PARENT COMPANY FINANCIAL INFORMATION 10K

12 Months Ended

Dec. 31, 2025

Condensed Financial Information Disclosure [Abstract]

PARENT COMPANY FINANCIAL INFORMATION

20. PARENT COMPANY FINANCIAL INFORMATION

The primary source of funds for the dividends paid by Atlantic Union Bankshares Corporation (for this note only, the “Parent Company”) is dividends received from its subsidiaries. The payments of dividends by the Bank to the Parent Company are subject to certain statutory limitations which contemplate that the current year earnings and earnings retained for the two preceding years may be paid to the Parent Company without regulatory approval. As of December 31, 2025, the aggregate amount of unrestricted funds that could be transferred from the Bank to the Parent Company without prior regulatory approval totaled approximately $561.4 million or 11.2% of the consolidated net assets.

Financial information for the Parent Company is as follows:

PARENT COMPANY

CONDENSED BALANCE SHEETS

AS OF DECEMBER 31, 2025 and 2024

(Dollars in thousands)

	2025		2024
ASSETS
Cash	$	14,509	$	15,221
Investments		1,071		1,681
Other assets		26,751		24,028
Investment in subsidiaries		5,775,644		3,565,243
Total assets	$	5,817,975	$	3,606,173
LIABILITIES AND STOCKHOLDERS' EQUITY
Long-term borrowings	$	600,214	$	247,826
Trust preferred capital notes		171,647		170,476
Other liabilities		39,716		44,992
Total liabilities		811,577		463,294
Total stockholders' equity		5,006,398		3,142,879
Total liabilities and stockholders' equity	$	5,817,975	$	3,606,173

PARENT COMPANY

CONDENSED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2025, 2024, and 2023

(Dollars in thousands)

	2025		2024		2023
Income:
Interest and dividend income	$	166	$	99	$	—
Dividends received from subsidiaries		125,000		132,750		122,000
Other operating income (loss)		13,303		(97)		(1,136)
Total income		138,469		132,752		120,864
Expenses:
Interest expense		44,029		21,791		19,511
Other operating expenses		29,021		19,550		12,479
Total expenses		73,050		41,341		31,990
Income before income taxes and equity in undistributed net income from subsidiaries		65,419		91,411		88,874
Income tax benefit		(14,800)		(547)		(9,210)
Equity in undistributed net income from subsidiaries		193,496		117,173		103,734
Net income	$	273,715	$	209,131	$	201,818
Comprehensive income	$	377,314	$	192,794	$	276,755

PARENT COMPANY

CONDENSED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025, 2024, and 2023

(Dollars in thousands)

	2025		2024		2023
Operating activities:
Net income	$	273,715	$	209,131	$	201,818
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Equity in undistributed net income of subsidiaries		(193,496)		(117,173)		(103,734)
Acquisition accounting amortization, net		9,879		1,078		851
Stock-based compensation expense		24,890		13,796		11,101
Deferred tax (benefit) expense		(1,135)		4,419		—
Gain on sale of equity interest investment		(14,757)		—		—
Issuance of common stock for services		1,415		970		735
Net (increase) decrease in other assets		(23,752)		1,536		3,256
Net increase in other liabilities		21,088		1,040		13,201
Net cash provided by operating activities		97,847		114,797		127,228
Investing activities:
Proceeds from maturities, calls and paydowns of securities available for sale		611		—		—
Increase in equity method investments		(8,911)		(5,765)		(7,410)
Distributions/sale of equity method investments		44,230		1,249		47
Increase in investment in subsidiaries		(385,000)		—		—
Net cash received in acquisitions		80,902		212		—
Net cash used in investing activities		(268,168)		(4,304)		(7,363)
Financing activities:
Repayments of long-term debt		(16,268)		—		—
Cash dividends paid		(192,133)		(123,875)		(103,285)
Issuance of common stock		—		228		778
Forward sale issuance of common stock		384,963		—		—
Vesting of restricted stock, net of shares held for taxes		(6,953)		(3,961)		(2,494)
Net cash provided by (used in) financing activities		169,609		(127,608)		(105,001)
(Decrease) increase in cash and cash equivalents		(712)		(17,115)		14,864
Cash, cash equivalents and restricted cash at beginning of the period		15,221		32,336		17,472
Cash, cash equivalents and restricted cash at end of the period	$	14,509	$	15,221	$	32,336
Supplemental schedule of noncash investing and financing activities
Issuance of common stock in exchange for net assets in acquisition	$	1,275,441	$	505,402	$	—
Transactions related to bank acquisition
Assets acquired		1,637,042		521,218		—
Liabilities assumed		361,072		30,398		—