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vbtx-20240123

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 23, 2024

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 23, 2024, Veritex Holdings, Inc. (the “Company”), the holding company for Veritex Community Bank, a Texas state chartered bank, issued a press release describing its results of operations for the fourth quarter and year ended December 31, 2023. 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 24, 2024, at 8:30 a.m., Central Time, the Company will host an investor conference call and webcast to review its fourth quarter 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 23, 2024. 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 23, 2024, 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 23, 2024 to shareholders of record as of the close of business on February 9, 2024. The press release is attached hereto as Exhibit 99.3 and is incorporated herein by reference.

Forward Looking Statement

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’s quarterly cash dividend; expected loss on Veritex’s current equity method investment in Thrive; the transaction between Thrive and Lower Holding Company, including the expected timing of the completion of such transaction, the ability of the parties thereto to complete such transaction, the ability of the parties thereto to obtain any required regulatory or other approvals, authorizations or consents in connection with such transaction, and diversion of management time on issues related to such transaction; the impact of certain changes in Veritex’s accounting policies, standards and interpretations; a continuation of recent turmoil in the banking industry, responsive measures to mitigate and manage it and related supervisory and regulatory actions and costs 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, 2022 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.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.


Exhibit Number						Description
99.1						Press release, dated January 23, 2024
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 23, 2024

Document

Exhibit 99.1

VERITEX HOLDINGS, INC. REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS

Dallas, TX — January 23, 2024 —Veritex Holdings, Inc. (“Veritex”, the “Company”, “we” or “our”) (Nasdaq: VBTX), the holding company for Veritex Community Bank, today announced the results for the fourth quarter and full year of 2023.

"Looking back at 2023, I am extremely proud of the ability of our team, in a volatile economic environment, to remain disciplined on our strategic plan and strengthen our balance sheet", said C. Malcolm Holland, III. "This team achieved deposit growth of $1.2 billion in 2023, increased CET1 to 10.3% and decreased our LDR below 94%. Market volatility brings many challenges and opportunities that this Company has navigated with great precision."

2023 Highlights:

•Total deposits grew $141.7 million for the fourth quarter of 2023, or 5.6% annualized. Total deposits grew $1.2 billion, or 13.3%, year-over-year;

•Loan to deposit ratio decreased to 93.6% as of December 31, 2023 compared to 104.4% as of December 31, 2022;

•Common equity tier 1 capital increased 120 bps to 10.29% as of December 31, 2023 compared to 9.09% as of December 31, 2022;

•Tangible book value per common share increased 8.4%, or $1.57, during 2023 compared to 2022, and including dividends increased 12.7%, or $2.37;

•Allowance for credit losses (“ACL”) to total loans increased to 1.14%, or 18 bps from 0.96% compared to December 31, 2022;

•Non-owner office book decreased $78 million, or 12.1%, during 2023 and represents 5.8% of total assets;

•Pre-tax, pre-provision operating return on average assets was 1.81% for 2023;

•Total unfunded Acquisition, Development, and Construction (“ADC”) decreased to $900.0 million, or approximately 57%, as of December 31, 2023 compared to $2.1 billion as of December 31, 2022, and risk-weighted assets decreased $612.2 million, or 5.1%, during 2023 compared to 2022;

•Declared quarterly cash dividend of $0.20 per share of outstanding common stock payable on February 23, 2024;.and

•Named one of the “Best Companies to Work For” by the 2023 Inaugural U.S. News & World Report which evaluates companies based on quality of pay, work/life balance, and opportunities for professional development and advancement.


Financial Highlights	Fourth Quarter 2023			Third Quarter 2023			Fourth Quarter 2022			Full Year 2023			Full Year 2022
	(Dollars in thousands, except per share data) (unaudited)
GAAP
Net income	$	3,499		$	32,621		$	39,897		$	108,261		$	146,315
Diluted EPS	0.06			0.60			0.73			1.98			2.71
Book value per common share	28.18			27.46			26.83			28.18			26.83
Return on average assets2	0.11		%	1.06		%	1.35		%	0.88		%	1.33		%
Efficiency ratio	77.49			54.49			47.63			55.82			48.64
Return on average equity2	0.92			8.58			11.03			7.21			10.28

Non-GAAP1
Operating earnings	$	31,625		$	32,621		$	40,395		$	142,114		$	147,889
Diluted operating EPS	0.58			0.60			0.74			2.60			2.74
Tangible book value per common share	20.21			19.44			18.64			20.21			18.64
Pre-tax, pre-provision operating earnings	47,688			49,621			63,694			222,211			216,413
Pre-tax, pre-provision operating return on average assets2	1.54		%	1.61		%	2.15		%	1.81		%	1.97		%
Pre-tax, pre-provision operating return on average loans2	1.97			2.05			2.78			2.32			2.60
Operating return on average assets2	1.02			1.06			1.36			1.16			1.35
Operating efficiency ratio	55.50			54.49			47.11			50.94			48.16

Return on average tangible common equity2	2.00			12.80			16.75			10.91			15.78
Operating return on average tangible common equity2	12.37			12.80			16.95			14.09			15.94

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.

Results of Operations for the Three Months Ended December 31, 2023

Net Interest Income

For the three months ended December 31, 2023, net interest income before provision for credit losses was $95.5 million and net interest margin was 3.31%, compared to $99.4 million and 3.46%, respectively, for the three months ended September 30, 2023. The $3.8 million decrease, or 3.9%, in net interest income before provision for credit losses was primarily due to a $6.3 million increase in interest expense on transaction and savings deposits, a $4.0 million increase in interest expense on certificates and other time deposits and a $1.9 million decrease in interest income on loans primarily driven by interest reversals on loans placed on nonaccrual status during the three months ended December 31, 2023. The decrease was offset by a $5.9 million decrease in advances from the Federal Home Loan Bank (“FHLB”), a $1.4 million increase in interest income on debt securities and a $1.0 million increase in interest income on deposits in financial institutions and fed funds sold driven by an increase in average balances and rates during three months ended December 31, 2023. Net interest margin decreased 15 bps from the three months ended September 30, 2023, primarily due to the increase in funding costs on deposits during the three months ended December 31, 2023, partially offset by an increase in yields on debt securities and other investments.

Compared to the three months ended December 31, 2022, net interest income before provision for credit losses for the three months ended December 31, 2023 decreased by $10.6 million, or 10.0%. The decrease was primarily due to a $31.6 million increase in interest expense certificates and other time deposits and a $22.2 million increase in transaction and savings deposits driven by an increase in funding costs. The decrease in net interest income was partially offset by a $28.6 million increase in interest income on loans driven by an increase in loan yields and average balances, an $8.0 million decrease in interest expense on advances from FHLB, a $4.8 million increase in interest income in deposits in financial institutions and fed funds sold and a $1.4 million increase in interest income on debt securities. Net interest margin decreased 56 bps to 3.31% for the three months ended December 31, 2023 from 3.87% for the three months ended December 31, 2022. The decrease was primarily due to the increase in funding costs on deposits during the three months ended December 31, 2023, partially offset by an increase in loan yields and debt securities.

Noninterest (Loss) Income

Noninterest (loss) income for the three months ended December 31, 2023 was a loss of $17.8 million, a decrease of $27.5 million, or 283.9%, compared to noninterest income of $9.7 million for the three months ended September 30, 2023. The decrease in noninterest income was primarily due to a $29.3 million decrease in equity method investment income related to a write down of our equity method investment in Thrive Mortgage, LLC ("Thrive") related to Thrive’s entry into a definitive agreement in December 2023 to be acquired by Lower Holding Company. The decrease was partially offset by a $665 thousand increase in government guaranteed loan income, primarily driven by an increase in U.S. Department of Agriculture (“USDA”) loans sold through our wholly owned subsidiary North Avenue Capital, LLC ("NAC").

Compared to the three months ended December 31, 2022, noninterest income for the three months ended December 31, 2023 decreased $32.1 million, or 224.2%. The decrease was primarily due to a $24.0 million decrease in equity method investment income related to the write down of our equity method investment in Thrive. In addition, the decrease was partially due to $946 thousand increase in gain on sale of USDA loans through NAC, a $2.0 million decrease in customer swap income, a $1.3 million decrease in loan fees and a $1.0 million decrease in other income.

Noninterest Expense

Noninterest expense was $60.2 million for the three months ended December 31, 2023, compared to $59.4 million for the three months ended September 30, 2023, an increase of $824 thousand, or 1.4%. The increase was primarily driven by a $1.4 million increase in other expenses and a $768 thousand FDIC special assessment expense recorded in the fourth quarter 2023, partially offset by a decrease of $408 thousand in marketing expenses and a decrease of $343 thousand in salaries and employee benefits.

Noninterest expense was $60.2 million for the three months ended December 31, 2023, compared to $57.4 million for the three months ended December 31, 2022, an increase of $2.9 million, or 5.0%. The increase was primarily driven by a $3.2 million increase in professional and regulatory fees driven by FDIC insurance assessment expense, which includes the $768 thousand FDIC special assessment expense recorded in the fourth quarter 2023, and a $2.8 million increase in other expenses. The increase was partially offset by a $3.1 million decrease in salary and employee benefits.

Financial Condition

Total loans held for investment (“LHI”) was $9.2 billion at December 31, 2023, a decrease of $30.9 million, compared to September 30, 2023, and an increase of $170.1 million, or 1.9%, compared to December 31, 2022.

Total deposits were $10.34 billion at December 31, 2023, an increase of $141.7 million, or 5.5% annualized, compared to September 30, 2023, and an increase of $1.21 billion, or 13.3%, compared to December 31, 2022. The increase from September 30, 2023 was primarily the result of an increase of $412.3 million in interest-bearing transaction, money market and savings deposits accounts. The increase was partially offset by a decrease of $211.7 million in certificates and other time deposits and a decrease of $145.3 million of noninterest bearing deposits. The increase from December 31, 2022 was primarily the result of increases of $1.11 billion and $833.7 million in certificates and other time deposits and interest-bearing transaction, money market, and savings deposits, respectively. The increase was partially offset by a $422.6 million decrease in non-interest bearing deposits and a $301.2 million decrease in correspondent money market accounts.

Credit Quality

Nonperforming assets (“NPAs”) increased to $95.8 million, or 0.77% of total assets, at December 31, 2023, compared to $79.9 million, or 0.65% of total assets, at September 30, 2023. The Company had net charge-offs of $9.5 million for the fourth quarter of 2023. Net charge-offs compared to average loans outstanding were 25 bps for the year ended December 31, 2023, compared to 16 bps for year ended December 31, 2022.

ACL as a percentage of LHI was 1.14%, 1.14%, and 0.96% at December 31, 2023, September 30, 2023, and December 31, 2022, respectively. The Company recorded a provision for credit losses of $9.5 million for the three months ended December 31, 2023, compared to a provision for credit losses of $8.6 million and $11.8 million for the three months ended September 30, 2023 and December 31, 2022, respectively. The recorded provision for credit losses reported for the three months ended December 31, 2023, compared to the three months ended December 31, 2022 was primarily attributable to an increase in general reserves as a result of changes in economic factors and individually analyzed loans receiving specific reserves. The Company recorded a benefit for unfunded commitments of $1.5 million, $909 thousand and $523 thousand during the three months ended December 31, 2023, September 30, 2023 and December 31, 2022, respectively. The increase in the recorded benefit for unfunded commitments during the three months ended December 31, 2023, compared to the three months ended September 30, 2023, was attributable to a decrease in unfunded commitment balances partially offset by changes in economic factors.

Income Tax

Income tax expense for the twelve months ended December 31, 2023 totaled $36.0 million, a decrease of $4.3 million, or 10.7%, compared to the twelve months ended December 31, 2022. The Company’s effective tax rate was approximately 25.0% and 21.6% for the twelve months December 31, 2023 and December 31, 2022, respectively. The change in the effective tax rate for the twelve months ended December 31, 2023, compared to the twelve months ended December 31, 2022, was primarily due to a $4.2 million valuation allowance relating to our impairment on our investment in Thrive and its relative relation to less pre-tax income.

Dividend Information

On January 23, 2024, 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 23, 2024 to stockholders of record as of the close of business on February 9, 2024.

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, pre-tax, pre-provision operating return on average loans,

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 24, 2024 at 8:30 a.m. Central Time. Participants may pre-register for the call by visiting https://edge.media-server.com/mmc/p/9o9pd6vj/ 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/BI07dad5089afd439ebad10a33915b98b6. 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

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, 2023			Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Dec 31, 2023			Dec 31, 2022
	(Dollars and shares in thousands, except per-share data)
Per Share Data (Common Stock):
Basic EPS	$	0.06		$	0.60		$	0.62		$	0.71		$	0.74		$	2.00		$	2.75
Diluted EPS	0.06			0.60			0.62			0.70			0.73			1.98			2.71
Book value per common share	28.18			27.46			27.48			27.54			26.83			28.18			26.83
Tangible book value per common share1	20.21			19.44			19.41			19.43			18.64			20.21			18.64
Dividends paid per common share outstanding2	0.20			0.20			0.20			0.20			0.20			0.80			0.80

Common Stock Data:
Shares outstanding at period end	54,338			54,305			54,261			54,229			54,030			54,338			54,030
Weighted average basic shares outstanding for the period	54,327			54,300			54,247			54,149			54,011			54,256			53,170
Weighted average diluted shares outstanding for the period	54,691			54,597			54,486			54,606			54,780			54,596			53,952

Summary of Credit Ratios:
ACL to total LHI	1.14		%	1.14		%	1.05		%	1.02		%	0.96		%	1.14		%	0.96		%
NPAs to total assets	0.77			0.65			0.55			0.35			0.36			0.77			0.36
NPAs, excluding nonaccrual purchase credit deteriorated ("PCD") loans, to total assets3	0.66			0.54			0.44			0.25			0.25			0.66			0.25

Net charge-offs to average loans outstanding4	0.40			0.08			0.48			0.04			0.24			0.25			0.16

Summary Performance Ratios:
Return on average assets4	0.11		%	1.06		%	1.10		%	1.28		%	1.35		%	0.88		%	1.33		%
Return on average equity4	0.92			8.58			8.96			10.55			11.03			7.21			10.28
Return on average tangible common equity1, 4	2.00			12.80			13.35			15.81			16.75			10.91			15.78
Efficiency ratio	77.49			54.49			49.94			48.42			47.63			55.82			48.64
Net interest margin	3.31			3.46			3.51			3.69			3.87			3.49			3.59

Selected Performance Metrics - Operating:
Diluted operating EPS1	$	0.58		$	0.60		$	0.64		$	0.79		$	0.74		$	2.60		$	2.74
Pre-tax, pre-provision operating return on average assets1, 2	1.54		%	1.61		%	1.90		%	2.20		%	2.15		%	1.81		%	1.97		%
Pre-tax, pre-provision operating return on average loans1, 4	1.97			2.05			2.43			2.83			2.78			2.32			2.60
Operating return on average assets1,4	1.02			1.06			1.13			1.43			1.36			1.16			1.35
Operating return on average tangible common equity1,3	12.37			12.80			13.70			17.68			16.95			14.09			15.94
Operating efficiency ratio1	55.50			54.49			48.90			45.70			47.11			50.94			48.16

Veritex Holdings, Inc. Capital Ratios:
Average stockholders' equity to average total assets	12.27		%	12.30		%	12.23		%	12.09		%	12.20		%	12.22		%	12.96		%
Tangible common equity to tangible assets1	9.18			8.86			8.76			8.66			8.60			9.18			8.60
Tier 1 capital to average assets (leverage)	10.03			10.10			9.80			9.67			9.82			10.03			9.82
Common equity tier 1 capital	10.29			10.11			9.76			9.32			9.09			10.29			9.09
Tier 1 capital to risk-weighted assets	10.56			10.37			10.01			9.56			9.34			10.56			9.34
Total capital to risk-weighted assets	13.18			12.95			12.51			11.99			11.63			13.18			11.63

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

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 Financial Instruments-Credit Losses 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, 2023		Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022
	(unaudited)		(unaudited)		(unaudited)		(unaudited)
ASSETS


Cash and cash equivalents	$	629,063	$	713,408	$	663,921	$	808,395	$	436,077
Debt securities, net	1,257,042		1,060,629		1,144,020		1,150,959		1,282,460
Other investments	76,238		80,869		138,894		137,621		122,450

Loans held for sale ("LHFS")	79,072		41,313		29,876		42,816		20,641

LHI, mortgage warehouse ("MW")	377,796		390,767		436,255		437,501		446,227
LHI, excluding MW	9,206,544		9,237,447		9,257,183		9,237,159		9,036,424
Total loans	9,663,412		9,669,527		9,723,314		9,717,476		9,503,292
ACL	(109,816)		(109,831)		(102,150)		(98,694)		(91,052)
Bank-owned life insurance	84,833		84,867		84,375		84,962		84,496
Bank premises, furniture and equipment, net	105,727		106,118		105,986		107,540		108,824

Intangible assets, net of accumulated amortization	41,753		44,294		48,293		51,086		53,213
Goodwill	404,452		404,452		404,452		404,452		404,452
Other assets	241,633		291,998		259,263		245,690		250,149

Total assets	$	12,394,337	$	12,346,331	$	12,470,368	$	12,609,487	$	12,154,361
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Noninterest-bearing deposits	$	2,218,036	$	2,363,340	$	2,234,109	$	2,212,389	$	2,640,617
Interest-bearing transaction and savings deposits	4,348,385		3,936,070		3,590,253		3,492,011		3,514,729
Certificates and other time deposits	3,191,737		3,403,427		2,928,949		2,896,870		2,086,642
Correspondent money market deposits	580,037		493,681		480,598		433,468		881,246
Total deposits	10,338,195		10,196,518		9,233,909		9,034,738		9,123,234
Accounts payable and other liabilities	195,036		229,116		190,900		171,985		177,579

Advances from FHLB	100,000		200,000		1,325,000		1,680,000		1,175,000
Subordinated debentures and subordinated notes	229,783		229,531		229,279		229,027		228,775


Total liabilities	10,863,014		10,855,165		10,979,088		11,115,750		10,704,588
Commitments and contingencies
Stockholders’ equity:

Common stock	610		609		609		609		607
Additional paid-in capital	1,317,516		1,314,459		1,311,687		1,308,345		1,306,852
Retained earnings	444,242		451,513		429,753		406,873		379,299

Accumulated other comprehensive loss	(63,463)		(107,833)		(83,187)		(54,508)		(69,403)
Treasury stock	(167,582)		(167,582)		(167,582)		(167,582)		(167,582)
Total stockholders’ equity	1,531,323		1,491,166		1,491,280		1,493,737		1,449,773
Total liabilities and stockholders’ equity	$	12,394,337	$	12,346,331	$	12,470,368	$	12,609,487	$	12,154,361

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(in thousands, except per share data)


	For the Quarter Ended										For the Year Ended
	Dec 31, 2023		Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Dec 31, 2023		Dec 31, 2022
	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)
Interest income:
Loans, including fees	$	165,443	$	167,368	$	163,727	$	151,707	$	136,846	$	648,245	$	399,679
Debt securities	12,282		10,928		10,166		10,988		10,880		44,364		38,736
Deposits in financial institutions and Fed Funds sold	8,162		7,128		7,507		5,534		3,401		28,331		6,275
Equity securities and other investments	1,717		1,691		1,118		1,408		1,087		5,934		4,720
Total interest income	187,604		187,115		182,518		169,637		152,214		726,874		449,410
Interest expense:
Transaction and savings deposits	46,225		39,936		32,957		29,857		24,043		148,975		42,785
Certificates and other time deposits	40,165		36,177		28,100		20,967		8,543		125,409		15,307
Advances from FHLB	2,581		8,523		17,562		12,358		10,577		41,024		15,501
Subordinated debentures and subordinated notes	3,100		3,118		3,068		3,066		2,954		12,352		11,160
Total interest expense	92,071		87,754		81,687		66,248		46,117		327,760		84,753
Net interest income	95,533		99,361		100,831		103,389		106,097		399,114		364,657
Provision for credit losses1	9,500		8,627		15,000		9,385		11,800		42,512		26,950
(Benefit) provision for unfunded commitments	(1,500)		(909)		(1,129)		1,497		(523)		(2,041)		820
Net interest income after provisions	87,533		91,643		86,960		92,507		94,820		358,643		336,887
Noninterest income:
Service charges and fees on deposit accounts	4,800		5,159		5,272		5,017		5,173		20,248		20,139
Loan fees	1,200		1,564		1,520		2,064		2,477		6,348		10,442
Loss on sales of debt securities	—		—		—		(5,321)		—		(5,321)		—
Gain on sales of mortgage LHFS	10		21		40		6		4		77		550
U.S. Small Business Administration loan income	1,240		575		574		322		294		2,711		2,838
USDA loan income	3,138		1,197		3,570		9,366		7,514		17,271		11,222
Equity method investment (loss) income	(29,417)		(136)		485		(1,521)		(5,416)		(30,589)		(5,141)
Customer swap income	238		202		961		217		2,273		1,618		7,898
Other income	999		1,092		1,270		3,381		2,007		6,742		4,874
Total noninterest (loss) income	(17,792)		9,674		13,692		13,531		14,326		19,105		52,822
Noninterest expense:
Salaries and employee benefits	30,606		30,949		28,650		31,865		33,690		122,070		117,841
Occupancy and equipment	4,670		4,881		4,827		4,973		5,116		19,351		18,744
Professional and regulatory fees	7,626		7,283		6,868		4,389		4,401		26,166		14,142
Data processing and software expense	4,569		4,541		4,709		4,720		4,197		18,539		14,013
Marketing	1,945		2,353		2,627		1,779		1,841		8,704		7,179
Amortization of intangibles	2,438		2,437		2,468		2,495		2,495		9,838		9,979

Telephone and communications	356		362		355		478		358		1,551		1,484
Merger and acquisition ("M&A") expense	—		—		—		—		—		—		1,379
Other	8,028		6,608		6,693		5,916		5,261		27,245		18,314
Total noninterest expense	60,238		59,414		57,197		56,615		57,359		233,464		203,075
Income before income tax expense	9,503		41,903		43,455		49,423		51,787		144,284		186,634
Income tax expense	6,004		9,282		9,725		11,012		11,890		36,023		40,319
Net income	$	3,499	$	32,621	$	33,730	$	38,411	$	39,897	$	108,261	$	146,315


Basic EPS	$	0.06	$	0.60	$	0.62	$	0.71	$	0.74	$	2.00	$	2.75
Diluted EPS	$	0.06	$	0.60	$	0.62	$	0.70	$	0.73	$	1.98	$	2.71
Weighted average basic shares outstanding	54,327		54,300		54,247		54,149		54,011		54,256		53,170
Weighted average diluted shares outstanding	54,691		54,597		54,486		54,606		54,780		54,596		53,952

1 Includes provision for credit losses on available for sale (“AFS”) securities of $885 thousand for the three months ended March 31, 2023.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)


	For the Quarter Ended
	December 31, 2023						September 30, 2023						December 31, 2022
	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	$	9,280,439	$	161,021	6.88	%	$	9,267,366	$	161,615	6.92	%	$	8,743,380	$	131,823	5.98	%
LHI, MW	301,345		4,422		5.82		357,639		5,753		6.38		383,080		5,024		5.20

Debt securities	1,188,776		12,282		4.10		1,121,716		10,928		3.87		1,286,342		10,880		3.36
Interest-earning deposits in other banks	587,929		8,162		5.51		520,785		7,128		5.43		353,737		3,401		3.81
Equity securities and other investments	82,271		1,717		8.28		135,714		1,691		4.94		119,054		1,087		3.62
Total interest-earning assets	11,440,760		187,604		6.51		11,403,220		187,115		6.51		10,885,593		152,215		5.55
ACL	(111,937)						(105,320)						(85,275)
Noninterest-earning assets	977,811						961,162						960,726
Total assets	$	12,306,634					$	12,259,062					$	11,761,044

Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	4,547,911	46,225		4.03	%	$	4,168,876	$	39,936	3.80	%	$	4,321,936	24,043		2.21	%
Certificates and other time deposits	3,285,164		40,165		4.85		3,151,704		36,177		4.55		1,785,152		8,543		1.90
Advances from FHLB and Other	182,935		2,581		5.60		725,543		8,523		4.66		1,073,049		10,577		3.91
Subordinated debentures and subordinated notes	229,648		3,100		5.36		229,389		3,118		5.39		229,037		2,954		5.12
Total interest-bearing liabilities	8,245,658		92,071		4.43		8,275,512		87,754		4.21		7,409,174		46,117		2.47

Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,322,555						2,272,207						2,737,468
Other liabilities	228,135						203,173						179,584
Total liabilities	10,796,348						10,750,892						10,326,226
Stockholders’ equity	1,510,286						1,508,170						1,434,818
Total liabilities and stockholders’ equity	$	12,306,634					$	12,259,062					$	11,761,044

Net interest rate spread2					2.08	%					2.30	%					3.08	%
Net interest income and margin3			$	95,533	3.31	%			$	99,361	3.46	%			$	106,097	3.87	%

1 Includes average outstanding balances of LHFS of $31,242, $28,284 and $15,296 for the three months ended December 31, 2023, September 30, 2023 and December 31, 2022, respectively, and average balances of LHI, excluding MW.

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,
	2023						2022
	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	$	9,244,070	$	628,122	6.79	%	$	7,877,949	$	383,008	4.86	%
LHI, MW	347,596		20,123		5.79		433,062		16,671		3.85

Debt securities	1,173,880		44,364		3.78		1,277,643		38,736		3.03
Interest-earning deposits in other banks	542,959		28,331		5.22		405,471		6,275		1.55
Equity securities and other investments	120,135		5,934		4.94		169,875		4,720		2.78
Total interest-earning assets	11,428,640		726,874		6.36		10,164,000		449,410		4.42
ACL	(103,179)						(79,845)
Noninterest-earning assets	957,286						905,103
Total assets	$	12,282,747					$	10,989,258

Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	4,197,517	148,975		3.55		$	3,934,926	42,785		1.09
Certificates and other time deposits	2,977,178		125,409		4.21		1,601,687		15,307		0.96
Advances from FHLB and Other	873,617		41,024		4.70		896,687		15,501		1.73
Subordinated debentures and subordinated notes	229,268		12,352		5.39		230,984		11,160		4.83
Total interest-bearing liabilities	8,277,580		327,760		3.96		6,664,284		84,753		1.27

Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,309,983						2,782,077
Other liabilities	193,659						119,237
Total liabilities	10,781,222						9,565,598
Stockholders’ equity	1,501,525						1,423,660
Total liabilities and stockholders’ equity	$	12,282,747					$	10,989,258

Net interest rate spread2					2.40	%					3.15	%
Net interest income and margin3			$	399,114	3.49	%			$	364,657	3.59	%

1Includes average outstanding balances of LHFS of $25,684 and $13,558 for the twelve months ended December 31, 2023 and 2022, respectively, and average balances of LHI, excluding MW.

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, 2023		Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022
Average yield on interest-earning assets:
Loans1	6.88	%	6.92	%	6.85	%	6.51	%	5.98	%
LHI, MW	5.82		6.38		5.44		5.52		5.20

Debt securities	4.10		3.87		3.60		3.56		3.36
Interest-bearing deposits in other banks	5.51		5.43		5.16		4.69		3.81
Equity securities and other investments	8.28		4.94		3.25		4.57		3.62
Total interest-earning assets	6.51	%	6.51	%	6.36	%	6.06	%	5.55	%

Average rate on interest-bearing liabilities:
Interest-bearing demand and savings deposits	4.03	%	3.80	%	3.37	%	2.92	%	2.21	%
Certificates and other time deposits	4.85		4.55		3.92		3.28		1.90
Advances from FHLB and Other	5.60		4.66		4.78		4.46		3.91
Subordinated debentures and subordinated notes	5.36		5.39		5.37		5.38		5.12
Total interest-bearing liabilities	4.43	%	4.21	%	3.86	%	3.32	%	2.47	%

Net interest rate spread2	2.08	%	2.30	%	2.50	%	2.74	%	3.08	%
Net interest margin3	3.31	%	3.46	%	3.51	%	3.69	%	3.87	%

1 Includes average outstanding balances of LHFS of $31,242, $28,284, $23,374, $19,679 and $15,296 for the three months ended December 31, 2023, September 30, 2023, June 30, 2023, March 31, 2023 and December 31, 2022, respectively, and average balances of LHI, excluding MW.

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, 2023		Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022
Average cost of interest-bearing deposits	4.38	%	4.12	%	3.61	%	3.06	%	2.12	%
Average costs of total deposits, including noninterest-bearing	3.37		3.15		2.73		2.24		1.46

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

LHI and Deposit Portfolio Composition


	Dec 31, 2023					Sep 30, 2023					Jun 30, 2023					Mar 31, 2023					Dec 31, 2022
	(In thousands, except percentages)
LHI1
Commercial and Industrial ("C&I")	$	2,752,063		29.9	%	$	2,841,024		30.7	%	$	2,850,084		30.7	%	$	2,895,957		31.3	%	$	2,942,348		32.4	%
Real Estate:
Owner occupied commercial ("OOCRE")	794,088			8.6		697,299			7.5		671,602			7.2		631,563			6.8		715,829			7.9
Non-owner occupied commercial ("NOOCRE")	2,350,725			25.5		2,398,060			26.1		2,509,731			27.1		2,505,344			27.1		2,341,379			25.9
Construction and land	1,734,254			18.8		1,705,053			18.4		1,659,700			17.9		1,831,349			19.8		1,787,400			19.7
Farmland	31,114			0.3		59,684			0.6		51,663			0.6		51,680			0.6		43,500			0.5
1-4 family residential	937,119			10.2		933,225			10.1		923,442			10.0		896,252			9.7		894,456			9.9
Multi-family residential	605,817			6.6		603,395			6.5		592,473			6.4		432,209			4.6		322,679			3.6
Consumer	10,149			0.1		9,845			0.1		11,189			0.1		8,316			0.1		7,806			0.1
Total LHI	$	9,215,329		100	%	$	9,247,585		100	%	$	9,269,884		100	%	$	9,252,670		100	%	$	9,055,397		100	%

MW	377,796					390,767					436,255					437,501					446,227


Total LHI1	$	9,593,125				$	9,638,352				$	9,706,139				$	9,690,171				$	9,501,624

Total LHFS	79,072					41,313					29,876					42,816					20,641

Total Loans	$	9,672,197				$	9,679,665				$	9,736,015				$	9,732,987				$	9,522,265

Deposits
Noninterest-bearing	$	2,218,036		21.5	%	$	2,363,340		23.2	%	$	2,234,109		24.2	%	$	2,212,389		24.5	%	$	2,640,617		28.9	%
Interest-bearing transaction	347,156			3.4		739,098			7.2		676,653			7.3		866,609			9.6		622,814			6.8
Money market	3,864,361			37.3		3,096,498			30.4		2,816,769			30.5		2,518,922			27.9		2,773,622			30.4
Savings	136,868			1.3		100,474			1.0		96,831			1.0		106,480			1.2		118,293			1.3
Certificates and other time deposits	3,191,737			30.9		3,403,427			33.4		2,928,949			31.7		2,896,870			32.0		2,086,642			22.9
Correspondent money market account	580,037			5.6		493,681			4.8		480,598			5.3		433,468			4.8		881,246			9.7
Total deposits	$	10,338,195		100	%	$	10,196,518		100	%	$	9,233,909		100	%	$	9,034,738		100	%	$	9,123,234		100	%

Total loans to total deposits ratio	93.6		%			94.9		%			105.4		%			107.7		%			104.4		%

LHI to Deposit Ratio, excluding MW	89.1		%			90.7		%			100.4		%			102.4		%			99.3		%

1 Total LHI does not include deferred costs of $8.8 million, $10.1 million, $12.7 million, $15.5 million and $19.0 million at December 31, 2023, September 30, 2023, June 30, 2023, March 31, 2023 and December 31, 2022, respectively.

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

Asset Quality


	For the Quarter Ended															For the Year Ended
	Dec 31, 2023			Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Dec 31, 2023			Dec 31, 2022
	(In thousands, except percentages)
NPAs:
Nonaccrual loans	$	79,133		$	65,676		$	54,055		$	31,452		$	30,364		$	79,133		$	30,364
Nonaccrual PCD loans1	13,715			13,718			13,721			12,784			13,178			13,715			13,178
Accruing loans 90 or more days past due2	2,975			474			528			296			125			2,975			125

Total nonperforming loans held for investment ("NPLs")	95,823			79,868			68,304			44,532			43,667			95,823			43,667
Other real estate owned	—			—			—			—			—			—			—
Total NPAs	$	95,823		$	79,868		$	68,304		$	44,532		$	43,667		$	95,823		$	43,667

Charge-offs:
1-4 family residential	$	(21)		$	—		$	—		$	—		$	—		$	(21)		$	—
Multifamily	(192)			—			—			—			—			(192)			—
OOCRE	(364)			(375)			—			(116)			—			(855)			(2,646)
NOOCRE	(5,434)			—			(8,215)			—			(1,019)			(13,649)			(2,410)
C&I	(3,893)			(1,929)			(3,540)			(1,051)			(5,449)			(10,413)			(9,731)
Consumer	(33)			(49)			(92)			(62)			(41)			(236)			(1,285)
Total charge-offs	(9,937)			(2,353)			(11,847)			(1,229)			(6,509)			(25,366)			(16,072)

Recoveries:
1-4 family residential	1			—			1			1			24			3			31

OOCRE	—			—			—			—			26			—			271
NOOCRE	—			200			150			—			229			350			725
C&I	387			308			106			364			415			1,165			1,308
Consumer	34			14			46			6			30			100			85
Total recoveries	422			522			303			371			724			1,618			2,420

Net charge-offs	$	(9,515)		$	(1,831)		$	(11,544)		$	(858)		$	(5,785)		$	(23,748)		$	(13,652)

Provision for credit losses	$	9,500		$	8,627		$	15,000		$	9,385		$	11,800		$	42,512		$	26,950



ACL	$	109,816		$	109,831		$	102,150		$	98,694		$	91,052		$	109,816		$	91,052



Asset Quality Ratios:
NPAs to total assets	0.77		%	0.65		%	0.55		%	0.35		%	0.36		%	0.77		%	0.36		%
NPAs, excluding nonaccrual PCD loans, to total assets	0.66			0.54			0.44			0.25			0.25			0.66			0.25
NPLs to total LHI	1.00			0.83			0.70			0.46			0.46			1.00			0.46
NPLs, excluding nonaccrual PCD loans, to total LHI	0.86			0.69			0.56			0.33			0.32			0.86			0.32
ACL to total LHI	1.14			1.14			1.05			1.02			0.96			1.14			0.96

Net charge-offs to average loans outstanding3	0.40			0.08			0.48			0.04			0.24			0.25			0.16

1 Nonaccrual PCD loans consist of PCD loans that transitioned upon adoption of ASC 326 Financial Instruments - Credit Losses 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 PCD 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, 2023		Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022
	(Dollars in thousands, except per share data)
Tangible Common Equity
Total stockholders' equity	$	1,531,323	$	1,491,166	$	1,491,280	$	1,493,737	$	1,449,773
Adjustments:
Goodwill	(404,452)		(404,452)		(404,452)		(404,452)		(404,452)
Core deposit intangibles	(28,495)		(30,933)		(33,371)		(35,808)		(38,247)
Tangible common equity	$	1,098,376	$	1,055,781	$	1,053,457	$	1,053,477	$	1,007,074
Common shares outstanding	54,338		54,305		54,261		54,229		54,030

Book value per common share	$	28.18	$	27.46	$	27.48	$	27.54	$	26.83
Tangible book value per common share	$	20.21	$	19.44	$	19.41	$	19.43	$	18.64

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, 2023			Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022
	(Dollars in thousands)
Tangible Common Equity
Total stockholders' equity	$	1,531,323		$	1,491,166		$	1,491,280		$	1,493,737		$	1,449,773
Adjustments:
Goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(404,452)
Core deposit intangibles	(28,495)			(30,933)			(33,371)			(35,808)			(38,247)
Tangible common equity	$	1,098,376		$	1,055,781		$	1,053,457		$	1,053,477		$	1,007,074
Tangible Assets
Total assets	$	12,394,337		$	12,346,331		$	12,470,368		$	12,609,487		$	12,154,361
Adjustments:
Goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(404,452)
Core deposit intangibles	(28,495)			(30,933)			(33,371)			(35,808)			(38,247)
Tangible Assets	$	11,961,390		$	11,910,946		$	12,032,545		$	12,169,227		$	11,711,662
Tangible Common Equity to Tangible Assets	9.18		%	8.86		%	8.76		%	8.66		%	8.60		%

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, 2023			Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Dec 31, 2023			Dec 31, 2022
	(Dollars in thousands)
Net income available for common stockholders adjusted for amortization of core deposit intangibles
Net income	$	3,499		$	32,621		$	33,730		$	38,411		$	39,897		$	108,261		$	146,315
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,438			2,438			2,438			2,438			9,752			9,752
Less: Tax benefit at the statutory rate	512			512			512			512			512			2,048			2,048
Net income available for common stockholders adjusted for amortization of core deposit intangibles	$	5,425		$	34,547		$	35,656		$	40,337		$	41,823		$	115,965		$	154,019

Average Tangible Common Equity
Total average stockholders' equity	$	1,510,286		$	1,508,170		$	1,510,625		$	1,476,576		$	1,434,818		$	1,501,525		$	1,423,660
Adjustments:
Average goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(404,452)			(404,452)			(404,344)
Average core deposit intangibles	(30,093)			(32,540)			(34,969)			(37,361)			(39,792)			(33,718)			(43,451)
Average tangible common equity	$	1,075,741		$	1,071,178		$	1,071,204		$	1,034,763		$	990,574		$	1,063,355		$	975,865
Return on Average Tangible Common Equity (Annualized)	2.00		%	12.80		%	13.35		%	15.81		%	16.75		%	10.91		%	15.78		%

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 Assets, Pre-tax, Pre-Provision Operating Return on Average Assets, Pre-tax, Pre-Provision Operating Return on Average Loans, 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 equity method investment write-down, plus FDIC special assessment, plus severance payments, plus loss on sale of debt securities AFS, net, plus M&A 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 noninterest expense plus adjustments to operating noninterest expense divided by noninterest income plus adjustments to operating noninterest 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, 2023		Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Dec 31, 2023		Dec 31, 2022
	(Dollars in thousands, except per share data)
Operating Earnings
Net income	$	3,499	$	32,621	$	33,730	$	38,411	$	39,897	$	108,261	$	146,315
Plus: Equity method investment write-down	29,417		—		—		—		—		29,417		—
Plus: FDIC special assessment	768		—		—		—		—		768		—

Plus: Severance payments1	—		—		1,194		756		630		1,950		630
Plus: Loss on sale of debt securities AFS, net	—		—		—		5,321		—		5,321		—



Plus: M&A expenses	—		—		—		—		—		—		1,379
Operating pre-tax income	33,684		32,621		34,924		44,488		40,527		145,717		148,324
Less: Tax impact of adjustments	2,059		—		251		1,293		132		3,603		435



Operating earnings	$	31,625	$	32,621	$	34,673	$	43,195	$	40,395	$	142,114	$	147,889

Weighted average diluted shares outstanding	54,691		54,597		54,486		54,606		54,780		54,596		53,952
Diluted EPS	$	0.06	$	0.60	$	0.62	$	0.70	$	0.73	$	1.98	$	2.71
Diluted operating EPS	$	0.58	$	0.60	$	0.64	$	0.79	$	0.74	$	2.60	$	2.74

1 Severance payments relate to restructurings made during the periods disclosed.


	For the Quarter Ended															For the Year Ended
(Dollars in thousands)	Dec 31, 2023			Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Dec 31, 2023			Dec 31, 2022
Pre-Tax, Pre-Provision Operating Earnings
Net Income	$	3,499		$	32,621		$	33,730		$	38,411		$	39,897		$	108,261		$	146,315
Plus: Provision for income taxes	6,004			9,282			9,725			11,012			11,890			36,023			40,319
Plus: Provision for credit losses and unfunded commitments	8,000			7,718			13,871			10,882			11,277			40,471			27,770
Plus: Severance payments	—			—			1,194			756			630			1,950			630
Plus: Loss on sale of debt securities AFS, net	—			—			—			5,321			—			5,321			—
Plus: Equity method investment write-down	29,417			—			—			—			—			29,417			—
Plus: FDIC special assessment	768			—			—			—			—			768			—

Plus: M&A expenses	—			—			—			—			—			—			1,379
Net pre-tax, pre-provision operating earnings	$	47,688		$	49,621		$	58,520		$	66,382		$	63,694		$	222,211		$	216,413

Average total assets	$	12,306,634		$	12,259,062		$	12,350,223		$	12,214,313		$	11,761,044		$	12,282,747		$	10,989,258
Pre-tax, pre-provision operating return on average assets1	1.54		%	1.61		%	1.90		%	2.20		%	2.15		%	1.81		%	1.97		%

Average Total Assets	$	12,306,634		$	12,259,062		$	12,350,223		$	12,214,313		$	11,761,044		$	12,282,747		$	10,989,258
Return on average assets1	0.11		%	1.06		%	1.10		%	1.28		%	1.35		%	0.88		%	1.33		%
Operating return on average assets1	1.02			1.06			1.13			1.43			1.36			1.16			1.35

Average loans	$	9,581,784		$	9,625,005		$	9,657,313		$	9,501,309		$	9,103,552		$	9,591,666		$	8,311,011
Pre-tax, pre-provision operating return on average loans1	1.97		%	2.05		%	2.43		%	2.83		%	2.78		%	2.32		%	2.60		%

Operating earnings adjusted for amortization of core deposit intangibles
Operating earnings	$	31,625		$	32,621		$	34,673		$	43,195		$	40,395		$	142,114		$	147,889
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,438			2,438			2,438			2,438			9,752			9,752
Less: Tax benefit at the statutory rate	512			512			512			512			512			2,048			2,048
Operating earnings adjusted for amortization of core deposit intangibles	$	33,551		$	34,547		$	36,599		$	45,121		$	42,321		$	149,818		$	155,593

Average Tangible Common Equity
Total average stockholders' equity	$	1,510,286		$	1,508,170		$	1,510,625		$	1,476,576		$	1,434,818		$	1,501,525		$	1,423,660
Adjustments:
Less: Average goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(404,452)			(404,452)			(404,344)
Less: Average core deposit intangibles	(30,093)			(32,540)			(34,969)			(37,361)			(39,792)			(33,718)			(43,451)
Average tangible common equity	$	1,075,741		$	1,071,178		$	1,071,204		$	1,034,763		$	990,574		$	1,063,355		$	975,865
Operating return on average tangible common equity1	12.37		%	12.80		%	13.70		%	17.68		%	16.95		%	14.09		%	15.94		%

Efficiency ratio	77.49		%	54.49		%	49.94		%	48.42		%	47.63		%	55.82		%	48.64		%

Net interest income	$	95,533		$	99,361		$	100,831		$	103,389		$	106,097		$	399,114		$	364,657
Noninterest (loss) income	(17,792)			9,674			13,692			13,531			14,326			19,105			52,822
Plus: Loss on sale of debt securities AFS, net	—			—			—			5,321			—			5,321			—
Plus: Equity method investment write-down	29,417			—			—			—			—			29,417			—
Operating noninterest income	11,625			9,674			13,692			18,852			14,326			53,843			52,822
Noninterest expense	60,238			59,414			57,197			56,615			57,359			233,464			203,075
Less: FDIC special assessment	768			—			—			—			—			768			—

Less: Severance payments	—			—			1,194			756			630			1,950			630
Less: M&A expenses	—			—			—			—			—			—			1,379
Operating noninterest expense	$	59,470		$	59,414		$	56,003		$	55,859		$	56,729		$	230,746		$	201,066
Operating efficiency ratio	55.50		%	54.49		%	48.90		%	45.70		%	47.11		%	50.94		%	48.21		%

1 Annualized ratio for quarterly metrics.

a4q23investorpresentatio

2 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’s quarterly cash dividend; expected loss on Veritex’s current equity method investment in Thrive; the transaction between Thrive and Lower Holding Company, including the expected timing of the completion of such transaction, the ability of the parties thereto to complete such transaction, the ability of the parties thereto to obtain any required regulatory or other approvals, authorizations or consents in connection with such transaction, and diversion of management time on issues related to such transaction; the impact of certain changes in Veritex’s accounting policies, standards and interpretations; a continuation of recent turmoil in the banking industry, responsive measures to mitigate and manage it and related supervisory and regulatory actions and costs 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, 2022 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. 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. Use of Non-GAAP Financial Measures

3 Total ACL (% ACL to Total Loans) (as % of RBC) Strengthening the Balance Sheet 104.4% 107.7% 105.4% 94.9% 93.6% 4Q22 1Q23 2Q23 3Q23 4Q23 Loan to Deposit Ratio 23.8% 32.1% 29.2% 21.2% 20.5% 4Q22 1Q23 2Q23 3Q23 4Q23 Reliance on Wholesale Funding 325.0% 333.7% 327.2% 317.0% 320.2% 4Q22 1Q23 2Q23 3Q23 4Q23 CRE Concentration ($ in thousands) $91,052 $98,694 $102,150 $109,831 4Q22 1Q23 2Q23 3Q23 4Q23 9.09% 9.32% 9.76% 10.11% 10.29% 4Q22 1Q23 2Q23 3Q23 4Q23 CET1 / Total RWA $9,123 $9,035 $9,234 $10,197 $10,338 4Q22 1Q23 2Q23 3Q23 4Q23 Deposit Growth $109,816 0.96% 1.14%

4 2023 Highlights Balance Sheet1 Total Total Loans $9.7 Total Deposits $10.3 1 Total loans and deposits $ in billions as of December 31, 2023 2 Refer to the reconciliation of Non-GAAP financial measures at the end of this presentation 3 Net income $ in millions 2023 Key Highlights • Pre-tax Pre-provision = $222.2 Million • 1.81% PTPP ROAA • CET1 grew 120 bps to 10.29% // RWA decreased $612.2 million • TBVPS increased 8.4%, or $1.57 // TBVPS including dividends increased 12.7%, or $2.37 • Increased loan payoffs with CRE/ADC representing 70% of 2023 payoffs • Criticized assets to total loans decreased to 5.24%, excluding PCD assets • Non-owner Office decreased $78 Million, or 12.1%, during 2023 // Represents 5.8% of total loans 4Q23 4Q232 YTD 2023 YTD 20232 Key Performance Metrics Reported Operating Reported Operating Net Income3 $3.5 $31.6 $108.3 $142.1 Diluted EPS $0.06 $0.58 $1.98 $2.60 ROAA 0.11% 1.02% 0.88% 1.16% ROATCE 2.00% 12.37% 10.91% 14.09% Efficiency Ratio 77.5% 55.5% 55.8% 50.9%

5 2023 Change in Deposits Deposits Summary • Total deposits increased $1.2 billion during 2023 • Total deposits increased $142 million, or 5.6%3, in 4Q23 • FHLB borrowings decreased $1.1 billion during 2023 • Wholesale funding reliance declined 34% from its peak in 1Q23 • Uninsured and uncollateralized deposits was 32.7%2 • Opened 1.6 deposit accounts for every account closed during 2023 • Net new deposit accounts increased 172% in 2023 1 Excludes wholesale 2 As of December 31, 2023 3 Percentage is annualized. 63% 68% 75% 80% 46% 52% 57% 62% Interest Bearing Deposits Total Deposits Cumulative change in deposit costs over cumulative change in average Fed Funds effective Rate Hike Beta Trends Int. Bearing Rate Total Deposit Rate Average Fed Funds Effective Rates and Average Fed Funds Effective 5.33% 4.38% 3.37%3.65% 2.12% 1.46% ($301.2) ($422.6) $512.6 ($ in Millions) $1,090.7 $592.5 ($275.6) $18.6

6 Loans Summary • 57% decrease in CRE ADC Constructed unfunded commitments during 2023 • Loan payoffs of $1.3 Billion in 2023 with 70% coming from the CRE ADC book • LDR decreased to 93.6% and, LDR, excluding MW decreased to 89.1% $ 5.8 $ 1.2 $ 1.7 $ 1.3 2022 2023 Loan Production ($B) Loan Payoffs ($B) Loan Production and Loan Payoff Levels CRE ADC Construction Current Unfunded (Non-Revolving) 2022 2023 Ending ADC Unfunded Balances $2.1 Billion ($ in Millions) 2023 Change in the Loan Portfolio ($190.3) ($53.1) ($68.4) ($10.0) $78.3 $9.3 $42.7 $283.1 $900 Million Commercial and Industrial (“C&I”) Owner occupied commercial (“OOCRE”) Non-owner occupied commercial (“NOOCRE”) Construction and land 1-4 family residential Multi-family residential Mortgage Warehouse Other

7 CRE By Type Term ADC Total Multifamily 605,824 587,511 1,193,335 Whs/Industrial 536,389 563,718 1,100,107 Retail 658,841 40,224 699,065 Office 551,947 11,692 563,639 Hotel 394,739 46,230 440,969 SFR - 377,490 377,490 Misc 209,566 14,362 223,928 Land Commercial - 96,477 96,477 Consumer - 5,197 5,197 Total 2,957,306 1,742,901 4,700,207 Breakdown of CRE by Term and ADC OOS % Total 125,890 11% 331,643 31% 178,736 26% 32,378 6% 86,124 20% 8,201 2% - 0% 20,785 22% 766 15% 784,523 17% Out of State Term/ADC as % of Total CRE

8 Out of State Exposure Breakdown of Cr Total Loans $9,593,125 % of Total National Businesses1 $1,102,678 11.5% Mortgage Warehouse 139,924 Mortgage Servicing Rights 227,002 Lender Finance 536,568 USDA and SBA 199,184 Mortgage $259,745 2.7% Out of State $1,140,519 11.9% Texas CRE Developers 784,523 8.2% C&I / Shared National Credits 355,996 3.7% ($ in thousands)

9 Net Interest Income Summary • 4Q23 NIM – 3.31% • 2023 NIM – 3.49%, down 10 bps from 2022 • 2023 Average Loan Yield – 6.76% • Average Cost of Total Deposits – 3.37% • 12.4% increase in average earnings assets from 2022 $103.4 $100.8 $99.4 $95.5 3.87% 3.69% 3.51% 3.46% 3.31% 4Q22 1Q23 2Q23 3Q23 4Q23 Net Interest Income ("NII") NIM $106.1 NII / NIM Trend 2022 Net Interest Income $364,657 Impact of loan rate changes 247,920 Impact of change in volume 28,613 Change in earning asset mix and other (30,188) Impact of deposit rate changes (211,888) 2023 Net Interest Income $399,114 ($ in thousand) Net Interest Income Rollforward Interest Rate Sensitivity1 1 Interest rate sensitivity is calculated using a static rate shock. ($ in Millions) 4Q23 4Q23 Interest Rate Scenario Percentage Change From Base EVE Shock Scenerio Percentage Change From Base Up 200 bps 7.70% Up 200 bps -3.23% Up 100 bps 3.92% Up 100 bps -1.05% BASE CASE 0.00% BASE CASE 0.00% Down 100 bps -4.16% Down 100 bps -1.65% Down 200 bps -8.21% Down 200 bps -4.85%

10 Interest Rates Summary • Average 4Q23 loan and deposit new production spread = 493 bps • Average investment yield at 4.10% • Average loan held for investment yield at 6.88% Variable and Hybrid Loans by Index 5.98% 6.51% 6.85% 6.92% 6.88% 1.46% 2.24% 2.73% 3.15% 3.37%3.36% 3.56% 3.60% 3.87% 4.10% 4Q22 1Q23 2Q23 3Q23 4Q23 1.00% 2.00% 3.00% 4.00% 5.00% 6.00% 7.00% Average Loan Yield Average Cost of Total Deposits Average Investment Yield 5 Quarter Trend (Loans, Investments and Deposits) Variable and Hybrid Loans by Rate Index Amount (in millions) % of Variable and Hybrid Loans SOFR 5,639.2$ 77.4% Prime Rate 1,420.9$ 19.5% Other 227.0$ 3.1% Total Variable and Hybrid Loans 7,287.1$ 100.0%

11 Investment Portfolio Summary • Represents 10.1% of total assets • 85.6% in AFS securities • Effective duration = 4.1 • 4Q23 portfolio yield = 4.10% • Current mark to market represents less than 11.6% of tangible common equity 4Q23 Purchases • Purchased $205 million in AFS securities • Effective duration = 5.37 // Rates -300 duration shortens to 3.74 • Average yield = 5.87% • 10% risk weighted • Hedged $200 million over a 3-year term at a blended cost of 4.54% • Resulting spread = 1.33%. Debt Investments as % of Total Assets 89.9% 10.1% Other Assets Investment Portfolio Total Assets: $12.4 Billion AFS: $1.1 Billion HTM: $180.4 Million Total Mark to Market: $126.8 Million1 1 Total mark to market is comprised of $99.4 million in AFS securities already included in tangible common equity and $27.4 in HTM securities.

12 +42% 2023 Change in Operating Noninterest Income Noninterest Income Summary • 2023 operating noninterest income = $19.1 Million • $29.4 million write-down on our Thrive equity method investment which is excluded from operating noninterest income • USDA loan income increased $6.1 Million in 2023 to $17.3 Million Service charges and fees on deposit accounts Loan fees SBA loan income USDA loan income Equity method investment (loss) income Customer swap income Other income ($ in thousands) $109 $6,049 $3,969 $1,395 ($6,280) ($127) ($4,094) $28.4 $45.6 $64.5 $181.1 SBA USDA $- $20.0 $40.0 $60.0 $80.0 $100.0 $120.0 $140.0 $160.0 $180.0 $200.0 4Q23 Production 2023 Production SBA and USDA 2023 Production Government Guaranteed Loan Income $14,060 $19,982 2022 2023 ($ in millions) ($ in thousands)

13 Capital Summary • CET1 increase primarily driven by earnings and a decrease in unfunded commitments • RWA down 5.1% from 2022 • CET1, including the impact to AOCI, increased to 10.27% • TBV increased to $20.21 • Total CET1 capital increased 7.4% during 2023 Capital Levels Capital Ratio 2023 2022 2023 (includes AOCI) CET1 Capital 10.29% 9.09% 10.27% Tier 1 Capital 10.55% 9.34% 10.53% Total Capital 13.17% 11.63% 13.15% Tangible Book Value Trend since IPO in 2014 $8.96 $9.59 $13.82 $12.75 $14.74 $14.73 $15.70 $17.49 $18.64 $20.21 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 CAGR 9.5% CAGR adding back dividends1 11.4% 1 Total dividends of $172.2 million included in the CAGR calculation. CET1 up 120 bps in 2023 to 10.29%

14 Allowance For Credit Losses Summary • General reserve reflects current economic outlook on economy and recessionary risk • 40% Baseline / 40% Scenario 2 / 20% Scenario 3 of Moody’s forecast weighting utilized in fourth quarter ACL calculation • Q-Factors represent 33 bps of the general reserve 1.14% Coverage // ACL increase of 18 bps from 2022 $3.2 $0.3 ($23.7) ($2.0)$101.2 $117.9 2023 ACL Movement, including unfunded loan commitments Total Loan Balances up 1.7% from December 31, 2022 ACL / Total Loans up 18.8% from December 31, 2022 $8.1MM $10.1MM $109.8MM $91.1MM ($ in millions) $38.9

15 Credit Quality Summary • 2023 net charge-offs were 0.25% • 5 -year average net charge-offs were 0.27% • 5 -year average originated net charge-offs were 0.06% • NPA / Total Assets increased to 0.77% driven primarily by previously acquired loans that moved to nonaccrual status during the fourth quarter • 60% of NCOs for the 2023 are related to two CRE Office relationships 4Q22 1Q23 2Q23 3Q23 4Q23 0.00% 0.10% 0.20% 0.30% 30-59 Past Due 60-89 Past Due 90+ Past Due 0.19% 0.36% 0.29% 0.16% 0.04% 0.00% 0.00% 0.09% 0.00% 0.21% 2019 2020 2021 2022 2023 Acquired NCOs Originated NCOs Totals: $21,468 $15,287 $25,188 $27,158 $60,459 Past Due Trend1 % of Total Loans2 5 Year Net Charge-off Lookback ($ in millions) ($ in millions) $43.6 $44.5 $68.3 $79.9 $95.8 0.36% 0.35% 0.55% 0.65% 0.77% 0.0% 0.1% 0.2% 0.3% 0.4% 0.5% 0.6% 0.7% 0.8% 4Q22 1Q23 2Q23 3Q23 4Q23 NPAs NPAs/Total Assets NPAs / Total Assets NPAs include $13.7 million of PCD loans at 4Q23 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. Totals: 0.19% 0.36% 0.38% 0.16% 0.25% 72% of net charge-offs for the previous 5 years are from acquired credits

16 Credit Quality Summary • Criticized loans = $506.6 MM, down 4% from 3Q23 • 7% decrease in criticized loans compared to December 31, 2022 ($ in millions, excluding PCD loans) Quarterly Criticized Loans $297.7 $204.8 $287.1 $304.5 $293.4 $175.3 $227.2 $225.0 $223.4 $213.2 4Q22 1Q23 2Q23 3Q23 4Q23 Special Mention Substandard (continued) Commercial Real Estate Criticized Loans Breakdown as of December 31, 2023 41% 19% 12% 10% 10% 8% CRE Office CRE Hotel CRE Other CRE Retail CRE Multifamily CRE Industrial Total CRE Criticized $341.7 MM

17 2024 Priorities Strategic Growth • Expansion of Core C&I and Business Banking • Production in Fee Businesses (USDA & SBA) Strengthen Balance Sheet • Strengthen Liquidity Profile through core deposit generation • Continued focus on reduction of CRE concentrations and Office exposure Capital Generation • Continue to build capital through earnings power and focused growth • Disciplined capital deployment to most valuable opportunities

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

Document

Exhibit 99.3

https://cdn.kscope.io/473eae307bbc865e87c6a5e6e4a2e248-veritexseclogo.jpg

PRESS RELEASE

FOR IMMEDIATE RELEASE

Veritex Holdings, Inc. Declares Cash Dividend on Common Stock

Dallas, TX – January 23, 2024 – 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 23, 2024 to shareholders of record as of February 9, 2024.

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