Ameris Bancorp: Form 10-Q for the period ended Jun 30, 2026

Cautionary Note Regarding Forward-Looking Statements

Certain of the statements made in this report are “forward-looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, assumptions, estimates, intentions and future performance and involve known and unknown risks, uncertainties and other factors, many of which may be beyond our control and which may cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements.

All statements other than statements of historical fact are statements that could be forward-looking statements. You can identify these forward-looking statements through our use of words such as “may,” “will,” “anticipate,” “assume,” “should,” “indicate,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,” “point to,” “project,” “predict,” “could,” “intend,” “target,” “potential” and other similar words and expressions of the future. These forward-looking statements may not be realized due to a variety of factors, including, without limitation, the following: general competitive, economic, unemployment, political and market conditions and fluctuations, including real estate market conditions, and the effects of such conditions and fluctuations on the creditworthiness and payment behaviors of borrowers, collateral values, asset recovery values and the value of investment securities; movements in interest rates and their impacts on net interest margin, investment security valuations and other performance measures; expectations and assumptions regarding credit quality and performance; legislative and regulatory changes; changes in U.S. government trade, monetary and fiscal policies, including tariffs; competitive pressures on product pricing and services; fraud, theft or other misconduct impacting our customers or operations; cybersecurity risks, including data breaches, malware, ransomware and account takeovers; the success and timing of our business strategies and plans; our outlook and long-term goals for future growth; and natural disasters, geopolitical events, acts of war or terrorism or other hostilities, public health crises and other catastrophic events beyond our control; and other factors discussed in our filings with the Securities and Exchange Commission (the “SEC”) under the Exchange Act.

All written or oral forward-looking statements that are made by or are attributable to us are expressly qualified in their entirety by this cautionary notice. Our forward-looking statements apply only as of the date of this report or the respective date of the document from which they are incorporated herein by reference. We have no obligation and do not undertake to update, revise or correct any of the forward-looking statements after the date of this report, or after the respective dates on which such statements otherwise are made, whether as a result of new information, future events or otherwise, except as required by law.

Overview

The following is management’s discussion and analysis of certain significant factors which have affected the financial condition and results of operations of the Company as reflected in the unaudited consolidated balance sheet as of June 30, 2026, as compared with December 31, 2025, and operating results for the three and six month periods ended June 30, 2026 and 2025. These comments should be read in conjunction with the Company’s unaudited consolidated financial statements and accompanying notes appearing elsewhere herein.

Critical Accounting Policies

There have been no significant changes to our critical accounting policies from those disclosed in our 2025 Annual Report on Form 10-K. The reader should refer to the notes to our consolidated financial statements in our 2025 Annual Report on Form 10-K for a full disclosure of all critical accounting policies.

Results of Operations for the Three Months Ended June 30, 2026 and 2025

Consolidated Earnings and Profitability

Ameris reported net income available to common shareholders of $51.4 million, or $0.77 per diluted share, for the quarter ended June 30, 2026, compared with $109.8 million, or $1.60 per diluted share, for the same period in 2025. The Company’s return on average assets and average shareholders’ equity were 0.73% and 5.00%, respectively, in the second quarter of 2026, compared with 1.65% and 11.40%, respectively, in the second quarter of 2025. Results for the second quarter of 2026 include a litigation expense accrual of $82.5 million related to a jury verdict in an employment case in California, a $7.4 million gain on securities related to the conversion of Visa Class B-2 shares and related gain on sale and mark-to-market adjustments post-conversion and a gain on BOLI proceeds of $846,000. During the second quarter of 2025, the Company recorded a gain on sale of mortgage servicing rights of $356,000 and a $138,000 reduction in FDIC special assessment expense.

Below is additional information regarding the banking, retail mortgage, warehouse lending and premium finance divisions of the Company during the second quarter of 2026 and 2025, respectively:

(dollars in thousands)

(dollars in thousands)

41

Net Interest Income and Margin

The following table sets forth the average balance, interest income or interest expense, and average interest rate for each category of interest-earning assets and interest-bearing liabilities, net interest spread, and net interest margin on average interest-earning assets for the three months ended June 30, 2026 and 2025. Federally tax-exempt income is presented on a taxable-equivalent basis assuming a 21% federal tax rate.

(dollars in thousands)

On a tax-equivalent basis, net interest income for the second quarter of 2026 was $253.4 million, an increase of $20.7 million, or 8.89%, compared with $232.7 million reported in the same quarter in 2025. The increase in net interest income is primarily a result of downward pricing adjustments on deposits as market rates decreased, in addition to growth in average earning assets, partially offset by a decrease in asset yields. Average interest-earning assets increased $1.44 billion, or 5.81%, from $24.77 billion in the second quarter of 2025 to $26.21 billion for the second quarter of 2026. This growth in interest-earning assets resulted primarily from increased investment in our bond portfolio and organic loan growth, partially offset by a decrease in loans held for sale. The Company’s net interest margin during the second quarter of 2026 was 3.88%, up 11 basis points from 3.77% reported in the second quarter of 2025. Loan production amounted to $6.2 billion during the second quarter of 2026, with weighted average yields of 6.20%, compared with $5.7 billion and 6.76%, respectively, during the second quarter of 2025.

Total interest income, on a tax-equivalent basis, increased to $366.5 million during the second quarter of 2026, compared with $348.6 million in the same quarter of 2025. Yields on earning assets decreased to 5.61% during the second quarter of 2026, compared with 5.64% reported in the second quarter of 2025. During the second quarter of 2026, loans comprised 86.1% of average earning assets, compared with 87.4% in the same quarter of 2025. Yields on loans decreased to 5.81% during the second quarter of 2026, compared with 5.85% in the second quarter of 2025. Yields on taxable investment securities increased to 4.48% in the second quarter of 2026, compared with 3.92% in the same period of 2025.

The yield on interest-bearing deposits decreased from 2.83% in the second quarter of 2025 to 2.52% in the second quarter of 2026. The yield on total interest-bearing liabilities decreased from 2.94% in the second quarter of 2025 to 2.66% in the second quarter of 2026. Total funding costs, inclusive of noninterest-bearing demand deposits, decreased to 1.91% in the second quarter of 2026, compared with 2.06% during the second quarter of 2025. Deposit costs decreased from 1.95% in the second quarter of 2025 to 1.77% in the second quarter of 2026. Non-deposit funding costs decreased from 5.55% in the second quarter of 2025 to 4.29% in the second quarter of 2026.

Provision for Credit Losses

The Company’s provision for credit losses during the second quarter of 2026 amounted to $17.3 million, compared with $2.8 million in the second quarter of 2025. The provision for credit losses for the second quarter of 2026 was comprised of a provision of $15.9 million related to loans, $1.4 million related to unfunded commitments and negative $1,000 related to other credit losses, respectively, compared with $3.1 million related to loans, negative $335,000 related to unfunded commitments and negative $3,000 related to other credit losses for the second quarter of 2025. The increase in the provision for credit losses on loans is primarily attributable to the updated economic forecast, an increase in the office portfolio qualitative factor and organic loan growth. The increase in the provision for unfunded commitments primarily resulted from an increase in unfunded commitments. Non-performing assets as a percentage of total assets increased three basis points to 0.47% at June 30, 2026, compared with 0.44% at December 31, 2025. The increase in non-performing assets is primarily attributable to an increase in nonaccrual loans of $11.5 million, partially offset by a decrease in accruing loans delinquent 90 days or more of $128,000. The Company recognized net charge-offs on loans during the second quarter of 2026 of $11.1 million, or 0.20% of average loans on an annualized basis, compared with net charge-offs of $7.1 million, or 0.14%, in the second quarter of 2025. The Company’s total allowance for credit losses on loans at June 30, 2026 was $359.5 million, or 1.62% of total loans, compared with $348.1 million, or 1.62% of total loans, at December 31, 2025.

Noninterest Income

Total noninterest income for the second quarter of 2026 was $73.5 million, an increase of $4.6 million, or 6.7%, from the $68.9 million reported in the second quarter of 2025. Net gains on securities increased $7.4 million, primarily relating to the conversion of Visa Class B-2 shares during the quarter and related gain on sale and mark-to-market adjustments. Income from mortgage banking activities was $32.5 million in the second quarter of 2026, a decrease of $6.7 million, or 17.1%, from $39.2 million in the second quarter of 2025. Total production in the second quarter of 2026 amounted to $1.15 billion, compared with $1.27 billion in the same quarter of 2025, while gain on sale spread decreased to 2.04% in the second quarter of 2026, compared with 2.22% in the same quarter of 2025. The retail mortgage open pipeline finished the second quarter of 2026 at $609.3 million, compared with $632.7 million at March 31, 2026 and $719.1 million at the end of the second quarter of 2025.

Service charges on deposit accounts increased $551,000, or 4.1%, to $14.0 million in the second quarter of 2026, compared with $13.5 million in the second quarter of 2025. The increase in service charges on deposit accounts was primarily attributable to growth in deposits. Income from equipment finance activity increased $2.4 million, or 36.2%, to $8.9 million for the second quarter of 2026, compared with $6.6 million during the second quarter of 2025. The increase in equipment finance activity was primarily related to increased non-insurance charges. Other noninterest income increased $1.1 million, or 12.9%, to $9.6 million for the second quarter of 2026, compared with $8.5 million during the second quarter of 2025. The increase in other noninterest income was primarily attributable to increases in BOLI income, inclusive of gain on proceeds, of $1.1 million, and increases in derivative fee income of $308,000 and commercial interchange income of $304,000. These increases were partially offset by a decrease in gain on sale of SBA loans of $840,000.

Noninterest Expense

Total noninterest expense for the second quarter of 2026 increased $87.5 million, or 56.3%, to $242.7 million, compared with $155.3 million in the same quarter 2025. Salaries and employee benefits increased $2.2 million, or 2.4%, from $89.3 million in the second quarter of 2025 to $91.5 million in the second quarter of 2026, due primarily to increases in health insurance costs, annual merit increases, share-based compensation and 401(k) contributions, partially offset by decreases in employee incentives and mortgage commissions. Data processing and communication expenses increased $205,000, or 1.3%, to $15.6 million in the second quarter of 2026, compared with $15.4 million in the second quarter of 2025, with the increase primarily resulting from an increase in volume and continued technology investment. Advertising and marketing expense was $3.5 million in the second quarter of 2026, compared with $3.7 million in the second quarter of 2025. Amortization of intangible assets decreased $962,000, or 23.6%, from $4.1 million in the second quarter of 2025 to $3.1 million in the second quarter of 2026. This decrease was primarily related to a reduction in core deposit and customer relationship intangible amortization. Loan servicing expenses decreased $692,000, or 8.8%, from $7.9 million in the second quarter of 2025 to $7.2 million in the second quarter of 2026, primarily attributable to the sale of mortgage servicing rights throughout 2025, partially offset by additional mortgage loans serviced added from mortgage production over the previous year. The Company's litigation accrual increased $82.4 million to $82.5 million, compared with $121,000 in the second quarter of the previous year, due primarily to an accrual of $82.5 million related to a jury verdict in an employment case in California.

Compared with the second quarter of 2025, legal and other professional fees and occupancy and equipment expenses increased $2.5 million and $1.2 million, respectively, while FDIC insurance and credit resolution expenses increased $538,000 and $141,000, respectively. Other noninterest expenses increased $282,000, or 1.8%, from $15.6 million in the second quarter of 2025 to $15.8 million in the second quarter of 2026.

Income Taxes

Income tax expense is influenced by the statutory rate, the amount of taxable income, the amount of tax-exempt income and the amount of nondeductible expenses. For the second quarter of 2026, the Company reported income tax expense of $14.6 million, compared with $32.9 million in the same period of 2025. The Company’s effective tax rate for the three months ended June 30, 2026 and 2025 was 22.1% and 23.0%, respectively. The decrease in the effective rate for the three months ended June 30, 2026 is primarily related to a decrease in state tax rates, net of federal benefit.

Results of Operations for the Six Months Ended June 30, 2026 and 2025

Consolidated Earnings and Profitability

Ameris reported net income available to common shareholders of $161.9 million, or $2.40 per diluted share, for the six months ended June 30, 2026, compared with $197.8 million, or $2.87 per diluted share, for the same period in 2025. The Company’s return on average assets and average shareholders’ equity were 1.17% and 7.94%, respectively, in the six months ended June 30, 2026, compared with 1.51% and 10.41%, respectively, in the same period in 2025. Results for the first six months of 2026 include a litigation expense accrual of $82.5 million related to a jury verdict in an employment case in California, a $7.4 million gain on securities related to the conversion of Visa Class B-2 shares and related gain on sale and mark-to-market adjustments post-conversion and a gain on BOLI proceeds of $846,000. During the first six months of 2025, the Company recorded a gain on sale of mortgage servicing rights of $342,000, a $40,000 gain on securities, and an $11,000 gain on BOLI proceeds.

Below is additional information regarding the retail banking activities, mortgage banking activities, warehouse lending activities and premium finance activities of the Company during the six months ended June 30, 2026 and 2025, respectively:

(dollars in thousands)

(dollars in thousands)

45

Net Interest Income and Margin

The following table sets forth the average balance, interest income or interest expense, and average yield/rate paid for each category of interest-earning assets and interest-bearing liabilities, net interest spread, and net interest margin on average interest-earning assets for the six months ended June 30, 2026 and 2025. Federally tax-exempt income is presented on a taxable-equivalent basis assuming a 21% federal tax rate.

(dollars in thousands)

On a tax-equivalent basis, net interest income for the six months ended June 30, 2026 was $498.8 million, an increase of $43.3 million, or 9.51%, compared with $455.5 million reported in the same period of 2025. The increase in net interest income is primarily a result of downward pricing adjustments on deposits as market rates decreased, in addition to growth in average earning assets, partially offset by a decrease in asset yields. Average interest earning assets increased $1.45 billion, or 5.92%, from $24.49 billion in the first six months of 2025 to $25.94 billion for the first six months of 2026. This growth in interest-earning assets resulted primarily from increased investment in our bond portfolio and organic loan growth. The Company’s net interest margin during the first six months of 2026 was 3.88%, an increase of 13 basis points from 3.75% reported for the first six months of 2025. Loan production amounted to $11.8 billion during the first six months of 2026, with weighted average yields of 6.17%, compared with $9.8 billion and 6.80%, respectively, during the first six months of 2025.

Total interest income, on a tax-equivalent basis, increased to $719.2 million during the six months ended June 30, 2026, compared with $683.3 million in the same period of 2025. Yields on earning assets decreased to 5.59% during the first six months of 2026, compared with 5.63% reported in the same period of 2025. During the first six months of 2026, loans comprised 86.3% of average earning assets, compared with 87.5% in the same period of 2025. Yields on loans were relatively flat, decreasing to 5.82% during the six months ended June 30, 2026, compared with 5.83% in the same period of 2025. Yields on taxable investment securities increased to 4.29% during the six months ended June 30, 2026, compared with 3.84% in the same period of 2025.

The yield on total interest-bearing liabilities decreased from 2.93% during the six months ended June 30, 2025 to 2.64% in the same period of 2026. Total funding costs, inclusive of noninterest-bearing demand deposits, decreased to 1.89% in the first six months of 2026, compared with 2.06% during the same period of 2025. Deposit costs decreased from 1.96% in the first six months of 2025 to 1.76% in the same period of 2026. Non-deposit funding costs decreased from 5.63% in the first six months of 2025 to 4.36% in the same period of 2026.

Provision for Credit Losses

The Company’s provision for credit losses during the six months ended June 30, 2026 amounted to $33.8 million, compared with $24.7 million in the six months ended June 30, 2025. This increase was primarily attributable to the updated economic forecast during the first six months of 2026, organic loan growth and a shift in the loan mix. The provision for credit losses for the first six months of 2026 was comprised of $33.8 million related to loans, $22,000 related to unfunded commitments and negative $7,000 related to other credit losses, compared with $19.6 million related to loans, $5.0 million related to unfunded commitments and negative $3,000 related to other credit losses for the same period in 2025. Non-performing assets as a percentage of total assets increased from 0.44% at December 31, 2025 to 0.47% at June 30, 2026. The increase in non-performing assets is primarily attributable to an increase in nonaccrual loans of $11.5 million, partially offset by a decrease in accruing loans delinquent 90 days or more of $128,000. Net charge-offs on loans during the first six months of 2026 were $22.4 million, or 0.21% of average loans on an annualized basis, compared with approximately $16.1 million, or 0.16%, in the first six months of 2025. The Company’s total allowance for credit losses on loans at June 30, 2026 was $359.5 million, or 1.62% of total loans, compared with $348.1 million, or 1.62% of total loans, at December 31, 2025.

Noninterest Income

Total noninterest income for the six months ended June 30, 2026 was $143.5 million, an increase of $10.5 million, or 7.9%, from the $132.9 million reported for the six months ended June 30, 2025. Net gains on securities increased to $7.4 million for the six months ended June 30, 2026, compared with a gain of $40,000 in the same period of 2025. This increase was primarily due to the conversion of Visa Class B-2 shares and related gain on sale and mark-to-market adjustments post-conversion in the second quarter of 2026. Income from mortgage banking activities decreased $4.9 million, or 6.6%, from $74.5 million in the first six months of 2025 to $69.5 million in the same period of 2026. Total production in the first six months of 2026 amounted to $2.24 billion, compared with $2.20 billion in the same period of 2025, while gain on sale spread decreased to 2.06% during the six months ended June 30, 2026, compared with 2.20% in the same period of 2025. The retail mortgage open pipeline was $609.3 million at June 30, 2026, compared with $701.9 million at December 31, 2025 and $719.1 million at June 30, 2025.

Service charges on deposit accounts increased $1.1 million, or 4.1%, to $27.7 million during the first six months of 2026, compared with $26.6 million in the same period of 2025, primarily due to growth in deposits. Income from equipment finance activity increased $4.8 million, or 35.9%, to $18.0 million during the first six months of 2026, compared with $13.3 million during the same period of 2025 primarily due to increased non-insurance charges. Other noninterest income increased $2.4 million, or 14.9%, to $18.7 million for the first six months of 2026, compared with $16.3 million during the same period of 2025. The increase in other noninterest income was primarily attributable to an increase in BOLI income, inclusive of gain on proceeds, of $1.4 million and increases in derivative fee income of $674,000 and commercial interchange income of $567,000. These increases were partially offset by a decrease in gain on sale of SBA loans of $537,000 and a decrease in gain on sale of mortgage servicing rights of $342,000.

Noninterest Expense

Total noninterest expenses for the six months ended June 30, 2026 increased $93.5 million, or 30.5%, to $399.8 million, compared with $306.3 million in the same period of 2025. Salaries and employee benefits increased $6.9 million, or 3.9%, from $175.9 million in the first six months of 2025 to $182.9 million in the same period of 2026, due primarily to health insurance costs, annual merit increases and share-based compensation, partially offset by a decrease in employee incentives. Occupancy and equipment expenses increased $2.1 million, or 9.5%, to $24.2 million in the first six months of 2026 from $22.1 million reported in the same period of 2025, primarily driven by increases in depreciation expense and building repairs and maintenance. Data processing and communications expenses increased $2.1 million, or 7.1%, to $32.4 million in the first six months of 2026, from $30.2 million reported in the same period of 2025, primarily due to increases in volume and continued technology investment. Advertising and marketing expense was $6.7 million for the first six months of 2026, relatively flat when compared with $6.6 million for the same period of 2025. Amortization of intangible assets decreased $1.7 million, or 20.4%, from $8.2 million in the first six months of 2025 to $6.5 million in the first six months of 2026. This decrease was primarily related to a reduction in core deposit intangible amortization. Loan servicing expenses decreased $1.1 million, or 7.2%, from $15.7 million in the first six months of 2025 to $14.6 million in the same period of 2026, primarily attributable to the sale of mortgage servicing rights throughout 2025, partially offset by additional mortgage loans serviced added from mortgage production over the previous year. The Company's litigation accrual increased $81.4 million to $82.6 million in the first six months of 2026, compared with $1.2 million in the same period of 2025, due primarily to an accrual of $82.5 million related to a jury verdict in an employment case in California. Compared with the first six months of 2025, legal and other professional fees increased $3.8 million, primarily related to defense costs for the California employment case noted above.

Other noninterest expenses decreased $366,000, or 1.2%, from $30.9 million in the first six months of 2025 to $30.5 million in the same period of 2026, due primarily to decreases in deposit and debit card losses of $1.7 million, partially offset by an increase in tax and license expense of $1.2 million.

Income Taxes

Income tax expense is influenced by the statutory rate, the amount of taxable income, the amount of tax-exempt income and the amount of nondeductible expenses. For the six months ended June 30, 2026, the Company reported income tax expense of $44.8 million, compared with $57.9 million in the same period of 2025. The Company’s effective tax rate for the six months ended June 30, 2026 and 2025 was 21.7% and 22.6%, respectively. The decrease in the effective tax rate is primarily a result of increased tax benefit related to share-based compensation and a reduction in state tax rates.

Financial Condition as of June 30, 2026

Securities

Debt securities classified as available-for-sale are recorded at fair value with unrealized holding gains and losses excluded from earnings and reported in accumulated other comprehensive income (loss), net of the related deferred tax effect. Securities available-for-sale may be bought and sold in response to changes in market conditions, including, but not limited to, fluctuations in interest rates, changes in securities' prepayment risk, increases in loan demand, general liquidity needs and positioning the portfolio to take advantage of market conditions that create more economically attractive returns. Debt securities which are classified as held-to-maturity are done so based on management's positive intent and ability to hold such securities to maturity and are carried at amortized cost. Restricted equity securities are classified as other investment securities and are carried at cost and are periodically evaluated for impairment based on the ultimate recovery of par value or cost basis.

The amortization of premiums and accretion of discounts are recognized in interest income using methods approximating the interest method over the expected life of the securities. Realized gains and losses, determined on the basis of the cost of specific securities sold, are included in earnings on the trade date.

The following table is a summary of our investment portfolio at the dates indicated:

(dollars in thousands)

49

The amounts of securities available-for-sale and held-to-maturity in each category as of June 30, 2026 are shown in the following table according to contractual maturity classifications: (i) one year or less; (ii) after one year through five years; (iii) after five years through ten years; and (iv) after ten years:

(1) The amortized cost of securities held-to-maturity and fair value of securities available-for-sale are presented based on contractual maturities. Actual cash flows may differ from contractual maturities because borrowers may have the right to prepay obligations without prepayment penalties.

(2) Yields were computed using coupon interest, adding discount accretion or subtracting premium amortization, as appropriate, on a ratable basis over the life of each security. The weighted average yield for each maturity range was computed using the amortized cost of each security in that range.

(3) Yields on securities of state and political subdivisions are stated on a taxable-equivalent basis, using a tax rate of 21%.

Loans and Allowance for Credit Losses

At June 30, 2026, gross loans outstanding (including loans and loans held for sale) were $22.66 billion, an increase of $523.4 million from $22.14 billion at December 31, 2025. Loans increased $664.3 million, or 3.1%, from $21.51 billion at December 31, 2025 to $22.18 billion at June 30, 2026. Loans held for sale decreased from $623.2 million at December 31, 2025 to $482.2 million at June 30, 2026 primarily in our mortgage division.

At the end of the second quarter of 2026, the ACL on loans totaled $359.5 million, or 1.62% of loans, compared with $348.1 million, or 1.62% of loans, at December 31, 2025. Our nonaccrual loans increased from $109.1 million at December 31, 2025 to $120.5 million at June 30, 2026. For the first six months of 2026, our net charge-off ratio as a percentage of average loans increased to 0.21%, compared with 0.16% for the first six months of 2025. The total provision for credit losses for the first six months of 2026 was $33.8 million, compared with a provision of $24.7 million recorded for the first six months of 2025. Our ratio of total nonperforming assets to total assets increased three basis points from 0.44% at December 31, 2025 to 0.47% at June 30, 2026.

The following table presents an analysis of the allowance for credit losses on loans, provision for credit losses on loans and net charge-offs as of and for the six months ended June 30, 2026 and 2025:

(dollars in thousands)

The following table presents an analysis of the allowance for credit losses on loans and net charge-offs for loans held for investment:

(dollars in thousands)

51

Loans

Loans are stated at amortized cost. Balances within the major loans receivable categories are presented in the following table:

(dollars in thousands)

Commercial real estate (“CRE”) represents the Company's largest loan category. The Company regularly monitors its CRE portfolio against regulatory concentration limits. Additionally, the Company manages its risk in the CRE portfolio through, among other things, established policy limits on loan-to-value or loan-to-cost at or below applicable regulatory guidance, use of internal lending limits on single loans to minimize exposure to a given project, annual reviews of borrowers and guarantors above certain total credit exposure thresholds, minimum required debt service coverage ratios and borrower equity levels. Exceptions to policy must be approved by an individual or committee with appropriate approval authority.

A summary of the Company's CRE portfolio by loan type and credit quality indicator as of June 30, 2026 and December 31, 2025 is below:

52

Investor CRE, which includes multifamily residential and non-owner occupied CRE loans, has several dynamics which individually, or in combination, pose potential challenges to the portfolio. These include levels of interest rates above those at origination for loan renewals and changes to occupancy rates as firms reevaluate space needs in light of factors such as the expansion of hybrid and remote work. The primary repayment source for these loans is cash flows from the securing property. The Company in the normal course performs periodic evaluations of its portfolio for continued soundness and appropriate risk ratings. These reviews include evaluation of current financials, stressed cash flows at increased interest rates and evaluation of property values at various occupancy levels and cap rates. The Company's Investor CRE portfolio continues to perform favorably with modest levels of past-due loans, such that past-due loans represented approximately one basis point of Investor CRE loans at June 30, 2026.

The Company's multifamily residential portfolio is diversified geographically with the majority residing within our five-state footprint. Below is a summary of the multifamily residential portfolio by significant metropolitan statistical areas (“MSAs”) or state as of June 30, 2026 and December 31, 2025:

(dollars in thousands)

(dollars in thousands)

53

The Company's non-owner occupied portfolio is well diversified. Below is a summary of the non-owner occupied CRE portfolio by property type and significant MSAs or state as of June 30, 2026 and December 31, 2025:

(dollars in thousands)

(dollars in thousands)

54

Non-Performing Assets

Non-performing assets include nonaccrual loans, accruing loans contractually past due 90 days or more, repossessed personal property, and OREO. Loans are placed on nonaccrual status when management has concerns relating to the ability to collect the principal and interest and generally when such loans are 90 days or more past due. Management performs a detailed review and valuation assessment of non-performing loans over $250,000 on a quarterly basis. When a loan is placed on nonaccrual status, any interest previously accrued but not collected is reversed against current income.

Nonaccrual loans totaled $120.5 million at June 30, 2026, an increase of $11.5 million, or 10.5%, from $109.1 million at December 31, 2025. Accruing loans delinquent 90 days or more totaled $8.4 million at June 30, 2026, a decrease of $128,000, or 1.5%, compared with $8.5 million at December 31, 2025. At June 30, 2026, OREO totaled $4.0 million, an increase of $1.1 million, or 38.6%, compared with $2.9 million at December 31, 2025. Management regularly assesses the valuation of OREO through periodic reappraisal and through inquiries received in the marketing process. At the end of the second quarter of 2026, total non-performing assets as a percent of total assets was up three basis points from 0.44% at December 31, 2025 to 0.47% at June 30, 2026.

Non-performing assets at June 30, 2026 and December 31, 2025 were as follows:

(dollars in thousands)

(1) Included in nonaccrual loans were $33.7 million and $24.3 million of serviced GNMA-guaranteed nonaccrual loans at June 30, 2026 and December 31, 2025, respectively.

Commercial Lending Practices

The federal bank regulatory agencies previously issued interagency guidance on commercial real estate lending and prudent risk management practices. This guidance defines CRE loans as loans secured by raw land, land development and construction (including one-to-four family residential construction), multifamily property and nonfarm nonresidential property where the primary or a significant source of repayment is derived from rental income associated with the property, excluding owner-occupied properties (loans for which 50% or more of the source of repayment is derived from the ongoing operations and activities conducted by the party, or affiliate of the party, who owns the property) or the proceeds of the sale, refinancing or permanent financing of the property. Loans for owner-occupied CRE are generally excluded from the CRE guidance.

The CRE guidance is applicable when either:

(1) total loans for construction, land development, and other land, net of owner-occupied loans, represent 100% or more of a tier I capital plus allowance for credit losses on loans and leases; or

(2) total loans secured by multifamily and nonfarm nonresidential properties and loans for construction, land development, and other land, net of owner-occupied loans, represent 300% or more of a bank’s tier I capital plus allowance for credit losses on loans and leases.

Banks that are subject to the CRE guidance criteria are required to implement enhanced strategic planning, CRE underwriting policies, risk management and internal controls, portfolio stress testing, risk exposure limits, and other policies, including management compensation and incentives, to address the CRE risks. Higher allowances for loan losses and capital levels may also be appropriate.

As of June 30, 2026, the Company exhibited a concentration in the CRE loan category based on Federal Reserve Call codes. Some key risks associated with CRE lending are the following:

(1) within CRE loans, construction and development loans are somewhat dependent upon continued strength in demand for residential real estate, which is reliant on favorable real estate mortgage rates and changing population demographics;

(2) on average, CRE loan sizes are generally larger than non-CRE loan types; and

(3) certain construction and development loans may be less predictable and more difficult to evaluate and monitor.

The following table outlines CRE loan categories and CRE loans as a percentage of total loans as of June 30, 2026 and December 31, 2025. The loan categories and concentrations below are based on Federal Reserve Call codes:

(dollars in thousands)

The following table outlines the percentage of construction and development loans and total CRE loans, net of owner-occupied loans, to the Bank’s Tier 1 capital plus allowance for credit losses on loans and leases, and the Company’s internal concentration limits as of June 30, 2026 and December 31, 2025:

Derivative Instruments and Hedging Activities

The Company has forward contracts and IRLCs to economically hedge changes in the value of the mortgage inventory due to changes in market interest rates. The fair value of IRLC instruments amounted to an asset of $3.3 million and $3.4 million at June 30, 2026 and December 31, 2025, respectively. At June 30, 2026 and December 31, 2025, forward contracts were recorded as a liability of $483,000 and $2.8 million, respectively. The Company also enters into interest rate derivative agreements to facilitate the risk management strategies of certain clients. The Company mitigates this risk by entering into equal and offsetting interest rate derivative agreements with highly rated third-party financial institutions. The fair value of these instruments amounted to an asset of $7.3 million and $7.4 million at June 30, 2026 and December 31, 2025, respectively, and a liability of $7.4 million and $7.6 million at June 30, 2026 and December 31, 2025, respectively.

Deposits

Total deposits at the Company increased $211.6 million, or 0.9%, to $22.59 billion at June 30, 2026, compared with $22.38 billion at December 31, 2025. Noninterest-bearing deposits increased $356.7 million, or 5.6%, and interest-bearing deposits decreased $145.2 million, or 0.9%, during the first six months of 2026. At June 30, 2026, the Company had approximately $1.52 billion in short-term brokered CDs, compared with $1.20 billion at December 31, 2025. As of June 30, 2026 and December 31, 2025, the Company had estimated uninsured deposits of $10.34 billion and $10.67 billion, respectively. These estimates were derived using the same methodologies and assumptions used for the Bank's regulatory reporting. Approximately $3.20 billion, or 30.9%, of the uninsured deposits at June 30, 2026 were for municipalities which are collateralized with investment securities or letters of credit.

Capital

Common Stock Repurchase Program

On September 19, 2019, the Company announced that its Board of Directors authorized the Company to repurchase up to $100.0 million of its outstanding common stock through October 31, 2020. The Board has subsequently extended the share repurchase program each year since that original authorization, with the most recent extension, which also included the increase in the size of the program to $200.0 million, being announced on October 20, 2025. As a result, the Company is currently authorized to engage in additional share repurchases up to $200.0 million through October 31, 2026. Repurchases of shares must be made in accordance with applicable securities laws and may be made from time to time in the open market or by negotiated transactions. The amount and timing of repurchases will be based on a variety of factors, including share acquisition price, regulatory limitations and other market and economic factors. The program does not require the Company to repurchase any specific number of shares. As of June 30, 2026, an aggregate of $134.6 million, or 1,740,798 shares of the Company's common stock, had been repurchased under the program's October 20, 2025 renewal.

Capital Management

Capital management consists of providing equity to support both current and anticipated future operations. The capital resources of the Company are monitored on a periodic basis by state and federal regulatory authorities.

Under the regulatory capital frameworks adopted by the Federal Reserve Board (the "FRB") and the Federal Deposit Insurance Corporation (the "FDIC"), the Company and the Bank must each maintain a common equity Tier 1 capital to total risk-weighted assets ratio of at least 4.5%, a Tier 1 capital to total risk-weighted assets ratio of at least 6%, a total capital to total risk-weighted assets ratio of at least 8% and a leverage ratio of Tier 1 capital to average total consolidated assets of at least 4%. The Company and the Bank are also required to maintain a capital conservation buffer of common equity Tier 1 capital of at least 2.5% of risk-weighted assets in addition to the minimum risk-based capital ratios in order to avoid certain restrictions on capital distributions and discretionary bonus payments.

As of June 30, 2026, under the regulatory capital standards, the Bank was considered “well capitalized” under all capital measurements. The following table sets forth the regulatory capital ratios for the Company and the Bank at June 30, 2026 and December 31, 2025:

Interest Rate Sensitivity and Liquidity

The Company’s primary market risk exposures are credit risk, interest rate risk, and liquidity risk. The Bank operates under an Asset Liability Management Policy approved by the Company’s Board of Directors and the ALCO Committee. The policy outlines limits on interest rate risk in terms of changes in net interest income and changes in the net market values of assets and liabilities over certain changes in interest rate environments. These measurements are made through a simulation model which projects the impact of changes in interest rates on the Bank’s assets and liabilities. The policy also outlines responsibility for monitoring interest rate risk, and the process for the approval, implementation and monitoring of interest rate risk strategies to achieve the Bank’s interest rate risk objectives.

The ALCO Committee is comprised of senior officers of Ameris. The ALCO Committee makes all strategic decisions with respect to the sources and uses of funds that may affect net interest income, including net interest spread and net interest margin. The objective of the ALCO Committee is to identify the interest rate, liquidity and market value risks of the Company’s balance sheet and use reasonable methods approved by the Company’s Board of Directors and executive management to minimize those identified risks.

The normal course of business activity exposes the Company to interest rate risk. Interest rate risk is managed within an overall asset and liability framework for the Company. The principal objectives of asset and liability management are to predict the sensitivity of net interest spreads to potential changes in interest rates, control risk and enhance profitability. Funding positions are kept within predetermined limits designed to properly manage risk and liquidity. The Company employs sensitivity analysis in the form of a net interest income simulation to help characterize the market risk arising from changes in interest rates. In addition, fluctuations in interest rates usually result in changes in the fair market value of the Company’s financial instruments, cash flows and net interest income. The Company’s interest rate risk position is managed by the ALCO Committee.

The Company uses a simulation modeling process to measure interest rate risk and evaluate potential strategies. Interest rate scenario models are prepared using software created and licensed from an outside vendor. The Company’s simulation includes all financial assets and liabilities. Simulation results quantify interest rate risk under various interest rate scenarios. Management then develops and implements appropriate strategies. The ALCO Committee has determined that an acceptable level of interest rate risk would be for net interest income to increase/decrease no more than 20% given a change in selected interest rates of 200 basis points over any 24-month period.

Liquidity management involves the matching of the cash flow requirements of customers, who may be either depositors desiring to withdraw funds or borrowers needing assurance that sufficient funds will be available to meet their credit needs, and the ability of Ameris to manage those requirements. The Company strives to maintain an adequate liquidity position by managing the balances and maturities of interest-earning assets and interest-bearing liabilities so that the balance it has in short-term assets at any given time will adequately cover any reasonably anticipated immediate need for funds. Additionally, the Bank maintains relationships with correspondent banks, which could provide funds on short notice, if needed. The Company has invested in FHLB stock for the purpose of establishing credit lines with the FHLB. The credit availability to the Bank is equal to 30% of the Bank’s total assets as reported on the most recent quarterly financial information submitted to the regulators subject to the pledging of sufficient collateral. At June 30, 2026 and December 31, 2025, the net carrying value of the Company’s other borrowings was $1.25 billion and $558.0 million, respectively. At June 30, 2026, the Company had availability with the FHLB and FRB Discount Window of $2.46 billion and $2.37 billion, respectively.

The following liquidity ratios compare certain assets and liabilities to total deposits or total assets:

The liquidity resources of the Company are monitored continually by the ALCO Committee and on a periodic basis by state and federal regulatory authorities. As determined under guidelines established by these regulatory authorities, the Company’s and the Bank’s liquidity ratios at June 30, 2026 were considered satisfactory. The Company is aware of no events or trends likely to result in a material change in liquidity.

The Company is exposed only to U.S. dollar interest rate changes, and, accordingly, the Company manages exposure by considering the possible changes in the net interest margin. The Company does not have any trading instruments nor does it classify any portion of the investment portfolio as held for trading.

The Company also has forward contracts and IRLCs to economically hedge changes in the value of the mortgage inventory due to changes in market interest rates. The fair value of these instruments amounted to an asset of $3.3 million and $3.4 million at June 30, 2026 and December 31, 2025, respectively, and a liability of $483,000 and $2.8 million at June 30, 2026 and December 31, 2025, respectively. The Company also enters into interest rate derivative agreements to facilitate the risk management strategies of certain clients. The Company mitigates this risk by entering into equal and offsetting interest rate derivative agreements with highly rated third-party financial institutions. The fair value of these instruments amounted to an asset of $7.3 million and $7.4 million at June 30, 2026 and December 31, 2025, respectively, and a liability of $7.4 million and $7.6 million at June 30, 2026 and December 31, 2025, respectively.

The Company has no exposure to foreign currency exchange rate risk, commodity price risk and other market risks.

Interest rates play a major part in the net interest income of a financial institution. The sensitivity to rate changes is known as “interest rate risk.” The repricing of interest-earning assets and interest-bearing liabilities can influence the changes in net interest income. As part of the Company’s asset/liability management program, the timing of repriced assets and liabilities is referred to as “gap management.”

The Company uses simulation analysis to monitor changes in net interest income due to changes in market interest rates. The simulation of rising, declining and flat interest rate scenarios allows management to monitor and adjust interest rate sensitivity to minimize the impact of market interest rate swings. The analysis of the impact on net interest income over a 12-month and 24-month period is subjected to gradual and parallel shocks of the various increases and decreases in market rates shown in the table below, and is monitored on a quarterly basis.

The following table presents the earnings simulation model’s projected impact of a change in interest rates on the projected baseline net interest income for the 12- and 24-month periods commencing July 1, 2026. This change in interest rates assumes parallel shifts in the yield curve and does not take into account changes in the slope of the yield curve.

Earnings Simulation Model Results

Additional information required by Item 305 of Regulation S-K is set forth under Part I, Item 2 of this report.

The Company’s Chief Executive Officer and Chief Financial Officer have evaluated the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) or 15d-15(e) promulgated under the Exchange Act) as of the end of the period covered by this report, as required by paragraph (b) of Rules 13a-15 or 15d-15 of the Exchange Act. Based on such evaluation, such officers have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective.

During the quarter ended June 30, 2026, there was no change in the Company’s internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rules 13a-15 or 15d-15 of the Exchange Act that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

There have not been any material changes to the risk factors disclosed in Item 1A. of Part I of the Company's Annual Report on Form 10-K for the year ended December 31, 2025, previously filed with the SEC.