AUB October 30, 2025

Atlantic Union Bancshares Q3 2025 Earnings Call - Steady Integration Progress and Mid-Single Digit Loan Growth Outlook

Summary

Atlantic Union Bancshares reported a solid third quarter in 2025, marked by successful integration of the Sandy Spring acquisition and steady organic loan growth despite a noisy quarter of merger-related expenses. Loan growth averaged 4.3% annualized during the quarter, with expectations for mid-single digit growth in Q4 and 2026, supported by expanded specialty lines and market footprint. Cost savings from the acquisition are on track to be fully realized in early 2026. The bank maintained a stable net interest margin at 3.83%, with core margin improvements excluding accretion income volatility. Credit quality remains strong despite two notable commercial loan charge-offs, with improving criticized assets and low nonperforming loans. Deposit cost reductions and expanded product offerings post-acquisition are expected to fuel margin expansion and growth. The firm projects maintaining a mid-40s efficiency ratio and plans for capital accretion leading to potential share buybacks in the second half of next year.

Key Takeaways

  • Atlantic Union successfully completed Sandy Spring acquisition integration, including core systems conversion and branch consolidation in Q3 2025.
  • Loan growth averaged 4.3% annualized in Q3, with mid-single digit growth expected in Q4 and throughout 2026 despite economic uncertainties.
  • Pipeline strength and specialty lending lines, including equipment finance and government contractor finance, are driving optimism for sustainable growth.
  • Net interest margin held steady at 3.83%, with core margin improvement excluding accretion income fluctuations.
  • Deposit base reduced brokered and high-cost deposits, with non-interest-bearing deposits growing approximately 4% annually in Q3.
  • Asset quality improved: criticized loans decreased by over $250 million (16%), nonperforming assets remain low at 0.49% of loans.
  • Two commercial and industrial loans were charged off, both partially reserved previously; overall credit trends remain healthy.
  • Merger-related costs significantly impacted Q3 results but are expected to abate entering 2026, enabling cleaner financial reporting and cost savings realization.
  • Adjusted operating return on tangible common equity was 20.1%, operating efficiency ratio at 48.8%, projecting 45%+ efficiency ratio in 2026 inclusive of North Carolina growth investments.
  • Capital accumulation is on track with CET1 ratio targeted between 10% and 10.5%; potential share repurchase authorization is likely in second half of 2026.
  • North Carolina expansion is gaining momentum with about 20 bankers added and market share growth potential in manufacturing and distribution hubs.
  • Competition in lending markets is intensifying as traditional banks reengage, but Atlantic Union maintains a consistent, disciplined capital deployment approach.
  • Government shutdown impacts are monitored but expected to be manageable with government contractor portfolio focused on national security and defense remaining resilient.
  • Sandy Spring acquisition brings complementary products like interest rate swaps and niche treasury management services, enhancing cross-selling opportunities and client retention.
  • Deposit costs are expected to decline with Fed rate cuts, supporting net interest margin expansion through the cycle with better pricing on new fixed-rate loans.

Full Transcript

Daniel, Conference Call Operator: Good day, and thank you for standing by. Welcome to the Atlantic Union Bancshares Third Quarter twenty twenty five Earnings Conference Call. At this time, all participants are in a listen only mode. After the speakers’ presentation, there will be a question and answer session. To ask a question during the session, you will need to press 11 on your telephone.

Please be advised that today’s conference is being recorded. I’d now like to hand the conference over to your speaker today, Bill Cemina, Senior Vice President of Investor Relations. Please go ahead.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: Thank you, Daniel, and good morning, everyone. I have Atlantic Union Bancshares’ President and CEO, John Asbury and Executive Vice President and CFO, Rob Corman with me today. We also have other members of our executive management team with us for the question and answer period. Please note that today’s earnings release and the accompanying slide presentation we are going through on this webcast are available to download on our investor website, investors.atlanticunionbank.com. During today’s call, we will comment on our financial performance using both GAAP metrics and non GAAP financial measures.

Important information about these non GAAP financial measures, including reconciliations to comparable GAAP measures, is included in the appendix to our slide presentation and our earnings release for the 2025. In our remarks on today’s call, we will also make forward looking statements, which are not statements of historical fact and are subject to risks and uncertainties. There can be no assurance that actual performance will not differ materially from any future expectations or results expressed or implied by these forward looking statements. We undertake no obligation to publicly revise or update any forward looking statement except as required by law. Please refer to our earnings release and the slide presentation issued today and our other SEC filings for further discussion of the company’s risk factors and other important information regarding our forward looking statements, including factors that could cause actual results to differ from those expressed or implied in the forward looking statement.

All comments made during today’s call are subject to that Safe Harbor statement. And at the end of the call, we’ll take questions from the research analyst community. Now I’ll turn the call over to John.

John Asbury, President and CEO, Atlantic Union Bancshares: Thank you, Bill. Good morning, everyone, and thank you for joining us today. Atlantic Union Bankshares delivered a solid third quarter while maintaining our focus on execution and integration of the Sandy Spring acquisition. Our quarterly operating results illustrate potential of the company we envision. While merger related costs continued to create a noisy quarter, we believe we are on a path to deliver on the expectations related to the acquisition of Sandy Spring for adjusted operating return on assets, return on tangible common equity and efficiency ratio.

The Sandy Spring integration is progressing smoothly. Over the weekend of October 11, we successfully completed our core systems conversion and closed five overlapping branches as planned. We are experienced acquirers, and I want to recognize our outstanding and dedicated team for their commitment and diligence in executing this complex process. We have now unified Sandy Spring Bank under the Atlantic Union Bank brand and operate as one integrated team. While some merger related impacts will persist in our fourth quarter results, expect to enter 2026 having achieved our cost savings targets from the acquisition and with our enhanced earnings power visible on a reported basis.

Our commitment to creating shareholder value remains unwavering. We believe Atlantic Union is well positioned to deliver sustainable growth, top tier financial performance and long term value for our shareholders. The strategic advantages gained from the Sandy Spring acquisition combined with continued organic growth opportunities reinforce our status as the premier regional bank headquartered in the Lower Mid Atlantic. We have a robust presence in attractive markets providing us with further growth opportunities. I will now summarize the key highlights from our third quarter performance and share insights into current market conditions before turning the call over to Rob for a detailed financial review.

Here are the highlights from our third quarter. Quarterly loan growth was approximately 0.5 annualized in the typically seasonally slower third quarter. Notably, lending production increased modestly versus the second quarter. However, in the latter part of the quarter, an uptick in loan pay downs and a decline in revolving credit utilization from 44% to 41% offset some of the increased production. Average loan growth quarter over quarter was a good story at 4.3% annualized.

Our pipelines indicate we should have loan growth consistent with the seasonally strong fourth quarter. While forecasting loan growth remains challenging in the still uncertain economic environment, we currently expect year end loan balances to range between $27,700,000,000 and $28,000,000,000 inclusive of the negative impact of the fair value loan marks. We paid down approximately $116,000,000 in brokered deposits during the quarter and continue to reduce higher cost non relationship deposits from the Sandy Spring portfolio. By moving quickly to lower our deposit rates, we anticipate further improvement in our cost of deposits in the fourth quarter. We were pleased to see approximately 4% annualized growth in non interest bearing deposits in the third quarter.

Our reported FTE net interest margin remained steady at 3.83%, reflecting a modest decrease in accretion income quarter over quarter. As a reminder, some quarterly fluctuation in accretion income is to be expected. Importantly, if you exclude the impact of accretion income, our net interest margin improved compared to last quarter. I’d also like to point out the strength we saw in fee income, especially with interest rate swaps and in wealth management. Opportunities in both lines were augmented by the Sandy Spring acquisition.

And during the quarter, approximately $1,000,000 of swap income is attributed to the former Sandy Spring Bank. Sandy Spring did not offer interest rate swaps for the acquisition and we believe that will provide upside to the combined entity going forward. Overall credit quality improved despite an increase in charge offs, largely driven by two commercial and industrial loans that have been partially reserved for in prior quarters. One was the larger credit first disclosed in the 2024 involving a borrowing base misrepresentation. Ongoing uncertainty in its resolution led us to charge off the remaining balance of approximately $15,000,000 in addition to the previously incurred specific reserve of $14,000,000 Leading asset quality indicators are encouraging.

Third quarter non performing assets as a percentage of loans held for investment remained low at 0.49%. Past dues remained low and criticized asset levels improved by more than $250,000,000 or 16%, which brings criticized loans as a percentage of total loans down to 4.9% at the end of the third quarter from 5.9% at the end of the second quarter. As typical, we’ll present more details in our third quarter 10 Q filing. We do remain confident in our asset quality and reaffirm our forecast for the full year 2025 net charge off ratio to between fifteen and twenty basis points, in line with prior guidance. In the Greater Washington DC region, recent headlines have focused on government employment reductions and the government shutdown.

However, we believe both our economic data and on the ground observations indicate resilience in the market. Atlantic Union maintains a well diversified portfolio with approximately 23% of total loans of the Washington Metro Area and the remaining 77% across our broader footprint. The exposures that prompt the most inquiries are government contractors and office buildings in the Washington Metro Area. Updated disclosures on these segments can be found on Pages 21 through 23 of our supplemental presentation, and these portfolios are performing well. Our government contractor finance portfolio is predominantly focused on national security and defense.

We believe these businesses are well positioned, supported by a record high defense budget and ongoing defense modernization efforts. Government shutdowns are not new to us. With more than fifteen years in this specialty, we have seen many. Most contractors we finance provide essential services and have historically continued to operate during shutdowns, typically drawing on lines of credit to maintain payroll and repaying those lines when government funding resumes. We are certainly monitoring the shutdown and its duration.

More broadly, August unemployment rates for Maryland to Virginia stood at 3.6, well below the national average of 4.3% and among the lowest for states with larger populations. Official government September date is not yet available due to the shutdown. While we anticipate some increases in unemployment rates across our markets, we expect this to remain manageable and below the national average consistent with the current Moody’s state level forecast. With the Sandy Spring Systems conversion now behind us, strong pipelines and expanded footprint in attractive markets, specialty lines and increased investment in North Carolina, we believe we are well positioned for continued organic growth. In summary, it was a good quarter as we continued our focus on disciplined execution and the integration of Sandy Spring.

This quarter also marks my ninth year with the company. Over this time, we have intentionally and carefully built the distinctive and uniquely valuable franchise that we envisioned in our strategic plan and have consistently communicated for years. We have done what we said we do in establishing the banking platform we set out to create. With this foundation in place, we believe we are well positioned to capitalize on the expanded markets gained through the Sandy Spring acquisition, continue our growth in Virginia and pursue new organic growth opportunities in North Carolina and across our specialty lines. We are set up well to demonstrate the organic earnings power of the franchise we have worked so hard to build on a reported basis, absent merger related noise in 2026, and that’s what we intend to do.

Looking ahead, our focus remains on delivering sustainable top quarter performance relative to our peers and creating long term value for our shareholders. With that, I’ll turn the call over to Rob for a detailed review of our quarterly results before opening the call for questions. Rob?

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: Well, thank you, John, and good morning, everyone. I’ll now take a few minutes to provide you with some details of Atlantic Union’s financial results for the third quarter. My commentary today will primarily address Atlantic Union’s third quarter financial results presented on a non GAAP adjusted operating basis, which excludes $34,800,000 in pretax merger related costs from the CME Spring acquisition and a $4,800,000 pre tax loss recorded in the third quarter for the final CRE loan settlement related to the approximately $2,000,000,000 of Sandy Spring acquired CRE loans that we sold in the second quarter. As a result, the final net pretax gain from the CRE sale transaction was $10,900,000 That said, in the third quarter, reported net income available to common shareholders was $89,200,000 and earnings per common share were $0.63 Adjusted operating earnings available to common shareholders were $119,700,000 or $0.84 per common share for the third quarter, resulting in an adjusted operating return on tangible common equity of 20.1 percent and adjusted operating return on assets of 1.3% and an adjusted operating efficiency ratio of 48.8% in the third quarter. Turning to credit loss reserves.

At the end of the third quarter, the total allowance for credit losses was three twenty million dollars which is a decrease of approximately $22,400,000 from the second quarter, primarily driven by the net charge off of two individually assessed commercial and industrial loans that were partially reserved for in the prior quarter, as John noted. As a result, the total allowance for credit losses as a percentage of total loans held for investment decreased to 117 basis points at the end of the third quarter, down from 125 basis points at the end of the prior quarter. Net charge offs increased to $38,600,000 or 56 basis points annualized in the third quarter from $666,000 or only one basis point annualized in the second quarter, primarily due to the net charge off of the two commercial industrial loans that we’ve discussed. This brought the annualized year to date net charge off ratio through the third quarter to 23 basis points, although we are maintaining our full year net charge off ratio guidance to be in the 15 to 20 basis point range. Now turning to the pre tax pre provision components of the income statement for the third quarter.

Tax equivalent net interest income was $323,600,000 That’s a decrease of $2,100,000 from the second quarter, primarily driven by lower interest income on loans held for sale due to the impacts of the sale of approximately $2,000,000,000 of performing CRE loans at the end of the second quarter and lower net accretion income, partially offset by lower borrowing costs and higher investment income as we use proceeds from the CRE loan sale to pay down short term borrowings and broker deposits and to purchase additional investment securities in the third quarter. As John noted, the third quarter’s tax equivalent net interest margin remained at 3.83% as lower earning asset yields were fully offset by declines in the cost of funds. Earning asset yields for the third quarter declined by five basis points to 6% compared to the second quarter due primarily to lower accretion income and the impacts from the CRE loan sale, which resulted in a decrease in average loans held for sale balances and an increase in lower yielding cash and investment average balances. The cost of funds declined by five basis points in the third quarter to 2.17%, primarily due to the impact of the four basis point drop in the cost of interest bearing liabilities to 2.93% from 2.97 in the second quarter, driven by lower average short term borrowings and broker deposit balances as well as lower customer time deposit rates.

Non interest income decreased $29,700,000 to $51,800,000 for the third quarter, primarily driven by the $15,700,000 preliminary pretax gain on the CRE loan sale in the prior quarter compared to a $4,800,000 pretax loss in the 2025 related to the final CRE loan sale settlement accounting, as well as by the $14,300,000 pretax gain on the sale of our equity interest in Cary Street Partners, which was recorded in the second quarter. Adjusted operating non interest income, which excludes the pretax loss and gain on the CRE loan sale in both quarters, the pretax gain on the sale of our equity interest in Cary Street Partners in the second quarter and pretax gains on sales of securities in both quarters increased $5,100,000 from the second quarter to $56,600,000 primarily due to a $4,200,000 increase in loan related interest rate swap fees due to higher transaction volumes and a $1,200,000 increase in other operating income primarily due to an increase in equity method investment income. These increases were partially offset by a $2,200,000 decrease in bank owned life insurance income due to death benefits of $2,400,000 that was received in the second quarter. Reported non interest expense decreased $41,300,000 to $238,400,000 for the third quarter, primarily driven by a $44,100,000 decline in merger related costs associated with the Sandy Spring acquisition.

Adjusted operating non interest expense, excludes merger related costs in the second and third quarters and amortization of intangible assets in both quarters increased $3,100,000 to $185,500,000 for the third quarter, primarily due to a $1,300,000 increase in marketing and advertising expense, a $966,000 increase in professional services expenses related to strategic projects, dollars 874,000 increase in other expenses primarily due to an increase in other real estate owned and credit related expenses and an $800,000 increase in occupancy expense. These increases were partially offset by a $1,600,000 decrease in salaries and benefits expense, primarily driven by reductions in full time equivalent employees and lower group insurance expenses, which was partially offset by an increase in variable incentive compensation expenses. At September 30, loans held for investments net of deferred fees and costs were $27,400,000,000 That was an increase of $32,800,000 from the prior quarter, while average loans held for investment increased $291,800,000 or 4.3% annualized from the prior quarter. At September 30, total deposits stood at $30,700,000,000 a decrease of $306,900,000 or 3.9% annualized from the prior quarter, primarily due to declines of $256,300,000 in interest bearing customer deposits and $116,100,000 in broker deposits. This was partially offset by an increase of $65,500,000 in demand deposits.

At the end of the third quarter, Atlantic Union Bank shares and Atlantic Union Bank’s regulatory capital ratios were comfortably above well capitalized levels. In addition, on an adjusted basis, we remain well capitalized as of the end of the third quarter if you include the negative impact of AOCI and held the maturity securities unrealized losses in the calculation of the regulatory capital ratios. During the third quarter, the company paid a common stock dividend of $0.34 per share, which was an increase of 6.3% from the previous year’s third quarter dividend amount. As noted on slide 16, we’ve updated our full year 2025 financial outlook for AUV and have also provided our financial outlook for the fourth quarter. Please note that the financial outlooks for 2025 and the fourth quarter include preliminary estimates of purchase accounting adjustments with respect to the Sandy Spring acquisition that are subject to change.

We now expect loan balances to end the year between $27,700,000,000 and $28,000,000,000 while year end deposit balances are projected to be between $30,800,000,000 and $31,000,000,000 driven by mid single digit annualized growth in loans and low single digit annualized growth in deposits in the fourth quarter. Fully cash equivalents with net interest income for the full year is projected to come in between $1,160,000,000 and $1,165,000,000 or $1,000,000 that we are targeting in the fourth quarter fully tax equivalent net interest income run rate to fall between $325,000,000 and $330,000,000 As a result, we are projecting that the full year fully tax equivalent net interest margin will fall in the range between 3.753.8% for the full year and between 3.853.9% in the fourth quarter, driven by our baseline assumption that the Federal Reserve Bank will cut the Fed funds rate by 25 basis points in October and December and that term rates remain stable. In addition, the projected fully tax equivalent net interest margin ranges include the impact of our estimate of net accretion income from the Sandy Spring acquisition, which are volatile and subject to change. On a full year basis, adjusted operating non interest income is expected to be between $185,000,000 and $190,000,000 and we are targeting the fourth quarter adjusted operating non interest income run rate to fall between $50,000,000 and $55,000,000 Adjusted operating non interest expenses for the full year are estimated to fall in the range of $675,000,000 to $680,000,000 while the fourth quarter adjusted operating non interest expense run rate is expected to be between $183,000,000 and $188,000,000 Based on these projections, we expect to produce financial returns that will place us within the top quartile of our peer group on an operating basis and meet our objective of delivering top tier financial performance for our shareholders.

In summary, Atlantic Union delivered solid operating financial results in the third quarter. We continue to be on track and confident that we will achieve the anticipated financial benefits of the combination with Sandy Spring. As a result, we believe we are well positioned to continue to generate sustainable, profitable growth and to build long term value for our shareholders in 2025 and beyond. I’ll now turn the call over to Bill to see if there are any questions from our research analyst community. Thanks, Rob.

And Daniel, we’re ready for our first caller, please.

Daniel, Conference Call Operator: Our first question comes from Russell Gunther with Stephens. Your line is open.

Russell Gunther, Analyst, Stephens: Hi, Russell. Hey, good morning, guys. Hey, John. Good morning, guys. First question for me is on the loan growth front.

Appreciate your guys’ thoughts in terms of what transpired this quarter in the mid single digit outlook for NEX. Wondering, is that mid single digit a sustainable outcome for 2026 based on where pipelines and investors’ sentiment stands today? And as you look out, is a high single digit, a possibility on this larger pro form a balance sheet? And I guess an adjacent question, John, I think you mentioned whether it’s an increased appetite or expectation for growth within specialty lines. So I’d be curious if you could expand upon that as well.

John Asbury, President and CEO, Atlantic Union Bancshares: Sure. To answer your questions, we do expect at this point mid single digit loan growth on the total company for next year. Based on past experience, we certainly believe that we’re capable of doing high single digit loan growth and what I will refer to as a more normalized environment, assuming we see such a thing again, which I think we will eventually. But there’s still a lot of uncertainty out there, obviously. And we do see strength in our specialty lines.

And as part of our strategic planning process, and as a reminder, we’re going to do an Investor Day in early December, and we’ll take you into more detail. We continue to look at additional opportunities to further grow and expand our specialty lines, such as equipment finance and others. Dave, do you have anything to add to that?

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: Yes. I mean, we’re still seeing production for new client acquisition and growing at slightly higher rate. 35% of our production this quarter came from new clients coming into the bank. That’s a great trend and positive momentum. The pipelines at Sandy Spring, now that they’ve been converted here since April 1, have grown dramatically.

Three or fourfold. And our pipeline within the legacy bank is higher than it normally is as well. So if pull through is what we expect it to be, we think we’ll have

John Asbury, President and CEO, Atlantic Union Bancshares: a good solid fourth quarter. Yes. And so as you saw, loans averaged up 4.3% Q over Q, which is good. But what really happened is in the back half of the quarter, we saw pay downs, which are always an issue to some extent, but the line utilization drop was kind of what really hit us toward the end of the quarter, and that should come back over time.

Russell Gunther, Analyst, Stephens: Thank you, guys. I appreciate that. And then just last question for me, switching gears a bit on to the expense outlook. Appreciate your thoughts on where 4Q could shake out. And I believe you guys mentioned cost saves for Sandy Spring will fully be in the run rate in early twenty twenty six.

So just wanted to circle back to what was a I believe the efficiency guide for the pro form a franchise about 45% excluding amortization expense. Is that still on the cards for 2026? And as it relates to the expense side of the house, how are you guys thinking about keeping a lid on the absolute expense base as you organically build out North Carolina over the next few years?

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: Yes, Russell, I’ll take that one. Yes, we still we’re of course in the middle of our 2026 planning process, but we fully expect to see mid single mid-40s on the efficiency ratio inclusive of the investments in the North Carolina franchise. Coming out of the you see our guide in the fourth quarter is 183,000,000 to $188,000,000 If you annualize that, add some inflation to that and some additional costs associated with North Carolina. We should be flat year over year if you pro form a first quarter if you include the first quarter run rate for Sandy Spring in 2025, it should be flattish, which would basically be able to provide us with the mid-40s efficiency ratio. So feel good about that.

Of course, if we don’t see the revenue come in, but the other part of that is revenue growing at a high single digit level going into next year. If we don’t see that, we’re obviously focused on positive operating leverage. So we would take some actions on the expense side, maybe have to delay some things. But at this point in time, we don’t anticipate that happening.

Russell Gunther, Analyst, Stephens: That’s really helpful, John. Thank you very much, Rob. I appreciate it guys. Thanks for taking my question.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: Thank you. Thanks, Russell. And Daniel, we’re ready for our next caller, please.

Daniel, Conference Call Operator: Our next question comes from Stephen Scouten with Piper Sandler. Your line is open.

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: Good morning, Stephen. Hey, good

Stephen Scouten, Analyst, Piper Sandler: morning guys. Hey, Rob, I wanted to just follow back on that expense messaging you just gave there. So if we’re looking at $190,000,000 and then you said add North Carolina, add inflation and it should be flat from there? Or is there a baseline like of a 1Q twenty twenty six kind of all in, I’m assuming all cost saves out kind of run rate you can give us as a starting point?

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: Yes. So what I would say is, it’s probably about the 190 give or take level would be a good run rate for going forward on excluding any of the related or amortization of intangibles. That’s how we’re kind of looking at it. So you got, call it, 185 ish run rate to add another five or so annualized that for those items that we talked about inflation, etcetera, should be pretty good run rate.

Stephen Scouten, Analyst, Piper Sandler: Got it. And that 1Q twenty twenty six run rate should encapsulate all the Sandy Spring cost savings at that point in time, correct? Yes. More or less.

Russell Gunther, Analyst, Stephens: Yes. We

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: won’t see it all in the fourth quarter because there’s we just finished the conversion. There’s cleanup going on. There’s some related systems disengagement that’s happening. We still got some duplicate costs there. So that was all come up by the end of the fourth quarter.

Stephen Scouten, Analyst, Piper Sandler: Got it. Got it. Okay. And on the John, you noted there were higher level of pay downs and I think you guys noted in the press release two lower line utilization there at quarter end. Do you have any data in terms of kind of what pay down levels were this quarter maybe versus any prior quarters?

And kind of what would lead you to believe that maybe that pay down activity would slow a bit? Or is the better growth not so much about pay down levels slowing, but production levels continuing to ramp higher?

John Asbury, President and CEO, Atlantic Union Bancshares: Yes. I think it’s probably more about production levels continuing to ramp higher. And let’s see, I’ll call on Dave Ring here, who leads all our commercial businesses. But Dave, we’ve seen for a while higher levels of pay downs. But as I think about Q3 versus Q2, I don’t think it was out of line.

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: No, no. Production in both quarters was very close. It’s a little higher this quarter than last quarter. Paydowns were relatively the same over the quarter. There are just more players right now in our markets.

And we’re going to see some of the pay down activity that we’re seeing today, probably throughout the rest of the year and into next year, but we’re relying on higher production costs. Yes.

John Asbury, President and CEO, Atlantic Union Bancshares: And so often on pay downs, you’ll see commercial real estate that is sold or refinanced into the institutional nonrecourse term markets like some of the Fannie or Freddie programs, for example, for multifamily. And the pullback that we’ve seen in term yields tends to create more of that. But we feel good about the overall setup.

Stephen Scouten, Analyst, Piper Sandler: Got it. And then last thing for me, just around the margin. Obviously, the low end of that range kind of remained at the 3.75%, but obviously, the range would tighten, kind of removing some theoretical upside there. What kind of change quarter over quarter that kind of takes that higher level off the table? Is it just where we ended up here in the third quarter?

Or is it more rate cuts being baked in? Or kind of lend any color there to what’s leading to that?

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: Yes. It’s more about where we came out in the third quarter, kind of dialed back some of the impacts of the accretion income in the fourth quarter that would have been driving it could be higher on the higher end. So we dialed that back a bit. But we feel like on the core basis, should see some expansion. That’s why we’re guiding to $3.85 to $3.9 in the fourth quarter.

So it’s a bit higher than what we came in at $3.83 in the third quarter. But that $3.75 to $3.8 is for the full year, Stephen. So that’s kind of where we are. So it’s going to we see it going up, but not quite as much as we had anticipated. We had a 375% to 4% coming into this year, but accretion hasn’t been coming in as high as we were expecting.

John Asbury, President and CEO, Atlantic Union Bancshares: Yes. It is somewhat difficult to predict that with great precision because it’s influenced, as you know, by payoffs and that sort of thing. And so you’ll see a little bit of volatility. And obviously, as we get a few more quarters under our belt, we’ll have a better sense for the sort of what to normally expect. But there’s always an element of fluctuation in that, be it up or down.

Stephen Scouten, Analyst, Piper Sandler: Yes. No doubt. All this modeling is a little bit art, a little bit science. So definitely appreciate That is

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: correct, Stephen. Thanks,

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: Stephen. Dan, you’re ready for our next caller, please.

Daniel, Conference Call Operator: Thank you. Our next question comes from Catherine Mealor with KBW. Your line is open.

Catherine Mealor, Analyst, KBW: Hi Catherine. Good morning. My question is just back to the margin, maybe just getting into the pieces of it. And on the deposit side, as we think about another couple of rate cuts, I think of you as asset sensitive, but Sandy Spring lessens that a little bit, right? So then as we think about the NIM expansion over the next few quarters, even with rate cuts, can I help us think about first on the deposit side, how much room you think you can lower deposit cost to keep the margin kind of in that level?

And then secondly, if you could give us just some color on new loan yield rates and kind of where you think loan yields go outside of some of the purchase accounting noise? Thanks.

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: Yes. So Catherine, we think we have a lot of room on the deposit cost side as the Fed gives us cover and continues to lower rates. Expecting obviously, we saw a 25 basis point cut in September. We’re expecting one in late October and then in December. Just to give you a perspective on that, we had about $13,000,000,000 of deposits that repriced pretty quickly following that cut like an 85 base of population, about 85% betas.

The good news that we’re seeing is on the deposit side, we can lower rates pretty quickly. We’re talking probably in mid-50s betas on interest bearing deposits and mid-40s through the cycle on total deposits. If you look at the short term rate changes we just made, those pretty much offset the variable rate note loan book that we have, which is about 13,000,000,014 billion dollars So those kind of are offsetting each other in terms of reducing or having the impact of lower yields on the loan side versus lower deposit cost. So the real impact as we go forward here in terms of looking for a core margin expansion is what’s happening with term loans in the back book fixed rate and new loans coming on, what rates are those coming on. We think as a result of our average portfolio yields of call it 5.1 to 5.15% on our fixed loan portfolio today repricing in the call it 6% to 6.2% range in the last quarter, we should be able to see a pickup in terms of the core margin, primarily due to lower deposit costs, lower variable rate loan yields offset by higher fixed rate loan yields.

Catherine Mealor, Analyst, KBW: Okay. That’s awesome. Thank you. And then my second question is just on credit. I know you’re you didn’t like having these two C and I losses this quarter.

Just kind of curious if you could give just a broader perception of any other credit trends you’re seeing within the portfolio. I think there’s especially within D. C. And just kind of the health of the Sandy Spring portfolio now that you’ve got a couple of quarters under your belt with that portfolio. Just any kind of credit additional commentary would be helpful.

Just to try to figure out whether those two were isolated events or if there’s anything else we should be aware of happening within the portfolio? Yes.

John Asbury, President and CEO, Atlantic Union Bancshares: Those are certainly the two that you saw that had specific reserves. One of them was partially reserved, and it was just an unusual situation that both actually were identified and partial reserves were taken in Q4 of last year. One, in the end, was fully reserved, actually slightly more than the ultimate resolution. The other, just due to ongoing uncertainty, we elected to charge the rest of it off as we work to maximize recovery. So that’s totally unrelated.

Broadly speaking, the overall credit trends look good. You can see that on our numbers. You can see, obviously, 0.49 nonperforming assets as a percentage

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: of the total loan book is a

John Asbury, President and CEO, Atlantic Union Bancshares: pretty good number. Past dues down, criticized down. And we feel pretty good. Obviously, we’re well aware of all the headlines that go on in the Greater Washington region, but we’re hard pressed to point to any real problems as a result of that. The client base is actually quite resilient.

So we feel pretty good about it. Doug, anything you would add?

Doug Willey, Chief Credit Officer, Atlantic Union Bancshares: No. All the leading indicators of those kinds of big problems all look very good and moving in the right direction. Like John said, criticized noticeably lower since the second quarter. Past dues continue to be low. So we all feel very good about where we are.

Obviously, we’re paying attention to what’s going on in and around D. C. With the shutdown. But we just don’t see any weakness anywhere. We’ll be prepared for anything supporting customers and whatnot.

John Asbury, President and CEO, Atlantic Union Bancshares: And that was Chief Credit Officer, Doug Willey.

Catherine Mealor, Analyst, KBW: Great. Was it fair to say the DC noise is maybe more of a growth issue than a credit issue?

John Asbury, President and CEO, Atlantic Union Bancshares: I wouldn’t say so. I do think that it impacts confidence to some extent. But as Dave Ring pointed out, the pipelines are growing. And you’ve heard me make this point before, don’t think of us as a DC bank. About 23% of the total portfolio would be in the broad Greater Washington Metro Area.

But Sandy itself was is and always has been the Bank of Maryland. And we are seeing opportunities there. So overall, we think that we’re in the right spot. As you know, we do not finance larger office buildings, which definitely could be problematic. And from a government contract finance standpoint, I would expect to see more opportunity there over time since it’s mostly focused on national security and defense.

And even interestingly, we were talking to the head of government contract finance yesterday, even with the government shutdown, because the defense department is still operating, we’re seeing contracts awarded like right now. So we do feel pretty good about the opportunity there over time. But yes, it’s I think it does put a damper on growth, particularly as it relates to commercial real estate investment. But it’s very submarket specific as well, even in that greater Metro DC area.

Catherine Mealor, Analyst, KBW: Helpful color. Thank you.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: Thanks, Catherine. And Daniel, we’re ready for our next caller, please.

Daniel, Conference Call Operator: Thank you. Our next question comes from Janet Lee with TD Cowen. Your line is open.

John Asbury, President and CEO, Atlantic Union Bancshares: Janet, we’re glad thank you for picking up coverage on us.

Janet Lee, Analyst, TD Cowen: Of course. Good morning. Thanks for having me. I believe you guys touched on it a little bit. Apology if I missed it.

So are you attributing all of the loan decline that you saw on the C and I side to lower utilization? And basically, are you also referring to the loan growth coming back in that mid single digits as the utilization picks back up seasonally in the fourth quarter to the mid single digits range? Or is that more so in a typical environment, you’d be a mid single digits to high single digit grower?

John Asbury, President and CEO, Atlantic Union Bancshares: Yes. I wouldn’t say all of it was a result of the reduced line utilization, but that was a material number contributing toward that. And I think it’s Dave Ring, you’ll have to weigh in here. From my standpoint, we’ve got the pipeline right now to support the targets that we laid out, which are roughly mid single digit loan growth based on what we’re seeing in Q4. So that’s not really predicated on a reversal and line utilization, although that would be helpful.

Is that accurate?

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: Yes. We’re we have the pipeline to it’s just pull through. We just have to pull it through. Sometimes it takes longer than others and things creep into other quarters. But we have the pipeline that will that implies.

Dave makes

John Asbury, President and CEO, Atlantic Union Bancshares: a good point. We actually had some financings that were slated and expected to have closed in Q3 that did not. And we’re seeing that come through now. We’re actually off to a pretty good start in Q4.

Janet Lee, Analyst, TD Cowen: Got it. That’s a helpful color. So and on a core basis, I guess you’re not guiding to 2026. But should I think of the core NIM trajectory based on your comment as being able to stay stable as rates come down with an upper bias as the yield curve steepens? Or would it be a sort of board pressure given your asset sensitivity profile?

How should I think about that?

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: Janet, the way we’re thinking about it is we think there’s opportunity for core expansion, give or take in the low single digits per quarter. That’s predicated on that the fixed rate loan portfolio back book and new fixed loans coming on are repricing higher, call it 100 or so basis points higher. So that really depends on where term rates go. So if we have do have a steeper curve that would be very helpful to that projection. If it goes if it increases more that would be more beneficial.

So we are calling for in our baseline for the Fed to cut two times here in the remainder of this year, two times next year. But we do expect to see some expansion in the margin again, not material. If term rates were to drop materially from really looking at, call it, the five year term rate, we could see some contraction in that projection that I’m talking about, either flat margin or it could be down depending on the term rate structure. And we are certainly less asset sensitive than we used

John Asbury, President and CEO, Atlantic Union Bancshares: to be. Sandy Axis is bit of a natural hedge. And as you can see on Slide 11 of the supplemental presentation where we break out the drivers of net interest margin change, to Rob’s earlier point, core net interest margin actually went up Q over Q. It was really just fluctuation and accretion that caused the reported net interest margin to be stable.

Janet Lee, Analyst, TD Cowen: Thank you. If I could just ask one more for those of us including myself who is newer to the name. So you made it clear that the government contractor finance group is doing fine. I mean, it’s more security, like national security and defense focus and more protected there. If the government shutdown is prolonged, hopefully not, but if it does get extended, like what would you be in in what way could it or could it impact you the most in terms of, like, what would you be most worried about?

Is it the consumers in your the consumer customers in your market? Or is it just lower commercial activity? Could you just elaborate on what would you be most worried about? Or maybe not?

John Asbury, President and CEO, Atlantic Union Bancshares: Yes, sure. The government contractors should be fine. We have lived through many shutdowns before. The longest shutdown was thirty five days in the first Trump administration. We’ve never had an issue as it relates to government shutdowns.

They have to wait to be paid. But most of them are doing essential services and so they will continue to work as indicated. Normally, we would expect to see them do is they’ll draw on their lines as they await payment. It creates a timing difference. To the extent that they we have any that are working on non essential services, what they do, it’s a variable cost structure, they would furlough workers.

You’re already seeing that in some cases up there. So I think broadly, it certainly could sort of, I guess, would say further slow things down. We should be fine. The one thing we can the only thing we can say with certainty is the U. S.

Government will reopen. That will happen. The question is how long it’s going to take. Interestingly, I was just looking at some data. As of end of the day yesterday, we had had 50 five-zero consumers contact us, wanting to talk about some sort of potential relief because they’ve been impacted.

And the most common thing that you would see might be a payment deferral or a fee deferral, and that’s on the consumer side. And we’re very happy to work with customers if there’s any sort of event whether like this in that region. So we do not have any reason at this point in time to be particularly concerned about it.

Janet Lee, Analyst, TD Cowen: Thank you. That’s very helpful.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: Thanks, Janet. And Daniel, ready for our next caller, please.

Daniel, Conference Call Operator: Thank you. Our next question comes from Brian Wielczynski with Morgan Stanley. Your line is open.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares0: Hi, Brian. Good morning. Hi, good morning. Maybe just sticking with the loan growth. I think during your prepared remarks, you talked a little bit about higher competition that you saw in the third quarter across some of your markets.

I was wondering if you could give some more detail on that, where it’s coming from and just what you’re seeing broadly?

John Asbury, President and CEO, Atlantic Union Bancshares: Yes. We’re certainly accustomed to competition. I’m a thirty eight year commercial banker by background and I don’t ever remember a time when it’s not been competitive, at least for the better credits, which is the types of things that we do. We sometimes see other banks kind of turn it on and turn it off, which we’ve never done. We’ve always been a consistent provider of capital, And that’s part of how we differentiate ourselves in the marketplace.

We are definitely in a turn it on environment right now, where some who had pulled back are fully open for business. We see that show up in terms of an element of pricing pressure, not that we’ve ever been the low cost provider. But it’s the banks are eager for business. Dave, anything to add?

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: I mean, the first couple of quarters, we were impacted a bit by private credit. Yes, particularly

John Asbury, President and CEO, Atlantic Union Bancshares: in the government contractor Yes.

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: As a competitor in some of the specialty businesses, but that slowed down a little bit, frankly. And it’s really the traditional banks coming back in, turning it on again, like John said. And one of the things we’re very proud of is we’re consistently in the market. We don’t turn it on and turn it off. And but we’re seeing some of those banks come back in and turn it on.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares0: That’s really helpful. And then maybe just on Sandy Spring, you mentioned that the integration is now complete. I was wondering if you could talk a little bit more about some of the revenue related synergies. I think you mentioned briefly that swap income was higher. But as you look out to Sandy Spring, what are the opportunities that you see on the revenue side that you can lean into a little bit more over the next few quarters?

John Asbury, President and CEO, Atlantic Union Bancshares: Yes. Sort of moving starting at the top of the house, the single best opportunity is simply the fact that they’re no longer constrained by commercial real estate concentrations or liquidity issues, which means they are in fact fully open for business. So that’s good from a lending standpoint. They do pick up additional capabilities. Interest rate hedging is a great example.

Other examples that we’ll see as it begins to mature would be foreign exchange, where we have a good offering broadly. They had a good treasury management offering, but we brought additional capabilities to the table as well. Dave, do want to pick up from their specialty lines? We’ve already seen equipment finance business up there.

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: I mean, the

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: biggest probably help over the next,

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: call it, fifteen months is just them getting back into the market. We’ve retained almost all their bankers and most of them have stayed on their own as well without us having to work hard to retain them. And they are back to business back and calling. So new client acquisition is going to be a real important thing in that market for us. The things we bring to the table around talking at a higher level to clients, bringing in products like John said, plus loan syndications, asset based lending and some other things into that market, that’s a really good asset based lending market, for instance, which we will penetrate deeper because of our acquisition of Sandy Spring.

So there are a lot of things just but I would think of it just holistically as two good banks coming together, combining products and services. They had some that

John Asbury, President and CEO, Atlantic Union Bancshares: we didn’t have. Correct. Had some really interesting offerings, some niche treasury management capabilities that we now have. Right. And they’ve brought some really good leadership to the table as well.

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: And so we really think we’re just stronger in that market because of the combination.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares0: That’s really helpful. Thanks for taking my questions.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: Thanks, Brian. Daniel Worry for our next caller, please.

Daniel, Conference Call Operator: Thank you. Our next question comes from David Bishop with Hovde Group. Your line is open.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares1: Hi, Dave. Hey, good morning, John. And just staying on that topic in terms of the Sandy Spring opportunity. John and Rob and Dave, as you expand maybe their pure commercial C and I lending capabilities, do you see the opportunity to sort of harvest more deposits behind new relationships and maybe what legacy Sandy Spring was bringing to the table?

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: Overall, they did a pretty good job gathering deposits. And we’ve done a pretty good job since April 1 of retaining those and trying to deepen and enhance the relationships to get more. But they actually brought some products to the table that we’re going to leverage in that market around escrow, the title businesses, litigation services, things like that, that will bring pretty chunky nice big deposits into the bank. But in general, if you acquire a C and I client and you’re giving them a line of credit, it comes with the deposits, it comes with the treasury management fees. And so we’re really focused on new client acquisition in that market.

And we do think we give them the capacity and the ability to do more faster new client acquisition. Like I said earlier, 35% of our production this quarter was from new client acquisition. We expect that to kind of

John Asbury, President and CEO, Atlantic Union Bancshares: ramp up with Sandy over time. Yes. It’s a good team with great leadership, and certainly complement each other.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares1: Got it. And then a follow-up, maybe John, I think you mentioned the preamble some pretty material move, I think it was $250,000,000 decline in criticized. I’d be curious on any sort of color you can give on where you saw that improvement, types of credits, segments, etcetera? Thanks.

John Asbury, President and CEO, Atlantic Union Bancshares: Pretty much across the board. Part of what we did in part just a function of the environment, we continue to dig pretty deeply in terms of scrutinizing the portfolio, not that we don’t do that in the normal course. We’ve especially done that with the Sandy Spring portfolio being new to us. And the reality is we call them as we see them. The overall health of our client base is pretty good.

And so we’ve seen it pretty much across the board. Doug Willey, the Chief Credit Officer, is here.

Doug Willey, Chief Credit Officer, Atlantic Union Bancshares: Is that a fair assessment? Dave, the improvement in credit is at the client level. There are no industries or markets that are of any concern. It’s just individual clients that may suffer difficulties. And of course, we work with them all the way through.

And that’s where the improvement comes from, the improvement of their operations.

John Asbury, President and CEO, Atlantic Union Bancshares: And we do believe we are conservative risk graders.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: Perfect. Appreciate the color. Thanks, Dave. Thanks, Dave. And Daniel, we’re ready for our last caller, please.

Daniel, Conference Call Operator: Thank you. Our final question comes from Steve Moss with Raymond James. Your line is open.

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: Hi, Steve. Good morning, Hey, John.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares2: Rob, good morning, everyone. Maybe going back to loan growth here, John, I hear you on the mid single digits with potential to be doing higher single digits over time here. And obviously, the pipeline has increased. Just curious here with the North Carolina expansion, what kind of contribution could you see next year from that from loan growth, if any that could be additive?

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: Dave? So

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: we’re adding bankers in North Carolina. We’ve actually seen North Carolina turn to positive growth after Initial American national settlement. Yes, yes. And there’s very positive momentum there. What we like about North Carolina is it is a real active market.

And you could drive down any highway and see multiple manufacturing distribution facilities. And we have now we think we placed a lot of talent in that market to go after that business. We have pretty low market share. So there’s a lot of upside in that state.

John Asbury, President and CEO, Atlantic Union Bancshares: Yes. It’s arguably from an economic development standpoint, it’s arguably the best of the growth markets where we have a physical presence, which we’re expanding. So Steve, that is potential upside. We’re being very conservative in terms of how we think about it. We’re speaking to loan growth expectations for the entirety of the franchise.

David, you and I have a conversation yesterday, even here eight years, and we think about how diversified the bank is now versus what we first saw and all the I think you referred to it as the levers that we have to pull now. So this is a very diversified franchise. And so we see opportunities really in all markets, but North Carolina will have the fastest rising tide.

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: And we do have roughly 20 bankers now in that market going at it, which is increased over time. So we’re very excited about the opportunity there. We’re in Wilmington. We’re all in the Triad and Triangle markets, and we have a presence in Charlotte and in South Carolina as well. So we’re pretty excited about that.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares2: Okay. Appreciate that color there. And then one last one for me. Most of my questions have asked and answered, but I’m not sure if

Dave Ring, Commercial Business Leader, Atlantic Union Bancshares: I missed it. Curious, Rob,

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares2: as to the purchase accounting assumptions for the fourth quarter and for 2026.

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: Yes. So in terms of the accretion income, think you could take a look at the third quarter. It’s kind of what we’re anticipating for the fourth quarter, call it about 40,000,041 million dollars which was down from the third quarter as we mentioned. It’s probably going to continue to decline as we go through next year, but call it about between a 35,000,040 run rate, quarterly run rate going throughout next year and continue to come down as we go into 2027.

John Asbury, President and CEO, Atlantic Union Bancshares: And of course that’s being replaced, that capital Yes, income is being It’s turning into core. Since it’s mostly interest rate marks.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares2: Okay. And actually, maybe just one last one for me here. John, with regard to capital return here profitability, you’re talking about you’re definitely building capital. Just curious, you talked about a buyback as well, how to think about maybe the timing of a buyback starting next year?

John Asbury, President and CEO, Atlantic Union Bancshares: Yes. We’re definitely going to be accreting capital at a good rate and even more so as we get through Q4 once all of the Sandy Spring related expenses are out. And you can see we have pretty handsome operating metrics right now, which should get better still. So Rob, do want to talk about how we would think about the actually, let me say this clearly, as always, first priority for capital is simply to reinvest in the business and fund lending growth. But what we’re guiding to implies that we’re going

Rob Corman, Executive Vice President and CFO, Atlantic Union Bancshares: to be accumulating capital faster than we need it. Therefore, capital will continue to rise. Yes. Taking into consideration our growth on the balance sheet, the investment in strategic initiatives and things, assuming we’ve got the capital for that. We’re comfortable managing with a CET1 between 1010.5%.

So anything beyond, call it, 10.5 would be available for buybacks excess capital if you will. Projection call for that, it’s probably be in that position probably in the second half of next year. So likely we would ask the Board for an authorization to repurchase shares sometime in that timeframe.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares2: Great. I appreciate all the color there. Thank you very much.

Bill Cemina, Senior Vice President of Investor Relations, Atlantic Union Bancshares: Thank you, Steve. Thanks everyone for joining us today. And we look forward to talking with you at our Investor Day in December. Have a good day.

Daniel, Conference Call Operator: This concludes today’s conference call.

John Asbury, President and CEO, Atlantic Union Bancshares: Thank

Daniel, Conference Call Operator: you for participating. You may now disconnect.