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SEACOAST BANKING CORP OF FLORIDA (SBCF) FY 2024 MD&A

Verbatim Item 7 Management's Discussion and Analysis from SEACOAST BANKING CORP OF FLORIDA's 10-K for fiscal year 2024. Filing date: 2025-02-25. Report date: 2024-12-31. Accession: 0000730708-25-000045.

This page reproduces the company's own Item 7 MD&A text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high.

Company profile: SBCF · All MD&A years: index · Previous year: FY 2023 · Next year: FY 2025

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The purpose of this discussion and analysis is to aid in understanding significant changes in the financial condition of Seacoast Banking Corporation of Florida and its subsidiaries (“Seacoast” or the “Company”) and their results of operations. Nearly all of the Company’s operations are contained in its banking subsidiary, Seacoast National Bank (“Seacoast Bank” or the “Bank”). Such discussion and analysis should be read in conjunction with the Company's Consolidated Financial Statements and the related notes included in this report.

The emphasis of this discussion will be on the years ended December 31, 2024 and 2023. Additional information about the Company’s financial condition and results of operations in 2022 and changes in the Company’s financial condition and results of operations from 2022 to 2023 may be found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

This discussion and analysis contains statements that may be considered “forward-looking statements” as defined in, and subject to the protections of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. See the “Special Cautionary Notice Regarding Forward-Looking Statements” for additional information regarding forward-looking statements.

For purposes of the following discussion, the words “Seacoast” or the “Company” refer to the combined entities of Seacoast Banking Corporation of Florida and its direct and indirect wholly owned subsidiaries.

Overview – Strategy and Results

Seacoast Banking Corporation of Florida (“Seacoast” or the “Company”), a financial holding company registered under the BHC Act of 1956, is one of the largest banks in Florida, with $15.2 billion in assets and $12.2 billion in deposits as of December 31, 2024. Its principal subsidiary is Seacoast National Bank (“Seacoast Bank”), a wholly owned national banking association. The Company provides integrated financial services including commercial and consumer banking, wealth management, mortgage and insurance services to customers through advanced online and mobile banking solutions, and Seacoast Bank's network of 77 full-service branches across Florida.

Seacoast is executing a balanced growth strategy, combining organic growth with strategic acquisitions in Florida's most attractive growing markets. The Company has expanded its presence across the state with 16 acquisitions since 2014, strengthening market share, increasing the customer base and lowering operating costs through economies of scale. The acquisition of Professional Holding Corp., parent company of Professional Bank, was completed on January 31, 2023. The transaction further expanded Seacoast’s presence in the tri-county South Florida market, which includes Miami-Dade, Broward, and Palm Beach counties, Florida’s largest MSA and the 8th largest in the nation. The Company's acquisition strategy has not only increased customer households and been accretive to earnings, but has also opened markets and expanded Seacoast's customer base.

Results of Operations

2024 Financial Performance Highlights

•Net income of $121.0 million, an increase of $17.0 million, or 16%, compared to 2023, and adjusted net income1 of $132.5 million, a decrease of $0.8 million, or 1%, compared to 2023.

•Noninterest income increased $4.3 million, or 5%, compared to 2023, to $83.4 million.

•Return on average tangible assets for the year ended December 31, 2024 was 0.98%, compared to 0.91% for the year ended December 31, 2023.

•Return on tangible common equity for the year ended December 31, 2024 was 10.39%, compared to 10.38% for the year ended December 31, 2023.

•New loan production was $2.5 billion, an increase of 40%, or $714.8 million, compared to 2023, while net loans grew 3%, or $237.0 million from 2023, to $10.2 billion.

1 Non-GAAP measure, see “Explanation of Certain Unaudited Non-GAAP Financial Measures” for more information and a reconciliation to GAAP.

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•Growth in total deposits from 2023 of 4%, or $465.5 million, to $12.2 billion.

•Continued strong capital position, with a Tier 1 capital ratio of 14.8%, and a tangible common equity to tangible assets ratio of 9.60%.

•Tangible book value per share increased to $16.12 at December 31, 2024 from $15.08 at December 31, 2023.

Net Interest Income and Margin

Net interest income for the year ended December 31, 2024, totaled $432.0 million, decreasing $56.3 million, or 12%, compared to the year ended December 31, 2023. Higher interest expense on deposits resulting from higher short term rates and higher balances was partially offset by higher yields and higher balances on loans and securities. Net interest income (on a fully taxable equivalent basis)1 for the year ended December 31, 2024, was $433.0 million, decreasing $56.0 million, or 11%, compared to the year ended December 31, 2023. Accretion of purchase discount on acquired loans added $41.7 million in interest income for the year ended December 31, 2024, compared to $56.7 million for the year ended December 31, 2023. Purchase marks from bank acquisitions in previous years are expected to continue to decline.

Net interest margin (on a fully taxable equivalent basis)1 decreased 53 basis points to 3.24% in 2024 compared to 3.77% in 2023. Average interest-earning assets increased $379.9 million, or 3%, during 2024 to $13.4 billion compared to $13.0 billion in 2023. During 2024, yields on interest-earning assets increased to 5.44% from 5.32% in 2023 due to the higher interest rate environment. Average interest-bearing liabilities increased $797.6 million, or 10%, during 2024 to $9.2 billion, including a $788.2 million, or 10%, increase in interest-bearing deposits. The cost of average interest-bearing liabilities in 2024 increased 80 basis points to 3.20% from 2.40% in 2023, reflecting the impact of higher interest rates.

In the fourth quarter of 2024, net interest income and net interest margin began to improve, with a decline in deposit costs following cuts to the Federal Funds rate. The Company expects a continued increase in net interest income and expansion of net interest margin into 2025 if short term interest rates remain flat or continue to decline.

During 2024, average securities increased $83.4 million to $2.7 billion. Yields on securities increased 50 basis points from 3.18% in 2023 to 3.68% in 2024, benefiting from higher rates on new purchases and favorable repricing on variable rate bonds.

Average loans totaled $10.1 billion for the year ended December 31, 2024, increasing $207.1 million, or 2%, compared to $9.9 billion for the year ended December 31, 2023. Yields on loans increased five basis points from 5.88% in 2023 to 5.93% in 2024, benefiting from higher rates on new production and increasing rates on variable rate loans. Accretion of purchase discounts on acquired loans added 42 basis points to loan yields in 2024, compared to 57 basis points in 2023.

During 2024, average transaction deposits (noninterest and interest-bearing demand deposits) decreased $703.5 million, or 10%, compared to 2023, as customers favored money market accounts, which increased $833.4 million, or 28% from 2023. The Company’s deposit mix remains favorable, with 86% of average deposit balances comprised of savings, money market, and demand deposits in 2024. The cost of average total deposits (including noninterest-bearing demand deposits) increased by 73 basis points to 2.23% in 2024, compared to 1.50% in 2023, primarily the result of higher short-term interest rates and an increasingly competitive deposit market.

Sweep repurchase agreements with customers averaged $269.3 million for the year ended December 31, 2024, a decrease of $1.7 million, or 1%, compared to $271.0 million for the year ended December 31, 2023. The average rate on customer repurchase accounts was 3.49% in 2024, compared to 3.07% in 2023.

The Company had an average balance of $184.0 million in FHLB borrowings outstanding for the year ended December 31, 2024, with an average interest rate of 4.20%. The average balance of FHLB borrowings was $175.2 million at 3.64% in 2023.

In 2024, average long-term debt of $106.6 million had an average rate of 7.02%. In 2023, average long-term debt of $104.2 million had an average rate of 6.96%.

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The following table details the Company’s average balance sheets, interest income and expenses, and yields and rates1, for the past three years:

For the Year Ended December 31,
202420232022
(In thousands, except ratios)Average BalanceInterestYield/ RateAverage BalanceInterestYield/ RateAverage BalanceInterestYield/ Rate
Assets
Earning assets:
Securities:
Taxable$2,702,763$99,4563.68%$2,611,299$82,9263.18%$2,568,568$56,6112.20%
Nontaxable5,7071642.8713,7334383.1922,1886903.11
Total Securities2,708,47099,6203.682,625,03283,3643.182,590,75657,3012.21
Federal funds sold446,14923,6195.29368,65918,8715.12433,3594,1030.95
Interest-bearing deposits with other banks and other investments102,5524,9834.8690,6925,7186.3069,6043,5175.05
Total Loans, net10,096,189598,4115.939,889,070581,8255.886,838,266316,0734.62
Total Earning Assets13,353,360726,6335.4412,973,453689,7785.329,931,985380,9943.84
Allowance for credit losses(144,280)(150,982)(94,693)
Cash and due from banks167,367184,035305,775
Premises and equipment, net110,341116,51685,568
Intangible assets815,945816,662360,217
Bank owned life insurance303,486290,218214,468
Other assets including deferred tax assets327,539392,872248,108
Total Assets$14,933,758$14,622,774$11,051,428
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing demand$2,614,893$54,9602.10%$2,686,936$41,4381.54%$2,220,307$3,0990.14%
Savings570,0462,2830.40851,3471,7960.21989,9973970.04
Money market3,775,352140,9673.732,941,91683,3012.831,925,1763,8240.20
Time deposits1,656,26970,7774.271,348,15252,2543.88500,4712,6420.53
Securities sold under agreements to repurchase269,2559,3903.49270,9998,3233.07121,3189860.81
FHLB borrowings183,9627,7264.20175,2476,3783.6410,2643303.22
Long-term debt, net106,6247,4857.02104,1587,2456.9674,7133,0564.09
Total Interest-Bearing Liabilities9,176,401293,5883.208,378,755200,7352.405,842,24614,3340.25
Noninterest demand3,455,9074,087,3353,667,345
Other liabilities149,389131,302122,982
Total Liabilities12,781,69712,597,3929,632,573
Shareholders' equity2,152,0612,025,3821,418,855
Total Liabilities & Equity$14,933,758$14,622,774$11,051,428
Cost of deposits2.23%1.50%0.11%
Interest expense as a % of earning assets2.20%1.55%0.14%
Net interest income as a % of earning assets$433,0453.24%$489,0433.77%$366,6603.69%
1On a fully taxable equivalent basis. All yields and rates have been computed using amortized costs. Fees on loans have been included in interest on loans. Nonaccrual loans are included in loan balances.

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The following table shows the impact of changes in volume and rate on interest-earning assets and interest-bearing liabilities1:

2024 vs 20232023 vs 2022
Due to Change in:Due to Change in:
(In thousands)VolumeRateTotalVolumeRateTotal
Amount of increase (decrease)
Interest-Earning Assets:
Securities
Taxable$3,135$13,395$16,530$1,149$25,166$26,315
Nontaxable(243)(31)(274)(266)14(252)
Total Securities2,89213,36416,25688325,18026,063
Federal funds sold4,0347144,748(1,962)16,73014,768
Other investments662(1,397)(735)1,1981,0032,201
Loans12,2314,35516,586160,253105,499265,752
Total Interest-Earning Assets19,81917,03636,855160,372148,412308,784
Interest-Bearing Liabilities:
Interest-bearing demand(1,313)14,83513,5223,92434,41538,339
Savings(860)1,347487(174)1,5731,399
Money market accounts27,35930,30757,66615,40464,07279,476
Time deposits12,5555,96818,52318,66530,94749,612
Total Deposits37,74152,45790,19837,819131,007168,826
Securities sold under agreements to repurchase(57)1,1241,0672,9074,4317,338
FHLB borrowings3421,0061,3485,6543946,048
Other borrowings172682401,6262,5634,189
Total Interest-Bearing Liabilities38,19854,65592,85348,006138,395186,401
Net Interest Income$(18,379)$(37,619)$(55,998)$112,366$10,017$122,383
1On a fully taxable equivalent basis. All yields and rates have been computed using amortized costs. Fees on loans have been included in interest on loans. Nonaccrual loans are included in loan balances. Changes attributable to rate/volume (mix) are allocated to rate and volume on an equal basis.

Provision for Credit Losses

The provision for credit losses was $16.3 million in 2024 compared to $37.5 million in 2023. In 2024, the provision reflects additions to the allowance for credit losses in keeping with higher loan balances, partially offset by lower overall allowance coverage on total loans, consistent with generally stabilizing economic trends. Included in 2023 is $26.6 million of day-1 provision for credit losses on loans added through the acquisition of Professional.

Noninterest Income

Noninterest income (excluding securities gains and losses) totaled $91.4 million in 2024, an increase of $9.4 million, or 11%, compared to 2023. Noninterest income accounted for 17% of total revenue in 2024 and 14% in 2023 (net interest income plus noninterest income, excluding securities gains and losses).

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Noninterest income is detailed as follows:

For the Year Ended December 31,
(In thousands, except percentages)20242023% Change
Service charges on deposit accounts$20,852$18,27814 %
Interchange income7,59913,877(45)
Wealth management income15,16812,78019
Mortgage banking fees1,7741,790(1)
Insurance agency income5,1964,51015
BOLI income10,0658,40120
Other income30,79022,40937
91,44482,04511
Securities (losses) gains, net(8,016)(2,893)177
Total Noninterest Income$83,428$79,1525 %

Service charges on deposits for the year ended December 31, 2024 increased $2.6 million, or 14%, compared to the prior year to $20.9 million. This increase primarily reflects the Company's investments in talent and market expansion across the state, which have resulted in continued growth, particularly in treasury management services to commercial customers. Overdraft-related fees for both consumer and commercial accounts represented 32% of total service charges on deposits in 2024 compared to 35% in 2023.

Interchange revenue totaled $7.6 million in 2024, a decrease of 45% from $13.9 million in 2023. The decrease in interchange income was primarily due to the impact of the Durbin amendment, which became effective for the first time for the Company on July 1, 2023, limiting network interchange fees earned on debit card transactions.

Wealth management revenues, including brokerage commissions and fees and trust income, increased $2.4 million, or 19%, to $15.2 million for the year ended December 31, 2024. The wealth management team continued to demonstrate notable success in building relationships, contributing to a 20% increase in assets under management year-over-year to $2.1 billion as of December 31, 2024.

Insurance agency income totaled $5.2 million in 2024, an increase of 15% from $4.5 million in 2023, reflecting continued growth and expansion of insurance services.

Mortgage banking fees remained flat at $1.8 million for the year ended December 31, 2024 compared to 2023. The impact on demand of higher interest rates and limited housing inventory have continued to result in lower saleable production.

BOLI income totaled $10.1 million in 2024, an increase of $1.7 million, or 20%, compared to the prior year, with policy exchanges executed in the first quarter of 2024 resulting in improved ongoing yields.

Other income totaled $30.8 million in 2024, reflecting an increase of $8.4 million, or 37%, year-over-year. The increase reflects variability in income from SBIC investments, loan swap-related fees, gains on the strategic sales of nonperforming commercial real estate loans, and other fees correlating with growth in customers and accounts.

Securities losses in 2024 totaled $8.0 million compared to securities losses in 2023 of $2.9 million. In 2024, the Company sold approximately $217.0 million in available-for-sale securities, resulting in losses of $12.0 million, allowing for reinvestment at higher yields. These losses were partially offset by gains of $4.1 million on the sale of the Company’s holdings of Visa Class B stock.

Noninterest Expense

The Company has demonstrated its commitment to efficiency through disciplined, proactive management of its cost structure. Noninterest expenses in 2024 totaled $343.3 million, including $7.1 million related to branch consolidation and other expense reduction initiatives, and $0.3 million in costs to prepare for and recover from hurricane events. In 2023, noninterest expenses totaled $395.6 million, including $33.2 million in acquisition-related expenses and $5.2 million in expense reduction initiatives.

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Adjusted noninterest expense1 in 2024 totaled $335.9 million, a decrease of 6% from 2023, reflecting the success of strategic expense reduction initiatives executed in late 2023 and early 2024.

For the Year Ended December 31,
(In thousands, except percentages)20242023% Change
Salaries and wages$162,316$177,637(9 %)
Employee benefits28,25329,918(6)
Outsourced data processing costs36,63852,098(30)
Occupancy29,54731,872(7)
Furniture and equipment8,0318,692(8)
Marketing10,7769,15618
Legal and professional fees9,64817,514(45)
FDIC assessments8,4458,630(2)
Amortization of intangibles23,88428,726(17)
Other real estate owned expense and net loss (gain) on sale440985(55)
Provision for credit losses on unfunded commitments1,0011,239(19)
Other expense24,32229,155(17)
Total Noninterest Expense$343,301$395,622(13 %)

Salaries and wages totaled $162.3 million in 2024, a decrease of $15.3 million, or 9%, compared to 2023. The decline in 2024 reflects workforce reductions implemented in late 2023 and early 2024 to reduce overhead and offset revenue compression associated with higher interest rates. Results in 2023 also included $5.8 million in merger-related costs.

During 2024, employee benefit costs, which include costs associated with the Company's self-funded health insurance benefits, 401(k) plan, payroll taxes, and unemployment compensation, decreased $1.7 million, or 6%, compared to 2023. The decreases compared to 2023 are related to reductions in the workforce completed in late 2023 and early 2024.

The Company utilizes third parties for core data processing systems. Ongoing data processing costs are directly related to the number of transactions processed and the negotiated rates associated with those transactions. Outsourced data processing costs totaled $36.6 million in 2024, a decrease of $15.5 million, or 30%, compared to 2023. Results in 2023 included $17.4 million in merger-related costs.

Total occupancy, furniture and equipment expenses in 2024 totaled $37.6 million, a decrease of $3.0 million, or 7%, compared to 2023. Lower costs in 2024 were achieved through consolidation of locations as part of the Company's expense reduction initiatives.

During 2024, marketing expenses totaled $10.8 million, an increase of $1.6 million, or 18%, compared to $9.2 million in 2023. Planned investments in branding and in marketing campaigns across the state led to higher marketing expenses in 2024.

Legal and professional fees decreased by $7.9 million in 2024, or 45%, to $9.6 million. Results in 2023 included $6.5 million in merger-related costs.

FDIC assessments were $8.4 million in 2024, compared to $8.6 million in 2023.

Amortization of intangibles decreased $4.8 million, or 17%, to $23.9 million during 2024 from $28.7 million in 2023. The acquisition of Professional in 2023 added $48.9 million in core deposit intangible assets, which are amortized using an accelerated amortization method.

Other real estate owned expense and net loss (gain) on sale was a net loss of $0.4 million in 2024, compared to a net loss of $1.0 million in 2023. Charges in each year primarily relate to valuation adjustments on former branch properties.

Provision for credit losses on unfunded commitments was $1.0 million in 2024 and $1.2 million in 2023.

Other expense totaled $24.3 million and $29.2 million in 2024 and 2023, respectively. The decrease of $4.8 million, or 17%, reflects the Company's achievement of expense reduction initiatives in late 2023 and early 2024.

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Income Taxes

In 2024, the provision for income taxes totaled $34.9 million, compared to $30.2 million in 2023. The increase reflects higher pre-tax income in 2024. Discrete taxes related to share-based compensation resulted in a net expense of $0.2 million and a benefit of $0.5 million in 2024 and 2023, respectively.

Fourth Quarter Results and Analysis

Net income totaled $34.1 million in the fourth quarter of 2024, an increase of $3.4 million, or 11%, from the third quarter of 2024, and an increase of $4.5 million, or 15%, compared to the fourth quarter of 2023. Adjusted net income1 totaled $40.6 million, an increase of $10.0 million, or 33%, from the third quarter of 2024, and an increase of $9.2 million, or 29%, compared to the fourth quarter of 2023. Diluted earnings per share was $0.40 and adjusted diluted EPS12was $0.48 in the fourth quarter of 2024, compared to diluted EPS of $0.36 and adjusted diluted EPS1 of $0.36 in the third quarter of 2024 and compared to diluted EPS of $0.35 and adjusted diluted EPS1 of $0.37 in the fourth quarter of 2023.

Net revenues, which are calculated as net interest income on a fully taxable equivalent basis plus noninterest income excluding securities gains and losses were $132.9 million, an increase of $2.5 million, or 2%, from the third quarter of 2024 and an increase of $4.7 million, or 4%, from the fourth quarter of 2023.

Net interest income totaled $115.8 million in the fourth quarter of 2024, an increase of $9.1 million, or 9%, from the third quarter of 2024 and an increase of $5.0 million, or 4%, compared to the fourth quarter of 2023. The increase in the fourth quarter of 2024 was largely driven by a 26 basis point decline in the cost of deposits. Accretion on acquired loans totaled $11.7 million in the fourth quarter of 2024, $9.2 million in the third quarter of 2024, and $11.3 million in the fourth quarter of 2023.

Net interest margin increased 22 basis points to 3.39% in the fourth quarter of 2024, compared to 3.17% in the third quarter of 2024. Excluding the effects of accretion on acquired loans, net interest margin expanded 15 basis points to 3.05% in the fourth quarter of 2024, compared to 2.90% in the third quarter of 2024. Loan yields decreased one basis point from the prior quarter to 5.93%. Excluding the effects of accretion on acquired loans, loan yields decreased 10 basis points, from 5.58% in the third quarter of 2024 to 5.48% in the fourth quarter of 2024. Securities yields increased two basis points to 3.77%, compared to 3.75% in the prior quarter. The cost of deposits declined 26 basis points, from 2.34% in the prior quarter, to 2.08% in the fourth quarter of 2024. Lower interest expense on deposits reflects the impact of recent cuts to the Federal Funds rate.

The provision for credit losses was $3.7 million in the fourth quarter of 2024, compared to $6.3 million in the third quarter of 2024 and $4.0 million in the fourth quarter of 2023.

Noninterest income, excluding securities gains and losses, totaled $25.5 million for the fourth quarter of 2024, an increase of $2.0 million, or 8%, when compared to the third quarter of 2024, and an increase of $5.7 million, or 29%, compared to the fourth quarter of 2023. Results for the fourth quarter of 2024 included an $8.0 million loss on the repositioning of a portion of the available-for-sale securities portfolio. Securities with an average book yield of 2.8% were sold, and the proceeds of approximately $113 million were reinvested in agency mortgage-backed securities with an average book yield of 5.4%, for an estimated earnback of less than three years. Other changes compared to the third quarter of 2024 included the following:

•Service charges on deposits totaled $5.1 million, a decrease of $0.3 million, or 5%, from the prior quarter and an increase of $0.3 million, or 6%, from the prior year quarter. The fourth quarter of 2024 was modestly impacted by hurricane-related fee waivers, while our investments in talent and significant market expansion across the state resulted in continued growth in treasury management services to commercial customers compared to the prior year.

•Wealth management income totaled $4.0 million, an increase of $0.2 million, or 5%, from the prior quarter and an increase of $0.8 million, or 23%, from the prior year quarter.

•Insurance agency income totaled $1.2 million, a decrease of 18% from the prior quarter, reflecting typical fourth quarter seasonality, and an increase of 8% from the prior year quarter.

•Other income totaled $10.3 million, an increase of $2.5 million, or 31%, from the prior quarter and an increase of $4.7 million, or 85% from the prior year quarter. Fourth quarter 2024 results include gains on SBIC investments and gains on the sale of two nonperforming commercial real estate loans.

Noninterest expenses for the fourth quarter of 2024 totaled $85.6 million, an increase of $0.8 million, or 1%, from the third quarter of 2024 and a decrease of $0.8 million, or 1%, from the fourth quarter of 2023. Results in the fourth quarter of 2024 included:

12Non-GAAP measure, see “Explanation of Certain Unaudited Non-GAAP Financial Measures” for more information and a reconciliation to GAAP.

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•Salaries and wages totaled $42.4 million, an increase of $1.7 million, or 4%, compared to the prior quarter and an increase of $3.9 million, or 10%, from the prior year quarter, reflecting continued onboarding of banking teams and talent across our footprint.

•Employee benefits totaled $6.5 million, a decrease of $0.4 million, or 6%, compared to the prior quarter and a decrease of $0.1 million, or 2%, from the prior year quarter. The decrease from the prior quarter is due to seasonally lower 401(k) and payroll tax expense.

•Outsourced data processing costs totaled $8.3 million, an increase of $0.3 million, or 4%, compared to the prior quarter and a decrease of $0.3 million, or 4%, from the prior year quarter. Higher customer transaction volume contributed to the increase over the prior quarter.

•Occupancy costs totaled $7.2 million, an increase of $0.1 million, or 2%, compared to the prior quarter and a decrease of $0.3 million, or 4%, from the prior year quarter. The fourth quarter of 2024 included $0.2 million in preparation and recovery costs related to Hurricane Milton.

•Marketing expenses totaled $2.1 million, reflecting a decrease of $0.6 million, or 22%, compared to the prior quarter and a decrease of $0.9 million, or 29%, from the prior year quarter, primarily associated with the timing of various marketing campaigns. We will continue to invest in marketing and branding supporting customer growth initiatives.

•Legal and professional fees totaled $2.8 million, an increase of $0.1 million, or 4%, compared to the prior quarter and a decrease of $0.5 million, or 15%, from the prior year quarter.

Explanation of Certain Unaudited Non-GAAP Financial Measures

This report contains financial information determined by methods other than Generally Accepted Accounting Principles. The financial highlights provide reconciliations between GAAP and adjusted financial measures including net income, fully taxable equivalent net interest income, noninterest income, noninterest expense, tax adjustments, net interest margin and other financial ratios. Management uses these non-GAAP financial measures in its analysis of the Company’s performance and believes these presentations provide useful supplemental information, and a clearer understanding of the Company’s performance. The Company believes the non-GAAP measures enhance investors’ understanding of the Company’s business and performance and if not provided would be requested by the investor community. These measures are also useful in understanding performance trends and facilitate comparisons with the performance of other financial institutions. The limitations associated with operating measures are the risk that persons might disagree as to the appropriateness of items comprising these measures and that different companies might define or calculate these measures differently. The Company provides reconciliations between GAAP and these non-GAAP measures. These disclosures should not be considered an alternative to GAAP.

The following table provides reconciliations between GAAP and adjusted (non-GAAP) financial measures.

Quarters
FourthThirdFourthFull Year
(In thousands except per share data)20242024202320242023
Net Income$34,085$30,651$29,543$120,986$104,033
Total noninterest income$17,068$23,679$17,338$83,428$79,152
Securities losses (gains), net8,388(187)2,4378,0162,893
BOLI benefits on death (included in other income)(2,117)
Total adjustments to noninterest income8,388(187)2,4378,016776
Total adjusted noninterest income$25,456$23,492$19,775$91,444$79,928
Total noninterest expense$85,575$84,818$86,367$343,301$395,622
Merger-related charges(33,180)
Business continuity expenses - hurricane events(280)(280)
Branch reductions and other expense initiatives1(7,094)(5,167)
Adjustments to noninterest expense(280)(7,374)(38,347)
Adjusted noninterest expense2$85,295$84,818$86,367$335,927$357,275

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Quarters
FourthThirdFourthFull Year
(In thousands except per share data)20242024202320242023
Income taxes$9,513$8,602$8,257$34,854$30,219
Tax effect of adjustments2,197(47)6173,9009,916
Adjusted income taxes11,7108,5558,87438,75440,135
Adjusted net income2$40,556$30,511$31,363$132,476$133,240
Earnings per diluted share, as reported$0.40$0.36$0.35$1.42$1.23
Adjusted earnings per diluted share0.480.360.371.561.58
Average diluted shares outstanding85,30285,06985,33685,04084,329
Adjusted noninterest expense$85,295$84,818$86,367$335,927$357,275
Provision for credit losses on unfunded commitments(250)(250)(1,001)(1,239)
Other real estate owned expense and net (loss) gain on sale(84)(491)(573)(440)(985)
Amortization of intangibles(5,587)(6,002)(6,888)(23,884)(28,726)
Net adjusted noninterest expense$79,374$78,075$78,906$310,602$326,325
Net adjusted noninterest expense$79,374$78,075$78,906$310,602$326,325
Average tangible assets14,397,33114,184,08513,906,00514,117,81313,806,112
Net adjusted noninterest expense to average tangible assets2.19%2.19%2.25%2.20%2.36%
Net revenue$132,872$130,344$128,157$515,399$567,392
Total adjustments to net revenue8,388(187)2,4378,016776
Impact of FTE adjustment3113102161,074803
Adjusted net revenue on a fully taxable equivalent basis$141,571$130,467$130,810$524,489$568,971
Adjusted efficiency ratio56.07%59.84%60.32%59.22%57.35%
Net interest income$115,804$106,665$110,819$431,971$488,240
Impact of FTE adjustment3113102161,074803
Net interest income including FTE adjustment116,115106,975111,035433,045489,043
Total noninterest income17,06823,67917,33883,42879,152
Total noninterest expense less provision for credit losses on unfunded commitments85,32584,56886,367342,300394,383
Pre-tax pre-provision earnings47,85846,08642,006174,173173,812
Total adjustments to noninterest income8,388(187)2,4378,016776
Total adjustments to noninterest expense including other real estate owned expense and net gain (loss) on sale3644915737,81439,332
Adjusted pre-tax pre-provision earnings2$56,610$46,390$45,016$190,003$213,920
Average assets$15,204,041$14,996,846$14,738,034$14,933,758$14,622,774
Less average goodwill and intangible assets(806,710)(812,761)(832,029)(815,945)(816,662)
Average tangible assets$14,397,331$14,184,085$13,906,005$14,117,813$13,806,112
Return on average assets (ROA)0.89%0.81%0.80%0.81%0.71%
Impact of removing average intangible assets and related amortization0.170.180.190.170.19
Return on average tangible assets (ROTA)1.060.990.990.980.91
Impact of other adjustments for adjusted net income0.18(0.01)0.050.080.22
Adjusted return on average tangible assets1.24%0.98%1.04%1.06%1.12%

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Quarters
FourthThirdFourthFull Year
(In thousands except per share data)20242024202320242023
Average shareholders’ equity$2,203,052$2,168,444$2,058,912$2,152,061$2,025,382
Less average goodwill and intangible assets(806,710)(812,761)(832,029)(815,945)(816,662)
Average tangible equity$1,396,342$1,355,683$1,226,883$1,336,116$1,208,720
Return on average shareholders’ equity6.16%5.62%5.69%5.62%5.14%
Impact of removing average intangible assets and related amortization4.744.695.534.775.24
Return on average tangible common equity (ROTCE)10.9010.3111.2210.3910.38
Impact of other adjustments for adjusted net income1.84(0.04)0.580.862.42
Adjusted return on average tangible common equity12.74%10.27%11.80%11.25%12.80%
Loan interest income3$152,303$151,282$148,004$598,411$581,825
Accretion on acquired loans(11,717)(9,182)(11,324)(41,672)(56,689)
Loan interest income excluding accretion on acquired loans3$140,586$142,100$136,680$556,739$525,136
Yield on loans35.93%5.94%5.85%5.93%5.88%
Impact of accretion on acquired loans(0.45)(0.36)(0.45)(0.42)(0.57)
Yield on loans excluding accretion on acquired loans35.48%5.58%5.40%5.51%5.31%
Net interest income3$116,115$106,975$111,035$433,045$489,043
Accretion on acquired loans(11,717)(9,182)(11,324)(41,672)(56,689)
Net interest income excluding accretion on acquired loans3$104,398$97,793$99,711$391,373$432,354
Net interest margin33.39%3.17%3.36%3.24%3.77%
Impact of accretion on acquired loans(0.34)(0.27)(0.34)(0.31)(0.44)
Net interest margin excluding accretion on acquired loans33.05%2.90%3.02%2.93%3.33%
Securities interest income3$26,986$26,005$21,451$99,620$83,364
Fully taxable equivalent adjustment to securities(7)(8)(13)(29)(83)
Securities interest income excluding fully taxable equivalent adjustment$26,979$25,997$21,438$99,591$83,281
Loan interest income3$152,303$151,282$148,004$598,411$581,825
Fully taxable equivalent adjustment to loans(304)(302)(203)(1,045)(720)
Loan interest income excluding fully taxable equivalent adjustment$151,999$150,980$147,801$597,366$581,105
Net interest income3$116,115$106,975$111,035$433,045$489,043
Fully taxable equivalent adjustments to securities(7)(8)(13)(29)(83)
Fully taxable equivalent adjustments to loans(304)(302)(203)(1,045)(720)
Net interest income excluding fully taxable equivalent adjustments$115,804$106,665$110,819$431,971$488,240
1Includes severance, contract termination costs, disposition of branch premises and fixed assets, and other costs to effect the Company’s branch consolidation and other expense reduction strategies.
2Beginning in 2024, amortization of intangibles is excluded from adjustments to noninterest expense; prior periods have been updated to reflect the change.
3On a fully taxable equivalent basis. All yields and rates have been computed using amortized cost.

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Financial Condition

Total assets increased $596.1 million, or 4.1%, year-over-year to $15.2 billion at December 31, 2024, notably due to organic growth of loans and deposits.

Securities

Information related to yields, maturities, carrying values and fair value of the Company’s securities is set forth in “Note 3 - Securities” of the Company’s consolidated financial statements.

At December 31, 2024, the Company had $2.4 billion in securities available-for-sale, and $635.2 million in securities held-to-maturity. The Company's total debt securities portfolio increased $340.0 million, or 12%, from December 31, 2023.

During the year ended December 31, 2024, there were $993.9 million of debt securities purchased and $428.0 million in paydowns and maturities. Debt securities with a fair value of $217.0 million were sold in 2024, resulting in $12.0 million in realized losses. The Company took advantage of favorable market conditions to reposition a portion of its AFS portfolio and reinvest the proceeds in debt securities at higher yields. During the year ended December 31, 2023, there were $100.9 million of debt securities purchased, $167.1 million acquired through the acquisition of Professional and $287.9 million in paydowns and maturities over the same period. $82.9 million of securities were sold in 2023, with $2.9 million in realized losses.

Debt securities generally return principal and interest monthly. The modified duration of the available-for-sale securities portfolio and the total portfolio was 4.7 and 4.9, respectively, at December 31, 2024, compared to 4.5 and 4.9, respectively, at December 31, 2023.

At December 31, 2024, available-for-sale securities had gross unrealized losses of $211.3 million and gross unrealized gains of $3.5 million, compared to gross unrealized losses of $217.7 million and gross unrealized gains of $4.4 million at December 31, 2023.

The credit quality of the Company’s securities holdings is primarily investment grade. U.S. Treasury securities, obligations of U.S. government agencies, and obligations of U.S. government sponsored entities totaled $2.4 billion, or 82%, of the total portfolio at December 31, 2024.

The portfolio includes $129.5 million, with a fair value of $121.2 million, in private label residential and commercial mortgage-backed securities and collateralized mortgage obligations. Included are $119.8 million, with a fair value of $111.8 million, in private label residential securities with weighted-average credit support of 22%. The collateral underlying these mortgage investments includes both fixed-rate and adjustable-rate residential mortgage loans. Commercial securities totaled $9.6 million, with a fair value of $9.4 million. These securities have weighted-average credit support of 27%. The collateral underlying these mortgages are primarily pooled multifamily loans.

The Company also has invested $278.3 million in floating rate collateralized loan obligations. Collateralized loan obligations are special purpose vehicles that purchase first lien broadly syndicated corporate loans while providing support to senior tranche investors. As of December 31, 2024, all of the Company's collateralized loan obligations were in AAA/AA tranches with weighted-average credit support of 36%. The Company utilizes credit models with assumptions of loan level defaults, recoveries, and prepayments to evaluate each security for potential credit losses. The result of this analysis did not indicate expected credit losses.

Held-to-maturity securities consist solely of mortgage-backed securities and collateralized mortgage obligations guaranteed by U.S. government-sponsored entities, each of which is expected to recover any price depreciation over its holding period as the debt securities move to maturity. The Company has significant liquidity and available borrowing capacity through other sources if needed, and has the intent and ability to hold these investments to maturity.

At December 31, 2024, the Company has determined that all debt securities in an unrealized loss position are the result of both broad investment type spreads and the current interest rate environment. Management believes that each investment will recover any price depreciation over its holding period as the debt securities move to maturity, and management has the intent and ability to hold these investments to maturity. Therefore, at December 31, 2024, no allowance for credit losses has been recorded.

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The maturity distribution of AFS securities is detailed in the following table.

December 31, 2024
(In thousands)Less than 1 YearAfter 1-5 YearsAfter 5-10 YearsAfter 10 YearsTotal
Amortized Cost
U.S. Treasury securities and obligations of U.S. government agencies$1$6,288$6,806$15,138$28,233
Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities131,0462,3361,773,8791,777,274
Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities74,47658,55573,506206,537
Private mortgage-backed securities and collateralized mortgage obligations4,865124,610129,475
Collateralized loan obligations9,359145,772123,211278,342
Obligations of state and political subdivisions5006,6397,139
Other debt securities7,3897,389
Total Available-For-Sale Debt Securities$14$98,558$218,834$2,116,983$2,434,389
Fair Value
U.S. Treasury securities and obligations of U.S. government agencies$1$6,283$6,794$14,662$27,740
Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities131,0402,2651,584,6571,587,975
Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities71,16355,29470,992197,449
Private mortgage-backed securities and collateralized mortgage obligations4,638116,604121,242
Collateralized loan obligations9,369145,894123,701278,964
Obligations of state and political subdivisions4325,2585,690
Other debt securities7,4837,483
Total Available-For-Sale Debt Securities$14$95,338$215,317$1,915,874$2,226,543
Weighted Average Yield1
U.S. Treasury securities and obligations of U.S. government agencies3.17%5.46%5.48%5.46%5.46%
Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities3.703.983.113.503.50
Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities2.924.155.773.58
Private mortgage-backed securities and collateralized mortgage obligations5.653.603.68
Collateralized loan obligations6.376.456.176.32
Obligations of state and political subdivisions1.552.162.12
Other debt securities5.884.34
Total Available-For-Sale Debt Securities3.65%3.64%5.74%3.75%3.93%
1All yields and rates have been computed using amortized costs.

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The following table details the maturity distribution of HTM securities.

December 31, 2024
(In thousands)Less than 1 YearAfter 1-5 YearsAfter 5-10 YearsAfter 10 YearsTotal
Amortized Cost
Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities$$$$546,444$546,444
Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities54,41428,0926,23688,742
Total Held-to-Maturity Debt Securities$$54,414$28,092$552,680$635,186
Fair Value
Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities$$$$428,824$428,824
Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities50,10223,9624,70678,770
Total Held-to-Maturity Debt Securities$$50,102$23,962$433,530$507,594
Weighted Average Yield1
Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities%%%1.89%1.89%
Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities2.551.901.642.28
Total Held-to-Maturity Debt Securities%2.55%1.90%1.88%1.94%
1All yields and rates have been computed using amortized costs.

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Loan Portfolio

The Company remains committed to sound risk management procedures. Portfolio diversification in terms of asset mix, industry, and loan type has been and continues to be an important element of the Company’s lending strategy. The average loan size is $383 thousand, and the average commercial loan size is $814 thousand at December 31, 2024, reflecting the Company’s longtime focus on granularity and on creating valuable customer relationships. Lending policies contain guardrails that pertain to lending by type of collateral and purpose, along with limits regarding loan concentrations and the principal amount of loans. The Company's exposure to commercial real estate lending remains well below regulatory limits (see “Loan Concentrations”).

The following table details loan portfolio composition at December 31, 2024 and 2023 for portfolio loans, purchased credit deteriorated loans and loans purchased which are not considered credit deteriorated (“Non-PCD”) as defined in “Note 4 - Loans.”

December 31, 2024
(In thousands)Portfolio LoansAcquired Non-PCD LoansPCD LoansTotal% to Total Loans
Construction and land development$568,148$79,370$535$648,0536%
Commercial real estate - owner occupied1,177,538477,45931,6321,686,62916%
Commercial real estate - non-owner occupied2,243,0561,156,849103,9033,503,80834%
Residential real estate1,882,955719,58914,2412,616,78526%
Commercial and financial1,424,689199,14627,5191,651,35416%
Consumer155,78637,282253193,3212%
Totals$7,452,172$2,669,695$178,083$10,299,950100%
December 31, 2023
(In thousands)Portfolio LoansAcquired Non-PCD LoansPCD LoansTotal% to Total Loans
Construction and land development$519,426$247,654$542$767,6228%
Commercial real estate - owner occupied1,079,633552,62738,0211,670,28117%
Commercial real estate - non-owner occupied1,844,5881,323,222152,0803,319,89033%
Residential real estate1,714,748710,12920,8152,445,69224%
Commercial and financial1,237,090318,68352,1151,607,88816%
Consumer175,96974,854744251,5672%
Totals$6,571,454$3,227,169$264,317$10,062,940100%

Loans, net of unearned income and excluding the allowance for credit losses, were $10.3 billion at December 31, 2024, an increase of $237.0 million, or 2.4%, compared to December 31, 2023.

The amortized cost basis of loans at December 31, 2024, and 2023 included net deferred costs of $43.9 million and $43.1 million, respectively. At December 31, 2024, the remaining fair value adjustments on acquired loans were $128.1 million, or 4.3% of the outstanding acquired loan balances, compared to $174.0 million, or 4.8% of the acquired loan balances at December 31, 2023. The discount is accreted into interest income over the remaining lives of the related loans on a level yield basis.

Construction and land development loans decreased $119.6 million, or 15.6%, totaling $648.1 million at December 31, 2024, compared to December 31, 2023. These loans, extended to both commercial and consumer customers, are collateralized by and for the purpose of funding land development and construction projects. Repayment is from the proceeds of the sale, refinancing or permanent financing of the property. In 2023, the Company acquired $151.0 million in construction and land development

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loans from Professional, and pay downs and conversion of acquired and originated loans to permanent is contributing to the decrease year-over-year.

Commercial real estate owner occupied loans totaled $1.7 billion at December 31, 2024, an increase of $16.3 million, or 1% compared to December 31, 2023. Commercial real estate owner occupied loans are extended to commercial customers for the purpose of acquiring or refinancing real estate to be occupied by the borrower's business. These loans are collateralized by the subject property and the repayment of these loans is largely dependent on the performance of the company occupying the property.

Commercial real estate non-owner occupied loans increased $183.9 million, or 6%, totaling $3.5 billion at December 31, 2024, compared to $3.3 billion December 31, 2023. Non-owner occupied CRE loans are collateralized by properties where the source of repayment is typically from the sale or lease of the property. Within the non-owner occupied CRE portfolio, the largest segment is Retail properties, which totaled approximately $1.2 billion at December 31, 2024, with an average loan size of $2.3 million. This segment targets grocery or credit tenant-anchored shopping plazas, single credit tenant retail buildings, smaller outparcels, and other small retail units. The second-largest segment in the non-owner occupied CRE portfolio is office properties, which totaled $568.3 million at December 31, 2024, with an average loan size of $1.7 million. This segment targets low to mid-rise suburban offices and is broadly diversified across many types of professional services, with limited exposure to central business districts. Other non-owner occupied CRE loans include $439.1 million in loans collateralized by industrial or warehouse properties, $375.7 million collateralized by multi-family residential properties, $336.2 million collateralized by hotels or motels, and $597.5 million collateralized by other property types, including restaurants, schools and recreation centers.

Residential real estate loans increased $171.1 million, or 7%, year-over-year to $2.6 billion as of December 31, 2024. Included in the balance as of December 31, 2024 were $1.0 billion of fixed rate mortgages, $970.2 million of ARMs, and $614.7 million in home equity loans and HELOCs, compared to $1.0 billion, $865.2 million and $488.2 million, respectively, as of December 31, 2023. Substantially all residential mortgage originations have been underwritten to conventional loan agency standards, including loans having balances that exceed agency value limitations. The average LTV of our HELOC portfolio is 64% with 31% of the portfolio being in the first lien position at December 31, 2024, compared to an average LTV of 63% with 35% of the portfolio being in the first lien position at December 31, 2023.

Commercial and financial loans increased year-over-year by $43.5 million, or 3%, totaling $1.7 billion at December 31, 2024. The purpose of these loans may be to provide working capital, asset acquisition or for other business purposes, and are generally supported by projected cash flows of the business, collateralized by business assets, and/or guaranteed by the business owners. The Company continues to exercise a disciplined approach to lending and is benefiting from the investments made in recent years to attract talent from large regional banks across its markets. This talent is onboarding significant new relationships, resulting in increased loan production.

The Company also provides consumer loans, which include installment loans, auto loans, marine loans and other consumer loans, which decreased $58.2 million, or 23%, year-over-year to a total of $193.3 million at December 31, 2024, compared to $251.6 million at December 31, 2023. The decrease is partly due to the transfer to held-for-sale of $20.0 million in consumer loans previously acquired through bank acquisitions.

At December 31, 2024, the Company had unfunded commitments to extend credit of $2.9 billion, compared to $2.7 billion at December 31, 2023 (see “Note 15 - Contingent Liabilities and Commitments with Off-Balance Sheet Risk” to the Company’s consolidated financial statements).

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Loan production and late-stage pipelines (loans in underwriting and approval or approved and not yet closed) are detailed in the following table for the periods specified:

For the Year Ended December 31,
(In thousands)20242023
Commercial/commercial real estate loan pipeline at period end$605,357$306,531
Commercial/commercial real estate loans closed1,877,1501,055,889
SBA pipeline at period end$28,793$20,600
SBA originations82,39248,914
Residential pipeline - saleable at period end$6,727$2,657
Residential loans - sold71,68666,252
Residential pipeline - portfolio at period end$35,068$44,422
Residential loans - retained245,289260,500
Consumer pipeline at period end$17,384$18,745
Consumer originations215,964346,164

Commercial and commercial real estate originations in 2024 totaled $1.9 billion, compared to $1.1 billion in 2023. Higher originations are the result of investments made in recent years to attract commercial banking talent. This talent is onboarding significant new relationships, resulting in increased loan production. Commercial and commercial real estate pipelines were $605.4 million as of December 31, 2024, an increase of 97% from $306.5 million at December 31, 2023.

SBA originations totaled $82.4 million in 2024, an increase of $33.5 million, or 68%, from 2023. The SBA pipeline increased 40% to $28.8 million at December 31, 2024 from $20.6 million at December 31, 2023.

Residential loans originated for sale in the secondary market totaled $71.7 million in 2024, an increase of 8% compared to $66.3 million in 2023. Residential saleable pipelines were $6.7 million as of December 31, 2024, compared to $2.7 million as of December 31, 2023.

Residential loan production retained in the portfolio for 2024 was $245.3 million, compared to $260.5 million in 2023. The pipeline of residential loans intended to be retained in the portfolio was $35.1 million as of December 31, 2024, compared to $44.4 million as of December 31, 2023.

Consumer originations, which includes HELOCs, totaled $216.0 million during 2024, compared to $346.2 million during 2023, reflecting a decrease of $130.2 million, or 38%. The consumer pipeline was $17.4 million as of December 31, 2024, compared to $18.7 million as of December 31, 2023.

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The following table presents loans by maturity, separately presenting fixed rate loans from those with floating or adjustable rates.

December 31, 2024
After one year but within five years:After five years but within fifteen years:After fifteen years:
(In thousands)In one year or lessFloating or adjustableFixedFloating or adjustableFixedFloating or adjustableFixedTotal
Construction and Land Development$194,664$173,172$23,204$113,335$33,224$93,947$16,507$648,053
Commercial Real Estate - Owner Occupied94,530152,191533,475269,987554,19772,14410,1051,686,629
Commercial Real Estate - Non-owner Occupied292,888898,9411,140,652723,150413,47932,1752,5233,503,808
Residential Real Estate60,68821,2269,374334,947143,1121,119,388928,0502,616,785
Commercial and Financial341,911191,129484,31498,144245,979173,333116,5441,651,354
Consumer9,76244,87323,0019,05857,43421,21727,976193,321
Total$994,443$1,481,532$2,214,020$1,548,621$1,447,425$1,512,204$1,101,705$10,299,950

Loan Concentrations

The Company has developed prudent guardrails to manage loan types that are most impacted by stressed market conditions in order to minimize credit risk concentration to capital. Outstanding balances for commercial and commercial real estate loan relationships greater than $10 million totaled $2.7 billion, representing 26% of the total portfolio at December 31, 2024, compared to $2.3 billion, or 23%, at December 31, 2023. The Company’s ten largest commercial and commercial real estate funded and unfunded relationships at December 31, 2024 aggregated to $547.5 million, of which $433.0 million was funded, compared to $505.7 million at December 31, 2023, of which $348.3 million was funded.

Concentrations in total construction and land development loans and total commercial real estate loans are maintained well below regulatory limits. Construction and land development and commercial real estate loan concentrations as a percentage of subsidiary bank total risk-based capital, were 38% and 237%, respectively, at December 31, 2024, compared to 48% and 244% as of December 31, 2023. Regulatory guidance suggests limits of 100% and 300%, respectively. On a consolidated basis, construction and land development and commercial real estate loans represent 36% and 224%, respectively, of total consolidated risk-based capital. To determine these ratios, the Company defines commercial real estate in accordance with the guidance on “Concentrations in Commercial Real Estate Lending” (the “Guidance”) issued by the federal bank regulatory agencies in 2006 (and reinforced in 2015), which defines commercial real estate loans as exposures secured by land development and construction, including 1-4 family residential construction, multifamily property, and non-farm nonresidential property where the primary or a significant source of repayment is derived from rental income associated with the property (i.e. loans for which 50 percent or more of the source of repayment comes from third party, non-affiliated, rental income) or the proceeds of the sale, refinancing, or permanent financing of the property. Loans to real estate investment trusts and unsecured loans to developers that closely correlate to the inherent risks in commercial real estate markets would also be considered commercial real estate loans under the Guidance. Loans on owner-occupied commercial real estate are generally excluded. In addition, the Company is subject to a geographic concentration of credit because it primarily operates in Florida.

Nonperforming Loans, Troubled Borrower Modifications, Other Real Estate Owned, and Credit Quality

Nonperforming assets at December 31, 2024 totaled $98.9 million, an increase of $26.2 million, or 36%, compared to 2023, and were comprised of $92.4 million of nonaccrual loans, and $6.4 million of OREO, including $5.5 million of branches taken out of service. As of December 31, 2023, nonperforming assets included nonaccrual loans of $65.1 million and OREO of $7.6 million including $7.3 million of branches taken out of service. Approximately 69% of nonaccrual loans were secured with real estate at December 31, 2024. Nonperforming loans to total loans outstanding at December 31, 2024 increased to 0.90% from 0.65% at December 31, 2023. NPAs to total assets at December 31, 2024 increased to 0.65% from 0.50% at December 31,

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2023. A significant portion of nonaccrual loans have collateral values well in excess of balances outstanding, and therefore, no loss is expected.

The table below sets forth details related to nonaccrual loans.

December 31, 2024
Nonaccrual Loans
(In thousands)Non-CurrentCurrentTotal
Construction & land development$113$1,039$1,152
Commercial real estate - owner occupied3,9774,7638,740
Commercial real estate - non-owner occupied5,54424,33829,882
Residential real estate12,16111,73323,894
Commercial and financial10,39110,11820,509
Consumer2,1026,1678,269
Total loans$34,288$58,158$92,446
December 31, 2023
Nonaccrual Loans
(In thousands)Non-CurrentCurrentTotal
Construction & land development$109$715$824
Commercial real estate - owner occupied5,2344,4509,684
Commercial real estate - non-owner occupied4,1794,5568,735
Residential real estate3,8646,1229,986
Commercial and financial7,30427,38934,693
Consumer7794031,182
Total loans$21,469$43,635$65,104
December 31,
(In thousands, except percentages)20242023
Ratio of total nonperforming assets to loans outstanding and other real estate owned at end of period0.96%0.72%
Ratio of total nonaccrual loans to loans outstanding at end of period0.900.65
Ratio of allowance for credit losses on loans to total nonaccrual loans149229

The Company recognized interest income of $1.3 million and $0.5 million on nonaccrual loans during the years ended December 31, 2024 and 2023, respectively.

As of December 31, 2024 and December 31, 2023, the Company had troubled borrower modification loans with an amortized cost of $11.6 million and $17.5 million, respectively.

Allowance for Credit Losses on Loans

Management establishes the allowance using relevant available information from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The forecasts of future economic conditions are over a period that has been deemed reasonable and supportable, and in segments where it can no longer develop reasonable and supportable forecasts, the Company reverts to longer-term historical loss experience to estimate losses over the remaining life of the loans. Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments.

Net charge-offs for 2024 were $27.1 million, or 0.27% of average loans, compared to $21.4 million, or 0.22%, for 2023. The ratio of allowance to total loans decreased to 1.34% at December 31, 2024 from 1.48% at December 31, 2023.

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Activity in the allowance for credit losses is summarized as follows:

For the Year Ended December 31, 2024
(In thousands)Beginning BalanceProvision for Credit LossesCharge- OffsRecoveriesEnding Balance% of Total Allowance
Construction and land development$8,637$(1,404)$(1)$20$7,2525%
Commercial real estate - owner occupied5,5296,629(341)811,8259
Commercial real estate - non-owner occupied48,288(3,096)(1,485)15943,86632
Residential real estate39,016(150)(134)43639,16828
Commercial and financial34,3437,789(17,616)3,01727,53320
Consumer13,1186,490(12,288)1,0918,4116
Total$148,931$16,258$(31,865)$4,731$138,055100%
For the Year Ended December 31, 2023
(In thousands)Beginning BalanceAllowance on PCD Loans Acquired During the PeriodProvision for Credit LossesCharge- OffsRecoveriesEnding Balance% of Total Allowance
Construction and land development$6,464$5$2,160$$8$8,6376%
Commercial real estate - owner-occupied6,051139(663)25,5294
Commercial real estate - non owner-occupied43,2586474,315(120)18848,28832
Residential real estate29,6054008,858(356)50939,01626
Commercial and financial15,64817,52717,644(18,565)2,08934,34323
Consumer12,8691615,204(5,754)63813,1189
Totals$113,89518,879$37,518$(24,795)$3,434$148,931100%
For the Year Ended December 31,
(In thousands, except percentages)202420232022
Daily average loans outstanding1$10,096,189$9,889,070$6,838,266
Ratio of allowance for credit losses on loans to loans outstanding at end of year1.34%1.48%1.40%
Ratio of net charge-offs (recoveries) to average loans outstanding
Construction and land development%%%
Commercial real estate - owner occupied
Commercial real estate - non-owner occupied0.02
Residential real estate
Commercial and financial0.140.17
Consumer0.110.050.01
Total ratio of net charge-offs to average loans outstanding0.27%0.22%0.01%
1 Net of unearned income.

Cash and Cash Equivalents, Liquidity Risk Management and Contractual Commitments

Liquidity risk involves the risk of being unable to fund assets with the appropriate duration and rate-based liability, as well as the risk of not being able to meet unexpected cash needs. Liquidity planning and management are necessary to ensure the ability to fund operations cost effectively and to meet current and future potential obligations such as loan commitments and unexpected deposit outflows.

Funding sources include primarily customer-based deposits, collateral-backed borrowings, brokered deposits, cash flows from operations, cash flows from the loan and investment portfolios and asset sales, primarily secondary marketing for residential real estate mortgages. Cash flows from operations are a significant component of liquidity risk management and the Company

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considers both deposit maturities and the scheduled cash flows from loan and investment maturities and payments when managing risk.

Cash and cash equivalents, including interest-bearing deposits, totaled $476.6 million at December 31, 2024, compared to $447.2 million at December 31, 2023.

Deposits are a primary source of liquidity. The stability of this funding source is affected by numerous factors, including returns available to customers on alternative investments, the quality of customer service levels, perception of safety and competitive forces. Total uninsured deposits were estimated to be $4.4 billion at December 31, 2024, representing 36% of overall deposit accounts. This includes public funds under the Florida Qualified Public Depository program, which provides loss protection to depositors beyond FDIC insurance limits. Excluding such balances, the uninsured and uncollateralized deposits were 30% of total deposits. The Company has liquidity sources as discussed below, including cash and lines of credit with the FRB and FHLB, that represent 138% of uninsured deposits, and 167% of uninsured and uncollateralized deposits.

In addition to $476.6 million in cash and cash equivalents at December 31, 2024, the Company had $5.7 billion in available borrowing capacity, including $4.0 billion in available collateralized lines of credit, $1.3 billion of unpledged debt securities available as collateral for potential additional borrowings, and available unsecured lines of credit of $348.0 million. The Company may also access funding by acquiring brokered deposits. Brokered deposits at December 31, 2024 totaled $293.6 million compared to $122.3 million at December 31, 2023.

Contractual maturities for assets and liabilities are reviewed to meet current and expected future liquidity requirements. Sources of liquidity are maintained through a portfolio of high quality marketable assets, such as residential mortgage loans, debt securities available-for-sale and interest-bearing deposits. The Company is also able to provide short-term financing of its activities by selling, under an agreement to repurchase, United States Treasury and Government agency debt securities not pledged to secure public deposits or trust funds.

The Company has traditionally relied upon dividends from Seacoast Bank and securities offerings to provide funds to pay the Company’s expenses and to service the Company’s debt. During 2024, Seacoast Bank distributed $59.6 million to the Company and, at December 31, 2024, is eligible to distribute dividends to the Company of approximately $188.9 million without prior regulatory approval. At December 31, 2024, the Company had cash and cash equivalents at the parent of $95.8 million, compared to $101.7 million at December 31, 2023.

The following table presents contractual obligations by remaining maturity. All deposits presented in the table with indeterminate maturities such as interest-bearing and noninterest-bearing demand deposits, savings accounts and money market accounts are presented as having a maturity of one year or less. The Company considers these low cost deposits to be its largest, most stable funding source, despite having no contracted maturity.

December 31, 2024
One YearOver One Year ThroughOver Three Years ThroughOver Five
(In thousands)Totalor LessThree YearsFive YearsYears
Deposits$12,242,427$12,180,966$57,104$3,690$667
Securities sold under agreements to repurchase232,071232,071
FHLB borrowings1245,000225,00020,000
Long-term debt106,966106,966
Operating leases51,23610,21117,02611,68812,311
Total$12,877,700$12,423,248$299,130$35,378$119,944
1Callable advance structure which, as of December 31, 2024, may be called at three month intervals with a maturity of up to five years.

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Deposits and Borrowings

The following table details the Company's customer relationship funding as of:

December 31,
(In thousands, except percentages)20242023
Noninterest demand$3,352,372$3,544,981
Interest-bearing demand2,667,8432,790,210
Money market4,086,3623,314,288
Savings519,977651,454
Time deposits1,371,5221,353,655
Brokered time certificates244,351122,347
Total deposits$12,242,427$11,776,935
Securities sold under agreements to repurchase232,071374,573
Total customer funding1$12,180,860$12,029,161
Noninterest demand deposit mix27%30%
1Total deposits and securities sold under agreements to repurchase, excluding brokered deposits. Securities sold under agreements to repurchase consists of customer sweep accounts.

The Company benefits from a diverse and granular deposit base that serves as a significant source of strength. Total deposits increased $465.5 million, or 4%, to $12.2 billion at December 31, 2024 compared to December 31, 2023.

Noninterest demand deposits represented 27% of total deposits at December 31, 2024 compared to 30% at December 31, 2023 primarily driven by the higher interest rate environment driving a mix shift to money market products. Transaction account balances (noninterest demand and interest-bearing demand) represented 49% of total deposits at December 31, 2024, compared to 54% at December 31, 2023.

Time deposits over $250,000 were $549.9 million and $550.3 million at December 31, 2024 and December 31, 2023, respectively. The following table details the remaining maturities of time deposits of $250,000 and greater at December 31, 2024 and December 31, 2023:

December 31,% ofDecember 31,% of
(In thousands, except percentages)2024Total2023Total
Certificates of Deposit of $250,000 and Greater
Maturity Group:
Three months or less$279,86851%$106,94019%
Over three through six months139,7662514,7433
Over six through 12 months125,89523381,92269
Over 12 months4,405146,6579
Total Certificates of Deposit of $250,000 and Greater$549,934100%$550,262100%

Customer repurchase agreements totaled $232.1 million at December 31, 2024, decreasing $142.5 million, or 38%, from December 31, 2023. Repurchase agreements are offered by Seacoast to select customers who wish to sweep excess balances on a daily basis for investment purposes.

At December 31, 2024 and December 31, 2023, long-term debt included $72.5 million and $72.2 million, respectively, related to trust preferred securities issued by trusts organized or acquired by the Company. At December 31, 2024, the average interest rate in effect on our outstanding subordinated debt related to trust preferred securities was 6.34%, compared to 7.34% at December 31, 2023. The acquired junior subordinated debentures were recorded at fair value, which collectively was $2.8 million lower than face value at December 31, 2024. This amount is being amortized into interest expense over the acquired subordinated debts' remaining term to maturity. All trust preferred securities are guaranteed by the Company on a junior subordinated basis.

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Under Basel III and FRB rules, qualified trust preferred securities and other restricted capital elements can be included as Tier 1 capital, within limitations. The Company believes that its trust preferred securities qualify under these capital rules.

In 2022, the Company acquired $12.3 million in senior debt through the acquisition of Apollo. Contractual interest is paid on a semiannual basis at a fixed rate of 5.50% until October 30, 2025, at which point the rate converts to a floating rate of 3-month SOFR plus 533 basis points until maturity in 2030. The debt was recorded at fair value, resulting in a $0.4 million premium that is being amortized into interest expense over the remaining term to maturity.

In 2023, the Company acquired $25.0 million in subordinated debt through the acquisition of Professional that qualifies as Tier 2 Capital. Contractual interest is paid on a semiannual basis at a fixed interest rate of 3.375% until January 30, 2027, at which point the rate converts to a 3-month SOFR rate plus 203 basis points paid quarterly until maturity in 2032. The debt was recorded at fair value, resulting in a $3.9 million discount that is being accreted into interest expense over the remaining term to maturity.

FHLB advances totaled $245.0 million at December 31, 2024 with a weighted-average interest rate of 4.19%, compared to $50.0 million at December 31, 2023 with an interest rate of 3.23%.

See “Note 9 - Borrowings” to the Company's consolidated financial statements for more detailed information pertaining to borrowings.

Off-Balance Sheet Transactions

In the normal course of business, the Company may engage in a variety of financial transactions that, under GAAP, either are not recorded on the balance sheet or are recorded on the balance sheet in amounts that differ from the full contract or notional amounts. These transactions involve varying elements of market, credit and liquidity risk.

Lending commitments include unfunded loan commitments and standby and commercial letters of credit. For loan commitments, the contractual amount of a commitment represents the maximum potential credit risk that could result if the entire commitment had been funded, the borrower had not performed according to the terms of the contract, and no collateral had been provided. A large majority of loan commitments and standby letters of credit expire without being funded, and accordingly, total contractual amounts are not representative of our actual future credit exposure or liquidity requirements. Loan commitments and letters of credit expose the Company to credit risk in the event that the customer draws on the commitment and subsequently fails to perform under the terms of the lending agreement.

For commercial customers, loan commitments generally take the form of revolving credit arrangements. For retail customers, loan commitments generally are lines of credit secured by residential property. These instruments are not recorded on the balance sheet until funds are advanced under the commitment. Unfunded commitments to extend credit were $2.9 billion at December 31, 2024, and $2.7 billion at December 31, 2023 (see “Note 15 - Contingent Liabilities and Commitments with Off-Balance Sheet Risk” to the Company’s consolidated financial statements).

In the normal course of business, the Company and Seacoast Bank enter into agreements, or are subject to regulatory agreements that result in cash, debt and dividend restrictions. A summary of the most restrictive items follows:

Seacoast Bank may be required to maintain reserve balances with the Federal Reserve Bank. There was no reserve requirement at December 31, 2024 or December 31, 2023.

Under FRB regulation, Seacoast Bank is limited as to the amount it may loan to its affiliates, including the Company, unless such loans are collateralized by specified obligations. At December 31, 2024, the maximum amount available for transfer from Seacoast Bank to the Company in the form of loans approximated $185.2 million, if the Company has sufficient acceptable collateral. There were no loans made to affiliates during the periods ending December 31, 2024 and 2023.

Capital Resources and Management

The Company's equity capital at December 31, 2024 increased $75.2 million, or 3.6%, from December 31, 2023, to $2.2 billion. Changes in equity included increases from net income of $121.0 million, partially offset by the issuance of cash dividends on common stock totaling $61.6 million.

The ratio of shareholders’ equity to period end total assets was 14.39% and 14.46% at December 31, 2024 and December 31, 2023, respectively. The ratio of tangible shareholders’ equity to tangible assets was 9.60% and 9.31% at December 31, 2024 and December 31, 2023, respectively.

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Activity in shareholders’ equity for the years ended December 31, 2024 and December 31, 2023 follows:

For the Year Ended December 31,
(In thousands)20242023
Beginning balance at January 1, 2024 and 2023$2,108,086$1,607,775
Net income120,986104,033
Stock-based compensation expense13,74413,440
Common stock transactions related to stock-based employee benefit plans9455,100
Issuance of common stock and conversion of options pursuant to acquisition421,042
Repurchase of common stock(880)(10,868)
Dividends on common stock ($0.72 per share and $0.71 per share, respectively)(61,649)(60,591)
Change in accumulated other comprehensive income2,01128,155
Ending balance at December 31, 2024 and 2023$2,183,243$2,108,086

At December 31, 2024, capital ratios for Seacoast and Seacoast Bank are well above regulatory requirements for well-capitalized institutions. Management’s use of risk-based capital ratios in its analysis of the Company’s capital adequacy are not GAAP financial measures. Seacoast’s management uses these measures to assess the quality of capital and believes that investors may find it useful in their analysis of the Company. The capital measures are not necessarily comparable to similar capital measures that may be presented by other companies and Seacoast does not nor should investors consider such non-GAAP financial measures in isolation from, or as a substitute for GAAP financial information (see “Note 13 - Regulatory Capital”).

Seacoast (Consolidated)Seacoast BankMinimum to beWell-Capitalized1
Total Risk-Based Capital Ratio16.18%15.30%10.00%
Tier 1 Capital Ratio14.8114.138.00
CET1 Ratio14.1514.136.50
Leverage Ratio11.1910.665.00
1For subsidiary bank only.

The Company’s total risk-based capital ratio was 16.18% at December 31, 2024, an increase from 15.92% at December 31, 2023. As of December 31, 2024, the Bank’s leverage ratio (Tier 1 capital to adjusted total assets) was 10.66%, compared to 10.32% at December 31, 2023, well above the minimum to be well-capitalized under regulatory guidelines.

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The following table shows the components of regulatory capital to calculate regulatory capital ratios.

December 31,
(In thousands, except percentages)20242023
Common Stock$8,628$8,486
Additional paid-in capital1,824,9351,808,883
Retained earnings526,642467,305
Treasury stock(19,095)(16,710)
Less: Goodwill(732,417)(732,417)
Less: Intangibles(71,723)(95,645)
Other124,35553,597
Common equity tier 1 capital$1,561,325$1,493,499
Qualifying Trust Preferred Debt$72,488$72,207
Other64
Tier 1 capital$1,633,819$1,565,710
Allowance for credit losses on loans1, as limited$129,465$126,553
Qualifying subordinated debt21,96321,534
Tier 2 capital151,428148,087
Total capital$1,785,247$1,713,797
Risk-weighted assets$11,032,279$10,766,942
CET1 ratio14.15%13.87%
Regulatory minimum24.504.50
Tier 1 capital ratio14.8114.54
Regulatory minimum26.006.00
Total capital ratio16.1815.92
Regulatory minimum28.008.00
Tier 1 capital to adjusted total assets11.1911.00
Regulatory minimum4.004.00
Shareholders' equity to assets14.3914.46
Average shareholders' equity to average total assets14.4113.85
Tangible shareholders' equity to tangible assets9.609.31
1Upon adoption of the CECL accounting standard in 2020, the Company elected, in accordance with interagency guidance, to delay the estimated impact on regulatory capital resulting from the implementation of CECL. The guidance provides banks the option to delay for two years an estimate of CECL’s effect on regulatory capital, relative to the incurred loss methodology’s effect on regulatory capital, followed by a three-year transition period (five-year transition option). As of December 31, 2024 and 2023, the adjustment to Tier 1 Capital was $6.2 million and $12.3 million, respectively, and the adjustment to Tier 2 Capital was $7.5 million and $15.1 million, respectively.
2Excludes the Basel III capital conservation buffer of 2.5% which, if not exceeded, may constrain dividends, equity repurchases and compensation.

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The Company and Seacoast Bank are subject to various general regulatory policies and requirements relating to the payment of dividends, including requirements to maintain adequate capital above regulatory minimums. The appropriate federal bank regulatory authority may prohibit the payment of dividends where it has determined that the payment of dividends would be an unsafe or unsound practice. The Company is a legal entity separate and distinct from Seacoast Bank and its other subsidiaries, and the Company’s primary source of cash and liquidity, other than securities offerings and borrowings, is dividends from its bank subsidiary. Seacoast Bank can pay up to $188.9 million of dividends to the Company without OCC approval (see “Part I. Item 1. Business”).

The OCC and the FRB have policies that encourage banks and bank holding companies to pay dividends from current earnings, and have the general authority to limit the dividends paid by national banks and bank holding companies, respectively, if such payment may be deemed to constitute an unsafe or unsound practice. If, in the particular circumstances, either of these federal regulators determined that the payment of dividends would constitute an unsafe or unsound banking practice, either the OCC or the FRB may, among other things, issue a cease and desist order prohibiting the payment of dividends by Seacoast Bank or us, respectively. The Board of Directors of a bank holding company must consider different factors to ensure that its dividend level, if any, is prudent relative to the organization’s financial position and is not based on overly optimistic earnings scenarios such as any potential events that may occur before the payment date that could affect its ability to pay, while still maintaining a strong financial position. As a general matter, the FRB has indicated that the Board of Directors of a bank holding company, such as Seacoast, should consult with the FRB and eliminate, defer, or significantly reduce the bank holding company’s dividends if: (i) its net income available to shareholders for the past four quarters, net of dividends previously paid during that period, is not sufficient to fully fund the dividends; (ii) its prospective rate of earnings retention is not consistent with its capital needs and overall current and prospective financial condition; or (iii) it will not meet, or is in danger of not meeting, its minimum regulatory capital adequacy ratios.

The Company has paid quarterly dividends since the second quarter of 2021. Whether the Company continues to pay quarterly dividends and the amount of any such dividends will be at the discretion of the Company's Board of Directors and will depend on the Company's earnings, financial condition, results of operations, business prospects, capital requirements, regulatory restrictions, and other factors that the Board of Directors may deem relevant.

The Company has seven wholly owned trust subsidiaries that have issued trust preferred stock. Trust preferred securities from acquisitions were recorded at fair value when acquired. All trust preferred securities are guaranteed by the Company on a junior subordinated basis. The FRB’s rules permit qualified trust preferred securities and other restricted capital elements to be included under Basel III capital guidelines, with limitations, and net of goodwill and intangibles. The Company believes that its trust preferred securities qualify under these revised regulatory capital rules and believes that it can treat all its trust preferred securities as Tier 1 capital. For regulatory purposes, the trust preferred securities are added to the Company’s tangible common shareholders’ equity to calculate Tier 1 capital.

Critical Accounting Policies and Estimates

The Company’s consolidated financial statements are prepared in accordance with GAAP, including prevailing practices within the financial services industry. The preparation of consolidated financial statements requires management to make judgments in the application of certain of its accounting policies that involve significant estimates and assumptions. The Company has established policies and control procedures that are intended to ensure valuation methods are well controlled and applied consistently from period to period. These estimates and assumptions, which may materially affect the reported amounts of certain assets, liabilities, revenues and expenses, are based on information available as of the date of the financial statements, and changes in this information over time and the use of revised estimates and assumptions could materially affect amounts reported in subsequent financial statements. Management, after consultation with the Company’s Audit Committee, believes the most critical accounting estimates and assumptions that involve the most difficult, subjective and complex assessments are:

•the allowance and the provision for credit losses;

•acquisition accounting and purchased loans;

•intangible assets and impairment testing, and;

•fair value of financial instruments

The following is a discussion of the critical accounting policies intended to facilitate a reader’s understanding of the judgments, estimates and assumptions underlying these accounting policies and the possible or likely events or uncertainties known to the Company that could have a material effect on reported financial information. For more information regarding management’s

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judgments relating to significant accounting policies and recent accounting pronouncements, see “Note 1 – Significant Accounting Policies” to the Company’s consolidated financial statements.

Allowance for Credit Losses

The Allowance for Credit Losses (ACL) represents management’s best estimate of expected future credit losses related to the loan portfolio at the balance sheet date. The estimate of the ACL requires significant judgment and is based on a variety of factors. Management establishes the allowance using relevant available information from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Economic forecast data is sourced from Moody’s Analytics, a firm widely recognized for its research, analysis, and economic forecasts. The forecast may utilize one scenario or a composite of scenarios based on management's judgment and expectations around the current and future macroeconomic outlook. The forecasts of future economic conditions are over a period that has been deemed reasonable and supportable, and in segments where it can no longer develop reasonable and supportable forecasts, the Company reverts to longer-term historical loss experience to estimate losses over the remaining life of the loans. Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments.

One of the most significant judgments in estimating the Allowance for credit losses relates to the macroeconomic forecasts. As of December 31, 2024, the Company utilized a blend of Moody’s most recent “U.S. Macroeconomic Outlook Baseline” (Baseline), “Alternative Scenario 1 – Upside- 10th Percentile” (S1), and “Alternative Scenario 3 - Downside - 90th Percentile” (S3) scenarios. The weighting applied in the December 31, 2024 analysis reflects an improvement in the economic outlook as compared to December 31, 2023, and considers the anticipated actions taken by the FRB with regard to monetary policy and interest rates and the potential impact of those actions. The forecasted credit losses incorporate numerous macroeconomic variables, although specific variables have a greater impact on the outcome than others. Specifically, changes in expectations indicated by the Commercial Real Estate Price Index have the most significant impact on the estimate of expected losses for commercial real estate non-owner-occupied loans and construction and land development loans, the housing price index is the economic forecast variable most significantly impacting the estimate of expected losses for residential loans, and the unemployment rate is a significant contributor to commercial and consumer loans.

Management considers a range of macroeconomic forecast data in connection with the allowance estimation process. It is difficult to estimate how potential changes in any one economic factor might affect the overall allowance because a wide variety of factors and inputs are considered in the allowance estimate. Changes in the factors and inputs may not occur at the same rate and may not be consistent across all product types. Additionally, changes in factors and inputs may be directionally inconsistent, such that improvement in one factor may offset deterioration in others. Under the range of scenarios considered as of December 31, 2024, use of solely Moody’s S3 downside scenario would have resulted in an increase to the modeled allowance results of approximately $66 million or 66 basis points. This estimate reflects the sensitivity of the modeled allowance estimate to macroeconomic forecast data but does not consider other qualitative adjustments that could increase or decrease modeled loss estimates calculated using this alternative economic scenario.

Seacoast conducted an additional sensitivity by increasing loss sensitivities by 5% and 10% to each of the loan pools. Estimated credit losses increased by $6 million and $11 million, respectively, from the probability weighted model outcomes, but does not consider other qualitative adjustments that could increase or decrease modeled loss estimates. Changes in the loss assumptions and forecasts of economic conditions could significantly affect the Company’s estimate of expected credit losses at the balance sheet date or lead to significant changes in the estimate from one reporting period to the next.

Qualitative adjustments may be made to modeled reserves based on an assessment of internal and external influences on credit quality not fully reflected in the quantitative components of the allowance model. These influences may include elements such as changes in concentration, macroeconomic conditions, recent observable asset quality trends, staff turnover, regional market conditions, employment levels, model risk, and loan growth.

For additional information regarding the Company's methodology for calculating the Allowance for Credit Losses, see Note 1 – Significant Accounting Policies and Note 5 – Allowance for Credit Losses in the Notes to the Consolidated Financial Statements.

Acquisition Accounting and Purchased Loans

The Company accounts for acquisitions using the acquisition method of accounting. All identifiable assets acquired, including loans, are recorded at fair value. All loans acquired are recorded at fair value in accordance with the fair value methodology prescribed in ASC Topic 820, Fair Value Measurement. The fair value estimates associated with the loans include estimates related to expected prepayments and the amount and timing of expected principal, interest and other cash flows. Loans are identified as PCD when they have experienced more-than-insignificant deterioration in credit quality since origination. An

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allowance for expected credit losses on PCD loans is recorded at the date of acquisition through an adjustment to the loans’ amortized cost basis. In contrast, expected credit losses on loans not considered PCD are recognized through the provision for credit losses at the date of acquisition.

The non-credit discount or premium related to PCD loans and the fair value adjustment on non-PCD loans are amortized or accreted to Interest and fees on loans over the contractual life of the loans using the effective interest method. In the event of prepayment, unamortized discounts or premiums are recognized in Interest and fees on loans.

Fair value estimates for acquired assets and assumed liabilities are based on the information available, and are subject to change for up to one year after the closing date of the acquisition as additional information relative to closing date fair values becomes available.

Intangible Assets and Impairment Testing

Goodwill represents the excess purchase price over the fair value of net assets acquired in business acquisitions. The core deposit intangible, which is the majority of the remaining intangible asset balance, represents the excess intangible value of acquired deposit customer relationships. Core deposit intangibles are amortized using an amortization method that reflects the expected value over time, and are evaluated for indications of potential impairment at least annually. Goodwill is not amortized but rather is evaluated for impairment on at least an annual basis. We performed an annual impairment test of goodwill in the fourth quarter of 2024 and concluded that no impairment existed.

Fair Value of Financial Instruments

AFS securities

AFS securities are measured at fair value on a recurring basis based on market quotations when available or, if not available, by using quoted market prices for similar securities, pricing models or discounted cash flow analyses, using observable market data where available. The fair value of AFS securities is based upon pricing obtained from third party pricing services. Based on internal review procedures and the fair values provided by the pricing services, the Company believes that the fair values provided by the pricing services are consistent with the principles of ASC Topic 820, Fair Value Measurement. On occasion, pricing provided by the pricing services may not be consistent with other observed prices in the market for similar securities. Using observable market factors, including interest rate and yield curves, volatilities, prepayment speeds, loss severities and default rates, the Company may at times validate the observed prices using a discounted cash flow model and using the observed prices for similar securities to determine the fair value of its securities.

Seacoast analyzes AFS debt securities quarterly for credit losses utilizing both quantitative and qualitative assessments to determine if a security has a credit loss. Quantitative assessments are based on a discounted cash flow method. Qualitative assessments consider a range of factors including: rating downgrades, subordination, amortized loan-to-value, and the ability of the issuers to pay all amounts due in accordance with the contractual terms.

For AFS securities, if any portion of the decline in fair value is related to credit, the amount of allowance is determined as the portion related to credit, limited to the difference between the amortized cost basis and the fair value of the security. If the Company has the intent to sell or believes it is more likely than not that it will be required to sell an impaired AFS security before recovery of the amortized cost basis, the credit loss is recorded as a direct write-down of the amortized cost basis. Declines in the fair value of AFS securities that are not considered credit related are recognized in "Accumulated Other Comprehensive Income" on the Company’s Consolidated Balance Sheet.

Derivatives

The Company enters into derivative contracts, including interest rate swaps, to meet the needs of customers who request such services and to manage the Company's interest rate risk. The fair value of these derivatives is based on a discounted cash flow approach and is based upon the estimated amount the Company would receive or pay to terminate the instruments, taking into account current interest rates and, when appropriate, the current credit worthiness of the counterparties. For additional information regarding the Company's derivatives see Note 6 – Derivatives.

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