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): October 25, 2019

Allegiance Bancshares, Inc.

(Exact Name of Registrant as Specified in Charter)

TEXAS	001-37585	26-3564100
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

8847 West Sam Houston Parkway N., Suite 200, Houston, Texas 77040

(Address of Principal Executive Offices) (Zip Code)

(281) 894-3200

(Registrant's telephone number, including area code)

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

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

[   ]	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 each exchange on which registered
Common Stock, par value $1.00 per share	ABTX	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.  ☒

Item 2.02. Results of Operations and Financial Condition.

On October 25, 2019, Allegiance Bancshares, Inc., the holding company of Allegiance Bank, issued a press release announcing its financial results for the third quarter 2019.  A copy of the press release, as well as a copy of the accompanying earnings presentation, are furnished as Exhibit 99.1 and Exhibit 99.2 hereto, respectively, and incorporated herein by reference.

As provided in General Instruction B.2 to Form 8-K, the information furnished in Item 2.02, Exhibit 99.1 and Exhibit 99.2 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, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d)           Exhibits. The following are furnished as exhibits to this Current Report on Form 8-K:

Exhibit Number	Description of Exhibit
99.1	Press Release issued by Allegiance Bancshares, Inc. dated October 25, 2019
99.2	Third Quarter 2019 Earnings Presentation dated October 25, 2019

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.

	Allegiance Bancshares, Inc.
Date: October 25, 2019	By:	/s/ George Martinez
		George Martinez
		Chairman and Chief Executive Officer

EX-99.1

Exhibit 99.1

PRESS RELEASE

Allegiance Bancshares, Inc.

8847 West Sam Houston Parkway N., Suite 200

Houston, Texas 77040

ir@allegiancebank.com

ALLEGIANCE BANCSHARES, INC. REPORTS

THIRD QUARTER 2019 RESULTS

HOUSTON, October 25, 2019 - Allegiance Bancshares, Inc. (NASDAQ: ABTX) ("Allegiance"), the holding company of Allegiance Bank (the "Bank"), today reported net income of $12.0 million and diluted earnings per share of $0.57 for the third quarter 2019 compared to net income of $8.9 million and diluted earnings per share of $0.65 for the third quarter 2018.  The third quarter 2019 included $1.4 million of pre-tax severance expense.  Net income for the nine months ended September 30, 2019 was $39.0 million, or $1.81 per diluted share, compared to net income of $24.1 million, or $1.77 per diluted share, for the nine months ended September 30, 2018.  The nine months ended September 30, 2019 results included $1.4 million of pre-tax severance expense and $1.3 million of pre-tax acquisition and merger-related expenses. The nine months ended September 30, 2018 results included $821 thousand of pre-tax acquisition and merger-related expenses.

“The third quarter was very productive for us and culminated with the completion of a $60 million subordinated debt offering,” said George Martinez, Allegiance’s Chairman and Chief Executive Officer.  “Securing this attractive capital, positions us well for future growth,” continued Martinez.

“We are dedicated to taking great care of our customers by building on long-lasting relationships as we help them reach their financial goals.  We are also keenly focused on developing new customer relationships and adding to our market share.  Our personalized service to all of our customers is what will continue to set us apart as the premier bank in the Houston region and what will continue to drive our long-term financial success. We are in a tremendous position of strength and are encouraged about our prospects for the remainder of the year as we work to leverage our talent and capital to produce improved returns for our shareholders,” concluded Martinez.

Third Quarter 2019 Results

Net interest income before the provision for loan losses in the third quarter 2019 increased $16.8 million, or 59.9%, to $44.8 million from $28.0 million for the third quarter 2018 primarily due to a $1.55 billion, or 56.6%, increase in average interest-earning assets for the same period.  This increase was mainly due to the Post Oak Bancshares, Inc. acquisition during the fourth quarter of 2018 as well as organic growth for the year-over-year period.  Net interest income before provision for loan losses for the third quarter 2019 decreased from $45.6 million in the second quarter 2019.  The net interest margin on a tax equivalent basis increased 6 basis points to 4.16% for the third quarter 2019 from 4.10% for the third quarter 2018 and decreased 17 basis points from 4.33% for the second quarter 2019. Core net interest margin on a tax equivalent basis excludes the impact of acquisition accounting adjustments and was 3.97% for the third quarter 2019 compared to 4.07% for the second quarter 2019. Please refer to the non-GAAP reconciliation on page 10.  

Noninterest income for the third quarter 2019 was $2.9 million, an increase of $961 thousand, or 49.8%, compared to $1.9 million for the third quarter 2018 and decreased $956 thousand, or 24.9%, compared to $3.8 million for the second quarter 2019.  Noninterest income for the second quarter 2019 included $846 thousand of gain on the sale of securities.  

Noninterest expense for the third quarter 2019 increased $10.8 million, or 56.6%, to $30.0 million from $19.2 million for the third quarter 2018, and decreased slightly compared to the second quarter 2019. The increase over the prior year quarter was primarily due to additional expenses associated with increased headcount and bank offices from the Post Oak acquisition. Additionally, the third quarter 2019 included $1.4 million of severance expense partially offset by a $676 thousand FDIC Small Bank Assessment Credit.

In the third quarter 2019, Allegiance’s efficiency ratio was 62.88% compared to 61.93% for the second quarter 2019 and 63.95% for the third quarter 2018.  Third quarter 2019 annualized returns on average assets, average equity and average tangible equity were 0.98%, 6.73% and 10.33%, respectively, compared to 1.19%, 8.10% and 12.52%, respectively, for the second quarter 2019.  

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Annualized returns on average assets, average equity and average tangible equity for the thirdquarter 2018 were 1.18%, 10.80% and 12.40%, respectively.

Nine Months Ended September 30, 2019 Results

Net interest income before provision for loan losses for the nine months ended September 30, 2019 increased $52.3 million, or 63.2%, to $135.0 million from $82.7 million for the nine months ended September 30, 2018 primarily due to a $1.56 billion, or 58.4%, increase in average interest-earning assets over the prior year associated with the Post Oak acquisition.  The net interest margin on a tax equivalent basis increased 10 basis points to 4.27% for the nine months ended September 30, 2019 from 4.17% for the nine months ended September 30, 2018. Core net interest margin on a tax equivalent basis for the nine months ended September 30, 2019 would have been 4.02%, compared to 4.17% for the nine months ended September 30, 2018. Please refer to the non-GAAP reconciliation on page 10.  

Noninterest income for the nine months ended September 30, 2019 was $10.0 million, an increase of $4.6 million, or 86.3%, compared to $5.4 million for the nine months ended September 30, 2018 due primarily to additional noninterest income resulting from the Post Oak acquisition along with the gain on sale of securities.

Noninterest expense for the nine months ended September 30, 2019 increased $33.5 million, or 58.0%, to $91.2 million from $57.7 million for the nine months ended September 30, 2018. The increase in noninterest expense over the nine months ended September 30, 2018 was primarily due to additional expenses associated with increased headcount and bank offices along with merger-related expenses from the Post Oak acquisition. Additionally, the nine months ended 2019 included $1.4 million of severance expense partially offset by a $676 thousand FDIC Small Bank Assessment Credit.

Allegiance’s efficiency ratio decreased from 65.52% for the nine months ended September 30, 2018 to 63.25% for the nine months ended September 30, 2019. For the nine months ended September 30, 2019, returns on average assets, average equity and average tangible equity were 1.09%, 7.36% and 11.35%, respectively, compared to 1.10%, 10.16% and 11.72%, respectively, for the nine months ended September 30, 2018.

Financial Condition

Total assets at September 30, 2019 increased $111.6 million to $4.91 billion compared to $4.79 billion at June 30, 2019 and increased $1.87 billion compared to $3.04 billion at September 30, 2018, primarily due to the Post Oak acquisition and organic loan growth.

Total loans at September 30, 2019 increased $28.0 million, or 2.9% (annualized), to $3.89 billion compared to $3.86 billion at June 30, 2019 and increased $1.45 billion, or 59.2%, compared to $2.44 billion at September 30, 2018, primarily due to loans acquired in the Post Oak acquisition. Core loans, which exclude the mortgage warehouse portfolio, increased $37.6 million, or 4.0% (annualized), to $3.85 billion at September 30, 2019 from $3.81 billion at June 30, 2019 and increased $1.46 billion, or 60.9%, from $2.39 billion at September 30, 2018.  Excluding loans acquired from Post Oak at acquisition of $1.16 billion, core loans at September 30, 2019 increased $297.4 million, from September 30, 2018.

Deposits at September 30, 2019 increased $36.8 million, or 3.8% (annualized), to $3.90 billion compared to $3.86 billion at June 30, 2019 and increased $1.46 billion, or 60.1%, compared to $2.43 billion at September 30, 2018, primarily related to the Post Oak acquisition.

Asset Quality

Nonperforming assets totaled $42.9 million, or 0.88% of total assets, at September 30, 2019, compared to $37.7 million, or 0.79%, of total assets, at June 30, 2019, and $16.9 million, or 0.56% of total assets, at September 30, 2018. The allowance for loan losses was 0.77% of total loans at September 30, 2019, 0.72% of total loans at June 30, 2019 and 0.97% of total loans at September 30, 2018. The decrease in the allowance for loan losses as a percentage of loans from September 30, 2018 reflects the loans acquired in the Post Oak acquisition that were recorded at fair value without an allowance for loan losses at acquisition date.

The provision for loan losses for the third quarter 2019 was $2.6 million, or 0.27% (annualized) of average loans, compared to $1.4 million, or 0.15% (annualized) of average loans, for the second quarter 2019.

Third quarter 2019 net charge-offs were $729 thousand, or 0.07% (annualized) of average loans, compared to net charge-offs of $590 thousand, or 0.06% (annualized) of average loans, for the second quarter 2019 and $245 thousand, or 0.04% (annualized) of average loans, for the third quarter 2018. Net charge-offs for the nine months ended September 30, 2019 were $1.5 million, or 0.18% (annualized) of average loans, compared to net charge-offs for the nine months ended September 30, 2018 of $1.3 million, or 0.08% (annualized) of average loans.

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GAAP Reconciliation of Non-GAAP Financial Measures

Allegiance’s management uses certain non-GAAP financial measures to evaluate its performance. Please refer to the GAAP Reconciliation and Management’s Explanation of Non-GAAP Financial Measures on page 10 of this earnings release for a reconciliation of these non-GAAP financial measures.

Conference Call

As previously announced, Allegiance’s management team will host a conference call on Friday, October 25, 2019 at 9:00 a.m. Central Time (10:00 a.m. Eastern Time) to discuss its third quarter 2019 results. Individuals and investment professionals may participate in the call by dialing (877) 279-2520. The conference ID number is 1986475.  Alternatively, a simultaneous audio-only webcast may be accessed via the Investor Relations section of Allegiance’s website atwww.allegiancebank.com, under Upcoming Events. If you are unable to participate during the live webcast, the webcast will be archived on the Investor Relations section of Allegiance’s website at www.allegiancebank.com, under News and Events, Event Calendar, Past Events.

Allegiance Bancshares, Inc.

As of September 30, 2019, Allegiance was a $4.91 billion asset Houston, Texas-based bank holding company. Through its wholly owned subsidiary, Allegiance Bank, Allegiance provides a diversified range of commercial banking services primarily to small to medium-sized businesses and individual customers in the Houston region. Allegiance’s super-community banking strategy was designed to foster strong customer relationships while benefiting from a platform and scale that is competitive with larger local and regional banks.  As of September 30, 2019, Allegiance Bank operated 27 full-service banking locations in the Houston region, which we define as the Houston-The Woodlands-Sugar Land and Beaumont-Port Arthur metropolitan statistical areas, with 26 bank offices and one loan production office in the Houston metropolitan area and one bank office location in Beaumont, just outside of the Houston metropolitan area. Visit www.allegiancebank.comfor more information.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995

This release may contain forward-looking statements within the meaning of the securities laws that are based on various facts and derived utilizing important assumptions, present expectations, estimates and projections about Allegiance and its subsidiaries. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “continues,” “anticipates,” “intends,” “projects,” “estimates,” “potential,” “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. Forward-looking statements include information concerning Allegiance’s future financial performance, business and growth strategy, projected plans and objectives, as well as projections of macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact economic trends, and any such variations may be material. Such forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of Allegiance’s control, which may cause actual results to differ materially from those expressed or implied by the forward-looking statements. These risks and uncertainties include but are not limited to whether Allegiance can: continue to develop and maintain new and existing customer and community relationships; successfully implement its growth strategy, including identifying suitable acquisition targets and integrating the businesses of acquired companies and banks; sustain its current internal growth rate; provide quality and competitive products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its performance objectives. These and various other risk factors are discussed in Allegiance’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 and in other reports and statements Allegiance has filed with the Securities and Exchange Commission. Copies of such filings are available for download free of charge from the Investor Relations section of Allegiance’s website at www.allegiancebank.com, under Financial Information, SEC Filings.  Any forward-looking statement made by Allegiance in this release speaks only as of the date on which it is made. Factors or events that could cause Allegiance’s actual results to differ may emerge from time to time, and it is not possible for Allegiance to predict all of them. Allegiance 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.

3

Allegiance Bancshares, Inc.

Financial Highlights

(Unaudited)

	2019									2018
	September 30			June 30			March 31			December 31			September 30
	(Dollars in thousands)
Cash and cash equivalents	$	300,619		$	232,607		$	258,843		$	268,947		$	191,468
Available for sale securities		353,000			348,173			345,716			337,293			300,115
Total loans		3,886,004			3,857,963			3,806,161			3,708,306			2,440,926
Allowance for loan losses		(29,808	)		(27,940	)		(27,123	)		(26,331	)		(23,586	)
Loans, net		3,856,196			3,830,023			3,779,038			3,681,975			2,417,340
Goodwill		223,642			223,642			223,642			223,125			39,389
Core deposit intangibles, net		23,053			24,231			25,409			26,587			2,688
Premises and equipment, net		67,175			59,690			60,327			41,717			18,970
Other real estate owned		8,333			6,294			1,152			630			1,801
Bank owned life insurance		26,947			26,794			26,639			26,480			22,838
Other assets		46,875			42,757			48,036			48,495			40,930
Total assets	$	4,905,840		$	4,794,211		$	4,768,802		$	4,655,249		$	3,035,539
Noninterest-bearing deposits	$	1,227,839		$	1,173,423		$	1,181,920		$	1,209,300		$	789,705
Interest-bearing deposits		2,669,646			2,687,217			2,598,141			2,453,236			1,644,086
Total deposits		3,897,485			3,860,640			3,780,061			3,662,536			2,433,791
Borrowed funds		159,501			146,998			201,995			225,493			211,569
Subordinated debt		107,771			49,019			48,959			48,899			48,839
Other liabilities		34,775			32,853			34,010			15,337			13,209
Total liabilities		4,199,532			4,089,510			4,065,025			3,952,265			2,707,408
Common stock		20,737			21,147			21,484			21,938			13,397
Capital surplus		529,688			541,979			556,184			571,803			221,762
Retained earnings		149,389			137,342			123,094			112,131			98,968
Accumulated other comprehensive    income (loss)		6,494			4,233			3,015			(2,888	)		(5,996	)
Total shareholders’ equity		706,308			704,701			703,777			702,984			328,131
Total liabilities and equity	$	4,905,840		$	4,794,211		$	4,768,802		$	4,655,249		$	3,035,539

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Allegiance Bancshares, Inc.

Financial Highlights

(Unaudited)

	Three Months Ended												Year-to-Date
	2019							2018					2019		2018
	September 30			June 30		March 31		December 31			September 30		September 30		September 30
	(Dollars in thousands, except per share data)
INTEREST INCOME:
Loans, including fees	$	55,790		$	56,016	$	54,189	$	53,272		$	32,988	$	165,995	$	94,951
Securities:													.
Taxable		2,090			1,837		982		844			636		4,909		1,881
Tax-exempt		483			692		1,290		1,445			1,447		2,465		4,357
Deposits in other financial       institutions		302			401		688		742			265		1,391		731
Total interest income		58,665			58,946		57,149		56,303			35,336		174,760		101,920
INTEREST EXPENSE:
Demand, money market and       savings deposits		4,975			4,513		3,728		3,367			1,248		13,216		3,111
Certificates and other time       deposits		6,909			7,008		6,256		5,358			4,051		20,173		10,120
Borrowed funds		1,183			1,118		1,827		1,008			1,272		4,128		3,780
Subordinated debt		761			736		735		732			729		2,232		2,168
Total interest expense		13,828			13,375		12,546		10,465			7,300		39,749		19,179
NET INTEREST INCOME		44,837			45,571		44,603		45,838			28,036		135,011		82,741
Provision for loan losses		2,597			1,407		1,002		2,964			—		5,006		1,284
Net interest income after provision    for loan losses		42,240			44,164		43,601		42,874			28,036		130,005		81,457
NONINTEREST INCOME:
Nonsufficient funds fees		168			139		162		190			175		469		565
Service charges on deposit       accounts		379			365		325		363			177		1,069		506
Gain on sale of securities		—			846		—		—			—		846	—
Gain (loss) on sales of other real       estate and repossessed assets		—			70		1		(429	)		—		71		1
Bank owned life insurance		153			155		159		163			137		467		416
Rebate from correspondent bank		900			884		896		988			613		2,680		1,621
Other		1,289			1,386		1,746		1,059			826		4,421		2,270
Total noninterest income		2,889			3,845		3,289		2,334			1,928		10,023		5,379
NONINTEREST EXPENSE:
Salaries and employee benefits		20,221			19,415		19,684		18,167			12,965		59,320		38,537
Net occupancy and equipment		1,973			2,088		2,078		1,959			1,281		6,139		3,886
Depreciation		822			756		753		802			490		2,331		1,330
Data processing and software       amortization		2,058			1,735		1,597		1,485			1,226		5,390		3,635
Professional fees		667			527		599		670			303		1,793		1,339
Regulatory assessments and       FDIC insurance		(41	)		802		728		776			505		1,489		1,533
Core deposit intangibles       amortization		1,178			1,178		1,178		1,229			195		3,534		586
Communications		455			468		430		416			262		1,353		769
Advertising		449			617		704		704			351		1,770		1,021
Acquisition and merger-related       expenses		—			153		1,173		840			196		1,326		821
Other		2,227			2,341		2,191		1,998			1,390		6,759		4,284
Total noninterest expense		30,009			30,080		31,115		29,046			19,164		91,204		57,741
INCOME BEFORE INCOME TAXES		15,120			17,929		15,775		16,162			10,800		48,824		29,095
Provision for income taxes		3,073			3,681		3,097		2,999			1,921		9,851		4,949
NET INCOME	$	12,047		$	14,248	$	12,678	$	13,163		$	8,879	$	38,973	$	24,146
EARNINGS PER SHARE
Basic	$	0.57		$	0.67	$	0.58	$	0.60		$	0.66	$	1.83	$	1.81
Diluted	$	0.57		$	0.66	$	0.58	$	0.59		$	0.65	$	1.81	$	1.77

5

Allegiance Bancshares, Inc.

Financial Highlights

(Unaudited)

	Three Months Ended															Year-to-Date
	2019									2018						2019			2018
	September 30			June 30			March 31			December 31			September 30			September 30			September 30
	(Dollars and share amounts in thousands, except per share data)
Net income	$	12,047		$	14,248		$	12,678		$	13,163		$	8,879		$	38,973		$	24,146
Earnings per share, basic	$	0.57		$	0.67		$	0.58		$	0.60		$	0.66		$	1.83		$	1.81
Earnings per share, diluted	$	0.57		$	0.66		$	0.58		$	0.59		$	0.65		$	1.81		$	1.77
Return on average assets(A)		0.98	%		1.19	%		1.08	%		1.12	%		1.18	%		1.09	%		1.10	%
Return on average equity(A)		6.73	%		8.10	%		7.27	%		7.49	%		10.80	%		7.36	%		10.16	%
Return on average tangible    equity(A)(B)		10.33	%		12.52	%		11.22	%		11.66	%		12.40	%		11.35	%		11.72	%
Net interest margin    (tax equivalent)(C)		4.16	%		4.33	%		4.31	%		4.45	%		4.10	%		4.27	%		4.17	%
Core net interest margin    (tax equivalent)(B)		3.97	%		4.07	%		4.03	%		4.16	%		4.10	%		4.02	%		4.17	%
Efficiency ratio(D)		62.88	%		61.93	%		64.97	%		60.30	%		63.95	%		63.25	%		65.52	%
Capital Ratios
Allegiance Bancshares, Inc.    (Consolidated)
Equity to assets		14.40	%		14.70	%		14.76	%		15.10	%		10.81	%		14.40	%		10.81	%
Tangible equity to tangible    assets(B)		9.86	%		10.05	%		10.06	%		10.29	%		9.56	%		9.86	%		9.56	%
Estimated common equity      tier 1 capital		11.28	%		11.34	%		11.37	%		11.76	%		11.17	%		11.28	%		11.16	%
Estimated tier 1 risk-based      capital		11.51	%		11.58	%		11.61	%		12.01	%		11.53	%		11.51	%		11.51	%
Estimated total risk-based      capital		14.70	%		13.27	%		13.28	%		13.70	%		13.94	%		14.70	%		13.92	%
Estimated tier 1 leverage      capital		10.06	%		10.17	%		10.25	%		10.61	%		10.23	%		10.06	%		10.23	%
Allegiance Bank
Estimated common equity      tier 1 capital		12.28	%		12.02	%		11.67	%		11.83	%		11.24	%		12.28	%		11.23	%
Estimated tier 1 risk-based      capital		12.28	%		12.02	%		11.67	%		11.83	%		11.24	%		12.28	%		11.23	%
Estimated total risk-based      capital		14.01	%		13.71	%		13.34	%		13.53	%		13.65	%		14.01	%		13.64	%
Estimated tier 1 leverage      capital		10.73	%		10.57	%		10.31	%		10.45	%		9.98	%		10.73	%		9.98	%
Other Data
Weighted average shares:
Basic		20,981			21,257			21,733			21,908			13,371			21,321			13,320
Diluted		21,256			21,546			22,040			22,210			13,637			21,591			13,605
Period end shares    outstanding		20,737			21,147			21,484			21,938			13,397			20,737			13,397
Book value per share	$	34.06		$	33.32		$	32.76		$	32.04		$	24.49		$	34.06		$	24.49
Tangible book value per    share(B)	$	22.16		$	21.60		$	21.17		$	20.66		$	21.35		$	22.16		$	21.35

(A) Interim periods annualized.

(B) Refer to the calculation of these non-GAAP financial measures and a reconciliation to their most directly comparable GAAP financial measures on page 10 of this Earnings Release.

(C) Net interest margin represents net interest income divided by average interest-earning assets.

(D) Represents total noninterest expense divided by the sum of net interest income plus noninterest income, excluding net gains and losses on the sale of loans, securities and assets. Additionally, taxes and provision for loan losses are not part of this calculation.

6

Allegiance Bancshares, Inc.

Financial Highlights

(Unaudited)

	Three Months Ended
	September 30, 2019								June 30, 2019								September 30, 2018
	Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate			Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate			Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate
	(Dollars in thousands)
Assets
Interest-Earning Assets:
Loans	$	3,870,205		$	55,790		5.72	%	$	3,819,687		$	56,016		5.88	%	$	2,384,966		$	32,988		5.49	%
Securities		359,392			2,573		2.84	%		350,004			2,529		2.90	%		304,254			2,083		2.72	%
Deposits in other financial    institutions and other		55,070			302		2.17	%		63,962			401		2.52	%		47,518			265		2.21	%
Total interest-earning assets		4,284,667		$	58,665		5.43	%		4,233,653		$	58,946		5.58	%		2,736,738		$	35,336		5.12	%
Allowance for loan losses		(28,593	)							(27,125	)							(24,059	)
Noninterest-earning assets		600,004								586,435								276,997
Total assets	$	4,856,078							$	4,792,963							$	2,989,676
Liabilities and    Shareholders' Equity
Interest-Bearing Liabilities:
Interest-bearing demand    deposits	$	332,652		$	943		1.13	%	$	350,147		$	1,152		1.32	%	$	181,284		$	389		0.85	%
Money market and savings    deposits		1,099,937			4,032		1.45	%		994,557			3,361		1.36	%		530,240			859		0.64	%
Certificates and other time    deposits		1,269,886			6,909		2.16	%		1,331,955			7,008		2.11	%		896,253			4,051		1.79	%
Borrowed funds		158,358			1,183		2.96	%		155,969			1,118		2.87	%		234,776			1,272		2.15	%
Subordinated debt		51,607			761		5.85	%		48,986			736		6.03	%		48,805			729		5.93	%
Total interest-bearing          liabilities		2,912,440		$	13,828		1.88	%		2,881,614		$	13,375		1.86	%		1,891,358		$	7,300		1.53	%
Noninterest-Bearing    Liabilities:
Noninterest-bearing demand    deposits		1,198,564								1,173,662								761,935
Other liabilities		35,030								32,525								10,179
Total liabilities		4,146,034								4,087,801								2,663,472
Shareholders' equity		710,044								705,162								326,204
Total liabilities and          shareholders' equity	$	4,856,078							$	4,792,963							$	2,989,676
Net interest rate spread							3.55	%							3.72	%							3.59	%
Net interest income and margin				$	44,837		4.15	%				$	45,571		4.32	%				$	28,036		4.06	%
Net interest income and net    interest margin    (tax equivalent)				$	44,924		4.16	%				$	45,684		4.33	%				$	28,292		4.10	%

7

Allegiance Bancshares, Inc.

Financial Highlights

(Unaudited)

	Nine Months Ended September 30,
	2019								2018
	Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate			Average Balance			Interest Earned/ Interest Paid		Average Yield/ Rate
	(Dollars in thousands)
Assets
Interest-Earning Assets:
Loans	$	3,812,827		$	165,995		5.82	%	$	2,319,727		$	94,951		5.47	%
Securities		352,074			7,374		2.80	%		310,709			6,238		2.68	%
Deposits in other financial institutions		79,309			1,391		2.34	%		49,205			731		1.99	%
Total interest-earning assets		4,244,210		$	174,760		5.51	%		2,679,641		$	101,920		5.09	%
Allowance for loan losses		(27,500	)							(24,254	)
Noninterest-earning assets		581,932								276,777
Total assets	$	4,798,642							$	2,932,164
Liabilities and Shareholders' Equity
Interest-Bearing Liabilities:
Interest-bearing demand deposits	$	340,310		$	3,058		1.20	%	$	190,228		$	914		0.64	%
Money market and savings deposits		992,349			10,158		1.37	%		534,925			2,197		0.55	%
Certificates and other time deposits		1,301,478			20,173		2.07	%		841,849			10,120		1.61	%
Borrowed funds		198,839			4,128		2.78	%		265,401			3,780		1.90	%
Subordinated debt		49,849			2,232		5.99	%		48,746			2,168		5.95	%
Total interest-bearing liabilities		2,882,825		$	39,749		1.84	%		1,881,149		$	19,179		1.36	%
Noninterest-Bearing Liabilities:
Noninterest-bearing demand deposits		1,179,914								724,493
Other liabilities		28,270								8,742
Total liabilities		4,091,009								2,614,384
Shareholders' equity		707,633								317,780
Total liabilities and shareholders'equity	$	4,798,642							$	2,932,164
Net interest rate spread							3.67	%							3.73	%
Net interest income and margin				$	135,011		4.25	%				$	82,741		4.13	%
Net interest income and net    interest margin    (tax equivalent)				$	135,413		4.27	%				$	83,551		4.17	%

8

Allegiance Bancshares, Inc.

Financial Highlights

(Unaudited)

	Three Months Ended
	2019									2018
	September 30			June 30			March 31			December 31			September 30
	(Dollars in thousands)
Period-end Loan Portfolio:
Commercial and industrial	$	675,055		$	694,516		$	699,471		$	702,037		$	458,434
Mortgage warehouse		36,594			46,171			36,742			48,274			48,876
Real estate:
Commercial real estate (including       multi-family residential)		1,859,721			1,830,764			1,771,890			1,650,912			1,161,992
Commercial real estate construction and       land development		386,723			368,108			396,162			430,128			298,916
1-4 family residential (including home equity)		695,520			690,961			658,261			649,311			344,342
Residential construction		189,608			183,991			201,314			186,411			117,740
Consumer and other		42,783			43,452			42,321			41,233			10,626
Total loans	$	3,886,004		$	3,857,963		$	3,806,161		$	3,708,306		$	2,440,926
Asset Quality:
Nonaccrual loans	$	34,615		$	31,382		$	32,670		$	32,953		$	14,943
Accruing loans 90 or more days past due		—			—			—			—			—
Total nonperforming loans		34,615			31,382			32,670			32,953			14,943
Other real estate		8,333			6,294			1,152			630			1,801
Other repossessed assets		—			—			—			—			205
Total nonperforming assets	$	42,948		$	37,676		$	33,822		$	33,583		$	16,949
Net charge-offs	$	729		$	590		$	210		$	219		$	245
Nonaccrual loans:
Commercial and industrial	$	8,033		$	9,386		$	11,221		$	10,861		$	6,258
Mortgage warehouse		—			—			—			—			—
Real estate:
Commercial real estate (including       multi-family residential)		15,356			18,218			17,531			17,776			5,006
Commercial real estate construction and       land development		9,050			1,541			818			974			694
1-4 family residential (including home equity)		1,992			2,074			2,928			3,201			2,985
Residential construction		—			—			—			—			—
Consumer and other		184			163			172			141			—
Total nonaccrual loans	$	34,615		$	31,382		$	32,670		$	32,953		$	14,943
Asset Quality Ratios:
Nonperforming assets to total assets		0.88	%		0.79	%		0.71	%		0.72	%		0.56	%
Nonperforming loans to total loans		0.89	%		0.81	%		0.86	%		0.89	%		0.61	%
Allowance for loan losses to nonperforming loans		86.11	%		89.03	%		83.02	%		79.90	%		157.84	%
Allowance for loan losses to total loans		0.77	%		0.72	%		0.71	%		0.71	%		0.97	%
Net charge-offs to average loans (annualized)		0.07	%		0.06	%		0.02	%		0.02	%		0.04	%

9

Allegiance Bancshares, Inc.

GAAP Reconciliation and Management’s Explanation of Non-GAAP Financial Measures

(Unaudited)

Allegiance’s management uses certain non-GAAP (generally accepted accounting principles) financial measures to evaluate its performance. Allegiance believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance and that management and investors benefit from referring to these non-GAAP financial measures in assessing Allegiance’s performance and when planning, forecasting, analyzing and comparing past, present and future periods. Specifically, Allegiance reviews tangible book value per share, return on average tangible equity, the ratio of tangible equity to tangible assets and core net interest margin on a tax equivalent basis for internal planning and forecasting purposes. Allegiance has included in this Earnings Release information relating to these non-GAAP financial measures for the applicable periods presented.  These non-GAAP measures 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 Allegiance calculates the non-GAAP financial measures may differ from that of other companies reporting measures with similar names.

	Three Months Ended															Year-to-Date
	2019									2018						2019			2018
	September 30			June 30			March 31			December 31			September 30			September 30			September 30
	(Dollars and share amounts in thousands, except per share data)
Total shareholders' equity	$	706,308		$	704,701		$	703,777		$	702,984		$	328,131		$	706,308		$	328,131
Less:  Goodwill and core    deposit intangibles, net		246,695			247,873			249,051			249,712			42,077			246,695			42,077
Tangible shareholders’    equity	$	459,613		$	456,828		$	454,726		$	453,272		$	286,054		$	459,613		$	286,054
Shares outstanding at end of    period		20,737			21,147			21,484			21,938			13,397			20,737			13,397
Tangible book value per share	$	22.16		$	21.60		$	21.17		$	20.66		$	21.35		$	22.16		$	21.35
Net income	$	12,047		$	14,248		$	12,678		$	13,163		$	8,879		$	38,973		$	24,146
Average shareholders' equity	$	710,044		$	705,162		$	707,666		$	697,303		$	326,204		$	707,633		$	317,780
Less:  Average goodwill and    core deposit intangibles, net		247,404			248,621			249,277			249,252			42,203			248,427			42,394
Average tangible    shareholders’ equity	$	462,640		$	456,541		$	458,389		$	448,051		$	284,001		$	459,206		$	275,386
Return on average    tangible equity		10.33	%		12.52	%		11.22	%		11.66	%		12.40	%		11.35	%		11.72	%
Total assets	$	4,905,840		$	4,794,211		$	4,768,802		$	4,655,249		$	3,035,539		$	4,905,840		$	3,035,539
Less: Goodwill and core    deposit intangibles, net		246,695			247,873			249,051			249,712			42,077			246,695			42,077
Tangible assets	$	4,659,145		$	4,546,338		$	4,519,751		$	4,405,537		$	2,993,462		$	4,659,145		$	2,993,462
Tangible equity to tangible    assets		9.86	%		10.05	%		10.06	%		10.29	%		9.56	%		9.86	%		9.56	%
Net interest income    (tax equivalent)	$	44,924		$	45,684		$	44,805		$	46,100		$	28,292		$	135,413		$	83,551
Less: Acquisition accounting    adjustments		(2,045	)		(2,755	)		(2,965	)		(3,069	)		—			(7,765	)		—
Core net interest    income (tax equivalent)	$	42,879		$	42,929		$	41,840		$	43,031		$	28,292		$	127,648		$	83,551
Average earning assets	$	4,284,667		$	4,233,653		$	4,212,669		$	4,108,645		$	2,736,738		$	4,244,210		$	2,679,641
Net interest margin    (tax equivalent)		4.16	%		4.33	%		4.31	%		4.45	%		4.10	%		4.27	%		4.17	%
Core net interest margin    (tax equivalent)		3.97	%		4.07	%		4.03	%		4.16	%		4.10	%		4.02	%		4.17	%

10

EX-99.2

Fixed Income Investor Presentation September 2019 Fixed Income Investor Presentation [Month] [Day], 2019 Third Quarter 2019 Earnings Presentation cshares, Inc. Exhibit 99.2

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This presentation may contain forward-looking statements within the meaning of the securities laws that are based on various facts and derived utilizing important assumptions, present expectations, estimates and projections about Allegiance. These statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “continues”, “anticipates,” “intends,” “projects,” “estimates,” “potential”, “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. Forward-looking statements include information concerning Allegiance’s future financial performance, business and growth strategy, projected plans and objectives, as well as projections of macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact economic trends, and any such variations may be material. Such forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of Allegiance’s control, which may cause actual results to differ materially from those expressed or implied by the forward-looking statements. These risks and uncertainties include but are not limited to whether Allegiance can: continue to develop and maintain new and existing customer and community relationships; successfully implement its growth strategy, including identifying suitable acquisition targets and integrating the businesses of acquired companies and banks; sustain its current internal growth rate; provide quality and competitive products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its performance objectives. These and various other factors are discussed in Allegiance's Annual Report on Form 10-K for the fiscal year ended December 31, 2018 and in other reports and statements Allegiance has filed with the Securities and Exchange Commission. Copies of such filings are available for download free of charge from the Investor Relations section of Allegiance's website at www.allegiancebank.com, under Financial Information, SEC Filings. Any forward-looking statement made by Allegiance in this presentation speaks only as of the date on which it is made. Factors or events that could cause Allegiance’s actual results to differ may emerge from time to time, and it is not possible for Allegiance to predict all of them. Allegiance 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. GAAP Reconciliation of Non-GAAP Financial Measures Allegiance’s management uses certain non-GAAP financial measures to evaluate its performance. A reconciliation of the non-GAAP financial measures is included on page 10 of the earnings release issued concurrently herewith. Safe Harbor Statement and Non-GAAP Financial Measures

Allegiance Bancshares, Inc. Overview Franchise Footprint Holding Company for Allegiance Bank; Headquartered in Houston, Texas Company Overview Providing full-service banking services for owner-operated businesses Operational History 27 full-service banking locations and 1 loan production office 26 in the Houston-The Woodlands-Sugar Land MSA 1 in the Beaumont-Port Arthur MSA, just outside of Houston Since opening in 2007, we have completed three whole bank acquisitions and one branch transaction: 2019: LoweryBank branch acquisition with $45.0 million in loans and $16.0 million in deposits 2018: Post Oak Bank, N.A. (Post Oak Bancshares, Inc.) with $1.5 billion in total assets 2015: Enterprise Bank (F&M Bancshares, Inc.) with $569.7 million in total assets 2013: Independence Bank, N.A. with $222.1 million in total assets Financial Highlights ABTX Branch Locations (27) Galveston Houston Houston-The Woodlands-Sugar Land MSA Beaumont-Port Arthur MSA 10 10 45 45 Beaumont _____________________ * Annualized as of 3Q 2019.

Our Super-Community Banking Strategy High Net Interest Margin Strong Credit Quality Centralized Credit Administration Focus on Small and Medium-Sized Owner-Operated Businesses Full-Service Bank Locations Favorable Loan Yields and Deposit Relationships Effective Centralized Operations Scalable Platform Experienced Central Operations Staff Enhanced Efficiency and Profitability Extraordinary Customer Experience Responsive Decision-Making by Empowered Lenders Strategy Structure Results

Deposit Market Share - Houston-The Woodlands-Sugar Land MSA _____________________ Source: S&P Global Intelligence as of June 30, 2019. As of June 30 of the year shown, on a pro forma basis reflecting any announced acquisition. To date, on a pro forma basis reflecting any announced acquisition. (1) (1) (2)

Financial Highlights – Third Quarter 2019 Assets of $4.91 billion, loans of $3.89 billion, deposits of $3.90 billion and shareholder's equity of $706.3 million at September 30, 2019 Core loan(1) growth of $1.46 billion, or 60.9%, year over year to $3.85 billion Balance Sheet Growth Net income of $12.0 million for the third quarter 2019 compared to $14.2 million for the second quarter 2019 and $8.9 million for the third quarter 2018 Third quarter 2019 earnings were impacted by: $1.4 million of pre-tax severance expense $676 thousand FDIC Small Bank Assessment Credit Efficiency ratio increased to 62.9% for the third quarter 2019 from 61.93% for the second quarter 2019 and decreased from 63.95% for the third quarter 2018 Profitability Net Interest Margin Net interest income decreased to $44.8 million for the third quarter 2019 compared to $45.6 million for the second quarter 2019 and increased from $28.0 million for the third quarter 2018 Net interest margin on a tax equivalent basis decreased to 4.16% for the third quarter 2019 from 4.33% for the second quarter 2019 and increased from 4.10% for the third quarter 2018 Core net interest margin(2) on a tax equivalent basis excludes the impact of acquisition accounting adjustments of $2.0 million and was 3.97% for the third quarter 2019 compared to 4.07% for the second quarter 2019 Recognitions and Awards Joined S&P SmallCap 600 GICS (Global Industry Classification Standard) Regional Banks Sub-Industry Index on October 11, 2019 Recognized by the West Houston Assistance Ministries (WHAM) with the 2019 Community Builder Award for our commitment to social responsibility, our impact on initiatives supporting education, athletics, health and wellness, the underserved and our continued effort to make our community a better place _____________________ Defined as total loans excluding mortgage warehouse. Please refer to the non-GAAP reconciliation in the appendix.

Historical Balance Sheet Growth Total Loans Total Assets Total Equity Total Deposits (1) _____________________ Note: Dollars in millions. Includes $1.50 billion in assets acquired on October 1, 2018. Includes $1.16 billion of acquired loans at fair value on October 1, 2018. (4) (2) (4) (3) (5) Includes $1.29 billion of acquired deposits on October 1, 2018. Includes $45.0 million of loans acquired on February 1, 2019. Includes $16.0 million of deposits acquired on February 1, 2019.

Earnings Performance Net Interest Income and Net Interest Margin Net Income and Earnings per Share _____________________ Note: Dollars in millions, except per share numbers. Includes a one-time gain from sale of branches of $1.3 million (after-tax). Includes $1.8 million and $1.7 million of core system conversion and acquisition and merger-related expenses, respectively, and $3.1 million of acquisition accounting adjustments. Includes $2.0 million of acquisition accounting adjustments, $1.4 million of pre-tax severance expense and a $676 thousand FDIC Small Bank Credit (1) (2) (3) Includes $3.1 million of acquisition accounting adjustments; Core net interest margin (tax equivalent) adjusted for acquisition accounting adjustments was 4.17%. Please refer to the non-GAAP reconciliation in the appendix. Includes $2.0 million of acquisition accounting adjustments; Core net interest margin (tax equivalent) adjusted for acquisition accounting adjustments was 3.97%. Please refer to the non-GAAP reconciliation in the appendix. (4) (5) 5 yr CAGR: Net Income 52.8%, EPS 18.1%

Return on Average Tangible Common Equity(1) Return on Average Assets Noninterest Expense to Average Assets Efficiency Ratio _____________________ Please refer to the non-GAAP reconciliation in the appendix. Includes a one-time gain from sale of branches of $1.3 million (after-tax). Includes $1.8 million and $1.7 million of core system conversion and merger-related expenses, respectively. Includes $3.1 million of acquisition accounting adjustments. Includes $2.0 million of acquisition accounting adjustments, $1.4 million of pre-tax severance expense and a $676 thousand FDIC Small Bank Assessment Credit. Annualized for the quarter ending September 30 for each respective year. (2) (3)(4) (5)(6) (6) (6) (6) (5) (5)(6) (6) (3)(4) (3) (2) Earnings Performance, continued

Yields and Cost Analysis Net Interest Margin Loan Portfolio Reported Yields and Total Deposit Costs _____________________ Core net interest margin excludes acquisition accounting adjustments. Please refer to the non-GAAP reconciliation in the appendix. (1)

Tier 1 Leverage Ratio Tangible Equity / Tangible Assets(1) Total Risk-Based Ratio Tier 1 Risk-Based Ratio Capital Position _____________________ Please refer to the non-GAAP reconciliation in the appendix.

Total Loan Portfolio Composition 53.6% of CRE is Owner-Occupied CRE (incl. multi-family) by Property Type CRE Construction by Property Type _____________________ Note: Dollars in millions, unless otherwise noted. As of the quarter ended September 30, 2019. Includes classifications less than 2.0% of total composition. Loan Portfolio Composition (1) (1)

Allowance / Total Loans Allowance / Nonperforming Loans Net Charge-offs / Average Loans Nonperforming Loans / Total Loans (1) _____________________ Annualized for the quarter ending September 30, 2019. Strong Asset Quality

Deposit Composition and Growth Deposit Growth Trend Deposit Composition _____________________ Note: Dollars in millions. As of the quarter ended September 30, 2019.

Our management uses these non-GAAP financial measures in its analysis of our performance: “Tangible Shareholders’ Equity” is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. Tangible shareholders’ equity is defined as total shareholders’ equity reduced by goodwill and core deposit intangibles, net of accumulated amortization. This measure is important to investors interested in changes from period to period in shareholders’ equity, exclusive of changes in intangible assets. For tangible shareholders’ equity, the most directly comparable financial measure calculated in accordance with GAAP is total shareholders’ equity. Goodwill and other intangible assets have the effect of increasing total shareholders’ equity while not increasing our tangible shareholders’ equity. “Tangible Equity to Tangible Assets” is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. Tangible equity to tangible assets is defined as total shareholders’ equity reduced by goodwill and core deposit intangibles, net of accumulated amortization, divided by tangible assets, which are total assets reduced by goodwill and core deposit intangibles, net of accumulated amortization. This measure is important to investors interested in changes from period to period in equity and total assets, each exclusive of changes in intangible assets. For tangible equity to tangible assets, the most directly comparable financial measure calculated in accordance with GAAP is total shareholders’ equity to total assets. Goodwill and other intangible assets have the effect of increasing both total shareholders’ equity and assets while not increasing our tangible common equity or tangible assets. Non-GAAP Reconciliation _____________________ Note: Dollars in thousands. Annualized for each respective quarter.

Non-GAAP Reconciliation, continued “Core Net Interest Margin (TE)” is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. Core net interest margin is defined as net interest income, net of related acquisition accounting adjustments, divided average earnings assets. This measure is important to investors interested in changes from period to period in net interest income, exclusive of the impact from related acquisition accounting adjustments. For core net interest margin, the most directly comparable financial measure calculated in accordance with GAAP is net interest margin. _____________________ Note: Dollars in thousands. Annualized for each respective quarter.