HBNC 10-Q Quarterly Report Sept. 30, 2025

HORIZON BANCORP INC /IN/

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hbnc-20250930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from________to

Commission file number 0-10792

HORIZON BANCORP, INC.

(Exact name of registrant as specified in its charter)


Indiana			35-1562417
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

515 Franklin Street , Michigan City , Indiana 46360

(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: ( 219 ) 879-0211

Former name, former address and former fiscal year, if changed since last report: N/A

____________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol(s)

Name of each exchange
on which registered

Common stock, no par value

HBNC

The NASDAQ Stock Market, LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large Accelerated Filer	☐	Accelerated Filer	☒
Non-accelerated Filer	☐	Smaller Reporting Company	☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 51,217,433 shares of Common Stock, no par value, at November 6, 2025.

Table of Contents

HORIZON BANCORP, INC.

FORM 10–Q

INDEX


PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Income	4
	Condensed Consolidated Statements of Comprehensive Income (Loss)	5
	Condensed Consolidated Statements of Stockholders’ Equity	6
	Condensed Consolidated Statements of Cash Flows	8
	Notes to Condensed Consolidated Financial Statements	10
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	52
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	67
Item 4.	Controls and Procedures	67
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	69
Item 1A.	Risk Factors	69
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	69
Item 3.	Defaults Upon Senior Securities	69
Item 4.	Mine Safety Disclosures	69
Item 5.	Other Information	69
Item 6.	Exhibits	69
Index to Exhibits		69
Signatures		71

Table of Contents

PART I – FINANCIAL INFORMATION

ITEM 1 – FINANCIAL STATEMENTS

HORIZON BANCORP, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(Dollar Amounts in Thousands)


	September 30, 2025		December 31, 2024

Assets
Cash and due from banks	$	76,395	$	92,300
Interest-bearing deposits in banks	381,860		201,131

Total cash and cash equivalents	458,255		293,431
Interest earning time deposits	—		735
Investment securities, held for trading	598		—
Investment securities, available for sale	883,242		233,677
Investment securities, held to maturity (fair value of $ 0 and $ 1,566,268 )	—		1,867,690
Loans held for sale	1,921		67,597
Loans, net of allowance for credit losses of $ 50,178 and $ 51,980	4,773,491		4,795,060
Premises and equipment, net	93,413		93,864
Federal Home Loan Bank stock	45,713		53,826
Goodwill	155,211		155,211
Other intangible assets	7,886		10,223
Interest receivable	28,758		39,747
Cash value of life insurance	37,762		37,450
Other assets	226,247		152,635
Total assets	$	6,712,497	$	7,801,146
Liabilities
Deposits
Non-interest bearing	$	1,122,888	$	1,064,818
Interest bearing	4,398,013		4,535,834
Total deposits	5,520,901		5,600,652
Short and long term borrowings	247,172		1,232,252
Subordinated notes	154,011		55,738
Junior subordinated debentures issued to capital trusts	57,636		57,477
Interest payable	12,395		11,137
Other liabilities	59,611		80,308
Total liabilities	6,051,726		7,037,564
Commitments and contingent liabilities
Stockholders’ Equity
Preferred stock, Authorized, 1,000,000 shares, Issued 0 shares	—		—
Common stock, no par value, Authorized 99,000,000 shares	—		—
51,217,433 and 44,226,819 shares issued at September 30, 2025 and December 31, 2024, respectively
Additional paid-in capital	458,734		363,761
Retained earnings	236,312		436,122
Accumulated other comprehensive income (loss)	( 34,275 )		( 36,301 )
Total stockholders’ equity	660,771		763,582
Total liabilities and stockholders’ equity	$	6,712,497	$	7,801,146

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Income

(Unaudited)

(Dollar Amounts in Thousands, Except Per Share Data)


	Three Months Ended				Nine Months Ended
	September 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
Interest Income
Interest and fees on loans	$	79,561	$	75,488	232,637		214,322
Investment securities - taxable	6,631		8,133		18,611		23,481
Investment securities - tax exempt	4,581		6,310		16,861		19,138
Other	2,063		957		5,380		6,192
Total interest income	92,836		90,888		273,489		263,133
Interest Expense
Deposits	25,726		30,787		77,379		87,224
Short and long term borrowings	5,924		11,131		23,283		34,274
Subordinated notes	1,731		830		3,389		2,490
Junior subordinated debentures issued to capital trusts	1,069		1,230		3,429		3,668
Total interest expense	34,450		43,978		107,480		127,656
Net Interest Income	58,386		46,910		166,009		135,477
Credit loss (benefit) expense	( 3,572 )		1,044		266		4,218
Net Interest Income after Provision for Credit Losses	61,958		45,866		165,743		131,259
Non-interest (Loss) Income
Service charges on deposit accounts	3,474		3,320		9,890		9,664
Wire transfer fees	71		123		211		337
Interchange fees	3,510		3,511		10,154		10,446
Fiduciary activities	1,363		1,394		3,940		4,081
Loss on sale of investment securities	( 299,132 )		—		( 299,538 )		—
Gain on sale of mortgage loans	1,208		1,622		3,503		3,144
Mortgage servicing income net of impairment	351		412		1,111		1,301
Increase in cash value of bank owned life insurance	379		349		1,060		965
Other income (loss)	( 6,558 )		780		1,756		1,987

Total non-interest (loss) income	( 295,334 )		11,511		( 267,913 )		31,925
Non-interest Expense
Salaries and employee benefits	22,698		21,829		67,843		62,680
Net occupancy expenses	3,321		3,207		10,149		9,945
Data processing	2,933		2,977		8,757		8,020
Professional fees	808		676		2,369		1,997
Outside services and consultants	3,844		3,677		10,387		10,094
Loan expense	1,237		1,034		3,157		2,791
FDIC insurance expense	1,345		1,204		3,849		3,839
Core deposit intangible amortization	706		844		2,338		2,560
Merger related expense	—		—		305		—
Prepayment penalties	12,680		—		12,680		—
Other losses	131		297		605		828
Other expense	3,249		3,527		9,239		11,147
Total non-interest expense	52,952		39,272		131,678		113,901
Income Before Income Taxes	( 286,328 )		18,105		( 233,848 )		49,283
Income tax expense (benefit)	( 64,338 )		( 75 )		( 56,444 )		2,972
Net Income (Loss) Available to Common Shareholders	$	( 221,990 )	$	18,180	$	( 177,404 )	$	46,311
Basic Earnings Per Share	$	( 4.69 )	$	0.42	$	( 3.94 )	$	1.06
Diluted Earnings Per Share	$	( 4.69 )	$	0.41	$	( 3.94 )	$	1.05

See accompanying Notes to Condensed Consolidated Financial Statement

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income (Loss)

(Unaudited)

(Dollar Amounts in Thousands)


	Three Month Ended				Nine Months Ended
	September 30,				September 30,
	2025		2024		2025		2024
Net Income (loss)	$	( 221,990 )	$	18,180	$	( 177,404 )	$	46,311
Other Comprehensive Income (Loss)





Change in securities:
Unrealized gain (loss) for the period on AFS securities	( 294,472 )		20,800		( 294,433 )		11,791

Amortization from transfer of securities from available for sale to held to maturity securities	( 1,820 )		( 162 )		( 2,395 )		( 490 )
Reclassification adjustment for securities (gains) losses realized in income	299,132		—		299,538		—
Income tax effect	( 712 )		( 4,334 )		( 684 )		( 2,373 )
Unrealized gains (losses) on securities	2,128		16,304		2,026		8,928
Other Comprehensive Income (Loss), Net of Tax	2,128		16,304		2,026		8,928
Comprehensive Income (Loss)	$	( 219,862 )	$	34,484	$	( 175,378 )	$	55,239

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Stockholders’ Equity

(Unaudited)

(Dollar Amounts in Thousands, Except Per Share Data)

Three Months Ended


	Three Months Ended
	Preferred Stock		Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total
Balances, July 1, 2024	$	—	$	—	$	357,673	$	442,977	$	( 73,985 )	$	726,665
Net income	—		—		—		18,180		—		18,180
Other comprehensive income, net of tax	—		—		—		—		16,304		16,304

Amortization of unearned compensation	—		—		853		—		—		853








Net settlement of share awards	—		—		( 73 )		—		—		( 73 )


Cash dividends on common stock ($ 0.16 per share)	—		—		—		( 7,107 )		—		( 7,107 )
Balances, September 30, 2024	$	—	$	—	$	358,453	$	454,050	$	( 57,681 )	$	754,822

Balances, July 1, 2025	—		—		360,759		466,496		( 36,403 )		790,852
Net loss	—		—		—		( 221,990 )		—		( 221,990 )
Other comprehensive income, net of tax	—		—		—		—		2,128		2,128

Amortization of unearned compensation	—		—		317		—		—		317







Net settlement of share awards	—		—		( 292 )		—		—		( 292 )
Issuance of common stock ( 7,138,050 shares), net of expenses	—		—		97,950		—		—		97,950

Cash dividends on common stock ($ 0.16 per share)	—		—		—		( 8,194 )		—		( 8,194 )
Balances, September 30, 2025	$	—	$	—	$	458,734	$	236,312	$	( 34,275 )	$	660,771

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Stockholders’ Equity

(Unaudited)

(Dollar Amounts in Thousands, Except Per Share Data)



	Nine Months Ended
	Preferred Stock		Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total
Balances, January 1, 2024	—		—		356,400		429,021		( 66,609 )		718,812
Net income	—		—		—		46,311		—		46,311
Other comprehensive income, net of tax	—		—		—		—		8,928		8,928

Amortization of unearned compensation	—		—		2,893		—		—		2,893







Net settlement of share awards	—		—		( 840 )		—		—		( 840 )

Cash dividends on common stock ($ 0.48 per share)	—		—		—		( 21,282 )		—		( 21,282 )
Balances, September 30, 2024	$	—	$	—	$	358,453	$	454,050	$	( 57,681 )	$	754,822

Balances, January 1, 2025	—		—		363,761		436,122		( 36,301 )		763,582
Net loss	—		—		—		( 177,404 )		—		( 177,404 )
Other comprehensive income, net of tax	—		—		—		—		2,026		2,026

Amortization of unearned compensation	—		—		1,164		—		—		1,164



Net settlement of share awards	—		—		( 4,141 )		—		—		( 4,141 )
Issuance of common stock ( 7,138,050 shares), net of expenses	—		—		97,950		—		—		97,950



Cash dividends on common stock ($ 0.48 per share)	—		—		—		( 22,406 )		—		( 22,406 )
Balances, September 30, 2025	$	—	$	—	$	458,734	$	236,312	$	( 34,275 )	$	660,771

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(Dollar Amounts in Thousands)


	Nine Months Ended
	September 30, 2025		September 30, 2024
Operating Activities
Net income (loss)	$	( 177,404 )	$	46,311
Items not requiring (providing) cash
Provision for credit losses	266		4,218
Depreciation and amortization	9,645		7,684
Share based compensation	1,164		2,893

Amortization of mortgage servicing rights	1,555		1,435

Net (accretion) amortization of premiums and discounts on securities	( 1,177 )		6,496

Purchases of securities held for trading	( 598 )		—
Loss on sale of investment securities	299,538		—
Gain on sale of mortgage loans	( 3,503 )		( 3,144 )
Loss on sale of portfolio loans	324		—
Proceeds from sales of loans	114,280		91,515
Loans originated for sale	( 114,614 )		( 89,978 )
Gain on cash value life insurance	( 1,060 )		( 965 )
Gain on other real estate owned	( 77 )		( 74 )
Net change in:
Interest receivable	10,989		( 656 )
Interest payable	1,258		( 10,849 )
Other assets	( 72,995 )		12,677
Other liabilities	( 21,933 )		( 12,822 )
Net cash provided by operating activities	$	45,658	$	54,741
Investing Activities

Purchases of securities available for sale	( 583,455 )		—
Proceeds from sales of securities available for sale	1,409,870		—
Proceeds from maturities, calls and principal repayments of securities available for sale	32,284		14,721
Purchases of securities held to maturity	—		( 312 )
Proceeds from maturities of securities held to maturity	63,783		52,586
Net change in interest-earning time deposits	735		1,470
Purchase of FHLB stock	( 301 )		( 19,317 )
Redemption of FHLB stock	8,414		—
Purchase of loans	—		( 240,020 )
Proceeds from sale of portfolio loans	228,892		—
Net change in loans	( 131,826 )		( 173,382 )
Proceeds on the sale of OREO and repossessed assets	623		1,067
Premises and equipment expenditures	( 4,013 )		( 3,286 )

Proceeds from bank owned life insurance	748		44,043







Net cash provided by (used in) investing activities	$	1,025,754	$	( 322,430 )

Financing Activities
Net change in deposits	( 79,751 )		62,122
Proceeds from borrowings	139,943		512,759
Repayment of borrowings	( 1,132,135 )		( 563,120 )

Net change in repurchase agreements	( 2,944 )		( 13,631 )
Proceeds from issuance of subordinated notes	95,784		—
Net settlement of share awards	( 4,141 )		( 840 )






Proceeds from issuance of common stock	97,950		—
Dividends paid on common stock	( 21,293 )		( 21,282 )
Net cash used in financing activities	$	( 906,588 )	$	( 23,992 )
Net Change in Cash and Cash Equivalents	$	164,824	$	( 291,681 )
Cash and Cash Equivalents, Beginning of Period	$	293,431	$	526,515
Cash and Cash Equivalents, End of Period	$	458,255	$	234,834
Additional Supplemental Information
Interest paid	$	106,222	$	138,505

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(Dollar Amounts in Thousands)


Income taxes paid	20,347	9,505
Transfer of loans to other real estate and repossessed assets	2,623	1,845
Transfer of held to maturity securities to available for sale	1,798,361	—
Transfer of LHI to HFS	191,485	—
Cash dividends declared, not paid	8,194	—

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

Note 1 - Accounting Policies

Nature of Business and Basis of Reporting

The accompanying unaudited condensed consolidated financial statements include the accounts of Horizon Bancorp, Inc. (“Horizon” or the “Company”) and its wholly-owned subsidiaries, including Horizon Bank (“Horizon Bank” or the “Bank”), which is an Indiana commercial bank. All inter–company balances and transactions have been eliminated. The results of operations for the periods ended September 30, 2025 and September 30, 2024 are not necessarily indicative of the operating results for the full year of 2025 or 2024. The accompanying unaudited condensed consolidated financial statements reflect all adjustments that are, in the opinion of Horizon’s management, necessary to fairly present the financial position, results of operations and cash flows of Horizon for the periods presented. Those adjustments consist only of normal recurring adjustments.

Certain information and note disclosures normally included in Horizon’s annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in Horizon’s Annual Report on Form 10–K for the fiscal year ended December 31, 2024 filed with the Securities and Exchange Commission on March 14, 2025 (the “2024 Annual Report on Form 10–K”). The condensed consolidated balance sheet of Horizon as of December 31, 2024 has been derived from the audited balance sheet as of that date.

Horizon Bancorp has one reportable segment. Business activities are managed on a consolidated basis and revenues are derived primarily through commercial banking, offering retail banking and private wealth management from North America. Horizon Bancorp’s chief operating decision maker (“CODM”) is the Chief Executive Officer. The CODM assesses performance and allocates resources based on consolidated net income, as reported on the Consolidated Statement of Income , and the same accounting policies are applied as described in the Note 1 - Nature of Operations and Su mmary of Significant Accounting Policies included in Horizon’s 2024 Annual Report on Form 10–K.

The CODM uses net income to evaluate income generated from segment assets in deciding whether to reinvest profits into the business or distribute dividends to shareholders. The CODM also uses net income in competitive analysis by benchmarking against Horizon Bancorp’s competitors. The competitive analysis, along with the monitoring of budgeted versus actual results, is used in assessing performance of the segment and in establishing management’s compensation

On July 16, 2019, the Board of Directors of the Company authorized a stock repurchase program for up to 2,250,000 shares of Horizon’s issued and outstanding common stock, no par value. As of September 30, 2025 , Horizon had repurchased a total of 803,349 shares at an average price per share of $ 16.89 .

Basic earnings per share is computed by dividing net income available to common shareholders (net income less dividend requirements for preferred stock and accretion of preferred stock discount) by the weighted–average number of common shares outstanding. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock.

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table shows computation of basic and diluted earnings per share.


	Three Months Ended				Nine Months Ended
(dollar amounts in thousands, except per share)	September 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
Basic earnings per share
Net income (loss)	$	( 221,990 )	$	18,180	$	( 177,404 )	$	46,311
Weighted average common shares outstanding	47,311,642		43,712,059		44,974,027		43,695,968
Basic earnings per share	$	( 4.69 )	$	0.42	$	( 3.94 )	$	1.06
Diluted earnings per share
Net income available to common shareholders	( 221,989 )		18,180		( 177,404 )		46,311
Weighted average common shares outstanding	47,311,642		43,712,059		44,974,027		43,695,968
Effect of dilutive securities:
Restricted stock	—		394,939		—		392,976
Stock options	—		5,323		—		4,551
Weighted average common shares outstanding	47,311,642		44,112,321		44,974,027		44,093,495
Diluted Earnings per Share	$	( 4.69 )	$	0.41	$	( 3.94 )	$	1.05

Due to the net loss for the three and nine months ended September 30, 2025, all potential common shares are non-dilutive and are therefore excluded from diluted earnings per share. There were 87,012 and 87,012 shares for the three and nine months ended September 30, 2024 which were not included in the computation of diluted earnings per share because they were non–dilutive.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

Note 2 – Securities

The fair value of available-for-sale securities is as follows.


	September 30, 2025
	Amortized Cost		Allowance for Credit Losses		Net Carrying Amount		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Available for sale
U.S. Treasury, federal agencies, and government sponsored agencies	$	31,836	—		$	31,836	$	58	$	( 58 )	$	31,836
State and municipal	354,290		—		354,290		1,753		( 40,715 )		315,328
U.S. government agency mortgage-backed securities	491,207		—		491,207		3,175		( 480 )		493,902

Corporate notes	48,750		( 150 )		48,600		—		( 6,424 )		42,176
Total available for sale investment securities	$	926,083	$	( 150 )	$	925,933	$	4,986	$	( 47,677 )	$	883,242

September 30, 2025

Amortized
Cost

Allowance for Credit Losses

Net Carrying Amount

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair
Value

Held to maturity

U.S. Treasury, federal agencies, and government sponsored agencies

—

State and municipal

—

U.S. government agency mortgage-backed securities

—

Private labeled mortgage–backed pools

—

Corporate notes

—

Total held to maturity investment securities

—

In August 2025, the Company reclassified its held-to-maturity investment portfolio, with a carrying value of $ 1.8 billion and unrealized loss of $ 282.6 million, to the available-for-sale portfolio as part of the Company's balance sheet repositioning. Following the reclassification, the Company sold securities with a fair value of $ 1.4 billion, recognizing a pre-tax loss of $ 299.5 million upon sale.

The fair value of trading securities is as follows:


	September 30, 2025		December 31, 2024
Held for Trading
U.S. Treasury, federal agencies, and government sponsored agencies	$	598	$	—
State and municipal	—		—
U.S. government agency mortgage-backed securities	—		—
Corporate notes	—		—
Total trading securities	$	598	$	—

For the three and nine-months ending September 30, 2025, the net gains (losses) on trading securities were determined to be immaterial to the consolidated financial statements.

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Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)


	December 31, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Allowance for Credit Losses		Fair Value
Available for sale
U.S. Treasury, federal agencies, and government sponsored agencies	$	2,258	$	—	$	( 457 )	$	—	$	1,801
State and municipal	243,521		—		( 41,687 )		—		201,834
U.S. government agency mortgage-backed securities	17,984		—		( 3,441 )		—		14,543
Corporate notes	18,259		—		( 2,760 )		—		15,499
Total available for sale investment securities	$	282,022	$	—	$	( 48,345 )	$	—	$	233,677


	December 31, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Held to maturity
U.S. Treasury, federal agencies, and government sponsored agencies	$	278,383	$	—	$	( 39,253 )	$	239,130
State and municipal	1,048,862		958		( 183,114 )		866,706
U.S. government agency mortgage-backed securities	349,726		—		( 54,904 )		294,822
Private labeled mortgage–backed pools	29,278		—		( 3,958 )		25,320
Corporate notes	161,599		—		( 21,309 )		140,290
Total held to maturity investment securities	$	1,867,848	$	958	$	( 302,538 )	$	1,566,268
Less: Allowance for credit losses	( 158 )
Held to maturity securities, net of allowance for credit losses	$	1,867,690

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The amortized cost and fair value of securities available for sale and held to maturity at September 30, 2025 and December 31, 2024, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.


	September 30, 2025				December 31, 2024
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Available for sale
Within one year	$	31,763	$	31,797	$	—	$	—
One to five years	49,247		48,529		—		—
Five to ten years	76,478		68,141		173,533		141,915
After ten years	277,388		240,873		90,505		77,219
	434,876		389,340		264,038		219,134
U.S. government agency mortgage-backed securities	491,207		493,902		17,984		14,543

Total available for sale investment securities	$	926,083	$	883,242	$	282,022	$	233,677
Held to maturity
Within one year	$	—	$	—	$	59,129	$	58,304
One to five years	—		—		298,362		278,007
Five to ten years	—		—		366,493		312,748
After ten years	—		—		764,860		597,067
	—		—		1,488,844		1,246,126
U.S. government agency mortgage-backed securities	—		—		349,726		294,822
Private labeled mortgage-backed pools	—		—		29,278		25,320
Total held to maturity investment securities	$	—	$	—	$	1,867,848	$	1,566,268

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following tables show the gross unrealized losses and the fair value of the Company’s available for sale investments in which an allowance for credit losses were not recorded, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position.


	September 30, 2025
	Less than 12 Months				12 Months or More				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Available for Sale Investment Securities
U.S. Treasury, federal agencies, and government sponsored agencies	$	—	$	—	$	15,694	$	( 58 )	$	15,694	$	( 58 )
State and municipal	16,292		( 255 )		202,221		( 40,460 )		218,513		( 40,715 )
U.S. government agency mortgage-backed securities	39,550		( 466 )		( 142 )		( 14 )		39,408		( 480 )

Corporate notes	—		—		39,388		( 4,361 )		39,388		( 4,361 )
Total available for sale investment securities	$	55,842	$	( 721 )	$	257,161	$	( 44,893 )	$	313,003	$	( 45,614 )


	December 31, 2024
	Less than 12 Months				12 Months or More				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Available for Sale Investment Securities
U.S. Treasury, federal agencies, and government sponsored agencies	$	—	$	—	$	1,801	$	( 457 )	$	1,801	$	( 457 )
State and municipal	—		—		201,834		( 41,687 )		201,834		( 41,687 )
U.S. government agency mortgage-backed securities	—		—		14,543		( 3,441 )		14,543		( 3,441 )

Corporate notes	—		—		15,499		( 2,760 )		15,499		( 2,760 )
Total available for sale investment securities	$	—	$	—	$	233,677	$	( 48,345 )	$	233,677	$	( 48,345 )

Certain investments in debt securities are reported in the consolidated financial statements at an amount less than their historical cost. As of September 30, 2025 and December 31, 2024, the Company had 801 and 2,115 securities, respectively, with market values below their cost basis. The total fair value of these investments at September 30, 2025 and December 31, 2024 was $ 0.3 billion and $ 1.8 billion, which is approximately 36 % and 86 %, respectively, of the Company's available for sale, and held to maturity securities portfolio.

The Company determines credit losses on available-for-sale investment securities by a discounted cash flow approach using the security’s prepayment-adjusted effective interest rate. The allowance for credit losses is measured as the amount by which an investment security’s amortized cost exceeds the net present value of expected future cash flows. However, the amount of credit losses for available-for-sale investment securities is limited to the amount of a security’s unrealized loss.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table details activity in the allowance for credit losses on available for sale debt securities during the three and nine months ended September 30, 2025 and 2024.


	Three Months Ended				Nine Months Ended
	September 30,		September 30,		September 30,		September 30,
	2025		2024		2025		2024

Beginning balance	$	150	$	—	$	—	$	—
Credit loss expense (benefit)	—		—		150		—
Ending balance	$	150	$	—	$	150	$	—

Due to a specific issuer's deferral of principal and interest payments, the Company placed the security with a fair value of $ 2.9 million on non-accrual status and recorded a $ 150 thousand allowance for credit losses on certain corporate debt securities.

Based on an evaluation of available evidence, management believes the unrealized losses on available for sale state and municipal securities, private labeled mortgage–backed pools and corporate notes, excluding certain securities disclosed above, were due to changes in interest rates. Due to the contractual terms, the issuers of state and municipal securities are not allowed to settle for less than the amortized cost of the security.

The allowance for credit losses for held to maturity securities is a contra asset valuation account that is deducted from the carrying amount of held to maturity securities to present the net amount expected to be collected. Held to maturity securities are charged off against the allowance for credit loss when deemed uncollectible. Adjustments to the allowance for credit loss are reported in our Condensed Consolidated Statements of Income in credit loss expense. The Company measures expected credit losses on held to maturity securities on a collective basis by major security type with each type sharing similar risk characteristics, and considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts. With regards to U.S. Government-sponsored treasuries, agency and mortgage-backed securities, all these securities are issued by a U.S. government-sponsored entity and have an implicit or explicit government guarantee; therefore, no allowance for credit losses has been recorded for these securities. With regard to obligations of states and municipal, private label mortgage-backed and corporate note held to maturity securities, we consider (1) issuer bond ratings, (2) historical loss rates for given bond ratings, (3) the financial condition of the issuer, and (4) whether issuers continue to make timely principal and interest payments under the contractual terms of the securities. Historical loss rates associated with securities having similar grades as those in our portfolio have been insignifica nt. As of September 30, 2025 and December 31, 2024, there were no past due principal and interest payments associated with these securities. An allowance for credit loss of $ 0 and $ 158 thousand was recorded on these securities based on applying the long-term historical rating agency credit loss rate for similarly rated securities at September 30, 2025 a nd December 31, 2024, respectively.

On a quarterly basis, the Company refreshes the credit quality indicator of each held-to-maturity security. The Company applies ratings derived from Nationally Recognized Statistical Rating Organizations ("NRSRO"), specifically Moody's and Standard & Poor's. For state and municipal securities where no rating is available from the NRSROs, a consistent internally-assigned rating methodology is applied. The amortized cost of the state and municipal securities in the following tables subject to this methodology totaled $ 0 as of September 30, 2025, and $ 125.0 million as of December 31, 2024.

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Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table summarizes credit ratings of our held-to-maturity securities at amortized cost for the periods indicated:


September 30, 2025	AAA		AA		A		BBB		BB		Not Rated		Total
U.S. Treasury, federal agencies, and government sponsored agencies	$	—	$	—	$	—	$	—	$	—	$	—	$	—
State and municipal	—		—		—		—		—		—		—
U.S. government agency mortgage-backed securities	—		—		—		—		—		—		—
Private labeled mortgage-backed pools	—		—		—		—		—		—		—
Corporate notes	—		—		—		—		—		—		—
Total	$	—	$	—	$	—	$	—	$	—	$	—	$	—

December 31, 2024	AAA		AA		A		BBB		BB		Not Rated		Total
U.S. Treasury, federal agencies, and government sponsored agencies	$	—	$	278,383	$	—	$	—	$	—	$	—	$	278,383
State and municipal	273,629		698,428		66,079		10,726		—		—		1,048,862
U.S. government agency mortgage-backed securities	349,726		—		—		—		—		—		349,726
Private labeled mortgage-backed pools	29,278		—		—		—		—		—		29,278
Corporate notes	—		6,176		11,549		75,603		4,543		63,728		161,599
Total	$	652,633	$	982,987	$	77,628	$	86,329	$	4,543	$	63,728	$	1,867,848

The following table details activity in the allowance for credit losses on held-to-maturity securities during the three and nine months ended September 30, 2025 and 2024.


	Three Months Ended				Nine Months Ended
	September 30,		September 30,		September 30,		September 30,
	2025		2024		2025		2024
Beginning balance	$	142	$	158	$	158	$	157
Credit loss expense (benefit)	( 142 )		—		( 158 )		1
Ending balance	$	—	$	158	$	—	$	158

Accrued interest receivable on available for sale debt securities and held to maturity secur ities totaled $ 5.1 million at September 30, 2025 and $ 12.7 million at December 31, 2024 and is excluded from the estimate of credit losses.

The U.S. government sponsored entities and agencies and mortgage–backed securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major credit rating agencies, and have a long history of no credit losses. Therefore, for those securities, we do not record expected credit losses.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

Information regarding securities proceeds, gross gains, and gross losses are presented below:


	Three Months Ended				Nine Months Ended
	September 30,		September 30,		September 30,		September 30,
	2025		2024		2025		2024
Sales of available for sale securities
Proceeds	$	1,405,738	$	—	$	1,409,870	$	—
Gross gains	—		—		—		—
Gross losses	( 299,132 )		—		( 299,538 )		—

The tax benefit of the proceeds from the sale of securities available for sale was $ 62.9 million for the three and nine months ended September 30, 2025 .

The following table represents the fair value and amortized costs of pledged securities, excluding overnight repurchase agreements.


	September 30, 2025				December 31, 2024
	Fair Value		Amortized Cost		Fair Value		Amortized Cost
Pledged securities for borrowing availability at the Federal Reserve	$	—	$	—	$	851,384	$	1,032,916
Pledge securities for FHLB borrowings	—		—		279,136		333,613
Pledged securities for derivative instruments	27,660		27,391		0		0

Note 3 – Loans

The table below identifies the Company’s loan portfolio segments and classes.


Portfolio Segment						Class of Financing Receivable
Commercial						Owner occupied real estate
						Non-owner occupied real estate
						Residential spec homes
						Development & spec land
						Commercial and industrial
Residential real estate						Residential mortgage
						Residential construction

Consumer						Direct installment
						Indirect installment
						Home equity

Portfolio segment is defined as a level at which an entity develops and documents a systematic methodology to determine its allowance for credit losses. Class of financing receivable is defined as a group of financing receivables determined on the basis of both of the following, 1) risk characteristics of the financing receivable, and 2) an entity’s method for monitoring and assessing credit risk. Generally, the Bank does not move loans from a revolving loan to a term loan other than construction loans. Construction loans are reviewed and rewritten prior to being originated as a term loan.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table presents outstanding loans held for investment by portfolio class, as of September 30, 2025 and December 31, 2024:


	September 30, 2025		December 31, 2024
Commercial
Owner occupied real estate	$	709,374	$	667,165
Non–owner occupied real estate	1,610,937		1,501,456
Residential spec homes	16,783		15,611
Development & spec land	29,862		18,627
Commercial and industrial	989,609		875,297
Total commercial	3,356,565		3,078,156
Real estate
Residential mortgage	757,342		783,961
Residential construction	26,508		18,948

Total real estate	783,850		802,909
Consumer
Direct installment	82,377		97,190
Indirect installment	23,341		303,901
Home equity	577,536		564,884
Total consumer	683,254		965,975
Total loans	4,823,669		4,847,040
Allowance for credit losses	( 50,178 )		( 51,980 )
Net loans	$	4,773,491	$	4,795,060

Total loans include net unearned discounts and deferred loan costs of $ 7.2 million at September 30, 2025 and $ 14.9 million at December 31, 2024, respectively.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

Non–performing Loans

The following table presents non–accrual loans and loans past due over 90 days still on accrual by class of loans at September 30, 2025:


	September 30, 2025
	Total Non-accrual		Loans Past Due Over 90 Days Still Accruing		Non-accruing Loans with no Allowance for Credit Losses
Commercial
Owner occupied real estate	$	5,171	$	—	$	1,363
Non–owner occupied real estate	3,258		—		139
Residential spec homes	—		—		—
Development & spec land	510		—		—
Commercial and industrial	3,364		—		1,060
Total commercial	12,303		—		2,562
Real estate
Residential mortgage	9,256		—		—
Residential construction	—		—		—

Total real estate	9,256		—		—
Consumer
Direct installment	604		259		—
Indirect installment	1,159		173		—
Home equity	6,036		1,176		—
Total consumer	7,799		1,608		—
Total	$	29,358	$	1,608	$	2,562

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table presents non–accrual loans and loans past due over 90 days still on accrual by class of loan at December 31, 2024:


	December 31, 2024
	Total Non-accrual		Loans Past Due Over 90 Days Still Accruing		Non-accruing Loans with no Allowance for Credit Losses
Commercial
Owner occupied real estate	$	2,448	$	—	$	1,419
Non–owner occupied real estate	444		—		444
Residential spec homes	—		—		—
Development & spec land	534		—		534
Commercial and industrial	2,232		—		1,239
Total commercial	5,658		—		3,636
Real estate
Residential mortgage	11,215		—		—
Residential construction	—		—		—

Total real estate	11,215		—		—
Consumer
Direct installment	338		128		—
Indirect installment	1,542		358		—
Home equity	7,039		680		—
Total consumer	8,919		1,166		—
Total	$	25,792	$	1,166	$	3,636

There was no interest income recognized on non-accrual loans during the three and nine months periods ended September 30, 2025 and 2024, respectively, while the loans were in non-accrual status.

The amount of accrued interest receivable written off by the Company by reversing interest income was not material during the three and nine months periods ended September 30, 2025 and 2024, respectively.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table presents the payment status by class of loan at September 30, 2025:


	September 30, 2025
	Current		30-59 Days Past Due		60-89 Days Past Due		90 Days or Greater Past Due		Total Past Due		Total Loans
Commercial
Owner occupied real estate	$	704,038	$	44	$	3,973	$	1,318	$	5,335	$	709,373
Non–owner occupied real estate	1,605,731		2,357		—		2,849		5,206		1,610,937
Residential spec homes	16,783		—		—		—		—		16,783
Development & spec land	29,352		510		—		—		510		29,862
Commercial and industrial	982,095		2,858		2,095		2,561		7,514		989,609
Total commercial	3,337,999		5,769		6,068		6,728		18,565		3,356,564
Real estate
Residential mortgage	747,424		79		3,827		6,012		9,918		757,342
Residential construction	26,508		—		—		—		—		26,508

Total real estate	773,932		79		3,827		6,012		9,918		783,850
Consumer
Direct installment	78,619		2,860		215		684		3,759		82,378
Indirect installment	19,052		3,038		543		708		4,289		23,341
Home equity	563,614		6,625		1,998		5,299		13,922		577,536
Total consumer	661,285		12,523		2,756		6,691		21,970		683,255
Total	$	4,773,216	$	18,371	$	12,651	$	19,431	$	50,453	$	4,823,669

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Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table presents the payment status by class of loan at December 31, 2024:


	December 31, 2024
	Current		30-59 Days Past Due		60-89 Days Past Due		90 Days or Greater Past Due		Total Past Due		Total Loans
Commercial
Owner occupied real estate	$	665,875	$	1,195	$	—	$	95	$	1,290	$	667,165
Non–owner occupied real estate	1,500,229		931		—		296		1,227		1,501,456
Residential spec homes	15,611		—		—		—		—		15,611
Development & spec land	18,627		—		—		—		—		18,627
Commercial and industrial	872,893		2,155		70		179		2,404		875,297
Total commercial	3,073,235		4,281		70		570		4,921		3,078,156
Real estate
Residential mortgage	773,214		—		4,163		6,584		10,747		783,961
Residential construction	18,948		—		—		—		—		18,948

Total real estate	792,162		—		4,163		6,584		10,747		802,909
Consumer
Direct installment	95,337		1,325		181		347		1,853		97,190
Indirect installment	298,048		4,179		806		868		5,853		303,901
Home equity	551,483		7,143		1,537		4,721		13,401		564,884
Total consumer	944,868		12,647		2,524		5,936		21,107		965,975
Total	$	4,810,265	$	16,928	$	6,757	$	13,090	$	36,775	$	4,847,040

The entire balance of a loan is considered delinquent if the minimum payment contractually required to be made is not received by the specified due date.

Modified Loans

The following tables detail the amortized cost at September 30, 2025 of loans that were modified to borrowers experiencing financial difficulty during the three and nine months ended September 30, 2025 and the amortized cost at September 30, 2024, of loans that were modified to borrowers experiencing financial difficulty during the three and nine months periods ended September 30, 2024:


	Three Months Ended September 30, 2025
		Term Extension		Interest Rate Reduction		Other-Than-Insignificant Payment Delay		Term Extension and Interest Rate Reduction		Total		% of Loans Held for Investment

Commercial
Owner occupied real estate		$	550	$	—	$	3,007	$	—	$	3,557	0.51	%



Non-owner occupied real estate		—		—		—		—		—		—	%
Development spec & land		—		—		—		—		—		—	%
Commercial and industrial		757		—		246		—		1,003		0.10	%
Total		$	1,307	$	—	$	3,253	$	—	$	4,560	0.09	%

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Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)


	Nine Months Ended September 30, 2025
	Term Extension		Interest Rate Reduction		Other-Than-Insignificant Payment Delay		Term Extension and Interest Rate Reduction		Total		% of Loans Held for Investment

Commercial
Owner occupied real estate	$	550	$	—	$	3,412	$	—	$	3,962	0.56	%
Non-owner occupied real estate	409		—		—		—		409		0.03	%
Development spec & land	510		—		—		—		510		1.74	%
Commercial and industrial	1,929		—		650		1,525		4,104		0.42	%
Total	$	3,398	$	—	$	4,062	$	1,525	$	8,985	0.19	%


	Three Months Ended September 30, 2024
		Term Extension		Interest Rate Reduction		Other-Than-Insignificant Payment Delay		Term Extension and Interest Rate Reduction		Total		% of Loans Held for Investment
Commercial
Owner occupied real estate		$	2,038	$	—	$	—	$	—	$	2,038	0.32	%
Non-owner occupied real estate		—		—		—		—		—		—	%
Development spec & land		—		—		—		—		—		—	%
Commercial and industrial		1,111		—		—		—		1,111		0.14	%











Total		$	3,149	$	—	$	—	$	—	$	3,149	0.07	%


	Nine Months Ended September 30, 2024
		Term Extension		Interest Rate Reduction		Other-Than-Insignificant Payment Delay		Term Extension and Interest Rate Reduction		Total		% of Loans Held for Investment
Commercial
Owner occupied real estate		$	3,986	$	—	$	—	$	—	$	3,986	0.63	%
Non-owner occupied real estate		1,720		—		651		—		2,371		0.17	%
Development spec & land		—		—		—		—		—		—	%
Commercial and industrial		2,205		—		—		437		2,642		0.33	%
Total		$	7,911	$	—	$	651	$	437	$	8,999	0.19	%

The following tables summarize the financial impacts of loan modifications and payment deferrals, as applicable, during the three and nine months periods ended September 30, 2025 and 2024:

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	Three Months Ended September 30, 2025
	Weighted Average Term Extension (In Months)	Weighted average interest rate reduction (In Percentage Terms)		Weighted Average Payment Delay (In Months)	Term Extension (In Months) & Rate Reduction (In Percentage Terms)
Commercial
Owner occupied real estate	9	—	%	10	0
Non-owner occupied real estate	0	—	%	0	0
Development spec & land	0	—	%	0	0
Commercial and industrial	7	—	%	1	0


	Nine Months Ended September 30, 2025
	Weighted Average Term Extension (In Months)	Weighted average interest rate reduction (Int Percentage Terms)		Weighted Average Payment Delay (In Months)	Term Extension (In Months) & Rate Reduction (In Percentage Terms)
Commercial
Owner occupied real estate	9	—	%	6	0
Non-owner occupied real estate	12	—	%	0	0
Development spec & land	12	—	%	0	0
Commercial and industrial	9	—	%	6	Weighted average term extension of 36 months & weighted average interest rate reduction of 1.73 %


	Three Months Ended September 30, 2024
	Weighted Average Term Extension (In Months)	Weighted average interest rate reduction (In Percentage Terms)		Weighted Average Payment Delay (In Months)	Term Extension (In Months) & Rate Reduction (In Percentage Terms)
Commercial
Owner occupied real estate	6	—	%	0	0
Non-owner occupied real estate	0	—	%	0	0
Development spec & land	0	—	%	0	0
Commercial and industrial	21	—	%	0	Weighted average term extension of 0 months & Weighted average interest rate reduction of — %

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	Nine Months Ended September 30, 2024
	Weighted Average Term Extension (In Months)	Weighted average interest rate reduction (Int Percentage Terms)		Weighted Average Payment Delay (In Months)	Term Extension (In Months) & Rate Reduction (In Percentage Terms)

Commercial
Owner occupied real estate	7	—	%	0	0
Non-owner occupied real estate	15	—	%	5	0
Development spec & land	0	—	%	0	0
Commercial and industrial	15	—	%	0	Weighted average term extension of 14 months & weighted average interest rate reduction of 2.03 %

The financial impacts of the modifications did not significantly impact our determination of the allowance for credit losses during the periods presented above.

The following table presents the amortized cost basis at September 30, 2025 of loans to borrowers experiencing financial difficulty that had been modified within the previous 12 months:


	September 30, 2025
	Current		30-89 Days Past Due		90 Days Past Due		Total

Commercial
Owner occupied real estate	$	6,380	$	—	$	—	$	6,380
Non-owner occupied real estate	—		409		—		409
Development spec & land	—		510		—		510
Commercial and industrial	5,245		—		—		5,245
Total	$	11,625	$	919	$	—	$	12,544

The following table presents the amortized cost basis at September 30, 2024 of loans to borrowers experiencing financial difficulty that had been modified within the previous 12 months:


	September 30, 2024
	Current		30-89 Days Past Due		90 Days Past Due		Total

Commercial
Owner occupied real estate	$	3,986	$	—	$	—	$	3,986
Non-owner occupied real estate	2,371		—		—		2,371
Development spec & land	—		—		—		—
Commercial and industrial	2,641		—		—		2,641
Total	$	8,998	$	—	$	—	$	8,998

On an ongoing basis, we monitor the performance of all modified loans according to their modified terms. The amortized cost of modified loans that had a payment default during the three and nine months ended September 30, 2025, which were still in default at period end, and were within 12 months or less of being modified was $ 0.9 and $ 3.7 million respectively. For the three and nine months ended September 30, 2024, the Company had $ — and $ 1.3 million in payment defaults, respectively.

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For purposes of this disclosure, the Company considers “default” to mean 30 days or more past due of contractual interest or principal.

Collateral Dependent Financial Assets

A collateral dependent financial loan relies solely on the operation or sale of the collateral for repayment. In evaluating the overall risk associated with the loan, the Company considers character, overall financial condition and resources, and payment record of the borrower; the prospects for support from any financially responsible guarantors; and the nature and degree of protection provided by the cash flow and value of any underlying collateral. However, as other sources of repayment become inadequate over time, the significance of the collateral's value increases and the loan may become collateral dependent.

The tables below present the amortized cost basis and allowance for credit losses (“ACL”) allocated for collateral dependent loans in accordance with ASC 326, which are individually evaluated to determine expected credit losses, at September 30, 2025 and December 31, 2024.


	September 30, 2025
	Real Estate		Accounts Receivable/ Equipment		Other		Total		ACL Allocation
Commercial
Owner occupied real estate	$	5,171	$	—	$	—	$	5,171	$	115
Non–owner occupied real estate	3,258		—		—		3,258		214

Development & spec land	510		—		—		510		—
Commercial and industrial	1,005		2,359		—		3,364		529
Total commercial	9,944		2,359		—		12,303		858










Total collateral dependent loans (1)	$	9,944	$	2,359	$	—	$	12,303	$	858

(1) Collateral dependent loans had a collateral fair value of $ 8.7 million at September 30, 2025


	December 31, 2024
	Real Estate		Accounts Receivable/ Equipment		Other		Total		ACL Allocation
Commercial
Owner occupied real estate	$	2,448	$	—	$	—	$	2,448	$	224
Non–owner occupied real estate	444		—		—		444		—

Development & spec land	534		—		—		534		—
Commercial and industrial	1,756		476		—		2,232		731
Total commercial	5,182		476		—		5,658		955










Total collateral dependent loans (1)	$	5,182	$	476	$	—	$	5,658	$	955

(1) Collateral dependent loans had a collateral fair value of $ 3.4 million at December 31, 2024

As of September 30, 2025, the Company had a carrying value of $ 1.5 million of repossessed assets. As of September 30, 2025, the Company had a recorded net investment of $ 0.3 million o f consumer mortgage loans in which foreclosure proceedings have commenced. Repossessed assets are a component of other assets within the condensed consolidated balance sheet.

Credit Quality Indicators

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Horizon Bank’s processes for determining credit quality differ slightly depending on whether a new loan or a renewed loan is being underwritten, or whether an existing loan is being re–evaluated for credit quality. The latter usually occurs upon receipt of current financial information or other pertinent data that would trigger a change in the credit quality grade.

• For new and renewed commercial loans, the Bank’s Credit Department, which acts independently of the loan officer, assigns the credit quality grade to the loan. Loan grades for loans with an aggregate credit exposure that exceeds the authorities in the respective regions (ranging from $ 3,000,000 to $ 6,000,000 ) are validated by the Loan Committee, which is chaired by the Chief Commercial Banking Officer (“CCBO”).

• Commercial loan officers are responsible for reviewing their loan portfolios and promptly assessing any adverse change in credit quality and revising the risk rating appropriately. When circumstances warrant a change in the credit quality grade, loan officers are required to notify the Credit Department of the change in the credit quality grade. Downgrades are accepted immediately, however, lenders must present their factual information to the Credit Department when recommending an upgrade. Downgrades to impaired status require the concurrence of the CCBO and the Senior Workout Loan Manager.

• The CCBO, or a designee, meets periodically with loan officers to discuss the status of past due loans and classified loans. These meetings are also designed to give the loan officers an opportunity to identify an existing loan that should be downgraded to a classified grade.

• Monthly, senior management meets as members of the Watch Committee, which reviews all of the past due, classified, and impaired loans and the relative trends of these assets. This committee also reviews the actions taken by management regarding foreclosure mitigation, loan extensions, loan modifications, other real estate owned and personal property repossessions. The information reviewed in this meeting acts as a precursor for developing management’s analysis of the adequacy of the Allowance for Credit Losses on Loans and Leases.

For residential real estate and consumer loans, Horizon uses a grading system based on delinquency. Loans that are 90 days or more past due, on non–accrual, or are classified as modified loans are graded “Substandard.” After being 90 to 120 days delinquent a loan is charged off unless it is well secured and in the process of collection. If the latter case exists, the loan is placed on non–accrual. Occasionally a mortgage loan may be graded as “Special Mention.” When this situation arises, it is because the characteristics of the loan and the borrower fit the definition of a Risk Grade 5 described below, which is normally used for grading commercial loans. Loans not graded Substandard are considered Pass.

Horizon Bank employs a nine–grade rating system to determine the credit quality of commercial loans. The first five grades represent acceptable quality, and the last four grades mirror the criticized and classified grades used by the bank regulatory agencies (special mention, substandard, doubtful, and loss). The loan grade definitions are detailed below.

Risk Grade 1: Excellent (Pass)

Loans secured by liquid collateral, such as certificates of deposit, reputable bank letters of credit, or other cash equivalents or loans to any publicly held company with a current long–term debt rating of A or better and meeting defined key financial metric ranges.

Risk Grade 2: Good (Pass)

Loans to businesses that have strong financial statements containing an unqualified opinion from a CPA firm and at least three years consecutive years of profits; loans supported by unaudited financial statements containing strong balance sheets, five consecutive years of profits, a five year satisfactory relationship with the Bank, and key balance sheet and income statement trends that are either stable or positive; loans secured by publicly traded marketable securities with required margins where there is no impediment to liquidation; loans to individuals backed by liquid personal assets and unblemished credit histories; or loans to publicly held companies with current long–term debt ratings of Baa or better and meeting defined key financial metric ranges.

Risk Grade 3: Satisfactory (Pass)

Loans supported by financial statements (audited or unaudited) that indicate average or slightly below average risk and having some deficiency or vulnerability to changing economic conditions; loans with some weakness but offsetting features of other support are readily available; loans that are meeting the terms of repayment, but which may be susceptible to deterioration if adverse factors are encountered and meeting defined key financial metric

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ranges. Loans may be graded Satisfactory when there is no recent information on which to base a current risk evaluation and the following conditions apply:

• At inception, the loan was properly underwritten, did not possess an unwarranted level of credit risk, and the loan met the above criteria for a risk grade of Excellent, Good, or Satisfactory;

• At inception, the loan was secured with collateral possessing a loan value adequate to protect the Bank from loss.

• The loan has exhibited two or more years of satisfactory repayment with a reasonable reduction of the principal balance.

• During the period that the loan has been outstanding, there has been no evidence of any credit weakness. Some examples of weakness include slow payment, lack of cooperation by the borrower, breach of loan covenants, or the borrower is in an industry known to be experiencing problems. If any of these credit weaknesses is observed, a lower risk grade may be warranted.

Risk Grade 4: Satisfactory/Monitored

Loans in this category are considered to be of acceptable credit quality, but contain greater credit risk than Satisfactory rated loans and meet defined key financial metric ranges. Borrower displays acceptable liquidity, leverage, and earnings performance within the Bank’s minimum underwriting guidelines. The level of risk is acceptable but conditioned on the proper level of loan officer supervision. Loans that normally fall into this grade include acquisition, construction and development loans and income producing properties that have not reached stabilization.

Risk Grade 4W: Management Watch

Loans in this category are considered to be of acceptable quality and meet defined key financial metric ranges, but with above normal risk. Borrower displays potential indicators of weakness in the primary source of repayment resulting in a higher reliance on secondary sources of repayment. Balance sheet may exhibit weak liquidity and/or high leverage. There is inconsistent earnings performance without the ability to sustain adverse economic conditions. Borrower may be operating in a declining industry or the property type, as for a commercial real estate loan, may be high risk or in decline. These loans require an increased level of loan officer supervision and monitoring to assure that any deterioration is addressed in a timely fashion. Commercial construction loans are graded as 4W Management Watch until the projects are completed and stabilized.

Risk Grade 5: Special Mention

Loans which possess some temporary (normally less than one year) credit deficiency or potential weakness which deserves close attention. Such loans pose an unwarranted financial risk that, if not corrected, could weaken the loan by adversely impacting the future repayment ability of the borrower. The key distinctions of a Special Mention classification are that (1) it is indicative of an unwarranted level of risk and (2) weaknesses are considered “potential,” not “defined,” impairments to the primary source of repayment. These loans may be to borrowers with adverse trends in financial performance, collateral value and/or marketability, or balance sheet strength and must meet defined key financial metric ranges.

Risk Grade 6: Substandard

One or more of the following characteristics may be exhibited in loans classified Substandard:

• Loans which possess a defined credit weakness. The likelihood that a loan will be paid from the primary source of repayment is uncertain. Financial deterioration is under way and very close attention is warranted to ensure that the loan is collected without loss.

• Loans are inadequately protected by the current net worth and paying capacity of the obligor.

• The primary source of repayment is gone, and the Bank is forced to rely on a secondary source of repayment, such as collateral liquidation or guarantees.

• Loans have a distinct possibility that the Bank will sustain some loss if deficiencies are not corrected.

• Unusual courses of action are needed to maintain a high probability of repayment.

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• The borrower is not generating enough cash flow to repay loan principal; however, it continues to make interest payments.

• The lender is forced into a subordinated or unsecured position due to flaws in documentation.

• Loans have been restructured so that payment schedules, terms, and collateral represent concessions to the borrower when compared to the normal loan terms.

• The lender is seriously contemplating foreclosure or legal action due to the apparent deterioration in the loan.

• There is a significant deterioration in market conditions to which the borrower is highly vulnerable.

• The borrower meets defined key financial metric ranges.

Risk Grade 7: Doubtful

One or more of the following characteristics may be present in loans classified Doubtful:

• Loans have all of the weaknesses of those classified as Substandard. However, based on existing conditions, these weaknesses make full collection of principal highly improbable.

• The primary source of repayment is gone, and there is considerable doubt as to the quality of the secondary source of repayment.

• The possibility of loss is high but because of certain important pending factors which may strengthen the loan, loss classification is deferred until the exact status of repayment is known.

• The borrower meets defined key financial metric ranges.

Risk Grade 8: Loss

Loans are considered uncollectible and of such little value that continuing to carry them as assets is not feasible. Loans will be classified Loss when it is neither practical nor desirable to defer writing off or reserving all or a portion of a basically worthless asset, even though partial recovery may be possible at some time in the future.

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The following tables present loans by credit grades and origination year at September 30, 2025.


September 30, 2025	2025		2024		2023		2022		2021		Prior		Revolving Term Loans		Revolving Loans		Total
Commercial
Owner occupied real estate
Pass	$	89,674	$	78,616	$	84,470	$	82,654	$	63,771	$	187,836	$	80,366	$	13,251	$	680,638
Special Mention	—		1,030		—		—		1,391		5,335		2,357		100		10,213
Substandard	—		3,206		9,449		2,728		—		2,590		—		550		18,523
Doubtful	—		—		—		—		—		—		—		—		—
Total owner occupied real estate	$	89,674	$	82,852	$	93,919	$	85,382	$	65,162	$	195,761	$	82,723	$	13,901	$	709,374
Gross charge-offs during period	$	109	$	257	$	—	$	50	$	—	$	22	$	33	$	—	$	471

Non–owner occupied real estate
Pass	$	129,841	$	185,379	$	125,563	$	233,754	$	149,076	$	423,758	$	307,194	$	14,125	$	1,568,690
Special Mention	490		—		1,312		28,391		—		—		—		—		30,193
Substandard	—		2,181		3,908		620		—		5,277		68		—		12,054
Doubtful	—		—		—		—		—		—		—		—		—
Total non–owner occupied real estate	$	130,331	$	187,560	$	130,783	$	262,765	$	149,076	$	429,035	$	307,262	$	14,125	$	1,610,937
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Residential spec homes
Pass	$	2,173	$	301	$	—	$	—	$	—	$	—	$	8,895	$	5,414	$	16,783
Special Mention	—		—		—		—		—		—		—		—		—
Substandard	—		—		—		—		—		—		—		—		—
Doubtful	—		—		—		—		—		—		—		—		—
Total residential spec homes	$	2,173	$	301	$	—	$	—	$	—	$	—	$	8,895	$	5,414	$	16,783
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Development & spec land
Pass	$	3,196	$	817	$	4,026	$	757	$	1,118	$	2,043	$	17,395	$	—	$	29,352
Special Mention	—		—		—		—		—		—		—		—		—
Substandard	—		—		—		—		—		—		510		—		510
Doubtful	—		—		—		—		—		—		—		—		—
Total development & spec land	$	3,196	$	817	$	4,026	$	757	$	1,118	$	2,043	$	17,905	$	—	$	29,862
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Commercial and industrial
Pass	$	232,182	$	207,007	$	81,826	$	109,494	$	57,518	$	50,986	$	47,224	$	163,815	$	950,052
Special Mention	1,451		1,768		442		557		33		331		11,072		10,417		26,071
Substandard	1,904		1,705		4,473		146		49		1,687		1,064		2,458		13,486
Doubtful	—		—		—		—		—		—		—		—		—
Total commercial and industrial	$	235,537	$	210,480	$	86,741	$	110,197	$	57,600	$	53,004	$	59,360	$	176,690	$	989,609
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Total commercial	$	460,911	$	482,010	$	315,469	$	459,101	$	272,956	$	679,843	$	476,145	$	210,130	$	3,356,565

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September 30, 2025	2025		2024		2023		2022		2021		Prior		Revolving Term Loans		Revolving Loans		Total
Real estate
Residential mortgage
Performing	$	50,764	$	72,055	$	114,833	$	148,243	$	130,929	$	231,262	$	—	$	—	$	748,086
Non–performing	—		186		3,610		973		361		4,126		—		—		9,256
Total residential mortgage	$	50,764	$	72,241	$	118,443	$	149,216	$	131,290	$	235,388	$	—	$	—	$	757,342
Gross charge-offs during period	$	—	$	135	$	82	$	188	$	355	$	83	$	—	$	—	$	843

Residential construction
Performing	$	—	$	—	$	—	$	—	$	—	$	—	$	26,508	$	—	$	26,508
Non–performing	—		—		—		—		—		—		—		—		—
Total residential construction	$	—	$	—	$	—	$	—	$	—	$	—	$	26,508	$	—	$	26,508
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—






Total real estate	$	50,764	$	72,241	$	118,443	$	149,216	$	131,290	$	235,388	$	26,508	$	—	$	783,850


September 30, 2025	2025		2024		2023		2022		2021		Prior		Revolving Term Loans		Revolving Loans		Total
Consumer
Direct installment
Performing	$	7,651	$	7,068	$	50,076	$	5,834	$	3,612	$	5,744	$	11	$	1,518	$	81,514
Non–performing	—		16		665		73		78		31		—		—		863
Total direct installment	$	7,651	$	7,084	$	50,741	$	5,907	$	3,690	$	5,775	$	11	$	1,518	$	82,377
Gross charge-offs during period	$	3	$	100	$	65	$	52	$	53	$	—	$	7	$	—	$	280

Indirect installment
Performing	$	—	$	318	$	4,424	$	10,891	$	3,907	$	2,469	$	—	$	—	$	22,009
Non–performing	—		40		236		616		262		178		—		—		1,332
Total indirect installment	$	—	$	358	$	4,660	$	11,507	$	4,169	$	2,647	$	—	$	—	$	23,341
Gross charge-offs during period	$	—	$	200	$	598	$	889	$	315	$	188	$	—	$	—	$	2,190

Home equity
Performing	$	10,457	$	11,436	$	17,405	$	13,678	$	4,589	$	8,421	$	30,246	$	474,092	$	570,324
Non–performing	—		83		623		432		2		173		5,899		—		7,212
Total home equity	$	10,457	$	11,519	$	18,028	$	14,110	$	4,591	$	8,594	$	36,145	$	474,092	$	577,536
Gross charge-offs during period	$	—	$	—	$	20	$	7	$	—	$	56	$	788	$	—	$	871
Total consumer	$	18,108	$	18,961	$	73,429	$	31,524	$	12,450	$	17,016	$	36,156	$	475,610	$	683,254

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The following tables present loans by credit grades and origination year at December 31, 2024.


December 31, 2024	2024		2023		2022		2021		2020		Prior		Revolving Term Loans		Revolving Loans		Total
Commercial
Owner occupied real estate
Pass	$	75,649	$	74,305	$	90,872	$	68,978	$	36,778	$	178,936	$	92,227	$	12,365	$	630,110
Special Mention	129		—		1,724		1,769		142		8,759		—		100		12,623
Substandard	2,970		8,761		1,051		6,307		—		4,843		—		500		24,432
Doubtful	—		—		—		—		—		—		—		—		—
Total owner occupied real estate	$	78,748	$	83,066	$	93,647	$	77,054	$	36,920	$	192,538	$	92,227	$	12,965	$	667,165
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	1	$	—	$	—	$	1

Non–owner occupied real estate
Pass	$	194,167	$	115,378	$	244,266	$	133,689	$	100,688	$	344,558	$	298,288	$	11,726	$	1,442,760
Special Mention	—		4,211		16,409		1,249		—		31,083		—		—		52,952
Substandard	83		297		—		—		—		5,364		—		—		5,744
Doubtful	—		—		—		—		—		—		—		—		—
Total non–owner occupied real estate	$	194,250	$	119,886	$	260,675	$	134,938	$	100,688	$	381,005	$	298,288	$	11,726	$	1,501,456
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Residential spec homes
Pass	$	362	$	—	$	—	$	420	$	—	$	—	$	10,986	$	3,843	$	15,611
Special Mention	—		—		—		—		—		—		—		—		—
Substandard	—		—		—		—		—		—		—		—		—
Doubtful	—		—		—		—		—		—		—		—		—
Total residential spec homes	$	362	$	—	$	—	$	420	$	—	$	—	$	10,986	$	3,843	$	15,611
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Development & spec land
Pass	$	819	$	4,139	$	788	$	1,133	$	328	$	2,039	$	7,931	$	599	$	17,776
Special Mention	—		—		—		—		—		317		—		—		317
Substandard	—		—		—		—		—		—		534		—		534
Doubtful	—		—		—		—		—		—		—		—		—
Total development & spec land	$	819	$	4,139	$	788	$	1,133	$	328	$	2,356	$	8,465	$	599	$	18,627
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Commercial and industrial
Pass	$	242,562	$	105,877	$	128,707	$	73,008	$	6,954	$	54,764	$	48,313	$	179,370	$	839,555
Special Mention	1,246		324		1,245		28		1		1,573		9,519		9,281		23,217
Substandard	843		2,599		318		217		266		3,170		1,003		4,109		12,525
Doubtful	—		—		—		—		—		—		—		—		—
Total commercial and industrial	$	244,651	$	108,800	$	130,270	$	73,253	$	7,221	$	59,507	$	58,835	$	192,760	$	875,297
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	45	$	108	$	—	$	153
Total commercial	$	518,830	$	315,891	$	485,380	$	286,798	$	145,157	$	635,406	$	468,801	$	221,893	$	3,078,156

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December 31, 2024	2024		2023		2022		2021		2020		Prior		Revolving Term Loans		Revolving Loans		Total
Real estate
Residential mortgage
Performing	$	69,264	$	145,927	$	160,780	$	140,310	$	78,563	$	177,902	$	—	$	—	$	772,746
Non–performing	201		1,619		2,125		1,472		706		5,092		—		—		11,215
Total residential mortgage	$	69,465	$	147,546	$	162,905	$	141,782	$	79,269	$	182,994	$	—	$	—	$	783,961
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	5	$	—	$	—	$	5

Residential construction
Performing	$	—	$	—	$	—	$	—	$	—	$	—	$	18,948	$	—	$	18,948
Non–performing	—		—		—		—		—		—		—		—		—
Total residential construction	$	—	$	—	$	—	$	—	$	—	$	—	$	18,948	$	—	$	18,948
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Mortgage warehouse
Performing	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Non–performing	—		—		—		—		—		—		—		—		—
Total mortgage warehouse	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Gross charge-offs during period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Total real estate	$	69,465	$	147,546	$	162,905	$	141,782	$	79,269	$	182,994	$	18,948	$	—	$	802,909


December 31, 2024	2024		2023		2022		2021		2020		Prior		Revolving Term Loans		Revolving Loans		Total
Consumer
Direct installment
Performing	$	11,306	$	59,850	$	9,510	$	5,398	$	2,679	$	6,003	$	60	$	1,918	$	96,724
Non–performing	1		374		46		19		—		26		—		—		466
Total direct installment	$	11,307	$	60,224	$	9,556	$	5,417	$	2,679	$	6,029	$	60	$	1,918	$	97,190
Gross charge-offs during period	$	72	$	93	$	169	$	1	$	35	$	78	$	9	$	—	$	457

Indirect installment
Performing	$	26,839	$	70,143	$	130,610	$	49,458	$	17,647	$	7,304	$	—	$	—	$	302,001
Non–performing	—		425		800		304		242		129		—		—		1,900
Total indirect installment	$	26,839	$	70,568	$	131,410	$	49,762	$	17,889	$	7,433	$	—	$	—	$	303,901
Gross charge-offs during period	$	161	$	449	$	1,345	$	527	$	188	$	99	$	—	$	—	$	2,769

Home equity
Performing	$	13,552	$	21,845	$	16,136	$	5,110	$	1,902	$	9,210	$	18,657	$	470,753	$	557,165
Non–performing	—		421		426		—		30		296		6,465		81		7,719
Total home equity	$	13,552	$	22,266	$	16,562	$	5,110	$	1,932	$	9,506	$	25,122	$	470,834	$	564,884
Gross charge-offs during period	$	—	$	23	$	52	$	88	$	—	$	39	$	110	$	11	$	323
Total consumer	$	51,698	$	153,058	$	157,528	$	60,289	$	22,500	$	22,968	$	25,182	$	472,752	$	965,975

Note 4 – Allowance for Credit and Loan Losses

The following tables represent, by loan portfolio segment, a summary of changes in the ACL on loans for the three and nine months ended September 30, 2025 and 2024:

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	Three Months Ended September 30, 2025
	Commercial		Real Estate		Mortgage Warehouse		Consumer		Total
Balance, beginning of period	$	34,413	$	3,229	$	—	$	16,757	$	54,399
Credit loss expense (recovery)	271		( 127 )		—		( 3,534 )		( 3,390 )
Charge-offs	( 319 )		( 415 )		—		( 1,008 )		( 1,742 )
Recoveries	25		395		—		491		911
Balance, end of period	$	34,390	$	3,082	$	—	$	12,706	$	50,178


	Three Months Ended September 30, 2024
	Commercial		Real Estate		Mortgage Warehouse		Consumer		Total
Balance, beginning of period	$	31,941	$	2,588	$	736	$	16,950	$	52,215
Credit loss expense (recovery)	861		78		126		( 21 )		1,044
Charge-offs	( 38 )		( 2 )		—		( 731 )		( 771 )
Recoveries	90		11		—		292		393
Balance, end of period	$	32,854	$	2,675	$	862	$	16,490	$	52,881


	Nine Months Ended September 30, 2025
	Commercial		Real Estate		Mortgage Warehouse		Consumer		Total
Balance, beginning of period	$	30,953	$	2,715	$	—	$	18,312	$	51,980
Provision for credit losses on loans	3,768		393		—		( 4,009 )		152
Charge-offs	( 471 )		( 843 )		—		( 3,341 )		( 4,655 )
Recoveries	140		817		—		1,744		2,701
Balance, end of period	$	34,390	$	3,082	$	—	$	12,706	$	50,178


	Nine Months Ended September 30, 2024
	Commercial		Real Estate		Mortgage Warehouse		Consumer		Total
Balance, beginning of period	$	29,736	$	2,503	$	481	$	17,309	$	50,029
Provision for credit losses on loans	2,951		154		381		642		4,128
Charge-offs	( 149 )		( 5 )		—		( 2,295 )		( 2,449 )
Recoveries	316		23		—		834		1,173
Balance, end of period	$	32,854	$	2,675	$	862	$	16,490	$	52,881

The accrued interest receivable on our loan receivables is excluded from the allowance for credit loss estimate and is included in interest receivable on our consolidated balance sheets. As of September 30, 2025 and December 31, 2024, the accrued interest on our loan portfolio was $ 22.9 million and $ 25.6 million, respectively.

The Company utilized the Cumulative Loss Rate method in determining expected future credit losses. The loss rate method measures the amount of loan charge–offs, net of recoveries, (“loan losses”) recognized over the life of a closed pool and

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compares those loan losses to the outstanding loan balance of that pool as of a specific point in time (“pool date”).

To estimate a CECL loss rate for the pool, management first identifies the loan losses recognized between the pool date and the reporting date for the pool and determines which loan losses were related to loans outstanding at the pool date. The loss rate method then divides the loan losses recognized on loans outstanding as of the pool date by the outstanding loan balance as of the pool date.

The Company’s expected loss estimate is anchored in historical credit loss experience, with an emphasis on all available portfolio data. The Company’s historical look–back period includes January 2009 through the current period, on a monthly basis. When historical credit loss experience is not sufficient for a specific portfolio, the Company may supplement its own portfolio data with external models or data. The Company supplemented data for 2009 and 2010 with the use of adjusted Uniform Bank Performance Report peer group data.

Qualitative reserves reflect management’s overall estimate of the extent to which current expected credit losses on collectively evaluated loans will differ from historical loss experience. The analysis takes into consideration other analytics performed within the organization, such as enterprise and concentration management, along with other credit–related analytics as deemed appropriate. Management attempts to quantify qualitative reserves whenever possible.

The Company’s CECL estimate applies to a forecast that incorporates macroeconomic trends and other environmental factors. Management utilized Moody's economic forecast scenarios including both National and Regional econometrics, as well as management judgment, as the basis for the forecast period. The historical loss rate was utilized as the base rate, and qualitative adjustments were utilized to reflect the forecast and other relevant factors.

The Company segments the loan portfolio into pools based on the following risk characteristics: financial asset type, loan purpose, collateral type, loan characteristics, credit characteristics, outstanding loan balances, contractual terms and prepayment assumptions, industry of the borrower and concentrations, and historical or expected credit loss patterns.

Liability for Commitments to Extend Credit and Standby Letters of Credit

The following tables represent, by loan portfolio segment, a summary of changes in the activity in the liability for commitments to extend credit and standby letters of credit (please see note 14):


	Three Months Ended
	September 30, 2025							September 30, 2024
		Balance, beginning of period		Credit loss expense (reversal)		Ending balance		Balance, beginning of period		Credit loss expense (reversal)		Ending balance
Commercial		$	1,545	$	( 5 )	$	1,540	$	—	$	—	$	—
Real Estate		98		( 2 )		96		41		—		41
Mortgage Warehouse		—		—		—		—		—		—
Consumer		669		( 34 )		635		664		—		664
Total		$	2,312	$	( 41 )	$	2,271	$	705	$	—	$	705


	Nine Months Ended
	September 30, 2025						September 30, 2024
	Balance, beginning of period		Credit loss expense (reversal)		Ending balance		Balance, beginning of period		Credit loss expense (reversal)		Ending balance
Commercial	$	1,385	155		1,540		$	—	—		—
Real Estate	61		35		96		64		( 23 )		41
Mortgage Warehouse	—		—		—		—		—		—
Consumer	703		( 68 )		635		551		113		664
Total	$	2,149	$	122	$	2,271	$	615	$	90	$	705

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Note 5 – Loan Servicing

Loans serviced for others are not included in the accompanying condensed consolidated balance sheets. The unpaid principal balances of loans serviced for others totaled approximately $ 1.41 billion and $ 1.44 billion at September 30, 2025 and December 31, 2024.

Activity for mortgage servicing rights and the related impairment allowance were as follows:


	Three Months Ended				Nine Months Ended
	September 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
Mortgage servicing rights
Balances, January 1	$	17,752	$	18,432	$	18,195	$	18,807
Servicing rights capitalized	392		398		973		956
Amortization of servicing rights	( 531 )		( 502 )		( 1,555 )		( 1,435 )
Ending balance	17,613		18,328		17,613		18,328
Impairment allowance
Beginning balance	—		—		—		—
Additions	—		—		—		—
Reductions	—		—		—		—
Ending balance	—		—		—		—
Mortgage servicing rights, net	$	17,613	$	18,328	$	17,613	$	18,328

Fair value, beginning of period	$	18,251	$	19,091	19,766		19,891
Fair value, end of period	17,846		18,449		17,846		18,449

Fair value at September 30, 2025 was determined using a discounted cash flow analysis with the discount rates ranging from 8.5 % to 11.0 % and prepayment speeds ranging from 5.9 % to 12.1 %, depending on the stratification of the specific type. Fair value at September 30, 2024 was determined using a discounted cash flow analysis with a discount rate of 11.0 % and prepayment speeds ranging from 6.0 % to 12.0 %, depending on the stratification of the specific type.

Note 6 – Goodwill

The carrying amount of goodwill was $ 155.2 million as of September 30, 2025 and December 31, 2024, respectively. There were no changes in the carrying amount of goodwill for the three months ended September 30, 2025 and 2024. Goodwill is assessed for impairment annually, or more frequently if events occur or circumstances change that indicate an impairment may exist. When assessing goodwill for impairment, first, a qualitative assessment can be made to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its estimated carrying value. If the results of the qualitative assessment are not conclusive, a quantitative goodwill test is performed. Alternatively, a quantitative goodwill test can be performed without performing a qualitative assessment.

No goodwill impairment charges were recorded for the nine months ended September 30, 2025 and 2024.

Note 7 – Repurchase Agreements

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The Company transfers various securities to customers in exchange for cash at the end of each business day and agrees to acquire the securities at the end of the next business day for the cash exchanged plus interest. The process is repeated at the end of each business day until the agreement is terminated. The securities underlying the agreement remained under the Company’s control.

The following tables show repurchase agreements accounted for as secured borrowings and the related securities, at fair value, pledged for repurchase agreements:


	September 30, 2025
	Remaining Contractual Maturity of the Agreements
	Overnight and Continuous		Up to 30 Days		30-90 Days		Greater Than 90 Days		Total
Repurchase Agreements and repurchase-to-maturity transactions
U.S. Treasury federal agencies	$	—	$	—	$	—	$	—	$	—
U.S. government agency mortgage-backed securities	86,966		—		—		—		86,966


Private labeled mortgage-backed pools	—		—		—		—		—
Total Repurchase Agreements	$	86,966	$	—	$	—	$	—	$	86,966
Repurchase Agreements subject to offsetting arrangements									—


	December 31, 2024
	Remaining Contractual Maturity of the Agreements
	Overnight and Continuous		Up to 30 Days		30-90 Days		Greater Than 90 Days		Total
Repurchase Agreements and repurchase-to-maturity transactions
U.S. Treasury federal agencies	$	34,191	$	—	$	—	$	—	$	34,191
U.S. government agency mortgage-backed securities	55,721		—		—		—		55,721
Private labeled mortgage-backed pools	$	—	$	—	$	—	$	—	$	—
Total Repurchase Agreements	$	89,912	$	—	$	—	$	—	$	89,912
Repurchase Agreements subject to offsetting arrangements									—

Securities sold under agreements to repurchase are secured by securities with a carrying amount of $ 90.1 million and $ 96.8 million at September 30, 2025 and December 31, 2024, respectively.

Note 8 – Subordinated Notes

On June 24, 2020, Horizon issued $ 60.0 million in aggregate principal amount of 5.625 % fixed–to–floating rate subordinated notes (the “ 2030 Notes”). The Notes mature on July 01, 2030 (the “Maturity Date”). The 2030 Notes had a fixed interest rate of 5.625 % per annum until July 1, 2025 and a floating rate per annum equal to the Three–Month Term SOFR, plus 549 basis points, thereafter until the Maturity Date, with the floating rate interest payment period commencing on October 1, 2025. As of July 1, 2025, the floating rate was 9.781 %. During the third quarter of 2025, Horizon provided a notice of redemption to the holders of the 2030 Notes that Horizon would be redeeming the 2030 Notes, in full, on October 1, 2025. Horizon redeemed the 2030 Notes, in full, on October 1, 2025 by using the net proceeds from the sale of the 2035 Notes, as described below and in Note 15 – Subsequent Events.

On August 29, 2025, Horizon completed the offering and sale of $ 100.0 million in aggregate principal amount of its 7.000 %

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Fixed-to-Floating Rate Subordinated Notes due 2035 (the “2035 Notes,” and collectively with the 2030 Notes, the “Notes”). The 2035 Notes were issued by Horizon at a price equal to 100 % of their face amount. Horizon used the net proceeds from the offering for general corporate purposes, including in support of the potential repositioning of its balance sheet, and to redeem approximately $ 56.5 million in aggregate principal amount of the 2030 Notes, which was completed on October 1, 2025 (See Note 15 - Subsequent Events). The 2035 Notes will initially bear interest at a fixed interest rate of 7.000 % per annum until September 15, 2030, after which time the interest rate will reset quarterly to a floating rate equal to a benchmark rate, which is expected to be the then current three-month term Secured Overnight Financing Rate (SOFR) plus 360 basis points until the 2035 Notes' maturity on September 15, 2035. The Notes are redeemable by Horizon, in whole or in part, on any interest payment date on or after September 15, 2030, and at any time upon the occurrence of certain events, subject to the receipt of the approval of the Board of Governors of the Federal Reserve System to the extent then required under applicable laws or regulations, including capital regulations. The 2035 Notes are intended to qualify as Tier 2 capital of the Company for regulatory capital purposes.

On December 8, 2023, Horizon cancelled $ 3.5 million of the $ 60.0 million in 2030 Notes at a price of 89.5 recording a gain of $ 368,000 . The total balance, net of unamortized issuance costs, of the Notes was $ 154.0 million and $ 55.7 million at September 30, 2025 and December 31, 2024, respectively. Total unamortized debt issuance costs were $ 2.5 million and $ 0.8 million at September 30, 2025 and December 31, 2024, respectively.

Note 9 – Derivative Financial Instruments

Our hedging policy allows the use of interest rate derivative instruments to manage our exposure to interest rate risk of specified assets and liabilities. All derivative instruments are carried on the balance sheet at their estimated fair value and are recorded in other assets or other liabilities, as appropriate, and in the net change in each of these financial statement line items in the accompanying consolidated statement of cash flows.

Fair Value Hedges

Fair value hedges are used to manage interest rate risk related to the underlying hedged items. The Company utilizes fair value hedges and applies the portfolio layer method to hedge stated amounts within a closed portfolio of certain available-for-sale mortgage-backed debt securities. As of September 30, 2025, and December 31, 2024, the amortized cost of closed portfolios of AFS debt securities using the portfolio layer method was $ 124.1 million and $ 0 million , respectively.

To mitigate the impact of interest rate fluctuations on fair value, the Company previously entered into interest rate swap agreements on individual loans, converting the fixed rate loans to a variable rate. The Company also previously utilized fair value hedges to hedge investment securities, converting the fixed rate security to a variable rate. During the year ended December 31, 2024, the Company terminated the fair value hedges on loans and securities, recording a deferred gain of $ 2.3 million on the loan termination that will be accreted into interest income over the remaining life of the underlying loans, and a mark-to-market adjustment of $ 0.3 million that was recorded in non-interest income upon termination of the fair value hedges on investment securities.

Changes to fair-value hedges on loans and the related loans are recorded as gains or losses in non–interest income. Changes to fair value hedges on mortgage-backed securities are recorded in interest income. The fair value hedges are considered highly effective.

Other Derivative Instruments

From time to time, the Company may enter into interest rate swaps that are not designated as hedging instruments. These derivative contracts typically involve transactions in which the Company enters into an interest rate swap with a customer while simultaneously executing an offsetting interest rate swap with a third-party financial institution. Under these arrangements, the Company agrees to pay interest to the customer on a notional amount at a variable rate and receives interest from the customer at a fixed rate. Concurrently, the Company pays the same fixed rate to the third-party financial institution and receives the same variable rate on the same notional amount. These interest rate derivative contracts allow our customers to effectively convert variable rate loans to fixed rate loans.

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The Company also enters into non–hedging derivatives in the form of mortgage loan forward sale commitments with investors and commitments to originate mortgage loans as part of its mortgage banking operations. As of September 30, 2025, these derivatives are recorded at fair value and are not expected to have a significant impact on the Company's net income over the next 12 months.

Changes in fair value of both the forward sale commitments and commitments to originate mortgage loans were recorded and the net gains or losses included in the Company’s gain on sale of loans.

The following tables summarize the fair value of our derivative financial instruments utilized by Horizon on a gross basis for the periods indicated.


	Asset Derivatives				Liability Derivatives
	September 30, 2025				September 30, 2025
	Notional Amount		Fair Value		Notional Amount		Fair Value
Derivatives designated as hedging instruments
Interest rate contracts – fair value hedges	$	—	$	—	$	124,093	$	530
Total derivatives designated as hedging instruments	—		—		124,093		530

Derivatives not designated as hedging instruments
Interest rate contracts -customer accommodation	$	462,008	$	13,973	$	462,008	$	13,973
Mortgage loan contracts	—		—		21,246		18
Commitments to originate mortgage loans	10,992		314		—		—
Total derivatives not designated as hedging instruments	473,000		14,287		483,254		13,991

Total derivatives subject to enforceable master netting arrangements, gross	$	473,000	$	14,287	$	483,254	$	13,991
Less: Gross amounts offset	—		—		—		—
Total derivatives subject to enforceable master netting arrangements, net	$	473,000	$	14,287	$	483,254	$	13,991


	Asset Derivatives				Liability Derivatives
	December 31, 2024				December 31, 2024
	Notional Amount		Fair Value		Notional Amount		Fair Value
Derivatives not designated as hedging instruments
Interest rate contracts - customer accommodation	$	521,520	$	28,817	$	521,520	$	28,817
Mortgage loan contracts	6,155		27		—		—
Commitments to originate mortgage loans	6,856		202		—		—
Total derivatives not designated as hedging instruments	534,531		29,046		521,520		28,817

Total derivatives subject to enforceable master netting arrangements, gross	$	534,531	$	29,046	$	521,520	$	28,817
Less: Gross amounts offset	—		—		—		—
Total derivatives subject to enforceable master netting arrangements, net	$	534,531	$	29,046	$	521,520	$	28,817

While the Company is party to master netting arrangements with most of its swap derivative counterparties, the Company has elected to not offset derivative assets and liabilities under these agreements on its consolidated balance sheets.

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(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

Collateral exchanged between the Company and dealer bank counterparties is generally subject to thresholds and transfer minimums and usually consists of marketable securities. At September 30, 2025, the Company pledged marketable securities as collateral with a carrying value of $ 27.7 million .

The effect of the derivative and the hedged item in fair value hedging relationships on the condensed consolidated statements of income for three and nine month periods ended September 30, 2025 and September 30, 2024 is as follows:


	Location of gain (loss) recognized on derivative and Hedge item	Amount of Gain (Loss) Recognized on Derivative and Hedged Item
		Three Months Ended				Nine Months Ended
		September 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
Derivatives designated as hedging instruments
Interest rate contracts - fair value hedge	Interest income - loans receivable	$	—	$	317	$	—	$	982
Hedged item		—		( 317 )		—		( 982 )
Interest rate contracts - fair value hedge	Interest income - investment securities	18		—		18		—
Hedged item		72		—		72		—
Total		$	90	$	—	$	90	$	—

The effect of derivatives not designated as hedging instruments on the condensed consolidated statements of income for the three and nine month periods ended September 30, 2025 and September 30, 2024 is as follows:


	Location of gain (loss) recognized on derivative	Amount of Gain (Loss) Recognized on Derivative
		Three Months Ended				Nine Months Ended
		September 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
Derivative not designated as hedging relationship
Mortgage loan contracts	Non-interest income-Gain on sale of loans	$	( 331 )	$	( 24 )	$	112	$	34
Commitments to originate mortgage loans	Non-interest income-Gain on sale of loans	101		378		( 45 )		181
Total		$	( 230 )	$	354	$	67	$	215

The following tables summarize the carrying amount and associated cumulative basis adjustment related to the application of hedge accounting that is included in the carrying amount of hedged assets and liabilities in fair value hedging relationships.


	Amortized Cost of Hedged Items				Cumulative Hedge Accounting Basis Adjustments
	September 30, 2025		December 31, 2024		September 30, 2025		December 31, 2024
Available-for-Sale Debt Securities	$	125,367	$	—	$	530	$	—

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

Note 10 – Disclosures about Fair Value of Assets and Liabilities

The Fair Value Measurements topic of the FASB ASC defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. There are three levels of inputs that may be used to measure fair value:

Level 1 – Quoted prices in active markets for identical assets or liabilities

Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities

Following is a description of the valuation methodologies used for instruments measured at fair value on a recurring basis and recognized in the accompanying condensed consolidated financial statements, as well as the general classification of such instruments pursuant to the valuation hierarchy. There have been no significant changes in the valuation techniques during the period ended September 30, 2025. For assets classified within Level 3 of the fair value hierarchy, the process used to develop the reported fair value is described below.

Available for sale securities

When quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. Level 2 securities include U.S. Treasury and federal agency securities, state and municipal securities, U.S. government agency mortgage-backed securities, corporate notes. Level 2 securities are valued by a third party pricing service commonly used in the banking industry utilizing observable inputs. Observable inputs include dealer quotes, market spreads, cash flow analysis, the U.S. Treasury yield curve, trade execution data, market consensus prepayment spreads and available credit information and the bond’s terms and conditions. The pricing provider utilizes evaluated pricing models that vary based on asset class. These models incorporate available market information including quoted prices of securities with similar characteristics and, because many fixed–income securities do not trade on a daily basis, apply available information through processes such as benchmark curves, benchmarking of like securities, sector grouping, and matrix pricing. In addition, model processes, such as an option adjusted spread model, is used to develop prepayment and interest rate scenarios for securities with prepayment features. Level 3 securities use the discounted cash flow model or other market indicators to calculate the fair values.

Equity securities

The fair value of the Company's equity investments is estimated by a third party utilizing readily determinable fair values quoted on an active market.

Interest rate swap agreements

The fair value of the Company’s interest rate swap agreements is estimated by a third party using inputs that are primarily unobservable including a yield curve, adjusted for liquidity and credit risk, contracted terms and discounted cash flow analysis, and therefore, are classified within Level 2 of the valuation hierarchy.

Commitments to originate mortgage loans and mortgage loan contract assets/liabilities

The Company’s forward commitments are valued based on quoted prices for similar assets in an active market with inputs that are observable.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table presents the fair value measurements of assets and liabilities recognized in the accompanying condensed consolidated financial statements measured at fair value on a recurring basis and the level within the FASB ASC fair value hierarchy in which the fair value measurements fall at the following:


	September 30, 2025
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Available for sale securities
U.S. Treasury and federal agencies	$	31,836	$	—	$	31,836	$	—
State and municipal	315,328		—		315,328		—
U.S. government agency mortgage-backed securities	493,902		—		493,902		—

Corporate notes	42,176		—		39,098		3,078
Total available for sale securities	883,242		—		880,164		3,078
Equity securities	496		496		—		—
Held for trading securities	598		—		598		—
Interest rate swap agreements asset	13,973		—		13,973		—
Commitments to originate mortgage loans	314		—		314		—
Liabilities:
Mortgage loans contracts	( 18 )		—		( 18 )		—

Interest rate swap agreements liability	( 14,503 )		—		( 14,503 )		—


	December 31, 2024
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Available for sale securities
U.S. Treasury and federal agencies	$	1,801	$	—	$	1,801	$	—
State and municipal	201,834		—		201,834		—
U.S. government agency mortgage-backed securities	14,543		—		14,543		—
Corporate notes	15,499		—		15,499		—
Total available for sale securities	233,677		—		233,677		—
Equity securities	595		595		—		—
Interest rate swap agreements asset	28,817		—		28,817		—
Commitments to originate mortgage loans	202		—		202		—
Mortgage loan contracts	27		—		27		—
Liabilities:
Interest rate swap agreements liability	( 28,817 )		—		( 28,817 )		—

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Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

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Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

Certain other assets are measured at fair value on a non-recurring basis in the ordinary course of business and are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment):


	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
September 30, 2025
Collateral dependent loans	$	10,842	$	—	$	—	$	10,842

December 31, 2024
Collateral dependent loans	$	3,797	$	—	$	—	$	3,797

Collateral Dependent Loans: For loans identified as collateral dependent, the fair value method of measuring the amount of impairment is utilized. This method requires obtaining a current independent appraisal of the collateral and applying a discount factor to the value.

Loans Transferred to Held for Sale: Once a decision has been made to sell loans not previously classified as held for sale, these loans are transferred into the held for sale category and carried at the lower of cost or fair value, less estimated costs to sell. At the time of transfer into held for sale classification, any amount by which cost exceeds fair value is accounted for as a valuation allowance. This activity generally pertains to loans with observable inputs, and

therefore, are classified within Level 2 of the fair value hierarchy. However, should these loans include adjustments for changes in loan characteristics based on unobservable inputs, the loans would then be classified within Level 3 of the fair value hierarchy. As of September 30, 2025 and December 31, 2024, there were zero and $ 64.8 million loans transferred to held for sale on the accompanying Condensed Consolidated Balance Sheets, respectively.

The following table presents qualitative information about unobservable inputs used in recurring and nonrecurring Level 3 fair value measurements.

September 30, 2025

Fair
Value

Valuation
Technique

Unobservable
Inputs

Range
(Weighted Average)

Collateral dependent loans

10,842

Collateral based measurement

Discount to reflect current market conditions and ultimate collectability

34.2 %- 40.7 % ( 36.3 %)

December 31, 2024

Fair
Value

Valuation
Technique

Unobservable
Inputs

Range
(Weighted Average)

Collateral dependent loans

3,797

Collateral based measurement

Discount to reflect current market conditions and ultimate collectability

16.1 %- 40.1 %( 36.6 %)

Note 11 – Fair Value of Financial Instruments

The estimated fair value amounts of the Company’s financial instruments were determined using available market information, current pricing information applicable to Horizon and various valuation methodologies. Where market quotations were not available, considerable management judgment was involved in the determination of estimated fair values. Therefore, the estimated fair value of financial instruments shown below may not be representative of the amounts at which they could be exchanged in a current or future transaction. Due to the inherent uncertainties of expected cash flows of financial instruments, the use of alternate valuation assumptions and methods could have a significant effect on the estimated fair value amounts.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table does not include certain financial instruments that are recorded at fair value on a recurring basis, including some non-recurring financial instruments. See Note 10 for more details.

The estimated fair values of financial instruments, as shown below, are not intended to reflect the estimated liquidation or market value of Horizon taken as a whole. The disclosed fair value estimates are limited to Horizon’s significant financial instruments at September 30, 2025 and December 31, 2024. These include financial instruments recognized as assets and liabilities on the condensed consolidated balance sheets as well as certain off–balance sheet financial instruments. The estimated fair values shown below do not include any valuation of assets and liabilities, which are not financial instruments as defined by the FASB ASC fair value hierarchy.

The following methods and assumptions were used to estimate the fair value of each class of financial instrument:

Cash and Cash Equivalents – Cash and cash equivalents are composed of: cash and due from banks, interest bearing deposits in banks, and federal funds sold. The carrying amounts approximate fair value.

Interest-Earning Time Deposits – The carrying amounts approximate fair value.

Held–to–Maturity Securities – For debt securities held to maturity, fair values are based on quoted market prices or dealer quotes. For those securities where a quoted market price is not available, carrying amount is a reasonable estimate of fair value based upon comparison with similar securities.

Loans Held for Sale – For mortgage loans, the fair value is derived from third party pricing models, based on active quotes. For non-mortgage loans, the assets are carried at the lower of cost or fair value.

Net Loans – The fair value of net loans are estimated on an exit price basis incorporating discounts for credit, liquidity and marketability factors.

FHLB Stock – Fair value of FHLB stock is based on the price at which it may be resold to the FHLB.

Interest Payable – The carrying amounts approximate fair value.

Deposits – The fair value of demand deposits, savings accounts, interest bearing checking accounts and money market deposits is the amount payable on demand at the reporting date and are classified within Level 1. The fair value of fixed maturity certificates of deposit is estimated by discounting the future cash flows using rates currently offered for deposits of similar remaining maturity and are classified within Level 2.

Borrowings – Rates currently available to Horizon for debt with similar terms and remaining maturities are used to estimate fair values of existing borrowings.

Subordinated Notes – The fair value of subordinated notes is based on discounted cash flows based on current borrowing rates for similar types of instruments.

Junior Subordinated Debentures to Capital Trusts – Rates currently available for debentures with similar terms and remaining maturities are used to estimate fair values of existing debentures.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following tables present estimated fair values of the Company’s financial instruments and the level within the fair value hierarchy in which the fair value measurements fall.


	September 30, 2025
	Carrying Amount		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Cash and due from banks	$	76,395	$	76,395	$	—	$	—
Interest- bearing deposits in banks	381,860		381,860		—		—
Federal funds sold	—		—		—		—
Cash and cash equivalents	458,255		458,255		—		—


Loans held for sale	1,921		—		—		1,921
Loans, net	4,773,491		—		—		4,630,621
Stock in FHLB	45,713		—		45,713		—

Liabilities
Non-interest bearing deposits	$	1,122,888	$	1,122,888	$	—	$	—
Interest bearing deposits	4,398,013		3,198,332		1,197,211		—
Borrowings	247,172		—		246,978		—
Subordinated notes	154,011		—		154,981		—
Junior subordinated debentures issued to capital trusts	57,636		—		52,155		—
Interest payable	12,395		—		12,395		—

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)


	December 31, 2024
	Carrying Amount		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Cash and due from banks	$	92,300	$	92,300	$	—	$	—
Interest-earning deposits	201,131		201,131		—		—
Federal funds sold	—		—		—		—
Cash and cash equivalents	293,431		293,431		—		—
Interest earnings time deposits	735		—		735		—
Investment securities, held to maturity	1,867,690		—		1,566,268		—
Loans held for sale	67,597		—		64,824		2,773
Loans (excluding loan level hedges), net	4,795,060		—		—		4,611,702
Stock in FHLB	53,826		—		53,826		—

Liabilities
Non-interest bearing deposits	$	1,064,818	$	1,064,818	$	—	$	—
Interest bearing deposits	4,535,834		3,446,680		1,084,986		—
Borrowings	1,232,252		—		1,230,860		—
Subordinated notes	55,738		—		55,284		—
Junior subordinated debentures issued to capital trusts	57,477		—		48,559		—
Interest payable	11,137		—		11,137		—

Note 12 – Stockholders' Equity

The components of accumulated other comprehensive loss, net of tax included in capital are as follows:

Accumulated Other Comprehensive Income (Loss)


	September 30, 2025		December 31, 2024
Unrealized gain (loss) on securities available for sale	$	( 33,726 )	$	( 38,193 )
Unamortized gain (loss) on securities held to maturity, previously transferred from AFS	—		1,892
Unrealized loss on derivative instruments	( 549 )		—

Total accumulated other comprehensive income (loss)	$	( 34,275 )	$	( 36,301 )

On August 22, 2025, the Company closed a public offering of 7,138,050 shares of its common stock, at a price to the public of $ 14.50 per share, which included 931,050 shares of the Company’s common stock granted pursuant to the underwriters’ option to purchase additional shares at the public offering price, less underwriting discounts. This offering generated net proceeds of approximately $ 98.0 million after deducting the underwriting discounts and commissions and offering expenses payable by the Company.

Note 13 – Regulatory Capital

Horizon and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. These capital requirements implement changes arising from the Dodd–Frank Wall Street Reform and Consumer Protection Act and the U.S. Basel Committee on Banking Supervision’s capital framework (known as “Basel III”). Failure to meet the

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

minimum regulatory capital requirements can initiate certain mandatory and possible additional discretionary actions by regulators, which if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective actions, the Company and Bank must meet specific capital guidelines involving quantitative measures of the Bank’s assets, liabilities, and certain off–balance–sheet items as calculated under regulatory accounting practices. The Company’s and Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

The Company and Bank are subject to minimum regulatory capital requirements as defined and calculated in accordance with the Basel III–based regulations. As allowed under Basel III rules, the Company made the decision to opt–out of including accumulated other comprehensive income in regulatory capital. The minimum regulatory capital requirements are set forth in the table below.

In addition, to be categorized as well capitalized, the Company and Bank must maintain Total risk–based, Tier I risk–based, common equity Tier I risk–based and Tier I leverage ratios as set forth in the table below. As of September 30, 2025 and December 31, 2024, the Company and Bank met all capital adequacy requirements to be considered well capitalized. There have been no conditions or events since the end of the third quarter of 2025 that management believes have changed the Bank’s classification as well capitalized. There is no threshold for well capitalized status for bank holding companies.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

The following table presents Horizon and the Bank’s actual and required capital ratios as of September 30, 2025 and December 31, 2024, as well as the revisions to Horizon's regulatory capital ratios to reflect the correction of the capital computations for the foregoing periods:


	Actual				Required for Capital Adequacy Purposes (1)				Required For Capital Adequacy Purposes with Capital Buffer (1)				Well Capitalized Under Prompt Corrective Action Provisions (1)
	Amount		Ratio		Amount		Ratio		Amount		Ratio		Amount	Ratio
September 30, 2025
Total capital (to risk-weighted assets) (1)
Consolidated	$	785,080	15.00	%	$	418,661	8.00	%	$	549,492	10.50	%	N/A	N/A
Bank	664,754		12.75		417,237		8.00		547,624		10.50		$ 521,546	10.00 %
Tier 1 capital (1) (to risk-weighted assets)
Consolidated	589,789		11.27		313,995		6.00		444,827		8.50		N/A	N/A
Bank	612,305		11.74		312,928		6.00		443,314		8.50		417,237	8.00
Common equity tier 1 capital (1) (to risk-weighted assets)
Consolidated	532,153		10.17		235,497		4.50		366,328		7.00		N/A	N/A
Bank	612,305		11.74		234,696		4.50		365,082		7.00		339,005	6.50
Tier 1 capital (to average assets) (1)
Consolidated	589,789		8.22		286,859		4.00		286,859		4.00		N/A	N/A
Bank	612,305		8.55		286,332		4.00		286,332		4.00		357,915	5.00
(1) As defined by regulatory agencies

	Actual				Required for Capital Adequacy Purposes (1)				Required For Capital Adequacy Purposes with Capital Buffer (1)				Well Capitalized Under Prompt Corrective Action Provisions (1)
	Amount		Ratio		Amount		Ratio		Amount		Ratio		Amount	Ratio
December 31, 2024
Total capital (to risk-weighted assets) (1)
Consolidated	$	800,209	13.91	%	$	460,266	8.00	%	$	604,099	10.50	%	N/A	N/A
Bank	725,383		12.64	%	459,039		8.00	%	602,489		10.50	%	573,799	10.00 %
Tier 1 capital (1) (to risk-weighted assets)
Consolidated	690,183		12.00	%	345,199		6.00	%	489,033		8.50	%	N/A	N/A
Bank	671,095		11.70	%	344,279		6.00	%	487,729		8.50	%	459,039	8.00 %
Common equity tier 1 capital (1) (to risk-weighted assets)
Consolidated	632,760		11.11	%	258,900		4.50	%	402,733		7.00	%	N/A	N/A
Bank	671,095		11.70	%	258,209		4.50	%	401,659		7.00	%	372,969	6.50 %
Tier 1 capital (to average assets) (1)
Consolidated	690,183		8.88	%	310,825		4.00	%	310,825		4.00	%	N/A	N/A
Bank	671,095		8.64	%	310,539		4.00	%	310,539		4.00	%	388,174	5.00 %
(1) As defined by regulatory agencies

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Notes to Condensed Consolidated Financial Statements

(Unaudited)

(Table Dollar Amounts in Thousands, Except Per Share Data)

Note 14 – Off-Balance Sheet Arrangements, Commitments, and Contingencies

In the normal course of business, the Company is a party to financial instruments with off-balance sheet risk to meet the financing needs of its clients. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of amounts recorded in the consolidated balance sheets.

Commitments to extend credit are legally binding agreements to lend to a client, so long as there is no violation of any condition established in the commitment contract. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.

Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a client to a third party. The credit risk involved in issuing letters of credit is essentially the same as the credit risk involved in extending loan facilities to clients. The Company’s policy for obtaining collateral, and determining the nature of such collateral, is essentially the same as in the Company’s policies for making commitments to extend credit. The methodology for estimating the liability for unfunded loan commitments is consistent with the allowance for credit losses on loans.

The following table represents the commitments to extend credit and standby letters of credit as of September 30, 2025 and December 31, 2024 , respectively:


	September 30, 2025		December 31, 2024
Commitments to extend credit	$	1,165,657	$	1,018,302
Standby letters of credit	21,699		23,457
Total	$	1,187,356	$	1,041,759

Note 15 - Subsequent Events

On October 01, 2025 (the “Redemption Date”), Horizon redeemed the entire $ 56.5 million aggregate outstanding principal amount of the 2030 Notes. The 2030 Notes were redeemed pursuant to the terms of that certain Indenture, dated as of June 24, 2020, between Horizon and Wilmington Trust, National Association, as trustee, and the First Supplemental Indenture thereto dated as of June 24, 2020, at a redemption price equal to 100 % of the aggregate principal amount of the 2030 Notes, plus accrued and unpaid interest thereon to, but excluding, the Redemption Date (the “Redemption Price”). As provided in the notice of redemption, dated August 29, 2025, previously provided to the holders of the 2030 Notes, each such holder is entitled to receive the Redemption Price upon surrender of the 2030 Notes to the Trustee. To complete the redemption, Horizon used the net proceeds from the issuance of the 2035 Notes that closed on August 29, 2025.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward–Looking Statements

This report contains certain forward–looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to Horizon Bancorp, Inc. (“Horizon” or the “Company”) and Horizon Bank (the “Bank”). Horizon intends such forward–looking statements to be covered by the safe harbor provisions for forward–looking statements contained in the Private Securities Reform Act of 1995, and is including this statement for the purposes of these safe harbor provisions. Statements in this report should be considered in conjunction with the other information available about Horizon, including the information in the other filings we make with the Securities and Exchange Commission. The forward–looking statements are based on management’s expectations and are subject to a number of risks and uncertainties. We have tried, wherever possible, to identify such statements by using words such as “anticipate,” “expect,” “estimate,” “project,” “intend,” “plan,” “believe,” “could,” “will” and similar expressions in connection with any discussion of future operating or financial performance. Although management believes that the expectations reflected in such forward–looking statements are reasonable, actual results may differ materially from those expressed or implied in such statements.

Actual results may differ materially, adversely or positively, from the expectations of the Company that are expressed or implied by any forward–looking statement. Risks, uncertainties, and factors that could cause the Company’s actual results to vary materially from those expressed or implied by any forward–looking statement include but are not limited to:

• effects on Horizon’s business resulting from new U.S. domestic or foreign governmental trade measures, including but not limited to tariffs, import and export controls, foreign exchange intervention accomplished to offset the effects of trade policy or in response to currency volatility, and other restrictions on free trade;

• uncertain conditions within the domestic and international macroeconomic environment, including trade policy, monetary and fiscal policy, and conditions in the investment, credit, interest rate, and derivatives markets, and their impact on Horizon and its customers;

• current financial conditions within the banking industry;

• the impact of continued partial shutdown of the U.S. government;

• changes in the level and volatility of interest rates, spreads on earning assets and interest bearing liabilities, and interest rate sensitivity;

• the aggregate effects of elevated inflation levels in recent years;

• loss of key Horizon personnel;

• macroeconomic conditions and their impact on Horizon and its customers;

• the increasing use of Bitcoin and other crypto currencies and/or stable coin and the possible impact these alternative currencies may have on deposit disintermediation and income derived from payment systems;

• risks related to the development and use of artificial intelligence (AI);

• the effect of interest rates on net interest rate margin and their impact on mortgage loan volumes and the outflow of deposits;

• increases in disintermediation, as new technologies allow consumers to complete financial transactions without the assistance of banks;

• potential loss of fee income, including interchange fees, as new and emerging alternative payment platforms (e.g., Apple Pay or Bitcoin) take a greater market share of the payment systems;

• estimates of fair value of certain of Horizon’s assets and liabilities;

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

• volatility and disruption in financial markets;

• changes in prepayment speeds, loan originations, credit losses and market values, collateral securing loans and other assets;

• changes in sources of liquidity;

• potential risk of environmental liability related to lending and acquisition activities;

• changes in the competitive environment in Horizon’s market areas and among other financial service providers;

• legislation and/or regulation affecting the financial services industry as a whole, and Horizon and its subsidiaries in particular;

• changes in regulatory supervision and oversight, including monetary policy and capital requirements;

• changes in accounting policies or procedures as may be adopted and required by regulatory agencies;

• litigation, regulatory enforcement, tax, and legal compliance risk and costs, as applicable generally and specifically to the financial and fiduciary (generally and as an ESOP fiduciary) environment, especially if materially different from the amount we expect to incur or have accrued for, and any disruptions caused by the same;

• the effects and costs of governmental investigations or related actions by third parties;

• rapid technological developments and changes;

• the risks presented by cyber terrorism and data security breaches;

• the rising costs of effective cybersecurity;

• containing costs and expenses;

• the ability of the U.S. federal government to manage federal debt limits;

• the risks of expansion through mergers and acquisitions, including unexpected credit quality problems with acquired loans, difficulty integrating acquired operations and material differences in the actual financial results of such transactions compared with Horizon’s initial expectations, including the full realization of anticipated cost savings; and

• acts of terrorism, war and global conflicts, such as the Russia-Ukraine conflict and continued unrest in the Middle East, and the potential impact they may have on supply chains, the availability of commodities, commodity prices, and the overall U.S. and global financial markets.

The foregoing list of important factors is not exclusive, and you are cautioned not to place undue reliance on these forward–looking statements, which speak only as of the date of this document or, in the case of documents incorporated by reference, the dates of those documents. We do not undertake to update any forward–looking statements, whether written or oral, that may be made from time to time by us or on our behalf. For a detailed discussion of the risks and uncertainties that may cause our actual results or performance to differ materially from the results or performance expressed or implied by forward–looking statements, see “Risk Factors” in Item 1A of Part I of our 2024 Annual Report on Form 10–K, in Item 1A of Part II of this Quarterly Report on Form 10–Q, and in the subsequent reports we file with the SEC.

Critical Accounting Estimates

The notes to the consolidated financial statements included in Item 8 of the Company’s 2024 Annual Report on Form 10–K contain a summary of the Company’s significant accounting policies. Certain of these policies are important to the portrayal of the Company’s financial condition, since they require management to make difficult, complex or subjective judgments, some of which may relate to matters that are inherently uncertain. The Company considers these policies to be its critical accounting estimates. Management has identified as critical accounting policies the allowance for credit losses, goodwill and intangible assets, mortgage servicing rights, hedge accounting and valuation measurements.

For additional information regarding critical accounting estimates, see Note 1 – Nature of Operations and Summary of Significant Accounting Policies included in Item 8 of the Company’s Annual Report on Form 10-K for the year ended

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

December 31, 2024. There have been no material changes in the Company’s application of critical accounting estimates since December 31, 2024.

Results of Operations

Net Income

Net Income decreased $240.2 million, to a net loss of $222.0 million, or $(4.69) per diluted share, during the three months ended September 30, 2025 when compared to net income of $18.2 million, or $0.41 per diluted share, for the s ame period in 2024. The decrease in net income when compared with the prior year period reflects a decrease in non-interest income of $306.8 million, of which $299.1 million related to a loss on sale of investment securities, and an increase in non-interest expense of $13.7 million, primarily owed to prepayment penalties on the redemption of borrowings. The decrease was partially offset by an increase in interest income of $1.9 million, a decrease of in interest expense of $9.5 million and an decrease in tax expense of $64.3 million.

Net Income decreased $223.7 million, to a net loss of $177.4 million, or $(3.94) per diluted share, during the nine months ended September 30, 2025, compared to net income of $46.3 million, or $1.05 per share, for the same period in 2024 . The decrease from the year ago period was primarily a result of a decrease in non-interest income of $299.8 million, of which $299.5 million related to a loss on sale of investment securities, and an increase in non-interest expense of $17.8 million primarily related to the prepayment penalties, partially offset by a decrease in interest expense of $20.2 million, an increase in interest income of $10.4 million and a decrease in tax expense of $59.4 million, to a net credit of $56.4 million.

Net Interest Income

Net interest income increased $11.5 million, or 24.5% during the three months ended September 30, 2025 , to $58.4 million, when compared to the same period in 2024. While average earning assets decreased, the reported net FTE interest margin 1 increased by 86 basis points, to 3.52% for the three months ended September 30, 2025 compared to the prior year period, attributable to the favorable mix shift in both average interest earning assets toward higher-yielding loans, and the funding mix toward lower cost deposit liabilities. Additionally, loan and securities yields have expanded while deposit costs have declined when compared with the comparable year ago period. Interest accretion from the fair value of acquired loans did not contribute significantly to net interest income, or net FTE interest margin 1 , in either comparable period.

Net interest income increased $30.5 million during the nine months ended September 30, 2025 , to $166.0 million when compared to the same period in 2024. While average earning asset balances declined, the reported net FTE interest margin 1 increased by 66 basis points, to 3.26% for the nine months ended September 30, 2025 when compared to the prior year period. The primary driver of the increase in net interest income compared with the prior year period is attributable to the favorable mix shift in both average interest earning assets toward higher-yielding loans, and the funding mix toward lower cost deposit liabilities. Additionally, loan and securities yields have expanded while deposit costs have declined when compared with the comparable year ago period.

1 Non-GAAP financial metric. See non-GAAP reconciliation included herein for the most directly comparable GAAP measure.

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

Following are the average balance sheets for the three months ended (dollars in thousands):


	Average Balance Sheet
	(Dollars in Thousands, Unaudited)
	Three Months Ended
	September 30, 2025						September 30, 2024
	Average Balance (6)		Interest (5)		Average Rate		Average Balance (6)		Interest (5)		Average Rate
Assets
Interest earning assets
Interest earning deposits (incl. Fed Funds Sold)	$	185,665	$	2,062	4.41	%	$	73,524	$	957	5.18	%
Federal Home Loan Bank stock (1)	45,549		862		7.51	%	53,826		1,607		11.88	%
Investment securities - taxable (2)	792,829		5,769		2.89	%	1,301,830		6,526		1.99	%
Investment securities - non-taxable (2)	763,488		5,799		3.01	%	1,125,295		7,987		2.82	%
Total investment securities	1,556,317		11,568		2.95	%	2,427,125		14,513		2.38	%
Loans receivable (3) (4)	4,979,211		79,941		6.37	%	4,775,788		75,828		6.32	%
Total interest earning assets	$	6,766,742	94,433		5.54	%	$	7,330,263	92,905		5.04	%
Non-interest earning assets
Cash and due from banks	83,616						108,609
Allowance for credit losses	(54,072)						(52,111)
Other assets	501,590						471,259
Total average assets	$	7,297,876					$	7,858,020

Liabilities and Stockholders' Equity
Interest bearing liabilities
Interest bearing demand deposits	$	1,708,446	$	6,687	1.55	%	$	1,656,576	$	7,370	1.77	%
Saving and money market deposits	1,636,428		8,204		1.99	%	1,729,601		10,986		2.53	%
Time deposits	1,198,279		10,835		3.59	%	1,189,148		12,431		4.16	%
Total Deposits	4,543,153		25,726		2.25	%	4,575,325		30,787		2.68	%
Borrowings	601,889		5,535		3.65	%	1,149,952		10,221		3.54	%
Repurchase agreements	88,721		389		1.74	%	123,524		910		2.93	%
Subordinated notes	91,032		1,731		7.54	%	55,681		830		5.93	%
Junior subordinated debentures issued to capital trusts	57,602		1,069		7.36	%	57,389		1,230		8.53	%
Total interest bearing liabilities	5,382,397		34,450		2.54	%	5,961,871		43,978		2.93	%
Non-interest bearing liabilities
Demand deposits	1,120,719						1,083,214
Accrued interest payable and other liabilities	63,103						74,563
Stockholders' equity	731,657						738,372
Total average liabilities and stockholders' equity	$	7,297,876					$	7,858,020
Net FTE interest income (Non-GAAP) (5)			$	59,983					$	48,927
Less FTE adjustments (5)			1,597						2,017
Net Interest Income			$	58,386					$	46,910
Net FTE interest margin (Non-GAAP) (5)					3.52	%					2.66	%
(1) Includes dividend income on FHLB stock.
(2) Securities balances represent daily average balances for the fair value of securities. The average rate is calculated based on the daily average balance for the amortized cost of securities.
(3) Includes fees on loans held for sale and held for investment. The inclusion of loan fees does not have a material effect on the average interest rate.
(4) Non-accruing loans for the purpose of the computation above are included in the daily average loan amounts outstanding. Loan totals are shown net of unearned income and deferred loan fees.
(5) Management believes fully taxable equivalent, or FTE, interest income is useful to investors in evaluating the Company's performance as a comparison of the returns between a tax-free investment and a taxable alternative. The Company adjusts interest income and average rates for tax-exempt loans and securities to an FTE basis utilizing a 21% tax rate
(5) Non-GAAP financial metric. See non-GAAP reconciliation included herein for the most directly comparable GAAP measure.
(6) Average balances are calculated on a daily average basis

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

Following are the average balance sheets for the six months ended (dollars in thousands):


	Average Balance Sheet
	(Dollars in Thousands, Unaudited)
	Nine Months Ended
	September 30, 2025						September 30, 2024
	Average Balance (6)		Interest (5)		Average Rate		Average Balance (6)		Interest (5)		Average Rate
Assets
Interest earning assets
Interest earning deposits (incl. Fed Funds Sold)	160,465		5,380		4.48	%	153,178		6,192		10.10	%
Federal Home Loan Bank stock (1)	47,554		2,948		8.29	%	48,553		3,911		10.76	%
Investment securities - taxable (2)	908,061		15,663		2.31	%	1,312,421		19,570		1.99	%
Investment securities - non-taxable (2)	993,516		21,343		2.87	%	1,135,734		24,225		2.85	%
Total investment securities	1,901,577		37,006		2.60	%	2,448,155		43,795		2.39	%
Loans receivable (3) (4)	4,938,985		233,781		6.33	%	4,629,363		215,343		6.21	%
Total interest earning assets	7,048,581		279,115		5.29	%	7,279,249		269,241		4.94	%
Non-interest earning assets
Cash and due from banks	86,162						107,578
Allowance for credit losses	(52,840)						(50,806)
Other assets	486,091						485,693
Total average assets	$	7,567,994					$	7,821,714

Liabilities and Stockholders' Equity
Interest bearing liabilities
Interest bearing demand deposits	1,728,715		19,982		1.55	%	1,657,267		21,078		1.70	%
Saving and money market deposits	1,654,155		24,667		1.99	%	1,690,837		30,245		2.39	%
Time deposits	1,214,697		32,730		3.60	%	1,166,968		35,901		4.11	%
Total Deposits	4,597,567		77,379		2.25	%	4,515,072		87,224		2.58	%
Borrowings	813,713		22,085		3.63	%	1,178,180		31,403		3.56	%
Repurchase agreements	88,417		1,198		1.81	%	128,887		2,871		2.98	%
Subordinated notes	67,652		3,389		6.70	%	55,629		2,490		5.98	%
Junior subordinated debentures issued to capital trusts	57,550		3,429		7.97	%	57,334		3,668		8.55	%
Total interest bearing liabilities	5,624,899		107,480		2.55	%	5,935,102		127,656		2.87	%
Non-interest bearing liabilities
Demand deposits	1,107,304						1,080,367
Accrued interest payable and other liabilities	68,813						79,154
Stockholders' equity	766,978						727,091
Total average liabilities and stockholders' equity	$	7,567,994					$	7,821,714
Net FTE interest income (Non-GAAP) (5)			171,635						141,585
Less FTE adjustments (5)			5,626						6,108
Net Interest Income			$	166,009					$	135,477
Net FTE interest margin (Non-GAAP) (5)					3.26	%					2.60	%
(1) Includes dividend income on FHLB stock.
(2) Securities balances represent daily average balances for the fair value of securities. The average rate is calculated based on the daily average balance for the amortized cost of securities.
(3) Includes fees on loans held for sale and held for investment. The inclusion of loan fees does not have a material effect on the average interest rate.
(4) Non-accruing loans for the purpose of the computation above are included in the daily average loan amounts outstanding. Loan totals are shown net of unearned income and deferred loan fees.
(5) Management believes fully taxable equivalent, or FTE, interest income is useful to investors in evaluating the Company's performance as a comparison of the returns between a tax-free investment and a taxable alternative. The Company adjusts interest income and average rates for tax-exempt loans and securities to an FTE basis utilizing a 21% tax rate
(5) Non-GAAP financial metric. See non-GAAP reconciliation included herein for the most directly comparable GAAP measure.
(6) Average balances are calculated on a daily average basis

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

The following table illustrates the impact of changes in the volume of interest earning assets and interest bearing liabilities and interest rates on net interest income for the periods indicated.


	Three Months Ended September 30, 2025 vs. Three Months Ended September 30, 2024						Nine Months Ended September 30, 2025 vs. Nine Months Ended September 30, 2024
	Total Change		Change Due To Volume		Change Due To Rate		Total Change		Change Due To Volume		Change Due To Rate
Interest Income
Interest-bearing deposits in banks	$	1,105	$	1,265	$	(160)	$	(812)	$	528	$	(1,340)
Federal Home Loan Bank stock	(745)		(221)		(524)		(963)		(79)		(884)
Investment securities - taxable	(757)		(3,088)		2,331		(3,907)		(6,662)		2,755
Investment securities - non-taxable	(2,188)		(2,717)		529		(2,882)		(3,055)		173
Loans receivable	4,113		3,262		851		18,438		14,614		3,824
Total interest income	1,528		(1,499)		3,027		9,874		5,346		4,528
Interest Expense
Interest-bearing demand deposits	(683)		226		(909)		(1,096)		885		(1,981)
Savings and money market savings deposits	(2,782)		(569)		(2,213)		(5,578)		(645)		(4,933)
Time deposits	(1,596)		95		(1,691)		(3,171)		1,427		(4,598)
Borrowings	(4,686)		(5,031)		345		(9,318)		(9,885)		567
Repurchase agreements	(521)		(214)		(307)		(1,673)		(747)		(926)
Subordinated notes	901		629		272		899		580		319
Junior subordinated debentures issued to capital trusts	(161)		5		(166)		(239)		14		(253)
Total interest expense	(9,528)		(4,859)		(4,669)		(20,176)		(8,371)		(11,805)
Net FTE interest income (Non-GAAP)	11,056		3,360		7,696		30,050		13,717		16,333
Less change in FTE adjustments	(420)						(482)
Net Interest Income	$	11,476					$	30,532

Non-Interest Income


	Three Months Ended								Nine Months Ended
	September 30,		September 30,						September 30,		September 30,
(Dollars in Thousands)	2025		2024		$ Change		% Change		2025		2024		$ Change		% Change
Non-interest (Loss) Income
Service charges on deposit accounts	$	3,474	$	3,320	$	154	5	%	$	9,890	$	9,664	$	226	2	%
Wire transfer fees	71		123		(52)		(42)	%	211		337		(126)		(37)	%
Interchange fees	3,510		3,511		(1)		—	%	10,154		10,446		(292)		(3)	%
Fiduciary activities	1,363		1,394		(31)		(2)	%	3,940		4,081		(141)		(4)	%
Loss on sale of investment securities	(299,132)		—		(299,132)		—	%	(299,538)		—		(299,538)		—	%
Gain on sale of mortgage loans	1,208		1,622		(414)		(26)	%	3,503		3,144		359		11	%
Mortgage servicing income net of impairment	351		412		(61)		(15)	%	1,111		1,301		(190)		(15)	%
Increase in cash value of bank owned life insurance	379		349		30		9	%	1,060		965		95		10	%
Other income (loss)	(6,558)		780		(7,338)		(941)	%	1,756		1,987		(231)		(12)	%
Total non-interest (loss) income	$	(295,334)	$	11,511	$	(306,845)	(2666)	%	$	(267,913)	$	31,925	$	(299,838)	(939)	%

Total non-interest income decreased $306.8 million, to a net loss of $295.3 million for the three months ended September 30, 2025 compared to the same period in 2024 and decreased $299.8 million, to a net loss of $267.9 million for the nine

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

months ended September 30, 2025 compared to the same period in 2024. The primary components of the change were as follows:

Loss on sale of investment securities increased by $299.1 million for the three months ended September 30, 2025 compared to zero in the comparable period in 2024, and a increased by $299.5 million for the nine months ended September 30, 2025 compared to zero in the comparable period in 2024. The increase was primarily due to the sale of investment securities during the third quarter of 2025 related to the Company's balance sheet repositioning efforts.

Other income, which includes various miscellaneous income items as well as fair market value adjustments to certain other assets, decreased by $7.3 million, to a loss of $6.6 million for the three months ended September 30, 2025, compared to the same period in 2024. The decrease was primarily related to the pre-tax loss of $7.7 million on the sale of the Company's Indirect Auto portfolio related to the balance sheet repositioning efforts. Other income for the nine months ended September 30, 2025 included the pre-tax gain of $7.0 million on the sale of the Company's mortgage warehouse business in the first quarter of 2025.

Gain on sale of mortgage loans decreased by $0.4 million for the three months ended September 30, 2025 compared to the same period in 2024, driven lower realized gain-on-sale margins, and increased by $0.4 million for the nine months ended September 30, 2025, as compared to the same periods in 2024, driven by the increased volume of sold loans.

Non-Interest Expense


	Three Months Ended								Nine Months Ended
	September 30,		September 30,						September 30,		September 30,
(Dollars in Thousands)	2025		2024		$ Change		% Change		2025		2024		$ Change		% Change
Non-interest Expense
Salaries and employee benefits	$	22,698	$	21,829	$	869	4	%	$	67,843	$	62,680	$	5,163	8	%
Net occupancy expenses	3,321		3,207		114		4	%	10,149		9,945		204		2	%
Data processing	2,933		2,977		(44)		(2)	%	8,757		8,020		737		9	%
Professional fees	808		676		132		20	%	2,369		1,997		372		19	%
Outside services and consultants	3,844		3,677		167		5	%	10,387		10,094		293		3	%
Loan expense	1,237		1,034		203		20	%	3,157		2,791		366		13	%
FDIC insurance expense	1,345		1,204		141		12	%	3,849		3,839		10		—	%
Core deposit intangible amortization	706		844		(138)		(16)	%	2,338		2,560		(222)		(9)	%
Merger related expense	—		—		—		—	%	305		—		305		100	%
Prepayment penalties	12,680		—		12,680		100	%	12,680		—		12,680		100	%
Other losses	131		297		(166)		(56)	%	605		828		(223)		(27)	%
Other expense	3,249		3,527		(278)		(8)	%	9,239		11,147		(1,908)		(17)	%
Total non-interest expense	$	52,952	$	39,272	$	13,680	35	%	$	131,678	$	113,901	$	17,777	16	%

Non-interest expense increased $13.7 million for the three months ended September 30, 2025 compared to the same period in 2024. Non-interest expense increased $17.8 million for the nine months ended September 30, 2025 compared to the same period in 2024, the primary components of the change were as follows:

Prepayment penalties increased $12.7 million for the three and nine months ended September 30, 2025 when compared to the same period in 2024. The increase was driven by a $12.7 million prepayment penalty related to the payoff of $700 million in FHLB advances during the quarter as part of the Company's balance sheet repositioning.

Salaries and employee benefits expense increased by $0.9 million for the three months ended September 30, 2025 when compared to the same period a year ago. Salaries and employee benefits expense increased by $5.2 million for the nine

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

months ended September 30, 2025 compared to the same period in 2024. T he increase is partially attributable to growth in salary expense related to ongoing hiring efforts in revenue generating roles in commercial lending, equipment finance and treasury management, and higher incentive compensation accruals. Additionally, the prior comparable period benefited from a favorable expense adjustment on a legacy compensation program that was terminated in the fourth quarter of 2024.

Other expenses, which includes corporate and other service expenses, decreased by $0.3 million for the three months ended September 30, 2025 when compared to the same period a year ago and $1.9 million for the nine months ended September 30, 2025 compared to the same period in 2024. This decrease was partially due to decreases in marketing and advertising expenses.

Provision and Allowance for Credit Losses


	Three Months Ended				Nine Months Ended
	September 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
Allowance for Credit Losses on Loans
Balance at beginning of period	$	54,399	$	52,215	$	51,980	$	50,029
Provision for credit losses on loans	(3,390)		1,044		152		4,128
Net loan (charge-offs) recoveries:
Commercial	$	(294)	$	52	$	(331)	$	167
Residential Real estate	(20)		9		(26)		18
Mortgage warehouse	—		—		—		—
Consumer	(517)		(439)		(1,597)		(1,461)
Total net loan (charge-offs) recoveries	$	(831)	$	(378)	$	(1,954)	$	(1,276)
Balance at end of period	$	50,178	$	52,881	$	50,178	$	52,881

Liability for Unfunded Lending Commitments
Balance at beginning of period	$	2,312	$	705	$	2,149	$	615
Provision (reversal) for credit losses on unfunded lending commitments	(41)		—		705		90
Balance at end of period	$	2,271	$	705	$	2,854	$	705
Allowance for Credit Losses on Loans and Liability for Unfunded Lending Commitments	$	52,449	$	53,586	$	53,032	$	53,586

Horizon assesses the adequacy of its Allowance for Credit Losses (“ACL”) by regularly reviewing the performance of its loan portfolio against various economic backdrops, which periodically change. During the three months ended September 30, 2025, the Company recorded a benefit for credit losses on loans of $3.4 million. This compares to a provision for credit losses on loans of $1.0 million compared to the same period in 2024. The decrease in the provision for credit losses on loans when compared to the year ago period was primarily attributable to the release of approximately $3.1 million in total Allowance against the sold portion of the indirect auto portfolio, and well as the continued improvement in the Company's historical loss metrics. The benefit for credit losses in total was $3.6 million for three months ended September 30, 2025 compared to a provision for credit losses of $1.0 million for the same period in 2024. The total provision, other than loans, benefitted from the release of the $0.2 million reserve against the previous Held-To-Maturity investment portfolio for three months ended September 30, 2025.

For the three months ended September 30, 2025, net loan charge-offs increased by $0.5 million to $0.8 million, compared to $0.4 million during the same period in 2024. The increase in charge-offs was primarily due to increases in charge-offs in the commercial portfolio.

The Company’s allowance for credit losses as a percentage of period-end loans HFI was 1.04% at September 30, 2025, compared to 1.10% at September 30, 2024.

As of September 30, 2025, the liability for unfunded lending commitments was $2.3 million compared to $0.7 million as of September 30, 2024.

Table of Contents

HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

Income Taxes

The Company’s income tax benefit for the three months ended September 30, 2025 was $64.3 million compared to $0.1 million for the same period in 2024. The Company’s income tax benefit for the nine months ended September 30, 2025 was $56.4 million compared to a tax expense of $3.0 million for the same period in 2024. The net credit position for the three and nine months ended September 30, 2025 is attributable to the pre-tax loss generated from the Company's balance sheet repositioning efforts in the third quarter of 2025.

The effective income tax rates differed from the U.S. statutory federal income tax rates of 21% during the comparable periods primarily due to the effect of tax exempt income from securities, loans, and life insurance policies, and net tax benefits from tax credit investments.

Financial Condition

Total assets decreased by $1.1 billion, or 14.0%, as of September 30, 2025, from $7.8 billion as of December 31, 2024. The decrease in total assets is primarily due to the Company's balance sheet repositioning efforts, which resulted in a decrease in total investment securities of $1.2 billion and a decrease in loans held for investment of $21.6 million. Additionally, the decrease is related to a decrease in loans held for sale of $65.7 million, to $1.9 million as a result of the Company's sale of its mortgage warehouse business in the first quarter of 2025. The decrease was partially offset by an increase in cash and cash equivalents of $164.8 million, or 56.2%, to $458.3 million as of September 30, 2025.

Total investment securities decreased $1.2 billion, or 58.0%, to $0.9 billion as of September 30, 2025 when compared to balances as of December 31, 2024. During the quarter, the Company moved its entire held to maturity securities portfolio to available for sale, sold approximately $1.7 billion in book value and reinvested approximately $580 million of the proceeds in the available for sale portfolio, resulting in a net increase in available for sale securities of $649.6 million as of September 30, 2025.

Total loans HFI decreased $23.4 million to $4.8 billion as of September 30, 2025 compared to balances as of December 31, 2024, due to the continued run-off of consumer balances and the sale of approximately $176 million of the Company's indirect auto portfolio during the third quarter of 2025. The decrease was partially offset by organic commercial loan growth of $278.4 million. The company continues to maintain a balanced growth profile across various geographies, products and industries, and holds a diverse lending portfolio consisting primarily of commercial real estate, consumer, residential and commercial and industrial portfolios.

Total deposit balances decreased by $79.8 million, or 1.4%, to $5.5 billion as of September 30, 2025 when compared to balances as of December 31, 2024. The decrease was driven by the ongoing balance sheet repositioning efforts, which led to a decline of approximately $275 million in high-cost transactional deposit balances during the third quarter of 2025, which were partially offset by growth non-interest bearing balances, commercial interest-bearing balances and time deposit balances. The Company maintains a granular and tenured deposit base, with a continued focus on core commercial and consumer deposit gathering.

Total borrowings decreased by $985.1 million, or 79.9%, to $247.2 million as of September 30, 2025 when compared to balances as of December 31, 2024. The decrease is due to the payoff of $700 million in FHLB advances related to the balance sheet repositioning and additional de-leveraging activities during the first quarter of 2025.

Subordinated notes balances increased by $98.3 million to $154.0 million as of September 30, 2025 when compared to balances as of December 31, 2024. The increase is due to the Company's $100.0 million offering, which closed on August 29, 2025. Subsequent to quarter end, on October 1, 2025, the Company redeemed the remaining $56.5 million subordinated note issuance previously outstanding (See Note 15 - Subsequent events).

Other assets balances increased by $73.6 million to $226.2 million as of September 30, 2025, when compared to balances as of December 31, 2024. The increase is due to a $66.4 million increase in taxes receivable, due to the net loss generated

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

by the balance sheet repositioning activities in the third quarter, and an increase of $9.8 million in security receivables, related to the timing of the settlements of the security sales during the third quarter. The increase was partially offset by fluctuations in the remaining other assets balances.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

Investment securities are comprised of the following as of (dollars in thousands):


	September 30, 2025				December 31, 2024
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Available for sale
U.S. Treasury, federal agencies, and government sponsored agencies	$	31,836	$	31,836	$	2,258	$	1,801
State and municipal	354,290		315,328		243,521		201,834
U.S. government agency mortgage-backed securities	491,207		493,902		17,984		14,543
Private labeled mortgage-backed pools	—		—		—		—
Corporate notes	48,750		42,176		18,259		15,499
Total available for sale investment securities	$	926,083	$	883,242	$	282,022	$	233,677

Held to maturity
U.S. Treasury, federal agencies, and government sponsored agencies	$	—	$	—	$	278,383	$	239,130
State and municipal	—		—		1,048,862		866,706
U.S. government agency mortgage-backed securities	—		—		349,726		294,822
Private labeled mortgage–backed pools	—		—		29,278		25,320
Corporate notes	—		—		161,599		140,290
Total held to maturity investment securities	$	—	$	—	$	1,867,848	$	1,566,268

Investment securities available for sale increased $649.6 million since December 31, 2024 to $883.2 million and securities held to maturity, net of the allowance for credit losses, decreased $1.9 billion when compared to balances as of December 31, 2024 to zero as of September 30, 2025. During the quarter, the Company moved its entire held to maturity securities portfolio to available for sale, sold approximately $1.7 billion in book value and reinvested approximately $580 million of the proceeds in the available for sale portfolio as of September 30, 2025.

Credit Quality

The ACL balance at September 30, 2025 was $50.2 million, or 1.04% of period-end loans HFI compared to an ACL balance of $52.0 million at December 31, 2024 or 1.07% of loans HFI. The decrease in the ACL was primarily attributable to the release of approximately $3.1 million in total Allowance against the sold portion of the Indirect Auto portfolio. Additionally, the Provision benefitted from continued improvement in the Company's historical loss metrics. These favorable items were partially offset by net growth in Commercial Loans HFI and a modest increase in specific reserves.

As of September 30, 2025, total non-accrual loans increased by $3.6 million, or 13.8%, from December 31, 2024 , to 0.61% of total loans HFI. Total non-performing assets increased $8.3 million, or 30%, from December 31, 2024 , to 0.53% of total asset s.

During the nine months ended September 30, 2025, net charge-offs were $2.0 million , or 5 basis points annualized of average loans in the period, a change from $0.9 million , or 4 basis point annualized of average loans in the year ago comparable period.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024


	Credit Quality
	(Dollars in Thousands Except Ratios, Unaudited)
	Quarter Ended
	September 30,			December 31,
	2025			2024
Non-accrual loans
Commercial	$	12,303		$	5,658
Residential Real estate	9,256			11,215

Consumer	7,799			8,919
Total non-accrual loans	$	29,358		$	25,792
90 days and greater delinquent - accruing interest	$	1,608		$	1,166
Total non-performing loans	$	30,966		$	26,958
Other real estate owned
Commercial	$	272		$	407
Residential Real estate	769			—

Consumer	480			17
Total other real estate owned	$	1,521		$	424

Other non-performing assets (1)	$	3,228		$	—

Total non-performing assets	$	35,715		$	27,382

Net charge-offs (recoveries)
Commercial	$	294		$	(32)
Residential Real estate	19			(10)

Consumer	518			668
Total net charge-offs	$	831		$	626

Allowance for credit losses
Commercial	$	34,390		$	30,953
Residential Real estate	3,082			2,715

Consumer	12,706			18,312
Total allowance for credit losses	$	50,178		$	51,980

Credit quality ratios
Non-accrual loans to HFI loans	0.61		%	0.53		%
Non-performing assets to total assets	0.53		%	0.35		%
Annualized net charge-offs of average total loans	0.07		%	0.05		%
Allowance for credit losses to HFI loans	1.04		%	1.07		%
Allowance for credit losses to non-performing loans	162.04		%	192.82		%
(1) Other non-performing assets consist of a single available for sale security placed on non-accrual status in the third quarter of 2025.

Liquidity

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the Three and Nine months ended September 30, 2025 and 2024

The Bank maintains a stable base of core deposits provided by long–standing relationships with individuals and local businesses. These deposits are the principal source of liquidity for Horizon. Other sources of liquidity for Horizon include earnings, loan repayment, investment security sales and maturities, proceeds from the sale of residential mortgage loans, unpledged investment securities and borrowing relationships with correspondent banks, including the FHLB. At September 30, 2025, in addition to liquidity available from the normal operating, funding, and investing activities of Horizon, the Bank had approximately $1.52 billion in unused credit lines with various money center banks, including the FHLB and the FRB Discount Window compared to $1.70 billion at December 31, 2024.

The cash flows from the operating, investing and financing activities of the Company resulted in a net increase in cash, cash equivalents and restricted cash of $164.8 million during the nine months ended September 30, 2025, as reported in the consolidated statements of cash flows in this report. Operating activities, consisting mainly of net loss adjusted for certain non-cash items, provided cash flow of $45.7 million and have historically been a stable source of funds. Investing activities, which occur mainly in the loan and investment securities portfolios, provided cash of $1.0 billion mainly due to the balance sheet repositioning of the securities portfolio, which provided proceeds from sales of AFS securities of $1.4 billion, partially offset by purchases of AFS securities of $583.5 million. Financing activities used cash of $906.6 million, largely resulting from the repayment of long-term borrowings of $1.1 billion and $21.3 million in dividends paid on common stock, partially offset by proceeds from issuance of common stock of $98.0 million and proceeds from issuance of subordinated debt of $95.8 million during the nine months ended September 30, 2025.

Capital Resources

The capital resources of Horizon and the Bank exceeded regulatory capital ratios for “well capitalized” banks at September 30, 2025. Stockholders’ equity totaled $660.8 million as of September 30, 2025, compared to $763.6 million as of December 31, 2024. The decrease in stockholders’ equity during the period was due to a decrease in retained earnings related to the third quarter balance sheet repositioning activities and cash dividend payments on outstanding common stock, partially offset by an increase in additional paid-in-capital from the proceeds of the Company's third quarter common stock offering.

As of September 30, 2025, the ratio of total stockholders’ equity to total assets is 9.84%. Book value per common share was $12.96, decreasing $4.50 compared to December 31, 2024 .

Tangible common equity 1 totaled $497.7 million at September 30, 2025, and the ratio of tangible common equity to tangible assets 1 was 7.60% at September 30, 2025. Tangible book value, which excludes intangible assets from total equity, per common share 1 was $9.76, decreasing $3.92 compared to December 31, 2024 .

Horizon declared common stock dividends in the amount of $0.16 per share during the three months ended September 30, 2025 and $0.16 per share for the same period in 2024. The dividend payout ratio (dividends as a percent of basic earnings per share) was (12.18)% and 38.47% for the nine months ended September 30, 2025 and 2024, respectively. For additional information regarding dividends, see Horizon’s 2024 Annual Report on Form 10–K.

1 N on-GAAP financial metric. See Non-GAAP reconciliation included herein for the most directly comparable GAAP measure.

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the nine months ended September 30, 2025 and 2024

Use of Non-GAAP Financial Measures

In addition to financial measures presented in accordance with GAAP, this document refers to non-GAAP financial measures, which Horizon believes are helpful to investors and provide a greater understanding of our business and financial results without the impact of items or events that may obscure trends in the Company’s underlying performance. These measures are not necessarily comparable to similar measures that may be presented by other companies and should not be considered in isolation or as a substitute for the related GAAP measure. See the tables and other information below and contained elsewhere in this document for reconciliations of the non-GAAP information identified herein and its most comparable GAAP measures.


Non–GAAP Reconciliation of Net Fully-Taxable Equivalent ("FTE") Interest Margin
(Dollars in Thousands, Unaudited)
		Three Months Ended			Nine Months Ended
		September 30, 2025				September 30, 2024			September 30, 2025			September 30, 2024

Interest income (GAAP)	(A)	$	92,836			$	90,888		$	273,489		$	172,246
Taxable-equivalent adjustment:
Investment securities - tax exempt (1)		$	1,218			$	1,677		$	4,482		$	3,410
Loan receivable (2)		379				340			1,144			681
Total taxable-equivalent adjustment (3)		$	1,597			$	2,017		$	5,626		$	4,091
Interest income (non-GAAP)	(B)	$	94,433			$	92,905		$	279,115		$	176,337
Interest expense (GAAP)	(C)	$	34,450			$	43,978		$	107,480		$	83,678
Net interest income (GAAP)	(D) =(A) - (C)	$	58,386			$	46,910		$	166,009		$	88,568
Net FTE interest income (non-GAAP)	(E) = (B) - (C)	$	59,983			$	48,927		$	171,635		$	92,659
Average interest earning assets	(F)	$	6,766,742			$	7,330,263		$	7,048,581		$	7,253,342
Net FTE interest margin (non-GAAP)	(G) = (E*) / (F)	3.52		%		2.66		%	3.26		%	2.57		%

(1) The following represents municipal securities interest income for investment securities classified as available-for-sale and held-to-maturity
(2) The following represents municipal loan interest income for loan receivables classified as held for sale and held for investment
(3) Management believes fully taxable equivalent, or FTE, interest income is useful to investors in evaluating the Company's performance as a comparison of the returns between a tax-free investment and a taxable alternative. The Company adjusts interest income for tax-exempt loans and securities to an FTE basis utilizing a 21% tax rate
*Annualized

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis of Financial Condition

And Results of Operations

For the nine months ended September 30, 2025 and 2024


Non–GAAP Reconciliation of Tangible Common Equity to Tangible Assets
(Dollars in Thousands, Unaudited)
		Three Months Ended
		September 30, 2025			September 30, 2024

Total stockholders' equity (GAAP)	(A)	$	660,771		$	754,822
Intangible assets (end of period)	(B)	163,097			166,278
Total tangible common equity (non-GAAP)	(C) = (A) - (B)	$	497,674		$	588,544

Total assets (GAAP)	(D)	6,712,497			7,927,457
Intangible assets (end of period)	(B)	163,097			166,278
Total tangible assets (non-GAAP)	(E) = (D) - (B)	$	6,549,400		$	7,761,179

Tangible common equity to tangible assets (Non-GAAP)	(G) = (C) / (E)	7.60		%	7.58		%


Non–GAAP Reconciliation of Tangible Book Value Per Share
(Dollars in Thousands, Unaudited)
		Three Months Ended
		September 30, 2025		September 30, 2024

Total stockholders' equity (GAAP)	(A)	$	660,771	$	754,822
Intangible assets (end of period)	(B)	163,097		166,278
Total tangible common equity (non-GAAP)	(C) = (A) - (B)	$	497,674	$	588,544
Common shares outstanding	(D)	50,970,530		43,712,059
Tangible book value per common share (non-GAAP)	(E) = (C) / (D)	$	9.76	$	13.46

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HORIZON BANCORP, INC. AND SUBSIDIARIES

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest rate risk management focuses on monitoring and maintaining variances in the Company's net interest income profile due to changes in interests rates to within Board-approved policy limits. The Company primarily uses earnings simulation models to expose net interest income to 12- and 24- month sensitivities to various movements in rates. Simulations are modeled quarterly to include scenarios where market rates change instantaneously up or down in a parallel or non-parallel manner, which account for the periodic changes in the balance sheet composition. For further discussion of the Company’s market risk, see the Interest Rate Sensitivity section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Company’s 2025 Annual Report on Form 10-K.

The table below shows the modelled effects of an immediate and parallel shift in interest rates on the Company's net interest income profile over a one-year horizon versus the base case net interest income in a flat rate scenario. The simulation model assumes a static balance sheet over that twelve month period, and utilizes various non-maturity interest bearing deposit beta assumptions, based on the underlying products, ranging from 12% to 80% in the disclosed model outputs below. Deposit beta is an estimate for how quickly interest-bearing deposit pricing will change for a given change in interest rates. Because of limitations inherent in any approach used to measure interest rate risk, simulation results are not intended as a forecast of the actual effect of a change in market interest rates on our results, but rather to provide insight into our current interest rate exposure and to assist in the execution of appropriate asset/liability management strategies. As shown below, the model output would indicate that as of September 30, 2025, the Company's interest-bearing liabilities are projected to reprice at a slightly faster pace than interest-earning assets for the next 100 basis points of declining interest rates.


	September 30, 2025
(Dollars in thousands)	$ Change in Net Interest Income		% Change in Net Interest Income
200 basis points rising	$	3,208.0	1.2	%
100 basis points rising	1,695.0		0.7	%
100 basis points falling	$	686.0	0.3	%
200 basis points falling	(6,013.0)		(2.3)	%

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HORIZON BANCORP, INC. AND SUBSIDIARIES

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Based on an evaluation of disclosure controls and procedures as of September 30, 2025, Horizon’s Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of Horizon’s disclosure controls (as defined in Exchange Act Rule 13a–15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”)). Based on such evaluation, such officers have concluded that, as of the evaluation date, Horizon's disclosure controls and procedures are effective to ensure that the information required to be disclosed by Horizon in the reports it files under the Exchange Act is recorded, processed, summarized and reported within the time specified in Securities and Exchange Commission's rules and forms and are designed to ensure that information required to be disclosed in those reports is accumulated and communicated to management as appropriate to allow timely decisions regarding disclosures.

Changes in Internal Control Over Financial Reporting

Horizon’s management, including its Chief Executive Officer and Chief Financial Officer, also have concluded that during the fiscal quarter ended September 30, 2025, there have been no changes in Horizon’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, Horizon’s internal control over financial reporting.

HORIZON BANCORP, INC. AND SUBSIDIARIES

Part II – Other Information

ITEM 1. LEGAL PROCEEDINGS

The Company is involved in various claims, legal actions, and complaints which arise in the ordinary course of business. In the Company’s opinion, all such matters are adequately covered by insurance, are without merit, or are of such kind, or involve such amounts, that unfavorable disposition would not have a material adverse effect on the financial condition or results of operations of the Company.

ITEM 1A. RISK FACTORS

There have been no material changes from the factors previously disclosed under Item 1A of Horizon's Annual Report on Form 10–K for the fiscal year ended December 31, 2024.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(a) Unregistered Sales of Equity Securities: Not Applicable

(b) Use of Proceeds: Not Applicable

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not Applicable

ITEM 4. MINE SAFETY DISCLOSURES

Not Applicable

ITEM 5. OTHER INFORMATION

During the fiscal quarter ended September 30, 2025, none of our directors or officers informed us of the adoption or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408 of Regulation S-K.

ITEM 6. EXHIBITS

(a) Exhibits

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HORIZON BANCORP, INC. AND SUBSIDIARIES

Part II – Other Information


Exhibit No.	Description	Location
10.1	Underwriting Agreement, dated August 20,2025 by and between Horizon Bancorp, Inc., Keefe, Bruyette & Woods, Inc., A Stifel Company and Performance Trust Capital Partners, LLC.	Incorporated by reference to Exhibit 1.1 to Registrant’s Form 8-K filed on August 22, 2025
10.2	Indenture dated August 29, 2025, between Horizon Bancorp, Inc. and Wilmington Trust, National Association.	Incorporated by reference to Exhibit 4.1 to Registrant’s Form 8-K filed on August 29, 2025
10.3	Form of 7.00% Fixed-to-Floating Rate Subordinated Note due September 15, 2035 (included as Exhibit A-1 and Exhibit A-2 to Indenture.)	Incorporated by reference to Exhibit 4.2 to Registrant's Form 8-K filed on August 29, 2025
10.4	Form of Subordinated Note Purchase Agreement dated as of August 29, 2025, by and among Horizon Bancorp, Inc. and the Purchasers.	Incorporated by reference to Exhibit 10.1 to Registrant’s Form 8-K filed on August 29, 2025
10.5	Form of Registration Rights Agreement, dated August 29, 2025 by and among Horizon Bancorp, Inc. and the Purchasers.	Incorporated by reference to Exhibit 10.2 to Registrant's Form 8-K filed on August 29, 2025
31.1	Certification of Thomas M. Prame	Attached
31.2	Certification of John R. Stewart	Attached
32	Certification of Chief Executive and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Attached
101	Inline Interactive Data Files	Attached
104	The cover page from the Company’s Quarterly Report on Form 10–Q for the quarter ended September 30, 2025, has been formatted in Inline XBRL	Within the Inline XBRL document

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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 thereunto duly authorized.


						HORIZON BANCORP, INC.

November 10, 2025						/s/ Thomas M. Prame
Date						Thomas M. Prame
						Chief Executive Officer

November 10, 2025						/s/ John R. Stewart
Date						John R. Stewart
						Chief Financial Officer

TABLE OF CONTENTS

Part I Financial Information Item 1 Financial Statements Note 1 - Accounting Policies Note 2 Securities Note 3 Loans Note 4 Allowance For Credit and Loan Losses Note 5 Loan Servicing Note 6 Goodwill Note 7 Repurchase Agreements Note 8 Subordinated Notes Note 9 Derivative Financial Instruments Note 10 Disclosures About Fair Value Of Assets and Liabilities Note 11 Fair Value Of Financial Instruments Note 12 Stockholders' Equity Note 13 Regulatory Capital Note 14 Off-balance Sheet Arrangements, Commitments, and Contingencies Note 15 - Subsequent Events Item 2 Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II Other Information Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Equity Securities and Use Of Proceeds Item 3. Defaults Upon Senior Securities Item 4. Mine Safety Disclosures Item 5. Other Information Item 6. Exhibits

Exhibits

31.1 Certification of Thomas M. Prame Attached 31.2 Certification of John R. Stewart Attached 32 Certification of Chief Executive and Chief Financial Officer pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002 Attached

HBNC 10-Q Quarter ended Sept. 30, 2025

Exhibits