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vbtx-20230124

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 24, 2023

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 24, 2023, 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 quarter and year ended December 31, 2022. 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 25, 2023, 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 after the close of the market on Tuesday, January 24, 2023. The presentation materials are attached hereto as Exhibit 99.2 and are incorporated herein 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

After the close of the market on Tuesday, January 24, 2023, 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 February 24, 2023 to shareholders of record as of the close of business on February 10, 2023. The press release is attached hereto as Exhibit 99.3 and is incorporated herein by reference.

Forward Looking Statement

This Current Report includes “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, which change over time and are beyond our control, 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 of Veritex Holdings, Inc.’s (“Veritex”) 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; and 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,” “seeks,” “targets,” “outlooks,” “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, 2021 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 supplement, 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 Current Report 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.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.


Exhibit Number						Description
99.1						Press release, dated January 24, 2023
99.2						Presentation materials
99.3						Dividend Announcement
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 24, 2023

Document

Exhibit 99.1

VERITEX HOLDINGS, INC. REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS

Dallas, TX — January 24, 2023 —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 2022.

"Today we reported strong 2022 performance metrics with $216 million in pre-tax pre-provision earnings, or 1.97% on average assets, 1.35% operating return on average assets, 16% return on average tangible common equity and an efficiency ratio below 50% for the 5th consecutive year," said C. Malcolm Holland, III, Veritex President and Chief Executive Officer. "We generated 34% growth in loans, 24% growth in deposits, completed an oversubscribed common stock offering and expanded relationships and new customers. Looking towards 2023, we remain focused on credit discipline, lending in portfolios that align with our core deposit priorities and delivering strong financial results."


Financial Highlights	Fourth Quarter 2022			Third Quarter 2022			Fourth Quarter 2021			Full Year 2022			Full Year 2021
	(Dollars in thousands, except per share data) (unaudited)
GAAP
Net income	$	39,897		$	43,322		$	41,506		$	146,315		$	139,584
Diluted EPS	0.73			0.79			0.82			2.71			2.77
Book value per common share	26.83			26.15			26.64			26.83			26.64
Return on average assets2	1.35		%	1.50		%	1.68		%	1.33		%	1.49		%
Efficiency ratio	47.63			44.71			48.53			48.64			49.45
Return on average equity2	11.03			11.82			12.65			10.28			11.01

Non-GAAP1
Operating earnings	$	40,395		$	43,625		$	42,410		$	147,889		$	139,647
Diluted operating EPS	0.74			0.80			0.84			2.74			2.77
Tangible book value per common share	18.64			17.91			17.49			18.64			17.49
Pre-tax, pre-provision operating earnings	63,694			63,454			48,640			216,413			171,205
Pre-tax, pre-provision operating return on average assets2	2.15		%	2.20		%	1.97		%	1.97		%	1.83		%
Operating return on average assets2	1.36			1.51			1.72			1.35			1.49
Operating efficiency ratio	47.11			44.37			47.64			48.21			49.27

Return on average tangible common equity2	16.75			17.82			20.06			15.78			17.57
Operating return on average tangible common equity2	16.95			17.94			20.48			15.94			17.58

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 2022 Highlights:

•Pre-tax, pre-provision operating return on average assets decreased 5 basis points ("bps") from the third quarter of 2022 to 2.15%, and grew 14 bps year-over-year;

•Net interest margin increased to 3.87%, up 10 bps from the third quarter of 2022, and grew by 50 bps year-over-year;

•Tangible book value per common share increased to $18.64 during the three months ended December 31, 2022 compared to $17.91 for the three months ended September 30, 2022 and $17.49 for the three months ended December 31, 2021;

•Total loans held for investment ("LHI"), excluding Paycheck Protection Program ("PPP") and mortgage warehouse ("MW") loans, grew $524.0 million, from the third quarter of 2022, or 24.4% annualized, and grew $2.3 billion, or 33.5%, year-over-year;

•Total deposits grew $374.8 million for the fourth quarter of 2022, or 17.0% annualized, with the average cost of total deposits increasing to 1.46% for the three months ended December 31, 2022 from 0.76% for the three months ended September 30, 2022. Total deposits grew $1.8 billion, or 23.9%, year-over-year;

•Non-performing assets ("NPAs"), excluding nonaccrual purchased credit deteriorated ("PCD") loans, to total assets decreased to 0.25% , or 1 basis point from September 30, 2022, and decreased 26 bps from December 31, 2021;

•Net charge-offs to average loans outstanding, excluding MW and PPP loans decreased 21 bps for the year ended December 31, 2022, compared to December 31, 2021;

•Declared quarterly cash dividend of $0.20 per share of outstanding common stock payable on February 24, 2023.

Results of Operations for the Three Months Ended December 31, 2022

Net Interest Income

For the three months ended December 31, 2022, net interest income before provision for credit losses was $106.1 million and net interest margin was 3.87%, compared to $101.0 million and 3.77%, respectively, for the three months ended September 30, 2022. The $5.1 million increase in net interest income before provision for credit losses was primarily due to a $27.6 million increase in interest income on loans driven by an increase in average balances and loan yields, offset by a $23.9 million increase in total interest expense on interest bearing liabilities driven by an increase in average balances and rates during three months ended December 31, 2022. Net interest margin increased 10 bps from the three months ended September 30, 2022, primarily due to the increase in yields earned on loans during the three months ended December 31, 2022, partially offset by an increase in funding costs.

Compared to the three months ended December 31, 2021, net interest income before provision for credit losses for the three months ended December 31, 2022 increased by $29.4 million, or 38.3%. The increase was primarily due to a $62.7 million increase in interest income on loans driven by an increase in average balances and loan yields, offset by a $22.4 million increase in interest expenses on interest-bearing demand and savings deposits and $6.9 million increase in certificates and other time deposits. Net interest margin increased 50 bps to 3.87% for the three months ended December 31, 2022 from 3.37% for the three months ended December 31, 2021. The increase was primarily due to an increase in average balances and loan yields during the three months ended December 31, 2022, partially offset by an increase in funding costs.

Noninterest Income

Noninterest income for the three months ended December 31, 2022 was $14.3 million, an increase of $1.3 million, or 10.0%, compared to the three months ended September 30, 2022. The increase in noninterest income was primarily due to a $7.0 million increase in gain on sale of USDA loans through our wholly owned subsidiary, North Avenue Capital, LLC ("NAC"). This increase was partially offset by an increase of $4.4 million in equity method investment losses and a $1.1 million decrease in customer swap income.

Compared to the three months ended December 31, 2021, noninterest income for the three months ended December 31, 2022 decreased $1.8 million, or 11.3%. The decrease was primarily due to a $6.7 million decrease in equity method investment income and $1.7 million decrease in gain on sale of SBA loans. The decrease was partially offset by a $5.7 million increase in gain on sale of USDA loans through NAC and a $1.5 million increase in customer swap income.

Noninterest Expense

Noninterest expense was $57.4 million for the three months ended December 31, 2022, compared to $51.0 million for the three months ended September 30, 2022, an increase of $6.4 million, or 12.5%. The increase was primarily driven by a $4.0 million increase in salaries and employee benefits from continued investment in talent, a $688 thousand increase in data processing and software expenses, a $683 thousand increase in professional and regulatory fees and a $501 thousand increase in occupancy and equipment.

Noninterest expense was $57.4 million for the three months ended December 31, 2022, compared to $45.1 million for the three months ended December 31, 2021, an increase of $12.3 million, or 27.2%. The increase was primarily driven by a $8.3 million increase in salary and employee benefits, from continued investment in talent. Additionally, the increase was driven by data processing and software expense of $1.6 million, professional and regulatory fees of $1.4 million, and occupancy and equipment of $718 thousand.

Financial Condition

Total LHI, excluding MW and PPP, were $9.0 billion at December 31, 2022, an increase of $524.0 million, or 24.4% annualized, compared to September 30, 2022, and an increase of $2.3 billion, or 33.5%, compared to December 31, 2021. These increases were the result of the continued execution and success of our loan growth strategy, including our investment in talent during 2022.

Total deposits were $9.1 billion at December 31, 2022, an increase of $374.8 million, or 17.0% annualized, compared to September 30, 2022, and an increase of $1.8 billion, or 23.9%, compared to December 31, 2021. The increase from September 30, 2022 was primarily the result of increase of $419.3 million in certificates and other time deposits and an increase of $126.3 million in interest-bearing transaction, money market and savings deposits accounts. The increase was partially offset by a decrease of $170.8 million of noninterest bearing deposits. The increase from December 31, 2021 was primarily the result of increases of $1.1 billion and $510.1 million in interest-bearing transaction, money market, and savings and certificates and other time deposits, respectively.

Asset Quality

NPAs increased to $43.7 million, or 0.36% of total assets, at December 31, 2022, compared to $30.6 million, or 0.26% of total assets, at September 30, 2022. The increase is primarily the result of a $13.2 million pool of PCD loans placed on non-accrual status during the three months ended December 31, 2022. Excluding the nonaccrual PCD loans, NPAs decreased to $30.5 million, or 0.25% of total assets. The Company had net charge-offs of $5.8 million for the fourth quarter of 2022. Net charge-offs compared to average loans outstanding were 17 bps for the year ended December 31, 2022, compared to 38 bps for year ended December 31, 2021.

The Company recorded a provision for credit losses of $11.8 million for the three months ended December 31, 2022, compared to a provision for credit losses of $6.7 million and a benefit for credit losses of $3.3 million for the three months ended September 30, 2022 and December 31, 2021, respectively. The provision for credit losses reported for the three months ended December 31, 2022, compared to the three months ended September 30, 2022 and December 31, 2021, respectively, was primarily attributable to an increase in general reserves as a result of changes in economic factors and loan growth. During the three months ended December 31, 2022, the Company recorded a $523 thousand benefit for unfunded commitments, which was primarily driven by decreases in unfunded balances.

Allowance for credit losses ("ACL") as a percentage of LHI, excluding MW and PPP loans, was 1.01%, 1.00% and 1.15% at December 31, 2022, September 30, 2022 and December 31, 2021, respectively.

Dividend Information

On January 24, 2023, 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 February 24, 2023 to stockholders of record as of the close of business on February 10, 2023.

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 25, 2023 at 8:30 a.m. Central Time. Participants may pre-register for the call by visiting https://edge.media-server.com/mmc/p/767zfwtq and will receive a unique PIN, which can be used when dialing in for the call.

Participants may also register via teleconference at:

https://register.vevent.com/register/BI7ccf0c5ef7d84e35916df74d12b9e4ad. Once registration is completed, participants will be provided with a dial-in number containing a personalized conference code to access the call. All participants are instructed to dial-in 15 minutes prior to the start time.

A replay will be available within approximately two hours after the completion of the call, and made accessible for one week. You may access the replay via webcast through the investor relations section of Veritex’s website.

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 and Investor Relations:

investorrelations@veritexbank.com

Forward-Looking Statements

This earnings release includes “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, which change over time and are beyond our control, 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 of Veritex Holdings, Inc.’s (“Veritex”) 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; and 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,” “seeks,” “targets,” “outlooks,” “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, 2021 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 supplement, 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, 2022			Sep 30, 2022			Jun 30, 2022			Mar 31, 2022			Dec 31, 2021			Dec 31, 2022			Dec 31, 2021
	(Dollars and shares in thousands, except per-share data)
Per Share Data (Common Stock):
Basic EPS	$	0.74		$	0.80		$	0.55		$	0.66		$	0.84		$	2.75		$	2.83
Diluted EPS	0.73			0.79			0.54			0.65			0.82			2.71			2.77
Book value per common share	26.83			26.15			26.50			26.86			26.64			26.83			26.64
Tangible book value per common share1	18.64			17.91			18.20			18.51			17.49			18.64			17.49
Dividends paid per common share outstanding2	0.20			0.20			0.20			0.20			0.20			0.80			0.77

Common Stock Data:
Shares outstanding at period end	54,030			53,988			53,951			53,907			49,372			54,030			49,372
Weighted average basic shares outstanding for the period	54,011			53,979			53,949			50,695			49,329			53,170			49,405
Weighted average diluted shares outstanding for the period	54,780			54,633			54,646			51,571			50,441			53,952			50,352

Summary of Credit Ratios:
ACL to total LHI, excluding MW and PPP loans	1.01		%	1.00		%	1.02		%	1.02		%	1.15		%	1.01		%	1.15		%
NPAs to total assets	0.36			0.26			0.40			0.46			0.51			0.36			0.51
NPAs, excluding nonaccrual PCD loans, to total assets3	0.25			0.26			0.40			0.46			0.51			0.25			0.51

Net charge-offs to average loans outstanding, excluding MW and PPP loans4	0.28			0.12			0.04			0.28			0.75			0.17			0.38

Summary Performance Ratios:
Return on average assets4	1.35		%	1.50		%	1.11		%	1.36		%	1.68		%	1.33		%	1.49		%
Return on average equity4	11.03			11.82			8.21			10.00			12.65			10.28			11.01
Return on average tangible common equity1, 4	16.75			17.82			12.68			15.84			20.06			15.78			17.57
Efficiency ratio	47.63			44.71			50.76			52.84			48.53			48.64			49.45
Net interest margin	3.87			3.77			3.42			3.22			3.37			3.59			3.24

Selected Performance Metrics - Operating:
Diluted operating EPS1	$	0.74		$	0.80		$	0.55		$	0.66		$	0.84		$	2.74		$	2.77
Pre-tax, pre-provision operating return on average assets1, 2	2.15		%	2.20		%	1.76		%	1.71		%	1.97		%	1.97		%	1.83		%
Operating return on average assets1,4	1.36			1.51			1.12			1.38			1.72			1.35			1.49
Operating return on average tangible common equity1,3	16.95			17.94			12.77			16.08			20.48			15.94			17.58
Operating efficiency ratio1	47.11			44.37			50.45			52.05			47.64			48.21			49.27

Veritex Holdings, Inc. Capital Ratios:
Average stockholders' equity to average total assets	12.20		%	12.69		%	13.51		%	13.58		%	13.30		%	12.96		%	13.54		%
Tangible common equity to tangible assets1	8.60			8.58			9.04			9.98			9.28			8.60			9.28
Tier 1 capital to average assets (leverage)	9.82			9.79			10.14			10.66			9.05			9.82			9.05
Common equity tier 1 capital	9.09			9.09			9.25			9.84			8.58			9.09			8.58
Tier 1 capital to risk-weighted assets	9.34			9.35			9.52			10.14			8.89			9.34			8.89
Total capital to risk-weighted assets	11.63			11.68			11.95			12.73			11.60			11.63			11.60

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.

3 Nonaccrual PCD loans consist of PCD loans that transitioned upon adoption of ASC 326 and were accounted for on a pooled basis that have subsequently been placed on nonaccrual status.

4Annualized ratio for quarterly metrics.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(in thousands)


	Dec 31, 2022		Sep 30, 2022		Jun 30, 2022		Mar 31, 2022		Dec 31, 2021
	(unaudited)		(unaudited)		(unaudited)		(unaudited)
ASSETS


Cash and cash equivalents	$	436,077	$	433,897	$	410,716	$	551,573	$	379,784
Debt securities	1,282,460		1,303,004		1,354,403		1,244,514		1,052,494
Other investments	122,450		115,551		202,685		188,699		190,591

Loans held for sale	20,641		17,644		14,210		18,721		26,007
LHI PPP loans, carried at fair value	1,995		2,821		7,339		18,512		53,369
LHI, MW	446,227		523,805		629,291		542,877		565,645
LHI, excluding MW and PPP	9,034,429		8,510,433		7,915,792		7,125,429		6,766,009
Total loans	9,503,292		9,054,703		8,566,632		7,705,539		7,411,030
ACL	(91,052)		(85,037)		(80,576)		(72,485)		(77,754)
Bank-owned life insurance	84,496		84,030		84,097		83,641		83,194
Bank premises, furniture and equipment, net	108,824		108,720		108,769		109,138		109,271
Other real estate owned ("OREO")	—		—		1,032		1,062		—
Intangible assets, net of accumulated amortization	53,213		56,238		59,011		63,986		66,017
Goodwill	404,452		404,452		404,452		404,452		403,771
Other assets	250,149		238,896		193,590		173,561		138,851

Total assets	$	12,154,361	$	11,714,454	$	11,304,811	$	10,453,680	$	9,757,249
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Noninterest-bearing deposits	$	2,640,617	$	2,811,412	$	2,947,830	$	2,765,895	$	2,510,723
Interest-bearing transaction and savings deposits	4,395,975		4,269,668		4,007,250		3,688,292		3,276,312
Certificates and other time deposits	2,086,642		1,667,364		1,562,626		1,435,409		1,576,580
Total deposits	9,123,234		8,748,444		8,517,706		7,889,596		7,363,615
Accounts payable and other liabilities	177,579		173,198		126,116		105,552		69,160

Advances from Federal Home Loan Bank ("FHLB")	1,175,000		1,150,000		1,000,000		777,522		777,562
Subordinated debentures and subordinated notes	228,775		228,524		228,272		228,018		227,764
Securities sold under agreements to repurchase	—		2,389		3,275		4,996		4,069

Total liabilities	10,704,588		10,302,555		9,875,369		9,005,684		8,442,170
Commitments and contingencies
Stockholders’ equity:

Common stock	607		606		606		605		560
Additional paid-in capital	1,306,852		1,303,171		1,300,170		1,297,161		1,142,758
Retained earnings	379,299		350,195		317,664		298,830		275,273

Accumulated other comprehensive (loss) income	(69,403)		(74,491)		(21,416)		18,982		64,070
Treasury stock	(167,582)		(167,582)		(167,582)		(167,582)		(167,582)
Total stockholders’ equity	1,449,773		1,411,899		1,429,442		1,447,996		1,315,079
Total liabilities and stockholders’ equity	$	12,154,361	$	11,714,454	$	11,304,811	$	10,453,680	$	9,757,249

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(in thousands, except per share data)


	For the Quarter Ended										For the Year Ended
	Dec 31, 2022		Sep 30, 2022		Jun 30, 2022		Mar 31, 2022		Dec 31, 2021		Dec 31, 2022		Dec 31, 2021
Interest income:
Loans, including fees	$	136,846	$	109,199	$	82,191	$	71,443	$	74,174	$	399,679	$	280,526
Debt securities	10,880		10,462		9,632		7,762		9,553		38,736		32,132
Deposits in financial institutions and Fed Funds sold	3,401		1,898		714		262		165		6,275		589
Equity securities and other investments	1,087		1,666		1,057		910		1,004		4,720		3,237
Total interest income	152,214		123,225		93,594		80,377		84,896		449,410		316,484
Interest expense:
Transaction and savings deposits	24,043		12,897		4,094		1,751		1,629		42,785		6,858
Certificates and other time deposits	8,543		3,919		1,465		1,380		1,661		15,307		9,079
Advances from FHLB	10,577		2,543		834		1,547		1,847		15,501		7,336
Subordinated debentures and subordinated notes	2,954		2,826		2,721		2,659		3,018		11,160		12,428
Total interest expense	46,117		22,185		9,114		7,337		8,155		84,753		35,701
Net interest income	106,097		101,040		84,480		73,040		76,741		364,657		280,783
Provision (benefit) for credit losses	11,800		6,650		9,000		(500)		(3,349)		26,950		(3,349)
(Benefit) provision for unfunded commitments	(523)		850		—		493		(1,040)		820		(1,481)
Net interest income after provisions	94,820		93,540		75,480		73,047		81,130		336,887		285,613
Noninterest income:
Service charges and fees on deposit accounts	5,173		5,217		5,039		4,710		4,782		20,139		16,742
Loan fees	2,477		2,786		2,385		2,794		2,697		10,442		7,607
Loss on sales of investment securities	—		—		—		—		—		—		(188)
Gain on sales of mortgage loans held for sale	4		16		223		307		293		550		1,592
Government guaranteed loan income, net	7,808		572		789		4,891		3,423		14,060		15,760
Equity method investment (loss) income	(5,416)		(1,058)		966		367		1,238		(5,141)		5,760
Customer swap income	2,273		3,358		1,321		946		796		7,898		2,491
Other income (loss)	2,007		2,130		(345)		1,082		2,921		4,874		8,641
Total noninterest income	14,326		13,021		10,378		15,097		16,150		52,822		58,405
Noninterest expense:
Salaries and employee benefits	33,690		29,714		26,924		27,513		25,401		117,841		94,748
Occupancy and equipment	5,116		4,615		4,496		4,517		4,398		18,744		17,263
Professional and regulatory fees	4,401		3,718		2,865		3,158		3,017		14,142		12,945
Data processing and software expense	4,197		3,509		3,386		2,921		2,597		14,013		9,946
Marketing	1,841		1,845		2,306		1,187		1,443		7,179		5,344
Amortization of intangibles	2,495		2,494		2,495		2,495		2,494		9,979		10,057
Telephone and communications	358		389		352		385		380		1,484		1,434
Merger and acquisition ("M&A") expense	—		384		295		700		826		1,379		826
Other	5,261		4,323		5,034		3,696		4,521		18,314		15,149
Total noninterest expense	57,359		50,991		48,153		46,572		45,077		203,075		167,712
Income before income tax expense	51,787		55,570		37,705		41,572		52,203		186,634		176,306
Income tax expense	11,890		12,248		8,079		8,102		10,697		40,319		36,722
Net income	$	39,897	$	43,322	$	29,626	$	33,470	$	41,506	$	146,315	$	139,584

Basic EPS	$	0.74	$	0.80	$	0.55	$	0.66	$	0.84	$	2.75	$	2.83
Diluted EPS	$	0.73	$	0.79	$	0.54	$	0.65	$	0.82	$	2.71	$	2.77
Weighted average basic shares outstanding	54,011		53,979		53,949		50,695		49,329		53,170		49,405
Weighted average diluted shares outstanding	54,780		54,633		54,646		51,571		50,441		53,952		50,352

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)


	For the Quarter Ended
	December 31, 2022						September 30, 2022						December 31, 2021
	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	$	8,741,023	$	131,817	5.98	%	$	8,277,762	$	104,543	5.01	%	$	6,777,397	$	70,334	4.12	%
LHI, MW	383,080		5,024		5.20		448,556		4,649		4.11		483,850		3,629		2.98
PPP loans	2,357		6		1.00		2,775		7		1.00		83,553		211		1.00
Debt securities	1,286,342		10,880		3.36		1,362,365		10,462		3.05		1,092,089		9,553		3.47
Interest-earning deposits in other banks	353,737		3,401		3.81		346,296		1,898		2.17		417,266		165		0.16
Equity securities and other investments	119,054		1,087		3.62		203,528		1,666		3.25		191,031		1,004		2.09
Total interest-earning assets	10,885,593		152,215		5.55		10,641,282		123,225		4.59		9,045,186		84,896		3.72
ACL	(85,275)						(81,888)						(95,218)
Noninterest-earning assets	960,726						901,463						838,703
Total assets	$	11,761,044					$	11,460,857					$	9,788,671

Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	4,321,936	24,043		2.21	%	$	4,164,164	$	12,897	1.23	%	$	3,357,958	1,629		0.19	%
Certificates and other time deposits	1,785,152		8,543		1.90		1,656,347		3,919		0.94		1,615,066		1,661		0.41
Advances from FHLB	1,073,049		10,577		3.91		904,065		2,543		1.12		777,577		1,847		0.94
Subordinated debentures and subordinated notes	229,037		2,954		5.12		231,012		2,826		4.85		259,191		3,018		4.62
Total interest-bearing liabilities	7,409,174		46,117		2.47		6,955,588		22,185		1.27		6,009,792		8,155		0.54

Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,737,468						2,925,462						2,413,443
Other liabilities	179,584						125,991						63,760
Total liabilities	10,326,226						10,007,041						8,486,995
Stockholders’ equity	1,434,818						1,453,816						1,301,676
Total liabilities and stockholders’ equity	$	11,761,044					$	11,460,857					$	9,788,671

Net interest rate spread2					3.08	%					3.32	%					3.18	%
Net interest income and margin3			$	106,098	3.87	%			$	101,040	3.77	%			$	76,741	3.37	%

1 Includes average outstanding balances of loans held for sale of $15,296, $14,023 and $8,987 for the three months ended December 31, 2022, September 30, 2022 and December 31, 2021, 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,
	2022						2021
	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	$	7,865,432	$	382,883	4.87	%	$	6,285,510	$	263,583	4.19	%
LHI, MW	433,062		16,671		3.85		468,001		14,219		3.04
PPP loans	12,517		125		1.00		272,770		2,724		1.00
Debt securities	1,277,643		38,736		3.03		1,092,967		32,132		2.94
Interest-earning deposits in other banks	405,471		6,275		1.55		410,785		589		0.14
Equity securities and other investments	169,875		4,720		2.78		133,594		3,237		2.42
Total interest-earning assets	10,164,000		449,410		4.42		8,663,627		316,484		3.65
ACL	(79,845)						(101,383)
Noninterest-earning assets	905,103						799,334
Total assets	$	10,989,258					$	9,361,578

Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	3,934,926	42,785		1.09		$	3,198,225	6,858		0.21
Certificates and other time deposits	1,601,687		15,307		0.96		1,540,188		9,079		0.59
Advances from FHLB	896,687		15,501		1.73		777,635		7,336		0.94
Subordinated debentures and subordinated notes	230,984		11,160		4.83		263,535		12,428		4.72
Total interest-bearing liabilities	6,664,284		84,753		1.27		5,779,583		35,701		0.62

Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,782,077						2,256,546
Other liabilities	119,237						57,457
Total liabilities	9,565,598						8,093,586
Stockholders’ equity	1,423,660						1,267,992
Total liabilities and stockholders’ equity	$	10,989,258					$	9,361,578

Net interest rate spread2					3.15	%					3.03	%
Net interest income and margin3			$	364,657	3.59	%			$	280,783	3.24	%

1Includes average outstanding balances of loans held for sale of $13,558 and $12,093 for the twelve months ended December 31, 2022 and 2021, 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, 2022		Sep 30, 2022		Jun 30, 2022		Mar 31, 2022		Dec 31, 2021
Average yield on interest-earning assets:
Loans1	5.98	%	5.01	%	4.16	%	4.03	%	4.12	%
LHI, MW	5.20		4.11		3.29		2.95		2.98
PPP loans	1.00		1.00		1.00		1.00		1.00
Debt securities	3.36		3.05		2.93		2.76		3.47
Interest-bearing deposits in other banks	3.81		2.17		0.77		0.19		0.16
Equity securities and other investments	3.62		3.25		2.53		1.94		2.09
Total interest-earning assets	5.55	%	4.59	%	3.79	%	3.54	%	3.72	%

Average rate on interest-bearing liabilities:
Interest-bearing demand and savings deposits	2.21	%	1.23	%	0.44	%	0.20	%	0.19	%
Certificates and other time deposits	1.90		0.94		0.40		0.37		0.41
Advances from FHLB	3.91		1.12		0.40		0.81		0.94
Subordinated debentures and subordinated notes	5.12		4.85		4.70		4.65		4.62
Total interest-bearing liabilities	2.47	%	1.27	%	0.58	%	0.50	%	0.54	%

Net interest rate spread2	3.08	%	3.32	%	3.21	%	3.04	%	3.18	%
Net interest margin3	3.87	%	3.77	%	3.42	%	3.22	%	3.37	%

1 Includes average outstanding balances of loans held for sale of $15,296, $14,023, $12,112, $12,769 and $8,987 for the three months ended December 31, 2022, September 30, 2022, June 30, 2022, March 31, 2022 and December 31, 2021, 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, 2022		Sep 30, 2022		Jun 30, 2022		Mar 31, 2022		Dec 31, 2021
Average cost of interest-bearing deposits	2.12	%	1.15	%	0.43	%	0.26	%	0.26	%
Average costs of total deposits, including noninterest-bearing	1.46		0.76		0.28		0.17		0.18

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

LHI and Deposit Portfolio Composition


	Dec 31, 2022					Sep 30, 2022					Jun 30, 2022					Mar 31, 2022					Dec 31, 2021
	(In thousands, except percentages)
LHI1
Commercial	$	2,940,353		32.4	%	$	2,740,948		32.1	%	$	2,450,403		30.9	%	$	2,125,900		29.8	%	$	2,006,876		29.6	%
Real Estate:
Owner occupied commercial ("OOCRE")	715,829			7.9		677,705			7.9		646,723			8.2		633,615			8.9		665,537			9.8
Non-owner occupied commercial ("NOOCRE")	2,341,379			25.9		2,273,305			26.7		2,203,970			27.8		2,145,826			30.0		2,120,309			31.3
Construction and land	1,787,400			19.7		1,673,997			19.6		1,532,997			19.3		1,297,338			18.2		1,062,144			15.7
Farmland	43,500			0.5		43,569			0.5		47,319			0.6		48,095			0.7		55,827			0.8
1-4 family residential	894,456			9.9		858,693			10.1		765,260			9.6		604,408			8.5		542,566			8.0
Multi-family residential	322,679			3.6		252,244			3.0		276,632			3.5		272,250			3.8		310,241			4.6
Consumer	7,806			0.1		7,465			0.1		7,520			0.1		9,533			0.1		11,998			0.2
Total LHI	$	9,053,402		100	%	$	8,527,926		100	%	$	7,930,824		100	%	$	7,136,965		100	%	$	6,775,498		100	%

MW	446,227					523,805					629,291					542,877					565,645
PPP loans	1,995					2,821					7,339					18,512					53,369

Total LHI1	$	9,501,624				$	9,054,552				$	8,567,454				$	7,698,354				$	7,394,512

Deposits
Noninterest-bearing	$	2,640,617		28.9	%	$	2,811,412		32.1	%	$	2,947,830		34.6	%	$	2,765,895		35.1	%	$	2,510,723		34.1	%
Interest-bearing transaction	622,814			6.8		603,729			6.9		660,557			7.8		599,580			7.6		579,408			7.9
Money market	3,654,868			40.1		3,533,532			40.4		3,217,195			37.8		2,958,790			37.5		2,568,843			34.9
Savings	118,293			1.3		132,407			1.5		129,498			1.5		129,922			1.6		128,061			1.7
Certificates and other time deposits	2,086,642			22.9		1,667,364			19.1		1,562,626			18.3		1,435,409			18.2		1,576,580			21.4
Total deposits	$	9,123,234		100	%	$	8,748,444		100	%	$	8,517,706		100	%	$	7,889,596		100	%	$	7,363,615		100	%

Loan to Deposit Ratio	104.1		%			103.5		%			100.6		%			97.6		%			100.4		%
Loan to Deposit Ratio, excluding MW and PPP loans	99.2		%			97.5		%			93.1		%			90.5		%			92.0		%

1 Total LHI does not include deferred costs of $19.0 million, $17.5 million, $15.0 million, $11.5 million and $9.5 million at December 31, 2022, September 30, 2022, June 30, 2022, March 31, 2022 and December 31, 2021, respectively.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

Asset Quality


	For the Quarter Ended															For the Year Ended
	Dec 31, 2022			Sep 30, 2022			Jun 30, 2022			Mar 31, 2022			Dec 31, 2021			Dec 31, 2022			Dec 31, 2021
	(In thousands, except percentages)
NPAs:
Nonaccrual loans	$	30,364		$	30,592		$	42,242		$	46,680		$	49,687		$	30,364		$	49,687
Nonaccrual PCD loans1	13,178			—			—			—			—			13,178			—
Accruing loans 90 or more days past due2	125			—			1,753			264			441			125			441

Total nonperforming loans held for investment ("NPLs")	43,667			30,592			43,995			46,944			50,128			43,667			50,128
OREO	—			—			1,032			1,062			—			—			—
Total NPAs	$	43,667		$	30,592		$	45,027		$	48,006		$	50,128		$	43,667		$	50,128

Charge-offs:
1-4 family residential	$	—		$	—		$	—		$	—		$	—		$	—		$	(379)
OOCRE	—			(1,061)			(244)			(1,341)			(898)			(2,646)			(2,400)
NOOCRE	(1,019)			(838)			—			(553)			(7,936)			(2,410)			(7,936)
Commercial	(5,449)			(460)			(528)			(3,294)			(4,114)			(9,731)			(15,576)
Consumer	(41)			(19)			(1,091)			(134)			(44)			(1,285)			(99)
Total charge-offs	(6,509)			(2,378)			(1,863)			(5,322)			(12,992)			(16,072)			(26,390)

Recoveries:
1-4 family residential	24			4			3			—			6			31			64
OOCRE	26			—			245			—			—			271			500
NOOCRE	229			3			93			400			—			725			—
Commercial	415			177			572			144			61			1,308			1,542
Consumer	30			5			41			9			257			85			303
Total recoveries	724			189			954			553			324			2,420			2,409

Net charge-offs	$	(5,785)		$	(2,189)		$	(909)		$	(4,769)		$	(12,668)		$	(13,652)		$	(23,981)



ACL	$	91,052		$	85,037		$	80,576		$	72,485		$	77,754		$	91,052		$	77,754



Asset Quality Ratios:
NPAs to total assets	0.36		%	0.26		%	0.40		%	0.46		%	0.51		%	0.36		%	0.51		%
NPAs, excluding nonaccrual PCD loans, to total assets	0.25			0.26			0.40			0.46			0.51			0.25			0.51
NPLs to total LHI, excluding MW and PPP loans	0.48			0.36			0.55			0.66			0.74			0.48			0.74
NPLs, excluding nonaccrual PCD loans, to total LHI, excluding MW and PPP loans	0.34			0.36			0.55			0.66			0.74			0.34			0.74
ACL to total LHI, excluding MW and PPP loans	1.01			1.00			1.02			1.02			1.15			1.01			1.15

Net charge-offs to average loans outstanding3	0.28			0.12			0.04			0.28			0.75			0.17			0.38

1 Nonaccrual PCD loans consist of PCD loans that transitioned upon adoption of ASC 326 and were accounted for on a pooled basis that have subsequently been placed on nonaccrual status.

2 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.

3Annualized ratio for quarterly metrics.

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, 2022		Sep 30, 2022		Jun 30, 2022		Mar 31, 2022		Dec 31, 2021
	(Dollars in thousands, except per share data)
Tangible Common Equity
Total stockholders' equity	$	1,449,773	$	1,411,899	$	1,429,442	$	1,447,996	$	1,315,079
Adjustments:
Goodwill	(404,452)		(404,452)		(404,452)		(404,452)		(403,771)
Core deposit intangibles	(38,247)		(40,684)		(43,122)		(45,560)		(47,998)
Tangible common equity	$	1,007,074	$	966,763	$	981,868	$	997,984	$	863,310
Common shares outstanding	54,030		53,988		53,951		53,907		49,372

Book value per common share	$	26.83	$	26.15	$	26.50	$	26.86	$	26.64
Tangible book value per common share	$	18.64	$	17.91	$	18.20	$	18.51	$	17.49

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, 2022			Sep 30, 2022			Jun 30, 2022			Mar 31, 2022			Dec 31, 2021
	(Dollars in thousands, except percentages)
Tangible Common Equity
Total stockholders' equity	$	1,449,773		$	1,411,899		$	1,429,442		$	1,447,996		$	1,315,079
Adjustments:
Goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(403,771)
Core deposit intangibles	(38,247)			(40,684)			(43,122)			(45,560)			(47,998)
Tangible common equity	$	1,007,074		$	966,763		$	981,868		$	997,984		$	863,310
Tangible Assets
Total assets	$	12,154,361		$	11,714,454		$	11,304,811		$	10,453,680		$	9,757,249
Adjustments:
Goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(403,771)
Core deposit intangibles	(38,247)			(40,684)			(43,122)			(45,560)			(47,998)
Tangible Assets	$	11,711,662		$	11,269,318		$	10,857,237		$	10,003,668		$	9,305,480
Tangible Common Equity to Tangible Assets	8.60		%	8.58		%	9.04		%	9.98		%	9.28		%

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, 2022			Sep 30, 2022			Jun 30, 2022			Mar 31, 2022			Dec 31, 2021			Dec 31, 2022			Dec 31, 2021
	(Dollars in thousands, except for percentages)
Net income available for common stockholders adjusted for amortization of core deposit intangibles
Net income	$	39,897		$	43,322		$	29,626		$	33,470		$	41,506		$	146,315		$	139,584
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,438			2,438			2,438			2,438			9,752			9,761
Less: Tax benefit at the statutory rate	512			512			512			512			512			2,048			2,050
Net income available for common stockholders adjusted for amortization of core deposit intangibles	$	41,823		$	45,248		$	31,552		$	35,396		$	43,432		$	154,019		$	147,295

Average Tangible Common Equity
Total average stockholders' equity	$	1,434,818		$	1,453,816		$	1,447,377		$	1,357,448		$	1,301,676		$	1,423,660		$	1,267,992
Adjustments:
Average goodwill	(404,452)			(404,452)			(404,452)			(404,014)			(393,220)			(404,344)			(376,480)
Average core deposit intangibles	(39,792)			(42,230)			(44,720)			(47,158)			(49,596)			(43,451)			(53,233)
Average tangible common equity	$	990,574		$	1,007,134		$	998,205		$	906,276		$	858,860		$	975,865		$	838,279
Return on Average Tangible Common Equity (Annualized)	16.75		%	17.82		%	12.68		%	15.84		%	20.06		%	15.78		%	17.57		%

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 Mortgage, LLC's ("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, 2022		Sep 30, 2022		Jun 30, 2022		Mar 31, 2022		Dec 31, 2021		Dec 31, 2022		Dec 31, 2021
	(Dollars in thousands, except per share data)
Operating Earnings
Net income	$	39,897	$	43,322	$	29,626	$	33,470	$	41,506	$	146,315	$	139,584
Plus: Severance payments1	630		—		—		—		—		630		627
Plus: Loss on sale of debt securities AFS, net	—		—		—		—		—		—		188
Less: Thrive PPP loan forgiveness income2	—		—		—		—		—		—		1,912


Plus: M&A expenses	—		384		295		700		826		1,379		826
Operating pre-tax income	40,527		43,706		29,921		34,170		42,332		148,324		139,313
Less: Tax impact of adjustments	132		81		66		156		(78)		435		92


Plus: Nonrecurring tax adjustments3	—		—		—		—		—		—		426
Operating earnings	$	40,395	$	43,625	$	29,855	$	34,014	$	42,410	$	147,889	$	139,647

Weighted average diluted shares outstanding	54,780		54,633		54,646		51,571		50,441		53,952		50,352
Diluted EPS	$	0.73	$	0.79	$	0.54	$	0.65	$	0.82	$	2.71	$	2.77
Diluted operating EPS	$	0.74	$	0.80	$	0.55	$	0.66	$	0.84	$	2.74	$	2.77

1 Severance payments relate to restructurings made for the years ended December 31, 2022 and 2021.

2 During the year ended December 31, 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.

3 A nonrecurring tax adjustment of $426 thousand recorded for the year ended December 31, 2021 was due to a true-up of a deferred tax liability.


	For the Quarter Ended															For the Year Ended
	Dec 31, 2022			Sep 30, 2022			Jun 30, 2022			Mar 31, 2022			Dec 31, 2021			Dec 31, 2022			Dec 31, 2021
	(Dollars in thousands, except percentages)
Pre-Tax, Pre-Provision Operating Earnings
Net Income	$	39,897		$	43,322		$	29,626		$	33,470		$	41,506		$	146,315		$	139,584
Plus: Provision for income taxes	11,890			12,248			8,079			8,102			10,697			40,319			36,722
Plus: Provision (benefit) for credit losses and unfunded commitments	11,277			7,500			9,000			(7)			(4,389)			27,770			(4,830)
Plus: Severance payments	630			—			—			—			—			630			627
Plus: Loss on sale of debt securities AFS, net	—			—			—			—			—			—			188
Less: Thrive PPP loan forgiveness income	—			—			—			—			—			—			1,912

Plus: M&A expenses	—			384			295			700			826			1,379			826
Net pre-tax, pre-provision operating earnings	$	63,694		$	63,454		$	47,000		$	42,265		$	48,640		$	216,413		$	171,205

Total average assets	$	11,761,044		$	11,460,857		$	10,711,663		$	9,998,922		$	9,788,671		$	10,989,258		$	9,361,578
Pre-tax, pre-provision operating return on average assets1	2.15		%	2.20		%	1.76		%	1.71		%	1.97		%	1.97		%	1.83		%

Average Total Assets	$	11,761,044		$	11,460,857		$	10,711,663		$	9,998,922		$	9,788,671		$	10,989,258		$	9,361,578
Return on average assets1	1.35		%	1.50		%	1.11		%	1.36		%	1.68		%	1.33		%	1.49		%
Operating return on average assets1	1.36			1.51			1.12			1.38			1.72			1.35			1.49

Operating earnings adjusted for amortization of core deposit intangibles
Operating earnings	$	40,395		$	43,625		$	29,855		$	34,014		$	42,410		$	147,889		$	139,647
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,438			2,438			2,438			2,438			9,752			9,761
Less: Tax benefit at the statutory rate	512			512			512			512			512			2,048			2,050
Operating earnings adjusted for amortization of core deposit intangibles	$	42,321		$	45,551		$	31,781		$	35,940		$	44,336		$	155,593		$	147,358

Average Tangible Common Equity
Total average stockholders' equity	$	1,434,818		$	1,453,816		$	1,447,377		$	1,357,448		$	1,301,676		$	1,423,660		$	1,267,992
Adjustments:
Less: Average goodwill	(404,452)			(404,452)			(404,452)			(404,014)			(393,220)			(404,344)			(376,480)
Less: Average core deposit intangibles	(39,792)			(42,230)			(44,720)			(47,158)			(49,596)			(43,451)			(53,233)
Average tangible common equity	$	990,574		$	1,007,134		$	998,205		$	906,276		$	858,860		$	975,865		$	838,279
Operating return on average tangible common equity1	16.95		%	17.94		%	12.77		%	16.08		%	20.48		%	15.94		%	17.58		%

Efficiency ratio	47.63		%	44.71		%	50.76		%	52.84		%	48.53		%	48.64		%	49.45		%

Net interest income	$	106,097		$	101,040		$	84,480		$	73,040		$	76,741		$	364,657		$	280,783
Noninterest income	14,326			13,021			10,378			15,097			16,150			52,822			58,405
Plus: Loss on sale of debt securities AFS, net	—			—			—			—			—			—			188
Less: Thrive's PPP loan forgiveness income	—			—			—			—			—			—			1,912
Operating noninterest income	14,326			13,021			10,378			15,097			16,150			52,822			56,681
Noninterest expense	57,359			50,991			48,153			46,572			45,077			203,075			167,712
Less: Severance payments	630			—			—			—			—			630			627
Less: M&A expenses	—			384			295			700			826			1,379			826
Operating noninterest expense	$	56,729		$	50,607		$	47,858		$	45,872		$	44,251		$	201,066		$	166,259
Operating efficiency ratio	47.11		%	44.37		%	50.45		%	52.05		%	47.64		%	48.21		%	49.27		%

1 Annualized ratio for quarterly metrics.

a4q22investorpresentatio

1/24/2023 11/24/2023 1 2022 TRUTH | INTEGRITY | TRANSPARENCY Full Year and Fourth Quarter Exhibit 99.2

2 Safe Harbor and Non-GAAP Measures Forward-looking statements This presentation includes “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, which change over time and are beyond our control, 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 of Veritex Holdings, Inc.’s (“Veritex”) 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; and 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,” “seeks,” “targets,” “outlooks,” “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, 2021 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 supplement, 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 Veritex management's knowledge of the industry, markets 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, forecasts and information included in this presentation, such data forecasts, and information and Veritex's estimates based thereon involve risks, assumptions and uncertainties and are subject to change based on various factors. Veritex does not undertake any obligation, and specifically declines any obligation, to supplement, update or revise such data forecasts, and information and Veritex's estimates based thereon, whether as a result of new information, future developments or otherwise, except as required by law. Non-GAAP Financial Measures This presentation contains certain non-GAAP (generally accepted accounting principles) financial measures, including 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 shares (“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”). Veritex’s management uses these non-GAAP financial measures to evaluate its operating performance and provide information that is important to investors. The non-GAAP financial measures that Veritex discusses in this presentation should not be considered in isolation or as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. 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.

3                 Truth in Texas Banking Dallas / Ft. Worth Houston (31) Branches $12.2 Billion in assets 2.15% PTPP ROAA 9% CAGR TBV since Green Bank acquisition, 1/1/19 $1.52 Billion market cap Financial metrics as of December 31, 2022; market cap as of January 20, 2023. Veritex Holdings, Inc. Franchise Overview

4 Strong, Resilient Texas Market Our platform is powered by the Texas markets we serve Source: Bureau of Labor Statistics; Dallas Chamber of Commerce; Greater Houston Partnership; YTexas; Houston.org; S&P Global Market Intelligence

5 Fourth Quarter and Year End Highlights Financial Highlights ($M) Fourth Quarter 2022 Third Quarter 2022 Fourth Quarter 2021 Net Interest Income 106.1 $101.0 76.7 Non-Interest Revenue 14.3 13.0 16.2 Total Revenue 120.4 114.0 92.9 Non-Interest Expense 57.3 51.0 45.1 PTPP 63.1 63.0 47.8 Provision for Credit Losses 11.3 7.5 (4.4) Income Tax Expense 11.9 12.2 10.7 Net Income 39.9 43.3 41.5 Key Performance Metrics Fourth Quarter 2022 Third Quarter 2022 Fourth Quarter 2021 Diluted EPS1 0.73 0.79 0.82 BVPS ($) 26.83 26.15 26.64 ROAA (%) 1.35 1.50 1.68 Efficiency Ratio (%) 47.6 44.7 48.5 ROATCE (%)1 16.75 17.82 20.06 Full Year 2022 Full Year 2021 364.7 280.8 52.8 58.4 417.5 339.2 203.1 167.7 214.4 171.5 27.8 (4.8) 40.3 36.7 146.3 139.6 Full Year 2022 Full Year 2021 2.71 2.77 26.83 26.64 1.33 1.49 48.6 49.5 15.78 17.57 Key Operating Performance Metrics Fourth Quarter 2022 Third Quarter 2022 Fourth Quarter 2021 Operating Diluted EPS1 0.74 0.80 0.84 TBVPS ($) 18.64 17.91 17.49 Operating ROAA (%) 1.36 1.51 1.72 Operating Efficiency Ratio (%) 47.1 44.4 47.6 Operating ROATCE (%)1 16.95 17.94 20.48 Full Year 2022 Full Year 2021 2.74 2.77 18.64 17.49 1.35 1.49 48.2 49.3 15.94 17.58 1 2022 figures include the impact of our common stock offering completed in 1Q22 in which we issued 4,314,474 shares with net proceeds of ~$153.8 million.

6 Significant Earnings Improvement while Investing for our Future 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. ROATCE figures include the impact of the common stock offering completed in 1Q22 in which we issued 4,314,474 shares with net proceeds of ~$153.8 million. $50.2 $115.9 $88.1 $176.3 $186.6 $52.2 $51.8 2018 2019 2020 2021 2022 4Q21 4Q22 $- $50 $100 $150 $200 Income Before Taxes 12.9% 13.0% 11.2% 17.6% 15.8% 20.1% 16.8% 2018 2019 2020 2021 2022 4Q21 4Q22 0% 5% 10% 15% 20% 25% Return on Average Tangible Common Equity1 Driven by growth in loans and deposits Scalable business model with expense leverage

7 Financial Metrics 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 PTPP Return on Average Assets1 $0.82 $0.65 $0.54 $0.79 $0.73 $0.84 $0.66 $0.55 $0.80 $0.74 4Q21 1Q22 2Q22 3Q22 4Q22 Diluted EPS Diluted Operating EPS Diluted Earnings Per Share1 48.53% 52.84% 50.76% 44.71% 47.63%47.64% 52.05% 50.45% 44.37% 47.11% 4Q21 1Q22 2Q22 3Q22 4Q22 Reported Operating Efficiency Ratio1 $48.6 $42.3 $47.0 $63.5 $63.7 1.97% 1.71% 1.76% 2.20% 2.15% 0.0% 0.5% 1.0% 1.5% 2.0% 2.5% 4Q21 1Q22 2Q22 3Q22 4Q22 PTPP Operating Earnings PTPP Operating ROAA $17.49 $18.51 $18.20 $17.91 $18.64 4Q21 1Q22 2Q22 3Q22 4Q22 TBVPS1

8 Disciplined Lending in Growing Texas Market Loan Growth ($B) Quarter over Quarter Loan Growth ($B) Growth: +6.2% Strong broad growth; CAGR 24% 28% 8% 31% 19% 10% 3% $5.9 $6.0 $6.3 $6.6 $6.8 $7.1 $7.9 $8.5 $9.1 4Q20 1Q21 2Q21 3Q21 4Q21 1Q22 2Q22 3Q22 4Q22 NOOCRE OOCRE Commercial Construction 1-4 Fam Multi Fam Other (<1%) CAGR 24%

9 Disciplined Lending in Texas $1.0 $1.1 $1.2 $1.3 $1.4 $1.5 $1.6 $1.7 $1.8 $1.9 Jan Feb Mar Apr May Jun July Aug Sept Oct Nov Dec 2021 Unfunded 2022 Unfunded CRE ADC Construction LOC Current Unfunded (Non-Revolving) YTD Growth by Portfolio 50,292 221,070 351,890 725,256 933,477 216,177 18,222 369,114 447,330 ($ in thousands) OOCRE NOOCRE 1-4 Family Resi Construction and land Commercial and Industrial (51,935)

10 Shifting Production Focus Reflects the Bank’s Increased Investment in C&I and Limits Growth in CRE FY 2022 / 4Q22 Loan Production 16% 41% 19% 10% 4% 10% NOOCRE Commercial & Industrial Construction & Land OOCRE 1-4 Family Residential Mortgage Warehouse 13% 30% 38% 4% 5% 10% $1.1 Billion 4Q22 Production % Production by Loan Type

11 $73.0 $84.5 $101.0 $106.1 3.37% 3.22% 3.42% 3.77% 3.87% 3.31% 3.15% 3.37% 3.72% 3.82% 4Q21 1Q22 2Q22 3Q22 4Q22 Net Interest Income ("NII") NIM Adjusted NIM (Excludes All Purchase Accounting) $76.7 $9.2 $9.9 $10.6 4Q21 1Q22 2Q22 3Q22 4Q22 Average Earning Assets $9.0 $10.9 ($ in billions) ($ in millions) 3Q22 v 4Q22 2021 v 2022 Beginning Net Interest Income $101,040 $280,783 Impact of rate changes 4,161 30,815 Impact of growth 735 49,367 Change in earning asset mix and other 161 5,762 Debt security prepayment income - (2,070) Ending Net Interest Income $106,097 $364,657 21+% ($ in thousand) Average Earnings Assets Net Interest Income Rollforward Interest Rate Sensitivity1 Growing Net Interest Income Expanded NIM 50 bps in 2022 Quarter ending earning assets $11.3 1 Interest rate sensitivity is calculated using a static rate shock.

12 5 Quarter Trend, exc. MW and PPP Debt Investment Yields Variable and Hybrid Loans by Index Interest Rate Components of Loans and Investments 2.74% 2.76% 2.93% 3.05% 3.36% 4Q21 1Q22 2Q22 3Q22 4Q22 1 1 Excludes $2.1 million of prepayment penalty income on debt securities during 4Q21. 4.12% 4.03% 4.16% 5.01% 5.98% 0.18% 0.17% 0.28% 0.76% 1.46% 4Q21 1Q22 2Q22 3Q22 4Q22 Average Loan Yield Average Cost of Total Deposits 24% 70% 6% Loan Portfolio by Repricing Type Fixed Variable Hybrid 5 quarter investment yield trend, excluding prepayments Loan yield up 97 bps and deposit rates up 70 bps Variable and Hybrid Loans by Rate Index Amount (in millions) % of Variable and Hybrid Loans 1-Month LIBOR 1,378.8$ 19.2% 12-Month LIBOR 285.2$ 4.0% 1-Month SOFR 3,890.7$ 54.3% Prime Rate 1,608.4$ 22.4% Other 6.3$ 0.1% Total Variable and Hybrid Loans 7,169.4$ 100.0%

13 ($ in billions) Deposit Growth 5 Deposit Composition 2019 2020 2021 2022 Interest Bearing Noninterest bearing Certificates & Time Deposits $5.9 $9.1 CAGR 16% 0% 25% 42% 52% 15% 27% 36% Interest Bearing Deposits Total Deposits Cumulative change in deposit costs over cumulative change in average Fed Funds effective 5 Rate Hike Beta Trends Strong deposit management; CAGR of 16% Int. Bearing Rate Total Deposit Rate Average Fed Funds Effective 5 Rates and Average Fed Funds Effective 3.65% 2.12% 1.46% 0.12% 0.26% 0.17% Spot rate for total deposits as of Dec. 31st was 1.98% $2.1 $2.6 $4.4 3Q22 4Q22 Interest Bearing Noninterest bearing Certificates & Time Deposits $9.1$8.7 $2.1 $2.6 $4.4 $1.6 $2.8 $4.3 +17% $6.5 $7.4

14 Operating Noninterest Income/Expense ◊ Government guaranteed loan income increased $7.2 million primarily due to increases in the gain on sale of USDA loans through our wholly owned subsidiary, North Avenue Capital, LLC ◊ Customer swap income decreased $1.1 million primarily due to decreased trades executed during 4Q22 compared to 3Q22 ◊ Equity method investment income decreased $4.4 million primarily due to the increase in interest rates and the corresponding impact on volume 4Q22 / 3Q22 Noninterest Income Comparison 37% 36% 20% 17% 4% 55% 24% 16% 15% 14% 3Q22 4Q22 Service Charges & Fees on Deposit Accounts Loan Fees Govt. Guaranteed Loan Income Customer Swap Income Other Gain on MLHFS $13,021 $14,326 Note: Excludes noninterest income line items in a loss position ◊ Salaries and employee benefits increased $3.3 million, or 11%, from 3Q22 primarily due to new talent hires made late in September with a full quarter of expense recognition in 4Q22 and additional new hires during 4Q22 coupled with increases in lender incentives and inflation ◊ Professional and regulatory fees increased $683 thousand, or 18%, primarily due to the Company’s increase in regulatory service fees and an increase in FDIC assessment fees due to an increase in asset size 59% 58% 9% 11% 9% 9% 7% 7% 7% 8% 5% 4%4% 3% 3Q22 4Q22 Salary and Employee Benefits Other Occupancy and Equip. Data Processing Prof. Fees Amort. Of Intang. Marketing $50,607 $56,729 4Q22 / 3Q22 Noninterest Expense Comparison Efficiency ratio 47.6%

15 ($ in millions) Gain on Sale % Total Volume $667.0 $565.2 $626.6 $603.5 $414.2 4Q21 1Q22 2Q22 3Q22 4Q22 3.60% 3.31% 3.41% 2.81% 1.89% 4Q21 1Q22 2Q22 3Q22 4Q22 ($ in millions) (Investment completed on July 19, 2021) Government Guaranteed and Thrive 5 Thrive Mortgage, LLC 5 Government Guaranteed SBA Pipeline Quarter over Quarter $14.8 $21.5 $25.4 Thrive is continuing to reduce its expenses and head count across the organization. $56.8 $7.1 $26.2 3Q22 4Q22 USDA Pipeline Quarter over Quarter $307.6 $349.1 $106.2 $291.9 $418.1 $185.3 3Q22 4Q22 Full Year 2022 – Closed $117 million Full Year 2022 – Closed $40 million $895.3 Million$762.9 Million $61.7 Million $90.1 Million

16 8.58% 9.09% 9.09% 4Q21 3Q22 4Q22 CET1 Total Capital 11.60% 11.68% 11.63% 4Q21 3Q22 4Q22 Regulatory Minimum + Capital Conservation Buffer 7.0% 10.5% - Support organic growth - Maintain strong debt ratings - Provide attractive dividend - Strategic growth, including M&A Strong Capital Supporting Balance Sheet Capital Levels TBVPS Capital Priorities 8.00% 6.00% 4.50% 10.50% 8.50% 7.00% Total Capital Tier 1 Capital CET1 Capital Minimum Capital Conservation Buffer Veritex 11.63% 9.34% 9.09% Capital in Excess of Buffer $250.8 $154.8 $140.4 ($ in millions) $0.74 $0.08 $0.01 $0.05 $0.05 9/30/2022 Net Income AFS AOCI Hedge AOCI CDI Amort. SBC Expense Dividend 12/31/2022 $17.91 $(0.20) $18.64 CET1 focus with target 10%

17 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. 3 Total Loans, excluding MW and PPP, (“TL”) 4Q21 1Q22 2Q22 3Q22 4Q22 0.00% 0.10% 0.20% 0.30% 30-59 Past Due 60-89 Past Due 90+ Past Due 4Q21 3Q22 4Q22 2021 2022 Orig. $2,921 $62 $- $4,328 $360 Acq. $9,747 $2,127 $5,785 $19,653 $13,292 ($ in thousands) (% to average loans outstanding and annualized for quarters) ($ in millions) Totals: $9,997 $16,921 $7,373 $5,352 $21,468 Asset Quality and ACL Past Due Trend1 % of Total Loans2 Net Charge-offs ,467 ACL Increasing reserves reflect uncertain economic outlook 75 bps 12 bps 28 bps 38 bps 17 bps ($ in millions) ($ in millions) $50.1 $48.0 $45.0 $30.6 $43.6 0.51% 0.46% 0.40% 0.26% 0.36% 0.0% 0.1% 0.2% 0.3% 0.4% 0.5% 0.6% 0.7% 0.8% 0.9% 4Q21 1Q22 2Q22 3Q22 4Q22 NPAs NPAs/Total Assets NPAs / Total Assets NPAs include $13.2 million of PCD loans at 4Q22 2019 2020 2021 2022 PCD $127 $112 $58 $41 Non-PCD $2,889 $2,388 $1,763 $1,144 %/TL 53% 43% 27% 13% $3.0 B $1.2 B Acquired Loan Trend (PCD v. Non-PCD breakdown $ in millions) $6,295 $347.7 $340.9 $330.1 $312.0 $473.0 4Q21 1Q22 2Q22 3Q22 4Q22 $100 $200 $300 $400 $500 Criticized Loans ($ in millions, excludes PCD loans) Quarterly Criticized Loans 3 88% of NCO’s since 2019 have been acquired credits

1/24/2023 181/24/2023 18 TRUTH | INTEGRITY | TRANSPARENCY Supplemental Information

19 Reconciliation of Non-GAAP Financial Measures

20 Reconciliation of Non-GAAP Financial Measures

21 Reconciliation of Non-GAAP Financial Measures

22 Reconciliation of Non-GAAP Financial Measures

23 Reconciliation of Non-GAAP Financial Measures

1/24/2023 241/24/2023 24 2022 TRUTH | INTEGRITY | TRANSPARENCY Fourth Quarter And Year End Exhibit 99.2

Document

Exhibit 99.3

https://cdn.kscope.io/7fedeb07d8b1e52023d3b4f45197b049-veritexseclogo.jpg

PRESS RELEASE

FOR IMMEDIATE RELEASE

Veritex Holdings, Inc. Declares Cash Dividend on Common Stock

Dallas, TX – January 24, 2023 – 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 24, 2023 to shareholders of record as of February 10, 2023.

About Veritex Holdings, Inc.

Forward Looking Statement

This press release includes “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,” “seek,” “plan,” “outlook,” “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 and are beyond Veritex’s control. Forward-looking statements speak only as of the date they are made and Veritex assumes no duty to supplement, update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

Source: Veritex Holdings, Inc.

Investor Relations:

972-349-6132

investorrelations@veritexbank.com