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 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.
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