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HIGH-PERFORMANCE PURPOSE-DRIVEN BANKING 2018 A N N U A L R E P O R T

AWARDS HIGHLIGHTS

America's Best Banks Forbes Community Bankers Cup Raymond James Top 100 Workplace

Five-Star Rating BauerFinancial

Raising Standards Together VISION

MISSION To make an impact on the communities we serve through high-performance, purpose-driven banking. GUIDING PRINCIPLES We believe in: • Principled financial decisions • Building strong, healthy communities • Leading with a courageous heart • Resilient solutions • Thriving relationships

COMMITTED TO GROWTH AND A STRONG CREDIT CULTURE LETTER TO SHAREHOLDERS DAVID R. BROOKS n 2018, we celebrated a banking milestone, marking 30 years of continuous leadership. I want to recog- nize all of our teams for working tirelessly to elevate the organization and deliver yet another record-setting year of financial performance.

Independent Bank Group sustained its established course throughout 2018, growing organically and through acquisitions, maintaining strong asset quality and preserving historically strong credit metrics. Successful credit underwriting remains the backbone of our business. Nonperforming assets dropped to a low of 0.17% of Total Assets for the year. Net charge-offs to average loans for the year were 0.06%, as we continued to manage risk in a traditional and conservative manner. Organic loan growth remained strong overall, with an annualized rate of 12%. We continued to execute on our acquisition growth strategy by completing the Integrity Bancshares transaction and announcing the Guaran- ty Bancorp transaction. We recognized that Guaranty Bank and Trust was the premier Colorado banking franchise. The transaction had an announced value of approximately $1 billion dollars and demonstrated the strong confidence I have in our senior leadership, pro- cesses, people and the Front Range market. Our focus in Colorado this year will be the successful integration of systems in June. These organizations bring shared culture, committed management teams, consistently high profitability, clean balance sheets, strong core deposits and a track record of growth. We are delighted to welcome their clients, shareholders and employees to Independent Bank Group. PRINCIPLED STEWARDSHIP Organizations that create economic growth and provide security for future generations reach beyond fiscal success. They deliver value to shareholders while making honest and ethical choices, and we live by this sentiment. Our colleagues, customers and communities drive the decisions we make day after day. We are committed to a strong financial future and as such, we are strengthening and refining our approach

Independent Bank continues to do what it does best — provide financing to support economic opportunities in our communities, and deliver finely crafted financial products and services that add value and security for our customers. We also continue to reach out within the communities we serve by connecting resources and identifying solutions that make an impact through Community Development, Education, and Health and Human Services. OUTSTANDING FINANCIAL PERFORMANCE By following our time-tested business model and sound decision making, our Company was able to execute our core business strategies, improving prof- itability and operating efficiencies, and building share- holder value. At year-end 2018, the Company reported net income available to common shareholders of $128.3 million (or $4.33 per diluted share), compared to $76.5 million ($2.97 per diluted share) for 2017, with a year-over-year increase in earnings per share of 68%. Total shareholder equity and tangible book value per share increased to $1.6 billion and $27.44 respectively. Credit quality remained at levels well above our industry. The Company’s asset size remained under the $10 billion threshold at the end of the year, with total assets on December 31, 2018 of $9.84 billion, delaying the impact of the Durbin amendment’s limitation on inter- change fees. Net income and earnings per share were positively impacted by the 14% reduction of the cor- porate U.S. statutory federal tax rate as a result of the enactment of the Tax Cuts and Jobs Act (TCJA), which became effective January 1, 2018. We used the benefits of this tax reform to reinvest in our people and add capital to support our growth strategies.

Purchased Farmersville National Bank Total assets of $50 million May 1988

Headquarters moved to McKinney, TX and became Independent Bank Total assets of $165 million Sept. 2000

Expanded into the Central Texas Market Total assets of $850 million Jan. 2009

Shares began trading on the NASDAQ Global Market under the ticker symbol “IBTX” Total assets of $1.7 billion April 2013

INDEPENDENT BANK GROUP, INC.

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Annual Report 2018

to environmental, social and governance issues. Share- holder engagement, enhanced risk oversight, trans- parent governance practices and broadened diversity are all continually refined to maintain best practices as stewards in the communities we serve. By offering an expanded array of financial-service solu- tions, I expect Independent Bank Group to maintain its current direction. However, we do intend to reduce our Commercial Real Estate concentration over the next three to four years, with M&A activity possibly acceler- ating that process. We’ve managed the Company the same way for 30 years by empowering people with vision to create real change. We will continue to fuel local economies, fo- cused on the following: • Grow our company — provide financing to support our communities, attract and retain deposits, make strategic acquisitions • Enhance shareholder value — principled direction, ef- ficient operations, broadened approach to our stake- holders to support sustainable long-term growth • Build healthy communities — giving back through formal and ancillary support programs • Support our employees through competitive pay and benefits, and holistic wellness programs I am pleased with the performance of the Bank and the corporate culture for which we’re known. The manner within which we connect to the community and deliver a superior banking experience, from the Board to the front lines, is truly inspiring. I look forward to helping guide Independent Bank through additional significant milestones in the coming years.

A HALLMARK OF GIVING Our Company believes that building strong, healthy communities is a fundamental part of building a strong, healthy business. A tangible illustration of this belief is our leadership in helping to establish The Family Health Center at Virginia Parkway. The clinic is a Federally Qualified Health Center in McKinney, Texas that provides a medical home for members of our community who are uninsured or un- derinsured. Independent Bank has led the fundraising efforts to support the long-term operations of the clinic and has spearheaded develop- ment of the clinic’s permanent home. The Family Health Center at Virginia Parkway opened in a temporary location in December 2017, with Independent Bank underwriting the clinic’s initial operations. Now, as a result of approximately $10 million dollars in contri- butions, plans are underway to construct the clinic’s permanent home. In addition, our Company has a vibrant com- munity grants program. This program sup- ports the work of non-profits and focuses on serving low- and moderate-income residents in areas where we believe we can have the most impact. We are committed to serving our customers and the communities in which we do business through active corporate citizenship. $ 2.5 MILLION In Direct Support from Independent Bank

Warmest regards,

David R. Brooks Chairman, President & CEO

2018 Celebrated 30 years in banking Total assets of $9.84 billion

Expanded into the Houston Market Total assets of $3.7 billion April 2014

Expanded our North Texas footprint independent bank fort worth texas entered the Colorado Market Total assets of $8.0 billion April 2017

INDEPENDENT BANK GROUP, INC.

Annual Report 2018

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BUILDING ON OUR STRENGTHS As we grow, we continue to build upon our infrastruc- ture. Our senior-level talent has made tremendous prog- ress managing complex implementations, assimilating information and building relationships across the Bank. DIVIDEND INCREASE AND SHARE REPURCHASE PROGRAM

Our strong performance in 2018 provided ample reason to increase our quarterly dividend. We announced in Q4 a 78% increase in dividends, from 14 CENTS/SHARE in Q4 2018 to 25 CENTS/SHARE in 2019. We were also able regions bank address re-establish a share repurchase program, sup- porting a more progressive approach to enhance share- holder value.

COMMUNITY DEVELOPMENT We proudly serve businesses, civic organizations, families and individuals by providing a full suite of convenient, flexible and easy-to-access products that meet the needs of the communities in which we operate. Building strong, healthy communities is a cornerstone of our corporate culture and as such, we continue to refine our product offerings to best serve new markets and deepen existing relationships. The Company actively supports home ownership and financial literacy programs that help people take control of their finances, which contributes to a thriving local economy and strong, vibrant neighborhoods. Our sharp focus on business lending enables us to provide capital to help entrepreneurs fulfill their unique vision. This serves as a critical first step in the economic development process and drives innovation.

78%

25¢

14¢

2018

2019

TOP WORKPLACE Based on the results of a company-wide survey, we were voted a Top 100 Workplace. Employee feedback and open communication allows us to continually improve and refine the workplace. As such, we reinforced our high-performance, purpose-driven tenets by con- tinuing to enhance employee benefits. INCREASING OUR 401K MATCH Retirement contribution matching moved from a tiered 50% limit to a 100% match (6% cap), providing a significant increase in this important benefit to our employees. HOLDING HEALTH PREMIUMS STEADY Again in 2018, the employee-paid portion of health insurance premiums did not increase, providing employees with access to high-quality healthcare and at a reasonable cost. CORPORATE HEADQUARTERS Our new corporate campus will position us as a premier employer in North Texas, while providing the infrastructure for growth. The building will also provide new opportunities to connect within our community by incorporating common areas for civic organizations and business groups to gather and collaborate.

RISE IN SBA LOAN PRODUCTION

6 TH

70 TH

9 TH

According to the US Small Business Administration, Independent Bank’s 2018 prime login of 504 SBA loans ranked 6th in the state among Texas-based banks, and 70th nationwide. Our 7A SBA independent bank fort worth texas in 2018 ranked 9th in the state among all Texas-based banks.

RISK OVERSIGHT Our holistic approach to risk management centers on the understanding that all employees have a shared owner- ship and must work in concert to protect our customers and safeguard our stakeholders. A newly established Enterprise Risk team oversees our Company's risk man- agement practices.

INDEPENDENT BANK GROUP, INC.

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Annual Report 2018

GROWING OUR BRAND IN STRONG MARKETS

CO

TX

Independent Bank Group operates in four market regions throughout Texas and Colorado: Dallas/Fort Worth, Austin, Houston and the Front Range.

LONG-TERM CORPORATE SUSTAINABILITY The Board and management are enhancing our corporate governance practices to address a modern approach to Environmental, Social and Governance (ESG) issues. We believe that by demonstrating a strong approach to ESG, we will experience a correlation with strong performance. We have adopted a broader concept of “stakeholder” to include employees, customers, communities and society at large; with the intention of forging meaningful partnerships with these stakeholders to achieve sustainable, long-term growth and stewardship. We believe this approach will strengthen the financial performance of our Company and continue to enhance shareholder value.

INDEPENDENT BANK GROUP, INC.

Annual Report 2018

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INDEPENDENT BANK GROUP BOARD OF DIRECTORS

EXECUTIVE LEADERSHIP TEAM

DAVID R. BROOKS Chairman, President & CEO

DAVID R. BROOKS Chairman, President & CEO

DANIEL W. BROOKS Vice Chairman/Chief Risk Officer

DANIEL W. BROOKS Vice Chairman/Chief Risk Officer BRIAN E. HOBART Vice Chairman/Chief Lending Officer

DOUGLAS A. CIFU CEO — Virtu Financial, LLC

WILLIAM E. FAIR Chairman/CEO — Home Abstract and Title Company, Inc.

MICHELLE S. HICKOX Executive Vice President/ Chief Financial Officer JAMES C. WHITE Executive Vice President/ Chief Operations Officer MARK S. HAYNIE Executive Vice President/ General Counsel JAMES P. TIPPIT Executive Vice President/ Corporate Responsibility

MARK K. GORMLEY Partner/Co-Founder — Lee Equity Partners, LLC

CRAIG E. HOLMES Private Investments/Former President & Co-CEO — Global Power Equipment Group, Inc.

J. WEBB JENNINGS III Founder — Salt Investment Partners

TOM C. NICHOLS Private Investments/Former Chairman independent bank fort worth texas CEO — Carlile Bancshares, Inc.

DONALD L. POARCH Partner/Co-Owner — The Sprint Companies

G. STACY SMITH Founder — Trinity Investment Group, LLC

MICHAEL T. VIOLA President — Viola family office

INDEPENDENT BANK GROUP, INC.

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Annual Report 2018

INDEPENDENT BANK EXECUTIVE LEADERSHIP TEAM

FINANCIAL HIGHLIGHTS

in thousands

2018

2017

Total Assets

$9,849,965

$8,684,463

Loans Held for Investment

$7,887,800

$6,474,243

Deposits

$7,737,794

$6,632,822

Net Income

$128,259

$76,512

Earnings per Share (diluted)

$4.33

$2.97

Nonperforming Assets to Total Assets

0.17%

0.26%

Nonperforming Loans to Total Loans (held for investment)

0.16%

0.24%

Net Charge-Offs to Average Loans Outstanding

0.06%

0.01%

Tier 1 Risk-Based Capital Ratio

10.41%

10.05%

Total Risk-Based Capital Ratio

12.58%

12.56%

Total Shareholders’ Equity

$1,606,433

$1,336,018

INDEPENDENT BANK GROUP, INC.

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Annual Report 2018

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

(Mark One) ANNUAL REPORT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For The Fiscal Year Ended December 31, 2018. TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

to

.

Commission file number 001-35854 Independent Bank Group, Inc. (Exact name of registrant as specified in its charter) Texas

13-4219346

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

1600 Redbud Boulevard, Suite 400 McKinney, Texas (Address of principal executive offices)

75069-3257

(Zip Code)

(972) 562-9004 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act:

Name of Each Exchange on which Registered The Nasdaq Stock Market, LLC, Global Select Market

Title of Each Class

Common Stock, par value $0.01 per share

Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not fifth third bank car loan login contained to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No The aggregate market value of the shares of common stock held by non-affiliates based on the closing price of the common stock on the Nasdaq Global Select Market on June 30, 2018 was approximately $1,433,997,070. At February 26, 2019, the Company had outstanding 43,769,689 independent bank fort worth texas of common stock, par value $.01 per share. Documents Incorporated By Reference: Portions of the Company’s Proxy Statement relating to the 2019 Annual Meeting of Shareholders, which will be filed within 120 days after December 31, 2018, are incorporated by reference into Part III, Items 10 - 14 of this Annual Report on Form 10-K.

INDEPENDENT BANK GROUP, INC. AND SUBSIDIARIES Annual Report on Form 10-K December 31, 2018

PART I

Item 1.

Business

1 14 29 29 29 30 30 33 35 70 70 70 70 73 73 73 73 73 73

Item 1A. Item 1B.

Risk Factors

Unresolved Staff Comments

Item 2. Item 3. Item 4.

Properties

Legal Proceedings

Mine Safety Disclosures

PART II

Item 5.

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 6.

Selected Financial Data

Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 7A.

Quantitative and Qualitative Disclosures about Market Risk

Item 8.

Financial Statements and Supplementary Data

Item 9.

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Item 9A.

Controls and Procedures

Item 9B.

Other Information

PART III

Item 10.

Directors, Executive Officers and Corporate Governance

Item 11.

Executive Compensation

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 13.

Certain Relationships and Related Transactions, and Director Independence

Item 14.

Principal Accountant Fees and Services

PART IV Item 15.

Exhibits and Financial Statement Schedules

74 137

Item 16.

Form 10-K Summary

Signatures

PART I

ITEM 1. BUSINESS

The disclosures set forth in this item are qualified by Item 1A. Risk Factors, and the section captioned “Forward-Looking Statements” in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of this report and other cautionary statements set forth elsewhere in this report.

General

Independent Bank Group, Inc. (the “Company”) is a registered bank holding company headquartered in McKinney, Texas, which is located in the northern portion of the Dallas-Fort Worth metropolitan area. The Company was organized as a Texas corporation on September 20, 2002. Through the Company’s wholly owned subsidiary, Independent Bank, a Texas state chartered bank, the Company provides a wide range of relationship-driven commercial banking products and services tailored to meet the needs of businesses, professionals and individuals. The Company operates through its branch banking offices in the Dallas/North Texas area, including McKinney, Dallas, Fort Worth, and Sherman/Denison, the Austin/Central Texas area, including Austin and Waco, the Houston Texas metropolitan area and along the Colorado Front Range area, including Denver, Colorado Springs and Fort Collins. As of December 31, 2018, the Company had consolidated total assets of approximately $9.8 billion, total loans of approximately $7.8 billion, total deposits of approximately $7.7 billion and total stockholders’ equity of approximately $1.6 billion. The Company’s primary function is to own all of the stock of Independent Bank. Independent Bank is a locally managed community bank that seeks to provide personal attention and professional assistance to its customer base, which consists principally of small to medium sized businesses, professionals and individuals. Independent Bank’s philosophy includes offering direct access to its officers and personnel, providing friendly, informed and courteous service, local and timely decision making, flexible and reasonable operating procedures, and consistently applied credit policies.

The Company’s common stock is traded on the Nasdaq Global Select Market under the symbol "IBTX".

Business Strategy

The Company operates based upon the following core strategies, which the Company designed to enhance shareholder value by growing strategically while preserving asset quality, improving efficiency and increasing profitability: Grow Organically. The Company focuses on continued organic growth through the Company’s existing footprint and business lines. The Company plans to follow a community-focused, relationship-driven customer strategy to increase loans and deposits through the Company’s existing locations. Preserving the safety and soundness of the Company’s loan portfolio is a fundamental element of the Company’s organic growth strategy. The Company has a strong and conservative credit culture, which allows the Company to maintain its asset quality as the Company grows. In addition, the Company has established an enterprise risk management function to identify and mitigate risk on a Company wide basis to support continued growth.

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Grow Through Acquisitions. The Company plans to continue to take advantage of opportunities to acquire other banking franchises both within and outside the Company’s current footprint. Since mid-2010, the Company has completed eleven acquisitions that the Company believes have enhanced shareholder value and the Company’s market presence. The following table summarizes each of the eleven acquisitions completed since 2010.

Fair Value of Total Assets Acquired (dollars in thousands)

Acquired Institution/Market

Date of Acquisition

Town Center Bank Dallas/North Texas

July 31, 2010

$37,451

Farmersville Bancshares, Inc. Dallas/North Texas I Bank Holding Company, Inc. Austin/Central Texas The Community Group, Inc. Dallas/North Texas

September 30, 2010

99,420

April 1, 2012

172,587

October 1, 2012

110,967

Collin Bank Dallas/North Texas

November 30, 2013

168,320

Live Oak Financial Corp. Dallas/North Texas

January 1, 2014

131,008

BOH Holdings, Inc. Houston, Texas

April 15, 2014

1,188,893

Houston City Bancshares, Inc. Houston, Texas

October 1, 2014

350,747

Grand Bank Dallas, Texas

November 1, 2015

620,196

Carlile Bancshares, Inc. Dallas/North Texas, Central Texas, Colorado Front Range

April 1, 2017

2,444,155

Integrity Bancshares, Inc. Houston, Texas

June 1, 2018

851,875

The rockland news of Carlile Bancshares, Inc. (Carlile), and its wholly owned subsidiary, Northstar Bank (Northstar), represented the Company’s expansion in the Dallas/North Texas and Central Texas areas as well as its entry into the Fort Worth, Texas and Colorado Front Range markets. The Company acquired 42 new locations as part of the transaction. The assets acquired in this acquisition represented 82.2% of the Company’s asset growth in 2017. The Integrity Bancshares, Inc. acquisition represented the Company’s continued expansion in the Houston metropolitan area. Through this acquisition, the Company added four locations in attractive sub markets in the Houston area and added approximately $852 million in assets. The assets acquired in this acquisition represented 73% of the Company’s asset growth in 2018. Subsequent Acquisition of Guaranty Bancorp On January 1, 2019, the Wachovia bank corporate address completed the acquisition of Guaranty Bancorp (Guaranty), and its subsidiary, Guaranty Bank and Trust Company (Guaranty Bank). As a result of the acquisition, the Company added 32 full service banking locations along the Colorado Front Range including locations throughout the Denver metropolitan area and along I-25 to Fort Collins, expanding the Company's footprint in Colorado. The Company's estimated fair value of assets acquired as of January 1, 2019 is approximately $3.9 billion. Subsequent Alignment of Retail Footprint. On February 21, 2019, Independent Bank announced plans to rebalance its retail footprint by consolidating locations in Colorado and Texas. Independent Bank will consolidate eight branches in Colorado and four branches in Texas as part of this plan. As a result of the planned branch consolidation, Independent Bank will have a total of 93 banking locations, with 61 Texas locations and 32 Colorado locations. These changes will reduce overlapping locations and improve efficiency, while keeping Independent Bank well-positioned to support existing customers and future growth. Future Opportunities. The Company plans to explore additional opportunities in the growing sub markets within the Company’s current market regions and attractive new markets in Texas such as San Antonio. Factors considered by the Company to evaluate expansion opportunities include (a) similar management and operating philosophy, (b) accretive to earnings and increase shareholder value, (c) ability to improve efficiency, (d) strategic expansion of Company footprint and (e) enhance market presence in existing markets. The Company has a scalable infrastructure and experienced acquisition team which it believes will enable the Company to successfully integrate acquired banks. The Company intends to remain disciplined in its approach to acquisitions using appropriate valuation metrics.

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Improve Efficiency and Increase Profitability. The Company employs a systematic and calculated approach to increasing the Company’s profitability and improving the Company’s efficiencies. The Company continues to update its operating capabilities and create synergies within the Company in the areas of technology, data processing, finance, compliance and human resources. The Company believes that the Company’s scalable infrastructure provides the Company with an efficient operating platform from which to grow in the near term without incurring significant incremental noninterest expenses, which will enhance the Company’s returns. Independent’s Community Banking Services The Independent Way. Nearly a century after the Company’s beginning, the Company’s dedication to serving the needs of businesses and individuals in the Company’s communities remains stronger than ever. The Company strives to provide the Company’s customers with innovative financial products and services, local decision making and a level of service and responsiveness that is second to none. The Company’s innovative and independent spirit is balanced by adherence to fundamental banking principles that have enabled the Company to remain strong, sound and financially secure even during challenging economic times. The Company is also steeped in a tradition of civic pride as evidenced by the investment of the Company’s time, energies and financial resources in many local organizations to improve and benefit the Company’s communities. Lending Operations. Through Independent Bank, the Company offers a broad range of commercial and retail lending products to businesses, professionals and individuals. Commercial lending products include owner-occupied commercial real estate loans, interim construction loans, commercial loans (such as SBA guaranteed loans, business term loans, equipment lease financing, lines of credit and energy related loans) to a diversified mix of small and midsized businesses, and loans to professionals, including medical practices. Retail lending products include residential first and second mortgage loans and consumer installment loans, such as loans to purchase cars, boats and other recreational vehicles. The Company’s strategy is to maintain a broadly diversified loan portfolio by type and location. The Company’s loan portfolio consists of real estate loans, commercial and industrial loans, residential mortgage loans, residential construction loans, agricultural loans and consumer loans. Real estate secured loans are spread among a variety of types of borrowers, including owner occupied offices for small businesses, medical practices and offices, retail operations and multi-family properties. The Company’s loans are diversified geographically throughout the Company’s Dallas/North Texas region (approximately 49%), the Company’s Houston region (approximately 27%), the Company’s Austin/Central Texas region (approximately 18%) and the Company's Colorado Front Range region (approximately 6%). See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Loan Portfolio” for a more detailed description of the Company’s lending operations. Deposits. Deposits are the Company’s principal source of funds for use in lending and other general banking purposes. The Company provides a full range of deposit products and services, including a variety of checking and savings accounts, debit cards, online banking, mobile banking, eStatements and bank-by-mail and direct deposit services. The Company also offers business accounts and management services, including analyzed business checking, business savings, and treasury management services. The Company solicits deposits through its relationship-driven team of dedicated and accessible bankers and through community focused marketing. The Company also utilizes an experienced Treasury Management team to solicit and manage large deposit relationships. Other Services. In connection with our relationship driven approach to our customers, the Company offers residential mortgages through our mortgage brokerage division. As a mortgage broker, the Company originates residential mortgages which are sold into the secondary market shortly after closing. The Company also supports residential mortgage operations through a mortgage warehouse program. The Company provides wealth management services to its customers through Private Capital Management, LLC, a registered investment advisory firm, which became a us bank lifemiles visa secured owned subsidiary of Independent Bank as part of the Guaranty acquisition.

Competition

The Company competes in the commercial banking industry solely through Independent Bank and firmly believes that Independent Bank’s long-standing presence in the community and personal service philosophy enhance the Company’s ability to attract and retain customers. This industry is highly competitive, and Independent Bank faces strong direct competition for deposits, loans and other financial-related services. The Company competes with other commercial banks, thrifts and credit unions. Although some of these competitors are situated locally, others have statewide or nationwide presence. In addition, the

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Company competes with large banks in major financial centers and other financial intermediaries, such as consumer finance companies, brokerage firms, mortgage banking companies, insurance companies, securities firms, mutual funds and certain government agencies as well as major retailers, all actively engaged in providing various types of loans and other financial services. The Company believes that its banking professionals, the range and quality of products that the Company offers, its market presence, and its emphasis on building long-lasting relationships cibo matto caffe mansfield ma Independent Bank from its competitors. According to S&P Global Market Intelligence, as of June 30, 2018, the Company had the 13 th largest deposit market share in Texas and the 37 th largest deposit market share in Colorado. With the acquisition of Guaranty, the Company's proforma market share is the 8th largest deposit market in Colorado. We believe that our strong market share is a reflection of the Company’s ability to compete with more prominent banking franchises in our markets.

Employees

As of December 31, 2018, the Company employed approximately 1087 persons. The Company provides extensive training to its employees in an effort to ensure that the Company’s customers receive superior customer service. None of the Company’s employees are represented by any collective bargaining unit or are parties to a collective bargaining agreement. The Company believes that the Company’s relations with the Company’s employees are good.

Available Information

The Company files reports, proxy statements and other information with the Securities and Exchange Commission, or SEC, under the Securities Exchange Act of 1934, as amended. You may read and copy this information at the SEC’s Public Reference Room, 100 F Street, N.E., Washington, D.C. 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC also maintains an Internet site that contains reports, proxy and information statements and other information about issuers, like the Company, who file electronically with the SEC. The address of that site is http://www.sec.gov. Documents filed by the Company with the SEC are available from the Company without charge (except for exhibits to the documents). You may obtain documents filed by the Company with the SEC by requesting them in writing or by telephone from the Company at the following address:

Independent Bank Group, Inc. 1600 Redbud Boulevard, Suite 400

McKinney, Texas 75069-3257 Attention: Michelle S. Hickox Executive Vice President and Chief Financial Officer Telephone: (972) 562-9004 www.ibtx.com

Documents filed by the Company with the SEC are also available on the Company’s website, www.ibtx.com. Information furnished by the Company and information on, or accessible through, the SEC’s or the Company’s website is not part of this Annual Report on Form 10-K. Supervision and Regulation General. The U.S. banking industry is highly regulated under federal and state law. Consequently, the growth and earnings performance of the Company and its subsidiaries will be affected not only by management decisions and general and local economic conditions, but also by the statutes administered by, and the regulations and policies of, various governmental regulatory authorities. These authorities include the Board of Governors of the Federal Reserve System, or Federal Reserve, the Federal Deposit Insurance Corporation, or the FDIC, the Office of the Comptroller of the Currency, or the OCC, the Texas Department of Banking, or TDB, the Consumer Financial Protection Bureau, or the CFPB, the SEC, the Internal Revenue Service and state taxing authorities. The effect of these statutes, regulations and policies, and any changes to such statutes, regulations and policies, can be significant and cannot be predicted. The primary goals of the bank regulatory scheme are to maintain a safe and sound banking system and to facilitate the conduct of sound monetary policy. The system of supervision and regulation applicable to the Company and its subsidiaries establishes a comprehensive framework for their respective operations and is intended primarily for the protection of the FDIC’s deposit

4

insurance fund, the banks’ depositors and the public, rather than the Company’s shareholders or creditors. The description below summarizes certain elements of the applicable bank regulatory framework. This description is not intended to describe all laws and regulations applicable to the Company and its subsidiaries, and the description is qualified in its entirety by reference to the full text of the statutes, regulations, policies, interpretive letters and other written guidance that are described herein. The Dodd-Frank Act. The Dodd-Frank Wall Street Reform and Consumer Protection Act, known as the Dodd-Frank Act, was signed into law on July 21, 2010. The Dodd-Frank Act has had a broad impact on the regulation and operation of financial institutions. The Dodd-Frank Act codified the “source of strength” doctrine, authorized the CFPB and implemented new mortgage lending rules, established a risk retention rule, imposed limitations on trading activities, made permanent the deposit insurance limit of $250,000 and increased the minimum Deposit Insurance Fund reserve ratio, enhanced the restrictions on transactions with affiliates, and expanded corporate governance requirements and executive compensation limitations for U.S. public companies. The changes resulting from the Dodd-Frank Act are incorporated in the discussion of supervision and regulation of the Company and Independent Bank below. As a bank holding company, the Company is subject to regulation under the Bank Holding Company Act of 1956, or the BHC Act, and to supervision, examination and enforcement by the Federal Reserve. The BHC Act and other federal laws subject bank holding companies to particular restrictions on the types of activities in which they may engage, and to a range of supervisory requirements and activities, including regulatory enforcement actions for violations of laws and regulations. The Federal Reserve’s jurisdiction also extends to any company that the Company directly or indirectly controls, such as the Company’s nonbank subsidiaries. Regulatory Restrictions on Dividends; Source of Strength. The Company is regarded as a legal entity separate and distinct from Independent Bank. The principal source of the Company’s revenues is dividends received from Independent Bank. As described in more detail below, Texas state law places limitations on the amount that state banks may pay in dividends, which Independent Bank must adhere to when paying dividends to the Company. The Federal Reserve has issued a policy statement that provides that a bank holding company should not pay dividends unless (a) its net income over the last four quarters (net of dividends paid) has platinumoffer sufficient to fully fund the dividends, (b) the prospective rate of earnings retention appears to be consistent with the capital needs, asset quality and overall financial condition of the bank holding company and its subsidiaries and (c) the bank holding company will continue to meet minimum required capital adequacy ratios. Accordingly, the Company should not pay cash dividends that exceed its net income in any year or that can only be funded in ways that weaken its ability to serve as a source of financial strength for its banking subsidiaries, including by borrowing money to pay dividends. Under Federal Reserve policy, bank holding companies have historically been required to act as a source of financial and managerial strength to each of its banking subsidiaries, and the Dodd-Frank Act codified this policy as a statutory requirement. Under this requirement, the Company is expected to commit resources to support Independent Bank, including at times when the Company may not be in a financial position to provide such resources. Any capital loans by a bank holding company to any of its subsidiary banks are subordinate in right of payment to deposits and to certain other indebtedness of such subsidiary banks. As discussed below, a bank holding company, in certain circumstances, could be required to guarantee the capital restoration plan of an undercapitalized banking subsidiary. If the capital of Independent Bank were to become impaired, the Federal Reserve could assess the Company for the deficiency. If the Company failed to pay the assessment within three months, the Federal Reserve could order the sale of the Company’s stock in Independent Bank to cover the deficiency. Scope of Permissible Activities. Under the BHC Act, the Company is prohibited from acquiring a direct or indirect interest in or control of more than 5% of the voting shares of any company that is not a bank or financial holding company and from engaging directly or indirectly in activities other than those of banking, managing or controlling banks or furnishing services to or performing services for its subsidiary banks, except that the Company may engage in, directly or indirectly, and may own shares of companies engaged in, certain activities found by the Federal Reserve to be so closely related to banking or managing and controlling banks as to be a proper. These activities include, among others, operating a mortgage, finance, credit card or factoring company; performing certain data processing operations; providing investment and financial advice; acting as an insurance agent for certain types of credit-related insurance; leasing personal property on a full-payout, nonoperating basis; and providing certain stock brokerage and investment advisory services. In approving acquisitions or the addition of activities, the Federal Reserve considers, among other things, whether the acquisition or the additional activities can reasonably be expected to produce benefits to the public, such as greater convenience, increased competition, or gains in efficiency, that outweigh such possible adverse effects as undue concentration of resources, decreased or unfair competition, conflicts of interest or unsound banking practices. Independent Bank Group as a Bank Holding Company

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Notwithstanding the foregoing, the Gramm-Leach-Bliley Act, also known as the Financial Services Modernization Act of 1999, effective March 11, 2000, or the GLB Act, amended the BHC Act and eliminated the barriers to affiliations among banks, securities firms, insurance companies and other financial service providers. The GLB Act permits bank holding companies to become financial holding companies and thereby affiliate with securities firms and insurance companies and engage in other activities that are financial in nature. The GLB Act defines “financial in nature” to include securities underwriting, dealing and market making; sponsoring mutual funds and investment companies; insurance underwriting and agency; merchant banking activities; and activities that the Federal Reserve has determined to be closely related to banking. No regulatory approval will be required for a financial holding company to acquire a company, other than a bank or savings association, engaged in activities that are financial in nature or incidental to activities that are financial in nature, as determined by the Federal Reserve. Safe and Sound Banking Practices. Bank holding companies are not permitted to engage in unsafe and unsound banking practices. The Federal Reserve’s capital regulations and Regulation Y, for example, generally requires a bank holding company to receive prior approval of and/or provide the Federal Reserve with prior notice of any redemption or repurchase of its own equity securities. The Federal Reserve may oppose the transaction if it believes that the transaction would constitute an unsafe or unsound practice or would violate any law or regulation. In certain circumstances, the Federal Reserve could take the position that paying a dividend would constitute an unsafe or unsound banking practice. The Federal Reserve has broad authority to prohibit activities of bank holding companies and their nonbanking subsidiaries which represent unsafe and unsound banking practices or which constitute violations of laws or regulations, and can assess civil money penalties for certain activities conducted on a knowing and reckless basis, if those activities caused a substantial loss to a depository institution. The penalties can be as high as one million dollars ($1,000,000) for each day the activity continues. Anti-Tying Restrictions. Bank holding companies and their affiliates are prohibited from tying the provision of certain services, such as extensions of credit, to other nonbanking services offered by a bank holding company or its affiliates. Capital Adequacy Requirements. The Federal Reserve has historically utilized a system based upon risk-based capital guidelines under a two-tier capital framework to evaluate the capital adequacy of bank holding companies. Tier 1 capital generally consists of common stockholders’ equity, retained earnings, a limited amount of qualifying perpetual preferred stock, qualifying trust preferred securities and noncontrolling interests in the equity accounts of consolidated subsidiaries, less goodwill and certain intangibles. Tier 2 capital generally consists of certain hybrid capital instruments and perpetual debt, mandatory convertible debt securities and a limited amount of subordinated debt, qualifying preferred stock, loan loss allowance, and unrealized holding gains on certain equity securities. The regulatory capital requirements are applicable to the Company because its total consolidated assets equal more than $1 billion. Independent Bank is subject to the capital requirements of the FDIC. Under the guidelines, specific categories of assets are assigned different risk weights, based generally on the perceived credit risk of the asset. These risk weights are multiplied by corresponding asset balances to determine a “risk-weighted” asset base. Historically, the guidelines required a minimum ratio of total capital to total risk-weighted assets of 8.0% (of which at least 4.0% was required to consist of Tier 1 capital elements). Total capital is the sum of Tier 1 and Tier 2 capital. Risk-weighted assets exclude intangible assets such as goodwill and core deposit intangibles. In addition to the risk-based capital guidelines, the Federal Reserve uses a leverage ratio as an additional tool to evaluate the capital adequacy of bank holding companies. The leverage ratio is a company’s Tier 1 capital divided by its average total consolidated assets. In general, bank holding companies were required to maintain a leverage ratio of at least 4.0%. The federal banking agencies’ risk-based and leverage capital ratios are minimum supervisory ratios generally applicable to banking organizations that meet certain specified criteria. Banking organizations not meeting these criteria are expected to operate with capital positions well above the minimum ratios. The federal bank regulatory agencies may set capital requirements for a particular banking organization that are higher than the minimum ratios when circumstances warrant. Federal Reserve guidelines also provide that banking organizations experiencing internal growth or making acquisitions must maintain strong capital positions substantially above the minimum supervisory levels, without significant reliance on intangible assets. On July 2, 2013, the Federal Reserve approved a final rule implementing the revised capital standards issued by the Basel Committee on Banking Supervision, commonly known as “Basel III,” as well as additional capital reforms required by the Dodd-Frank Act. This final rule, which became fully phased-in on January 1, 2019, requires bank holding companies and their bank subsidiaries to maintain substantially more capital, with a greater emphasis on common equity.

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The new final capital framework, among other things, (i) introduces as a new capital measure “Common Equity Tier 1,” or CET1, (ii) specifies that Tier 1 capital consists of CET1 and “Additional Tier 1 capital” instruments meeting specified requirements, (iii) defines CET1 narrowly by requiring that most adjustments to regulatory capital measures be made to CET1 and not to the other components of capital and (iv) expands the scope of the adjustments as compared to the prior regulations. As now fully phased-in the new capital rule requires, among other things, a new common equity Tier 1 risk-based ratio with a minimum required ratio of 4.5% of total assets and an increase in the minimum required amount of Tier 1 capital from the current level of 4% of total assets to 6% of total risk weighted assets and the continuation of the requirement to maintain total capital of 8% of total risk-weighted assets and a leverage ratio of 4%. The Company became subject to the new capital rules on January 1, 2015. A number of changes in what constitutes regulatory capital compared to the rules in effect prior to January 1, 2015 were subject to transition periods. These changes include the phasing-out of certain instruments as qualifying capital. Mortgage servicing rights and deferred tax assets over designated percentages of CET1 are deducted from capital. In addition, Tier 1 capital includes accumulated other comprehensive income, which includes all unrealized gains and losses on available for sale debt and equity securities. However, because of our asset size, we were eligible for the one-time option of permanently opting out of the inclusion of unrealized gains and losses on available for sale debt and equity securities in our capital calculations. We elected this option. For purposes of determining risk-based capital, assets and certain off-balance sheet items are risk-weighted from 0% to 1,250%, depending on the risk characteristics of the asset or item. The new regulations make certain changes in the risk-weighting of assets to better reflect credit risk and other risk exposure compared to the earlier capital rules. These include a 150% risk weight (up from 100%) for certain high volatility commercial real estate acquisition, development and construction loans and for non- residential mortgage loans that are 90 days past due or otherwise in nonaccrual status; a 20% (up from 0%) credit conversion factor for the unused portion of a commitment with an original maturity of one year or less that is not unconditionally cancellable; and a 250% risk weight (up from 100%) for mortgage servicing rights and deferred tax assets that are not deducted from capital. In addition to the minimum CET1, Tier 1 and total risk-based capital ratios, the Company and Independent Bank must maintain a capital conservation buffer consisting of additional CET1 capital greater than 2.5% of risk-weighted assets above the required minimum levels in order to avoid limitations on paying dividends, repurchasing shares, and paying discretionary bonuses. The new capital conservation buffer requirement began on January 1, 2016 when a buffer greater than 0.625% of risk-weighted assets was required, and increased each year until the buffer requirement was fully implemented on January 1, 2019. Under the FRB’s prompt corrective action standards, in order to be considered well-capitalized, Independent Bank must have a ratio of CET1 capital to risk-weighted assets of 6.5%, a ratio of Tier 1 capital to risk-weighted assets of 8%, a ratio of total capital to risk-weighted assets of 10%, and a leverage ratio of 5%; and must not be subject to any written agreement, order, capital directive, or prompt corrective action directive to meet and maintain a specific capital level for any capital measure. In order to be considered adequately capitalized, an institution must have the minimum capital ratios described above. As of December 31, 2018, Independent Bank was “well-capitalized.” An institution that is not well capitalized is subject to certain restrictions on brokered deposits and interest rates on deposits. The Federal Reserve’s capital regulations and Regulation Y generally require a bank holding company to receive the happy state bank locations amarillo approval of and/or independent bank fort worth texas the Federal Reserve with prior notice of any redemption or repurchase of its own equity securities. Interchange Fees. The Durbin Amendment to the Dodd-Frank Act limits the amount of interchange fees that banks with assets of $10 billion or more may charge to process electronic debit transactions. An issuer must begin complying with the Durbin Amendment no later than July 1 of the next calendar year after the issuer crosses the $10 billion threshold. The Company and Independent Bank exceeded $10 comenity bank pottery barn card in total consolidated assets upon consummation of the merger of the Company with Guaranty Bancorp and the merger of Independent Bank with Guaranty Bank and Trust Company, both on January 1, 2019. Thus, Independent Bank will become subject to the rule on July 1, 2020, Under the Durbin Amendment and the Federal Reserve’s implementing regulations, bank issuers who are not exempt may only receive an interchange fee from merchants that is reasonable and proportional to the cost of clearing the transaction. The maximum permissible interchange fee is equal to no more than $0.21 plus 5 basis points of the transaction value for many types of debit interchange transactions. A debit card issuer may also recover $0.01 per transaction for fraud prevention purposes if the issuer complies with certain fraud-related requirements required by the Federal Reserve. In addition, the Federal Reserve has rules governing routing and exclusivity that require issuers to offer two unaffiliated networks for routing transactions on each debit or prepaid product.

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OFFICE DETAILS

Independent Bank Fort Worth branch is one of the 95 offices of the bank and has been serving the financial needs of their customers in Fort Worth, Tarrant county, Texas since 1970. Fort Worth office is located at 1300 South University Drive, Fort Worth. You can also contact the bank by calling the branch phone number at 817-698-7188

Independent Bank Fort Worth branch operates as a full service brick and mortar office. For lobby hours, drive-up hours and online banking services please visit the official website of the bank at www.independent-bank.com. You can edit branch details by clicking here if you believe the information is incomplete, incorrect, out of date or misleading.

BRANCH HOURS

• ■ Monday:9:00am - 5:00pm

• ■ Tuesday:9:00am - 5:00pm

• ■ Wednesday:9:00am - 5:00pm

• ■ Thursday:9:00am - 5:00pm

• ■ Friday:9:00am - 5:00pm

• ■ Saturday:Closed

• ■ Sunday:Closed

Independent Bank Fort Worth is open Monday to Friday and closed on Saturdays and Sundays. The branch opens at 9:00am in the morning. Working hours for Fort Worth branch are listed on the independent bank fort worth texas above. Note that this data is based on regular opening and closing hours of Independent Bank and may also be subject to changes. Please call the branch at 817-698-7188 to verify hours before visiting.

BANK INFORMATION

• Bank Name:Independent Bank

• Bank Type:Federal Reserve Non-member Bank

• FDIC Insurance:Certificate #3076

• Routing Number:N/A

• Online Banking:independent-bank.com

• Branch Count:95 Offices in 2 states

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Carlile Bancshares, through Northstar Bank, operates 24 full service banking locations in Texas and 18 full service banking locations in Colorado. As of September 30, 2016, Carlile Bancshares, Inc., on a consolidated basis, reported total assets of $2.3 billion, total deposits of $1.9 billion, and total equity capital of $385 million. Based upon its September 30, 2016 balance sheet, Independent Bank Group would have total assets of approximately $8.0 billion upon completion of the transaction.

Independent Bank Group Chairman and Chief Executive Officer David R. Brooks stated, “The acquisition of Carlile Bancshares represents the continuation of our planned growth through the acquisition of quality banks in attractive new markets. This acquisition marks our entry into Fort Worth and surrounding sub markets, expanding our presence in the Dallas/Fort Worth market region, as well as into Colorado, with locations along the dynamic I-25 corridor from Denver to Colorado Springs.” Mr. Brooks continued, “Northstar Bank brings a quality and committed management team as well as a dedicated group of employees. We are delighted to welcome Northstar Bank’s clients, shareholders, and employees to Independent Bank Group.”

Tom C. Nichols, Chairman of the Board of Carlile Bancshares said, “We are excited to join an organization that shares our approach to community banking. Our clients and employees will benefit by joining a bank with a commitment to customer service and corporate responsibility. We believe our franchise will meaningfully contribute to the combined institution and that Independent Bank Group is the ideal partner for the long-term value of our shareholders.”

Under the terms of the Agreement, Independent Bank Group will issue shares of Independent Bank Group common stock to the shareholders of Carlile Bancshares and pay cash to Carlile Bancshares option holders. The number of shares of Independent Bank Group common stock to be issued to Carlile Bancshares shareholders is based upon aggregate merger consideration of $434 million divided by an agreed price of $47.40 per share of Independent Bank Group common stock, adjusted for the aggregate amount of cash to be paid to option holders. Based upon the Independent Bank Group stock price of $53.95 per share as of November 18, 2016, Independent Bank Group would issue approximately 8.9 million shares and pay cash in the amount of approximately $13.7 million. The $434 million figure used to calculate the merger consideration will be reduced on a dollar for dollar basis if the tangible equity of Carlile Bancshares is less than $200 million at closing. Carlile Bancshares is permitted to pay a pre-closing cash distribution to its shareholders in an aggregate amount of up to $55,250,000.

In anticipation of the transaction, Independent Bank Group today entered into securities purchase agreements with a limited number of institutional investors pursuant to which Independent Bank Group agreed to sell in a private placement an aggregate of 400,000 shares of Independent Bank Group common stock at a purchase price of $52.50 per share. The gross proceeds of the sale of these shares are $21 million. Independent Bank Group will use the proceeds of the offering to make the cash payment to the Carlile Bancshares option holders, and as capital to support growth. Under the offering, Independent Bank Group is obligated to register the shares sold in the offering within 30 days.

As part of the transaction, Mr. Nichols and at least two additional representatives of Carlile Bancshares will join the Board of Directors of Independent Bank Group. The Agreement provides that the Carlile Bancshares directors to be added to the Independent Bank Group Board will represent at least 25% of the Independent Bank Group Board after completion of us federal holidays 2017 calendar transaction.

The merger has been approved by the Boards of Directors of both companies and is expected to close during the second quarter of 2017, although delays may occur. The transaction is subject to certain conditions, including the approval by shareholders of Independent Bank Group and Carlile Bancshares, and customary regulatory approvals.

Independent Bank Group was advised in this transaction by Stephens Inc., as financial advisor and sole placement agent in the private placement. Haynie Rake Repass & Klimko, P.C. and Andrews Kurth Kenyon LLP acted as legal counsel to Independent Bank Group, and Covington & Burling LLP served as legal counsel to the placement agent. Carlile Bancshares was advised by Sandler + O’Neill Partners, L.P., as financial advisor, and Fenimore, Kay, Harrison & Ford, LLP, as legal counsel.

In addition to the information contained within this announcement, an Investor Presentation has been posted on Independent Bank Group’s website (www.ibtx.com) containing additional information regarding this transaction. A conference call covering the acquisition will be held on Tuesday, November 22, 2016 at 8:00 am (CST) and can be accessed by calling (877) 303-7611 and by identifying conference ID number 21916960. A recording of the conference call will be available from November 22, 2016 through November 29, 2016 by accessing our website.

About Independent Bank Group

Independent Bank Group, through its wholly owned subsidiary, Independent Bank, provides a wide range of relationship-driven commercial banking products and services tailored to meet the needs of businesses, professionals and individuals. Independent Bank Group operates 41 banking offices in three market regions in the Dallas/Ft. Worth, Austin, and Houston, Texas areas.

In connection with the proposed acquisition independent bank fort worth texas Carlile Bancshares, Independent Bank Group will file with the Securities and Exchange Commission a registration statement on Form S-4 to register the shares of Independent Bank Group’s common stock to be issued to the shareholders of Carlile Bancshares. The registration statement will include a proxy statement/prospectus which will be sent to the shareholders of Independent Bank Group and Carlile Bancshares seeking their approval of the proposed transaction.

WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT ON FORM S-4, THE PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IN CONNECTION WITH THE PROPOSED TRANSACTION BECAUSE THESE DOCUMENTS DO AND WILL CONTAIN IMPORTANT INFORMATION ABOUT INDEPENDENT BANK GROUP AND CARLILE BANCSHARES, AND THE PROPOSED TRANSACTION.

Investors and security holders may obtain copies of these documents free of charge through the website maintained by the Securities and Exchange Commission at www.sec.gov or from Independent Bank Group at its website, www.ibtx.com. Documents filed with the SEC by Independent Bank Group will be available free of charge by directing a request by telephone or mail to Independent Bank Group, Inc., 1600 Redbud Blvd., Suite 400, McKinney, Texas 75069, 972-562-9004.

Risks and Uncertainties

Risks and uncertainties of the transaction include but are not limited to whether Independent Bank Group can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the trading price of Independent Bank Group common stock; the possibility that credit quality could deteriorate; actions of competitors; costs of existing litigation and any potential legal claims that might arise in the future; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Independent Bank Group’s securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; and economic conditions, including current rate fluctuations and interest rate fluctuation. These and various other factors are discussed in Independent Bank Group’s Annual Report on Form 10-K for the year ended December 31, 2015 and its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2016, June 30, mufg and union bank, and September 30, 2016, and other reports and statements that Independent Bank Group has filed with the SEC.

Contacts:

Analysts/Investors:

Michelle Hickox
Executive Vice President and Chief Financial Officer
(972) 562-9004
[email protected]

Media:

Peggy Smolen
Marketing Director
(972) 562-9004
[email protected]