Regional Management Corp.

02/20/2026 | Press release | Distributed by Public on 02/20/2026 15:52

Annual Report for Fiscal Year Ending December 31, 2025 (Form 10-K)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

An index to our management's discussion and analysis follows:

Page

Forward-Looking Statements

47

Overview

47

Outlook

48

Factors Affecting Our Results of Operations

48

Components of Results of Operations

49

Results of Operations

51

Comparison of December 31, 2025, versus December 31, 2024

51

Comparison of the Year Ended December 31, 2025, versus the Year Ended December 31, 2024

51

Comparison of the Year Ended December 31, 2024, versus the Year Ended December 31, 2023

54

Liquidity and Capital Resources

54

Critical Accounting Policies and Estimates

56

Forward-Looking Statements

The following discussion and analysis should be read in conjunction with, and is qualified in its entirety by reference to, our audited consolidated financial statements and the related notes that appear in Part II, Item 8, "Financial Statements and Supplementary Data" in this Annual Report on Form 10-K. These discussions contain forward-looking statements that reflect our current expectations and that include, but are not limited to, statements concerning our strategies, future operations, future financial position, future revenues, projected costs, expectations regarding demand and acceptance for our financial products, growth opportunities and trends in the market in which we operate, prospects, and plans and objectives of management. The words "anticipates," "believes," "estimates," "expects," "intends," "may," "plans," "projects," "predicts," "will," "would," "should," "could," "potential," "continue," and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements involve risks and uncertainties that could cause actual results, events, and/or performance to differ materially from the plans, intentions, and expectations disclosed in the forward-looking statements. Such risks and uncertainties include, without limitation, the risks set forth in Part I, Item 1A, "Risk Factors" in this Annual Report on Form 10-K. The forward-looking information we have provided in this Annual Report on Form 10-K pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 should be evaluated in the context of these factors. Forward-looking statements speak only as of the date they were made, and we undertake no obligation to update or revise such statements, except as required by the federal securities laws.

Overview

We are a diversified consumer finance company that provides installment loan products primarily to customers with limited access to consumer credit from banks, thrifts, credit card companies, and other lenders. As of December 31, 2025, we operate under the name "Regional Finance" online and in 353 branch locations in 19 states across the United States, serving 590,800 active accounts. Most of our loan products are secured, and each is structured on a fixed-rate, fixed-term basis with fully amortizing equal monthly installment payments, repayable at any time without penalty. We source our loans through our omni-channel platform, which includes our branches, centrally-managed direct mail campaigns, digital partners, and our consumer website. We operate an integrated branch model in which nearly all loans, regardless of origination channel, are serviced through our branch network with the support of centralized sales, underwriting, service, collections, and administrative teams. This model provides us with frequent contact with our customers, which we believe improves our credit performance and customer loyalty. Our goal is to consistently grow our finance receivables and to soundly manage our portfolio risk, while providing our customers with attractive and easy-to-understand loan products that serve their varied financial needs.

Regional Management Corp. | 2025 Annual Report on Form 10-K | 47

Our products include:

Large Loans (>$2,500)- As of December 31, 2025, we had 289.3 thousand large installment loans outstanding, representing $1.6 billion in net finance receivables. This included 82.2 thousand large loan convenience checks, representing $258.0 million in net finance receivables.
Small Loans (≤$2,500)- As of December 31, 2025, we had 301.5 thousand small installment loans outstanding, representing $547.0 million in net finance receivables. This included 157.7 thousand small loan convenience checks, representing $246.8 million in net finance receivables.
Optional Insurance Products- We offer optional payment and collateral protection insurance to our direct loan customers.

Large and small installment loans are our core products and will be the drivers of future growth. Our primary sources of revenue are interest and fee income from our loan products, of which interest and fees relating to large and small installment loans are the largest component. In addition to interest and fee income from loans, we earn revenue from optional insurance products purchased by customers of our loan products.

For additional information regarding our business operations, see Part I, Item 1, "Business."

Outlook

We continually assess the macroeconomic environment in which we operate in order to adapt appropriately and timely to current market conditions. Macroeconomic factors, including, but not limited to, unemployment, inflationary pressures, higher interest rates, tariffs, and impacts from current geopolitical events outside the U.S., may affect our business, liquidity, financial condition, and results of operations.

We continue to execute our strategy of growth in our higher-margin small loan portfolio and our high-quality, auto-secured loan portfolio. On a year-over-year basis, our portfolio of loans with an APR greater than 36% grew by $32.5 million and represented 17.9% of the portfolio, while our auto-secured loan portfolio grew by $87.7 million and represented 13.7% of the portfolio.

Our allowance for credit losses was 10.3% of net finance receivables as of December 31, 2025. Going forward, macroeconomic conditions may necessitate changes to the macroeconomic assumptions within our forecast and to our credit loss performance outlook, either of which could lead to further changes in our allowance for credit losses, reserve rate, and provision for credit losses expense.

We have proactively diversified our funding over the past few years and continue to maintain a strong liquidity profile. As of December 31, 2025, we had $149.2 million of available liquidity, comprised of unrestricted cash on hand and immediate availability to draw down cash from our revolving credit facilities. In addition, we had $511.4 million of unused capacity on our revolving credit facilities (subject to the borrowing base) as of December 31, 2025. We believe our liquidity position provides substantial runway to support the fundamental operations of our business and to fund future growth.

Factors Affecting Our Results of Operations

Our business is impacted by several factors affecting our revenues, costs, and results of operations, including the following:

Quarterly Information and Seasonality. Our loan volume and contractual delinquency follow seasonal trends. Demand for our loans is typically highest during the second, third, and fourth quarters, which we believe is largely due to customers borrowing money for vacation, back-to-school, and holiday spending. Loan demand has generally been the lowest during the first quarter, which we believe is largely due to the timing of income tax refunds. Delinquencies generally reach their lowest point in the first half of the year and rise in the second half of the year. Changes in quarterly growth or liquidation could result in larger allowance for credit loss releases in periods of portfolio liquidation, and larger provisions for credit losses in periods of portfolio growth. Consequently, we experience seasonal fluctuations in our operating results. However, changes in macroeconomic factors, including inflation, higher interest rates, and geopolitical conflict, have impacted our typical seasonal trends for loan volume and delinquency.

Growth in Loan Portfolio.The revenue that we generate from interest and fees is largely driven by the balance of loans that we originate. We source our loans through our branches, centrally-managed direct mail program, digital partners, and consumer website. The majority of our loans, regardless of origination channel, are serviced through our branches. Increasing the number of loans per branch and growing our state footprint allows us to increase the number of customers we are able to serve. We continue to assess our branch network for clear opportunities to add branches in new and existing states where it is favorable for us to conduct business or consolidate operations into larger branches within close geographic proximity. This branch optimization is consistent with our

Regional Management Corp. | 2025 Annual Report on Form 10-K | 48

omni-channel strategy and builds upon our recent successes in entering new states with a lighter branch footprint, while still providing customers with best-in-class service.

Our growth decisions consider consumer health, strength of the economy, and the credit performance of our portfolio. We balance our commitment to deliver strong short-term results while also generating the portfolio growth that will fuel our success and returns over the long-term. As we grow our portfolio, we are required to reserve for expected lifetime credit losses at the origination of each loan, which reduces net income, while the related revenue benefits are recognized over the life of each loan. This timing difference can weigh on short-term results during periods of portfolio expansion.

Product Mix.We are exposed to different credit risks and charge different interest rates and fees with respect to the various types of loans we offer. Our product mix also varies to some extent by state, and we may further diversify our product mix in the future. The interest rates and fees vary from state to state, depending on the competitive environment and relevant laws and regulations.

Asset Quality and Allowance for Credit Losses.Our results of operations are highly dependent upon the credit quality of our loan portfolio. The credit quality of our loan portfolio is the result of our ability to enforce sound underwriting standards, maintain diligent servicing of the portfolio, and respond to changing economic conditions as we grow our loan portfolio.

The primary underlying factors driving the provision for credit losses for each loan type are our underwriting standards, delinquency trends, the general economic conditions in the areas in which we conduct business, loan portfolio growth, and the effectiveness of our servicing and collection efforts. We monitor these factors, and the amount and past due status of all loans, to identify trends that might require us to modify the allowance for credit losses.

Interest Rates.Our costs of funds are affected by changes in interest rates, as the interest rates that we pay on certain of our credit facilities are variable. As a component of our strategy to manage the interest rate risk associated with future interest payments on our variable-rate debt, a majority of our funding was held at a fixed rate as of December 31, 2025, representing 84% of our total debt balance.

Operating Costs.Our financial results are impacted by the costs of operations and head office functions. Those costs are included in general and administrative expenses within our consolidated statements of comprehensive income.

Components of Results of Operations

Interest and Fee Income. Our interest and fee income consists primarily of interest earned on outstanding loans. Accrual of interest income on finance receivables is suspended when an account becomes 90 days delinquent. If the account is charged off, the accrued interest income is reversed as a reduction of interest and fee income.

Most states allow certain fees in connection with lending activities, such as loan origination fees, acquisition fees, and maintenance fees. Some states allow for higher fees while keeping interest rates lower. Loan fees are additional charges to the customer and generally are included in the APR shown in the Truth in Lending disclosure that we make to our customers. The fees may or may not be refundable to the customer in the event of an early payoff, depending on state law. Fees are recognized as income over the life of the loan on the constant yield method.

Insurance Income, Net. Our insurance operations are a material part of our overall business and are integral to our lending activities. Insurance income, net consists primarily of earned premiums, net of certain direct costs, from the sale of various optional payment and collateral protection insurance products offered to customers who obtain loans directly from us. Insurance income, net also includes the earned premiums and direct costs associated with the non-file insurance that we purchase to protect us from credit losses where, following an event of default, we are unable to take possession of personal property collateral because our security interest is not perfected. We do not sell insurance to non-borrowers. Direct costs included in insurance income, net are claims paid, claims reserves, ceding fees, and premium taxes paid. We do not allocate to insurance income, net, any other head office or branch administrative costs associated with management of insurance operations, management of our captive insurance company, marketing and selling insurance products, legal and compliance review, or internal audits.

Other Income. Our other income consists of late charges assessed on customers who fail to make a payment within a specified number of days following the due date of the payment, interest income from restricted cash, commissions earned from the sale of club membership products, and investment income from restricted AFS securities.

Regional Management Corp. | 2025 Annual Report on Form 10-K | 49

Provision for Credit Losses. Provisions for credit losses are recorded in amounts that we estimate as sufficient to maintain an allowance for credit losses at an adequate level to provide for lifetime expected credit losses on the related finance receivable portfolio. We reserve for expected lifetime credit losses at origination of each loan, while the revenue benefits are recognized over the life of the loan. Credit loss experience, current conditions, reasonable and supportable economic forecasts, delinquency of finance receivables, loan portfolio growth, the value of underlying collateral, and management's judgment are factors used in assessing the overall adequacy of the allowance and the resulting provision for credit losses. Substantial adjustments to the allowance may be necessary if there are significant changes in forecasted economic conditions or loan portfolio performance.

General and Administrative Expenses. Our financial results are impacted by the costs of operations and head office functions. Those costs are included in general and administrative expenses within our consolidated statements of comprehensive income. Our general and administrative expenses are comprised of four categories: personnel, occupancy, marketing, and other.

Our personnel expenses are the largest component of our general and administrative expenses and consist primarily of the salaries and wages, overtime, contract labor, relocation costs, incentives, benefits, and related payroll taxes associated with all of our operations and head office employees.

Our occupancy expenses consist primarily of the cost of renting our facilities, all of which are leased, and the utility, depreciation of leasehold improvements and furniture and fixtures, communication and connectivity services, and other non-personnel costs associated with operating our business.

Our marketing expenses consist primarily of costs associated with our direct mail campaigns (including postage and costs associated with selecting recipients), digital marketing, maintaining our consumer website, and local marketing by branches. These costs are expensed as incurred.

Other expenses consist primarily of legal, compliance, audit, and consulting costs, as well as software maintenance and support, non-employee director compensation, electronic payment processing costs, bank service charges, office supplies, credit bureau charges, and the amortization of software, software licenses, and implementation costs. We frequently experience fluctuations in other expenses as we grow our loan portfolio and expand our market footprint. For a discussion regarding how risks and uncertainties associated with the current regulatory environment may impact our future expenses, net income, and overall financial condition, see Part I, Item 1A, "Risk Factors."

Interest Expense. Our interest expense consists primarily of paid and accrued interest for debt, unused line fees, and amortization of debt issuance costs.

Income Taxes. Income taxes consist of state and federal income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The change in deferred tax assets and liabilities is recognized in the period in which the change occurs, and the effects of future tax rate changes are recognized in the period in which the enactment of new rates occurs.

Regional Management Corp. | 2025 Annual Report on Form 10-K | 50

Results of Operations

The following table summarizes our results of operations, both in dollars and as a percentage of average net finance receivables for the periods indicated:

Year Ended December 31,

2025

2024

2023

Dollars in thousands

Amount

% of
Average Net Finance
Receivables

Amount

% of
Average Net Finance
Receivables

Amount

% of
Average Net Finance
Receivables

Revenue

Interest and fee income

$

578,949

29.3

%

$

528,894

29.6

%

$

489,698

28.6

%

Insurance income, net

45,573

2.3

%

40,695

2.3

%

44,529

2.6

%

Other income

21,076

1.1

%

18,914

1.0

%

17,172

1.0

%

Total revenue

645,598

32.7

%

588,503

32.9

%

551,399

32.2

%

Expenses

Provision for credit losses

245,432

12.4

%

212,200

11.9

%

220,034

12.9

%

Personnel

159,637

8.1

%

153,789

8.6

%

156,872

9.2

%

Occupancy

28,204

1.4

%

25,823

1.4

%

25,029

1.5

%

Marketing

18,551

0.9

%

19,006

1.1

%

15,774

0.9

%

Other

51,183

2.7

%

49,080

2.7

%

45,444

2.6

%

Total general and administrative

257,575

13.1

%

247,698

13.8

%

243,119

14.2

%

Interest expense

84,814

4.3

%

74,530

4.2

%

67,463

3.9

%

Income before income taxes

57,777

2.9

%

54,075

3.0

%

20,783

1.2

%

Income taxes

13,365

0.6

%

12,848

0.7

%

4,825

0.3

%

Net income

$

44,412

2.3

%

$

41,227

2.3

%

$

15,958

0.9

%

Information explaining the changes in our results of operations from year-to-year is provided in the following pages.

Comparison of December 31, 2025, Versus December 31, 2024

The following discussion and table describe the changes in finance receivables by product type for the periods indicated:

Large Loans (>$2,500) - Large loans outstanding increased by $256.4 million, or 19.2%, to $1.6 billion at December 31, 2025, from $1.3 billion at December 31, 2024. The increase was due to growth in our auto-secured loan portfolio, the growth of receivables in branches opened during 2024 and 2025, and the transition of small loan customers to large loans.
Small Loans (≤$2,500) - Small loans outstanding decreased by $8.7 million, or 1.6%, to $547.0 million at December 31, 2025, from $555.8 million at December 31, 2024. The decrease was due to the transition of small loan customers to large loans, offset by growth of receivables in branches opened during 2024 and 2025.

Dollars in thousands

December 31, 2025

December 31, 2024

YoY $
Inc (Dec)

YoY %
Inc (Dec)

Large loans

$

1,593,171

$

1,336,780

$

256,391

19.2

%

Small loans

547,028

555,755

(8,727

)

(1.6

)%

Total

$

2,140,199

$

1,892,535

$

247,664

13.1

%

Number of branches

353

344

9

2.6

%

Net finance receivables per branch

$

6,063

$

5,502

$

561

10.2

%

Comparison of the Year Ended December 31, 2025, Versus the Year Ended December 31, 2024

Net Income.Net income increased $3.2 million, or 7.7%, to $44.4 million in 2025, from $41.2 million in 2024. The change in net income is explained in greater detail below.

Regional Management Corp. | 2025 Annual Report on Form 10-K | 51

Revenue. Total revenue increased $57.1 million, or 9.7%, to $645.6 million in 2025, from $588.5 million in 2024. The components of revenue are explained in greater detail below.

Interest and Fee Income. Interest and fee income increased $50.1 million, or 9.5%, to $578.9 million in 2025, from $528.9 million in 2024. The increase was due to a 10.3% increase in average net finance receivables, partially offset by a 0.3% decrease in interest and fee yield. The decrease in yield was primarily due to a higher percentage of large and auto-secured loans within the portfolio. The prior year included reductions in revenue reversals of an estimated $1.7 million attributable to the fourth quarter 2023 loan sale.

The following table sets forth the average net finance receivables balance and interest and fee yield for our loan products for the periods indicated:

Year Ended December 31,

Year Ended December 31,

Dollars in thousands

2025

2024

YoY %
Inc (Dec)

2025

2024

YoY
Inc (Dec)

Large loans

$

1,432,174

$

1,278,683

12.0

%

26.7

%

26.4

%

0.3

%

Small loans

541,363

509,798

6.2

%

36.2

%

37.5

%

(1.3

)%

Total

$

1,973,537

$

1,788,481

10.3

%

29.3

%

29.6

%

(0.3

)%

Total originations increased to $2.0 billion in 2025, from $1.7 billion in 2024. The following table represents the principal balance of loans originated and refinanced for the periods indicated:

Year Ended December 31,

Dollars in thousands

2025

2024

YoY $
Inc (Dec)

YoY %
Inc (Dec)

Large loans

$

1,305,531

$

973,048

$

332,483

34.2

%

Small loans

656,499

681,463

(24,964

)

(3.7

)%

Total

$

1,962,030

$

1,654,511

$

307,519

18.6

%

The following table summarizes the components of the increase in interest and fee income when comparing the years ended December 31, 2025 and 2024:

Increase (Decrease)

Dollars in thousands

Volume

Rate

Volume &
Rate

Net

Large loans

$

40,538

$

4,189

$

503

$

45,230

Small loans

11,838

(6,604

)

(409

)

4,825

Product mix

2,349

(1,817

)

(532

)

-

Total

$

54,725

$

(4,232

)

$

(438

)

$

50,055

Insurance Income, Net. Insurance income, net increased $4.9 million, or 12.0%, to $45.6 million in 2025, from $40.7 million in 2024. In both 2025 and 2024, personal property insurance premiums represented the largest component of aggregate earned insurance premiums, and life insurance claims expense represented the largest component of direct insurance expenses.

The following table summarizes the components of insurance income, net for the periods indicated:

Year Ended December 31,

Dollars in thousands

2025

2024

YoY $
B(W)

YoY %
B(W)

Earned premiums

$

58,771

$

57,312

$

1,459

2.5

%

Claims, reserves, and certain direct expenses

(13,198

)

(16,617

)

3,419

20.6

%

Insurance income, net

$

45,573

$

40,695

$

4,878

12.0

%

Earned premiums during 2025 increased by $1.5 million, and claims, reserves, and certain direct expenses decreased by $3.4 million in each case compared to 2024. The increase in insurance premiums was primarily due to increases in personal property insurance premiums and life insurance premiums. The decrease in claims, reserves, and direct expenses was primarily due to hurricane activity in the prior year, including personal property claims and reserves of $2.6 million during 2024 and a reserve release benefit of $1.0 million during 2025.

Regional Management Corp. | 2025 Annual Report on Form 10-K | 52

Other Income. Other income increased $2.2 million, or 11.4%, to $21.1 million in 2025, from $18.9 million in 2024, primarily due to an increase in sales of our club membership products of $2.1 million.

Provision for Credit Losses. Our provision for credit losses increased $33.2 million, or 15.7%, to $245.4 million in 2025, from $212.2 million in 2024. The increase was due to an increase in net credit losses of $23.9 million and the increase in provision expense of $9.3 million compared to 2024. The increase in the provision for credit losses is explained in greater detail below.

Allowance for Credit Losses.We evaluate delinquency and losses in each of our loan products in establishing the allowance for credit losses. During 2025 and 2024, the allowance for credit losses included builds of $21.4 million and $12.1 million, respectively. The higher build in 2025 was primarily driven by growth in net finance receivables during the year. The allowance for credit losses as a percentage of net finance receivables decreased to 10.3% as of December 31, 2025, from 10.5% as of December 31, 2024, primarily due to changes in estimated future macroeconomic impacts on credit losses. See Note 4, "Finance Receivables, Credit Quality Information, and Allowance for Credit Losses" of the Notes to Consolidated Financial Statements in Part II, Item 8, "Financial Statements and Supplementary Data," for additional information regarding our allowance for credit losses.

Net Credit Losses.Net credit losses increased $23.9 million, or 12.0%, to $224.0 million in 2025, from $200.1 million in 2024. The increase was primarily due to higher average net finance receivables for the year ended December 31, 2025. Our net credit losses during the prior year were inclusive of an estimated $12.2 million benefit from accelerated charge-offs in the fourth quarter of 2023 attributable to the fourth quarter 2023 loan sale. Our net credit loss rate was 11.4% in 2025, compared to 11.2% in 2024. Our net credit loss rate during 2024 was inclusive of an estimated 70 basis point benefit related to the fourth quarter 2023 loan sale.

Delinquency Performance.Our delinquency rate improved to 7.5% as of December 31, 2025, from 7.7% as of December 31, 2024, reflecting the overall improved credit quality and performance of our portfolio.

The following tables include delinquency balances by aging category and by product for the periods indicated:

Contractual Delinquency by Aging

Dollars in thousands

December 31, 2025

December 31, 2024

Current

$

1,809,107

84.5

%

$

1,590,381

84.0

%

1 to 29 days past due

169,858

8.0

%

156,312

8.3

%

Delinquent accounts:

30 to 59 days

41,235

1.9

%

36,948

1.9

%

60 to 89 days

37,158

1.7

%

35,242

1.9

%

90 to 119 days

30,818

1.5

%

28,085

1.5

%

120 to 149 days

27,765

1.3

%

23,987

1.3

%

150 to 179 days

24,258

1.1

%

21,580

1.1

%

Total delinquency

$

161,234

7.5

%

$

145,842

7.7

%

Total net finance receivables

$

2,140,199

100.0

%

$

1,892,535

100.0

%

Contractual Delinquency by Product

Dollars in thousands

December 31, 2025

December 31, 2024

Large loans

$

99,956

6.3

%

$

88,054

6.6

%

Small loans

61,278

11.2

%

57,788

10.4

%

Total

$

161,234

7.5

%

$

145,842

7.7

%

General and Administrative Expenses. Our general and administrative expenses increased $9.9 million, or 4.0%, to $257.6 million in 2025 from $247.7 million in 2024. The absolute dollar increase in general and administrative expenses is explained in greater detail below.

Personnel. The largest component of general and administrative expenses is personnel expense, which increased $5.8 million, or 3.8%, to $159.6 million in 2025, from $153.8 million in 2024. The increase was primarily driven by an increase in labor costs of $7.9 million, including staffing 17 new branches since the prior year, and increased incentive costs of $1.1 million. Additionally, the year ended December 31, 2025 included an increase in severance expense of $0.8 million. The increases were partially offset by higher capitalized loan origination costs, which reduce personnel expenses, of $4.1 million.

Regional Management Corp. | 2025 Annual Report on Form 10-K | 53

Occupancy.Occupancy expenses increased $2.4 million, or 9.2%, to $28.2 million in 2025, from $25.8 million in 2024, primarily due to expenses associated with opening 17 new branches since the prior year.

Marketing.Marketing expenses decreased $0.5 million, or 2.4%, to $18.6 million in 2025, from $19.0 million in 2024, primarily due to decreased activity in our direct mail campaigns of $0.9 million due to optimization of our framework for direct mail marketing, partially offset by higher digital marketing costs of $0.4 million.

Other Expenses.Other expenses increased $2.1 million, or 4.3%, to $51.2 million in 2025, from $49.1 million in 2024. Other expenses increased $1.4 million due to investment in digital and technological capabilities, including our new front-end branch origination platform. Additionally, we often experience increases in other expenses including legal expenses, bank fees, and certain professional expenses as we grow our loan portfolio and expand our market footprint.

Operating Expense Ratio.Our operating expense ratio decreased to 13.1% during 2025, from 13.8% during 2024. Our operating expense ratio has improved as we have grown our loan portfolio and controlled expense growth.

Interest Expense. Interest expense increased $10.3 million, or 13.8%, to $84.8 million in 2025, compared to $74.5 million in 2024 primarily due to an increase in the average balance of our debt facilities. The average balance of our debt facilities increased to $1.5 billion in 2025, from $1.4 billion in 2024. Our cost of funds increased 0.1% to 4.3% during 2025, from 4.2% during 2024.

Income Taxes.Income taxes increased $0.5 million, or 4.0%, to $13.4 million in 2025, from $12.8 million in 2024. The increase was primarily due to a $3.7 million increase in income before taxes compared to 2024 and offset by decreases related to excess tax benefits of share-based compensation. Our effective tax rate decreased to 23.1% in 2025, compared to 23.8% in 2024.

Comparison of the Year Ended December 31, 2024, Versus the Year Ended December 31, 2023

For a comparison of our results of operations for the years ended December 31, 2024 and December 31, 2023, see Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (which was filed with the SEC on February 21, 2025), which is incorporated by reference herein.

Liquidity and Capital Resources

Our primary cash needs relate to the funding of our lending activities and, to a lesser extent, expenditures relating to improving our technology infrastructure and expanding and maintaining our branch locations. We have historically financed, and plan to continue to finance, our short-term and long-term operating liquidity and capital needs through a combination of cash flows from operations and borrowings under our debt facilities, including our senior revolving credit facility, revolving warehouse credit facilities, and asset-backed securitization transactions, all of which are described below. We continue to seek ways to diversify our funding sources. As of December 31, 2025, we had a funded debt-to-equity ratio of 4.4 to 1.0 and a stockholders' equity ratio of 17.7%, compared to 4.1 to 1.0 and 18.7%, respectively, as of December 31, 2024.

Cash and cash equivalents decreased to $3.8 million as of December 31, 2025, from $4.0 million as of December 31, 2024. We had immediate availability to draw down cash from our revolving credit facilities of $145.3 million and $132.9 million as of December 31, 2025 and the prior year-end, respectively. Our unused capacity on our revolving credit facilities (subject to the borrowing base) was $511.4 million and $466.2 million as of December 31, 2025 and the prior year-end, respectively. Our debt balance was $1.7 billion as of December 31, 2025 compared to $1.5 billion as of the prior year-end.

A summary of the future material financial obligations requiring payments as of December 31, 2025 is as follows:

Future Material Financial Obligations by Period

Dollars in thousands

Next Twelve Months

Beyond Twelve Months

Total

Principal payments on debt obligations

$

223,318

$

1,423,133

$

1,646,451

Interest payments on debt obligations

57,087

53,757

110,844

Operating lease obligations

12,394

42,569

54,963

Total

$

292,799

$

1,519,459

$

1,812,258

Based upon anticipated cash flows, we believe that cash flows from operations and our various financing alternatives will provide sufficient financing for debt maturities and operations over the next twelve months, as well as into the future.

Regional Management Corp. | 2025 Annual Report on Form 10-K | 54

From time to time, we have extended the maturity date of and increased the borrowing limits under our senior revolving credit facility. While we have successfully obtained such extensions and increases in the past, there can be no assurance that we will be able to do so if and when needed in the future. As of December 31, 2025 the revolving period maturities of our securitizations and warehouse credit facilities (each as described below within "Financing Arrangements and Restricted Cash Reserve Accounts") ranged from May 2026 to October 2027, with the exception of the RMIT 2022-1 securitization, for which the revolving period ended in February 2025. We had not exercised our right to redeem the notes of this securitization as of December 31, 2025. There can be no assurance that we will be able to secure an extension of the warehouse credit facilities or close additional securitization transactions if and when needed in the future.

Dividends and Stock Repurchases.

The Board may in its discretion declare and pay cash dividends on our common stock. The following table sets forth the dividends declared and paid for in the year ended December 31, 2025:

Period

Declaration Date

Record Date

Payment Date

Dividends Declared Per
Common Share

Dividends Paid
(in thousands)

1Q 25

February 5, 2025

February 20, 2025

March 13, 2025

$

0.30

$

3,152

2Q 25

April 30, 2025

May 21, 2025

June 11, 2025

0.30

2,843

3Q 25

July 30, 2025

August 20, 2025

September 10, 2025

0.30

2,773

4Q 25

November 5, 2025

November 25, 2025

December 16, 2025

0.30

2,717

Total

$

1.20

$

11,485

See Note 20, "Subsequent Events" of the Notes to Consolidated Financial Statements in Part II, Item 8, "Financial Statements and Supplementary Data," for information regarding our quarterly cash dividend following the end of the year.

While we intend to pay our quarterly dividend for the foreseeable future, all subsequent dividends will be reviewed and declared at the discretion of the Board and will depend on many factors, including our financial condition, earnings, cash flows, capital requirements, level of indebtedness, statutory and contractual restrictions applicable to the payment of dividends, and other considerations that the Board deems relevant. Our dividend payments may change from time to time, and the Board may choose not to continue to declare dividends in the future.

In December 2024, we announced that our Board had authorized a $30.0 million stock repurchase program. The authorization was effective immediately and extended through December 31, 2026. In November 2025, we announced that our Board had approved a $30.0 million increase in the amount authorized under the stock repurchase program, from $30.0 million to $60.0 million. The authorization was effective immediately and extends through June 30, 2027. As of December 31, 2025, we had repurchased 0.8 million shares of common stock at a total cost of $27.7 million, including commissions and estimated excise taxes.

Cash Flow.

Operating Activities. Net cash provided by operating activities in 2025 was $309.1 million, compared to $268.9 million in 2024, a net increase of $40.1 million. The increase in net cash provided was primarily due to the growth of our loan portfolio.

Investing Activities. Investing activities consist of originations and repayments of finance receivables, purchases of intangible assets, and purchases of property and equipment for new and existing branches. Net cash used in investing activities in 2025 was $471.2 million, compared to $315.4 million in 2024, a net increase of $155.8 million. The increase in cash used was primarily driven by increased originations as we grew our loan portfolio, partially offset by increased repayments of finance receivables.

Financing Activities. Financing activities consist of borrowings and payments on our outstanding indebtedness. Net cash provided by financing activities in 2025 was $124.5 million, compared to $53.4 million in 2024, a net increase of $71.1 million. The net increase in cash provided was primarily due to an increase in net advances on debt instruments of $93.9 million, partially offset by an increase in the repurchases of common stock of $20.4 million.

Financing Arrangements and Restricted Cash Reserve Accounts.

As of December 31, 2025, we had five credit facilities outstanding and, from time to time, we engage in the private offering and sale of asset-backed notes. As part of our overall funding strategy, we have transferred certain finance receivables to affiliated VIEs for asset-backed financing transactions. Our debt arrangements described below, other than our senior revolving credit facility, are issued by each of our RMR and RMIT SPEs, which are considered VIEs under GAAP. These debts are supported by the expected cash

Regional Management Corp. | 2025 Annual Report on Form 10-K | 55

flows from the underlying collateralized finance receivables. Collections on these finance receivables are remitted to restricted cash collection accounts, which totaled $81.8 million and $117.1 million as of December 31, 2025 and December 31, 2024, respectively. Our debt arrangements also contain various debt covenants. We were in compliance with all such debt covenants as of December 31, 2025.

Revolving Credit Facilities. The following is a summary of our revolving credit facilities as of December 31, 2025:

Dollars in thousands

Capacity

Debt Balance

Effective Interest Rate

Restricted Cash Reserves

Restricted Cash Collection

Maturity Date

Senior

$

355,000

$

188,600

6.6%

$

-

$

-

Aug 2028

RMR IV warehouse

$

125,000

$

20,596

6.1%

$

259

$

1,545

May 2027

RMR V warehouse

$

100,000

$

19,358

6.2%

$

120

$

1,444

Nov 2027

RMR VI warehouse

$

75,000

$

21,162

5.9%

$

141

$

1,698

Feb 2028

RMR VII warehouse

$

125,000

$

20,470

6.3%

$

121

$

1,448

Oct 2026

Securitizations. The following is a summary of our securitizations as of December 31, 2025:

Dollars in thousands

Issue Amount

Debt Balance

Effective Interest Rate

Restricted Cash Reserves

Restricted Cash Collection

Revolving Period End Date

Maturity Date

RMIT 2021-2

$

200,000

$

200,192

2.3%

$

2,083

$

16,263

Jul 2026

Aug 2033

RMIT 2021-3

$

125,000

$

125,202

3.9%

$

1,471

$

16,600

Sep 2026

Oct 2033

RMIT 2022-1

$

250,000

$

97,936

4.4%

$

2,646

$

10,423

Feb 2025

Mar 2032

RMIT 2024-1

$

187,305

$

187,788

6.2%

$

1,078

$

7,390

May 2027

July 2036

RMIT 2024-2

$

250,000

$

250,557

5.3%

$

1,418

$

8,531

Nov 2026

Dec 2033

RMIT 2025-1

$

265,000

$

265,585

5.3%

$

1,489

$

7,910

Mar 2027

Apr 2034

RMIT 2025-2

$

252,810

$

253,318

4.8%

$

1,389

$

8,499

Oct 2027

Nov 2037

RMC Reinsurance. Our wholly owned subsidiary, RMC Reinsurance, Ltd., is required to maintain reserves against life insurance policies ceded to it, as determined by the ceding company. These reserves are comprised of restricted cash and restricted AFS investments. As of December 31, 2025, the reserves totaled $24.4 million.

Critical Accounting Policies and Estimates

Management's discussion and analysis of financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with GAAP and conform to general practices within the consumer finance industry. The preparation of these financial statements requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and disclosure of contingent assets and liabilities for the periods indicated in the financial statements. Management bases estimates on historical experience and other assumptions it believes to be reasonable under the circumstances and evaluates these estimates on an ongoing basis. Actual results may differ from these estimates under different assumptions or conditions.

Allowance for Credit Losses.

The allowance for credit losses is based on historical credit experience, current conditions, and reasonable and supportable economic forecasts. The historical loss experience is adjusted for quantitative and qualitative factors that are not fully reflected in the historical data. In determining our estimate of expected credit losses, we evaluate information related to credit metrics, changes in our lending strategies and underwriting practices, and the current and forecasted direction of the economic and business environment. These metrics include, but are not limited to, loan portfolio mix and growth, unemployment, credit loss trends, delinquency trends, changes in underwriting, and operational risks.

We selected a PD / LGD model to estimate our base allowance for credit losses, in which the estimated loss is equal to the product of PD and LGD. Historical net finance receivables are tracked over the term of the pools to identify the incidences of loss (PDs) and the average severity of losses (LGDs).

To enhance the precision of the allowance for credit loss estimate, we evaluate our finance receivable portfolio on a pool basis and segment each pool of finance receivables with similar credit risk characteristics. As part of our evaluation, we consider loan portfolio characteristics such as product type, loan size, loan term, internal or external credit scores, delinquency status, geographical

Regional Management Corp. | 2025 Annual Report on Form 10-K | 56

location, and vintage. Based on analysis of historical loss experience, we selected the following segmentation: product type, FICO score, and delinquency status.

As finance receivables are originated, provisions for credit losses are recorded in amounts sufficient to maintain an allowance for credit losses at an adequate level to provide for estimated losses over the contractual life of the finance receivables (considering the effect of prepayments). Subsequent changes to the contractual terms that are a result of re-underwriting are not included in the finance receivable's contractual life (considering the effect of prepayments). We use our segmentation loss experience to forecast expected credit losses. Historical information about losses generally provides a basis for the estimate of expected credit losses. We also consider the need to adjust historical information to reflect the extent to which current conditions differ from the conditions that existed for the period over which historical information was evaluated. These adjustments to historical loss information may be qualitative or quantitative in nature.

Macroeconomic forecasts are required for our allowance for credit loss model and require significant judgment and estimation uncertainty. We consider key economic factors, most notably unemployment rates, to incorporate into our estimate of the allowance for credit losses. We engaged a major rating service provider to assist with compiling a reasonable and supportable forecast which we use to support the adjustments of our historical loss experience.

Due to the judgment and uncertainty in estimating the expected credit losses, we may experience changes to the macroeconomic assumptions within our forecast, as well as changes to our credit loss performance outlook, both of which could lead to further changes in our allowance for credit losses, allowance as a percentage of net finance receivables, and provision for credit losses. Potential macroeconomic changes have created conditions that increase the level of uncertainty associated with our estimate of the amount and timing of future credit losses from our loan portfolio.

Macroeconomic Sensitivity. To demonstrate the sensitivity of forecasting macroeconomic conditions, we stressed our macroeconomic model with 10% increased weighting towards slower near-term growth that would have increased our reserves as of December 31, 2025 by $1.7 million.

The macroeconomic scenarios are highly influenced by timing, severity, and duration of changes in the underlying economic factors. This makes it difficult to estimate how potential changes in economic factors affect the estimated credit losses. Therefore, this hypothetical analysis is not intended to represent our expectation of changes in our estimate of expected credit losses due to a change in the macroeconomic environment, nor does it consider management's judgment of other quantitative and qualitative information which could increase or decrease the estimate.

Regional Management Corp. | 2025 Annual Report on Form 10-K | 57

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