Happen, Inc. Reports Second Quarter 2026 Results

Happen, Inc.

Happen, Inc.

HAPN

0.00

Record $75.7 Million Pre-Tax Income, 15.1% ROE, and 15.9% ROTCE

Grew Originations 29% Year-over-Year; Increased Diluted EPS 52% Year-over-Year to $0.50

Successfully Rebranded to Happen Bank (Nasdaq: HAPN) from LendingClub

SAN FRANCISCO, July 27, 2026 /PRNewswire/ -- Happen, Inc. (Nasdaq: HAPN), parent company of Happen Bank, a digital bank built for the Motivated Middle, today announced financial results for the second quarter ended June 30, 2026.

Happen, Inc. Logo

"Happen delivered a standout quarter, growing originations 29% year-over-year to $3.1 billion, while producing record pre-tax income of $75.7 million and a return on tangible common equity of 15.9%," said Scott Sanborn, CEO, Happen, Inc. "This is our first quarter operating under the Happen Bank brand, and our results demonstrate exactly what the brand represents: forward momentum. Our core business is firing on all cylinders. We're ramping our entry into the $500 billion home improvement market and we're innovating on behalf of our members, all while growing earnings and increasing returns for our shareholders."

Second Quarter 2026 Results

Highlights:

  • Launched the new Happen Bank brand.
  • Transferred stock listing from NYSE: LC to Nasdaq: HAPN.
  • Delivering growth across consumer businesses.
  • Began originating loans in the home improvement market.
  • Continued multi-year credit outperformance vs. competitor set, with over 40% lower delinquencies.
  • Record >90% automation rate and AI-powered agent support tools led to record originations efficiency.
  • Executed $12 million of the $100 million Stock Repurchase and Acquisition Program, with cumulative utilization through June totaling $50 million.

Balance Sheet:

  • Total assets of $12.5 billion, up 16% year-over-year, primarily due to growth in loans and securities.
  • Deposits of $10.8 billion, up 18% year-over-year, with 88% of deposits FDIC-insured.
  • Robust available liquidity of $4.1 billion.
  • Strong capital position with a consolidated Tier 1 leverage ratio of 11.9% and a CET1 capital ratio of 16.9%.

Financial Performance:

  • Achieved $3.1 billion in origination volume, up 29% compared to the prior year, driven by the successful execution of product and marketing initiatives.
  • Total net revenue increased 6% to $262.9 million, compared to $248.4 million in the prior year, driven by higher loan origination volume and higher net interest income.
  • Provision benefit of $10.9 million, compared to an expense of $39.7 million in the prior year, due to strong credit performance and the 2026 election of fair value option (FVO) accounting for all new originations.
  • Net charge-offs on total loans and leases held for investment improved to $40.6 million, compared to $46.1 million in the same quarter in the prior year, supported by strong credit performance.
  • Net income and Diluted EPS grew 52% to $58.1 million and $0.50, respectively, compared to $38.2 million and $0.33 in the prior year, respectively.
  • Profit margin (pre-tax) of 28.8%, compared to 21.7% in the prior year.
  • Return on Equity (ROE) of 15.1% with a Return on Tangible Common Equity (ROTCE) of 15.9%.

 

Summary Financial Highlights:



Three Months Ended

($ in millions, except per share amounts)

June 30,

2026



March 31,

2026



June 30,

2025

Total net revenue

$          262.9



$          252.3



$          248.4

Provision for credit losses

(10.9)



0.4



39.7

Non-interest expense

198.1



184.5



154.7

Income before income tax expense

75.7



67.3



54.0

Income tax expense

(17.5)



(15.7)



(15.8)

Net income

$            58.1



$            51.6



$            38.2













Diluted EPS

$            0.50



$            0.44



$            0.33

For a calculation of Tangible Book Value Per Common Share and Return on Tangible Common Equity, refer to the "Reconciliation of GAAP to Non-GAAP Financial Measures" tables at the end of this release.

2026 Strategic Priorities & Investments

Happen has made important progress on several strategic initiatives:

Corporate Rebrand: Rebranded to Happen BankTM, a bank that clears the way for people going places, providing fast and easy access to award-winning products that help them save more of what they earn and earn more on what they save. The new brand reflects the company's transition from a pioneering online lender to a diversified digital-first bank that combines deposits, lending, and a capital-light marketplace bank model. The company completed the transition and began trading on Nasdaq under HAPN in June 2026.

Home Improvement Financing: Having previously acquired foundational technology and key talent, Happen Bank is now underwriting and originating home improvement loans and the pipeline of additional new partners is significant. Home improvement is a $500 billion market where Happen Bank has distinct advantages over incumbents and a meaningful opportunity for growth.

AI and Operating Efficiency: The company has multiple AI initiatives underway across marketing, product, engineering, operations, customer experience, and compliance, with the goal of improving member experience, driving efficiency, and supporting margin expansion over time. AI-powered automation and agent support tools have already led to record personal loans originations production efficiency and a record-high >90% automation rate for issued loans.

New Marketing Channel Investment: The company accelerated investments in new acquisition channels, including paid social and display, ahead of normal seasonal timing in order to build attribution models and data capabilities for the full-year 2026 growth plan. Successful execution of marketing and product initiatives contributed to a 29% year-over-year increase in originations in the second quarter.

Transition to Fair Value Option Accounting: Starting January 1, 2026, Happen Bank adopted FVO accounting for all new originations of loans held for investment. This change aligns the accounting treatment for loans held for investment and held for sale, creating a consistent framework across the business and better aligns the timing of revenue recognition with the timing of credit and operational expenses. The company expects this transition will, over time, result in higher return on invested capital.

From a financial reporting perspective, under FVO, new loans are marked to fair value at origination, with subsequent changes in fair value, reflecting both credit performance and market conditions, flowing through non-interest income each quarter rather than through a separate provision for credit losses. The company will no longer record a CECL provision on new loan originations.

Financial Outlook























Third Quarter 2026

Loan originations





















$3.20B to $3.35B

Diluted EPS





















$0.43 to $0.48















































Full Year 2026

Loan originations





















$12.2B to $12.6B

Diluted EPS





















$1.80 to $1.90

About Happen Bank

Happen Bank™ – formerly LendingClub Bank – is a digital bank built for the Motivated Middle: high-FICO, high-income, digitally savvy consumers actively managing their financial lives. Our difference? We make it easy for them to access award-winning products that help them keep more of what they earn and earn more on what they save. Our products are aligned by design to reward our five million plus members when they take positive financial steps, like saving regularly or making loan payments on time.

The Company's success is fueled by our advanced credit underwriting, a proprietary technology platform engineered for innovation, and a marketplace bank model that drives value for members, loan investors, and shareholders alike. The result is affordable credit, meaningful value, and a trusted banking relationship – delivered consistently and profitably at scale.

Happen Bank exists to clear the way for our members to make it happen.

Happen, Inc. (Nasdaq: HAPN) – formerly LendingClub Corporation – is the parent company and operator of Happen Bank, National Association, Member FDIC. For more information about Happen Bank, visit https://www.happen.com

Conference Call and Webcast Information

Happen, Inc.'s second quarter 2026 webcast and teleconference is scheduled to begin at 2:00 p.m. Pacific Time (or 5:00 p.m. Eastern Time) on Monday, July 27, 2026. A live webcast of the call will be available at https://ir.happen.com under News & Events menu. To listen to the call, register using this link: https://edge.media-server.com/mmc/p/n9sxvwro ten minutes prior to 2:00 p.m. Pacific Time (or 5:00 p.m. Eastern Time). An audio archive of the call will be available at https://ir.happen.com. Happen, Inc. communicates with its investors and the public, including by disclosing material information pursuant to Regulation FD, through various channels, including its website (including the investor relations page at https://ir.happen.com), social media (including X, LinkedIn and Facebook), filings with the Securities and Exchange Commission, press releases, conference calls and webcasts. Accordingly, we encourage investors and the public to review our communications across all channels.

Question Submissions

Prior to quarterly earnings, investors have the ability to submit and upvote questions for Happen Bank's management team to consider. To participate, visit the link provided in each quarter's earnings date announcement.

Contacts

For Investors:

IR@happen.com

Media Contact:

Press@happen.com

Non-GAAP Financial Measures

To supplement our financial statements, which are prepared and presented in accordance with GAAP, we use the following non-GAAP financial measures: Tangible Book Value (TBV) Per Common Share and Return on Tangible Common Equity (ROTCE). Our non-GAAP financial measures do have limitations as analytical tools and you should not consider them in isolation or as a substitute for an analysis of our results under GAAP.

We believe these non-GAAP financial measures provide management and investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and enable comparison of our financial results with other public companies.

We believe TBV Per Common Share is an important measure used to evaluate the company's use of equity. TBV Per Common Share is a non-GAAP financial measure representing tangible common equity for the period (common equity reduced by goodwill and customer relationship intangible assets), divided by the ending number of common shares issued and outstanding.

We believe ROTCE is an important measure because it reflects the company's ability to generate income from its core assets. ROTCE is a non-GAAP financial measure calculated by dividing annualized net income by the average tangible common equity for the applicable period.

For a reconciliation of such measures to the nearest GAAP measures, please refer to the tables on page 11 of this release.

Safe Harbor Statement

Some of the statements above, including statements regarding our entry into home improvement financing, our AI initiatives, the impact of the transition to fair value option accounting and anticipated future performance and financial results, are "forward-looking statements." The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "outlook," "plan," "predict," "project," "should," "will," "would" and similar expressions may identify forward-looking statements, although not all forward-looking statements contain these identifying words. Factors that could cause actual results to differ materially from those contemplated by these forward-looking statements include: our loan performance, our ability to continue to attract and retain new and existing borrowers and marketplace investors (including retaining long-term investors through the duration of their expected partnership and achieving the anticipated level of purchases); competition; overall economic conditions; our ability to integrate acquired technology; the interest rate and/or regulatory environment; default rates and those factors set forth in the section titled "Risk Factors" in our most recent Annual Report on Form 10-K, as filed with the Securities and Exchange Commission, as well as in our subsequent filings with the Securities and Exchange Commission. Actual results or events could differ materially from the plans, intentions and expectations disclosed in forward-looking statements, and you should not place undue reliance on forward-looking statements. We do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

HAPPEN, INC.

OPERATING HIGHLIGHTS

(In thousands, except percentages or as noted)

(Unaudited)





As of and for the three months ended



% Change



June 30,

2026



March 31,

2026



December 31,

2025



September 30,

2025



June 30,

2025



Q/Q



Y/Y

Operating Highlights:

Net interest income

$   179,017



$ 176,234



$     163,027



$     158,439



$  154,249



2 %



16 %

Non-interest income

83,838



76,017



103,444



107,792



94,186



10 %



(11) %

Total net revenue

262,855



252,251



266,471



266,231



248,435



4 %



6 %

Provision for credit losses

(10,917)



390



47,158



46,280



39,733



N/M



N/M

Non-interest expense

198,115



184,533



169,284



162,713



154,718



7 %



28 %

Income before income tax expense

75,657



67,328



50,029



57,238



53,984



12 %



40 %

Income tax expense

(17,509)



(15,725)



(8,475)



(12,964)



(15,806)



11 %



11 %

Net income

$   58,148



$   51,603



$       41,554



$       44,274



$   38,178



13 %



52 %

Diluted EPS

$       0.50



$       0.44



$            0.35



$           0.37



$       0.33



14 %



52 %





























Total loan originations (in millions)(1)

$     3,145



$     2,669



$         2,637



$         2,656



$     2,433



18 %



29 %

Current period originations sold or held for sale

$     2,039



$     1,717



$         2,090



$         2,027



$     1,702



19 %



20 %

Current period originations held for investment

$     1,107



$        952



$           547



$             629



$         731



16 %



51 %





























Total servicing portfolio (in millions)(2)

$     14,596



$   13,854



$       13,423



$         12,986



$    12,524



5 %



17 %

Loans serviced for others

$       8,231



$     7,750



$         7,601



$           7,612



$     7,185



6 %



15 %





























Performance Metrics:

Net interest margin

6.14 %



6.28 %



5.98 %



6.18 %



6.14 %









Profit margin(3)

28.8 %



26.7 %



18.8 %



21.5 %



21.7 %









Return on average equity (ROE)(4)

15.1 %



13.7 %



11.3 %



12.4 %



11.1 %









Return on tangible common equity (ROTCE)(5)(6)

15.9 %



14.5 %



11.9 %



13.2 %



11.8 %









Return on average total assets (ROA)(7)

1.9 %



1.8 %



1.5 %



1.7 %



1.5 %









Marketing expense as a % of loan originations(1)

1.99 %



2.08 %



1.73 %



1.53 %



1.38 %





































Average balance - total loans and leases held for investment

$ 5,108,678



$ 4,797,639



$   4,767,573



$   4,890,619



$ 4,899,272



6 %



4 %

Net charge-offs - total loans and leases held for investment

$      40,599



$      42,493



$       47,852



$         41,899



$      46,078



(4) %



(12) %

Net charge-off ratio - total loans and leases held for investment(8)

3.2 %



3.5 %



4.0 %



3.4 %



3.8 %





































Capital Metrics:

Common equity Tier 1 capital ratio

16.9 %



17.0 %



17.4 %



18.0 %



17.5 %









Tier 1 leverage ratio

11.9 %



11.9 %



12.0 %



12.3 %



12.2 %









Book value per common share

$     13.58



$     13.19



$         13.01



$         12.68



$     12.25



3 %



11 %

Tangible book value per common share(6)

$     12.89



$     12.49



$         12.30



$         11.95



$     11.53



3 %



12 %

(1)

Beginning in the first quarter of 2026, includes all loans originated during the respective periods (unsecured consumer loans, auto loans and small business loans). Previously this included unsecured consumer loans and auto loans only. In the second and first quarters of 2026, this update included small business loan originations of $38 million and $15 million, respectively. Prior periods have been reclassified to conform to the current period presentation.

(2) 

Reflects loans serviced on our platform, which includes unsecured consumer loans and auto loans serviced for others for which servicing rights are retained by the company.

(3) 

Calculated as the ratio of income before income tax expense to total net revenue.

(4) 

Calculated as annualized net income divided by average equity for the period presented.

(5) 

Calculated as annualized net income divided by average tangible common equity for the period presented.

(6) 

Represents a non-GAAP financial measure. See "Reconciliation of GAAP to Non-GAAP Financial Measures."

(7) 

Calculated as annualized net income divided by average total assets for the period presented.

(8) 

Beginning in the first quarter of 2026, the net charge-off ratio is calculated as annualized net charge-offs for total loans and leases held for investment (at amortized cost and fair value) divided by average total outstanding loans and leases held for investment during the period. Prior to the first quarter of 2026, this was calculated based on loans and leases held for investment at amortized cost only. Prior period amounts have been reclassified to conform to the current period presentation.

 

HAPPEN, INC.

OPERATING HIGHLIGHTS (Continued)

(In thousands, except percentages or as noted)

(Unaudited)





As of the period ended



% Change



June 30,

2026



March 31,

2026



December 31,

2025



September 30,

2025



June 30,

2025



Q/Q



Y/Y

Balance Sheet Data:

Securities available for sale

$ 4,046,761



$ 3,867,576



$    3,706,709



$    3,742,304



$ 3,527,142



5 %



15 %

Loans held for sale

$ 1,773,052



$ 1,836,121



$    1,762,396



$    1,213,140



$ 1,008,168



(3) %



76 %

Loans and leases held for investment

$ 5,078,318



$ 4,700,990



$    4,470,383



$    4,573,425



$ 4,765,068



8 %



7 %

Total loans and leases

$ 6,851,370



$ 6,537,111



$    6,232,779



$    5,786,565



$ 5,773,236



5 %



19 %

Total assets

$ 12,549,040



$ 11,939,839



$  11,567,816



$  11,072,515



$ 10,775,333



5 %



16 %

Total deposits

$ 10,765,267



$ 10,189,511



$    9,833,870



$    9,388,233



$ 9,136,124



6 %



18 %

Total liabilities

$ 10,981,575



$ 10,416,311



$  10,067,388



$    9,610,302



$ 9,369,298



5 %



17 %

Total equity

$ 1,567,465



$ 1,523,528



$    1,500,428



$    1,462,213



$ 1,406,035



3 %



11 %

 

HAPPEN, INC.

LOANS AND LEASES HELD FOR INVESTMENT BY DELINQUENCY STATUS

(In thousands)

(Unaudited)

 



The following tables present loans and leases held for investment (at amortized cost and fair value) by delinquency status(1):



June 30, 2026

Current



30-59

Days



60-89

Days



90 or More

Days



Total



Guaranteed

Amount
(2)

Unsecured consumer (3)

$            3,966,514



$   19,724



$   16,249



$    14,386



$            4,016,873



$            —

Residential mortgages

146,498







962



147,460



Secured consumer

406,339



2,378



741



157



409,615



Total consumer loans held for investment

4,519,351



22,102



16,990



15,505



4,573,948



























Equipment finance (4)

29,827







3,422



33,249



Commercial real estate (5)

490,680



1,765





6,373



498,818



38,783

Commercial and industrial

136,122



2,560



2,888



23,230



164,800



115,001

Total commercial loans and leases held for investment

656,629



$    4,325



$    2,888



$    33,025



$ 696,867



$      153,784

Total loans and leases held for investment

$            5,175,980



$   26,427



$   19,878



$    48,530



$            5,270,815



$      153,784



December 31, 2025

Current



30-59

Days



60-89

Days



90 or More

Days



Total



Guaranteed

Amount
(2)

Unsecured consumer (3)

$            3,600,434



$   24,075



$   19,685



$    18,929



$            3,663,123



$            —

Residential mortgages

150,099





888



86



151,073



Secured consumer

257,063



3,015



596



395



261,069



Total consumer loans held for investment

4,007,596



27,090



21,169



19,410



4,075,265



























Equipment finance (4)

35,973



696





3,088



39,757



Commercial real estate (5)

461,307







11,182



472,489



39,507

Commercial and industrial

133,526



1,540



1,878



20,074



157,018



108,826

Total commercial loans and leases held for investment

630,806



2,236



1,878



34,344



669,264



148,333

Total loans and leases held for investment

$            4,638,402



$   29,326



$   23,047



$    53,754



$            4,744,529



$      148,333

(1) 

Beginning in the first quarter of 2026, amounts include loans and leases held for investment measured at both amortized cost and fair value. Prior to the first quarter of 2026, amounts included loans and leases held for investment at amortized cost only.

(2) 

Represents loan balances guaranteed by the Small Business Association (SBA).

(3) 

Excludes basis adjustment for loans previously designated in fair value hedges under the portfolio layer method of $0.4 million and $1.6 million as of June 30, 2026 and December 31, 2025, respectively.

(4) 

Comprised of sales-type leases for equipment.

(5) 

Includes $309.9 million and $286.8 million in loans originated through the SBA as of June 30, 2026 and December 31, 2025, respectively.

 

HAPPEN, INC.

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except share and per share data)

(Unaudited)





Three Months Ended



Change (%)



June 30,

2026



March 31,

2026



June 30,

2025



Q2 2026

vs

Q1 2026



Q2 2026

vs

Q2 2025

Interest income:



















Interest on loans (1)

$      206,397



$       199,897



$      174,645



3 %



18 %

Interest on securities available for sale

55,114



54,411



55,339



1 %



— %

Other interest income

7,424



6,899



7,113



8 %



4 %

Total interest income

$      268,935



$       261,207



$      237,097



3 %



13 %





















Interest expense:



















Interest on deposits

89,916



84,971



82,845



6 %



9 %

Other interest expense

2



2



3



— %



(33) %

Total interest expense

89,918



84,973



82,848



6 %



9 %





















Net interest income

179,017



176,234



154,249



2 %



16 %





















Non-interest income:



















Origination fees (2)

164,006



130,088



87,578



26 %



87 %

Servicing fees (2)

12,890



13,113



16,395



(2) %



(21) %

Gain on sales of loans (2)

21,461



16,269



13,540



32 %



59 %

Net fair value adjustments (2)

(121,145)



(88,925)



(27,869)



(36) %



(335) %

Other non-interest income

6,626



5,472



4,542



21 %



46 %

Total non-interest income

83,838



76,017



94,186



10 %



(11) %





















Total net revenue

262,855



252,251



248,435



4 %



6 %





















Provision for credit losses

(10,917)



390



39,733



N/M



N/M





















Non-interest expense:



















Compensation and benefits

68,221



65,514



61,989



4 %



10 %

Marketing

62,580



55,415



33,580



13 %



86 %

Equipment and software

15,846



15,293



14,495



4 %



9 %

Depreciation and amortization

18,152



15,819



15,460



15 %



17 %

Professional services

11,989



11,767



10,300



2 %



16 %

Occupancy

4,982



6,391



4,787



(22) %



4 %

Other non-interest expense

16,345



14,334



14,107



14 %



16 %

Total non-interest expense

198,115



184,533



154,718



7 %



28 %





















Income before income tax expense

75,657



67,328



53,984



12 %



40 %

Income tax expense

(17,509)



(15,725)



(15,806)



11 %



11 %

Net income

$        58,148



$         51,603



$        38,178



13 %



52 %





















Net income per share: 



















Basic EPS

$           0.50



$            0.45



$           0.33



11 %



52 %

Diluted EPS

$           0.50



$            0.44



$           0.33



14 %



52 %

Weighted-average common shares – Basic

115,376,906



115,400,564



114,409,231



— %



1 %

Weighted-average common shares – Diluted

117,274,710



117,333,435



115,692,969



— %



1 %

(1) 

Beginning in the first quarter of 2026, we combined "Interest on loans held for sale," "Interest and fees on loans and leases held for investment," and "Interest on loans held for investment at fair value," into a single line item called "Interest on loans." Prior period amounts have been reclassified to conform to the current period presentation.

(2) 

Beginning in the first quarter of 2026, these components previously aggregated under "Marketplace revenue" on the Income Statement, are now presented as separate line items. Prior period amounts have been reclassified to conform to the current period presentation.

 

HAPPEN, INC.

NET INTEREST INCOME

(In thousands, except percentages or as noted)

(Unaudited)





Consolidated (1)



Three Months Ended

June 30, 2026



Three Months Ended

March 31, 2026



Three Months Ended

June 30, 2025



Average

Balance



Interest Income/

Expense



Average Yield/

Rate



Average

Balance



Interest Income/

Expense



Average Yield/

Rate



Average

Balance



Interest Income/

Expense



Average Yield/

Rate

Interest-earning assets (2)



































Cash, cash equivalents,

restricted cash and other

$   825,029



$  7,424



3.60 %



$  775,385



$  6,899



3.56 %



$  679,603



$  7,113



4.19 %

Securities available for sale

at fair value

3,880,678



55,114



5.68 %



3,737,199



54,411



5.82 %



3,411,020



55,339



6.49 %

Loans held for sale at fair

value

1,850,763



64,039



13.84 %



1,910,017



64,531



13.51 %



1,061,845



32,489



12.24 %

Loans held for investment

at fair value

1,667,694



46,540



11.16 %



807,486



25,467



12.62 %



722,685



19,761



10.94 %

Loans and leases held for

investment at amortized

cost:



































Unsecured consumer

loans

2,438,480



80,830



13.26 %



2,934,584



94,763



12.92 %



3,177,439



107,829



13.57 %

Commercial and secured

consumer loans

1,002,504



14,988



5.98 %



1,055,569



15,136



5.74 %



999,148



14,566



5.83 %

Loans and leases held for

investment at amortized

cost

3,440,984



95,818



11.14 %



3,990,153



109,899



11.02 %



4,176,587



122,395



11.72 %

Total loans and leases held

for investment

5,108,678



142,358



11.15 %



4,797,639



135,366



11.29 %



4,899,272



142,156



11.61 %

Total interest-earning assets

11,665,148



268,935



9.22 %



11,220,240



261,207



9.31 %



10,051,740



237,097



9.44 %





































Cash and due from banks

and restricted cash

25,687











26,343











38,746









Allowance for loan and l

ease losses

(218,977)











(262,466)











(247,133)









Other non-interest earning

assets

695,671











668,486











633,711









Total assets

$            12,167,529











$            11,652,603











$            10,477,064













































Interest-bearing liabilities



































Interest-bearing deposits (3):



































Savings and money

market accounts

6,897,169



61,372



3.57 %



6,694,780



58,714



3.56 %



6,152,936



58,934



3.84 %

Certificates of deposit

2,736,658



27,381



4.01 %



2,488,015



25,174



4.10 %



1,997,980



22,469



4.51 %

Checking accounts

389,934



1,163



1.20 %



393,963



1,083



1.12 %



426,107



1,442



1.36 %

Interest-bearing deposits

10,023,761



89,916



3.60 %



9,576,758



84,971



3.60 %



8,577,023



82,845



3.87 %

Other interest-bearing

liabilities

220



2



3.81 %



222



2



3.79 %



220



3



4.54 %

Total interest-bearing liabilities

10,023,981



89,918



3.60 %



9,576,980



84,973



3.60 %



8,577,243



82,848



3.87 %

Noninterest-bearing

deposits

343,281











334,136











282,113









Other liabilities

256,029











233,776











236,509









Total liabilities

$            10,623,291











$            10,144,892











$ 9,095,865













































Total equity

$ 1,544,238











$ 1,507,711











$ 1,381,199









Total liabilities and equity

$            12,167,529











$            11,652,603











$            10,477,064













































Interest rate spread









5.62 %











5.71 %











5.57 %





































Net interest income and

net interest margin





$         179,017



6.14 %







$         176,234



6.28 %







$         154,249



6.14 %

(1) 

Consolidated presentation reflects intercompany eliminations.

(2) 

Nonaccrual loans and any related income are included in their respective loan categories.

(3) 

Prior period amounts have been reclassified to conform to the current period presentation.

 

HAPPEN, INC.

CONSOLIDATED BALANCE SHEETS

(In Thousands, Except Share and Per Share Amounts)

(Unaudited)





June 30,

2026



December 31,

2025

Assets







Cash and due from banks

$          11,957



$       11,749

Interest-bearing deposits in banks

900,810



905,905

Total cash and cash equivalents

912,767



917,654

Restricted cash

15,455



12,783

Securities available for sale at fair value ($4,103,026 and $3,733,780 at amortized cost, respectively)

4,046,761



3,706,709

Loans held for sale at fair value

1,773,052



1,762,396

Loans held for investment at fair value

2,085,066



473,314

Loans and leases held for investment

3,186,145



4,272,812

Allowance for loan and lease losses

(192,893)



(275,743)

Loans and leases held for investment, net

2,993,252



3,997,069

Property, equipment and software, net

276,454



254,088

Goodwill

75,717



75,717

Other assets

370,516



368,086

Total assets

$     12,549,040



$  11,567,816

Liabilities and Equity







Deposits:







Interest-bearing

$     10,336,236



$    9,459,483

Noninterest-bearing

429,031



374,387

Total deposits

10,765,267



9,833,870

Other liabilities

216,308



233,518

Total liabilities

10,981,575



10,067,388

Equity







Common stock, $0.01 par value; 180,000,000 shares authorized; 115,407,464 and 115,368,987 shares issued and outstanding, respectively

1,154



1,154

Additional paid-in capital

1,697,357



1,719,233

Accumulated deficit

(92,048)



(201,799)

Accumulated other comprehensive loss

(38,998)



(18,160)

Total equity

1,567,465



1,500,428

Total liabilities and equity

$     12,549,040



$  11,567,816

 

HAPPEN, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(In thousands, except share and per share data)

(Unaudited)



Tangible Book Value Per Common Share





June 30,

2026



March 31,

2026



December 31,

2025



September 30,

2025



June 30,

2025

GAAP common equity

$      1,567,465



$      1,523,528



$      1,500,428



$      1,462,213



$      1,406,035

Less: Goodwill

(75,717)



(75,717)



(75,717)



(75,717)



(75,717)

Less: Customer relationship intangible assets

(4,492)



(5,039)



(5,685)



(8,206)



(7,068)

Tangible common equity

$      1,487,256



$      1,442,772



$      1,419,026



$      1,378,290



$      1,323,250





















Book value per common share

GAAP common equity

$     1,567,465



$      1,523,528



$      1,500,428



$      1,462,213



$      1,406,035

Common shares issued and outstanding

115,407,464



115,497,890



115,368,987



115,301,440



114,740,147

Book value per common share

$            13.58



$             13.19



$            13.01



$            12.68



$            12.25





















Tangible book value per common share

Tangible common equity

$      1,487,256



$      1,442,772



$      1,419,026



$      1,378,290



$      1,323,250

Common shares issued and outstanding

115,407,464



115,497,890



115,368,987



115,301,440



114,740,147

Tangible book value per common share

$             12.89



$             12.49



$             12.30



$             11.95



$             11.53



Return On Tangible Common Equity





For the three months ended



June 30,

2026



March 31,

2026



December 31,

2025



September 30,

2025



June 30,

2025

Average GAAP common equity

$    1,544,238



$    1,507,711



$    1,473,356



$    1,424,538



$    1,381,199

Less: Average goodwill

(75,717)



(75,717)



(75,717)



(75,717)



(75,717)

Less: Average customer relationship intangible assets

(4,766)



(5,362)



(6,031)



(6,722)



(7,423)

Average tangible common equity

$    1,463,755



$    1,426,632



$    1,391,608



$    1,342,099



$    1,298,059





















Return on average equity

Annualized GAAP net income

$       232,592



$       206,412



$       166,216



$       177,096



$       152,712

Average GAAP common equity

$    1,544,238



$    1,507,711



$    1,473,356



$    1,424,538



$    1,381,199

Return on average equity

15.1 %



13.7 %



11.3 %



12.4 %



11.1 %





















Return on tangible common equity

Annualized GAAP net income

$       232,592



$       206,412



$       166,216



$       177,096



$       152,712

Average tangible common equity

$    1,463,755



$    1,426,632



$    1,391,608



$    1,342,099



$    1,298,059

Return on tangible common equity

15.9 %



14.5 %



11.9 %



13.2 %



11.8 %

 

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SOURCE Happen, Inc.