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): February 8, 2023
(Exact name of Registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||||||||
(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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
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 7.01 Regulation FD Disclosure
The attached presentation contains information that the members of Veritex Holdings, Inc. (the "Company" or "Veritex") management will use during visits with investors, analysts, and other interested parties to assist their understanding of the Company from time to time throughout the first quarter of 2023.
As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 7.01 (including Exhibit 99.1) 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.
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 | |||||||
| 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: | February 8, 2023 | |||||||
2/8/2023 12/8/2023 1 TRUTH | INTEGRITY | TRANSPARENCY
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 2.0% PTPP ROAA 15.8% ROATCE $1.59 Billion market cap Financial metrics as of December 31, 2022; market cap as of February 7, 2023. Veritex Holdings, Inc. Franchise Overview 2022 Recap 50bp NIM Expansion
4 Franchise Highlights • Experienced management team – 35+ years average banking experience • Strong presence in rapidly expanding DFW and Houston – Texas is experiencing continued strong population inflow and projected population growth is nearly double the U.S. average – Significant growth opportunities within our footprint from demographic growth and M&A disruption • Clean credit – NPAs to total loans decreased to 36 basis points for 2022 – 88% of net charge-offs since 2019 have been acquired credits – 1.01% ACL / Total Loans HFI • Excellent core earnings profile has built capital, supported organic growth – 1.97% PTPP ROAA for 2022 • Strong balance sheet growth – Total loans, excluding MW, increased $2.3 billion, or 34% year over year – Total deposits grew $1.8 billion, or 24% year over year • Track record of successfully integrating acquisitions – Completed 7 whole bank acquisitions since 2010 – Acquired $4.4 billion in loans and $4.7 billion in deposits – TBV CAGR of 9% since the Green Bancorp, Inc. acquisition in 2019
5 Strong, Resilient Texas Market Our platform is powered by the Texas markets we serve Texas 2022 Net Migration 230,961; Population up 1.6% from 2021 Source: Bureau of Labor Statistics; Dallas Chamber of Commerce; Greater Houston Partnership; YTexas; Houston.org; S&P Global Market Intelligence Note: Deposit and Population information as of June 30, 2022
6 Impressive Organic Growth Organic Growth • Highly productive origination teams actively generating loans and deposits and serving as the primary point of contact for our customers – Private and business bankers focus on emerging and small business customers – Commercial and specialty bankers focus on C&I, real estate, mortgage warehouse and SBA loans • Continue to drive increasing productivity of existing bankers through balanced scorecard incorporating loan & deposit growth, spread and credit – “Inspect what you expect” – Weighted toward deposit generation • Strong organic growth has been a major focus of management since inception Strategic Acquisitions • Strategic M&A has been an important growth driver • Disciplined acquisition strategy to supplement organic growth • In 2021: – Completed 49% investment in Thrive – Completed acquisition of NAC on November 1, 2021, now leading producer of USDA loans • Since 2010: – Completed 7 whole-bank transactions – Acquired $4.4 billion in loans – Acquired $4.7 billion in deposits 2,556 2,730 5,848 6,766 9,034 2018 2019 2020 2021 2022 Total Loans Total Loans, excluding MW and PPP Acquired in Period 2,622 2,825 6,513 7,364 9,123 2018 2019 2020 2021 2022 Total Deposits Total Deposits Acquired in Period ($ in millions) $3,202 $3,473 ($ in millions)
7 Proven Track Record as an Acquirer Overview • Selective use of strategic acquisitions to augment growth and efficient scale • Focused on well-managed banks in our target markets with: – Favorable market share – Low-cost deposit funding – Compelling fee income generating business – Growth potential – Other unique attractive characteristics • Key metrics used when evaluating acquisitions: – EPS accretion – TBVPS earn-back – IRR • Reputation as an experienced acquirer • We expect to maintain discipline in pricing and pursue transactions expected to produce attractive risk adjusted returns • We strive to build, maintain and support Veritex culture during integrations Date Target Assets Branches Jan. 2019 Green $4.6 Billion 21 Dec. 2017 Liberty $467 Million 5 Aug. 2017 Sovereign $1.1 Billion 9 July 2015 Independent Bank $121 Million 2 Oct. 2011 Bank of Las Colinas $54 Million 1 Mar. 2011 Fidelity $166 Million 3 Sept. 2010 Professional $182 Million 3 Whole Bank Acquisition History
8 Loan Portfolio and Asset Quality
9 Disciplined Lending in Growing Texas Market Loan Growth ($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% Note: Total loan growth excludes mortgage warehouse and PPP loans.
10 Disciplined Lending in Texas $1.0 $1.1 $1.2 $1.3 $1.4 $1.5 $1.6 $1.7 $1.8 $1.9 Jan Feb Mar Apr May Jun July Aug Sept Oct Nov Dec 2021 Unfunded 2022 Unfunded CRE ADC Construction LOC Current Unfunded (Non-Revolving) FY Growth by Portfolio 50,292 221,070 351,890 725,256 933,477 216,177 18,222 369,114 447,330 ($ in thousands) OOCRE NOOCRE 1-4 Family Resi Construction and land Commercial and Industrial (51,935)
11 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
12 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 $21,468 Asset Quality and ACL Past Due Trend1 % of Total Loans2 Net Charge-offs ,467 ACL Increasing reserves reflect growth and uncertain economic outlook 75 bps 12 bps 28 bps 38 bps 17 bps ($ 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
13 Portfolio Drilldown As of December 31, 2022
14 Portfolio Breakdown 31% 25% 8% 19% 9% 5% 3% 1% NOOCRE C&I OOCRE Construction and Land 1-4 Family Residential Mortgage Warehouse Multifamily Other $9.5 Billion Note: NPL’s are a calculated as a percentage of total loans. Note: Construction WA LTV excludes single family residential. Outstanding: $2.9 Billion Unfunded: $1.4 Billion Average Loan: $868 Thousand NPL: 0.1% C&I Outstanding: $2.3 Billion Unfunded: $199.6 Million Average Loan: $4.0 Million WA LTV: 58% NPL: 0.2% NOOCRE Outstanding: $715.8 Million Unfunded: $24.6 Million Average Loan: $986 Thousand WA LTV: 61% NPL: 0.2% OOCRE Outstanding: $1.8 Billion Unfunded: $2.5 Billion Average Loan: $3.9 Million WA LTV: 54% NPL: 0% Construction Outstanding: $322.7 Million Unfunded: $17.1 Million Average Loan: $6.1 Million WA LTV: 62% NPL: 0% Multifamily (excluding Loans Held for Sale)
15 Portfolio Geography Geographic Concentration 16% 18% 22% 23% 25% 17% 18% 17% 16% 15%28% 27% 25% 24% 24% 38% 38% 36% 37% 36% 0% 100000000000% 200000000000% 300000000000% 400000000000% 500000000000% 600000000000% 700000000000% 800000000000% 900000000000% 1000000000000% - $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 $7,000 $8,000 $9,000 $10,000 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 DFW $2,561,022 $2,675,646 $2,844,735 $3,114,378 $3,264,538 Houston $1,894,773 $1,886,040 $1,933,069 $2,053,359 $2,120,706 TX Secondary $1,167,824 $1,243,086 $1,345,938 $1,338,133 $1,380,501 Out of State $1,091,253 $1,281,791 $1,734,750 $1,958,663 $2,209,672 Total Loans $6,714,872 $7,086,563 $7,858,492 $8,464,533 $8,975,417 (% of Total Loans) ($ in thousands) Note: Out of State includes $580 Million in Note Finance, $223 in mortgage warehouse and $96 Million in mortgages as of December 31, 2022.
16 ADC / CRE Concentrations ADC and CRE Concentrations ($ in thousands)
17 CRE Breakdown Term and ADC CRE ($4.4 Billion) $985,858 $920,577 $780,654 $608,438 $408,949 $358,673 $78,926 $113,655 Industrial Multifamily Retail Office Hotel Single Family Residential Other Land Multifamily Industrial Retail Office Hotel Outstanding: $986 Million Unfunded: $774 Million Average Loan: $4.8 Million % of Total Loans: 10.4% Largest Commt: $50.0 Million Outstanding: $921 Million Unfunded: $836 Million Average Loan: $6.7 Million % of Total Loans :9.7% Largest Commt: $61.1 Million Outstanding: $781 Million Unfunded: $119 Million Average Loan: $3.4 Million % of Total Loans :8.2% Largest Commt: $46.3 Million Outstanding: $608 Million Unfunded: $92 Million Average Loan: $6.0 Million % of Total Loans: 6.4% Largest Commt: $54.5 Million Outstanding: $409 Million Unfunded: $46 Million Average Loan: $3.5 Million % of Total Loans :4.3% Largest Commt: $36.9 Million Single Family Outstanding: $359 Million Unfunded: $483 Million Average Loan: $819 Thousand % of Total Loans: 3.8% Largest Loan: $9.2 Million Note: Single Family average loan and largest loan figures exclude homebuilders. Unfunded balance excludes unconditionally cancellable lines.
18 Term CRE Breakdown Term CRE ($2.6 Billion) $460,971 $322,738 $715,056 $548,548 $388,308 $212,412 Industrial Multifamily Retail Office Hotel Other Multifamily Industrial Retail Office Hotel Outstanding: $461 Million Unfunded: $66 Million Average Loan: $3.9 Million % of Total Loans: 4.9% Largest Commt.: $36.1 Million Outstanding: $323 Million Unfunded: $17 Million Average Loan: $6.1 Million % of Total Loans :3.4% Largest Commt: $35.8 Million Outstanding: $715 Million Unfunded: $39 Million Average Loan: $3.7 Million % of Total Loans :7.5% Largest Commt: $46.3 Million Outstanding: $549 Million Unfunded: $56 Million Average Loan: $6.1 Million % of Total Loans: 5.8% Largest Commt: $54.5 Million Outstanding: $388 Million Unfunded: $19 Million Average Loan: $3.4 Million % of Total Loans :4.1% Largest Commt: $36.9 Million
19 ADC CRE Breakdown ADC CRE ($1.8 Billion) $524,887 $597,839 $65,598 $59,890 $20,641 $358,673 $57,684 $113,655 Industrial Multifamily Retail Office Hotel Single Family Residential Other Land Multifamily Industrial Outstanding: $525 Million Unfunded: $708 Million Average Loan: $6.2 Million % of Total Loans: 5.5% Largest Loan: $35.8 Million Outstanding: $598 Million Unfunded: $819 Million Average Loan: $7.0 Million % of Total Loans :6.3% Largest Loan: $40.5 Million Outstanding: $409 Million Unfunded: $46 Million Average Loan: $3.5 Million % of Total Loans :4.3% Largest Loan: $36.9 Million Single Family Outstanding: $359 Million Unfunded: $483 Million Average Loan: $819 Thousand % of Total Loans: 3.8% Largest Loan: $9.2 Million Note: Single Family average loan and largest loan figures exclude homebuilders. Unfunded balance excludes unconditionally cancellable lines.
20 C&I Breakdown 0.8% 24.4% 4.7% 1.2% 5.4% 1.1% 1.3% 0.9% 1.2% 1.0% 1.0% 4.7% Wholesale Distribution Financial Mortgage Warehouse Durables Manufacturing Exc. Auto Real Estate & Construction Commercial Services Consumer Services Entertainment & Recreation Health Care & Pharmaceuticals Professional Services Restaurant & Hotel Other C&I Sector Breakdown as % of Total Loans
21 Underwriting and Portfolio Management - Lending philosophy “Do business with the best clients, in the best products, in the best markets.” - CRE • Underwriting at stressed interest rates based on the forward looking SOFR curve (currently 7.75%) • Untrended rents are used in underwriting to ensure that project success is not based on projected rent growth • Minimum project equity of 35% required • Limit new exposure to ADC Office, Retail, and Hospitality • Manage exposure to specific CRE product types within concentration targets - C&I • Thorough analysis of potential supply chain issues which currently exist or have the potential to exist • Underwriting at stressed interest rates, revenue run rates and expense run rates to protect against unforeseen business disruptors • Ensuring proper early warning indicators with appropriate covenant packages and advance rates. - Portfolio Management • Quarterly portfolio reviews for any loan in excess of $10MM, semi-annual reviews for any loan from $5MM - $10MM, and annual reviews for any loan $2.5MM to $5MM. • Reviews are conducted by Senior Credit Officers in conjunction with the Relationship Management Team • Moving to EL Risk Rating methodology with 16 granular grades using Moody’s historical loss data
22 Financial Highlights
23 Fourth Quarter and Year End Highlights Financial Highlights ($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.
24 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
25 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
26 $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.
27 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%
28 ($ 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
29 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 $56,729 4Q22 / 3Q22 Noninterest Expense Comparison Efficiency ratio 47.6%
30 ($ 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
31 Capital
32 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%
33 Digital Strategy
34 Digital Strategy
35 - Branch lite strategy to serve our communities - Currently offer online banking portal, mobile banking application - Launching digital account application, Mantl, to better the in-branch customer experience and open an online channel for new customers in Texas during the first quarter of 2023 - Mantl allows the Company to work with clients, in an omnichannel method, as bank personnel digitally interact with clients to meet them where they are in the account opening process - Expand to further markets with the rollout of Mantl Digital Strategy
36 Strategic Outlook
37 Strategic Outlook Short term outlook (12-18 months) 1. Slow loan growth 2. Focus on deposit growth through C&I and community banking and de-emphasize commercial real estate 3. Continuously monitor credit 4. Build capital 5. Execute on diversified fee businesses Beyond 18 months Focus on targeted geographical M&A transactions to add scale and funding profile
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39 Reconciliation of Non-GAAP Financial Measures
40 Reconciliation of Non-GAAP Financial Measures
41 Reconciliation of Non-GAAP Financial Measures
42 Reconciliation of Non-GAAP Financial Measures
43 Reconciliation of Non-GAAP Financial Measures
2/8/2023 442/8/2023 44 TRUTH | INTEGRITY | TRANSPARENCY