FALSE000153963800015396382024-10-162024-10-160001539638us-gaap:CommonStockMember2024-10-162024-10-160001539638us-gaap:SeriesCPreferredStockMember2024-10-162024-10-16

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): October 16, 2024
TRIUMPH FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
Texas
(State or Other Jurisdiction
of Incorporation)
001-36722
(Commission
File Number)
20-0477066
(IRS Employer
Identification No.)
12700 Park Central Drive, Suite 1700,
Dallas, Texas
(Address of Principal Executive Offices)
 
75251
(Zip Code)
(214) 365-6900
(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 (see General Instructions A.2. below):
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-2b)
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c)
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. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)
Name of each exchange on which registered
Common stock, par value $0.01 per shareTFINNASDAQ Global Select Market
Depositary Shares Each Representing a 1/40th Interest in a Share of 7.125% Series C Fixed-Rate Non-Cumulative Perpetual Preferred StockTFINPNASDAQ Global Select Market



Item 2.02.Results of Operations and Financial Condition
On October 16, 2024, Triumph Financial, Inc. (the “Company”) announced its financial results for the quarter ended September 30, 2024 in its letter to shareholders attached hereto as Exhibit 99.1. Exhibit 99.1 includes certain non-GAAP financial measures. A reconciliation of those measures to the most directly comparable GAAP measures is included as a table in the letter to shareholders. The information in this Item 2.02, including Exhibit 99.1, shall be considered furnished for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed “filed” for any purpose.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. You can identify forward-looking statements by the use of forward-looking terminology such as “believes,” “expects,” “could,” “may,” “will,” “should,” “seeks,” “likely,” “intends,” “plans,” “pro forma,” “projects,” “estimates” or “anticipates” or the negative of these words and phrases or similar words or phrases that are predictions of or indicate future events or trends and that do not relate solely to historical matters. You can also identify forward-looking statements by discussions of strategy, plans or intentions. Forward-looking statements involve numerous risks and uncertainties and you should not rely on them as predictions of future events. Forward-looking statements depend on assumptions, data or methods that may be incorrect or imprecise and we may not be able to realize them. We do not guarantee that the transactions and events described will happen as described (or that they will happen at all). The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: business and economic conditions generally and in the bank and non-bank financial services industries, nationally and within our local market areas; our ability to mitigate our risk exposures; our ability to maintain our historical earnings trends; changes in management personnel; interest rate risk; concentration of our products and services in the transportation industry; credit risk associated with our loan portfolio; lack of seasoning in our loan portfolio; deteriorating asset quality and higher loan charge-offs; time and effort necessary to resolve nonperforming assets; inaccuracy of the assumptions and estimates we make in establishing reserves for probable loan losses and other estimates; risks related to the integration of acquired businesses and any future acquisitions; our ability to successfully identify and address the risks associated with our possible future acquisitions, and the risks that our prior and possible future acquisitions make it more difficult for investors to evaluate our business, financial condition and results of operations, and impairs our ability to accurately forecast our future performance; lack of liquidity; fluctuations in the fair value and liquidity of the securities we hold for sale; impairment of investment securities, goodwill, other intangible assets or deferred tax assets; our risk management strategies; environmental liability associated with our lending activities; increased competition in the bank and non-bank financial services industries, nationally, regionally or locally, which may adversely affect pricing and terms; the accuracy of our financial statements and related disclosures; material weaknesses in our internal control over financial reporting; system failures or failures to prevent breaches of our network security; the institution and outcome of litigation and other legal proceedings against us or to which we become subject; changes in carry-forwards of net operating losses; changes in federal tax law or policy; the impact of recent and future legislative and regulatory changes, including changes in banking, securities and tax laws and regulations, such as the Dodd-Frank Act and their application by our regulators; governmental monetary and fiscal policies; changes in the scope and cost of FDIC, insurance and other coverages; failure to receive regulatory approval for future acquisitions and increases in our capital requirements.
While forward-looking statements reflect our good-faith beliefs, they are not guarantees of future performance. All forward-looking statements are necessarily only estimates of future results. Accordingly, actual results may differ materially from those expressed in or contemplated by the particular forward-looking statement, and, therefore, you are cautioned not to place undue reliance on such statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" and the forward-looking statement disclosure contained in Triumph’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 13, 2024.



Item 9.01.Financial Statements and Exhibits
(d)Exhibits.
ExhibitDescription
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



EXHIBIT INDEX
ExhibitDescription
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



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.
TRIUMPH FINANCIAL, INC.
 
By:/s/ Adam D. Nelson
Name: Adam D. Nelson
Title: Executive Vice President & General Counsel
Date: October 16, 2024

triumphfinancial_logoxfull.jpg
Exhibit 99.1
October 16, 2024

Fellow Shareholders,

For the third quarter, we earned net income to common stockholders of $4.5 million, or $0.19 per diluted share.

Discussion of the Quarter

Here are the things I think investors should keep top of mind about the quarter:
The freight recession is closer to ending than when it began, but that does not necessarily mean it will end soon. We are 33 months into a freight recession. That makes it the longest since deregulation in 1980. Brokers and carriers are feeling the pressure. There are new bankruptcy filings nearly every week. Weaker capacity is leaving the system, but not at a dramatic rate. We do not have an opinion to express about when this cycle will end. Our primary job is to power through it and serve the needs of our customers; our secondary job is to make the best of this difficult environment by expanding market share.
Expenses were within our target range. We called our shot on expenses being under $97 million and we hit it. We intend to do the same in Q4. We remain disciplined on the things we can control.
TriumphPay returned to EBITDA positive. Despite the freight recession and our investments in the future, our payments segment returned to a positive EBITDA margin. Performance should continue to improve from here, but it is unlikely to be linear.
We are at the official starting line for LoadPay and Factoring as a Service (“FaaS”). In prior letters, we identified these offerings as part of our journey to achieving $1 billion of revenue from our transportation fintech platform. We have taken the next steps in the deployment of LoadPay and FaaS with C.H. Robinson. We also expect to offer both products to a host of customers through multiple distribution channels in the future. I have included a deeper dive into the unit economics of LoadPay in a later section.
Credit continues to be a modest headwind to earnings. Our year-to-date credit loss expense is $14.3 million. It has run approximately 12 basis points for each of the last 3 quarters. That compares well to many community banks, but it does not meet my expectations. We can tell individual stories about credits, but nobody cares to hear the excuses. A nominally small amount of our historical credit loss is associated with factoring or payments, which are our growth businesses. They have performed as we predicted they would in that the risk in those businesses is revenue volatility more than credit loss. In all of our lines of business, it is our job to keep that risk within acceptable parameters. Beyond credit expense, classified assets are higher than our historical norms. Most of this balance continues to perform, and the classification takes the current interest rate environment into account.



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KPIs for the Quarter

The tables below outline some of our key operating metrics.
As of and for the Three Months Ended
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
Financial Highlights:
Loans held for investment$4,332,967 $4,288,417 $4,195,120 $4,163,100 $4,371,528 
Deposits$4,706,694 $4,392,018 $4,450,963 $3,977,478 $4,487,051 
Net income available to common stockholders$4,546 $1,945 $3,357 $8,825 $11,993 
Diluted earnings per common share$0.19 $0.08 $0.14 $0.37 $0.51 
Return on average assets(1)
0.36 %0.19 %0.31 %0.70 %0.93 %
Yield on loans(1)
8.85 %9.10 %9.09 %9.29 %9.16 %
Cost of total funds(1)
1.57 %1.62 %1.45 %1.47 %1.41 %
Non-performing assets to total assets2.07 %1.60 %1.61 %1.42 %1.07 %
ACL to total loans0.95 %0.92 %0.91 %0.85 %0.80 %
Total capital to risk-weighted assets(2)
16.62 %16.51 %16.69 %16.75 %15.77 %
Common equity tier 1 capital to risk-weighted assets(2)
11.85 %11.71 %11.85 %11.94 %11.18 %
(1) Current quarter ratios are annualized
(2) Current period ratios are preliminary
September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
Current Quarter Q/Q Current Year Y/Y
For the Qtr EndingChange% ChangeChange% Change
Factoring:
Invoice Volume1,480,824 1,432,366 1,367,625 1,404,861 1,428,463 48,458 3.4 %52,361 3.7 %
Purchased Volume$2,610,177,000 $2,542,327,000 $2,469,797,000 $2,570,442,000 $2,606,323,000 $67,850,000 2.7 %$3,854,000 0.1 %
Average Transportation Invoice Size$1,724 $1,738 $1,771 $1,781 $1,772 $(14)(0.8)%$(48)(2.7)%
Payments:
Invoice Volume6,278,246 6,062,779 5,717,016 5,703,740 5,037,841 215,467 3.6 %1,240,405 24.6 %
Payment Volume$7,091,493,000 $6,687,587,000 $6,379,680,000 $6,217,323,000 $5,329,580,000 $403,906,000 6.0 %$1,761,913,000 33.1 %
Network Invoice Volume661,628 701,768 621,209 442,353 303,300 (40,140)(5.7)%358,328 118.1 %
Network Payment Volume$1,063,228,000 $1,133,118,000 $1,035,099,000 $740,048,000 $510,298,000 $(69,890,000)(6.2)%$552,930,000 108.4 %

Payments

For our Payments segment discussion, we will cover the following topics:
1.Analysis of financial and operational performance for the quarter
2.Progression towards 50% density target
3.NextGen Audit
4.LoadPay update

Analysis of financial and operational performance for the quarter. The chart on the following page provides a visual demonstration of how we continue to grow revenue in our Payments segment despite the freight recession. In the chart, the line represents invoice sizes[1], while the bars represent revenue. The revenue bars highlight quickpay and fee income that can be attributed to a specific customer in a specific year and excludes other supply chain finance income and float. Noninterest income in our Payments segment grew 7.8% this quarter and is up 30.0% versus Q3 2023. This includes the fees we generate from network transactions and other highly scalable network activities.


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cohortdataforq3.jpg


In the chart below, we highlight the continued revenue growth and its trend over the last eight quarters against the backdrop of our payment volumes. Our third quarter run rate was $59.5 million. We have generated a roughly 43.0% CAGR in revenue over the last two years.

chart-873505bbce634bb9ba4.jpg

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In the chart below, we highlight the trend lines in EBITDA margin relative to revenue. We crossed back into positive EBITDA margin territory in Q3 (just barely!). I expect revenue and margin to continue to improve from here, but it will not be linear. As demonstrated with product rollouts for LoadPay and FaaS, we continue to focus on product development and product fit to create value for our customers even though it puts pressure on expenses. We are firmly convinced this will create long-term shareholder value.

In the short-term, earnings performance will be impacted by the freight market, which has been a steady headwind. Despite those headwinds, you can see in the chart below that we continue to grow revenue organically. We have added over $30 million of annualized run rate revenue in the last 24 months. Bear in mind that neither LoadPay nor FaaS are yet contributing to revenue. Moreover, there are material portions of broker payment volume that we expect to further monetize in the near future. I will go into further detail on that later in this section. In sum, we remain excited to execute on the opportunity we see in front of us.
chart-aea46c3ef5b3499cb50.jpg
Progression towards 50% density in brokered freight target[3]. I have spoken in prior letters about the importance of density. We believe that the entire brokered market in truckload (“TL”) is approximately $110 billion, annually. For the quarter, TriumphPay’s invoice volume increased 3.6%, and total payment volume increased by 6.0% to $28.4 billion, annualized. Our broker clients represent $25.0 billion of that figure, while the remaining $3.4 billion is related to shipper clients. The average invoice paid by TriumphPay increased 2.4% in size. Our annualized unique broker audit dollar volume was up slightly from Q2 at $15.8 billion, and our annualized unique factor audit volume was down slightly at $11.8 billion. The unique broker and factor audit volumes coupled with our broker payment volumes, represent our network engagement[4]. In Q3, our annualized network engagement was approximately $52.5 billion in brokered freight, thus representing about 48% of that market. Of the overall market, the top 25 brokers represent approximately $52.4 billion of the total. To add density quickly, it makes sense to focus on the largest brokers. The chart below shows where we are with this cohort. Note that the largest broker, C.H. Robinson, is shown in teal, but its volume did not begin to hit the network until after the quarter ended. That volume will begin to scale in Q4.


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top25.jpg

Once again, it is important to understand that a broker highlighted in teal does not indicate we have fully onboarded or fully monetized that relationship. It is also important for investors to understand that for some of the companies represented above, we provide our audit solution, for some we provide our payment services and for some we do both. Bringing more brokers onto the platform for both offerings is an embedded revenue opportunity. Further, some of our longest tenured customers use our legacy version of the audit product, which is priced substantially below our NextGen audit product (and has far less functionality). As more customers migrate to our NextGen product, we will deliver more value to them and enhance our revenue. Finally, we are expanding our audit and payment offering into less-than-truckload (“LTL”). That module in our audit product goes live in the fourth quarter, and we plan to onboard more customers during our general release planned for the first half of 2025. Expanding modes within our customer base is another opportunity to grow revenue. When you add all of that together, I feel confident in saying that we believe we are just scratching the surface of the revenue opportunity before us. As the ecosystem matures and network effects become more pronounced, revenue should grow and EBITDA margin will improve, and we will begin to measure net margin. It will not be overnight, but I see evidence of it happening right in front of us every quarter.
With all the good news regarding density increases and product improvements, we need to be fair and point out one metric that did not improve quarter over quarter. Total network volume decreased in Q3 over Q2 by 5.7%. The decline is attributed to the loss of one tier 1 factor on the network. The transportation industry has continued to struggle in this prolonged freight recession, and that has been particularly hard on factoring companies. Prolonged pressure of this kind requires companies to make difficult decisions. Given the overall market share held by the top 20 factors in the industry, a decision by one of our large clients can have an impact on our short-term results. I am comforted by the pipeline of volume I see coming on to the system, including the broader launch of FaaS. Based on those elements alone, I fully expect to return to network volume growth by Q1 of next year if not sooner. We now have 63 factors on TriumphPay and 37 factors on the network. Our broker quickpay penetration average was 5.6%, and we generated payment transaction fees on approximately 23.4% of our payments invoices. We also earned revenue of $2.6 million[5] on the net float generated through payments made on behalf of our clients. TriumphPay's non-interest expenses this quarter were $17.5 million, down 2.0% compared to the prior quarter.

NextGen Audit. Since I mentioned NextGen Audit in the paragraph above, it seems fitting to give investors some insights into how this product improves on our original offering. When we began offering Audit via our acquisition of HubTran, it was one of the first tools that automated invoice review and created efficiencies for brokers and factors. Earlier this year,

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we made enhancements to our original Audit product that can enable 85%+ touchless invoice processing. Additionally, our AI/ML technology is 94%+ accurate when extracting data from invoices. I will not go into specifics here about features we are releasing for competitive reasons. What I will say is that over the next few quarters, we will continue to invest, focusing on proactive features which prevent exceptions before they are created and further increase the percentage of invoices that are approved and paid without being touched.
LoadPay Update. The promise of LoadPay is to allow carriers access to a digital bank account that can receive payments without time constraints. LoadPay allows carriers to elect to receive real-time payment through any TriumphPay network source, 24 hours a day, 365 days a year, including holidays, weekends, and after hours. This means access to payments even when legacy banks have gone home and the ACH rails are closed. These capabilities are no longer confined to whiteboards and strategy sessions. They are real and the benefits are being realized every day by carriers using LoadPay. There are further details in the Factoring segment discussion below.

We believe providing carriers access to their earned working capital in this manner and allowing freight brokers and factors to pay carriers around the clock will be a key differentiator and competitive driver for our LoadPay and FaaS partners. Triumph pays billions of dollars to carriers on behalf of our TriumphPay network of brokers and from our own factoring business. This is a very large marketing funnel for LoadPay. This is important for investors to understand – many fintechs spend too much time thinking about their product and not enough thinking about their distribution. We believe we can do both well.
Our initial target market for LoadPay is the owner operator (“O/O”). An O/O is defined as a carrier who operates between 1-3 power units. Based on our data, we estimate there are about 200,000 O/O currently active in the US. This may be conservative as the Owner-Operator Independent Drivers Association publishes the number as 350,000. In the current market environment, we do not believe all of those O/O are active.
The product and distribution may be great and the market size enormous, but what about the unit economics? We believe that each O/O LoadPay account will generate about $750 of gross revenue annually at inception. We hope that number will go up over time, but even if it remains at that level of revenue, it will be very profitable to Triumph. I say “hope” because we must make some assumptions in arriving at a calculation. Those assumptions will be augmented by real world usage and become more precise over time. What I can say now is that most of the LoadPay revenue is interchange revenue generated from embedded debit cards. The second component of revenue is tied to the float generated by the accounts, which will fluctuate with interest rates. These are high value revenue streams compared to capital-intensive interest income. We have plans for other product offerings within LoadPay that should increase the revenue per client and the addressable market, but we are not ready to talk about those publicly at this time.

Factoring

1.Analysis of financial and operational performance for the quarter
2.Transportation market update
3.Technology, FaaS and TriumphPay

Analysis of financial and operational performance for the quarter. During the third quarter, our average transportation invoice price dropped to $1,724, down $48 from the same quarter in 2023 and decreased $14 from the second quarter of 2024. Purchased volume increased 2.7% relative to the second quarter.

Factoring segment operating income was $8.0 million, or $3.3 million higher than the prior quarter. This was primarily due to lower credit loss expenses and some non-recurring items impacting last quarter. Net interest income grew just over 2% as higher purchasing activity was offset by lower average invoice prices through most of the quarter. Yield on average receivables balances was down, falling 0.57% to 13.57%. Charge-offs were in line with historical trends at 0.07%.

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purchasesandavgpriceq32024.jpg

Transportation Market Update. While carriers did get some relief early in the quarter, we found that the July 4 holiday was similar to previous holiday impacts where prices recovered then retreated. Invoice prices declined throughout the remainder of the quarter, hitting a low of $1,698. September was the lowest we have seen since July 2020. While lower invoice prices are usually not good for carriers (and certainly not for factors), our carriers did see some mild relief as spot rates were relatively stable and fuel prices fell from $3.87 to $3.53 from early July to late September. It is worth noting our transaction counts through this same period have held up well, as overall volumes have not seen a corresponding level of stress. Over the same 12-month period ending in Q3 2024 represented in the chart on the following page where, net of additions, client counts in our small trucker group decreased by 1,372, our number of invoices purchased increased 3.7%.
We continue to see carriers exit the market, albeit at a slower pace than required for prices to trend upwards. Our own factoring data is a good proxy for the industry. You can see the trend clearly in the chart on the following page, which details O/O client increase/decrease at Triumph Factoring. The interesting thing is that while many of these carriers may have abandoned their O/O business (and thus left Triumph Factoring), we do not believe they have left the industry. Many of these O/O have migrated and “leased on” to work for larger carriers, who generally have more stable clients and volume. We know the trend will reverse over time, and the market will become more balanced. Until that time (and even after that time comes), we intend to just keep doing the next right thing.


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yoyclientgrowthattrition.jpg

Diesel prices were down for ten consecutive weeks during the quarter and reached a low that we have not seen since October 2021. As mentioned previously, diesel prices fell from $3.87 to $3.53 during the quarter. The $0.34 differential saves the carrier $51.00 on an average load without discounts. If a carrier is using our fuel program, they would have saved an additional $75.00 ($0.50 per gallon in Q3) on each 150 gallon in-network refuel. As a result, the lower invoice prices had a less negative impact on the carrier than the factor. In the short run, that is good for our clients, but not so good for us. However, we know that what is good for our clients will be good for us over the long run. Despite lower fuel costs, this revenue per mile is not enough to allow many smaller carriers to operate profitably. Last quarter, we published a chart from Raymond James demonstrating the issue. The updated chart below is materially unchanged.


spotratescostpermilerev.jpg
Source: American Transportation Research Institute, DAT Trendlines, Internet Truckstop, U.S. Energy Information Administration, Raymond James Estimates

Technology, FaaS and TriumphPay. The further we go on the journey, bringing unique technology to our factoring and payment offerings, the more common touch points there are for our services. To assist investors in better understanding our offerings, let me offer a few bullet points.

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Triumph’s technology investment for its own factoring business. We continue to make enhancements to our operating platform to make us faster and more efficient. One such enhancement is “Instant Decision.” Instant Decision was designed to offer our clients a frictionless experience. Funding a client has improved from an average of three hours to receive, review and purchase an invoice down to a minute or less on loads eligible for Instant Decision. This significantly increases operational efficiency and creates a positive experience for our client.
Since our update last quarter, our Instant Decision tool has scaled up to 50% of our small carrier segment, and we continue to broaden its application. Invoices purchased by our Instant Decision tool compared to our previous workflow are being disputed 38.6% less, reduce chargebacks by 84.5% and short payments by 74.7%[6.7]

We are already experiencing significant savings in the portfolio where this is being deployed. More important than the immediate cost savings, we believe this innovation will provide our customers faster access to funding, allowing them to more quickly move on to their next load without worrying about working capital, which makes them stickier. Happy (and sticky) customers create long-term value for shareholders.

When using Instant Decision with LoadPay, the value proposition becomes very tangible. I would like to provide the specifics of just one of these experiences to give investors a real-world example. Ally Recovery and Transport LLC, a Triumph factoring client, has been part of a beta group of carriers testing LoadPay as a funding destination for factored invoices. Ally moved a load on Saturday, October 12 with a drop time of 7:00 am. After being unloaded and obtaining the receiver’s signature, they submitted their load documents and invoice to Triumph, which then immediately passed through our Instant Decision model. This invoice was approved by the model without any human intervention in 9 seconds and was fully purchased and funded into their LoadPay wallet in 21 seconds. This means the carrier had money in their account from a completed load in under 30 seconds after submitting the invoice. Not only did this occur on a Saturday, but it occurred on a Saturday that preceded a bank holiday on Monday (Columbus Day). Without LoadPay, Ally would not have received their funds until Tuesday morning, a difference of three full days that could be used to generate more revenue with another load or return home to their family. The level of technological investment, industry knowledge and payments integration required to make this benefit real for carriers is something unmatched in the industry.
Triumph’s technology investment for FaaS. Anything Triumph does for itself, it will do for its FaaS clients, and they will share in those technology benefits. This includes Instant Decision and factoring’s integration with LoadPay and the TriumphPay network as we work towards broad application of 24x7x365 funding. We have been investing in our proprietary operating system (Delta) to support white-labeling for our FaaS initiatives. Other enhancements have focused on resiliency, operational efficiency, and scalability.
TriumphPay’s technology investment for the factoring industry. I have written about this at length in the past. Anything TriumphPay does for Triumph, it also does for any network factor (whether they are a FaaS customer or not). Let me give you a specific example from our own factoring company. When we examine in-network invoices from TriumphPay in our factoring operations, we find they turn on average every 30.1 days[8]. We arrive at this number as an average of 30.1 days to pay for invoices without exception and 32.8 days for invoices with an exception. Without TriumphPay, the invoices with exception would be 45 days plus. This delay is normal and exists because the factor is not aware of the exception until the payment date (usually 30 days) has passed. This has been a problem for as long I can remember. TriumphPay’s integration to the broker allows any network factor to identify invoices with exceptions weeks earlier, so factors can work to clear exceptions much sooner. This improves days sales outstanding (“DSO”). For each day we improve DSO, we realize about $1 million in savings annually at scale. That number will only go up as density grows. This is a benefit that any network factor can obtain.





9


Banking

For discussion of our Banking segment, we will cover the following topics:

1.Analysis of financial and operational performance for the quarter
2.Credit update

Analysis of financial and operational performance for the quarter. Banking segment operating income fell $1.2 million, or 4.0%, from the prior quarter due primarily to higher credit expense. Our core deposit base was up significantly on the quarter related to a planned influx of noninterest bearing servicing deposits sourced through the customers of our Mortgage Warehouse business. As a result, our cost of funds declined slightly by 5 basis points to 1.57%. We remain mildly asset sensitive. The Fed cut rates 50 bps in September, and as we look forward, our modeling suggests that each 25 bps rate cut would reduce our quarterly net interest income by $0.5 - 1.0 million.

Credit Update. While in line with recent quarters, credit expenses were elevated again this quarter, and we experienced some deterioration in our asset quality metrics. In prior quarters, I have mentioned our increases in the general reserve on our equipment portfolio as a catalyst for elevated credit costs this year. As expected, that did not continue this quarter. There are, I believe, four unique items this quarter, unrelated to systemic or market issues, which warrant specific mention.
We downgraded two CRE loans totaling $42 million to substandard. Both loans experienced short term cash flow issues that were mitigated through guarantor support, remain well-secured and have not required any specific reserves.
We reserved $2.4 million for a C&I client that filed for bankruptcy with specific and organized fraud. The fraud has created uncertainty regarding the value of our collateral and priority of our claims, so we have reserved the entire balance.
We also downgraded a long-standing equipment finance client to nonaccrual due to issues in one of its ancillary businesses. The client’s core trucking business, which is our primary borrower, remains healthy and viable, but the ancillary businesses will require additional cash to resolve those issues. We believe we are adequately collateralized, and we maintain dominion of cash through our factoring relationship. Nonetheless, the current stress on cash flows warranted a downgrade to nonaccrual, which was the primary driver of the NPA ratio degradation this quarter. We have $32 million in equipment finance loans and a well-secured letter of credit associated with this downgrade.
One loan in our liquid credit portfolio required a specific reserve of $1.3 million. This portfolio, now just under $60 million of exposure, is less than half the size it was a year ago.
Closing Thoughts on Guidance, Expenses and Capital Management
We don’t give forward guidance. We do give investors near-term guidance on expenses, because that is something we largely control. We expect expenses for Q4 to be below $97 million once again. One caveat I will add to that – it is possible we will negotiate an exit with some of the tenants in our recently acquired headquarters building to accommodate our future occupancy needs. That could show up as a one-time item next quarter.
The other general piece of guidance I will give relates to Q1 2025. The freight market is soft right now. Catastrophic weather events and geopolitics will add volatility, but they alone will not be a permanent fix for the supply/demand imbalance in the market. I expect seasonality to make it softer in Q1. As a reminder, we typically see a reduction in factoring volumes in the first quarter of somewhere between 4% and 6%. At the same time, we will fight expense pressures that come up in Q1 every year tied to compensation resets, health insurance premium changes, etc. In other words, I do not expect Q1 2025 earnings to be great. We have options to make them better, but each of those would involve taking undue risk or pulling back on the investments we need to make in order to create the network we want to build. We will not do that. We will stick to the long-term plan. I know some investors with shorter investment horizons might not like that – my job is not to make it easy to like what I say, my job is to make sure you never have reason to doubt what I say.

10


No one at Triumph enjoys our current ROA profile nor will we enjoy a rough start to next year, which we believe is likely. But we can separate the temporary discomfort from our long-term optimism. A difficult quarter or even a difficult year is not going to sway us. One reason I can say that is because of how we have stewarded our capital during the good times. I’d like to use some farmer’s math on this topic to conclude this letter:
Since we acquired the bank in November 2010, we have raised ~$467 million from investors (privately and publicly).
During that same time, we have issued ~$84 million of stock-based compensation.
During that same time, we have earned net income to common shareholders (i.e., after tax) of ~$543 million.
There are two things we do not do that most banks do. We do not seek to grow assets, and we do not pay dividends on our common stock. On the asset side of the equation, my goal is for Triumph’s market capitalization (~$1.9 billion) to eventually exceed its total assets (~$5.9 billion). To do that will require growing our stock price or shrinking our asset base, or both. We believe the growth opportunity for us is in the type of revenue that is not generated by the left-hand side of our balance sheet.
Since we do not pay a dividend, it is a fair question to ask what we have done with the $543 million of net income over the last 14 years. It would be impossible to detail it all here, but I can account for ~90% of it as follows:
We hold $260 million of excess capital relative to our CET1 target. That is equivalent to $11 per share. We hold that capital to weather hard times like these and to be opportunistic when others are not able to weather the same environment.
We have used $245 million to repurchase 18.5% of the company at a blended price of $46.35 per share.
Our journey as a company has not been linear or predictable, but I do believe we have created value for our long-term shareholders. We are grateful to have that job, and we will continue to do it to the best of our ability.
With warm regards,

Aaron P. Graft Founder, Vice Chairman & CEO






























11








































[1] Average invoice sizes in our payments segment are generally smaller than average invoice sizes in our factoring segment as a transportation factor generally will only factor long-haul trucking invoices. Less than truckload ("LTL") and parcel typically are not regularly serviced by the transportation factoring industry due to their small ticket size. Our payments business pays all transportation invoices of a freight broker and as such includes some LTL, parcel and shorter hauls that a transportation factor normally will not service.
[2] Recurring cohort revenue is defined as quickpay revenue and fee revenue attributable to clients onboarded in the annual cohorts shown. It does not include nonrecurring fees or gains, float revenue, or other supply chain finance income aside from quickpays.
[3] This reference to brokered freight is specific to domestic truckload (“TL”) freight only. Thus, this calculation would exclude less than truckload ("LTL"), parcel, etc. It would also exclude shipper volumes. Admittedly, this is a difficult percentage to calculate with precision, and it will move from year to year. That being said, we can evaluate the number of payments received in our factoring segment as a proxy for the percentage of TL freight TriumphPay is touching and also use industry data points to make informed assumptions. In the end, this goal is not intended to be a precise measurement in the same way as we would measure earnings. It is a directional and blunt measurement of the reach of the Payments network.
[4] We define network engagement as the amount of freight touched through our payments, audit or full AP automation products. It is an indicator of our broker volume density in the market, the source for growing available network transactions, and a key value driver for factors on the network.
[5] Float revenue in TriumphPay is generated on the net remaining float after funding balance sheet exposure in the payments segment. Float balances in TriumphPay at 9/30/2024 were $357 million. Net float balances were $187 million.
[6] Chargeback refers to the factor's ability to look back to a client for an invoice purchased when it is clear that the invoice is uncollectible for a variety of reasons including holds or disputes, bad or missing paperwork, fraud, etc.
[7] Short payments refer to a situation where a broker or a shipper only pays a portion of the invoice, for a a variety of reasons, rather than the full face amount of the invoice.
[8] Triumph factoring's portfolio of accounts receivable turns every 36.5 days. This is a little higher than the industry average of 35 days, given our disproportionate number of shipper account debtors compared with most factors due to our ability to service larger fleets. “In-network” invoices refer to invoices where the factor and broker are both participating in the TriumphPay network allowing the benefits of the automation and efficiency in the network to be realized.

12


Conference Call Information

Aaron P. Graft, Vice Chairman and CEO, and Brad Voss, CFO, will review the financial results in a conference call with investors and analysts beginning at 9:30 a.m. central time on Thursday, October 17, 2024.

The live video conference option may be accessed directly through this link, https://triumph-financial-inc-earnings-q3fy24.open-exchange.net/ or via the Company's website at tfin.com through the News & Events, Events & Presentations links. Alternatively, a live conference call option is available by dialing 1-833-928-4610 (International: +1-800-456-1369) requesting to be joined to meeting ID 984 7640 9638 at the prompt. An archive of this conference call will subsequently be available at this same location, referenced above, on the Company’s website.
About Triumph Financial
Triumph Financial, Inc. (Nasdaq: TFIN) is a financial holding company focused on payments, factoring and banking. Headquartered in Dallas, Texas, its diversified portfolio of brands includes TriumphPay, Triumph and TBK Bank. www.tfin.com
Forward-Looking Statements
This letter to shareholders contains forward-looking statements. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. You can identify forward-looking statements by the use of forward-looking terminology such as “believes,” “expects,” “could,” “may,” “will,” “should,” “seeks,” “likely,” “intends,” “plans,” “pro forma,” “projects,” “estimates” or “anticipates” or the negative of these words and phrases or similar words or phrases that are predictions of or indicate future events or trends and that do not relate solely to historical matters. You can also identify forward-looking statements by discussions of strategy, plans or intentions. Forward-looking statements involve numerous risks and uncertainties and you should not rely on them as predictions of future events. Forward-looking statements depend on assumptions, data or methods that may be incorrect or imprecise and we may not be able to realize them. We do not guarantee that the transactions and events described will happen as described (or that they will happen at all). The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: business and economic conditions generally and in the bank and non-bank financial services industries, nationally and within our local market areas; our ability to mitigate our risk exposures; our ability to maintain our historical earnings trends; changes in management personnel; interest rate risk; concentration of our products and services in the transportation industry; credit risk associated with our loan portfolio; lack of seasoning in our loan portfolio; deteriorating asset quality and higher loan charge-offs; time and effort necessary to resolve nonperforming assets; inaccuracy of the assumptions and estimates we make in establishing reserves for probable loan losses and other estimates; risks related to the integration of acquired businesses and any future acquisitions; our ability to successfully identify and address the risks associated with our possible future acquisitions, and the risks that our prior and possible future acquisitions make it more difficult for investors to evaluate our business, financial condition and results of operations, and impairs our ability to accurately forecast our future performance; lack of liquidity; fluctuations in the fair value and liquidity of the securities we hold for sale; impairment of investment securities, goodwill, other intangible assets or deferred tax assets; our risk management strategies; environmental liability associated with our lending activities; increased competition in the bank and non-bank financial services industries, nationally, regionally or locally, which may adversely affect pricing and terms; the accuracy of our financial statements and related disclosures; material weaknesses in our internal control over financial reporting; system failures or failures to prevent breaches of our network security; the institution and outcome of litigation and other legal proceedings against us or to which we become subject; changes in carry-forwards of net operating losses; changes in federal tax law or policy; the impact of recent and future legislative and regulatory changes, including changes in banking, securities and tax laws and regulations, such as the Dodd-Frank Act and their application by our regulators; governmental monetary and fiscal policies; changes in the scope and cost of FDIC, insurance and other coverages; failure to receive regulatory approval for future acquisitions and increases in our capital requirements.

13


While forward-looking statements reflect our good-faith beliefs, they are not guarantees of future performance. All forward-looking statements are necessarily only estimates of future results. Accordingly, actual results may differ materially from those expressed in or contemplated by the particular forward-looking statement, and, therefore, you are cautioned not to place undue reliance on such statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" and the forward-looking statement disclosure contained in Triumph Financial’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 13, 2024.
Non-GAAP Financial Measures
This letter to shareholders includes certain non‐GAAP financial measures intended to supplement, not substitute for, comparable GAAP measures. Reconciliations of non‐GAAP financial measures to GAAP financial measures are provided at the end of this letter to shareholders.


14


The following table sets forth key metrics used by Triumph Financial to monitor our operations. Footnotes in this table can be found in our definitions of non-GAAP financial measures at the end of this document.
As of and for the Three Months EndedAs of and for the Nine Months Ended
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
September 30,
2024
September 30,
2023
Financial Highlights:
Total assets$5,866,046 $5,783,334 $5,575,493 $5,347,334 $5,599,794 $5,866,046 $5,599,794 
Loans held for investment$4,332,967 $4,288,417 $4,195,120 $4,163,100 $4,371,528 $4,332,967 $4,371,528 
Deposits$4,706,694 $4,392,018 $4,450,963 $3,977,478 $4,487,051 $4,706,694 $4,487,051 
Net income available to common stockholders$4,546 $1,945 $3,357 $8,825 $11,993 $9,848 $29,050 
Performance Ratios - Annualized:
Return on average assets0.36 %0.19 %0.31 %0.70 %0.93 %0.29 %0.78 %
Return on average total equity2.39 %1.26 %1.90 %4.40 %5.95 %1.85 %4.94 %
Return on average common equity2.14 %0.94 %1.62 %4.25 %5.89 %1.57 %4.82 %
Return on average tangible common equity (1)
3.07 %1.35 %2.33 %6.20 %8.70 %2.26 %7.16 %
Yield on loans(2)
8.85 %9.10 %9.09 %9.29 %9.16 %9.01 %9.17 %
Cost of interest bearing deposits2.20 %2.34 %1.99 %1.84 %1.83 %2.18 %1.21 %
Cost of total deposits1.23 %1.39 %1.17 %1.11 %1.15 %1.26 %0.73 %
Cost of total funds1.57 %1.62 %1.45 %1.47 %1.41 %1.55 %1.12 %
Net interest margin(2)
6.81 %7.07 %7.29 %7.55 %7.48 %7.05 %7.70 %
Net noninterest expense to average assets5.29 %5.67 %5.62 %5.29 %5.28 %5.52 %5.68 %
Efficiency ratio90.06 %92.64 %89.45 %82.24 %82.36 %90.73 %85.21 %
Asset Quality:(3)
Past due to total loans2.62 %2.21 %1.90 %2.00 %1.94 %2.62 %1.94 %
Non-performing loans to total loans2.62 %1.94 %1.98 %1.65 %1.22 %2.62 %1.22 %
Non-performing assets to total assets2.07 %1.60 %1.61 %1.42 %1.07 %2.07 %1.07 %
ACL to non-performing loans36.28 %47.48 %45.93 %51.15 %65.33 %36.28 %65.33 %
ACL to total loans0.95 %0.92 %0.91 %0.85 %0.80 %0.95 %0.80 %
Net charge-offs to average loans0.08 %0.06 %0.05 %0.13 %0.03 %0.20 %0.34 %
Capital:
Tier 1 capital to average assets(4)
12.21 %12.38 %12.99 %12.64 %12.36 %12.21 %12.36 %
Tier 1 capital to risk-weighted assets(4)
13.57 %13.45 %13.62 %13.74 %12.90 %13.57 %12.90 %
Common equity tier 1 capital to risk-weighted assets(4)
11.85 %11.71 %11.85 %11.94 %11.18 %11.85 %11.18 %
Total capital to risk-weighted assets16.62 %16.51 %16.69 %16.75 %15.77 %16.62 %15.77 %
Total equity to total assets15.10 %15.12 %15.65 %16.17 %15.19 %15.10 %15.19 %
Tangible common stockholders' equity to tangible assets(1)
10.50 %10.39 %10.71 %11.04 %10.21 %10.50 %10.21 %
Per Share Amounts:
Book value per share$35.95 $35.51 $35.45 $35.16 $34.58 $35.95 $34.58 
Tangible book value per share (1)
$25.22 $24.60 $24.42 $24.12 $23.41 $25.22 $23.41 
Basic earnings per common share$0.19 $0.08 $0.14 $0.38 $0.52 $0.42 $1.25 
Diluted earnings per common share$0.19 $0.08 $0.14 $0.37 $0.51 $0.42 $1.23 
Shares outstanding end of period23,387,522 23,353,519 23,334,997 23,302,414 23,291,693 23,387,522 23,291,693 


15


Unaudited consolidated balance sheet as of:
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
ASSETS
Total cash and cash equivalents$489,280 $500,663 $417,033 $286,635 $337,583 
Securities - available for sale403,186 339,661 320,101 299,644 292,324 
Securities - held to maturity, net2,121 2,787 3,010 2,977 3,311 
Equity securities with readily determinable fair value4,583 4,422 4,441 4,488 4,289 
Loans held for sale26 1,051 3,712 1,236 6,416 
Loans held for investment4,332,967 4,288,417 4,195,120 4,163,100 4,371,528 
Allowance for credit losses(41,243)(39,591)(38,232)(35,219)(34,815)
Loans, net4,291,724 4,248,826 4,156,888 4,127,881 4,336,713 
FHLB and other restricted stock7,112 14,040 4,764 14,278 10,101 
Premises and equipment, net156,462 159,588 162,544 113,457 113,062 
Capitalized software, net34,481 30,582 26,435 22,365 19,451 
Goodwill233,709 233,709 233,709 233,709 233,709 
Intangible assets, net17,316 20,943 23,842 23,646 26,400 
Bank-owned life insurance42,381 42,225 42,077 41,946 41,822 
Deferred tax asset, net10,667 6,641 7,946 8,800 9,594 
Other assets172,998 178,196 168,991 166,272 165,019 
Total assets$5,866,046 $5,783,334 $5,575,493 $5,347,334 $5,599,794 
LIABILITIES     
Noninterest bearing deposits$2,103,092 $1,689,531 $1,747,544 $1,632,022 $1,632,559 
Interest bearing deposits2,603,602 2,702,487 2,703,419 2,345,456 2,854,492 
Total deposits4,706,694 4,392,018 4,450,963 3,977,478 4,487,051 
Federal Home Loan Bank advances30,000 280,000 30,000 255,000 30,000 
Subordinated notes109,072 108,939 108,807 108,678 108,454 
Junior subordinated debentures42,196 42,042 41,889 41,740 41,592 
Other liabilities92,320 86,086 71,495 100,038 82,315 
Total liabilities4,980,282 4,909,085 4,703,154 4,482,934 4,749,412 
EQUITY     
Preferred Stock45,000 45,000 45,000 45,000 45,000 
Common stock291 291 290 290 290 
Additional paid-in-capital564,464 559,072 555,613 550,743 547,212 
Treasury stock, at cost(268,352)(268,352)(265,119)(265,038)(265,016)
Retained earnings546,179 541,633 539,688 536,331 527,506 
Accumulated other comprehensive income (loss)(1,818)(3,395)(3,133)(2,926)(4,610)
Total stockholders' equity885,764 874,249 872,339 864,400 850,382 
Total liabilities and equity$5,866,046 $5,783,334 $5,575,493 $5,347,334 $5,599,794 


16


Unaudited consolidated statement of income:
For the Three Months EndedFor the Nine Months Ended
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
September 30,
2024
September 30,
2023
Interest income:
Loans, including fees$52,886 $54,900 $53,552 $58,963 $59,669 $161,338 $169,465 
Factored receivables, including fees40,598 40,028 37,909 40,723 39,161 118,535 119,884 
Securities6,500 5,523 5,351 5,243 5,205 17,374 14,552 
FHLB and other restricted stock379 234 232 289 397 845 741 
Cash deposits7,712 6,330 4,903 3,510 3,101 18,945 9,051 
Total interest income108,075 107,015 101,947 108,728 107,533 317,037 313,693 
Interest expense:
Deposits14,041 15,520 12,152 11,765 12,474 41,713 22,553 
Subordinated notes1,227 1,225 1,224 1,317 1,315 3,676 3,936 
Junior subordinated debentures1,172 1,162 1,184 1,156 1,169 3,518 3,293 
Other borrowings2,936 1,193 1,352 2,571 1,248 5,481 7,751 
Total interest expense19,376 19,100 15,912 16,809 16,206 54,388 37,533 
Net interest income88,699 87,915 86,035 91,919 91,327 262,649 276,160 
Credit loss expense (benefit)4,263 4,155 5,896 6,135 812 14,314 6,068 
Net interest income after credit loss expense (benefit)84,436 83,760 80,139 85,784 90,515 248,335 270,092 
Noninterest income:
Service charges on deposits1,865 1,810 1,727 1,791 1,728 5,402 5,210 
Card income2,135 2,085 1,868 2,029 2,065 6,088 6,152 
Net gains (losses) on sale of securities— — — 97 — 
Net gains (losses) on sale of loans253 123 (192)(87)203 184 206 
Fee income9,129 8,517 8,683 8,525 8,108 26,329 21,720 
Insurance commissions1,472 1,505 1,568 1,058 1,074 4,545 3,970 
Other2,643 3,127 1,345 817 227 7,115 (1,320)
Total noninterest income17,497 17,167 14,999 14,230 13,410 49,663 35,943 
Noninterest expense:
Salaries and employee benefits55,447 56,005 54,185 50,818 50,884 165,637 159,789 
Occupancy, furniture and equipment8,701 8,565 7,636 7,348 7,542 24,902 21,537 
FDIC insurance and other regulatory assessments679 641 653 656 682 1,973 1,968 
Professional fees4,734 4,558 3,541 3,116 3,941 12,833 10,061 
Amortization of intangible assets3,600 2,869 2,724 2,754 2,849 9,193 8,700 
Advertising and promotion1,416 2,008 1,214 1,901 1,839 4,638 4,839 
Communications and technology12,422 14,307 11,894 11,645 10,784 38,623 34,034 
Software amortization1,484 1,357 1,174 1,398 1,024 4,015 3,054 
Other7,163 7,033 7,350 7,662 6,714 21,546 21,954 
Total noninterest expense95,646 97,343 90,371 87,298 86,259 283,360 265,936 
Net income before income tax6,287 3,584 4,767 12,716 17,666 14,638 40,099 
Income tax expense940 837 609 3,089 4,872 2,386 8,645 
Net income$5,347 $2,747 $4,158 $9,627 $12,794 $12,252 $31,454 
Dividends on preferred stock(801)(802)(801)(802)(801)(2,404)(2,404)
Net income available to common stockholders$4,546 $1,945 $3,357 $8,825 $11,993 $9,848 $29,050 


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Earnings per share:
For the Three Months EndedNine Months Ended
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
September 30,
2024
September 30,
2023
Basic
Net income to common stockholders$4,546 $1,945 $3,357 $8,825 $11,993 $9,848 $29,050 
Weighted average common shares outstanding23,330,635 23,274,089 23,201,259 23,171,751 23,162,614 23,268,887 23,220,331 
Basic earnings per common share$0.19 $0.08 $0.14 $0.38 $0.52 $0.42 $1.25 
Diluted
Net income to common stockholders - diluted$4,546 $1,945 $3,357 $8,825 $11,993 $9,848 $29,050 
Weighted average common shares outstanding23,330,635 23,274,089 23,201,259 23,171,751 23,162,614 23,268,887 23,220,331 
Dilutive effects of:
Assumed exercises of stock options95,472 86,645 87,567 82,463 82,909 89,349 77,286 
Restricted stock awards40,259 60,614 102,417 90,912 80,841 67,805 101,842 
Restricted stock units130,331 118,919 137,321 107,933 84,137 129,047 86,844 
Performance stock units - market based128,157 121,907 119,777 83,821 47,248 117,101 85,218 
Employee stock purchase plan470 2,931 1,921 798 1,165 1,774 908 
Weighted average shares outstanding - diluted23,725,324 23,665,105 23,650,262 23,537,678 23,458,914 23,673,963 23,572,429 
Diluted earnings per common share$0.19 $0.08 $0.14 $0.37 $0.51 $0.42 $1.23 
Shares that were not considered in computing diluted earnings per common share because they were antidilutive or have not met the thresholds to be considered in the dilutive calculation are as follows:
For the Three Months EndedNine Months Ended
September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
September 30,
2024
September 30,
2023
Stock options64,315 77,520 45,764 100,818 101,138 43,389 104,114 
Restricted stock awards— — — — — — — 
Restricted stock units7,500 7,500 7,500 7,500 11,250 7,818 11,250 
Performance stock units - market based— 55,677 — 12,020 14,424 24,798 14,424 
Employee stock purchase plan— — — — — — — 
Loans held for investment summarized as of:
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
Commercial real estate$762,343 $842,342 $819,721 $812,704 $817,064 
Construction, land development, land217,148 216,531 222,859 136,720 131,862 
1-4 family residential properties126,103 128,508 130,200 125,916 129,588 
Farmland57,621 58,495 58,431 63,568 62,698 
Commercial1,093,477 1,092,280 1,160,870 1,170,365 1,251,939 
Factored receivables1,201,495 1,207,480 1,154,047 1,116,654 1,213,702 
Consumer6,990 7,596 7,176 8,326 8,166 
Mortgage warehouse867,790 735,185 641,816 728,847 756,509 
Total loans$4,332,967 $4,288,417 $4,195,120 $4,163,100 $4,371,528 

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Our banking loan portfolio consists of traditional community bank loans as well as commercial finance product lines focused on businesses that require specialized financial solutions and national lending product lines that further diversify our lending operations.
Banking loans held for investment are further summarized below:
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
Commercial real estate$762,343 $842,342 $819,721 $812,704 $817,064 
Construction, land development, land217,148 216,531 222,859 136,720 131,862 
1-4 family residential126,103 128,508 130,200 125,916 129,588 
Farmland57,621 58,495 58,431 63,568 62,698 
Commercial - General284,989 294,670 308,145 303,332 306,430 
Commercial - Agriculture52,997 50,604 46,986 47,059 49,479 
Commercial - Equipment488,326 468,661 440,458 460,008 486,110 
Commercial - Asset-based lending205,476 203,634 260,043 246,065 271,623 
Commercial - Liquid Credit59,539 74,711 105,238 113,901 138,297 
Consumer6,990 7,596 7,176 8,326 8,166 
Mortgage Warehouse867,790 735,185 641,816 728,847 756,509 
Total banking loans held for investment$3,129,322 $3,080,937 $3,041,073 $3,046,446 $3,157,826 


19


The following table presents the Company’s operating segments:
(Dollars in thousands)TotalCorporate
Three months ended September 30, 2024BankingFactoringPaymentsSegments
and Other(1)
Consolidated
Total interest income$67,390 $34,905 $5,693 $107,988 $87 $108,075 
Intersegment interest allocations6,711 (9,280)2,569 — — — 
Total interest expense16,976 — — 16,976 2,400 19,376 
Net interest income (expense)57,125 25,625 8,262 91,012 (2,313)88,699 
Credit loss expense (benefit)3,719 328 (5)4,042 221 4,263 
Net interest income after credit loss expense53,406 25,297 8,267 86,970 (2,534)84,436 
Noninterest income7,538 2,170 6,322 16,030 1,467 17,497 
Noninterest expense32,009 19,969 16,598 68,576 27,070 95,646 
Net intersegment noninterest income (expense)(2)
139 465 (604)— — — 
Operating income (loss)$29,074 $7,963 $(2,613)$34,424 $(28,137)$6,287 
(Dollars in thousands)TotalCorporate
Three months ended June 30, 2024BankingFactoringPaymentsSegments
and Other(1)
Consolidated
Total interest income$66,900 $34,307 $5,721 $106,928 $87 $107,015 
Intersegment interest allocations7,188 (9,198)2,010 — — — 
Total interest expense16,713 — — 16,713 2,387 19,100 
Net interest income (expense)57,375 25,109 7,731 90,215 (2,300)87,915 
Credit loss expense (benefit)1,961 2,176 (9)4,128 27 4,155 
Net interest income after credit loss expense55,414 22,933 7,740 86,087 (2,327)83,760 
Noninterest income7,599 2,016 5,867 15,482 1,685 17,167 
Noninterest expense32,865 20,695 17,070 70,630 26,713 97,343 
Intersegment noninterest income (expense)(2)
137 373 (510)— — — 
Operating income (loss)$30,285 $4,627 $(3,973)$30,939 $(27,355)$3,584 
(1) Includes revenue and expense from the Company’s holding company, which does not meet the definition of an operating segment. Also includes corporate shared service costs such as the majority of salaries and benefits expense for our executive leadership team, as well as other selling, general, and administrative shared services costs including human resources, accounting, finance, risk management and a significant amount of information technology expense.
(2) Intersegment noninterest income (expense) includes:
(Dollars in thousands)BankingFactoringPayments
Three Months Ended September 30, 2024
Factoring revenue received from Payments$— $864 $(864)
Payments revenue received from Factoring— (289)289 
Banking revenue received from Payments and Factoring139 (110)(29)
Intersegment noninterest income (expense)$139 $465 $(604)
Three Months Ended June 30, 2024
Factoring revenue received from Payments$— $750 $(750)
Payments revenue received from Factoring— (264)264 
Banking revenue received from Payments and Factoring137 (113)(24)
Intersegment noninterest income (expense)$137 $373 $(510)

20


Information pertaining to our factoring segment, summarized as of and for the quarters ended:
FactoringSeptember 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
Factored receivable period end balance$1,031,633,000 $1,035,159,000 $976,761,000 $941,926,000 $1,041,448,000 
Commercial loans period end balance$2,150,000 $— $— $— $— 
Yield on average receivable balance13.57 %14.14 %13.98 %13.71 %13.59 %
Current quarter charge-off rate0.07 %0.15 %0.13 %0.12 %0.12 %
Factored receivables - transportation concentration97 %97 %97 %96 %96 %
Interest income, including fees$34,905,000 $34,307,000 $32,752,000 $35,448,000 $34,244,000 
Noninterest income2,170,000 2,016,000 2,903,000 2,725,000 2,546,000 
Intersegment noninterest income864,000 750,000 750,000 510,000 510,000 
Factored receivable total revenue37,939,000 37,073,000 36,405,000 38,683,000 37,300,000 
Average net funds employed915,257,000 873,355,000 839,136,000 927,996,000 898,989,000 
Yield on average net funds employed16.49 %17.07 %17.45 %16.54 %16.46 %
Accounts receivable purchased$2,610,177,000 $2,542,327,000 $2,469,797,000 $2,570,442,000 $2,606,323,000 
Number of invoices purchased1,480,824 1,432,366 1,367,625 1,404,861 1,428,463 
Average invoice size$1,763 $1,775 $1,806 $1,830 $1,825 
Average invoice size - transportation$1,724 $1,738 $1,771 $1,781 $1,772 
Average invoice size - non-transportation$4,940 $4,561 $4,099 $5,858 $5,631 


21


Information pertaining to our Payments segment, summarized as of and for the quarters ended:
PaymentsSeptember 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
Supply chain financing factored receivables$101,336,000 $95,163,000 $98,593,000 $100,829,000 $87,590,000 
Quickpay and other factored receivables68,526,000 77,158,000 78,693,000 73,899,000 84,664,000 
Total factored receivable period end balance$169,862,000 $172,321,000 $177,286,000 $174,728,000 $172,254,000 
Total revenue
Supply chain finance interest income$2,897,000 $2,649,000 $2,553,000 $2,476,000 $2,316,000 
Quickpay interest income2,796,000 3,072,000 2,604,000 2,799,000 2,601,000 
Intersegment interest income allocation2,569,000 2,010,000 2,161,000 1,951,000 1,334,000 
Total interest income8,262,000 7,731,000 7,318,000 7,226,000 6,251,000 
Broker noninterest income4,804,000 4,392,000 4,115,000 3,880,000 3,372,000 
Factor noninterest income1,339,000 1,296,000 1,295,000 1,301,000 1,312,000 
Other noninterest income179,000 179,000 133,000 263,000 133,000 
Intersegment noninterest income289,000 264,000 265,000 267,000 268,000 
Total noninterest income6,611,000 6,131,000 5,808,000 5,711,000 5,085,000 
$14,873,000 $13,862,000 $13,126,000 $12,937,000 $11,336,000 
Total expense
Credit loss expense (benefit)$(5,000)$(9,000)$69,000 $5,000 $14,000 
Noninterest expense16,598,000 17,070,000 16,485,000 14,783,000 14,556,000 
Intersegment noninterest expense893,000 774,000 775,000 510,000 510,000 
$17,486,000 $17,835,000 $17,329,000 $15,298,000 $15,080,000 
Pre-tax operating income (loss)$(2,613,000)$(3,973,000)$(4,203,000)$(2,361,000)$(3,744,000)
Depreciation expense253,000 263,000 244,000 261,000 181,000 
Software amortization expense743,000 580,000 527,000 433,000 177,000 
Intangible amortization expense1,687,000 1,687,000 1,702,000 1,703,000 1,703,000 
Earnings (losses) before interest, taxes, depreciation, and amortization(1)
$70,000 $(1,443,000)$(1,730,000)$36,000 $(1,683,000)
EBITDA Margin0.5 %(10)%(13)%— %(15)%
Number of invoices processed6,278,2466,062,7795,717,0165,703,7405,037,841
Amount of payments processed$7,091,493,000$6,687,587,000$6,379,680,000$6,217,323,000$5,329,580,000
Network invoice volume661,628701,768621,209442,353303,300
Network payment volume$1,063,228,000$1,133,118,000$1,035,099,000$740,048,000$510,298,000
(1)Earnings (losses) before interest, taxes, depreciation, and amortization ("EBITDA") is a non-GAAP financial measure used as a supplemental measure to evaluate the performance of our Payments segment.

22


Deposits summarized as of:
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
Non-interest bearing demand$2,103,092 $1,689,531 $1,747,544 $1,632,022 $1,632,559 
Interest bearing demand700,928 847,387 744,208 757,455 795,246 
Individual retirement accounts46,096 48,991 50,730 52,195 55,296 
Money market606,321 592,667 601,685 568,772 540,235 
Savings533,553 545,807 547,471 555,047 542,985 
Certificates of deposit242,093 252,641 261,614 265,525 269,416 
Brokered time deposits474,611 414,987 397,645 146,458 451,273 
Other brokered deposits— 100,066 200,041 
Total deposits$4,706,694 $4,392,018 $4,450,963 $3,977,478 $4,487,051 

23


Net interest margin summarized for the three months ended:
September 30, 2024June 30, 2024
(Dollars in thousands)Average
Balance
Interest
Average
Rate(4)
Average
Balance
Interest
Average
Rate(4)
Interest earning assets:
Interest earning cash balances$563,683 $7,712 5.44 %$463,759 $6,330 5.49 %
Taxable securities398,265 6,479 6.47 %328,987 5,501 6.73 %
Tax-exempt securities3,129 21 2.67 %3,153 22 2.81 %
FHLB and other restricted stock13,587 379 11.10 %7,598 234 12.39 %
Loans(1)
4,200,306 93,484 8.85 %4,195,669 94,928 9.10 %
Total interest earning assets$5,178,970 $108,075 8.30 %$4,999,166 $107,015 8.61 %
Non-interest earning assets:
Other assets692,933 691,601 
Total assets$5,871,903 $5,690,767 
Interest bearing liabilities:
Deposits:
Interest bearing demand$721,482 $987 0.54 %$748,699 $1,164 0.63 %
Individual retirement accounts47,397 158 1.33 %49,917 175 1.41 %
Money market580,281 4,128 2.83 %565,612 4,097 2.91 %
Savings538,367 1,609 1.19 %541,408 1,480 1.10 %
Certificates of deposit248,126 2,087 3.35 %257,292 1,945 3.04 %
Brokered time deposits404,537 5,072 4.99 %433,096 5,698 5.29 %
Other brokered deposits— — — %71,196 961 5.43 %
Total interest bearing deposits2,540,190 14,041 2.20 %2,667,220 15,520 2.34 %
Federal Home Loan Bank advances213,424 2,936 5.47 %85,769 1,193 5.59 %
Subordinated notes108,984 1,227 4.48 %108,868 1,225 4.53 %
Junior subordinated debentures42,105 1,172 11.07 %41,951 1,162 11.14 %
Other borrowings11 — — %— — — %
Total interest bearing liabilities$2,904,714 $19,376 2.65 %$2,903,808 $19,100 2.65 %
Noninterest bearing liabilities and equity:
Non-interest bearing demand deposits1,991,042 1,832,154 
Other liabilities87,712 74,578 
Total equity888,435 880,227 
Total liabilities and equity$5,871,903 $5,690,767 
Net interest income$88,699 $87,915 
Interest spread(2)
5.65 %5.96 %
Net interest margin(3)
6.81 %7.07 %
(1) Loan balance totals include respective nonaccrual assets.
(2) Net interest spread is the yield on average interest earning assets less the rate on interest bearing liabilities.
(3) Net interest margin is the ratio of net interest income to average interest earning assets.
(4) Average rates have been annualized.


24


Additional information pertaining to our loan portfolio, including loans held for investment and loans held for sale, summarized for the quarters ended:
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
Average Banking loans$3,008,767 $3,035,612 $2,932,646 $3,053,526 $3,109,630 
Average Factoring receivables1,023,570 976,087 942,414 1,025,978 999,345 
Average Payments receivables167,969 183,970 170,306 176,852 173,847 
Average total loans$4,200,306 $4,195,669 $4,045,366 $4,256,356 $4,282,822 
Banking yield6.99 %7.27 %7.34 %7.66 %7.61 %
Factoring yield13.57 %14.14 %13.98 %13.71 %13.59 %
Payments yield13.48 %12.51 %12.18 %11.83 %11.22 %
Total loan yield8.85 %9.10 %9.09 %9.29 %9.16 %

Metrics and non-GAAP financial:
As of and for the Three Months EndedAs of and for the Nine Months Ended
(Dollars in thousands,
except per share amounts)
September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
September 30,
2024
September 30,
2023
Average total stockholders' equity$888,435 $880,227 $879,825 $868,396 $853,375 $882,849 $851,139 
Average preferred stock liquidation preference(45,000)(45,000)(45,000)(45,000)(45,000)(45,000)(45,000)
Average total common stockholders' equity843,435 835,227 834,825 823,396 808,375 837,849 806,139 
Average goodwill and other intangibles(253,656)(256,552)(256,070)(258,807)(261,619)(255,431)(263,814)
Average tangible common stockholders' equity$589,779 $578,675 $578,755 $564,589 $546,756 $582,418 $542,325 
Net income available to common stockholders$4,546 $1,945 $3,357 $8,825 $11,993 $9,848 $29,050 
Average tangible common equity589,779 578,675 578,755 564,589 546,756 582,418 542,325 
Return on average tangible common equity3.07 %1.35 %2.33 %6.20 %8.70 %2.26 %7.16 %
Net interest income$88,699 $87,915 $86,035 $91,919 $91,327 $262,649 $276,160 
Noninterest income17,497 17,167 14,999 14,230 13,410 49,663 35,943 
Operating revenue$106,196 $105,082 $101,034 $106,149 $104,737 $312,312 $312,103 
Noninterest expenses$95,646 $97,343 $90,371 $87,298 $86,259 $283,360 $265,936 
Efficiency ratio90.06 %92.64 %89.45 %82.24 %82.36 %90.73 %85.21 %
Net non-interest expense to average assets ratio:
Noninterest expenses$95,646 $97,343 $90,371 $87,298 $86,259 $283,360 $265,936 
Noninterest income$17,497 $17,167 $14,999 $14,230 $13,410 $49,663 $35,943 
Net noninterest expenses$78,149 $80,176 $75,372 $73,068 $72,849 $233,697 $229,993 
Average total assets$5,871,903 $5,690,767 $5,391,520 $5,478,707 $5,472,000 $5,654,804 $5,415,269 
Net noninterest expense to average assets ratio5.29 %5.67 %5.62 %5.29 %5.28 %5.52 %5.68 %
Total stockholders' equity$885,764 $874,249 $872,339 $864,400 $850,382 $885,764 $850,382 
Preferred stock liquidation preference(45,000)(45,000)(45,000)(45,000)(45,000)(45,000)(45,000)
Total common stockholders' equity840,764 829,249 827,339 819,400 805,382 840,764 805,382 
Goodwill and other intangibles(251,025)(254,652)(257,551)(257,355)(260,109)(251,025)(260,109)
Tangible common stockholders' equity$589,739 $574,597 $569,788 $562,045 $545,273 $589,739 $545,273 
Common shares outstanding23,387,522 23,353,519 23,334,997 23,302,414 23,291,693 23,387,522 23,291,693 
Tangible book value per share$25.22 $24.60 $24.42 $24.12 $23.41 $25.22 $23.41 
Total assets at end of period$5,866,046 $5,783,334 $5,575,493 $5,347,334 $5,599,794 $5,866,046 $5,599,794 
Goodwill and other intangibles(251,025)(254,652)(257,551)(257,355)(260,109)(251,025)(260,109)
Tangible assets at period end$5,615,021 $5,528,682 $5,317,942 $5,089,979 $5,339,685 $5,615,021 $5,339,685 
Tangible common stockholders' equity ratio10.50 %10.39 %10.71 %11.04 %10.21 %10.50 %10.21 %

25


1)Triumph Financial uses certain non-GAAP financial measures to provide meaningful supplemental information regarding Triumph Financial's operational performance and to enhance investors' overall understanding of such financial performance. The non-GAAP measures used by Triumph Financial include the following:
"Tangible common stockholders' equity" is defined as common stockholders' equity less goodwill and other intangible assets.
"Total tangible assets" is defined as total assets less goodwill and other intangible assets.
"Tangible book value per share" is defined as tangible common stockholders' equity divided by total common shares outstanding. This measure is important to investors interested in changes from period-to-period in book value per share exclusive of changes in intangible assets.
"Tangible common stockholders' equity ratio" is defined as the ratio of tangible common stockholders' equity divided by total tangible assets. We believe that this measure is important to many investors in the marketplace who are interested in relative changes from period-to period in common equity and total assets, each exclusive of changes in intangible assets.
"Return on Average Tangible Common Equity" is defined as net income available to common stockholders divided by average tangible common stockholders' equity.
2)Performance ratios include discount accretion on purchased loans for the periods presented as follows:
For the Three Months EndedFor the Nine Months Ended
(Dollars in thousands)September 30,
2024
June 30,
2024
March 31,
2024
December 31,
2023
September 30,
2023
September 30,
2024
September 30,
2023
Loan discount accretion$893 $1,127 $471 $1,039 $1,403 $2,491 $4,203 
3)Asset quality ratios exclude loans held for sale, except for non-performing assets to total assets.
4)Current quarter ratios are preliminary.
Source: Triumph Financial, Inc.
###
Investor Relations:
Luke Wyse
Senior Vice President, Head of Investor Relations
lwyse@tfin.com
214-365-6936
Media Contact:
Amanda Tavackoli
Senior Vice President, Director of Corporate Communication
atavackoli@tfin.com
214-365-6930

26
v3.24.3
Cover Page
Oct. 16, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Oct. 16, 2024
Entity Registrant Name TRIUMPH FINANCIAL, INC.
Entity Incorporation, State or Country Code TX
Entity File Number 001-36722
Entity Tax Identification Number 20-0477066
Entity Address, Address Line One 12700 Park Central Drive
Entity Address, Address Line Two Suite 1700
Entity Address, City or Town Dallas
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75251
City Area Code 214
Local Phone Number 365-6900
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001539638
Common Stock  
Entity Information [Line Items]  
Title of 12(b) Security Common stock, par value $0.01 per share
Trading Symbol TFIN
Security Exchange Name NASDAQ
Series C Preferred Stock  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares Each Representing a 1/40th Interest in a Share of 7.125% Series C Fixed-Rate Non-Cumulative Perpetual Preferred Stock
Trading Symbol TFINP
Security Exchange Name NASDAQ

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