National Bank Holdings Corp Goodwill & Intangibles Disclosure
Note 10 Goodwill and Intangible Assets
Goodwill and other intangible assets
In connection with our acquisitions, the Company’s goodwill was $306.0 million as of December 31, 2025 and 2024. Goodwill is measured as the excess of the fair value of consideration paid over the fair value of net assets acquired. No goodwill impairment was recorded during the years ended December 31, 2025 or 2024.
The gross carrying amounts of other intangible assets and the associated accumulated amortization at December 31, 2025 and December 31, 2024, are presented as follows:
December 31, 2025 | December 31, 2024 | |||||||||||||||||
Gross | Net | Gross | Net | |||||||||||||||
carrying | Accumulated | carrying | carrying | Accumulated | carrying | |||||||||||||
amount | amortization | amount | amount | amortization | amount | |||||||||||||
Core deposit intangible | $ | 91,566 | $ | (60,739) | $ | 30,827 | $ | 91,566 | $ | (55,417) | $ | 36,149 | ||||||
Customer relationship intangible | 17,000 | (6,059) | 10,941 | 17,000 | (4,024) | 12,976 | ||||||||||||
Acquired technology intangible | 2,300 | (1,150) | 1,150 | 2,300 | (690) | 1,610 | ||||||||||||
Total | $ | 110,866 | $ | (67,948) | $ | 42,918 | $ | 110,866 | $ | (60,131) | $ | 50,735 | ||||||
The Company is amortizing intangibles from acquisitions over a weighted average period of 9.8 years from the date of the respective acquisitions. The core deposit and customer relationship intangibles are being amortized over a weighted average of 10 years, and the acquired technology intangible is being amortized over a weighted average period of five years. The Company recognized other intangible assets amortization expense of $7.8 million and $7.9 million and $7.4 million during the years ended December 31, 2025, 2024 and 2023, respectively.
The following table shows the estimated future amortization expense during the next five years for other intangible assets as of the periods presented:
Years ending December 31, | Amount | |
2026 | $ | 7,664 |
2027 | 7,542 | |
2028 | 6,142 | |
2029 | 5,790 | |
2030 | 5,668 |
Servicing Rights
Mortgage servicing rights
MSRs represent rights to service loans originated by the Company and sold to GSEs, including FHLMC, FNMA, GNMA and FHLB, and are included in other assets in the consolidated statements of financial condition. Mortgage loans serviced for others were $0.3 billion and $0.5 billion at December 31, 2025 and 2024, respectively.
Below are the changes in the MSRs for the years presented:
For the years ended December 31, | ||||||
2025 | 2024 | |||||
Beginning balance | $ | 4,835 | $ | 4,911 | ||
Originations | 195 | 404 | ||||
Sales | (1,811) | — | ||||
— | 61 | |||||
Amortization | (378) | (541) | ||||
Ending balance | 2,841 | 4,835 | ||||
Fair value of mortgage servicing rights | $ | 4,290 | $ | 7,451 | ||
During the first quarter of 2025, the Company sold rights to service loans totaling $203.7 million in unpaid principal balances from our mortgage servicing rights portfolio. As a result of the sale, the book value of our mortgage servicing rights intangible decreased $1.8 million and generated a pre-tax gain of $0.6 million included in mortgage banking income in the consolidated statements of operations.
The fair value of MSRs was determined based upon a discounted cash flow analysis. The cash flow analysis included assumptions for discount rates and prepayment speeds. The discount rate ranged from 9.5% to 10.0%, and the constant prepayment speed ranged from 6.5% to 11.5% for the December 31, 2025 valuation. For the December 31, 2024 valuation, the discount rate ranged from 10.0% to 10.5%, and the constant prepayment speed ranged from 6.0% to 10.3%. Included in mortgage banking income in the consolidated statements of operations was servicing income of $1.0 million and $1.5 million for the years ended December 31, 2025 and 2024, respectively.
MSRs are evaluated and impairment is recognized to the extent fair value is less than the carrying amount. The Company evaluates impairment by stratifying MSRs based on the predominant risk characteristics of the underlying loans, including loan type and loan term. The Company is amortizing the MSRs in proportion to and over the period of the estimated net servicing income of the underlying loans.
The following table shows the estimated future amortization expense during the next five years for the MSRs as of the periods presented:
Years ending December 31, | Amount | |
2026 | $ | 339 |
2027 | 298 | |
2028 | 263 | |
2029 | 232 | |
2030 | 204 |
SBA servicing asset
The SBA servicing asset represents the value associated with servicing small business real estate loans that have been sold to outside investors with servicing retained. The SBA servicing asset is evaluated and impairment is recognized to the extent fair value is less than the carrying amount. The Company evaluates impairment by stratifying the SBA servicing asset based on the predominant risk characteristics of the underlying loans, including loan type and loan term. The Company is amortizing the SBA servicing asset in proportion to and over the period of the estimated net servicing income of the underlying loans. The Company serviced $125.5 million and $132.0 million of SBA loans that have been sold into the secondary market, as of December 31, 2025 and 2024, respectively. The Company recognized SBA servicing asset fee income of $0.7 million and $0.3 million during the years ended December 31, 2025 and 2024, respectively.
Below are the changes in the SBA servicing asset for the years presented:
For the year ended December 31, | ||||||
2025 | 2024 | |||||
Beginning balance | $ | 2,862 | $ | 2,440 | ||
Originations | 671 | 1,150 | ||||
Disposals | (646) | (569) | ||||
2 | 124 | |||||
Amortization | (311) | (283) | ||||
Ending balance | 2,578 | 2,862 | ||||
Fair value of SBA servicing asset | $ | 2,578 | $ | 2,862 | ||
The Company uses assumptions and estimates in determining the fair value of SBA loan servicing rights. These assumptions include prepayment speeds, discount rates, and other assumptions. The assumptions used in the valuation were based on input from buyers, brokers and other qualified personnel, as well as market knowledge. For the years ended December 31, 2025
and 2024, the key assumptions used to determine the fair value of the Company’s SBA servicing asset included weighted average lifetime constant prepayment rates equal to 15.9% and 15.7%, respectively, and weighted average discount rates equal to 10.5% and 10.4%, respectively.
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Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 24, 2026 | Showing above |
| 2024 | Feb 25, 2025 | |
| 2023 | Feb 27, 2024 | |
| 2022 | Feb 28, 2023 | |
| 2021 | Feb 23, 2022 | |
| 2020 | Feb 24, 2021 | |
| 2019 | Feb 26, 2020 | |
| 2018 | Mar 1, 2019 | |
| 2017 | Feb 27, 2018 | |
| 2016 | Feb 24, 2017 | |
| 2015 | Feb 29, 2016 | |
About Goodwill & Intangibles Disclosures
Goodwill and intangible asset disclosures reveal the premium paid in acquisitions and how management assesses whether that premium retains its value. Since goodwill is no longer amortized under US GAAP, the annual impairment test is the only mechanism that adjusts carrying values downward — making the assumptions behind that test critically important for investors.
Key signals: a history of goodwill impairments suggests management consistently overpays for acquisitions. Watch the gap between reporting unit fair value and carrying amount — when fair value exceeds carrying amount by less than 10-20%, a small decline in business performance could trigger a write-down. For finite-lived intangibles, examine useful life assumptions across customer relationships, technology, and trade names; aggressive estimates inflate near-term earnings. Compare total intangibles-to-total-assets ratios against peers to assess acquisition dependency. Rising goodwill as a percentage of equity can signal balance sheet fragility.