Forward-Looking Statements and Non-GAAP Financial Measures Certain statements in this presentation which are not historical in nature are intended to be, and are hereby identified as, "forward-looking statements" for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors th ...

[PART I — FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements – (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20%E2%80%93%20(Unaudited)) This section presents the unaudited condensed consolidated financial statements of Stellar Bancorp, Inc. and its subsidiary for the three and nine months ended September 30, 2022 and 2021, and as of September 30, 2022 and December 31, 2021 - The financial statements are unaudited and prepared in accordance with GAAP, but do not include all information and footnotes required for complete consolidated financial statements[28](index=28&type=chunk) - Interim accounting measurements rely more on estimates and are not necessarily indicative of full-year results due to global economic conditions, interest rates, liquidity, and market competition[29](index=29&type=chunk) [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) | Metric | Sep 30, 2022 (in thousands) | Dec 31, 2021 (in thousands) | Change (in thousands) | % Change | | :--------------------------------- | :-------------------------- | :-------------------------- | :-------------------- | :------- | | Total Assets | $4,271,831 | $4,486,001 | $(214,170) | (4.8%) | | Total Liabilities | $3,770,406 | $3,923,876 | $(153,470) | (3.9%) | | Total Shareholders' Equity | $501,425 | $562,125 | $(60,700) | (10.8%) | | Cash and due from banks | $41,219 | $27,689 | $13,530 | 48.9% | | Interest-bearing deposits | $329,229 | $922,457 | $(593,228) | (64.3%) | | Total cash and cash equivalents | $370,448 | $950,146 | $(579,698) | (61.0%) | | Loans, net | $3,093,844 | $2,836,179 | $257,665 | 9.1% | | Securities | $511,282 | $425,046 | $86,236 | 20.3% | | Total Deposits | $3,723,774 | $3,831,284 | $(107,510) | (2.8%) | [Condensed Consolidated Statements of Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) | Metric (in thousands) | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2021 | Change | % Change | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | Change | % Change | | :-------------------- | :-------------------------- | :-------------------------- | :----- | :------- | :-------------------------- | :-------------------------- | :----- | :------- | | Total Interest Income | $44,673 | $32,697 | $11,976 | 36.6% | $114,789 | $99,864 | $14,925 | 14.9% | | Total Interest Expense| $1,661 | $1,448 | $213 | 14.7% | $4,275 | $4,507 | $(232) | (5.1%) | | Net Interest Income | $43,012 | $31,249 | $11,763 | 37.6% | $110,514 | $95,357 | $15,157 | 15.9% | | Provision (recapture) for credit losses | $1,012 | $(4,895) | $5,907 | 120.7% | $1,573 | $(9,566) | $11,139 | 116.4% | | Total Noninterest Income | $3,449 | $5,562 | $(2,113)| (38.0%) | $12,324 | $12,164 | $160 | 1.3% | | Total Noninterest Expense | $29,321 | $24,372 | $4,949 | 20.3% | $77,731 | $72,854 | $4,877 | 6.7% | | Net Income | $12,747 | $14,421 | $(1,674)| (11.6%) | $35,049 | $36,143 | $(1,094)| (3.0%) | | Basic EPS | $0.52 | $0.59 | | | $1.43 | $1.48 | | | | Diluted EPS | $0.52 | $0.59 | | | $1.43 | $1.47 | | | [Condensed Consolidated Statements of Comprehensive Income](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) | Metric (in thousands) | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2021 | Change | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | Change | | :-------------------- | :-------------------------- | :-------------------------- | :----- | :-------------------------- | :-------------------------- | :----- | | Net income | $12,747 | $14,421 | $(1,674)| $35,049 | $36,143 | $(1,094)| | Change in unrealized gains (losses) on securities available for sale | $(29,119) | $(3,446) | $(25,673)| $(92,244) | $(5,493) | $(86,751)| | Other comprehensive loss, net of tax | $(23,004) | $(2,723) | $(20,281)| $(72,873) | $(4,339) | $(68,534)| | Total comprehensive income (loss) | $(10,257) | $11,698 | $(21,955)| $(37,824) | $31,804 | $(69,628)| [Condensed Consolidated Statements of Changes in Shareholders' Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity) | Metric (in thousands) | Dec 31, 2021 Balance | Sep 30, 2022 Balance | Change | | :-------------------- | :------------------- | :------------------- | :----- | | Common Stock | $253 | $240 | $(13) | | Additional Paid-In Capital | $335,846 | $308,197 | $(27,649)| | Retained Earnings | $237,165 | $262,804 | $25,639 | | Treasury Stock | $(14,196) | $0 | $14,196 | | Accumulated Other Comprehensive Income (Loss) | $3,057 | $(69,816) | $(72,873)| | Total Shareholders' Equity | $562,125 | $501,425 | $(60,700)| - During the nine months ended September 30, 2022, the Company retired **826,995 treasury shares** with a cost basis of **$14.0 million** and repurchased **510,161 shares** at an average price of **$29.48**[30](index=30&type=chunk)[31](index=31&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=12&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) | Metric (in thousands) | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | Change | | :-------------------- | :-------------------------- | :-------------------------- | :----- | | Net cash provided by operating activities | $39,723 | $54,980 | $(15,257)| | Net cash (used in) provided by investing activities | $(437,330) | $190,678 | $(628,008)| | Net cash (used in) provided by financing activities | $(182,091) | $215,120 | $(397,211)| | Net increase (decrease) in cash, cash equivalents and restricted cash | $(579,698) | $460,778 | $(1,040,476)| | Cash, cash equivalents and restricted cash, ending | $370,448 | $998,785 | $(628,337)| - Purchases of securities increased to **$662.6 million** in 2022 from **$630.2 million** in 2021[24](index=24&type=chunk) - Net increase in loans was **$204.9 million** in 2022, a significant shift from a net decrease of **$312.7 million** in 2021[24](index=24&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements [NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=13&type=section&id=NOTE%201:%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This note outlines the key accounting principles and practices applied in preparing the financial statements, including details on the recent merger and new accounting standards - Stellar Bancorp, Inc. (formerly CBTX, Inc.) operates **34 branches in Texas** and completed a merger of equals with Allegiance Bancshares, Inc. on October 1, 2022[25](index=25&type=chunk)[26](index=26&type=chunk) - The Company retired **826,995 treasury shares** (**$14.0 million** cost basis) and repurchased **510,161 shares** (**$29.48** average price) during the nine months ended September 30, 2022[30](index=30&type=chunk)[31](index=31&type=chunk) - ASU 2022-02, effective after December 31, 2022, eliminates the troubled debt receivable (TDR) accounting model for CECL adopters and is not expected to significantly impact the Company's financial statements[32](index=32&type=chunk)[36](index=36&type=chunk) [NOTE 2: SECURITIES](index=15&type=section&id=NOTE%202:%20SECURITIES) This note details the Company's securities portfolio, including amortized cost, fair value, and unrealized gains and losses | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | | :-------------------- | :----------- | :----------- | :----- | | Total Amortized Cost | $599,813 | $421,193 | $178,620 | | Total Fair Value | $511,282 | $425,046 | $86,236 | | Gross Unrealized Gains| $0 | $6,371 | $(6,371) | | Gross Unrealized Losses| $(88,531) | $(2,518) | $(86,013)| - The shift to net unrealized losses of **$88.5 million** at September 30, 2022, from net unrealized gains of **$3.9 million** at December 31, 2021, is primarily due to increases in market interest rates[42](index=42&type=chunk)[252](index=252&type=chunk) - Management does not believe any securities were impaired due to credit quality, as issuers continue timely payments and unrealized losses are expected to recover as securities approach maturity or repricing[42](index=42&type=chunk) [NOTE 3: EQUITY INVESTMENTS](index=20&type=section&id=NOTE%203:%20EQUITY%20INVESTMENTS) This note provides information on the Company's equity investments, including Federal Reserve Bank stock, Federal Home Loan Bank stock, and CRA investments | Investment (in thousands) | Sep 30, 2022 | Dec 31, 2021 | | :------------------------ | :----------- | :----------- | | Federal Reserve Bank stock| $9,271 | $9,271 | | Federal Home Loan Bank stock| $3,991 | $3,967 | | CRA investments | $4,432 | $4,348 | | Total Equity Investments | $17,835 | $17,727 | - Unfunded commitments to investment funds increased from **$6.3 million** at December 31, 2021, to **$7.9 million** at September 30, 2022[48](index=48&type=chunk) - A total gain of **$1.4 million** from the sale of underlying investments by two funds was recorded during the nine months ended September 30, 2022[49](index=49&type=chunk) [NOTE 4: LOANS](index=21&type=section&id=NOTE%204:%20LOANS) This note details the composition of the Company's loan portfolio by class, including changes in commercial, real estate, and multi-family residential loans | Loan Class (in thousands) | Sep 30, 2022 | % of Total | Dec 31, 2021 | % of Total | Change | % Change | | :------------------------ | :----------- | :--------- | :----------- | :--------- | :----- | :------- | | Commercial and industrial | $568,071 | 18.1% | $634,384 | 22.0% | $(66,313)| (10.5%) | | Commercial real estate | $1,242,118 | 39.6% | $1,091,969 | 38.0% | $150,149 | 13.8% | | Construction and development | $507,570 | 16.2% | $460,719 | 16.0% | $46,851 | 10.2% | | Multi-family residential | $370,391 | 11.8% | $286,396 | 10.0% | $83,995 | 29.3% | | Total gross loans | $3,135,891 | 100.0% | $2,876,427 | 100.0% | $259,464 | 9.0% | - PPP loans decreased significantly from **$54.3 million** at December 31, 2021, to **$2.3 million** at September 30, 2022[234](index=234&type=chunk) - Loan participations purchased increased to **$59.9 million** in the nine months ended September 30, 2022, from **$1.9 million** in the same period of 2021[52](index=52&type=chunk) [NOTE 5: LOAN PERFORMANCE](index=22&type=section&id=NOTE%205:%20LOAN%20PERFORMANCE) This note provides an overview of loan performance, including past due loans, nonaccrual loans, and troubled debt restructurings | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | | :-------------------- | :----------- | :----------- | :----- | | Total Past Due Loans | $22,153 | $1,136 | $21,017| | Nonaccrual Loans | $22,410 | $22,568 | $(158) | | Total Nonaccrual Loans| $22,410 | $22,568 | $(158) | | Total Troubled Debt Restructurings | $50,609 | $50,728 | $(119) | - Interest income that would have been earned on nonaccrual loans increased from **$568,000** in 2021 to **$809,000** in 2022 for the nine-month period[53](index=53&type=chunk) - The number of troubled debt restructurings increased from **6 loans** in 2021 to **12 loans** in 2022 for the nine-month period, with a post-modification recorded investment of **$6.6 million** in 2022[55](index=55&type=chunk) [NOTE 6: ALLOWANCE FOR CREDIT LOSSES](index=25&type=section&id=NOTE%206:%20ALLOWANCE%20FOR%20CREDIT%20LOSSES) This note details the allowance for credit losses (ACL) for loans, reflecting changes due to loan growth and economic conditions | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | | :-------------------- | :----------- | :----------- | :----- | | Total ACL for loans | $32,577 | $31,345 | $1,232 | | ACL for loans to loans excluding loans held for sale | 1.04% | 1.09% | (0.05%)| - The provision for credit losses for loans was **$1.0 million** for the nine months ended September 30, 2022, compared to a recapture of **$8.96 million** in the prior year, reflecting loan growth and changes in economic conditions[79](index=79&type=chunk) - The Company had no loans graded loss or doubtful at September 30, 2022, or December 31, 2021[67](index=67&type=chunk) [NOTE 7: PREMISES AND EQUIPMENT](index=35&type=section&id=NOTE%207:%20PREMISES%20AND%20EQUIPMENT) This note provides information on the Company's premises and equipment, including net book value, depreciation expense, and losses from disposals | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | | :-------------------- | :----------- | :----------- | :----- | | Premises and equipment, net | $55,594 | $58,417 | $(2,823)| - Depreciation expense was **$2.5 million** for the nine months ended September 30, 2022, similar to **$2.6 million** in 2021[88](index=88&type=chunk) - A **$1.2 million loss** was recorded from disposals of buildings and equipment due to an early land lease termination during the nine months ended September 30, 2022[89](index=89&type=chunk) [NOTE 8: GOODWILL AND OTHER INTANGIBLE ASSETS](index=35&type=section&id=NOTE%208:%20GOODWILL%20AND%20OTHER%20INTANGIBLE%20ASSETS) This note details the Company's goodwill and other intangible assets, including changes in core deposits, customer relationships, and servicing assets | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | | :-------------------- | :----------- | :----------- | :----- | | Goodwill | $80,950 | $80,950 | $0 | | Total other intangible assets, net | $3,188 | $3,658 | $(470) | - Core deposits intangible assets decreased from **$212,000** to **$97,000**, while customer relationships decreased from **$3.09 million** to **$2.76 million**[90](index=90&type=chunk) - Servicing assets increased from **$190,000** to **$328,000** due to loan sales, partially offset by amortization[91](index=91&type=chunk) [NOTE 9: BANK-OWNED LIFE INSURANCE](index=37&type=section&id=NOTE%209:%20BANK-OWNED%20LIFE%20INSURANCE) This note provides information on the Company's bank-owned life insurance (BOLI) policies, including balance and net change in cash surrender value | Metric (in thousands) | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | Change | | :-------------------- | :-------------------------- | :-------------------------- | :----- | | Balance at end of period | $74,274 | $72,771 | $1,503 | | Net change in cash surrender value | $1,118 | $3,103 | $(1,985)| - In the nine months ended September 30, 2021, the Company received **$2.7 million** in proceeds from a bank-owned insurance policy claim, resulting in a **$1.9 million gain**[92](index=92&type=chunk) [NOTE 10: DEPOSITS](index=37&type=section&id=NOTE%2010:%20DEPOSITS) This note details the composition of the Company's deposits, including noninterest-bearing, interest-bearing, and time deposits | Deposit Type (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | % Change | | :-------------------------- | :----------- | :----------- | :----- | :------- | | Noninterest-bearing deposits | $1,780,473 | $1,784,981 | $(4,508)| (0.3%) | | Interest-bearing deposits | $1,943,301 | $2,046,303 | $(103,002)| (5.0%) | | Total deposits | $3,723,774 | $3,831,284 | $(107,510)| (2.8%) | | Certificates and other time deposits, $100,000 or greater | $161,975 | $134,775 | $27,200 | 20.2% | - Uninsured certificates of deposits or other time deposits totaled **$101.9 million** at September 30, 2022[93](index=93&type=chunk) [NOTE 11: LINES OF CREDIT](index=39&type=section&id=NOTE%2011:%20LINES%20OF%20CREDIT) This note describes the Company's available lines of credit, including revolving lines and Federal Home Loan Bank advances - The Company has a **$30.0 million** revolving line of credit with no outstanding borrowings at September 30, 2022[94](index=94&type=chunk) - Federal Home Loan Bank advances of **$50.0 million** outstanding at December 31, 2021, were fully repaid during the nine months ended September 30, 2022[97](index=97&type=chunk) - Net capacity available under the Federal Home Loan Bank facility increased to **$1.2 billion** at September 30, 2022, from **$923.3 million** at December 31, 2021[97](index=97&type=chunk) [NOTE 12: RELATED PARTY TRANSACTIONS](index=39&type=section&id=NOTE%2012:%20RELATED%20PARTY%20TRANSACTIONS) This note provides details on transactions with related parties, including loans, unfunded commitments, and deposits | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | % Change | | :-------------------- | :----------- | :----------- | :----- | :------- | | Loans to related parties | $109,600 | $138,100 | $(28,500)| (20.6%) | | Unfunded loan commitments to related parties | $101,100 | $55,600 | $45,500 | 81.8% | | Related party deposits | $243,400 | $249,900 | $(6,500) | (2.6%) | - No loans to related parties were nonaccrual, past due, restructured, or classified as potential problem loans[101](index=101&type=chunk) [NOTE 13: FAIR VALUE DISCLOSURES](index=41&type=section&id=NOTE%2013:%20FAIR%20VALUE%20DISCLOSURES) This note explains the fair value hierarchy and provides fair value measurements for financial assets and liabilities - Fair value measurements are categorized into a three-level hierarchy: Level 1 (quoted prices in active markets), Level 2 (observable inputs other than Level 1), and Level 3 (unobservable inputs)[105](index=105&type=chunk)[106](index=106&type=chunk)[107](index=107&type=chunk) | Financial Instrument (in thousands) | Sep 30, 2022 Fair Value | Dec 31, 2021 Fair Value | Change | | :---------------------------------- | :---------------------- | :---------------------- | :----- | | Total fair value of financial assets | $521,253 | $428,604 | $92,649| | Total fair value of financial liabilities | $9,944 | $3,543 | $6,401 | - Individually evaluated loans measured at fair value on a non-recurring basis decreased from **$12.4 million** to **$10.1 million**, with specific ACL decreasing from **$4.7 million** to **$2.7 million**[116](index=116&type=chunk) [NOTE 14: DERIVATIVE FINANCIAL INSTRUMENTS](index=45&type=section&id=NOTE%2014:%20DERIVATIVE%20FINANCIAL%20INSTRUMENTS) This note describes the Company's use of derivative financial instruments, primarily interest rate swaps, and their notional amounts and fair values - The Company had **14 interest rate swap agreements** outstanding at September 30, 2022, compared to **19** at December 31, 2021[123](index=123&type=chunk) | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | | :-------------------- | :----------- | :----------- | :----- | | Total Notional Amounts| $252,206 | $270,025 | $(17,819)| | Total Derivatives Fair Value | $27 | $15 | $12 | - The Company also had **three credit risk participation agreements** at September 30, 2022, providing credit protection for interest rate swaps[125](index=125&type=chunk) [NOTE 15: OPERATING LEASES](index=47&type=section&id=NOTE%2015:%20OPERATING%20LEASES) This note provides information on the Company's operating leases, including total lease cost and details on lease terms and discount rates | Metric (in thousands) | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | Change | | :-------------------- | :-------------------------- | :-------------------------- | :----- | | Total lease cost | $790 | $977 | $(187) | - The Company received a **$1.5 million payment** for early termination of a land lease, recorded as other noninterest income[131](index=131&type=chunk) - The weighted-average remaining lease term was **10.1 years** with a weighted-average discount rate of **2.63%** at September 30, 2022[131](index=131&type=chunk) [NOTE 16: COMMITMENTS AND CONTINGENCIES AND FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET RISK](index=49&type=section&id=NOTE%2016:%20COMMITMENTS%20AND%20CONTINGENCIES%20AND%20FINANCIAL%20INSTRUMENTS%20WITH%20OFF-BALANCE-SHEET%20RISK) This note outlines the Company's commitments, contingencies, and off-balance-sheet risks, including credit extensions and standby letters of credit | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | % Change | | :-------------------- | :----------- | :----------- | :----- | :------- | | Total commitments to extend credit | $989,048 | $774,960 | $214,088 | 27.6% | | Standby letters of credit | $11,611 | $18,109 | $(6,498) | (35.9%) | - Management believes the disposition of claims and lawsuits will not have a material adverse effect on the Company's financial position or results of operations[137](index=137&type=chunk) [NOTE 17: EMPLOYEE BENEFIT PLANS AND DEFERRED COMPENSATION ARRANGEMENTS](index=51&type=section&id=NOTE%2017:%20EMPLOYEE%20BENEFIT%20PLANS%20AND%20DEFERRED%20COMPENSATION%20ARRANGEMENTS) This note describes the Company's employee benefit plans, including 401(k) contributions and deferred compensation liabilities - Company contributions to the 401(k) plan were **$1.7 million** for both the nine months ended September 30, 2022 and 2021[138](index=138&type=chunk) | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | | :-------------------- | :----------- | :----------- | :----- | | Executive deferred compensation payable | $1,400 | $1,700 | $(300) | | Salary continuation liability (2008 plan) | $82 | $153 | $(71) | | Salary continuation liability (2017 plan) | $1,500 | $900 | $600 | - The liability for the 2017 salary continuation arrangement was paid in full as a result of the Merger[141](index=141&type=chunk) [NOTE 18: STOCK-BASED COMPENSATION](index=51&type=section&id=NOTE%2018:%20STOCK-BASED%20COMPENSATION) This note provides information on the Company's stock-based compensation plans, including the impact of the merger on equity awards and compensation expense - Upon the October 1, 2022 merger, all outstanding equity awards under prior plans fully vested, except for certain non-employee director restricted stock awards which were prorated[146](index=146&type=chunk)[171](index=171&type=chunk)[190](index=190&type=chunk) | Metric (in thousands) | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | Change | | :-------------------- | :-------------------------- | :-------------------------- | :----- | | Stock compensation expense | $1,500 | $1,800 | $(300) | - As of September 30, 2022, there was approximately **$962,000** of total unrecognized compensation expense related to unvested restricted stock awards[151](index=151&type=chunk) [NOTE 19: REGULATORY MATTERS](index=56&type=section&id=NOTE%2019:%20REGULATORY%20MATTERS) This note discusses the Company's compliance with regulatory capital requirements and other regulatory actions - The Company and the Bank were 'well capitalized' at September 30, 2022, and December 31, 2021, exceeding all minimum Basel III capital requirements[161](index=161&type=chunk)[163](index=163&type=chunk) | Capital Ratio | Sep 30, 2022 (Consolidated) | Dec 31, 2021 (Consolidated) | | :-------------------------------- | :-------------------------- | :-------------------------- | | Common Equity Tier 1 to Risk Weighted Assets | 14.05% | 15.31% | | Tier 1 Capital to Risk-Weighted Assets | 14.05% | 15.31% | | Total Capital to Risk-Weighted Assets | 15.09% | 16.42% | | Tier 1 Leverage Capital to Average Assets | 11.42% | 11.22% | - In December 2021, the Bank paid an aggregate civil money penalty of **$8.0 million** to resolve BSA/AML compliance matters with the OCC and FinCEN[162](index=162&type=chunk) [NOTE 20: INCOME TAXES](index=60&type=section&id=NOTE%2020:%20INCOME%20TAXES) This note provides details on income tax expense and the effective tax rate, explaining differences from the federal statutory rate | Metric (in thousands) | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2021 | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | | :-------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Income tax expense | $3,381 | $2,913 | $8,485 | $8,090 | | Effective tax rate | 20.96% | 16.81% | 19.49% | 18.29% | - Differences from the federal statutory rate of **21%** were mainly due to tax-exempt interest income, bank-owned life insurance earnings, and merger-related costs[166](index=166&type=chunk) [NOTE 21: EARNINGS PER SHARE](index=60&type=section&id=NOTE%2021:%20EARNINGS%20PER%20SHARE) This note presents basic and diluted earnings per share (EPS) and the dilutive effect of outstanding equity awards | Metric | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2021 | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | | :----- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Basic EPS | $0.52 | $0.59 | $1.43 | $1.48 | | Diluted EPS | $0.52 | $0.59 | $1.43 | $1.47 | - Dilutive effect of outstanding stock options and unvested restricted stock awards was **119 thousand shares** for the three months and **107 thousand shares** for the nine months ended September 30, 2022[167](index=167&type=chunk) [NOTE 22: SUBSEQUENT EVENTS](index=62&type=section&id=NOTE%2022:%20SUBSEQUENT%20EVENTS) This note discloses significant events occurring after the reporting period, primarily the completion of the merger of equals with Allegiance Bancshares, Inc - The merger of equals with Allegiance Bancshares, Inc. was completed on October 1, 2022, with Stellar Bancorp, Inc. as the surviving entity[168](index=168&type=chunk) - Allegiance shareholders now hold approximately **53.9%** of outstanding Company common stock[170](index=170&type=chunk) - The merger is accounted for as a reverse acquisition, and the fair value determination of assets and liabilities is ongoing, meaning initial accounting is incomplete[172](index=172&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=64&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the Company's financial condition and results of operations, including an overview of its business, the impact of the recent merger, and an uncertain economic outlook - The Company's operating results depend primarily on net interest income, influenced by market interest rates and the volume/types of interest-earning assets and liabilities[193](index=193&type=chunk) - The Company completed its merger of equals with Allegiance Bancshares, Inc. on October 1, 2022, changing its name to Stellar Bancorp, Inc.[184](index=184&type=chunk) - Geopolitical instabilities, inflation, rising interest rates, and supply disruptions continue to create an uncertain economic outlook, which could negatively impact net income through increased provisions for credit losses[196](index=196&type=chunk) [Cautionary Note Regarding Forward-Looking Statements](index=64&type=section&id=Cautionary%20Note%20Regarding%20Forward-Looking%20Statements) This note advises that forward-looking statements are subject to risks and uncertainties, including those related to economic conditions and the recent merger - Forward-looking statements are not guarantees of future performance and are subject to difficult-to-predict risks, assumptions, and uncertainties[179](index=179&type=chunk) - Key risk factors include natural disasters, COVID-19 impact, geographic concentration, management personnel changes, asset quality deterioration, interest rate risk, and regulatory changes[180](index=180&type=chunk) - Risks related to the merger include integration delays, higher costs, unrealized synergies, personnel retention, increased indebtedness, and stock dilution[188](index=188&type=chunk) [Merger](index=66&type=section&id=Merger) This section details the merger of equals with Allegiance Bancshares, Inc., including the name change and share exchange ratio - The merger of equals with Allegiance Bancshares, Inc. was effective October 1, 2022, with CBTX, Inc. changing its name to Stellar Bancorp, Inc.[184](index=184&type=chunk) - Allegiance Bank merged into CommunityBank of Texas, N.A., with Allegiance Bank as the surviving entity[185](index=185&type=chunk) - Allegiance shareholders received **1.4184 shares** of Company common stock for each Allegiance share, now holding approximately **53.9%** of the combined company[186](index=186&type=chunk) [Overview](index=68&type=section&id=Overview) This section provides a general overview of the Company's business model, focusing on deposits as a primary fund source and loans as a primary fund use - The Company's primary source of funds is deposits, and its primary use of funds is loans[192](index=192&type=chunk) - Net interest income is the largest driver of periodic changes in net interest spread, net interest margin, and net interest income[193](index=193&type=chunk) - The Company focuses on relationship-driven commercial banking for small to medium-sized businesses and professionals in its Texas markets[26](index=26&type=chunk) [Uncertain Economic Outlook](index=68&type=section&id=Uncertain%20Economic%20Outlook) This section discusses the current economic environment, highlighting geopolitical instabilities, inflation, and rising interest rates as factors influencing the Company's financial outlook - Geopolitical instabilities, inflation, rising interest rates, and supply disruptions continue to create an uncertain economic outlook[196](index=196&type=chunk) - These factors are considered in the forecasts and qualitative factors used to determine the Company's ACL[196](index=196&type=chunk) - Worsening economic conditions could lead to increases in the ACL through additional provisions for credit losses, negatively impacting net income[196](index=196&type=chunk) [Results of Operations](index=70&type=section&id=Results%20of%20Operations) This section analyzes the Company's financial performance, focusing on net interest income, provision for credit losses, noninterest income, noninterest expense, and net income | Metric (in thousands) | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2021 | Change | % Change | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | Change | % Change | | :-------------------- | :-------------------------- | :-------------------------- | :----- | :------- | :-------------------------- | :-------------------------- | :----- | :------- | | Net Interest Income | $43,012 | $31,249 | $11,763 | 37.6% | $110,514 | $95,357 | $15,157 | 15.9% | | Provision (recapture) for credit losses | $1,012 | $(4,895) | $5,907 | 120.7% | $1,573 | $(9,566) | $11,139 | 116.4% | | Noninterest Income | $3,449 | $5,562 | $(2,113)| (38.0%) | $12,324 | $12,164 | $160 | 1.3% | | Noninterest Expense | $29,321 | $24,372 | $4,949 | 20.3% | $77,731 | $72,854 | $4,877 | 6.7% | | Net Income | $12,747 | $14,421 | $(1,674)| (11.6%) | $35,049 | $36,143 | $(1,094)| (3.0%) | - Net interest income increased due to higher average balances and rates on loans and securities, and higher rates on interest-bearing deposits at other financial institutions[203](index=203&type=chunk) - Noninterest income decreased in Q3 2022 due to lower earnings on bank-owned life insurance, but increased for the nine-month period due to a **$1.5 million payment** for early land lease termination and a **$1.4 million gain** on equity investment sales[223](index=223&type=chunk)[224](index=224&type=chunk) [Financial Condition](index=80&type=section&id=Financial%20Condition) This section analyzes the Company's balance sheet, including total assets, loans, cash and cash equivalents, securities, deposits, and nonperforming assets | Metric (in thousands) | Sep 30, 2022 | Dec 31, 2021 | Change | % Change | | :-------------------- | :----------- | :----------- | :----- | :------- | | Total Assets | $4,271,831 | $4,486,001 | $(214,170)| (4.8%) | | Loans excluding loans held for sale | $3,126,421 | $2,867,524 | $258,897 | 9.0% | | Cash and cash equivalents | $370,448 | $950,146 | $(579,698)| (61.0%) | | Securities | $511,282 | $425,046 | $86,236 | 20.3% | | Total Deposits | $3,723,774 | $3,831,284 | $(107,510)| (2.8%) | | Federal Home Loan Bank advances | $0 | $50,000 | $(50,000)| (100.0%) | - Nonperforming assets remained stable at **$22.4 million** (**0.52% of total assets**) at September 30, 2022, compared to **$22.6 million** (**0.50%**) at December 31, 2021[240](index=240&type=chunk) - The ACL for loans increased to **$32.6 million** (**1.04% of loans**) at September 30, 2022, from **$31.3 million** (**1.09% of loans**) at December 31, 2021, primarily due to loan portfolio growth[247](index=247&type=chunk) [Liquidity and Capital Resources](index=93&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the Company's liquidity position and capital adequacy, including liquid assets, borrowing arrangements, and deposit composition - Liquid assets (cash and equivalents, securities) decreased by **$493.4 million** to **$881.7 million** at September 30, 2022, from **$1.375 billion** at December 31, 2021[261](index=261&type=chunk) - Available funds under borrowing arrangements increased to **$1.3 billion** at September 30, 2022, from **$1.0 billion** at December 31, 2021[265](index=265&type=chunk) - The ratio of average noninterest-bearing deposits to average total deposits increased to **47.8%** for the nine months ended September 30, 2022, from **46.2%** for the year ended December 31, 2021[264](index=264&type=chunk) [Interest Rate Sensitivity and Market Risk](index=97&type=section&id=Interest%20Rate%20Sensitivity%20and%20Market%20Risk) This section describes how the Company manages interest rate risk and its sensitivity to market rate changes, including the transition away from LIBOR - The Company manages interest rate risk by structuring its balance sheet and does not use leveraged derivatives or financial options for this purpose[273](index=273&type=chunk) - Simulation models show that at September 30, 2022, the Company's balance sheet was less asset sensitive to future rate increases and more sensitive to downward rate movements compared to December 31, 2021[279](index=279&type=chunk) - LIBOR was used as an index rate for a majority of the Company's interest-rate swaps and approximately **4.5%** of its loans, with a transition away from LIBOR expected to span through June 2023[280](index=280&type=chunk) [Non-GAAP Financial Measures](index=101&type=section&id=Non-GAAP%20Financial%20Measures) This section explains the use of non-GAAP financial measures, such as tangible equity and tangible book value per share, to provide additional financial insights - Non-GAAP financial measures like tangible equity and tangible book value per share are used to provide insights exclusive of intangible assets[285](index=285&type=chunk) | Metric | Sep 30, 2022 | Dec 31, 2021 | | :-------------------------- | :----------- | :----------- | | Tangible equity (in thousands) | $417,287 | $477,517 | | Tangible assets (in thousands) | $4,187,693 | $4,401,393 | | Tangible book value per share | $17.38 | $19.50 | | Tangible equity to tangible assets | 9.96% | 10.85% | [Critical Accounting Policies](index=102&type=section&id=Critical%20Accounting%20Policies) This section refers to the Company's Annual Report on Form 10-K for a detailed discussion of critical accounting policies involving significant judgment - Critical accounting policies, involving significant judgment and complexity, are detailed in the Company's Annual Report on Form 10-K for the year ended December 31, 2021[288](index=288&type=chunk) [Emerging Growth Company](index=102&type=section&id=Emerging%20Growth%20Company) This section notes the Company's status as an 'emerging growth company' under the JOBS Act and its impending loss of this status - The Company qualifies as an 'emerging growth company' under the JOBS Act, allowing for reduced reporting and other requirements[289](index=289&type=chunk) - The Company will lose its emerging growth status on December 31, 2022[289](index=289&type=chunk) [Recently Issued Accounting Pronouncements](index=102&type=section&id=Recently%20Issued%20Accounting%20Pronouncements) This section directs readers to Note 1 of the financial statements for information on recently issued accounting pronouncements - Information on recently issued accounting pronouncements can be found in Note 1 of the financial statements[290](index=290&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=104&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section refers to the "Interest Rate Sensitivity and Market Risk" discussion within Management's Discussion and Analysis for details on how the Company manages market risk - The Company's management of market risk is discussed in the "Interest Rate Sensitivity and Market Risk" section of the MD&A[291](index=291&type=chunk) [Item 4. Controls and Procedures](index=104&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the Company's disclosure controls and procedures were effective as of September 30, 2022 - The Company's disclosure controls and procedures were evaluated and deemed effective as of September 30, 2022[292](index=292&type=chunk) - No material changes in internal control over financial reporting occurred during the quarter ended September 30, 2022[293](index=293&type=chunk) [PART II — OTHER INFORMATION](index=104&type=section&id=PART%20II%20%E2%80%94%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=104&type=section&id=Item%201.%20Legal%20Proceedings) The Company is subject to routine claims and lawsuits but management believes their disposition will not have a material adverse effect on financial position or results of operations - The Company is not currently subject to any material legal proceedings[294](index=294&type=chunk) - Management believes the likelihood is remote that current claims and lawsuits would have a material adverse effect on the Company's financial position or results[295](index=295&type=chunk) [Item 1A. Risk Factors](index=104&type=section&id=Item%201A.%20Risk%20Factors) This section states that there have been no material changes to previously disclosed risk factors and directs investors to the Company's Annual Reports on Form 10-K and other SEC filings for a comprehensive list - No material changes in risk factors have occurred since the previous disclosures in the Company's and Allegiance's Annual Reports on Form 10-K for 2021 and the Joint Proxy Statement Prospectus regarding the Merger[296](index=296&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=104&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The Company had no unregistered sales of equity securities and continued its share repurchase program, repurchasing 416,746 shares under the 2021 program during the three months ended September 30, 2022 - No unregistered sales of equity securities occurred[297](index=297&type=chunk) - The Company repurchased **416,746 shares** under the 2021 Repurchase Program during the three months ended September 30, 2022, at an average price of **$29.89**[303](index=303&type=chunk) - A new **$40.0 million** 2022 Repurchase Program was authorized, effective September 22, 2022, through September 30, 2023, with no shares repurchased under it during Q3 2022[300](index=300&type=chunk) [Item 3. Defaults Upon Senior Securities](index=106&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The Company reported no defaults upon senior securities - There were no defaults upon senior securities[305](index=305&type=chunk) [Item 4. Mine Safety Disclosures](index=106&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the Company - Mine Safety Disclosures are not applicable to the Company[306](index=306&type=chunk) [Item 5. Other Information](index=106&type=section&id=Item%205.%20Other%20Information) The Company reported no other information for this item - No other information was reported for this item[307](index=307&type=chunk) [Item 6. Exhibits](index=107&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed as part of the Form 10-Q, including merger agreements, organizational documents, employment agreements, incentive plans, and certifications - Key exhibits include the Agreement and Plan of Merger (Exhibit 2.1), Second Amended and Restated Certificate of Formation (Exhibit 3.1), and the Stellar Bancorp, Inc. 2022 Omnibus Incentive Plan (Exhibit 10.5)[308](index=308&type=chunk) - Certifications of the Principal Executive Officer and Principal Financial Officer (Exhibits 31.1, 31.2, 32.1, 32.2) are included[308](index=308&type=chunk) [SIGNATURES](index=110&type=section&id=SIGNATURES) The report is duly signed by Robert R. Franklin, Jr., Chief Executive Officer, and Paul P. Egge, Senior Executive Vice President and Chief Financial Officer, on behalf of CBTX, Inc - The report was signed by Robert R. Franklin, Jr., Chief Executive Officer, and Paul P. Egge, Senior Executive Vice President and Chief Financial Officer, on October 28, 2022[313](index=313&type=chunk)

Financial Data and Key Metrics Changes - The third quarter operating results for Allegiance and CBTX showed strong year-to-date loan growth, which drove higher net interest margins and net interest income, contributing to a robust revenue profile [19][20] - Both companies recognized significant M&A expenses during the quarter, impacting the bottom line, but adjusted for these expenses, both entered the merger at record levels of bottom-line and pretax pre-provision earnings power [20][21] - The blended loan to deposit ratio was approximately 82% at the end of the third quarter, indicating a disciplined approach to deposit rates [22] Business Line Data and Key Metrics Changes - Both legacy banks maintained strong loan growth despite some outflows from more rate-sensitive deposit categories, with a notable increase in non-interest bearing deposits [23] - The merger has allowed for a more robust mortgage operation, leveraging the strengths of both banks [47] Market Data and Key Metrics Changes - The current operating environment is characterized by rising interest rates, which the Federal Reserve is using to curb inflation, creating a unique market backdrop [14] - The company is positioned in one of the best markets in the United States for business, which is expected to support long-term growth [15] Company Strategy and Development Direction - The company aims to successfully integrate the two franchises while focusing on maintaining capital and liquidity and staying disciplined on credit [15][30] - The strategic priority is to harness a strong core earnings profile while navigating the transition from pandemic-driven liquidity to a more normalized operating environment [33] Management's Comments on Operating Environment and Future Outlook - Management expressed caution regarding growth in 2023, indicating that while robust growth was achieved in 2022, similar levels may not be sustainable [41] - The company remains optimistic about its long-term future, emphasizing the importance of quality in business composition and stakeholder satisfaction [34][32] Other Important Information - The merger was completed on October 1, 2022, and the company will continue to operate under the legacy brands until the core system integration is completed in early 2023 [9][10] - The company has been proactive in managing its liquidity profile post-merger, selling a significant portion of the legacy CBTX security portfolio to bolster liquidity [25] Q&A Session Summary Question: Growth Outlook - Management acknowledged a cautious approach to growth in 2023, indicating that while the market remains strong, growth levels may not match those of 2022 [41][42] Question: Integration and Synergies - The delay in closing the merger provided additional time for preparation, which has been beneficial for a smoother integration process [46] - Initial synergies have been identified, particularly in mortgage operations, which are expected to enhance revenue [47] Question: Capital Priorities - Both companies were active in share repurchase programs, repurchasing approximately $25 million in shares during the quarter [51] - Management indicated a wait-and-see approach regarding capital priorities due to anticipated impacts from purchase accounting adjustments [52] Question: Cost Savings Realization - Cost savings have been realized ahead of schedule due to the merger delay, with expectations for significant savings post-core conversion in 2023 [58][60] Question: Deposit Balances - Management noted pressures on deposit balances due to competitive interest rates but emphasized the strength of their relationship-driven deposit base [66] Question: Accretion and Tangible Book Value - The company discussed the impact of purchase accounting on tangible book value and the timing of accretion from interest rate marks [93][100]

Third Quarter 2022 Earnings Presentation Forward-Looking Statements and Non-GAAP Financial Measures Certain statements in this press release which are not historical in nature are intended to be, and are hereby identified as, "forward-looking statements" for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, statements about the benefits of the mer ...

cshares, Inc. Fixed Income Investor Presentation Fixed Income Investor Presentation [Month] [Day], 2019 Second Quarter 2022 Earnings Presentation September 2019 Forward-Looking Statements and Non-GAAP Financial Measures Forward-Looking Statements Certain statements in this press release which are not historical in nature are intended to be, and are hereby identified as, "forward-looking statements" for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, and Section ...

Allegiance Bancshares, Inc. (ABTX) Q2 2022 Earnings Conference Call July 29, 2022 10:00 AM ET Company Participants Courtney Theriot - Chief Accounting Officer Steve Retzloff - Chief Executive Officer Ray Vitulli - President and Chief Executive Officer, Allegiance Bank Paul Egge - Executive Vice President and Chief Financial Officer, Allegiance Bank Shanna Kuzdzal - Executive Vice President and General Counsel Conference Call Participants David Feaster - Raymond James Brad Milsaps - Piper Sandler Brady Gaile ...

[PART I — FINANCIAL INFORMATION](index=2&type=section&id=PART%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements – (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20%E2%80%93%20(Unaudited)) Unaudited condensed consolidated financial statements are presented, detailing balance sheets, income, comprehensive income, equity, cash flows, and notes [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20as%20of%20June%2030%2C%202022%20and%20December%2031%2C%202021) Total assets decreased by **$163.7 million (3.6%)** due to lower cash, offset by higher securities and loans; liabilities also decreased by **$128.3 million (3.3%)** | Metric | June 30, 2022 (in thousands) | December 31, 2021 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :----------------------------- | :------------------------------- | :-------------------- | :------- | | Total Assets | $4,322,303 | $4,486,001 | $(163,698) | (3.6%) | | Total Liabilities | $3,795,624 | $3,923,876 | $(128,252) | (3.3%) | | Total Shareholders' Equity | $526,679 | $562,125 | $(35,446) | (6.3%) | | Cash and cash equivalents | $483,966 | $950,146 | $(466,180) | (49.1%) | | Loans, net | $3,000,827 | $2,836,179 | $164,648 | 5.8% | | Securities | $550,083 | $425,046 | $125,037 | 29.4% | [Condensed Consolidated Statements of Income](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income%20for%20the%20Three%20Months%20Ended%20June%2030%2C%202022%20and%202021) Net income remained stable at **$11.7 million** for the three months ended June 30, 2022, and increased by **$0.58 million (2.7%)** for the six months | Metric | 3 Months Ended June 30, 2022 (in thousands) | 3 Months Ended June 30, 2021 (in thousands) | 6 Months Ended June 30, 2022 (in thousands) | 6 Months Ended June 30, 2021 (in thousands) | | :------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------ | | Total interest income | $36,101 | $32,506 | $70,116 | $67,167 | | Total interest expense | $1,229 | $1,488 | $2,614 | $3,059 | | Net interest income | $34,872 | $31,018 | $67,502 | $64,108 | | Provision (recapture) for credit losses | $126 | $(5,083) | $561 | $(4,671) | | Total noninterest income | $3,546 | $3,491 | $8,875 | $6,602 | | Total noninterest expense | $23,758 | $25,197 | $48,410 | $48,482 | | Net income | $11,707 | $11,703 | $22,302 | $21,722 | | Basic EPS | $0.48 | $0.48 | $0.91 | $0.89 | | Diluted EPS | $0.48 | $0.48 | $0.91 | $0.88 | [Condensed Consolidated Statements of Comprehensive Income](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20for%20the%20Three%20and%20Six%20Months%20Ended%20June%2030%2C%202022%20and%202021) Total comprehensive income shifted from positive to negative, primarily due to substantial **unrealized losses on securities** in 2022 | Metric | 3 Months Ended June 30, 2022 (in thousands) | 3 Months Ended June 30, 2021 (in thousands) | 6 Months Ended June 30, 2022 (in thousands) | 6 Months Ended June 30, 2021 (in thousands) | | :---------------------------------------------------------------- | :------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------ | | Net income | $11,707 | $11,703 | $22,302 | $21,722 | | Change in unrealized gains (losses) on securities available for sale | $(24,800) | $2,292 | $(63,125) | $(2,047) | | Other comprehensive income (loss), net of tax | $(19,592) | $1,812 | $(49,869) | $(1,616) | | Total comprehensive income (loss) | $(7,885) | $13,515 | $(27,567) | $20,106 | [Condensed Consolidated Statements of Changes in Shareholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity%20for%20the%20Three%20and%20Six%20Months%20Ended%20June%2030%2C%202022%20and%202021) Shareholders' equity decreased by **$35.4 million** to **$526.7 million** at June 30, 2022, mainly due to a **$49.9 million other comprehensive loss** | Metric | December 31, 2021 (in thousands) | June 30, 2022 (in thousands) | Change (in thousands) | | :------------------------------------ | :------------------------------- | :----------------------------- | :-------------------- | | Total Shareholders' Equity | $562,125 | $526,679 | $(35,446) | | Net income (6 months) | N/A | $22,302 | N/A | | Dividends on common stock (6 months) | N/A | $(6,287) | N/A | | Stock-based compensation expense (6 months) | N/A | $1,022 | N/A | | Other comprehensive loss, net of tax (6 months) | N/A | $(49,869) | N/A | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202022%20and%202021) Operating cash flow decreased, while investing and financing activities shifted to significant cash usage, primarily due to increased security purchases, loan growth, and deposit outflows | Cash Flow Activity (Six Months Ended June 30) | 2022 (in thousands) | 2021 (in thousands) | Change (in thousands) | | :-------------------------------------------- | :------------------ | :------------------ | :-------------------- | | Net cash provided by operating activities | $20,851 | $24,478 | $(3,627) | | Net cash (used in) provided by investing activities | $(353,367) | $121,638 | $(475,005) | | Net cash (used in) provided by financing activities | $(133,664) | $104,286 | $(237,950) | | Net increase (decrease) in cash, cash equivalents and restricted cash | $(466,180) | $250,402 | $(716,582) | | Cash, cash equivalents and restricted cash, ending | $483,966 | $788,409 | $(304,443) | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Detailed disclosures cover accounting policies, asset/liability categories, fair value, derivatives, and regulatory matters, noting increased **unrealized losses on securities** and **loan portfolio growth** - The Company operates **34 branches** in Texas (Houston, Beaumont/East Texas, Dallas) through its subsidiary, CommunityBank of Texas, N.A., focusing on commercial banking for small and medium-sized businesses[22](index=22&type=chunk) - The Company repurchased **93,415 shares** at an average price of **$27.66** during the six months ended June 30, 2022, compared to **181,089 shares** at **$27.44** in the prior year period[26](index=26&type=chunk) - **ASU 2022-02**, effective after December 31, 2022, eliminates accounting guidance for troubled debt restructurings (TDRs) and enhances disclosure requirements for loan refinancing/restructurings when borrowers face financial difficulty; the Company is evaluating its impact[27](index=27&type=chunk) [NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING

Allegiance Bancshares, Inc. (ABTX) Q1 2022 Results Conference Call April 29, 2022 10:00 AM ET Company Participants Courtney Theriot - Chief Accounting Officer Steven Retzloff - Chief Executive Officer Ramon Vitulli - President and CEO of Allegiance Bank Paul Egge - EVP and Chief Financial Officer Conference Call Participants Brad Milsaps - Piper Sandler Matt Olney - Stephens Operator Good day, and thank you for standing by. Welcome to the Q1 2022 Allegiance Bancshares, Inc. Earnings Conference Call. [Operat ...

Financial Performance - Assets reached $715 billion, loans amounted to $428 billion, deposits totaled $616 billion, and shareholder equity stood at $7519 million as of March 31, 2022[6] - Core loan growth was $2741 million, a 70% increase from the first quarter of 2021, excluding Paycheck Protection Program (PPP) loans[6] - Deposits grew by $7881 million, or 147%, from the first quarter of 2021[6] - Net income for the first quarter of 2022 was $187 million, compared to $180 million for the first quarter of 2021[7] - Diluted EPS of $091 translated into an annualized return on average assets of 104% and an annualized return on average tangible equity of 1335%[7] - Net interest income decreased to $552 million for the first quarter of 2022, compared to $557 million for the first quarter of 2021[8] Strategic Initiatives - Allegiance Bancshares, Inc and CBTX, Inc announced a merger of equals to create a premier Texas financial institution[10] - The merger aims to generate significant shareholder value through enhanced metrics and cost savings[10] - The combined company is expected to have a complementary branch network with meaningful overlap in the Houston region[10] Market Position - The pro forma company is ranked 6 in the Houston region with $87 billion in deposits[11] - Allegiance Bancshares Inc had $5215366 million in total deposits in the Houston-The Woodlands-Sugar Land MSA in 2021, representing a 158% market share[13] Asset Quality - As of Q1 2022, the tangible equity to tangible assets ratio was 744%[4,22]

[PART I — FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) CBTX, Inc. reported **$4.45 billion** in total assets and **$10.6 million** net income for Q1 2022, with noninterest income driving growth Condensed Consolidated Balance Sheet Summary (in thousands) | Account | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Total cash and cash equivalents | $770,991 | $950,146 | | Loans, net | $2,848,438 | $2,836,179 | | Securities | $547,979 | $425,046 | | **Total assets** | **$4,445,977** | **$4,486,001** | | Total deposits | $3,821,225 | $3,831,284 | | **Total liabilities** | **$3,906,254** | **$3,923,876** | | **Total shareholders' equity** | **$539,723** | **$562,125** | Condensed Consolidated Statement of Income Summary (in thousands) | Account | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net interest income | $32,630 | $33,090 | | Provision for credit losses | $435 | $412 | | Noninterest income | $5,329 | $3,111 | | Noninterest expense | $24,652 | $23,285 | | **Net income** | **$10,595** | **$10,019** | | **Diluted EPS** | **$0.43** | **$0.41** | Condensed Consolidated Statement of Cash Flows Summary (in thousands) | Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $6,504 | $15,900 | | Net cash used in investing activities | ($172,282) | ($24,682) | | Net cash (used) provided by financing activities | ($13,377) | $75,446 | | **Net (decrease) increase in cash** | **($179,155)** | **$66,664** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=55&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the pending merger, economic uncertainties, and Q1 2022 net income growth driven by noninterest income - CBTX entered into a definitive merger agreement with Allegiance Bancshares, Inc. for an all-stock merger of equals, with the transaction expected to close in the **second quarter of 2022**, pending shareholder and regulatory approvals[165](index=165&type=chunk) - The economic outlook is **uncertain** due to the ongoing impacts of the COVID-19 pandemic, instability in the oil and gas industry, the conflict in Ukraine, and rising inflation, which could materially affect future financial results[182](index=182&type=chunk) Results of Operations Summary (in thousands) | Metric | Q1 2022 | Q1 2021 | Change (%) | | :--- | :--- | :--- | :--- | | Net Interest Income | $32,630 | $33,090 | (1.4%) | | Noninterest Income | $5,329 | $3,111 | 71.3% | | Noninterest Expense | $24,652 | $23,285 | 5.9% | | **Net Income** | **$10,595** | **$10,019** | **5.7%** | Financial Condition Summary (in thousands) | Metric | March 31, 2022 | Dec 31, 2021 | Change (%) | | :--- | :--- | :--- | :--- | | Total Assets | $4,445,977 | $4,486,001 | (0.9%) | | Loans, net | $2,848,438 | $2,836,179 | 0.4% | | Total Deposits | $3,821,225 | $3,831,284 | (0.3%) | | Shareholders' Equity | $539,723 | $562,125 | (4.0%) | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=91&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk, interest rate risk, is detailed in the MD&A section of the report - The company's primary market risk is **interest rate risk**; disclosures and management strategies regarding this risk are detailed in the MD&A section of the report[259](index=259&type=chunk) [Item 4. Controls and Procedures](index=93&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls were effective as of March 31, 2022, with no material changes to internal controls during Q1 - The CEO and CFO concluded that the company's disclosure controls and procedures were **effective** as of the end of the period covered by the report[260](index=260&type=chunk) - No changes in internal control over financial reporting occurred during the quarter ended March 31, 2022, that have materially affected, or are reasonably likely to materially affect, the company's internal controls[261](index=261&type=chunk) [PART II — OTHER INFORMATION](index=93&type=section&id=PART%20II%20%E2%80%94%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=93&type=section&id=Item%201.%20Legal%20Proceedings) No material legal proceedings are ongoing, with ordinary course litigation not expected to materially affect financials - The company is not currently involved in any **material legal proceedings**; any ongoing litigation is considered part of the ordinary course of business and is not expected to have a material adverse effect[262](index=262&type=chunk)[263](index=263&type=chunk) [Item 1A. Risk Factors](index=93&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors were reported compared to the Annual Report on Form 10-K for fiscal year 2021 - No material changes in risk factors were reported compared to those disclosed in the Annual Report on Form 10-K for the year ended December 31, 2021[264](index=264&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=93&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered equity sales or program repurchases occurred in Q1 2022, aside from tax-related employee share repurchases - The company has a share repurchase program authorizing up to **$40.0 million** in repurchases, valid through September 30, 2022[266](index=266&type=chunk) - No shares were purchased under the publicly announced 2021 Repurchase Program during the first quarter of 2022[271](index=271&type=chunk) [Item 3. Defaults Upon Senior Securities](index=95&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities during the period - None[272](index=272&type=chunk) [Item 4. Mine Safety Disclosures](index=95&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not Applicable[273](index=273&type=chunk) [Item 5. Other Information](index=95&type=section&id=Item%205.%20Other%20Information) The company reported no other information for this item - None[274](index=274&type=chunk) [Item 6. Exhibits](index=96&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed, including executive agreements, loan amendments, and officer certifications - The report includes certifications from the Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a) and 18 U.S.C. Section 1350[277](index=277&type=chunk) - Exhibits filed include various agreements, such as an Executive Employment Agreement, a Change in Control Severance Agreement, and amendments to a loan agreement[276](index=276&type=chunk)