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ASSOCIATED BANC-CORP

For the period ended Mar 31, 2025. Filed Apr 29, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed Apr 29, 2025

ASB$30.36-0.6%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-10-29.

0000007789-24-000075

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-03-31; filed 2025-04-29.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 208 previous paragraphs and 188 current paragraphs.

122 unchanged; 41 reworded; 25 added; 42 removed; 3 previous and 0 current paragraphs rearranged.

Tables are not compared: 23 previous and 23 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (25)

Current report

•Average loans of $30.1 billion increased $742 million, or 3%, from the first three months of 2024, driven primarily by increases in commercial and business lending and auto finance loans, partially offset by a decrease in residential mortgage lending resulting from the Corporation's balance sheet repositioning announced in the fourth quarter of 2024.

Current report

•Average deposits of $34.8 billion increased $1.6 billion, or 5%, from the first three months of 2024, driven by increases in all deposit types except noninterest-bearing demand and money market deposits.

Current report

•Net interest income of $286 million increased $28 million, or 11%, from the first three months of 2024, and net interest margin was 2.97%, compared to 2.79% for the first three months of 2024. The increases in net interest income and net interest margin were primarily driven by balance sheet repositioning announced in the fourth quarter of 2024.

Current report

•Noninterest income of $59 million decreased $6 million, or 10%, from the first three months of 2024, primarily driven by a $7 million loss recognized related to the settlement of the mortgage loan sale as part of the balance sheet repositioning announced in the fourth quarter of 2024.

Current report

•Noninterest expense of $211 million increased $13 million, or 7%, from the first three months of 2024, primarily driven by increases in personnel expense due to annual merit increases and other noninterest expense primarily due to a $4 million OREO write down, partially offset by a decrease in FDIC assessment expense given the recognition of the FDIC special assessment in the first quarter of 2024.

Current report

•Average loans increased $742 million, or 3%, from the first three months of 2024, and average investment securities increased $945 million, or 11%, from the first three months of 2024.

Current report

•Loss on mortgage portfolio sale increased $7 million from the first three months of 2024, due to the recognition of a loss in the first quarter of 2025 related to the settlement of the mortgage sale announced in the fourth quarter of 2024.

Current report

•Personnel expense increased $5 million from the first three months of 2024, primarily driven by annual merit increases.

Current report

•FDIC expense decreased $4 million from the first three months of 2024 as the first three months of 2024 included an $8 million nonrecurring expense related to the FDIC special assessment.

Current report

•Loans of $30.3 billion at March 31, 2025 were up $526 million, or 2%, from December 31, 2024, and up $800 million, or 3%, from March 31, 2024. These increases were primarily driven by increases in the commercial loan portfolio. The increase from the first quarter of 2024 was partially offset by reductions in the residential mortgage portfolio as a result of the mortgage portfolio sale announced in the fourth quarter of 2024 and the sale closed in January 2025. The closure of this sale was the driver of the $599 million decrease in residential loans held for sale from December 31, 2024 to March 31, 2025. See Note 6 Loans of the notes to consolidated financial statements for additional details.

Current report

(c) Estimated availability based on the Corporation's current internal funding considerations.

Current report

(d) The Corporation is not classified as an advanced approaches holding company as defined by the Federal Reserve. As such, the Corporation has elected to be subject to the AOCI-related adjustments when calculating common equity tier 1 capital which allows the Corporation to opt-out of the requirement to include most components of AOCI in common equity tier 1 capital. This adjustment reflects that election.

Current report

(e) Management believes this measure is meaningful because it reflects adjustments commonly made by management, investors, regulators, and analysts to evaluate the adequacy of earnings per common share, provide greater understanding of ongoing operations, and enhance comparability of results with prior periods.

Current report

Noninterest income for the first quarter of 2025 was $59 million, compared to a loss of $207 million in the fourth quarter of 2024, as a result of the impacts of the balance sheet restructuring announced in the fourth quarter of 2024 (see Table 3).

Current report

Noninterest expense for the first quarter of 2025 was $211 million, down $14 million, or 6%, from the fourth quarter of 2024, driven primarily by the recognition of a loss on prepayment of FHLB advances as part of the balance sheet restructuring announced in the fourth quarter of 2024 (see Table 4).

Current report

•Net income decreased $5 million from the three months ended March 31, 2024, driven by a $7 million decrease in net interest income due to lower FTP allocations and a $2 million increase in noninterest expense primarily due to increased technology expenses. These were offset by a $2 million increase in noninterest income primarily due to increased mortgage banking revenues and a $1 million reduction in income tax expense due to lower pre-tax income.

Current report

•Average deposits increased $1.2 billion from the three months ended March 31, 2024, driven by increases in all interest-bearing deposit categories, partially offset by decreases in noninterest bearing demand deposits.

Current report

•Total revenue increased $24 million from the three months ended March 31, 2024, primarily driven by more favorable FTP allocations.

Current report

•Noninterest expense increased $8 million from the three months ended March 31, 2024, primarily due to a $4 million increase in personnel expense, a $2 million increase in occupancy expense, and a $6 million increase in other noninterest expense primarily due to a $4 million OREO write down. These increases were offset by a $4 million decrease in FDIC expense due to a nonrecurring FDIC special assessment expense incurred in the first quarter of 2024 and lower allocated expenses.

Current report

•Net loss decreased $27 million from the three months ended March 31, 2024, primarily due to the changes noted above and a $3 million income tax benefit primarily due to the release of a valuation reserve on deferred taxes.

Current report

•Average loans decreased $94 million from the three months ended March 31, 2024, driven by lower balances in all loan categories.

Current report

•Average deposits increased $433 million from the three months ended March 31, 2024, primarily driven by increases in all deposit types except for time deposits.
Removed paragraphs (42)

Previous report

•Average loans of $29.5 billion increased $135 million from the first nine months of 2023, driven primarily by increases in auto finance and commercial lending, partially offset by a decrease in residential mortgage lending resulting from the Corporation's balance sheet repositioning.

Previous report

•Average deposits of $33.1 billion increased $2.0 billion, or 6%, from the first nine months of 2023, driven primarily by increases in time deposits, interest-bearing demand deposits, savings deposits, and network transaction deposits, partially offset by decreases in noninterest-bearing demand deposits and money market deposits.

Previous report

•Net interest income of $777 million decreased $9 million, or 1%, from the first nine months of 2023, and net interest margin was 2.77%, compared to 2.86% for the first nine months of 2023. The decreases in net interest income and net interest margin were driven by the growth of interest bearing liabilities outpacing the growth of earning assets, paired with a smaller rate spread.

Previous report

•Noninterest income of $197 million increased $3 million, or 2%, from the first nine months of 2023, driven by higher wealth management fees, an increase in bank and corporate owned life insurance, and an increase in investment securities gains (losses), net, the latter resulting from the sale of the Corporation's remaining Visa B shares in the first quarter of 2024. These increases were partially offset by a decrease in mortgage banking, net, as a result of net valuation adjustments of the MSRs asset.

Previous report

•Noninterest expense of $594 million increased $20 million, or 3%, from the first nine months of 2023, primarily driven by increases in personnel, technology, and FDIC assessment expense, the latter due to the special assessment, partially offset by decreases in other expense and occupancy expense.

Previous report

(c) Interest income includes amortization of net deferred loan origination costs and net accreted purchase loan discount.

Previous report

(c) Interest income includes amortization of net deferred loan origination costs and net accreted purchase loan discount.

Previous report

•Average loans increased $135 million from the first nine months of 2023, and average investments and other short-term investments increased $381 million, or 5%, from the first nine months of 2023.

Previous report

•Wealth management fees increased $7 million from the first nine months of 2023, mainly driven by increased assets under management.

Previous report

•Mortgage banking, net, decreased $11 million from the first nine months of 2023, mainly driven by net valuation adjustments of the MSRs asset.

Previous report

•Personnel expense increased $14 million from the first nine months of 2023, primarily driven by merit increases year-over-year.

Previous report

•FDIC expense increased $4 million from the first nine months of 2023, primarily driven by adjustments to the FDIC's special assessment applied to the Bank.

Previous report

•Loans of $30.0 billion at September 30, 2024 were up$775 million, or 3%, from December 31, 2023, and down$202 million, or 1%, from September 30, 2023. See Note 6 Loans of the notes to consolidated financial statements for additional details.

Previous report

•FHLB advances were $1.9 billion at September 30, 2024, down $27 million, or 1%, from December 31, 2023, and down$1.8 billion, or 49%, from September 30, 2023. See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details.

Previous report

•Total loans increased $775 million, or 3%, from December 31, 2023, and decreased $202 million, or 1%, from September 30, 2023. The increase from December 31, 2023 was primarily due to growth in commercial and industrial lending and auto finance, partially offset by a decrease in real estate construction lending. The decrease from September 30, 2023 was driven by decreases in residential mortgage lending resulting from the Corporation's balance sheet repositioning and CRE - investor lending, partially offset by growth in auto finance and commercial and industrial lending. See also Note 6 Loans of the notes to consolidated financial statements for additional information on loans.

Previous report

•A $200 million Parent Company commercial paper program, of which there was none outstanding as of September 30, 2024.

Previous report

(d) The efficiency ratio as defined by the Federal Reserve guidance is noninterest expense (which includes the provision for unfunded commitments) divided by the sum of net interest income plus noninterest income, excluding investment securities gains (losses), net. The fully tax-equivalent efficiency ratio is noninterest expense (which includes the provision for unfunded commitments), excluding other intangible amortization, divided by the sum of fully tax-equivalent net interest income plus noninterest income, excluding investment securities gains (losses), net.

Previous report

Noninterest income for the third quarter of 2024 was $67 million, up $2 million, or 3% from the second quarter of 2024, largely driven by an increase in fee based revenue (see Table 3).

Previous report

Noninterest expense for the third quarter of 2024 was $201 million, up $5 million, or 2%, from the second quarter of 2024, driven primarily by an increase in other expense (see Table 4).

Previous report

The Corporation reported net income of $88 million for the third quarter of 2024, compared to net income of $83 million for the third quarter of 2023. Net income available to common equity was $85 million for the third quarter of 2024, or $0.56 for both basic and diluted earnings per common share. Comparatively, net income available to common equity for the third quarter of 2023 was $80 million, or $0.53 for both basic and diluted earnings per share (see Table 1).

Previous report

Fully tax-equivalent net interest income for the third quarter of 2024 was $266 million, $7 million, or 3%, higher than the third quarter of 2023. The net interest margin between the comparable quarters was up 7 bp, to 2.78% in the third quarter of 2024. The increases in net interest income and net interest margin were due to a mix shift in earning assets resulting in earning asset income growing by more than the growth of interest-bearing liability costs. Average earning assets increased $115 million to $38.2 billion in the third quarter of 2024. Average loans decreased $251 million, or 1%, primarily driven by a decrease in residential mortgage lending, partially offset by an increase in auto finance lending. On the funding side, average interest-bearing deposits increased $2.0 billion, or 8%, from the third quarter of 2023, due to increases in nearly all deposit categories, partially offset by a decrease in money market deposits. Average short and long-term funding decreased $1.1 billion, or 26%, primarily driven by lower FHLB advances (see Table 2).

Previous report

The provision for credit losses was $21 million for the third quarter of 2024, compared to a provision of $22 million for the third quarter of 2023 (see Table 11). See discussion under sections: Provision for Credit Losses, Nonperforming Assets, and Allowance for Credit Losses on Loans.

Previous report

Noninterest income for the third quarter of 2024 was $67 million, up approximately $642,000, or 1%, compared to the third quarter of 2023 (see Table 3).

Previous report

Noninterest expense for the third quarter of 2024 was $201 million, up $4 million, or 2%, from the third quarter of 2023, driven primarily by an increase in personnel expense (see Table 4).

Previous report

The Corporation recognized income tax expense of $20 million for the third quarter of 2024, compared to income tax expense of $19 millionfor the third quarter of 2023. See section Income Taxes for a more detailed discussion.

Previous report

(a) The Federal Reserve establishes capital adequacy requirements for the Corporation, including CET1. For segment reporting purposes, the ROCET1 reflects return on average allocated CET1. The ROCET1 for the Risk Management and Shared Services segment and the Consolidated Total is inclusive of the annualized effect of the preferred stock dividends.

Previous report

The Corporate and Commercial Specialty segment consists of lending and deposit solutions to larger businesses, developers, not-for-profits, municipalities, and financial institutions, and the support to deliver, fund, and manage such banking solutions. In addition, this segment provides a variety of investment, fiduciary, and retirement planning products and services to individuals and small to mid-sized businesses.

Previous report

•Total revenue increased $15 million from the three months ended September 30, 2023, and increased $43 million from the nine months ended September 30, 2023, primarily attributable to higher loan volumes and interest rates driving net interest income higher.

Previous report

•Noninterest expense increased $11 million from the nine months ended September 30, 2023, primarily due to higher personnel costs.

Previous report

•Average deposits decreased $151 million from the three months ended September 30, 2023, and decreased $234 million from the nine months ended September 30, 2023, driven by decreases in noninterest-bearing demand deposits and money market deposits, partially offset by an increase in interest-bearing demand deposits.

Previous report

The Community, Consumer, and Business segment consists of lending and deposit solutions to individuals and small to mid-sized businesses.

Previous report

•Total revenue increased $26 million from the nine months ended September 30, 2023, primarily attributable to receiving net FTP credit for providing funding for the Corporation and higher interest rates.

Previous report

•Average loans decreased $412 million from the three months ended September 30, 2023, and decreased $249 million from the nine months ended September 30, 2023, driven by a decrease in residential mortgage lending resulting from the Corporation's balance sheet repositioning, partially offset by an increase in auto finance lending.

Previous report

•Average deposits increased $370 million from the three months ended September 30, 2023, and increased $199 million from the nine months ended September 30, 2023, driven by increases in time deposits and savings deposits, partially offset by decreases in noninterest-bearing demand deposits and money market deposits.

Previous report

The Risk Management and Shared Services segment includes key shared Corporate functions, Parent Company activity, intersegment eliminations, and residual revenues and expenses.

Showing the first 40 of 42 passages. Open the source sections for the rest.

Reworded paragraphs (41)

Previous wording

The following discussion and analysis is presented to assist in the understanding and evaluation of the Corporation’s financial condition and results of operations. It is intended to complement the unaudited consolidated financial statements, footnotes, and supplemental financial data appearing elsewhere in this Quarterly Report on Form 10-Q and should be read in conjunction therewith. Management continually evaluates strategic acquisition opportunities and various other strategic alternatives that could involve the sale or acquisition of branches or other assets, or the consolidation or creation of subsidiaries. Within the tables presented, certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes.

Current wording

The following discussion and analysis is presented to assist in the understanding and evaluation of the Corporation’s financial condition and results of operations. It is intended to complement the unaudited consolidated financial statements, footnotes, and supplemental financial data appearing elsewhere in this Quarterly Report on Form 10-Q and should be read in conjunction therewith. Management continually evaluates strategic acquisition opportunities and various other strategic alternatives that could involve the sale or acquisition of branches or other assets, or the consolidation or creation of subsidiaries. Within the tables presented, certain columns and rows may not recalculate due to the use of rounded numbers for disclosure purposes.

Previous wording

•Provision for credit losses was $68 million, compared to a provision of $62 million for the first nine months of 2023, driven by nominal credit movement coupled with general macroeconomic trends.

Current wording

•Provision for credit losses was $13 million compared to $24 million for the first three months of 2024, driven by nominal credit movement coupled with general macroeconomic trends.

Previous wording

(a) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

Current wording

(a) The average yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21%.

Previous wording

(b) Nonaccrual loans and loans held for sale have been included in the average balances.

Current wording

(b) Loans held for sale have been included in the average balances.

Previous wording

•Fully tax-equivalent net interest income and net interest income were $12 million, or 2%, and $9 million, or 1%, lower than the first nine months of 2023, respectively. The elevated interest rate environment has resulted in the yield on earning assets increasing by 49 bp and the cost of interest-bearing liabilities increasing 60 bp from the first nine months of 2023. See sections Interest Rate Risk and Quantitative and Qualitative Disclosures about Market Risk for a discussion of interest rate risk and market risk.

Current wording

•Fully tax-equivalent net interest income and net interest income were $29 million and $28 million, or 11%, higher than the first three months of 2024, respectively. The Federal Reserve decreased the federal funds target interest rate by 100 bp in the second half of 2024 causing a decrease in the rate environment and resulted in the average yield on earning assets to decrease 19 bp and the cost of interest-bearing liabilities to decrease 49 bp from the first three months of 2024 given our ability to reprice deposits downwards. See sections Interest Rate Risk and Quantitative and Qualitative Disclosures about Market Risk for a discussion of interest rate risk and market risk.

Previous wording

• Average interest-bearing liabilities increased $1.6 billion, or 6%, compared to the first nine months of 2023. Average interest-bearing deposits increased $3.0 billion, or 13%, from the first nine months of 2023, primarily driven by increases in time deposits, interest-bearing demand deposits, savings deposits, and network transaction deposits, partially offset by a decrease in money market deposits. Average total short and long-term funding decreased $1.4 billion, or 31%, from the first nine months of 2023, primarily driven by a decrease in FHLB advances of $1.9 billion, or 50%, partially offset by an increase in other short-term funding related to the utilization of the BTFP. Average noninterest-bearing demand deposits decreased $1.0 billion, or 15%, versus the first nine months of 2023.

Current wording

• Average interest-bearing liabilities increased $1.6 billion, or 5%, compared to the first three months of 2024. Average interest-bearing deposits increased $1.8 billion, or 7%, from the first three months of 2024, driven by increases in all deposit types except money market. Average total short and long-term funding decreased $162 million, or 6%, from the first three months of 2024, primarily driven by a decrease in other short-term funding related to the payoff of BTFP advances, partially offset by increases in all other funding categories. Average noninterest-bearing demand deposits decreased $242 million, or 4%, from the first three months of 2024.

Previous wording

The provision for credit losses is predominantly a function of the Corporation’s reserving methodology and judgments as to other qualitative and quantitative factors used to determine the appropriate level of the ACLL, which focuses on changes in the size and character of the loan portfolio, changes in levels of individually evaluated and other nonaccrual loans, historical losses and delinquencies in each portfolio category, the risk inherent in specific loans, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, and other factors which could affect potential credit losses. The forecast the Corporation used for September 30, 2024 was the Moody's baseline scenario from August 2024, which was reviewed against the September 2024 baseline scenario with no material updates made, over a two year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. See additional discussion under the sections titled Loans, Credit Risk, Nonperforming Assets, and Allowance for Credit Losses on Loans.

Current wording

The provision for credit losses is predominantly a function of the Corporation’s reserving methodology and judgments as to other qualitative and quantitative factors used to determine the appropriate level of the ACLL, which focuses on changes in the size and character of the loan portfolio, changes in levels of individually evaluated and other nonaccrual loans, historical losses and delinquencies in each portfolio category, the risk inherent in specific loans, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, and other factors which could affect potential credit losses. See additional discussion under the sections titled Loans, Credit Risk, Nonperforming Assets, and Allowance for Credit Losses on Loans.

Previous wording

•Bank and corporate owned life insurance increased $4 million from the first nine months of 2023, driven by net favorable valuation changes on policies and an increased number of claims.

Current wording

•Bank and corporate owned life insurance increased $3 million from the first three months of 2024, driven by an increased number of claims.

Previous wording

•Investment securities gains (losses), net, increased $4 million from the first nine months of 2023, as a result of the sale of the Corporation's remaining Visa B shares.

Current wording

•Investment securities gains (losses), net, decreased $4 million from the first three months of 2024, as a result of the sale of the Corporation's remaining Visa B shares in the first quarter of 2024.

Previous wording

The Corporation records income tax expense during interim periods based on the best estimate of the full year's effective tax rate as adjusted for discrete items, if any, taken into account in the relevant interim period. Each quarter, the Corporation updates its estimate of the annual effective tax rate and the effect of any change in the estimated rate is recorded on a cumulative basis. The Corporation recognized income tax expense of $27 million for the nine months ended September 30, 2024, compared to income tax expense of $70 million for the nine months ended September 30, 2023. The Corporation's effective tax rate from continuing operations was 8.79% and 20.43% for the nine months ended September 30, 2024, and 2023, respectively. The decreases in income tax expense and lower effective tax rate during the first nine months of 2024 were primarily due to a strategic reallocation of the investment portfolio and adoption of a legal entity rationalization plan that resulted in the recognition of deferred tax benefits of approximately $33 million.

Current wording

The Corporation records income tax expense during interim periods based on the best estimate of the full year's effective tax rate as adjusted for discrete items, if any, taken into account in the relevant interim period. Each quarter, the Corporation updates its estimate of the annual effective tax rate and the effect of any change in the estimated rate is recorded on a cumulative basis. The Corporation recognized income tax expense of $19 million for the three months ended March 31, 2025, compared to income tax expense of $20 million for the three months ended March 31, 2024. The Corporation's effective tax rate from continuing operations was 16.03% and 19.78% for the three months ended March 31, 2025, and 2024, respectively. The decrease in income tax expense of $1 million and lower effective tax rate during the first three months of 2025 as compared to the same period of 2024 were primarily due to a partial release of a valuation allowance on deferred taxes offset by higher net income in the current period.

Previous wording

•At September 30, 2024, total assets were $42.2 billion, up $1.2 billion, or 3%, from December 31, 2023, and up $573 million, or 1%, from September 30, 2023.

Current wording

•At March 31, 2025, total assets were $43.3 billion, up $286 million, or 1%, from December 31, 2024, and up $2.2 billion, or 5%, from March 31, 2024.

Previous wording

•Interest bearing deposits in other financial institutions were $408 million at September 30, 2024, down $17 million, or 4%, from December 31, 2023, and up $85 million, or 26%, from September 30, 2023.

Current wording

•Interest bearing deposits in other financial institutions were $711 million at March 31, 2025, up $257 million, or 57%, from December 31, 2024, and up $291 million, or 69%, from March 31, 2024.

Previous wording

•AFS investment securities, at fair value were $4.2 billion at September 30, 2024, up $552 million, or 15%, from December 31, 2023, and up $661 million, or 19%, from September 30, 2023. HTM investment securities, net, at amortized cost were $3.8 billion at September 30, 2024, down $91 million, or 2%, from December 31, 2023, and down $131 million, or 3%, from September 30, 2023. See Note 5 Investment Securities of the notes to consolidated financial statements for additional details.

Current wording

•AFS investment securities, at fair value were $4.8 billion at March 31, 2025, up $215 million, or 5%, from December 31, 2024, and up $1.1 billion, or 29%, from March 31, 2024. HTM investment securities, net, at amortized cost were $3.7 billion at March 31, 2025, down $33 million, or 1%, from December 31, 2024, and down $127 million, or 3%, from March 31, 2024. See Note 5 Investment Securities of the notes to consolidated financial statements for additional details.

Previous wording

•At September 30, 2024, total deposits of $33.6 billion were up $108 million from December 31, 2023, and were up $1.4 billion, or 4%, from September 30, 2023. See section Deposits and Customer Funding for additional information on deposits.

Current wording

•At March 31, 2025, total deposits of $35.2 billion were up $548 million from December 31, 2024, or 2%, and were up $1.5 billion, or 4%, from March 31, 2024. See section Deposits and Customer Funding for additional information on deposits.

Previous wording

•Other long-term funding was $844 million at September 30, 2024, up $303 million, or 56%, from December 31, 2023, and up $315 million, or 59%, from September 30, 2023, primarily driven by the Corporation's issuance of senior notes in August 2024. See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details.

Current wording

•Short-term funding was $311 million at March 31, 2025, decreasing $159 million, or 34%, from December 31, 2024 mainly due to lower federal funds purchased and down $454 million, or 59%, from March 31, 2024 primarily due to the payoff of BTFP advances. FHLB advances were $2.0 billion at March 31, 2025, up $173 million, or 9%, from December 31, 2024, and up $694 million, or 52%, from March 31, 2024. Other long-term funding was $591 million at March 31, 2025, down $246 million, or 29%, from December 31, 2024, due to subordinated notes maturing and up $55 million, or 10%, from March 31, 2024 due to the issuance of senior notes in 2024 that exceeded the subordinated notes that matured in the first quarter of 2025. See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details.

Previous wording

The Corporation has long-term guidelines relative to the proportion of Commercial and Business, CRE, and Consumer loan commitments within the overall loan portfolio, with each targeted to represent 30% to 40% of the overall loan portfolio. The targeted long-term guidelines were unchanged during 2023 and the first nine months of 2024. Furthermore, certain sub-asset classes within the respective portfolios are further defined and dollar limitations are placed on these sub-portfolios. These guidelines and limits are reviewed quarterly and approved annually by the Enterprise Risk Committee of the Corporation’s Board of Directors. These guidelines and limits are designed to create balance and diversification within the loan portfolios.

Current wording

The Corporation has long-term guidelines relative to the proportion of Commercial and Business, CRE, and Consumer loan commitments within the overall loan portfolio, with each targeted to represent 30% to 40% of the overall loan portfolio. The targeted long-term guidelines were unchanged during 2024 and the first three months of 2025. Furthermore, certain sub-asset classes within the respective portfolios are further defined and dollar limitations are placed on these sub-portfolios. These guidelines and limits are reviewed quarterly and approved annually by the Enterprise Risk Committee of the Corporation’s Board of Directors. These guidelines and limits are designed to create balance and diversification within the loan portfolios.

Previous wording

At September 30, 2024, $19.8 billion, or 66%, of the loans outstanding and $16.6 billion, or 89%, of the commercial loans outstanding were floating rate, adjustable rate, re-pricing within one year, or maturing within one year.

Current wording

At March 31, 2025, $20.6 billion, or 68%, of the loans outstanding and $17.5 billion, or 90%, of the commercial loans outstanding were floating rate, adjustable rate, re-pricing within one year, or maturing within one year.

Previous wording

Commercial and business lending: The commercial and business lending classification primarily includes commercial loans to large corporations, middle market companies, small businesses, and asset-based and equipment financing.

Current wording

Commercial and business lending: The commercial and business lending classification primarily includes commercial loans to large corporations, middle market companies, small businesses, and ABL and equipment financing.

Previous wording

(b) 55% of the total utilities exposure comes from renewable energy sources (wind, solar, hydroelectric, and geothermal).

Current wording

(b) 62% of the total utilities exposure comes from renewable energy sources (wind, solar, hydroelectric, and geothermal).

Previous wording

Residential mortgages: Residential mortgage loans are primarily first lien home mortgages with a maximum loan-to-collateral value without credit enhancement (e.g. private mortgage insurance) of 80%. The residential mortgage portfolio is focused primarily in the Corporation's three-state branch footprint, with approximately 88% of the outstanding loan balances in the Corporation's branch footprint at September 30, 2024. The rates on adjustable rate mortgages adjust based upon the movement in the underlying index which is then added to a margin and rounded to the nearest 0.125%. That result is then subjected to any periodic caps to produce the borrower's interest rate for the coming term. Most of the adjustable rate mortgages have an initial fixed rate term of 3, 5, 7 or 10 years.

Current wording

Residential mortgages: Residential mortgage loans are primarily first-lien home mortgages with a maximum loan-to-collateral value without credit enhancement (e.g. private mortgage insurance) of 80%. The residential mortgage portfolio is focused primarily in the Corporation's three-state branch footprint, with approximately 89% of the outstanding loan balances in the Corporation's branch footprint at March 31, 2025. The rates on adjustable rate mortgages adjust based upon the movement in the underlying index which is then added to a margin and rounded to the nearest 0.125%. That result is then subjected to any periodic caps to produce the borrower's interest rate for the coming term. Adjustable rate mortgages are typically offered with an initial fixed rate term of 5, 7 or 10 years.

Previous wording

Indirect Auto: The Corporation currently purchases retail auto sales contracts via a network of approved auto dealerships across 16 states throughout the Northeast, Mid-Atlantic, and Midwestern United States. The auto dealerships finance the sale of automobiles as the initial lender and then assign the contracts to the Corporation pursuant to dealer agreements. The Corporation’s underwriting and pricing guidelines are based on a dual risk grade derived from a combination of FICO auto score and proprietary internal custom score. Minimum grade and FICO score standards ensure the credit risk is appropriately managed to the Corporation’s risk appetite. Further, the grade influences loan-specific parameters such as vehicle age, term, LTV, loan amount, mileage, payment and debt service thresholds, and pricing. Maximum loan terms offered are 84 months on select grades with vehicle age, mileage, and other limitations in place to qualify. The program is designed to capture primarily prime and super prime contracts, with approximately 60% of originations typically secured by used vehicles.

Current wording

Indirect Auto: The Corporation currently purchases retail auto sales contracts via a network of approved auto dealerships across 16 states throughout the Northeast, Mid-Atlantic, and Midwestern United States. The auto dealerships finance the sale of automobiles as the initial lender and then assign the contracts to the Corporation pursuant to dealer agreements. The Corporation’s underwriting and pricing guidelines are based on a dual risk grade derived from a combination of FICO auto score and proprietary internal custom score. Minimum grade and FICO score standards ensure the credit risk is appropriately managed to the Corporation’s risk appetite. Further, the grade influences loan-specific parameters such as vehicle age, term, LTV, loan amount, mileage, payment and debt service thresholds, and pricing. Maximum loan terms offered are 84 months on select grades with vehicle age, mileage, and other limitations in place to qualify. The program is designed to capture primarily prime and super prime contracts.

Previous wording

Other consumer: Other consumer consists of student loans, short-term personal installment loans, and credit cards. Credit risk for student loans, short-term personal installment loans, and credit cards is influenced by general economic conditions, the characteristics of individual borrowers, and the nature of the loan collateral. Risks of loss are generally on smaller average balances per loan spread over many borrowers. Once charged off, there is usually less opportunity for recovery of these smaller consumer loans. Credit risk is primarily controlled by reviewing the creditworthiness of the borrowers, monitoring payment histories, and taking appropriate collateral and guarantee positions.

Current wording

Other consumer: Other consumer consists of student loans, short-term personal installment loans, and credit cards. Credit risk for other consumer loans is influenced by general economic conditions, the characteristics of individual borrowers, and the nature of the loan collateral. Risks of loss are generally on smaller average balances per loan spread over many borrowers. Once charged off, there is usually less opportunity for recovery of these smaller consumer loans. Credit risk is primarily controlled by reviewing the creditworthiness of the borrowers, monitoring payment histories, and taking appropriate collateral and guarantee positions.

Previous wording

To assess the appropriateness of the ACLL, the Corporation focuses on the evaluation of many factors, including but not limited to: evaluation of facts and issues related to specific loans, management’s ongoing review and grading of the loan portfolio, credit report refreshes, consideration of historical loan loss and delinquency experience on each portfolio category, trends in past due and nonaccrual loans, the risk characteristics of the various classifications of loan segments, changes in the size and character of the loan portfolio, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, funding assumptions on lines, and other qualitative and quantitative factors which could affect potential credit losses. The forecast the Corporation used for September 30, 2024 was the Moody's baseline scenario from August 2024, which was reviewed against the September 2024 baseline scenario with no material updates made, over a two year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. Assessing these factors involves significant judgment. Because each of the criteria used is subject to change, the ACLL is not necessarily indicative of the trend of future credit losses on loans in any particular segment. Therefore, management considers the ACLL a critical accounting estimate, see section Critical Accounting Estimates for additional information on the ACLL. See section Nonperforming Assets for a detailed discussion on asset quality. See also Note 6 Loans of the notes to consolidated financial statements for additional ACLL disclosures. Table 5 provides information on loan growth and period end loan composition, Table 10 provides additional information regarding NPAs, and Table 11 and Table 12 provide additional information regarding activity in the ACLL.

Current wording

To assess the appropriateness of the ACLL, the Corporation focuses on the evaluation of many factors, including but not limited to: evaluation of facts and issues related to specific loans, management’s ongoing review and grading of the loan portfolio, credit report refreshes, consideration of historical loan loss and delinquency experience on each portfolio category, trends in past due and nonaccrual loans, the risk characteristics of the various classifications of loan segments, changes in the size and character of the loan portfolio, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, funding assumptions on lines, and other qualitative and quantitative factors which could affect potential credit losses. The forecast the Corporation used for March 31, 2025 was the Moody's baseline scenario from February 2025, which was reviewed against the March 2025 baseline scenario with no material updates made, over a two year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. Assessing these factors involves significant judgment. Because each of the criteria used is subject to change, the ACLL is not necessarily indicative of the trend of future credit losses on loans in any particular segment. Therefore, management considers the ACLL a critical accounting estimate, see section Critical Accounting Estimates in the Corporation's 2024 Annual Report on Form 10-K for additional information on the ACLL. See section Nonperforming Assets for a detailed discussion on asset quality. See also Note 6 Loans of the notes to consolidated financial statements for additional ACLL disclosures. Table 5 provides information on loan growth and period end loan composition, Table 10 provides additional information regarding NPAs, and Table 11 and Table 12 provide additional information regarding activity in the ACLL.

Previous wording

•Total nonaccrual loans decreased $21 million, or 14%, from December 31, 2023, and decreased $40 million, or 24%, from September 30, 2023. The decreases from both December 31, 2023 and September 30, 2023 were driven by decreases in nonaccrual loans within commercial and industrial lending, partially offset by increases within CRE - investor lending and CRE - owner occupied lending. See Note 6 Loans of the notes to consolidated financial statements and Table 10 for additional disclosures on the changes in asset quality.

Current wording

•Total nonaccrual loans increased $12 million, or 9%, from December 31, 2024, and decreased $44 million, or 24%, from March 31, 2024. The increase from December 31, 2024 was driven by increases in CRE - investor lending and residential mortgage lending, partially offset by a decrease in commercial and industrial lending. The decrease from March 31, 2024 was driven by a decrease in commercial and industrial lending, partially offset by increases in CRE - investor lending and residential mortgage lending. See Note 6 Loans of the notes to consolidated financial statements and Table 10 for additional disclosures on the changes in asset quality.

Previous wording

•YTD net charge offs increased $23 million from September 30, 2023, primarily driven by increases within commercial and industrial lending and CRE - investor lending. See Table 11 and Table 12 for additional information on the activity in the ACLL.

Current wording

•YTD net charge offs decreased $13 million from March 31, 2024, primarily driven by a decrease within commercial and industrial lending, partially offset by an increase in CRE - investor lending. See Table 11 and Table 12 for additional information on the activity in the ACLL.

Previous wording

•Total deposits, which are the Corporation's largest source of funds, increased $108 million from December 31, 2023, and increased $1.4 billion, or 4%, from September 30, 2023. The increase from September 30, 2023 was largely driven by increases in interest-bearing demand, other time deposits and brokered CDs, partially offset by decreases in money market and noninterest-bearing demand deposits.

Current wording

•Total deposits, which are the Corporation's largest source of funds, increased $548 million, or 2% from December 31, 2024, and increased $1.5 billion, or 4%, from March 31, 2024. The increase from December 31, 2024, was driven by increases in all deposit categories besides brokered CDs and interest-bearing demand deposits which partially offset the overall increase, while the increase from March 31, 2024 was driven by increases in all deposit categories except non-interest bearing demand deposits.

Previous wording

•Estimated uninsured and uncollateralized deposits, excluding intercompany deposits, were 22.3% of total deposits at September 30, 2024, compared to 22.7% at December 31, 2023 and 22.6% at September 30, 2023.

Current wording

•Estimated uninsured and uncollateralized deposits, excluding intercompany deposits, were 26.1% of total deposits at March 31, 2025, compared to 23.0% at December 31, 2024 and 22.9% at March 31, 2024. The increase was primarily driven by increases in uninsured balances in business deposit accounts.

Previous wording

•Lines of credit with the Federal Reserve Bank and FHLB, which require eligible loan and investment collateral to be pledged. Based on the amount of collateral pledged, the FHLB established a collateral value from which the Bank may draw advances, and issue letters of credit in favor of public fund depositors, against the collateral. As of September 30, 2024, the Bank had $6.2 billion available for future funding. The Federal Reserve Bank also establishes a collateral value of assets to support borrowings from the discount window. As of September 30, 2024, the Bank had $3.0 billion available for discount window borrowings.

Current wording

•Lines of credit with the Federal Reserve Bank and FHLB, which require eligible loan and investment collateral to be pledged. Based on the amount of collateral pledged, the FHLB established a collateral value from which the Bank may draw advances, and issue letters of credit in favor of public fund depositors, against the collateral. As of March 31, 2025, the Bank had $6.4 billion available for future funding. The Federal Reserve Bank also establishes a collateral value of assets to support borrowings from the discount window. As of March 31, 2025, the Bank had $3.3 billion available for discount window borrowings.

Previous wording

For the nine months ended September 30, 2024, net cash provided by operating and financing activities was $373 million and $843 million, respectively, while net cash used in investing activities was $1.2 billion, for a net increase in cash and cash equivalents of $43 million since year-end 2023. At September 30, 2024, assets of $42.2 billion increased $1.2 billion, or 3%, from year-end 2023, primarily due to loan growth and increases in AFS securities. On the funding side, deposits of $33.6 billion increased $108 million from year-end 2023, short-term funding increased $590 million, or 181%, and other long-term funding increased $303 million, or 56%, the latter primarily driven by the Corporation's issuance of senior notes in August 2024.

Current wording

For the three months ended March 31, 2025, net cash provided by operating and financing activities was $98 million and $242 million, respectively, while net cash used in investing activities was $127 million, for a net increase in cash and cash equivalents of $213 million since year-end 2024. At March 31, 2025, assets of $43.3 billion increased $286 million, or 1%, from year-end 2024. On the funding side, deposits of $35.2 billion increased $548 million, or 2% from year-end 2024, short-term funding decreased $159 million, or 34%, and other long-term funding decreased $246 million, or 29%.

Previous wording

For the nine months ended September 30, 2023, net cash provided by operating and financing activities was $378 million and $1.9 billion, respectively, while net cash used in investing activities was $2.2 billion, for a net increase in cash and cash equivalents of $91 million since year-end 2022. At September 30, 2023, assets of $41.6 billion increased $2.2 billion, or 6%, from year-end 2022, primarily due to loan growth and increases in AFS securities. On the funding side, deposits of $32.1 billion increased $2.5 billion, or 8%, from year-end 2022, FHLB advances decreased $587 million, or 14%, while other long-term funding increased $281 million, or 113%, the latter due to the issuance of subordinated debt.

Current wording

For the three months ended March 31, 2024, net cash provided by operating and financing activities was $155 million and $49 million, respectively, while net cash used in investing activities was $275 million, for a net decrease in cash and cash equivalents of $72 million since year-end 2023. At March 31, 2024, assets of $41.1 billion increased $121 million, from year-end 2023. On the funding side, deposits of $33.7 billion increased $267 million, or 1%, from year-end 2023, short-term funding increased $439 million, or 134%, and FHLB advances decreased $607 million, or 31%.

Previous wording

While a gradual shift in interest rates was used in this analysis to provide an estimate of exposure under a probable scenario, an instantaneous shift in interest rates would have a more significant impact. No EAR breaches occurred during the first nine months of 2024.

Current wording

While a gradual shift in interest rates was used in this analysis to provide an estimate of exposure under a probable scenario, an instantaneous shift in interest rates would have a more significant impact. No EAR breaches occurred during the first three months of 2025.

Previous wording

See Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds, for information on the shares repurchased during the third quarter of 2024.

Current wording

See Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds, for information on the shares repurchased during the first quarter of 2025.

Previous wording

(a) Tangible common equity and tangible assets exclude goodwill and other intangible assets, net.

Current wording

(b) The ratio tangible common equity to tangible assets excludes goodwill and other intangible assets, net. This financial measure has been included as it is considered to be a critical metric with which to analyze and evaluate financial condition and strength.

Previous wording

The Corporation reported net income of $88 million for the third quarter of 2024, compared to net income of $116 million for the second quarter of 2024, the decrease primarily due to an income tax benefit recorded during the second quarter of 2024. Net income available to common equity was $85 million for the third quarter of 2024, or $0.56 for both basic and diluted earnings per common share. Comparatively, net income available to common equity for the second quarter of 2024 was $113 million, or $0.75 for basic earnings per common share and $0.74 for diluted earnings per common share (see Table 1).

Current wording

The Corporation reported net income of $102 million for the first quarter of 2025, compared to a net loss of $162 million for the fourth quarter of 2024, with the net loss attributable to impacts of balance sheet restructuring announced in the fourth quarter of 2024. Net income available to common equity was $99 million for the first quarter of 2025, or $0.60 for basic earnings per common share and $0.59 for diluted earnings per common share. Comparatively, the net loss available to common equity for the fourth quarter of 2024 was $164 million, or $1.04 for basic loss per common share and $1.03 for diluted loss per common share (see Table 1).

Previous wording

Fully tax-equivalent net interest income for the third quarter of 2024 was $266 million, $6 million, or 2%, higher than the second quarter of 2024. The net interest margin in the third quarter of 2024 was up 3 bp to 2.78%. Average earning assets increased $193 million, or 1%, to $38.2 billion in the third quarter of 2024. Average loans increased $55 million, primarily driven by growth within the auto finance portfolio, partially offset by a decrease in commercial lending. On the funding side, average total interest-bearing deposits increased $751 million, or 3%, driven primarily by increases in time deposits and interest-bearing demand deposits, partially offset by a decrease in money market deposits. Average FHLB advances decreased $682 million, or 28%, largely due to the increase in average deposits (see Table 2).

Current wording

Fully tax-equivalent net interest income for the first quarter of 2025 was $290 million, $16 million, or 6%, higher than the fourth quarter of 2024. The net interest margin in the first quarter of 2025 was up 16 bp to 2.97%. Average earning assets increased $404 million, or 1%, to $39.3 billion in the first quarter of 2025. Average loans decreased $91 million, primarily driven by a decrease in residential mortgage lending as a result of the completion of the Corporation's mortgage loan sale as part of the balance sheet repositioning announced in the fourth quarter of 2024. On the funding side, average total interest-bearing deposits increased $594 million, or 2%, driven primarily by and increase in interest-bearing demand deposits. In the first quarter of 2025, average FHLB advances increased $140 million, or 10%, given funding needs and average other long-term funding decreased $213 million, or 25%, due to subordinated notes maturing in the first quarter of 2025 (see Table 2).

Previous wording

The provision for credit losses was $21 million for the third quarter of 2024 and $23 million for the second quarter of 2024 (see Table 11). See discussion under sections: Provision for Credit Losses, Nonperforming Assets, and Allowance for Credit Losses on Loans.

Current wording

The provision for credit losses was $13 million for the first quarter of 2025 and $17 million for the fourth quarter of 2024 (see Table 11). See discussion under sections: Provision for Credit Losses, Nonperforming Assets, and Allowance for Credit Losses on Loans.

Previous wording

For the third quarter of 2024, the Corporation recognized income tax expense of $20 million, compared to an income tax benefit of $13 million for the second quarter of 2024. See section Income Taxes for a more detailed discussion.

Current wording

For the first quarter of 2025, the Corporation recognized income tax expense of $19 million, compared to an income tax benefit of $16 million for the fourth quarter of 2024 given the net income recognized in the first quarter as compared to the net loss recognized in the fourth quarter. See section Income Taxes for a more detailed discussion.

Previous wording

As discussed in Note 14 Segment Reporting of the notes to consolidated financial statements, the Corporation’s reportable segments have been determined based upon its internal profitability reporting system, which is organized by strategic business unit. Certain strategic business units have been combined for segment information reporting purposes where the nature of the products and services, the type of customer, and the distribution of those products and services are similar. The reportable segments are Corporate and Commercial Specialty; Community, Consumer and Business; and Risk Management and Shared Services.

Current wording

The reportable segments are Corporate and Commercial Specialty; Community, Consumer and Business; and Risk Management and Shared Services. The financial information of the Corporation’s segments was compiled utilizing the accounting policies described in the Corporation’s 2024 Annual Report on Form 10-K and Note 14 Segment Reporting of the notes to consolidated financial statements.

Previous wording

•Average loans increased $163 million from the three months ended September 30, 2023, and increased $353 million from the nine months ended September 30, 2023, primarily driven by growth in commercial and business lending and residential mortgage lending.

Current wording

•Average earning assets and average loans both increased $977 million from the three months ended March 31, 2024, primarily driven by growth in commercial and business lending.

Previous wording

•Average earning assets increased $356 million from the three months ended September 30, 2023, and increased $416 million from the nine months ended September 30, 2023, primarily driven by higher balances of AFS investment securities in the portfolio.

Current wording

•Average earning assets increased $846 million from the three months ended March 31, 2024, driven by higher balances of AFS investment securities in the portfolio and higher deposits in other financial institutions offset by a decrease in average loans.

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Previous report — wording carried elsewhere

(a) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

Previous report — wording carried elsewhere

(b) Nonaccrual loans and loans held for sale have been included in the average balances.

Previous report — wording carried elsewhere

(c) Availability based on internal policy limitations.