Atlantic Union Bankshares CorporationNYSE: AUB

Atlantic Union Bankshares Reports Third Quarter Financial Results

· Issued by Atlantic Union Bankshares Corporation via Business Wire

Atlantic Union Bankshares Corporation (the “Company” or “Atlantic Union”) (NYSE: AUB) reported net income available to common shareholders of $133.7 million and basic and diluted earnings per common share of $0.95 and $0.94, respectively, for the third quarter of 2026 and adjusted operating earnings available to common shareholders(+) of $135.6 million and adjusted diluted operating earnings per common share(+) of $0.96 for the third quarter of 2026.

“Atlantic Union delivered a solid third quarter, with healthy loan growth, strong credit quality and continued progress in expanding our earnings capacity,” said John C. Asbury, president and chief executive officer of Atlantic Union. “Excluding the expense associated with the redemption of our subordinated debt, our operating performance demonstrates the earnings power we have built over many years, which we believe positions us to deliver differentiated financial performance relative to our peers.”

“Atlantic Union is a story of transformation from a Virginia community bank into the largest regional bank headquartered in the lower Mid-Atlantic, with operations across Virginia and Maryland and a growing presence in North Carolina. Guided by our priorities of soundness, profitability and growth—in that order—we remain focused on sustainable, profitable growth and long-term value creation for our shareholders.”

STRATEGIC ACTIONS

Subordinated Debt

During the third quarter of 2026, the Company issued $250.0 million in aggregate principal amount of its 6.25% Fixed-to-Floating Rate Subordinated Notes due August 1, 2036 (the “2036 Subordinated Notes”). The 2036 Subordinated Notes convert to a floating rate equal to the three-month term Secured Overnight Financing Rate, plus a spread of 213 basis points on August 1, 2031. Net proceeds from the issuance, after underwriting discounts and offering expenses, were approximately $246.8 million.

The Company used the net proceeds to redeem the $168.0 million principal amount of its outstanding 4.25% Fixed-to-Floating Rate Subordinated Notes due 2029 (the “2029 Subordinated Notes”), plus accrued interest, and for general corporate purposes. The 2029 Subordinated Notes transitioned to a floating interest rate on November 15, 2024, and had a rate of 6.53% at the time of redemption. As a result of the redemption, the Company recognized a $2.7 million pre-tax loss on debt extinguishment in the third quarter of 2026, recorded within non-interest expense, reflecting the acceleration of acquisition-related fair value marks associated with the 2029 Subordinated Notes.

Share Repurchase Program

On May 5, 2026, the Company’s Board of Directors authorized a $250.0 million share repurchase program (the “Repurchase Program”) through May 5, 2027 in open market transactions or privately negotiated transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Securities Exchange Act of 1934, as amended. During the third quarter of 2026, the Company repurchased approximately 1.5 million shares (or $62.5 million), at an average price of $41.38 per share. At September 30, 2026, approximately $177.5 million remained available under the Repurchase Program for future repurchases.

NET INTEREST INCOME

For the third quarter of 2026, net interest income was $328.4 million, an increase of $3.3 million from $325.1 million in the second quarter of 2026. Net interest income - fully taxable equivalent (“FTE”)(+) was $333.1 million in the third quarter of 2026, an increase of $3.4 million from $329.7 million in the second quarter of 2026. The increases from the prior quarter in both net interest income and net interest income (FTE)(+) were driven primarily by higher interest income on loans held for investment (“LHFI”), reflecting loan growth and increased loan accretion income. The aforementioned increases were partially offset by higher deposit interest expense, primarily resulting from increased costs on customer interest-bearing deposits, higher brokered deposit costs, and higher borrowing costs from both short-term and long-term borrowings. Long-term borrowing costs increased primarily due to the overlapping periods in which both the 2029 and 2036 Subordinated Notes were outstanding, as well as the larger principal amount of the 2036 Subordinated Notes.

For the third quarter of 2026, the Company’s net interest margin decreased 7 basis points from the prior quarter to 3.82%. Net interest margin (FTE)(+) decreased 6 basis points from the prior quarter to 3.88%. The decreases were driven primarily by a higher cost of funds which increased 7 basis points to 2.01% compared to the second quarter of 2026, primarily due to increased costs on interest-bearing customer deposits and higher brokered deposit costs. The yield on total earning assets (FTE)(+) was 5.89% for the third quarter of 2026, an increase of 1 basis point from the prior quarter, driven by higher loan balances and loan accretion income.

The Company’s net interest margin (FTE)(+) includes the impact of acquisition accounting fair value adjustments. Net accretion income for the quarter ended September 30, 2026 was $40.9 million, compared to $39.9 million for the quarter ended June 30, 2026. The impact of accretion and amortization for the periods presented is reflected in the following table (dollars in thousands):

Loan

Deposit

Borrowings

Accretion

Accretion

Amortization

Total

For the quarter ended June 30, 2026

$

40,449

$

111

$

(621)

$

39,939

For the quarter ended September 30, 2026

41,298

19

(452)

40,865

ASSET QUALITY

Overview

At September 30, 2026, nonperforming assets (“NPAs”) as a percentage of total LHFI was 0.37%, a decrease of 2 basis points from June 30, 2026 and a decrease of 12 basis points from September 30, 2025, which was primarily driven by lower new nonaccruals in the current quarter. Accruing past due loans as a percentage of total LHFI totaled 0.34% at September 30, 2026, an increase of 6 basis points from June 30, 2026, and an increase of 7 basis points from September 30, 2025. Net charge-offs were 0.03% of total average LHFI (annualized) for the third quarter of 2026, unchanged from the second quarter of 2026, and a decrease of 53 basis points compared to the third quarter of 2025, which was primarily driven by charge-offs of two commercial and industrial loans in the third quarter of 2025. The allowance for credit losses (“ACL”) totaled $334.2 million at September 30, 2026, a $3.3 million increase from the prior quarter.

Nonperforming Assets

The following table shows a summary of NPA balances at the quarters ended (dollars in thousands):

September 30,

June 30,

March 31,

December 31,

September 30,

2026

2026

2026

2025

2025

Nonaccrual loans

$

106,509

$

110,926

$

97,828

$

115,051

$

131,240

Foreclosed properties

1,964

1,756

1,856

1,826

2,001

Total nonperforming assets

$

108,473

$

112,682

$

99,684

$

116,877

$

133,241

The following table shows the activity in nonaccrual loans for the quarters ended (dollars in thousands):

September 30,

June 30,

March 31,

December 31,

September 30,

2026

2026

2026

2025

2025

Beginning Balance

$

110,926

$

97,828

$

115,051

$

131,240

$

162,615

Net customer payments and other activity (1)

(8,683

)

(9,330

)

(33,934

)

(21,667

)

(17,947

)

Additions (1)

6,220

24,283

17,679

7,816

25,333

Charge-offs

(1,746

)

(1,855

)

(909

)

(2,307

)

(37,410

)

Loans returning to accruing status

—

—

—

(31

)

(77

)

Transfers to foreclosed property

(208

)

—

(59

)

—

(1,274

)

Ending Balance

$

106,509

$

110,926

$

97,828

$

115,051

$

131,240

____________________

(1)

Measurement period adjustments related to the fair values of certain Sandy Spring Bancorp, Inc. (“Sandy Spring”) acquired loans impacted the nonaccrual activity for the quarters ended March 31, 2026, December 31, 2025, and September 30, 2025, and were finalized upon conclusion of the measurement period on March 31, 2026.

Past Due Loans

At September 30, 2026, past due loans still accruing interest totaled $98.9 million or 0.34% of total LHFI, compared to $80.4 million or 0.28% of total LHFI at June 30, 2026, and $74.2 million or 0.27% of total LHFI at September 30, 2025. The increase in past due loans from the prior quarter was primarily within commercial real estate – non-owner occupied, commercial and industrial, and commercial real estate – owner occupied loan portfolios.

Allowance for Credit Losses

At September 30, 2026, the ACL was $334.2 million, comprised of an allowance for loan and lease losses (“ALLL”) of $301.4 million and a reserve for unfunded commitments (“RUC”) of $32.8 million. The ACL increased $3.3 million from the prior quarter, primarily reflecting the impact of loan growth during the third quarter of 2026. At September 30, 2026, the ALLL and ACL represented 1.03% and 1.14% of total LHFI, respectively, compared to 1.04% and 1.15% at June 30, 2026. The RUC coverage ratio was 0.11% at September 30, 2026, consistent with the prior quarter.

Net Charge-offs

Net charge-offs were $2.3 million or 0.03% of total average LHFI on an annualized basis for the third quarter of 2026, compared to $2.0 million or 0.03% (annualized) for the second quarter of 2026, and $38.6 million or 0.56% (annualized) for the third quarter of 2025. The decrease in net charge-offs for the third quarter of 2026 compared to the prior year was primarily due to the charge-offs of two commercial and industrial loans that were recorded in the third quarter of 2025 and had been partially reserved for previously.

Provision for Credit Losses

For the third quarter of 2026, the Company recorded a provision for credit losses of $5.7 million, compared to $11.7 million in the prior quarter, and $16.2 million in the third quarter of 2025. The decrease in the provision for credit losses compared to the prior quarter primarily reflected lower reserve requirements associated with a modest decline in the allowance coverage ratio, as well as slower loan growth relative to the second quarter of 2026. The decrease in the provision for credit losses compared to the third quarter of 2025 was primarily attributable to the charge-offs of two commercial and industrial loans that were recorded in the third quarter of 2025 and had been partially reserved for previously.

NONINTEREST INCOME

Noninterest income decreased $35.4 million to $54.8 million for the third quarter of 2026 from $90.2 million in the prior quarter, primarily driven by a $32.3 million pre-tax gain on the sale of the Company’s equity interest in Bearing Insurance Group, LLC (“Bearing Insurance”) recognized during the second quarter of 2026.

Adjusted operating noninterest income(+), which excludes the pre-tax gain on sale of equity interest in Bearing Insurance ($32.3 million in the second quarter of 2026) and the pre-tax gains on sale of securities ($10 thousand in the third quarter of 2026 and $4 thousand in the second quarter of 2026), decreased $3.1 million to $54.8 million, compared to $57.9 million in the prior quarter. This decrease was primarily due to a $2.0 million decline in loan-related interest rate swap fees driven by lower transaction volumes, a $1.1 million decrease in mortgage banking income due to lower mortgage origination volumes and lower gain on sale margins, and a $1.0 million decrease in fiduciary and asset management fees.

NONINTEREST EXPENSE

Noninterest expense increased $5.2 million to $204.3 million for the third quarter of 2026 from $199.1 million in the prior quarter, primarily driven by the $2.7 million pre-tax loss on debt extinguishment recognized in the third quarter of 2026.

Adjusted operating noninterest expense(+), which excludes the pre-tax loss on debt extinguishment ($2.7 million in the third quarter of 2026) and amortization of intangible assets ($14.9 million in the third quarter of 2026 and $15.1 million in the second quarter of 2026), increased $2.7 million to $186.7 million, compared to $184.0 million in the prior quarter. This increase was primarily due to a $2.6 million seasonal increase in marketing and advertising expense, a $1.7 million increase in salaries and benefits expense, primarily due to an increase in variable incentive compensation expense and additional full-time equivalent employees associated with the Company’s North Carolina expansion, and a $1.5 million increase in technology and data processing expense, primarily reflecting ongoing investments in strategic technology initiatives and related software maintenance costs. These increases were partially offset by a $3.4 million decrease in other expenses, primarily driven by gains on the sales of other real estate owned during the third quarter of 2026.

INCOME TAXES

The Company’s effective tax rate was 21.1% for the quarter ended September 30, 2026, compared to 20.8% for the quarter ended September 30, 2025. For the nine months ended September 30, 2026 and September 30, 2025, the effective tax rates were 21.1% and 17.2%, respectively. The increase in the effective tax rate for the nine months ended September 30, 2026 was primarily due to a $7.7 million income tax benefit recognized in the second quarter of 2025 related to the re-evaluation of the Company’s state net deferred tax asset following the Sandy Spring acquisition, as well as an overall increase in the proportion of taxable income to tax-exempt income.

KEY BALANCE SHEET COMPONENTS AND CAPITAL RATIOS

The following tables summarize the Company’s key balance sheet components and capital ratios as of the dates presented (dollars in millions, except per share data):

9/30/2026

6/30/2026

QoQ

QoQ %
change(1)

9/30/2025

YoY

YoY %
change

(unaudited)

(unaudited)

(unaudited)

Assets

$

38,352

$

38,100

$

252

2.62

%

$

37,073

$

1,279

3.45

%

Cash and cash equivalents

701

990

(289)

(115.82)

%

795

(94)

(11.82)

%

LHFI (net of unearned income)

29,297

28,673

624

8.63

%

27,361

1,936

7.08

%

Quarterly Average LHFI (net of unearned income)

28,928

28,244

684

9.61

%

27,386

1,542

5.63

%

Total Securities

4,784

4,942

(158)

(12.68)

%

5,311

(527)

(9.92)

%

Securities available for sale ("AFS")

3,749

3,877

(128)

(13.10)

%

4,268

(519)

(12.16)

%

Securities held to maturity ("HTM")

845

861

(16)

(7.37)

%

884

(39)

(4.41)

%

Restricted Stock, at cost

190

204

(14)

(27.23)

%

159

31

19.50

%

Deposits

30,966

30,468

498

6.48

%

30,665

301

0.98

%

Quarterly Average Deposits

30,508

30,391

117

1.53

%

31,032

(524)

(1.69)

%

Borrowings

1,622

1,881

(259)

(54.63)

%

860

762

88.60

%

Quarterly Average Borrowings

1,717

1,371

346

100.13

%

869

848

97.58

%

Cash dividends paid per common share

$

0.37

$

0.37

$

—

—

%

$

0.34

$

0.03

8.82

%

Dividends on each share of Series A preferred stock (2)

$

171.88

$

171.88

$

—

—

%

$

171.88

$

—

—

%

____________________

(1)

Quarter over quarter percentage changes are calculated on an annualized basis except for dividends, which are presented on a per share basis.

(2)

The preferred stock dividend was equivalent to $0.43 per outstanding depositary share for each period presented.

9/30/2026

6/30/2026

9/30/2025

Common equity Tier 1 capital ratio (3)

10.39

%

10.41

%

9.92

%

Tier 1 capital ratio (3)

10.91

%

10.94

%

10.46

%

Total capital ratio (3)

14.55

%

14.15

%

13.81

%

Leverage ratio (Tier 1 capital to average assets) (3)

9.59

%

9.62

%

8.92

%

Common equity to total assets

12.74

%

13.09

%

12.81

%

Tangible common equity to tangible assets (+)

7.87

%

8.17

%

7.69

%

____________________

(3)

All ratios at September 30, 2026 are estimates and subject to change pending the Company’s filing of its FR Y-9C. All other periods are presented as filed.

The key drivers of the consolidated balance sheet changes for the periods presented are summarized below:

  • Total assets increased from the prior quarter primarily due to increases in LHFI, partially offset by a decrease in cash and cash equivalents. Total assets increased from the same period in the prior year primarily due to an increase in LHFI, partially offset by a decrease in total securities.
  • LHFI and quarterly average LHFI increased compared to both June 30, 2026 and September 30, 2025. The increase in LHFI from the prior quarter was primarily due to higher balances in the commercial and industrial, other commercial, and construction and land development loan portfolios. The increase in LHFI from the same period in the prior year was primarily due to increases in commercial and industrial, commercial real estate – non-owner occupied, and other commercial portfolios.
  • Total securities decreased from June 30, 2026, primarily reflecting the impact of higher market interest rates on the fair value of AFS securities, with the related unrealized losses reflected in accumulated other comprehensive income (“AOCI”). Total securities decreased from September 30, 2025 primarily due to principal repayments of AFS mortgage-backed securities and the impact of higher market interest rates on the fair value of AFS securities.
  • Common equity to total assets and tangible common equity to tangible assets decreased from June 30, 2026, as the negative impact of changes in AOCI associated with higher market interest rates and lower fair values of AFS securities more than offset capital generated through earnings during the quarter.
  • Total deposits and quarterly average deposits increased from the prior quarter due to increases in brokered and demand deposits, partially offset by a decrease in interest-bearing customer deposits. Compared to the same period in the prior year, total deposits increased due to higher interest-bearing deposits, partially offset by lower demand deposits.
  • Total borrowings decreased from June 30, 2026 and increased from September 30, 2025. The decrease from the prior quarter was primarily due to decreases in Federal Home Loan Bank (“FHLB”) advances, partially offset by an increase in long-term borrowings due to the net impact of the 2036 Subordinated Notes issuance and 2029 Subordinated Notes redemption. The increase from the same period in the prior year was primarily due to increases in FHLB advances and an increase in long-term borrowings due to the Subordinated Notes activity noted above.
  • Since the inception of the Repurchase Program authorized on May 5, 2026, the Company has repurchased approximately 1.8 million shares for $72.5 million at an average price of $40.84 per share. As of September 30, 2026, approximately $177.5 million remained available under the Repurchase Program for future share repurchases.

(+)

These are financial measures not calculated in accordance with generally accepted accounting principles (“GAAP”). For a reconciliation of these non-GAAP financial measures see the “Alternative Performance Measures (non-GAAP)” section of the Key Financial Results.

ABOUT ATLANTIC UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Atlantic Union Bankshares Corporation (NYSE: AUB) is the holding company for Atlantic Union Bank. Atlantic Union Bank has branches and ATMs located in Virginia, Maryland, North Carolina and Washington, D.C. Certain non-bank financial services affiliates of Atlantic Union Bank include: Atlantic Union Equipment Finance, Inc., which provides equipment financing; AUB Investments, Inc., which provides investment services; and Atlantic Union Capital Markets, Inc., which provides capital market services.

THIRD QUARTER 2026 EARNINGS RELEASE CONFERENCE CALL

The Company will hold a conference call and webcast for investors at 9:00 a.m. Eastern Time on Tuesday, October 20, 2026, during which management will review our financial results for the third quarter of 2026 and provide an update on our recent activities.

The listen-only webcast and the accompanying slides can be accessed at: https://edge.media-server.com/mmc/p/gb9rrzsf.

For analysts who wish to participate in the conference call, please register at the following URL: https://register-conf.media-server.com/register/BI45511d3d3f0e45e98658c057c5f2478a.

To participate in the conference call, you must use the link to receive an audio dial-in number and an Access PIN.

A replay of the webcast, and the accompanying slides, will be available on the Company’s website for 90 days at: https://investors.atlanticunionbank.com/.

NON-GAAP FINANCIAL MEASURES

In reporting the results as of and for the period ended September 30, 2026, we have provided supplemental performance measures determined by methods other than in accordance with GAAP. These non-GAAP financial measures are a supplement to GAAP, which we use to prepare our financial statements, and should not be considered in isolation or as a substitute for comparable measures calculated in accordance with GAAP. In addition, our non-GAAP financial measures may not be comparable to non-GAAP financial measures of other companies. We use the non-GAAP financial measures discussed herein in our analysis of our performance. Management believes that these non-GAAP financial measures provide additional understanding of our ongoing operations, enhance the comparability of our results of operations with prior periods and show the effects of significant gains and charges in the periods presented without the impact of items or events that may obscure trends in our underlying performance. Non-GAAP financial measures may be identified with the symbol (+) and may be labeled as adjusted. For a reconciliation of these measures to their most directly comparable GAAP measures and additional information about these non-GAAP financial measures, see “Alternative Performance Measures (non-GAAP)” in the tables within the section “Key Financial Results.”

FORWARD-LOOKING STATEMENTS

This press release and statements by our management may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include, without limitation, statements made in Mr. Asbury’s quotations; statements regarding our strategic expansion into North Carolina, including our expectations regarding new branch openings; statements regarding our investments in strategic technology initiatives; statements regarding our business, financial and operating results, including our deposit base and funding; the impact of changes in economic conditions, the interest rate environment, economic, fiscal or trade policy and the potential related impacts on our business and loan demand; management’s beliefs regarding our liquidity, capital resources, asset quality, CRE loan portfolio and our customer relationships; and statements that include other projections, predictions, expectations, or beliefs about future events or results or otherwise are not statements of historical fact. Such forward-looking statements are based on certain assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties, and other factors, some of which cannot be predicted or quantified, that may cause actual results, performance, or achievements to be materially different from those expressed or implied by such forward-looking statements. Forward-looking statements are often characterized by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “seek to,” “potential,” “continue,” “confidence,” or words of similar meaning or other statements concerning opinions or judgment of the Company and our management about future events. Although we believe that our expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of our existing knowledge of our business and operations, there can be no assurance that actual future results, performance, or achievements of, or trends affecting, us will not differ materially from any projected future results, performance, achievements or trends expressed or implied by such forward-looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the effects of or changes in:

  • market interest rates and their related impacts on macroeconomic conditions, customer and client behavior, our funding costs and our loan and securities portfolios;
  • economic conditions, including inflation and recessionary conditions and their related impacts on economic growth and customer and client behavior;
  • U.S. and global trade policies and tensions, including changes in, or the imposition of, tariffs and/or trade barriers and the economic impacts, volatility and uncertainty resulting therefrom, and geopolitical instability;
  • volatility in the financial services sector, including failures or rumors of failures of other depository institutions, along with actions taken by governmental agencies to address such turmoil, and the effects on the ability of depository institutions, including us, to attract and retain depositors and to borrow or raise capital;
  • legislative or regulatory changes and requirements, including changes in federal, state or local tax laws and changes impacting the rulemaking, supervision, examination and enforcement priorities of the federal banking agencies;
  • the sufficiency of liquidity and changes in our capital position;
  • general economic and financial market conditions, in the United States generally and particularly in the markets in which we operate and which our loans are concentrated, including the effects of declines in real estate values, an increase in unemployment levels, U.S. fiscal debt, budget, and tax matters, U.S. government shutdowns, and slowdowns in economic growth;
  • the possibility that the anticipated benefits of our acquisition activity, including anticipated cost savings and strategic gains, are not realized when expected or at all, including as a result of the strength of the economy, competitive factors in the areas where we do business, or as a result of other unexpected factors or events;
  • potential adverse reactions or changes to business or employee relationships;
  • our ability to identify, recruit and retain key employees;
  • monetary, fiscal and regulatory policies of the U.S. government, including policies of the U.S. Department of the Treasury and the Federal Reserve;
  • the quality or composition of our loan or investment portfolios and changes in these portfolios;
  • demand for loan products and financial services in our market areas;
  • our ability to manage our growth or implement our growth strategy;
  • the effectiveness of expense reduction plans;
  • the introduction of new lines of business or new products and services;
  • real estate values in our lending area;
  • changes in accounting principles, standards, rules, and interpretations, and the related impact on our financial statements;
  • an insufficient ACL or volatility in the ACL resulting from the Current Expected Credit Losses (“CECL”) methodology, either alone or as that may be affected by changing economic conditions, credit concentrations, inflation, changing interest rates, or other factors;
  • concentrations of loans secured by real estate, particularly CRE;
  • the effectiveness of our credit processes and management of our credit risk;
  • our ability to compete in the market for financial services and increased competition from fintech companies;
  • technological risks and developments, and cyber threats, attacks, or events;
  • emerging issues related to the development and use of artificial intelligence that could give rise to legal or regulatory action or increase the risk of a cybersecurity attack or the probability that such an attack would be successful;
  • operational, technological, cultural, regulatory, legal, credit, and other risks associated with the exploration, consummation and integration of potential future acquisitions, whether involving stock or cash consideration;
  • the potential adverse effects of unusual and infrequently occurring events, such as weather-related disasters, terrorist acts, geopolitical conflicts or public health events (such as pandemics), and of governmental and societal responses thereto; these potential adverse effects may include, without limitation, adverse effects on macroeconomic conditions, the ability of our borrowers to satisfy their obligations to us, on the value of collateral securing loans, on the demand for our loans or our other products and services, on supply chains and methods used to distribute products and services, on incidents of cyberattack and fraud, on our liquidity or capital positions, on risks posed by reliance on third-party service providers, on other aspects of our business operations and on financial markets and economic growth;
  • performance by our counterparties or vendors;
  • deposit flows;
  • the availability of financing and the terms thereof;
  • the level of prepayments on loans and mortgage-backed securities;
  • actual or potential claims, damages, and fines related to litigation or government actions, which may result in, among other things, additional costs, fines, penalties, restrictions on our business activities, reputational harm, or other adverse consequences;
  • any event or development that would cause us to conclude that there was an impairment of any asset, including intangible assets, such as goodwill; and
  • other factors, many of which are beyond our control.

Please also refer to such other factors as discussed throughout Part I, Item 1A. “Risk Factors” and Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10‑K for the year ended December 31, 2025, and related disclosures in other filings, which have been filed with the U.S. Securities and Exchange Commission (“SEC”) and are available on the SEC’s website at www.sec.gov. All risk factors and uncertainties described herein and therein should be considered in evaluating forward-looking statements, and all the forward-looking statements are expressly qualified by the cautionary statements contained or referred to herein and therein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on the Company or our businesses or operations. Readers are cautioned not to rely too heavily on forward-looking statements. Forward-looking statements speak only as of the date they are made. We do not intend or assume any obligation to update, revise or clarify any forward-looking statements that may be made from time to time by or on behalf of the Company, whether as a result of new information, future events or otherwise, except as required by law.

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS (UNAUDITED)

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Nine Months Ended

9/30/26

6/30/26

9/30/25

9/30/26

9/30/25

Results of Operations

Interest and dividend income

$

501,133

$

486,828

$

503,437

$

1,459,695

$

1,319,645

Interest expense

172,711

161,710

184,227

493,782

494,900

Net interest income

328,422

325,118

319,210

965,913

824,745

Provision for credit losses

5,731

11,737

16,233

20,205

139,578

Net interest income after provision for credit losses

322,691

313,381

302,977

945,708

685,167

Noninterest income

54,792

90,248

51,751

199,823

162,436

Noninterest expense

204,333

199,136

238,446

613,279

652,327

Income before income taxes

173,150

204,493

116,282

532,252

195,276

Income tax expense (benefit)

36,518

43,480

24,142

112,441

33,527

Net income

136,632

161,013

92,140

419,811

161,749

Dividends on preferred stock

2,967

2,967

2,967

8,901

8,901

Net income available to common shareholders

$

133,665

$

158,046

$

89,173

$

410,910

$

152,848

Interest earned on earning assets (FTE) (1)

$

505,826

$

491,389

$

507,856

$

1,473,501

$

1,332,184

Net interest income (FTE) (1)

333,115

329,679

323,629

979,719

837,284

Total revenue (FTE) (1)

387,907

419,927

375,380

1,179,542

999,720

Pre-tax pre-provision earnings (FTE) (1)

183,574

220,791

136,934

566,263

347,393

Key Ratios

Earnings per common share, diluted

$

0.94

$

1.11

$

0.63

$

2.89

$

1.22

Return on average assets (ROA)

1.43

%

1.73

%

0.98

%

1.49

%

0.65

%

Return on average equity (ROE)

10.54

%

12.60

%

7.51

%

10.98

%

5.06

%

Return on average tangible common equity (ROTCE) (2)(3)

19.59

%

23.42

%

15.51

%

20.56

%

10.81

%

Efficiency ratio

53.32

%

47.94

%

64.28

%

52.61

%

66.08

%

Efficiency ratio (FTE) (1)

52.68

%

47.42

%

63.52

%

51.99

%

65.25

%

Net interest margin

3.82

%

3.89

%

3.77

%

3.84

%

3.68

%

Net interest margin (FTE) (1)

3.88

%

3.94

%

3.83

%

3.89

%

3.73

%

Yields on earning assets (FTE) (1)

5.89

%

5.88

%

6.00

%

5.85

%

5.94

%

Average cost of interest-bearing liabilities

2.68

%

2.59

%

2.93

%

2.62

%

2.96

%

Average cost of deposits

2.00

%

1.93

%

2.18

%

1.94

%

2.22

%

Average cost of funds

2.01

%

1.94

%

2.17

%

1.96

%

2.21

%

Operating Measures (4)

Adjusted operating earnings

$

138,601

$

136,987

$

122,693

$

404,709

$

315,343

Adjusted operating earnings available to common shareholders

135,634

134,020

119,726

395,808

306,442

Adjusted operating pre-tax pre-provision earnings (FTE) (1) (7)

186,218

188,437

176,547

545,585

440,913

Adjusted operating earnings per common share, diluted

$

0.96

$

0.94

$

0.84

$

2.79

$

2.46

Adjusted operating ROA

1.45

%

1.47

%

1.30

%

1.44

%

1.26

%

Adjusted operating ROE

10.69

%

10.72

%

10.00

%

10.58

%

9.86

%

Adjusted operating ROTCE (2)(3)

19.85

%

20.11

%

20.09

%

19.86

%

19.73

%

Adjusted operating efficiency ratio (FTE) (1)(6)

48.14

%

47.47

%

48.79

%

48.47

%

50.45

%

Per Share Data

Earnings per common share, basic

$

0.95

$

1.11

$

0.63

$

2.90

$

1.23

Earnings per common share, diluted

0.94

1.11

0.63

2.89

1.22

Cash dividends paid per common share

0.37

0.37

0.34

1.11

1.02

Market value per share

37.95

42.31

35.29

37.95

35.29

Book value per common share

34.78

35.14

33.52

34.78

33.52

Tangible book value per common share (2)

20.36

20.77

18.99

20.36

18.99

Price to earnings ratio, diluted

10.14

9.50

14.16

9.81

21.55

Price to book value per common share ratio

1.09

1.20

1.05

1.09

1.05

Price to tangible book value per common share ratio (2)

1.86

2.04

1.86

1.86

1.86

Unvested shares of restricted stock awards

462,710

481,488

885,686

462,710

885,686

Weighted average common shares outstanding, basic

141,293,231

142,099,251

141,728,909

141,762,468

124,402,891

Weighted average common shares outstanding, diluted

141,641,618

142,320,806

141,986,217

142,078,792

124,794,832

Common shares outstanding at end of period

140,445,286

141,924,165

141,732,071

140,445,286

141,732,071

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS (UNAUDITED)

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Nine Months Ended

9/30/26

6/30/26

9/30/25

9/30/26

9/30/25

Capital Ratios

Common equity Tier 1 capital ratio (5)

10.39

%

10.41

%

9.92

%

10.39

%

9.92

%

Tier 1 capital ratio (5)

10.91

%

10.94

%

10.46

%

10.91

%

10.46

%

Total capital ratio (5)

14.55

%

14.15

%

13.81

%

14.55

%

13.81

%

Leverage ratio (Tier 1 capital to average assets) (5)

9.59

%

9.62

%

8.92

%

9.59

%

8.92

%

Common equity to total assets

12.74

%

13.09

%

12.81

%

12.74

%

12.81

%

Tangible common equity to tangible assets (2)

7.87

%

8.17

%

7.69

%

7.87

%

7.69

%

Financial Condition

Assets

$

38,351,665

$

38,099,868

$

37,072,733

$

38,351,665

$

37,072,733

LHFI (net of unearned income)

29,296,616

28,673,271

27,361,173

29,296,616

27,361,173

Securities

4,784,392

4,941,974

5,310,629

4,784,392

5,310,629

Earning Assets

34,350,279

34,110,112

33,151,873

34,350,279

33,151,873

Goodwill

1,754,875

1,754,875

1,726,386

1,754,875

1,726,386

Amortizable intangibles, net

270,016

284,962

333,236

270,016

333,236

Deposits

30,965,529

30,468,257

30,665,324

30,965,529

30,665,324

Borrowings

1,622,403

1,881,340

860,312

1,622,403

860,312

Stockholders' equity

5,050,604

5,153,414

4,917,058

5,050,604

4,917,058

Tangible common equity (2)

2,859,356

2,947,220

2,691,079

2,859,356

2,691,079

Loans held for investment, net of unearned income

Construction and land development

$

2,025,385

$

1,859,217

$

2,163,182

$

2,025,385

$

2,163,182

Commercial real estate - owner occupied

4,356,099

4,308,292

4,335,919

4,356,099

4,335,919

Commercial real estate - non-owner occupied

7,275,895

7,303,555

6,805,302

7,275,895

6,805,302

Multifamily real estate

2,382,541

2,429,355

2,196,467

2,382,541

2,196,467

Commercial & Industrial

5,850,846

5,628,880

4,956,770

5,850,846

4,956,770

Residential 1-4 Family - Commercial

984,149

1,008,438

1,105,067

984,149

1,105,067

Residential 1-4 Family - Consumer

2,991,674

2,930,665

2,799,669

2,991,674

2,799,669

Residential 1-4 Family - Revolving

1,346,890

1,312,531

1,186,298

1,346,890

1,186,298

Auto

110,418

131,477

211,900

110,418

211,900

Consumer

107,158

110,909

121,620

107,158

121,620

Other Commercial

1,865,561

1,649,952

1,478,979

1,865,561

1,478,979

Total LHFI

$

29,296,616

$

28,673,271

$

27,361,173

$

29,296,616

$

27,361,173

Deposits

Interest checking accounts

$

7,844,500

$

7,812,504

$

6,916,702

$

7,844,500

$

6,916,702

Money market accounts

6,556,864

6,821,997

6,932,836

6,556,864

6,932,836

Savings accounts

2,723,123

2,567,073

2,882,897

2,723,123

2,882,897

Customer time deposits of more than $250,000

1,869,330

1,876,425

1,773,710

1,869,330

1,773,710

Customer time deposits of $250,000 or less

4,124,050

4,104,769

4,007,070

4,124,050

4,007,070

Time deposits

5,993,380

5,981,194

5,780,780

5,993,380

5,780,780

Total interest-bearing customer deposits

23,117,867

23,182,768

22,513,215

23,117,867

22,513,215

Brokered deposits

1,085,988

557,751

1,047,467

1,085,988

1,047,467

Total interest-bearing deposits

$

24,203,855

$

23,740,519

$

23,560,682

$

24,203,855

$

23,560,682

Demand deposits

6,761,674

6,727,738

7,104,642

6,761,674

7,104,642

Total deposits

$

30,965,529

$

30,468,257

$

30,665,324

$

30,965,529

$

30,665,324

Averages

Assets

$

37,975,963

$

37,433,973

$

37,377,383

$

37,557,572

$

33,378,378

LHFI (net of unearned income)

28,927,866

28,243,611

27,386,338

28,337,859

24,336,012

Loans held for sale

22,140

23,303

27,185

20,572

604,483

Securities

4,895,169

4,976,527

4,955,297

5,025,255

4,360,629

Earning assets

34,091,046

33,544,840

33,563,417

33,673,838

29,973,209

Deposits

30,507,775

30,390,719

31,031,655

30,370,700

27,619,076

Time deposits

6,422,120

6,086,936

6,283,031

6,184,345

5,856,307

Interest-bearing deposits

23,885,413

23,654,149

24,071,758

23,666,300

21,457,491

Borrowings

1,717,294

1,371,046

868,783

1,488,581

910,077

Interest-bearing liabilities

25,602,707

25,025,195

24,940,541

25,154,881

22,367,568

Stockholders' equity

5,144,943

5,125,495

4,866,989

5,113,117

4,276,987

Tangible common equity (2)

2,946,399

2,911,942

2,647,488

2,906,612

2,301,146

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS (UNAUDITED)

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Nine Months Ended

9/30/26

6/30/26

9/30/25

9/30/26

9/30/25

Asset Quality

Allowance for Credit Losses (ACL)(8)

Beginning balance, Allowance for loan and lease losses (ALLL)

$

298,756

$

291,100

$

315,574

$

295,108

$

178,644

Add: Recoveries

2,276

1,327

1,847

4,911

4,368

Less: Charge-offs

4,547

3,313

40,440

10,761

45,905

Add: Initial Allowance - Purchased Credit Deteriorated (PCD) loans

—

—

—

—

28,265

Add: Initial Provision - Non-PCD loans

—

—

—

—

89,538

Add: Provision for loan losses

4,947

9,642

16,054

12,174

38,125

Ending balance, ALLL

$

301,432

$

298,756

$

293,035

$

301,432

$

293,035

Beginning balance, Reserve for unfunded commitments (RUC)

$

32,227

$

30,828

$

26,778

$

26,161

$

15,041

Add: Initial Provision - RUC acquired loans

—

—

—

—

11,425

Add: Provision for unfunded commitments

587

1,399

173

6,653

485

Ending balance, RUC

$

32,814

$

32,227

$

26,951

$

32,814

$

26,951

Total ACL

$

334,246

$

330,983

$

319,986

$

334,246

$

319,986

ACL / total LHFI

1.14

%

1.15

%

1.17

%

1.14

%

1.17

%

ALLL / total LHFI

1.03

%

1.04

%

1.07

%

1.03

%

1.07

%

Net charge-offs / total average LHFI (annualized)

0.03

%

0.03

%

0.56

%

0.03

%

0.23

%

Provision for loan losses/ total average LHFI (annualized)

0.07

%

0.14

%

0.23

%

0.06

%

0.70

%

Nonperforming Assets

Construction and land development

$

4,071

$

4,441

$

61,436

$

4,071

$

61,436

Commercial real estate - owner occupied

5,594

7,130

6,467

5,594

6,467

Commercial real estate - non-owner occupied

13,801

12,478

13,125

13,801

13,125

Multifamily real estate

20,529

23,399

1,583

20,529

1,583

Commercial & Industrial

30,397

31,423

9,193

30,397

9,193

Residential 1-4 Family - Commercial

1,778

2,115

6,615

1,778

6,615

Residential 1-4 Family - Consumer

24,169

24,117

23,623

24,169

23,623

Residential 1-4 Family - Revolving

4,379

4,983

5,444

4,379

5,444

Auto

297

374

556

297

556

Consumer

3

16

37

3

37

Other Commercial

1,491

450

3,161

1,491

3,161

Nonaccrual loans

$

106,509

$

110,926

$

131,240

$

106,509

$

131,240

Foreclosed property

1,964

1,756

2,001

1,964

2,001

Total nonperforming assets (NPAs)

$

108,473

$

112,682

$

133,241

$

108,473

$

133,241

Construction and land development

$

2,353

$

331

$

1,856

$

2,353

$

1,856

Commercial real estate - owner occupied

4,558

7,503

2,790

4,558

2,790

Commercial real estate - non-owner occupied

1,735

7,597

2,283

1,735

2,283

Multifamily real estate

3,541

3,541

2,088

3,541

2,088

Commercial & Industrial

1,904

2,250

1,005

1,904

1,005

Residential 1-4 Family - Commercial

557

362

2,570

557

2,570

Residential 1-4 Family - Consumer

7,549

5,954

2,955

7,549

2,955

Residential 1-4 Family - Revolving

5,170

4,319

1,816

5,170

1,816

Auto

317

219

348

317

348

Consumer

327

33

311

327

311

Other Commercial

4,141

1,616

—

4,141

—

LHFI ≥ 90 days and still accruing

$

32,152

$

33,725

$

18,022

$

32,152

$

18,022

Total NPAs and LHFI ≥ 90 days

$

140,625

$

146,407

$

151,263

$

140,625

$

151,263

NPAs / total LHFI

0.37

%

0.39

%

0.49

%

0.37

%

0.49

%

NPAs / total assets

0.28

%

0.30

%

0.36

%

0.28

%

0.36

%

ALLL / nonaccrual loans

283.01

%

269.33

%

223.28

%

283.01

%

223.28

%

ALLL/ nonperforming assets

277.89

%

265.13

%

219.93

%

277.89

%

219.93

%

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS (UNAUDITED)

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Nine Months Ended

9/30/26

6/30/26

9/30/25

9/30/26

9/30/25

Past Due Detail

Construction and land development

$

474

$

593

$

1,387

$

474

$

1,387

Commercial real estate - owner occupied

13,431

9,636

5,346

13,431

5,346

Commercial real estate - non-owner occupied

8,729

474

4,295

8,729

4,295

Multifamily real estate

249

1,325

3,113

249

3,113

Commercial & Industrial

3,085

2,512

4,902

3,085

4,902

Residential 1-4 Family - Commercial

1,909

2,140

2,843

1,909

2,843

Residential 1-4 Family - Consumer

2,359

1,557

1,871

2,359

1,871

Residential 1-4 Family - Revolving

3,929

4,297

3,074

3,929

3,074

Auto

1,797

1,853

2,744

1,797

2,744

Consumer

226

310

329

226

329

Other Commercial

766

2,516

—

766

—

LHFI 30-59 days past due

$

36,954

$

27,213

$

29,904

$

36,954

$

29,904

Construction and land development

$

850

$

2,210

$

5,784

$

850

$

5,784

Commercial real estate - owner occupied

6,128

2,112

2,217

6,128

2,217

Commercial real estate - non-owner occupied

4,382

871

—

4,382

—

Multifamily real estate

—

732

2,553

—

2,553

Commercial & Industrial

6,523

1,830

8,397

6,523

8,397

Residential 1-4 Family - Commercial

558

1,111

803

558

803

Residential 1-4 Family - Consumer

6,101

6,985

3,320

6,101

3,320

Residential 1-4 Family - Revolving

2,090

1,732

2,162

2,090

2,162

Auto

635

465

867

635

867

Consumer

744

320

179

744

179

Other Commercial

1,826

1,051

—

1,826

—

LHFI 60-89 days past due

$

29,837

$

19,419

$

26,282

$

29,837

$

26,282

Past Due and still accruing

$

98,943

$

80,357

$

74,208

$

98,943

$

74,208

Past Due and still accruing / total LHFI

0.34

%

0.28

%

0.27

%

0.34

%

0.27

%

Alternative Performance Measures (non-GAAP)

Net interest income (FTE) (1)

Net interest income (GAAP)

$

328,422

$

325,118

$

319,210

$

965,913

$

824,745

FTE adjustment

4,693

4,561

4,419

13,806

12,539

Net interest income (FTE) (non-GAAP)

$

333,115

$

329,679

$

323,629

$

979,719

$

837,284

Noninterest income (GAAP)

54,792

90,248

51,751

199,823

162,436

Total revenue (FTE) (non-GAAP)

$

387,907

$

419,927

$

375,380

$

1,179,542

$

999,720

Less: Noninterest expense (GAAP)

204,333

199,136

238,446

613,279

652,327

Pre-tax pre-provision earnings (FTE) (non-GAAP)

$

183,574

$

220,791

$

136,934

$

566,263

$

347,393

Average earning assets

$

34,091,046

$

33,544,840

$

33,563,417

$

33,673,838

$

29,973,209

Net interest margin

3.82

%

3.89

%

3.77

%

3.84

%

3.68

%

Net interest margin (FTE)

3.88

%

3.94

%

3.83

%

3.89

%

3.73

%

Tangible Assets (2)

Ending assets (GAAP)

$

38,351,665

$

38,099,868

$

37,072,733

$

38,351,665

$

37,072,733

Less: Ending goodwill

1,754,875

1,754,875

1,726,386

1,754,875

1,726,386

Less: Ending amortizable intangibles

270,016

284,962

333,236

270,016

333,236

Ending tangible assets (non-GAAP)

$

36,326,774

$

36,060,031

$

35,013,111

$

36,326,774

$

35,013,111

Tangible Common Equity (2)

Ending equity (GAAP)

$

5,050,604

$

5,153,414

$

4,917,058

$

5,050,604

$

4,917,058

Less: Ending goodwill

1,754,875

1,754,875

1,726,386

1,754,875

1,726,386

Less: Ending amortizable intangibles

270,016

284,962

333,236

270,016

333,236

Less: Perpetual preferred stock

166,357

166,357

166,357

166,357

166,357

Ending tangible common equity (non-GAAP)

$

2,859,356

$

2,947,220

$

2,691,079

$

2,859,356

$

2,691,079

Average equity (GAAP)

$

5,144,943

$

5,125,495

$

4,866,989

$

5,113,117

$

4,276,987

Less: Average goodwill

1,754,875

1,754,875

1,711,081

1,747,837

1,547,051

Less: Average amortizable intangibles

277,313

292,322

342,064

292,312

262,434

Less: Average perpetual preferred stock

166,356

166,356

166,356

166,356

166,356

Average tangible common equity (non-GAAP)

$

2,946,399

$

2,911,942

$

2,647,488

$

2,906,612

$

2,301,146

ROTCE (2)(3)

Net income available to common shareholders (GAAP)

$

133,665

$

158,046

$

89,173

$

410,910

$

152,848

Plus: Amortization of intangibles, tax effected

11,807

11,957

14,335

35,967

33,161

Net income available to common shareholders before amortization of intangibles (non-GAAP)

$

145,472

$

170,003

$

103,508

$

446,877

$

186,009

Return on average tangible common equity (ROTCE)

19.59

%

23.42

%

15.51

%

20.56

%

10.81

%

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS (UNAUDITED)

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Nine Months Ended

9/30/26

6/30/26

9/30/25

9/30/26

9/30/25

Operating Measures (4)

Net income (GAAP)

$

136,632

$

161,013

$

92,140

$

419,811

$

161,749

Plus: Merger-related costs, net of tax

—

—

26,856

6,956

94,847

Plus: CECL Day 1 non-PCD loans and RUC provision expense, net of tax

—

—

—

—

77,742

Plus: Loss on debt extinguishment, net of tax

1,977

—

—

1,977

—

Less: Gain (loss) on sale of securities, net of tax

8

3

3

12

(64

)

Less: (Loss) gain on CRE loan sale, net of tax

—

—

(3,700

)

—

8,405

Less: Gain on sale of equity interest in Cary Street Partners ("CSP"), net of tax

—

—

—

—

10,654

Less: Gain on sale of equity interest in Bearing Insurance, net of tax

—

24,023

—

24,023

—

Adjusted operating earnings (non-GAAP)

138,601

136,987

122,693

404,709

315,343

Less: Dividends on preferred stock

2,967

2,967

2,967

8,901

8,901

Adjusted operating earnings available to common shareholders (non-GAAP)

$

135,634

$

134,020

$

119,726

$

395,808

$

306,442

Operating Efficiency Ratio (1)(6)

Noninterest expense (GAAP)

$

204,333

$

199,136

$

238,446

$

613,279

$

652,327

Less: Loss on debt extinguishment

2,654

—

—

2,654

—

Less: Amortization of intangible assets

14,946

15,136

18,145

45,528

41,976

Less: Merger-related costs

—

—

34,812

9,034

118,652

Adjusted operating noninterest expense (non-GAAP)

$

186,733

$

184,000

$

185,489

$

556,063

$

491,699

Noninterest income (GAAP)

$

54,792

$

90,248

$

51,751

$

199,823

$

162,436

Less: Gain (loss) on sale of securities

10

4

4

16

(83

)

Less: (Loss) gain on CRE loan sale

—

—

(4,805

)

—

10,915

Less: Gain on sale of equity interest in CSP

—

—

—

—

14,300

Less: Gain on sale of equity interest in Bearing Insurance

—

32,350

—

32,350

—

Adjusted operating noninterest income (non-GAAP)

$

54,782

$

57,894

$

56,552

$

167,457

$

137,304

Net interest income (FTE) (non-GAAP) (1)

$

333,115

$

329,679

$

323,629

$

979,719

$

837,284

Adjusted operating noninterest income (non-GAAP)

54,782

57,894

56,552

167,457

137,304

Total adjusted revenue (FTE) (non-GAAP) (1)

$

387,897

$

387,573

$

380,181

$

1,147,176

$

974,588

Efficiency ratio

53.32

%

47.94

%

64.28

%

52.61

%

66.08

%

Efficiency ratio (FTE) (1)

52.68

%

47.42

%

63.52

%

51.99

%

65.25

%

Adjusted operating efficiency ratio (FTE) (1)(6)

48.14

%

47.47

%

48.79

%

48.47

%

50.45

%

Operating ROA & ROE (4)

Adjusted operating earnings (non-GAAP)

$

138,601

$

136,987

$

122,693

$

404,709

$

315,343

Average assets (GAAP)

$

37,975,963

$

37,433,973

$

37,377,383

$

37,557,572

$

33,378,378

Return on average assets (ROA) (GAAP)

1.43

%

1.73

%

0.98

%

1.49

%

0.65

%

Adjusted operating return on average assets (ROA) (non-GAAP)

1.45

%

1.47

%

1.30

%

1.44

%

1.26

%

Average equity (GAAP)

$

5,144,943

$

5,125,495

$

4,866,989

$

5,113,117

$

4,276,987

Return on average equity (ROE) (GAAP)

10.54

%

12.60

%

7.51

%

10.98

%

5.06

%

Adjusted operating return on average equity (ROE) (non-GAAP)

10.69

%

10.72

%

10.00

%

10.58

%

9.86

%

Operating ROTCE (2)(3)(4)

Adjusted operating earnings available to common shareholders (non-GAAP)

$

135,634

$

134,020

$

119,726

$

395,808

$

306,442

Plus: Amortization of intangibles, tax effected

11,807

11,957

14,335

35,967

33,161

Adjusted operating earnings available to common shareholders before amortization of intangibles (non-GAAP)

$

147,441

$

145,977

$

134,061

$

431,775

$

339,603

Average tangible common equity (non-GAAP)

$

2,946,399

$

2,911,942

$

2,647,488

$

2,906,612

$

2,301,146

Adjusted operating return on average tangible common equity (non-GAAP)

19.85

%

20.11

%

20.09

%

19.86

%

19.73

%

Operating pre-tax pre-provision earnings (FTE) (7)

Net income (GAAP)

$

136,632

$

161,013

$

92,140

$

419,811

$

161,749

Plus: Provision for credit losses

5,731

11,737

16,233

20,205

139,578

Plus: Income tax expense

36,518

43,480

24,142

112,441

33,527

Plus: Merger-related costs

—

—

34,812

9,034

118,652

Plus: FTE adjustment

4,693

4,561

4,419

13,806

12,539

Plus: Loss on debt extinguishment

2,654

—

—

2,654

—

Less: Gain (loss) on sale of securities

10

4

4

16

(83

)

Less: (Loss) gain on CRE loan sale

—

—

(4,805

)

—

10,915

Less: Gain on sale of equity interest in CSP

—

—

—

—

14,300

Less: Gain on sale of equity interest in Bearing Insurance

—

32,350

—

32,350

—

Adjusted operating pre-tax pre-provision earnings (FTE) (non-GAAP)

$

186,218

$

188,437

$

176,547

$

545,585

$

440,913

Less: Dividends on preferred stock

2,967

2,967

2,967

8,901

8,901

Adjusted operating pre-tax pre-provision earnings available to common shareholders (FTE) (non-GAAP)

$

183,251

$

185,470

$

173,580

$

536,684

$

432,012

Weighted average common shares outstanding, diluted

141,641,618

142,320,806

141,986,217

142,078,792

124,794,832

Adjusted operating pre-tax pre-provision earnings per common share, diluted (FTE)

$

1.29

$

1.30

$

1.22

$

3.78

$

3.46

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS (UNAUDITED)

(Dollars in thousands, except share data)

As of & For Three Months Ended

As of & For Nine Months Ended

9/30/26

6/30/26

9/30/25

9/30/26

9/30/25

Mortgage Origination Held for Sale Volume

Refinance Volume

$

14,466

$

12,226

$

11,296

$

52,067

$

36,457

Purchase Volume

82,574

98,624

97,729

241,741

262,654

Total Mortgage loan originations held for sale

$

97,040

$

110,850

$

109,025

$

293,808

$

299,111

% of originations held for sale that are refinances

14.9

%

11.0

%

10.4

%

17.7

%

12.2

%

Wealth

Assets under management

$

16,578,808

$

16,522,020

$

14,819,080

$

16,578,808

$

14,819,080

Other Data

End of period full-time equivalent employees

3,111

3,073

3,100

3,111

3,100

____________________

(1)

These are non-GAAP financial measures. The Company believes net interest income (FTE), total revenue (FTE), and total adjusted revenue (FTE), which are used in computing net interest margin (FTE), efficiency ratio (FTE) and adjusted operating efficiency ratio (FTE), provide valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax treatment of interest income sources. The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing the yield on earning assets. Interest expense and the related cost of interest-bearing liabilities and cost of funds ratios are not affected by the FTE components.

(2)

These are non-GAAP financial measures. Tangible assets and tangible common equity are used in the calculation of certain profitability, capital, and per share ratios. The Company believes tangible assets, tangible common equity and the related ratios are meaningful measures of capital adequacy because they provide a meaningful base for period-to-period and company-to-company comparisons, which the Company believes will assist investors in assessing the capital of the Company and its ability to absorb potential losses. The Company believes tangible common equity is an important indication of its ability to grow organically and through business combinations as well as its ability to pay dividends and to engage in various capital management strategies.

(3)

These are non-GAAP financial measures. The Company believes that ROTCE is a meaningful supplement to GAAP financial measures and is useful to investors because it measures the performance of a business consistently across time without regard to whether components of the business were acquired or developed internally.

(4)

These are non-GAAP financial measures. Adjusted operating measures exclude or include, as applicable, merger-related costs, CECL Day 1 non-PCD loans and RUC provision expense, loss on debt extinguishment, gain (loss) on sale of securities, (loss) gain on CRE loan sale, gain on sale of equity interest in CSP, and gain on sale of equity interest in Bearing Insurance. The Company believes these non-GAAP adjusted measures provide investors with important information about the continuing economic results of the Company’s operations.

(5)

All ratios at September 30, 2026 are estimates and subject to change pending the Company’s filing of its FR Y-9C. All other periods are presented as filed.

(6)

The adjusted operating efficiency ratio (FTE) excludes, as applicable, the amortization of intangible assets, merger-related costs, loss on debt extinguishment, gain (loss) on sale of securities, (loss) gain on CRE loan sale, gain on sale of equity interest in CSP, and gain on sale of equity interest in Bearing Insurance. This measure is similar to the measure used by the Company when analyzing corporate performance and is also similar to the measure used for incentive compensation. The Company believes this adjusted measure provides investors with important information about the continuing economic results of the Company’s operations.

(7)

These are non-GAAP financial measures. Adjusted operating pre-tax pre-provision earnings (FTE) excludes or includes, as applicable, the provision for credit losses, which can fluctuate significantly from period-to-period under the CECL methodology, income tax expense, merger-related costs, FTE adjustment, loss on debt extinguishment, gain (loss) on sale of securities, (loss) gain on CRE loan sale, gain on sale of equity interest in CSP, and gain on sale of equity interest in Bearing Insurance. The Company believes this adjusted measure provides investors with important information about the continuing economic results of the Company’s operations.

(8)

Effective January 1, 2026, the Company made certain changes to its ACL methodology as part of the continued enhancement of its credit modeling practices, resulting in more dynamic and precise modeling that allows for more granularity in the monitoring of our credit losses. The ACL methodology changes were accounted for prospectively as a change in accounting estimate and did not have a material impact on the Company’s Consolidated Financial Statements.

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except share data)

September 30,

December 31,

September 30,

2026

2025

2025

ASSETS

(unaudited)

(audited)

(unaudited)

Cash and cash equivalents:

Cash and due from banks

$

451,303

$

234,257

$

342,490

Interest-bearing deposits in other banks

237,178

706,014

447,323

Federal funds sold

12,280

26,191

4,852

Total cash and cash equivalents

700,761

966,462

794,665

Securities available for sale, at fair value

3,748,965

4,194,301

4,267,523

Securities held to maturity, at carrying value

845,326

884,216

883,786

Restricted stock, at cost

190,101

190,200

159,320

Loans held for sale

16,825

18,486

24,772

Loans held for investment, net of unearned income

29,296,616

27,796,167

27,361,173

Less: allowance for loan and lease losses

301,432

295,108

293,035

Total loans held for investment, net

28,995,184

27,501,059

27,068,138

Premises and equipment, net

166,524

166,752

168,315

Goodwill

1,754,875

1,733,287

1,726,386

Amortizable intangibles, net

270,016

315,544

333,236

Bank owned life insurance

683,224

672,890

669,102

Other assets

979,864

942,557

977,490

Total assets

$

38,351,665

$

37,585,754

$

37,072,733

LIABILITIES

Noninterest-bearing demand deposits

$

6,761,674

$

6,844,629

$

7,104,642

Interest-bearing deposits

24,203,855

23,627,007

23,560,682

Total deposits

30,965,529

30,471,636

30,665,324

Securities sold under agreements to repurchase

114,650

75,432

91,630

Other short-term borrowings

650,000

650,000

—

Long-term borrowings

857,753

771,860

768,682

Other liabilities

713,129

610,428

630,039

Total liabilities

33,301,061

32,579,356

32,155,675

Commitments and contingencies

STOCKHOLDERS' EQUITY

Preferred stock, $10.00 par value

173

173

173

Common stock, $1.33 par value

186,792

188,563

188,504

Additional paid-in capital

3,828,984

3,888,841

3,882,830

Retained earnings

1,437,072

1,184,908

1,128,659

Accumulated other comprehensive loss

(402,417

)

(256,087

)

(283,108

)

Total stockholders' equity

5,050,604

5,006,398

4,917,058

Total liabilities and stockholders' equity

$

38,351,665

$

37,585,754

$

37,072,733

Common shares issued and outstanding

140,445,286

141,776,886

141,732,071

Common shares authorized

200,000,000

200,000,000

200,000,000

Preferred shares issued and outstanding

17,250

17,250

17,250

Preferred shares authorized

500,000

500,000

500,000

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(Dollars in thousands, except share data)

Three Months Ended

Nine Months Ended

September 30,

June 30,

September 30,

September 30,

September 30,

2026

2026

2025

2026

2025

Interest and dividend income:

Interest and fees on loans

$

451,734

$

436,807

$

441,944

$

1,308,169

$

1,172,224

Interest on deposits in other banks

1,741

2,165

12,478

6,051

19,982

Interest and dividends on securities:

Taxable

38,793

38,973

40,601

118,773

102,509

Nontaxable

8,865

8,883

8,414

26,702

24,930

Total interest and dividend income

501,133

486,828

503,437

1,459,695

1,319,645

Interest expense:

Interest on deposits

153,553

146,438

170,721

441,769

457,650

Interest on short-term borrowings

8,031

5,327

626

18,585

5,682

Interest on long-term borrowings

11,127

9,945

12,880

33,428

31,568

Total interest expense

172,711

161,710

184,227

493,782

494,900

Net interest income

328,422

325,118

319,210

965,913

824,745

Provision for credit losses

5,731

11,737

16,233

20,205

139,578

Net interest income after provision for credit losses

322,691

313,381

302,977

945,708

685,167

Noninterest income:

Service charges on deposit accounts

12,886

12,259

12,838

37,261

34,743

Other service charges, commissions and fees

2,266

2,286

2,325

6,490

6,332

Interchange fees

3,697

3,750

4,089

10,773

10,816

Fiduciary and asset management fees

20,452

21,460

18,595

62,090

43,014

Mortgage banking income

1,528

2,656

2,811

6,211

6,605

Bank owned life insurance income

5,954

5,734

5,116

16,888

15,979

Loan-related interest rate swap fees

4,530

6,484

5,911

14,988

10,043

Other operating income

3,479

35,619

66

45,122

34,904

Total noninterest income

54,792

90,248

51,751

199,823

162,436

Noninterest expense:

Salaries and benefits

113,978

112,309

108,319

339,700

293,676

Occupancy expenses

13,089

12,862

13,582

39,153

34,944

Furniture and equipment expenses

5,604

5,532

6,536

16,691

16,794

Technology and data processing

17,492

16,016

17,009

49,110

44,444

Professional services

6,193

6,154

8,774

18,115

21,268

Marketing and advertising expense

8,040

5,479

5,100

20,847

12,041

FDIC assessment premiums and other insurance

6,759

6,633

8,817

20,239

22,660

Franchise and other taxes

4,767

4,675

4,669

14,148

14,000

Loan-related expenses

2,544

2,723

1,933

8,118

4,461

Amortization of intangible assets

14,946

15,136

18,145

45,528

41,976

Merger-related costs

—

—

34,812

9,034

118,652

Other expenses

10,921

11,617

10,750

32,596

27,411

Total noninterest expense

204,333

199,136

238,446

613,279

652,327

Income before income taxes

173,150

204,493

116,282

532,252

195,276

Income tax expense

36,518

43,480

24,142

112,441

33,527

Net Income

$

136,632

$

161,013

$

92,140

$

419,811

$

161,749

Dividends on preferred stock

2,967

2,967

2,967

8,901

8,901

Net income available to common shareholders

$

133,665

$

158,046

$

89,173

$

410,910

$

152,848

Basic earnings per common share

$

0.95

$

1.11

$

0.63

$

2.90

$

1.23

Diluted earnings per common share

$

0.94

$

1.11

$

0.63

$

2.89

$

1.22

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS) (UNAUDITED)

(Dollars in thousands)

For the Quarter Ended

September 30, 2026

June 30, 2026

Average
Balance

Interest
Income /
Expense (1)

Yield /
Rate (1)(2)

Average
Balance

Interest
Income /
Expense (1)

Yield /
Rate (1)(2)

Assets:

Securities:

Taxable

$

3,580,534

$

38,793

4.30

%

$

3,659,723

$

38,973

4.27

%

Tax-exempt

1,314,635

11,222

3.39

%

1,316,804

11,245

3.43

%

Total securities

4,895,169

50,015

4.05

%

4,976,527

50,218

4.05

%

LHFI, net of unearned income (3)(4)

28,927,866

453,611

6.22

%

28,243,611

438,508

6.23

%

Other earning assets

268,011

2,200

3.26

%

324,702

2,663

3.29

%

Total earning assets

34,091,046

$

505,826

5.89

%

33,544,840

$

491,389

5.88

%

Allowance for loan and lease losses

(300,123

)

(293,455

)

Total non-earning assets

4,185,040

4,182,588

Total assets

$

37,975,963

$

37,433,973

Liabilities and Stockholders' Equity:

Interest-bearing deposits:

Transaction and money market accounts

$

14,828,582

$

84,865

2.27

%

$

14,949,644

$

83,153

2.23

%

Regular savings

2,634,711

12,207

1.84

%

2,617,569

10,762

1.65

%

Time deposits (5)

6,422,120

56,481

3.49

%

6,086,936

52,523

3.46

%

Total interest-bearing deposits

23,885,413

153,553

2.55

%

23,654,149

146,438

2.48

%

Other borrowings (6)

1,717,294

19,158

4.43

%

1,371,046

15,272

4.47

%

Total interest-bearing liabilities

$

25,602,707

$

172,711

2.68

%

$

25,025,195

$

161,710

2.59

%

Noninterest-bearing liabilities:

Demand deposits

6,622,362

6,736,570

Other liabilities

605,951

546,713

Total liabilities

32,831,020

32,308,478

Stockholders' equity

5,144,943

5,125,495

Total liabilities and stockholders' equity

$

37,975,963

$

37,433,973

Net interest income (FTE)

$

333,115

$

329,679

Interest rate spread

3.21

%

3.29

%

Cost of funds

2.01

%

1.94

%

Net interest margin (FTE)

3.88

%

3.94

%

____________________

(1)

Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 21%.

(2)

Rates and yields are annualized and calculated from rounded amounts in thousands, which appear above.

(3)

Nonaccrual loans are included in average loans outstanding.

(4)

Interest income on loans includes $41.3 million and $40.4 million for the three months ended September 30, 2026, and June 30, 2026, respectively, in accretion of the fair market value adjustments related to acquisitions.

(5)

Interest expense on time deposits includes $19 thousand and $111 thousand for the three months ended September 30, 2026, and June 30, 2026, respectively, in accretion of the fair market value adjustments related to acquisitions.

(6)

Interest expense on borrowings includes $452 thousand and $621 thousand for the three months ended September 30, 2026, and June 30, 2026, respectively, in amortization of the fair market value adjustments related to acquisitions.

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