3
INTRODUCTORY NOTE
Special Cautionary Notice Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform
Act of 1995. These forward-looking statements include, among others, statements about our beliefs, plans, objectives, goals, expectations,
estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors, many of
which are beyond our control.
The words “may,” “could,” “should,” “would,” “believe,”
“anticipate,” “estimate,” “expect,” “intend,” “plan,”
“target,” “vision,” “goal,” and similar expressions are intended to identify forward-looking statements.
All forward-looking statements, by their nature, are subject to risks and uncertainties.
Forward-looking statements are based on current
assumptions and expectations that are subject to change and may prove to be inaccurate.
Our actual future results may differ materially from
those set forth in our forward-looking statements.
Our
ability
to
achieve
our
financial
objectives
could
be
adversely
affected
by
the
factors
discussed
in
detail
in
Part
II,
Item
1A.
“Risk
Factors” in this Quarterly Report on Form 10-Q and in Part I, Item 1A. “Risk Factors” in our Annual Report on
Form 10-K for the year ended
December 31,
2025
(the “2025
Form 10-K”),
as updated
in our
subsequent
quarterly reports
filed on
Form 10-Q,
as well
as,
among other
factors:
●
Changes in trade, monetary, and fiscal policies and laws, including
actual changes in interest rates and the Fed Funds rate and
changes in international trade policies, tariffs and treaties affecting imports and exports, and their related impacts on
macroeconomic conditions, customer behavior, funding costs and loan and securities portfolios;
●
Inflation, interest rate, market and monetary fluctuations;
●
Local, regional, national, and international economic conditions (including the value of the U.S. Dollar in relation to the
currencies of other advanced and emerging market countries and the performance of both domestic and international equity
and debt markets and valuation of securities traded on recognized domestic and international exchanges), and the impact they
may have on us and our clients and our assessment of that impact;
●
Supply-demand imbalances and general economic conditions affecting local real estate prices and a general deterioration in
commercial real estate market fundamentals;
●
The costs and effects of legal and regulatory developments, the outcomes of legal proceedings or regulatory or other
governmental inquiries, the results of regulatory examinations or reviews and the ability to obtain required regulatory
approvals;
●
The effect of changes in laws and regulations (including laws and regulations concerning taxes, banking, securities, and
insurance) and their application with which we and our subsidiaries must comply;
●
The effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as other
accounting standard setters;
●
The accuracy of our financial statement estimates and assumptions;
●
Changes in the creditworthiness, financial performance and/or condition of our borrowers;
●
Changes in the mix of loan geographies, sectors and types or the level of non-performing assets and charge-offs;
●
Changes in estimates of future credit loss reserve requirements based upon the periodic review thereof under relevant
regulatory and accounting requirements;
●
Changes in our liquidity position;
●
Changes in our capital levels, capital requirements or our ability to maintain adequate regulatory capital ratios;
●
The timely development and acceptance of new products and services as well as risks (including reputational and litigation)
attendant thereto, and perceived overall value of these products and services by users;
●
Changes in consumer spending, borrowing, and saving habits;
●
Changes in deposit levels, deposit mix, pricing, or the availability and cost of other funding sources;
●
Greater than expected costs or difficulties related to the integration of new products and lines of business;
●
Technological changes;
●
Risks associated with the development and use of artificial intelligence;
●
The cost and effects of cyber incidents or other failures, interruptions, or security breaches of our systems or those of our
customers or third-party providers;
●
Fraud or misconduct by internal or external parties which we may not be able to prevent, detect or mitigate;
●
Dispositions, acquisitions and integration of acquired businesses;
●
Impairment of our goodwill or other intangible assets;
●
Changes in the reliability of our vendors, internal control systems, or information systems;
●
Our ability to increase market share and control expenses;
●
Our ability to attract and retain qualified employees;
●
Changes in our organization, compensation, and benefit plans;
●
The soundness of other financial institutions;
●
Volatility
and disruption in national and international financial and commodity markets;
●
Changes in the competitive environment in our markets and among banking organizations and other financial service
providers;