---
title: "16:05 ETHappen, Inc. Reports Second Quarter 2026 Results"
type: "News"
locale: "en"
url: "https://longbridge.com/en/news/293969135.md"
description: "Happen, Inc. (Nasdaq: HAPN) reported Q2 2026 results, achieving record pre-tax income of $75.7 million and diluted EPS of $0.50, up 52% year-over-year. Originations grew 29% to $3.1 billion. The company successfully rebranded from LendingClub to Happen Bank and transitioned its stock listing to Nasdaq under the ticker HAPN. Key highlights include a 15.1% ROE, strong credit performance with lower delinquencies, and the launch of home improvement financing."
datetime: "2026-07-27T20:06:01.000Z"
locales:
  - [zh-CN](https://longbridge.com/zh-CN/news/293969135.md)
  - [en](https://longbridge.com/en/news/293969135.md)
  - [zh-HK](https://longbridge.com/zh-HK/news/293969135.md)
---

# 16:05 ETHappen, Inc. Reports Second Quarter 2026 Results

_Record $75.7 Million Pre-Tax Income,_ _15.1% ROE, and 15.9% ROTCE  
__Grew Originations 29% Year-over-Year; Increased Diluted EPS 52% Year-over-Year to $0.50  
__Successfully Rebranded to Happen Bank (Nasdaq: HAPN) from LendingClub_

, /PRNewswire/ -- Happen, Inc. (Nasdaq: HAPN), parent company of Happen Bank, a digital bank built for the Motivated Middle, today announced financial results for the second quarter ended June 30, 2026.

"Happen delivered a standout quarter, growing originations 29% year-over-year to $3.1 billion, while producing record pre-tax income of $75.7 million and a return on tangible common equity of 15.9%," said Scott Sanborn, CEO, Happen, Inc. "This is our first quarter operating under the Happen Bank brand, and our results demonstrate exactly what the brand represents: forward momentum. Our core business is firing on all cylinders. We're ramping our entry into the $500 billion home improvement market and we're innovating on behalf of our members, all while growing earnings and increasing returns for our shareholders."

**Second Quarter 2026 Results**

**Highlights:**

-   Launched the new Happen Bank brand.
-   Transferred stock listing fromNYSE: LC toNasdaq: HAPN.
-   Delivering growth across consumer businesses.
-   Began originating loans in the home improvement market.
-   Continued multi-year credit outperformance vs. competitor set, with over 40% lower delinquencies.
-   Record \>90% automation rate and AI-powered agent support tools led to record originations efficiency.
-   Executed $12 million of the $100 million Stock Repurchase and Acquisition Program, with cumulative utilization through June totaling $50 million.

**Balance Sheet:**

-   Total assets of $12.5 billion, up 16% year-over-year, primarily due to growth in loans and securities.
-   Deposits of $10.8 billion, up 18% year-over-year, with 88% of deposits FDIC-insured.
-   Robust available liquidity of $4.1 billion.
-   Strong capital position with a consolidated Tier 1 leverage ratio of 11.9% and a CET1 capital ratio of 16.9%.

**Financial Performance:**

-   Achieved $3.1 billion in origination volume, up 29% compared to the prior year, driven by the successful execution of product and marketing initiatives.
-   Total net revenue increased 6% to $262.9 million, compared to $248.4 million in the prior year, driven by higher loan origination volume and higher net interest income.
-   Provision benefit of $10.9 million, compared to an expense of $39.7 million in the prior year, due to strong credit performance and the 2026 election of fair value option (FVO) accounting for all new originations.
-   Net charge-offs on total loans and leases held for investment improved to $40.6 million, compared to $46.1 million in the same quarter in the prior year, supported by strong credit performance.
-   Net income and Diluted EPS grew 52% to $58.1 million and $0.50, respectively, compared to $38.2 million and $0.33 in the prior year, respectively.
-   Profit margin (pre-tax) of 28.8%, compared to 21.7% in the prior year.
-   Return on Equity (ROE) of 15.1% with a Return on Tangible Common Equity (ROTCE) of 15.9%.

**Summary Financial Highlights:**

  

**Three Months Ended**

($ in millions, except per share amounts)

**June 30,**  
**2026**

  

**March 31,**  
**2026**

  

**June 30,**  
**2025**

Total net revenue

$ 262.9

  

$ 252.3

  

$ 248.4

Provision for credit losses

(10.9)

  

0.4

  

39.7

Non-interest expense

198.1

  

184.5

  

154.7

Income before income tax expense

75.7

  

67.3

  

54.0

Income tax expense

(17.5)

  

(15.7)

  

(15.8)

Net income

$ 58.1

  

$ 51.6

  

$ 38.2

  

  

  

  

  

  

Diluted EPS

$ 0.50

  

$ 0.44

  

$ 0.33

For a calculation of Tangible Book Value Per Common Share and Return on Tangible Common Equity, refer to the "_Reconciliation of GAAP to Non-GAAP Financial Measures_" tables at the end of this release.

**2026 Strategic Priorities & Investments**

Happen has made important progress on several strategic initiatives:

**Corporate Rebrand:** Rebranded to **Happen Bank****TM**, a bank that clears the way for people going places, providing fast and easy access to award-winning products that help them save more of what they earn and earn more on what they save. The new brand reflects the company's transition from a pioneering online lender to a diversified digital-first bank that combines deposits, lending, and a capital-light marketplace bank model. The company completed the transition and began trading on Nasdaq under HAPN in June 2026.

**Home Improvement Financing:** Having previously acquired foundational technology and key talent, Happen Bank is now underwriting and originating home improvement loans and the pipeline of additional new partners is significant. Home improvement is a $500 billion market where Happen Bank has distinct advantages over incumbents and a meaningful opportunity for growth.

**AI and Operating Efficiency:** The company has multiple AI initiatives underway across marketing, product, engineering, operations, customer experience, and compliance, with the goal of improving member experience, driving efficiency, and supporting margin expansion over time. AI-powered automation and agent support tools have already led to record personal loans originations production efficiency and a record-high \>90% automation rate for issued loans.

**New Marketing Channel Investment:** The company accelerated investments in new acquisition channels, including paid social and display, ahead of normal seasonal timing in order to build attribution models and data capabilities for the full-year 2026 growth plan. Successful execution of marketing and product initiatives contributed to a 29% year-over-year increase in originations in the second quarter.

**Transition to Fair Value Option Accounting:** Starting January 1, 2026, Happen Bank adopted FVO accounting for all new originations of loans held for investment. This change aligns the accounting treatment for loans held for investment and held for sale, creating a consistent framework across the business and better aligns the timing of revenue recognition with the timing of credit and operational expenses. The company expects this transition will, over time, result in higher return on invested capital.

From a financial reporting perspective, under FVO, new loans are marked to fair value at origination, with subsequent changes in fair value, reflecting both credit performance and market conditions, flowing through non-interest income each quarter rather than through a separate provision for credit losses. The company will no longer record a CECL provision on new loan originations.

**Financial Outlook**

  

  

  

  

  

  

  

  

  

  

  

**Third Quarter 2026**

Loan originations

  

  

  

  

  

  

  

  

  

  

$3.20B to $3.35B

Diluted EPS

  

  

  

  

  

  

  

  

  

  

$0.43 to $0.48

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

**Full Year 2026**

Loan originations

  

  

  

  

  

  

  

  

  

  

$12.2B to $12.6B

Diluted EPS

  

  

  

  

  

  

  

  

  

  

$1.80 to $1.90

**About Happen Bank**

Happen Bank™ – formerly LendingClub Bank – is a digital bank built for the Motivated Middle: high-FICO, high-income, digitally savvy consumers actively managing their financial lives. Our difference? We make it easy for them to access award-winning products that help them keep more of what they earn and earn more on what they save. Our products are aligned by design to reward our five million plus members when they take positive financial steps, like saving regularly or making loan payments on time.

The Company's success is fueled by our advanced credit underwriting, a proprietary technology platform engineered for innovation, and a marketplace bank model that drives value for members, loan investors, and shareholders alike. The result is affordable credit, meaningful value, and a trusted banking relationship – delivered consistently and profitably at scale.

Happen Bank exists to clear the way for our members to make it happen.

Happen, Inc. (Nasdaq: HAPN) – formerly LendingClub Corporation – is the parent company and operator of Happen Bank, National Association, Member FDIC. For more information about Happen Bank, visit https://www.happen.com.

**Conference Call and Webcast Information**

Happen, Inc.'s second quarter 2026 webcast and teleconference is scheduled to begin at 2:00 p.m. Pacific Time (or 5:00 p.m. Eastern Time) on Monday, July 27, 2026. A live webcast of the call will be available at https://ir.happen.com under News & Events menu. To listen to the call, register using this link: https://edge.media-server.com/mmc/p/n9sxvwro ten minutes prior to 2:00 p.m. Pacific Time (or 5:00 p.m. Eastern Time). An audio archive of the call will be available at https://ir.happen.com. Happen, Inc. communicates with its investors and the public, including by disclosing material information pursuant to Regulation FD, through various channels, including its website (including the investor relations page at https://ir.happen.com), social media (including X, LinkedIn and Facebook), filings with the Securities and Exchange Commission, press releases, conference calls and webcasts. Accordingly, we encourage investors and the public to review our communications across all channels.

**Question Submissions**

Prior to quarterly earnings, investors have the ability to submit and upvote questions for Happen Bank's management team to consider. To participate, visit the link provided in each quarter's earnings date announcement.

**Contacts  
**For Investors:  
\[email protected\]

Media Contact:  
\[email protected\]

**Non-GAAP Financial Measures**

To supplement our financial statements, which are prepared and presented in accordance with GAAP, we use the following non-GAAP financial measures: Tangible Book Value (TBV) Per Common Share and Return on Tangible Common Equity (ROTCE). Our non-GAAP financial measures do have limitations as analytical tools and you should not consider them in isolation or as a substitute for an analysis of our results under GAAP.

We believe these non-GAAP financial measures provide management and investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and enable comparison of our financial results with other public companies.

We believe TBV Per Common Share is an important measure used to evaluate the company's use of equity. TBV Per Common Share is a non-GAAP financial measure representing tangible common equity for the period (common equity reduced by goodwill and customer relationship intangible assets), divided by the ending number of common shares issued and outstanding.

We believe ROTCE is an important measure because it reflects the company's ability to generate income from its core assets. ROTCE is a non-GAAP financial measure calculated by dividing annualized net income by the average tangible common equity for the applicable period.

For a reconciliation of such measures to the nearest GAAP measures, please refer to the tables on page 11 of this release.

**Safe Harbor Statement**

_Some of the statements above, including statements regarding our entry into home improvement financing, our AI initiatives, the impact of the transition to fair value option accounting and anticipated future performance and financial results, are "forward-looking statements." The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "outlook," "plan," "predict," "project," "should," "will," "would" and similar expressions may identify forward-looking statements, although not all forward-looking statements contain these identifying words. Factors that could cause actual results to differ materially from those contemplated by these forward-looking statements include: our loan performance, our ability to continue to attract and retain new and existing borrowers and marketplace investors (including retaining long-term investors through the duration of their expected partnership and achieving the anticipated level of purchases); competition; overall economic conditions; our ability to integrate acquired technology; the interest rate and/or regulatory environment; default rates and those factors set forth in the section titled "Risk Factors" in our most recent Annual Report on Form 10-K, as filed with the Securities and Exchange Commission, as well as in our subsequent filings with the Securities and Exchange Commission. Actual results or events could differ materially from the plans, intentions and expectations disclosed in forward-looking statements, and you should not place undue reliance on forward-looking statements. We do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law._

**HAPPEN, INC.**

**OPERATING HIGHLIGHTS**

(In thousands, except percentages or as noted)

(Unaudited)

  

  

**As of and for the three months ended**

  

**% Change**

  

**June 30,**  
**2026**

  

**March 31,**  
**2026**

  

**December 31,**

**2025**

  

**September 30,**

**2025**

  

**June 30,**  
**2025**

  

**Q/Q**

  

**Y/Y**

**Operating Highlights:**

Net interest income

$ 179,017

  

$ 176,234

  

$ 163,027

  

$ 158,439

  

$ 154,249

  

2 %

  

16 %

Non-interest income

83,838

  

76,017

  

103,444

  

107,792

  

94,186

  

10 %

  

(11) %

Total net revenue

262,855

  

252,251

  

266,471

  

266,231

  

248,435

  

4 %

  

6 %

Provision for credit losses

(10,917)

  

390

  

47,158

  

46,280

  

39,733

  

N/M

  

N/M

Non-interest expense

198,115

  

184,533

  

169,284

  

162,713

  

154,718

  

7 %

  

28 %

Income before income tax expense

75,657

  

67,328

  

50,029

  

57,238

  

53,984

  

12 %

  

40 %

Income tax expense

(17,509)

  

(15,725)

  

(8,475)

  

(12,964)

  

(15,806)

  

11 %

  

11 %

Net income

$ 58,148

  

$ 51,603

  

$ 41,554

  

$ 44,274

  

$ 38,178

  

13 %

  

52 %

Diluted EPS

$ 0.50

  

$ 0.44

  

$ 0.35

  

$ 0.37

  

$ 0.33

  

14 %

  

52 %

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Total loan originations (in millions)(1)

$ 3,145

  

$ 2,669

  

$ 2,637

  

$ 2,656

  

$ 2,433

  

18 %

  

29 %

Current period originations sold or held for sale

$ 2,039

  

$ 1,717

  

$ 2,090

  

$ 2,027

  

$ 1,702

  

19 %

  

20 %

Current period originations held for investment

$ 1,107

  

$ 952

  

$ 547

  

$ 629

  

$ 731

  

16 %

  

51 %

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Total servicing portfolio (in millions)(2)

$ 14,596

  

$ 13,854

  

$ 13,423

  

$ 12,986

  

$ 12,524

  

5 %

  

17 %

Loans serviced for others

$ 8,231

  

$ 7,750

  

$ 7,601

  

$ 7,612

  

$ 7,185

  

6 %

  

15 %

  

  

  

  

  

  

  

  

  

  

  

  

  

  

**Performance Metrics:**

Net interest margin

6.14 %

  

6.28 %

  

5.98 %

  

6.18 %

  

6.14 %

  

  

  

  

Profit margin(3)

28.8 %

  

26.7 %

  

18.8 %

  

21.5 %

  

21.7 %

  

  

  

  

Return on average equity (ROE)(4)

15.1 %

  

13.7 %

  

11.3 %

  

12.4 %

  

11.1 %

  

  

  

  

Return on tangible common equity (ROTCE)(5)(6)

15.9 %

  

14.5 %

  

11.9 %

  

13.2 %

  

11.8 %

  

  

  

  

Return on average total assets (ROA)(7)

1.9 %

  

1.8 %

  

1.5 %

  

1.7 %

  

1.5 %

  

  

  

  

Marketing expense as a % of loan originations(1)

1.99 %

  

2.08 %

  

1.73 %

  

1.53 %

  

1.38 %

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Average balance - total loans and leases held for investment

$ 5,108,678

  

$ 4,797,639

  

$ 4,767,573

  

$ 4,890,619

  

$ 4,899,272

  

6 %

  

4 %

Net charge-offs - total loans and leases held for investment

$ 40,599

  

$ 42,493

  

$ 47,852

  

$ 41,899

  

$ 46,078

  

(4) %

  

(12) %

Net charge-off ratio - total loans and leases held for investment(8)

3.2 %

  

3.5 %

  

4.0 %

  

3.4 %

  

3.8 %

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

**Capital Metrics:**

Common equity Tier 1 capital ratio

16.9 %

  

17.0 %

  

17.4 %

  

18.0 %

  

17.5 %

  

  

  

  

Tier 1 leverage ratio

11.9 %

  

11.9 %

  

12.0 %

  

12.3 %

  

12.2 %

  

  

  

  

Book value per common share

$ 13.58

  

$ 13.19

  

$ 13.01

  

$ 12.68

  

$ 12.25

  

3 %

  

11 %

Tangible book value per common share(6)

$ 12.89

  

$ 12.49

  

$ 12.30

  

$ 11.95

  

$ 11.53

  

3 %

  

12 %

(1)

Beginning in the first quarter of 2026, includes all loans originated during the respective periods (unsecured consumer loans, auto loans and small business loans). Previously this included unsecured consumer loans and auto loans only. In the second and first quarters of 2026, this update included small business loan originations of $38 million and $15 million, respectively. Prior periods have been reclassified to conform to the current period presentation.

(2)

Reflects loans serviced on our platform, which includes unsecured consumer loans and auto loans serviced for others for which servicing rights are retained by the company.

(3)

Calculated as the ratio of income before income tax expense to total net revenue.

(4)

Calculated as annualized net income divided by average equity for the period presented.

(5)

Calculated as annualized net income divided by average tangible common equity for the period presented.

(6)

Represents a non-GAAP financial measure. See "_Reconciliation of GAAP to Non-GAAP Financial Measures._"

(7)

Calculated as annualized net income divided by average total assets for the period presented.

(8)

Beginning in the first quarter of 2026, the net charge-off ratio is calculated as annualized net charge-offs for total loans and leases held for investment (at amortized cost and fair value) divided by average total outstanding loans and leases held for investment during the period. Prior to the first quarter of 2026, this was calculated based on loans and leases held for investment at amortized cost only. Prior period amounts have been reclassified to conform to the current period presentation.

**HAPPEN, INC.**

**OPERATING HIGHLIGHTS** (Continued)

(In thousands, except percentages or as noted)

(Unaudited)

  

  

**As of the period ended**

  

**% Change**

  

**June 30,**  
**2026**

  

**March 31,**  
**2026**

  

**December 31,**

**2025**

  

**September 30,**

**2025**

  

**June 30,**  
**2025**

  

**Q/Q**

  

**Y/Y**

**Balance Sheet Data:**

Securities available for sale

$ 4,046,761

  

$ 3,867,576

  

$ 3,706,709

  

$ 3,742,304

  

$ 3,527,142

  

5 %

  

15 %

Loans held for sale

$ 1,773,052

  

$ 1,836,121

  

$ 1,762,396

  

$ 1,213,140

  

$ 1,008,168

  

(3) %

  

76 %

Loans and leases held for investment

$ 5,078,318

  

$ 4,700,990

  

$ 4,470,383

  

$ 4,573,425

  

$ 4,765,068

  

8 %

  

7 %

Total loans and leases

$ 6,851,370

  

$ 6,537,111

  

$ 6,232,779

  

$ 5,786,565

  

$ 5,773,236

  

5 %

  

19 %

Total assets

$ 12,549,040

  

$ 11,939,839

  

$ 11,567,816

  

$ 11,072,515

  

$ 10,775,333

  

5 %

  

16 %

Total deposits

$ 10,765,267

  

$ 10,189,511

  

$ 9,833,870

  

$ 9,388,233

  

$ 9,136,124

  

6 %

  

18 %

Total liabilities

$ 10,981,575

  

$ 10,416,311

  

$ 10,067,388

  

$ 9,610,302

  

$ 9,369,298

  

5 %

  

17 %

Total equity

$ 1,567,465

  

$ 1,523,528

  

$ 1,500,428

  

$ 1,462,213

  

$ 1,406,035

  

3 %

  

11 %

**HAPPEN, INC.**

**LOANS AND LEASES HELD FOR INVESTMENT BY DELINQUENCY STATUS**

(In thousands)

(Unaudited)

  

The following tables present loans and leases held for investment (at amortized cost and fair value) by delinquency status(1):

  

**June 30, 2026**

**Current**

  

**30-59**  
**Days**

  

**60-89**  
**Days**

  

**90 or More**  
**Days**

  

**Total**

  

**Guaranteed  
Amount** **(2)**

Unsecured consumer (3)

$ 3,966,514

  

$ 19,724

  

$ 16,249

  

$ 14,386

  

$ 4,016,873

  

$ —

Residential mortgages

146,498

  

—

  

—

  

962

  

147,460

  

—

Secured consumer

406,339

  

2,378

  

741

  

157

  

409,615

  

—

Total consumer loans held for investment

4,519,351

  

22,102

  

16,990

  

15,505

  

4,573,948

  

—

  

  

  

  

  

  

  

  

  

  

  

  

Equipment finance (4)

29,827

  

—

  

—

  

3,422

  

33,249

  

—

Commercial real estate (5)

490,680

  

1,765

  

—

  

6,373

  

498,818

  

38,783

Commercial and industrial

136,122

  

2,560

  

2,888

  

23,230

  

164,800

  

115,001

Total commercial loans and leases held for investment

656,629

  

$ 4,325

  

$ 2,888

  

$ 33,025

  

$ 696,867

  

$ 153,784

Total loans and leases held for investment

$ 5,175,980

  

$ 26,427

  

$ 19,878

  

$ 48,530

  

$ 5,270,815

  

$ 153,784

  

**December 31, 2025**

**Current**

  

**30-59**  
**Days**

  

**60-89**  
**Days**

  

**90 or More**  
**Days**

  

**Total**

  

**Guaranteed  
Amount** **(2)**

Unsecured consumer (3)

$ 3,600,434

  

$ 24,075

  

$ 19,685

  

$ 18,929

  

$ 3,663,123

  

$ —

Residential mortgages

150,099

  

—

  

888

  

86

  

151,073

  

—

Secured consumer

257,063

  

3,015

  

596

  

395

  

261,069

  

—

Total consumer loans held for investment

4,007,596

  

27,090

  

21,169

  

19,410

  

4,075,265

  

—

  

  

  

  

  

  

  

  

  

  

  

  

Equipment finance (4)

35,973

  

696

  

—

  

3,088

  

39,757

  

—

Commercial real estate (5)

461,307

  

—

  

—

  

11,182

  

472,489

  

39,507

Commercial and industrial

133,526

  

1,540

  

1,878

  

20,074

  

157,018

  

108,826

Total commercial loans and leases held for investment

630,806

  

2,236

  

1,878

  

34,344

  

669,264

  

148,333

Total loans and leases held for investment

$ 4,638,402

  

$ 29,326

  

$ 23,047

  

$ 53,754

  

$ 4,744,529

  

$ 148,333

(1)

Beginning in the first quarter of 2026, amounts include loans and leases held for investment measured at both amortized cost and fair value. Prior to the first quarter of 2026, amounts included loans and leases held for investment at amortized cost only.

(2)

Represents loan balances guaranteed by the Small Business Association (SBA).

(3)

Excludes basis adjustment for loans previously designated in fair value hedges under the portfolio layer method of $0.4 million and $1.6 million as of June 30, 2026 and December 31, 2025, respectively.

(4)

Comprised of sales-type leases for equipment.

(5)

Includes $309.9 million and $286.8 million in loans originated through the SBA as of June 30, 2026 and December 31, 2025, respectively.

**HAPPEN, INC.**

**CONSOLIDATED STATEMENTS OF INCOME**

(In thousands, except share and per share data)

(Unaudited)

  

  

**Three Months Ended**

  

**Change (%)**

  

**June** **30,**  
**2026**

  

**March 31,**  
**2026**

  

**June** **30,**  
**2025**

  

**Q2 2026**

**vs**

**Q1 2026**

  

**Q2 2026**

**vs**

**Q2 2025**

**Interest income:**

  

  

  

  

  

  

  

  

  

Interest on loans (1)

$ 206,397

  

$ 199,897

  

$ 174,645

  

3 %

  

18 %

Interest on securities available for sale

55,114

  

54,411

  

55,339

  

1 %

  

— %

Other interest income

7,424

  

6,899

  

7,113

  

8 %

  

4 %

**Total interest income**

$ 268,935

  

$ 261,207

  

$ 237,097

  

3 %

  

13 %

  

  

  

  

  

  

  

  

  

  

**Interest expense:**

  

  

  

  

  

  

  

  

  

Interest on deposits

89,916

  

84,971

  

82,845

  

6 %

  

9 %

Other interest expense

2

  

2

  

3

  

— %

  

(33) %

**Total interest expense**

89,918

  

84,973

  

82,848

  

6 %

  

9 %

  

  

  

  

  

  

  

  

  

  

**Net interest income**

179,017

  

176,234

  

154,249

  

2 %

  

16 %

  

  

  

  

  

  

  

  

  

  

**Non-interest income:**

  

  

  

  

  

  

  

  

  

Origination fees (2)

164,006

  

130,088

  

87,578

  

26 %

  

87 %

Servicing fees (2)

12,890

  

13,113

  

16,395

  

(2) %

  

(21) %

Gain on sales of loans (2)

21,461

  

16,269

  

13,540

  

32 %

  

59 %

Net fair value adjustments (2)

(121,145)

  

(88,925)

  

(27,869)

  

(36) %

  

(335) %

Other non-interest income

6,626

  

5,472

  

4,542

  

21 %

  

46 %

**Total non-interest income**

83,838

  

76,017

  

94,186

  

10 %

  

(11) %

  

  

  

  

  

  

  

  

  

  

**Total net revenue**

262,855

  

252,251

  

248,435

  

4 %

  

6 %

  

  

  

  

  

  

  

  

  

  

**Provision for credit losses**

(10,917)

  

390

  

39,733

  

N/M

  

N/M

  

  

  

  

  

  

  

  

  

  

**Non-interest expense:**

  

  

  

  

  

  

  

  

  

Compensation and benefits

68,221

  

65,514

  

61,989

  

4 %

  

10 %

Marketing

62,580

  

55,415

  

33,580

  

13 %

  

86 %

Equipment and software

15,846

  

15,293

  

14,495

  

4 %

  

9 %

Depreciation and amortization

18,152

  

15,819

  

15,460

  

15 %

  

17 %

Professional services

11,989

  

11,767

  

10,300

  

2 %

  

16 %

Occupancy

4,982

  

6,391

  

4,787

  

(22) %

  

4 %

Other non-interest expense

16,345

  

14,334

  

14,107

  

14 %

  

16 %

**Total non-interest expense**

198,115

  

184,533

  

154,718

  

7 %

  

28 %

  

  

  

  

  

  

  

  

  

  

**Income before income tax expense**

75,657

  

67,328

  

53,984

  

12 %

  

40 %

Income tax expense

(17,509)

  

(15,725)

  

(15,806)

  

11 %

  

11 %

**Net income**

$ 58,148

  

$ 51,603

  

$ 38,178

  

13 %

  

52 %

  

  

  

  

  

  

  

  

  

  

**Net income per share:**

  

  

  

  

  

  

  

  

  

Basic EPS

$ 0.50

  

$ 0.45

  

$ 0.33

  

11 %

  

52 %

Diluted EPS

$ 0.50

  

$ 0.44

  

$ 0.33

  

14 %

  

52 %

Weighted-average common shares – Basic

115,376,906

  

115,400,564

  

114,409,231

  

— %

  

1 %

Weighted-average common shares – Diluted

117,274,710

  

117,333,435

  

115,692,969

  

— %

  

1 %

(1)

Beginning in the first quarter of 2026, we combined "Interest on loans held for sale," "Interest and fees on loans and leases held for investment," and "Interest on loans held for investment at fair value," into a single line item called "Interest on loans." Prior period amounts have been reclassified to conform to the current period presentation.

(2)

Beginning in the first quarter of 2026, these components previously aggregated under "Marketplace revenue" on the Income Statement, are now presented as separate line items. Prior period amounts have been reclassified to conform to the current period presentation.

**HAPPEN, INC.**

**NET INTEREST INCOME**

(In thousands, except percentages or as noted)

(Unaudited)

  

  

**Consolidated** **(1)**

  

**Three Months Ended**

**June** **30, 2026**

  

**Three Months Ended**

**March** **31, 2026**

  

**Three Months Ended**

**June** **30, 2025**

  

**Average**  
**Balance**

  

**Interest Income/**  
**Expense**

  

**Average Yield/**  
**Rate**

  

**Average**  
**Balance**

  

**Interest Income/**  
**Expense**

  

**Average Yield/**  
**Rate**

  

**Average**  
**Balance**

  

**Interest Income/**  
**Expense**

  

**Average Yield/**  
**Rate**

**Interest-earning assets** **(2)**

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Cash, cash equivalents,

restricted cash and other

$ 825,029

  

$ 7,424

  

3.60 %

  

$ 775,385

  

$ 6,899

  

3.56 %

  

$ 679,603

  

$ 7,113

  

4.19 %

Securities available for sale

at fair value

3,880,678

  

55,114

  

5.68 %

  

3,737,199

  

54,411

  

5.82 %

  

3,411,020

  

55,339

  

6.49 %

Loans held for sale at fair

value

1,850,763

  

64,039

  

13.84 %

  

1,910,017

  

64,531

  

13.51 %

  

1,061,845

  

32,489

  

12.24 %

Loans held for investment

at fair value

1,667,694

  

46,540

  

11.16 %

  

807,486

  

25,467

  

12.62 %

  

722,685

  

19,761

  

10.94 %

Loans and leases held for

investment at amortized

cost:

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Unsecured consumer

loans

2,438,480

  

80,830

  

13.26 %

  

2,934,584

  

94,763

  

12.92 %

  

3,177,439

  

107,829

  

13.57 %

Commercial and secured

consumer loans

1,002,504

  

14,988

  

5.98 %

  

1,055,569

  

15,136

  

5.74 %

  

999,148

  

14,566

  

5.83 %

Loans and leases held for

investment at amortized

cost

3,440,984

  

95,818

  

11.14 %

  

3,990,153

  

109,899

  

11.02 %

  

4,176,587

  

122,395

  

11.72 %

Total loans and leases held

for investment

5,108,678

  

142,358

  

11.15 %

  

4,797,639

  

135,366

  

11.29 %

  

4,899,272

  

142,156

  

11.61 %

**Total interest-earning assets**

11,665,148

  

268,935

  

9.22 %

  

11,220,240

  

261,207

  

9.31 %

  

10,051,740

  

237,097

  

9.44 %

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Cash and due from banks

and restricted cash

25,687

  

  

  

  

  

26,343

  

  

  

  

  

38,746

  

  

  

  

Allowance for loan and l

ease losses

(218,977)

  

  

  

  

  

(262,466)

  

  

  

  

  

(247,133)

  

  

  

  

Other non-interest earning

assets

695,671

  

  

  

  

  

668,486

  

  

  

  

  

633,711

  

  

  

  

**Total assets**

$ 12,167,529

  

  

  

  

  

$ 11,652,603

  

  

  

  

  

$ 10,477,064

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

**Interest-bearing liabilities**

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Interest-bearing deposits (3):

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Savings and money

market accounts

6,897,169

  

61,372

  

3.57 %

  

6,694,780

  

58,714

  

3.56 %

  

6,152,936

  

58,934

  

3.84 %

Certificates of deposit

2,736,658

  

27,381

  

4.01 %

  

2,488,015

  

25,174

  

4.10 %

  

1,997,980

  

22,469

  

4.51 %

Checking accounts

389,934

  

1,163

  

1.20 %

  

393,963

  

1,083

  

1.12 %

  

426,107

  

1,442

  

1.36 %

Interest-bearing deposits

10,023,761

  

89,916

  

3.60 %

  

9,576,758

  

84,971

  

3.60 %

  

8,577,023

  

82,845

  

3.87 %

Other interest-bearing

liabilities

220

  

2

  

3.81 %

  

222

  

2

  

3.79 %

  

220

  

3

  

4.54 %

**Total interest-bearing liabilities**

10,023,981

  

89,918

  

3.60 %

  

9,576,980

  

84,973

  

3.60 %

  

8,577,243

  

82,848

  

3.87 %

Noninterest-bearing

deposits

343,281

  

  

  

  

  

334,136

  

  

  

  

  

282,113

  

  

  

  

Other liabilities

256,029

  

  

  

  

  

233,776

  

  

  

  

  

236,509

  

  

  

  

**Total liabilities**

$ 10,623,291

  

  

  

  

  

$ 10,144,892

  

  

  

  

  

$ 9,095,865

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

**Total equity**

$ 1,544,238

  

  

  

  

  

$ 1,507,711

  

  

  

  

  

$ 1,381,199

  

  

  

  

**Total liabilities and equity**

$ 12,167,529

  

  

  

  

  

$ 11,652,603

  

  

  

  

  

$ 10,477,064

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

**Interest rate spread**

  

  

  

  

5.62 %

  

  

  

  

  

5.71 %

  

  

  

  

  

5.57 %

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

**Net interest income and**

**net interest margin**

  

  

$ 179,017

  

6.14 %

  

  

  

$ 176,234

  

6.28 %

  

  

  

$ 154,249

  

6.14 %

(1)

Consolidated presentation reflects intercompany eliminations.

(2)

Nonaccrual loans and any related income are included in their respective loan categories.

(3)

Prior period amounts have been reclassified to conform to the current period presentation.

**HAPPEN, INC.**

**CONSOLIDATED BALANCE SHEETS**

(In Thousands, Except Share and Per Share Amounts)

(Unaudited)

  

  

**June** **30,**  
**2026**

  

**December 31,**  
**2025**

**Assets**

  

  

  

Cash and due from banks

$ 11,957

  

$ 11,749

Interest-bearing deposits in banks

900,810

  

905,905

Total cash and cash equivalents

912,767

  

917,654

Restricted cash

15,455

  

12,783

Securities available for sale at fair value ($4,103,026 and $3,733,780 at amortized cost, respectively)

4,046,761

  

3,706,709

Loans held for sale at fair value

1,773,052

  

1,762,396

Loans held for investment at fair value

2,085,066

  

473,314

Loans and leases held for investment

3,186,145

  

4,272,812

Allowance for loan and lease losses

(192,893)

  

(275,743)

Loans and leases held for investment, net

2,993,252

  

3,997,069

Property, equipment and software, net

276,454

  

254,088

Goodwill

75,717

  

75,717

Other assets

370,516

  

368,086

**Total assets**

$ 12,549,040

  

$ 11,567,816

**Liabilities and Equity**

  

  

  

Deposits:

  

  

  

Interest-bearing

$ 10,336,236

  

$ 9,459,483

Noninterest-bearing

429,031

  

374,387

Total deposits

10,765,267

  

9,833,870

Other liabilities

216,308

  

233,518

Total liabilities

10,981,575

  

10,067,388

Equity

  

  

  

Common stock, $0.01 par value; 180,000,000 shares authorized; 115,407,464 and 115,368,987 shares issued and outstanding, respectively

1,154

  

1,154

Additional paid-in capital

1,697,357

  

1,719,233

Accumulated deficit

(92,048)

  

(201,799)

Accumulated other comprehensive loss

(38,998)

  

(18,160)

Total equity

1,567,465

  

1,500,428

**Total liabilities and equity**

$ 12,549,040

  

$ 11,567,816

**HAPPEN, INC.**

**RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES**

(In thousands, except share and per share data)

(Unaudited)

  

**Tangible Book Value Per Common Share**

  

  

**June 30,**  
**2026**

  

**March 31,**

**2026**

  

**December 31,**

**2025**

  

**September 30,**

**2025**

  

**June 30,**  
**2025**

GAAP common equity

$ 1,567,465

  

$ 1,523,528

  

$ 1,500,428

  

$ 1,462,213

  

$ 1,406,035

Less: Goodwill

(75,717)

  

(75,717)

  

(75,717)

  

(75,717)

  

(75,717)

Less: Customer relationship intangible assets

(4,492)

  

(5,039)

  

(5,685)

  

(8,206)

  

(7,068)

**Tangible common equity**

$ 1,487,256

  

$ 1,442,772

  

$ 1,419,026

  

$ 1,378,290

  

$ 1,323,250

  

  

  

  

  

  

  

  

  

  

**Book value per common share**

GAAP common equity

$ 1,567,465

  

$ 1,523,528

  

$ 1,500,428

  

$ 1,462,213

  

$ 1,406,035

Common shares issued and outstanding

115,407,464

  

115,497,890

  

115,368,987

  

115,301,440

  

114,740,147

**Book value per common share**

$ 13.58

  

$ 13.19

  

$ 13.01

  

$ 12.68

  

$ 12.25

  

  

  

  

  

  

  

  

  

  

**Tangible book value per common share**

Tangible common equity

$ 1,487,256

  

$ 1,442,772

  

$ 1,419,026

  

$ 1,378,290

  

$ 1,323,250

Common shares issued and outstanding

115,407,464

  

115,497,890

  

115,368,987

  

115,301,440

  

114,740,147

**Tangible book value per common share**

$ 12.89

  

$ 12.49

  

$ 12.30

  

$ 11.95

  

$ 11.53

  

**Return On Tangible Common Equity**

  

  

**For the three months ended**

  

**June 30,**  
**2026**

  

**March 31,**

**2026**

  

**December 31,**

**2025**

  

**September 30,**

**2025**

  

**June 30,**  
**2025**

Average GAAP common equity

$ 1,544,238

  

$ 1,507,711

  

$ 1,473,356

  

$ 1,424,538

  

$ 1,381,199

Less: Average goodwill

(75,717)

  

(75,717)

  

(75,717)

  

(75,717)

  

(75,717)

Less: Average customer relationship intangible assets

(4,766)

  

(5,362)

  

(6,031)

  

(6,722)

  

(7,423)

**Average tangible common equity**

$ 1,463,755

  

$ 1,426,632

  

$ 1,391,608

  

$ 1,342,099

  

$ 1,298,059

  

  

  

  

  

  

  

  

  

  

**Return on average equity**

Annualized GAAP net income

$ 232,592

  

$ 206,412

  

$ 166,216

  

$ 177,096

  

$ 152,712

Average GAAP common equity

$ 1,544,238

  

$ 1,507,711

  

$ 1,473,356

  

$ 1,424,538

  

$ 1,381,199

**Return on average equity**

15.1 %

  

13.7 %

  

11.3 %

  

12.4 %

  

11.1 %

  

  

  

  

  

  

  

  

  

  

**Return on tangible common equity**

Annualized GAAP net income

$ 232,592

  

$ 206,412

  

$ 166,216

  

$ 177,096

  

$ 152,712

Average tangible common equity

$ 1,463,755

  

$ 1,426,632

  

$ 1,391,608

  

$ 1,342,099

  

$ 1,298,059

**Return on tangible common equity**

15.9 %

  

14.5 %

  

11.9 %

  

13.2 %

  

11.8 %

SOURCE Happen, Inc.

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