Cyllene Therapeutics Expands Leadership Team to Support Corporate Growth and Clinical Product Development

Paris, France and New York, USA , July 23, 2026 (GLOBE NEWSWIRE) —

  • Alyssa Levin appointed to Board of Directors and as Chair of the Audit Committee
  • Clara Cambon-Thiebaud joins as VP, Regulatory Affairs
  • Céline Breda joins as VP, Chemistry, Manufacturing and Controls (CMC)

Paris, France and New York, USA, July 23, 2026 – Cyllene Therapeutics (“Cyllene Tx”), the global leader in non-replicating HSV-1 (nrHSV-1) vector technology in neurology, today announced the appointment of Alyssa Levin to its Board of Directors, where she will also serve as Chair of the Audit Committee. The company has also strengthened its leadership team with two key additions. Clara Cambon-Thiebaud joins as Vice President, Regulatory Affairs, based in New York, and Céline Breda as Vice President, Chemistry Manufacturing and Controls (CMC). This leadership team expansion comes as Cyllene Tx advances its lead candidate, EG110A, towards late-stage clinical development for neurogenic bladder-related incontinence.

“Building a world-class leadership team is essential as we advance Cyllene Tx into its next phase of growth,” said Philippe Cambon, MD, PhD, Co-Founder and Chief Executive Officer of Cyllene Tx. “These appointments strengthen our existing team by adding the late-stage expertise and experience necessary to meet our upcoming corporate goals. Alyssa brings exceptional financial leadership and public company expertise, including significant experience in capital markets, strategic transactions, and corporate governance. Clara is a highly accomplished regulatory leader with deep global expertise in advancing innovative therapies from early development through approval. Céline has dedicated her career to the manufacturing of biologics both in biopharma companies and contract development and manufacturing organizations (CDMOs). Together, they give us the depth needed to execute on our strategy and move our pipeline forward.”

Ms. Levin is a seasoned biotechnology finance executive with more than 15 years of experience leading financial strategy, capital markets, mergers and acquisitions, and operational growth across both public and private life sciences companies. She has raised more than $500 million through financings, led transformative corporate transactions, and built high-performing finance organizations while developing strong relationships across the investor, banking, and biopharmaceutical communities.

She currently serves as Chief Financial Officer of Radionetics Oncology, a clinical-stage radiopharmaceutical company operating under a strategic agreement with Eli Lilly, where she leads finance, legal, and people operations. She previously served as Chief Financial and Business Officer at Nkarta (Nasdaq: NKTX), where she was instrumental in a $240 million follow-on public offering, Chief Financial Officer of ViaCyte, co-leading the company’s $320 million acquisition by Vertex Pharmaceuticals, and held CFO positions at Tentarix Biotherapeutics and Bird Rock Bio. Ms. Levin began her career in audit and capital markets advisory at PwC LLP and The Siegfried Group and is a Chartered Professional Accountant (Canada).

“I am honored to join the Cyllene Tx Board as the company builds toward its next phase of growth. With EG110A advancing and the clinical pipeline expanding, I look forward to working with the Board and management team to help bolster the financial and governance infrastructure a company at this stage needs,” said Ms. Levin.

Ms. Cambon-Thiebaud joins Cyllene Tx as Vice President, Regulatory Affairs, bringing more than 15 years of global regulatory leadership spanning multiple therapeutic modalities and all phases of drug development. Throughout her career, she has contributed to more than 30 development programs from preclinical research through successful regulatory filings and product approvals. A French-trained pharmacist based in the United States, Ms. Cambon-Thiebaud began her career at Genentech before establishing a successful regulatory consulting practice focused on supporting innovative biotechnology companies. She has advised clients on global regulatory strategy, filing readiness, regulatory organization development, and Health Authority interactions, helping companies design differentiated development strategies and successfully navigate complex regulatory pathways to bring important new therapies to patients.

“I am delighted to join Cyllene Tx at such an exciting time and especially look forward to working with Regulators globally on the strategy to advance our lead program EG110A and, more broadly, our HERMES platform to address important medical needs,” said Ms. Cambon-Thiebaud.

Ms. Breda joins Cyllene as Vice President, Chemistry, Manufacturing and Controls (CMC). She is a seasoned biopharmaceutical executive with more than 25 years of experience leading CMC strategy, pharmaceutical development and manufacturing operations for innovative biologics. Throughout her career, she has played a key role in advancing vaccines, viral vectors and other complex biological products from development into clinical manufacturing. Recognized for her scientific rigor and operational leadership, she brings extensive expertise in process development, technology transfer, GMP manufacturing, external network management and global CMC strategy.

“EG110A represents a real opportunity to improve patients’ lives, and I’m looking forward to building the CMC strategy that will carry it through the next phase of clinical manufacturing and beyond. Cyllene Tx is building a very talented team, and I’m glad to be joining at this important stage,” said Ms. Breda.

About Cyllene Therapeutics

Cyllene Therapeutics is the global leader in non-replicating HSV-1 (nrHSV-1) vector technology in neurology. Cyllene Tx is currently executing a Phase 1/2 study in the US with its lead DNA medicine candidate, EG110A, in patients with neurogenic detrusor overactivity (neurogenic bladder)-related incontinence. This is the first human study with nrHSV vectors targeting sensory neuron-based diseases. EG110A is being developed to address multiple severe bladder diseases, including overactive bladder (OAB), and has the potential to be a major improvement over existing therapies, resulting in better care for patients and lower costs for healthcare systems. The company’s unique HERMES platform delivers pinpoint neurotherapeutics to treat prevalent diseases of the peripheral and central nervous system. Its vectors can achieve focal transduction and then selective expression of transgenes in targeted subsets of neurons. With demonstrated clinical safety and possible repeat dosing, the large payload capacity of nrHSV-1 vectors allows for versatile DNA delivery and smarter DNA medicine.

For more information      www.cyllene-tx.com        www.linkedin.com/company/cyllene-tx

Contacts

Company: Cyllene Therapeutics                                                                   

Philippe Chambon, M.D., Ph.D.,
Founder, Chaiman and CEO 
[email protected]

Media Relations: Rose Piquante Consulting

Sophie Baumont
[email protected]
+33 627 74 7449

 



STMicroelectronics Reports Q2 2026 Financial Results

PR No: C3403C

STMicroelectronics Reports Q2 2026 Financial Results

  • Q226 net revenues at $3.49 billion
  • Gross margin at 34.8% (n
    on-U.S.
    GAAP

    1

    gross margin at 35.2%)
  • Operating income at $187 million (non-U.S. GAAP

    1

    operating income at $269 million)
  • Business outlook at mid-point: Q326 net revenues of $3.70
    billion and gross margin of
    37.0
    %

Geneva, July 23, 2026 – STMicroelectronics N.V. (“ST”) (NYSE: STM), a global semiconductor leader serving customers across the spectrum of electronics applications, reported U.S. GAAP financial results for the second quarter ended June 27, 2026. This press release also contains non-U.S. GAAP measures (see Appendix for additional information).

ST reported second quarter net revenues of $3.49 billion, gross margin of 34.8%, operating income of $187 million, and net income of $222 million or $0.24 diluted earnings per share (non-U.S. GAAP1 gross margin of 35.2%, non-U.S. GAAP1 operating income of $269 million, and non-U.S. GAAP1 net income of $291 million or $0.31 diluted earnings per share).

Jean-Marc Chery, ST President & CEO, commented:

  • “Q2 net revenues came above the mid-point of our business outlook range, driven by higher revenues in CECP and Automotive
    .
    Gross margin was in line with
    the mid-point of our business outlook range.
  • “On a year-over-year basis, Q2 net revenues increased 26.0%
    .
    Q2 gross margin was 34.8%, operating margin was 5.4% and net income was $222 million. On a non-U.S.
    GAAP

    1

    basis
    gross margin was 35.2%, operating margin was 7.7% and net income was $291 million.”
  • “During the quarter demand increased further, with strong bookings in all end markets. We saw improved visibility and signs of tight supply in several product categories. Inventory in distribution is now below our standard target.”
  • “Our third quarter business outlook, at the mid-point, is for net revenues of $3.70 billion, increasing about 6.2% sequentially and about 16.2% year-over-year. Gross margin is expected to be about 37.0%, including about 70 basis points of unused capacity charges.”
  • “We anticipate a revenue growth acceleration in Q4, mainly driven by our engaged customer programs in AI datacenters and LEO satellite communication. We expect Q4 revenues to be above $4 billion, this translates into a H2 vs H1 growth above our normal 15% seasonality.”
  • “Driven by continued strong demand in AI datacenters, we are raising our revenue ambition for datacenters. Revenues are now expected above $1 billion in 2026 and, assuming the current dynamic continues and with the current engagements we have, well above $2 billion in 2027. This confirms
    ST’s strong position in the evolving AI datacenters.”


Quarterly Financial Summary

U.S. GAAP

(US$ m, except per share data)
Q2 2026 Q1 2026 Q2 2025 Q/Q Y/Y
Net Revenues $3,487 $3,095 $2,766 12.7% 26.0%
Gross Profit $1,215 $1,045 $926 16.3% 31.1%
Gross Margin 34.8% 33.8% 33.5% 100bps 130bps
Operating Income (Loss) $187 $70 $(133) 165.5%
Operating Margin 5.4% 2.3% -4.8% 310bps 1,020bps
Net Income (Loss) $222 $37 $(97) 496.8%
Diluted Earnings Per Share $0.24 $0.04 $(0.11) 500.0%
Non-U.S. GAAP

1


(US$ m, except per share data)
Q2 2026 Q1 2026 Q2 2025 Q/Q Y/Y
Gross Profit $1,229 $1,056 $926 16.4% 32.7%
Gross Margin 35.2% 34.1% 33.5% 110bps 170bps
Operating Income $269 $171 $57 57.3% 371.9%
Operating Margin 7.7% 5.5% 2.1% 220bps 560bps
Net Income $291 $122 $57 138.5% 410.5%
Diluted Earnings Per Share $0.31 $0.13 $0.06 138.5% 416.7%


Second Quarter 2026 Summary Review

Net Revenues by Reportable Segment

2
(US$ m)
Q2 2026 Q1 2026 Q2 2025 Q/Q Y/Y
Analog products, MEMS and Sensors (AM&S) segment 1,426 1,318 1,133 8.2% 26.0%
Power and discrete products (P&D) segment 464 389 447 19.2% 3.7%
Subtotal: Analog, Power & Discrete, MEMS and Sensors (APMS) Product Group 1,890 1,707 1,580 10.7% 19.6%
Embedded Processing (EMP) segment 1,147 975 847 17.7% 35.5%
RF Optical Communications (RFOC) segment 445 409 336 8.6% 32.0%
Subtotal: Microcontrollers, Digital ICs and RF products (MDRF) Product Group 1,592 1,384 1,183 15.0% 34.5%
Others 5 4 3
Total Net Revenues $3,487 $3,095 $2,766 12.7% 26.0%


Net revenues
totaled $3.49 billion, representing a year-over-year increase of 26.0%. Year-over-year net sales to OEMs and Distribution increased 23.3% and 33.1%, respectively. On a sequential basis, net revenues increased 12.7%, 110 basis points better than the mid-point of ST’s guidance.


Gross profit
totaled $1.22 billion, representing a year-over-year increase of 31.1%. Gross margin of 34.8%, increased 130 basis points year-over-year, mainly due to lower unused capacity charges and better product mix. Non-U.S. GAAP1 gross margin was 35.2%, in line with the mid-point of ST’s guidance.


Operating income
increased from an operating loss of $133 million in the year-ago quarter to an operating income of $187 million. ST’s operating margin increased on a year-over-year basis to 5.4% of net revenues, compared to negative 4.8% operating margin in the second quarter of 2025. Operating income included $58 million impairment, restructuring charges and other related phase-out costs for the quarter, mainly reflecting charges related to the execution of the previously announced company-wide program to reshape our manufacturing footprint and resize our global cost base and $24 million PPA effects from the acquisition of NXP’s MEMS sensor business. Excluding these items, non-U.S. GAAP1 Operating income stood at $269 million in the second quarter (or 7.7% non-U.S. GAAP1 operating margin).

By reportable segment, compared with the year-ago quarter:

In Analog, Power & Discrete, MEMS and Sensors (APMS) Product Group:

Analog products, MEMS and Sensors (AM&S)2 segment:

  • Revenue increased 26.0% mainly due to Imaging and MEMS and, to a lesser extent, Analog.   
  • Operating profit increased by 69.2% to $144 million. Operating margin was 10.1% compared to 7.5%.

Power and Discrete products (P&D) segment:

  • Revenue increased 3.7%.
  • Operating result decreased from a loss of $56 million to a loss of $99 million. Operating margin was -21.4% compared to -12.5%.

In Microcontrollers, Digital ICs and RF products (MDRF) Product Group:

Embedded Processing (EMP) segment:

  • Revenue increased 35.5% mainly due to General Purpose MCU and, to a lesser extent, Custom Processing and Connected Security.
  • Operating profit increased by 97.8% to $226 million. Operating margin was 19.7% compared to 13.5%.

RF Optical Communications (RFOC) segment:

  • Revenue increased 32.0%.
  • Operating profit increased by 56.3% to $94 million. Operating margin was 21.2% compared to 17.9%.


Net income
and diluted Earnings Per Share increased to $222 million and $0.24 respectively, compared to a net loss of $97 million and a negative $0.11 respectively in the year-ago quarter. In the second quarter of 2026 non-U.S. GAAP1 Net income stood at $291 million and non-U.S. GAAP1 diluted Earnings Per Share stood at $0.31.


Cash Flow and Balance Sheet Highlights

        Trailing 12 Months
(US$ m) Q2 2026 Q1 2026 Q2 2025 Q2 2026 Q2 2025 TTM Change
Net cash from operating activities 502 534 354 2,259 2,332 -3.1%
Free cash flow (non-U.S. GAAP1) 75 (723)2 (152) (261) 142 -283.8%

Net cash from operating activities was $502 million in the second quarter, after approximately $44 million outflow related to restructuring, compared to $354 million in the year-ago quarter.

Net Capex (non-U.S. GAAP1), was $409 million in the second quarter compared to $465 million in the year-ago quarter.

Free cash flow (non-U.S. GAAP1) was positive at $75 million in the second quarter compared to negative $152 million in the year-ago quarter.

Inventory at the end of the second quarter was $3.19 billion, compared to $3.17 billion in the previous quarter and $3.27 billion in the year-ago quarter. Days sales of inventory at quarter-end was 126 days, compared to 140 days for the previous quarter and 166 days for the year-ago quarter.

In the second quarter, ST paid cash dividends to its stockholders totaling $75 million.

ST’s net financial position (non-U.S. GAAP3) remained strong at $2.01 billion as of June 27, 2026, compared to $2.00 billion as of March 28, 2026, and reflected total liquidity of $6.03 billion and total financial debt of $4.02 billion. Adjusted net financial position (non-U.S. GAAP1), taking into consideration the effect on total liquidity of advances from capital grants for which capital expenditures have not been incurred yet, stood at $1.70 billion as of June 27, 2026.

During the quarter, ST issued a new $1.5 billion dual-tranche senior unsecured convertible bond (Tranche A and Tranche B for $750 million each) due 2031 and 2033 and announced the early redemption of its $750 million convertible bond due in 2027.


Corporate developments

On May 27, 2026, STMicroelectronics held its 2026 Annual General Meeting of Shareholders in Amsterdam, the Netherlands. All proposed resolutions were approved by the Shareholders.


Business Outlook

ST’s guidance, at the mid-point, for the 2026 third quarter is:

  • Net revenues are expected to be $3.70 billion, an increase of 6.2% sequentially, plus or minus 350 basis points.
  • Gross margin of 37.0%, plus or minus 200 basis points.
  • This outlook is based on an assumed effective currency exchange rate of approximately $1.14 = €1.00 for the 2026 third quarter and includes the impact of existing hedging contracts.
  • The third quarter will close on September 26, 2026.

This business outlook does not include any impact of potential further changes to global trade tariffs compared to the current situation.


Conference Call and Webcast Information

ST will conduct a conference call with analysts, investors and reporters to discuss its second quarter 2026 financial results and current business outlook today at 9:30 a.m. Central European Time (CET) / 3:30 a.m. U.S. Eastern Time (ET). A live webcast (listen-only mode) of the conference call will be accessible at ST’s website, https://investors.st.com, and will be available for replay until August 7, 2026.


Use of Supplemental Non-U.S. GAAP Financial Information

This press release contains supplemental non-U.S. GAAP financial information.

Readers are cautioned that these measures are unaudited and not prepared in accordance with U.S. GAAP and should not be considered as a substitute for U.S. GAAP financial measures. In addition, such non-U.S. GAAP financial measures may not be comparable to similarly titled information from other companies. To compensate for these limitations, the supplemental non-U.S. GAAP financial information should not be read in isolation, but only in conjunction with ST’s consolidated financial statements prepared in accordance with U.S. GAAP.

See the Appendix of this press release for a reconciliation of ST’s non-U.S. GAAP financial measures to their corresponding U.S. GAAP financial measures.


Forward-looking Information

Some of the statements contained in this release that are not historical facts are statements of future expectations and other forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 or Section 21E of the Securities Exchange Act of 1934, each as amended) that are based on management’s current views and assumptions, and are conditioned upon and also involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those anticipated by such statements due to, among other factors:

  • changes in global trade policies, including the continuation, adoption and expansion of tariffs and trade barriers and sanctions, that are affecting and could further affect the macro-economic environment and are adversely impacting and could further adversely impact the demand for our products;
  • uncertain macro-economic and industry trends (such as inflation and fluctuations in supply chains), which are impacting and may further impact production capacity and end-market demand for our products;
  • customer demand that differs from projections which may require us to undertake transformation measures that may not be successful in realizing the expected benefits in full or at all;
  • the ability to design, manufacture and sell innovative products in a rapidly changing technological environment;
  • changes in economic, social, public health, labor, political, or infrastructure conditions in the locations where we, our customers, or our suppliers operate, including as a result of macro-economic or regional events, geopolitical and military conflicts, social unrest, labor actions, or terrorist activities;
  • unanticipated events or circumstances, which may impact our ability to execute our plans and/or meet the objectives of our research and development and manufacturing programs, which benefit from public funding;
  • financial difficulties with any of our major distributors or significant curtailment of purchases by key customers;
  • the loading, product mix, and manufacturing performance of our production facilities and/or our required volume to fulfill capacity reserved with suppliers or third-party manufacturing providers;
  • availability and costs of equipment, raw materials, utilities, third-party manufacturing services and technology, or other supplies required by our operations (including increasing costs resulting from inflation);
  • the functionalities and performance of our IT systems, which are subject to cybersecurity threats and which support our critical operational activities including manufacturing, finance and sales, and any breaches of our IT systems or those of our customers, suppliers, partners and providers of third-party licensed technology;
  • theft, loss, or misuse of personal data about our employees, customers, or other third parties, and breaches of data privacy legislation;
  • the impact of intellectual property claims by our competitors or other third parties, and our ability to obtain required licenses on reasonable terms and conditions;
  • changes in our overall tax position as a result of changes in tax rules, new or revised legislation, the outcome of tax audits or changes in international tax treaties which may impact our results of operations as well as our ability to accurately estimate tax credits, benefits, deductions and provisions and to realize deferred tax assets;
  • variations in the foreign exchange markets and, more particularly, the U.S. dollar exchange rate as compared to the Euro and the other major currencies we use for our operations;
  • the outcome of ongoing litigation as well as the impact of any new litigation to which we may become a defendant;
  • product liability or warranty claims, claims based on epidemic or delivery failure, or other claims relating to our products, or recalls by our customers for products containing our parts;
  • natural events such as severe weather, earthquakes, tsunamis, volcano eruptions or other acts of nature, the effects of climate change, health risks and epidemics or pandemics in locations where we, our customers or our suppliers operate;
  • increased regulation and initiatives in our industry, including those concerning climate change and sustainability matters and our goal to become carbon neutral in all direct and indirect emissions (scopes 1 and 2), product transportation, business travel, and employee commuting emissions (our scope 3 focus), and to achieve our 100% renewable electricity sourcing goal by the end of 2027;
  • epidemics or pandemics, which may negatively impact the global economy in a significant manner for an extended period of time, and could also materially adversely affect our business and operating results;
  • industry changes resulting from vertical and horizontal consolidation among our suppliers, competitors, and customers;
  • the ability to successfully ramp up new programs that could be impacted by factors beyond our control, including the availability of critical third-party components and performance of subcontractors in line with our expectations; and
  • individual customer use of certain products, which may differ from the anticipated uses of such products and result in differences in performance, including energy consumption, may lead to a failure to achieve our disclosed emission-reduction goals, adverse legal action or additional research costs.

Such forward-looking statements are subject to various risks and uncertainties, which may cause actual results and performance of our business to differ materially and adversely from the forward-looking statements. Certain forward-looking statements can be identified by the use of forward-looking terminology, such as “believes”, “expects”, “may”, “are expected to”, “should”, “would be”, “seeks” or “anticipates” or similar expressions or the negative thereof or other variations thereof or comparable terminology, or by discussions of strategy, plans or intentions.

Some of these risk factors are set forth and are discussed in more detail in “Item 3. Key Information — Risk Factors” included in our Annual Report on Form 20-F for the year ended December 31, 2025 as filed with the Securities and Exchange Commission (“SEC”) on February 26, 2026. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this press release as anticipated, believed or expected. We do not intend, and do not assume any obligation, to update any industry information or forward-looking statements set forth in this release to reflect subsequent events or circumstances.

Unfavorable changes in the above or other factors listed under “Item 3. Key Information — Risk Factors” from time to time in our SEC filings, could have a material adverse effect on our business and/or financial condition.


About STMicroelectronics

At ST, we are 49,000 creators and makers of semiconductor technologies mastering the semiconductor supply chain with state-of-the-art manufacturing facilities. An integrated device manufacturer, we work with more than 200,000 customers and thousands of partners to design and build products, solutions, and ecosystems that address their challenges and opportunities, and the need to support a more sustainable world. Our technologies enable smarter mobility, more efficient power and energy management, and the wide-scale deployment of cloud-connected autonomous things. We are on track to be carbon neutral in all direct and indirect emissions (scopes 1 and 2), product transportation, business travel, and employee commuting emissions (our scope 3 focus), and to achieve our 100% renewable electricity sourcing goal by the end of 2027. Further information can be found at www.st.com.

For further information, please contact:

INVESTOR RELATIONS:

Jérôme Ramel
EVP Corporate Development & Integrated External Communication
Tel: +41 22 929 59 20
[email protected]

MEDIA RELATIONS:

Alexis Breton
Corporate External Communications
Tel: + 33 6 59 16 79 08
[email protected]

STMicroelectronics N.V.      
CONSOLIDATED STATEMENTS OF INCOME      
(in millions of U.S. dollars, except per share data ($))      
  Three months ended  
  June 27, June 28,  
  2026 2025  
  (Unaudited) (Unaudited)  
       
Net sales 3,481 2,745  
Other revenues 6 21  
NET REVENUES 3,487 2,766  
Cost of sales (2,272) (1,840)  
GROSS PROFIT 1,215 926  
Selling, general and administrative expenses (444) (420)  
Research and development expenses (551) (514)  
Other income and expenses, net 25 65  
Impairment, restructuring charges and other related phase-out costs (58) (190)  
Total operating expenses (1,028) (1,059)  
OPERATING INCOME (LOSS) 187 (133)  
Interest income 41 60  
Interest expense (15) (15)  
Other components of pension benefit costs (4) (5)  
Gain (loss) on financial instruments, net 46 (19)  
INCOME (LOSS) BEFORE INCOME TAXES AND NONCONTROLLING INTEREST 255 (112)  
Income tax benefit (expense) (30) 18  
NET INCOME (LOSS) 225 (94)  
Net income attributable to noncontrolling interest (3) (3)  
NET INCOME (LOSS) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS 222 (97)  
       
EARNINGS PER SHARE (BASIC) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS 0.25 (0.11)  
EARNINGS PER SHARE (DILUTED) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS 0.24 (0.11)  
       
NUMBER OF WEIGHTED AVERAGE SHARES USED IN CALCULATING DILUTED EPS 928.0 893.9  
       

STMicroelectronics N.V.      
CONSOLIDATED STATEMENTS OF INCOME      
(in millions of U.S. dollars, except per share data ($))      
  Six months ended  
  June 27, June 28,  
  2026 2025  
  (Unaudited) (Unaudited)  
       
Net sales 6,570 5,257  
Other revenues 12 26  
NET REVENUES 6,582 5,283  
Cost of sales (4,322) (3,516)  
GROSS PROFIT 2,260 1,767  
Selling, general and administrative expenses (873) (810)  
Research and development expenses (1,071) (1,004)  
Other income and expenses, net 70 115  
Impairment, restructuring charges and other related phase-out costs (129) (198)  
Total operating expenses (2,003) (1,897)  
OPERATING INCOME (LOSS) 257 (130)  
Interest income 80 122  
Interest expense (28) (29)  
Other components of pension benefit costs (8) (9)  
Gain on financial instruments, net 7 6  
INCOME (LOSS) BEFORE INCOME TAXES AND NONCONTROLLING INTEREST 308 (40)  
Income tax benefit (expense) (40) 4  
NET INCOME (LOSS) 268 (36)  
Net income attributable to noncontrolling interest (9) (5)  
NET INCOME (LOSS) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS 259 (41)  
       
EARNINGS PER SHARE (BASIC) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS 0.29 (0.05)  
EARNINGS PER SHARE (DILUTED) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS 0.28 (0.05)  
       
NUMBER OF WEIGHTED AVERAGE SHARES USED IN CALCULATING DILUTED EPS 921.3 894.9  
       

       
STMicroelectronics N.V.      
CONSOLIDATED BALANCE SHEETS      
As at June 27, March 28, December 31,
In millions of U.S. dollars 2026 2026 2025
  (Unaudited) (Unaudited) (Audited)

ASSETS
     
Current assets:      
Cash and cash equivalents 3,096 1,889 2,837
Short-term deposits 1,800 1,850 1,100
Marketable securities 1,136 832 985
Trade accounts receivable, net 2,067 1,820 1,745
Inventories 3,188 3,173 3,136
Other current assets 1,410 1,263 1,468
Total current assets 12,697 10,827 11,271
Goodwill 705 707 315
Other intangible assets, net 747 750 324
Property, plant and equipment, net 10,895 10,959 11,058
Non-current deferred tax assets 435 436 408
Long-term investments 144 113 152
Other non-current assets 1,409 1,338 1,272
  14,335 14,303 13,529
Total assets 27,032 25,130 24,800
       

LIABILITIES AND EQUITY
     
Current liabilities:      
Short-term debt 1,063 319 298
Trade accounts payable 1,774 1,436 1,487
Other payables and accrued liabilities 1,406 1,438 1,440
Dividends payable to stockholders 265 18 89
Accrued income tax 62 57 37
Total current liabilities 4,570 3,268 3,351
Long-term debt 2,962 2,250 1,835
Post-employment benefit obligations 382 380 403
Long-term deferred tax liabilities 58 58 60
Other long-term liabilities 1,010 1,003 926
  4,412 3,691 3,224
Total liabilities 8,982 6,959 6,575
Commitment and contingencies      
Equity      
Parent company stockholders’ equity      
Common stock (preferred stock: 540,000,000 shares authorized, not issued; common stock: Euro 1.04 par value, 1,200,000,000 shares authorized, 911,281,920 shares issued, 892,545,207 shares outstanding as of June 27, 2026) 1,157 1,157 1,157
Additional Paid-in Capital 3,373 3,331 3,281
Retained earnings 12,888 13,118 13,082
Accumulated other comprehensive income 732 798 945
Treasury stock (506) (636) (637)
Total parent company stockholders’ equity 17,644 17,768 17,828
Noncontrolling interest 406 403 397
Total equity 18,050 18,171 18,225
Total liabilities and equity 27,032 25,130 24,800
       

       
STMicroelectronics N.V.      
       
SELECTED CONSOLIDATED CASH FLOW DATA      
       
Cash Flow Data (in US$ millions) Q2 2026 Q1 2026 Q2 2025
       
Net Cash from operating activities 502 534 354
Net Cash used in investing activities (686) (1,874) (332)
Net Cash from (used in) financing activities 1,392 398 (191)
Net Cash increase (decrease) 1,207 (948) (165)
       
Selected Cash Flow Data (in US$ millions) Q2 2026 Q1 2026 Q2 2025
       
Depreciation & amortization 492 454 464
Net payment for Capital expenditures (419) (379) (481)
Payment for business acquisition (895)
Net proceeds from issuance of convertible bonds 1,490
Dividends paid to stockholders (75) (71) (81)
Change in inventories, net (42) (3) (140)
       

Appendix

ST Supplemental Financial Information

  Q2 2026 Q1 2026 Q4 2025 Q3 2025 Q2 2025
Net Revenues By Market Channel
(%)
         
Total OEM 70% 72% 73% 73% 72%
Distribution 30% 28% 27% 27% 28%
           
€/$ Effective Rate 1.16 1.16 1.14 1.14 1.09
           
Reportable Segment Data (US$ m)          
Analog products, MEMS and Sensors (AM&S) segment          
– Net Revenues 1,426 1,318 1,449 1,434 1,133
– Operating Income 144 161 235 221 85
Power and Discrete products (P&D) segment          
– Net Revenues 464 389 412 429 447
– Operating Income (Loss) (99) (84) (124) (67) (56)
Subtotal: Analog, Power & Discrete, MEMS and Sensors (APMS) Product Group          
– Net Revenues 1,890 1,707 1,861 1,863 1,580
– Operating Income 45 77 111 154 29
Embedded Processing (EMP) segment          
– Net Revenues 1,147 975 1,015 976 847
– Operating Income 226 164 195 161 114
RF Optical Communications (RFOC) segment          
– Net Revenues 445 409 449 345 336
– Operating Income 94 61 105 57 60
Subtotal:
Microcontrollers, Digital ICs and RF products (MDRF) Product Group
         
– Net Revenues 1,592 1,384 1,464 1,321 1,183
– Operating Income 320 226 300 218 174
Others

(a)
         
– Net Revenues 5 4 4 3 3
– Operating Income (Loss) (178) (232) (286) (192) (336)
Total          
– Net Revenues 3,487 3,095 3,329 3,187 2,766
– Operating Income (Loss) 187 70 125 180 (133)

(a)   Net revenues of Others include revenues from sales of assembly services and other revenues. Operating income (loss) of Others include items such as unused capacity charges, including incidents leading to power outage, impairment, restructuring charges and other related phase-out costs, management reorganization costs, start-up costs, and other unallocated income (expenses) such as: strategic or special research and development programs, certain corporate-level operating expenses, patent claims and litigations, and other costs that are not allocated to reportable segments, operating earnings of other products as well asPPA effects from the acquisition of NXP’s MEMS sensor business. With additional cost elements included in the table below:

(US$ m) Q2 2026 Q1 2026 Q4 2025 Q3 2025 Q2 2025

Unused capacity charges

37

69

88

102

103

Impairment, restructuring charges and



other related phase-out costs

58

71

141

37

190

PPA effects from the acquisition of NXP’s MEMS sensor business

24

30






(Appendix – continued)

ST Supplemental Non-U.S. GAAP Financial Information

U.S. GAAP – Non-U.S. GAAP Reconciliation

The supplemental non-U.S. GAAP information presented in this press release is unaudited and subject to inherent limitations. Such non-U.S. GAAP information is not based on any comprehensive set of accounting rules or principles and should not be considered as a substitute for U.S. GAAP measures. Also, our supplemental non-U.S. GAAP financial information may not be comparable to similarly titled non-U.S. GAAP measures used by other companies. Further, specific limitations for individual non-U.S. GAAP measures, and the reasons for presenting non-U.S. GAAP financial information, are set forth in the paragraphs below. To compensate for these limitations, the supplemental non-U.S. GAAP financial information should not be read in isolation, but only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP.

ST believes that these non-U.S. GAAP financial measures provide useful information for investors and management because they offer, when read in conjunction with ST’s U.S. GAAP financials, (i) the ability to make more meaningful period-to-period comparisons of ST’s on-going operating results, (ii) the ability to better identify trends in ST’s business and perform related trend analysis, and (iii) to facilitate a comparison of ST’s results of operations against investor and analyst financial models and valuations, which may exclude these items.


Non-U.S. GAAP Gross Profit, Non-U.S. GAAP Operating Income, Non-U.S. GAAP Net Income and Non-U.S. GAAP Diluted Earnings Per Share (non-U.S. GAAP measures)

Operating income before impairment, restructuring charges and other related phase-out costs, and other certain items, is used by management to help enhance an understanding of ongoing operations and to communicate the impact of the excluded items, such as impairment, restructuring charges and other related phase-out costs, and PPA effects. Non-U.S. GAAP gross profit is also used by management to communicate the impact of PPA effects on gross margin. Adjusted net earnings and earnings per share (EPS) are used by management to help enhance an understanding of ongoing operations and to communicate the impact of the excluded items like impairment, restructuring charges and other related phase-out costs and other certain items, such as PPA effects, net of the relevant tax impact.

Q2 2026

(US$ m, except per share data)
Gross Profit Operating Income Net Income Corresponding Diluted EPS
U.S. GAAP 1,215 187 222 0.24
Impairment, restructuring charges and other related phase-out costs 58 58  
PPA effects of NXP’s MEMS sensor business acquisition 14 24 24  
Estimated income tax effect (13)  
Non-U.S. GAAP 1,229 269 291 0.31

(Appendix – continued)


Net Financial Position and Adjusted Net Financial Position (non-U.S. GAAP measures)

Net Financial Position, a non-U.S. GAAP measure, represents the difference between our total liquidity and our total financial debt. Our total liquidity includes cash and cash equivalents, restricted cash, if any, short-term deposits, and marketable securities, and our total financial debt includes short-term debt and long-term debt, as reported in our Consolidated Balance Sheets. ST also presents adjusted net financial position as a non-U.S. GAAP measure, to take into consideration the effect on total liquidity of advances received on capital grants for which capital expenditures have not been incurred yet.

ST believes its Net Financial Position and Adjusted Net Financial Position provide useful information for investors and management because they give evidence of our global position either in terms of net indebtedness or net cash by measuring our capital resources based on cash and cash equivalents, restricted cash, if any, short-term deposits and marketable securities and the total level of our financial debt. Our definitions of Net Financial Position and Adjusted Net Financial Position may differ from definitions used by other companies, and therefore, comparability may be limited.

(US$ m) Jun 27

2026
Mar 28

2026
Dec 31 2025 Sep 27 2025 Jun 28

2025
Cash and cash equivalents 3,096 1,889 2,837 1,999 1,616
Short term deposits 1,800 1,850 1,100 1,450 1,650
Marketable securities 1,136 832 985 1,327 2,363
Total liquidity

(a)
6,032 4,571 4,922 4,776 5,629
Short-term debt (b) (1,063) (319) (298) (256) (1,006)
Long-term debt (a)(b) (2,962) (2,250) (1,835) (1,910) (1,951)
Total financial debt (4,025) (2,569) (2,133) (2,166) (2,957)
Net Financial Position (non-U.S. GAAP) 2,007 2,002 2,789 2,610 2,672
Advances received on capital grants (306) (316) (333) (345) (361)
Adjusted Net Financial Position (non-U.S. GAAP) 1,701 1,686 2,456 2,265 2,311

(a)  
Total liq
uidity
and long-term debt increased following the issuance of a new $1.5 billion dual-tranche senior unsecured convertible bonds
.

(b)  
Long-term debt contains standard conditions but does not impose minimum financial ratios.
C
ommitted credit facilities for $
1,
191
m
illion
equivalent
are currently undrawn.
Short-term debt includes $750 million after the announcement of the early redemption of the convertible bonds due 2027.

(Appendix – continued)


Net Capex and Free Cash Flow (non-U.S. GAAP measures)

ST presents Net Capex as a non-U.S. GAAP measure, which is reported as part of our Free Cash Flow (non-U.S. GAAP measure), to take into consideration the effect of advances from capital grants received on prior periods allocated to property, plant and equipment in the reporting period.

Net Capex, a non-U.S. GAAP measure, is defined as (i) Payment for purchase of tangible assets, as reported plus (ii) Proceeds from sale of tangible assets, as reported plus (iii) Proceeds from capital grants and other contributions, as reported plus (iv) Advances from capital grants allocated to property, plant and equipment in the reporting period.

ST believes Net Capex provides useful information for investors and management because annual capital expenditures budget includes the effect of capital grants. Our definition of Net Capex may differ from definitions used by other companies, and therefore, comparability may be limited.

(US$ m) Q2 2026 Q1 2026 Q4

2025
Q3

2025
Q2 2025
Payment for purchase of tangible assets, as reported (453) (549) (518) (431) (574)
Proceeds from sale of tangible assets, as reported 3 3 4
Proceeds from capital grants and other contributions, as reported 34 167 111 11 89
Advances from capital grants allocated to property, plant and equipment 10 17 12 16 16
Net Capex (non-U.S. GAAP) (409) (362) (395) (401) (465)

Free Cash Flow, which is a non-U.S. GAAP measure, is defined as (i) net cash from operating activities plus (ii) Net Capex plus (iii) payment for purchase (and proceeds from sale) of intangible and financial assets and (iv) net cash paid for business acquisitions, if any.

ST believes Free Cash Flow provides useful information for investors and management because it measures our capacity to generate cash from our operating and investing activities to sustain our operations.

Free Cash Flow reconciles with the total cash flow and the net cash increase (decrease) by including the payment for purchases of (and proceeds from matured) marketable securities and net investment in (and proceeds from) short-term deposits, the net cash from (used in) financing activities and the effect of changes in exchange rates, and by excluding the advances from capital grants received on prior periods allocated to property, plant and equipment in the reporting period. Our definition of Free Cash Flow may differ from definitions used by other companies, and therefore, comparability may be limited.

(US$ m) Q2 2026 Q1 2026 Q4

2025
Q3

2025
Q2 2025
Net cash from operating activities 502 534 674 549 354
Net Capex (409) (362) (395) (401) (465)
Payment for purchase of intangible assets, net of proceeds from sale (31) (17) (20) (18) (41)
Proceeds from (payment for) financial assets 13 17 (2)
Payment for business acquisitions(a) (895)
Free Cash Flow (non-U.S. GAAP) 75 (723) 257 130 (152)

(a)   
Q126 Free cash flow includes
$895 million cash-out related to the acquisition of NXP MEMS sensor business
.


1
Non-U.S. GAAP. See Appendix for reconciliation to U.S. GAAP and information explaining why the Company believes these measures are important.


1

Non-U.S. GAAP. See
Appendix for reconciliation to U.S. GAAP and information explaining why the Company believes these measures are important.


2

Q
2
26
Analog products, MEMS and Sensors (AM&S) segment included
revenues associated with NXP’s MEMS sensor business.

3
Non-U.S. GAAP. See Appendix for reconciliation to U.S. GAAP and information explaining why the Company believes these measures are important.


2

Q126
Free cash flow includes $895 million cash-out related to the acquisition of NXP MEMS sensor business
.

Attachment



argenx Reports Half Year 2026 Financial Results and Provides Second Quarter Business Update

Strong second quarter performance with $1.5 billion in global product net sales, representing 60% year-over-year growth and 17% quarter-over-quarter growth

Successfully launched VYVGART and VYVGART Hytrulo in anti-AChR antibody negative (“seronegative”) gMG, expanding patient reach to all gMG serotypes

Registrational autoimmune myositis study readout on track for 3Q26, marking a key milestone for VYVGART expansion into rheumatology

Registrational MMN study readout for empasiprubart on track for 4Q26, supporting a second pipeline-in-a-product opportunity

Management to host conference call today at 2:30 PM CET (8:30 AM ET)

July 23, 2026 7:00 AM CET

Amsterdam, the Netherlands – argenx SE (Euronext & Nasdaq: ARGX), a global immunology innovation company, today announced its half year 2026 results and provided a second quarter business update.

“Our strong second quarter performance reflects continued execution of our Vision 2030 strategy and our commitment to accelerate immunology innovation,” said Karen Massey, Chief Executive Officer. “During the quarter, we further strengthened our leadership in FcRn with the launch of the expanded label for VYVGART and VYVGART Hytrulo to now include all gMG serotypes, providing physicians with a single treatment option for the broadest adult gMG patient population. With important registrational study readouts in the second half, as well as continued progress with our early-stage pipeline, we are advancing the next wave of innovation, reinforcing our ambition to build a leading multi-asset immunology company.”

Vision 2030

argenx continues to advance its ‘Vision 2030’ anchored in the ambition to treat 50,000 patients globally with its medicines, secure 10 labeled indications, and progress five pipeline candidates into registrational development by 2030.

Expanding global VYVGART opportunity and shaping the long-term future of FcRn

VYVGART® (IV: efgartigimod alfa-fcab; SC: efgartigimod alfa and hyaluronidase-qvfc) is the first-and-only approved treatment for all serotypes of adult patients living with generalized myasthenia gravis (gMG). It is also approved for chronic inflammatory demyelinating polyneuropathy (CIDP) globally, and primary immune thrombocytopenia (ITP) in Japan. As the leading targeted biologic in MG and CIDP, argenx is progressing multiple label expansions while building the future of FcRn by advancing novel FcRn pipeline candidates and new delivery modalities.

  • Generated $1.5 billion in global product net sales in the second quarter of 2026, representing 17% quarter-over-quarter growth, and a year-over-year increase of 60% or $0.6 billion
  • Launched expanded label for VYVGART and VYVGART Hytrulo® in the U.S., which now includes all gMG serotypes (anti-AChR-Ab positive, anti-MuSK-Ab positive, anti-LRP4-Ab positive, and triple seronegative)
  • On track with plans to expand VYVGART into ocular myasthenia gravis (oMG) following positive ADAPT OCULUS results
  • Topline results from registrational ALKIVIA study (myositis) expected in third quarter of 2026
  • Topline results from registrational ADVANCE-NEXT study (primary ITP) expected in first half of 2027
  • Topline results from registrational UNITY study (Sjogren’s disease) expected in second half of 2027
  • Registrational study in Graves’ disease (GD) ongoing, expanding development into thyroid-driven autoimmunity
  • VYVGART SC autoinjector positioned to launch in 2027 for all approved indications
  • Progressing two future FcRn molecules: ARGX-213, designed for monthly dosing, is Phase 3 ready, and ARGX-124 is expected to complete Phase 1 evaluation by end of 2026

Advancing empasiprubart, argenx’s second pipeline-in-a-product opportunity

Empasiprubart (anti-C2) is argenx’s second pipeline-in-a-product opportunity and is being evaluated in registrational studies in multifocal motor neuropathy (MMN) and CIDP, and in a combination study with VYVGART in gMG.

  • Topline results from registrational EMPASSION study (MMN) expected in fourth quarter of 2026
  • Topline results from registrational EMVIGORATE and EMNERGIZE studies (CIDP) expected in second half of 2027
  • Data from Phase 2 VARVARA study (delayed graft function, DGF) support further evaluation of empasiprubart in transplant setting based on signal at 52 weeks
  • Advancing ADAPT-Forward combination study, evaluating empasiprubart as a potential add-on therapy to efgartigimod in gMG

Delivering next wave of immunology innovation

By the end of 2026, argenx expects to have ten molecules in clinical development across its immunology pipeline, including adimanebart (MuSK agonist), ARGX-121 (anti-IgA), ARGX-109 (anti-IL-6) and additional candidates emerging from the Immunology Innovation Program. Together, these programs support argenx’s goal of building a durable pipeline of differentiated medicines.

  • Phase 2 study of adimanebart in spinal muscular atrophy (SMA) ongoing; registrational study in congenital myasthenic syndromes (CMS) expected to begin in 2026
  • Phase 2 study of ARGX-121 in IgA nephropathy (IgAN) expected to start in 2026
  • First-in-human Phase 1 study of TSP-101 (Fn14 inhibitor) is ongoing
  • ARGX-118 (Galectin-10 inhibitor) and ARGX-125 (first-in-class bispecific antibody against an undisclosed target) are on track to enter Phase 1 studies in 2026

SECOND QUARTER 2026 FINANCIAL RESULTS

argenx SE

UNAUDITED CONDENSED CONSOLIDATED INTERIM STATEMENTS OF PROFIT OR LOSS

    Three Months Ended   Six Months Ended
    30 June,   30 June,
(in millions of $ except per share data)   2026   2025   2026     2025
Product net sales   $         1,516           $         949           $         2,813           $         1,739        
Other operating income             26                     19                     41                     36        
Total operating income   $         1,542           $         967           $         2,854           $         1,775        
                         
Cost of sales   $         (145)   $         (111)   $         (266)   $         (192)
Research and development expenses*             (486)             (330)             (929)             (642)
Selling, general and administrative expenses             (417)             (325)             (772)             (601)
Total operating expenses   $         (1,048)   $         (766)   $         (1,967)   $         (1,435)
                         
Operating profit   $         494           $         201           $         887           $         340        
                         
Financial income   $         48           $         38           $         92           $         76        
Financial expense             (1)             (1)             (2)             (2)
Exchange (losses)/gains             (8)             49                     (19)             76        
                         
Profit for the period before taxes   $         532           $         287           $         958           $         489        
Income tax expense   $         (59)   $         (42)   $         (119)   $         (74)
Profit for the period   $         472           $         245           $         838           $         415        
Profit for the period attributable to:                        
Owners of the parent   $         472           $         245           $         838           $         415        
Weighted average number of shares used for basic profit per share             62,312,606                     61,084,250                     62,185,445                     61,034,202        
Basic profit per share (in $)             7.58                     4.02                     13.47                     6.80        
Weighted average number of shares used for diluted profit per share             64,524,979                     65,639,446                     64,409,488                     65,653,007        
Diluted profit per share (in $)             7.32                     3.74                     13.00                     6.32        

*Comparative figures have been aligned with the presentation adopted in the current period, reflecting the combination of research and development expenses and loss from investment in a joint venture.

DETAILS OF THE FINANCIAL RESULTS

Total operating income for the three and six months ended June 30, 2026, was $1.5 billion and $2.9 billion, respectively, compared to $1.0 billion and $1.8 billion, respectively, for the same periods in 2025, and mainly consists of:

  • Product net sales of VYVGART for the three and six months ended June 30, 2026, were $1.5 billion and $2.8 billion, respectively, compared to $0.9 billion and $1.7 billion, respectively, for the same periods in 2025.

  • Other operating income for the three and six months ended June 30, 2026, was $26 million and $41 million, respectively, compared to $19 million and $36 million, respectively, for the same periods in 2025. The other operating income for the three and six months ended June 30, 2026 and 2025, primarily relates to research and development tax incentives and payroll tax rebates.

Total operating expenses for the three and six months ended June 30, 2026 were $1.0 billion and $2.0 billion, respectively, compared to $0.8 billion and $1.4 billion, respectively, for the same periods in 2025, and mainly consist of: 

  • Cost of sales for the three and six months ended June 30, 2026, was $145 million and $266 million, respectively, compared to $111 million and $192 million for the same periods in 2025, respectively. The cost of sales was related to the sale of VYVGART. 
  • Research and development expenses for the three and six months ended June 30, 2026, were $0.5 billion and $0.9 billion, respectively, compared to $0.3 billion and $0.6 billion, respectively, for the same periods in 2025. The research and development expenses mainly relate to advancing efgartigimod, empasiprubart, and adimanebart across multiple registrational studies, plus early-stage pipeline and preclinical programs.
  • Selling, general and administrative expenses for the three and six months ended June 30, 2026, were $0.4 billion and $0.8 billion, respectively, compared to $0.3 billion and $0.6 billion, respectively, for the same periods in 2025. The selling, general and administrative expenses mainly relate to professional and marketing fees linked to the global commercialization of the VYVGART franchise, and personnel expenses.         

Financial income for the three and six months ended June 30, 2026, was $48 million and $92 million, respectively, compared to $38 million and $76 million, respectively, for the same periods in 2025.

Income tax for the three and six months ended June 30, 2026 and 2025 is detailed below:

    Three Months Ended   Six Months Ended
    30 June,   30 June,
(in millions of $)   2026   2025   2026   2025
Current tax expense   $         (128)   $         (41)   $         (230)   $         (70)
Deferred tax benefit/(expense)             68                     (1)             110                     (4)
Income tax expense   $         (59)   $         (42)   $         (119)   $         (74)

Profit for the three and six-month periods ended June 30, 2026, was $0.5 billion and $0.8 billion, respectively, compared to a profit of $0.2 billion and a loss of $0.4 billion, respectively, for the same periods in 2025. The basic profit per share was $7.58 for the three months ended June 30, 2026, compared to a basic profit per share of $4.02 for the same period in 2025. The basic profit per share was $13.47 for the six months ended June 30, 2026, compared to a basic loss per share of $6.80 for the same period in 2025.

Cash flow from operating activities for the six months ended June 30, 2026 was $0.7 billion compared to a cash flow used in operating activities for the same period in 2025 of $0.4 billion.

Cash, cash equivalents and current financial asset
s

1
  consisted of $3.6 billion in cash, cash equivalents and $1.6 billion in current financial assets which totaled $5.2 billion as of June 30, 2026, compared to $3.5 billion in cash and cash equivalents and $0.9 billion in current financial assets which totaled $4.4 billion as of December 31, 2025.

EXPECTED FINANCIAL CALENDAR

  • October 22, 2026: Third Quarter 2026 Financial Results and Business Update
  • February 25, 2027: Full-year 2026 Financial Results and Fourth Quarter 2026 Business Update

CONFERENCE CALL DETAILS

The half-year 2026 financial results and second quarter business update will be discussed during a conference call and webcast presentation today at 2:30 PM CET/8:30 AM ET. A webcast of the live call may be accessed on the Investors section of the argenx website at argenx.com/investors.

Participants can access the conference call by dialing 800-590-8290 (United States and Canada) or 240-690-8800 (International). Country specific dial-in numbers are listed below:

Belgium                32 2290 4635
France                        33 172 001717
Netherlands                31 20 795 2683
United Kingdom        44 203 393 1560
Japan                        81 3 4520 9761
Switzerland                41 43 210 51 68

Use the access code 3810049 to join the call. Please dial in 15 minutes prior to the live call.

A replay of the webcast will be available on the argenx website.

About VYVGART

VYVGART® (efgartigimod alfa fcab) is a first-in-class human IgG1 antibody fragment that binds to the neonatal Fc receptor (FcRn), resulting in the reduction of circulating IgG autoantibodies. VYVGART Hytrulo® is a subcutaneous combination of efgartigimod alfa (VYVGART) and recombinant human hyaluronidase PH20 (rHuPH20), Halozyme’s ENHANZE® drug delivery technology to facilitate subcutaneous injection delivery of biologics. VYVGART is approved for generalized myasthenia gravis (gMG) and immune thrombocytopenia (Japan only). VYVGART Hytrulo is approved for gMG and chronic inflammatory demyelinating polyneuropathy (CIDP). VYVGART Hytrulo may be marketed under different proprietary names in other regions.

About argenx

argenx is a global immunology company committed to improving the lives of people suffering from severe autoimmune diseases. Partnering with leading academic researchers through its Immunology Innovation Program (IIP), argenx aims to translate immunology breakthroughs into a world-class portfolio of novel antibody-based medicines. argenx developed and is commercializing the first approved neonatal Fc receptor (FcRn) blocker and is evaluating its broad potential in multiple serious autoimmune diseases while advancing several earlier stage experimental medicines within its therapeutic franchises. For more information, visit  www.argenx.com  and follow us on LinkedInInstagramFacebook, and YouTube.

This press release contains inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation (Regulation 596/2014).

Contacts

Media:

Ben Petok
[email protected]

Investors:

Alexandra Roy
[email protected]

Forward Looking Statements

The contents of this announcement include statements that are, or may be deemed to be, “forward-looking statements.” These forward-looking statements generally can be identified by the use of forward-looking words, such as “aim”, “anticipate”, “aspire”, “believe”, “can”, “continue”, “could”, “estimate”, “expect”, “entail”, “forecast”, “future”, “goals”, “hope”, “intend”, “is designed to”, “likely”, “may”, “might”, “objective”, “plan”, “possible”, “potential”, “pursue”, “project”, “predict”, “seek”, “should”, “strategy”, “target”, “will” and other words and terms of similar meaning and expression, including in connection with any discussion of future operating or financial performance. By their nature, forward-looking statements involve risks and uncertainties and readers are cautioned that any such forward-looking statements are not guarantees of future performance. argenx’s actual results may differ materially from those predicted by the forward-looking statements as a result of various important factors, including but not limited to, the initiation, timing, progress, development and results of preclinical and clinical trials of argenx’s product candidates, including new indications, alternative dosing regimens, treatment modalities, and methods of administration, including statements regarding when results or interim analysis of the clinical trials will be available or made public; the expansion of argenx’s business, including the further development of argenx’s sales and marketing abilities and its Immunology Innovation Program, and the value of its pipeline; the potential attributes, benefits, and side effects of argenx’s products and product candidates, including new indications, alternative dosing regimens and treatment modalities, and their competitive position with respect to other alternative treatments; argenx’s ability to advance product candidates into, and successfully complete, clinical trials; argenx’s estimates of the number of patients who suffer from the diseases it is targeting and the number of patients that will enroll in its clinical trials; the demand and commercialization of argenx’s products and product candidates, including new indications, alternative dosing regimens, treatment modalities, and methods of administration, if approved; the anticipated timing or likelihood of market or regulatory decisions relating to or of argenx’s products, including new indications, alternative dosing regimens, treatment modalities, and methods of administration; the anticipated pricing and reimbursement of argenx’s products and product candidates, if approved; argenx’s plans to have various programs to help patients afford its products, including patient assistance and co-pay coupon programs for eligible patients; argenx’s ability to establish sales, marketing and distribution capabilities for any of its products and product candidates that achieve regulatory approval; argenx’s regulatory strategy and its ability to establish and maintain manufacturing arrangements for its products and product candidates; the scope and duration of protection, including any exclusivity period, argenx is able to establish and maintain for intellectual property rights covering its products and product candidates, platform and technology, including its intention to seek patent term extensions where available; argenx’s estimates regarding expenses, future revenues, cash flow, capital requirements and its needs for additional financing; argenx’s expectation that it will benefit from the Belgian innovation income deduction; argenx’s financial performance, including potential volatility in the price of its ordinary shares and American Depositary Shares; the competition argenx faces in its drug discovery, development, and commercialization efforts; the rate and degree of market acceptance of argenx’s products and product candidates, if approved, by its patients as safe, effective and cost-effective; the potential benefits of argenx’s current collaborations, including the possibility to access partner technology platforms or capabilities; argenx’s plans and ability to enter into or maintain current collaborations for additional programs or product candidates; argenx’s plans and ability to enter into or maintain current new distribution partnerships; argenx’s long-term growth strategy to develop and market additional products and product candidates, including efgartigimod for new indications, empasiprubart and adimanebart; the impact of government laws and regulations, including tariffs, export controls, sanctions and other regulations on argenx’s business; argenx’s expectations with respect to the timing and amount of any dividends (if any); argenx’s plans regarding its supply chain, including its reliance on third parties, service providers and manufacturers; inflation and deflation and the corresponding fluctuations in interest rates; regional instability and conflicts; and argenx’s business strategies, including Vision 2030, plans, projects, goals and targets and the timing, outcomes and benefits thereof. A further list and description of these and other risks, uncertainties, and factors that could cause actual results to differ materially from those referred to in the forward-looking statements can be found in argenx’s U.S. Securities and Exchange Commission (SEC) filings and reports, including in argenx’s most recent annual report on Form 20-F filed with the SEC as well as subsequent filings and reports filed by argenx with the SEC. Given these risks and uncertainties, the reader is advised not to place undue reliance on such forward-looking statements. These forward-looking statements speak only as of the date of publication of this press release. argenx undertakes no obligation to publicly update or revise the information in this press release, including any forward-looking statements, except as may be required by law.

Alternative Performance Measures Statement

In this document, argenx’s financial results are provided in accordance with IFRS® Accounting Standards (IFRS) and using a non-IFRS financial measure, cash, cash equivalents and current financial assets.

This value should not be viewed as a substitute for the company’s IFRS financial information and is provided as a complement to financial information provided in accordance with IFRS and should be read in conjunction with the most directly comparable IFRS financial information as set out below. Management believes this non-IFRS financial measure is useful for securities analysts, investors and other interested parties to gain a more complete understanding of the company’s available financial liquidities given that the company’s current financial assets are held in term accounts with an initial maturity of more than three months but less than twelve that may be used to meet its financial obligations. Such non-IFRS financial information, as calculated herein, may not be comparable to similarly named measures used by other companies and should not be considered comparable to IFRS financial measures. Non-IFRS financial measures have limitations as an analytical tool and should not be considered in isolation from, or as a substitute for, an analysis of the company’s financial results as reported under IFRS.

A reconciliation of the IFRS financial information to non-IFRS financial information is included below:

Cash, cash equivalents and current financial assets totaled $5.2 billion as of June 30, 2026, compared to $4.4 billion as of December 31, 2025. The balance as of the period ended June 30, 2026 consisted of $3.6 billion in cash, cash equivalents and $1.6 billion in current financial assets and the balance as of the period ended December 31, 2025 consisted of $3.5 billion in cash and cash equivalents and $0.9 billion in current financial assets.


1 A non-IFRS Alternative Performance Measure (APM). Refer to the “Alternative Performance Measures Statement” below for a reconciliation to the IFRS financial information.



Innate Pharma to Participate in a Bladder Cancer Panel at the BTIG Virtual Biotechnology Conference

Innate Pharma to Participate in a Bladder Cancer Panel at the BTIG Virtual Biotechnology Conference

MARSEILLE, France–(BUSINESS WIRE)–
Regulatory News:

Innate Pharma SA (Euronext Paris: IPH; Nasdaq: IPHA) (“Innate” or the “Company”), a clinical-stage biotechnology company developing immunotherapies for cancer patients, today announced that Sonia Quaratino, EVP Chief Medical Officer of Innate Pharma, will participate in the panel discussion, Changing Treatment Landscape in Bladder Cancer, at the BTIG Virtual Biotechnology Conference.

BTIG Virtual Biotechnology Conference 2026

  • Panel discussion:Changing Treatment Landscape in Bladder Cancer
  • Date and time: July 28, 2026, 10:30 a.m. EDT / 4:30 p.m. CEST

About Innate Pharma

Innate Pharma S.A. is a global, clinical-stage biotechnology company developing immunotherapies for cancer patients. Leveraging its expertise on antibody-engineering and innovative target identification, Innate Pharma is developing innovative and differentiated next generation antibody therapeutics.

Innate Pharma is advancing a portfolio of differentiated potential first- and/or best-in-class assets, focused on areas of high unmet medical need, including IPH4502, a differentiated Nectin4 ADC developed in solid tumors, lacutamab, an anti-KIR3DL2 antibody developed in cutaneous T cell lymphomas and monalizumab, an anti-NKG2A antibody developed in collaboration with AstraZeneca in non-small cell lung cancer (NSCLC).

Innate Pharma has established collaborations with leading biopharmaceutical companies, including Sanofi and AstraZeneca, as well as renowned academic and research institutions, to advance innovation in immuno-oncology.

Headquartered in Marseille, France with a US office in Rockville, MD, Innate Pharma is listed on Euronext Paris and Nasdaq in the US.

Learn more about Innate Pharma at www.innate-pharma.com and follow us on LinkedIn and X.

Information about Innate Pharma shares

ISIN code

Ticker code

LEI

FR0010331421

Euronext: IPH Nasdaq: IPHA

9695002Y8420ZB8HJE29

Disclaimer on forward-looking information and risk factors

For a discussion of risks and uncertainties, please refer to the Risk Factors (“Facteurs de Risque”) section of the Universal Registration Document filed with the French Financial Markets Authority (“AMF”), which is available on the AMF website http://www.amf-france.org or on Innate Pharma’s website, and public filings and reports filed with the U.S. Securities and Exchange Commission (“SEC”), including the Company’s Annual Report on Form 20-F for the year ended December 31, 2025, and subsequent filings and reports filed with the AMF or SEC, or otherwise made public by the Company. References to the Company’s website and the AMF website are included for information only and the content contained therein, or that can be accessed through them, are not incorporated by reference into, and do not constitute a part of, this press release.

This press release and the information contained herein do not constitute an offer to sell or a solicitation of an offer to buy or subscribe to shares in Innate Pharma in any country.

For more information

Investors & Media Relations

Innate Pharma

Stéphanie Cornen

[email protected]

Investor Relations

[email protected]

Media

[email protected]

KEYWORDS: Europe United States North America France

INDUSTRY KEYWORDS: Research Clinical Trials Biotechnology Health Pharmaceutical General Health Other Science Science Oncology

MEDIA:

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SOLOWIN HOLDINGS (NASDAQ: AXG) Expands into Latin America Through Strategic Partnership with ATTRUS (Formerly Facilitapay)

HONG KONG, July 22, 2026 (GLOBE NEWSWIRE) — SOLOWIN HOLDINGS (Nasdaq: AXG) (“AXG” or the “Company”), a leading financial technology firm bridging traditional and digital assets, today announced that its indirect wholly-owned subsidiary, Gello Finance Ltd. (“Gello Finance”), has officially signed a financial and technological services agreement with ATTRUS US LLC (“ATTRUS,” formerly known as Facilitapay), a well-known provider of cross-border payment and liquidity solutions. The two entities will collaborate to develop an ecosystem encompassing liquidity services, cross-border payment networks, and stablecoin fiat on/off-ramp services in Latin America, with an initial strategic focus on Mexico and Brazil.

Under the strategic agreement, Gello Finance agrees to integrate its blockchain technology, AI-driven payment routing infrastructure, and dual-token digital economic ecosystem with ATTRUS’s established local financial networks and fiat settlement channels across Latin America.

Key areas of this collaboration include:

Local Latin American Liquidity & Cross-Border Payments: Leveraging ATTRUS’s robust local clearing capabilities to reduce frictional costs and processing latencies for enterprises and institutions engaged in cross-border trade and capital settlement in major Latin American economies, including Mexico and Brazil.

Next-Generation Stablecoin On/Off-Ramp Services: The two parties expect to jointly establish a seamless fiat-to-stablecoin exchange channel tailored for the Latin American market. Utilizing AXG’s token dispatching capabilities and compliance framework, the service aims to enable local users and businesses to convert between fiat currencies and digital assets in a more secure and convenient manner.

Digital Financial Infrastructure Development: Both parties intend to explore the integration of intelligent technologies and blockchain, to provide comprehensive, next-generation digital financial infrastructure for rapidly growing sectors across the region, including embedded finance, cross-border e-commerce, and Web3 businesses.

As one of the world’s fastest-growing regions for digital assets and cross-border trade, Latin America is undergoing a dramatic transition from traditional to digital finance. Mexico’s expanding retail and logistics dividend, Argentina’s critical demand for inflation-hedging solutions and novel payment tools, and Brazil’s position as a fintech leader in South America, collectively create significant opportunities for the real-world adoption of stablecoins and digital payments.

The signing of this strategic agreement marks another major leap forward in AXG’s global compliance strategy, building upon its steady progress in the Asia-Pacific and Middle East markets. With joint technical integration and product deployment initiatives now underway, AXG expects to roll out cross-border and stablecoin on/off-ramp services for global and local clients in Latin America in the near future.

Management Commentary

Mr. James Xia, Managing Director of AlloyX Limited, who oversees the AX One business, stated: “We are absolutely delighted to enter into this milestone strategic partnership with ATTRUS. Latin America represents a vital pillar of AXG’s global expansion strategy. Through this collaboration, we are bringing AXG’s advanced blockchain technology, compliant card issuance, and payment routing network to the region. This partnership will not only connect local businesses with globalized digital liquidity, but also further advance AXG’s vision of bridging traditional finance and digital asset networks.”  

Stephano Maciel, CEO of ATTRUS, commented: “AXG’s compliance standards, demonstrated by its NASDAQ listing, alongside its deep expertise in AI and blockchain technologies, make it an ideal global strategic partner for ATTRUS. By combining our localized channel advantages in key Latin American markets with AXG’s technology and global reach, this alliance will help build a ‘financial superhighway’ connecting Latin America with the global digital economy.”

About SOLOWIN HOLDINGS

SOLOWIN HOLDINGS (Nasdaq: AXG) is a leading global regulated fintech company. Established in 2016, AXG combines blockchain and artificial intelligence technologies to operate a fully compliant dual-token digital economy super platform.

Guided by the mission “Mobilizing Tokens 24/7,” the Company operates two core business pillars: Digital Asset Tokens and AI Tokens. Its offerings span stablecoin issuance and payments, asset tokenization, securities trading and asset management, as well as AI-powered services including cloud infrastructure, Know-Your-Agent verification, and token router.

Through its integrated ecosystem, including AX COIN, AX ONE, FERION, SOLOMON, AGENTX, and KOVAR, AXG empowers global institutions and investors to capitalize on the rapid growth of the dual-token economy.

For more information, visit www.alloyx.com and follow us on LinkedIn at AXG (Solowin Holdings).

About ATTRUS

ATTRUS is a financial infrastructure platform that enables global businesses to move, manage and settle money across markets through a single integration. By combining local payment rails, banking services, foreign exchange, multi-currency treasury and stablecoin capabilities, ATTRUS helps companies expand internationally without rebuilding their financial operations country by country.

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. The Company has attempted to identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations that arise after the date hereof, except as may be required by law. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and other factors discussed in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”) including the “Risk Factors” section of the Company’s most recent Annual Report on Form 20-F as well as in its other reports filed or furnished from time to time with the SEC. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s filings with the SEC, which are available for review at www.sec.gov.

For investor and media inquiries, please contact:

SOLOWIN HOLDINGS

Investor Relations Department
Email: [email protected]

Ascent Investor Relations LLC

Tina Xiao
Phone: +1-646-932-7242
Email: [email protected]



Five Star Bancorp Announces Pricing of Common Stock Offering

RANCHO CORDOVA, Calif., July 22, 2026 (GLOBE NEWSWIRE) — Five Star Bancorp (Nasdaq: FSBC) (“Five Star” or the “Company”), a holding company that operates through its wholly owned banking subsidiary, Five Star Bank (the “Bank”), announced today the pricing of the previously announced underwritten public offering of 2,725,000 shares of its common stock at a public offering price of $44.00 per share. The expected proceeds to the Company, after deducting underwriting discounts and commissions but before deducting offering expenses payable by the Company, are approximately $113.6 million. In addition, the Company has granted the underwriters a 30-day option to purchase up to an additional 408,750 shares of Company common stock at the public offering price, less underwriting discounts and commissions.

Keefe, Bruyette & Woods, A Stifel Company is acting as the bookrunner for the offering. Stephens Inc., D.A. Davidson & Co., Raymond James & Associates, Inc., and Brean Capital are acting as co-managers.

The Company intends to use the net proceeds of this offering for general corporate purposes and to support its continued growth, including through investments in the Bank to pursue growth opportunities, and for working capital.

The Company expects to close the offering, subject to customary conditions, on or about July 24, 2026.


Additional Information Regarding the Offering

The offering of common stock is being made pursuant to a registration statement on Form S-3 (File No. 333-263089) that was declared effective by the Securities and Exchange Commission (“SEC”) on February 9, 2026. A preliminary prospectus supplement to which this communication relates has been filed with the SEC. A final prospectus supplement and accompanying prospectus will be filed with the SEC. Prospective investors should read the final prospectus supplement and the accompanying prospectus and other documents the Company has filed with the SEC for more complete information about the Company and the offering. Copies of these documents are available at no charge by visiting the SEC’s website at www.sec.gov. When available, copies of the final prospectus supplement and the accompanying prospectus related to the offering may be obtained by contacting: Keefe, Bruyette & Woods, A Stifel Company by telephone at (800) 966-1559 or by e-mail at [email protected].


No Offer or Solicitation

This press release does not constitute an offer to sell, a solicitation of an offer to sell, or the solicitation of an offer to buy any securities. There will be no sale of securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.


About Five Star Bancorp

Five Star is a bank holding company headquartered in Rancho Cordova, California. Five Star operates through its wholly owned banking subsidiary, Five Star Bank. The Bank has ten branches in California, following the opening of a branch in Lodi in July 2026.


Special Note Concerning Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of the Company’s beliefs concerning future events, business plans, objectives, expected operating results, and the assumptions upon which those statements are based. Forward-looking statements include, without limitation, statements regarding the expected use of proceeds of the offering, the Company’s expectation of the completion and timing of the closing of the offering and the anticipated proceeds from the offering, as well as any other statement that may predict, forecast, indicate, or imply future results, performance, or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words or phrases of similar meaning. The Company cautions that the forward-looking statements are based largely on the Company’s expectations and are subject to a number of known and unknown risks and uncertainties that are subject to change based on factors which are, in many instances, beyond the Company’s control. Such forward-looking statements are based on various assumptions (some of which may be beyond the Company’s control) and are subject to risks and uncertainties, which change over time, and other factors, which could cause actual results to differ materially from those currently anticipated. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence or how they will affect the Company. If one or more of the factors affecting the Company’s forward-looking information and statements proves incorrect, then the Company’s actual results, performance, or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements contained in this press release. Therefore, the Company cautions you not to place undue reliance on the Company’s forward-looking information and statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and Quarterly Report on Form 10-Q for the three months ended March 31, 2026, in each case under the section entitled “Risk Factors,” and other documents filed by the Company with the SEC from time to time.

The Company disclaims any duty to revise or update the forward-looking statements, whether written or oral, to reflect actual results or changes in the factors affecting the forward-looking statements, except as specifically required by law.

Investor Contact:
Heather C. Luck, Chief Financial Officer
Five Star Bancorp
(916) 626-5008
[email protected]

Media Contact:
Shelley R. Wetton, Chief Marketing Officer
Five Star Bancorp
(916) 284-7827
[email protected]



Motorsport Games Adopts Limited Duration Stockholder Rights Plan

MIRAMAR, Fla., July 22, 2026 (GLOBE NEWSWIRE) — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”), a racing game developer, publisher, and esports ecosystem provider of official motorsport racing series, today announced that its Board of Directors has unanimously approved and adopted a limited duration stockholder rights plan (the “Rights Plan”) and declared a dividend distribution of one right for each outstanding share of the Company’s Class A common stock. The Rights Plan is effective immediately and will expire on July 20, 2027, or earlier, as provided in the Rights Plan. The record date for such dividend distribution is August 3, 2026.

The Board adopted the Rights Plan to protect the investment of stockholders during a period in which it believes the share price of Motorsport Games’ Class A common stock does not reflect the inherent value of the business or its long-term growth potential, and during which time there have been recent significant accumulations of Motorsport Games’ Class A common stock by certain stockholders. The Rights Plan has not been adopted in response to any specific takeover bid or other proposal to acquire control of Motorsport Games.

The Rights Plan is intended to enable Motorsport Games stockholders to realize the long-term value of their investment in Motorsport Games by (i) reducing the likelihood that any person or group is able to gain a control or control-like position in Motorsport Games through open market accumulations without paying all stockholders an appropriate control premium, and (ii) providing the Board with sufficient opportunity to make informed judgments and take actions that are in the best interests of all stockholders. The Rights Plan is not intended to interfere with any sale, merger, tender, exchange offer, or other business combination approved by the Board. Nor does the Rights Plan prevent the Motorsport Games Board from considering any offer or proposed business combination that recognizes the full value of Motorsport Games and is in the best interests of Motorsport Games’ stockholders. The Rights Plan is similar to other stockholder rights plans adopted by publicly held companies.

Under the Rights Plan, the rights generally become exercisable if a person or group (each, an “acquiring person”) acquires beneficial ownership of 12.5% or more of Motorsport Games’ outstanding Class A common stock or if any existing stockholder that already beneficially owns 12.5% or more of the outstanding Class A common stock subsequently increases its beneficial ownership by one or more shares. In the event that the rights become exercisable due to the triggering ownership threshold being crossed, each right will entitle its holder (other than the acquiring person, whose rights would become void and would not be exercisable) to purchase, at the then-current exercise price, additional shares of Motorsport Games’ Class A common stock having a then-current market value of twice the exercise price of the right. In the Rights Plan, the definition of “beneficial ownership” includes derivative securities.

In addition, if Motorsport Games is acquired in a merger or other business combination after an acquiring person acquires beneficial ownership of 12.5% or more of Motorsport Games’ outstanding Class A common stock, each right will entitle its holder (other than acquiring person, whose rights would become void and would not be exercisable) to purchase, at the then-current exercise price, shares of common stock of the acquiring person having a then-current market value of twice the exercise price of the right.

The Board, at its option, may exchange each right (other than rights owned by the acquiring person that have become void) in whole or in part, at an exchange ratio of one share of Motorsport Games’ Class A common stock per outstanding right, subject to adjustment. Except as provided in the Rights Plan, the Board is entitled to redeem the rights at $0.001 per right.

Additional information regarding the Rights Plan will be contained in a Form 8-K to be filed by Motorsport Games with the U.S. Securities and Exchange Commission (SEC) which will be available on the SEC’s web site at www.sec.gov. Copies are also available at no charge at the Investor Relations section of Motorsport Games’ corporate website at www.motorsportgames.com.

About Motorsport Games

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate Version 1.3 featuring new cars, updated 2025 content and additional improvements. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also powers F1® Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Important Cautions Regarding Forward-Looking Statements

Certain statements in this press release which are not historical facts may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended, and are subject to various risks and uncertainties. Any statements or information in this press release that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements.

Forward-looking statements in this press release may include, but are not limited to, the statements regarding (i) the anticipated benefits and expected consequences of the Rights Plan that Motorsport Games has adopted, (ii) the effectiveness of the Rights Plan in reducing the likelihood that any person or group is able to gain a control or control-like position in Motorsport Games through open market accumulations without paying all stockholders an appropriate control premium, (iii) the effectiveness of the Right Plan in providing the Board with a sufficient opportunity to make informed judgments and take actions that are in the best interests of all stockholders, (iv) the effectiveness of the Rights Plan in enabling Motorsport Games stockholders to realize the long-term value of their investment in Motorsport Games, (v) the effect of the Rights Plan on any sale, merger, tender, exchange offer, or other business combination approved by the Board, (vi) the effect of the Rights Pan on the Motorsport Games Board’s consideration of an offer or proposed business combination that recognizes the full value of Motorsport Games and is in the best interests of Motorsport Games’ stockholders, and (vii) the inherent value of the Motorsport Games’ business or its long-term growth potential. Such forward-looking statements are based upon Motorsport Games’ current plans, estimates, and expectations and are not a representation that such plans, estimates, or expectations will be achieved. Because such statements include risks, uncertainties, and contingencies, actual events may differ materially from the expectations, intentions, beliefs, plans, or predictions of the future expressed or implied by such forward-looking statements. Examples of such risks and uncertainties include, without limitation, Motorsport Games’ ability to derive the anticipated benefits and results from the Rights Plan. Factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions, and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites   Social Media
motorsportgames.com   Twitter: @msportgames
    Instagram: msportgames
    Facebook: Motorsport Games
    LinkedIn: Motorsport Games
     

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:
[email protected]

Media:
[email protected]



TowneBank Reports Second Quarter 2026 Earnings

SUFFOLK, Va., July 22, 2026 (GLOBE NEWSWIRE) — TowneBank (the “Company” or “Towne”) (NASDAQ: TOWN) today reported earnings for the quarter ended June 30, 2026 of $193.19 million, or $2.09 per diluted share, compared to $40.89 million, or $0.54 per diluted share, for the quarter ended June 30, 2025. Excluding certain items affecting comparability, core earnings (non-GAAP) were $72.01 million, or $0.78 per diluted share, in the current quarter compared to $63.39 million, or $0.84 per diluted share, for the quarter ended June 30, 2025.

“Our second quarter results demonstrate the strength and resilience of our Main Street Banking model. We continued to expand margin, increase noninterest-bearing deposit balances, and uphold our disciplined approach to credit risk management. Additionally, the sale of Towne Vacations generated a gain of nearly $200 million, significantly enhancing our capital levels and tangible book value. We are pleased by the early results of our strategic growth initiatives in the Carolinas and remain focused on expanding our Insurance business through both organic growth and selective acquisition opportunities,” said G. Robert Aston, Jr., Executive Chairman.


Highlights for Second Quarter 2026:

  • Total deposits were $18.71 billion, an increase of 1.26%, or $233.17 million, compared to March 31, 2026.   
  • Noninterest-bearing deposits increased $245.55 million, or 4.39%, compared to the linked quarter driven by growth in commercial deposits.
  • Loans held for investment were $15.17 billion, a decrease of $91.49 million, or 0.60%, compared to March 31, 2026.
  • Total revenues were $444.27 million, an increase of $234.17 million, or 111.46%, compared to second quarter 2025. Noninterest income increased $186.27 million, driven by a $198.55 million gain on the sale of our Resort Property Management segment. Net interest income increased $47.90 million, as higher loan volumes and loan yields drove an improvement in interest income while cost of deposits decreased by 25 basis points.
  • Annualized return on common shareholders’ equity was 25.72% compared to 7.54% in second quarter 2025. Excluding certain items affecting comparability, annualized return on common shareholders’ equity (non-GAAP) was 9.59% compared to 11.69% in second quarter 2025.
  • Annualized return on average tangible common shareholders’ equity (non-GAAP) was 37.76% compared to 10.99% in second quarter 2025.   Excluding certain items affecting comparability, annualized return on average tangible common shareholders’ equity (non-GAAP) was 14.63% compared to 16.61% in second quarter 2025.
  • Net interest margin was 3.68% for the quarter and tax-equivalent net interest margin (non-GAAP) was 3.70%, including purchase accounting accretion of 11 basis points, compared to the prior year quarter net interest margin of 3.38% and tax-equivalent net interest margin (non-GAAP) of 3.40%, including purchase accounting accretion of 6 basis points.
  • Certain events related to the sale of our Resort Property Management segment impacted earnings and earnings-related ratios in the quarter. These events consisted of a pre-tax gain on the sale for $198.55 million, a special charitable foundation contribution of $25.00 million, and merger and acquisition related expenses of $8.68 million. Additionally, TowneBank paid a special dividend of $0.70 per common share, representing approximately 32% of the gain on the sale of the Resort Property Management segment before taxes and deal costs.
  • We expect net interest income to be impacted by net purchase accounting accretion income of $6.56 million and $10.31 million in the remainder of 2026 and 2027, respectively.
  • The effective tax rate was 23.72% in the quarter compared to 22.25% in second quarter 2025 and 18.19% in the linked quarter. The change in the effective rate from second quarter 2026 compared to 2025 and the linked quarter was due to the increase in state tax expense related to the sale of the Resort Property Management business.

“I’m highly encouraged with the early success of our talent acquisition strategy across the Carolinas. Since the beginning of the year, we have added 24 experienced Towne Bankers, including four market executives, eight private and commercial bankers, and two treasury sales officers. These strategic hires are helping us build meaningful momentum and deepen our presence in some of the nation’s most dynamic and attractive banking markets,” stated William I. Foster III, President and Chief Executive Officer.


Quarterly Net Interest Income:

  • Net interest income was $185.12 million in second quarter 2026 compared to $137.21 million for the quarter ended June 30, 2025, driven by a combination of volume increases and improvement in rates.  
  • Average interest-earning assets totaled $20.19 billion at June 30, 2026, compared to $19.61 billion in the linked quarter, an increase of 2.94%.
  • On an average basis, loans held for investment, with a yield of 5.69%, represented 75.50% of earning assets at June 30, 2026 compared to 5.67% and 76.65% in the linked quarter. Average loans held for investment had a yield of 5.56% and represented 75.52% of earning assets at June 30, 2025.
  • The cost of interest-bearing deposits was 2.24% for the quarter ended June 30, 2026, compared to 2.33% in the linked quarter and 2.61% in second quarter 2025. Interest expense on deposits increased $3.33 million, or 4.88%, from the prior year quarter as higher volume outpaced decreases in rate.
  • Our total cost of deposits decreased to 1.55% from 1.63% for the linked quarter and 1.80% for the quarter ended June 30, 2025 due to lower interest-bearing deposit rates.
  • Average interest-bearing liabilities totaled $13.26 billion, an increase of $105.95 million, or 0.81%, from the linked quarter. Total borrowings decreased $62.24 million compared to the linked quarter, due to repayment of a portion of debt assumed in the Dogwood State Bank (“Dogwood”) acquisition.


Quarterly Provision for Credit Losses:

  • The quarterly provision for credit losses was $625 thousand compared to $6.41 million in the prior year quarter and $344 thousand in the linked quarter.
  • The allowance for credit losses on loans increased $651 thousand in second quarter 2026, compared to the linked quarter.
  • Net loan charge-offs were $5.76 million in the quarter, $1.69 million in the linked quarter, and $19 thousand in the prior year quarter. The increase in charge-offs was driven primarily by acquired indirect and SBA loans.
  • The ratio of net charge-offs to average loans on an annualized basis was 0.15% in second quarter 2026, 0.05% in the linked quarter, and less than 0.01% in second quarter 2025.
  • The allowance for credit losses on loans represented 1.32% of total loans at June 30, 2026, compared to 1.31% at March 31, 2026, and 1.09% at June 30, 2025. Our June 30, 2026 allowance for credit losses is further broken down into community banking which represented 1.20% of total loans and government guaranteed lending which represented 0.12% of total loans.
  • The allowance for credit losses on loans was 6.16 times nonperforming loans compared to 16.81 times at June 30, 2025 and 6.08 times at March 31, 2026.


Quarterly Noninterest Income:

  • Total noninterest income was $259.15 million compared to $72.88 million in 2025, an increase of $186.27 million, or 255.58%.
  • The gain on sale of our Resort Property Management segment included in noninterest income was $198.55 million. As a result of the sale, there was no operating income to report from this segment in second quarter 2026 compared to second quarter 2025 income of $18.21 million.
  • Government guaranteed lending income, net was $1.99 million in second quarter 2026 and represented a new noninterest income source in 2026 related to the acquisition of Dogwood.
  • Residential mortgage banking income was $12.54 million compared to $13.56 million in second quarter 2025 driven by margin compression. Loan volume increased to $734.65 million in second quarter 2026 from $671.47 million in second quarter 2025. Residential purchase activity was 91.58% of production volume in second quarter 2026 compared to 92.37% in second quarter 2025.
  • Gross margins on residential mortgage sales were 2.97%, a decrease of 12 basis points from 3.09% in the linked quarter and 16 basis points from 3.13% in second quarter 2025.


Qua


rterly Noninterest Expense:

  • Total noninterest expense was $189.94 million compared to $150.67 million in 2025, an increase of $39.28 million, or 26.07%. This increase was primarily attributable to a special charitable foundation contribution and growth in salaries and employee benefits.
  • An increase in banking personnel related to the Dogwood and Old Point Financial Corporation acquisitions represented $8.62 million of the $10.37 million increase in salaries and benefits expenses, compared to the prior year quarter. Additional contributing factors were annual base salary adjustments that went into effect mid-September 2025 and performance-based incentives.


Consolidated Balance Sheet Highlights:

  • Total assets were $22.62 billion for the quarter ended June 30, 2026, a $258.25 million increase compared to $22.36 billion at March 31, 2026.
  • Loans held for investment decreased $91.49 million, or 0.60%, compared to the linked quarter, but increased $218 million in our Carolina markets.
  • Mortgage loans held for sale increased $36.86 million, or 15.44%, compared to prior year and $103.87 million, or 60.48%, compared to the linked quarter, driven by higher production volume.
  • Government guaranteed loans held for sale increased $28.42 million over the linked quarter. This loan activity was included in the acquisition of Dogwood and is new to TowneBank in 2026.
  • Total deposits increased $233.17 million, or 1.26%, compared to the linked quarter, driven by demand deposit growth.
  • Noninterest-bearing deposits increased $245.55 million, or 4.39%, compared to the linked quarter.
  • The Company repaid a portion of acquired FHLB borrowings in the quarter, contributing to a $62.24 million, or 12.15%, decrease in borrowings compared to the linked quarter.


Investment Securities:

  • Total investment securities were $3.10 billion compared to $3.03 billion at March 31, 2026 and $2.78 billion at June 30, 2025. The weighted average duration of the portfolio at June 30, 2026 was 3.6 years. The carrying value of the available-for-sale debt securities portfolio included net unrealized losses of $85.14 million at June 30, 2026, compared to $81.40 million at March 31, 2026 and $113.14 million at June 30, 2025, with the changes in fair value marks due to the change in interest rates.


Loans and Asset Quality:

  • Total loans held for investment were $15.17 billion at June 30, 2026 and $15.26 billion at March 31, 2026.
  • Nonperforming assets, which consists of nonperforming loans, foreclosed property, and former bank premises, were $48.31 million, or 0.21% of total assets, compared to $51.11 million, or 0.23%, at the linked quarter end, and $9.29 million, or 0.05%, at June 30, 2025. Former bank premises of $10.57 million have executed purchase agreements or purchase agreements under review that are expected to close by November 2026.
  • Nonperforming loans were 0.21% of period end loans at June 30, 2026, and in the linked quarter, compared to 0.06% at June 30, 2025. The increase over prior year was primarily driven by loans acquired in the Dogwood transaction.
  • Foreclosed property and former bank premises totaled $15.88 million at June 30, 2026, and consisted of $505 thousand in other real estate owned, $1.32 million in repossessed autos, and $14.06 million in acquisition-related former bank premises. Foreclosed property and former bank premises totaled $18.36 million at March 31, 2026, and consisted of $505 thousand in other real estate owned, $1.53 million in repossessed autos, and $16.32 million in acquisition-related former bank premises.


Deposits and Borrowings:

  • Total deposits were $18.71 billion compared to $18.48 billion at March 31, 2026, an increase of $233.17 million, or 5.06% on an annualized basis from the linked quarter.
  • The ratio of period end loans held for investment to deposits was 81.06% compared to 82.58% at March 31, 2026, and 80.63% at June 30, 2025.
  • Noninterest-bearing deposits were 31.22% of total deposits at June 30, 2026 compared to 30.29% at March 31, 2026 and 31.02% at June 30, 2025. Noninterest-bearing deposits increased $245.55 million, or 4.39%, compared to the linked quarter.
  • Total borrowings were $450.24 million compared to $512.48 million at March 31, 2026, a decrease of $62.24 million, or 12.15%.


Capital:

  • Book value per common share was $32.40 compared to $31.31 at March 31, 2026 and $29.41 at June 30, 2025.
  • Tangible book value per common share (non-GAAP) was $22.60 compared to $21.49 at March 31, 2026 and $21.80 at June 30, 2025.

About TowneBank:

Founded in 1999, TowneBank is a company built on relationships, offering a full range of banking and other financial services, with a focus of serving others and enriching lives. Dedicated to a culture of caring, Towne values all employees and members by embracing their diverse talents, perspectives, and experiences.

Today, TowneBank operates over 70 banking offices throughout Hampton Roads and Central Virginia, Eastern and Central North Carolina, the Greenville and upstate region of South Carolina, and Charleston, South Carolina – serving as a local leader in promoting the social, cultural, and economic growth in each community. Towne offers a competitive array of business and personal banking solutions, delivered with only the highest ethical standards. Experienced local bankers providing a higher level of expertise and personal attention with local decision-making are key to the TowneBank strategy. TowneBank has grown its capabilities beyond banking to provide expertise through its affiliated companies that include Towne Wealth Management, Towne Insurance Agency, Towne Benefits, TowneBank Mortgage, TowneBank Commercial Mortgage, Berkshire Hathaway HomeServices RW Towne Realty, Towne 1031 Exchange, and Towne Trust Company, N.A. With total assets of $22.62 billion as of June 30, 2026, TowneBank is one of the largest banks headquartered in Virginia.

Non-GAAP Financial Measures:

This press release contains certain financial measures determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Such non-GAAP financial measures include the following: fully tax-equivalent net interest margin, core operating earnings, core net income, tangible book value per common share, total risk-based capital ratio, tier one leverage ratio, tier one capital ratio, and the tangible common equity to tangible assets ratio. Management uses these non-GAAP financial measures to assess the performance of TowneBank’s core business and the strength of its capital position. Management believes that these non-GAAP financial measures provide meaningful additional information about TowneBank to assist investors in evaluating operating results, financial strength, and capitalization. The non-GAAP financial measures should be considered as additional views of the way our financial measures are affected by significant charges for credit costs and other factors. These non-GAAP financial measures should not be considered as a substitute for operating results determined in accordance with GAAP and may not be comparable to other similarly titled measures of other companies. The computations of the non-GAAP financial measures used in this presentation are referenced in a footnote or in the appendix to this presentation.

Forward-Looking Statements:

This press release contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical facts, but instead represent only the beliefs, expectations, or opinions of TowneBank and its management regarding future events, many of which, by their nature, are inherently uncertain. Forward-looking statements may be identified by the use of such words as: “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” or words of similar meaning, or future or conditional terms, such as “will,” “would,” “should,” “could,” “may,” “likely,” “probably,” or “possibly.” These statements may address issues that involve significant risks, uncertainties, estimates, and assumptions made by management. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, among others, competitive pressures in the banking industry that may increase significantly; changes in the interest rate environment that may reduce margins and/or the volumes and values of loans made or held as well as the value of other financial assets held; an unforeseen outflow of cash or deposits or an inability to access the capital markets, which could jeopardize our overall liquidity or capitalization; changes in the creditworthiness of customers and the possible impairment of the collectability of loans; insufficiency of our allowance for credit losses due to market conditions, inflation, changing interest rates or other factors; adverse developments in the financial industry generally, such as the 2023 bank failures, responsive measures to mitigate and manage such developments, related supervisory and regulatory actions and costs, and related impacts on customer and client behavior; general economic conditions, either nationally or regionally, that may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and/or a reduced demand for credit or other services; geopolitical instability, including wars, conflicts, trade restrictions and tariffs, civil unrest, and terrorist attacks and the potential impact, directly or indirectly, on our business; the effects of weather-related or natural disasters, which may negatively affect our operations and/or our loan portfolio and increase our cost of conducting business; public health events (such as the COVID-19 pandemic) and governmental and societal responses to them; changes in the legislative or regulatory environment, including changes in accounting standards and tax laws and changes impacting the rulemaking, supervision, examination and enforcement priorities of the federal banking agencies, that may adversely affect our business; our ability to successfully integrate the businesses from recently completed acquisitions, including our mergers with Old Point Financial Corporation and Dogwood State Bank, to the extent that that process may take longer or be more difficult, time-consuming, or costly to accomplish than expected; deposit attrition, operating costs, customer losses, and business disruption associated with recently completed acquisitions, including reputational risk and adverse effects on relationships with employees, customers or other business partners, that may be greater than expected; costs or difficulties related to the integration of the businesses that we have acquired that may be greater than expected; expected growth opportunities or cost savings associated with recently completed acquisitions that may not be fully realized or realized within the expected time frame; the diversion of management’s attention and time from ongoing business operations and opportunities on merger and integration related matters; the introduction of new lines of business or new products and services; cybersecurity threats or attacks, whether directed at us or at vendors or other third parties with which we interact; the implementation of new technologies, and the ability to develop and maintain reliable electronic systems; competitors that may have greater financial resources and develop products that enable them to compete more successfully; changes in business conditions; changes in the securities market; and changes in our local economy with regard to our market area, including any adverse impact of actual and proposed cuts to federal spending, including defense, security and military spending, on the economy. Any forward-looking statements made by us or on our behalf speak only as of the date they are made or as of the date indicated, and we do not undertake any obligation to update forward-looking statements as a result of new information, future events, or otherwise. For additional information on factors that could materially influence forward-looking statements included in this report, see the “Risk Factors” in TowneBank’s Annual Report on Form 10-K for the year ended December 31, 2025 and related disclosures in other filings that have been, or will be, filed by TowneBank with the Federal Deposit Insurance Corporation.

Media contact:

G. Robert Aston, Jr., Executive Chairman, 757-638-6780
William I. Foster III, President and Chief Executive Officer, 757-417-6482

Investor contact:

William B. Littreal, Chief Financial Officer, 757-638-6813

 
TOWNEBANK
Selected Financial Highlights (unaudited)
(dollars in thousands, except per share data)
     
    Three Months Ended
    June 30,   March 31,   December 31,   September 30,   June 30,
  2026
  2026
  2025
  2025
  2025
Income and Performance Ratios:                  
  Total revenue $ 444,266     $ 246,447     $ 219,943     $ 222,584     $ 210,093  
  Net income   193,618       41,101       40,850       44,612       41,319  
  Net income available to common shareholders   193,186       40,993       40,630       44,295       40,887  
  Net income per common share – diluted   2.09       0.45       0.51       0.58       0.54  
  Book value per common share   32.40       31.31       30.67       30.27       29.41  
  Book value per common share – tangible(non-GAAP)   22.60       21.49       21.93       21.49       21.80  
  Return on average assets   3.45 %     0.76 %     0.82 %     0.94 %     0.91 %
  Return on average assets – tangible(non-GAAP)   3.68 %     0.89 %     0.94 %     1.05 %     1.01 %
  Return on average equity   25.66 %     5.84 %     6.67 %     7.72 %     7.52 %
  Return on average equity – tangible(non-GAAP)   37.63 %     9.55 %     10.32 %     11.39 %     10.94 %
  Return on average common equity   25.72 %     5.85 %     6.69 %     7.75 %     7.54 %
  Return on average common equity – tangible(non-GAAP)   37.76 %     9.58 %     10.36 %     11.45 %     10.99 %
  Noninterest income as a percentage of total revenue   58.33 %     29.83 %     27.73 %     33.98 %     34.69 %
Regulatory Capital Ratios (1):                  
  Common equity tier 1   12.16 %     11.43 %     11.34 %     11.18 %     11.77 %
  Tier 1   12.20 %     11.47 %     11.39 %     11.23 %     11.82 %
  Total   14.58 %     13.87 %     14.14 %     13.98 %     14.49 %
  Tier 1 leverage ratio   10.00 %     9.75 %     9.36 %     9.84 %     9.93 %
Asset Quality:                  
  Allowance for credit losses on loans to nonperforming loans   6.16 x     6.08 x     12.57 x     19.38 x     16.81 x
  Allowance for credit losses on loans to period end loans   1.32 %     1.31 %     1.10 %     1.11 %     1.09 %
  Nonperforming loans to period end loans   0.21 %     0.21 %     0.09 %     0.06 %     0.06 %
  Nonperforming assets to period end assets   0.21 %     0.23 %     0.07 %     0.05 %     0.05 %
  Net charge-offs (recoveries) to average loans (annualized)   0.15 %     0.05 %     0.06 %     0.01 %     %
  Net charge-offs (recoveries) $ 5,756     $ 1,690     $ 1,948     $ 255     $ 19  
                     
  Nonperforming loans $ 32,430     $ 32,751     $ 11,726     $ 7,698     $ 7,982  
  Former bank premises   14,061       16,323       879       885        
  Foreclosed property   1,823       2,037       1,754       1,798       1,306  
  Total nonperforming assets $ 48,314     $ 51,111     $ 14,359     $ 10,381     $ 9,288  
  Loans past due 90 days and still accruing interest $ 1,095     $ 2,487     $ 890     $ 1,863     $ 210  
  Allowance for credit losses on loans $ 199,918     $ 199,267     $ 147,343     $ 149,175     $ 134,187  
Mortgage Banking:                  
  Loans originated, mortgage $ 597,622     $ 469,323     $ 504,732     $ 491,921     $ 494,108  
  Loans originated, joint venture   137,028       106,027       118,597       144,440       177,359  
  Total loans originated $ 734,651     $ 575,350     $ 623,329     $ 636,361     $ 671,467  
  Number of loans originated   1,827       1,423       1,551       1,679       1,750  
  Number of originators   168       162       161       169       166  
  Purchase %   91.58 %     77.57 %     82.23 %     91.84 %     92.37 %
  Loans sold $ 597,947     $ 527,428     $ 652,853     $ 657,822     $ 596,009  
  Rate lock asset $ 1,831     $ 2,003     $ 1,145     $ 2,213     $ 2,186  
  Gross realized gain on sales and fees as a % of loans originated   2.97 %     3.09 %     3.19 %     3.32 %     3.13 %
Other Ratios:                  
  Net interest margin   3.68 %     3.58 %     3.56 %     3.48 %     3.38 %
  Net interest margin-fully tax-equivalent(non-GAAP)   3.70 %     3.60 %     3.58 %     3.50 %     3.40 %
  Average earning assets/total average assets   89.78 %     89.60 %     89.96 %     90.03 %     90.23 %
  Average loans/average deposits   82.40 %     83.22 %     80.57 %     80.92 %     81.09 %
  Average noninterest deposits/total average deposits   30.78 %     30.24 %     31.28 %     31.30 %     30.88 %
  Period end equity/period end total assets   13.27 %     12.96 %     12.34 %     12.18 %     12.19 %
  Efficiency ratio(non-GAAP)   74.91 %     76.96 %     73.37 %     67.08 %     69.82 %
  (1)  Current reporting period regulatory capital ratios are preliminary.            
               

TOWNEBANK
Selected Data (unaudited)
(dollars in thousands)
 

Investment Securities
            % Change
  Q2   Q2   Q1   Q2 26 vs.   Q2 26 vs.

Available-for-sale securities, at fair value
2026
  2025
  2026
  Q2 25   Q1 26
U.S. agency securities $ 402,738     $ 345,808     $ 386,157     16.46 %   4.29 %
U.S. Treasury notes   176,393       78,746       83,396     124.00 %   111.51 %
Municipal securities   540,924       438,490       535,652     23.36 %   0.98 %
Trust preferred and other corporate securities   164,040       115,126       161,453     42.49 %   1.60 %
Mortgage-backed securities issued by GSEs and GNMA   1,657,895       1,577,325       1,697,124     5.11 %   (2.31 )%
Allowance for credit losses   (1,028 )     (1,520 )     (1,355 )   (32.37 )%   (24.13 )%
Total $ 2,940,962     $ 2,553,975     $ 2,862,427     15.15 %   2.74 %

Gross unrealized gains (losses) reflected in financial statements
           
Total gross unrealized gains $ 9,072     $ 6,048     $ 9,894     50.00 %   (8.31 )%
Total gross unrealized losses   (94,212 )     (119,186 )     (91,293 )   (20.95 )%   3.20 %
Net unrealized gains (losses) and other adjustments on AFS securities $ (85,140 )   $ (113,138 )   $ (81,399 )   (24.75 )%   4.60 %

Held-to-maturity securities, at amortized cost
                 
U.S. agency securities $ 18,403     $ 92,973     $ 18,339     (80.21 )%   0.35 %
U.S. Treasury notes   95,317       96,250       95,551     (0.97 )%   (0.24 )%
Municipal securities   5,515       5,414       5,490     1.87 %   0.46 %
Trust preferred corporate securities   2,041       2,094       2,054     (2.53 )%   (0.63 )%
Mortgage-backed securities issued by GSEs   5,057       5,201       5,093     (2.77 )%   (0.71 )%
Allowance for credit losses   (32 )     (67 )     (33 )   (52.24 )%   (3.03 )%
Total $ 126,301     $ 201,865     $ 126,494     (37.43 )%   (0.15 )%
                   
Total gross unrealized gains $ 195     $ 214     $ 196     (8.88 )%   (0.51 )%
Total gross unrealized losses   (1,931 )     (5,148 )     (2,314 )   (62.49 )%   (16.55 )%
Net unrealized gains (losses) in HTM securities $ (1,736 )   $ (4,934 )   $ (2,118 )   (64.82 )%   (18.04 )%
Total unrealized gains (losses) on AFS and HTM securities $ (86,876 )   $ (118,072 )   $ (83,517 )   (26.42 )%   4.02 %
                   
              % Change

Loans Held For Investment
Q2   Q2   Q1   Q2 26 vs.   Q2 26 vs.
Community Banking:   2026       2025       2026     Q2 25   Q1 26
CRE – construction and development $ 1,308,080     $ 1,072,625     $ 1,450,284     21.95 %   (9.81 )%
CRE – owner occupied   2,401,402       1,815,900       2,359,542     32.24 %   1.77 %
CRE – non-owner occupied   4,317,091       3,557,175       4,284,890     21.36 %   0.75 %
CRE – multifamily   865,154       887,083       894,653     (2.47 )%   (3.30 )%
Residential 1-4 family   2,326,019       1,997,395       2,334,199     16.45 %   (0.35 )%
HELOC   682,941       480,610       674,293     42.10 %   1.28 %
Commercial and industrial business (C&I)   1,615,241       1,370,564       1,619,980     17.85 %   (0.29 )%
Government   524,444       510,902       499,769     2.65 %   4.94 %
Indirect   690,321       579,041       693,811     19.22 %   (0.50 )%
Consumer loans and other   222,970       88,378       219,057     152.29 %   1.79 %
Total Community Banking $ 14,953,663     $ 12,359,673     $ 15,030,478     20.99 %   (0.51 )%
Government Guaranteed Lending:                  
Real estate – construction and development   12,846             28,840     N/M   (55.46 )%
Commercial real estate – owner occupied   94,943             88,072     N/M   7.80 %
Commercial and industrial business (C&I)   108,216             113,770     N/M   (4.88 )%
Consumer loans and other   7                 N/M   N/M
Total Government Guaranteed Lending $ 216,012     $     $ 230,682     N/M   (6.36 )%
Total Loans Held for Investment $ 15,169,675     $ 12,359,673     $ 15,261,160     22.74 %   (0.60 )%
                                 

TOWNEBANK
Selected Data (unaudited)
(dollars in thousands)
 
                   
              % Change

Deposits
Q2   Q2   Q1   Q2 26 vs.   Q2 26 vs.
  2026
  2025
  2026
  Q2 25   Q1 26
Noninterest-bearing demand deposits $ 5,842,944   $ 4,754,340   $ 5,597,395   22.90 %   4.39 %
Interest-bearing:                  
Demand and money market accounts   9,468,690     7,654,317     9,293,443   23.70 %   1.89 %
Savings   436,751     332,108     457,028   31.51 %   (4.44 )%
Certificates of deposits   2,965,060     2,587,951     3,132,406   14.57 %   (5.34 )%
Total   18,713,445     15,328,716     18,480,272   22.08 %   1.26 %
                             

 

Acquisition Summary – Day 1 Balances
  Total Acquired   2026
  2025
    2025-2026   Dogwood (1)   Old Point (2)   Village (3)
Total securities   $ 478,408   $ 190,976   $ 211,877   $ 75,555
Loans held for sale     40,596     36,981         3,615
Loans held for investment     3,438,268     1,905,599     956,429     576,240
Core deposit intangibles     82,900     30,490     31,390     21,020
Total assets     4,492,136     2,343,049     1,403,159     745,928
Noninterest-bearing demand deposits     1,089,093     544,484     306,066     238,543
Interest-bearing deposits     2,690,894     1,387,029     904,915     398,950
Total deposits     3,779,987     1,931,513     1,210,981     637,493
Advances from the FHLB     205,000     155,000     40,000     10,000
Subordinated debt, net     39,693         25,274     14,419
Total liabilities     4,071,303     2,118,357     1,284,531     668,415
                 
Goodwill   $ 368,990   $ 233,269   $ 92,729   $ 42,992
Initial allowance for credit losses on loans held for investment     65,406     59,492     4,223     1,691
Initial provision for credit losses (4)     17,504         11,449     6,055
                 
(1)  Dogwood State Bank was acquired January 12, 2026.
(2)  Old Point Financial Corporation was acquired September 1, 2025.
(3)  Village Bank and Trust Corp. was acquired April 1, 2025.
(4)  ASU 2025-08 Financial Instruments –Credit Losses Measurement of Credit Losses on Financial Instruments – Purchased Loans,was adopted January 1, 2026.
                 
                 

 
    Three Months Ended
    June 30,   March 31,   December 31,   September 30,   June 30,

Net charge-offs:
  2026 (1)     2026     2025
    2025       2025  
Community bank   $ 451   $ (284 )   $ 1,159   $ (116 )   $ (418 )
Indirect     4,002     414       789     371       437  
Government guaranteed lending     1,303     1,560                  
Total   $ 5,756   $ 1,690     $ 1,948   $ 255     $ 19  
                     

Non-performing loans:
                   
Community bank   $ 24,616   $ 22,380     $ 10,275   $ 6,629     $ 6,912  
Indirect     970     2,731       1,451     1,069       1,070  
Government guaranteed lending     6,844     7,640                  
Total   $ 32,430   $ 32,751     $ 11,726   $ 7,698     $ 7,982  
(1)  Non-performing loans related to the Dogwood acquisition totaled approximately $18.59 million at June 30, 2026.
 

TOWNEBANK
Average Balances, Yields and Rate Paid (unaudited)
(dollars in thousands)
 
  Three Months Ended   Three Months Ended   Three Months Ended
  June 30, 2026   March 31, 2026   June 30, 2025
      Interest   Average       Interest   Average       Interest   Average
  Average   Income/   Yield/   Average   Income/   Yield/   Average   Income/   Yield/
  Balance   Expense   Rate (1)   Balance   Expense   Rate (1)   Balance   Expense   Rate (1)
Assets:                                  
Loans (net of unearned income
and deferred costs)
$ 15,241,959     $ 216,044     5.69 %   $ 15,032,919     $ 210,226     5.67 %   $ 12,304,172     $ 170,520     5.56 %
Taxable investment securities   2,808,164       25,687     3.66 %     2,805,229       25,181     3.59 %     2,598,093       23,361     3.60 %
Tax-exempt investment securities   275,487       3,083     4.48 %     245,092       2,625     4.28 %     172,083       1,802     4.19 %
Total securities   3,083,651       28,770     3.73 %     3,050,321       27,806     3.65 %     2,770,176       25,163     3.63 %
Interest-bearing deposits   1,659,332       14,023     3.39 %     1,388,016       11,459     3.35 %     1,045,727       10,241     3.93 %
Loans held for sale   203,978       3,076     6.03 %     140,438       2,077     5.92 %     172,102       2,770     6.44 %
Total earning assets   20,188,920       261,913     5.20 %     19,611,694       251,568     5.20 %     16,292,177       208,694     5.14 %
Less: allowance for loan losses   (202,001 )             (179,029 )             (131,837 )        
Total nonearning assets   2,499,032               2,455,700               1,896,640          
Total assets $ 22,485,951             $ 21,888,365             $ 18,056,980          
Liabilities and Equity:                                  
Interest-bearing deposits                                  
Demand and money market $ 9,279,980     $ 44,758     1.93 %   $ 9,081,281     $ 44,822     2.00 %   $ 7,590,290     $ 42,054     2.22 %
Savings   446,151       619     0.56 %     421,240       613     0.59 %     337,807       704     0.84 %
Certificates of deposit   3,076,803       26,104     3.40 %     3,097,422       27,073     3.54 %     2,560,313       25,394     3.98 %
Total interest-bearing deposits   12,802,934       71,481     2.24 %     12,599,943       72,508     2.33 %     10,488,410       68,152     2.61 %
Borrowings   175,152       1,309     2.96 %     272,569       2,199     3.23 %     34,799       (341 )   (3.88 )%
Subordinated debt, net   284,404       2,736     3.85 %     284,025       2,750     3.87 %     272,448       2,609     3.83 %
Total interest-bearing liabilities   13,262,490       75,526     2.28 %     13,156,537       77,457     2.39 %     10,795,657       70,420     2.62 %
Demand deposits   5,693,724               5,463,137               4,685,835          
Other noninterest-bearing liabilities   510,177               419,807               387,166          
Total liabilities   19,466,391               19,039,481               15,868,658          
Shareholders’ equity   3,019,560               2,848,884               2,188,322          
Total liabilities and equity $ 22,485,951             $ 21,888,365             $ 18,056,980          
Net interest income (tax-equivalent basis) (4)     $ 186,387             $ 174,111             $ 138,274      
Reconciliation of Non-GAAP Financial Measures                                
                                   
Tax-equivalent basis adjustment       (1,270 )             (1,169 )             (1,061 )    
Net interest income (GAAP)     $ 185,117             $ 172,942             $ 137,213      
                                   
Interest rate spread (2)(4)         2.92 %           2.81 %           2.52 %
Interest expense as a percent of average earning assets       1.50 %           1.60 %           1.73 %
Net interest margin (tax-equivalent basis) (3)(4)       3.70 %           3.60 %           3.40 %
Total cost of deposits         1.55 %           1.63 %           1.80 %
                                   
(1)  Yields and interest income are presented on a tax-equivalent basis using the federal statutory tax rate of 21%.
(2)  Interest spread is the average yield earned on earning assets less the average rate paid on interest-bearing liabilities. Fully tax-equivalent.
(3)  Net interest margin is net interest income expressed as a percentage of average earning assets. Fully tax-equivalent.
(4)  Non-GAAP.
 

TOWNEBANK
Average Balances, Yields and Rate Paid (unaudited)
(dollars in thousands)
 
  Six Months Ended   Six Months Ended
  June 30, 2026   June 30, 2025
      Interest   Average       Interest   Average
  Average   Income/   Yield/   Average   Income/   Yield/
  Balance   Expense   Rate (1)   Balance   Expense   Rate (1)
Assets:                      
Loans (net of unearned income and deferred costs) $ 15,138,015     $ 426,269     5.68 %   $ 11,918,188     $ 323,586     5.48 %
Taxable investment securities   2,806,705       50,869     3.62 %     2,538,402       44,662     3.52 %
Tax-exempt investment securities   260,373       5,708     4.38 %     174,071       3,663     4.21 %
Total securities   3,067,078       56,577     3.69 %     2,712,473       48,325     3.56 %
Interest-bearing deposits   1,524,424       25,483     3.37 %     1,122,263       22,042     3.96 %
Loans held for sale   172,384       5,153     5.98 %     168,251       5,423     6.45 %
Total earning assets   19,901,901       513,482     5.20 %     15,921,175       399,376     5.06 %
Less: allowance for loan losses   (190,578 )             (128,072 )        
Total nonearning assets   2,477,485               1,843,652          
Total assets $ 22,188,808             $ 17,636,755          
Liabilities and Equity:                      
Interest-bearing deposits                      
Demand and money market $ 9,181,179     $ 89,578     1.97 %   $ 7,435,687     $ 82,659     2.24 %
Savings   433,765       1,232     0.57 %     325,033       1,419     0.88 %
Certificates of deposit   3,087,055       53,178     3.47 %     2,550,430       51,207     4.05 %
Total interest-bearing deposits   12,701,999       143,988     2.29 %     10,311,150       135,285     2.65 %
Borrowings   223,592       3,508     3.12 %     32,217       (642 )   (3.96 )%
Subordinated debt, net   284,215       5,486     3.86 %     266,293       4,913     3.69 %
Total interest-bearing liabilities   13,209,806       152,982     2.34 %     10,609,660       139,556     2.65 %
Demand deposits   5,579,068               4,482,341          
Other noninterest-bearing liabilities   465,240               370,508          
Total liabilities   19,254,114               15,462,509          
Shareholders’ equity   2,934,694               2,174,246          
Total liabilities and equity $ 22,188,808             $ 17,636,755          
Net interest income (tax-equivalent basis)(4)     $ 360,500             $ 259,820      
Reconciliation of Non-GAAP Financial Measures                    
Tax-equivalent basis adjustment       (2,440 )             (2,129 )    
Net interest income (GAAP)     $ 358,060             $ 257,691      
                       
Interest rate spread (2)(4)         2.86 %           2.41 %
Interest expense as a percent of average earning assets       1.55 %           1.77 %
Net interest margin (tax-equivalent basis) (3)(4)       3.65 %           3.29 %
Total cost of deposits         1.59 %           1.84 %
                       
(1)  Yields and interest income are presented on a tax-equivalent basis using the federal statutory rate of 21%.
(2)  Interest spread is the average yield earned on earning assets less the average rate paid on interest-bearing liabilities. Fully tax-equivalent.
(3)  Net interest margin is net interest income expressed as a percentage of average earning assets. Fully tax-equivalent.
(4)  Non-GAAP.
 

TOWNEBANK
Consolidated Balance Sheets
(dollars in thousands, except share data)
   
     
  June 30,   December 31,
    2026       2025  
ASSETS (unaudited)   (audited)
Cash and due from banks $ 158,770     $ 129,941  
Interest-bearing deposits at FRB   1,546,624       1,097,155  
Interest-bearing deposits in financial institutions   110,086       123,553  
Total Cash and Cash Equivalents   1,815,480       1,350,649  
Securities available for sale, at fair value (amortized cost of $3,027,130 and $2,784,462, and allowance for credit losses of $1,028 and $1,207 at June 30, 2026 and December 31, 2025, respectively)   2,940,962       2,710,189  
Securities held to maturity, at amortized cost (fair value of $124,597 and $154,269 at June 30, 2026 and December 31, 2025, respectively)   126,333       156,697  
Less: allowance for credit losses   (32 )     (65 )
Securities held to maturity, net of allowance for credit losses   126,301       156,632  
Other equity securities   15,907       12,219  
FHLB stock   21,550       16,341  
Total Securities   3,104,720       2,895,381  
Mortgage loans held for sale   275,602       154,444  
Government guaranteed loans held for sale   33,915        
Loans, net of unearned income and deferred costs   15,169,675       13,335,804  
Less: allowance for credit losses on loans   (199,918 )     (147,343 )
Net Loans   14,969,757       13,188,461  
Premises and equipment, net   444,807       430,987  
Goodwill   808,644       594,080  
Other intangible assets, net   96,765       96,528  
BOLI   387,841       337,425  
Other assets   679,428       639,386  
TOTAL ASSETS $ 22,616,959     $ 19,687,341  
       
LIABILITIES AND EQUITY      
Deposits:      
Noninterest-bearing demand $ 5,842,944     $ 5,073,157  
Interest-bearing:      
Demand and money market accounts   9,468,690       8,390,884  
Savings   436,751       332,752  
Certificates of deposit   2,965,060       2,712,324  
Total Deposits   18,713,445       16,509,117  
Advances from the FHLB   127,060       52,452  
Subordinated debt, net   284,207       283,870  
Repurchase agreements and other borrowings   38,971       34,817  
Total Borrowings   450,238       371,139  
Other liabilities   451,756       378,076  
TOTAL LIABILITIES   19,615,439       17,258,332  
Preferred stock, authorized and unissued shares – 2,000,000          
Common stock, $1.667 par value: 150,000,000 shares authorized;      
92,433,645 and 78,964,038 shares issued at      
June 30, 2026 and December 31, 2025, respectively   154,087       131,633  
Capital surplus   1,695,607       1,254,776  
Retained earnings   1,206,036       1,087,343  
Common stock issued to deferred compensation trust, at cost:      
1,137,994 and 1,086,290 shares at June 30, 2026 and December 31, 2025, respectively   (24,986 )     (23,293 )
Deferred compensation trust   24,986       23,293  
Accumulated other comprehensive income (loss)   (61,247 )     (51,685 )
TOTAL SHAREHOLDERS’ EQUITY   2,994,483       2,422,067  
Noncontrolling interest   7,037       6,942  
TOTAL EQUITY   3,001,520       2,429,009  
TOTAL LIABILITIES AND EQUITY $ 22,616,959     $ 19,687,341  
 

TOWNEBANK
Consolidated Statements of Income (unaudited)
(dollars in thousands, except per share data)
               
               
  Three Months Ended   Six Months Ended
  June 30,   June 30,
    2026       2025       2026       2025  
INTEREST INCOME:              
Loans, including fees $ 215,308     $ 169,772     $ 424,820     $ 322,093  
Investment securities   28,236       24,850       55,586       47,689  
Interest-bearing deposits in financial institutions and federal funds sold   14,023       10,241       25,483       22,042  
Mortgage loans held for sale   3,076       2,770       5,153       5,423  
Total interest income   260,643       207,633       511,042       397,247  
INTEREST EXPENSE:              
Deposits   71,481       68,152       143,988       135,285  
Advances from the FHLB   1,671       124       4,096       149  
Subordinated debt, net   2,736       2,609       5,486       4,913  
Repurchase agreements and other borrowings   (362 )     (465 )     (588 )     (791 )
Total interest expense   75,526       70,420       152,982       139,556  
Net interest income   185,117       137,213       358,060       257,691  
PROVISION FOR CREDIT LOSSES   625       6,410       969       8,830  
Net interest income after provision for credit losses   184,492       130,803       357,091       248,861  
NONINTEREST INCOME:              
Residential mortgage banking income, net   12,537       13,561       24,271       23,922  
Insurance commissions and related income, net   25,294       25,677       51,328       52,102  
Property management income, net         18,207       12,440       28,759  
Service charges on deposit accounts   4,747       3,642       9,389       6,969  
Credit card merchant fees, net   2,145       1,794       4,064       3,491  
Investment income, net   3,795       3,158       7,515       6,233  
BOLI   2,760       1,992       5,779       3,864  
Government guaranteed lending income, net   1,994             6,195        
Gain on sale of equity investment   198,550             198,550       2,000  
Other income   7,327       4,849       12,997       8,158  
Net gain on investment securities               126        
Total noninterest income   259,149       72,880       332,654       135,498  
NONINTEREST EXPENSE:              
Salaries and employee benefits   88,730       78,362       181,909       153,440  
Occupancy   11,793       9,791       23,798       19,124  
Furniture and equipment   5,347       4,770       11,246       9,392  
Amortization – intangibles   5,866       3,979       12,187       7,005  
Software   7,475       6,835       15,873       13,128  
Data processing   3,492       4,510       8,423       8,344  
Professional fees   3,164       2,539       6,417       5,192  
Advertising and marketing   3,210       3,228       8,887       7,701  
FDIC and other insurance   4,285       3,032       7,179       5,893  
Acquisition related expenses   11,212       18,737       42,897       19,157  
Other expenses   45,369       14,882       67,013       32,825  
Total noninterest expense   189,943       150,665       385,829       281,201  
Income before income tax expense and noncontrolling interest   253,698       53,018       303,916       103,158  
Provision for income tax expense   60,080       11,699       69,197       17,831  
Net Income   193,618       41,319       234,719       85,327  
Net income attributable to noncontrolling interest   (432 )     (432 )     (540 )     (727 )
Net income attributable to TowneBank $ 193,186     $ 40,887     $ 234,179     $ 84,600  
Per common share information              
Basic earnings $ 2.10     $ 0.54     $ 2.56     $ 1.13  
Diluted earnings $ 2.09     $ 0.54     $ 2.56     $ 1.12  
Cash dividends declared $ 0.98     $ 0.27     $ 1.25     $ 0.52  
                               

TOWNEBANK
Consolidated Balance Sheets – Five Quarter Trend
(dollars in thousands, except share data)
 
                   
  June 30,   March 31,   December 31,   September 30,   June 30,
    2026       2026       2025       2025       2025  
ASSETS (unaudited)   (unaudited)   (audited)   (unaudited)   (unaudited)
Cash and due from banks $ 158,770     $ 95,472     $ 129,941     $ 152,647     $ 149,462  
Interest-bearing deposits at FRB   1,546,624       1,346,573       1,097,155       974,514       838,315  
Interest-bearing deposits in financial institutions   110,086       119,922       123,553       122,819       123,911  
Total Cash and Cash Equivalents   1,815,480       1,561,967       1,350,649       1,249,980       1,111,688  
Securities available for sale   2,940,962       2,862,427       2,710,189       2,668,599       2,553,975  
Securities held to maturity   126,333       126,527       156,697       176,843       201,932  
Less: allowance for credit losses   (32 )     (33 )     (65 )     (65 )     (67 )
Securities held to maturity, net of allowance for credit losses   126,301       126,494       156,632       176,778       201,865  
Other equity securities   15,907       15,463       12,219       12,420       12,248  
FHLB stock   21,550       24,985       16,341       16,341       13,428  
Total Securities   3,104,720       3,029,369       2,895,381       2,874,138       2,781,516  
Mortgage loans held for sale   275,602       171,735       154,444       212,507       238,742  
Government guaranteed loans held for sale   33,915       5,498                    
Loans, net of unearned income and deferred costs   15,169,675       15,261,160       13,335,804       13,379,033       12,359,673  
Less: allowance for credit losses   (199,918 )     (199,267 )     (147,343 )     (149,175 )     (134,187 )
Net Loans   14,969,757       15,061,893       13,188,461       13,229,858       12,225,486  
Premises and equipment, net   444,807       438,792       430,987       422,134       392,056  
Goodwill   808,644       804,143       594,080       591,691       499,709  
Other intangible assets, net   96,765       102,631       96,528       101,875       74,186  
BOLI   387,841       385,087       337,425       334,527       295,434  
Other assets   679,428       694,197       639,386       657,731       632,382  
Assets held for sale         103,396                    
TOTAL ASSETS $ 22,616,959     $ 22,358,708     $ 19,687,341     $ 19,674,441     $ 18,251,199  
LIABILITIES AND EQUITY                  
Deposits:                  
Noninterest-bearing demand $ 5,842,944     $ 5,597,395     $ 5,073,157     $ 5,139,488     $ 4,754,340  
Interest-bearing:                  
Demand and money market accounts   9,468,690       9,293,443       8,390,884       8,273,987       7,654,317  
Savings   436,751       457,028       332,752       331,168       332,108  
Certificates of deposit   2,965,060       3,132,406       2,712,324       2,786,292       2,587,951  
Total Deposits   18,713,445       18,480,272       16,509,117       16,530,935       15,328,716  
Advances from the FHLB   127,060       197,257       52,452       52,646       12,838  
Subordinated debt, net   284,207       284,236       283,870       283,847       260,430  
Repurchase agreements and other borrowings   38,971       30,988       34,817       25,740       20,847  
Total Borrowings   450,238       512,481       371,139       362,233       294,115  
Other liabilities   451,756       414,979       378,076       384,321       402,823  
Liabilities held for sale         52,460                    
TOTAL LIABILITIES   19,615,439       19,460,192       17,258,332       17,277,489       16,025,654  
                   
TOTAL SHAREHOLDERS’ EQUITY   2,994,483       2,891,688       2,422,067       2,389,448       2,217,948  
Noncontrolling interest   7,037       6,828       6,942       7,504       7,597  
TOTAL EQUITY   3,001,520       2,898,516       2,429,009       2,396,952       2,225,545  
TOTAL LIABILITIES AND EQUITY $ 22,616,959     $ 22,358,708     $ 19,687,341     $ 19,674,441     $ 18,251,199  
                                       

TOWNEBANK
Consolidated Statements of Income – Five Quarter Trend (unaudited)
(dollars in thousands, except share data)
   
   
  Three Months Ended
  June 30,   March 31,   December 31,   September 30,   June 30,
    2026       2026       2025       2025       2025  
INTEREST INCOME:                  
Loans, including fees $ 215,308     $ 209,512     $ 189,824     $ 179,612     $ 169,772  
Investment securities   28,236       27,351       26,226       24,784       24,850  
Interest-bearing deposits in financial institutions and federal funds sold   14,023       11,459       11,825       10,597       10,241  
Mortgage loans held for sale   3,076       2,077       2,794       3,351       2,770  
Total interest income   260,643       250,399       230,669       218,344       207,633  
INTEREST EXPENSE:                  
Deposits   71,481       72,508       68,977       69,143       68,152  
Advances from the FHLB   1,671       2,425       532       258       124  
Subordinated debt, net   2,736       2,750       2,764       2,461       2,609  
Repurchase agreements and other borrowings   (362 )     (226 )     (568 )     (470 )     (465 )
Total interest expense   75,526       77,457       71,705       71,392       70,420  
Net interest income   185,117       172,942       158,964       146,952       137,213  
PROVISION FOR CREDIT LOSSES   625       344       (169 )     15,276       6,410  
Net interest income after provision for credit losses   184,492       172,598       159,133       131,676       130,803  
NONINTEREST INCOME:                  
Residential mortgage banking income, net   12,537       11,734       11,538       13,123       13,561  
Insurance commissions and related income, net   25,294       26,034       23,120       25,791       25,677  
Property management income, net         12,440       8,412       20,449       18,207  
Service charges on deposit accounts   4,747       4,642       4,638       4,056       3,642  
Credit card merchant fees, net   2,145       1,919       1,808       1,909       1,794  
Investment income, net   3,795       3,720       3,386       3,699       3,158  
BOLI   2,760       3,019       2,898       2,157       1,992  
Government guaranteed lending income, net   1,994       4,201                    
Gain on sale of equity investment   198,550                          
Other income   7,327       5,670       5,166       4,456       4,849  
Net gain (loss) on investment securities         126       13       (7 )      
Total noninterest income   259,149       73,505       60,979       75,633       72,880  
NONINTEREST EXPENSE:                  
Salaries and employee benefits   88,730       93,179       85,088       78,964       78,362  
Occupancy   11,793       12,005       11,367       9,988       9,791  
Furniture and equipment   5,347       5,899       5,315       5,044       4,770  
Amortization – intangibles   5,866       6,321       5,347       4,427       3,979  
Software   7,475       8,398       6,986       7,518       6,835  
Data processing   3,492       4,931       4,236       4,630       4,510  
Professional fees   3,164       3,253       2,931       2,999       2,539  
Advertising and marketing   3,210       5,677       3,668       3,759       3,228  
Other expenses   60,866       56,223       41,688       36,409       36,651  
Total noninterest expense   189,943       195,886       166,626       153,738       150,665  
Income before income tax expense and noncontrolling interest   253,698       50,217       53,486       53,571       53,018  
Provision for income tax expense   60,080       9,116       12,636       8,959       11,699  
Net Income   193,618       41,101       40,850       44,612       41,319  
Net income attributable to noncontrolling interest   (432 )     (108 )     (220 )     (317 )     (432 )
Net income attributable to TowneBank $ 193,186     $ 40,993     $ 40,630     $ 44,295     $ 40,887  
Per common share information                  
Basic earnings $ 2.10     $ 0.45     $ 0.52     $ 0.58     $ 0.54  
Diluted earnings $ 2.09     $ 0.45     $ 0.51     $ 0.58     $ 0.54  
Basic weighted average shares outstanding   92,165,341       90,433,283       78,805,687       76,417,605       75,240,678  
Diluted weighted average shares outstanding   92,463,558       90,775,117       79,109,745       76,763,640       75,540,822  
Cash dividends declared $ 0.98     $ 0.27     $ 0.27     $ 0.27     $ 0.27  
                                       

TOWNEBANK
Banking Segment Financial Information (unaudited)
(dollars in thousands)
 
                   
  Three Months Ended   Six Months Ended   Increase/(Decrease)
  June 30,   March 31,   June 30,   YTD 2026 over 2025
    2026       2025       2026       2026       2025     Amount   Percent
Revenue                          
Net interest income $ 183,847     $ 136,325     $ 171,988     $ 355,837     $ 255,909     $ 99,928     39.05 %
Service charges on deposit accounts   4,747       3,642       4,642       9,389       6,969       2,420     34.73 %
Credit card merchant fees   2,145       1,794       1,919       4,064       3,491       573     16.41 %
Investment income, net   3,795       3,158       3,720       7,515       6,233       1,282     20.57 %
Government guaranteed lending income, net   1,994             4,201       6,195             6,195     N/M
Gain on sale of equity investment   198,550                   198,550       2,000       196,550     N/M
Other income   8,334       5,750       7,393       15,727       10,244       5,483     53.52 %
Subtotal   219,565       14,344       21,875       241,440       28,937       212,503     734.36 %
Net gain/(loss) on investment securities               126       126             126     N/M
Total noninterest income   219,565       14,344       22,001       241,566       28,937       212,629     734.80 %
Total revenue   403,412       150,669       193,989       597,403       284,846       312,557     109.73 %
                           
Provision for credit losses   688       6,212       505       1,194       8,579       (7,385 )   (86.08 )%
                           
Expenses                          
Salaries and employee benefits   67,192       52,850       66,135       133,327       102,534       30,793     30.03 %
Occupancy   10,073       7,342       9,731       19,804       14,321       5,483     38.29 %
Furniture and equipment   5,064       4,081       5,214       10,277       7,889       2,388     30.27 %
Amortization of intangible assets   4,603       1,969       4,554       9,157       2,951       6,206     210.30 %
Software   5,898       4,427       5,914       11,813       8,449       3,364     39.82 %
Data processing   3,196       2,840       3,805       7,000       5,448       1,552     28.49 %
Accounting and professional fees   2,727       1,934       2,764       5,491       3,944       1,547     39.22 %
Advertising and marketing   2,636       1,883       4,236       6,872       4,780       2,092     43.77 %
FDIC and other insurance   3,964       2,676       2,487       6,451       5,267       1,184     22.48 %
Acquisition related   11,212       17,256       31,683       42,895       17,676       25,219     142.67 %
Other expenses   41,916       11,276       18,150       60,066       23,246       36,820     158.39 %
Total expenses   158,481       108,534       154,673       313,153       196,505       116,648     59.36 %
Income before income tax, corporate allocation and noncontrolling interest   244,243       35,923       38,811       283,056       79,762       203,294     254.88 %
Corporate allocation   1,136       1,535       1,431       2,567       2,931       (364 )   (12.42 )%
Income before income tax provision and noncontrolling interest   245,379       37,458       40,242       285,623       82,693       202,930     245.40 %
Provision for income tax expense   58,021       7,814       6,537       64,560       12,495       52,065     416.69 %
Net income   187,358       29,644       33,705       221,063       70,198       150,865     214.91 %
Noncontrolling interest   (127 )     (124 )     11       (116 )     (82 )     (34 )   41.46 %
Net income attributable to TowneBank $ 187,231     $ 29,520     $ 33,716     $ 220,947     $ 70,116     $ 150,831     215.12 %
                           
Efficiency ratio(non-GAAP)   38.14 %     70.73 %     77.44 %     50.90 %     67.95 %   (17.05 )%   (25.09 )%
Efficiency ratio excluding gain on equity investment(non-GAAP)   75.11 %     70.73 %     77.44 %     76.24 %     68.43 %     7.81 %   11.41 %
                                                     

TOWNEBANK
Mortgage Segment Financial Information (unaudited)
(dollars in thousands)
 
       
  Three Months Ended   Six Months Ended   Increase/(Decrease)
  June 30,   March 31,   June 30,   YTD 2026 over 2025
    2026       2025       2026       2026       2025     Amount   Percent
Revenue                          
Residential mortgage brokerage income, net $ 13,392     $ 14,083     $ 12,498     $ 25,890     $ 24,664     $ 1,226     4.97 %
Income from unconsolidated subsidiary   119       83       34       152       125       27     21.60 %
Net interest and other income   1,484       1,095       1,170       2,653       2,205       448     20.32 %
Total revenue   14,995       15,261       13,702       28,695       26,994       1,701     6.30 %
                           
Provision for credit losses   (63 )     198       (161 )     (225 )     251       (476 )   (189.64 )%
                           
Expenses                          
Salaries and employee benefits   8,011       7,315       7,945       15,956       14,346       1,610     11.22 %
Occupancy   950       1,098       866       1,815       2,036       (221 )   (10.85 )%
Furniture and equipment   140       151       176       316       346       (30 )   (8.67 )%
Software   754       790       786       1,540       1,517       23     1.52 %
Data processing   169       198       144       314       360       (46 )   (12.78 )%
Accounting and professional fees   166       157       133       298       383       (85 )   (22.19 )%
Advertising and marketing   352       420       418       769       809       (40 )   (4.94 )%
FDIC and other insurance   163       117       149       312       213       99     46.48 %
Acquisition related         1,481                   1,481       (1,481 )   100.00 %
Other expenses   2,700       2,728       2,330       5,031       5,191       (160 )   (3.08 )%
Total expenses   13,405       14,455       12,947       26,351       26,682       (331 )   (1.24 )%
                           
Income before income tax, corporate allocation and noncontrolling interest   1,653       608       916       2,569       61       2,508     4,111.48 %
Corporate allocation   (531 )     (519 )     (416 )     (947 )     (869 )     (78 )   8.98 %
Income before income tax provision and noncontrolling interest   1,122       89       500       1,622       (808 )     2,430     (300.74 )%
Provision for income tax expense   226       (41 )     87       312       (281 )     593     (211.03 )%
Net income   896       130       413       1,310       (527 )     1,837     (348.58 )%
Noncontrolling interest   (305 )     (308 )     (119 )     (424 )     (425 )     1     0.24 %
Net income attributable to TowneBank $ 591     $ (178 )   $ 294     $ 886     $ (952 )   $ 1,838     (193.07 )%
                           
Efficiency ratio excluding gain on equity investment(non-GAAP)   89.40 %     94.72 %     94.49 %     91.83 %     98.84 %   (7.01 )%   (7.09 )%
                                                   

TOWNEBANK
Insurance Segment Financial Information (unaudited)
(dollars in thousands)
 
                   
  Three Months Ended   Six Months Ended   Increase/(Decrease)
  June 30,   March 31,   June 30,   YTD 2026 over 2025
    2026       2025       2026       2026       2025     Amount   Percent
Commission and fee income                          
Property and casualty $ 23,068     $ 23,306     $ 22,450     $ 45,519     $ 46,629     $ (1,110 )   (2.38 )%
Employee benefits   4,940       4,596       4,876       9,815       9,320       495     5.31 %
Total commissions and fees   28,008       27,902       27,326       55,334       55,949       (615 )   (1.10 )%
                           
Contingency and bonus revenue   2,828       3,034       3,730       6,559       6,654       (95 )   (1.43 )%
Other income   5       4       12       17       8       9     112.50 %
Total revenue   30,841       30,940       31,068       61,910       62,611       (701 )   (1.12 )%
                           
Employee commission expense   4,982       5,008       4,753       9,735       10,058       (323 )   (3.21 )%
Revenue, net of commission expense   25,859       25,932       26,315       52,175       52,553       (378 )   (0.72 )%
                           
Salaries and employee benefits   13,527       12,947       14,018       27,545       25,862       1,683     6.51 %
Occupancy   770       777       781       1,552       1,578       (26 )   (1.65 )%
Furniture and equipment   143       153       174       318       366       (48 )   (13.11 )%
Amortization of intangible assets   1,263       1,373       1,342       2,605       2,781       (176 )   (6.33 )%
Software   823       741       850       1,672       1,426       246     17.25 %
Data processing   127       133       105       231       253       (22 )   (8.70 )%
Accounting and professional fees   271       212       246       518       503       15     2.98 %
Advertising and marketing   222       175       202       425       471       (46 )   (9.77 )%
FDIC and other insurance   158       126       140       298       233       65     27.90 %
Other expenses   753       451       675       1,427       1,348       79     5.86 %
Total operating expenses   18,057       17,088       18,533       36,591       34,821       1,770     5.08 %
Income before income tax, corporate allocation and noncontrolling interest   7,802       8,844       7,782       15,584       17,732       (2,148 )   (12.11 )%
Corporate allocation   (605 )     (700 )     (725 )     (1,330 )     (1,426 )     96     6.73 %
Income before income tax provision and noncontrolling interest   7,197       8,144       7,057       14,254       16,306       (2,052 )   (12.58 )%
Provision for income tax expense   1,833       2,098       1,811       3,644       4,229       (585 )   (13.83 )%
Net income   5,364       6,046       5,246       10,610       12,077       (1,467 )   (12.15 )%
Noncontrolling interest                                     %
Net income attributable to TowneBank $ 5,364     $ 6,046     $ 5,246     $ 10,610     $ 12,077     $ (1,467 )   (12.15 )%
                           
Provision for income taxes   1,833       2,098       1,811       3,644       4,229       (585 )   (13.83 )%
Depreciation, amortization and interest expense   1,342       1,489       1,429       2,771       3,016       (245 )   (8.12 )%
EBITDA(non-GAAP) $ 8,539     $ 9,633     $ 8,486     $ 17,025     $ 19,322     $ (2,297 )   (11.89 )%
                           
Efficiency ratio(non-GAAP)   64.94 %     60.60 %     65.33 %     65.14 %     60.97 %     4.17 %   6.84 %

TOWNEBANK
Resort Property Management Segment Financial Information (unaudited)
(dollars in thousands)
 
       
  Three Months Ended   Six Months Ended   Increase/(Decrease)
  June 30,   March 31,   June 30,   YTD 2026 over 2025
  2026 (1)     2025       2026       2026       2025     Amount   Percent
Revenue                          
Property management fees, net $   $ 18,207     $ 12,440       12,440       28,759       (16,319 )   (56.74 )%
Net interest and other income       24       1       1       37       (36 )   (97.30 )%
Total revenue       18,231       12,441       12,441       28,796       (16,355 )   (56.80 )%
                           
Expenses                          
Salaries and employee benefits       5,250       5,081       5,081       10,698       (5,617 )   (52.51 )%
Occupancy       574       627       627       1,189       (562 )   (47.27 )%
Furniture and equipment       385       335       335       791       (456 )   (57.65 )%
Amortization of intangible assets       637       425       425       1,273       (848 )   (66.61 )%
Software       877       848       848       1,736       (888 )   (51.15 )%
Data processing       1,339       878       878       2,283       (1,405 )   (61.54 )%
Accounting and professional fees       236       110       110       362       (252 )   (69.61 )%
Advertising and marketing       750       821       821       1,641       (820 )   (49.97 )%
FDIC and other insurance       113       118       118       180       (62 )   (34.44 )%
Acquisition related             2       2             2     N/M
Other expenses       427       489       489       3,040       (2,551 )   (83.91 )%
Total expenses       10,588       9,734       9,734       23,193       (13,459 )   (58.03 )%
                           
Income before income tax, corporate allocation and noncontrolling interest       7,643       2,707       2,707       5,603       (2,896 )   (51.69 )%
Corporate allocation       (316 )     (290 )     (290 )     (636 )     346     54.40 %
Income before income tax provision and noncontrolling interest       7,327       2,417       2,417       4,967       (2,550 )   (51.34 )%
Provision for income tax expense       1,828       681       681       1,388       (707 )   (50.94 )%
Net income       5,499       1,736       1,736       3,579       (1,843 )   (51.49 )%
Noncontrolling interest                         (220 )     220     100.00 %
Net income attributable to TowneBank $   $ 5,499     $ 1,736     $ 1,736     $ 3,359     $ (1,623 )   (48.32 )%
                           
Efficiency ratio excluding gain on equity investment(non-GAAP) N/M     54.58 %     74.83 %     74.83 %     76.12 %   (1.29 )%   (1.69 )%
 
(1)  The Resort Property Management segment was sold on April 3, 2026. There is no operating income to report in the quarter ended June 30, 2026.
 

TOWNEBANK
Reconciliation of Non-GAAP Financial Measures
(dollars in thousands)
         
  Three Months Ended   Six Months Ended
  June 30,   June 30,   March 31,   June 30,   June 30,
  2026
  2025
  2026
  2026
  2025
                   
Return on average assets (GAAP)   3.45 %     0.91 %     0.76 %     2.13 %     0.97 %
Impact of excluding average goodwill and other
intangibles and amortization
  0.23 %     0.10 %     0.13 %     0.18 %     0.09 %
Return on average tangible assets (non-GAAP)   3.68 %     1.01 %     0.89 %     2.31 %     1.06 %
                   
Return on average equity (GAAP)   25.66 %     7.52 %     5.84 %     16.09 %     7.86 %
Impact of excluding average goodwill and other
intangibles and amortization
  11.97 %     3.42 %     3.71 %     8.12 %     3.30 %
Return on average tangible equity (non-GAAP)   37.63 %     10.94 %     9.55 %     24.21 %     11.16 %
                   
Return on average common equity (GAAP)   25.72 %     7.54 %     5.85 %     16.13 %     7.90 %
Impact of excluding average goodwill and other
intangibles and amortization
  12.04 %     3.45 %     3.73 %     8.16 %     3.35 %
Return on average tangible common equity
(non-GAAP)
  37.76 %     10.99 %     9.58 %     24.29 %     11.25 %
                   
Book value (GAAP) $ 32.40     $ 29.41     $ 31.31     $ 32.40     $ 29.41  
Impact of excluding average goodwill and other
intangibles and amortization
  (9.80 )     (7.61 )     (9.82 )     (9.80 )     (7.61 )
Tangible book value (non-GAAP) $ 22.60     $ 21.80     $ 21.49     $ 22.60     $ 21.80  
                   
Efficiency ratio (GAAP)   42.75 %     71.71 %     79.48 %     55.86 %     71.52 %
Impact of exclusions   32.16 %   (1.89 )%   (2.52 )%     20.08 %   (1.43 )%
Efficiency ratio (non-GAAP)   74.91 %     69.82 %     76.96 %     75.94 %     70.09 %
                   
Average assets (GAAP) $ 22,485,951     $ 18,056,980     $ 21,888,365     $ 22,188,808     $ 17,636,755  
Less: average goodwill and intangible assets   911,261       567,250       896,106       903,725       542,095  
Average tangible assets (non-GAAP) $ 21,574,690     $ 17,489,730     $ 20,992,259     $ 21,285,083     $ 17,094,660  
                   
Average equity (GAAP) $ 3,019,560     $ 2,188,322     $ 2,848,884     $ 2,934,694     $ 2,174,246  
Less: average goodwill and intangible assets   911,261       567,250       896,106       903,725       542,095  
Average tangible equity (non-GAAP) $ 2,108,299     $ 1,621,072     $ 1,952,778     $ 2,030,969     $ 1,632,151  
                   
Average common equity (GAAP) $ 3,012,709     $ 2,180,687     $ 2,842,105     $ 2,927,879     $ 2,162,348  
Less: average goodwill and intangible assets   911,261       567,250       896,106       903,725       542,095  
Average tangible common equity (non-GAAP) $ 2,101,448     $ 1,613,437     $ 1,945,999     $ 2,024,154     $ 1,620,253  
                   
Net income (GAAP) $ 193,186     $ 40,887     $ 40,993     $ 234,179     $ 84,600  
Amortization of intangibles, net of tax   4,634       3,143       4,994       9,628       5,534  
Tangible net income (non-GAAP) $ 197,820     $ 44,030     $ 45,987     $ 243,807     $ 90,134  
                   
Total revenue (GAAP) $ 444,266     $ 210,093     $ 246,447     $ 690,714     $ 393,189  
Net (gain)/loss on investment securities/equity investments   (198,550 )           (126 )     (198,676 )     (2,000 )
Total revenue for efficiency calculation (non-GAAP) $ 245,716     $ 210,093     $ 246,321     $ 492,038     $ 391,189  
                   
Noninterest expense (GAAP) $ 189,943     $ 150,665     $ 195,886     $ 385,829     $ 281,201  
Less: amortization of intangibles   5,866       3,979       6,321       12,187       7,005  
Noninterest expense net of amortization (non-GAAP) $ 184,077     $ 146,686     $ 189,565     $ 373,642     $ 274,196  

TOWNEBANK
Reconciliation of Non-GAAP Financial Measures
(dollars in thousands, except per share data)
                     
                     

Reconciliation of GAAP Earnings to Operating Earnings Excluding Certain Items Affecting Comparability
  Three Months Ended
    June 30,   March 31,   December 31,   September 30,   June 30,
      2026       2026       2025       2025       2025  
Net income available to common shareholders (GAAP)   $ 193,186     $ 40,993     $ 40,630     $ 44,295     $ 40,887  
                     
Adjustments                    
Plus: Acquisition-related expenses, net of tax     8,983       25,736       14,659       14,996       15,291  
Plus: Special contribution, net of tax     19,750                          
Plus: Initial provision for acquired loans, net of tax                       9,478       4,926  
Plus: Resort Property Management deferred tax adjustment for repurchase of noncontrolling interests                             2,286  
Less: Gain on sale of equity investments, net of noncontrolling interest and tax     (149,905 )                        
Total adjustments, net of taxes     (121,172 )     25,736       14,659       24,474       22,503  
Core operating earnings, excluding certain items affecting comparability (non-GAAP)   $ 72,014     $ 66,729     $ 55,289     $ 68,769     $ 63,390  
Annualized interest impact of Series IV Notes, net of tax     41       42       42       42       42  
Core net income for diluted EPS (non-GAAP)   $ 72,055     $ 66,771     $ 55,331     $ 68,811     $ 63,432  
                     
Weighted average diluted shares     92,463,558       90,775,117       79,109,745       76,763,640       75,540,822  
Diluted EPS (GAAP)   $ 2.09     $ 0.45     $ 0.51     $ 0.58     $ 0.54  
Diluted EPS, excluding certain items affecting
comparability (non-GAAP)
  $ 0.78     $ 0.74     $ 0.70     $ 0.90     $ 0.84  
Average assets   $ 22,485,951     $ 21,888,365     $ 19,707,366     $ 18,624,097     $ 18,056,980  
Average tangible equity   $ 2,108,299     $ 1,952,778     $ 1,724,687     $ 1,668,148     $ 1,621,072  
Average tangible common equity   $ 2,101,448     $ 1,945,999     $ 1,717,982     $ 1,660,673     $ 1,613,437  
Return on average assets, excluding certain items
affecting comparability (non-GAAP)
    1.28 %     1.24 %     1.11 %     1.46 %     1.41 %
Return on average tangible equity, excluding certain items affecting comparability (non-GAAP)     14.58 %     14.90 %     13.69 %     17.23 %     16.53 %
Return on average common equity, excluding certain items affecting comparability (non-GAAP)     9.59 %     9.52 %     9.10 %     12.03 %     11.69 %
Return on average common tangible equity, excluding certain items affecting comparability (non-GAAP)     14.63 %     14.95 %     13.74 %     17.31 %     16.61 %
Efficiency ratio, excluding certain items affecting
comparability (non-GAAP)
    62.56 %     66.66 %     67.50 %     61.06 %     62.79 %
                                         

TOWNEBANK
Reconciliation of Non-GAAP Financial Measures
(dollars in thousands, except per share data)
         
         

Reconciliation of GAAP Earnings to Operating Earnings Excluding Certain Items Affecting Comparability
  Six Months Ended
    June 30,   June 30,
      2026       2025  
Net income available to common shareholders (GAAP)   $ 234,179     $ 84,600  
         
Adjustments        
Plus: Acquisition-related expenses, net of tax     34,719       15,680  
Plus: Special contribution, net of tax     19,750        
Plus: Initial provision for acquired loans, net of tax           4,926  
Plus: Resort Property Management deferred tax adjustment for repurchase of noncontrolling interests           2,286  
Less: Gain on sale of equity investments, net of noncontrolling interest and tax     (149,905 )      
Total adjustments, net of taxes     (95,436 )     22,892  
Core operating earnings, excluding certain items affecting comparability (non-GAAP)   $ 138,743     $ 107,492  
Annualized interest impact of Series IV Notes, net of tax     83       84  
Core net income for diluted EPS (non-GAAP)   $ 138,826     $ 107,576  
Weighted average diluted shares     91,616,241       75,535,484  
Diluted EPS (GAAP)   $ 2.56     $ 1.12  
Diluted EPS, excluding certain items affecting comparability (non-GAAP)   $ 1.52     $ 1.42  
Average assets   $ 22,188,808     $ 17,636,755  
Average tangible equity   $ 2,030,969     $ 1,632,151  
Average tangible common equity   $ 2,024,154     $ 1,620,253  
Return on average assets, excluding certain items affecting comparability (non-GAAP)     1.26 %     1.23 %
Return on average tangible equity, excluding certain items affecting comparability (non-GAAP)     14.73 %     14.00 %
Return on average common equity, excluding certain items affecting comparability (non-GAAP)     9.56 %     10.04 %
Return on average common tangible equity, excluding certain items affecting comparability (non-GAAP)     14.78 %     14.10 %
Efficiency ratio, excluding certain items affecting comparability (non-GAAP)     64.62 %     66.99 %



TWG Announces Entry into of a Material Definitive Agreement for PIPE Transaction

Hong Kong, July 22, 2026 (GLOBE NEWSWIRE) — Top Wealth Group Holding Limited (NASDAQ: TWG) (“Top Wealth” or the “Company”), today announced the entry into of a material definitive agreement with each of 9 non-U.S. investors (each an “Investor” and collectively, the “Investors”) relating to the issuance and sale of 40,000,000 Class A Ordinary Shares (the “Purchased Shares”) of par value US$0.009 per share of the Company, at US$2.0 per share for an aggregate purchase price of US$80,000,000 (the “PIPE Transaction”).

The Company may offer the Purchased Shares at any time through and including July 31, 2026, which date may be extended at the sole discretion of the Company. The closing of the PIPE Transaction took place on July 22, 2026. Each of the Investors has undertaken to the Company that it shall not, during the period commencing on the date of issuance of the Purchased Shares and until six (6) months from such date, or such shorter period as may be permitted by Regulation S or other applicable securities law, offer, sell, pledge or otherwise transfer the Purchased Shares in the United States, or to a U.S. Person for the account or for the benefit of a U.S. Person, or otherwise in a manner that is not in compliance with Regulation S.

The issuance of the Purchased Shares will not be registered under the Securities Act 1933, as amended (the “Securities Act”) or any state securities laws. The Purchased Shares will be issued in a private placement exempt from the registration statements of the Securities Act, pursuant to section 4(a)(2) thereof and Regulation S promulgated thereunder. Each Investor has, severally and not jointly, represented to the Company that it is not a “U.S. Person” under Regulation S, and has completed the required certification.

Immediately upon closing of the PIPE Transaction and the Company’s issuance of the Purchased Shares to the Investors, the Company will have a total of 59,579,883 Class A Ordinary Shares and 3,166,667 Class B Ordinary Shares issued and outstanding.

About Top Wealth Group Holding Limited

Top Wealth Group Holding Limited is a holding company incorporated in the Cayman Islands, and all of its operations are carried out by its operating subsidiary in Hong Kong, Top Wealth Group (International) Limited. The Company specializes in supplying premium-class sturgeon caviar, and its caviar and caviar products are endorsed with the Convention on International Trade in Endangered Species of Wild Fauna and Flora (“CITES”) permits. The Company supplies caviar to its customers under its customer’s brand labels (i.e. private labeling), and the Company also sells the caviar product under the Company’s caviar brand, “Imperial Cristal Caviar”, which has continuously achieved tremendous sales growth since its launch in the market.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in verbal statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including but not limited to statements about the Company’s beliefs and expectations, are forward-looking statements. Forward looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement. Further information regarding these and other risks is included in the Company’s filings with the Securities and Exchange Commission. All information provided in this press release is as of the date of the press release, and the Company undertakes no duty to update such information, except as required under applicable law.

For more information, please contact:

Top Wealth Group Holding Limited
Investor Relations
Email: [email protected]



Verisign Announces Delegation of .Web

Verisign Announces Delegation of .Web

RESTON, Va.–(BUSINESS WIRE)–
VeriSign, Inc. (NASDAQ:VRSN), a global provider of critical internet infrastructure and domain name registry services, today announced that .web has been delegated into the global Domain Name System’s (DNS) root zone, with Verisign as the designated registry operator. The delegation of .web follows the successful resolution of all previous disputes related to the generic top-level domain (gTLD), the details of which are confidential.

Operating the world’s most technically sophisticated and globally distributed gTLD registry infrastructure, Verisign is uniquely positioned to operate .web at the same level of performance and availability that has enabled more than 29 years of 100 percent uninterrupted DNS resolution for .com and .net. With a worldwide channel of registrar partners, and decades of experience leveraging channel relationships to market and distribute TLDs like .com, and .net, Verisign is poised to offer .web as an attractive new domain for TLD registrants across the globe.

With the steady, global growth in reliance on the World Wide Web, identity and security are increasingly important. The .web TLD can offer recognizable names, paired with the security, stability, and resiliency of Verisign’s DNS infrastructure, for businesses and individuals seeking to establish or expand their online identities.

Like all other new gTLDs delegated by ICANN in the 2012 round of ICANN’s New gTLD Program, .web will be governed by ICANN’s Base Registry Agreement and will not be subject to the Cooperative Agreement between Verisign and the U.S. Department of Commerce.

Verisign plans to begin offering .web domain names through its channel partners later this year and will share further details about the planned launch in the coming months.

About Verisign

Verisign (NASDAQ: VRSN), a global provider of critical internet infrastructure and domain name registry services, enables internet navigation for many of the world’s most recognized domain names. Verisign helps enable the security, stability, and resiliency of the Domain Name System and the internet by providing root zone maintainer services, operating two of the 13 global internet root servers, and providing registration services and authoritative resolution for the .com and .net top-level domains, which support the majority of global e-commerce. To learn more please visit verisign.com.

© 2026 VeriSign, Inc. All rights reserved. VERISIGN, the VERISIGN logo, Domain Name Industry Brief, and other trademarks, service marks, and designs are registered or unregistered trademarks of VeriSign, Inc. and its subsidiaries in the United States and in foreign countries. All other trademarks are property of their respective owners.

Investor Relations: David Atchley, [email protected], + 1 703-948-3447

Media Relations: Dave McGuire, [email protected], + 1 703-948-3800

KEYWORDS: Virginia United States North America

INDUSTRY KEYWORDS: Networks Internet Security Other Technology Technology

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