Financial Performance - Net interest income for the three months ended September 30, 2025, was $147,240 thousand, a 38.8% increase from $106,017 thousand in the same period of 2024[14]. - Net income applicable to FB Financial Corporation for the three months ended September 30, 2025, was $23,375 thousand, compared to $10,220 thousand in the same period of 2024, marking an increase of 129.3%[14]. - Earnings per common share for the three months ended September 30, 2025, were $0.44, up from $0.22 in the same period of 2024, representing a 100% increase[14]. - Total revenues for the nine months ended September 30, 2025, reached $426,430, up from $410,887 in 2024, indicating a growth of 3.8%[71]. - For the nine months ended September 30, 2025, the consolidated net interest income was $366,296,000, compared to $308,122,000 for the same period in 2024, reflecting an increase of approximately 18.9%[198]. Asset Growth - Total assets increased to $16,236,459 thousand as of September 30, 2025, up from $13,157,482 thousand at December 31, 2024, representing a growth of 23.5%[13]. - The company’s total equity increased to $1,978,136 thousand as of September 30, 2025, up from $1,567,631 thousand at December 31, 2024, representing a growth of 26.2%[13]. - Goodwill increased to $350,353 thousand as of September 30, 2025, from $242,561 thousand at December 31, 2024, reflecting growth due to acquisitions[13]. - Total deposits rose to $13,812,955 thousand as of September 30, 2025, up from $11,210,434 thousand at December 31, 2024, reflecting a growth of 23.3%[13]. Credit Loss Provisions - Provision for credit losses on loans held for investment was $29,957 thousand for the three months ended September 30, 2025, compared to $1,856 thousand in the same period of 2024, indicating a significant increase in credit loss provisions[14]. - The provision for credit losses on loans held for investment (HFI) increased significantly to $30,761,000 in 2025 from $7,648,000 in 2024[20]. - The provisions for credit losses for the three months ended September 30, 2025, were $34,417,000, compared to $1,914,000 for the same period in 2024, indicating a significant increase in credit loss provisions[196]. Noninterest Income and Expenses - Noninterest income for the three months ended September 30, 2025, was $26,635 thousand, compared to a loss of $16,497 thousand in the same period of 2024, showing a recovery in noninterest income[14]. - The company reported a total noninterest expense of $109,856 thousand for the three months ended September 30, 2025, compared to $76,212 thousand in the same period of 2024, indicating an increase of 44.2%[14]. Stock and Equity Transactions - Dividends declared for the quarter were $0.57 per share, totaling $28,038,000, compared to $0.51 per share in the previous quarter[18]. - The company repurchased common stock worth $68,013,000 during the period, indicating a strategic move to enhance shareholder value[18]. - The total common stock outstanding increased to $53,457,000 as of September 30, 2025, from $46,849,000 at December 31, 2023[18]. Merger and Acquisitions - The merger with Southern States Bancshares, Inc. was completed on July 1, 2025, adding 13 branches and expanding the Company's footprint in Alabama and Georgia[60]. - The total assets acquired in the merger amounted to $2,830,374, with total loans of $2,267,305 and total deposits assumed of $2,468,530[60]. - Preliminary goodwill recorded in connection with the merger is $107,792, which is not deductible for income tax purposes[61]. Loan Portfolio and Quality - Gross loans outstanding increased to $12,297,600 as of September 30, 2025, up from $9,602,384 as of December 31, 2024, reflecting a growth of approximately 28%[85]. - The allowance for credit losses on loans held for investment (HFI) was $184,993 as of September 30, 2025, compared to $151,942 as of December 31, 2024, indicating an increase of about 21.8%[85]. - The total for consumer type loans was evaluated based on delinquency and accrual status, with nonperforming loans including those past due ninety or more days[95]. Cash Flow and Liquidity - Net cash provided by operating activities for the nine months ended September 30, 2025, was $103,049,000, down from $124,670,000 in 2024, reflecting a decrease of approximately 17%[20]. - The company reported a net cash increase of $237,545,000 in cash and cash equivalents, compared to an increase of $140,818,000 in the same period of 2024[21]. - The company’s cash and cash equivalents increased to $1,280,033,000 as of September 30, 2025, from $1,042,488,000 as of December 31, 2024, representing an increase of approximately 22.8%[191]. Regulatory Compliance and Capital Ratios - As of September 30, 2025, the company met all capital adequacy requirements under U.S. Basel III Capital Rules, indicating strong regulatory compliance[205]. - FB Financial Corporation's Tier 1 capital to risk-weighted assets ratio stood at 11.7% as of September 30, 2025, with Tier 1 capital of $1,662,376, compared to FirstBank's 12.0% ratio and Tier 1 capital of $1,687,888[207]. Employee Compensation and Benefits - The employer matching contributions for the 401(k) plan totaled $1,478 for the three months ended September 30, 2025, and $3,691 for the nine months ended September 30, 2025, compared to $760 and $2,526 for the same periods in 2024[208]. - Accrued expenses related to nonqualified supplemental retirement plans amounted to $12,722, significantly higher than $2,328 as of December 31, 2024[209].

Financial Performance - Total revenue for Q3 2025 was $871,510,000, a 1.5% increase from $859,227,000 in Q3 2024[28] - Lease revenue increased to $809,820,000 in Q3 2025, compared to $799,471,000 in Q3 2024, reflecting a growth of 0.2%[28] - Net income attributable to BXP, Inc. for Q3 2025 was a loss of $121,712,000, compared to a profit of $83,628,000 in Q3 2024[28] - Net income for the three months ended September 30, 2025, was $(116,840) thousand, compared to $108,452 thousand for the same period in 2024, representing a decline of 208%[31] - Comprehensive income attributable to BXP, Inc. for the three months ended September 30, 2025, was $(121,484) thousand, a decrease from $57,355 thousand in the prior year[31] - For the nine months ended September 30, 2025, net income was $89,206 thousand, down from $322,005 thousand in 2024, indicating a decline of 72.3%[31] - Basic earnings per share attributable to BXP, Inc. for Q3 2025 was a loss of $0.77, compared to earnings of $0.53 in Q3 2024[28] - Net income for the nine months ended September 30, 2025, was $97,327,000, a decrease from $327,109,000 in the same period of 2024[65] Assets and Liabilities - Total assets decreased to $25,999,482,000 as of September 30, 2025, down from $26,084,980,000 at the end of 2024[25] - Total liabilities increased to $18,482,700,000 as of September 30, 2025, compared to $18,137,324,000 at December 31, 2024[25] - Total stockholders' equity attributable to BXP, Inc. decreased to $4,999,559,000 as of September 30, 2025, from $5,413,306,000 at December 31, 2024[25] - Total assets as of September 30, 2025, were $25,771,513, a slight decrease from $25,848,890 at the end of 2024[48] - The company's total liabilities increased to $18,482,700 as of September 30, 2025, compared to $18,137,324 at the end of 2024, an increase of approximately 1.9%[48] Cash Flow and Investments - Cash and cash equivalents decreased to $861,066,000 as of September 30, 2025, from $1,254,882,000 at December 31, 2024, a decline of 31.4%[23] - Total cash provided by operating activities was $837,405 for the nine months ended September 30, 2025, slightly down from $850,755 in 2024, a decrease of about 1.4%[41] - Cash used in investing activities increased to $988,228 in 2025 from $850,787 in 2024, marking an increase of approximately 16.2%[43] - The company reported a net cash decrease of $396,467 in cash and cash equivalents for the nine months ended September 30, 2025, compared to a decrease of $141,083 in 2024[43] - Cash and cash equivalents at the end of the period were $938,729, down from $1,471,484 at the end of September 2024, a decrease of about 36.1%[43] Expenses and Impairments - Depreciation and amortization expenses for Q3 2025 were $236,147,000, compared to $222,890,000 in Q3 2024, an increase of 5.9%[28] - The company reported an impairment loss of $68,901,000 in Q3 2025, compared to $13,615,000 in Q3 2024[28] - The company incurred impairment losses of $68,901 in 2025, significantly higher than $13,615 in 2024, indicating a substantial increase in asset impairment[41] - General and administrative expenses for the three months ended September 30, 2025, were $36,188, up from $33,352 in 2024, indicating an increase of 5.5%[187] Real Estate and Joint Ventures - As of September 30, 2025, BXP owned or had joint venture interests in 187 commercial real estate properties, totaling approximately 54.6 million net rentable square feet, including eight properties under construction/redevelopment of about 3.5 million net rentable square feet[75] - The company reported gains on sales of real estate amounting to $1.9 million in Q3 2025, compared to $0.5 million in Q3 2024[53] - The company reported a net income attributable to Boston Properties Limited Partnership of $(130.1) million for Q3 2025, compared to $94.9 million in Q3 2024[53] - The company's share of net loss from unconsolidated joint ventures for the three months ended September 30, 2025, was $(6.6) million, a decrease from $(9.3) million in the same period of 2024[120] Financing and Capital Structure - The Company issued $1.0 billion aggregate principal amount of 2.00% Exchangeable Senior Notes due 2030 on September 29, 2025, enhancing its capital structure[84] - BPLP drew the full $700.0 million of the Term Loan Facility to repay the remaining balance of $700.0 million under its previous unsecured term loan facility[143] - The 2025 Credit Facility allows for aggregate borrowings of up to $2.950 billion, including a $700.0 million unsecured term loan facility with an initial maturity date of March 30, 2029[137] - The Company recognized approximately $(1.0) million of interest expense related to the interest rate swap contract for the period from April 7, 2025, through September 30, 2025[148] Shareholder Returns and Compensation - BXP's dividends per share for September 30, 2025, were declared at $0.70, a decrease from $0.98 in previous quarters[179] - The final payout for the Company's 2022 MYLTIP awards was determined to be 59% of target, amounting to approximately $5.4 million[171] - The Company approved the 2025 Multi-Year Long-Term Incentive Program with an aggregate value of approximately $12.7 million, focusing on performance metrics including total shareholder return and funds from operations per share growth[202] Market Strategy and Operations - BXP operates in six major U.S. markets, focusing on premier workplaces that attract creditworthy clients and command upper-tier rental rates[215][216] - The company's core strategy emphasizes developing and managing premier workplaces in gateway markets with high barriers to entry and executing long-term leases with financially strong clients[221] - BXP's performance has consistently outperformed the broader office market in both rental rates and occupancy, validating its strategic focus on premier workplaces[221]

Company Structure and Operations - In 2023, the company converted to a financial holding company from a BDC and a non-bank lender, acquiring NBNYC, which was renamed Newtek Bank[210]. - Newtek Bank is currently the second largest SBA 7(a) lender in the U.S. based on dollar volume of loans approved, following a transition of SBA 7(a) loan originations from NSBF[213]. - The company offers a range of financial services including lending products, FDIC insured deposit products, payments processing, payroll services, and insurance brokerage services[206]. - The company’s transition to a financial holding company means it is no longer treated as a RIC for U.S. federal income tax purposes, impacting its tax obligations[212]. - The company is subject to regulation and supervision by the Federal Reserve and the OCC, requiring investments in technology and compliance processes[208]. Financial Performance - The Company reported net income of $41.0 million for the nine months ended September 30, 2025, an increase of 26.5% from $32.5 million in the same period of 2024[238]. - Interest income on loans increased by $23.9 million, contributing to the overall growth in net income before taxes[239]. - Noninterest income rose by $15.8 million, reaching $169.1 million compared to $153.2 million in 2024[239]. - Consolidated net income rose by 50% to $17.9 million in 2025 from $11.9 million in 2024[313]. - The Banking segment reported net income of $30.866 million, down 13% from $35.339 million in the prior year, while Alternative Lending saw a significant increase in net income to $60.445 million, up 77% from $34.147 million[274]. Loan and Asset Management - Total loans increased by $488.1 million to $1.88 billion as of September 30, 2025, compared to $1.39 billion at December 31, 2024[223]. - The company’s loan products include SBA 7(a), ALP, SBA 504, and traditional C&I and CRE bank loans, with a focus on the SMB market[206]. - The company originated ALP loans with the intent to securitize them, closing a securitization backed by $216.6 million of ALP loans in the second quarter of 2025[214]. - The average balance of loans held for investment increased to $1.5 billion from $1.1 billion year-over-year, contributing to the rise in interest income[242]. - The average outstanding accrual loan portfolio increased to $1.6 billion for the three months ended September 30, 2025, up from $1.2 billion in the prior year, contributing to higher interest income[284]. Credit Losses and Reserves - The allowance for credit losses increased to $45.2 million, representing 5.4% of loans held for investment at amortized cost as of September 30, 2025, compared to $30.2 million, or 4.9%, at December 31, 2024[228]. - The provision for credit losses increased to $30.3 million in 2025 from $16.7 million in 2024, reflecting higher net charge-offs and specific reserves on evaluated loans[247]. - The Company has a reserve for credit losses based on the CECL approach, which estimates expected credit losses over the life of exposures, reflecting historical loss experience and current economic conditions[359]. Regulatory Compliance and Risk Management - The company is subject to extensive regulation as a financial holding company, which may adversely affect its business operations and lending prospects[216]. - The Company’s Asset/Liability Committee oversees risk management related to interest rate and liquidity risks, establishing policies and limits for effective management[379]. - The company’s interest rate risk management involves matched funding strategies, with assets and liabilities closely linked to mitigate adverse effects from interest rate changes[374]. - The company regularly models various forecasted rate projections to assess and manage potential risks from interest rate shifts[381]. Capital and Funding - Total assets increased by $339.2 million, or 16.5%, to $2.4 billion as of September 30, 2025, compared to $2.1 billion at December 31, 2024[222]. - Total liabilities increased by $248.8 million, or 14.1%, to $2.0 billion as of September 30, 2025, compared to $1.8 billion at December 31, 2024[234]. - The Company completed a public offering of $75.0 million aggregate principal amount of 8.625% notes due 2029 on September 16, 2024, to support its funding strategy[248]. - The Company has authorized a stock repurchase program for up to 1.0 million shares and a debt repurchase program for up to $5.0 million of its 2029 Notes[322]. Deposits and Liquidity - Total deposits were $1.2 billion, with a $0.2 billion increase from December 31, 2024, and insured deposits represented 78.3% of total deposits[235]. - As of September 30, 2025, the Company had total liquidity sources of $341.5 million, down from $483.8 million as of December 31, 2024[348]. - Newtek Bank maintained approximately $187.7 million in cash at the Federal Reserve to enhance liquidity, aligning with its business strategy[240]. Noninterest Income and Expenses - Noninterest income increased by 10.3% to $169.061 million, driven by a 140.3% increase in dividend income to $2.711 million[254]. - Total noninterest expense increased by 4.2% to $125.645 million, primarily due to higher salaries and employee benefits expenses, which rose by 6.6% to $64.424 million[267]. - Other loan origination and maintenance expenses increased by 54.1% to $14.468 million due to a larger volume of loan originations[270]. Securitization and Asset Management - The Company originated $216.6 million of collateral for the securitization of ALP loans, with Class A Notes priced at a yield of 6.338% and a weighted average yield of 6.62%[368]. - The 2023-1 Trust issued securitization notes for the par amount of $103.9 million, consisting of $84.3 million of Class A notes and $19.6 million of Class B notes[339]. - The 2022-1 Trust issued securitization notes for the par amount of $116.2 million, consisting of $95.4 million of Class A notes and $20.8 million of Class B notes[340]. Interest Rate Sensitivity - As of September 30, 2025, a +200 basis point change in interest rates is estimated to increase net interest income (NII) by 13.8% for the 12 months beginning September 30, 2025[383]. - A -200 basis point change in interest rates is estimated to decrease NII by 15.8% for the same period[383]. - The company is asset sensitive, with variable rate loans repricing fully with assumed interest rate changes, while fixed-rate notes will reprice at maturity[383].

Timberland and Wood Products Operations - The company owns 2.1 million acres of timberland and operates six sawmills, an industrial-grade plywood mill, and a real estate development business[101]. - In Q3 2025, total harvest volume for the Timberlands segment was 1.9 million tons, slightly lower than Q3 2024, with expectations to harvest 1.7 to 1.8 million tons in Q4 2025[115]. - The Wood Products segment expects to ship between 290 and 300 million board feet of lumber during Q4 2025, driven by increased shipments from the Waldo sawmill[116]. - Total harvest volume decreased by 72,750 tons to 1,880,710 tons in Q3 2025 compared to Q3 2024[136]. - Timberlands Adjusted EBITDDA for Q3 2025 was $41.0 million, an increase of $5.2 million compared to $35.8 million in Q3 2024[137]. - Timberlands Adjusted EBITDDA for Q3 2025 increased by $5.2 million compared to Q3 2024, driven by a 16.4% rise in sawlog prices in the Northern region to $128 per ton[138]. - Wood Products segment revenues for Q3 2025 were $165.9 million, up $26.5 million from $139.4 million in Q3 2024, with a nine-month total of $502.3 million, an increase of $60.8 million from $441.6 million[139]. - Average lumber sales price decreased slightly to $396 per MBF in Q3 2025 from $402 per MBF in Q3 2024, while for the first nine months, it increased to $432 per MBF from $419 per MBF[141][146]. - Wood Products Adjusted EBITDDA for Q3 2025 improved by $7.1 million to $(2.5) million compared to $(9.6) million in Q3 2024, and for the first nine months, it increased by $27.4 million to $10.9 million from $(16.5) million[143][144]. - Total Northern harvest volume increased by 1.6% in the first nine months of 2025, while Southern region harvest volume declined by 2.8% due to land sales[138]. Real Estate Segment - The Real Estate segment anticipates selling approximately 5,000 rural acres and 46 residential lots in Chenal Valley during Q4 2025[117]. - Real Estate Adjusted EBITDDA for Q3 2025 rose by $31.2 million to $63.0 million compared to $31.9 million in Q3 2024, but decreased by $19.1 million for the first nine months to $108.5 million from $127.7 million[148][147]. - Total rural real estate acres sold in Q3 2025 increased significantly, including a 6,500-acre conservation sale and a 6,300-acre recreation tract, with average price per acre at $3,280 compared to $3,727 in Q3 2024[145][148]. Financial Performance - Revenues for Q3 2025 increased by $59.0 million to $314.2 million compared to Q3 2024, driven by higher lumber shipments and significant real estate sales[121]. - Cost of goods sold rose by $29.6 million to $257.1 million in Q3 2025, primarily due to increased fiber and manufacturing costs[122]. - Net income for Q3 2025 was $25.9 million, a significant increase of $22.6 million compared to $3.3 million in Q3 2024[120]. - Total Adjusted EBITDDA for Q3 2025 increased by $43.4 million to $89.3 million, attributed to higher lumber shipments and real estate sales[126]. - Year-to-date revenues for the first nine months of 2025 increased by $53.5 million to $857.4 million, supported by higher average lumber prices[127]. - Cost of goods sold decreased by $5.3 million to $716.9 million for the first nine months of 2025, mainly due to fewer rural real estate acres sold[128]. - Net cash from operating activities for the nine months ended September 30, 2025, was $155.7 million, an increase of $12.6 million from $143.1 million in 2024[149]. - Cash received from customers rose by $49.8 million, driven by higher lumber prices and shipments, partially offset by lower Southern harvest volume[151]. - Net income for Q3 2025 was $25,893,000, a significant increase from $3,309,000 in Q3 2024[169]. - Total Adjusted EBITDDA for Q3 2025 reached $89,263,000, compared to $45,902,000 in Q3 2024, reflecting a growth of 94%[169]. - Cash Available for Distribution (CAD) for the nine months ended September 30, 2025, was $90,328,000, up from $39,291,000 in the same period of 2024[170]. Capital Expenditures and Debt - The company expects to spend approximately $60.0 million to $65.0 million on capital expenditures during 2025, excluding the final closeout payment for the Waldo sawmill Modernization Project[153]. - Total outstanding long-term debt was $1.0 billion as of September 30, 2025, with $27.5 million classified as current[155]. - The company repurchased 1,511,923 shares of common stock for a total of $60.0 million in the first nine months of 2025[151]. - Cash expenditures for property, plant, and equipment were $39.9 million in the first nine months of 2025, down from $71.5 million in the same period of 2024[151]. - The interest coverage ratio was 7.9, significantly above the required minimum of 3.00 to 1.00 as of September 30, 2025[162]. - Market capitalization increased to $3.15 billion as of September 30, 2025, based on outstanding shares of 77.3 million[164]. - The company has a remaining authorization of $30.0 million for future stock repurchases under the 2022 Repurchase Program[154]. Market Conditions and Economic Outlook - The U.S. housing market saw total privately-owned housing starts exceed 1.3 million units in August 2025, with single-family starts averaging approximately 0.9 million units[112]. - Builder sentiment improved in October 2025, with the NAHB/Wells Fargo Housing Market Index rising to 37, the highest level since April[113]. - The repair and remodel sector, the largest driver of lumber demand, is forecasted to grow through 2026 despite a slowdown in discretionary remodel activity[114]. - The average 30-year fixed mortgage rate improved to approximately 6.3% by the end of September 2025, down 55 basis points from year-end 2024[111]. Merger and Strategic Initiatives - The company entered into a merger agreement with Rayonier, where each PotlatchDeltic stockholder will receive 1.7339 shares of Rayonier common stock for each share of PotlatchDeltic common stock[118]. - Merger-related expenses for Q3 2025 were $1.9 million, associated with the pending merger with Rayonier[123]. Cash Flow and Investments - Net cash from investing activities improved by $37.1 million, with a cash outflow of $45.0 million in 2025 compared to $82.1 million in 2024[149]. - The company reported a net cash outflow from financing activities of $168,740,000 for the nine months ended September 30, 2025, compared to $137,534,000 in 2024[170]. Risk Management - The company is exposed to interest rate risk on its variable rate debt instruments and uses interest rate swaps to hedge this exposure[172]. - Market risk exposures have not changed materially since December 31, 2024[173].

Financial Performance - Net revenue for the three months ended September 30, 2025, was $285.9 million, a 2% increase from $279.2 million in the same period of 2024[103]. - Gross profit decreased by 5% to $26.9 million, with a gross profit margin of 9% compared to 10% in the prior year[102][104]. - Operating expenses totaled $22.2 million, a decrease of 25% from $29.6 million in the same period of 2024[105]. - General and administrative expenses saw a significant reduction of 45%, down to $9.3 million from $16.8 million[108]. - Cash provided by operating activities was $19.6 million, compared to cash used of $13.7 million in the prior year[118]. - Cost of revenue increased by 3% to $258.9 million, primarily due to increased media and marketing costs[104]. Client Verticals - Financial services client vertical represented 73% of net revenue for the three months ended September 30, 2025, compared to 76% for the same period in 2024[76]. - One client in the financial services vertical accounted for 21% of net revenue for the three months ended September 30, 2025[77]. - Revenue from home services client vertical increased by $10.1 million, or 15%, while revenue from financial services client vertical decreased by $3.4 million, or 2%[103]. Strategic Initiatives - Strategic acquisitions, including BestCompany and AquaVida in fiscal year 2024, are a key element of the company's corporate strategy[81]. - The company has enhanced its product set to improve media segmentation and monetization, addressing challenges in the financial services vertical[78]. - The company aims for sustainable revenue growth while investing in various growth initiatives rather than maximizing short-term profits[74]. Market and Regulatory Environment - The auto insurance industry began to benefit from rate increases starting in calendar 2024, leading to increased advertising spending and revenue growth[80]. - Regulatory changes, such as amendments to the Telephone Consumer Protection Act, may impact revenue and profitability[87]. - The company is exposed to market risks primarily due to fluctuations in interest rates[129]. Cash and Shareholder Activities - As of September 30, 2025, the company had cash and cash equivalents of $101.3 million[113]. - The company repurchased 462,440 shares at an average price of $15.41 per share, totaling $7.1 million during the three months ended September 30, 2025[115]. Seasonal and Operational Factors - Seasonality affects revenue, particularly with lower media availability and client budgets during the holiday period[83]. - There have been no material changes in the company's contractual obligations as of June 30, 2025[128]. - The company invests cash equivalents in money market funds for working capital and acquisition financing[130]. - The company does not have material exposure to changes in the fair value of investments due to the short-term nature of these investments[130]. - A hypothetical decline of 1% in interest rates would not have a material effect on the company's financial statements[130].

Financial Performance - Net income for the first three months of fiscal 2025 was $15.7 million, an increase of $3.2 million, or 25.6%, compared to the same period of the prior fiscal year [177]. - Fully-diluted net income per share increased by $0.28, or 25.5%, to $1.38 for the three-month period ended September 30, 2025 [177]. - Net interest income increased by $5.8 million, or 15.7%, for the first three months of fiscal 2025 [177]. - Noninterest income decreased by $601,000, or 8.4%, to $6.6 million for the three-month period ended September 30, 2025 [181]. - Noninterest expense decreased by $790,000, or 3.1%, to $25.1 million for the three-month period ended September 30, 2025 [183]. - The annualized return on average assets for the three-month period ended September 30, 2025, was 1.24%, up from 1.07% in the same period last year [202]. Asset and Liability Management - Total assets increased by $16.7 million, or 0.3%, to $5.0 billion at September 30, 2025, compared to June 30, 2025 [185]. - Loans, net of the allowance for credit losses, increased by $90.7 million, or 2.2%, to $4.1 billion at September 30, 2025 [187]. - Cash equivalents and time deposits decreased by $68.7 million, or 35.6%, to $124.4 million at September 30, 2025 [186]. - Deposits were $4.3 billion at September 30, 2025, a decrease of $878,000 compared to June 30, 2025, with a notable decline in certificates of deposit by $33.2 million [191]. - Stockholders' equity increased to $560.2 million at September 30, 2025, an increase of $15.5 million or 2.9% from June 30, 2025, primarily due to retained earnings [193]. Credit Quality and Loss Provisions - Provision for Credit Losses (PCL) increased to $4.5 million for the three-month period ended September 30, 2025, compared to $2.2 million in the same period last year, reflecting a $4.1 million provision for loan balances and a $359,000 provision for off-balance sheet credit exposures [206]. - Net charge-offs for the quarter were $3.7 million, with a net charge-off rate of 0.36%, compared to 0.01% in the same quarter last year [216]. - Loans adversely classified increased to $55.1 million, or 1.31% of total loans, as of September 30, 2025, up from $49.6 million, or 1.21%, at June 30, 2025 [219]. - Total past due loans rose from $25.6 million at June 30, 2025, to $29.3 million at September 30, 2025, compared to $13.4 million at September 30, 2024 [219]. - The Allowance for Credit Loss (ACL) at September 30, 2025, totaled $52.1 million, representing 1.24% of gross loans, compared to $51.6 million or 1.26% at June 30, 2025 [214]. Interest Rate Risk Management - The net interest margin increased by 23 basis points to 3.57% during the first three months of fiscal 2026 [179]. - The yield on interest-earning assets increased by one basis point, while the cost of interest-bearing liabilities decreased by 28 basis points, resulting in a net interest margin increase from 3.34% to 3.57% [203]. - The Company aims to manage interest rate sensitivity to maximize net interest income while minimizing excessive interest rate risk exposure [236]. - The Company has utilized longer-term fixed-rate FHLB advances to offset interest rate risk from fixed-rate lending [237]. - The company maintained a $60 million notional amount of pay-fixed/receive-floating interest rate swaps to hedge against rising interest rates [244]. Regulatory Capital and Compliance - Total capital to risk-weighted assets ratio was 13.94% for the consolidated entity as of September 30, 2025, exceeding the required minimum of 8.00% [233]. - Tier I capital to risk-weighted assets ratio was 12.51% for the consolidated entity as of September 30, 2025, above the required minimum of 6.00% [233]. - The Bank was categorized as well capitalized under the regulatory framework for prompt corrective action as of September 30, 2025 [231]. Operational Adjustments and Customer Focus - The Company continues to focus on customer retention and satisfaction while offering new products to increase less rate-sensitive deposit accounts [238]. - Modifications to borrowers experiencing financial difficulty totaled $28.7 million as of September 30, 2025, with $1.6 million considered nonperforming [223]. Control Procedures and Limitations - The Company acknowledges that its control procedures cannot guarantee the prevention of all errors and fraud, providing only reasonable assurance [249]. - Inherent limitations in control procedures may lead to undetected misstatements due to error or fraud [249]. - Control procedures can be circumvented by individual acts, collusion, or management override [249]. - The design of control procedures is based on assumptions about future events, which may not hold true [249]. - Over time, controls may become inadequate due to changing conditions or deteriorating compliance [249].

Financial Performance - Revenues for the three months ended September 30, 2025, increased 36% to $3.68 billion from $2.72 billion for the same period in 2024[11] - Gross profit for the three months ended September 30, 2025, increased 68% to $72.9 million from $43.4 million for the same period in 2024[11] - Net income (loss) attributable to the Company for the three months ended September 30, 2025, decreased 110% to $(0.9) million from $9.0 million for the same period in 2024[11] - EBITDA for the three months ended September 30, 2025, decreased 20% to $14.3 million from $17.8 million for the same period in 2024[11] - Revenues increased 36% to $3.68 billion from $2.72 billion in the same year-ago quarter, with a 27.6% increase excluding forward sales[26] - Gross profit increased 68% to $72.9 million, representing 1.98% of revenue, compared to $43.4 million, or 1.60% of revenue, in the same year-ago quarter[27] - Net loss attributable to the Company totaled $0.9 million or $0.04 per diluted share, compared to net income of $9.0 million or $0.37 per diluted share in the same year-ago quarter[32] - EBITDA decreased 20% to $14.3 million compared to $17.8 million in the same year-ago quarter[34] Customer Metrics - Direct-to-Consumer (DTC) number of new customers increased by 25.5% to 69,400 from 55,300 in the same period last year[12] - Direct-to-Consumer new customers increased 25% to 69,400 compared to 55,300 for the same quarter last year[25] - The average order value (AOV) for DTC increased to $3,863 from $2,967 in the same period last year[12] - Direct-to-Consumer average order value increased 30% to $3,863 from $2,967 for the same quarter last year[25] Acquisition Details - The purchase price for the Monex acquisition is $33 million, consisting of $19 million in cash and $14 million in A-Mark common stock[5] - The transaction is expected to close within 60 days, subject to customary closing conditions[5] - The company is in the process of acquiring Monex, which is expected to enhance growth and deliver long-term value[47] Asset and Liability Changes - Total current assets increased to $2,111,302 as of September 30, 2025, up from $1,743,495 as of June 30, 2025[53] - Total assets reached $2,579,371 as of September 30, 2025, compared to $2,215,431 as of June 30, 2025, indicating growth in the company's asset base[53] - Total liabilities increased to $1,882,276 as of September 30, 2025, from $1,512,760 as of June 30, 2025[53] Cash Flow and Working Capital - Net cash provided by operating activities was $195,417 for the three months ended September 30, 2025, compared to a net cash used of $(127,529) in the same period of 2024[57] - Net cash provided by operating activities was $195,417, an increase of $322,946 or 253.2% compared to $(127,529) in 2024[60] - Net cash provided by operating activities increased to $195,417,000, representing a growth of $128,451,000 or 191.8% compared to $66,966,000 in the previous quarter[61] - Changes in operating working capital resulted in a decrease of $(187,683), a decline of $330,000 or 231.9% compared to $142,317 in 2024[60] - Changes in operating working capital showed a significant decrease of $(138,018,000) or 277.9%, from $(49,665,000) in June 30, 2025[61] Interest and Other Income - Interest income decreased 21% to $5.6 million from $7.1 million in the same year-ago quarter[30] - Interest income decreased by $1,516 or 21.4% to $5,571 compared to $7,087 in 2024[60] - Interest expense increased by $2,613 or 26.2% to $(12,600) compared to $(9,987) in 2024[60] - Other income, net increased significantly by $2,033 or 1,016.5% to $2,233 compared to $200 in 2024[58] Non-GAAP Measures - Management emphasizes the importance of non-GAAP measures, such as adjusted net income and EBITDA, for evaluating operational performance[49] - Adjusted net income before provision for income taxes (non-GAAP) was $4,872, a decrease of $9,912 or 67.0% from $14,784 in 2024[60] - Adjusted net income before provision for income taxes (non-GAAP) for September 30, 2025, was $4,872,000, down $(14,291,000) or (74.6%) from $19,163,000 in June 30, 2025[61] - Earnings before interest, taxes, depreciation, and amortization (non-GAAP) for September 30, 2025, was $14,301,000, a decline of $(14,852,000) or (50.9%) from $29,153,000 in the previous quarter[61] Depreciation and Amortization - Amortization of acquired intangibles decreased by $(1,456,000) or (21.9%) to $5,202,000 compared to $6,658,000 in June 30, 2025[61] - Depreciation expense increased to $2,381,000, an increase of $463,000 or 24.1% from $1,918,000 in the previous quarter[61] Remeasurement Gains - The company reported a remeasurement gain on pre-existing equity interest of $1,900,000, a change of 100.0% from $(1,900,000) in the previous quarter[61]

Financial Performance - Net loss for the three months ended September 30, 2025, was $5.7 million, a decrease of $8.9 million compared to net income of $3.2 million for the same period in 2024[151]. - Net income for the nine months ended September 30, 2025, was $164,000, a decrease of $9.9 million compared to $10.1 million for the same period in 2024[167]. - Noninterest income decreased by $12.8 million, or 333.3%, resulting in a loss of $9.0 million for the nine months ended September 30, 2025, primarily due to a loss on securities repositioning of $11.8 million[180]. Asset and Liability Management - Total assets increased by $64.0 million, or 4.3%, to $1.55 billion as of September 30, 2025, compared to $1.48 billion at December 31, 2024[141]. - Total deposits rose by $50.9 million, or 4.0%, to $1.33 billion as of September 30, 2025, compared to $1.28 billion at December 31, 2024[145]. - Cash and due from banks increased by $6.3 million, or 12.7%, to $55.9 million at September 30, 2025, compared to $49.6 million at December 31, 2024[146]. - The Company had liquid assets of $55.9 million in cash and due from banks, with additional unpledged securities totaling $93.2 million as of September 30, 2025[189]. Loan Portfolio - Total loans increased by $50.8 million, or 4.6%, to $1.14 billion at September 30, 2025, compared to $1.09 billion at December 31, 2024[146]. - The composition of the loan portfolio included 29.2% residential real estate, 47.2% commercial real estate, and 12.6% commercial and industrial loans as of September 30, 2025[198]. - Total Nonowner Occupied CRE loans amounted to $423.5 million, with an average loan size of $1,332 and an average loan-to-value (LTV) ratio of 58.98%[199]. - Total Owner Occupied CRE loans were $115.9 million, with an average loan size of $577 and an average LTV ratio of 54.10%[200]. Interest Income and Expense - Net interest income on a fully tax-equivalent basis increased to $13.2 million for the three months ended September 30, 2025, compared to $11.5 million for the same period in 2024, reflecting a net interest margin of 3.67%[136]. - Interest income on loans increased by $1.0 million, or 6.9%, to $16.0 million for the three months ended September 30, 2025, driven by a $56.1 million increase in the average balance of loans[155]. - Interest expense decreased by $2.1 million, or 24.8%, to $6.2 million for the three months ended September 30, 2025, compared to $8.3 million for the same period in 2024[155]. - Net interest and dividend income increased by $1.6 million, or 14.2%, to $13.1 million for the three months ended September 30, 2025, compared to $11.5 million for the same period in 2024[152]. Capital and Equity - Stockholders' equity increased by $5.1 million, or 3.5%, to $152.5 million at September 30, 2025, compared to $147.4 million at December 31, 2024[149]. - Tangible book value per common share increased by $1.74, or 6.5%, to $28.56 compared to $26.82 at December 31, 2024[150]. - At September 30, 2025, the Bank's Common Equity Tier 1 capital ratio was 14.19%, compared to 14.78% at December 31, 2024, indicating a strong capital position[197]. Credit Quality - The allowance for credit losses (ACL) was $10.1 million at September 30, 2025, with an ACL to total loans ratio of 0.89%[146]. - Nonperforming loans increased to $2.2 million at September 30, 2025, with a nonperforming loans to total loans ratio of 0.19%[146]. - Provision for credit losses was recorded at $259,000 for the three months ended September 30, 2025, with $336,000 attributed to loans[162]. - For the nine months ended September 30, 2025, net provision for credit losses was $227,000, compared to a recovery of $114,000 for the same period in 2024, reflecting loan growth and qualitative factors[179]. Interest Rate Risk Management - The Company actively manages interest rate risk through an Asset/Liability Management Committee, which meets quarterly to evaluate and implement strategies[201]. - Interest rate risk is monitored using a simulation model that assesses the impact on net interest income and economic value of equity (EVE) under various interest rate scenarios[202]. - As of September 30, 2025, a 400 basis point increase in interest rates would result in a decrease of $34.9 million (15.5%) in EVE[207]. - The Company emphasizes the importance of interest rate risk analysis to ensure compliance with policy guidelines and to mitigate potential financial impacts[203].

Financial Performance - Company sales for Q3 2025 reached $697 million, a 12.2% increase from $621 million in Q3 2024[8] - Total revenues for the year to date increased to $5,699 million, up 9.8% from $5,187 million in the same period last year[8] - Net income for Q3 2025 was $397 million, compared to $382 million in Q3 2024, reflecting a 3.9% increase[9] - Basic earnings per share for Q3 2025 were $1.42, up from $1.36 in Q3 2024, representing a 4.4% increase[8] - Operating profit for the year to date was $1,836 million, an increase of 5.2% from $1,746 million in the previous year[8] - Comprehensive income for the year to date was $1,095 million, compared to $1,080 million in the same period last year, showing a 1.4% increase[9] - Comprehensive income for the quarter ended September 30, 2025, was reported at $394 million, down from $1,095 million in the same quarter of 2024[12] - The company reported a total of $1,983 million in revenues for the quarter, with a significant portion coming from franchise and property revenues[51] - The consolidated operating profit for the quarter ended September 30, 2025, was $666 million, with KFC division contributing $392 million[51] Cash Flow and Assets - Cash provided by operating activities for the year to date was $1,393 million, compared to $1,176 million in the same period last year, marking a 18.5% increase[10] - Total assets as of September 30, 2025, were $7,193 million, up from $6,727 million at the end of 2024, indicating a 6.9% growth[11] - Cash and cash equivalents increased to $1,045 million as of September 30, 2025, compared to $616 million at the end of 2024, marking a 69.5% increase[38] - Accounts and notes receivable, net decreased to $744 million as of September 30, 2025, from $775 million at the end of 2024, a decline of 4.0%[37] - Property, plant, and equipment, net increased to $1,422 million as of September 30, 2025, from $1,304 million at the end of 2024, reflecting a growth of 9.0%[37] Debt and Liabilities - Long-term debt increased to $11,506 million from $11,306 million, reflecting a 1.8% rise[11] - Total liabilities rose to $14,698 million, up from $14,375 million at the end of 2024, marking an increase of 2.2%[11] - Short-term borrowings increased to $48 million as of September 30, 2025, from $27 million as of December 31, 2024[61] - The company issued additional Securitization Notes totaling $1.5 billion on September 24, 2025, with net proceeds used to repay $938 million of existing notes and for general corporate purposes[61] Dividends and Shareholder Returns - The company declared dividends of $0.71 per share in Q3 2025, compared to $0.67 in Q3 2024, a 6% increase[8] - The company declared dividends totaling $197 million in the quarter ended September 30, 2025, compared to $594 million in the same quarter of 2024, representing a decrease of approximately 67%[12] - The company repurchased 2,540 thousand shares of common stock in 2025, with a total dollar value of $372 million, leaving a remaining capacity of $1.2 billion for future repurchases[32] Acquisitions and Growth Strategy - Yum! Brands completed the acquisition of 216 KFC restaurants in the U.K. and Ireland for a total purchase price of $177 million, enhancing its growth strategy in the region[21] - In addition to the U.K. acquisition, Yum! Brands acquired 79 restaurants from franchisees in the quarter and year to date ended September 30, 2025, for a total cash consideration of $100 million[25] - The company executed purchase agreements to acquire 128 Taco Bell restaurants across the Southeast U.S. for approximately $670 million, expected to close in Q4 2025[29] - The goodwill recognized from acquisitions reflects expected benefits that do not qualify as intangible assets, with a total increase of $14 million in estimated goodwill from the U.K. acquisition[24][27] Tax and Legal Matters - The effective tax rate for the quarter was 26.7%, up from 23.8% in the same quarter of 2024, indicating a rise in tax burden[39] - The company recorded a tax expense of $90 million due to changes in management's judgment regarding the utilization of U.S. foreign tax credit related deferred tax assets[41] - The IRS proposed an adjustment asserting an underpayment of tax of $2.1 billion plus $418 million in penalties for the 2014 fiscal year, with estimated interest on the underpayment of approximately $1.7 billion through Q3 2025[81] - The company filed a petition in the United States Tax Court disputing an IRS Notice of Deficiency received in March 2025, with litigation ongoing[82] - Yum! Restaurants India Private Limited is facing a regulatory enforcement action in India, with a penalty imposed of approximately Indian Rupee 11 billion (around $125 million) for alleged investment failures[88] Franchise Performance - Franchise revenues for the U.S. segment in the quarter ended September 30, 2025, totaled $861 million, with KFC generating $459 million and Taco Bell $254 million[51] - Franchise revenues for the U.S. divisions reached $985 million year-to-date September 30, 2025, compared to $947 million for the same period in 2024, indicating a 4% increase[45][46] - Franchise contributions for advertising and other services reached $741 million year-to-date as of September 30, 2025, compared to $717 million in the same period of 2024[45][46] - Franchise revenues from China for the year-to-date period ending September 30, 2025, were $261 million, showing a strong performance in that market[45] Operational Efficiency - The company reported an income before income taxes of $541 million for the quarter ended September 30, 2025[51] - The company incurred interest expense of $120 million for the quarter ended September 30, 2024, and $368 million year-to-date for the period ending September 30, 2025[53][54] - General and administrative expenses for the quarter ended September 30, 2024, were $189 million, with KFC at $86 million and Taco Bell at $41 million[53] - The company has ongoing litigation regarding a regulatory enforcement action in India, with a penalty of approximately $125 million imposed on Yum! Restaurants India Private Limited[88]

Financial Performance - Total revenues for Q3 2025 increased by $12 million, or 0.9%, compared to Q3 2024, and year-to-date revenues increased by $255 million, or 6.0%[95] - Net income for Q3 2025 was $163 million, a 94.0% increase from $84 million in Q3 2024, while year-to-date net income rose to $639 million, up 6.9% from $598 million[93] - Year-to-date 2025 comparable hotel RevPAR improved by 3.5%, driven by strong leisure transient demand and higher average rates[100] - Year-to-date revenues for 2025 reached $4,511 million, compared to $4,388 million for the same period in 2024, marking a 2.8% increase[212] - For the quarter ended September 30, 2025, net income was $163 million, compared to $84 million for the same period in 2024, representing a 94% increase[193] - EBITDA for the quarter was $428 million, up from $346 million in the prior year, reflecting a 24% growth[193] - Year-to-date comparable hotel EBITDA was $1,283 million, up from $1,258 million in 2024, indicating a growth of 2%[212] Revenue Metrics - Comparable hotel RevPAR increased by 0.2% for Q3 2025 and 3.5% year-to-date, driven by higher room rates and strong transient demand[95] - Total other revenues increased by 9.3% for Q3 2025, reflecting growth from the 2024 Acquisitions and increased ancillary revenues[118] - Total RevPAR for international locations increased by 12.5% to $206.87[134] - The average RevPAR for the company’s properties was $335.42, reflecting a 0.8% increase from the previous year[134] - Revenue per available room (RevPAR) increased to $229.95, reflecting a 3.5% growth compared to the prior year[137] - Total revenue per available room (Total RevPAR) reached $383.54, marking a 3.7% increase year-over-year[137] Expenses and Margins - Operating profit margin under GAAP for Q3 2025 was 7.6%, down 260 basis points from 10.2% in Q3 2024, primarily due to a decrease in net gains on insurance settlements[98] - Comparable hotel EBITDA margin was 23.9% for Q3 2025, a decline of 50 basis points compared to Q3 2024, affected by increased wage expenses[98] - Total property-level operating expenses for Q3 2025 were $1,208 million, a 1.7% increase from $1,188 million in Q3 2024[119] - Year-to-date property-level operating expenses reached $3,789 million, reflecting a 6.0% increase from $3,573 million in the previous year[119] - Rooms expenses increased by $6 million (2.8%) for Q3 2025 and $48 million (7.6%) year-to-date, primarily due to higher wage rates[121] - Food and beverage expenses rose by $11 million (4.1%) for Q3 2025 and $66 million (7.8%) year-to-date, with costs as a percentage of revenues increasing year over year[122] Market Performance - The Atlanta market saw a 20.1% increase in comparable hotel Total RevPAR for Q3 2025, attributed to the completion of planned renovations[97] - The company experienced a decline in group demand, which offset the strength in transient rates during Q3 2025[95] - Year-to-date 2025, comparable hotel Total RevPAR increased by 3.7%, with strong performances in Maui and Oahu markets[97] - For Q4 2025, the company anticipates continued softness in group bookings due to economic uncertainties, with U.S. GDP growth expectations revised to 1.9%[101] Acquisitions and Dispositions - The 2024 acquisitions contributed positively to revenue growth, while the 2025 dispositions had a partial offsetting effect[95] - Significant dispositions included the sale of the Washington Marriott at Metro Center for $177 million and the Westin Cincinnati for $60 million, totaling $213 million in net proceeds[162] - The company recorded a gain on the sale of the Washington Marriott at Metro Center amounting to $122 million[105] Debt and Liquidity - Cash and cash equivalents stood at $539 million, with an additional $205 million in FF&E escrow reserves as of September 30, 2025[153] - The company has $1.5 billion available under the revolver portion of its credit facility, providing significant liquidity for future growth[153] - The next significant debt maturity is $400 million of senior notes due in February 2026, with sufficient liquidity to repay at maturity[152] - As of September 30, 2025, total debt was $5.1 billion with a weighted average interest rate of 4.9% and 80% of the debt at a fixed rate[168] Shareholder Returns - A regular quarterly cash dividend of $0.20 per share was announced on September 11, 2025, and paid on October 15, 2025[175] - There were no share repurchases during Q3 2025, with $480 million available for repurchase under the program as of September 30, 2025[155] - Host Inc. repurchased 13.1 million shares of common stock for $205 million year-to-date in 2025[166] Economic Outlook - The company anticipates continued challenges from economic uncertainties, including inflation and geopolitical developments, which may impact future performance[90] - The construction pipeline is expected to remain modest until macroeconomic uncertainty decreases and interest rates decline[102] - The company expects comparable hotel RevPAR growth for the full year 2025 to be approximately 3.0%[103] Foreign Currency Exposure - The company has operations in Brazil and Canada, exposing it to currency exchange risks[217] - In Q3 2025, two foreign currency forward purchase contracts matured with a total notional amount of CAD 99 million ($73 million)[217] - To replace the maturing contracts, the company entered into two new foreign currency forward purchase contracts with a total notional amount of CAD 99 million ($73 million)[217]