Atlantic Union Bankshares Reports Third Quarter Financial Results

Atlantic Union Bankshares investor call today, Monday, October 21, 2024 at 9:00 a.m. (EDT)

October 21, 2024 06:00 AM Eastern Daylight Time

RICHMOND, Va.--(BUSINESS WIRE)--Atlantic Union Bankshares Corporation (the “Company” or “Atlantic Union”) (NYSE: AUB) reported net income available to common shareholders of $73.4 million and basic and diluted earnings per common share of $0.82 for the third quarter of 2024 and adjusted operating earnings available to common shareholders⁽¹⁾ of $74.5 million and adjusted diluted operating earnings per common share⁽¹⁾ of $0.83 for the third quarter of 2024.

“Atlantic Union delivered solid financial results in the quarter and the enhanced earnings power we envisioned as a result of the American National Bankshares acquisition is now evident,” said John C. Asbury, president and chief executive officer of Atlantic Union. “During the quarter, we completed the integration work associated with American National Bank and added to our teams in our North Carolina markets which we believe offer long term growth and expansion opportunities. October marks the 8-year anniversary of my having joined the Company, and the transformation we have achieved during this time is exactly what we said we’d do at the outset. This would not have been possible without the dedication of our Teammates and support of our customers. We remain excited about what the future holds for Atlantic Union.

“Operating under the mantra of soundness, profitability, and growth – in that order of priority – Atlantic Union remains committed to generating sustainable, profitable growth, and building long-term value for our shareholders.”

NET INTEREST INCOME

For the third quarter of 2024, net interest income was $182.9 million, a decrease of $1.6 million from $184.5 million in the second quarter of 2024. Net interest income - fully taxable equivalent (“FTE”)⁽¹⁾was $186.8 million in the third quarter of 2024, a decrease of $1.5 million from $188.3 million in the second quarter of 2024. The decreases from the prior quarter in both net interest income and net interest income (FTE)⁽¹⁾ were primarily the result of increased interest expense due to the $111.3 million increase in average interest bearing liabilities and lower net accretion income and investment securities interest income, partially offset by increased interest income due to the $165.4 million increase in average loans held for investment (“LHFI”). For the third quarter of 2024, both the Company’s net interest margin and the net interest margin (FTE)⁽¹⁾ decreased 8 basis points compared to the prior quarter to 3.31% and to 3.38%, respectively, primarily due to higher cost of funds and lower yields on earning assets. Earning asset yields for the third quarter of 2024 decreased 2 basis points to 5.94% compared to the second quarter of 2024, primarily due to lower yields on securities and lower loan accretion income, partially offset by growth in average LHFI. Cost of funds increased from the prior quarter by 6 basis points to 2.56% for the third quarter of 2024, due primarily to average deposit growth in higher yielding deposit products, partially offset by lower borrowing costs.

The Company’s net interest margin (FTE)⁽¹⁾ includes the impact of acquisition accounting fair value adjustments. Net accretion income related to acquisition accounting declined by $1.6 million to $12.7 million for the quarter ended September 30, 2024, compared to $14.3 million for the quarter ended June 30, 2024. The impact of accretion and amortization for the periods presented are reflected in the following table (dollars in thousands):


	Loan		Deposit			Borrowings
	Accretion		Amortization			Amortization			Total
For the quarter ended June 30, 2024	$	15,660	$	(1,035	)	$	(285	)	$	14,340
For the quarter ended September 30, 2024		13,926		(913	)		(288	)		12,725

ASSET QUALITY

Overview

At September 30, 2024, nonperforming assets (“NPAs”) as a percentage of total LHFI was 0.20%, consistent with the prior quarter and included nonaccrual loans of $36.8 million. Accruing past due loans as a percentage of total LHFI totaled 30 basis points at September 30, 2024, an increase of 8 basis points from June 30, 2024, and an increase of 3 basis points from September 30, 2023. Net charge-offs were 0.01% of total average LHFI (annualized) for the third quarter of 2024, a decrease of 3 basis points from June 30, 2024, and consistent with September 30, 2023. The allowance for credit losses (“ACL”) totaled $177.6 million at September 30, 2024, a $1.9 million increase from the prior quarter.

Nonperforming Assets

At September 30, 2024, NPAs totaled $37.3 million, compared to $36.1 million in the prior quarter. The following table shows a summary of NPA balances at the quarters ended (dollars in thousands):


	September 30,		June 30,		March 31,		December 31,		September 30,
	2024		2024		2024		2023		2023
Nonaccrual loans	$	36,847	$	35,913	$	36,389	$	36,860	$	28,626
Foreclosed properties		404		230		29		29		149
Total nonperforming assets	$	37,251	$	36,143	$	36,418	$	36,889	$	28,775

The following table shows the activity in nonaccrual loans for the quarters ended (dollars in thousands):


	September 30,			June 30,			March 31,			December 31,			September 30,
	2024			2024			2024			2023			2023
Beginning Balance	$	35,913		$	36,389		$	36,860		$	28,626		$	29,105
Net customer payments		(2,219	)		(6,293	)		(1,583	)		(2,198	)		(1,947	)
Additions		5,347			6,831			5,047			10,604			1,651
Charge-offs		(542	)		(759	)		(3,935	)		(172	)		(64	)
Loans returning to accruing status		(1,478	)		(54	)		—			—			(119	)
Transfers to foreclosed property		(174	)		(201	)		—			—			—
Ending Balance	$	36,847		$	35,913		$	36,389		$	36,860		$	28,626

Past Due Loans

At September 30, 2024, past due loans still accruing interest totaled $55.2 million or 0.30% of total LHFI, compared to $40.2 million or 0.22% of total LHFI at June 30, 2024, and $40.6 million or 0.27% of total LHFI at September 30, 2023. The increase in past due loan levels at September 30, 2024 from June 30, 2024 was primarily within the 60-89 days past due category and driven by increases in past due relationships within the Commercial Real Estate (“CRE”) non-owner occupied, CRE owner occupied, and residential 1-4 family consumer as well as increases in Commercial and Industrial (“C&I”) past due relationships within the 30-59 days past due category. Of the total past due loans still accruing interest, $15.2 million or 0.08% of total LHFI were past due 90 days or more at September 30, 2024, compared to $15.6 million or 0.09% of total LHFI at June 30, 2024, and $11.9 million or 0.08% of total LHFI at September 30, 2023.

Allowance for Credit Losses

At September 30, 2024, the ACL was $177.6 million and included an allowance for loan and lease losses (“ALLL”) of $160.7 million and a reserve for unfunded commitments (“RUC”) of $16.9 million. The ACL at September 30, 2024 increased $1.9 million from June 30, 2024, primarily due to the impact of continued uncertainty in the economic outlook on certain portfolios.

The ACL as a percentage of total LHFI was 0.97% at September 30, 2024, compared to 0.96% at June 30, 2024. The ALLL as a percentage of total LHFI was 0.88% at September 30, 2024, compared to 0.86% at June 30, 2024.

Net Charge-offs

Net charge-offs were $0.7 million or 0.01% of total average LHFI on an annualized basis for the third quarter of 2024, compared to $1.7 million or 0.04% (annualized) for the second quarter of 2024, and $0.3 million or 0.01% (annualized) for the third quarter of 2023.

Provision for Credit Losses

For the third quarter of 2024, the Company recorded a provision for credit losses of $2.6 million, compared to $21.8 million in the prior quarter, and $5.0 million in the third quarter of 2023. Included in the provision for credit losses for the second quarter of 2024 was $13.2 million initial provision expense on non-purchased credit deteriorated loans and $1.4 million on unfunded commitments, each acquired from American National Bankshares Inc. (“American National”).

NONINTEREST INCOME

Noninterest income increased $10.5 million to $34.3 million for the third quarter of 2024 from $23.8 million in the prior quarter, primarily driven by $6.5 million of pre-tax losses incurred in the prior quarter on the sale of available for sale (“AFS”) securities as part of the Company’s restructuring of the American National securities portfolio.

Adjusted operating noninterest income,⁽¹⁾ which excludes losses and gains on sale of AFS securities (pre-tax gains of $4,000 in the third quarter and pre-tax losses of $6.5 million in the second quarter), increased $4.0 million to $34.3 million for the third quarter from $30.3 million for the prior quarter, primarily driven by a $1.9 million increase in other operating income due to an increase in equity method investment income, a $1.2 million increase in bank owned life insurance income primarily driven by death benefits received in the third quarter, and a $706,000 seasonal increase in service charges on deposit accounts.

NONINTEREST EXPENSE

Noninterest expense decreased $27.4 million to $122.6 million for the third quarter of 2024 from $150.0 million in the prior quarter, primarily driven by a $28.4 million decrease in pre-tax merger-related expenses associated with the American National acquisition.

Adjusted operating noninterest expense,⁽¹⁾which excludes merger-related costs ($1.4 million in the third quarter and $29.8 million in the second quarter) and amortization of intangible assets ($5.8 million in the third quarter and $6.0 million in the second quarter), increased $1.2 million to $115.4 million for the third quarter from $114.2 million in the prior quarter, primarily driven by a $923,000 increase in salaries and benefits due to increases in variable incentive compensation expenses and full-time equivalent employees, as well as a $607,000 increase in Federal Deposit Insurance Corporation (“FDIC”) assessment premiums and other insurance driven by an increase in our assessment base as a result of the American National acquisition. These increases were partially offset by a $537,000 decrease in technology and data processing expense.

INCOME TAXES

The Company’s effective tax rate for the three months ended September 30, 2024 and 2023 was 17.0% and 17.6%, respectively, and the effective tax rate for the nine months ended September 30, 2024 and 2023 was 19.7% and 16.3%. respectively. The increase in the effective tax rate for the nine months ended September 30, 2024 was primarily due to a $4.8 million valuation allowance established during the second quarter of 2024, which resulted in a 250 basis points increase in the effective tax rate.

BALANCE SHEET

At September 30, 2024, total assets were $24.8 billion, an increase of $42.3 million or approximately 0.7% (annualized) from June 30, 2024 and $4.1 billion or approximately 19.6% from September 30, 2023. Total assets increased from the prior quarter due to an increase in cash and cash equivalents primarily due to deposit growth, as well as an increase in the investment securities portfolio due to an increase in the market value of the AFS securities portfolio, partially offset by a decrease in other assets driven by decreases in deferred income taxes associated with other comprehensive income fair value changes related to AFS securities and derivatives in the current quarter. The increase in total assets from the prior year was due to growth in LHFI and the AFS securities portfolio, primarily due to the American National acquisition.

As a result of the American National acquisition, the Company’s associated goodwill at September 30, 2024 totaled $287.5 million. During the quarter ended September 30, 2024, the Company adjusted the allocation of the purchase price for certain provisional amounts recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date. The measurement period adjustments recorded in this quarter relate to deferred taxes, the fair values of long-term borrowings, and foreclosed properties, which resulted in a $5.2 million increase in the preliminary goodwill recognized during the second quarter of 2024.

At September 30, 2024, LHFI totaled $18.3 billion, a decrease of $9.9 million or 0.2% (annualized) from June 30, 2024, and an increase of $3.1 billion or 20.0% from September 30, 2023. LHFI decreased from the prior quarter primarily due to decreases in the commercial and industrial loan portfolio as a result of loan paydowns and lower revolving credit usage, partially offset by increases in the construction and land development loan portfolio as construction projects continued to fund up. The increase from the same period in the prior year was primarily due to the American National acquisition. Quarterly average LHFI totaled $18.3 billion, an increase of $165.4 million or 3.6% (annualized) from the prior quarter, and an increase of $3.5 billion or 23.8% (annualized) from September 30, 2023. Quarterly average LHFI increased from the prior quarter primarily due to an increase in the CRE owner occupied, multifamily real estate, and construction and land development loan portfolios, partially offset by a decrease in the CRE non-owner occupied loan portfolio. The increase from the same period in the prior year was primarily due to the American National acquisition, as well as loan growth.

At September 30, 2024, total investments were $3.5 billion, an increase of $41.7 million or 4.7% (annualized) from June 30, 2024, and an increase of $500.2 million or 16.5% from September 30, 2023. The increase compared to the prior quarter was primarily due to the increase in the market value of the AFS securities portfolio, and the increase compared to the same period in the prior year was primarily due to the American National acquisition. AFS securities totaled $2.6 billion at both September 30, 2024 and June 30, 2024 and increased from $2.1 billion at September 30, 2023. Total net unrealized losses on the AFS securities portfolio were $334.5 million at September 30, 2024, compared to $420.7 million at June 30, 2024, and $523.1 million at September 30, 2023. Held to maturity securities are carried at cost and totaled $807.1 million at September 30, 2024, $810.5 million at June 30, 2024, and $843.3 million at September 30, 2023 and had net unrealized losses of $30.3 million at September 30, 2024, $44.0 million at June 30, 2024, and $81.2 million at September 30, 2023.

At September 30, 2024, total deposits were $20.3 billion, an increase of $304.4 million or 6.1% (annualized) from the prior quarter. Average deposits at September 30, 2024 increased from the prior quarter by $140.5 million or 2.8% (annualized). Total deposits at September 30, 2024 increased $3.5 billion or 21.0% from September 30, 2023, and quarterly average deposits at September 30, 2024 increased $3.4 billion or 20.1% from the same period in the prior year. The increase in deposit balances from the prior quarter are primarily due to increases in interest bearing customer deposits and brokered deposits of $325.6 million and $83.2 million, respectively, partially offset by decreases of $104.4 million in demand deposits. The increase from the same period in the prior year is primarily related to the addition of the American National acquired deposits, as well as an increase of $901.5 million in brokered deposits.

At September 30, 2024, total borrowings were $852.2 million, a decrease of $354.6 million from June 30, 2024 and a decrease of $168.5 million from September 30, 2023. At September 30, 2024 average borrowings were $855.3 million, a decrease of $188.0 million from June 30, 2024, and a decrease of $49.9 million from September 30, 2023. The decreases in average borrowings from the prior quarter and the same period in the prior year were primarily due to paydowns of short-term borrowings due to deposit growth.

The following table shows the Company’s capital ratios at the quarters ended:


	September 30,		June 30,		September 30,
	2024		2024		2023
Common equity Tier 1 capital ratio ⁽²⁾	9.77	%	9.47	%	9.94	%
Tier 1 capital ratio ⁽²⁾	10.57	%	10.26	%	10.88	%
Total capital ratio ⁽²⁾	13.33	%	12.99	%	13.70	%
Leverage ratio (Tier 1 capital to average assets) ⁽²⁾	9.27	%	9.05	%	9.62	%
Common equity to total assets	12.16	%	11.62	%	10.72	%
Tangible common equity to tangible assets ⁽¹⁾	7.29	%	6.71	%	6.45	%

________________________________________

⁽¹⁾ These are financial measures not calculated in accordance with generally accepted accounting principles (“GAAP”). For a reconciliation of these non-GAAP financial measures, see the “Alternative Performance Measures (non-GAAP)” section of the Key Financial Results.

⁽²⁾ All ratios at September 30, 2024 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.

During the third quarter of 2024, the Company declared and paid a quarterly dividend on the outstanding shares of Series A Preferred Stock of $171.88 per share (equivalent to $0.43 per outstanding depositary share), consistent with the second quarter of 2024 and the third quarter of 2023. During the third quarter of 2024, the Company also declared and paid cash dividends of $0.32 per common share, consistent with the second quarter of 2024 and a $0.02 increase or approximately 6.7% from the third quarter of 2023.

ABOUT ATLANTIC UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Atlantic Union Bankshares Corporation (NYSE: AUB) is the holding company for Atlantic Union Bank. Atlantic Union Bank had 129 branches and approximately 150 ATMs located throughout Virginia and in portions of Maryland and North Carolina as of September 30, 2024. Certain non-bank financial services affiliates of Atlantic Union Bank include: Atlantic Union Equipment Finance, Inc., which provides equipment financing; Atlantic Union Financial Consultants, LLC, which provides brokerage services; and Union Insurance Group, LLC, which offers various lines of insurance products.

THIRD QUARTER 2024 EARNINGS RELEASE CONFERENCE CALL

The Company will hold a conference call and webcast for investors at 9:00 a.m. Eastern Time on Monday, October 21, 2024, during which management will review our financial results for the third quarter 2024 and provide an update on our recent activities. This call has been rescheduled from the previously announced date and time.

The listen-only webcast and the accompanying slides can be accessed at:
https://edge.media-server.com/mmc/p/6q92at5j.

For analysts who wish to participate in the conference call, please register at the following URL:
https://register.vevent.com/register/BI352e42e841fa454e85cc98ae24ac2697. To participate in the conference call, you must use the link to receive an audio dial-in number and an Access PIN.

A replay of the webcast, and the accompanying slides, will be available on the Company’s website for 90 days at:
https://investors.atlanticunionbank.com/.

NON-GAAP FINANCIAL MEASURES

In reporting the results as of and for the period ended September 30, 2024, we have provided supplemental performance measures determined by methods other than in accordance with GAAP. These non-GAAP financial measures are a supplement to GAAP, which is used to prepare our financial statements, and should not be considered in isolation or as a substitute for comparable measures calculated in accordance with GAAP. In addition, our non-GAAP financial measures may not be comparable to non-GAAP financial measures of other companies. We use the non-GAAP financial measures discussed herein in its analysis of our performance. Our management believes that these non-GAAP financial measures provide additional understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented without the impact of items or events that may obscure trends in our underlying performance. For a reconciliation of these measures to their most directly comparable GAAP measures and additional information about these non-GAAP financial measures, see “Alternative Performance Measures (non-GAAP)” in the tables within the section “Key Financial Results.”

FORWARD-LOOKING STATEMENTS

This press release and statements by our management may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include, without limitation, statements made in Mr. Asbury’s quotations, statements regarding our future ability to recognize the benefits of certain tax assets, our business, financial and operating results, including our deposit base and funding, the impact of future economic conditions, changes in economic conditions, our asset quality, our customer relationships, and statements that include other projections, predictions, expectations, or beliefs about future events or results or otherwise are not statements of historical fact. Such forward-looking statements are based on certain assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties, and other factors, some of which cannot be predicted or quantified, that may cause actual results, performance, or achievements to be materially different from those expressed or implied by such forward-looking statements. Forward-looking statements are often characterized by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “potential,” “continue,” “confidence,” or words of similar meaning or other statements concerning opinions or judgment of the Company and our management about future events. Although we believe that our expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of our existing knowledge of our business and operations, there can be no assurance that actual future results, performance, or achievements of, or trends affecting, us will not differ materially from any projected future results, performance, achievements or trends expressed or implied by such forward-looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the effects of or changes in:

market interest rates and their related impacts on macroeconomic conditions, customer and client behavior, our funding costs and our loan and securities portfolios;
inflation and its impacts on economic growth and customer and client behavior;
adverse developments in the financial industry generally, such as bank failures, responsive measures to mitigate and manage such developments, related supervisory and regulatory actions and costs, and related impacts on customer and client behavior;
the sufficiency of liquidity and changes in our capital positions;
general economic and financial market conditions, in the United States generally and particularly in the markets in which we operate and which our loans are concentrated, including the effects of declines in real estate values, an increase in unemployment levels and slowdowns in economic growth;
the American National acquisition, including the impact of purchase accounting, any change in the assumptions used regarding the assets acquired and liabilities assumed to determine the fair value and credit marks, and the possibility that the anticipated benefits are not realized when expected or at all;
potential adverse reactions or changes to business or employee relationships, including those resulting from the American National acquisition;
monetary and fiscal policies of the U.S. government, including policies of the U.S. Department of the Treasury and the Federal Reserve;
the quality or composition of our loan or investment portfolios and changes therein;
demand for loan products and financial services in our market areas;
our ability to manage our growth or implement our growth strategy;
the effectiveness of expense reduction plans;
the introduction of new lines of business or new products and services;
our ability to recruit and retain key employees;
real estate values in our lending area;
changes in accounting principles, standards, rules, and interpretations, and the related impact on our financial statements;
an insufficient ACL or volatility in the ACL resulting from the CECL methodology, either alone or as that may be affected by changing economic conditions, credit concentrations, inflation, changing interest rates, or other factors;
concentrations of loans secured by real estate, particularly commercial real estate;
the effectiveness of our credit processes and management of our credit risk;
our ability to compete in the market for financial services and increased competition from fintech companies;
technological risks and developments, and cyber threats, attacks, or events;
operational, technological, cultural, regulatory, legal, credit, and other risks associated with the exploration, consummation and integration of potential future acquisitions, whether involving stock or cash considerations;
the potential adverse effects of unusual and infrequently occurring events, such as weather-related disasters, terrorist acts, geopolitical conflicts or public health events (such as pandemics), and of governmental and societal responses thereto; these potential adverse effects may include, without limitation, adverse effects on the ability of our borrowers to satisfy their obligations to us, on the value of collateral securing loans, on the demand for our loans or our other products and services, on supply chains and methods used to distribute products and services, on incidents of cyberattack and fraud, on our liquidity or capital positions, on risks posed by reliance on third-party service providers, on other aspects of our business operations and on financial markets and economic growth;
performance by our counterparties or vendors;
deposit flows;
the availability of financing and the terms thereof;
the level of prepayments on loans and mortgage-backed securities;
the effects of legislative or regulatory changes and requirements, including changes in federal, state or local tax laws;
actual or potential claims, damages, and fines related to litigation or government actions, which may result in, among other things, additional costs, fines, penalties, restrictions on our business activities, reputational harm, or other adverse consequences;
any event or development that would cause us to conclude that there was an impairment of any asset, including intangible assets, such as goodwill; and
other factors, many of which are beyond our control.

Please also refer to such other factors as discussed throughout Part I, Item 1A. “Risk Factors” and Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10‑K for the year ended December 31, 2023 and related disclosures in other filings, which have been filed with the U.S. Securities and Exchange Commission (“SEC”) and are available on the SEC’s website at www.sec.gov. All risk factors and uncertainties described herein and therein should be considered in evaluating forward-looking statements, and all of the forward-looking statements are expressly qualified by the cautionary statements contained or referred to herein and therein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on the Company or our businesses or operations. Readers are cautioned not to rely too heavily on forward-looking statements. Forward-looking statements speak only as of the date they are made. We do not intend or assume any obligation to update, revise or clarify any forward-looking statements that may be made from time to time by or on behalf of the Company, whether as a result of new information, future events or otherwise, except as required by law.

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES KEY FINANCIAL RESULTS (UNAUDITED) (Dollars in thousands, except share data)

	As of & For Three Months Ended									As of & For Nine Months Ended
	9/30/24			6/30/24			9/30/23			9/30/24			9/30/23
Results of Operations
Interest and dividend income	$	324,528		$	320,888		$	247,159		$	908,330		$	694,952
Interest expense		141,596			136,354			95,218			393,040			237,483
Net interest income		182,932			184,534			151,941			515,290			457,469
Provision for credit losses		2,603			21,751			4,991			32,592			22,911
Net interest income after provision for credit losses		180,329			162,783			146,950			482,698			434,558
Noninterest income		34,286			23,812			27,094			83,651			60,918
Noninterest expenses		122,582			150,005			108,508			377,859			322,442
Income before income taxes		92,033			36,590			65,536			188,490			173,034
Income tax expense		15,618			11,429			11,519			37,144			28,123
Net income		76,415			25,161			54,017			151,346			144,911
Dividends on preferred stock		2,967			2,967			2,967			8,901			8,901
Net income available to common shareholders	$	73,448		$	22,194		$	51,050		$	142,445		$	136,010

Interest earned on earning assets (FTE) ⁽¹⁾	$	328,427		$	324,702		$	250,903		$	919,766		$	706,150
Net interest income (FTE) ⁽¹⁾		186,831			188,348			155,685			526,726			468,667
Total revenue (FTE) ⁽¹⁾		221,117			212,160			182,779			610,377			529,585
Pre-tax pre-provision adjusted operating earnings ⁽⁷⁾		95,985			94,635			81,086			261,437			228,837

Key Ratios
Earnings per common share, diluted	$	0.82		$	0.25		$	0.68		$	1.68		$	1.81
Return on average assets (ROA)		1.24	%		0.41	%		1.04	%		0.86	%		0.95	%
Return on average equity (ROE)		9.77	%		3.35	%		8.76	%		6.97	%		7.93	%
Return on average tangible common equity (ROTCE) ^{(2) (3)}		18.89	%		6.99	%		15.71	%		13.20	%		14.22	%
Efficiency ratio		56.43	%		72.00	%		60.61	%		63.09	%		62.20	%
Efficiency ratio (FTE) ⁽¹⁾		55.44	%		70.70	%		59.37	%		61.91	%		60.89	%
Net interest margin		3.31	%		3.39	%		3.27	%		3.28	%		3.35	%
Net interest margin (FTE) ⁽¹⁾		3.38	%		3.46	%		3.35	%		3.35	%		3.43	%
Yields on earning assets (FTE) ⁽¹⁾		5.94	%		5.96	%		5.39	%		5.85	%		5.17	%
Cost of interest-bearing liabilities		3.40	%		3.33	%		2.80	%		3.32	%		2.42	%
Cost of deposits		2.57	%		2.46	%		1.97	%		2.48	%		1.63	%
Cost of funds		2.56	%		2.50	%		2.04	%		2.50	%		1.74	%

Operating Measures⁽⁴⁾
Adjusted operating earnings	$	77,497		$	59,319		$	62,749		$	188,811		$	171,286
Adjusted operating earnings available to common shareholders		74,530			56,352			59,782			179,910			162,385
Adjusted operating earnings per common share, diluted	$	0.83		$	0.63		$	0.80		$	2.12		$	2.17
Adjusted operating ROA		1.25	%		0.97	%		1.21	%		1.07	%		1.12	%
Adjusted operating ROE		9.91	%		7.90	%		10.17	%		8.69	%		9.37	%
Adjusted operating ROTCE ^{(2) (3)}		19.15	%		15.85	%		18.31	%		16.43	%		16.88	%
Adjusted operating efficiency ratio (FTE) ⁽¹⁾⁽⁶⁾		52.20	%		52.24	%		52.36	%		53.55	%		54.55	%

Per Share Data
Earnings per common share, basic	$	0.82		$	0.25		$	0.68		$	1.68		$	1.81
Earnings per common share, diluted		0.82			0.25			0.68			1.68			1.81
Cash dividends paid per common share		0.32			0.32			0.30			0.96			0.90
Market value per share		37.67			32.85			28.78			37.67			28.78
Book value per common share		33.85			32.30			29.82			33.85			29.82
Tangible book value per common share ⁽²⁾		19.23			17.67			17.12			19.23			17.12
Price to earnings ratio, diluted		11.57			33.03			10.65			16.81			11.86
Price to book value per common share ratio		1.11			1.02			0.97			1.11			0.97
Price to tangible book value per common share ratio ⁽²⁾		1.96			1.86			1.68			1.96			1.68
Weighted average common shares outstanding, basic		89,780,531			89,768,466			74,999,128			84,933,126			74,942,851
Weighted average common shares outstanding, diluted		89,780,531			89,768,466			74,999,128			84,933,213			74,943,999
Common shares outstanding at end of period		89,774,392			89,769,734			74,997,132			89,774,392			74,997,132

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES KEY FINANCIAL RESULTS (UNAUDITED) (Dollars in thousands, except share data)

	As of & For Three Months Ended									As of & For Nine Months Ended
	9/30/24			6/30/24			9/30/23			9/30/24			9/30/23
Capital Ratios
Common equity Tier 1 capital ratio ⁽⁵⁾		9.77	%		9.47	%		9.94	%		9.77	%		9.94	%
Tier 1 capital ratio ⁽⁵⁾		10.57	%		10.26	%		10.88	%		10.57	%		10.88	%
Total capital ratio ⁽⁵⁾		13.33	%		12.99	%		13.70	%		13.33	%		13.70	%
Leverage ratio (Tier 1 capital to average assets) ⁽⁵⁾		9.27	%		9.05	%		9.62	%		9.27	%		9.62	%
Common equity to total assets		12.16	%		11.62	%		10.72	%		12.16	%		10.72	%
Tangible common equity to tangible assets ⁽²⁾		7.29	%		6.71	%		6.45	%		7.29	%		6.45	%

Financial Condition
Assets	$	24,803,723		$	24,761,413		$	20,736,236		$	24,803,723		$	20,736,236
LHFI (net of deferred fees and costs)		18,337,299			18,347,190			15,283,620			18,337,299			15,283,620
Securities		3,533,143			3,491,481			3,032,982			3,533,143			3,032,982
Earning Assets		22,180,501			22,067,549			18,491,561			22,180,501			18,491,561
Goodwill		1,212,710			1,207,484			925,211			1,212,710			925,211
Amortizable intangibles, net		90,176			95,980			21,277			90,176			21,277
Deposits		20,305,287			20,000,877			16,786,505			20,305,287			16,786,505
Borrowings		852,164			1,206,734			1,020,669			852,164			1,020,669
Stockholders' equity		3,182,416			3,043,686			2,388,801			3,182,416			2,388,801
Tangible common equity ⁽²⁾		1,713,173			1,573,865			1,275,956			1,713,173			1,275,956

Loans held for investment, net of deferred fees and costs
Construction and land development	$	1,588,531		$	1,454,545		$	1,132,940		$	1,588,531		$	1,132,940
Commercial real estate - owner occupied		2,401,807			2,397,700			1,975,281			2,401,807			1,975,281
Commercial real estate - non-owner occupied		4,885,785			4,906,285			4,148,218			4,885,785			4,148,218
Multifamily real estate		1,357,730			1,353,024			947,153			1,357,730			947,153
Commercial & Industrial		3,799,872			3,944,723			3,432,319			3,799,872			3,432,319
Residential 1-4 Family - Commercial		729,315			737,687			517,034			729,315			517,034
Residential 1-4 Family - Consumer		1,281,914			1,251,033			1,057,294			1,281,914			1,057,294
Residential 1-4 Family - Revolving		738,665			718,491			599,282			738,665			599,282
Auto		354,570			396,776			534,361			354,570			534,361
Consumer		109,522			115,541			126,151			109,522			126,151
Other Commercial		1,089,588			1,071,385			813,587			1,089,588			813,587
Total LHFI	$	18,337,299		$	18,347,190		$	15,283,620		$	18,337,299		$	15,283,620

Deposits
Interest checking accounts	$	5,208,794		$	5,044,503		$	5,055,464		$	5,208,794		$	5,055,464
Money market accounts		4,250,763			4,330,928			3,472,953			4,250,763			3,472,953
Savings accounts		1,037,229			1,056,474			950,363			1,037,229			950,363
Customer time deposits of $250,000 and over		1,160,262			1,015,032			634,950			1,160,262			634,950
Other customer time deposits		2,807,077			2,691,600			2,011,106			2,807,077			2,011,106
Time deposits		3,967,339			3,706,632			2,646,056			3,967,339			2,646,056
Total interest-bearing customer deposits		14,464,125			14,138,537			12,124,836			14,464,125			12,124,836
Brokered deposits		1,418,253			1,335,092			516,720			1,418,253			516,720
Total interest-bearing deposits	$	15,882,378		$	15,473,629		$	12,641,556		$	15,882,378		$	12,641,556
Demand deposits		4,422,909			4,527,248			4,144,949			4,422,909			4,144,949
Total deposits	$	20,305,287		$	20,000,877		$	16,786,505		$	20,305,287		$	16,786,505

Averages
Assets	$	24,613,518		$	24,620,198		$	20,596,189		$	23,489,608		$	20,397,518
LHFI (net of deferred fees and costs)		18,320,122			18,154,673			15,139,761			17,405,814			14,799,520
Loans held for sale		13,485			12,392			10,649			11,680			10,330
Securities		3,501,879			3,476,890			3,101,658			3,377,896			3,247,287
Earning assets		21,983,946			21,925,128			18,462,505			21,003,082			18,264,957
Deposits		20,174,158			20,033,678			16,795,611			19,122,193			16,499,045
Time deposits		4,758,039			4,243,344			2,914,004			4,155,713			2,571,114
Interest-bearing deposits		15,736,797			15,437,549			12,576,776			14,832,042			12,071,006
Borrowings		855,306			1,043,297			905,170			970,046			1,032,067
Interest-bearing liabilities		16,592,103			16,480,846			13,481,946			15,802,088			13,103,073
Stockholders' equity		3,112,509			3,021,929			2,446,902			2,901,666			2,443,833
Tangible common equity ⁽²⁾		1,643,562			1,549,876			1,332,993			1,550,978			1,328,385

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES KEY FINANCIAL RESULTS (UNAUDITED) (Dollars in thousands, except share data)

	As of & For Three Months Ended											As of & For Nine Months Ended
	9/30/24				6/30/24			9/30/23				9/30/24				9/30/23
Asset Quality
Allowance for Credit Losses (ACL)
Beginning balance, Allowance for loan and lease losses (ALLL)	$	158,131			$	136,190		$	120,683			$	132,182			$	110,768
Add: Recoveries		2,053				1,348			1,335				4,378				3,537
Less: Charge-offs		2,719				3,088			1,629				11,701				9,957
Add: Initial Allowance - PCD American National loans		—				3,896			—				3,896				—
Add: Initial Provision - Non-PCD American National loans		—				13,229			—				13,229				—
Add: Provision for loan losses		3,220				6,556			5,238				18,701				21,279
Ending balance, ALLL	$	160,685			$	158,131		$	125,627			$	160,685			$	125,627

Beginning balance, Reserve for unfunded commitment (RUC)	$	17,557			$	15,582		$	15,548			$	16,269			$	13,675
Add: Initial Provision - RUC American National loans		—				1,353			—				1,353				—
Add: Provision for unfunded commitments		(614	)			622			(246	)			(679	)			1,627
Ending balance, RUC	$	16,943			$	17,557		$	15,302			$	16,943			$	15,302
Total ACL	$	177,628			$	175,688		$	140,929			$	177,628			$	140,929

ACL / total LHFI		0.97		%		0.96	%		0.92		%		0.97		%		0.92	%
ALLL / total LHFI		0.88		%		0.86	%		0.82		%		0.88		%		0.82	%
Net charge-offs / total average LHFI (annualized)		0.01		%		0.04	%		0.01		%		0.06		%		0.06	%
Provision for loan losses/ total average LHFI (annualized)		0.07		%		0.44	%		0.14		%		0.25		%		0.19	%

Nonperforming Assets
Construction and land development	$	1,945			$	1,144		$	355			$	1,945			$	355
Commercial real estate - owner occupied		4,781				4,651			3,882				4,781				3,882
Commercial real estate - non-owner occupied		9,919				10,741			5,999				9,919				5,999
Multifamily real estate		—				1			—				—				—
Commercial & Industrial		3,048				3,408			2,256				3,048				2,256
Residential 1-4 Family - Commercial		1,727				1,783			1,833				1,727				1,833
Residential 1-4 Family - Consumer		11,925				10,799			10,368				11,925				10,368
Residential 1-4 Family - Revolving		2,960				3,028			3,572				2,960				3,572
Auto		532				354			361				532				361
Consumer		10				4			—				10				—
Nonaccrual loans	$	36,847			$	35,913		$	28,626			$	36,847			$	28,626
Foreclosed property		404				230			149				404				149
Total nonperforming assets (NPAs)	$	37,251			$	36,143		$	28,775			$	37,251			$	28,775
Construction and land development	$	82			$	764		$	25			$	82			$	25
Commercial real estate - owner occupied		1,239				1,047			2,395				1,239				2,395
Commercial real estate - non-owner occupied		1,390				1,309			2,835				1,390				2,835
Multifamily real estate		53				141			—				53				—
Commercial & Industrial		862				684			792				862				792
Residential 1-4 Family - Commercial		801				678			817				801				817
Residential 1-4 Family - Consumer		1,890				1,645			3,632				1,890				3,632
Residential 1-4 Family - Revolving		1,186				1,449			1,034				1,186				1,034
Auto		401				263			229				401				229
Consumer		143				176			97				143				97
Other Commercial		7,127				7,464			15				7,127				15
LHFI ≥ 90 days and still accruing	$	15,174			$	15,620		$	11,871			$	15,174			$	11,871
Total NPAs and LHFI ≥ 90 days	$	52,425			$	51,763		$	40,646			$	52,425			$	40,646
NPAs / total LHFI		0.20		%		0.20	%		0.19		%		0.20		%		0.19	%
NPAs / total assets		0.15		%		0.15	%		0.14		%		0.15		%		0.14	%
ALLL / nonaccrual loans		436.09		%		440.32	%		438.86		%		436.09		%		438.86	%
ALLL/ nonperforming assets		431.36		%		437.51	%		436.58		%		431.36		%		436.58	%

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES KEY FINANCIAL RESULTS (UNAUDITED) (Dollars in thousands, except share data)

	As of & For Three Months Ended									As of & For Nine Months Ended
	9/30/24			6/30/24			9/30/23			9/30/24			9/30/23
Past Due Detail
Construction and land development	$	1,559		$	1,689		$	—		$	1,559		$	—
Commercial real estate - owner occupied		2,291			3,450			3,501			2,291			3,501
Commercial real estate - non-owner occupied		1,085			1,316			4,573			1,085			4,573
Multifamily real estate		821			1,694			—			821			—
Commercial & Industrial		5,876			2,154			3,049			5,876			3,049
Residential 1-4 Family - Commercial		656			873			744			656			744
Residential 1-4 Family - Consumer		471			1,331			1,000			471			1,000
Residential 1-4 Family - Revolving		3,309			2,518			2,326			3,309			2,326
Auto		2,796			3,463			2,703			2,796			2,703
Consumer		700			385			517			700			517
Other Commercial		2			289			3,545			2			3,545
LHFI 30-59 days past due	$	19,566		$	19,162		$	21,958		$	19,566		$	21,958
Construction and land development	$	369		$	155		$	386			369			386
Commercial real estate - owner occupied		1,306			72			1,902			1,306			1,902
Commercial real estate - non-owner occupied		6,875			—			797			6,875			797
Multifamily real estate		135			632			150			135			150
Commercial & Industrial		549			192			576			549			576
Residential 1-4 Family - Commercial		736			689			67			736			67
Residential 1-4 Family - Consumer		6,950			1,960			1,775			6,950			1,775
Residential 1-4 Family - Revolving		2,672			795			602			2,672			602
Auto		468			565			339			468			339
Consumer		182			309			164			182			164
Other Commercial		185			—			—			185			—
LHFI 60-89 days past due	$	20,427		$	5,369		$	6,758		$	20,427		$	6,758

Past Due and still accruing	$	55,167		$	40,151		$	40,587		$	55,167		$	40,587
Past Due and still accruing / total LHFI		0.30	%		0.22	%		0.27	%		0.30	%		0.27	%

Alternative Performance Measures (non-GAAP)
Net interest income (FTE) ⁽¹⁾
Net interest income (GAAP)	$	182,932		$	184,534		$	151,941		$	515,290		$	457,469
FTE adjustment		3,899			3,814			3,744			11,436			11,198
Net interest income (FTE) (non-GAAP)	$	186,831		$	188,348		$	155,685		$	526,726		$	468,667
Noninterest income (GAAP)		34,286			23,812			27,094			83,651			60,918
Total revenue (FTE) (non-GAAP)	$	221,117		$	212,160		$	182,779		$	610,377		$	529,585

Average earning assets	$	21,983,946		$	21,925,128		$	18,462,505		$	21,003,082		$	18,264,957
Net interest margin		3.31	%		3.39	%		3.27	%		3.28	%		3.35	%
Net interest margin (FTE)		3.38	%		3.46	%		3.35	%		3.35	%		3.43	%

Tangible Assets ⁽²⁾
Ending assets (GAAP)	$	24,803,723		$	24,761,413		$	20,736,236		$	24,803,723		$	20,736,236
Less: Ending goodwill		1,212,710			1,207,484			925,211			1,212,710			925,211
Less: Ending amortizable intangibles		90,176			95,980			21,277			90,176			21,277
Ending tangible assets (non-GAAP)	$	23,500,837		$	23,457,949		$	19,789,748		$	23,500,837		$	19,789,748

Tangible Common Equity ⁽²⁾
Ending equity (GAAP)	$	3,182,416		$	3,043,686		$	2,388,801		$	3,182,416		$	2,388,801
Less: Ending goodwill		1,212,710			1,207,484			925,211			1,212,710			925,211
Less: Ending amortizable intangibles		90,176			95,980			21,277			90,176			21,277
Less: Perpetual preferred stock		166,357			166,357			166,357			166,357			166,357
Ending tangible common equity (non-GAAP)	$	1,713,173		$	1,573,865		$	1,275,956		$	1,713,173		$	1,275,956

Average equity (GAAP)	$	3,112,509		$	3,021,929		$	2,446,902		$	2,901,666		$	2,443,833
Less: Average goodwill		1,209,590			1,208,588			925,211			1,114,810			925,211
Less: Average amortizable intangibles		93,001			97,109			22,342			69,522			23,881
Less: Average perpetual preferred stock		166,356			166,356			166,356			166,356			166,356
Average tangible common equity (non-GAAP)	$	1,643,562		$	1,549,876		$	1,332,993		$	1,550,978		$	1,328,385

ROTCE ⁽²⁾⁽³⁾
Net income available to common shareholders (GAAP)	$	73,448		$	22,194		$	51,050		$	142,445		$	136,010
Plus: Amortization of intangibles, tax effected		4,585			4,736			1,732			10,817			5,283
Net income available to common shareholders before amortization of intangibles (non-GAAP)	$	78,033		$	26,930		$	52,782		$	153,262		$	141,293

Return on average tangible common equity (ROTCE)		18.89	%		6.99	%		15.71	%		13.20	%		14.22	%

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES KEY FINANCIAL RESULTS (UNAUDITED) (Dollars in thousands, except share data)

	As of & For Three Months Ended											As of & For Nine Months Ended
	9/30/24			6/30/24				9/30/23				9/30/24				9/30/23
Operating Measures⁽⁴⁾
Net income (GAAP)	$	76,415		$	25,161			$	54,017			$	151,346			$	144,911
Plus: Merger-related costs, net of tax		1,085			24,236				1,965				26,884				1,965
Plus: Strategic cost saving initiatives, net of tax		—			—				6,851				—				9,959
Plus: FDIC special assessment, net of tax		—			—				—				664				—
Plus: Legal reserve, net of tax		—			—				—				—				3,950
Plus: Deferred tax asset write-down		—			4,774				—				4,774				—
Less: Gain (loss) on sale of securities, net of tax		3			(5,148	)			(21,799	)			(5,143	)			(32,384	)
Less: Gain on sale-leaseback transaction, net of tax		—			—				21,883				—				21,883
Adjusted operating earnings (non-GAAP)		77,497			59,319				62,749				188,811				171,286
Less: Dividends on preferred stock		2,967			2,967				2,967				8,901				8,901
Adjusted operating earnings available to common shareholders (non-GAAP)	$	74,530		$	56,352			$	59,782			$	179,910			$	162,385

Operating Efficiency Ratio⁽¹⁾⁽⁶⁾
Noninterest expense (GAAP)	$	122,582		$	150,005			$	108,508			$	377,859			$	322,442
Less: Amortization of intangible assets		5,804			5,995				2,193				13,693				6,687
Less: Merger-related costs		1,353			29,778				1,993				33,005				1,993
Less: FDIC special assessment		—			—				—				840				—
Less: Strategic cost saving initiatives		—			—				8,672				—				12,607
Less: Legal reserve		—			—				—				—				5,000
Adjusted operating noninterest expense (non-GAAP)	$	115,425		$	114,232			$	95,650			$	330,321			$	296,155

Noninterest income (GAAP)	$	34,286		$	23,812			$	27,094			$	83,651			$	60,918
Less: Gain (loss) on sale of securities		4			(6,516	)			(27,594	)			(6,510	)			(40,992	)
Less: Gain on sale-leaseback transaction		—			—				27,700				—				27,700
Adjusted operating noninterest income (non-GAAP)	$	34,282		$	30,328			$	26,988			$	90,161			$	74,210

Net interest income (FTE) (non-GAAP)⁽¹⁾	$	186,831		$	188,348			$	155,685			$	526,726			$	468,667
Adjusted operating noninterest income (non-GAAP)		34,282			30,328				26,988				90,161				74,210
Total adjusted revenue (FTE) (non-GAAP) ⁽¹⁾	$	221,113		$	218,676			$	182,673			$	616,887			$	542,877

Efficiency ratio		56.43	%		72.00		%		60.61		%		63.09		%		62.20		%
Efficiency ratio (FTE) ⁽¹⁾		55.44	%		70.70		%		59.37		%		61.91		%		60.89		%
Adjusted operating efficiency ratio (FTE) ⁽¹⁾⁽⁶⁾		52.20	%		52.24		%		52.36		%		53.55		%		54.55		%

Operating ROA & ROE ⁽⁴⁾
Adjusted operating earnings (non-GAAP)	$	77,497		$	59,319			$	62,749			$	188,811			$	171,286

Average assets (GAAP)	$	24,613,518		$	24,620,198			$	20,596,189			$	23,489,608			$	20,397,518
Return on average assets (ROA) (GAAP)		1.24	%		0.41		%		1.04		%		0.86		%		0.95		%
Adjusted operating return on average assets (ROA) (non-GAAP)		1.25	%		0.97		%		1.21		%		1.07		%		1.12		%

Average equity (GAAP)	$	3,112,509		$	3,021,929			$	2,446,902			$	2,901,666			$	2,443,833
Return on average equity (ROE) (GAAP)		9.77	%		3.35		%		8.76		%		6.97		%		7.93		%
Adjusted operating return on average equity (ROE) (non-GAAP)		9.91	%		7.90		%		10.17		%		8.69		%		9.37		%

Operating ROTCE ^(2)(3)(4)
Adjusted operating earnings available to common shareholders (non-GAAP)	$	74,530		$	56,352			$	59,782			$	179,910			$	162,385
Plus: Amortization of intangibles, tax effected		4,585			4,736				1,732				10,817				5,283
Adjusted operating earnings available to common shareholders before amortization of intangibles (non-GAAP)	$	79,115		$	61,088			$	61,514			$	190,727			$	167,668

Average tangible common equity (non-GAAP)	$	1,643,562		$	1,549,876			$	1,332,993			$	1,550,978			$	1,328,385
Adjusted operating return on average tangible common equity (non-GAAP)		19.15	%		15.85		%		18.31		%		16.43		%		16.88		%

Pre-tax pre-provision adjusted operating earnings ⁽⁷⁾
Net income (GAAP)	$	76,415		$	25,161			$	54,017			$	151,346			$	144,911
Plus: Provision for credit losses		2,603			21,751				4,991				32,592				22,911
Plus: Income tax expense		15,618			11,429				11,519				37,144				28,123
Plus: Merger-related costs		1,353			29,778				1,993				33,005				1,993
Plus: Strategic cost saving initiatives		—			—				8,672				—				12,607
Plus: FDIC special assessment		—			—				—				840				—
Plus: Legal reserve		—			—				—				—				5,000
Less: Gain (loss) on sale of securities, net of tax		4			(6,516	)			(27,594	)			(6,510	)			(40,992	)
Less: Gain on sale-leaseback transaction		—			—				27,700				—				27,700
Pre-tax pre-provision adjusted operating earnings (non-GAAP)	$	95,985		$	94,635			$	81,086			$	261,437			$	228,837
Less: Dividends on preferred stock		2,967			2,967				2,967				8,901				8,901
Pre-tax pre-provision adjusted operating earnings available to common shareholders (non-GAAP)	$	93,018		$	91,668			$	78,119			$	252,536			$	219,936

Weighted average common shares outstanding, diluted		89,780,531			89,768,466				74,999,128				84,933,213				74,943,999
Pre-tax pre-provision earnings per common share, diluted	$	1.04		$	1.02			$	1.04			$	2.97			$	2.93

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES KEY FINANCIAL RESULTS (UNAUDITED) (Dollars in thousands, except share data)

	As of & For Three Months Ended									As of & For Nine Months Ended
	9/30/24			6/30/24			9/30/23			9/30/24			9/30/23
Mortgage Origination Held for Sale Volume
Refinance Volume	$	4,285		$	4,234		$	2,239		$	14,157		$	9,767
Purchase Volume		56,634			48,487			35,815			136,889			100,175
Total Mortgage loan originations held for sale	$	60,919		$	52,721		$	38,054		$	151,046		$	109,942
% of originations held for sale that are refinances		7.0	%		8.0	%		5.9	%		9.4	%		8.9	%

Wealth
Assets under management	$	6,826,123		$	6,487,087		$	4,675,523		$	6,826,123		$	4,675,523

Other Data
End of period full-time equivalent employees		2,122			2,083			1,788			2,122			1,788
Number of full-service branches		129			129			109			129			109
Number of automatic transaction machines (ATMs)		149			149			123			149			123

	__________________________________
(1)	These are non-GAAP financial measures. The Company believes net interest income (FTE), total revenue (FTE), and total adjusted revenue (FTE), which are used in computing net interest margin (FTE), efficiency ratio (FTE) and adjusted operating efficiency ratio (FTE), provide valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax treatment of interest income sources. The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing the yield on earning assets. Interest expense and the related cost of interest-bearing liabilities and cost of funds ratios are not affected by the FTE components.
(2)	These are non-GAAP financial measures. Tangible assets and tangible common equity are used in the calculation of certain profitability, capital, and per share ratios. The Company believes tangible assets, tangible common equity and the related ratios are meaningful measures of capital adequacy because they provide a meaningful base for period-to-period and company-to-company comparisons, which the Company believes will assist investors in assessing the capital of the Company and its ability to absorb potential losses. The Company believes tangible common equity is an important indication of its ability to grow organically and through business combinations as well as its ability to pay dividends and to engage in various capital management strategies.
(3)	These are non-GAAP financial measures. The Company believes that ROTCE is a meaningful supplement to GAAP financial measures and is useful to investors because it measures the performance of a business consistently across time without regard to whether components of the business were acquired or developed internally.
(4)	These are non-GAAP financial measures. Adjusted operating measures exclude, as applicable, merger-related costs, strategic cost saving initiatives (principally composed of severance charges related to headcount reductions and charges for exiting leases), FDIC special assessments, legal reserves associated with our previously disclosed settlement with the CFPB, deferred tax asset write-down, gain (loss) on sale of securities, and gain on sale-leaseback transaction. The Company believes these non-GAAP adjusted measures provide investors with important information about the continuing economic results of the Company’s operations.
(5)	All ratios at September 30, 2024 are estimates and subject to change pending the Company’s filing of its FR Y9 C. All other periods are presented as filed.
(6)	The adjusted operating efficiency ratio (FTE) excludes, as applicable, the amortization of intangible assets, merger-related costs, FDIC special assessments, strategic cost saving initiatives (principally composed of severance charges related to headcount reductions and charges for exiting leases), legal reserves associated with our previously disclosed settlement with the CFPB, gain (loss) on sale of securities, and gain on sale-leaseback transaction. This measure is similar to the measure used by the Company when analyzing corporate performance and is also similar to the measure used for incentive compensation. The Company believes this adjusted measure provides investors with important information about the continuing economic results of the Company’s operations.
(7)	These are non-GAAP financial measures. Pre-tax pre-provision adjusted earnings excludes, as applicable, the provision for credit losses, which can fluctuate significantly from period-to-period under the CECL methodology, income tax expense, merger-related costs, strategic cost saving initiatives (principally composed of severance charges related to headcount reductions and charges for exiting leases), FDIC special assessments, legal reserves associated with our previously disclosed settlement with the CFPB, gain (loss) on sale of securities, and gain on sale-leaseback transaction. The Company believes this adjusted measure provides investors with important information about the continuing economic results of the Company’s operations.

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands, except share data)

	September 30,			December 31,			September 30,
	2024			2023			2023
ASSETS	(unaudited)			(audited)			(unaudited)
Cash and cash equivalents:
Cash and due from banks	$	232,222		$	196,754		$	233,526
Interest-bearing deposits in other banks		291,163			167,601			159,718
Federal funds sold		4,685			13,776			5,701
Total cash and cash equivalents		528,070			378,131			398,945
Securities available for sale, at fair value		2,608,182			2,231,261			2,084,928
Securities held to maturity, at carrying value		807,080			837,378			843,269
Restricted stock, at cost		117,881			115,472			104,785
Loans held for sale		11,078			6,710			6,608
Loans held for investment, net of deferred fees and costs		18,337,299			15,635,043			15,283,620
Less: allowance for loan and lease losses		160,685			132,182			125,627
Total loans held for investment, net		18,176,614			15,502,861			15,157,993
Premises and equipment, net		115,093			90,959			94,510
Goodwill		1,212,710			925,211			925,211
Amortizable intangibles, net		90,176			19,183			21,277
Bank owned life insurance		489,759			452,565			449,452
Other assets		647,080			606,466			649,258
Total assets	$	24,803,723		$	21,166,197		$	20,736,236
LIABILITIES
Noninterest-bearing demand deposits	$	4,422,909		$	3,963,181		$	4,144,949
Interest-bearing deposits		15,882,378			12,854,948			12,641,556
Total deposits		20,305,287			16,818,129			16,786,505
Securities sold under agreements to repurchase		59,227			110,833			134,936
Other short-term borrowings		375,000			810,000			495,000
Long-term borrowings		417,937			391,025			390,733
Other liabilities		463,856			479,883			540,261
Total liabilities		21,621,307			18,609,870			18,347,435
Commitments and contingencies
STOCKHOLDERS' EQUITY
Preferred stock, $10.00 par value		173			173			173
Common stock, $1.33 par value		118,494			99,147			99,120
Additional paid-in capital		2,277,024			1,782,286			1,779,281
Retained earnings		1,079,032			1,018,070			988,133
Accumulated other comprehensive loss		(292,307	)		(343,349	)		(477,906	)
Total stockholders' equity		3,182,416			2,556,327			2,388,801
Total liabilities and stockholders' equity	$	24,803,723		$	21,166,197		$	20,736,236

Common shares outstanding		89,774,392			75,023,327			74,997,132
Common shares authorized		200,000,000			200,000,000			200,000,000
Preferred shares outstanding		17,250			17,250			17,250
Preferred shares authorized		500,000			500,000			500,000

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (Dollars in thousands, except share data)

	Three Months Ended								Nine Months Ended
	September 30,		June 30,			September 30,			September 30,			September 30,
	2024		2024			2023			2024			2023
Interest and dividend income:
Interest and fees on loans	$	291,089	$	285,198		$	221,380		$	810,886		$	616,544
Interest on deposits in other banks		1,060		2,637			1,309			4,977			3,815
Interest and dividends on securities:
Taxable		24,247		24,886			16,055			68,012			48,373
Nontaxable		8,132		8,167			8,415			24,455			26,220
Total interest and dividend income		324,528		320,888			247,159			908,330			694,952
Interest expense:
Interest on deposits		130,216		122,504			83,590			354,584			200,690
Interest on short-term borrowings		5,698		8,190			6,499			22,049			22,106
Interest on long-term borrowings		5,682		5,660			5,129			16,407			14,687
Total interest expense		141,596		136,354			95,218			393,040			237,483
Net interest income		182,932		184,534			151,941			515,290			457,469
Provision for credit losses		2,603		21,751			4,991			32,592			22,911
Net interest income after provision for credit losses		180,329		162,783			146,950			482,698			434,558
Noninterest income:
Service charges on deposit accounts		9,792		9,086			8,557			27,447			24,577
Other service charges, commissions and fees		2,002		1,967			2,632			5,700			6,071
Interchange fees		3,371		3,126			2,314			8,791			7,098
Fiduciary and asset management fees		6,858		6,907			4,549			18,603			13,169
Mortgage banking income		1,214		1,193			666			3,274			1,969
Gain (loss) on sale of securities		4		(6,516	)		(27,594	)		(6,510	)		(40,992	)
Bank owned life insurance income		5,037		3,791			2,973			12,074			8,671
Loan-related interest rate swap fees		1,503		1,634			2,695			4,353			6,450
Other operating income		4,505		2,624			30,302			9,919			33,905
Total noninterest income		34,286		23,812			27,094			83,651			60,918
Noninterest expenses:
Salaries and benefits		69,454		68,531			57,449			199,867			179,996
Occupancy expenses		7,806		7,836			6,053			22,267			18,503
Furniture and equipment expenses		3,685		3,805			3,449			10,799			10,765
Technology and data processing		9,737		10,274			7,923			28,138			24,631
Professional services		3,994		4,377			3,291			11,452			11,138
Marketing and advertising expense		3,308		2,983			2,219			8,609			7,387
FDIC assessment premiums and other insurance		5,282		4,675			4,258			15,099			12,231
Franchise and other taxes		5,256		5,013			4,510			14,770			13,508
Loan-related expenses		1,445		1,275			1,388			4,043			4,560
Amortization of intangible assets		5,804		5,995			2,193			13,693			6,687
Merger-related costs		1,353		29,778			1,993			33,005			1,993
Other expenses		5,458		5,463			13,782			16,117			31,043
Total noninterest expenses		122,582		150,005			108,508			377,859			322,442
Income before income taxes		92,033		36,590			65,536			188,490			173,034
Income tax expense		15,618		11,429			11,519			37,144			28,123
Net Income	$	76,415	$	25,161		$	54,017		$	151,346		$	144,911
Dividends on preferred stock		2,967		2,967			2,967			8,901			8,901
Net income available to common shareholders	$	73,448	$	22,194		$	51,050		$	142,445		$	136,010

Basic earnings per common share	$	0.82	$	0.25		$	0.68		$	1.68		$	1.81
Diluted earnings per common share	$	0.82	$	0.25		$	0.68		$	1.68		$	1.81

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS) (UNAUDITED) (Dollars in thousands)
	For the Quarter Ended
	September 30, 2024							June 30, 2024
	Average Balance			Interest Income / Expense ⁽¹⁾		Yield / Rate ⁽¹⁾⁽²⁾		Average Balance			Interest Income / Expense⁽¹⁾		Yield / Rate ⁽¹⁾⁽²⁾
Assets:
Securities:
Taxable	$	2,248,207		$	24,247	4.29	%	$	2,221,486		$	24,886	4.51	%
Tax-exempt		1,253,672			10,293	3.27	%		1,255,404			10,338	3.31	%
Total securities		3,501,879			34,540	3.92	%		3,476,890			35,224	4.07	%
LHFI, net of deferred fees and costs ⁽³⁾⁽⁴⁾		18,320,122			292,469	6.35	%		18,154,673			286,391	6.34	%
Other earning assets		161,945			1,418	3.48	%		293,565			3,087	4.23	%
Total earning assets		21,983,946		$	328,427	5.94	%		21,925,128		$	324,702	5.96	%
Allowance for loan and lease losses		(159,023	)						(157,204	)
Total non-earning assets		2,788,595							2,852,274
Total assets	$	24,613,518						$	24,620,198

Liabilities and Stockholders' Equity:
Interest-bearing deposits:
Transaction and money market accounts	$	9,932,247		$	74,996	3.00	%	$	10,117,794		$	74,833	2.97	%
Regular savings		1,046,511			579	0.22	%		1,076,411			555	0.21	%
Time deposits ⁽⁵⁾		4,758,039			54,641	4.57	%		4,243,344			47,116	4.47	%
Total interest-bearing deposits		15,736,797			130,216	3.29	%		15,437,549			122,504	3.19	%
Other borrowings⁽⁶⁾		855,306			11,380	5.29	%		1,043,297			13,850	5.34	%
Total interest-bearing liabilities	$	16,592,103		$	141,596	3.40	%	$	16,480,846		$	136,354	3.33	%

Noninterest-bearing liabilities:
Demand deposits		4,437,361							4,596,129
Other liabilities		471,545							521,294
Total liabilities		21,501,009							21,598,269
Stockholders' equity		3,112,509							3,021,929
Total liabilities and stockholders' equity	$	24,613,518						$	24,620,198

Net interest income (FTE)				$	186,831						$	188,348

Interest rate spread						2.54	%						2.63	%
Cost of funds						2.56	%						2.50	%
Net interest margin (FTE)						3.38	%						3.46	%

______________________
(1)	Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 21%.
(2)	Rates and yields are annualized and calculated from rounded amounts in thousands, which appear above.
(3)	Nonaccrual loans are included in average loans outstanding.
(4)	Interest income on loans includes $13.9 million and $15.7 million for the three months ended September 30, 2024 and June 30, 2024, respectively, in accretion of the fair market value adjustments related to acquisitions.
(5)	Interest expense on time deposits includes $913,000 and $1.0 million for the three months ended September 30, 2024 and June 30, 2024, respectively, in accretion of the fair market value adjustments related to acquisitions.
(6)	Interest expense on borrowings includes $288,000 and $285,000 for the three months ended September 30, 2024 and June 30, 2024, respectively, in amortization of the fair market value adjustments related to acquisitions.

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Robert M. Gorman - (804) 523‑7828
Executive Vice President / Chief Financial Officer

Atlantic Union Bankshares Reports Third Quarter Financial Results

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