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October 4, 2023
Bryan R. McKeag
Chief Financial Officer
Heartland Financial USA, Inc.
1800 Larimer Street
Suite 1800
Denver, Colorado 80202
Re:Heartland Financial USA, Inc.
Form 10-Q for Quarterly Period Ended June 30, 2023
Filed August 4, 2023
File No. 001-15393
Dear Bryan R. McKeag:
            We have conducted a limited review of your quarterly report and have the following
comment.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments.
Form 10-Q for Quarterly Period Ended June 30, 2023
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Non-GAAP Reconciliations
1.We note your presentation of a non-GAAP measure adjusted tangible common equity
(“Adjusted TCE”), which excludes the impact of accumulated other comprehensive
income (loss) (“AOCI”).  Further, we note your disclosure that the measure is considered
to be a critical metric to analyze and evaluate financial condition and capital strength
excluding the variability of accumulated other comprehensive income (loss).  Please
address the following:
•Tell us and revise your disclosures, in future filings, to more fully explain what the
measure represents and how it is used to analyze and evaluate financial condition and
capital strength.
•Tell us how you determined the adjustment to exclude accumulated other
comprehensive income (loss) is appropriate, including your consideration of whether

 FirstName LastNameBryan R.  McKeag
 Comapany NameHeartland Financial USA, Inc.
 October 4, 2023 Page 2
 FirstName LastName
Bryan R.  McKeag
Heartland Financial USA, Inc.
October 4, 2023
Page 2
the adjustment relates to normal, recurring activities of the Company or if it results in
individually tailored accounting.  Refer to Question 100.04 of the Division of
Corporation Finance’s Compliance & Disclosure Interpretations on Non-GAAP
Financial Measures.
•Tell us whether you will continue to present this measure and adjustment during
periods where there is an accumulated other comprehensive gain rather than a loss,
which would result in a reduction to your Adjusted TCE.  Refer to Question 100.03
of the Division of Corporation Finance’s Compliance & Disclosure Interpretations on
Non-GAAP Financial Measures.
•Tell us how you concluded it was appropriate to not also add back the impact of
AOCI to the denominator (total tangible assets) so that both the numerator and
denominator would be calculated on a consistent basis.
            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            Please contact Michael Henderson at 202-551-3364 or Robert Klein at 202-551-3847
with any questions.
Sincerely,
Division of Corporation Finance
Office of Finance