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ASSOCIATED BANC-CORP

For the period ended Mar 31, 2026. Filed Apr 28, 2026.

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, 2026 · Filed Apr 28, 2026

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 2025-09-30; filed 2025-10-28.

0000007789-25-000179

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

Current report: 10-Q

Period ended 2026-03-31; filed 2026-04-28.

0000007789-26-000141

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 216 previous paragraphs and 190 current paragraphs.

124 unchanged; 37 reworded; 28 added; 53 removed; 2 previous and 1 current paragraphs rearranged.

Tables are not compared: 23 previous and 21 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 (28)

Current report

•Average loans of $31.3 billion increased $1.2 billion, or 4%, from the first three months of 2025, driven primarily by an increase in commercial and business lending, auto finance, and real estate construction; partially offset by decreases in residential mortgage and other commercial real estate - investor.

Current report

•Average deposits of $35.2 billion increased $327.5 million, or 1%, from the first three months of 2025, driven by increases in all deposit types except brokered CDs, interest-bearing demand, and money market.

Current report

•Net interest income of $307.2 increased $21.2 million, or 7%, from the first three months of 2025, and net interest margin was 3.03%, compared to 2.97% for the first three months of 2025. The increases in net interest income and net interest margin were driven by increases average balances of interest earning assets alongside a decrease in rates for interest-bearing liabilities.

Current report

•Noninterest income of $75.9 million increased $17.1 million, or 29%, from the first three months of 2025, primarily due to higher wealth management fees and mortgage banking revenue as well as the absence of a loss on mortgage portfolio sale that was recognized in the first quarter of 2025 in connection with the completion of balance sheet repositioning announced in the fourth quarter of 2024.

Current report

•Noninterest expense of $219.2 million increased $8.5 million, or 4%, from the first three months of 2025, primarily due to an increase in personnel expense, primarily driven by increases in health care benefit costs and annual incentive accruals based on increased FTEs in incentive eligible roles; partially offset by a decrease in other noninterest expense, due to elevated OREO write downs in 2025 as compared to 2026.

Current report

•Average earning assets increased $2.1 billion, or 5%, from the first three months of 2025. Average loans increased $1.2 billion, or 4%, from the first three months of 2025, driven by increases in commercial and industrial and auto loans, partially offset by decreases in residential mortgage loans as a result of the completion of the Corporation's mortgage portfolio sale in the first quarter of 2025 as part of the balance sheet repositioning announced in the fourth quarter of 2024 and CRE - investor loans. Average investments increased $895.1 million, or 10%, from the first three months of 2025 due to continued investment in the Corporation's AFS portfolio and increased regulatory stock holdings.

Current report

• Average interest-bearing liabilities increased $1.7 billion, or 5%, compared to the first three months of 2025. Average interest-bearing deposits decreased $31.7 million, from the first three months of 2025. This was driven by a $787.0 million or 18% decrease in brokered CDs, offset by increases in savings, money market and other time deposits. Average total funding increased $1.8 billion, or 68%, from the first three months of 2025, primarily driven by an increase in FHLB advances. Average noninterest-bearing demand deposits increased $359.2 million, or 6%, from the first three months of 2025.

Current report

•Wealth management fees increased $2.7 million from the first three months of 2025, primarily due to an increase in revenues related to our trust services business.

Current report

•Mortgage banking income increased $2.3 million from the first three months of 2025, due to an increase in the valuation of our mortgage servicing rights assets compared to the related hedges.

Current report

•Loss on mortgage portfolio sale decreased $7.0 million from the first three months of 2025, due to the balance sheet repositioning completed during the first quarter of 2025.

Current report

•Personnel expense increased $11.3 million from the first three months of 2025, primarily driven by increases in health care benefit costs and annual incentive accruals based on increased FTEs in incentive eligible roles.

Current report

•Other noninterest expense decreased $4.3 million from the first three months of 2025, due to OREO write downs in 2025 that did not recur in 2026.

Current report

◦Regulatory stocks of $290.2 million at March 31, 2026 were up $37.7 million, or 15%, from December 31, 2025 due to increases in FHLB advances requiring additional purchases of FHLB stock.

Current report

◦Residential loans held for sale were $87.5 million at March 31, 2026, up $15.0 million, or 21%, from December 31, 2025. The increase from December 31, 2025 was a result of increased secondary market production during the first quarter.

Current report

◦Loans of $31.8 billion at March 31, 2026 were up $634.6 million, or 2%, from December 31, 2025 primarily due to the realization of the Corporation's continued focus and investment in commercial and business lending. See Note 6 Loans of the notes to consolidated financial statements and Table 5 Period End Loan Composition below for additional detail.

Current report

◦Federal funds purchased and securities sold under agreements to repurchase was $395.7 million at March 31, 2026, up $87.8 million, or 29%, from December 31, 2025. FHLB advances of $3.4 billion at March 31, 2026 were up $153.7 million, or 5%, from December 31, 2025. These increases were driven by the Corporation's need for additional funding to fund the loan growth in the first quarter of 2026 and to ensure adequate funding levels with the anticipated completion of the acquisition of American National. See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details.

Current report

◦Accrued expenses and other liabilities were $414.8 million at March 31, 2026, down $48.3 million, or 10% from December 31, 2025. These changes were primary due to a decrease in payroll related accruals for annual incentive and employer 401(k) match payments made in the first quarter of 2026.

Current report

(b) 68% of the total real estate exposure comes from REIT lines.

Current report

(c) 73% of credit intermediation and related activities exposure comes from mortgage warehouse lines.

Current report

(a) During the fourth quarter of 2025, the Corporation entered into a definitive agreement to acquire American National. The acquisition was completed on April 1, 2026. These costs, incurred in connection with the acquisition, represent nonrecurring costs.

Current report

Fully tax-equivalent net interest income for the first quarter of 2026 was $311.3 million, $2.8 million, or 1%, lower than the fourth quarter of 2025. The decrease in net interest income is due to two less days in the first quarter of 2026 as compared to the fourth quarter of 2025; partially offset by an increase in average earning assets between periods. The net interest margin in the first quarter of 2026 and fourth quarter of 2025 were 3.03% and 3.06%, respectively.

Current report

•Noninterest expense decreased $6.4 million from three months ended March 31, 2025, due to a decrease in allocated indirect expense offset by an increase in personnel expense.

Current report

•Average earning assets and average loans both increased by $35.8 million from the three months ended March 31, 2025, primarily driven by growth in home equity and other consumer loans as well as commercial and business lending, offset by decreases in residential mortgage, residential loans held for sale, and commercial real estate lending loans.

Current report

•Total net revenue increased $42.6 million from the three months ended March 31, 2025, due to an increase in interest income and a decrease in intersegment interest expense. In addition, during the first three months of 2025, the Corporation incurred a loss on the mortgage portfolio sale upon completion of the sale as part of the balance sheet repositioning announced in the fourth quarter of 2024.

Current report

•Provision for credit losses decreased $4.5 million from the three months ended March 31, 2025, due to a decrease in average loans.

Current report

On April 1, 2026, the Corporation completed its previously announced acquisition of American National pursuant to the terms of the Merger Agreement by and between Associated and American National. See Note 16 Subsequent Events of the notes to the consolidated financial statements for additional information regarding this transaction.

Current report

Finally, the Board of Directors also authorized the repurchase of up to $100 million of the Corporation's common stock. This repurchase authorization is in addition to the authority remaining under the previous program.
Removed paragraphs (53)

Previous report

•Average loans of $30.5 billion increased $925.5 million, or 3%, from the first nine 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.

Previous report

•Average deposits of $34.6 billion increased $1.5 billion, or 5%, from the first nine months of 2024, driven by increases in all deposit types except money market, brokered CDs, and noninterest-bearing demand deposits.

Previous report

•Net interest income of $891.2 million increased $114.2 million, or 15%, from the first nine months of 2024, and net interest margin was 3.02%, compared to 2.77% for the first nine months of 2024. The increases in net interest income and net interest margin were driven by increases in higher yielding loan balances in commercial and industrial and auto finance and the balance sheet repositioning announced in the fourth quarter of 2024 which sold lower yielding residential mortgage loans and investment securities allowing for reinvestment in higher yielding investment securities.

Previous report

•Noninterest income of $207.0 million increased $9.7 million, or 5%, from the first nine months of 2024, primarily driven by an increase in capital markets revenue from an elevated level of activity in our syndications and swaps businesses, wealth fees, and an increase in asset gains for a deferred compensation valuation adjustment. The increases were partially offset by the loss recognized related to the settlement of the mortgage loan sale in the first quarter of 2025 as part of the balance sheet repositioning announced in the fourth quarter of 2024.

Previous report

•Noninterest expense of $636.2 million increased $42.1 million, or 7%, from the first nine months of 2024, primarily driven by increases in personnel expense reflective of higher variable compensation, which is the result of strong execution against our strategic plan and increased healthcare costs, legal and professional expenses due to increased consultant and IT staff augmentation expenditures and other noninterest expense primarily due to OREO write downs in 2025.

Previous report

(d) This is a non-GAAP financial measure. See Table 19 Non-GAAP Measures for a reconciliation to GAAP financial measures.

Previous report

(a) Prior periods have been adjusted to conform with current period presentation.

Previous report

•Average earning assets increased $2.0 billion, or 5%, from the first nine months of 2024. Average loans increased $925.5 million, or 3%, from the first nine months of 2024, driven by increases in commercial and industrial, auto loans, and commercial real estate-investor, partially offset by decreases in residential mortgage as a result of our balance sheet repositioning announced in the fourth quarter of 2024 and real estate construction loans. Average investments increased $1.1 billion, or 13%, from the first nine months of 2024 driven by reinvestment of additional proceeds from the common stock offering in the fourth quarter of 2024 and additional growth to keep pace with overall balance sheet growth for liquidity needs.

Previous report

• Average interest-bearing liabilities increased $1.9 billion, or 6%, compared to the first nine months of 2024. Average interest-bearing deposits increased $1.6 billion, or 6%, from the first nine months of 2024, driven by increases in most deposit types except brokered CDs and money market which decreased slightly. Average total short and long-term funding increased $324.7 million, or 10%, from the first nine months of 2024, primarily driven by an increase in short-term FHLB funding, partially offset by decreases in long-term FHLB funding and other short-term funding related to the payoff of BTFP advances in October 2024. Average noninterest-bearing demand deposits decreased $52.6 million, or 1%, from the first nine months of 2024.

Previous report

•Capital markets increased $7.8 million from the first nine months of 2024, primarily due to an elevated level of activity in our syndications and swaps businesses.

Previous report

•Mortgage banking increased $4.3 million from the first nine months of 2024, primarily as a result of MSR income impacts and increased gains on sales of mortgage loans originated for sale.

Previous report

•Loss on mortgage portfolio sale increased $7.0 million from the first nine months of 2024, due to the recognition of a loss in the first quarter of 2025 related to the settlement of the balance sheet repositioning transactions announced in the fourth quarter of 2024.

Previous report

•Bank and corporate owned life insurance increased $2.2 million from the first nine months of 2024, driven by an increased number of claims.

Previous report

•Asset gains, net increased $2.1 million from the first nine months of 2024, driven primarily by a deferred compensation valuation adjustment given market conditions.

Previous report

•Investment securities gains (losses), net, decreased $4.0 million from the first nine months of 2024, due to the nonrecurring gain on the sale of the Corporation's remaining Visa B shares in the first quarter of 2024.

Previous report

•Legal and professional expense increased $3.2 million from the first nine months of 2024, primarily driven by increased consultant and IT staff augmentation expenses in the current year.

Previous report

•Other noninterest expense increased $9.4 million from the first nine months of 2024 primarily due to OREO write downs in 2025 as compared to a gain on the sale of OREO properties in 2024 and higher donation expenditures in 2025 as compared to 2024.

Previous report

◦AFS investment securities, at fair value were $5.2 billion at September 30, 2025, up $635.8 million, or 14%, from December 31, 2024. FHLB and Fed Reserve Stocks were $251.6 million at September 30, 2025, up $72.0 million, or 40%, from December 31, 2024. See Note 5 Investment Securities of the notes to the consolidated financial statements for details on these changes.

Previous report

◦Loans of $31.0 billion at September 30, 2025 were up $1.2 billion, or 4%, from December 31, 2024 primarily due to increases in commercial and business lending along with increases in auto finance loans, offset by a decrease in residential mortgage loans. See section Loans and Note 6 Loans of the notes to consolidated financial statements for additional details.

Previous report

◦Residential loans held for sale were $74.6 million at September 30, 2025, down $572.1 million, or 88%, from December 31, 2024. The decrease from December 31, 2024 was a result of the mortgage portfolio sale announced as part of the balance sheet repositioning in the fourth quarter of 2024 and the sale closing in January 2025.

Previous report

◦Short-term funding was $399.7 million at September 30, 2025, down $70.7 million, or 15%, from December 31, 2024. FHLB advances were $3.2 billion at September 30, 2025, up $1.4 billion, or 74%, from December 31, 2024. These changes were due to a mix shift in funding away from federal funds purchased to short-term FHLB advances. See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details.

Previous report

◦Other long-term funding was $594.1 million at September 30, 2025, down $243.6 million, or 29%, from December 31, 2024, primarily due to subordinated notes maturing in January 2025. See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details.

Previous report

(a) Periods have been adjusted to conform with current period presentation.

Previous report

•Dividends and service fees from subsidiaries, as well as the proceeds from issuance of capital, which are also funding sources for the Parent Company.

Previous report

(c) This is a non-GAAP financial measure. See Table 19 Non-GAAP Measures for a reconciliation to GAAP financial measures.

Previous report

(a) Periods prior to the quarter ended June 30, 2025 have been adjusted to conform with current period presentation.

Previous report

The Corporation reported net income of $124.7 million for the third quarter of 2025, compared to a net income of $111.2 million for the second quarter of 2025. Net income available to common equity was $121.9 million for the third quarter of 2025, or $0.73 for both basic and diluted earnings per common share. Comparatively, the net income available to common equity for the second quarter of 2025 was $108.4 million, or $0.65 for both basic and diluted earnings per common share. The increase was primarily driven by organic growth in net interest income, increases in noninterest income through elevated activity in our capital markets syndications and swaps businesses. These increases were offset by increases in noninterest expense, primarily personnel due to variable compensation as a result of strong execution against our strategic plan and increased healthcare costs.

Previous report

Fully tax-equivalent net interest income for the third quarter of 2025 was $309.4 million, $5.2 million, or 2%, higher than the second quarter of 2025. The net interest margin in the second and third quarter of 2025 was 3.04%. This was due to organic net interest income growth driven by continued growth in higher yielding loans in our commercial and industrial segment.

Previous report

Noninterest expense for the third quarter of 2025 was $216.2 million, up $6.8 million, or 3%, from the second quarter of 2025, driven primarily by an increase in personnel due to variable compensation as a result of strong execution against our strategic plan and increased healthcare costs. Outside of personnel expense, there were slight increases in technology expense, business development and advertising expenses, netted against decreases in legal and professional fees, loan and foreclosure costs and other noninterest expense.

Previous report

Fully tax-equivalent net interest income for the third quarter of 2025 was $309.4 million, $43.2 million, or 16%, higher than the third quarter of 2024. The net interest margin between the comparable quarters was up 26 bp, to 3.04% in the third quarter of 2025 from the third quarter of 2024. The increases in net interest income and net interest margin were primarily due to a mix shift in earning assets attributable to the balance sheet repositioning announced in the fourth quarter of 2024 and continued organic growth in higher yielding loans within the commercial and industrial segment.

Previous report

Average earning assets increased $2.4 billion, or 6%, to $40.6 billion in the third quarter of 2025, driven by an increase in total loans and increases in total investments driven by reinvestment of additional proceeds from the common stock offering in the fourth quarter of 2024 and additional growth to keep pace with overall balance sheet growth for liquidity needs. Average loans increased $1.1 billion, or 4%,driven by increases in commercial and industrial, commercial real estate - investor and auto finance offset by a decrease in residential mortgage, which decreased due to the balance sheet repositioning announced in the fourth quarter of 2024. On the funding side, average interest-bearing deposits increased $1.2 billion, or 4%, from the third quarter of 2024, due to increases in all deposit categories except money market and brokered CDs which saw a slight contraction. Average short and long-term funding increased $804.9 million, or 25%, primarily driven by an increase in FHLB

Showing the first 40 of 53 passages. Open the source sections for the rest.

Reworded paragraphs (37)

Previous wording

•Provision for credit losses was $47.0 million compared to $68.0 million for the first nine months of 2024, driven by nominal credit movement coupled with general macroeconomic trends.

Current wording

•Provision for credit losses was $11.0 million compared to $13.0 million for the first three months of 2025, driven by nominal credit movement coupled with general macroeconomic trends.

Previous wording

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

Current wording

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

Previous wording

•Fully tax-equivalent net interest income and net interest income increased $115.7 million and $114.2 million, or 15%, as compared to the first nine months of 2024, respectively. The average yield on earning assets decreased 18 bp and the cost of interest-bearing liabilities decreased 54 bp from the first nine months of 2024.The increase in net interest income was driven, in part, by the actions taken by the Corporation as part of the balance sheet repositioning announced in the fourth quarter of 2024 which sold off lower yielding investment securities and residential mortgages. Additionally, the Corporation saw organic growth in net interest income from the continued growth in higher yielding loans in commercial and industrial and auto finance. Finally, given that the Corporation is slightly asset sensitive, the Federal Reserve decreasing the federal funds target interest rate by 100 bp in the second half of 2024 caused contraction in the average yield on earning assets; however, this was more than offset by the repricing of deposits downward in line with market rates. 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 increased $21.1 million and $21.2 million, or 7%, as compared to the first three months of 2025, respectively. The average yield on earning assets decreased 25 bp and the cost of interest-bearing liabilities decreased 39 bp from the first three months of 2025. The increase in net interest income was primarily driven by higher earning assets along with an improved interest rate spread. Asset yields benefitted from an asset mix shift away from lower yielding residential mortgages to higher yielding commercial and industrial loans, while interest bearing liability rates decreased as the interest rate environment declined. 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

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 $77.4 million for the nine months ended September 30, 2025, compared to income tax expense of $27.5 million for the nine months ended September 30, 2024. The Corporation's effective tax rate from continuing operations was 18.64% and 8.79% for the nine months ended September 30, 2025, and 2024, respectively. The increase in income tax expense of $49.9 million and higher effective tax rate during the first nine months of 2025 as compared to the same period of 2024 were primarily due to a strategic reallocation of the investment portfolio and the adoption of a legal entity rationalization plan that resulted in the recognition of deferred benefits in 2024 and increased net income in 2025.

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 $33.2 million for the three months ended March 31, 2026, compared to income tax expense of $19.4 million for the three months ended March 31, 2025. The Corporation's effective tax rate from continuing operations was 21.75% and 16.03% for the three months ended March 31, 2026, and 2025, respectively. The increase in income tax expense of $13.8 million and higher effective tax rate during the first three months of 2026 as compared to the same period of 2025 was primarily due to a reduction in the valuation allowance that occurred in the first three months of 2025, making that quarter’s tax expense lower than it otherwise would have been.

Previous wording

•At September 30, 2025, total assets were $44.5 billion, up $1.4 billion, or 3%, from December 31, 2024.

Current wording

•At March 31, 2026, total assets were $45.6 billion, up $391.1 million, or 1%, from December 31, 2025.

Previous wording

◦Interest bearing deposits in other financial institutions were $802.3 million at September 30, 2025, up $348.7 million, or 77%, from December 31, 2024. Federal funds sold and securities purchased under agreement to resell were $0.1 million at September 30, 2025, down $21.9 million, or 100% from December 31, 2024. See Consolidated Statements of Cash Flows for detailed information.

Current wording

◦Cash and due from banks were $465.3 million at March 31, 2026, down 109.4 million, or 19%, from December 31, 2025. Interest bearing deposits in other financial institutions were $920.7 million at March 31, 2026, down $223.4 million, or 20%, from December 31, 2025. See the Consolidated Statements of Cash Flows for detailed information on those fluctuations.

Previous wording

•At September 30, 2025, total liabilities were $39.6 billion, up $1.2 billion, or 3%, from December 31, 2024.

Current wording

•At March 31, 2026, total liabilities were $40.6 billion, up $368.6 million, or 1%, from December 31, 2025.

Previous wording

•At September 30, 2025, the loans to deposits ratio was 88.73%, up from 85.92% at December 31, 2024.

Current wording

•At March 31, 2026, the loans to deposits ratio was 88.99%, up from 87.65% at December 31, 2025.

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 2024 and the first nine 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.

Current wording

The Corporation has long-term guidelines relative to the proportion of Commercial and Business, CRE, and Consumer loans within the overall loan portfolio. 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 ERC. These guidelines and limits are designed to create balance and diversification within the loan portfolios.

Previous wording

At September 30, 2025, $21.2 billion, or 69%, of the loans outstanding and $18.0 billion, or 90%, 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, 2026, $22.2 billion, or 70%, of the loans outstanding and $18.9 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

An active credit risk management process is used for commercial loans to ensure that sound and consistent credit decisions are made. Credit risk is controlled by detailed underwriting procedures, comprehensive loan administration, and periodic review of borrowers’ outstanding loans and commitments. Borrower relationships are formally reviewed and graded on an ongoing basis for early identification of potential problems. Further analysis by customer, industry, and geographic location are performed to monitor trends, financial performance, and concentrations. See Note 6 Loans of the notes to consolidated financial statements for additional information on managing overall credit quality.

Current wording

An active credit risk management process is used for commercial loans to ensure that sound and consistent credit decisions are made. Credit risk is controlled by detailed underwriting procedures, comprehensive loan administration, and periodic review of borrowers’ outstanding loans and commitments. Borrower relationships are formally reviewed and graded on an ongoing basis for early identification of potential problems. Further analysis by customer, industry, and geographic location is performed to monitor trends, financial performance, and concentrations. See Note 6 Loans of the notes to consolidated financial statements for additional information on managing overall credit quality.

Previous wording

(b) 65% of the total utilities exposure comes from renewable energy sources (wind, solar, hydroelectric, and geothermal).

Current wording

(a) 70% 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 89% of the outstanding loan balances in the Corporation's branch footprint at September 30, 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.

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 four-state branch footprint, with approximately 94% of the outstanding loan balances in the Corporation's branch footprint at March 31, 2026. 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

•Total nonaccrual loans decreased $17.1 million, or 14%, from December 31, 2024, and decreased $22.3 million, or 17%, from September 30, 2024. The changes from both periods were primarily driven by decreases in commercial real estate - investor and commercial and business 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 $10.2 million, or 10%, from December 31, 2025, and decreased $24.2 million, or 18%, from March 31, 2025. The increase from December 31, 2025 was primarily driven by increases in commercial and industrial and auto finance lending, partially offset by decreases in residential mortgage and home equity lending. The decrease from March 31, 2025 was primarily driven by decreases in CRE - investor and residential mortgage lending, partially offset by increases in commercial and industrial and auto finance 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 decreased $21.6 million from September 30, 2024, primarily driven by a decrease within commercial and industrial lending, partially offset by an increase in commercial real estate - investor lending. See Table 11 and Table 12 for additional information on the activity in the ACLL.

Current wording

•YTD net charge offs decreased $3.4 million from March 31, 2025, primarily driven by decreases within commercial and industrial and CRE - investor, partially offset by an increase in auto finance 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 $233.4 million, or 1% from December 31, 2024, and increased $1.3 billion, or 4%, from September 30, 2024. The increase from December 31, 2024, was primarily driven by increases in other time deposits, network transaction deposits, savings, and noninterest bearing demand deposits, offset by decreases in brokered CDs, money market and interest-bearing demand deposits, while the increase from September 30, 2024 was driven by increases in all deposit categories except brokered CD's and money market deposits.

Current wording

•Total deposits, which are the Corporation's largest source of funds, increased $179.2 million, or 1% from December 31, 2025, and increased $535.1 million, or 2%, from March 31, 2025. The increase from December 31, 2025, was driven by increases in other time deposits, savings, and interest bearing demand deposits, offset by decreases in network transaction deposits and brokered CDs, while the increase from March 31, 2025 was driven by increases in all deposit categories except brokered CD's, network transaction deposits, and noninterest-bearing demand deposits.

Previous wording

•Estimated uninsured and uncollateralized deposits, excluding intercompany deposits, were 24.9% of total deposits at September 30, 2025, compared to 23.0% at December 31, 2024 and 22.3% at September 30, 2024.

Current wording

•Estimated uninsured and uncollateralized deposits, excluding intercompany deposits, were 25.7% of total deposits at March 31, 2026, compared to 26.5% at December 31, 2025 and 26.1% at March 31, 2025.

Previous wording

The Corporation performs dynamic scenario analysis in accordance with industry best practices. Measures have been established to ensure the Corporation has sufficient high quality short-term liquidity to meet cash flow requirements under stressed scenarios. In addition, the Corporation also reviews static measures such as deposit funding as a percentage of total assets and liquid asset levels. Strong capital ratios, credit quality, and core earnings are also essential to maintaining cost effective access to wholesale funding markets. At September 30, 2025, the Corporation was in compliance with its internal liquidity objectives and had sufficient asset-based liquidity to meet its obligations even under a stressed scenario.

Current wording

The Corporation performs dynamic scenario analysis in accordance with industry best practices. Measures have been established to ensure the Corporation has sufficient high quality short-term liquidity to meet cash flow requirements under stressed scenarios. In addition, the Corporation also reviews static measures such as deposit funding as a percent of total assets and liquid asset levels. Strong capital ratios, credit quality, and core earnings are also essential to maintaining cost effective access to wholesale funding markets. At March 31, 2026, the Corporation was in compliance with its internal liquidity objectives and had sufficient asset-based liquidity to meet its obligations even under a stressed scenario.

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, 2025, the Bank had $5.9 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, 2025, the Bank had $5.7 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, 2026, the Bank had $5.6 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, 2026, the Bank had $6.5 billion available for discount window borrowings.

Previous wording

•Global Bank Note Program issuances; the Bank has implemented a program pursuant to which it may from time to time offer up to $2.0 billion aggregate principal amount of its unsecured senior and subordinated notes.

Current wording

•Global Bank Note Program issuances; the Bank has implemented a program pursuant to which it may offer up to $2.0 billion aggregate principal amount of its unsecured senior and subordinated notes.

Previous wording

For the nine months ended September 30, 2024, net cash provided by operating and financing activities was $373.1 million and $843.1 million, respectively, while net cash used in investing activities was 1.2 billion, for a net increase in cash and cash equivalents of 43.2 million since year-end 2023. At September 30, 2024, assets of 42.2 billion increased $1.2 billion, or 3%, from year-end 2023. On the funding side, deposits of 33.6 billion increased $108.2 million, or 0%, from year-end 2023, short-term funding increased $590.2 million, or 181%, and FHLB advances increased $26.9 million, or 1%.

Current wording

For the three months ended March 31, 2026, net cash provided by operating and financing activities was $135.9 million and $354.3 million, respectively, while investing activities used net cash of $824.2 million, for a net decrease in cash and cash equivalents of $334.0 million since year-end 2025. At March 31, 2026, assets of $45.6 billion increased $391.1 million, or 1%, from year-end 2025. On the funding side, deposits of $35.7 billion increased $179.2 million, or 1% from year-end 2025, short-term funding increased $87.8 million, or 29%, and FHLB advances increased $153.7 million or 5%.

Previous wording

For the nine months ended September 30, 2025, net cash provided by operating and financing activities was $397.6 million and $1.1 billion, respectively, while net cash used in investing activities was $1.2 billion, for a net increase in cash and cash equivalents of $273.2 million since year-end 2024. At September 30, 2025, assets of $44.5 billion increased $1.4 billion, or 3%, from year-end 2024. On the funding side, deposits of $34.9 billion increased $233.4 million, or 1% from year-end 2024, short-term funding decreased $70.7 million, or 15%, FHLB advances increased $1.4 billion or 74%, and other long-term funding decreased $243.6 million, or 29%.

Current wording

For the three months ended March 31, 2025, net cash provided by operating and financing activities was $98.2 million and $241.8 million, respectively, while investing activities used net cash of $127.1 million, for a net increase in cash and cash equivalents of $212.9 million since year-end 2024. At March 31, 2025, assets of $43.3 billion increased $286.1 million, or 1%, from year-end 2024. On the funding side, deposits of $35.2 billion increased $548.3 million, or 2%, from year-end 2024, short-term funding decreased $159.0 million, or 34%, and FHLB advances increased $173.5 million, or 9%.

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 2025.

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 2026.

Previous wording

Since MVE measures the discounted present value of cash flows over the estimated lives of instruments, the change in MVE does not directly correlate to the degree that earnings would be impacted over a shorter time horizon (i.e., the current year). Further, MVE does not take into account factors such as future balance sheet growth, changes in product mix, changes in yield curve relationships, and changes in product spreads that could mitigate the adverse impact of changes in interest rates. The MVE measure in the 200 bp increase in interest rates scenario is outside of the policy limit, which has been reported to the Corporation's Board.

Current wording

Since MVE measures the discounted present value of cash flows over the estimated lives of instruments, the change in MVE does not directly correlate to the degree that earnings would be impacted over a shorter time horizon (i.e., the current year). Further, MVE does not take into account factors such as future balance sheet growth, changes in product mix, changes in yield curve relationships, and changes in product spreads that could mitigate the adverse impact of changes in interest rates.

Previous wording

The Corporation also has obligations under its derivatives, lending-related commitments, and retirement plans as described in Note 9 Derivative and Hedging Activities, Note 11 Commitments, Off-Balance Sheet Arrangements, Legal Proceedings, and Regulatory Matters, and Note 13 Retirement Plans of the notes to consolidated financial statements, respectively. Further discussion of the nature of each obligation is included in the referenced note to the consolidated financial statements.

Current wording

The Corporation also has obligations under its derivatives, lending-related commitments, and retirement plans as described in Note 9 Derivative and Hedging Activities, Note 11 Commitments, Off-Balance Sheet Arrangements, and Legal Proceedings, and Note 13 Retirement Plans of the notes to consolidated financial statements, respectively. Further discussion of the nature of federal funds purchased and securities sold under agreements to repurchase, FHLB advances, and senior and subordinated debt is included in Note 8 Short and Long-Term Funding of the notes to consolidated financial statements.

Previous wording

(a) The Federal Reserve establishes regulatory capital requirements, including well-capitalized standards for the Corporation. The Corporation follows Basel III, subject to certain transition provisions. These regulatory capital measurements are used by management, regulators, investors, and analysts to assess, monitor, and compare the quality and composition of the Corporation's capital with the capital of other financial services companies.

Current wording

(a) The Federal Reserve establishes regulatory capital requirements, including well-capitalized standards, for the Corporation. The regulatory capital requirements effective for the Corporation follow Basel III, subject to certain transition provisions.

Previous wording

(b) 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 reflects that election.

Current wording

(b) 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 CET1 capital which allows the Corporation to opt-out of the requirement to include most components of AOCI in CET1 capital.

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 2025.

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 2026.

Previous wording

(b) Announced initiatives include the loss on mortgage portfolio sale and loss on prepayment of FHLB advances as a result of balance sheet repositionings that the Corporation announced in the fourth quarter of 2024. The net loss on the sale of investments is already excluded from noninterest income within the efficiency ratio.

Current wording

(b) Announced initiatives include the loss on mortgage portfolio sale as a result of balance sheet repositioning that the Corporation announced in the fourth quarter of 2024.

Previous wording

The Corporation reported net income of $124.7 million for the third quarter of 2025, compared to net income of $88.0 million for the third quarter of 2024. Net income available to common equity was $121.9 million for the third quarter of 2025, or $0.73 for both basic and diluted earnings per common share. Comparatively, net income available to common equity for the third quarter of 2024 was $85.1 million, or $0.56 for both basic and diluted earnings per common share.

Current wording

The Corporation reported net income of $119.6 million for the first quarter of 2026, compared to a net income of $137.1 million for the fourth quarter of 2025. Net income available to common equity was $116.8 million for the first quarter of 2026, or $0.70 for both basic and diluted earnings per common share. Comparatively, the net income available to common equity for the fourth quarter of 2025 was $134.3 million, or $0.81 and $0.80 for basic and diluted earnings per common share, respectively.

Previous wording

Average earning assets increased $487.6 million, or 1%, to $40.6 billion in the third quarter of 2025, primarily due to an increase in commercial and business lending given our strategic focus in that segment and taxable securities from continued investment for liquidity needs as the balance sheet continues to grow. Average loans increased $258.5 million, or 1%, due to an increase in commercial and business lending and auto finance loans, partially offset by a decrease in commercial real estate lending. On the funding side, average total interest-bearing deposits increased $354.9 million, or 1%, driven by an increase in savings, interest-bearing demands, and other time deposits, offset by decreases in brokered CDs and money market deposits.

Current wording

Average earning assets increased $477.7 million, or 1%, to $41.3 billion in the first quarter of 2026, primarily due to an increase in commercial lending given our strategic focus in that segment and taxable securities and other short-term investments from continued investment for liquidity needs as the balance sheet continues to grow. Average loans increased $286.1 million, or 1%, due to an increase in commercial lending and auto finance loans, partially offset by a decrease in residential mortgage lending. On the funding side, average total interest-bearing deposits decreased $402.8 million, or 1%, primarily driven by an decrease in non-core customer deposits including brokered CDs and network transaction deposits; partially offset by growth in money market and other time deposits.

Previous wording

The provision for credit losses was $16.0 million for the third quarter of 2025 and $18.0 million for the second quarter of 2025. This was due to nominal credit movement and general macroeconomic trends. 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 $11.0 million for the first quarter of 2026 and $7.0 million for the fourth quarter of 2025. This was due to nominal credit movement and general macroeconomic trends. See discussion under sections: Provision for Credit Losses, Nonperforming Assets, and Allowance for Credit Losses on Loans.

Previous wording

Noninterest income for the third quarter of 2025 was $81.3 million, up $14.3 million, or 21% from the second quarter of 2025. The increase was due to increases in net capital market income through elevated activity in our capital markets syndications and swaps businesses and net asset gains from deferred compensation valuation adjustments.

Current wording

Noninterest income for the first quarter of 2026 was $75.9 million, down $3.5 million, or 4% from the fourth quarter of 2025. The decrease was due to decreases in net capital market income and card-based fees, and is partially offset by increases in net mortgage banking activity.

Previous wording

For the third quarter of 2025, the Corporation recognized income tax expense of $29.6 million, compared to an income tax expense of $28.4 million for the second quarter of 2025. The increase was driven by increased net income in the current quarter.

Current wording

For the first quarter of 2026, the Corporation recognized income tax expense of $33.2 million, compared to an income tax expense of $25.8 million for the fourth quarter of 2025. The lower expense in the fourth quarter of 2025 was primarily attributable to the Corporation's reduction of its valuation allowance.

Previous wording

•Average earning assets and average loans both increased $1.3 billion from the nine months ended September 30, 2024, primarily driven by growth in commercial and business lending.

Current wording

•Average earning assets and average loans both increased $1.2 billion from the three months ended March 31, 2025, primarily driven by growth in commercial and business lending.

Previous wording

•Average deposits increased $1.1 billion from the nine months ended September 30, 2024, primarily driven by increases in all deposit types except for noninterest-bearing demand deposits.

Current wording

•Average deposits increased $889.1 million from the three months ended March 31, 2025, mainly driven by increases in all deposit types except for noninterest-bearing demand and money market deposits.

Previous wording

•Average loans decreased $73.6 million from the nine months ended September 30, 2024, attributable to lower balances in all loan categories.

Current wording

•Average loans decreased $50.5 million from the three months ended March 31, 2025, attributable to lower balances in all loan categories except for residential loans held for sale.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

(a) Period has been adjusted to conform with current period presentation.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

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

Previous report — wording carried elsewhere

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