Form 8-K - Current report

Share Name	Share Symbol	Market	Type
National Bank Holdings Corporation	NYSE:NBHC	NYSE	Common Stock

	Price Change	% Change	Share Price	High Price	Low Price	Open Price	Shares Traded	Last Trade
	-1.32	-3.03%	42.24	43.5749	41.755	42.91	329,948	22:30:00

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 22, 2025

NATIONAL BANK HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)


Delaware	001-35654	27-0563799
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7800 East Orchard Road, Suite 300, Greenwood Village, Colorado 80111
(Address of principal executive offices) (Zip Code)

303-892-8715
(Registrant’s telephone, including area code)

Not Applicable
(Former name or former address, if changed since last report.)

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	Name of each exchange on which registered:
Class A Common Stock, Par Value $0.01	NBHC	NYSE

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

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Conditions. *

On January 22, 2025, National Bank Holdings Corporation (“NBHC”) issued a press release announcing its financial results for the quarter ended December 31, 2024, which press release is furnished as Exhibit 99.1 hereto, except for such portions that are being “filed” as specified under Item 9.01 below, and is incorporated herein by reference.

Item 7.01. Regulation FD Disclosure. *

On January 22, 2025, NBHC issued, distributed, made available to investors, and posted on its website, the press release and accompanying financial tables reflecting its financial results for the quarter ended December 31, 2024, also furnished as Exhibit 99.1 hereto, except for such portions that are being “filed” as specified under Item 9.01 below, and incorporated herein by reference.

Item 8.01. Other Events.

On January 22, 2025, the Board of Directors of National Bank Holdings Corporation (the “Company”) approved a cash dividend to shareholders. The quarterly cash dividend of twenty-nine cents ($0.29) per share of common stock will be payable on March 14, 2025 to shareholders of record at the close of business on February 28, 2025.

The press release issued by the Company in connection with the dividend is included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 8.01 by reference.

Item 9.01. Financial Statements and Exhibits. *

The information included in Exhibit 99.1 hereto, except for the quoted statements of Tim Laney set forth in the first and second full paragraphs thereof, shall be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, and therefore shall be deemed incorporated by reference into the filings of NBHC under the Securities Act of 1933, as amended. The quoted statements of Tim Laney set forth in the first and second full paragraphs of Exhibit 99.1 hereto are being “furnished” to the Securities and Exchange Commission as provided pursuant to General Instruction B.2 of Form 8-K.

(d) Exhibits


Exhibit No.		Description of Exhibit
99.1		Press release dated January 22, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101)

*Except for such portions that are “filed” as specified under Item 9.01 of this report, the information contained in this report and the exhibits attached hereto, is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any registration statement or other filings of the Registrant under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing.

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.


		National Bank Holdings Corporation


	By:	/s/ Angela N. Petrucci
		Name: Angela N. Petrucci Title: Chief Administrative Officer and General Counsel

Date: January 22, 2025

Exhibit 99.1

National Bank Holdings Corporation Announces

Quarterly Dividend, Fourth Quarter and Full Year 2024 Financial Results

NYSE Ticker: NBHC

Denver, Colorado - (Globe Newswire) – National Bank Holdings Corporation (the “Company”) reported:


	For the quarter⁽¹⁾						For the year				2024 Adjusted ⁽²⁾
	4Q24		3Q24		4Q23		2024		2023		QTD		YTD
Net income ($000's)	$	28,184	$	33,105	$	33,121	$	118,815	$	142,048	$	33,232	$	123,863
Earnings per share - diluted	$	0.73	$	0.86	$	0.87	$	3.08	$	3.72	$	0.86	$	3.22
Return on average assets		1.13%		1.32%		1.33%		1.20%		1.45%		1.33%		1.25%
Return on average tangible assets⁽²⁾		1.23%		1.43%		1.44%		1.30%		1.57%		1.44%		1.36%
Return on average equity		8.59%		10.33%		11.10%		9.41%		12.29%		10.13%		9.81%
Return on average tangible common equity⁽²⁾		12.31%		14.84%		16.56%		13.65%		18.23%		14.40%		14.20%


(1)		Ratios are annualized.
(2)		See non-GAAP reconciliations starting on page 15.

In announcing these results, Chief Executive Officer Tim Laney shared, “We delivered quarterly earnings of $0.86 per diluted share and a return on average tangible common equity of 14.40%, adjusted for the impact of security sales during the quarter. We remain focused on disciplined loan and deposit pricing, delivering net interest income growth of 11.3% annualized during the quarter, and 12 basis points of margin expansion with a strong net interest margin of 3.99%. Our teams generated loan originations of $1.5 billion and grew total average deposits 4.7% during 2024. We are committed to growing full client relationships by delivering best-in-class banking solutions, while adhering to prudent and disciplined banking practices.”

Mr. Laney added, “We enter 2025 from a position of strength with optionality for future growth and are pleased with our new business pipelines. We delivered 11% growth in our tangible book value per share in 2024 and maintain strong capital with a Common Equity Tier 1 capital ratio of 13.2%. Our earnings and capital strength allow us to continue to invest in 2UniFi and Cambr, which we believe will provide unique opportunities for future growth. We remain well positioned to serve our clients and communities in 2025.”

Fourth Quarter 2024 Results

(All comparisons refer to the third quarter of 2024, except as noted)

Net income totaled $28.2 million or $0.73 per diluted share, compared to $33.1 million or $0.86 per diluted share. Fully taxable equivalent pre-provision net revenue totaled $38.6 million, compared to $43.7 million. The return on average tangible assets totaled 1.23%, compared to 1.43%, and the return on average tangible common equity totaled 12.31%, compared to 14.84%.

As previously announced, during the fourth quarter of 2024, the Company sold approximately $130 million of available-for-sale (“AFS”) investment securities on the open market as part of the Company’s strategic balance sheet management. The securities sold resulted in a pre-tax loss of $6.6 million. Proceeds from the sale will be redeployed over time into higher yielding securities.

Adjusting for the non-recurring loss on AFS security sales, net income increased $0.1 million to $33.2 million or $0.86 per diluted share. Adjusted fully taxable equivalent pre-provision net revenue increased $1.5 million to $45.2 million. The adjusted return on average tangible assets was 1.44%, and the adjusted return on average tangible common equity was 14.40%.

Net Interest Income

Fully taxable equivalent net interest income increased $2.5 million to $92.0 million, driven by the quarter’s loan growth and disciplined deposit pricing. Average earning assets decreased $14.6 million as $55.2 million of average loan growth was more than offset by a $64.4 million decrease in average investment securities as a result of strategic balance sheet repositioning. The fully taxable equivalent net interest margin widened 12 basis points to 3.99%, driven by a 21 basis point improvement in the cost of funds to 2.15%, which was partially offset by a seven basis point decrease in earning asset yields.

Loans

Total loans increased $36.6 million or 1.9% annualized to $7.8 billion at December 31, 2024. We generated quarterly loan fundings of $480.0 million, led by commercial loan fundings of $329.4 million. The fourth quarter weighted average rate on new loans at the time of origination was 7.9%, compared to the year to date weighted average yield of 6.6% on our loan portfolio.

Asset Quality and Provision for Credit Losses

The Company recorded $2.0 million of provision expense for credit losses, consistent with the prior quarter. The current quarter’s provision expense was primarily driven by loan growth and higher reserve requirements. Annualized net charge-offs totaled 0.11% of average total loans, primarily driven by one previously reserved credit during the quarter. Non-performing loans totaled 0.46% of total loans at December 31, 2024, compared to 0.31%, and non-performing assets totaled 0.47% of total loans and OREO at December 31, 2024, compared to 0.32%. The allowance for credit losses as a percentage of loans totaled 1.22% at December 31, 2024, compared to 1.23% at September 30, 2024.

Deposits

Average total deposits decreased $29.0 million to $8.4 billion during the fourth quarter 2024, and average transaction deposits (defined as total deposits less time deposits) decreased $24.0 million to $7.3 billion. The loan to deposit ratio totaled 94.1% at December 31, 2024, and the mix of transaction deposits to total deposits was 88% at December 31, 2024, consistent with September 30, 2024.

Non-Interest Income

Non-interest income totaled $11.1 million during the fourth quarter, compared to $18.4 million. Included in the quarter was $6.6 million of non-recurring loss on AFS security sales. Excluding this non-recurring item, non-interest income decreased $0.7 million, primarily driven by a $0.7 million decrease in mortgage banking income due to seasonality and a decrease in service charges and bank card income. Partially offsetting these decreases was a $0.7 million increase in other non-interest income driven by our diversified sources of fee revenue.

Non-Interest Expense

Non-interest expense totaled $64.5 million during the fourth quarter, compared to $64.2 million in the prior quarter. Included in the fourth quarter was $1.2 million of banking center consolidation-related expense. Excluding this item, non-interest expense decreased $0.9 million driven by a $1.9 million decrease in salaries and benefits primarily due to lower performance-based compensation, and a $0.5 million decrease in professional fees. Partially offsetting these decreases was an increase in data processing and occupancy and equipment, both driven by investments in technology. The fully taxable equivalent efficiency ratio, excluding other intangible assets amortization and non-recurring loss on AFS security sales, improved 62 basis points during the fourth quarter to 57.0%.

Income tax expense decreased $0.2 million to $6.5 million, due to the fourth quarter’s lower pre-tax income. The effective tax rate was 18.8% for the fourth quarter, and the full year’s effective tax rate was 18.2%.

Capital

Capital ratios continue to be strong and in excess of federal bank regulatory agency “well capitalized” thresholds. The tier 1 leverage ratio totaled 10.69%, and the common equity tier 1 capital ratio totaled 13.20% at December 31, 2024. Shareholders’ equity increased $13.1 million to $1.3 billion at December 31, 2024. The fourth quarter’s net income drove $17.0 million of growth in retained earnings after covering the quarter’s dividend, partially offset by a $7.6 million increase in accumulated other comprehensive loss due to changes in the interest rate environment.

Common book value per share increased $0.28 to $34.29 at December 31, 2024. Tangible common book value per share increased $0.37 to $25.28 driven by the quarter’s earnings, partially offset by the quarterly dividend and a $0.19 increase in accumulated other comprehensive loss.

Dividend Announcement

On January 22, 2025, the Company’s Board of Directors approved a cash dividend to shareholders. The quarterly cash dividend of $0.29 per share of common stock will be payable on March 14, 2025 to shareholders of record at the close of business on February 28, 2025.

Year-Over-Year Review

(All comparisons refer to the full year 2023, except as noted)

Net income totaled $118.8 million, or $3.08 per diluted share, compared to net income of $142.0 million, or $3.72 per diluted share in the prior year. The decrease compared to the prior year was largely driven by lower net interest income, due to an increase in cost of funds outpacing the increase in interest income, and $6.6 million of non-recurring loss on AFS security sales. Fully taxable equivalent pre-provision net revenue totaled $159.1 million, compared to $190.0 million. The return on average tangible assets totaled 1.30%, compared to 1.57%, and the return on average tangible common equity was 13.65%, compared to 18.23%.

Adjusting for $6.6 million of non-recurring loss on AFS security sales included in the fourth quarter, net income totaled $123.9 million or $3.22 per diluted share. Adjusted fully taxable equivalent pre-provision net revenue totaled $165.7 million. The adjusted return on average tangible assets was 1.36%, and the adjusted return on average tangible common equity was 14.20%.

Fully taxable equivalent net interest income totaled $352.5 million, compared to $368.1 million. Average earning assets increased $130.9 million, including average loan growth of $262.4 million, which was partially offset by a decrease in average investment securities of $67.5 million. The fully taxable equivalent net interest margin narrowed 23 basis points to 3.85%, as the increase in earning asset yields was more than offset by an increase in the cost of funds. Average interest bearing liabilities increased $441.2 million due to higher average deposit balances, and the cost of funds totaled 2.27%, compared to 1.58% in the prior year.

Loans outstanding totaled $7.8 billion, increasing $52.4 million or 0.7%. New loan fundings during 2024 totaled $1.5 billion, led by commercial loan fundings of $1.0 billion.

The Company recorded $6.8 million of provision expense for credit losses during 2024, compared to $8.3 million in the prior year. The current year’s provision expense was primarily driven by loan growth and higher reserve requirements. Annualized net charge-offs totaled 0.13% of average total loans during 2024, compared to 0.02% of average total loans during 2023. Non-performing loans totaled 0.46% of total loans at December 31, 2024, compared to 0.37%, and non-performing assets totaled 0.47% of total loans and OREO at December 31, 2024, compared to 0.42%. The allowance for credit losses as a percentage of loans totaled 1.22% at December 31, 2024, compared to 1.27% at December 31, 2023.

Average total deposits increased $374.4 million or 4.7% to $8.3 billion, and average transaction deposits increased $325.4 million or 4.7%. The mix of transaction deposits to total deposits was 88%, consistent with December 31, 2023.

Non-interest income totaled $61.2 million, compared to $63.9 million during 2023. Excluding $6.6 million of non-recurring loss on AFS security sales in 2024, non-interest income increased $3.9 million primarily driven by increases in our diversified sources of fee revenue

including increases in SBA loan income, trust income, Cambr income and swap fee income. Partially offsetting these increases was a $2.4 million decrease in mortgage banking income as the sustained higher-interest rate environment during the year has resulted in lower mortgage volume.

Non-interest expense totaled $254.6 million, an increase of $12.6 million or 5.2%, largely due to an ongoing investment in technology including specialized technology associates hired in 2024. Salaries and benefits increased $8.5 million, data processing increased $4.4 million and occupancy and equipment increased $2.4 million. Other intangible assets amortization increased $0.6 million due to our Cambr acquisition in April 2023. These increases were partially offset by a decrease of $3.4 million in professional fees.

Income tax expense totaled $26.4 million, a decrease of $7.1 million from the prior year, driven by lower pre-tax income. The effective tax rate was 18.2%, compared to 19.1% in the prior year.

Conference Call

Management will host a conference call to review the results at 11:00 a.m. Eastern Time on Thursday, January 23, 2025. Interested parties may listen to this call by dialing (888) 394-8218 using the participant passcode of 9370973 and asking for the NBHC Q4 2024 Earnings Call. The earnings release and a link to the replay of the call will be available on the Company’s website at www.nationalbankholdings.com by visiting the investor relations area.

About National Bank Holdings Corporation

National Bank Holdings Corporation is a bank holding company created to build a leading community bank franchise, delivering high quality client service and committed to stakeholder results. Through its bank subsidiaries, NBH Bank and Bank of Jackson Hole Trust, National Bank Holdings Corporation operates a network of over 90 banking centers, serving individual consumers, small, medium and large businesses, and government and non-profit entities. Its banking centers are located in its core footprint of Colorado, the greater Kansas City region, Utah, Wyoming, Texas, New Mexico and Idaho. Its comprehensive residential mortgage banking group primarily serves the bank’s core footprint. Its trust and wealth management business is operated in its core footprint under the Bank of Jackson Hole Trust charter. NBH Bank operates under a single state charter through the following brand names as divisions of NBH Bank: in Colorado, Community Banks of Colorado and Community Banks Mortgage; in Kansas and Missouri, Bank Midwest and Bank Midwest Mortgage; in Texas, Utah, New Mexico and Idaho, Hillcrest Bank and Hillcrest Bank Mortgage; and in Wyoming, Bank of Jackson Hole and Bank of Jackson Hole Mortgage. Additional information about National Bank Holdings Corporation can be found at www.nationalbankholdings.com.

For more information visit: cobnks.com, bankmw.com, hillcrestbank.com, bankofjacksonhole.com, or nbhbank.com, or connect with any of our brands on LinkedIn.

About Non-GAAP Financial Measures

Certain of the financial measures and ratios we present, including “adjusted return on average assets,” “tangible assets,” “return on average tangible assets,” “adjusted return on average equity,” “tangible common equity,” “return on average tangible common equity,” “tangible common book value per share,” “tangible common book value, excluding accumulated other comprehensive loss, net of tax,” “tangible common book value per share, excluding accumulated other comprehensive loss, net of tax,” “tangible common equity to tangible assets,” “non-interest expense excluding other intangible assets amortization,” “non-interest income adjusted for loss on security sales,” “efficiency ratio excluding other intangible assets amortization, adjusted for the loss on security sales,” “adjusted net income,” “adjusted earnings per share – diluted,” “net income excluding the impact of other intangible assets amortization expense, adjusted for the loss on security sales, after tax,” “net income adjusted for the loss on security sales, after tax,” “net income excluding the impact of other intangible assets amortization expense, after tax,” “adjusted return on average tangible assets,” “adjusted return on average tangible common equity,” “pre-provision net revenue,” “pre-provision net revenue, adjusted for loss on security sales,” and “fully taxable equivalent” metrics, are supplemental measures that are not required by, or are not presented in accordance with, U.S. generally accepted accounting principles (GAAP). We refer to these financial measures and ratios as “non-GAAP financial measures.” We consider the use of select non-GAAP financial measures and ratios to be useful for financial and operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results or by presenting certain metrics on a fully taxable equivalent basis. We believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods.

These non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP and you should not rely on non-GAAP financial measures alone as measures of our performance. The non-GAAP financial measures we present may differ from non-GAAP financial measures used by our peers or other companies. We compensate for these limitations by providing the equivalent GAAP measures whenever we present the non-GAAP financial measures and by including a reconciliation of the impact of the components adjusted for in the non-GAAP financial measure so that both measures and the individual components

may be considered when analyzing our performance. A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statement tables.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements contain words such as “anticipate,” “believe,” “can,” “would,” “should,” “could,” “may,” “predict,” “seek,” “potential,” “will,” “estimate,” “target,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “intend” or similar expressions that relate to the Company’s strategy, plans or intentions. Forward-looking statements involve certain important risks, uncertainties and other factors, any of which could cause actual results to differ materially from those in such statements. Such factors include, without limitation, the “Risk Factors” referenced in our most recent Form 10-K filed with the Securities and Exchange Commission (SEC), other risks and uncertainties listed from time to time in our reports and documents filed with the SEC, and the following factors: the impact of potential regulatory changes to capital requirements, treatment of investment securities and FDIC deposit insurance levels and costs; our ability to execute our business strategy, including our digital strategy, as well as changes in our business strategy or development plans; business and economic conditions; effects of any potential government shutdowns; economic, market, operational, liquidity, credit and interest rate risks associated with the Company’s business, including increased competition for deposits due to prevailing market interest rates and banking sector volatility; effects of any changes in trade, monetary and fiscal policies and laws, including the interest rate policies of the Federal Reserve Board; changes imposed by regulatory agencies to increase capital standards; effects of inflation, as well as interest rate, securities market and monetary supply fluctuations; changes in the economy or supply-demand imbalances affecting local real estate values; changes in consumer spending, borrowings and savings habits; changes in the fair value of our investment securities due to market conditions outside of our control; financial or reputational impacts associated with the increased prevalence of fraud or other financial crimes; with respect to our mortgage business, the inability to negotiate fees with investors for the purchase of our loans or our obligation to indemnify purchasers or repurchase related loans if the loans fail to meet certain criteria, or higher rate of delinquencies and defaults as a result of the geographic concentration of our servicing portfolio; the Company’s ability to identify potential candidates for, obtain regulatory approval for, and consummate, integrate and realize operating efficiencies from, acquisitions, consolidations and other expansion opportunities; our ability to integrate acquisitions or consolidations and to achieve synergies, operating efficiencies and/or other expected benefits within expected timeframes, or at all, or within expected cost projections, and to preserve the goodwill of acquired financial institutions; the Company's ability to realize anticipated benefits from enhancements or updates to its core operating systems from time to time without significant change in client service or risk to the Company's control environment; the Company's dependence on information technology and telecommunications systems of third-party service providers and the risk of systems failures, interruptions or breaches of security, including those that could result in disclosure or misuse of confidential or proprietary client or other information; the Company’s ability to achieve organic loan and deposit growth and the competition for, and composition of, such growth; changes in sources and uses of funds; increased competition in the financial services industry; regulatory and financial impacts associated with the Company growing to over $10 billion in consolidated assets; increases in claims and litigation related to our fiduciary responsibilities in connection with our trust and wealth management business; the effect of changes in accounting policies and practices as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board (“FASB”) and other accounting standard setters; the share price of the Company’s stock; the Company's ability to realize deferred tax assets or the need for a valuation allowance, or the effects of changes in tax laws on our deferred tax assets; the effects of tax legislation, including the potential of future increases to prevailing tax rules, or challenges to our positions; continued consolidation in the financial services industry; ability to maintain or increase market share and control expenses; costs and effects of changes in laws and regulations and of other legal and regulatory developments, including, but not limited to, changes in regulation that affect the fees that we charge, the resolution of legal proceedings or regulatory or other government inquiries, and the results of regulatory examinations, reviews or other inquiries, and changes in regulations that apply to us as a Colorado state-chartered bank and a Wyoming state-chartered bank; technological changes, including with respect to the advancement of artificial intelligence; the timely development and acceptance of new products and services, including in the digital technology space our digital solution 2UniFi; changes in our management personnel and the Company’s continued ability to attract, hire and maintain qualified personnel; ability to implement and/or improve operational management and other internal risk controls and

processes and reporting system and procedures; regulatory limitations on dividends from our bank subsidiaries; changes in estimates of future credit reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; financial, reputational, or strategic risks associated with our investments in financial technology companies and initiatives; widespread natural and other disasters, pandemics, dislocations, political instability, acts of war or terrorist activities, cyberattacks or international hostilities through impacts on the economy and financial markets generally, on us, or our counterparties specifically; a cybersecurity incident, data breach or a failure of a key information technology system; impact of reputational risk; other risks and uncertainties listed from time to time in the Company’s reports and documents filed with the Securities and Exchange Commission; and success at managing the risks involved in the foregoing items. The Company can give no assurance that any goal or plan or expectation set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements. The forward-looking statements are made as of the date of this press release, and the Company does not intend, and assumes no obligation, to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law.

Contacts:

Analysts/Institutional Investors:

Emily Gooden, Chief Accounting Officer and Investor Relations Director, (720) 554-6640, ir@nationalbankholdings.com

Nicole Van Denabeele, Chief Financial Officer, (720) 529-3370, ir@nationalbankholdings.com

Media:

Jody Soper, Chief Marketing Officer, (303) 784-5925, Jody.Soper@nbhbank.com

NATIONAL BANK HOLDINGS CORPORATION

FINANCIAL SUMMARY

Consolidated Statements of Operations (Unaudited)

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


	For the three months ended						For the years ended
	December 31,		September 30,		December 31,		December 31,		December 31,
	2024		2024		2023		2024		2023
Total interest and dividend income	$	136,086	$	138,003	$	134,703	$	538,268	$	495,415
Total interest expense		45,955		50,350		45,202		192,880		133,464
Net interest income		90,131		87,653		89,501		345,388		361,951
Taxable equivalent adjustment		1,874		1,816		1,667		7,094		6,099
Net interest income FTE⁽¹⁾		92,005		89,469		91,168		352,482		368,050
Provision expense for credit losses		1,979		2,000		4,570		6,755		8,295
Net interest income after provision for credit losses FTE⁽¹⁾		90,026		87,469		86,598		345,727		359,755
Non-interest income:
Service charges		4,359		4,912		4,831		17,957		18,225
Bank card fees		4,671		4,832		4,915		18,963		19,636
Mortgage banking income		2,296		2,981		2,020		11,228		13,634
Other non-interest income		6,375		5,664		4,298		19,665		12,422
Loss on security sales		(6,582)		—		—		(6,582)		—
Total non-interest income		11,119		18,389		16,064		61,231		63,917
Non-interest expense:
Salaries and benefits		35,459		37,331		34,470		146,243		137,701
Occupancy and equipment		10,193		9,697		10,186		39,951		37,552
Professional fees		1,599		2,111		2,513		7,062		10,464
Data processing		4,900		4,398		2,853		17,481		13,110
Other non-interest expense		10,418		8,648		10,065		35,941		35,758
Other intangible assets amortization		1,977		1,977		2,008		7,939		7,386
Total non-interest expense		64,546		64,162		62,095		254,617		241,971

Income before income taxes FTE⁽¹⁾		36,599		41,696		40,567		152,341		181,701
Taxable equivalent adjustment		1,874		1,816		1,667		7,094		6,099
Income before income taxes		34,725		39,880		38,900		145,247		175,602
Income tax expense		6,541		6,775		5,779		26,432		33,554
Net income	$	28,184	$	33,105	$	33,121	$	118,815	$	142,048
Earnings per share - basic	$	0.73	$	0.86	$	0.87	$	3.10	$	3.74
Earnings per share - diluted		0.73		0.86		0.87		3.08		3.72


(1)		Net interest income is presented on a GAAP basis and fully taxable equivalent (FTE) basis, as the Company believes this non-GAAP measure is the preferred industry measurement for this item. The FTE adjustment is for the tax benefit on certain tax exempt loans using the federal tax rate of 21% for each period presented.

NATIONAL BANK HOLDINGS CORPORATION

Consolidated Statements of Financial Condition (Unaudited)

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


	December 31, 2024		September 30, 2024		December 31, 2023
ASSETS
Cash and cash equivalents	$	127,848	$	180,796	$	190,826
Investment securities available-for-sale		527,547		708,987		628,829
Investment securities held-to-maturity		533,108		538,157		585,052
Non-marketable securities		76,462		72,353		90,477
Loans		7,751,143		7,714,495		7,698,758
Allowance for credit losses		(94,455)		(95,047)		(97,947)
Loans, net		7,656,688		7,619,448		7,600,811
Loans held for sale		24,495		16,765		18,854
Other real estate owned		662		1,432		4,088
Premises and equipment, net		196,773		191,889		162,733
Goodwill		306,043		306,043		306,043
Intangible assets, net		58,432		60,390		66,025
Other assets		299,635		297,023		297,326
Total assets	$	9,807,693	$	9,993,283	$	9,951,064
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Non-interest bearing demand deposits	$	2,213,685	$	2,268,801	$	2,361,367
Interest bearing demand deposits		1,411,860		1,407,667		1,480,042
Savings and money market		3,592,312		3,768,211		3,367,012
Total transaction deposits		7,217,857		7,444,679		7,208,421
Time deposits		1,020,036		1,052,449		981,970
Total deposits		8,237,893		8,497,128		8,190,391
Securities sold under agreements to repurchase		18,895		19,517		19,627
Long-term debt		54,511		54,433		54,200
Federal Home Loan Bank advances		50,000		—		340,000
Other liabilities		141,319		130,208		134,039
Total liabilities		8,502,618		8,701,286		8,738,257
Shareholders' equity:
Common stock		515		515		515
Additional paid in capital		1,167,431		1,164,395		1,162,269
Retained earnings		508,864		491,849		433,126
Treasury stock		(301,694)		(302,277)		(306,702)
Accumulated other comprehensive loss, net of tax		(70,041)		(62,485)		(76,401)
Total shareholders' equity		1,305,075		1,291,997		1,212,807
Total liabilities and shareholders' equity	$	9,807,693	$	9,993,283	$	9,951,064
SHARE DATA
Average basic shares outstanding		38,327,964		38,277,042		38,013,791
Average diluted shares outstanding		38,565,164		38,495,091		38,162,538
Ending shares outstanding		38,054,482		37,988,364		37,784,851
Common book value per share	$	34.29	$	34.01	$	32.10
Tangible common book value per share⁽¹⁾ (non-GAAP)		25.28		24.91		22.77
Tangible common book value per share, excluding accumulated other comprehensive loss⁽¹⁾ (non-GAAP)		27.12		26.56		24.79
CAPITAL RATIOS
Average equity to average assets		13.10%		12.80%		11.97%
Tangible common equity to tangible assets⁽¹⁾		10.16%		9.81%		8.96%
Tier 1 leverage ratio		10.69%		10.44%		9.74%
Common equity tier 1 risk-based capital ratio		13.20%		12.88%		11.89%
Tier 1 risk-based capital ratio		13.20%		12.88%		11.89%
Total risk-based capital ratio		15.11%		14.79%		13.80%


(1)		Represents a non-GAAP financial measure. See non-GAAP reconciliations starting on page 15.

NATIONAL BANK HOLDINGS CORPORATION

Loan Portfolio

(Dollars in thousands)

Period End Loan Balances by Type


					December 31, 2024			December 31, 2024
					vs. September 30, 2024			vs. December 31, 2023
	December 31, 2024		September 30, 2024		% Change	December 31, 2023		% Change
Originated:
Commercial:
Commercial and industrial	$	1,881,570	$	1,894,830	(0.7)%	$	1,825,425	3.1%
Municipal and non-profit		1,106,865		1,096,843	0.9%		1,083,457	2.2%
Owner-occupied commercial real estate		1,048,481		949,330	10.4%		879,686	19.2%
Food and agribusiness		266,332		257,743	3.3%		265,902	0.2%
Total commercial		4,303,248		4,198,746	2.5%		4,054,470	6.1%
Commercial real estate non-owner occupied		1,123,718		1,113,796	0.9%		1,071,529	4.9%
Residential real estate		922,328		933,644	(1.2)%		919,139	0.3%
Consumer		12,773		13,600	(6.1)%		16,686	(23.5)%
Total originated		6,362,067		6,259,786	1.6%		6,061,824	5.0%

Acquired:
Commercial:
Commercial and industrial		114,255		116,683	(2.1)%		141,484	(19.2)%
Municipal and non-profit		277		282	(1.8)%		299	(7.4)%
Owner-occupied commercial real estate		215,663		221,928	(2.8)%		244,087	(11.6)%
Food and agribusiness		36,987		43,733	(15.4)%		58,695	(37.0)%
Total commercial		367,182		382,626	(4.0)%		444,565	(17.4)%
Commercial real estate non-owner occupied		688,620		720,384	(4.4)%		785,221	(12.3)%
Residential real estate		331,510		349,916	(5.3)%		404,648	(18.1)%
Consumer		1,764		1,783	(1.1)%		2,500	(29.4)%
Total acquired		1,389,076		1,454,709	(4.5)%		1,636,934	(15.1)%
Total loans	$	7,751,143	$	7,714,495	0.5%	$	7,698,758	0.7%

Loan Fundings⁽¹⁾


	Fourth quarter		Third quarter		Second quarter		First quarter		Fourth quarter
	2024		2024		2024		2024		2023
Commercial:
Commercial and industrial	$	146,600	$	93,711	$	241,910	$	53,978	$	135,954
Municipal and non-profit		49,175		35,677		28,785		14,564		79,650
Owner occupied commercial real estate		117,850		70,517		102,615		35,128		75,631
Food and agribusiness		15,796		19,205		11,040		(7,204)		10,646
Total commercial		329,421		219,110		384,350		96,466		301,881
Commercial real estate non-owner occupied		119,132		91,809		83,184		73,789		107,738
Residential real estate		30,750		47,322		36,124		29,468		48,925
Consumer		726		1,010		1,547		234		1,849
Total	$	480,029	$	359,251	$	505,205	$	199,957	$	460,393


(1)		Loan fundings are defined as closed end funded loans and net fundings under revolving lines of credit. Net fundings (paydowns) under revolving lines of credit were $64,375, $16,302, $19,281, ($59,523) and $16,954 for the periods noted in the table above, respectively.

NATIONAL BANK HOLDINGS CORPORATION

Summary of Net Interest Margin

(Dollars in thousands)


	For the three months ended						For the three months ended						For the three months ended
	December 31, 2024						September 30, 2024						December 31, 2023
	Average				Average		Average				Average		Average				Average
	balance		Interest		rate		balance		Interest		rate		balance		Interest		rate
Interest earning assets:
Originated loans FTE⁽¹⁾⁽²⁾	$	6,368,697	$	107,400		6.71%	$	6,251,827	$	108,403		6.90%	$	5,985,610	$	102,504		6.79%
Acquired loans		1,425,344		22,253		6.21%		1,487,002		22,660		6.06%		1,646,696		25,407		6.12%
Loans held for sale		20,196		320		6.30%		18,078		319		7.02%		16,599		321		7.67%
Investment securities available-for-sale		735,977		3,196		1.74%		790,268		5,132		2.60%		739,471		3,715		2.01%
Investment securities held-to-maturity		537,970		3,887		2.89%		548,120		2,344		1.71%		594,149		2,596		1.75%
Other securities		29,256		434		5.93%		26,213		405		6.18%		40,355		741		7.34%
Interest earning deposits		60,400		470		3.10%		70,946		556		3.12%		125,097		1,086		3.44%
Total interest earning assets FTE⁽²⁾	$	9,177,840	$	137,960		5.98%	$	9,192,454	$	139,819		6.05%	$	9,147,977	$	136,370		5.91%
Cash and due from banks	$	81,371					$	86,887					$	105,323
Other assets		793,734						777,758						730,220
Allowance for credit losses		(95,750)						(96,369)						(94,466)
Total assets	$	9,957,195					$	9,960,730					$	9,889,054
Interest bearing liabilities:
Interest bearing demand, savings and money market deposits	$	5,087,799	$	35,443		2.77%	$	5,134,650	$	40,146		3.11%	$	4,751,563	$	32,887		2.75%
Time deposits		1,034,560		9,169		3.53%		1,039,563		9,220		3.53%		986,513		6,876		2.77%
Securities sold under agreements to repurchase		18,374		5		0.11%		17,146		5		0.12%		17,812		5		0.11%
Long-term debt		54,464		518		3.78%		54,383		519		3.80%		54,151		518		3.80%
Federal Home Loan Bank advances		66,428		820		4.91%		32,641		460		5.61%		348,775		4,916		5.59%
Total interest bearing liabilities	$	6,261,625	$	45,955		2.92%	$	6,278,383	$	50,350		3.19%	$	6,158,814	$	45,202		2.91%
Demand deposits	$	2,249,614					$	2,226,807					$	2,390,457
Other liabilities		141,327						180,667						155,619
Total liabilities		8,652,566						8,685,857						8,704,890
Shareholders' equity		1,304,629						1,274,873						1,184,164
Total liabilities and shareholders' equity	$	9,957,195					$	9,960,730					$	9,889,054
Net interest income FTE⁽²⁾			$	92,005					$	89,469					$	91,168
Interest rate spread FTE⁽²⁾						3.06%						2.86%						3.00%
Net interest earning assets	$	2,916,215					$	2,914,071					$	2,989,163
Net interest margin FTE⁽²⁾						3.99%						3.87%						3.95%
Average transaction deposits	$	7,337,413					$	7,361,457					$	7,142,020
Average total deposits		8,371,973						8,401,020						8,128,533
Ratio of average interest earning assets to average interest bearing liabilities		146.57%						146.41%						148.53%


(1)		Originated loans are net of deferred loan fees, less costs, which are included in interest income over the life of the loan.
(2)		Presented on a fully taxable equivalent basis using the statutory tax rate of 21%. The tax equivalent adjustments included above are $1,874, $1,816 and $1,667 for the three months ended December 31, 2024, September 30, 2024 and December 31, 2023, respectively.

NATIONAL BANK HOLDINGS CORPORATION

Summary of Net Interest Margin

(Dollars in thousands)


	For the year ended December 31, 2024					For the year ended December 31, 2023
	Average				Average	Average				Average
	balance		Interest		rate	balance		Interest		rate
Interest earning assets:
Originated loans FTE⁽¹⁾⁽²⁾	$	6,186,075	$	418,512	6.77%	$	5,739,310	$	361,032	6.29%
Acquired loans		1,516,032		92,666	6.11%		1,700,419		104,933	6.17%
Loans held for sale		16,801		1,182	7.04%		21,756		1,510	6.94%
Investment securities available-for-sale		770,023		17,532	2.28%		774,337		15,370	1.98%
Investment securities held-to-maturity		557,438		11,164	2.00%		620,595		10,960	1.77%
Other securities		28,893		1,832	6.34%		44,936		3,254	7.24%
Interest earning deposits		78,756		2,474	3.14%		121,758		4,455	3.66%
Total interest earning assets FTE⁽²⁾	$	9,154,018	$	545,362	5.96%	$	9,023,111	$	501,514	5.56%
Cash and due from banks	$	92,705				$	109,496
Other assets		774,859					725,797
Allowance for credit losses		(96,931)					(91,956)
Total assets	$	9,924,651				$	9,766,448
Interest bearing liabilities:
Interest bearing demand, savings and money market deposits	$	5,070,271	$	151,683	2.99%	$	4,337,231	$	87,957	2.03%
Time deposits		1,019,978		34,509	3.38%		970,983		21,421	2.21%
Securities sold under agreements to repurchase		17,973		21	0.12%		19,346		22	0.11%
Long-term debt		54,346		2,073	3.81%		54,036		2,073	3.84%
Federal Home Loan Bank advances		84,013		4,594	5.47%		423,783		21,991	5.19%
Total interest bearing liabilities	$	6,246,581	$	192,880	3.09%	$	5,805,379	$	133,464	2.30%
Demand deposits	$	2,252,887				$	2,660,525
Other liabilities		162,797					144,767
Total liabilities		8,662,265					8,610,671
Shareholders' equity		1,262,386					1,155,777
Total liabilities and shareholders' equity	$	9,924,651				$	9,766,448
Net interest income FTE⁽²⁾			$	352,482				$	368,050
Interest rate spread FTE⁽²⁾					2.87%					3.26%
Net interest earning assets	$	2,907,437				$	3,217,732
Net interest margin FTE⁽²⁾					3.85%					4.08%
Average transaction deposits	$	7,323,158				$	6,997,756
Average total deposits		8,343,136					7,968,739
Ratio of average interest earning assets to average interest bearing liabilities		146.54%					155.43%


(1)		Originated loans are net of deferred loan fees, less costs, which are included in interest income over the life of the loan.
(2)		Presented on a fully taxable equivalent basis using the statutory tax rate of 21%. The tax equivalent adjustments included above are $7,094 and $6,099 for the years ended December 31, 2024 and 2023, respectively.

NATIONAL BANK HOLDINGS CORPORATION

Allowance for Credit Losses and Asset Quality

(Dollars in thousands)

Allowance for Credit Losses Analysis


	As of and for the three months ended
	December 31, 2024		September 30, 2024		December 31, 2023
Beginning allowance for credit losses	$	95,047	$	96,457	$	93,446
Charge-offs		(2,391)		(3,505)		(357)
Recoveries		175		95		58
Provision expense for credit losses		1,624		2,000		4,800
Ending allowance for credit losses ("ACL")	$	94,455	$	95,047	$	97,947
Ratio of annualized net charge-offs to average total loans during the period		0.11%		0.18%		0.02%
Ratio of ACL to total loans outstanding at period end		1.22%		1.23%		1.27%
Ratio of ACL to total non-performing loans at period end		262.42%		403.68%		346.99%
Total loans	$	7,751,143	$	7,714,495	$	7,698,758
Average total loans during the period		7,772,712		7,714,765		7,594,725
Total non-performing loans		35,994		23,545		28,228

Past Due and Non-accrual Loans


	December 31, 2024		September 30, 2024		December 31, 2023
Loans 30-89 days past due and still accruing interest	$	23,164	$	31,253	$	12,232
Loans 90 days past due and still accruing interest		14,940		9,509		591
Non-accrual loans		35,994		23,545		28,228
Total past due and non-accrual loans	$	74,098	$	64,307	$	41,051
Total 90 days past due and still accruing interest and non-accrual loans to total loans		0.66%		0.43%		0.37%

Asset Quality Data


	December 31, 2024		September 30, 2024		December 31, 2023
Non-performing loans	$	35,994	$	23,545	$	28,228
OREO		662		1,432		4,088
Total non-performing assets	$	36,656	$	24,977	$	32,316
Total non-performing loans to total loans		0.46%		0.31%		0.37%
Total non-performing assets to total loans and OREO		0.47%		0.32%		0.42%

NATIONAL BANK HOLDINGS CORPORATION

Key Metrics⁽¹⁾


	As of and for the three months ended						As of and for the years ended
	December 31,		September 30,		December 31,		December 31,		December 31,
	2024		2024		2023		2024		2023
Return on average assets		1.13%		1.32%		1.33%		1.20%		1.45%
Return on average tangible assets⁽²⁾		1.23%		1.43%		1.44%		1.30%		1.57%
Return on average tangible assets, adjusted⁽²⁾		1.44%		1.43%		1.44%		1.36%		1.57%
Return on average equity		8.59%		10.33%		11.10%		9.41%		12.29%
Return on average tangible common equity⁽²⁾		12.31%		14.84%		16.56%		13.65%		18.23%
Return on average tangible common equity, adjusted⁽²⁾		14.40%		14.84%		16.56%		14.20%		18.23%
Loan to deposit ratio (end of period)		94.09%		90.79%		94.00%		94.09%		94.00%
Non-interest bearing deposits to total deposits (end of period)		26.87%		26.70%		28.83%		26.87%		28.83%
Net interest margin⁽³⁾		3.91%		3.79%		3.88%		3.77%		4.01%
Net interest margin FTE⁽²⁾⁽³⁾		3.99%		3.87%		3.95%		3.85%		4.08%
Interest rate spread FTE⁽²⁾⁽⁴⁾		3.06%		2.86%		3.00%		2.87%		3.26%
Yield on earning assets⁽⁵⁾		5.90%		5.97%		5.84%		5.88%		5.49%
Yield on earning assets FTE⁽²⁾⁽⁵⁾		5.98%		6.05%		5.91%		5.96%		5.56%
Cost of funds		2.15%		2.36%		2.10%		2.27%		1.58%
Cost of deposits		2.12%		2.34%		1.94%		2.23%		1.37%
Non-interest income to total revenue FTE⁽⁹⁾		10.78%		17.05%		14.98%		14.80%		14.80%
Non-interest expense to average assets		2.58%		2.56%		2.49%		2.57%		2.48%
Efficiency ratio		63.75%		60.51%		58.82%		62.62%		56.82%
Efficiency ratio excluding other intangible assets amortization, adjusted for the loss on security sales FTE ⁽²⁾		57.03%		57.65%		56.03%		58.69%		54.31%
Pre-provision net revenue	$	36,704	$	41,880	$	43,470	$	152,002	$	183,897
Pre-provision net revenue FTE⁽²⁾		38,578		43,696		45,137		159,096		189,996
Pre-provision net revenue FTE, adjusted⁽²⁾		45,160		43,696		45,137		165,678		189,996

Total Loans Asset Quality Data^(6)(7)(8)
Non-performing loans to total loans		0.46%		0.31%		0.37%		0.46%		0.37%
Non-performing assets to total loans and OREO		0.47%		0.32%		0.42%		0.47%		0.42%
Allowance for credit losses to total loans		1.22%		1.23%		1.27%		1.22%		1.27%
Allowance for credit losses to non-performing loans		262.42%		403.68%		346.99%		262.42%		346.99%
Net charge-offs to average loans		0.11%		0.18%		0.02%		0.13%		0.02%


(1)		Ratios are annualized.
(2)		Ratio represents non-GAAP financial measure. See non-GAAP reconciliations starting on page 15.
(3)		Net interest margin represents net interest income, including accretion income on interest earning assets, as a percentage of average interest earning assets.
(4)		Interest rate spread represents the difference between the weighted average yield on interest earning assets, including FTE income, and the weighted average cost of interest bearing liabilities. Ratio represents a non-GAAP financial measure.
(5)		Interest earning assets include assets that earn interest/accretion or dividends. Any market value adjustments on investment securities or loans are excluded from interest earning assets.
(6)		Non-performing loans consist of non-accruing loans and modified loans on non-accrual.
(7)		Non-performing assets include non-performing loans and other real estate owned.
(8)		Total loans are net of unearned discounts and fees.
(9)		Non-interest income to total revenue represents non-interest income divided by the sum of net interest income FTE and non-interest income. Ratio represents a non-GAAP financial measure.

NATIONAL BANK HOLDINGS CORPORATION

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

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

Tangible Common Book Value Ratios


	December 31, 2024		September 30, 2024		December 31, 2023
Total shareholders' equity	$	1,305,075	$	1,291,997	$	1,212,807
Less: goodwill and other intangible assets, net		(356,777)		(358,754)		(364,716)
Add: deferred tax liability related to goodwill		13,535		13,203		12,208
Tangible common equity (non-GAAP)	$	961,833	$	946,446	$	860,299

Total assets	$	9,807,693	$	9,993,283	$	9,951,064
Less: goodwill and other intangible assets, net		(356,777)		(358,754)		(364,716)
Add: deferred tax liability related to goodwill		13,535		13,203		12,208
Tangible assets (non-GAAP)	$	9,464,451	$	9,647,732	$	9,598,556

Tangible common equity to tangible assets calculations:
Total shareholders' equity to total assets		13.31%		12.93%		12.19%
Less: impact of goodwill and other intangible assets, net		(3.15)%		(3.12)%		(3.23)%
Tangible common equity to tangible assets (non-GAAP)		10.16%		9.81%		8.96%

Tangible common book value per share calculations:
Tangible common equity (non-GAAP)	$	961,833	$	946,446	$	860,299
Divided by: ending shares outstanding		38,054,482		37,988,364		37,784,851
Tangible common book value per share (non-GAAP)	$	25.28	$	24.91	$	22.77

Tangible common book value per share, excluding accumulated other comprehensive loss calculations:
Tangible common equity (non-GAAP)	$	961,833	$	946,446	$	860,299
Accumulated other comprehensive loss, net of tax		70,041		62,485		76,401
Tangible common book value, excluding accumulated other comprehensive loss, net of tax (non-GAAP)		1,031,874		1,008,931		936,700
Divided by: ending shares outstanding		38,054,482		37,988,364		37,784,851
Tangible common book value per share, excluding accumulated other comprehensive loss, net of tax (non-GAAP)	$	27.12	$	26.56	$	24.79

NATIONAL BANK HOLDINGS CORPORATION

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

Return on Average Tangible Assets and Return on Average Tangible Equity


	As of and for the three months ended						As of and for the years ended
	December 31,		September 30,		December 31,		December 31,		December 31,
	2024		2024		2023		2024		2023
Net income	$	28,184	$	33,105	$	33,121	$	118,815	$	142,048
Add: loss on security sales, after tax (non-GAAP)⁽¹⁾		5,048		—		—		5,048		—
Net income adjusted for the loss on security sales, after tax (non-GAAP)⁽¹⁾	$	33,232	$	33,105	$	33,121	$	123,863	$	142,048

Net income	$	28,184	$	33,105	$	33,121	$	118,815	$	142,048
Add: impact of other intangible assets amortization expense, after tax		1,516		1,517		1,541		6,089		5,668
Net income excluding the impact of other intangible assets amortization expense, after tax (non-GAAP)	$	29,700	$	34,622	$	34,662	$	124,904	$	147,716

Net income excluding the impact of other intangible assets amortization expense, after tax	$	29,700	$	34,622	$	34,662	$	124,904	$	147,716
Add: loss on security sales, after tax (non-GAAP)⁽¹⁾		5,048		—		—		5,048		—
Net income excluding the impact of other intangible assets amortization expense, adjusted for the loss on security sales, after tax (non-GAAP)⁽¹⁾	$	34,748	$	34,622	$	34,662	$	129,952	$	147,716

Average assets	$	9,957,195	$	9,960,730	$	9,889,054	$	9,924,651	$	9,766,448
Less: average goodwill and other intangible assets, net of deferred tax liability related to goodwill		(344,417)		(346,757)		(353,712)		(347,388)		(345,321)
Average tangible assets (non-GAAP)	$	9,612,778	$	9,613,973	$	9,535,342	$	9,577,263	$	9,421,127

Average shareholders' equity	$	1,304,629	$	1,274,873	$	1,184,164	$	1,262,386	$	1,155,777
Less: average goodwill and other intangible assets, net of deferred tax liability related to goodwill		(344,417)		(346,757)		(353,712)		(347,388)		(345,321)
Average tangible common equity (non-GAAP)	$	960,212	$	928,116	$	830,452	$	914,998	$	810,456

Return on average assets		1.13%		1.32%		1.33%		1.20%		1.45%
Adjusted return on average assets (non-GAAP)		1.33%		1.32%		1.33%		1.25%		1.45%
Return on average tangible assets (non-GAAP)		1.23%		1.43%		1.44%		1.30%		1.57%
Adjusted return on average tangible assets (non-GAAP)		1.44%		1.43%		1.44%		1.36%		1.57%
Return on average equity		8.59%		10.33%		11.10%		9.41%		12.29%
Adjusted return on average equity (non-GAAP)		10.13%		10.33%		11.10%		9.81%		12.29%
Return on average tangible common equity (non-GAAP)		12.31%		14.84%		16.56%		13.65%		18.23%
Adjusted return on average tangible common equity (non-GAAP)		14.40%		14.84%		16.56%		14.20%		18.23%

(1) Adjustments:
Loss on security sales (non-GAAP)	$	6,582	$	—	$	—	$	6,582	$	—
Tax benefit impact		(1,534)		—		—		(1,534)		—
Total adjustments, after tax (non-GAAP)	$	5,048	$	—	$	—	$	5,048	$	—

Fully Taxable Equivalent Yield on Earning Assets and Net Interest Margin


	As of and for the three months ended						As of and for the years ended
	December 31,		September 30,		December 31,		December 31,		December 31,
	2024		2024		2023		2024		2023
Interest income	$	136,086	$	138,003	$	134,703	$	538,268	$	495,415
Add: impact of taxable equivalent adjustment		1,874		1,816		1,667		7,094		6,099
Interest income FTE (non-GAAP)	$	137,960	$	139,819	$	136,370	$	545,362	$	501,514

Net interest income	$	90,131	$	87,653	$	89,501	$	345,388	$	361,951
Add: impact of taxable equivalent adjustment		1,874		1,816		1,667		7,094		6,099
Net interest income FTE (non-GAAP)	$	92,005	$	89,469	$	91,168	$	352,482	$	368,050

Average earning assets	$	9,177,840	$	9,192,454	$	9,147,977	$	9,154,018	$	9,023,111
Yield on earning assets		5.90%		5.97%		5.84%		5.88%		5.49%
Yield on earning assets FTE (non-GAAP)		5.98%		6.05%		5.91%		5.96%		5.56%
Net interest margin		3.91%		3.79%		3.88%		3.77%		4.01%
Net interest margin FTE (non-GAAP)		3.99%		3.87%		3.95%		3.85%		4.08%

Efficiency Ratio and Pre-Provision Net Revenue


	As of and for the three months ended						As of and for the years ended
	December 31,		September 30,		December 31,		December 31,		December 31,
	2024		2024		2023		2024		2023
Net interest income	$	90,131	$	87,653	$	89,501	$	345,388	$	361,951
Add: impact of taxable equivalent adjustment		1,874		1,816		1,667		7,094		6,099
Net interest income FTE (non-GAAP)	$	92,005	$	89,469	$	91,168	$	352,482	$	368,050

Non-interest income	$	11,119	$	18,389	$	16,064	$	61,231	$	63,917
Add: loss on security sales (non-GAAP)		6,582		—		—		6,582		—
Non-interest income adjusted for loss on security sales (non-GAAP)	$	17,701	$	18,389	$	16,064	$	67,813	$	63,917

Non-interest expense	$	64,546	$	64,162	$	62,095	$	254,617	$	241,971
Less: other intangible assets amortization		(1,977)		(1,977)		(2,008)		(7,939)		(7,386)
Non-interest expense excluding other intangible assets amortization (non-GAAP)	$	62,569	$	62,185	$	60,087	$	246,678	$	234,585

Efficiency ratio		63.75%		60.51%		58.82%		62.62%		56.82%
Efficiency ratio FTE (non-GAAP)		62.59%		59.49%		57.91%		61.54%		56.02%
Efficiency ratio excluding other intangible assets amortization, adjusted for the loss on security sales FTE (non-GAAP)		57.03%		57.65%		56.03%		58.69%		54.31%
Pre-provision net revenue (non-GAAP)	$	36,704	$	41,880	$	43,470	$	152,002	$	183,897
Pre-provision net revenue, FTE (non-GAAP)		38,578		43,696		45,137		159,096		189,996
Pre-provision net revenue FTE, adjusted for loss on security sales (non-GAAP)		45,160		43,696		45,137		165,678		189,996

Adjusted Net Income and Earnings Per Share


	As of and for the three months ended						As of and for the years ended
	December 31,		September 30,		December 31,		December 31,		December 31,
	2024		2024		2023		2024		2023
Adjustments to net income:
Net income	$	28,184	$	33,105	$	33,121	$	118,815	$	142,048
Add: adjustment for loss on security sales, after tax (non-GAAP)		5,048		—		—		5,048		—
Adjusted net income (non-GAAP)	$	33,232	$	33,105	$	33,121	$	123,863	$	142,048

Adjustments to earnings per share:
Earnings per share diluted	$	0.73	$	0.86	$	0.87	$	3.08	$	3.72
Add: adjustment for loss on security sales, after tax (non-GAAP)		0.13		—		—		0.14		—
Adjusted earnings per share - diluted (non-GAAP)	$	0.86	$	0.86	$	0.87	$	3.22	$	3.72

Document and Entity Information	Jan. 22, 2025
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jan. 22, 2025
Entity Registrant Name	NATIONAL BANK HOLDINGS CORP
Entity Incorporation, State or Country Code	DE
Entity File Number	001-35654
Entity Tax Identification Number	27-0563799
Entity Address, Address Line One	7800 East Orchard Road
Entity Address, Adress Line Two	Suite 300
Entity Address, City or Town	Greenwood Village
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80111
City Area Code	303
Local Phone Number	892-8715
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, Par Value $0.01
Trading Symbol	NBHC
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001475841
Amendment Flag	false

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NBHC National Bank Holdings Corporation