株探米国株
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 
____________________________________________________________
FORM 10-Q
____________________________________________________________

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025
 
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________             
Commission file number 000-18911
____________________________________________________________
GLACIER BANCORP, INC.
(Exact name of registrant as specified in its charter)
 ____________________________________________________________
Montana 81-0519541
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)
49 Commons Loop Kalispell, Montana 59901
(Address of principal executive offices) (Zip Code)
(406) 756-4200
(Registrant’s telephone number, including area code)
 ____________________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value GBCI The New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    ☒  Yes    ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    ☒ Yes    ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer Accelerated filer
Non-accelerated filer Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   ☐ Yes    ☒  No
The number of shares of Registrant’s common stock outstanding on April 14, 2025 was 113,517,944. No preferred shares are issued or outstanding.



TABLE OF CONTENTS
 

  Page
Part I. Financial Information
Item 1 – Financial Statements











ABBREVIATIONS/ACRONYMS
ACL or allowance – allowance for credit losses
AFS - available-for-sale
ALCO – Asset Liability Committee
ASC – Accounting Standards Codification
ASU – Accounting Standards Update
ATM – automated teller machine
Bank – Glacier Bank
BOI - Bank of Idaho
BOID - Bank of Idaho Holding Co.
BTFP - Bank Term Funding Program of the Federal Reserve Bank
CDE – Certified Development Entity
CDFI Fund – Community Development Financial Institutions Fund
CECL – current expected credit losses
CEO – Chief Executive Officer
CFO – Chief Financial Officer
CFGW – Community Financial Group, Inc.
CRE - Commercial real estate
Company – Glacier Bancorp, Inc.
DDA – demand deposit account
Fannie Mae – Federal National Mortgage Association
FASB – Financial Accounting Standards Board
FDIC – Federal Deposit Insurance Corporation
FHLB – Federal Home Loan Bank
Final Rules – final rules implemented by the federal banking agencies that established a
  new comprehensive regulatory capital framework
FRB – Federal Reserve Bank
Freddie Mac – Federal Home Loan Mortgage Corporation
GAAP – accounting principles generally accepted in the United States of America
GDP – gross domestic product
Ginnie Mae – Government National Mortgage Association
HTM - Held-to-maturity
Interest rate locks - residential real estate derivatives for commitments
LIBOR – London Interbank Offered Rate
LIHTC – Low Income Housing Tax Credit
MBFD - Modifications to borrowers experiencing financial difficulty
NMTC – New Markets Tax Credit
NOW – negotiable order of withdrawal
NRSRO – Nationally Recognized Statistical Rating Organizations
OCI – other comprehensive income
OREO – other real estate owned
PCD – purchased credit-deteriorated
PPP – Paycheck Protection Program
Repurchase agreements – securities sold under agreements to repurchase
RMB – Rocky Mountain Bank
ROU – right-of-use
S&P – Standard and Poor’s
SBA – United States Small Business Administration
SEC – United States Securities and Exchange Commission
TBA – to-be-announced
VIE – variable interest entity





GLACIER BANCORP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in thousands, except share and per share data) March 31,
2025
December 31,
2024
Assets
Cash on hand and in banks $ 322,253  268,746 
Interest bearing cash deposits 659,232  579,662 
Cash and cash equivalents 981,485  848,408 
Debt securities, available for sale 4,172,312  4,245,205 
Debt securities, held to maturity 3,261,575  3,294,847 
Total debt securities 7,433,887  7,540,052 
Loans held for sale, at fair value 40,523  33,060 
Loans receivable 17,218,518  17,261,849 
Allowance for credit losses (210,400) (206,041)
Loans receivable, net 17,008,118  17,055,808 
Premises and equipment, net 411,095  411,968 
Right of use assets, net 54,441  56,252 
Other real estate owned and foreclosed assets
1,153  1,164 
Accrued interest receivable 103,992  99,262 
Deferred tax asset, net 122,942  138,955 
Intangibles, net 47,911  51,182 
Goodwill 1,051,318  1,051,318 
Non-marketable equity securities 88,134  99,669 
Bank-owned life insurance 191,044  189,849 
Other assets 322,836  326,040 
Total assets $ 27,858,879  27,902,987 
Liabilities
Non-interest bearing deposits $ 6,100,548  6,136,709 
Interest bearing deposits 14,533,502  14,410,285 
Securities sold under agreements to repurchase 1,849,070  1,777,475 
Federal Home Loan Bank advances 1,520,000  1,800,000 
Other borrowed funds 62,216  62,062 
Finance lease liabilities 20,227  21,279 
Subordinated debentures 133,145  133,105 
Accrued interest payable 30,231  33,626 
Operating lease liabilities 39,244  39,902 
Other liabilities 283,088  264,690 
Total liabilities 24,571,271  24,679,133 
Commitments and Contingent Liabilities —  — 
Stockholders’ Equity
Preferred shares, $0.01 par value per share, 1,000,000 shares authorized, none issued or outstanding
—  — 
Common stock, $0.01 par value per share, 234,000,000 shares authorized at
  March 31, 2025 and December 31, 2024, respectively
1,135  1,134 
Paid-in capital 2,449,311  2,448,758 
Retained earnings 1,100,273  1,083,258 
Accumulated other comprehensive loss (263,111) (309,296)
Total stockholders’ equity 3,287,608  3,223,854 
Total liabilities and stockholders’ equity $ 27,858,879  27,902,987 
Number of common stock shares issued and outstanding 113,517,944  113,401,955 
See accompanying notes to unaudited condensed consolidated financial statements.
4


GLACIER BANCORP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
  Three Months ended
(Dollars in thousands, except share and per share data) March 31,
2025
March 31,
2024
Interest Income
Investment securities $ 45,646  56,218 
Residential real estate loans 24,275  20,764 
Commercial loans 197,388  181,472 
Consumer and other loans 22,616  20,948 
Total interest income 289,925  279,402 
Interest Expense
Deposits 62,865  67,196 
Securities sold under agreements to repurchase 13,733  12,598 
Federal Home Loan Bank advances 20,719  4,249 
FRB Bank Term Funding —  27,097 
Other borrowed funds
402  344 
Subordinated debentures 2,227  1,438 
Total interest expense 99,946  112,922 
Net Interest Income 189,979  166,480 
Provision for credit losses 7,814  8,249 
Net interest income after provision for credit losses 182,165  158,231 
Non-Interest Income
Service charges and other fees 18,818  18,563 
Miscellaneous loan fees and charges 4,664  4,362 
Gain on sale of loans 4,311  3,362 
Gain on sale of securities —  16 
Other income 4,849  3,686 
Total non-interest income 32,642  29,989 
Non-Interest Expense
Compensation and employee benefits 91,443  85,789 
Occupancy and equipment 12,294  11,883 
Advertising and promotions 4,144  3,983 
Data processing 9,138  9,159 
Other real estate owned and foreclosed assets 63  25 
Regulatory assessments and insurance 5,534  7,761 
Intangibles amortization 3,270  2,760 
Other expenses 25,432  30,483 
Total non-interest expense 151,318  151,843 
Income Before Income Taxes 63,489  36,377 
Federal and state income tax expense 8,921  3,750 
Net Income $ 54,568  32,627 
Basic earnings per share 0.48  0.29 
Diluted earnings per share 0.48  0.29 
Dividends declared per share 0.33  0.33 
Average outstanding shares - basic 113,451,199  112,492,142 
Average outstanding shares - diluted 113,546,365  112,554,402 


See accompanying notes to unaudited condensed consolidated financial statements.
5



GLACIER BANCORP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
COMPREHENSIVE INCOME
 
  Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Net Income $ 54,568  32,627 
Other Comprehensive Income, Net of Tax
Available-For-Sale and Transferred Securities:
Unrealized gains on available-for-sale securities
60,765  2,037 
Reclassification adjustment for gains included in net income
—  (29)
Reclassification adjustment for securities transferred from available-for-sale to held-to-maturity
1,469  1,008 
Tax effect (15,509) (757)
Net of tax amount 46,725  2,259 
Cash Flow Hedge:
Unrealized (losses) gains on derivatives used for cash flow hedges
(657) 657 
Reclassification adjustment for gains included in net income
(63) (1,260)
Tax effect 180  152 
Net of tax amount (540) (451)
Total other comprehensive income, net of tax
46,185  1,808 
Total Comprehensive Income $ 100,753  34,435 

























See accompanying notes to unaudited condensed consolidated financial statements.
6


GLACIER BANCORP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS’ EQUITY
Three Months ended March 31, 2025 and 2024  
(Dollars in thousands, except share and per share data) Common Stock Paid-in Capital Retained
Earnings
Accumulated
Other Compre-
hensive Loss
 
Shares Amount Total
Balance at January 1, 2024 110,888,942  $ 1,109  2,350,104  1,043,181  (374,113) 3,020,281 
Net income —  —  —  32,627  —  32,627 
Other comprehensive income —  —  —  —  1,808  1,808 
Cash dividends declared ($0.33 per share)
—  —  —  (37,514) —  (37,514)
Stock issued in connection with acquisitions
2,389,684  24  92,361  —  —  92,385 
Stock issuances under stock incentive plans
109,964  (1) —  —  — 
Stock-based compensation and related taxes
—  —  1,120  —  —  1,120 
Balance at March 31, 2024 113,388,590  $ 1,134  2,443,584  1,038,294  (372,305) 3,110,707 
Balance at January 1, 2025 113,401,955  $ 1,134  2,448,758  1,083,258  (309,296) 3,223,854 
Net income —  —  —  54,568  —  54,568 
Other comprehensive income —  —  —  —  46,185  46,185 
Cash dividends declared ($0.33 per share)
—  —  —  (37,553) —  (37,553)
Stock issuances under stock incentive plans
115,989  (1) —  —  — 
Stock-based compensation and related taxes
—  —  554  —  —  554 
Balance at March 31, 2025 113,517,944  $ 1,135  2,449,311  1,100,273  (263,111) 3,287,608 














See accompanying notes to unaudited condensed consolidated financial statements.
7



GLACIER BANCORP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
  Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Operating Activities
Net income $ 54,568  32,627 
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses 7,814  8,249 
Net amortization of debt securities 2,939  3,210 
Net amortization of purchase accounting adjustments and deferred loan fees and costs (3,250) 436 
Origination of loans held for sale (160,307) (111,561)
Proceeds from loans held for sale 157,156  104,592 
Gain on sale of loans (4,311) (3,362)
Gain on sale of securities —  (16)
Bank-owned life insurance income, net (1,182) (1,076)
Stock-based compensation, net of tax benefits 2,541  1,615 
Depreciation and amortization 7,494  7,092 
Gain on dispositions of premises and equipment (1,010) (1,035)
Loss (gain) on sale and write-downs of other real estate owned, net 18  (91)
Amortization of core deposit and other intangibles 3,270  2,760 
Amortization of investments in variable interest entities 8,662  7,425 
Net increase in accrued interest receivable (4,729) (8,014)
Net (increase) decrease in other assets (1,784) 3,391 
Net decrease in accrued interest payable (3,394) (93,924)
Net decrease in operating lease liabilities (921) (824)
Net decrease in other liabilities (11,128) (8,223)
Net cash provided by (used in) operating activities 52,446  (56,729)
Investing Activities
Sales of debt securities, available-for-sale —  160,558 
Maturities, prepayments and calls of available-for-sale debt securities 148,759  166,314 
Purchases of available-for-sale debt securities (13,791) — 
Maturities, prepayments and calls of held-to-maturity debt securities 46,904  49,821 
Purchases of held-to-maturity debt securities (13,723) — 
Net change in loans 44,684  (88,188)
Proceeds from sale of premises and equipment 2,051  2,399 
Net additions to premises and equipment (5,663) (6,689)
Proceeds from sale of other real estate owned 22  720 
Proceeds from redemption of non-marketable equity securities 12,931  12,383 
Purchases of non-marketable equity securities (1,214) (106,892)
Proceeds from bank-owned life insurance —  193 
Investments in variable interest entities (15,453) (12,154)
Net cash received from acquisitions —  30,903 
Net cash provided by investing activities 205,507  209,368 

See accompanying notes to unaudited condensed consolidated financial statements.
8


GLACIER BANCORP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
 
  Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Financing Activities
Net increase (decrease) in deposits $ 87,169  (118,419)
Net increase in securities sold under agreements to repurchase 71,596  53,158 
Net increase in short-term Federal Home Loan Bank advances —  281,657 
Repayments of short-term FRB Bank Term Funding —  (2,740,000)
Proceeds from long-term Federal Home Loan Bank advances —  1,800,000 
Repayments of long-term Federal Home Loan Bank advances (280,000) — 
Net increase in other borrowed funds 154  7,915 
Principal payments on finance lease liabilities (976) (948)
Cash dividends paid (363) (314)
Tax withholding payments for stock-based compensation (2,456) (1,370)
Net cash used in financing activities (124,876) (718,321)
Net increase (decrease) in cash, cash equivalents and restricted cash 133,077  (565,682)
Cash, cash equivalents at beginning of period 848,408  1,354,342 
Cash, cash equivalents at end of period $ 981,485  788,660 
Supplemental Disclosure of Cash Flow Information
Cash paid during the period for interest $ 103,340  206,846 
Cash paid during the period for income taxes 2,427 
Supplemental Disclosure of Non-Cash Investing and Financing Activities
Sale and refinancing of other real estate owned $ — 
Transfer of loans to other real estate owned 30  16 
Right-of-use assets obtained in exchange for new lease liabilities 176  152 
Equity investments obtained in exchange for delayed equity contributions 5,268  7,148 
Dividends declared during the period but not paid 37,553  37,514 
Acquisitions
Fair value of common stock shares issued —  92,385 
Cash consideration —  771 
Fair value of assets acquired —  777,659 
Liabilities assumed —  684,503 













See accompanying notes to unaudited condensed consolidated financial statements.
9


GLACIER BANCORP, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
Note 1. Nature of Operations and Summary of Significant Accounting Policies

General
Glacier Bancorp, Inc. (“Company”) is a Montana corporation headquartered in Kalispell, Montana. The Company provides a full range of banking services to individuals and businesses in Montana, Idaho, Utah, Washington, Wyoming, Colorado, Arizona and Nevada through its wholly-owned bank subsidiary, Glacier Bank (“Bank”). The Company offers a wide range of banking products and services, including: 1) retail banking; 2) business banking; 3) real estate, commercial, agriculture and consumer loans; and 4) mortgage origination and loan servicing. The Company serves individuals, small to medium-sized businesses, community organizations and public entities.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of the results for the interim periods. All such adjustments are of a normal recurring nature. These interim consolidated financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements and they should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results anticipated for the year ending December 31, 2025. The condensed consolidated statement of financial condition of the Company as of December 31, 2024 has been derived from the audited consolidated statements of the Company as of that date.

The Company is a defendant in legal proceedings arising in the normal course of business. In the opinion of management, the disposition of pending litigation will not have a material affect on the Company’s consolidated financial position, results of operations or liquidity.

Material estimates that are particularly susceptible to significant change include: 1) the determination of the allowance for credit losses (“ACL” or “allowance”) on loans; 2) the valuation of debt securities; and 3) the evaluation of goodwill impairment. For the determination of the ACL on certain loans and real estate valuation estimates, management obtains independent appraisals (new or updated) for significant items. Estimates relating to the investment valuations are obtained from independent third parties. Estimates relating to the evaluation of goodwill for impairment are determined based on internal calculations using market-based inputs.

Principles of Consolidation
The consolidated financial statements of the Company include the parent holding company and the Bank, which consists of seventeen bank divisions and a corporate division. The corporate division includes the Bank’s investment portfolio, wholesale borrowings and other centralized functions. The Bank divisions operate under separate names, management teams and advisory directors.

The Bank has subsidiary interests in variable interest entities (“VIE”) for which the Bank has both the power to direct the VIE’s significant activities and the obligation to absorb losses or right to receive benefits of the VIE that could potentially be significant to the VIE. These subsidiary interests are included in the Company’s consolidated financial statements. The Bank also has subsidiary interests in VIEs for which the Bank does not have a controlling financial interest and is not the primary beneficiary. These subsidiary interests are accounted for under the equity method in the Company’s consolidated financial statements. For additional information on the Bank’s interest in VIEs, see Note 7.

The parent holding company owns non-bank subsidiaries that have issued trust preferred securities. The trust subsidiaries are not included in the Company’s consolidated financial statements. The Company's investments in the trust subsidiaries are included in other assets on the Company's statements of financial condition and its liabilities to the trust subsidiares are included in subordinated debentures.

Segment Reporting
The Company operates as a single segment entity for financial reporting purposes and adopted ASU 2023-07, Segment Reporting, in the year ended December 31, 2024. The Company has determined that its current operating model is structured whereby banking locations and divisions serve a similar base of commercial and retail customers for which the Company provides similar products and services managed through similar processes and technology platforms. The Chief Executive Officer (“CEO”) serves as the Company’s chief operating decision maker (“CODM”).
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The CODM allocates resources and assesses performance of the Company based on the consolidated performance, excluding all significant intercompany balances and transactions of the Company and its wholly owned subsidiary the banking segment, and does not significantly utilize disaggregated segment financial information for decision making and resource allocation. The CODM assesses performance for the banking segment and decides how to allocate resources based on net income as reported on the consolidated statements of operations as consolidated net income. Accordingly, all of the Company’s operations are considered by management to be aggregated in one reportable operating segment, the banking segment. All categories of interest expense and non-interest expense as disclosed on the Company’s consolidated statements of operations are considered significant to the banking segment.

The Company has reviewed the requirements of ASU 2023-07 and has determined that no additional segment disclosures are required, specifically as a result of the following;

▪the Company does not use the tracked performance on the disaggregated segment level for decision-making or resource allocation purposes,
▪no significant segment-specific expenses or performance metrics are used internally for decision-making or resource allocation purposes other than those reported on the consolidated statement of operations, and
▪the level of financial consolidation presented in these financial statements aligns with the CODM’s internal reporting and decision-making process

Based on this assessment the Company’s financial statement disclosures fully comply with ASC 2023-07, and no additional qualitative segment disclosures are necessary.

Cash, Cash Equivalents and Interest Bearing Cash Deposits
Cash and cash equivalents include cash on hand, cash held as demand deposits at various banks and the Federal Reserve Bank (“FRB”), interest bearing deposits, federal funds sold, and liquid investments with original or acquired maturities of three months or less. Interest bearing deposits are maintained at other financial institutions as collateral for certain derivative contracts and are considered restricted cash. Interest earned on interest bearing cash deposits was $6,143,000 and $15,269,000 for the three months ended March 31, 2025 and 2024, respectively, and are included in interest income on investment securities on the consolidated statements of operations. The Company had no restricted cash held as collateral for derivative contracts as of March 31, 2025 and December 31, 2024, respectively. The Bank is required to maintain an average reserve balance with either the FRB or in the form of cash on hand at a reserve rate determined by the FRB. Effective March 26, 2020, the FRB Board reduced the reserve requirement ratio to zero percent. The required reserve balance at March 31, 2025 was $0.

Debt Securities
Debt securities for which the Company has the positive intent and ability to hold to maturity are classified as held-to-maturity and are carried at amortized cost. Debt securities held primarily for the purpose of selling in the near term are classified as trading securities and are reported at fair value, with unrealized gains and losses included in income. Debt securities not classified as held-to-maturity or trading are classified as available-for-sale and are reported at fair value with unrealized gains and losses, net of income taxes, as a separate component of other comprehensive income (“OCI”). Premiums and discounts on debt securities are amortized or accreted into income using a method that approximates the interest method. The objective of the interest method is to calculate periodic interest income at a constant effective yield. The Company does not have any debt securities classified as trading securities. When the Company acquires another entity, it records the debt securities at fair value.

The Company reviews and analyzes the various risks that may be present within the investment portfolio on an ongoing basis, including market risk, credit risk and liquidity risk. Market risk is the risk to an entity’s financial condition resulting from adverse changes in the value of its holdings arising from movements in interest rates, foreign exchange rates, equity prices or commodity prices. The Company assesses the market risk of individual debt securities as well as the investment portfolio as a whole. Credit risk, broadly defined, is the risk that an issuer or counterparty will fail to perform on an obligation. The credit rating of a security is considered the primary credit quality indicator for debt securities. Liquidity risk refers to the risk that a security will not have an active and efficient market in which the security can be sold.

A debt security is investment grade if the issuer has adequate capacity to meet its commitment over the expected life of the investment, i.e., the risk of default is low and full and timely repayment of interest and principal is expected. To determine investment grade status for debt securities, the Company conducts due diligence of the creditworthiness of the issuer or counterparty prior to acquisition and ongoing thereafter consistent with the risk characteristics of the security and the overall risk of the investment portfolio. Credit quality due diligence takes into account the extent to which a security is guaranteed by the U.S. government and other agencies of the U.S. government. The depth of the due diligence is based on the complexity of the structure, the size of the security, and takes into account material positions and specific groups of securities or stratifications for analysis and review of similar risk positions.
11


The due diligence includes consideration of payment performance, collateral adequacy, internal analyses, third party research and analytics, external credit ratings and default statistics.

The Company has acquired debt securities through acquisitions and if the securities have more than insignificant credit deterioration since origination, they are designated as purchased credit-deteriorated (“PCD”) securities. An ACL is determined using the same methodology as with other debt securities. The sum of a PCD security’s fair value and associated ACL becomes its initial amortized cost basis. The difference between the initial amortized cost basis and the par value of the debt security is a noncredit discount or premium, which is amortized into interest income over the life of the security. Subsequent changes to the ACL are recorded through provision for credit losses.

For additional information relating to debt securities, see Note 2.

Allowance for Credit Losses - Available-for-Sale Debt Securities
For available-for-sale debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more-likely-than-not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through loss on sale of securities. For the available-for-sale securities that do not meet the aforementioned criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In such assessment, the Company considers the extent to which fair value is less than amortized cost, if there are any changes to the investment grade of the security by a rating agency, and if there are any adverse conditions that impact the security. If this assessment indicates a credit loss exists, the present value of the cash flows expected to be collected from the security is compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, a potential credit loss exists and an ACL is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost. Any estimated credit losses that have not been recorded through an ACL are recognized in OCI.

The Company has elected to exclude accrued interest from the estimate of credit losses for available-for-sale debt securities. As part of its non-accrual policy, the Company charges-off uncollectable interest at the time it is determined to be uncollectable.

Allowance for Credit Losses - Held-to-Maturity Debt Securities
For estimating the allowance for held-to-maturity (“HTM”) debt securities that share similar risk characteristics with other securities, such securities are pooled based on major security type. For pools of such securities with similar risk characteristics, the historical lifetime probability of default and severity of loss in the event of default is derived or obtained from external sources and adjusted for the expected effects of reasonable and supportable forecasts over the expected lives of the securities on those historical credit losses. Expected credit losses on securities in the held-to-maturity portfolio that do not share similar risk characteristics with any of the pools of debt securities are individually measured based on net realizable value, or the difference between the discounted value of the expected future cash flows, based on the original effective interest rate, and the recorded amortized cost basis of the securities.

The Company has elected to exclude accrued interest from the estimate of credit losses for held-to-maturity debt securities. As part of its non-accrual policy, the Company charges off uncollectable interest at the time it is determined to be uncollectable.

Loans Held for Sale
Loans held for sale generally consist of long-term, fixed rate, conforming, single-family residential real estate loans intended to be sold on the secondary market. Fair value elections are made at the time of origination based on the Company’s fair value election policy. Loans held for sale are currently recorded at fair value and may or may not be sold with servicing rights released. Changes in fair value are recognized in gain on sale of loans included in non-interest income.

Loans Receivable
The Company’s loan segments or classes are based on the purpose of the loan and consist of residential real estate, commercial real estate, other commercial, home equity, and other consumer loans. Loans that are intended at origination to be held-to-maturity are reported at the unpaid principal balance less net charge-offs and adjusted for deferred fees and costs on originated loans and unamortized premiums or discounts on acquired loans. Interest income is accrued on the unpaid principal balance. Fees and costs on originated loans and premiums or discounts on acquired loans are deferred and subsequently amortized or accreted as a yield adjustment over the expected life of the loan utilizing the interest or straight-line methods. The interest method is utilized for loans with scheduled payment terms and the objective is to calculate periodic interest income at a constant effective yield. The straight-line method is utilized for revolving lines of credit or loans with no scheduled payment terms.
12


When a loan is paid off prior to maturity, the remaining unamortized fees and costs on originated loans and unamortized premiums or discounts on acquired loans are immediately recognized as interest income.

Loans that are 30 days or more past due based on payments received and applied to the loan are considered delinquent. Loans are designated non-accrual and the accrual of interest is discontinued when the collection of the contractual principal or interest is unlikely. A loan is typically placed on non-accrual when principal or interest is due and has remained unpaid for 90 days or more. When a loan is placed on non-accrual status, interest previously accrued but not collected is reversed against current period interest income. Subsequent payments on non-accrual loans are applied to the outstanding principal balance if doubt remains as to the ultimate collectability of the loan. Interest accruals are not resumed on partially charged-off impaired loans. For other loans on non-accrual, interest accruals are resumed on such loans only when they are brought fully current with respect to interest and principal and when, in the judgment of management, the loans are estimated to be fully collectible as to both principal and interest.

The Company has acquired loans through acquisitions, some of which have experienced more than insignificant credit deterioration since origination. The Company considers all acquired non-accrual loans to be PCD loans. In addition, the Company considers loans accruing 90 days or more past due or substandard loans to be PCD loans. An ACL is determined using the same methodology as other loans held for investment. The ACL determined on a collective basis is allocated to individual loans. The sum of a loan’s fair value and ACL becomes the initial amortized cost basis. The difference between the initial amortized cost basis and the par value of the loan is a noncredit discount or premium, which is amortized into interest income over the life of the loan. Subsequent changes to the ACL are recorded through provision for credit losses.

For additional information relating to loans, see Note 3.

Allowance for Credit Losses - Loans Receivable
The ACL for loans receivable represents management’s estimate of credit losses over the expected contractual life of the loan portfolio. The estimate is determined based on the amortized cost of the loan portfolio including the loan balance adjusted for charge-offs, recoveries, deferred fees and costs, and loan discount and premiums. Recoveries are included only to the extent that such amounts were previously charged-off. The Company has elected to exclude accrued interest from the estimate of credit losses for loans. Determining the adequacy of the allowance is complex and requires a high degree of judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance in those future periods.

The allowance is adjusted for estimated credit losses which is recorded in the provision for credit losses. The portion of loans and overdraft balances determined by management to be uncollectable are charged-off as a reduction to the allowance and recoveries of amounts previously charged-off increase the allowance. The Company’s charge-off policy is consistent with bank regulatory standards. Consumer loans generally are charged-off when the loan becomes over 120 days delinquent. Real estate acquired as a result of foreclosure or by deed-in-lieu of foreclosure is classified as other real estate owned (“OREO”) until such time as it is sold.

The expected credit loss estimate process involves procedures to consider the unique characteristics of each of the Company’s loan portfolio segments, which consist of residential real estate, commercial real estate, other commercial, home equity, and other consumer loans. When computing the allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, credit and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. The Company has determined a four consecutive quarter forecasting period is a reasonable and supportable period. Expected credit loss for periods beyond reasonable and supportable forecast periods are determined based on a reversion method which reverts back to historical loss estimates over a four consecutive quarter period on a straight-line basis.

Credit quality is assessed and monitored by evaluating various attributes and the results of those evaluations are utilized in underwriting new loans and the process for estimating the expected credit losses. The following paragraphs describe the risk characteristics relevant to each portfolio segment.

Residential Real Estate.  Residential real estate loans are secured by owner-occupied 1-4 family residences. Repayment of these loans is primarily dependent on the personal income and credit rating of the borrowers. Credit risk in these loans is impacted by economic conditions within the Company’s market areas that affect the value of the residential property securing the loans and affect the borrowers' personal incomes. Mitigating risk factors for this loan segment include a large number of borrowers, geographic dispersion of market areas and the loans are originated for relatively smaller amounts.
13



Commercial Real Estate.  Commercial real estate loans typically involve larger principal amounts, and repayment of these loans is generally dependent on the successful operation of the property securing the loan and/or the business conducted on the property securing the loan. Credit risk in these loans is impacted by the creditworthiness of a borrower, valuation of the property securing the loan and conditions within the local economies in the Company’s diverse geographic market areas.

Commercial.  Commercial loans consist of loans to commercial customers for use in financing working capital needs, equipment purchases and business expansions. The loans in this category are repaid primarily from the cash flow of a borrower’s principal business operation. Credit risk in these loans is driven by creditworthiness of a borrower and the economic conditions that impact the cash flow stability from business operations across the Company’s diverse geographic market areas.

Home Equity.  Home equity loans consist of junior lien mortgages and first and junior lien lines of credit (revolving open-end and amortizing closed-end) secured by owner-occupied 1-4 family residences. Repayment of these loans is primarily dependent on the personal income and credit rating of the borrowers. Credit risk in these loans is impacted by economic conditions within the Company’s market areas that affect the value of the residential property securing the loans and affect the borrowers' personal incomes. Mitigating risk factors for this loan segment are a large number of borrowers, geographic dispersion of market areas and the loans are originated for terms that range from 10 to 15 years.

Other Consumer.  The other consumer loan portfolio consists of various short-term loans such as automobile loans and loans for other personal purposes. Repayment of these loans is primarily dependent on the personal income of the borrowers. Credit risk is driven by consumer economic factors (such as unemployment and general economic conditions in the Company’s diverse geographic market areas) and the creditworthiness of a borrower.

The allowance is impacted by loan volumes, delinquency status, credit ratings, historical loss experiences, estimated prepayment speeds, weighted average lives and other conditions influencing loss expectations, such as reasonable and supportable forecasts of economic conditions. The methodology for estimating the amount of expected credit losses reported in the allowance has two basic components: 1) individual loans that do not share similar risk characteristics with other loans and the measurement of expected credit losses for such individual loans; and 2) the expected credit losses for pools of loans that share similar risk characteristics.

Loans that do not Share Similar Risk Characteristics with Other Loans. For a loan that does not share similar risk characteristics with other loans, expected credit loss is measured based on the net realizable value, that is, the difference between the discounted value of the expected future cash flows, based on the original effective interest rate, and the amortized cost basis of the loan. For these loans, the expected credit loss is equal to the amount by which the net realizable value of the loan is less than the amortized cost basis of the loan (which is net of previous charge-offs and deferred loan fees and costs), except when the loan is collateral-dependent, that is, when foreclosure is probable or the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. In these cases, expected credit loss is measured as the difference between the amortized cost basis of the loan and the fair value of the collateral. The fair value of the collateral is adjusted for the estimated cost to sell if repayment or satisfaction of a loan is dependent on the sale (rather than only on the operation) of the collateral. The Company has determined that non-accrual loans do not share similar risk characteristics with other loans and these loans are individually evaluated for estimated allowance for credit losses. The Company, through its credit monitoring process, may also identify other loans that do not share similar risk characteristics and individually evaluate such loans. The starting point for determining the fair value of collateral is to obtain external appraisals or evaluations (new or updated). The valuation techniques used in preparing appraisals or evaluations (new or updated) include the cost approach, income approach, sales comparison approach, or a combination of the preceding valuation techniques. The Company’s credit department reviews appraisals, giving consideration to the highest and best use of the collateral. The appraisals or evaluations (new or updated) are reviewed at least quarterly and more frequently based on current market conditions, including deterioration in a borrower’s financial condition and when property values may be subject to significant volatility. Adjustments may be made to the fair value of the collateral after review and acceptance of the collateral appraisal or evaluation (new or updated).

Loans that Share Similar Risk Characteristics with other Loans. For estimating the allowance for loans that share similar risk characteristics with other loans, such loans are segregated into loan segments. Loans are designated into loan segments based on loans pooled by product types and similar risk characteristics or areas of risk concentration. In determining the ACL, the Company derives an estimated credit loss assumption from a model that categorizes loan pools based on loan type. This model calculates an expected loss percentage for each loan segment by considering the non-discounted simple annual average historical loss rate of each loan segment (calculated through an “open pool” method), multiplying the loss rate by the amortized loan balance and incorporating that segment’s internally generated prepayment speed assumption and contractually scheduled remaining principal pay downs on a loan level basis.
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The annual historical loss rates are adjusted over a reasonable economic forecast period by a multiplier that is calculated based upon current national economic forecasts as a proportion of each segment’s historical average loss levels. The Company will then revert from the economic forecast period back to the historical average loss rate on a straight-line basis. After the reversion period, the loans will be assumed to experience their historical loss rate for the remainder of their contractual lives. The model applies the expected loss rate over the projected cash flows at the individual loan level and then aggregates the losses by loan segment in determining their quantitative allowance. The Company will also include qualitative adjustments to adjust the ACL on loan segments to the extent the current or future market conditions are believed to vary substantially from historical conditions in regards to:

•lending policies and procedures;
•international, national, regional and local economic business conditions, developments, or environmental conditions that affect the collectability of the portfolio, including the condition of various markets;
•the nature and volume of the loan portfolio including the terms of the loans;
•the experience, ability, and depth of the lending management and other relevant staff;
•the volume and severity of past due and adversely classified or graded loans and the volume of non-accrual loans;
•the quality of our loan review system;
•the value of underlying collateral for collateralized loans;
•the existence and effect of any concentrations of credit, and changes in the level of concentrations; and
•the effect of external factors such as competition and legal and regulatory requirements on the level of estimated credit losses in the existing portfolio.

The Company regularly reviews loans in the portfolio to assess credit quality indicators and to determine the appropriate loan classification and grading in accordance with applicable bank regulations. The primary credit quality indicator for residential, home equity and other consumer loans is the days past due status, which consists of the following categories: 1) performing loans; 2) 30 to 89 days past due loans; and 3) non-accrual and 90 days or more past due loans. The primary credit quality indicator for commercial real estate and commercial loans is the Company’s internal risk rating system, which includes the following categories: 1) pass loans; 2) special mention loans; 3) substandard loans; and 4) doubtful or loss loans. Such credit quality indicators are regularly monitored and incorporated into the Company’s allowance estimate. The following paragraphs further define the internal risk ratings for commercial real estate and commercial loans.

Pass Loans. These ratings represent loans that are of acceptable, good or excellent quality with very limited to no risk. Loans that do not have one of the following ratings are considered pass loans.

Special Mention Loans. These ratings represent loans that are designated as special mention per the regulatory definition. Special mention loans are currently protected but are potentially weak. The credit risk may be relatively minor yet constitute an undue and unwarranted risk in light of the circumstances surrounding a specific loan. The rating may be used to identify credit with potential weaknesses that if not corrected may weaken the loan to the point of inadequately protecting the Bank’s credit position. Examples include a lack of supervision, inadequate loan agreement, condition, or control of collateral, incomplete, or improper documentation, deviations from lending policy, and adverse trends in operations or economic conditions.

Substandard Loans. This rating represents loans that are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged. A loan so classified must have a well-defined weakness that jeopardizes the liquidation of the debt. These loans are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. Loss potential, while existing in the aggregated amount of substandard loans, does not have to exist in an individual loan classified substandard.

Doubtful/Loss Loans. A loan classified as doubtful has the characteristics that make collection in full, on the basis of currently existing facts, conditions, and values, highly improbable. The possibility of loss is extremely high, but because of pending factors, which may work to the advantage and strengthening of the loan, its classification as loss is deferred until its more exact status may be determined. Pending factors include proposed merger, acquisition, or liquidation procedures, capital injection, perfecting liens on additional collateral and refinancing plans. Loans are classified as loss when they are deemed to be not collectible and of such little value that continuance as an active asset of the Bank is not warranted. Loans classified as loss must be charged-off. Assignment of this classification does not mean that an asset has absolutely no recovery or salvage value, but that it is not practical or desirable to defer writing off a basically worthless asset, even though partial recovery may be attained in the future.

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Modifications
The Company identifies and monitors loans modified to borrowers experiencing financial difficulty (“MBFD”). The Company considers some of the indicators that a borrower is experiencing financial difficulty to be: currently in payment default on any of their debt, declaring bankruptcy, going concern, borrower’s securities have been delisted, and other indicators of inability to meet obligations. This list does not include all potential indicators of a borrower’s financial difficulties. Each debt modification is separately negotiated with the borrower and includes terms and conditions that reflect the borrower’s prospective ability to service their obligations as modified. The allowance for credit losses on loans that are considered MBFD’s are measured using the same method as all other loans held for investment.

Allowance for Credit Losses - Off-Balance Sheet Credit Exposures
The Company maintains a separate allowance for credit losses for off-balance sheet credit exposures, including unfunded loan commitments. Such ACL is included in other liabilities on the Company’s statements of financial condition. The Company estimates the amount of expected losses by calculating a commitment usage factor over the contractual period for exposures and applying the loss factors used in the ACL methodology to the results of the usage calculation to estimate the liability for credit losses related to unfunded commitments for each loan segment. No credit loss estimate is reported for off-balance sheet credit exposures that are unconditionally cancellable by the Bank. At March 31, 2025 and December 31, 2024, the Company had an ACL of $22,079,000 and $20,419,000, respectively, for off-balance sheet credit exposures.

Provision for Credit Losses
The Company recognizes provision for credit losses on the allowance for off-balance sheet credit exposures (e.g., unfunded loan commitments) together with provision for credit losses on the loan portfolio in the consolidated statement of operations line item provision for credit losses.

The following table presents the provision for credit losses on the loan portfolio and off-balance sheet exposures:
Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Provision for credit loss loans 6,154  9,091 
Provision for credit loss unfunded 1,660  (842)
Total provision for credit losses 7,814  8,249 

There was no provision for credit losses on debt securities for the three months ended March 31, 2025 and 2024, respectively.

Premises and Equipment
Premises and equipment are accounted for at cost less depreciation. Depreciation is computed on a straight-line method over the estimated useful lives or the term of the related lease. The estimated useful life for office buildings is 15 to 40 years and the estimated useful life for furniture, fixtures, and equipment is 3 to 10 years. Interest is capitalized for any significant building projects.

Leases
The Company leases certain land, premises and equipment from third parties. A lessee lease is classified as an operating lease unless it meets certain criteria (e.g., lease contains option to purchase that Company is reasonably certain to exercise), in which case it is classified as a finance lease. These leases are included in right-of-use (“ROU”) assets on the Company’s statement of financial condition. The operating leases have an ROU liability in operating lease liabilities on the Company’s statements of financial condition and lease expense for lease payments is recognized on a straight-line basis over the lease term. The finance leases have liabilities that are included in finance lease liabilities on the Company’s statements of financial condition. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. An ROU asset represents the right to use the underlying asset for the lease term and also includes any direct costs and payments made prior to lease commencement and excludes lease incentives. When an implicit rate is not available, an incremental borrowing rate for the Company based on the information available at commencement date is used in determining the present value of the lease payments. A lease term will include an option to extend or terminate the lease when it is reasonably certain the option will be exercised. The Company accounts for lease and non-lease components (e.g., common-area maintenance) together as a single combined lease component for all asset classes. The Company has elected to recognize payments for short-term leases of 12 months or less on a straight-line basis over the lease term, and exclude such leases from the Company’s statements of financial condition. Renewal and termination options are considered when determining short-term leases. Leases are accounted for on an individual lease level.

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Lease improvements incurred at the inception of the lease are recorded as an asset and depreciated over the initial term of the lease and lease improvements incurred subsequently are depreciated over the remaining term of the lease.

The Company also leases certain premises and equipment to third parties. A lessor lease is classified as an operating lease unless it meets certain criteria that would classify it as either a sales-type lease or a direct financing lease. For additional information relating to leases, see Note 4.

Other Real Estate Owned
Property acquired by foreclosure or deed-in-lieu of foreclosure is initially recorded at fair value, less estimated selling cost, at acquisition date (i.e., cost of the property). The Company is considered to have received physical possession of residential real estate property collateralizing a consumer mortgage loan upon the occurrence of either the Company obtaining legal title to the property or the borrower conveying all interest in the property through a deed-in-lieu or similar agreement. Fair value is determined as the amount that could be reasonably expected in a current sale between a willing buyer and a willing seller in an orderly transaction between market participants at the measurement date. Subsequent to the initial acquisition, if the fair value of the asset, less estimated selling cost, is less than the cost of the property, a loss is recognized in other expense and the asset carrying value is reduced. Gain or loss on disposition of other real estate owned (“OREO”) is recorded in non-interest income or non-interest expense, respectively. In determining the fair value of the properties on the date of transfer and any subsequent estimated losses of net realizable value, the fair value of OREO acquired by foreclosure or deed-in-lieu of foreclosure is determined primarily based upon appraisal or evaluation of the underlying property value.

Business Combinations and Intangible Assets
Acquisition accounting requires the total purchase price to be allocated to the estimated fair values of assets acquired and liabilities assumed, including certain intangible assets. Goodwill is recorded if the purchase price exceeds the net fair value of assets acquired and a bargain purchase gain is recorded in other income if the net fair value of assets acquired exceeds the purchase price.

Adjustment of the allocated purchase price may be related to fair value estimates for which all information has not been obtained for the acquired entity and becomes known or discovered during the allocation period, the period of time required to identify and measure the fair values of the assets and liabilities acquired in the business combination. The allocation period is generally limited to one year following consummation of a business combination.

Core deposit intangible represents the intangible value of depositor relationships resulting from deposit liabilities assumed in acquisitions and is amortized using an accelerated method based on an estimated runoff of the related deposits. The core deposit intangible is evaluated for impairment and recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable, with any changes in estimated useful life accounted for prospectively over the revised remaining life.

The Company tests goodwill for impairment at the reporting unit level annually during the third quarter. The Company has identified that each of the Bank divisions are reporting units (i.e., components of the Glacier Bank operating segment) given that each division has a separate management team that regularly reviews its respective division financial information; however, the reporting units are aggregated into a single reporting unit due to the reporting units having similar economic characteristics.

The goodwill of a reporting unit is tested for impairment between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying amount. Examples of events and circumstances that could trigger the need for interim impairment testing include:
•a significant change in legal factors or in the business climate;
•an adverse action or assessment by a regulator;
•unanticipated competition;
•a loss of key personnel;
•a more-likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or otherwise disposed of; and
•the testing for recoverability of a significant asset group within a reporting unit.

For the goodwill impairment assessment, the Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying value. The Company elected to bypass the qualitative assessment for its 2024 and 2023 annual goodwill impairment testing and proceed directly to the goodwill impairment assessment. The goodwill impairment process requires the Company to make assumptions and judgments regarding fair value.
17


The Company calculates an implied fair value and if the implied fair value is less than the carrying value, an impairment loss is recognized for the difference. For additional information relating to goodwill, see Note 5.

Loan Servicing Rights
For residential real estate loans that are sold with servicing retained, servicing rights are initially recorded at fair value in other assets and gain on sale of loans. Fair value is based on market prices for comparable mortgage servicing contracts. The servicing asset is subsequently measured using the amortization method which requires the servicing rights to be amortized into non-interest income in proportion to, and over the period of, the estimated future net servicing income of the underlying loans.

Loan servicing rights are evaluated for impairment based upon the fair value of the servicing rights compared to the carrying value. Impairment is recognized through a valuation allowance, to the extent that fair value is less than the carrying value. If the Company later determines that all or a portion of the impairment no longer exists, a reduction in the valuation allowance may be recorded. Changes in the valuation allowance are recorded in other income. The fair value of the servicing assets are subject to significant fluctuations as a result of changes in estimated actual prepayment speeds and default rates and losses.

Servicing fee income is recognized in other income for fees earned for servicing loans. The fees are based on contractual percentage of the outstanding principal; or a fixed amount per loan and is recorded when earned. The amortization of loan servicing rights is netted against loan servicing fee income. For additional information relating to loan servicing rights, see Note 6.

Equity Securities
Non-marketable equity securities primarily consist of Federal Home Loan Bank (“FHLB”) stock. FHLB stock is restricted because such stock may only be sold to FHLB at its par value. Due to restrictive terms, and the lack of a readily determinable fair value, FHLB stock is carried at cost and evaluated for impairment. The investments in FHLB stock are required investments related to the Company’s borrowings from FHLB. FHLB obtains its funding primarily through issuance of consolidated obligations of the FHLB system. The U.S. government does not guarantee these obligations, and each of the regional FHLBs is jointly and severally liable for repayment of each other’s debt.

The Company also has an insignificant amount of equity securities that are included in other assets on the Company’s statements of financial condition. Equity securities with readily determinable fair values are measured at fair value and changes in fair value are recognized in other income. Equity securities without readily determinable fair values are carried at cost, minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment.

Federal Reserve Bank Term Funding Program
During the first quarter of 2023, the FRB offered a new Bank Term Funding Program (“BTFP”) for eligible depository institutions. The Company paid off this borrowing in the first quarter of 2024.

Other Borrowings
Borrowings of the Company’s consolidated variable interest entities and finance lease arrangements are included in other borrowings. For additional information relating to VIE’s, see Note 7.

Bank-Owned Life Insurance
The Company maintains bank-owned life insurance policies on certain current and former employees and directors, which are recorded at their cash surrender values as determined by the insurance carriers. The appreciation in the cash surrender value of the policies is recognized as a component of other income in non-interest income in the Company’s consolidated statements of operations.

Derivatives and Hedging Activities
The Company is exposed to certain risks relating to its ongoing operations. The primary risk managed by using derivative instruments is interest rate risk. Interest rate cap contracts have been entered into to manage interest rate risk associated with variable rate borrowings and were designated as cash flow hedges. Interest rate swap contracts have been entered into to manage interest rate risk associated with fixed rate debt securities and were designated as fair value hedges. The Company does not enter into derivative instruments for trading or speculative purposes.

The fair value hedges and cash flow hedges were recognized as other assets or other liabilities on the Company’s statements of financial condition and were measured at fair value. For the fair value hedges, the gain or loss on the derivative, as well as the offsetting loss or gain on the hedged item attributable to the hedged risk, are recognized in current earnings as fair values change.
18


For a cash flow hedge, the gain or loss on the derivative is reported in other comprehensive income and is reclassified into earnings in the same periods during which the hedged transaction affects earnings. Cash flows resulting from the fair value hedges and cash flow hedges were classified in the Company’s cash flow statement in the same category as the cash flows of the items being hedged.

The Company formally documents the relationship between derivatives and hedged items, as well as the risk-management objective and the strategy for undertaking hedge transactions at the inception of the hedging relationship. This documentation includes linking fair value or cash flow hedges to specific assets and liabilities on the statement of financial condition or to specific firm commitments or forecasted transactions. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, whether the derivative instruments that are designated are highly effective in offsetting changes in fair values or cash flows of the hedged items. The Company has elected not to offset the fair value amounts recognized for derivative instruments and the fair value amounts recognized for the right to reclaim cash collateral arising from derivative instruments recognized at fair value executed with the same counterparty under a master netting arrangement.

For additional information relating to the derivatives and hedging activity, see Note 9.

Revenue Recognition
The Company recognizes revenue when services or products are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled. Revenue from contracts with customers within the scope of ASC Topic 606 was $22,543,000 and $22,151,000 for the three months ended March 31, 2025 and 2024, respectively, and largely consisted of revenue from service charges and other fees from deposits (e.g., overdraft fees, ATM fees, debit card fees). Due to the short-term nature of the Company’s contracts with customers, an insignificant amount of receivables related to such revenue was recorded at March 31, 2025 and December 31, 2024 and there were no impairment losses recognized. Policies specific to revenue from contracts with customers include the following:

Service Charges. Revenue from service charges consists of service charges and fees on deposit accounts under depository agreements with customers to provide access to deposited funds and, when applicable, pay interest on deposits. Service charges on deposit accounts may be transactional or non-transactional in nature. Transactional service charges occur in the form of a service or penalty and are charged upon the occurrence of an event (e.g., overdraft fees, ATM fees, wire transfer fees). Transactional service charges are recognized as services are delivered to and consumed by the customer, or as penalty fees are charged. Non-transactional service charges are charges that are based on a broader service, such as account maintenance fees and dormancy fees, and are recognized on a monthly basis.

Debit Card Fees. Revenue from debit card fees includes interchange fee income from debit cards processed through card association networks. Interchange fees represent a portion of a transaction amount that the Company and other involved parties retain to compensate themselves for giving the cardholder immediate access to funds. Interchange rates are generally set by the card association networks and are based on purchase volumes and other factors. The Company records interchange fees as services are provided.
Reclassifications
Certain reclassifications have been made to the 2024 financial statements to conform to the 2025 presentation. These reclassifications had no effect on net earnings.

Accounting Guidance Pending Adoption in 2025
The ASC is the Financial Accounting Standards Board (“FASB”) officially recognized source of authoritative GAAP applicable to all public and non-public non-governmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under the authority of the federal securities laws are also sources of authoritative GAAP for the Company as an SEC registrant. All other accounting literature is non-authoritative. The following provides a description of a recently issued but not yet effective Accounting Standards Updates (“ASU”) that could have a material effect on the Company’s financial position or results of operations.

ASU 2024-03 - Disaggregation of Income Statement Expenses. In November 2024, FASB amended subtopic 220-40 which requires certain disaggregated disclosures of the income statement (the “Update”). The amendments require new financial statement disclosures in tabular format, disaggregating information about prescribed categories underlying any relevant income statement expense caption. The prescribed categories include, among other things, employee compensation, depreciation and intangible amortization. The amendments are effective for public business entities in the first annual reporting period beginning after December 15, 2026, and interim reporting periods with annual reporting periods beginning after December 15, 2027, with early adoption permitted.
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The amendments in this Update should be applied on a prospective basis or retrospective to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact of this Update, but does not expect the adoption of this guidance to have a material impact to the consolidated financial statements, including related disclosures, or significant impact on its current processes.

ASU 2023-09 - Income Tax Disclosures. In December 2023, FASB amended topic 740 related to certain income tax disclosures (the “Update”). The amendments provide updates related to the rate reconciliation and income taxes paid disclosures to improve transparency of income disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. Other amendments in the Update improve the effectiveness and comparability of disclosures and remove disclosures that are no longer considered cost beneficial or relevant. The amendments are effective for public business entities beginning with the first annual reporting period after December 15, 2024 with early adoption permitted in any annual period. The amendments in this Update should be applied on a prospective basis and retrospective application is permitted. The Company is currently evaluating the impact of this Update, but does not expect the adoption of this guidance to have a material impact to the consolidated financial statements, including related disclosures, or significant impact on its current processes.

Note 2. Debt Securities
The following tables present the amortized cost, the gross unrealized gains and losses and the fair value of the Company’s debt securities:
  March 31, 2025
(Dollars in thousands) Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Available-for-sale
U.S. government and federal agency $ 483,984  (11,871) 472,122 
U.S. government sponsored enterprises 324,323  —  (10,815) 313,508 
State and local governments 70,803  225  (3,111) 67,917 
Corporate bonds 14,797  —  (145) 14,652 
Residential mortgage-backed securities 2,541,431  (263,017) 2,278,421 
Commercial mortgage-backed securities 1,087,314  133  (61,755) 1,025,692 
Total available-for-sale $ 4,522,652  374  (350,714) 4,172,312 
Held-to-maturity
U.S. government and federal agency 860,978  —  (44,125) 816,853 
State and local governments 1,613,709  810  (212,791) 1,401,728 
Residential mortgage-backed securities 786,888  (52,051) 734,842 
Total held-to-maturity 3,261,575  815  (308,967) 2,953,423 
Total debt securities $ 7,784,227  1,189  (659,681) 7,125,735 


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  December 31, 2024
(Dollars in thousands) Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Available-for-sale
U.S. government and federal agency $ 484,082  (15,654) 468,433 
U.S. government sponsored enterprises 323,854  —  (13,700) 310,154 
State and local governments 71,737  215  (3,272) 68,680 
Corporate bonds 14,818  —  (315) 14,503 
Residential mortgage-backed securities 2,660,330  (304,819) 2,355,516 
Commercial mortgage-backed securities 1,101,489  (73,572) 1,027,919 
Total available-for-sale $ 4,656,310  227  (411,332) 4,245,205 
Held-to-maturity
U.S. government and federal agency 859,432  —  (54,496) 804,936 
State and local governments 1,619,850  810  (209,502) 1,411,158 
Residential mortgage-backed securities 815,565  —  (63,089) 752,476 
Total held-to-maturity 3,294,847  810  (327,087) 2,968,570 
Total debt securities $ 7,951,157  1,037  (738,419) 7,213,775 


Maturity Analysis
The following table presents the amortized cost and fair value of available-for-sale and held-to-maturity debt securities by contractual maturity at March 31, 2025. Actual maturities may differ from expected or contractual maturities since some issuers have the right to prepay obligations with or without prepayment penalties.
  March 31, 2025
  Available-for-Sale Held-to-Maturity
(Dollars in thousands) Amortized Cost Fair Value Amortized Cost Fair Value
Due within one year $ 535,800  524,798  19,713  19,694 
Due after one year through five years 306,245  294,573  952,582  907,008 
Due after five years through ten years 21,096  19,840  217,784  208,141 
Due after ten years 30,766  28,988  1,284,608  1,083,738 
893,907  868,199  2,474,687  2,218,581 
Mortgage-backed securities 1
3,628,745  3,304,113  786,888  734,842 
Total $ 4,522,652  4,172,312  3,261,575  2,953,423 
______________________________
1 Mortgage-backed securities, which have prepayment provisions, are not assigned to maturity categories due to fluctuations in their prepayment speeds.

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Sales and Calls of Debt Securities
Proceeds from sales and calls of debt securities and the associated gains and losses that have been included in earnings in gain (loss) on sale of securities are listed below:
  Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Available-for-sale
Proceeds from sales and calls of debt securities 435  173,268 
Gross realized gains 1
—  29 
Gross realized losses 1
—  — 
Held-to-maturity
Proceeds from calls of debt securities 4,130  5,535 
Gross realized gains 1
—  — 
Gross realized losses 1
—  (13)
______________________________
1 The gain or loss on the sale or call of each debt security is determined by the specific identification method.

Allowance for Credit Losses - Available-for-Sale Debt Securities
The following tables summarize available-for-sale debt securities that were in an unrealized loss position for which an ACL has not been recorded, based on the length of time the individual securities have been in an unrealized loss position. The number of available-for-sale debt securities in an unrealized loss position is also disclosed.

  March 31, 2025
  Number
of
Securities
Less than 12 Months 12 Months or More Total
(Dollars in thousands) Fair
Value
Unrealized
Loss
Fair
Value
Unrealized
Loss
Fair
Value
Unrealized
Loss
Available-for-sale
U.S. government and federal agency
48  $ 3,320  (36) 466,542  (11,835) 469,862  (11,871)
U.S. government sponsored enterprises
14  —  —  313,508  (10,815) 313,508  (10,815)
State and local governments 47  3,678  (74) 48,283  (3,037) 51,961  (3,111)
Corporate bonds —  —  13,872  (145) 13,872  (145)
Residential mortgage-backed securities
381  9,183  (66) 2,262,963  (262,951) 2,272,146  (263,017)
Commercial mortgage-backed securities
150  42,189  (882) 958,166  (60,873) 1,000,355  (61,755)
Total available-for-sale
642  $ 58,370  (1,058) 4,063,334  (349,656) 4,121,704  (350,714)
22


 
  December 31, 2024
  Number
of
Securities
Less than 12 Months 12 Months or More Total
(Dollars in thousands) Fair
Value
Unrealized
Loss
Fair
Value
Unrealized
Loss
Fair
Value
Unrealized
Loss
Available-for-sale
U.S. government and federal agency
55  $ 3,756  (34) 463,151  (15,620) 466,907  (15,654)
U.S. government sponsored enterprises
14  —  —  310,154  (13,700) 310,154  (13,700)
State and local governments 50  3,653  (35) 49,748  (3,237) 53,401  (3,272)
Corporate bonds —  —  13,707  (315) 13,707  (315)
Residential mortgage-backed securities
389  13,535  (240) 2,341,700  (304,579) 2,355,235  (304,819)
Commercial mortgage-backed securities
152  36,466  (1,042) 986,809  (72,530) 1,023,275  (73,572)
Total available-for-sale
662  $ 57,410  (1,351) 4,165,269  (409,981) 4,222,679  (411,332)

With respect to severity, the majority of available-for-sale debt securities with unrealized loss positions at March 31, 2025 were issued by Federal National Mortgage Association (“Fannie Mae”), Federal Home Loan Mortgage Corporation (“Freddie Mac”), Government National Mortgage Association (“Ginnie Mae”) and other agencies of the U.S. government or have credit ratings issued by one or more of the NRSRO entities in the four highest credit rating categories. All of the Company’s available-for-sale debt securities with unrealized loss positions at March 31, 2025 have been determined to be investment grade.

The Company did not have any past due available-for-sale debt securities as of March 31, 2025 and December 31, 2024, respectively. Accrued interest receivable on available-for-sale debt securities totaled $8,173,000 and $8,037,000 at March 31, 2025, and December 31, 2024, respectively, and was excluded from the estimate of credit losses.

Based on an analysis of its available-for-sale debt securities with unrealized losses as of March 31, 2025, the Company determined the decline in value was unrelated to credit losses and was primarily the result of changes in interest rates and market spreads subsequent to acquisition. The fair value of the debt securities is expected to recover as payments are received and the debt securities approach maturity. In addition, as of March 31, 2025, management determined it did not intend to sell available-for-sale debt securities with unrealized losses, and there was no expected requirement to sell such securities before recovery of their amortized cost. As a result, no ACL was recorded on available-for-sale debt securities at March 31, 2025. As part of this determination, the Company considered contractual obligations, regulatory constraints, liquidity, capital, asset/liability management and securities portfolio objectives and whether or not any of the Company’s investment securities were managed by third-party investment funds.

Allowance for Credit Losses - Held-to-Maturity Debt Securities
The Company measured expected credit losses on held-to-maturity debt securities on a collective basis by major security type and NRSRO credit ratings, which is the Company’s primary credit quality indicator for state and local government securities. The estimate of expected credit losses considered historical credit loss information that was adjusted for current conditions as well as reasonable and supportable forecasts. The following table summarizes the amortized cost of held-to-maturity municipal bonds aggregated by NRSRO credit rating:
(Dollars in thousands) March 31,
2025
December 31,
2024
Municipal bonds held-to-maturity
S&P: AAA / Moody’s: Aaa
$ 409,972  414,147 
S&P: AA+, AA, AA- / Moody’s: Aa1, Aa2, Aa3
1,168,257  1,168,491 
S&P: A+, A, A- / Moody’s: A1, A2, A3
31,147  33,585 
Not rated by either entity
4,333  3,627 
Total municipal bonds held-to-maturity
$ 1,613,709  1,619,850 


23


The Company’s municipal bonds in the held-to-maturity debt securities portfolio is primarily comprised of general obligation and revenue bonds with NRSRO ratings in the four highest credit rating categories. All of the Company’s municipal bonds that are classified as held-to-maturity debt securities at March 31, 2025 have been determined to be investment grade. Held-to-maturity debt securities included in the Company’s U.S. government and federal agency and residential mortgage-backed security categories are issued and guaranteed by the U.S. Treasury, Fannie Mae, Freddie Mac, Ginnie Mae and other agencies of the U.S. government and are considered to be zero-loss securities. This determination is in consideration of the explicit and implicit guarantees by the U.S. Government, the U.S. Government’s ability to print its own currency, a history of no credit losses by the U.S. Government and noted agencies and the current economic and financial condition of the United States and US Government providing no indication the zero-loss determination is unjustified.

As of March 31, 2025 and December 31, 2024, the Company did not have any held-to-maturity debt securities past due. Accrued interest receivable on held-to-maturity debt securities totaled $19,131,000 and $16,538,000 at March 31, 2025 and December 31, 2024, respectively, and were excluded from the estimate of credit losses.

Based on the Company’s evaluation, an insignificant amount of credit losses is expected on the held-to-maturity debt securities portfolio; therefore, no ACL was recorded at March 31, 2025 or December 31, 2024.

Note 3. Loans Receivable, Net

The following table presents loans receivable for each portfolio segment of loans:
(Dollars in thousands) March 31,
2025
December 31,
2024
Residential real estate $ 1,850,079  1,858,929 
Commercial real estate 10,952,809  10,963,713 
Other commercial 3,121,477  3,119,535 
Home equity 920,132  930,994 
Other consumer 374,021  388,678 
Loans receivable 17,218,518  17,261,849 
Allowance for credit losses (210,400) (206,041)
Loans receivable, net $ 17,008,118  17,055,808 
Net deferred origination fees included in loans receivable $ (29,557) (29,187)
Net purchase accounting discounts included in loans receivable $ (31,218) (34,361)
Accrued interest receivable on loans $ 76,596  73,935 

Substantially all of the Company’s loans receivable are with borrowers in the Company’s geographic market areas. Although the Company has a diversified loan portfolio, a substantial portion of borrowers’ ability to service their obligations is dependent upon the economic performance in the Company’s markets.

The Company had no significant purchases or sales of portfolio loans or reclassification of loans held for investment to loans held for sale during the three months ended March 31, 2025.


24


Allowance for Credit Losses - Loans Receivable
The ACL is a valuation account that is deducted from the amortized cost basis to present the net amount expected to be collected on loans. The following tables summarize the activity in the ACL:
Three Months ended March 31, 2025
(Dollars in thousands) Total Residential Real Estate Commercial Real Estate Other Commercial Home Equity Other Consumer
Balance at beginning of period $ 206,041  25,181  138,545  24,400  11,402  6,513 
Provision for credit losses 6,154  1,352  1,468  1,722  (77) 1,689 
Charge-offs (3,897) —  —  (1,536) —  (2,361)
Recoveries 2,102  62  356  1,056  23  605 
Balance at end of period $ 210,400  26,595  140,369  25,642  11,348  6,446 

Three Months ended March 31, 2024
(Dollars in thousands) Total Residential Real Estate Commercial Real Estate Other Commercial Home Equity Other Consumer
Balance at beginning of period $ 192,757  22,325  130,924  21,194  11,766  6,548 
Acquisitions —  —  —  — 
Provision for credit losses 9,091  1,837  4,207  2,293  (764) 1,518 
Charge-offs (4,295) —  —  (1,932) (25) (2,338)
Recoveries 1,223  19  539  22  639 
Balance at end of period $ 198,779  24,166  135,153  22,094  10,999  6,367 

During the three months ended March 31, 2025, the ACL increased primarily of the combined increase in qualitative factors and the impact from the economic forecasts. During the three months ended March 31, 2024, the ACL increased primarily as a result of the $5,271,000 provision for credit losses recorded as a result of the acquisition of Wheatland bank.

The sizeable charge-offs in the other consumer loan segment was driven by deposit overdraft charge-offs which typically experience high charge-off rates and the amounts were comparable to historical trends. The other segments generally experience routine charge-offs and recoveries, with occasional large credit relationships charge-offs and recoveries that cause fluctuations from prior periods. During the three months ended March 31, 2025, there have been no significant changes to the types of collateral securing collateral-dependent loans.

Aging Analysis
The following tables present an aging analysis of the recorded investment in loans:
  March 31, 2025
(Dollars in thousands) Total Residential
Real Estate
Commercial
Real Estate
Other
Commercial
Home
Equity
Other
Consumer
Accruing loans 30-59 days past due $ 37,544  10,862  7,387  10,731  5,548  3,016 
Accruing loans 60-89 days past due 8,914  —  1,872  4,643  1,257  1,142 
Accruing loans 90 days or more past due
5,289  1,956  1,437  1,066  753  77 
Non-accrual loans with no ACL 32,539  6,202  10,510  12,184  2,699  944 
Non-accrual loans with ACL 357  75  177  18  —  87 
Total past due and
  non-accrual loans
84,643  19,095  21,383  28,642  10,257  5,266 
Current loans receivable 17,133,875  1,830,984  10,931,426  3,092,835  909,875  368,755 
Total loans receivable $ 17,218,518  1,850,079  10,952,809  3,121,477  920,132  374,021 
25


 
  December 31, 2024
(Dollars in thousands) Total Residential
Real Estate
Commercial
Real Estate
Other
Commercial
Home
Equity
Other
Consumer
Accruing loans 30-59 days past due $ 25,347  5,195  8,852  6,261  1,965  3,074 
Accruing loans 60-89 days past due 6,881  404  2,792  1,180  1,699  806 
Accruing loans 90 days or more past due
6,177  1,509  2,899  985  646  138 
Non-accrual loans with no ACL 20,060  6,850  8,012  1,691  2,826  681 
Non-accrual loans with ACL 385  75  —  167  —  143 
Total past due and non-accrual loans
58,850  14,033  22,555  10,284  7,136  4,842 
Current loans receivable 17,202,999  1,844,896  10,941,158  3,109,251  923,858  383,836 
Total loans receivable $ 17,261,849  1,858,929  10,963,713  3,119,535  930,994  388,678 

The Company had $322,000 and $25,000 of interest reversed on non-accrual loans during the three months ended March 31, 2025 and March 31, 2024, respectively.

Collateral-Dependent Loans
A loan is considered collateral-dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. The collateral on the loans is a significant portion of what secures the collateral-dependent loans and significant changes to the fair value of the collateral can impact the ACL. During the three months ended March 31, 2025, there were no significant changes to collateral which secures the collateral-dependent loans, whether due to general deterioration or other reasons. The following tables present the amortized cost basis of collateral-dependent loans by collateral type:
  March 31, 2025
(Dollars in thousands) Total Residential
Real Estate
Commercial
Real Estate
Other
Commercial
Home
Equity
Other
Consumer
Business assets $ 12,402  —  —  12,402  —  — 
Residential real estate 14,559  6,277  4,905  523  2,681  173 
Other real estate 26,015  —  25,435  170  18  392 
Other 1,140  —  —  369  —  771 
Total $ 54,116  6,277  30,340  13,464  2,699  1,336 

  December 31, 2024
(Dollars in thousands) Total Residential
Real Estate
Commercial
Real Estate
Other
Commercial
Home
Equity
Other
Consumer
Business assets $ 11,483  —  —  11,480  — 
Residential real estate 14,425  6,924  4,107  508  2,808  78 
Other real estate 22,016  21,066  561  18  370 
Other 1,055  —  —  383  —  672 
Total $ 48,979  6,925  25,173  12,932  2,826  1,123 


26


Loan Modifications Made to Borrowers Experiencing Financial Difficulty
The following disclosures for loan modifications made to borrowers experiencing financial difficulty (“MBFD”) are presented in accordance with ASC Topic 310. The following tables show the amortized cost basis at the end of the periods of MBFD loans by segment:
At or for the Three Months ended March 31, 2025
Term Extension and Payment Deferral Combination - Term Extension and Interest Rate Reduction
(Dollars in thousands) Amortized Cost Basis % of Total Class Amortized Cost Basis % of Total Class Total
Commercial real estate $ 6,224  0.1  % $ —  —  % $ 6,224 
Other commercial —  —  % 53  —  % 53 
Total $ 6,224  $ 53  $ 6,277 

At or for the Three Months ended March 31, 2024
Interest Rate Reduction Term Extension and Payment Deferral Principal
Forgiveness
Combination - Term Extension and Interest Rate Reduction
(Dollars in thousands) Amortized Cost Basis % of Total Class Amortized Cost Basis % of Total Class Amortized Cost Basis % of Total Class Amortized Cost Basis % of Total Class Total
Residential real
  estate
$ —  —  % $ 1,112  0.1  % $ —  —  % $ —  —  % $ 1,112 
Commercial real
   estate
2,758  —  % 13,978  0.1  % $ 658  —  % 30,525  0.3  % 47,919 
Other commercial —  —  % 16,185  0.5  % —  —  % 1,587  0.1  % 17,772 
Home equity —  —  % 88  —  % —  —  % —  —  % 88 
Other consumer —  —  % 34  —  % —  —  % —  —  % 34 
Total $ 2,758  $ 31,397  $ 658  $ 32,112  $ 66,925 
The following tables describe the financial effect of the MBFD loans by segment:
At or for the Three Months ended March 31, 2025
Weighted Average Interest Rate Reduction Weighted Average Term Extension
Commercial real estate —% 11 months
Other commercial 1.38% 6.4 years

At or for the Three Months ended March 31, 2024
Weighted Average Interest Rate Reduction Weighted Average Term Extension
Residential real estate —% 1.7 years
Commercial real estate 1.24% 4 months
Other commercial —% 1.2 years
Home equity —% 9 months
Other consumer —% 1 month


27


Loans that were modified within the preceding twelve months that had a payment default during the period ended March 31, 2025 had an ending balances of $319,000, and $917,000, and were included in other commercial loans, and commercial real estate loans, respectively. During the period ending March 31, 2024, there were loans with period ending balances of $2,159,000 that were modified during the twelve months that had a payment default, and were included in commercial real estate. There were $1,297,000 and $462,000 of additional unfunded commitments on MBFDs outstanding at March 31, 2025 and December 31, 2024, respectively. At March 31, 2025 and December 31, 2024, the Company had $1,673,000 and $207,000, respectively, of consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings are in process. At both March 31, 2025 and December 31, 2024, the Company had no OREO secured by residential real estate properties.

The following tables depict the performance of loans that have been modified in the last twelve months by segment:
March 31, 2025
(Dollars in thousands) Total Current 30-89 Days Past Due 90 Days or More Past Due Non-Accrual
Commercial real estate $ 18,494  15,587  —  —  2,907 
Other commercial 3,312  2,563  430  —  319 
Total $ 21,806  18,150  430  —  3,226 
March 31, 2024
(Dollars in thousands) Total Current 30-89 Days Past Due 90 Days or More Past Due Non-Accrual
Residential real estate $ 1,112  1,112  —  —  — 
Commercial real estate 47,919  44,210  —  —  3,709 
Other commercial 17,772  17,184  32  —  556 
Home equity 88  —  —  —  88 
Other consumer 34  34  —  —  — 
Total $ 66,925  62,540  32  —  4,353 


28


Credit Quality Indicators
The Company categorizes commercial real estate and other commercial loans into risk categories based on relevant information about the ability of borrowers to service their obligations. The following tables present the amortized cost in commercial real estate and other commercial loans based on the Company’s internal risk rating. The date of a modification, renewal or extension of a loan is considered for the year of origination if the terms of the loan are as favorable to the Company as the terms are for a comparable loan to other borrowers with similar credit risk.
  March 31, 2025
(Dollars in thousands) Gross Charge-Offs Total Pass Special Mention Substandard Doubtful/
Loss
Commercial real estate loans
Term loans by origination year
2025 (year-to-date) $ —  312,691  312,691  —  —  — 
2024 —  1,390,740  1,358,077  1,926  30,737  — 
2023 —  1,294,111  1,273,541  15,474  5,096  — 
2022 —  2,264,759  2,207,649  22,980  34,130  — 
2021 —  1,963,128  1,907,142  31,275  24,711  — 
Prior —  3,400,610  3,331,689  24,719  44,202  — 
Revolving loans —  326,770  320,583  2,286  3,901  — 
Total $ —  10,952,809  10,711,372  98,660  142,777  — 
Other commercial loans
Term loans by origination year
2025 (year-to-date) $ 1,203  142,454  140,432  1,180  842  — 
2024 12  319,137  315,934  2,164  865  174 
2023 240  293,845  288,950  1,977  2,523  395 
2022 22  512,739  505,303  3,136  4,298 
2021 —  448,469  438,339  2,097  8,030 
Prior 59  671,600  641,595  419  29,558  28 
Revolving loans —  733,233  697,652  10,603  24,965  13 
Total $ 1,536  3,121,477  3,028,205  21,576  71,081  615 
29


  December 31, 2024
(Dollars in thousands) Gross Charge-Offs Total Pass Special Mention Substandard Doubtful/
Loss
Commercial real estate loans
Term loans by origination year
2024 $ —  $ 1,321,385  1,287,352  5,674  28,359  — 
2023 —  1,334,689  1,311,808  18,151  4,730  — 
2022 1,437  2,367,874  2,307,217  26,662  33,995  — 
2021 1,128  2,043,830  1,988,629  30,965  24,236  — 
2020 1,043,858  1,036,774  —  7,084  — 
Prior 326  2,515,573  2,446,084  25,922  43,567  — 
Revolving loans —  336,504  331,130  1,199  4,175  — 
Total $ 2,896  $ 10,963,713  10,708,994  108,573  146,146  — 
Other commercial loans
Term loans by origination year
2024 $ 4,260  $ 407,909  402,180  3,687  1,641  401 
2023 83  315,890  312,154  533  3,203  — 
2022 373  496,999  492,111  463  4,423 
2021 525  462,173  452,731  743  8,680  19 
2020 291  203,771  199,643  44  4,083 
Prior 246  495,291  468,850  —  26,441  — 
Revolving loans —  737,502  706,991  17,612  12,886  13 
Total $ 5,778  $ 3,119,535  3,034,660  23,082  61,357  436 

30


For residential real estate, home equity and other consumer loan segments, the Company evaluates credit quality primarily on the aging status of the loan. The following tables present the amortized cost in residential real estate, home equity and other consumer loans based on payment performance:
  March 31, 2025
(Dollars in thousands) Gross Charge-Offs Total Performing 30-89 Days Past Due Non-Accrual and 90 Days or More Past Due
Residential real estate loans
Term loans by origination year
2025 (year-to-date) $ —  20,676  20,676  —  — 
2024 —  229,810  228,650  463  697 
2023 —  251,919  247,981  3,252  686 
2022 —  642,493  639,552  2,941  — 
2021 —  443,136  439,999  719  2,418 
Prior —  262,045  254,126  3,487  4,432 
Revolving loans —  —  —  —  — 
Total $ —  1,850,079  1,830,984  10,862  8,233 
Home equity loans
Term loans by origination year
2025 (year-to-date) $ —  —  —  —  — 
2024 —  147  147  —  — 
2023 —  1,060  1,035  —  25 
2022 —  1,833  1,833  —  — 
2021 —  771  771  —  — 
Prior —  4,034  4,001  30 
Revolving loans —  912,287  902,088  6,802  3,397 
Total $ —  920,132  909,875  6,805  3,452 
Other consumer loans
Term loans by origination year
2025 (year-to-date) $ 2,040  32,177  30,687  1,490  — 
2024 35  98,513  97,913  538  62 
2023 94  80,861  80,114  604  143 
2022 99  57,496  56,698  504  294 
2021 37  31,645  30,872  521  252 
Prior 56  36,214  35,740  220  254 
Revolving loans —  37,115  36,731  281  103 
Total $ 2,361  374,021  368,755  4,158  1,108 

31


  December 31, 2024
(Dollars in thousands) Gross Charge-Offs Total Performing 30-89 Days Past Due Non-Accrual and 90 Days or More Past Due
Residential real estate loans
Term loans by origination year
2024 $ 40  $ 211,519  210,806  —  713 
2023 —  267,000  264,817  1,407  776 
2022 —  655,918  652,993  2,566  359 
2021 —  455,196  452,628  959  1,609 
2020 —  90,752  90,649  —  103 
Prior —  178,544  173,003  667  4,874 
Revolving loans —  —  —  —  — 
Total $ 40  $ 1,858,929  1,844,896  5,599  8,434 
Home equity loans
Term loans by origination year
2024 $ —  $ 219  219  —  — 
2023 17  1,072  1,045  —  27 
2022 1,858  1,858  —  — 
2021 —  780  780  —  — 
2020 —  78  78  —  — 
Prior 106  4,353  4,264  85 
Revolving loans —  922,634  915,614  3,660  3,360 
Total $ 131  $ 930,994  923,858  3,664  3,472 
Other consumer loans
Term loans by origination year
2024 $ 8,456  $ 116,312  114,164  2,139 
2023 431  89,684  89,218  262  204 
2022 467  64,808  63,843  665  300 
2021 238  36,755  36,233  261  261 
2020 34  18,648  18,601  41 
Prior 155  20,014  19,738  103  173 
Revolving loans —  42,457  42,039  409 
Total $ 9,781  $ 388,678  383,836  3,880  962 


32


Note 4. Leases

The Company leases certain land, premises and equipment from third parties. ROU assets for operating and finance leases are included in right-of-use assets and ROU lease liabilities are included in operating lease liabilities and finance lease liabilities, respectively, on the Company’s statements of financial condition. The following table summarizes the Company’s leases:
March 31, 2025 December 31, 2024
(Dollars in thousands) Finance
Leases
Operating
Leases
Finance
Leases
Operating
Leases
ROU assets $ 30,798  31,022 
Accumulated depreciation (11,975) (11,056)
Net ROU assets $ 18,823  35,618  19,966  36,286 
Lease liabilities $ 20,227  39,244  21,279  39,902 
Weighted-average remaining lease term 11 years 15 years 11 years 15 years
Weighted-average discount rate 3.6  % 3.7  % 3.6  % 3.7  %

Maturities of lease liabilities consist of the following:
March 31, 2025
(Dollars in thousands) Finance
Leases
Operating
Leases
Maturing within one year $ 4,644  4,648 
Maturing one year through two years 4,653  4,757 
Maturing two years through three years 3,641  4,387 
Maturing three years through four years 592  3,653 
Maturing four years through five years 596  3,393 
Thereafter 10,399  32,759 
Total lease payments 24,525  53,597 
Present value of lease payments
Short-term 4,003  3,264 
Long-term 16,224  35,980 
Total present value of lease payments 20,227  39,244 
Difference between lease payments and present value of lease payments $ 4,298  14,353 

33


The components of lease expense included in other expense on the consolidated statements of operations consist of the following:
Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Finance lease cost
Amortization of ROU assets 1,075  1,090 
Interest on lease liabilities 182  224 
Operating lease cost 1,281  1,318 
Short-term lease cost 126  123 
Variable lease cost 473  464 
Sublease income (10) (10)
Total lease expense 3,127  3,209 

Supplemental cash flow information related to leases is as follows:
Three Months ended
March 31, 2025 March 31, 2024
(Dollars in thousands) Finance
Leases
Operating
Leases
Finance
Leases
Operating
Leases
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows $ 182  921  224  824 
Financing cash flows 976  N/A 948  N/A

The Company also leases office space to third parties through operating leases. Rent income from these leases for the three months ended March 31, 2025, and 2024 was $421,000 and $339,000, respectively, and is recorded in other income within non-interest income.

Note 5. Goodwill

The following schedule discloses the changes in the carrying value of goodwill:
Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Net carrying value at beginning of period 1,051,318  985,393 
Acquisitions and adjustments —  38,369 
Net carrying value at end of period 1,051,318  1,023,762 

The Company performed its annual goodwill impairment test during the third quarter of 2024 and determined the fair value of the aggregated reporting units exceeded the carrying value, such that the Company’s goodwill was not considered impaired. Changes in the economic environment, operations of the aggregated reporting units, or other factors could result in the decline in the fair value of the aggregated reporting units which could result in a goodwill impairment in the future. Accumulated impairment charges were $40,159,000 as of March 31, 2025 and December 31, 2024.
Note 6. Loan Servicing

Mortgage loans that are serviced for others are not reported as assets, only the servicing rights are recorded and included in other assets. The following schedules disclose the change in the carrying value of mortgage servicing rights that is included in other assets, principal balances of loans serviced and the fair value of mortgage servicing rights:
34


(Dollars in thousands) March 31,
2025
December 31,
2024
Carrying value at beginning of period $ 11,958  12,534 
Additions 193  811 
Amortization (309) (1,387)
Carrying value at end of period $ 11,842  11,958 
Principal balances of loans serviced for others $ 1,493,598  1,507,439 
Fair value of servicing rights $ 17,972  17,902 

Note 7. Variable Interest Entities

A VIE is a partnership, limited liability company, trust or other legal entity that meets one of the following criteria: 1) the entity’s equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support from other parties; 2) the holders of the equity investment at risk, as a group, lack the characteristics of a controlling financial interest; and 3) the voting rights of some holders of the equity investment at risk are disproportionate to their obligation to absorb losses or receive returns, and substantially all of the activities are conducted on behalf of the holder of equity investment at risk with disproportionately few voting rights. A VIE must be consolidated by the Company if it is deemed to be the primary beneficiary, which is the party involved with the VIE that has both: 1) the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance; and 2) the obligation to absorb the losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE.

The Company’s VIEs are regularly monitored to determine if any reconsideration events have occurred that could cause the primary beneficiary status to change. A previously unconsolidated VIE is consolidated when the Company becomes the primary beneficiary. A previously consolidated VIE is deconsolidated when the Company ceases to be the primary beneficiary or the entity is no longer a VIE.

Consolidated Variable Interest Entities
The Company has equity investments in Certified Development Entities (“CDE”) which have received allocations of New Markets Tax Credits (“NMTC”). The NMTC program provides federal tax incentives to investors to make investments in distressed communities and promotes economic improvements through the development of successful businesses in these communities. The NMTC is available to investors over seven years and is subject to recapture if certain events occur during such period. The maximum exposure to loss in the CDEs is the amount of equity invested, tax credit recapture, and credit extended by the Company. However, the Company has credit protection in the form of indemnification agreements, guarantees, and collateral arrangements. The Company has evaluated the variable interests held by the Company in each CDE (NMTC) investment and determined the Company does not individually meet the characteristics of a primary beneficiary; however, the related-party group does meet the criteria as a group and substantially all of the activities of the CDEs either involve or are conducted on behalf of the Company. As a result, the Company is the primary beneficiary of the CDEs and their assets, liabilities, and results of operations are included in the Company’s consolidated financial statements. The primary activities of the CDEs are recognized in commercial loans interest income and other borrowed funds interest expense on the Company’s consolidated statements of operations and the federal income tax credit allocations from the investments are recognized in the Company’s consolidated statements of operations as a component of income tax expense. Such related cash flows are recognized in loans originated, principal collected on loans and change in other borrowed funds.


35


The Bank is also the sole member of certain tax credit funds that make direct investments in qualified affordable housing projects (e.g., Low-Income Housing Tax Credit [“LIHTC”] partnerships). As such, the Company is the primary beneficiary of these tax credit funds and their assets, liabilities, and results of operations are included in the Company’s consolidated financial statements.

The following table summarizes the carrying amounts of the consolidated VIEs’ assets and liabilities included in the Company’s statements of financial condition and are adjusted for intercompany eliminations. All assets presented can be used only to settle obligations of the consolidated VIEs and all liabilities presented consist of liabilities for which creditors and other beneficial interest holders therein have no recourse to the general credit of the Company.
(Dollars in thousands) March 31,
2025
December 31,
2024
Assets
Loans receivable $ 123,514  123,064 
Accrued interest receivable 165  — 
Other assets 77,751  79,858 
Total assets $ 201,430  202,922 
Liabilities
Other borrowed funds $ 62,216  62,062 
Accrued interest payable 267  270 
Other liabilities 19,824  27,577 
Total liabilities $ 82,307  89,909 

Unconsolidated Variable Interest Entities
The Company has equity investments in LIHTC partnerships, both directly and through tax credit funds, with carrying values of $202,215,000 and $203,124,000 as of March 31, 2025 and December 31, 2024, respectively. The LIHTCs are indirect federal subsidies to finance low-income housing and are used in connection with both newly constructed and renovated residential rental buildings. Once a project is placed in service, it is generally eligible for the tax credit for ten years. To continue generating the tax credit and to avoid tax credit recapture, a LIHTC building must satisfy specific low-income housing compliance rules for a full fifteen years. The maximum exposure to loss in the VIEs is the amount of equity invested, tax credit recapture, and credit extended by the Company. However, the Company has credit protection in the form of indemnification agreements, guarantees, and collateral arrangements. The Company has evaluated the variable interests held by the Company in each LIHTC investment and determined that the Company does not have controlling financial interests in such investments, and is not the primary beneficiary. The Company reports the investments in the unconsolidated LIHTCs as other assets on the Company’s statements of financial condition and any unfunded equity commitments in other liabilities. There were no impairment losses on the Company’s LIHTC investments during the three months ended March 31, 2025 and 2024. Future unfunded contingent equity commitments related to the Company’s LIHTC investments at March 31, 2025 are as follows:

(Dollars in thousands) Amount
Years ending December 31,
2025 $ 45,519 
2026 29,831 
2027 4,355 
2028 707 
2029 831 
Thereafter 2,301 
Total $ 83,544 


36


The Company has elected to use the proportional amortization method, and more specifically the practical expedient method, for the amortization of all eligible LIHTC investments and amortization expense is recognized as a component of income tax expense. The following table summarizes the amortization expense and the amount of tax credits and other tax benefits recognized for qualified affordable housing project investments during the periods presented.
Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Amortization expense
6,302  5,184 
Tax credits and other tax benefits recognized
7,769  6,802 

The Company also owns the following trust subsidiaries, each of which issued trust preferred securities as capital instruments: Glacier Capital Trust II, Glacier Capital Trust III, Glacier Capital Trust IV, Citizens (ID) Statutory Trust I, Bank of the San Juans Bancorporation Trust I, First Company Statutory Trust 2001, First Company Statutory Trust 2003, FNB (UT) Statutory Trust I and FNB (UT) Statutory Trust II. The trust subsidiaries have no assets, operations, revenues or cash flows other than those related to the issuance, administration and repayment of the securities held by third parties. The trust subsidiaries are not included in the Company’s consolidated financial statements because the sole asset of each trust subsidiary is a receivable from the Company, even though the Company owns all of the voting equity shares of the trust subsidiaries, has fully guaranteed the obligations of the trust subsidiaries and may have the right to redeem the third party securities under certain circumstances. The Company reports the trust preferred securities issued to the trust subsidiaries as subordinated debentures on the Company’s statements of financial condition.


Note 8. Securities Sold Under Agreements to Repurchase

The following table summarizes the carrying value of the Company’s securities sold under agreements to repurchase (“repurchase agreements”) by remaining contractual maturity of the agreements and category of collateral:
Overnight and Continuous
(Dollars in thousands) March 31,
2025
December 31,
2024
Residential mortgage-backed securities $ 1,849,070  1,777,475 

The repurchase agreements are secured by debt securities with carrying values of $2,197,652,000 and $2,184,627,000 at March 31, 2025 and December 31, 2024, respectively. Securities are pledged to customers at the time of the transaction in an amount at least equal to the outstanding balance and are held in custody accounts by third parties. The fair value of collateral is continually monitored and additional collateral is provided as deemed appropriate.

Note 9. Derivatives and Hedging Activities

Cash Flow Hedges

Interest Rate Cap Derivatives. In 2020, the Company purchased interest rate caps designated as cash flow hedges with notional amounts totaling $130,500,000 on its variable rate subordinated debentures. The interest rate caps, which matured as of March 31, 2025, required receipt of variable amounts from the counterparty when interest rates rose above the strike price in the contracts. The strike prices in the five year term contracts had a range from 1.5 percent to 2 percent. The variable rate was based on 90 days of compounded overnight SOFR plus a spread of 0.26161 percent. At March 31, 2025 and December 31, 2024, the interest rate caps had a fair value of $0 and $720,000, respectively, and were reported as other assets on the Company’s statements of financial condition. Amortization recorded on the interest rate caps totaled $0 and $42,000 for the three months ended March 31, 2025 and 2024, respectively, and was reported as a component of interest expense on subordinated debentures.


37


The effect of cash flow hedge accounting on OCI for the periods ending March 31, 2025 and 2024 was as follows:

Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Amount of (loss) gain recognized in OCI
(657) 657 
Amount of gain reclassified from OCI to net income
63  1,260 

Fair Value Hedges

Interest Rate Swap Agreements. The Company entered into fair value hedges for a closed pool of fixed rate debt securities. The instruments are designated as fair value hedges as the changes in the fair value of the interest rate swap are expected to offset changes in the fair value of the hedged item attributable to changes in the compounded overnight secured overnight financing (“SOFR”) rate, the designated benchmark interest rate. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Company making fixed-rate payments over the life of the contract, without the exchange of the underlying notional value.

During the fourth quarter of 2024, the Company terminated the existing fair value hedges for $19,825,000. This basis adjustment to the carrying cost of the closed pool will be amortized over the remaining life of the securities in the closed pool. Subsequent to the termination, the Company entered into new fair value hedges that better protected the Company from the risk of changes to the overnight SOFR rate.

The following tables present the notional and estimated fair value amount of derivative positions outstanding:
March 31, 2025
Weighted Average
(Dollars in thousands) Notional Amount Asset Derivative Liability Derivative Remaining Maturity Receive Rate Pay Rate
Interest rate swap - securities $ 1,630,500  $ 5,130  $ —  0.9 years SOFR 3.68  %

December 31, 2024
Weighted Average
(Dollars in thousands) Notional Amount Asset Derivative Liability Derivative Remaining Maturity Receive Rate Pay Rate
Interest rate swap - securities $ 1,630,500  $ 9,287  $ —  1.2 years SOFR 3.68  %

The following amounts were recorded on the consolidated statements of financial condition related to cumulative basis adjustments for fair value hedges for the respective periods:

(Dollars in thousands) Amortized cost of the Hedged Assets Amortized Cost of Fair Value Hedging Included in the Carrying Amount of the Hedged Assets
Line item on the consolidated statements of financial condition March 31,
2025
December 31,
2024
March 31,
2025
December 31,
2024
Debt securities available-for-sale $ 3,109,057  $ 3,242,878  $ (5,130) $ (9,287)

The effects of the fair value hedge relationships on the consolidated statements of operations were as follows:
Three Months ended
(Dollars in thousands) Location of Gain (Loss) March 31, 2025 March 31, 2024
Interest rate swap Interest income on investment securities $ (1,459) 19,600 
Debt securities available-for-sale Interest income on investment securities 4,157  (16,777)
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Residential Real Estate Derivatives
The Company enters into residential real estate derivatives for commitments (“interest rate locks”) to fund certain residential real estate loans to be sold into the secondary market. At March 31, 2025 and December 31, 2024, loan commitments with interest rate lock commitments totaled $53,839,000 and $22,977,000, respectively. At March 31, 2025 and December 31, 2024, the fair value of the related derivatives on the interest rate lock commitments was $1,057,000 and $410,000, respectively, and was included in other assets with corresponding changes recorded in gain on sale of loans. The Company enters into free-standing derivatives to mitigate interest rate risk for most residential real estate loans to be sold. These derivatives include forward commitments to sell to-be-announced (“TBA”) securities which are used to economically hedge the interest rate risk associated with such loans and unfunded commitments. At March 31, 2025 and December 31, 2024, TBA commitments were $36,750,000 and $29,000,000, respectively. At March 31, 2025, the fair value of the related derivatives on the TBA securities was $377,000 and was included in other liabilities with corresponding changes recorded in gain on sale of loans. At December 31, 2024, the fair value of the related derivatives on the TBA securities was $169,000, and was included in other assets with corresponding changes recorded in gain on sale of loans. The Company does not enter into a commitment to sell these loans to an investor until the loan is funded and is ready to be delivered to the investor. Due to the forward sales commitments being short-term in nature, the corresponding derivatives are not significant. For all other residential real estate loans to be sold, the Company enters into “best efforts” forward sales commitments for the future delivery of loans to third party investors when interest rate lock commitments are entered into in order to economically hedge the effect of changes in interest rates resulting from its commitments to fund the loans. Forward sales commitments on a “best efforts” basis are not designated in hedge relationships until the loan is funded.

Note 10. Other Expenses

Other expenses consists of the following:
  Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Consulting and outside services $ 5,142  4,727 
Debit card expenses 3,831  3,582 
VIE amortization and other expenses 3,087  3,308 
Loan expenses 1,909  2,299 
Employee expenses 1,525  1,432 
Business development 1,435  1,648 
Telephone 1,422  1,551 
Postage 1,364  1,246 
Accounting and audit fees 840  822 
Checking and operating expenses 839  1,518 
Printing and supplies 686  721 
Mergers and acquisition expenses 587  5,725 
Legal fees 481  423 
Gain on dispositions of premises and equipment (1,010) (1,035)
Other 3,294  2,516 
Total other expenses $ 25,432  30,483 


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Note 11. Accumulated Other Comprehensive Loss

The following table illustrates the activity within accumulated other comprehensive loss by component, net of tax:
 
(Dollars in thousands) (Losses) Gains on Available-For-Sale and Transferred Debt Securities (Losses) Gains on Derivatives Used for Cash Flow Hedges Total
Balance at January 1, 2024 $ (377,728) 3,615  (374,113)
Other comprehensive income before reclassifications 1,527  493  2,020 
Reclassification adjustments for losses and transfers included in net income (22) (944) (966)
Reclassification adjustments for amortization included in net income for transferred securities 754  —  754 
Net current period other comprehensive income (loss) 2,259  (451) 1,808 
Balance at March 31, 2024 $ (375,469) 3,164  (372,305)
Balance at January 1, 2025 $ (309,836) 540  (309,296)
Other comprehensive income (loss) before reclassifications 45,624  (493) 45,131 
Reclassification adjustments for losses and transfers included in net income —  (47) (47)
Reclassification adjustments for amortization included in net income for transferred securities 1,101  —  1,101 
Net current period other comprehensive income (loss) 46,725  (540) 46,185 
Balance at March 31, 2025 $ (263,111) —  (263,111)

Note 12. Earnings Per Share

Basic earnings per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period presented. Diluted earnings per share is computed by including the net increase in shares as if dilutive outstanding restricted stock units were vested and stock options were exercised, using the treasury stock method.

Basic and diluted earnings per share has been computed based on the following:
  Three Months ended
(Dollars in thousands, except per share data) March 31,
2025
March 31,
2024
Net income available to common stockholders, basic and diluted
$ 54,568  32,627 
Average outstanding shares - basic 113,451,199  112,492,142 
Add: dilutive restricted stock units and stock options
95,166  62,260 
Average outstanding shares - diluted 113,546,365  112,554,402 
Basic earnings per share $ 0.48  0.29 
Diluted earnings per share $ 0.48  0.29 
Restricted stock units and stock options excluded from the diluted average outstanding share calculation 1
73,900  139,840 
______________________________
1 Anti-dilution occurs when the unrecognized compensation cost per share of a restricted stock unit or the exercise price of a stock option exceeds the market price of the Company’s stock.

40



Note 13. Fair Value of Assets and Liabilities

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. There is a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value are as follows:

Level 1    Quoted prices in active markets for identical assets or liabilities
Level 2    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 for substantially the full term of the assets or liabilities
Level 3    Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities

Transfers in and out of Level 1 (quoted prices in active markets), Level 2 (significant other observable inputs) and Level 3 (significant unobservable inputs) are recognized on the actual transfer date. There were no transfers between fair value hierarchy levels during the three month periods ended March 31, 2025 and 2024.

Recurring Measurements
The following is a description of the inputs and valuation methodologies used for assets and liabilities measured at fair value on a recurring basis, as well as the general classification of such assets and liabilities pursuant to the valuation hierarchy. There have been no significant changes in the valuation techniques during the period ended March 31, 2025.

Debt securities, available-for-sale. The fair value for available-for-sale debt securities is estimated by obtaining quoted market prices for identical assets, where available. If such prices are not available, fair value is based on independent asset pricing services and models, the inputs of which are market-based or independently sourced market parameters, including but not limited to, yield curves, interest rates, volatilities, market spreads, prepayments, defaults, recoveries, cumulative loss projections, and cash flows. Such securities are classified in Level 2 of the valuation hierarchy. Where Level 1 or Level 2 inputs are not available, such securities are classified as Level 3 within the hierarchy.

Fair value determinations of available-for-sale debt securities are the responsibility of the Company’s corporate accounting and treasury departments. The Company obtains fair value estimates from independent third party vendors on a monthly basis. The vendors’ pricing system methodologies, procedures and system controls are reviewed to ensure they are appropriately designed and operating effectively. The Company reviews the vendors’ inputs for fair value estimates and the recommended assignments of levels within the fair value hierarchy. The review includes the extent to which markets for debt securities are determined to have limited or no activity, or are judged to be active markets. The Company reviews the extent to which observable and unobservable inputs are used as well as the appropriateness of the underlying assumptions about risk that a market participant would use in active markets, with adjustments for limited or inactive markets. In considering the inputs to the fair value estimates, the Company places less reliance on quotes that are judged to not reflect orderly transactions, or are non-binding indications. In assessing credit risk, the Company reviews payment performance, collateral adequacy, third party research and analyses, credit rating histories and issuers’ financial statements. For those markets determined to be inactive or limited, the valuation techniques used are models for which management has verified that discount rates are appropriately adjusted to reflect illiquidity and credit risk.

Loans held for sale, at fair value. Loans held for sale measured at fair value, for which an active secondary market and readily available market prices exist, are initially valued at the transaction price and are subsequently valued by using quoted prices for similar assets, adjusted for specific attributes of that loan or other observable market data, such as outstanding commitments from third party investors. Loans held for sale measured at fair value are classified within Level 2. Included in gain on sale of loans were net gains of $374,000 and $46,000 for the three month periods ended March 31, 2025 and 2024, respectively, from the changes in fair value of loans held for sale measured at fair value. Electing to measure loans held for sale at fair value reduces certain timing differences and better matches changes in fair value of these assets with changes in the value of the derivative instruments used to economically hedge them without the burden of complying with the requirements for hedge accounting.

41


Loan interest rate lock commitments. Fair value estimates for loan interest rate lock commitments are based upon the estimated sales price, origination fees, direct costs, interest rate changes, etc. and are obtained from an independent third party. The components of the valuation were observable or could be corroborated by observable market data and, therefore, were classified within Level 2 of the valuation hierarchy.

Forward commitments to sell TBA securities. Forward commitments to sell TBA securities are used to economically hedge the interest rate risk associated with certain loan commitments. The fair value estimates for the TBA commitments are based upon the estimated sale of the TBA hedge obtained from an independent third party. The components of the valuation were observable or could be corroborated by observable market data and, therefore, were classified within Level 2 of the valuation hierarchy.

Interest rate cap derivative financial instruments. Fair value estimates for interest rate cap derivative financial instruments are based upon the discounted cash flows of known payments plus the option value of each caplet which incorporates market rate forecasts and implied market volatilities. The components of the valuation were observable or could be corroborated by observable market data and, therefore, were classified within Level 2 of the valuation hierarchy. The Company also obtained and compared the reasonableness of the pricing from independent third party valuations.

Interest rate swap derivative financial instruments. Fair value estimates for interest rate swap derivative financial instruments are based upon the estimated amounts to settle the contracts considering current interest rates and are calculated using discounted cash flows. The inputs used to determine fair value include the compounded overnight SOFR rate to estimate variable rate cash inflows and the overnight SOFR swap rate to estimate the discount rate. The estimated variable rate cash inflows are compared to the fixed rate outflows and such difference was discounted to a present value to estimate the fair value of the interest rate swaps. The components of the valuation were observable or could be corroborated by observable market data and, therefore, were classified within Level 2 of the valuation hierarchy. The Company also obtained and compared the reasonableness of the pricing from independent third party valuations.

The following tables disclose the fair value measurement of assets and liabilities measured at fair value on a recurring basis:
  
    Fair Value Measurements
At the End of the Reporting Period Using
(Dollars in thousands)
Fair Value
March 31, 2025
Quoted Prices
in Active  Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Debt securities, available-for-sale
U.S. government and federal agency $ 472,122  —  472,122  — 
U.S. government sponsored enterprises 313,508  —  313,508  — 
State and local governments 67,917  —  67,917  — 
Corporate bonds 14,652  —  14,652  — 
Residential mortgage-backed securities 2,278,421  —  2,278,421  — 
Commercial mortgage-backed securities 1,025,692  —  1,025,692  — 
Loans held for sale, at fair value 40,523  —  40,523  — 
Interest rate locks 1,057  —  1,057  — 
Interest rate swap 5,130  —  5,130  — 
Total assets measured at fair value
  on a recurring basis
$ 4,219,022  —  4,219,022  — 
TBA hedge $ 377  —  377  — 
Total liabilities measured at fair value on a recurring basis
$ 377  —  377  — 

42


    Fair Value Measurements
At the End of the Reporting Period Using
(Dollars in thousands) Fair Value December 31, 2024 Quoted Prices
in Active  Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Debt securities, available-for-sale
U.S. government and federal agency $ 468,433  —  468,433  — 
U.S. government sponsored enterprises 310,154  —  310,154  — 
State and local governments 68,680  —  68,680  — 
Corporate bonds 14,503  —  14,503  — 
Residential mortgage-backed securities 2,355,516  —  2,355,516  — 
Commercial mortgage-backed securities 1,027,919  —  1,027,919  — 
Loans held for sale, at fair value
33,060  —  33,060  — 
Interest rate caps 720  —  720  — 
Interest rate locks
410  —  410  — 
TBA hedge 169  —  169  — 
Interest rate swap 9,287  —  9,287  — 
Total assets measured at fair value on a recurring basis
$ 4,288,851  —  4,288,851  — 

Non-recurring Measurements
The following is a description of the inputs and valuation methodologies used for assets recorded at fair value on a non-recurring basis, as well as the general classification of such assets pursuant to the valuation hierarchy. There have been no significant changes in the valuation techniques during the period ended March 31, 2025.

Other real estate owned. OREO is initially recorded at fair value less estimated cost to sell, establishing a new cost basis. OREO is subsequently accounted for at lower of cost or fair value less estimated cost to sell. Estimated fair value of OREO is based on appraisals or evaluations (new or updated). OREO is classified within Level 3 of the fair value hierarchy.

Collateral-dependent loans, net of ACL. Fair value estimates of collateral-dependent loans that are individually reviewed are based on the fair value of the collateral, less estimated cost to sell. Collateral-dependent individually reviewed loans are classified within Level 3 of the fair value hierarchy.

The Company’s credit department reviews appraisals for OREO and collateral-dependent loans, giving consideration to the highest and best use of the collateral. The appraisal or evaluation (new or updated) is considered the starting point for determining fair value. The valuation techniques used in preparing appraisals or evaluations (new or updated) include the cost approach, income approach, sales comparison approach, or a combination of the preceding valuation techniques. The key inputs used to determine the fair value of the collateral-dependent loans and OREO include selling costs, discounted cash flow rate or capitalization rate, and adjustment to comparables. Valuations and significant inputs obtained by independent sources are reviewed by the Company for accuracy and reasonableness. The Company also considers other factors and events in the environment that may affect the fair value. The appraisals or evaluations (new or updated) are reviewed at least quarterly and more frequently based on current market conditions, including deterioration in a borrower’s financial condition and when property values may be subject to significant volatility. After review and acceptance of the collateral appraisal or evaluation (new or updated), adjustments to the impaired loan or OREO may occur. The Company generally obtains appraisals or evaluations (new or updated) annually.

43


The following tables disclose the fair value measurement of assets with a recorded change during the period resulting from re-measuring the assets at fair value on a non-recurring basis:
    Fair Value Measurements
At the End of the Reporting Period Using
(Dollars in thousands)
Fair Value
March 31, 2025
Quoted Prices
in Active  Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Collateral-dependent impaired loans, net of ACL $ 1,504  —  —  1,504 
Total assets measured at fair value
  on a non-recurring basis
$ 1,504  —  —  1,504 

    Fair Value Measurements
At the End of the Reporting Period Using
(Dollars in thousands) Fair Value December 31, 2024 Quoted Prices
in Active  Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Collateral-dependent impaired loans, net of ACL 2,052  —  —  2,052 
Total assets measured at fair value
  on a non-recurring basis
$ 2,052  —  —  2,052 

Non-recurring Measurements Using Significant Unobservable Inputs (Level 3)
The following tables present additional quantitative information about assets measured at fair value on a non-recurring basis and for which the Company has utilized Level 3 inputs to determine fair value:

 
Fair Value
March 31, 2025
Quantitative Information about Level 3 Fair Value Measurements
(Dollars in thousands) Valuation Technique Unobservable Input
Range
(Weighted-Average) 1
Collateral-dependent
  impaired loans, net of ACL
$ 272  Cost approach Selling costs
10.0% - 10.0% (10.0%)
285  Sales comparison approach Selling costs
10.0% - 20.0% (12.7%)
947  Combined approach Selling costs
10.0% - 10.0% (10.0%)
$ 1,504 

  Fair Value December 31, 2024 Quantitative Information about Level 3 Fair Value Measurements
(Dollars in thousands) Valuation Technique Unobservable Input
Range
(Weighted-Average) 1
Collateral-dependent impaired loans, net of ACL
$ 1,605  Cost approach Selling costs
10.0% - 10.0% (10.0%)
192  Sales comparison approach Selling Costs
10.0% - 20.0% (15.9%)
255  Combined approach Selling costs
10.0% - 10.0% (10.0%)
$ 2,052 
______________________________
1 The range for selling cost inputs represents reductions to the fair value of the assets.


44


Fair Value of Financial Instruments
The following tables present the carrying amounts, estimated fair values and the level within the fair value hierarchy of the Company’s financial instruments not carried at fair value. Receivables and payables due in one year or less, equity securities without readily determinable fair values and deposits with no defined or contractual maturities are excluded. There have been no significant changes in the valuation techniques during the period ended March 31, 2025.

Cash and cash equivalents. Fair value is estimated at book value.

Debt securities, held-to-maturity. Fair value for held-to-maturity debt securities is estimated in the same manner as available-for sale debt securities, which is described above.

Loans receivable, net of ACL. The loans are fair valued on an individual basis, with consideration given to the loans' underlying characteristics, including account types, remaining terms and balance, interest rates, past delinquencies, current market rates, etc. The model utilizes a discounted cash flow approach to estimate the fair value of the loans using various assumptions such as prepayment speeds, projected default probabilities, losses given defaults, etc. The discounted cash flow approach models the credit losses directly in the projected cash flows. The model applies various assumptions regarding credit, interest, and prepayment risks for the loans based on loan types, payment types and fixed or variable classifications.

Term Deposits. Fair value of term deposits is estimated by discounting the future cash flows using rates of similar deposits with similar maturities. The market rates used are obtained from an independent third party based on current rates offered by the Company’s regional competitors.

FHLB advances. Fair value of advances is estimated based on borrowing rates currently available to the Company for advances with similar terms and maturities.

Repurchase agreements and other borrowed funds. Fair value of term repurchase agreements and other term borrowings is estimated based on current repurchase rates and borrowing rates currently available to the Company for repurchases and borrowings with similar terms and maturities. The estimated fair value for overnight repurchase agreements and other borrowings is book value.

Subordinated debentures. Fair value of the subordinated debt is estimated by discounting the estimated future cash flows using current estimated market rates obtained from an independent third party.

Off-balance sheet financial instruments. Unused lines of credit and letters of credit represent the principal categories of off-balance sheet financial instruments. The fair value of commitments is based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the counterparties’ credit standing. The fair value of unused lines of credit and letters of credit is not material; therefore, such commitments are not included in the following tables.
45


    Fair Value Measurements
At the End of the Reporting Period Using
(Dollars in thousands)
Carrying Amount
March 31, 2025
Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Financial assets
Cash and cash equivalents $ 981,485  981,485  —  — 
Debt securities, held-to-maturity 3,261,575  —  2,953,423  — 
Loans receivable, net of ACL 17,008,118  —  —  17,030,076 
Total financial assets $ 21,251,178  981,485  2,953,423  17,030,076 
Financial liabilities
Term deposits $ 3,140,333  —  3,172,931  — 
FHLB advances 1,520,000  —  1,520,969  — 
Repurchase agreements and
  other borrowed funds
1,931,513  —  1,931,513  — 
Subordinated debentures 133,145  —  122,646  — 
Total financial liabilities $ 6,724,991  —  6,748,059  — 

    Fair Value Measurements
At the End of the Reporting Period Using
(Dollars in thousands) Carrying Amount December 31, 2024 Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Financial assets
Cash and cash equivalents $ 848,408  848,408  —  — 
Debt securities, held-to-maturity 3,294,847  —  2,968,570  — 
Loans receivable, net of ACL 17,055,808  —  —  17,017,298 
Total financial assets $ 21,199,063  848,408  2,968,570  17,017,298 
Financial liabilities
Term deposits $ 3,139,821  —  3,176,722  — 
FHLB advances 1,800,000  —  1,797,310  — 
Repurchase agreements and
  other borrowed funds
1,860,816  —  1,860,816  — 
Subordinated debentures 133,105  —  122,785  — 
Total financial liabilities $ 6,933,742  —  6,957,633  — 


46



Note 14. Subsequent Events

Effective April 30, 2025, the Company completed the acquisition of Bank of Idaho Holding Co. (“BOID”) and its wholly-owned subsidiary, Bank of Idaho, a community bank based in Idaho Falls, Idaho (collectively, “BOI”). The acquisition resulted in the Company issuing 5,029,137 shares of its common stock to former BOID shareholders. BOI provides banking services to individuals and businesses throughout Idaho and Eastern Washington. As of March 31, 2025, BOI had total assets of $1,302,301,000, gross loans of $1,069,103,000 and total deposits of $1,091,847,000. The Bank of Idaho operations will be combined with three existing Glacier Bank division. The Eastern Idaho operations of Bank of Idaho will join Citizens Community Bank, the Boise operations will join Mountain West Bank and the Eastern Washington operations will join Wheatland Bank. The combined operations will begin to operate under the existing division names in the third quarter of 2025.

47



Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following management’s discussion and analysis is intended to provide a more comprehensive review of the Company’s operating results and financial condition than can be obtained from reading the Consolidated Financial Statements alone. The discussion should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in “Part I. Item 1. Financial Statements.”
FORWARD-LOOKING STATEMENTS
This Form 10-Q may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the Company’s plans, objectives, expectations and intentions that are not historical facts, and other statements identified by words such as “expects,” “anticipates,” “will” “intends,” “plans,” “believes,” “should,” “projects,” “seeks,” “estimates” or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are based on current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control. In addition, these forward-looking statements are based on assumptions that are subject to change. The following factors, among others, including additional factors identified in the sections titled “Risk Factors,” “Business” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as applicable, in this report and in the Company’s 2024 Annual Report on Form 10-K, could cause actual results to differ materially from the anticipated results (express or implied) or other expectations in the forward-looking statements:
•risks associated with lending and potential adverse changes in the credit quality of the Company’s loan portfolio;
•changes in monetary and fiscal policies, including interest rate policies of the Federal Reserve Board, which could adversely affect the Company’s net interest income and margin, the fair value of its financial instruments, profitability, and stockholders’ equity;
•legislative or regulatory changes, including increased FDIC insurance rates and assessments, changes in the review and regulation of bank mergers, or increased banking and consumer protection regulations, that may adversely affect the Company’s business and strategies;
•risks related to overall economic conditions, including the impact on the economy of an uncertain interest rate environment, inflationary pressures, and the potential for significant changes in economic and trade policies in the new administration;
•risks to our business and the businesses of our customers arising from current or future tariffs or other trade restrictions, labor or supply chain issues, changes in the labor force, or geopolitical instability, including the wars in Ukraine and the Middle East;
•risks associated with the Company’s ability to negotiate, complete, and successfully integrate any pending or future acquisitions;
•costs or difficulties related to the completion and integration of pending or future acquisitions;
•impairment of the goodwill recorded by the Company in connection with acquisitions, which may have an adverse impact on earnings and capital;
•reduction in demand for banking products and services, whether as a result of changes in customer behavior, economic conditions, banking environment, or competition;
•deterioration of the reputation of banks and the financial services industry, which could adversely affect the Company's ability to obtain and maintain customers;
•changes in the competitive landscape, including as may result from new market entrants or further consolidation in the financial services industry, resulting in the creation of larger competitors with greater financial resources;
•risks presented by public stock market volatility, which could adversely affect the market price of the Company’s common stock and the ability to raise additional capital or grow through acquisitions;
•risks associated with dependence on the Chief Executive Officer (“CEO), the senior management team and the Presidents of Glacier Bank’s (the “Bank”) divisions;
•material failure, potential interruption or breach in security of the Company’s systems or changes in technology which could expose the Company to cybersecurity risks, fraud, system failures, or direct liabilities;
•risks related to natural disasters, including droughts, fires, floods, earthquakes, pandemics, and other unexpected events;
•success in managing risks involved in any of the foregoing; and
•effects of any reputational damage to the Company resulting from any of the foregoing.
Forward-looking statements speak only as of the date of this Form 10-Q. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
48


MANAGEMENT’S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Highlights
  At or for the Three Months ended
(Dollars in thousands, except per share and market data)
Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Operating results
Net income $ 54,568  61,754  32,627 
Basic earnings per share $ 0.48  0.54  0.29 
Diluted earnings per share $ 0.48  0.54  0.29 
Dividends declared per share $ 0.33  0.33  0.33 
Market value per share
Closing $ 44.22  50.22  40.28 
High $ 52.81  60.67  42.75 
Low $ 43.18  43.70  34.74 
Selected ratios and other data
Number of common stock shares outstanding
113,517,944 113,401,955 113,388,590
Average outstanding shares - basic 113,451,199 113,398,213 112,492,142
Average outstanding shares - diluted 113,546,365 113,541,026 112,554,402
Return on average assets (annualized) 0.80  % 0.87  % 0.47  %
Return on average equity
  (annualized)
6.77  % 7.62  % 4.25  %
Efficiency ratio 65.49  % 60.50  % 74.41  %
Loan to deposit ratio 83.64  % 84.17  % 82.04  %
Number of full time equivalent employees
3,457 3,441 3,438
Number of locations 227 227 232
Number of ATMs 286 284 285

The Company reported net income of $54.6 million for the current quarter, a decrease of $7.2 million, or 12 percent from the prior quarter net income of $61.8 million and an increase of $21.9 million, or 67 percent, from the $32.6 million of net income for the prior year first quarter. Diluted earnings per share for the current quarter was $0.48 per share, a decrease of 11 percent from the prior quarter diluted earnings per share of $0.54 per share and an increase of 65 percent from the prior year first quarter diluted earnings per share of $0.29.

On January 13, 2025, the Company announced the signing of a definitive agreement to acquire BOID with 15 branches across eastern Idaho, Boise and eastern Washington. As of March 31, 2025, BOID had total assets of $1.3 billion, total loans of $1.1 billion and total deposits of $1.1 billion. The acquisition of BOID was completed on April 30, 2025. The former BOID operations will be combined with three existing Glacier Bank divisions. The Eastern Idaho operations of Bank of Idaho will join Citizens Community Bank, the Boise operations will join Mountain West Bank and the Eastern Washington operations will join Wheatland Bank.

Market Conditions
The current macroeconomic and geopolitical environment is subject to a number of uncertainties, including geopolitical conflicts, tariffs (or the threat thereof) or other changes in trade policies, capital markets volatility, and inflation. These and other factors may contribute to slower or negative economic growth and a challenging business environment for banking customers. The Company continues to monitor the changing macroeconomic and geopolitical environment and any potential future negative impact on our financial condition or results of operations. For more information about these risks, see “Part II, Item 1A, Risk Factors” below.”
49


Financial Condition Analysis

Assets
The following table summarizes the Company’s assets as of the dates indicated:
$ Change from
(Dollars in thousands) Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Dec 31,
2024
Mar 31,
2024
Cash and cash equivalents $ 981,485  848,408  788,660  133,077  192,825 
Debt securities, available-for-sale
4,172,312  4,245,205  4,629,073  (72,893) (456,761)
Debt securities, held-to-maturity
3,261,575  3,294,847  3,451,583  (33,272) (190,008)
Total debt securities
7,433,887  7,540,052  8,080,656  (106,165) (646,769)
Loans receivable
Residential real estate 1,850,079  1,858,929  1,752,514  (8,850) 97,565 
Commercial real estate
10,952,809  10,963,713  10,672,269  (10,904) 280,540 
Other commercial 3,121,477  3,119,535  3,030,608  1,942  90,869 
Home equity 920,132  930,994  883,062  (10,862) 37,070 
Other consumer 374,021  388,678  394,049  (14,657) (20,028)
Loans receivable 17,218,518  17,261,849  16,732,502  (43,331) 486,016 
Allowance for credit losses
(210,400) (206,041) (198,779) (4,359) (11,621)
Loans receivable, net
17,008,118  17,055,808  16,533,723  (47,690) 474,395 
Other assets 2,435,389  2,458,719  2,419,131  (23,330) 16,258 
Total assets $ 27,858,879  27,902,987  27,822,170  (44,108) 36,709 

The Company continues to maintain a strong cash position of $981 million at March 31, 2025 which was an increase of $133 million over the prior quarter and an increase of $193 million over the prior year first quarter. Total debt securities of $7.434 billion at March 31, 2025 decreased $106 million, or 1 percent, during the current quarter and decreased $647 million, or 8 percent, from the prior year first quarter. Debt securities represented 27 percent of total assets at both March 31, 2025 and December 31, 2024, compared to 29 percent at March 31, 2024.

The loan portfolio of $17.219 billion at March 31, 2025 decreased $43 million, or 25 basis points, during the current quarter and increased $486 million, or 3 percent, from the prior year first quarter. Excluding the Rocky Mountain Bank (“RMB”) acquisition on July 19, 2024, the loan portfolio organically increased $214 million, or 1 percent, since the prior year first quarter. Excluding the RMB acquisition, the loan category with the largest dollar increase in the last twelve months was commercial real estate, which increased $159 million, or 1 percent, since the prior year first quarter.
50


Liabilities
The following table summarizes the Company’s liabilities as of the dates indicated:
$ Change from
(Dollars in thousands) Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Dec 31,
2024
Mar 31,
2024
Deposits
Non-interest bearing deposits
$ 6,100,548  6,136,709  6,055,069  (36,161) 45,479 
NOW and DDA accounts
5,676,177  5,543,512  5,376,605  132,665  299,572 
Savings accounts
2,896,378  2,845,124  2,949,908  51,254  (53,530)
Money market deposit accounts
2,816,874  2,878,213  3,002,942  (61,339) (186,068)
Certificate accounts
3,140,333  3,139,821  3,039,190  512  101,143 
Core deposits, total
20,630,310  20,543,379  20,423,714  86,931  206,596 
Wholesale deposits
3,740  3,615  3,809  125  (69)
Deposits, total
20,634,050  20,546,994  20,427,523  87,056  206,527 
Securities sold under agreements to repurchase
1,849,070  1,777,475  1,540,008  71,595  309,062 
Federal Home Loan Bank advances
1,520,000  1,800,000  2,140,157  (280,000) (620,157)
Other borrowed funds 62,216  62,062  64,479  154  (2,263)
Finance lease liabilities 20,227  21,279  24,335  (1,052) (4,108)
Subordinated debentures 133,145  133,105  132,984  40  161 
Other liabilities 352,563  338,218  381,977  14,345  (29,414)
Total liabilities $ 24,571,271  24,679,133  24,711,463  (107,862) (140,192)

Total deposits of $20.634 billion at March 31, 2025 increased $87.1 million, or 2 percent annualized, from the prior quarter and increased $207 million, or 1 percent, from the prior year first quarter. Total repurchase agreements of $1.849 billion at March 31, 2025 increased $71.6 million, or 4 percent, from the prior quarter and increased $309 million, or 20 percent, from the prior year first quarter. Total deposits organically decreased $190 million, or 1 percent, from the prior year first quarter and total deposits and repurchase agreements organically increased $115 million, or 52 basis points, from the prior year first quarter. Non-interest bearing deposits represented 30 percent of total deposits at March 31, 2025, December 31, 2024, and March 31, 2024.

Federal Home Loan Bank (“FHLB”) advances of $1.520 billion decreased $280 million, or 16 percent, from the prior quarter and decreased $620 million, or 29 percent, from the prior year first quarter. See “Additional Management’s Discussion and Analysis - Source of Funds - Borrowers” for additional information regarding borrowings.

51


Stockholders’ Equity
The following table summarizes the stockholders’ equity balances as of the dates indicated:
$ Change from
(Dollars in thousands, except per share data)
Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Dec 31,
2024
Mar 31,
2024
Common equity $ 3,550,719  3,468,333  3,483,012  82,386  67,707 
Accumulated other comprehensive loss
(263,111) (244,479) (372,305) (18,632) 109,194 
Total stockholders’ equity
3,287,608  3,223,854  3,110,707  63,754  176,901 
Goodwill and core deposit intangible, net
(1,099,229) (1,102,500) (1,069,808) 3,271  (29,421)
Tangible stockholders’ equity
$ 2,188,379  2,121,354  2,040,899  67,025  147,480 
Stockholders’ equity to total assets
11.80  % 11.55  % 11.18  %
Tangible stockholders’ equity to total tangible assets
8.18  % 7.92  % 7.63  %
Book value per common share
$ 28.96  28.43  27.43  0.53  1.53 
Tangible book value per common share
$ 19.28  18.71  18.00  0.57  1.28 

Tangible stockholders’ equity of $2.188 billion at March 31, 2025 increased $67.0 million, or 3 percent, compared to the prior quarter and was primarily the result of a decrease in unrealized loss on the available-for-sale debt securities and earnings retention. Tangible stockholders’ equity at March 31, 2025 increased $147 million, or 7 percent, compared to the prior year first quarter and was primarily due to the decrease in unrealized loss on the available-for-sale debt securities and earnings retention. The increase was partially offset by the increase in goodwill and core deposits associated with the RMB acquisition. Tangible book value per common share of $19.28 at the current quarter end increased $0.57 per share, or 3 percent, from the prior quarter and increased $1.28 per share, or 7 percent, from the prior year first quarter.

Cash Dividend
On March 26, 2025, the Company’s Board of Directors declared a quarterly cash dividend of $0.33 per share. The dividend was payable April 17, 2025 to shareholders of record on April 8, 2025. The dividend was the Company’s 160th consecutive regular dividend. Future cash dividends will depend on a variety of factors, including net income, capital, asset quality, general economic conditions and regulatory considerations.
52


Operating Results for Three Months Ended March 31, 2025 
Compared to December 31, 2024, and March 31, 2024

Income Summary
The following table summarizes income for the periods indicated: 
  Three Months ended $ Change from
(Dollars in thousands) Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Dec 31,
2024
Mar 31,
2024
Net interest income
Interest income $ 289,925 297,036 279,402 (7,111) 10,523 
Interest expense 99,946 105,593 112,922 (5,647) (12,976)
Total net interest income 189,979 191,443 166,480 (1,464) 23,499 
Non-interest income
Service charges and other fees
18,818 20,322 18,563 (1,504) 255 
Miscellaneous loan fees and charges
4,664 4,541 4,362 123  302 
Gain on sale of loans 4,311 3,926 3,362 385  949 
Gain on sale of investments 16 —  (16)
Other income 4,849 2,760 3,686 2,089  1,163 
Total non-interest income
32,642 31,549 29,989 1,093  2,653 
Total income $ 222,621 222,992 196,469 (371) 26,152 
Net interest margin (tax-equivalent)
3.04  % 2.97  % 2.59  %

Net Interest Income
Net interest income of $190 million for the current quarter decreased $1.5 million, or 1 percent, from the prior quarter net interest income of $191 million and increased $23.5 million, or 14 percent, from the prior year first quarter net interest income of $166 million. The current quarter interest income of $290 million decreased $7.1 million, or 2 percent, over the prior quarter and was primarily driven by fewer days in the current quarter coupled with decreased average interest-bearing cash balances. The current quarter interest income increased $10.5 million, or 4 percent, over the prior year first quarter primarily due to the increase in the loan yields and the increase in average balances of the loan portfolio. The loan yield of 5.77 percent in the current quarter increased 5 basis points from the prior quarter loan yield of 5.72 percent and increased 31 basis points from the prior year first quarter loan yield of 5.46 percent.

The current quarter interest expense of $99.9 million decreased $5.6 million, or 5 percent, over the prior quarter and was primarily attributable to a decrease in deposit costs. The current quarter interest expense decreased $13.0 million, or 11 percent, over the prior year first quarter and was primarily the result of lower average wholesale borrowings and a decrease in deposit costs. Core deposit cost (including non-interest bearing deposits) was 1.25 percent for the current quarter compared to 1.29 percent in the prior quarter and 1.34 percent for the prior year first quarter. The total cost of funding (including non-interest bearing deposits) of 1.68 percent in the current quarter decreased 3 basis points from the prior quarter and decreased 16 basis point from the prior year first quarter.

The net interest margin as a percentage of earning assets, on a tax-equivalent basis, for the current quarter was 3.04 percent, an increase of 7 basis points from the prior quarter net interest margin of 2.97 percent and was primarily driven by an increase in loan yields and a decrease in total cost of funding. The net interest margin as a percentage of earning assets, on a tax-equivalent basis, for the current quarter was an increase of 45 basis points from the prior year first quarter net interest margin of 2.59 percent and was primarily driven by the increase in loan yields and the decrease in core deposit cost. Core net interest margin excludes the impact from discount accretion and non-accrual interest. Excluding the 5 basis points from discount accretion, the core net interest margin was 2.99 percent in the current quarter compared to 2.97 percent in the prior quarter and 2.59 in the prior year first quarter.
53


Non-interest Income
Non-interest income for the current quarter totaled $32.6 million, which was an increase of $1.1 million, or 3 percent, over the prior quarter and an increase of $2.7 million, or 9 percent, over the prior year first quarter. Service charges and other fees of $18.8 million for the current quarter decreased $1.5 million, or 7 percent, compared to the prior quarter and increased $255 thousand, or 1 percent, compared to the prior year first quarter. Gain on the sale of residential loans of $4.3 million for the current quarter increased $385 thousand, or 10 percent, compared to the prior quarter and increased $949 thousand, or 28 percent, from the prior year first quarter. Other income of $4.8 million increased $2.1 million, or 75 percent, over the prior quarter primarily due to other income of $1.1 million related to bank owned life insurance proceeds coupled with an increase in income from equity investments and other one-time adjustments. Other income increased $1.2 million, or 32 percent, over the prior year first quarter primarily due to the current quarter proceeds from bank owned life insurance.

Non-interest Expense
The following table summarizes non-interest expense for the periods indicated:
 
  Three Months ended $ Change from
(Dollars in thousands) Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Dec 31,
2024
Mar 31,
2024
Compensation and employee benefits
$ 91,443  81,600  85,789  9,843  5,654 
Occupancy and equipment 12,294  11,589  11,883  705  411 
Advertising and promotions 4,144  3,725  3,983  419  161 
Data processing 9,138  9,145  9,159  (7) (21)
Other real estate owned 63  30  25  33  38 
Regulatory assessments and insurance
5,534  5,890  7,761  (356) (2,227)
Intangibles amortization
3,270  3,613  2,760  (343) 510 
Other expenses 25,432  25,373  30,483  59  (5,051)
Total non-interest expense $ 151,318  140,965  151,843  10,353  (525)

Total non-interest expense of $151 million for the current quarter increased $10.4 million, or 7 percent, over the prior quarter and decreased $525 thousand, or 35 basis points, over the prior year first quarter. Compensation and employee benefits of $91.4 million increased by $9.8 million, or 12 percent, over the prior quarter, primarily due to increased performance-related compensation. Compensation and employee benefits increased $5.6 million, or 7 percent, from the prior year first quarter, primarily driven by annual salary increases and increases in staffing levels from prior year acquisitions. Regulatory assessment and insurance expense of $5.5 million decreased $2.2 million from the prior year first quarter as a result of adjustments to the FDIC special assessment.

Other expenses of $25.4 million increased $59 thousand, or 23 basis points, from the prior quarter. Other expenses decreased $5.1 million, or 17 percent, from the prior year first quarter, and was primarily driven by a decrease in acquisition-related expense. Acquisition-related expense was $587 thousand in the current quarter compared to $491 thousand in the prior quarter and $5.7 million in the prior year first quarter. The current quarter other expenses included $1.2 million of gain from the sale of a former branch facility compared to a $2.1 million gain in the prior quarter and a $989 thousand gain in the prior year first quarter.

Efficiency Ratio
The efficiency ratio was 65.49 percent in the current quarter compared to 60.50 percent in the prior quarter and 74.41 percent in the prior year first quarter. The increase from the prior quarter was principally driven by the decrease in net interest income combined with an increase in non-interest expense. The decrease from the prior year first quarter was principally due to the increase in net interest income.

54


Provision for Credit Losses for Loans
The following table summarizes provision for credit losses for loans, net charge-offs and select ratios relating to provision for credit losses for the previous eight quarters:
(Dollars in thousands) Provision for Credit Losses on Loans Net Charge-Offs
(Recoveries)
Allowance for
Credit Losses
as a Percent
of Loans
Accruing
Loans 30-89
Days Past Due
as a Percent of
Loans
Non-Performing
Assets to
Total Sub-sidiary Assets
First quarter 2025 $ 6,154  $ 1,795  1.22  % 0.27  % 0.14  %
Fourth quarter 2024 6,041  5,170  1.19  % 0.19  % 0.10  %
Third quarter 2024 6,981  2,766  1.19  % 0.33  % 0.10  %
Second quarter 2024 5,066  2,890  1.19  % 0.29  % 0.06  %
First quarter 2024 9,091  3,072  1.19  % 0.37  % 0.09  %
Fourth quarter 2023 4,181  3,695  1.19  % 0.31  % 0.09  %
Third quarter 2023 5,095  2,209  1.19  % 0.09  % 0.15  %
Second quarter 2023 5,254  2,473  1.19  % 0.16  % 0.12  %

Net charge-offs for the current quarter were $1.8 million compared to $5.2 million in the prior quarter and $3.1 million for the prior year first quarter. The current quarter net charge-offs included $1.9 million in deposit overdraft net charge-offs and $78 thousand of net loan recoveries.

The current quarter credit loss expense of $7.8 million included $6.2 million of provision for credit losses on loans and $1.7 million of provision for credit losses on unfunded commitments.

The allowance for credit losses on loans (“ACL” or “allowance”) as a percentage of total loans outstanding at March 31, 2025, was 1.22 percent compared to 1.19 percent at year end and the prior year first quarter end. Loan portfolio growth, composition, average loan size, credit quality considerations, economic forecasts, actual results, and other environmental factors will continue to determine the level of the provision for credit losses for loans. The determination of the ACL on loans and the related provision for credit losses is a critical accounting estimate that involves management’s judgments about the loan portfolio that impact credit losses. For additional information on the allowance, see the Allowance For Credit Losses section under “Additional Management’s Discussion and Analysis.”




55


ADDITIONAL MANAGEMENT’S DISCUSSION AND ANALYSIS

Investment Activity
The Company’s investment securities primarily consist of debt securities classified as either available-for-sale or held-to-maturity. Non-marketable equity securities primarily consist of capital stock issued by the FHLB of Des Moines.

Debt Securities
Debt securities classified as available-for-sale are carried at estimated fair value and debt securities classified as held-to-maturity are carried at amortized cost. Unrealized gains or losses, net of tax, on available-for-sale debt securities are reflected as an adjustment to other comprehensive income. The Company’s debt securities are summarized below:
March 31, 2025 December 31, 2024 March 31, 2024
(Dollars in thousands) Carrying Amount Percent Carrying Amount Percent Carrying Amount Percent
Available-for-sale
U.S. government and federal agency $ 472,122  % $ 468,433  % $ 454,817  %
U.S. government sponsored enterprises 313,508  % 310,154  % 306,626  %
State and local governments 67,917  % 68,680  % 97,382  %
Corporate bonds 14,652  % 14,503  % 14,206  %
Residential mortgage-backed securities 2,278,421  31  % 2,355,516  31  % 2,677,651  33  %
Commercial mortgage-backed securities 1,025,692  14  % 1,027,919  14  % 1,078,391  13  %
Total available-for-sale
4,172,312  57  % 4,245,205  57  % 4,629,073  58  %
Held-to-maturity
U.S. government and federal agency 860,978  11  % 859,432  11  % 854,791  10  %
State and local governments 1,613,709  21  % 1,619,850  21  % 1,641,551  20  %
Residential mortgage-backed securities 786,888  11  % 815,565  11  % 955,241  12  %
Total held-to-maturity 3,261,575  43  % 3,294,847  43  % 3,451,583  42  %
Total debt securities $ 7,433,887  100  % $ 7,540,052  100  % $ 8,080,656  100  %

The Company’s debt securities were primarily comprised of U.S. government and federal agency and mortgage-backed securities. State and local government securities are largely exempt from federal income tax and the Company’s federal statutory income tax rate of 21 percent is used in calculating the tax-equivalent yields on the tax-exempt securities. Mortgage-backed securities largely consists of short, weighted-average life U.S. agency guaranteed residential and commercial mortgage pass-through securities and to a lesser extent, short, weighted-average life U.S. agency guaranteed residential collateralized mortgage obligations. Combined, the mortgage-backed securities provide the Company with ongoing liquidity as scheduled and pre-paid principal is received on the securities.

State and local government securities carry different risks that are not as prevalent in other security types. The Company evaluates the investment grade quality of its securities in accordance with regulatory guidance. Investment grade securities are those where the issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment. An issuer has an adequate capacity to meet financial commitments if the risk of default by the obligor is low and the full and timely payment of principal and interest are expected. In assessing credit risk, the Company may use credit ratings from Nationally Recognized Statistical Rating Organizations (“NRSRO” entities such as S&P and Moody’s) as support for the evaluation; however, they are not solely relied upon. There have been no significant differences in the Company’s internal evaluation of the creditworthiness of any issuer when compared with the ratings assigned by the NRSROs.

56


The following table stratifies the state and local government securities by the associated NRSRO ratings. The highest issued rating was used to categorize the securities in the table for those securities where the NRSRO ratings were not at the same level.
March 31, 2025 December 31, 2024
(Dollars in thousands) Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
S&P: AAA / Moody’s: Aaa
$ 424,267  373,984  429,267  379,793 
S&P: AA+, AA, AA- / Moody’s: Aa1, Aa2, Aa3
1,206,769  1,042,838  1,207,309  1,046,083 
S&P: A+, A, A- / Moody’s: A1, A2, A3
45,702  45,246  48,143  47,345 
Not rated by either entity
7,774  7,577  6,868  6,617 
Total
$ 1,684,512  1,469,645  1,691,587  1,479,838 

State and local government securities largely consist of general obligation and revenue bonds. The following table stratifies the state and local government securities by the associated security type.
March 31, 2025 December 31, 2024
(Dollars in thousands) Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
General obligation - unlimited
$ 343,056  316,691  348,129  322,414 
General obligation - limited
172,375  149,565  172,537  151,445 
Revenue 1,133,659  972,181  1,135,421  974,076 
Certificate of participation
35,365  31,151  35,443  31,846 
Other
57  57  57  57 
Total
$ 1,684,512  1,469,645  1,691,587  1,479,838 

The following table outlines the five states in which the Company owns the highest concentrations of state and local government securities.
March 31, 2025 December 31, 2024
(Dollars in thousands) Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
New York $ 369,934  330,947  370,189  329,252 
Texas 114,793  100,108  118,219  104,938 
California 110,971  100,075  111,324  101,021 
Washington 92,095  82,638  92,198  82,872 
Michigan 79,786  68,658  79,987  69,527 
All other states
916,933  787,219  919,670  792,228 
Total
$ 1,684,512  1,469,645  1,691,587  1,479,838 

57


The following table presents the carrying amount and weighted-average yield of available-for-sale and held-to-maturity debt securities by contractual maturity at March 31, 2025. Weighted-average yields are based upon the amortized cost of securities and are calculated using the interest method which takes into consideration premium amortization, discount accretion and mortgage-backed securities’ prepayment provisions. Weighted-average yields on tax-exempt debt securities exclude the federal income tax benefit.
One Year or Less After One through Five Years After Five through Ten Years After Ten Years
Mortgage-Backed Securities 1
Total
(Dollars in thousands) Amount Yield Amount Yield Amount Yield Amount Yield Amount Yield Amount Yield
Available-for-sale
U.S. government and federal agency
$ 293,178  1.02  % $ 170,216  1.13  % $ 1,778  4.76  % $ 6,950  3.82  % $ —  —  % $ 472,122  1.12  %
U.S. government sponsored enterprises
203,418  1.23  % 110,090  1.39  % —  —  % —  —  % —  —  % 313,508  1.29  %
State and local governments
18,250  1.53  % 14,267  1.98  % 14,142  2.51  % 21,258  2.64  % —  —  % 67,917  2.19  %
Corporate bonds
9,952  3.66  % —  —  % 3,920  4.00  % 780  0.46  % —  —  % 14,652  3.59  %
Residential mortgage-backed securities
—  —  % —  —  % —  —  % —  —  % 2,278,421  1.07  % 2,278,421  1.07  %
Commercial mortgage-backed securities
—  —  % —  —  % —  —  % —  —  % 1,025,692  3.63  % 1,025,692  3.63  %
Total available-for-sale
524,798  1.17  % 294,573  1.27  % 19,840  2.99  % 28,988  2.86  % 3,304,113  1.84  % 4,172,312  1.73  %
Held-to-maturity
U.S. government and federal agency
—  —  % 860,978  1.16  % —  —  % —  —  % —  —  % 860,978  1.16  %
State and local governments
19,713  2.78  % 91,604  3.43  % 217,784  3.40  % 1,284,608  3.00  % —  —  % 1,613,709  3.08  %
Residential mortgage-backed securities
—  —  % —  —  % —  —  % —  —  % 786,888  1.00  % 786,888  1.00  %
Total held-to-maturity
19,713  2.78  % 952,582  1.38  % 217,784  3.40  % 1,284,608  3.00  % 786,888  1.00  % 3,261,575  2.07  %
Total debt
  securities
$ 544,511  1.23  % $ 1,247,155  1.35  % $ 237,624  3.37  % $ 1,313,596  3.00  % $ 4,091,001  1.69  % $ 7,433,887  1.87  %
______________________________
1 Mortgage-backed securities, which have prepayment provisions, are not assigned to maturity categories due to fluctuations in their prepayment speeds.

Based on an analysis of its available-for-sale debt securities with unrealized losses as of March 31, 2025, the Company determined the decline in value was unrelated to credit loss and was primarily the result of interest rate changes and market spreads subsequent to acquisition. The fair value of the debt securities is expected to recover as payments are received and the debt securities approach maturity. In addition, the Company determined an insignificant amount of credit losses is expected on the held-to-maturity debt securities portfolio; therefore, no ACL has been recognized at March 31, 2025.

For additional information on the Company’s debt securities, see Note 2 to the Consolidated Financial Statements in “Part I. Item 1. Financial Statements.”

Equity securities
Non-marketable equity securities primarily consist of capital stock issued by the FHLB of Des Moines and are carried at cost less impairment. The Company also has an insignificant amount of equity securities that are included in other assets on the Company’s statements of financial condition.

Non-marketable equity securities and equity securities without readily determinable fair values are evaluated for impairment whenever events or circumstances suggest the carrying value may not be recoverable. Based on the Company’s evaluation of its investments in non-marketable equity securities and equity securities without readily determinable fair values as of March 31, 2025, the Company determined that none of such securities were impaired.

58



Lending Activity
The Company focuses its lending activities primarily on the following types of loans: 1) first-mortgage, conventional loans secured by residential properties, particularly single-family; 2) commercial lending, including agriculture and public entities; and 3) installment lending for consumer purposes (e.g., home equity, automobile, etc.). Supplemental information regarding the Company’s loan portfolio and credit quality based on regulatory classification of loans is provided in the section captioned “Loans by Regulatory Classification” included in “Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The regulatory classification of loans is based primarily on the type of collateral for the loans. Loan information included in “Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” is based on the Company’s loan segments, which are based on the purpose of the loan, unless otherwise noted as a regulatory classification. The following table summarizes the Company’s loan portfolio as of the dates indicated:

  March 31, 2025 December 31, 2024 March 31, 2024
(Dollars in thousands) Amount Percent Amount Percent Amount Percent
Residential real estate $ 1,850,079  11  % $ 1,858,929  11  % $ 1,752,514  11  %
Commercial real estate 10,952,809  64  % 10,963,713  64  % 10,672,269  65  %
Other commercial 3,121,477  18  % 3,119,535  18  % 3,030,608  18  %
Home equity 920,132  % 930,994  % 883,062  %
Other consumer 374,021  % 388,678  % 394,049  %
Loans receivable 17,218,518  101  % 17,261,849  101  % 16,732,502  101  %
Allowance for credit losses (210,400) (1) % (206,041) (1) % (198,779) (1) %
Loans receivable, net $ 17,008,118  100  % $ 17,055,808  100  % $ 16,533,723  100  %

The largest category of the Company’s loan portfolio is Commercial Real Estate (“CRE”). An additional breakdown of the Company’s CRE portfolio follows.
March 31, 2025
(Dollars in thousands) Owner Occupied Non-Owner Occupied Total Percent of total CRE
Office $ 692,383  $ 772,356  $ 1,464,739  13.4  %
Multi-family —  1,145,756  1,145,756 10.5  %
Industrial and warehouse 771,826  435,725  1,207,551 11.0  %
Retail 382,378  807,112  1,189,490 10.9  %
Medical and nursing 268,974  309,474  578,448 5.3  %
Mini and RV Storage 10,824  580,216  591,040 5.4  %
Agriculture real estate 567,697  —  567,697 5.2  %
Hotel —  553,499  553,499 5.1  %
Land 81,350  378,696  460,046 4.2  %
Restaurant and entertainment 226,079  86,962  313,041 2.9  %
Automotive and transportation 256,508  56,141  312,649 2.9  %
Other commercial real estate 2,099,739  469,114  2,568,853 23.5  %
Total commercial real estate $ 5,357,758  $ 5,595,051  $ 10,952,809  100  %


59


The following table summarizes the Company’s CRE portfolio by geographic location, including occupancy as of the date indicated:
(Dollars in thousands) March 31, 2025
Amount Percent of total CRE
Montana $ 2,991,570  27.3  %
Utah 1,935,047  17.7  %
Idaho 1,519,795  13.9  %
Arizona 1,297,750  11.8  %
Colorado 1,123,611  10.3  %
Wyoming 762,381  7.0  %
Nevada 726,554  6.6  %
Washington 596,101  5.4  %
Total commercial real estate $ 10,952,809  100  %

The CRE portfolio is comprised of loans made to purchase, construct and finance commercial real estate properties. On average, the balances are small and geographically disbursed across our eight-state footprint. Specifically, our CRE portfolio has an average loan balance of $778 thousand with an average loan-to-value ratio (“LTV”) of 58% as of March 31, 2025.

Due to the recent trends in the banking industry, there has been increased risk associated with commercial real estate loans, including with respect to the higher vulnerability of these credits to pressure as interest rates remain elevated and market conditions in many large metropolitan areas continue to show signs of stress. The Company has limited exposure to the office building sector in central business districts as the office portfolio is generally diversified in suburban and rural markets with strong occupancy levels. The Company maintains a practice of regular and ongoing loan reviews, stress tests, and sensitivity analyses to assess the level of risk in the loan portfolio. Loan reviews include monitoring past due rates, non-performing trends, concentrations, LTV’s, among other qualitative factors. Loan policies are robust and are updated as needed to meet the strategic and risk mitigation goals of the Company.
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Non-performing Assets
The following table summarizes information regarding non-performing assets at the dates indicated:
 
At or for the Three Months ended At or for the Year ended At or for the Three Months ended
(Dollars in thousands) March 31,
2025
December 31,
2024
March 31,
2024
Other real estate owned and foreclosed assets $ 1,153  1,164  891 
Accruing loans 90 days or more past due 5,289  6,177  3,796 
Non-accrual loans 32,896  20,445  20,738 
Total non-performing assets $ 39,338  27,786  25,425 
Non-performing assets as a percentage of subsidiary assets
0.14  % 0.10  % 0.09  %
ACL as a percentage of non-performing loans
551  % 774  % 810  %
Accruing loans 30-89 days past due $ 46,458  32,228  62,423 
U.S. government guarantees included in non-performing assets
$ 685  748  1,490 
Interest income 1
$ 1,897  1,142  283 
______________________________
1Amounts represent estimated interest income that would have been recognized on loans accounted for on a non-accrual basis as of the end of each period had such loans performed pursuant to contractual terms.

Non-performing assets as a percentage of subsidiary assets at March 31, 2025 was 0.14 percent compared to 0.10 percent in the prior quarter and 0.09 percent in the prior year first quarter. Non-performing assets of $39.3 million at March 31, 2025 increased $11.6 million, or 42 percent, over the prior quarter and increased $13.9 million, or 55 percent, over the prior year first quarter. The increase in the non-performing loans in the current quarter was primarily attributable to a single credit relationship.

Early stage delinquencies (accruing loans 30-89 days past due) as a percentage of loans at March 31, 2025 were 0.27 percent compared to 0.19 percent for the prior quarter end and 0.37 percent for the prior year first quarter. Early stage delinquencies of $46.5 million at March 31, 2025 increased $14.2 million from the prior quarter and decreased $16.0 million from prior year first quarter.

Most of the Company’s non-performing assets are secured by real estate, and based on the most current information available to management, including updated appraisals or evaluations (new or updated), the Company believes the value of the underlying real estate collateral is adequate to minimize significant charge-offs or losses to the Company. Through pro-active credit administration, the Company works closely with its borrowers to seek favorable resolution to the extent possible, thereby attempting to minimize net charge-offs or losses to the Company. With very limited exceptions, the Company does not disburse additional funds on non-performing loans. Instead, the Company proceeds to collection and foreclosure actions in order to reduce the Company’s exposure to loss on such loans.

For additional information on accounting policies relating to non-performing assets, see Note 1 to the Consolidated Financial Statements in “Part I. Item 1. Financial Statements.”

Modifications to Borrowers Experiencing Financial Difficulty
The Company identifies loans modified to borrowers experiencing financial difficulty (“MBFD”). The Company considers some of the indicators that a borrower is experiencing financial difficulty to be: current payment default on any of their debt, declaring bankruptcy, going concern, borrower’s securities have been delisted, and other indicators of inability to meet obligations. Each debt modification is separately negotiated with the borrower and includes terms and conditions that reflect the borrower’s prospective ability to service their obligations as modified. Such loans at March 31, 2025 had an amortized cost of $6.3 million.


61


Other Real Estate Owned and Foreclosed Assets
The book value of loans prior to the acquisition of collateral and transfer of the loans into other real estate owned (“OREO”) and other foreclosed assets during 2025 was $48 thousand. The fair value of the loan collateral acquired in foreclosure during 2025 was $30 thousand. The following table sets forth the changes in OREO for the periods indicated:

At or for the Three Months ended At or for the Year ended At or for the Three Months ended
(Dollars in thousands) March 31,
2025
December 31,
2024
March 31,
2024
Balance at beginning of period $ 1,164  1,503  1,503 
Additions 30  879  16 
Capital improvements — 
Write-downs —  (16) — 
Sales (41) (1,203) (629)
Balance at end of period $ 1,153  1,164  891 


Allowance for Credit Losses - Loans Receivable
The following table summarizes the allocation of the ACL as of the dates indicated:
  March 31, 2025 December 31, 2024 March 31, 2024
(Dollars in thousands) ACL Percent of ACL in
Category
Percent
of Loans in
Category
ACL Percent of ACL in
Category
Percent
of Loans in
Category
ACL Percent of ACL in
Category
Percent
of Loans in
Category
Residential real estate
$ 26,595  13  % 11  % $ 25,181  11  % 11  % $ 24,166  12  % 11  %
Commercial real estate
140,369  67  % 64  % 138,545  64  % 64  % 135,153  68  % 64  %
Other commercial 25,642  12  % 18  % 24,400  18  % 18  % 22,094  11  % 18  %
Home equity 11,348  % % 11,402  % % 10,999  % %
Other consumer 6,446  % % 6,513  % % 6,367  % %
Total $ 210,400  100  % 100  % $ 206,041  100  % 100  % $ 198,779  100  % 100  %

62


The following table summarizes the ACL experience for the periods indicated:
At or for the Three Months ended At or for the Year ended At or for the Three Months ended
(Dollars in thousands) March 31,
2025
December 31,
2024
March 31,
2024
Balance at beginning of period $ 206,041  192,757  192,757 
Acquisitions — 
Provision for credit losses 6,154  27,179  9,090 
Net (charge-offs) recoveries
Residential real estate 62  (6)
Commercial real estate 356  (2,828) 19 
Other commercial (480) (3,956) (1,393)
Home equity 23  (3)
Other consumer (1,756) (7,113) (1,699)
Net charge-offs (1,795) (13,898) (3,072)
Balance at end of period $ 210,400  206,041  198,778 
ACL as a percentage of total loans
1.22  % 1.19  % 1.19  %
Non-accrual loans as a percentage of total loans 0.19  % 0.12  % 0.12  %
ACL as a percentage of non-accrual loans 639.59  % 1,007.78  % 958.52  %

The following table summarizes net (charge-offs) recoveries as a percentage of average loans for the periods indicated:
March 31,
2025
December 31,
2024
March 31,
2024
Residential real estate —  % —  % —  %
Commercial real estate —  % (0.03) % —  %
Other commercial (0.02) % (0.13) % (0.07) %
Home equity —  % —  % —  %
Other consumer (0.46) % (1.79) % (0.22) %
Total net (charge-offs) recoveries (0.01) % (0.08) % (0.02) %

The current quarter credit loss expense of $7.8 million included $6.2 million of provision for credit losses on loans and $1.7 million of provision for credit losses on unfunded commitments.

The ACL as a percentage of total loans outstanding at March 31, 2025 was 1.22 percent compared to 1.19 percent at year end and the prior year first quarter. The Company’s ACL of $210 million is considered adequate to absorb the estimated credit losses from any segment of its loan portfolio. For the periods ended March 31, 2025 and 2024, the Company believes the ACL is commensurate with the risk in the Company’s loan portfolio and is directionally consistent with the change in the quality of the Company’s loan portfolio.

At the end of each quarter, the Company analyzes its loan portfolio and maintains an ACL at a level that is appropriate and determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Determining the adequacy of the ACL involves a high degree of judgment and is inevitably imprecise as the risk of loss is difficult to quantify. The ACL methodology is designed to reasonably estimate the probable credit losses within the Company’s loan portfolio. Accordingly, the ACL is maintained within a range of estimated losses. The determination of the ACL on loans, including credit loss expense and net charge-offs, is a critical accounting estimate that involves management’s judgments about the loan portfolio that impact credit losses, including the credit risk inherent in the loan portfolio, economic forecasts nationally and in the local markets in which the Company operates, trends and changes in collateral values, delinquencies, non-performing assets, net charge-offs, credit-related policies and personnel, and other environmental factors.
63



In determining the allowance, the loan portfolio is separated into pools of loans that share similar risk characteristics which are the Company’s loan segments. The Company then derives estimated loss assumptions from its model by loan segment. The loss assumptions are then applied to each segment of loan to estimate the ACL on the pooled loans. For any loans that do not share similar risk characteristics, the estimated credit losses are determined on an individual loan basis and such loans primarily consist of non-accrual loans. An estimated credit loss is recorded on individually reviewed loans when the fair value of a collateral-dependent loan or the present value of the loan’s expected future cash flows (discounted at the loans original effective interest rate) is less than the amortized cost of the loan.

The Company provides commercial banking services to individuals, small to medium-sized businesses, community organizations and public entities from 227 locations, including 193 branches, across Montana, Idaho, Utah, Washington, Wyoming, Colorado, Arizona and Nevada. The states in which the Company operates have diverse economies and markets that are tied to commodities (crops, livestock, minerals, oil and natural gas), tourism, real estate and land development and an assortment of industries, both manufacturing and service-related. Thus, the effects of changes in the global, national, and local economies are not uniform across the Company’s geographic locations. The geographic dispersion of these market areas helps to mitigate the risk of credit loss. The Company’s model of seventeen bank divisions with separate management teams is also a significant benefit in mitigating and managing the Company’s credit risk. This model provides substantial local oversight to the lending and credit management function and requires multiple reviews of larger loans before credit is extended.

The primary responsibility for credit risk assessment and identification of problem loans rests with the loan officer of the account. This continuous process of identifying non-performing loans is necessary to support management’s evaluation of the ACL adequacy. An independent loan review function verifying credit risk ratings evaluates the loan officer’s and management’s evaluation of the loan portfolio credit quality. The ACL evaluation is well documented and approved by the Company’s Board. In addition, the policy and procedures for determining the balance of the ACL are reviewed annually by the Company’s Board, the internal audit department, independent credit reviewers and state and federal bank regulatory agencies.

Although the Company continues to actively monitor economic trends and regulatory developments, no assurance can be given that the Company will not, in any particular period, sustain losses that are significant relative to the ACL amount, or that subsequent evaluations of the loan portfolio applying management’s judgment about then current factors will not require significant changes in the ACL. Under such circumstances, additional credit loss expense could result.

For additional information regarding the ACL, its relation to credit loss expense and risks related to asset quality, see Note 3 to the Consolidated Financial Statements in “Part I. Item 1. Financial Statements.”

64


Loans by Regulatory Classification
Supplemental information regarding identification of the Company’s loan portfolio and credit quality based on regulatory classification is provided in the following tables. The regulatory classification of loans is based primarily on the type of collateral for the loans. There may be differences when compared to loan tables and loan amounts appearing elsewhere which reflect the Company’s internal loan segments which are based on the purpose of the loan.

The following table summarizes the Company’s loan portfolio by regulatory classification:
  Loans Receivable, by Loan Type % Change from
(Dollars in thousands) Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Dec 31,
2024
Mar 31,
2024
Custom and owner occupied construction
$ 233,584  $ 242,844  $ 273,835  (4) % (15) %
Pre-sold and spec construction
200,921  191,926  223,294  % (10) %
Total residential construction
434,505  434,770  497,129  —  % (13) %
Land development 177,448  197,369  215,828  (10) % (18) %
Consumer land or lots 197,553  187,024  188,635  % %
Unimproved land 115,528  113,532  103,032  % 12  %
Developed lots for operative builders
64,782  61,661  47,591  % 36  %
Commercial lots 95,574  99,243  92,748  (4) % %
Other construction 714,151  693,461  915,782  % (22) %
Total land, lot, and other construction
1,365,036  1,352,290  1,563,616  % (13) %
Owner occupied 3,182,589  3,197,138  3,057,348  —  % %
Non-owner occupied 4,054,107  4,053,996  3,920,696  —  % %
Total commercial real estate
7,236,696  7,251,134  6,978,044  —  % %
Commercial and industrial 1,392,365  1,395,997  1,371,201  —  % %
Agriculture 1,016,081  1,024,520  929,420  (1) % %
First lien 2,499,494  2,481,918  2,276,638  % 10  %
Junior lien 85,343  76,303  51,579  12  % 65  %
Total 1-4 family 2,584,837  2,558,221  2,328,217  % 11  %
Multifamily residential 874,071  895,242  881,117  (2) % (1) %
Home equity lines of credit 989,043  1,005,783  947,652  (2) % %
Other consumer 188,388  209,457  223,566  (10) % (16) %
Total consumer 1,177,431  1,215,240  1,171,218  (3) % %
States and political subdivisions 1,001,058  983,601  848,454  % 18  %
Other 176,961  183,894  191,121  (4) % (7) %
Total loans receivable, including loans held for sale
17,259,041  17,294,909  16,759,537  —  % %
Less loans held for sale 1
(40,523) (33,060) (27,035) 23  % 50  %
Total loans receivable $ 17,218,518  $ 17,261,849  $ 16,732,502  —  % %
______________________________
1 Loans held for sale are primarily First lien 1-4 family loans.
65


The following table summarizes the Company’s non-performing assets by regulatory classification:
 
Non-performing Assets,
by Loan Type
Non-
Accrual
Loans
Accruing
Loans 90  Days or
More Past Due
OREO
(Dollars in thousands) Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Mar 31,
2025
Mar 31,
2025
Mar 31,
2025
Custom and owner occupied construction
$ 194  198  210  194  —  — 
Pre-sold and spec construction 2,896  2,132  1,049  2,133  763  — 
Total residential construction
3,090  2,330  1,259  2,327  763  — 
Land development 935  966  28  935  —  — 
Consumer land or lots 173  78  144  173  —  — 
Unimproved land —  —  —  —  —  — 
Developed lots for operative builders
531  531  608  —  531  — 
Commercial lots 47  47  2,205  —  47  — 
Total land, lot and other construction
1,686  1,622  2,985  1,108  578  — 
Owner occupied 3,601  2,979  1,501  3,073  96  432 
Non-owner occupied 2,235  2,235  8,853  1,582  —  653 
Total commercial real estate
5,836  5,214  10,354  4,655  96  1,085 
Commercial and industrial 12,367  2,069  1,698  11,640  727  — 
Agriculture 2,382  2,335  2,855  2,090  292  — 
First lien 8,752  9,053  2,930  6,796  1,956  — 
Junior lien 296  315  69  296  —  — 
Total 1-4 family 9,048  9,368  2,999  7,092  1,956  — 
Multifamily residential 400  389  395  400  —  — 
Home equity lines of credit 3,479  3,465  1,892  2,726  753  — 
Other consumer 1,003  955  927  858  77  68 
Total consumer 4,482  4,420  2,819  3,584  830  68 
Other 47  39  61  —  47  — 
Total $ 39,338  27,786  25,425  32,896  5,289  1,153 


66


The following table summarizes the Company’s accruing loans 30-89 days past due by regulatory classification:
  Accruing 30-89 Days Delinquent 
Loans, by Loan Type
% Change from
(Dollars in thousands) Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Dec 31,
2024
Mar 31,
2024
Custom and owner occupied construction
$ 786  $ 969  $ 4,784  (19) % (84) %
Pre-sold and spec construction —  564  1,181  (100) % (100) %
Total residential construction
786  1,533  5,965  (49) % (87) %
Land development —  1,450  59  (100) % (100) %
Consumer land or lots 1,026  402  332  155  % 209  %
Unimproved land 32  36  575  (11) % (94) %
Developed lots for operative builders
—  214  —  (100) % n/m
Commercial lots 189  —  1,225  n/m (85) %
Other construction —  —  1,248  n/m (100) %
Total land, lot and other construction
1,247  2,102  3,439  (41) % (64) %
Owner occupied 3,786  2,867  2,991  32  % 27  %
Non-owner occupied 346  5,037  18,118  (93) % (98) %
Total commercial real estate
4,132  7,904  21,109  (48) % (80) %
Commercial and industrial 5,358  6,194  14,806  (13) % (64) %
Agriculture 5,731  744  3,922  670  % 46  %
First lien 14,826  6,326  5,626  134  % 164  %
Junior lien 1,023  214  145  378  % 606  %
Total 1-4 family 15,849  6,540  5,771  142  % 175  %
Home equity lines of credit 6,993  3,731  3,668  87  % 91  %
Other consumer 1,824  1,775  1,948  % (6) %
Total consumer 8,817  5,506  5,616  60  % 57  %
States and political subdivisions 3,220  —  —  n/m n/m
Other 1,318  1,705  1,795  (23) % (27) %
Total $ 46,458  $ 32,228  $ 62,423  44  % (26) %
______________________________
n/m - not measurable


67


The following table summarizes the Company’s charge-offs and recoveries by regulatory classification:
  Net Charge-Offs (Recoveries),
Year-to-Date Period Ending,
By Loan Type
Charge-Offs Recoveries
(Dollars in thousands) Mar 31,
2025
Dec 31,
2024
Mar 31,
2024
Mar 31,
2025
Mar 31,
2025
Pre-sold and spec construction $ —  (4) (4) —  — 
Total residential construction —  (4) (4) —  — 
Land development (341) 1,095  (1) —  341 
Consumer land or lots (3) (22) (1) — 
Unimproved land —  1,338  —  —  — 
Commercial lots —  319  —  —  — 
Total land, lot and other construction
(344) 2,730  (2) —  344 
Owner occupied (1) (73) (3) — 
Non-owner occupied (6) (1) — 
Total commercial real estate (7) (71) (4) — 
Commercial and industrial 92  1,422  328  421  329 
Agriculture (1) 64  68  — 
First lien (69) 32  (4) —  69 
Junior lien (5) (65) (5) — 
Total 1-4 family (74) (33) (9) —  74 
Home equity lines of credit (20) 69  —  20 
Other consumer 276  1,078  251  331  55 
Total consumer 256  1,147  256  331  75 
Other 1,873  8,643  2,439  3,145  1,272 
Total $ 1,795  13,898  3,072  3,897  2,102 


68



Sources of Funds
The Company’s deposits have traditionally been the principal source of funds for use in lending and other business purposes. The Company also obtains funds from repayment of loans and debt securities, securities sold under agreements to repurchase (“repurchase agreements”), wholesale deposits, advances from FHLB, Federal Reserve facilities, and other borrowings. Loan repayments are a relatively stable source of funds, while interest bearing deposit inflows and outflows are significantly influenced by general interest rate levels and market conditions. Borrowings and advances may be used on a short-term basis to compensate for reductions in normal sources of funds such as deposit inflows at less than projected levels. Borrowings also may be used on a long-term basis to support expanded activities, match maturities of longer-term assets or manage interest rate risk.

Deposits
The Company has several deposit programs designed to attract both short-term and long-term deposits from the general public by providing a wide selection of accounts and rates. These programs include non-interest bearing deposit accounts and interest bearing deposit accounts such as NOW, DDA, savings, money market deposits, fixed rate certificates of deposit with maturities ranging from three months to five years, negotiated-rate jumbo certificates, and individual retirement accounts. These deposits are obtained primarily from individual and business residents in the Bank’s geographic market areas. Wholesale deposits are obtained through various programs and include brokered deposits classified as NOW, DDA, money market deposits and certificate accounts. The Company’s deposits are summarized below:
March 31, 2025 December 31, 2024 March 31, 2024
(Dollars in thousands) Amount Percent Amount Percent Amount Percent
Non-interest bearing deposits $ 6,100,548  30  % $ 6,136,709  30  % $ 6,055,069  30  %
NOW and DDA accounts 5,676,177  27  % 5,543,512  27  % 5,376,605  26  %
Savings accounts 2,896,378  14  % 2,845,124  14  % 2,949,908  14  %
Money market deposit accounts 2,816,874  14  % 2,878,213  14  % 3,002,942  15  %
Certificate accounts 3,140,333  15  % 3,139,821  15  % 3,039,190  15  %
Wholesale deposits 3,740  —  % 3,615  —  % 3,809  —  %
Total interest bearing deposits 14,533,502  70  % 14,410,285  70  % 14,372,454  70  %
Total deposits $ 20,634,050  100  % $ 20,546,994  100  % $ 20,427,523  100  %

Borrowings
The Company borrows money through repurchase agreements. This process involves the selling of one or more of the securities in the Company’s investment portfolio and simultaneously entering into an agreement to repurchase the same securities at an agreed upon later date, typically overnight. A rate of interest is paid for the agreed period of time. The Bank enters into repurchase agreements with local municipalities, and certain customers, and has adopted procedures designed to ensure proper transfer of title and safekeeping of the underlying securities. In addition to retail repurchase agreements, the Company periodically enters into wholesale repurchase agreements as additional funding sources. The Company has not entered into reverse repurchase agreements.

The Bank is a member of the FHLB of Des Moines, which is one of eleven banks that comprise the FHLB system. The Bank is required to maintain a certain level of activity-based stock in order to borrow or to engage in other transactions with the FHLB of Des Moines. Additionally, the Bank is subject to a membership capital stock requirement that is based upon an annual calibration tied to the total assets of the Bank. The borrowings are collateralized by eligible categories of loans and debt securities (principally, securities which are obligations of, or guaranteed by, the U.S. government and its agencies), provided certain standards related to credit-worthiness have been met. Advances are made pursuant to several different credit programs, each of which has its own interest rates and range of maturities. The Bank’s maximum amount of FHLB advances is limited to the lesser of a fixed percentage of the Bank’s total assets or the discounted value of eligible collateral. FHLB advances fluctuate to meet seasonal and other withdrawals of deposits and to expand lending or investment opportunities of the Company.

Additionally, the Company has other sources of secured and unsecured borrowing lines from various sources that may be used from time to time.

69


Short-term borrowings
A critical component of the Company’s liquidity and capital resources is access to short-term borrowings to fund its operations. Short-term borrowings are accompanied by increased risks managed by the Bank’s Asset Liability Committee (“ALCO”) such as rate increases or unfavorable change in terms which would make it more costly to obtain future short-term borrowings. The Company’s short-term borrowing sources include FHLB advances, federal funds purchased and retail and wholesale repurchase agreements. The Company also has access to the short-term discount window borrowing programs (i.e., primary credit) of the FRB as well as a line of credit with a large national banking institution. FHLB advances and certain other short-term borrowings may be renewed as long-term borrowings to decrease certain risks such as liquidity or interest rate risk; however, the reduction in risks are weighed against the increased cost of funds and other risks.

Subordinated Debentures
In addition to funds obtained in the ordinary course of business, the Company formed or acquired financing subsidiaries for the purpose of issuing or holding trust preferred securities that entitle the investor to receive cumulative cash distributions thereon. Subordinated debentures were issued in conjunction with the trust preferred securities and the terms of the subordinated debentures and trust preferred securities are the same. For regulatory capital purposes, the trust preferred securities are included in Tier 2 capital at March 31, 2025. The subordinated debentures outstanding as of March 31, 2025 were $133 million, including fair value adjustments from acquisitions.

Contractual Obligations and Off-Balance Sheet Arrangements
In the normal course of business, there may be various outstanding commitments to obtain funding and to extend credit, such as letters of credit and unfunded loan commitments, which are not reflected in the accompanying condensed consolidated financial statements. The Company assessed the off-balance sheet credit exposures as of March 31, 2025 and determined its ACL of $22.1 million was adequate to absorb the estimated credit losses.

Off-balance sheet arrangements also include any obligation related to a variable interest held in an unconsolidated entity. The Company does not anticipate any material losses as a result of these transactions. For additional information regarding the Company’s interests in unconsolidated variable interest entities (“VIE”), see Note 7 to the Unaudited Consolidated Financial Statements in “Part I. Item 1. Financial Statements.”

70


Liquidity Risk
In the normal course of business, the Company has commitments that require material cash requirements for customer deposits outflows, repurchase agreements, borrowed funds, lease obligations, off-balance sheet obligations, operating expenses and other contractual obligations. The source of funding for such requirements includes loan repayments, customer deposit inflows, borrowings, revenue from operations, and capital resources. Liquidity risk is the possibility that the Company will not be able to fund present and future obligations as they come due because of an inability to liquidate assets or obtain adequate funding at a reasonable cost. The objective of liquidity management is to maintain cash flows adequate to meet current and future needs for credit demand, deposit withdrawals, maturing liabilities and corporate operating expenses. Effective liquidity management entails three elements:
1.assessing on an ongoing basis, the current and expected future needs for funds, and ensuring that sufficient funds or access to funds exist to meet those needs at the appropriate time;
2.providing for an adequate cushion of liquidity to meet unanticipated cash flow needs that may arise from potential adverse circumstances ranging from high probability/low severity events to low probability/high severity; and
3.balancing the benefits between providing for adequate liquidity to mitigate potential adverse events and the cost of that liquidity.

The Company has a wide range of versatility in managing the liquidity and asset/liability mix. The Bank’s ALCO meets regularly to assess liquidity risk, among other matters. The Company monitors liquidity and contingency funding alternatives through management reports of liquid assets (e.g., debt securities), both unencumbered and pledged, as well as borrowing capacity, both secured and unsecured, including off-balance sheet funding sources. The Company evaluates its potential funding needs across alternative scenarios and maintains contingency funding plans consistent with the Company’s access to diversified sources of contingent funding.

The following table identifies certain liquidity sources and capacity available to the Company as of the dates indicated:
(Dollars in thousands) March 31,
2025
December 31,
2024
FHLB advances
Borrowing capacity $ 4,361,068  4,355,976 
Amount utilized (1,520,000) (1,800,000)
Letters of credit and other pledged collateral (11,157) (6,165)
Amount available $ 2,829,911  2,549,811 
FRB discount window
Borrowing capacity $ 1,937,893  1,860,932 
Amount utilized —  — 
Amount available $ 1,937,893  1,860,932 
Unsecured lines of credit available $ 525,000  525,000 
Unencumbered debt securities
U.S. government and federal agency $ 610,411  608,979 
U.S. government sponsored enterprises 305,271  301,990 
State and local governments 925,782  907,832 
Corporate bonds 14,652  14,503 
Residential mortgage-backed securities 480,151  615,310 
Commercial mortgage-backed securities 837,127  837,169 
Total unencumbered debt securities 1
$ 3,173,394  3,285,783 
____________________________
1 Total unencumbered debt securities at March 31, 2025, included $1.6 billion classified as available for sale and $1.6 billion classified as held to maturity. Total unencumbered debt securities at December 31, 2024, included $1,643.5 million classified as available for sale, and $1.6 billion classified as held to maturity.
71


Capital Resources
Maintaining capital strength continues to be a long-term objective of the Company. Abundant capital is necessary to sustain growth, provide protection against unanticipated declines in asset values, and to safeguard the funds of depositors. Capital is also a source of funds for loan demand and enables the Company to effectively manage its assets and liabilities. The Company has the capacity to issue 234,000,000 shares of common stock of which 113,517,944 have been issued as of March 31, 2025. The Company also has the capacity to issue 1,000,000 shares of preferred stock of which none have been issued as of March 31, 2025. Conversely, the Company may decide to utilize a portion of its strong capital position, as it has done in the past, to repurchase shares of its outstanding common stock, depending on market price and other relevant considerations.

The Federal Reserve has adopted capital adequacy guidelines that are used to assess the adequacy of capital in supervising a bank holding company. The federal banking agencies issued final rules (“Final Rules”) that established a comprehensive regulatory capital framework based on the recommendation of the Basel Committee on Banking Supervision and certain requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The Final Rules require the Company to hold a 2.5 percent capital conservation buffer designed to absorb losses during periods of economic stress. As of March 31, 2025, management believes the Company and Bank meet all capital adequacy requirements to which they are subject and there are no conditions or events subsequent to this date that management believes have changed the Company’s or Bank’s risk-based capital category.

The following table illustrates the Bank’s regulatory capital ratios and the Federal Reserve’s capital adequacy guidelines as of March 31, 2025:
Total Capital (To Risk-Weighted Assets) Tier 1 Capital (To Risk-Weighted Assets) Common Equity Tier 1 (To Risk-Weighted Assets) Leverage Ratio/
Tier 1 Capital (To Average Assets)
Glacier Bank actual regulatory ratios
13.92  % 12.71  % 12.71  % 9.07  %
Minimum capital requirements
8.00  % 6.00  % 4.50  % 4.00  %
Minimum capital requirements plus capital conservation buffer
10.50  % 8.50  % 7.00  % N/A
Well capitalized requirements
10.00  % 8.00  % 6.50  % 5.00  %


Federal and State Income Taxes
The Company files a consolidated federal income tax return using the accrual method of accounting. All required tax returns have been timely filed. Financial institutions are subject to the provisions of the Internal Revenue Code of 1986, as amended, in the same general manner as other corporations. The federal statutory corporate income tax rate is 21 percent.

Within the Company’s geographic footprint under Montana, Idaho, Utah, Colorado and Arizona law, financial institutions are subject to a corporation income tax, which incorporates or is substantially similar to applicable provisions of the Internal Revenue Code. The corporation income tax is imposed on federal taxable income, subject to certain adjustments. State taxes are incurred at the rate of 6.75 percent in Montana, 5.30 percent in Idaho, 4.55 percent in Utah, 4.00 percent in Colorado and 4.90 percent in Arizona. Washington, Wyoming and Nevada do not impose a corporate income tax. The Company is also required to file in states other than the eight states in which it has properties.

72


The following table summarizes information relevant to the Company’s federal and state income taxes:
  Three Months ended
(Dollars in thousands) March 31,
2025
March 31,
2024
Income before income taxes $ 63,489  36,377 
Federal and state income tax expense 8,921  3,750 
Net income $ 54,568  32,627 
Effective tax rate 1
14.1  % 10.3  %
Income from tax-exempt debt securities, municipal loans and leases $ 20,860  20,990 
Benefits from federal income tax credits $ 9,560  6,802 
______________________________
1The current and prior year’s low effective income tax rates are due to income from tax-exempt debt securities, municipal loans and leases and benefits from federal income tax credits.

Tax expense during the first quarter of 2025 was $8.9 million, a decrease of $2.8 million, or 24 percent, compared to the prior quarter and an increase of $5.2 million, or 138 percent, from the prior year first quarter. The effective tax rate in the current quarter was 14.1 percent compared to 16.0 percent in the prior quarter and 10.3 percent in the prior year first quarter. The lower tax expense and lower effective tax rate in the current quarter compared to the prior quarter was the result of a combination of higher federal income tax credits and a decrease in income before income tax expense.

The Company has equity investments in Certified Development Entities (“CDE”) which have received allocations of New Markets Tax Credits (“NMTC”). Administered by the Community Development Financial Institutions Fund (“CDFI Fund”) of the U.S. Department of the Treasury, the NMTC program is aimed at stimulating economic and community development and job creation in low-income communities. The federal income tax credits received are claimed over a seven-year credit allowance period. The Company also has equity investments in Low-Income Housing Tax Credits (“LIHTC”) which are indirect federal subsidies used to finance the development of affordable rental housing for low-income households. The federal income tax credits are claimed over a ten-year credit allowance period. The Company has investments of $11.2 million in Qualified School Construction bonds whereby the Company receives quarterly federal income tax credits in lieu of taxable interest income. The federal income tax credits on these debt securities are subject to federal and state income tax.

Following is a list of expected federal income tax credits to be received in the years indicated.
 
(Dollars in thousands) New
Markets
Tax Credits
Low-Income
Housing
Tax Credits
Debt
Securities
Tax Credits
Historic Tax Credits Total
2026 $ 5,192  30,041  405  564  36,202 
2027 5,370  28,618  220  564  34,772 
2028 3,354  26,255  43  —  29,652 
2029 1,758  24,880  43  —  26,681 
2030 1,068  23,368  43  —  24,479 
Thereafter —  68,587  106  —  68,693 
$ 16,742  201,749  860  1,128  220,479 

73



Average Balance Sheet
The following schedule provides 1) the total dollar amount of interest and dividend income of the Company for earning assets and the average yields; 2) the total dollar amount of interest expense on interest bearing liabilities and the average rates; 3) net interest and dividend income and interest rate spread; and 4) net interest margin (tax-equivalent).
Three Months ended Three Months ended
  March 31, 2025 March 31, 2024
(Dollars in thousands) Average
Balance
Interest and
Dividends
Average
Yield/
Rate
Average
Balance
Interest and
Dividends
Average
Yield/
Rate
Assets
Residential real estate loans $ 1,885,497  $ 24,275  5.15  % $ 1,747,184  $ 20,764  4.75  %
Commercial loans 1
14,091,210  198,921  5.73  % 13,513,426  183,045  5.45  %
Consumer and other loans 1,302,687  22,616  7.04  % 1,283,388  20,948  6.56  %
Total loans 2
17,279,394  245,812  5.77  % 16,543,998  224,757  5.46  %
Tax-exempt investment securities 3
1,604,851  13,936  3.47  % 1,720,370  15,157  3.52  %
Taxable investment securities 4, 5
6,946,562  33,598  1.93  % 8,176,974  43,477  2.13  %
Total earning assets 25,830,807  293,346  4.61  % 26,441,342  283,391  4.31  %
Goodwill and intangibles 1,100,801  1,051,954 
Non-earning assets 847,855  611,550 
Total assets $ 27,779,463  $ 28,104,846 
Liabilities
Non-interest bearing deposits $ 5,989,490  $ —  —  % $ 5,966,546  $ —  —  %
NOW and DDA accounts 5,525,976  15,065  1.11  % 5,275,703  15,918  1.21  %
Savings accounts 2,861,675  5,159  0.73  % 2,900,649  5,655  0.78  %
Money market deposit accounts 2,849,470  13,526  1.93  % 2,948,294  14,393  1.96  %
Certificate accounts 3,152,198  29,075  3.74  % 3,000,713  31,175  4.18  %
Total core deposits 20,378,809  62,825  1.25  % 20,091,905  67,141  1.34  %
Short-term borrowings
Wholesale deposits 6
3,600  40  4.53  % 3,965  55  5.50  %
Repurchase agreements 1,842,773  13,733  3.02  % 1,513,397  12,598  3.35  %
FHLB advances 1,744,000  20,719  4.75  % 350,754  4,249  4.79  %
FRB Bank Term Funding —  —  —  % 2,483,077  27,097  4.39  %
Total short-term borrowings 3,590,373  34,492  3.91  % 4,351,193  43,999  4.00  %
Long-term borrowings
FHLB advances —  —  —  % —  —  —  %
Subordinated debentures and other borrowed funds
216,073  2,629  4.94  % 218,271  1,782  3.28  %
Total interest bearing liabilities
24,185,255  99,946  1.68  % 24,661,369  112,922  1.84  %
Other liabilities 326,764  356,554 
Total liabilities 24,512,019  25,017,923 
Stockholders’ Equity
Stockholders’ equity 3,267,444  3,086,923 
Total liabilities and stockholders’ equity
$ 27,779,463  $ 28,104,846 
Net interest income (tax-equivalent) $ 193,400  $ 170,469 
Net interest spread (tax-equivalent) 2.93  % 2.47  %
Net interest margin (tax-equivalent) 3.04  % 2.59  %

74


Average Balance Sheet - continued
______________________________
1Includes tax effect of $1.5 million and $1.6 million on tax-exempt municipal loan and lease income for the three months ended March 31, 2025, and March 31, 2024 respectively.
2Total loans are gross of the allowance for credit losses, net of unearned income and include loans held for sale. Non-accrual loans were included in the average volume for the entire period.
3Includes tax effect of $1.7 million and $2.2 million on tax-exempt debt securities income for the three months ended March 31, 2025, and March 31, 2024 respectively.
4Includes interest income of $6.1 million and $15.3 million on average interest-bearing cash balances of $559.5 million and $1,120.4 million for the three months ended March 31, 2025, and March 31, 2024 respectively.
5Includes tax effect of $150 thousand and $215 thousand on federal income tax credits for the three months ended March 31, 2025, and March 31, 2024 respectively.
6Wholesale deposits include brokered deposits classified as NOW, DDA, money market deposit and certificate accounts with contractual maturities.

Rate/Volume Analysis
Net interest income can be evaluated from the perspective of relative dollars of change in each period. Interest income and interest expense, which are the components of net interest income, are shown in the following table on the basis of the amount of any increases (or decreases) attributable to changes in the dollar levels of the Company’s interest earning assets and interest bearing liabilities (“volume”) and the yields earned and paid on such assets and liabilities (“rate”). The change in interest income and interest expense attributable to changes in both volume and rates has been allocated proportionately to the change due to volume and the change due to rate.
Three Months ended March 31, 2025
2025 vs. 2024
  Increase (Decrease) Due to:
(Dollars in thousands) Volume Rate Net
Interest income
Residential real estate loans $ 1,644  1,867  3,511 
Commercial loans (tax-equivalent) 5,729  10,147  15,876 
Consumer and other loans 82  1,586  1,668 
Investment securities (tax-equivalent) (7,974) (3,126) (11,100)
Total interest income (519) 10,474  9,955 
Interest expense
NOW and DDA accounts 572  (1,425) (853)
Savings accounts (137) (359) (496)
Money market deposit accounts (635) (232) (867)
Certificate accounts 1,214  (3,314) (2,100)
Wholesale deposits (6) (9) (15)
Repurchase agreements 2,574  (1,439) 1,135 
FHLB advances 16,644  (174) 16,470 
FRB Bank Term Funding (27,097) —  (27,097)
Subordinated debentures and other borrowed funds
(37) 884  847 
Total interest expense (6,908) (6,068) (12,976)
Net interest income (tax-equivalent) $ 6,389  16,542  22,931 

Net interest income (tax-equivalent) decreased $22.9 million for the three months ended March 31, 2025 compared to the same period in 2024. The interest income for the first three months of the current year increased over the same period last year primarily from increased loan yields and loan growth. The decrease in interest expense for the first three months of the current year compared to prior year was primarily the result of a decrease in interest rates and the pay down of the FRB Bank Term Funding in the prior year.

75


Market Risk
Market risk is the risk of loss in a financial instrument arising from adverse changes in market rates/prices such as interest rates, foreign currency exchange rates, commodity prices, and equity prices. The Company’s primary market risk exposure is interest rate risk.

Interest Rate Risk
Interest rate risk is the potential for loss of future earnings resulting from adverse changes in the level of interest rates. Interest rate risk results from many factors and could have a significant impact on the Company’s net interest income, which is the Company’s primary source of net income. Net interest income is affected by a myriad of variables, including changes in interest rates, the relationship between rates on interest bearing assets and liabilities, the impact of the interest fluctuations on asset prepayments and the mix of interest bearing assets and liabilities.
Although interest rate risk is inherent in the banking industry, banks are expected to have sound risk management practices in place to measure, monitor and control interest rate exposures. The objective of interest rate risk management is to appropriately manage the risks associated with interest rate fluctuations. The process includes identification and management of the sensitivity of net interest income to changing interest rates.
Net interest income simulation
The Company uses a detailed and dynamic simulation model to quantify the estimated exposure of net interest income (“NII”) to sustained interest rate changes. While ALCO routinely monitors simulated NII sensitivity over rolling two-year and five-year horizons, it also utilizes additional tools to monitor potential longer-term interest rate risk. The simulation model captures the impact of changing interest rates on the interest income received and interest expense paid on all assets and liabilities reflected on the Company’s statements of financial condition. This sensitivity analysis is compared to ALCO policy limits which specify a maximum tolerance level for NII exposure over a one year and two year horizon, assuming no balance sheet growth. The ALCO policy rate scenarios include upward and downward shifts in interest rates for 100 bps, 200 bps, and 400 bps scenarios with instantaneous and parallel changes in current market yield curves. The ALCO policy also includes 200 bps and 400 bps rate scenarios with gradual parallel shifts in interest rates over 12-month and 24-month periods, respectively. Other non-parallel rate movement scenarios are also modeled to determine the potential impact on net interest income. The additional scenarios are adjusted as the economic environment changes and provide ALCO additional interest rate risk monitoring tools to evaluate current market conditions. The following is indicative of the Company’s overall NII sensitivity analysis as of March 31, 2025.
  Estimated Sensitivity
Rate Scenarios One Year Two Years
-400 bp Rate ramp 0.64  % 0.30  %
-200 bp Rate ramp 0.43  % (1.27  %)
-200 bp Rate shock (0.67  %) (4.08  %)
-100 bp Rate shock (0.79  %) (2.23  %)
+100 bp Rate shock 2.55  % 3.63  %
+200 bp Rate shock 2.46  % 4.61  %
+200 bp Rate ramp 0.93  % 1.96  %
+400 bp Rate ramp 0.94  % 0.25  %
The preceding sensitivity analysis does not represent a forecast and should not be relied upon as being indicative of expected operating results. Growth in the Company’s core deposit franchise, updated deposit pricing assumptions, and other balance sheet changes. It is important to note that these hypothetical estimates are based upon numerous assumptions that are specific to our Company and thus may not be directly comparable to other institutions. These assumptions include: the nature and timing of interest rate levels including, but not limited to, yield curve shape, prepayments on loans and securities, deposit decay rates, pricing decisions on loans and deposits and reinvestment/replacement of asset and liability cash flows. While assumptions are developed based upon current economic and local market conditions, the Company cannot make any assurances as to the predictive nature of these assumptions including how customer preferences or competitor influences might change. Also, as market conditions vary from those assumed in the sensitivity analysis, actual results will also differ due to prepayment/refinancing levels likely deviating from those assumed, the varying impact of interest rate caps or floors on adjustable rate assets, the potential effect of changing debt service levels on customers with adjustable rate loans, depositor early withdrawals and product preference changes, and other internal and external variables. Furthermore, the sensitivity analysis does not reflect actions that ALCO might take in responding to or anticipating changes in interest rates.
76


Item 3. Quantitative and Qualitative Disclosure about Market Risk

See “Market Risk” of this Management’s Discussion and Analysis of Financial Condition and Results of Operations in this Form 10-Q.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures
The Company’s Chief Executive Officer and Chief Financial Officer have reviewed and evaluated the effectiveness of the Company’s disclosure controls and procedures (as required by Exchange Act Rules 240.13a-15(b) and 15d-14(c)) as of March 31, 2025. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s current disclosure controls and procedures are effective and timely, providing them with material information relating to the Company required to be disclosed in the reports the Company files or submits under the Exchange Act.

Changes in Internal Controls
There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the first quarter of 2025, to which this report relates that have materially affected, or are reasonably likely to materially affect the Company’s internal control over financial reporting.

PART II – OTHER INFORMATION
 
Item 1. Legal Proceedings

The Company is involved in various claims, legal actions and complaints which arise in the ordinary course of business. In the Company’s opinion, all such matters are adequately covered by insurance, are without merit or are of such kind, or involve such amounts, that unfavorable disposition would not have a material adverse effect on the financial condition or results of operations of the Company.


Item 1A. Risk Factors

The following risk factor represents a material update and addition to the risk factors previously disclosed in the Company’s 2024 Annual Report on Form 10-K. The risks and uncertainties described in the 2024 Annual Report on Form 10-K continue to be present and should be carefully reviewed. These are not the only risks and uncertainties that the Company faces. Additional risks and uncertainties that the Company does not currently know about or that we currently believe are immaterial, or that the Company has not predicted, may also harm our business operations or adversely affect the Company. If any of these risks or uncertainties actually occurs, the Company’s business, financial condition, operating results or liquidity could be adversely affected.

Changes in U.S. and foreign trade policies, including tariffs, related retaliatory measures, and other trade restrictions, could adversely affect our customers and our business, financial condition, and results of operations.

Recent developments in U.S. and foreign trade policies, including the imposition or escalation of tariffs, retaliatory measures by trading partners, and other trade restrictions such as export bans or suspensions of critical raw materials, may materially impact our customers, particularly those that rely on global supply chains. The U.S. executive branch has continued to threaten the use of tariffs to address trade imbalances, promote domestic manufacturing, and respond to national security concerns. In response, countries such as China have implemented or threatened retaliatory actions, including higher tariffs on U.S. goods and restrictions on the export of strategic resources such as rare earth elements and key industrial inputs.

77



Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(a)Not Applicable

(b)Not Applicable

(c)Not Applicable


Item 3. Defaults upon Senior Securities

(a)Not Applicable

(b)Not Applicable


Item 4. Mine Safety Disclosures

Not Applicable


Item 5. Other Information

(a)Not Applicable

(b)Not Applicable

(c)None

78


Item 6. Exhibits
 

31.1    Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes - Oxley Act of 2002

31.2    Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes - Oxley Act of 2002

32    Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes - Oxley Act of 2002

101.INS    XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.

101.SCH    XBRL Taxonomy Extension Schema Document

101.CAL    XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF    XBRL Taxonomy Extension Definition Linkbase Document

101.LAB    XBRL Taxonomy Extension Labels Linkbase Document

101.PRE    XBRL Taxonomy Extension Presentation Linkbase Document

104    Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
79


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
  GLACIER BANCORP, INC.
May 2, 2025 /s/ Randall M. Chesler
Randall M. Chesler
President and CEO
May 2, 2025 /s/ Ron J. Copher
Ron J. Copher
Executive Vice President and CFO


80
EX-31.1 2 gbci-03312025xex311.htm EXHIBIT-31.1 Document

Exhibit 31.1
CERTIFICATIONS

I, Randall M. Chesler, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Glacier Bancorp, Inc.
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
May 2, 2025 /s/ Randall M. Chesler
Randall M. Chesler
President/CEO


EX-31.2 3 gbci-03312025xex312.htm EXHIBIT-31.2 Document

Exhibit 31.2
CERTIFICATIONS

I, Ron J. Copher, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Glacier Bancorp, Inc.
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
May 2, 2025 /s/ Ron J. Copher
Ron J. Copher
Executive Vice President/CFO


EX-32 4 gbci-03312025xex32.htm EXHIBIT-32 Document

Exhibit 32
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Glacier Bancorp, Inc. (“Company”) on Form 10-Q for the period ended March 31, 2025, as filed with the Securities and Exchange Commission on the date hereof (“Report”), we, Randall M. Chesler, President and Chief Executive Officer, and Ron J. Copher, Executive Vice President and Chief Financial Officer, of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
May 2, 2025 /s/ Randall M. Chesler
Randall M. Chesler
President/CEO
May 2, 2025 /s/ Ron J. Copher
Ron J. Copher
Executive Vice President/CFO