Richard Cullen Joins the TowneBank Corporate Board of Directors

SUFFOLK, Va., Jan. 28, 2026 (GLOBE NEWSWIRE) -- TowneBank (the "Company" or "Towne") today reported financial results for the full year and fourth quarter ended December 31, 2025. For the year ended December 31, 2025, earnings were $169.53 million, or 2.21 per diluted share, compared to $161.36 million, or 2.15 per diluted share, for the year ended December 31, 2024. Excluding certain items affecting comparability, core earnings (non-GAAP) for 2025 were $231.55 million, or $3.02 per diluted share, compared to $163.24 million, or $2.17 per diluted share, for 2024. Earnings in the fourth quarter of 2025 were $40.63 million, or 0.51 per diluted share, compared to fourth quarter 2024 earnings of $39.97 million, or 0.53 per diluted share. Excluding certain items affecting comparability, core earnings (non-GAAP) for fourth quarter 2025 were $55.29 million, or $0.70 per diluted share, compared to $40.12 million, or $0.53 per diluted share, for fourth quarter 2024.

"We are pleased to announce record 2025 core earnings of $3.02 per share, which excludes the impacts of one-time expenses related to merger activity. This year marks a significant period of transformation for our company as we strengthened our presence in Hampton Roads, completed our expansion in the Richmond markets, and advanced our growing footprint in the Carolinas. We are firmly committed to strong credit performance, robust liquidity and healthy capital levels. As we look ahead to 2026, I want to extend my sincere appreciation to our nearly 3,000 dedicated teammates. Your leadership and commitment to our mission of Serving Others and Enriching Lives make achievements like these possible," said G. Robert Aston, Jr., Executive Chairman.

Annual Highlights for 2025 Compared to 2024:

• Total revenues increased to $835.72 million, compared to $693.29 million in the prior year. Net interest income increased $121.00 million due to a combination of volume driven increases in interest income and rate driven decreases in interest expense. Additionally, noninterest income increased $21.43 million compared to prior year.
• Completed acquisitions of Old Point Financial Corporation ("Old Point") and Village Bank and Trust Financial Corp. ("Village") added a total of $1.53 billion in loans, $283.14 million in securities, and $1.85 billion in deposits, $0.54 billion of which was noninterest-bearing.
• Loans held for investment increased $1.88 billion, or 16.38%, from December 31, 2024.
• Total deposits were $16.51 billion, an increase of $2.07 billion, or 14.35%, compared to prior year.
• Noninterest-bearing deposits increased 19.28% to $5.07 billion and represented 30.73% of total deposits at December 31, 2025.
• Return on average common shareholders' equity was 7.53%, and return on average tangible common shareholders' equity (non-GAAP) was 11.06%.
• Net interest margin was 3.40% and taxable equivalent net interest margin (non-GAAP) was 3.42% compared to a prior year net interest margin of 2.87% and taxable equivalent net interest margin (non-GAAP) of 2.90%.
• Effective tax rate of 18.87% compared to 14.58% in 2024. The increase in the effective rate in the current year was primarily due to a decreased benefit from tax losses and credits related to LIHTC investment properties, an increase in state tax expense and nondeductible expenses related to acquisitions.

Highlights for Fourth Quarter 2025:

• Total revenues were $219.94 million in fourth quarter 2025, an increase of $44.40 million, or 25.29%, from the prior year quarter. This increase was attributable to a combination of increased loan volume, margin expansion, and income from acquisitions, including a full quarter of contribution from the Old Point transaction. Net interest income increased $40.91 million, or 34.65%, driven by increases in loan interest income slightly offset by decreases in deposit costs between quarters. Noninterest income increased $3.49 million, or 6.07%, compared to the prior year quarter.
• Loans held for investment decreased $43.23 million, or 0.32%, from September 30, 2025.
• Total deposits decreased $21.82 million, or 0.13%, compared to September 30, 2025.
• Noninterest-bearing deposits decreased $66.33 million, or 5.12% on an annualized basis, compared to the linked quarter.
• In the quarter ended December 31, 2025, annualized return on average common shareholders' equity was 6.69% and annualized return on average tangible common shareholders' equity (non-GAAP) was 10.36%.
• Net interest margin was 3.56% and taxable equivalent net interest margin (non-GAAP) was 3.58% compared to the prior year quarter net interest margin of 2.99% and taxable equivalent net interest margin (non-GAAP) of 3.02%.
• Effective tax rate of 23.72% compared to 13.86% in fourth quarter 2024 and 16.82% in the linked quarter. The increase in the effective tax rate from fourth quarter 2024 to 2025 was primarily due to a decreased benefit from tax loss and credits related to LIHTC investment properties and limitations on the deductibility of deferred executive compensation.

“Our resilient balance sheet and disciplined risk-management practices position our company to act strategically amid a shifting landscape and broader macroeconomic challenges. I am pleased with our ability to announce and close multiple transactions, responsibly deploy capital, and deliver year-over-year growth in tangible book value. As we move into 2026, our focus will be on continuing to integrate our recent partnerships, aggressively recruiting talent, and expanding our products and services to sustain our earnings growth momentum," said William I. Foster III, President and Chief Executive Officer.

Quarterly Net Interest Income:

• Net interest income was $158.96 million compared to $118.06 million for the quarter ended December 31, 2024. Acquisition-driven growth, coupled with higher yields on interest earning assets were further enhanced by a sequential decline in deposit costs.
• Taxable equivalent net interest margin (non-GAAP) was 3.58%, including purchase accounting accretion of 15 basis points, compared to 3.02%, including purchase accounting accretion of 4 basis points, for fourth quarter 2024.
• On an average basis, loans held for investment had a yield of 5.66%, which represented 75.31% of earning assets, in the fourth quarter of 2025, compared to a yield of 5.41%, and 72.90% of earning assets, in the fourth quarter of 2024.
• Total cost of deposits decreased to 1.65% from 1.75% in the linked quarter and 2.07% in the quarter ended December 31, 2024.
• Average interest-earning assets totaled $17.73 billion at December 31, 2025 compared to $15.71 billion at December 31, 2024, an increase of 12.83%.
• Average interest-bearing liabilities totaled $11.75 billion, an increase of $1.29 billion, or 12.35%, compared to the prior year.

Quarterly Provision for Credit Losses:

• The provision for credit losses was a benefit of $0.17 million in the current quarter compared to an expense of $15.28 million in the linked quarter, and $1.61 million one year ago.
• The allowance for credit losses on loans decreased $1.83 million, compared to the linked quarter. The decrease in the allowance was primarily driven by the combination of a slight decline in the loan portfolio and improvements in the macroeconomic forecast scenarios utilized in our models.
• Net charge-offs were $1.95 million compared to $0.38 million one year prior and $0.25 million in the linked quarter. The primary source of net charge-offs in fourth quarter 2025 was $1.12 million in commercial and industrial loans and $0.79 million in indirect loans. The ratio of net charge-offs to average loans on an annualized basis was 0.06% in fourth quarter 2025, and 0.01% in both fourth quarter 2024 and in the linked quarter.
• The allowance for credit losses on loans represented 1.10% of total loans at December 31, 2025, 1.08% at December 31, 2024, and 1.11% at September 30, 2025.

Quarterly Noninterest Income:

• Total noninterest income was $60.98 million compared to $57.49 million in 2024, an increase of $3.49 million, or 6.07%.
• Residential mortgage banking income was $11.54 million compared to $11.27 million in fourth quarter 2024. Loan volume in the current quarter was $0.62 billion, with purchase activity comprising 82.23%. Loan volume in fourth quarter 2024 was $0.57 billion, with purchase activity of 89.46%. A brief drop in rates during the fourth quarter resulted in an increase in refinance activity.
• Gross margins on residential mortgages decreased 6 basis points from 3.25% in fourth quarter 2024 to 3.19% in the current quarter, and 13 basis points from 3.32%, when compared to the linked quarter.
• Property management income increased 28.00%, or $1.84 million, in comparison to fourth quarter 2024 driven by changes in fee structure and improved results at our Maryland and Tennessee properties.
• Total insurance commissions and other income decreased 0.62%, to $23.12 million in the fourth quarter of 2025 compared to the fourth quarter of 2024.
• Investment commissions increased $191 thousand, or 5.98%, driven by higher production levels.

Quarterly Noninterest Expense:

• Total noninterest expense was $166.63 million compared to $127.44 million, an increase of $39.19 million, or 30.75%. Primary sources of the increase were salary and benefits expense and acquisition-related expense.
• An increase in banking personnel related to the Village and Old Point acquisitions represented $5.75 million of the increase compared to fourth quarter of 2024. Additional factors contributing to the $10.69 million increase in salaries were annual base salary adjustments that went into effect mid-September 2025 and performance-based incentives.
• The acquisition of Village and Old Point in 2025 as well as expenses related to the acquisition of Dogwood State Bank which was completed on January 12, 2026 resulted in $18.26 million in acquisition-related expense in the quarter.

Consolidated Balance Sheet Highlights:

• Total assets were $19.69 billion at December 31, 2025, an increase of $2.45 billion, or 14.21%, compared to $17.24 billion at December 31, 2024. Combined assets obtained through the acquisition of Village and Old Point totaled $2.15 billion.
• Loans held for investment increased $1.88 billion, or 16.38%, compared to year end 2024, but declined $43.23 million compared to the linked quarter, primarily in real estate multi-family loans. Acquired loans held for investment totaled $1.53 billion in 2025.
• Mortgage loans held for sale decreased $46.02 million, or 22.96%, compared to prior year and $58.06 million, or 27.32%, from the linked quarter.
• Total deposits increased $2.07 billion, or 14.35%, compared to December 31, 2024, but declined $21.82 million, or 0.13%, compared to the linked quarter. Deposits acquired in 2025 totaled $1.85 billion, including $544.61 million in noninterest-bearing deposits.
• Noninterest-bearing deposits increased $820.10 million, or 19.28%, compared to prior year, and decreased $66.33 million, or 1.29%, compared to the linked quarter.
• Total loans held for investment to total deposits were 80.78% compared to 80.93% at September 30, 2025 and 79.37% at December 31, 2024.
• Total borrowings increased $74.24 million, or 25.00%, from prior year. Acquired borrowings totaled $91.18 million.

Investment Securities:

• Total investment securities were $2.90 billion compared to $2.87 billion at September 30, 2025 and $2.59 billion at December 31, 2024. The weighted average duration of the portfolio at December 31, 2025 was 3.2 years. The carrying value of the AFS debt securities portfolio included $73.07 million in net unrealized losses, related to changes in interest rates, at December 31, 2025 compared to $155.28 million in net unrealized losses at December 31, 2024.

Loans and Asset Quality:

• Total loans held for investment were $13.34 billion at December 31, 2025 compared to $13.38 billion at September 30, 2025 and $11.46 billion at December 31, 2024.
• Nonperforming assets were $14.36 million, or 0.07% of total assets, compared to $7.87 million, or 0.05% of total assets, at December 31, 2024.
• Nonperforming loans were 0.09% of period end loans at December 31, 2025 and 0.06% at December 31, 2024.
• Foreclosed property totaled $2.63 million at December 31, 2025, and consisted of $879 thousand in former bank premises, $401 thousand in other real estate, and $1.35 million in repossessed autos. Foreclosed property consisted of repossessed autos totaling $443 thousand at December 31, 2024.

Deposits and Borrowings:

• Total deposits were $16.51 billion compared to $16.53 billion at September 30, 2025 and $14.44 billion at December 31, 2024.
• Noninterest-bearing deposits were 30.73% of total deposits at December 31, 2025 compared to 31.09% at September 30, 2025 and 29.46% at December 31, 2024.
• Total borrowings were $371.14 million compared to $362.23 million at September 30, 2025 and $296.90 million at December 31, 2024.

Capital:

• Common equity tier 1 capital ratio of 11.34% (1).
• Tier 1 leverage capital ratio of 9.36% (1).
• Tier 1 risk-based capital ratio of 11.39% (1).
• Total risk-based capital ratio of 14.14% (1).
• Book value per share was $30.67 compared to $30.27 at September 30, 2025 and $28.33 at December 31, 2024.
• Tangible book value per share (non-GAAP) was $21.93 compared to $21.49 at September 30, 2025 and $21.44 at December 31, 2024.

(1) Preliminary.

Immaterial Correction of an Error

During the fourth quarter of fiscal 2025, we identified an immaterial error related to our accrual of property management income, resulting in timing differences in the recording of noninterest income, provision for income taxes, and net income attributable to noncontrolling interests in 2024 and 2025. In accordance with Staff Accounting Bulletin (“SAB”) No. 99, Materiality, and SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements, we evaluated the errors and determined that the related impact was not material to results of operations, financial position, or cash flows for any historical annual or interim period. Prior year amounts have been adjusted to reflect the immaterial correction, which (i) overstated accounts receivable and property management income, net $464 thousand, (ii) overstated and understated income tax expense and overstated income tax receivable each by $104 thousand, (iii) understated income attributable to noncontrolling interest by $40 thousand, in each case as of the year ended December 31, 2024.

Annual Meeting of Shareholders:

TowneBank intends to hold its 2026 Annual Meeting of Shareholders at 11:30 a.m. on Wednesday, May 20, 2026 at the Virginia Beach Convention Center, 1000 19th Street in Virginia Beach, Virginia.

About TowneBank:

Founded in 1999, TowneBank is a company built on relationships, offering a full range of banking and other financial services, with a focus of serving others and enriching lives. Dedicated to a culture of caring, Towne values all employees and members by embracing their diverse talents, perspectives, and experiences.

Today, TowneBank operates over 70 banking offices throughout Hampton Roads and Central Virginia, Eastern and Central North Carolina, the Greenville and upstate region of South Carolina, and Charleston, South Carolina – serving as a local leader in promoting the social, cultural, and economic growth in each community. Towne offers a competitive array of business and personal banking solutions, delivered with only the highest ethical standards. Experienced local bankers providing a higher level of expertise and personal attention with local decision-making are key to the TowneBank strategy. TowneBank has grown its capabilities beyond banking to provide expertise through its affiliated companies that include Towne Wealth Management, Towne Insurance Agency, Towne Benefits, TowneBank Mortgage, TowneBank Commercial Mortgage, Berkshire Hathaway HomeServices RW Towne Realty, Towne 1031 Exchange, Towne Vacations, and Towne Trust Company, N.A.. With total assets of $19.69 billion as of December 31, 2025, TowneBank is one of the largest banks headquartered in Virginia.

Non-GAAP Financial Measures:

This press release contains certain financial measures determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Such non-GAAP financial measures include the following: fully tax-equivalent net interest margin, core operating earnings, core net income, tangible book value per common share, total risk-based capital ratio, tier one leverage ratio, tier one capital ratio, and the tangible common equity to tangible assets ratio. Management uses these non-GAAP financial measures to assess the performance of TowneBank’s core business and the strength of its capital position. Management believes that these non-GAAP financial measures provide meaningful additional information about TowneBank to assist investors in evaluating operating results, financial strength, and capitalization. The non-GAAP financial measures should be considered as additional views of the way our financial measures are affected by significant charges for credit costs and other factors. These non-GAAP financial measures should not be considered as a substitute for operating results determined in accordance with GAAP and may not be comparable to other similarly titled measures of other companies. The computations of the non-GAAP financial measures used in this presentation are referenced in a footnote or in the appendix to this presentation.

Forward-Looking Statements:

This press release contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical facts, but instead represent only the beliefs, expectations, or opinions of TowneBank and its management regarding future events, many of which, by their nature, are inherently uncertain. Forward-looking statements may be identified by the use of such words as: "believe," "expect," "anticipate," "intend," "plan,” "estimate," or words of similar meaning, or future or conditional terms, such as "will," "would," "should," "could," "may," "likely," "probably," or "possibly." These statements may address issues that involve significant risks, uncertainties, estimates, and assumptions made by management. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include among others, competitive pressures in the banking industry that may increase significantly; changes in the interest rate environment that may reduce margins and/or the volumes and values of loans made or held as well as the value of other financial assets held; an unforeseen outflow of cash or deposits or an inability to access the capital markets, which could jeopardize our overall liquidity or capitalization; changes in the creditworthiness of customers and the possible impairment of the collectability of loans; insufficiency of our allowance for credit losses due to market conditions, inflation, changing interest rates or other factors; adverse developments in the financial industry generally, such as the 2023 bank failures, responsive measures to mitigate and manage such developments, related supervisory and regulatory actions and costs, and related impacts on customer and client behavior; general economic conditions, either nationally or regionally, that may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and/or a reduced demand for credit or other services; geopolitical instability, including wars, conflicts, trade restrictions and tariffs, civil unrest, and terrorist attacks and the potential impact, directly or indirectly, on our business; the effects of weather-related or natural disasters, which may negatively affect our operations and/or our loan portfolio and increase our cost of conducting business; public health events (such as the COVID-19 pandemic) and governmental and societal responses to them; changes in the legislative or regulatory environment, including changes in accounting standards and tax laws and changes impacting the rulemaking, supervision, examination and enforcement priorities of the federal banking agencies, that may adversely affect our business; our ability to successfully integrate the businesses from past and future acquisitions, including our recent mergers with Old Point Financial Corporation and Dogwood State Bank, to the extent that that process may take longer or be more difficult, time-consuming, or costly to accomplish than expected; deposit attrition, operating costs, customer losses, and business disruption associated with recently completed acquisitions, including reputational risk and adverse effects on relationships with employees, customers or other business partners, that may be greater than expected; costs or difficulties related to the integration of the businesses that we have acquired that may be greater than expected; expected growth opportunities or cost savings associated with recently completed acquisitions that may not be fully realized or realized within the expected time frame; the diversion of management's attention and time from ongoing business operations and opportunities on merger and integration related matters; the introduction of new lines of business or new products and services; cybersecurity threats or attacks, whether directed at us or at vendors or other third parties with which we interact, the implementation of new technologies, and the ability to develop and maintain reliable electronic systems; competitors that may have greater financial resources and develop products that enable them to compete more successfully; changes in business conditions; and changes in the securities market; and changes in our local economy with regard to our market area, including any adverse impact of actual and proposed cuts to federal spending, including defense, security and military spending, on the economy. Any forward-looking statements made by us or on our behalf speak only as of the date they are made or as of the date indicated, and we do not undertake any obligation to update forward-looking statements as a result of new information, future events, or otherwise. For additional information on factors that could materially influence forward-looking statements included in this report, see the "Risk Factors" in TowneBank’s Annual Report on Form 10-K for the year ended December 31, 2024, and related disclosures in other filings that have been, or will be, filed by TowneBank with the Federal Deposit Insurance Corporation.

Media contact:

G. Robert Aston, Jr., Executive Chairman, 757-638-6780

William I. Foster III, President and Chief Executive Officer, 757-417-6482

Investor contact:

William B. Littreal, Chief Financial Officer, 757-638-6813