8-K

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): October 25, 2023

PROSPERITY BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Texas	001-35388	74-2331986
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4295 San Felipe

Houston, Texas 77027

(Address of principal executive offices including zip code)

Registrant's telephone number, including area code: (281) 269-7199

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 $1.00 per share	PB	New York Stock Exchange, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 October 25, 2023, Prosperity Bancshares, Inc. publicly disseminated a press release announcing its financial results for the third quarter ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

As provided in General Instruction B.2 to Form 8-K, the information furnished in Item 2.02 and Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits. The following is furnished as an exhibit to this Current Report on Form 8-K:

Exhibit Number	Description of Exhibit
99.1	Press Release issued by Prosperity Bancshares, Inc. dated October 25, 2023.
104	Cover Page Interactive Data File (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.

	PROSPERITY BANCSHARES, INC. (Registrant)
Dated: October 25, 2023	By:	/s/ Charlotte M. Rasche
		Charlotte M. Rasche
		Executive Vice President and General Counsel

EX-99.1

Exhibit 99.1

PRESS RELEASE	For more information contact:
Prosperity Bancshares, Inc.®	Cullen Zalman
Prosperity Bank Plaza	Senior Vice President – Banking and Corporate Activities
4295 San Felipe	281.269.7199
Houston, Texas 77027	cullen.zalman@prosperitybankusa.com

FOR IMMEDIATE RELEASE

PROSPERITY BANCSHARES, INC.®

REPORTS THIRD QUARTER

2023 EARNINGS

•Board approved increase in dividend of 1.82% to $0.56 for the fourth quarter 2023, representing the 20th annual increase with a compounded annual growth rate of 11.5%

•Net income of $112.2 million and diluted earnings per share of $1.20 for third quarter 2023

•Deposits, excluding public funds deposits, increased $259.9 million during third quarter 2023, with no brokered deposits purchased

•Noninterest-bearing deposits of $10.3 billion, representing 37.6% of total deposits

•Loans, excluding Warehouse Purchase Program loans and loans acquired in the Merger, increased $111.1 million during third quarter 2023

•Net interest margin was stable at 2.72%, a 1 basis point decrease from second quarter 2023

•Nonperforming assets remain low at 0.20% of third quarter average interest-earning assets

•Pending merger of Lone Star State Bancshares, Inc., Lubbock, Texas

HOUSTON, October 25, 2023. Prosperity Bancshares, Inc.® (NYSE: PB), the parent company of Prosperity Bank® (collectively, “Prosperity”), reported net income of $112.2 million for the quarter ended September 30, 2023 compared with $135.8 million for the same period in 2022. Net income per diluted common share was $1.20 for the quarter ended September 30, 2023 compared with $1.49 for the same period in 2022. Additionally, loans, excluding Warehouse Purchase Program loans and loans acquired in the merger of First Bancshares of Texas, Inc. (“First Bancshares”) into Prosperity Bancshares, increased $111.1 million during the third quarter of 2023. The annualized return on third quarter average assets was 1.13%. Nonperforming assets remain low at 0.20% of third quarter average interest-earning assets. On May 1, 2023, First Bancshares merged with Prosperity Bancshares and FirstCapital Bank of Texas, N.A. (“FirstCapital Bank”) merged with Prosperity Bank (collectively, the “Merger”).

“I am pleased to announce that the Board of Directors approved raising the fourth quarter 2023 dividend to $0.56 per share from $0.55 per share that was paid in the prior four quarters. The increase reflects the continued confidence the Board has in our company and our markets. The compounded annual growth rate in dividends declared from 2003 - 2023 was 11.5%,” said David Zalman, Prosperity’s Senior Chairman and Chief Executive Officer.

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(1)Refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

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“We continue to share our success with our shareholders through the payment of dividends and opportunistic stock repurchases, while also continuing to grow our capital. Our tangible capital increased $243 million from September 30, 2022 to September 30, 2023. This is the amount Prosperity retained after paying $203 million in dividends and repurchasing $72 million of our common stock during this period, reflecting Prosperity’s stable earnings,” added Zalman.

“After a more challenging time in the first quarter 2023 due to the large bank failures outside of Prosperity's markets, Prosperity’s deposits stabilized during the third quarter. Total deposits, excluding Public Funds, increased $260 million during the third quarter and our noninterest-bearing deposits represented a strong 37.6% of total deposits. Importantly, this was achieved without the purchase of any brokered deposits,” continued Zalman.

“Interest rates have continued to increase and there are signs of the economy slowing and overall loan growth moderating as intended by the Federal Reserve’s actions. Prosperity’s asset quality remains sound, while our allowance for credit losses on loans and off-balance sheet credit exposures was $388 million as of September 30, 2023,” stated Zalman.

“Although there are signs of a slowdown, we believe the overall economy is still in fairly good shape, and we are excited for our future. Thank you to all our customers, shareholders, directors and associates for all your support,” concluded Zalman.

Results of Operations for the Three Months Ended September 30, 2023

Net income was $112.2 million(2) for the three months ended September 30, 2023 compared with $86.9 million(3) for the three months ended June 30, 2023. The change was primarily due to higher net interest income, no provision for credit losses and lower merger related expenses. Net income per diluted common share was $1.20 for the three months ended September 30, 2023 compared with $0.94 for the three months ended June 30, 2023. Net income and net income per diluted common share for the second quarter of 2023 was impacted by merger related provision for credit losses of $18.5 million and merger related expenses of $12.9 million. Net income was $112.2 million(2) for the three months ended September 30, 2023 compared with $135.8 million(4) for the same period in 2022. The change was primarily due to an increase in interest expense and noninterest expense, partially offset by increases in loan interest income and noninterest income. Net income per diluted common share was $1.20 for the three months ended September 30, 2023 compared with $1.49 for the same period in 2022. Annualized returns on average assets, average common equity and average tangible common equity for the three months ended September 30, 2023 were 1.13%, 6.39% and 12.58%(1), respectively. Prosperity’s efficiency ratio (excluding net gains and losses on the sale or write down of assets and securities) was 48.74%(1) for the three months ended September 30, 2023; and excluding merger related expenses, the efficiency ratio was 48.35%(1).

Net interest income before provision for credit losses was $239.5 million for the three months ended September 30, 2023 compared with $236.5 million for the three months ended June 30, 2023, an increase of $3.1 million or 1.3%. Net interest income before provision for credit losses decreased $21.2 million or 8.1% to $239.5 million for the three months ended September 30, 2023 compared with $260.7 million for the same period in 2022. The change was primarily due to an increase in the average balances and average rates on borrowings and an increase in the average rates on interest-bearing deposits, partially offset by an increase in the average balances and average rates on loans.

The net interest margin on a tax equivalent basis was 2.72% for the three months ended September 30, 2023 compared with 2.73% for the three months ended June 30, 2023. The net interest margin on a tax equivalent basis was 2.72% for the three months ended September 30, 2023 compared with 3.11% for the same period in 2022. The change was primarily due to an increase in the average balances and average rates on borrowings and an increase in the average rates on interest-bearing deposits, partially offset by an increase in the average balances and average rates on loans held for investment.

Noninterest income was $38.7 million for the three months ended September 30, 2023 compared with $39.7 million for the three months ended June 30, 2023, a decrease of $945 thousand or 2.4%. Noninterest income increased $4.1 million or 11.7% to $38.7 million for the three months ended September 30, 2023 compared with $34.7 million for the same period in 2022, primarily due to increases in other noninterest income, bank owned life insurance income, mortgage income and debit card fee income.

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(2)Includes purchase accounting adjustments of $2.5 million, net of tax, primarily comprised of loan discount accretion of $2.3 million, and merger related expenses of $1.1 million for the three months ended September 30, 2023.

(3)Includes purchase accounting adjustments of $2.4 million, net of tax, primarily comprised of loan discount accretion of $2.4 million, merger related provision for credit losses of $18.5 million and merger related expenses of $12.9 million for the three months ended June 30, 2023.

(4)Includes purchase accounting adjustments of $997 thousand, net of tax, primarily comprised of loan discount accretion of $1.2 million for the three months ended September 30, 2022.

(5)Includes purchase accounting adjustments of $5.6 million, net of tax, primarily comprised of loan discount accretion of $5.6 million, merger related provision for credit losses of $18.5 million and merger related expenses of $14.9 million for the nine months ended September 30, 2023.

(6)Includes purchase accounting adjustments of $5.2 million, net of tax, primarily comprised of loan discount accretion of $6.5 million for the nine months ended September 30, 2022.

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Noninterest expense was $135.7 million for the three months ended September 30, 2023 compared with $145.9 million for the three months ended June 30, 2023, a decrease of $10.2 million or 7.0% . The change was primarily due to the decrease in merger related expenses. Noninterest expense increased $13.4 million or 11.0% to $135.7 million for the three months ended September 30, 2023 compared with $122.2 million for the same period in 2022. The change was primarily due to the Merger.

Results of Operations for the Nine Months Ended September 30, 2023

Net income was $323.8 million(5) for the nine months ended September 30, 2023 compared with $386.6 million(6) for the same period in 2022. The change was primarily due to lower net interest income, merger related provision for credit losses of $18.5 million and merger related expenses of $14.9 million. Net income per diluted common share was $3.50 for the nine months ended September 30, 2023 compared with $4.22 for the same period in 2022, and was also impacted by merger related provision and expenses. Annualized returns on average assets, average common equity and average tangible common equity for the nine months ended September 30, 2023 were 1.11%, 6.25% and 12.17%(1), respectively. Excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax, annualized returns on average assets, average common equity and average tangible common equity for the nine months ended September 30, 2023 were 1.20%(1), 6.76%(1) and 13.16%(1), respectively. Prosperity’s efficiency ratio (excluding net gains and losses on the sale or write down of assets and securities) was 48.50%(1) for the nine months ended September 30, 2023. Excluding merger related expenses, the efficiency ratio was 46.72% (1).

Net interest income before provision for credit losses for the nine months ended September 30, 2023 was $719.5 million compared with $749.1 million for the same period in 2022, a decrease of $29.6 million or 4.0%. The change was primarily due to an increase in the average balances and average rates on other borrowings and an increase in the average rates on interest-bearing deposits, partially offset by increases in the average balances and average rates on loans held for investment and an increase in average rates on investment securities.

The net interest margin on a tax equivalent basis for the nine months ended September 30, 2023 was 2.79% compared with 2.99% for the same period in 2022. The change was primarily due to an increase in the average balances and average rates on other borrowings and an increase in average rates on interest-bearing deposits, partially offset by an increase in the average balances and average rates on loans held for investment and an increase in average rates on investment securities.

Noninterest income was $116.7 million for the nine months ended September 30, 2023 compared with $107.4 million for the same period in 2022, an increase of $9.3 million or8.7%, primarily due to the Merger.

Noninterest expense was $404.5 million for the nine months ended September 30, 2023 compared with $364.9 million for the same period in 2022, an increase of $39.6 million or 10.8%, primarily due to the Merger.

Balance Sheet Information

At September 30, 2023, Prosperity had $39.296 billion in total assets, an increase of $1.452 billion or 3.8%, compared with $37.844 billion at September 30, 2022.

Loans were $21.433 billion at September 30, 2023, a decrease of $221.2 million or 1.0% from $21.654 billion at June 30, 2023. Loans increased $2.926 billion or 15.8% compared with $18.506 billion at September 30, 2022. Loans, excluding Warehouse Purchase Program loans, were $20.520 billion at September 30, 2023 compared to $20.505 billion at June 30, 2023, an increase of $15.3 million, and compared to $17.584 billion at September 30, 2022, an increase of $2.937 billion or 16.7%.

Deposits were $27.313 billion at September 30, 2023, a decrease of $68.1 million or 0.2% compared with $27.381 billion at June 30, 2023. Deposits, excluding public funds deposits, were $24.945 billion at September 30, 2023 compared to $24.685 billion at June 30, 2023, an increase of $259.9 million. Deposits decreased $1.987 billion or 6.8%, compared with $29.300 billion at September 30, 2022, primarily due to a decrease in business deposits and public fund deposits, partially offset by an increase in Merger acquired deposits.

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The table below provides detail on the impact of loans acquired and deposits assumed in the Merger.

Balance Sheet Data (at period end)
(In thousands)
	Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Sep 30, 2022
	(Unaudited)		(Unaudited)		(Unaudited)		(Unaudited)		(Unaudited)
Loans acquired (including new production since acquisition date):
FirstCapital Bank	$	1,494,378	$	1,590,137	$	—	$	—	$	—
Prosperity - Warehouse Purchase Program loans		912,327		1,148,883		799,115		740,620		922,764
Prosperity - All other loans		19,026,008		18,914,926		18,535,244		18,099,207		17,583,524
Total loans	$	21,432,713	$	21,653,946	$	19,334,359	$	18,839,827	$	18,506,288
Deposits assumed (including new deposits since acquisition date):
FirstCapital Bank	$	1,625,691	$	1,481,831	$	—	$	—	$	—
All other deposits		25,687,109		25,899,055		27,004,236		28,533,531		29,300,095
Total deposits	$	27,312,800	$	27,380,886	$	27,004,236	$	28,533,531	$	29,300,095

Excluding loans acquired in the Merger and new production by the acquired lending operations since May 1, 2023, loans at September 30, 2023 decreased $125.5 million or 0.6% compared with June 30, 2023 and grew $1.432 billion or 7.7% compared with September 30, 2022. Excluding loans acquired in the Merger and new production by the acquired lending operations since May 1, 2023 and Warehouse Purchase Program loans, loans at September 30, 2023 grew $111.1 million or 0.6% (2.3% annualized) compared with June 30, 2023 and $1.442 billion or 8.2% compared with September 30, 2022.

Excluding deposits assumed in the Merger and new deposits generated at the acquired banking centers since May 1, 2023, deposits at September 30, 2023 decreased by $211.9 million or 0.8% compared with June 30, 2023 and decreased by $3.613 billion or 12.3% compared with September 30, 2022.

Asset Quality

Nonperforming assets totaled $69.5 million or 0.20% of quarterly average interest-earning assets at September 30, 2023 compared with $62.7 million or 0.18% of quarterly average interest-earning assets at June 30, 2023 and $19.9 million or 0.06% of quarterly average interest-earning assets at September 30, 2022. The increase during 2023 was primarily due to the Merger and an increase in other real estate.

The allowance for credit losses on loans and off-balance sheet credit exposures was $388.0 million at September 30, 2023 compared with $312.1 million at September 30, 2022 and $381.7 million at June 30, 2023. There was no provision for credit losses for the three months ended September 30, 2023 and a provision for credit losses of $18.5 million for the nine months ended September 30, 2023 compared to no provision for credit losses for the three and nine months ended September 30, 2022. As a result of the loans acquired in the Merger, the nine months ended September 30, 2023 included a $12.0 million provision for credit losses on loans and a $6.5 million provision for credit losses on off-balance sheet credit exposures.

The allowance for credit losses on loans was $351.5 million or 1.64% of total loans at September 30, 2023 compared with $282.2 million or 1.52% of total loans at September 30, 2022 and $345.2 million or 1.59% of total loans at June 30, 2023. Excluding Warehouse Purchase Program loans, the allowance for credit losses on loans to total loans was 1.71%(1) at September 30, 2023 compared with 1.60%(1) at September 30, 2022 and 1.68%(1) at June 30, 2023.

Net charge-offs were $3.4 million for the three months ended September 30, 2023 compared with net charge-offs of $16.1 million for the three months ended June 30, 2023 and net charge-offs of $1.8 million for the three months ended September 30, 2022. Net charge-offs for the third quarter of 2023 included $298 thousand related to resolved purchased credit deteriorated (“PCD”) loans. Additionally, reserves on PCD loans increased by $9.7 million due to revised Day One accounting for PCD loans at the time of the Merger. Further, $12.5 million of reserves on resolved PCD loans was released to the general reserve.

Net charge-offs were $18.9 million for the nine months ended September 30, 2023 compared with $4.2 million for the nine months ended September 30, 2022. Net charge-offs for the nine months ended September 30, 2023 included $15.0 million related to one commercial real estate loan obtained in a previous merger. Additionally, reserves on PCD loans increased by $76.8 million due to the Merger and $16.2 million of reserves on resolved PCD loans was released to the general reserve.

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Dividend

Prosperity Bancshares declared a fourth quarter 2023 cash dividend of $0.56 per share to be paid on January 2, 2024, to all shareholders of record as of December 15, 2023, an increase of $0.01 per share, or 1.82%, from the prior quarter.

Stock Repurchase Program

On January 17, 2023, Prosperity Bancshares announced a stock repurchase program under which up to 5%, or approximately 4.6 million shares, of its outstanding common stock may be acquired over a one-year period expiring on January 17, 2024, at the discretion of management. Under its 2023 stock repurchase program, Prosperity Bancshares repurchased zero shares of its common stock during the three months ended September 30, 2023, and approximately 1.21 million shares of its common stock at an average weighted price of $59.88 per share during the nine months ended September 30, 2023.

Redemption of Outstanding Subordinated Notes

On September 18, 2023, $3.1 million in subordinated notes assumed in the Merger were redeemed. The redemption was funded by dividends from Prosperity Bank.

Merger of First Bancshares of Texas, Inc.

On May 1, 2023, Prosperity completed the merger of First Bancshares and its wholly owned subsidiary FirstCapital Bank, headquartered in Midland, Texas. FirstCapital Bank operated 16 full-service banking offices in six different markets in West, North and Central Texas areas, including its main office in Midland, and banking offices in Midland, Lubbock, Amarillo, Wichita Falls, Burkburnett, Byers, Henrietta, Dallas, Horseshoe Bay, Marble Falls and Fredericksburg, Texas.

Pursuant to the terms of the definitive agreement, Prosperity issued 3,583,370 shares of Prosperity common stock plus approximately $91.5 million in cash for all outstanding shares of First Bancshares. This resulted in goodwill of $164.8 million as of September 30, 2023, which was subject to subsequent fair value adjustments. During the second quarter of 2023, Prosperity completed the operational conversion of FirstCapital Bank.

Pending Merger of Lone Star State Bancshares, Inc.

On October 11, 2022, Prosperity Bancshares and Lone Star State Bancshares, Inc. (“Lone Star”) jointly announced the signing of a definitive merger agreement whereby Lone Star, the parent company of Lone Star State Bank of West Texas (“Lone Star Bank”) will merge with and into Prosperity. Lone Star Bank operates 5 banking offices in the West Texas area, including its main office in Lubbock, and 1 banking center in each of Brownfield, Midland, Odessa and Big Spring, Texas. As of September 30, 2023, Lone Star, on a consolidated basis, reported total assets of $1.270 billion, total loans of $1.095 billion and total deposits of $1.115 billion.

Under the terms of the merger agreement, Prosperity will issue 2,376,182 shares of Prosperity common stock plus $64.1 million in cash for all outstanding shares of Lone Star capital stock, subject to certain conditions and potential adjustments. Based on Prosperity’s closing price of $69.27 on October 7, 2022, the total consideration was valued at approximately $228.7 million. The transaction is subject to customary closing conditions, including the receipt of regulatory approvals. The shareholders of Lone Star approved the transaction on March 28, 2023.

Conference Call

Prosperity’s management team will host a conference call on Wednesday, October 25, 2023, at 11:30 a.m. Eastern Time (10:30 a.m. Central Time) to discuss Prosperity’s third quarter 2023 earnings. Individuals and investment professionals may participate in the call by dialing 877-885-0477 for domestic participants, or 412-902-6506 for international participants. The participant elite entry number is 0411202.

Alternatively, individuals may listen to the live webcast of the presentation by visiting Prosperity’s website at www.prosperitybankusa.com. The webcast may be accessed from Prosperity’s Investor Relations page by selecting “Presentations, Webcasts & Calls” from the menu and following the instructions.

Non-GAAP Financial Measures

Prosperity’s management uses certain non-GAAP financial measures to evaluate its performance. Specifically, Prosperity reviews return on average assets excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax; return on average common equity excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax; return on average tangible common equity; return on average tangible common equity excluding merger related provision for credit

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losses, net of tax, and merger related expenses, net of tax; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale or write down of assets and securities; and the efficiency ratio, excluding net gains and losses on the sale or write down of assets and securities and merger related expenses, for internal planning and forecasting purposes. Prosperity believes these non-GAAP financial measures provide information useful to investors in understanding Prosperity’s financial results and their presentation, together with the accompanying reconciliations, provides a more complete understanding of factors and trends affecting Prosperity’s business and allows investors to view performance in a manner similar to management, the entire financial services sector, bank stock analysts and bank regulators. Further, Prosperity believes that these non-GAAP financial measures provide useful information by excluding certain items that may not be indicative of its core operating earnings and business outlook. These non-GAAP financial measures should not be considered a substitute for, nor of greater importance than, GAAP basis financial measures and results; Prosperity strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. Please refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures.

Prosperity Bancshares, Inc. ®

As of September 30, 2023, Prosperity Bancshares, Inc.® is a $39.296 billion Houston, Texas based regional financial holding company providing personal banking services and investments to consumers and businesses throughout Texas and Oklahoma. Founded in 1983, Prosperity believes in a community banking philosophy, taking care of customers, businesses and communities in the areas it serves by providing financial solutions to simplify everyday financial needs. In addition to offering traditional deposit and loan products, Prosperity offers digital banking solutions, credit and debit cards, mortgage services, retail brokerage services, trust and wealth management, and treasury management.

Prosperity currently operates 285 full-service banking locations: 65 in the Houston area, including The Woodlands; 30 in the South Texas area including Corpus Christi and Victoria; 62 in the Dallas/Fort Worth area; 22 in the East Texas area; 32 in the Central Texas area including Austin and San Antonio; 44 in the West Texas area including Lubbock, Midland-Odessa, Abilene; Amarillo and Wichita Falls; 16 in the Bryan/College Station area, 6 in the Central Oklahoma area; 8 in the Tulsa, Oklahoma area.

Cautionary Notes on Forward-Looking Statements

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This release contains, and the remarks by Prosperity’s management on the conference call may contain, forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in other information released to the public. Such forward-looking statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as “aim,” “anticipate,” “believe,” “estimate,” “expect,” “goal,” “guidance,” “intend,” “is anticipated,” “is expected,” “is intended,” “objective,” “plan,” “projected,” “projection,” “will affect,” “will be,” “will continue,” “will decrease,” “will grow,” “will impact,” “will increase,” “will incur,” “will reduce,” “will remain,” “will result,” “would be,” variations of such words or phrases (including where the word “could,” “may,” or “would” is used rather than the word “will” in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. Forward-looking statements include all statements other than statements of historical fact, including forecasts or trends, and are based on current expectations, assumptions, estimates and projections about Prosperity Bancshares and its subsidiaries. These forward-looking statements may include information about Prosperity’s possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share and cash flows and Prosperity’s future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity’s loan portfolio and allowance for loan losses, changes in deposits, borrowings and the investment securities portfolio, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity’s future operations, future or proposed acquisitions, including the pending transaction with Lone Star, the future or expected effect of acquisitions on Prosperity’s operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of each of the proposed transactions, and statements about the assumptions underlying any such statement. These forward‑looking statements are not guarantees of future performance and are based on expectations and assumptions Prosperity currently believes to be valid. Because forward-looking statements relate to future results and occurrences, many of which are outside of Prosperity’s control, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. These risks and uncertainties include, but are not limited to whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks, including Lone Star; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and

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regulations (including changes in governmental interpretations of regulations and changes in accounting standards); the possibility that the anticipated benefits of an acquisition transaction, including the pending transaction with Lone Star, are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of two companies or as a result of the strength of the economy and competitive factors generally; a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity’s securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate, interest rate and commodity price fluctuations; and the effect, impact, potential duration or other implications of weather and climate-related events. Prosperity disclaims any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. These and various other factors are discussed in Prosperity’s Annual Report on Form 10-K for the year ended December 31, 2022, and other reports and statements Prosperity has filed with the Securities and Exchange Commission (“SEC”). Copies of the SEC filings for Prosperity may be downloaded from the Internet at no charge from http://www.prosperitybankusa.com.

Page 7

Bryan/College Station Area	Frisco-West	Rusk	Nederland	Texas Tech Student Union
Bryan	Garland	Seven Points	Needville
Bryan-29th Street	Grapevine	Teague	Rosenberg	Midland
Bryan-East	Grapevine Main	Tyler-Beckham	Shadow Creek	North
Bryan-North	Kiest	Tyler-South Broadway	Spring	Wadley
Caldwell	Lake Highlands	Tyler-University	Tomball	Wall Street
College Station	McKinney	Winnsboro	Waller	West
Crescent Point	McKinney Eldorado		West Columbia
Hearne	McKinney Redbud	Houston Area	Wharton	Odessa
Huntsville	North Carrolton	Houston	Winnie	Grandview
Madisonville	Park Cities	Aldine	Wirt	Grant
Navasota	Plano	Alief		Kermit Highway
New Waverly	Plano-West	Bellaire	South Texas Area -	Parkway
Rock Prairie	Preston Forest	Beltway	Corpus Christi
Southwest Parkway	Preston Parker	Clear Lake	Calallen	Wichita Falls
Tower Point	Preston Royal	Copperfield	Carmel	Cattlemans
Wellborn Road	Red Oak	Cypress	Northwest	Kell
	Richardson	Downtown	Saratoga
Central Texas Area	Richardson-West	Eastex	Timbergate	Other West Texas Area
Austin	Rosewood Court	Fairfield	Water Street	Locations
Allandale	The Colony	First Colony		Big Spring
Cedar Park	Tollroad	Fry Road	Victoria	Brownfield
Congress	Trinity Mills	Gessner	Victoria Main	Brownwood
Lakeway	Turtle Creek	Gladebrook	Victoria-Navarro	Burkburnett
Liberty Hill	West 15th Plano	Grand Parkway	Victoria-North	Byers
Northland	West Allen	Heights	Victoria Salem	Cisco
Oak Hill	Westmoreland	Highway 6 West		Comanche
Research Blvd	Wylie	Little York	Other South Texas Area	Early
Westlake		Medical Center	Locations	Floydada
	Fort Worth	Memorial Drive	Alice	Gorman
Other Central Texas Area	Haltom City	Northside	Aransas Pass	Henrietta
Locations	Hulen	Pasadena	Beeville	Levelland
Bastrop	Keller	Pecan Grove	Colony Creek	Littlefield
Canyon Lake	Museum Place	Pin Oak	Cuero	Merkel
Dime Box	Renaissance Square	River Oaks	Edna	Plainview
Dripping Springs	Roanoke	Sugar Land	Goliad	San Angelo
Elgin	Stockyards	SW Medical Center	Gonzales	Slaton
Flatonia		Tanglewood	Hallettsville	Snyder
Fredericksburg	Other Dallas/Fort Worth Area	The Plaza	Kingsville
Georgetown	Locations	Uptown	Mathis	Oklahoma
Gruene	Arlington	Waugh Drive	Padre Island	Central Oklahoma Area
Horseshoe Bay	Azle	Westheimer	Palacios	Oklahoma City
Kingsland	Ennis	West University	Port Lavaca	23rd Street
La Grange	Gainesville	Woodcreek	Portland	Expressway
Lexington	Glen Rose		Rockport	I-240
Marble Falls	Granbury	Katy	Sinton	Memorial
New Braunfels	Grand Prairie	Cinco Ranch	Taft
Pleasanton	Jacksboro	Katy-Spring Green	Yoakum	Other Central Oklahoma Area
Round Rock	Mesquite		Yorktown	Locations
San Antonio	Muenster	The Woodlands		Edmond
Schulenburg	Runaway Bay	The Woodlands-College Park	West Texas Area	Norman
Seguin	Sanger	The Woodlands-I-45	Abilene
Smithville	Waxahachie	The Woodlands-Research Forest	Antilley Road	Tulsa Area
Thorndale	Weatherford		Barrow Street	Tulsa
Weimar		Other Houston Area	Cypress Street
	East Texas Area	Locations	Judge Ely	Garnett
Dallas/Fort Worth Area	Athens	Angleton	Mockingbird	Harvard
Dallas	Blooming Grove	Bay City		Memorial
14th Street Plano	Canton	Beaumont	Amarillo	Sheridan
Abrams Centre	Carthage	Cleveland	Hillside	S. Harvard
Addison	Corsicana	East Bernard	Soncy	Utica Tower
Allen	Crockett	El Campo		Yale
Balch Springs	Eustace	Dayton	Lubbock
Camp Wisdom	Gilmer	Galveston	4th Street	Other Tulsa Area Locations
Carrollton	Grapeland	Groves	66th Street	Owasso
Cedar Hill	Gun Barrel City	Hempstead	82nd Street
Coppell	Jacksonville	Hitchcock	86th Street
East Plano	Kerens	Liberty	98th Street
Euless	Longview	Magnolia	Avenue Q
Frisco	Mount Vernon	Magnolia Parkway	Milwaukee
Frisco Warren	Palestine	Mont Belvieu	North University

- - -

Page 8

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(In thousands)

	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022
Balance Sheet Data (at period end)
Loans held for sale	$	10,187		$	10,656		$	1,603		$	554		$	2,871
Loans held for investment		20,510,199			20,494,407			18,533,641			18,098,653			17,580,653
Loans held for investment - Warehouse Purchase Program		912,327			1,148,883			799,115			740,620			922,764
Total loans		21,432,713			21,653,946			19,334,359			18,839,827			18,506,288
Investment securities(A)		13,192,742			13,667,319			14,071,545			14,476,005			14,806,487
Federal funds sold		234			181			222			301			244
Allowance for credit losses on loans		(351,495	)		(345,209	)		(282,191	)		(281,576	)		(282,179	)
Cash and due from banks		512,239			396,848			405,331			423,832			602,152
Goodwill		3,396,459			3,383,698			3,231,636			3,231,636			3,231,636
Core deposit intangibles, net		67,553			71,128			48,974			51,348			53,906
Other real estate owned		9,320			3,107			1,989			1,963			1,758
Fixed assets, net		370,237			365,299			345,149			339,453			337,099
Other assets		665,682			708,814			672,218			607,040			586,111
Total assets	$	39,295,684		$	39,905,131		$	37,829,232		$	37,689,829		$	37,843,502
Noninterest-bearing deposits	$	10,281,893		$	10,364,921		$	10,108,348		$	10,915,448		$	11,154,143
Interest-bearing deposits		17,030,907			17,015,965			16,895,888			17,618,083			18,145,952
Total deposits		27,312,800			27,380,886			27,004,236			28,533,531			29,300,095
Other borrowings		4,250,000			4,800,000			3,365,000			1,850,000			1,165,000
Securities sold under repurchase agreements		300,714			434,160			434,261			428,134			454,304
Subordinated debentures		—			3,093			—			—			—
Allowance for credit losses on off-balance sheet credit exposures		36,503			36,503			29,947			29,947			29,947
Other liabilities		362,990			282,373			256,671			148,843			282,514
Total liabilities		32,263,007			32,937,015			31,090,115			30,990,455			31,231,860
Shareholders' equity(B)		7,032,677			6,968,116			6,739,117			6,699,374			6,611,642
Total liabilities and equity	$	39,295,684		$	39,905,131		$	37,829,232		$	37,689,829		$	37,843,502

(A) Includes $(2,442), $(3,393), $(4,399), $(4,396) and $(296) in unrealized losses on available for sale securities for the quarterly periods ended September 30, 2023, June 30, 2023, March 31, 2023, December 31, 2022 and September 30, 2022, respectively.

(B) Includes $(1,930), $(2,681), $(3,476), $(3,473) and $(234) in after-tax unrealized losses on available for sale securities for the quarterly periods ended September 30, 2023, June 30, 2023, March 31, 2023, December 31, 2022 and September 30, 2022, respectively.

Page 9

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(In thousands)

	Three Months Ended															Year-to-Date
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022			Sep 30, 2023			Sep 30, 2022
Income Statement Data
Interest income:
Loans	$	308,678		$	286,638		$	247,118		$	235,126		$	210,268		$	842,434		$	596,063
Securities(C)		69,987			72,053			73,185			72,533			68,761			215,225			187,883
Federal funds sold and other earning assets		1,689			1,757			7,006			933			525			10,452			2,297
Total interest income		380,354			360,448			327,309			308,592			279,554			1,068,111			786,243
Interest expense:
Deposits		76,069			63,964			47,343			36,048			14,669			187,376			32,064
Other borrowings		62,190			57,351			34,396			14,682			3,719			153,937			4,169
Securities sold under repurchase agreements		2,533			2,674			2,103			1,725			487			7,310			916
Subordinated debentures		38			—			—			—			—			38			—
Total interest expense		140,830			123,989			83,842			52,455			18,875			348,661			37,149
Net interest income		239,524			236,459			243,467			256,137			260,679			719,450			749,094
Provision for credit losses		—			18,540			—			—			—			18,540			—
Net interest income after provision for credit losses		239,524			217,919			243,467			256,137			260,679			700,910			749,094
Noninterest income:
Nonsufficient funds (NSF) fees		8,719			8,512			8,095			8,519			8,887			25,326			25,495
Credit card, debit card and ATM card income		9,285			9,206			8,666			8,816			8,889			27,157			25,948
Service charges on deposit accounts		6,262			6,078			5,926			5,932			6,222			18,266			18,798
Trust income		3,326			3,358			3,225			3,498			3,174			9,909			8,752
Mortgage income		857			661			238			102			340			1,756			1,297
Brokerage income		1,067			1,000			1,149			905			940			3,216			2,749
Bank owned life insurance income		1,864			1,553			1,354			1,329			1,214			4,771			3,790
Net (loss) gain on sale or write-down of assets		(45	)		1,994			121			2,087			50			2,070			1,847
Other noninterest income		7,408			7,326			9,492			6,536			4,972			24,226			18,728
Total noninterest income		38,743			39,688			38,266			37,724			34,688			116,697			107,404
Noninterest expense:
Salaries and benefits		85,423			84,723			77,798			75,353			79,578			247,944			239,360
Net occupancy and equipment		9,464			8,935			8,025			8,147			8,412			26,424			24,299
Credit and debit card, data processing and software amortization		10,919			10,344			9,566			9,716			9,516			30,829			27,611
Regulatory assessments and FDIC insurance		5,155			5,097			4,973			2,873			2,807			15,225			8,508
Core deposit intangibles amortization		3,576			3,167			2,374			2,558			2,577			9,117			7,778
Depreciation		4,585			4,658			4,433			4,438			4,436			13,676			13,522
Communications		3,686			3,693			3,462			3,506			3,374			10,841			9,499
Other real estate expense		153			(464	)		58			154			198			(253	)		607
Net gain on sale or write-down of other real estate		(734	)		(33	)		(13	)		(63	)		(213	)		(780	)		(820	)
Merger related expenses		1,104			12,891			860			272			—			14,855			—
Other noninterest expense		12,326			12,859			11,464			12,290			11,529			36,649			34,578
Total noninterest expense		135,657			145,870			123,000			119,244			122,214			404,527			364,942
Income before income taxes		142,610			111,737			158,733			174,617			173,153			413,080			491,556
Provision for income taxes		30,402			24,799			34,039			36,737			37,333			89,240			104,920
Net income available to common shareholders	$	112,208		$	86,938		$	124,694		$	137,880		$	135,820		$	323,840		$	386,636

(C) Interest income on securities was reduced by net premium amortization of $6,897, $7,131, $7,384, $8,703 and $9,947 for the three months ended September 30, 2023, June 30, 2023, March 31, 2023, December 31, 2022 and September 30, 2022, respectively, and $21,412 and $34,254 for the nine months ended September 30, 2023 and 2022, respectively.

Page 10

Prosperity Bancshares, Inc. ®

Financial Highlights (Unaudited)

(Dollars and share amounts in thousands, except per share data and market prices)

	Three Months Ended																			Year-to-Date
	Sep 30, 2023				Jun 30, 2023				Mar 31, 2023				Dec 31, 2022				Sep 30, 2022			Sep 30, 2023				Sep 30, 2022
Profitability
Net income (D) (E)	$	112,208			$	86,938			$	124,694			$	137,880			$	135,820		$	323,840			$	386,636
Basic earnings per share	$	1.20			$	0.94			$	1.37			$	1.51			$	1.49		$	3.50			$	4.22
Diluted earnings per share	$	1.20			$	0.94			$	1.37			$	1.51			$	1.49		$	3.50			$	4.22
Return on average assets (F)		1.13	%	(J)		0.89	%	(J)		1.31	%	(J)		1.47	%	(J)		1.45	%		1.11	%	(J)		1.37	%
Return on average common equity (F)		6.39	%	(J)		5.01	%	(J)		7.38	%	(J)		8.26	%	(J)		8.24	%		6.25	%	(J)		7.88	%
Return on average tangible common equity(F)(G)		12.58	%	(J)		9.67	%	(J)		14.34	%	(J)		16.26	%	(J)		16.44	%		12.17	%	(J)		15.83	%
Tax equivalent net interest margin (D) (E)(H)		2.72	%			2.73	%			2.93	%			3.05	%			3.11	%		2.79	%			2.99	%
Efficiency ratio (G) (I)		48.74	%	(K)		53.21	%	(K)		43.68	%	(K)		40.87	%	(K)		41.38	%		48.50	%	(K)		42.70	%
Liquidity and Capital Ratios
Equity to assets		17.90	%			17.46	%			17.81	%			17.78	%			17.47	%		17.90	%			17.47	%
Common equity tier 1 capital		14.98	%			14.49	%			15.59	%			15.88	%			15.44	%		14.98	%			15.44	%
Tier 1 risk-based capital		14.98	%			14.49	%			15.59	%			15.88	%			15.44	%		14.98	%			15.44	%
Total risk-based capital		16.05	%			15.52	%			16.41	%			16.51	%			16.09	%		16.05	%			16.09	%
Tier 1 leverage capital		10.03	%			9.96	%			10.06	%			10.16	%			9.94	%		10.03	%			9.94	%
Period end tangible equity to period end tangible assets (G)		9.96	%			9.64	%			10.01	%			9.93	%			9.62	%		9.96	%			9.62	%
Other Data
Weighted-average shares used in computing earnings per common share
Basic		93,720				92,930				91,207				91,287				91,209			92,628				91,710
Diluted		93,720				92,930				91,207				91,287				91,209			92,628				91,710
Period end shares outstanding		93,717				93,721				90,693				91,314				91,210			93,717				91,210
Cash dividends paid per common share	$	0.55			$	0.55			$	0.55			$	0.55			$	0.52		$	1.65			$	1.56
Book value per common share	$	75.04			$	74.35			$	74.31			$	73.37			$	72.49		$	75.04			$	72.49
Tangible book value per common share (G)	$	38.08			$	37.49			$	38.13			$	37.41			$	36.47		$	38.08			$	36.47
Common Stock Market Price
High	$	63.65			$	63.13			$	78.76			$	76.32			$	77.93		$	78.76			$	80.46
Low	$	52.62			$	55.12			$	58.25			$	66.71			$	65.37		$	52.62			$	64.69
Period end closing price	$	54.58			$	56.48			$	61.52			$	72.68			$	66.68		$	54.58			$	66.68
Employees – FTE (excluding overtime)		3,853				3,710				3,651				3,633				3,592			3,853				3,592
Number of banking centers		285				286				272				272				272			285				272

(D) Includes purchase accounting adjustments for the periods presented as follows:

	Three Months Ended					Year-to-Date
	Sep 30, 2023	Jun 30, 2023	Mar 31, 2023	Dec 31, 2022	Sep 30, 2022	Sep 30, 2023	Sep 30, 2022
Loan discount accretion
Non-PCD	$1,508	$1,242	$532	$603	$912	$3,282	$5,321
PCD	$767	$1,178	$339	$310	$322	$2,284	$1,167
Securities net accretion (amortization)	$626	$426	$(2)	$(12)	$(40)	$1,050	$(104)
Time deposits amortization	$(210)	$(187)	$(53)	$(59)	$(68)	$(450)	$(252)

(E) Using effective tax rate of 21.3%, 22.2%, 21.4%, 21.0% and 21.6% for the three months ended September 30, 2023, June 30, 2023, March 31, 2023, December 31, 2022 and September 30, 2022, respectively, and 21.6% and 21.3% for the nine months ended September 30, 2023 and 2022, respectively.

(F) Interim periods annualized.

(G) Refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

(H) Net interest margin for all periods presented is based on average balances on an actual 365-day basis.

(I) Calculated by dividing total noninterest expense, excluding credit loss provisions, by net interest income plus noninterest income, excluding net gains and losses on the sale or write down of assets and securities. Additionally, taxes are not part of this calculation.

(J) For calculations of the annualized returns on average assets, average common equity and average tangible common equity excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax, refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

(K) For calculations of the efficiency ratio excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax, refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

Page 11

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

YIELD ANALYSIS	Three Months Ended
	Sep 30, 2023							Jun 30, 2023								Sep 30, 2022
	Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate	(L)	Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate		(L)	Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate		(L)
Interest-earning assets:
Loans held for sale	$	9,832		$	162	6.54%		$	3,910		$	67	6.87%			$	4,136		$	57	5.47%
Loans held for investment		20,496,075			290,566	5.62%			19,802,751			270,688	5.48%				17,275,866			199,417	4.58%
Loans held for investment - Warehouse Purchase Program		972,936			17,950	7.32%			898,768			15,883	7.09%				938,589			10,794	4.56%
Total loans		21,478,843			308,678	5.70%			20,705,429			286,638	5.55%				18,218,591			210,268	4.58%
Investment securities		13,512,137			69,987	2.05%	(M)		13,976,818			72,053	2.07%		(M)		14,962,847			68,761	1.82%		(M)
Federal funds sold and other earning assets		125,690			1,689	5.33%			150,300			1,757	4.69%				87,859			525	2.37%
Total interest-earning assets		35,116,670			380,354	4.30%			34,832,547			360,448	4.15%				33,269,297			279,554	3.33%
Allowance for credit losses on loans		(343,967	)						(283,594	)							(283,244	)
Noninterest-earning assets		4,829,336							4,738,673								4,480,512
Total assets	$	39,602,039						$	39,287,626							$	37,466,565
Interest-bearing liabilities:
Interest-bearing demand deposits	$	4,768,485		$	5,182	0.43%		$	5,147,453		$	3,791	0.30%			$	6,155,511		$	2,345	0.15%
Savings and money market deposits		8,977,824			44,446	1.96%			9,156,047			43,025	1.88%				10,172,986			9,479	0.37%
Certificates and other time deposits		3,172,178			26,441	3.31%			2,652,064			17,148	2.59%				2,185,529			2,845	0.52%
Other borrowings		4,671,449			62,190	5.28%			4,427,914			57,351	5.20%				577,828			3,719	2.55%
Securities sold under repurchase agreements		389,149			2,533	2.58%			441,303			2,674	2.43%				473,584			487	0.41%
Subordinated debentures		2,578			38	5.85%			1,547			—		—			—			—		—
Total interest-bearing liabilities		21,981,663			140,830	2.54%	(N)		21,826,328			123,989	2.28%		(N)		19,565,438			18,875	0.38%		(N)
Noninterest-bearing liabilities:
Noninterest-bearing demand deposits		10,269,162							10,274,819								11,048,856
Allowance for credit losses on off-balance sheet credit exposures		36,504							30,022								29,947
Other liabilities		290,217							220,775								231,812
Total liabilities		32,577,546							32,351,944								30,876,053
Shareholders' equity		7,024,493							6,935,682								6,590,512
Total liabilities and shareholders' equity	$	39,602,039						$	39,287,626							$	37,466,565
Net interest income and margin				$	239,524	2.71%					$	236,459	2.72%						$	260,679	3.11%
Non-GAAP to GAAP reconciliation:
Tax equivalent adjustment					1,000							854								458
Net interest income and margin      (tax equivalent basis)				$	240,524	2.72%					$	237,313	2.73%						$	261,137	3.11%

(L) Annualized and based on an actual 365-day basis.

(M) Yield on securities was impacted by net premium amortization of $6,897, $7,131 and $9,947 for the three months ended September 30, 2023, June 30, 2023 and September 30, 2022, respectively.

(N) Total cost of funds, including noninterest bearing deposits, was 1.73%, 1.55% and 0.24% for the three months ended September 30, 2023, June 30, 2023 and September 30, 2022, respectively.

Page 12

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

YIELD ANALYSIS	Year-to-Date
	Sep 30, 2023							Sep 30, 2022
	Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate	(O)	Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate		(O)
Interest-earning assets:
Loans held for sale	$	5,389		$	267	6.62%		$	3,980		$	137	4.60%
Loans held for investment		19,546,826			797,861	5.46%			16,931,422			564,736	4.46%
Loans held for investment - Warehouse Purchase Program		831,143			44,306	7.13%			1,153,762			31,190	3.61%
Total loans		20,383,358			842,434	5.53%			18,089,164			596,063	4.41%
Investment securities		13,937,483			215,225	2.06%	(P)		14,579,521			187,883	1.72%		(P)
Federal funds sold and other earning assets		290,275			10,452	4.81%			913,923			2,297	0.34%
Total interest-earning assets		34,611,116			1,068,111	4.13%			33,582,608			786,243	3.13%
Allowance for credit losses on loans		(303,518	)						(284,486	)
Noninterest-earning assets		4,722,064							4,462,318
Total assets	$	39,029,662						$	37,760,440
Interest-bearing liabilities:
Interest-bearing demand deposits	$	5,260,463		$	12,765	0.32%		$	6,453,810		$	6,951	0.14%
Savings and money market deposits		9,235,646			122,992	1.78%			10,579,351			17,978	0.23%
Certificates and other time deposits		2,627,402			51,619	2.63%			2,409,251			7,135	0.40%
Other borrowings		4,001,994			153,937	5.14%			232,253			4,169	2.40%
Securities sold under repurchase agreements		419,304			7,310	2.33%			462,994			916	0.26%
Subordinated debentures		1,375			38	3.69%			—			—		—
Total interest-bearing liabilities		21,546,184			348,661	2.16%	(Q)		20,137,659			37,149	0.25%		(Q)
Noninterest-bearing liabilities:
Noninterest-bearing demand deposits		10,310,878							10,848,605
Allowance for credit losses on off-balance sheet credit exposures		32,181							29,947
Other liabilities		232,903							198,196
Total liabilities		32,122,146							31,214,407
Shareholders' equity		6,907,516							6,546,033
Total liabilities and shareholders' equity		39,029,662						$	37,760,440
Net interest income and margin				$	719,450	2.78%					$	749,094	2.98%
Non-GAAP to GAAP reconciliation:
Tax equivalent adjustment					2,866							1,375
Net interest income and margin (tax equivalent basis)				$	722,316	2.79%					$	750,469	2.99%

(O) Annualized and based on an actual 365-day basis.

(P) Yield on securities was impacted by net premium amortization of $21,412 and $34,254 for the nine months ended September 30, 2023 and 2022, respectively.

(Q) Total cost of funds, including noninterest bearing deposits, was 1.46% and 0.16% for the nine months ended September 30, 2023 and 2022, respectively.

Page 13

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

	Three Months Ended
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022
YIELD TREND (R)
Interest-Earning Assets:
Loans held for sale		6.54	%		6.87	%		6.58	%		6.09	%		5.47	%
Loans held for investment		5.62	%		5.48	%		5.24	%		4.98	%		4.58	%
Loans held for investment - Warehouse Purchase Program		7.32	%		7.09	%		6.88	%		6.02	%		4.56	%
Total loans		5.70	%		5.55	%		5.29	%		5.02	%		4.58	%
Investment securities (S)		2.05	%		2.07	%		2.07	%		1.96	%		1.82	%
Federal funds sold and other earning assets		5.33	%		4.69	%		4.74	%		3.63	%		2.37	%
Total interest-earning assets		4.30	%		4.15	%		3.92	%		3.67	%		3.33	%
Interest-Bearing Liabilities:
Interest-bearing demand deposits		0.43	%		0.30	%		0.26	%		0.22	%		0.15	%
Savings and money market deposits		1.96	%		1.88	%		1.50	%		1.13	%		0.37	%
Certificates and other time deposits		3.31	%		2.59	%		1.59	%		0.94	%		0.52	%
Other borrowings		5.28	%		5.20	%		4.83	%		3.97	%		2.55	%
Securities sold under repurchase agreements		2.58	%		2.43	%		1.99	%		1.55	%		0.41	%
Subordinated debentures		5.85	%		—			—			—			—
Total interest-bearing liabilities		2.54	%		2.28	%		1.63	%		1.06	%		0.38	%
Net Interest Margin		2.71	%		2.72	%		2.92	%		3.04	%		3.11	%
Net Interest Margin (tax equivalent)		2.72	%		2.73	%		2.93	%		3.05	%		3.11	%

(R) Annualized and based on average balances on an actual 365-day basis.

(S) Yield on securities was impacted by net premium amortization of $6,897, $7,131, $7,384, $8,703 and $9,947 for the three months ended September 30, 2023, June 30, 2023, March 31, 2023, December 31, 2022 and September 30, 2022, respectively.

Page 14

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

	Three Months Ended
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022
Balance Sheet Averages
Loans held for sale	$	9,832		$	3,910		$	2,343		$	1,758		$	4,136
Loans held for investment		20,496,075			19,802,751			18,317,712			17,818,769			17,275,866
Loans held for investment - Warehouse Purchase Program		972,936			898,768			617,822			747,007			938,589
Total Loans		21,478,843			20,705,429			18,937,877			18,567,534			18,218,591
Investment securities		13,512,137			13,976,818			14,332,509			14,715,516			14,962,847
Federal funds sold and other earning assets		125,690			150,300			600,048			101,986			87,859
Total interest-earning assets		35,116,670			34,832,547			33,870,434			33,385,036			33,269,297
Allowance for credit losses on loans		(343,967	)		(283,594	)		(282,316	)		(282,546	)		(283,244	)
Cash and due from banks		301,201			281,593			319,960			306,235			302,479
Goodwill		3,387,293			3,291,659			3,231,637			3,231,637			3,231,637
Core deposit intangibles, net		69,551			48,616			50,208			52,591			55,158
Other real estate		6,301			2,712			2,083			2,075			1,652
Fixed assets, net		367,814			357,593			342,380			338,572			336,657
Other assets		697,176			756,500			643,467			584,302			552,929
Total assets	$	39,602,039		$	39,287,626		$	38,177,853		$	37,617,902		$	37,466,565
Noninterest-bearing deposits	$	10,269,162		$	10,274,819		$	10,389,980		$	11,064,714		$	11,048,856
Interest-bearing demand deposits		4,768,485			5,147,453			5,877,641			5,843,672			6,155,511
Savings and money market deposits		8,977,824			9,156,047			9,579,679			9,805,024			10,172,986
Certificates and other time deposits		3,172,178			2,652,064			2,045,580			2,066,085			2,185,529
Total deposits		27,187,649			27,230,383			27,892,880			28,779,495			29,562,882
Other borrowings		4,671,449			4,427,914			2,887,011			1,465,533			577,828
Securities sold under repurchase agreements		389,149			441,303			427,887			441,405			473,584
Subordinated debentures		2,578			1,547			—			—			—
Allowance for credit losses on off-balance sheet credit exposures		36,504			30,022			29,947			29,947			29,947
Other liabilities		290,217			220,775			180,685			224,512			231,812
Shareholders' equity		7,024,493			6,935,682			6,759,443			6,677,010			6,590,512
Total liabilities and equity	$	39,602,039		$	39,287,626		$	38,177,853		$	37,617,902		$	37,466,565

Page 15

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

	Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Sep 30, 2022
Period End Balances
Loan Portfolio
Commercial and industrial	$2,153,391	10.1%	$2,245,620	10.5%	$2,074,078	10.7%	$2,165,263	11.6%	$2,197,033	11.9%
Warehouse purchase program	912,327	4.3%	1,148,883	5.3%	799,115	4.1%	740,620	3.9%	922,764	5.0%
Construction, land development and other land loans	3,200,479	14.9%	3,215,016	14.8%	2,899,980	15.0%	2,805,438	14.9%	2,659,552	14.4%
1-4 family residential	7,032,593	32.8%	6,780,813	31.3%	6,055,532	31.3%	5,774,814	30.6%	5,447,993	29.4%
Home equity	969,498	4.5%	977,070	4.5%	959,124	5.0%	966,410	5.1%	943,197	5.1%
Commercial real estate (includes multi-family residential)	5,606,837	26.2%	5,676,526	26.2%	5,133,693	26.6%	4,986,211	26.5%	4,966,243	26.8%
Agriculture (includes farmland)	801,933	3.7%	804,376	3.7%	721,395	3.7%	688,033	3.6%	670,603	3.6%
Consumer and other	306,018	1.4%	305,207	1.4%	288,300	1.5%	283,559	1.5%	288,834	1.6%
Energy	449,637	2.1%	500,435	2.3%	403,142	2.1%	429,479	2.3%	410,069	2.2%
Total loans	$21,432,713		$21,653,946		$19,334,359		$18,839,827		$18,506,288
Deposit Types
Noninterest-bearing DDA	$10,281,893	37.6%	$10,364,921	37.9%	$10,108,348	37.4%	$10,915,448	38.2%	$11,154,143	38.1%
Interest-bearing DDA	4,797,259	17.6%	4,953,090	18.1%	5,332,086	19.8%	5,986,203	21.0%	6,027,157	20.6%
Money market	5,892,505	21.6%	5,904,160	21.5%	6,021,449	22.3%	6,164,025	21.6%	6,438,787	22.0%
Savings	3,005,936	11.0%	3,179,351	11.6%	3,304,482	12.2%	3,471,970	12.2%	3,563,776	12.1%
Certificates and other time deposits	3,335,207	12.2%	2,979,364	10.9%	2,237,871	8.3%	1,995,885	7.0%	2,116,232	7.2%
Total deposits	$27,312,800		$27,380,886		$27,004,236		$28,533,531		$29,300,095
Loan to Deposit Ratio	78.5%		79.1%		71.6%		66.0%		63.2%

Page 16

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

Construction Loans

	Sep 30, 2023					Jun 30, 2023					Mar 31, 2023					Dec 31, 2022					Sep 30, 2022
Single family residential construction	$	1,157,016		36.1	%	$	1,244,631		38.7	%	$	1,179,883		40.7	%	$	1,097,176		39.1	%	$	1,004,000		37.8	%
Land development		359,518		11.2	%		310,199		9.7	%		222,511		7.7	%		181,747		6.5	%		145,303		5.5	%
Raw land		340,659		10.7	%		359,228		11.2	%		326,168		11.2	%		332,603		11.9	%		343,066		12.9	%
Residential lots		216,659		6.8	%		216,706		6.7	%		226,600		7.8	%		243,942		8.7	%		237,714		8.9	%
Commercial lots		154,425		4.8	%		158,278		4.9	%		167,151		5.8	%		177,378		6.3	%		181,679		6.8	%
Commercial construction and other		973,022		30.4	%		927,025		28.8	%		777,678		26.8	%		772,606		27.5	%		747,803		28.1	%
Net unaccreted discount		(820	)				(1,051	)				(11	)				(14	)				(13	)
Total construction loans	$	3,200,479				$	3,215,016				$	2,899,980				$	2,805,438				$	2,659,552

Non-Owner Occupied Commercial Real Estate Loans by Metropolitan Statistical Area (MSA) as of September 30, 2023

	Houston		Dallas		Austin		OK City		Tulsa		Other (T)		Total
Collateral Type
Shopping center/retail	$	361,709	$	292,848	$	58,698	$	15,726	$	18,395	$	308,878	$	1,056,254
Commercial and industrial buildings		167,443		107,883		28,842		31,577		18,603		277,084		631,432
Office buildings		84,275		225,240		27,842		50,338		4,025		99,204		490,924
Medical buildings		76,022		17,303		1,797		44,259		34,377		53,835		227,593
Apartment buildings		140,523		128,758		17,143		13,649		8,436		165,892		474,401
Hotel		113,176		87,973		36,371		18,535		—		169,185		425,240
Other		89,175		68,161		43,088		9,104		1,737		78,827		290,092
Total	$	1,032,323	$	928,166	$	213,781	$	183,188	$	85,573	$	1,152,905	$	3,595,936	(U)

Acquired Loans

	Non-PCD Loans						PCD Loans						Total Acquired Loans
	Balance at Acquisition Date		Balance at Jun 30, 2023		Balance at Sept 30, 2023		Balance at Acquisition Date		Balance at Jun 30, 2023		Balance at Sept 30, 2023		Balance at Acquisition Date			Balance at Jun 30, 2023		Balance at Sept 30, 2023
Loan marks:
Acquired banks (V)	$	345,599	$	1,208	$	871	$	320,052	$	2,776	$	2,685	$	665,651		$	3,984	$	3,556
FirstCapital Bank (W)		22,648		21,844		20,672		7,790		7,334		6,658		30,438			29,178		27,330
Total		368,247		23,052		21,543		327,842		10,110		9,343		696,089			33,162		30,886
Acquired portfolio loan balances:
Acquired banks (V)		12,286,159		1,174,855		1,104,770		689,573		61,484		62,053		12,975,731			1,236,339		1,166,823
FirstCapital Bank (W)		1,021,694		953,646		855,052		627,991		599,865		558,271		1,649,685			1,553,511		1,413,323
Total		13,307,853		2,128,501		1,959,822		1,317,564		661,349		620,324		14,625,416	(X)		2,789,850		2,580,146
Acquired portfolio loan balances less loan marks	$	12,939,606	$	2,105,449	$	1,938,279	$	989,722	$	651,239	$	610,981	$	13,929,327		$	2,756,688	$	2,549,260

(T) Includes other MSA and non-MSA regions.

(U) Represents a portion of total commercial real estate loans of $5.607 billion as of September 30, 2023.

(V) Includes Bank Arlington, American State Bank, Community National Bank, First Federal Bank Texas, Coppermark Bank, First Victoria National Bank, The F&M Bank & Trust Company, Tradition Bank and LegacyTexas Bank.

(W) FirstCapital Bank merger was completed on May 1, 2023. The Merger resulted in the addition of $1.650 billion in loans with related purchase accounting adjustments of $30.4 million at acquisition date, which were subject to subsequent fair value adjustments.

(X) Actual principal balances acquired.

Page 17

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)

	Three Months Ended															Year-to-Date
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022			Sep 30, 2023			Sep 30, 2022
Asset Quality
Nonaccrual loans	$	59,729		$	57,723		$	22,496		$	19,614		$	17,729		$	59,729		$	17,729
Accruing loans 90 or more days past due		397			1,744			-			5,917			378			397			378
Total nonperforming loans		60,126			59,467			22,496			25,531			18,107			60,126			18,107
Repossessed assets		35			153			—			—			13			35			13
Other real estate		9,320			3,107			1,989			1,963			1,758			9,320			1,758
Total nonperforming assets	$	69,481		$	62,727		$	24,485		$	27,494		$	19,878		$	69,481		$	19,878
Nonperforming assets:
Commercial and industrial (includes energy)	$	22,219		$	24,027		$	2,832		$	3,921		$	2,376		$	22,219		$	2,376
Construction, land development and other land loans		8,684			4,245			3,210			6,166			1,712			8,684			1,712
1-4 family residential (includes home equity)		23,708			19,609			16,951			15,326			13,986			23,708			13,986
Commercial real estate (includes multi-family residential)		13,341			13,504			1,051			1,649			1,364			13,341			1,364
Agriculture (includes farmland)		1,511			1,284			432			421			434			1,511			434
Consumer and other		18			58			9			11			6			18			6
Total	$	69,481		$	62,727		$	24,485		$	27,494		$	19,878		$	69,481		$	19,878
Number of loans/properties		260			241			190			170			150			260			150
Allowance for credit losses on loans	$	351,495		$	345,209		$	282,191		$	281,576		$	282,179		$	351,495		$	282,179
Net charge-offs (recoveries):
Commercial and industrial (includes energy)	$	1,594		$	160		$	(1,472	)	$	(643	)	$	(15	)	$	282		$	(198	)
Construction, land development and other land loans		(5	)		50			(13	)		(5	)		(4	)		32			421
1-4 family residential (includes home equity)		(78	)		(70	)		(140	)		(55	)		(202	)		(288	)		(147	)
Commercial real estate (includes multi-family residential)		570			14,957			(1	)		74			757			15,526			786
Agriculture (includes farmland)		—			(78	)		(6	)		(14	)		119			(84	)		7
Consumer and other		1,327			1,046			1,017			1,246			1,125			3,390			3,332
Total	$	3,408		$	16,065		$	(615	)	$	603		$	1,780		$	18,858		$	4,201
Asset Quality Ratios
Nonperforming assets to average interest-earning assets		0.20	%		0.18	%		0.07	%		0.08	%		0.06	%		0.20	%		0.06	%
Nonperforming assets to loans and other real estate		0.32	%		0.29	%		0.13	%		0.15	%		0.11	%		0.32	%		0.11	%
Net charge-offs to average loans (annualized)		0.06	%		0.31	%		-0.01	%		0.01	%		0.04	%		0.12	%		0.03	%
Allowance for credit losses on loans to total loans		1.64	%		1.59	%		1.46	%		1.49	%		1.52	%		1.64	%		1.52	%
Allowance for credit losses on loans to total loans, excluding Warehouse Purchase Program loans (G)		1.71	%		1.68	%		1.52	%		1.56	%		1.60	%		1.71	%		1.61	%

Page 18

Prosperity Bancshares, Inc.®

Notes to Selected Financial Data (Unaudited)

(Dollars and share amounts in thousands, except per share data)

NOTES TO SELECTED FINANCIAL DATA

Prosperity’s management uses certain non-GAAP (generally accepted accounting principles) financial measures to evaluate its performance. Specifically, Prosperity reviews return on average assets excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax; return on average common equity excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax; return on average tangible common equity; return on average tangible common equity excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale or write down of assets and securities; and the efficiency ratio, excluding net gains and losses on the sale or write down of assets and securities and merger related expenses, for internal planning and forecasting purposes. In addition, due to the application of purchase accounting, Prosperity uses certain non-GAAP financial measures and ratios that exclude the impact of these items to evaluate its allowance for credit losses to total loans (excluding Warehouse Purchase Program loans). Prosperity has included information below relating to these non-GAAP financial measures for the applicable periods presented.

	Three Months Ended															Year-to-Date
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022			Sep 30, 2023			Sep 30, 2022
Reconciliation of return on average assets to return on average assets excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax:
Return on average assets (unadjusted)		1.13	%		0.89	%		1.31	%		1.47	%		1.45	%		1.11	%		1.37	%
Net income	$	112,208		$	86,938		$	124,694		$	137,880		$	135,820		$	323,840		$	386,636
Merger related provision for credit losses, net of tax(Y)		—			14,647			—			—			—			14,647			—
Merger related expenses, net of tax(Y)		872			10,184			679			215			—			11,735			—
Net income excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax(Y):	$	113,080		$	111,769		$	125,373		$	138,095		$	135,820		$	350,222		$	386,636
Average total assets	$	39,602,039		$	39,287,626		$	38,177,853		$	37,617,902		$	37,466,565		$	39,029,662		$	37,760,440
Return on average assets excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax (F) (Y)		1.14	%		1.14	%		1.31	%		1.47	%		1.45	%		1.20	%		1.37	%
Reconciliation of return on average common equity to return on average common equity excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax:
Return on average common equity (unadjusted)		6.39	%		5.01	%		7.38	%		8.26	%		8.24	%		6.25	%		7.88	%
Net income, excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax(Y)	$	113,080		$	111,769		$	125,373		$	138,095		$	135,820		$	350,222		$	386,636
Average shareholders' equity	$	7,024,493		$	6,935,682		$	6,759,443		$	6,677,010		$	6,590,512		$	6,907,516		$	6,546,033
Return on average common equity excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax (F) (Y)		6.44	%		6.45	%		7.42	%		8.27	%		8.24	%		6.76	%		7.88	%
Reconciliation of return on average common equity to return on average tangible common equity:
Net income	$	112,208		$	86,938		$	124,694		$	137,880		$	135,820		$	323,840		$	386,636
Average shareholders' equity	$	7,024,493		$	6,935,682		$	6,759,443		$	6,677,010		$	6,590,512		$	6,907,516		$	6,546,033
Less: Average goodwill and other intangible assets		(3,456,844	)		(3,340,275	)		(3,281,845	)		(3,284,228	)		(3,286,795	)		(3,360,296	)		(3,289,362	)
Average tangible shareholders’ equity	$	3,567,649		$	3,595,407		$	3,477,598		$	3,392,782		$	3,303,717		$	3,547,220		$	3,256,671
Return on average tangible common equity(F)		12.58	%		9.67	%		14.34	%		16.26	%		16.44	%		12.17	%		15.83	%

(Y) Calculated assuming a federal tax rate of 21.0%.

Page 19

	Three Months Ended															Year-to-Date
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022			Sep 30, 2023			Sep 30, 2022
Reconciliation of return on average common equity to return on average tangible common equity excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax:
Net income, excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax(Y)	$	113,080		$	111,769		$	125,373		$	138,095		$	135,820		$	350,222		$	386,636
Average shareholders' equity	$	7,024,493		$	6,935,682		$	6,759,443		$	6,677,010		$	6,590,512		$	6,907,516		$	6,546,033
Less: Average goodwill and other intangible assets		(3,456,844	)		(3,340,275	)		(3,281,845	)		(3,284,228	)		(3,286,795	)		(3,360,296	)		(3,289,362	)
Average tangible shareholders’ equity	$	3,567,649		$	3,595,407		$	3,477,598		$	3,392,782		$	3,303,717		$	3,547,220		$	3,256,671
Return on average tangible common equity excluding merger related provision for credit losses, net of tax, and merger related expenses, net of tax (F) (Y)		12.68	%		12.43	%		14.42	%		16.28	%		16.44	%		13.16	%		15.83	%
Reconciliation of book value per share to tangible book value per share:
Shareholders’ equity	$	7,032,677		$	6,968,116		$	6,739,117		$	6,699,374		$	6,611,642		$	7,032,677		$	6,611,642
Less: Goodwill and other intangible assets		(3,464,012	)		(3,454,826	)		(3,280,610	)		(3,282,984	)		(3,285,542	)		(3,464,012	)		(3,285,541	)
Tangible shareholders’ equity	$	3,568,665		$	3,513,290		$	3,458,507		$	3,416,390		$	3,326,100		$	3,568,665		$	3,326,101
Period end shares outstanding		93,717			93,721			90,693			91,314			91,210			93,717			91,210
Tangible book value per share	$	38.08		$	37.49		$	38.13		$	37.41		$	36.47		$	38.08		$	36.47
Reconciliation of equity to assets ratio to period end tangible equity to period end tangible assets ratio:
Tangible shareholders’ equity	$	3,568,665		$	3,513,290		$	3,458,507		$	3,416,390		$	3,326,100		$	3,568,665		$	3,326,101
Total assets	$	39,295,684		$	39,905,131		$	37,829,232		$	37,689,829		$	37,843,502		$	39,295,684		$	37,843,502
Less: Goodwill and other intangible assets		(3,464,012	)		(3,454,826	)		(3,280,610	)		(3,282,984	)		(3,285,542	)		(3,464,012	)		(3,285,541	)
Tangible assets	$	35,831,672		$	36,450,305		$	34,548,622		$	34,406,845		$	34,557,960		$	35,831,672		$	34,557,961
Period end tangible equity to period end tangible assets ratio		9.96	%		9.64	%		10.01	%		9.93	%		9.62	%		9.96	%		9.62	%
Reconciliation of allowance for credit losses to total loans to allowance for credit losses on loans to total loans excluding Warehouse Purchase Program:
Allowance for credit losses on loans	$	351,495		$	345,209		$	282,191		$	281,576		$	282,179		$	351,495		$	282,179
Total loans	$	21,432,713		$	21,653,946		$	19,334,359		$	18,839,827		$	18,506,288		$	21,432,713		$	18,506,288
Less: Warehouse Purchase Program loans		(912,327	)		(1,148,883	)		(799,115	)		(740,620	)		(922,764	)		(912,327	)		(922,764	)
Total loans less Warehouse Purchase Program	$	20,520,386		$	20,505,063		$	18,535,244		$	18,099,207		$	17,583,524		$	20,520,386		$	17,583,524
Allowance for credit losses on loans to total loans excluding Warehouse Purchase Program		1.71	%		1.68	%		1.52	%		1.56	%		1.60	%		1.71	%		1.60	%
Reconciliation of efficiency ratio to efficiency ratio excluding net gains and losses on the sale or write down of assets and securities:
Noninterest expense	$	135,657		$	145,870		$	123,000		$	119,244		$	122,214		$	404,527		$	364,942
Net interest income	$	239,524		$	236,459		$	243,467		$	256,137		$	260,679		$	719,450		$	749,094
Noninterest income		38,743			39,688			38,266			37,724			34,688			116,697			107,404
Less: net (loss) gain on sale or write down of assets		(45	)		1,994			121			2,087			50			2,070			1,847
Noninterest income excluding net gains and losses on the sale or write down of assets and securities		38,788			37,694			38,145			35,637			34,638			114,627			105,557
Total income excluding net gains and losses on the sale or write down of assets and securities	$	278,312		$	274,153		$	281,612		$	291,774		$	295,317		$	834,077		$	854,651
Efficiency ratio, excluding net gains and losses on the sale or write down of assets and securities		48.74	%		53.21	%		43.68	%		40.87	%		41.38	%		48.50	%		42.70	%

Page 20

	Three Months Ended															Year-to-Date
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022			Sep 30, 2023			Sep 30, 2022
Reconciliation of efficiency ratio to efficiency ratio, excluding net gains and losses on the sale or write down of assets and securities and merger related expenses:
Noninterest expense	$	135,657		$	145,870		$	123,000		$	119,244		$	122,214		$	404,527		$	364,942
Less: merger related expenses		1,104			12,891			860			272			—			14,855			—
Noninterest expense excluding merger related expenses	$	134,553		$	132,979		$	122,140		$	118,972		$	122,214		$	389,672		$	364,942
Net interest income	$	239,524		$	236,459		$	243,467		$	256,137		$	260,679		$	719,450		$	749,094
Noninterest income		38,743			39,688			38,266			37,724			34,688			116,697			107,404
Less: net (loss) gain on sale or write down of assets		(45	)		1,994			121			2,087			50			2,070			1,847
Noninterest income excluding net gains and losses on the sale or write down of assets and securities		38,788			37,694			38,145			35,637			34,638			114,627			105,557
Total income excluding net gains and losses on the sale or write down of assets and securities	$	278,312		$	274,153		$	281,612		$	291,774		$	295,317		$	834,077		$	854,651
Efficiency ratio, excluding net gains and losses on the sale or write down of assets and securities and merger related expenses		48.35	%		48.51	%		43.37	%		40.78	%		41.38	%		46.72	%		42.70	%

Page 21

XML

Document and Entity Information	Oct. 25, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 25, 2023
Entity Registrant Name	PROSPERITY BANCSHARES, INC.
Entity Central Index Key	0001068851
Entity Emerging Growth Company	false
Entity File Number	001-35388
Entity Incorporation State Country Code	TX
Entity Tax Identification Number	74-2331986
Entity Address Address Line1	4295 San Felipe
Entity Address City Or Town	Houston
Entity Address State Or Province	TX
Entity Address Postal Zip Code	77027
City Area Code	281
Local Phone Number	269-7199
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $1.00 per share
Trading Symbol	PB
Security Exchange Name	NYSE