Financial Analysis

OFF-BALANCE SHEET LOAN COMMITMENTS From time to time, the Company is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit. Those instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the balance sheet. The Companys exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet financial instruments. The contractual amounts of financial instruments with off-balance sheet risk were as follows: June 30, 2026 December 31, 2025 (Dollars in thousands) Fixed Rate Variable Rate Total Fixed Rate Variable Rate Total Unused lines of credit $ 69,665 $ 331,047 $ 400,712 $ 92,223 $ 440,289 $ 532,512 Standby letters of credit $ 5,792 $ 6,609 $ 12,401 $ 7,090 $ 2,951 $ 10,041 Mortgage warehouse and other loan commitments $ $ 852,745 $ 852,745 $ $ 702,984 $ 702,984 Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

The table below shows the Payments segments revenue from transaction and network fees from external customers, which are disaggregated by customer category. Three Months Ended June 30, Six Months Ended June 30, (Dollars in thousands) 2026 2025 2026 2025 Broker fee income $ 9,536 $ 6,443 $ 17,356 $ 11,621 Factor fee income 630 993 1,426 2,226 Other fee income 551 150 1,009 257 Total fee income $ 10,717 $ 7,586 $ 19,791 $ 14,104 …

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STOCK BASED COMPENSATION Stock based compensation expense that has been charged against income was $4,109,000 and $3,430,000 for the three months ended June 30, 2026 and 2025, respectively, and $7,527,000 and $6,261,000 for the six months ended June 30, 2026 and 2025, respectively. 2014 Omnibus Incentive Plan The Companys 2014 Omnibus Incentive Plan (Omnibus Incentive Plan) provides for the grant of nonqualified and incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units, and other awards that may be settled in, or based upon the value of, the Companys common stock. The maximum number of shares of common stock available for issuance under the Omnibus Incentive Plan is 3,650,000 shares. Restricted Stock Units A summary of changes in the Companys nonvested Restricted Stock Units (RSUs) under the Omnibus Incentive Plan for the six months ended June 30, 2026 were as follows: Nonvested RSUs Shares Weighted-Average Grant-Date Fair Value Nonvested at January 1, 2026 198,757 $ 59.96 Granted 77,974 67.55 Vested (73,702) 63.63 Forfeited (3,010) 63.50 Nonvested at June 30, 2026 200,019 $ 61.51 RSUs granted to employees under the Omnibus Incentive Plan typically vest over one to four years. Compensation expense for the RSUs will be recognized over the vesting period of the awards based on the fair value of the stock at the issue date. As of June 30, 2026, there was $7,564,000 of unrecognized compensation cost related to the nonvested RSUs. The …

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FAIR VALUE DISCLOSURES Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values: Level 1 Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date. Level 2 Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 Significant unobservable inputs that reflect a companys own assumptions about the assumptions that market participants would use in pricing an asset or liability. The methods of determining the fair value of assets and liabilities presented in this note are consistent with the methodologies disclosed in Note 15 of the Companys 2025 Form 10-K. Assets and liabilities measured at fair value on a recurring basis are summarized in the table below. (Dollars in thousands) Fair Value Measurements Using Total Fair Value June 30, 2026 Level 1 Level 2 Level 3 Assets measured at fair value on a recurring basis Securities available for sale Mortgage-backed securities, residential $ $ 80,408 $ $ 80,408 Asset-backed s …

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GOODWILL AND INTANGIBLE ASSETS Goodwill and intangible assets consist of the following: (Dollars in thousands) June 30, 2026 December 31, 2025 Goodwill $ 355,296 $ 355,296 June 30, 2026 December 31, 2025 (Dollars in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Core deposit intangibles $ 43,578 $ (42,367) $ 1,211 $ 43,578 $ (41,836) $ 1,742 Customer relationship intangibles 65,494 (32,170) 33,324 65,494 (28,776) 36,718 Software intangible assets 26,932 (19,503) 7,429 26,932 (18,461) 8,471 Other intangible assets 3,681 (2,720) 961 3,641 (2,684) 957 $ 139,685 $ (96,760) $ 42,925 $ 139,645 $ (91,757) $ 47,888 The changes in goodwill and intangible assets during the three and six months ended June 30, 2026 and 2025 are as follows: Three Months Ended June 30, Six Months Ended June 30, (Dollars in thousands) 2026 2025 2026 2025 Beginning balance $ 400,668 $ 255,912 $ 403,184 $ 258,208 Acquired goodwill 111,951 111,951 Acquired intangible assets 39 44,721 39 44,844 Amortization of intangibles (2,486) (3,400) (5,002) (5,800) Amortization of intangibles included in lease income (19) (38) Ending balance $ 398,221 $ 409,165 $ 398,221 $ 409,165 …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

LEGAL CONTINGENCIES TBK Bank, SSB (the Bank), the wholly-owned bank subsidiary of the Company, is the agent bank for a $60.5 million floorplan loan facility, of which the Bank holds approximately $22.5 million, for which Tricolor Holdings, LLC (Tricolor) is the lead borrower. On September 10, 2025, Tricolor and its affiliates filed for Chapter 7 bankruptcy in the United States District Court for the Northern District of Texas. The floorplan loan facility is secured by a first-priority security interest in the vehicle inventory and certain other assets of Tricolor. As of June 30, 2026, the Bank believes its collateral position adequately secures the outstanding balance of the loan facility. As the bankruptcy proceedings progress, however, the Bank may discover additional information regarding the status of specific collateral securing the loan. Other creditors have asserted that they have interests in some of the collateral in which the Bank asserts a first-priority security interest. To the extent necessary, the bankruptcy court may ultimately have to determine the Banks and other creditors interest in such collateral. The Company may also be subject to additional claims asserted by creditors or the trustee in the bankruptcy proceedings. Should any of such factual determinations or developments in the bankruptcy proceedings negatively impact the Banks assessment of its collateral position or otherwise have a negative impact on the Company, the Company might incur losses which …

LegalMattersAndContingenciesTextBlock · excerpt; the full note is in the filing

"Adoption of New Accounting Standards In December 2023, the FASB issued Accounting Standards Update 2023-09, Income Taxes (Topic 740), Improvements to Income Tax Disclosures"" (""ASU 2023-09""). ASU 2023-09 requires public entities to disclose in their rate reconciliation table additional categories of information about federal, state and foreign income taxes and to provide more details about the reconciling items in some categories if items meet a quantitative threshold. ASU 2023-09 also requires all entities to disclose income taxes paid, net of refunds, disaggregated by federal, state and foreign taxes for annual periods and to disaggregate the information by jurisdiction based on a quantitative threshold, among other things. ASU 2023-09 is effective for the Company for fiscal years beginning after December 15, 2024 with early adoption permitted. The Company adopted ASU 2023-09 on a prospective basis effective December 31, 2025. Adoption of ASU 2023-09 did not have a material impact on the Company's consolidated financial statements. In July 2025, the FASB issued Accounting Standards Update 2025-05, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses for Accounts Receivable and Contract Assets"" (""ASU 2025-05""). ASU 2025-05 provides the option to elect a practical expedient to assume that the current conditions as of the balance sheet date will remain unchanged for the remaining life of the asset when developing a reasonable and supportable fo …

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REVENUE FROM CONTRACTS WITH CUSTOMERS The Company records revenue from contracts with customers in accordance with Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (Topic 606). Under Topic 606, the Company must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when (or as) the Company satisfies a performance obligation. The Company generally fully satisfies its performance obligations on its contracts with customers as services are rendered and the transaction prices can be fixed or variable; charged either on a periodic basis or based on activity. Except as disclosed below, the Company presents disaggregated revenue from contracts with customers in the consolidated statements of income. Banking and Factoring Segments The Banking segment derives its revenue principally from investments in interest-earning assets as well as noninterest income typical for the banking industry, and the Factoring segment derives the large majority of its revenue from interest income on purchased factored receivables. The majority of such revenue streams fall under Accounting Standards Codification Topic 310, Receivables (Topic 310) which is outside the scope of Topic 606. There are, however, certain Banking and Factoring activities that generate revenue under Topic 606. Descriptions of the …

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BUSINESS SEGMENT INFORMATION The Company's reportable segments are Banking, Factoring, Payments, and Intelligence, which have been determined based upon their business processes and economic characteristics. This determination also gave consideration to the structure and management of various product lines. The Banking segment includes the operations of TBK Bank. The Banking segment derives its revenue principally from investments in interest earning assets as well as noninterest income typical for the banking industry. The Factoring segment derives its revenue from factoring services. The Payments segment includes the presentment, audit, and payment solutions offered to Shipper, Broker, and Factor clients in the trucking industry. The Payments segment derives its revenue from transaction fees and interest income on factored receivables related to invoice payments. These factored receivables consist of (i) invoices where we offer a carrier a quickpay opportunity to receive payment at a discount in advance of the standard payment term for such invoice in exchange for the assignment of such invoice to us, (ii) offering freight brokers the ability to settle their invoices with us on an extended term following our payment to their carriers as an additional liquidity option for such freight brokers, and (iii) factoring transactions where we purchase receivables payable to such freight brokers from their shipper clients. The Payments segment also offer the LoadPay product; a digita …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

STOCKHOLDERS' EQUITY The following summarizes the capital structure of Triumph Financial, Inc. Preferred Stock Series C (Dollars in thousands, except per share amounts) June 30, 2026 December 31, 2025 Shares authorized 51,750 51,750 Shares issued 45,000 45,000 Shares outstanding 45,000 45,000 Par value per share $ 0.01 $ 0.01 Liquidation preference per share $ 1,000 $ 1,000 Liquidation preference amount $ 45,000 $ 45,000 Dividend rate 7.125 % 7.125 % Dividend payment dates Quarterly Quarterly Common Stock (Dollars in thousands, except per share amounts) June 30, 2026 December 31, 2025 Shares authorized 50,000,000 50,000,000 Shares issued 29,697,942 29,535,826 Treasury shares (5,803,405) (5,770,441) Shares outstanding 23,894,537 23,765,385 Par value per share $ 0.01 $ 0.01

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