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FIRST BUSEY CORP /NV/

For the period ended Sep 30, 2025. Filed Nov 6, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 6, 2025

BUSE$28.63-0.1%Stored close · as of Nov 6, 2026

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE 1. SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

First Busey Corporation, a Nevada corporation organized in 1980, is an $18.19 billion financial holding company headquartered in Leawood, Kansas. Busey’s common stock is traded on The Nasdaq Global Select Market under the symbol “BUSE” and Busey’s depositary shares, each representing a 1/40th interest in a share of Busey Series B Preferred Stock, are traded under the symbol “BUSEP.”

Busey operates and reports its business inthree segments: Banking, Wealth Management, and FirsTech.

The Banking operating segment provides a full range of banking services to individual and corporate customers through its banking center network in Arizona, Colorado, Florida, Illinois, Indiana, Kansas, Missouri, New Mexico, Oklahoma, and Texas.

The Wealth Management operating segment provides a full range of asset management, investment, brokerage, fiduciary, philanthropic advisory, tax preparation, and farm management services to individuals, businesses, and foundations.

The FirsTech operating segment provides comprehensive and innovative payment technology solutions including online, mobile, and voice-recognition bill payments; money management and credit card networks; direct debit services; lockbox remittance processing for payments made by mail; and walk-in payments. FirsTech also provides additional tools to help clients with billing, reconciliation, bill reminders, and treasury services.

For additional information about Busey's operating segments, see“Note 16. Operating Segments and Related Information.”

Busey conducts its Banking and Wealth Management services through Busey Bank, and provides payment technology solutions through Busey Bank’s wholly owned subsidiary, FirsTech. Busey also has various other subsidiaries that are not significant to the consolidated entity.

Basis of Financial Statement Presentation

These unaudited consolidated financial statements and related notes should be read together with theaudited consolidated financial statements included in Busey's 2024 Annual Report. These interim unaudited consolidated financial statements serve to update Busey’s 2024 Annual Report and may not include all information and notes necessary to constitute a complete set of financial statements.

Busey’s unaudited consolidated financial statements are prepared in conformity with GAAP, and reflect the elimination of intercompany accounts and transactions. Certain prior year amounts have been reclassified to conform to the current period presentation. These reclassifications did not have a material impact on Busey’s consolidated financial condition or results of operations.

In the opinion of Busey’s management, the unaudited consolidated financial statements reflect all normal, recurring adjustments needed to present fairly Busey’s results for the interim periods. The results of operations for interim periods are not necessarily indicative of the results that may be expected for the full year or any other interim period.

Use of Estimates

In preparing the accompanying unaudited consolidated financial statements in conformity with GAAP, Busey’s management is required to make estimates and assumptions that affect the amounts reported in the financial statements and the disclosures provided. Actual results could differ from those estimates. Critical accounting estimates which are particularly susceptible to significant change in the near term relate to the fair value of assets acquired and liabilities assumed in business combinations, goodwill, income taxes, and the determination of the ACL.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, cash items in process of collection, amounts due from other banks, and interest-bearing deposits held with other financial institutions. The carrying amount of these instruments is considered a reasonable estimate of fair value. At September 30, 2025, cash and cash equivalents included $13.6 million contractually restricted by a third-party service provider, $14.4 million pledged to secure obligations under derivative contracts, and $68.1 million of reserved cash subject to call by the Federal Reserve Bank, as a member of the Federal Reserve System.

Leases

A determination is made at inception if an arrangement contains a lease. For arrangements containing leases, Busey classifies the lease as either operating, finance, or short-term. Busey recognizes operating and finance leases as right of use assets and corresponding lease liabilities. Right of use assets are recognized on the lease commencement date at amounts equal to the respective lease liabilities, adjusted for prepaid lease payments, initial direct costs, and lease incentives received. Lease liabilities are recognized at the present value of the remaining contractual fixed lease payments, discounted using the rate implicit in the lease or Busey’s incremental borrowing rate.

ASC Topic 842 “Leases” requires the use of the rate implicit in the lease whenever this rate is readily determinable. If not readily determinable, Busey uses its incremental borrowing rate at lease inception, on a collateralized basis, over a similar term. For operating leases existing prior to Busey’s adoption of ASC Topic 842 on January 1, 2019, Busey used a borrowing rate that corresponded to the lease term remaining as of the date of adoption of ASC Topic 842.

Busey’s lease agreements often include one or more options to renew at Busey’s discretion. When Busey considers the exercise of a renewal option to be reasonably certain, contractual fixed lease payments for the renewal term are included in the calculation of the right of use asset and lease liability.

Right of use assets are reviewed for impairment in accordance with Busey’s policies regarding long-lived assets.

Operating Leases

Right of use assets for operating leases are included in other assets on the Consolidated Balance Sheets (Unaudited). Lease liabilities for operating leases are included in other liabilities on the Consolidated Balance Sheets (Unaudited).

Lease costs for operating leases are recognized on a straight-line basis over the lease term. Lease costs are reflected as noninterest expense for net occupancy of premises or for furniture and equipment expenses, as appropriate, on the Consolidated Statements of Income (Unaudited). Variable lease payments are expensed as incurred.

Finance Leases

Right of use assets for finance leases and the related accumulated amortization are included in premises and equipment, net, on the Consolidated Balance Sheets (Unaudited). Lease liabilities for finance leases are included in long-term borrowings on the Consolidated Balance Sheets (Unaudited). Repayments of the principal portion of finance lease liabilities are reflected as financing activities on the Consolidated Statements of Cash Flows (Unaudited).

Lease costs for finance leases are composed of interest expense and amortization expense. Interest expense on finance leases is reflected as interest expense on long-term borrowings on the Consolidated Statements of Income (Unaudited). Amortization expense on finance leases is reflected as noninterest expense for net occupancy of premises on the Consolidated Statements of Income (Unaudited).

Busey had one finance lease as of September 30, 2025, which was acquired through its acquisition of CrossFirst.

Short-term Leases

Leases with terms of twelve months or less are classified as short-term leases. Busey made an accounting policy election to not recognize short-term leases on the balance sheet. Lease costs for short-term leases are reflected as noninterest expense for net occupancy of premises or for furniture and equipment expenses, as appropriate, on the Consolidated Statements of Income (Unaudited).

For additional information about Busey’s leases, see “Note 5. Leases.”

Income Taxes

Busey is subject to income taxes in U.S. federal and various state jurisdictions. First Busey Corporation and its subsidiaries file consolidated federal and state income tax returns with each subsidiary computing its taxes on a separate entity basis. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations, which requires significant judgment.

On July 4, 2025, new federal tax legislation commonly referred to as the “One Big Beautiful Bill Act” (the “OBBBA”) was enacted, which made permanent many of the tax provisions of the 2017 Tax Cuts and Jobs Act that were set to expire in 2025 and introduced several significant amendments to federal tax legislation. Key provisions of the OBBBA include the restoration of immediate expensing of domestic research and development expenditures, reinstatement of 100% bonus depreciation, more favorable rules for determining the limitation on business interest expense, and incentives for financial institutions to increase lending in rural and agricultural communities. The effects of the legislation were reflected in the unaudited consolidated financial statements for the period ending September 30, 2025, and did not have a material impact on our results of operations. Busey will continue evaluating the impact of this legislation for future reporting periods.

As of September 30, 2025, Busey Bank was under examination by the Florida Department of Revenue for its 2020 to 2022 corporate income tax filings. Busey Bank accrued $0.1 million related to potential assessment adjustments and interest. Busey hadno accruals for payments of interest and penalties related to uncertain tax positions at September 30, 2025 or 2024.

As of September 30, 2025, Busey was also under examination by the Illinois Department of Revenue for M&M’s tax filings for the tax years ended December 31, 2022 and 2023.

Preferred Stock

On March 1, 2025, in connection with the CrossFirst acquisition, Busey issued 7,750 shares of Busey Series A Preferred Stock, which were issued to holders of shares of CrossFirst Series A Non-Cumulative Perpetual Preferred Stock. The Busey Series A Preferred Stock bears a dividend rate of 8.00% per annum on the liquidation preference of $1,000 per share. Dividend payments commenced on June 13, 2025. The Busey Series A Preferred Stock is not subject to any mandatory redemption, sinking fund, or similar provision. Busey may redeem the Busey Series A Preferred Stock, in whole or in part, on or after March 1, 2030, subject to the approval of the appropriate federal banking agency, at a redemption price of $1,000 per share, plus any declared and unpaid dividends, without accumulation of any undeclared dividends, to, but excluding, the date of redemption. Additional information about the Busey Series A Preferred Stock can be found in Busey’s Form 8-K filed with the SEC on August 27, 2024, and the Agreement and Plan of Merger, dated August 26, 2024, by and between First Busey Corporation and CrossFirst Bankshares, Inc. filed therewith.

On May 20, 2025, Busey issued 8,600,000 depositary shares (the “Depositary Shares,”), which are traded on The Nasdaq Global Select Market under the symbol “BUSEP.” Each Depositary Share represents a 1/40th interest in a share of Busey Series B Preferred Stock. The Series B Preferred Stock has a liquidation preference of $1,000 per share (equivalent to $25 per Depositary Share). Dividend payments for the Series B Preferred Stock commenced on September 1, 2025. The Series B Preferred Stock is not subject to any mandatory redemption, sinking fund, or similar provision. Busey may redeem the Series B Preferred Stock, in whole or in part, at its option, on any dividend payment date on or after June 1, 2030, subject to the approval of the appropriate federal banking agency, at a redemption price of $1,000 per share (equivalent to $25 per Depositary Share) plus any declared and unpaid dividends to, but excluding, the date of redemption. Additional information about the Depositary Shares and the Series B Preferred Stock can be found in Busey’s Form 8-K filed with the SEC on May 20, 2025, and the exhibits filed therewith.

The following tables summarize Busey’s preferred stock issuances:

Title of Eash IssueShares AuthorizedShares IssuedShares OutstandingBalancePer Share Preference in LiquidationAggregate Liquidation Preference($ in 000's)
Preferred stock, $0.001 par value:1,000,000
Series A Non-Cumulative Perpetual Preferred Stock7,7507,7507,750$7.75$1,000.00$7,750
8.25% Fixed-Rate Series B Non-Cumulative Perpetual Preferred Stock230,000215,000215,000$215.00$1,000.00$215,000

Changes in preferred stock issued are presented in the following table:

Three Months Ended September 30,Nine Months Ended September 30,
Title of Eash Issue2025202420252024
Series A Non-Cumulative Perpetual Preferred Stock$—$—$7.75$—
8.25% Fixed-Rate Series B Non-Cumulative Perpetual Preferred Stock——215.00—

Impact of Recently Adopted Accounting Standards

In March 2024, the FASB issued ASU 2024-01 “Compensation-Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards” to clarify that certain “profits interests” are within the scope of Topic 718 by amending the language and providing illustrative examples on how the scope guidance in paragraph 718-10-15-3 should be applied. This update is intended to improve clarity of the accounting standards codification, not to change the guidance. This update was adopted on a prospective basis for annual and interim reporting periods beginning January 1, 2025. Busey does not currently have any Profit Interest and Similar Awards, so adoption of this ASU did not have any impact on its financial position or results of operations.

In November 2023, the FASB issued ASU 2023‑07“Segment Reporting (Topic 820): Improvements to Reportable Segment Disclosures” requiring enhanced disclosures related to significant segment expenses. This standard was adopted on a retrospective basis beginning with the annual reporting period ending December 31, 2024, and for interim reporting periods within fiscal years starting January 1, 2025. Adoption of this standard did not have a material impact on Busey’s financial position or results of operations, but resulted in enhanced disclosures.

Recently Issued Accounting Standards Not Yet Adopted

In September 2025, the FASB issued ASU 2025-07 “Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract,” to reduce diversity in the application of derivative accounting practices. This update provides a scope limitation on the definition of a derivative subject to derivative accounting under ASC Topic 815, Derivatives and Hedging, to exclude certain non-exchange-traded contracts with contingencies based on operations or activities specific to one of the parties to the contract. In addition, this update clarifies that share-based noncash consideration from a customer that is contingent on the satisfaction of performance obligations should not be recognized at contract inception as a derivative asset or an equity security, but rather should be accounted for under the guidance in ASC Topic 606, Revenue from Contracts with Customers, and that guidance in other topics does not apply to share-based noncash consideration from a customer for the transfer of goods or services unless or until the entity’s right to receive or retain the share-based noncash consideration is unconditional under ASC Topic 606. The amendments in this update may be applied on either a prospective or modified retrospective basis, and will be effective for Busey for annual and interim reporting periods beginning January 1, 2027. Early adoption is permitted. Busey is currently evaluating the effect this ASU may have on its financial position and results of operations.

In September 2025, the FASB issued ASU 2025-06 “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software,” changing the criteria for capitalizing software costs to the following: (1) a commitment has been made to fund the software project, and (2) it is probable the project will be competed and used to perform its intended function. Under this update, software development stages are no longer a consideration in the determination of which costs are capitalized. The amendments in this update may be adopted on a prospective, modified transition, or retrospective basis, and will be effective for Busey for annual and interim reporting periods beginning January 1, 2028. Early adoption is permitted. Busey is currently evaluating the effect this ASU may have on its financial position and results of operations.

In July 2025, the FASB issued ASU 2025-05“Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets,” providing a practical expedient which, if elected, permits an entity to assume that current conditions as of the balance sheet date will remain static for the remaining life of the assets, removing the requirement to consider reasonable, supportable forecasts. The amendments in this update are to be applied prospectively, and will be effective for Busey for annual and interim reporting periods beginning January 1, 2026. Early adoption is permitted. Busey is currently evaluating the effect this ASU may have on its financial position and results of operations.

In November 2024, the FASB issued ASU 2024-04 “Debt—Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments” to clarify when certain settlements of convertible debt instruments should be accounted for as an induced conversion. The amendments in this update may be applied on either a prospective or retrospective basis and will be effective for Busey for annual and interim reporting periods beginning January 1, 2026. Because Busey does not currently have any convertible debt, the Company does not expect adoption of this ASU to have any impact on its financial position or results of operations.

In November 2024, the FASB issued ASU 2024-03 “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” to require additional disclosures within the notes to the financial statements about certain expense items. Specifically, disaggregation of income statement captions that contain expenses within the following five categories is required: (1) purchases of inventory, (2) employee compensation, (3) depreciation, (4) intangible asset amortization, and (5) depreciation, depletion, and amortization (“DD&A”) costs recognized as part of oil- and gas-producing activities or other amounts of depletion expense. Further, this update requires disclosure of the total amount of selling expenses and the entity’s definition of selling expenses. This update provides a practical expedient for banks and bank holding companies to continue presenting salaries and employee benefits in conformity with SEC Rule 210.9-04 instead of requiring those entities to apply the employee compensation definition included in Subtopic 220-40. The amendments in this update may be applied on either a prospective or retrospective basis and will be effective for Busey beginning with the annual reporting period ending December 31, 2027, and interim reporting periods beginning January 1, 2028. Early adoption is permitted. Because this update relates only to disclosure, Busey does not expect adoption of this ASU to have any impact on its financial position or results of operations.

In December 2023, the FASB issued ASU 2023‑09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires more detailed disclosures of income taxes paid net of refunds received, income from continuing operations before income tax expense or benefit, and income tax expense from continuing operations. This standard is to be applied on a prospective basis, with retrospective application permitted, and will be effective for Busey for annual reporting periods beginning with the fiscal year ending December 31, 2025. Busey does not expect adoption of this ASU to have a material impact on its financial position or results of operations.

In October 2023, the FASB issued ASU 2023‑06 “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative” which aligns certain GAAP disclosure requirements with the SEC’s disclosure requirements, in order to better facilitate comparisons between entities that are subject to the SEC’s existing disclosures with entities that were not previously subject to the SEC’s requirements. Amendments in this update should be applied prospectively, and the effective date for Busey for each amendment in this ASU will be the date on which the SEC removes the related disclosure from Regulation S‑X or Regulation S‑K. Early adoption is prohibited. If the SEC has not removed the related disclosures from Regulation S‑X or Regulation S‑K by June 30, 2027, the pending content of this update will be removed from the ASC and will not become effective for any entity. Busey does not expect adoption of this ASU to have a material impact on its financial position or results of operations.

Subsequent Events

Busey has evaluated subsequent events for potential recognition and/or disclosure through the date the unaudited consolidated financial statements included in this Quarterly Report were issued. Subsequent to quarter end, on October 24, 2025, Busey issued a conditional notice of full redemption of its $4.0 million 5.25% Subordinated Note maturing December 4, 2030, which was acquired on April 1, 2024, in connection with the acquisition of M&M. The redemption of the Subordinated Note is subject to and conditioned upon regulatory approval from the Federal Reserve. Assuming the requisite approvals are obtained, the Subordinated Note will be redeemed on its optional redemption date of December 4, 2025. Other than this event, there were no significant events subsequent to the quarter ended September 30, 2025, through the filing date of these unaudited consolidated financial statements.

NOTE 2. MERGERS AND ACQUISITIONS

CrossFirst Bankshares, Inc.

On March 1, 2025, Busey completed its acquisition of CrossFirst (NASDAQ: CFB), the holding company for CrossFirst Bank, pursuant to an Agreement and Plan of Merger, dated August 26, 2024, by and between Busey and CrossFirst (the “CrossFirst Merger Agreement”). This partnership creates a premier commercial bank in the Midwest, Southwest, and Florida, with 79 full-service locations across 10 states—Arizona, Colorado, Florida, Illinois, Indiana, Kansas, Missouri, New Mexico, Oklahoma, and Texas. The combined holding company continues to operate under the First Busey Corporation name. Busey’s common stock continues to trade on the Nasdaq under the “BUSE” stock ticker symbol.

Merger of CrossFirst Bank into Busey Bank

CrossFirst Bank’s results of operations were included in Busey’s consolidated results of operations beginning March 1, 2025. Busey operated CrossFirst Bank as a separate banking subsidiary until it was merged with and into Busey Bank on June 20, 2025. At the time of the bank merger, CrossFirst Bank’s banking centers became banking centers of Busey Bank.

CrossFirst Merger Consideration

Upon completion of the acquisition, each share of CrossFirst common stock converted into the right to receive 0.6675 of a share of Busey’s common stock. Cash was paid in lieu of fractional shares. The fair value of common shares issued in consideration of the CrossFirst acquisition was based on the closing price of Busey’s common stock on February 28, 2025.

Further, upon completion of the acquisition, each share of CrossFirst Series A Non-Cumulative Perpetual Preferred Stock converted to the right to receive one share of Busey Series A Preferred Stock. The fair value of Busey Series A Preferred Stock was based on the redemption price of $1,000 per share.

The total consideration paid also included the fair value of replacement equity awards related to past service totaling $6.0 million. Busey used a Monte Carlo simulation to estimate the fair value of SSARs and market-based awards. Other awards were valued based on Busey’s closing stock price on February 28, 2025.

Acquisition Accounting

The CrossFirst acquisition was accounted for using the acquisition method of accounting and, accordingly, assets acquired, liabilities assumed, and consideration exchanged were recorded at estimated fair values as of March 1, 2025, the date of acquisition. Subsequent to the acquisition, fair value adjustments of $1.8 million have been recorded, as additional information and valuations became available. Estimated fair values are considered provisional until final fair values are determined or the measurement period has passed, but no later than one year from the acquisition date. Review of all valuations and taxes are still being performed by management. Therefore, amounts are subject to change from the provisional amounts disclosed below.

As the total consideration paid for CrossFirst exceeded the estimated fair value of net assets acquired, goodwill of $49.6 million was recorded as a result of the acquisition. Goodwill recorded for this transaction reflects synergies expected from the acquisition and the greater revenue opportunities from Busey’s broader service capabilities in attractive new markets. Goodwill recorded for this transaction is not tax deductible and was assigned to the Banking operating segment.

Merchants and Manufacturers Bank Corporation

On April 1, 2024, Busey completed its acquisition of M&M and its wholly-owned subsidiary, M&M Bank, through a merger transaction. This partnership added M&M’s Life Equity Loan® products to Busey’s existing suite of services and expanded Busey’s presence in the suburban Chicago market.

Merger of M&M Bank into Busey Bank

M&M Bank’s results of operations were included in Busey’s results of operation beginning April 1, 2024. Busey operated M&M Bank as a separate banking subsidiary of Busey until it was merged with Busey Bank on June 21, 2024. At the time of the bank merger, M&M Bank’s banking centers became banking centers of Busey Bank, except for M&M’s banking center located at 990 Essington Rd., Joliet, Illinois, which was closed in connection with the bank merger.

M&M Merger Consideration

At the effective time of the M&M acquisition, each share of M&M common stock converted to the right to receive, at the election of each stockholder and subject to proration and adjustment as provided in the M&M merger agreement, either (1) $117.74 in cash (“Cash Election”), (2)5.7294 shares of Busey common stock (“Share Election”), or (3) mixed consideration of $34.55 in cash and 4.0481 shares of Busey common stock (“Mixed Election”).

Most of the M&M common stockholders who submitted an election form by the election deadline made the Share Election to receive their merger consideration solely in the form of shares of Busey common stock. As a result of the elections of M&M common stockholders, and in accordance with the proration and adjustment provisions of the M&M merger agreement, the merger consideration paid to M&M common stockholders was comprised of an aggregate of 1,429,304 shares of Busey common stock and an aggregate of $12.2 million in cash, allocated as follows for each share of M&M stock: (1) $117.74 in cash for the Cash Election, (2) $5.3966 in cash and 5.4668 shares of Busey common stock for the Share Election, and (3) $34.55 in cash and 4.0481 shares of Busey common stock for the Mixed Election. Pursuant to the terms of the M&M merger agreement, M&M common stockholders that did not make an election or submit a properly completed election form by the election deadline of March 29, 2024, received cash consideration of $117.74 for each share of M&M common stock held. No fractional shares of Busey common stock were issued in the M&M acquisition. Fractional shares were paid in cash at the rate of $23.32 per share.

Additional merger consideration of $3.0 million was paid to redeem 300 shares of M&M preferred stock.

Acquisition Accounting

The M&M acquisition was accounted for using the acquisition method of accounting and, accordingly, assets acquired, liabilities assumed, and consideration exchanged were recorded at estimated fair values on April 1, 2024, the date of acquisition. A final fair value adjustment of $0.1 million for deferred taxes was recorded during the three months ended March 31, 2025, in connection with the M&M acquisition. Fair values, including initial accounting for deferred taxes, were subject to refinement for up to one year after the closing date as additional information regarding the closing date fair values became available. Fair values were final as of March 31, 2025.

As the total consideration paid for M&M exceeded the estimated fair value of net assets acquired, goodwill of $15.9 million was recorded as a result of the acquisition. Goodwill recorded for this transaction reflects synergies expected from the acquisition and expansion within the Chicago metropolitan market. Goodwill recorded for this transaction is not tax deductible and was assigned to the Banking operating segment.

Acquisition Date Fair Values

Acquisition-date fair values of the assets acquired and liabilities assumed, as well as the fair value of consideration transferred, were estimated as follows:

As of
March 1, 2025April 1, 2024
(dollars in thousands)CrossFirst(provisional)M&M(final)
Assets acquired
Cash and cash equivalents$385,808$33,577
Securities725,6228,086
Portfolio loans, net of ACL6,023,063417,230
Premises and equipment69,6732,045
Other intangible assets81,7836,346
Other assets212,83210,461
Total assets acquired7,498,781477,745
Liabilities assumed
Deposits6,571,699392,838
Short-term borrowings11,14835,932
Long-term borrowings68,9221,450
Subordinated notes, net of unamortized issuance costs—3,911
Junior subordinated debt owed to unconsolidated trusts2,2382,594
Other liabilities85,3477,342
Total liabilities assumed6,739,354444,067
Net assets acquired$759,427$33,678
Consideration paid
Cash$4$15,200
Common stock795,22734,375
Preferred stock7,750—
Replacement awards15,999—
Total consideration paid$808,980$49,575
Goodwill$49,553$15,897
  1. Represents the fair value of replacement equity awards issued to CrossFirst associates attributable to pre-combination service.

Valuations of Loans

Estimated fair values for the loan portfolio acquired in the CrossFirst acquisition includes adjustments to certain receivables that were not considered PCD as of the acquisition date. These fair value adjustments were determined using a discounted cash flow model that applies various assumptions about coupon rates, remaining maturities, prepayment speeds, projected default probabilities, losses given defaults, and estimates of prevailing discount rates. These loans did not show signs of deterioration since origination, and therefore, at the acquisition date, were not subject to the guidance related to PCD loans. Receivables acquired in the CrossFirst acquisition that were not subject to these requirements include non-PCD loans with a fair value of $4.70 billion and gross contractual amounts receivable of $4.79 billion.

A portion of acquired loans were PCD. The following table provides a reconciliation between the purchase price and the fair value of these loans:

As of
March 1, 2025April 1, 2024
(dollars in thousands)CrossFirstM&M
PCD Financial Assets
Gross contractual receivable for PCD financial assets$1,539,718$29,290
ACL recorded for estimated uncollectible contractual cash flows specific to PCD financial assets(100,783)(1,243)
Interest premium (discount) specific to PCD financial assets(3,063)(1,773)
Loans previously charged-off by CrossFirst(110,740)—
Fair value of PCD financial assets$1,325,132$26,274

Pro Forma Results

The following unaudited pro forma information has been prepared as if the CrossFirst acquisition had occurred on January 1, 2024, and as if the M&M acquisition had occurred January 1, 2023. The pro forma results combine the historical results of CrossFirst and M&M into Busey’s Consolidated Statements of Income (Unaudited), including the impact of purchase accounting adjustments such as loan discount accretion, intangible assets amortization, and deposit accretion, net of taxes. The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the results that would have been obtained had the acquisitions actually occurred on January 1, 2024, or on January 1, 2023, as applicable. Further, pro forma information does not purport to be indicative of future financial operating results. No assumptions have been applied to the pro forma results of operations regarding possible revenue enhancements, expense efficiencies, or asset dispositions. Only the merger related expenses that have been recognized are included in net income in the table below:

Three Months Ended September 30,Nine Months Ended September 30,
(dollars in thousands)2025202420252024
Revenue (net interest income plus noninterest income)$191,142$186,276$562,462$564,177
Net income55,12054,853123,822120,093

Other Acquisition Costs

Busey incurred acquisition related expenses as follows:

Three Months Ended September 30,Nine Months Ended September 30,
(dollars in thousands)2025202420252024
Pre-tax acquisition expenses
M&M$—$597$108$2,947
CrossFirst17,2511,33895,3411,485
Pre-tax acquisition expenses1$7,251$1,935$95,449$4,432
  1. In addition to the acquisition costs presented in the table above, during the nine months ended September 30, 2025, Busey recorded a $4.0 million adjustment to the initial provision for unfunded commitments for CrossFirst acquisition-date balances based on revised estimates resulting from implementation of a new CECL model.

Acquisition related expenses for CrossFirst were comprised primarily of an initial provision to establish an ACL on non-PCD loans (recorded as provision expense), and multiple components of noninterest expense including an initial provision for unfunded commitments; salaries, wages and employee benefits (including equity compensation); data processing; and legal, professional, and consulting costs. Acquisition related expenses for M&M were comprised primarily of professional fees and data processing costs.

Of the total acquisition related expenses, the following legal, professional, and consulting costs were incurred to consummate the mergers:

Three Months Ended September 30,Nine Months Ended September 30,
(dollars in thousands)2025202420252024
Pre-tax costs to consummate the merger
M&M$—$(3)$—$147
CrossFirst3011,1807,5311,316
Pre-tax costs to consummate the merger$301$1,177$7,531$1,463

NOTE 3. DEBT SECURITIES

Busey's portfolio of debt securities includes both available for sale and held to maturity securities. The tables below provide the amortized cost, unrealized or unrecognized gains and losses, and fair values of debt securities summarized by major category:

(dollars in thousands) · AmortizedCost · Unrealized · FairValue
Gross Gains · Gross Losses
Obligations of U.S. government corporations and agencies$113,676$124$(195)$113,605
Obligations of states and political subdivisions259,470655(12,581)247,544
Asset-backed securities285,052510—285,562
Commercial mortgage-backed securities147,183541(11,743)135,981
Residential mortgage-backed securities1,395,8497,513(135,786)1,267,576
Corporate debt securities50,501410(1,920)48,991
Total debt securities available for sale$2,251,731$9,753$(162,225)$2,099,259
AmortizedCost · Unrecognized · FairValue
Gross Gains · Gross Losses
Debt securities held to maturity
Commercial mortgage-backed securities$398,375$—$(68,743)$329,632
Residential mortgage-backed securities386,446—(56,607)329,839
Total debt securities held to maturity$784,821$—$(125,350)$659,471
  1. This table includes debt securities marked at par, with no gain or loss.
(dollars in thousands) · AmortizedCost · Unrealized · FairValue
Gross Gains · Gross Losses
Obligations of U.S. government corporations and agencies$1,408$—$(8)$1,400
Obligations of states and political subdivisions156,53431(16,736)139,829
Asset-backed securities336,379181(3)336,557
Commercial mortgage-backed securities107,305—(15,131)92,174
Residential mortgage-backed securities1,279,09019(191,899)1,087,210
Corporate debt securities159,236363(6,548)153,051
Total debt securities available for sale$2,039,952$594$(230,325)$1,810,221
AmortizedCost · Unrecognized · FairValue
Gross Gains · Gross Losses
Debt securities held to maturity
Commercial mortgage-backed securities$415,530$—$(77,242)$338,288
Residential mortgage-backed securities411,100—(74,335)336,765
Total debt securities held to maturity$826,630$—$(151,577)$675,053
  1. This table includes debt securities marked at par, with no gain or loss.

Maturities of Debt Securities

Amortized cost and fair value of debt securities, by contractual maturity or pre-refunded date, are shown below. Mortgages underlying mortgage-backed securities and asset-backed securities may be called or prepaid; therefore, actual maturities could differ from the contractual maturities. All mortgage-backed securities were issued by U.S. government corporations and agencies.

(dollars in thousands)AmortizedCostFairValue
Debt securities available for sale
Due in one year or less$13,055$12,989
Due after one year through five years59,84957,288
Due after five years through ten years373,230359,557
Due after ten years1,805,5971,669,425
Debt securities available for sale$2,251,731$2,099,259
Debt securities held to maturity
Due in one year or less$31,564$31,320
Due after one year through five years38,43336,972
Due after five years through ten years14,71913,268
Due after ten years700,105577,911
Debt securities held to maturity$784,821$659,471

Gains and Losses on Debt Securities Available for Sale

Realized gains and losses related to sales and calls of debt securities available for sale are summarized as follows:

Three Months Ended September 30, · Nine Months Ended September 30,
(dollars in thousands) · 2025 · 2024 · 2025 · 2024
Realized gains and losses on debt securities
Gross gains on debt securities$—$—$9$1
Gross (losses) on debt securities1(13)(11)(15,558)(6,818)
Realized net gains (losses) on debt securities$(13)$(11)$(15,549)$(6,817)
  1. During the first quarter of 2025, Busey sold available for sale debt securities with a book value of approximately $205.6 million for a pre-tax loss of $15.5 million and related estimated tax benefit of $4.1 million, as part of a balance sheet repositioning strategy. During the first quarter of 2024, Busey sold available for sale debt securities with a book value of approximately $108.2 million for a pre-tax loss of $6.8 million and related estimated tax benefit of $1.8 million, as part of a balance sheet repositioning strategy.

Debt securities with carrying amounts of $741.8 million on September 30, 2025, and $871.4 million on December 31, 2024, were pledged as collateral for public deposits, securities sold under agreements to repurchase, and for other purposes as required.

Debt Securities in an Unrealized or Unrecognized Loss Position

The following information pertains to debt securities with gross unrealized or unrecognized losses, aggregated by investment category and the length of time that individual securities have been in a continuous loss position:

Less than 12 months12 months or moreTotal
(dollars in thousands)FairValueUnrealizedLossesFairValueUnrealizedLossesFairValueUnrealizedLosses
Debt securities available for sale
Obligations of U.S. government corporations and agencies$69,984$(195)$—$—$69,984$(195)
Obligations of states and political subdivisions99,487(2,375)95,200(10,206)194,687(12,581)
Commercial mortgage-backed securities5,813(61)72,141(11,682)77,954(11,743)
Residential mortgage-backed securities1,427(1)782,258(135,785)783,685(135,786)
Corporate debt securities5,967(18)30,956(1,902)36,923(1,920)
Debt securities available for sale with gross unrealized losses$182,678$(2,650)$980,555$(159,575)$1,163,233$(162,225)
FairValueUnrecognizedLossesFairValueUnrecognizedLosses
Debt securities held to maturity
Commercial mortgage-backed securities$329,632$(68,743)$329,632$(68,743)
Residential mortgage-backed securities329,839(56,607)329,839(56,607)
Debt securities held to maturity with gross unrecognized losses$659,471$(125,350)$659,471$(125,350)
Less than 12 months12 months or moreTotal
(dollars in thousands)FairValueUnrealizedLossesFairValueUnrealizedLossesFairValueUnrealizedLosses
Debt securities available for sale
Obligations of U.S. government corporations and agencies$—$—$1,328$(8)$1,328$(8)
Obligations of states and political subdivisions11,234(209)119,723(16,527)130,957(16,736)
Asset-backed securities14,997(3)——14,997(3)
Commercial mortgage-backed securities6,238(42)85,936(15,089)92,174(15,131)
Residential mortgage-backed securities152,081(640)930,642(191,259)1,082,723(191,899)
Corporate debt securities598(1)143,966(6,547)144,564(6,548)
Debt securities available for sale with gross unrealized losses$185,148$(895)$1,281,595$(229,430)$1,466,743$(230,325)
FairValueUnrecognizedLossesFairValueUnrecognizedLosses
Debt securities held to maturity
Commercial mortgage-backed securities$338,288$(77,242)$338,288$(77,242)
Residential mortgage-backed securities336,765(74,335)336,765(74,335)
Debt securities held to maturity with gross unrecognized losses$675,053$(151,577)$675,053$(151,577)

Additional information about debt securities in an unrealized or unrecognized loss position is presented in the tables below:

(dollars in thousands)Available for SaleHeld to MaturityTotal
Debt securities with gross unrealized or unrecognized losses, fair value$1,163,233$659,471$1,822,704
Gross unrealized or unrecognized losses on debt securities162,225125,350287,575
Ratio of gross unrealized or unrecognized losses to debt securities with gross unrealized or unrecognized losses13.9%19.0%15.8%
Count of debt securities63255687
Count of debt securities in an unrealized or unrecognized loss position42855483
(dollars in thousands)Available for SaleHeld to MaturityTotal
Debt securities with gross unrealized or unrecognized losses, fair value$1,466,743$675,053$2,141,796
Gross unrealized or unrecognized losses on debt securities230,325151,577381,902
Ratio of gross unrealized or unrecognized losses to debt securities with gross unrealized or unrecognized losses15.7%22.5%17.8%
Count of debt securities67755732
Count of debt securities in an unrealized or unrecognized loss position58655641

Unrealized and unrecognized losses are related to changes in market interest rates and market conditions that do not represent credit-related impairments. Unless part of a corporate strategy or repositioning plan, Busey does not intend to sell securities that are in an unrealized or unrecognized loss position, and it is more likely than not that Busey will recover the amortized cost prior to being required to sell the debt securities. Full collection of the amounts due according to the contractual terms of the debt securities is expected; therefore, no ACL has been recorded in relation to debt securities, and the impairment related to noncredit factors on debt securities available for sale is recognized in AOCI, net of applicable taxes. As of September 30, 2025, Busey did not hold general obligation bonds of any single issuer that exceeded, in aggregate, 10% of Busey’s stockholders’ equity.

NOTE 4. PORTFOLIO LOANS

Loan Categories

Busey’s lending can be summarized in two primary categories: commercial and retail. Loans within these categories are further classified by lending activity: C&I and other commercial, commercial real estate, real estate construction, retail real estate, and retail other. Distributions of the loan portfolio by loan category and lending activity is presented in the following table:

As of
(dollars in thousands)September 30,2025December 31,2024
Commercial loans
C&I and other commercial$4,395,871$1,904,515
CRE5,424,0953,269,564
Real estate construction1,099,524378,209
Total commercial loans10,919,4905,552,288
Retail loans
Retail real estate2,196,2461,696,457
Retail other482,530448,342
Total retail loans2,678,7762,144,799
Total portfolio loans13,598,2667,697,087
ACL(174,181)(83,404)
Portfolio loans, net$13,424,085$7,613,683

Net deferred loan origination costs included in the balances above were $8.8 million as of September 30, 2025, compared to $12.5 million as of December 31, 2024. Net accretable purchase accounting adjustments included in the balances above reduced loans by $92.0 million as of September 30, 2025, and $8.8 million as of December 31, 2024.

Other than loans acquired through acquisition activities, Busey didnot purchase any retail real estate loans during the three and nine months ended September 30, 2025. Busey didnot purchase any retail real estate loans during the three months ended September 30, 2024, and elected to purchase $6.9 million of retail real estate loans during the nine months ended September 30, 2024.

Pledged Loans

Busey has executed a blanket lien with the FHLB. The principal balance of loans Busey has pledged as collateral with the FHLB and Federal Reserve Bank for liquidity, which Busey is able to borrow against, is set forth in the table below:

As of
(dollars in thousands)September 30,2025December 31,2024
Pledged loans
FHLB$5,018,506$4,813,600
Federal Reserve Bank1,973,933765,824
Total pledged loans$6,992,439$5,579,424

Risk Grading

Busey utilizes a loan grading scale to assign a risk grade to all of its loans. A description of the general characteristics of each grade is as follows:

Pass– This category includes loans that are all considered acceptable credits, ranging from investment or near investment grade, to loans made to borrowers who exhibit credit fundamentals that meet or exceed industry standards.

Watch– This category includes loans that warrant a higher-than-average level of monitoring to ensure that weaknesses do not cause the inability of the credit to perform as expected. These loans are not necessarily a problem due to other inherent strengths of the credit, such as guarantor strength, but have above average concern and monitoring.

Special mention– This category is for “Other Assets Specially Mentioned” loans that have potential weaknesses, which may, if not checked or corrected, weaken the asset or inadequately protect Busey’s credit position at some future date.

Substandard– This category includes “Substandard” loans, determined in accordance with regulatory guidelines, for which the accrual of interest has not been stopped. Assets so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that Busey will sustain some loss if the deficiencies are not corrected.

Substandard non-accrual– This category includes loans that have all the characteristics of a “Substandard” loan with additional factors that make collection in full highly questionable and improbable. Such loans are placed on non-accrual status and may be dependent on collateral with a value that is difficult to determine.

All loans are graded at their inception. Commercial lending relationships that are $2.0 million or less are usually processed through an expedited underwriting process. Most commercial loans greater than $2.0 million are included in a portfolio review at least annually. Commercial loans greater than $0.35 million that have a grading of special mention or worse are typically reviewed on a quarterly basis. Interim reviews may take place if circumstances of the borrower warrant a more frequent review.

The following table is a summary of Busey’s portfolio loans by risk grade, segregated by loan category:

(dollars in thousands)PassWatchSpecialMentionSubstandardSubstandardNon-accrualTotal
Commercial loans
C&I and other commercial$3,707,153$433,278$152,267$74,109$29,064$4,395,871
CRE4,453,517794,313147,23721,2287,8005,424,095
Real estate construction1,011,68556,66425,6535,2272951,099,524
Total commercial loans9,172,3551,284,255325,157100,56437,15910,919,490
Retail loans
Retail real estate2,170,2547,3207,6082,7598,3052,196,246
Retail other481,892——6632482,530
Total retail loans2,652,1467,3207,6082,7658,9372,678,776
Total portfolio loans$11,824,501$1,291,575$332,765$103,329$46,096$13,598,266
(dollars in thousands)PassWatchSpecialMentionSubstandardSubstandardNon-accrualTotal
Commercial loans
C&I and other commercial$1,545,338$281,424$36,152$37,749$3,852$1,904,515
CRE2,744,018438,94555,04116,50715,0533,269,564
Real estate construction345,90826,8332215,22423378,209
Total commercial loans4,635,264747,20291,41459,48018,9285,552,288
Retail loans
Retail real estate1,680,6409,4088822,5432,9841,696,457
Retail other448,166———176448,342
Total retail loans2,128,8069,4088822,5433,1602,144,799
Total portfolio loans$6,764,070$756,610$92,296$62,023$22,088$7,697,087

Risk grades of portfolio loans and gross charge-offs are presented in the tables below by lending activity, further sorted by origination year:

Risk Grade Ratings · Term Loans Amortized Cost Basis by Origination Year · RevolvingLoans · Total
(dollars in thousands) · 2025 · 2024 · 2023 · 2022 · 2021 · Prior
C&I and other commercial
Pass$659,612$722,192$425,370$238,755$192,946$151,925$1,316,353$3,707,153
Watch26,37479,58866,46746,94255,23818,233140,436433,278
Special Mention17,38817,33925,54143,3624,9742,91340,750152,267
Substandard10,4221,96516,5434,21610,1593,77127,03374,109
Substandard non-accrual4,6012,3436441,3186405,04814,47029,064
Total C&I and other commercial718,397823,427534,565334,593263,957181,8901,539,0424,395,871
Gross charge-offs$1,246$2,626$4,347$1,440$13,591$11,254$4,550$39,054
CRE
Pass631,171487,489703,2281,216,265776,293600,08138,9904,453,517
Watch169,71156,362139,202156,277186,84183,6652,255794,313
Special Mention50,23923,0985,09314,13937,46716,0671,134147,237
Substandard1,7147089149,046—8,62821821,228
Substandard non-accrual82—4,548—13,169—7,800
Total CRE852,917567,657852,9851,395,7271,000,602711,61042,5975,424,095
Gross charge-offs1,29711,057——253——12,607
Real estate construction
Pass240,725328,610125,079215,81425,1583,63272,6671,011,685
Watch1,22143,4923,588—177—8,18656,664
Special Mention18,233———7,420——25,653
Substandard5,165———62——5,227
Substandard non-accrual—274——21——295
Total real estate construction265,344372,376128,667215,81432,8383,63280,8531,099,524
Gross charge-offs————————
Retail real estate
Pass111,695138,069304,874457,128379,646533,444245,3982,170,254
Watch2,6966064891,5202801,1605697,320
Special Mention69844,0521,4791,705—2197,608
Substandard1,000—111447489712—2,759
Substandard non-accrual21230739319853,2054,1388,305
Total retail real estate115,672139,066309,565460,893382,205538,521250,3242,196,246
Gross charge-offs85————5136172
Retail other
Pass6,4156,76937,74136,6326,150703387,482481,892
Watch————————
Special Mention————————
Substandard—————6—6
Substandard non-accrual35—9399——405632
Total retail other6,4506,76937,83436,7316,150709387,887482,530
Gross charge-offs31814725341—74—833
Total portfolio loans$1,958,780$1,909,295$1,863,616$2,443,758$1,685,752$1,436,362$2,300,703$13,598,266
Total gross charge-offs$2,946$13,830$4,600$1,481$13,844$11,379$4,586$52,666
Risk Grade Ratings · Term Loans Amortized Cost Basis by Origination Year · RevolvingLoans · Total
(dollars in thousands) · 2024 · 2023 · 2022 · 2021 · 2020 · Prior
C&I and other commercial
Pass$320,831$147,909$163,870$125,053$74,146$117,234$596,295$1,545,338
Watch38,73449,39444,70916,3932,17520,964109,055281,424
Special Mention1,7182,2935,6582,6341062,54021,20336,152
Substandard15,1866,5457885913202,42411,89537,749
Substandard non-accrual65141464—428522,2883,852
Total C&I and other commercial376,534206,282215,489144,67176,789144,014740,7361,904,515
Gross charge-offs$—$14,980$148$22$—$303$—$15,453
CRE
Pass291,503354,591755,266645,994356,867314,34025,4572,744,018
Watch115,078132,90060,61162,40828,32038,733895438,945
Special Mention39,2526438,0201,3954,1651,5174955,041
Substandard6,9833554,62850954,3465016,507
Substandard non-accrual15,00039——14——15,053
Total CRE467,816488,528828,525709,847389,461358,93626,4513,269,564
Gross charge-offs———2,999—315—3,314
Real estate construction
Pass159,825134,45012,20524,7812,2131,12411,310345,908
Watch20,1706,455—208———26,833
Special Mention———221———221
Substandard5,224——————5,224
Substandard non-accrual———23———23
Total real estate construction185,219140,90512,20525,2332,2131,12411,310378,209
Gross charge-offs————————
Retail real estate
Pass101,582237,306366,820354,380147,236267,431205,8851,680,640
Watch1,2555502,7333,3778721244979,408
Special Mention151—344——37215882
Substandard—2431,018503—77632,543
Substandard non-accrual——344911521,5268712,984
Total retail real estate102,988238,099371,259358,351148,260270,229207,2711,696,457
Gross charge-offs—————168—168
Retail other
Pass4,99655,66557,94412,2072,304589314,461448,166
Substandard non-accrual—94674—11—176
Total retail other4,99655,75958,01112,2112,304600314,461448,342
Gross charge-offs931106784403—631
Total portfolio loans$1,137,553$1,129,573$1,485,489$1,250,313$619,027$774,903$1,300,229$7,697,087
Total gross charge-offs$9$15,011$254$3,099$4$1,189$—$19,566

Past Due and Non-accrual Loans

An analysis of portfolio loans that were past due and still accruing, or on a non-accrual status, is presented in the table below:

Loans past due, still accruing · Non-accrualLoans · Non-accrual Loans with No Allowance for Credit Losses
(dollars in thousands) · 30-59 Days · 60-89 Days · 90+Days
Commercial loans
C&I and other commercial$996$1,450$861$29,064$6,685
CRE2,8156,289787,8001,543
Real estate construction—3,233347295157
Past due and non-accrual commercial loans3,81110,9721,28637,1598,385
Retail loans
Retail real estate2,6264481028,305348
Retail other92912830632—
Past due and non-accrual retail loans3,5555761328,937348
Total past due and non-accrual loans$7,366$11,548$1,418$46,096$8,733
Loans past due, still accruing · Non-accrualLoans · Non-accrual Loans with No Allowance for Credit Losses
(dollars in thousands) · 30-59 Days · 60-89 Days · 90+Days
Commercial loans
C&I and other commercial$95$—$—$3,852$1,224
CRE422,759—15,05315,000
Real estate construction41——23—
Past due and non-accrual commercial loans1782,759—18,92816,224
Retail loans
Retail real estate3,2806831,1152,984194
Retail other1,09413034176—
Past due and non-accrual retail loans4,3748131,1493,160194
Total past due and non-accrual loans$4,552$3,572$1,149$22,088$16,418

Gross interest income recorded on 90+ days past due loans, and that would have been recorded on non-accrual loans if they had been accruing interest in accordance with their original terms, was $0.9 million and $2.1 million for the three and nine months ended September 30, 2025, respectively, and was $0.1 million and $0.6 million for the three and nine months ended September 30, 2024, respectively. The amount of interest collected on those loans and recognized on a cash basis that was included in interest income wasimmaterial for the three and nine months ended September 30, 2025 and 2024.

Loan Modifications for Borrowers Experiencing Financial Difficulty

The following tables present the amortized cost basis of loans that were modified—specifically in the form of (1) principal forgiveness, (2) an interest rate reduction, (3) an other-than-insignificant payment deferral, and/or (4) a term extension—for borrowers experiencing financial difficulty during the periods indicated, disaggregated by lending activity and the type of modification:

(dollars in thousands)Interest Rate Reduction% of Total Class of Financing Receivable1Payment Deferral% of Total Class of Financing Receivable2Term Extension% of Total Class of Financing Receivable3
Modified Loans
C&I and other commercial$263—%$2,4440.1%$10,4170.2%
CRE——%1,944—%461—%
Total of loans modified during the period4$263—%$4,388—%$10,8780.1%
  1. Modified loans represented an insignificant portion of C&I and other commercial loans, and an insignificant portion of total loans, in both cases rounding tozero percent.

  2. Modified loans represented an insignificant portion of CRE loans, and an insignificant portion of total loans, in both cases rounding to zero percent.

  3. Modified loans represented an insignificant portion of CRE loans, rounding tozero percent.

  4. All modifications were for loans classified as substandard.

(dollars in thousands)Payment Deferral% of Total Class of Financing Receivable1Term Extension2% of Total Class of Financing Receivable
Modified Loans
C&I and other commercial$325—%$14,5370.8%
CRE——%18,4480.5%
Real estate construction——%5,2501.3%
Total of loans modified during the period3$325—%$38,2350.5%
  1. Modified loans represented an insignificant portion of C&I and other commercial loans, and an insignificant portion of total loans, in both cases rounding to zero percent.

  2. Modifications to extend loan terms also included, in some cases, interest rate increases during the extension period.

  3. All modifications were for loans classified as substandard.

(dollars in thousands)Interest Rate Reduction% of Total Class of Financing Receivable1Payment Deferral% of Total Class of Financing Receivable2Term Extension% of Total Class of Financing Receivable2
Modified Loans
C&I and other commercial$263—%$13,0050.3%$22,3140.5%
CRE——%1,944—%823—%
Real estate construction——%——%5,1650.5%
Total of loans modified during the period3$263—%$14,9490.1%$28,3020.2%
  1. Modified loans represented an insignificant portion of C&I and other commercial loans, and an insignificant portion of total loans, in both cases rounding to zero percent.

  2. Modified loans represented an insignificant portion of CRE loans, rounding to zero percent.

  3. With the exception of two loans that were transferred to non-accrual status during the nine months ended September 30, 2025, all modifications were for loans classified as substandard.

(dollars in thousands)Payment Deferral1% of Total Class of Financing Receivable2Term Extension1% of Total Class of Financing Receivable
Modified Loans
C&I and other commercial$325—%$28,0731.5%
CRE——%19,7820.6%
Real estate construction——%5,2501.3%
Total of loans modified during the period3$325—%$53,1050.7%
  1. Modifications to extend loan terms also included, in some cases, interest rate increases during the extension period.

  2. Modified loans represented an insignificant portion of C&I and other commercial loans, rounding to zero percent.

  3. All modifications were for loans classified as substandard.

The following table provides, by lending activity, the weighted average interest rate reductions and term extensions for loan modifications made during the periods indicated for borrowers experiencing financial difficulty:

Three Months Ended September 30, · Nine Months Ended September 30,
2025 · 2024 · 2025 · 2024
Weighted Average Interest Rate ReductionWeighted Average Term ExtensionWeighted Average Term ExtensionWeighted Average Interest Rate ReductionWeighted Average Term ExtensionWeighted Average Term Extension
C&I and other commercial5.00%6 months6 months5.00%10 months1.2 years
CRE—%8 months4 months—%1.3 years4 months
Real estate construction—%—6 months—%1.3 years6 months
Aggregate effect5.00%6 months5 months5.00%11 months10 months

Payment deferrals for borrowers experiencing financial difficulty can include deferrals of 3 or more payments to the end of the loan, accommodations to restructure the payment terms of the loan, or accommodations to allow for an interest-only period on the loan.

Performance of Modified Loans

Busey closely monitors the performance of the loans that are modified for borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table depicts the payment performance of loans modified during the last twelve months:

(dollars in thousands)Current30-89 Days90+ DaysNon-accrual
Modified Loans
C&I and other commercial$32,062$—$—$4,038
CRE4,147———
Real estate construction5,165———
Loans modified during the last twelve months$41,374$—$—$4,038

Busey had commitments of $0.4 million as of September 30, 2025, to lend additional funds to debtors experiencing financial difficulty for whom Busey modified a loan within the past twelve months. Busey didnot have any commitments as of December 31, 2024, to lend additional funds to debtors experiencing financial difficulty for whom Busey had modified a loan within the past twelve months.

A default occurs when a loan is 90 days or more past due or transferred to non-accrual status. The following table presents loans that defaulted after having been modified during the twelve months before the default.

Three Months Ended September 30, · Nine Months Ended September 30,
2025 · 2025
(dollars in thousands)Term ExtensionPayment DeferralTerm Extension
Loans with Subsequent Defaults
C&I and other commercial$3,571$467$3,571
Modified loans with subsequent defaults$3,571$467$3,571

No loans had a default during the three or nine months ended September 30, 2024, after having been modified during the twelve months before that default for borrowers experiencing financial difficulty.

Collateral Dependent Loans

Management's evaluation as to the ultimate collectability of loans includes estimates regarding future cash flows from operations and the value of property, real and personal, pledged as collateral. These estimates are affected by changing economic conditions and the economic prospects of borrowers. Collateral dependent loans are loans in which repayment is expected to be provided solely by the operation or sale of the underlying collateral and there are no other available and reliable sources of repayment. Loans are written down to the lower of cost or fair value of the underlying collateral, less estimated costs to sell. Busey had $39.0 million and $19.3 million of collateral dependent loans secured by real estate or business assets as of September 30, 2025, and December 31, 2024, respectively.

Foreclosures

Busey’s recorded investment in residential real estate loans that were in the process of foreclosure was $6.1 million as of September 30, 2025. Busey follows Federal Housing Finance Agency guidelines on single-family foreclosures and real estate owned evictions on portfolio loans.

Allowance for Credit Losses

The ACL is a valuation account that is deducted from the portfolio loans’ amortized cost bases to present the net amount expected to be collected on the portfolio loans. The ACL is established through the provision for credit losses charged to income. Portfolio loans are charged off against the ACL when management believes the uncollectibility of a loan balance is confirmed. Recoveries are recognized up to the aggregate amount of previously charged-off balances.

Management estimates the ACL balance using relevant available information from internal and external sources relating to past events, current conditions, and reasonable and supportable forecasts. Historical credit loss experience provides the basis for the estimation of expected credit losses. The ACL consists of three components: (i) specific allocations/individual reserves; (ii) quantitative reserves; and (iii) qualitative reserves.

Specific allocations/individual reserves – When a loan no longer exhibits risk characteristics that are similar to other loans, that loan is individually evaluated. Individual reserves are calculated for loans that are on a non-accrual status that are greater than a defined dollar threshold or loans that have disparate risk characteristics. Reserves may be based on collateral, for collateral-dependent loans, or on quantitative and qualitative factors, including expected cash flow, market sentiment, and guarantor support.

Quantitative reserves – Busey implemented a new non-discounted cash flow model in the second quarter of 2025 that used combined historical loan data from Busey Bank beginning in 2004 and CrossFirst Bank since its inception in 2007. The model incorporates various baseline forecast scenarios and national unemployment rates with either national gross domestic product, the national home price index, or the national commercial real estate price index. Further, prepayment and curtailment expectations are factored into the model. Due to the continued economic uncertainty in the markets in which the Company operates, Busey will continue to utilize a forecast period of 12 months with an immediate reversion to historical loss rates beyond this forecast period in its ACL estimate.

Qualitative reserves – Busey uses qualitative factors to adjust the historical loss factors for current and forecasted conditions. Busey considers the ten qualitative factors identified in the Interagency Guidance and ASC Topic 326 at each reporting date.

The following tables summarize activity in the ACL attributable to each lending activity. Allocation of a portion of the ACL to one lending activity does not preclude its availability to absorb losses from other lending activities:

(dollars in thousands)C&I and Other CommercialCREReal EstateConstructionRetailReal EstateRetail OtherTotal
ACL balance, June 30, 2025$68,578$70,935$13,072$29,042$1,707$183,334
Provision for loan losses(4,768)1,323(880)739281(3,305)
Charged-off(5,753)(1,438)—(53)(204)(7,448)
Recoveries1,379241115811,600
ACL balance, September 30, 2025$59,436$70,844$12,193$29,843$1,865$174,181
(dollars in thousands)C&I and Other CommercialCREReal EstateConstructionRetailReal EstateRetail OtherTotal
ACL balance, June 30, 2024$20,286$35,104$3,722$23,729$2,385$85,226
Provision for loan losses715(1,158)391202862
Charged-off(202)(215)—(32)(225)(674)
Recoveries21041016241427
ACL balance, September 30, 2024$21,009$33,735$3,771$23,979$2,487$84,981
(dollars in thousands)C&I and Other CommercialCREReal EstateConstructionRetailReal EstateRetail OtherTotal
ACL balance, December 31, 2024$21,589$32,301$3,345$23,711$2,458$83,404
Day 1 PCD175,56921,5882,1121,43084100,783
Day 2 Provision for loan losses222,64815,1042,9111,62814242,433
Provision for loan losses(23,008)14,3003,7312,833(137)(2,281)
Charged-off(39,054)(12,607)—(172)(833)(52,666)
Recoveries1,692158944131512,508
ACL balance, September 30, 2025$59,436$70,844$12,193$29,843$1,865$174,181
  1. The Day 1 PCD is attributable to the CrossFirst acquisition (see“Note 2. Mergers and Acquisitions”), and represents the initial adjustment to the fair value of the PCD loans.

  2. The Day 2 provision for loan losses is attributable to the CrossFirst acquisition (see“Note 2. Mergers and Acquisitions”), and represents the initial provision for non-PCD loans.

(dollars in thousands)C&I and Other CommercialCREReal EstateConstructionRetailReal EstateRetail OtherTotal
ACL balance, December 31, 2023$21,256$35,465$5,163$26,298$3,558$91,740
Day 1 PCD1824322—9611,243
Provision for loan losses13,958(1,882)(1,449)(2,624)(686)7,317
Charged-off(15,433)(315)—(159)(503)(16,410)
Recoveries404145573681171,091
ACL balance, September 30, 2024$21,009$33,735$3,771$23,979$2,487$84,981
  1. The Day 1 PCD is attributable to the M&M acquisition (see “Note 2. Mergers and Acquisitions.”)

Net charge-offs during the nine months ended September 30, 2025, included $35.5 million related to PCD loans acquired from CrossFirst Bank, which were fully reserved at acquisition and did not require recording additional provision expense.

NOTE 5. LEASES

Busey as the Lessee

Busey’s leases consisting primarily of real estate leases for banking centers, ATM locations, and office space, as well as equipment leases. The following table summarizes lease-related balances that Busey reported on its Consolidated Balance Sheets (Unaudited):

As of
(dollars in thousands)LocationSeptember 30,2025December 31,2024
Lease balances
Right of use assets:
Operating leasesOther assets$29,236$10,608
Finance leasesPremises and equipment, net5,235—
Total right of use assets$34,471$10,608
Lease liabilities:
Operating leasesOther liabilities$31,592$11,040
Finance leasesLong-term borrowings6,266—
Total lease liabilities$37,858$11,040

Lease terms are summarized as follows:

As of
September 30,2025December 31,2024
Lease terms
Weighted average remaining lease terms
Operating leases7.28 years7.55 years
Finance leases16.51 yearsN/A
Weighted average discount rates
Operating leases4.22%3.77%
Finance leases5.10%N/A

The following table presents lease costs that Busey reported on its Consolidated Statements of Income (Unaudited):

Three Months Ended September 30, · Nine Months Ended September 30,
(dollars in thousands)Location2025202420252024
Lease costs
Operating lease costs:
Premises rent expenseNet occupancy expense of premises$1,483$604$4,221$1,692
Equipment rent expenseFurniture and equipment expenses842210
Finance lease costs:
Amortization expenseNet occupancy expense of premises190—190—
Interest expenseLong-term borrowings187—187—
Variable lease costsNet occupancy expense of premises15154543
Short-term lease costsNet occupancy expense of premises14124470
Total lease cost$1,897$635$4,709$1,815

Cash paid for amounts included in the measurement of lease liabilities was as follows:

Three Months Ended September 30,Nine Months Ended September 30,
(dollars in thousands)2025202420252024
Cash flows related to leases
Operating cash flows from operating leases$2,657$1,034$7,212$2,915
Operating cash flows from finance leases187—187—
Financing cash flows from finance leases99—99—
Right of use assets obtained in exchange for operating lease liabilities1(6,331)46923,2871,478
Right of use assets obtained in exchange for finance lease liabilities16,365—6,365—
  1. The nine months ended September 30, 2025, included $23.2 million for operating and $6.4 million for financing right of use assets recognized in connection with the acquisition of CrossFirst. One finance lease was initially classified as operating, and was moved to a financing classification in the third quarter of 2025. The nine months ended September 30, 2024, included $0.1 million right of use assets recognized in connection with the acquisition of M&M, and an additional $0.7 million recognized in connection with a lease amendment that was executed subsequent to the M&M acquisition for a lease that was obtained in that acquisition. Additional information about assets and liabilities obtained in business combinations can be found in“Note 2. Mergers and Acquisitions.”

Future undiscounted payments for leases with initial terms of one year or more, were as follows:

As of September 30, 2025
(dollars in thousands)Operating LeasesFinance Leases
Rent commitments
Remainder of 2025$1,618$123
20266,107490
20275,623527
20285,107540
20294,110540
20303,227540
Thereafter11,1216,625
Total undiscounted cash flows36,9139,385
Less: Amounts representing interest5,3213,119
Present value of net future minimum lease payments$31,592$6,266

As of September 30, 2025, Busey had commitments totaling $6.0 million fortwo lease contracts with future accounting commencement dates.

Busey as the Lessor

Busey leases office and parking spaces to outside parties. Revenues recorded in connection with these leases, reported in other income on Busey’s Consolidated Statements of Income (Unaudited), are summarized as follows:

Three Months Ended September 30,Nine Months Ended September 30,
(dollars in thousands)2025202420252024
Rental income$214$206$647$612

Noncancellable terms for these leases, all of which are operating leases, extend through 2030. Under the terms of these lease agreements, Busey is entitled to receive aggregate future lease payments as shown in the table below:

(dollars in thousands)As of September 30, 2025
Rents to be received
Remainder of 2025$211
2026738
2027515
2028377
2029197
2030117
Total lease payments from operating leases$2,155

NOTE 6. DEPOSITS

The composition of Busey’s deposits is presented in the table below:

As of
(dollars in thousands)September 30,2025December 31,2024
Deposits
Noninterest-bearing demand deposits$3,554,936$2,719,907
Interest-bearing transaction deposits3,171,2552,423,237
Saving deposits and money market deposits5,910,1833,348,711
Time deposits2,433,7881,490,635
Total deposits$15,070,162$9,982,490

Additional information about Busey’s deposits is presented in the table below:

As of
(dollars in thousands)September 30,2025December 31,2024
Brokered interest-bearing transaction deposits$50,240$—
Brokered savings deposits and money market deposits10,0006,002
Brokered time deposits65,1927,088
Aggregate amount of time deposits with a minimum denomination of $100,0001,621,232860,193
Aggregate amount of time deposits with a minimum denomination that meets or exceeds the FDIC insurance limit of $250,000807,378334,503

Scheduled maturities of time deposits are presented in the table below:

(dollars in thousands)As of September 30, 2025
Time deposits by schedule of maturities
Remainder of 2025$860,688
20261,531,369
202723,194
202810,487
20295,218
20302,409
Thereafter423
Time deposits$2,433,788

NOTE 7. BORROWINGS

Securities Sold Under Agreements to Repurchase

Securities sold under agreements to repurchase, which are classified as secured borrowings, generally mature daily. Securities sold under agreements to repurchase are reflected at the amount of cash received in connection with the transaction. The underlying securities are held by Busey’s safekeeping agent. Busey may be required to provide additional collateral based on fluctuations in the fair value of the underlying securities. Securities sold under agreements to repurchase were as follows:

As of
(dollars in thousands)September 30,2025December 31,2024
Securities sold under agreements to repurchase$147,152$155,610
Weighted average rate for securities sold under agreements to repurchase2.50%2.63%

Revolving Line of Credit

On May 28, 2021, Busey entered into a Second Amended and Restated Credit Agreement, pursuant to which Busey has access to a $40.0 million revolving line of credit bearing an interest rate of 1.80% plus the one-month forward-looking term rate based on SOFR. After executing subsequent amendments, the current termination date for the revolving line of credit is April 30, 2026. As of September 30, 2025, there wasno balance outstanding on the revolving line of credit. The revolving line of credit incurs an insignificant non-usage fee based on any undrawn amounts.

Short-term Borrowings

Busey hadno short term borrowings as of either September 30, 2025, or December 31, 2024. When applicable, Busey’s short-term borrowings include loans maturing within one year of the loan origination date, the current portion of long-term debt that is due within 12 months, and federal funds purchased. Federal funds purchased are short-term borrowings that generally mature betweenone day and 90 days. During the second quarter of 2025, Busey purchased federal funds to test operational availability to access funds if needed.

Long-term Borrowings

Busey’s long-term borrowings consist of borrowings maturing more than one year from the loan origination date, excluding the current portion that is due within 12 months, and finance lease liabilities. Long-term borrowings are presented in the table below:

As of
(dollars in thousands)September 30,2025December 31,2024
Long-term borrowings
FHLB borrowings$79,174$—
Secured borrowings6,991—
Finance lease liabilities6,266—
Total long-term borrowings$92,431$—

Funds borrowed from the FHLB, listed above, consisted oftwelve notes with a weighted average interest rate of 2.22% and a weighted average maturity period of 2.30 years as of September 30, 2025. Maturity dates for the long-term FHLB borrowings range from August 2027 through October 2028.

Acquired SBA loans that did not qualify for sale accounting treatment are presented as secured borrowings. Secured borrowings consisted ofnine notes with a weighted average maturity period of 17.49 years as of September 30, 2025. Maturity dates for the secured borrowings range from September 2030 to March 2046.

Subordinated Notes

On June 1, 2020, Busey issued $125.0 million of fixed-to-floating rate subordinated notes scheduled to mature on June 1, 2030. The subordinated notes, which qualified as Tier 2 capital for regulatory purposes, bore interest at an annual rate of 5.25% for the first five years after issuance. Thereafter, the notes were to bear interest at a floating rate equal to a three-month benchmark rate plus a spread of 5.11%, as calculated on each applicable determination date. The subordinated notes, which were unsecured obligations of the Company, had an optional redemption, in whole or in part, on any interest payment date on or after June 1, 2025. On June 1, 2025, Busey redeemed the entire $125.0 million outstanding principal amount of the subordinated notes.

On June 2, 2022, Busey issued $100.0 million aggregate principal amount of 5.000% fixed-to-floating rate subordinated notes maturing June 15, 2032, which qualify as Tier 2 capital for regulatory purposes. The price to the public for the subordinated notes was 100% of the principal amount of the subordinated notes. Interest on the subordinated notes accrues at a rate equal to (1)5.000% per annum from the original issue date to, but excluding, June 15, 2027, payable semiannually in arrears, and (2) a floating rate per annum equal to a benchmark rate, which is the Three-Month Term SOFR (as defined in the subordinated notes), plus a spread of 252 bps from and including June 15, 2027, payable quarterly in arrears. The subordinated notes have an optional redemption, in whole or in part, on any interest payment date on or after June 15, 2027.

Associated with the M&M acquisition completed on April 1, 2024 (see“Note 2. Mergers and Acquisitions”), Busey acquired a $4.0 million 5.25% fixed-to-floating rate subordinated note maturing December 4, 2030, which qualified as Tier 2 capital for regulatory purposes. Interest on the subordinated note accrues at a rate equal to (1)5.25% per annum from the original issue date to December 4, 2025, and (2) a floating rate per annum equal to a benchmark rate, which is the Three-Month Term SOFR (as defined in the subordinated notes), plus a spread of 497 bps from December 4, 2025. At September 30, 2025, there was animmaterial amount of fair value discount outstanding, to be accreted through the earliest optional redemption date. The subordinated note has an optional redemption, in whole or in part, on or after December 4, 2025. Subsequent to quarter end, on October 24, 2025, Busey issued a conditional notice of full redemption of this subordinated note. The redemption of the subordinated note is subject to and conditioned upon regulatory approval from the Federal Reserve. Assuming the requisite approvals are obtained, the subordinated note will be redeemed on its optional redemption date of December 4, 2025.

Unamortized debt issuance costs related to Busey’s subordinated notes are presented in the following table:

As of
(dollars in thousands)September 30,2025December 31,2024
Unamortized debt issuance costs
Subordinated notes issued in 2020$—$222
Subordinated notes issued in 20227071,004
Total unamortized debt issuance costs$707$1,226

NOTE 8. REGULATORY CAPITAL

First Busey and its subsidiary bank are subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory—and possibly additional discretionary—actions by regulators that, if undertaken, could have a direct material effect on First Busey's consolidated financial statements. Capital amounts and classification also are subject to qualitative judgments by regulators about components, risk weightings, and other factors.

Banking regulations identify five capital categories for insured depository institutions: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized. As of September 30, 2025 and 2024, all capital ratios of First Busey and its subsidiary bank exceeded well capitalized levels under the applicable regulatory capital adequacy guidelines. Management believes that no events or changes have occurred subsequent to September 30, 2025, that would change this designation.

Capital Amounts and Ratios

The following tables summarize regulatory capital requirements applicable to First Busey and its subsidiary bank:

ActualMinimumCapital RequirementMinimumTo Be WellCapitalized
(dollars in thousands)AmountRatioAmountRatioAmountRatio
Common equity Tier 1 capital to risk weighted assets
First Busey$1,907,98212.33%$696,4194.50%$1,005,9386.50%
Busey Bank$2,118,05913.73%$694,1264.50%$1,002,6266.50%
Tier 1 capital to risk weighted assets
First Busey$2,130,73213.77%$928,5586.00%$1,238,0788.00%
Busey Bank$2,118,05913.73%$925,5016.00%$1,234,0028.00%
Total capital to risk weighted assets
First Busey$2,458,55315.89%$1,238,0788.00%$1,547,59710.00%
Busey Bank$2,262,30214.67%$1,234,0028.00%$1,542,50210.00%
Leverage ratio of Tier 1 capital to average assets
First Busey$2,130,73211.62%$733,3274.00%N/AN/A
Busey Bank$2,118,05911.59%$731,2194.00%$914,0245.00%
ActualMinimumCapital RequirementMinimumTo Be WellCapitalized
(dollars in thousands)AmountRatioAmountRatioAmountRatio
Common equity Tier 1 capital to risk weighted assets
First Busey$1,237,30114.10%$394,8404.50%$570,3256.50%
Busey Bank$1,438,29616.46%$393,2774.50%$568,0676.50%
Tier 1 capital to risk weighted assets
First Busey$1,314,30114.98%$526,4536.00%$701,9388.00%
Busey Bank$1,438,29616.46%$524,3696.00%$699,1598.00%
Total capital to risk weighted assets
First Busey$1,625,94318.53%$701,9388.00%$877,42210.00%
Busey Bank$1,520,93817.40%$699,1598.00%$873,94910.00%
Leverage ratio of Tier 1 capital to average assets
First Busey$1,314,30111.06%$475,3484.00%N/AN/A
Busey Bank$1,438,29612.14%$473,8784.00%$592,3475.00%

Capital Conservation Buffer

In July 2013, U.S. federal banking authorities approved the Basel III Rule for strengthening international capital standards. The Basel III Rule introduced a capital conservation buffer, composed entirely of common equity Tier 1 capital, which is added to the minimum risk-weighted asset ratios. The capital conservation buffer is not a minimum capital requirement; however, banking institutions with a ratio of common equity Tier 1 capital to risk-weighted assets below the capital conservation buffer will face constraints on dividends, equity repurchases, and discretionary bonus payments based on the amount of the shortfall. In order to refrain from restrictions on dividends, equity repurchases, and discretionary bonus payments, banking institutions must maintain minimum ratios of (1) common equity Tier 1 capital to risk-weighted assets of at least 7.0%, which First Busey exceeded by 533 bps as of September 30, 2025, (2) Tier 1 capital to risk-weighted assets of at least 8.5%, which First Busey exceeded by 527 bps as of September 30, 2025, and (3) total capital to risk-weighted assets of at least 10.5%, which First Busey exceeded by 539 bps as of September 30, 2025.

NOTE 9. TAX CREDIT INVESTMENTS AND OTHER INVESTMENTS IN UNCONSOLIDATED ENTITIES

Busey’s investments in unconsolidated entities and related unfunded investment obligations are reflected in other assets and other liabilities on the Consolidated Balance Sheets (Unaudited), and are summarized in the table below for the periods indicated:

As of
(dollars in thousands)LocationSeptember 30,2025December 31,2024
Investments in unconsolidated entities
Funded investmentsOther assets$90,776$70,796
Unfunded investmentsOther assets47,65961,210
Investments in unconsolidated entities$138,435$132,006
Unfunded investment obligationsOther liabilities$47,659$61,210

Upon adoption of ASU 2023-02 on January 1, 2024, Busey elected to apply the proportional amortization method in accounting for investments in tax-advantaged projects. Income tax credits and other tax benefits related to these investments, net of investment amortization, are included as a component of Busey’s estimated annual effective tax rate used for the calculation of income taxes presented on the Consolidated Statements of Income (Unaudited). Actual amounts of income tax credits and other benefits, along with the investment amortization, are presented in the table below:

Three Months Ended September 30,Nine Months Ended September 30,
(dollars in thousands)2025202420252024
Income tax credits and other tax benefits$4,446$4,040$13,354$11,941
Amortization of investments in tax-advantaged projects3,9683,57511,90510,593

NOTE 10. STOCK-BASED COMPENSATION

CrossFirst Acquisition

The CrossFirst acquisition impacted Busey and CrossFirst equity awards:

Treatment of Busey’s Equity Awards

Following the closing of the CrossFirst acquisition, except as otherwise provided in the CrossFirst Merger Agreement, Busey equity awards generally remain outstanding and subject to the same terms and conditions as applied immediately prior to the time at which the CrossFirst acquisition became effective (the “effective time”). Notable changes to Busey’s equity awards are as follows:

ROATCE PSUs — Each PSU issued by Busey that is earned based on Core Return on Average Tangible Common Equity (the “ROATCE PSUs”) and was outstanding immediately prior to the effective time was deemed earned with the achievement of the applicable performance goals based on actual performance through December 31, 2024, the latest practicable date prior to the effective time, and otherwise remains subject to the same terms and conditions (including service-based vesting terms) as applied to such ROATCE PSUs immediately prior to the effective time. The ROATCE PSUs have been deemed earned (i) at 100% of the target level of performance, for the ROATCE PSUs granted in 2023 and (ii) at 75% of the target level of performance, for the ROATCE PSUs granted in 2024.

TSR PSUs — Each Busey PSU previously granted that is tied to total stockholder return (“TSR”, and such PSUs, the “TSR PSUs”) with a performance period that ended December 31, 2024, (excluding TSR PSUs previously held by retirees) was replaced, and each TSR PSU outstanding immediately prior to the effective time with performance periods ending December 31, 2025, and December 31, 2026, (including existing TSR PSUs held by retirees) was modified, each effective March 1, 2025, such that the resulting new or modified PSUs (collectively, the “Merger PSUs”) will be earned based on Busey’s relative TSR rank as compared to the KBW Regional Banking Index, measured at the end of a performance period commencing January 1, 2025, and ending December 31, 2026. The Merger PSUs are subject to the terms and conditions of Busey’s Amended 2020 Equity Incentive Plan and the applicable award agreements. The target number of PSUs subject to each such Merger PSU was determined based on the number of PSUs that would have been earned in respect of the corresponding TSR PSU had performance for such corresponding TSR PSU been determined based on actual performance as of August 26, 2024, the day immediately prior to the announcement of the Merger, which is (i) in the case of the 2022 TSR PSUs,94.5% of the original target level of performance, (ii) in the case of the 2023 TSR PSUs,96.2% of the original target level of performance, and (iii) in the case of the 2024 TSR PSUs,76.9% of the original target level of performance. Such target number also reflects the number of dividend equivalents accrued in respect of the corresponding existing TSR PSU that would have been earned based on the same actual TSR performance.

Busey RSUs — Each outstanding Busey time-based restricted stock unit award (the “Busey RSUs”) will vest in equal annual installments over three (3) years following the effective time; provided that if any Busey RSU would otherwise vest by its terms on an earlier date, any then-unvested portion as of such date shall vest on such original vesting date.

Each Busey equity award will be subject to double-trigger vesting upon an involuntary termination within twelve (12) months following the effective time (at target performance, in the case of Merger PSUs).

Treatment of CrossFirst’s Equity Awards

Equity awards based on CrossFirst Common Stock that were outstanding immediately prior to the effective time were converted, at the effective time, either to Busey Common Stock or to equity awards based on Busey Common Stock, as follows:

Director equity awards — Each CrossFirst restricted stock award held by a CrossFirst non-employee director and each deferred share of CrossFirst Common Stock that was credited to a director participant’s account under the CrossFirst 2018 Directors’ Deferred Fee Plan was converted into the right to receive 0.6675 shares of Busey Common Stock (the “Exchange Ratio”).

CrossFirst RSUs — Each CrossFirst time-based restricted stock unit award (“CrossFirst RSU”) was converted into a restricted stock unit in respect of Busey Common Stock (a “Busey RSU”) based on the Exchange Ratio, rounded to the nearest whole share, subject to the same terms and conditions as were applicable to the CrossFirst RSUs prior to the effective time.

CrossFirst PSUs — Each CrossFirst performance-based restricted stock unit award (“CrossFirst PSU”) was converted into a time-based Busey RSU based on the Exchange Ratio, subject to the same terms and conditions as were applicable to the CrossFirst PSUs prior to the effective time, assuming the achievement of the applicable performance goals based on, for the CrossFirst PSUs granted in 2023, actual performance through December 31, 2024, and, for the CrossFirst PSUs granted in 2024, target performance, rounded to the nearest whole share.

CrossFirst SSARs — Each CrossFirst SSAR was converted into a stock appreciation right in respect of Busey Common Stock based on the Exchange Ratio, rounded down to the nearest whole share (and exercise price rounded up to the nearest cent), generally subject to the same terms and conditions as were applicable to the CrossFirst SSAR prior to the effective time.

Stock Options

Busey has outstanding stock options assumed from a 2017 acquisition. A summary of the status of, and changes in, Busey's stock option awards for the nine months ended September 30, 2025, follows:

OptionsSharesWeighted-AverageExercisePriceWeighted-AverageRemainingContractualTermIntrinsicValue ($000's)
Outstanding at December 31, 202415,106$23.531.87 years$1
Outstanding at September 30, 202515,10623.531.13 years—
Exercisable at September 30, 202515,10623.531.13 years—

Stock Settled Appreciation Rights

Busey issued replacement awards in the form of SSARs as part of the acquisition of CrossFirst. These awards were issued under the CrossFirst Bankshares 2018 Omnibus Equity Incentive Plan with exercise prices equal to the closing price of CrossFirst’s common shares on the original date for each award adjusted by the Exchange Ratio of 0.6675, rounded up to the nearest cent. At grant, SSARs typically vested ratably over seven years of continuous service with aten-year orfifteen-year contractual term. At grant, replacement SSARs had a weighted average remaining contractual term of 5.4 years, and unvested replacement SSARs had a weighted average remaining vesting period of 3.2 years. The fair value of each SSAR was estimated at acquisition date using a Monte Carlo simulation since the awards were all in-the-money. The fair value of SSARs that have vested during 2025 was $3.6 million.

A summary of SSAR activity during 2025 is presented below:

SSARs · Shares · Weighted-AverageExercisePrice · Weighted-AverageRemainingContractualTerm · IntrinsicValue ($000's)
Outstanding at December 31, 2024—$——$—
Replacement of CrossFirst SSARs424,39015.78
Exercised1(119,842)13.31
Forfeited(4,005)16.00
Expired(30,145)23.23
Outstanding at September 30, 2025270,39816.045.23 years1,922
Exercisable at September 30, 2025249,74715.625.17 years1,881
  1. The aggregate intrinsic value of SSARs exercised during 2025 was $1.1 million.

The following table provides the range of assumptions used in the Monte Carlo simulations to value CrossFirst awards that were replaced at acquisition, the weighted average grant date fair value, and information related to SSARs exercised for the indicated periods, as well as the remaining compensation cost to be recognized and the period over which the amount will be recognized as of the dates indicated:

(dollars in thousands, except per share amounts)Nine Months Ended September 30, 2025
Assumptions
Expected volatility129.10% – 36.70%
Expected dividends24.17%
Simulation term3, 4, 54.20 years – 5.69 years
Risk-free rate63.97% – 4.03%
Weighted average grant date fair value per share$8.94
  1. Expected volatility was calculated using a historical volatility of Busey’s stock price over a period commensurate with the simulation term of the SSARs.

  2. The dividend yield was calculated using Busey’s annual dividend and closing stock price on the date of acquisition.

  3. The simulation term was commensurate with the midpoint of the longest expected term across all SSARs and was impacted by expected exercise behavior and termination rate.

  4. As a component of determining the simulation term, exercise was assumed to occur at the earlier of the midpoint of i) the greater of the weighted average time to vest or the time the options are in the money, and the time the SSARs expire, ii)90 days following the occurrence of a termination, or iii) the end of the contractual term.

  5. As a component of determining the simulation term, termination rate was assumed to be between 25% and 50% in the first year following the acquisition and 5% for every year thereafter.

  6. The risk-free rate for the simulation term of the SSARs was based on the continuously compounded semi-annual zero-coupon U.S. Treasury rates.

2020 Equity Plan

Busey has granted RSU, PSU, and DSU awards under the terms of its 2020 Equity Plan. Upon vesting and delivery, shares are expected, though not required, to be issued from treasury stock. There were 685,515 shares available for issuance under the 2020 Equity Plan as of September 30, 2025.

A description of RSU, PSU, and DSU awards granted in 2025 under the terms of the 2020 Equity Plan is provided below. Further information related to awards granted in prior years has been presented in the Annual Reports previously filed with the SEC corresponding to the year of each award grant.

RSU Awards

Busey grants RSU awards to members of management periodically throughout the year. RSU awards are stock-based awards for which vesting is conditional upon meeting established service criteria. Each RSU represents the future right to receiveone share of Busey’s common stock. Recipients earn quarterly dividend equivalents on their respective RSUs, which entitle the recipients to additional units. Therefore, dividends earned each quarter compound based upon the updated unit balances.

On March 26, 2025, under the terms of the 2020 Equity Plan, Busey granted 348,269 RSUs to members of management. The grant date fair value of the award was $7.7 million, which will be recognized as compensation expense over the requisite service period. These awards will vest in equal installments on each of the first three anniversaries of the grant date. The terms of these awards included an accelerated vesting provision upon eligible retirement from Busey, after aone-year minimum requisite service period.

On May 29, 2025, under the terms of the 2020 Equity Plan, Busey granted 4,494 RSUs to members of management. The grant date fair value of the award was $0.1 million, which will be recognized as compensation expense over the requisite service period. These awards will vest in equal installments on each of the first three anniversaries of the grant date.

On July 23, 2025, under the terms of the 2020 Equity Plan, Busey granted 13,724 RSUs to members of management. The grant date fair value of the award was $0.3 million, which will be recognized as compensation expense over the requisite service period. These awards will vest on July 23, 2028.

A summary of changes in Busey’s RSU awards for the nine months ended September 30, 2025, is as follows:

RSU AwardsSharesWeighted-AverageGrant DateFair Value
Nonvested at December 31, 20241,066,772$21.80
Conversion of Busey ROATCE PSUs to RSUs157,09423.99
Replacement of CrossFirst RSUs and PSUs341,04823.99
Granted366,48722.22
Dividend equivalents earned48,06022.30
Vested(451,041)20.03
Forfeited(133,212)22.38
Nonvested at September 30, 20251,395,20823.23

PSU Awards

Busey grants PSU awards to members of management periodically throughout the year. PSU awards are stock-based awards for which vesting is conditional upon meeting established performance criteria for the applicable performance period and providing continuous service through the end of such performance period. Each PSU represents the future right to receiveone share of Busey’s common stock. The number of PSUs that ultimately vest will be determined based on the extent to which the established performance criteria are achieved. Busey’s PSUs are subject to accelerated service-based vesting conditions upon eligible retirement from Busey. After performance determination, dividend equivalents are compounded based upon the updated PSU balances at each dividend date during the performance period.

On March 1, 2025, under the terms of the 2020 Equity Plan, in connection with the CrossFirst acquisition, Busey granted a target of 59,471 Merger PSUs to replace the 2022 TSR PSUs with a maximum award of 95,154 units. The actual number of units issued at the vesting date could range from 0% to 160% of the initial grant, depending on attaining a relative total stockholder return performance goal. The grant date fair value of the award, calculated using the Geometric Brownian Motion Model, is $1.3 million, which will be recognized in compensation expense over the performance period ending December 31, 2026.

On March 26, 2025, under the terms of the 2020 Equity Plan, Busey granted a target of 174,126 PSUs with a maximum award of 278,602 units. The actual number of units issued at the vesting date could range from 0% to 160% of the initial grant, depending on attaining a relative total stockholder return performance goal. The grant date fair value of the award, calculated using the Geometric Brownian Motion Model, is $3.4 million, which will be recognized in compensation expense over the performance period ending December 31, 2027.

On March 26, 2025, under the terms of the 2020 Equity Plan, Busey granted a target of 174,126 PSUs with a maximum award of 278,602 units. The actual number of units issued at the vesting date could range from 0% to 160% of the initial grant, depending on attaining an adjusted return on average tangible common equity performance goal. The grant date fair value of the award was $3.9 million, which will be recognized in compensation expense over the performance period ending December 31, 2027. The actual amount of compensation expense recognized for these awards is subject to adjustment based on the extent to which performance goals are expected to be achieved.

A summary of changes in Busey’s PSU awards for the nine months ended September 30, 2025, is as follows:

PSU AwardsShares1Weighted-AverageGrant DateFair Value
Nonvested at December 31, 2024372,042$21.15
Modifications based on CrossFirst acquisition2(181,828)20.43
Granted407,72320.99
Dividend equivalents earned12520.83
Vested(6,131)20.87
Forfeited(45,878)20.95
Nonvested at September 30, 2025546,05321.29
  1. Shares for PSU awards represent target shares at the grant date.

  2. Modifications include PSUs that were converted to RSUs as well as balance adjustments related to the 2023 TSR PSUs and the 2024 TSR PSUs.

DSU Awards

Busey grants DSU awards to its non-employee directors. DSU awards are stock-based awards with a deferred settlement date. Each DSU represents the future right to receiveone share of Busey’s common stock. DSUs vest over aone-year period following the grant date. Under the 2020 Equity Plan, DSUs are generally subject to the same terms as RSUs, except that following vesting of DSUs, settlement occurs within 30 days following the earlier of separation from the board or a change in control of the Company. After vesting and prior to delivery, DSUs will continue to earn dividend equivalents.

On March 26, 2025, under the terms of the 2020 Equity Plan, Busey granted 39,846 DSUs to non-employee directors. The grant date fair value of the award totaled $0.9 million and will be recognized as compensation expense over the requisite service period ofone year. Subsequent to the requisite service period, the awards will become 100% vested.

A summary of changes in Busey’s DSU awards for the nine months ended September 30, 2025, is as follows:

DSU AwardsSharesWeighted-AverageGrant DateFair Value
Nonvested at December 31, 202436,893$23.40
Granted39,84622.16
Dividend equivalents earned6,44722.73
Vested(42,424)23.33
Nonvested at September 30, 202540,76222.15
Vested and outstanding at September 30, 2025144,46123.01

Employee Stock Purchase Plan

The ESPP initially reserved for issuance and purchase an aggregate of 600,000 shares of Busey’s common stock. The first offering under the ESPP began on July 1, 2021. There were 314,203 shares available for issuance under the ESPP as of September 30, 2025.

Stock-based Compensation Expense

Busey recognized compensation expense related to non-vested equity awards as summarized in the table below:

Three Months Ended September 30, · Nine Months Ended September 30,
(dollars in thousands)Location2025202420252024
Stock-based compensation expense
SSARsSalaries, wages, and employee benefits$14$—$121$—
RSU awardsSalaries, wages, and employee benefits2,6001,0578,2963,012
PSU awards1Salaries, wages, and employee benefits1,3819763,8262,037
DSU awardsOther expense223211620615
ESPPSalaries, wages, and employee benefits8047262164
Total stock-based compensation expense$4,298$2,291$13,125$5,828
  1. Expense for PSU awards with a relative total stockholder return performance goal represents amounts based on target shares at the grant date. Expense for PSU awards with return on average tangible common equity and compounded annual revenue growth rate performance goals represents amounts based on target shares at the grant date, adjusted for performance expectations as of the date indicated.

As all outstanding stock options were fully vested, no compensation expense was recorded for stock options for the three or nine months ended September 30, 2025, or 2024, andno unrecognized compensation expense remains for Busey’s stock option awards as of September 30, 2025.

Unamortized compensation expense related to non-vested equity awards is summarized in the table below:

As of
(dollars in thousands)September 30,2025December 31,2024
Unamortized stock-based compensation
SSARs$114$—
RSU awards11,4027,093
PSU awards17,1463,043
DSU awards428181
Total unamortized stock-based compensation$19,090$10,317
Weighted average period over which expense is to be recognized on awards issued under Busey's 2020 Equity Plan1.9 years2.5 years
Weighted average period over which expense is to be recognized on CrossFirst replacement awards1.3 years—
  1. Unamortized expense for PSU awards with a market-based total stockholder return performance goal represents amounts based on target shares at grant date. Unamortized expense for PSU awards with return on average tangible common equity and compounded annual revenue growth rate performance goals represents amounts based on target shares at grant date, adjusted for performance expectations as of the date indicated.

NOTE 11. OUTSTANDING COMMITMENTS AND CONTINGENT LIABILITIES

Commitments and Credit Risk

A summary of the contractual amount of Busey’s exposure to off-balance sheet risk relating to the Company’s commitments follows:

As of
(dollars in thousands)September 30,2025December 31,2024
Off-Balance Sheet Commitments
Commitments to extend credit$4,766,360$2,512,714
Standby letters of credit132,38535,464
Total commitments$4,898,745$2,548,178

Legal Matters

Busey is a party to legal actions which arise in the normal course of its business activities. Legal and administrative proceedings are subject to inherent uncertainties, and while unfavorable outcomes could occur, Busey does not believe at this time that any potential liabilities relating to pending or potential legal matters are likely to have a material impact on Busey's results of operations or financial position.

Franchise Tax Matter

In 2021, Busey received an inquiry from the Illinois Secretary of State, pursuant to which the Illinois Secretary of State asked for additional information regarding certain of Busey’s franchise tax filings and the calculation of amounts due thereunder. The franchise tax is established by the Illinois Business Corporation Act (“BCA”) 805 ILCS 5/1 et seq., and is a tax imposed on foreign and domestic corporations for the privilege of conducting business in Illinois. Busey has been cooperating with the inquiry and has delivered additional BCA forms requested by the Illinois Secretary of State, with a full reservation of rights by Busey, including seeking judicial relief, if necessary, with respect to any potential dispute regarding Busey’s preparation of the BCA forms and the calculation of the franchise taxes due.

On March 20, 2025, the Illinois Secretary of State requested that Busey resubmit the requested forms using a proposed methodology for paid-in capital that Busey views as inconsistent with the Illinois Secretary of State’s past practice, and existing statutory and case law. Accordingly, on May 14, 2025, within the Illinois Secretary of State’s requested timeframe, Busey informed the Illinois Secretary of State that it would not resubmit the requested forms with the methodology that Busey disputes and requested that the parties instead continue good faith discussions. On July 2, 2025, Busey received a notice of hearing from the Illinois Secretary of State indicating that an administrative hearing has been scheduled to “ascertain” the required amount of franchise taxes, penalties, interest, fees, and charges purportedly due from Busey to the Illinois Secretary of State. In the notice, the Illinois Secretary of State requested a determination of an amount due that the Illinois Secretary of State preliminarily estimated to be in excess of $28 million, including in excess of $17.4 million in interest and in excess of $0.3 million in penalties. Busey disagrees with the Illinois Secretary of State’s preliminary estimate and believes that the Illinois Secretary of State’s request is contrary not only to the Illinois Secretary of State’s past practice, but also existing statutory and case law. Busey intends to vigorously defend itself against the Illinois Secretary of State’s notice, including through appropriate judicial relief, if necessary. On July 31, 2025, First Busey filed a special appearance with the Illinois Secretary of State’s Department of Administrative Hearings solely for the limited purpose of contesting the jurisdiction of the Illinois Secretary of State to initiate and conduct the administrative hearing.

Where a loss is believed to be reasonably possible, but not probable, or the loss cannot be reasonably estimated, no accrual is required. Given the underlying disagreement between Busey and the Illinois Secretary of State on the proper methodology for calculating any franchise tax owed, the loss cannot be reasonably estimated. It is reasonably possible that this matter could require Busey to pay additional taxes, including potential penalties and interest, or make other expenditures or accrue liabilities in amounts that could not be reasonably estimated as of September 30, 2025. If the likelihood of potential liabilities elevates and Busey becomes able to reasonably estimate the loss, requiring an accrual, the potential future liabilities could be material in the period(s) in which they are recorded.

NOTE 12. DERIVATIVE FINANCIAL INSTRUMENTS

Busey utilizes interest rate swap agreements as part of its asset liability management strategy to help manage its interest rate risk position. Additionally, Busey enters into derivative financial instruments, including interest rate lock commitments issued to residential loan customers for loans that will be held for sale; forward sales commitments to sell residential mortgage loans to investors; and interest rate swaps and risk participation agreements with customers and other third parties. See “Note 13: Fair Value Measurements” for further discussion of the fair value measurement of such derivatives.

To secure its obligations under derivative contracts, Busey pledged cash and held collateral as follows:

As of
(dollars in thousands)September 30,2025December 31,2024
Cash pledged to secure obligations under derivative contracts$14,400$21,900
Collateral held to secure obligations under derivative contracts8,14020,260

Derivative Instruments Designated as Hedges

Busey entered into derivative instruments designated as cash flow hedges. For a derivative instrument that is designated and qualifies as a cash flow hedge, the change in fair value of the derivative instrument is reported as a component of OCI and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Changes in fair value of components excluded from the assessment of effectiveness are recognized in current earnings.

Interest Rate Swaps Designated as Cash Flow Hedges

Interest rate swaps with notional amounts totaling $500.0 million as of both September 30, 2025, and December 31, 2024, were designated as cash flow hedges. Busey entered into a $300.0 million receive-fixed, pay-floating interest rate swap to reduce Busey’s asset sensitivity (Prime Loan Swap). Duration was added to Busey’s loan portfolio by fixing a portion of floating prime-based loans. Interest rates had risen above their historical lows allowing Busey to lock in a portion of its loan portfolio to reduce asset sensitivity while creating a more stable margin in a volatile rate market. These hedges were determined to be highly effective during the period, and Busey expects its hedges to remain highly effective during the remaining terms of the swaps. Further, Busey entered into forward-starting SOFR-based receive-fixed pay-floating interest rate swaps totaling $200.0 million to reduce Busey’s asset sensitivity (SOFR Loan Swaps). These hedges were determined to be highly effective during the period, and Busey expects its hedges to remain highly effective during the remaining terms of the swaps. Changes in the fair value of these interest rate swaps were recorded net of tax in OCI.

A summary of the interest-rate swaps designated as cash flow hedges is presented below:

As of
(dollars in thousands) · Location · September 30,2025 · December 31,2024
Prime Loan Swap
Notional amount$300,000$300,000
Weighted average rate: receive-fixed4.81%4.81%
Weighted average variable Prime pay rates7.37%7.62%
Weighted average maturity3.35 years4.10 years
SOFR Loan Swaps
Notional amount$200,000$200,000
Weighted average rate: receive-fixed3.78%3.78%
Weighted average variable 1-month CME Term SOFR pay rates4.25%—
Weighted average maturity4.01 years4.76 years
Gross aggregate fair value of the swaps
Gross aggregate fair value of swap assetsOther assets$3,617$—
Gross aggregate fair value of swap liabilitiesOther liabilities15,67027,770
Balances carried in AOCI
Unrealized gains (losses) on cash flow hedges, net of taxAOCI$(8,010)$(19,805)

During the next 12 months, Busey expects to reclassify unrealized gains and losses from OCI to interest income as shown in the following table. Amounts actually recognized could differ from these expectations due to changes in interest rates, hedge de-designations, and the addition of other hedges subsequent to September 30, 2025.

(dollars in thousands)As of September 30, 2025
Unrealized gains (losses) expected to be reclassified from OCI to interest income$(716)

Interest income and interest expense recorded on these swap transactions is presented in the following table:

Three Months Ended September 30,Nine Months Ended September 30,
(dollars in thousands)2025202420252024
Interest on swap transactions
Increase (decrease) in interest income on swap transactions$(2,304)$(2,776)$(6,629)$(8,366)
(Increase) decrease in interest expense on swap transactions—412—1,378
Net increase (decrease) in net interest income on swap transactions$(2,304)$(2,364)$(6,629)$(6,988)

Net gains (losses) relating to cash flow derivative instruments that were recorded in OCI on the Consolidated Statements of Income (Unaudited) are presented in the table below:

Three Months Ended September 30,Nine Months Ended September 30,
(dollars in thousands)2025202420252024
Unrealized gains (losses) on cash flow hedges
Net gain (loss) recognized in OCI, net of tax$(363)$7,439$6,876$211
(Gain) loss reclassified from OCI to interest income, net of tax1,7211,9844,9195,981
(Gain) loss reclassified from OCI to interest expense, net of tax—(294)—(985)
Net change in unrealized gains (losses) on cash flow hedges, net of tax$1,358$9,129$11,795$5,207

Derivative Instruments Not Designated as Hedges

Interest Rate Swaps Not Designated as Hedges

Busey may offer derivative contracts to its customers in connection with their risk management needs. Busey manages the risk associated with these contracts by entering into equal and offsetting derivative agreements with third-party dealers. These contracts supported variable rate, commercial loan relationships totaling $1.01 billion as of September 30, 2025, and $719.2 million as of December 31, 2024. These derivatives generally worked together as an economic interest rate hedge, but Busey did not designate them for hedge accounting treatment. Consequently, changes in fair value of the corresponding derivative financial asset or liability were recorded as either a charge or credit to current earnings during the period in which the changes occurred.

Amounts and fair values of derivative assets and derivative liabilities related to customer interest rate swaps recorded on the Consolidated Balance Sheets (Unaudited) are summarized as follows:

As of September 30, 2025 · As of December 31, 2024
(dollars in thousands)LocationNotionalAmountFairValueNotionalAmountFairValue
Derivative assets not designated as hedging instruments
Interest rate swaps: receive-fixed, pay-floatingOther assets$521,477$10,746$156,539$1,465
Interest rate swaps: receive-floating, pay-fixedOther assets487,10719,420562,69728,854
Derivative assets not designated as hedging instruments$1,008,584$30,166$719,236$30,319
Derivative liabilities not designated as hedging instruments
Interest rate swaps: receive-fixed, pay-floatingOther liabilities$487,107$19,420$562,697$28,854
Interest rate swaps: receive-floating, pay-fixedOther liabilities521,47710,746156,5391,465
Derivative liabilities not designated as hedging instruments$1,008,584$30,166$719,236$30,319

Changes in fair value of these derivative assets and liabilities are included in the Consolidated Statements of Income (Unaudited) and are summarized as follows:

Three Months Ended September 30, · Nine Months Ended September 30,
(dollars in thousands)Location2025202420252024
Interest rate swaps
Receive-fixed, pay-floatingNoninterest expense$(1,083)$(9,224)$(21)$(3,050)
Receive-floating, pay-fixedNoninterest expense1,0839,224213,050
Net change in fair value of interest rate swaps$—$—$—$—

Risk Participation Agreements

To manage the credit risk exposure related to customer-facing swaps, Busey entered into risk participation agreements in conjunction with loan participation arrangements with other financial institutions. Under these risk participation agreements, Busey purchased credit risk participation, paying an up-front fee to a counterparty to accept a portion of its credit exposure, and will receive a payment from the counterparty if the swap customer defaults on its obligations. Busey also assumed additional risk participation agreements entered into by CrossFirst, in which CrossFirst purchased credit risk participation, and Busey will receive a payment from the counterparty if the swap customer defaults on its obligations.

In connection with the CrossFirst acquisition, Busey assumed risk participation agreements entered into by CrossFirst, under which CrossFirst sold credit risk participation, receiving an up-front fee from a counterparty in exchange for accepting a portion of the counterparty’s credit exposure. Under these agreements, Busey will be required to make a payment to the counterparty if the swap customer defaults on its obligations.

Notional amounts of the risk participation agreements reflect the participating banks’ pro-rata shares of the derivative instruments, consistent with their shares of the related participated loans. The risk participation agreements mature between October 2025 and August 2030, and are summarized as follows:

As of
(dollars in thousands)September 30,2025December 31,2024
Risk participation agreements purchased
Number of risk participation agreements125
Notional amount$73,919$40,092
Fair value395
Risk participation agreements sold
Number of risk participation agreements12—
Notional amount$106,453$—
Fair value59—

Mortgage Banking Derivatives

Interest Rate Lock Commitments

Interest rate lock commitments that meet the definition of derivative financial instruments under ASC Topic 815“Derivatives and Hedging” are carried at their fair values in other assets or other liabilities on the Consolidated Balance Sheets (Unaudited), with changes in the fair values of the corresponding derivative financial assets or liabilities recorded as either a charge or credit to current earnings during the period in which the changes occurred.

Forward Sales Commitments

Busey economically hedges mortgage loans held for sale and interest rate lock commitments issued to its residential loan customers related to loans that will be held for sale by obtaining corresponding forward sales commitments with an investor to sell the loans at an agreed-upon price at the time the interest rate locks are issued to the customers. Forward sales commitments that meet the definition of derivative financial instruments under ASC Topic 815“Derivatives and Hedging” are carried at their fair values in other assets or other liabilities on the Consolidated Balance Sheets (Unaudited). While such forward sales commitments generally served as an economic hedge to mortgage loans held for sale and interest rate lock commitments, Busey did not designate them for hedge accounting treatment. Changes in fair value of the corresponding derivative financial asset or liability were recorded as either a charge or credit to current earnings during the period in which the changes occurred.

Amounts and fair values of mortgage banking derivatives included on the Consolidated Balance Sheets (Unaudited) are summarized as follows:

As of September 30, 2025 · As of December 31, 2024
(dollars in thousands)LocationNotionalAmountFairValueNotionalAmountFairValue
Mortgage banking derivative assets
Interest rate lock commitmentsOther assets$6,515$132$2,430$28
Forward sales commitmentsOther assets4,679193,45721
Mortgage banking derivative assets$11,194$151$5,887$49
Mortgage banking derivative liabilities
Interest rate lock commitmentsOther liabilities$—$—$436$4
Forward sales commitmentsOther liabilities9,290781,9556
Mortgage banking derivative liabilities$9,290$78$2,391$10

Gains and losses relating to these derivative instruments are reported in noninterest income, and are summarized as follows for the periods presented:

Three Months Ended September 30, · Nine Months Ended September 30,
(dollars in thousands)Location2025202420252024
Net gains (losses) on mortgage banking derivatives
Gains (losses) on interest rate lock commitmentsMortgage revenue$177$121$658$569
Gains (losses) on forward sales commitmentsMortgage revenue(14)(91)(75)(165)
Net gains (losses) on mortgage banking derivatives$163$30$583$404

NOTE 13. FAIR VALUE MEASUREMENTS

The fair value of an asset or liability is the price that would be received by selling that asset or paid in transferring that liability (exit price) in an orderly transaction occurring in the principal market (or most advantageous market in the absence of a principal market) for such asset or liability. ASC Topic 820“Fair Value Measurement” establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:

Level 1 Inputs—Unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 2 Inputs—Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatility, prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other means.

Level 3 Inputs—Unobservable inputs for estimating the fair values of assets or liabilities that reflect the Company’s own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.

A description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below. These valuation methodologies were applied to Busey’s assets and liabilities that are carried at fair value.

In general, fair value estimates are based upon quoted market prices, when available. If such quoted market prices are not available, fair values are estimated utilizing independent valuation techniques that consider identical or similar securities for which significant assumptions are derived primarily from or corroborated by observable data. Valuation adjustments may be made to ensure that financial instruments are recorded at their estimated fair values. These adjustments may include amounts to reflect, among other things, counterparty credit quality and the company's creditworthiness as well as unobservable parameters. Any such valuation adjustments are applied consistently over time. While management believes Busey's valuation methodologies are appropriate and consistent with other market participants, the use of different methodologies or assumptions to estimate the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

Financial Assets and Financial Liabilities Measured at Fair Value on a Recurring Basis

Debt Securities Available for Sale

Debt securities classified as available for sale are reported at fair value, which is estimated using Level 2 inputs. Busey obtains fair value measurements from an independent pricing service. The independent pricing service utilizes evaluated pricing models that vary by asset class and incorporate available trade, bid, and other market information. Because many fixed income securities do not trade on a daily basis, the independent pricing service applies available information to prepare evaluations, with a focus on observable market data such as benchmark curves, benchmarking of like securities, sector groupings, and matrix pricing.

The independent pricing service uses model processes, such as the Option Adjusted Spread model, to assess interest rate impact and develop prepayment scenarios. Models and processes take into account market conventions. For each asset class, a team of evaluators gathers information from market sources and integrates relevant credit information, perceived market movements, and sector news into the evaluated pricing applications and models.

Market inputs that the independent pricing service normally seeks for evaluations of securities, listed in approximate order of priority, include: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications. The independent pricing service also monitors market indicators, industry, and economic events. For certain security types, additional inputs may be used or some of the market inputs may not be applicable. Evaluators may prioritize inputs differently on any given day for any security based on market conditions, and not all inputs listed are available for use in the evaluation process for each security evaluation on a given day. Because the data utilized was observable, the securities have been classified as Level 2.

Equity Securities

Equity securities are reported at fair value, which is estimated using Level 1 or Level 2 inputs. Fair value measurements of mutual funds or stock in active markets are estimated using unadjusted quoted prices for identical assets at the measurement date and are classified as Level 1. Fair value measurements of stock that are not active use quoted prices for identical or similar assets in markets and are classified as Level 2.

Derivative Assets and Derivative Liabilities

Busey’s derivative assets and derivative liabilities are reported at fair value, which is measured using Level 2 or Level 3 inputs. Fair values of derivative assets and liabilities are estimated based on prices that are obtained from a third-party which uses observable market inputs and, with the exception of risk participation agreements, are classified as Level 2. Due to the significance of unobservable inputs, derivative assets and liabilities related to risk participation agreements are classified as Level 3.

The following tables summarize financial assets and financial liabilities measured at estimated fair value on a recurring basis:

(dollars in thousands)Level 1InputsLevel 2InputsLevel 3InputsTotalFair Value
Debt securities available for sale:
Obligations of U.S. government corporations and agencies$—$113,605$—$113,605
Obligations of states and political subdivisions—247,544—247,544
Asset-backed securities—285,562—285,562
Commercial mortgage-backed securities—135,981—135,981
Residential mortgage-backed securities—1,267,576—1,267,576
Corporate debt securities—48,991—48,991
Equity securities19015,741—15,931
Derivative assets—33,9343933,973
Derivative liabilities—45,9145945,973
(dollars in thousands)Level 1InputsLevel 2InputsLevel 3InputsTotalFair Value
Debt securities available for sale:
Obligations of U.S. government corporations and agencies$—$1,400$—$1,400
Obligations of states and political subdivisions—139,829—139,829
Asset-backed securities—336,557—336,557
Commercial mortgage-backed securities—92,174—92,174
Residential mortgage-backed securities—1,087,210—1,087,210
Corporate debt securities—153,051—153,051
Equity securities5,56710,295—15,862
Derivative assets—30,368530,373
Derivative liabilities—58,099—58,099

Activity for risk participation agreements, which are financial assets measured at estimated fair value on a recurring basis using Level 3, is summarized in the table below:

Three Months Ended September 30, · Nine Months Ended September 30,
(dollars in thousands)Location2025202420252024
Beginning Balance$(45)$8$5$15
Gains (losses) recognized in earningsOther expense170(5)163(15)
Purchases(145)13(171)16
Sales——24—
Assumed in acquisition——(41)—
Ending Balance$(20)$16$(20)$16

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Certain financial assets and financial liabilities are measured at estimated fair value on a non-recurring basis; that is, the instruments are not measured at estimated fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment).

Loans Evaluated Individually

Busey does not record portfolio loans at estimated fair value on a recurring basis. However, periodically, a loan is evaluated individually and is reported at the estimated fair value of the underlying collateral, less estimated costs to sell, if repayment is expected solely from the collateral. If the estimated collateral value is not sufficient, a specific reserve is recorded. Collateral values are estimated using a combination of observable inputs, including recent appraisals, and unobservable inputs based on customized discounting criteria. Due to the significance of unobservable inputs, fair values of individually evaluated collateral dependent loans have been classified as Level 3.

OREO and Other Repossessed Assets

Non-financial assets measured at fair value, upon initial recognition or subsequent impairment, include OREO and other repossessed assets. OREO properties and other repossessed assets are measured using a combination of observable inputs, including recent appraisals, and unobservable inputs. Due to the significance of unobservable inputs, the estimated fair values of all OREO and other repossessed assets have been classified as Level 3.

Bank Property Held for Sale

Bank property held for sale represents certain banking center office buildings which Busey has closed and consolidated with other existing banking centers. Bank property held for sale is measured at the lower of amortized cost or estimated fair value less estimated costs to sell. Fair value estimates were based upon discounted appraisals or real estate listing prices. Due to the significance of unobservable inputs, estimated fair values of all bank property held for sale have been classified as Level 3. Bank property held for sale is included in premises and equipment, net on Busey’s Consolidated Balance Sheets (Unaudited).

The following tables summarize financial assets and financial liabilities measured at estimated fair value on a non-recurring basis:

(dollars in thousands)Level 1InputsLevel 2InputsLevel 3InputsTotalFair Value
Loans evaluated individually, net of related allowance$—$—$19,056$19,056
OREO and other repossessed assets with subsequent impairment——2,6282,628
Bank property held for sale with impairment——2,0992,099
(dollars in thousands)Level 1InputsLevel 2InputsLevel 3InputsTotalFair Value
Loans evaluated individually, net of related allowance$—$—$616$616
Bank property held for sale with impairment——2,8412,841

The following table presents additional quantitative information about assets measured at estimated fair value on a non-recurring basis using Level 3 inputs:

(dollars in thousands)Fair ValueValuationTechniquesUnobservableInputRange(Weighted Average)
Loans evaluated individually, net of related allowance$19,056Appraisal of collateralAppraisal adjustments-1.6% to -100.0%(-32.2)%
OREO and other repossessed assets with subsequent impairment2,628Appraisal of collateralAppraisal adjustments-6.6% to -24.1%(-7.0)%
Bank property held for sale with impairment2,099Appraisal of collateral or real estate listing priceAppraisal adjustments-9.0% to -86.8%(-57.3)%
(dollars in thousands)Fair ValueValuationTechniquesUnobservableInputRange(Weighted Average)
Loans evaluated individually, net of related allowance$616Appraisal of collateralAppraisal adjustments-25.0% to -100.0%(-74.9)%
Bank property held for sale with impairment2,841Appraisal of collateral or real estate listing priceAppraisal adjustments-9.0% to -76.7%(-51.8)%

Financial Assets and Financial Liabilities That Are Not Carried at Fair Value

Fair values of financial instruments that are not carried at fair value on Busey’s Consolidated Balance Sheets (Unaudited) were estimated as follows:

As of September 30, 2025As of December 31, 2024
(dollars in thousands)CarryingAmountFairValueCarryingAmountFairValue
Financial assets
Level 1 inputs:
Cash and cash equivalents$385,474$385,474$697,659$697,659
Level 2 inputs:
Debt securities held to maturity784,821659,471826,630675,053
Loans held for sale8,9438,9933,6573,726
Restricted bank stock77,00677,00649,93049,930
Accrued interest receivable79,57879,57845,14145,141
Level 3 inputs:
Portfolio loans, net13,424,08513,505,1937,613,6837,426,158
Mortgage servicing rights1,4415,2601,3045,627
Other servicing rights2,2742,3151,4821,591
Financial liabilities
Level 2 inputs:
Time deposits$2,433,788$2,428,428$1,490,635$1,481,591
Securities sold under agreements to repurchase147,152147,152155,610155,610
Long-term borrowings92,43192,452——
Junior subordinated debt owed to unconsolidated trusts77,25771,47874,81567,314
Accrued interest payable24,35524,35521,12921,129
Level 3 inputs:
Subordinated notes, net of unamortized issuance costs103,28398,490227,723219,043

NOTE 14. EARNINGS PER COMMON SHARE

Basic earnings per common share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding, which include DSUs that are vested but not delivered. Net income available to common stockholders is net income less dividends that have been declared on Busey’s preferred stock (all of which is non-cumulative). Diluted earnings per common share is computed using the treasury stock method and reflects the potential dilution that could occur if Busey’s outstanding stock options and SSARs were exercised, stock units were vested, and ESPP shares were issued.

Earnings per common share have been computed as follows:

Three Months Ended September 30,Nine Months Ended September 30,
(dollars in thousands, except per share amounts)2025202420252024
Net income$57,098$32,004$74,512$85,586
Dividends on preferred stock(5,131)—(5,286)—
Net income available to common stockholders$51,967$32,004$69,226$85,586
Weighted average number of common shares outstanding, basic89,136,89857,033,35982,508,72356,458,430
Dilutive effect of common stock equivalents:
Options1871,71463572
SSARs204,106—191,460—
RSU awards815,829655,224817,169662,609
PSU awards32,510254,36565,031264,451
DSU awards17,20416,76615,65618,390
ESPP11,6486,42011,8976,847
Weighted average number of common shares outstanding, diluted90,218,38257,967,84883,609,99957,411,299
Basic earnings per common share$0.58$0.56$0.84$1.52
Diluted earnings per common share$0.58$0.55$0.83$1.49

Shares that were excluded from the computation of diluted earnings per common share because their effect would have been anti-dilutive are summarized in the table below for the periods presented:

Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Anti-dilutive common stock equivalents
Options——10,07112,784
RSU awards——1,4984,288
PSU awards298,211107,065238,099103,001
Total anti-dilutive common stock equivalents298,211107,065249,668120,073

NOTE 15. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following tables present changes in AOCI by component, net of tax, for the periods indicated:

(dollars in thousands)Unrealized Gains (Losses) on Debt Securities Available For SaleUnrecognized Gains (Losses) on Debt Securities Held to MaturityUnrealized Gains (Losses) on Cash Flow HedgesTotal
Balance, June 30, 2025$(125,745)$(20,198)$(9,368)$(155,311)
Unrealized holding gains (losses), net16,326—(363)15,963
Amounts reclassified from AOCI, net1—1,7211,722
Amortization of unrecognized losses on securities transferred to held to maturity—825—825
Balance, September 30, 2025$(109,418)$(19,373)$(8,010)$(136,801)
(dollars in thousands)Unrealized Gains (Losses) on Debt Securities Available For SaleUnrecognized Gains (Losses) on Debt Securities Held to MaturityUnrealized Gains (Losses) on Cash Flow HedgesTotal
Balance, June 30, 2024$(176,246)$(23,464)$(20,616)$(220,326)
Unrealized holding gains (losses), net39,286—7,43946,725
Amounts reclassified from AOCI, net8—1,6901,698
Amortization of unrecognized losses on securities transferred to held to maturity—990—990
Balance, September 30, 2024$(136,952)$(22,474)$(11,487)$(170,913)
(dollars in thousands)Unrealized Gains (Losses) on Debt Securities Available For SaleUnrecognized Gains (Losses) on Debt Securities Held to MaturityUnrealized Gains (Losses) on Cash Flow HedgesTotal
Balance, December 31, 2024$(165,680)$(21,554)$(19,805)$(207,039)
Unrealized holding gains (losses), net44,895—6,87651,771
Amounts reclassified from AOCI, net11,367—4,91916,286
Amortization of unrecognized losses on securities transferred to held to maturity—2,181—2,181
Balance, September 30, 2025$(109,418)$(19,373)$(8,010)$(136,801)
(dollars in thousands)Unrealized Gains (Losses) on Debt Securities Available For SaleUnrecognized Gains (Losses) on Debt Securities Held to MaturityUnrealized Gains (Losses) on Cash Flow HedgesTotal
Balance, December 31, 2023$(176,636)$(25,473)$(16,694)$(218,803)
Unrealized holding gains (losses), net34,810—21135,021
Amounts reclassified from AOCI, net4,874—4,9969,870
Amortization of unrecognized losses on securities transferred to held to maturity—2,999—2,999
Balance, September 30, 2024$(136,952)$(22,474)$(11,487)$(170,913)

NOTE 16. OPERATING SEGMENTS AND RELATED INFORMATION

Busey’s reportable segments are determined by its chief executive officer, who is the designated chief operating decision maker. Busey is organized into three reportable operating segments: Banking, Wealth Management, and FirsTech. These operating segments are strategic business units that are separately managed, as they offer different products and services and have different marketing strategies.

Banking

The Banking operating segment provides a full range of banking services to individual and corporate customers through First Busey Corporation’s wholly-owned bank subsidiary, Busey Bank.

Busey Bank has 79 banking centers located throughout Illinois; the St. Louis, Missouri MSA; southwest Florida; Indianapolis, Indiana; the Dallas-Fort Worth MSA; the Kansas City MSA; Wichita Kansas; Oklahoma City and Tulsa Oklahoma; Phoenix and Tucson, Arizona; Denver and Colorado Springs, Colorado; and Clayton, New Mexico.

Banking services offered to individual customers include customary types of demand and savings deposits, money transfers, safe deposit services, individual retirement accounts and other fiduciary services, automated teller machines, and technology-based networks, as well as a variety of loan products including residential real estate, home equity lines of credit, and consumer loans. Banking services offered to corporate customers include commercial, CRE, real estate construction, and agricultural loans, as well as commercial depository services such as cash management.

Wealth Management

The Wealth Management operating segment provides a full range of asset management, investment, brokerage, fiduciary, philanthropic advisory, tax preparation, and farm management services to individuals, businesses, and foundations. Services are provided through Busey Capital Management, Inc., a wholly-owned subsidiary of Busey Bank, and Busey Wealth Management, a division of Busey Bank.

Wealth management services tailored to individuals include trust and estate advisory services and financial planning. Business services include business succession planning and employee retirement plan services. Services for foundations include investment strategy consulting and fiduciary services.

FirsTech

The FirsTech operating segment provides comprehensive and innovative payment technology solutions through Busey Bank’s wholly-owned subsidiary, FirsTech. FirsTech's multi-channel payment platform allows businesses to collect payments from their customers in a variety of ways to enable fast, frictionless payments. Payment method vehicles include, but are not limited to, text-based mobile bill pay; interactive voice response; electronic payment concentration delivered to Automated Clearing House networks, money management, and credit card networks; walk-in payment processing for customers at retail pay agents; customer service payments made over a telephone; direct debit services; merchant services referral solutions serving partner Financial Institutions and their business customers; and lockbox remittance processing for customers to make payments by mail. FirsTech also provides additional tools to help clients with billing, reconciliation, bill reminders, and treasury services.

FirsTech's client base represents a diverse set of industries, with a higher concentration in highly regulated industries, such as financial institutions, utility, insurance, and telecommunications industries.

Segment Financial Information

The segment financial information provided below has been derived from information used by management to monitor and manage Busey’s financial performance. The accounting policies of Busey’s operating segments are the same as those described in the summary of significant accounting policies in “Note 1. Significant Accounting Policies” of Busey’s 2024 Annual Report. Busey accounts for intersegment revenue and transfers at current market prices.

Goodwill and total assets are summarized below by operating segment. The “other” category included in the tables below consists of the parent company and the elimination of intercompany transactions:

(dollars in thousands)BankingWealth ManagementFirsTechOtherTotal
Goodwill$360,223$14,108$8,992$—$383,323
Total assets17,972,441144,88245,90925,39618,188,628
(dollars in thousands)BankingWealth ManagementFirsTechOtherTotal
Goodwill$310,595$14,108$8,992$—$333,695
Total assets11,856,651126,18057,7376,15412,046,722

Financial results by operating segment, including significant expense categories provided to the chief operating decision maker, are summarized below:

(dollars in thousands)BankingWealth ManagementFirsTechOtherTotal
Interest income$244,504$—$—$1$244,505
Intersegment interest income——16(16)—
Interest expense86,524——2,84489,368
Intersegment interest expense951——(951)—
Net interest income157,029—16(1,908)155,137
Provision for credit losses(985)———(985)
Net interest income after provision for credit losses158,014—16(1,908)156,122
Noninterest income
Wealth management fees—17,184——17,184
Payment technology solutions——5,092—5,092
Treasury management services4,598———4,598
Card services and ATM fees4,799———4,799
Other service charges on deposit accounts1,617———1,617
All other noninterest income5,957183(4)1,7727,908
Intersegment noninterest income564—443(1,007)—
Noninterest income17,53517,3675,53176541,198
Revenue174,56417,3675,547(1,143)196,335
Noninterest expense
Salaries, wages, and employee benefits53,2647,5762,62010,68574,145
Data processing8,062658931639,714
Amortization of intangible assets4,292215——4,507
Interchange expense——1,336—1,336
All other noninterest expense26,7065626742,37430,316
Intersegment noninterest expense4,346885404(5,635)—
Noninterest expense96,6709,8965,9657,487120,018
Income (loss) before income taxes78,8797,471(418)(8,630)77,302
Income taxes21,2831,793(112)(2,760)20,204
Net income$57,596$5,678$(306)$(5,870)$57,098
(dollars in thousands)BankingWealth ManagementFirsTechOtherTotal
Interest income$134,598$—$—$8$134,606
Intersegment interest income——12(12)—
Interest expense47,611——4,34851,959
Intersegment interest expense457——(457)—
Net interest income86,530—12(3,895)82,647
Provision for credit losses409———409
Net interest income after provision for credit losses86,121—12(3,895)82,238
Noninterest income
Wealth management fees—15,378——15,378
Payment technology solutions——5,265—5,265
Treasury management services2,201———2,201
Card services and ATM fees3,557———3,557
Other service charges on deposit accounts2,390———2,390
All other noninterest income5,431791(1)8337,054
Intersegment noninterest income372—286(658)—
Noninterest income13,95116,1695,55017535,845
Revenue100,48116,1695,562(3,720)118,492
Noninterest expense
Salaries, wages, and employee benefits29,6156,6062,3576,01544,593
Data processing5,2985449381306,910
Amortization of intangible assets2,268280——2,548
Interchange expense——1,352—1,352
All other noninterest expense16,2735736392,63120,116
Intersegment noninterest expense2,879774361(4,014)—
Noninterest expense56,3338,7775,6474,76275,519
Income (loss) before income taxes43,7397,392(85)(8,482)42,564
Income taxes10,5181,774(24)(1,708)10,560
Net income$33,221$5,618$(61)$(6,774)$32,004
(dollars in thousands)BankingWealth ManagementFirsTechOtherTotal
Interest income$658,760$—$—$6$658,766
Intersegment interest income——46(46)—
Interest expense235,288——11,427246,715
Intersegment interest expense2,308——(2,308)—
Net interest income421,164—46(9,159)412,051
Provision for credit losses50,308———50,308
Net interest income after provision for credit losses370,856—46(9,159)361,743
Noninterest income
Wealth management fees—51,325——51,325
Payment technology solutions——15,121—15,121
Treasury management services12,596———12,596
Card services and ATM fees13,388———13,388
Other service charges on deposit accounts4,663———4,663
All other noninterest income2,134594(6)7,46910,191
Intersegment noninterest income1,232—1,217(2,449)—
Noninterest income34,01351,91916,3325,020107,284
Revenue455,17751,91916,378(4,139)519,335
Noninterest expense
Salaries, wages, and employee benefits157,23721,7137,95233,166220,068
Data processing28,3921,8732,79025533,310
Amortization of intangible assets11,497685——12,182
Interchange expense——3,976—3,976
All other noninterest expense72,6931,8892,00913,75490,345
Intersegment noninterest expense14,1672,4431,133(17,743)—
Noninterest expense283,98628,60317,86029,432359,881
Income (loss) before income taxes120,88323,316(1,482)(33,571)109,146
Income taxes37,1425,596(393)(7,711)34,634
Net income$83,741$17,720$(1,089)$(25,860)$74,512
(dollars in thousands)BankingWealth ManagementFirsTechOtherTotal
Interest income$392,336$—$—$29$392,365
Intersegment interest income324—37(361)—
Interest expense138,060——13,272151,332
Intersegment interest expense2,109——(2,109)—
Net interest income252,491—37(11,495)241,033
Provision for credit losses6,677———6,677
Net interest income after provision for credit losses245,814—37(11,495)234,356
Noninterest income
Wealth management fees—46,844——46,844
Payment technology solutions——16,889—16,889
Treasury management services6,247———6,247
Card services and ATM fees9,947———9,947
Other service charges on deposit accounts7,059———7,059
All other noninterest income15,4141,145(1)91717,475
Intersegment noninterest income1,004—812(1,816)—
Noninterest income39,67147,98917,700(899)104,461
Revenue292,16247,98917,737(12,394)345,494
Noninterest expense
Salaries, wages, and employee benefits87,35819,8317,27715,695130,161
Data processing15,7421,5912,79043720,560
Amortization of intangible assets6,705881——7,586
Interchange expense——4,696—4,696
All other noninterest expense49,9542,0791,8226,01459,869
Intersegment noninterest expense8,6052,3221,081(12,008)—
Noninterest expense168,36426,70417,66610,138222,872
Income (loss) before income taxes117,12121,28571(22,532)115,945
Income taxes30,7115,10818(5,478)30,359
Net income$86,410$16,177$53$(17,054)$85,586
ContentsView on SEC.gov

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