abtx-20220728
0001642081FALSE00016420812022-07-282022-07-28

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________
Form 8-K
____________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported): July 28, 2022
Allegiance Bancshares, Inc.
(Exact Name of Registrant as Specified in Charter)
Texas001-3758526-3564100
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification Number)
8847 West Sam Houston Parkway N., Suite 200, Houston, Texas 77040
(Address of Principal Executive Offices) (Zip Code)
(281) 894-3200
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
£Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
£Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
£Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Common Stock, par value $1.00 per shareABTXNASDAQ Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company £
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. £


Item 2.02. Results of Operations and Financial Condition.
On July 29, 2022, Allegiance Bancshares, Inc., the holding company of Allegiance Bank, issued a press release announcing its financial results for the second quarter 2022.  A copy of the press release, as well as a copy of the accompanying earnings presentation, are furnished as Exhibit 99.1 and Exhibit 99.2 hereto, respectively, and incorporated herein by reference.
As provided in General Instruction B.2 to Form 8-K, the information furnished in Item 2.02, Exhibit 99.1 and Exhibit 99.2 of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 8.01. Other Events.
Dividend Declaration
On July 28, 2022, the Board of Directors of Allegiance declared a cash dividend of $0.14 per share to be paid on September 15, 2022 to all shareholders of record as of August 31, 2022. The amount and timing of any future dividend payments to shareholders will be subject to the discretion of Allegiance’s Board of Directors.
Item 9.01. Financial Statements and Exhibits.
(d)    Exhibits. The following are furnished as exhibits to this Current Report on Form 8-K:
Exhibit NumberDescription of Exhibit
99.1
99.2
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
Forward-Looking Statements

Certain statements in this press release which are not historical in nature are intended to be, and are hereby identified as, "forward-looking statements" for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

These statements include, but are not limited to, statements about the benefits of the proposed merger of Allegiance Bancshares, Inc. (“Allegiance”) and CBTX, Inc. (“CBTX”), including future financial and operating results, statements related to the expected timing of the completion of the merger, the combined company's plans, business and growth strategies, objectives, expectations and intentions, and other statements that are not historical facts, including macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact economic trends, and any such variations may be material. Forward-looking statements may be identified by terminology such as "may," "will," "should," "scheduled," "plans," "intends," "anticipates," "expects," "believes," "estimates," "potential," or "continue" or negatives of such terms or other comparable terminology.

All forward-looking statements are subject to risks, uncertainties and other factors that may cause the actual results, performance or achievements of Allegiance or CBTX to differ materially from any results expressed or implied by such forward-looking statements. Such factors include, among others: (1) the risk that the cost savings and any revenue synergies from the merger may not be fully realized or may take longer than anticipated to be realized; (2) disruption to the parties' businesses as a result of the announcement and pendency of the merger; (3) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; (4) the risk that the integration of each party's operations will be materially delayed or will be more costly or difficult than expected or that the parties are otherwise unable to successfully integrate each party's businesses into the other's businesses; (5) the amount of the costs, fees, expenses and charges related to the merger; (6) the ability by each of Allegiance and CBTX to obtain required regulatory approvals of the merger (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the transaction); (7) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the merger; (8) the failure of the closing conditions in the merger agreement to be satisfied, or any unexpected delay in closing the merger; (9) the possibility that


the merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (10) the dilution caused by CBTX's issuance of additional shares of its common stock in the merger; (11) general competitive, economic, political and market conditions; and (12) other factors that may affect future results of Allegiance and CBTX including changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer borrowing, repayment, investment and deposit practices; the impact, extent and timing of technological changes; capital management activities; and other actions of the Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, Texas Department of Banking and Office of the Comptroller of the Currency and legislative and regulatory actions and reforms.

Additional factors which could affect future results of Allegiance and CBTX can be found in Allegiance's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, and CBTX's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, in each case filed with the SEC and available on the SEC's website at https://www.sec.gov. Each of Allegiance and CBTX disclaims any obligation and does not intend to update or revise any forward-looking statements contained in this communication, which speak only as of the date hereof, whether as a result of new information, future events or otherwise, except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.


SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Allegiance Bancshares, Inc.
Date: July 29, 2022By:/s/ Steven F. Retzloff
Steven F. Retzloff
Chief Executive Officer

 Document

Exhibit 99.1

http://api.rkd.refinitiv.com/api/FilingsRetrieval3/.68947027.gxc2ou1cv3xs000001a.jpg.ashx
PRESS RELEASE
Allegiance Bancshares, Inc.
8847 West Sam Houston Parkway N., Suite 200
Houston, Texas 77040
ir@allegiancebank.com                                                          
ALLEGIANCE BANCSHARES, INC. REPORTS
SECOND QUARTER 2022 RESULTS
•Core loan growth of $112.1 million, or 10.7% (annualized), to $4.32 billion as of June 30, 2022 compared to $4.20 billion as of March 31, 2022 and $355.4 million, or 9.0%, compared to June 30, 2021; core loans exclude Paycheck Protection Program (PPP) loans
•Net income and diluted earnings per share of $16.4 million and $0.80 for the second quarter 2022, respectively
•Board declared quarterly dividend of $0.14 per share of common stock
HOUSTON, July 29, 2022 - Allegiance Bancshares, Inc. (NASDAQ: ABTX) (Allegiance), the holding company of Allegiance Bank (the "Bank"), today reported net income of $16.4 million and diluted earnings per share of $0.80 for the second quarter 2022 compared to net income of $22.9 million and diluted earnings per share of $1.12 for the second quarter 2021. Net income for the six months ended June 30, 2022 was $35.1 million, or $1.71 per diluted share, compared to $40.9 million, or $2.01 per diluted share, for the six months ended June 30, 2021. The second quarter and six months ended June 30, 2022 results reflect the decreased impact of PPP loan revenue and included a normalized provision for credit losses compared to the recapture of provision for credit losses during the comparable periods in 2021. Additionally, noninterest expenses were elevated due to acquisition and merger-related expenses related to the pending merger of equals with CBTX, Inc. (“CBTX”) and increased operational losses recorded during the three and six months ended June 30, 2022.
“We are pleased with the overall results for the second quarter as we reported another record quarter of loan originations as core loans grew 10.7% (annualized),” said Steve Retzloff, Allegiance’s Chief Executive Officer. “Our team remains focused on delivering excellent customer service and our commitment to the communities we serve,” continued Retzloff.
“We continue to make significant progress developing the foundation for our pending merger of equals with CBTX. We are excited to have received approval from the Federal Deposit Insurance Corporation and the Texas Department of Banking along with the shareholders of both companies who supported the merger at their respective meetings during the quarter and look forward to continuing to drive and deliver strong performance results for them as a combined institution,” concluded Retzloff.

Second Quarter 2022 Results
Net interest income before the provision for credit losses in the second quarter 2022 increased $886 thousand, or 1.6%, to $57.5 million from $56.6 million for the second quarter 2021 and increased $2.3 million, or 4.2%, from $55.2 million for the first quarter 2022. These increases were primarily due to increased interest income on securities partially offset by decreased interest income on loans due to decreased impact of loans within the Small Business Administration Paycheck Protection Program (PPP) and changes in market interest rates. The net interest margin on a tax equivalent basis decreased 49 basis points to 3.53% for the second quarter 2022 from 4.02% for the second quarter 2021 and increased 23 basis points from 3.30% for the first quarter 2022. The decrease in the margin over the prior year was primarily due to the decrease in the average yield on interest-earning assets, driven by decreased PPP revenue recognition and changes in the composition of earnings assets, partially offset by the decrease in funding costs. PPP revenue of $1.4 million was recognized during the three months ended June 30, 2022 compared to the $6.4 million recognized for the three months ended June 30, 2021. The increase in the margin over the prior quarter was primarily due to changes in market interest rates and the composition of earnings assets.
Noninterest income for the second quarter 2022 was $2.7 million, an increase of $431 thousand, or 19.0%, compared to $2.3 million for the second quarter 2021 and a decrease of $1.3 million, or 32.7%, compared to $4.0 million for the first quarter 2022. First quarter 2022 other noninterest income included $1.3 million in income from Small Business Investment Company investments.
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Noninterest expense for the second quarter 2022 increased $4.3 million, or 12.8%, to $37.9 million from $33.6 million for the second quarter 2021 and increased $3.4 million, or 9.8%, compared to the first quarter of 2022. These increases in noninterest expense over the prior periods were primarily due to acquisition and merger-related expenses associated with the pending merger with CBTX along with increased operational losses recorded during the second quarter 2022.
In the second quarter 2022, Allegiance’s efficiency ratio increased to 62.96% compared to 57.07% for the second quarter 2021 and 58.32% for the first quarter 2022. Second quarter 2022 annualized returns on average assets, average equity and average tangible equity were 0.94%, 8.86% and 13.00%, respectively, compared to 1.42%, 11.87% and 17.20% for the second quarter 2021. Annualized returns on average assets, average equity and average tangible equity for the first quarter 2022 were 1.04%, 9.40% and 13.35%, respectively. Return on average tangible equity is a non-GAAP measure. Please refer to the non-GAAP reconciliation on page 11.  

Six Months Ended June 30, 2022 Results
Net interest income before provision for credit losses for the six months ended June 30, 2022 increased $360 thousand, or 0.3%, to $112.7 million from $112.3 million for the six months ended June 30, 2021 primarily due to lower costs related to interest-bearing liabilities and higher interest income from securities and deposits in other financial institutions, partially offset by the decreased impact of PPP loan revenue. The net interest margin on a tax equivalent basis decreased 69 basis points to 3.41% for the six months ended June 30, 2022 from 4.10% for the six months ended June 30, 2021. The decrease in the margin over the prior year was primarily due to the decrease in the average yield on interest-earning assets, driven by decreased PPP revenue recognition and changes in the composition of earnings assets, partially offset by decreased funding costs. PPP revenue of $4.0 million was recognized during the six months ended June 30, 2022 compared to the $13.3 million recognized for the same period in 2021.
Noninterest income for the six months ended June 30, 2022 was $6.7 million, an increase of $2.7 million, or 67.7%, compared to $4.0 million for the six months ended June 30, 2021 due primarily to $1.3 million in income from Small Business Investment Company investments along with increased transactional fee income.
Noninterest expense for the six months ended June 30, 2022 increased $3.9 million, or 5.7%, to $72.4 million from $68.5 million for the six months ended June 30, 2021. The increase in noninterest expense over the six months ended June 30, 2021 was primarily due to acquisition and merger-related expenses associated with the pending merger with CBTX and increased operational losses recorded during 2022.
Allegiance’s efficiency ratio increased to 60.66% for the six months ended June 30, 2022 from 58.93% for the six months ended June 30, 2021. For the six months ended June 30, 2022, returns on average assets, average equity and average tangible equity were 0.99%, 9.14% and 13.19%, respectively, compared to 1.30%, 10.75% and 15.65%, respectively, for the six months ended June 30, 2021. Return on average tangible equity is a non-GAAP measure. Please refer to the non-GAAP reconciliation on page 11.
Financial Condition
Total assets at June 30, 2022 increased $223.1 million, or 3.4%, to $6.73 billion compared to $6.51 billion at June 30, 2021 and decreased $417.6 million, or 23.4% (annualized), compared to $7.15 billion at March 31, 2022.
Total loans at June 30, 2022 decreased $111.9 million, or 2.5%, to $4.35 billion compared to $4.46 billion at June 30, 2021, primarily due to paydowns on PPP loans partially offset by organic loan growth, and increased $65.3 million, or 6.1% (annualized) compared to $4.28 billion at March 31, 2022 due to the increase in organic core loans. Core loans, which exclude PPP loans, increased $355.4 million, or 9.0%, to $4.32 billion at June 30, 2022 from $3.96 billion at June 30, 2021 and increased $112.1 million, or 10.7% (annualized), from $4.20 billion at March 31, 2022.
Deposits at June 30, 2022 increased $447.3 million, or 8.2%, to $5.88 billion compared to $5.43 billion at June 30, 2021 and decreased $281.7 million, or 18.3% (annualized), compared to $6.16 billion at March 31, 2022.
Asset Quality
Nonperforming assets totaled $28.2 million, or 0.42% of total assets, at June 30, 2022 compared to $38.0 million, or 0.58% of total assets, at June 30, 2021 and $26.3 million, or 0.37% of total assets at March 31, 2022. The allowance for credit losses on loans as a percentage of total loans was 1.16% at June 30, 2022, 1.11% at June 30, 2021 and 1.15% at March 31, 2022.
The provision for credit losses for the second quarter 2022 was $2.1 million compared to the recapture of provision for credit losses of $2.7 million for the second quarter 2021 and the provision for credit losses of $1.8 million for the first quarter 2022.
Second quarter 2022 net charge-offs were $571 thousand, or 0.05% (annualized) of average loans, an increase of $409 thousand from net charge-offs of $162 thousand, or 0.01% (annualized) of average loans, for the second quarter 2021 and an increase of $254 thousand from $317 thousand, or 0.03% (annualized) of average loans, for the first quarter 2022.
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Dividend
The Board of Directors of Allegiance declared a cash dividend on July 28, 2022 of $0.14 per share to be paid on September 15, 2022 to all shareholders of record as of August 31, 2022. The amount and timing of any future dividend payments to shareholders will be subject to the discretion of Allegiance’s Board of Directors.
Pending Merger
On November 8, 2021, Allegiance and CBTX jointly announced that they entered into a definitive merger agreement pursuant to which the companies will combine in an all-stock merger of equals. Under the terms of the definitive merger agreement, Allegiance shareholders will receive 1.4184 shares of CBTX, Inc. common stock for each share of Allegiance common stock they own. Following the completion of the merger, we estimate that former Allegiance shareholders will own approximately 54% and former CBTX shareholders will own approximately 46% of the combined company. The companies have received the requisite approvals from the Federal Deposit Insurance Corporation, Texas Department of Banking and both companies’ shareholders and, subject to receipt of the approval of the Board of Governors of the Federal Reserve System and the satisfaction or in some cases waiver of the closing conditions, the parties anticipate closing in the third quarter of the year.

GAAP Reconciliation of Non-GAAP Financial Measures
Allegiance’s management uses certain non-GAAP financial measures to evaluate its performance. Please refer to the GAAP Reconciliation and Management’s Explanation of Non-GAAP Financial Measures on page 11 of this earnings release for a reconciliation of these non-GAAP financial measures.
Conference Call
As previously announced, Allegiance’s management team will host a conference call and webcast on Friday, July 29, 2022 at 9:00 a.m. Central Time (10:00 a.m. Eastern Time) to discuss its second quarter 2022 results. Individuals and investment professionals may participate in the call by registering here. Once registered, a dial in number will be provided along with a unique PIN number. If you need assistance in obtaining a dial-in number, please contact ir@allegiancebank.com or 281-894-3200. Alternatively, a simultaneous audio-only webcast may be accessed via the Investor Relations section of Allegiance’s website at www.allegiancebank.com, under Upcoming Events. If you are unable to participate during the live webcast, the webcast will be archived on the Investor Relations section of Allegiance’s website at www.allegiancebank.com, under News and Events, Event Calendar, Past Events.
Allegiance Bancshares, Inc.
As of June 30, 2022, Allegiance was a $6.73 billion asset Houston, Texas-based bank holding company. Through its wholly owned subsidiary, Allegiance Bank, Allegiance provides a diversified range of commercial banking services primarily to small- to medium-sized businesses and individual customers in the Houston region. Allegiance’s super-community banking strategy was designed to foster strong customer relationships while benefiting from a platform and scale that is competitive with larger local and regional banks. As of June 30, 2022, Allegiance Bank operated 26 full-service banking locations in the Houston region, which we define as the Houston-The Woodlands-Sugar Land and Beaumont-Port Arthur metropolitan statistical areas, with 25 bank offices in the Houston metropolitan area and one bank office in Beaumont, just outside of the Houston metropolitan area. Visit www.allegiancebank.com for more information.
Forward-Looking Statements

Certain statements in this press release which are not historical in nature are intended to be, and are hereby identified as, "forward-looking statements" for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

These statements include, but are not limited to, statements about the benefits of the proposed merger of Allegiance and CBTX, including future financial and operating results, statements related to the expected timing of the completion of the merger, the combined company's plans, business and growth strategies, objectives, expectations and intentions, and other statements that are not historical facts, including projections of macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact economic trends, and any such variations may be material. Forward-looking statements may be identified by terminology such as “may,” “will,” “should,” “could,” “scheduled,” “plans,” “intends,” “projects,” “anticipates,” “expects,” “believes,” “estimates,” “potential,” “would,” or “continue” or negatives of such terms or other comparable terminology.

All forward-looking statements are subject to risks, uncertainties and other factors that may cause the actual results, performance or achievements of Allegiance or CBTX to differ materially from any results expressed or implied by such forward-looking statements. Such factors include, among others: (1) the risk that the cost savings and any revenue synergies from the merger may not be fully realized or may take longer than anticipated to be realized; (2) disruption to the parties' businesses as a result of the pendency of the merger; (3) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; (4) the risk that the integration of each party's operations will be materially delayed or will be more costly or difficult than expected or that the parties are otherwise unable to successfully integrate each party's businesses into the other's businesses; (5) the amount of the costs, fees, expenses and charges related to the merger; (6) the ability by each party to obtain required regulatory approvals of the merger (and the risk that such
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approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the transaction); (7) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the merger; (8) the failure of the closing conditions in the merger agreement to be satisfied, or any unexpected delay in closing the merger; (9) the possibility that the merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (10) the dilution caused by CBTX's issuance of additional shares of its common stock in the merger; (11) general competitive, economic, political and market conditions; and (12) other factors that may affect future results of Allegiance and CBTX including changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer borrowing, repayment, investment and deposit practices; the impact, extent and timing of technological changes; capital management activities; and other actions of the Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, the Texas Department of Banking and Office of the Comptroller of the Currency and legislative and regulatory actions and reforms.

Additional factors which could affect future results of Allegiance and CBTX can be found in Allegiance's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, and CBTX's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, in each case filed with the SEC and available on the SEC's website at https://www.sec.gov. Each of Allegiance and CBTX disclaims any obligation and does not intend to update or revise any forward-looking statements contained in this communication, which speak only as of the date hereof, whether as a result of new information, future events or otherwise, except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.
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Allegiance Bancshares, Inc.
Financial Highlights
(Unaudited)
20222021
 June 30  March 31  December 31  September 30  June 30
 (Dollars in thousands)
ASSETS
Cash and due from banks$17,547 $26,629 $23,961 $23,903 $146,397 
Interest-bearing deposits at other financial
    institutions
275,290 672,755 733,548 879,858 564,888 
Total cash and cash equivalents292,837 699,384 757,509 903,761 711,285 
Available for sale securities, at fair value1,709,321 1,790,707 1,773,765 1,211,476 977,282 
Loans held for investment4,348,833 4,283,514 4,220,486 4,289,469 4,460,743 
Less: allowance for credit losses on loans(50,242)(49,215)(47,940)(50,491)(49,586)
Loans, net4,298,591 4,234,299 4,172,546 4,238,978 4,411,157 
Accrued interest receivable29,882 31,505 33,392 33,523 37,075 
Premises and equipment, net58,482 62,168 63,708 65,140 65,442 
Other real estate owned— — — 1,397 1,397 
Federal Home Loan Bank stock4,078 9,376 9,358 8,326 8,234 
Bank owned life insurance28,170 28,374 28,240 28,101 27,976 
Goodwill223,642 223,642 223,642 223,642 223,642 
Core deposit intangibles, net13,156 13,907 14,658 15,482 16,306 
Other assets73,605 56,001 28,136 29,935 28,871 
Total assets$6,731,764 $7,149,363 $7,104,954 $6,759,761 $6,508,667 
LIABILITIES AND SHAREHOLDERS’
    EQUITY
LIABILITIES:
Deposits:
Noninterest-bearing$2,394,719 $2,353,604 $2,243,085 $2,086,683 $1,973,042 
Interest-bearing
Demand1,016,381 1,070,855 869,984 594,959 553,874 
Money market and savings1,510,008 1,552,853 1,643,745 1,604,222 1,556,920 
Certificates and other time959,524 1,185,015 1,290,825 1,381,014 1,349,522 
Total interest-bearing deposits3,485,913 3,808,723 3,804,554 3,580,195 3,460,316 
Total deposits5,880,632 6,162,327 6,047,639 5,666,878 5,433,358 
Accrued interest payable1,500 3,086 1,753 3,296 1,940 
Borrowed funds— 89,959 89,956 139,954 139,951 
Subordinated debt109,109 108,978 108,847 108,715 108,584 
Other liabilities35,194 33,073 40,291 42,326 35,684 
Total liabilities6,026,435 6,397,423 6,288,486 5,961,169 5,719,517 
SHAREHOLDERS’ EQUITY:
Common stock20,154 20,378 20,337 20,218 20,213 
Capital surplus504,165 512,284 510,797 507,948 506,810 
Retained earnings296,477 282,896 267,092 247,966 231,333 
Accumulated other comprehensive (loss) income(115,467)(63,618)18,242 22,460 30,794 
Total shareholders’ equity705,329 751,940 816,468 798,592 789,150 
TOTAL LIABILITIES AND
    SHAREHOLDERS’ EQUITY
$6,731,764 $7,149,363 $7,104,954 $6,759,761 $6,508,667 
5
Allegiance Bancshares, Inc.
Financial Highlights
(Unaudited)
Three Months EndedSix Months Ended
2022202120222021
 June 30  March 31  December 31  September 30  June 30  June 30  June 30
(Dollars in thousands, except per share data)
INTEREST INCOME:
Loans, including fees$53,835 $52,370 $56,855 $58,176 $57,691 $106,205 $115,682 
Securities:
Taxable5,571 5,068 3,933 2,998 2,556 10,639 4,958 
Tax-exempt2,557 2,525 2,526 2,498 2,491 5,082 4,885 
Deposits in other financial
    institutions
877 340 317 221 94 1,217 135 
Total interest income62,840 60,303 63,631 63,893 62,832 123,143 125,660 
INTEREST EXPENSE:
Demand, money market and
    savings deposits
1,859 1,347 1,277 1,267 1,337 3,206 2,821 
Certificates and other time
    deposits
1,922 2,156 2,391 2,583 2,989 4,078 6,654 
Borrowed funds114 186 434 436 469 300 1,008 
Subordinated debt1,463 1,442 1,425 1,441 1,441 2,905 2,883 
Total interest expense5,358 5,131 5,527 5,727 6,236 10,489 13,366 
NET INTEREST INCOME57,482 55,172 58,104 58,166 56,596 112,654 112,294 
Provision for credit losses2,143 1,814 (2,577)2,295 (2,679)3,957 (2,040)
Net interest income after provision
    for credit losses
55,339 53,358 60,681 55,871 59,275 108,697 114,334 
NONINTEREST INCOME:
Nonsufficient funds fees126 116 156 131 94 242 177 
Service charges on deposit
    accounts
560 527 476 425 382 1,087 770 
(Loss) gain on sale of securities(17)— — — — (17)49 
Loss on sale of other real
    estate and repossessed assets
— — (89)— — — (176)
Bank owned life insurance342 133 139 125 151 475 290 
Debit card and ATM card income880 819 834 771 761 1,699 1,391 
Other813 2,423 938 647 885 3,236 1,508 
Total noninterest income2,704 4,018 2,454 2,099 2,273 6,722 4,009 
NONINTEREST EXPENSE:
Salaries and employee benefits21,864 22,728 22,918 22,335 22,472 44,592 44,924 
Net occupancy and equipment2,220 2,205 2,194 2,335 2,225 4,425 4,615 
Depreciation1,012 1,033 1,103 1,060 1,057 2,045 2,091 
Data processing and software
    amortization
2,522 2,498 2,264 2,222 2,176 5,020 4,376 
Professional fees662 138 1,008 620 608 800 1,397 
Regulatory assessments and
    FDIC insurance
1,256 1,261 949 883 768 2,517 1,575 
Core deposit intangibles
    amortization
751 751 824 824 824 1,502 1,648 
Communications363 341 395 358 332 704 653 
Advertising483 462 481 481 432 945 730 
Other real estate expense65 59 69 137 229 124 342 
Acquisition and merger-related
      expenses		1,667 451 1,408 603 — 2,118 — 
Other5,039 2,590 3,131 2,438 2,472 7,629 6,163 
Total noninterest expense37,904 34,517 36,744 34,296 33,595 72,421 68,514 
INCOME BEFORE INCOME
    TAXES
20,139 22,859 26,391 23,674 27,953 42,998 49,829 
Provision for income taxes3,702 4,202 4,833 4,614 5,028 7,904 8,894 
NET INCOME$16,437 $18,657 $21,558 $19,060 $22,925 $35,094 $40,935 
EARNINGS PER SHARE
Basic$0.81 $0.92 $1.06 $0.94 $1.13 $1.72 $2.03 
Diluted$0.80 $0.91 $1.06 $0.93 $1.12 $1.71 $2.01 
6
Allegiance Bancshares, Inc.
Financial Highlights
(Unaudited)
Three Months EndedSix Months Ended
2022202120222021
 June 30  March 31  December 31  September 30  June 30  June 30  June 30
(Dollars and share amounts in thousands, except per share data)
Net income$16,437$18,657$21,558$19,060$22,925$35,094$40,935
Earnings per share, basic$0.81$0.92$1.06$0.94$1.13$1.72$2.03
Earnings per share, diluted$0.80$0.91$1.06$0.93$1.12$1.71$2.01
Dividends per share$0.14$0.14$0.12$0.12$0.12$0.28$0.24
Return on average assets(A)
0.94 %1.04 %1.23 %1.14 %1.42 %0.99 %1.30 %
Return on average equity(A)
8.86 %9.40 %10.60 %9.45 %11.87 %9.14 %10.75 %
Return on average tangible
    equity(A)(B)
13.00 %13.35 %15.05 %13.49 %17.20 %13.19 %15.65 %
Net interest margin
    (tax equivalent)(A)(C)
3.53 %3.30 %3.57 %3.90 %4.02 %3.41 %4.10 %
Efficiency ratio(D)
62.96 %58.32 %60.68 %56.91 %57.07 %60.66 %58.93 %
Capital Ratios
Allegiance Bancshares, Inc.(Consolidated)
Equity to assets10.48 %10.52 %11.49 %11.81 %12.12 %10.48 %12.12 %
Tangible equity to tangible
    assets(B)
7.21 %7.44 %8.42 %8.58 %8.76 %7.21 %8.76 %
Estimated common equity
    tier 1 capital
12.06 %12.28 %12.47 %12.37 %12.18 %12.06 %12.18 %
Estimated tier 1 risk-based
    capital
12.26 %12.49 %12.69 %12.60 %12.41 %12.26 %12.41 %
Estimated total risk-based
    capital
15.47 %15.76 %16.08 %16.13 %15.98 %15.47 %15.98 %
Estimated tier 1 leverage
    capital
8.65 %8.37 %8.53 %8.76 %8.56 %8.65 %8.56 %
Allegiance Bank
Estimated common equity
    tier 1 capital
12.51 %12.48 %12.63 %12.81 %13.03 %12.51 %13.03 %
Estimated tier 1 risk-based
    capital
12.51 %12.48 %12.63 %12.81 %13.03 %12.51 %13.03 %
Estimated total risk-based
    capital
14.50 %14.50 %14.71 %14.98 %15.22 %14.50 %15.22 %
Estimated tier 1 leverage
    capital
8.83 %8.37 %8.49 %8.91 %8.99 %8.83 %8.99 %
Other Data
Weighted average shares:
Basic20,35720,36320,26020,22120,20320,36020,171
Diluted20,53020,52620,42320,41120,38620,52220,359
Period end shares
    outstanding		20,15420,37820,33720,21820,21320,15420,213
Book value per share$35.00$36.90$40.15$39.50$39.04$35.00$39.04
Tangible book value per
    share(B)
$23.25$25.24$28.43$27.67$27.17$23.25$27.17
(A)Interim periods annualized.
(B)Refer to the calculation of these non-GAAP financial measures and a reconciliation to their most directly comparable GAAP financial measures on page 11 of this Earnings Release.
(C)Net interest margin represents net interest income divided by average interest-earning assets.
(D)Represents total noninterest expense divided by the sum of net interest income plus noninterest income, excluding net gains and losses on the sale of loans, securities and assets. Additionally, taxes and provision for credit losses are not part of this calculation.
7
Allegiance Bancshares, Inc.
Financial Highlights
(Unaudited)
Three Months Ended
June 30, 2022March 31, 2022June 30, 2021
Average BalanceInterest Earned/
Interest Paid		Average Yield/ RateAverage BalanceInterest Earned/
Interest Paid		Average Yield/ RateAverage BalanceInterest Earned/
Interest Paid		Average Yield/ Rate
(Dollars in thousands)
Assets
Interest-Earning Assets:
Loans$4,303,714 $53,835 5.02 %$4,231,507 $52,370 5.02 %$4,543,142 $57,691 5.09 %
Securities1,778,745 8,128 1.83 %1,835,618 7,593 1.68 %876,099 5,047 2.31 %
Deposits in other financial
    institutions and other
535,546 877 0.66 %806,583 340 0.17 %294,188 94 0.13 %
Total interest-earning assets6,618,005 $62,840 3.81 %6,873,708 $60,303 3.56 %5,713,429 $62,832 4.41 %
Allowance for credit losses on loans(49,290)(48,343)(52,699)
Noninterest-earning assets450,584 432,133 835,801 
Total assets$7,019,299 $7,257,498 $6,496,531 
Liabilities and
    Shareholders' Equity
Interest-Bearing Liabilities:
Interest-bearing demand
    deposits
$1,044,493 $927 0.36 %$1,071,010 $549 0.21 %$534,314 $326 0.24 %
Money market and savings
    deposits
1,566,376 932 0.24 %1,584,373 798 0.20 %1,561,987 1,011 0.26 %
Certificates and other time
    deposits
1,088,664 1,922 0.71 %1,245,180 2,156 0.70 %1,365,881 2,989 0.88 %
Borrowed funds50,116 114 0.91 %89,880 186 0.84 %144,126 469 1.31 %
Subordinated debt109,045 1,463 5.38 %108,913 1,442 5.37 %108,523 1,441 5.33 %
Total interest-bearing
    liabilities
3,858,694 $5,358 0.56 %4,099,356 $5,131 0.51 %3,714,831 $6,236 0.67 %
Noninterest-Bearing
    Liabilities:
Noninterest-bearing demand
    deposits
2,382,230 2,312,114 1,968,714 
Other liabilities34,249 41,324 38,183 
Total liabilities6,275,173 6,452,794 5,721,728 
Shareholders' equity744,126 804,704 774,803 
Total liabilities and
    shareholders' equity
$7,019,299 $7,257,498 $6,496,531 
Net interest rate spread3.25 %3.05 %3.74 %
Net interest income and margin$57,482 3.48 %$55,172 3.26 %$56,596 3.97 %
Net interest income and net
    interest margin (tax equivalent)
$58,238 3.53 %$55,922 3.30 %$57,287 4.02 %
8
Allegiance Bancshares, Inc.
Financial Highlights
(Unaudited)
Six Months Ended June 30,
20222021
Average BalanceInterest Earned/
Interest Paid		Average Yield/
Rate		Average BalanceInterest Earned/
Interest Paid		Average Yield/Rate
(Dollars in thousands)
Assets
Interest-Earning Assets:
Loans$4,267,810 $106,205 5.02 %$4,557,016 $115,682 5.12 %
Securities1,807,024 15,721 1.75 %832,884 9,843 2.38 %
Deposits in other financial institutions670,316 1,217 0.37 %195,768 135 0.14 %
Total interest-earning assets6,745,150 $123,143 3.68 %5,585,668 $125,660 4.54 %
Allowance for credit losses
    on loans		(48,819)(53,033)
Noninterest-earning assets441,390 798,468 
Total assets$7,137,721 $6,331,103 
Liabilities and Shareholders' Equity
Interest-Bearing Liabilities:
Interest-bearing demand deposits$1,057,678 $1,476 0.28 %$496,399 $697 0.28 %
Money market and savings deposits1,575,325 1,730 0.22 %1,550,620 2,124 0.28 %
Certificates and other time deposits1,166,490 4,078 0.70 %1,349,364 6,654 0.99 %
Borrowed funds69,868 300 0.87 %149,496 1,008 1.36 %
Subordinated debt108,979 2,905 5.38 %108,455 2,883 5.36 %
Total interest-bearing liabilities3,978,340 $10,489 0.53 %3,654,334 13,366 0.74 %
Noninterest-Bearing Liabilities:
Noninterest-bearing demand deposits2,347,366 1,868,783 
Other liabilities37,767 39,748 
Total liabilities6,363,473 5,562,865 
Shareholders' equity774,248 768,238 
Total liabilities and shareholders' equity$7,137,721 $6,331,103 
Net interest rate spread3.15 %3.80 %
Net interest income and margin$112,654 3.37 %$112,294 4.05 %
Net interest income and net interest
    margin (tax equivalent)
$114,160 3.41 %$113,604 4.10 %
9
Allegiance Bancshares, Inc.
Financial Highlights
(Unaudited)
Three Months Ended
20222021
 June 30  March 31  December 31  September 30  June 30
(Dollars in thousands)
Period-end Loan Portfolio:
Commercial and industrial$727,068$714,450$693,559$728,897$690,867
Paycheck Protection Program (PPP)31,85578,624145,942290,028499,207
Real estate:
Commercial real estate (including
    multi-family residential)
2,265,1552,197,5022,104,6212,073,5212,051,516
Commercial real estate construction and
    land development
450,694453,473439,125382,610371,732
1-4 family residential (including home equity)682,066669,306685,071683,919715,119
Residential construction155,017136,760117,901104,638111,956
Consumer and other36,97833,39934,26725,85620,346
Total loans$4,348,833$4,283,514$4,220,486$4,289,469$4,460,743
Asset Quality:
Nonaccrual loans$28,225$26,275$24,127$28,369$36,643
Accruing loans 90 or more days past due—————
Total nonperforming loans28,22526,27524,12728,36936,643
Other real estate———1,3971,397
Total nonperforming assets$28,225$26,275$24,127$29,766$38,040
Net charge-offs$571$317$1,353$450$162
Nonaccrual loans:
Commercial and industrial$9,145$7,809$8,358$10,247$12,949
Real estate:
Commercial real estate (including
    multi-family residential)
14,40915,25912,63914,62918,123
Commercial real estate construction and
    land development
1,511—635353
1-4 family residential (including home equity)3,0403,0652,8753,2244,839
Residential construction—————
Consumer and other120142192216679
Total nonaccrual loans$28,225$26,275$24,127$28,369$36,643
Asset Quality Ratios:
Nonperforming assets to total assets0.42 %0.37 %0.34 %0.44 %0.58 %
Nonperforming loans to total loans0.65 %0.61 %0.57 %0.66 %0.82 %
Allowance for credit losses on loans to
    nonperforming loans
178.01 %187.31 %198.70 %177.98 %135.32 %
Allowance for credit losses on loans to total loans1.16 %1.15 %1.14 %1.18 %1.11 %
Net charge-offs to average loans (annualized)0.05 %0.03 %0.13 %0.04 %0.01 %
10
Allegiance Bancshares, Inc.
GAAP Reconciliation and Management’s Explanation of Non-GAAP Financial Measures
(Unaudited)

Allegiance’s management uses certain non-GAAP (generally accepted accounting principles) financial measures to evaluate its performance. Allegiance believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance and that management and investors benefit from referring to these non-GAAP financial measures in assessing Allegiance’s performance and when planning, forecasting, analyzing and comparing past, present and future periods. Specifically, Allegiance reviews tangible book value per share, return on average tangible equity and the ratio of tangible equity to tangible assets for internal planning and forecasting purposes. Allegiance has included in this Earnings Release information relating to these non-GAAP financial measures for the applicable periods presented.  These non-GAAP measures should not be considered in isolation or as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. Moreover, the manner in which Allegiance calculates the non-GAAP financial measures may differ from that of other companies reporting measures with similar names.
Three Months EndedSix Months Ended
2022202120222021
 June 30  March 31  December 31  September 30  June 30  June 30  June 30
(Dollars and share amounts in thousands, except per share data)
Total shareholders' equity$705,329$751,940$816,468$798,592$789,150$705,329$789,150
Less:  Goodwill and core deposit intangibles, net236,798237,549238,300239,124239,948236,798239,948
Tangible shareholders’ equity$468,531$514,391$578,168$559,468$549,202$468,531$549,202
Shares outstanding at end of period20,15420,37820,33720,21820,21320,15420,213
Tangible book value per share$23.25$25.24$28.43$27.67$27.17$23.25$27.17
Net income$16,437$18,657$21,558$19,060$22,925$35,094$40,935
Average shareholders' equity$744,126$804,704$806,941$800,146$774,803$774,248$768,238
Less:  Average goodwill and
    core deposit intangibles, net
237,153237,925238,700239,497240,331237,537240,746
Average tangible shareholders’ equity$506,973$566,779$568,241$560,649$534,472$536,711$527,492
Return on average tangible equity(A)
13.00 %13.35 %15.05 %13.49 %17.20 %13.19 %15.65 %
Total assets$6,731,764$7,149,363$7,104,954$6,759,761$6,508,667$6,731,764$6,508,667
Less: Goodwill and core deposit intangibles, net236,798237,549238,300239,124239,948236,798239,948
Tangible assets$6,494,966$6,911,814$6,866,654$6,520,637$6,268,719$6,494,966$6,268,719
Tangible equity to tangible assets7.21 %7.44 %8.42 %8.58 %8.76 %7.21 %8.76 %
(A)Interim periods annualized.
11
a99
Fixed Income Investor Presentation September 2019[Month] [Day], 2019Second Quarter 2022 Earnings Presentation cshares, Inc. Exhibit 99.2

 
2 Forward-Looking Statements Certain statements in this press release which are not historical in nature are intended to be, and are hereby identified as, "forward-looking statements" for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, statements about the benefits of the proposed merger of Allegiance and CBTX, Inc. (“CBTX”), including future financial and operating results, statements related to the expected timing of the completion of the merger, the combined company's plans, business and growth strategies, objectives, expectations and intentions, and other statements that are not historical facts, including projections of macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact economic trends, and any such variations may be material. Forward-looking statements may be identified by terminology such as “may,” “will,” “should,” “could,” “scheduled,” “plans,” “intends,” “projects,” “anticipates,” “expects,” “believes,” “estimates,” “potential,” “would,” or “continue” or negatives of such terms or other comparable terminology. All forward-looking statements are subject to risks, uncertainties and other factors that may cause the actual results, performance or achievements of Allegiance or CBTX to differ materially from any results expressed or implied by such forward-looking statements. Forward-Looking Statements and Non-GAAP Financial Measures Such factors include, among others: (1) the risk that the cost savings and any revenue synergies from the merger may not be fully realized or may take longer than anticipated to be realized; (2) disruption to the parties' businesses as a result of the pendency of the merger; (3) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; (4) the risk that the integration of each party's operations will be materially delayed or will be more costly or difficult than expected or that the parties are otherwise unable to successfully integrate each party's businesses into the other's businesses; (5) the amount of the costs, fees, expenses and charges related to the merger; (6) the ability by each party to obtain required regulatory approvals of the merger (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the transaction); (7) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the merger; (8) the failure of the closing conditions in the merger agreement to be satisfied, or any unexpected delay in closing the merger; (9) the possibility that the merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (10) the dilution caused by CBTX's issuance of additional shares of its common stock in the merger; (11) general competitive, economic, political and market conditions; and (12) other factors that may affect future results of Allegiance and CBTX including changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer borrowing, repayment, investment and deposit practices; the impact, extent and timing of technological changes; capital management activities; and other actions of the Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, the Texas Department of Banking and Office of the Comptroller of the Currency and legislative and regulatory actions and reforms. Additional factors which could affect future results of Allegiance and CBTX can be found in Allegiance's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, and CBTX's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, in each case filed with the SEC and available on the SEC's website at https://www.sec.gov. Allegiance and CBTX disclaim any obligation and do not intend to update or revise any forward-looking statements contained in this communication, which speak only as of the date hereof, whether as a result of new information, future events or otherwise, except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements. GAAP Reconciliation of Non-GAAP Financial Measures We use certain non-GAAP financial measures to evaluate our performance. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance and that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods. Specifically, we review return on average tangible common equity, the ratio of tangible equity to tangible assets and adjusted net interest margin on a tax equivalent basis for internal planning and forecasting purposes. We have included in this presentation information relating to these non-GAAP financial measures for the applicable periods presented. These non-GAAP measures should not be considered in isolation or as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. Moreover, the manner in which we calculate these non-GAAP financial measures may differ from that of other companies reporting measures with similar names. A reconciliation of the non-GAAP financial measures is in the appendix.

 
3 Allegiance Bancshares, Inc. Overview Franchise Footprint Holding Company for Allegiance Bank; Headquartered in Houston, Texas Company Overview Providing full-service banking services for small- to medium-sized businesses Operational History  26 full-service banking locations (at June 30, 2022) • 25 in the Houston-The Woodlands-Sugar Land MSA • 1 in the Beaumont-Port Arthur MSA, just outside of Houston  Since opening in 2007, we have completed three whole bank acquisitions and one branch transaction: • 2019: LoweryBank branch acquisition with $45.0 million in loans and $16.0 million in deposits • 2018: Post Oak Bank, N.A. (Post Oak Bancshares, Inc.) with $1.5 billion in total assets • 2015: Enterprise Bank (F&M Bancshares, Inc.) with $569.7 million in total assets • 2013: Independence Bank, N.A. with $222.1 million in total assets Financial Highlights ABTX Branch Locations (26) Galveston Houston Houston-The Woodlands-Sugar Land MSA Beaumont-Port Arthur MSA 10 10 45 45 Beaumont _____________________ (1) Please refer to the non-GAAP reconciliation in the appendix (2) Annualized as of 2Q 2022 ($ in millions) 6/30/2022 12/31/2021 12/31/2020 12/31/2019 12/31/2018 Total Assets 6,731.8$ 7,105.0$ 6,050.1$ 4,992.7$ 4,655.2$ Total Loans 4,348.8 4,220.5 4,491.8 3,915.3 3,708.3 Total Deposits 5,880.6 6,047.6 4,988.5 4,068.1 3,662.5 Total Equity 705.3 816.5 758.7 709.9 703.0 Loans/Deposits 73.95% 69.79% 90.04% 96.24% 101.25% NPAs/Assets 0.42% 0.34% 0.63% 0.74% 0.72% TCE/TA(1) 7.21% 8.42% 8.90% 9.78% 10.29% NIM (tax equivalent)(2) 3.53% 3.90% 4.08% 4.22% 4.27% ROAA(2) 0.94% 1.24% 0.81% 1.10% 1.11% ROATCE(1)(2) 13.00% 14.93% 9.33% 11.50% 11.20% Ba la nc e Sh ee t Ca pi ta l, Cr ed it & Pr of ita bi lit y

 
4 Financial Highlights – Second Quarter 2022  Assets of $6.73 billion, loans of $4.35 billion, deposits of $5.88 billion and shareholder's equity of $705.3 million at June 30, 2022 • Core loan growth of $355.4 million, or 7.0%, from second quarter 2021; core loans exclude Paycheck Protection Program (PPP) loans • Deposit growth of $447.3 million, or 8.2%, from the second quarter 2021 Balance Sheet  Net income of $16.4 million for the second quarter 2022 compared to $18.7 million for the first quarter 2022 and $22.9 million for the second quarter 2021  Second quarter 2022 earnings were impacted by: • Decreased PPP related revenue: $1.4 million in the second quarter 2022 compared to $2.5 million for the first quarter of 2021 and $6.4 million for the second quarter of 2021 • A $2.2 million operational loss • Acquisition and merger-related expenses of $1.7 million  Diluted EPS of $0.80 translated into an annualized return on average assets and average tangible equity(1) of 0.94% and 13.00%, respectively Profitability Net Interest Income and Margin  Net interest income increased to $57.5 million for second quarter 2022 compared to $55.2 million for the first quarter 2022 and $56.6 million for the second quarter 2021 • Interest income on securities and deposits in other financial institutions increased $1.1 million in the second quarter 2022 compared to the first quarter 2022 and $3.9 million from the second quarter 2021 • Cost of interest-bearing liabilities increased to 0.56% for the second quarter 2022 from 0.51% for the first quarter 2022 and decreased from 0.67% for the second quarter 2021 _____________________ (1) Please refer to the non-GAAP reconciliation in the appendix. Recognitions and Awards  Ranked #39 for Houston Business Journal’s second-annual Middle Market 50 awards for 2022. The list ranks the top 50 for-profit public and private mid-market companies based in Houston  Recognized in the Houston Chronicle 100 list for the most successful publicly and privately traded companies in Houston for 2022

 
5 Announced Merger of Equals with CBTX, Inc. Creates a premier Texas financial institution by combining two of the largest Houston-focused banks Generates significant shareholder value through materially enhanced metrics True merger-of-equals – combined management team and equal board contribution Complementary branch network, with meaningful overlap to support cost savings Shared vision, community focus, and commitment to clients and employees HOUSTON REGION Houston-The Woodlands-Sugar Land and Beaumont-Port Arthur MSAs ABTX BRANCH (26) CBTX BRANCH (34) DALLAS AUSTIN SAN ANTONIO HOUSTON BEAUMONT Highlights

 
6 $2.2 $3.3 $3.5 $3.6 $5.5 $6.3 $6.3 $6.5 $6.8 $8.0 $8.7 $13.8 $16.1 Truist CHARLIE Texas Capital Comerica ALPHA Woodforest BancorpSouth Prosperity Capital One Frost PRO FORMA Zions PNC BofA Wells Fargo JPMorgan RANKED #6 PRO FORMA IN HOUSTON REGION (1) MARKET SHARE HOUSTON REGION Houston-The Woodlands-Sugar Land and Beaumont-Port Arthur MSAs HOUSTON REGION (1) MARKET SHARE PRO F R Allegiance CBTX BRANCHES Company Houston Region Total CBTX 26 34 Allegiance 26 26 $156.5 $33.2 $26.9 Cadence Deposits ($B) ______________ Source: S&P Capital IQ Pro // Note: Deposit market share based on FDIC data as of June 30, 2021; Pro forma represents deposits in the Houston Region as of June 30, 2021 on a combined basis (1) By cumulative deposit market share ranking in the Houston-The Woodlands-Sugar Land and Beaumont-Port Arthur MSAs Pending MOE Poised to Create Largest Deposit Market Share of any Texas-Based Bank in the Houston Region

 
7 Number of Branches Total Deposits In Market ($000) Total Market Share (%) % of Company Deposits Total Deposits In Market ($000) Total Market Share (%) Size Profile Houston-The Woodlands-Sugar Land, TX JPMorgan Chase & Co. (NY) 1 1 176 155,894,884$ 47.11 7.75 144,957,958$ 48.45 >$1T Wells Fargo & Co. (CA) 2 2 164 34,160,426 10.32 2.30 27,057,129 9.04 >$1T Bank of America Corporation (NC) 3 3 112 26,436,694 7.99 1.41 23,787,159 7.95 >$1T The PNC Finl Svcs Grp (PA) 4 4 86 14,991,787 4.53 3.33 16,073,270 5.37 >$500B Zions Bancorp. NA (UT) 5 5 59 13,834,338 4.18 18.18 11,527,801 3.85 >$80B Cullen/Frost Bankers Inc. (TX) 6 6 53 8,033,612 2.43 20.49 6,022,935 2.01 >$40B Prosperity Bancshares Inc. (TX) 7 8 58 6,444,413 1.95 22.07 5,635,177 1.88 >$30B Woodforest Financial Grp Inc. (TX) 8 10 105 6,280,274 1.90 72.01 5,349,523 1.79 >$9B Capital One Financial Corp. (VA) 9 9 22 6,243,102 1.89 2.03 5,463,024 1.83 >$400B Cadence Bancorp. (TX) 10 7 11 5,540,508 1.67 34.44 5,747,768 1.92 >$15B Allegiance Bancshares Inc. (TX) 11 11 26 5,215,366 1.58 95.53 4,568,351 1.53 ~$6.5B Comerica Inc. (TX) 12 12 49 3,554,038 1.07 4.65 3,457,262 1.16 >$80B Texas Capital Bancshares Inc. (TX) 13 13 2 3,543,956 1.07 12.10 3,037,992 1.02 >$30B Truist Financial Corp. (NC) 14 15 21 2,197,317 0.66 0.53 1,870,728 0.63 >$500B BOK Financial Corp. (OK) 15 16 11 2,127,591 0.64 5.65 1,802,005 0.60 >$40B CBTX Inc. (TX) 16 14 17 1,917,457 0.58 55.61 1,923,017 0.64 >$40B Regions Financial Corp. (AL) 17 18 52 1,830,098 0.55 1.38 1,692,428 0.57 >$100B Veritex Holdings Inc. (TX) 18 17 11 1,801,212 0.54 25.39 1,694,437 0.57 >$9B Independent Bk Group Inc. (TX) 19 19 13 1,791,921 0.54 11.89 1,585,009 0.53 >$15B First Horizon Corp. (TN) 20 20 7 1,700,009 0.51 2.29 1,533,609 0.51 >$80B Total For Institutions In Market 1,404 330,888,412$ 299,201,648$ 2020 Institution (ST) 2021 Rank 2020 Rank 2021 Allegiance - Deposit Market Share - Houston-The Woodlands-Sugar Land MSA _____________________ Source: S&P Global Intelligence as of June 30, 2021. (1) As of June 30 of the year shown, on a pro forma basis reflecting any announced acquisition. (1) (1) (1)

 
8 Historical Balance Sheet Growth Total LoansTotal Assets Total EquityTotal Deposits _____________________ Note: Dollars in millions. (1) Includes $1.50 billion in assets acquired on October 1, 2018. (2) Includes $1.16 billion of acquired loans at fair value on October 1, 2018. (3) Includes $1.29 billion of acquired deposits on October 1, 2018. (4) Includes $45.0 million of loans acquired on February 1, 2019. (5) Includes $16.0 million of deposits acquired on February 1, 2019. $2,860 $4,655 $4,993 $6,050 $7,105 $6,732 $0 $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 $7,000 2017 2018 2019 2020 2021 Q2 2022 Assets Acquired Assets (1) (4) $2,271 $3,708 $3,915 $4,492 $4,220 $4,349 $0 $1,000 $2,000 $3,000 $4,000 $5,000 2017 2018 2019 2020 2021 Q2 2022 Loans Acquired Loans (2) (4) $2,214 $3,663 $4,068 $4,988 $6,048 $5,881 $0 $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 2017 2018 2019 2020 2021 Q2 2022 Deposits Acquired Deposits (3) (5) $307 $703 $710 $759 $816 $705 $0 $200 $400 $600 $800 2017 2018 2019 2020 2021 Q2 2022

 
9 $22.9 $17.6 $37.3 $53.0 $45.5 $81.6 $22.9 $16.4 $1.75 $1.31 $2.37 $2.47 $2.22 $4.01 $1.12 $0.80 $0.00 $0.50 $1.00 $1.50 $2.00 $2.50 $3.00 $3.50 $4.00 $4.50 $0.0 $10.0 $20.0 $30.0 $40.0 $50.0 $60.0 $70.0 $80.0 $90.0 2016 2017 2018 2019 2020 2021 Q2 2021 Q2 2022 Ea rn in gs p er S ha re ($ ) Ne t I nc om e Net Income Earnings per Share (Diluted) $89.9 $103.7 $128.6 $179.5 $202.7 $228.6 $56.6 $57.5 4.37% 4.34% 4.27% 4.22% 4.08% 3.90% 4.02% 3.53% 1.00% 1.50% 2.00% 2.50% 3.00% 3.50% 4.00% 4.50% 5.00% 5.50% 6.00% $0.0 $20.0 $40.0 $60.0 $80.0 $100.0 $120.0 $140.0 $160.0 $180.0 $200.0 $220.0 $240.0 2016 2017 2018 2019 2020 2021 Q2 2021 Q2 2022 Ne t I nt er es t M ar gi n (T ax E qu iv al en t) Ne t I nt er es t I nc om e Net Interest Income Net Interest Margin (TE) Earnings Performance Net Interest Income and Net Interest MarginNet Income and Earnings per Share _____________________ Note: Dollars in millions, except per share numbers. (1) Includes a one-time gain from sale of branches of $1.3 million (after-tax). (2) Includes $1.8 million and $1.7 million of core system conversion and acquisition and merger-related expenses, respectively, and $3.1 million of acquisition accounting adjustments. (3) Includes $9.6 million of acquisition accounting adjustments, $1.4 million of pre-tax severance expense and a $1.1 million FDIC Small Bank Assessment Credit. (1) (2) (3) (4) Includes $3.1 million of acquisition accounting adjustments. (5) Includes $9.6 million of acquisition accounting adjustments. (6) Annualized for the quarter ending June 30 for each respective year. (7) Includes a $2.2 million operational loss and $1.7 million of acquisition and merger-related expenses. (4) (5) (6) (6)(7)

 
10 (1) Includes $9.6 million of acquisition accounting adjustments, $1.3 million of acquisition and merger related expenses, $1.4 million of pre-tax severance expense, $1.1 million FDIC Small Bank Assessment Credit, $1.5 million of gain on sales of securities offset by $572 thousand of prepayment penalties and $376 thousand of SBIC income (2) Includes $9.6 million of acquisition accounting adjustments, $1.3 million of acquisition and merger related expenses, $1.4 million of pre-tax severance expense, $1.1 million FDIC Small Bank Assessment Credit, $1.5 million of gain on sales of securities offset by $572 thousand of prepayment penalties and $376 thousand of SBIC income (3) Includes $9.6 million of acquisition accounting adjustments, $1.3 million of acquisition and merger related expenses, $1.4 million of pre-tax severance expense, $1.1 million FDIC Small Bank Assessment Credit, $1.5 million of gain on sales of securities offset by $572 thousand of prepayment penalties and $376 thousand of SBIC income (4) Includes $9.6 million of acquisition accounting adjustments, $1.3 million of acquisition and merger related expenses, $1.4 million of pre-tax severance expense, $1.1 million FDIC Small Bank Assessment Credit, $1.5 million of gain on sales of securities offset by $572 thousand of prepayment penalties and $376 thousand of SBIC income (5) blank (6) Includes $9.6 million of acquisition accounting adjustments, $1.3 million of acquisition and merger related expenses, $1.4 million of pre-tax severance expense, $1.1 million FDIC Small Bank Assessment Credit, $1.5 million of gain on sales of securities offset by $572 thousand of prepayment penalties and $376 thousand of SBIC income (7) Represents total noninterest expense divided by the sum of net interest income plus noninterest income, excluding net gains and losses on the sale of loans, securities and assets. Additionally, taxes and provision for loan losses are not part of this calculation. (8) Includes a $2.2 million operational loss and $1.7 million of acquisition and merger-related expenses. 7.38% 9.22% 8.70% 9.52% 9.96% 6.93% 11.20% 11.50% 9.33% 14.93% 17.20% 13.00% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Q2 2021 Q2 2022 2.99% 2.82% 2.80% 2.83% 2.53% 2.59% 2.58% 2.50% 2.26% 2.13% 2.07% 2.17% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Q2 2021 Q2 2022 69.0% 69.2% 67.8% 65.3% 62.3%63.9% 63.7% 63.0% 60.6% 58.9% 57.1% 63.0% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Q2 2021 Q2 2022 0.65% 0.78% 0.75% 0.81% 0.98% 0.65% 1.11% 1.10% 0.81% 1.24% 1.42% 0.94% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Q2 2021 Q2 2022 Return on Average Tangible Equity(1)Return on Average Assets Noninterest Expense to Average AssetsEfficiency Ratio(7) _____________________ (1) Please refer to the non-GAAP reconciliation in the appendix. (2) Annualized for the quarter ending June 30 for each respective year. (3) Includes a one-time gain from sale of branches of $1.3 million (after-tax). (4) Includes $1.8 million and $1.7 million of core system conversion and merger-related expenses, respectively. (5) Includes $3.1 million of acquisition accounting adjustments. (3) (4)(5) (6) (6) (6) (4)(5) (4) (3) Earnings Performance, continued (2) (2)(8) (2) (2)(8) (2) (2)(8) (8)

 
11 5.09% 5.32% 5.32% 5.02% 5.02% 5.07% 5.00% 4.95% 4.87% 4.93% 0.32% 0.28% 0.25% 0.23% 0.25% 0.00% 0.50% 1.00% 1.50% Q2 2021 Q3 2021 Q4 2021 Q1 2022 Q2 2022 4.00% 4.50% 5.00% 5.50% 6.00% Co st of D ep os its Yi eld o n Lo an s Yield on Loans Yield on Loans (excl. PPP) Cost of Deposits 4.02% 3.90% 3.57% 3.30% 3.53% Q2 2021 Q3 2021 Q4 2021 Q1 2022 Q2 2022 2.00% 2.50% 3.00% 3.50% 4.00% 4.50% 5.00% 5.50% 6.00% Net Interest Margin (TE) Yields and Cost Analysis Net Interest Margin(1)Loan Portfolio Reported Yields and Total Deposit Costs _____________________ (1) Annualized for each respective quarter (1) (1)

 
12 Common Equity Tier 1 RatioTangible Equity / Tangible Assets(1) Total Risk-Based RatioTier 1 Risk-Based Ratio Capital Position – Allegiance Bancshares, Inc. _____________________ (1) Please refer to the non-GAAP reconciliation in the appendix. 9.38% 10.29% 9.78% 8.90% 8.42% 7.21% 2017 2018 2019 2020 2021 Q2 2022 10.54% 11.76% 11.42% 11.80% 12.47% 12.06% 2017 2018 2019 2020 2021 Q2 2022 13.43% 13.70% 14.83% 15.71% 16.08% 15.47% 2017 2018 2019 2020 2021 Q2 2022 10.92% 12.01% 11.66% 12.04% 12.69% 12.26% 2017 2018 2019 2020 2021 Q2 2022

 
13 Deposit Composition and Growth Deposit Growth TrendDeposit Composition _____________________ Note: Dollars in millions. As of the quarter ended June 30, 2022. Certificates and Other Time 16.3% Noninterest-bearing 40.7% Interest- bearing Demand 17.3% Money Market and Savings 25.7% Deposit Category ($) (%) Noninterest-bearing $ 2,394.7 40.7% Interest-bearing Demand 1,016.4 17.3% Money Market and Savings 1,510.0 25.7% Certificates and Other Time 959.5 16.3% Total $ 5,880.6 100.0% $2,214 $3,663 $4,068 $4,988 $6,048 $5,881 30.9% 33.0% 30.8% 34.2% 37.1% 40.7% 0.0% 10.0% 20.0% 30.0% 40.0% $0 $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 $7,000 $8,000 2017 2018 2019 2020 2021 Q2 2022 No ni nt er es t-b ea rin g D ep os its to To ta l D ep os its De po sit s Deposits Noninterest-bearing (%)

 
14 C&I 16.7% Paycheck Protection Program (PPP) 0.7% CRE (incl. multifamily) 52.1% CRE C&D 10.4% Residential Construction 3.6% 1-4 family residential 15.7% Consumer and Other 0.8% Total Loan Portfolio Composition 54.4% of CRE is Owner-Occupied CRE (incl. multi-family) by Property Type CRE Construction by Property Type _____________________ Note: Dollars in millions, unless otherwise noted. As of June 30, 2022. (1) Includes classifications less than 2.0% of total composition. Loan Portfolio Composition Loan Category ($) (%) C&I 727.1$ 16.7% Paycheck Protection Program (PPP) 31.8 0.7% CRE (incl. multifamily) 2,265.1 52.1% CRE C&D 450.7 10.4% 1-4 family residential 682.1 15.7% Residential construction 155.0 3.6% Consumer and Other 37.0 0.8% Total 4,348.8$ 100.0% Retail 18.2% Office 17.6% Industrial Warehouse 15.1% C-Store 12.4% Multi-Family 4.2% Hotel / Motel 4.1% Church Facility 3.8% Restaurant / Bar 3.4% Service Center 3.1% Day Care 2.7% Rental / Investment 2.2% Mini Storage 2.2% Auto Sales / Repair 2.1% Other 8.9% Vacant Land-Near Term 27.6% Vacant Land- Future Construction 21.2% Resi. Vacant Land-Future Constr. 10.1% C-Store 7.2% Retail / Wholesale 6.8% Office 5.8% Industrial / Warehouse 4.6% Mobile Home / RV Park 3.8% Mini Storage 3.1% Other 9.8% Property Type ($) (%) Retail 412.8$ 18.2% Office 398.7 17.6% Industrial Warehouse 342.4 15.1% C-Store 280.6 12.4% Multi-Family 95.0 4.2% Hotel / Motel 92.1 4.1% Church Facility 85.9 3.8% Restaurant / Bar 77.7 3.4% Service Center 70.8 3.1% Day Care 62.0 2.7% Rental / Investment 49.0 2.2% Mini Storage 48.7 2.2% Auto Sales / Repair 47.7 2.1% Other(1) 201.7 8.9% Total 2,265.1$ 100.0% Property Type ($) (%) Vacant Land-Near Term 124.6$ 27.6% Vacant Land-Future Construction 95.6 21.2% Resi. Vacant Land-Future Constr. 45.4 10.1% C-Store 32.5 7.2% Retail / Wholesale 30.7 6.8% Office 26.0 5.8% Industrial / Warehouse 20.7 4.6% Mobile Home / RV Park 17.2 3.8% Mini Storage 14.0 3.1% Other(1) 44.0 9.8% Total 450.7$ 100.0%

 
15 Allowance / Total LoansAllowance / Nonperforming Loans Net Charge-offs / Average Loans(1)Nonperforming Loans / Total Loans Strong Asset Quality 121.0% 258.8% 259.0% 252.7% 107.3% 177.4% 79.9% 103.8% 184.0% 198.7% 178.0% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Q2 2022 1.13% 0.80% 0.82% 0.78% 0.95% 1.04% 0.71% 0.75% 1.18% 1.14% 1.16% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Q2 2022 0.94% 0.31% 0.32% 0.31% 0.88% 0.59% 0.89% 0.72% 0.64% 0.57% 0.65% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Q2 2022 0.25% 0.02% 0.06% 0.06% 0.04% 0.36% 0.06% 0.07% 0.18% 0.05% 0.05% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Q2 2022 (1) Annualized for the quarter ending June 30, 2022.

 
16 Our management uses certain non-GAAP financial measures in its analysis of our performance:  “Tangible Shareholders’ Equity” is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. Tangible shareholders’ equity is defined as total shareholders’ equity reduced by goodwill and core deposit intangibles, net of accumulated amortization. This measure is important to investors interested in changes from period to period in shareholders’ equity, exclusive of changes in intangible assets. For tangible shareholders’ equity, the most directly comparable financial measure calculated in accordance with GAAP is total shareholders’ equity. Goodwill and other intangible assets have the effect of increasing total shareholders’ equity while not increasing our tangible shareholders’ equity.  “Tangible Equity to Tangible Assets” is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. Tangible equity to tangible assets is defined as total shareholders’ equity reduced by goodwill and core deposit intangibles, net of accumulated amortization, divided by tangible assets, which are total assets reduced by goodwill and core deposit intangibles, net of accumulated amortization. This measure is important to investors interested in changes from period to period in equity and total assets, each exclusive of changes in intangible assets. For tangible equity to tangible assets, the most directly comparable financial measure calculated in accordance with GAAP is total shareholders’ equity to total assets. Goodwill and other intangible assets have the effect of increasing both total shareholders’ equity and assets while not increasing our tangible common equity or tangible assets. Appendix: Non-GAAP Reconciliation _____________________ Note: Dollars in thousands. (1) Annualized for each respective quarter. For the Years Ended December 31, For the Quarters Ended June 30, 2017 2018 2019 2020 2021 2021(1) 2022(1) Total Shareholders' Equity 306,865$ 702,984$ 709,865$ 758,669$ 816,468$ 789,150$ 705,329$ Less: Goodwill and Core Deposit Intangibles, net 42,663 249,712 245,518 241,596 238,300 239,948 236,798 Tangible Shareholders' Equity 264,202$ 453,272$ 464,347$ 517,073$ 578,168$ 549,202$ 468,531$ Total Assets 2,860,231$ 4,655,249$ 4,992,654$ 6,050,128$ 7,104,954$ 6,508,667$ 6,731,764$ Less: Goodwill and Core Deposit Intangibles, net 42,663 249,712 245,518 241,596 238,300 239,948 236,798 Tangible Assets 2,817,568$ 4,405,537$ 4,747,136$ 5,808,532$ 6,866,654$ 6,268,719$ 6,494,966$ Tangible Equity to Tangible Assets 9.38% 10.29% 9.78% 8.90% 8.42% 8.76% 7.21% For the Quarters Ended June 30, 2017 2018 2019 2020 2021 2021(1) 2022(1) Net Income Attributable to Shareholders 17,632$ 37,309$ 52,959$ 45,534$ 81,553$ 22,925$ 16,437$ Average Shareholders' Equity 297,627 413,441 708,269 731,688 786,036 774,803 744,126 Less: Average Goodwill and Core Deposit Intangibles, net 43,050 80,384 247,854 243,513 239,916 240,331 237,153 Average Tangible Shareholders’ Equity 254,577$ 333,057$ 460,415$ 488,175$ 546,120$ 534,472$ 506,973$ Return on Average Tangible Equity 6.93% 11.20% 11.50% 9.33% 14.93% 17.20% 13.00% For the Year Ended December 31,