M&T BANK CORP

Previous wording

The Company's results of operations in the second quarter of 2025 as compared with the first quarter of 2025 reflected higher taxable-equivalent net interest income and a rise in noninterest income, including favorable residential mortgage banking activities and gains on the sales of an out-of-footprint loan portfolio and a subsidiary that specialized in institutional services. The results of operations for each of the first quarters of 2025 and 2024 included seasonal salaries and employee benefits expense of $110 million and $99 million, respectively. The first six months of 2024 results included a $25 million distribution from M&T's investment in BLG and $34 million of FDIC special assessment expense. A summary of financial results for the Company is provided below:

Current wording

A summary of financial results for the Company is provided below:

Previous wording

The increase in net income in the recent quarter as compared with the first quarter of 2025 resulted from the following:

Current wording

The increase in net income in the recent quarter as compared with the second quarter of 2025 resulted from the following:

Previous wording

•Net interest income on a taxable-equivalent basis increased $15 million in the recent quarter reflecting one more calendar day of earnings and a comparatively favorable impact from interest rate swap agreements used for hedging purposes, partially offset by $20 million of lower taxable-equivalent interest income resulting from an alignment of amortization periods for certain municipal bonds obtained from the acquisition of People's United in 2022. Reflecting those factors the net interest margin narrowed 4 basis points.

Current wording

•Net interest income on a taxable-equivalent basis increased $51 million reflecting an additional day of earnings, favorable earning assets and interest-bearing liabilities repricing and the impact of $20 million of lower taxable-equivalent interest income in the second quarter of 2025 resulting from an alignment of amortization periods for certain municipal bonds obtained from the acquisition of People’s United. Reflecting those factors the net interest margin expanded 6 basis points.

Previous wording

•Noninterest income increased $72 million reflecting higher residential mortgage banking revenues and an increase in other revenues from operations, including gains on the sales of an out-of-footprint loan portfolio of $15 million and a subsidiary that specialized in institutional services of $10 million.

Current wording

•Noninterest income increased $69 million reflecting higher residential mortgage banking revenues and a rise in other revenues from operations resulting from a $28 million distribution of an earnout payment related to the Company's 2023 sale of its CIT business, a $20 million distribution from M&T's investment in BLG and a $12 million gain on the sale of equipment leases each in the recent quarter, partially offset by gains on the sales of an out-of-footprint loan portfolio of $15 million and a subsidiary that specialized in institutional services of $10 million each in the second quarter of 2025.

Previous wording

The increase in net income in the six months ended June 30, 2025 as compared with the same 2024 period reflected the following:

Current wording

The increase in net income for the nine months ended September 30, 2025 as compared with the same 2024 period reflected the following:

Previous wording

•Net interest income on a taxable-equivalent basis increased $6 million reflecting a widening of the net interest margin by 8 basis points as an increase in the Company's net interest spread was partially offset by a decline in contribution from net interest-free funds.

Current wording

•Net interest income on a taxable-equivalent basis increased $40 million reflecting a widening of the net interest margin by 8 basis points. The higher net interest margin reflects favorable earning assets and interest-bearing liabilities repricing that improved the Company's net interest spread, partially offset by a decline in the contribution of net interest-free funds.

Previous wording

•The provision for credit losses declined $95 million mainly reflecting improved levels of criticized loans.

Current wording

•The provision for credit losses declined $90 million mainly reflecting improved levels of criticized loans.

Previous wording

•Noninterest income increased $130 million reflecting higher mortgage banking revenues, trust income, service charges on deposit accounts and other revenues from operations.

Current wording

•Noninterest income increased $276 million reflecting higher mortgage banking revenues, trust income, service charges on deposit accounts and other revenues from operations.

Previous wording

•Noninterest expense rose $58 million reflecting higher levels of salaries and employee benefits expense and outside data processing and software costs, partially offset by lower FDIC assessments, including $34 million of FDIC special assessment expense in the first half of 2024, and lower other costs of operations.

Current wording

•Noninterest expense rose $118 million reflecting higher levels of salaries and employee benefits expense and outside data processing and software costs, partially offset by lower FDIC assessments, which included $34 million of FDIC special assessment expense in the first nine months of 2024.

Previous wording

The Company's effective income tax rates were 23.4% and 23.2% for the second and first quarters of 2025, respectively, and 23.3% and 21.9% for the six months ended June 30, 2025 and 2024, respectively. The first half of 2024 income tax expense reflected a $17 million net discrete tax benefit related to the resolution of an income tax matter inherited from the acquisition of People's United.

Current wording

The Company's effective income tax rates were 22.8% and 23.4% for the third and second quarters of 2025, respectively, and 23.1% and 21.5% for the nine months ended September 30, 2025 and 2024, respectively. Income tax expense for the first nine months of 2024 reflected $31 million of net discrete tax benefits.

Previous wording

Under approved capital plans and programs authorized by the Board of Directors, M&T repurchased 6,073,957 shares of its common stock during the recent quarter at a total cost of $1.1 billion, compared with 3,415,303 shares at a total cost of $662 million in the first quarter of 2025. No share repurchases occurred in the first half of 2024.

Current wording

Under approved capital plans and programs authorized by the Board of Directors, M&T repurchased 2.1 million shares of its common stock during the recent quarter at a total cost of $409 million, compared with 6.1 million shares at a total cost of $1.1 billion in the second quarter of 2025. During the first nine months of 2025, M&T repurchased 11.6 million shares of its common stock at a total cost of $2.2 billion, compared with 1.2 million shares at a total cost of $200 million during the first nine months of 2024.

Previous wording

(d)The yield on state and political subdivision investment securities for the six-month period ended June 30, 2025 reflects $18 million of lower taxable-equivalent interest income resulting from an alignment of amortization periods for certain municipal bonds obtained from the acquisition of People's United.

Current wording

(d)The yield on state and political subdivision investment securities for the nine-month period ended September 30, 2025 reflects $18 million of lower taxable-equivalent interest income resulting from an alignment of amortization periods for certain municipal bonds obtained from the acquisition of People's United.

Previous wording

Taxable-equivalent net interest income can be impacted by changes in the composition of the Company's earning assets and interest-bearing liabilities, as discussed herein, as well as changes in interest rates and spreads. Net interest spread, or the difference between the yield on earning assets and the rate paid on interest-bearing liabilities, was 2.80% in the recent quarter, down from 2.82% in the first quarter of 2025. The decrease in the net interest spread reflects an increase in the rates paid on the Company's interest-bearing liabilities and a decline in the yield on earning assets. The yield on earning assets declined 1 basis point in the second quarter of 2025 to 5.51%, reflecting lower taxable-equivalent interest income on investment securities resulting from an alignment of amortization periods for certain municipal bonds obtained from the acquisition of People's United. That decrease was partially offset by a rise in yields received on average loans. The rate paid on interest-bearing liabilities was 2.71%, up 1 basis point from the first quarter of 2025. Increases in the rates paid on the Company's average non-brokered interest-bearing deposits and average borrowings were partially offset by a reduction in the cost of brokered deposits. For the first six months of 2025 and 2024, net interest spread was 2.80% and 2.52%, respectively. Reductions to the rates paid on interest-bearing liabilities outpaced lower yields received on earning assets. Contributing to those decreases in the first half of 2025 as compared with the corresponding 2024 period was a reduction by the FOMC of its federal funds target interest rate by a total of 1.00% in the last four months of 2024.

Current wording

Taxable-equivalent net interest income can be impacted by changes in the composition of the Company's earning assets and interest-bearing liabilities, as discussed herein, as well as changes in interest rates and spreads. The FOMC lowered its federal funds target interest rate by a total of 100 basis points in the last four months of 2024 and by 25 basis points in September 2025.

Previous wording

Taxable-equivalent net interest income in the first six months of 2025 was $3.43 billion, compared with $3.42 billion in the corresponding 2024 period. That increase reflects an 8 basis-point widening of the net interest margin driven by a decrease of 55 basis points in the cost of interest-bearing liabilities, partially offset by a 27 basis-point decline in the yield received on earning assets. Contributing to the decrease in yields received on earning assets and rates paid on interest-bearing liabilities in the first half of 2025 as compared with the first half of 2024 was a reduction by the FOMC of its federal funds target interest rate by a total of 1.00% in the last four months of 2024. Partially offsetting the decline in yields received on earning assets was an increase in the yields received on investment securities from the deployment of liquidity into fixed rate investment securities from early 2024 through June 2025 that yielded higher rates than maturing investment securities. The Company continues to adjust its funding sources in consideration of the competitive landscape for customer deposits and maintenance of its liquidity profile. The Company's average balance sheets accompanied by the annualized taxable-equivalent interest income and expense and the average rate on the Company's earning assets and interest-bearing liabilities are presented as follows.

Current wording

Taxable-equivalent net interest income for the first nine months of 2025 increased $40 million as compared with the same 2024 period. That increase reflects an 8 basis-point widening of the net interest margin driven by a decrease of 53 basis points in the cost of interest-bearing liabilities, partially offset by a 25 basis-point decline in the yield received on earning assets and a 20 basis-point reduction in the contribution of net interest-free funds. Contributing to lower yields on earning assets and rates paid on interest-bearing liabilities in the first nine months of 2025 as compared with the similar 2024 period was the impact of the FOMC's cumulative 100 basis-point reduction in its federal funds target interest rate during the last four months of 2024. Partially offsetting the decline in yields received on earning assets was an increase in the yields received on investment securities from the deployment of liquidity into fixed rate investment securities from early 2024 through September 2025 that yielded higher rates than maturing investment securities.

Previous wording

Reflecting the changes to the net interest spread and the contribution of net interest-free funds as described herein, the Company’s net interest margin was 3.62% in the second quarter of 2025, compared with 3.66% in the first quarter of 2025. During the first six months of 2025 and 2024, the net interest margin was 3.64% and 3.56%, respectively. Future changes in market interest rates or spreads, as well as changes in the composition of the Company’s portfolios of earning assets and interest-bearing liabilities that result in changes to spreads, could impact the Company’s net interest income and net interest margin. Future changes in the levels of net interest-free funds and the interest rates used to value such funds could also impact the Company's net interest margin.

Current wording

Future changes in market interest rates or spreads, as well as changes in the composition of the Company’s portfolios of earning assets and interest-bearing liabilities that result in changes to spreads, could impact the Company’s net interest income and net interest margin. Future changes in the levels of net interest-free funds and the interest rates used to value such funds could also impact the Company's net interest margin.

Previous wording

Management assesses the potential impact of future changes in interest rates and spreads by projecting net interest income under several interest rate scenarios. In managing interest rate risk, the Company has utilized interest rate swap agreements to modify the repricing characteristics of certain portions of its earning assets and interest-bearing liabilities. Under the terms of those interest rate swap agreements, the Company generally received payments based on the outstanding notional amount at fixed rates and made payments at variable rates. Periodic settlement amounts arising from these agreements are reflected in either the yields on earning assets or the rates paid on interest-bearing liabilities. The Company enters into forward-starting interest rate swap agreements predominantly to hedge interest rate exposures expected in future periods. The following table summarizes information about interest rate swap agreements entered into for interest rate risk management purposes at June 30, 2025 and December 31, 2024.

Current wording

Management assesses the potential impact of future changes in interest rates and spreads by projecting net interest income under several interest rate scenarios. In managing interest rate risk, the Company has utilized interest rate swap agreements to modify the repricing characteristics of certain portions of its earning assets and interest-bearing liabilities. Under the terms of those interest rate swap agreements, the Company generally received payments based on the outstanding notional amount at fixed rates and made payments at variable rates. Periodic settlement amounts arising from these agreements are reflected in either the yields received on earning assets or the rates paid on interest-bearing liabilities. The Company enters into forward-starting interest rate swap agreements predominantly to hedge interest rate exposures expected in future periods. The following table summarizes information about interest rate swap agreements entered into for interest rate risk management purposes at September 30, 2025 and December 31, 2024.

Previous wording

The Company's lending activities reflect a portfolio composition shift as the Company executed various strategies to reduce its relative concentration of commercial real estate loans throughout 2024. The following table summarizes changes in the components of average loans.

Current wording

The Company's lending activities reflect a shift in portfolio composition as the Company executed various strategies to lessen its relative concentration of commercial real estate loans throughout 2024 and to reduce the amount of criticized loans in this category through 2025. The following table summarizes changes in the components of average loans.

Previous wording

•Commercial real estate loans averaged $25.3 billion in the second quarter of 2025, down $926 million from the first quarter of 2025, reflecting decreases of $247 million and $679 million of average permanent and construction commercial real estate loans, respectively. Contributing to the decline were payoffs and the sale of $661 million of out-of-footprint residential builder and developer loans.

Current wording

•Commercial real estate loans decreased $980 million, reflecting a reduction of $1.1 billion of average construction commercial real estate loans, partially offset by a modest increase of average permanent commercial real estate loans. Contributing to the decline in average commercial real estate construction loans were payoffs and the full quarter impact of the sale of $661 million of out-of-footprint residential builder and developer loans in June 2025.

Previous wording

In the first six months of 2025, average loans increased $935 million or 1% from the corresponding 2024 period.

Current wording

In the first nine months of 2025, average loans increased $1.2 billion from the corresponding 2024 period.

Previous wording

•Average consumer loans in the first half of 2025 increased $3.3 billion from the first half of 2024. The higher average balances of consumer loans reflect recreational finance and automobile loan growth of $2.4 billion and $775 million, respectively.

Current wording

•Average consumer loans increased $3.3 billion reflecting recreational finance and automobile average loan growth of $2.4 billion and $712 million, respectively.

Previous wording

The Company's investment securities portfolio is largely comprised of government-issued or guaranteed commercial and residential mortgage-backed securities and U.S. Treasury securities, but also includes municipal and other securities. When purchasing investment securities, the Company considers its liquidity position and its overall interest rate risk profile as well as the adequacy of expected returns relative to risks assumed, including prepayments. The Company may occasionally sell investment securities as a result of movements in interest rates and spreads, changes in liquidity needs, actual or anticipated prepayments, credit risk associated with a particular security, or as a result of restructuring its investment securities portfolio. The amounts of investment securities held by the Company are influenced by such factors as available yield in comparison with alternative investments, demand for loans, which generally yield more than investment securities, ongoing repayments, the levels of deposits, and management of liquidity and balance sheet size and resulting capital ratios. Information about the Company's average investment securities portfolio is presented in the following table.

Current wording

The Company's investment securities portfolio is largely comprised of government-issued or guaranteed residential and commercial mortgage-backed securities and U.S. Treasury securities, but also includes municipal and other securities. When purchasing investment securities, the Company considers its liquidity position and its overall interest rate risk profile as well as the adequacy of expected returns relative to risks assumed, including prepayments. The Company may occasionally sell investment securities as a result of movements in interest rates and spreads, changes in liquidity needs, actual or anticipated prepayments, credit risk associated with a particular security, or as a result of restructuring its investment securities portfolio. The amounts of investment securities held by the Company are influenced by such factors as available yield in comparison with alternative investments, demand for loans, which generally yield more than investment securities, ongoing repayments, the levels of deposits, and management of liquidity and balance sheet size and resulting capital ratios. Information about the Company's average investment securities portfolio is presented in the following table.

Previous wording

The investment securities portfolio averaged $35.3 billion in the second quarter of 2025, up $855 million from the first quarter of 2025. That increase reflects the deployment of liquidity into primarily fixed rate investment securities, including purchases of fixed rate agency mortgage-backed securities and U.S. Treasury securities of $1.2 billion and $638 million, respectively, in the recent quarter, into the Company's available-for-sale investment securities portfolio. In the first six months of 2025 and 2024, investment securities averaged $34.9 billion and $29.1 billion, respectively. The Company purchased fixed rate agency mortgage-backed securities and U.S. Treasury securities of $8.5 billion and $3.1 billion, respectively, since June 30, 2024. As a result of the elevated interest rate environment throughout much of 2024 and the maturities of lower-yielding securities, the weighted-average current yield for total investment securities available for sale increased to 4.50% at June 30, 2025 and 4.42% at March 31, 2025, compared with 3.83% at June 30, 2024. The weighted-average duration of the available-for-sale investment securities portfolio was 2.6 years at June 30, 2025, compared with 2.5 years and 2.1 years at March 31, 2025 and June 30, 2024, respectively. There were no significant sales of investment securities during the three and six months ended June 30, 2025. In 2024, the Company sold $181 million of non-agency investment securities from its available-for-sale portfolio and its remaining equity investments in Fannie Mae and Freddie Mac preferred securities. The Company routinely adjusts its holdings of capital stock of the FHLB of New York and the FRB of New York based on amounts of outstanding borrowings and available lines of credit with those entities.

Current wording

The investment securities portfolio averaged $36.6 billion in the third quarter of 2025, up $1.2 billion from the second quarter of 2025, and $35.5 billion for the nine months ended September 30, 2025, an increase of $5.7 billion from the similar 2024 period. Those increases reflect the deployment of liquidity into primarily fixed rate mortgage-backed investment securities classified in the Company's available-for-sale investment securities portfolio. As a result of the purchases of higher-yielding securities and the maturities of lower-yielding securities, the weighted-average current yield for total investment securities available for sale increased to 4.65% at September 30, 2025 and 4.50% at June 30, 2025 as compared with 4.08% at September 30, 2024. The weighted-average duration of the available-for-sale investment securities portfolio was 2.5 years at September 30, 2025 as compared with 2.6 years and 2.3 years at June 30, 2025 and September 30, 2024, respectively. The Company routinely adjusts its holdings of capital stock of the FHLB of New York and the FRB of New York based on amounts of outstanding borrowings and available lines of credit with those entities.

Previous wording

The Company regularly reviews its debt investment securities for declines in value below amortized cost that might be indicative of credit-related losses. In light of such reviews, there were no credit-related losses on debt investment securities recognized in each of the six months ended June 30, 2025 and June 30, 2024. A further discussion of fair values of investment securities is included herein under the heading "Capital." Additional information about the investment securities portfolio is included in notes 3 and 13 of Notes to Financial Statements.

Current wording

The Company regularly reviews its debt investment securities for declines in value below amortized cost that might be indicative of credit-related losses. There were no credit-related losses on debt investment securities recognized in each of the nine months ended September 30, 2025 and 2024. A further discussion of fair values of investment securities is included herein under the heading "Capital." Additional information about the investment securities portfolio is included in notes 3 and 13 of Notes to Financial Statements.

Previous wording

Other earning assets include interest-bearing deposits at banks and trading account assets. Those other earning assets in the aggregate averaged $19.8 billion in each of the three-month periods ended June 30, 2025 and March 31, 2025, and $19.8 billion in the six months ended June 30, 2025, compared with $30.1 billion in the six months ended June 30, 2024. The amounts of other earning assets at those respective dates were primarily comprised of deposits held at the FRB of New York. In general, the levels of those deposits often fluctuate due to changes in deposits of retail and commercial customers, trust-related deposits, brokered deposits and additions to or maturities of investment securities or borrowings.

Current wording

Other earning assets include interest-bearing deposits at banks and trading account assets. Those other earning assets in the aggregate averaged $17.8 billion and $19.8 billion for the three-month periods ended September 30, 2025 and June 30, 2025, respectively, and $19.1 billion and $28.6 billion for the nine months ended September 30, 2025 and 2024, respectively. The amounts of other earning assets at those respective dates were primarily comprised of deposits held at the FRB of New York. In general, the levels of those deposits often fluctuate due to changes in deposits of retail and commercial customers, trust-related deposits, brokered deposits and additions to or maturities of investment securities or borrowings.

Previous wording

The most significant source of funding for the Company is core deposits. The Company considers noninterest-bearing deposits, savings and interest-checking deposits and time deposits of $250,000 or less as core deposits. The Company’s branch network is its principal source of core deposits, which generally carry lower interest rates than wholesale funds of comparable maturities. Average core deposits represented 79% and 78% of average earning assets for the quarters ended June 30, 2025 and March 31, 2025, respectively, and 78% and 76% for the six months ended June 30, 2025 and 2024, respectively. The Company also includes brokered deposits as a component of its wholesale funding strategy. Depending on market conditions, including demand by customers and other investors, and the cost of funds available from alternative sources, the Company may change the amount or composition of brokered deposits in the future. The following table provides an analysis of changes in the components of average deposits.

Current wording

The most significant source of funding for the Company is core deposits. The Company considers noninterest-bearing deposits, savings and interest-checking deposits and time deposits of $250,000 or less as core deposits. The Company’s branch network is its principal source of core deposits, which generally carry lower interest rates than wholesale funds of comparable maturities. Average core deposits represented 78% and 79% of average earning assets for the quarters ended September 30, 2025 and June 30, 2025, respectively, and 78% and 77% for the nine months ended September 30, 2025 and 2024, respectively. The Company also includes brokered deposits as a component of its wholesale funding strategy. Depending on market conditions, including demand by customers and other investors, and the cost of funds available from alternative sources, the Company may change the amount or composition of brokered deposits in the future. The following table provides an analysis of changes in the components of average deposits.

Previous wording

In the first six months of 2025, total average deposits decreased $1.5 billion from the corresponding 2024 period.

Current wording

In the first nine months of 2025, total average deposits decreased $565 million from the corresponding 2024 period.

Previous wording

•Average core deposits grew $1.0 billion due to higher average balances of savings and interest-checking deposits reflecting growth and a shift in customer funds from noninterest-bearing accounts to interest-bearing products. Lower average balances of core time deposits in the first half of 2025 reflected comparatively lower rates paid on those products.

Current wording

•Average core deposits grew $1.2 billion due to higher average balances of savings and interest-checking deposits that reflected a shift in customer funds from noninterest-bearing accounts to interest-bearing products. Lower average balances of core time deposits reflected comparatively lower rates paid on those products.

Previous wording

The accompanying table summarizes the components of average total deposits by reportable segment for the three months ended June 30, 2025 and March 31, 2025 and the six months ended June 30, 2025 and 2024.

Current wording

The accompanying table summarizes the components of average total deposits by reportable segment for the three months ended September 30, 2025 and June 30, 2025 and the nine months ended September 30, 2025 and 2024.

Previous wording

The Company uses borrowing capacity from banks, the FHLBs, the FRB of New York and others as sources of funding. Short-term borrowings represent arrangements that at the time they were entered into had a contractual maturity of one year or less. Average short-term borrowings in the second quarter of 2025 as compared with the first quarter of 2025 were modestly higher. The lower levels of average short-term borrowings for the six months ended June 30, 2025 as compared with the similar 2024 period reflect the Company's management of liquidity, including reductions in short-term wholesale funding sources.

Current wording

The Company uses borrowing capacity from banks, the FHLBs, the FRB of New York and others as sources of funding. Short-term borrowings represent arrangements that at the time they were entered into had a contractual maturity of one year or less. Average short-term borrowings in the third quarter of 2025 as compared with the second quarter of 2025, as well as for the nine months ended September 30, 2025 as compared with the similar 2024 period, were lower as a result of the Company's management of liquidity, including reductions in certain short-term wholesale funding sources.

Previous wording

The levels of long-term borrowings reflect the Company's strategies to diversify its wholesale funding sources to provide long-term funding stabilization and prepare for proposed regulations enumerating certain long-term debt requirements as described in Part I, Item 1, "Resolution Planning and Resolution-Related Requirements" of M&T's 2024 Annual Report. The following table provides a summary of the Company's issuances, maturities and redemptions of long-term borrowings for the three-month and six-month periods ended June 30, 2025.

Current wording

The levels of long-term borrowings reflect the Company's strategies to diversify its wholesale funding sources to provide long-term funding stabilization and prepare for proposed regulations enumerating certain long-term debt requirements as described in Part I, Item 1, "Resolution Planning and Resolution-Related Requirements" of M&T's 2024 Annual Report. The following table provides a summary of the Company's issuances, maturities and redemptions of long-term borrowings for the three-month and nine-month periods ended September 30, 2025.

Previous wording

A provision for credit losses is recorded to adjust the level of the allowance to reflect expected credit losses that are based on economic forecasts as of each reporting date. A provision for credit losses of $125 million was recorded in the second quarter of 2025, compared with $130 million in the first quarter of 2025. In the recent quarter the provision for credit losses included $20 million of provision for unfunded credit commitments. For the six months ended June 30, 2025 and 2024, the Company recorded a provision for credit losses of $255 million and $350 million, respectively. The lower provision for credit losses in the first half of 2025 as compared with the similar 2024 period reflects improved performance of loans to commercial customers, partially offset by growth in M&T's consumer loan portfolio.

Current wording

A provision for credit losses is recorded to adjust the level of the allowance to reflect expected credit losses that are based on economic forecasts as of each reporting date. A provision for credit losses of $125 million was recorded in each of the third and second quarters of 2025. The provision for credit losses included $15 million and $20 million of provision for unfunded credit commitments in the third and second quarters of 2025, respectively. For the nine months ended September 30, 2025 and 2024, the Company recorded a provision for credit losses of $380 million and $470 million, respectively. The lower provision for credit losses in the first nine months of 2025 as compared with the similar 2024 period reflects improved credit performance of commercial real estate loans, partially offset by consumer loan growth.

Previous wording

Nonaccrual loans increased $33 million from March 31, 2025 to June 30, 2025 reflecting a $125 million increase in commercial and industrial nonaccrual loans, partially offset by reductions of $50 million and $23 million in consumer nonaccrual loans and commercial real estate nonaccrual loans, respectively. As compared with December 31, 2024, the $117 million decline in nonaccrual loans at June 30, 2025 reflects a $136 million reduction in commercial real estate nonaccrual loans and a $58 million reduction in consumer nonaccrual loans, partially offset by a $91 million increase in commercial and industrial nonaccrual loans. Approximately 55% of nonaccrual commercial and industrial and commercial real estate loans were considered current with respect to their payment status at June 30, 2025.

Current wording

Nonaccrual loans decreased $61 million from June 30, 2025 to September 30, 2025 reflecting modest declines in commercial and industrial, commercial real estate and residential real estate nonaccrual loans. As compared with December 31, 2024, the $178 million decline in nonaccrual loans at September 30, 2025 reflects a $154 million, $59 million and $29 million reduction in commercial real estate, consumer and residential real estate nonaccrual loans, respectively. Partially offsetting those declines was a $64 million increase in commercial and industrial nonaccrual loans. Approximately 37% of commercial and industrial and commercial real estate nonaccrual loans were considered current with respect to their payment status at September 30, 2025.

Previous wording

Government-guaranteed loans designated as accruing loans past due 90 days or more included one-to-four family residential mortgage loans serviced by the Company that were repurchased to reduce associated servicing costs, including a requirement to advance principal and interest payments that had not been received from individual mortgagors. Despite the loans being purchased by the Company, the insurance or guarantee by the applicable government-related entity remains in force. The outstanding principal balances of the repurchased loans that are guaranteed by government-related entities included in accruing loans past due 90 days or more totaled $377 million at June 30, 2025, $240 million at March 31, 2025, $224 million at December 31, 2024 and $170 million at June 30, 2024. Accruing loans past due 90 days or more not guaranteed by government-related entities were loans considered to be with creditworthy borrowers that were in the process of collection or renewal.

Current wording

Government-guaranteed loans designated as accruing loans past due 90 days or more included one-to-four family residential mortgage loans serviced by the Company that were repurchased to reduce associated servicing costs, including a requirement to advance principal and interest payments that had not been received from individual mortgagors. Despite the loans being purchased by the Company, the insurance or guarantee by the applicable government-related entity remains in force. The outstanding principal balances of the repurchased loans that are guaranteed by government-related entities included in accruing loans past due 90 days or more totaled $333 million at September 30, 2025, $377 million at June 30, 2025, $224 million at December 31, 2024 and $204 million at September 30, 2024. Accruing loans past due 90 days or more not guaranteed by government-related entities were loans considered to be with creditworthy borrowers that were in the process of collection or renewal.

Previous wording

Approximately 70% of loans 30 to 89 days past due were less than 60 days delinquent at June 30, 2025, compared with 76% at March 31, 2025 and 73% at December 31, 2024. Additional information about past due and nonaccrual loans at June 30, 2025 and December 31, 2024 is included in note 4 of Notes to Financial Statements.

Current wording

Approximately 72% of loans 30 to 89 days past due were less than 60 days delinquent at September 30, 2025, compared with 70% at June 30, 2025 and 73% at December 31, 2024. Additional information about past due and nonaccrual loans at September 30, 2025 and December 31, 2024 is included in note 4 of Notes to Financial Statements.

Previous wording

Line of business personnel in different geographic locations with support from and review by the Company’s credit risk personnel review and reassign loan grades based on their detailed knowledge of individual borrowers and their judgment of the impact on such borrowers resulting from changing conditions in their respective regions. The Company’s policy is that, at least annually, updated financial information is obtained from commercial borrowers associated with pass grade loans greater than $1 million and additional analysis performed. On a quarterly basis, the Company’s centralized credit risk department personnel review criticized commercial and industrial loans and commercial real estate loans greater than $5 million to determine the appropriateness of the assigned loan grade, including whether the loan should be reported as accruing or nonaccruing. For criticized nonaccrual loans, additional meetings are held with loan officers and their managers, workout specialists and senior management to discuss each of the relationships. In analyzing criticized loans, borrower-specific information is reviewed, including operating results, future cash flows, recent developments and the borrower’s outlook, and other pertinent data. The timing and extent of potential losses, considering collateral valuation and other factors, and the Company’s potential courses of action are contemplated. Targeted loan reviews are periodically performed over segments of loan portfolios that may be experiencing heightened credit risk due to current or anticipated economic conditions. The intention of such reviews is to identify trends across such portfolios and inform portfolio risk limits and loss mitigation strategies. In 2025, the Company assessed loans to certain not-for-profit borrowers, government contractors and other commercial borrowers that may be impacted by changes to government funding and reductions in the federal workforce. The Company is monitoring commercial borrowers in certain industry sectors that may be impacted by international trade policy changes, such as tariffs, including retail and wholesale trade, manufacturing and construction companies. The Company has considered the information gathered in such reviews in its assignment of loan grades.

Current wording

The Company utilizes a loan grading system to differentiate risk amongst its commercial and industrial loans and commercial real estate loans. Loans with a lower expectation of default are assigned one of ten possible “pass” loan grades while loans determined to have an elevated level of credit risk are designated as “criticized.” A criticized loan may be designated as “nonaccrual” if the Company no longer expects to collect all amounts owed under the terms of the loan agreement or the loan is delinquent 90 days or more. During 2025, the Company assessed loans to certain not-for-profit borrowers, government contractors and other commercial borrowers that may be impacted by immigration policies and enforcement, changes to government funding and reductions in the federal workforce. The Company is also monitoring commercial borrowers in certain industry sectors that may be impacted by international trade policy changes, such as tariffs, including retail and wholesale trade, manufacturing and construction companies. The Company has considered the information gathered in such reviews in its assignment of loan grades.

Previous wording

The Company continues to monitor its commercial real estate loan portfolio. Criticized investor-owned commercial real estate loans totaled $4.6 billion or 19% of such loans at June 30, 2025, improved from $5.4 billion or 21% at March 31, 2025 and $6.0 billion or 23% at December 31, 2024. Investor-owned commercial real estate loans comprised 54% of total criticized loans at June 30, 2025, compared with 57% at March 31, 2025 and 61% at December 31, 2024. The primary source of repayment of these loans is typically tenant lease payments to the investor/borrower. Elevated vacancies impacting some property types and higher interest rates have contributed to lower current and anticipated future debt service coverage ratios, which have and may continue to influence the ability of borrowers to make existing loan payments. Lower debt service coverage ratios and reduced commercial real estate values also impact the ability of borrowers, in particular those borrowers with loans secured by office properties, to refinance their obligations at loan maturity. Despite these challenges, the ability of borrowers to service loans secured by certain investor-owned real estate, including health services, office and multifamily properties, has improved in recent quarters. The LTV ratio is one of many factors considered in assessing overall portfolio risks and loss mitigation strategies for the investor-owned commercial real estate portfolio. The weighted-average LTV ratio for investor-owned commercial real estate loans was approximately 56% at each of June 30, 2025, December 31, 2024 and June 30, 2024, compared with 57% at March 31, 2025. Criticized loans secured by investor-owned commercial real estate had a weighted-average LTV ratio of approximately 64%, 66%, 63% and 62% at June 30, 2025, March 31, 2025, December 31, 2024 and June 30, 2024, respectively. In determining the LTV ratio, the Company considers cross-collateralization of all exposures secured by the supporting collateral and the estimated value of such collateral. Subsequent to the origination of commercial real estate loans, updated appraisals are obtained in the normal course of business for renewals, extensions and modifications to commitment levels. As the quality of a loan deteriorates to the point of designating the loan as "criticized nonaccrual," the process of obtaining updated collateral valuation information is usually initiated, unless it is not considered warranted given factors such as the relative size of the loan or the age of the last valuation. In those cases where current appraisals may not yet be available, prior appraisals are utilized with adjustments, as deemed necessary, for estimates of subsequent declines in values as determined by line of business and/or loan workout personnel. Those adjustments are reviewed and assessed for reasonableness by the Company’s credit risk personnel. Accordingly, for real estate collateral securing larger nonaccrual commercial and industrial loans an…

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Current wording

The Company continues to monitor its commercial real estate loan portfolio. The primary source of repayment of these loans is typically tenant lease payments to the investor/borrower. Elevated vacancies impacting some property types and higher interest rates have contributed to lower current and anticipated future debt service coverage ratios, which have and may continue to influence the ability of borrowers to make existing loan payments. Lower debt service coverage ratios and reduced commercial real estate values also impact the ability of borrowers, in particular those borrowers with loans secured by office properties, to refinance their obligations at loan maturity. Despite these challenges, the ability of borrowers to service loans secured by investor-owned real estate has generally improved in recent quarters. The LTV ratio is one of many factors considered in assessing overall portfolio risks and loss mitigation strategies for the investor-owned commercial real estate portfolio. In determining the LTV ratio, the Company considers cross-collateralization of all exposures secured by the supporting collateral and the estimated value of such collateral. Subsequent to the origination of commercial real estate loans, updated appraisals are obtained in the normal course of business for renewals, extensions and modifications to commitment levels. As the quality of a loan deteriorates to the point of designating the loan as "criticized nonaccrual," the process of obtaining updated collateral valuation information is usually initiated, unless it is not considered warranted given factors such as the relative size of the loan or the age of the last valuation. In those cases where current appraisals may not yet be available, prior appraisals are utilized with adjustments, as deemed necessary, for estimates of subsequent declines in values as determined by line of business and/or loan workout personnel. Those adjustments are reviewed and assessed for reasonableness by the Company’s credit risk personnel. Accordingly, for real estate collateral securing larger nonaccrual commercial and industrial loans and commercial real estate loans, estimated collateral values are generally based on current appraisals and estimates of value.

Previous wording

The Company monitors its concentration of commercial real estate lending as a percent of its Tier 1 capital plus its allowable allowance for credit losses, consistent with a metric utilized to differentiate such concentrations amongst regulated financial institutions. This metric, as prescribed in supervisory guidance, excludes loans secured by commercial real estate considered to be owner-occupied, but includes certain other loans, such as loans to real estate investment trusts, that are classified as commercial and industrial loans. The Company's commercial real estate loan concentration approximated 129% of Tier 1 capital plus its allowable allowance for credit losses at June 30, 2025, compared with 133% at March 31, 2025, 136% at December 31, 2024 and 151% at June 30, 2024. The Company intentionally reduced its relative concentration of investor-owned commercial real estate loans throughout 2024.

Current wording

The Company monitors its concentration of commercial real estate lending as a percent of its Tier 1 capital plus its allowable allowance for credit losses, consistent with a metric utilized to differentiate such concentrations amongst regulated financial institutions. This metric, as prescribed in supervisory guidance, excludes loans secured by commercial real estate considered to be owner-occupied, but includes certain other loans, such as loans to real estate investment trusts, that are classified as commercial and industrial loans. The Company's commercial real estate loan concentration approximated 128% of Tier 1 capital plus its allowable allowance for credit losses at September 30, 2025, compared with 129% at June 30, 2025, 136% at December 31, 2024 and 148% at September 30, 2024. The Company executed various strategies to lessen its relative concentration of investor-owned commercial real estate loans throughout 2024 and to reduce criticized loans in this category through 2025.

Previous wording

Loans to the health services and the transportation, communications and utilities industries contributed to the $75 million decrease in commercial and industrial criticized loans from December 31, 2024 to June 30, 2025, partially offset by higher criticized loans to the financial and insurance industry. The $1.5 billion decline in commercial real estate criticized loans from December 31, 2024 to June 30, 2025 spanned most property types and also reflected lower criticized construction and development loans. At June 30, 2025, approximately 96% of criticized accrual loans and 55% of criticized nonaccrual loans were considered current with respect to their payment status.

Current wording

Loans to financial and insurance companies, motor vehicle and recreational finance dealers and the retail industry contributed to the modest increase in commercial and industrial criticized loans from December 31, 2024 to September 30, 2025, partially offset by lower criticized loans to the health services, manufacturing and transportation, communications and utilities industries. The $2.2 billion decline in commercial real estate criticized loans from December 31, 2024 to September 30, 2025 spanned most property types and also reflected lower criticized construction and development loans. At September 30, 2025, approximately 96% of criticized accrual loans and 37% of criticized nonaccrual loans were considered current with respect to their payment status.

Previous wording

For loans secured by residential real estate, the Company’s loss identification and estimation techniques make reference to loan performance and house price data in specific areas of the country where collateral securing those loans is located. For residential real estate-related loans, including home equity loans and lines of credit, the excess of the loan balance over the net realizable value of the property collateralizing the loan is charged-off when the loan becomes 150 days delinquent. That charge-off is based on recent indications of value from external parties that are generally obtained shortly after a loan becomes nonaccrual. Loans to consumers that file for bankruptcy are generally charged-off to estimated net collateral value shortly after the Company is notified of such filings. Limited documentation first lien mortgage loans represent loans secured by residential real estate that at origination typically included some form of limited borrower documentation requirements as compared with more traditional loans. The Company no longer originates limited documentation loans. With respect to junior lien loans, to the extent known by the Company, if a related senior lien loan would be on nonaccrual status because of payment delinquency, even if such senior lien loan was not owned by the Company, the junior lien loan or line that is owned by the Company is placed on nonaccrual status. In monitoring the credit quality of its home equity portfolio for purposes of determining the allowance for loan losses, the Company reviews delinquency and nonaccrual information and considers recent charge-off experience. When evaluating individual home equity loans and lines of credit for charge-off and for purposes of determining the allowance for loan losses, the Company considers the required repayment of any first lien positions related to collateral property. Information about the location of nonaccrual loans secured by residential real estate at June 30, 2025 is presented in the following table.

Current wording

For loans secured by residential real estate, the Company’s loss identification and estimation techniques make reference to loan performance and house price data in specific areas of the country where collateral securing those loans is located. For residential real estate-related loans, including home equity loans and lines of credit, the excess of the loan balance over the net realizable value of the property collateralizing the loan is charged-off when the loan becomes 150 days delinquent. Information about the location of nonaccrual loans secured by residential real estate at September 30, 2025 is presented in the following table.

Previous wording

(a)Includes $731 million of limited documentation first lien mortgage loans with nonaccrual loan balances totaling $51 million.

Current wording

(a)Includes $697 million of limited documentation first lien mortgage loans with nonaccrual loan balances totaling $48 million.