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 24, 2023

VERITEX HOLDINGS, INC.

(Exact name of Registrant as specified in its charter) 

Texas	001-36682	27-0973566
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

8214 Westchester Drive, Suite 800

Dallas, Texas 75225

(Address of principal executive offices)

(972) 349-6200

(Registrant’s telephone number, including area code)

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:

☐ 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	Name of each exchange on which registered
Common Stock, par value $0.01 per share	VBTX	Nasdaq Global Market

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. o

Item 2.02 Results of Operations and Financial Condition

On October 24, 2023, Veritex Holdings, Inc. (the “Company”), the holding company for Veritex Community Bank, a Texas state chartered bank, issued a press release describing its results of operations for the quarter ended September 30, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

    As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 2.02 (including 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 (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 7.01 Regulation FD Disclosure

On Wednesday, October 25, 2023, at 8:30 a.m., Central Time, the Company will host an investor conference call and webcast to review its third quarter financial results. The webcast will include a slide presentation that consists of information regarding the Company’s operating and growth strategies and financial performance. The presentation materials will be posted on the Company’s website after the close of the market on Tuesday, October 24, 2023. The presentation materials are attached hereto as Exhibit 99.2 and are incorporated herein by reference.

    As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 7.01 (including Exhibit 99.2) of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of 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 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01 Other Events

    After the close of the market on Tuesday, October 24, 2023, the Company issued a press release announcing the declaration of a quarterly cash dividend of $0.20 per share on its outstanding common stock. The dividend will be paid on November 24, 2023 to shareholders of record as of the close of business on November 10, 2023. The press release is attached hereto as Exhibit 99.3 and is incorporated herein by reference.

Forward Looking Statement

This Current Report includes “forward-looking statements”, within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived utilizing assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors, which change over time and are beyond our control, that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include, without limitation, statements relating to the expected payment of Veritex Holdings, Inc.’s (“Veritex”) quarterly cash dividend; the impact of certain changes in Veritex’s accounting policies, standards and interpretations; the effects of the COVID-19 pandemic and actions taken in response thereto; a continuation of recent turmoil in the banking industry, responsive measures to mitigate and manage it and related supervisory and regulatory actions and costs and Veritex’s future financial performance, business and growth strategy, projected plans and objectives, as well as other projections based on macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact broader economic and industry trends, and any such variations may be material. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “seeks,” “targets,” “outlooks,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. We refer you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Veritex’s Annual Report on Form 10-K for the year ended December 31, 2022 and any updates to those risk factors set forth in Veritex’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. If one or more events related to these or other risks or uncertainties materialize, or if Veritex’s underlying assumptions prove to be incorrect, actual results may differ materially from what Veritex anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. Veritex does not undertake any obligation, and specifically declines any obligation, to supplement, update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by

law. All forward-looking statements, expressed or implied, included in this Current Report are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Veritex or persons acting on Veritex’s behalf may issue.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number	Description
99.1	Press release, dated October 24, 2023
99.2	Presentation materials
99.3	Dividend Announcement
104	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

    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.

Veritex Holdings, Inc.
By:	/s/ C. Malcolm Holland, III
	C. Malcolm Holland, III
	Chairman and Chief Executive Officer
Date:	October 24, 2023

EX-99.1

Exhibit 99.1

VERITEX HOLDINGS, INC. REPORTS THIRDQUARTER OPERATING RESULTS

Dallas, TX — October 24, 2023 —Veritex Holdings, Inc. (“Veritex”, the “Company”, “we” or “our”) (Nasdaq: VBTX), the holding company for Veritex Community Bank, today announced the results for the quarter ended September 30, 2023.

“Despite the challenging markets, Veritex continues to focus on strengthening our balance sheet and adding to capital”, said C. Malcolm Holland, III. “Our year long deposit centric strategy is gaining momentum shown by the positive trends in our balance sheet ratios.”

	Quarter to Date						Year to Date
	Q3 2023			Q2 2023			Q3 2023			Q3 2022
	(Dollars in thousands, except per share data) (unaudited)
Financial Results
Net income	$	32,621		$	33,730		$	104,762		$	106,418
Diluted EPS	0.60			0.62			1.92			1.98
Book value per common share	27.46			27.48			27.46			26.15
Return on average assets2	1.06		%	1.10		%	1.14		%	1.33		%
Return on average equity2	8.58			8.96			9.35			10.02
Efficiency ratio	54.49			49.94			50.88			49.05
Financial Operating Results1
Operating earnings	$	32,621		$	34,673		$	110,489		$	107,494
Diluted operating EPS	0.60			0.64			2.02			2.00
Tangible book value per common share	19.44			19.41			19.44			17.91
Pre-tax, pre-provision operating earnings	49,621			58,520			174,523			152,719
Pre-tax, pre-provision operating return on average assets2	1.61		%	1.90		%	1.90		%	1.90		%
Pre-tax, pre-provision operating return on average loans 2	2.05			2.43			2.43			2.54
Operating return on average assets2	1.06			1.13			1.20			1.34
Return on average tangible common equity2	12.80			13.35			13.95			15.40
Operating return on average tangible common equity2	12.80			13.70			14.68			15.55
Operating efficiency ratio	54.49			48.90			49.53			48.59

1 Refer to the section titled “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of these non-generally accepted accounting principles (“GAAP”) financial measures to their most directly comparable GAAP measures.

2 Annualized ratio.

Other Third Quarter Metrics and Company Highlights

•Total deposits increased by $962.6 million, or 41.68% annualized, to $10.2 billion as of September 30, 2023 compared to $9.2 billion as of June 30, 2023;

•Loan to deposit ratio decreased to 94.5% as of September 30, 2023 compared to 105.1% as of June 30, 2023;

•Allowance for credit losses (“ACL”) to total loans increased to 1.14% as of September 30, 2023, or an increase of 9 bps and 20 bps from June 30, 2023 and September 30, 2022, respectively;

•Annualized net charge-offs to average loans outstanding were 8 bps for the three months ended September 30, 2023 compared to 48 bps and 12 bps for the three months ended June 30, 2023 and September 30, 2022, respectively;

•Total Commercial Real Estate (“CRE”) / Risk Based Capital (“RBC”) decreased to 317.2% as of September 30, 2023 compared to 327.2% as of June 30, 2023;

•Total unfunded Acquisition, Development, and Construction (“ADC”) decreased to $1.15 billion, or approximately 16.3%, as of September 30, 2023 compared to $1.37 billion as of June 30, 2023;

•Common equity tier 1 capital increased 35 bps to 10.11% as of September 30, 2023 compared to 9.76% as of June 30, 2023 driven by earnings and a decrease in risk-weighted assets;

•Named one of the “Best Companies to Work For” by the 2023 Inaugural U.S. News & World Report which evaluates companies based on quality of pay, work/life balance, and opportunities for professional development and advancement; and

•Declared quarterly cash dividend of $0.20 per share of outstanding common stock payable on November 24, 2023.

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

Net Interest Income

For the three months ended September 30, 2023, net interest income before provision for credit losses was $99.3 million and net interest margin was 3.46% compared to $100.8 million and 3.51%, respectively, for the three months ended June 30, 2023. The $1.5 million decrease, or 1.5%, in net interest income before provision for credit losses was primarily due to a $8.1 million increase in interest expense on certificates and other time deposits and a $7.0 million increase in interest expense on transaction and savings deposits driven by an increase in funding costs on deposits. The decrease in net interest income was partially offset by a $9.0 million decrease in interest expense on advances from the Federal Home Loan Bank (“FHLB”), a $3.6 million increase in interest income on loans driven by an increase in loan yields and average balances, a $762 thousand increase in interest income on debt securities and a $573 thousand increase in equity securities and other investments during the three months ended September 30, 2023. Net interest margin decreased 5 bps compared to the three months ended June 30, 2023, primarily due to the increase in funding costs on deposits during three months ended September 30, 2023, partially offset by an increase in loan yields and debt securities.

Compared to the three months ended September 30, 2022, net interest income before provision for credit losses for the three months ended September 30, 2023 decreased by $1.7 million, or 1.7%. The decrease was primarily due to a $32.3 million increase in certificates and other time deposits, a $27.0 million increase in transaction and savings deposits and a $6.0 million increase in advances from the FHLB driven by an increase in funding costs. The decrease was partially offset by a $58.2 million increase in interest income on loans driven by an increase in loan yields and average balances and a $5.2 million increase in deposits in financial institutions and fed funds sold. Net interest margin decreased 31 bps from 3.77% for the three months ended September 30, 2022. The decrease was primarily due to the increase in funding costs on deposits during the three months ended September 30, 2023, partially offset by an increase in loan yields and debt securities.

Noninterest Income

Noninterest income for the three months ended September 30, 2023 was $9.7 million, a decrease of $4.0 million, or 29.3%, compared to the three months ended June 30, 2023. The decrease was primarily due to a $2.4 million decrease in government guaranteed loan income primarily driven by a decrease in U.S. Department of Agriculture (“USDA”) loans sold. In addition, the decrease was due to a $759 thousand decrease in customer swap income and a $621 thousand decrease in equity method investment income. This decrease was partially offset by a $178 thousand increase in other income.

Compared to the three months ended September 30, 2022, noninterest income for the three months ended September 30, 2023 decreased by $3.3 million, or 25.7%. The decrease was primarily due to a $3.2 million decrease in customer swap income, a $1.2 million decrease in loan fees driven by a $1.2 million decrease in syndication fees and a $1.0 million decrease in other noninterest income. The decrease was partially offset by a $1.2 million increase in government guaranteed loan income, primarily driven by an increase in USDA loans sold through our wholly owned subsidiary North Avenue Capital, LLC, and a $922 thousand increase in equity method investment income.

Noninterest Expense

Noninterest expense was $59.4 million for the three months ended September 30, 2023, compared to $57.2 million for the three months ended June 30, 2023, an increase of $2.2 million, or 3.9%. The increase was primarily due to a $2.3 million increase in salaries and employee benefits and a $415 thousand increase in professional and regulatory fees driven by FDIC assessment fees. The increase is partially offset by a decrease of $274 thousand in marketing expense and a $168 thousand decrease in data processing and software expense.

Compared to the three months ended September 30, 2022, noninterest expense for the three months ended September 30, 2023 increased by $8.4 million, or 16.5%. The increase was primarily driven by a $3.6 million increase in professional and regulatory fees driven by FDIC assessment fees that increased when the Company crossed $10 billion in total assets, a $2.3 million increase in other noninterest expenses, a $1.2 million increase in salaries and employee benefits, a $1.0 million increase in data processing and software expenses and a $508 thousand increase in marketing expenses.

2

Financial Condition

Total loans held for investment (“LHI”) was $9.64 billion at September 30, 2023, a decrease of $67.8 million, or 2.8% annualized, compared to June 30, 2023. The decrease was the result of the state of the economy and banking environment as a result of higher interest rates.

Total deposits were $10.20 billion at September 30, 2023, an increase of $962.6 million, or 41.7% annualized, compared to June 30, 2023. The increase was primarily the result of an increase of $474.5 million in certificates and other time deposits, an increase of $345.8 million in interest-bearing deposits, an increase of $129.2 million in non-interest bearing deposits and an increase of $13.1 million in correspondent money market account balances.

Credit Quality

Nonperforming assets (“NPAs”) totaled $79.9 million, or 0.65% of total assets, at September 30, 2023, compared to $68.3 million, or 0.55% of total assets, at June 30, 2023. The Company had net charge-offs of $1.8 million for the three months ended September 30, 2023. Annualized net charge-offs were down to 8 bps for the three months ended September 30, 2023, compared to 48 bps and 12 bps for the three months ended June 30, 2023 and September 30, 2022, respectively.

ACL as a percentage of LHI was 1.14%, 1.05% and 0.94% at September 30, 2023, June 30, 2023 and September 30, 2022, respectively. The Company recorded a provision for credit losses of $8.6 million for the three months ended September 30, 2023, a $15.0 million provision for credit losses for the three months ended June 30, 2023 and a $6.7 million provision for credit losses for the three months ended September 30, 2022. The recorded provision for credit losses for the three months ended September 30, 2023, compared to the three months ended June 30, 2023, was primarily attributable to an increase in general reserves as a result of changes in economic factors and individually analyzed loans receiving specific reserves. The Company recorded a benefit for unfunded commitments of $909 thousand for the three months ended September 30, 2023, a $1.1 million benefit for unfunded commitments for the three months ended June 30, 2023, and a $850 thousand provision for unfunded commitments for the three months ended September 30, 2022. The recorded benefit for unfunded commitments for the three months ended September 30, 2023, compared to the three months ended June 30, 2023, was attributable to a decrease in unfunded commitment balances partially offset by changes in economic factors.

Dividend Information

After the close of the market on Tuesday, October 24, 2023, Veritex’s Board of Directors declared a quarterly cash dividend of $0.20 per share on its outstanding shares of common stock. The dividend will be paid on or after November 24, 2023 to stockholders of record as of the close of business on November 10, 2023.

Non-GAAP Financial Measures

Veritex’s management uses certain non-GAAP (U.S. generally accepted accounting principles) financial measures to evaluate its operating performance and provide information that is important to investors. However, non-GAAP financial measures are supplemental and should be viewed in addition to, and not as an alternative for, Veritex’s reported results prepared in accordance with GAAP. Specifically, Veritex reviews and reports tangible book value per common share, operating earnings, tangible common equity to tangible assets, return on average tangible common equity, pre-tax, pre-provision operating earnings, pre-tax, pre-provision operating return on average assets, pre-tax, pre-provision operating return on average loans, pre-tax, pre-provision operating return on average loans, diluted operating earnings per share, operating return on average assets, operating return on average tangible common equity and operating efficiency ratio. Veritex has included in this earnings release information related to these non-GAAP financial measures for the applicable periods presented. Please refer to “Reconciliation of Non-GAAP Financial Measures” after the financial highlights at the end of this earnings release for a reconciliation of these non-GAAP financial measures.

Conference Call

The Company will host an investor conference call and webcast to review the results on Wednesday, October 25, 2023, at 8:30 a.m. Central Time. Participants may pre-register for the call by visiting https://edge.media-server.com/mmc/p/nzdfo4ub/ and will receive a unique PIN, which can be used when dialing in for the call.

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Participants may also register via teleconference: https://register.vevent.com/register/BI9b72154b2c424063aae6950d635afeec. Once registration is completed, participants will be provided with a dial-in number containing a personalized conference code to access the call. All participants are instructed to dial-in 15 minutes prior to the start time.

A replay will be available within approximately two hours after the completion of the call, and made accessible for one week thereafter. You may access the replay via webcast through the investor relations section of Veritex’s website.

About Veritex Holdings, Inc.

Headquartered in Dallas, Texas, Veritex is a bank holding company that conducts banking activities through its wholly owned subsidiary, Veritex Community Bank, with locations throughout the Dallas-Fort Worth metroplex and in the Houston metropolitan area. Veritex Community Bank is a Texas state chartered bank regulated by the Texas Department of Banking and the Board of Governors of the Federal Reserve System. For more information, visit www.veritexbank.com.

Media and Investor Relations:

investorrelations@veritexbank.com

Forward-Looking Statements

This earnings release includes “forward-looking statements”, within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived utilizing assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors, which change over time and are beyond our control, that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include, without limitation, statements relating to the expected payment of Veritex Holdings, Inc.’s (“Veritex”) quarterly cash dividend; the impact of certain changes in Veritex’s accounting policies, standards and interpretations; a continuation of recent turmoil in the banking industry, responsive measures to mitigate and manage it and related supervisory and regulatory actions and costs and Veritex’s future financial performance, business and growth strategy, projected plans and objectives, as well as other projections based on macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact broader economic and industry trends, and any such variations may be material. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “seeks,” “targets,” “outlooks,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. We refer you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Veritex’s Annual Report on Form 10-K for the year ended December 31, 2022 and any updates to those risk factors set forth in Veritex’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. If one or more events related to these or other risks or uncertainties materialize, or if Veritex’s underlying assumptions prove to be incorrect, actual results may differ materially from what Veritex anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. Veritex does not undertake any obligation, and specifically declines any obligation, to supplement, update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law. All forward-looking statements, expressed or implied, included in this earnings release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Veritex or persons acting on Veritex’s behalf may issue.

4

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

	For the Quarter Ended															For the Nine Months Ended
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022			Sep 30, 2023			Sep 30, 2022
	(Dollars and shares in thousands, except per share data)
Per Share Data (Common Stock):
Basic EPS	$	0.60		$	0.62		$	0.71		$	0.74		$	0.80		$	1.93		$	2.01
Diluted EPS	0.60			0.62			0.70			0.73			0.79			1.92			1.98
Book value per common share	27.46			27.48			27.54			26.83			26.15			27.46			26.15
Tangible book value per common share1	19.44			19.41			19.43			18.64			17.91			19.44			17.91
Dividends paid per common share outstanding2	0.20			0.20			0.20			0.20			0.20			0.60			0.60
Common Stock Data:
Shares outstanding at period end	54,305			54,261			54,229			54,030			53,988			54,305			53,988
Weighted average basic shares outstanding for the period	54,300			54,247			54,149			54,011			53,979			54,233			52,886
Weighted average diluted shares outstanding for the period	54,597			54,486			54,606			54,780			54,633			54,563			53,655
Summary of Credit Ratios:
ACL to total LHI	1.14		%	1.05		%	1.02		%	0.96		%	0.94		%	1.14		%	0.94		%
NPAs to total assets	0.65			0.55			0.35			0.36			0.26			0.65			0.26
NPAs, excluding nonaccrual purchase credit deteriorated (“PCD”) loans, to total assets3	0.54			0.44			0.25			0.25			0.26			0.54			0.26
Net charge-offs to average loans outstanding4	0.08			0.48			0.04			0.24			0.12			0.20			0.13
Summary Performance Ratios:
Return on average assets4	1.06		%	1.10		%	1.28		%	1.35		%	1.50		%	1.14		%	1.33		%
Return on average equity4	8.58			8.96			10.55			11.03			11.82			9.35			10.02
Return on average tangible common equity1, 4	12.80			13.35			15.81			16.75			17.82			13.95			15.40
Efficiency ratio	54.49			49.94			48.42			47.63			44.71			50.88			49.05
Net interest margin	3.46			3.51			3.69			3.87			3.77			3.55			3.48
Selected Performance Metrics - Operating:
Diluted operating EPS1	$	0.60		$	0.64		$	0.79		$	0.74		$	0.80		$	2.02		$	2.00
Pre-tax, pre-provision operating return on average assets1, 4	1.61		%	1.90		%	2.20		%	2.15		%	2.20		%	1.90		%	1.90		%
Pre-tax, pre-provision operating return on average loans1, 4	2.05			2.43			2.83			2.78			2.88			2.43			2.54
Operating return on average assets1,4	1.06			1.13			1.43			1.36			1.51			1.20			1.34
Operating return on average tangible common equity1,4	12.80			13.70			17.68			16.95			17.94			14.68			15.55
Operating efficiency ratio1	54.49			48.90			45.70			47.11			44.37			49.53			48.59
Veritex Holdings, Inc. Capital Ratios:
Average stockholders' equity to average total assets	12.30		%	12.23		%	12.09		%	12.20		%	12.69		%	12.21		%	13.23		%
Tangible common equity to tangible assets1	8.86			8.76			8.66			8.60			8.58			8.86			8.58
Tier 1 capital to average assets (leverage)	10.10			9.80			9.67			9.82			9.79			10.10			9.79
Common equity tier 1 capital	10.11			9.76			9.32			9.09			9.09			10.11			9.09
Tier 1 capital to risk-weighted assets	10.37			10.01			9.56			9.34			9.35			10.37			9.35
Total capital to risk-weighted assets	12.95			12.51			11.99			11.63			11.68			12.95			11.68

1Refer to the section titled “Reconciliation of Non-GAAP Financial Measures” after the financial highlights for a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP measures.

2Dividend amount represents dividend paid per common share subsequent to each respective quarter end.

3Nonaccrual PCD loans consist of PCD loans that transitioned upon adoption of ASC 326 Financial Instruments - Credit Losses and were accounted for on a pooled basis that have subsequently been placed on nonaccrual status.

4Annualized ratio for quarterly metrics.

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VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(In thousands)

	Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Sep 30, 2022
	(unaudited)		(unaudited)		(unaudited)				(unaudited)
ASSETS
Cash and cash equivalents	$	713,408	$	663,921	$	808,395	$	436,077	$	433,897
Debt securities, net	1,060,629		1,144,020		1,150,959		1,282,460		1,303,004
Other investments	80,869		138,894		137,621		122,450		115,551
Loans held for sale (“LHFS”)	41,313		29,876		42,816		20,641		17,644
LHI, mortgage warehouse (“MW”)	390,767		436,255		437,501		446,227		523,805
LHI, excluding MW	9,237,447		9,257,183		9,237,159		9,036,424		8,513,254
Total loans	9,669,527		9,723,314		9,717,476		9,503,292		9,054,703
ACL	(109,831)		(102,150)		(98,694)		(91,052)		(85,037)
Bank-owned life insurance	84,867		84,375		84,962		84,496		84,030
Bank premises, furniture and equipment, net	106,118		105,986		107,540		108,824		108,720
Intangible assets, net of accumulated amortization	44,294		48,293		51,086		53,213		56,238
Goodwill	404,452		404,452		404,452		404,452		404,452
Other assets	291,998		259,263		245,690		250,149		238,896
Total assets	$	12,346,331	$	12,470,368	$	12,609,487	$	12,154,361	$	11,714,454
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Noninterest-bearing deposits	$	2,363,340	$	2,234,109	$	2,212,389	$	2,640,617	$	2,811,412
Interest-bearing transaction and savings deposits	3,936,070		3,590,253		3,492,011		3,514,729		3,437,898
Certificates and other time deposits	3,403,427		2,928,949		2,896,870		2,086,642		1,667,364
Correspondent money market deposits	493,681		480,598		433,468		881,246		831,770
Total deposits	10,196,518		9,233,909		9,034,738		9,123,234		8,748,444
Accounts payable and other liabilities	229,116		190,900		171,985		177,579		173,198
Advances from FHLB	200,000		1,325,000		1,680,000		1,175,000		1,150,000
Subordinated debentures and subordinated notes	229,531		229,279		229,027		228,775		228,524
Securities sold under agreements to repurchase	—		—		—		—		2,389
Total liabilities	10,855,165		10,979,088		11,115,750		10,704,588		10,302,555
Commitments and contingencies
Stockholders’ equity:
Common stock	609		609		609		607		606
Additional paid-in capital	1,314,459		1,311,687		1,308,345		1,306,852		1,303,171
Retained earnings	451,513		429,753		406,873		379,299		350,195
Accumulated other comprehensive loss	(107,833)		(83,187)		(54,508)		(69,403)		(74,491)
Treasury stock	(167,582)		(167,582)		(167,582)		(167,582)		(167,582)
Total stockholders’ equity	1,491,166		1,491,280		1,493,737		1,449,773		1,411,899
Total liabilities and stockholders’ equity	$	12,346,331	$	12,470,368	$	12,609,487	$	12,154,361	$	11,714,454

6

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(In thousands, except per share data)

	For the Quarter Ended										For the Nine Months Ended
	Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Sep 30, 2022		Sep 30, 2023		Sep 30, 2022
	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)
Interest income:
Loans, including fees	$	167,368	$	163,727	$	151,707	$	136,846	$	109,199	$	482,802	$	262,833
Debt securities	10,928		10,166		10,988		10,880		10,462		32,082		27,856
Deposits in financial institutions and Fed Funds sold	7,128		7,507		5,534		3,401		1,898		20,169		2,874
Equity securities and other investments	1,691		1,118		1,408		1,087		1,666		4,217		3,633
Total interest income	187,115		182,518		169,637		152,214		123,225		539,270		297,196
Interest expense:
Transaction and savings deposits	39,936		32,957		29,857		24,043		12,897		102,750		18,742
Certificates and other time deposits	36,177		28,100		20,967		8,543		3,919		85,244		6,764
Advances from FHLB	8,523		17,562		12,358		10,577		2,543		38,443		4,924
Subordinated debentures and subordinated notes	3,118		3,068		3,066		2,954		2,826		9,252		8,206
Total interest expense	87,754		81,687		66,248		46,117		22,185		235,689		38,636
Net interest income	99,361		100,831		103,389		106,097		101,040		303,581		258,560
Provision for credit losses1	8,627		15,000		9,385		11,800		6,650		33,012		15,150
(Benefit) provision for unfunded commitments	(909)		(1,129)		1,497		(523)		850		(541)		1,343
Net interest income after provisions	91,643		86,960		92,507		94,820		93,540		271,110		242,067
Noninterest income:
Service charges and fees on deposit accounts	5,159		5,272		5,017		5,173		5,217		15,448		14,966
Loan fees	1,564		1,520		2,064		2,477		2,786		5,148		7,965
Loss on sales of debt securities	—		—		(5,321)		—		—		(5,321)		—
Gain on sales of mortgage LHFS	21		40		6		4		16		67		546
Government guaranteed loan income, net	1,772		4,144		9,688		7,808		572		15,604		6,252
Equity method investment (loss) income	(136)		485		(1,521)		(5,416)		(1,058)		(1,172)		275
Customer swap income	202		961		217		2,273		3,358		1,380		5,625
Other income	1,092		1,270		3,381		2,007		2,130		5,743		2,867
Total noninterest income	9,674		13,692		13,531		14,326		13,021		36,897		38,496
Noninterest expense:
Salaries and employee benefits	30,949		28,650		31,865		33,690		29,714		91,464		84,151
Occupancy and equipment	4,881		4,827		4,973		5,116		4,615		14,681		13,628
Professional and regulatory fees	7,283		6,868		4,389		4,401		3,718		18,540		9,741
Data processing and software expense	4,541		4,709		4,720		4,197		3,509		13,970		9,816
Marketing	2,353		2,627		1,779		1,841		1,845		6,759		5,338
Amortization of intangibles	2,437		2,468		2,495		2,495		2,494		7,400		7,484
Telephone and communications	362		355		478		358		389		1,195		1,126
Merger and acquisition (“M&A”) expense	—		—		—		—		384		—		1,379
Other	6,608		6,693		5,916		5,261		4,323		19,217		13,053
Total noninterest expense	59,414		57,197		56,615		57,359		50,991		173,226		145,716
Income before income tax expense	41,903		43,455		49,423		51,787		55,570		134,781		134,847
Income tax expense	9,282		9,725		11,012		11,890		12,248		30,019		28,429
Net income	$	32,621	$	33,730	$	38,411	$	39,897	$	43,322	$	104,762	$	106,418
Net income available to common stockholders	$	32,621	$	33,730	$	38,411	$	39,897	$	43,322	$	104,762	$	106,418
Basic EPS	$	0.60	$	0.62	$	0.71	$	0.74	$	0.80	$	1.93	$	2.01
Diluted EPS	$	0.60	$	0.62	$	0.70	$	0.73	$	0.79	$	1.92	$	1.98
Weighted average basic shares outstanding	54,300		54,247		54,149		54,011		53,979		54,233		52,886
Weighted average diluted shares outstanding	54,597		54,486		54,606		54,780		54,633		54,563		53,655

1 Includes provision for credit losses on available for sale (“AFS”) securities of $885 thousand for the three months ended March 31, 2023 and June 30, 2023.

7

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

	For the Quarter Ended
	September 30, 2023						June 30, 2023						September 30, 2022
	Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate		Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate		Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate
	(In thousands, except percentages)
Assets
Interest-earning assets:
Loans1	$	9,267,366	$	161,615	6.92	%	$	9,285,550	$	158,685	6.85	%	$	8,280,537	$	104,550	5.01	%
LHI, MW	357,639		5,753		6.38		371,763		5,042		5.44		448,556		4,649		4.11
Debt securities	1,121,716		10,928		3.87		1,133,845		10,166		3.60		1,362,365		10,462		3.05
Interest-bearing deposits in other banks	520,785		7,128		5.43		583,818		7,507		5.16		346,296		1,898		2.17
Equity securities and other investments	135,714		1,691		4.94		137,868		1,118		3.25		203,528		1,666		3.25
Total interest-earning assets	11,403,220		187,115		6.51		11,512,844		182,518		6.36		10,641,282		123,225		4.59
ACL	(105,320)						(102,559)						(81,888)
Noninterest-earning assets	961,162						939,938						901,463
Total assets	$	12,259,062					$	12,350,223					$	11,460,857
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	4,168,876	$	39,936	3.80	%	$	3,919,745	$	32,957	3.37	%	$	4,164,164	$	12,897	1.23	%
Certificates and other time deposits	3,151,704		36,177		4.55		2,873,548		28,100		3.92		1,656,347		3,919		0.94
Advances from FHLB and Other	725,543		8,523		4.66		1,472,912		17,562		4.78		904,065		2,543		1.12
Subordinated debentures and subordinated notes	229,389		3,118		5.39		229,151		3,068		5.37		231,012		2,826		4.85
Total interest-bearing liabilities	8,275,512		87,754		4.21		8,495,356		81,687		3.86		6,955,588		22,185		1.27
Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,272,207						2,175,002						2,925,462
Other liabilities	203,173						169,240						125,991
Total liabilities	10,750,892						10,839,598						10,007,041
Stockholders’ equity	1,508,170						1,510,625						1,453,816
Total liabilities and stockholders’ equity	$	12,259,062					$	12,350,223					$	11,460,857
Net interest rate spread2					2.30	%					2.50	%					3.32	%
Net interest income and margin3			$	99,361	3.46	%			$	100,831	3.51	%			$	101,040	3.77	%

1 Includes average outstanding balances of LHFS of $28,284, $23,374 and $14,023 for the quarters ended September 30, 2023, June 30, 2023, and September 30, 2022, respectively, and average balances of LHI, excluding MW.

2 Net interest rate spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.

3 Net interest margin is equal to net interest income divided by average interest-earning assets.

8

VERITEX HOLDINGS, INC. AND SUBSIDIARY

Financial Highlights

(In thousands except percentages)

	Nine Months Ended
	September 30, 2023						September 30, 2022
	Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate		Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate
Assets
Interest-earning assets:
Loans1	$	9,231,814	$	467,101	6.76	%	$	7,586,302	$	251,186	4.43	%
LHI, MW	363,182		15,701		5.78		449,906		11,647		3.46
Debt securities	1,168,860		32,082		3.67		1,274,712		27,856		2.92
Interest-bearing deposits in other banks	527,805		20,169		5.11		422,905		2,874		0.91
Equity securities and other investments	132,895		4,217		4.24		187,002		3,633		2.60
Total interest-earning assets	11,424,556		539,270		6.31		9,920,827		297,196		4.01
ACL	(100,228)						(78,015)
Noninterest-earning assets	950,369						886,357
Total assets	$	12,274,697					$	10,729,169
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	4,079,436	$	102,750	3.37	%	$	3,804,506	$	18,742	0.66	%
Certificates and other time deposits	2,873,388		85,244		3.97		1,539,861		6,764		0.59
Advances from FHLB and Other	1,105,592		38,443		4.65		837,254		4,924		0.79
Subordinated debentures and subordinated notes	229,923		9,252		5.38		231,640		8,206		4.74
Total interest-bearing liabilities	8,288,339		235,689		3.80		6,413,261		38,636		0.81
Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,305,745						2,797,110
Other liabilities	182,040						98,898
Total liabilities	10,776,124						9,309,269
Stockholders’ equity	1,498,573						1,419,900
Total liabilities and stockholders’ equity	$	12,274,697					$	10,729,169
Net interest rate spread2					2.51	%					3.20	%
Net interest income and margin3			$	303,581	3.55	%			$	258,560	3.48	%

1 Includes average outstanding balances of loans held for sale of $23,810 and $12,973 for the nine months ended September 30, 2023 and 2022, respectively, and average balances of LHI, excluding MW.

2 Net interest rate spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.

3 Net interest margin is equal to net interest income divided by average interest-earning assets.

9

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

Yield Trend

	For the Quarter Ended										For the Year Ended
	Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Sep 30, 2022		Sep 30, 2023		Sep 30, 2022
Average yield on interest-earning assets:
Loans1	6.92	%	6.85	%	6.51	%	5.98	%	5.01	%	6.76	%	4.43	%
LHI, MW	6.38		5.44		5.52		5.20		4.11		5.78		3.46
Debt securities	3.87		3.60		3.56		3.36		3.05		3.67		2.92
Interest-bearing deposits in other banks	5.43		5.16		4.69		3.81		2.17		5.11		0.91
Equity securities and other investments	4.94		3.25		4.57		3.62		3.25		4.24		2.60
Total interest-earning assets	6.51	%	6.36	%	6.06	%	5.55	%	4.59	%	6.31	%	4.01	%
Average rate on interest-bearing liabilities:
Interest-bearing demand and savings deposits	3.80	%	3.37	%	2.92	%	2.21	%	1.23	%	3.37	%	0.66	%
Certificates and other time deposits	4.55		3.92		3.28		1.90		0.94		3.97		0.59
Advances from FHLB	4.66		4.78		4.46		3.91		1.12		4.65		0.79
Subordinated debentures and subordinated notes	5.39		5.37		5.38		5.12		4.85		5.38		4.74
Total interest-bearing liabilities	4.21	%	3.86	%	3.32	%	2.47	%	1.27	%	3.80	%	0.81	%
Net interest rate spread2	2.30	%	2.50	%	2.74	%	3.08	%	3.32	%	2.51	%	3.20	%
Net interest margin3	3.46	%	3.51	%	3.69	%	3.87	%	3.77	%	3.55	%	3.48	%

1Includes average outstanding balances of loans held for sale of $28,284, $23,374, $19,679, $15,296 and $14,023 for the three months ended September 30, 2023, June 30, 2023, March 31, 2023, December 31, 2022 and September 30, 2022, respectively, and average balances of LHI, excluding MW.

2 Net interest rate spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.

3 Net interest margin is equal to net interest income divided by average interest-earning assets.

Supplemental Yield Trend

	For the Quarter Ended										For the Year Ended
	Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Sep 30, 2022		Sep 30, 2023		Sep 30, 2022
Average cost of interest-bearing deposits	4.12	%	3.61	%	3.06	%	2.12	%	1.15	%	3.62	%	0.64	%
Average costs of total deposits, including noninterest-bearing	3.15		2.73		2.24		1.46		0.76		2.03		0.31

10

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

LHI and Deposit Portfolio Composition

	Sep 30, 2023					Jun 30, 2023					Mar 31, 2023					Dec 31, 2022					Sep 30, 2022
	(In thousands, except percentages)
LHI1
Commercial and Industrial (“C&I”)	$	2,841,024		30.7	%	$	2,850,084		30.7	%	$	2,895,957		31.3	%	$	2,942,348		32.4	%	$	2,743,769		32.2	%
Real Estate:
Owner occupied commercial (“OOCRE”)	697,299			7.5		671,602			7.2		631,563			6.8		715,829			7.9		677,705			7.9
Non-owner occupied commercial (“NOOCRE”)	2,398,060			25.9		2,509,731			27.1		2,505,344			27.1		2,341,379			25.9		2,273,305			26.6
Construction and land	1,705,053			18.4		1,659,700			17.9		1,831,349			19.8		1,787,400			19.7		1,673,997			19.6
Farmland	59,684			0.6		51,663			0.6		51,680			0.6		43,500			0.5		43,569			0.5
1-4 family residential	933,225			10.1		923,442			10.0		896,252			9.7		894,456			9.9		858,693			10.1
Multi-family residential	603,395			6.7		592,473			6.4		432,209			4.6		322,679			3.6		252,244			3.0
Consumer	9,845			0.1		11,189			0.1		8,316			0.1		7,806			0.1		7,465			0.1
Total LHI	$	9,247,585		100	%	$	9,269,884		100	%	$	9,252,670		100	%	$	9,055,397		100	%	$	8,530,747		100	%
MW	390,767					436,255					437,501					446,227					523,805
Total LHI1	$	9,638,352				$	9,706,139				$	9,690,171				$	9,501,624				$	9,054,552
Deposits
Noninterest-bearing	$	2,363,340		23.2	%	$	2,234,109		24.2	%	$	2,212,389		24.5	%	$	2,640,617		28.9	%	$	2,811,412		32.1	%
Interest-bearing transaction	739,098			7.2		676,653			7.3		866,609			9.6		622,814			6.8		603,729			6.9
Money market	3,096,498			30.4		2,816,769			30.5		2,518,922			27.9		2,773,622			30.4		2,701,762			30.9
Savings	100,474			1.0		96,831			1.0		106,480			1.2		118,293			1.3		132,407			1.5
Certificates and other time deposits	3,403,427			33.4		2,928,949			31.7		2,896,870			32.0		2,086,642			22.9		1,667,364			19.1
Correspondent money market accounts	493,681			4.8		480,598			5.2		433,468			4.8		881,246			9.7		831,770			9.5
Total deposits	$	10,196,518		100	%	$	9,233,909		100	%	$	9,034,738		100	%	$	9,123,234		100	%	$	8,748,444		100	%
Loan to Deposit Ratio	94.5		%			105.1		%			107.3		%			104.1		%			103.5		%
Loan to Deposit Ratio, excluding MW	90.7		%			100.4		%			102.4		%			99.3		%			97.5		%

1Total LHI does not include deferred fees of $10.1 million, $12.7 million, $15.5 million, $19.0 million and $17.5 million at September 30, 2023, June 30, 2023, March 31, 2023, December 31, 2022 and September 30, 2022, respectively.

11

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

Asset Quality

	For the Quarter Ended															For the Nine Months Ended
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022			Sep 30, 2023			Sep 30, 2022
	(In thousands, except percentages)
NPAs:
Nonaccrual loans	$	65,676		$	54,055		$	31,452		$	30,364		$	30,592		$	65,676		$	30,592
Nonaccrual PCD loans1	13,718			13,721			12,784			13,178			—			13,718			—
Accruing loans 90 or more days past due2	474			528			296			125			—			474			—
Total nonperforming loans held for investment (“NPLs”)	79,868			68,304			44,532			43,667			30,592			79,868			30,592
Other real estate owned	—			—			—			—			—			—			—
Total NPAs	$	79,868		$	68,304		$	44,532		$	43,667		$	30,592		$	79,868		$	30,592
Charge-offs:
OOCRE	$	(375)		$	—		$	(116)		$	—		$	(1,061)		$	(491)		$	(2,646)
NOOCRE	—			(8,215)			—			(1,019)			(838)			(8,215)			(1,391)
C&I	(1,929)			(3,540)			(1,051)			(5,449)			(460)			(6,520)			(4,282)
Consumer	(49)			(92)			(62)			(41)			(19)			(203)			(1,244)
Total charge-offs	(2,353)			(11,847)			(1,229)			(6,509)			(2,378)			(15,429)			(9,563)
Recoveries:
1-4 family residential	—			1			1			24			4			2			7
OOCRE	—			—			—			26			—			—			245
NOOCRE	200			150			—			229			3			350			496
C&I	308			106			364			415			177			778			893
Consumer	14			46			6			30			5			66			55
Total recoveries	522			303			371			724			189			1,196			1,696
Net charge-offs	$	(1,831)		$	(11,544)		$	(858)		$	(5,785)		$	(2,189)		$	(14,233)		$	(7,867)
ACL	$	109,831		$	102,150		$	98,694		$	91,052		$	85,037		$	109,831		$	85,037
Asset Quality Ratios:
NPAs to total assets	0.65		%	0.55		%	0.35		%	0.36		%	0.26		%	0.65		%	0.26		%
NPAs, excluding nonaccrual PCD loans, to total assets	0.54			0.44			0.25			0.25			0.26			0.54			0.26
NPLs to total LHI	0.83			0.71			0.47			0.48			0.35			0.83			0.38
NPLs, excluding nonaccrual PCD loans, to total LHI	0.69			0.56			0.33			0.32			0.34			0.69			0.34
ACL to total LHI	1.14			1.05			1.02			0.96			0.94			1.14			0.94
Net charge-offs to average loans outstanding3	0.08			0.48			0.04			0.24			0.12			0.20			0.13

1 Nonaccrual PCD loans consist of PCD loans that transitioned upon adoption of ASC 326 Financial Instruments - Credit Losses and were accounted for on a pooled basis that have subsequently been placed on nonaccrual status.

2 Accruing loans greater than 90 days past due exclude purchase credit deteriorated loans greater than 90 days past due that are accounted for on a pooled basis.

3Annualized ratio for quarterly metrics.

12

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

We identify certain financial measures discussed in this earnings release as being “non-GAAP financial measures.” In accordance with SEC rules, we classify a financial measure as being a non-GAAP financial measure if that financial measure excludes or includes amounts, or is subject to adjustments that have the effect of excluding or including amounts, that are included or excluded, as the case may be, in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles as in effect from time to time in the United States (“GAAP”), in our statements of income, balance sheets or statements of cash flows. Non-GAAP financial measures do not include operating and other statistical measures or ratios calculated using exclusively either one or both of (i) financial measures calculated in accordance with GAAP and (ii) operating measures or other measures that are not non-GAAP financial measures.

The non-GAAP financial measures that we present in this earnings release should not be considered in isolation or as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. Moreover, the manner in which we calculate the non-GAAP financial measures that we present in this earnings release may differ from that of other companies reporting measures with similar names. You should understand how such other financial institutions calculate their financial measures that appear to be similar or have similar names to the non-GAAP financial measures we have discussed in this earnings release when comparing such non-GAAP financial measures.

Tangible Book Value Per Common Share. Tangible book value is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) tangible common equity as total stockholders’ equity less goodwill and core deposit intangibles, net of accumulated amortization; and (b) tangible book value per common share as tangible common equity (as described in clause (a)) divided by number of common shares outstanding. For tangible book value per common share, the most directly comparable financial measure calculated in accordance with GAAP is book value per common share.

We believe that this measure is important to many investors in the marketplace who are interested in changes from period to period in book value per common share exclusive of changes in core deposit intangibles. Goodwill and other intangible assets have the effect of increasing total book value while not increasing our tangible book value.

The following table reconciles, as of the dates set forth below, total stockholders’ equity to tangible common equity and presents our tangible book value per common share compared with our book value per common share:

	As of
	Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Sep 30, 2022
	(Dollars in thousands, except per share data)
Tangible Common Equity
Total stockholders' equity	$	1,491,166	$	1,491,280	$	1,493,737	$	1,449,773	$	1,411,899
Adjustments:
Goodwill	(404,452)		(404,452)		(404,452)		(404,452)		(404,452)
Core deposit intangibles	(30,933)		(33,371)		(35,808)		(38,247)		(40,684)
Tangible common equity	$	1,055,781	$	1,053,457	$	1,053,477	$	1,007,074	$	966,763
Common shares outstanding	54,305		54,261		54,229		54,030		53,988
Book value per common share	$	27.46	$	27.48	$	27.54	$	26.83	$	26.15
Tangible book value per common share	$	19.44	$	19.41	$	19.43	$	18.64	$	17.91

13

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Tangible Common Equity to Tangible Assets. Tangible common equity to tangible assets is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) tangible common equity as total stockholders’ equity, less goodwill and core deposit intangibles, net of accumulated amortization; (b) tangible assets as total assets less goodwill and core deposit intangibles, net of accumulated amortization; and (c) tangible common equity to tangible assets as tangible common equity (as described in clause (a)) divided by tangible assets (as described in clause (b)). For tangible common equity to tangible assets, the most directly comparable financial measure calculated in accordance with GAAP is total stockholders’ equity to total assets.

We believe that this measure is important to many investors in the marketplace who are interested in the relative changes from period to period in common equity and total assets, in each case, exclusive of changes in core deposit intangibles. Goodwill and other intangible assets have the effect of increasing both total stockholders’ equity and assets while not increasing our tangible common equity or tangible assets.

The following table reconciles, as of the dates set forth below, total stockholders’ equity to tangible common equity and total assets to tangible assets and presents our tangible common equity to tangible assets:

	As of
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022
	(Dollars in thousands)
Tangible Common Equity
Total stockholders' equity	$	1,491,166		$	1,491,280		$	1,493,737		$	1,449,773		$	1,411,899
Adjustments:
Goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(404,452)
Core deposit intangibles	(30,933)			(33,371)			(35,808)			(38,247)			(40,684)
Tangible common equity	$	1,055,781		$	1,053,457		$	1,053,477		$	1,007,074		$	966,763
Tangible Assets
Total assets	$	12,346,331		$	12,470,368		$	12,609,487		$	12,154,361		$	11,714,454
Adjustments:
Goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(404,452)
Core deposit intangibles	(30,933)			(33,371)			(35,808)			(38,247)			(40,684)
Tangible Assets	$	11,910,946		$	12,032,545		$	12,169,227		$	11,711,662		$	11,269,318
Tangible Common Equity to Tangible Assets	8.86		%	8.76		%	8.66		%	8.60		%	8.58		%

14

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Return on Average Tangible Common Equity. Return on average tangible common equity is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) net income available for common stockholders adjusted for amortization of core deposit intangibles (which we refer to as “return”) as net income, plus amortization of core deposit intangibles, less tax benefit at the statutory rate; (b) average tangible common equity as total average stockholders’ equity less average goodwill and average core deposit intangibles, net of accumulated amortization; and (c) return (as described in clause (a)) divided by average tangible common equity (as described in clause (b)). For return on average tangible common equity, the most directly comparable financial measure calculated in accordance with GAAP is return on average equity.

We believe that this measure is important to many investors in the marketplace who are interested in the return on common equity, exclusive of the impact of core deposit intangibles. Goodwill and core deposit intangibles have the effect of increasing total stockholders’ equity while not increasing our tangible common equity. This measure is particularly relevant to acquisitive institutions that may have higher balances in goodwill and core deposit intangibles than non-acquisitive institutions.

The following table reconciles, as of the dates set forth below, average tangible common equity to average common equity and net income available for common stockholders adjusted for amortization of core deposit intangibles, net of taxes to net income and presents our return on average tangible common equity:

	For the Quarter Ended															For the Nine Months Ended
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022			Sep 30, 2023			Sep 30, 2022
	(Dollars in thousands)
Net income available for common stockholders adjusted for amortization of core deposit intangibles
Net income	$	32,621		$	33,730		$	38,411		$	39,897		$	43,322		$	104,762		$	106,418
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,438			2,438			2,438			2,438			7,314			7,314
Less: Tax benefit at the statutory rate	512			512			512			512			512			1,536			1,536
Net income available for common stockholders adjusted for amortization of core deposit intangibles	$	34,547		$	35,656		$	40,337		$	41,823		$	45,248		$	110,540		$	112,196
Average Tangible Common Equity
Total average stockholders' equity	$	1,508,170		$	1,510,625		$	1,476,576		$	1,434,818		$	1,453,816		$	1,498,573		$	1,419,900
Adjustments:
Average goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(404,452)			(404,452)			(404,308)
Average core deposit intangibles	(32,540)			(34,969)			(37,361)			(39,792)			(42,230)			(34,939)			(41,470)
Average tangible common equity	$	1,071,178		$	1,071,204		$	1,034,763		$	990,574		$	1,007,134		$	1,059,182		$	974,122
Return on Average Tangible Common Equity (Annualized)	12.80		%	13.35		%	15.81		%	16.75		%	17.82		%	13.95		%	15.40		%

15

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Operating Earnings, Pre-tax, Pre-provision Operating Earnings and performance metrics calculated using Operating Earnings and Pre-tax, Pre-provision Operating Earnings, including Diluted Operating Earnings per Share, Operating Return on Average Assets, Pre-tax, Pre-Provision Operating Return on Average Assets, Pre-tax, Pre-Provision Operating Return on Average Loans, Operating Return on Average Tangible Common Equity and Operating Efficiency Ratio. Operating earnings, pre-tax, pre-provision operating earnings and the performance metrics calculated using these metrics, listed below, are non-GAAP measures used by management to evaluate the Company’s financial performance. We calculate (a) operating earnings as net income plus severance payments, plus loss on sale of debt securities AFS, net, plus M&A expenses less tax impact of adjustments, plus nonrecurring tax adjustments. We calculate (b) diluted operating earnings per share as operating earnings as described in clause (a) divided by weighted average diluted shares outstanding. We calculate (c) pre-tax, pre-provision operating earnings as operating earnings as described in clause (a) plus provision for income taxes, plus provision (benefit) for credit losses and unfunded commitments. We calculate (d) pre-tax, pre-provision operating return on average assets as pre-tax, pre-provision operating earnings as described in clause (a) divided by total average assets. We calculate (e) operating return on average assets as operating earnings as described in clause (a) divided by total average assets. We calculate (f) operating return on average tangible common equity as operating earnings as described in clause (a), adjusted for the amortization of intangibles and tax benefit at the statutory rate, divided by total average tangible common equity (average stockholders’ equity less average goodwill and average core deposit intangibles, net of accumulated amortization). We calculate (g) operating efficiency ratio as noninterest expense plus adjustments to operating noninterest expense divided by noninterest income plus adjustments to operating noninterest income, plus net interest income.

We believe that these measures and the operating metrics calculated utilizing these measures are important to management and many investors in the marketplace who are interested in understanding the ongoing operating performance of the Company and provide meaningful comparisons to its peers.

The following tables reconcile, as of the dates set forth below, operating net income and pre-tax, pre-provision operating earnings and related metrics:

	For the Quarter Ended										For the Nine Months Ended
	Sep 30, 2023		Jun 30, 2023		Mar 31, 2023		Dec 31, 2022		Sep 30, 2022		Sep 30, 2023		Sep 30, 2022
	(Dollars in thousands, except per share data)
Operating Earnings
Net income	$	32,621	$	33,730	$	38,411	$	39,897	$	43,322	$	104,762	$	106,418
Plus: Severance payments1	—		1,194		756		630		—		1,950		—
Plus: Loss on sale of debt securities AFS, net	—		—		5,321		—		—		5,321		—
Plus: M&A expenses	—		—		—		—		384		—		1,379
Operating pre-tax income	32,621		34,924		44,488		40,527		43,706		112,033		107,797
Less: Tax impact of adjustments	—		251		1,293		132		81		1,544		303
Operating earnings	$	32,621	$	34,673	$	43,195	$	40,395	$	43,625	$	110,489	$	107,494
Weighted average diluted shares outstanding	54,597		54,486		54,606		54,780		54,633		54,563		53,655
Diluted EPS	$	0.60	$	0.62	$	0.70	$	0.73	$	0.79	$	1.92	$	1.98
Diluted operating EPS	$	0.60	$	0.64	$	0.79	$	0.74	$	0.80	$	2.02	$	2.00

1 Severance payments relate to certain restructurings made during the periods disclosed.

16

	For the Quarter Ended															For the Nine Months Ended
	Sep 30, 2023			Jun 30, 2023			Mar 31, 2023			Dec 31, 2022			Sep 30, 2022			Sep 30, 2023			Sep 30, 2022
	(Dollars in thousands)
Pre-Tax, Pre-Provision Operating Earnings
Net income	$	32,621		$	33,730		$	38,411		$	39,897		$	43,322		$	104,762		$	106,418
Plus: Provision for income taxes	9,282			9,725			11,012			11,890			12,248			30,019			28,429
Plus: Provision for credit losses and unfunded commitments	7,718			13,871			10,882			11,277			7,500			32,471			16,493
Plus: Severance payments	—			1,194			756			630			—			1,950			—
Plus: Loss on sale of debt securities AFS, net	—			—			5,321			—			—			5,321			—
Plus: M&A expenses	—			—			—			—			384			—			1,379
Pre-tax, pre-provision operating earnings	$	49,621		$	58,520		$	66,382		$	63,694		$	63,454		$	174,523		$	152,719
Average total assets	$	12,259,062		$	12,350,223		$	12,214,313		$	11,761,044		$	11,460,857		$	12,274,697		$	10,729,169
Pre-tax, pre-provision operating return on average assets1	1.61		%	1.90		%	2.20		%	2.15		%	2.20		%	1.90		%	1.90		%
Average loans	$	9,625,005		$	9,657,313		$	9,501,309		$	9,103,552		$	8,729,093		$	9,594,996		$	8,036,208
Pre-tax, pre-provision operating return on average loans1	2.05		%	2.43		%	2.83		%	2.78		%	2.88		%	2.43		%	2.54		%
Average total assets	$	12,259,062		$	12,350,223		$	12,214,313		$	11,761,044		$	11,460,857		$	12,274,697		$	10,729,169
Return on average assets1	1.06		%	1.10		%	1.28		%	1.35		%	1.50		%	1.14		%	1.33		%
Operating return on average assets1	1.06			1.13			1.43			1.36			1.51			1.20			1.34
Operating earnings adjusted for amortization of core deposit intangibles
Operating earnings	$	32,621		$	34,673		$	43,195		$	40,395		$	43,625		$	110,489		$	107,494
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,438			2,438			2,438			2,438			7,314			7,314
Less: Tax benefit at the statutory rate	512			512			512			512			512			1,536			1,536
Operating earnings adjusted for amortization of core deposit intangibles	$	34,547		$	36,599		$	45,121		$	42,321		$	45,551		$	116,267		$	113,272
Average Tangible Common Equity
Total average stockholders' equity	$	1,508,170		$	1,510,625		$	1,476,576		$	1,434,818		$	1,453,816		$	1,498,573		$	1,419,900
Adjustments:
Less: Average goodwill	(404,452)			(404,452)			(404,452)			(404,452)			(404,452)			(404,452)			(404,308)
Less: Average core deposit intangibles	(32,540)			(34,969)			(37,361)			(39,792)			(42,230)			(34,939)			(41,470)
Average tangible common equity	$	1,071,178		$	1,071,204		$	1,034,763		$	990,574		$	1,007,134		$	1,059,182		$	974,122
Operating return on average tangible common equity1	12.80		%	13.70		%	17.68		%	16.95		%	17.94		%	14.68		%	15.55		%
Efficiency ratio	54.49		%	49.94		%	48.42		%	47.63		%	44.71		%	50.88		%	49.05		%
Net interest income	$	99,361		$	100,831		$	103,389		$	106,097		$	101,040		$	303,581		$	258,560
Noninterest income	9,674			13,692			13,531			14,326			13,021			36,897			38,496
Plus: Loss on sale of AFS securities, net	—			—			5,321			—			—			5,321			—
Operating noninterest income	9,674			13,692			18,852			14,326			13,021			42,218			38,496
Noninterest expense	59,414			57,197			56,615			57,359			50,991			173,226			145,716
Less: Severance payments	—			1,194			756			630			—			1,950			—
Less: M&A expenses	—			—			—			—			384			—			1,379
Operating noninterest expense	$	59,414		$	56,003		$	55,859		$	56,729		$	50,607		$	171,276		$	144,337
Operating efficiency ratio	54.49		%	48.90		%	45.70		%	47.11		%	44.37		%	49.53		%	48.59		%

1 Annualized ratio for quarterly metrics.

17

EX-99.2

A BETTER STATE OF BANKING Veritex Holdings, Inc. Third Quarter 2023 Results Earnings Release October 24, 2023 NASDAQ: VBTX

2 Forward-Looking Statements This presentation includes “forward-looking statements”, within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived utilizing assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors, which change over time and are beyond our control, that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include, without limitation, statements relating to the expected payment of Veritex Holdings, Inc.’s (“Veritex”) quarterly cash dividend; the impact of certain changes in Veritex’s accounting policies, standards and interpretations; the effects of the COVID-19 pandemic and actions taken in response thereto; a continuation of recent turmoil in the banking industry, responsive measures to mitigate and manage it and related supervisory and regulatory actions and costs and Veritex’s future financial performance, business and growth strategy, projected plans and objectives, as well as other projections based on macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact broader economic and industry trends, and any such variations may be material. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “seeks,” “targets,” “outlooks,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. We refer you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Veritex’s Annual Report on Form 10-K for the year ended December 31, 2022 and any updates to those risk factors set forth in Veritex’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. If one or more events related to these or other risks or uncertainties materialize, or if Veritex’s underlying assumptions prove to be incorrect, actual results may differ materially from what Veritex anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. Veritex does not undertake any obligation, and specifically declines any obligation, to supplement, update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law. All forward-looking statements, expressed or implied, included in this presentation are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Veritex or persons acting on Veritex’s behalf may issue. This presentation also includes industry and trade association data, forecasts and information that Veritex has prepared based, in part, upon data, forecasts and information obtained from independent trade associations, industry publications and surveys, government agencies and other information publicly available to Veritex, which information may be specific to particular markets or geographic locations. Some data is also based on Veritex's good faith estimates, which are derived from Veritex management's knowledge of the industry, markets and independent sources. Industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable. Although Veritex believes these sources are reliable, Veritex has not independently verified the information contained therein. While Veritex is not aware of any misstatements regarding the industry data, forecasts and information included in this presentation, such data forecasts, and information and Veritex's estimates based thereon involve risks, assumptions and uncertainties and are subject to change based on various factors. Veritex does not undertake any obligation, and specifically declines any obligation, to supplement, update or revise such data forecasts, and information and Veritex's estimates based thereon, whether as a result of new information, future developments or otherwise, except as required by law. This presentation contains certain non-GAAP (generally accepted accounting principles) financial measures, including tangible book value per common share (“TBVPS”), tangible common equity to tangible assets, return on average tangible common equity (“ROATCE”), operating earnings, pre-tax, pre-provision (“PTPP”) operating earnings, diluted operating earnings per shares (“EPS”), operating return on average assets (“ROAA”), PTPP operating ROAA, Operating ROATCE, operating efficiency ratio, operating noninterest income, operating noninterest expense and adjusted net interest margin (“NIM”). Veritex’s management uses these non-GAAP financial measures to evaluate its operating performance and provide information that is important to investors. The non-GAAP financial measures that Veritex discusses in this presentation should not be considered in isolation or as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. Please see “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for reconciliations of non-GAAP measures to the most directly comparable financial measures calculated in accordance with GAAP. Use of Non-GAAP Financial Measures

3 (as % of RBC) Strengthening the Balance Sheet 103.5% 104.1% 107.3% 105.1% 94.5% 3Q22 4Q22 1Q23 2Q23 3Q23 Loan to Deposit Ratio 22.9% 23.8% 32.1% 29.2% 21.2% 3Q22 4Q22 1Q23 2Q23 3Q23 Reliance on Wholesale Funding 315.6% 325.0% 333.7% 327.2% 317.0% 3Q22 4Q22 1Q23 2Q23 3Q23 CRE Concentration ($ in thousands) 0.94% 0.96% 1.02% 1.05% 1.14% 3Q22 4Q22 1Q23 2Q23 3Q23 ACL / Total Loans 9.09% 9.09% 9.32% 9.76% 10.11% 3Q22 4Q22 1Q23 2Q23 3Q23 CET1 / Total RWA $8,748 $9,123 $9,035 $9,234 $10,197 3Q22 4Q22 1Q23 2Q23 3Q23 Deposit Growth

4 Third Quarter 2023 and YTD Highlights Third Quarter 2023 Key Highlights • Pre-tax Pre-provision - $49.6 Million • 1.61% PTPP ROAA • TCE / TA increased to 8.86% • TBVPS increased to $19.44 • Annualized net charge-offs were 8 bps TotalBalance Sheet3 $9.6Total Loans $10.2Total Deposits 1 Refer to the reconciliation of Non-GAAP financial measures at the end of this presentation 2 Net income $ in millions 3 Total loans and deposits $ in billions as of September 30, 2023 2023 YTD Key Highlights • Pre-tax Pre-provision - $174.5 Million • 1.90% PTPP ROAA • Efficiency ratio remained flat at 49.6% • Annualized net charge-offs were 20 bps YTD 20221 YTD 2022 YTD 20231 YTD 20233Q23 OperatingReportedOperatingReportedReportedKey Performance Metrics $107.5$106.4$110.5$104.8$32.6Net Income2 $2.00$1.98$2.02$1.92$0.60Diluted Earnings Per Share 1.34%1.33%1.20%1.14%1.06%Return on Average Assets 15.55%15.40%14.68%13.95%12.80% Return on Average Tangible Common Equity 48.6%49.1%49.5%50.9%54.5%Efficiency Ratio

5 YoY Change in Deposits Deposits Summary • Total deposits increased $962.6 million during 3Q23 • FHLB borrowings decreased $1.125 billion during 3Q23 • 4.45% average rate on new accounts1 • Uninsured and uncollateralized deposits was 31.5%2 • New client acquisition doubled in 3Q23 compared to average of the first two quarters of 2023 • Net client growth during 3Q23 is up 4x over the average of first two quarters of 2023 1 Excludes wholesale 2 As of September 30, 2023 QoQ Change in Deposits 52% 63% 68% 75% 36% 46% 52% 57% Interest Bearing Deposits Total Deposits Cumulative change in deposit costs over cumulative change in average Fed Funds effective Rate Hike Beta Trends Int. Bearing Rate Total Deposit Rate Average Fed Funds Effective Rates and Average Fed Funds Effective 5.26% 4.12% 3.15% 2.20% 1.15% 0.76% ($31.9) ($338.1)($448.1) $129.2 $1,156.7 ($ in Millions) ($ in Millions) $62.4 $279.7 $3.6 $192.3 $13.2 $135.4 $394.7 $282.2 $579.4

6 Loans Summary • 34% decrease in CRE ADC Constructed unfunded commitments YOY • $298.4 million in loan payoffs in 3Q23, or $931.9 million YTD • Exiting non-relational loan transactions contributing to LDR improvement $ 1.7 $ 1.1 $ 0.3 $ 0.1 $ 0.2 $ 0.5 $ 0.4 $ 0.3 $ 0.4 $ 0.3 3Q22 4Q22 1Q23 2Q23 3Q23 Loan Production ($B) Loan Payoffs ($B) Loan Production and Loan Payoff Levels CRE ADC Construction Current Unfunded (Non-Revolving) 3Q22 4Q22 1Q23 2Q23 3Q23 Quarterly Average Balances ($ in Thousands) QoQ Change in the Loan Portfolio $25,697 $45,353 $9,783 $(111,671) $(9,060) $10,922 $(45,488) (34%) $6,677 $19,594 $124,755 $31,056 Commercial and Industrial (“C&I”) Owner occupied commercial (“OOCRE”) Non-owner occupied commercial (“NOOCRE”) Construction and land 1-4 family residential Multi-family residential MW Other ($ in Thousands) YoY Change in the Loan Portfolio $97,255 $74,532 $351,151 $18,495 $(133,038)

7 Out of State Exposure % of Total$9,638,352Total Loans 10.3%$992,262National Businesses1 141,329 Mortgage Warehouse 178,945 Mortgage Servicing Rights 532,008Lender Finance 139,980USDA and SBA 2.7%$262,084Mortgage 12.5%$1,203,409Out of State 8.6%797,722 Texas CRE Developers 4.4%405,687C&I / Shared National Credits 39%310,609Warehouse/Industrial 21%166,789Retail 13%95,104Multifamily 11%86,624Hotel 6%48,332Other 5%46,359Farmland 4%33,277Office 1%10,628Medical Office $797,722Texas CRE Developers Texas CRE Developers Spotlight 1 National businesses only include businesses headquartered out of the state of Texas ($ in thousands)

8 Net Interest Income Summary • NIM – 3.46% • Average Loan Yield – 6.90% • Average Cost of Total Deposits – 3.15% • 8% YOY increase in average earnings assets $106.1 $103.4 $100.8 $99.4 3.77% 3.87% 3.69% 3.51% 3.46% 3Q22 4Q22 1Q23 2Q23 3Q23 Net Interest Income ("NII") NIM $101.0 NII / NIM Trend 2Q23 v 3Q23 $100,831Beginning Net Interest Income 2,530Impact of loan rate changes 2,471Impact of change in volume 1,080Change due to day count 389Change in earning asset mix and other (7,940)Impact of deposit rate changes $99,361Ending Net Interest Income ($ in thousand) Net Interest Income Rollforward Interest Rate Sensitivity1 1 Interest rate sensitivity is calculated using a static rate shock. ($ in Millions) 3Q23 3Q23 Interest Rate Scenario Percentage Change From Base EVE Shock Scenerio Percentage Change From Base Up 200 bps 9.67% Up 200 bps 2.72% Up 100 bps 4.90% Up 100 bps 1.49% BASE CASE 0.00% BASE CASE 0.00% Down 100 bps -5.19% Down 100 bps -1.82% Down 200 bps -10.31% Down 200 bps -4.13%

9 Interest Rates Summary • Average 3Q23 loan and deposit new production spread = 330 bps • Average investment yield at 3.87% • Average loan yield at 6.92% Variable and Hybrid Loans by Index 5.01% 5.98% 6.51% 6.85% 6.92% 0.76% 1.46% 2.24% 2.73% 3.15%3.05% 3.36% 3.56% 3.60% 3.87% 3Q22 4Q22 1Q23 2Q23 3Q23 Average Loan Yield Average Cost of Total Deposits Average Investment Yield Production Rates Trend 2. 27 % 5. 69 % 3. 24 % 7. 33 % 3. 96 % 7. 56 % 4. 14 % 7. 65 % 4. 76 % 8. 06 % Deposit Rate Loan Rate Q3-22 Q4-22 Q1-23 2Q23 3Q235 Quarter Trend (Loans, Investments and Deposits) Variable and Hybrid Loans by Rate Index Amount (in millions) % of Variable and Hybrid Loans SOFR 5,652.7$ 77.7% Prime Rate 1,391.1$ 19.1% Other 233.5$ 3.2% Total Variable and Hybrid Loans 7,277.3$ 100.0%

10 Investment Portfolio Summary • Represents 8.6% of total assets • 83.0% in AFS securities • Effective duration = 4.26 Years • 3Q23 portfolio yield = 3.87% • Current mark to market represents less than 14% of tangible common equity Debt Investments as % of Total Assets 91.4% 8.6% Other Assets Investment Portfolio Total Assets: $12.3 Billion AFS: $879.1 Million HTM: $181.5 Million Total Mark to Market: $162.5 Million1 1 Total mark to market is comprised of $128.8 million in AFS securities already included in tangible common equity and $33.7 in HTM securities.

11 YoY Change in Operating Noninterest Income Noninterest Income $604 $414 $426 $552 $564 2.81% 1.89% 2.95% 3.00% 2.57% 0.00% 1.00% 2.00% 3.00% 4.00% 5.00% 6.00% 7.00% 8.00% 9.00% 10.00% 0 100 200 300 400 500 600 700 3Q22 4Q22 1Q23 2Q23 3Q23 Total Volume Gain on sale ($ in millions) Thrive Volume and Gain on Sale Summary • Noninterest income decreased to $9.7 Million • Thrive Mortgage • Loan units down 7% from 2Q23 • Production $ up 0.9% from 2Q23 • Competitive pressure on gain on sale driving 3Q23 results • Rate locks and loan applications trending down as mortgage rates continue to rise $44 QoQ Change in Operating Noninterest Income Thrive Income Rollforward $485Equity Method 49% Interest Q2 Profit (993)Lower gain on sale 231Higher production income 273Impact of lower G&A expenses (288)Higher production cost 156Other $(136)Equity Method 49% Interest Q3 Loss ($2,372) $(759) $(178)$(113) Service charges and fees on deposit accounts Loan fees Gain on sales of MLHFS USDA Gain on Sale Thrive income Customer swap income Other income $482 $9,352 $2,876 $(479) $(1,447) $(4,245) $(2,817) ($621) ($19) Govt. Guarant ed loan income ($ in thousands) ($ in thousands)

12 SBA and USDA Loans USDA Pipeline $62.6 $6.5 $26.6 $7,514 $9,366 $3,552 $1,197 4Q22 1Q23 2Q23 3Q23 $486.7 $623.4 $409.8 $21.6 MM $95.7 MM $21.2 ($ millions) SBA Pipeline ($ millions) Trailing 4 Quarters USDA Revenue ($ thousands) $1.52B $356 $465 $697 $575 4Q22 1Q23 2Q23 3Q23 $2.1 MM Trailing 4 Quarters SBA Revenue ($ thousands)

13 Capital Summary • CET1 increase primarily driven by earnings and a decrease in unfunded commitments • CET1, including the impact to AOCI, increased to 9.26% • TBV increased to $19.44 • Total CET1 capital increased 11% YOY CET1 up 35 bps QoQ to 10.11% Capital Levels, including and excluding AOCI, compared to minimum requirement 3Q23, as reported 3Q23, including AOCI Minimum with Conservative Buffer Capital Ratio 10.11%9.26%7.00%CET1 Capital 10.37%9.52%8.50%Tier 1 Capital 12.95%12.10%10.50%Total Capital Tangible Book Value Trend since IPO in 2014 $8.96 $9.59 $13.82 $12.75 $14.74 $14.73 $15.70 $17.49 $18.64 $19.44 2014 2015 2016 2017 2018 2019 2020 2021 2022 3Q23 9.0%CAGR 10.8% CAGR adding back dividends1 1 Total dividends of $172.2 million included in the CAGR calculation.

14 Allowance For Credit Losses Summary • General reserve reflects current economic outlook on economy and recessionary risk • 40% Baseline / 40% Scenario 2 / 20% Scenario 3 of Moody’s forecast weighting utilized in third quarter ACL calculation • Q-Factors represent 32bps of the general reserve 1.14% up 9 bps from 2Q23 $6.3 $2.3 $0.8 ($1.8) ($1.0) $112.7 $119.3 ACL, including unfunded loan commitments Total Loan Balances up 1.4% from December 31, 2022 ACL / Total Loans up 18.8% from December 31, 2022 $9.5MM $10.5MM $109.8MM $102.2MM ($ in millions)

15 Credit Quality Summary • 3Q23 annualized NCO’s decreased to 0.08% • NPA / Total Assets = 0.65%. The increase is driven by a shared national credit that was downgraded during the third quarter and has been subsequently restructured 3Q22 4Q22 1Q23 2Q23 3Q23 0.00% 0.10% 0.20% 0.30% 30-59 Past Due 60-89 Past Due 90+ Past Due 0.12% 0.24% 0.04% 0.48% 0.08% 3Q22 4Q22 1Q23 2Q23 3Q23 $27,158$25,188$15,287$21,468$5,352Totals: Past Due Trend1 % of Total Loans2 Annualized Net Charge-offs ($ in millions) ($ in millions) $30.6 $43.6 $44.5 $68.3 $79.9 0.26% 0.36% 0.35% 0.55% 0.65% 0.0% 0.1% 0.2% 0.3% 0.4% 0.5% 0.6% 0.7% 0.8% 3Q22 4Q22 1Q23 2Q23 3Q23 NPAs NPAs/Total Assets NPAs / Total Assets NPAs include $13.7 million of PCD loans at 3Q23 1 Past due loans exclude purchased credit deteriorated loans that are accounted for on a pooled basis and non-accrual loans. 2 Total loans excludes Loans Held for Sale, MW and PPP loans.

16 Credit Quality Summary • Criticized loans = $527.9 MM • 3.1% increase in criticized loans compared to June 30, 2023 ($ in millions, excluding PCD loans) Quarterly Criticized Loans $190.9 $297.7 $204.8 $287.1 $304.5 $121.1 $175.3 $227.2 $225.0 $223.4 3Q22 4Q22 1Q23 2Q23 3Q23 Special Mention Substandard (cont.) Commercial Real Estate Criticized Loans Breakdown as of September 30, 2023 46% 15% 14% 11% 7% 7% CRE Office CRE Hotel CRE Other CRE Retail CRE Multifamily CRE Industrial Total CRE Criticized $392.3 MM

A BETTER STATE OF BANKING Veritex Holdings, Inc. Third Quarter 2023 Results Supplemental Information

18 Reconciliation of Non-GAAP Financial Measures

19 Reconciliation of Non-GAAP Financial Measures

20 Reconciliation of Non-GAAP Financial Measures

21 Reconciliation of Non-GAAP Financial Measures

22 Reconciliation of Non-GAAP Financial Measures

A BETTER STATE OF BANKING Veritex Holdings, Inc. Third Quarter 2023 Results Earnings Release October 24, 2023 NASDAQ: VBTX

EX-99.3

Exhibit 99.3

PRESS RELEASE

FOR IMMEDIATE RELEASE

Veritex Holdings, Inc. Declares Cash Dividend on Common Stock

Dallas, TX – October 24, 2023 – Veritex Holdings, Inc. (Nasdaq: VBTX) (“Veritex” or the “Company”), the parent holding company for Veritex Community Bank, today announced the declaration of a quarterly cash dividend of $0.20 per share on its outstanding common stock. The dividend will be paid on or after November 24, 2023 to shareholders of record as of November 10, 2023.

About Veritex Holdings, Inc.

Headquartered in Dallas, Texas, Veritex is a bank holding company that conducts banking activities through its wholly-owned subsidiary, Veritex Community Bank, with locations throughout the Dallas-Fort Worth metroplex and in the Houston metropolitan area. Veritex Community Bank is a Texas state chartered bank regulated by the Texas Department of Banking and the Board of Governors of the Federal Reserve System. For more information, visit www.veritexbank.com.

Forward Looking Statement

This press release includes “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The forward-looking statements include statements regarding Veritex’s projected plans and objectives, including the expected payment date of its common stock dividend. Forward-looking statements are typically identified by words such as “believe,” “expect,” “anticipate,” “intend,” “target,” “estimate,” “seek,” “plan,” “outlook,” “continue,” “positions,” “prospects” or “potential,” by future conditional verbs such as “will,” “would,” “should,” “could” or “may”, or by variations of such words or by similar expressions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties which change over time and are beyond Veritex’s control. Forward-looking statements speak only as of the date they are made and Veritex assumes no duty to supplement, update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

Source: Veritex Holdings, Inc.

Investor Relations:

972-349-6132

investorrelations@veritexbank.com

XML

Cover Page	Oct. 24, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Oct. 24, 2023
Entity Registrant Name	VERITEX HOLDINGS, INC.
Entity Incorporation, State or Country Code	TX
Entity File Number	001-36682
Entity Tax Identification Number	27-0973566
Entity Address, Address Line One	8214 Westchester Drive, Suite 800
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75225
City Area Code	972
Local Phone Number	349-6200
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	VBTX
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001501570
Amendment Flag	false