ｱﾄﾗﾝﾃｨｯｸﾕﾆｵﾝﾊﾞﾝｸｼｪｱｰｽﾞの適時開示・決算・その他

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 24, 2023

ATLANTIC UNION BANKSHARES CORPORATION

(Exact name of registrant as specified in its charter)


Virginia	001-39325	54-1598552
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

1051 East Cary Street

Suite 1200

Richmond, Virginia 23219

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (804) 633-5031

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


	☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


	☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


	☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


	☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, par value $1.33 per share	AUB	New York Stock Exchange
Depositary Shares, Each Representing a 1/400th Interest in a Share of 6.875% Perpetual Non-Cumulative Preferred Stock, Series A	AUB.PRA	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


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.	☐

Item 2.02 Results of Operations and Financial Condition.

On January 24, 2023, Atlantic Union Bankshares Corporation (the “Company”) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2022. A copy of the press release is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

Attached as Exhibit 99.2 and incorporated herein by reference is a presentation that the Company will use in connection with a webcast and conference call for analysts at 9:00 a.m. Eastern Time on Tuesday, January 24, 2023. This presentation is also available under the Presentations link in the Investor Relations – News & Events section of the Company’s website at https://investors.atlanticunionbank.com.

The information disclosed in or incorporated by reference into this Item 2.02, including Exhibits 99.1 and 99.2, is furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.		Description of Exhibit
99.1		Press release dated January 24, 2023 regarding the fourth quarter and fiscal year 2022 results.
99.2		Atlantic Union Bankshares Corporation presentation.
104		Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document

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 hereunto duly authorized.


	ATLANTIC UNION BANKSHARES CORPORATION



Date: January 24, 2023	By:	/s/ Robert M. Gorman
		Robert M. Gorman
		Executive Vice President and
		Chief Financial Officer

EX-99.1 2 aub-20230124xex99d1.htm EX-99.1

Exhibit 99.1

Contact: Robert M. Gorman - (804) 523-7828

Executive Vice President / Chief Financial Officer

ATLANTIC UNION BANKSHARES REPORTS FOURTH QUARTER FINANCIAL RESULTS

Richmond, Va., January 24, 2023 – Atlantic Union Bankshares Corporation (the “Company” or “Atlantic Union”) (NYSE: AUB) reported net income available to common shareholders and adjusted operating earnings available to common shareholders(1) of $67.6 million and basic and diluted earnings per common share of $0.90 for the fourth quarter ended December 31, 2022. Pre-tax pre-provision adjusted operating earnings available to common shareholders(1) totaled $85.6 million for the fourth quarter ended December 31, 2022.

“Atlantic Union Bankshares delivered strong fourth quarter financial results as we hit our profitability and efficiency targets - with low double-digit annualized loan growth, strong credit quality, an expanding net interest margin and positive operating leverage,” said John C. Asbury, president and chief executive officer of Atlantic Union. “Our markets continue to show resiliency and positive dynamics, which combined with our asset sensitivity lead us to believe we are well-positioned for 2023.”

“Operating under the mantra of soundness, profitability and growth – in that order of priority - Atlantic Union remains committed to generating sustainable, profitable growth and building long term value for our shareholders.”

NET INTEREST INCOME

For the fourth quarter of 2022, net interest income was $163.8 million, an increase of $13.1 million from $150.7 million for the third quarter of 2022. Net interest income (FTE)(1) was $168.0 million in the fourth quarter of 2022, an increase of $13.4 million from the third quarter of 2022. The increases in net interest income and net interest income (FTE)(1) were primarily driven by higher loan yields on the Company’s variable rate loans due to rising market interest rates, average loan growth, and increases in investment income primarily due to higher yield on taxable securities. These increases were partially offset by an increase in interest expense due to higher cost of funds, primarily due to an increase in short-term interest rates on borrowings and deposits, increased use of short-term funding and higher average deposits from the prior quarter. The fourth quarter net interest margin and net interest margin (FTE)(1) increased 27 basis points from the prior quarter to 3.61% and 3.70%, respectively, at December 31, 2022. Earning asset yields increased by 66 basis points in the fourth quarter of 2022 compared to the third quarter of 2022 due to the impact of rising market interest rates on loans and investment securities yields. The cost of funds increased from the prior quarter by 39 basis points to 84 basis points at December 31, 2022, driven by higher deposit and borrowing costs as noted above.

The Company’s net interest margin (FTE) (1) includes the impact of acquisition accounting fair value adjustments. Net accretion related to acquisition accounting was $1.3 million for the quarter ended December 31, 2022, representing an increase of $157,000 from the prior quarter. The four quarters of 2022 and the remaining estimated net accretion impact are reflected in the following table (dollars in thousands):



	Loan		Deposit		Borrowings
	Accretion		Amortization		Amortization		Total
For the quarter ended March 31, 2022	$	2,253	$	(10)	$	(203)	$	2,040
For the quarter ended June 30, 2022		2,879		(11)		(207)		2,661
For the quarter ended September 30, 2022		1,326		(11)		(209)		1,106
For the quarter ended December 31, 2022		1,484		(12)		(209)		1,263
Total for the year ended December 31, 2022	$	7,942	$	(44)	$	(828)	$	7,070
For the years ending (estimated):
2023		3,169		(31)		(852)		2,286
2024		2,597		(4)		(877)		1,716
2025		2,036		(1)		(900)		1,135
2026		1,650		—		(926)		724
2027		1,259		—		(953)		306
Thereafter		6,423		—		(7,993)		(1,570)
Total remaining acquisition accounting fair value adjustments at December 31, 2022	$	17,134	$	(36)	$	(12,501)	$	4,597

ASSET QUALITY

Overview

Nonperforming assets (“NPAs”) as a percentage of loans decreased 2 basis points to 0.19% at December 31, 2022, compared to the prior quarter. Accruing past due loan levels as a percentage of total loans held for investment at December 31, 2022 totaled 21 basis points, which is consistent with September 30, 2022, and represents a 2 basis point decrease from December 31, 2021. Net charge-off levels remained low at 0.02% of total average loans (annualized) for the fourth quarter of 2022, consistent with the quarters ended September 30, 2022 and December 31, 2021. The allowance for credit losses (“ACL”) totaled $124.4 million at December 31, 2022, a $5.4 million increase from the prior quarter.

Nonperforming Assets

At December 31, 2022, NPAs totaled $27.1 million, a decrease of $1.5 million from September 30, 2022. The following table shows a summary of NPA balances at the quarter ended (dollars in thousands):


	December 31,		September 30,		June 30,		March 31,		December 31,
	2022		2022		2022		2022		2021
Nonaccrual loans	$	27,038	$	26,500	$	29,070	$	29,032	$	31,100
Foreclosed properties		76		2,087		2,065		1,696		1,696
Total nonperforming assets	$	27,114	$	28,587	$	31,135	$	30,728	$	32,796

The following table shows the activity in nonaccrual loans for the quarter ended (dollars in thousands):


	December 31,		September 30,		June 30,		March 31,		December 31,
	2022		2022		2022		2022		2021
Beginning Balance	$	26,500	$	29,070	$	29,032	$	31,100	$	35,472
Net customer payments		(1,805)		(3,725)		(2,472)		(4,132)		(5,068)
Additions		2,935		1,302		3,203		2,087		1,294
Charge-offs		(461)		(125)		(311)		(23)		(598)
Loans returning to accruing status		(131)		—		—		—		—
Transfers to foreclosed property		—		(22)		(382)		—		—
Ending Balance	$	27,038	$	26,500	$	29,070	$	29,032	$	31,100

Past Due Loans

Past due loans still accruing interest totaled $30.0 million or 0.21% of total loans held for investment at December 31, 2022, compared to $29.0 million or 0.21% of total loans held for investment at September 30, 2022, and $29.9 million or 0.23% of total loans held for investment at December 31, 2021. Of the total past due loans still accruing interest, $7.5 million or 0.05% of total loans held for investment were loans past due 90 days or more at December 31, 2022, compared to $7.4 million or 0.05% of total loans held for investment at September 30, 2022, and $9.1 million or 0.07% of total loans held for investment at December 31, 2021.

Allowance for Credit Losses

At December 31, 2022, the ACL was $124.4 million and included an allowance for loan and lease losses (“ALLL”) of $110.8 million and a reserve for unfunded commitments (“RUC”) of $13.6 million. The ACL at December 31, 2022 increased $5.4 million from September 30, 2022 due to increased uncertainty in the macroeconomic outlook and the impact of loan growth in the fourth quarter of 2022.

The ACL as a percentage of total loans was 0.86% at December 31, 2022, consistent with September 30, 2022. The ALLL as a percentage of total loans was 0.77% at December 31, 2022, compared to 0.78% at September 30, 2022.

Net Charge-offs

Net charge-offs were $810,000 or 0.02% of total average loans on an annualized basis for the quarter ended December 31, 2022, compared to $587,000 or 0.02% (annualized) for the third quarter of 2022, and $511,000 or 0.02% (annualized) for the fourth quarter of 2021. On a year-to-date basis through December 31, 2022, net charge-offs totaled $2.3 million or 0.02% of total average loans.

Provision for Credit Losses

For the quarter ended December 31, 2022, the Company recorded a provision for credit losses of $6.3 million, compared to a provision for credit losses of $6.4 million in the previous quarter, and a negative provision for credit losses of $1.0 million in the fourth quarter of 2021. The provision for credit losses for the fourth quarter of 2022 reflected a provision of $3.6 million for loan losses and a $2.7 million provision for unfunded commitments.

NONINTEREST INCOME

Noninterest income decreased $1.1 million to $24.5 million for the quarter ended December 31, 2022 from $25.6 million in the prior quarter primarily due to declines in equity method investment income, partially offset by increases in loan syndication, Small Business Administration (“SBA”) 7a, and foreign exchange revenues, each included within other operating income. In addition, mortgage banking income decreased $1.0 million from the prior quarter due to lower mortgage origination volumes and gain on sale margins, and bank owned life insurance income decreased $796,000, reflecting the impact of the prior quarter’s mortality benefit. These noninterest income category decreases were partially offset by increases in loan-related interest rate swap fees of $1.6 million due to an increase in average deal size among swaps executed in the current quarter.

NONINTEREST EXPENSE

Noninterest expense for the quarter ended December 31, 2022 decreased to $99.8 million from $99.9 million in the prior quarter. Notable noninterest expense activity in the fourth quarter of 2022 included a gain related to the sale and leaseback of an office building, refunds of prior period FDIC assessment expenses, costs related to the closure of five branches expected to close in the first quarter of 2023 and other restructuring expenses, the write-down of obsolete software, increased variable incentive compensation and profit-sharing expenses, as well as professional services increases related to strategic projects.

INCOME TAXES

The effective tax rate for the three months ended December 31, 2022 was 14.3%, compared to 17.0% for the three months ended September 30, 2022. The decrease in the effective tax rate reflects the impact of changes in the proportion of tax-exempt income to pre-tax income.

BALANCE SHEET

At December 31, 2022, total assets were $20.5 billion, an increase of $510.9 million or approximately 10.2% (annualized) from September 30, 2022, and an increase of $396.3 million or approximately 2.0% from December 31, 2021. Total assets increased from the prior quarter primarily due to the $530.4 million increase in total loans held for investment (net of deferred fees and costs) driven by loan growth, which was funded primarily by a $1.0 billion increase in short-term borrowings and partially by a $70.1 million decrease in cash and cash equivalents.

At December 31, 2022, loans held for investment (net of deferred fees and costs) totaled $14.4 billion, including $7.3 million in Paycheck Protection Program (“PPP”) loans, an increase of $530.4 million or 15.1% (annualized) from $13.9 billion, including $12.1 million in PPP loans, at September 30, 2022. Average loans held for investment (net of deferred fees and costs) totaled $14.1 billion at December 31, 2022, an increase of $384.0 million or 11.1% (annualized) from the prior quarter. Excluding PPP loans (net of deferred fees and costs)(1), adjusted loans held for investment (net of deferred fees and costs) at December 31, 2022 increased $535.3 million or 15.3% (annualized) from September 30, 2022 and adjusted average loans increased $390.0 million or 11.3% (annualized) from the prior quarter. At December 31, 2022, loans held for investment (net of deferred fees and costs) increased $1.3 billion or 9.5% from December 31, 2021, and quarterly average loans increased $1.0 billion or 7.9% from the same period in the prior year. Excluding PPP loans (net of deferred fees and costs)(1), adjusted loans held for investment (net of deferred fees and costs) at December 31, 2022 increased $1.4 billion or 10.7% from December 31, 2021, and adjusted quarterly average loans during the fourth quarter of 2022 increased $1.3 billion or 10.3% from the fourth quarter of 2021.

At December 31, 2022, total deposits were $15.9 billion, a decrease of $614.5 million or approximately 14.7% (annualized) from September 30, 2022. Average deposits at December 31, 2022 increased from the prior quarter by $123.5 million or 3.0% (annualized). Total deposits at December 31, 2022 decreased $679.4 million or 4.1% from December 31, 2021, and quarterly average deposits during the fourth quarter of 2022 also decreased $249.5 million or 1.5% from the fourth quarter of 2021. Total deposits decreased from the prior quarter and prior year primarily due to the impact of customer behavior in response to inflation and higher market interest rates, in addition to seasonal outflows.

The following table shows the Company’s capital ratios at the quarters ended:


	December 31,		September 30,		December 31,
	2022		2022		2021
Common equity Tier 1 capital ratio (2)	9.95	%	9.96	%	10.24	%
Tier 1 capital ratio (2)	10.94	%	10.98	%	11.32	%
Total capital ratio (2)	13.70	%	13.80	%	14.17	%
Leverage ratio (Tier 1 capital to average assets) (2)	9.42	%	9.32	%	9.01	%
Common equity to total assets	10.78	%	10.60	%	12.68	%
Tangible common equity to tangible assets (1)	6.43	%	6.11	%	8.20	%

At December 31, 2022, the Company’s common equity to total assets capital ratio and tangible common equity to tangible assets capital ratio decreased from the prior year primarily due to the unrealized losses on the available for sale (“AFS”) securities portfolio recorded in other comprehensive income due to market interest rate increases, while these ratios increased from the prior quarter due to the increase in the value of the AFS securities portfolio, as long-term rates decreased during the fourth quarter of 2022.

During the fourth quarter of 2022, the Company declared and paid a quarterly dividend on the outstanding shares of Series A Preferred Stock of $171.88 per share (equivalent to $0.43 per outstanding depositary share), consistent with the third quarter of 2022 and the fourth quarter of 2021. During the fourth quarter of 2022, the Company also declared and paid cash dividends of $0.30 per common share, consistent with the third quarter of 2022 and an increase of $0.02 or approximately 7.1% from the fourth quarter of 2021.

(1) These are financial measures not calculated in accordance with generally accepted accounting principles (“GAAP”). For a reconciliation of these non-GAAP financial measures, see Alternative Performance Measures (non-GAAP) section of the Key Financial Results.

(2) All ratios at December 31, 2022 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.

ABOUT ATLANTIC UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Atlantic Union Bankshares Corporation (NYSE: AUB) is the holding company for Atlantic Union Bank. Atlantic Union Bank has 114 branches and approximately 130 ATMs located throughout Virginia, and in portions of Maryland and North Carolina. Certain non-bank financial services affiliates of Atlantic Union Bank include: Atlantic Union Equipment Finance, Inc., which provides equipment financing; Atlantic Union Financial Consultants, LLC, which provides brokerage services; and Union Insurance Group, LLC, which offers various lines of insurance products.

On January 18, 2023, the Company completed the transfer of the listing of its common stock and its depositary shares, each representing a 1/400th interest in a share of the Company’s 6.875% Perpetual Non-Cumulative Preferred Stock, Series A, from The Nasdaq Stock Market LLC to the New York Stock Exchange, under the ticker symbols of “AUB” and “AUB.PRA”, respectively.

FOURTH QUARTER AND FISCAL YEAR 2022 EARNINGS RELEASE CONFERENCE CALL

The Company will hold a conference call and webcast for investors at 9:00 a.m. Eastern Time on Tuesday, January 24, 2023 during which management will review the financial results for the fourth quarter and fiscal year 2022 and provide an update on recent activities.

The listen-only webcast and the accompanying slides can be accessed at:

https://edge.media-server.com/mmc/p/d6afrqsq.

For analysts who wish to participate in the conference call, please register at the following URL:

https://register.vevent.com/register/BI10abddc24ec746bdb44736355d7d0588. To participate in the conference call, you must use the link to receive an audio dial-in number and an Access PIN.

A replay of the webcast, and the accompanying slides, will be available on the Company’s website for 90 days at: https://investors.atlanticunionbank.com/.

NON-GAAP FINANCIAL MEASURES

In reporting the results as of and for the periods ended December 31, 2022, the Company has provided supplemental performance measures on a tax-equivalent, tangible, operating, adjusted or pre-tax pre-provision basis. These non-GAAP financial measures are a supplement to GAAP, which is used to prepare the Company’s financial statements, and should not be considered in isolation or as a substitute for comparable measures calculated in accordance with GAAP. In addition, the Company’s non-GAAP financial measures may not be comparable to non-GAAP financial measures of other companies. The Company uses the non-GAAP financial measures discussed herein in its analysis of the Company’s performance. The Company’s management believes that these non-GAAP financial measures provide additional understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented without the impact of items or events that may obscure trends in the Company’s underlying performance. For a reconciliation of these measures to their most directly comparable GAAP measures and additional information about these non-GAAP financial measures, see “Alternative Performance Measures (non-GAAP)” in the tables within the section “Key Financial Results.”

FORWARD-LOOKING STATEMENTS

This press release and statements by our management may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include, without limitation, statements made in Mr. Asbury’s quotations, statements regarding future economic conditions and the impacts of the current economic uncertainties, estimates with respect to the remaining net accretion related to acquisition accounting, and statements that include other projections, predictions, expectations, or beliefs about future events or results, including the Company’s ability to meet its top tier financial targets, or otherwise are not statements of historical fact. Such forward-looking statements are based on certain assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties, and other factors, some of which cannot be predicted or quantified, that may cause actual results, performance, or achievements to be materially different from those expressed or implied by such forward-looking statements. Forward-looking statements are often characterized by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “potential,” “continue,” “confidence,” or words of similar meaning or other statements concerning opinions or judgment of the Company and its management about future events. Although the Company believes that its expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual future results, performance, or achievements of, or trends affecting, the Company will not differ materially from any projected future results, performance, achievements or trends expressed or implied by such forward-looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to the effects of or changes in:

●

market interest rates and their related impacts on macroeconomic conditions, customer and client behavior, the Company’s funding costs and the Company’s loan and securities portfolios;

●

inflation and its impacts on economic growth and customer and client behavior;

●

general economic and financial market conditions, in the United States generally and particularly in the markets in which the Company operates and which its loans are concentrated, including the effects of declines in real estate values, an increase in unemployment levels and slowdowns in economic growth;

●

monetary and fiscal policies of the U.S. government, including policies of the U.S. Department of the Treasury and the Federal Reserve;

●

the quality or composition of the Company’s loan or investment portfolios and changes therein;

●

demand for loan products and financial services in the Company’s market areas;

●

the Company’s ability to manage its growth or implement its growth strategy;

●

the effectiveness of expense reduction plans;

●

the introduction of new lines of business or new products and services;

●

the Company’s ability to recruit and retain key employees;

●

real estate values in the Company’s lending area;

●

an insufficient ACL;

●

changes in accounting principles, standards, rules, and interpretations, and the related impact on the Company’s financial statements;

●

volatility in the ACL resulting from the CECL methodology, either alone or as that may be affected by conditions arising out of the COVID-19 pandemic, inflation, changing interest rates, or other factors;

●

the Company’s liquidity and capital positions;

●

concentrations of loans secured by real estate, particularly commercial real estate;

●

the effectiveness of the Company’s credit processes and management of the Company’s credit risk;

●

the Company’s ability to compete in the market for financial services and increased competition from fintech companies;

●

technological risks and developments, and cyber threats, attacks, or events;

●

operational, technological, cultural, regulatory, legal, credit, and other risks associated with the exploration, consummation and integration of potential future acquisitions, whether involving stock or cash considerations;

●

the potential adverse effects of unusual and infrequently occurring events, such as weather-related disasters, terrorist acts, geopolitical conflicts (such as the ongoing conflict between Russia and Ukraine) or public health events (such as COVID-19), and of governmental and societal responses thereto; these potential adverse effects may include, without limitation, adverse effects on the ability of the Company's borrowers to satisfy their obligations to the Company, on the value of collateral securing loans, on the demand for the Company's loans or its other products and services, on supply chains and methods used to distribute products and services, on

incidents of cyberattack and fraud, on the Company’s liquidity or capital positions, on risks posed by reliance on third-party service providers, on other aspects of the Company's business operations and on financial markets and economic growth;

●

the effect of steps the Company takes in response to the COVID-19 pandemic, the severity and duration of the pandemic, the uncertainty regarding new variants of COVID-19 that have emerged, the speed and efficacy of vaccine and treatment developments, the impact of loosening or tightening of government restrictions, the pace of recovery when the pandemic subsides and the heightened impact it has on many of the risks described herein;

●

the discontinuation of LIBOR and its impact on the financial markets, and the Company’s ability to manage operational, legal and compliance risks related to the discontinuation of LIBOR and implementation of one or more alternate reference rates;

●

performance by the Company’s counterparties or vendors;

●

deposit flows;

●

the availability of financing and the terms thereof;

●

the level of prepayments on loans and mortgage-backed securities;

●

legislative or regulatory changes and requirements;

●

potential claims, damages, and fines related to litigation or government actions;

●

the effects of changes in federal, state or local tax laws and regulations;

●

any event or development that would cause the Company to conclude that there was an impairment of any asset, including intangible assets, such as goodwill; and

●

other factors, many of which are beyond the control of the Company.

Please also refer to such other factors as discussed throughout Part I, Item 1A. “Risk Factors” and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 and related disclosures in other filings, which have been filed with the U.S. Securities and Exchange Commission (“SEC”) and are available on the SEC’s website at www.sec.gov. All risk factors and uncertainties described herein and therein should be considered in evaluating forward-looking statements, and all of the forward-looking statements are expressly qualified by the cautionary statements contained or referred to herein and therein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on the Company or its businesses or operations. Readers are cautioned not to rely too heavily on the forward-looking statements, and undue reliance should not be placed on such forward-looking statements. Forward-looking statements speak only as of the date they are made. The Company does not intend or assume any obligation to update, revise or clarify any forward-looking statements that may be made from time to time by or on behalf of the Company, whether as a result of new information, future events or otherwise.

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)


	As of & For Three Months Ended									As of & For Year Ended
	12/31/22			09/30/22			12/31/21			12/31/22			12/31/21
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(audited)
Results of Operations
Interest and dividend income	$	202,068		$	171,156		$	147,456		$	660,435		$	592,359
Interest expense		38,220			20,441			9,129			76,174			41,099
Net interest income		163,848			150,715			138,327			584,261			551,260
Provision for credit losses		6,257			6,412			(1,000)			19,028			(60,888)
Net interest income after provision for credit losses		157,591			144,303			139,327			565,233			612,148
Noninterest income		24,500			25,584			36,417			118,523			125,806
Noninterest expenses		99,790			99,923			119,944			403,802			419,195
Income before income taxes		82,301			69,964			55,800			279,954			318,759
Income tax expense		11,777			11,894			8,021			45,444			54,842
Net income		70,524			58,070			47,779			234,510			263,917
Dividends on preferred stock		2,967			2,967			2,967			11,868			11,868
Net income available to common shareholders	$	67,557		$	55,103		$	44,812		$	222,642		$	252,049

Interest earned on earning assets (FTE) (1)	$	206,186		$	174,998		$	150,684		$	675,308		$	604,950
Net interest income (FTE) (1)		167,966			154,557			141,555			599,134			563,851
Total revenue (FTE) (1)		192,466			180,141			177,972			717,657			689,657
Pre-PPP total adjusted revenue (FTE) (1) (10)		192,447			179,687			161,423			703,772			636,215
Pre-tax pre-provision adjusted operating earnings (8)		88,559			76,376			66,199			295,411			284,779
Pre-PPP pre-tax pre-provision adjusted operating earnings (8) (10)		88,539			75,922			54,787			290,605			236,561

Key Ratios
Earnings per common share, diluted	$	0.90		$	0.74		$	0.59		$	2.97		$	3.26
Return on average assets (ROA)		1.39	%		1.15	%		0.94	%		1.18	%		1.32	%
Return on average equity (ROE)		12.05	%		9.45	%		6.98	%		9.51	%		9.68	%
Return on average tangible common equity (ROTCE) (2) (3)		22.92	%		17.21	%		11.98	%		17.33	%		16.72	%
Efficiency ratio		52.98	%		56.68	%		68.64	%		57.46	%		61.91	%
Efficiency ratio (FTE) (1)		51.85	%		55.47	%		67.39	%		56.27	%		60.78	%
Net interest margin		3.61	%		3.34	%		3.03	%		3.27	%		3.08	%
Net interest margin (FTE) (1)		3.70	%		3.43	%		3.10	%		3.36	%		3.15	%
Yields on earning assets (FTE) (1)		4.54	%		3.88	%		3.30	%		3.78	%		3.38	%
Cost of interest-bearing liabilities		1.24	%		0.68	%		0.30	%		0.64	%		0.34	%
Cost of deposits		0.72	%		0.37	%		0.12	%		0.34	%		0.16	%
Cost of funds		0.84	%		0.45	%		0.20	%		0.42	%		0.23	%

Operating Measures (4)
Adjusted operating earnings	$	70,525		$	58,070		$	56,784		$	230,879		$	285,174
Adjusted operating earnings available to common shareholders		67,558			55,103			53,817			219,011			273,306
Adjusted operating earnings per common share, diluted	$	0.90		$	0.74		$	0.71		$	2.92		$	3.53
Adjusted operating ROA		1.39	%		1.15	%		1.11	%		1.16	%		1.43	%
Adjusted operating ROE		12.05	%		9.45	%		8.30	%		9.37	%		10.46	%
Adjusted operating ROTCE (2) (3)		22.92	%		17.21	%		14.25	%		17.06	%		18.07	%
Adjusted operating efficiency ratio (FTE) (1)(7)		50.61	%		54.09	%		57.96	%		54.68	%		54.52	%

Per Share Data
Earnings per common share, basic	$	0.90		$	0.74		$	0.59		$	2.97		$	3.26
Earnings per common share, diluted		0.90			0.74			0.59			2.97			3.26
Cash dividends paid per common share		0.30			0.30			0.28			1.16			1.09
Market value per share		35.14			30.38			37.29			35.14			37.29
Book value per common share		29.68			28.46			33.80			29.68			33.80
Tangible book value per common share (2)		16.87			15.61			20.79			16.87			20.79
Price to earnings ratio, diluted		9.79			10.37			15.93			11.83			11.44
Price to book value per common share ratio		1.18			1.07			1.10			1.18			1.10
Price to tangible book value per common share ratio (2)		2.08			1.95			1.79			2.08			1.79
Weighted average common shares outstanding, basic		74,712,040			74,703,699			75,654,336			74,949,109			77,399,902
Weighted average common shares outstanding, diluted		74,713,972			74,705,054			75,667,759			74,953,398			77,417,801
Common shares outstanding at end of period		74,712,622			74,703,774			75,663,648			74,712,622			75,663,648

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)


	As of & For Three Months Ended									As of & For Year Ended
	12/31/22			09/30/22			12/31/21			12/31/22			12/31/21
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(audited)
Capital Ratios
Common equity Tier 1 capital ratio (5)		9.95	%		9.96	%		10.24	%		9.95	%		10.24	%
Tier 1 capital ratio (5)		10.94	%		10.98	%		11.32	%		10.94	%		11.32	%
Total capital ratio (5)		13.70	%		13.80	%		14.17	%		13.70	%		14.17	%
Leverage ratio (Tier 1 capital to average assets) (5)		9.42	%		9.32	%		9.01	%		9.42	%		9.01	%
Common equity to total assets		10.78	%		10.60	%		12.68	%		10.78	%		12.68	%
Tangible common equity to tangible assets (2)		6.43	%		6.11	%		8.20	%		6.43	%		8.20	%

Financial Condition
Assets	$	20,461,138		$	19,950,231		$	20,064,796		$	20,461,138		$	20,064,796
Loans held for investment (net of deferred fees and costs)		14,449,142			13,918,720			13,195,843			14,449,142			13,195,843
Securities		3,709,761			3,640,722			4,186,475			3,709,761			4,186,475
Earning Assets		18,271,430			17,790,324			18,030,138			18,271,430			18,030,138
Goodwill		925,211			925,211			935,560			925,211			935,560
Amortizable intangibles, net		26,761			29,142			43,312			26,761			43,312
Deposits		15,931,677			16,546,216			16,611,068			15,931,677			16,611,068
Borrowings		1,708,700			669,558			506,594			1,708,700			506,594
Stockholders' equity		2,372,737			2,281,150			2,710,071			2,372,737			2,710,071
Tangible common equity (2)		1,254,408			1,160,440			1,564,842			1,254,408			1,564,842

Loans held for investment, net of deferred fees and costs
Construction and land development	$	1,101,260		$	1,068,201		$	862,236		$	1,101,260		$	862,236
Commercial real estate - owner occupied		1,982,608			1,953,872			1,995,409			1,982,608			1,995,409
Commercial real estate - non-owner occupied		3,996,130			3,900,325			3,789,377			3,996,130			3,789,377
Multifamily real estate		802,923			774,970			778,626			802,923			778,626
Commercial & Industrial		2,983,349			2,709,047			2,542,243			2,983,349			2,542,243
Residential 1-4 Family - Commercial		538,063			542,612			607,337			538,063			607,337
Residential 1-4 Family - Consumer		940,275			891,353			816,524			940,275			816,524
Residential 1-4 Family - Revolving		585,184			588,452			560,796			585,184			560,796
Auto		592,976			561,277			461,052			592,976			461,052
Consumer		152,545			172,776			176,992			152,545			176,992
Other Commercial		773,829			755,835			605,251			773,829			605,251
Total loans held for investment	$	14,449,142		$	13,918,720		$	13,195,843		$	14,449,142		$	13,195,843

Deposits
Interest checking accounts	$	4,186,505		$	4,354,351		$	4,176,032		$	4,186,505		$	4,176,032
Money market accounts		3,922,536			3,962,473			4,249,858			3,922,536			4,249,858
Savings accounts		1,130,899			1,173,566			1,121,297			1,130,899			1,121,297
Time deposits of $250,000 and over		405,060			415,984			452,193			405,060			452,193
Other time deposits		1,403,438			1,348,904			1,404,364			1,403,438			1,404,364
Time deposits		1,808,498			1,764,888			1,856,557			1,808,498			1,856,557
Total interest-bearing deposits	$	11,048,438		$	11,255,278		$	11,403,744		$	11,048,438		$	11,403,744
Demand deposits		4,883,239			5,290,938			5,207,324			4,883,239			5,207,324
Total deposits	$	15,931,677		$	16,546,216		$	16,611,068		$	15,931,677		$	16,611,068

Averages
Assets	$	20,174,152		$	19,980,500		$	20,236,889		$	19,949,388		$	19,977,551
Loans held for investment (net of deferred fees and costs)		14,117,433			13,733,447			13,082,412			13,671,714			13,639,325
Loans held for sale		7,809			15,063			26,775			14,519			39,031
Securities		3,644,196			3,818,607			3,998,058			3,896,337			3,579,378
Earning assets		18,000,596			17,879,222			18,138,285			17,853,216			17,903,671
Deposits		16,611,749			16,488,224			16,861,219			16,451,718			16,541,286
Time deposits		1,764,596			1,745,224			1,941,420			1,735,983			2,201,039
Interest-bearing deposits		11,415,032			11,163,945			11,489,510			11,172,759			11,485,130
Borrowings		816,818			703,272			445,344			700,271			453,452
Interest-bearing liabilities		12,231,850			11,867,217			11,934,854			11,873,030			11,938,582
Stockholders' equity		2,321,208			2,436,999			2,715,610			2,465,049			2,725,330
Tangible common equity (2)		1,201,732			1,315,085			1,568,828			1,333,751			1,573,415

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)


	As of & For Three Months Ended									As of & For Year Ended
	12/31/22			09/30/22			12/31/21			12/31/22			12/31/21
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(audited)
Asset Quality
Allowance for Credit Losses (ACL)
Beginning balance, Allowance for loan and lease losses (ALLL)	$	108,009		$	104,184		$	101,798		$	99,787		$	160,540
Add: Recoveries		1,332			1,214			1,720			5,076			8,218
Less: Charge-offs		2,142			1,801			2,231			7,409			10,083
Add: Provision for loan losses		3,569			4,412			(1,500)			13,314			(58,888)
Ending balance, ALLL	$	110,768		$	108,009		$	99,787		$	110,768		$	99,787

Beginning balance, Reserve for unfunded commitment (RUC)	$	11,000		$	9,000		$	7,500		$	8,000		$	10,000
Add: Provision for unfunded commitments		2,675			2,000			500			5,675			(2,000)
Ending balance, RUC	$	13,675		$	11,000		$	8,000		$	13,675		$	8,000
Total ACL	$	124,443		$	119,009		$	107,787		$	124,443		$	107,787

ACL / total outstanding loans		0.86	%		0.86	%		0.82	%		0.86	%		0.82	%
ACL / total adjusted loans(9)		0.86	%		0.86	%		0.83	%		0.86	%		0.83	%
ALLL / total outstanding loans		0.77	%		0.78	%		0.76	%		0.77	%		0.76	%
ALLL / total adjusted loans(9)		0.77	%		0.78	%		0.76	%		0.77	%		0.76	%
Net charge-offs / total average loans		0.02	%		0.02	%		0.02	%		0.02	%		0.01	%
Net charge-offs / total adjusted average loans(9)		0.02	%		0.02	%		0.02	%		0.02	%		0.01	%
Provision for loan losses/ total average loans		0.10	%		0.13	%		(0.05)	%		0.10	%		(0.43)	%
Provision for loan losses/ total adjusted average loans(9)		0.10	%		0.13	%		(0.05)	%		0.10	%		(0.46)	%

Nonperforming Assets (6)
Construction and land development	$	307		$	421		$	2,697		$	307		$	2,697
Commercial real estate - owner occupied		7,178			4,883			5,637			7,178			5,637
Commercial real estate - non-owner occupied		1,263			1,923			3,641			1,263			3,641
Multifamily real estate		—			—			113			—			113
Commercial & Industrial		1,884			2,289			1,647			1,884			1,647
Residential 1-4 Family - Commercial		1,904			1,962			2,285			1,904			2,285
Residential 1-4 Family - Consumer		10,846			11,121			11,397			10,846			11,397
Residential 1-4 Family - Revolving		3,453			3,583			3,406			3,453			3,406
Auto		200			318			223			200			223
Consumer		3			—			54			3			54
Nonaccrual loans	$	27,038		$	26,500		$	31,100		$	27,038		$	31,100
Foreclosed property		76			2,087			1,696			76			1,696
Total nonperforming assets (NPAs)	$	27,114		$	28,587		$	32,796		$	27,114		$	32,796
Construction and land development	$	100		$	115		$	299		$	100		$	299
Commercial real estate - owner occupied		2,167			3,517			1,257			2,167			1,257
Commercial real estate - non-owner occupied		607			621			433			607			433
Commercial & Industrial		459			526			1,897			459			1,897
Residential 1-4 Family - Commercial		275			308			990			275			990
Residential 1-4 Family - Consumer		1,955			680			3,013			1,955			3,013
Residential 1-4 Family - Revolving		1,384			1,255			882			1,384			882
Auto		344			148			241			344			241
Consumer		108			86			120			108			120
Other Commercial		91			95			—			91			—
Loans ≥ 90 days and still accruing	$	7,490		$	7,351		$	9,132		$	7,490		$	9,132
Total NPAs and loans ≥ 90 days	$	34,604		$	35,938		$	41,928		$	34,604		$	41,928
NPAs / total outstanding loans		0.19	%		0.21	%		0.25	%		0.19	%		0.25	%
NPAs / total adjusted loans(9)		0.19	%		0.21	%		0.25	%		0.19	%		0.25	%
NPAs / total assets		0.13	%		0.14	%		0.16	%		0.13	%		0.16	%
ALLL / nonaccrual loans		409.68	%		407.58	%		320.86	%		409.68	%		320.86	%
ALLL/ nonperforming assets		408.53	%		377.83	%		304.27	%		408.53	%		304.27	%

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)


	As of & For Three Months Ended									As of & For Year Ended
	12/31/22			09/30/22			12/31/21			12/31/22			12/31/21
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(audited)
Past Due Detail (6)
Construction and land development	$	1,253		$	120		$	1,357		$	1,253		$	1,357
Commercial real estate - owner occupied		2,305			7,337			1,230			2,305			1,230
Commercial real estate - non-owner occupied		1,121			—			1,965			1,121			1,965
Multifamily real estate		1,229			—			84			1,229			84
Commercial & Industrial		824			796			1,161			824			1,161
Residential 1-4 Family - Commercial		1,231			1,410			1,844			1,231			1,844
Residential 1-4 Family - Consumer		5,951			1,123			3,368			5,951			3,368
Residential 1-4 Family - Revolving		1,843			1,115			1,493			1,843			1,493
Auto		2,747			1,876			1,866			2,747			1,866
Consumer		351			409			689			351			689
Other Commercial		—			—			37			—			37
Loans 30-59 days past due	$	18,855		$	14,186		$	15,094		$	18,855		$	15,094
Construction and land development	$	45		$	107		$	—		$	45		$	—
Commercial real estate - owner occupied		635			763			152			635			152
Commercial real estate - non-owner occupied		48			457			127			48			127
Commercial & Industrial		174			3,128			1,438			174			1,438
Residential 1-4 Family - Commercial		—			97			272			—			272
Residential 1-4 Family - Consumer		1,690			1,449			2,925			1,690			2,925
Residential 1-4 Family - Revolving		511			1,081			363			511			363
Auto		450			257			249			450			249
Consumer		125			101			186			125			186
Loans 60-89 days past due	$	3,678		$	7,440		$	5,712		$	3,678		$	5,712

Past Due and still accruing	$	30,023		$	28,977		$	29,938		$	30,023		$	29,938
Past Due and still accruing / total loans		0.21	%		0.21	%		0.23	%		0.21	%		0.23	%

Troubled Debt Restructurings
Performing	$	9,273		$	10,333		$	10,313		$	9,273		$	10,313
Nonperforming		4,917			5,298			7,642			4,917			7,642
Total troubled debt restructurings	$	14,190		$	15,631		$	17,955		$	14,190		$	17,955

Alternative Performance Measures (non-GAAP)
Net interest income (FTE) (1)
Net interest income (GAAP)	$	163,848		$	150,715		$	138,327		$	584,261		$	551,260
FTE adjustment		4,118			3,842			3,228			14,873			12,591
Net interest income (FTE) (non-GAAP)	$	167,966		$	154,557		$	141,555		$	599,134		$	563,851
Noninterest income (GAAP)		24,500			25,584			36,417			118,523			125,806
Total revenue (FTE) (non-GAAP)	$	192,466		$	180,141		$	177,972		$	717,657		$	689,657

Average earning assets	$	18,000,596		$	17,879,222		$	18,138,285		$	17,853,216		$	17,903,671
Net interest margin		3.61	%		3.34	%		3.03	%		3.27	%		3.08	%
Net interest margin (FTE)		3.70	%		3.43	%		3.10	%		3.36	%		3.15	%

Tangible Assets (2)
Ending assets (GAAP)	$	20,461,138		$	19,950,231		$	20,064,796		$	20,461,138		$	20,064,796
Less: Ending goodwill		925,211			925,211			935,560			925,211			935,560
Less: Ending amortizable intangibles		26,761			29,142			43,312			26,761			43,312
Ending tangible assets (non-GAAP)	$	19,509,166		$	18,995,878		$	19,085,924		$	19,509,166		$	19,085,924

Tangible Common Equity (2)
Ending equity (GAAP)	$	2,372,737		$	2,281,150		$	2,710,071		$	2,372,737		$	2,710,071
Less: Ending goodwill		925,211			925,211			935,560			925,211			935,560
Less: Ending amortizable intangibles		26,761			29,142			43,312			26,761			43,312
Less: Perpetual preferred stock		166,357			166,357			166,357			166,357			166,357
Ending tangible common equity (non-GAAP)	$	1,254,408		$	1,160,440		$	1,564,842		$	1,254,408		$	1,564,842

Average equity (GAAP)	$	2,321,208		$	2,436,999		$	2,715,610		$	2,465,049		$	2,725,330
Less: Average goodwill		925,211			925,211			935,560			930,315			935,560
Less: Average amortizable intangibles		27,909			30,347			44,866			34,627			49,999
Less: Average perpetual preferred stock		166,356			166,356			166,356			166,356			166,356
Average tangible common equity (non-GAAP)	$	1,201,732		$	1,315,085		$	1,568,828		$	1,333,751		$	1,573,415

ROTCE (2)(3)
Net income available to common shareholders (GAAP)	$	67,557		$	55,103		$	44,812		$	222,642		$	252,049
Plus: Amortization of intangibles, tax effected		1,881			1,959			2,548			8,544			10,984
Net income available to common shareholders before amortization of intangibles (non-GAAP)	$	69,438		$	57,062		$	47,360		$	231,186		$	263,033

Return on average tangible common equity (ROTCE)		22.92	%		17.21	%		11.98	%		17.33	%		16.72	%

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)


	As of & For Three Months Ended									As of & For Year Ended
	12/31/22			09/30/22			12/31/21			12/31/22			12/31/21
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(audited)
Operating Measures (4)
Net income (GAAP)	$	70,524		$	58,070		$	47,779		$	234,510		$	263,917
Plus: Net loss related to balance sheet repositioning, net of tax		—			—			—			—			11,609
Plus: Branch closing and facility consolidation costs, net of tax		—			—			13,063			4,351			13,775
Less: (Loss) gain on sale of securities, net of tax		(1)			—			—			(2)			69
Less: Gain on sale of DHFB, net of tax		—			—			—			7,984			—
Less: Gain on Visa, Inc. Class B common stock, net of tax		—			—			4,058			—			4,058
Adjusted operating earnings (non-GAAP)		70,525			58,070			56,784			230,879			285,174
Less: Dividends on preferred stock		2,967			2,967			2,967			11,868			11,868
Adjusted operating earnings available to common shareholders (non-GAAP)	$	67,558		$	55,103		$	53,817		$	219,011		$	273,306

Noninterest expense (GAAP)	$	99,790		$	99,923		$	119,944		$	403,802		$	419,195
Less: Amortization of intangible assets		2,381			2,480			3,225			10,815			13,904
Less: Losses related to balance sheet repositioning		—			—			—			—			14,695
Less: Branch closing and facility consolidation costs		—			—			16,536			5,508			17,437
Adjusted operating noninterest expense (non-GAAP)	$	97,409		$	97,443		$	100,183		$	387,479		$	373,159

Noninterest income (GAAP)	$	24,500		$	25,584		$	36,417		$	118,523		$	125,806
Less: (Loss) gain on sale of securities		(1)			—			—			(3)			87
Less: Gain on sale of DHFB		—			—			—			9,082			—
Less: Gain on Visa, Inc. Class B common stock		—			—			5,137			—			5,137
Adjusted operating noninterest income (non-GAAP)	$	24,501		$	25,584		$	31,280		$	109,444		$	120,582

Net interest income (FTE) (non-GAAP) (1)	$	167,966		$	154,557		$	141,555		$	599,134		$	563,851
Adjusted operating noninterest income (non-GAAP)		24,501			25,584			31,280			109,444			120,582
Total adjusted revenue (FTE) (non-GAAP) (1)	$	192,467		$	180,141		$	172,835		$	708,578		$	684,433
Less: PPP accretion interest income and fees		20			454			11,412			4,806			48,218
Pre-PPP total adjusted revenue (FTE) (non-GAAP) (1) (10)	$	192,447		$	179,687		$	161,423		$	703,772		$	636,215

Efficiency ratio		52.98	%		56.68	%		68.64	%		57.46	%		61.91	%
Efficiency ratio (FTE) (1)		51.85	%		55.47	%		67.39	%		56.27	%		60.78	%
Adjusted operating efficiency ratio (FTE) (1)(7)		50.61	%		54.09	%		57.96	%		54.68	%		54.52	%

Operating ROA & ROE (4)
Adjusted operating earnings (non-GAAP)	$	70,525		$	58,070		$	56,784		$	230,879		$	285,174

Average assets (GAAP)	$	20,174,152		$	19,980,500		$	20,236,889		$	19,949,388		$	19,977,551
Return on average assets (ROA) (GAAP)		1.39	%		1.15	%		0.94	%		1.18	%		1.32	%
Adjusted operating return on average assets (ROA) (non-GAAP)		1.39	%		1.15	%		1.11	%		1.16	%		1.43	%

Average equity (GAAP)	$	2,321,208		$	2,436,999		$	2,715,610		$	2,465,049		$	2,725,330
Return on average equity (ROE) (GAAP)		12.05	%		9.45	%		6.98	%		9.51	%		9.68	%
Adjusted operating return on average equity (ROE) (non-GAAP)		12.05	%		9.45	%		8.30	%		9.37	%		10.46	%

Operating ROTCE (2)(3)(4)
Adjusted operating earnings available to common shareholders (non-GAAP)	$	67,558		$	55,103		$	53,817		$	219,011		$	273,306
Plus: Amortization of intangibles, tax effected		1,881			1,959			2,548			8,544			10,984
Adjusted operating earnings available to common shareholders before amortization of intangibles (non-GAAP)	$	69,439		$	57,062		$	56,365		$	227,555		$	284,290

Average tangible common equity (non-GAAP)	$	1,201,732		$	1,315,085		$	1,568,828		$	1,333,751		$	1,573,415
Adjusted operating return on average tangible common equity (non-GAAP)		22.92	%		17.21	%		14.25	%		17.06	%		18.07	%

Pre-tax pre-provision adjusted operating earnings (8)
Net income (GAAP)	$	70,524		$	58,070		$	47,779		$	234,510		$	263,917
Plus: Provision for credit losses		6,257			6,412			(1,000)			19,028			(60,888)
Plus: Income tax expense		11,777			11,894			8,021			45,444			54,842
Plus: Net loss related to balance sheet repositioning		—			—			—			—			14,695
Plus: Branch closing and facility consolidation costs		—			—			16,536			5,508			17,437
Less: (Loss) gain on sale of securities		(1)			—			—			(3)			87
Less: Gain on sale of DHFB		—			—			—			9,082			—
Less: Gain on Visa, Inc. Class B common stock		—			—			5,137			—			5,137
Pre-tax pre-provision adjusted operating earnings (non-GAAP)	$	88,559		$	76,376		$	66,199		$	295,411		$	284,779
Less: Dividends on preferred stock		2,967			2,967			2,967			11,868			11,868
Pre-tax pre-provision adjusted operating earnings available to common shareholders (non-GAAP)	$	85,592		$	73,409		$	63,232		$	283,543		$	272,911

Pre-tax pre-provision adjusted operating earnings (non-GAAP)	$	88,559		$	76,376		$	66,199		$	295,411		$	284,779
Less: PPP accretion interest income and fees		20			454			11,412			4,806			48,218
Pre-PPP pre-tax pre-provision adjusted operating earnings (non-GAAP) (10)	$	88,539		$	75,922		$	54,787		$	290,605		$	236,561

Weighted average common shares outstanding, diluted		74,713,972			74,705,054			75,667,759			74,953,398			77,417,801
Pre-tax pre-provision earnings per common share, diluted	$	1.15		$	0.98		$	0.84		$	3.78		$	3.53

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)


	As of & For Three Months Ended									As of & For Year Ended
	12/31/22			09/30/22			12/31/21			12/31/22			12/31/21
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(audited)
Adjusted Loans (9)
Loans held for investment (net of deferred fees and costs) (GAAP)	$	14,449,142		$	13,918,720		$	13,195,843		$	14,449,142		$	13,195,843
Less: PPP loans (net of deferred fees and costs)		7,286			12,146			150,363			7,286			150,363
Total adjusted loans (non-GAAP)	$	14,441,856		$	13,906,574		$	13,045,480		$	14,441,856		$	13,045,480

Average loans held for investment (net of deferred fees and costs) (GAAP)	$	14,117,433		$	13,733,447		$	13,082,412		$	13,671,714		$	13,639,325
Less: Average PPP loans (net of deferred fees and costs)		8,217			14,280			288,204			41,896			864,814
Total adjusted average loans (non-GAAP)	$	14,109,216		$	13,719,167		$	12,794,208		$	13,629,818		$	12,774,511

Mortgage Origination Held for Sale Volume
Refinance Volume	$	2,312		$	5,637		$	46,575		$	55,725		$	287,976
Purchase Volume		29,262			66,360			71,969			238,310			322,492
Total Mortgage loan originations held for sale	$	31,574		$	71,997		$	118,544		$	294,035		$	610,468
% of originations held for sale that are refinances		7.3	%		7.8	%		39.3	%		19.0	%		47.2	%

Wealth
Assets under management ("AUM")	$	4,271,728		$	4,065,059		$	6,741,022		$	4,271,728		$	6,741,022

Other Data
End of period full-time employees		1,877			1,890			1,876			1,877			1,876
Number of full-service branches		114			114			130			114			130
Number of automatic transaction machines ("ATMs")		131			131			148			131			148

(1)

These are non-GAAP financial measures. Net interest income (FTE), total revenue (FTE), and total adjusted revenue (FTE), which are used in computing net interest margin (FTE), efficiency ratio (FTE) and adjusted operating efficiency ratio (FTE), provide valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax treatment of interest income sources. The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing yield on earning assets. Interest expense and the related cost of interest-bearing liabilities and cost of funds ratios are not affected by the FTE components.

(2)

These are non-GAAP financial measures. Tangible assets and tangible common equity are used in the calculation of certain profitability, capital, and per share ratios. The Company believes tangible assets, tangible common equity and the related ratios are meaningful measures of capital adequacy because they provide a meaningful base for period-to-period and company-to-company comparisons, which the Company believes will assist investors in assessing the capital of the Company and its ability to absorb potential losses. The Company believes tangible common equity is an important indication of its ability to grow organically and through business combinations as well as its ability to pay dividends and to engage in various capital management strategies.

(3)

These are non-GAAP financial measures. The Company believes that ROTCE is a meaningful supplement to GAAP financial measures and useful to investors because it measures the performance of a business consistently across time without regard to whether components of the business were acquired or developed internally.

(4)

These are non-GAAP financial measures. Adjusted operating measures exclude the losses related to balance sheet repositioning (principally composed of losses on debt extinguishment), gains or losses on sale of securities, gains on the sale of Visa, Inc. Class B common stock, gain on the sale of Dixon, Hubard, Feinour & Brown, Inc. (“DHFB”), as well as strategic branch closure initiatives and related facility consolidation costs (principally composed of real estate, leases and other assets write downs, as well as severance and expense reduction initiatives). The Company believes these non-GAAP adjusted measures provide investors with important information about the continuing economic results of the organization’s operations. Prior periods reflect adjustments for previously announced strategic branch closure and expense reduction initiatives.

(5)	All ratios at December 31, 2022 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.

(6)

These balances reflect the impact of the Coronavirus Aid, Relief, and Economic Security Act and the joint guidance issued by the five federal bank regulatory agencies and the Conference of State Bank Supervisors on March 22, 2020, as subsequently revised on April 7, 2020, which provides relief for TDR designations and also provides guidance on past due reporting for modified loans made between March 1, 2020 and January 1, 2022.

(7)

The adjusted operating efficiency ratio (FTE) excludes the amortization of intangible assets, gains or losses on sale of securities, gains on the sale of Visa, Inc. Class B common stock, gain on the sale of DHFB, losses related to balance sheet repositioning (principally composed of losses on debt extinguishment), as well as strategic branch closure initiatives and related facility consolidation costs. This measure is similar to the measure utilized by the Company when analyzing corporate performance and is also similar to the measure utilized for incentive compensation. The Company believes this adjusted measure provides investors with important information about the combined economic results of the organization’s operations. Prior periods reflect adjustments for previously announced strategic branch closure and expense reduction initiatives.

(8)

These are non-GAAP financial measures. Pre-tax pre-provision adjusted earnings excludes the provision for credit losses, which can fluctuate significantly from period-to-period under the CECL methodology, income tax expense, losses related to balance sheet repositioning (principally composed of losses on debt extinguishment), gains or losses on sale of securities, gains on the sale of Visa, Inc. Class B common stock, gain on the sale of DHFB, as well as strategic branch closure initiatives and related facility consolidation costs. The Company believes this adjusted measure provides investors with important information about the combined economic results of the organization’s operations. Prior periods reflect adjustments for previously announced strategic branch closure and expense reduction initiatives.

(9)

These are non-GAAP financial measures. PPP adjustment impact excludes the unforgiven portion of PPP loans. The Company believes loans held for investment (net of deferred fees and costs), excluding PPP is useful to investors as it provides more clarity on the Company’s organic growth. The Company also believes that the related non-GAAP financial measures of past due loans still accruing interest as a percentage of total loans held for investment (net of deferred fees and costs), excluding PPP, are useful to investors as loans originated under the PPP carry a SBA guarantee. The Company believes that the ALLL as a percentage of loans held for investment (net of deferred fees and costs), excluding PPP, is useful to investors because of the size of the Company’s PPP originations and the impact of the embedded credit enhancement provided by the SBA guarantee.

(10)	These are non-GAAP financial measures. The Company believes excluding PPP accretion interest income and fees from operating earnings is useful to investors as it provides more clarity on the Company’s non-PPP related income.

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except share data)


	December 31,		September 30,		December 31,
	2022		2022		2021
ASSETS		(unaudited)		(unaudited)		(audited)
Cash and cash equivalents:
Cash and due from banks	$	216,384	$	177,969	$	180,963
Interest-bearing deposits in other banks		102,107		211,785		618,714
Federal funds sold		1,457		1,188		2,824
Total cash and cash equivalents		319,948		390,942		802,501
Securities available for sale, at fair value		2,741,816		2,717,323		3,481,650
Securities held to maturity, at carrying value		847,732		841,349		628,000
Restricted stock, at cost		120,213		82,050		76,825
Loans held for sale, at fair value		3,936		12,889		20,861
Loans held for investment, net of deferred fees and costs		14,449,142		13,918,720		13,195,843
Less: allowance for loan and lease losses		110,768		108,009		99,787
Total loans held for investment, net		14,338,374		13,810,711		13,096,056
Premises and equipment, net		118,243		126,374		134,808
Goodwill		925,211		925,211		935,560
Amortizable intangibles, net		26,761		29,142		43,312
Bank owned life insurance		440,656		437,988		431,517
Other assets		578,248		576,252		413,706
Total assets	$	20,461,138	$	19,950,231	$	20,064,796
LIABILITIES
Noninterest-bearing demand deposits	$	4,883,239	$	5,290,938	$	5,207,324
Interest-bearing deposits		11,048,438		11,255,278		11,403,744
Total deposits		15,931,677		16,546,216		16,611,068
Securities sold under agreements to repurchase		142,837		146,182		117,870
Other short-term borrowings		1,176,000		133,800		—
Long-term borrowings		389,863		389,576		388,724
Other liabilities		448,024		453,307		237,063
Total liabilities		18,088,401		17,669,081		17,354,725
Commitments and contingencies
STOCKHOLDERS' EQUITY
Preferred stock, $10.00 par value		173		173		173
Common stock, $1.33 par value		98,873		98,845		100,101
Additional paid-in capital		1,772,440		1,769,858		1,807,368
Retained earnings		919,537		874,393		783,794
Accumulated other comprehensive income (loss)		(418,286)		(462,119)		18,635
Total stockholders' equity		2,372,737		2,281,150		2,710,071
Total liabilities and stockholders' equity	$	20,461,138	$	19,950,231	$	20,064,796

Common shares outstanding		74,712,622		74,703,774		75,663,648
Common shares authorized		200,000,000		200,000,000		200,000,000
Preferred shares outstanding		17,250		17,250		17,250
Preferred shares authorized		500,000		500,000		500,000

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except share data)


	Three Months Ended						Year Ended
	December 31,		September 30,		December 31,		December 31,		December 31,
	2022		2022		2021		2022		2021
	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(audited)
Interest and dividend income:
Interest and fees on loans	$	173,475	$	144,673	$	125,195	$	555,614	$	508,770
Interest on deposits in other banks		1,383		941		401		2,612		855
Interest and dividends on securities:
Taxable		16,196		14,750		11,757		59,306		43,859
Nontaxable		11,014		10,792		10,103		42,903		38,875
Total interest and dividend income		202,068		171,156		147,456		660,435		592,359
Interest expense:
Interest on deposits		30,236		15,386		4,915		56,201		27,117
Interest on short-term borrowings		3,588		1,229		17		5,393		108
Interest on long-term borrowings		4,396		3,826		4,197		14,580		13,874
Total interest expense		38,220		20,441		9,129		76,174		41,099
Net interest income		163,848		150,715		138,327		584,261		551,260
Provision for credit losses		6,257		6,412		(1,000)		19,028		(60,888)
Net interest income after provision for credit losses		157,591		144,303		139,327		565,233		612,148
Noninterest income:
Service charges on deposit accounts		7,631		6,784		7,808		30,052		27,122
Other service charges, commissions and fees		1,631		1,770		1,625		6,765		6,595
Interchange fees		2,571		2,461		2,027		9,110		8,279
Fiduciary and asset management fees		4,085		4,134		7,239		22,414		27,562
Mortgage banking income		379		1,390		3,330		7,085		21,022
Bank owned life insurance income		2,649		3,445		3,286		11,507		11,488
Loan-related interest rate swap fees		3,664		2,050		1,443		12,174		5,620
Other operating income		1,890		3,550		9,659		19,416		18,118
Total noninterest income		24,500		25,584		36,417		118,523		125,806
Noninterest expenses:
Salaries and benefits		58,723		56,600		57,970		228,926		214,929
Occupancy expenses		6,328		6,408		7,013		26,013		28,718
Furniture and equipment expenses		3,978		3,673		4,031		14,838		15,950
Technology and data processing		9,442		8,273		8,543		33,372		30,200
Professional services		4,456		3,504		4,680		16,730		17,841
Marketing and advertising expense		2,228		2,343		2,545		9,236		9,875
FDIC assessment premiums and other insurance		1,896		3,094		2,684		10,241		9,482
Franchise and other taxes		4,500		4,507		4,436		18,006		17,740
Loan-related expenses		1,356		1,575		1,715		6,574		7,004
Amortization of intangible assets		2,381		2,480		3,225		10,815		13,904
Loss on debt extinguishment		—		—		—		—		14,695
Other expenses		4,502		7,466		23,102		29,051		38,857
Total noninterest expenses		99,790		99,923		119,944		403,802		419,195
Income before income taxes		82,301		69,964		55,800		279,954		318,759
Income tax expense		11,777		11,894		8,021		45,444		54,842
Net income	$	70,524	$	58,070	$	47,779		234,510		263,917
Dividends on preferred stock		2,967		2,967		2,967		11,868		11,868
Net income available to common shareholders	$	67,557	$	55,103	$	44,812	$	222,642	$	252,049

Basic earnings per common share	$	0.90	$	0.74	$	0.59	$	2.97	$	3.26
Diluted earnings per common share	$	0.90	$	0.74	$	0.59	$	2.97	$	3.26

AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS) (UNAUDITED)

(Dollars in thousands)


	For the Quarter Ended
	December 31, 2022					September 30, 2022
	Average Balance		Interest Income / Expense (1)		Yield / Rate (1)(2)	Average Balance		Interest Income / Expense (1)		Yield / Rate (1)(2)
Assets:
Securities:
Taxable	$	2,016,845	$	16,196	3.19%	$	2,193,279	$	14,750	2.67%
Tax-exempt		1,627,351		13,942	3.40%		1,625,328		13,661	3.33%
Total securities		3,644,196		30,138	3.28%		3,818,607		28,411	2.95%
Loans, net (3)		14,117,433		174,531	4.90%		13,733,447		145,433	4.20%
Other earning assets		238,967		1,517	2.52%		327,168		1,154	1.40%
Total earning assets		18,000,596	$	206,186	4.54%		17,879,222	$	174,998	3.88%
Allowance for loan and lease losses		(109,535)					(104,746)
Total non-earning assets		2,283,091					2,206,024
Total assets	$	20,174,152				$	19,980,500

Liabilities and Stockholders' Equity:
Interest-bearing deposits:
Transaction and money market accounts	$	8,495,299	$	24,712	1.15%	$	8,247,650	$	11,342	0.55%
Regular savings		1,155,137		110	0.04%		1,171,071		64	0.02%
Time deposits		1,764,596		5,414	1.22%		1,745,224		3,980	0.90%
Total interest-bearing deposits		11,415,032		30,236	1.05%		11,163,945		15,386	0.55%
Other borrowings		816,818		7,984	3.88%		703,272		5,055	2.85%
Total interest-bearing liabilities	$	12,231,850	$	38,220	1.24%	$	11,867,217	$	20,441	0.68%

Noninterest-bearing liabilities:
Demand deposits		5,196,717					5,324,279
Other liabilities		424,377					352,005
Total liabilities		17,852,944					17,543,501
Stockholders' equity		2,321,208					2,436,999
Total liabilities and stockholders' equity	$	20,174,152				$	19,980,500
Net interest income			$	167,966				$	154,557

Interest rate spread					3.30%					3.20%
Cost of funds					0.84%					0.45%
Net interest margin					3.70%					3.43%

(1)	Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 21%.

(2)	Rates and yields are annualized and calculated from actual, not rounded amounts in thousands, which appear above.

(3)	Nonaccrual loans are included in average loans outstanding.

EX-99.2 3 aub-20230124xex99d2.htm EX-99.2

Exhibit 99.2

4th Quarter and FY2022 Earnings Presentation NYSE: AUB January 24, 2023

2 Forward Looking Statements This presentation and statements by the Company’s management may constitute “forward - looking statements” within the meaning of t he Private Securities Litigation Reform Act of 1995. Forward - looking statements are statements that include, without limitation, statements on slides entitled “Financial Outlook” and “Top - Tier Financial Targets”, statements regarding the Company ’s strategic priorities, outlook on future economic conditions and the impacts of current economic uncertainties, and statements that include, projections, predictions, expectations, or beliefs about future events or results, including the Com pan y’s financial targets, or otherwise are not statements of historical fact. Such forward - looking statements are based on certain assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties, and other fac tor s, some of which cannot be predicted or quantified, that may cause actual results, performance, achievements, or trends to be materially different from those expressed or implied by such forward - looking statements. Such statements are often characteri zed by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “antici pat e,” “intend,” “will,” “may,” “view,” “opportunity,” “potential,” or words of similar meaning or other statements concerning opini ons or judgment of the Company and its management about future events. Although the Company believes that its expectations with respect to forward - looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its b usiness and operations, there can be no assurance that actual future results, performance, or achievements of, or trends affecting, the Company will not differ materially from any projected future results, performance, achievements or trends expr ess ed or implied by such forward - looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to the eff ects of or changes in: • market interest rates and their related impacts on macroeconomic conditions, customer and client behavior, the Company’s funding costs and the Company’s loan and securities portfolios; • inflation and its impacts on economic growth and customer and client behavior; • general economic and financial market conditions, in the United States generally and particularly in the markets in which the Company operates and which its loans are concentrated, including the effects of declines in real estate values, an increase in unemployment levels and slowdowns in economic growth; • monetary and fiscal policies of the U.S. government, including policies of the U.S. Department of the Treasury and the Federal Reserve; • the quality or composition of the Company’s loan or investment portfolios and changes therein; • demand for loan products and financial services in the Company’s market areas; • the Company’s ability to manage its growth or implement its growth strategy; • the effectiveness of expense reduction plans; • the introduction of new lines of business or new products and services; • the Company’s ability to recruit and retain key employees; • real estate values in the Company’s lending area; • an insufficient ACL; • changes in accounting principles, standards, rules, and interpretations, and the related impact on the Company’s financial statements; • volatility in the ACL resulting from the CECL methodology, either alone or as that may be affected by conditions arising out of the COVID - 19 pandemic, inflation, changing interest rates, or other factors; • the Company’s liquidity and capital positions; • concentrations of loans secured by real estate, particularly commercial real estate; • the effectiveness of the Company’s credit processes and management of the Company’s credit risk; • the Company’s ability to compete in the market for financial services and increased competition from fintech companies; • technological risks and developments, and cyber threats, attacks, or events; • operational, technological, cultural, regulatory, legal, credit, and other risks associated with the exploration, consummation and integration of potential future acquisitions, whether involving stock or cash considerations; • the potential adverse effects of unusual and infrequently occurring events, such as weather - related disasters, terrorist acts, geopolitical conflicts (such as the ongoing conflict between Russia and Ukraine) or public health events (such as COVID - 19), and of governmental and societal responses thereto; these potential adverse effects may include, without limitation, adverse effects on the ability of the Company's borrowers to satisfy their obligations to the Company, on the value of collateral securing loans, on the demand for the Company's loans or its other products and services, on supply chains and methods used to distribute products and services, on incidents of cyberattack and fraud, on the Company’s liquidity or capital positions, on risks posed by reliance on third - party service providers, on other aspects of the Company's business operations and on financial markets and economic growth; • the effect of steps the Company takes in response to the COVID - 19 pandemic, the severity and duration of the pandemic, the uncertainty regarding new variants of COVID - 19 that have emerged, the speed and efficacy of vaccine and treatment developments, the impact of loosening or tightening of government restrictions, the pace of recovery when the pandemic subsides and the heightened impact it has on many of the risks described herein; • the discontinuation of LIBOR and its impact on the financial markets, and the Company’s ability to manage operational, legal and compliance risks related to the discontinuation of LIBOR and implementation of one or more alternate reference rates; • performance by the Company’s counterparties or vendors; • deposit flows; • the availability of financing and the terms thereof; • the level of prepayments on loans and mortgage - backed securities; • legislative or regulatory changes and requirements; • potential claims, damages, and fines related to litigation or government actions; • the effects of changes in federal, state or local tax laws and regulations; • any event or development that would cause the Company to conclude that there was an impairment of any asset, including intangible assets, such as goodwill; and • other factors, many of which are beyond the control of the Company. Please also refer to such other factors as discussed throughout Part I, Item 1A. “Risk Factors” and Part II, Item 7, “Managem ent ’s Discussion and Analysis of Financial Condition and Results of Operations” of the Company’s Annual Report on Form 10 - K for the year ended December 31, 2021 and related disclosures in other filings, which have been filed with the U.S. Securities an d Exchange Commission (“SEC”) and are available on the SEC’s website at www.sec.gov. All risk factors and uncertainties described herein and therein should be considered in evaluating forward - looking statements, and all of the forward - looking state ments are expressly qualified by the cautionary statements contained or referred to herein and therein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on the Company or its businesses or operations. Readers are cautioned not to rely too heavily on the forward - looking statements, and undue reliance should not be placed on such forward - looking statements. Forward - looking statements speak only as of the date they are made. The Company does not intend or assume any obligation to update, revise or clarify any forward - looking statements that may be made from time to time by or on behalf of the Company, whether as a result of new inf ormation, future events or otherwise.

3 Additional Information Non - GAAP Financial Measures This presentation contains certain financial information determined by methods other than in accordance with generally accepted accounting principles in the United States (“GAAP”). These non - GAAP financial measures are a supplement to GAAP, which is used to prepare the Company’s financial statements, and should not be considered in isolation or as a substitute for comparable measures calculated in accordance with GAAP. In addition, the Company’s non - GAAP financial measures may not be comparable to non - GAAP financial measures of other companies. The Company uses the non - GAAP financial measures discussed herein in its analysis of the Company’s performance. The Company’s management believes that these non - GAAP financial measures provide additional understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented without the impact of items or events that may obscure trends in the Company’s underlying performance. Please see “Reconciliation of Non - GAAP Disclosures” at the end of this presentation for a reconciliation to the nearest GAAP financial measure. No Offer or Solicitation This presentation does not constitute an offer to sell or a solicitation of an offer to buy any securities. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, and no offer to sell or solicitation of an offer to buy shall be made in any jurisdiction in which such offer, solicitation or sale would be unlawful. About Atlantic Union Bankshares Corporation Headquartered in Richmond, Virginia, Atlantic Union Bankshares Corporation (NYSE: AUB) is the holding company for Atlantic Union Bank. Atlantic Union Bank has 114 branches and approximately 130 ATMs located throughout Virginia, and in portions of Maryland and North Carolina. Certain non - bank financial services affiliates of Atlantic Union Bank include: Atlantic Union Equipment Finance, Inc., which provides equipment financing; Atlantic Union Financial Consultants, LLC, which provides brokerage services; and Union Insurance Group, LLC, which offers various lines of insurance products. On January 18, 2023, the Company completed the transfer of the listing of its common stock and its depositary shares, each representing a 1/400th interest in a share of the Company’s 6.875% Perpetual Non - Cumulative Preferred Stock, Series A, from The Nasdaq Stock Market LLC to the New York Stock Exchange, under the ticker symbols of "AUB" and "AUB.PRA", respectively.

4 Largest Regional Banking Company Headquartered in Virginia Our Company Soundness | Profitability | Growth Data as of 12/31/2022, market capitalization as of 1/20/2023 1) Regional bank defined as having less than $100 billion in assets; rank determined by asset size; data per S&P Global Market Intelligence Highlights ($bn) • Statewide Virginia footprint of 109 branches in all major markets • #1 regional bank 1 deposit market share in Virginia • Strong balance sheet and capital levels • Committed to top - tier financial performance with a highly experienced management team able to execute change 4 $ 20 .5 Assets $ 14.4 Loans $ 15.9 Deposits $ 2 .7 Market Capitalization Branch/Office Footprint AUB (114) AUB LPO (3) AUB Equipment Finance Headquarters (1)

5 Our Shareholder Value Proposition Leading Regional Presence Dense, uniquely valuable presence across attractive markets Financial Strength Solid balance sheet & capital levels Attractive Financial Profile Solid dividend yield & payout ratio with earnings upside Strong Growth Potential Organic & acquisition opportunities Peer - Leading Performance Committed to top - tier financial performance

6 Q4 2022 Highlights and 2023 Outlook Loan Growth • 15.3% annualized loan growth, ex - Paycheck Protection Program (PPP) (Non - GAAP) 1 , during Q4 2022 • Line of Credit Utilization of 35% • Expect ~6 % - 8% loan growth for 2023 Asset Quality • Net Charge - offs at 2 bps annualized for Q4 2022 Positioning for Long Term • Building solid Asset - Based lending pipeline • Drive organic growth and performance of the core banking franchise Differentiated Client Experience • Continued progress on digital roadmap • Foreign exchange, syndication and SBA 7A lending programs help close product gaps Operating Leverage Focus • ~11% pre - PPP adjusted revenue growth 1 year over year and ~7% pre - PPP adjusted revenue 1 growth from Q3 2022 • ~4% adjusted operating non - interest expense growth 1 year over year and ~Flat adjusted operating non - interest expenses from Q3 2022 • Pre - PPP adjusted operating leverage 1 of ~7% year over year • Pre - PPP adjusted operating leverage 1 of ~7% quarter over quarter Capitalize on Strategic Opportunities • Selectively consider M&A, minority stakes and strategic partnerships as a supplemental strategy 6 1 For non - GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non - GAAP Disclosures”

7 We are focused on three Strategic Priorities Organic Deliver Organic Growth • Overweighting opportunities in Wholesale Banking Group • Directing consumer efforts to market segments and delivery channels with the strongest value proposition • Prioritizing fee income growth • Maintaining a reliable low - cost deposit base • Maximizing operating leverage, productivity, efficiency, and scale • Attracting and retaining top talent in alignment with broader business goals and strategic priorities Innovate and Transform • Pressing the relationship model advantage where bankers provide advocacy and advice, form stickier relationships, and use technology to enable deeper relationships • Creating a frictionless experience for customers by integrating human interactions with digital capabilities • Eliminating low value tasks and enabling more high value interactions with customers • Eliminating legacy system constraints and accelerating modernization of technology while rationalizing operating costs and reengineering processes • Emphasizing robotics, automation and FinTech partnerships Inorganic Strategic Investments • Leveraging FinTech partnerships, strategic partner equity investments, as well as non - bank and whole - bank acquisition opportunities for step - change accelerants of growth • Acquisition philosophy remains: proactive, strategic, disciplined, and measured with an eye towards transactions that increase density and scarcity value, add contiguous markets, increase operating leverage, diversify revenue streams, and enable the reinvestment of cost savings into technology • Ensuring merger and acquisition activity complements, enables, and scales technology and the advancement of our customer value proposition, potentially including whole bank, non - bank, minority stakes, and partnerships

8 We Believe We Are Well Positioned For The Current Environment And Optimistic About Our Future Top Tier Financial Performance Increased Shareholder Value Strong Credit Expense Management Actions Asset Sensitivity Growth Footing

9 Q4 2022 Financial Performance At - a - Glance For non - GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non - GAAP Disclosures” Note: all tables presented dollars in thousands, except per share amounts • Net income available to common shareholders for the fourth quarter of 2022 was $67.6 million or $0.90 per share, up $12.5 million or $0.16 per share compared to the prior quarter. The results were driven by: • An increase in net interest income, primarily driven by increases in loan yields on the Company’s variable rate loans due to higher market interest rates, average loan growth and increases in investment income primarily due to increased yield on taxable securities, partially offset by higher interest expense due to higher cost of funds, • A slight decrease in noninterest expense, due to notable fourth quarter activity, including a gain related to the sale/leaseback of an office building, refunds of prior period FDIC assessment expenses, costs related to the closure of five branches expected to close in the first quarter of 2023 and other restructuring expenses, the write - down of obsolete software, increased variable incentive compensation and profit - sharing expenses, as well as professional services increases related to strategic projects, • A decrease in noninterest income, as declines in other operating income, primarily due to equity method investment income declines partially offset by increases in loan syndication, SBA 7a, and foreign exchange revenues, mortgage banking income, and BOLI income were partially offset by increases in loan - related interest rate swap fees. 4Q2022 3Q2022 Net interest income $ 163,848 $ 150,715 - Provision for credit losses 6,257 6,412 + Noninterest income 24,500 25,584 - Noninterest expense 99,790 99,923 - Taxes 11,777 11,894 Net income (GAAP) 70,524 58,070 - Dividends on preferred stock 2,967 2,967 Net income available to common shareholders (GAAP) 67,557 55,103 - Loss on sale of securities, net of tax (1) - Adjusted operating earnings available to common shareholders (non-GAAP) $ 67,558 $ 55,103 Summarized Income Statement 4Q2022 3Q2022 Net Income available to common shareholders $ 67,557 $ 55,103 Common EPS, diluted $ 0.90 $ 0.74 ROE 12.05% 9.45% ROTCE (non-GAAP) 22.92% 17.21% ROA 1.39% 1.15% Efficiency ratio 52.98% 56.68% Efficiency ratio (FTE) 51.85% 55.47% Net interest margin 3.61% 3.34% Net interest margin (FTE) 3.70% 3.43% Earnings Metrics 4Q2022 3Q2022 Adjusted operating earnings available to common shareholders $ 67,558 $ 55,103 Adjusted operating common EPS, diluted $ 0.90 $ 0.74 Adjusted operating ROA 1.39% 1.15% Adjusted operating ROTCE 22.92% 17.21% Adjusted operating efficiency ratio (FTE) 50.61% 54.09% Adjusted operating earnings PTPP $ 88,559 $ 76,376 PTPP = Pre-tax Pre-provision Adjusted Operating Earnings Metrics - non-GAAP

10 Q4 2022 Allowance For Credit Loss (ACL) and Provision for Credit Losses 10 Q4 Macroeconomic Forecast Moody’s December 2022 Baseline Forecast: • US GDP expecte d to average 0.9% growth in 2023 and 2.0% in 2024. The national unemployment rate expected to average 4.0% in 2023 and 4.1% in 2024, up from 3.7% in 2022. • Virginia’s unemployment rate expected to average 3.1% over the 2 - year forecast. Q4 ACL Considerations • The baseline forecast was adjusted for the probability of worse - than baseline economic performance over the forecast period, resulting in a weighted forecast scenario that increased Virginia’s average unemployment rate to ~6.0% over the 2 - year forecast period. • Qualitative factors were added for certain portfolios and other factors as deemed appropriate. • The reasonable and supportable forecast period is 2 years; followed by reversion to the historical loss average over 2 years ; consistent with CECL adoption. ($mm) Allowance for Loan & Lease Losses Reserve for Unfunded Commitments Allowance for Credit Losses 12/31/2021 Ending Balance % of loans $100MM (.76% ) $8MM (.06% ) $108MM (.82 %) Q1 2022 through Q3 2022 Activity +$8MM Increase due to increased risks related to economic outlook and the impact of loan growth +$3MM Increase due to the impact of unfunded loan commitment growth +$11MM $12.8 million Provision for Credit Losses and $1.5 million net charge - offs 09/30/2022 Ending Balance % of loans $108MM (.78%) $11MM (.08%) $119MM (.86%) Q4 2022 Activity +$3MM Increase due to increased risks related to the economic outlook and the impact of loan growth in the current quarter +$3MM Increase due to increased risks related to the economic outlook +$6MM $6.2 million Provision for Credit Losses and $810 thousand net charge - offs 12/31/2022 Ending Balance % of loans $111MM (.77%) $14MM (.09%) $124MM (.86%) Note: numbers may not foot due to rounding.

11 Q4 2022 Net Interest Margin Market Rates 4Q2022 3Q2022 EOP Avg EOP Avg Fed funds 4.50% 3.84% 3.25% 2.38% Prime 7.50% 6.82% 6.25% 5.35% 1 - month LIBOR 4.39% 3.89% 3.14% 2.46% 1 - month SOFR 4.36% 3.88% 3.04% 2.44% 2 - year Treasury 4.43% 4.39% 4.28% 3.37% 10 - year Treasury 3.88% 3.82% 3.83% 3.10% Margin Overview 4Q2022 3Q2022 Net interest margin (FTE) 1 3.70% 3.43% Loan yield 4.90% 4.20% Investment yield 3.28% 2.95% Earning asset yield 4.54% 3.88% Cost of deposits 0.72% 0.37% Cost of interest - bearing deposits 1.05% 0.55% Cost of interest - bearing liabilities 1.24% 0.68% Cost of funds 0.84% 0.45% Presented on an FTE basis (non - GAAP) 1 Approximately 16% of the loan portfolio at 12/31/2022 have floors and all are above floors Loan Portfolio Pricing Mix 4Q2022 Fixed 48% 1 - month LIBOR 22% Prime 18% 1 - month SOFR 8% Other 4% Total 100% 1 For non - GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of N on - GAAP Disclosures” 62 bps 3 bps - 6 bps - 32 bps

12 Q4 2022 Noninterest Income and Noninterest Expense Adjusted noninterest income 1 decreased $ 1.1 million to $24.5 million for the quarter ended December 31, 2022 from $25.6 million in the prior quarter due to: • Decreases in the following noninterest income categories: • Mortgage banking income of $1.0 million due to a decline in mortgage origination volumes and lower gain on sales margins • Bank owned life insurance income of $796,000 due to the impact of the prior quarter’s mortality benefits • Other operating income of $1.7 million, primarily driven by equity method investment income declines, partially offset by increases in loan syndication, SBA 7a, and foreign exchange revenues, • Partially offset by increases in: • Loan - related interest rate swap fees of $1.6 million due to an increase in average deal size among swaps executed in the current quarter Adjusted noninterest expense 1 of $97.4 million for the quarter ended December 31, 2022 decreased slightly from the prior quarter. Notable noninterest expense activity in the fourth quarter of 2022 included: • Increased variable incentive compensation and profit - sharing expenses • Refunds of prior period FDIC assessment expenses • The write - down of obsolete software • Professional services increases related to strategic projects • A gain related to the sale/leaseback of an office building • Costs related to the closure of five branches expected to close in the first quarter of 2023 and other restructuring expenses 1 For non - GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of N on - GAAP Disclosures” Noninterest Income ($ thousands) 4Q2022 3Q2022 Service charges on deposit accounts $ 7,631 $ 6,784 Other service charges, commissions and fees 1,631 1,770 Interchange fees 2,571 2,461 Fiduciary and asset management fees 4,085 4,134 Mortgage banking income 379 1,390 Bank owned life insurance income 2,649 3,445 Loan-related interest rate swap fees 3,664 2,050 Other operating income 1,890 3,550 Total noninterest income $ 24,500 $ 25,584 Less: Loss on sale of securities (1) - Total adjusted operating noninterest income (non-GAAP) $ 24,501 $ 25,584 Noninterest Expense ($ thousands) 4Q2022 3Q2022 Salaries and benefits $ 58,723 $ 56,600 Occupancy expenses 6,328 6,408 Furniture and equipment expenses 3,978 3,673 Technology and data processing 9,442 8,273 Professional services 4,456 3,504 Marketing and advertising expense 2,228 2,343 FDIC assessment premiums and other insurance 1,896 3,094 Franchise and other taxes 4,500 4,507 Loan-related expenses 1,356 1,575 Amortization of intangible assets 2,381 2,480 Other expenses 4,502 7,466 Total noninterest expenses $ 99,790 $ 99,923 Less: Amortization of intangible assets 2,381 2,480 Total adjusted operating noninterest expense (non-GAAP) $ 97,409 $ 97,443

13 Q4 2022 Loan and Deposit Growth • At December 31, 2022, loans held for investment totaled $14.4 billion, an increase of $530.4 million or 15.1% (annualized) from the prior quarter driven by increases in commercial loan balances ex PPP of $478.2 million and increases in consumer loan balances of $57.1 million, partially offset by a decrease of $4.9 million in PPP loans during the fourth quarter. • Excluding PPP loans, total loans 1 increased by $535.3 million or ~15.3% (annualized) • Commercial loans increased by 16.2 % (annualized), primarily driven by increases in both new loan production and utilization of commercial and industrial lines and commercial real estate – non - owner occupied loans. • Consumer loans balances increased by 10.2% (annualized), driven by growth in residential 1 - 4 family consumer loans and auto loans. • Average loan yields increased 70 basis points during the quarter primarily reflecting the impact of rising short term market interest rates. • Total deposits decreased by $614.5 million or ~ 14.7 % (annualized) • Demand deposits decreased by $407.7 million and interest checking balances decreased by $167.8 million. • Transaction accounts comprised 57% of total deposit balances at the end of the fourth quarter, down from 58% in the prior quarter. • The cost of deposits increased by 35 basis points compared to the prior quarter, primarily due to the increase in rising market interest rates and competitive market pressure. For non - GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non - GAAP Disclosures” Loan Growth ($ thousands) 4Q2022 3Q2022 QTD Annualized Growth Commercial & Industrial, ex PPP $ 2,976,063 $ 2,696,901 41.1% Commercial real estate - owner occupied 1,982,608 1,953,872 5.8% Other Commercial, ex PPP 773,829 755,835 9.4% Total Commercial & Industrial 5,732,500 5,406,608 23.9% Commercial real estate - non-owner occupied 3,996,130 3,900,325 9.7% Construction and land development 1,101,260 1,068,201 12.3% Multifamily real estate 802,923 774,970 14.3% Residential 1-4 Family - Commercial 538,063 542,612 (3.3%) Total CRE & Construction 6,438,376 6,286,108 9.6% Total Commercial Loans, ex PPP 12,170,876 11,692,716 16.2% Residential 1-4 Family - Consumer 940,275 891,353 21.8% Residential 1-4 Family - Revolving 585,184 588,452 (2.2%) Auto 592,976 561,277 22.4% Consumer - including 3rd Party Consumer 152,545 172,776 (46.5%) Total Consumer Loans 2,270,980 2,213,858 10.2% Total Loans Held for Investment, ex PPP 1 $ 14,441,856 $ 13,906,574 15.3% PPP Loans, net of deferred fees and costs 7,286 12,146 (158.7%) Total Loans Held for Investment $ 14,449,142 $ 13,918,720 15.1% Average Loan Yield 4.90% 4.20% Deposit Growth ($ thousands) 4Q2022 3Q2022 QTD Annualized Growth Interest checking accounts $ 4,186,505 $ 4,354,351 (15.3%) Money market accounts 3,922,536 3,962,473 (4.0%) Savings accounts 1,130,899 1,173,566 (14.4%) Time deposits of $250,000 and over 405,060 415,984 (10.4%) Other time deposits 1,403,438 1,348,904 16.0% Total Time deposits 1,808,498 1,764,888 9.8% Total interest-bearing deposits 11,048,438 11,255,278 (7.3%) Demand deposits 4,883,239 5,290,938 (30.6%) Total deposits $ 15,931,677 $ 16,546,216 (14.7%) Average Cost of Deposits 0.72% 0.37% Loan to Deposit Ratio 90.7% 84.1%

14 Strong Capital Position at December 31, 2022 Capital Ratio Regulatory Well Capitalized Atlantic Union Bankshares* Atlantic Union Bank* Common Equity Tier 1 Ratio (CET1) 7.0% 10.0% 12.8% Tier 1 Capital Ratio 8.5% 10.9% 12.8% Total Risk Based Capital Ratio 10.5% 13.7% 13.3% Leverage Ratio 5.0% 9.4% 11.0% Tangible Equity to Tangible Assets ( non - GAAP) 2 - 7.3% 8.8% Tangible Common Equity Ratio (non - GAAP) 2 - 6.4% 8.8% Figures may not foot due to rounding 2) For non - GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non - GAAP Disclosures” Capital Management Strategy Atlantic Union capital management objectives are to: • Maintain designation as a “well capitalized” institution. • Ensure capital levels are commensurate with the Company’s risk profile, capital stress test projections, and strategic plan objectives. • The Company’s capital ratios are well above regulatory well capitalized levels as of 12/31/2022. Capital Management Actions • During the fourth quarter, the Company paid dividends of $171.88 per outstanding share of Series A Preferred Stock and $0.30 per common share which is the same as the prior quarter’s and a 7% increase from the prior year’s dividend. Quarterly Roll Forward Common Equity Tier 1 Ratio Tangible Common Equity Ratio Tangible Book Value per Share At 9/30/22 9.96% 6.11% $15.61 Pre - Provision Net Income 0.43% 0.37% 0.98 After - Tax Provision - 0.03% - 0.03% (0.07) Common Dividends (1) - 0.13% - 0.11% (0.30) AOCI --- 0.22% 0.59 Goodwill & Intangibles 0.01% 0.01% 0.03 Other 0.02% 0.01% 0.03 Asset Growth - 0.31% - 0.16% --- At 12/31/22 – Reported 9.95% 6.43% $16.87 AOCI Total Impact --- 2.14% 5.63 At 12/31/22 – ex AOCI 2 9.95% 8.57% $22.50 (1) 30 cents per share *Capital information presented herein is based on estimates and subject to change pending the Company’s filing of its regulat or y reports

15 Top - Tier Financial Targets Committed to top - tier financial performance 1.3 % – 1.5 % Return on Assets ≤ 51 % (1) Efficiency Ratio (FTE) Atlantic Union is committed to achieving top tier financial performance and providing our shareholders with above average returns on their investment regardless of the operating environment Key financial performance operating metrics benchmarked against top quartile peers 15 (1 ) includes the approximately 2.4% efficiency ratio impact of the Virginia franchise tax expense (vs. state income tax). We expect to achieve these financial targets for the Full Year 2023 18 % – 20 % Return on Tangible Common Equity

16 Financial Outlook 1 1 Key Economic Assumptions • Stabilizing Interest Rate environment • The Federal Reserve Bank fed funds rate increases to 5.0% • Mild recession in 2023 • Expect relatively stable economy in AUB’s Virginia footprint in 2023 • Expect Virginia unemployment rate to remain low in 2023 Full Year 2023 Targets versus FY 2022 Loan Growth ~6% - 8% Net Interest Income (FTE) Growth ~13% – 15% Net Interest Margin (FTE) ~3.70% – 3.75% Noninterest Income Mid - single digits decline Noninterest Expense Mid - single digits growth Positive Operating Leverage Revenue Growth: Low teens Operating Expense Growth: M id - single digits Credit Outlook ACL to loans: ~85 – 90 basis points Net charge - off ratio: ~10 basis points 1) Information on this slide is presented as of January 24, 2023, reflects the Company’s updated financial outlook, certain o f t he company’s financial targets, and key economic assumptions, and will not be updated or affirmed unless and until the Company publicly announces such an update or affirmation. The FY 2023 financial targets and the key economic assumptions contain forward - looking statements and actual results or conditions may differ materially. See the information set forth below the head ing “Forward Looking Statements” on slide 2 of this presentation.

17 Appendix

18 Reconciliation of Non - GAAP Disclosures The Company has provided supplemental performance measures on a tax - equivalent, tangible, operating, adjusted, or pre - tax pre - pr ovision basis. These non - GAAP financial measures are a supplement to GAAP, which is used to prepare the Company’s financial statements, and sho uld not be considered in isolation or as a substitute for comparable measures calculated in accordance with GAAP. In addition, the Compa ny’ s non - GAAP financial measures may not be comparable to non - GAAP financial measures of other companies. The Company uses the non - GAAP financ ial measures discussed herein in its analysis of the Company’s performance. The Company’s management believes that these non - GAAP fi nancial measures provide additional understanding of ongoing operations, enhance comparability of results of operations with prior pe rio ds and show the effects of significant gains and charges in the periods presented without the impact of items or events that may obscure tren ds in the Company’s underlying performance.

19 Reconciliation of Non - GAAP Disclosures Adjusted operating measures exclude the losses related to balance sheet repositioning (principally composed of losses on debt extinguishment), gains or losses on sale of securities, gains on the sale of Visa, Inc. Class B common stock, gain on the sale of Dixon, Hubard, Feinour & Brown, Inc. (“DHFB”), as well as strategic branch closure initiatives and related facility consolidation costs (principally composed of real estate, leases and other assets write downs, as well as severance and expense reduction initiatives). The Company believes these non - GAAP adjusted measures provide investors with important information about the continuing economic results of the organization’s operations. Prior periods reflect adjustments for previously announced strategic branch closure and expense reduction initiatives. Net interest income (FTE) and total adjusted revenue (FTE), which are used in computing net interest margin (FTE), efficiency ratio (FTE) and adjusted operating efficiency ratio (FTE), respectively, provide valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax treatment of interest income sources. The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing yield on earning assets. Interest expense and the related cost of interest - bearing liabilities and cost of funds ratios are not affected by the FTE components. The adjusted operating efficiency ratio (FTE) excludes the amortization of intangible assets, gains or losses on sale of securities, gains on the sale of Visa, Inc. Class B common stock, gain on the sale of DHFB, losses related to balance sheet repositioning (principally composed of losses on debt extinguishment), as well as strategic branch closure initiatives and related facility consolidation costs. This measure is similar to the measure utilized by the Company when analyzing corporate performance and is also similar to the measure utilized for incentive compensation. The Company believes this adjusted measure provides investors with important information about the combined economic results of the organization’s operations. Prior periods reflect adjustments for previously announced strategic branch closure and expense reduction initiatives. The Company believes excluding PPP accretion interest income and fees from operating earnings is useful to investors as it provides more clarity on the Company’s non - PPP related income. Also presented is a computation of the pre - PPP adjusted operating leverage ratio (non - GAAP) which is the period to period percentage change in pre - PPP total adjusted revenue on a taxable - equivalent basis (non - GAAP) less the percentage change in adjusted operating noninterest expense (non - GAAP). (Dollars in thousands, except per share amounts) 4Q2022 3Q2022 2022 2021 QoQ YoY Net Income (GAAP) 70,524 $ 58,070 $ 234,510 $ 263,917 $ Plus: Net losses related to balance sheet repositioning, net of tax - - - 11,609 Plus: Branch closing and facility consolidation costs, net of tax - - 4,351 13,775 Less: (Loss) gain on sale of securities, net of tax (1) - (2) 69 Less: Gain on Visa, Inc. Class B common stock, net of tax - - - 4,058 Less: Gain on sale of DHFB, net of tax - - 7,984 - Adjusted operating earnings (non-GAAP) 70,525 $ 58,070 $ 230,879 $ 285,174 $ Less: Dividends on preferred stock 2,967 2,967 11,868 11,868 Adjusted operating earnings available to common shareholders (non-GAAP) 67,558 $ 55,103 $ 219,011 $ 273,306 $ Weighted average common shares outstanding, diluted 74,713,972 74,705,054 74,953,398 77,417,801 EPS available to common shareholders, diluted (GAAP) 0.90 $ 0.74 $ 2.97 $ 3.26 $ Adjusted operating EPS available to common shareholders (non-GAAP) 0.90 $ 0.74 $ 2.92 $ 3.53 $ Noninterest expense (GAAP) 99,790 $ 99,923 $ 403,802 $ 419,195 $ (0.13%) (3.67%) Less: Amortization of intangible assets 2,381 2,480 10,815 13,904 Less: Losses related to balance sheet repositioning - - - 14,695 Less: Branch closing and facility consolidation costs - - 5,508 17,437 Adjusted operating noninterest expense (non-GAAP) 97,409 $ 97,443 $ 387,479 $ 373,159 $ (0.03%) 3.84% Noninterest income (GAAP) 24,500 $ 25,584 $ 118,523 $ 125,806 $ Less: (Loss) gain on sale of securities (1) - (3) 87 Less: Gain on sale of DHFB - - 9,082 - Less: Gain on Visa, Inc. Class B common stock - - - 5,137 Adjusted operating noninterest income (non-GAAP) 24,501 $ 25,584 $ 109,444 $ 120,582 $ Net interest income (GAAP) 163,848 $ 150,715 $ 584,261 $ 551,260 $ Noninterest income (GAAP) 24,500 25,584 118,523 125,806 Total revenue (GAAP) 188,348 $ 176,299 $ 702,784 $ 677,066 $ 6.83% 3.80% Net interest income (FTE) (non-GAAP) 167,966 $ 154,557 $ 599,134 $ 563,851 $ Adjusted operating noninterest income (non-GAAP) 24,501 25,584 109,444 120,582 Total adjusted revenue (FTE) (non-GAAP) 192,467 180,141 708,578 684,433 6.84% 3.53% Less: PPP accretion interest income and fees 20 454 4,806 48,218 Pre-PPP total adjusted revenue (FTE) (non-GAAP) 192,447 $ 179,687 $ 703,772 $ 636,215 $ 7.10% 10.62% Operating leverage ratio (GAAP) 6.97% 7.47% Pre-PPP adjusted operating leverage ratio (non-GAAP) 7.14% 6.78% Efficiency ratio (GAAP) 52.98% 56.68% 57.46% 61.91% Efficiency ratio FTE (non-GAAP) 51.85% 55.47% 56.27% 60.78% Adjusted operating efficiency ratio (FTE) (non-GAAP) 50.61% 54.09% 54.68% 54.52% % Change ADJUSTED OPERATING EARNINGS, OPERATING LEVERAGE, AND EFFICIENCY RATIO For the three months ended For the year ended December 31,

20 Reconciliation of Non - GAAP Disclosures Net interest income (FTE), total revenue (FTE), and total adjusted revenue (FTE), which are used in computing net interest margin (FTE), efficiency ratio (FTE) and adjusted operating efficiency ratio (FTE), respectively, provide valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax treatment of interest income sources. The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing yield on earning assets. Interest expense and the related cost of interest - bearing liabilities and cost of funds ratios are not affected by the FTE components. (Dollars in thousands) 4Q2022 3Q2022 2022 2021 Net interest income (GAAP) 163,848 $ 150,715 $ 584,261 $ 551,260 $ FTE adjustment 4,118 3,842 14,873 12,591 Net interest income (FTE) (non-GAAP) 167,966 $ 154,557 $ 599,134 $ 563,851 $ Noninterest income (GAAP) 24,500 25,584 118,523 125,806 Total revenue (FTE) (non-GAAP) 192,466 $ 180,141 $ 717,657 $ 689,657 $ Average earning assets 18,000,596 $ 17,879,222 $ 17,853,216 $ 17,903,671 $ Net interest margin (GAAP) 3.61% 3.34% 3.27% 3.08% Net interest margin (FTE) 3.70% 3.43% 3.36% 3.15% NET INTEREST MARGIN For the years ended December 31, For the three months ended

21 Reconciliation of Non - GAAP Disclosures Tangible assets and tangible common equity are used in the calculation of certain profitability, capital, and per share ratios. The Company believes tangible assets, tangible common equity and the related ratios are meaningful measures of capital adequacy because they provide a meaningful base for period - to - period and company - to - company comparisons, which the Company believes will assist investors in assessing the capital of the Company and its ability to absorb potential losses. The Company believes tangible common equity is an important indication of its ability to grow organically and through business combinations, as well as its ability to pay dividends and to engage in various capital management strategies. (Dollars in thousands, except share data) Atlantic Union Bankshares Atlantic Union Bank Tangible Assets Ending Assets (GAAP) 20,461,138 $ 20,336,762 $ Less: Ending goodwill 925,211 925,211 Less: Ending amortizable intangibles 26,761 26,761 Amortizable intangibles, net Ending tangible assets (non-GAAP) 19,509,166 $ 19,384,790 $ Tangible Common Equity Total stockholders' equity Ending equity (GAAP) 2,372,737 $ 2,666,428 $ Less: Ending goodwill 925,211 925,211 Less: Ending amortizable intangibles 26,761 26,761 Less: Perpetual preferred stock 166,357 - Ending tangible common equity (non-GAAP) 1,254,408 $ 1,714,456 $ Accumulated other comprehensive loss (AOCI) (418,286) Common shares outstanding at end of period 74,712,622 Stockholders' equity Average equity (GAAP) 2,321,208 $ 2,607,050 $ Less: Average goodwill Less: Average goodwill 925,211 925,211 Less: Average amortizable intangibles Less: Average amortizable intangibles 27,909 27,909 Less: Average perpetual preferred stock Less: Average perpetual preferred stock 166,356 - Average tangible common equity (non-GAAP) 1,201,732 $ 1,653,930 $ Less: Perpetual preferred stock Common equity to total assets (GAAP) 10.8% 13.1% Tangible equity to tangible assets (non-GAAP) 7.3% 8.8% Tangible common equity to tangible assets (non-GAAP) 6.4% 8.8% Tangible common equity to tangible assets ex AOCI (non-GAAP) 1 8.6% Book Value per Common Share Book value per common share (GAAP) 29.68 $ Tangible Book Value per Share Tangible book value per common share (non-GAAP) 16.87 $ Tangible book value per common share ex AOCI (non-GAAP) 1 22.50 $ Leverage Ratio Tier 1 Capital 1,850,444 $ 2,154,595 $ Total average assets for leverage ratio 19,653,449 $ 19,547,089 $ Leverage Ratio 9.4% 11.0% 1 Calculation excludes the impact of 372,105 unvested restricted stock awards (RSAs) outstanding as of December 31, 2022 TANGIBLE ASSETS, TANGIBLE COMMON EQUITY, AND LEVERAGE RATIO As of December 31, 2022

22 Reconciliation of Non - GAAP Disclosures Tangible assets and tangible common equity are used in the calculation of certain profitability, capital, and per share ratios. The Company believes tangible assets, tangible common equity and the related ratios are meaningful measures of capital adequacy because they provide a meaningful base for period - to - period and company - to - company comparisons, which the Company believes will assist investors in assessing the capital of the Company and its ability to absorb potential losses. The Company believes tangible common equity is an important indication of its ability to grow organically and through business combinations as well as its ability to pay dividends and to engage in various capital management strategies. The Company believes that ROTCE is a meaningful supplement to GAAP financial measures and useful to investors because it measures the performance of a business consistently across time without regard to whether components of the business were acquired or developed internally. Adjusted operating measures exclude the losses related to balance sheet repositioning (principally composed of losses on debt extinguishment), gains or losses on sale of securities, gains on the sale of Visa, Inc. Class B common stock, gain on the sale of Dixon, Hubard, Feinour & Brown, Inc. (“DHFB”), as well as strategic branch closure initiatives and related facility consolidation costs (principally composed of real estate, leases and other assets write downs, as well as severance and expense reduction initiatives). The Company believes these non - GAAP adjusted measures provide investors with important information about the continuing economic results of the organization’s operations. Prior periods reflect adjustments for previously announced strategic branch closure and expense reduction initiatives. (Dollars in thousands, except per share amounts) 4Q2022 3Q2022 2022 2021 Return on average assets (ROA) Average assets 20,174,152 $ 19,980,500 $ 19,949,388 $ 19,977,551 $ ROA (GAAP) 1.39% 1.15% 1.18% 1.32% Adjusted operating ROA (non-GAAP) 1.39% 1.15% 1.16% 1.43% Return on average equity (ROE) Adjusted operating earnings available to common shareholders (non-GAAP) 67,558 $ 55,103 $ 219,011 $ 273,306 $ Plus: Amortization of intangibles, tax effected 1,881 1,959 8,544 10,984 Adjusted operating earnings available to common shareholders before amortization of intangibles (non-GAAP) 69,439 $ 57,062 $ 227,555 $ 284,290 $ Average common equity (GAAP) 2,321,208 $ 2,436,999 $ 2,465,049 $ 2,725,330 $ Less: Average goodwill 925,211 925,211 930,315 935,560 Less: Average amortizable intangibles 27,909 30,347 34,627 49,999 Less: Average perpetual preferred stock 166,356 166,356 166,356 166,356 Average tangible common equity (non-GAAP) 1,201,732 $ 1,315,085 $ 1,333,751 $ 1,573,415 $ ROE (GAAP) 12.05% 9.45% 9.51% 9.68% Return on tangible common equity (ROTCE) Net Income available to common shareholders (GAAP) 67,557 $ 55,103 $ 222,642 $ 252,049 $ Plus: Amortization of intangibles, tax effected 1,881 1,959 8,544 10,984 Net Income available to common shareholders before amortization of intangibles (non-GAAP) 69,438 $ 57,062 $ 231,186 $ 263,033 $ ROTCE 22.92% 17.21% 17.33% 16.72% Adjusted operating ROTCE (non-GAAP) 22.92% 17.21% 17.06% 18.07% For the three months ended OPERATING MEASURES For the years ended December 31,

23 Reconciliation of Non - GAAP Disclosures Pre - tax pre - provision adjusted earnings excludes the provision for credit losses, which can fluctuate significantly from period - to - period under the CECL methodology, income tax expense, losses related to balance sheet repositioning (principally composed of losses on debt extinguishment), gains or losses on sale of securities, gains on the sale of Visa, Inc. Class B common stock, gain on the sale of DHFB, as well as strategic branch closure initiatives and related facility consolidation costs. The Company believes this adjusted measure provides investors with important information about the combined economic results of the Company’s operations. Prior periods reflect adjustments for previously announced strategic branch closure and expense reduction initiatives. The Company believes excluding PPP accretion interest income and fees from operating earnings is useful to investors as it provides more clarity on the Company’s non - PPP related income. (Dollars in thousands, except per share amounts) 4Q2022 3Q2022 2022 2021 Net income (GAAP) 70,524 $ 58,070 $ 234,510 $ 263,917 $ Plus: Provision for credit losses 6,257 6,412 19,028 (60,888) Plus: Income tax expense 11,777 11,894 45,444 54,842 Plus: Net loss related to balance sheet repositioning - - - 14,695 Plus: Branch closing and facility consolidation costs - - 5,508 17,437 Less: (Loss) gain on sale of securities (1) - (3) 87 Less: Gain on sale of DHFB - - 9,082 - Less: Gain on Visa, Inc. Class B common stock - - - 5,137 PTPP adjusted operating earnings (non-GAAP) 88,559 76,376 295,411 284,779 Less: Dividends on preferred stock 2,967 2,967 11,868 11,868 PTPP adjusted operating earnings available to common shareholders (non-GAAP) 85,592 $ 73,409 $ 283,543 $ 272,911 $ PTPP adjusted operating earnings (non-GAAP) 88,559 76,376 295,411 284,779 Less: PPP accretion interest income and fees 20 454 4,806 48,218 Pre-PPP PTPP adjusted operating earnings (non-GAAP) 88,539 $ 75,922 $ 290,605 $ 236,561 $ For the three months ended PRE-TAX PRE-PROVISION ADJUSTED OPERATING EARNINGS For the years ended December 31,

24 Reconciliation of Non - GAAP Disclosures PPP adjustment impact excludes the unforgiven portion of PPP loans. The Company believes loans held for investment (net of deferred fees and costs), excluding PPP is useful to investors as it provides more clarity on the Company’s organic growth. The Company also believes that the related non - GAAP financial measures of past due loans still accruing interest as a percentage of total loans held for investment (net of deferred fees and costs), excluding PPP, are useful to investors as loans originated under the PPP carry an SBA guarantee. The Company believes that the ALLL as a percentage of loans held for investment (net of deferred fees and costs), excluding PPP, is useful to investors because of the size of the Company’s PPP originations and the impact of the embedded credit enhancement provided by the SBA guarantee. (Dollars in thousands) As of December 31, 2022 As of September 30, 2022 As of December 31, 2021 Allowance for loan and lease losses (ALLL) 110,768 $ 108,009 $ 99,787 $ Reserve for unfunded commitment (RUC) 13,675 11,000 8,000 Allowance for credit losses (ACL) 124,443 $ 119,009 $ 107,787 $ Loans held for investment (net of deferred fees and costs)(GAAP) 14,449,142 $ 13,918,720 $ 13,195,843 $ Less: PPP loans (net of deferred fees and costs) 7,286 12,146 150,363 Total adjusted loans (non-GAAP) 14,441,856 $ 13,906,574 $ 13,045,480 $ Average loans held for investment (net of deferred fees and costs)(GAAP) 14,117,433 $ 13,733,447 $ 13,082,412 $ Less: Average PPP loans (net of deferred fees and costs) 8,217 14,280 288,204 Total adjusted average loans (non-GAAP) 14,109,216 $ 13,719,167 $ 12,794,208 $ Annualized loan growth - QTD (GAAP) 15.12% Annualized loan growth, excluding PPP - QTD (non-GAAP) 15.27% ALLL to total loans held for investment (GAAP) 0.77% 0.78% 0.76% ALLL to total adjusted loans held for investment, excluding PPP (non-GAAP) 0.77% 0.78% 0.76% ACL to total loans held for investment (GAAP) 0.86% 0.86% 0.82% ACL to total adjusted loans held for investment, excluding PPP (non-GAAP) 0.86% 0.86% 0.83% ALLOWANCE FOR CREDIT LOSS RATIOS AND TOTAL ADJUSTED LOANS