates above the national average in several areas [25]. - The company is sensitive to economic conditions in the U.S. and core markets, which include Colorado, Kansas City, Utah, Wyoming, Texas, New Mexico, and Idaho, and could be adversely affected by worsening economic conditions [124]. - Changes in interest rates can significantly affect net interest income, with rising rates potentially leading to declines in mortgage originations and earnings [137]. - The company is focused on growing its loan portfolio while adhering to established underwriting standards, but is exposed to credit risk and fluctuations in real estate values [125]. Cybersecurity and Operational Risks - The company faces ongoing cybersecurity risks, including unauthorized access and data loss, which may require significant capital investment to mitigate [148]. - A failure in security systems could result in financial losses and regulatory penalties, adversely impacting the company's reputation and financial condition [146]. - The company's cybersecurity risk management program includes regular risk assessments and compliance checks to protect against cyber threats [208]. - Cybersecurity processes are regularly assessed by external auditors and regulatory authorities to ensure alignment with business objectives and industry standards [209]. - The company maintains layered security controls and conducts annual penetration testing to identify vulnerabilities in its cybersecurity defenses [210]. Community Engagement and Employee Programs - The company emphasizes community engagement, allowing associates to donate up to eight paid hours annually to non-profit organizations [62]. - The company offers a stock purchase plan (ESPP) allowing eligible associates to purchase shares at a 10% discount [61]. - The company employs 1,259 full-time and 50 part-time associates as of December 31, 2024, with an average tenure of approximately six years [55]. Regulatory Environment and Legislative Changes - The Community Reinvestment Act (CRA) requires banks to meet the credit needs of their communities, with ratings ranging from "Outstanding" to "Substantial Noncompliance" [109]. - The CRA framework was revised in October 2023, affecting evaluation methods and data collection requirements, with full implementation expected by January 1, 2026 [111]. - The FDIC increased initial base deposit insurance assessment rates by two basis points starting in 2023, with special assessments for banks with uninsured deposits exceeding $5 billion [118]. - Changes in laws and regulations could affect the Company's investment opportunities and operational costs, which are being closely monitored [120]. - Legislative initiatives affecting tax laws may impact the company's effective tax rate and deferred tax assets, potentially leading to adverse financial conditions [205].

Company Overview - National Bank Holdings (NBHC) is headquartered in Greenwood Village and has experienced a price change of 1.16% this year [3] - The company currently pays a dividend of $0.29 per share, resulting in a dividend yield of 2.66%, which is higher than the Banks - Southeast industry's yield of 2.26% and the S&P 500's yield of 1.49% [3] Dividend Performance - The current annualized dividend of $1.16 represents a 3.6% increase from the previous year [4] - Over the past five years, NBHC has increased its dividend four times, achieving an average annual increase of 8.80% [4] - The company's current payout ratio is 36%, indicating that it pays out 36% of its trailing 12-month earnings per share as dividends [4] Earnings Growth - The Zacks Consensus Estimate for NBHC's earnings in 2025 is $3.31 per share, reflecting a year-over-year earnings growth rate of 2.80% [5] Investment Considerations - NBHC is considered a compelling investment opportunity due to its strong dividend profile and current Zacks Rank of 3 (Hold) [7]

Financial Data and Key Metrics Changes - The company reported significant changes in financial metrics, including net interest income and non-interest income, which are crucial for assessing overall performance [3][4][5] Business Line Data and Key Metrics Changes - Specific business lines showed varied performance, with some segments experiencing growth while others faced challenges, indicating a mixed operational landscape [3][4] Market Data and Key Metrics Changes - The company highlighted changes in market conditions that impacted its operations, including shifts in loan demand and deposit growth, which are essential for understanding market positioning [3][4] Company Strategy and Development Direction - The management discussed strategic initiatives aimed at enhancing operational efficiency and expanding market share, reflecting a proactive approach to industry competition [3][4] Management Comments on Operating Environment and Future Outlook - Management provided insights into the current operating environment, emphasizing potential risks and opportunities that could influence future performance [3][4] Other Important Information - The call included references to non-GAAP measures, which the company believes provide valuable insights for investors, along with reconciliations to GAAP measures available in the investor relations section [5] Q&A Session Summary Question: What are the expectations for loan growth in the upcoming quarters? - Management indicated that loan growth is expected to remain stable, driven by strong demand in certain sectors [3] Question: How does the company plan to address rising non-interest expenses? - The response highlighted ongoing efforts to manage costs effectively while investing in growth initiatives [3] Question: Can you elaborate on the competitive landscape and how the company differentiates itself? - Management discussed unique value propositions and customer service strategies that set the company apart from competitors [3]