UNIVEST FINANCIAL Corp

Previous wording

The information contained in this report may contain forward-looking statements. When used or incorporated by reference in disclosure documents, the words "believe," "anticipate," "estimate," "expect," "project," "target," "goal" and similar expressions are intended to identify forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements may include but are not limited to: statements of our goals, intentions and expectations; statements regarding our business plans, prospects, growth and operating strategies; statements regarding the quality, growth and composition of our loan, investment and deposit portfolios; statements regarding our financial performance, financial condition and liquidity; and estimates of our risks and future credit provision expenses. These forward-looking statements are based on our current beliefs and expectations and are subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to certain risks, uncertainties and assumptions with respect to future business strategies and decisions that are subject to change, including but not limited to those set forth below:

Current wording

This report may contain forward-looking statements. When used or incorporated by reference in disclosure documents, the words "may," "will," "could," "should," "would," "believe," "anticipate," "plan," "estimate," "expect," "project," "target," and "goal," the negative of these terms and other similar expressions are intended to identify forward-looking statements, but are not the exclusive mean of identifying such statements, within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements may include but are not limited to: statements of goals, intentions and expectations; statements regarding business plans, prospects, growth and operating strategies; statements regarding the quality, growth and composition of loan, investment and deposit portfolios; statements regarding our financial performance, financial condition and liquidity; and estimates of our risks and future credit provision and non-interest expenses. These forward-looking statements are based on our current beliefs and expectations and are subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to certain risks, uncertainties and assumptions with respect to future business strategies and decisions that are subject to change, including but not limited to those set forth below:

Previous wording

These forward-looking statements speak only as of the date of the report. The Corporation expressly disclaims any obligation to publicly release any updates or revisions to reflect any change in the Corporation’s expectations with regard to any change in events, conditions or circumstances on which any such statement is based.

Current wording

These forward-looking statements speak only as of the date of the report. The Corporation expressly disclaims any obligation to publicly release any updates or revisions to reflect any change in the Corporation’s expectations with regard to any change in events, conditions or circumstances on which any such statement is based, unless otherwise required by law.

Previous wording

The financial results for the six months ended June 30, 2025 included tax-free bank owned life insurance death benefits claims of $1.1 million, which represented $0.04 diluted earnings per share. The financial results for the six months ended June 30, 2024 included a $3.4 million net gain ($2.7 million after-tax), or $0.09 diluted earnings per share, generated from the sale of mortgage servicing rights associated with $591.1 million of serviced loans in the first quarter of 2024.

Current wording

The financial results for the three and nine months ended September 30, 2025 included tax-free bank owned life insurance (BOLI) death benefit claims of $967 thousand and $2.1 million, respectively, which represented $0.03 and $0.07 diluted earnings per share for the respective periods. The financial results for the nine months ended September 30, 2024 included a $3.4 million net gain ($2.7 million after-tax), or $0.09 diluted earnings per share, generated from the sale of mortgage servicing rights associated with $591.1 million of serviced loans in the first quarter of 2024 and tax-free BOLI death benefit claims of $171 thousand, which represented $0.01 diluted earnings per share for the nine months ended September 30, 2024.

Previous wording

Net interest income is the difference between interest earned primarily on loans, leases and investment securities and interest paid on deposits, borrowings, long-term debt and subordinated notes. Net interest income is the principal source of the Corporation’s revenue. Table 1 presents the Corporation’s average balances, tax-equivalent interest income, interest expense, tax-equivalent yields earned on average assets, cost of average liabilities, and shareholders' equity on a tax-equivalent basis for the three and six months ended June 30, 2025 and 2024. The tax-equivalent net interest margin is tax-equivalent net interest income as a percentage of average interest-earning assets. The tax-equivalent net interest spread represents the weighted average tax-equivalent yield on interest-earning assets less the weighted average cost of interest-bearing liabilities. The effect of net interest-free funding sources represents the effect on the net interest margin of net funding provided by noninterest-earning assets, noninterest-bearing liabilities and shareholders' equity. Table 2 analyzes the changes in the tax-equivalent net interest income for the periods broken down by their rate and volume components.

Current wording

Net interest income is the difference between interest earned primarily on loans, leases and investment securities and interest paid on deposits, borrowings, long-term debt and subordinated notes. Net interest income is the principal source of the Corporation’s revenue. Table 1 presents the Corporation’s average balances, tax-equivalent interest income, interest expense, tax-equivalent yields earned on average assets, cost of average liabilities, and shareholders' equity on a tax-equivalent basis for the three and nine months ended September 30, 2025 and 2024. The tax-equivalent net interest margin is tax-equivalent net interest income as a percentage of average interest-earning assets. The tax-equivalent net interest spread represents the weighted average tax-equivalent yield on interest-earning assets less the weighted average cost of interest-bearing liabilities. The effect of net interest-free funding sources represents the effect on the net interest margin of net funding provided by noninterest-earning assets, noninterest-bearing liabilities and shareholders' equity. Table 2 analyzes the changes in the tax-equivalent net interest income for the periods broken down by their rate and volume components.

Previous wording

Net interest income on a tax-equivalent basis for the three months ended June 30, 2025 was $60.0 million, an increase of $8.6 million, or 16.9%, compared to $51.3 million for the three months ended June 30, 2024. Net interest income on a tax-equivalent basis for the six months ended June 30, 2025 was $117.1 million, an increase of $14.1 million, or 13.6%, compared to $103.1 million for the six months ended June 30, 2024. The increase in tax-equivalent net interest income for the three and six months ended June 30, 2025 compared to the comparable periods in the prior year was driven by higher average balances of loans and increased yields on interest earning assets, as well as a reduction in our overall cost of funds.

Current wording

Net interest income on a tax-equivalent basis for the three months ended September 30, 2025 was $61.7 million, an increase of $8.2 million, or 15.4%, compared to $53.5 million for the three months ended September 30, 2024. Net interest income on a tax-equivalent basis for the nine months ended September 30, 2025 was $178.9 million, an increase of $22.3 million, or 14.2%, compared to $156.6 million for the nine months ended September 30, 2024. The increase in tax-equivalent net interest income for the three and nine months ended September 30, 2025 compared to the comparable periods in the prior year was primarily driven by higher average balances on loans and cash and cash equivalents and increased loan yields, as well as a reduction in our overall cost of funds.

Previous wording

The net interest margin, on a tax-equivalent basis, was 3.20% and 3.14% for the three and six months ended June 30, 2025, respectively, compared to 2.84% and 2.86% for the three and six months ended June 30, 2024, respectively. Excess liquidity reduced net interest margin by approximately four basis points for the three and six months ended June 30, 2025 and approximately two basis points for the three and six months ended June 30, 2024.

Current wording

The net interest margin, on a tax-equivalent basis, was 3.17% and 3.15% for the three and nine months ended September 30, 2025, respectively, compared to 2.82% and 2.85% for the three and nine months ended September 30, 2024, respectively. Excess liquidity reduced net interest margin by approximately 16 and eight basis points for the three and nine months ended September 30, 2025, respectively, and approximately nine and four basis points for the three and nine months ended September 30, 2024, respectively.

Previous wording

Net interest income includes net deferred costs amortization of $689 thousand and $698 thousand for the three months ended June 30, 2025 and 2024, respectively.

Current wording

Net interest income includes net deferred costs amortization of $687 thousand and $897 thousand for the three months ended September 30, 2025 and 2024, respectively.

Previous wording

Net interest income includes net deferred costs amortization of $1.2 million for the six months ended June 30, 2025 and 2024.

Current wording

Net interest income includes net deferred costs amortization of $1.9 million and $2.0 million for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

Nonaccrual loans and leases have been included in the average loan and lease balances. Loans held for sale have been included in the average loan balances. Tax-equivalent amounts for the six months ended June 30, 2025 and 2024 have been calculated using the Corporation's federal applicable rate of 21%.

Current wording

Nonaccrual loans and leases have been included in the average loan and lease balances. Loans held for sale have been included in the average loan balances. Tax-equivalent amounts for the nine months ended September 30, 2025 and 2024 have been calculated using the Corporation's federal applicable rate of 21%.

Previous wording

The provision for credit losses for the three months ended June 30, 2025 and 2024 was $5.7 million and $707 thousand, respectively. The provision for credit losses for the six months ended June 30, 2025 and 2024 was $8.0 million and $2.1 million, respectively. The increase in provision for both periods was primarily driven by a $7.3 million charge-off recorded on a $23.7 million commercial loan relationship. The following table details information pertaining to the Corporation’s allowance for credit losses on loans and leases as a percentage of loans and leases held for investment at the dates indicated.

Current wording

The provision for credit losses for the three months ended September 30, 2025 and 2024 was $517 thousand and $1.4 million, respectively. The provision for credit losses for the nine months ended September 30, 2025 and 2024 was $8.5 million and $3.6 million, respectively. The increase in provision for the nine months ended September 30, 2025 compared to September 30, 2024 was primarily driven by a $7.3 million charge-off recorded on a $23.7 million commercial loan relationship during the second quarter of 2025. The following table details information pertaining to the Corporation’s allowance for credit losses on loans and leases as a percentage of loans and leases held for investment at the dates indicated.

Previous wording

The following table presents noninterest income for the three and six months ended June 30, 2025 and 2024:

Current wording

The following table presents noninterest income for the three and nine months ended September 30, 2025 and 2024:

Previous wording

Noninterest income for the three months ended June 30, 2025 was $21.5 million, an increase of $521 thousand, or 2.5%, from the three months ended June 30, 2024. Noninterest income for the six months ended June 30, 2025 was $43.9 million, a decrease of $2.7 million, or 5.7%, from the six months ended June 30, 2024.

Current wording

Noninterest income for the three months ended September 30, 2025 was $21.9 million, an increase of $1.8 million, or 8.8%, from the three months ended September 30, 2024. Noninterest income for the nine months ended September 30, 2025 was $65.8 million, a decrease of $886 thousand, or 1.3%, from the nine months ended September 30, 2024.

Previous wording

Bank owned life insurance income increased $1.0 million, or 54.1%, for the six months ended June 30, 2025 from the comparable period in the prior year, primarily due to the previously discussed $1.1 million in death benefits claims.

Current wording

Bank owned life insurance income increased $987 thousand, or 107.2%, for the three months ended September 30, 2025 and $2.0 million, or 71.3%, for the nine months ended September 30, 2025 from the comparable periods in the prior year, primarily due to death benefit claims received in both periods.

Previous wording

Other service fee income decreased $3.6 million, or 38.1%, for the six months ended June 30, 2025 from the comparable period in the prior year, primarily due to a $3.4 million net gain from the sale of mortgage servicing rights associated with $591.1 million of serviced loans in the first quarter of 2024.

Current wording

Other service fee income increased $601 thousand, or 33.1%, for the three months ended September 30, 2025 and decreased $3.0 million, or 26.6%, for the nine months ended September 30, 2025 from the comparable periods in the prior year. The three months ended September 30, 2025 included a $306 thousand valuation allowance recorded on mortgage servicing rights compared to a $785 thousand valuation allowance recorded in the third quarter of 2024, each of which were driven by the decrease in interest rates during the respective periods and the impact on prepayments speed assumptions. The decrease for the nine months ended September 30, 2025 was due to a $3.4 million net gain from the sale of mortgage servicing rights associated with $591.1 million of serviced loans in the first quarter of 2024.

Previous wording

Investment advisory commission and fee income increased $222 thousand, or 4.2%, for the three months ended June 30, 2025 and $641 thousand, or 6.1%, for the six months ended June 30, 2025 from the comparable periods in the prior year, primarily due to new customer relationships and appreciation of assets under management and supervision.

Current wording

Investment advisory commission and fee income increased $352 thousand, or 6.6%, for the three months ended September 30, 2025 and $993 thousand, or 6.3%, for the nine months ended September 30, 2025 from the comparable periods in the prior year, primarily due to new customer relationships and the appreciation of assets under management and supervision.

Previous wording

Service charges on deposit accounts increased $276 thousand, or 13.9%, for the three months ended June 30, 2025 and $599 thousand, or 15.5%, for the six months ended June 30, 2025 from the comparable periods in the prior year, primarily due to increased treasury management income.

Current wording

Service charges on deposit accounts increased $265 thousand, or 13.0%, for the three months ended September 30, 2025 and $864 thousand, or 14.7%, for the nine months ended September 30, 2025 from the comparable periods in the prior year, primarily due to increased treasury management income.

Previous wording

Net gain on mortgage banking activities decreased $729 thousand, or 42.6%, for the three months ended June 30, 2025 and $1.0 million, or 38.5%, for the six months ended June 30, 2025 from the comparable periods in the prior year, primarily due to decreased salable volume.

Current wording

Net gain on mortgage banking activities decreased $448 thousand, or 34.6%, for the three months ended September 30, 2025 and $1.5 million, or 37.2%, for the nine months ended September 30, 2025 from the comparable periods in the prior year, primarily due to decreased salable volume.

Previous wording

Other income increased $491 thousand, or 65.9%, for the three months ended June 30, 2025 from the comparable period in the prior year, primarily due to an increase of $299 thousand in gains on sale of Small Business Administration loans.

Current wording

Other income decreased $316 thousand, or 22.6%, for the three months ended September 30, 2025 and $605 thousand, or 19.1%, for the nine months ended September 30, 2025 from the comparable periods in the prior year, primarily due to a decrease of $303 thousand in gains on sale of Small Business Administration loans and a decrease of $702 thousand in other real estate owned income, respectively.

Previous wording

The following table presents noninterest expense for the three and six months ended June 30, 2025 and 2024:

Current wording

The following table presents noninterest expense for the three and nine months ended September 30, 2025 and 2024:

Previous wording

Noninterest expense for the three months ended June 30, 2025 was $50.3 million, an increase of $1.6 million, or 3.3%, from the three months ended June 30, 2024. Noninterest expense for the six months ended June 30, 2025 was $99.7 million, an increase of $878 thousand, or 0.9%, from the six months ended June 30, 2024.

Current wording

Noninterest expense for the three months ended September 30, 2025 was $50.7 million, an increase of $2.1 million, or 4.4%, from the three months ended September 30, 2024. Noninterest expense for the nine months ended September 30, 2025 was $150.3 million, an increase of $3.0 million, or 2.0%, from the nine months ended September 30, 2024.

Previous wording

Salaries, benefits and commissions increased $1.3 million, or 4.5%, for the three months ended June 30, 2025 and $837 thousand, or 1.4%, for the six months ended June 30, 2025 from the comparable periods in the prior year, primarily due to increases in salary and medical claims expense. Additionally, variable compensation increased due to increased profitability.

Current wording

Salaries, benefits and commissions increased $950 thousand, or 3.1%, for the three months ended September 30, 2025 and $1.8 million, or 1.9%, for the nine months ended September 30, 2025 from the comparable periods in the prior year, primarily due to annual merit increases and an increase in incentive compensation due to increased profitability, partially offset by an increase in capitalized compensation driven by higher loan production.

Previous wording

The Corporation recognized a tax expense of $5.0 million and $4.5 million for the three months ended June 30, 2025 and 2024, respectively, resulting in effective rates of 20.1% and 19.9% for the respective periods. The Corporation recognized a tax expense of $10.2 million and $9.7 million for the six months ended June 30, 2025 and 2024, respectively, resulting in effective tax rates of 19.4% and 20.2% for the respective periods. The effective tax rates for the three and six months ended June 30, 2025 and 2024 reflects the benefits of tax-exempt income from investments in municipal securities and loans and leases. Additionally, the effective tax rates for the six months ended June 30, 2025 and 2024 were favorably impacted from the proceeds of BOLI death benefits. Excluding the impact of BOLI death benefits, the effective tax rates were 19.8% and 20.3% for the six months ended June 30, 2025 and 2024, respectively.

Current wording

The Corporation recognized a tax expense of $6.4 million and $4.8 million for the three months ended September 30, 2025 and 2024, respectively, resulting in effective rates of 20.0% and 20.6% for the respective periods. The Corporation recognized a tax expense of $16.6 million and $14.5 million for the nine months ended September 30, 2025 and 2024, respectively, resulting in effective tax rates of 19.6% and 20.3% for the respective periods. The effective tax rates for the three and nine months ended September 30, 2025 and 2024 reflects the benefits of tax-exempt income from investments in municipal securities and loans and leases. Additionally, the effective tax rates for the nine months ended September 30, 2025 and 2024 were favorably impacted from the proceeds of BOLI death benefits. Excluding the impact of BOLI death benefits, the effective tax rates were 20.1% and 20.4% for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

Cash and interest-earning deposits decreased $168.5 million, or 51.2%, from December 31, 2024, primarily due to a decrease in interest-earning deposits at the Federal Reserve Bank of $174.1 million due to decreases in deposits and long-term debt.

Current wording

Cash and interest-earning deposits increased $487.9 million, or 148.4%, from December 31, 2024, primarily due to an increase in interest-earning deposits at the Federal Reserve Bank of $488.2 million driven by increases in customer deposits.

Previous wording

Total investment securities at June 30, 2025 increased $2.7 million, or 0.5%, from December 31, 2024. Purchases of $25.9 million, which were primarily residential mortgage-backed securities, increases in the fair value of available-for-sale investment securities of $10.2 million and a reversal of provision for credit losses of $822 thousand were partially offset by maturities and pay-downs of $30.8 million, sales of $3.0 million and net amortization of purchased premiums and discounts of $494 thousand.

Current wording

Total investment securities at September 30, 2025 increased $2.9 million, or 0.6%, from December 31, 2024 as purchases of $42.7 million, which were primarily residential mortgage-backed securities, increases in the fair value of available-for-sale investment securities of $13.8 million and a reversal of provision for credit losses of $821 thousand were partially offset by maturities and pay-downs of $48.3 million, sales of $5.4 million and net amortization of purchased premiums and discounts of $744 thousand.

Previous wording

Gross loans and leases held for investment decreased $25.4 million, or 0.4%, from December 31, 2024. The decrease in gross loans and leases held for investment was primarily due to decreases in commercial real estate, residential mortgage loans and lease financings, partially offset by increases in commercial, construction and home equity loans. For more information on the composition of the commercial loan portfolio, see "Table 4 - Loan Portfolio Overview."

Current wording

Gross loans and leases held for investment decreased $41.1 million, or 0.6%, from December 31, 2024. The decrease in gross loans and leases held for investment was primarily due to decreases in commercial and residential mortgage loans and lease financings, partially offset by increases in construction, commercial real estate and home equity loans. For more information on the composition of the commercial loan portfolio, see "Table 4 - Loan Portfolio Overview."

Previous wording

At June 30, 2025, nonaccrual loans and leases were $27.9 million and had a related allowance for credit losses on loans and leases of $2.8 million. At December 31, 2024, nonaccrual loans and leases were $12.7 million and had a related allowance for credit losses on loans and leases of $1.9 million. During the three months ended June 30, 2025, a $23.7 million commercial loan relationship was placed on nonaccrual status due to, among other things, suspected fraud. Subsequent to the relationship being placed on nonaccrual status, a $7.3 million charge-off was recognized during the quarter. The remaining $16.4 million carrying value is supported by the appraised value of real estate collateral. Individual reserves have been established based on current facts and management's judgments about the ultimate outcome of these credits, including the most recent known data available on any related underlying collateral and the borrower's cash flows. The amount of individual reserve needed for these credits could change in future periods subject to changes in facts and judgments related to these credits.

Current wording

At September 30, 2025, nonaccrual loans and leases were $27.3 million and had a related allowance for credit losses on loans and leases of $3.1 million. At December 31, 2024, nonaccrual loans and leases were $12.7 million and had a related allowance for credit losses on loans and leases of $1.9 million. During the second quarter of 2025, a $23.7 million commercial loan relationship was placed on nonaccrual status due to, among other things, suspected fraud. Subsequent to the relationship being placed on nonaccrual status, a $7.3 million charge-off was recognized during the second quarter. During the third quarter of 2025, a $1.4 million residential property associated with this relationship was transferred to other real estate owned. At September 30, 2025, the carrying values of the $13.9 million of loans and $1.4 million other real estate owned asset comprising this relationship are supported by the appraised value of real estate collateral. Individual reserves have been established based on current facts and management's judgments about the ultimate outcome of these credits, including the most recent known data available on any related underlying collateral and the borrower's cash flows. The amount of individual reserve needed for these credits could change in future periods subject to changes in facts and judgments related to these credits.

Previous wording

Net loan and lease charge-offs for the three months ended June 30, 2025 were $7.8 million compared to $809 thousand for the same period in the prior year. Net loan and lease charge-offs for the six months ended June 30, 2025 were $9.5 million compared to $2.2 million for the same period in the prior year. The increase in charge-offs for both periods was related to the charge-off of $7.3 million on the previously discussed commercial loan relationship

Current wording

Net loan and lease charge-offs for the three months ended September 30, 2025 were $480 thousand compared to $820 thousand for the same period in the prior year. Net loan and lease charge-offs for the nine months ended September 30, 2025 were $10.0 million compared to $3.0 million for the same period in the prior year. The increase in charge-offs for the nine months ended September 30, 2025 was related to the charge-off of $7.3 million on the previously discussed commercial loan relationship.

Previous wording

Other real estate owned (OREO) was $22.5 million at June 30, 2025, compared to $20.1 million at December 31, 2024. During the six months ended June 30, 2025, one nonaccrual residential real estate loan with a carrying value of $2.5 million was transferred to OREO. Additionally, during the six months ended June 30, 2025, two residential real estate properties with a total carrying value of $226 thousand were sold. Repossessed assets were $80 thousand and $76 thousand at June 30, 2025 and December 31, 2024, respectively. During the six months ended June 30, 2025, repossessed assets of $17 thousand were acquired and repossessed assets totaling $13 thousand were sold.

Current wording

Other real estate owned (OREO) was $23.9 million at September 30, 2025, compared to $20.1 million at December 31, 2024. During the nine months ended September 30, 2025, two nonaccrual residential real estate loans with a total carrying value of $3.9 million were transferred to OREO. Additionally, during the nine months ended September 30, 2025, two residential real estate properties with a total carrying value of $226 thousand were sold. Repossessed assets were $40 thousand and $76 thousand at September 30, 2025 and December 31, 2024, respectively. During the nine months ended September 30, 2025, repossessed assets totaling $78 thousand were acquired and repossessed assets totaling $69 thousand were sold.

Previous wording

Goodwill and other intangible assets have been recorded on the books of the Corporation in connection with acquisitions. The Corporation has core deposit and customer-related intangibles, which are not deemed to have an indefinite life and therefore will continue to be amortized over their useful life using the present value of projected cash flows. The amortization of core deposit and customer-related intangibles was $131 thousand and $175 thousand for the three months ended June 30, 2025 and 2024, respectively. The amortization of core deposit and customer-related intangibles was $261 thousand and $350 thousand for the six months ended June 30, 2025 and 2024. See Note 5 to the Condensed Unaudited Consolidated Financial Statements, "Goodwill and Other Intangible Assets," for a summary of intangible assets at June 30, 2025 and December 31, 2024.

Current wording

Goodwill and other intangible assets have been recorded on the books of the Corporation in connection with acquisitions. The Corporation has core deposit and customer-related intangibles, which are not deemed to have an indefinite life and therefore will continue to be amortized over their useful life using the present value of projected cash flows. The amortization of core deposit and customer-related intangibles was $106 thousand and $175 thousand for the three months ended September 30, 2025 and 2024, respectively. The amortization of core deposit and customer-related intangibles was $367 thousand and $350 thousand for the nine months ended September 30, 2025 and 2024. See Note 5 to the Condensed Unaudited Consolidated Financial Statements, "Goodwill and Other Intangible Assets," for a summary of intangible assets at September 30, 2025 and December 31, 2024.

Previous wording

The Corporation also has goodwill with a net carrying value of $175.5 million at June 30, 2025 and December 31, 2024, which is deemed to be an indefinite intangible asset and is not amortized. The Corporation completes a goodwill impairment analysis on an annual basis, or more often if events and circumstances indicate that there may be impairment. The Corporation also completes an impairment test for other identifiable intangible assets on an annual basis or more often if events and circumstances indicate there may be impairment. There was no impairment of goodwill or identifiable intangibles during the six months ended June 30, 2025 or 2024. There can be no assurance that future impairment assessments or tests will not result in a charge to earnings.

Current wording

The Corporation also has goodwill with a net carrying value of $175.5 million at September 30, 2025 and December 31, 2024, which is deemed to be an indefinite intangible asset and is not amortized. The Corporation completes a goodwill impairment analysis on an annual basis, or more often if events and circumstances indicate that there may be impairment. The Corporation also completes an impairment test for other identifiable intangible assets on an annual basis or more often if events and circumstances indicate there may be impairment. There was no impairment of goodwill or identifiable intangibles during the nine months ended September 30, 2025 or 2024. There can be no assurance that future impairment assessments or tests will not result in a charge to earnings.

Previous wording

Total deposits decreased $176.6 million, or 2.6%, from December 31, 2024, primarily due to decreases in consumer and public funds deposits, partially offset by increases in commercial and brokered deposits. At June 30, 2025, noninterest bearing deposits totaling $1.5 billion represented 22.2% of total deposits compared to $1.4 billion representing 20.9% of total deposits at December 31, 2024. At June 30, 2025 and December 31, 2024, unprotected deposits, which excludes insured, internal, and collateralized deposit accounts, totaled $1.5 billion, which represented 23.0% and 22.0% of total deposits at the respective periods.

Current wording

Total deposits increased $458.9 million, or 6.8%, from December 31, 2024, primarily due to seasonal increases in public funds deposits and increases in commercial and brokered deposits, partially offset by a decrease in consumer deposits. At September 30, 2025, noninterest bearing deposits totaling $1.4 billion represented 19.3% of total deposits compared to $1.4 billion representing 20.9% of total deposits at December 31, 2024. At September 30, 2025 and December 31, 2024, unprotected deposits, which excludes insured, internal, and collateralized deposit accounts, totaled $1.6 billion and $1.5 billion, respectively, which represented 22.0% of total deposits for both periods.

Previous wording

Total borrowings decreased $29.7 million, or 7.7%, from December 31, 2024, primarily due to maturities of long-term FHLB advances totaling $75.0 million, offset by advances of long-term FHLB advances totaling $50.0 million. These borrowings were replaced with brokered deposits during the quarter. Additionally, customer repurchase agreements decreased $4.9 million from December 31, 2024.

Current wording

Total borrowings decreased $43.9 million, or 11.4%, from December 31, 2024, primarily due to maturities of long-term FHLB advances totaling $75.0 million, offset by advances of long-term FHLB advances totaling $50.0 million. Additionally, subordinated notes decreased $19.7 million primarily due to a $20.0 million redemption of the previously issued 2020 subordinated notes during the quarter.

Previous wording

Other liabilities decreased $11.2 million, or 17.2%, from December 31, 2024, primarily due to a decrease in accrued interest payable on time deposits and to the payment of previously accrued annual incentive compensation.

Current wording

Other liabilities decreased $13.5 million, or 20.8%, from December 31, 2024, primarily due to a decrease in accrued interest payable on time deposits.

Previous wording

Total shareholders' equity increased $29.4 million, or 3.3%, from December 31, 2024. Retained earnings at June 30, 2025 increased by $29.6 million primarily due to net income of $42.4 million offset by $12.4 million in cash dividends paid during the six months ended June 30, 2025. Accumulated other comprehensive loss decreased by $9.0 million, which was primarily attributable to increases in the fair value of available-for-sale investment securities of $8.1 million, net of tax. Treasury stock increased $8.0 million from December 31, 2024, related to repurchases of 394,517 shares at a cost of $11.4 million, offset by $3.4 million of stock issued under the dividend reinvestment and employee stock purchase plans and stock-based incentive plan activity.

Current wording

Total shareholders' equity increased $45.9 million, or 5.2%, from December 31, 2024. Retained earnings at September 30, 2025 increased by $48.9 million primarily due to net income of $68.0 million offset by $18.8 million in cash dividends paid during the nine months ended September 30, 2025. Accumulated other comprehensive loss decreased by $12.4 million, which was primarily attributable to increases in the fair value of available-for-sale investment securities of $13.8 million, net of tax, due to the lower interest rate environment. Treasury stock increased $15.2 million from December 31, 2024, related to repurchases of 649,527 shares at a cost of $19.2 million, offset by $4.0 million of stock issued under the dividend reinvestment and employee stock purchase plans and stock-based incentive plan activity.

Previous wording

The Banking segment reported pre-tax income of $26.6 million and $24.1 million for the three months ended June 30, 2025 and 2024, respectively, and pre-tax income of $52.7 million and $48.6 million for the six months ended June 30, 2025 and 2024, respectively. See the section of this Management's Discussion and Analysis under the headings "Results of Operations" and "Financial Condition" for a discussion of key items impacting the Banking Segment.

Current wording

The Banking segment reported pre-tax income of $32.5 million and $21.6 million for the three months ended September 30, 2025 and 2024, respectively, and pre-tax income of $85.2 million and $70.3 million for the nine months ended September 30, 2025 and 2024, respectively. See the section of this Management's Discussion and Analysis under the headings "Results of Operations" and "Financial Condition" for a discussion of key items impacting the Banking Segment.

Previous wording

The Wealth Management segment reported pre-tax income of $1.8 million and $827 thousand for the three months ended June 30, 2025 and 2024, respectively, which included noninterest income of $7.7 million in 2025 and $6.8 million in 2024 and pre-tax income of $3.8 million and $2.8 million for the six months ended June 30, 2025 and 2024, respectively, which included noninterest income of $15.5 million in 2025 and $14.1 million in 2024. The increase in pre-tax income for the three and six months ended June 30, 2025 was primarily due to new customer relationships and appreciation of assets under management and supervision. Assets under management and supervision were $5.4 billion as of June 30, 2025, $5.2 billion as of March 31, 2025, $5.0 billion as of June 30, 2024 and $4.7 billion as of March 31, 2024.

Current wording

The Wealth Management segment reported pre-tax income of $2.1 million and $2.3 million for the three months ended September 30, 2025 and 2024, respectively, which included noninterest income of $8.0 million in 2025 and 2024, and pre-tax income of $5.9 million and $5.1 million for the nine months ended September 30, 2025 and 2024, respectively, which included noninterest income of $23.5 million in 2025 and $22.1 million in 2024. The increase in pre-tax income for the nine months ended September 30, 2025 was primarily due to new customer relationships and the appreciation of assets under management and supervision. Assets under management and supervision were $5.8 billion as of September 30, 2025, $5.4 billion as of June 30, 2025, $5.3 billion as of September 30, 2024 and $5.0 billion as of June 30, 2024.

Previous wording

The Insurance segment reported pre-tax income of $964 thousand and $1.1 million for the three months ended June 30, 2025 and 2024, respectively, which included noninterest income of $5.3 million in 2025 and $5.2 million in 2024 and pre-tax income of $3.4 million and $4.2 million for the six months ended June 30, 2025 and 2024, respectively, which included noninterest income of $12.2 million in 2025 and $12.5 million in 2024. The decrease in noninterest income for the six months ended June 30, 2025 was primarily due to a decrease in contingent income of $701 thousand, which was $1.6 million and $2.3 million for the six months ended June 30, 2025 and 2024, respectively. Contingent income is largely recognized in the first quarter of the year.

Current wording

The Insurance segment reported pre-tax income of $1.1 million for the three months ended September 30, 2025 and 2024, which included noninterest income of $5.5 million in 2025 and $5.2 million in 2024 and pre-tax income of $4.5 million and $5.3 million for the nine months ended September 30, 2025 and 2024, respectively, which included noninterest income of $17.7 million in 2025 and 2024. The increase in noninterest income for the three months ended September 30, 2025 was primarily due to an increase in commercial line premiums. The decrease in pre-tax income for the nine months ended September 30, 2025 was related to increases in noninterest expense, primarily in salaries benefits and commissions, driven by annual merit increases and increased commissions paid to revenue producers.

Previous wording

At June 30, 2025 and December 31, 2024, the Corporation and the Bank continued to meet all capital adequacy requirements to which they are subject. At June 30, 2025, the Bank was categorized as "well capitalized" under the regulatory framework for prompt corrective action. There are no conditions or events since that management believes have changed the Bank’s category.

Current wording

At September 30, 2025 and December 31, 2024, the Corporation and the Bank continued to meet all capital adequacy requirements to which they are subject. At September 30, 2025, the Bank was categorized as "well capitalized" under the regulatory framework for prompt corrective action. There are no conditions or events that management believes have changed the Bank’s category subsequent to September 30, 2025.

Previous wording

The Corporation and its subsidiaries maintain ample ability to meet the liquidity needs of its customers. Our most liquid asset, unencumbered cash and cash equivalents, were $156.0 million and $327.8 million at June 30, 2025 and December 31, 2024, respectively. Unencumbered securities classified as available-for-sale, which provide additional sources of liquidity, totaled $58.4 million and $55.4 million at June 30, 2025 and December 31, 2024, respectively. Further, the Corporation and its subsidiaries had committed borrowing capacity from the Federal Home Loan Bank, Federal Reserve Bank and a correspondent bank of $3.6 billion and $3.7 billion at June 30, 2025 and December 31, 2024, respectively, of which $2.3 billion and $2.1 billion was available as of June 30, 2025 and December 31, 2024, respectively. The Corporation and its subsidiaries also maintained uncommitted funding sources from correspondent banks of $469.0 million and $468.0 million at June 30, 2025 and December 31, 2024, respectively. Future availability under these uncommitted funding sources is subject to the prerogatives of the granting banks and may be withdrawn at will.

Current wording

The Corporation and its subsidiaries maintain ample ability to meet the liquidity needs of its customers. Our most liquid assets, unencumbered cash and cash equivalents, were $811.1 million and $327.8 million at September 30, 2025 and December 31, 2024, respectively. Unencumbered securities classified as available-for-sale, which provide additional sources of liquidity, totaled $32.1 million and $55.4 million at September 30, 2025 and December 31, 2024, respectively. Further, the Corporation and its subsidiaries had committed borrowing capacity from the Federal Home Loan Bank, Federal Reserve Bank and a correspondent bank of $3.6 billion and $3.7 billion at September 30, 2025 and December 31, 2024, respectively, of which $1.8 billion and $2.1 billion was available as of September 30, 2025 and December 31, 2024, respectively. The Corporation and its subsidiaries also maintained uncommitted funding sources from correspondent banks of $457.0 million and $468.0 million at September 30, 2025 and December 31, 2024, respectively. Future availability under these uncommitted funding sources is subject to the prerogatives of the granting banks and may be withdrawn at will.