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UNIVEST FINANCIAL Corp

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

View on SEC.gov

About this filing

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

Mar 31, 2026 · Filed Apr 28, 2026

UVSP$40.47+0.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-10-24.

0000102212-25-000028

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

Current report: 10-Q

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

0000102212-26-000028

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

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

Compared 141 previous paragraphs and 136 current paragraphs.

89 unchanged; 32 reworded; 15 added; 16 removed; 4 previous and 0 current paragraphs rearranged.

Tables are not compared: 13 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

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

Added paragraphs (15)

Current report

Noninterest income for the three months ended March 31, 2026 was $24.1 million, an increase of $1.7 million, or 7.5%, from the three months ended March 31, 2025.

Current report

Other income increased $587 thousand, or 239.6%, for the three months ended March 31, 2026 from the comparable period in the prior year. Fees on risk participation agreements for interest rate swaps increased $219 thousand due to increased demand. Additionally, income on other real estate owned for the three months ended March 31, 2025 included a one-time expense of $254 thousand related to building repairs.

Current report

Insurance commission and fee income increased $534 thousand, or 7.8%, for the three months ended March 31, 2026 from the comparable period in the prior year, primarily due to an increase of $342 thousand in premiums on commercial lines. Additionally, contingent income increased $194 thousand for the quarter, from $1.6 million for the three months ended March 31, 2025 to $1.8 million for the three months ended March 31, 2026. Contingent income is largely recognized in the first quarter of each year.

Current report

Other service fee income increased $334 thousand, or 12.3%, for the three months ended March 31, 2026 from the comparable period in the prior year. This was driven by a $284 thousand decrease in the valuation allowance on servicing rights in the first quarter of 2026 compared to a $19 thousand increase in the first quarter of 2025.

Current report

Bank owned life insurance income ("BOLI") decreased $627 thousand, or 32.0%, for the three months ended March 31, 2026 from the comparable period in the prior year. The financial results for the three months ended March 31, 2026 included $372 thousand in BOLI death benefit proceeds compared to $1.0 million for the three months ended March 31, 2025.

Current report

Noninterest expense for the three months ended March 31, 2026 was $52.7 million, an increase of $3.3 million, or 6.8%, from the three months ended March 31, 2025.

Current report

Salaries, benefits and commissions increased $2.6 million, or 8.5%, for the three months ended March 31, 2026 from the comparable period in the prior year, primarily driven by higher salary expense of $1.3 million. Additionally, medical claims expense increased by $753 thousand, or 48.8%. The Corporation maintains a self-insured medical plan and is responsible for claim costs up to the stop loss limit. This results in expense volatility based on the timing and magnitude of claims.

Current report

Restructuring charges increased $427 thousand for the three months ended March 31, 2026 from the comparable period in the prior year related to the planned closure of two underutilized facilities: a financial center and a limited purpose banking office.

Current report

Marketing and advertising expense increased $281 thousand, or 79.6%, for the three months ended March 31, 2026 from the comparable period in the prior year. This increase was partially driven by the inclusion of certain sponsorship activities that were historically reported in Other Expense and the Corporation's entry into a sponsorship agreement with a local university, enhancing community engagement and visibility.

Current report

Professional fees decreased $120 thousand, or 6.7%, for the three months ended March 31, 2026 from the comparable period in the prior year, primarily due to reduced consultant fees.

Current report

Total borrowings decreased $23.2 million, or 7.2%, from December 31, 2025, primarily due to maturities of long-term FHLB advances totaling $50.0 million, offset by a $25.0 million long-term FHLB advance, partially offset by a $1.7 million increase in customer repurchase agreements.

Current report

Other liabilities decreased $6.4 million, or 11.7%, from December 31, 2025, primarily due to the payment of previously accrued annual incentive compensation.

Current report

The Insurance segment reported pre-tax income of $3.0 million and $2.4 million for the three months ended March 31, 2026 and 2025, respectively, which included noninterest income of $7.4 million and $6.9 million for the three months ended March 31, 2026 and 2025, respectively. The increase in pre-tax income and noninterest income for the three months ended March 31, 2026 was primarily due to an increase of $342 thousand in premiums on commercial lines. Additionally, contingent income increased $194 thousand for the quarter, from $1.6 million for the three months ended March 31, 2025 to $1.8 million for the three months ended March 31, 2026. Contingent income is largely recognized in the first quarter of the year.
Removed paragraphs (16)

Previous report

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 report

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 report

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 report

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 report

Insurance commission and fee income increased $230 thousand, or 4.4%, for the three months ended September 30, 2025 from the comparable period in the prior year, primarily due to an increase commercial line premiums.

Previous report

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 report

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 report

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 report

Other expense increased $967 thousand, or 14.8%, for the three months ended September 30, 2025 and $1.0 million, or 5.1%, for the nine months ended September 30, 2025 from the comparable periods in the prior year, primarily due to increases in the Pennsylvania bank shares tax expense and loan workout fees, primarily related to one commercial real estate loan relationship.

Previous report

Professional fees increased $297 thousand, or 18.8%, for the three months ended September 30, 2025 and $537 thousand, or 11.3%, for the nine months ended September 30, 2025 from the comparable periods in the prior year, primarily driven by an increase in consultant fees for data integration resources.

Previous report

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 report

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 report

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 report

On July 4, 2025, President Trump signed into law the legislation formally titled "An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14" and commonly referred to as the One Big Beautiful Bill (the Act). The Corporation is currently evaluating income tax implications of the Act. The Corporation does not currently expect the Act to have a material impact on the Corporation's financial statements.
Reworded paragraphs (32)

Previous 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:

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 way to identify 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 noninterest 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

•Legislative, regulatory and accounting changes, including increased assessments by the Federal Deposit Insurance Corporation and changes in the income tax laws and regulations;

Current wording

•Legislative, regulatory and accounting changes, including increased assessments by the Federal Deposit Insurance Corporation and changes in income tax laws and regulations;

Previous wording

•The imposition of tariffs or other domestic or international governmental policies and retaliatory responses;

Current wording

•The imposition of tariffs or other domestic or international governmental policies and any retaliatory responses;

Previous wording

•Our ability to manage market risk, credit risk, interest rate risk and operational risk;

Current wording

•Our ability to manage market risk, credit risk, interest rate risk and operational risk and the effectiveness of our risk management processes and procedures;

Previous wording

•Changes in investor sentiment or consumer spending or savings behavior;

Current wording

•Changes in investor sentiment or consumer spending, borrowing or savings behavior;

Previous wording

The Corporation is a Pennsylvania corporation, organized in 1973, and registered as a bank holding company pursuant to the Bank Holding Company Act of 1956. The Corporation owns all of the capital stock of Univest Bank and Trust Co. The condensed consolidated financial statements include the accounts of the Corporation, the Bank and its subsidiaries.

Current wording

The Corporation is a Pennsylvania corporation, organized in 1973, and registered as a bank holding company pursuant to the Bank Holding Company Act of 1956. The Corporation owns all of the capital stock of Univest Bank and Trust Co. and is the sole member of 1876 Double Eagle, LLC. The condensed consolidated financial statements include the accounts of the Corporation and its wholly owned subsidiaries, the Bank and 1876 Double Eagle, LLC.

Previous 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.

Current wording

The financial results for the three months ended March 31, 2026 included tax-free bank owned life insurance (BOLI) death benefit proceeds of $372 thousand, which represented $0.01 diluted earnings per share. In addition, the financial results for the quarter included a $427 thousand restructuring charge ($337 thousand after-tax), or $0.01 diluted earnings per share, related to the planned closure of two underutilized facilities: a financial center and a limited purpose banking office. The financial results for the three months ended March 31, 2025 included tax-free BOLI death benefit proceeds of $1.0 million, which represented $0.04 diluted earnings per share.

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 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.

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 months ended March 31, 2026 and 2025. 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 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.

Current wording

Net interest income on a tax-equivalent basis for the three months ended March 31, 2026 was $63.8 million, an increase of $6.7 million, or 11.7%, compared to $57.2 million for the three months ended March 31, 2025. The increase in tax-equivalent net interest income for the three months ended March 31, 2026 compared to the comparable period in the prior year was driven by higher average balances of loans and cash and cash equivalents, as well as a reduction in our cost of funds offset by higher average balances of interest-bearing liabilities.

Previous 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.

Current wording

The net interest margin, on a tax-equivalent basis, was 3.33% for the three months ended March 31, 2026, compared to 3.09% for the three months ended March 31, 2025. Excess liquidity reduced net interest margin by approximately 11 basis points for the three months ended March 31, 2026, and approximately three basis points for the three months ended March 31, 2025.

Previous 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.

Current wording

Net interest income includes net deferred costs amortization of $793 thousand and $554 thousand for the three months ended March 31, 2026 and 2025, respectively.

Previous 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.

Current wording

The provision for credit losses for the three months ended March 31, 2026 and 2025 was $1.3 million and $2.3 million, respectively. 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 nine months ended September 30, 2025 and 2024:

Current wording

The following table presents noninterest income for the three months ended March 31, 2026 and 2025:

Previous 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.

Current wording

Investment advisory commission and fee income increased $541 thousand, or 9.6%, for the three months ended March 31, 2026 from the comparable period in the prior year, driven by appreciation in assets under management and new customer relationships.

Previous 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.

Current wording

Net gain on mortgage banking activities increased $144 thousand, or 22.3%, for the three months ended March 31, 2026 from the comparable period in the prior year, primarily due to increased salable volume.

Previous wording

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

Current wording

The following table presents noninterest expense for the three months ended March 31, 2026 and 2025:

Previous 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.

Current wording

The Corporation recognized a tax expense of $6.4 million and $5.2 million for the three months ended March 31, 2026 and 2025, respectively, resulting in effective rates of 19.1% and 18.7% for the respective periods. The discrete tax effect of vested equity compensation awards favorably impacted the first quarters of 2026 and 2025 by 132 and 71 basis points, respectively. Additionally, the effective tax rates for the three months ended March 31, 2026 and 2025 were favorably impacted by 21 and 73 basis points, respectively, from the proceeds of BOLI death benefit proceeds. Excluding the discrete impact of vested equity compensation awards and BOLI death benefit proceeds, the effective tax rate was 20.6% for the three months ended March 31, 2026 compared to 20.2% for the three months ended March 31, 2025.

Previous 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.

Current wording

Cash and interest-earning deposits decreased $331.4 million, or 59.8%, from December 31, 2025, primarily due to a decrease in interest-earning deposits at the Federal Reserve Bank of $332.1 million due to seasonal decreases in public funds, reflecting decreases in deposits and long-term debt.

Previous 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.

Current wording

Total investment securities at March 31, 2026 increased $5.1 million, or 1.0%, from December 31, 2025 as purchases of $29.5 million, which were primarily residential mortgage-backed securities, were offset by maturities and pay-downs of $20.1 million, sales of $2.3 million, decreases in the fair value of available-for-sale investment securities of $1.2 million, calls of $500 thousand, net amortization of purchased premiums and discounts of $216 thousand and a provision for credit losses of $19 thousand.

Previous 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."

Current wording

Gross loans and leases held for investment increased $25.4 million, or 0.4%, from December 31, 2025. The increase in gross loans and leases held for investment was primarily due to increases in commercial and commercial real estate loans, partially offset by decreases in construction and residential mortgage loans. For more information on the composition of the commercial loan portfolio, see "Table 4 - Loan Portfolio Overview."

Previous 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.

Current wording

At March 31, 2026, nonaccrual loans and leases were $13.3 million and had a related allowance for credit losses on loans and leases of $3.1 million. At December 31, 2025, nonaccrual loans and leases were $13.7 million and had a related allowance for credit losses on loans and leases of $3.0 million. During the first quarter of 2026, a $3.9 million commercial real estate loan and a $1.0 million residential real estate loan secured for business purpose million were placed on nonaccrual status. Subsequent to their nonaccrual designation, these loans incurred charge-offs totaling $652 thousand and were transferred to held-for-sale status. 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 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.

Current wording

Net loan and lease charge-offs for the three months ended March 31, 2026 were $1.3 million compared to $1.7 million for the same period in the prior year.

Previous 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.

Current wording

Other real estate owned (OREO) was $24.1 million at March 31, 2026, compared to $23.9 million at December 31, 2025. Repossessed assets were $124 thousand and $65 thousand at March 31, 2026 and December 31, 2025, respectively. During the three months ended March 31, 2026, repossessed assets totaling $78 thousand were acquired and repossessed assets totaling $19 thousand were written down.

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 $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.

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 $93 thousand and $130 thousand for the three months ended March 31, 2026 and 2025, respectively. See Note 5 to the Condensed Unaudited Consolidated Financial Statements, "Goodwill and Other Intangible Assets," for a summary of intangible assets at March 31, 2026 and December 31, 2025.

Previous 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.

Current wording

The Corporation also has goodwill with a net carrying value of $175.5 million at March 31, 2026 and December 31, 2025, 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 three months ended March 31, 2026 or 2025. There can be no assurance that future impairment assessments or tests will not result in a charge to earnings.

Previous 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.

Current wording

Total deposits decreased $273.6 million, or 3.9%, from December 31, 2025 due to decreases in commercial, consumer, brokered deposits, and public funds, primarily reflecting seasonal public funds runoff during the quarter. At March 31, 2026, noninterest bearing deposits totaling $1.5 billion represented 21.7% of total deposits compared to $1.4 billion representing 20.2% of total deposits at December 31, 2025. At March 31, 2026 and December 31, 2025, unprotected deposits, which excludes insured, internal, and collateralized deposit accounts, totaled $1.6 billion, which represented 23.7% and 23.2% of total deposits for the respective periods.

Previous 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.

Current wording

Total shareholders' equity increased $8.6 million, or 0.9%, from December 31, 2025. Retained earnings at March 31, 2026 increased by $20.6 million primarily due to net income of $27.1 million offset by $6.2 million in cash dividends paid during the three months ended March 31, 2026. Accumulated other comprehensive loss increased by $484 thousand, which was primarily attributable to decreases in the fair value of available-for-sale investment securities of $1.2 million, net of tax. Treasury stock increased $8.6 million from December 31, 2025, related to repurchases of 351,138 shares at a cost of $11.9 million, offset by $3.3 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 $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.

Current wording

The Banking segment reported pre-tax income of $29.1 million and $26.1 million for the three months ended March 31, 2026 and 2025, 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 $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.

Current wording

The Wealth Management segment reported pre-tax income of $2.5 million and $2.0 million for the three months ended March 31, 2026 and 2025, respectively, which included noninterest income of $8.5 million and $7.8 million for the three months ended March 31, 2026 and 2025, respectively. The increase in pre-tax income and noninterest income for the three months ended March 31, 2026 was driven by appreciation in assets under management compared to the previous year and new customer relationships. Assets under management and supervision were $5.8 billion as of March 31, 2026, $5.9 billion as of December 31, 2025, $5.2 billion as of March 31, 2025 and $5.2 billion as of December 31, 2024.

Previous wording

The Corporation uses gap analysis and earnings at risk simulation modeling to quantify exposure to interest rate risk. The Corporation uses the gap analysis to identify and monitor long-term rate exposure and uses a risk simulation model to measure short-term rate exposure. The Corporation runs various earnings simulation scenarios to quantify the impact of declining or rising interest rates on net interest income over a one-year and two-year horizon. The simulations use expected cash flows and repricing characteristics for all financial instruments at a point in time and incorporate company-developed, market-based assumptions regarding growth, pricing, and optionality such as prepayment speeds. As interest rates increase, fixed-rate assets tend to decrease in value; conversely, as interest rates decline, fixed-rate assets tend to increase in value.

Current wording

The Corporation uses gap analysis and earnings at risk simulation modeling to quantify exposure to interest rate risk. The Corporation uses the gap analysis to identify and monitor long-term rate exposure and uses a risk simulation model to measure short-term rate exposure. The Corporation runs various earnings simulation scenarios to quantify the impact of declining or rising interest rates on net interest income over a one- and two-year horizon. The simulations use expected cash flows and repricing characteristics for all financial instruments at a point in time and incorporate company-developed, market-based assumptions regarding growth, pricing, and optionality such as prepayment speeds. As interest rates increase, fixed-rate assets tend to decrease in value; conversely, as interest rates decline, fixed-rate assets tend to increase in value.

Previous 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.

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 $220.7 million and $549.2 million at March 31, 2026 and December 31, 2025, respectively. Unencumbered securities classified as available-for-sale, which provide additional sources of liquidity, totaled $40.2 million and $37.3 million at March 31, 2026 and December 31, 2025, 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 $3.7 billion and $3.8 billion at March 31, 2026 and December 31, 2025, respectively, of which $2.4 billion and $2.3 billion was available as of March 31, 2026 and December 31, 2025, respectively. The Corporation and its subsidiaries also maintained uncommitted funding sources from correspondent banks of $472.0 million and $457.0 million at March 31, 2026 and December 31, 2025, respectively. Future availability under these uncommitted funding sources is subject to the prerogatives of the granting banks and may be withdrawn at will.

Previous wording

The Corporation has cash requirements for various financial obligations, including contractual obligations and commitments that require cash payments. The most significant contractual obligations, in both the under and over one-year time period, are for the Bank to repay certificates of deposit and short- and long-term borrowings. Certificates of deposit due within one year of September 30, 2025 totaled $1.0 billion. If these deposits do not remain with the Bank, the Bank will be required to seek other sources of funds. The Bank anticipates meeting these obligations by utilizing on-balance sheet liquidity and continuing to provide convenient depository and cash management services through its financial center network, thereby replacing these contractual obligations with similar funding sources at rates that are competitive in our market. The Bank will also use borrowings and brokered deposits to meet its obligations.

Current wording

The Corporation has cash requirements for various financial obligations, including contractual obligations and commitments that require cash payments. The most significant contractual obligations, in both the under and over one-year time period, are for the Bank to repay certificates of deposit and short- and long-term borrowings. Certificates of deposit due within one year of March 31, 2026 totaled $1.0 billion. If these deposits do not remain with the Bank, the Bank will be required to seek other sources of funds, which may be expensive to obtain. The Bank anticipates meeting these obligations by utilizing on-balance sheet liquidity and continuing to provide convenient depository and cash management services through its financial center network, thereby replacing these contractual obligations with similar funding sources at rates that are competitive in our market. The Bank will also use borrowings and brokered deposits to meet its obligations.
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

*Obligations of states and political subdivisions are tax-exempt earning assets.

Previous report — wording carried elsewhere

Notes: For rate calculation purposes, average loan and lease categories include deferred fees and costs and purchase accounting adjustments.

Previous report — wording carried elsewhere

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 report — wording carried elsewhere

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%.