Our inability to overcome these risks could have an adverse effect on our profitability, return on equity and return on assets, our ability to implement our business strategy and enhance stockholder value, which, in turn, could have an adverse effect on our business, financial condition and results of operations. 24 Table of Contents Our acquisition history and any future acquisitions may make it difficult for investors to evaluate our business, financial condition and results of operations and also impairs our ability to accurately forecast our future performance.
Our inability to overcome these risks could have an adverse effect on our profitability, return on equity and return on assets, and our ability to implement our business strategy and enhance stockholder value, which, in turn, could have an adverse effect on our business, financial condition and results of operations. 24 Table of Contents Our acquisition history and any future acquisitions may make it difficult for investors to evaluate our business, financial condition and results of operations and also impairs our ability to accurately forecast our future performance.
We may not experience the same levels of success with respect to our customer acquisition strategies as seen in prior periods, and if the costs associated with acquiring new customers materially rises in the future, our expenses may rise significantly. 26 Table of Contents Our current customer base consists primarily of third party logistics companies, or Brokers, making payments to their Carriers through our TriumphPay platform, as well as Brokers and Factors that process their invoices for payment or purchase, as applicable, through the audit functionality on the TriumphPay platform.
We may not experience the same levels of success with respect to our customer acquisition strategies as seen in prior periods, and if the costs associated with acquiring new customers materially rises in the future, our expenses may rise significantly. 26 Table of Contents Our current customer base consists primarily of third party logistics companies, or Brokers, making payments to their Carriers through our payments platform, as well as Brokers and Factors that process their invoices for payment or purchase, as applicable, through the audit functionality on the payments platform.
We intend to continue to pursue growth within each of our target customer markets (Broker, Shipper and Factor) and to seek to convert customers using only a portion of the TriumphPay functionality (payments or audit), to use the other services on the TriumphPay platform to conduct end to end integrated payments transactions that create benefit for the other parties to the payment transaction on the platform, and to continue exploring the use and deployment of artificial intelligence as well as other new technology tools on the platform.
We intend to continue to pursue growth within each of our target customer markets (Broker, Shipper and Factor) and to seek to convert customers using only a portion of the payments platform functionality (payments or audit), to use the other services on the payments platform to conduct end to end integrated payments transactions that create benefit for the other parties to the payment transaction on the platform, and to continue exploring the use and deployment of artificial intelligence as well as other new technology tools on the platform.
If any security breach involving our systems or the systems of third parties that store or process our data or significant denial-of-service or other cyber-attack occurs or is believed to have occurred, our reputation and brand could be damaged, we could be required to expend significant capital and other resources to alleviate problems caused by such actual or perceived breaches or attacks and remediate our systems.
If any material security breach involving our systems or the systems of third parties that store or process our data or significant denial-of-service or other cyber-attack occurs or is believed to have occurred, our reputation and brand could be damaged, we could be required to expend significant capital and other resources to alleviate problems caused by such actual or perceived breaches or attacks and remediate our systems.
Summary Our risk factors can be broadly summarized by the following categories: • Economic Risks • Credit and Interest Rate Risks • Strategic Risks • Transportation Concentration Risks • Risks Relating to our Payments Business • Operational Risks • Risks Relating to the Regulation of Our Industry • Risks Relating to the Company’s Common Stock • General Risks While not an exhaustive list, our risk factors are generally designed to address the following factors: • business and economic conditions generally and in the bank and non-bank financial services industries, nationally and within our local market areas; • our ability to mitigate our risk exposures; • our ability to maintain our historical earnings trends; • changes in management personnel; • interest rate risk; • concentration of our products and services in the transportation industry; • risks related to our Payments, Intelligence, and Factoring business and the associated growth in such product line; • credit risk associated with our loan portfolio; • lack of seasoning in our Payments business; • deteriorating asset quality and higher loan charge-offs; • time and effort necessary to resolve nonperforming assets; • inaccuracy of the assumptions and estimates we make in establishing reserves for probable loan losses and other estimates; • risks related to the integration of acquired businesses and any future acquisitions; • our ability to successfully identify and address the risks associated with our possible future acquisitions, and the risks that our prior and possible future acquisitions make it more difficult for investors to evaluate our business, financial condition and results of operations, and impairs our ability to accurately forecast our future performance; • lack of liquidity; 18 Table of Contents • fluctuations in the fair value and liquidity of the securities we hold for sale; • impairment of investment securities, goodwill, other intangible assets or deferred tax assets; • our risk management strategies; • environmental liability associated with our lending activities; • increased competition in the bank and non-bank financial services industries, nationally, regionally or locally, which may adversely affect pricing and terms; • the accuracy of our financial statements and related disclosures; • material weaknesses in our internal control over financial reporting; • system failures and failures to maintain our information technology infrastructure; • cybersecurity risk, including failures to prevent breaches of our network security; • the institution and outcome of litigation and other legal proceedings against us or to which we become subject; • changes in carry-forwards of net operating losses; • changes in federal tax law or policy; • the impact of recent and future legislative and regulatory changes, including changes in banking, securities and tax laws and regulations, such as the Dodd-Frank Act and their application by our regulators, as well as privacy, cybersecurity, and artificial intelligence regulation and oversight; • governmental monetary and fiscal policies including tariffs; • changes in the scope and cost of FDIC, insurance and other coverages; • failure to receive regulatory approval for future acquisitions; • increases in our capital requirements; and • the impact of a global pandemic on our business The foregoing factors should not be construed as exhaustive.
Summary Our risk factors can be broadly summarized by the following categories: • Economic Risks • Credit and Interest Rate Risks • Strategic Risks • Transportation Concentration Risks • Risks Relating to our Payments and Intelligence Businesses • Operational Risks • Risks Relating to the Regulation of Our Industry • Risks Relating to the Company’s Common Stock • General Risks While not an exhaustive list, our risk factors are generally designed to address the following factors: • business and economic conditions generally and in the bank and non-bank financial services industries, nationally and within our local market areas; • our ability to mitigate our risk exposures; • our ability to maintain our historical earnings trends; • changes in management personnel; • interest rate risk; • concentration of our products and services in the transportation industry; • risks related to our Payments, Intelligence, and Factoring business and the associated growth in such product lines; • credit risk associated with our loan portfolio; • lack of seasoning in our Payments business; • deteriorating asset quality and higher loan charge-offs; • time and effort necessary to resolve nonperforming assets; • inaccuracy of the assumptions and estimates we make in establishing reserves for probable loan losses and other estimates; • risks related to the integration of acquired businesses and any future acquisitions; • our ability to successfully identify and address the risks associated with our possible future acquisitions, and the risks that our prior and possible future acquisitions make it more difficult for investors to evaluate our business, financial condition and results of operations, and impairs our ability to accurately forecast our future performance; • lack of liquidity; 18 Table of Contents • fluctuations in the fair value and liquidity of the securities we hold for sale; • impairment of investment securities, goodwill, other intangible assets or deferred tax assets; • our risk management strategies; • environmental liability associated with our lending activities; • increased competition in the bank and non-bank financial services industries, nationally, regionally or locally, which may adversely affect pricing and terms; • the accuracy of our financial statements and related disclosures; • material weaknesses in our internal control over financial reporting; • system failures and failures to maintain our information technology infrastructure; • cybersecurity risk, including failures to prevent breaches of our network security; • the institution and outcome of litigation and other legal proceedings against us or to which we become subject; • changes in carry-forwards of net operating losses; • changes in federal tax law or policy; • the impact of recent and future legislative and regulatory changes, including changes in banking, securities and tax laws and regulations, such as the Dodd-Frank Act and their application by our regulators, as well as privacy, cybersecurity, and artificial intelligence regulation and oversight; • governmental monetary and fiscal policies including tariffs; • changes in the scope and cost of FDIC, insurance and other coverages; • failure to receive regulatory approval for future acquisitions; • increases in our capital requirements; and • the impact of a global pandemic on our business.
Even if we succeed in adding new customers to our platform and retaining existing customers, our growth prospects and strategic outlook depend on adoption by our customers for the full TriumphPay functionality to conduct end to end integrated payments transactions for which we will earn fee income based on transaction volume.
Even if we succeed in adding new customers to our platform and retaining existing customers, our growth prospects and strategic outlook depend on adoption by our customers for the full payments platform functionality to conduct end to end integrated payments transactions for which we will earn fee income based on transaction volume.
Many factors impact interest rates, including governmental monetary policies, inflation, recession, changes in unemployment, the money supply and international disorder and instability in domestic and foreign financial markets. Interest rate increases often result in larger payment requirements for our borrowers, which increases the potential for default.
Many factors impact interest rates, including governmental monetary policies, inflation, recession, changes in unemployment, the money supply and disorder and instability in domestic and foreign financial markets. Interest rate increases often result in larger payment requirements for our borrowers, which increases the potential for default.
We may engage in acquisitions in the future. Our previous acquisitions may make it more difficult for investors to evaluate historical trends in our financial results and operating performance, as the impact of such acquisitions make it more difficult to identify organic trends that would be reflected absent such acquisitions.
We may engage in acquisitions in the future. Our previous acquisitions may make it more difficult for investors to evaluate historical trends in our financial results and operating performance, as the impact of such acquisitions makes it more difficult to identify organic trends that would be reflected absent such acquisitions.
In the event of cyberattacks impacting our transportation payments business (i.e., Factoring and TriumphPay), such attacks may result in payment diversions or other events that could cause us financial loss, which could be material given the payment volumes of such businesses.
In the event of cyberattacks impacting our transportation payments business (i.e., Factoring and Payments), such attacks may result in payment diversions or other events that could cause us financial loss, which could be material given the payment volumes of such businesses.
Our business is currently based on contract terms for our products for Brokers and Shippers making payments to their Carriers on the TriumphPay platform, and are generally month to month for Factors and Brokers processing their invoices for payment or purchase, as applicable through the audit functionality on the TriumphPay platform.
Our business is currently based on contract terms for our products for Brokers and Shippers making payments to their Carriers on the payments platform, and are generally month to month for Factors and Brokers processing their invoices for payment or purchase, as applicable, through the audit functionality on the payments platform.
Our growth prospects and strategic outlook depend in part on adoption of the full TriumphPay functionality to conduct end to end integrated payments transactions that create benefit for the other parties to the payment transaction on the platform.
Our growth prospects and strategic outlook depend in part on adoption of the full payments platform functionality to conduct end to end integrated payments transactions that create benefit for the other parties to the payment transaction on the platform.
At December 31, 2024 we had issued and outstanding 45,000 shares of 7.125% Series C Fixed-Rate Non-Cumulative Perpetual Preferred Stock, with an aggregate liquidation preference of $45 million (the “Series C Preferred Stock”), which is held by investors in through 1,800,000 depositary shares, each representing a 1/40th ownership interest in a share of the Series C Preferred Stock.
At December 31, 2025 we had issued and outstanding 45,000 shares of 7.125% Series C Fixed-Rate Non-Cumulative Perpetual Preferred Stock, with an aggregate liquidation preference of $45 million (the “Series C Preferred Stock”), which is held by investors in through 1,800,000 depositary shares, each representing a 1/40th ownership interest in a share of the Series C Preferred Stock.
Based on our commercial real estate concentration as of December 31, 2024, we believe that we are operating within the guidelines. However, increases in our commercial real estate lending could subject us to additional supervisory analysis. We cannot guarantee that any risk management practices we implement will be effective to prevent losses relating to our commercial real estate portfolio.
Based on our commercial real estate concentration as of December 31, 2025, we believe that we are operating within the guidelines. However, increases in our commercial real estate lending could subject us to additional supervisory analysis. We cannot guarantee that any risk management practices we implement will be effective to prevent losses relating to our commercial real estate portfolio.
Growth of our businesses focused on the transportation industry, in particular our transportation factoring and TriumphPay operations, are a key strategic focus for the Company. The occurrence of any of such events as described above resulting from factors negatively impacting the transportation industry may have an adverse effect on our strategic plans, business, financial condition and results of operations.
Growth of our businesses focused on the transportation industry, in particular our transportation factoring and payments operations, are a key strategic focus for the Company. The occurrence of any of such events as described above resulting from factors negatively impacting the transportation industry may have an adverse effect on our strategic plans, business, financial condition and results of operations.
For example, reductions in economic activity reducing the volume of goods in commerce, changes in the spot rate market for transportation, the impact of any imposed tariffs, and other factors impacting Carriers in the over the road transportation business, such as the cost of insurance, may influence both the size of invoices we are able to purchase in our transportation business (both in traditional factoring as well as factoring transactions being originated through TriumphPay) as well as the number of Carriers engaged in this business and their utilization of available capacity.
For example, reductions in economic activity reducing the volume of goods in commerce, changes in the spot rate market for transportation, the impact of any imposed tariffs, and other factors impacting Carriers in the over the road transportation business, such as the cost of insurance, may influence both the size of invoices we are able to purchase in our transportation business (both in traditional factoring as well as factoring transactions being originated through our Payments segment) as well as the number of Carriers engaged in this business and their utilization of available capacity.
Negative trends in such items will directly correlate with a reduction in our net funds employed from transportation factored receivables and with reduced revenues from our Factoring and TriumphPay operations.
Negative trends in such items will directly correlate with a reduction in our net funds employed from transportation factored receivables and with reduced revenues from our Factoring and Payments operations.
Losses from such fraudulent activity could have a material impact on our business, financial condition and results of operations. 20 Table of Contents Our commercial finance clients, particularly with respect to our factoring business and asset-based lending product lines, may lack the operating history, cash flows or balance sheet necessary to support other financing options and may expose us to additional credit risk, especially if our additional controls for such products are ineffective in mitigating such additional risks.
Losses from such fraudulent activity or otherwise related to identifying, securing, and liquidating such collateral could have a material impact on our business, financial condition and results of operations. 20 Table of Contents Our commercial finance clients, particularly with respect to our factoring business and asset-based lending product lines, may lack the operating history, cash flows or balance sheet necessary to support other financing options and may expose us to additional credit risk, especially if our additional controls for such products are ineffective in mitigating such additional risks.
This summary of risk factors should be read in conjunction with the more detailed risk factors below. Economic Risks As a business operating in the bank and non-bank financial services industries, our business and operations may be adversely affected in numerous and complex ways by weak economic conditions.
The foregoing factors should not be construed as exhaustive. This summary of risk factors should be read in conjunction with the more detailed risk factors below. Economic Risks As a business operating in the bank and non-bank financial services industries, our business and operations may be adversely affected in numerous and complex ways by weak economic conditions.
We have concluded that, based on the level of positive evidence, it is more likely than not that at December 31, 2024 all but $0.3 million which is recorded as a valuation allowance of the deferred tax asset will be realized. At December 31, 2024, net deferred tax assets were approximately $13.6 million.
We have concluded that, based on the level of positive evidence, it is more likely than not that at December 31, 2025 all but $0.3 million which is recorded as a valuation allowance of the deferred tax asset will be realized. At December 31, 2025, net deferred tax assets were approximately $0.2 million.
A substantial portion of our revenues are derived from the transportation industry, including our transportation factoring business, our TriumphPay operations, and our equipment finance lending, which are focused on the transportation sector.
A substantial portion of our revenues are derived from the transportation industry, including our transportation factoring business, our payments and intelligence operations, and our equipment finance lending, which are focused on the transportation sector.
For the year ended December 31, 2024, we estimate that approximately 48% percent of our revenues were derived from the transportation industry, and as of December 31, 2024, 97% of our period end factored receivables portfolio consisted of invoices purchased from transportation clients.
For the year ended December 31, 2025, we estimate that approximately 42% percent of our revenues were derived from the transportation industry, and as of December 31, 2025, 97% of our period end factored receivables portfolio consisted of invoices purchased from transportation clients.
We are also restricted from paying dividends on our common stock if we do not pay dividends on our Series C Preferred Stock for the same dividend period or if we are in deferral with respect to interest payments on our junior subordinated debentures (and the related trust preferred securities). 43 Table of Contents Our board of directors intends to retain all of our earnings to promote growth and build capital.
We are also restricted from paying dividends on our common stock if we do not pay dividends on our Series C Preferred Stock for the same dividend period or if we are in deferral with respect to interest payments on our junior subordinated debentures (and the related trust preferred securities). 43 Table of Contents Our board of directors intends to retain all of our earnings to promote growth and build capital, or to deploy a portion of such earnings through share repurchase programs.
In addition to the factors discussed in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and in the risk factors below, global economic and geopolitical conditions and additional or unforeseen circumstances, developments, or events may give rise to or amplify many of the risks discussed below.Some statements in the following risk factors constitute forward-looking statements.
In addition to the factors discussed in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and in the risk factors below, global economic and geopolitical conditions and additional or unforeseen circumstances, developments, or events may give rise to or amplify many of the risks discussed below.
In the event that we conclude that all or a portion of our intangible assets may be impaired, a non-cash charge for the amount of such impairment would be recorded to earnings. Such a charge would have no impact on tangible capital. At December 31, 2024, we had intangible assets of $16.3 million, representing approximately 2% of total equity.
In the event that we conclude that all or a portion of our intangible assets may be impaired, a non-cash charge for the amount of such impairment would be recorded to earnings. Such a charge would have no impact on tangible capital. At December 31, 2025, we had intangible assets of $47.9 million, representing approximately 5% of total equity.
In the event that we conclude that all or a portion of our goodwill may be impaired, a non-cash charge for the amount of such impairment would be recorded to earnings. Such a charge would have no impact on tangible capital. At December 31, 2024, we had goodwill of $241.9 million, representing approximately 27% of total equity.
In the event that we conclude that all or a portion of our goodwill may be impaired, a non-cash charge for the amount of such impairment would be recorded to earnings. Such a charge would have no impact on tangible capital. At December 31, 2025, we had goodwill of $355.3 million, representing approximately 38% of total equity.
At December 31, 2024, we held no OREO. In the event the amount of OREO should increase due to an increase in defaults on bank loans, our losses and the costs and expenses to maintain the real estate, likewise would increase.
At December 31, 2025, we held $10.2 million of OREO. In the event the amount of OREO should increase due to an increase in defaults on bank loans, our losses and the costs and expenses to maintain the real estate likewise would increase.
Holders of our indebtedness and preferred stock have rights that are senior to those of our common stockholders. As of December 31, 2024, we had $69.7 million outstanding in subordinated notes issued by our holding company and $42.4 million outstanding in junior subordinated debentures that are held by statutory trusts which issued trust preferred securities to investors.
Holders of our indebtedness and preferred stock have rights that are senior to those of our common stockholders. As of December 31, 2025, we had $69.9 million outstanding in subordinated notes issued by our holding company and $43.0 million outstanding in junior subordinated debentures that are held by statutory trusts which issued trust preferred securities to investors.
The ACL may be zero if the fair value of the collateral at the measurement date exceeds the amortized cost basis of the financial asset. 22 Table of Contents As of December 31, 2024, our ACL as a percentage of total loans was 0.90% and as a percentage of total nonperforming loans was 35.93%.
The ACL may be zero if the fair value of the collateral at the measurement date exceeds the amortized cost basis of the financial asset. 22 Table of Contents As of December 31, 2025, our ACL as a percentage of total loans was 0.73% and as a percentage of total nonperforming loans was 63.44%.
As of December 31, 2024, we had investments with a net carrying amount of $1.9 million in the subordinated notes of three CLOs. In addition, we have historically, and may in the future, invest in the subordinated notes or preference shares of CLO warehouse financing structures.
As of December 31, 2025, we had investments with a net carrying amount of $1.6 million in the subordinated notes of CLOs. 37 Table of Contents In addition, we have historically, and may in the future, invest in the subordinated notes or preference shares of CLO warehouse financing structures.
Additional factors related to the credit quality of commercial loans include the quality of the management of the business and the borrower’s ability both to properly evaluate changes in the supply and demand characteristics affecting our market for products and services and to effectively respond to those changes.
Additional factors related to the credit quality of commercial loans include the quality of the management of the business and the borrower’s ability both to properly evaluate changes in the supply and demand characteristics affecting their businesses and to effectively respond to those changes.
As of December 31, 2024, approximately $1.328 billion, or 27.5%, of our deposits consisted of interest-bearing demand deposits and money market accounts. Based on past experience, we believe that our deposit accounts are a relatively stable sources of funds.
As of December 31, 2025, approximately $1.453 billion, or 29.4%, of our deposits consisted of interest-bearing demand deposits and money market accounts. Based on past experience, we believe that our deposit accounts are a relatively stable sources of funds.
Although we generally expect CLO warehouse arrangements to last approximately six to nine months before a CLO is issued, the CLO issuer may not be able to complete the issuance within the expected time frame or at all.
Although we generally expect CLO warehouse arrangements to last approximately six to nine months before a CLO is issued, the CLO issuer may not be able to complete the issuance within the expected time frame or at all. We did not hold any CLO warehouse investments as of December 31, 2025.
The amount of our nonperforming assets may increase significantly, which could result in additional losses and costs that will negatively affect our operations. At December 31, 2024, we had a total of approximately $120.3 million of nonperforming assets, constituting approximately 2.02% of total assets.
The amount of our nonperforming assets may increase significantly, which could result in additional losses and costs that will negatively affect our operations. At December 31, 2025, we had a total of approximately $69.9 million of nonperforming assets, constituting approximately 1.10% of total assets.
The extent to a pandemic outbreak impacts our business, results of operations and financial condition would depend on future developments, which would be highly uncertain and difficult to predict, including, but not limited to, the duration and spread of the outbreak and its variants, its severity, the actions to contain the virus or treat its impact, the effectiveness of vaccination programs for the virus, and how quickly and to what extent normal economic and operating conditions could resume.
There is no certainty that such measures would be sufficient to mitigate the risks posed by a pandemic or would otherwise be satisfactory to government authorities. 47 Table of Contents The extent to a pandemic outbreak impacts our business, results of operations and financial condition would depend on future developments, which would be highly uncertain and difficult to predict, including, but not limited to, the duration and spread of the outbreak and its variants, its severity, the actions to contain the virus or treat its impact, the effectiveness of vaccination programs for the virus, and how quickly and to what extent normal economic and operating conditions could resume.
As of December 31, 2024, the carrying value of our investment securities portfolio was as follows: (Dollars in thousands) Debt securities - available for sale $ 381,561 Debt securities - held to maturity, net 1,876 Equity securities with readily determinable fair values 4,445 Equity securities without readily determinable fair values 81,970 $ 469,852 44 Table of Contents Factors beyond our control can significantly influence the fair value of securities in our portfolio and can cause potential adverse changes to the fair value of these securities.
As of December 31, 2025, the carrying value of our investment securities portfolio was as follows: (Dollars in thousands) Debt securities - available for sale $ 364,277 Debt securities - held to maturity, net 1,550 Equity securities with readily determinable fair values 4,588 Equity securities without readily determinable fair values 84,450 $ 454,865 44 Table of Contents Factors beyond our control can significantly influence the fair value of securities in our portfolio and can cause potential adverse changes to the fair value of these securities.
Please refer to “Cautionary Note Regarding Forward-Looking Statements” in Item 7 of this report.
Some statements in the following risk factors constitute forward-looking statements. Please refer to “Cautionary Note Regarding Forward-Looking Statements” in Item 7 of this report.
Many of these regulations are intended to protect depositors, the public or the FDIC insurance funds, not stockholders. Regulatory requirements affect our lending practices, capital structure, investment practices, dividend policy and many other aspects of our business. There are laws and regulations which restrict transactions between us and our subsidiaries.
Regulatory requirements affect our lending practices, capital structure, investment practices, dividend policy and many other aspects of our business. There are laws and regulations which restrict transactions between us and our subsidiaries.
As a financial holding company, we are subject to federal supervision and regulation. Federal regulation of the banking industry, along with tax and accounting laws, regulations, rules and standards, may limit our operations significantly and control the methods by which we conduct business, as they limit those of other banking organizations.
Federal regulation of the banking industry, along with tax and accounting laws, regulations, rules and standards, may limit our operations significantly and control the methods by which we conduct business, as they limit those of other banking organizations. Many of these regulations are intended to protect depositors, the public or the FDIC insurance funds, not stockholders.
Even after the outbreak subsided, we could continue to experience materially adverse impacts to our business as a result of the virus’s global economic impact, including the availability of credit, adverse impacts on our liquidity and any recession that could occur in the future. 47 Table of Contents The ultimate impact of an outbreak is highly uncertain and it would be difficult to know the full extent of the impacts on our business, our operations or the global economy as a whole.
Even after the outbreak subsided, we could continue to experience materially adverse impacts to our business as a result of the virus’s global economic impact, including the availability of credit, adverse impacts on our liquidity and any recession that could occur in the future.
If rapid loan growth were to resume, and we are unable to successfully grow transactional deposits organically or through mergers and acquisitions, we will likely be required to rely on higher cost sources of funding, such as certificates of deposit, to fund continued loan growth, which could have an adverse effect on our business, financial condition and results of operations. 36 Table of Contents Any decline in available funding could adversely impact our ability to originate loans, invest in securities, meet our expenses, pay dividends to our stockholders or fulfill obligations such as repaying our borrowings or meeting deposit withdrawal demands, any of which could have a material adverse impact on our liquidity, business, financial condition and results of operations.
If rapid loan growth were to resume, and we are unable to successfully grow transactional deposits organically or through mergers and acquisitions, we will likely be required to rely on higher cost sources of funding, such as certificates of deposit, to fund continued loan growth, which could have an adverse effect on our business, financial condition and results of operations.
We are subject to extensive regulation by multiple regulatory bodies. These regulations may affect the manner and terms of delivery of our services. If we do not comply with governmental regulations, we may be subject to fines, penalties, lawsuits or material restrictions on our businesses in the jurisdiction where the violation occurred, which may adversely affect our business operations.
If we do not comply with governmental regulations, we may be subject to fines, penalties, lawsuits or material restrictions on our businesses in the jurisdiction where the violation occurred, which may adversely affect our business operations. Changes in these regulations can significantly affect the services that we provide as well as our costs of compliance with such regulations.
If any regulatory agency’s assessment of the quality of our assets differs from our assessment, we may be required to take additional charges that would have the effect of materially reducing our earnings, capital ratios and share price. 38 Table of Contents Legislative and regulatory actions taken now or in the future may increase our costs and impact our business, governance structure, financial condition or results of operations.
If any regulatory agency’s assessment of the quality of our assets differs from our assessment, we may be required to take additional charges that would have the effect of materially reducing our earnings, capital ratios and share price.
The ongoing broad rulemaking powers of the CFPB and its UDAAP authority have the potential to have a significant impact on the operations of financial institutions offering consumer financial products or services. If the CFPB’s actions related to current and proposed regulations limit our ability to provide financial products or services, it may have an adverse effect on our business.
The ongoing broad rulemaking powers of the CFPB and its UDAAP authority have the potential to have a significant impact on the operations of financial institutions offering consumer financial products or services.
We did not hold any CLO warehouse investments as of December 31, 2024. 37 Table of Contents Risks Relating to the Regulation of Our Industry Our business, financial condition, results of operations and future prospects could be adversely affected by the highly regulated environment in which we operate.
Risks Relating to the Regulation of Our Industry Our business, financial condition, results of operations and future prospects could be adversely affected by the highly regulated environment in which we operate. As a financial holding company, we are subject to federal supervision and regulation.
In addition, regulators may elect to alter the standards or the interpretation of the standards used to measure regulatory compliance or used to determine the adequacy of liquidity, certain risk management or other operational practices for bank or non-bank financial services companies.
If the CFPB’s actions related to current and proposed regulations limit our ability to provide financial products or services, it may have an adverse effect on our business. 38 Table of Contents In addition, regulators may elect to alter the standards or the interpretation of the standards used to measure regulatory compliance or used to determine the adequacy of liquidity, certain risk management or other operational practices for bank or non-bank financial services companies.
Prior to 2020, our loan portfolio grew at a faster rate than our ability to organically grow transactional deposits in our community banking markets, and we offset that trend in part through acquiring additional banks with excess liquidity. We have recently been more selective with regard to loan growth and expanded our efforts to grow transactional deposits organically.
If we increase interest rates paid to retain deposits, our earnings may be adversely affected, which could have an adverse effect on our business, financial condition and results of operations. 36 Table of Contents Prior to 2020, our loan portfolio grew at a faster rate than our ability to organically grow transactional deposits in our community banking markets, and we offset that trend in part through acquiring additional banks with excess liquidity.
Changes in these regulations can significantly affect the services that we provide as well as our costs of compliance with such regulations. In addition, adverse publicity and damage to our reputation arising from the failure or perceived failure to comply with legal, regulatory or contractual requirements could affect our ability to attract and retain customers.
In addition, adverse publicity and damage to our reputation arising from the failure or perceived failure to comply with legal, regulatory or contractual requirements could affect our ability to attract and retain customers. Government regulatory agencies and political bodies continue to place increased focus and scrutiny on the bank or nonbank financial services industries.
Our Intelligence division was established in the fourth quarter of 2024 and has no material activity or operational history to date. These businesses operate in rapidly evolving industries.
Our Intelligence division was established in the fourth quarter of 2024, was supplemented by our acquisition of Greenscreens AI Inc. in the second quarter of 2025, an also has a limited operating history. These businesses operate in rapidly evolving industries.
However, any effects could have a material impact on our results of operations and heighten many of our known risks described herein. ITEM 1B. UNRESOLVED STAFF COMMENTS. None.
The ultimate impact of an outbreak is highly uncertain and it would be difficult to know the full extent of the impacts on our business, our operations or the global economy as a whole. However, any effects could have a material impact on our results of operations and heighten many of our known risks described herein. ITEM 1B.
Consequently, we could incur losses up to the full amount of the Misdirected Payments in such event, which could be material to our business, financial condition and results of operations.
Should any of such factual determinations or developments in the bankruptcy proceedings negatively impact the Bank’s assessment of its collateral position or otherwise have a negative impact on the Company, the Company might incur losses which could be material to our business, financial condition and results of operations.
Government regulatory agencies and political bodies continue to place increased focus and scrutiny on the bank or nonbank financial services industries. New proposals for legislation may be introduced in the U.S.
New proposals for legislation may be introduced in the U.S.