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 EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): July 27, 2021

VERITEX HOLDINGS, INC.

(Exact name of Registrant as specified in its charter) 

Texas	001-36682	27-0973566
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

8214 Westchester Drive, Suite 800

Dallas, Texas 75225

(Address of principal executive offices)

(972) 349-6200

(Registrant’s telephone number, including area code)

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

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.01 per share	VBTX	Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.02 Results of Operations and Financial Condition

On July 27, 2021, Veritex Holdings, Inc. (the “Company”), the holding company for Veritex Community Bank (the “Bank”), a Texas state chartered bank, issued a press release describing its results of operations for the second quarter ended June 30, 2021. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

    As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 2.02 (including Exhibit 99.1) of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 7.01 Regulation FD Disclosure

On Wednesday, July 28, 2021 at 8:30 a.m., Central Time, the Company will host an investor conference call and webcast to review its second quarter financial results. The webcast will include a slide presentation that consists of information regarding the Company’s operating and growth strategies and financial performance. The presentation materials will be posted on the Company’s website on July 27, 2021. The presentation materials are attached hereto as Exhibit 99.2 and are incorporated herein by reference.

    As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 7.01 (including Exhibit 99.2) of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01 Other Events

    On July 27, 2021, the Company issued a press release announcing the declaration of a quarterly cash dividend of $0.20 per share on its outstanding common stock. The dividend will be paid on or after August 19, 2021 to shareholders of record as of the close of business on August 5, 2021. The press release is attached hereto as Exhibit 99.3 and is incorporated herein by reference.

Forward Looking Statement

This Current Report on Form 8-K contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived utilizing assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include, without limitation, the expected payment date of the Company’s quarterly cash dividend, the impact of certain changes in the Company’s accounting policies, standards and interpretations, the effects of the COVID-19 pandemic and actions taken in response thereto, the Company’s future financial performance, business and growth strategy, projected plans and objectives, as well as other projections based on macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact broader economic and industry trends, and any such variations may be material. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. We refer you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 and any updates to those risk factors set forth in the Company’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. If one or more events related to these or other risks or uncertainties materialize, or if the Company’s underlying assumptions prove to be incorrect, actual results may differ materially from what the Company anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. The Company does not undertake any obligation, and specifically declines any obligation, to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law. All forward-looking statements, expressed or implied, included in this Current Report are expressly qualified in their

entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that the Company or persons acting on the Company’s behalf may issue.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number	Description
99.1	Press release, dated July 27, 2021
99.2	Presentation materials
99.3	Press release, dated July 27, 2021
104	Cover Page Interactive Data File - the cover page XBRL tags are 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.

Veritex Holdings, Inc.
By:	/s/ C. Malcolm Holland, III
	C. Malcolm Holland, III
	Chairman and Chief Executive Officer
Date:	July 27, 2021

EX-99.1

Exhibit 99.1

VERITEX HOLDINGS, INC. REPORTS SECOND QUARTER OPERATING RESULTS

Dallas, TX — July 27, 2021 —Veritex Holdings, Inc. (“Veritex” or the “Company”) (Nasdaq: VBTX), the holding company for Veritex Community Bank, today announced the results for the quarter ended June 30, 2021.

“Our second quarter of 2021 was another outstanding financial and growth quarter for our Company. The investments made over the last two plus years, including our strategic merger with Green in 2019 and targeted talent hires, continue to deliver the benefits we expected. Our 21% Q2-21 annualized loan growth, record Q2-21 loan production of $1.4 billion, strengthening loan pipelines and improving credit profile make us optimistic about the second half of the year. In addition to a strong quarter, we are pleased to announce the completion of our 49% investment in Thrive Mortgage and an 18% increase in our quarterly dividend.”

Second Quarter Highlights

•Net income of $29.5 million, or $0.59 diluted earnings per share (“EPS”), compared to $31.8 million, or $0.64 diluted EPS, for the quarter ended March 31, 2021 and $24.0 million, or $0.48 diluted EPS, for the quarter ended June 30, 2020;

•Operating earnings1 of $30.0 million, or $0.60 diluted operating EPS1, compared to $32.2 million, or $0.64 diluted operating EPS1, for the quarter ended March 31, 2021 and $21.2 million, or $0.43 diluted operating EPS1, for the quarter ended June 30, 2020;

•Total loans held for investment (“LHI”), excluding mortgage warehouse (“MW”) and Paycheck Protection Program (“PPP”) loans, grew $308.6 million from the first quarter of 2021, or 20.7% annualized;

•Total LHI, excluding MW and PPP, grew $424.2 million from December 31, 2020, or 14.5% annualized, and $545.2 million, or 9.5%, year over year.

•Total deposits grew $74.3 million from the first quarter of 2021, or 4.3% annualized, with the average cost of total deposits decreasing to 0.23% for the three months ended June 30, 2021 from 0.31% for the three months ended March 31, 2021;

•Total noninterest-bearing deposits grew $216.3 million from the first quarter of 2021, representing 34.2% of total deposits as of June 30, 2021;

•Book value per common share increased to $25.72 from $24.96 as of March 31, 2021 and tangible book value per common share1 increased to $17.16 from $16.34 as of March 31, 2021; and

•Declared quarterly cash dividend of $0.20 per share of outstanding common stock, an increase of 17.6% over the first quarter of 2021, payable on August 19, 2021.

	QTD						YTD
Financial Highlights	Q2 2021			Q1 2021			Q2 2021			Q2 2020
	(Dollars in thousands) (unaudited)
GAAP
Net income	$	29,456		$	31,787		$	61,243		$	28,162
Diluted EPS	0.59			0.64			1.22			0.56
Book value per common share	25.72			24.96			25.72			23.45
Return on average assets2	1.27		%	1.44		%	1.35		%	0.68		%
Efficiency ratio	52.42			49.62			51.01			46.76
Non-GAAP1
Operating earnings	$	29,952		$	32,213		$	62,165		$	25,322
Diluted operating EPS	0.60			0.64			1.24			0.50
Tangible book value per common share	17.16			16.34			17.16			14.71
Pre-tax, pre-provision operating earnings	38,497			40,210			78,707			84,775
Pre-tax, pre-provision operating return on average assets2	1.66		%	1.82		%	1.74		%	2.03		%
Operating return on average assets2	1.29			1.46			1.37			0.61
Operating efficiency ratio	51.63			49.62			50.62			46.62
Return on average tangible common equity2	15.18			17.17			16.15			9.12
Operating return on average tangible common equity2	15.42			17.39			16.38			8.31

1 Refer to the section titled “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of these non-generally accepted accounting principles (“GAAP”) financial measures to their most directly comparable GAAP measures.

2 Annualized ratio.

1

Results of Operations for the Three Months Ended June 30, 2021

Net Interest Income

For the three months ended June 30, 2021, net interest income before provision for credit losses was $67.1 million and net interest margin was 3.11% compared to $65.6 million and 3.22%, respectively, for the three months ended March 31, 2021. Net interest margin decreased 11 basis points from the three months ended March 31, 2021 primarily due to a decrease in the average yields earned on loans, partially offset by a decrease in the average rates paid on interest-bearing demand and savings deposits and certificate and other time depositsfor the three months ended June 30, 2021. As a result, the average cost of interest-bearing deposits decreased 10 basis points to 0.35% for the three months ended June 30, 2021 from 0.45% for the three months ended March 31, 2021.

Net interest income before provision for credit losses increased by $1.4 million from $65.8 million to $67.1 million and net interest margin decreased by 20 basis points from 3.31% to 3.11% for the three months ended June 30, 2021 as compared to the same period in 2020. The increase in net interest income before provision for credit losses was primarily due to a $4.1 million decrease in interest expense on certificate and other time deposits, partially offset by a $2.6 million decrease in interest income on loans during the three months ended June 30, 2021 compared to the three months ended June 30, 2020. Net interest margin decreased 20 basis points from the three months ended June 30, 2020 primarily due to a decrease in the average yields earned on loans, partially offset by decreases in the average rate paid on interest-bearing demand and savings deposits and certificates and other time deposits for the three months ended June 30, 2021. As a result, the average cost of interest-bearing deposits decreased 49 basis points to 0.35% for the three months ended June 30, 2021 from 0.84% for the three months ended June 30, 2020.

Noninterest Income

Noninterest income for the three months ended June 30, 2021 was $12.5 million, a decrease of $1.7 million, or 12.1%, compared to the three months ended March 31, 2021. The decrease was primarily due to a $3.1 million decrease in government guaranteed loan income, net, driven by a $5.6 million decrease in fee income earned on PPP loans during the three months ended June 30, 2021 compared to the three months ended March 31, 2021. This decrease was partially offset by a $2.0 million increase in gain on sale of Small Business Administration (“SBA”) loans during the three months ended June 30, 2021. The decrease in noninterest income was partially offset by a $663 thousand increase in insurance income recognized during the three months ended June 30, 2021 associated with the Company’s bank owned life insurance policy.

Compared to the three months ended June 30, 2020, noninterest income for the three months ended June 30, 2021 decreased by $8.8 million, or 41.5%. The decrease was primarily due to a $7.6 million decrease in government guaranteed loan income, net, driven by an $11.5 million decrease in fee income earned on PPP loans during the three months ended June 30, 2021 compared the same period in 2020, partially offset by a $2.6 million increase in the valuation of PPP loans held at fair value and a $2.0 million increase in gain on sale of SBA loans during the three months ended June 30, 2021 compared to the same period in 2020. The decrease was also due in part to a $2.9 million decrease in gain on sales of investment securities during the three months ended June 30, 2021 compared to the same period in 2020. This decrease was partially offset by $811 thousand increase in insurance income recognized during the three months ended June 30, 2021 associated with the Company’s bank owned life insurance policy.

Noninterest Expense

Noninterest expense was $41.7 million for the three months ended June 30, 2021, compared to $39.6 million for the three months ended March 31, 2021, an increase of $2.1 million, or 5.4%. The increase was primarily driven by a $932 thousand increase in marketing expenses as a result of increased advertising and Community Reinvestment Act donations, a $627 thousand increase in severance payments made as a result of branch restructurings, a $203 thousand increase in write downs of certain other real estate owned properties and a $194 thousand increase in loan related legal expenses during the three months ended June 30, 2021 compared to the three months ended March 31, 2021.

2

Compared to the three months ended June 30, 2020, noninterest expense for the three months ended June 30, 2021 increased by $1.7 million, or 4.1%. The increase was primarily driven by a $3.4 million increase in salaries and employee benefits as a result of a $1.6 million increase in accrued employee bonus, a $1.4 million increase in salaries and a $786 thousand increase in employee stock based compensation during the three months ended June 30, 2021 compared to the same period in 2020. The increase was also driven by a $1.3 million increase in marketing expenses as a result of increased advertising during the three months ended June 30, 2021 compared to the same period in 2020. These increases were partially offset by a $1.2 million decrease in COVID-19 expenses and a $1.6 million decrease in debt extinguishment costs, which were both incurred during the three months ended June 30, 2020 with no corresponding expense during the same period in 2021.

Financial Condition

Total LHI, excluding MW and PPP, were $6.3 billion, an increase of $308.6 million, or 20.7%, annualized, compared to March 31, 2021. Total loans were $7.1 billion at June 30, 2021, an increase of $145.8 million, or 8.3% annualized, compared to March 31, 2021. The increases were the result of the continued execution and success of our loan growth strategy.

Total deposits were $7.0 billion at June 30, 2021, an increase of $74.3 million, or 4.3% annualized, compared to March 31, 2021. The increase was primarily the result of an increase of $216.3 million in noninterest-bearing demand deposits, partially offset by a decrease of $76.7 million in interest-bearing transaction and savings deposits and a decrease of $65.3 million in certificates and other time deposits.

Asset Quality

NPAs totaled $79.9 million, or 0.85% of total assets at June 30, 2021, compared to $85.0 million, or 0.92% of total assets, at March 31, 2021. Included in NPAs as of June 30, 2021 is $462 thousand of accruing loans 90 or more days past due that are considered well-secured and in the process of collection which is down from $9.1 million as of March 31, 2021. The Company’s net charge-offs for the three months ended June 30, 2021 were $5.4 million, which were fully reserved against in prior periods.

The Company recorded no provision for credit losses for the three months ended June 30, 2021 and March 31, 2021, compared to $16.2 million for the three months ended June 30, 2020. The decrease in the recorded provision for credit losses for the three months ended June 30, 2021, compared to the three months ended June 30, 2020, was primarily attributable to improvement in the Texas economic forecasts used in the Current Expected Credit Losses (“CECL”) model in the second quarter of 2021 to reflect the expected impact of the COVID-19 pandemic as of June 30, 2021, as compared to our Texas economic forecasts and expected impact of the COVID-19 pandemic as of June 30, 2020. In the second quarter of 2021, we also recorded a $577 thousand provision for unfunded commitments, which was attributable to higher unfunded balances.

ACL as a percentage of LHI, excluding MW and PPP loans, was 1.59%, 1.76% and 2.01% at June 30, 2021, March 31, 2021 and June 30, 2020, respectively.

Dividend Information

On July 27, 2021, Veritex’s Board of Directors declared a quarterly cash dividend of $0.20 per share on its outstanding shares of common stock. The dividend will be paid on or after August 19, 2021 to stockholders of record as of the close of business on August 5, 2021.

Non-GAAP Financial Measures

Veritex’s management uses certain non-GAAP (U.S. generally accepted accounting principles) financial measures to evaluate its operating performance and provide information that is important to investors. However, non-GAAP financial measures are supplemental and should be viewed in addition to, and not as an alternative for, Veritex’s reported results prepared in accordance with GAAP. Specifically, Veritex reviews and reports tangible book value per common share, operating earnings, tangible common equity to tangible assets, return on average tangible common equity, pre-tax, pre-provision operating earnings, pre-tax, pre-provision operating return on average assets, diluted operating earnings per share, operating return on average assets, operating return on average tangible common equity and operating efficiency ratio. Veritex has included in this earnings release information related to these non-GAAP financial measures for the applicable periods presented. Please refer to “Reconciliation of Non-GAAP Financial Measures” after the financial highlights at the end of this earnings release for a reconciliation of these non-GAAP financial measures.

3

Conference Call

The Company will host an investor conference call to review the results on Wednesday, July 28, 2021 at 8:30 a.m. Central Time. Participants may pre-register for the call by visiting https://edge.media-server.com/mmc/p/zs89r9jr and will receive a unique PIN, which can be used when dialing in for the call. This will allow attendees to access the call immediately. Alternatively, participants may call toll-free at (877) 703-9880.

The call and corresponding presentation slides will be webcast live on the home page of the Company's website, https://ir.veritexbank.com/. An audio replay will be available one hour after the conclusion of the call at (855) 859-2056, Conference

#3492033. This replay, as well as the webcast, will be available until August 4, 2021.

About Veritex Holdings, Inc.

Headquartered in Dallas, Texas, Veritex is a bank holding company that conducts banking activities through its wholly owned subsidiary, Veritex Community Bank, with locations throughout the Dallas-Fort Worth metroplex and in the Houston metropolitan area. Veritex Community Bank is a Texas state chartered bank regulated by the Texas Department of Banking and the Board of Governors of the Federal Reserve System. For more information, visit www.veritexbank.com.

Media and Investor Relations:

investorrelations@veritexbank.com

Forward-Looking Statements

This earnings release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived utilizing assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include, without limitation, statements relating to the expected payment date of the Company’s quarterly cash dividend, the impact of certain changes in the Company’s accounting policies, standards and interpretations, the effects of the COVID-19 pandemic and actions taken in response thereto, the Company’s future financial performance, business and growth strategy, projected plans and objectives, as well as other projections based on macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact broader economic and industry trends, and any such variations may be material. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. We refer you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 and any updates to those risk factors set forth in the Company’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. If one or more events related to these or other risks or uncertainties materialize, or if the Company’s underlying assumptions prove to be incorrect, actual results may differ materially from what the Company anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. The Company does not undertake any obligation, and specifically declines any obligation, to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law. All forward-looking statements, expressed or implied, included in this earnings release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that the Company or persons acting on the Company’s behalf may issue.

4

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(Unaudited)

	For the Three Months Ended															For the Six Months Ended
	Jun 30, 2021			Mar 31, 2021			Dec 31, 2020			Sep 30, 2020			Jun 30, 2020			Jun 30, 2021			Jun 30, 2020
	(Dollars and shares in thousands, except per-share data)
Per Share Data (Common Stock):
Basic EPS	$	0.60		$	0.64		$	0.46		$	0.46		$	0.48		$	1.24		$	0.56
Diluted EPS	0.59			0.64			0.46			0.46			0.48			1.22			0.56
Book value per common share	25.72			24.96			24.39			23.87			23.45			25.72			23.45
Tangible book value per common share1	17.16			16.34			15.70			15.19			14.71			17.16			14.71
Common Stock Data:
Shares outstanding at period end	49,498			49,433			49,340			49,650			49,633			49,498			49,633
Weighted average basic shares outstanding for the period	49,476			49,394			49,571			49,647			49,597			49,435			50,161
Weighted average diluted shares outstanding for the period	50,331			49,998			49,837			49,775			49,727			50,187			50,383
Summary of Credit Ratios:
ACL to total LHI, excluding MW and PPP loans	1.59		%	1.76		%	1.80		%	2.10		%	2.01		%	1.59		%	2.01		%
NPAs to total assets	0.85			0.92			0.99			1.11			0.62			0.85			0.62
Net charge-offs to average loans outstanding	0.09			—			0.28			0.04			0.03			0.09			0.03
Summary Performance Ratios:
Return on average assets2	1.27			1.44			1.04			1.06			1.11			1.35			0.68
Return on average equity2	9.42			10.53			7.58			7.74			8.36			9.96			4.96
Return on average tangible common equity1, 2	15.18			17.17			12.84			13.27			14.49			16.15			9.12
Efficiency ratio	52.42			49.62			62.52			48.12			46.02			51.01			46.76
Selected Performance Metrics - Operating:
Diluted operating EPS1	$	0.60		$	0.64		$	0.60		$	0.46		$	0.43		$	1.24		$	0.50
Pre-tax, pre-provision operating return on average assets1, 2	1.66		%	1.82		%	1.75		%	1.82		%	2.11		%	1.74		%	2.03		%
Operating return on average assets1, 2	1.29			1.46			1.35			1.06			0.98			1.37			0.61
Operating return on average tangible common equity1, 2	15.42			17.39			16.44			13.27			12.90			16.38			8.31
Operating efficiency ratio1	51.63			49.62			49.49			48.11			45.74			50.62			46.62
Veritex Holdings, Inc. Capital Ratios:
Tier 1 capital to average assets (leverage)	9.38			9.50			9.43			9.54			9.16			9.38			9.16
Common equity tier 1 capital	9.03			9.27			9.30			9.67			9.66			9.03			9.66
Tier 1 capital to risk-weighted assets	9.36			9.61			9.66			10.05			10.05			9.36			10.05
Total capital to risk-weighted assets	12.86			13.38			13.56			12.70			12.71			12.86			12.71
Tangible common equity to tangible assets1	9.51			9.17			9.23			9.12			8.96			9.51			8.96

1Refer to the section titled “Reconciliation of Non-GAAP Financial Measures” after the financial highlights for a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP measures.

2Annualized ratio for quarterly metrics.

5

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(In thousands)

	Jun 30, 2021		Mar 31, 2021		Dec 31, 2020		Sep 30, 2020		Jun 30, 2020
	(unaudited)		(unaudited)				(unaudited)		(unaudited)
ASSETS
Cash and cash equivalents	$	390,027	$	468,029	$	230,825	$	128,767	$	160,306
Debt securities	1,125,877		1,077,860		1,055,201		1,091,440		1,112,061
Other investments	87,558		87,226		87,192		98,023		104,213
Loans held for sale	12,065		19,864		21,414		13,928		28,041
LHI, PPP loans, carried at fair value	291,401		407,353		358,042		405,465		398,949
LHI, MW	559,939		599,001		577,594		544,845		441,992
LHI, excluding MW and PPP	6,272,087		5,963,493		5,847,862		5,789,293		5,726,873
Total loans	7,135,492		6,989,711		6,804,912		6,753,531		6,595,855
ACL	(99,543)		(104,936)		(105,084)		(121,591)		(115,365)
Bank-owned life insurance	83,304		83,318		82,855		82,366		81,876
Bank premises, furniture and equipment, net	123,504		114,585		115,063		115,794		115,560
Other real estate owned (“OREO”)	2,467		2,337		2,337		5,796		7,716
Intangible assets, net of accumulated amortization	57,143		59,236		61,733		64,716		66,705
Goodwill	370,840		370,840		370,840		370,840		370,840
Other assets	72,856		89,304		114,997		112,693		88,091
Total assets	$	9,349,525	$	9,237,510	$	8,820,871	$	8,702,375	$	8,587,858
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Noninterest-bearing deposits	$	2,388,068	$	2,171,719	$	2,097,099	$	1,920,715	$	1,907,697
Interest-bearing transaction and savings deposits	3,112,974		3,189,693		2,958,456		2,821,945		2,714,149
Certificates and other time deposits	1,477,860		1,543,158		1,457,291		1,479,896		1,503,701
Total deposits	6,978,902		6,904,570		6,512,846		6,222,556		6,125,547
Accounts payable and other liabilities	55,499		55,902		61,928		69,540		68,713
Advances from Federal Home Loan Bank (“FHLB”)	777,640		777,679		777,718		1,082,756		1,087,794
Subordinated debentures and subordinated notes	262,766		262,774		262,778		140,158		140,283
Securities sold under agreements to repurchase	1,811		2,777		2,225		2,028		1,772
Total liabilities	8,076,618		8,003,702		7,617,495		7,517,038		7,424,109
Commitments and contingencies
Stockholders’ equity:
Common stock	558		557		555		555		555
Additional paid-in capital	1,134,603		1,131,324		1,126,437		1,124,148		1,122,063
Retained earnings	216,704		195,661		172,232		157,639		143,277
Accumulated other comprehensive income	77,189		62,413		56,225		47,155		42,014
Treasury stock	(156,147)		(156,147)		(152,073)		(144,160)		(144,160)
Total stockholders’ equity	1,272,907		1,233,808		1,203,376		1,185,337		1,163,749
Total liabilities and stockholders’ equity	$	9,349,525	$	9,237,510	$	8,820,871	$	8,702,375	$	8,587,858

6

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(In thousands, except per share data)

	For the Three Months Ended										For the Six Months Ended
	Jun 30, 2021		Mar 31, 2021		Dec 31, 2020		Sep 30, 2020		Jun 30, 2020		Jun 30, 2021		Jun 30, 2020
Interest income:
Loans, including fees	$	67,814	$	67,399	$	69,597	$	68,685	$	70,440	$	135,213	$	148,301
Debt securities	7,529		7,437		7,652		7,852		7,825		14,966		15,222
Deposits in financial institutions and Fed Funds sold	167		127		99		65		186		294		1,057
Equity securities and other investments	672		663		752		827		891		1,335		1,741
Total interest income	76,182		75,626		78,100		77,429		79,342		151,808		166,321
Interest expense:
Transaction and savings deposits	1,661		1,980		2,105		2,105		2,471		3,641		9,023
Certificates and other time deposits	2,423		3,061		3,919		5,004		6,515		5,484		14,755
Advances from FHLB	1,829		1,812		2,222		2,707		2,801		3,641		5,680
Subordinated debentures and subordinated notes	3,138		3,138		3,088		1,743		1,798		6,276		3,701
Total interest expense	9,051		9,991		11,334		11,559		13,585		19,042		33,159
Net interest income	67,131		65,635		66,766		65,870		65,757		132,766		133,162
Provision for credit losses	—		—		—		8,692		16,172		—		47,948
Provision (benefit) for unfunded commitments	577		(570)		902		1,447		2,799		7		6,680
Net interest income after provisions	66,554		66,205		65,864		55,731		46,786		132,759		78,534
Noninterest income:
Service charges and fees on deposit accounts	3,847		3,629		3,971		3,130		2,960		7,476		6,602
Loan fees	1,823		1,341		684		1,787		1,240		3,164		2,085
(Loss) gain on sales of investment securities	—		—		(256)		(8)		2,879		—		2,879
Gain on sales of mortgage loans held for sale	385		507		317		472		308		892		450
Government guaranteed loan income, net	3,448		6,548		448		2,257		11,006		9,996		11,445
Other	2,953		2,147		3,848		2,157		2,897		5,100		5,076
Total noninterest income	12,456		14,172		9,012		9,795		21,290		26,628		28,537
Noninterest expense:
Salaries and employee benefits	23,451		22,932		20,011		20,553		20,019		46,383		38,889
Occupancy and equipment	4,233		4,096		4,116		3,980		3,994		8,329		8,267
Professional and regulatory fees	3,086		3,441		3,578		3,159		2,796		6,527		4,992
Data processing and software expense	2,536		2,319		2,238		2,452		2,434		4,855		4,523
Marketing	1,841		909		945		1,062		561		2,750		1,644
Amortization of intangibles	2,517		2,537		2,558		2,840		2,696		5,054		5,392
Telephone and communications	337		337		340		345		308		674		627
COVID expenses	—		—		—		132		1,245		—		1,245
Debt extinguishment costs	—		—		9,746		—		1,561		—		—
Other	3,716		3,026		3,841		1,885		4,447		6,742		10,027
Total noninterest expense	41,717		39,597		47,373		36,408		40,061		81,314		75,606
Income before income tax expense	37,293		40,780		27,503		29,118		28,015		78,073		31,465
Income tax expense	7,837		8,993		4,702		6,198		3,987		16,830		3,303
Net income	$	29,456	$	31,787	$	22,801	$	22,920	$	24,028	$	61,243	$	28,162
Basic EPS	$	0.60	$	0.64	$	0.46	$	0.46	$	0.48	$	1.24	$	0.56
Diluted EPS	$	0.59	$	0.64	$	0.46	$	0.46	$	0.48	$	1.22	$	0.56
Weighted average basic shares outstanding	49,476		49,394		49,571		49,647		49,597		49,435		50,161
Weighted average diluted shares outstanding	50,331		49,998		49,837		49,775		49,727		50,187		50,383

7

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(In thousands except percentages)

	For the Three Months Ended
	June 30, 2021						March 31, 2021						June 30, 2020
	Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate		Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate		Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate
Assets
Interest-earning assets:
Loans1	$	6,108,527	$	63,427	4.16	%	$	5,897,815	$	62,702	4.31	%	$	5,797,989	$	67,404	4.68	%
LHI, MW	455,334		3,476		3.06		510,678		3,815		3.03		304,873		2,279		3.01
PPP loans	364,020		911		1.00		356,356		882		1.00		303,223		757		1.00
Debt securities	1,095,678		7,529		2.76		1,063,538		7,437		2.84		1,117,964		7,825		2.82
Interest-bearing deposits in other banks	548,087		167		0.12		341,483		127		0.15		366,764		186		0.20
Equity securities and other investments	87,413		672		3.08		87,178		663		3.08		110,672		891		3.24
Total interest-earning assets	8,659,059		76,182		3.53		8,257,048		75,626		3.71		8,001,485		79,342		3.99
ACL	(105,050)						(105,972)						(110,483)
Noninterest-earning assets	767,270						790,195						798,772
Total assets	$	9,321,279					$	8,941,271					$	8,689,774
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	3,191,405	$	1,661	0.21	%	$	3,038,586	$	1,980	0.26	%	$	2,684,897	$	2,471	0.37	%
Certificates and other time deposits	1,515,092		2,423		0.64		1,509,836		3,061		0.82		1,625,971		6,515		1.61
Advances from FHLB	777,655		1,829		0.94		777,694		1,812		0.94		1,206,930		2,801		0.93
Subordinated debentures and subordinated notes	264,931		3,138		4.75		265,356		3,138		4.80		142,549		1,798		5.07
Total interest-bearing liabilities	5,749,083		9,051		0.63		5,591,472		9,991		0.72		5,660,347		13,585		0.97
Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,266,470						2,069,233						1,826,327
Other liabilities	51,355						56,272						47,302
Total liabilities	8,066,908						7,716,977						7,533,976
Stockholders’ equity	1,254,371						1,224,294						1,155,798
Total liabilities and stockholders’ equity	$	9,321,279					$	8,941,271					$	8,689,774
Net interest rate spread2					2.90	%					2.99	%					3.02	%
Net interest income			$	67,131					$	65,635					$	65,757
Net interest margin3					3.11	%					3.22	%					3.31	%

1 Includes average outstanding balances of loans held for sale of $14,364, $16,602 and $22,958 for the three months ended June 30, 2021, March 31, 2021, and June 30, 2020, respectively, and average balances of LHI, excluding MW and PPP loans.

2 Net interest rate spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.

3 Net interest margin is equal to net interest income divided by average interest-earning assets.

8

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(In thousands except percentages)

	Six Months Ended
	June 30, 2021						June 30, 2020
	Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate		Average Outstanding Balance		Interest Earned/ Interest Paid		Average Yield/ Rate
Assets
Interest-earning assets:
Loans1	$	6,003,754	$	126,128	4.24	%	$	5,790,227	$	143,931	5.00	%
LHI, MW	482,853		7,292		3.05		234,260		3,613		3.10
PPP loans	360,209		1,793		1.00		152,861		757		1.00
Debt securities	1,079,697		14,966		2.80		1,078,459		15,222		2.84
Interest-bearing deposits in other banks	445,356		294		0.13		337,655		1,057		0.63
Equity securities and other investments	87,296		1,335		3.08		101,294		1,741		3.46
Total interest-earning assets	8,459,165		151,808		3.62		7,694,756		166,321		4.35
ACL	(105,509)						(77,376)
Noninterest-earning assets	778,691						763,567
Total assets	$	9,132,347					$	8,380,947
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and savings deposits	$	3,115,417	$	3,641	0.24	%	$	2,668,726	$	9,023	0.68	%
Certificates and other time deposits	1,512,479		5,484		0.73		1,639,807		14,755		1.81
Advances from FHLB	777,675		3,641		0.94		1,072,416		5,680		1.07
Subordinated debentures and subordinated notes	265,142		6,276		4.77		143,869		3,701		5.17
Total interest-bearing liabilities	5,670,713		19,042		0.68		5,524,818		33,159		1.21
Noninterest-bearing liabilities:
Noninterest-bearing deposits	2,168,396						1,675,015
Other liabilities	53,823						38,488
Total liabilities	7,892,932						7,238,321
Stockholders’ equity	1,239,415						1,142,626
Total liabilities and stockholders’ equity	$	9,132,347					$	8,380,947
Net interest rate spread2					2.94	%					3.14	%
Net interest income			$	132,766					$	133,162
Net interest margin3					3.16	%					3.48	%

1 Includes average outstanding balances of loans held for sale of $15,476 and $16,977 for the six months ended June 30, 2021 and June 30, 2020, respectively, and average balances of loans held for investment, excluding MW and PPP loans.

2 Net interest rate spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.

3 Net interest margin is equal to net interest income divided by average interest-earning assets.

9

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

Yield Trend

	For the Three Months Ended
	June 30, 2021		March 31, 2021		December 31, 2020		September 30, 2020		June 30, 2020
Average yield on interest-earning assets:
Loans1	4.16	%	4.31	%	4.48	%	4.49	%	4.68	%
LHI, MW	3.06		3.03		2.99		3.00		3.01
PPP loans	1.00		1.00		1.00		1.00		1.00
Debt securities	2.76		2.84		2.83		2.84		2.82
Interest-bearing deposits in other banks	0.12		0.15		0.15		0.15		0.20
Equity securities and other investments	3.08		3.08		3.13		3.17		3.24
Total interest-earning assets	3.53	%	3.71	%	3.85	%	3.90	%	3.99	%
Average rate on interest-bearing liabilities:
Interest-bearing demand and savings deposits	0.21	%	0.26	%	0.29	%	0.31	%	0.37	%
Certificates and other time deposits	0.64		0.82		1.06		1.36		1.61
Advances from FHLB	0.94		0.94		1.00		1.01		0.93
Subordinated debentures and subordinated notes	4.75		4.80		4.73		4.87		5.07
Total interest-bearing liabilities	0.63	%	0.72	%	0.82	%	0.85	%	0.97	%
Net interest rate spread2	2.90	%	2.99	%	3.03	%	3.05	%	3.02	%
Net interest margin3	3.11	%	3.22	%	3.29	%	3.32	%	3.31	%

1Includes average outstanding balances of loans held for sale of $14,364, $16,602, $11,938, $15,404 and $22,958 for the three months ended June 30, 2021, March 31, 2021, December 31, 2020, September 30, 2020 and June 30, 2020, respectively, and average balances of LHI, excluding MW and PPP loans.

2 Net interest rate spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.

3 Net interest margin is equal to net interest income divided by average interest-earning assets.

Supplemental Yield Trend

	For the Three Months Ended
	June 30, 2021		March 31, 2021		December 31, 2020		September 30, 2020		June 30, 2020
Average cost of interest-bearing deposits	0.35	%	0.45	%	0.55	%	0.67	%	0.84	%
Average costs of total deposits, including noninterest-bearing	0.23		0.31		0.38		0.46		0.59

10

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(In thousands except percentages)

Total LHI and Deposit Portfolio Composition

	June 30, 2021					March 31, 2021					December 31, 2020					September 30, 2020					June 30, 2020
	(Dollars in thousands)
LHI1
Commercial	$	1,771,100		28.2	%	$	1,632,040		27.4	%	$	1,559,546		26.7	%	$	1,623,249		28.0	%	$	1,555,300		27.2	%
Real Estate:
Owner occupied commercial (“OOCRE”)	744,899			11.9		733,310			12.3		717,472			12.3		734,939			12.7		769,952			13.4
Non-owner occupied commercial (“NOOCRE)	1,986,538			31.6		1,970,945			33.0		1,904,132			32.5		1,817,013			31.4		1,847,480			32.3
Construction and land	871,765			13.9		723,444			12.1		693,030			11.8		623,496			10.8		599,510			10.5
Farmland	13,661			0.2		14,751			0.2		13,844			0.2		14,413			0.2		14,723			0.3
1-4 family residential	513,635			8.2		492,609			8.3		524,344			9.0		548,953			9.5		528,688			9.2
Multi-family residential	367,445			5.9		386,844			6.5		424,962			7.3		412,412			7.0		394,829			6.8
Consumer	10,530			0.1		12,431			0.2		13,000			0.1		14,127			0.2		14,932			0.3
Total LHI	$	6,279,573		100	%	$	5,966,374		100	%	$	5,850,330		100	%	$	5,788,602		100	%	$	5,725,414		100	%
MW	559,939					599,001					577,594					544,845					441,992
PPP loans	291,401					407,353					358,042					405,465					398,949
Total LHI1	$	7,130,913				$	6,972,728				$	6,785,966				$	6,738,912				$	6,566,355
Deposits
Noninterest-bearing	$	2,388,068		34.3	%	$	2,171,719		31.6	%	$	2,097,099		32.2	%	$	1,920,715		30.9	%	$	1,907,697		31.1	%
Interest-bearing transaction	451,307			6.5		463,343			6.7		453,110			7.0		450,739			7.2		343,640			5.6
Money market	2,539,061			36.4		2,602,903			37.7		2,398,526			36.8		2,267,191			36.4		2,272,520			37.1
Savings	122,606			1.8		123,447			1.8		106,820			1.6		104,015			1.7		97,989			1.6
Certificates and other time deposits	1,477,860			22.2		1,543,158			22.3		1,457,291			22.3		1,479,896			23.7		1,503,701			24.5
Total deposits	$	6,978,902		100	%	$	6,904,570		100	%	$	6,512,846		100	%	$	6,222,556		100	%	$	6,125,547		100	%
Loan to Deposit Ratio	102.2		%			101.0		%			104.2		%			108.3		%			107.2		%
Loan to Deposit Ratio, excluding MW and PPP loans	90.0		%			86.4		%			89.8		%			93.0		%			93.5		%

1Total LHI does not include deferred fees of $7.5 million, $2.9 million, and $2.5 million at June 30, 2021, March 31, 2021 and December 31, 2020, respectively, or deferred costs of $691 thousand and $1.5 million at September 30, 2020 and June 30, 2020, respectively.

11

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Financial Highlights

(In thousands except percentages)

Asset Quality

	For the Three Months Ended															For the Six Months Ended
	Jun 30, 2021			Mar 31, 2021			Dec 31, 2020			Sep 30, 2020			Jun 30, 2020			Jun 30, 2021			Jun 30, 2020
	(Dollars in thousands)
NPAs:
Nonaccrual loans	$	76,994		$	73,594		$	81,096		$	88,877		$	43,594		$	76,994		$	43,594
Accruing loans 90 or more days past due1	462			9,093			4,204			1,689			2,021			462			2,021
Total nonperforming loans held for investment (“NPLs”)	77,456			82,687			85,300			90,566			45,615			77,456			45,615
OREO	2,467			2,337			2,337			5,796			7,716			2,467			7,716
Total NPAs	$	79,923		$	85,024		$	87,637		$	96,362		$	53,331		$	79,923		$	53,331
Charge-offs:
Residential	$	(300)		$	(15)		$	(18)		$	—		$	—		$	(303)		$	—
OOCRE	(689)			—			—			(2,421)			—			(689)			—
NOOCRE	—			—			(2,865)			—			—
Commercial	(5,608)			(346)			(13,699)			(68)			(1,740)			(5,966)			(1,740)
Consumer	(20)			(18)			(26)			(11)			(57)			(38)			(125)
Total charge-offs	(6,617)			(379)			(16,608)			(2,500)			(1,797)			(6,996)			(1,865)
Recoveries:
Residential	29			3			49			7			—			26			1
OOCRE	500			—			—			—			—			500			—
Commercial	659			226			52			14			7			885			36
Consumer	36			2			—			13			—			44			274
Total recoveries	1,224			231			101			34			7			1,455			311
Net charge-offs	$	(5,393)		$	(148)		$	(16,507)		$	(2,466)		$	(1,790)		$	(5,541)		$	(1,554)
CECL transition adjustment	$	—		$	—		$	—		$	—		$	—		$	—		$	39,137
ACL at end of period	$	99,543		$	104,936		$	105,084		$	121,591		$	115,365		$	99,543		$	115,365
Asset Quality Ratios:
NPAs to total assets	0.85		%	0.92		%	0.99		%	1.11		%	0.62		%	0.85		%	0.62		%
NPLs to total LHI, excluding MW and PPP loans	1.23			1.39			1.46			1.56			0.80			1.23			0.80
ACL to total LHI, excluding MW and PPP loans	1.59			1.76			1.80			2.10			2.01			1.59			2.01
Net charge-offs to average loans outstanding	0.09			—			0.28			0.04			0.03			0.09			0.03

1Accruing loans greater than 90 days past due exclude purchase credit deteriorated loans greater than 90 days past due that are accounted for on a pooled basis.

12

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

We identify certain financial measures discussed in this earnings release as being “non-GAAP financial measures.” In accordance with SEC rules, we classify a financial measure as being a non-GAAP financial measure if that financial measure excludes or includes amounts, or is subject to adjustments that have the effect of excluding or including amounts, that are included or excluded, as the case may be, in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles as in effect from time to time in the United States (“GAAP”), in our statements of income, balance sheets or statements of cash flows. Non-GAAP financial measures do not include operating and other statistical measures or ratios calculated using exclusively either one or both of (i) financial measures calculated in accordance with GAAP and (ii) operating measures or other measures that are not non-GAAP financial measures.

The non-GAAP financial measures that we present in this earnings release should not be considered in isolation or as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. Moreover, the manner in which we calculate the non-GAAP financial measures that we present in this earnings release may differ from that of other companies reporting measures with similar names. You should understand how such other financial institutions calculate their financial measures that appear to be similar or have similar names to the non-GAAP financial measures we have discussed in this earnings release when comparing such non-GAAP financial measures.

Tangible Book Value Per Common Share. Tangible book value is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) tangible common equity as total stockholders’ equity less goodwill and core deposit intangibles, net of accumulated amortization; and (b) tangible book value per common share as tangible common equity (as described in clause (a)) divided by number of common shares outstanding. For tangible book value per common share, the most directly comparable financial measure calculated in accordance with GAAP is book value per common share.

We believe that this measure is important to many investors in the marketplace who are interested in changes from period to period in book value per common share exclusive of changes in core deposit intangibles. Goodwill and other intangible assets have the effect of increasing total book value while not increasing our tangible book value.

The following table reconciles, as of the dates set forth below, total stockholders’ equity to tangible common equity and presents our tangible book value per common share compared with our book value per common share:

	As of
	Jun 30, 2021		Mar 31, 2021		Dec 31, 2020		Sep 30, 2020		Jun 30, 2020
	(Dollars in thousands, except per share data)
Tangible Common Equity
Total stockholders' equity	$	1,272,907	$	1,233,808	$	1,203,376	$	1,185,337	$	1,163,749
Adjustments:
Goodwill	(370,840)		(370,840)		(370,840)		(370,840)		(370,840)
Core deposit intangibles	(52,873)		(55,311)		(57,758)		(60,209)		(62,661)
Tangible common equity	$	849,194	$	807,657	$	774,778	$	754,288	$	730,248
Common shares outstanding	49,498		49,433		49,340		49,650		49,633
Book value per common share	$	25.72	$	24.96	$	24.39	$	23.87	$	23.45
Tangible book value per common share	$	17.16	$	16.34	$	15.70	$	15.19	$	14.71

13

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Tangible Common Equity to Tangible Assets. Tangible common equity to tangible assets is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) tangible common equity as total stockholders’ equity, less goodwill and core deposit intangibles, net of accumulated amortization; (b) tangible assets as total assets less goodwill and core deposit intangibles, net of accumulated amortization; and (c) tangible common equity to tangible assets as tangible common equity (as described in clause (a)) divided by tangible assets (as described in clause (b)). For tangible common equity to tangible assets, the most directly comparable financial measure calculated in accordance with GAAP is total stockholders’ equity to total assets.

We believe that this measure is important to many investors in the marketplace who are interested in the relative changes from period to period in common equity and total assets, in each case, exclusive of changes in core deposit intangibles. Goodwill and other intangible assets have the effect of increasing both total stockholders’ equity and assets while not increasing our tangible common equity or tangible assets.

The following table reconciles, as of the dates set forth below, total stockholders’ equity to tangible common equity and total assets to tangible assets and presents our tangible common equity to tangible assets:

	As of
	Jun 30, 2021			Mar 31, 2021			Dec 31, 2020			Sep 30, 2020			Jun 30, 2020
	(Dollars in thousands)
Tangible Common Equity
Total stockholders' equity	$	1,272,907		$	1,233,808		$	1,203,376		$	1,185,337		$	1,163,749
Adjustments:
Goodwill	(370,840)			(370,840)			(370,840)			(370,840)			(370,840)
Core deposit intangibles	(52,873)			(55,311)			(57,758)			(60,209)			(62,661)
Tangible common equity	$	849,194		$	807,657		$	774,778		$	754,288		$	730,248
Tangible Assets
Total assets	$	9,349,525		$	9,237,510		$	8,820,871		$	8,702,375		$	8,587,858
Adjustments:
Goodwill	(370,840)			(370,840)			(370,840)			(370,840)			(370,840)
Core deposit intangibles	(52,873)			(55,311)			(57,758)			(60,209)			(62,661)
Tangible Assets	$	8,925,812		$	8,811,359		$	8,392,273		$	8,271,326		$	8,154,357
Tangible Common Equity to Tangible Assets	9.51		%	9.17		%	9.23		%	9.12		%	8.96		%

14

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Return on Average Tangible Common Equity. Return on average tangible common equity is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) net income available for common stockholders adjusted for amortization of core deposit intangibles (which we refer to as “return”) as net income, plus amortization of core deposit intangibles, less tax benefit at the statutory rate; (b) average tangible common equity as total average stockholders’ equity less average goodwill and average core deposit intangibles, net of accumulated amortization; and (c) return on average tangible common equity as return (as described in clause (a)) divided by average tangible common equity (as described in clause (b)). For return on average tangible common equity, the most directly comparable financial measure calculated in accordance with GAAP is return on average equity.

We believe that this measure is important to many investors in the marketplace who are interested in the return on common equity, exclusive of the impact of goodwill and core deposit intangibles. Goodwill and core deposit intangibles have the effect of increasing total stockholders’ equity while not increasing our tangible common equity. This measure is particularly relevant to acquisitive institutions that may have higher balances in goodwill and core deposit intangibles than non-acquisitive institutions.

The following table reconciles, as of the dates set forth below, average tangible common equity to average common equity and net income available for common stockholders adjusted for amortization of core deposit intangibles, net of taxes to net income and presents our return on average tangible common equity:

	For the Three Months Ended															For the Six Months Ended
	Jun 30, 2021			Mar 31, 2021			Dec 31, 2020			Sep 30, 2020			Jun 30, 2020			Jun 30, 2021			Jun 30, 2020
	(Dollars in thousands)
Net income available for common stockholders adjusted for amortization of core deposit intangibles
Net income	$	29,456		$	31,787		$	22,801		$	22,920		$	24,028		$	61,243		$	28,162
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,447			2,451			2,451			2,451			4,885			4,902
Less: Tax benefit at the statutory rate	512			514			515			515			515			1,026			1,030
Net income available for common stockholders adjusted for amortization of core deposit intangibles	$	31,382		$	33,720		$	24,737		$	24,856		$	25,964		$	65,102		$	32,034
Average Tangible Common Equity
Total average stockholders' equity	$	1,254,371		$	1,224,294		$	1,196,274		$	1,177,882		$	1,155,798		$	1,239,415		$	1,142,626
Adjustments:
Average goodwill	(370,840)			(370,840)			(370,840)			(370,840)			(370,840)			(370,840)			(370,840)
Average core deposit intangibles	(54,471)			(56,913)			(59,010)			(61,666)			(64,151)			(55,685)			(65,296)
Average tangible common equity	$	829,060		$	796,541		$	766,424		$	745,376		$	720,807		$	812,890		$	706,490
Return on Average Tangible Common Equity (Annualized)	15.18		%	17.17		%	12.84		%	13.27		%	14.49		%	16.15		%	9.12		%

15

VERITEX HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Operating Earnings, Pre-tax, Pre-provision Operating Earnings and performance metrics calculated using Operating Earnings and Pre-tax, Pre-provision Operating Earnings, including Diluted Operating Earnings per Share, Operating Return on Average Assets, Pre-tax, Pre-Provision Operating Return on Average Assets, Operating Return on Average Tangible Common Equity and Operating Efficiency Ratio. Operating earnings, pre-tax, pre-provision operating earnings and the performance metrics calculated using these metrics, listed below, are non-GAAP measures used by management to evaluate the Company’s financial performance. We calculate (a) operating earnings as net income plus severance payments, plus loss (gain) on sale of securities, net, plus debt extinguishment costs, less tax impact of adjustments, plus nonrecurring tax adjustments. We calculate (b) diluted operating earnings per share as operating earnings as described in clause (a) divided by weighted average diluted shares outstanding. We calculate (c) pre-tax, pre-provision operating earnings as operating earnings as described in clause (a) plus provision for income taxes, plus provision for loan losses. We calculate (d) pre-tax, pre-provision operating return on average assets as pre-tax, pre-provision operating earnings as described in clause (a) divided by average total assets. We calculate (e) operating return on average assets as operating earnings as described in clause (a) divided by average total assets. We calculate (f) operating return on average tangible common equity as operating earnings as described in clause (a), adjusted for the amortization of intangibles and tax benefit at the statutory rate, divided by total average tangible common equity (average stockholders’ equity less average goodwill and average core deposit intangibles, net of accumulated amortization). We calculate (g) operating efficiency ratio as noninterest expense plus adjustments to operating noninterest expense divided by (i) noninterest income plus adjustments to operating noninterest income plus (ii) net interest income.

We believe that these measures and the operating metrics calculated utilizing these measures are important to management and many investors in the marketplace who are interested in understanding the ongoing operating performance of the Company and provide meaningful comparisons to its peers.

The following tables reconcile, as of the dates set forth below, operating net income and pre-tax, pre-provision operating earnings and related metrics:

	For the Three Months Ended										For the Six Months Ended
	Jun 30, 2021		Mar 31, 2021		Dec 31, 2020		Sep 30, 2020		Jun 30, 2020		Jun 30, 2021		Jun 30, 2020
	(Dollars in thousands)
Operating Earnings
Net income	$	29,456	$	31,787	$	22,801	$	22,920	$	24,028	$	61,243	$	28,162
Plus: Severance payments1	627		—		—		—		—		627		—
Plus: Loss (gain) on sale of securities available for sale, net	—		—		256		8		(2,879)		—		(2,879)
Plus: Debt extinguishment costs2	—		—		9,746		—		1,561		—		1,561
Operating pre-tax income	30,083		31,787		32,803		22,928		22,710		61,870		26,844
Less: Tax impact of adjustments	131		—		2,100		—		(277)		131		(277)
Plus: Nonrecurring tax adjustments3	—		426		(973)		—		(1,799)		426		(1,799)
Operating earnings	$	29,952	$	32,213	$	29,730	$	22,928	$	21,188	$	62,165	$	25,322
Weighted average diluted shares outstanding	50,331		49,998		49,837		49,775		49,727		50,187		50,383
Diluted EPS	$	0.59	$	0.64	$	0.46	$	0.46	$	0.48	$	1.22	$	0.56
Diluted operating EPS	0.60		0.64		0.60		0.46		0.43		1.24		0.50

1 Severance payments relate to branch restructurings made during the three months ended June 30, 2021.

2 Debt extinguishment costs relate to prepayment penalties paid in connection with the early payoff of FHLB structured advances.

3 A nonrecurring tax adjustment of $426 thousand recorded in the first quarter of 2021 was due to a true-up of a deferred tax liability. A nonrecurring tax adjustment of $973 thousand recorded in the fourth quarter of 2020 was primarily due the reversal of acquired deferred tax liabilities resulting in a tax benefit of $1.2 million offset by tax expense of $281 thousand for the setup of an uncertain tax position liability relating to state tax exposure for tax years prior to the year ending December 31, 2020. A nonrecurring tax adjustment of $1,799 was recorded in the second quarter of 2020 as a result of the Company amending a prior year Green Bancorp, Inc. tax return to carry back a net operating loss ("NOL") incurred by Green Bancorp, Inc. on January 1, 2019. The Company was allowed to carry back this NOL as result of a provision in the CARES Act, which permits NOLs generated in tax years 2018, 2019 or 2020 to be carried back five years.

16

	For the Three Months Ended															For the Six Months Ended
	Jun 30, 2021			Mar 31, 2021			Dec 31, 2020			Sep 30, 2020			Jun 30, 2020			Jun 30, 2021			Jun 30, 2020
	(Dollars in thousands)
Pre-Tax, Pre-Provision Operating Earnings
Net income	$	29,456		$	31,787		$	22,801		$	22,920		$	24,028		$	61,243		$	28,162
Plus: Provision (benefit) for income taxes	7,837			8,993			4,702			6,198			3,987			16,830			3,303
Plus: Provision (benefit) for credit losses and unfunded commitments	577			(570)			902			10,139			18,971			7			54,628
Plus: Severance payments	627			—			—			—			—			627			—
Plus: Loss (gain) on sale of securities, net	—			—			256			8			(2,879)			—			(2,879)
Plus: Debt extinguishment costs	—			—			9,746			—			1,561			—			1,561
Pre-tax, pre-provision operating earnings	$	38,497		$	40,210		$	38,407		$	39,265		$	45,668		$	78,707		$	84,775
Average total assets	$	9,321,279		$	8,941,271		$	8,750,141		$	8,585,926		$	8,689,774		$	9,132,347		$	8,380,947
Pre-tax, pre-provision operating return on average assets1	1.66		%	1.82		%	1.75		%	1.82		%	2.11		%	1.74		%	2.03		%
Average total assets	$	9,321,279		$	8,941,271		$	8,750,141		$	8,585,926		$	8,689,774		$	9,132,347		$	8,380,947
Return on average assets1	1.27		%	1.44		%	1.04		%	1.06		%	1.11		%	1.35		%	0.68		%
Operating return on average assets1	1.29			1.46			1.35			1.06			0.98			1.37			0.61
Operating earnings adjusted for amortization of core deposit intangibles
Operating earnings	$	29,952		$	32,213		$	29,730		$	22,928		$	21,188		$	62,165		$	25,322
Adjustments:
Plus: Amortization of core deposit intangibles	2,438			2,447			2,451			2,451			2,451			4,885			4,902
Less: Tax benefit at the statutory rate	512			514			515			515			515			1,026			1,030
Operating earnings adjusted for amortization of core deposit intangibles	$	31,878		$	34,146		$	31,666		$	24,864		$	23,124		$	66,024		$	29,194
Average Tangible Common Equity
Total average stockholders' equity	$	1,254,371		$	1,224,294		$	1,196,274		$	1,177,882		$	1,155,798		$	1,239,415		$	1,142,626
Adjustments:
Less: Average goodwill	(370,840)			(370,840)			(370,840)			(370,840)			(370,840)			(370,840)			(370,840)
Less: Average core deposit intangibles	(54,471)			(56,913)			(59,010)			(61,666)			(64,151)			(55,685)			(65,296)
Average tangible common equity	$	829,060		$	796,541		$	766,424		$	745,376		$	720,807		$	812,890		$	706,490
Operating return on average tangible common equity1	15.42		%	17.39		%	16.44		%	13.27		%	12.90		%	16.38		%	8.31		%
Efficiency ratio	52.42		%	49.62		%	62.52		%	48.12		%	46.02		%	51.01		%	46.76		%
Operating efficiency ratio
Net interest income	$	67,131		$	65,635		$	66,766		$	65,870		$	65,757		$	132,766		$	133,162
Noninterest income	12,456			14,172			9,012			9,795			21,290			26,628			28,537
Plus: Loss (gain) on sale of securities available for sale, net	—			—			256			8			(2,879)			—			(2,879)
Operating noninterest income	12,456			14,172			9,268			9,803			18,411			26,628			25,658
Noninterest expense	41,717			39,597			47,373			36,408			40,061			81,314			75,606
Less: Severance payments	627			—			—			—			—			627			—
Less: Debt extinguishment costs	—			—			9,746			—			1,561			—			1,561
Operating noninterest expense	$	41,090		$	39,597		$	37,627		$	36,408		$	38,500		$	80,687		$	74,045
Operating efficiency ratio	51.63		%	49.62		%	49.49		%	48.11		%	45.74		%	50.62		%	46.62		%

1 Annualized ratio.

17

EX-99.2

2nd Quarter Earnings Conference Call July 28, 2021 Veritex Holdings, Inc.

2 Safe Harbor Statement Forward-looking statements This presentation contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived utilizing assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward- looking statements include, without limitation, statements relating to Veritex Holdings, Inc.’s (“Veritex”) recent investment in Thrive Mortgage, the expected payment date of Veritex’s quarterly cash dividend, impact of certain changes in Veritex’s accounting policies, standards and interpretations, the effects of the COVID-19 pandemic and actions taken in response thereto, Veritex’s future financial performance, business and growth strategy, projected plans and objectives, as well as other projections based on macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact broader economic and industry trends, and any such variations may be material. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. We refer you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Veritex’s Annual Report on Form 10-K for the year ended December 31, 2020 and any updates to those risk factors set forth in Veritex’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. If one or more events related to these or other risks or uncertainties materialize, or if Veritex’s underlying assumptions prove to be incorrect, actual results may differ materially from what Veritex anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. Veritex does not undertake any obligation, and specifically declines any obligation, to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law. All forward-looking statements, expressed or implied, included in this presentation are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Veritex or persons acting on Veritex’s behalf may issue. This presentation also includes industry and trade association data, forecasts and information that Veritex has prepared based, in part, upon data, forecasts and information obtained from independent trade associations, industry publications and surveys, government agencies and other information publicly available to Veritex, which information may be specific to particular markets or geographic locations. Some data is also based on Veritex's good faith estimates, which are derived from management's knowledge of the industry and independent sources. Industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable. Although Veritex believes these sources are reliable, Veritex has not independently verified the information contained therein. While Veritex is not aware of any misstatements regarding the industry data presented in this presentation, Veritex's estimates involve risks and uncertainties and are subject to change based on various factors. Similarly, Veritex believes that its internal research is reliable, even though such research has not been verified by independent sources.

3 Non-GAAP Financial Measures Veritex reports its results in accordance with United States generally accepted accounting principles (“GAAP”). However, management believes that certain supplemental non-GAAP financial measures used in managing its business provide meaningful information to investors about underlying trends in its business. Management uses these non-GAAP measures to assess the Company’s operating performance and believes that these non-GAAP measures provide information that is important to investors and that is useful in understanding Veritex’s results of operations. However, non-GAAP financial measures are supplemental and should be viewed in addition to, and not as an alternative for, Veritex’s reported results prepared in accordance with GAAP. The following are the non-GAAP measures used in this presentation: • Tangible book value per common share (“TBVPS”); • Tangible common equity to tangible assets; • Return on average tangible common equity (“ROATCE”); • Operating earnings; • Pre-tax, pre-provision (“PTPP”) operating earnings; • Diluted operating earnings per share (“EPS”); • Operating return on average assets (“ROAA”); • PTPP operating ROAA; • Operating ROATCE; • Operating efficiency ratio; • Operating noninterest income; • Operating noninterest expense; and • Adjusted net interest margin (“NIM”). Please see “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for reconciliations of non-GAAP measures to the most directly comparable financial measures calculated in accordance with GAAP.

Strong Earnings Solid Loan and Deposit Growth Capital Build • Net income of $29.5 million, or $0.59 diluted EPS, for 2Q21 compared to $31.8 million, or $0.64 diluted EPS, for 1Q21 • Operating earnings1 of $30.0 million, or $0.60 diluted operating EPS1, for 2Q21 compared to $32.2 million, or $0.64 diluted operating EPS, for 1Q21 • Return on average equity of $9.42% in 2Q21 and 9.96% YTD • Operating ROATCE1 of 15.42% in 2Q21 and 16.38% YTD • Total loans held for investment (“LHI”), excluding mortgage warehouse (“MW”) and Paycheck Protection Program (“PPP”) loans, increased $308.6 million, or 20.7% linked quarter annualized (“LQA”) • Total LHI, excluding MW and PPP, grew $424.2 million from December 31, 2020, or 14.5% annualized, and $545.2 million, or 9.5%, year over year (“YOY”) • Total deposits grew $74.3 million, or 4.3% LQA, and $853.4 million, or 14.0%, YOY • Total noninterest-bearing deposits grew $216.3 million over 1Q21, representing 34.2% of total deposits as of June 30, 2021 • Average cost of total deposits decreased to 0.23% for 2Q21 from 0.31% for 1Q21 • Book value per common share increased to $25.72 from $24.96 at March 31, 2021 • Tangible book value per common share1 increased to $17.16 from $16.34 at March 31, 2021 • Declared quarterly dividend of $0.20 in 2Q21, a 17.6% increase over 1Q21 1 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of these non-GAAP financial measures. 4 Second Quarter Overview

Key Financial Metrics 48.12% 62.52% 49.62% 45.74% 48.11% 49.49% 49.62% 51.63% 2Q20 3Q20 4Q20 1Q21 2Q21 Reported Operating Efficiency Ratio 1.06% 1.04% 1.44% 1.27% 1.46% 2.11% 1.82% 1.75% 1.82% 1.66% 2Q20 3Q20 4Q20 1Q21 2Q21 Reported Operating ROAA PTPP Operating 0.98% 1.11% 1.35% 1.29% $14.71 $15.19 $15.70 $16.34 $17.16 2Q20 3Q20 4Q20 1Q21 2Q21 NPAs / Total Assets Return on Average Tangible Common Equity1 $0.48 $0.46 $0.59 $0.60 $0.64 2Q20 3Q20 4Q20 1Q21 2Q21 Diluted EPS Diluted Operating EPS $0.46 14.49% 13.27% 12.84% 17.17% 15.18% 2Q20 3Q20 4Q20 1Q21 2Q21 ROATCE Operating ROATCE Diluted EPS Tangible Book Value per Common Share1 5 ($ in millions) $53.3 $96.4 $87.6 $85.0 $79.9 0.62% 1.11% 0.99% 0.92% 0.86% 0.0% 0.2% 0.4% 0.6% 0.8% 1.0% 1.2% 2Q20 3Q20 4Q20 1Q21 2Q21 NPAs NPAs/Total Assets 1 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of these non-GAAP financial measures. 1 11 1 1 12.90% 17.39% ROAA 1 $0.60 $0.43 16.44% 15.42% 46.02% 52.42%

3.90% weighted average rate of new and renewed Q2 loan production, excluding MW and PPP Loan Growth 6 $1.2 Billion ($ in billions) 1 Excludes MW and PPP and represents portfolios with growth for the respective periods. 2 Year to date annualized (“YTDA”) $0.0 $0.5 $1.0 $1.5 Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun CRE ADC Construction LOC Current Unfunded (Non Revolving) 2021 Unfunded 2020 Unfunded $1.71 Billion +165% YOY 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 Total Loans, exc. MW and PPP +5.9% +8.1% -8.7% +4.4% +4.0% +7.9% +20.7% Quarterly Loan Growth (annualized and excludes MW and PPP) 40% 41% 42% 43% 44% 45% 46% 47% Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Revolving C&I Utilization 2020 2021 Down 1,127 bps YOY from peak $62,372 $46,356 $593,284 $556,204 $84,104 $164,812 $54,854 $357,470 $423,090 LQA Growth1 YTDA Growth1,2 ($ in thousands) +20.7% +14.5% $6.3 B $5.6 B

2nd Quarter Loan Production 7 $688.3 $321.7 $180.6 $94.7 $70.2 Construction C&I CRE 1-4 Resi Other $1.36 Billion in Q2 Production by Portfolio ($ in millions, excludes PPP) $50 $63 $115 $445 25 10 7 12 7 0 5 10 15 20 25 30 < $5 $5 - $10 $10 - $25 $25 - $50 > $50 $25 $125 $225 $325 $425 $525 $625 Commitments per Lender Range # of Lenders 2Q21 Lenders Production by Total Commitment Range $682 $489,506 $718,082 $436,866 $574,889 $655,616 $1,152,644 $923,347 $1,355,582 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 Total Loans, exc. MW and PPP Quarterly Commitment Production ($ in thousands) Construction Loans > $10 Million (76% of Total Q2 Construction Production) • Weighted average LTV - 54% • Weighted average LTC - 64% • Weighted average DSCR - 1.6x • 50% in Industrial Production / 40% in Multifamily Production • 73% of production to existing customers • Return on talent investment within new builder portfolio ($ in millions) Data as of June 30, 2021

Net Interest Income 8 $65.9 $66.8 $65.6 $67.1 3.31% 3.32% 3.29% 3.22% 3.11% 3.13% 3.10% 3.15% 3.12% 3.03% 2Q20 3Q20 4Q20 1Q21 2Q21 Net Interest Income ("NII") NIM Adjusted NIM (Excludes All Purchase Accounting) $65.8 $7,900 $8,066 $8,257 $8,659 2Q20 3Q20 4Q20 1Q21 2Q21 Average Earning Assets $8,001 Average Earning Assets Net Interest Income Rollforward ($ in thousands) ($ in millions) ($ in millions) 1Q21 Net Interest Income $65,635 Loan Volume 2,871 Deposit Rates 1,159 2021 Interest Rate Hedges 1,030 Day Count 729 Loan Rates < 2,104 > PCD Loan Interest Reversals < 1,332 > Purchase Accounting Accretion < 413 > 2019 Interest Rate Hedges Expired < 325 > Other < 119 > 2Q21 Net Interest Income $67,131 Floating Rate Loan Repricing Floor Reprice Grouping ($ in thousands) Total Balance % of Total Balance Cumulative % of Total Balance No Floor $ 2,565.5 53% 53% Floor reached 654.2 14% 67% 0-25 bps to Reprice 169.3 3% 70% 26-50 bps to Reprice 185.5 4% 74% 51-75 bps to Reprice 364.8 8% 82% 76-100 bps to Reprice 556.6 12% 94% 101-125 bps to Reprice 123.3 3% 97% 126-150 bps to Reprice 74.4 1% 98% 151+ bps to Reprice 107.3 2% 100% Totals $ 4,800.9 100% Asset Sensitivity as of June 30, 2021 -2.2% 5.0% 11.2% 17.4% 23.7% -3.0% 2.0% 7.0% 12.0% 17.0% 22.0% 27.0% -100 Shock +100 Shock +200 Shock +300 Shock +400 Shock Static Shock Impact on NII 1

Operating Noninterest Income 9 Change in Operating Noninterest Income Quarter-over-Quarter Quarter-over-Quarter Commentary • Other noninterest income increased 38%, primarily driven by a $663 thousand increase in insurance income received during 2Q21 associated with the Company’s bank owned life insurance policy • Loan fees increased 36%, primarily driven by a $418 thousand increase in syndication fees compared to 1Q21. Over the last year, the Company has invested in a Syndication Group with direct results reflected in 2Q21 noninterest income • Government guaranteed loan income, net, decreased 47%, primarily as a result of a $5.6 million decrease fee income earned on PPP loans offset by a $2.0 million increase on gain on sale of SBA loans -47% -24% 6% 36% 38% ($3,100) ($122) +$218 +$482 +$806 Govt. guar. loan income, net: Gain on sales of MLHFS: Deposit svc. chgs: Loan fees: Other: $7,900 $7,835 $10,831 2Q20 1Q21 2Q21 Total Operating Noninterest Income, exc. PPP income1 Service charges and fees on deposits 31% Govt. guar. loan income, net 28% Loan fees 15% Gain on sale of MLHFS 2% Other 24% 2Q21 Operating Noninterest Income Breakdown + 37.1% ($ in thousands) ($ in thousands) 1 Excludes PPP income of $1.6 million, $6.3 million and $10.5 million as of June 30, 2021, March 31, 2021 and June 30, 2020, respectively. PPP income includes upfront fees and changes in fair value recognized as the Company elected to report PPP loans at fair value using the fair value option.

Operating Noninterest Expense 10 Change in Operating Noninterest Expense Quarter-over-Quarter Quarter-over-Quarter Commentary • Marketing increased 103% from 1Q21, primarily resulting from an approximate increase of $842 thousand in annual sponsorship fees • Other noninterest expense increased 23% as a result of a $203 thousand write down of certain other real estate owned properties and approximately $194 thousand of loan related legal expenses -10% -1% 0% 2% 3% 9% 23% 103% ($355) ($108) ($20) $0 +$137 +$217 +$690 +$932 Professional and regulatory fees Salaries and employee benefits Amortization of intangibles Telephone and communications Occupancy and equipment Data processing and software Other Marketing $38,500 $39,597 $41,090 2Q20 1Q21 2Q21 Total Operating Noninterest Expense + 6.7% Continued investment in talent driving YOY expense growth ($ in thousands) ($ in thousands)

0.84% 0.67% 0.55% 0.45% 0.35% 0.59% 0.46% 0.38% 0.31% 0.23% 2Q20 3Q20 4Q20 1Q21 2Q21 Average cost of interest-bearing deposits Average cost of total deposits Cost of Interest-bearing Deposits and Total Deposits  Total deposit balances increased $74.3 million, or 4.3% LQA, and increased $1.1 billion, or 14% YOY  Total deposit cost down 8 bps compared to 1Q21 due to pricing diligence and product mix  Excluding MW and PPP loans, the loan to deposit ratio was 89.9% at June 30, 2021  2Q21 weighted average of interest-bearing deposit rate of 24 bps on production Certificates & Time Maturity Table $2,714 $3,190 $3,113 $1,908 $2,172 $2,388 $1,504 $1,543 $1,478 2 Q 2 0 1 Q 2 1 2 Q 2 1 Interest Bearing Non-Int Bearing Certificates & Time Deposits Deposits Composition 44.6% 34.2% 21.2% $6,126 $6,979$6,905 Deposit Growth LQA YOY Demand & Savings -9.6% +14.7% Non-Int Bearing +39.8% +25.2% Certificates and Time Deposits -16.9% -1.7% 11 ($ in millions) Balance ($000) W A Rate Q3 2021 373,686 0.62% Q4 2021 260,082 0.67% Q1 2022 265,169 0.59% Q2 2022 163,701 0.38% Q3 2022 123,332 0.34% Q4 2022 86,211 0.39% Q1 2023 100,902 0.40% Q2 2023 65,896 0.44% Q3 2023+ 38,881 1.65% Total 1,477,860 0.56%

Capital Build 12 10.70% 10.68% 11.57% 10.68% 9.38% 9.36% 12.86% 9.03% Leverage Ratio Tier 1 Ratio Total Capital Ratio CET1 Bank VBTX 1 Estimated capital measures inclusive of CECL capital transition provisions as of June 30, 2021 and March 31, 2021. 2 Total assets includes PPP loans that we did not utilize the Paycheck Protection Program Liquidity Facility to fund. 3 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of these non-GAAP financial measures. Ratios as of June 30, 2021 $0.60 $0.16 $0.14 $0.05 $0.05 $16.34 $(0.17) $(0.01) TBVPS Rollforward $17.16 VBTX Amounts ($ in thousands) June 30, 2021 March 31, 2021 $ Change Basel III Standardized1 CET1 capital 804,619$ 779,057$ 25,562$ CET1 capital ratio 9.03% 9.27% Leverage capital 833,956$ 808,338$ 25,618$ Leverage capital ratio 9.38% 9.50% Tier 1 capital 833,956$ 808,338$ 25,618$ Tier 1 capital ratio 9.36% 9.61% Total capital 1,146,015$ 1,124,859$ 21,156$ Total capital ratio 12.86% 13.38% Risk weighted assets 8,913,134$ 8,401,800$ 511,334$ Total assets2 9,349,525$ 9,237,510$ 112,015$ Tangible common equity / Tangible assets3 9.51% 9.17%

Thrive Mortgage Investment 2021 Financial Information ($ in thousands) 2Q21 1Q21 Loans HFS 154,622 167,354 Total Assets 223,635 227,985 Members Equity 47,112 42,670 Pre-Tax Income 5,233 6,349 2Q20 3Q20 4Q20 1Q21 2Q21 Purchase Refinance unaudited unaudited 1Q21 2Q21 YTD 2020 YTD 2021 $786.2 $715.5 Quarterly and YTD Volume ($ in millions) 4.92% 5.59% 4.98% 4.79% 3.62% 3.0% 3.5% 4.0% 4.5% 5.0% 5.5% 6.0% 6.5% 7.0% 2Q20 3Q20 4Q20 1Q21 2Q21 Origination/Seconday Income GOS % Income and GOS % $33.6 $38.8 $34.0 $23.4 ($ in millions) + 86% YOY $28.6 Purchased v. Refinance 52% 36% 48% 49% 64% 48% 52% 51% 25% 75% 49% Investment Completed July 16, 2021 + 40% LQA $1,501.7 $808.5 $786.2 ($ in millions) 13

1 Past due loans exclude purchased credit deteriorated loans that are accounted for on a pooled basis and non-accrual loans. 2 Total loans excludes Loans Held for Sale, MW and PPP loans. 2Q20 3Q20 4Q20 1Q21 2Q21 0.00% 0.10% 0.20% 0.30% 0.40% 30-59 Past Due 60-89 Past Due 90+ Past Due Past Due1 Trends % of Total Loans2 Asset Quality and ACL 14 ($ in millions) 2Q20 3Q20 4Q20 1Q21 2Q21 Acquired $1,740 $2,421 $16,462 $130 $4,124 Originated $50 $45 $45 $18 $1,269 Net Charge-offs ($ in thousands) Totals $24,120 $11,738 $18,691 $115.4 $121.6 $105.1 $104.9 $99.5 2.01% 2.10% 1.80% 1.76% 1.59% 0.0% 0.5% 1.0% 1.5% 2.0% 2.5% 2Q20 3Q20 4Q20 1Q21 2Q21 ACL ACL/Total Loans ACL / Total Loans2 ($ in millions) $22,637 $10,017 Quarterly Criticized Loans $448.6 $497.6 $449.0 $418.1 $388.5 2Q20 3Q20 4Q20 1Q21 2Q21 $100 $200 $300 $400 $500 Criticized Loans ($ in millions, excludes PCD loans) -21.9% +10.9%

Veritex Holdings, Inc. Supplemental Information

16 Reconciliation of Non-GAAP Financial Measures 6/30/2021 3/31/2021 12/31/2020 9/30/2020 6/30/2020 Tangible Common Equity Total stockholders' equity $ 1,272,907 $ 1,233,808 $ 1,203,376 $ 1,185,337 $ 1,163,749 Adjustments: Goodwill (370,840) (370,840) (370,840) (370,840) (370,840) Core deposit intangibles (52,873) (55,311) (57,758) (60,209) (62,661) Tangible common equity $ 849,194 $ 807,657 $ 774,778 $ 754,288 $ 730,248 Common shares outstanding 49,498 49,433 49,340 49,650 49,633 Book value per common share $ 25.72 $ 24.96 $ 24.39 $ 23.87 $ 23.45 Tangible book value per common share $ 17.16 $ 16.34 $ 15.70 $ 15.19 $ 14.71 6/30/2021 3/31/2021 12/31/2020 9/30/2020 6/30/2020 Tangible Common Equity Total stockholders' equity $ 1,272,907 $ 1,233,808 $ 1,203,376 $ 1,185,337 $ 1,163,749 Adjustments: Goodwill (370,840) (370,840) (370,840) (370,840) (370,840) Core deposit intangibles (52,873) (55,311) (57,758) (60,209) (62,661) Tangible common equity $ 849,194 $ 807,657 $ 774,778 $ 754,288 $ 730,248 Tangible Assets Total assets $ 9,349,525 $ 9,237,510 $ 8,820,871 $ 8,702,375 $ 8,587,858 Adjustments: Goodwill (370,840) (370,840) (370,840) (370,840) (370,840) Core deposit intangibles (52,873) (55,311) (57,758) (60,209) (62,661) Tangible Assets $ 8,925,812 $ 8,811,359 $ 8,392,273 $ 8,271,326 $ 8,154,357 Tangible Common Equity to Tangible Assets 9.51% 9.17% 9.23% 9.12% 8.96% As of (Dollars in thousands, except per share data) (Dollars in thousands) As of

17 Reconciliation of Non-GAAP Financial Measures 6/30/2021 3/31/2021 12/31/2020 9/30/2020 6/30/2020 6/30/2021 6/30/2020 Net income available for common stockholders adjusted for amortization of core deposit intangibles Net income $ 29,456 $ 31,787 $ 22,801 $ 22,920 $ 24,028 $ 61,243 $ 28,162 Adjustments: Plus: Amortization of core deposit intangibles 2,438 2,447 2,451 2,451 2,451 4,885 4,902 Less: Tax benefit at the statutory rate 512 514 515 515 515 1,026 1,030 Net income available for common stockholders adjusted for amortization of core deposit intangibles $ 31,382 $ 33,720 $ 24,737 $ 24,856 $ 25,964 $ 65,102 $ 32,034 Average Tangible Common Equity Total average stockholders' equity $ 1,254,371 $ 1,224,294 $ 1,196,274 $ 1,177,882 $ 1,155,798 $ 1,239,415 $ 1,142,626 Adjustments: Average goodwill (370,840) (370,840) (370,840) (370,840) (370,840) (370,840) (370,840) Average core deposit intangibles (54,471) (56,913) (59,010) (61,666) (64,151) (55,685) (65,296) Average tangible common equity 829,060 796,541 766,424 745,376 720,807 812,890 706,490 Return on Average Tangible Common Equity (Annualized) 15.18% 17.17% 12.84% 13.27% 14.49% 16.15% 9.12% For the Quarter Ended For the Year Ended (Dollars in thousands)

18 Reconciliation of Non-GAAP Financial Measures 1 Severance payments relate to branch restructurings made during the three months ended June 30, 2021. 2 Debt extinguishment costs relate to prepayment penalties paid in connection with the early payoff of FHLB structured advances. 3 A nonrecurring tax adjustment of $426 thousand recorded in the first quarter of 2021 was due to a true-up of a deferred tax liability. A nonrecurring tax adjustment of $973 thousand recorded in the fourth quarter of 2020 was primarily due the reversal of acquired deferred tax liabilities resulting in a tax benefit of $1.2 million offset by tax expense of $281 thousand for the setup of an uncertain tax position liability relating to state tax exposure for tax years prior to the year ending December 31, 2020. A nonrecurring tax adjustment of $1,799 was recorded in the second quarter of 2020 as a result of the Company amending a prior year Green Bancorp, Inc. tax return to carry back a net operating loss ("NOL") incurred by Green Bancorp, Inc. on January 1, 2019. The Company was allowed to carry back this NOL as result of a provision in the CARES Act, which permits NOLs generated in tax years 2018, 2019 or 2020 to be carried back five years. 6/30/2021 3/31/2021 12/31/2020 9/30/2020 6/30/2020 6/30/2021 6/30/2020 Operating Earnings Net income $ 29,456 $ 31,787 $ 22,801 $ 22,920 $ 24,028 $ 61,243 $ 28,162 Plus: Severance payments1 627 - - - - 627 - Plus: Loss (gain) on sale of securities available for sale, net - - 256 8 (2,879) - (2,879) Plus: Debt extinguishment costs2 - - 9,746 - 1,561 - 1,561 Operating pre-tax income 30,083 31,787 32,803 22,928 22,710 61,870 26,844 Less: Tax impact of adjustments 131 - 2,100 - (277) 131 (277) Plus: Discrete tax adjustments3 - 426 (973) - (1,799) 426 (1,799) Operating earnings $ 29,952 $ 32,213 $ 29,730 $ 22,928 $ 21,188 $ 62,165 $ 25,322 Weighted average diluted shares outstanding 50,331 49,998 49,837 49,775 49,727 50,187 50,383 Diluted EPS $ 0.59 $ 0.64 $ 0.46 $ 0.46 $ 0.48 $ 1.22 $ 0.56 Diluted operating EPS $ 0.60 $ 0.64 $ 0.60 $ 0.46 $ 0.43 $ 1.24 $ 0.50 (Dollars in thousands) For the Quarter Ended For the Year Ended

19 Reconciliation of Non-GAAP Financial Measures 6/30/2021 3/31/2021 12/31/2020 9/30/2020 6/30/2020 6/30/2021 6/30/2020 Pre-Tax, Pre-Provision Operating Earnings Net Income $ 29,456 $ 31,787 $ 22,801 $ 22,920 $ 24,028 $ 61,243 $ 28,162 Plus: Provision for income taxes 7,837 8,993 4,702 6,198 3,987 16,830 3,303 Pus: Provision for credit losses and unfunded commitments 577 (570) 902 10,139 18,971 7 54,628 Plus: Severance payments 627 - - - - 627 - Plus: Loss (gain) on sale of securities, net - - 256 8 (2,879) - (2,879) Plus: Debt extinguishment costs - - 9,746 - 1,561 - 1,561 Net pre-tax, pre-provision operating earnings $ 38,497 $ 40,210 $ 38,407 $ 39,265 $ 45,668 $ 78,707 $ 84,775 Total average assets $ 9,321,279 $ 8,941,271 $ 8,750,141 $ 8,585,926 $ 8,689,774 $ 9,132,347 $ 8,380,947 Pre-tax, pre-provision operating return on average assets1 1.66% 1.82% 1.75% 1.82% 2.11% 1.74% 2.03% Average Total Assets $ 9,321,279 $ 8,941,271 $ 8,750,141 $ 8,585,926 $ 8,689,744 $ 9,132,347 $ 8,380,947 Return on average assets1 1.27% 1.44% 1.04% 1.06% 1.11% 1.35% 0.68% Operating return on average assets1 1.29% 1.46% 1.35% 1.06% 0.98% 1.37% 0.61% Operating earnings adjusted for amortization of core deposit intangibles Operating earnings $ 29,952 $ 32,213 $ 29,730 $ 22,928 $ 21,188 $ 62,165 $ 25,322 Adjustments: Plus: Amortization of core deposit intangibles 2,438 2,447 2,451 2,451 2,451 4,885 4,902 Less: Tax benefit at the statutory rate 512 514 515 515 515 1,026 1,030 Operating earnings adjusted for amortization of core deposit intangibles 31,878 34,146 31,666 24,864 23,124 66,024 29,194 6/30/2021 3/31/2021 12/31/2020 9/30/2020 6/30/2020 6/30/2021 6/30/2020 Average Tangible Common Equity Total average stockholders' equity $ 1,254,371 $ 1,224,294 $ 1,196,274 $ 1,177,882 $ 1,155,798 $ 1,239,415 $ 1,142,626 Adjustments: Average goodwill (370,840) (370,840) (370,840) (370,840) (370,840) (370,840) (370,840) Average core deposit intangibles (54,471) (56,913) (59,010) (61,666) (64,151) (55,685) (65,296) Average tangible common equity $ 829,060 $ 796,541 $ 766,424 $ 745,376 $ 720,807 $ 812,890 $ 706,490 Operating return on average tangible common equity1 15.42% 17.39% 16.44% 13.27% 12.90% 16.38% 8.31% 1 Annualized ratio. For the Quarter Ended For the Year Ended (Dollars in thousands) For the Quarter Ended For the Year Ended (Dollars in thousands)

20 Reconciliation of Non-GAAP Financial Measures 6/30/2021 3/31/2021 12/31/2020 9/30/2020 6/30/2020 6/30/2021 6/30/2020 Efficiency ratio 52.42% 49.62% 62.52% 48.12% 46.02% 51.01% 46.76% Net interest income $ 67,131 $ 65,635 $ 66,766 $ 65,870 $ 65,757 $ 132,766 $ 133,162 Noninterest income 12,456 14,172 9,012 9,795 21,290 26,628 28,537 Plus: Loss (gain) on sale of securities available for sale, net - - 256 8 (2,879) - (2,879) Operating noninterest income 12,456 14,172 9,268 9,803 18,411 26,628 25,658 Noninterest expense 41,717 39,597 47,373 36,408 40,061 81,314 75,606 Less: Severance payments 627 - - - - 627 - Less: Debt extinguishment costs - - 9,746 - 1,561 - 1,561 Operating noninterest expense $ 41,090 $ 39,597 $ 37,627 $ 36,408 $ 38,500 $ 80,687 $ 74,045 Operating efficiency ratio 51.63% 49.62% 49.49% 48.11% 45.74% 50.62% 46.62% 1 Annualized ratio. For the Quarter Ended For the Year Ended (Dollars in thousands) 6/30/2021 3/31/2021 12/31/2020 9/30/2020 6/30/2020 Adjusted net interest margin Net interest income 67,131$ 65,635$ 66,766$ $ 65,870 $ 65,757 Less: Loan accretion 1,536$ 1,911$ 2,652$ 3,953 3,134 Less: Deposit premium amortization 34$ 76$ 89$ 110 263 Adjusted net interest income $ 65,561 $ 63,648 $ 64,025 $ 61,807 $ 62,360 Total interest-earning assets 8,659,059$ 8,257,048$ 8,065,652$ $7,899,837 $8,001,485 Adjusted net interest margin 3.03% 3.12% 3.15% 3.10% 3.13% For the Quarter Ended (Dollars in thousands, except per share data)

2nd Quarter Earnings Conference Call July 28, 2021 Veritex Holdings, Inc.

EX-99.3

Exhibit 99.3

PRESS RELEASE

FOR IMMEDIATE RELEASE

Veritex Holdings, Inc. Declares Cash Dividend on Common Stock

Dallas, TX – July 27, 2021 – Veritex Holdings, Inc. (Nasdaq: VBTX) (“Veritex” or the “Company”), the parent holding company for Veritex Community Bank, today announced the declaration of a quarterly cash dividend of $0.20 per share on its outstanding common stock. The dividend will be paid on or after August 19, 2021 to shareholders of record as of the close of business on August 5, 2021.

About Veritex Holdings, Inc.

Headquartered in Dallas, Texas, Veritex is a bank holding company that conducts banking activities through its wholly-owned subsidiary, Veritex Community Bank, with locations throughout the Dallas-Fort Worth metroplex and in the Houston metropolitan area. Veritex Community Bank is a Texas state chartered bank regulated by the Texas Department of Banking and the Board of Governors of the Federal Reserve System. For more information, visit www.veritexbank.com.

Forward Looking Statement

This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The forward-looking statements include statements regarding Veritex's projected plans and objectives, including the expected payment date of its common stock dividend. Forward-looking statements are typically identified by words such as “believe,” “expect,” “anticipate,” “intend,” “target,” “estimate,” “continue,” “positions,” “prospects” or “potential,” by future conditional verbs such as “will,” “would,” “should,” “could” or “may”, or by variations of such words or by similar expressions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties which change over time. Forward-looking statements speak only as of the date they are made and Veritex assumes no duty to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

Source: Veritex Holdings, Inc.

Investor Relations:

972-349-6132

investorrelations@veritexbank.com

XML

Cover Page	Jul. 27, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 27, 2021
Entity Registrant Name	VERITEX HOLDINGS, INC.
Entity Incorporation, State or Country Code	TX
Entity File Number	001-36682
Entity Tax Identification Number	27-0973566
Entity Address, Address Line One	8214 Westchester Drive, Suite 800
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75225
City Area Code	972
Local Phone Number	349-6200
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	VBTX
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001501570
Amendment Flag	false