8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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):

January 27, 2020

Independent Bank Group, Inc.

(Exact Name of Registrant as Specified in Charter)

________________________

Texas	001-35854	13-4219346
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7777 Henneman Way

McKinney, TX 75070-1711

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code:

(972) 562-9004

Not Applicable

(Former name or former address, if changed since last report)

________________________

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

☐ 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(s)	Name of Exchange on Which Registered
Common Stock, par value, $0.01 per share	IBTX	NASDAQ Global Select Market

Indicate by checkmark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2):

Emerging growth company    ☐

If an emerging growth company, indicate by checkmark 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. ☐

Item 2.02.    Results of Operations and Financial Condition.

In accordance with Item 2.02 of Form 8-K of the Securities and Exchange Commission (the “SEC”), Independent Bank Group, Inc., a Texas corporation (the “Company”), is furnishing to the SEC a press release that the Company issued on January 27, 2020 (the “Press Release”). The Press Release disclosed certain information regarding the Company’s results of operations for the three months and year ended December 31, 2019, and the Company’s financial condition as of December 31, 2019. A copy of the text of the Press Release is attached as Exhibit 99.1.

Item 7.01.    Regulation FD Disclosure.

On January 28, 2020, officers of the Company are having a conference call with respect to financial results for the three months and year ended December 31, 2019. A copy of the Earnings Release Presentation materials is attached as Exhibit 99.2.

In accordance with the General Instruction B.2 of Form 8-K, the information in Item 2.02 and Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2 hereto, which are furnished herewith pursuant to and relate to Item 2.02 and Item 7.01, respectively, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of Section 18 of the Exchange Act. The information in Item 2.02 and Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 and Exhibit 99.2 hereto shall not be incorporated by reference into any filing or other document filed by the Company with the SEC pursuant to the Securities Act of 1933, as amended, the rules and regulations of the SEC thereunder, the Exchange Act, or the rules and regulations of the SEC thereunder, except as shall be expressly set forth by specific reference in such filing or document.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit 99.1	Text of Press Release issued by Independent Bank Group, Inc., dated January 27, 2020, reporting Fourth Quarter Financial Results
Exhibit 99.2	Earnings Release Presentation Materials, dated January 28, 2020
Exhibit 101.SCH *	Inline XBRL Taxonomy Extension Schema Document
Exhibit 101.CAL *	Inline XBRL Taxonomy Extension Calculation Linkbase Document
Exhibit 101.DEF *	Inline XBRL Taxonomy Extension Definition Linkbase Document
Exhibit 101.LAB *	Inline XBRL Taxonomy Extension Label Linkbase Document
Exhibit 101.PRE *	Inline XBRL Taxonomy Extension Presentation Linkbase Document
Exhibit 104	Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

*    Filed herewith.

SIGNATURES

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.

Dated January 28, 2020

INDEPENDENT BANK GROUP, INC.

By:	/s/ David R. Brooks
Name:	David R. Brooks
Title:	Chairman of the Board, Chief Executive Officer and President

EX-99.1

Exhibit 99.1 Press Release For Immediate Release

INDEPENDENT BANK GROUP, INC. REPORTS FOURTH QUARTER FINANCIAL RESULTS

January 27, 2020

McKINNEY, Texas, January 27, 2020 -- Independent Bank Group, Inc. (NASDAQ: IBTX), the holding company for Independent Bank, today announced net income of $50.2 million, or $1.17 per diluted share, for the quarter ended December 31, 2019 compared to $34.0 million, or $1.11 per diluted share, for the quarter ended December 31, 2018 and $55.6 million, or $1.30 per diluted share, for the quarter ended September 30, 2019.

For the year ended December 31, 2019, the Company reported net income of $192.7 million, or $4.46 per diluted share, compared to $128.3 million, or $4.33 per diluted share, for the year ended December 31, 2018, a 50.3% dollar increase.

Highlights

• Continued solid financial performance in the fourth quarter:

◦ Earnings of $50.2 million, or $1.17 per diluted share and adjusted (non-GAAP) net income of $56.8 million, or $1.32 per diluted share

◦ Return on average assets of 1.32% and adjusted (non-GAAP) return on average assets of 1.49%

◦ Return on average equity of 8.57%, (non-GAAP) return on tangible equity of 16.20% and adjusted (non-GAAP) return on tangible equity of 18.32%

• Strong organic deposit growth of 10.4% and disciplined organic loan growth of 4.8% in 2019

• Continued strong credit quality with metrics remaining at low levels

• Announced an all-stock merger of equals with Texas Capital Bancshares, Inc. to create a premier Texas-based bank

Independent Bank Group Chairman and CEO David R. Brooks said, “This was another great year for our company with record earnings, disciplined growth, and an emphasis on maintaining our superior credit quality metrics. Our continued strong financial performance allowed us to enhance value for shareholders last year through reporting strong ROA and ROE, strategic share repurchases, and an increased dividend.” Brooks continued, “We were pleased to announce our merger of equals with Texas Capital, and we look forward to embarking on the next phase of our company’s growth with enhanced capabilities to serve our customers and communities. We believe that this complementary merger of equals and our continued focus on execution in our core markets position us for a successful 2020.”

Fourth Quarter2019 Operating Results

Net Interest Income

• Net interest income was $128.1 million for fourth quarter2019 compared to $87.1 million for fourth quarter2018 and $125.4 million for third quarter2019.The increase in net interest income from the previous year was primarily due to increased average earning assets and purchase accounting accretion resulting primarily from the acquisition of Guaranty Bancorp. The increase from the linked quarter is primarily due to decreased interest expense as a result of a declining interest rate environment.

• The average balance of total interest-earning assets grew by$4.6 billion and totaled $13.3 billion for the quarter ended December 31, 2019 compared to $8.7 billion for the quarter ended December 31, 2018 and increased$355.8 million from $13.0 billion for the quarter ended September 30, 2019. The increase from the prior year was primarily due to $3.4 billion in earning assets acquired in the Guaranty transaction as well as organic growth. The increase from the linked quarter is primarily related to an increase in average loan balances including mortgage warehouse purchase loans.

• The yield on interest-earning assets was 4.90% for fourth quarter2019 compared to 5.15% for fourth quarter2018 and 5.06% for third quarter2019. The decrease from the prior year was due primarily to lower rates on interest-earning assets due to decreases in the Fed Funds rate during the last half of 2019, off-set by increased acquired loan accretion due to the Guaranty acquisition. The decrease from the linked quarter is primarily due to lower loan yields, which decreased 15 basis points excluding accretion, offset by a slight increase in loan accretion from the linked quarter.

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• The cost of interest-bearing liabilities, including borrowings, was 1.54% for fourth quarter2019 compared to 1.64% for fourth quarter2018 and 1.72% for third quarter2019. The decrease from the prior year and linked quarter is primarily due to lower rates offered on our deposits, primarily commercial money market accounts, resulting from decreases in interest rates on deposit products tied to Fed Funds rates, as well as rate decreases on short-term FHLB advances and our other debt.

• The net interest margin was 3.81% for fourth quarter2019 compared to 3.98% for fourth quarter2018 and 3.84% for third quarter2019.The adjusted (non-GAAP) net interest margin, which excludes unexpected accretion on loans acquired with deteriorated credit quality, was 3.79% for fourth quarter2019 compared to 3.93% for fourth quarter2018 and 3.82% for third quarter2019.The decrease in net interest margin from the prior year and linked quarter was primarily due to the three decreases in the Fed funds rate during the last half of the 2019. In addition, the quarter ended December 31, 2019 includes $10.8 million of loan accretion versus $9.9 million in third quarter2019. The net interest margin excluding all loan accretion decreased five basis points to 3.49% for fourth quarter2019 compared to 3.54% in third quarter2019 primarily as a result of lower loan yields.

Noninterest Income

• Total noninterest income increased$8.3 million compared to fourth quarter2018 and decreased$9.1 million compared to third quarter2019.

• The increase from the prior year primarily reflects increases of $2.3 million in service charges, $2.1 million in investment advisory and trust services, $548 thousand in earnings on bank owned life insurance and $1.4 million in other noninterest income all resulting primarily from the additional accounts acquired in the Guaranty transaction. Additionally, the increase reflects a $1.3 million gain on sale of the trust business, which was sold in October 2019.

• The decrease from the linked quarter primarily reflects decreases of $982 thousand in mortgage banking and $8.3 million in gains from the sales of two loan pools and a branch recorded in third quarter offset by the trust sale in fourth quarter noted above. The decrease in mortgage revenue is primarily a result of seasonality in the market demand.

Noninterest Expense

• Total noninterest expense increased$28.5 million compared to fourth quarter2018 and increased$3.4 million compared to third quarter2019.

• The increase in noninterest expense compared to fourth quarter2018 is due primarily to increases of $12.5 million in salaries and benefits, $3.2 million in occupancy expenses, $1.5 million in data processing, $1.7 million in amortization of other intangibles, $2.0 million in professional fees, $4.8 million in acquisition expense, and $2.0 million in other noninterest expense. The overall increase in salaries and benefits,occupancy, data processing, amortization of other intangibles and other noninterest expense from the prior year is reflective of additional headcount, branch locations and accounts acquired in the January 2019 Guaranty transaction as well as organic growth during the year. Salaries and benefits also includes a $3.0 million expense related to the separation arrangement with a former executive officer. Professional fees increased due to higher legal expenses related to ongoing acquired litigation, and increased consulting expenses related to various projects and new system implementations. The increase in acquisition expense is primarily a result of investment banker and due diligence-related costs totaling $5.0 million related to the announced merger of equals with Texas Capital Bancshares, Inc.

• The increase from the linked quarter is primarily related to increases of $4.5 million in salaries and benefits, $3.1 million in FDIC assessment, $1.1 million in professional fees offset by decreases of $4.2 million in acquisition expense and $1.7 million in other noninterest expense. The increase in salaries and benefits expense is primarily a result of the executive separation arrangement discussed above as well as increases in contract labor and incentives for deposit growth. The increase in FDIC assessment is related to a $3.2 million Small Bank Assessment Credit recorded in third quarter 2019. The increase in professional fees is due to higher legal and consulting expenses discussed above. Acquisition expense was elevated in the third quarter due to contract terminations and other expense related to the Guaranty deal. The decrease in other noninterest expense is primarily due to$1.2 million of impairments on other assets related to a CRA SBIC fund and a lease right-of-use asset on a closed branch recognized in third quarter 2019.

Provision for Loan Losses

• Provision for loan loss was $1.6 million for fourth quarter2019, a decrease of $1.3 million compared to $2.9 million for fourth quarter2018 and a decrease of $3.6 million compared to $5.2 million for third quarter2019. Provision expense is primarily reflective of organic loan growth as well as charge-offs or specific reserves taken during the respective period. The decrease from prior year and the linked quarter was mainly due to a decline in loan growth during fourth quarter 2019. In addition, provision expense was elevated in third quarter 2019 due to two commercial credits which were charged-off during third quarter in excess of the specific reserves placed on them in previous periods.

• The allowance for loan losses was $51.5 million, or 0.47% of total loans held for investment, net of mortgage warehouse purchase loans, at December 31, 2019, compared to $44.8 million, or 0.58% at December 31, 2018, and compared to $50.4 million, or 0.46% at September 30, 2019. The dollar increase from prior year is primarily due to additional general reserves for organic loan growth. In addition, the decrease in the allowance for loan losses as a percentage of loans from prior year reflects that loans acquired in the Guaranty transaction were recorded at fair value without an allowance at the respective acquisition date.

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Income Taxes

• Federal income tax expense of $14.1 million was recorded for the quarter ended December 31, 2019, an effective rate of 21.9% compared to tax expense of $8.3 million and an effective rate of 19.6% for the quarter ended December 31, 2018 and tax expense of $14.9 million and an effective rate of 21.1% for the quarter ended September 30, 2019. The increase in the effective tax rate compared to prior year is a result of increased state income tax expense.

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Fourth Quarter2019 Balance Sheet Highlights

Loans

• Total loans held for investment, net of mortgage warehouse purchase loans, were $10.9 billion at December 31, 2019 and September 30, 2019 and $7.7 billion at December 31, 2018. Despite flat balances in fourth quarter 2019, loans held for investment increased$3.2 billion from December 31, 2018, or 41.6%, $2.8 billion of which was acquired in the Guaranty acquisition, and $505.3 million of which was organic growth, or 4.8% for the year over year period, offset by $792 thousand of loans transferred with the branch sale.

• Average mortgage warehouse purchase loans were $575.0 million for the quarter ended December 31, 2019 compared to $434.1 million for the quarter ended September 30, 2019, representing an increase of $140.8 million, or 32.4% for the quarter, and compared to $120.9 million for the quarter ended December 31, 2018, an increase of $454.0 million, or 375.5% year over year.The change from the linked quarter and prior year quarter is reflective of the Company's focused attention to grow the warehouse line of business during the respective periods.

• Commercial real estate (CRE) loans were $5.9 billion at December 31, 2019 and September 30, 2019, and $4.1 billion at December 31, 2018, or 50.4%, 51.0% and 52.3% of total loans, respectively.

Asset Quality

• Total nonperforming assets increased to $31.5 million, or 0.21% of total assets at December 31, 2019, compared to $18.4 million or 0.12% of total assets at September 30, 2019, and increased from $16.9 million, or 0.17% of total assets at December 31, 2018.

• Total nonperforming loans increased to $26.6 million, or 0.24% of total loans at December 31, 2019, from $11.9 million, or 0.11% of total loans at September 30, 2019, and increased from $12.6 million, or 0.16% of total loans at December 31, 2018.

• The increase in nonperforming loans and nonperforming assets from the linked quarter and prior year is primarily due to a $14.5 million commercial energy loan that has matured and is pending workout at the end of fourth quarter 2019. The net increase in nonperforming assets from the linked quarter was also offset from a partial write down and subsequent sale of a $1.5 million other real estate owned property.

• Charge-offs were 0.02% annualized in the fourth quarter 2019 compared to 0.21% annualized in the linked quarter and 0.01% annualized in the prior year quarter. Charge-offs were elevated in third quarter 2019 due to charge-offs totaling $5.6 million on two commercial credits.

Deposits and Borrowings

• Total deposits were $11.9 billion at December 31, 2019 compared to $11.7 billion at September 30, 2019 and compared to $7.7 billion at December 31, 2018. The increase in deposits from the linked quarter is primarily due to $213.5 million of organic growth, or 7.2% for the quarter, annualized. The increase in deposits from the prior year is due to $3.1 billion of deposits acquired in the Guaranty acquisition, as well as organic growth of $1.1 billion, or 10.4%, for the year over year period, offset by $27.7 million of deposits transferred with the branch sale.

• Total borrowings (other than junior subordinated debentures) were $527.3 million at December 31, 2019, a decrease of $240.4 million from September 30, 2019 and an increase of $99.9 million from December 31, 2018. The change in the linked quarter and prior year reflects the use of short-term FHLB advances as needed for liquidity and to fund mortgage warehouse purchase loans. The change from the prior year also reflects the addition of $40 million in subordinated debt assumed in the Guaranty acquisition as well as $24.5 million in borrowings against the Company's unsecured revolving line of credit with an unrelated commercial bank.

Capital

• Independent Bank Group is well capitalized under regulatory guidelines. At December 31, 2019, our estimated common equity Tier 1 to risk-weighted assets, Tier 1 capital to average assets, Tier 1 capital to risk-weighted assets and total capital to risk-weighted asset ratios were 9.76%, 9.32%, 10.19% and 11.83%, respectively, compared to 9.42%, 9.21%, 9.85%, and 11.49%, respectively, at September 30, 2019.

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Subsequent Events

The Company is required, under generally accepted accounting principles, to evaluate subsequent events through the filing of its consolidated financial statements for the quarter ended December 31, 2019 on Form 10-Q. As a result, the Company will continue to evaluate the impact of any subsequent events on critical accounting assumptions and estimates made as of December 31, 2019 and will adjust amounts preliminarily reported, if necessary.

About Independent Bank Group

Independent Bank Group, through its wholly owned subsidiary, Independent Bank, provides a wide range of relationship-driven commercial banking products and services tailored to meet the needs of businesses, professionals and individuals. Independent Bank Group operates in four market regions located in the Dallas/Fort Worth, Austin and Houston areas in Texas and the Colorado Front Range area, including Denver, Colorado Springs and Fort Collins.

Conference Call

A conference call covering Independent Bank Group’s fourth quarter earnings announcement will be held on Tuesday, January 28, 2020 at 8:30 a.m. (EDT) and can be accessed by the webcast link, https://webcasts.eqs.com/indepbankgroup20200128or by calling 1-877-407-0989 and by identifying the meeting number 13697820or by identifying "Independent Bank Group Fourth Quarter2019 Earnings Conference Call." The conference materials will also be available by accessing the Investor Relations page of our website,www.ibtx.com. A recording of the conference call and the conference materials will be available from January 28, 2020 through February 4, 2020 on our website.

Forward-Looking Statements

The numbers as of and for the quarter ended December 31, 2019 are unaudited. From time to time, our comments and releases may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”) that are subject to risks and uncertainties and are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can be identified by words such as “believes,” “anticipates,” “expects,” “forecast,” “guidance,” “intends,” “targeted,” “continue,” “remain,” “should,” “may,” “plans,” “estimates,” “will,” “will continue,” “will remain,” variations on such words or phrases, or similar references to future occurrences or events in future periods; however, such words are not the exclusive means of identifying such statements. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, and other financial items; (ii) statements of plans, objectives, and expectations of the Company or its management or Board of Directors; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Forward-looking statements are based on the Company's current expectations and assumptions regarding its business, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. The Company's actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Many possible events or factors could affect the Company's future financial results and performance and could cause such results or performance to differ materially from those expressed in forward looking statements. These factors include, but are not limited to, the following: (1) the Company’s ability to sustain its current internal growth rate and total growth rate; (2) changes in geopolitical, business and economic events, occurrences and conditions, including changes in rates of inflation or deflation, nationally, regionally and in the Company’s target markets, particularly in Texas and Colorado; (3) worsening business and economic conditions nationally, regionally and in the Company’s target markets, particularly in Texas and Colorado, and the geographic areas in those states in which the Company operates; (4) the Company’s dependence on its management team and its ability to attract, motivate and retain qualified personnel; (5) the concentration of the Company’s business within its geographic areas of operation in Texas and Colorado; (6) changes in asset quality, including increases in default rates on loans and higher levels of nonperforming loans and loan charge-offs; (7) concentration of the loan portfolio of Independent Bank, before and after the completion of acquisitions of financial institutions, in commercial and residential real estate loans and changes in the prices, values and sales volumes of commercial and residential real estate; (8) the ability of Independent Bank to make loans with acceptable net interest margins and levels of risk of repayment and to otherwise invest in assets at acceptable yields and presenting acceptable investment risks; (9) inaccuracy of the assumptions and estimates that the managements of Independent Bank and the financial institutions that it acquires make in establishing reserves for probable loan losses and other estimates; (10) lack of liquidity, including as a result of a reduction in the amount and sources of liquidity that the Company currently has; (11) material increases or decreases in the amount of deposits held by Independent Bank or other financial institutions that the Company acquires and the cost of those deposits; (12) the Company’s access to the debt and equity markets and the overall cost of funding its operations; (13) regulatory requirements to maintain minimum capital levels or maintenance of capital at levels sufficient to support the Company’s anticipated growth; (14) changes in market interest rates that affect the pricing of the loans and deposits of each of Independent Bank and the financial institutions that the Company acquires and the net interest income of each of Independent Bank and the financial institutions that the Company acquires; (15) fluctuations in the market value and liquidity of the securities the Company holds for sale, including as a result of changes in market interest rates; (16) effects of competition from a wide variety of local, regional, national and other providers of financial, investment and insurance services; (17) the institution and outcome of, and costs associated with, litigation and other legal proceedings against one of more of the Company, Independent

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Bank and financial institutions that the Company acquires or to which any of such entities is subject; (18) the occurrence of market conditions adversely affecting the financial industry generally; (19) the impact of recent and future legislative and regulatory changes, including changes in banking, securities and tax laws and regulations and their application by the Company’s regulators, and changes in federal government policies, as well as changes in regulatory requirements applicable to, and resulting from regulatory supervision of, the Company and Independent Bank as a financial institution with total assets greater than $10 billion; (20) changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the SEC and the Public Company Accounting Oversight Board, or PCAOB, as the case may be; (21) governmental monetary and fiscal policies; (22) changes in the scope and cost of FDIC insurance and other coverage; (23) the effects of war or other conflicts, acts of terrorism (including cyber attacks) or other catastrophic events, including storms, droughts, tornadoes, hurricanes and flooding, that may affect general economic conditions; (24) the Company’s actual cost savings resulting from previous or future acquisitions are less than expected, it is unable to realize those cost savings as soon as expected, or it incurs additional or unexpected costs; (25) the Company’s revenues after previous or future acquisitions are less than expected; (26) the liquidity of, and changes in the amounts and sources of liquidity available to, the Company, before and after the acquisition of any financial institutions that the Company acquires; (27) deposit attrition, operating costs, customer loss and business disruption before and after the Company’s completed acquisitions, including, without limitation, difficulties in maintaining relationships with employees, may be greater than the Company expected; (28) the effects of the combination of the operations of financial institutions that the Company acquired in the recent past or may acquire in the future with the Company’s operations and the operations of Independent Bank, the effects of the integration of such operations being unsuccessful, and the effects of such integration being more difficult, time-consuming or costly than expected or not yielding the cost savings that the Company expects; (29) the impact of investments that the Company or Independent Bank may have made or may make and the changes in the value of those investments; (30) the quality of the assets of financial institutions and companies that the Company has acquired in the recent past or may acquire in the future being different than the Company determined or determine in its due diligence investigation in connection with the acquisition of such financial institutions and any inadequacy of loan loss reserves relating to, and exposure to unrecoverable losses on, loans acquired; (31) the Company’s ability to continue to identify acquisition targets and successfully acquire desirable financial institutions to sustain its growth, to expand its presence in its markets and to enter new markets; (32) the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between the Company and Texas Capital Bancshares, Inc. (“TCBI”);(33) the outcome of any legal proceedings that may be instituted against the Company or TCBI, delays in completing the transaction; (34) the failure to obtain necessary regulatory approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the transaction) and shareholder approvals or to satisfy any of the other conditions to the transaction on a timely basis or at all; (35) the possibility that the anticipated benefits of the transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in the areas where the Company and TCBI do business; (36) the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, diversion of management’s attention from ongoing business operations and opportunities, potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transaction; (37) the ability to complete the transaction and integration of the Company and TCBI successfully; (38) the dilution caused by the Company’s issuance of additional shares of its capital stock in connection with the transaction; (39) technology-related changes are harder to make or are more expensive than expected; (40) attacks on the security of, and breaches of, the Company or Independent Bank’s digital information systems, the costs the Company or Independent Bank incur to provide security against such attacks and any costs and liability the Company or Independent Bank incurs in connection with any breach of those systems; (41) the potential impact of technology and “FinTech” entities on the banking industry generally; (42) our success at managing the risks involved in the foregoing items; and (43) the other factors that are described in the Company’s Annual Report on Form 10-K filed on February 28, 2019, under the heading “Risk Factors,” and other reports and statements filed by the Company with the SEC as well as those described in TCBI's Annual Report on Form 10-K filed on February 14, 2019, and other reports and statements filed by TCBI with the SEC. Any forward-looking statement made by the Company in this document speaks only as of the date on which it is made. Factors or events that could cause the Company’s actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures. These measures and ratios include “adjusted net income,” “adjusted earnings,” “tangible book value,” “tangible book value per common share,” “adjusted efficiency ratio,” “tangible common equity to tangible assets,” “adjusted net interest margin,” “return on tangible equity,” “adjusted return on average assets” and “adjusted return on average equity” and are supplemental measures that are not required by, or are not presented in accordance with, accounting principles generally accepted in the United States. We consider the use of select non-GAAP financial measures and ratios to be useful for financial operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results. We believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods.

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We believe that these measures provide useful information to management and investors that is supplementary to our financial condition, results of operations and cash flows computed in accordance with GAAP; however we acknowledge that our financial measures have a number of limitations relative to GAAP financial measures. Certain non-GAAP financial measures exclude items of income, expenditures, expenses, assets, or liabilities, including provisions for loan losses and the effect of goodwill, other intangible assets and income from accretion on acquired loans arising from purchase accounting adjustments, that we believe cause certain aspects of our results of operations or financial condition to be not indicative of our primary operating results. All of these items significantly impact our financial statements. Additionally, the items that we exclude in our adjustments are not necessarily consistent with the items that our peers may exclude from their results of operations and key financial measures and therefore may limit the comparability of similarly named financial measures and ratios. We compensate for these limitations by providing the equivalent GAAP measures whenever we present the non-GAAP financial measures and by including a reconciliation of the impact of the components adjusted for in the non- GAAP financial measure so that both measures and the individual components may be considered when analyzing our performance.

A reconciliation of our non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statements tables.

CONTACTS:

Analysts/Investors:

Paul Langdale
Senior Vice President, Director of Corporate Development (972) 562-9004
plangdale@ibtx.com Michelle Hickox
Executive Vice President, Chief Financial Officer
(972) 562-9004
mhickox@ibtx.com

Media:

James Tippit

Executive Vice President, Head of Corporate Responsibility

(972) 562-9004

 jtippit@ibtx.com

Source: Independent Bank Group, Inc.

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Independent Bank Group, Inc. and Subsidiaries

Consolidated Financial Data

Three Months Ended December 31, 2019, September 30, 2019, June 30, 2019, March 31, 2019 and December 31, 2018

(Dollars in thousands, except for share data)

(Unaudited)

	As of and for the Quarter Ended
	December 31, 2019		September 30, 2019		June 30, 2019		March 31, 2019		December 31, 2018
Selected Income Statement Data
Interest income	$	164,386	$	165,307	$	167,663	$	155,576	$	112,805
Interest expense	36,317		39,914		38,020		33,924		25,697
Net interest income	128,069		125,393		129,643		121,652		87,108
Provision for loan losses	1,609		5,233		4,739		3,224		2,910
Net interest income after provision for loan losses	126,460		120,160		124,904		118,428		84,198
Noninterest income	18,229		27,324		16,199		16,424		9,887
Noninterest expense	80,343		76,948		77,978		86,595		51,848
Income tax expense	14,110		14,903		13,389		11,126		8,273
Net income	50,236		55,633		49,736		37,131		33,964
Adjusted net income (1)	56,799		57,827		52,928		52,028		34,120
Per Share Data (Common Stock)
Earnings:
Basic	$	1.17	$	1.30	$	1.15	$	0.85	$	1.11
Diluted	1.17		1.30		1.15		0.85		1.11
Adjusted earnings:
Basic (1)	1.32		1.35		1.22		1.19		1.12
Diluted (1)	1.32		1.35		1.22		1.19		1.12
Dividends	0.25		0.25		0.25		0.25		0.14
Book value	54.48		53.52		52.37		51.17		52.50
Tangible book value  (1)	28.99		27.89		26.66		25.84		27.44
Common shares outstanding	42,950,228		42,952,642		42,953,818		43,665,793		30,600,582
Weighted average basic shares outstanding (3)	42,951,701		42,950,749		43,331,988		43,759,348		30,503,062
Weighted average diluted shares outstanding (3)	42,951,701		42,950,749		43,331,988		43,759,348		30,503,062
Selected Period End Balance Sheet Data
Total assets	$	14,958,207	$	14,959,127	$	14,708,922	$	14,145,383	$	9,849,965
Cash and cash equivalents	565,170		570,101		579,447		431,799		130,779
Securities available for sale	1,085,936		1,083,816		1,104,520		1,074,310		685,350
Loans, held for sale	35,645		32,929		106,489		22,598		32,727
Loans, held for investment, excluding mortgage warehouse purchase loans	10,928,653		10,936,136		10,784,041		10,692,183		7,717,510
Mortgage warehouse purchase loans	687,317		660,650		453,492		251,258		170,290
Allowance for loan losses	51,461		50,447		51,075		46,505		44,802
Goodwill and other intangible assets	1,094,762		1,100,876		1,104,187		1,105,705		766,839
Other real estate owned	4,819		6,392		10,972		6,018		4,200
Noninterest-bearing deposits	3,240,185		3,218,055		3,153,001		3,089,794		2,145,930
Interest-bearing deposits	8,701,151		8,509,830		8,377,586		8,149,632		5,591,864
Borrowings (other than junior subordinated debentures)	527,251		767,642		792,534		538,425		427,316
Junior subordinated debentures	53,824		53,775		53,725		53,676		27,852
Total stockholders' equity	2,339,773		2,298,932		2,249,342		2,234,202		1,606,433

8

Independent Bank Group, Inc. and Subsidiaries

Consolidated Financial Data

Three Months Ended December 31, 2019, September 30, 2019, June 30, 2019, March 31, 2019 and December 31, 2018

(Dollars in thousands, except for share data)

(Unaudited)

	As of and for the Quarter Ended
	December 31, 2019		September 30, 2019		June 30, 2019		March 31, 2019		December 31, 2018
Selected Performance Metrics
Return on average assets	1.32	%	1.50	%	1.39	%	1.08	%	1.34	%
Return on average equity	8.57		9.68		8.90		6.78		8.51
Return on tangible equity (4)	16.20		18.74		17.52		13.55		16.52
Adjusted return on average assets (1)	1.49		1.56		1.47		1.51		1.35
Adjusted return on average equity (1)	9.69		10.06		9.47		9.51		8.55
Adjusted return on tangible equity (1) (4)	18.32		19.48		18.65		18.98		16.60
Net interest margin	3.81		3.84		4.11		4.05		3.98
Adjusted net interest margin (2)	3.79		3.82		4.03		4.01		3.93
Efficiency ratio	52.75		48.27		51.25		60.37		51.91
Adjusted efficiency ratio (1)	46.44		42.98		47.39		47.05		51.26
Credit Quality Ratios (5)
Nonperforming assets to total assets	0.21	%	0.12	%	0.19	%	0.12	%	0.17	%
Nonperforming loans to total loans held for investment (6)	0.24		0.11		0.16		0.10		0.16
Nonperforming assets to total loans held for investment and other real estate (6)	0.29		0.17		0.26		0.16		0.22
Allowance for loan losses to nonperforming loans	193.35		424.17		302.15		433.82		354.73
Allowance for loan losses to total loans held for investment (6)	0.47		0.46		0.47		0.43		0.58
Net charge-offs to average loans outstanding (annualized)	0.02		0.21		0.01		0.06		0.01
Capital Ratios
Estimated common equity Tier 1 capital to risk-weighted assets	9.76	%	9.42	%	9.22	%	9.60	%	10.05	%
Estimated tier 1 capital to average assets	9.32		9.21		9.06		9.33		9.57
Estimated tier 1 capital to risk-weighted assets	10.19		9.85		9.66		10.07		10.41
Estimated total capital to risk-weighted assets	11.83		11.49		11.51		11.96		12.58
Total stockholders' equity to total assets	15.64		15.37		15.29		15.79		16.31
Tangible common equity to tangible assets (1)	8.98		8.65		8.42		8.65		9.24

⁽¹⁾ Non-GAAP financial measure. See reconciliation.

⁽²⁾ Non-GAAP financial measure. Excludes unexpected income recognized on credit impaired acquired loans of $791, $618, $2,695, $1,016 and $967, respectively.

⁽³⁾ Total number of shares includes participating shares (those with dividend rights).

⁽⁴⁾ Non-GAAP financial measure. Excludes average balance of goodwill and net other intangible assets.

⁽⁵⁾ Nonperforming loans and assets excludes loans acquired with deteriorated credit quality.

⁽⁶⁾ Excludes mortgage warehouse purchase loans.

9

Independent Bank Group, Inc. and Subsidiaries

Annual Selected Financial Information

Years Ended December 31, 2019 and 2018

(Unaudited)

	Years Ended December 31,
	2019			2018
Per Share Data
Net income - basic	$	4.46		$	4.33
Net income - diluted	4.46			4.33
Cash dividends	1.00			0.54
Book value	54.48			52.50
Outstanding Shares
Period-end shares	42,950,228			30,600,582
Weighted average shares - basic(1)	43,245,418			29,599,119
Weighted average shares - diluted(1)	43,245,418			29,599,119
Selected Annual Ratios
Return on average assets	1.32		%	1.35		%
Return on average equity	8.50			8.69
Net interest margin	3.95			3.97

⁽¹⁾ Total number of shares includes participating shares (those with dividend rights).

10

Independent Bank Group, Inc. and Subsidiaries

Consolidated Statements of Income

Three Months and Years Ended December 31, 2019 and 2018

(Dollars in thousands)

(Unaudited)

	Three Months Ended December 31,					Years Ended December 31,
	2019		2018			2019			2018
Interest income:
Interest and fees on loans	$	153,963	$	106,798		$	611,589		$	384,791
Interest on taxable securities	5,223		3,763			21,324			14,007
Interest on nontaxable securities	2,056		1,105			8,482			4,580
Interest on interest-bearing deposits and other	3,144		1,139			11,537			3,912
Total interest income	164,386		112,805			652,932			407,290
Interest expense:
Interest on deposits	30,834		20,761			123,384			60,767
Interest on FHLB advances	1,849		2,410			10,173			10,264
Interest on other borrowings and repurchase agreements	2,916		2,099			11,590			8,398
Interest on junior subordinated debentures	718		427			3,028			1,609
Total interest expense	36,317		25,697			148,175			81,038
Net interest income	128,069		87,108			504,757			326,252
Provision for loan losses	1,609		2,910			14,805			9,860
Net interest income after provision for loan losses	126,460		84,198			489,952			316,392
Noninterest income:
Service charges on deposit accounts	5,891		3,617			24,500			14,224
Investment management and trust	2,092		—			9,330			—
Mortgage banking revenue	3,842		3,378			15,461			15,512
Gain on sale of loans	—		—			6,779			—
Gain on sale of branch	—		—			1,549			—
Gain on sale of trust business	1,319		—			1,319			—
Gain on sale of other real estate	24		56			875			269
Gain (loss) on sale of securities available for sale	10		(232		)	275			(581		)
(Loss) gain on sale and disposal of premises and equipment	—		—			(585		)	123
Increase in cash surrender value of BOLI	1,390		842			5,525			3,170
Other	3,661		2,226			13,148			9,507
Total noninterest income	18,229		9,887			78,176			42,224
Noninterest expense:
Salaries and employee benefits	42,126		29,625			162,683			111,697
Occupancy	9,676		6,491			37,654			24,786
Data processing	4,415		2,893			17,103			10,754
FDIC assessment	994		1,093			1,065			3,306
Advertising and public relations	585		607			2,527			1,907
Communications	1,235		809			5,145			3,353
Other real estate owned expenses, net	116		47			418			318
Impairment of other real estate	377		—			1,801			85
Amortization of other intangible assets	3,175		1,496			12,880			5,739
Professional fees	3,165		1,129			7,936			4,556
Acquisition expense, including legal	5,270		486			33,445			6,157
Other	9,209		7,172			39,207			25,961
Total noninterest expense	80,343		51,848			321,864			198,619
Income before taxes	64,346		42,237			246,264			159,997
Income tax expense	14,110		8,273			53,528			31,738
Net income	$	50,236	$	33,964		$	192,736		$	128,259

11

Independent Bank Group, Inc. and Subsidiaries

Consolidated Balance Sheets

As of December 31, 2019 and 2018

(Dollars in thousands)

(Unaudited)

	December 31,
Assets	2019		2018
Cash and due from banks	$	186,299	$	102,024
Interest-bearing deposits in other banks	378,871		28,755
Cash and cash equivalents	565,170		130,779
Certificates of deposit held in other banks	5,719		1,225
Securities available for sale, at fair value	1,085,936		685,350
Loans held for sale	35,645		32,727
Loans, net	11,562,814		7,839,695
Premises and equipment, net	242,874		167,866
Other real estate owned	4,819		4,200
Federal Home Loan Bank (FHLB) of Dallas stock and other restricted stock	30,052		26,870
Bank-owned life insurance (BOLI)	215,081		129,521
Deferred tax asset	6,943		13,180
Goodwill	994,021		721,797
Other intangible assets, net	100,741		45,042
Other assets	108,392		51,713
Total assets	$	14,958,207	$	9,849,965
Liabilities and Stockholders’ Equity
Deposits:
Noninterest-bearing	$	3,240,185	$	2,145,930
Interest-bearing	8,701,151		5,591,864
Total deposits	11,941,336		7,737,794
FHLB advances	325,000		290,000
Other borrowings	202,251		137,316
Junior subordinated debentures	53,824		27,852
Other liabilities	96,023		50,570
Total liabilities	12,618,434		8,243,532
Commitments and contingencies
Stockholders’ equity:
Preferred stock	—		—
Common stock	430		306
Additional paid-in capital	1,926,359		1,317,616
Retained earnings	393,674		296,816
Accumulated other comprehensive income (loss)	19,310		(8,305		)
Total stockholders’ equity	2,339,773		1,606,433
Total liabilities and stockholders’ equity	$	14,958,207	$	9,849,965

12

Independent Bank Group, Inc. and Subsidiaries

Consolidated Average Balance Sheet Amounts, Interest Earned and Yield Analysis

Three Months Ended December 31, 2019 and 2018

(Dollars in thousands)

(Unaudited)

The analysis below shows average interest-earning assets and interest-bearing liabilities together with the average yield on the interest-earning assets and the average cost of the interest-bearing liabilities for the periods presented.

	Three Months Ended December 31,
	2019						2018
	Average Outstanding Balance		Interest		Yield/ Rate (4)		Average Outstanding Balance		Interest		Yield/ Rate (4)
Interest-earning assets:
Loans (1)	$	11,566,271	$	153,963	5.28	%	$	7,762,950	$	106,798	5.46	%
Taxable securities	756,669		5,223		2.74		591,259		3,763		2.53
Nontaxable securities	321,377		2,056		2.54		164,687		1,105		2.66
Interest-bearing deposits and other	674,247		3,144		1.85		173,999		1,139		2.60
Total interest-earning assets	13,318,564		164,386		4.90		8,692,895		112,805		5.15
Noninterest-earning assets	1,772,818						1,333,256
Total assets	$	15,091,382					$	10,026,151
Interest-bearing liabilities:
Checking accounts	$	4,106,716	$	11,332	1.09	%	$	2,888,198	$	8,039	1.10	%
Savings accounts	568,007		331		0.23		299,670		241		0.32
Money market accounts	2,112,390		9,262		1.74		1,297,603		7,305		2.23
Certificates of deposit	1,873,835		9,909		2.10		1,136,868		5,176		1.81
Total deposits	8,660,948		30,834		1.41		5,622,339		20,761		1.46
FHLB advances	457,880		1,849		1.60		426,630		2,410		2.24
Other borrowings and repurchase agreements	203,888		2,916		5.67		137,278		2,099		6.07
Junior subordinated debentures	53,807		718		5.29		27,835		427		6.09
Total interest-bearing liabilities	9,376,523		36,317		1.54		6,214,082		25,697		1.64
Noninterest-bearing checking accounts	3,277,539						2,194,848
Noninterest-bearing liabilities	111,144						34,361
Stockholders’ equity	2,326,176						1,582,860
Total liabilities and equity	$	15,091,382					$	10,026,151
Net interest income			$	128,069					$	87,108
Interest rate spread					3.36	%					3.51	%
Net interest margin (2)					3.81						3.98
Net interest income and margin (tax equivalent basis) (3)			$	129,057	3.84				$	87,613	4.00
Average interest-earning assets to interest-bearing liabilities					142.04						139.89

⁽¹⁾ Average loan balances include nonaccrual loans.

⁽²⁾ Net interest margins for the periods presented represent: (i) the difference between interest income on interest-earning assets and the interest expense on interest-bearing liabilities, divided by (ii) average interest-earning assets for the period.

⁽³⁾ A tax-equivalent adjustment has been computed using a federal income tax rate of 21%.

⁽⁴⁾ Yield and rates for the three month periods are annualized.

13

Independent Bank Group, Inc. and Subsidiaries

Consolidated Average Balance Sheet Amounts, Interest Earned and Yield Analysis

For The Years Ended December 31,2019 and 2018

(Dollars in thousands)

(Unaudited)

The analysis below shows average interest-earning assets and interest-bearing liabilities together with the average yield on the interest-earning assets and the average cost of the interest-bearing liabilities for the periods presented.

	For The Years Ended December 31,
	2019						2018
	Average Outstanding Balance		Interest		Yield/ Rate		Average Outstanding Balance		Interest		Yield/ Rate
Interest-earning assets:
Loans (1)	$	11,179,161	$	611,589	5.47	%	$	7,254,635	$	384,791	5.30	%
Taxable securities	770,927		21,324		2.77		603,474		14,007		2.32
Nontaxable securities	329,687		8,482		2.57		177,348		4,580		2.58
Interest-bearing deposits and other	504,309		11,537		2.29		179,411		3,912		2.18
Total interest-earning assets	12,784,084		652,932		5.11		8,214,868		407,290		4.96
Noninterest-earning assets	1,771,231						1,264,066
Total assets	$	14,555,315					$	9,478,934
Interest-bearing liabilities:
Checking accounts	$	3,953,986	$	44,171	1.12	%	$	2,943,519	$	26,593	0.90	%
Savings accounts	540,741		1,335		0.25		290,325		703		0.24
Money market accounts	2,047,554		40,837		1.99		998,916		19,043		1.91
Certificates of deposit	1,795,391		37,041		2.06		1,009,644		14,428		1.43
Total deposits	8,337,672		123,384		1.48		5,242,404		60,767		1.16
FHLB advances	464,404		10,173		2.19		515,479		10,264		1.99
Other borrowings and repurchase agreements	201,066		11,590		5.76		137,549		8,398		6.11
Junior subordinated debentures	53,733		3,028		5.64		27,761		1,609		5.80
Total interest-bearing liabilities	9,056,875		148,175		1.64		5,923,193		81,038		1.37
Noninterest-bearing checking accounts	3,139,805						2,052,675
Noninterest-bearing liabilities	91,532						26,378
Stockholders’ equity	2,267,103						1,476,688
Total liabilities and equity	$	14,555,315					$	9,478,934
Net interest income			$	504,757					$	326,252
Interest rate spread					3.47	%					3.59	%
Net interest margin (2)					3.95						3.97
Net interest income and margin (tax equivalent basis) (3)			$	508,498	3.98				$	328,090	3.99
Average interest-earning assets to interest-bearing liabilities					141.15						138.69

⁽¹⁾ Average loan balances include nonaccrual loans.

⁽²⁾ Net interest margins for the periods presented represent: (i) the difference between interest income on interest-earning assets and the interest expense on interest-bearing liabilities, divided by (ii) average interest-earning assets for the period.

⁽³⁾ A tax-equivalent adjustment has been computed using a federal income tax rate of 21%.

14

Independent Bank Group, Inc. and Subsidiaries

Loan Portfolio Composition

As of December 31, 2019 and 2018

(Dollars in thousands)

(Unaudited)

Totals loans by category
	December 31, 2019					December 31, 2018
	Amount			% of Total		Amount			% of Total
Commercial (1)	$	2,482,356		21.3	%	$	1,361,104		17.2	%
Real estate:
Commercial real estate	5,872,653			50.4		4,141,356			52.3
Commercial construction, land and land development	1,236,623			10.6		905,421			11.4
Residential real estate (2)	1,550,872			13.3		1,082,248			13.7
Single-family interim construction	378,120			3.2		331,748			4.2
Agricultural	97,767			0.9		66,638			0.8
Consumer	32,603			0.3		31,759			0.4
Other	621			—		253			—
Total loans	11,651,615			100.0	%	7,920,527			100.0	%
Deferred loan fees	(1,695		)			(3,303		)
Allowance for loan losses	(51,461		)			(44,802		)
Total loans, net	$	11,598,459				$	7,872,422

⁽¹⁾ Includes mortgage warehouse purchase loans of $687,317 and $170,290 at December 31, 2019 and December 31, 2018, respectively.

⁽²⁾ Includes loans held for sale of $35,645 and $32,727 at December 31, 2019 and December 31, 2018, respectively.

15

Independent Bank Group, Inc. and Subsidiaries

Reconciliation of Non-GAAP Financial Measures

Three Months Ended December 31, 2019, September 30, 2019, June 30, 2019, March 31, 2019 and December 31, 2018

(Dollars in thousands, except for share data)

(Unaudited)

		For the Three Months Ended
		December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
ADJUSTED NET INCOME
Net Interest Income - Reported	(a)	$	128,069		$	125,393		$	129,643		$	121,652		$	87,108
Unexpected income recognized on credit impaired acquired loans		(791		)	(618		)	(2,695		)	(1,016		)	(967		)
Adjusted Net Interest Income	(b)	127,278			124,775			126,948			120,636			86,141
Provision Expense - Reported	(c)	1,609			5,233			4,739			3,224			2,910
Noninterest Income - Reported	(d)	18,229			27,324			16,199			16,424			9,887
Gain on sale of acquired loan pools		—			(6,779		)	—			—			—
Gain on sale of branch		—			(1,549		)	—			—			—
Gain on sale of trust business		(1,319		)	—			—			—			—
Gain on sale of other real estate		(24		)	(539		)	(312		)	—			(56		)
(Gain) loss on sale of securities available for sale		(10		)	—			(20		)	(245		)	232
Loss (gain) on sale and disposal of premises and equipment		—			315			279			(9		)	—
Recoveries on loans charged off prior to acquisition		(425		)	(107		)	(258		)	(1,311		)	(109		)
Adjusted Noninterest Income	(e)	16,451			18,665			15,888			14,859			9,954
Noninterest Expense - Reported	(f)	80,343			76,948			77,978			86,595			51,848
Separation expense		(3,421		)	—			—			—			—
OREO impairment		(377		)	—			(988		)	(436		)	—
Impairment of assets		—			(1,173		)	—			—			—
Acquisition expense (4)		(6,619		)	(10,885		)	(6,069		)	(19,171		)	(1,094		)
Adjusted Noninterest Expense	(g)	69,926			64,890			70,921			66,988			50,754
Adjusted Net Income (1)	(b) - (c) + (e) - (g)	$	56,799		$	57,827		$	52,928		$	52,028		$	34,120
ADJUSTED PROFITABILITY
Adjusted Return on Average Assets (2)		1.49		%	1.56		%	1.47		%	1.51		%	1.35		%
Adjusted Return on Average Equity (2)		9.69		%	10.06		%	9.47		%	9.51		%	8.55		%
Adjusted Return on Tangible Equity (2)		18.32		%	19.48		%	18.65		%	18.98		%	16.60		%
Total Average Assets		$	15,091,382		$	14,742,618		$	14,397,852		$	13,975,192		$	10,026,151
Total Average Stockholders' Equity		$	2,326,176		$	2,279,878		$	2,241,512		$	2,219,533		$	1,582,860
Total Average Tangible Stockholders' Equity (3)		$	1,230,344		$	1,177,851		$	1,138,340		$	1,111,668		$	815,533
EFFICIENCY RATIO
Amortization of other intangible assets	(h)	$	3,175		$	3,235		$	3,235		$	3,235		$	1,496
Reported Efficiency Ratio	(f - h) / (a + d)	52.75		%	48.27		%	51.25		%	60.37		%	51.91		%
Adjusted Efficiency Ratio	(g - h) / (b + e)	46.44		%	42.98		%	47.39		%	47.05		%	51.26		%

⁽¹⁾ Assumes an adjusted effective tax rate of 21.3%, 21.1%, 21.2%, 20.3%, and 19.6% for the quarters ended December 31, 2019, September 30, 2019, June 30, 2019, March 31, 2019 and December 31, 2018, respectively.

⁽²⁾ Calculated using adjusted net income.

⁽³⁾ Excludes average balance of goodwill and net other intangible assets.

⁽⁴⁾ Acquisition expenses include $1,349, $1,420, $2,346, $4,184 and $608, of compensation related expenses in addition to $5,270, $9,465, $3,723, $14,987 and $486 of merger-related expenses for the quarters ended December 31, 2019, September 30, 2019, June 30, 2019, March 31, 2019 and December 31, 2018, respectively.

16

Independent Bank Group, Inc. and Subsidiaries

Reconciliation of Non-GAAP Financial Measures

As of December 31, 2019 and 2018

(Dollars in thousands, except per share information)

(Unaudited)

Tangible Book Value & Tangible Common Equity To Tangible Asset Ratio
	December 31,
	2019			2018
Tangible Common Equity
Total common stockholders' equity	$	2,339,773		$	1,606,433
Adjustments:
Goodwill	(994,021		)	(721,797		)
Other intangible assets, net	(100,741		)	(45,042		)
Tangible common equity	$	1,245,011		$	839,594
Tangible Assets
Total assets	$	14,958,207		$	9,849,965
Adjustments:
Goodwill	(994,021		)	(721,797		)
Other intangible assets, net	(100,741		)	(45,042		)
Tangible assets	$	13,863,445		$	9,083,126
Common shares outstanding	42,950,228			30,600,582
Tangible common equity to tangible assets	8.98		%	9.24		%
Book value per common share	$	54.48		$	52.50
Tangible book value per common share	28.99			27.44

17

EX-99.2

Fourth Quarter 2019 Exhibit 99.2 Earnings Release Presentation January 28, 2020 RAISING STANDARDS TOGETHER

Safe Harbor Statement From time to time, our comments and releases may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”) that are subject to risks and uncertainties and are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can be identified by words such as “believes,” “anticipates,” “expects,” “forecast,” “guidance,” “intends,” “targeted,” “continue,” “remain,” “should,” “may,” “plans,” “estimates,” “will,” “will continue,” “will remain,” variations on such words or phrases, or similar references to future occurrences or events in future periods; however, such words are not the exclusive means of identifying such statements. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, and other financial items; (ii) statements of plans, objectives, and expectations of the Company or its management or Board of Directors; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Forward-looking statements are based on the Company's current expectations and assumptions regarding its business, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. The Company's actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Many possible events or factors could affect the Company's future financial results and performance and could cause such results or performance to differ materially from those expressed in forward looking statements. These factors include, but are not limited to, the following: (1) the Company’s ability to sustain its current internal growth rate and total growth rate; (2) changes in geopolitical, business and economic events, occurrences and conditions, including changes in rates of inflation or deflation, nationally, regionally and in the Company’s target markets, particularly in Texas and Colorado; (3) worsening business and economic conditions nationally, regionally and in the Company’s target markets, particularly in Texas and Colorado, and the geographic areas in those states in which the Company operates; (4) the Company’s dependence on its management team and its ability to attract, motivate and retain qualified personnel; (5) the concentration of the Company’s business within its geographic areas of operation in Texas and Colorado; (6) changes in asset quality, including increases in default rates on loans and higher levels of nonperforming loans and loan charge-offs; (7) concentration of the loan portfolio of Independent Bank, before and after the completion of acquisitions of financial institutions, in commercial and residential real estate loans and changes in the prices, values and sales volumes of commercial and residential real estate; (8) the ability of Independent Bank to make loans with acceptable net interest margins and levels of risk of repayment and to otherwise invest in assets at acceptable yields and presenting acceptable investment risks; (9) inaccuracy of the assumptions and estimates that the managements of Independent Bank and the financial institutions that it acquires make in establishing reserves for probable loan losses and other estimates; (10) lack of liquidity, including as a result of a reduction in the amount and sources of liquidity that the Company currently has; (11) material increases or decreases in the amount of deposits held by Independent Bank or other financial institutions that the Company acquires and the cost of those deposits; (12) the Company’s access to the debt and equity markets and the overall cost of funding its operations; (13) regulatory requirements to maintain minimum capital levels or maintenance of capital at levels sufficient to support the Company’s anticipated growth; (14) changes in market interest rates that affect the pricing of the loans and deposits of each of Independent Bank and the financial institutions that the Company acquires and the net interest income of each of Independent Bank and the financial institutions that the Company acquires; (15) fluctuations in the market value and liquidity of the securities the Company holds for sale, including as a result of changes in market interest rates; (16) effects of competition from a wide variety of local, regional, national and other providers of financial, investment and insurance services; (17) the institution and outcome of, and costs associated with, litigation and other legal proceedings against one of more of the Company, Independent Bank and financial institutions that the Company acquires or to which any of such entities is subject; (18) the occurrence of market conditions adversely affecting the financial industry generally; (19) the impact of recent and future legislative and regulatory changes, including changes in banking, securities and tax laws and regulations and their application by the Company’s regulators, and changes in federal government policies, as well as changes in regulatory requirements applicable to, and resulting from regulatory supervision of, the Company and Independent Bank as a financial institution with total assets greater than $10 billion; (20) changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the SEC and the Public Company Accounting Oversight Board, or PCAOB, as the case may be; (21) governmental monetary and fiscal policies; (22) changes in the scope and cost of FDIC insurance and other coverage; (23) the effects of war or other conflicts, acts of terrorism (including cyber attacks) or other catastrophic events, including storms, droughts, tornadoes, hurricanes and flooding, that may affect general economic conditions; (24) the Company’s actual cost savings resulting from previous or future acquisitions are less than expected, it is unable to realize those cost savings as soon as expected, or it incurs additional or unexpected costs; (25) the Company’s revenues after previous or future acquisitions are less than expected; (26) the liquidity of, and changes in the amounts and sources of liquidity available to, the Company, before and after the acquisition of any financial institutions that the Company acquires; (27) deposit attrition, operating costs, customer loss and business disruption before and after the Company’s completed acquisitions, including, without limitation, difficulties in maintaining relationships with employees, may be greater than the Company expected; (28) the effects of the combination of the operations of financial institutions that the Company acquired in the recent past or may acquire in the future with the Company’s operations and the operations of Independent Bank, the effects of the integration of such operations being unsuccessful, and the effects of such integration being more difficult, time-consuming or costly than expected or not yielding the cost savings that the Company expects; (29) the impact of investments that the Company or Independent Bank may have made or may make and the changes in the value of those investments; (30) the quality of the assets of financial institutions and companies that the Company has acquired in the recent past or may acquire in the future being different than the Company determined or determine in its due diligence investigation in connection with the acquisition of such financial institutions and any inadequacy of loan loss reserves relating to, and exposure to unrecoverable losses on, loans acquired; (31) the Company’s ability to continue to identify acquisition targets and successfully acquire desirable financial institutions to sustain its growth, to expand its presence in its markets and to enter new markets; (32) the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between the Company and Texas Capital Bancshares, Inc. (“TCBI”);   2

Safe Harbor Statement (Continued) (33) the outcome of any legal proceedings that may be instituted against the Company or TCBI, delays in completing the transaction; (34) the failure to obtain necessary regulatory approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the transaction) and shareholder approvals or to satisfy any of the other conditions to the transaction on a timely basis or at all; (35) the possibility that the anticipated benefits of the transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in the areas where the Company and TCBI do business; (36) the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, diversion of management’s attention from ongoing business operations and opportunities, potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transaction; (37) the ability to complete the transaction and integration of the Company and TCBI successfully; (38) the dilution caused by the Company’s issuance of additional shares of its capital stock in connection with the transaction; (39) technology-related changes are harder to make or are more expensive than expected; (40) attacks on the security of, and breaches of, the Company or Independent Bank’s digital information systems, the costs the Company or Independent Bank incur to provide security against such attacks and any costs and liability the Company or Independent Bank incurs in connection with any breach of those systems; (41) the potential impact of technology and “FinTech” entities on the banking industry generally; (42) our success at managing the risks involved in the foregoing items; and (43) the other factors that are described in the Company’s Annual Report on Form 10-K filed on February 28, 2019, under the heading “Risk Factors,” and other reports and statements filed by the Company with the SEC as well as those described in TCBI's Annual Report on Form 10-K filed on February 14, 2019, and other reports and statements filed by TCBI with the SEC. Any forward-looking statement made by the Company in this document speaks only as of the date on which it is made. Factors or events that could cause the Company’s actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law. Additional Information about the Merger and Where to Find It In connection with the proposed merger between the Company and TCBI, the Company filed a registration statement on Form S-4 with the SEC on January 21, 2020 to register the shares of the Company’s capital stock to be issued in connection with the merger. The registration statement includes a joint proxy statement/prospectus. The registration statement has not yet become effective. After the Form S-4 is effective, a definitive joint proxy statement/prospectus will be sent to the shareholders of the Company and TCBI seeking their approval of the proposed transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4, THE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION BECAUSE THESE DOCUMENTS DO AND WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, TCBI AND THE PROPOSED TRANSACTION. Investors and security holders may obtain copies of these documents free of charge through the website maintained by the SEC at www.sec.gov or from the Company at its website, www.ibtx.com, or from TCBI at its website, www.texascapitalbank.com. Documents filed with the SEC by the Company will be available free of charge by accessing the Investor Relations page of the Company’s website at www.ibtx.com or, alternatively, by directing a request by telephone or mail to Independent Bank Group, Inc., 7777 Henneman Way, McKinney, Texas 75070, (972) 562-9004, and documents filed with the SEC by TCBI will be available free of charge by accessing TCBI’s website at www.texascapitalbank.com under the tab “About Us,” and then under the heading “Investor Relations” or, alternatively, by directing a request by telephone or mail to Texas Capital Bancshares, Inc., 2000 McKinney Avenue, Suite 700, Dallas, Texas 75201, (214) 932-6600. Participants in the Solicitation The Company, TCBI and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of the Company and TCBI in connection with the proposed transaction under the rules of the SEC. Certain information regarding the interests of these participants and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the joint proxy statement/prospectus regarding the proposed transaction when it becomes available. Additional information about the Company, and its directors and executive officers, may be found in the Company’s definitive proxy statement relating to its 2019 Annual Meeting of Shareholders filed with the SEC on April 23, 2019, and other documents filed by the Company with the SEC. Additional information about TCBI, and its directors and executive officers, may be found in TCBI’s definitive proxy statement relating to its 2019 Annual Meeting of Shareholders filed with the SEC on March 7, 2019, and other documents filed by TCBI with the SEC. These documents can be obtained free of charge from the sources described above.   3

Today's Presenters David R. Brooks Chairman of the Board, CEO and President, Director • 40 years in the financial services industry; 32 years at Independent Bank • Active in community banking since the early 1980s - led the investor group that acquired Independent Bank in 1988 Daniel W. Brooks Vice Chairman, Chief Risk Officer, Director • 37 years in the financial services industry; 31 years at Independent Bank • Active in community banking since the early 1980s Michelle S. Hickox Executive Vice President, Chief Financial Officer • 30 years in the financial services industry; 8 years at Independent Bank • Formerly a Financial Services Audit Partner at RSM US LLP • Certified Public Accountant 4

Fourth Quarter Key Highlights • Continued solid financial performance in the fourth quarter: ◦ Earnings of $50.2 million, or $1.17 per diluted share and adjusted (non- GAAP) net income of $56.8 million, or $1.32 per diluted share ◦ Return on average assets of 1.32% and adjusted (non-GAAP) return on average assets of 1.49% ◦ Return on average equity of 8.57%, (non-GAAP) return on tangible equity of 16.20% and adjusted (non-GAAP) return on tangible equity of 18.32% • Strong organic deposit growth of 10.4% and disciplined organic loan growth of 4.8% in 2019 • Continued strong credit quality with metrics remaining at low levels • Announced an all-stock merger of equals with Texas Capital Bancshares, Inc. to create a premier Texas-based bank 5

Fourth Quarter Selected Financial Data ($ in thousands except per share data) As of and for the Quarter Ended Linked Quarter Balance Sheet Data December 31, 2019 September 30, 2019 December 31, 2018 Change Annual Change Total assets $ 14,958,207 $ 14,959,127 $ 9,849,965 — % 51.9% Loans held for investment, excluding mortgage warehouse purchase loans 10,928,653 10,936,136 7,717,510 (0.1) 41.6 Mortgage warehouse purchase loans 687,317 660,650 170,290 4.0 303.6 Total deposits 11,941,336 11,727,885 7,737,794 1.8 54.3 Total borrowings (other than junior subordinated debentures) 527,251 767,642 427,316 (31.3) 23.4 Total stockholders' equity 2,339,773 2,298,932 1,606,433 1.8 45.7 Earnings and Profitability Data Net interest income $ 128,069 $ 125,393 $ 87,108 2.1 % 47.0% Net interest margin 3.81% 3.84% 3.98% (0.8) (4.3) Noninterest income $ 18,229 $ 27,324 $ 9,887 (33.3) 84.4 Noninterest expense 80,343 76,948 51,848 4.4 55.0 Net income 50,236 55,633 33,964 (9.7) 47.9 Basic EPS 1.17 1.30 1.11 (10.0) 5.4 Diluted EPS 1.17 1.30 1.11 (10.0) 5.4 Adjusted net interest margin (1) 3.79% 3.82% 3.93% (0.8) (3.6) Adjusted net income (1) $ 56,799 $ 57,827 $ 34,120 (1.8) 66.5 Adjusted basic EPS (1) 1.32 1.35 1.12 (2.2) 17.9 Adjusted diluted EPS (1) 1.32 1.35 1.12 (2.2) 17.9 Return on average assets 1.32% 1.50% 1.34% (12.0) (1.5) Adjusted return on average assets (1) 1.49 1.56 1.35 (4.5) 10.4 (1) See Appendix for non-GAAP reconciliation 6

Net Income Growth $57.8 $219.6 $56.8 $ in Millions $55.6 $52.0 $52.9 $49.7 $50.2 $192.7 $37.1 $34.0 $34.1 $132.2 $128.3 $88.9 $76.5 2017 2018 2019 Q4 2018 Q1 2019 Q2 2019 Q3 2019 Q4 2019 Year Ending Quarter Ending Net Income (1) Adjusted Net Income (2) (1) Effective January 1, 2018, the TCJA reduced the corporate U.S. statutory tax rate from 35% to 21%. The year ended December 31, 2017, includes a $5,528 charge to remeasure deferred taxes as a result of the enactment of the tax reform. 7 (2) See Appendix for non-GAAP reconciliation

Interest Income Growth Interest Income, Net Interest Income and NIM Trends $ in Millions $167.7 $652.9 $165.3 $164.4 $155.6 $129.6 $504.8 $125.4 $128.1 $121.7 $112.8 $407.3 $87.1 $326.3 $307.9 $265.5 4.11% 4.05% 3.98% 3.97% 3.95% 3.84% 3.84% 3.81% 2017 2018 2019 Q4 2018 Q1 2019 Q2 2019 Q3 2019 Q4 2019 Year Ending Quarter Ending NIM Interest income Net interest income 8

Tangible Book Value, Earnings Per Share and Adjusted Earnings Per Share Trends (Diluted) $28.99 $28.99 $27.89 $27.44 $26.66 $25.84 $23.76 $21.19 $17.85 $5.08 $15.89 $16.15 $4.47 $4.33 $4.46 $3.45 $3.04 $2.21 $2.36 $2.88 $2.97 $1.77 $1.35 $2.21 $1.19 $1.22 $1.32 $1.85 $1.30 $1.54 $1.15 $1.17 $0.85 2013 2014 2015 2016 2017 2018 2019 Q1 2019 Q2 2019 Q3 2019 Q4 2019 Year Ending Quarter Ending EPS (1) Adjusted EPS (2) Tangible Book Value (2) (1) Effective January 1, 2018, the TCJA reduced the corporate U.S. statutory tax rate from 35% to 21%. The year ended December 31, 2017, includes a $5,528 charge to remeasure deferred taxes as a result of the enactment of the tax reform. 9 (2) See Appendix for non-GAAP reconciliation

Adjusted Efficiency Ratio Trends (1) $499.6 $127.3 $ in Millions $86.1 $322.5 $272.7 $69.9 $261.4 $189.4 $50.8 $157.6 51.26% 46.44% 51.46% 50.47% 45.95% $16.5 $41.5 $35.9 $65.9 $10.0 $4.6 $5.7 $12.9 $1.5 $3.2 2017 2018 2019 Q4 2018 Q4 2019 Year Ending Quarter Ending Adjusted net interest income Adjusted noninterest income Adjusted noninterest expense Amortization of other intangible assets Adjusted efficiency ratio (1) See Appendix for non-GAAP reconciliation 10

Loan Portfolio Growth Total Loans by Year and Current Annual Trend ($ in Billions) (1) 2017 - 2019 CAGR 33.8% $11,652 47.1% Increase $11,652 $7,921 $7,921 $6,513 2017 2018 2019 Q4 2018 Q4 2019 Year Ending Quarter Ending Organic Impact of Acquisitions (1) Includes loans held for sale 11

Loan Portfolio Composition Loan Composition at 12/31/2019 CRE Loan Composition at 12/31/2019 Mixed Use (not retail): 1.9% 1-4 Family Const.: 3.2% Multifamily: 7.8% Misc: 6.2% Consumer: 0.3% Restaurant: 2.6% 1-4 Family: 13.3% Mini Storage: 2.7% Convenience Store: 2.3% Ag: 0.9% Church: 2.2% Healthcare: 6.5% Office: 25.6% Daycare/School: 2.2% C&I: 21.3% C&D: 10.6% Industrial: 8.1% Hotel/Motel: 6.0% Owner occupied CRE 29.6% Retail: 25.9% Non-owner occupied CRE 70.4% Loans by Region at 12/31/2019 Central Texas: 12.4% Colorado: 27.4% CRE: 50.4% 2019 YTD adjusted loan yield: 5.42% (1) North Texas: 38.8% Houston: 21.4% (1) Non-GAAP financial measure. Excludes $5.1 million of unexpected income recognized on credit impaired acquired loans. 12

Commercial Real Estate (CRE) and Construction and Development (C&D) CRE and C&D Concentrations at 12/31/2019 Retail CRE and C&D Composition at 12/31/2019 380% 384% 386% 377% 371% Mixed Use: 7.7% Big Box: 2.5% Free Standing/ Single 116% 99% 106% 103% 104% Tenant: 20.1% Loans > $500 thousand Q4 2018 Q1 2019 Q2 2019 Q3 2019 Q4 2019 Strip Center: 69.7% Quarter Ending Total construction and development to Bank regulatory capital • 1,054 Retail Loans • 69 Loans > $5 million Total non-owner occupied CRE to Bank regulatory • $9 million Average size of Loans > $5 million capital 13

Construction & Development Composition (For All C&D Loans >$500 Thousand) C&D Portfolio CRE Construction Portfolio Composition at 12/31/2019 Composition at 12/31/2019 SFR Land/Land Construction: Developement: 18.0% Misc. CRE: 23.4% Retail: 21.5% 23.6% CRE Construction: 58.6% Healthcare: 9.7% Office: 17.0% Multifamily: Hotel: 14.2% 9.2% • 96.6% of loans in our market regions Industrial: 4.8% • $2 million Average size of loans • 622 C&D loans • 36.9% of C&D loans are owner-occupied 14

Historically Strong Credit Culture NPLs / Loans NCOs / Average Loans 4.41% 2.67% 2.67% 4.15% 4.11% 3.43% 3.36% 3.03% 1.64% 2.91% 2.67% 1.22% 2.38% 2.25% 1.89% 1.05% 1.13% 1.62% 1.83% 1.71% 1.57% 1.31% 0.74% 1.50% 1.49% 1.50% 0.70% 1.12% 0.49% 0.48% 0.48% 1.14% 1.04% 0.43% 0.46% 0.46% 0.81% 0.91% 0.31% 0.39% 0.28% 0.68% 0.62% 0.19% 0.53% 0.16% 0.18% 0.18% 0.17% 0.06% 0.10% 0.32% 0.37% 0.39% 0.21% 0.24% 0.24% 0.11% 0.12% 0.16% 0.09% 0.06% 0.07% 0.03% 0.02% 0.01% 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 YTD Period Ending Period Ending TX Commercial Banks U.S. Commercial Banks TX Commercial Banks U.S. Commercial Banks IBTX IBTX Note: Financial data as of and for the quarter ended September 31, 2019 for peer data and December 31, 2019 for IBTX. Interim charge-off data annualized. 15 Source: U.S. and Texas Commercial Bank numbers from S&P Global Market Intelligence.

Provision and Charge-offs Provision expense and Net charge-off trends $ in Thousands $14,805 $8,146 $5,861 $9,860 $5,233 $8,265 $4,739 $4,460 $3,224 $2,910 $1,521 $1,609 $595 $454 $274 $169 2017 2018 2019 Q4 2018 Q1 2019 Q2 2019 Q3 2019 Q4 2019 Year Ending Quarter Ending Provision expense Net charge-offs 16

Energy Lending Outstanding Balances and Related Reserves $ in Millions $25.2 $28.7 $28.8 $164.6 $156.9 $145.6 $24.9 $25.6 $110.1 $106.8 5.5% 5.2% 4.3% 3.7% 2.3% Q4 2018 Q1 2019 Q2 2019 Q3 2019 Q4 2019 Quarter Ending Exploration and Production Service loans Energy reserve % to total energy loans 17

Deposit Mix and Pricing Deposit Mix as of 12/31/2019 Deposit Growth versus Average Rate $ in Millions Brokered CDs: 0.7% $11,941 CDs < $100,000: 2.5% CDs > IRAs: 0.8% $100,000: 7.4% $7,738 Noninterest-bearing 1.08% demand: 27.1% $6,633 Money Market: 0.83% 17.1% $4,577 0.46% 0.38% Savings: 4.6% Public funds, interest- bearing accounts and Interest-bearing CDs: 12.5% checking: 27.3% 2016 2017 2018 2019 Period Ending Deposits Average YTD Rate (1) 2019 YTD Average Rate for Interest-bearing deposits: 1.48% (1) Average rate for total deposits 18

Capital CET 1, Leverage, Total Capital, Tier 1 and TCE/TA Ratios 12.56% 12.58% 11.96% 11.83% 11.51% 11.38% 11.49% 10.41% 10.19% 10.05% 10.05% 10.07% 9.85% 9.76% 9.61% 9.57% 9.60% 9.66% 9.42% 9.33% 9.22% 8.92% 9.24% 9.21% 9.32% 8.55% 9.06% 8.98% 8.20% 8.65% 8.65% 8.37% 8.42% 7.82% 7.17% 12/31/16 12/31/17 12/31/18 Q1 2019 Q2 2019 Q3 2019 Q4 2019 Period Ending Common equity tier 1 to risk-weighted assets Tier 1 capital to average assets Total capital to risk-weighted assets Tangible common equity to tangible assets (1) Tier 1 capital to risk-weighted assets (1) See Appendix for non-GAAP reconciliation 19

Merger of Equals Progress Work Underway to Create the Premier Texas-Based Bank Progress Since Announcement • Integration planning well underway with leaders from both companies working to ensure seamless and timely transition once closing of the merger is achieved, subject to customary closing conditions • Established a joint Integration Management Office leveraging top-tier external advisors with extensive experience in transactions and deep knowledge of financial services • Continued commitment to achieving the synergies and cost savings as originally announced • Filed our regulatory merger applications and registration statement Illustrative Transaction Timeline Announced leadership, Filed regulatory applications and Further updates to be provided Legal branding, headquarters, registration statement as work progresses Close and regulators December Today Mid-Year January 22, 2020 2019 2020 Joint Integration Management Office Special Meetings established; teams engaged in integration of Stockholders planning with help from top-tier external advisors

Focused on Results Delivering a High Performance Bank in the Country’s Best Markets • Focused on creating a high performance bank that can serve customers of any size in a combined footprint that spans five of the strongest markets in the country • Complementary nature of the two companies creates opportunities to greatly expand our offering to existing customers and to continue growing organically in our core markets • Our shared commitment to consistently delivering a high level of service to our customers will remain a core part of our shared identity once the merger is completed Source: S&P Global. (1) 2025 projected population growth for MSAs with greater than 1 million people. (2) 2019 population.

APPENDIX Supplemental Information - Non-GAAP Financial Measures (unaudited) Reconciliation of Adjusted Net Income, Adjusted Efficiency Ratio and Adjusted EPS--Quarterly Periods ($ in thousands except per share data) For the Quarters Ended December 31, 2019 September 30, 2019 June 30, 2019 March 31, 2019 December 31, 2018 Net Interest Income - Reported (a) $ 128,069 $ 125,393 $ 129,643 $ 121,652 $ 87,108 Unexpected income recognized on credit impaired acquired loans (791) (618) (2,695) (1,016) (967) Adjusted Net Interest Income (b) 127,278 124,775 126,948 120,636 86,141 Provision Expense - Reported (c) 1,609 5,233 4,739 3,224 2,910 Noninterest Income - Reported (d) 18,229 27,324 16,199 16,424 9,887 Gain on sale of acquired loan pools — (6,779) — — — Gain on sale of branch — (1,549) — — — Gain on sale of trust business (1,319) — — — — Gain on sale of other real estate (24) (539) (312) — (56) (Gain) loss on sale of securities available for sale (10) — (20) (245) 232 Loss (gain) on sale and disposal of premises and equipment — 315 279 (9) — Recoveries on loans charged off prior to acquisition (425) (107) (258) (1,311) (109) Adjusted Noninterest Income (e) 16,451 18,665 15,888 14,859 9,954 Noninterest Expense - Reported (f) 80,343 76,948 77,978 86,595 51,848 Separation expense (3,421) — — — — OREO impairment (377) — (988) (436) — Impairment of assets — (1,173) — — — Acquisition expense (6,619) (10,885) (6,069) (19,171) (1,094) Adjusted Noninterest Expense (g) 69,926 64,890 70,921 66,988 50,754 Income Tax Expense Reported (h) 14,110 14,903 13,389 11,126 8,273 Adjusted Net Income (1) (b) - (c) + (e) - (g) = (i) $ 56,799 $ 57,827 $ 52,928 $ 52,028 $ 34,120 Average shares for basic EPS (j) 42,951,701 42,950,749 43,331,988 43,759,348 30,503,062 Average shares for diluted EPS (k) 42,951,701 42,950,749 43,331,988 43,759,348 30,503,062 Adjusted Basic EPS (i) / (j) $ 1.32 $ 1.35 $ 1.22 $ 1.19 $ 1.12 Adjusted Diluted EPS (i) / (k) 1.32 1.35 1.22 1.19 1.12 EFFICIENCY RATIO Amortization of other intangible assets (l) $ 3,175 $ 3,235 $ 3,235 $ 3,235 $ 1,496 Reported Efficiency Ratio (f - l) / (a + d) 52.75% 48.27% 51.25% 60.37% 51.91% Adjusted Efficiency Ratio (g - l) / (b + e) 46.44 42.98 47.39 47.05 51.26 PROFITABILITY Total Average Assets (m) $ 15,091,382 $ 14,742,618 $ 14,397,852 $ 13,975,192 $ 10,026,151 Return on Average Assets (annualized) (a - c + d - f - h) / (m) 1.32% 1.50% 1.39% 1.08% 1.34% Adjusted Return on Average Assets (annualized) (i) / (m) 1.49 1.56 1.47 1.51 1.35 (1) Assumes an adjusted effective tax rate of 21.3%, 21.1%, 21.2%, 20.3%, and 19.6% for the quarters ended December 31, 2019, September 30, 2019, June 30, 2019, March 31, 2019 and December 31, 2018, respectively. 22

APPENDIX Supplemental Information - Non-GAAP Financial Measures (unaudited) Reconciliation of Adjusted Net Income, Adjusted Efficiency Ratio and Adjusted EPS--Annual Periods ($ in thousands except per share data) For the Year Ended December 31, 2019 2018 2017 Net Interest Income - Reported (a) $ 504,757 $ 326,252 $ 265,478 Unexpected income recognized on loans acquired with deteriorated credit quality (5,120) (3,711) (4,063) Adjusted Net Interest Income (b) 499,637 322,541 261,415 Provision Expense - Reported (c) 14,805 9,860 8,265 Noninterest Income - Reported (d) 78,176 42,224 41,287 Gain on sale of loans (6,779) — (351) Gain on sale of branches (1,549) — (2,917) Gain on sale of trust business (1,319) — — Gain on sale of other real estate and repossessed assets (875) (269) (850) (Gain) loss on sale of securities available for sale (275) 581 (124) Loss (gain) on sale of and disposal of premises and equipment 585 (123) 21 Recoveries on loans charged off prior to acquisition (2,101) (962) (1,182) Adjusted Noninterest Income (e) 65,863 41,451 35,884 Noninterest Expense - Reported (f) 321,864 198,619 176,813 Separation expense (3,421) — — OREO impairment (1,801) (85) (1,412) IPO related stock grants — (136) (508) Impairment of assets (1,173) — — Acquisition expense (42,744) (8,958) (17,259) Adjusted Noninterest Expense (g) 272,725 189,440 157,634 Income Tax Expense Reported (1) (h) 53,528 31,738 45,175 Adjusted Net Income (1) (b) - (c) + (e) - (g) = (i) $ 219,582 $ 132,183 $ 88,878 Average shares for basic EPS (j) 43,245,418 29,599,119 25,636,292 Average shares for diluted EPS (k) 43,245,418 29,599,119 25,742,362 Adjusted Basic EPS (i) / (j) $ 5.08 $ 4.47 $ 3.47 Adjusted Diluted EPS (i) / (k) 5.08 4.47 3.45 EFFICIENCY RATIO Amortization of other intangible assets (l) $ 12,880 $ 5,739 $ 4,639 Reported Efficiency Ratio (f - l) / (a + d) 53.01% 52.35% 56.13% Adjusted Efficiency Ratio (g - l) / (b + e) 45.95 50.47 51.46 PROFITABILITY Total Average Assets (m) $ 14,555,315 $ 9,478,934 $ 7,966,421 Return on Average Assets (annualized) (a - c + d - f - h) / (m) 1.32% 1.35% 0.96% Adjusted Return on Average Assets (annualized) (i) / (m) 1.51 1.39 1.12 (1) Assumes an adjusted effective tax rate of 21.0% and 19.7% for the years ended December 31, 2019 and 2018, respectively. Excludes $5,528 charge to remeasure deferred taxes as a result of the enactment of the TCJA and $259 thousand of one-time nondeductible tax expense and assumes an adjusted effective 23 tax rate of 32.4% for the year ended December 31, 2017.

APPENDIX Supplemental Information - Non-GAAP Financial Measures (unaudited) Reconciliation of Tangible Common Equity to Tangible Assets ($ in thousands) As of and for the Quarter Ended December 31, 2019 September 30, 2019 June 30, 2019 March 31, 2019 December 31, 2018 December 31, 2017 Tangible Common Equity Total common stockholders' equity $ 2,339,773 $ 2,298,932 $ 2,249,342 $ 2,234,202 $ 1,606,433 $ 1,336,018 Adjustments: Goodwill (994,021) (994,021) (994,097) (992,380) (721,797) (621,458) Other intangible assets, net (100,741) (106,855) (110,090) (113,325) (45,042) (43,244) Tangible Common Equity $ 1,245,011 $ 1,198,056 $ 1,145,155 $ 1,128,497 $ 839,594 $ 671,316 Tangible Assets Total Assets $ 14,958,207 $ 14,959,127 $ 14,708,922 $ 14,145,383 $ 9,849,965 $ 8,684,463 Adjustments: Goodwill (994,021) (994,021) (994,097) (992,380) (721,797) (621,458) Other intangible assets, net (100,741) (106,855) (110,090) (113,325) (45,042) (43,244) Tangible Assets $ 13,863,445 $ 13,858,251 $ 13,604,735 $ 13,039,678 $ 9,083,126 $ 8,019,761 Tangible Common Equity To Tangible Assets 8.98% 8.65% 8.42% 8.65% 9.24% 8.37% 24

XML

Cover Cover	Jan. 27, 2020
Cover page.
Document Type	8-K
Document Period End Date	Jan. 27, 2020
Entity Registrant Name	Independent Bank Group, Inc.
Entity Incorporation, State or Country Code	TX
Entity File Number	001-35854
Entity Tax Identification Number	13-4219346
Entity Address, Address Line One	7777 Henneman Way
Entity Address, City or Town	McKinney
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75070-1711
City Area Code	972
Local Phone Number	562-9004
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value, $0.01 per share
Trading Symbol	IBTX
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001564618
Amendment Flag	false