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vbtx-20220125

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): January 25, 2022

VERITEX HOLDINGS, INC.

(Exact name of Registrant as specified in its charter)

Texas

001-36682

27-0973566

(State or other jurisdiction of
incorporation or organization)

(Commission File Number)

(I.R.S. Employer
Identification Number)

8214 Westchester Drive, Suite 800

Dallas, Texas 75225

(Address of principal executive offices)

(972) 349-6200

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, par value $0.01 per share

VBTX

Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company			☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.02 Results of Operations and Financial Condition

On January 25, 2022, Veritex Holdings, Inc. (the “Company”), the holding company for Veritex Community Bank, a Texas state chartered bank, issued a press release describing its results of operations for the fourth quarter and year ended December 31, 2021. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 2.02 (including Exhibit 99.1) of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 7.01 Regulation FD Disclosure

On Wednesday, January 26, 2022 at 8:30 a.m., Central Time, the Company will host an investor conference call and webcast to review its fourth quarter and year end financial results. The webcast will include a slide presentation that consists of information regarding the Company’s operating and growth strategies and financial performance. The presentation materials will be posted on the Company’s website on January 25, 2022. The presentation materials are attached hereto as Exhibit 99.2, which is incorporated by reference.

As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 7.01 (including Exhibit 99.2) of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01 Other Events

On January 25, 2022, the Company issued a press release announcing the declaration of a quarterly cash dividend of $0.20 per share on its outstanding common stock. The dividend will be paid on or after February 25, 2022 to shareholders of record as of the close of business on February 11, 2022. The press release is attached hereto as Exhibit 99.3 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.


Exhibit Number						Description
99.1						Press release, dated January 25, 2022
99.2						Presentation materials
99.3						Press release, dated January 25, 2022
104						Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Veritex Holdings, Inc.

By:						/s/ C. Malcolm Holland, III
						C. Malcolm Holland, III
						Chairman and Chief Executive Officer
Date:						January 25, 2022

Document

Exhibit 99.1

Veritex Holdings, Inc. Reports Fourth Quarter and Year-End 2021 Operating Results

Dallas, TX — January 25, 2022 —Veritex Holdings, Inc. (“Veritex” or the “Company”) (Nasdaq: VBTX), the holding company for Veritex Community Bank, today announced the results for the fourth quarter and full year of 2021.

“We reported strong fourth quarter and 2021 results as the Texas economy continues to improve and we remained focused on our organic growth strategy," said President and Chief Executive Officer, Malcolm C. Holland, III. "Deposit growth remained strong and loan balances increased for the sixth quarter in a row with loan balances, excluding our mortgage warehouse and PPP loans, growing approximately 16% during 2021.”

"We remained laser focused and delivered on one of our main strategies as a company....be transformative and deliver top tier financial results. With our 49% investment in Thrive Mortgage, LLC ("Thrive"), which has contributed $6 million of increased noninterest income since July 2021, and our acquisition of North Avenue Capital, LLC ("NAC"), the nation’s leader in USDA lending, which has contributed $1.3 million of increased noninterest income since November 1, 2021, we transformed, delivered and positioned Veritex to further diversify revenue streams as we continue to organically grow."

"Asset quality continues to improve, with loss rates driven by economic forecasts approaching pre-pandemic levels, leading to a release in credit reserves. Nonperforming assets ("NPAs") to total assets improved 26 basis points to 0.51% during the fourth quarter, the lowest level since December 31, 2019."

"Business momentum, continued organic growth, investment in talent, revenue diversification, improving credit metrics, a recovering economy, maintaining our strong culture and pursuit of opportunities to further scale have me excited for 2022 and the future of this Company."


Financial Highlights	Quarter to Date						Year to Date
	Q4 2021			Q3 2021			2021			2020
	(Dollars in thousands, except per share data) (unaudited)
GAAP
Net income	$	41,506		$	36,835		$	139,584		$	73,883
Diluted EPS	0.82			0.73			2.77			1.48
Book value per common share	26.64			26.09			26.64			24.39
Return on average assets2	1.68		%	1.56		%	1.49		%	0.87		%
Efficiency ratio	48.53			47.55			49.45			50.90
Return on average equity2	12.65			11.32			11.01			6.34

Non-GAAP1
Operating earnings	$	42,410		$	35,072		$	139,647		$	77,980
Diluted operating EPS	0.84			0.70			2.77			1.56
Tangible book value per common share	17.49			17.53			17.49			15.70
Pre-tax, pre-provision operating earnings	48,640			43,858			171,205			162,447
Pre-tax, pre-provision operating return on average assets2	1.97		%	1.85		%	1.83		%	1.91		%
Operating return on average assets2	1.72			1.48			1.49			0.91
Operating efficiency ratio	47.64			48.51			49.27			47.69

Return on average tangible common equity2	20.06			17.72			17.57			11.16
Operating return on average tangible common equity2	20.48			16.92			17.58			11.72

1 Refer to the section titled "Reconciliation of Non-GAAP Financial Measures" for a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP measures.

2 Annualized ratio.

Other Fourth Quarter and 2021 Highlights:

•Total loans held for investment ("LHI"), excluding Paycheck Protection Program ("PPP") and mortgage warehouse ("MW") loans, grew $150.1 million, from the third quarter of 2021, or 9.1% annualized, and grew $918.1 million, or 15.7%, year-over-year;

•Total deposits grew $184.9 million for the fourth quarter of 2021, or 10.3% annualized, with the average cost of total deposits decreasing to 0.18% for the three months ended December 31, 2021 from 0.20% for the three months ended September 30, 2021. Total deposits grew $850.8 million, or 13.1%, year-over-year;

•NPAs to total assets decreased to 0.51% , or 26 basis points from September 30, 2021, and decreased 48 basis points from December 31, 2020;

•Announced the completion of the Company’s 49% investment in Thrive during the third quarter of 2021 and recognized $5.8 million of equity method investment income, which includes $1.9 million of PPP loan forgiveness income;

•Closed the acquisition of NAC on November 1, 2021; and

•Declared quarterly cash dividend of $0.20 per share of outstanding common stock payable on February 25, 2022.

Result of Operations for the Three Months Ended December 31, 2021

Net Interest Income

For the three months ended December 31, 2021, net interest income before provision for credit losses was $76.7 million and net interest margin was 3.37% compared to $71.3 million and 3.26%, respectively, for the three months ended September 30, 2021. The $5.4 million increase in net interest income before provision for credit losses was primarily due to a $3.0 million increase in interest income on loans driven by an increase in average balances and the recognition of $2.1 million of prepayment penalty income on debt securities during three months ended December 31, 2021. Net interest margin increased 11 basis points from the three months ended September 30, 2021 primarily due to the increase in yields earned on debt securities as a result of the recognition of $2.1 million of prepayment penalty income during three months ended December 31, 2021. The average cost of interest-bearing deposits decreased 4 basis points to 0.26% for the three months ended December 31, 2021 from 0.30% for the three months ended September 30, 2021.

Net interest income before provision for credit losses increased by $9.9 million from $66.8 million to $76.7 million and net interest margin increased 8 basis points from 3.29% to 3.37% for the three months ended December 31, 2021 as compared to the same period in 2020. The increase in net interest income before provision for credit losses was primarily due to a $4.6 million increase in interest income on loans driven by an increase in average balances, the recognition of $2.1 million of prepayment penalty income on debt securities and a $2.3 million decrease in interest expenses on certificates and other time deposits during the three months ended December 31, 2021 compared to the three months ended December 31, 2020. Net interest margin increased 8 basis points compared to the three months ended December 31, 2020 primarily due to an increase in yields earned on debt securities as a result of the recognition of $2.1 million of prepayment penalty income and decreases in the average rate paid on interest-bearing demand and savings deposits and certificates and other time deposits for the three months ended December 31, 2021. As a result, the average cost of interest-bearing deposits decreased to 0.26% for the three months ended December 31, 2021 from 0.55% for the three months ended December 31, 2020.

Noninterest Income

Noninterest income for the three months ended December 31, 2021 was $16.2 million, an increase of $523 thousand, or 3.3% compared to the three months ended September 30, 2021. The increase in noninterest income was primarily due to a $1.1 million increase in government guaranteed loan income, net, and a $951 thousand increase in loan fees. These increases were partially offset by a $3.2 million decrease in equity method investment income.

Compared to the three months ended December 31, 2020, noninterest income for the three months ended December 31, 2021 grew $7.1 million, or 79.2%. The increase was primarily due to a $3.0 million increase in government guaranteed loan income, a $2.0 million increase in loan fees, a $1.2 million increase in equity method investment income and a $811 thousand increase in service charges and fees on deposit accounts.

Noninterest Expense

Noninterest expense was $45.1 million for the three months ended December 31, 2021, compared to $41.3 million for the three months ended September 30, 2021, an increase of $3.8 million, or 9.1%. The increase was primarily driven by a $2.4 million increase in salaries and employee benefits and a $826 thousand increase in merger and acquisition expenses incurred as a result of the acquisition of NAC in November of 2021.

Noninterest expense was $45.1 million for the three months ended December 31, 2021, compared to $47.4 million for the three months ended December 31, 2020, a decrease of $2.3 million, or 4.8%. The decrease in noninterest expense was primarily due to debt extinguishment costs of $9.7 million incurred in the three months ended December 31, 2020 with no corresponding expense in the same period in 2021. The decrease was partially offset by an increase of $5.4 million in salaries and employee benefits, a $826 thousand increase in merger and acquisition expenses incurred related to the acquisition of NAC, a $498 thousand increase in marketing expense and a $359 thousand increase in data processing and software expense.

Financial Condition

Total LHI, excluding MW and PPP, were $6.8 billion at December 31, 2021, an increase of $150.1 million, or 9.1% annualized, compared to September 30, 2021, and an increase of $918.1 million, or 15.7%, compared to December 31, 2020. These increases were the result of the continued execution and success of our loan growth strategy.

Total deposits were $7.4 billion at December 31, 2021, an increase of $184.9 million, or 10.3% annualized, compared to September 30, 2021 and an increase of $850.8 million, or 13.1%, compared to December 31, 2020. The increase from September 30, 2021 was primarily the result of increase of $207.8 million in non-interest bearing demand deposits and an increase of $48.0 million in interest-bearing transaction and savings deposits accounts. The increase from December 31, 2020 was primarily the result of increases of $413.6 million, $317.9 million and $119.3 million in non-interest bearing demand deposits, interest-bearing transaction and savings deposits accounts and certificates and other time deposits, respectively.

Asset Quality

NPAs decreased to $50.1 million, or 0.51% of total assets, at December 31, 2021, compared to $74.0 million, or 0.77% of total assets, at September 30, 2021. The Company had net charge-offs of $12.7 million for the quarter, which were substantially reserved against in prior quarters under our allowance for credit loss model.

The Company recorded a benefit for credit losses of $3.3 million for the three months ended December 31, 2021, compared to no provision for credit losses for the three months ended September 30, 2021 and December 31, 2020. The benefit for credit losses reported for the three months ended December 31, 2021, compared to the three months ended September 30, 2021 and December 31, 2020, was attributable to improvement in the Texas economic forecasts used in the Current Expected Credit Losses (“CECL”) model in the fourth quarter of 2021 to reflect the expected impact of the COVID-19 pandemic as of December 31, 2021, as compared to our Texas economic forecasts and expected impact of the COVID-19 pandemic as of September 30, 2021 and December 31, 2020. During the three months ended December 31, 2021, we recorded a $1.0 million benefit for unfunded commitments, which was also attributable to improvement in the Texas economic forecasts.

Allowance for credit losses ("ACL") as a percentage of LHI, excluding MW and PPP loans, was 1.15%, 1.42% and 1.80% at December 31, 2021, September 30, 2021 and December 31, 2020, respectively.

Dividend Information

On January 25, 2022, Veritex's Board of Directors declared a quarterly cash dividend of $0.20 per share on its outstanding shares of common stock. The dividend will be paid on or after February 25, 2022 to stockholders of record as of the close of business on February 11, 2022.

Non-GAAP Financial Measures

Veritex’s management uses certain non-GAAP (U.S. generally accepted accounting principles) financial measures to evaluate its operating performance and provide information that is important to investors. However, non-GAAP financial measures are supplemental and should be viewed in addition to, and not as an alternative for, Veritex’s reported results prepared in accordance with GAAP. Specifically, Veritex reviews and reports tangible book value per common share, operating earnings, tangible common equity to tangible assets, return on average tangible common equity, pre-tax, pre-provision operating earnings, pre-tax, pre-provision operating return on average assets, diluted operating earnings per share, operating return on average assets, operating return on average tangible common equity and operating efficiency ratio. Veritex has included in this earnings release information related to these non-GAAP financial measures for the applicable periods presented. Please refer to “Reconciliation of Non-GAAP Financial Measures” after the financial highlights at the end of this earnings release for a reconciliation of these non-GAAP financial measures.

Conference Call

The Company will host an investor conference call to review the results on Wednesday, January 26, 2021 at 8:30 a.m. Central Time. Participants may pre-register for the call by visiting https://edge.media-server.com/mmc/p/rcmgsdby and will receive a unique PIN number, which can be used when dialing in for the call. This will allow attendees to enter the call immediately. Alternatively, participants may call toll-free at (877) 703-9880.

The call and corresponding presentation slides will be webcast live on the home page of the Company's website, www.veritexbank.com. An audio replay will be available one hour after the conclusion of the call at (855) 859-2056, Conference #9296970. This replay, as well as the webcast, will be available until February 2, 2021.

About Veritex Holdings, Inc.

Headquartered in Dallas, Texas, Veritex is a bank holding company that conducts banking activities through its wholly-owned subsidiary, Veritex Community Bank, with locations throughout the Dallas-Fort Worth metroplex and in the Houston metropolitan area. Veritex Community Bank is a Texas state chartered bank regulated by the Texas Department of Banking and the Board of Governors of the Federal Reserve System. For more information, visit www.veritexbank.com.

Media Contact:

LaVonda Renfro

972-349-6200

lrenfro@veritexbank.com

Investor Relations:

Susan Caudle

972-349-6132

scaudle@veritexbank.com

Forward-Looking Statements

This earnings release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived utilizing assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include, without limitation, statements relating to the expected payment date of Veritex’s quarterly cash dividend, the impact of certain changes in Veritex’s accounting policies, standards and interpretations, the effects of the COVID-19 pandemic and actions taken in response thereto, Veritex’s future financial performance, business and growth strategy, projected plans and objectives, as well as other projections based on macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact broader economic and industry trends, and any such variations may be material. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. Further, certain important factors could affect future results and cause actual results to differ materially from those expressed in the forward-looking statements, including, but not limited to, that the businesses of the Company and NAC will not be integrated successfully, that the cost savings and any synergies from the acquisition may not be fully realized or may take longer to realize than expected, disruption from the acquisition making it more difficult to maintain relationships with employees, customers or other parties with whom the Company or NAC have business relationships, diversion of management time on acquisition-related issues, the reaction to the transaction of the companies’ customers, employees and counterparties and other factors, many of which are beyond the control of the Company and NAC. Further, certain important factors could affect future results and cause actual results to differ materially from those expressed in the forward-looking statements, including, but not limited to, that the businesses of the Company and NAC will not be integrated successfully, that the cost savings and any synergies from the acquisition may not be fully realized or may take longer to realize than expected, disruption from the acquisition making it more difficult to maintain relationships with employees, customers or other parties with whom the Company or NAC have business relationships, diversion of management time on acquisition-related issues, the reaction to the transaction of the companies’ customers, employees and counterparties and other factors, many of which are beyond the control of the Company and NAC. We refer you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Veritex’s Annual Report on Form 10-K for the year ended December 31, 2020 and any updates to those risk factors set forth in Veritex’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. If one or more events related to these or other risks or uncertainties materialize, or if Veritex’s underlying assumptions prove to be incorrect, actual results may differ materially from what Veritex anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made.

Veritex does not undertake any obligation, and specifically declines any obligation, to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law. All forward-looking statements, expressed or implied, included in this earnings release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Veritex or persons acting on Veritex’s behalf may issue.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)


	For the Quarter Ended															For the Year Ended
	Dec 31, 2021			Sep 30, 2021			Jun 30, 2021			Mar 31, 2021			Dec 31, 2020			Dec 31, 2021			Dec 31, 2020
	(Dollars and shares in thousands, except per-share data)
Per Share Data (Common Stock):
Basic EPS	$	0.84		$	0.75		$	0.60		$	0.64		$	0.46		$	2.83		$	1.48
Diluted EPS	0.82			0.73			0.59			0.64			0.46			2.77			1.48
Book value per common share	26.64			26.09			25.72			24.96			24.39			26.64			24.39
Tangible book value per common share1	17.49			17.53			17.16			16.34			15.70			17.49			15.70
Dividends paid per common share outstanding2	0.20			0.20			0.20			0.17			0.17			0.77			0.68

Common Stock Data:
Shares outstanding at period end	49,372			49,229			49,498			49,433			49,340			49,372			49,340
Weighted average basic shares outstanding for the period	49,329			49,423			49,476			49,394			49,571			49,405			49,884
Weighted average diluted shares outstanding for the period	50,441			50,306			50,331			49,998			49,837			50,352			50,036

Summary of Credit Ratios:
ACL to total LHI, excluding MW and PPP loans	1.15		%	1.42		%	1.59		%	1.76		%	1.80		%	1.15		%	1.80		%
NPAs to total assets	0.51			0.77			0.85			0.92			0.99			0.51			0.99
Net charge-offs to average loans outstanding	0.19			0.09			0.09			—			0.28			0.38			0.36

Summary Performance Ratios:
Return on average assets3	1.68		%	1.56		%	1.27		%	1.44		%	1.04		%	1.49		%	0.87		%
Return on average equity3	12.65			11.32			9.42			10.53			7.58			11.01			6.34
Return on average tangible common equity1, 3	20.06			17.72			15.18			17.17			12.84			17.57			11.16
Efficiency ratio	48.53			47.55			52.42			49.62			62.52			49.45			50.90
Net interest margin	3.37			3.26			3.11			3.22			3.29			3.24			3.39

Selected Performance Metrics - Operating:
Diluted operating EPS1	$	0.84		$	0.70		$	0.60		$	0.64		$	0.60		$	2.77		$	1.56
Pre-tax, pre-provision operating return on average assets1, 2	1.97		%	1.85		%	1.66		%	1.82		%	1.75		%	1.83		%	1.91		%
Operating return on average assets1, 3	1.72			1.48			1.29			1.46			1.35			1.49			0.91
Operating return on average tangible common equity1, 3	20.48			16.92			15.42			17.39			16.44			17.58			11.72
Operating efficiency ratio1	47.64			48.51			51.63			49.62			49.49			49.27			47.69

Veritex Holdings, Inc. Capital Ratios:
Average stockholders' equity to average total assets	13.30		%	13.75		%	13.46		%	13.69		%	13.67		%	13.54		%	13.66		%
Tangible common equity to tangible assets1	9.28			9.43			9.51			9.17			9.23			9.28			9.23
Tier 1 capital to average assets (leverage)	9.05			9.54			9.38			9.50			9.43			9.05			9.43
Common equity tier 1 capital	8.58			8.75			9.03			9.27			9.30			8.58			9.30
Tier 1 capital to risk-weighted assets	8.89			9.06			9.36			9.61			9.66			8.89			9.66
Total capital to risk-weighted assets	11.60			12.31			12.86			13.38			13.56			11.60			13.56

1Refer to "Reconciliation of Non-GAAP Financial Measures" after the financial highlights for a reconciliation of this non-GAAP financial measure to its most directly comparable GAAP measure.

2 Dividend amount represents dividend paid per common share subsequent to each respective quarter end.

3Annualized ratio for quarterly metrics.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(in thousands)


	Dec 31, 2021		Sep 30, 2021		Jun 30, 2021		Mar 31, 2021		Dec 31, 2020
	(unaudited)		(unaudited)		(unaudited)		(unaudited)
ASSETS


Cash and cash equivalents	$	379,784	$	229,712	$	390,027	$	468,029	$	230,825
Debt securities	1,052,494		1,103,745		1,125,877		1,077,860		1,055,201
Other investments	190,591		191,786		87,558		87,226		87,192

Loans held for sale	26,007		18,896		12,065		19,864		21,414
LHI PPP loans, carried at fair value	53,369		135,842		291,401		407,353		358,042
LHI, MW	565,645		615,045		559,939		599,001		577,594
LHI, excluding MW and PPP	6,766,009		6,615,905		6,272,087		5,963,493		5,847,862
Total loans	7,411,030		7,385,688		7,135,492		6,989,711		6,804,912
ACL	(77,754)		(93,771)		(99,543)		(104,936)		(105,084)
Bank-owned life insurance	83,194		83,781		83,304		83,318		82,855
Bank premises, furniture and equipment, net	109,271		116,063		123,504		114,585		115,063
Other real estate owned ("OREO")	—		—		2,467		2,337		2,337
Intangible assets, net of accumulated amortization	66,017		54,682		57,143		59,236		61,733
Goodwill	403,771		370,840		370,840		370,840		370,840
Other assets	138,851		129,774		72,856		89,304		114,997

Total assets	$	9,757,249	$	9,572,300	$	9,349,525	$	9,237,510	$	8,820,871
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Noninterest-bearing deposits	$	2,510,723	$	2,302,925	$	2,388,068	$	2,171,719	$	2,097,099
Interest-bearing transaction and savings deposits	3,276,312		3,228,306		3,112,974		3,189,693		2,958,456
Certificates and other time deposits	1,576,580		1,647,521		1,477,860		1,543,158		1,457,291
Total deposits	7,363,615		7,178,752		6,978,902		6,904,570		6,512,846
Accounts payable and other liabilities	69,160		66,571		55,499		55,902		61,928

Advances from Federal Home Loan Bank ("FHLB")	777,562		777,601		777,640		777,679		777,718
Subordinated debentures and subordinated notes	227,764		262,761		262,766		262,774		262,778
Securities sold under agreements to repurchase	4,069		2,455		1,811		2,777		2,225

Total liabilities	8,442,170		8,288,140		8,076,618		8,003,702		7,617,495
Commitments and contingencies
Stockholders’ equity:

Common stock	560		559		558		557		555
Additional paid-in capital	1,142,758		1,137,889		1,134,603		1,131,324		1,126,437
Retained earnings	275,273		243,633		216,704		195,661		172,232

Accumulated other comprehensive income	64,070		69,661		77,189		62,413		56,225
Treasury stock	(167,582)		(167,582)		(156,147)		(156,147)		(152,073)
Total stockholders’ equity	1,315,079		1,284,160		1,272,907		1,233,808		1,203,376
Total liabilities and stockholders’ equity	$	9,757,249	$	9,572,300	$	9,349,525	$	9,237,510	$	8,820,871

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(in thousands, except per share data)


	For the Quarter Ended										For the Year Ended
	Dec 31, 2021		Sep 30, 2021		Jun 30, 2021		Mar 31, 2021		Dec 31, 2020		Dec 31, 2021		Dec 31, 2020
Interest income:
Loans, including fees	$	74,174	$	71,139	$	67,814	$	67,399	$	69,597	$	280,526	$	286,583
Debt securities	9,553		7,613		7,529		7,437		7,652		32,132		30,726
Deposits in financial institutions and Fed Funds sold	165		130		167		127		99		589		1,221
Equity securities and other investments	1,004		898		672		663		752		3,237		3,320
Total interest income	84,896		79,780		76,182		75,626		78,100		316,484		321,850
Interest expense:
Transaction and savings deposits	1,629		1,588		1,661		1,980		2,105		6,858		13,233
Certificates and other time deposits	1,661		1,934		2,423		3,061		3,919		9,079		23,678
Advances from FHLB	1,847		1,848		1,829		1,812		2,222		7,336		10,609
Subordinated debentures and subordinated notes	3,018		3,134		3,138		3,138		3,088		12,428		8,532
Total interest expense	8,155		8,504		9,051		9,991		11,334		35,701		56,052
Net interest income	76,741		71,276		67,131		65,635		66,766		280,783		265,798
(Benefit) provision for credit losses	(3,349)		—		—		—		—		(3,349)		56,640
(Benefit) provision for unfunded commitments	(1,040)		(448)		577		(570)		902		(1,481)		9,029
Net interest income after provisions	81,130		71,724		66,554		66,205		65,864		285,613		200,129
Noninterest income:
Service charges and fees on deposit accounts	4,782		4,484		3,847		3,629		3,971		16,742		13,703
Loan fees	2,697		1,746		1,823		1,341		684		7,607		4,556
(Loss) gain on sales of investment securities	—		(188)		—		—		(256)		(188)		2,615
Gain on sales of mortgage loans held for sale	293		407		385		507		317		1,592		1,239
Government guaranteed loan income, net	3,423		2,341		3,448		6,548		448		15,760		14,150
Equity method investment income	1,238		4,522		—		—		—		5,760		—
Other	3,717		2,315		2,953		2,147		3,848		11,132		11,081
Total noninterest income	16,150		15,627		12,456		14,172		9,012		58,405		47,344
Noninterest expense:
Salaries and employee benefits	25,401		22,964		23,451		22,932		20,011		94,748		79,453
Occupancy and equipment	4,398		4,536		4,233		4,096		4,116		17,263		16,363
Professional and regulatory fees	3,017		3,401		3,086		3,441		3,578		12,945		11,729
Data processing and software expense	2,597		2,494		2,536		2,319		2,238		9,946		9,213
Marketing	1,443		1,151		1,841		909		945		5,344		3,651
Amortization of intangibles	2,494		2,509		2,517		2,537		2,558		10,057		10,790
Telephone and communications	380		380		337		337		340		1,434		1,312
Merger and acquisition expense	826		—		—		—		—		826		—
COVID expenses	—		—		—		—		—		—		1,377
Debt extinguishment costs	—		—		—		—		9,746		—		11,307
Other	4,521		3,886		3,716		3,026		3,841		15,149		14,192
Total noninterest expense	45,077		41,321		41,717		39,597		47,373		167,712		159,387
Income before income tax expense	52,203		46,030		37,293		40,780		27,503		176,306		88,086
Income tax expense	10,697		9,195		7,837		8,993		4,702		36,722		14,203
Net income	$	41,506	$	36,835	$	29,456	$	31,787	$	22,801	$	139,584	$	73,883

Basic EPS	$	0.84	$	0.75	$	0.60	$	0.64	$	0.46	$	2.83	$	1.48
Diluted EPS	$	0.82	$	0.73	$	0.59	$	0.64	$	0.46	$	2.77	$	1.48
Weighted average basic shares outstanding	49,329		49,423		49,476		49,394		49,571		49,405		49,884
Weighted average diluted shares outstanding	50,441		50,306		50,331		49,998		49,837		50,352		50,036

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)


	For the Quarter Ended
	December 31, 2021						September 30, 2021						December 31, 2020
	Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate		Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate		Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate
	(Dollars in thousands)
Assets
Interest-earning assets:
Loans1	$	6,777,397	$	70,334	4.12	%	$	6,384,856	$	66,911	4.16	%	$	5,798,692	$	65,259	4.48	%
LHI, MW	483,850		3,629		2.98		465,945		3,697		3.15		446,027		3,355		2.99
PPP loans	83,553		211		1.00		210,092		531		1.00		390,509		983		1.00
Debt securities	1,092,089		9,553		3.47		1,119,952		7,613		2.70		1,076,031		7,652		2.83
Interest-earning deposits in other banks	417,266		165		0.16		336,289		130		0.15		258,687		99		0.15
Equity securities and other investments	191,031		1,004		2.09		167,242		898		2.13		95,706		752		3.13
Total interest-earning assets	9,045,186		84,896		3.72		8,684,376		79,780		3.64		8,065,652		78,100		3.85
ACL	(95,218)						(99,482)						(121,162)
Noninterest-earning assets	838,703						800,576						805,651
Total assets	$	9,788,671					$	9,385,470					$	8,750,141

Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	3,357,958	1,629		0.19	%	$	3,201,409	$	1,588	0.20	%	$	2,862,084	2,105		0.29	%
Certificates and other time deposits	1,615,066		1,661		0.41		1,519,824		1,934		0.50		1,467,250		3,919		1.06
Advances from FHLB	777,577		1,847		0.94		777,617		1,848		0.94		885,014		2,222		1.00
Subordinated debentures and subordinated notes	259,191		3,018		4.62		264,714		3,134		4.70		259,581		3,088		4.73
Total interest-bearing liabilities	6,009,792		8,155		0.54		5,763,564		8,504		0.59		5,473,929		11,334		0.82

Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,413,443						2,271,197						2,011,995
Other liabilities	63,760						60,181						67,943
Total liabilities	8,486,995						8,094,942						7,553,867
Stockholders’ equity	1,301,676						1,290,528						1,196,274
Total liabilities and stockholders’ equity	$	9,788,671					$	9,385,470					$	8,750,141

Net interest rate spread2					3.18	%					3.05	%					3.03	%
Net interest income and margin3			$	76,741	3.37	%			$	71,276	3.26	%			$	66,766	3.29	%

1 Includes average outstanding balances of loans held for sale of $8,987, $8,542 and $11,938 for the three months ended December 31, 2021, September 30, 2021 and December 31, 2020, respectively, and average balances of LHI, excluding MW and PPP loans.

2 Net interest rate spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.

3 Net interest margin is equal to net interest income divided by average interest-earning assets.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)


	For the Year Ended December 31,
	2021						2020
	Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate		Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate
	(Dollars in thousands)
Assets
Interest-earning assets:
Loans1	$	6,285,510	$	263,583	4.19	%	$	5,770,228	$	273,999	4.97	%
LHI, MW	468,001		14,219		3.04		318,657		9,672		3.04
PPP loans	272,770		2,724		1.00		290,851		2,912		1.00
Debt securities	1,092,967		32,132		2.94		1,083,633		30,726		2.84
Interest-earning deposits in other banks	410,785		589		0.14		276,970		1,221		0.44
Equity securities and other investments	133,594		3,237		2.42		100,556		3,320		3.30
Total interest-earning assets	8,663,627		316,484		3.65		7,840,895		321,850		4.10
ACL	(101,383)						(98,527)
Noninterest-earning assets	799,334						782,907
Total assets	$	9,361,578					$	8,525,275

Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	3,198,225	6,858		0.21		$	2,726,462	13,233		0.49
Certificates and other time deposits	1,540,188		9,079		0.59		1,550,995		23,678		1.53
Advances from FHLB	777,635		7,336		0.94		1,024,142		10,609		1.04
Subordinated debentures and subordinated notes	263,535		12,428		4.72		172,594		8,532		4.94
Total interest-bearing liabilities	5,779,583		35,701		0.62		5,474,193		56,052		1.02

Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,256,546						1,825,806
Other liabilities	57,457						60,303
Total liabilities	8,093,586						7,360,302
Stockholders’ equity	1,267,992						1,164,973
Total liabilities and stockholders’ equity	$	9,361,578					$	8,525,275

Net interest rate spread2					3.03	%					3.08	%
Net interest income and margin3			$	280,783	3.24	%			$	265,798	3.39	%

1Includes average outstanding balances of loans held for sale of $12,093 and $15,315 for the twelve months ended December 31, 2021 and 2020, respectively, and average balances of LHI, excluding MW and PPP loans.

2 Net interest rate spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.

3 Net interest margin is equal to net interest income divided by average interest-earning assets.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

Yield Trend


	For the Quarter Ended
	Dec 31, 2021		Sep 30, 2021		Jun 30, 2021		Mar 31, 2021		Dec 31, 2020
Average yield on interest-earning assets:
Loans1	4.12	%	4.16	%	4.16	%	4.31	%	4.48	%
LHI, MW	2.98		3.15		3.06		3.03		2.99
PPP loans	1.00		1.00		1.00		1.00		1.00
Debt securities	3.47		2.70		2.76		2.84		2.83
Interest-bearing deposits in other banks	0.16		0.15		0.12		0.15		0.15
Equity securities and other investments	2.09		2.13		3.08		3.08		3.13
Total interest-earning assets	3.72	%	3.64	%	3.53	%	3.71	%	3.85	%

Average rate on interest-bearing liabilities:
Interest-bearing demand and savings deposits	0.19	%	0.20	%	0.21	%	0.26	%	0.29	%
Certificates and other time deposits	0.41		0.50		0.64		0.82		1.06
Advances from FHLB	0.94		0.94		0.94		0.94		1.00
Subordinated debentures and subordinated notes	4.62		4.70		4.75		4.80		4.73
Total interest-bearing liabilities	0.54	%	0.59	%	0.63	%	0.72	%	0.82	%

Net interest rate spread2	3.18	%	3.05	%	2.90	%	2.99	%	3.03	%
Net interest margin3	3.37	%	3.26	%	3.11	%	3.22	%	3.29	%

1 Includes average outstanding balances of loans held for sale of $8,987, $8,542, $14,364, $16,602 and $11,938 for the three months ended December 31, 2021, September 30, 2021, June 30, 2021, March 31, 2021 and December 31, 2020, respectively, and average balances of LHI, excluding MW and PPP loans.

2 Net interest rate spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.

3 Net interest margin is equal to net interest income divided by average interest-earning assets.

Supplemental Yield Trend


	For the Quarter Ended
	Dec 31, 2021		Sep 30, 2021		Jun 30, 2021		Mar 31, 2021		Dec 31, 2020
Average cost of interest-bearing deposits	0.26	%	0.30	%	0.35	%	0.45	%	0.55	%
Average costs of total deposits, including noninterest-bearing	0.18		0.20		0.23		0.31		0.38

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

LHI and Deposit Portfolio Composition


	Dec 31, 2021					Sep 30, 2021					Jun 30, 2021					Mar 31, 2021					Dec 31, 2020
	(Dollars in thousands)
LHI1
Commercial	$	2,006,876		29.6	%	$	1,793,740		27.1	%	$	1,771,100		28.2	%	$	1,632,040		27.4	%	$	1,559,546		26.7	%
Real Estate:
Owner occupied commercial ("OOCRE")	665,537			9.8		711,476			10.7		744,899			11.9		733,310			12.3		717,472			12.3
Non-owner occupied commercial ("NOOCRE")	2,120,309			31.3		2,194,438			33.1		1,986,538			31.6		1,970,945			33.0		1,904,132			32.5
Construction and land	1,062,144			15.7		936,174			14.1		871,765			13.9		723,444			12.1		693,030			11.8
Farmland	55,827			0.8		73,550			1.1		13,661			0.2		14,751			0.2		13,844			0.2
1-4 family residential	542,566			8.0		543,518			8.2		513,635			8.2		492,609			8.3		524,344			9.0
Multi-family residential	310,241			4.6		356,885			5.4		367,445			5.9		386,844			6.5		424,962			7.3
Consumer	11,998			0.2		14,266			0.2		10,530			0.1		12,431			0.2		13,000			0.2
Total LHI	$	6,775,498		100	%	$	6,624,047		100	%	$	6,279,573		100	%	$	5,966,374		100	%	$	5,850,330		100	%

MW	565,645					615,045					559,939					599,001					577,594
PPP loans	53,369					135,842					291,401					407,353					358,042

Total LHI1	$	7,394,512				$	7,374,934				$	7,130,913				$	6,972,728				$	6,785,966

Deposits
Noninterest-bearing	$	2,510,723		34.1	%	$	2,302,925		32.1	%	$	2,388,068		34.3	%	$	2,171,719		31.6	%	$	2,097,099		32.2	%
Interest-bearing transaction	579,408			7.9		514,537			7.2		451,307			6.5		463,343			6.7		453,110			7.0
Money market	2,568,843			34.9		2,585,926			36.0		2,539,061			36.4		2,602,903			37.7		2,398,526			36.8
Savings	128,061			1.7		127,843			1.8		122,606			1.8		123,447			1.8		106,820			1.6
Certificates and other time deposits	1,576,580			21.4		1,647,521			22.9		1,477,860			21.2		1,543,158			22.2		1,457,291			22.4
Total deposits	$	7,363,615		100	%	$	7,178,752		100	%	$	6,978,902		100	%	$	6,904,570		100	%	$	6,512,846		100	%

Loan to Deposit Ratio	100.4		%			102.7		%			102.2		%			101.0		%			104.2		%
Loan to Deposit Ratio, excluding MW and PPP loans	92.0		%			92.3		%			90.0		%			86.4		%			89.8		%

1 Total LHI does not include deferred fees of $8.1 million September 30, 2021 and deferred costs of $9.5 million, $7.5 million, $2.9 million and $2.5 million at December 31, 2021, June 30, 2021, March 31, 2021 and December 31, 2020, respectively.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

Asset Quality


	For the Quarter Ended															For the Year Ended
	Dec 31, 2021			Sep 30, 2021			Jun 30, 2021			Mar 31, 2021			Dec 31, 2020			Dec 31, 2021			Dec 31, 2020
	(Dollars in thousands)
NPAs:
Nonaccrual loans	$	49,687		$	72,317		$	76,994		$	73,594		$	81,096		$	49,687		$	81,096

Accruing loans 90 or more days past due1	441			1,711			462			9,093			4,204			441			4,204

Total nonperforming loans held for investment ("NPLs")	50,128			74,028			77,456			82,687			85,300			50,128			85,300
OREO	—			—			2,467			2,337			2,337			—			2,337
Total NPAs	$	50,128		$	74,028		$	79,923		$	85,024		$	87,637		$	50,128		$	87,637

Charge-offs:
Residential	$	—		$	(64)		$	(300)		$	(15)		$	(18)		$	(379)		$	(18)
OOCRE	(898)			(813)			(689)			—			—			(2,400)			(2,421)
NOOCRE	(7,936)			—			—			—			(2,865)			(7,936)			(2,865)
Commercial	(4,114)			(5,508)			(5,608)			(346)			(13,699)			(15,576)			(15,507)
Consumer	(44)			(17)			(20)			(18)			(26)			(99)			(162)
Total charge-offs	(12,992)			(6,402)			(6,617)			(379)			(16,608)			(26,390)			(20,973)

Recoveries:
Residential	6			26			29			3			49			64			57
OOCRE	—			—			500			—			—			500			—
Commercial	61			596			659			226			52			1,542			102
Consumer	257			8			36			2			—			303			287
Total recoveries	324			630			1,224			231			101			2,409			446

Net charge-offs	$	(12,668)		$	(5,772)		$	(5,393)		$	(148)		$	(16,507)		$	(23,981)		$	(20,527)

CECL transition adjustment	$	—		$	—		$	—		$	—		$	—		$	—		$	39,137

ACL at end of period	$	77,754		$	93,771		$	99,543		$	104,936		$	105,084		$	77,754		$	105,084



Asset Quality Ratios:
NPAs to total assets	0.51		%	0.77		%	0.85		%	0.92		%	0.99		%	0.51		%	0.99		%
NPLs to total LHI, excluding MW and PPP loans	0.74			1.12			1.23			1.39			1.46			0.74			1.46
ACL to total LHI, excluding MW and PPP loans	1.15			1.42			1.59			1.76			1.80			1.15			1.80

Net charge-offs to average loans outstanding	0.19			0.09			0.09			—			0.28			0.38			0.36

1 Accruing loans greater than 90 days past due exclude purchase credit deteriorated loans greater than 90 days past due that are accounted for on a pooled basis.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

We identify certain financial measures discussed in this earnings release as being “non-GAAP financial measures.” In accordance with SEC rules, we classify a financial measure as being a non-GAAP financial measure if that financial measure excludes or includes amounts, or is subject to adjustments that have the effect of excluding or including amounts, that are included or excluded, as the case may be, in the most directly comparable measure calculated and presented in accordance with GAAP, in our statements of income, balance sheets or statements of cash flows. Non-GAAP financial measures do not include operating and other statistical measures or ratios calculated using exclusively either one or both of (i) financial measures calculated in accordance with GAAP and (ii) operating measures or other measures that are not non-GAAP financial measures.

The non-GAAP financial measures that we present in this earnings release should not be considered in isolation or as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. Moreover, the manner in which we calculate the non-GAAP financial measures that we present in this earnings release may differ from that of other companies reporting measures with similar names. You should understand how such other financial institutions calculate their financial measures that appear to be similar or have similar names to the non-GAAP financial measures we have discussed in this earnings release when comparing such non-GAAP financial measures.

Tangible Book Value Per Common Share. Tangible book value per common share is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) tangible common equity as total stockholders’ equity less goodwill and core deposit intangibles, net of accumulated amortization; and (b) tangible book value per common share as tangible common equity (as described in clause (a)) divided by number of common shares outstanding. For tangible book value per common share, the most directly comparable financial measure calculated in accordance with GAAP is book value per common share.

We believe that this measure is important to many investors in the marketplace who are interested in changes from period to period in book value per common share exclusive of changes in core deposit intangibles. Goodwill and other intangible assets have the effect of increasing total book value while not increasing our tangible book value.

The following table reconciles, as of the dates set forth below, total stockholders’ equity to tangible common equity and presents our tangible book value per common share compared with our book value per common share:


	As of
	Dec 31, 2021		Sep 30, 2021		Jun 30, 2021		Mar 31, 2021		Dec 31, 2020
	(Dollars in thousands, except per share data)
Tangible Common Equity
Total stockholders' equity	$	1,315,079	$	1,284,160	$	1,272,907	$	1,233,808	$	1,203,376
Adjustments:
Goodwill	(403,771)		(370,840)		(370,840)		(370,840)		(370,840)
Core deposit intangibles	(47,998)		(50,436)		(52,873)		(55,311)		(57,758)
Tangible common equity	$	863,310	$	862,884	$	849,194	$	807,657	$	774,778
Common shares outstanding	49,372		49,229		49,498		49,433		49,340

Book value per common share	$	26.64	$	26.09	$	25.72	$	24.96	$	24.39
Tangible book value per common share	$	17.49	$	17.53	$	17.16	$	16.34	$	15.70

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Tangible Common Equity to Tangible Assets. Tangible common equity to tangible assets is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) tangible common equity as total stockholders’ equity, less goodwill and core deposit intangibles, net of accumulated amortization; (b) tangible assets as total assets less goodwill and core deposit intangibles, net of accumulated amortization; and (c) tangible common equity to tangible assets as tangible common equity (as described in clause (a)) divided by tangible assets (as described in clause (b)). For tangible common equity to tangible assets, the most directly comparable financial measure calculated in accordance with GAAP is total stockholders’ equity to total assets.

We believe that this measure is important to many investors in the marketplace who are interested in the relative changes from period to period in common equity and total assets, in each case, exclusive of changes in core deposit intangibles. Goodwill and other intangible assets have the effect of increasing both total stockholders’ equity and assets while not increasing our tangible common equity or tangible assets.

The following table reconciles, as of the dates set forth below, total stockholders’ equity to tangible common equity and total assets to tangible assets and presents our tangible common equity to tangible assets:


	As of
	Dec 31, 2021			Sep 30, 2021			Jun 30, 2021			Mar 31, 2021			Dec 31, 2020
	(Dollars in thousands)
Tangible Common Equity
Total stockholders' equity	$	1,315,079		$	1,284,160		$	1,272,907		$	1,233,808		$	1,203,376
Adjustments:
Goodwill	(403,771)			(370,840)			(370,840)			(370,840)			(370,840)
Core deposit intangibles	(47,998)			(50,436)			(52,873)			(55,311)			(57,758)
Tangible common equity	$	863,310		$	862,884		$	849,194		$	807,657		$	774,778
Tangible Assets
Total assets	$	9,757,249		$	9,572,300		$	9,349,525		$	9,237,510		$	8,820,871
Adjustments:
Goodwill	(403,771)			(370,840)			(370,840)			(370,840)			(370,840)
Core deposit intangibles	(47,998)			(50,436)			(52,873)			(55,311)			(57,758)
Tangible Assets	$	9,305,480		$	9,151,024		$	8,925,812		$	8,811,359		$	8,392,273
Tangible Common Equity to Tangible Assets	9.28		%	9.43		%	9.51		%	9.17		%	9.23		%

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Return on Average Tangible Common Equity. Return on average tangible common equity is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) net income available for common stockholders adjusted for amortization of core deposit intangibles (which we refer to as “return”) as net income, plus amortization of core deposit intangibles, less tax benefit at the statutory rate; (b) average tangible common equity as total average stockholders’ equity less average goodwill and average core deposit intangibles, net of accumulated amortization; and (c) return (as described in clause (a)) divided by average tangible common equity (as described in clause (b)). For return on average tangible common equity, the most directly comparable financial measure calculated in accordance with GAAP is return on average equity.

We believe that this measure is important to many investors in the marketplace who are interested in the return on common equity, exclusive of the impact of core deposit intangibles. Goodwill and core deposit intangibles have the effect of increasing total stockholders’ equity while not increasing our tangible common equity. This measure is particularly relevant to acquisitive institutions that may have higher balances in goodwill and core deposit intangibles than non-acquisitive institutions.

The following table reconciles, as of the dates set forth below, average tangible common equity to average common equity and net income available for common stockholders adjusted for amortization of core deposit intangibles, net of taxes to net income and presents our return on average tangible common equity:


	For the Quarter Ended															For the Year Ended
	Dec 31, 2021			Sep 30, 2021			Jun 30, 2021			Mar 31, 2021			Dec 31, 2020			Dec 31, 2021			Dec 31, 2020
	(Dollars in thousands)
Net income available for common stockholders adjusted for amortization of core deposit intangibles
Net income	$	41,506		$	36,835		$	29,456		$	31,787		$	22,801		$	139,584		$	73,883
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,438			2,438			2,447			2,451			9,761			9,804
Less: Tax benefit at the statutory rate	512			512			512			514			515			2,050			2,060
Net income available for common stockholders adjusted for amortization of core deposit intangibles	$	43,432		$	38,761		$	31,382		$	33,720		$	24,737		$	147,295		$	81,627

Average Tangible Common Equity
Total average stockholders' equity	$	1,301,676		$	1,290,528		$	1,254,371		$	1,224,294		$	1,196,274		$	1,267,992		$	1,164,973
Adjustments:
Average goodwill	(393,220)			(370,840)			(370,840)			(370,840)			(370,840)			(376,480)			(370,840)
Average core deposit intangibles	(49,596)			(52,043)			(54,471)			(56,913)			(59,010)			(53,233)			(62,803)
Average tangible common equity	$	858,860		$	867,645		$	829,060		$	796,541		$	766,424		$	838,279		$	731,330
Return on Average Tangible Common Equity (Annualized)	20.06		%	17.72		%	15.18		%	17.17		%	12.84		%	17.57		%	11.16		%

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Operating Earnings, Pre-tax, Pre-provision Operating Earnings and performance metrics calculated using Operating Earnings and Pre-tax, Pre-provision Operating Earnings, including Diluted Operating Earnings per Share, Operating Return on Average Assets, Pre-tax, Pre-Provision Operating Return on Average Assets, Operating Return on Average Tangible Common Equity and Operating Efficiency Ratio. Operating earnings, pre-tax, pre-provision operating earnings and the performance metrics calculated using these metrics, listed below, are non-GAAP measures used by management to evaluate the Company’s financial performance. We calculate (a) operating earnings as net income plus severance payments, plus loss (gain) on sale of securities, net, plus debt extinguishment costs, less Thrive PPP loan forgiveness income, plus merger and acquisition expenses, less tax impact of adjustments, plus nonrecurring tax adjustments. We calculate (b) diluted operating earnings per share as operating earnings as described in clause (a) divided by weighted average diluted shares outstanding. We calculate (c) pre-tax, pre-provision operating earnings as operating earnings as described in clause (a) plus provision for income taxes, plus benefit (provision) for credit losses and unfunded commitments. We calculate (d) pre-tax, pre-provision operating return on average assets as pre-tax, pre-provision operating earnings as described in clause (a) divided by total average assets. We calculate (e) operating return on average assets as operating earnings as described in clause (a) divided by total average assets. We calculate (f) operating return on average tangible common equity as operating earnings as described in clause (a), adjusted for the amortization of intangibles and tax benefit at the statutory rate, divided by total average tangible common equity (average stockholders’ equity less average goodwill and average core deposit intangibles, net of accumulated amortization). We calculate (g) operating efficiency ratio as non interest expense plus adjustments to operating non interest expense divided by non interest income plus adjustments to operating non interest income, plus net interest income.

We believe that these measures and the operating metrics calculated utilizing these measures are important to management and many investors in the marketplace who are interested in understanding the ongoing operating performance of the Company and provide meaningful comparisons to its peers.

The following tables reconcile, as of the dates set forth below, operating net income and pre-tax, pre-provision operating earnings and related metrics:


	For the Quarter Ended										For the Year Ended
	Dec 31, 2021		Sep 30, 2021		Jun 30, 2021		Mar 31, 2021		Dec 31, 2020		Dec 31, 2021		Dec 31, 2020
	(Dollars in thousands)
Operating Earnings
Net income	$	41,506	$	36,835	$	29,456	$	31,787	$	22,801	$	139,584	$	73,883
Plus: Severance payments1	—		—		627		—		—		627		—
Plus: Loss (gain) on sale of securities available for sale, net	—		188		—		—		256		188		(2,615)
Plus: Debt extinguishment costs2	—		—		—		—		9,746		—		11,307
Less: Thrive PPP loan forgiveness income3	—		1,912		—		—		—		1,912		—


Plus: Merger and acquisition expenses	826		—		—		—		—		826		—
Operating pre-tax income	42,332		35,111		30,083		31,787		32,803		139,313		82,575
Less: Tax impact of adjustments	(78)		39		131		—		2,100		92		1,823


Plus: Nonrecurring tax adjustments4	—		—		—		426		(973)		426		(2,772)
Operating earnings	$	42,410	$	35,072	$	29,952	$	32,213	$	29,730	$	139,647	$	77,980

Weighted average diluted shares outstanding	50,441		50,306		50,331		49,998		49,837		50,352		50,036
Diluted EPS	$	0.82	$	0.73	$	0.59	$	0.64	$	0.46	$	2.77	$	1.48
Diluted operating EPS	$	0.84	$	0.70	$	0.60	$	0.64	$	0.60	$	2.77	$	1.56

1 Severance payments relate to branch restructurings made during the three months ended June 30, 2021.

2 Debt extinguishment costs relate to prepayment penalties paid in connection with the early payoff of FHLB structured advances.

3 During the third quarter of 2021, Thrive’s PPP loan with another bank was 100% forgiven by the Small Business Administration. As a result of our 49% investment in Thrive, the $1.9 million represents our portion of the PPP loan forgiveness. PPP fee income is not taxable and as such has no tax impact.

4 A nonrecurring tax adjustment of $426 thousand recorded in the first quarter of 2021 was due to a true-up of a deferred tax liability. A nonrecurring tax adjustment of $973 thousand recorded in the fourth quarter of 2020 was primarily due the reversal of acquired deferred tax liabilities resulting in a tax benefit of $1.2 million offset by tax expense of $281 thousand for the setup of an uncertain tax position liability relating to state tax exposure for tax years prior to the year ending December 31, 2020. A nonrecurring tax adjustment of $1,799 was recorded in the second quarter of 2020 as a result of the Company amending a prior year Green Bancorp, Inc. tax return to carry back a net operating loss ("NOL") incurred by Green Bancorp, Inc. on January 1, 2019. The Company was allowed to carry back this NOL as result of a provision in the Coronavirus Aid, Relief, and Economic Security Act, which permits NOL generated in tax years 2018, 2019 or 2020 to be carried back five years.


	For the Quarter Ended															For the Year Ended
	Dec 31, 2021			Sep 30, 2021			Jun 30, 2021			Mar 31, 2021			Dec 31, 2020			Dec 31, 2021			Dec 31, 2020
	(Dollars in thousands)
Pre-Tax, Pre-Provision Operating Earnings
Net Income	$	41,506		$	36,835		$	29,456		$	31,787		$	22,801		$	139,584		$	73,883
Plus: Provision for income taxes	10,697			9,195			7,837			8,993			4,702			36,722			14,203
Plus: (Benefit) provision for credit losses and unfunded commitments	(4,389)			(448)			577			(570)			902			(4,830)			65,669
Plus: Severance payments	—			—			627			—			—			627			—
Plus: Loss (gain) on sale of securities, net	—			188			—			—			256			188			(2,615)
Less: Thrive PPP loan forgiveness income	—			1,912			—			—			—			1,912			—
Plus: Debt extinguishment costs	—			—			—			—			9,746			—			11,307
Plus: Merger and acquisition expenses	826			—			—			—			—			826			—
Net pre-tax, pre-provision operating earnings	$	48,640		$	43,858		$	38,497		$	40,210		$	38,407		$	171,205		$	162,447

Total average assets	$	9,788,671		$	9,385,470		$	9,321,279		$	8,941,271		$	8,750,141		$	9,361,578		$	8,525,275
Pre-tax, pre-provision operating return on average assets1	1.97		%	1.85		%	1.66		%	1.82		%	1.75		%	1.83		%	1.91		%

Average Total Assets	$	9,788,671		$	9,385,470		$	9,321,279		$	8,941,271		$	8,750,141		$	9,361,578		$	8,525,275
Return on average assets1	1.68		%	1.56		%	1.27		%	1.44		%	1.04		%	1.49		%	0.87		%
Operating return on average assets1	1.72			1.48			1.29			1.46			1.35			1.49			0.91

Operating earnings adjusted for amortization of core deposit intangibles
Operating earnings	$	42,410		$	35,072		$	29,952		$	32,213		$	29,730		$	139,647		$	77,980
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,438			2,438			2,447			2,451			9,761			9,804
Less: Tax benefit at the statutory rate	512			512			512			514			515			2,050			2,060
Operating earnings adjusted for amortization of core deposit intangibles	$	44,336		$	36,998		$	31,878		$	34,146		$	31,666		$	147,358		$	85,724

Average Tangible Common Equity
Total average stockholders' equity	$	1,301,676		$	1,290,528		$	1,254,371		$	1,224,294		$	1,196,274		$	1,267,992		$	1,164,973
Adjustments:
Average goodwill	(393,220)			(370,840)			(370,840)			(370,840)			(370,840)			(376,480)			(370,840)
Average core deposit intangibles	(49,596)			(52,043)			(54,471)			(56,913)			(59,010)			(53,233)			(62,803)
Average tangible common equity	$	858,860		$	867,645		$	829,060		$	796,541		$	766,424		$	838,279		$	731,330
Operating return on average tangible common equity1	20.48		%	16.92		%	15.42		%	17.39		%	16.44		%	17.58		%	11.72		%

Efficiency ratio	48.53		%	47.55		%	52.42		%	49.62		%	62.52		%	49.45		%	50.90		%
Operating efficiency ratio
Net interest income	$	76,741		$	71,276		$	67,131		$	65,635		$	66,766		$	280,783		$	265,798
Noninterest income	16,150			15,627			12,456			14,172			9,012			58,405			47,344
Plus: Loss (gain) on sale of securities available for sale, net	—			188			—			—			256			188			(2,615)
Less: Thrive's PPP loan forgiveness income	—			1,912			—			—			—			1,912			—
Operating noninterest income	16,150			13,903			12,456			14,172			9,268			56,681			49,959
Noninterest expense	45,077			41,321			41,717			39,597			47,373			167,712			159,387
Less: Severance payments	—			—			627			—			—			627			—
Less: Debt extinguishment costs	—			—			—			—			9,746			—			11,307
Less: Merger and acquisition expenses	826			—			—			—			—			826			—


Operating noninterest expense	$	44,251		$	41,321		$	41,090		$	39,597		$	37,627		$	166,259		$	148,080
Operating efficiency ratio	47.64		%	48.51		%	51.63		%	49.62		%	49.49		%	49.27		%	47.69		%

1 Annualized ratio for quarterly metrics.

a2021-q4xinvestorpresent

4th Quarter Earnings Conference Call January 26, 2022 Veritex Holdings, Inc.

2 Safe Harbor Statement Forward-looking statements This presentation contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived utilizing assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward- looking statements include, without limitation, statements relating to Veritex Holdings, Inc.’s (“Veritex”) recent investment in Thrive Mortgage, LLC (“Thrive”), the expected payment date of Veritex’s quarterly cash dividend, Veritex's acquisition of North Avenue Capital, LLC (“NAC”), impact of certain changes in Veritex’s accounting policies, standards and interpretations, the effects of the COVID-19 pandemic and actions taken in response thereto, Veritex’s future financial performance, business and growth strategy, projected plans and objectives, as well as other projections based on macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact broader economic and industry trends, and any such variations may be material. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward- looking statements include the foregoing words. We refer you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Veritex’s Annual Report on Form 10-K for the year ended December 31, 2020 and any updates to those risk factors set forth in Veritex’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. If one or more events related to these or other risks or uncertainties materialize, or if Veritex’s underlying assumptions prove to be incorrect, actual results may differ materially from what Veritex anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. Veritex does not undertake any obligation, and specifically declines any obligation, to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law. All forward-looking statements, expressed or implied, included in this presentation are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Veritex or persons acting on Veritex’s behalf may issue. This presentation also includes industry and trade association data, forecasts and information that Veritex has prepared based, in part, upon data, forecasts and information obtained from independent trade associations, industry publications and surveys, government agencies and other information publicly available to Veritex, which information may be specific to particular markets or geographic locations. Some data is also based on Veritex's good faith estimates, which are derived from management's knowledge of the industry and independent sources. Industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable. Although Veritex believes these sources are reliable, Veritex has not independently verified the information contained therein. While Veritex is not aware of any misstatements regarding the industry data presented in this presentation, Veritex's estimates involve risks and uncertainties and are subject to change based on various factors. Similarly, Veritex believes that its internal research is reliable, even though such research has not been verified by independent sources.

3 Non-GAAP Financial Measures Veritex reports its results in accordance with United States generally accepted accounting principles (“GAAP”). However, management believes that certain supplemental non-GAAP financial measures used in managing its business provide meaningful information to investors about underlying trends in its business. Management uses these non-GAAP measures to assess Veritex’s operating performance and believes that these non-GAAP measures provide information that is important to investors and that is useful in understanding Veritex’s results of operations. However, non-GAAP financial measures are supplemental and should be viewed in addition to, and not as an alternative for, Veritex’s reported results prepared in accordance with GAAP. The following are the non-GAAP measures used in this presentation: • Tangible book value per common share (“TBVPS”); • Tangible common equity to tangible assets; • Return on average tangible common equity (“ROATCE”); • Operating earnings; • Pre-tax, pre-provision (“PTPP”) operating earnings; • Diluted operating earnings per share (“EPS”); • Operating return on average assets (“ROAA”); • PTPP operating ROAA; • Operating ROATCE; • Operating efficiency ratio; • Operating noninterest income; • Operating noninterest expense; and • Adjusted net interest margin (“NIM”). Please see “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for reconciliations of non-GAAP measures to the most directly comparable financial measures calculated in accordance with GAAP.

Strong Earnings Solid Loan and Deposit Growth Capital Summary • Net income of $41.5 million, or $0.82 diluted earnings per share (“EPS”), for 4Q21 compared to $36.8 million, or $0.73 diluted EPS, for 3Q21 • Operating earnings1 of $42.4 million, or $0.84 diluted operating EPS1, for 4Q21 compared to $35.1 million, or $0.70 diluted operating EPS, for 3Q21 • Return on average equity of 12.65% in 4Q21 and 11.01% for 2021 • Operating ROATCE1 of 20.48% in 4Q21 and 17.58% for 2021 • Total loans held for investment (“LHI”), excluding mortgage warehouse (“MW”) and Paycheck Protection Program (“PPP”) loans, increased $150.1 million, or 9.1% linked quarter annualized (“LQA”) • Total LHI, excluding MW and PPP, grew $918.1 million from December 31, 2020, or 15.7% • Average loans, excluding PPP, grew $410 million, or 24% LQA • Total deposits grew $184.9 million, or 10.3% LQA, and $850.8 million, or 13.1%, YOY • Average cost of total deposits decreased to 0.18% for 4Q21 from 0.38% for 4Q20 • Book value per common share increased to $26.64 from $26.09 at Sept. 30, 2021 • Tangible book value per common share1 of $17.49 remained relatively flat after the acquisition of NAC compared to $17.53 at Sept. 30, 2021 • Declared quarterly dividend of $0.20 per share of outstanding common stock payable on Feb. 25, 2022 1 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of these non-GAAP financial measures. 4 Fourth Quarter and 2021 Overview Diversifying Revenue • 2021 noninterest income made up of 29% deposit service charges, 27% govt. guaranteed loan income, 13% loan fees, 10% equity method investments income and 21% other • Closed acquisition of North Avenue Capital, LLC (“NAC”) on November 1, 2021, generating $1.3 million in gain on sales of USDA loans in 4Q21

Key Financial Metrics 47.55% 49.49% 49.62% 51.63% 48.51% 47.64% 4Q20 1Q21 2Q21 3Q21 4Q21 Reported Operating Efficiency Ratio 1.44% 1.27% 1.56% 1.68% 1.48% 1.75% 1.82% 1.66% 1.85% 1.97% 4Q20 1Q21 2Q21 3Q21 4Q21 Reported Operating ROAA PTPP Operating 1.04% 1.35% 1.46% 1.72% 1.29% $15.70 $16.34 $17.16 $17.53 $17.49 4Q20 1Q21 2Q21 3Q21 4Q21 NPAs / Total Assets Return on Average Tangible Common Equity1 $0.46 $0.64 $0.82 $0.60 $0.70 4Q20 1Q21 2Q21 3Q21 4Q21 Diluted EPS Diluted Operating EPS $0.60 $0.59 12.84% 17.17% 15.18% 17.72% 20.06% 4Q20 1Q21 2Q21 3Q21 4Q21 ROATCE Operating ROATCE Diluted EPS Tangible Book Value per Common Share1 5 ($ in millions) $87.6 $85.0 $79.9 $74.0 $50.1 0.99% 0.92% 0.85% 0.77% 0.51% 0.0% 0.2% 0.4% 0.6% 0.8% 1.0% 1.2% 4Q20 1Q21 2Q21 3Q21 4Q21 NPAs NPAs/Total Assets 1 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of these non-GAAP financial measures. 1 11 1 1 17.39% ROAA 1 $0.73 16.44% 62.52% 48.53% 16.92% -43% 15.42% $0.84 20.48% 52.42%

3.73% weighted average rate of new and renewed Q4 loan production, excluding MW and PPP Loan Growth 6 $1.2 Billion ($ in billions) $1.8 Billion 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21 Total Loans, exc. MW and PPP +5.9% +8.1% -8.7% +4.4% +4.0% +7.9% +20.7% Quarterly Loan Growth (annualized, excludes MW and PPP) $6.8 B Total Loans +9.1% COVID-19 Declared a Pandemic 35% 40% 45% 50% 55% 60% Ja n Fe b M ar A pr M ay Ju n Ju l A ug S ep O ct N ov D ec Ja n Fe b M ar A pr M ay Ju n Ju l A ug S ep O ct N ov D ec Revolving C&I Utilization 2020 2021 Down 360 bps from peak +21.9% -50% -40% -30% -20% -10% 0% 10% 20% 30% Quarterly Loan Payoff Trend v. Annualized Growth Quarterly Pay-off % Quarterly % Growth ― 31% of loans paid off in 2021 ― 16% YTD loan growth in 2021 $0.0 $0.5 $1.0 $1.5 $2.0 Jan Feb Mar Apr May Jun July Aug Sept Oct Nov Dec CRE ADC Construction LOC Current Unfunded (Non Revolving) 2021 Unfunded 2020 Unfunded (annualized)

Loan Production 7 $540.5 $300.9 $414.1 $50.0 $48.7 $42.5 $1.3 Billion in Q4 Production by Portfolio ($ in millions) $436,866 $574,889 $655,616 $1,152,644 $1,074,954 $1,607,622 $1,396,676 $1,294,856 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21 Total Loans, exc. PPP Quarterly Commitment Production ($ in thousands) 3Q21 Production 4Q21 Production $560.3 $438.2 $154.0 $85.0 $49.8 $7.5 Construction C&I CRE MW 1-4 Resi Other Underwriting standards for 4Q21 and 2021 remain consistent to prior quarters and prior years $5.4 Billion in 2021 Production v. $2.8 Billion in 2020 Production

Net Interest Income 8 $65.6 $67.1 $71.3 $76.7 3.29% 3.11% 3.26% 3.37% 3.15% 3.12% 3.03% 3.16% 3.31% 4Q20 1Q21 2Q21 3Q21 4Q21 Net Interest Income ("NII") NIM Adjusted NIM (Excludes All Purchase Accounting) $66.8 $8,257 $8,659 $8,684 $9,045 4Q20 1Q21 2Q21 3Q21 4Q21 Average Earning Assets $8,066 Average Earning Assets Net Interest Income Rollforward ($ in thousands) ($ in millions) ($ in millions) 3Q21 Net Interest Income $71,276 Loan volume 3,019 Debt security prepayment income 2,185 Deposit rates 353 Change in earning asset mix and other 19 Purchase accounting accretion < 111 > 4Q21 Net Interest Income $76,741 Floating Rate Loan Repricing Floor Reprice Grouping ($ in thousands) Total Balance % of Total Balance Cumulative % of Total Balance No Floor $ 2,573.7 49.9% 49.9% Floor reached 763.2 14.8% 64.7% 0-25 bps to Reprice 153.5 3.0% 67.7% 26-50 bps to Reprice 237.9 4.6% 72.3% 51-75 bps to Reprice 491.6 9.5% 81.8% 76-100 bps to Reprice 668.8 13.0% 94.8% 101-125 bps to Reprice 80.4 1.6% 96.4% 126-150 bps to Reprice 29.4 0.6% 97.0% 151+ bps to Reprice 155.2 3.0% 100% Totals $ 5,153.7 100% Asset Sensitivity as of December 31, 2021 -3.9% +6.6% +13.1% +20.3% +27.5% -4.5% 0.5% 5.5% 10.5% 15.5% 20.5% 25.5% 30.5% -100 Shock +100 Shock +200 Shock +300 Shock +400 Shock Static Shock Impact on NII 1 7.6% 1 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of these non-GAAP financial measures. 12+%

91. Assumes a 21% tax rate. Meaningful strategic expansion into the fragmented USDA lending space Diversification of Veritex’s revenue streams Enhanced profitability outlook Strong cultural fit North Avenue Capital Full Loan Pipeline - $675 million Net Income1 ($ in millions) $32 $101 $59 $483 $0.3 $1.0 $3.0 $1.3 $6.8 $11.1 $11.6 2016A 2017A 2018A 2019A 2020A 2021A 2022E Actuals Projections Approved Underwriting Term Sheet Issued Prospects ($ in millions) Completed acquisition on November 1, 2021 2021 Select Financial Highlights $24.8M Revenue $11.1M Net Income1 $89.9M Loan Originations 165% YoY Rev. Growth

Operating Noninterest Income 10 Quarter-over-Quarter Change Quarter-over-Quarter Commentary • Other noninterest income increased $1.4 million, or 61%, primarily related to services fee income, BOLI and derivative income • Government guaranteed loan income, net, increased 46%, primarily as a result of increases in gains on USDA loan sales from the acquisition on NAC • Loan fees increased $951 thousand, or 54%, primarily driven by a $632 thousand increase in syndication and arrangement fees in 4Q21 compared to 3Q21 • Equity method investment income decreased 53% driven by lower 4Q21 income on our investment in Thrive 18% -28% 7% 54% 46% 61% +2,247 ($1,372) ($114) +298 +$951 +$1,082 +$1,402 Total Equity method invst. inc.: Gain on sales of MLHFS: Deposite service charges: Loan fees: Govt. guar. loan inc., net: Other: ($ in thousands) 1 Excludes $1.9 million of PPP loan forgiveness income received by Thrive during the third quarter of 2021. 1 Year-over-Year Change Year-over-Year Commentary • Equity method investment income was $3.9 million which represents our 49% investment in Thrive • Loan fees increased $3.1 million, or 67%, primarily driven by a $2.2 million increase in syndication fees in 2021. Over the last year, the Company has invested in a Syndication Group with direct results reflected in 2021 noninterest income • Deposit service charges increased 22% primarily related to additional analysis charges during 2021 • Government guaranteed loan income, net, increased 11%, primarily as a result of increases in SBA, PPP and USDA loan sales 27% 0% 28% 11% 22% 67% 100% +11,952 +$51 +353 +$1,610 +$3,039 +3,051 +3,848 Total Other: Gain on sales of MLHFS: Govt. guar. loan inc., net: Deposit service charges: Loan fees: Equity method invst. inc.: ($ in thousands) 1 -53%

Operating Noninterest Expense 11 Quarter-over-Quarter Change Quarter-over-Quarter Commentary • Salaries and employee benefits increased $2.4 million, or 11%, primarily resulting from continued investment in talent, both producers and back office, lower deferred origination costs and the addition of NAC 7.0% -11% -3% 4% 24% 16% 11% +$2,930 ($384) ($138) +$103 +$292 +$620 +$2,437 Total Professional and regulatory fees Occupancy and equipment Data processing Marketing Other Salaries and employee benefits ($ in thousands) Year-over-Year Change Year-over-Year Commentary • Salaries and employee benefits increased $14.7 million, or 15%, primarily resulting from continued investment in talent and an increase in variable compensation • Marketing increased 46% from 2020, primarily resulting from an approximate increase of $842 thousand in annual sponsorship fees paid in 2021 and not in 2020 • Professional and regulatory fees increased $1.2 million, or 10%, primarily related to increased FDIC assessment fees in connection with an increase in assets 12.0% 9% 8% 6% 7% 10% 46% 18% +$18,181 ($1,377) +$122 +$226 +$733 +$900 +$1,216 +$1,693 +$14,668 Total COVID Expenses Telephone and communications Other Data processing Occupancy and equipment Professional and regulatory fees Marketing Salaries and employee benefits ($ in thousands) -100%

0.55% 0.45% 0.35% 0.30% 0.26% 0.38% 0.31% 0.23% 0.20% 0.18% 4Q20 1Q21 2Q21 3Q21 4Q21 Average cost of interest-bearing deposits Average cost of total deposits Cost of Interest-bearing Deposits and Total Deposits  Total deposit balances increased $184.9 million, or 10% LQA, and increased $850.8 million, or 13% YOY  Total deposit cost down 2 bps compared to 3Q21 due to pricing diligence and product mix  Excluding MW and PPP loans, the loan to deposit ratio was 92.0% at December 31, 2021  4Q21 weighted average of interest-bearing deposit rate of 20 bps on production Certificates & Time Maturity Table $2,958 $3,228 $3,276 $2,097 $2,303 $2,511 $1,457 $1,648 $1,577 4 Q 2 0 3 Q 2 1 4 Q 2 1 Interest Bearing Non-Int Bearing Certificates & Time Deposits Deposits Composition 45% 34% 21% $7,364 $7,179 $6,513 Deposit Growth LQA YOY Demand & Savings +6% +11% Non-Int Bearing +36% +20% Certificates and Time Deposits -17% +8% 12 ($ in millions) Balance ($000) WA Rate Q1 2022 392,375 0.46% Q2 2022 209,262 0.33% Q3 2022 218,850 0.29% Q4 2022 195,109 0.30% Q1 2023 159,983 0.31% Q2 2023 135,077 0.31% Q3 2023 205,148 0.29% Q4 2023 24,517 0.83% Q1 2024+ 36,258 1.29% Total 1,576,580 0.38%

Capital Overview 13 10.69% 10.48% 11.11% 10.48% 9.05% 8.89% 11.60% 8.58% Leverage Ratio Tier 1 Ratio Total Capital Ratio CET1 Bank VBTX 1 Estimated capital measures inclusive of CECL capital transition provisions as of December 31, 2021 and September 30, 2021. 2 Total assets includes PPP loans that we did not utilize the Paycheck Protection Program Liquidity Facility to fund. 3 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of these non-GAAP financial measures. Ratios as of December 31, 2021 VBTX Amounts ($ in thousands) December 31, 2021 September 30, 2021 $ Change Basel III Standardized1 CET1 capital 814,138$ 825,001$ (10,863)$ CET1 capital ratio 8.58% 8.75% Leverage capital 843,585$ 854,393$ (10,808)$ Leverage capital ratio 9.05% 9.54% Tier 1 capital 843,585$ 854,393$ (10,808)$ Tier 1 capital ratio 8.89% 9.06% Total capital 1,100,404$ 1,160,589$ (60,185)$ Total capital ratio 11.60% 12.31% Risk weighted assets 9,486,469$ 9,419,819$ 66,650$ Total assets2 9,757,249$ 9,572,300$ 184,949$ Tangible common equity / Tangible assets3 9.28% 9.43% Paid off $35 million of sub debt assumed from Green Bancorp, Inc. with an 5.5% effective rate in 4Q21. $0.82 $0.05 $0.05 $0.01 $17.53 $(0.20) TBVPS Rollforward $17.49$(0.66) $(0.11)

1 Past due loans exclude purchased credit deteriorated loans that are accounted for on a pooled basis and non-accrual loans. 2 Total loans excludes Loans Held for Sale, MW and PPP loans. 4Q20 1Q21 2Q21 3Q21 4Q21 0.00% 0.10% 0.20% 0.30% 0.40% 30-59 Past Due 60-89 Past Due 90+ Past Due Past Due1 Trends % of Total Loans2 Asset Quality and ACL 14 ($ in thousands) 4Q20 1Q21 2Q21 3Q21 4Q21 Acquired $16,462 $130 $4,124 $5,652 $9,747 Originated $45 $18 $1,269 $120 $2,921 Net Charge-offs ($ in thousands) Totals $18,691 $105.1 $104.9 $99.5 $93.8 $77.8 1.80% 1.76% 1.59% 1.42% 1.15% 0.0% 0.5% 1.0% 1.5% 2.0% 2.5% 4Q20 1Q21 2Q21 3Q21 4Q21 ACL ACL/Total Loans ACL / Total Loans2 ($ in millions) $22,637 $10,017 Quarterly Criticized Loans $449.0 $418.1 $388.5 $373.4 $347.7 4Q20 1Q21 2Q21 3Q21 4Q21 $100 $200 $300 $400 $500 Criticized Loans ($ in millions, excludes PCD loans) DOWN 23% $16,508 $9,997

Investment in Talent 15 23 31 PRODUCTION TEAM Back-office (Including 4 Re-hires) FOURTH QUARTER NEW HIRES Continued investment in talent for continued growth in 2022 and further diversification 55 production team new hires during 2021 101 back-office team new hires during 2021 660 670 680 690 700 710 720 730 Jan-21 Feb-21 Mar-21 Apr-21 May-21 Jun-21 Jul-21 Aug-21 Sep-21 Oct-21 Nov-21 Dec-21 2021 Headcount Trend 2021 Headcount Trend

2021 Year in Recap 16 Acquired leading USDA originator in the nation, North Avenue Capital, LLC Completed 49% investment in Thrive Mortgage Organic Growth Strong Financials Investments Grew loans $918.1 million, or 15.7% Grew loan commitment production to $5.4 billion, or 91% in ‘21 compared to ‘20 Grew deposits $850.8 million, or 13.1% Reported net income of $139.6 million, or $2.77 diluted EPS Maintained an efficiency ratio below 50% for ‘21 despite talent investments Increased operating ROATCE to 17.58% from 11.72% Focused on 2021 talent investments to support 2022 growth

Veritex Holdings, Inc. Supplemental Information

18 Reconciliation of Non-GAAP Financial Measures

19 Reconciliation of Non-GAAP Financial Measures

20 Reconciliation of Non-GAAP Financial Measures 12/31/2021 9/30/2021 6/30/2021 3/31/2021 12/31/2020 12/31/2021 12/31/2020 Operating Earnings Net income $ 41,506 $ 36,835 $ 29,456 $ 31,787 $ 22,801 $ 139,584 $ 73,883 Plus: Severance payments1 - - 627 - - 627 - Plus: Loss (gain) on sale of securities available for sale, net - 188 - - 256 188 (2,615) Plus: Debt extinguishment costs2 - - - - 9,746 - 11,307 Less: Thrive PPP loan forgiveness income3 - 1,912 - - - 1,912 - Plus: Merger and acquisition expenses 826 - - - - 826 - Operating pre-tax income 42,332 35,111 30,083 31,787 32,803 139,313 82,575 Less: Tax impact of adjustments (78) 39 131 - 2,100 92 1,823 Plus: Nonrecurring tax adjustments4 - - - 426 (973) 426 (2,772) Operating earnings $ 42,410 $ 35,072 $ 29,952 $ 32,213 $ 29,730 $ 139,647 $ 77,980 Weighted average diluted shares outstanding 50,441 50,306 50,331 49,998 49,837 50,352 50,036 Diluted EPS $ 0.82 $ 0.73 $ 0.59 $ 0.64 $ 0.46 $ 2.77 $ 1.48 Diluted operating EPS $ 0.84 $ 0.70 $ 0.60 $ 0.64 $ 0.60 $ 2.77 $ 1.56 (Dollars in thousands) For the Quarter Ended For the Year Ended

21 Reconciliation of Non-GAAP Financial Measures 12/31/2021 9/30/2021 6/30/2021 3/31/2021 12/31/2020 12/31/2021 12/31/2020 Pre-Tax, Pre-Provision Operating Earnings Net Income $ 41,506 $ 36,835 $ 29,456 $ 31,787 $ 22,801 $ 139,584 $ 73,883 Plus: Provision for income taxes 10,697 9,195 7,837 8,993 4,702 36,722 14,203 Plus: (Benefit) provision for credit losses and unfunded commitments (4,389) (448) 577 (570) 902 (4,830) 65,669 Plus: Severance payments1 - - 627 - - 627 - Plus: Loss (gain) on sale of securities, net - 188 - - 256 188 (2,615) Plus: Debt extinguishment costs2 - - - - 9,746 1,912 - Less: Thrive PPP loan forgiveness - 1,912 - - - - 11,307 Plus: Merger and acquisition expenses 826 - - - - 826 - Net pre-tax, pre-provision operating earnings $ 48,640 $ 43,858 $ 38,497 $ 40,210 $ 38,407 $ 171,205 $ 162,447 Average total assets $ 9,788,671 $ 9,385,470 $ 9,321,279 $ 8,941,271 $ 8,750,141 $ 9,361,578 $ 8,525,275 Pre-tax, pre-provision operating return on average assets4 1.97% 1.85% 1.66% 1.82% 1.75% 1.83% 1.91% Average Total Assets $ 9,788,671 $ 9,385,470 $ 9,321,279 $ 8,941,271 $ 8,750,141 $ 9,361,578 $ 8,525,275 Return on average assets4 1.68% 1.56% 1.27% 1.44% 1.04% 1.49% 87.00% Operating return on average assets4 1.72% 1.48% 1.29% 1.46% 1.35% 1.49% 91.00% Operating earnings adjusted for amortization of core deposit intangibles Operating earnings $ 42,410 $ 35,072 $ 29,952 $ 32,213 $ 29,730 $ 139,647 $ 77,980 Adjustments: Plus: Amortization of core deposit intangibles 2,438 2,438 2,438 2,447 2,451 9,761 9,804 Less: Tax benefit at the statutory rate 512 512 512 514 515 2,050 2,060 Operating earnings adjusted for amortization of core deposit intangibles $ 44,336 $ 36,998 $ 31,878 $ 34,146 $ 31,666 $ 147,358 $ 85,724 For the Quarter Ended For the Year Ended (Dollars in thousands)

22 Reconciliation of Non-GAAP Financial Measures

23 Reconciliation of Non-GAAP Financial Measures

Document

Exhibit 99.3

https://cdn.kscope.io/869af57867ed2a9f597fe7a8c9a1db18-veritexseclogo.jpg

PRESS RELEASE

FOR IMMEDIATE RELEASE

Veritex Holdings, Inc. Declares Cash Dividend on Common Stock

Dallas, TX – January 25, 2022 – Veritex Holdings, Inc. (Nasdaq: VBTX) (“Veritex” or the “Company”), the parent holding company for Veritex Community Bank, today announced the declaration of a quarterly cash dividend of $0.20 per share on its outstanding common stock. The dividend will be paid on or after February 25, 2022 to shareholders of record as of February 11, 2022.

About Veritex Holdings, Inc.

Forward Looking Statement

This press release contains "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. The forward-looking statements include statements regarding Veritex's projected plans and objectives, including the expected payment date of its common stock dividend. Forward-looking statements are typically identified by words such as “believe,” “expect,” “anticipate,” “intend,” “target,” “estimate,” “continue,” “positions,” “prospects” or “potential,” by future conditional verbs such as “will,” “would,” “should,” “could” or “may”, or by variations of such words or by similar expressions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties which change over time. Forward-looking statements speak only as of the date they are made and Veritex assumes no duty to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

Source: Veritex Holdings, Inc.

Media Contact:

LaVonda Renfro

972-349-6200

lrenfro@veritexbank.com

Investor Relations:

Susan Caudle

972-349-6132

scaudle@veritexbank.com