8-K

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 and Exchange Act of 1934

Date of Report (Date of earliest event reported): July 25, 2013 (July 24, 2013)

TEXAS CAPITAL BANCSHARES, INC.

(Name of Registrant)

Delaware	001-34657	75-2679109
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

2000 McKinney Avenue, Suite 700, Dallas, Texas, U.S.A.

(Address of principal executive officers)

75201

(Zip Code)

214-932-6600

(Registrant’s telephone number,

including area code)

N/A

(Former address of principal executive offices)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

(a) On July 24, 2013, Texas Capital Bancshares, Inc. issued a press release and made a concurrent public presentation regarding its operating and financial results for its fiscal quarter ended June 30, 2013. A copy of the press release is attached hereto as Exhibit 99.1. A copy of the presentation is attached hereto as Exhibit 99.2.

The information in Item 2.02 of this report (including the exhibit hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1	Press Release, dated July 24, 2013, of Texas Capital Bancshares, Inc., announcing its operating and financial results for its fiscal quarter ended June 30, 2013
99.2	Presentation given July 24, 2013 discussing Texas Capital Bancshares, Inc.’s operating and financial results for its fiscal quarter ended June 30, 2013

FORWARD-LOOKING STATEMENTS

The information in this report contains forward-looking statements within the meaning of Section 27A of the United States Securities Act of 1933 and Section 21E of the United States Securities and Exchange Act of 1934. Such statements are based upon current expectations that involve risks and uncertainties that may be outside of our control. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, words such as “may,” “will,” “should,” “estimates,” “predicts,” “potential,” “continue,” “strategy,” “believes,” “anticipates,” “plans,” “expects,” “intends,” and similar expressions are intended to identify forward-looking statements. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements.

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 25, 2013	TEXAS CAPITAL BANCSHARES, INC.
	By:	/s/ Peter B. Bartholow
		Peter B. Bartholow
		Chief Financial Officer

EXHIBIT INDEX

Exhibit	Description
99.1	Press Release, dated July 24, 2013, of Texas Capital Bancshares, Inc., announcing its operating and financial results for its fiscal quarter ended June 30, 2013
99.2	Presentation given July 24, 2013 discussing Texas Capital Bancshares, Inc.’s operating and financial results for its fiscal quarter ended June 30, 2013

EX-99.1

Exhibit 99.1

July 24, 2013

MEDIA CONTACT

Heather Worley, 214.932.6827

heather.worley@texascapitalbank.com

INVESTOR CONTACT

Myrna Vance, 214.932.6646

myrna.vance@texascapitalbank.com

TEXAS CAPITAL BANCSHARES, INC. ANNOUNCES OPERATING RESULTS FOR Q2 2013

DALLAS – July 24, 2013 – Texas Capital Bancshares, Inc. (NASDAQ: TCBI), the parent company of Texas Capital Bank, announced earnings and operating results for the second quarter of 2013.

• Net income decreased 27% on a linked quarter basis and decreased 19% from the second quarter of 2012 (12% decrease on a linked quarter basis and 2% decrease from the second quarter of 2012 excluding charge related to organizational change)

• EPS decreased 35% on a linked quarter basis and 32% from the second quarter of 2012 (20% decrease on a linked quarter basis and 16% decrease from the second quarter of 2012 excluding charge related to organizational change)

• Demand deposits increased 11% and total deposits increased 3% on a linked quarter basis; grew 45% and 20%, respectively, from the second quarter of 2012

• Loans held for investment increased 9% and total loans increased 9% on a linked quarter basis; both grew 20% from the second quarter of 2012, resulting in a significant increase in the provision

“We are very pleased with the extraordinary growth in loans held for investment, the substantial growth in demand deposits and continued strong core earnings,” said George Jones, CEO. “They are the basis on which we are building the potential for a very positive future in earnings and shareholder returns.”

FINANCIAL SUMMARY

(dollars and shares in thousands)

	Q2 2013			Q2 2012			% Change
QUARTERLY OPERATING RESULTS(1)
Net Income	$	24,072		$	29,623			(19	)%
Net Income Available to Common Shareholders	$	21,634		$	29,623			(27	)%
Diluted EPS	$	.52		$	.76			(32	)%
ROA		.95	%		1.40	%
ROE		9.94	%		18.08	%
Diluted Shares		41,724			39,142
BALANCE SHEET(1)
Total Assets	$	10,977,990		$	9,144,360			20	%
Demand Deposits		2,928,735			2,019,473			45	%
Total Deposits		7,980,598			6,660,290			20	%
Loans Held for Investment		7,510,662			6,234,692			20	%
Total Loans		10,348,896			8,642,724			20	%
Stockholders’ Equity		1,034,955			680,705			52	%

(1) Operating results, assets and loans are reporting from continuing operations

DETAILED FINANCIALS

Texas Capital Bancshares, Inc. reported net income from continuing operations of $24.1 million and net income available to common shareholders of $21.6 million for the quarter ended June 30, 2013, compared to $29.6 million for both net income from continuing operations and net income available to common shareholders for the second quarter of 2012. On a fully diluted basis, earnings per common share from continuing operations were $.52 for the three months ended June 30, 2013, compared to $.76 for the same period last year. The three months ended June 30, 2013, includes the first full quarter of preferred stock dividends which is approximately $.06 per share. The discussion below relates only to continuing operations.

Return on average common equity was 9.94 percent and return on average assets was .95 percent for the second quarter of 2013, compared to 18.08 percent and 1.40 percent, respectively, for the second quarter of 2012.

Net interest income was $101.2 million for the second quarter of 2013, compared to $98.0 million in the first quarter of 2013 and $90.6 million for the second quarter of 2012. The net interest margin in the second quarter of 2013 was 4.19 percent, a 30 basis point decrease from the second quarter of 2012 and an 8 basis point decrease from the first quarter of 2013. The year over year decrease in net interest margin is due to the growth in loans with lower yields offset with a reduction in the total cost of deposits and borrowed funds. Compared to the second quarter of 2012, the issuance in subordinated capital notes during September 2012 had a 7 basis point impact on the net interest margin. The year over year growth in loans more than compensated for the reduction in yields and produced strong growth in net interest income.

Average loans held for investment for the second quarter of 2013 were $7.1 billion, an increase of $1.2 billion from the second quarter of 2012 and $309.6 million from the first quarter of 2013. Average loans held for sale for the second quarter of 2013 increased $343.8 million compared to the second quarter of 2012 and increased $43.6 million from the first quarter of 2013.

Average total deposits for the second quarter of 2013 increased by $1.8 billion from the second quarter of 2012 and increased by $525.8 million from the first quarter of 2013. For the same periods, the average balance of demand deposits increased by $1.0 billion, or 56 percent, to $2.9 billion from $1.9 billion during the second quarter of 2012 and increased $384.4 million from the first quarter of 2013.

In the second quarter of 2013, we experienced continued decreases in levels of non-performing assets. Credit costs, including the provision for credit losses and valuation charges related to other real estate owned (“OREO”) totaled $7.4 million in the second quarter of 2013 compared to $4.1 million in the second quarter of 2012 and $2.1 million in the first quarter of 2013. We recorded a $7.0 million provision for credit losses in the second quarter of 2013 compared to $1.0 million in the second quarter of 2012 and $2.0 million in the first quarter of 2013. The substantial majority of the provision in the second quarter of 2013 was directly related to the significant growth in loans held for investment during the quarter. Due to growth and improving credit quality, at June 30, 2013, the combined reserve decreased to 1.11 percent of loans held for investment as compared to 1.21 percent at June 30, 2012 and 1.14 percent at March 31, 2013. In management’s opinion, the reserve is appropriate and is derived from consistent application of the methodology for establishing the adequacy of reserves for Texas Capital Bank’s loan portfolio. In the second quarter of 2013, net charge-offs were $2.4 million, compared to net charge-offs of $533,000 in the second quarter of 2012 and net charge-offs of $1.2 million in the first quarter of 2013. For the first half of 2013, the net charge-off ratio was 10 basis points compared to 5 basis points for the same period in 2012. Non-accrual loans were $38.5 million, or .51 percent of loans held for investment at the end of the second quarter of 2013, $56.4 million, or .91 percent, at the end of the second quarter of 2012 and $43.4 million, or .63 percent, at the end of the first quarter 2013. At June 30, 2013, total OREO was $13.1 million compared to $27.9 million at the end of the second quarter of 2012, and $14.4 million at the end of the first quarter of 2013. The OREO balance of $13.1 million at June 30, 2013, is stated net of a $4.6 million valuation allowance. The valuation charge for OREO reflected in non-interest expense was $383,000 in the second quarter of 2013 compared to $3.1 million in the second quarter of 2012 and $71,000 in the first quarter of 2013.

Non-interest income increased $666,000 during the second quarter of 2013, or 6 percent, compared to the same period of 2012 primarily related to a $650,000 increase in brokered loan fees earned in the mortgage finance division. Swap fee income increased $359,000 during the second quarter of 2013 due to an increase in swap transactions as compared to the same period in 2012. Offsetting these increases was a $380,000 decrease in other non-interest income during the second quarter of 2013 as compared to the same period in 2012.

2

Non-interest expense for the second quarter of 2013 increased $14.7 million, or 27 percent, to $68.7 million from $54.0 million in the second quarter of 2012. The increase is primarily related to a $15.0 million increase in salaries and employee benefits to $45.2 million from $30.2 million. Of the $15.0 million increase, approximately $7.7 million related to a charge taken to reflect the financial effect of the organizational change announced during the second quarter of 2013 and includes assumptions about future payouts that may or may not happen, but are required to be estimated at the time of the event. Additionally, there was another $2.2 million of charges related to the increased probability that certain company financial performance targets for executive cash-based incentives will be met. These incentives are expensed based on current stock prices. The remaining $5.1 million increase from the second quarter of 2012 was primarily due to general business growth and costs of cash-based incentives resulting from the increase in stock price. Marketing expense increased $900,000 from the second quarter of 2012 due to expansion of customer bases in both loans and deposits. Legal and professional expense increased $1.4 million from the second quarter of 2012 due to general business growth. Allowance and other carrying costs for OREO expense decreased $3.3 million to $482,000, which included a $383,000 valuation expense. The $383,000 valuation expense in the second quarter of 2013 includes $219,000 related to direct write-downs of the OREO balance and $164,000 related to increasing the valuation allowance for the second quarter of 2013, compared to $423,000 related to direct write-downs and $2.7 million related to increasing the valuation allowance for the second quarter of 2012.

Stockholders’ equity increased 52 percent from $680.7 million at June 30, 2012 to $1.0 billion at June 30, 2013, primarily related to the offering of 2.3 million common shares for net proceeds of $87 million in the third quarter of 2012, the offering of 6.0 million shares of preferred shares for proceeds of $145.1 million in the first quarter of 2013 and retained net income. The Bank is well capitalized under regulatory guidelines and at June 30, 2013, the Company’s ratio of tangible common equity to total tangible assets was 7.9 percent.

ABOUT TEXAS CAPITAL BANCSHARES, INC.

Texas Capital Bancshares, Inc. (NASDAQ: TCBI) is the parent company of Texas Capital Bank, a commercial bank that delivers highly personalized financial services to businesses and individuals. Headquartered in Dallas, the Bank has full-service locations in Austin, Dallas, Fort Worth, Houston and San Antonio.

This release contains forward-looking statements, which are subject to risks and uncertainties. A number of factors, many of which are beyond Texas Capital Bancshares’ control, could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. These risks and uncertainties include the risk of adverse impacts from general economic conditions, competition, interest rate sensitivity and exposure to regulatory and legislative changes. These and other factors that could cause results to differ materially from those described in the forward-looking statements can be found in the Form 10-K and other filings made by Texas Capital Bancshares with the Securities and Exchange Commission.

3

TEXAS CAPITAL BANCSHARES, INC.

SELECTED FINANCIAL HIGHLIGHTS (UNAUDITED)

(Dollars in thousands except per share data)

	2nd Quarter 2013			1st Quarter 2013			4th Quarter 2012			3rd Quarter 2012			2nd Quarter 2012
CONSOLIDATED STATEMENT OF INCOME
Interest income	$	107,264		$	104,179		$	107,769		$	102,011		$	95,546
Interest expense		6,044			6,137			6,614			5,156			4,906
Net interest income		101,220			98,042			101,155			96,855			90,640
Provision for credit losses		7,000			2,000			4,500			3,000			1,000
Net interest income after provision for credit losses		94,220			96,042			96,655			93,855			89,640
Non-interest income		11,128			11,281			12,836			10,552			10,462
Non-interest expense		68,734			55,700			60,074			53,521			53,973
Income from continuing operations before income taxes		36,614			51,623			49,417			50,886			46,129
Income tax expense		12,542			18,479			17,982			18,316			16,506
Income from continuing operations		24,072			33,144			31,435			32,570			29,623
Income (loss) from discontinued operations (after-tax)		1			(1	)		(6	)		(34	)		(1	)
Net income		24,073			33,143			31,429			32,536			29,622
Preferred stock dividends		2,438			81			—			—			—
Net income available to common shareholders	$	21,635		$	33,062		$	31,429		$	32,536		$	29,622
Diluted EPS from continuing operations	$	.52		$	.80		$	.76		$	.80		$	.76
Diluted EPS	$	.52		$	.80		$	.76		$	.80		$	.76
Diluted shares		41,723,525			41,429,244			41,505,026			40,755,733			39,141,544
CONSOLIDATED BALANCE SHEET DATA
Total assets	$	10,977,990		$	10,020,565		$	10,540,542		$	9,881,362		$	9,144,360
Loans held for investment		7,510,662			6,920,011			6,785,535			6,549,089			6,234,692
Loans held for sale		2,838,234			2,577,830			3,175,272			2,818,622			2,408,032
Securities		75,861			87,527			100,195			107,288			114,964
Demand deposits		2,928,735			2,628,446			2,535,375			2,114,279			2,019,473
Total deposits		7,980,598			7,745,831			7,440,804			6,717,579			6,660,290
Other borrowings		1,634,630			938,134			1,947,161			2,046,169			1,609,039
Subordinated notes		111,000			111,000			111,000			111,000			—
Long-term debt		113,406			113,406			113,406			113,406			113,406
Stockholders’ equity		1,034,955			1,013,195			836,242			802,406			680,705
End of period shares outstanding		40,862,481			40,771,414			40,727,579			40,580,283			38,114,012
Book value (excluding securities gains/losses)	$	21.60		$	21.10		$	20.45		$	19.68		$	17.75
Tangible book value (excluding securities gains/losses)	$	21.08		$	20.62		$	19.96		$	19.18		$	17.22
SELECTED FINANCIAL RATIOS
Net interest margin		4.19	%		4.27	%		4.27	%		4.36	%		4.49	%
Return on average assets		0.95	%		1.38	%		1.27	%		1.40	%		1.40	%
Return on average common equity		9.94	%		15.82	%		15.35	%		17.27	%		18.08	%
Non-interest income to earning assets		.46	%		.49	%		.54	%		.47	%		.52	%
Efficiency ratio		61.2	%		50.9	%		52.7	%		49.8	%		53.4	%
Efficiency ratio (excluding OREO valuation/write-down)		60.8	%		50.9	%		51.9	%		49.8	%		50.3	%
Non-interest expense to earning assets		2.84	%		2.42	%		2.53	%		2.40	%		2.67	%
Non-interest expense to earning assets (excluding OREO valuation charge)		2.83	%		2.42	%		2.49	%		2.40	%		2.52	%
Tangible common equity to total tangible assets		7.9	%		8.4	%		7.7	%		7.9	%		7.2	%

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TEXAS CAPITAL BANCSHARES, INC.

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Dollars in thousands)

	June 30, 2013			June 30, 2012			% Change
Assets
Cash and due from banks	$	90,992		$	93,377			(3	)%
Interest-bearing deposits		142,928			49,254			190	%
Federal funds sold		85,120			20			N/M
Securities, available-for-sale		75,861			114,964			(34	)%
Loans held for sale		2,838,234			2,408,032			18	%
Loans held for sale from discontinued operations		298			388			(23	)%
Loans held for investment (net of unearned income)		7,510,662			6,234,692			20	%
Less: Allowance for loan losses		79,428			72,404			10	%
Loans held for investment, net		7,431,234			6,162,288			21	%
Premises and equipment, net		11,915			12,037			(1	)%
Accrued interest receivable and other assets		280,067			284,207			(1	)%
Goodwill and intangibles, net		21,639			20,181			7	%
Total assets	$	10,978,288		$	9,144,748			20	%
Liabilities and Stockholders’ Equity
Liabilities:
Deposits:
Non-interest bearing	$	2,928,735		$	2,019,473			45	%
Interest bearing		4,702,902			4,230,806			11	%
Interest bearing in foreign branches		348,961			410,011			(15	)%
Total deposits		7,980,598			6,660,290			20	%
Accrued interest payable		1,023			887			15	%
Other liabilities		102,676			80,421			27	%
Federal funds purchased		307,515			271,835			13	%
Repurchase agreements		27,079			22,148			22	%
Other borrowings		1,300,036			1,315,056			(1	)%
Subordinated notes		111,000			—			100	%
Trust preferred subordinated debentures		113,406			113,406			—
Total liabilities		9,943,333			8,464,043			17	%
Stockholders’ equity:
Preferred stock, $.01 par value, $1,000 liquidation value:		150,000			—			100	%
Common stock, $.01 par value:
Authorized shares – 100,000,000
Issued shares – 40,862,898 and 38,114,429 at June 30, 2013 and 2012, respectively		408			381			7	%
Additional paid-in capital		445,270			357,713			24	%
Retained earnings		437,152			318,490			37	%
Treasury stock (shares at cost: 417 at June 30, 2013 and 2012, respectively)		(8	)		(8	)		—
Accumulated other comprehensive income, net of taxes		2,133			4,129			(48	)%
Total stockholders’ equity		1,034,955			680,705			52	%
Total liabilities and stockholders’ equity	$	10,978,288		$	9,144,748			20	%

5

TEXAS CAPITAL BANCSHARES, INC.

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(Dollars in thousands except per share data)

	Three Months Ended June 30					Six Months Ended June 30
	2013		2012			2013		2012
Interest income
Interest and fees on loans	$	106,418	$	94,291		$	209,600	$	186,065
Securities		773		1,203			1,712		2,510
Federal funds sold		13		4			19		5
Deposits in other banks		60		48			112		97
Total interest income		107,264		95,546			211,443		188,677
Interest expense
Deposits		3,228		3,482			6,473		6,954
Federal funds purchased		206		240			418		521
Repurchase agreements		5		4			9		7
Other borrowings		143		492			356		927
Subordinated notes		1,829		—			3,658		—
Trust preferred subordinated debentures		633		688			1,267		1,399
Total interest expense		6,044		4,906			12,181		9,808
Net interest income		101,220		90,640			199,262		178,869
Provision for credit losses		7,000		1,000			9,000		4,000
Net interest income after provision for credit losses		94,220		89,640			190,262		174,869
Non-interest income
Service charges on deposit accounts		1,749		1,624			3,450		3,228
Trust fee income		1,269		1,232			2,510		2,346
Bank owned life insurance (BOLI) income		463		588			961		1,109
Brokered loan fees		4,778		4,128			9,522		7,779
Swap fees		981		622			2,633		1,419
Other		1,888		2,268			3,333		3,771
Total non-interest income		11,128		10,462			22,409		19,652
Non-interest expense
Salaries and employee benefits		45,191		30,230			78,732		59,249
Net occupancy expense		4,135		3,679			7,992		7,283
Marketing		4,074		3,174			8,046		5,997
Legal and professional		4,707		3,330			8,647		7,321
Communications and technology		3,347		2,720			6,469		5,203
Allowance and other carrying costs for OREO		482		3,812			912		7,154
Other		6,798		7,028			13,636		14,042
Total non-interest expense		68,734		53,973			124,434		106,249
Income from continuing operations before income taxes		36,614		46,129			88,237		88,272
Income tax expense		12,542		16,506			31,021		31,568
Income from continuing operations		24,072		29,623			57,216		56,704
Income (loss) from discontinued operations (after-tax)		1		(1	)		—		3
Net income		24,073		29,622			57,216		56,707
Preferred stock dividends		2,438		—			2,519		—
Net income available to common shareholders	$	21,635	$	29,622		$	54,697	$	56,707
Basic earnings per common share:
Income from continuing operations	$	.53	$	.78		$	1.34	$	1.50
Net income	$	.53	$	.78		$	1.34	$	1.50
Diluted earnings per common share:
Income from continuing operations	$	.52	$	.76		$	1.31	$	1.45
Net income	$	.52	$	.76		$	1.31	$	1.45

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TEXAS CAPITAL BANCSHARES, INC.

SUMMARY OF LOAN LOSS EXPERIENCE

(Dollars in thousands)

	2nd Quarter 2013			1st Quarter 2013			4th Quarter 2012			3rd Quarter 2012			2nd Quarter 2012
Reserve for loan losses:
Beginning balance	$	75,000		$	74,337		$	73,722		$	72,404		$	71,992
Loans charged-off:
Commercial		2,826			1,648			4,044			1,154			1,048
Real estate – term		26			105			—			284			56
Consumer		26			19			—			49			—
Leases		—			—			34			49			26
Total loans charged-off		2,878			1,772			4,078			1,536			1,130
Recoveries:
Commercial		348			397			350			132			191
Real estate – construction		—			—			—			10			—
Real estate – term		7			8			226			130			348
Consumer		15			30			7			18			3
Leases		140			121			21			16			55
Total recoveries		510			556			604			306			597
Net charge-offs		2,368			1,216			3,474			1,230			533
Provision for loan losses		6,796			1,879			4,089			2,548			945
Ending balance	$	79,428		$	75,000		$	74,337		$	73,722		$	72,404
Reserve for off-balance sheet credit losses:
Beginning balance	$	3,976		$	3,855		$	3,444		$	2,992		$	2,937
Provision for off-balance sheet credit losses		204			121			411			452			55
Ending balance	$	4,180		$	3,976		$	3,855		$	3,444		$	2,992
Total reserves for credit losses	$	83,608		$	78,976		$	78,192		$	77,166		$	75,396
Total provision for credit losses	$	7,000		$	2,000		$	4,500		$	3,000		$	1,000
Reserve to loans held for investment(2)		1.06	%		1.08	%		1.10	%		1.13	%		1.16	%
Reserve to average loans held for investment(2)		1.11	%		1.10	%		1.12	%		1.16	%		1.22	%
Net charge-offs to average loans(1)(2)		.13	%		.07	%		.21	%		.08	%		.04	%
Net charge-offs to average loans for last twelve months(1)(2)		.12	%		.10	%		.10	%		.10	%		.20	%
Total provision for credit losses to average loans(1)(2)		.39	%		.12	%		.27	%		.19	%		.07	%
Combined reserves for credit losses to loans held for investment(2)		1.11	%		1.14	%		1.15	%		1.18	%		1.21	%
Non-performing assets (NPAs):
Non-accrual loans	$	38,450		$	43,424		$	55,833		$	57,275		$	56,433
Other real estate owned (OREO) (4)		13,053			14,426			15,991			19,079			27,882
Total	$	51,503		$	57,850		$	71,824		$	76,354		$	84,315
Non-accrual loans to loans(2)		.51	%		.63	%		.82	%		.87	%		.91	%
Total NPAs to loans plus OREO(2)		.68	%		.83	%		1.06	%		1.16	%		1.35	%
Total NPAs to earning assets		.49	%		.60	%		.71	%		.81	%		.97	%
Reserve for loan losses to non-accrual loans		2.1x			1.7x			1.3x			1.3x			1.3x
Restructured loans	$	4,765		$	11,755		$	10,407		$	9,145		$	13,943
Loans past due 90 days and still accruing(3)	$	7,633		$	12,614		$	3,674		$	3,622		$	4,421
Loans past due 90 days to loans(2)		.10	%		.18	%		.05	%		.06	%		.07	%

(1) Interim period ratios are annualized.

(2) Excludes loans held for sale.

(3) At June 30, 2013, loans past due 90 days and still accruing includes premium finance loans of $4.2 million. These loans are primarily secured by obligations of insurance carriers to refund premiums on cancelled insurance policies. The refund of premiums from the insurance carriers can take 180 days or longer from the cancellation date.

(4) At June 30, 2013, OREO balance is net of $4.6 million valuation allowance.

7

TEXAS CAPITAL BANCSHARES, INC.

CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)

(Dollars in thousands)

	2nd Quarter 2013		1st Quarter 2013			4th Quarter 2012			3rd Quarter 2012			2nd Quarter 2012
Interest income
Interest and fees on loans	$	106,418	$	103,182		$	106,653		$	100,830		$	94,291
Securities		773		939			1,053			1,125			1,203
Federal funds sold		13		6			6			2			4
Deposits in other banks		60		52			57			54			48
Total interest income		107,264		104,179			107,769			102,011			95,546
Interest expense
Deposits		3,228		3,245			3,312			3,378			3,482
Federal funds purchased		206		212			190			268			240
Repurchase agreements		5		4			3			3			4
Other borrowings		143		213			615			607			492
Subordinated notes		1,829		1,829			1,829			208			—
Trust preferred subordinated debentures		633		634			665			692			688
Total interest expense		6,044		6,137			6,614			5,156			4,906
Net interest income		101,220		98,042			101,155			96,855			90,640
Provision for credit losses		7,000		2,000			4,500			3,000			1,000
Net interest income after provision for credit losses		94,220		96,042			96,655			93,855			89,640
Non-interest income
Service charges on deposit accounts		1,749		1,701			1,693			1,684			1,624
Trust fee income		1,269		1,241			1,260			1,216			1,232
Bank owned life insurance (BOLI) income		463		498			510			549			588
Brokered loan fees		4,778		4,744			4,978			4,839			4,128
Swap fees		981		1,652			2,093			1,397			622
Other		1,888		1,445			2,302			867			2,268
Total non-interest income		11,128		11,281			12,836			10,552			10,462
Non-interest expense
Salaries and employee benefits		45,191		33,541			31,198			31,009			30,230
Net occupancy expense		4,135		3,857			3,916			3,653			3,679
Marketing		4,074		3,972			3,980			3,472			3,174
Legal and professional		4,707		3,940			5,320			4,916			3,330
Communications and technology		3,347		3,122			3,070			2,885			2,720
Allowance and other carrying costs for OREO		482		430			1,369			552			3,812
Litigation settlement expense		—		—			4,000			—			—
Other		6,798		6,838			7,221			7,034			7,028
Total non-interest expense		68,734		55,700			60,074			53,521			53,973
Income from continuing operations before income taxes		36,614		51,623			49,417			50,886			46,129
Income tax expense		12,542		18,479			17,982			18,316			16,506
Income from continuing operations		24,072		33,144			31,435			32,570			29,623
Income (loss) from discontinued operations (after-tax)		1		(1	)		(6	)		(34	)		(1	)
Net income		24,073		33,143			31,429			32,536			29,622
Preferred stock dividends		2,438		81			—			—			—
Net income available to common shareholders	$	21,635	$	33,062		$	31,429		$	32,536		$	29,622

8

TEXAS CAPITAL BANCSHARES, INC.

QUARTERLY FINANCIAL SUMMARY – UNAUDITED

Consolidated Daily Average Balances, Average Yields and Rates

Continuing Operations

(Dollars in thousands)

	2nd Quarter 2013							1st Quarter 2013							4th Quarter 2012							3rd Quarter 2012							2nd Quarter 2012
	Average Balance		Revenue/ Expense (1)		Yield/ Rate			Average Balance		Revenue/ Expense (1)		Yield/ Rate			Average Balance		Revenue/ Expense (1)		Yield/ Rate			Average Balance		Revenue/ Expense (1)		Yield/ Rate			Average Balance		Revenue/ Expense (1)		Yield/ Rate
Assets
Securities – Taxable	$	60,063	$	594		3.97	%	$	71,220	$	729		4.15	%	$	78,182	$	811		4.13	%	$	84,583	$	881		4.14	%	$	91,623	$	948		4.16	%
Securities – Non-taxable(2)		18,843		275		5.85	%		22,174		323		5.91	%		25,301		372		5.85	%		25,717		376		5.82	%		26,817		393		5.89	%
Federal funds sold and securities purchased under resale agreements		54,448		13		0.10	%		24,785		6		0.10	%		21,617		6		0.11	%		9,360		2		0.09	%		8,077		4		0.20	%
Deposits in other banks		91,177		60		0.26	%		78,718		52		0.27	%		69,886		57		0.32	%		64,859		54		0.33	%		60,416		48		0.32	%
Loans held for sale		2,406,246		22,440		3.74	%		2,362,646		22,641		3.89	%		2,658,092		26,440		3.96	%		2,432,027		24,433		4.00	%		2,062,449		21,087		4.11	%
Loans held for investment		7,152,323		83,978		4.71	%		6,842,766		80,541		4.77	%		6,662,817		80,213		4.79	%		6,313,263		76,397		4.81	%		5,950,913		73,204		4.95	%
Less reserve for loan losses		75,006		—		—			74,442		—		—			73,912		—		—			72,373		—		—			71,779		—		—
Loans, net of reserve		9,483,563		106,418		4.50	%		9,130,970		103,182		4.58	%		9,246,997		106,653		4.59	%		8,672,917		100,830		4.63	%		7,941,583		94,291		4.78	%
Total earning assets		9,708,094		107,360		4.44	%		9,327,867		104,292		4.53	%		9,441,983		107,899		4.55	%		8,857,436		102,143		4.59	%		8,128,516		95,684		4.73	%
Cash and other assets		402,898							401,692							427,299							399,428							394,086
Total assets	$	10,110,992						$	9,729,559						$	9,869,282						$	9,256,864						$	8,522,602
Liabilities and Stockholders’ Equity
Transaction deposits	$	1,051,199	$	233		0.09	%	$	1,003,735	$	253		0.10	%	$	941,947	$	244		0.10	%	$	803,776	$	247		0.12	%	$	694,463	$	198		0.11	%
Savings deposits		3,340,420		2,292		0.28	%		3,246,675		2,297		0.29	%		2,933,904		2,299		0.31	%		2,922,852		2,185		0.30	%		2,664,598		2,107		0.32	%
Time deposits		397,868		407		0.41	%		403,113		414		0.42	%		423,685		448		0.42	%		491,783		576		0.47	%		584,581		831		0.57	%
Deposits in foreign branches		340,713		296		0.35	%		335,265		281		0.34	%		362,580		321		0.35	%		431,412		370		0.34	%		444,478		346		0.31	%
Total interest bearing deposits		5,130,200		3,228		0.25	%		4,988,788		3,245		0.26	%		4,662,116		3,312		0.28	%		4,649,823		3,378		0.29	%		4,388,120		3,482		0.32	%
Other borrowings		727,158		354		0.20	%		1,041,573		429		0.17	%		1,725,129		808		0.19	%		1,639,953		878		0.21	%		1,428,575		736		0.21	%
Subordinated notes		111,000		1,829		6.61	%		111,000		1,829		6.68	%		111,000		1,829		6.56	%		12,065		208		6.86	%		—		—		—
Trust preferred subordinated debentures		113,406		633		2.24	%		113,406		634		2.27	%		113,406		665		2.33	%		113,406		692		2.43	%		113,406		688		2.44	%
Total interest bearing liabilities		6,081,764		6,044		0.40	%		6,254,767		6,137		0.40	%		6,611,651		6,614		0.40	%		6,415,247		5,156		0.32	%		5,930,101		4,906		0.33	%
Demand deposits		2,914,341							2,529,927							2,356,758							2,010,694							1,864,456
Other liabilities		91,608							90,538							86,308							80,810							69,076
Stockholders’ equity		1,023,279							854,327							814,565							750,113							658,969
Total liabilities and stockholders’ equity	$	10,110,992						$	9,729,559						$	9,869,282						$	9,256,864						$	8,522,602
Net interest income			$	101,316						$	98,155						$	101,285						$	96,987						$	90,778
Net interest margin						4.19	%						4.27	%						4.27	%						4.36	%						4.49	%

(1) The loan averages include loans on which the accrual of interest has been discontinued and are stated net of unearned income.

(2) Taxable equivalent rates used where applicable.

9

EX-99.2

TCBI Q2 2013

Earnings

Exhibit 99.2

2

Certain matters discussed on this call may contain forward-looking statements, which are subject to risks and

uncertainties and are based on Texas Capital’s current estimates or expectations of future events or future results. Texas

Capital is under no obligation, and expressly disclaims such obligation, to update, alter or revise its forward-looking

statements, whether as a result of new information, future events or otherwise. A number of factors, many of which are

beyond Texas Capital’s control, could cause actual results to differ materially from future results expressed or implied

by such forward-looking statements. These risks and uncertainties include the risk of adverse impacts from general

economic conditions, competition, interest rate sensitivity and exposure to regulatory and legislative changes. These

and other factors that could cause results to differ materially from those described in the forward-looking statements

can be found in the prospectus supplements, the Annual Report on Form 10-K and other filings made by Texas Capital

with the Securities and Exchange Commission (SEC).

Opening Remarks

•

Strong continued core earnings growth, with increased provision as a result

of record growth in LHI

•

Required charge related to announced organizational change in Q2-2013

•

Continued improvement in NPAs

•

Strong growth in deposits, specifically DDAs

•

LHS levels increased on a linked quarter basis; continuing to take advantage

of market demand with expectations for modest growth for 2013

3

Financial Review

Net Income and EPS

–

Decrease in net income and EPS compared to Q1-2013 and Q2-2012, mainly as a result of the increased

provision for growth, $.06 full quarter of preferred stock dividend, and charge related to organizational

change

Operating Leverage, Core Earnings Power & NIM

–

Net Revenue

•

3% increase from Q1-2013

•

11% growth from Q2-2012

–

Exceptional growth in LHI average balances

•

Growth of 5% from Q1-2013

•

Growth of 20% from Q2-2012

–

Margin declined 8 bps from Q1-2013 to 4.19%

•

Strong LHI levels with favorable spreads; yields down only slightly

•

Improved funding profile at reduced cost from growth in DDA and total deposits

•

Increased levels in LHS with reduction in spreads, with strong growth from Q2-2012 and above 2012

average; yields expected to increase in Q3-2013

–

Increased provision for loan losses directly related to record quarterly growth in LHI of $591 million

–

$9.9 million of notable charges in non-interest expense in Q2-13

•

$7.7

million

($0.12

per

share)

related

to

organizational

change,

most

related

to

future

performance

•

Assumptions about potential expense required to be estimated in Q2-2013

•

$2.2 million related to probability of achieving performance targets calculated using current stock price

•

Highly variable and aligned with shareholder interests

4

Financial Review

Loan Growth

–

Broad-based growth in LHI

•

Record quarterly growth of $591 million, or 9%, from Q1-2013

•

Period end balance $358 million over average balance for the quarter

•

Averages increased 5% from Q1-2013 and 20% from Q2-2012

–

Average LHS balances up 2% from Q1-2013 and 17% from Q2-2012

Funding

–

Funding profile improved with exceptional DDA and total deposit growth

•

Average  DDA increased 15% from Q1-2013 and 56% from Q2-2012

•

Total average deposits increased 7% from Q1-2013 and 29% from Q2-2012

–

LHS match funded with borrowings and deposits, producing excellent spreads for highly liquid, short-

duration earning assets

Credit Costs

–

Total credit costs of $7.4 million for Q2-2013

–

Favorable trend in NPA ratio with $6.3 million (11%) decrease from Q1-13, including OREO reduction of

$1.4 million (10%)

5

Results remained well above industry trends in mortgage origination and warehouse

•

Provision of $7.0 million compared to $2.0 million in Q1-2013, with increase related to LHI growth

OREO valuation cost of $382,000 compared to $71,000 in Q1-2013 and $3.1 million in Q2-2012

NCOs of $2.4 million (13 bps) compared to $1.2 million (7 bps) in Q1-2013 and 4 bps for Q2-2012

•

•

•

6

Review of Mortgage Finance

Highly profitable, sustainable business with favorable earning asset and funding profile

–

Strong position nationally with focus on large regional, privately owned mortgage companies; consistent with

middle market position

–

Asset generated characterized by exceptional yield, asset quality, liquidity and risk profile

–

Increased market share, now benefitting from focus on purchase money mortgages

–

Near perfect asset class in low rate environment with minimal risk

•

Reduction in yield and NIM, tracking national mortgage rates

•

Portfolio positioned to produce higher yields in Q3-2013

•

Excellent results from growth and operating leverage

–

$2.7 billion business (before participations); modest growth from Q1-2013 and consistent with expectations

and ahead of average for 2012

–

Funding provided by $1.1 billion in deposits with balance supported by borrowed funds

LHS represents 25% of average total loans with similar contribution to PTPP Income for YTD 2013

–

Return on allocated equity comparable to other lines of business

–

At 100% Risk Weight, Company allocating capital with after-tax cost of <5% compared to ROIC >20%

–

Contrast with ownership of securities compelling in terms of earnings profile and long term risk

characteristics

•

Lower NIM in current rate environment

•

No credit costs

•

Increased costs with employed approach but risk mitigated

•

Excellent operating leverage when volumes are high

Income Statement -

Quarterly

7

(1)  Excludes OREO valuation charge

Q2-13

Q1-13

Q4-12

Q3-12

Q2-12

Net interest income

$  101,220

$   98,042

$ 101,155

$   96,855

$   90,640

Non-interest income

11,128

11,281

12,836

10,552

10,462

Net revenue

112,348

109,323

113,991

107,407

101,102

Provision for credit losses

7,000

2,000

4,500

3,000

1,000

382

71

955

64

3,123

Total provision  and OREO valuation

7,382

2,071

5,455

3,064

4,123

Non-interest expense

68,352

55,629

59,119

53,457

50,850

Income before income taxes

36,614

51,623

49,417

50,886

46,129

Income tax expense

12,542

18,479

17,982

18,316

16,506

Net income

24,072

33,144

31,435

32,570

29,623

Preferred stock dividends

2,438

81

–

–

–

Net income available to common shareholders

$   21,634

$   33,063

$   31,435

$   32,570

$   29,623

Diluted EPS

$         .52

$         .80

$         .76

$         .80

$         .76

Net interest margin

4.19%

4.27%

4.27%

4.36%

4.49%

ROA

0.95%

1.38%

1.27%

1.40%

1.40%

ROE

9.94%

15.82%

15.35%

17.27%

18.08%

Efficiency

(1)

60.8%

50.9%

51.9%

49.8%

50.3%

OREO valuation and write-down expense

QTD Average Balances, Yields and Rates

8

(in thousands)

Q2 2013

Q1 2013

Q2 2012

Avg. Bal.

Yield Rate

Avg. Bal.

Yield Rate

Avg. Bal.

Yield Rate

Assets

Securities

$      78,906

4.42%

$    93,394

4.57%

$118,440

4.55%

Fed funds sold & liquidity investments

145,625

.20%

103,503

.23%

68,493

.31%

Loans held for sale

2,406,246

3.74%

2,362,646

3.89%

2,062,449

4.11%

Loans held for investment

7,152,323

4.71%

6,842,766

4.77%

5,950,913

4.95%

Total loans, net of reserve

9,483,563

4.50%

9,130,970

4.58%

7,941,583

4.78%

Total earning assets

9,708,094

4.44%

9,327,867

4.53%

8,128,516

4.73%

Total assets

$10,110,992

$9,729,559

$8,522,602

Liabilities

and

Stockholders’

Equity

Total interest bearing deposits

$  5,130,200

.25%

$4,988,788

.26%

$4,388,120

.32%

Other borrowings

727,158

.20%

1,041,573

.17%

1,428,575

.21%

Subordinated notes

111,000

6.61%

111,000

6.68%

–

–

Long-term debt

113,406

2.24%

113,406

2.27%

113,406

2.44%

Total interest bearing liabilities

6,081,764

.40%

6,254,767

.40%

5,930,101

.33%

Demand deposits

2,914,341

2,529,927

1,864,456

Stockholders’

equity

1,023,279

854,327

658,969

Total

liabilities

and

stockholders’

equity

$10,110,992

.24%

$9,729,559

.26%

$8,522,602

.23%

Net interest margin

4.19%

4.27%

4.49%

Financial Summary

9

(in thousands)

QTD Averages

Q2 2013

Q1 2013

Q2 2012

Q2/Q1 %

Change

YOY %

Change

Total assets

$10,110,992

$9,729,559

$8,522,602

4%

19%

Loans held for investment

7,152,323

6,842,766

5,950,913

5%

20%

Loans held for sale

2,406,246

2,362,646

2,062,449

2%

17%

Total loans

9,558,569

9,205,412

8,013,362

4%

19%

Securities

78,906

93,394

118,440

(16)%

(33)%

Demand deposits

2,914,341

2,529,927

1,864,456

15%

56%

Total deposits

8,044,541

7,518,715

6,252,576

7%

29%

Stockholders’

equity

1,023,279

854,327

658,969

20%

55%

Financial Summary

10

(in thousands)

Period End

Q2 2013

Q1 2013

Q2 2012

Q2/Q1 %

Change

YOY %

Change

Total assets

$10,977,990

$10,020,565

$9,144,360

10%

20%

Loans held for investment

7,510,662

6,920,011

6,234,692

9%

20%

Loans held for sale

2,838,234

2,577,830

2,408,032

10%

18%

Total loans

10,348,896

9,497,841

8,642,724

9%

20%

Securities

75,861

87,527

114,964

(13)%

(34)%

Demand deposits

2,928,735

2,628,446

2,019,473

11%

45%

Total deposits

7,980,598

7,745,831

6,660,290

3%

20%

Stockholders’

equity

1,034,955

1,013,195

680,705

2%

52%

Revenue and Income Growth

($ in thousands)

11

Note:

Excludes OREO valuation charge for YTD 2013, 2012, 2011 and 2010. YTD Q2

2013 data is annualized.

Operating Revenue CAGR: 23%

Net Interest

Income CAGR:

24%

Non-interest Income CAGR: 17%

Non-interest Expense CAGR: 20%

Net Income CAGR: 40%

$174,207

$225,951

$273,937

$335,169

$419,919

$443,342

109,651

137,733

154,985

181,403

212,961

247,904

0

50,000

100,000

150,000

200,000

250,000

300,000

350,000

400,000

450,000

500,000

2008

2009

2010

2011

2012

YTD Q2 2013

Non-interest Income

Net Interest Income

Non-interest Expense

12

EPS Growth

2008

2009^

2010

2011

2012

5 Year EPS CAGR: 27%

Q2-2013

^Excludes $.15 effect of preferred TARP dividend during 2009. Reported EPS was $0.56.

$0.89

$0.71

$1.00

$1.99

3.01

$1.31

$0.00

$0.50

$1.00

$1.50

$2.00

$2.50

$3.00

$3.50

Deposit and Loan Growth

($ in millions)

13

$3,333

$4,121

$5,455

$5,556

$7,441

$7,981

$4,028

$4,457

$4,711

$5,572

$6,786

$7,511

0

1,000

2,000

3,000

4,000

5,000

6,000

7,000

8,000

9,000

2008

2009

2010

2011

2012

Q2 2013

Demand Deposits

Interest Bearing Deposits

Loans HFI

Demand Deposit CAGR: 43%

Total Deposit CAGR: 21%

Loans Held for Investment CAGR: 15%

Loan Portfolio Statistics

14

Non-accrual loans

Commercial

$         17,577

Construction

–

Real estate

20,799

Consumer

9

Equipment leases

65

Total non-accrual loans

$         38,450

Non-accrual loans as % of

loans held for investment

.51%

Non-accrual loans as % of

total loans

.37%

OREO

13,053

Total Non-accruals +

OREO

$         51,503

Non-accrual loans + OREO

as % of loans held for

investment + OREO

.68%

Total Loans  $10,348,896

All numbers in thousands.

Loan Collateral by Type 6/30/13

Credit Quality

Improved Credit Trends

–

Total credit cost of $7.4 million for Q2-2013, compared to $2.1 million in Q1-2013 and $4.1

million in Q2-2012

•

Provision of $7.0 million for Q2-2013 compared to $2.0 million for Q1-2013 and $1.0

million in Q2-2012

•

Increase from Q1-2013 related to record growth, supported by maintenance of exceptional

metrics

•

NCOs $2.4 million (13 bps) in Q2-2013 compared to 7 bps in Q1-2013 and 4 bps in Q2-

2012; NCO ratio of 10pbs for YTD

•

OREO valuation charge of $382,000 compared to $71,000 in Q1-2013 and $3.1 million in

Q2-2012

–

NPA ratio continues to decline

•

Reduction of $6.3 million (11%) from Q1-2013 and $32.8 million (39%) from Q2-2012

•

NPA ratio of .68% compared to .83% in Q1-2013 and 1.35% in Q2-2012

•

NPLs at $38.5 million, down $4.9 million from Q1-2013 and down $17.9 million from

Q2-2012

•

NPL ratio at .37% of total loans and .51% of LHI

•

OREO reduction of $1.4 million (10%) from Q1-2013 and $14.8 million (53%) from Q2-

2012

15

16

Credit Quality

Net Charge-offs / Average Loans

* Excludes loans held for sale.

Combined reserve /

Loans

*

1.11%

1.15%

1.31%

1.56%

1.59%

Non-accrual loans +

OREO to loans

*

+

OREO

.68%

1.06%

1.58%

3.25%

2.74%

Combined reserve to

non-accruals

2.1x

1.3x

1.3x

.6x

.7x

0.10%

0.10%

0.58%

1.14%

0.46%

0.00%

0.20%

0.40%

0.60%

0.80%

1.00%

1.20%

1.40%

2013

2012

2011

2010

2009

Closing Comments

•

Strong

core

earnings

power,

profitability

and

growth

to

continue

in

2013

•

Credit continues positive trend

•

Strong LHI pipeline and new commitments present opportunity for growth

potential

•

LHS average balances to remain high with potential for modest growth

with increased market share and participation program

17

Q&A

18