NATIONAL BANK HOLDINGS CORP : Results of Operations and Financial Condition, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)

Item 2.02. Results of Operations and Financial Conditions. *

On January 24, 2023, National Bank Holdings Corporation ("NBHC") issued a press release announcing its financial results for the quarter ended December 31, 2022, which press release is furnished as Exhibit 99.1 hereto, except for such portions that are being "filed" as specified under Item 9.01 below, and is incorporated herein by reference.

Item 7.01. Regulation FD Disclosure. *

On January 24, 2023, NBHC issued, distributed, made available to investors, and posted on its website, the press release and accompanying financial tables reflecting its financial results for the quarter ended December 31, 2022, also furnished as Exhibit 99.1 hereto, except for such portions that are being "filed" as specified under Item 9.01 below, and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits. *

The information included in Exhibit 99.1 hereto, except for the quoted statements of Tim Laney set forth in the first and second full paragraphs thereof, shall be deemed "filed" for purposes of the Securities Exchange Act of 1934, as amended, and therefore shall be deemed incorporated by reference into the filings of NBHC under the Securities Act of 1933, as amended. The quoted statements of Tim Laney set forth in the first and second full paragraphs of Exhibit 99.1 hereto are being "furnished" to the Securities and Exchange Commission as provided pursuant to General Instruction B.2 of Form 8-K.

(d) Exhibits

Exhibit No. Description of Exhibit

   99.1          Press release dated January 24, 2023
    104        Cover Page Interactive Data File (embedded within the Inline XBRL
               document and contained in Exhibit 101)

*Except for such portions that are "filed" as specified under Item 9.01 of this report, the information contained in this report and the exhibits attached hereto, is being "furnished" and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any registration statement or other filings of the Registrant under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing.

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