Prosperity Bancshares Inc (PB)

PROSPERITY BANCSHARES, INC.® REPORTS FIRST QUARTER 2026 EARNINGSApril 29, 2026 6:30 AM
PR Newswire (US)

Completed the merger of American Bank Holding Corporation on January 1, 2026Completed the merger of Southwest Bancshares, Inc. on February 1, 2026Net income of $116.3 million and diluted earnings per share of $1.16 for first quarter 2026; excluding merger related expenses of $42.5 million, net income was $149.9 million(1) and diluted earnings per share were $1.50(1)First quarter net interest margin increased 21 basis points to 3.51% compared to 3.30% for fourth quarter 2025Loans, excluding Warehouse Purchase Program loans, increased $3.354 billion or 16.4% during first quarter 2026Deposits increased $4.150 billion or 14.6% during first quarter 2026Allowance for credit losses on loans and on off-balance sheet credit exposure of $421.5 million and allowance for credit losses on loans to total loans, excluding Warehouse Purchase Program, of 1.61%(1)Nonperforming assets remain low at 0.33% of first quarter average interest-earning assetsCompleted core system conversion in February 2026Received all necessary regulatory approvals for the pending merger of Stellar Bancorp, Inc.Named in Forbes' 2026 America's Best Banks and is ranked among "America's Best Regional Banks" by Newsweek in 2026HOUSTON, April 29, 2026 /PRNewswire/ -- Prosperity Bancshares, Inc.® (NYSE: PB) ("Prosperity Bancshares"), the parent company of Prosperity Bank® (collectively, "Prosperity"), reported net income of $116.3 million for the quarter ended March 31, 2026, compared with $130.2 million for the same period in 2025. Net income per diluted common share was $1.16 for the quarter ended March 31, 2026, compared with $1.37 for the same period in 2025. On January 1, 2026, American Bank Holding Corporation ("American") merged with Prosperity Bancshares and American Bank, N.A. ("American Bank") merged with Prosperity Bank (collectively, the "American Merger"), and on February 1, 2026, Southwest Bancshares, Inc. ("Southwest") merged with Prosperity Bancshares and Texas Partners Bank ("Texas Partners") merged with Prosperity Bank (collectively, the "Southwest Merger", and together with the American Merger, the "Mergers"). During the first quarter of 2026, Prosperity incurred merger related expenses of $42.5 million, or $0.34(1)per diluted common share. Excluding these charges, net income was $149.9(1) million and earnings per diluted common share was $1.50(1) for the first quarter of 2026. Additionally, during the first quarter of 2026, loans, excluding Warehouse Purchase Program loans, increased $3.354 billion or 16.4%, and deposits increased $4.150 billion or 14.6%, with both increases primarily due to the Mergers. The annualized return on first quarter average assets was 1.10%. Nonperforming assets remain low at 0.33% of first quarter average interest-earning assets."The first quarter of 2026 was impactful for the company and I am excited to announce that during the quarter we completed the merger of American Bank Holding Corporation on January 1, 2026, completed the merger of Southwest Bancshares, Inc. on February 1, 2026 and announced the merger of Stellar Bancorp, Inc. on January 28, 2026, for which we have now received all necessary regulatory approvals and expect to complete on July 1, 2026. Additionally, we completed a core system conversion in February," said David Zalman, Prosperity's Senior Chairman and Chief Executive Officer."We and others believe that Prosperity is doing the right thing. Prosperity has been ranked as one of Forbes America's Best Banks for 2026, and since the list's inception in 2010, was ranked in the Top 10 for 14 consecutive years. Prosperity has also been recognized by Newsweek as one of "America's Best Regional Banks" and was ranked 15th in S&P Global Market Intelligence's "Top 50 US Public Bank Ranking" for 2025," continued Zalman."In an effort to continue to enhance shareholder value, Prosperity Bancshares repurchased approximately 837,000 shares of its common stock at an average weighted price of $68.15 per share for a total of $57.1 million during the first quarter of 2026," added Zalman."Texas and Oklahoma continue to benefit from strong economies and are home to 57 Fortune 500 headquartered companies. Texas also benefits from diversification in various industries, including energy (oil, gas, renewables), technology, manufacturing, trade/logistics (major ports), healthcare and finance. Further, its business-friendly environment, no state income tax, population growth that support spending and workforce expansion and key role in trade and cross-border commerce position it well for 2026 and the future," stated Zalman."While Texas continues to outperform the Unites States on output growth, the labor market has cooled after years of expansion. The growth in 2026 is expected to be steady, although the state's size, diversity and policy advantages position it well for a rebound," concluded Zalman. Results of Operations for the Three Months Ended March 31, 2026For the three months ended March 31, 2026, net income was $116.3 million(2) or  $1.16 per diluted common share compared with $130.2 million(3) or  $1.37 per diluted common share for the same period in 2025. On a linked quarter basis, net income was $116.3 million(2) or  $1.16 per diluted common share for the three months ended March 31, 2026, compared with $139.9 million(4) or $1.49 per diluted common share for the three months ended December 31, 2025. Net income and net income per diluted common share for the first quarter of 2026 were impacted by the Mergers and merger related expenses of $42.5 million. Excluding these charges, net income was $149.9(1) million and earnings per diluted common share was $1.50(1) for the three months ended March 31, 2026. Annualized returns on average assets, average common equity and average tangible common equity for the three months ended March 31, 2026 were 1.10%, 5.70% and 10.59%(1), respectively. Excluding merger related expenses, net of tax, annualized returns on average assets, average common equity and average tangible common equity for the three months ended March 31, 2026, were 1.42%(1), 7.35%(1) and 13.65%(1), respectively. Prosperity's efficiency ratio (excluding net gains and losses on the sale, write-down or write-up of assets and securities) was 59.16%(1) for the three months ended March 31, 2026, and excluding merger related expenses, the efficiency ratio was 47.58%(1).Net interest income before provision for credit losses was $321.2 million for the three months ended March 31, 2026, compared with $265.4 million for the same period in 2025, an increase of $55.8 million or 21.0%. The net interest margin on a tax equivalent basis was 3.51% for the three months ended March 31, 2026, compared with 3.14% for the same period in 2025. Net interest income before provision for credit losses increased $46.2 million or 16.8% to $321.2 million for the three months ended March 31, 2026, compared with $275.0 million for the three months ended December 31, 2025. The net interest margin on a tax equivalent basis was 3.51% for the three months ended March 31, 2026, compared with 3.30% for the three months ended December 31, 2025. The change for both periods were primarily due to the repricing of assets and the impact of the Mergers.Noninterest income was $46.5 million for the three months ended March 31, 2026, compared with $41.3 million for the same period in 2025, an increase of $5.2 million or 12.5%.  Noninterest income was $46.5 million for the three months ended March 31, 2026, compared with $42.8 million for the three months ended December 31, 2025, an increase of $3.7 million or 8.6%. The change for both periods was primarily due to the Mergers.Noninterest expense was $217.3 million for the three months ended March 31, 2026, compared with $140.3 million for the same period in 2025, an increase of $77.0 million. Noninterest expense was $217.3 million for the three months ended March 31, 2026, compared with $138.7 million for the three months ended December 31, 2025, an increase of $78.6 million. The change for both periods was primarily due to an increase in merger related expenses of $42.5 million, an increase in salaries and benefits and an increase in additional expenses related to three months of American operations and two months of Southwest operations.Balance Sheet InformationProsperity had $43.619 billion in total assets at March 31, 2026, an increase of $4.855 billion or 12.5%, compared with $38.765 billion at March 31, 2025. Linked quarter total assets increased by $5.156 billion or 13.4% compared with $38.463 billion at December 31, 2025. Total assets increased primarily due to the Mergers.Loans were $25.288 billion at March 31, 2026, an increase of $3.310 billion or 15.1% from $21.978 billion at March 31, 2025. Linked quarter loans increased $3.483 billion or 16.0% from $21.805 billion at December 31, 2025. Loans increased primarily due to the Mergers. Loans, excluding Warehouse Purchase Program loans, were $23.855 billion at March 31, 2026, compared with $20.920 billion at March 31, 2025, an increase of $2.935 billion or 14.0%, and compared with $20.501 billion at December 31, 2025, an increase of $3.354 billion or 16.4%.Deposits were $32.633 billion at March 31, 2026, an increase of $4.606 billion or 16.4%, from $28.027 billion at March 31, 2025. Linked quarter deposits increased $4.150 billion or 14.6% from $28.482 billion at December 31, 2025. Deposits increased primarily due to the Mergers.Asset QualityNonperforming assets totaled $122.1 million or 0.33% of quarterly average interest-earning assets at March 31, 2026, compared with  $81.4 million or 0.24% of quarterly average interest-earning assets at March 31, 2025 and $150.8 million or 0.46% of quarterly average interest-earning assets at December 31, 2025.The allowance for credit losses on loans and off-balance sheet credit exposures was $421.5 million at March 31, 2026, compared with $386.7 million at March 31, 2025 and $371.4 million at December 31, 2025. There was no provision for credit losses for the three months ended March 31, 2026,  March 31, 2025 and December 31, 2025.The allowance for credit losses on loans was $383.8 million or 1.52% of total loans at March 31, 2026, compared with $349.1 million or 1.59% of total loans at March 31, 2025 and $333.7 million or 1.53% of total loans at December 31, 2025. The allowance for credit losses on loans increased during the first quarter of 2026 due to the Mergers, of which $47.5 million was attributable to the American Merger and $43.9 million was attributable to the Southwest Merger. Excluding Warehouse Purchase Program loans, the allowance for credit losses on loans to total loans was 1.61%(1) at March 31, 2026, compared with 1.67%(1) at March 31, 2025 and 1.63%(1) at December 31, 2025.Net charge-offs were $41.3 million for the three months ended March 31, 2026, compared with net charge-offs of $2.7 million for the three months ended March 31, 2025 and net charge-offs of $5.9 million for the three months ended December 31, 2025. Net charge-offs for the first quarter 2026 included a $33.8 million increase in net charge-offs for commercial and industrial loans. Net charge-offs for the first quarter of 2026 included $2.0 million related to resolved purchased credit deteriorated ("PCD") loans, which had specific reserves that were allocated to the charge-offs. Additionally, reserves on PCD loans increased by $49.0 million due to Day One accounting for PCD loans at the time of the Mergers. Further, $2.0 million of reserves on resolved PCD loans without any related charge-offs were released to the general reserve.DividendProsperity Bancshares declared a second quarter 2026 cash dividend of $0.60 per share to be paid on July 1, 2026, to all shareholders of record as of June 15, 2026.Stock Repurchase ProgramOn January 26, 2026, Prosperity Bancshares announced a stock repurchase program under which up to 5%, or approximately 4.87 million shares, of its outstanding common stock may be acquired over a one-year period expiring on January 26, 2027, at the discretion of management. Under its 2026 stock repurchase program, Prosperity Bancshares repurchased approximately 837,000 shares of its common stock at an average weighted price of $68.15 per share for a total of $57.1 million during the three months ended March 31, 2026.Pending Acquisition of Stellar Bancorp, Inc.On January 28, 2026, Prosperity Bancshares and Stellar Bancorp, Inc. ("Stellar") jointly announced the signing of an Agreement and Plan of Merger (the "Merger Agreement"), which provides that Stellar, the parent company of Stellar Bank ("Stellar Bank"), will merge with and into Prosperity Bancshares, and Stellar Bank will merge with and into Prosperity Bank. Stellar Bank operates 52 banking offices in greater Houston and Beaumont, Texas and surrounding areas.Under the terms and subject to the conditions of the Merger Agreement, Prosperity Bancshares will issue 0.3803 shares of its common stock and $11.36 in cash for each outstanding share of Stellar common stock. Based on Prosperity Bancshares' closing price of $72.90 on January 27, 2026, the total consideration was valued at approximately $2.002 billion. Prosperity has received all necessary regulatory approvals for the acquisition of Stellar and Stellar Bank, and the transaction is expected to be completed on or about July 1, 2026, subject to approval by Stellar shareholders and the satisfaction or waiver of other customary closing conditions set for in the Merger Agreement.Acquisition of Southwest Bancshares, Inc.On February 1, 2026, Prosperity completed the acquisition of Southwest and its wholly owned subsidiary Texas Partners, headquartered in San Antonio, Texas. Texas Partners operated 11 banking offices in Central Texas including its main office in San Antonio, and banking offices in the San Antonio area, Austin and the Hill Country. Pursuant to the terms of the definitive agreement, Prosperity Bancshares issued 4,094,974 shares of its common stock for all outstanding shares of Southwest common stock in the first quarter of 2026. This resulted in goodwill of $134.1 million as of March 31, 2026, which does not include all the subsequent fair value adjustments that have not yet been finalized. Additionally, Prosperity recognized $33.8 million of core deposit intangibles as of March 31, 2026.Acquisition of American Bank Holding CorporationOn January 1, 2026, Prosperity completed the acquisition of American and its wholly owned subsidiary American Bank, headquartered in Corpus Christi, Texas. American Bank operated 18 banking offices and two loan production offices in South and Central Texas including its main office in Corpus Christi, and banking offices in San Antonio, Austin, Victoria and the greater Corpus Christi area including Port Aransas and Rockport and a loan production office in Houston, Texas. Pursuant to the terms of the definitive agreement, Prosperity Bancshares issued 4,439,938 shares of its common stock for all outstanding shares of American common stock in the first quarter of 2026. This resulted in goodwill of $185.0 million as of March 31, 2026, which does not include all the subsequent fair value adjustments that have not yet been finalized. Additionally, Prosperity recognized $31.1 million of core deposit intangibles as of March 31, 2026. Conference CallProsperity's management team will host a conference call on Wednesday, April 29, 2026, at 11:30 a.m. Eastern Time (10:30 a.m. Central Time) to discuss Prosperity's first quarter 2026 earnings. Individuals and investment professionals may participate in the call by dialing 877-883-0383 for domestic participants, or 412-902-6506 for international participants. The participant elite entry number is 7638209.Alternatively, individuals may listen to the live webcast of the presentation by visiting Prosperity's website at www.prosperitybankusa.com. The webcast may be accessed from Prosperity's Investor Relations page by selecting "Presentations, Webcasts & Calls" from the menu and following the instructions.Non-GAAP Financial MeasuresProsperity's management uses certain non-GAAP financial measures to evaluate its performance. Specifically, for internal planning and forecasting purposes, Prosperity reviews each of diluted earnings per share, return on average assets, return on average common equity, and return on average tangible common equity, in each case excluding merger related expenses, net of tax, and FDIC special assessment, net of tax; return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets; and the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets, merger related expenses, and FDIC special assessment. Prosperity believes these non-GAAP financial measures provide information useful to investors in understanding Prosperity's financial results and their presentation, together with the accompanying reconciliations, provide a more complete understanding of factors and trends affecting Prosperity's business and allow investors to view performance in a manner similar to management, the entire financial services sector, bank stock analysts and bank regulators. Further, Prosperity believes that these non-GAAP financial measures provide useful information by excluding certain items that may not be indicative of its core operating earnings and business outlook. These non-GAAP financial measures should not be considered a substitute for, nor of greater importance than, GAAP basis financial measures and results; Prosperity strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. Please refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures.Prosperity Bancshares, Inc. ®As of March 31, 2026, Prosperity Bancshares, Inc.® is a $43.619 billion Houston, Texas based regional financial holding company providing personal banking services and investments to consumers and businesses throughout Texas and Oklahoma. Founded in 1983, Prosperity believes in a community banking philosophy, taking care of customers, businesses and communities in the areas it serves by providing financial solutions to simplify everyday financial needs. In addition to offering traditional deposit and loan products, Prosperity offers digital banking solutions, credit and debit cards, mortgage services, retail brokerage services, trust and wealth management, and treasury management.Prosperity currently operates 312 full-service banking locations: 62 in the Houston area, including The Woodlands; 36 in the South Texas area including Corpus Christi and Victoria; 61 in the Dallas/Fort Worth area; 22 in the East Texas area; 28 in the Central Texas area including Austin and San Antonio; 45 in the West Texas area including Lubbock, Midland-Odessa, Abilene; Amarillo and Wichita Falls; 15 in the Bryan/College Station area, 6 in the Central Oklahoma area; 8 in the Tulsa, Oklahoma area; 18 in the Central, South Texas and San Antonio areas doing business as American Bank and 11 in the San Antonio area doing business as Texas Partners Bank.Cautionary Notes on Forward-Looking Statements"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This press release contains, and the remarks by Prosperity's management on the conference call may contain, statements regarding the proposed transaction between Prosperity Bancshares, Inc. ("Prosperity") and Stellar Bancorp, Inc. ("Stellar"); future financial and operating results; benefits and synergies of the proposed transaction; future opportunities for Prosperity; the issuance of common stock of Prosperity contemplated by the Agreement and Plan of Merger by and between Prosperity and Stellar (the "Merger Agreement"); the expected timing of the closing of the proposed transaction contemplated by the Merger Agreement; the ability of the parties to complete the proposed transaction considering the various closing conditions and any other statements about future expectations that constitute forward-looking statements within the meaning of the federal securities laws, including the meaning of the Private Securities Litigation Reform Act of 1995, as amended, Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in other information released to the public. Such forward-looking statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as "aim," "anticipate," "believe," "estimate," "expect," "goal," "guidance," "intend," "is anticipated," "is expected," "is intended," "objective," "plan," "projected," "projection," "will affect," "will be," "will continue," "will decrease," "will grow," "will impact," "will increase," "will incur," "will reduce," "will remain," "will result," "would be," variations of such words or phrases (including where the word "could," "may," or "would" is used rather than the word "will" in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. Forward-looking statements include all statements other than statements of historical fact, including forecasts or trends, and are based on current expectations, assumptions, estimates, and projections about Prosperity, Stellar and their respective subsidiaries or related to the proposed transaction between Prosperity and Stellar and are subject to significant risks and uncertainties that could cause actual results to differ materially from the results expressed in such statements.These forward-looking statements may include information about Prosperity's and Stellar's possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share and cash flows and Prosperity's and Stellar's future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity's and Stellar's loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity's and Stellar's future operations, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity's and Stellar's operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of the proposed transaction, and statements about the assumptions underlying any such statement.These forward-looking statements are not guarantees of future performance and are based on expectations and assumptions Prosperity currently believes to be valid. Because forward-looking statements relate to future results and occurrences, many of which are outside of the control of Prosperity and Stellar, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. These risks and uncertainties include, but are not limited to, whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity's securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate, interest rate and commodity price fluctuations; changes in trade policies by the United States or other countries, such as tariffs or retaliatory tariffs; and the effect, impact, potential duration or other implications of weather and climate-related events. Many possible events or factors could adversely affect the future financial results and performance of Prosperity, Stellar or the combined company and could cause those results or performance to differ materially from those expressed in or implied by the forward-looking statements. Such risks and uncertainties include, among others: (1) the risk that the cost savings and synergies from the proposed transaction may not be fully realized or may take longer than anticipated to be realized, (2) disruption to Prosperity's and Stellar's businesses as a result of the announcements and pendency of the proposed transaction, (3) the risk that the integration of Stellar's businesses and operations into Prosperity will be materially delayed or will be more costly or difficult than expected, or that Prosperity is otherwise unable to successfully integrate Stellar's business into its own, including as a result of unexpected factors or events, (4) the failure to obtain the necessary approval by the shareholders of Stellar, (5) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the proposed transaction, (6) the failure of the closing conditions in the Merger Agreement to be satisfied, or any unexpected delay in closing the proposed transaction or the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement, (7) the dilution caused by the issuances of additional shares of Prosperity's common stock in the proposed transaction, (8) the possibility that the proposed transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, (9) the outcome of any legal or regulatory proceedings that may be currently pending or later instituted against Prosperity before or after the proposed transaction, or against Stellar, (10) diversion of management's attention from ongoing business operations and (11) general competitive, economic, political and market conditions and other factors that may affect future results of Prosperity and Stellar. Prosperity and Stellar disclaim any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. These and various other risks, uncertainties, assumptions, and factors are discussed in the respective Annual Reports on Form 10-K for the year ended December 31, 2025, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, filed by Prosperity or Stellar and in other filings made by Prosperity and Stellar with the Securities and Exchange Commission (the "SEC") from time to time.Additional Information about the Transaction and Where to Find ItIn connection with the proposed transaction, Prosperity has filed with the SEC a registration statement (the "Registration Statement") on Form S-4 (File No. 333-294882) to register the shares of Prosperity common stock to be issued to the shareholders of Stellar in connection with the proposed transaction. The Registration Statement includes a prospectus of Prosperity and a proxy statement of Stellar (the "proxy statement/prospectus"), which has been sent to the shareholders of Stellar in connection with the proposed transaction. The Registration Statement was declared effective on April 21, 2026, at which time Prosperity filed a final prospectus and Stellar filed a definitive proxy statement. The mailing of the proxy statement/prospectus to Stellar shareholders commenced on April 23, 2026. This communication is not a substitute for the Registration Statement, the proxy statement/prospectus or any other document that may be filed by Prosperity or Stellar with the SEC.  INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, THE PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY/STATEMENT PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION.  Investors and security holders may obtain the Registration Statement and the proxy statement/prospectus and other documents that are filed with the SEC by Prosperity or Stellar, as applicable, free of charge from the SEC's website at https://www.sec.gov or through the investor relations section of Prosperity's website at https://www.prosperitybankusa.com/investor-relations/ or Stellar's website at https://ir.stellar.bank.Participants in the SolicitationProsperity, Stellar and certain of their directors and executive officers and other employees may be deemed to be participants in the solicitation of proxies from Stellar's shareholders in connection with the proposed transaction. Information about the directors and executive officers of Prosperity and their ownership of Prosperity common stock is contained in the definitive proxy statement for Prosperity's 2026 annual meeting of shareholders (the "Prosperity Annual Meeting Proxy Statement"), which was filed with the SEC on March 16, 2026, including under the headings "Item 1. Election of Directors," "Corporate Governance," "Executive Compensation and Other Matters," "Item 3. Advisory Vote on Executive Compensation," and "Beneficial Ownership of Common Stock by Management of the Company and Principal Shareholders." Information about the directors and executive officers of Stellar and their ownership of Stellar common stock is contained in Amendment No. 1 to the Annual Report on Form 10-K for the year ended December 31, 2025 of Stellar (the "Stellar 10-K/A"), which was filed with the SEC on April 17, 2026.  Additional information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the shareholders of Stellar in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, is included in the proxy statement/prospectus relating to the proposed transaction filed with the SEC.  To the extent holdings of securities by potential participants (or the identity of such participants) have changed since the information printed in the Prosperity Annual Meeting Proxy Statement or the Stellar 10-K/A, such information has been or will be reflected on Statements of Change in Ownership on Forms 3 and 4 filed with the SEC, as applicable.  Free copies of the proxy statement/prospectus relating to the proposed transaction and free copies of the other SEC filings to which reference is made in this paragraph may be obtained from the SEC's website at https://www.sec.gov or through the investor relations section of Prosperity's website at https://www.prosperitybankusa.com/investor-relations/ or Stellar's website at https://ir.stellar.bank.No Offer or SolicitationThis communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, and otherwise in accordance with applicable law.

(1)Refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.(2)Includes purchase accounting adjustments of $4.8 million, net of tax, primarily comprised of loan discount accretion of $3.7 million and merger related provision for credit losses of $42.5 million for the three months ended March 31, 2026.(3)Includes purchase accounting adjustments of $3.2 million, net of tax, primarily comprised of loan discount accretion of $3.3 million for the three months ended March 31, 2025.(4)Includes purchase accounting adjustments of $2.7 million, net of tax, primarily comprised of loan discount accretion of $3.1 million for the three months ended December 31, 2025.  Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(In thousands) 


Mar 31, 2026

Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025
Balance Sheet Data (at period end)














Loans held for sale
$21,925

$14,155

$11,297

$6,004

$9,764
Loans held for investment

23,832,909


20,486,415


20,738,294


20,903,944


20,909,913
Loans held for investment - Warehouse Purchase Program

1,433,152


1,304,798


1,278,178


1,287,440


1,057,893
Total loans

25,287,986


21,805,368


22,027,769


22,197,388


21,977,570
















Investment securities(A)

11,951,591


10,613,425


10,232,462


10,608,104


10,792,731
Federal funds sold

209


217


210


197


221
Allowance for credit losses on loans

(383,840)


(333,742)


(339,626)


(346,084)


(349,101)
Cash and due from banks

1,547,967


1,747,511


1,766,115


1,304,993


1,694,637
Goodwill

3,822,283


3,503,127


3,503,127


3,503,127


3,503,127
Core deposit intangibles, net

111,243


51,605


55,194


58,796


62,406
Other real estate owned

13,257


13,296


13,750


7,874


8,012
Fixed assets, net

429,775


383,449


378,776


374,602


373,273
Other assets

838,712


679,169


692,692


708,355


701,799
Total assets
$43,619,183

$38,463,425

$38,330,469

$38,417,352

$38,764,675
















Noninterest-bearing deposits
$10,580,920

$9,467,911

$9,522,028

$9,426,657

$9,675,915
Interest-bearing deposits

22,051,836


19,014,573


18,260,066


18,046,754


18,350,884
Total deposits

32,632,756


28,482,484


27,782,094


27,473,411


28,026,799
Other borrowings

2,200,000


1,950,000


2,400,000


2,900,000


2,700,000
Securities sold under repurchase agreements

176,099


201,216


185,797


183,572


216,086
Subordinated notes and junior subordinated debentures

76,186


—


—


—


—
Allowance for credit losses on off-balance sheet credit exposures

37,646


37,646


37,646


37,646


37,646
Other liabilities

288,645


175,939


259,994


222,987


267,083
Total liabilities

35,411,332


30,847,285


30,665,531


30,817,616


31,247,614
Shareholders' equity(B)

8,207,851


7,616,140


7,664,938


7,599,736


7,517,061
Total liabilities and equity
$43,619,183

$38,463,425

$38,330,469

$38,417,352

$38,764,675


(A) Includes $44, ($375), ($1,987), ($1,657) and ($1,374) in unrealized gain (losses) on available for sale securities for the quarterly periods ended March 31, 2026, December 31, 2025, September 30, 2025, June 30, 2025, and March 31, 2025, respectively.(B) Includes $35, ($296), ($1,570), ($1,309) and ($1,085) in after-tax unrealized gain (losses) on available for sale securities for the quarterly periods ended March 31, 2026, December 31, 2025, September 30, 2025, June 30, 2025, and March 31, 2025, respectively. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(In thousands)

Three Months Ended



Mar 31,
2026

Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025

Income Statement Data















Interest income:















Loans
$361,756

$321,516

$329,445

$325,490

$319,023

Securities(C)

70,531


56,767


58,207


57,836


57,886

Federal funds sold and other earning assets

9,488


8,364


10,455


9,438


15,896

Total interest income

441,775


386,647


398,107


392,764


392,805


















Interest expense:















Deposits

104,237


94,625


95,965


93,790


95,597

Other borrowings

14,783


16,028


27,613


30,101


30,492

Securities sold under repurchase agreements

902


1,041


1,094


1,151


1,334

Subordinated notes and junior subordinated debentures

703


—


—


—


—

Total interest expense

120,625


111,694


124,672


125,042


127,423

Net interest income

321,150


274,953


273,435


267,722


265,382

Provision for credit losses

—


—


—


—


—

Net interest income after provision for credit losses

321,150


274,953


273,435


267,722


265,382


















Noninterest income:















Nonsufficient funds (NSF) fees

10,867


9,715


9,805


8,885


9,147

Credit card, debit card and ATM card income

9,483


9,462


9,446


9,761


8,739

Service charges on deposit accounts

8,680


7,618


7,317


7,645


7,408

Trust income

4,922


3,662


3,526


3,859


3,601

Mortgage income

1,280


954


931


965


1,009

Brokerage income

1,568


1,570


1,328


1,225


1,262

Bank owned life insurance income

2,598


2,117


2,111


1,985


2,115

Net gain (loss) on sale or write-down of assets

318


35


3


1,414


(235)

Other noninterest income

6,758


7,647


6,771


7,243


8,255

Total noninterest income

46,474


42,780


41,238


42,982


41,301


















Noninterest expense:















Salaries and benefits

109,211


88,384


87,949


87,296


89,476

Net occupancy and equipment

10,654


9,379


9,395


9,168


9,146

Credit and debit card, data processing and software amortization

18,114


12,621


12,515


12,056


11,422

Regulatory assessments and FDIC insurance

6,041


1,600


5,198


5,508


5,789

Core deposit intangibles amortization

5,259


3,588


3,602


3,610


3,641

Depreciation

5,548


5,155


4,966


4,779


4,774

Communications

3,834


3,528


3,480


3,507


3,473

Other real estate expense

341


219


314


204


140

Net (gain) loss on sale or write-down of other real estate

(41)


109


(81)


(222)


(30)

Merger related expenses

42,516


268


62


—


—

Other noninterest expense

15,810


13,861


11,235


12,659


12,470

Total noninterest expense

217,287


138,712


138,635


138,565


140,301

Income before income taxes

150,337


179,021


176,038


172,139


166,382

Provision for income taxes

34,070


39,114


38,482


36,984


36,157

Net income available to common shareholders
$116,267

$139,907

$137,556

$135,155

$130,225



(C) Interest income on securities was reduced by net premium amortization of $3,829, $4,668, $2,877, $4,926, and $5,027 for the three months ended March 31, 2026, December 31, 2025, September 30, 2025, June 30, 2025, and March 31, 2025, respectively. Prosperity Bancshares, Inc. ®Financial Highlights (Unaudited)(Dollars and share amounts in thousands, except per share data and market prices) 

Three Months Ended


Mar 31,
2026

Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025
















Profitability














Net income (D) (E)
$116,267

$139,907

$137,556

$135,155

$130,225
















Basic earnings per share
$1.16

$1.49

$1.45

$1.42

$1.37
Diluted earnings per share
$1.16

$1.49

$1.45

$1.42

$1.37
















Return on average assets (F) (J)

1.10%

1.49%

1.44%

1.41%

1.34%Return on average common equity (F) (J)

5.70%

7.30%

7.18%

7.13%

6.94%Return on average tangible common equity (F) (G) (J)

10.59%

13.61%

13.43%

13.44%

13.23%Tax equivalent net interest margin (D) (E) (H)

3.51%

3.30%

3.24%

3.18%

3.14%Efficiency ratio (G) (I) (K)

59.16%

43.66%

44.06%

44.80%

45.71%















Liquidity and Capital Ratios














Equity to assets

18.82%

19.80%

20.00%

19.78%

19.39%Common equity tier 1 capital

15.44%

17.55%

17.53%

17.10%

16.92%Tier 1 risk-based capital

15.44%

17.55%

17.53%

17.10%

16.92%Total risk-based capital

16.69%

18.80%

18.78%

18.35%

18.17%Tier 1 leverage capital

11.22%

11.93%

11.90%

11.62%

11.20%Period end tangible equity to period end tangible assets (G)

10.77%

11.63%

11.81%

11.58%

11.23%















Other Data














Weighted-average shares used in computing earnings per common share














Basic

99,825


94,044


95,093


95,277


95,266
Diluted

99,825


94,044


95,093


95,277


95,266
Period end shares outstanding

100,835


93,058


94,993


95,277


95,258
Cash dividends paid per common share
$0.60

$0.60

$0.58

$0.58

$0.58
Book value per common share
$81.40

$81.84

$80.69

$79.76

$78.91
Tangible book value per common share (G)
$42.39

$43.64

$43.23

$42.38

$41.48
















Common Stock Market Price














High
$77.20

$73.90

$75.44

$74.56

$82.75
Low
$63.20

$61.07

$64.27

$61.57

$68.96
Period end closing price
$67.18

$69.11

$66.35

$70.24

$71.37
Employees – FTE (excluding overtime)

4,429


3,941


3,937


3,921


3,898
Number of banking centers

312


283


283


283


284


(D)Includes purchase accounting adjustments for the periods presented as follows:


Three Months Ended
Mar 31,2026
Dec 31,2025
Sep 30,2025
Jun 30,2025
Mar 31,2025Loan discount accretion








Purchased seasoned loans ("PS loans")$2,562
$2,926
$2,242
$2,486
$2,615PCD$1,186
$205
$613
$638
$677Securities net accretion$1,573
$342
$1,475
$409
$705Time deposits amortization$(699)
$(1)
$(1)
$(2)
$(9)

(E)Using effective tax rate of 22.7%, 21.8%, 21.9%, 21.5% and 21.7% for the three months ended March 31, 2026, December 31, 2025, September 30, 2025, June 30, 2025 and March 31, 2025, respectively.(F)Interim periods annualized.(G)Refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.(H)Net interest margin for all periods presented is based on average balances on an actual 365-day basis.(I)Calculated by dividing total noninterest expense, excluding credit loss provisions, by net interest income plus noninterest income, excluding net gains and losses on the sale, write-down or write-up of assets and securities. Additionally, taxes are not part of this calculation. (J)For calculations of the annualized returns on average assets, average common equity and average tangible common equity excluding merger related expenses, net of tax, and FDIC special assessment, net of tax, refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.(K)For calculations of the efficiency ratio excluding merger related expenses and FDIC special assessment refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands) YIELD ANALYSIS
Three Months Ended



Mar 31, 2026
Dec 31, 2025

Mar 31, 2025



Average
Balance

Interest
Earned/
Interest
Paid

Average
Yield/
Rate(L)Average
Balance

Interest
Earned/
Interest
Paid

Average
Yield/
Rate
(L)Average
Balance

Interest
Earned/
Interest
Paid

Average
Yield/
Rate
(L)Interest-earning assets:


























Loans held for sale
$15,800

$238

6.11 %
$11,077

$175

6.27 %

$7,570

$127

6.80 %

Loans held for investment

23,469,020


344,596

5.95 %

20,603,235


302,679

5.83 %


20,959,226


305,068

5.90 %

Loans held for investment - Warehouse Purchase Program

1,207,793


16,922

5.68 %

1,258,036


18,662

5.89 %


876,086


13,828

6.40 %

Total loans

24,692,613


361,756

5.94 %

21,872,348


321,516

5.83 %


21,842,882


319,023

5.92 %

Investment securities

11,469,762


70,531

2.49 %(M)
10,378,696


56,767

2.17 %
(M)
11,017,400


57,886

2.13 %
(M)Federal funds sold and other earning assets

1,026,015


9,488

3.75 %

830,926


8,364

3.99 %


1,443,220


15,896

4.47 %

Total interest-earning assets

37,188,390


441,775

4.82 %

33,081,970


386,647

4.64 %


34,303,502


392,805

4.64 %

Allowance for credit losses on loans

(330,133)







(337,892)








(350,715)







Noninterest-earning assets

5,361,351







4,921,850








5,004,291







Total assets
$42,219,608






$37,665,928







$38,957,078



































Interest-bearing liabilities:


























Interest-bearing demand deposits
$6,266,423

$13,993

0.91 %
$4,812,342

$9,088

0.75 %

$5,224,796

$9,019

0.70 %

Savings and money market deposits

10,583,184


50,719

1.94 %

9,054,281


44,771

1.96 %


9,007,286


45,645

2.06 %

Certificates and other time deposits

4,830,369


39,525

3.32 %

4,519,742


40,766

3.58 %


4,426,521


40,933

3.75 %

Other borrowings

1,620,556


14,783

3.70 %

1,595,652


16,028

3.99 %


2,776,667


30,492

4.45 %

Securities sold under repurchase agreements

177,719


902

2.06 %

185,289


1,041

2.23 %


217,945


1,334

2.48 %

Subordinated notes and junior subordinated debentures

63,673


703

4.48 %

—


—


—


—


—


—

Total interest-bearing liabilities

23,541,924


120,625

2.08 %(N)
20,167,306


111,694

2.20 %
(N)
21,653,215


127,423

2.39 %
(N)



























Noninterest-bearing liabilities:


























Noninterest-bearing demand deposits

10,260,022







9,543,581








9,504,540







Allowance for credit losses on off-balance sheet credit exposures

38,070







37,646








37,646







Other liabilities

218,810







248,593








255,876







Total liabilities

34,058,826







29,997,126








31,451,277







Shareholders' equity

8,160,782







7,668,802








7,505,801







Total liabilities and shareholders' equity
$42,219,608






$37,665,928







$38,957,078



































Net interest income and margin



$321,150

3.50 %



$274,953

3.30 %




$265,382

3.14 %

Non-GAAP to GAAP reconciliation:


























Tax equivalent adjustment




575







514








587




Net interest income and margin
     (tax equivalent basis)



$321,725

3.51 %



$275,467

3.30 %




$265,969

3.14 %



(L) Annualized and based on an actual 365-day basis.(M)Yield on securities was impacted by net premium amortization of $3,829, $4,668, and $5,027 for the three months ended March 31, 2026, December 31, 2025, and March 31, 2025, respectively.(N)Total cost of funds, including noninterest bearing deposits, was 1.45%, 1.49% and 1.66% for the three months ended March 31, 2026, December 31, 2025, and March 31, 2025, respectively. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)
Three Months Ended

Mar 31, 2026

Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025
YIELD TREND (O)




























Interest-Earning Assets:













Loans held for sale
6.11%

6.27%

6.64%

6.79%

6.80%Loans held for investment
5.95%

5.83%

5.90%

5.88%

5.90%Loans held for investment - Warehouse Purchase Program
5.68%

5.89%

6.31%

6.34%

6.40%Total loans
5.94%

5.83%

5.92%

5.91%

5.92%Investment securities (P)
2.49%

2.17%

2.19%

2.13%

2.13%Federal funds sold and other earning assets
3.75%

3.99%

4.44%

4.50%

4.47%Total interest-earning assets
4.82%

4.64%

4.71%

4.66%

4.64%














Interest-Bearing Liabilities:













Interest-bearing demand deposits
0.91%

0.75%

0.76%

0.74%

0.70%Savings and money market deposits
1.94%

1.96%

2.07%

2.05%

2.06%Certificates and other time deposits
3.32%

3.58%

3.60%

3.59%

3.75%Other borrowings
3.70%

3.99%

4.42%

4.44%

4.45%Securities sold under repurchase agreements
2.06%

2.23%

2.32%

2.37%

2.48%Subordinated notes and junior subordinated debentures
4.48%

—


—


—


—
Total interest-bearing liabilities
2.08%

2.20%

2.39%

2.38%

2.39%














Net Interest Margin
3.50%

3.30%

3.23%

3.18%

3.14%Net Interest Margin (tax equivalent)
3.51%

3.30%

3.24%

3.18%

3.14%

(O)Annualized and based on average balances on an actual 365-day basis.(P) Yield on securities was impacted by net premium amortization of $3,829, $4,668, $2,877, $4,926 and $5,027 for the three months ended March 31, 2026, December 31, 2025, September 30, 2025, June 30, 2025, and March 31, 2025, respectively. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)

Three Months Ended


Mar 31, 2026

Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025
Balance Sheet Averages














Loans held for sale
$15,800

$11,077

$8,371

$9,813

$7,570
Loans held for investment

23,469,020


20,603,235


20,851,896


20,907,400


20,959,226
Loans held for investment - Warehouse Purchase Program

1,207,793


1,258,036


1,217,579


1,179,307


876,086
Total loans

24,692,613


21,872,348


22,077,846


22,096,520


21,842,882
















Investment securities

11,469,762


10,378,696


10,530,807


10,867,856


11,017,400
Federal funds sold and other earning assets

1,026,015


830,926


934,318


841,933


1,443,220
Total interest-earning assets

37,188,390


33,081,970


33,542,971


33,806,309


34,303,502
Allowance for credit losses on loans

(330,133)


(337,892)


(343,872)


(348,310)


(350,715)
Cash and due from banks

391,668


311,541


291,809


294,379


326,066
Goodwill

3,718,640


3,503,127


3,503,127


3,503,127


3,503,128
Core deposit intangibles, net

50,089


53,553


56,956


60,739


64,293
Other real estate

14,690


14,004


11,533


8,749


7,105
Fixed assets, net

423,530


380,254


377,680


374,486


374,448
Other assets

762,734


659,371


689,659


691,735


729,251
Total assets
$42,219,608

$37,665,928

$38,129,863

$38,391,214

$38,957,078
















Noninterest-bearing deposits
$10,260,022

$9,543,581

$9,451,153

$9,508,845

$9,504,540
Interest-bearing demand deposits

6,266,423


4,812,342


4,656,452


4,807,864


5,224,796
Savings and money market deposits

10,583,184


9,054,281


8,977,585


8,944,897


9,007,286
Certificates and other time deposits

4,830,369


4,519,742


4,422,996


4,366,510


4,426,521
Total deposits

31,939,998


27,929,946


27,508,186


27,628,116


28,163,143
Other borrowings

1,620,556


1,595,652


2,480,435


2,717,583


2,776,667
Securities sold under repurchase agreements

177,719


185,289


187,462


194,577


217,945
Subordinated notes and junior subordinated debentures

63,673


—


—


—


—
Allowance for credit losses on off-balance sheet credit exposures

38,070


37,646


37,646


37,646


37,646
Other liabilities

218,810


248,593


258,156


227,002


255,876
Shareholders' equity

8,160,782


7,668,802


7,657,978


7,586,290


7,505,801
Total liabilities and equity
$42,219,608

$37,665,928

$38,129,863

$38,391,214

$38,957,078
 Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)

Mar 31, 2026

Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025
Period End Balances


















































Loan Portfolio
























Commercial and industrial
$2,759,190

10.9%
$1,864,337

8.6%
$1,879,282

8.5%
$1,897,117

8.6%
$1,915,124

8.7%Warehouse purchase program

1,433,152

5.7%

1,304,798

6.0%

1,278,178

5.8%

1,287,440

5.8%

1,057,893

4.8%Construction, land development and other land loans

3,253,389

12.9%

2,741,455

12.6%

2,865,279

13.0%

2,873,238

12.9%

2,845,082

13.0%1-4 family residential

7,876,021

31.1%

7,430,929

34.1%

7,461,900

33.9%

7,530,816

33.9%

7,576,350

34.5%Home equity

846,739

3.3%

843,708

3.8%

848,740

3.9%

869,370

3.9%

896,529

4.1%Commercial real estate (includes multi-family residential)

7,126,212

28.2%

5,776,397

26.5%

5,796,937

26.3%

5,827,645

26.3%

5,783,410

26.3%Agriculture (includes farmland)

1,064,540

4.2%

1,027,904

4.7%

1,019,589

4.6%

1,029,250

4.6%

1,013,960

4.6%Consumer and other

406,680

1.6%

376,241

1.7%

366,027

1.7%

368,747

1.7%

378,821

1.7%Energy

522,063

2.1%

439,599

2.0%

511,837

2.3%

513,765

2.3%

510,401

2.3%Total loans
$25,287,986



$21,805,368



$22,027,769



$22,197,388



$21,977,570




























Deposit Types
























Noninterest-bearing DDA
$10,580,920

32.4%
$9,467,911

33.2%
$9,522,028

34.3%
$9,426,657

34.3%
$9,675,915

34.5%Interest-bearing DDA

6,345,797

19.5%

5,365,795

18.8%

4,766,146

17.2%

4,708,251

17.1%

4,931,769

17.6%Money market

8,163,557

25.0%

6,538,213

23.0%

6,402,591

23.0%

6,302,770

23.0%

6,339,509

22.6%Savings

2,743,732

8.4%

2,592,873

9.1%

2,616,196

9.4%

2,667,859

9.7%

2,703,736

9.7%Certificates and other time deposits

4,798,750

14.7%

4,517,692

15.9%

4,475,133

16.1%

4,367,874

15.9%

4,375,870

15.6%Total deposits
$32,632,756



$28,482,484



$27,782,094



$27,473,411



$28,026,799




























Loan to Deposit Ratio

77.5%



76.6%



79.3%



80.8%



78.4%

  Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)Construction Loans

Mar 31, 2026

Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025


























Single family residential construction
$690,393

21.2%
$613,288

22.4%
$665,194

23.2%
$696,569

24.2%
$727,417

25.6%Land development

407,811

12.5%

252,650

9.2%

248,616

8.7%

227,254

7.9%

225,784

7.9%Raw land

276,693

8.5%

220,169

8.0%

230,021

8.0%

248,380

8.7%

261,918

9.2%Residential lots

249,071

7.7%

199,709

7.3%

203,396

7.1%

217,835

7.6%

219,115

7.7%Commercial lots

61,691

1.9%

59,683

2.2%

59,853

2.1%

55,176

1.9%

56,343

2.0%Commercial construction and other

1,567,640

48.2%

1,396,850

50.9%

1,459,255

50.9%

1,428,985

49.7%

1,355,587

47.6%Net unaccreted premium (discount)

90




(894)




(1,056)




(961)




(1,082)


Total construction loans
$3,253,389



$2,741,455



$2,865,279



$2,873,238



$2,845,082


  Non-Owner Occupied Commercial Real Estate Loans by Metropolitan Statistical Area (MSA) as of March 31, 2026

Houston

Dallas

Austin

OK City

Tulsa

Other (Q)

Total

Collateral Type




















Shopping center/retail$237,105

$218,672

$60,763

$16,078

$10,018

$364,143

$906,779

Commercial and industrial buildings
213,914


104,905


31,958


32,429


11,380


301,121


695,707

Office buildings
149,264


292,193


77,325


42,683


4,364


114,900


680,729

Medical buildings
112,178


23,961


25,942


42,033


25,393


74,690


304,197

Apartment buildings
144,493


83,548


101,393


9,566


12,568


224,751


576,319

Hotel
119,709


117,533


36,689


12,740


—


252,738


539,409

Other
192,874


70,247


153,285


4,638


6,663


433,289


860,996

Total$1,169,537

$911,059

$487,355

$160,167

$70,386

$1,765,632

$4,564,136
(R)  Acquired Loans 

PS Loans

PCD Loans

Total Acquired Loans

Balance at
Acquisition
Date

Balance at
Dec 31,
2025

Balance at
Mar 31,
2026

Balance at
Acquisition
Date

Balance at
Dec 31,
2025

Balance at
Mar 31,
2026

Balance at
Acquisition
Date

Balance at
Dec 31,
2025

Balance at
Mar 31,
2026
Loan marks:

























Acquired banks (S)$388,625

$17,479

$15,064

$332,400

$5,267

$5,053

$721,025

$22,746

$20,117
American Bank (T)
15,473


—


15,902


1,923


—


1,297


17,396


—


17,199
Texas Partners Bank (U)
38,467


—


37,626


2,422


—


2,090


40,889


—


39,716
Total
442,565


17,479


68,592


336,745


5,267

$8,440


779,310


22,746


77,032



























Acquired portfolio loan balances:

























Acquired banks (S)
14,323,981


1,498,731


1,331,556


1,376,673


300,010


293,365


15,700,654
 (V)
1,798,741


1,624,921
American Bank (T)
1,810,982


—


1,684,101


93,300


—


89,055


1,904,282


—


1,773,156
Texas Partners Bank (U)
1,864,565


—


1,769,908


76,199


—


70,248


1,940,764


—


1,840,156
Total
17,999,528


1,498,731


4,785,565


1,546,172


300,010


452,668


19,545,700


1,798,741


5,238,233



























Acquired portfolio loan balances less loan marks$17,556,963

$1,481,252

$4,716,973

$1,209,427

$294,743

$444,228

$18,766,390

$1,775,995

$5,161,201


(Q)Includes other MSA and non-MSA regions.(R)Represents a portion of total commercial real estate loans of $7.126 billion as of March 31, 2026.(S) Includes Bank Arlington, American State Bank, Community National Bank, First Federal Bank Texas, Coppermark Bank, First Victoria National Bank, The F&M Bank & Trust Company, Tradition Bank, LegacyTexas Bank, FirstCapital Bank and Lone Star Bank.(T) The American Merger was completed on January 1, 2026. The American Merger resulted in the addition of $1.904 billion in loans with related purchase accounting adjustments of $17.4 million at acquisition date.(U) The Southwest Merger was completed on February 1, 2026. The Southwest Merger resulted in the addition of $1.941 billion in loans with related purchase accounting adjustments of $40.9 million at acquisition date.(V) Actual principal balances acquired. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)
Three Months Ended

Mar 31,
2026

Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025
Asset Quality













Nonaccrual loans$106,473

$137,217

$105,529

$102,031

$73,287
Accruing loans 90 or more days past due
2,241


317


268


576


91
Total nonperforming loans
108,714


137,534


105,797


102,607


73,378
Repossessed assets
136


12


16


6


29
Other real estate
13,257


13,296


13,750


7,874


8,012
Total nonperforming assets$122,107

$150,842

$119,563

$110,487

$81,419















Nonperforming assets:













Commercial and industrial (includes energy)$17,495

$57,237

$27,880

$27,680

$8,966
Construction, land development and other land loans
2,054


2,183


583


1,859


1,952
1-4 family residential (includes home equity)
63,168


60,296


57,241


50,501


42,481
Commercial real estate (includes multi-family residential)
17,880


9,215


11,471


12,865


12,257
Agriculture (includes farmland)
16,259


16,713


17,080


17,547


15,725
Consumer and other
5,251


5,198


5,308


35


38
Total$122,107

$150,842

$119,563

$110,487

$81,419
Number of loans/properties
484


449


424


392


363
Allowance for credit losses on loans$383,840

$333,742

$339,626

$346,084

$349,101















Net charge-offs (recoveries):













Commercial and industrial (includes energy)$39,225

$5,388

$3,341

$1,044

$330
Construction, land development and other land loans
—


(154)


34


(3)


(156)
1-4 family residential (includes home equity)
862


175


853


342


1,051
Commercial real estate (includes multi-family residential)
(121)


(665)


1,015


55


178
Agriculture (includes farmland)
52


(5)


(40)


(14)


—
Consumer and other
1,291


1,145


1,255


1,593


1,301
Total$41,309

$5,884

$6,458

$3,017

$2,704















Asset Quality Ratios













Nonperforming assets to average interest-earning assets
0.33%

0.46%

0.36%

0.33%

0.24%Nonperforming assets to loans and other real estate
0.48%

0.69%

0.54%

0.50%

0.37%Net charge-offs to average loans (annualized)
0.67%

0.11%

0.12%

0.05%

0.05%Allowance for credit losses on loans to total loans
1.52%

1.53%

1.54%

1.56%

1.59%Allowance for credit losses on loans to total loans, excluding Warehouse Purchase Program loans (G)
1.61%

1.63%

1.64%

1.66%

1.67%Prosperity Bancshares, Inc.®
Notes to Selected Financial Data (Unaudited)
(Dollars and share amounts in thousands, except per share data)NOTES TO SELECTED FINANCIAL DATAProsperity's management uses certain non-GAAP (generally accepted accounting principles) financial measures to evaluate its performance. Specifically, for internal planning and forecasting purposes, Prosperity reviews each of diluted earnings per share, return on average assets, return on average common equity, and return on average tangible common equity, in each case excluding merger related expenses, net of tax, and FDIC special assessment, net of tax; return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets; and the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets, merger related expenses and FDIC special assessment. In addition, due to the application of purchase accounting, Prosperity uses certain non-GAAP financial measures and ratios that exclude the impact of these items to evaluate its allowance for credit losses to total loans (excluding Warehouse Purchase Program loans). Prosperity has included information below relating to these non-GAAP financial measures for the applicable periods presented. 

Three Months Ended


Mar 31,
2026

Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025
Reconciliation of diluted earnings per share to diluted earnings per share excluding merger related expenses, net of tax, and FDIC special assessment, net of tax:














Diluted earnings per share (unadjusted)
$1.16

$1.49

$1.45

$1.42

$1.37
















Net income
$116,267

$139,907

$137,556

$135,155

$130,225
Merger related expenses, net of tax(W)

33,588


212


49


—


—
FDIC special assessment, net of tax(W)

—


(2,807)


—


—


—
Net income excluding merger related expenses, net of tax, and FDIC special assessment, net of tax(W):
$149,855

$137,312

$137,605

$135,155

$130,225
















Weighted average diluted shares outstanding

99,825


94,044


95,093


95,277


95,266
Merger related expenses, net of tax, per diluted common share(W)
$0.34

$—

$—

$—

$—
FDIC special assessment, net of tax, per diluted common share(W)
$—

$(0.03)

$—

$—

$—
Diluted earnings per share excluding merger related expenses, net of tax, and FDIC special assessment, net of tax:(W)
$1.50

$1.46

$1.45

$1.42

$1.37
















Reconciliation of return on average assets to return on average assets excluding merger related expenses, net of tax, and FDIC special assessment, net of tax:














Return on average assets (unadjusted)

1.10%

1.49%

1.44%

1.41%

1.34%















Net income excluding merger related expenses, net of tax, and FDICspecial assessment, net of tax(W):
$149,855

$137,312

$137,605

$135,155

$130,225
Average total assets
$42,219,608

$37,665,928

$38,129,863

$38,391,214

$38,957,078
Return on average assets excluding merger related expenses, net of tax, and FDIC special assessment, net of tax (F) (W)

1.42%

1.46%

1.44%

1.41%

1.34%















Reconciliation of return on average common equity to return on average common equity excluding merger related expenses, net of tax, and FDIC special assessment, net of tax:














Return on average common equity (unadjusted)

5.70%

7.30%

7.18%

7.13%

6.94%















Net income excluding merger related expenses, net of tax, and FDIC special assessment, net of tax(W):
$149,855

$137,312

$137,605

$135,155

$130,225
Average shareholders' equity
$8,160,782

$7,668,802

$7,657,978

$7,586,290

$7,505,801
Return on average common equity excluding merger related expenses, net of tax, and FDIC special assessment, net of tax (F) (W)

7.35%

7.16%

7.19%

7.13%

6.94%















Reconciliation of return on average common equity to return on average tangible common equity:














Net income
$116,267

$139,907

$137,556

$135,155

$130,225
Average shareholders' equity
$8,160,782

$7,668,802

$7,657,978

$7,586,290

$7,505,801
Less: Average goodwill and other intangible assets

(3,768,729)


(3,556,680)


(3,560,083)


(3,563,866)


(3,567,421)
Average tangible shareholders' equity
$4,392,053

$4,112,122

$4,097,895

$4,022,424

$3,938,380
Return on average tangible common equity (F)

10.59%

13.61%

13.43%

13.44%

13.23%
 (W) Calculated assuming a federal tax rate of 21.0%.


Three Months Ended


Mar 31,
2026

Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025
Reconciliation of return on average common equity to return on average tangible common equity excluding merger related expenses, net of tax, and FDIC special assessment, net of tax:














Net income excluding merger related expenses, net of tax, and FDIC special assessment, net of tax(W):
$149,855

$137,312

$137,605

$135,155

$130,225
Average shareholders' equity
$8,160,782

$7,668,802

$7,657,978

$7,586,290

$7,505,801
Less: Average goodwill and other intangible assets

(3,768,729)


(3,556,680)


(3,560,083)


(3,563,866)


(3,567,421)
Average tangible shareholders' equity
$4,392,053

$4,112,122

$4,097,895

$4,022,424

$3,938,380
Return on average tangible common equity excluding merger related expenses, net of tax, and FDIC special assessment, net of tax (F) (W)

13.65%

13.36%

13.43%

13.44%

13.23%















Reconciliation of book value per share to tangible book value per share:














Shareholders' equity
$8,207,851

$7,616,140

$7,664,938

$7,599,736

$7,517,061
Less: Goodwill and other intangible assets

(3,933,526)


(3,554,732)


(3,558,321)


(3,561,923)


(3,565,533)
Tangible shareholders' equity
$4,274,325

$4,061,408

$4,106,617

$4,037,813

$3,951,528
















Period end shares outstanding

100,835


93,058


94,993


95,277


95,258
Tangible book value per share
$42.39

$43.64

$43.23

$42.38

$41.48
















Reconciliation of equity to assets ratio to period end tangible equity to period end tangible assets ratio:














Tangible shareholders' equity
$4,274,325

$4,061,408

$4,106,617

$4,037,813

$3,951,528
Total assets
$43,619,183

$38,463,425

$38,330,469

$38,417,352

$38,764,675
Less: Goodwill and other intangible assets

(3,933,526)


(3,554,732)


(3,558,321)


(3,561,923)


(3,565,533)
Tangible assets
$39,685,657

$34,908,693

$34,772,148

$34,855,429

$35,199,142
Period end tangible equity to period end tangible assets ratio

10.77%

11.63%

11.81%

11.58%

11.23%















Reconciliation of allowance for credit losses to total loans to allowance for credit losses on loans to total loans excluding Warehouse Purchase Program:














Allowance for credit losses on loans
$383,840

$333,742

$339,626

$346,084

$349,101
Total loans
$25,287,986

$21,805,368

$22,027,769

$22,197,388

$21,977,570
Less: Warehouse Purchase Program loans

(1,433,152)


(1,304,798)


(1,278,178)


(1,287,440)


(1,057,893)
Total loans less Warehouse Purchase Program
$23,854,834

$20,500,570

$20,749,591

$20,909,948

$20,919,677
Allowance for credit losses on loans to total loans excluding Warehouse Purchase Program

1.61%

1.63%

1.64%

1.66%

1.67%















Reconciliation of efficiency ratio to efficiency ratio excluding net gains and losses on the sale, write-down  or write-up of assets:














Noninterest expense
$217,287

$138,712

$138,635

$138,565

$140,301
















Net interest income
$321,150

$274,953

$273,435

$267,722

$265,382
Noninterest income

46,474


42,780


41,238


42,982


41,301
Less: net gain (loss) on sale or write-down of assets

318


35


3


1,414


(235)
Noninterest income excluding net gains and losses on the sale, write-down or write-up of assets

46,156


42,745


41,235


41,568


41,536
Total income excluding net gains and losses on the sale, write-down or write-up of assets
$367,306

$317,698

$314,670

$309,290

$306,918
Efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets

59.16%

43.66%

44.06%

44.80%

45.71%

Three Months Ended


Mar 31,
2026

Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025
Reconciliation of efficiency ratio to efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets, merger related expenses and FDIC special assessment:














Noninterest expense
$217,287

$138,712

$138,635

$138,565

$140,301
Less: merger related expenses

42,516


268


62


—


—
Less: FDIC special assessment

—


(3,554)


—


—


—
Noninterest expense excluding merger related expenses and FDIC special assessment
$174,771

$141,998

$138,573

$138,565

$140,301
















Net interest income
$321,150

$274,953

$273,435

$267,722

$265,382
Noninterest income

46,474


42,780


41,238


42,982


41,301
Less: net gain (loss) on sale or write down of assets

318


35


3


1,414


(235)
Noninterest income excluding net gains and losses on the sale, write- down or write-up of assets

46,156


42,745


41,235


41,568


41,536
Total income excluding net gains and losses on the sale, write-down or write-up of assets
$367,306

$317,698

$314,670

$309,290

$306,918
Efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets, merger related expenses and FDIC special assessment

47.58%

44.70%

44.04%

44.80%

45.71% 





View original content to download multimedia:https://www.prnewswire.com/news-releases/prosperity-bancshares-inc-reports-first-quarter-2026-earnings-302756561.htmlSOURCE Prosperity Bancshares, Inc.

Original: PROSPERITY BANCSHARES, INC.® REPORTS FIRST QUARTER 2026 EARNINGS

PROSPERITY BANCSHARES, INC.® ANNOUNCES COMMON STOCK DIVIDENDApril 22, 2026 4:30 PM
PR Newswire (US)

HOUSTON, April 22, 2026 /PRNewswire/ -- Prosperity Bancshares, Inc.® (NYSE: PB) today announced that its Board of Directors declared a quarterly common stock dividend of $0.60 per share for the second quarter of 2026, payable July 1, 2026, to shareholders of record as of June 15, 2026. Prosperity Bancshares, Inc.®As of December 31, 2025, Prosperity Bancshares, Inc.® is a $38.463 billion Houston, Texas based regional financial holding company providing personal banking services and investments to consumers and businesses throughout Texas and Oklahoma.Founded in 1983, Prosperity believes in a community banking philosophy, taking care of customers, businesses, and communities in the areas it serves by providing financial solutions to simplify everyday financial needs. In addition to offering traditional deposit and loan products, Prosperity offers digital banking solutions, credit and debit cards, mortgage services, retail brokerage services, trust and wealth management, and treasury management.Prosperity currently operates 312 full-service banking locations: 62 in the Houston area, including The Woodlands; 36 in the South Texas area including Corpus Christi and Victoria; 61 in the Dallas/Fort Worth area; 22 in the East Texas area; 28 in the Central Texas area including Austin and San Antonio; 45 in the West Texas area including Lubbock, Midland-Odessa, Abilene; Amarillo and Wichita Falls; 15 in the Bryan/College Station area, 6 in the Central Oklahoma area; 8 in the Tulsa, Oklahoma area; 18 in the Central, South Texas and San Antonio areas doing business as American Bank and 11 in the San Antonio area doing business as Texas Partners Bank.Cautionary Notes on Forward-Looking Statements"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as "aim," "anticipate," "estimate," "expect," "goal," "guidance," "intend," "is anticipated," "is expected," "is intended," "objective," "plan," "projected," "projection," "will affect," "will be," "will continue," "will decrease," "will grow," "will impact," "will increase," "will incur," "will reduce," "will remain," "will result," "would be," variations of such words or phrases (including where the word "could," "may," or "would" is used rather than the word "will" in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. Forward-looking statements include all statements other than statements of historical fact, including forecasts or trends, and are based on current expectations, assumptions, estimates and projections about Prosperity Bancshares and its subsidiaries. These forward-looking statements may include information about Prosperity's possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share and cash flows and Prosperity's future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity's loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity's future operations, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity's operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of a proposed transaction, and statements about the assumptions underlying any such statement. These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of Prosperity's control, which may cause actual results to differ materially from those expressed or implied by the forward-looking statements. These risks and uncertainties include but are not limited to whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); the possibility that the anticipated benefits of an acquisition transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of two companies or as a result of the strength of the economy and competitive factors generally; a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity's securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate, interest rate and commodity price fluctuations; and weather. These and various other factors are discussed in Prosperity Bancshares' Annual Report on Form 10-K for the year ended December 31, 2025 and other reports and statements Prosperity Bancshares has filed with the Securities and Exchange Commission ("SEC"). Copies of the SEC filings for Prosperity Bancshares may be downloaded from the Internet at no charge from http://www.prosperitybankusa.com.





View original content to download multimedia:https://www.prnewswire.com/news-releases/prosperity-bancshares-inc-announces-common-stock-dividend-302749957.htmlSOURCE Prosperity Bancshares, Inc.

Original: PROSPERITY BANCSHARES, INC.® ANNOUNCES COMMON STOCK DIVIDEND

PROSPERITY BANCSHARES, INC.® INVITES YOU TO JOIN ITS FIRST QUARTER 2026 EARNINGS CONFERENCE CALLApril 7, 2026 4:30 PM
PR Newswire (US)

HOUSTON, April 7, 2026 /PRNewswire/ -- In conjunction with Prosperity Bancshares, Inc.® (NYSE: PB) First Quarter 2026 Earnings Announcement, scheduled before the market opens on Wednesday, April 29, 2026, you are invited to listen to its conference call at 11:30 AM, Eastern Time (10:30 AM, Central Time) on that day. Participants will include members of Prosperity's executive management team.What:Prosperity Bancshares, Inc.® First Quarter 2026 Earnings Conference Call

When:Wednesday, April 29, 2026, at 10:30 AM (Central Time)

Where:https://www.prosperitybankusa.com/Presentation-Webcasts-and-Calls

How:Log on to the web at the address above or call 1-877-883-0383 for domestic participants, or 1-412-902-6506 for international participants, and enter Participant Elite Entry Number:   7638209

If you are unable to participate during the live webcast, the call will be archived on the website at https://www.prosperitybankusa.com/Investor-Relations. To access the replay, visit https://www.prosperitybankusa.com/Presentation-Webcasts-and-Calls and follow the instructions.Prosperity Bancshares, Inc.®As of December 31, 2025, Prosperity Bancshares, Inc.® is a $38.463 billion Houston, Texas-based regional financial holding company providing personal banking services and investments to consumers and businesses throughout Texas and Oklahoma.Founded in 1983, Prosperity believes in a community banking philosophy, taking care of customers, businesses, and communities in the areas it serves by providing financial solutions to simplify everyday financial needs. In addition to offering traditional deposit and loan products, Prosperity offers digital banking solutions, credit and debit cards, mortgage services, treasury management solutions, and wealth management services, including trust and retail brokerage.Prosperity currently operates 312 full-service banking locations: 62 in the Houston area, including The Woodlands; 36 in the South Texas area including Corpus Christi and Victoria; 61 in the Dallas/Fort Worth area; 22 in the East Texas area; 28 in the Central Texas area including Austin and San Antonio; 45 in the West Texas area including Lubbock, Midland-Odessa, Abilene; Amarillo and Wichita Falls; 15 in the Bryan/College Station area, 6 in the Central Oklahoma area; 8 in the Tulsa, Oklahoma area, 18 in the Central, South Texas and San Antonio areas doing business as American Bank and 11 in the San Antonio area doing business as Texas Partners Bank."Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This release contains, and the remarks by Prosperity's management on the conference call may contain, forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as "aim," "anticipate," "estimate," "expect," "goal," "guidance," "intend," "is anticipated," "is expected," "is intended," "objective," "plan," "projected," "projection," "will affect," "will be," "will continue," "will decrease," "will grow," "will impact," "will increase," "will incur," "will reduce," "will remain," "will result," "would be," variations of such words or phrases (including where the word "could," "may," or "would" is used rather than the word "will" in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. Forward-looking statements include all statements other than statements of historical fact, including forecasts or trends, and are based on current expectations, assumptions, estimates and projections about Prosperity Bancshares and its subsidiaries. These forward-looking statements may include information about Prosperity's possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share and cash flows and Prosperity's future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity's loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity's future operations, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity's operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of any acquisition transaction, and statements about the assumptions underlying any such statement. These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of Prosperity's control, which may cause actual results to differ materially from those expressed or implied by the forward-looking statements. These risks and uncertainties include but are not limited to whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); the possibility that the anticipated benefits of an acquisition transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of two companies or as a result of the strength of the economy and competitive factors generally; a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity's securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate, interest rate and commodity price fluctuations; and weather. These and various other factors are discussed in Prosperity Bancshares' Annual Report on Form 10-K for the year ended December 31, 2025 and other reports and statements Prosperity Bancshares has filed with the Securities and Exchange Commission ("SEC"). Copies of the SEC filings for Prosperity Bancshares may be downloaded from the Internet at no charge from http://www.prosperitybankusa.com. 





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Original: PROSPERITY BANCSHARES, INC.® INVITES YOU TO JOIN ITS FIRST QUARTER 2026 EARNINGS CONFERENCE CALL

PROSPERITY BANCSHARES, INC.® COMPLETES MERGER WITH SOUTHWEST BANCSHARES, INC.February 2, 2026 4:30 PM
PR Newswire (US)

HOUSTON, Feb. 2, 2026 /PRNewswire/ -- Prosperity Bancshares, Inc.® ("Prosperity") (NYSE: PB), the parent company of Prosperity Bank®, today announced the completion of the merger of Southwest Bancshares, Inc. ("Southwest") with and into Prosperity and the merger of Southwest's wholly owned subsidiary, Texas Partners Bank ("Texas Partners"), headquartered in San Antonio, Texas, with and into Prosperity Bank, all effective on February 1, 2026.Under the terms of the merger agreement between Prosperity and Southwest, Prosperity issued 4,095,397 shares of Prosperity common stock to the former shareholders and award holders of Southwest.Brent Given, Texas Partners Interim Chairman, President and Chief Executive Officer, will join Prosperity Bank as San Antonio Area Chairman, and Tom Moreno, Texas Partners Chief Operating Officer, will have a senior management position in Prosperity Bank's operations. Additional members of Texas Partners management will maintain leadership roles in the combined organization. In addition, Gene Dawson, Jr., Interim Chairman, President and Chief Executive Officer of Southwest, has joined the Board of Directors of Prosperity Bank.Texas Partners operates eleven (11) banking offices in Central Texas including its main office in San Antonio, and banking offices in the San Antonio area, Austin and the Hill Country. Texas Partners banking locations will continue to operate under the Texas Partners Bank name until the operational integration, which is scheduled for November 2026. At that time, Texas Partners customers may begin using any of Prosperity Bank's full service banking centers.About Prosperity Bancshares, Inc. ®As of December 31, 2025, Prosperity Bancshares, Inc.® is a $38.463 billion Houston, Texas based regional financial holding company providing personal banking services and investments to consumers and businesses throughout Texas and Oklahoma. Founded in 1983, Prosperity believes in a community banking philosophy, taking care of customers, businesses and communities in the areas it serves by providing financial solutions to simplify everyday financial needs. In addition to offering traditional deposit and loan products, Prosperity offers digital banking solutions, credit and debit cards, mortgage services, retail brokerage services, trust and wealth management, and treasury management.As of January 30, 2026, Prosperity operates 301 full-service banking locations: 62 in the Houston area, including The Woodlands; 36 in the South Texas area including Corpus Christi and Victoria; 61 in the Dallas/Fort Worth area; 22 in the East Texas area; 28 in the Central Texas area including Austin and San Antonio; 45 in the West Texas area including Lubbock, Midland-Odessa, Abilene, Amarillo and Wichita Falls; 15 in the Bryan/College Station area; 6 in the Central Oklahoma area; 8 in the Tulsa, Oklahoma area; and 18 in the Central, South Texas and San Antonio areas currently doing business as American Bank.Cautionary Notes on Forward-Looking Statements "Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in information released to the public. Such forward-looking statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as "aim," "anticipate," "believe," "estimate," "expect," "goal," "guidance," "intend," "is anticipated," "is expected," "is intended," "objective," "plan," "projected," "projection," "will affect," "will be," "will continue," "will decrease," "will grow," "will impact," "will increase," "will incur," "will reduce," "will remain," "will result," "would be," variations of such words or phrases (including where the word "could," "may," or "would" is used rather than the word "will" in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. Forward-looking statements include all statements other than statements of historical fact, including forecasts or trends, and are based on current expectations, assumptions, estimates and projections about Prosperity Bancshares and its subsidiaries. These forward-looking statements may include information about Prosperity's possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share and cash flows and Prosperity's future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity's loan portfolio and allowance for loan losses, changes in deposits, borrowings and the investment securities portfolio, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity's future operations, future or proposed acquisitions, including the integration of American, the future or expected effect of acquisitions on Prosperity's operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of each of the proposed transactions, and statements about the assumptions underlying any such statement. These forward-looking statements are not guarantees of future performance and are based on expectations and assumptions Prosperity currently believes to be valid. Because forward-looking statements relate to future results and occurrences, many of which are outside of Prosperity's control, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. These risks and uncertainties include, but are not limited to whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks, including American; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); the possibility that the anticipated benefits of an acquisition transaction, including American, are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of American or as a result of the strength of the economy and competitive factors generally; a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity's securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate, interest rate and commodity price fluctuations; and weather. Prosperity disclaims any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. These and various other factors are discussed in Prosperity's Annual Report on Form 10-K for the year ended December 31, 2024, and other reports and statements Prosperity has filed with the Securities and Exchange Commission ("SEC"). Copies of the SEC filings for Prosperity may be downloaded from the Internet at no charge from http://www.prosperitybankusa.com.










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Original: PROSPERITY BANCSHARES, INC.® COMPLETES MERGER WITH SOUTHWEST BANCSHARES, INC.

PROSPERITY BANCSHARES, INC.® REPORTS FOURTH QUARTER 2025 EARNINGSJanuary 28, 2026 11:45 AM
PR Newswire (US)

Announced the signing of a definitive merger agreement to acquire Stellar Bancorp, Inc., headquartered in Houston, TexasNet income of $139.9 million and earnings per share (diluted) of $1.49 for fourth quarter 2025Net income of $542.8 million, increased 13.2%, and earnings per share (diluted) of $5.72, increased 13.3%, for the year ended December 31, 2025 compared with the same period 2024Fourth quarter net interest margin increased 25 basis points to 3.30% compared to 3.05% for fourth quarter 2024Deposits increased $700.4 million during fourth quarter 2025, or 10.1% annualizedAllowance for credit losses on loans and on off-balance sheet credit exposure of $371.4 million and allowance for credit losses on loans to total loans, excluding Warehouse Purchase Program, of 1.63%(1)Nonperforming assets remain low at 0.46% of fourth quarter average interest-earning assetsReturn (annualized) on fourth quarter average assets of 1.49% and average tangible common equity of 13.61%(1)Completed the acquisition of American Bank Holding Corporation on January 1, 2026Received all necessary regulatory and shareholder approvals for the pending acquisition of Southwest Bancshares, Inc., San Antonio, TexasRepurchased 2.0 million shares of common stock for $137.2 million during fourth quarter 2025, and 2.3 million shares of common stock for $157.1 million during 2025Approved 2026 Stock Repurchase Program covering up to 5% of outstanding common stockHOUSTON, Jan. 28, 2026 /PRNewswire/ -- Prosperity Bancshares, Inc.® (NYSE: PB) ("Prosperity Bancshares"), the parent company of Prosperity Bank® (collectively, "Prosperity"), reported net income of $139.9 million for the quarter ended December 31, 2025, compared with $130.1 million for the same period in 2024. Net income per diluted common share was $1.49 for the quarter ended December 31, 2025, compared with $1.37 for the same period in 2024. The annualized return on fourth quarter average assets was 1.49%. Additionally, deposits increased $700.4 million during the fourth quarter of 2025. Nonperforming assets remain low at 0.46% of fourth quarter average interest-earning assets. On January 1, 2026, American Bank Holding Corporation ("American") merged with Prosperity Bancshares and American Bank, N.A. ("American Bank") merged with Prosperity Bank (collectively, the "Prosperity/American Merger")."I am excited to announce that on January 1, 2026, Prosperity completed the merger with our new partner American and its wholly owned subsidiary American Bank, headquartered in Corpus Christi, Texas. In connection with that transaction, we are pleased that Patt Wallace, the daughter of one of the founding families of the bank, and Steve Rafaelle, the CEO of American Bank, have joined our Bank Board of Directors," said David Zalman, Prosperity's Senior Chairman and Chief Executive Officer."We have also received all regulatory and shareholder approvals for the merger with Southwest Bancshares, the parent company of Texas Partners Bank and expect the transaction will be effective on February 1, 2026. In connection with the Southwest deal, we are pleased that Gene Dawson, Interim Chairman of Southwest Bancshares and Chairman of the nationally recognized Pape-Dawson engineering firm will be joining our Bank Board of Directors. To further add to our San Antonio presence, Charlie Amato has joined our Bank Board of Directors. In addition to his successful business, Charlie previously served as a board member of Federal Reserve Board of Dallas, San Antonio Branch, a Regent of the Texas State University System and is an investor in the San Antonio Spurs," continued Zalman."When Prosperity went public in 1998, we were a small community bank in rural Texas with less than $500 million in assets. For 27 years, we have remained disciplined and focused on the same strategy. Delivering shareholder value by prioritizing low-cost core deposits, operational efficiency, sound credit quality, and growth via opportunistic M&A," added Zalman."This morning's announcement that Prosperity is acquiring Stellar Bancorp is consistent with that strategy and this transaction marks an important milestone for the company. Our combined Houston bank deposit rank increases from number 9 to number 5, making us the largest Texas-based bank in the market and 2nd largest by bank deposits in the state," stated Zalman."Importantly, Stellar Bancorp is a well-run bank with similar credit discipline and an envious noninterest-bearing deposit mix. It has scarcity value, a quality balance sheet and earnings power. As a result, we view the transaction as a low-risk combination that significantly enhances our Texas footprint," concluded Zalman.Results of Operations for the Three Months Ended December 31, 2025Net income was $139.9 million(2) for the three months ended December 31, 2025, compared with $130.1 million(3) for the same period in 2024, an increase of $9.8 million or 7.6%. Net income per diluted common share was $1.49 for the three months ended December 31, 2025, compared with $1.37 for the same period in 2024, an increase of 8.8%. The changes were primarily due to an increase in net interest income and a decrease in Federal Deposit Insurance Corporation ("FDIC") special assessment, partially offset by an increase in provision for income taxes. On a linked quarter basis, net income was $139.9 million(2) for the three months ended December 31, 2025, compared with $137.6 million(4) for the three months ended September 30, 2025, an increase of $2.4 million or 1.7%. Net income per diluted common share was $1.49 for the three months ended December 31, 2025, compared with $1.45 for the three months ended September 30, 2025, an increase of 2.8%. Annualized returns on average assets, average common equity and average tangible common equity for the three months ended December 31, 2025, were 1.49%, 7.30% and 13.61%(1), respectively. Prosperity's efficiency ratio (excluding net gains and losses on the sale, write-down or write-up of assets and securities) was 43.66%(1) for the three months ended December 31, 2025.Net interest income before provision for credit losses was $275.0 million for the three months ended December 31, 2025, compared with $267.8 million for the same period in 2024, an increase of $7.2 million or 2.7%. The net interest margin on a tax equivalent basis was 3.30% for the three months ended December 31, 2025, compared with 3.05% for the same period in 2024. The changes to both measures were primarily due to a decrease in the average balances and average rates on other borrowings and a decrease in the average rates on interest-bearing deposits, partially offset by a decrease in the average balances and average rates on loans and federal funds sold and other earning assets. Net interest income before provision for credit losses increased $1.5 million to $275.0 million for the three months ended December 31, 2025, compared with $273.4 million for the three months ended September 30, 2025. The net interest margin on a tax equivalent basis was 3.30% for the three months ended December 31, 2025, compared with 3.24% for the three months ended September 30, 2025. The changes to both measures were primarily due to a decrease in the average balances and average rates on other borrowings, partially offset by a decrease in the average balances and average rates on loans and federal funds sold and other earning assets.Noninterest income was $42.8 million for the three months ended December 31, 2025, compared with $39.8 million for the same period in 2024, an increase of $2.9 million, primarily due to increases in other noninterest income and service charges on deposit accounts. Noninterest income was $42.8 million for the three months ended December 31, 2025, compared with $41.2 million for the three months ended September 30, 2025, an increase of $1.5 million.Noninterest expense was $138.7 million for the three months ended December 31, 2025, compared with $141.5 million for the same period in 2024, a decrease of $2.8 million, primarily due to a reversal of the 2024 FDIC special assessment, partially offset by a change in the net loss on sale or write-down of other real estate and an excise tax expense due to stock repurchases. Noninterest expense was $138.7 million for the three months ended December 31, 2025, and $138.6 million for the three months ended September 30, 2025.Results of Operations for the Year Ended December 31, 2025For the year ended December 31, 2025, net income was $542.8 million(5) compared with $479.4 million(6) for the same period in 2024, an increase of $63.5 million or 13.2%. Net income per diluted common share was $5.72 for the year ended December 31, 2025, compared with $5.05 for the same period in 2024, an increase of 13.3%. The changes were primarily due to an increase in net interest income, lower merger related provision and expenses, and lower regulatory assessments and FDIC insurance, partially offset by a decrease in net gain on sale or write-up of securities. Returns on average assets, average common equity and average tangible common equity for the year ended December 31, 2025, were 1.42%, 7.14% and 13.43%(1), respectively.Net interest income before provision for credit losses for the year ended December 31, 2025, was $1.081 billion compared with $1.026 billion for the same period in 2024, an increase of $55.0 million or 5.4%. The net interest margin on a tax equivalent basis for the year ended December 31, 2025, was 3.22% compared with 2.93% for the same period in 2024. The changes to both measures were primarily due to a decrease in the average balances and average rates on other borrowings and a decrease in the average rates on interest-bearing deposits, partially offset by a decrease in the average balances and average rates on federal funds sold and other earning assets, a decrease in the average balances on investment securities, a decrease in the average rates on loans and a decrease in loan discount accretion of $5.1 million.Noninterest income was $168.3 million for the year ended December 31, 2025, compared with $165.8 million for the same period in 2024, an increase of $2.5 million, primarily due to increases in other noninterest income and service charges on deposit accounts, partially offset by a decrease in net gain on sale or write-up of securities. Noninterest expense was $556.2 million for the year ended December 31, 2025, compared with $570.6 million for the same period in 2024, a decrease of $14.4 million, primarily due lower regulatory assessments and FDIC insurance, a reversal of the 2024 FDIC special assessment, a decrease in other noninterest expense and a decrease in merger related expenses.Balance Sheet InformationProsperity had $38.463 billion in total assets at December 31, 2025, compared with $38.330 billion at September 30, 2025, and $39.567 billion at December 31, 2024. The year-over-year decrease was primarily due to the reduction in borrowings by $1.250 billion from December 31, 2024 to December 31, 2025.Loans were $21.805 billion at December 31, 2025, a decrease of $222.4 million from $22.028 billion at September 30, 2025. Loans decreased $343.8 million from $22.149 billion at December 31, 2024.Loans, excluding Warehouse Purchase Program loans, were $20.501 billion at December 31, 2025, compared with $20.750 billion at September 30, 2025, a decrease of $249.0 million, and compared with $21.068 billion at December 31, 2024, a decrease of $567.7 million.Deposits were $28.482 billion at December 31, 2025, an increase of $700.4 million from $27.782 billion at September 30, 2025. Deposits increased $101.1 million from $28.381 billion at December 31, 2024.Asset QualityNonperforming assets totaled $150.8 million or 0.46% of quarterly average interest-earning assets at December 31, 2025, compared with $119.6 million or 0.36% of quarterly average interest-earning assets at September 30, 2025, and $81.5 million or 0.23% of quarterly average interest-earning assets at December 31, 2024.The allowance for credit losses on loans and off-balance sheet credit exposures was $371.4 million at December 31, 2025, compared with $377.3 million at September 30, 2025, and $389.5 million at December 31, 2024. There was no provision for credit losses for the three months and year ended December 31, 2025, compared with no provision for credit losses for the three months ended December 31, 2024, and a $9.1 million provision for credit losses related to acquisitions for the year ended December 31, 2024.The allowance for credit losses on loans was $333.7 million or 1.53% of total loans at December 31, 2025, compared with $339.6 million or 1.54% of total loans at September 30, 2025, and $351.8 million or 1.59% of total loans at December 31, 2024. Excluding Warehouse Purchase Program loans, the allowance for credit losses on loans to total loans was 1.63%(1) at December 31, 2025, compared with 1.64%(1) at September 30, 2025, and 1.67%(1) at December 31, 2024.Net charge-offs were $5.9 million for the three months ended December 31, 2025, compared with net charge-offs of $6.5 million for the three months ended September 30, 2025, and net charge-offs of $2.6 million for the three months ended December 31, 2024. For the three months ended December 31, 2025, $3.9 million of reserves on resolved purchased credit deteriorated ("PCD") loans without any related charge-offs were released to the general reserve. Net charge-offs were $18.1 million for the year ended December 31, 2025, compared with net charge-offs of $14.6 million for the year ended December 31, 2024. For the year ended December 31, 2025, $18.9 million of reserves on resolved PCD loans without any related charge-offs were released to the general reserve.DividendProsperity Bancshares declared a first quarter 2026 cash dividend of $0.60 per share to be paid on April 1, 2026, to all shareholders of record as of March 13, 2026.Stock Repurchase ProgramOn January 26, 2026, Prosperity Bancshares announced a stock repurchase program under which up to 5%, or approximately 4.87 million shares, of its outstanding common stock may be acquired over a one-year period expiring on January 26, 2027, at the discretion of management. Under its 2025 stock repurchase program, Prosperity Bancshares repurchased approximately 2.04 million shares of its common stock at an average weighted price of $67.10 per share during the three months ended December 31, 2025, and approximately 2.34 million shares of its common stock at an average weighted price of $67.04 per share during the year ended December 31, 2025.Pending Acquisition of Stellar Bancorp, Inc.On January 28, 2026, Prosperity Bancshares and Stellar Bancorp, Inc. ("Stellar") jointly announced the signing of a definitive merger agreement whereby Stellar, the parent company of Stellar Bank ("Stellar Bank") will merge with and into Prosperity Bancshares. Stellar Bank operates 52 banking offices in greater Houston and Beaumont, Texas and surrounding areas. As of December 31, 2025, Stellar, on a consolidated basis, reported total assets of $10.807 billion, total loans of $7.301 billion and total deposits of $9.021 billion.Under the terms and subject to the conditions of the definitive agreement, Prosperity Bancshares will issue 0.3803 shares of Prosperity Bancshares common stock and $11.36 in cash for each outstanding share of Stellar common stock. Based on Prosperity Bancshares' closing price of $72.90 on January 27, 2026, the total consideration was valued at approximately $2.002 billion.Pending Acquisition of Southwest Bancshares, Inc.On October 1, 2025, Prosperity Bancshares and Southwest Bancshares, Inc. ("Southwest") jointly announced the signing of a definitive merger agreement (the "Prosperity/Southwest Merger Agreement") whereby Southwest, a Texas corporation and bank holding company of Texas Partners Bank ("Texas Partners"), will merge with and into Prosperity Bancshares and Texas Partners will merge with and into Prosperity Bank. Texas Partners operates 11 banking offices in Central Texas including its main office in San Antonio, and banking offices in the San Antonio area, Austin and the Hill Country. As of December 31, 2025, Southwest, on a consolidated basis, reported total assets of $2.426 billion, total loans of $1.941 billion and total deposits of $2.187 billion.Under the terms and subject to the conditions of the Prosperity/Southwest Merger Agreement, Prosperity Bancshares will issue 4,062,520 shares of Prosperity Bancshares common stock for all outstanding shares of Southwest common stock and restricted stock awards, subject to certain potential adjustments. Southwest warrants and in-the-money Southwest stock options that are outstanding at the closing will be converted into cash payments based on the value of the merger consideration (less the applicable exercise price), as calculated pursuant to the terms of the Prosperity/Southwest Merger Agreement. Based on Prosperity Bancshares' closing price of $65.97 on September 29, 2025, the total consideration was valued at approximately $268.9 million. Prosperity has received all necessary regulatory approvals for the acquisition of Southwest, and the shareholders of Southwest approved the transaction on January 22, 2026. The transaction is expected to become effective on February 1, 2026, subject to customary closing conditions.Acquisition of American Bank Holding CorporationOn January 1, 2026, Prosperity completed the acquisition of American and its wholly owned subsidiary American Bank, headquartered in Corpus Christi, Texas. American Bank operated 18 banking offices and 2 loan production offices in South and Central Texas including its main office in Corpus Christi, and banking offices in San Antonio, Austin, Victoria and the greater Corpus Christi area including Port Aransas and Rockport and a loan production office in Houston, Texas. As of December 31, 2025, American, on a consolidated basis, reported total assets of $2.506 billion, total loans of $1.907 billion and total deposits of $2.271 billion.Pursuant to the terms of the definitive agreement, Prosperity Bancshares issued 4,439,938 shares of Prosperity Bancshares common stock to the former shareholders and award holders of American in the first quarter of 2026.Conference CallProsperity's management team will host a conference call on Wednesday, January 28, 2026, at 11:30 a.m. Eastern Time (10:30 a.m. Central Time) to discuss Prosperity's fourth quarter 2025 earnings and the Stellar acquisition announcement. Individuals and investment professionals may participate in the call by dialing 877-883-0383 for domestic participants, or 412-902-6506 for international participants. The participant elite entry number is 0259843.Alternatively, individuals may listen to the live webcast of the presentation by visiting Prosperity's website at www.prosperitybankusa.com. The webcast may be accessed from Prosperity's Investor Relations page by selecting "Presentations, Webcasts & Calls" from the menu and following the instructions.Non-GAAP Financial MeasuresProsperity's management uses certain non-GAAP financial measures to evaluate its performance. Specifically, for internal planning and forecasting purposes, Prosperity reviews each of diluted earnings per share, return on average assets, return on average common equity, and return on average tangible common equity, in each case excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on the sale or write-up of securities, net of tax; return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities; and the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities, merger related expenses, and FDIC special assessment. Prosperity believes these non-GAAP financial measures provide information useful to investors in understanding Prosperity's financial results and their presentation, together with the accompanying reconciliations, provides a more complete understanding of factors and trends affecting Prosperity's business and allows investors to view performance in a manner similar to management, the entire financial services sector, bank stock analysts and bank regulators. Further, Prosperity believes that these non-GAAP financial measures provide useful information by excluding certain items that may not be indicative of its core operating earnings and business outlook. These non-GAAP financial measures should not be considered a substitute for, nor of greater importance than, GAAP basis financial measures and results; Prosperity strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. Please refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures.Prosperity Bancshares, Inc. ®As of December 31, 2025, Prosperity Bancshares, Inc.® is a $38.463 billion Houston, Texas based regional financial holding company providing personal banking services and investments to consumers and businesses throughout Texas and Oklahoma. Founded in 1983, Prosperity believes in a community banking philosophy, taking care of customers, businesses and communities in the areas it serves by providing financial solutions to simplify everyday financial needs. In addition to offering traditional deposit and loan products, Prosperity offers digital banking solutions, credit and debit cards, mortgage services, retail brokerage services, trust and wealth management, and treasury management.Prosperity currently operates 301 full-service banking locations: 62 in the Houston area, including The Woodlands; 36 in the South Texas area including Corpus Christi and Victoria; 61 in the Dallas/Fort Worth area; 22 in the East Texas area; 28 in the Central Texas area including Austin and San Antonio; 45 in the West Texas area including Lubbock, Midland-Odessa, Abilene, Amarillo and Wichita Falls; 15 in the Bryan/College Station area; 6 in the Central Oklahoma area; and 8 in the Tulsa, Oklahoma area and 18 in the Central, South Texas and San Antonio areas currently doing business as American Bank.Cautionary Notes on Forward-Looking Statements"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This press release contains, and the remarks by Prosperity's management on the conference call may contain, statements regarding the proposed transaction between Prosperity Bancshares, Inc. ("Prosperity") and Stellar Bancorp, Inc. ("Stellar"); future financial and operating results; benefits and synergies of the proposed transaction; future opportunities for Prosperity; the issuance of common stock of Prosperity contemplated by the Agreement and Plan of Merger by and between Prosperity and Stellar (the "Merger Agreement"); the expected filing by Prosperity with the Securities and Exchange Commission (the "SEC") of a registration statement on Form S-4 (the "Registration Statement") and a prospectus of Prosperity and a proxy statement of Stellar to be included therein (the "Proxy Statement/Prospectus"); the expected timing of the closing of the proposed transaction; the ability of the parties to complete the proposed transaction considering the various closing conditions and any other statements about future expectations that constitute forward-looking statements within the meaning of the federal securities laws, including the meaning of the Private Securities Litigation Reform Act of 1995, as amended, Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in other information released to the public. Such forward-looking statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as "aim," "anticipate," "believe," "estimate," "expect," "goal," "guidance," "intend," "is anticipated," "is expected," "is intended," "objective," "plan," "projected," "projection," "will affect," "will be," "will continue," "will decrease," "will grow," "will impact," "will increase," "will incur," "will reduce," "will remain," "will result," "would be," variations of such words or phrases (including where the word "could," "may," or "would" is used rather than the word "will" in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. Forward-looking statements include all statements other than statements of historical fact, including forecasts or trends, and are based on current expectations, assumptions, estimates, and projections about Prosperity, Stellar and their respective subsidiaries or related to the proposed transaction between Prosperity and Stellar and are subject to significant risks and uncertainties that could cause actual results to differ materially from the results expressed in such statements. These forward-looking statements may include information about Prosperity's and Stellar's possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share and cash flows and Prosperity's and Stellar's future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity's and Stellar's loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity's and Stellar's future operations, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity's and Stellar's operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of the proposed transaction, and statements about the assumptions underlying any such statement.These forward-looking statements are not guarantees of future performance and are based on expectations and assumptions Prosperity and Stellar currently believe to be valid. Because forward-looking statements relate to future results and occurrences, many of which are outside of the control of Prosperity and Stellar, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. These risks and uncertainties include, but are not limited to, whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity's securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate, interest rate and commodity price fluctuations; changes in trade policies by the United States or other countries, such as tariffs or retaliatory tariffs; and the effect, impact, potential duration or other implications of weather and climate-related events. Many possible events or factors could adversely affect the future financial results and performance of Prosperity, Stellar or the combined company and could cause those results or performance to differ materially from those expressed in or implied by the forward-looking statements. Such risks and uncertainties include, among others: (1) the risk that the cost savings and synergies from the proposed transaction may not be fully realized or may take longer than anticipated to be realized, (2) disruption to Prosperity's and Stellar's businesses as a result of the announcements and pendency of the proposed transaction, (3) the risk that the integration of Stellar's businesses and operations into Prosperity will be materially delayed or will be more costly or difficult than expected, or that Prosperity is otherwise unable to successfully integrate Stellar's business into its own, including as a result of unexpected factors or events, (4) the failure to obtain the necessary approval by the shareholders of Stellar, (5) the ability by Prosperity and/or Stellar to obtain required governmental approvals of the proposed transaction on the timeline expected, or at all, and the risk that such approvals may result in the imposition of conditions that could adversely affect Prosperity after the closing of the proposed transaction or adversely affect the expected benefits of the proposed transaction, (6) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the proposed transaction, (7) the failure of the closing conditions in the Merger Agreement to be satisfied, or any unexpected delay in closing the proposed transaction or the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement, (8) the dilution caused by the issuances of additional shares of Prosperity's common stock in the proposed transaction, (9) the possibility that the proposed transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, (10) the outcome of any legal or regulatory proceedings that may be currently pending or later instituted against Prosperity before or after the proposed transaction, or against Stellar, (11) diversion of management's attention from ongoing business operations and (12) general competitive, economic, political and market conditions and other factors that may affect future results of Prosperity and Stellar. Prosperity and Stellar disclaim any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. These and various other risks, uncertainties, assumptions, and factors are discussed in the respective Annual Reports on Form 10-K for the year ended December 31, 2024, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, filed by Prosperity or Stellar and in other filings made by Prosperity and Stellar with the SEC from time to time.Additional Information about the Transaction and Where to Find ItProsperity intends to file with the SEC the Registration Statement on Form S-4 to register the shares of Prosperity common stock to be issued to the shareholders of Stellar in connection with the proposed transaction. The Registration Statement will include the Proxy Statement/Prospectus which will be sent to the shareholders of Stellar in connection with the proposed transaction.  This communication is not a substitute for the Registration Statement, the Proxy Statement/Prospectus or any other document that may be filed by Prosperity or Stellar with the SEC.  INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY/STATEMENT PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION.  Investors and security holders will be able to obtain the Registration Statement and the Proxy Statement/Prospectus (when available) and other documents that are filed with the SEC by Prosperity or Stellar, as applicable, free of charge from the SEC's website at https://www.sec.gov or through the investor relations section of Prosperity's website at https://www.prosperitybankusa.com/investor-relations/ or Stellar's website at https://ir.stellar.bank.Participants in the SolicitationProsperity, Stellar and certain of their directors and executive officers and other employees may be deemed to be participants in the solicitation of proxies from Stellar's shareholders in connection with the proposed transaction. Information about the directors and executive officers of Prosperity and their ownership of Prosperity common stock is contained in the definitive proxy statement for Prosperity's 2025 annual meeting of shareholders (the "Prosperity Annual Meeting Proxy Statement"), which was filed with the SEC on March 13, 2025, including under the headings "Item 1. Election of Directors," "Corporate Governance," "Executive Compensation and Other Matters," "Item 3. Advisory Vote on Executive Compensation," and "Beneficial Ownership of Common Stock by Management of the Company and Principal Shareholders." Information about the directors and executive officers of Stellar and their ownership of Stellar common stock is contained in the definitive proxy statement for Stellar's 2025 annual meeting of shareholders (the "Stellar Annual Meeting Proxy Statement"), which was filed with the SEC on April 10, 2025, including under the headings "Proposal 1: Election of Directors," "Certain Corporate Governance Matters," "Executive Compensation and Other Matters," "Executive Compensation Payments and Awards," "Proposal 4: Advisory Vote on the Compensation of the Company's Named Executive Officers ("Say-on-Pay Resolution")," and "Beneficial Ownership of the Company's Common Stock by Management and Principal Shareholders of the Company." Additional information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the shareholders of Stellar in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, will be included in the Proxy Statement/Prospectus relating to the proposed transaction when it is filed with the SEC. To the extent holdings of securities by potential participants (or the identity of such participants) have changed since the information printed in the Prosperity Annual Meeting Proxy Statement or the Stellar Annual Meeting Proxy Statement, such information has been or will be reflected on Statements of Change in Ownership on Forms 3 and 4 filed with the SEC, as applicable. Free copies of the Proxy Statement/Prospectus relating to the proposed transaction and free copies of the other SEC filings to which reference is made in this paragraph may be obtained from the SEC's website at https://www.sec.gov or through the investor relations section of Prosperity's website at https://www.prosperitybankusa.com/investor-relations/ or Stellar's website at https://ir.stellar.bank.No Offer or SolicitationThis communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, and otherwise in accordance with applicable law.




(1)Refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.(2)Includes purchase accounting adjustments of $2.7 million, net of tax, primarily comprised of loan discount accretion of $3.1 million for the three months ended December 31, 2025.(3)Includes purchase accounting adjustments of $3.3 million, net of tax, primarily comprised of loan discount accretion of $3.6 million for the three months ended December 31, 2024.(4)Includes purchase accounting adjustments of $3.4 million, net of tax, primarily comprised of loan discount accretion of $2.9 million for the three months ended September 30, 2025.(5)Includes purchase accounting adjustments of $12.1 million, net of tax, primarily comprised of loan discount accretion of $12.4 million for the year ended December 31, 2025.(6)Includes purchase accounting adjustments of $15.7 million, net of tax, primarily comprised of loan discount accretion of $17.5 million, merger related provision for credit losses of $9.1 million, merger related expenses of $4.5 million, FDIC special assessment of $3.6 million, and net gain on sale or write-up of securities of $11.2 million for the year ended December 31, 2024. Bryan/College Station Area
North Carrolton
Bellaire
Timbergate
Sherwood WayBryan
Park Cities
Beltway
Water Street

Bryan-29th Street
Plano
Clear Lake


Wichita FallsBryan-East
Plano-West
Copperfield
Victoria
CattlemansBryan-North
Preston Forest
Cypress
Victoria Main
KellCaldwell
Preston Parker
Downtown
Victoria-Navarro

College Station
Preston Royal
Eastex
Victoria-North
Other West Texas AreaHearne
Red Oak
Fairfield
Victoria Salem
LocationsHuntsville
Richardson
First Colony


Big SpringMadisonville
Richardson-West
Fry Road
Other South Texas Area
Big Spring - EastNavasota
Rosewood Court
Gessner
 Locations
BrownfieldNew Waverly
The Colony
Gladebrook
Alice
BrownwoodRock Prairie
Tollroad
Grand Parkway
Aransas Pass
BurkburnettSouthwest Parkway
Trinity Mills
Heights
Bay City
ByersTower Point
Turtle Creek
Highway 6 West
Beeville
CiscoWellborn Road
West 15th Plano
Little York
Colony Creek
Comanche

West Allen
Medical Center
Cuero
EarlyCentral Texas Area
Westmoreland
Memorial Drive
East Bernard
FloydadaAustin
Wylie
Northside
Edna
GormanCedar Park


Pasadena
El Campo
HenriettaCongress
Fort Worth
Pecan Grove
Flatonia
LevellandLakeway
Haltom City
Pin Oak
Goliad
LittlefieldLiberty Hill
Hulen
River Oaks
Gonzales
MerkelNorthland
Keller
Sugar Land
Hallettsville
PlainviewOak Hill
Museum Place
SW Medical Center
Kingsville
SlatonResearch Blvd
Renaissance Square
Tanglewood
Mathis
SnyderWestlake
Roanoke
The Plaza
Padre Island



Stockyards
Uptown
Palacios
OklahomaOther Central Texas Area


Waugh Drive
Port Lavaca
Central Oklahoma AreaLocations
Other Dallas/Fort Worth Area
Westheimer
Portland
Oklahoma CityBastrop
Locations
West University
Rockport
23rd StreetCanyon Lake
Arlington
Woodcreek
Schulenburg
ExpresswayDime Box
Azle


Sinton
I-240Dripping Springs
Ennis
Katy
Taft
MemorialElgin
Gainesville
Cinco Ranch
Weimar

Fredericksburg
Glen Rose
Katy-Spring Green
Yoakum
Other Central Oklahoma AreaGeorgetown
Granbury


Yorktown
 LocationsGruene
Grand Prairie
The Woodlands


EdmondHorseshoe Bay
Jacksboro
The Woodlands-College Park
West Texas Area
NormanKingsland
Mesquite
The Woodlands-I-45
Abilene

La Grange
Muenster
The Woodlands-Research Forest
Antilley Road
Tulsa AreaLexington
Runaway Bay


Barrow Street
TulsaMarble Falls
Sanger
Other Houston Area
Cypress Street
GarnettNew Braunfels
Waxahachie
Locations
Judge Ely
HarvardPleasanton
Weatherford
Angleton
Mockingbird
MemorialRound Rock


Beaumont


SheridanSan Antonio
East Texas Area
Cleveland
Amarillo
S. HarvardSeguin
Athens
Dayton
Hillside
Utica TowerSmithville
Blooming Grove
Galveston
Soncy
YaleThorndale
Canton
Groves





Carthage
Hempstead
Lubbock
Other Tulsa Area LocationsDallas/Fort Worth Area
Corsicana
Hitchcock
4th Street
OwassoDallas
Crockett
Liberty
66th Street

14th Street Plano
Eustace
Magnolia
82nd Street
American Bank - Central Texas AreaAbrams Centre
Gilmer
Magnolia Parkway
86th Street
Austin WestlakeAddison
Grapeland
Mont Belvieu
110th Street
ConcordAllen
Gun Barrel City
Nederland
Avenue Q
ConverseBalch Springs
Jacksonville
Needville
Milwaukee
New BraunfelsCamp Wisdom
Kerens
Rosenberg
North University
San Antonio 281Carrollton
Longview
Shadow Creek
Texas Tech Student Union
DowntownCedar Hill
Mount Vernon
Spring


East CentralCoppell
Palestine
Tomball
Midland
Universal CityEast Plano
Rusk
Waller
North

Frisco
Seven Points
West Columbia
Wadley
American Bank - South Texas AreaFrisco Warren
Teague
Wharton
Wall Street
SouthFrisco-West
Tyler-Beckham
Winnie
West
Padre IslandGarland
Tyler-South Broadway
Wirt


ShorelineGrapevine
Tyler-University


Odessa
Port AransasGrapevine Main
Winnsboro
South Texas Area -
Grant
AlamedaKiest


Corpus Christi
Kermit Highway
BayLake Highlands
Houston Area
Calallen
Parkway
SaratogaMcKinney
Houston
Carmel


RockportMcKinney Eldorado
Aldine
Northwest
San Angelo
GoliadMcKinney Redbud
Alief
Saratoga
College Hills
Victoria Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(In thousands)


Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025

Dec 31, 2024
Balance Sheet Data (at period end)














Loans held for sale
$14,155

$11,297

$6,004

$9,764

$10,690
Loans held for investment

20,486,415


20,738,294


20,903,944


20,909,913


21,057,616
Loans held for investment - Warehouse Purchase Program

1,304,798


1,278,178


1,287,440


1,057,893


1,080,903
Total loans

21,805,368


22,027,769


22,197,388


21,977,570


22,149,209
















Investment securities(A)

10,613,425


10,232,462


10,608,104


10,792,731


11,094,424
Federal funds sold

217


210


197


221


292
Allowance for credit losses on loans

(333,742)


(339,626)


(346,084)


(349,101)


(351,805)
Cash and due from banks

1,747,511


1,766,115


1,304,993


1,694,637


1,972,175
Goodwill

3,503,127


3,503,127


3,503,127


3,503,127


3,503,129
Core deposit intangibles, net

51,605


55,194


58,796


62,406


66,047
Other real estate owned

13,296


13,750


7,874


8,012


5,701
Fixed assets, net

383,449


378,776


374,602


373,273


371,238
Other assets

679,169


692,692


708,355


701,799


756,328
Total assets
$38,463,425

$38,330,469

$38,417,352

$38,764,675

$39,566,738
















Noninterest-bearing deposits
$9,467,911

$9,522,028

$9,426,657

$9,675,915

$9,798,438
Interest-bearing deposits

19,014,573


18,260,066


18,046,754


18,350,884


18,582,900
Total deposits

28,482,484


27,782,094


27,473,411


28,026,799


28,381,338
Other borrowings

1,950,000


2,400,000


2,900,000


2,700,000


3,200,000
Securities sold under repurchase agreements

201,216


185,797


183,572


216,086


221,913
Allowance for credit losses on off-balance sheet credit exposures

37,646


37,646


37,646


37,646


37,646
Other liabilities

175,939


259,994


222,987


267,083


287,346
Total liabilities

30,847,285


30,665,531


30,817,616


31,247,614


32,128,243
Shareholders' equity(B)

7,616,140


7,664,938


7,599,736


7,517,061


7,438,495
Total liabilities and equity
$38,463,425

$38,330,469

$38,417,352

$38,764,675

$39,566,738


(A) Includes ($375), ($1,987), ($1,657), ($1,374) and ($2,056) in unrealized losses on available for sale securities for the quarterly periods ended December 31, 2025, September 30, 2025, June 30, 2025, March 31, 2025, and December 31, 2024, respectively.(B) Includes ($296), ($1,570), ($1,309), ($1,085) and ($1,624) in after-tax unrealized losses on available for sale securities for the quarterly periods ended December 31, 2025, September 30, 2025, June 30, 2025, March 31, 2025, and December 31, 2024, respectively. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(In thousands)


Three Months Ended

Year-to-Date


Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025

Dec 31,
2024

Dec 31,
2025

Dec 31,
2024
Income Statement Data




















Interest income:




















Loans
$321,516

$329,445

$325,490

$319,023

$333,055

$1,295,474

$1,313,162
Securities(C)

56,767


58,207


57,836


57,886


58,260


230,696


246,726
Federal funds sold and other earning assets

8,364


10,455


9,438


15,896


19,630


44,153


63,825
Total interest income

386,647


398,107


392,764


392,805


410,945


1,570,323


1,623,713






















Interest expense:




















Deposits

94,625


95,965


93,790


95,597


102,050


379,977


408,624
Other borrowings

16,028


27,613


30,101


30,492


39,620


104,234


181,640
Securities sold under repurchase agreements

1,041


1,094


1,151


1,334


1,501


4,620


6,954
Total interest expense

111,694


124,672


125,042


127,423


143,171


488,831


597,218
Net interest income

274,953


273,435


267,722


265,382


267,774


1,081,492


1,026,495
Provision for credit losses

—


—


—


—


—


—


9,066
Net interest income after provision for credit losses

274,953


273,435


267,722


265,382


267,774


1,081,492


1,017,429






















Noninterest income:




















Nonsufficient funds (NSF) fees

9,715


9,805


8,885


9,147


9,960


37,552


35,417
Credit card, debit card and ATM card income

9,462


9,446


9,761


8,739


9,443


37,408


37,308
Service charges on deposit accounts

7,618


7,317


7,645


7,408


6,992


29,988


26,498
Trust income

3,662


3,526


3,859


3,601


3,514


14,648


14,750
Mortgage income

954


931


965


1,009


779


3,859


3,096
Brokerage income

1,570


1,328


1,225


1,262


1,063


5,385


4,742
Bank owned life insurance income

2,117


2,111


1,985


2,115


2,020


8,328


7,980
Net gain (loss) on sale or write-down of assets

35


3


1,414


(235)


584


1,217


2,824
Net gain on sale or write-up of securities

—


—


—


—


—


—


11,245
Other noninterest income

7,647


6,771


7,243


8,255


5,482


29,916


21,949
Total noninterest income

42,780


41,238


42,982


41,301


39,837


168,301


165,809






















Noninterest expense:




















Salaries and benefits

88,384


87,949


87,296


89,476


88,631


353,105


352,353
Net occupancy and equipment

9,379


9,395


9,168


9,146


8,957


37,088


35,786
Credit and debit card, data processing and
software amortization

12,621


12,515


12,056


11,422


12,342


48,614


47,300
Regulatory assessments and FDIC insurance

1,600


5,198


5,508


5,789


5,789


18,095


27,370
Core deposit intangibles amortization

3,588


3,602


3,610


3,641


4,131


14,441


15,670
Depreciation

5,155


4,966


4,779


4,774


4,791


19,674


19,054
Communications

3,528


3,480


3,507


3,473


3,450


13,988


13,697
Other real estate expense

219


314


204


140


255


877


523
Net loss (gain) on sale or write-down of other
real estate

109


(81)


(222)


(30)


(610)


(224)


(814)
Merger related expenses

268


62


—


—


—


330


4,444
Other noninterest expense

13,861


11,235


12,659


12,470


13,809


50,225


55,190
Total noninterest expense

138,712


138,635


138,565


140,301


141,545


556,213


570,573
Income before income taxes

179,021


176,038


172,139


166,382


166,066


693,580


612,665
Provision for income taxes

39,114


38,482


36,984


36,157


35,990


150,737


133,279
Net income available to common shareholders
$139,907

$137,556

$135,155

$130,225

$130,076

$542,843

$479,386


(C)Interest income on securities was reduced by net premium amortization of $4,668, $2,877, $4,926, $5,027, and $5,609 for the three months ended December 31, 2025, September 30, 2025, June 30, 2025, March 31, 2025, and December 31, 2024, respectively, and $17,498 and $22,836 for the year ended December 31, 2025, and 2024, respectively. Prosperity Bancshares, Inc. ®Financial Highlights (Unaudited)(Dollars and share amounts in thousands, except per share data and market prices)


Three Months Ended

Year-to-Date


Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025

Dec 31,
2024

Dec 31,
2025

Dec 31,
2024






















Profitability




















Net income (D) (E)
$139,907

$137,556

$135,155

$130,225

$130,076

$542,843

$479,386






















Basic earnings per share
$1.49

$1.45

$1.42

$1.37

$1.37

$5.72

$5.05
Diluted earnings per share
$1.49

$1.45

$1.42

$1.37

$1.37

$5.72

$5.05






















Return on average assets (F) (J)

1.49%

1.44%

1.41%

1.34%

1.31%

1.42%

1.21%Return on average common equity (F) (J)

7.30%

7.18%

7.13%

6.94%

7.00%

7.14%

6.56%Return on average tangible common
equity (F) (G) (J)

13.61%

13.43%

13.44%

13.23%

13.50%

13.43%

12.73%Tax equivalent net interest margin (D) (E) (H)

3.30%

3.24%

3.18%

3.14%

3.05%

3.22%

2.93%Efficiency ratio (G) (I) (K)

43.66%

44.06%

44.80%

45.71%

46.10%

44.55%

48.43%





















Liquidity and Capital Ratios




















Equity to assets

19.80%

20.00%

19.78%

19.39%

18.80%

19.80%

18.80%Common equity tier 1 capital

17.55%

17.53%

17.10%

16.92%

16.42%

17.55%

16.42%Tier 1 risk-based capital

17.55%

17.53%

17.10%

16.92%

16.42%

17.55%

16.42%Total risk-based capital

18.80%

18.78%

18.35%

18.17%

17.67%

18.80%

17.67%Tier 1 leverage capital

11.93%

11.90%

11.62%

11.20%

10.82%

11.93%

10.82%Period end tangible equity to period end
tangible assets (G)

11.63%

11.81%

11.58%

11.23%

10.75%

11.63%

10.75%





















Other Data




















Weighted-average shares used in
computing earnings per common share




















Basic

94,044


95,093


95,277


95,266


95,264


94,917


95,000
Diluted

94,044


95,093


95,277


95,266


95,264


94,917


95,000
Period end shares outstanding

93,058


94,993


95,277


95,258


95,275


93,058


95,275
Cash dividends paid per common share
$0.60

$0.58

$0.58

$0.58

$0.58

$2.34

$2.26
Book value per common share
$81.84

$80.69

$79.76

$78.91

$78.07

$81.84

$78.07
Tangible book value per common share (G)
$43.64

$43.23

$42.38

$41.48

$40.61

$43.64

$40.61






















Common Stock Market Price




















High
$73.90

$75.44

$74.56

$82.75

$86.76

$82.75

$86.76
Low
$61.07

$64.27

$61.57

$68.96

$68.94

$61.07

$57.16
Period end closing price
$69.11

$66.35

$70.24

$71.37

$75.35

$69.11

$75.35
Employees – FTE (excluding overtime)

3,941


3,937


3,921


3,898


3,916


3,941


3,916
Number of banking centers

283


283


283


284


283


283


283


(D)Includes purchase accounting adjustments for the periods presented as follows:


Three Months Ended
Year-to-Date
Dec 31,2025
Sep 30,2025
Jun 30,2025
Mar 31,2025
Dec 31,2024
Dec 31,2025
Dec 31,2024Loan discount accretion












Non-PCD$2,926
$2,242
$2,486
$2,615
$2,761
$10,269
$12,486PCD$205
$613
$638
$677
$850
$2,133
$5,004Securities net accretion$342
$1,475
$409
$705
$528
$2,931
$2,208Time deposits amortization$(1)
$(1)
$(2)
$(9)
$(21)
$(13)
$(154)

(E) Using effective tax rate of 21.8%, 21.9%, 21.5%, 21.7% and 21.7% for the three months ended December 31, 2025, September 30, 2025, June 30, 2025, March 31, 2025 and December 31, 2024, respectively, and 21.7% and 21.8% for the year ended December 31, 2025, and 2024, respectively.(F)  Interim periods annualized.(G) Refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.(H) Net interest margin for all periods presented is based on average balances on an actual 365-day or 366-day basis.(I)  Calculated by dividing total noninterest expense, excluding credit loss provisions, by net interest income plus noninterest income, excluding net gains and losses on the sale, write-down or write-up of assets and securities. Additionally, taxes are not part of this calculation.(J)  For calculations of the annualized returns on average assets, average common equity and average tangible common equity excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.(K) For calculations of the efficiency ratio excluding merger related expenses and FDIC special assessment refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)
YIELD ANALYSIS
Three Months Ended


Dec 31, 2025
Sep 30, 2025
Dec 31, 2024


Average
Balance

Interest
Earned/
Interest
Paid

Average
Yield/
Rate(L)Average
Balance

Interest
Earned/
Interest
Paid

Average
Yield/
Rate(L)Average
Balance

Interest
Earned/
Interest
Paid

Average
Yield/
Rate(L)Interest-earning assets:
























Loans held for sale
$11,077

$175

6.27 %
$8,371

$140

6.64 %
$8,571

$144

6.68 %
Loans held for investment

20,603,235


302,679

5.83 %

20,851,896


309,949

5.90 %

21,038,694


313,863

5.93 %
Loans held for investment -
Warehouse Purchase Program

1,258,036


18,662

5.89 %

1,217,579


19,356

6.31 %

1,137,113


19,048

6.66 %
Total loans

21,872,348


321,516

5.83 %

22,077,846


329,445

5.92 %

22,184,378


333,055

5.97 %
Investment securities

10,378,696


56,767

2.17 %(M)
10,530,807


58,207

2.19 %(M)
11,265,535


58,260

2.06 %(M)Federal funds sold and other
earning assets

830,926


8,364

3.99 %

934,318


10,455

4.44 %

1,628,050


19,630

4.80 %
Total interest-earning assets

33,081,970


386,647

4.64 %

33,542,971


398,107

4.71 %

35,077,963


410,945

4.66 %
Allowance for credit losses on
loans

(337,892)







(343,872)







(353,560)






Noninterest-earning assets

4,921,850







4,930,764







4,902,996






Total assets
$37,665,928






$38,129,863






$39,627,399
































Interest-bearing liabilities:
























Interest-bearing demand deposits
$4,812,342

$9,088

0.75 %
$4,656,452

$8,951

0.76 %
$4,845,174

$8,535

0.70 %
Savings and money market
deposits

9,054,281


44,771

1.96 %

8,977,585


46,934

2.07 %

8,915,410


47,089

2.10 %
Certificates and other time
deposits

4,519,742


40,766

3.58 %

4,422,996


40,080

3.60 %

4,552,445


46,426

4.06 %
Other borrowings

1,595,652


16,028

3.99 %

2,480,435


27,613

4.42 %

3,332,609


39,620

4.73 %
Securities sold under repurchase
agreements

185,289


1,041

2.23 %

187,462


1,094

2.32 %

231,240


1,501

2.58 %
Total interest-bearing liabilities

20,167,306


111,694

2.20 %(N)
20,724,930


124,672

2.39 %(N)
21,876,878


143,171

2.60 %(N)

























Noninterest-bearing liabilities:
























Noninterest-bearing demand
deposits

9,543,581







9,451,153







9,829,912






Allowance for credit losses on
off-balance sheet credit
exposures

37,646







37,646







37,646






Other liabilities

248,593







258,156







454,298






Total liabilities

29,997,126







30,471,885







32,198,734






Shareholders' equity

7,668,802







7,657,978







7,428,665






Total liabilities and
shareholders' equity
$37,665,928






$38,129,863






$39,627,399
































Net interest income and margin



$274,953

3.30 %



$273,435

3.23 %



$267,774

3.04 %
Non-GAAP to GAAP
reconciliation:
























Tax equivalent adjustment




514







807







767



Net interest income and margin
     (tax equivalent basis)



$275,467

3.30 %



$274,242

3.24 %



$268,541

3.05 %


(L) Annualized and based on an actual 365-day or 366-day basis.(M) Yield on securities was impacted by net premium amortization of $4,668, $2,877, and $5,609 for the three months ended December 31, 2025, September 30, 2025, and December 31, 2024, respectively.(N) Total cost of funds, including noninterest bearing deposits, was 1.49%, 1.64% and 1.80% for the three months ended December 31, 2025, September 30, 2025, and December 31, 2024, respectively. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)
YIELD ANALYSIS
Year-to-Date


Dec 31, 2025
Dec 31, 2024


Average
Balance

Interest
Earned/
Interest
Paid

Average
Yield/
Rate(O)Average
Balance

Interest
Earned/
Interest
Paid

Average
Yield/
Rate(O)Interest-earning assets:
















Loans held for sale
$9,215

$608

6.60 %
$7,603

$522

6.87 %
Loans held for investment

20,829,523


1,224,368

5.88 %

20,973,042


1,242,836

5.93 %
Loans held for investment - Warehouse Purchase
Program

1,134,031


70,498

6.22 %

973,206


69,804

7.17 %
Total loans

21,972,769


1,295,474

5.90 %

21,953,851


1,313,162

5.98 %
Investment securities

10,696,480


230,696

2.16 %(P)
11,934,793


246,726

2.07 %(P)Federal funds sold and other earning assets

1,010,707


44,153

4.37 %

1,216,728


63,825

5.25 %
Total interest-earning assets

33,679,956


1,570,323

4.66 %

35,105,372


1,623,713

4.63 %
Allowance for credit losses on loans

(345,158)







(344,167)






Noninterest-earning assets

4,946,200







4,839,630






Total assets
$38,280,998






$39,600,835
























Interest-bearing liabilities:
















Interest-bearing demand deposits
$4,873,634

$35,917

0.74 %
$4,900,189

$35,342

0.72 %
Savings and money market deposits

8,996,090


183,146

2.04 %

8,949,010


194,317

2.17 %
Certificates and other time deposits

4,434,168


160,914

3.63 %

4,301,763


178,965

4.16 %
Other borrowings

2,389,589


104,234

4.36 %

3,802,910


181,640

4.78 %
Securities sold under repurchase agreements

196,205


4,620

2.35 %

257,171


6,954

2.70 %
Total interest-bearing liabilities

20,889,686


488,831

2.34 %(Q)
22,211,043


597,218

2.69 %(Q)

















Noninterest-bearing liabilities:
















Noninterest-bearing demand deposits

9,501,997







9,683,980






Allowance for credit losses on off-balance sheet credit
exposures

37,646







37,134






Other liabilities

246,359







363,607






Total liabilities

30,675,688







32,295,764






Shareholders' equity

7,605,310







7,305,071






Total liabilities and shareholders' equity
$38,280,998






$39,600,835
























Net interest income and margin



$1,081,492

3.21 %



$1,026,495

2.92 %
Non-GAAP to GAAP reconciliation:
















Tax equivalent adjustment




2,185







3,183



Net interest income and margin (tax equivalent basis)



$1,083,677

3.22 %



$1,029,678

2.93 %


(O) Based on an actual 365-day or 366-day basis.(P) Yield on securities was impacted by net premium amortization of $17,498 and $22,836 for the year ended December 31, 2025, and 2024, respectively.(Q) Total cost of funds, including noninterest bearing deposits, was 1.61% and 1.87% for the year ended December 31, 2025, and 2024, respectively. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)

Three Months Ended

Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025

Dec 31, 2024
YIELD TREND (R)




























Interest-Earning Assets:













Loans held for sale
6.27%

6.64%

6.79%

6.80%

6.68%Loans held for investment
5.83%

5.90%

5.88%

5.90%

5.93%Loans held for investment - Warehouse
Purchase Program
5.89%

6.31%

6.34%

6.40%

6.66%Total loans
5.83%

5.92%

5.91%

5.92%

5.97%Investment securities (S)
2.17%

2.19%

2.13%

2.13%

2.06%Federal funds sold and other earning assets
3.99%

4.44%

4.50%

4.47%

4.80%Total interest-earning assets
4.64%

4.71%

4.66%

4.64%

4.66%














Interest-Bearing Liabilities:













Interest-bearing demand deposits
0.75%

0.76%

0.74%

0.70%

0.70%Savings and money market deposits
1.96%

2.07%

2.05%

2.06%

2.10%Certificates and other time deposits
3.58%

3.60%

3.59%

3.75%

4.06%Other borrowings
3.99%

4.42%

4.44%

4.45%

4.73%Securities sold under repurchase agreements
2.23%

2.32%

2.37%

2.48%

2.58%Total interest-bearing liabilities
2.20%

2.39%

2.38%

2.39%

2.60%














Net Interest Margin
3.30%

3.23%

3.18%

3.14%

3.04%Net Interest Margin (tax equivalent)
3.30%

3.24%

3.18%

3.14%

3.05%

(R) Annualized and based on average balances on an actual 365-day or 366-day basis.(S) Yield on securities was impacted by net premium amortization of $4,668, $2,877, $4,926, $5,027 and $5,609 for the three months ended December 31, 2025, September 30, 2025, June 30, 2025, March 31, 2025, and December 31, 2024, respectively. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)


Three Months Ended


Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025

Dec 31, 2024
Balance Sheet Averages














Loans held for sale
$11,077

$8,371

$9,813

$7,570

$8,571
Loans held for investment

20,603,235


20,851,896


20,907,400


20,959,226


21,038,694
Loans held for investment - Warehouse Purchase
Program

1,258,036


1,217,579


1,179,307


876,086


1,137,113
Total loans

21,872,348


22,077,846


22,096,520


21,842,882


22,184,378
















Investment securities

10,378,696


10,530,807


10,867,856


11,017,400


11,265,535
Federal funds sold and other earning assets

830,926


934,318


841,933


1,443,220


1,628,050
Total interest-earning assets

33,081,970


33,542,971


33,806,309


34,303,502


35,077,963
Allowance for credit losses on loans

(337,892)


(343,872)


(348,310)


(350,715)


(353,560)
Cash and due from banks

311,541


291,809


294,379


326,066


317,420
Goodwill

3,503,127


3,503,127


3,503,127


3,503,128


3,505,030
Core deposit intangibles, net

53,553


56,956


60,739


64,293


68,167
Other real estate

14,004


11,533


8,749


7,105


6,778
Fixed assets, net

380,254


377,680


374,486


374,448


373,561
Other assets

659,371


689,659


691,735


729,251


632,040
Total assets
$37,665,928

$38,129,863

$38,391,214

$38,957,078

$39,627,399
















Noninterest-bearing deposits
$9,543,581

$9,451,153

$9,508,845

$9,504,540

$9,829,912
Interest-bearing demand deposits

4,812,342


4,656,452


4,807,864


5,224,796


4,845,174
Savings and money market deposits

9,054,281


8,977,585


8,944,897


9,007,286


8,915,410
Certificates and other time deposits

4,519,742


4,422,996


4,366,510


4,426,521


4,552,445
Total deposits

27,929,946


27,508,186


27,628,116


28,163,143


28,142,941
Other borrowings

1,595,652


2,480,435


2,717,583


2,776,667


3,332,609
Securities sold under repurchase agreements

185,289


187,462


194,577


217,945


231,240
Allowance for credit losses on off-balance sheet
credit exposures

37,646


37,646


37,646


37,646


37,646
Other liabilities

248,593


258,156


227,002


255,876


454,298
Shareholders' equity

7,668,802


7,657,978


7,586,290


7,505,801


7,428,665
Total liabilities and equity
$37,665,928

$38,129,863

$38,391,214

$38,957,078

$39,627,399
 Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)


Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025

Dec 31, 2024
Period End Balances


















































Loan Portfolio
























Commercial and
industrial
$1,864,337

8.6%
$1,879,282

8.5%
$1,897,117

8.6%
$1,915,124

8.7%
$1,962,111

8.8%Warehouse purchase
program

1,304,798

6.0%

1,278,178

5.8%

1,287,440

5.8%

1,057,893

4.8%

1,080,903

4.9%Construction, land
development and other
land loans

2,741,455

12.6%

2,865,279

13.0%

2,873,238

12.9%

2,845,082

13.0%

2,859,281

12.9%1-4 family residential

7,430,929

34.1%

7,461,900

33.9%

7,530,816

33.9%

7,576,350

34.5%

7,581,450

34.2%Home equity

843,708

3.8%

848,740

3.9%

869,370

3.9%

896,529

4.1%

906,139

4.1%Commercial real estate
(includes multi-family
residential)

5,776,397

26.5%

5,796,937

26.3%

5,827,645

26.3%

5,783,410

26.3%

5,800,985

26.2%Agriculture (includes
farmland)

1,027,904

4.7%

1,019,589

4.6%

1,029,250

4.6%

1,013,960

4.6%

1,033,546

4.7%Consumer and other

376,241

1.7%

366,027

1.7%

368,747

1.7%

378,821

1.7%

378,817

1.7%Energy

439,599

2.0%

511,837

2.3%

513,765

2.3%

510,401

2.3%

545,977

2.5%Total loans
$21,805,368



$22,027,769



$22,197,388



$21,977,570



$22,149,209




























Deposit Types
























Noninterest-bearing
DDA
$9,467,911

33.2%
$9,522,028

34.3%
$9,426,657

34.3%
$9,675,915

34.5%
$9,798,438

34.5%Interest-bearing DDA

5,365,795

18.8%

4,766,146

17.2%

4,708,251

17.1%

4,931,769

17.6%

5,182,035

18.3%Money market

6,538,213

23.0%

6,402,591

23.0%

6,302,770

23.0%

6,339,509

22.6%

6,229,022

21.9%Savings

2,592,873

9.1%

2,616,196

9.4%

2,667,859

9.7%

2,703,736

9.7%

2,685,496

9.5%Certificates and other
time deposits

4,517,692

15.9%

4,475,133

16.1%

4,367,874

15.9%

4,375,870

15.6%

4,486,347

15.8%Total deposits
$28,482,484



$27,782,094



$27,473,411



$28,026,799



$28,381,338




























Loan to Deposit Ratio

76.6%



79.3%



80.8%



78.4%



78.0%

 Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)
Construction Loans
































Dec 31, 2025

Sep 30, 2025

Jun 30, 2025

Mar 31, 2025

Dec 31, 2024


























Single family residential
construction
$613,288

22.4%
$665,194

23.2%
$696,569

24.2%
$727,417

25.6%
$778,067

27.2%Land development

252,650

9.2%

248,616

8.7%

227,254

7.9%

225,784

7.9%

260,158

9.1%Raw land

220,169

8.0%

230,021

8.0%

248,380

8.7%

261,918

9.2%

278,892

9.7%Residential lots

199,709

7.3%

203,396

7.1%

217,835

7.6%

219,115

7.7%

209,850

7.3%Commercial lots

59,683

2.2%

59,853

2.1%

55,176

1.9%

56,343

2.0%

59,044

2.1%Commercial construction and other

1,396,850

50.9%

1,459,255

50.9%

1,428,985

49.7%

1,355,587

47.6%

1,274,619

44.6%Net unaccreted discount

(894)




(1,056)




(961)




(1,082)




(1,349)


Total construction loans
$2,741,455



$2,865,279



$2,873,238



$2,845,082



$2,859,281


 Non-Owner Occupied Commercial Real Estate Loans by Metropolitan Statistical Area (MSA) as of December 31, 2025

Houston

Dallas

Austin

OK City

Tulsa

Other (T)

Total

Collateral Type




















Shopping center/retail$235,413

$232,707

$56,771

$15,277

$10,103

$324,838

$875,109

Commercial and industrial
buildings
178,079


99,941


21,201


32,892


11,709


250,095


593,917

Office buildings
105,380


275,630


67,950


43,406


4,115


97,139


593,620

Medical buildings
105,572


16,583


1,626


42,405


26,358


64,697


257,241

Apartment buildings
163,772


125,836


115,077


10,914


12,734


213,785


642,118

Hotel
111,368


128,965


29,744


13,055


—


163,981


447,113

Other
175,802


63,257


83,831


5,568


6,767


77,319


412,544

Total$1,075,386

$942,919

$376,200

$163,517

$71,786

$1,191,854

$3,821,662
(U) Acquired Loans

Non-PCD Loans

PCD Loans

Total Acquired Loans

Balance at
Acquisition
Date

Balance at
Sep 30,
2025

Balance at
Dec 31,
2025

Balance at
Acquisition
Date

Balance at
Sep 30,
2025

Balance at
Dec 31,
2025

Balance at
Acquisition
Date

Balance at
Sep 30,
2025

Balance at
Dec 31,
2025
Loan marks:

























Acquired banks (V)$388,625

$20,406

$17,479

$332,400

$5,472

$5,267

$721,025

$25,878

$22,746



























Acquired portfolio
loan balances:

























Acquired banks (V)
14,323,981


1,609,115


1,498,731


1,376,673


350,644


300,010


15,700,654
 (W)
1,959,759


1,798,741



























Acquired portfolio
loan balances less
loan marks$13,935,356

$1,588,709

$1,481,252

$1,044,273

$345,172

$294,743

$14,979,629

$1,933,881

$1,775,995


(T) Includes other MSA and non-MSA regions.(U) Represents a portion of total commercial real estate loans of $5.776 billion as of December 31, 2025.(V) Includes Bank Arlington, American State Bank, Community National Bank, First Federal Bank Texas, Coppermark Bank, First Victoria National Bank, The F&M Bank & Trust Company, Tradition Bank, LegacyTexas Bank, FirstCapital Bank and Lone Star Bank.(W) Actual principal balances acquired. Prosperity Bancshares, Inc.®Financial Highlights (Unaudited)(Dollars in thousands)

Three Months Ended

Year-to-Date

Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025

Dec 31,
2024

Dec 31,
2025

Dec 31,
2024
Asset Quality



















Nonaccrual loans$137,217

$105,529

$102,031

$73,287

$73,647

$137,217

$73,647
Accruing loans 90 or more days past due
317


268


576


91


2,189


317


2,189
Total nonperforming loans
137,534


105,797


102,607


73,378


75,836


137,534


75,836
Repossessed assets
12


16


6


29


4


12


4
Other real estate
13,296


13,750


7,874


8,012


5,701


13,296


5,701
Total nonperforming assets$150,842

$119,563

$110,487

$81,419

$81,541

$150,842

$81,541





















Nonperforming assets:



















Commercial and industrial (includes energy)$57,237

$27,880

$27,680

$8,966

$10,080

$57,237

$10,080
Construction, land development and other
land loans
2,183


583


1,859


1,952


4,481


2,183


4,481
1-4 family residential (includes home
equity)
60,296


57,241


50,501


42,481


44,824


60,296


44,824
Commercial real estate (includes multi-
family residential)
9,215


11,471


12,865


12,257


18,861


9,215


18,861
Agriculture (includes farmland)
16,713


17,080


17,547


15,725


3,208


16,713


3,208
Consumer and other
5,198


5,308


35


38


87


5,198


87
Total$150,842

$119,563

$110,487

$81,419

$81,541

$150,842

$81,541
Number of loans/properties
449


424


392


363


368


449


368
Allowance for credit losses on loans$333,742

$339,626

$346,084

$349,101

$351,805

$333,742

$351,805





















Net charge-offs (recoveries):



















Commercial and industrial (includes
energy)$5,388

$3,341

$1,044

$330

$405

$10,103

$6,774
Construction, land development and other
land loans
(154)


34


(3)


(156)


294


(279)


779
1-4 family residential (includes home
equity)
175


853


342


1,051


180


2,421


1,471
Commercial real estate (includes multi-
family residential)
(665)


1,015


55


178


362


583


222
Agriculture (includes farmland)
(5)


(40)


(14)


—


5


(59)


126
Consumer and other
1,145


1,255


1,593


1,301


1,346


5,294


5,186
Total$5,884

$6,458

$3,017

$2,704

$2,592

$18,063

$14,558





















Asset Quality Ratios



















Nonperforming assets to average interest-
earning assets
0.46%

0.36%

0.33%

0.24%

0.23%

0.45%

0.23%Nonperforming assets to loans and other real
estate
0.69%

0.54%

0.50%

0.37%

0.37%

0.69%

0.37%Net charge-offs to average loans (annualized)
0.11%

0.12%

0.05%

0.05%

0.05%

0.08%

0.07%Allowance for credit losses on loans to total
loans
1.53%

1.54%

1.56%

1.59%

1.59%

1.53%

1.59%Allowance for credit losses on loans to total
loans, excluding Warehouse Purchase Program
loans (G)
1.63%

1.64%

1.66%

1.67%

1.67%

1.63%

1.67% Prosperity Bancshares, Inc.®
Notes to Selected Financial Data (Unaudited)
(Dollars and share amounts in thousands, except per share data)NOTES TO SELECTED FINANCIAL DATAProsperity's management uses certain non-GAAP (generally accepted accounting principles) financial measures to evaluate its performance. Specifically, for internal planning and forecasting purposes, Prosperity reviews each of diluted earnings per share, return on average assets, return on average common equity, and return on average tangible common equity, in each case excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax; return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities; and the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities, merger related expenses and FDIC special assessment. In addition, due to the application of purchase accounting, Prosperity uses certain non-GAAP financial measures and ratios that exclude the impact of these items to evaluate its allowance for credit losses to total loans (excluding Warehouse Purchase Program loans). Prosperity has included information below relating to these non-GAAP financial measures for the applicable periods presented. 

Three Months Ended

Year-to-Date


Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025

Dec 31,
2024

Dec 31,
2025

Dec 31,
2024
Reconciliation of diluted earnings per share to
diluted earnings per share excluding merger
related provision for credit losses, net of tax,
merger related expenses, net of tax, FDIC special
assessment, net of tax, and net gain on sale or
write-up of securities, net of tax:




















Diluted earnings per share (unadjusted)
$1.49

$1.45

$1.42

$1.37

$1.37

$5.72

$5.05






















Net income
$139,907

$137,556

$135,155

$130,225

$130,076

$542,843

$479,386
Merger related provision for credit losses, net of
tax(X)

—


—


—


—


—


—


7,162
Merger related expenses, net of tax(X)

212


49


—


—


—


261


3,511
FDIC special assessment, net of tax(X)

(2,807)


—


—


—


—


(2,807)


2,807
Net gain on sale or write-up of securities, net of
tax(X)

—


—


—


—


—


—


(8,884)
Net income excluding merger related provision for
credit losses, net of tax, merger related expenses, net
of tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax(X):
$137,312

$137,605

$135,155

$130,225

$130,076

$540,297

$483,982






















Weighted average diluted shares outstanding

94,044


95,093


95,277


95,266


95,264


94,917


95,000
Merger related provision for credit losses, net of tax,
per diluted common share(X)
$—

$—

$—

$—

$—

$—

$0.08
Merger related expenses, net of tax, per diluted
common share(X)
$—

$—

$—

$—

$—

$—

$0.04
FDIC special assessment, net of tax, per diluted
common share(X)
$(0.03)

$—

$—

$—

$—

$(0.03)

$0.03
Net gain on sale or write-up of securities, net of tax,
per diluted common
share(X)
$—

$—

$—

$—

$—

$—

$(0.09)
Diluted earnings per share excluding merger related
provision for credit losses, net of tax, merger related
expenses, net of tax, FDIC special assessment, net
of tax, and net gain on sale or write-up of securities,
net of tax:(X)
$1.46

$1.45

$1.42

$1.37

$1.37

$5.69

$5.11






















Reconciliation of return on average assets to
return on average assets excluding merger
related provision for credit losses, net of tax,
merger related expenses, net of tax, FDIC special
assessment, net of tax, and net gain on sale or
write-up of securities, net of tax:




















Return on average assets (unadjusted)

1.49%

1.44%

1.41%

1.34%

1.31%

1.42%

1.21%





















Net income excluding merger related provision for
credit losses, net of tax, merger related expenses, net
of tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax(X):
$137,312

$137,605

$135,155

$130,225

$130,076

$540,297

$483,982
Average total assets
$37,665,928

$38,129,863

$38,391,214

$38,957,078

$39,627,399

$38,280,998

$39,600,835
Return on average assets excluding merger related
provision for credit losses, net of tax, merger related
expenses, net of tax, FDIC special assessment, net
of tax, and net gain on sale or write-up of securities,
net of tax (F) (X)

1.46%

1.44%

1.41%

1.34%

1.31%

1.41%

1.22%




























(X)Calculated assuming a federal tax rate of 21.0%.





































Three Months Ended

Year-to-Date



Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025

Dec 31,
2024

Dec 31,
2025

Dec 31,
2024

Reconciliation of return on average common
equity to return on average common equity
excluding merger related provision for credit
losses, net of tax, merger related expenses, net of
tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax:





















Return on average common equity (unadjusted)

7.30%

7.18%

7.13%

6.94%

7.00%

7.14%

6.56%























Net income excluding merger related provision for
credit losses, net of tax, merger related expenses, net
of tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax(X):
$137,312

$137,605

$135,155

$130,225

$130,076

$540,297

$483,982

Average shareholders' equity
$7,668,802

$7,657,978

$7,586,290

$7,505,801

$7,428,665

$7,605,310

$7,305,071

Return on average common equity excluding merger
related provision for credit losses, net of tax, merger
related expenses, net of tax, FDIC special
assessment, net of tax, and net gain on sale or write-
up of securities, net of tax (F) (X)

7.16%

7.19%

7.13%

6.94%

7.00%

7.10%

6.63%























Reconciliation of return on average common
equity to return on average tangible common
equity:





















Net income
$139,907

$137,556

$135,155

$130,225

$130,076

$542,843

$479,386

Average shareholders' equity
$7,668,802

$7,657,978

$7,586,290

$7,505,801

$7,428,665

$7,605,310

$7,305,071

Less: Average goodwill and other intangible assets

(3,556,680)


(3,560,083)


(3,563,866)


(3,567,421)


(3,573,197)


(3,561,978)


(3,537,930)

Average tangible shareholders' equity
$4,112,122

$4,097,895

$4,022,424

$3,938,380

$3,855,468

$4,043,332

$3,767,141

Return on average tangible common equity (F)

13.61%

13.43%

13.44%

13.23%

13.50%

13.43%

12.73%























Reconciliation of return on average common
equity to return on average tangible common
equity excluding merger related provision for
credit losses, net of tax, merger related expenses,
net of tax, and FDIC special assessment, net of
tax:





















Net income excluding merger related provision for
credit losses, net of tax, merger related expenses, net
of tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax(X):
$137,312

$137,605

$135,155

$130,225

$130,076

$540,297

$483,982

Average shareholders' equity
$7,668,802

$7,657,978

$7,586,290

$7,505,801

$7,428,665

$7,605,310

$7,305,071

Less: Average goodwill and other intangible assets

(3,556,680)


(3,560,083)


(3,563,866)


(3,567,421)


(3,573,197)


(3,561,978)


(3,537,930)

Average tangible shareholders' equity
$4,112,122

$4,097,895

$4,022,424

$3,938,380

$3,855,468

$4,043,332

$3,767,141

Return on average tangible common equity
excluding merger related provision for credit losses,
net of tax, merger related expenses, net of tax, FDIC
special assessment, net of tax, and net gain on sale
or write-up of securities, net of tax (F) (X)

13.36%

13.43%

13.44%

13.23%

13.50%

13.36%

12.85%























Reconciliation of book value per share to tangible
book value per share:





















Shareholders' equity
$7,616,140

$7,664,938

$7,599,736

$7,517,061

$7,438,495

$7,616,140

$7,438,495

Less: Goodwill and other intangible assets

(3,554,732)


(3,558,321)


(3,561,923)


(3,565,533)


(3,569,176)


(3,554,732)


(3,569,176)

Tangible shareholders' equity
$4,061,408

$4,106,617

$4,037,813

$3,951,528

$3,869,319

$4,061,408

$3,869,319
























Period end shares outstanding

93,058


94,993


95,277


95,258


95,275


93,058


95,275

Tangible book value per share
$43.64

$43.23

$42.38

$41.48

$40.61

$43.64

$40.61

















Three Months Ended

Year-to-Date


Dec 31,
2025

Sep 30,
2025

Jun 30,
2025

Mar 31,
2025

Dec 31,
2024

Dec 31,
2025

Dec 31,
2024
Reconciliation of equity to assets ratio to period
end tangible equity to period end tangible assets
ratio:




















Tangible shareholders' equity
$4,061,408

$4,106,617

$4,037,813

$3,951,528

$3,869,319

$4,061,408

$3,869,319
Total assets
$38,463,425

$38,330,469

$38,417,352

$38,764,675

$39,566,738

$38,463,425

$39,566,738
Less: Goodwill and other intangible assets

(3,554,732)


(3,558,321)


(3,561,923)


(3,565,533)


(3,569,176)


(3,554,732)


(3,569,176)
Tangible assets
$34,908,693

$34,772,148

$34,855,429

$35,199,142

$35,997,562

$34,908,693

$35,997,562
Period end tangible equity to period end tangible
assets ratio

11.63%

11.81%

11.58%

11.23%

10.75%

11.63%

10.75%





















Reconciliation of allowance for credit losses to
total loans to allowance for credit losses on loans
to total loans excluding Warehouse Purchase
Program:




















Allowance for credit losses on loans
$333,742

$339,626

$346,084

$349,101

$351,805

$333,742

$351,805
Total loans
$21,805,368

$22,027,769

$22,197,388

$21,977,570

$22,149,209

$21,805,368

$22,149,209
Less: Warehouse Purchase Program loans

(1,304,798)


(1,278,178)


(1,287,440)


(1,057,893)


(1,080,903)


(1,304,798)


(1,080,903)
Total loans less Warehouse Purchase Program
$20,500,570

$20,749,591

$20,909,948

$20,919,677

$21,068,306

$20,500,570

$21,068,306
Allowance for credit losses on loans to total loans
excluding Warehouse Purchase Program

1.63%

1.64%

1.66%

1.67%

1.67%

1.63%

1.67%





















Reconciliation of efficiency ratio to efficiency
ratio excluding net gains and losses on the sale,
write-down  or write-up of assets and securities:




















Noninterest expense
$138,712

$138,635

$138,565

$140,301

$141,545

$556,213

$570,573






















Net interest income
$274,953

$273,435

$267,722

$265,382

$267,774

$1,081,492

$1,026,495
Noninterest income

42,780


41,238


42,982


41,301


39,837


168,301


165,809
Less: net gain (loss) on sale or write-down of
assets

35


3


1,414


(235)


584


1,217


2,824
Less: net gain on sale or write-up of securities

—


—


—


—


—


—


11,245
Noninterest income excluding net gains and losses
on the sale, write-down or write-up of assets and
securities

42,745


41,235


41,568


41,536


39,253


167,084


151,740
Total income excluding net gains and losses on
the sale, write-down or write-up of assets and
securities
$317,698

$314,670

$309,290

$306,918

$307,027

$1,248,576

$1,178,235
Efficiency ratio, excluding net gains and losses on
the sale, write-down or write-up of assets and
securities

43.66%

44.06%

44.80%

45.71%

46.10%

44.55%

48.43%





















Reconciliation of efficiency ratio to efficiency
ratio, excluding net gains and losses on the sale,
write-down or write-up of assets and securities,
merger related expenses and FDIC special
assessment:




















Noninterest expense
$138,712

$138,635

$138,565

$140,301

$141,545

$556,213

$570,573
Less: merger related expenses

268


62


—


—


—


330


4,444
Less: FDIC special assessment

(3,554)


—


—


—


—


(3,554)


3,554
Noninterest expense excluding merger related
expenses and FDIC special assessment
$141,998

$138,573

$138,565

$140,301

$141,545

$559,437

$562,575






















Net interest income
$274,953

$273,435

$267,722

$265,382

$267,774

$1,081,492

$1,026,495
Noninterest income

42,780


41,238


42,982


41,301


39,837


168,301


165,809
Less: net gain (loss) on sale or write down of
assets

35


3


1,414


(235)


584


1,217


2,824
Less: net gain on sale or write-up of securities

—


—


—


—


—


—


11,245
Noninterest income excluding net gains and losses
on the sale, write-down or write-up of assets and
securities

42,745


41,235


41,568


41,536


39,253


167,084


151,740
Total income excluding net gains and losses on
the sale, write-down or write-up of assets and
securities
$317,698

$314,670

$309,290

$306,918

$307,027

$1,248,576

$1,178,235
Efficiency ratio, excluding net gains and losses on
the sale, write-down or write-up of assets and
securities, merger related expenses and FDIC 
special assessment

44.70%

44.04%

44.80%

45.71%

46.10%

44.81%

47.75% 





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Original: PROSPERITY BANCSHARES, INC.® REPORTS FOURTH QUARTER 2025 EARNINGS