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• Total deposits stayed relatively unchanged at $11.7 billion at December 31, 2024 compared to September 30, 2024. Interest-bearing deposits increased $106.1 million, while noninterest-bearing deposits declined $98.1 million. Growth in interest-bearing deposits was mainly experienced within interest checking accounts, which grew $122.9 million during the current quarter, while decline in noninterest-bearing deposit categories was driven by lower balances in commercial checking accounts. Total deposits, excluding brokered deposits, increased by $32.0 million quarter-over-quarter and represented 94% of total deposits as of December 31, 2024.

• The ratio of non-performing loans to total loans was 1.03% at December 31, 2024 compared to 1.09% at September 30, 2024 and 0.81% at December 31, 2023. The current quarter's decline in non-performing loans was mainly related to pay downs on several non-accrual loans along with a single commercial real estate loan that returned to an accrual status.

• Net interest income for the fourth quarter of 2024 grew $4.7 million or 6% compared to the previous quarter and $4.4 million or 5% compared to the fourth quarter of 2023. Compared to the previous quarter, interest income increased by $1.0 million, while interest expense decreased by $3.7 million.

• The net interest margin was 2.53% for the fourth quarter of 2024 compared to 2.44% for the third quarter of 2024 and 2.45% for the fourth quarter of 2023. Compared to the linked quarter, the rate paid on interest-bearing liabilities decreased 23 basis points, driven by a 26 basis point decline in the rate on interest-bearing deposits, while the yield on interest-earning assets declined by six basis points. The decline in the rate paid on interest-bearing deposits was attributable to a 50 basis point reduction in the federal funds rate during the current quarter and the associated actions taken by management to re-price the Company's funding base.

• Provision for credit losses directly attributable to the funded loan portfolio was $4.7 million for the current quarter compared to $6.3 million in the previous quarter and a credit of $2.6 million in the prior year quarter. The current quarter's provision expense is mainly attributable to a slight deterioration in the projected economic variables coupled with higher qualitative adjustments, partially offset by lower probability of recession. In addition, during the current quarter, the provision for unfunded commitments declined by $0.2 million, a result of higher utilization rates on lines of credit.

• Non-interest income for the fourth quarter of 2024 increased by 10% or $1.9 million compared to the linked quarter and grew by 31% or $5.1 million compared to the prior year quarter. The quarter-over-quarter increase was mainly due to an increase in income from bank-owned life insurance driven by one-time mortality proceeds received during the current quarter in combination with higher swap fees and higher wealth management income, which was partially offset by lower income from mortgage banking activities.

• Non-interest expense for the fourth quarter of 2024 increased by $61.3 million compared to the third quarter of 2024 and $67.1 million compared to the prior year quarter, due to the goodwill impairment charge of $54.4 million incurred during the current quarter. Excluding the goodwill impairment charge, adjusted non-interest expense was $79.8 million during the current quarter compared to $72.9 million in the linked quarter. This quarterly increase in adjusted non-interest expense was primarily due to a combination of merger and acquisition expense associated with the pending merger with AUB along with higher salaries and compensation benefits, partially offset by lower professional fees and services.

• We perform an annual goodwill impairment test as of October 1st of each year. During the current year, we utilized the terms incorporated in the merger agreement between the Company and AUB. The implied value of the Company utilized the stock conversion ratio in the merger agreement and used a weighted average approach to consider both AUB's most recent closing stock price prior to the merger announcement date, as well as the forward sale price for AUB common stock under the forward sale agreement announced simultaneous with the merger agreement. This valuation method resulted in the estimated fair value of the Company being below its book value and required the recording of a goodwill impairment charge of $54.4 million.

• Return on average assets (“ROA”) for the quarter ended December 31, 2024 was (1.09)% and return on average tangible common equity (“ROTCE”) was 5.46% compared to 0.46% and 5.88%, respectively, for the third quarter of 2024 and 0.73% and 9.26%, respectively, for the fourth quarter of 2023. On a non-GAAP basis, the current quarter's core ROA was 0.58% and core ROTCE was 6.80% compared to 0.50% and 5.88%, respectively, for the previous quarter and 0.76% and 9.26%, respectively, for the fourth quarter of 2023.

• The GAAP efficiency ratio was 124.61% for the fourth quarter of 2024, compared to 72.12% for the third quarter of 2024 and 68.33% for the fourth quarter of 2023. An elevated GAAP efficiency ratio for the current quarter was the result of higher non-interest expense due to the $54.4 million goodwill impairment charge. The non-GAAP efficiency ratio was 67.16% for the fourth quarter of 2024 compared to 69.06% for the third quarter of 2024 and 66.16% for the prior year quarter.

Balance Sheet and Credit Quality

Total assets were $14.1 billion at December 31, 2024, as compared to $14.4 billion at September 30, 2024. At December 31, 2024, total loans remained stable at $11.5 billion compared to the previous quarter. During this period, the growth in AD&C and commercial business loans and lines of $71.7 million or 6% and $32.2 million or 2%, respectively, was mostly offset by the decline in commercial investor real estate loans of $88.9 million or 2%. Total residential mortgage and consumer loan portfolios increased by $19.6 million or 1%.

Deposits stayed relatively unchanged at $11.7 billion at December 31, 2024 compared to September 30, 2024. During this period, noninterest-bearing deposits decreased $98.1 million or 3%, while interest-bearing deposits increased $106.1 million or 1%. The decline in noninterest-bearing deposit categories was driven by decreases in commercial checking accounts. Growth in interest-bearing deposits was seen predominantly in interest checking accounts, which grew $122.9 million or 8% during the current quarter. Total deposits, excluding brokered deposits, increased by $32.0 million quarter-over-quarter and remained at 94% of total deposits as of December 31, 2024 compared to September 30, 2024, reflecting continued strength and stability of the core deposit base. Total uninsured deposits at December 31, 2024 were approximately 37% of total deposits.

Total borrowings decreased $201.7 million or 23% at December 31, 2024 as compared to the previous quarter, primarily driven by a $200.0 million reduction in FHLB advances, of which $150 million related to scheduled maturities, while $50 million was prepaid generating a $0.5 million gain on debt extinguishment. At December 31, 2024, available unused sources of liquidity, which consist of available FHLB borrowings, fed funds, funds through the Federal Reserve Bank's discount window, as well as excess cash and unpledged investment securities, totaled $6.3 billion or 147% of uninsured deposits.

The tangible common equity to tangible assets ratio was 8.84% at December 31, 2024, compared to 8.83% at September 30, 2024.

At December 31, 2024, the Company had a total risk-based capital ratio of 15.38%, a common equity tier 1 risk-based capital ratio of 11.36%, a tier 1 risk-based capital ratio of 11.36%, and a tier 1 leverage ratio of 9.39%. These risk-based capital ratios compare to a total risk-based capital ratio of 15.53%, a common equity tier 1 risk-based capital ratio of 11.27%, a tier 1 risk-based capital ratio of 11.27%, and a tier 1 leverage ratio of 9.59% at September 30, 2024. All of these ratios remain well in excess of the mandated minimum regulatory requirements.

Non-performing loans include non-accrual loans and accruing loans 90 days or more past due. At December 31, 2024, non-performing loans totaled $119.4 million, compared to $125.3 million at September 30, 2024 and $91.8 million at December 31, 2023. The ratio of non-performing loans to total loans was 1.03% compared to 1.09% on a linked quarter basis. These levels of non-performing loans compare to 0.81% at December 31, 2023. The current quarter's decline in non-performing loans was mainly related to pay downs on several non-accrual loans along with a single commercial real estate loan that returned to an accrual status based on the borrower's historical payment performance. Total net charge-offs for the current quarter amounted to $1.7 million compared to $0.7 million for the third quarter of 2024 and net recoveries of $0.1 million for the fourth quarter of 2023.

At December 31, 2024, the allowance for credit losses was $134.4 million or 1.16% of outstanding loans and 113% of non-performing loans, compared to $131.4 million or 1.14% of outstanding loans and 105% of non-performing loans at the end of the previous quarter and $120.9 million or 1.06% of outstanding loans and 132% of non-performing loans at the end of the fourth quarter of 2023. The increase in the allowance for the current quarter compared to the previous quarter mainly reflects slight deterioration in the projected economic variables coupled with higher qualitative adjustments, partially offset by lower probability of economic recession.

Income Statement Review

Quarterly Results

Net loss was $39.5 million ($0.87 per diluted common share) for the three months ended December 31, 2024 compared to net income of $16.2 million ($0.36 per diluted common share) for the three months ended September 30, 2024 and $26.1 million ($0.58 per diluted common share) for the prior year quarter. The current quarter's net loss is predominantly related to the $54.4 million goodwill impairment charge.   The current quarter's core earnings were $21.0 million ($0.47 per diluted common share), compared to $17.9 million ($0.40 per diluted common share) for the previous quarter and $27.1 million ($0.60 per diluted common share) for the quarter ended December 31, 2023. The increase in the current quarter's core earnings compared to the linked quarter was driven primarily by higher net interest income and non-interest income, and lower provision for credit losses, partially offset by higher adjusted non-interest expense.

Net interest income for the fourth quarter of 2024 increased $4.7 million or 6% compared to the previous quarter and $4.4 million or 5% compared to the fourth quarter of 2023. During the current quarter, interest income increased $1.0 million, while interest expense declined $3.7 million. The higher interest rate environment during the current year was primarily responsible for a $5.4 million year-over-year increase in interest income, which outpaced the $1.0 million year-over-year growth in interest expense.

The net interest margin was 2.53% for the fourth quarter of 2024 compared to 2.44% for the third quarter of 2024 and 2.45% for the fourth quarter of 2023. The increase in the net interest margin during the current quarter was a result of a 23 basis point decrease in the rate paid on interest-bearing liabilities, driven by a 26 basis point decline in the rate paid on interest-bearing deposits, while the yield earned on interest-earning assets declined by six basis points. As compared to the prior year quarter, the yield on interest-earning assets increased eight basis points, while the rate paid on interest-bearing liabilities declined nine basis points, resulting in net interest margin increase of eight basis points.

The total provision for credit losses was $4.5 million for the fourth quarter of 2024 compared to $6.3 million for the previous quarter and a credit of $3.4 million for the fourth quarter of 2023. The provision for credit losses directly attributable to the funded loan portfolio was $4.7 million for the current quarter compared to $6.3 million for the third quarter of 2024 and a credit of $2.6 million for the fourth quarter of 2023. The current quarter's provision is mainly a reflection of a slight deterioration in the projected economic variables along with higher qualitative adjustments, partially offset by lower probability of economic recession. In addition, during the current quarter, the reserve for unfunded commitments declined to $1.3 million from $1.5 million in the previous quarter due to higher utilization rates on lines of credit.

Non-interest income for the fourth quarter of 2024 increased by 10% or $1.9 million compared to the linked quarter and grew by 31% or $5.1 million compared to the prior year quarter. The current quarter's increase in non-interest income as compared to the previous quarter was mainly driven by the $1.9 million increase in income from bank owned life insurance, generated by one-time mortality proceeds, $0.4 million of swap fee income, and $0.2 million increase in wealth management income, due to the overall favorable market performance, partially offset by $0.4 million decrease in income from mortgage banking activities, due to lower sales volumes.

Non-interest expense for the fourth quarter of 2024 increased $61.3 million or 84% compared to the third quarter of 2024 and $67.1 million or 100% compared to the fourth quarter of 2023. The increase over the comparative quarters was primarily due to the goodwill impairment charge of $54.4 million in the fourth quarter of 2024. Excluding the goodwill impairment charge, adjusted non-interest expense increased $6.9 million or 9% compared to the linked quarter. This quarter-over-quarter increase is predominantly attributable to $4.2 million in merger and acquisition expenses incurred during the current quarter, a $3.3 million increase in salaries and benefits, due to an increase in employee incentive compensation, and a $0.7 million increase in marketing expense. These increases were partially offset by the $1.8 million reduction in professional fees and services.

For the fourth quarter of 2024, the GAAP efficiency ratio was 124.61% compared to 72.12% for the third quarter of 2024 and 68.33% for the fourth quarter of 2023. The non-GAAP efficiency ratio was 67.16% for the current quarter as compared to 69.06% for the third quarter of 2024 and 66.16% for the fourth quarter of 2023.

ROA for the quarter ended December 31, 2024 was (1.09)% and ROTCE was 5.46% compared to 0.46% and 5.88%, respectively, for the third quarter of 2024 and 0.73% and 9.26%, respectively, for the fourth quarter of 2023. On a non-GAAP basis, the current quarter's core ROA was 0.58% and core ROTCE was 6.80% compared to 0.50% and 5.88% for the third quarter of 2024 and 0.76% and 9.26%, respectively, for the fourth quarter of 2023.

Explanation of Non-GAAP Financial Measures

This news release contains financial information and performance measures determined by methods other than in accordance with generally accepted accounting principles in the United States (“GAAP”). The Company’s management believes that the supplemental non-GAAP information provides a better comparison of period-to-period operating performance. Additionally, the Company believes this information is utilized by regulators and market analysts to evaluate a company’s financial condition and, therefore, such information is useful to investors. Non-GAAP measures used in this release consist of the following:

• Tangible common equity and related measures are non-GAAP measures that exclude the impact of goodwill and other intangible assets.

• The non-GAAP efficiency ratio excludes goodwill impairment loss, merger and acquisition expense, amortization of intangible assets, investment securities gains/(losses), pension settlement expense, severance expense, contingent payment expense, and includes tax-equivalent income.

• Core earnings and the related measures of core earnings per diluted common share, core return on average assets and core return on average tangible common equity reflect net income exclusive of goodwill impairment loss, merger and acquisition expense, and after-tax impact of amortization of intangible assets, investment securities gains/(losses) and other non-recurring or extraordinary items.

• Pre-tax pre-provision net income excludes income tax expense and the provision (credit) for credit losses.

These disclosures should not be viewed as a substitute for financial results in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. Please refer to the non-GAAP Reconciliation tables included with this release for a reconciliation of these non-GAAP measures to the most directly comparable GAAP measure.

About Sandy Spring Bancorp, Inc.

Sandy Spring Bancorp, Inc., headquartered in Olney, Maryland, is the holding company for Sandy Spring Bank, a premier community bank in the Greater Washington, D.C. region. With over 50 locations, the bank offers a broad range of commercial and retail banking, mortgage, private banking, and trust services throughout Maryland, Virginia, and Washington, D.C. Through its subsidiaries, Rembert Pendleton Jackson and West Financial Services, Inc., Sandy Spring Bank also offers a comprehensive menu of wealth management services.

Source: Sandy Spring Bancorp, Inc.
Code: SASR-E

Forward-Looking Statements

Sandy Spring Bancorp’s forward-looking statements are subject to significant risks and uncertainties that may cause actual results to differ materially from those in such statements. These risks and uncertainties include, but are not limited to, the risks identified in our quarterly and annual reports and the following: changes in general business and economic conditions nationally or in the markets that we serve; changes in consumer and business confidence, investor sentiment, or consumer spending or savings behavior; changes in the level of inflation; changes in the demand for loans, deposits and other financial services that we provide; the possibility that future credit losses may be higher than currently expected; the impact of the interest rate environment on our business, financial condition and results of operations; the impact of compliance with changes in laws, regulations and regulatory interpretations, including changes in income taxes; changes in credit ratings assigned to us or our subsidiaries; competitive pressures among financial services companies; the ability to attract, develop and retain qualified employees; our ability to maintain the security of our data processing and information technology systems; the impact of changes in accounting policies, including the introduction of new accounting standards; the impact of judicial or regulatory proceedings; the impact of fiscal and governmental policies of the United States federal government; the impact of health emergencies, epidemics or pandemics; the effects of climate change; and the impact of natural disasters, extreme weather events, military conflict, terrorism or other geopolitical events; the possibility that the Company’s pending merger with AUB does not close when expected or at all because required regulatory or other approvals or conditions to closing are not received or satisfied on a timely basis or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the merger); the risk that the benefits from the merger may not be fully realized or may take longer to realize than expected; and the risk of disruption to the Company’s business as a result of the pendency of the merger;. Sandy Spring Bancorp provides greater detail regarding some of these factors in its Form 10-K for the year ended December 31, 2023 and its Form 10-Q for the quarter ended September 30, 2024, including in the Risk Factors section of those reports, and in its other SEC reports. Sandy Spring Bancorp’s forward-looking statements may also be subject to other risks and uncertainties, including those that it may discuss elsewhere in this news release or in its filings with the SEC, accessible on the SEC’s Web site at www.sec.gov.

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