Heritage Commerce Corp Reports Client Deposit Growth of 6% in the Third Quarter of 2024

SAN JOSE, Calif., Oct. 24, 2024 (GLOBE NEWSWIRE) — Heritage Commerce Corp (Nasdaq: HTBK), (the “Company”), the holding company for Heritage Bank of Commerce (the “Bank”), today announced that its third quarter 2024 net income was $10.5 million, or $0.17 per average diluted common share, compared to $9.2 million, or $0.15 per average diluted common share, for the second quarter of 2024, and $15.8 million, or $0.26 per average diluted common share, for the third quarter of 2023. For the nine months ended September 30, 2024, net income was $29.9 million, or $0.49 per average diluted common share, compared to $51.1 million, or $0.83 per average diluted common share, for the nine months ended September 30, 2023. All data are unaudited.

“The highlight of the third quarter of 2024 was significant deposit growth from our clients throughout our markets,” said Clay Jones, President and Chief Executive Officer. “Total deposit balances grew 6% at the end of the third quarter of 2024, compared to the prior quarter and notably, noninterest-bearing demand deposits grew 7% over the same period. Growth in deposits was a result of the successful conversion of new relationships that were impacted by the banking disruptions in our market. The loan portfolio had orderly growth during the third quarter 2024, with core loans increasing $148.3 million, or 5% over the last 12 months, while growing $35.7 million, or 1%, from the prior quarter. We remain optimistic about the growth opportunities in our markets, as loan and deposit pipelines and overall business activity remains healthy.”

“The credit portfolio continues to perform very well, with nonperforming assets and net charge-offs remaining low at September 30, 2024,” said Mr. Jones. “Additionally, our liquidity position remains strong, supported by access to diverse alternative funding sources.”

“Our commitment to achieving our growth and client service goals while meeting performance targets remains the driving force behind our success. I would like to express my appreciation for our bank team members for their continued commitment to serving our clients, communities and shareholders,” said Mr. Jones.

Third Quarter Ended September 30, 2024
Operating Results, Liquidity Position, Financial Condition, Credit Quality, Capital Management and Recent Events

(as of, or for the periods ended September 30, 2024, compared to June 30, 2024, and September 30, 2023, except as noted):

Operating Results:

• The following table indicates the ratios for the annualized return on average equity, average tangible common equity, average assets and average tangible assets for the periods indicated:

		For the Quarter Ended:									For the Nine Months Ended:
		September 30,			June 30,			September 30,			September 30,			September 30,
(unaudited)		2024			2024			2023			2024			2023
Return on average equity		6.14	%		5.50	%		9.54	%		5.91	%		10.54	%
Return on average tangible common equity(1)		8.27	%		7.43	%		13.06	%		7.98	%		14.52	%
Return on average assets		0.78	%		0.71	%		1.16	%		0.76	%		1.29	%
Return on average tangible assets(1)		0.81	%		0.74	%		1.20	%		0.79	%		1.33	%

(1)	This is a non-GAAP financial measure as defined and discussed under “Non-GAAP Financial Measures” below.

Net Interest Income:

• Net interest income increased 1% to $39.9 million for the third quarter of 2024, compared to $39.5 million for the second quarter of 2024. The non-GAAP fully tax equivalent (“FTE”) net interest margin contracted 9 basis points to 3.17% for the third quarter of 2024 from 3.26% for the second quarter of 2024, primarily due to higher rates paid on client deposits, partially offset by maturing securities invested in higher yielding overnight funds, one additional day during the third quarter of 2024, and a higher average yield on core loans. 
• Net interest income decreased (12%) to $39.9 million for the third quarter of 2024, compared to $45.4 million for the third quarter of 2023. The non-GAAP FTE net interest margin contracted 40 basis points to 3.17% for the third quarter of 2024, from 3.57% for the third quarter of 2023, primarily due to higher rates paid on client deposits, a decrease in the average balance of noninterest-bearing demand deposits, and a decrease in average interest earning assets, partially offset by a higher average yield on core loans and a higher average balance of loans.
• For the first nine months of 2024, net interest income decreased (15%) to $119.5 million, compared to $140.9 million for the first nine months of 2023. The non-GAAP FTE net interest margin contracted 54 basis points to 3.26% for the first nine months of 2024, from 3.80% for the first nine months of 2023, primarily due to higher rates paid on client deposits, a decrease in the average balance of noninterest-bearing demand deposits, and a decrease in average interest earning assets, partially offset by an increase in the yield on core loans and overnight funds and a higher average balance of loans. 
• The following tables set forth the estimated changes in the Company’s annual net interest income and economic value of equity (a non-GAAP financial measure) that would result from the designated instantaneous parallel shift in interest rates noted, and assuming a flat balance sheet with consistent product mix, as of September 30, 2024:

		Increase/(Decrease) in
		Estimated Net
CHANGE IN INTEREST RATES (basis points)		Interest Income(1)
(in $000’s, unaudited)		Amount				Percent
+400		$	24,681			13.6		%
+300		$	18,438			10.2		%
+200		$	12,241			6.8		%
+100		$	6,082			3.4		%
0			—			—
−100		$	(8,242	)		(4.5	)	%
−200		$	(18,720	)		(10.3	)	%
−300		$	(31,428	)		(17.3	)	%
−400		$	(47,015	)		(25.9	)	%

		Increase/(Decrease) in
		Estimated Economic
CHANGE IN INTEREST RATES (basis points)		Value of Equity(1)
(in $000’s, unaudited)		Amount				Percent
+400		$	161,338			14.0		%
+300		$	133,760			11.6		%
+200		$	98,755			8.6		%
+100		$	55,024			4.8		%
0			—			—
−100		$	(86,037	)		(7.5	)	%
−200		$	(204,813	)		(17.8	)	%
−300		$	(345,418	)		(30.1	)	%
−400		$	(452,503	)		(39.4	)	%

(1)	Computations of prospective effects of hypothetical interest rate changes are for illustrative purposes only, are based on numerous assumptions including relative levels of market interest rates, loan prepayments and deposit decay, and should not be relied upon as indicative of actual results. These projections are forward-looking and should be considered in light of the Forward-Looking Statement Disclaimer below. Actual rates paid on deposits may differ from the hypothetical interest rates modeled due to competitive or market factors, which could affect any actual impact on net interest income.

• The following tables present the average balance of loans outstanding, interest income, and the average yield for the periods indicated:
  • The average yield on the total loan portfolio decreased to 5.42% for the third quarter of 2024, compared to 5.49% for the second quarter of 2024.

		For the Quarter Ended										For the Quarter Ended
		September 30, 2024										June 30, 2024
		Average				Interest				Average		Average				Interest				Average
(in $000’s, unaudited)		Balance				Income				Yield		Balance				Income				Yield
Loans, core bank		$	2,867,076			$	39,621			5.50	%	$	2,830,260			$	38,496			5.47	%
Prepayment fees			—				4			0.00	%		—				54			0.01	%
Bay View Funding factored receivables(1)			55,391				2,144			15.40	%		54,777				2,914			21.40	%
Purchased residential mortgages			441,294				3,779			3.41	%		447,687				3,739			3.36	%
Loan fair value mark / accretion			(2,621	)			233			0.03	%		(2,863	)			267			0.04	%
Total loans (includes loans held-for-sale)		$	3,361,140			$	45,781			5.42	%	$	3,329,861			$	45,470			5.49	%

(1)	Interest income for the third quarter and first nine months of 2024 was reduced by an immaterial out-of-period adjustment of ($804,000).

•

The average yield on the total loan portfolio decreased to 5.42% for the third quarter of 2024, compared to 5.46% for the third quarter of 2023.

		For the Quarter Ended										For the Quarter Ended
		September 30, 2024										September 30, 2023
		Average				Interest				Average		Average				Interest				Average
(in $000’s, unaudited)		Balance				Income				Yield		Balance				Income				Yield
Loans, core bank		$	2,867,076			$	39,621			5.50	%	$	2,743,993			$	37,764			5.46	%
Prepayment fees			—				4			0.00	%		—				182			0.03	%
Bay View Funding factored receivables(1)			55,391				2,144			15.40	%		51,664				2,775			21.31	%
Purchased residential mortgages			441,294				3,779			3.41	%		465,471				3,811			3.25	%
Loan fair value mark / accretion			(2,621	)			233			0.03	%		(3,648	)			321			0.05	%
Total loans (includes loans held-for-sale)		$	3,361,140			$	45,781			5.42	%	$	3,257,480			$	44,853			5.46	%

(1)	Interest income for the third quarter and first nine months of 2024 was reduced by an immaterial out-of-period adjustment of ($804,000).

•

The average yield on the total loan portfolio decreased to 5.45% for the first nine months of 2024, compared to 5.46% for the first nine months of 2023, primarily due to a lower average balance of Bay View Funding factored receivables, a decrease in the accretion of loan purchase discount into interest income from acquired loans, and lower prepayment fees, mostly offset by a higher yield on core loans for the first nine months of 2024.

		For the Nine Months Ended										For the Nine Months Ended
		September 30, 2024										September 30, 2023
		Average				Interest				Average		Average				Interest				Average
(in $000’s, unaudited)		Balance				Income				Yield		Balance				Income				Yield
Loans, core bank		$	2,831,035			$	115,838			5.47	%	$	2,716,345			$	109,354			5.38	%
Prepayment fees			—				82			0.00	%		—				393			0.02	%
Bay View Funding factored receivables(1)			54,563				7,896			19.33	%		65,938				10,623			21.54	%
Purchased residential mortgages			447,709				11,306			3.37	%		477,068				11,497			3.22	%
Loan fair value mark / accretion			(2,865	)			729			0.03	%		(3,976	)			1,126			0.06	%
Total loans (includes loans held-for-sale)		$	3,330,442			$	135,851			5.45	%	$	3,255,375			$	132,993			5.46	%

(1)	Interest income for the third quarter and first nine months of 2024 was reduced by an immaterial out-of-period adjustment of ($804,000).

•

In aggregate, the unamortized net purchase discount on total loans acquired was $2.5 million at September 30, 2024.

• The following table presents the average balance of deposits and interest-bearing liabilities, interest expense, and the average rate for the periods indicated:

		For the Quarter Ended										For the Quarter Ended
		September 30, 2024										June 30, 2024
		Average				Interest				Average		Average				Interest				Average
(in $000’s, unaudited)		Balance				Expense				Rate		Balance				Expense				Rate
Deposits:
Demand, noninterest-bearing		$	1,172,304									$	1,127,145
Demand, interest-bearing			907,346			$	1,714			0.75	%		932,100			$	1,719			0.74	%
Savings and money market			1,188,057				9,128			3.06	%		1,104,589				7,867			2.86	%
Time deposits – under $100			11,133				47			1.68	%		10,980				46			1.68	%
Time deposits – $100 and over			229,565				2,349			4.07	%		228,248				2,245			3.96	%
Insured Cash Sweep (“ICS”)/Certificate of Deposit Registry
Service (“CDARS”) – interest-bearing demand, money market and time deposits			1,017,541				7,747			3.03	%		991,483				7,207			2.92	%
Total interest-bearing deposits			3,353,642				20,985			2.49	%		3,267,400				19,084			2.35	%
Total deposits			4,525,946				20,985			1.84	%		4,394,545				19,084			1.75	%
Short-term borrowings			32				—			0.00	%		19				—			0.00	%
Subordinated debt, net of issuance costs			39,590				538			5.41	%		39,553				538			5.47	%
Total interest-bearing liabilities			3,393,264				21,523			2.52	%		3,306,972				19,622			2.39	%
Total interest-bearing liabilities and demand, noninterest-bearing / cost of funds		$	4,565,568			$	21,523			1.88	%	$	4,434,117			$	19,622			1.78	%

	•	The average cost of total deposits increased to 1.72% for the first nine months of 2024, compared to 0.94% for the first nine months of 2023.   The average cost of funds increased to 1.75% for the first nine months of 2024, compared to 1.01% for the first nine months of 2023.
	•	The Bank continues to carefully manage deposit costs and implemented cost adjustments following the Federal Reserve Bank’s interest rate reduction in September 2024, to align with the changing interest rate environment.
	•	The increase in the average cost of total deposits and the average cost of funds for the third quarter and first nine months of 2024 was primarily due to clients seeking higher yields and moving noninterest-bearing deposits to the Bank’s interest-bearing ICS/CDARS deposits and interest-bearing money market accounts and increases in market rates.

Provision for Credit Losses on Loans:

• During the third quarter of 2024, we recorded a provision for credit losses on loans of $153,000, compared to a $471,000 provision for credit losses on loans for the second quarter of 2024, and a provision for credit losses on loans of $168,000 for the third quarter of 2023.
• There was a provision for credit losses on loans of $808,000 for the nine months ended September 30, 2024, compared to a $460,000 provision for credit losses on loans for the nine months ended September 30, 2023, primarily due to the increase in the balance of total loans.

Noninterest Income:

• Total noninterest income decreased (2%) to $2.2 million for the third quarter of 2024, compared to $2.3 million for the second quarter of 2024, primarily due to a gain on proceeds from company-owned life insurance and higher termination fees during the second quarter of 2024. Total noninterest income was relatively flat at $2.2 million for both the third quarter of 2024 and the third quarter of 2023.
• Total noninterest income decreased (7%) to $6.6 million for the first nine months of 2024, compared to $7.1 million for the first nine months of 2023, primarily due to lower service charges and fees on deposit accounts, partially offset by a higher gain on proceeds from company-owned life insurance for the first nine months of 2024.

Noninterest Expense:

• Total noninterest expense for the third quarter of 2024 decreased to $27.6 million, compared to $28.2 million for the second quarter of 2024, primarily due to lower salaries and employee benefits and lower information technology related expenses, partially offset by higher professional fees. Total noninterest expense for the third quarter of 2024 increased to $27.6 million, compared to $25.2 million for the third quarter of 2023, primarily due to higher salaries and employee benefits, rent expense included in occupancy and equipment, and professional fees.
• Total noninterest expense for the first nine months of 2024 increased to $83.3 million, compared to $75.6 million for the first nine months of 2023, primarily due to higher salaries and employee benefits, rent expense, and information technology related expenses, marketing related expenses, homeowner association vendor payments, regulatory assessments, and ICS/CDARS fee expense.   
• Full time equivalent employees were 353 at both September 30, 2024 and June 30, 2024, compared to 348 at September 30, 2023.  
• The efficiency ratio was 65.37% for the third quarter of 2024, compared to 67.55% for the second quarter of 2024, and 52.89% for the third quarter of 2023. The efficiency ratio increased to 66.08% for the nine months ended September 30, 2024 compared to 51.06% for the nine months ended September 30, 2023. The increase in the efficiency ratio for the third quarter of 2024 and nine months ended September 30, 2024, compared to the respective periods in 2023, was due to both higher noninterest expense and lower net revenue. The efficiency ratio is a non-GAAP financial measure.

Income Tax Expense:

• Income tax expense was $3.9 million for the third quarter of 2024, compared to $3.8 million for the second quarter of 2024, and $6.5 million for the third quarter of 2023. The effective tax rate for the third quarter of 2024 was 27.3%, compared to 29.4% for the second quarter of 2024, and 29.0% for the third quarter of 2023.
• Income tax expense for the nine months ended September 30, 2024 was $12.0 million, compared to $20.8 million for the nine months ended September 30, 2023. The effective tax rate for nine months ended September 30, 2024 was 28.7%, compared to 29.0% for the nine months ended September 30, 2023.

Liquidity Position, Financial Condition, Credit Quality, and Capital Management:

Liquidity and Available Lines of Credit:

• The following table shows our liquidity, available lines of credit and the amounts outstanding at September 30, 2024:

LIQUIDITY AND AVAILABLE LINES OF CREDIT		Total								Remaining
(in $000’s, unaudited)		Available				Outstanding				Available
Excess funds at the Federal Reserve Bank (“FRB”)		$	903,900			$	—			$	903,900
FRB discount window collateralized line of credit			1,397,326				—				1,397,326
Federal Home Loan Bank collateralized borrowing capacity			765,134				—				765,134
Unpledged investment securities (at fair value)			66,158				—				66,158
Federal funds purchase arrangements			90,000				—				90,000
Holding company line of credit			25,000				—				25,000
Total		$	3,247,518			$	—			$	3,247,518

	•	The Company’s total available liquidity and borrowing capacity was $3.2 billion at September 30, 2024, compared to $3.0 billion at June 30, 2024, and $3.1 billion at September 30, 2023.
	•	The available liquidity and borrowing capacity was 69% of the Company’s total deposits and approximately 147% of the Bank’s estimated uninsured deposits at September 30, 2024. The available liquidity and borrowing capacity was 66% of the Company’s total deposits and approximately 148% of the Bank’s estimated uninsured deposits at June 30, 2024. The available liquidity and borrowing capacity was 70% of the Company’s total deposits and approximately 150% of the Bank’s estimated uninsured deposits at September 30, 2023.
	•	The loan to deposit ratio was 72.11% at September 30, 2024, compared to 76.04% at June 30, 2024, and 71.81% at September 30, 2023.

• Total assets increased 5% to $5.6 billion at September 30, 2024, compared to $5.3 billion at June 30, 2024, and increased 3% from $5.4 billion at September 30, 2023, primarily related to growth in client deposits and liquidity.

Investment Securities:

• Investment securities totaled $841.8 million at September 30, 2024, of which $237.6 million were in the securities available-for-sale portfolio (at fair value), and $604.2 million were in the securities held-to-maturity portfolio (at amortized cost, net of allowance for credit losses of $12,000). The fair value of the securities held-to-maturity portfolio was $531.5 million at September 30, 2024.
• The following table shows the balances of securities available-for-sale, at fair value, and the related pre-tax unrealized (loss) at the dates indicated:

SECURITIES AVAILABLE-FOR-SALE		September 30,				June 30,				September 30,
(in $000’s, unaudited)			2024				2024				2023
Balance (at fair value):
U.S. Treasury		$	184,162			$	218,682			$	396,996
Agency mortgage-backed securities			53,450				54,361				60,198
Total		$	237,612			$	273,043			$	457,194
Pre-tax unrealized (loss):
U.S. Treasury		$	(1,440	)		$	(3,578	)		$	(9,606	)
Agency mortgage-backed securities			(2,923	)			(4,815	)			(7,185	)
Total		$	(4,363	)		$	(8,393	)		$	(16,791	)
Weighted average life (years)			1.32				1.39				1.49

	•	The pre-tax unrealized loss on the securities available-for-sale portfolio was ($4.4) million, or ($3.2) million net of taxes, which equaled less than 1% of total shareholders’ equity at September 30, 2024.
	•	The reduction in the securities available-for-sale portfolios was due to maturities and not due to any securities sold since June 30, 2023.

• The following table shows the balances of securities held-to-maturity, at amortized cost, and the related pre-tax unrecognized (loss) and allowance for credit losses at the dates indicated:

SECURITIES HELD-TO-MATURITY		September 30,				June 30,				September 30,
(in $000’s, unaudited)		2024				2024				2023
Balance (at amortized cost):
Agency mortgage-backed securities		$	573,621			$	589,386			$	632,241
Municipals — exempt from Federal tax(1)			30,584				31,804				32,453
Total(1)		$	604,205			$	621,190			$	664,694
Pre-tax unrecognized (loss):
Agency mortgage-backed securities		$	(71,996	)		$	(92,058	)		$	(119,932	)
Municipals — exempt from Federal tax			(676	)			(1,694	)			(2,753	)
Total		$	(72,672	)		$	(93,752	)		$	(122,685	)
Allowance for credit losses on municipal securities		$	(12	)		$	(12	)		$	(13	)
Weighted average life (years)			5.94				6.57				7.03

(1)	Gross of the allowance for credit losses of ($12,000) at both September 30, 2024, and June 30, 2024, and ($13,000) at September 30, 2023.

	•	The pre-tax unrecognized loss on the securities held-to-maturity portfolio was ($72.7) million, or ($51.2) million net of taxes, which equaled 7.5% of total shareholders’ equity at September 30, 2024.
	•	The weighted average life of the securities held-to-maturity portfolio was 5.94 years at September 30, 2024, which includes Community Reinvestment Act mortgage-backed securities with longer maturities.
	•	The unrealized and unrecognized losses in both the available-for-sale and held-to-maturity portfolios were due to higher interest rates at September 30, 2024 compared to when the securities were purchased. The issuers are of high credit quality and all principal amounts are expected to be repaid when the securities mature. The fair value is expected to recover as the securities approach their maturity date and/or market rates decline.

• The following are the actual and/or projected cash flows from paydowns and maturities in the investment securities portfolio for the periods indicated based on the current interest rate environment:

						Agency
						Mortgage-
PROJECTED INVESTMENT SECURITIES						backed and
PAYDOWNS & MATURITIES		U.S.				Municipal
(in $000’s, unaudited)		Treasury				Securities				Total
Fourth quarter of 2024		$	9,000			$	26,727			$	35,727
First quarter of 2025			35,000				21,336				56,336
Second quarter of 2025			118,000				20,700				138,700
Third quarter of 2025			25,200				21,885				47,085
Fourth quarter of 2025			—				19,486				19,486
First quarter of 2026			—				19,001				19,001
Second quarter of 2026			—				18,349				18,349
Third quarter of 2026			—				18,645				18,645
Total		$	187,200			$	166,129			$	353,329

•

The weighted average life of the total investment securities portfolio was 4.62 years at September 30, 2024, compared to 4.95 years at June 30, 2024, and 4.72 years at September 30, 2023.

Loans:

• The following table summarizes the distribution of loans, excluding loans held-for-sale, and the percentage of distribution in each category at the dates indicated:

LOANS		September 30, 2024						June 30, 2024						September 30, 2023
(in $000’s, unaudited)		Balance				% to Total		Balance				% to Total		Balance				% to Total
Commercial		$	481,266			14	%	$	477,929			14	%	$	430,664			13	%
Real estate:
CRE(1) – owner occupied			602,062			18	%		594,504			18	%		589,751			18	%
CRE(1) – non-owner occupied			1,310,578			38	%		1,283,323			38	%		1,208,324			37	%
Land and construction			125,761			4	%		125,374			4	%		158,138			5	%
Home equity			124,090			4	%		126,562			4	%		124,477			4	%
Multifamily			273,103			8	%		268,968			8	%		253,129			7	%
Residential mortgages			479,524			14	%		484,809			14	%		503,006			15	%
Consumer and other			14,179			< 1	%		18,758			< 1	%		18,526			1	%
Total Loans			3,410,563			100	%		3,380,227			100	%		3,286,015			100	%
Deferred loan costs (fees), net			(327	)		—			(434	)		—			(554	)		—
Loans, net of deferred costs and fees		$	3,410,236			100	%	$	3,379,793			100	%	$	3,285,461			100	%

(1)	Commercial Real Estate

	•	Loans, excluding loans held-for-sale, increased $30.4 million, or 1%, to $3.4 billion at September 30, 2024, from the prior quarter, and increased $124.8 million, or 4%, from $3.3 billion at September 30, 2023.   Loans, excluding residential mortgages, increased $35.7 million, or 1%, to $2.9 billion at September 30, 2024 from June 30, 2024, and increased $148.3 million, or 5%, from $2.8 billion at September 30, 2023.
	•	Commercial and industrial line utilization was 31% at both September 30, 2024 and June 30, 2024, compared to 27% at September 30, 2023.
	•	CRE loans totaled $1.9 billion at September 30, 2024, of which 31% were owner occupied and 69% were investor CRE loans. There was 32% of the CRE loan portfolio secured by owner occupied real estate at June 30, 2024, and 33% at September 30, 2023.
		•	During the third quarter of 2024, there were 41 new owner occupied and non-owner occupied CRE loans originated totaling $67 million with a weighted average loan-to-value (“LTV”) of 49%; the weighted average debt-service coverage ratio (“DSCR”) for the non-owner occupied portfolio was 1.92 times.
		•	Loan Growth continued at an orderly organic rate as the Bank continues to serve our clients in the community.
		•	The average loan size for all CRE loans was $1.6 million, and the average loan size for office CRE loans was $1.7 million.
		•	The Company has personal guarantees on 92% of its CRE portfolio. A substantial portion of the unguaranteed CRE loans were made to credit-worthy non-profit organizations.
		•	Total office exposure (excluding medical/dental offices) in the CRE portfolio was $419 million, including 32 loans totaling approximately $73 million in San Jose, 19 loans totaling approximately $26 million in San Francisco, and eight loans totaling approximately $16 million, in Oakland, at September 30, 2024. Non-owner occupied CRE with office exposure totaled $329 million at September 30, 2024.
		•	At September 30, 2024, the weighted average LTV and DSCR for the entire non-owner occupied office portfolio were 41.8% and 1.82 times, respectively.
		•	Total medical/dental office exposure in the non-owner occupied CRE portfolio consisted of 15 loans totaling $12 million, with a weighted average LTV and DSCR of 37.4% and 2.41 times, respectively, at September 30, 2024.
		•	The following table presents the weighted average LTV and DSCR by collateral type for CRE loans at September 30, 2024:

		CRE – Non-owner Occupied												CRE – Owner Occupied								Total CRE
COLLATERAL TYPE		Outstanding				LTV				DSCR				Outstanding				LTV				Outstanding				LTV
Retail			26	%			38.0	%			1.89				16	%			46.3	%			23	%			39.6	%
Industrial			19	%			39.1	%			2.46				34	%			43.7	%			23	%			40.9	%
Mixed-Use, Special
Purpose and Other			18	%			41.6	%			1.91				34	%			40.7	%			22	%			41.2	%
Office			20	%			41.8	%			1.82				16	%			44.3	%			19	%			42.5	%
Multifamily			17	%			42.6	%			1.95				0	%			0.0	%			13	%			42.6	%
Hotel/Motel			< 1	%			16.4	%			1.32				0	%			0.0	%			< 1	%			16.4	%
Total			100	%			40.3	%			1.99				100	%			43.2	%			100	%			41.1	%

•

The following table presents the weighted average LTV and DSCR by county for CRE loans at September 30, 2024:

		CRE – Non-owner Occupied												CRE – Owner Occupied								Total CRE
COUNTY		Outstanding				LTV				DSCR				Outstanding				LTV				Outstanding				LTV
Alameda			25	%			44.3	%			1.93				18	%			45.6	%			23	%			44.6	%
Contra Costa			7	%			41.8	%			1.79				8	%			47.8	%			7	%			43.5	%
Marin			7	%			46.3	%			2.02				1	%			52.4	%			5	%			46.8	%
Monterey			2	%			43.8	%			1.85				2	%			41.1	%			2	%			43.0	%
Napa			< 1	%			30.0	%			1.73				1	%			52.0	%			1	%			36.3	%
Out of Area			8	%			42.3	%			2.06				9	%			49.0	%			9	%			44.3	%
San Benito			1	%			35.1	%			2.00				3	%			39.7	%			2	%			37.5	%
San Francisco			9	%			37.5	%			1.48				4	%			39.8	%			8	%			37.8	%
San Mateo			11	%			37.5	%			2.20				15	%			40.0	%			12	%			38.3	%
Santa Clara			24	%			37.4	%			2.25				34	%			41.1	%			26	%			38.8	%
Santa Cruz			2	%			33.1	%			1.74				1	%			49.2	%			2	%			36.2	%
Solano			1	%			32.1	%			1.95				2	%			37.8	%			1	%			33.8	%
Sonoma			3	%			39.7	%			2.22				2	%			43.1	%			2	%			40.5	%
Total			100	%			40.3	%			1.99				100	%			43.2	%			100	%			41.1	%

• The following table presents the maturity distribution of the Company’s loans, excluding loans held-for-sale, as of September 30, 2024. The table shows the distribution of such loans between those loans with predetermined (fixed) interest rates and those with variable (floating) interest rates. Floating rates generally fluctuate with changes in the prime rate as reflected in the Western Edition of The Wall Street Journal, and contractual repricing dates.

		Due in							Over One Year But
LOAN MATURITIES		One Year or Less							Less than Five Years							Over Five Years
(in $000’s, unaudited)		Balance				% to Total			Balance				% to Total			Balance				% to Total			Total
Loans with variable interest rates		$	375,424			44	%		$	227,201			27	%		$	247,622			29	%		$	850,247
Loans with fixed interest rates			141,906			6	%			767,930			30	%			1,650,480			64	%			2,560,316
Loans		$	517,330			15	%		$	995,131			29	%		$	1,898,102			56	%		$	3,410,563

•

At September 30, 2024, approximately 25% of the Company’s loan portfolio consisted of floating interest rate loans, compared to 27% at both June 30, 2024 and September 30, 2023.

Credit Quality:

• The following table summarizes the allowance for credit losses on loans (“ACLL”) for the periods indicated:

		At or For the Quarter Ended:												At or For the Nine Months Ended:
ALLOWANCE FOR CREDIT LOSSES ON LOANS		September 30,				June 30,				September 30,				September 30,				September 30,
(in $000’s, unaudited)		2024				2024				2023				2024				2023
Balance at beginning of period		$	47,954			$	47,888			$	47,803			$	47,958			$	47,512
Charge-offs during the period			(474	)			(510	)			(447	)			(1,342	)			(851	)
Recoveries during the period			186				105				178				395				581
Net (charge-offs) recoveries during the period			(288	)			(405	)			(269	)			(947	)			(270	)
Provision for credit losses on loans during the period			153				471				168				808				460
Balance at end of period		$	47,819			$	47,954			$	47,702			$	47,819			$	47,702
Total loans, net of deferred fees		$	3,410,236			$	3,379,793			$	3,285,461			$	3,410,236			$	3,285,461
Total nonperforming loans		$	7,158			$	6,030			$	5,484			$	7,158			$	5,484
ACLL to total loans			1.40		%		1.42		%		1.45		%		1.40		%		1.45		%
ACLL to total nonperforming loans			668.05		%		795.26		%		869.84		%		668.05		%		869.84		%

•

The following table shows the drivers of change in ACLL for the first, second, and third quarters of 2024:

DRIVERS OF CHANGE IN ACLL
(in $000’s, unaudited)
ACLL at December 31, 2023		$	47,958
Portfolio changes during the first quarter of 2024			(234	)
Qualitative and quantitative changes during the first quarter of 2024 including changes in economic forecasts			164
ACLL at March 31, 2024			47,888
Portfolio changes during the second quarter of 2024			616
Qualitative and quantitative changes during the second quarter of 2024 including changes in economic forecasts			(550	)
ACLL at June 30, 2024			47,954
Portfolio changes during the third quarter of 2024			599
Qualitative and quantitative changes during the third quarter of 2024 including changes in economic forecasts			(734	)
ACLL at September 30, 2024		$	47,819

• The following is a breakout of nonperforming assets (“NPAs”) at the dates indicated:

NONPERFORMING ASSETS		September 30, 2024						June 30, 2024						September 30, 2023
(in $000’s, unaudited)		Balance				% of Total		Balance				% of Total		Balance				% of Total
Land and construction loans		$	5,862			82	%	$	4,774			79	%	$	—			0	%
Commercial loans			752			11	%		900			15	%		1,712			31	%
Loans over 90 days past due and still accruing			460			6	%		248			4	%		1,966			36	%
Home equity and other loans			84			1	%		108			2	%		90			2	%
Residential mortgages			—			0	%		—			0	%		1,716			31	%
CRE loans			—			0	%		—			0	%		—			0	%
Total nonperforming assets		$	7,158			100	%	$	6,030			100	%	$	5,484			100	%

There were 10 borrowers included in NPAs totaling $7.2 million, or 0.13% of total assets, at September 30, 2024, compared to 10 borrowers totaling $6.0 million, or 0.11% of total assets at June 30, 2024, and 11 borrowers totaling $5.5 million, or 0.10% of total assets, at September 30, 2023. The increase in NPAs at September 30, 2024, was primarily due to the downgrade of a loan to one customer totaling $1.1 million, which is well collateralized and there were no specific reserves for the loan. This increase in NPAs was partially offset by pay-offs of loan previously included in NPAs.

	•	There were no CRE loans included in NPAs at September 30, 2024, June 30, 2024, or September 30, 2023.
	•	There were no foreclosed assets on the balance sheet at September 30, 2024, June 30, 2024, or September 30, 2023.
	•	There were no Shared National Credits (“SNCs”) or material purchased participations included in NPAs or total loans at September 30, 2024, June 30, 2024, or September 30, 2023.

• Classified assets totaled $32.6 million, or 0.59% of total assets, at September 30, 2024, compared to $33.6 million, or 0.64% of total assets, at June 30, 2024, and $31.1 million, or 0.57% of total assets, at September 30, 2023.

Deposits:

• The following table summarizes the distribution of deposits and the percentage of distribution in each category at the dates indicated:

DEPOSITS		September 30, 2024						June 30, 2024						September 30, 2023
(in $000’s, unaudited)		Balance				% to Total		Balance				% to Total		Balance				% to Total
Demand, noninterest-bearing		$	1,272,139			27	%	$	1,187,320			27	%	$	1,243,501			27	%
Demand, interest-bearing			913,910			19	%		928,246			21	%		1,004,185			22	%
Savings and money market			1,309,676			28	%		1,126,520			25	%		1,110,640			24	%
Time deposits — under $250			39,060			1	%		39,046			1	%		43,906			1	%
Time deposits — $250 and over			196,945			4	%		203,886			4	%		252,001			6	%
ICS/CDARS — interest-bearing demand, money market and time deposits			997,803			21	%		959,592			22	%		921,224			20	%
Total deposits		$	4,729,533			100	%	$	4,444,610			100	%	$	4,575,457			100	%

	•	Total deposits increased $284.9 million, or 6%, to $4.7 billion at September 30, 2024 compared to $4.4 billion at June 30, 2024, and increased $154.1 million, or 3% from $4.6 billion at September 30, 2023.
	•	Migration of client deposits into interest-bearing accounts resulted in an increase in ICS/CDARS deposits to $997.8 million at September 30, 2024, compared to $959.6 million at June 30, 2024, and $921.2 million at September 30, 2023.
	•	The Company had 25,373 deposit accounts at September 30, 2024, with an average balance of $186,000. At June 30, 2024, the Company had 25,033 deposit accounts, with an average balance of $178,000. At September 30, 2023, the Company had 24,769 deposit accounts, with an average balance of $186,000.
	•	Deposits from the Bank’s top 100 client relationships, representing 22% of the total number of accounts, totaled $2.2 billion, representing 47% of total deposits, with an average account size of $394,000 at September 30, 2024. At June 30, 2024, deposits from the Bank’s top 100 client relationships, representing 21% of the total number of accounts, totaled $2.1 billion, representing 47% of total deposits, with an average account size of $388,000. At September 30, 2023, deposits from the Bank’s top 100 client relationships, representing 22% of the total number of accounts, totaled $2.2 billion, representing 48% of total deposits, with an average account size of $408,000.
	•	The Bank’s uninsured deposits were approximately $2.2 billion, or 47% of the Company’s total deposits, at September 30, 2024, compared to $2.0 billion, or 45% of the Company’s total deposits, at June 30, 2024, and $2.1 billion, or 46% of the Company’s total deposits, at September 30, 2023.

Capital Management:

• In July 2024, the Company announced that its Board of Directors adopted a share repurchase program under which the Company is authorized to repurchase up to $15 million of the Company’s shares of its issued and outstanding common stock. The Company did not repurchase any of its common stock during the third quarter of 2024.
• The Company’s consolidated capital ratios exceeded regulatory guidelines and the Bank’s capital ratios exceeded regulatory guidelines under the prompt corrective action (“PCA”) regulatory guidelines for a well-capitalized financial institution, and the Basel III minimum regulatory requirements at September 30, 2024, as reflected in the following table:

								Well-capitalized
								Financial
								Institution			Basel III
		Heritage			Heritage			PCA			Minimum
		Commerce			Bank of			Regulatory			Regulatory
CAPITAL RATIOS (unaudited)		Corp			Commerce			Guidelines			Requirements (1)
Total Capital		15.6	%		15.1	%		10.0	%		10.5	%
Tier 1 Capital		13.4	%		13.9	%		8.0	%		8.5	%
Common Equity Tier 1 Capital		13.4	%		13.9	%		6.5	%		7.0	%
Tier 1 Leverage		10.0	%		10.4	%		5.0	%		4.0	%
Tangible common equity / tangible assets (2)		9.5	%		9.9	%		N/A			N/A

(1)	Basel III minimum regulatory requirements for both the Company and the Bank include a 2.5% capital conservation buffer, except the Tier 1 Leverage ratio.
(2)	This is a non-GAAP financial measure that represents shareholders’ equity minus goodwill and other intangible assets divided by total assets minus goodwill and other intangible assets.

• The following table reflects the components of accumulated other comprehensive loss, net of taxes, at the dates indicated:

ACCUMULATED OTHER COMPREHENSIVE LOSS		September 30,				June 30,				September 30,
(in $000’s, unaudited)		2024				2024				2023
Unrealized loss on securities available-for-sale		$	(3,161	)		$	(6,022	)		$	(11,985	)
Split dollar insurance contracts liability			(2,965	)			(2,913	)			(3,234	)
Supplemental executive retirement plan liability			(2,838	)			(2,856	)			(2,343	)
Unrealized gain on interest-only strip from SBA loans			72				76				93
Total accumulated other comprehensive loss		$	(8,892	)		$	(11,715	)		$	(17,469	)

• Tangible common equity was $510.8 million at September 30, 2024, compared to $504.0 million at June 30, 2024, and $485.1 million at September 30, 2023. Tangible book value per share was $8.33 at September 30, 2024, compared to $8.22 at June 30, 2024, and $7.94 at September 30, 2023. Tangible common equity and tangible book value per share are non-GAAP financial measures.

Recent Events:

• On October 2, 2024, the Company announced the appointment of Thomas A. Sa as the Chief Operating Officer (“COO”) of the Company and the Bank. As COO, Mr. Sa will have primary responsibility for banking operations, risk management, information technology systems, audit administration, and will help shape strategic decisioning of the Company. Mr. Sa has more than thirty years’ experience in a variety of increasingly responsible positions in California-based community and regional banks, most recently serving as President, Chief Operating Officer and Chief Financial Officer of California BanCorp and its subsidiary, California Bank of Commerce, which merged with Southern California Bancorp in July 2024.

Heritage Commerce Corp, a bank holding company established in October 1997, is the parent company of Heritage Bank of Commerce, established in 1994 and headquartered in San Jose, CA with full-service branches in Danville, Fremont, Gilroy, Hollister, Livermore, Los Altos, Los Gatos, Morgan Hill, Oakland, Palo Alto, Pleasanton, Redwood City, San Francisco, San Jose, San Mateo, San Rafael, and Walnut Creek. Heritage Bank of Commerce is an SBA Preferred Lender. Bay View Funding, a subsidiary of Heritage Bank of Commerce, is based in San Jose, CA and provides business-essential working capital factoring financing to various industries throughout the United States. For more information, please visit www.heritagecommercecorp.com. The contents of our website are not incorporated into, and do not form a part of, this release or of our filings with the Securities and Exchange Commission.

Non-GAAP Financial Measures

Financial results are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and prevailing practices in the banking industry. However, certain non-GAAP performance measures and ratios are used by management to evaluate and measure the Company’s performance. Management believes these non-GAAP financial measures are common in the banking industry, and may enhance comparability for peer comparison purposes. These non-GAAP financial measures should be supplemental to primary GAAP financial measures and should not be read in isolation or relied upon as a substitute for primary GAAP financial measures. A reconciliation of GAAP to non-GAAP financial measures is presented in the tables at the end of this earnings release under “Reconciliation of Non-GAAP Financial Measures.”

Forward-Looking Statement Disclaimer

Certain matters discussed in this press release constitute forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements may be deemed to include, among other things, statements relating to the Company’s future financial performance, projected cash flows of our investment securities portfolio, the performance of our loan portfolio, estimated net interest income resulting from a shift in interest rates, expectation of high credit quality issuers ability to repay, as well as statements relating to the anticipated effects on the Company’s financial condition and results of operations from expected developments or events. Any statements that reflect our belief about, confidence in, or expectations for future events, performance or condition should be considered forward-looking statements. Readers should not construe these statements as assurances of a given level of performance, nor as promises that we will take actions that we currently expect to take. All statements are subject to various risks and uncertainties, many of which are outside our control and some of which may fall outside our ability to predict or anticipate. Accordingly, our actual results may differ materially from our projected results, and we may take actions or experience events that we do not currently expect. Risks and uncertainties that could cause our financial performance to differ materially from our goals, plans, expectations and projections expressed in forward-looking statements include those set forth in our filings with the Securities and Exchange Commission, Item 1A of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, and the following: (1) cybersecurity risks that may affect us directly or may impact us indirectly by virtue of their effects on our clients, markets or vendors, including our ability to identify and address cybersecurity risks, including those posed by the increasing use of artificial intelligence, such as data security breaches, “denial of service” attacks, “hacking” and identity theft affecting us, our clients, and our third party vendors and service providers; (2) geopolitical and domestic political developments, including recent, current and potential future wars and international and multinational conflicts, acts of terrorism, insurrection, piracy and civil unrest, and events reflecting or resulting from social instability, any of which can increase levels of political and economic unpredictability, contribute to rising energy and commodity prices, can affect the physical security of our assets and the assets of our clients, and which may increase the volatility of financial markets; (3) factors that affect our liquidity and our ability to meet client demands for withdrawals from deposit accounts and undrawn lines of credit, including our cash on hand and the availability of funds from our own lines of credit; (4) market fluctuations that affect the costs we pay for sources of funding, including the interest we pay on deposits and on our borrowings; (5) media items and consumer confidence as those factors affect our clients’ confidence in the banking system generally and in our bank specifically; (6) factors that affect the value and liquidity of our investment portfolios, particularly the values of securities available-for-sale; (7) effects of and changes in trade, monetary and fiscal policies and laws, including the interest rate policies of the Federal Open Market Committee of the Federal Reserve Board and other factors that affect market interest rates generally; (8) our ability to estimate accurately, and to establish adequate reserves against, the risk of loss associated with our loan and lease portfolio and our factoring business; (9) events and circumstances that affect our borrowers’ and guarantors’ financial condition, results of operations and cash flows, which may, during periods of economic uncertainty or decline, adversely affect those borrowers’ ability to repay our loans timely and in full, or to comply with their other obligations under our loan agreements with those clients; (10) current and future economic and market conditions in the United States generally or in the communities we serve, including the effects of declines in property values and overall fluctuations in economic growth; (11) inflationary pressures and changes in the interest rate environment that reduce our margins and yields, the fair value of financial instruments or our level of loan originations, or increase the level of defaults, losses and prepayments on loans to clients, whether held in the portfolio or in the secondary market; (12) changes in the level of nonperforming assets and charge offs and other credit quality measures, and their impact on the adequacy of our allowance for credit losses and our provision for credit losses; (13) conditions relating to the impact of recent and potential future pandemics, epidemics and other infectious illness outbreaks that may arise in the future, on our clients, employees, businesses, liquidity, financial results and overall condition including severity and duration of the associated uncertainties in U.S. and global markets; (14) the relative strength or weakness of the commercial and real estate markets where our borrowers are located, including related vacancy rates, and asset and market prices; (15) increased capital requirements for our continual growth or as imposed by banking regulators, which may require us to raise capital at a time when capital is not available on favorable terms or at all; (16) regulatory limits and practical factors that affect Heritage Bank of Commerce’s ability to pay dividends to the Company; (17) operational issues stemming from, and/or capital spending necessitated by, the potential need to adapt to industry changes in information technology systems, on which we are highly dependent; (18) events that affect our ability to attract, recruit, and retain qualified officers and other personnel to implement our strategic plan, and that enable current and future personnel to protect and develop our relationships with clients, and to promote our business, results of operations and growth prospects; (19) factors that affect the carrying value of the goodwill associated with our previous acquisitions; (20) effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board and other accounting standard setters; (21) the expense and uncertain resolution of litigation matters whether occurring in the ordinary course of business or otherwise, particularly including but not limited to the effects of recent and ongoing developments in California labor and employment laws, regulations and court decisions; (22) geographic and sociopolitical factors that arise by virtue of the fact that we operate primarily in the general San Francisco Bay Area of Northern California, including the particular risks of natural disasters (including earthquakes, fires, and flooding) and other events that disproportionately affect that region; (23) actions taken, planned, or announced by federal, state, regional and local governments in response to the occurrence or threat of any of the foregoing; and (24) our success in managing the risks involved in the foregoing factors.

Member FDIC

For additional information, contact:
Debbie Reuter
EVP, Corporate Secretary
Direct: (408) 494-4542
[email protected]

		For the Quarter Ended:												Percent Change From:							For the Nine Months Ended:
CONSOLIDATED INCOME STATEMENTS		September 30,				June 30,				September 30,				June 30,			September 30,				September 30,				September 30,				Percent
(in $000’s, unaudited)		2024				2024				2023				2024			2023				2024				2023				Change
Interest income		$	61,438			$	59,077			$	60,791			4		%	1		%		$	178,066			$	175,406			2		%
Interest expense			21,523				19,622				15,419			10		%	40		%			58,603				34,483			70		%
Net interest income before provision for credit losses on loans			39,915				39,455				45,372			1		%	(12	)	%			119,463				140,923			(15	)	%
Provision for credit losses on loans			153				471				168			(68	)	%	(9	)	%			808				460			76		%
Net interest income after provision for credit losses on loans			39,762				38,984				45,204			2		%	(12	)	%			118,655				140,463			(16	)	%
Noninterest income:
Service charges and fees on deposit accounts			908				891				859			2		%	6		%			2,676				3,503			(24	)	%
Increase in cash surrender value of life insurance			530				521				517			2		%	3		%			1,569				1,512			4		%
Servicing income			108				90				62			20		%	74		%			288				297			(3	)	%
Gain on sales of SBA loans			94				76				207			24		%	(55	)	%			348				482			(28	)	%
Termination fees			46				100				118			(54	)	%	(61	)	%			159				129			23		%
Gain on proceeds from company-owned life insurance			—				219				100			(100	)	%	(100	)	%			219				100			119		%
Other			554				379				353			46		%	57		%			1,304				1,033			26		%
Total noninterest income			2,240				2,276				2,216			(2	)	%	1		%			6,563				7,056			(7	)	%
Noninterest expense:
Salaries and employee benefits			15,673				15,794				14,147			(1	)	%	11		%			46,976				42,943			9		%
Occupancy and equipment			2,599				2,689				2,301			(3	)	%	13		%			7,731				7,123			9		%
Professional fees			1,306				1,072				717			22		%	82		%			3,705				3,265			13		%
Other			7,977				8,633				8,006			(8	)	%	0		%			24,867				22,232			12		%
Total noninterest expense			27,555				28,188				25,171			(2	)	%	9		%			83,279				75,563			10		%
Income before income taxes			14,447				13,072				22,249			11		%	(35	)	%			41,939				71,956			(42	)	%
Income tax expense			3,940				3,838				6,454			3		%	(39	)	%			12,032				20,841			(42	)	%
Net income		$	10,507			$	9,234			$	15,795			14		%	(33	)	%		$	29,907			$	51,115			(41	)	%
PER COMMON SHARE DATA
(unaudited)
Basic earnings per share		$	0.17			$	0.15			$	0.26			13		%	(35	)	%		$	0.49			$	0.84			(42	)	%
Diluted earnings per share		$	0.17			$	0.15			$	0.26			13		%	(35	)	%		$	0.49			$	0.83			(41	)	%
Weighted average shares outstanding – basic			61,295,877				61,279,914				61,093,289			0		%	0		%			61,254,138				61,012,315			0		%
Weighted average shares outstanding – diluted			61,546,157				61,438,088				61,436,240			0		%	0		%			61,497,927				61,284,590			0		%
Common shares outstanding at period-end			61,297,344				61,292,094				61,099,155			0		%	0		%			61,297,344				61,099,155			0		%
Dividend per share		$	0.13			$	0.13			$	0.13			0		%	0		%		$	0.39			$	0.39			0		%
Book value per share		$	11.18			$	11.08			$	10.83			1		%	3		%		$	11.18			$	10.83			3		%
Tangible book value per share(1)		$	8.33			$	8.22			$	7.94			1		%	5		%		$	8.33			$	7.94			5		%
KEY FINANCIAL RATIOS
(unaudited)
Annualized return on average equity			6.14		%		5.50		%		9.54		%	12		%	(36	)	%			5.91		%		10.54		%	(44	)	%
Annualized return on average tangible common equity(1)			8.27		%		7.43		%		13.06		%	11		%	(37	)	%			7.98		%		14.52		%	(45	)	%
Annualized return on average assets			0.78		%		0.71		%		1.16		%	10		%	(33	)	%			0.76		%		1.29		%	(41	)	%
Annualized return on average tangible assets(1)			0.81		%		0.74		%		1.20		%	9		%	(33	)	%			0.79		%		1.33		%	(41	)	%
Net interest margin (FTE)(1)			3.17		%		3.26		%		3.57		%	(3	)	%	(11	)	%			3.26		%		3.80		%	(14	)	%
Efficiency ratio(1)			65.37		%		67.55		%		52.89		%	(3	)	%	24		%			66.08		%		51.06		%	29		%
AVERAGE BALANCES
(in $000’s, unaudited)
Average assets		$	5,352,067			$	5,213,171			$	5,399,930			3		%	(1	)	%		$	5,248,338			$	5,316,447			(1	)	%
Average tangible assets(1)		$	5,177,114			$	5,037,673			$	5,222,692			3		%	(1	)	%		$	5,072,843			$	5,138,610			(1	)	%
Average earning assets		$	5,011,865			$	4,872,449			$	5,051,710			3		%	(1	)	%		$	4,909,240			$	4,965,613			(1	)	%
Average loans held-for-sale		$	1,493			$	1,503			$	2,765			(1	)	%	(46	)	%		$	1,913			$	3,229			(41	)	%
Average total loans		$	3,359,647			$	3,328,358			$	3,254,715			1		%	3		%		$	3,328,529			$	3,252,146			2		%
Average deposits		$	4,525,946			$	4,394,545			$	4,573,621			3		%	(1	)	%		$	4,427,242			$	4,471,783			(1	)	%
Average demand deposits – noninterest-bearing		$	1,172,304			$	1,127,145			$	1,302,606			4		%	(10	)	%		$	1,158,891			$	1,444,744			(20	)	%
Average interest-bearing deposits		$	3,353,642			$	3,267,400			$	3,271,015			3		%	3		%		$	3,268,351			$	3,027,039			8		%
Average interest-bearing liabilities		$	3,393,264			$	3,306,972			$	3,310,485			3		%	3		%		$	3,307,926			$	3,102,723			7		%
Average equity		$	680,404			$	675,108			$	656,973			1		%	4		%		$	675,951			$	648,341			4		%
Average tangible common equity(1)		$	505,451			$	499,610			$	479,735			1		%	5		%		$	500,456			$	470,504			6		%

(1)	This is a non-GAAP financial measure.

		For the Quarter Ended:
CONSOLIDATED INCOME STATEMENTS		September 30,				June 30,				March 31,				December 31,				September 30,
(in $000’s, unaudited)		2024				2024				2024				2023				2023
Interest income		$	61,438			$	59,077			$	57,551			$	58,892			$	60,791
Interest expense			21,523				19,622				17,458				16,591				15,419
Net interest income before provision for credit losses on loans			39,915				39,455				40,093				42,301				45,372
Provision for credit losses on loans			153				471				184				289				168
Net interest income after provision for credit losses on loans			39,762				38,984				39,909				42,012				45,204
Noninterest income:
Service charges and fees on deposit accounts			908				891				877				838				859
Increase in cash surrender value of life insurance			530				521				518				519				517
Servicing income			108				90				90				103				62
Gain on sales of SBA loans			94				76				178				—				207
Termination fees			46				100				13				25				118
Gain on proceeds from company-owned life insurance			—				219				—				25				100
Other			554				379				371				432				353
Total noninterest income			2,240				2,276				2,047				1,942				2,216
Noninterest expense:
Salaries and employee benefits			15,673				15,794				15,509				13,919				14,147
Occupancy and equipment			2,599				2,689				2,443				2,367				2,301
Professional fees			1,306				1,072				1,327				1,085				717
Other			7,977				8,633				8,257				8,120				8,006
Total noninterest expense			27,555				28,188				27,536				25,491				25,171
Income before income taxes			14,447				13,072				14,420				18,463				22,249
Income tax expense			3,940				3,838				4,254				5,135				6,454
Net income		$	10,507			$	9,234			$	10,166			$	13,328			$	15,795
PER COMMON SHARE DATA
(unaudited)
Basic earnings per share		$	0.17			$	0.15			$	0.17			$	0.22			$	0.26
Diluted earnings per share		$	0.17			$	0.15			$	0.17			$	0.22			$	0.26
Weighted average shares outstanding – basic			61,295,877				61,279,914				61,186,623				61,118,485				61,093,289
Weighted average shares outstanding – diluted			61,546,157				61,438,088				61,470,552				61,412,816				61,436,240
Common shares outstanding at period-end			61,297,344				61,292,094				61,253,625				61,146,835				61,099,155
Dividend per share		$	0.13			$	0.13			$	0.13			$	0.13			$	0.13
Book value per share		$	11.18			$	11.08			$	11.04			$	11.00			$	10.83
Tangible book value per share(1)		$	8.33			$	8.22			$	8.17			$	8.12			$	7.94
KEY FINANCIAL RATIOS
(unaudited)
Annualized return on average equity			6.14		%		5.50		%		6.08		%		7.96		%		9.54		%
Annualized return on average tangible common equity(1)			8.27		%		7.43		%		8.24		%		10.84		%		13.06		%
Annualized return on average assets			0.78		%		0.71		%		0.79		%		1.00		%		1.16		%
Annualized return on average tangible assets(1)			0.81		%		0.74		%		0.82		%		1.04		%		1.20		%
Net interest margin (FTE)(1)			3.17		%		3.26		%		3.34		%		3.41		%		3.57		%
Efficiency ratio(1)			65.37		%		67.55		%		65.34		%		57.62		%		52.89		%
AVERAGE BALANCES
(in $000’s, unaudited)
Average assets		$	5,352,067			$	5,213,171			$	5,178,636			$	5,264,905			$	5,399,930
Average tangible assets(1)		$	5,177,114			$	5,037,673			$	5,002,597			$	5,088,264			$	5,222,692
Average earning assets		$	5,011,865			$	4,872,449			$	4,842,279			$	4,923,582			$	5,051,710
Average loans held-for-sale		$	1,493			$	1,503			$	2,749			$	1,612			$	2,765
Average total loans		$	3,359,647			$	3,328,358			$	3,297,240			$	3,280,817			$	3,254,715
Average deposits		$	4,525,946			$	4,394,545			$	4,360,150			$	4,454,750			$	4,573,621
Average demand deposits – noninterest-bearing		$	1,172,304			$	1,127,145			$	1,177,078			$	1,243,222			$	1,302,606
Average interest-bearing deposits		$	3,353,642			$	3,267,400			$	3,183,072			$	3,211,528			$	3,271,015
Average interest-bearing liabilities		$	3,393,264			$	3,306,972			$	3,222,603			$	3,251,034			$	3,310,485
Average equity		$	680,404			$	675,108			$	672,292			$	664,638			$	656,973
Average tangible common equity(1)		$	505,451			$	499,610			$	496,253			$	487,997			$	479,735

(1)	This is a non-GAAP financial measure.

		End of Period:												Percent Change From:
CONSOLIDATED BALANCE SHEETS		September 30,				June 30,				September 30,				June 30,			September 30,
(in $000’s, unaudited)		2024				2024				2023				2024			2023
ASSETS
Cash and due from banks		$	49,722			$	37,497			$	40,076			33		%	24		%
Other investments and interest-bearing deposits in other financial institutions			906,588				610,763				605,476			48		%	50		%
Securities available-for-sale, at fair value			237,612				273,043				457,194			(13	)	%	(48	)	%
Securities held-to-maturity, at amortized cost			604,193				621,178				664,681			(3	)	%	(9	)	%
Loans held-for-sale – SBA, including deferred costs			1,649				1,899				841			(13	)	%	96		%
Loans:
Commercial			481,266				477,929				430,664			1		%	12		%
Real estate:
CRE – owner occupied			602,062				594,504				589,751			1		%	2		%
CRE – non-owner occupied			1,310,578				1,283,323				1,208,324			2		%	8		%
Land and construction			125,761				125,374				158,138			0		%	(20	)	%
Home equity			124,090				126,562				124,477			(2	)	%	0		%
Multifamily			273,103				268,968				253,129			2		%	8		%
Residential mortgages			479,524				484,809				503,006			(1	)	%	(5	)	%
Consumer and other			14,179				18,758				18,526			(24	)	%	(23	)	%
Loans			3,410,563				3,380,227				3,286,015			1		%	4		%
Deferred loan fees, net			(327	)			(434	)			(554	)		(25	)	%	(41	)	%
Total loans, net of deferred costs and fees			3,410,236				3,379,793				3,285,461			1		%	4		%
Allowance for credit losses on loans			(47,819	)			(47,954	)			(47,702	)		0		%	0		%
Loans, net			3,362,417				3,331,839				3,237,759			1		%	4		%
Company-owned life insurance			80,682				80,153				79,607			1		%	1		%
Premises and equipment, net			10,398				10,310				9,707			1		%	7		%
Goodwill			167,631				167,631				167,631			0		%	0		%
Other intangible assets			6,966				7,521				9,229			(7	)	%	(25	)	%
Accrued interest receivable and other assets			123,738				121,190				131,106			2		%	(6	)	%
Total assets		$	5,551,596			$	5,263,024			$	5,403,307			5		%	3		%
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Deposits:
Demand, noninterest-bearing		$	1,272,139			$	1,187,320			$	1,243,501			7		%	2		%
Demand, interest-bearing			913,910				928,246				1,004,185			(2	)	%	(9	)	%
Savings and money market			1,309,676				1,126,520				1,110,640			16		%	18		%
Time deposits – under $250			39,060				39,046				43,906			0		%	(11	)	%
Time deposits – $250 and over			196,945				203,886				252,001			(3	)	%	(22	)	%
ICS/CDARS – interest-bearing demand, money market and time deposits			997,803				959,592				921,224			4		%	8		%
Total deposits			4,729,533				4,444,610				4,575,457			6		%	3		%
Subordinated debt, net of issuance costs			39,615				39,577				39,463			0		%	0		%
Accrued interest payable and other liabilities			97,096				99,638				126,457			(3	)	%	(23	)	%
Total liabilities			4,866,244				4,583,825				4,741,377			6		%	3		%
Shareholders’ Equity:
Common stock			509,134				508,343				505,692			0		%	1		%
Retained earnings			185,110				182,571				173,707			1		%	7		%
Accumulated other comprehensive loss			(8,892	)			(11,715	)			(17,469	)		(24	)	%	(49	)	%
Total shareholders’ equity			685,352				679,199				661,930			1		%	4		%
Total liabilities and shareholders’ equity		$	5,551,596			$	5,263,024			$	5,403,307			5		%	3		%

		End of Period:
CONSOLIDATED BALANCE SHEETS		September 30,				June 30,				March 31,				December 31,				September 30,
(in $000’s, unaudited)		2024				2024				2024				2023				2023
ASSETS
Cash and due from banks		$	49,722			$	37,497			$	32,543			$	41,592			$	40,076
Other investments and interest-bearing deposits in other financial institutions			906,588				610,763				508,816				366,537				605,476
Securities available-for-sale, at fair value			237,612				273,043				404,474				442,636				457,194
Securities held-to-maturity, at amortized cost			604,193				621,178				636,249				650,565				664,681
Loans held-for-sale – SBA, including deferred costs			1,649				1,899				1,946				2,205				841
Loans:
Commercial			481,266				477,929				452,231				463,778				430,664
Real estate:
CRE – owner occupied			602,062				594,504				585,031				583,253				589,751
CRE – non-owner occupied			1,310,578				1,283,323				1,271,184				1,256,590				1,208,324
Land and construction			125,761				125,374				129,712				140,513				158,138
Home equity			124,090				126,562				122,794				119,125				124,477
Multifamily			273,103				268,968				269,263				269,734				253,129
Residential mortgages			479,524				484,809				490,035				496,961				503,006
Consumer and other			14,179				18,758				16,439				20,919				18,526
Loans			3,410,563				3,380,227				3,336,689				3,350,873				3,286,015
Deferred loan fees, net			(327	)			(434	)			(587	)			(495	)			(554	)
Total loans, net of deferred fees			3,410,236				3,379,793				3,336,102				3,350,378				3,285,461
Allowance for credit losses on loans			(47,819	)			(47,954	)			(47,888	)			(47,958	)			(47,702	)
Loans, net			3,362,417				3,331,839				3,288,214				3,302,420				3,237,759
Company-owned life insurance			80,682				80,153				80,007				79,489				79,607
Premises and equipment, net			10,398				10,310				9,986				9,857				9,707
Goodwill			167,631				167,631				167,631				167,631				167,631
Other intangible assets			6,966				7,521				8,074				8,627				9,229
Accrued interest receivable and other assets			123,738				121,190				118,134				122,536				131,106
Total assets		$	5,551,596			$	5,263,024			$	5,256,074			$	5,194,095			$	5,403,307
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Deposits:
Demand, noninterest-bearing		$	1,272,139			$	1,187,320			$	1,242,059			$	1,292,486			$	1,243,501
Demand, interest-bearing			913,910				928,246				925,100				914,066				1,004,185
Savings and money market			1,309,676				1,126,520				1,124,900				1,087,518				1,110,640
Time deposits – under $250			39,060				39,046				38,105				38,055				43,906
Time deposits – $250 and over			196,945				203,886				200,739				192,228				252,001
ICS/CDARS – interest-bearing demand, money market and time deposits			997,803				959,592				913,757				854,105				921,224
Total deposits			4,729,533				4,444,610				4,444,660				4,378,458				4,575,457
Other short-term borrowings			—				—				—				—				—
Subordinated debt, net of issuance costs			39,615				39,577				39,539				39,502				39,463
Accrued interest payable and other liabilities			97,096				99,638				95,579				103,234				126,457
Total liabilities			4,866,244				4,583,825				4,579,778				4,521,194				4,741,377
Shareholders’ Equity:
Common stock			509,134				508,343				507,578				506,539				505,692
Retained earnings			185,110				182,571				181,306				179,092				173,707
Accumulated other comprehensive loss			(8,892	)			(11,715	)			(12,588	)			(12,730	)			(17,469	)
Total shareholders’ equity			685,352				679,199				676,296				672,901				661,930
Total liabilities and shareholders’ equity		$	5,551,596			$	5,263,024			$	5,256,074			$	5,194,095			$	5,403,307

		At or For the Quarter Ended:												Percent Change From:
CREDIT QUALITY DATA		September 30,				June 30,				September 30,				June 30,			September 30,
(in $000’s, unaudited)		2024				2024				2023				2024			2023
Nonaccrual loans – held-for-investment		$	6,698			$	5,782			$	3,518			16		%	90		%
Loans over 90 days past due and still accruing			460				248				1,966			85		%	(77	)	%
Total nonperforming loans			7,158				6,030				5,484			19		%	31		%
Foreclosed assets			—				—				—			N/A			N/A
Total nonperforming assets		$	7,158			$	6,030			$	5,484			19		%	31		%
Net charge-offs (recoveries) during the quarter		$	288			$	405			$	269			(29	)	%	7		%
Provision for credit losses on loans during the quarter		$	153			$	471			$	168			(68	)	%	(9	)	%
Allowance for credit losses on loans		$	47,819			$	47,954			$	47,702			0		%	0		%
Classified assets		$	32,609			$	33,605			$	31,062			(3	)	%	5		%
Allowance for credit losses on loans to total loans			1.40		%		1.42		%		1.45		%	(1	)	%	(3	)	%
Allowance for credit losses on loans to total nonperforming loans			668.05		%		795.26		%		869.84		%	(16	)	%	(23	)	%
Nonperforming assets to total assets			0.13		%		0.11		%		0.10		%	18		%	30		%
Nonperforming loans to total loans			0.21		%		0.18		%		0.17		%	17		%	24		%
Classified assets to Heritage Commerce Corp
Tier 1 capital plus allowance for credit losses on loans			6		%		6		%		6		%	0		%	0		%
Classified assets to Heritage Bank of Commerce
Tier 1 capital plus allowance for credit losses on loans			6		%		6		%		5		%	0		%	20		%
OTHER PERIOD-END STATISTICS
(in $000’s, unaudited)
Heritage Commerce Corp:
Tangible common equity (1)		$	510,755			$	504,047			$	485,070			1		%	5		%
Shareholders’ equity / total assets			12.35		%		12.91		%		12.25		%	(4	)	%	1		%
Tangible common equity / tangible assets (2)			9.50		%		9.91		%		9.28		%	(4	)	%	2		%
Loan to deposit ratio			72.11		%		76.04		%		71.81		%	(5	)	%	0		%
Noninterest-bearing deposits / total deposits			26.90		%		26.71		%		27.18		%	1		%	(1	)	%
Total capital ratio			15.6		%		15.6		%		15.6		%	0		%	0		%
Tier 1 capital ratio			13.4		%		13.4		%		13.4		%	0		%	0		%
Common Equity Tier 1 capital ratio			13.4		%		13.4		%		13.4		%	0		%	0		%
Tier 1 leverage ratio			10.0		%		10.2		%		9.6		%	(2	)	%	4		%
Heritage Bank of Commerce:
Tangible common equity / tangible assets (2)			9.86		%		10.28		%		9.62		%	(4	)	%	2		%
Total capital ratio			15.1		%		15.1		%		15.0		%	0		%	1		%
Tier 1 capital ratio			13.9		%		13.9		%		13.9		%	0		%	0		%
Common Equity Tier 1 capital ratio			13.9		%		13.9		%		13.9		%	0		%	0		%
Tier 1 leverage ratio			10.4		%		10.6		%		10.0		%	(2	)	%	4		%

(1)	This is a non-GAAP financial measure that represents shareholders’ equity minus goodwill and other intangible assets.
(2)	This is a non-GAAP financial measure that represents shareholders’ equity minus goodwill and other intangible assets divided by total assets minus goodwill and other intangible assets.

		At or For the Quarter Ended:
CREDIT QUALITY DATA		September 30,				June 30,				March 31,				December 31,				September 30,
(in $000’s, unaudited)		2024				2024				2024				2023				2023
Nonaccrual loans – held-for-investment		$	6,698			$	5,782			$	5,920			$	6,818			$	3,518
Loans over 90 days past due and still accruing			460				248				1,951				889				1,966
Total nonperforming loans			7,158				6,030				7,871				7,707				5,484
Foreclosed assets			—				—				—				—				—
Total nonperforming assets		$	7,158			$	6,030			$	7,871			$	7,707			$	5,484
Net charge-offs (recoveries) during the quarter		$	288			$	405			$	254			$	33			$	269
Provision for credit losses on loans during the quarter		$	153			$	471			$	184			$	289			$	168
Allowance for credit losses on loans		$	47,819			$	47,954			$	47,888			$	47,958			$	47,702
Classified assets		$	32,609			$	33,605			$	35,392			$	31,763			$	31,062
Allowance for credit losses on loans to total loans			1.40		%		1.42		%		1.44		%		1.43		%		1.45		%
Allowance for credit losses on loans to total nonperforming loans			668.05		%		795.26		%		608.41		%		622.27		%		869.84		%
Nonperforming assets to total assets			0.13		%		0.11		%		0.15		%		0.15		%		0.10		%
Nonperforming loans to total loans			0.21		%		0.18		%		0.24		%		0.23		%		0.17		%
Classified assets to Heritage Commerce Corp
Tier 1 capital plus allowance for credit losses on loans			6		%		6		%		6		%		6		%		6		%
Classified assets to Heritage Bank of Commerce
Tier 1 capital plus allowance for credit losses on loans			6		%		6		%		6		%		5		%		5		%
OTHER PERIOD-END STATISTICS
(in $000’s, unaudited)
Heritage Commerce Corp:
Tangible common equity (1)		$	510,755			$	504,047			$	500,591			$	496,643			$	485,070
Shareholders’ equity / total assets			12.35		%		12.91		%		12.87		%		12.96		%		12.25		%
Tangible common equity / tangible assets (2)			9.50		%		9.91		%		9.85		%		9.90		%		9.28		%
Loan to deposit ratio			72.11		%		76.04		%		75.06		%		76.52		%		71.81		%
Noninterest-bearing deposits / total deposits			26.90		%		26.71		%		27.94		%		29.52		%		27.18		%
Total capital ratio			15.6		%		15.6		%		15.6		%		15.5		%		15.6		%
Tier 1 capital ratio			13.4		%		13.4		%		13.4		%		13.3		%		13.4		%
Common Equity Tier 1 capital ratio			13.4		%		13.4		%		13.4		%		13.3		%		13.4		%
Tier 1 leverage ratio			10.0		%		10.2		%		10.2		%		10.0		%		9.6		%
Heritage Bank of Commerce:
Tangible common equity / tangible assets (2)			9.86		%		10.28		%		10.22		%		10.26		%		9.62		%
Total capital ratio			15.1		%		15.1		%		15.1		%		14.9		%		15.0		%
Tier 1 capital ratio			13.9		%		13.9		%		13.9		%		13.8		%		13.9		%
Common Equity Tier 1 capital ratio			13.9		%		13.9		%		13.9		%		13.8		%		13.9		%
Tier 1 leverage ratio			10.4		%		10.6		%		10.6		%		10.4		%		10.0		%

(1)	This is a non-GAAP financial measure that represents shareholders’ equity minus goodwill and other intangible assets.
(2)	This is a non-GAAP financial measure that represents shareholders’ equity minus goodwill and other intangible assets divided by total assets minus goodwill and other intangible assets.

		For the Quarter Ended										For the Quarter Ended
		September 30, 2024										June 30, 2024
						Interest				Average						Interest				Average
NET INTEREST INCOME AND NET INTEREST MARGIN		Average				Income/				Yield/		Average				Income/				Yield/
(in $000’s, unaudited)		Balance				Expense				Rate		Balance				Expense				Rate
Assets:
Loans, gross (1)(2)		$	3,361,140			$	45,781			5.42	%	$	3,329,861			$	45,470			5.49	%
Securities – taxable			838,375				4,676			2.22	%		942,532				5,483			2.34	%
Securities – exempt from Federal tax (3)			31,311				282			3.58	%		31,803				285			3.60	%
Other investments and interest-bearing deposits in other financial institutions			781,039				10,758			5.48	%		568,253				7,899			5.59	%
Total interest earning assets (3)			5,011,865				61,497			4.88	%		4,872,449				59,137			4.88	%
Cash and due from banks			33,425										33,419
Premises and equipment, net			10,471										10,216
Goodwill and other intangible assets			174,953										175,498
Other assets			121,353										121,589
Total assets		$	5,352,067									$	5,213,171
Liabilities and shareholders’ equity:
Deposits:
Demand, noninterest-bearing		$	1,172,304									$	1,127,145
Demand, interest-bearing			907,346				1,714			0.75	%		932,100				1,719			0.74	%
Savings and money market			1,188,057				9,128			3.06	%		1,104,589				7,867			2.86	%
Time deposits – under $100			11,133				47			1.68	%		10,980				46			1.68	%
Time deposits – $100 and over			229,565				2,349			4.07	%		228,248				2,245			3.96	%
ICS/CDARS – interest-bearing demand, money market and time deposits			1,017,541				7,747			3.03	%		991,483				7,207			2.92	%
Total interest-bearing deposits			3,353,642				20,985			2.49	%		3,267,400				19,084			2.35	%
Total deposits			4,525,946				20,985			1.84	%		4,394,545				19,084			1.75	%
Short-term borrowings			32				—			0.00	%		19				—			0.00	%
Subordinated debt, net of issuance costs			39,590				538			5.41	%		39,553				538			5.47	%
Total interest-bearing liabilities			3,393,264				21,523			2.52	%		3,306,972				19,622			2.39	%
Total interest-bearing liabilities and demand, noninterest-bearing / cost of funds			4,565,568				21,523			1.88	%		4,434,117				19,622			1.78	%
Other liabilities			106,095										103,946
Total liabilities			4,671,663										4,538,063
Shareholders’ equity			680,404										675,108
Total liabilities and shareholders’ equity		$	5,352,067									$	5,213,171
Net interest income / margin (3)							39,974			3.17	%						39,515			3.26	%
Less tax equivalent adjustment (3)							(59	)									(60	)
Net interest income						$	39,915			3.17	%					$	39,455			3.26	%

(1)	Includes loans held-for-sale. Nonaccrual loans are included in average balances.
(2)	Yield amounts earned on loans include fees and costs. The accretion of net deferred loan fees into loan interest income was $184,000 for the third quarter of 2024, compared to $117,000 for the second quarter of 2024. Prepayment fees totaled $4,000 for the third quarter of 2024, compared to $54,000 for the second quarter of 2024.
(3)	Reflects the non-GAAP FTE adjustment for Federal tax-exempt income based on a 21% tax rate.

		For the Quarter Ended										For the Quarter Ended
		September 30, 2024										September 30, 2023
						Interest				Average						Interest				Average
NET INTEREST INCOME AND NET INTEREST MARGIN		Average				Income/				Yield/		Average				Income/				Yield/
(in $000’s, unaudited)		Balance				Expense				Rate		Balance				Expense				Rate
Assets:
Loans, gross (1)(2)		$	3,361,140			$	45,781			5.42	%	$	3,257,480			$	44,853			5.46	%
Securities – taxable			838,375				4,676			2.22	%		1,114,782				6,797			2.42	%
Securities – exempt from Federal tax (3)			31,311				282			3.58	%		32,947				293			3.53	%
Other investments and interest-bearing deposits in other financial institutions			781,039				10,758			5.48	%		646,501				8,909			5.47	%
Total interest earning assets (3)			5,011,865				61,497			4.88	%		5,051,710				60,852			4.78	%
Cash and due from banks			33,425										35,911
Premises and equipment, net			10,471										9,374
Goodwill and other intangible assets			174,953										177,238
Other assets			121,353										125,697
Total assets		$	5,352,067									$	5,399,930
Liabilities and shareholders’ equity:
Deposits:
Demand, noninterest-bearing		$	1,172,304									$	1,302,606
Demand, interest-bearing			907,346				1,714			0.75	%		1,017,686				1,730			0.67	%
Savings and money market			1,188,057				9,128			3.06	%		1,087,336				5,514			2.01	%
Time deposits – under $100			11,133				47			1.68	%		11,966				30			0.99	%
Time deposits – $100 and over			229,565				2,349			4.07	%		272,362				2,489			3.63	%
ICS/CDARS – interest-bearing demand, money market and time deposits			1,017,541				7,747			3.03	%		881,665				5,117			2.30	%
Total interest-bearing deposits			3,353,642				20,985			2.49	%		3,271,015				14,880			1.80	%
Total deposits			4,525,946				20,985			1.84	%		4,573,621				14,880			1.29	%
Short-term borrowings			32				—			0.00	%		31				—			0.00	%
Subordinated debt, net of issuance costs			39,590				538			5.41	%		39,439				539			5.42	%
Total interest-bearing liabilities			3,393,264				21,523			2.52	%		3,310,485				15,419			1.85	%
Total interest-bearing liabilities and demand, noninterest-bearing / cost of funds			4,565,568				21,523			1.88	%		4,613,091				15,419			1.33	%
Other liabilities			106,095										129,866
Total liabilities			4,671,663										4,742,957
Shareholders’ equity			680,404										656,973
Total liabilities and shareholders’ equity		$	5,352,067									$	5,399,930
Net interest income / margin (3)							39,974			3.17	%						45,433			3.57	%
Less tax equivalent adjustment (3)							(59	)									(61	)
Net interest income						$	39,915			3.17	%					$	45,372			3.56	%

(1)	Includes loans held-for-sale. Nonaccrual loans are included in average balances.
(2)	Yield amounts earned on loans include fees and costs. The accretion of net deferred loan fees into loan interest income was $184,000 for the third quarter of 2024, compared to $201,000 for the third quarter of 2023. Prepayment fees totaled $4,000 for the third quarter of 2024, compared to $182,000 for the third quarter of 2023.
(3)	Reflects the non-GAAP FTE adjustment for Federal tax-exempt income based on a 21% tax rate.

		For the Nine Months Ended										For the Nine Months Ended
		September 30, 2024										September 30, 2023
						Interest				Average						Interest				Average
NET INTEREST INCOME AND NET INTEREST MARGIN		Average				Income/				Yield/		Average				Income/				Yield/
(in $000’s, unaudited)		Balance				Expense				Rate		Balance				Expense				Rate
Assets:
Loans, gross (1)(2)		$	3,330,442			$	135,851			5.45	%	$	3,255,375			$	132,993			5.46	%
Securities – taxable			940,755				16,342			2.32	%		1,140,890				20,835			2.44	%
Securities – exempt from Federal tax (3)			31,683				853			3.60	%		34,332				908			3.54	%
Other investments, interest-bearing deposits in other financial institutions and Federal funds sold			606,360				25,199			5.55	%		535,016				20,860			5.21	%
Total interest earning assets (3)			4,909,240				178,245			4.85	%		4,965,613				175,596			4.73	%
Cash and due from banks			33,353										36,205
Premises and equipment, net			10,235										9,278
Goodwill and other intangible assets			175,495										177,837
Other assets			120,015										127,514
Total assets		$	5,248,338									$	5,316,447
Liabilities and shareholders’ equity:
Deposits:
Demand, noninterest-bearing		$	1,158,891									$	1,444,744
Demand, interest-bearing			919,786				4,987			0.72	%		1,117,140				4,994			0.60	%
Savings and money market			1,120,324				23,644			2.82	%		1,159,894				13,641			1.57	%
Time deposits – under $100			11,020				135			1.64	%		11,951				60			0.67	%
Time deposits – $100 and over			226,353				6,658			3.93	%		212,736				4,744			2.98	%
ICS/CDARS – interest-bearing demand, money market and time deposits			990,868				21,565			2.91	%		525,318				8,065			2.05	%
Total interest-bearing deposits			3,268,351				56,989			2.33	%		3,027,039				31,504			1.39	%
Total deposits			4,427,242				56,989			1.72	%		4,471,783				31,504			0.94	%
Short-term borrowings			22				—			0.00	%		36,283				1,365			5.03	%
Subordinated debt, net of issuance costs			39,553				1,614			5.45	%		39,401				1,614			5.48	%
Total interest-bearing liabilities			3,307,926				58,603			2.37	%		3,102,723				34,483			1.49	%
Total interest-bearing liabilities and demand, noninterest-bearing / cost of funds			4,466,817				58,603			1.75	%		4,547,467				34,483			1.01	%
Other liabilities			105,570										120,639
Total liabilities			4,572,387										4,668,106
Shareholders’ equity			675,951										648,341
Total liabilities and shareholders’ equity		$	5,248,338									$	5,316,447
Net interest income / margin (3)							119,642			3.26	%						141,113			3.80	%
Less tax equivalent adjustment (3)							(179	)									(190	)
Net interest income						$	119,463			3.25	%					$	140,923			3.79	%

(1)	Includes loans held-for-sale. Nonaccrual loans are included in average balances.
(2)	Yield amounts earned on loans include fees and costs. The accretion of net deferred loan fees into loan interest income was $461,000 for the first nine months of 2024, compared to $595,000 for the first nine months of 2023. Prepayment fees totaled $82,000 for the first nine months of 2024, compared to $393,000 for the first nine months of 2023.
(3)	Reflects the non-GAAP FTE adjustment for Federal tax-exempt income based on a 21% tax rate.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

• Management considers tangible book value per share as a useful measurement of the Company’s equity. The Company references the return on average tangible common equity and the return on average tangible assets as measurements of profitability.
• The following table summarizes components of the tangible book value per share at the dates indicated:

TANGIBLE BOOK VALUE PER SHARE		September 30,				June 30,				March 31,				December 31,				September 30,
(in $000’s, unaudited)		2024				2024				2024				2023				2023
Capital components:
Total Equity (GAAP)		$	685,352			$	679,199			$	676,296			$	672,901			$	661,930
Less: Preferred Stock			—				—				—				—				—
Total Common Equity			685,352				679,199				676,296				672,901				661,930
Less: Goodwill			(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: Other Intangible Assets			(6,966	)			(7,521	)			(8,074	)			(8,627	)			(9,229	)
Total Tangible Common Equity (non-GAAP)		$	510,755			$	504,047			$	500,591			$	496,643			$	485,070
Common shares outstanding at period-end			61,297,344				61,292,094				61,253,625				61,146,835				61,099,155
Tangible book value per share (non-GAAP)		$	8.33			$	8.22			$	8.17			$	8.12			$	7.94

• The following tables summarize components of the annualized return on average tangible common equity and the annualized return on average tangible assets for the periods indicated:

RETURN ON AVERAGE TANGIBLE COMMON		For the Quarter Ended:
EQUITY AND AVERAGE TANGIBLE COMMON ASSETS		September 30,				June 30,				March 31,				December 31,				September 30,
(in $000’s, unaudited)		2024				2024					2024			2023				2023
Net income		$	10,507			$	9,234			$	10,166			$	13,328			$	15,795
Average tangible common equity components:
Average Equity (GAAP)		$	680,404			$	675,108			$	672,292			$	664,638			$	656,973
Less: Goodwill			(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: Other Intangible Assets			(7,322	)			(7,867	)			(8,408	)			(9,010	)			(9,607	)
Total Average Tangible Common Equity (non-GAAP)		$	505,451			$	499,610			$	496,253			$	487,997			$	479,735
Annualized return on average tangible common equity (non-GAAP)			8.27		%		7.43		%		8.24		%		10.84		%		13.06		%
Average tangible assets components:
Average Assets (GAAP)		$	5,352,067			$	5,213,171			$	5,178,636			$	5,264,905			$	5,399,930
Less: Goodwill			(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: Other Intangible Assets			(7,322	)			(7,867	)			(8,408	)			(9,010	)			(9,607	)
Total Average Tangible Assets (non-GAAP)		$	5,177,114			$	5,037,673			$	5,002,597			$	5,088,264			$	5,222,692
Annualized return on average tangible assets (non-GAAP)			0.81		%		0.74		%		0.82		%		1.04		%		1.20		%

RETURN ON AVERAGE TANGIBLE COMMON		For the Nine Months Ended:
EQUITY AND AVERAGE TANGIBLE COMMON ASSETS		September 30,				September 30,
(in $000’s, unaudited)		2024				2023
Net income		$	29,907			$	51,115
Average tangible common equity components:
Average Equity (GAAP)		$	675,951			$	648,341
Less: Goodwill			(167,631	)			(167,631	)
Less: Other Intangible Assets			(7,864	)			(10,206	)
Total Average Tangible Common Equity (non-GAAP)		$	500,456			$	470,504
Annualized return on average tangible common equity (non-GAAP)			7.98		%		14.52		%
Average tangible assets components:
Average Assets (GAAP)		$	5,248,338			$	5,316,447
Less: Goodwill			(167,631	)			(167,631	)
Less: Other Intangible Assets			(7,864	)			(10,206	)
Total Average Tangible Assets (non-GAAP)		$	5,072,843				5,138,610
Annualized return on average tangible assets (non-GAAP)			0.79		%		1.33		%

• Management reviews yields on certain asset categories and the net interest margin of the Company on an FTE basis. In this non-GAAP presentation, net interest income is adjusted to reflect tax-exempt interest income on an equivalent before-tax basis using tax rates effective as of the end of the period. This measure ensures comparability of net interest income arising from both taxable and tax-exempt sources. The following tables summarize components of FTE net interest income of the Company for the periods indicated:

		For the Quarter Ended:
		September 30,				June 30,				March 31,				December 31,				September 30,
(in $000’s, unaudited)		2024				2024				2024				2023				2023
Net interest income before credit losses on loans (GAAP)		$	39,915			$	39,455			$	40,093			$	42,301			$	45,372
Tax-equivalent adjustment on securities – exempt from Federal tax			59				60				60				61				61
Net interest income, FTE (non-GAAP)		$	39,974			$	39,515			$	40,153			$	42,362			$	45,433
Average balance of total interest earning assets		$	5,011,865			$	4,872,449			$	4,842,279			$	4,923,582			$	5,051,710
Net interest margin (annualized net interest income divided by the average balance of total interest earnings assets) (GAAP)			3.17		%		3.26		%		3.33		%		3.41		%		3.56		%
Net interest margin, FTE (annualized net interest income, FTE, divided by the average balance of total earnings assets) (non-GAAP)			3.17		%		3.26		%		3.34		%		3.41		%		3.57		%

		For the Nine Months Ended:
		September 30,				September 30,
(in $000’s, unaudited)		2024				2023
Net interest income before credit losses on loans (GAAP)		$	119,463			$	140,923
Tax-equivalent adjustment on securities – exempt from Federal tax			179				190
Net interest income, FTE (non-GAAP)		$	119,642			$	141,113
Average balance of total interest earning assets		$	4,909,240			$	4,965,613
Net interest margin (annualized net interest income divided by the average balance of total interest earnings assets) (GAAP)			3.25		%		3.79		%
Net interest margin, FTE (annualized net interest income, FTE, divided by the average balance of total interest earnings assets) (non-GAAP)			3.26		%		3.80		%

• The efficiency ratio is a non-GAAP financial measure, which is calculated by dividing noninterest expense by total revenue (net interest income plus noninterest income), and measures how much it costs to produce one dollar of revenue. The following tables summarize components of the efficiency ratio of the Company for the periods indicated:

		For the Quarter Ended:
		September 30,				June 30,				March 31,				December 31,				September 30,
(in $000’s, unaudited)		2024				2024				2023				2023				2023
Noninterest expense		$	27,555			$	28,188			$	27,536			$	25,491			$	25,171
Net interest income before credit losses on loans		$	39,915			$	39,455			$	40,093			$	42,301			$	45,372
Noninterest income			2,240				2,276				2,047				1,942				2,216
Total revenue		$	42,155			$	41,731			$	42,140			$	44,243			$	47,588
Efficiency ratio (noninterest expense divided by total revenue) (non-GAAP)			65.37		%		67.55		%		65.34		%		57.62		%		52.89		%

		For the Nine Months Ended:
		September 30,				September 30,
(in $000’s, unaudited)		2024				2023
Noninterest expense		$	83,279			$	75,563
Net interest income before credit losses on loans		$	119,463			$	140,923
Noninterest income			6,563				7,056
Total revenue		$	126,026			$	147,979
Efficiency ratio (noninterest expense divided by total revenue) (non-GAAP)			66.08		%		51.06		%

• Management considers the tangible common equity ratio as a useful measurement of the Company’s and the Bank’s equity. The following table summarizes components of the tangible common equity to tangible assets ratio of the Company at the dates indicated:

TANGIBLE COMMON EQUITY TO TANGIBLE ASSETS		September 30,				June 30,				March 31,				December 31,				September 30,
(in $000’s, unaudited)		2024				2024				2024				2023				2023
Capital components:
Total Equity (GAAP)		$	685,352			$	679,199			$	676,296			$	672,901			$	661,930
Less: Preferred Stock			—				—				—				—				—
Total Common Equity			685,352				679,199				676,296				672,901				661,930
Less: Goodwill			(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: Other Intangible Assets			(6,966	)			(7,521	)			(8,074	)			(8,627	)			(9,229	)
Total Tangible Common Equity (non-GAAP)		$	510,755			$	504,047			$	500,591			$	496,643			$	485,070
Asset components:
Total Assets (GAAP)		$	5,551,596			$	5,263,024			$	5,256,074			$	5,194,095			$	5,403,307
Less: Goodwill			(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: Other Intangible Assets			(6,966	)			(7,521	)			(8,074	)			(8,627	)			(9,229	)
Total Tangible Assets (non-GAAP)		$	5,376,999			$	5,087,872			$	5,080,369			$	5,017,837			$	5,226,447
Tangible common equity / tangible assets (non-GAAP)			9.50		%		9.91		%		9.85		%		9.90		%		9.28		%

• The following table summarizes components of the tangible common equity to tangible assets ratio of the Bank at the dates indicated:

TANGIBLE COMMON EQUITY TO TANGIBLE ASSETS		September 30,				June 30,				March 31,				December 31,				September 30,
(in $000’s, unaudited)		2024				2024				2024				2023				2023
Capital components:
Total Equity (GAAP)		$	704,585			$	697,964			$	694,543			$	690,918			$	679,644
Less: Preferred Stock			—				—				—				—				—
Total Common Equity			704,585				697,964				694,543				690,918				679,644
Less: Goodwill			(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: Other Intangible Assets			(6,966	)			(7,521	)			(8,074	)			(8,627	)			(9,229	)
Total Tangible Common Equity (non-GAAP)		$	529,988			$	522,812			$	518,838			$	514,660			$	502,784
Asset components:
Total Assets (GAAP)		$	5,548,576			$	5,260,500			$	5,254,044			$	5,190,829			$	5,402,838
Less: Goodwill			(167,631	)			(167,631	)			(167,631	)			(167,631	)			(167,631	)
Less: Other Intangible Assets			(6,966	)			(7,521	)			(8,074	)			(8,627	)			(9,229	)
Total Tangible Assets (non-GAAP)		$	5,373,979			$	5,085,348			$	5,078,339			$	5,014,571			$	5,225,978
Tangible common equity / tangible assets (non-GAAP)			9.86		%		10.28		%		10.22		%		10.26		%		9.62		%

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