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Earnings release · 8-K Exhibit 99

Commerce Bancshares · Earnings release · 8-K Exhibit 99

CBSH · Financials

Filed 2026-01-22 · CY2026 Q1 · Company’s FY2026 Q1 · 5,478 words

Read the original on sec.gov ↗

Palanor summary

Commerce Bancshares reported fourth quarter earnings per share of $1.01. Net income was $140.7 million. The company achieved record revenues, driven by net interest and non-interest income growth. It completed the FineMark acquisition to expand wealth management. The firm repurchased 2.2 million shares and maintained strong credit quality with non-accrual loans at 0.09%.

Written by Palanor from the full document. Not the company’s words.

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Scored on the whole document. No single passage carries these two numbers, so none is highlighted.

EX-99.12cbsh12312025ex991.htmEX-99.1 Document

Exhibit 99.1

Exhibit 99.1

CBSH

1000 Walnut Street / Suite 700 / Kansas City, Missouri 64106 / 816.234.2000

FOR IMMEDIATE RELEASE:

Thursday, January 22, 2026

COMMERCE BANCSHARES, INC. REPORTS

FOURTH QUARTER EARNINGS PER SHARE OF $1.01

Commerce Bancshares, Inc. announced earnings of $1.01 per share for the three months ended December 31, 2025, compared to $.96 per share in the same quarter last year and $1.01 per share in the third quarter of 2025. Net income for the fourth quarter of 2025 amounted to $140.7 million, compared to $136.1 million in the fourth quarter of 2024 and $141.5 million in the prior quarter.

For the year ended December 31, 2025, earnings per share totaled $4.04, compared to $3.69 last year. Net income amounted to $566.3 million for the year ended December 31, 2025, compared to $526.3 million in the comparable period last year. For the year to date, the return on average assets was 1.79%, and the return on average equity was 15.76%.

“T1Commerce delivered record revenues in the fourth quarter, driven by strong performance across both net interest income and non-interest income. Our overall results for the quarter and the full year are a reflection of the strength and diversity of our businesses and the dedication of our team members in serving our customers, communities and shareholders,” said John Kemper, President and Chief Executive Officer.

On balance sheet strength, Kemper added, “T2We repurchased 2.2 million common shares in the fourth quarter and ended the year with robust levels of liquidity and capital. Compared to the same period last year, tangible common equity to tangible assets ratio grew 119 basis points to 11.11%, and our book value per share increased by $4.09, or 17%, to $27.75. T3Credit quality remains excellent with non-accrual loans at .09% of total loans, down two basis points from the same period last year.”

Kemper continued, “T4On January 1, 2026, we closed on the FineMark acquisition and officially welcomed our new colleagues into our organization. This combination strengthens our platform for sustained growth in wealth management and private banking, and I am eager see what we can accomplish together.” At December 31, 2025, FineMark had loans of $2.7 billion, deposits of $3.1 billion, and $8.7 billion of wealth assets under administration.

Fourth Quarter 2025 Financial Highlights:

•Net interest income was $283.2 million, a $3.7 million increase over the prior quarter. T5The net yield on interest earning assets decreased four basis points to 3.60%.

•Non-interest income totaled $166.2 million, an increase of $10.8 million, or 6.9%, over the same quarter last year.

•Trust fees grew $5.8 million, or 10.3%, over the same period last year, mostly due to higher private client fees.

1

Exhibit 99.1

•T6Non-interest expense totaled $253.0 million, an increase of $17.3 million, or 7.3%, over the same quarter last year.

•Average loan balances totaled $17.7 billion, an increase of 1.0% over the prior quarter.

•Total average available for sale debt securities increased $311.5 million over the prior quarter to $9.2 billion, at fair value.

•Total average deposits increased $816.0 million, or 3.3%, over the prior quarter. The average rate paid on interest bearing deposits decreased nine basis points to 1.62%, compared to the prior quarter.

•The ratio of annualized net loan charge-offs to average loans was .22% in the current quarter compared to .23% in the prior quarter.

•The allowance for credit losses on loans increased $3.8 million during the fourth quarter of 2025 to $179.5 million, and the ratio of the allowance for credit losses on loans to total loans was 1.01% at December 31, 2025, compared to .99% at September 30, 2025.

•Total assets at December 31, 2025 were $32.9 billion, an increase of $626.4 million over the prior quarter.

•For the quarter, the return on average assets was 1.73%, the return on average equity was 14.70%, and the efficiency ratio was 56.2%.

Commerce Bancshares, Inc. is a regional bank holding company offering a full line of banking services through its subsidiaries, including payment solutions, wealth management and securities brokerage. Commerce Bank, its primary subsidiary, brings over 160 years of experience helping individuals and businesses through high-touch service and sophisticated, personalized financial solutions.

Commerce maintains an extensive network of banking centers, wealth offices, and ATMs throughout the Midwest, as well as commercial offices in 11 states and offers payment solutions nationwide. With the acquisition of FineMark Holdings, Inc., Commerce builds on its existing private banking and wealth management presence in Florida and adds wealth offices in Arizona and South Carolina. Customers can conveniently access their accounts 24/7 using mobile and online platforms, as well as a customer service line.

This financial news release and the supplementary Earnings Highlights presentation are available on the Company’s website at https://investor.commercebank.com/news-info/financial-news-releases/default.aspx.

* * * * * * * * * * * * * * *

For additional information, contact

Matt Burkemper, Investor Relations

(314) 746-7485

www.commercebank.com

matthew.burkemper@commercebank.com

2

Exhibit 99.1

COMMERCE BANCSHARES, INC. and SUBSIDIARIES

FINANCIAL HIGHLIGHTS

For the Three Months Ended

For the Year Ended

(Unaudited)

(Dollars in thousands, except per share data)

Dec. 31, 2025

Sep. 30, 2025

Dec. 31, 2024

Dec. 31, 2025

Dec. 31, 2024

FINANCIAL SUMMARY

Net interest income

$283,152

$279,457

$266,647

$1,111,858

$1,040,246

Non-interest income

166,208

161,511

155,436

652,281

615,553

Total revenue

449,360

440,968

422,083

1,764,139

1,655,799

Investment securities gains (losses)

2,929

7,885

977

3,660

7,823

Provision for credit losses

15,993

20,061

13,508

56,138

32,903

Non-interest expense

252,995

244,018

235,718

979,826

951,229

Income before taxes

183,301

184,774

173,834

731,835

679,490

Income taxes

40,620

41,152

36,590

161,136

145,089

Non-controlling interest expense (income)

2,019

2,104

1,136

4,448

8,070

Net income attributable to Commerce Bancshares, Inc.

$140,662

$141,518

$136,108

$566,251

$526,331

Earnings per common share:

Net income — basic

$1.01

$1.01

$0.96

$4.04

$3.69

Net income — diluted

$1.01

$1.01

$0.96

$4.04

$3.69

Effective tax rate

22.41

%

22.53

%

21.19

%

22.15

%

21.61

%

Fully-taxable equivalent net interest income

$285,830

$281,770

$268,935

$1,121,444

$1,049,463

Average total interest earning assets (1)

$31,468,907

$30,732,665

$30,628,722

$30,934,106

$30,266,008

Diluted wtd. average shares outstanding

137,599,105

139,086,435

140,370,917

138,900,333

141,422,821

RATIOS

Average loans to deposits (2)

69.01

%

70.61

%

68.45

%

69.80

%

69.73

%

Return on total average assets

1.73

1.78

1.73

1.79

1.72

Return on average equity (3)

14.70

15.26

15.97

15.76

16.66

Non-interest income to total revenue

36.99

36.63

36.83

36.97

37.18

Efficiency ratio (4)

56.23

55.26

55.77

55.47

57.37

Net yield on interest earning assets

3.60

3.64

3.49

3.63

3.47

EQUITY SUMMARY

Cash dividends per share

$.262

$.262

$.245

$1.048

$.980

Cash dividends on common stock

$36,236

$36,733

$34,609

$146,596

$139,503

Book value per share (5)

$27.75

$27.15

$23.66

Market value per share (5)

$52.34

$56.91

$59.34

High market value per share

$57.36

$63.18

$69.29

Low market value per share

$48.69

$55.16

$51.44

Common shares outstanding (5)

137,457,138

139,672,183

140,859,781

Tangible common equity to tangible assets (6)

11.11

%

11.27

%

9.92

%

Tier I leverage ratio

12.65

%

12.95

%

12.26

%

OTHER QTD INFORMATION

Number of bank/ATM locations

236

239

243

Full-time equivalent employees

4,667

4,666

4,693

(1) Excludes allowance for credit losses on loans and unrealized gains/(losses) on available for sale debt securities.

(2) Includes loans held for sale.

(3) Annualized net income attributable to Commerce Bancshares, Inc. divided by average total equity.

(4) The efficiency ratio is calculated as non-interest expense (excluding intangibles amortization) as a percent of total revenue.

(5) As of period end.

(6) The tangible common equity ratio is a non-gaap ratio and is calculated as stockholders’ equity reduced by goodwill and other intangible assets (excluding mortgage servicing rights) divided by total assets reduced by goodwill and other intangible assets (excluding mortgage servicing rights).

All share and per share amounts have been restated to reflect the 5% stock dividend distributed in December 2025.

3

Exhibit 99.1

COMMERCE BANCSHARES, INC. and SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(In thousands, except per share data)

For the Three Months Ended

For the Year Ended

Dec. 31, 2025

Sep. 30, 2025

Jun. 30, 2025

Mar. 31, 2025

Dec. 31, 2024

Dec. 31, 2025

Dec. 31, 2024

Interest income

$373,617

$374,105

$371,636

$364,365

$369,405

$1,483,723

$1,469,557

Interest expense

90,465

94,648

91,489

95,263

102,758

371,865

429,311

Net interest income

283,152

279,457

280,147

269,102

266,647

1,111,858

1,040,246

Provision for credit losses

15,993

20,061

5,597

14,487

13,508

56,138

32,903

Net interest income after credit losses

267,159

259,396

274,550

254,615

253,139

1,055,720

1,007,343

NON-INTEREST INCOME

Trust fees

62,125

58,412

55,571

56,592

56,345

232,700

214,430

Bank card transaction fees

46,761

45,551

46,362

45,593

47,807

184,267

189,784

Deposit account charges and other fees

27,949

27,427

26,248

26,622

25,480

108,246

100,336

Consumer brokerage services

5,185

6,698

5,383

4,785

4,636

22,051

18,141

Capital market fees

4,230

5,138

6,175

5,112

5,129

20,655

19,776

Loan fees and sales

3,594

3,465

3,419

3,404

2,874

13,882

12,890

Other

16,364

14,820

22,455

16,841

13,165

70,480

60,196

Total non-interest income

166,208

161,511

165,613

158,949

155,436

652,281

615,553

INVESTMENT SECURITIES GAINS (LOSSES), NET

2,929

7,885

437

(7,591)

977

3,660

7,823

NON-INTEREST EXPENSE

Salaries and employee benefits

162,889

157,461

155,025

153,078

153,819

628,453

607,862

Data processing and software

35,273

33,555

32,904

32,238

32,514

133,970

127,390

Net occupancy

13,172

13,474

13,654

14,020

13,694

54,320

53,223

Professional and other services

14,573

11,284

12,973

10,026

8,982

48,856

35,077

Marketing

6,201

6,670

5,974

5,843

5,683

24,688

22,353

Equipment

5,682

5,421

5,157

5,248

5,232

21,508

20,619

Supplies and communication

4,841

4,837

4,962

5,046

4,948

19,686

19,291

Deposit Insurance

(81)

3,074

3,312

3,744

3,181

10,049

16,482

Other

10,445

8,242

10,476

9,133

7,665

38,296

48,932

Total non-interest expense

252,995

244,018

244,437

238,376

235,718

979,826

951,229

Income before income taxes

183,301

184,774

196,163

167,597

173,834

731,835

679,490

Less income taxes

40,620

41,152

42,400

36,964

36,590

161,136

145,089

Net income

142,681

143,622

153,763

130,633

137,244

570,699

534,401

Less non-controlling interest expense (income)

2,019

2,104

1,284

(959)

1,136

4,448

8,070

Net income attributable to Commerce Bancshares, Inc.

$140,662

$141,518

$152,479

$131,592

$136,108

$566,251

$526,331

Net income per common share — basic

$1.01

$1.01

$1.09

$0.93

$0.96

$4.04

$3.69

Net income per common share — diluted

$1.01

$1.01

$1.09

$0.93

$0.96

$4.04

$3.69

OTHER INFORMATION

Return on total average assets

1.73

%

1.78

%

1.95

%

1.69

%

1.73

%

1.79

%

1.72

%

Return on average equity (1)

14.70

15.26

17.40

15.82

15.97

15.76

16.66

Efficiency ratio (2)

56.23

55.26

54.77

55.61

55.77

55.47

57.37

Effective tax rate

22.41

22.53

21.76

21.93

21.19

22.15

21.61

Net yield on interest earning assets

3.60

3.64

3.70

3.56

3.49

3.63

3.47

Fully-taxable equivalent net interest income

$285,830

$281,770

$282,428

$271,416

$268,935

$1,121,444

$1,049,463

(1) Annualized net income attributable to Commerce Bancshares, Inc. divided by average total equity.

(2) The efficiency ratio is calculated as non-interest expense (excluding intangibles amortization) as a percent of total revenue.

4

Exhibit 99.1

COMMERCE BANCSHARES, INC. and SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS - PERIOD END

(Unaudited)

(In thousands)

Dec. 31, 2025

Sep. 30, 2025

Dec. 31, 2024

ASSETS

Loans

Business

$6,439,380

$6,414,792

$6,053,820

Real estate — construction and land

1,438,012

1,433,652

1,409,901

Real estate — business

3,674,567

3,745,000

3,661,218

Real estate — personal

3,053,435

3,070,980

3,058,195

Consumer

2,196,822

2,171,599

2,073,123

Revolving home equity

375,159

364,241

356,650

Consumer credit card

589,694

575,317

595,930

Overdrafts

4,194

11,186

11,266

Total loans

17,771,263

17,786,767

17,220,103

Allowance for credit losses on loans

(179,468)

(175,671)

(162,742)

Net loans

17,591,795

17,611,096

17,057,361

Loans held for sale

4,329

2,538

3,242

Investment securities:

Available for sale debt securities

9,095,513

8,998,586

9,136,853

Trading debt securities

40,080

56,282

38,034

Equity securities

57,354

53,193

57,442

Other securities

230,459

227,430

230,051

Total investment securities

9,423,406

9,335,491

9,462,380

Federal funds sold

—

—

3,000

Securities purchased under agreements to resell

850,000

850,000

625,000

Interest earning deposits with banks

2,744,393

2,477,668

2,624,553

Cash and due from banks

803,239

476,441

748,357

Premises and equipment — net

485,700

483,000

475,275

Goodwill

146,539

146,539

146,539

Other intangible assets — net

13,311

13,329

13,632

Other assets

852,377

892,586

837,288

Total assets

$32,915,089

$32,288,688

$31,996,627

LIABILITIES AND STOCKHOLDERS’ EQUITY

Deposits:

Non-interest bearing

$8,205,711

$7,489,645

$8,150,669

Savings, interest checking and money market

15,047,406

15,551,799

14,754,571

Certificates of deposit of less than $100,000

1,023,406

1,002,640

996,721

Certificates of deposit of $100,000 and over

1,363,053

1,413,965

1,391,683

Total deposits

25,639,576

25,458,049

25,293,644

Federal funds purchased and securities sold under agreements to repurchase

2,989,641

2,473,065

2,926,758

Other borrowings

12,798

9,270

56

Other liabilities

458,302

555,257

443,694

Total liabilities

29,100,317

28,495,641

28,664,152

Stockholders’ equity:

Common stock

692,944

676,054

676,054

Capital surplus

3,522,292

3,390,526

3,395,645

Retained earnings

131,826

360,723

45,494

Treasury stock

(48,001)

(121,972)

(48,401)

Accumulated other comprehensive income (loss)

(507,690)

(533,666)

(758,911)

Total stockholders’ equity

3,791,371

3,771,665

3,309,881

Non-controlling interest

23,401

21,382

22,594

Total equity

3,814,772

3,793,047

3,332,475

Total liabilities and equity

$32,915,089

$32,288,688

$31,996,627

5

Exhibit 99.1

COMMERCE BANCSHARES, INC. and SUBSIDIARIES

AVERAGE BALANCE SHEETS

(Unaudited)

(In thousands)

For the Three Months Ended

Dec. 31, 2025

Sep. 30, 2025

Jun. 30, 2025

Mar. 31, 2025

Dec. 31, 2024

ASSETS:

Loans:

Business

$6,317,805

$6,230,019

$6,247,252

$6,106,185

$5,963,217

Real estate — construction and land

1,408,339

1,396,977

1,430,758

1,415,349

1,411,437

Real estate — business

3,730,679

3,715,597

3,692,405

3,667,833

3,636,026

Real estate — personal

3,058,834

3,059,913

3,048,895

3,045,876

3,047,494

Consumer

2,200,500

2,160,637

2,148,666

2,082,360

2,087,237

Revolving home equity

372,194

360,820

362,312

358,684

350,541

Consumer credit card

565,896

563,351

559,858

560,534

568,138

Overdrafts

6,592

7,037

5,663

5,860

5,628

Total loans

17,660,839

17,494,351

17,495,809

17,242,681

17,069,718

Allowance for credit losses on loans

(175,129)

(164,623)

(166,391)

(162,186)

(160,286)

Net loans

17,485,710

17,329,728

17,329,418

17,080,495

16,909,432

Loans held for sale

2,532

2,369

1,741

1,584

2,080

Investment securities:

U.S. government and federal agency obligations

3,197,720

2,693,327

2,623,896

2,586,944

2,459,485

Government-sponsored enterprise obligations

54,955

55,014

55,038

55,330

55,428

State and municipal obligations

724,737

756,137

780,063

804,363

831,695

Mortgage-backed securities

4,316,799

4,461,056

4,641,295

4,788,102

4,905,187

Asset-backed securities

1,336,859

1,466,770

1,585,364

1,655,701

1,570,878

Other debt securities

196,633

204,281

237,385

258,136

221,076

Unrealized gain (loss) on debt securities

(645,595)

(766,025)

(838,028)

(935,054)

(896,346)

Total available for sale debt securities

9,182,108

8,870,560

9,085,013

9,213,522

9,147,403

Trading debt securities

61,160

56,032

51,131

38,298

56,440

Equity securities

52,387

50,823

54,472

57,028

56,758

Other securities

227,395

220,041

216,560

233,461

222,529

Total investment securities

9,523,050

9,197,456

9,407,176

9,542,309

9,483,130

Federal funds sold

—

23

158

2,089

826

Securities purchased under agreements to resell

850,000

850,000

850,000

788,889

566,307

Interest earning deposits with banks

2,786,891

2,422,441

2,036,803

2,388,504

2,610,315

Other assets

1,700,147

1,709,247

1,671,763

1,698,296

1,701,822

Total assets

$32,348,330

$31,511,264

$31,297,059

$31,502,166

$31,273,912

LIABILITIES AND EQUITY:

Non-interest bearing deposits

$7,592,431

$7,345,156

$7,356,882

$7,298,686

$7,464,255

Savings

1,261,285

1,283,671

1,303,391

1,294,174

1,281,291

Interest checking and money market

14,335,613

13,740,770

13,901,634

13,906,827

13,679,666

Certificates of deposit of less than $100,000

1,015,617

991,877

984,845

991,826

1,061,783

Certificates of deposit of $100,000 and over

1,389,149

1,416,572

1,371,428

1,363,655

1,451,851

Total deposits

25,594,095

24,778,046

24,918,180

24,855,168

24,938,846

Borrowings:

Federal funds purchased

130,487

130,622

129,891

128,340

121,781

Securities sold under agreements to repurchase

2,429,746

2,519,660

2,371,031

2,723,227

2,445,956

Other borrowings

1,230

1,860

2,748

616

1,067

Total borrowings

2,561,463

2,652,142

2,503,670

2,852,183

2,568,804

Other liabilities

395,336

402,265

360,204

421,370

375,463

Total liabilities

28,550,894

27,832,453

27,782,054

28,128,721

27,883,113

Equity

3,797,436

3,678,811

3,515,005

3,373,445

3,390,799

Total liabilities and equity

$32,348,330

$31,511,264

$31,297,059

$31,502,166

$31,273,912

6

Exhibit 99.1

COMMERCE BANCSHARES, INC. and SUBSIDIARIES

AVERAGE RATES

(Unaudited)

For the Three Months Ended

Dec. 31, 2025

Sep. 30, 2025

Jun. 30, 2025

Mar. 31, 2025

Dec. 31, 2024

ASSETS:

Loans:

Business (1)

5.48

%

5.72

%

5.72

%

5.75

%

5.86

%

Real estate — construction and land

7.05

7.37

7.39

7.30

7.75

Real estate — business

5.76

5.92

5.92

5.88

6.01

Real estate — personal

4.38

4.34

4.30

4.28

4.17

Consumer

6.23

6.42

6.43

6.52

6.52

Revolving home equity

7.25

7.94

7.41

7.26

7.28

Consumer credit card

12.81

13.21

13.18

13.49

13.60

Overdrafts

—

—

—

—

—

Total loans

5.84

6.02

6.01

6.02

6.11

Loans held for sale

5.01

6.03

9.22

5.89

7.65

Investment securities:

U.S. government and federal agency obligations

4.07

4.06

4.28

4.09

3.86

Government-sponsored enterprise obligations

2.36

2.35

2.38

2.40

2.36

State and municipal obligations (1)

2.06

2.05

2.05

2.05

2.01

Mortgage-backed securities

2.05

2.01

2.08

2.08

2.17

Asset-backed securities

3.78

3.69

3.73

3.46

2.99

Other debt securities

2.97

2.97

2.94

2.69

2.11

Total available for sale debt securities

2.96

2.86

2.95

2.83

2.70

Trading debt securities (1)

4.61

4.67

4.63

4.97

4.26

Equity securities (1)

6.35

6.09

6.26

8.02

6.58

Other securities (1)

9.08

7.29

11.63

7.85

5.75

Total investment securities

3.12

2.99

3.16

2.98

2.80

Federal funds sold

—

—

5.08

5.63

5.78

Securities purchased under agreements to resell

4.00

4.00

4.02

3.81

3.57

Interest earning deposits with banks

3.95

4.45

4.46

4.46

4.78

Total interest earning assets

4.74

4.86

4.90

4.81

4.83

LIABILITIES AND EQUITY:

Interest bearing deposits:

Savings

.05

.05

.05

.05

.05

Interest checking and money market

1.45

1.54

1.49

1.52

1.63

Certificates of deposit of less than $100,000

3.25

3.33

3.44

3.65

3.91

Certificates of deposit of $100,000 and over

3.60

3.71

3.78

3.96

4.24

Total interest bearing deposits

1.62

1.71

1.67

1.72

1.87

Borrowings:

Federal funds purchased

3.92

4.34

4.37

4.37

4.71

Securities sold under agreements to repurchase

2.54

2.88

2.85

2.86

3.11

Other borrowings

.65

1.71

3.79

.66

3.36

Total borrowings

2.61

2.95

2.93

2.93

3.18

Total interest bearing liabilities

1.75

%

1.87

%

1.83

%

1.89

%

2.04

%

Net yield on interest earning assets

3.60

%

3.64

%

3.70

%

3.56

%

3.49

%

(1) Stated on a fully taxable-equivalent basis using a federal income tax rate of 21%.

7

Exhibit 99.1

COMMERCE BANCSHARES, INC. and SUBSIDIARIES

CREDIT QUALITY

For the Three Months Ended

For the Year Ended

(Unaudited)

(In thousands, except ratios)

Dec. 31, 2025

Sep. 30, 2025

Jun. 30, 2025

Mar. 31, 2025

Dec. 31, 2024

Dec. 31, 2025

Dec. 31, 2024

ALLOWANCE FOR CREDIT LOSSES ON LOANS

Balance at beginning of period

$175,671

$165,260

$167,031

$162,742

$160,839

$162,742

$162,395

Provision for credit losses on loans

13,660

20,739

7,919

15,095

12,557

57,413

39,214

Net charge-offs (recoveries):

Commercial portfolio:

Business

222

826

432

46

335

1,526

1,094

Real estate — construction and land

16

—

24

—

—

40

—

Real estate — business

(24)

(23)

(425)

377

50

(95)

(106)

214

803

31

423

385

1,471

988

Personal banking portfolio:

Consumer credit card

6,488

6,515

7,085

6,967

6,557

27,055

26,011

Consumer

2,498

2,310

2,168

2,852

3,237

9,828

9,783

Overdraft

485

432

360

495

470

1,772

2,012

Real estate — personal

180

269

35

72

8

556

239

Revolving home equity

(2)

(1)

11

(3)

(3)

5

(166)

9,649

9,525

9,659

10,383

10,269

39,216

37,879

Total net loan charge-offs

9,863

10,328

9,690

10,806

10,654

40,687

38,867

Balance at end of period

$179,468

$175,671

$165,260

$167,031

$162,742

$179,468

$162,742

LIABILITY FOR UNFUNDED LENDING COMMITMENTS

$17,660

$15,327

$16,005

$18,327

$18,935

NET CHARGE-OFF RATIOS (1)

Commercial portfolio:

Business

.01

%

.05

%

.03

%

—

%

.02

%

.02

%

.02

%

Real estate — construction and land

—

—

.01

—

—

—

—

Real estate — business

—

—

(.05)

.04

.01

—

—

.01

.03

—

.02

.01

.01

.01

Personal banking portfolio:

Consumer credit card

4.55

4.59

5.08

5.04

4.59

4.81

4.64

Consumer

.45

.42

.40

.56

.62

.46

.46

Overdraft

29.19

24.36

25.50

34.26

33.22

28.16

34.06

Real estate — personal

.02

.03

—

.01

—

.02

.01

Revolving home equity

—

—

.01

—

—

—

(.05)

.62

.61

.63

.70

.67

.64

.63

Total

.22

%

.23

%

.22

%

.25

%

.25

%

.23

%

.23

%

CREDIT QUALITY RATIOS

Non-accrual loans to total loans

.09

%

.09

%

.11

%

.13

%

.11

%

Allowance for credit losses on loans to total loans

1.01

.99

.94

.96

.95

NON-ACCRUAL AND PAST DUE LOANS

Non-accrual loans:

Business

$123

$255

$410

$1,112

$101

Real estate — construction and land

—

191

426

220

220

Real estate — business

14,785

14,940

15,109

18,305

14,954

Real estate — personal

842

867

948

989

1,026

Revolving home equity

—

—

1,977

1,977

1,977

Total

15,750

16,253

18,870

22,603

18,278

Loans past due 90 days and still accruing interest

$24,659

$21,536

$25,303

$19,417

$24,516

(1) Net charge-offs are annualized and calculated as a percentage of average loans (excluding loans held for sale).

8

Exhibit 99.1

COMMERCE BANCSHARES, INC.

Management Discussion of Fourth Quarter Results

December 31, 2025

For the quarter ended December 31, 2025, net income amounted to $140.7 million, compared to $141.5 million in the previous quarter and $136.1 million in the same quarter last year. The decrease in net income compared to the previous quarter was primarily the result of lower gains on investment securities and higher non-interest expense, partly offset by a decrease in the provision for credit losses, higher net interest income and higher non-interest income. The net yield on interest earning assets decreased four basis points from the previous quarter to 3.60%. Average loans, deposits and available for sale investment securities, at fair value, increased $166.5 million, $816.0 million and $311.5 million, respectively, over the prior quarter. For the quarter, the return on average assets was 1.73%, the return on average equity was 14.70%, and the efficiency ratio was 56.2%.

Balance Sheet Review

During the 4th quarter of 2025, average loans totaled $17.7 billion, an increase of $166.5 million over the prior quarter, and an increase of $591.1 million over the same quarter last year. Compared to the previous quarter, average balances of business and consumer loans grew $87.8 million and $39.9 million, respectively. During the current quarter, the Company sold certain fixed rate personal real estate loans totaling $27.0 million, compared to $30.6 million in the prior quarter.

Total average available for sale debt securities increased $311.5 million over the previous quarter to $9.2 billion, at fair value. The increase in available for sale debt securities was mainly the result of higher average balances of U.S. government and federal agency obligations, partly offset by lower average balances of mortgage-backed and asset-backed securities. During the 4th quarter of 2025, the unrealized loss on available for sale debt securities decreased $41.7 million to $646.8 million, at period end. Also, during the 4th quarter of 2025, purchases of available for sale debt securities totaled $444.9 million with a weighted average yield of approximately 3.59%, while maturities, sales and pay downs of available for sale debt securities were $395.0 million.

On December 31, 2025, the duration of the available for sale investment portfolio was 4.3 years, and maturities and pay downs of approximately $1.2 billion are expected to occur during the next 12 months.

Total average deposits increased $816.0 million this quarter over the previous quarter. The increase in deposits mostly resulted from growth of $594.8 million and $247.3 million in average balances of interest checking and money market deposits and demand deposits, respectively. Compared to the previous quarter, total average commercial, wealth and consumer deposits grew $690.3 million, $45.3 million and $66.2 million, respectively. The average loans to deposits ratio was 69.0% in the current quarter and 70.6% in the prior quarter. The Company’s average borrowings, which included average customer repurchase agreements of $2.4 billion, decreased $90.7 million to $2.6 billion in the 4th quarter of 2025.

Net Interest Income

Net interest income in the 4th quarter of 2025 amounted to $283.2 million, an increase of $3.7 million over the previous quarter. On a fully taxable-equivalent (FTE) basis, net interest income for the current quarter increased $4.1 million over the previous quarter to $285.8 million. The increase in net interest income was mostly due to higher interest income on investment securities and lower interest expense on borrowings and deposits, partly offset by lower interest income on loans. The net yield (FTE) on earning assets decreased to 3.60%, from 3.64% in the prior quarter.

Compared to the previous quarter, interest income on loans (FTE) decreased $5.8 million, mostly due to lower average rates earned on business, business real estate, construction and consumer banking loans, partly offset by higher average balances of business and consumer banking loans. The average yield (FTE) on the loan portfolio decreased 18 basis points to 5.84% this quarter.

Interest income on investment securities (FTE) increased $5.1 million compared to the prior quarter, mostly due to higher average balances of U.S. government and federal agency securities and higher average rates earned on other securities, partially offset by lower average balances of asset-backed and mortgage-backed securities. Interest income earned on U.S. government and federal agency securities included the impact of a $397 thousand increase in inflation income from Treasury inflation-protected securities over the previous quarter. Interest on other securities included dividend income of $2.1 million related to a private equity investment and was higher than non-accrual interest of $1.3 million recorded in the prior quarter. Additionally, the Company recorded a $731 thousand adjustment to premium amortization on December 31, 2025, which increased interest income to reflect slower forward prepayment speed estimates on mortgage-backed securities.

This increase was higher than the $314 thousand adjustment that increased interest income in the prior quarter. The average yield (FTE) on total investment securities was 3.12% in the current quarter, compared to 2.99% in the previous quarter.

Compared to the previous quarter, interest income on deposits with banks increased $580 thousand as higher average balances were mostly offset by lower average rates.

Interest expense decreased $4.2 million compared to the previous quarter, mainly due to lower average rates paid on deposits and borrowings, partially offset by higher average deposit balances. Interest expense on borrowings decreased $2.9 million mostly due to lower rates paid on securities sold under repurchase agreement balances. Interest expense on deposits decreased $1.3 million due to lower average rates, partly offset by higher average interest checking and money market deposit account balances. The average rate paid on interest bearing deposits totaled 1.62% in the current quarter compared to 1.71% in the prior quarter. The overall

9

Exhibit 99.1

COMMERCE BANCSHARES, INC.

Management Discussion of Fourth Quarter Results

December 31, 2025

rate paid on interest bearing liabilities was 1.75% in the current quarter and 1.87% in the prior quarter.

Non-Interest Income

In the 4th quarter of 2025, total non-interest income amounted to $166.2 million, an increase of $10.8 million, or 6.9%, over the same period last year and an increase of $4.7 million over the prior quarter. The increase in non-interest income compared to the same period last year was mainly due to higher trust fees and deposit account fees, partly offset by lower bank card fees. The increase in non-interest income compared to the prior quarter was mainly due to higher trust fees.

Total net bank card fees in the current quarter decreased $1.0 million, or 2.2%, compared to the same period last year, and increased $1.2 million over the prior quarter. Net corporate card fees decreased $436 thousand, or 1.7%, compared to the same quarter of last year mainly due to higher rewards expense, partly offset by higher interchange fees. Net merchant fees decreased $150 thousand, or 2.5%, while net debit card fees decreased $141 thousand, or 1.2%. Net credit card fees decreased $319 thousand, or 7.5%, mostly due to higher rewards expense. Total net bank card fees this quarter were comprised of fees on corporate card ($25.8 million), debit card ($11.2 million), merchant ($5.9 million) and credit card ($3.9 million) transactions.

In the current quarter, trust fees increased $5.8 million, or 10.3%, over the same period last year, mostly resulting from higher private client fees. Compared to the same period last year, deposit account fees increased $2.5 million, or 9.7%, mostly due to higher corporate cash management fees.

Other non-interest income increased over the same period last year primarily due to higher tax credit sales fees and cash sweep fees of $822 thousand and $726 thousand, respectively. For the 4th quarter of 2025, non-interest income comprised 37.0% of the Company’s total revenue.

Investment Securities Gains and Losses

The Company recorded net securities gains of $2.9 million in the current quarter, compared to $7.9 million in the prior quarter and $977 thousand in the 4th quarter of 2024. Net securities gains in the current quarter mostly resulted from net fair value adjustments of $7.9 million on the Company’s portfolio of private equity investments, partly offset by losses of $4.2 million on sales of available for sale debt securities.

Non-Interest Expense

Non-interest expense for the current quarter amounted to $253.0 million, compared to $235.7 million in the same period last year and $244.0 million in the prior quarter. The increase in non-interest expense over the prior quarter and the same period last year was mainly due to higher salaries and benefits expense, data processing and software expense, and professional and other services expense, partly offset by lower deposit insurance expense.

Compared to the 4th quarter of 2024, salaries and employee benefits expense increased $9.1 million, or 5.9%, mostly due to higher full-time salaries of $3.5 million, incentive compensation of $2.7 million and healthcare expense of $1.3 million. Full-time equivalent employees totaled 4,667 and 4,693 at December 31, 2025 and 2024, respectively.

Compared to the same period last year, data processing and software expense increased $2.8 million due to higher costs for service providers and software. Software expense in the current quarter included a $1.6 million write-off of software implementation consulting fees. Professional and other services, which increased $5.6 million compared to the 4th quarter of 2024, included $2.6 million of acquisition related legal and professional services expense. Deposit insurance expense decreased $3.3 million due to a $3.9 million accrual adjustment to the FDIC’s special assessment.

Income Taxes

The effective tax rate for the Company was 22.4% in the current quarter, 22.5% in the prior quarter, and 21.2% in the 4th quarter of 2024. The increase in the effective tax rate compared to the 4th quarter of 2024 was mostly due to higher state and local income taxes.

Credit Quality

Net loan charge-offs in the 4th quarter of 2025 amounted to $9.9 million, compared to $10.3 million in the prior quarter, and $10.7 million in the same period last year. The ratio of annualized net loan charge-offs to total average loans was .22% in the current quarter, .23% in the previous quarter, and .25% in the same quarter of last year. Compared to the prior quarter, net loan charge-offs on business loans decreased $604 thousand, while net loan charge-offs on consumer loans increased $188 thousand.

In the 4th quarter of 2025, annualized net loan charge-offs on average consumer credit card loans were 4.55%, compared to 4.59% in both the previous quarter and the same quarter last year. Consumer loan net charge-offs were .45% of average consumer loans in the current quarter, .42% in the prior quarter, and .62% in the same quarter last year.

At December 31, 2025, the allowance for credit losses on loans totaled $179.5 million, or 1.01% of total loans, and increased $3.8 million compared to the prior quarter. The increase was mostly attributed to the business and consumer card loan portfolios. Additionally, the liability for unfunded lending commitments on December 31, 2025 was $17.7 million, an increase of $2.3 million compared to the liability on September 30, 2025.

At December 31, 2025, total non-accrual loans amounted to $15.8 million, a decrease of $503 thousand compared to the previous quarter. At December 31, 2025, the balance of non-accrual loans, which represented .09% of loans outstanding, included business real estate loans of $14.8 million, personal real estate loans of $842 thousand and business loans of $123 thousand. Loans more than 90

10

Exhibit 99.1

COMMERCE BANCSHARES, INC.

Management Discussion of Fourth Quarter Results

December 31, 2025

days past due and still accruing interest totaled $24.7 million at December 31, 2025.

Other

During the 4th quarter of 2025, the Company distributed a 5% stock dividend on its common stock and paid a cash dividend of $.262 per common share (as restated for the stock dividend), representing a 7% increase over the same period last year. The Company purchased 2.2 million shares of treasury stock during the current quarter at an average price of $53.29.

On January 1, 2026, the Company closed on its previously announced acquisition of FineMark Holdings, Inc. (“FineMark”), Ft. Meyers, Florida, with 13 banking locations in Florida, Arizona, and South Carolina. As of December 31, 2025, FineMark had loans and deposits of $2.7 billion and $3.1 billion, respectively, and $8.7 billion of assets under administration.

Forward Looking Information

This information contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include future financial and operating results, expectations, intentions, and other statements that are not historical facts. Such statements are based on current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements. Additional information about risks and uncertainties is included in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections within the Company's Annual Report on Form 10-K and Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

11

Mentions · how they’re counted

CategoryUnderlinedWord counterModel’s count
AI

AI, artificial intelligence, generative AI, machine learning, large language model, LLM

0—0
Layoffs

layoffs, RIF, headcount reduction, workforce optimization, restructuring

0—0
Recession

recession, downturn, contraction, slowdown

0—0
Tariffs

tariff, trade war, trade barriers, trade restrictions, trade policy

0—0
Buybacks

share repurchase, buyback program

0—1

Underlines use the same word lists the scores use. AI, recession and tariffs follow Palanor’s word counter, so those counts match it exactly on the same text. Layoffs and buybacks use the terms the model was given. The model’s count is an estimate by meaning, not by string, so it can differ from the underlines.

Source: SEC EDGAR · public domain · Highlights by Palanor