EX-99.1 2 exhibit991q42025.htm EX-99.1 Document
    
NEWS RELEASE

For additional information, contact:
D. Neil Dauby, Chairman and Chief Executive Officer
Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

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January 26, 2026 German American Bancorp, Inc. (GABC) Reports Record Fourth Quarter and Strong Annual 2025 Earnings; Declares 7% Cash Dividend Increase

•Record quarterly earnings of $0.95 per share; $0.96 as adjusted*
•Robust 4th quarter return on average assets ("ROAA") of 1.67%; 1.68% as adjusted*
•Robust net interest margin* of 4.13%
•Low efficiency ratio* of 48.6%
•Healthy credit metrics, with annualized net charge-offs of 0.04%
•Strong annualized linked quarter loan growth of 7%
•Tangible Common Equity* ("TCE") ratio increased to 9.44%; Return on average TCE ("ROATCE")* of 19.49%
•21st consecutive year of double digit return on average shareholder equity
•Declared 7% cash dividend increase, making it the 14th consecutive year of increased cash dividends
•Heartland Bank acquisition continues to integrate seamlessly
•Recognized as one of America’s Best Regional Banks in 2026 by Newsweek

Jasper, Indiana – January 26, 2026. German American Bancorp, Inc. (Nasdaq: GABC) (“German American” or the “Company”) reported record earnings for the three months ended December 31, 2025. The Company also announced a 7% increase in its regular quarterly cash dividend, as its Board of Directors declared a regular quarterly cash dividend of $0.31 per share, which will be payable on February 20, 2026 to shareholders of record as of February 10, 2026.

For the three months ended December 31, 2025, the Company reported net income of $35.7 million, or $0.95 per share, reflecting a linked quarter increase of $0.7 million, or approximately 1% on a per share basis, from previous record third quarter 2025 net income of $35.1 million, or $0.94 per share. The Company also reported strong annual net income of $112.6 million, or $3.06 per share, for the year ended December 31, 2025, reflecting a year-over-year increase of $28.8 million, or approximately 8% on a per share basis, from year end December 31, 2024 net income of $83.8 million, or $2.83 per share.

On an adjusted basis*, net income for the three months ended December 31, 2025 was $35.9 million, or $0.96 per share, reflecting a linked quarter increase of $1.5 million, or approximately 4.4% on a per share basis, from previous third quarter net income of $34.4 million, or $0.92 per share. On an adjusted basis*, net income for the year ended December 31, 2025 was $129.7 million, or $3.52 per share, reflecting a year-over-year increase of $45.9 million, or approximately 24% on a per share basis, from year end December 31, 2024.

Profitability and capital measures remained strong as ROAA for the fourth quarter of 2025 was 1.67% (1.68% as adjusted*) and ROATCE was 19.5% (19.6% as adjusted*). These compared to ROAA of 1.68% (1.65% as adjusted*) and ROATCE of 21.1% (20.8% as adjusted*) in the third quarter of 2025.
___________________________________________
* Represents a non-GAAP financial measure. Refer to “Use of Non-GAAP Financial Measures” contained in this release for additional information, including a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures.
    
NEWS RELEASE

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Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

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Fourth Quarter 2025 highlights include:
•Robust net interest margin of 4.13%
◦7 basis point increase from third quarter 2025
◦14 basis point reduction in funding costs and 7 basis point decrease in earning asset yields

•Strong increase in loan balances during the quarter
◦End of period loans increased $97 million, or approximately 7% on an annualized basis, with growth coming from all commercial and agriculture categories, as well as consumer-home equity lines

•Slight decrease in deposits quarter over linked quarter
◦Non-interest bearing deposits increased approximately 1.5% on an annualized linked quarter basis and represented 28% of total deposits
◦Interest bearing demand, savings and money market accounts increased approximately 4.5% on an annualized linked quarter basis
◦These transactional deposit increases were offset by managed run-off of higher cost retail and jumbo time deposits

•Excluding the effects of a $283,000 non-recurring loss on the redemption of subordinated debt on December 30, 2025 and a $975,000 non-recurring gain on the redemption of subordinated debt in the third quarter of 2025, non-interest income remained stable in the fourth quarter 2025, led by an increase of $231,000, or 5%, in wealth management fees

•Stable non-interest expenses of $49.9 million
◦Strong efficiency ratio* of 48.55% for the fourth quarter
◦Quarter over linked quarter increase in salaries and benefits of approximately 8.5%, driven by incentive compensation tied to record earnings performance, was offset by broad-based cost reductions in all other remaining expense categories

•Total allowance for credit losses was $77.7 million, with total quarterly provision expense of $2.2 million as credit metrics remained healthy
◦Ratio of allowance to total loans of 1.32%
◦Annualized net charge offs remained minimal at 4 basis points of average loans
◦Non-performing assets were slightly elevated at 0.35% of period end assets compared to third quarter of 0.28%. The increase was mostly driven by two acquired credits that were adversely classified at acquisition and have subsequently been placed on non-accrual status

•Capital ratios remained strong
◦TCE* of 9.44 %
◦Tangible book value per share of $20.08; 6.3% increase from linked quarter September 30, 2025

    
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Bradley M Rust, President and Chief Financial Officer
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◦The Company announced a 7% increase to its quarterly cash dividend, making it the 14th consecutive year of increased cash dividends reflecting the Company’s strong operations and healthy capital position

D. Neil Dauby, Chairman and CEO of German American stated, “We are extremely pleased to deliver yet another record quarterly earnings performance for the fourth quarter 2025 and for the year ended December 31, 2025. We have great positive momentum as we head into 2026 and are excited about the long-term potential in connection with a normalizing yield curve and our strong diversified organic growth footprint”.

Dauby also stated, “We continue to add top talent to our relationship-focused team of professionals, and with their dedicated efforts, we are confident that our strong community presence, healthy financial condition and disciplined approach to growth will continue to drive future profitability and long-term shareholder value. We remain excited and committed to the vitality and future growth of our Indiana, Kentucky and Ohio communities”.


Balance Sheet Highlights

On February 1, 2025, the Company completed its acquisition of Heartland BancCorp ("Heartland") through the merger of Heartland with and into the Company. Immediately following completion of the Heartland holding company merger, Heartland’s subsidiary bank, Heartland Bank, was merged with and into the Company’s subsidiary bank, German American Bank (the "Bank"). Heartland, headquartered in Whitehall, Ohio, operated 20 retail banking offices located in Columbus, Ohio and Greater Cincinnati. As of the closing of the transaction, Heartland had total assets of approximately $1.94 billion, total loans of approximately $1.58 billion, and total deposits of approximately $1.73 billion. The Company issued approximately 7.74 million shares of its common stock, and paid approximately $23.1 million in cash, in exchange for all of the issued and outstanding shares of common stock of Heartland and in cancellation of all options to acquire Heartland common stock outstanding as of the effective time of the merger.

Total assets for the Company totaled $8.389 billion at December 31, 2025, representing a decline of $12.5 million compared with September 30, 2025 and an increase of $2.093 billion compared with December 31, 2024. The increase in total assets at December 31, 2025 compared with December 31, 2024 was, in large part, attributable to the Heartland acquisition, with continued organic loan growth also contributing to the increase.

December 31, 2025 total loans increased $96.8 million, or 7% on an annualized basis, compared with September 30, 2025 and increased $1.751 billion compared with December 31, 2024. The increase during the fourth quarter of 2025 compared with September 30, 2025 was broad-based across most segments of the portfolio and throughout the Company's footprint. Commercial and industrial loans increased $33.0 million, or 16% on an annualized basis, commercial real estate loans increased $39.3 million, or 5% on an annualized basis, and agricultural loans reflected a seasonal increase of $16.4 million, or 14% on an annualized basis. Retail loans grew by $8.2 million, or 2% on an annualized basis, due in large part to

    
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Bradley M Rust, President and Chief Financial Officer
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strong home equity loan originations, which were partially offset by a reduced level of residential mortgage loans. The increase at December 31, 2025 compared with December 31, 2024 was largely due to the acquisition of Heartland in addition to continued organic loan growth throughout the Company's existing market areas. Excluding loans acquired through the Heartland acquisition, total loans increased $261.9 million, or 6%, during 2025.

The composition of the loan portfolio has remained relatively stable and diversified over the past several years. The addition of the Heartland loan portfolio resulted in only modest changes to the overall portfolio composition, most notably in the residential mortgage loan segment. The portfolio is most heavily weighted in commercial real estate loans at 53% of the portfolio, followed by commercial and industrial loans at 14% of the portfolio, residential mortgage loans at 13% of the portfolio (up from 9% at December 31, 2024), agricultural loans at 8% of the portfolio, and home equity loans at 8% of the portfolio. The Company’s commercial lending is extended to various industries, including multi-family housing and lodging, agribusiness and manufacturing, as well as health care, wholesale, and retail services.

End of Period Loan Balances12/31/20259/30/202512/31/2024
(dollars in thousands)
Commercial & Industrial Loans$848,240 $815,222 $671,038 
Commercial Real Estate Loans3,142,472 3,103,181 2,224,872 
Agricultural Loans489,168 472,807 431,037 
Consumer Loans630,015 603,742 448,872 
Residential Mortgage Loans774,553 792,670 357,448 
$5,884,448 $5,787,622 $4,133,267 

The Company’s allowance for credit losses totaled $77.7 million at December 31, 2025 compared to $76.1 million at September 30, 2025 and $44.4 million at December 31, 2024. The allowance for credit losses represented 1.32% of period-end loans at both December 31, 2025 and September 30, 2025 and 1.08% of period-end loans at December 31, 2024.

The Company added $32.7 million to the allowance for credit losses in conjunction with the closing of the Heartland acquisition on February 1, 2025, related to the Heartland loan portfolio. Of the increase in the allowance for credit losses for the Heartland portfolio, $16.2 million was recorded through the "Day 2" provision for credit losses under the CECL model. In a transaction like the Heartland merger, the current accounting rules require the acquirer to recognize an allowance for credit losses in the period of acquisition for both purchased credit deterioration (“PCD”) assets and non-PCD assets. The determination of PCD versus non-PCD determines how the allowance for credit loss flows through the financial statements. For PCD assets, the gross-up method includes the impact in the “Day 1” business combination entries with no impact to expense. For non-PCD assets, the impact is reflected outside of the business combination entries (sometimes referred to as “Day 2”) and is reflected in expense.


    
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Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

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Under the CECL model, certain acquired loans continue to carry a fair value discount as well as an allowance for credit losses. As of December 31, 2025, the Company held net discounts on acquired loans of $52.8 million, which included $50.7 million related to the Heartland loan portfolio.
Non-performing assets totaled $29.5 million at December 31, 2025, $23.7 million at September 30, 2025, and $11.1 million at December 31, 2024. Non-performing assets represented 0.35% of total assets at December 31, 2025, 0.28% at September 30, 2025 and 0.18% at December 31, 2024. Non-performing loans represented 0.50% of total loans at December 31, 2025, 0.41% at September 30, 2025, and 0.27% at December 31, 2024.

The increase in non-performing assets during the fourth quarter of 2025 was largely related to two commercial relationships acquired in the Heartland transaction. The relationships were identified as adversely classified at the time of acquisition and have subsequently been placed on non-accrual status. The overall increase in non-performing assets at December 31, 2025 compared with year-end 2024 was largely attributable to the Heartland acquisition with non-performing assets from the Heartland acquisition totaling approximately $18.6 million at year-end 2025.

Non-performing Assets
(dollars in thousands)
12/31/20259/30/202512/31/2024
Non-Accrual Loans$29,319 $23,676 $10,934 
Past Due Loans (90 days or more)92 — 188 
       Total Non-Performing Loans29,411 23,676 11,122 
Other Real Estate68 48 — 
       Total Non-Performing Assets$29,479 $23,724 $11,122 

December 31, 2025 total deposits declined $24.8 million, or 1% on an annualized basis, compared to September 30, 2025 and increased $1.661 billion compared with December 31, 2024. The increase in total deposits at December 31, 2025 compared with year-end 2024 was largely attributable to the Heartland acquisition. As of December 31, 2025, deposits from the Heartland acquisition totaled $1.559 billion.

The addition of the Heartland deposit portfolio did not result in significant changes to the overall deposit portfolio composition. Notably, non-interest bearing deposits have remained relatively stable as a percent of total deposits at approximately 28% at both December 31, 2025 and September 30, 2025, and 26% at year-end 2024.


    
NEWS RELEASE

For additional information, contact:
D. Neil Dauby, Chairman and Chief Executive Officer
Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

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End of Period Deposit Balances12/31/20259/30/202512/31/2024
(dollars in thousands)
Non-interest-bearing Demand Deposits$1,944,831 $1,938,522 $1,399,270 
IB Demand, Savings, and MMDA Accounts3,755,374 3,714,191 3,013,204 
Time Deposits < $100,000475,943 502,548 327,080 
Time Deposits > $100,000813,594 859,241 589,521 
$6,989,742 $7,014,502 $5,329,075 

At December 31, 2025, the capital levels for the Company and the Bank remained well in excess of the minimum amounts needed for capital adequacy purposes and the Bank’s capital levels met the necessary requirements to be considered well-capitalized.

12/31/2025
Ratio		9/30/2025
Ratio		12/31/2024
Ratio
Total Capital (to Risk Weighted Assets)
Consolidated14.93 %15.07 %17.15 %
Bank13.80 %14.00 %15.02 %
Tier 1 (Core) Capital (to Risk Weighted Assets)
Consolidated14.04 %13.83 %15.72 %
Bank12.91 %13.10 %14.23 %
Common Tier 1 (CET 1) Capital Ratio
 (to Risk Weighted Assets)
Consolidated13.52 %13.30 %15.02 %
Bank12.91 %13.10 %14.23 %
Tier 1 Capital (to Average Assets)
Consolidated11.54 %11.40 %12.28 %
Bank10.61 %10.80 %11.12 %

Results of Operations Highlights – Year ended December 31, 2025

Net income for the year ended December 31, 2025 totaled $112,635,000, or $3.06 per share, an increase of $28,824,000, or approximately 8% on a per share basis, from the year ended December 31, 2024 net income of $83,811,000, or $2.83 per share. The year ended December 31, 2025 results of operations included Heartland acquisition-related expenses of $6,996,000 ($5,418,000, on an after-tax basis) and the “Day 2” provision for credit losses under the CECL model of $16,200,000 ($12,150,000, on an after-tax basis), as well as a net gain on the redemption of subordinated debentures.

Net income for the year end December 31, 2024 included the sale of the assets of the Company's wholly owned subsidiary German American Insurance, Inc. ("GAI") in the second quarter of 2024, which resulted in an after-tax gain, net of transaction costs, of approximately $27,476,000, or $0.93 per share, and a partial

    
NEWS RELEASE

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D. Neil Dauby, Chairman and Chief Executive Officer
Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

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securities portfolio restructuring transaction, also in the second quarter of 2024, resulting in an after-tax loss of $27,189,000, or $0.92 per share.

On an adjusted basis, net income for the year ended December 31, 2025 was $129,684,000, or $3.52 per share, compared with adjusted net income of $83,839,000, or $2.83 per share, for the year ended December 31, 2024. Adjusted net income and adjusted earnings per share are non-GAAP financial measures. Refer to “Use of Non-GAAP Financial Measures” contained in this release for additional information, including a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures.

Summary Average Balance Sheet
(Tax-equivalent basis / dollars in thousands)
Year Ended December 31, 2025 Year Ended December 31, 2024
 Principal Balance Income/ Expense Yield/Rate Principal Balance Income/ Expense Yield/Rate
Assets
Federal Funds Sold and Other
        Short-term Investments$250,520 $10,817 4.32 %$151,907 $7,697 5.07 %
Securities1,598,251 54,299 3.40 %1,534,433 47,496 3.10 %
Loans and Leases5,604,879 360,410 6.43 %4,035,670 241,344 5.98 %
Total Interest Earning Assets$7,453,650 $425,526 5.71 %$5,722,010 $296,537 5.19 %
Liabilities
Demand Deposit Accounts$1,851,978 $1,420,412 
IB Demand, Savings, and MMDA Accounts$3,733,503 $65,877 1.76 %$3,012,073 $54,303 1.80 %
Time Deposits1,329,638 49,215 3.70 %872,429 36,319 4.16 %
FHLB Advances and Other Borrowings215,334 10,865 5.05 %196,480 9,830 5.00 %
Total Interest-Bearing Liabilities$5,278,475 $125,957 2.39 %$4,080,982 $100,452 2.46 %
Cost of Funds1.69 %1.76 %
Net Interest Income, Tax-Equivalent Basis*$299,569 $196,085 
Net Interest Margin4.02 %3.43 %
___________________________________________
* Represents a non-GAAP financial measure. Refer to “Use of Non-GAAP Financial Measures” contained in this release for additional information, including a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures.

During the year ended December 31, 2025, net interest income, on a non tax-equivalent basis, totaled $294,132,000, an increase of $103,541,000, or 54%, compared to the year ended December 31, 2024 net interest income of $190,591,000. The increase in net interest income for 2025 compared with 2024 was primarily attributable to a higher level of earning assets driven by the Heartland acquisition and an improvement of the Company’s net interest margin.

The tax equivalent net interest margin for the year ended December 31, 2025 was 4.02% compared with 3.43% for the year ended December 31, 2024. The improvement in the net interest margin, excluding the accretion of discount on acquired loans, during 2025 compared with 2024 was the result of improved yields on earning assets (including both loan and security yields) and a lower cost of deposits. The lower cost of deposits was largely driven by the Federal Reserve's lowering of the Federal Funds rates over the last

    
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Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

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several months of 2024 and again in the latter months of 2025, and the Company's ability to correspondingly lower deposit costs.

The Company's net interest margin and net interest income in both 2025 and 2024 have been impacted by accretion of loan discounts on acquired loans. Accretion of discounts on acquired loans totaled $15,556,000 during the year ended December 31, 2025 and $1,507,000 during the same period of 2024. Accretion of loan discounts on acquired loans contributed approximately 21 basis points to the net interest margin during 2025 and 3 basis points during 2024.

During the year ended December 31, 2025, the Company recorded a provision for credit losses of $19,425,000, as compared to the provision for credit losses of $2,775,000 recorded for the year ended December 31, 2024. The first quarter of 2025 included a provision for credit losses of $16,200,000 related to the “Day 2” adjustment for the Heartland acquisition.

During the year ended December 31, 2025, non-interest income increased $4,652,000, or 7%, compared with the year ended December 31, 2024. The increase during 2025 compared to 2024 was largely the result of the Heartland acquisition combined with an improvement in the Company’s existing fee revenue sources. The year ended December 31, 2024 included the previously mentioned sale of the GAI assets and the securities portfolio restructuring transaction, which each occurred during the second quarter of 2024. On an adjusted basis, non-interest income for the year ended December 31, 2025 was $66,620,000 compared to $54,691,000 for the same period of 2024. Adjusted non-interest income is a non-GAAP financial measure. Refer to “Use of Non-GAAP Financial Measures” section in this Management’s Discussion and Analysis for additional information, including a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures.

Year EndedYear Ended
Non-interest Income12/31/202512/31/2024
(dollars in thousands)
Wealth Management Fees$16,808 $14,416 
Service Charges on Deposit Accounts15,083 12,669 
Insurance Revenues— 4,384 
Company Owned Life Insurance2,555 2,058 
Interchange Fee Income19,598 17,125 
Sale of Assets of German American Insurance— 38,323 
Other Operating Income8,758 5,419 
     Subtotal62,802 94,394 
Net Gains on Sales of Loans4,510 3,054 
Net Gains on Securities— (34,788)
Total Non-interest Income$67,312 $62,660 


    
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Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

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Wealth management fees increased $2,392,000, or 17%, during 2025 compared with 2024. The increase during the year ended December 31, 2025 compared with the same period of 2024 was largely attributable to increased assets under management, driven by healthy capital markets throughout 2024 and 2025, and continued strong new business results in addition to the Heartland acquisition.

Service charges on deposit accounts increased $2,414,000, or 19%, during the year ended December 31, 2025, compared with the same period of 2024. The increase during 2025 compared with 2024 was primarily driven by the Heartland acquisition in addition to increased customer utilization of deposit services.

No insurance revenues were recognized during the year ended December 31, 2025 due to the sale of the GAI assets effective June 1, 2024. As a result, insurance revenues declined $4,384,000 during 2025, compared with 2024. As previously discussed, the sale of substantially all of the assets of GAI in June 2024 resulted in net proceeds of $38,323,000.

Interchange fees increased $2,473,000, or 14%, during the year ended December 31, 2025, compared with the same period of 2024. The increase during 2025 compared with 2024 was largely attributable to the Heartland acquisition.

During the year ended December 31, 2025, other operating income increased $3,339,000, or 62%, compared with the same period of 2024. The increase during 2025 compared with 2024 was primarily attributable to the Heartland acquisition.

Net gains on sales of loans increased $1,456,000, or 48%, during the year ended December 31, 2025 compared with the year ended December 31, 2024. The increase during 2025 compared with 2024 was related to the Heartland acquisition and a higher volume of loans sold. Loan sales totaled $193.2 million during 2025 compared with $130.7 million during 2024.

There were no securities transactions during 2025 that resulted in net gains or losses. The net loss on securities during 2024 totaled $34,788,000 which was primarily related to the net loss recognized on the securities restructuring transaction.

During the year ended December 31, 2025, non-interest expense totaled $201,949,000, an increase of $55,572,000, or 38%, compared with the same period of 2024. The primary drivers of the increased operating expenses in 2025 compared with 2024 were the Heartland operating costs and acquisition-related costs.

Each period presented included Heartland acquisition-related expenses, with such amounts being $6,996,000 for the year ended December 31, 2025 and $1,370,000 for the same period of 2024. The year ended December 31, 2024 also included non-recurring professional fees and other costs associated with the GAI asset sale that totaled approximately $1,816,000.

    
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Bradley M Rust, President and Chief Financial Officer
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On an adjusted basis, non-interest expense for the year ended December 31, 2025 was $194,953,000 compared to $139,777,000 for the same period of 2024. Adjusted non-interest expense is a non-GAAP financial measure. Refer to “Use of Non-GAAP Financial Measures” contained in this release for additional information, including a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures.

Year EndedYear Ended
Non-interest Expense12/31/202512/31/2024
(dollars in thousands)
Salaries and Employee Benefits$107,742 $82,257 
Occupancy, Furniture and Equipment Expense19,634 14,944 
FDIC Premiums3,800 2,908 
Data Processing Fees17,579 12,243 
Professional Fees10,418 8,147 
Advertising and Promotion5,153 3,939 
Intangible Amortization10,148 2,032 
Other Operating Expenses27,475 19,907 
Total Non-interest Expense$201,949 $146,377 

Salaries and benefits increased $25,485,000, or 31%, during the year ended December 31, 2025 compared with the year ended December 31, 2024. The increase in 2025 compared with 2024 was due primarily to the salaries and benefits costs for the Heartland employee base.

Occupancy, furniture and equipment expense increased $4,690,000, or 31%, during the year ended December 31, 2025 compared to the year ended December 30, 2024. The increase during 2025 compared with 2024 was primarily attributable to the operating costs of the Heartland branch network.

Data processing fees increased $5,336,000, or 44%, during the year ended December 31, 2025 compared with the year ended December 31, 2024. The increase during 2025 compared with 2024 was largely driven by the Heartland acquisition including operating costs of the existing Heartland systems and acquisition-related costs.

Professional fees increased $2,271,000, or 28%, during the year ended December 31, 2025 compared with 2024. The increase during 2025 compared with 2024 was primarily attributable to the Heartland acquisition and technology support services.

Intangible amortization increased $8,116,000, or 399%, during the year ended December 31, 2025 compared with the same period of 2024. The increase was attributable to the Heartland acquisition.


    
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D. Neil Dauby, Chairman and Chief Executive Officer
Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

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Other operating expenses increased $7,568,000, or 38%, during the year ended December 31, 2025 compared with the same period of 2024. The increase was largely attributable to the operating costs of Heartland.

Results of Operations Highlights – Quarter ended December 31, 2025

Net income for the quarter ended December 31, 2025 totaled $35,683,000, or $0.95 per share, an increase of 1% on a per share basis compared with the third quarter 2025 net income of $35,074,000, or $0.94 per share, and an increase of 22% on a per share basis compared with the fourth quarter 2024 net income of $23,211,000, or $0.78 per share.

On an adjusted basis, net income for the fourth quarter of 2025 was $35,895,000, or $0.96 per share, compared with adjusted net income of $34,444,000, or $0.92 per share, for the third quarter of 2025, and $23,419,000, or $0.79 per share, for the fourth quarter of 2024. Adjusted net income and adjusted earnings per share are non-GAAP financial measures. Refer to “Use of Non-GAAP Financial Measures” contained in this release for additional information, including a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures.

Summary Average Balance Sheet
(Tax-equivalent basis / dollars in thousands)
 Quarter Ended Quarter Ended Quarter Ended
December 31, 2025September 30, 2025December 31, 2024
 Principal Balance Income/ Expense Yield/ RatePrincipal BalanceIncome/ Expense Yield/ Rate Principal Balance Income/ Expense Yield/ Rate
Assets
Federal Funds Sold and Other
        Short-term Investments$260,338 $2,585 3.94 %$187,648 $2,084 4.41 %$238,883 $2,792 4.65 %
Securities1,649,499 13,890 3.37 %1,584,261 13,622 3.44 %1,545,772 12,579 3.26 %
Loans and Leases5,828,461 94,442 6.44 %5,766,875 93,664 6.45 %4,094,333 62,356 6.06 %
Total Interest Earning Assets$7,738,298 $110,917 5.70 %$7,538,784 $109,370 5.77 %$5,878,988 $77,727 5.27 %
Liabilities
Demand Deposit Accounts$1,948,794 $1,912,208 $1,422,400 
IB Demand, Savings, and MMDA Accounts$3,828,648 $15,745 1.63 %$3,753,235 $17,086 1.81 %$3,058,257 $13,638 1.77 %
Time Deposits1,335,506 12,268 3.64 %1,330,944 12,330 3.68 %911,613 9,235 4.03 %
FHLB Advances and Other Borrowings219,970 2,648 4.78 %216,460 2,956 5.42 %214,915 2,650 4.91 %
Total Interest-Bearing Liabilities$5,384,124 $30,661 2.26 %$5,300,639 $32,372 2.42 %$4,184,785 $25,523 2.43 %
Cost of Funds1.57 %1.71 %1.73 %
Net Interest Income, Tax-Equivalent Basis*$80,256 $76,998 $52,204 
Net Interest Margin4.13 %4.06 %3.54 %
___________________________________________
* Represents a non-GAAP financial measure. Refer to “Use of Non-GAAP Financial Measures” contained in this release for additional information, including a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures.


    
NEWS RELEASE

For additional information, contact:
D. Neil Dauby, Chairman and Chief Executive Officer
Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

12 of 25
    
During the fourth quarter of 2025, net interest income, on a non tax-equivalent basis, totaled $78,680,000, an increase of $2,955,000, or 4%, compared to the third quarter of 2025 net interest income of $75,725,000 and an increase of $27,648,000, or 54%, compared to the fourth quarter of 2024 net interest income of $51,032,000.

The increase in net interest income during the fourth quarter of 2025 compared with the third quarter of 2025 was primarily driven by improvement in the Company's net interest margin along with continued growth of earning assets. The increase in net interest income during the fourth quarter of 2025 compared with the fourth quarter of 2024 was primarily attributable to a higher level of average earning assets driven in large part by the Heartland acquisition and improvement of the Company's net interest margin.

The tax equivalent net interest margin for the quarter ended December 31, 2025 was 4.13% compared with 4.06% in the third quarter of 2025 and 3.54% in the fourth quarter of 2024. The continued improvement in the net interest margin during the fourth quarter of 2025 compared with the third quarter of 2025 was driven by a lower cost of funds, primarily attributable to lower deposit costs. The improvement in the net interest margin, excluding the accretion of discount on acquired loans, during the fourth quarter of 2025 compared with the fourth quarter of 2024 was largely driven by an improved yield on earning assets (including both loan and security yields) and a lower cost of deposits.

The Company's net interest margin and net interest income in all periods presented have been impacted by accretion of loan discounts on acquired loans. Accretion of discounts on acquired loans totaled $3,966,000 during the fourth quarter of 2025, $3,914,000 during the third quarter of 2025, and $617,000 during the fourth quarter of 2024. Accretion of loan discounts on acquired loans contributed approximately 21 basis points to the net interest margin in the both the third and fourth quarters of 2025 and 4 basis points in the fourth quarter of 2024.

During the quarter ended December 31, 2025, the Company recorded a provision for credit losses of $2,225,000 compared with a provision for credit losses of $700,000 in the third quarter of 2025 and a provision for credit losses of $625,000 during the fourth quarter of 2024. Net charge-offs totaled $588,000, or 4 basis points on an annualized basis, of average loans outstanding during the fourth quarter of 2025 compared with $748,000, or 5 basis points on an annualized basis, of average loans during the third quarter of 2025 and $313,000, or 3 basis points on an annualized basis, of average loans during the fourth quarter of 2024.

During the quarter ended December 31, 2025, non-interest income totaled $17,310,000, a decline of $1,119,000, or 6%, compared with the third quarter of 2025 and an increase of $3,196,000, or 23%, compared with the fourth quarter of 2024. The decline in non-interest income during the fourth quarter of 2025 compared with the third quarter of 2025 was largely driven by a $283,000 loss on the extinguishment of debt resulting from the redemption of $40.0 million of the Company's fixed-to-floating rate subordinated notes during the fourth quarter of 2025 and a $975,000 gain on the extinguishment of debt resulting from the

    
NEWS RELEASE

For additional information, contact:
D. Neil Dauby, Chairman and Chief Executive Officer
Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

13 of 25
    
redemption of $24.3 million of fixed-to-floating rate subordinated notes during the third quarter of 2025. The increase during the fourth quarter of 2025 compared to the same period of 2024 was largely the result of the Heartland acquisition and improvement of the Company's existing fee revenue generation.

Excluding the loss and gain on the extinguishment of debt discussed above, non-interest income on an adjusted basis for the fourth quarter of 2025 was $17,593,000 and $17,454,000 for the third quarter of 2025. Adjusted non-interest income is a non-GAAP financial measure. Refer to “Use of Non-GAAP Financial Measures” contained in this release for additional information, including a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures.

Quarter EndedQuarter EndedQuarter Ended
Non-interest Income12/31/20259/30/202512/31/2024
(dollars in thousands)
Wealth Management Fees$4,519 $4,288 $3,687 
Service Charges on Deposit Accounts3,956 3,927 3,344 
Insurance Revenues— — — 
Company Owned Life Insurance647 630 616 
Interchange Fee Income5,033 5,087 4,244 
Sale of Assets of German American Insurance— — — 
Other Operating Income2,046 3,308 1,593 
     Subtotal16,201 17,240 13,484 
Net Gains on Sales of Loans1,109 1,189 630 
Net Gains (Losses) on Securities— — — 
Total Non-interest Income$17,310 $18,429 $14,114 

Wealth management fees increased $231,000, or 5%, during the fourth quarter of 2025 compared with the third quarter of 2025 and increased $832,000, or 23%, compared with the fourth quarter of 2024. The increase during the fourth quarter of 2025 compared with the third quarter of 2025 was largely attributable to strong new business growth resulting in increased assets under management. The increase during the fourth quarter of 2025 compared with the fourth quarter of 2024 was also largely attributable to increased assets under management driven by healthy capital markets throughout 2024 and much of 2025, and continued strong new business results in addition to the Heartland acquisition.

Service charges on deposit accounts remained relatively stable, increasing 1%, during the quarter ended December 31, 2025 compared with the third quarter quarter of 2025 and increased $612,000, or 18%, compared with the fourth quarter of 2024. The increase during the fourth quarter of 2025 compared with the fourth quarter of 2024 was primarily driven by the Heartland acquisition in addition to increased customer utilization of deposit services.


    
NEWS RELEASE

For additional information, contact:
D. Neil Dauby, Chairman and Chief Executive Officer
Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

14 of 25
    
Interchange fees remained relatively stable, declining 1%, during the quarter ended December 31, 2025 compared with the third quarter of 2025 and increased $789,000, or 19%, compared with the fourth quarter of 2024. The increase during the fourth quarter of 2025 compared with the fourth quarter of 2024 was largely attributable to the Heartland acquisition.

Other operating income declined $1,262,000, or 38%, during the fourth quarter of 2025 compared with the third quarter of 2025 and increased $453,000, or 28%, compared with the fourth quarter of 2024. The decline in non-interest income during the fourth quarter of 2025 compared with the third quarter of 2025 was largely driven driven by the previously discussed $283,000 loss on the extinguishment of debt during the fourth quarter of 2025 and the $975,000 gain on the extinguishment of debt during the third quarter of 2025.

Net gains on sales of loans declined $80,000, or 7%, during the fourth quarter of 2025 compared with the third quarter of 2025 and increased $479,000, or 76%, compared with the fourth quarter of 2024. The increase during the fourth quarter of 2025 compared with the fourth quarter of 2024 was largely related to the Heartland acquisition and a higher volume of loans sold. Loan sales totaled $48.2 million during the fourth quarter of 2025 compared with $55.5 million during the third quarter of 2025 and $33.5 million during the fourth quarter of 2024.

During the quarter ended December 31, 2025, non-interest expense totaled $49,950,000, an increase of $250,000, or less than 1%, compared with the third quarter of 2025, and an increase of $14,110,000, or 39%, compared with the fourth quarter of 2024. The increase during the fourth quarter of 2025 compared with the fourth quarter of 2024 was primarily driven by the operating costs associated with the Heartland acquisition.
Quarter EndedQuarter EndedQuarter Ended
Non-interest Expense12/31/20259/30/202512/31/2024
(dollars in thousands)
Salaries and Employee Benefits$27,620 $25,444 $20,404 
Occupancy, Furniture and Equipment Expense4,965 5,255 3,773 
FDIC Premiums953 1,059 714 
Data Processing Fees3,823 4,175 3,257 
Professional Fees2,162 1,960 1,178 
Advertising and Promotion1,078 1,321 951 
Intangible Amortization2,582 2,693 438 
Other Operating Expenses6,767 7,793 5,124 
Total Non-interest Expense$49,950 $49,700 $35,839 

Salaries and benefits increased $2,176,000, or 9%, during the quarter ended December 31, 2025 compared with the third quarter of 2025 and increased $7,216,000, or 35%, compared with the fourth quarter of 2024.

    
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D. Neil Dauby, Chairman and Chief Executive Officer
Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

15 of 25
    
The increase in salaries and benefits during the fourth quarter of 2025 compared with the third quarter of 2025 was attributable to an increased incentive compensation cost and health insurance costs. The increase in the fourth quarter of 2025 compared with the fourth quarter of 2024 was largely due to the salaries and benefits costs for the Heartland employee base as well as increased incentive compensation plan costs.

Occupancy, furniture and equipment expense declined $290,000, or 6%, during the fourth quarter of 2025 compared with the third quarter of 2025 and increased $1,192,000, or 17%, compared to the fourth quarter of 2024. The increase during the fourth quarter of 2025 compared with the fourth quarter of 2024 was primarily attributable to the operating costs of the Heartland branch network.

Data processing fees declined $352,000, or 8%, during the fourth quarter of 2025 compared with the third quarter of 2025 and increased $566,000, or 32%, compared with the third quarter of 2024. The decline during the fourth quarter of 2025 compared with the third quarter of 2025 was primarily related to non-recurring elevated costs in the third quarter of 2025. The increase during the fourth quarter of 2025 compared with the same period of 2024 was largely driven by operating costs associated with the Heartland acquisition and continued enhancements to existing data systems and processes.

Professional fees increased $202,000, or 10%, during the fourth quarter of 2025 compared with the third quarter of 2025 and increased $984,000, or 84%, compared with the fourth quarter of 2024. The increase during the fourth quarter of 2025 compared with the same period of 2024 was largely driven by the Heartland acquisition and technology support services.

Intangible amortization declined $111,000, or 4%, during the fourth quarter of 2025 compared with the third quarter of 2025 and increased $2,144,000, or 490%, compared with the fourth quarter of 2024. The increase during the fourth quarter of 2025 compared with the same period of 2024 was attributable to the Heartland acquisition.

Other operating expenses declined $1,026,000, or 13%, during the fourth quarter of 2025 compared with the third quarter of 2025 and increased $1,643,000, or 32%, compared with the fourth quarter of 2024. The decline during the fourth quarter of 2025 compared with the third quarter of 2025 was largely the result of a decline in amortization expense for residential mortgage servicing rights and a reduction of reserves related to unfunded loan commitments. The increase in the fourth quarter of 2025 compared to the fourth quarter of 2024 was largely attributable to operating costs of Heartland.

About German American

German American Bancorp, Inc. (Nasdaq: GABC) is a financial holding company based in Jasper, Indiana. German American, through its banking subsidiary German American Bank, operates 94 banking offices located throughout Indiana (central/southern), Kentucky (northern/central/western), and Ohio (central/ southwest). In Columbus, Ohio and Greater Cincinnati, the Company does business as Heartland Bank, a

    
NEWS RELEASE

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D. Neil Dauby, Chairman and Chief Executive Officer
Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

16 of 25
    
Division of German American Bank. The Company also owns an investment brokerage subsidiary, German American Investment Services, Inc.

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this press release may be deemed “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Readers are cautioned that, by their nature, forward-looking statements are based on assumptions and are subject to risks, uncertainties, and other factors. Forward-looking statements can often, but not always, be identified by the use of words like “believe”, “continue”, “pattern”, “estimate”, “project”, “intend”, “anticipate”, “expect” and similar expressions or future or conditional verbs such as “will”, “would”, “should”, “could”, “might”, “can”, “may”, or similar expressions.

Actual results and experience could differ materially from the anticipated results or other expectations expressed or implied by these forward-looking statements as a result of a number of factors, including but not limited to, those discussed in this press release. Factors that could cause actual experience to differ from the expectations expressed or implied in this press release include:

a.changes in interest rates and the timing and magnitude of any such changes;
b.unfavorable economic conditions, including a prolonged period of inflation, and the resulting adverse impact on, among other things, credit quality;
c. the soundness of other financial institutions and general investor sentiment regarding the stability of financial institutions;
d. changes in our liquidity position;
e. the impacts of epidemics, pandemics or other infectious disease outbreaks;
f.    changes in competitive conditions;
g.    the introduction, withdrawal, success and timing of asset/liability management strategies or of mergers and acquisitions and other business initiatives and strategies;
h.    changes in customer borrowing, repayment, investment and deposit practices;
i.    changes in fiscal, monetary and tax policies;
j.    changes in financial and capital markets;
k.    capital management activities, including possible future sales of new securities, or possible repurchases or redemptions by German American of outstanding debt or equity securities;
l.    risks of expansion through acquisitions and mergers, including the possibility that the anticipated cost savings and strategic gains, are not realized when expected or at all as a result of unexpected credit quality problems of the acquired loans or other assets, unexpected attrition of the customer base or employee base of the acquired institution or branches, and difficulties in integration of the acquired operations;    

m.    factors driving credit losses on investments;


    
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Bradley M Rust, President and Chief Financial Officer
(812) 482-1314

17 of 25
    
n.    the impact, extent and timing of technological changes;
o.    potential cyber-attacks, information security breaches and other criminal activities;
p.    litigation liabilities, including related costs, expenses, settlements and judgments, or the outcome of matters before regulatory agencies, whether pending or commencing in the future;
q.    actions of the Federal Reserve Board;
r.    changes in accounting principles and interpretations;
s.    potential increases of federal deposit insurance premium expense, and possible future special assessments of FDIC premiums, either industry wide or specific to German American’s banking subsidiary;
t.    actions of the regulatory authorities under the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) and the Federal Deposit Insurance Act and other possible legislative and regulatory actions and reforms;
u.    impacts resulting from possible amendments or revisions to the Dodd-Frank Act and the regulations promulgated thereunder, or to Consumer Financial Protection Bureau rules and regulations;
v.    the continued availability of earnings and excess capital sufficient for the lawful and prudent declaration and payment of cash dividends;
w. changes to the fair value estimates used by German American in accounting for its acquisition of Heartland, which preliminary valuations must be finalized no later than January 31, 2026; and

x.    other risk factors expressly identified in German American’s cautionary language included under the headings “Forward-Looking Statements and Associated Risk” and “Risk Factors” in German American’s Annual Report on Form 10-K for the year ended December 31, 2024, and other documents subsequently filed by German American with the SEC.

Such statements reflect our views with respect to future events and are subject to these and other risks, uncertainties and assumptions relating to the operations, results of operations, growth strategy and liquidity of German American. Readers are cautioned not to place undue reliance on these forward-looking statements. It is intended that these forward-looking statements speak only as of the date they are made. We do not undertake any obligation to release publicly any revisions to these forward-looking statements to reflect future events or circumstances or to reflect the occurrence of unanticipated events.



GERMAN AMERICAN BANCORP, INC.
(unaudited, dollars in thousands except per share data)
Consolidated Balance Sheets
December 31, 2025September 30, 2025December 31, 2024
ASSETS
     Cash and Due from Banks $71,428 $112,718 $69,249 
     Short-term Investments 47,454 143,430 120,043 
     Investment Securities1,657,747 1,618,370 1,517,640 
     Loans Held-for-Sale7,817 10,058 8,239 
     Loans, Net of Unearned Income5,875,097 5,778,505 4,124,902 
     Allowance for Credit Losses(77,694)(76,057)(44,436)
        Net Loans5,797,403 5,702,448 4,080,466 
     Stock in FHLB and Other Restricted Stock17,688 17,856 14,423 
     Premises and Equipment139,001 139,850 104,045 
     Goodwill and Other Intangible Assets409,260 411,656 183,043 
     Other Assets240,982 244,862 198,762 
   TOTAL ASSETS$8,388,780 $8,401,248 $6,295,910 
LIABILITIES
     Non-interest-bearing Demand Deposits$1,944,831 $1,938,522 $1,399,270 
     Interest-bearing Demand, Savings, and Money Market Accounts3,755,374 3,714,191 3,013,204 
     Time Deposits1,289,537 1,361,789 916,601 
        Total Deposits6,989,742 7,014,502 5,329,075 
     Borrowings182,683 211,016 210,131 
     Other Liabilities54,030 56,007 41,637 
   TOTAL LIABILITIES7,226,455 7,281,525 5,580,843 
SHAREHOLDERS’ EQUITY
     Common Stock and Surplus744,314 744,017 421,943 
     Retained Earnings582,945 558,086 513,588 
     Accumulated Other Comprehensive Income (Loss)(164,934)(182,380)(220,464)
SHAREHOLDERS’ EQUITY
1,162,325 1,119,723 715,067 
   TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
$8,388,780 $8,401,248 $6,295,910 
END OF PERIOD SHARES OUTSTANDING 37,495,679 37,493,333 29,677,093 
TANGIBLE BOOK VALUE PER SHARE (1)
$20.08 $18.89 $17.93 
(1) Tangible Book Value per Share is defined as Total Shareholders’ Equity less Goodwill and Other Intangible Assets divided by End of Period Shares Outstanding.


GERMAN AMERICAN BANCORP, INC.
(unaudited, dollars in thousands except per share data)
Consolidated Statements of Income
Three Months EndedYear Ended
December 31, 2025September 30, 2025December 31, 2024December 31, 2025December 31, 2024
INTEREST INCOME
   Interest and Fees on Loans$93,785 $93,305 $62,045 $358,597 $240,241 
   Interest on Short-term Investments2,585 2,084 2,792 10,817 7,697 
   Interest and Dividends on Investment Securities12,971 12,708 11,718 50,675 43,105 
  TOTAL INTEREST INCOME109,341 108,097 76,555 420,089 291,043 
INTEREST EXPENSE
   Interest on Deposits28,013 29,416 22,873 115,092 90,622 
   Interest on Borrowings2,648 2,956 2,650 10,865 9,830 
  TOTAL INTEREST EXPENSE30,661 32,372 25,523 125,957 100,452 
   NET INTEREST INCOME78,680 75,725 51,032 294,132 190,591 
   Provision for Credit Losses2,225 700 625 19,425 2,775 
   NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES76,455 75,025 50,407 274,707 187,816 
NON-INTEREST INCOME
   Net Gains on Sales of Loans1,109 1,189 630 4,510 3,054 
   Net Gains (Losses) on Securities— — — — (34,788)
   Other Non-interest Income16,201 17,240 13,484 62,802 94,394 
  TOTAL NON-INTEREST INCOME17,310 18,429 14,114 67,312 62,660 
NON-INTEREST EXPENSE
   Salaries and Benefits27,620 25,444 20,404 107,742 82,257 
   Other Non-interest Expenses22,330 24,256 15,435 94,207 64,120 
  TOTAL NON-INTEREST EXPENSE49,950 49,700 35,839 201,949 146,377 
   Income before Income Taxes43,815 43,754 28,682 140,070 104,099 
   Income Tax Expense8,132 8,680 5,471 27,435 20,288 
NET INCOME$35,683 $35,074 $23,211 $112,635 $83,811 
BASIC EARNINGS PER SHARE $0.95 $0.94 $0.78 $3.06 $2.83 
DILUTED EARNINGS PER SHARE $0.95 $0.94 $0.78 $3.06 $2.83 
WEIGHTED AVERAGE SHARES OUTSTANDING 37,493,710 37,493,028 29,678,443 36,796,342 29,656,416 
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING 37,493,710 37,493,028 29,678,443 36,796,342 29,656,416 


GERMAN AMERICAN BANCORP, INC.
(unaudited, dollars in thousands except per share data)
Three Months EndedYear Ended
December 31, 2025September 30, 2025December 31, 2024December 31, 2025December 31, 2024
EARNINGS PERFORMANCE RATIOS
Annualized Return on Average Assets1.67 %1.68 %1.45 %1.37 %1.34 %
Annualized Return on Average Equity12.49 %13.00 %12.67 %10.72 %12.22 %
Annualized Return on Average Tangible Equity (1)
19.49 %21.14 %16.90 %17.19 %16.72 %
Net Interest Margin4.13 %4.06 %3.54 %4.02 %3.43 %
Efficiency Ratio (2)
48.55 %49.26 %53.38 %52.28 %49.18 %
Net Overhead Expense to Average Earning Assets (3)
1.69 %1.66 %1.48 %1.81 %1.46 %
ASSET QUALITY RATIOS
Annualized Net Charge-offs to Average Loans0.04 %0.05 %0.03 %0.05 %0.05 %
Allowance for Credit Losses to Period End Loans1.32 %1.32 %1.08 %
Non-performing Assets to Period End Assets0.35 %0.28 %0.18 %
Non-performing Loans to Period End Loans0.50 %0.41 %0.27 %
Loans 30-89 Days Past Due to Period End Loans0.37 %0.30 %0.33 %
SELECTED BALANCE SHEET & OTHER FINANCIAL DATA
Average Assets$8,533,883 $8,350,565 $6,384,219 $8,237,194 $6,233,753 
Average Earning Assets$7,738,298 $7,538,784 $5,878,988 $7,453,650 $5,722,010 
Average Total Loans$5,828,461 $5,766,875 $4,094,333 $5,604,879 $4,035,670 
Average Demand Deposits$1,948,794 $1,912,208 $1,422,400 $1,851,978 $1,420,412 
Average Interest Bearing Liabilities$5,384,124 $5,300,639 $4,184,785 $5,278,475 $4,080,982 
Average Equity$1,142,357 $1,079,359 $732,698 $1,050,990 $685,862 
Period End Non-performing Assets (4)
$29,479 $23,724 $11,122 
Period End Non-performing Loans (5)
$29,411 $23,676 $11,122 
Period End Loans 30-89 Days Past Due (6)
$21,880 $17,091 $13,727 
Tax-Equivalent Net Interest Income$80,256 $76,998 $52,204 $299,569 $196,085 
Net Charge-offs during Period$588 $748 $313 $2,670 $2,104 
(1)Average Tangible Equity is defined as Average Equity less Average Goodwill and Other Intangibles.
(2)Efficiency Ratio is defined as Non-interest Expense less Intangible Amortization divided by the sum of Net Interest Income, on a tax-equivalent basis, and Non-interest Income less Net Gains (Losses) on Securities.
(3)Net Overhead Expense is defined as Total Non-interest Expense less Total Non-interest Income.
(4)Non-performing assets are defined as Non-accrual Loans, Loans Past Due 90 days or more, and Other Real Estate Owned.
(5)Non-performing loans are defined as Non-accrual Loans and Loans Past Due 90 days or more.
(6)Loans 30-89 days past due and still accruing.




GERMAN AMERICAN BANCORP, INC.
USE OF NON-GAAP FINANCIAL MEASURES



The accounting and reporting policies of German American Bancorp, Inc. (the “Company”) conform to U.S. generally accepted accounting principles (“GAAP”) and general practices within the banking industry. As a supplement to GAAP, the Company has provided certain, non-GAAP financial measures, which it believes are useful because they assist investors in assessing the Company’s operating performance. Specifically, the Company has presented its net income, earnings per share, provision for credit losses, non-interest expense, non-interest income, efficiency ratio, return on average assets, return on average equity, return on tangible equity, and net interest margin on an as adjusted basis for the periods set forth below to reflect the exclusion of the following items: (1) the Current Expected Credit Losses (“CECL”) “Day 2” provision expense for acquired loans that have only insignificant credit deterioration (i.e., non-PCD loans) related to the Heartland merger; (2) non-recurring expenses related to the Heartland merger; (3) the gain and loss on the extinguishment of debt resulting from the redemption of certain subordinated notes on September 15, 2025 and December 30, 2025, respectively; (4) the operating results for German American Insurance, Inc. (“GAI”), whose assets were sold effective June 1, 2024; (5) the gain on the sale of GAI assets; and (6) the loss related to the securities portfolio restructuring transaction that occurred in the second quarter of 2024. Management believes excluding such items from these financial measures may be useful in assessing the Company’s underlying operational performance since the applicable transactions do not pertain to its core business operations and exclusion may facilitate better comparability between periods. In addition, management believes that by excluding such items the measures are useful to the Company, as well as analysts and investors, in assessing operating performance. Management also believes excluding these items may enhance comparability for peer comparison purposes.

Management believes that it is standard practice in the banking industry to present the efficiency ratio and net interest margin on a fully tax-equivalent basis and that, by doing so, it may enhance comparability for peer comparison purposes. The tax-equivalent adjustment to net interest income (for purposes of the efficiency ratio) and net interest margin recognizes the income tax savings when comparing taxable and tax-exempt assets. Interest income and yields on tax-exempt securities and loans are presented using the current federal income tax rate of 21%.

Although intended to enhance investors’ understanding of the Company’s business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP.



GERMAN AMERICAN BANCORP, INC.
NON-GAAP RECONCILIATIONS



Non-GAAP Reconciliation – Net Income and Earnings Per ShareThree Months EndedYear Ended
(Dollars in Thousands, except per share amounts)12/31/202509/30/202512/31/202412/31/202512/31/2024
Net Income, as reported$35,683 $35,074 $23,211 $112,635 $83,811 
Adjustments:
    Plus: CECL Day 2 non-PCD provision— — — 12,150 — 
    Plus: Non-recurring merger-related expenses— 101 154 5,418 1,082 
    Less: Gain (loss) on debt extinguishment(212)731 — 519 — 
    Less: Loss on securities restructuring— — — — (27,189)
    Less: Income from GAI operations— — (54)— 767 
    Less: Gain on sale of GAI assets— — — — 27,476 
        Adjusted Net Income$35,895 $34,444 $23,419 $129,684 $83,839 
Weighted Average Shares Outstanding37,493,710 37,493,02829,678,44336,796,342 29,656,416 
Earnings Per Share, as reported$0.95 $0.94 $0.78 $3.06 $2.83 
Earnings Per Share, as adjusted$0.96 $0.92 $0.79 $3.52 $2.83 






GERMAN AMERICAN BANCORP, INC.
NON-GAAP RECONCILIATIONS


Non-GAAP Reconciliation – Non-Interest Income and Non-Interest Expense Three Months EndedYear Ended
(Dollars in Thousands)12/31/202509/30/202512/31/202412/31/202512/31/2024
Non-Interest Income$17,310 $18,429 $14,114 $67,312 $62,660 
Less: Gains (Losses) on securities— — — — 105 
Less: Loss on securities restructuring— — — — (34,893)
Less: Gain (loss) on debt extinguishment(283)975 — 692 — 
Less: Revenue from GAI operations— — — — 4,434 
Less: Gain on sale of GAI assets— — — — 38,323 
        Adjusted Non-Interest Income$17,593 $17,454 $14,114 $66,620 $54,691 
Non-Interest Expense$49,950 $49,700 $35,839 $201,949 $146,377 
Less: Non-recurring merger-related expenses — 135 198 6,996 1,370 
Less: Expense from GAI operations— — 72 — 3,414 
Less: Expense from sale of GAI assets— — — — 1,816 
        Adjusted Non-Interest Expense$49,950 $49,565 $35,569 $194,953 $139,777 



Non-GAAP Reconciliation – Efficiency RatioThree Months EndedYear Ended
(Dollars in Thousands)12/31/202509/30/202512/31/202412/31/202512/31/2024
Adjusted Non-Interest Expense (from above)$49,950 $49,565 $35,569 $194,953 $139,777 
Less: Intangible Amortization 2,582 2,693 438 10,148 2,032 
Adjusted Non-Interest Expense excluding Intangible Amortization$47,368 $46,872 $35,131 $184,805 $137,745 
Net Interest Income$78,680 $75,725 $51,032 $294,132 $190,591 
Add: FTE Adjustment1,576 1,273 1,172 5,437 5,494 
    Net Interest Income (FTE)80,256 76,998 52,204 299,569 196,085 
Adjusted Non-Interest Income (from above)17,593 17,454 14,114 66,620 54,691 
Total Adjusted Total Revenue$97,849 $94,452 $66,318 $366,189 $250,776 
Efficiency Ratio48.55 %49.26 %53.38 %52.28 %49.18 %
Adjusted Efficiency Ratio48.41 %49.63 %52.97 %50.47 %54.93 %



GERMAN AMERICAN BANCORP, INC.
NON-GAAP RECONCILIATIONS




Non-GAAP Reconciliation – Net Interest MarginThree Months EndedYear Ended
(Dollars in Thousands)12/31/202509/30/202512/31/202412/31/202512/31/2024
Net Interest Income (FTE) from above$80,256 $76,998 $52,204 $299,569 $196,085 
Less: Accretion of Discount on Acquired Loans$3,966 $3,914 $617 $15,556 $1,507 
Adjusted Net Interest Income (FTE)$76,290 $73,084 $51,587 $284,013 $194,578 
Average Earning Assets$7,738,298 $7,538,784 $5,878,988 $7,453,650 $5,722,010 
Net Interest Margin (FTE)4.13 %4.06 %3.54 %4.02 %3.43 %
Adjusted Net Interest Margin (FTE)3.92 %3.85 %3.50 %3.81 %3.40 %

Non-GAAP Reconciliation – Return on Average AssetsThree Months EndedYear Ended
(Dollars in Thousands)12/31/202509/30/202512/31/202412/31/202512/31/2024
Adjusted Net Income$35,895 $34,444 $23,419 $129,684 $83,839 
Average Assets$8,533,883 $8,350,565 $6,384,219 $8,237,194 $6,233,753 
Return on Average Assets, as reported1.67 %1.68 %1.45 %1.37 %1.34 %
Return on Average Assets, as adjusted1.68 %1.65 %1.47 %1.57 %1.34 %

Non-GAAP Reconciliation – Return on Average EquityThree Months EndedYear Ended
(Dollars in Thousands)12/31/20259/30/202512/31/202412/31/202512/31/2024
Adjusted Net Income$35,895 $34,444 $23,419 $129,684 $83,839 
Average Equity$1,142,357 $1,079,359 $732,698 $1,050,990 $685,862 
Return on Average Equity, as reported12.49 %13.00 %12.67 %10.72 %12.22 %
Return on Average Equity, as adjusted12.57 %12.76 %12.79 %12.34 %12.22 %




GERMAN AMERICAN BANCORP, INC.
NON-GAAP RECONCILIATIONS


Non-GAAP Reconciliation – Return on Tangible EquityThree Months EndedYear Ended
(Dollars in Thousands)12/31/20259/30/202512/31/202412/31/202512/31/2024
Adjusted Net Income$35,895 $34,444 $23,419 $129,684 $83,839 
Average Equity, as reported$1,142,357 $1,079,359 $732,698 $1,050,990 $685,862 
Average Intangibles, as reported410,150 415,666 183,274 395,603 184,664 
Average Tangible Equity$732,207 $663,693 $549,424 $655,387 $501,198 
Return on Tangible Equity, as reported19.49 %21.14 %16.90 %17.19 %16.72 %
Return on Tangible Equity, as adjusted19.61 %20.76 %17.05 %19.79 %16.73 %