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FIRST COMMONWEALTH FINANCIAL CORP PA

For the period ended Dec 31, 2023. Filed Feb 29, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Feb 29, 2024

FCF$21.14+0.1%Stored close · as of Nov 10, 2026

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Item 8. Financial Statements and Supplementary Data

December 31,
20232022
(dollars in thousands, exceptshare data)
Assets
Cash and due from banks$125,436$124,254
Interest-bearing bank deposits21,55729,990
Securities available for sale, at fair value1,020,986762,661
Securities held to maturity, at amortized cost, (Fair value $350,595 at December 31, 2023 and $386,205 at December 31, 2022)419,009461,162
Other investments50,87126,414
Loans held for sale29,82011,869
Loans and leases:
Portfolio loans and leases8,968,7617,642,143
Allowance for credit losses(117,718)(102,906)
Net loans and leases8,851,0437,539,237
Premises and equipment, net121,015115,106
Other real estate owned422534
Goodwill363,715303,328
Amortizing intangibles, net22,8209,205
Bank owned life insurance228,479222,651
Other assets204,315199,255
Total assets$11,459,488$9,805,666
Liabilities
Deposits (all domestic):
Noninterest-bearing$2,388,533$2,670,508
Interest-bearing6,803,7765,334,961
Total deposits9,192,3098,005,469
Short-term borrowings597,835372,694
Subordinated debentures177,741170,937
Other long-term debt4,1224,862
Capital lease obligation4,8945,425
Total long-term debt186,757181,224
Other liabilities168,313194,205
Total liabilities10,145,2148,753,592
Shareholders’ Equity
Preferred stock, $1 par value per share, 3,000,000 shares authorized, none issued——
Common stock, $1 par value per share, 200,000,000 shares authorized; 123,603,380 and 113,914,902 shares issued as of December 31, 2023 and 2022, respectively; and 102,114,664 and 93,376,314 shares outstanding at December 31, 2023 and 2022, respectively123,603113,915
Additional paid-in capital630,154497,431
Retained earnings881,112774,863
Accumulated other comprehensive (loss) income, net(111,756)(137,692)
Treasury stock (21,488,716 and 20,538,588 shares at December 31, 2023 and 2022, respectively)(208,839)(196,443)
Total shareholders’ equity1,314,2741,052,074
Total liabilities and shareholders’ equity$11,459,488$9,805,666
Years Ended December 31,
202320222021
(dollars in thousands, except share data)
Interest Income
Interest and fees on loans and leases$490,710$302,207$267,599
Interest and dividends on investments:
Taxable interest26,33124,66824,723
Interest exempt from federal income taxes457479595
Dividends3,009877521
Interest on bank deposits9,4911,722400
Total interest income529,998329,953293,838
Interest Expense
Interest on deposits112,4066,7145,749
Interest on short-term borrowings21,7471,99999
Interest on subordinated debentures9,7948,5958,555
Interest on other long-term debt170198649
Interest on capital lease obligation205226245
Total interest expense144,32217,73215,297
Net Interest Income385,676312,221278,541
Provision for credit losses4,16021,106(1,376)
Provision for credit losses - acquisition day 1 non-PCD10,653——
Net Interest Income after Provision for Credit Losses370,863291,115279,917
Noninterest Income
Net securities (losses) gains(103)216
Trust income10,51610,51811,111
Service charges on deposit accounts21,43719,64117,984
Insurance and retail brokerage commissions9,6288,8578,502
Income from bank owned life insurance4,8755,4596,433
Gain on sale of mortgage loans3,9515,27613,555
Gain on sale of other loans and assets6,7446,0368,130
Card- related interchange income28,64027,60327,954
Derivative mark to market143682,344
Swap fee income1,5194,6852,543
Other income9,38810,2638,185
Total noninterest income96,60998,708106,757
Noninterest Expense
Salaries and employee benefits142,871126,031119,506
Net occupancy19,22118,03716,586
Furniture and equipment17,30815,58215,642
Data processing15,01013,92212,373
Advertising and promotion5,7135,0314,983
Pennsylvania shares tax4,3644,4474,604
Intangible amortization4,9833,1963,497
Other professional fees and services5,9194,8944,501
FDIC insurance6,2602,8712,529
Loss on sale or write-down of assets204343303
Litigation and operational losses4,6412,8342,324
Merger and acquisition related9,0341,702—
Other operating expenses34,38930,74827,009
Total noninterest expense269,917229,638213,857
Income before income taxes197,555160,185172,817
Income tax provision40,49232,00434,560
Net Income$157,063$128,181$138,257
Average Shares Outstanding101,556,42793,612,04395,583,890
Average Shares Outstanding Assuming Dilution101,822,20193,887,44795,840,285
Per Share Data: Basic Earnings Per Share$1.55$1.37$1.45
Diluted Earnings Per Share$1.54$1.37$1.44
Cash Dividends Declared per Common Share$0.495$0.475$0.455
Years Ended December 31,
202320222021
(dollars in thousands)
Net Income$157,063$128,181$138,257
Other comprehensive income (loss), before tax expense (benefit):
Unrealized holding gains (losses) on securities arising during the period18,499(131,838)(29,892)
Less: reclassification adjustment for losses (gains) on securities included in net income103(2)(16)
Unrealized gains (losses) on derivatives:
Unrealized holding gains (losses) on derivatives arising during the period13,462(31,573)(3,356)
Unrealized gains for postretirement obligation:
Prior service cost767676
Net gain22143275
Total other comprehensive income (loss), before income tax expense (benefit)32,162(163,194)(32,913)
Income tax expense (benefit) related to items of other comprehensive income (loss)6,226(34,270)(6,912)
Comprehensive Income$182,999$(743)$112,256

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

SharesOutstanding · CommonStock · AdditionalPaid-in-Capital · RetainedEarnings · AccumulatedOtherComprehensiveIncome (Loss),net · TreasuryStock · TotalShareholders’Equity
(dollars in thousands, except per share data)
Balance at December 31, 202293,376,314$113,915$497,431$774,863$(137,692)$(196,443)$1,052,074
Net income157,063157,063
Total other comprehensive income25,93625,936
Cash dividends declared ($0.495 per share)(50,814)(50,814)
Treasury stock acquired(1,210,688)(118)(14,965)(15,083)
Treasury stock reissued163,950660—1,5512,211
Restricted stock96,610—514—1,0181,532
Common stock issued9,688,4789,688131,667141,355
Balance at December 31, 2023102,114,664$123,603$630,154$881,112$(111,756)$(208,839)$1,314,274
SharesOutstanding · CommonStock · AdditionalPaid-in-Capital · RetainedEarnings · AccumulatedOtherComprehensiveIncome (Loss),net · TreasuryStock · TotalShareholders’Equity
(dollars in thousands, except per share data)
Balance at December 31, 202194,233,152$113,915$496,121$691,260$(8,768)$(183,156)$1,109,372
Net income128,181128,181
Total other comprehensive loss(128,924)(128,924)
Cash dividends declared ($0.475 per share)(44,578)(44,578)
Treasury stock acquired(1,132,577)(15,598)(15,598)
Treasury stock reissued174,989580—1,6122,192
Restricted stock100,750—730—6991,429
Balance at December 31, 202293,376,314$113,915$497,431$774,863$(137,692)$(196,443)$1,052,074
SharesOutstanding · CommonStock · AdditionalPaid-in-Capital · RetainedEarnings · AccumulatedOtherComprehensiveIncome (Loss),net · TreasuryStock · TotalShareholders’Equity
(dollars in thousands, except per share data)
Balance at December 31, 202096,130,751$113,915$494,683$596,614$17,233$(153,828)$1,068,617
Net income138,257138,257
Total other comprehensive loss(26,001)(26,001)
Cash dividends declared ($0.455 per share)(43,611)(43,611)
Treasury stock acquired(2,195,110)(31,301)(31,301)
Treasury stock reissued173,907771—1,4932,264
Restricted stock123,604—667—4801,147
Balance at December 31, 202194,233,152$113,915$496,121$691,260$(8,768)$(183,156)$1,109,372
Years Ended December 31,
202320222021
(dollars in thousands)
Operating Activities
Net income$157,063$128,181$138,257
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses14,81321,106(1,376)
Deferred tax expense (benefit)6,843(2,011)1,432
Depreciation and amortization4,10410,55211,442
Net gains on securities and other assets(10,048)(11,556)(22,273)
Net amortization of premiums and discounts on securities1,3282,0274,772
Income from increase in cash surrender value of bank owned life insurance(4,557)(5,261)(6,105)
Mortgage loans originated for sale(186,856)(195,105)(390,940)
Proceeds from sale of mortgage loans174,850198,302419,574
(Increase) decrease in interest receivable(8,838)(6,846)5,885
Increase (decrease) in interest payable5,0011,172(412)
(Decrease) increase in income taxes payable(4,609)(4,561)10,664
Other—net1,66515,413(5,874)
Net cash provided by operating activities150,759151,413165,046
Investing Activities
Transactions with securities held to maturity:
Proceeds from maturities and redemptions41,82479,613120,728
Purchases(200)(200)(361,734)
Transactions with securities available for sale:
Proceeds from sales33,756——
Proceeds from maturities and redemptions98,309145,589433,910
Purchases(338,390)—(676,861)
Purchases of FHLB stock(103,233)(20,632)(4,453)
Proceeds from the redemption of FHLB stock91,4357,0563,342
Proceeds from redemption of other investments——500
Proceeds from bank owned life insurance3,2325,3377,357
Proceeds from the sale of loans154,58568,62576,414
Proceeds from sales of other assets4,3278,6097,798
Acquisition, net of cash acquired14,492——
Net increase in loans(552,376)(871,578)(161,667)
Purchases of premises and equipment(22,034)(11,207)(10,639)
Net cash used in investing activities(574,273)(588,788)(565,305)
Financing Activities
Net increase in other short-term borrowings52,407234,37920,942
Net increase in deposits430,66123,007543,947
Repayments of other long-term debt(740)(712)(50,685)
Repayments of capital lease obligations(531)(496)(464)
Dividends paid(50,814)(44,578)(43,611)
Proceeds from reissuance of treasury stock245245222
Purchase of treasury stock(14,965)(15,598)(31,301)
Net cash provided by financing activities416,263196,247439,050
Net decrease in cash and cash equivalents(7,251)(241,128)38,791
Cash and cash equivalents at January 1154,244395,372356,581
Cash and cash equivalents at December 31$146,993$154,244$395,372

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Note 1—Statement of Accounting Policies

General

The following summary of accounting and reporting policies is presented to aid the reader in obtaining a better understanding of the consolidated financial statements of First Commonwealth Financial Corporation and its subsidiaries (“First Commonwealth”) contained in this report. First Commonwealth's subsidiaries include First Commonwealth Bank ("FCB" or the "Bank"), First Commonwealth Insurance Agency, Inc. ("FCIA"), FRAMAL and First Commonwealth Financial Advisors, Inc. ("FCFA").

The financial information is presented in accordance with generally accepted accounting principles and general practice for financial institutions in the United States of America. In preparing financial statements, management is required to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. In addition, these estimates and assumptions affect revenues and expenses in the financial statements and as such, actual results could differ from those estimates.

Through its subsidiaries, which include a commercial bank and an insurance agency, First Commonwealth provides a full range of loan, deposit, trust, insurance and personal financial planning services primarily to individuals and small to middle market businesses in 30 counties in central and western Pennsylvania as well as throughout Ohio. First Commonwealth has determined that it hasone business segment.

First Commonwealth is subject to regulations of certain state and federal agencies. These regulatory agencies periodically examine First Commonwealth for adherence to laws and regulations.

Basis of Presentation

The accompanying Consolidated Financial Statements include the accounts of First Commonwealth previously defined above. All material intercompany transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the current period's presentation.

Equity investments of less than a majority but at least 20% ownership are accounted for by the equity method and classified as “Other assets.” Earnings on these investments are reflected in “Other income” on the Consolidated Statements of Income, as appropriate, in the period earned.

Investment Securities

Debt securities that First Commonwealth has the positive intent and ability to hold to maturity are classified as securities held to maturity and are reported at amortized cost adjusted for amortization of premium and accretion of discount on a level yield basis. Debt and equity securities that are bought and held principally for the purpose of selling them in the near term are to be classified as trading securities and reported at fair value, with unrealized gains and losses included in earnings. Debt securities not classified as either held-to-maturity securities or trading securities are classified as securities available for sale and are reported at fair value, with unrealized gains and losses that are not related to impairment excluded from earnings and reported as a component of other comprehensive income, which is included in shareholders’ equity, net of deferred taxes.

First Commonwealth has securities classified as held to maturity and available for sale and does not engage in trading activities. First Commonwealth utilizes the specific identification method to determine the net gain or loss on debt securities and the average cost method to determine the net gain or loss on the equity securities.

First Commonwealth conducts a comprehensive review of the investment portfolio on a quarterly basis to evaluate for expected credit losses. When evaluating available-for-sale securities, management first considers whether we intend to sell the security, or if it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis. If there is intent to sell, the security's amortized cost is written down to fair value through income. Otherwise, available-for-sale securities whose market values have fallen below their book value are evaluated at the issuer-specific level to determine if the decline in value is a result of credit losses. Issuer-specific securities include obligations of U.S. Government agencies and sponsored enterprises, single issue trust preferred securities, corporate debentures and obligations of states and political subdivisions. Further analysis of these securities includes a review of research reports, analysts’ recommendations, credit rating changes, news stories, annual reports, impact of interest rate changes and any other relevant information pertaining to the affected security. Any loss not determined to be a credit loss is recorded as a reduction to shareholders equity, through other comprehensive income. Held-to-maturity securities are evaluated for impairment on an annual basis, using historical probability of default and loss given default information specific to the investment category. On a quarterly basis, a qualitative review is completed incorporating changes to the mix and credit quality of the investment portfolio. If this evaluation determines that credit losses exist an allowance for credit loss is recorded and included in earnings as a component of credit loss expense.

Mortgage Loans Held for Sale

Certain residential mortgage loans are originated for sale in the secondary mortgage loan market with the majority sold with servicing rights released. These loans are classified as loans held for sale and are carried at the estimated market value on an aggregate basis. Market value is determined on the basis of rates obtained in the respective secondary market for the type of loan held for sale. Loans are generally sold at a premium or discount from the carrying amount of the loan. Such premium or discount is recognized at the date of sale. Gain or loss on the sale of loans is recorded in non-interest income at the time consideration is received and all other criteria for sales treatment have been met.

Loans

Loans are carried at the principal amount outstanding. Interest is accrued as earned. Loans held for sale are carried at the lower of cost or fair market value determined on an individual basis.

First Commonwealth considers a loan to be past due and still accruing interest when payment of interest or principal is contractually past due but the loan is both well secured and in the process of collection. For installment, mortgage, term and other loans with amortizing payments that are scheduled monthly,90 days past due is reached when four monthly payments are due and unpaid. For demand, time and other multi-payment obligations with payments scheduled other than monthly, delinquency status is calculated using number of days instead of number of payments. Revolving credit loans, including personal credit lines and home equity lines, are considered to be 90 days past due when the borrower has not made the minimum payment for four monthly cycles.

A loan is placed in nonaccrual status when, based on current information and events, it is probable that First Commonwealth will be unable to fully collect principal or interest due according to the contractual terms of the loan. A loan is also placed in nonaccrual status when, based on regulatory definitions, the loan is maintained on a “cash basis” due to the weakened financial condition of the borrower. When a determination is made to place a loan in nonaccrual status, all accrued and unpaid interest is reversed. Nonaccrual loans are restored to accrual status when, based on a sustained period of repayment by the borrower in accordance with the contractual terms of the loan, First Commonwealth expects repayment of the remaining contractual principal and interest or when the loan otherwise becomes well-secured and in the process of collection.

First Commonwealth adopted ASU 2022-02 on January 1, 2023 on a prospective basis. As a result, only periods prior to this date would include loans classified as troubled debt restructured loan ("TDR"). A loan is considered to be a TDR when the loan terms have been renegotiated to provide a reduction or deferral of principal or interest as a result of the financial difficulties experienced by the borrower, who could not obtain comparable terms from alternate financing sources. During those periods, TDR loans are considered to be nonperforming loans.

A loan is considered to be nonperforming when, based on current information and events, it is expected that First Commonwealth will be unable to collect principal or interest that is due in accordance with contractual terms of the loan. Expected losses on nonperforming loans are measured based on the present value of expected cash flows discounted at the loan’s effective interest rate or, as a practical expedient, at the loan’s observable market price or the fair value of the collateral if the loan is collateral dependent.

For loans other than those that First Commonwealth expects repayment through liquidation of the collateral, when the remaining recorded investment in the loan is less than or equal to the present value of the expected cash flows, income is applied as a reduction to loan principal rather than interest income.

Loans deemed uncollectible are charged off through the allowance for credit losses. Factors considered in assessing ultimate collectability include past due status, financial condition of the borrower, collateral values and debt covenants including secondary sources of repayment by guarantors. Payments received on previously charged off loans are recorded as recoveries in the allowance for credit losses.

Acquired Loans

Acquired loans are recorded at estimated fair value on the date of acquisition with no carryover of the related allowance for credit losses. The fair value of acquired loans is determined by estimating the principal and interest cash flows expected to be collected on the loans and discounting those cash flows at a market rate of interest. The estimated fair value considers factors such as loan term, internal risk rating, delinquency status, prepayment rates, estimated value of the underlying collateral and the current interest rate environment.

Acquired loans are classified into two categories: PCD loans and non-PCD loans. PCD loans are defined as a loan or group of loans that have experienced more than insignificant credit deterioration since origination. Non-PCD loans will have an allowance for credit losses established on acquisition date, which is recognized as an expense through provision for credit losses. For PCD loans, an allowance for credit losses is recognized on day 1 by adding it to the fair value of the loan, which is the “Day 1 amortized cost”. There is no provision for credit loss expense recognized on PCD loans because the initial allowance for credit losses is established by grossing-up the amortized cost of the PCD loan.

Loan Fees

Loan origination and commitment fees, net of associated direct costs, are deferred and the net amount is amortized as an adjustment to the related loan yield on the interest method, generally over the contractual life of the related loans or commitments.

Other Real Estate Owned

Real estate, other than bank premises, is recorded at fair value less estimated selling costs at the time of acquisition. After that time, other real estate is carried at the lower of cost or fair value less estimated costs to sell. Fair value is determined based on an independent appraisal. Expenses related to holding the property and rental income earned on the property are generally reflected in earnings in the current period. Depreciation is not recorded on the other real estate owned properties.

Allowance for Credit Losses for Loans and Leases

When determining the allowance for credit losses, our loan and lease portfolio includes five primary loan categories with fourteen segments. Refer to Note 9, "Loans and Leases and Allowance for Credit Losses" for further discussion of these portfolio segments.

The allowance for credit losses is calculated by pooling loans of similar credit risk characteristics and applying a discounted cash flow methodology after incorporating probability of default and loss given default estimates. Probability of default represents an estimate of the likelihood of default and loss given default measures the expected loss upon default. Inputs impacting the expected losses includes a forecast of macroeconomic factors, using a weighted forecast from a nationally recognized firm. Our model incorporates a one-year forecast of macroeconomic factors, after which the factors revert back to the historical mean over a one-year period.

All nonperforming credits in excess of $250 thousand are individually evaluated on a quarterly basis. A specific reserve is established for individually evaluated loans in an amount equal to the total amount of estimated losses for the loans that are reviewed. Based on this reserve as a percentage of reviewed loan balances, a reserve is also established for the nonperforming loan balances that are not individually reviewed.

An additional component of the allowance is determined by management based on a qualitative analysis of certain factors related to portfolio risks that are not incorporated in the calculated model. Factors considered by management include lending practices, ability and experience of the credit staff, the overall lending environment and external factors such as the regulatory environment and competition. Portfolio risks include unusual changes or recent trends in specific portfolios such as unexpected changes in the trends or levels of delinquency. No matter how detailed an analysis of potential credit losses is performed, these estimates are inherently imprecise. Management must make estimates using assumptions and information that is often subjective and changes rapidly.

First Commonwealth made the accounting policy election to exclude accrued interest from the allowance for credit loss calculation because these balances are written off or reversed when a loan is placed in non-accrual status.

Allowance for Off-Balance Sheet Credit Exposures

First Commonwealth maintains an allowance for off-balance sheet credit exposure at a level deemed sufficient to absorb losses that are inherent to off-balance sheet credit risk. Off-balance sheet credit exposure includes commitments to extend credit, standby letters of credit and commercial letters of credit. The Company’s methodology for assessing the appropriateness of the allowance for off-balance sheet credit exposure consists of analysis of historical usage trends. The calculation begins with historical usage trends related to lines of credit as well as letters of credit and then utilizes those figures to determine the probable usage of available lines. These values are then adjusted by the expected loss percentage calculated for comparable loan categories as part of the allowance for credit losses for loans. This amount is adjusted quarterly and any change to the allowance is reported as part of provision expense on the Consolidated Statements of Income. The allowance for off-balance sheet credit exposures is reflected in "Other Liabilities" in the Consolidated Statements of Financial Condition.

Bank Owned Life Insurance

First Commonwealth and the banks that First Commonwealth has acquired have purchased insurance on the lives of certain groups of employees. The policies accumulate asset values to meet future liabilities, including the payment of employee benefits such as health care. Increases in the cash surrender value are recorded as non-interest income in the Consolidated Statements of Income and cash receipts and disbursements are included in "Operating Activities" in the Consolidated Statements of Cash Flows. Under some of these policies, the beneficiaries receive a portion of the death benefit. The net present value of the future death benefits scheduled to be paid to the beneficiaries was $3.5 million and $3.7 million as of December 31, 2023 and 2022, respectively, and is reflected in "Other Liabilities" on the Consolidated Statements of Financial Condition.

Premises, Equipment and Lease Commitments

Premises and equipment are carried at cost less accumulated depreciation on First Commonwealth’s Consolidated Statements of Financial Condition. Depreciation is computed on the straight-line and accelerated methods over the estimated useful life of the asset. A straight-line depreciation method was used for substantially all furniture and equipment as well as buildings and improvements. Charges for maintenance and repairs are expensed as incurred. Leasehold improvements are expensed over the term of the lease or the estimated useful life of the improvement, whichever is shorter.

Software costs are amortized on a straight-line basis over a period not to exceed 7 years.

A right-of-use asset and related lease liability is recognized on the Consolidated Statements of Financial Condition for operating leases First Commonwealth has entered to lease certain office facilities. These amounts are reported as components of premises and equipment and other liabilities. Short-term operating leases, which are leases with an original term of 12 months or less and do not have a purchase option that is likely to be exercised, are not recognized as part of the right-of-use asset or lease liability. First Commonwealth has no material leasing arrangements for which it is the lessor of property or equipment.

Business Combinations

Business combinations are accounted for by using the acquisition method of accounting. Under the acquisition method, identifiable assets acquired and liabilities assumed at the acquisition date are measured at their fair values as of that date, and are recognized separately from goodwill. The difference between the purchase price and the fair value of the net assets acquired is recorded as goodwill. Results of operations of the acquired entities are included in the Consolidated Statements of Income from the date of acquisition. Acquisition costs are expensed when incurred.

Goodwill

Intangible assets resulting from acquisitions under the purchase method of accounting consist of goodwill and other intangible assets (see “Other Intangible Assets” section below). Goodwill is not amortized and is subject to at least annual assessments for impairment. First Commonwealth reviews goodwill annually and again at any quarter-end if a material event occurs during the quarter that may affect goodwill. When circumstances indicate that it is more likely than not that fair value is less than carrying value, a triggering event has occurred and a quantitative impairment test is performed. Goodwill is evaluated for potential impairment by determining if our fair value has fallen below carrying value.

Other Intangible Assets

Other intangible assets consist of core deposits and customer lists obtained through acquisitions. Core deposit intangibles are amortized over their estimated lives using the present value of the benefit of the core deposits and straight-line methods of amortization. Customer list intangibles are amortized over the expected lives using expected cash flows based on retention of the customer base. These intangibles are evaluated for impairment on an annual basis and when events or changes in circumstances indicate that the carrying amount may not be recoverable.

Accounting for the Impairment of Long-Lived Assets

First Commonwealth reviews long-lived assets, such as premises and equipment and intangibles, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. These changes in circumstances may include a significant decrease in the market value of an asset or the extent or manner in which an asset is used. If there is an indication that the carrying amount of an asset may not be recoverable, future undiscounted cash flows expected to result from the use of the asset are estimated. If the sum of the expected cash flows is less than the carrying value of the asset, a loss is recognized for the difference between the carrying value and fair value of the asset. Long-lived assets classified as held for sale are measured at the lower of their carrying amount or fair value less cost to sell. Depreciation or amortization is discontinued on long-lived assets classified as held for sale.

Income Taxes

First Commonwealth records taxes in accordance with the asset and liability method of FASB ASC Topic 740, “Income Taxes,” ("Topic 740") whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases given the provisions of the enacted tax laws. Deferred tax assets are reduced, if necessary, by the amount of such benefits that are more likely than not expected to be realized based upon available evidence. In accordance with Topic 740, interest or penalties incurred for taxes will be recorded as a component of noninterest expense.

Comprehensive Income Disclosures

“Other Comprehensive Income” (comprehensive income, excluding net income) includes the after-tax effect of changes in unrealized holding gains and losses on available-for-sale securities, changes in the funded status of defined benefit postretirement plans and changes in the fair value of cash flow hedges. Comprehensive income is reported in the accompanying Consolidated Statements of Comprehensive Income, net of tax.

Cash and Cash Equivalents

For purposes of reporting cash flows, cash and cash equivalents include cash on hand, amounts due from banks, federal funds sold and interest-bearing bank deposits. Generally, federal funds are sold for one-day periods.

Derivatives and Hedging Activities

First Commonwealth accounts for derivative instruments and hedging activities in accordance with FASB ASC Topic 815, “Derivatives and Hedging" ("Topic 815"). All derivatives are evaluated at inception as to whether or not they are hedging or non-hedging activities, and appropriate documentation is maintained to support the final determination. First Commonwealth recognizes all derivatives as either assets or liabilities on the Consolidated Statements of Financial Condition and measures those instruments at fair value. For derivatives designated as fair value hedges, changes in the fair value of the derivative and the hedged item related to the hedged risk are recognized in earnings. Any hedge ineffectiveness would be recognized in the income statement line item pertaining to the hedged item. For derivatives designated as cash flow hedges, changes in fair value of the effective portion of the cash flow hedges are reported in other comprehensive income ("OCI"). When the cash flows associated with the hedged item are realized, the gain or loss included in OCI is recognized in the Consolidated Statement of Income.

When First Commonwealth purchases a portion of a commercial loan that has an existing interest rate swap, it enters a risk participation agreement with the counterparty and assumes the credit risk of the loan customer related to the swap. Any fee paid to First Commonwealth as a result of the risk participation agreement is offset by credit risk of the counterparties and is recognized in the income statement. Credit risk on the risk participation agreements is determined after considering the risk rating, probability of default and loss given default of the counterparties.

Management periodically reviews contracts from various functional areas of First Commonwealth to identify potential derivatives embedded within selected contracts. As of December 31, 2023, First Commonwealth has interest rate derivative positions that are designated as hedging instruments and others that are not designated as hedging instruments. See Note 7, “Derivatives,” for a description of these instruments.

Earnings Per Common Share

Basic earnings per share excludes dilution and is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period.

Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. For all periods presented, the dilutive effect on average shares outstanding is the result of unvested restricted stock grants.

Fair Value Measurements

In accordance with FASB ASC Topic 820, “Fair Value Measurements and Disclosures" ("Topic 820"), First Commonwealth groups financial assets and financial liabilities measured at fair value into three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. These levels are:

Level 1—Valuations for assets and liabilities traded in active exchange markets, such as the New York Stock Exchange ("NYSE"). Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities.

Level 2—Valuations for assets and liabilities traded in less active dealer or broker markets. Valuations are obtained for identical or comparable assets or liabilities from alternative pricing sources with reasonable levels of price transparency. Level 2 securities include U.S. Government securities issued by Agencies and Sponsored Enterprises, Obligations of States and Political Subdivisions, certain corporate securities, FHLB stock, loans held for sale, interest rate derivatives that include interest rate swaps, risk participation agreements and foreign currency contracts, certain other real estate owned and certain nonperforming loans.

Level 3—Valuations for assets and liabilities that are derived from other valuation methodologies, including option pricing models, discounted cash flow models and similar techniques, and not based on market exchange, dealer or broker traded transactions. If the inputs used to provide the evaluation are unobservable and/or there is very little, if any, market activity for the security or similar securities, the securities would be considered Level 3 securities. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets or liabilities. The assets included in Level 3 are nonmarketable equity investments, certain other real estate owned and certain nonperforming loans.

In general, fair values of financial instruments are based upon quoted market prices, where available. If such quoted market prices are not available, fair value is based upon pricing models that primarily use, as inputs, observable market-based parameters. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value. These adjustments may include amounts to reflect counterparty credit quality and our creditworthiness, among other things, as well as unobservable parameters. Any such valuation adjustments are applied consistently over time. See Note 17 “Fair Values of Assets and Liabilities” for additional information.

Revenue from Contracts with Customers

First Commonwealth records revenue from contracts with customers in accordance with ASC Topic 606, “Revenue from Contracts with Customers” (“Topic 606”). Under Topic 606, the Company must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when (or as) the Company satisfies a performance obligation.

A significant component of the Company's revenue, net interest earned on financial assets and liabilities, is excluded from the scope of Topic 606. First Commonwealth generally fully satisfies its performance obligations on its contracts with customers as services are rendered and the transaction prices are typically fixed; charged either on a periodic basis or based on activity. Because performance obligations are satisfied as services are rendered and the transaction prices are fixed, the Company has made no significant judgments in applying the revenue guidance prescribed in Topic 606 that affect the determination of the amount and timing of revenue from contracts with customers.

Note 2—Acquisition

On January 31, 2023, the Company completed its acquisition of Centric Financial Corporation (“Centric”) and its banking subsidiary, Centric Bank, for consideration of 9,688,478 shares of the Company's common stock. Through the acquisition, the Company obtained seven full-service banking offices and one loan production office in the Harrisburg, Philadelphia and Lancaster Metropolitan Service Areas ("MSAs").

The table below summarizes the net assets acquired (at fair value) and consideration transferred in connection with the Centric acquisition (dollars in thousands):

Consideration paid
Cash paid to shareholders - fractional shares$1
Shares issued to shareholders (9,688,478 shares)141,355
Total consideration paid$141,356
Fair value of assets acquired
Cash and due from banks14,492
Investment securities34,302
FHLB stock7,658
Loans923,555
Premises and equipment17,186
Core deposit intangible16,671
Bank owned life insurance4,502
Other assets17,391
Total assets acquired1,035,757
Fair value of liabilities assumed
Deposits757,003
Borrowings179,301
Other liabilities18,484
Total liabilities assumed954,788
Total fair value of identifiable net assets80,969
Goodwill$60,387

The Company determined that this acquisition constitutes a business combination and therefore was accounted for using the acquisition method of accounting. Accordingly, as of the date of the acquisition, the Company recorded the assets acquired, liabilities assumed and consideration paid at fair value. The $60.4 million excess of the consideration paid over the fair value of assets acquired was recorded as goodwill and is not amortizable or deductible for tax purposes. The amount of goodwill arising from the acquisition consists largely of the synergies and economies of scale expected from combining the operations of the Company with Centric.

The fair value of the 9,688,478 common shares issued was determined based on the $14.59 closing market price of the Company's common shares on the acquisition date, January 31, 2023.

The valuation of the acquired assets and liabilities was completed in the second quarter of 2023. The following is a description of the valuation methodologies used to estimate the fair values of major categories of assets acquired and liabilities assumed. The Company used an independent valuation specialist to assist with the determination of fair values for certain acquired assets and assumed liabilities.

Cash and due from banks - The estimated fair value was determined to approximate the carrying amount of these assets.

Investment securities - The estimated fair value of the investment portfolio was based on quoted market prices, dealer quotes, and pricing obtained from independent pricing services.

Loans - The estimated fair value of loans were based on a discounted cash flow methodology applied on a pooled basis for non- PCD loans and on an individual basis for PCD loans. The valuation considered underlying characteristics including loan type, term, rate, payment schedule and credit rating. Other factors included assumptions related to prepayments, probability of default and loss given default. The discount rates applied were based on a build-up approach considering the funding mix, servicing costs, liquidity premium and factors related to performance risk.

Acquired loans are classified into two categories: PCD loans and non-PCD loans. PCD loans are defined as a loan or group of loans that have experienced more than insignificant credit deterioration since origination. Non-PCD loans will have an allowance established on acquisition date, which is recognized as an expense through provision for credit losses. For PCD loans, an allowance is recognized on day 1 by adding it to the fair value of the loan, which is the “Day 1 amortized cost”. There is no provision for credit loss expense recognized on PCD loans because the initial allowance is established by grossing-up the amortized cost of the PCD loan.

A day 1 allowance for credit losses on non-PCD loans of $10.7 million was recorded through the provision for credit losses within the Consolidated Statements of Income. At the date of acquisition, of the $979.5 million of loans acquired from Centric, $304.7 million, or 31.1%, of Centric's loan portfolio, was accounted for as PCD loans as of February 1, 2023.

Premise and equipment - The estimated fair value of land and buildings were determined by independent market-based appraisals.

Core deposit intangible- The core deposit intangible was valued utilizing the cost savings method approach, which recognizes the cost savings represented by the expense of maintaining the core deposit base versus the cost of an alternative funding source. The valuation incorporates assumptions related to account retention, discount rates, deposit interest rates, deposit maintenance costs and alternative funding rates.

Time deposits- The estimated fair value of time deposits was determined using a discounted cash flow approach incorporating a discount rate equal to current market interest rates offered on time deposits with similar terms and maturities.

Borrowings- The estimated fair value of short-term borrowings was determined to approximate stated value. Subordinated debentures were valued using a discounted cash flow approach incorporating a discount rate that incorporated similar terms, maturities and credit ratings.

The following table provides details related to the fair value of acquired PCD loans as of January 31, 2023.

Unpaid Principal BalancePCD Allowance for Credit Loss at Acquisition(Discount) Premium on Acquired LoansFair Value of PCD Loans at Acquisition
(dollars in thousands)
Commercial, financial, agricultural and other$84,095$(19,417)$117$64,795
Time and demand84,095(19,417)11764,795
Real estate construction29,947(287)(479)29,181
Construction other16,978(227)(179)16,572
Construction residential12,969(60)(300)12,609
Residential real estate16,564(527)(496)15,541
Residential first lien13,740(197)(264)13,279
Residential junior lien/home equity2,824(330)(232)2,262
Commercial real estate174,002(6,971)(6,073)160,958
Multifamily13,169(234)(1,413)11,522
Non-owner occupied97,324(2,739)(1,902)92,683
Owner occupied63,509(3,998)(2,758)56,753
Loans to individuals62(3)(3)56
Automobile and recreational vehicles62(3)(3)56
Total loans and leases$304,670$(27,205)$(6,934)$270,531

The following table provides details related to the fair value and Day 1 provision related to the acquired non-PCD loans as of January 31, 2023.

Unpaid Principal Balance(Discount) premium on acquired loansFair Value of Non-PCD Loans at AcquisitionDay 1 Provision for Credit Losses - Non-PCD Loans
(dollars in thousands)
Commercial, financial, agricultural and other$167,606$(5,451)$162,155$3,482
Time and demand165,878(5,342)160,5363,436
Equipment finance4—4—
Time and demand other1,724(109)1,61546
Real estate construction52,773(1,126)51,6471,638
Construction other34,801(971)33,8301,146
Construction residential17,972(155)17,817492
Residential real estate75,041(2,593)72,448614
Residential first lien53,612(1,981)51,631437
Residential junior lien/home equity21,429(612)20,817177
Commercial real estate378,777(12,607)366,1704,911
Multifamily45,475(1,203)44,272514
Non-owner occupied182,793(5,660)177,1332,111
Owner occupied150,509(5,744)144,7652,286
Loans to individuals640(36)6048
Automobile and recreational vehicles449(25)4244
Consumer other191(11)1804
Total loans and leases$674,837$(21,813)$653,024$10,653

The following table presents the change in goodwill during the period (dollars in thousands):

Goodwill at December 31, 2022$303,328
Goodwill from Centric acquisition60,387
Goodwill at December 31, 2023$363,715

Costs related to the acquisition totaled $9.0 million. These amounts were expensed as incurred and are recorded as a merger and acquisition related expense in the Consolidated Statements of Income.

As a result of the full integration of the operations of Centric, it is not practicable to determine revenue or net income included in the Company's operating results relating to Centric since the date of acquisition as Centric results cannot be separately identified.

Note 3—Supplemental Comprehensive Income Disclosures

The following table identifies the related tax effects allocated to each component of other comprehensive income in the Consolidated Statements of Comprehensive Income as of December 31. Reclassification adjustments related to securities available for sale are included in the“Net securities (losses) gains” line in the Consolidated Statements of Income.

202320222021
Pretax AmountTax (Expense) BenefitNet of Tax AmountPretax AmountTax (Expense) BenefitNet of Tax AmountPretax AmountTax (Expense) BenefitNet of Tax Amount
(dollars in thousands)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) on securities arising during the period$18,499$(3,449)$15,050$(131,838)$27,686$(104,152)$(29,892)$6,278$(23,614)
Reclassification adjustment for losses (gains) on securities included in net income103(22)81(2)—(2)(16)3(13)
Total unrealized gains (losses) on securities18,602(3,471)15,131(131,840)27,686(104,154)(29,908)6,281(23,627)
Unrealized gains (losses) on derivatives:
Unrealized holding gains (losses) on derivatives arising during the period13,462(2,733)10,729(31,573)6,630(24,943)(3,356)705(2,651)
Total unrealized gains (losses) on derivatives13,462(2,733)10,729(31,573)6,630(24,943)(3,356)705(2,651)
Unrealized gains for postretirement obligations:
Prior service cost76(15)6176(16)6076(16)60
Net gain22(7)15143(30)113275(58)217
Total unrealized gains for postretirement obligations98(22)76219(46)173351(74)277
Total other comprehensive income (loss)$32,162$(6,226)$25,936$(163,194)$34,270$(128,924)$(32,913)$6,912$(26,001)

The following table details the change in components of OCI for the year ended December 31:

2023
Securities Available for Sale · Derivatives · Post-Retirement Obligation · Accumulated Other Comprehensive Income
(dollars in thousands)
Balance at January 1$(107,471)$(30,489)$268$(137,692)
Other comprehensive income before reclassification adjustment15,05010,72925,779
Amounts reclassified from accumulated other comprehensive income (loss)81—81
Prior service cost6161
Net gain1515
Net other comprehensive income during the period15,13110,7297625,936
Balance at December 31$(92,340)$(19,760)$344$(111,756)
2022
Securities Available for Sale · Derivatives · Post-Retirement Obligation · Accumulated Other Comprehensive Income
(dollars in thousands)
Balance at January 1$(3,317)$(5,546)$95$(8,768)
Other comprehensive income before reclassification adjustment(104,152)(24,943)(129,095)
Amounts reclassified from accumulated other comprehensive income (loss)(2)—(2)
Prior service cost6060
Net gain113113
Net other comprehensive income during the period(104,154)(24,943)173(128,924)
Balance at December 31$(107,471)$(30,489)$268$(137,692)
2021
Securities Available for Sale · Derivatives · Post-Retirement Obligation · Accumulated Other Comprehensive Income
(dollars in thousands)
Balance at January 1$20,310$(2,895)$(182)$17,233
Other comprehensive income before reclassification adjustment(23,614)(2,651)(26,265)
Amounts reclassified from accumulated other comprehensive income (loss)(13)—(13)
Prior service cost6060
Net gain217217
Net other comprehensive income during the period(23,627)(2,651)277(26,001)
Balance at December 31$(3,317)$(5,546)$95$(8,768)

Note 4—Supplemental Cash Flow Disclosures

The following table presents information related to cash paid during the year for interest and income taxes as well as detail on non-cash investing and financing activities for the years ended December 31:

202320222021
(dollars in thousands)
Cash paid during the period for:
Interest$139,872$16,396$15,624
Income taxes37,52634,32622,374
Non-cash investing and financing activities:
Loans transferred to other real estate owned and repossessed assets4,2292,8523,163
Fair value of loans transferred from held to maturity to held for sale152,61361,89273,697
Loans transferred from held for sale to held to maturity5191,485—
Gross increase (decrease) in market value adjustment to securities available for sale18,602(131,840)(29,908)
Gross increase (decrease) in market value adjustment to derivatives13,462(31,574)(3,356)
Increase in limited partnership investment unfunded commitment302—7,565
Net assets (liabilities) acquired through acquisition66,477——
Proceeds from death benefit on bank-owned life insurance not received—1,973—
Treasury shares issued1,9661,9472,042
Excise tax on treasury stock repurchased118——

Note 5—Earnings per Share

The following table summarizes the composition of the weighted-average common shares (denominator) used in the basic and diluted earnings per share computation for the years ending December 31:

202320222021
Weighted average common shares issued122,780,523113,914,902113,914,902
Average treasury shares(21,004,846)(20,089,722)(18,140,857)
Average deferred compensation shares(56,206)(55,734)(55,590)
Average unearned nonvested shares(163,044)(157,403)(134,565)
Weighted average common shares and common stock equivalents used to calculate basic earnings per share101,556,42793,612,04395,583,890
Additional common stock equivalents (nonvested stock) used to calculate diluted earnings per share208,819219,584200,712
Additional common stock equivalents (deferred compensation) used to calculated diluted earnings per share56,95555,82055,683
Weighted average common shares and common stock equivalents used to calculate diluted earnings per share101,822,20193,887,44795,840,285
Per Share Data
Basic Earnings Per Share$1.55$1.37$1.45
Diluted Earnings Per Share$1.54$1.37$1.44

The following table shows the number of shares and the price per share related to common stock equivalents that were not included in the computation of diluted earnings per share for the years ended December 31, because to do so would have been anti-dilutive.

2023 · 2022 · 2021
Price RangePrice RangePrice Range
SharesFromToSharesFromToSharesFromTo
Restricted Stock114,177$12.70$16.43128,860$12.77$16.4399,344$12.77$15.96
Restricted Stock Units34,305$17.53$17.5325,983$21.08$21.08—$—$—

Note 6—Cash and Due from Banks

Regulations of the Board of Governors of the Federal Reserve System impose uniform reserve requirements on all depository institutions with transaction accounts, such as checking accounts and NOW accounts. Reserves are maintained in the form of vault cash or balances held with the local Federal Reserve Bank. Because balances held at the Federal Reserve earn interest, depending on our liquidity position, we may maintain balances in excess of the reserve requirement. First Commonwealth maintained average balances of $171.0 million during 2023 and $181.6 million during 2022 with the Federal Reserve Bank of Cleveland.

Note 7—Derivatives

Derivatives Not Designated as Hedging Instruments

First Commonwealth is a party to interest rate derivatives that are not designated as hedging instruments. These derivatives relate to interest rate swaps that First Commonwealth enters into with customers to allow customers to convert variable rate loans to a fixed rate. First Commonwealth pays interest to the customer at a floating rate on the notional amount and receives interest from the customer at a fixed rate for the same notional amount. At the same time the interest rate swap is entered into with the customer, an offsetting interest rate swap is entered into with another financial institution. First Commonwealth pays the other financial institution interest at the same fixed rate on the same notional amount as the swap entered into with the customer, and receives interest from the financial institution for the same floating rate on the same notional amount.

The changes in the fair value of the swaps offset each other, except for the credit risk of the counterparties, which is determined by taking into consideration the risk rating, probability of default and loss given default for all counterparties.

We have 28 risk participation agreements with financial institution counterparties for interest rate swaps related to loans in which we are a participant. The risk participation agreements provide credit protection to the financial institution should the borrower fail to perform on its interest rate derivative contract with the financial institution. We have 19 risk participation agreements with financial institution counterparties for interest rate swaps related to loans in which we are the lead bank. The risk participation agreement provides credit protection to us should the borrower fail to perform on its interest rate derivative contract with us.

First Commonwealth is also party to interest rate caps and collars that are not designated as hedging instruments. The interest rate caps relate to contracts that First Commonwealth enters into with loan customers that provide a maximum interest rate on their variable rate loan. At the same time the interest rate cap is entered into with the customer, First Commonwealth enters into an offsetting interest rate cap with another financial institution. The notional amount and maximum interest rate on both interest cap contracts are identical. The interest rate collars relate to contracts that First Commonwealth enters into with loan customers that provides both a maximum and minimum interest rate on their variable rate loan. At the same time the interest rate collar is entered into with the customer, First Commonwealth enters into an offsetting interest rate collar with another financial institution. The notional amount and the maximum and minimum interest rates on both interest collar contracts are identical.

The fee received, less the estimate of the loss for the credit exposure, was recognized in earnings at the time of the transaction.

Derivatives Designated as Hedging Instruments

In August 2019, the Company entered into two interest rate swap contracts that are designated as cash flow hedges. These contracts mature on August 15, 2024 and August 15, 2026 and have notional amounts of $30.0 million and $40.0 million, respectively. The Company's risk management objective for these hedges is to reduce its exposure to variability in expected future cash flows related to interest payments made on subordinated debentures. Initially these swaps were benchmarked to the 3-month LIBOR rate; however, as a result of the discontinuance of the LIBOR rate on June 30, 2023, both of the swap contracts were amended to hedge exposure to the variability of the 3-month CME Term SOFR. This change is in agreement with amendments made to the interest rate on the subordinated debentures as a result of the discontinuance of LIBOR. Therefore, the interest rate swaps convert the interest rate benchmark on the first $70.0 million of 3-month SOFR based subordinated debentures to a fixed rate.

During 2021, the Company entered into eight interest rate swap contracts that were designated as cash flow hedges. The interest rate swaps have a total notional amount of $500.0 million; $75.0 million with an original maturity of three years, $250.0 million with an original maturity of four years, and $175.0 million with an original maturity of five years. The Company's risk management objective for these hedges is to reduce its exposure to variability in expected future cash flows related to interest payments on commercial loans. Initially these swaps were benchmarked to the 1-month LIBOR rate, however as a result of the discontinuance of the LIBOR rate on June 30, 2023, these swaps were amended to hedge exposure to the variability of the 1- month CME SOFR rate. Therefore, the interest rate swaps convert the interest payments on the first $500.0 million of 1-month SOFR based commercial loans into fixed rate payments.

The periodic net settlement of these interest rate swaps are recorded as an adjustment to "Interest on subordinated debentures" or "Interest and fees on loans" in the Consolidated Statement of Income. For the years ended December 31, 2023 and 2022, net interest income decreased $19.0 million and $4.8 million, respectively, and increased $0.6 million for the year ended December 31, 2021 as a result of these interest rate swaps. Changes in the fair value of the cash flow hedges are reported on the balance sheet and in OCI. When the cash flows associated with the hedged item are realized, the gain or loss included in OCI is recognized in "Interest on subordinated debentures" or "Interest and fees on loans," in the Consolidated Statements of Income in the same line item as the income or expense on the hedged items. The cash flow hedges were highly effective at December 31, 2023 and changes in the fair value attributed to hedge ineffectiveness were not material.

The Company also enters into interest rate lock commitments in conjunction with its mortgage origination business. These are commitments to originate loans whereby the interest rate on the loan is determined prior to funding and the customers have locked into that interest rate. The Company locks in the rate with an investor and commits to deliver the loan if settlement occurs (“best efforts”) or commits to deliver the locked loan in a binding (“mandatory”) delivery program with an investor. Loans under mandatory rate lock commitments are covered under forward sales contracts of mortgage-backed securities (“MBS”). Forward sales contracts of MBS are recorded at fair value with changes in fair value recorded in "Noninterest income" in the Consolidated Statements of Income. The impact to noninterest income for the years ended December 31, 2023, 2022 and 2021was a decrease of $0.4 million, $0.1 million and $0.5 million, respectively.

Interest rate lock commitments and commitments to deliver loans to investors are considered derivatives. The market value of interest rate lock commitments and best efforts contracts are not readily ascertainable with precision because they are not actively traded in stand-alone markets. We determine the fair value of rate lock commitments and delivery contracts by measuring the fair value of the underlying asset, which is impacted by current interest rates and taking into consideration the probability that the rate lock commitments will close or will be funded. At December 31, 2023, the underlying funded mortgage loan commitments had a carrying value of $7.1 million and a fair value of $8.1 million, while the underlying unfunded mortgage loan commitments had a notional amount of $38.2 million. At December 31, 2022, the underlying funded mortgage loan commitments had a carrying value of $4.3 million and a fair value of $4.0 million, while the underlying unfunded mortgage loan commitments had a notional amount of $12.0 million.

In addition, based on customer activity, a small amount of interest income on loans may be exposed to changes in foreign exchange rates. Several commercial borrowers have a portion of their operations outside of the United States and borrow funds on a short-term basis to fund those operations. In order to reduce the risk related to the translation of foreign denominated transactions into U.S. dollars, the Company may enter into foreign exchange forward contracts. These contracts relate principally to the Euro and the Canadian dollar. The contracts are recorded at fair value with changes in fair value recorded in "Other operating expenses" in the Consolidated Statements of Income. There wereno foreign exchange forward contracts outstanding at December 31, 2023 and 2022. There wasno impact on noninterest expense for the year ended December 31, 2023 and the impact for the years ended December 31, 2022 and 2021 totaled $5 thousand and $11 thousand, respectively.

The following table depicts the credit value adjustment recorded relative to the notional amount of derivatives outstanding as well as the notional amount of risk participation agreements participated to other banks at December 31:

20232022
(dollars in thousands)
Derivatives not Designated as Hedging Instruments
Credit value adjustment$(13)$(27)
Notional Amount:
Interest rate derivatives945,046816,745
Interest rate caps37,64715,340
Interest rate collars35,87835,354
Risk participation agreements206,325256,043
Sold credit protection on risk participation agreements(121,265)(100,741)
Interest rate options38,15512,009
Derivatives Designated as Hedging Instruments
Interest rate swaps:
Fair value adjustment(25,133)(38,596)
Notional Amount570,000570,000
Interest rate forwards:
Fair value adjustment(352)63
Notional Amount39,00016,000

The table below presents the amount representing the change in the fair value of derivative assets and derivative liabilities attributable to credit risk included in “Other income” on the Consolidated Statements of Income for the years ended December 31:

202320222021
(dollars in thousands)
Non-hedging interest rate derivatives:
Increase (decrease) in other income$922$(363)$728
Hedging interest rate derivatives:
(Decrease) increase in interest and fees on loans(21,647)(5,125)1,567
(Decrease) increase in interest from subordinated debentures(2,658)(283)959
Hedging interest rate forwards:
Decrease in other income(415)(92)(454)
Hedging interest rate derivatives:
Increase in other expense—511

The fair value of our derivatives is included in a table in Note 17, “Fair Values of Assets and Liabilities,” in the line items “Other assets” and “Other liabilities.”

Note 8—Investment Securities

Securities Available for Sale

Below is an analysis of the amortized cost and fair values of securities available for sale at December 31:

20232022
AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesEstimatedFair ValueAmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesEstimatedFair Value
(dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities – Residential$3,565$47$(147)$3,465$4,127$37$(181)$3,983
Mortgage-Backed Securities – Commercial512,9794,935(52,521)465,393324,306—(52,890)271,416
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential559,7693,052(68,222)494,599527,77759(78,847)448,989
Other Government-Sponsored Enterprises1,000—(85)9151,000—(118)882
Obligations of States and Political Subdivisions9,2263(1,027)8,2029,482—(1,295)8,187
Corporate Securities51,886145(3,619)48,41232,010179(2,985)29,204
Total Securities Available for Sale$1,138,425$8,182$(125,621)$1,020,986$898,702$275$(136,316)$762,661

Mortgage backed securities include mortgage backed obligations of U.S. Government agencies and obligations of U.S. Government-sponsored enterprises. These obligations have contractual maturities ranging from less than one year to approximately 30 years with lower anticipated lives to maturity due to prepayments. All mortgage backed securities contain a certain amount of risk related to the uncertainty of prepayments of the underlying mortgages. Interest rate changes have a direct impact upon prepayment speeds; therefore, First Commonwealth uses computer simulation models to test the average life and yield volatility of all mortgage backed securities under various interest rate scenarios to monitor the potential impact on earnings and interest rate risk positions.

Expected maturities will differ from contractual maturities because issuers may have the right to call or repay obligations with or without call or prepayment penalties. Other fixed income securities within the portfolio also contain prepayment risk.

The amortized cost and estimated fair value of debt securities available for sale at December 31, 2023, by contractual maturity, are shown below:

AmortizedCostEstimatedFair Value
(dollars in thousands)
Due within 1 year$6,255$6,246
Due after 1 but within 5 years9,7969,654
Due after 5 but within 10 years46,06141,629
Due after 10 years——
62,11257,529
Mortgage-Backed Securities (a)1,076,313963,457
Total Debt Securities$1,138,425$1,020,986

(a)Mortgage Backed Securities include an amortized cost of $516.5 million and a fair value of $468.9 million for Obligations of U.S. Government agencies issued by Ginnie Mae and an amortized cost of $559.8 million and a fair value of $494.6 million for Obligations of U.S. Government-sponsored enterprises issued by Fannie Mae and Freddie Mac.

Proceeds from sales of securities and gross gains (losses) realized on sales, calls and maturities of securities available for sale were as follows for the years ended December 31:

202320222021
(dollars in thousands)
Proceeds from sales$33,756$—$—
Gross (losses) gains realized:
Sales Transactions:
Gross gains$—$—$—
Gross losses(103)——
(103)——
Maturities
Gross gains—216
Gross losses———
—216
Net (losses) gains$(103)$2$16

Proceeds from sales included in above table are a result of the sale of investments acquired as part of the Centric acquisition. All of the acquired investments were recorded at fair value at the time of acquisition and subsequently sold at the same value, with the exception of one corporate security. This security was sold in the third quarter of 2023 at a loss of $103 thousand. Gross gains from maturities recognized in 2022 and 2021 were the result of calls on municipal securities.

Securities available for sale with an approximate fair value of $386.5 million and $626.7 million were pledged as of December 31, 2023 and 2022, respectively, to secure public deposits and for other purposes required or permitted by law.

Securities Held to Maturity

Below is an analysis of the amortized cost and fair values of debt securities held to maturity at December 31:

20232022
AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesEstimatedFair ValueAmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesEstimatedFair Value
(dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities – Residential$1,781$—$(175)$1,606$2,008$—$(224)$1,784
Mortgage-Backed Securities – Commercial69,502—(14,435)55,06775,229—(14,196)61,033
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential296,432—(47,148)249,284329,267—(53,002)276,265
Mortgage-Backed Securities – Commercial2,190—(30)2,1604,794—(129)4,665
Other Government-Sponsored Enterprises22,543—(4,178)18,36522,221—(4,501)17,720
Obligations of States and Political Subdivisions25,561—(2,412)23,14926,643—(2,865)23,778
Debt Securities Issued by Foreign Governments1,000—(36)9641,000—(40)960
Total Securities Held to Maturity$419,009$—$(68,414)$350,595$461,162$—$(74,957)$386,205

The amortized cost and estimated fair value of debt securities held to maturity at December 31, 2023, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or repay obligations with or without call or prepayment penalties.

AmortizedCostEstimatedFair Value
(dollars in thousands)
Due within 1 year$660$658
Due after 1 but within 5 years12,37311,772
Due after 5 but within 10 years35,50829,595
Due after 10 years563453
49,10442,478
Mortgage-Backed Securities (a)369,905308,117
Total Debt Securities$419,009$350,595

(a)Mortgage Backed Securities include an amortized cost of $71.3 million and a fair value of $56.7 million for Obligations of U.S. Government agencies issued by Ginnie Mae and an amortized cost of $298.6 million and a fair value of $251.4 million for Obligations of U.S. Government-sponsored enterprises issued by Fannie Mae and Freddie Mac.

Securities held to maturity with an amortized cost of $98.1 million and $368.8 million were pledged as of December 31, 2023 and 2022, respectively, to secure public deposits for other purposes required or permitted by law.

Other Investments

As a member of the FHLB, First Commonwealth is required to purchase and hold stock in the FHLB to satisfy membership and borrowing requirements. The level of stock required to be held is dependent on the amount of First Commonwealth's mortgage related assets and outstanding borrowings with the FHLB. This stock is restricted in that it can only be sold to the FHLB or to another member institution, and all sales of FHLB stock must be at par. As a result of these restrictions, FHLB stock is unlike other investment securities insofar as there is no trading market for FHLB stock and the transfer price is determined by FHLB membership rules and not by market participants. As of December 31, 2023 and 2022, our FHLB stock totaled $44.7 million and $25.2 million, respectively and is included in “Other investments” on the Consolidated Statements of Financial Condition.

FHLB stock is held as a long-term investment and its value is determined based on the ultimate recoverability of the par value. First Commonwealth evaluates impairment quarterly and has concluded that the par value of its investment in FHLB stock will be recovered. Accordingly, no impairment charge was recorded on these securities for the year ended December 31, 2023.

At December 31, 2023 and 2022, Other Investments consisted of $6.2 million and $1.2 million, respectively, of securities that include bankers bank membership stock and investments in community development organizations. These securities do not have a readily determinable fair value and are carried at cost. For the years ended December 31, 2023 and 2022, there wereno gains or losses recognized through earnings on equity securities. On a quarterly basis, management evaluates equity securities by reviewing research reports, analysts’ recommendations, credit rating changes, news stories, annual reports, regulatory filings, impact of interest rate changes and other relevant information.

Impairment of Investment Securities

We review our investment portfolio on a quarterly basis for indications of impairment. For available for sale securities the review includes analyzing the financial condition and near-term prospects of the issuer, including any specific events which may influence the operations of the issuer and whether we are more likely than not to sell the security. We evaluate whether we are more likely than not to sell debt securities based upon our investment strategy for the particular type of security and our cash flow needs, liquidity position, capital adequacy, tax position and interest rate risk position. Held-to-maturity securities are evaluated for impairment on a quarterly basis using historical probability of default and loss given default information specific to the investment category. If this evaluation determines that credit losses exist, an allowance for credit loss is recorded and included in earnings as a component of credit loss expense.

First Commonwealth utilizes the specific identification method to determine the net gain or loss on debt securities and the average cost method to determine the net gain or loss on equity securities.

The following table presents the gross unrealized losses and estimated fair values at December 31, 2023 for available for sale securities for which an allowance for credit losses has not been recorded and held to maturity securities by investment category and time frame for which the securities have been in a continuous unrealized loss position:

Less Than 12 Months12 Months or MoreTotal
EstimatedFair ValueGrossUnrealizedLossesEstimatedFair ValueGrossUnrealizedLossesEstimatedFair ValueGrossUnrealizedLosses
(dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities – Residential$—$—$3,395$(322)$3,395$(322)
Mortgage-Backed Securities – Commercial——300,642(66,956)300,642(66,956)
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential1,124(3)643,735(115,367)644,859(115,370)
Mortgage-Backed Securities – Commercial——2,160(30)2,160(30)
Other Government-Sponsored Enterprises——19,280(4,263)19,280(4,263)
Obligations of States and Political Subdivisions2,641(62)26,887(3,377)29,528(3,439)
Debt Securities Issued by Foreign Governments199(1)765(35)964(36)
Corporate Securities11,416(45)21,426(3,574)32,842(3,619)
Total Securities$15,380$(111)$1,018,290$(193,924)$1,033,670$(194,035)

At December 31, 2023, fixed income securities issued by U.S. Government Agencies and U.S. Government-sponsored enterprises comprised 96% of total unrealized losses. All unrealized losses are a result of changes in market interest rates. At

December 31, 2023, there were 207 debt securities in an unrealized loss position. There were no equity securities in an unrealized loss position at December 31, 2023.

The following table presents the gross unrealized losses and estimated fair value at December 31, 2022 for both available for sale and held to maturity securities by investment category and time frame for which the securities had been in a continuous unrealized loss position:

Less Than 12 Months12 Months or MoreTotal
EstimatedFair ValueGrossUnrealizedLossesEstimatedFair ValueGrossUnrealizedLossesEstimatedFair ValueGrossUnrealizedLosses
(dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities – Residential$3,734$(405)$—$—$3,734$(405)
Mortgage-Backed Securities – Commercial92,208(12,364)240,241(54,722)332,449(67,086)
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential239,760(21,543)482,195(110,306)721,955(131,849)
Mortgage-Backed Securities – Commercial4,666(129)——4,666(129)
Other Government-Sponsored Enterprises——18,603(4,619)18,603(4,619)
Obligations of States and Political Subdivisions21,234(1,979)9,230(2,181)30,464(4,160)
Debt Securities Issued by Foreign Governments587(13)373(27)960(40)
Corporate Securities14,406(590)12,632(2,395)27,038(2,985)
Total Securities$376,595$(37,023)$763,274$(174,250)$1,139,869$(211,273)

As of December 31, 2023, our corporate securities had an amortized cost and estimated fair value of $51.9 million and $48.4 million, respectively. At December 31, 2022, these securities had an amortized cost of $32.0 million and estimated fair value of $29.2 million. When unrealized losses exist, management reviews each of the issuer’s asset quality, earnings trend and capital position, to determine whether the unrealized loss position is a result of credit losses. All interest payments on the corporate securities are being made as contractually required.

There was no expected credit related impairment recognized on investment securities during the twelve months ended December 31, 2023, 2022 and 2021.

Note 9—Loans and Leases and Allowance for Credit Losses

Loans and leases are presented in the Consolidated Statements of Financial Condition net of deferred loan fees and costs, and discounts related to purchased loans. Net deferred costs were $8.2 million and $5.9 million as of December 31, 2023 and 2022, respectively, and discounts on purchased loans were $25.7 million and $5.4 million at December 31, 2023 and 2022, respectively. The following table provides outstanding balances related to each of our loan types as of December 31:

20232022
(dollars in thousands)
Commercial, financial, agricultural and other$1,543,349$1,211,706
Time and demand1,187,3001,023,824
Commercial credit cards12,90613,920
Equipment finance232,94479,674
Time and demand other110,19994,288
Real estate construction597,735513,101
Construction other541,633395,439
Construction residential56,102117,662
Residential real estate2,416,8762,194,669
Residential first lien1,739,1071,547,192
Residential junior lien/home equity677,769647,477
Commercial real estate3,053,1522,425,012
Multifamily551,142431,151
Non-owner occupied1,772,7851,510,347
Owner occupied729,225483,514
Loans to individuals1,357,6491,297,655
Automobile and recreational vehicles1,277,9691,210,451
Consumer credit cards10,29110,657
Consumer other69,38976,547
Total loans and leases$8,968,761$7,642,143

First Commonwealth’s loan portfolio includes five primary loan categories. When calculating the allowance for credit losses these categories are classified into fourteen portfolio segments. The composition of loans by portfolio segment includes;

Commercial, financial, agricultural and other

Time & Demand - Consists primarily of commercial and industrial loans. This category consists of loans that are typically cash flow dependent and therefore have different risk and loss characteristics than other commercial loans. Loans in this category include revolving and term structures with fixed and variable interest rates. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP. At December 31, 2023 and 2022, this category includes $0.2 million and $4.3 million, respectively, in Paycheck Protection Program ("PPP") loans for small businesses. Because PPP loans are fully guaranteed by the SBA, there isno allowance for credit losses recognized for these loans.

Commercial Credit Cards - Consists of unsecured credit cards for commercial customers. These commercial credit cards have separate characteristics outside of normal commercial non-real estate loans, as they tend to have shorter overall duration. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP.

Equipment Finance - Consists of loans and leases to finance the purchase of equipment for commercial customers. The risk and loss characteristics are unique for this group due to the type of collateral. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP.

Time & Demand Other- Consists primarily of loans to state and political subdivisions and other commercial loans that have different characteristics than loans in the Time and Demand category. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of household debt to income and economic conditions measured by GDP.

Real estate construction

Construction Other -Consists of construction loans to commercial builders and developers and are secured by the properties under development.

Construction Residential -Consists of loans to finance the construction of residential properties during the construction period. Borrowers are typically individuals who will occupy the completed single family property.

The risk and loss characteristics of these two construction categories are different than other real estate secured categories due to the collateral being at various stages of completion. The nature of the project and type of borrower of the two construction categories provides for unique risk and loss characteristics for each category. The primary macroeconomic drivers for estimating credit losses for construction loans include forecasts of national unemployment and measures of completed construction projects.

Residential real estate

Residential first lien - Consists of loans with collateral of 1-4 family residencies with a senior lien position. The risk and loss characteristics are unique for this group because the collateral for these loans are the borrower’s primary residence. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and residential property values.

Residential Junior Lien/Home Equity - Consists of loans with collateral of 1-4 family residencies with an open end line of credit or junior lien position. The junior lien position for the majority of these loans provides a higher risk of loss than other residential real estate loans. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and residential property values.

Commercial real estate

Multifamily - Consists of loans secured by commercial multifamily properties. Real estate related to rentals to consumers provide unique risk and loss characteristics. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of commercial real estate values and national unemployment.

Non-owner Occupied - Consists of loans secured by commercial real estate non-owner occupied and provides different loss characteristics than other real estate categories. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP.

Owner Occupied - Consists of loans secured by commercial real estate owner occupied properties. The risk and loss characteristics of this category were considered different than other real estate categories because it is owner occupied and would impact the ability to conduct business. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP.

Loans to individuals

Automobile and recreational vehicles- Consists of both direct and indirect loans with automobiles and recreational vehicles held as collateral. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of consumer sentiment and automobile retention value.

Consumer Credit Cards – Consists of unsecured consumer credit cards The primary macroeconomic drivers for estimating credit losses for this category include forecasts of consumer sentiment and economic conditions measured by GDP.

Other Consumer - Consists of lines of credit, student loans and other consumer loans, not secured by real estate or autos. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of consumer sentiment and retail sales.

The allowance for credit losses is calculated by pooling loans of similar credit risk characteristics and applying a discounted cash flow methodology after incorporating probability of default and loss given default estimates. Probability of default represents an estimate of the likelihood of default and loss given default measures the expected loss upon default. Inputs impacting the expected losses include a forecast of macroeconomic factors, using a weighted forecast from a nationally recognized firm. Our model incorporates a one-year forecast of macroeconomic factors, after which the factors revert back to the historical mean over a one-year period. The most significant macroeconomic factor used in estimating credit losses is the national unemployment rate. The forecasted value for national unemployment at the beginning of the forecast period was 3.79% and during the one-year forecast period it was projected to average 4.55%, with a peak of 4.82%.

Credit Quality Information

As part of the on-going monitoring of credit quality within the loan portfolio, the following credit worthiness categories are used in grading our commercial loans:

PassAcceptable levels of risk exist in the relationship. Includes all loans not classified as OAEM, substandard or doubtful.
Other Assets Especially Mentioned (OAEM)Potential weaknesses that deserve management’s close attention. The potential weaknesses may result in deterioration of the repayment prospects or weaken the Bank’s credit position at some future date. The credit risk may be relatively minor, yet constitute an undesirable risk in light of the circumstances surrounding the specific credit. No loss of principal or interest is expected.
SubstandardWell-defined weakness or a weakness that jeopardizes the repayment of the debt. A loan may be classified as substandard as a result of deterioration of the borrower’s financial condition and repayment capacity. Loans for which repayment plans have not been met or collateral equity margins do not protect the Company may also be classified as substandard.
DoubtfulLoans with the characteristics of substandard loans with the added characteristic that collection or liquidation in full, on the basis of presently existing facts and conditions, is highly improbable.

The Company’s internal creditworthiness grading system provides a measurement of credit risk based primarily on an evaluation of the borrower’s cash flow and collateral. Category ratings are reviewed each quarter, at which time management analyzes the results, as well as other external statistics and factors related to loan performance.

The following tables represent our credit risk profile by creditworthiness category for the years ended December 31:

2023
Non-Pass
PassOAEMSubstandardDoubtfulLossTotal Non-PassTotal
(dollars in thousands)
Commercial, financial, agricultural and other$1,453,970$58,325$31,054$—$—$89,379$1,543,349
Time and demand1,098,76358,32530,212——88,5371,187,300
Commercial credit cards12,906—————12,906
Equipment finance232,102—842——842232,944
Time and demand other110,199—————110,199
Real estate construction585,543—12,192——12,192597,735
Construction other529,441—12,192——12,192541,633
Construction residential56,102—————56,102
Residential real estate2,405,2402,7688,868——11,6362,416,876
Residential first lien1,732,0062,4154,686——7,1011,739,107
Residential junior lien/home equity673,2343534,182——4,535677,769
Commercial real estate2,956,33862,03834,776——96,8143,053,152
Multifamily538,93912,11786——12,203551,142
Non-owner occupied1,722,31531,65218,818——50,4701,772,785
Owner occupied695,08418,26915,872——34,141729,225
Loans to individuals1,357,483—166——1661,357,649
Automobile and recreational vehicles1,277,805—164——1641,277,969
Consumer credit cards10,291—————10,291
Consumer other69,387—2——269,389
Total$8,758,574$123,131$87,056$—$—$210,187$8,968,761
2022
Non-Pass
PassOAEMSubstandardDoubtfulLossTotal Non-PassTotal
(dollars in thousands)
Commercial, financial, agricultural and other$1,164,193$35,389$12,124$—$—$47,513$1,211,706
Time and demand976,34635,38912,089——47,4781,023,824
Commercial credit cards13,920—————13,920
Equipment finance79,674—————79,674
Time and demand other94,253—35——3594,288
Real estate construction513,101—————513,101
Construction other395,439—————395,439
Construction residential117,662—————117,662
Residential real estate2,187,7807366,153——6,8892,194,669
Residential first lien1,542,8546753,663——4,3381,547,192
Residential junior lien/home equity644,926612,490——2,551647,477
Commercial real estate2,347,00052,29125,721——78,0122,425,012
Multifamily430,61348850——538431,151
Non-owner occupied1,439,47849,03721,832——70,8691,510,347
Owner occupied476,9092,7663,839——6,605483,514
Loans to individuals1,297,206—449——4491,297,655
Automobile and recreational vehicles1,210,090—361——3611,210,451
Consumer credit cards10,657—————10,657
Consumer other76,459—88——8876,547
Total$7,509,280$88,416$44,447$—$—$132,863$7,642,143

The following table summarizes the loan risk rating category by loan type including term loans on an amortized cost basis by origination year as of December 31:

2023
Term Loans · Revolving Loans
2023 · 2022 · 2021 · 2020 · 2019 · Prior · Total
(dollars in thousands)
Time and demand$170,285$178,568$111,288$73,487$42,502$65,419$545,751$1,187,300
Pass166,716174,699100,77971,12529,81257,660497,9721,098,763
OAEM1,7073,1292,9481,53010,8732,55335,58558,325
Substandard1,8627407,5618321,8175,20612,19430,212
Gross Charge-offs(582)(4,572)(18)(2,195)(2,364)(1,283)(5,133)(16,147)
Gross Recoveries———11941289260
Commercial credit cards——————12,90612,906
Pass——————12,90612,906
Gross Charge-offs——————(105)(105)
Gross Recoveries——————1313
Equipment finance170,63062,314—————232,944
Pass170,30261,800—————232,102
Substandard328514—————842
Gross Charge-offs(104)(433)—————(537)
Gross Recoveries————————
2023
Term Loans · Revolving Loans
2023 · 2022 · 2021 · 2020 · 2019 · Prior · Total
(dollars in thousands)
Time and demand other9,9656,02217,86019,3523,02546,4667,509110,199
Pass9,9656,02217,86019,3523,02546,4667,509110,199
Gross Charge-offs——————(2,410)(2,410)
Gross Recoveries——————225225
Construction other94,150217,565154,87344,4285,37924,541697541,633
Pass94,150214,277153,19544,4285,37917,315697529,441
Substandard—3,2881,678——7,226—12,192
Gross Charge-offs————————
Gross Recoveries————————
Construction residential27,48719,3222,2843,1943,337—47856,102
Pass27,48719,3222,2843,1943,337—47856,102
Gross Charge-offs————————
Gross Recoveries————————
Residential first lien120,053385,917527,057320,10797,529286,5031,9411,739,107
Pass119,903385,269524,841319,76296,702283,6651,8641,732,006
OAEM—801,527——731772,415
Substandard1505686893458272,107—4,686
Gross Charge-offs—(98)—(31)(1)(116)—(246)
Gross Recoveries—————177—177
Residential junior lien/home equity62,09870,17144,3592,4872,3054,949491,400677,769
Pass62,09870,17144,3592,4872,3054,672487,142673,234
OAEM—————208145353
Substandard—————694,1134,182
Gross Charge-offs——————(315)(315)
Gross Recoveries——————7070
Multifamily6,839156,393155,06794,28444,12192,5851,853551,142
Pass6,839144,728155,06794,28444,12192,0471,853538,939
OAEM—11,665———452—12,117
Substandard—————86—86
Gross Charge-offs————————
Gross Recoveries————————
Non-owner occupied184,562423,543159,593148,716221,551621,67813,1421,772,785
Pass181,578415,577159,593148,716211,019592,75513,0771,722,315
OAEM—7,546——7,31316,793—31,652
Substandard2,984420——3,21912,1306518,818
Gross Charge-offs—(232)———(4,473)—(4,705)
Gross Recoveries—————127—127
Owner occupied106,831163,830153,99680,52259,357152,72811,961729,225
Pass106,583161,071149,78875,26742,745147,80911,821695,084
OAEM1127853,9504,0005,3634,0263318,269
Substandard1361,9742581,25511,24989310715,872
Gross Charge-offs——(32)——(1,540)—(1,572)
Gross Recoveries—————24—24
2023
Term Loans · Revolving Loans
2023 · 2022 · 2021 · 2020 · 2019 · Prior · Total
(dollars in thousands)
Automobile and recreational vehicles427,112459,836234,144115,36435,4026,111—1,277,969
Pass427,112459,835234,085115,35435,3456,074—1,277,805
Substandard—159105737—164
Gross Charge-offs(487)(2,232)(1,258)(972)(527)(111)—(5,587)
Gross Recoveries71479419367347149—1,832
Consumer credit cards——————10,29110,291
Pass——————10,29110,291
Gross Charge-offs——————(290)(290)
Gross Recoveries——————8787
Consumer other6,8934,22413,2771,4111,0903,44039,05469,389
Pass6,8934,22413,2771,4111,0903,44039,05269,387
Substandard——————22
Gross Charge-offs(21)(50)(130)(31)(157)(23)(941)(1,353)
Gross Recoveries—1493566185300
Total$1,386,905$2,147,705$1,573,798$903,352$515,598$1,304,420$1,136,983$8,968,761
Total charge-offs$(1,194)$(7,617)$(1,438)$(3,229)$(3,049)$(7,546)$(9,194)$(33,267)
Total recoveries$71$480$423$495$386$671$589$3,115
2022
Term Loans · Revolving Loans
2022 · 2021 · 2020 · 2019 · 2018 · Prior · Total
(dollars in thousands)
Time and demand$180,134$165,064$66,006$88,959$57,030$57,907$408,724$1,023,824
Pass180,134154,54256,59279,93556,71856,309392,116976,346
OAEM—10,4898,3871,84625089513,52235,389
Substandard—331,0277,178627033,08612,089
Commercial credit cards——————13,92013,920
Pass——————13,92013,920
Equipment finance79,674——————79,674
Pass79,674——————79,674
Time and demand other7,17220,28119,6263,8232,88536,1974,30494,288
Pass7,17220,28119,6263,8232,88536,1624,30494,253
Substandard—————35—35
Construction other81,870179,91985,26423,00124,0051,011369395,439
Pass81,870179,91985,26423,00124,0051,011369395,439
Construction residential82,82934,783—3118—1117,662
Pass82,82934,783—3118—1117,662
Residential first lien272,136507,573337,995102,87069,890255,5731,1551,547,192
Pass272,136507,042337,979102,09769,212253,3101,0781,542,854
OAEM—164—1335125077675
Substandard—367166406272,013—3,663
Residential junior lien/home equity77,01649,2731,4992,5841,6834,396511,026647,477
Pass77,01649,2731,4992,5171,6834,263508,675644,926
OAEM—————511061
Substandard———67—822,3412,490
Multifamily140,00490,86860,69939,84819,91478,4831,335431,151
Pass140,00490,86860,69939,84819,91477,9451,335430,613
OAEM—————488—488
Substandard—————50—50
Non-owner occupied298,751153,918115,947214,068141,814581,0604,7891,510,347
Pass298,751153,918115,947212,588113,638541,0073,6291,439,478
OAEM———1,48020,34926,2071,00149,037
Substandard————7,82713,84615921,832
Owner occupied113,010105,51356,97744,43026,456131,4325,696483,514
Pass113,010105,30955,46843,01426,294128,2305,584476,909
OAEM—18274579192923332,766
Substandard—22764625702,279793,839
Automobile and recreational vehicles613,513330,298172,53068,99620,5894,525—1,210,451
Pass613,513330,252172,43568,86520,5244,501—1,210,090
Substandard—46951316524—361
Consumer credit cards——————10,65710,657
Pass——————10,65710,657
Consumer other6,56117,1772,4893,7981,6564,08540,78176,547
Pass6,56117,1772,4893,7751,6524,08540,72076,459
Substandard———234—6188
Total$1,952,670$1,654,667$919,032$592,408$365,940$1,154,669$1,002,757$7,642,143

Portfolio Risks

The credit quality of our loan portfolio can potentially represent significant risk to our earnings, capital and liquidity. First Commonwealth devotes substantial resources to managing this risk primarily through our credit administration department that develops and administers policies and procedures for underwriting, maintaining, monitoring and collecting loans. Credit administration is independent of lending departments and oversight is provided by the Credit Committee of the First Commonwealth Board of Directors.

Total gross charge-offs for the years ended December 31, 2023 and 2022 were $33.3 million and $9.8 million, respectively.

Age Analysis of Past Due Loans by Segment

The following tables delineate the aging analysis of the recorded investments in past due loans as of December 31. Also included in these tables are loans that are 90 days or more past due and still accruing because they are well-secured and in the process of collection.

2023
30 - 59dayspast due60 - 89dayspastdue90 daysandgreaterand stillaccruingNonaccrualTotal pastdue andnonaccrualCurrentTotal
(dollars in thousands)
Commercial, financial, agricultural and other$1,206$745$4,187$10,060$16,198$1,527,151$1,543,349
Time and demand5656914,1879,21814,6611,172,6391,187,300
Commercial credit cards754——6112,84512,906
Equipment finance600——8421,442231,502232,944
Time and demand other34———34110,165110,199
Real estate construction———3,2883,288594,447597,735
Construction other———3,2883,288538,345541,633
Construction residential—————56,10256,102
Residential real estate6,9821,5351,0628,57318,1522,398,7242,416,876
Residential first lien4,1309401714,4439,6841,729,4231,739,107
Residential junior lien/home equity2,8525958914,1308,468669,301677,769
Commercial real estate4,157—3,50917,38525,0513,028,1013,053,152
Multifamily———5555551,087551,142
Non-owner occupied2,303—3,50914,28220,0941,752,6911,772,785
Owner occupied1,854——3,0484,902724,323729,225
Loans to individuals4,6138786781666,3351,351,3141,357,649
Automobile and recreational vehicles4,1156121511645,0421,272,9271,277,969
Consumer credit cards3971——11010,18110,291
Consumer other45919552721,18368,20669,389
Total$16,958$3,158$9,436$39,472$69,024$8,899,737$8,968,761
2022
30 - 59dayspast due60 - 89dayspastdue90 daysandgreaterand stillaccruingNonaccrualTotal pastdue andnonaccrualCurrentTotal
(dollars in thousands)
Commercial, financial, agricultural and other$1,233$279$355$2,374$4,241$1,207,465$1,211,706
Time and demand1,1212703522,3744,1171,019,7071,023,824
Commercial credit cards279——3613,88413,920
Equipment finance—————79,67479,674
Time and demand other85—3—8894,20094,288
Real estate construction502———502512,599513,101
Construction other—————395,439395,439
Construction residential502———502117,160117,662
Residential real estate3,0231,1788115,68310,6952,183,9742,194,669
Residential first lien1,5477712143,3695,9011,541,2911,547,192
Residential junior lien/home equity1,4764075972,3144,794642,683647,477
Commercial real estate7,870259320,53928,5272,396,4852,425,012
Multifamily202———202430,949431,151
Non-owner occupied7,547—9219,57527,2141,483,1331,510,347
Owner occupied1212519641,111482,403483,514
Loans to individuals3,2685717324495,0201,292,6351,297,655
Automobile and recreational vehicles2,6943682953613,7181,206,7331,210,451
Consumer credit cards53295—8710,57010,657
Consumer other521174432881,21575,33276,547
Total$15,896$2,053$1,991$29,045$48,985$7,593,158$7,642,143

Nonaccrual Loans

The previous tables summarize nonaccrual loans by loan segment. The Company generally places loans on nonaccrual status when the full and timely collection of interest or principal becomes uncertain, when part of the principal balance has been charged off and no restructuring has occurred, or the loans reach a certain number of days past due. Generally, loans 90 days or more past due are placed on nonaccrual status, except for consumer loans which are placed in nonaccrual status at 150 days past due.

When a loan is placed on nonaccrual, the accrued unpaid interest receivable is reversed against interest income and all future payments received are applied as a reduction to the loan principal. Generally, the loan is returned to accrual status when (a) all delinquent interest and principal become current under the terms of the loan agreement or (b) the loan is both well-secured and in the process of collection and collectability is no longer in doubt.

Nonperforming Loans

Management considers loans to be nonperforming when, based on current information and events, it is determined that the Company will not be able to collect all amounts due according to the loan contract, including scheduled interest payments. When management identifies a loan as nonperforming, the credit loss is measured based on the present value of expected future cash flows, discounted at the loan’s effective interest rate, except when the sole source or repayment for the loan is the operation or liquidation of collateral. When the loan is collateral dependent, the appraised value less estimated cost to sell is utilized. If management determines the value of the loan is less than the recorded investment in the loan, a credit loss is recognized through an allowance estimate or a charge-off to the allowance for credit losses.

When the ultimate collectability of the total principal of a nonperforming loan is in doubt and the loan is on nonaccrual status, all payments are applied to principal, under the cost recovery method. When the ultimate collectability of the total principal of a nonperforming loan is not in doubt and the loan is on nonaccrual status, contractual interest is credited to interest income when received under the cash basis method.

There wereno nonperforming loans held for sale at December 31, 2023 and 2022. There wereno gains on nonperforming loans held for sale during both of the years ended December 31, 2023 and 2022. There was $0.4 million in gains on sale of nonperforming loans recognized during the year ended December 31, 2021.

The following tables include the recorded investment and unpaid principal balance for nonperforming loans with the associated allowance amount, if applicable, as of December 31, 2023 and 2022. Also presented are the average recorded investment in nonperforming loans and the related amount of interest recognized while the loan was considered nonperforming. Average balances are calculated based on month-end balances of the loans for the period reported and are included in the table below based on its period end allowance position. The increase in nonperforming loans is primarily a result of $14.5 million in loans acquired from Centric, offset by the removal of $6.4 million in accruing TDR's. The TDR's were eliminated as a result of our adoption of ASU 2022-02.

2023
Recordedinvestment · Unpaidprincipalbalance · Relatedspecificallowance · Averagerecordedinvestment · InterestIncomeRecognized
(dollars in thousands)
With no related specific allowance recorded:
Commercial, financial, agricultural and other$4,369$18,014$7,895$143
Time and demand3,52717,1727,569143
Equipment finance842842326—
Time and demand other————
Real estate construction3,2883,2881,096—
Construction other3,2883,2881,096—
Construction residential————
Residential real estate7,0428,7636,440136
Residential first lien4,1615,1513,760129
Residential junior lien/home equity2,8813,6122,6807
Commercial real estate12,40218,21920,715260
Multifamily555837—
Non-owner occupied10,97117,09218,454122
Owner occupied1,3761,0692,224138
Loans to individuals1662593657
Automobile and recreational vehicles1642572997
Consumer other2266—
Subtotal27,26748,54336,511546
With a specific allowance recorded:
Commercial, financial, agricultural and other5,6916,787$4,0446,574(16)
Time and demand5,6916,7874,0446,574(16)
Equipment finance—————
Time and demand other—————
Real estate construction—————
Construction other—————
Construction residential—————
Residential real estate1,5311,6971181,183—
Residential first lien2822793947—
Residential junior lien/home equity1,2491,418791,136—
Commercial real estate4,9835,294387655—
Multifamily—————
Non-owner occupied3,3113,550174397—
Owner occupied1,6721,744213258—
Loans to individuals—————
Automobile and recreational vehicles—————
Consumer other—————
Subtotal12,20513,7784,5498,412(16)
Total$39,472$62,321$4,549$44,923$530
2022
Recordedinvestment · Unpaidprincipalbalance · Relatedspecificallowance · Averagerecordedinvestment · InterestIncomeRecognized
(dollars in thousands)
With no related specific allowance recorded:
Commercial, financial, agricultural and other$3,141$9,555$3,751$157
Time and demand3,1419,5553,751157
Equipment finance————
Time and demand other————
Real estate construction————
Construction other————
Construction residential————
Residential real estate9,14511,0109,040241
Residential first lien5,7546,8485,280172
Residential junior lien/home equity3,3914,1623,76069
Commercial real estate21,50524,11922,983172
Multifamily——17243
Non-owner occupied20,15522,56521,304104
Owner occupied1,3501,5541,50725
Loans to individuals52856345516
Automobile and recreational vehicles44047537816
Consumer other888877—
Subtotal34,31945,24736,229586
With a specific allowance recorded:
Commercial, financial, agricultural and other1,1681,186$7112618
Time and demand1,1681,1867112618
Equipment finance—————
Time and demand other—————
Real estate construction—————
Construction other—————
Construction residential—————
Residential real estate—————
Residential first lien—————
Residential junior lien/home equity—————
Commercial real estate—————
Multifamily—————
Non-owner occupied—————
Owner occupied—————
Loans to individuals—————
Automobile and recreational vehicles—————
Consumer other—————
Subtotal1,1681,1867112618
Total$35,487$46,433$711$36,490$594
2021
AveragerecordedinvestmentInterestIncomeRecognized
(dollars in thousands)
With no related specific allowance recorded:
Commercial, financial, agricultural and other$9,240$389
Time and demand9,240389
Real estate construction53—
Residential real estate10,315375
Residential first lien5,674279
Residential junior lien/home equity4,64196
Commercial real estate26,235119
Multifamily1,223—
Non-owner occupied22,66828
Owner occupied2,34491
Loans to individuals47915
Automobile and recreational vehicles42515
Consumer other54—
Subtotal46,322898
With a specific allowance recorded:
Commercial, financial, agricultural and other84—
Time and demand84—
Real estate construction——
Residential real estate——
Residential first lien——
Residential junior lien/home equity——
Commercial real estate665—
Multifamily444—
Non-owner occupied——
Owner occupied221—
Loans to individuals——
Automobile and recreational vehicles——
Consumer other——
Subtotal749—
Total$47,071$898

Unfunded commitments related to nonperforming loans were $0.1 million and $0.2 million at December 31, 2023 and 2022, respectively. After consideration of the requirements to draw and available collateral related to these commitments, it was determined thatno reserve was required for these commitments at December 31, 2023 or 2022.

Loan Modifications Made to Borrowers Experiencing Financial Difficulty

The Company adopted ASU 2022-02 on January 1, 2023 on a prospective basis. Disclosures for years prior to adoption continue to reflect TDR's as nonperforming loans and include TDR disclosures required under the previous guidance. Upon adoption of this guidance, the Company no longer establishes a specific reserve for modifications to borrowers experiencing financial difficulty. Instead, these modifications are included in their respective loan segment and an allowance is determined by a loss given default and probability of default methodology.

Modifications to borrowers experiencing financial difficulty may include interest rate reductions, principal forgiveness, other-than-insignificant payment delay, term extensions or any combination thereof.

The following table presents the amortized cost basis of loan modifications made to borrowers experiencing financial difficulty as of December 31:

2023
Rate ReductionTerm ExtensionPrincipal ForgivenessPayment DeferralTerm Extension and Payment DeferralTotalPercentage of Total Loans and Leases
(dollars in thousands)
Commercial, financial, agricultural and other$50$—$—$—$—$50—%
Time and demand50————50—
Residential real estate21303——4347580.03
Residential first lien21303——4347580.04
Commercial real estate———9,663—9,6630.32
Owner occupied———9,663—9,6631.33
Total$71$303$—$9,663$434$10,4710.12%

The following table describes the financial effect of the modifications made to borrowers experiencing financial difficulty as of December 31:

2023
Rate ReductionTerm Extension (Years)Principal ForgivenessPayment Deferral (Years)
(dollars in thousands)
Commercial, financial, agricultural and other4.00%0.0$—0.0
Time and demand4.000.0—0.0
Residential real estate2.253.1—0.5
Residential first lien2.253.1—0.5
Commercial real estate—0.0—0.5
Owner occupied—0.0—0.5
Total3.49%3.1$—0.5

A modification is considered to be in default when the loan is 90 days or more past due. For the year ended December 31, 2023, there were no modified loans that were considered to be in default. The following tables shows the payment status of loans that have been modified on or after January 1, 2023, the date we adopted ASU 2022-02:

Current30 - 59 days past due60 - 89 days past due90 days or greater and still accruingTotal
(dollars in thousands)
Commercial, financial, agricultural and other$50$—$—$—$50
Time and demand50———50
Residential real estate758———758
Residential first lien758———758
Commercial real estate9,663———9,663
Owner occupied9,663———9,663
Total$10,471$—$—$—$10,471

Troubled Debt Restructurings Disclosures Prior to adoption of ASU 2022-02

Troubled debt restructured loans are those loans whose terms have been renegotiated to provide a reduction or deferral of principal or interest as a result of the financial difficulties experienced by the borrower, who could not obtain comparable terms from alternate financing sources. Troubled debt restructured loans are considered to be nonperforming loans.

The following tables provide detail, including specific reserve and reasons for modification, related to loans identified as troubled debt restructurings during the years ending December 31:

2022
Type of Modification
NumberofContractsExtendMaturityModifyRateModifyPaymentsTotalPre-ModificationOutstandingRecordedInvestmentPost-ModificationOutstandingRecordedInvestmentSpecificReserve
(dollars in thousands)
Residential real estate5$—$10$683$693$676$—
Residential first lien5—10683693676—
Total5$—$10$683$693$676$—
2021
Type of Modification
NumberofContractsExtendMaturityModifyRateModifyPaymentsTotalPre-ModificationOutstandingRecordedInvestmentPost-ModificationOutstandingRecordedInvestmentSpecificReserve
(dollars in thousands)
Commercial, financial, agricultural and other6$—$—$7,893$7,893$288$—
Time and demand6——7,8937,893288—
Residential real estate15—359301660624—
Residential first lien12—359171530502—
Residential junior lien/home equity3——130130122—
Commercial real estate2——644644634—
Non-owner occupied2——644644634—
Loans to individuals7—11063173144—
Automobile and recreational vehicles7—11063173144—
Total30$—$469$8,901$9,370$1,690$—

The troubled debt restructurings included in the above tables are also included in the nonperforming loan tables provided earlier in this footnote. Loans defined as modified due to a change in rate include loans that were modified for a change in rate as well as a re-amortization of the principal and an extension of the maturity. For the years ended December 31, 2022 and 2021, $10 thousand and $0.4 million, respectively, of total rate modifications represent loans with modifications to the rate as well as payment due to re-amortization. In 2022, the changes in loan balances between the pre-modification balance and post-modification balance are due to customer payments. For 2021, the change between the pre-modification and post-modification balance for commercial real estate loans is primarily due to the payoff of one large commercial relationship that restructured during the year.

A troubled debt restructuring is considered to be in default when a restructured loan is 90 days or more past due. The following table provides information related to loans that were restructured within the past twelve months and that were considered to be in default during the year ending December 31:

20222021
Number ofContractsRecordedInvestmentNumber ofContractsRecordedInvestment
Commercial, financial, agricultural and other—$—1$223
Time and demand——1223
Loans to individuals——121
Automobile and recreational vehicles——121
Total—$—2$244

The following tables provide detail related to the allowance for credit losses for the years ended December 31.

2023
Beginning balanceAllowance for credit loss on PCD acquired loansCharge-offsRecoveriesProvision (credit)aEnding balance
(dollars in thousands)
Commercial, financial, agricultural and other$22,650$19,417$(19,199)$498$4,630$27,996
Time and demand20,04019,417(16,147)260(751)22,819
Commercial credit cards335—(105)1335278
Equipment finance1,086—(537)—2,8503,399
Time and demand other1,189—(2,410)2252,4961,500
Real estate construction8,822287——(1,691)7,418
Construction other6,360227——(139)6,448
Construction residential2,46260——(1,552)970
Residential real estate21,412527(561)2472,27623,901
Residential first lien14,822197(246)1772,02516,975
Residential junior lien/home equity6,590330(315)702516,926
Commercial real estate28,8046,971(6,277)1517,42237,071
Multifamily4,726234——2735,233
Non-owner occupied16,4262,739(4,705)1275,40819,995
Owner occupied7,6523,998(1,572)241,74111,843
Loans to individuals21,2183(7,230)2,2195,12221,332
Automobile and recreational vehicles18,8193(5,587)1,8324,07519,142
Consumer credit cards412—(290)87163372
Consumer other1,987—(1,353)3008841,818
Total$102,906$27,205$(33,267)$3,115$17,759$117,718

a) The provision (credit) shown here includes the day 1 provision on non-PCD loans acquired from Centric and excludes the provision for off-balance sheet credit exposure included in the income statement.

2022
Beginning balanceCharge-offsRecoveriesProvision (credit)aEnding balance
(dollars in thousands)
Commercial, financial, agricultural and other$18,093$(2,361)$394$6,524$22,650
Time and demand15,283(710)2025,26520,040
Commercial credit cards247(217)71234335
Equipment finance———1,0861,086
Time and demand other2,563(1,434)121(61)1,189
Real estate construction4,220—94,5938,822
Construction other3,278—93,0736,360
Construction residential942——1,5202,462
Residential real estate12,625(339)1878,93921,412
Residential first lien7,459(163)1307,39614,822
Residential junior lien/home equity5,166(176)571,5436,590
Commercial real estate33,376(2,487)769(2,854)28,804
Multifamily3,561(411)4111,1654,726
Non-owner occupied24,838(1,836)342(6,918)16,426
Owner occupied4,977(240)162,8997,652
Loans to individuals24,208(4,658)1,34931921,218
Automobile and recreational vehicles21,392(2,639)787(721)18,819
Consumer credit cards496(486)75327412
Consumer other2,320(1,533)4877131,987
Total$92,522$(9,845)$2,708$17,521$102,906

a) The provision (credit) shown here excludes the provision for off-balance sheet credit exposure included in the income statement.

2021
Beginning balanceCharge-offsRecoveriesProvision (credit)aEnding balance
(dollars in thousands)
Commercial, financial, agricultural and other$17,187$(7,020)$2,430$5,496$18,093
Time and demand16,838(6,845)2,4125,44117,846
Commercial credit cards349(175)1855247
Real estate construction7,966(9)155(3,892)4,220
Residential real estate14,358(309)468(1,892)12,625
Residential first lien7,919(60)337(737)7,459
Residential junior lien/home equity6,439(249)131(1,155)5,166
Commercial real estate41,953(1,659)135(7,053)33,376
Multifamily6,240(1)—(2,678)3,561
Non-owner occupied28,414(1,556)125(2,145)24,838
Owner occupied7,299(102)10(2,230)4,977
Loans to individuals19,845(4,061)1,4606,96424,208
Automobile and recreational vehicles16,133(1,792)1,0166,03521,392
Consumer credit cards635(425)71215496
Consumer other3,077(1,844)3737142,320
Total$101,309$(13,058)$4,648$(377)$92,522

a) The provision (credit) shown here excludes the provision for off-balance sheet credit exposure included in the income statement.

Note 10—Commitments and Letters of Credit

First Commonwealth is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of its customers. These financial instruments include commitments to extend credit, standby letters of credit and commercial letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the Consolidated Statements of Financial Condition. First Commonwealth’s exposure to credit loss in the event of nonperformance by the other party of the financial instrument for commitments to extend credit, standby letters of credit and commercial letters of credit is represented by the contract or notional amount of those instruments. First Commonwealth uses the same credit policies for underwriting all loans, including these commitments and conditional obligations.

As of December 31, 2023 and 2022, First Commonwealth did not own or trade other financial instruments with significant off-balance sheet risk including derivatives such as futures, forwards, option contracts and the like, although such instruments may be appropriate to use in the future to manage interest rate risk. See Note 7, “Derivatives,” for a description of interest rate derivatives entered into by First Commonwealth.

Standby letters of credit and commercial letters of credit are conditional commitments issued by First Commonwealth to guarantee the performance of a customer to a third party. The contract or notional amount of these instruments reflects the maximum amount of future payments that First Commonwealth could be required to pay under the guarantees if there were a total default by the guaranteed parties, without consideration for possible recoveries under recourse provisions or from collateral held or pledged. In addition, many of these commitments are expected to expire without being drawn upon; therefore, the total commitment amounts do not necessarily represent future cash requirements.

The following table identifies the notional amount of those instruments at December 31:

20232022
(dollars in thousands)
Financial instruments whose contract amounts represent credit risk:
Commitments to extend credit$2,517,905$2,356,539
Financial standby letters of credit14,30018,417
Performance standby letters of credit17,19412,853
Commercial letters of credit555573

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. First Commonwealth evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by First Commonwealth upon extension of credit, is based on management’s credit evaluation of the counterparty. Collateral that is held varies but may include accounts receivable, inventory, property, plant and equipment, and residential and income-producing commercial properties.

The notional amounts outstanding at December 31, 2023 include amounts issued in 2023 of $0.3 million in financial standby letters of credit and $1.3 million in performance standby letters of credit. There wereno commercial letters of credit issued during 2023. A liability of $0.1 million has been recorded as of December 31, 2023 and 2022, which represents the estimated fair value of letters of credit issued. The fair value of letters of credit is estimated based on the unrecognized portion of fees received at the time the commitment was issued.

Unused commitments and letters of credit provide exposure to future credit loss in the event of nonperformance by the borrower or guaranteed parties. Management’s evaluation of the credit risk in these commitments resulted in the recording of a liability of $7.3 million and $10.0 million as of December 31, 2023 and 2022, respectively. This liability is reflected in“Other liabilities”in the Consolidated Statements of Financial Condition. The credit risk evaluation incorporates the expected loss percentage calculated for comparable loan categories as part of the allowance for credit losses for loans.

Note 11—Premises, Equipment and Lease Commitments

Premises and Equipment

Premises and equipment are described as follows:

Estimated Useful Life20232022
(dollars in thousands)
LandIndefinite$14,499$13,860
Buildings and improvements10-50 years74,62270,844
Operating lease right of use asset1-25 years59,36751,499
Leasehold improvements5-40 years39,75237,398
Furniture and equipment3-7 years78,86876,879
Software3-7 years45,21844,439
Subtotal312,326294,919
Less accumulated depreciation and amortization191,311179,813
Total premises and equipment, net$121,015$115,106

Depreciation related to premises and equipment included in noninterest expense for the years ended December 31, 2023, 2022 and 2021 amounted to $9.6 million, $9.1 million and $9.9 million, respectively. Amortization of lease right-of-use assets totaled $3.6 million in 2023, $3.4 million in 2022 and $1.4 million in 2021.

Lease Commitments

First Commonwealth has elected to apply certain practical expedients under ASU 2016-02 "Leases" (Topic 842), including (i) to not apply the requirements in the new standard to short-term leases (ii) to not reassess the lease classification for any expired or existing lease (iii) to account for lease and non-lease components separately (iv) to not reassess initial direct costs for any existing leases. The impact of this standard primarily relates to operating leases of certain real estate properties, primarily certain branch and ATM locations and office space. First Commonwealth has no material leasing arrangements for which it is the lessor of property or equipment.

The following table represents the lease costs and other lease information for the years ended December 31.

20232022
(dollars in thousands)
Balance sheet:
Operating lease asset classified as premises and equipment$45,005$40,747
Operating lease liability classified as other liabilities49,32745,149
Income statement:
Operating lease cost classified as occupancy and equipment expense$6,089$4,990
Weighted average lease term, in years13.1913.95
Weighted average discount rate3.54%3.29%
Operating cash flows$6,169$4,838

In the above table, the increase in the ROU asset and lease liability at December 31, 2023 compared to December 21, 2022, is primarily a result of leases assumed as part of the Centric acquisition.

The ROU assets and lease liabilities are impacted by the length of the lease term and the discount rate used to present value the minimum lease payments. First Commonwealth's lease agreements often include one or more options to renew at the Company's discretion. If we consider the renewal option to be reasonably certain, we include the extended term in the calculation of the ROU asset and lease liability.

First Commonwealth uses incremental borrowing rates when calculating the lease liability because the rate implicit in the lease is not readily determinable. The incremental borrowing rate used by First Commonwealth is an amortizing loan rate obtained from the FHLB. This rate is consistent with a collateralized borrowing rate and is available for terms similar to the lease payment schedules.

The following table reconciles future minimum lease payments due under non-cancelable operating leases (those amounts subject to recognition) to the lease liability as of December 31, 2023 (dollars in thousands):

For the twelve months ended December 31,
2024$5,845
20255,621
20265,150
20274,884
20284,695
Thereafter36,749
Total future minimum lease payments62,944
Less remaining imputed interest13,617
Operating lease liability$49,327

Rent expense, net of rental income, for all operating leases totaled $5.9 million in 2023, $4.7 million in 2022 and $4.5 million in 2021. Rent expense includes amounts related to items that are not included in the determination of lease right-of-use assets including expenses related to short-term leases and non-lease components such as taxes, insurance, and common area maintenance costs.

Note 12—Goodwill and Other Intangible Assets

FASB ASC Topic 350-20, “Intangibles—Goodwill and Other" ("Topic 350"), requires an annual valuation of the fair value of a reporting unit that has goodwill and a comparison of the fair value to the book value of equity to determine whether the goodwill has been impaired. Goodwill is also required to be tested on an interim basis if an event or circumstance indicates that it is more likely than not that an impairment loss has been incurred. When circumstances indicate that it is more likely than not that fair value is less than carrying value, a triggering event has occurred and a quantitative impairment test would be performed.

We consider First Commonwealth to be one reporting unit. The carrying amount of goodwill as of December 31, 2023 and 2022 was $363.7 million and $303.3 million, respectively. The $60.4 million increase in goodwill during the year ended December 31, 2023 is the result of the Centric acquisition. No impairment charges on goodwill or other intangible assets were incurred in 2023, 2022 or 2021.

We test goodwill for impairment as of November 30th each year and again at any quarter-end if any material events occur during a quarter that may affect goodwill. At November 30, 2023, the Company completed its annual goodwill impairment analysis and determined that it was more likely than not that the fair value of the Company was in excess of its carrying value, therefore goodwill was not considered impaired.

As of December 31, 2023, no indicators of impairment were identified; however, changing economic conditions that may adversely affect our performance, the fair value of our assets and liabilities, or our stock price could result in impairment, which could adversely affect earnings in future periods. Management will continue to monitor events that could impact this conclusion in the future.

Topic 350 also requires that an acquired intangible asset be separately recognized if the benefit of the intangible asset is obtained through contractual or other legal rights, or if the asset can be sold, transferred, licensed, rented or exchanged, regardless of the acquirer’s intent to do so.

The following table summarizes other intangible assets:

GrossIntangibleAssetsAccumulatedAmortizationNetIntangibleAssets
(dollars in thousands)
Customer deposit intangibles$39,244$(20,747)$18,497
Customer list intangible2,283(2,049)234
Total other intangible assets$41,527$(22,796)$18,731
Customer deposit intangibles$22,573$(16,750)$5,823
Customer list intangible2,283(1,921)362
Total other intangible assets$24,856$(18,671)$6,185

Core deposits are amortized over their expected lives using the present value of the benefit of the core deposits and straight-line methods of amortization. The $12.7 million increase in core deposit intangibles for the year ended December 31, 2023 is a result of the Centric acquisition. The core deposits have a remaining amortization period of 6.5 years and a weighted average amortization period of approximately 6.1 years. The customer list intangible represents the estimated value of the customer base for an insurance agency acquired in 2014 and the wealth management business acquired as part of the DCB acquisition in 2017. These amounts are amortized over their expected lives using expected cash flows based on retention of the customer base. The customer list intangible has a remaining amortization period of 5.7 years and a weighted average amortization period of 4.0 years. First Commonwealth recognized amortization expense on other intangible assets of $4.1 million, $2.5 million, and $2.9 million for the years ended December 31, 2023, 2022 and 2021, respectively.

In addition to customer deposit intangibles and customer list intangibles, First Commonwealth has servicing rights on mortgage loans as well as certain commercial loans totaling $4.1 million and $3.0 million as of December 31, 2023 and 2022, respectively. These servicing rights relate to loans sold to third parties on which the Company retains servicing responsibilities. The Company recognized amortization expense on these servicing assets of $0.9 million, $0.7 million and $0.6 million for the years ended December 31, 2023, 2022 and 2021, respectively.

The following presents the estimated amortization expense of core deposit and customer list intangibles:

Core Deposit Intangibles · Customer List Intangible · Total
(dollars in thousands)
2024$3,775$97$3,872
20253,364693,433
20262,955422,997
20272,565152,580
20282,42872,435
Thereafter3,41043,414
Total$18,497$234$18,731

Note 13—Interest-Bearing Deposits

Components of interest-bearing deposits at December 31 were as follows:

20232022
(dollars in thousands)
Interest-bearing demand deposits$629,138$357,769
Savings deposits4,886,7814,572,183
Time deposits1,287,857405,009
Total interest-bearing deposits$6,803,776$5,334,961

As of December 31, 2023 interest-bearing deposits increased $1.5 billion compared to December 31, 2022, of which $544.4 million were acquired as part of the Centric acquisition. Interest-bearing deposits at December 31, 2023 and 2022 include allocations from interest-bearing demand deposit accounts of $1.2 billion and $1.4 billion, respectively, into savings, which includes money market accounts. These allocations are based on a formula and were made to reduce First Commonwealth’s reserve requirement in compliance with regulatory guidelines. Deposits totaling $0.7 million at both December 31, 2023 and 2022 were reclassified from deposits to loans due to their overdrawn status.

Included in time deposits at December 31, 2023 and 2022 were certificates of deposit in denominations of $250 thousand or more of $288.8 million and $65.5 million, respectively.

Interest expense related to certificates of deposit in denominations of $250 thousand or greater amounted to $8.1 million in 2023, $0.2 million in 2022 and $0.4 million in 2021.

Included in time deposits at December 31, 2023, were certificates of deposit with the following scheduled maturities (dollars in thousands):

2024$1,051,314
2025202,145
202622,293
20276,902
2028 and thereafter5,203
Total$1,287,857

Note 14—Short-term Borrowings

Short-term borrowings at December 31 were as follows:

2023 · 2022 · 2021
EndingBalance · AverageBalance · AverageRate · EndingBalance · AverageBalance · AverageRate · EndingBalance · AverageBalance · AverageRate
(dollars in thousands)
Federal funds purchased$—$7125.62%$—$1,5533.93%$—$——%
Borrowings from FHLB563,000379,7125.56285,00041,5294.24———
Securities sold under agreements to repurchase34,83559,1321.0187,694101,7520.18138,315119,8010.08
Total$597,835$439,5564.95$372,694$144,8341.38$138,315$119,8010.08
Maximum total at any month-end$597,835$372,694$138,315
Weighted average rate at year-end5.37%3.56%0.06%

Interest expense on short-term borrowings for the years ended December 31 is detailed below:

202320222021
(dollars in thousands)
Federal funds purchased$40$61$—
Borrowings from FHLB21,1081,759—
Securities sold under agreements to repurchase59917999
Total interest on short-term borrowings$21,747$1,999$99

Note 15—Subordinated Debentures

Subordinated debentures outstanding at December 31 are as follows:

2023 · 2022
DueRateAmountAmount
(dollars in thousands)
Owed to:
First Commonwealth Bank20283-Month CME Term SOFR + 0.26161% + 1.845%$49,592$49,499
First Commonwealth Bank20335.50% until June 1, 2028, then 3-Month CME Term SOFR + 0.26161% + 2.37%49,34149,271
First Commonwealth Financial Corp20314.5% until March 29, 2026, then Prime + 1.00%6,641—
First Commonwealth Capital Trust II20343-Month CME Term SOFR + 0.26161% + 2.85%30,92930,929
First Commonwealth Capital Trust III20343-Month CME Term SOFR + 0.26161% + 2.85%41,23841,238
Total$177,741$170,937

With the acquisition of Centric, First Commonwealth acquired a ten-year subordinated note with a principal balance of $6.0 million. The rate remains fixed at 4.50% until March 29, 2026, then adjusts quarterly to Prime +1.00%. The Bank may redeem the notes, beginning with the interest payment due on March 29, 2026, in whole or in part at a redemption price equal to 100% of the principal amount of the subordinated notes, plus accrued and unpaid interest to the date of redemption. A fair value premium of $0.6 million was recognized in connection with the acquisition.

On May 21, 2018, First Commonwealth Bank issued ten-year subordinated notes with an aggregate principal amount of $50.0 million. Interest is paid quarterly at a rate of three-month CME Term SOFR + 0.26161% +1.845%. The Bank may redeem the notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the subordinated notes, plus accrued and unpaid interest to the date of redemption. Deferred issuance costs of $0.9 million are being amortized on a straight-line basis over the term of the notes.

On May 21, 2018, First Commonwealth Bank also issued fifteen-year subordinated notes with an aggregate principal amount of $50.0 million and a fixed-to-floating rate of 5.50%. The rate remains fixed until June 1, 2028, then adjusts on a quarterly basis to three-month CME Term SOFR + 0.26161% +2.37%. The Bank may redeem the notes, beginning with the interest payment due on June 1, 2028, in whole or in part, at a redemption price equal to 100% of the principal amount of the subordinated notes, plus accrued and unpaid interest to the date of redemption. Deferred issuance costs of $1.1 million are being amortized on a straight-line basis over the term of the notes.

First Commonwealth currently hastwo trusts, First Commonwealth Capital Trust II and First Commonwealth Capital Trust III, of which 100% of the common equity is owned by First Commonwealth. The trusts were formed for the purpose of issuing company obligated mandatorily redeemable capital securities to third-party investors and investing the proceeds from the sale of the capital securities solely in junior subordinated debt securities (“subordinated debentures”) of First Commonwealth. The subordinated debentures held by each trust are the sole assets of the trust.

Interest on the debentures issued to First Commonwealth Capital Trust III is paid quarterly at a floating rate of three-month CME Term SOFR + 0.26161% +2.85% which is reset quarterly. Subject to regulatory approval, First Commonwealth may redeem the debentures, in whole or in part, at its option on any interest payment date at a redemption price equal to 100% of the principal amount of the debentures, plus accrued and unpaid interest to the date of the redemption. Deferred issuance costs of $0.6 million are being amortized on a straight-line basis over the term of the securities.

Interest on the debentures issued to First Commonwealth Capital Trust II is paid quarterly at a floating rate of three-month CME Term SOFR + 0.26161% +2.85%, which is reset quarterly. Subject to regulatory approval, First Commonwealth may redeem the debentures, in whole or in part, at its option at a redemption price equal to 100% of the principal amount of the debentures, plus accrued and unpaid interest to the date of the redemption. Deferred issuance costs of $0.5 million are being amortized on a straight-line basis over the term of the securities.

In order to reduce its exposure to variability in expected future cash flows related to interest payments on First Commonwealth Capital Trust II and III, the Company entered into two interest rate swap contracts that are designated as cash flow hedges. These contracts fix the index based portion of the interest rate on Capital Trust II at 1.515% until August 15, 2024 and on

Capital Trust III at 1.525% until August 15, 2026. Additional information related to these cash flow hedges can be found in Note 7- "Derivatives".

Note 16—Other Long-term Debt

Other long-term debt at December 31 follows:

2023 · 2022
Amount · WeightedAverageContractualRate · Amount · WeightedAverageContractualRate
(dollars in thousands)
Borrowings from FHLB due:
2023$7403.86%
2024$7693.86%7693.86
20257993.867993.86
20268303.878303.87
20278633.878633.87
20286203.64
Thereafter2413.138613.49
Total$4,122$4,862

The weighted average contractual rate reflects the rate due to creditors. The weighted average effective rate of long-term debt is equal to the weighted average contractual rate.

All of First Commonwealth’s Federal Home Loan Bank stock, along with an interest in mortgage loans and residential mortgage backed securities, has been pledged as collateral with the Federal Home Loan Bank of Pittsburgh.

Capital securities included in total long-term debt on the Consolidated Statements of Financial Condition are excluded from the above, but are described in Note 15, “Subordinated Debentures.”

Note 17—Fair Values of Assets and Liabilities

FASB ASC Topic 820 requires disclosures for non-financial assets and non-financial liabilities, except for items that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). All non-financial assets are included either as a separate line item on the Consolidated Statements of Financial Condition or in the “Other assets” category of the Consolidated Statements of Financial Condition. Currently, First Commonwealth does not have any non-financial liabilities to disclose.

FASB ASC Topic 825, “Financial Instruments" ("Topic 825"), permits entities to irrevocably elect to measure select financial instruments and certain other items at fair value. The unrealized gains and losses are required to be included in earnings each reporting period for the items that fair value measurement is elected. First Commonwealth has elected not to measure any existing financial instruments at fair value under Topic 825; however, in the future we may elect to adopt this guidance for select financial instruments.

In accordance with Topic 820, First Commonwealth groups financial assets and financial liabilities measured at fair value in three levels, based on the principal markets in which the assets and liabilities are transacted and the observability of the data points used to determine fair value. These levels are defined in Note 1, "Statement of Accounting Policies."

Level 2 investment securities are valued by a recognized third party pricing service using observable inputs. The model used by the pricing service varies by asset class and incorporates available market, trade and bid information as well as cash flow information when applicable. Because many fixed-income investment securities do not trade on a daily basis, the model uses available information such as benchmark yield curves, benchmarking of like investment securities, sector groupings and matrix pricing. The model will also use processes such as an option-adjusted spread to assess the impact of interest rates and to develop prepayment estimates. Market inputs normally used in the pricing model include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications.

Management validates the market values provided by the third party service by having another source price 100% of the securities on a monthly basis, monthly monitoring of variances from prior period pricing and, on a monthly basis, evaluating pricing changes compared to expectations based on changes in the financial markets.

Other Investments include FHLB stock whose estimated fair value is based on its par value. Additional information on FHLB stock is provided in Note 8, “Investment Securities.”

Loans held for sale include residential mortgage loans originated for sale in the secondary mortgage market. The estimated fair value for these loans was determined on the basis of rates obtained in the respective secondary market. Loans held for sale could also include the Small Business Administration guaranteed portion of small business loans. The estimated fair value of these loans is based on the contract with the third party investor. When loans held for sale include other commercial loans, fair value is determined using an executed trade and market bid obtained from potential buyers.

Interest rate derivatives are reported at an estimated fair value utilizing Level 2 inputs and are included in "Other assets" and "Other liabilities" in the Consolidated Statements of Financial Condition. These consist of interest rate swaps where there is no significant deterioration in the counterparties' (loan customers') credit risk since origination of the interest rate swap as well as interest rate caps, interest rate collars and risk participation agreements. First Commonwealth values its interest rate swap and cap positions using a yield curve by taking market prices/rates for an appropriate set of instruments. The set of instruments used to determine the U.S. Dollar yield curve includes SOFR rates from overnight to one year, Eurodollar futures contracts and SOFR swap rates from one year to thirty years. These yield curves determine the valuations of interest rate swaps. Interest rate derivatives are further described in Note 7, “Derivatives.”

For purposes of potential valuation adjustments to our derivative positions, First Commonwealth evaluates the credit risk of its counterparties as well as our own credit risk. Accordingly, we have considered factors such as the likelihood of default, expected loss given default, net exposures and remaining contractual life, among other things, in determining if any estimated fair value adjustments related to credit risk are required. We review our counterparty exposure quarterly, and when necessary, appropriate adjustments are made to reflect the exposure.

We also utilize this approach to estimate our own credit risk on derivative liability positions. In 2023 and 2022, we have not realized any losses due to a counterparty's inability to pay any net uncollateralized position.

Interest rate derivatives also include interest rate forwards entered into to hedge residential mortgage loans held for sale and the related interest-rate lock commitments. This includes forward commitments to sell mortgage loans. The fair value of these derivative financial instruments are based on derivative market data inputs as of the valuation date and the underlying value of mortgage loans for rate lock commitments.

In addition, at times the Company hedges foreign currency risk through the use of foreign exchange forward contracts. The fair value of foreign exchange forward contracts is based on the differential between the contract price and the market-based forward rate.

The estimated fair value for other real estate owned included in Level 2 is determined by either an independent market based appraisal less estimated costs to sell or an executed sales agreement.

The estimated fair value of the other investments included in Level 3 is based on carrying value as these securities do not have a readily determinable fair value.

The estimated fair value of limited partnership investments included in Level 3 is based on par value.

For interest rate derivatives included in Level 3, the fair value incorporates credit risk by considering such factors as likelihood of default and expected loss given default based on credit quality of the underlying counterparties (loan customers).

In accordance with ASU 2011-4, the following table provides information related to quantitative inputs and assumptions used in Level 3 fair value measurements.

Fair Value(dollars inthousands) · Valuation Technique · Unobservable Inputs · Range / (weightedaverage)
Other Investments$6,182Carrying ValueN/AN/A
Limited Partnership Investments27,137Par ValueN/AN/A
Other Investments1,170Carrying ValueN/AN/A
Nonperforming Loans363(a)Gas Reserve studyDiscount rate10.00%
Gas per MMBTU$3.00 - $3.00 (b)
Oil per BBL/d$80.00 - $80.00 (b)
Limited Partnership Investments17,691Par ValueN/AN/A

(a)the remainder of nonperforming loans valued using Level 3 inputs are not included in this disclosure as the values of those loans are based on bankruptcy agreement documentation.

(b)unobservable inputs are defined as follows: MMBTU—one million British thermal units; BBL/d—barrels per day.

The discount rate is the significant unobservable input used in the fair value measurement of nonperforming loans. Significant increases in this rate would result in a decrease in the estimated fair value of the loans, while a decrease in this rate would result in a higher fair value measurement. Other unobservable inputs in the fair value measurement of nonperforming loans relate to gas, oil and natural gas prices. Increases in these prices would result in an increase in the estimated fair value of the loans, while a decrease in these prices would result in a lower fair value measurement.

The tables below present the balances of assets and liabilities measured at fair value on a recurring basis at December 31:

2023
Level 1Level 2Level 3Total
(dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities—Residential$—$3,465$—$3,465
Mortgage-Backed Securities—Commercial—465,393—465,393
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities—Residential—494,599—494,599
Other Government-Sponsored Enterprises—915—915
Obligations of States and Political Subdivisions—8,202—8,202
Corporate Securities—48,412—48,412
Total Securities Available for Sale—1,020,986—1,020,986
Other Investments—44,6896,18250,871
Loans Held for Sale—29,820—29,820
Other Assets (a)—32,66827,13759,805
Total Assets$—$1,128,163$33,319$1,161,482
Other Liabilities (a)$—$58,167$—$58,167
Total Liabilities$—$58,167$—$58,167

(a)Hedging and non-hedging interest rate derivatives and limited partnership investments

2022
Level 1Level 2Level 3Total
(dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities—Residential$—$3,983$—$3,983
Mortgage-Backed Securities—Commercial—271,416—271,416
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities—Residential—448,989—448,989
Other Government-Sponsored Enterprises—882—882
Obligations of States and Political Subdivisions—8,187—8,187
Corporate Securities—29,204—29,204
Total Securities Available for Sale—762,661—762,661
Other Investments—25,2441,17026,414
Loans Held for Sale—11,869—11,869
Other Assets (a)—50,73817,69168,429
Total Assets$—$850,512$18,861$869,373
Other Liabilities (a)$—$89,298$—$89,298
Total Liabilities$—$89,298$—$89,298

(a)Hedging and non-hedging interest rate derivatives and limited partnership investments

The changes in Level 3 assets and liabilities measured at fair value on a recurring basis are summarized as follows for the year ended December 31, 2023:

Other InvestmentsOther AssetsTotal
(dollars in thousands)
Balance, beginning of year$1,170$17,691$18,861
Total gains or losses
Included in earnings———
Included in other comprehensive income—33
Purchases, issuances, sales, and settlements
Purchases5,00010,05515,055
Issuances———
Sales———
Settlements—(669)(669)
Transfers from Level 3———
Transfers into Level 3125769
Balance, end of year$6,182$27,137$33,319

There areno gains or losses included in earnings for the period that are attributable to the change in realized gains (losses) relating to assets held at December 31, 2023.

During the year ended December 31, 2023, there wereno transfers between fair value Levels 1, 2 or 3.

The changes in Level 3 assets and liabilities measured at fair value on a recurring basis are summarized as follows for the year ended December 31, 2022:

Other InvestmentsOther AssetsTotal
(dollars in thousands)
Balance, beginning of year$1,170$14,981$16,151
Total gains or losses
Included in earnings———
Included in other comprehensive income———
Purchases, issuances, sales, and settlements
Purchases—2,9912,991
Issuances———
Sales—(281)(281)
Settlements———
Transfers from Level 3———
Transfers into Level 3———
Balance, end of year$1,170$17,691$18,861

There areno gains or losses included in earnings for the period that are attributable to the change in realized gains (losses) relating to assets held at December 31, 2022.

During the year ended December 31, 2022, there wereno transfers between fair value Levels 1, 2 or 3.

The tables below present the balances of assets measured at fair value on a nonrecurring basis at December 31 and total gains and losses realized on these assets during the year ended December 31:

2023
Level 1Level 2Level 3TotalTotalGains(Losses)
(dollars in thousands)
Nonperforming loans$—$25,215$9,708$34,923$(6,606)
Other real estate owned—609—609(6)
Total Assets$—$25,824$9,708$35,532$(6,612)
2022
Level 1Level 2Level 3TotalTotalGains(Losses)
(dollars in thousands)
Nonperforming loans$—$23,140$11,636$34,776$(2,127)
Other real estate owned—553—553—
Total Assets$—$23,693$11,636$35,329$(2,127)

Nonperforming loans over $250 thousand are individually reviewed to determine the amount of each loan considered to be at risk of noncollection. The fair value for nonperforming loans that are collateral based is determined by reviewing real property appraisals, equipment valuations, accounts receivable listings and other financial information. A discounted cash flow analysis is performed to determine fair value for nonperforming loans when an observable market price or a current appraisal is not available. For real estate secured loans, First Commonwealth’s loan policy requires updated appraisals be obtained at least every twelve months on all nonperforming loans with balances of $250 thousand and over. For real estate secured loans with balances under $250 thousand, we rely on broker price opinions. For non-real estate secured assets, the Company normally relies on third party valuations specific to the collateral type.

The fair value of other real estate owned, determined by either an independent market based appraisal less estimated costs to sell or an executed sales agreement, is classified as Level 2. The fair value for other real estate owned determined using an internal valuation is classified as Level 3. Other real estate owned had a current carrying value of $0.4 million as of December 31, 2023 and consisted primarily of residential properties in Pennsylvania and Ohio. We review whether events and circumstances subsequent to a transfer to other real estate owned have occurred that indicate the balance of those assets may not be recoverable. If events and circumstances indicate further impairment, we will record a charge to the extent that the carrying value of the assets exceed their fair values, less estimated costs to sell, as determined by valuation techniques appropriate in the circumstances.

Certain other assets and liabilities, including goodwill, core deposit intangibles and customer list intangibles are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances. Additional information related to this measurement is provided in Note 12 “Goodwill and Other Amortizing Intangible Assets.” There were no other assets or liabilities measured at fair value on a nonrecurring basis during 2023.

FASB ASC Topic 825-10, “Transition Related to FSP FAS 107-1” and APB 28-1, “Interim Disclosures about Fair Value of Financial Instruments,” requires disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or nonrecurring basis. The methodologies for estimating the fair value of financial assets and financial liabilities that are measured at fair value on a recurring or nonrecurring basis are as discussed above. The methodologies for other financial assets and financial liabilities are provided below.

Cash and due from banks and interest bearing bank deposits: The carrying amounts for cash and due from banks and interest-bearing bank deposits approximate the estimated fair values of such assets.

Securities: Fair values for available for sale and held to maturity securities are based on quoted market prices, if available. If quoted market prices are not available, fair values are based on quoted market prices of comparable instruments. The carrying value of other investments, which includes FHLB stock, is considered a reasonable estimate of fair value.

Loans held for sale: The estimated fair value of loans held for sale is based on market bids obtained from potential buyers.

Loans: The fair values of all loans are estimated by discounting the estimated future cash flows using interest rates currently offered for loans with similar terms to borrowers of similar credit quality adjusted for past due and nonperforming loans.

Off-balance sheet instruments: Many of First Commonwealth’s off-balance sheet instruments, primarily loan commitments and standby letters of credit, are expected to expire without being drawn upon; therefore, the commitment amounts do not necessarily represent future cash requirements. FASB ASC Topic 460, “Guarantees,” clarified that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee. The carrying amount and estimated fair value for standby letters of credit was $0.1 million at both December 31, 2023 and 2022. See Note 10, “Commitments and Letters of Credit,” for additional information.

Deposit liabilities: The estimated fair value of demand deposits, savings accounts and money market deposits is the amount payable on demand at the reporting date because of the customers' ability to withdraw funds immediately. The fair value of fixed rate time deposits are estimated by discounting the future cash flows using interest rates currently being offered and a schedule of aggregated expected maturities.

Short-term borrowings: The fair values of borrowings from the FHLB were estimated based on the estimated incremental borrowing rate for similar types of borrowings. The carrying amounts of other short-term borrowings, such as federal funds purchased and securities sold under agreement to repurchase, were used to approximate fair value due to the short-term nature of the borrowings.

Subordinated debt and long-term debt: The fair value is estimated by discounting the future cash flows using First Commonwealth’s estimate of the current market rate for similar types of borrowing arrangements.

The following table presents carrying amounts and estimated fair values of First Commonwealth’s financial instruments at December 31:

2023
Fair Value Measurements Using:
CarryingAmountTotalLevel 1Level 2Level 3
(dollars in thousands)
Financial assets
Cash and due from banks$125,436$125,436$125,436$—$—
Interest-bearing deposits21,55721,55721,557——
Securities available for sale1,020,9861,020,986—1,020,986—
Securities held to maturity419,009350,595—350,595—
Other investments50,87150,871—44,6896,182
Loans held for sale29,82029,820—29,820—
Loans and leases8,968,7618,860,736—25,2158,835,521
Financial liabilities
Deposits9,192,3099,187,655—9,187,655—
Short-term borrowings597,835594,670—594,670—
Long-term debt4,1224,041—4,041—
Subordinated debt177,741151,525——151,525
Capital lease obligation4,8944,894—4,894—
2022
Fair Value Measurements Using:
CarryingAmountTotalLevel 1Level 2Level 3
(dollars in thousands)
Financial assets
Cash and due from banks$124,254$124,254$124,254$—$—
Interest-bearing deposits29,99029,99029,990——
Securities available for sale762,661762,661—762,661—
Securities held to maturity461,162386,205—386,205—
Other investments26,41426,414—25,2441,170
Loans held for sale11,86911,869—11,869—
Loans and leases7,642,1437,639,721—23,1407,616,581
Financial liabilities
Deposits8,005,4697,992,012—7,992,012—
Short-term borrowings372,694363,135—363,135—
Long-term debt4,8624,781—4,781—
Subordinated debt170,937156,621——156,621
Capital lease obligation5,4255,425—5,425—

Note 18—Income Taxes

The income tax provision for the years ended December 31 is as follows:

202320222021
(dollars in thousands)
Current tax provision:
Federal$32,167$33,545$32,586
State936471397
Total current tax provision33,10334,01632,983
Deferred tax provision (benefit):
Federal7,488(1,967)1,501
State(99)(45)76
Total deferred tax provision7,389(2,012)1,577
Total tax provision$40,492$32,004$34,560

The statutory to effective tax rate reconciliation for the years ended December 31 is as follows:

202320222021
Amount% ofPretaxIncomeAmount% ofPretaxIncomeAmount% ofPretaxIncome
(dollars in thousands)
Tax at statutory rate$41,48721%$33,63921%$36,29221%
Increase (decrease) resulting from:
State income tax, net of federal benefit725—361—326—
Income from bank owned life insurance(1,024)(1)(1,146)(1)(1,351)(1)
Tax-exempt interest income, net(812)—(809)(1)(846)—
Tax credits(804)—(341)—(127)—
Other920—3001266—
Total tax provision$40,49220%$32,00420%$34,56020%

The total tax provision for financial reporting differs from the amount computed by applying the statutory federal income tax rate to income before taxes. First Commonwealth ordinarily generates an annual effective tax rate that is less than the statutory rate of 21% due to benefits resulting from tax-exempt interest, income from bank owned life insurance, and tax benefits associated with low-income housing tax credits. The consistent level of tax benefits that reduce First Commonwealth’s tax rate below the statutory rate produced an annual effective tax rate of 20% for each of the years ended December 31, 2023, 2022 and 2021.

The tax effects of temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities that represent significant portions of the deferred tax assets and liabilities at December 31 are presented below:

20232022
(dollars in thousands)
Deferred tax assets:
Lease liability$10,542$9,581
Allowance for credit losses25,15821,837
Postretirement benefits other than pensions214223
Unrealized loss on securities available for sale30,46936,673
Net operating loss carryforward5137
Deferred compensation2,6471,960
Accrued interest on nonaccrual loans882935
Accrued incentives3,2993,185
Unfunded loan commitments & other reserves1,5612,126
Purchase accounting adjustments5,490566
Other738953
Total deferred tax assets81,05178,076
Deferred tax liabilities:
Loan origination fees and costs(1,252)(1,320)
Right of use asset(9,618)(8,646)
Depreciation of assets(1,484)(2,139)
Section 197 intangibles(2,418)(1,717)
Purchase accounting adjustments(3,321)(314)
Other(228)(197)
Total deferred tax liabilities(18,321)(14,333)
Net deferred tax asset$62,730$63,743

The Company has approximately $1.3 million of Pennsylvania net operating losses, which begin to expire in 2034. The Company expects to fully utilize the losses prior to expiration.

Management assesses all available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. Based on our evaluation, as of December 31, 2023, management has determined that no valuation allowance is necessary for the deferred tax assets because it is more likely than not that these assets will be realized through future reversals of existing temporary differences and future taxable income.

In accordance with FASB ASC Topic 740-10, “Accounting for Uncertainty in Income Taxes,” the Company hasno material unrecognized tax benefits or accrued interest and penalties as of December 31, 2023. We do not expect the total amount of unrecognized tax benefits to significantly increase in the next twelve months. The Company records interest and penalties on unrecognized tax benefits as a component of noninterest expense.

First Commonwealth is subject to routine audits of our tax returns by the Internal Revenue Service (“IRS”) as well as all states in which we conduct business. Generally, tax years prior to the year ended December 31, 2020 are no longer open to examination by federal and state taxing authorities.

Note 19—Retirement Plans

First Commonwealth has a savings plan pursuant to the provisions of section 401(k) of the Internal Revenue code. Effective January 1, 2020, a participating employee can receive a maximum matching contribution of 4% of their eligible compensation. In addition, each participating employee may contribute up to 80% of their eligible compensation to the plan. The 401(k) plan expense was $3.1 million in 2023, $2.9 million in 2022, and $3.0 million in 2021.

First Commonwealth maintains a Non-Qualified Deferred Compensation Plan (“NQDC Plan”) to provide deferred compensation for those employees who are in the top 10% of full-time employees, as determined on the basis of eligible compensation. The NQDC Plan provides participants whose maximum retirement contribution is limited by IRS rules to defer additional compensation.

Participants in the NQDC Plan are eligible to defer (on a pre-tax basis) from 1% to 25% of their eligible Plan compensation. Participants are also eligible to defer all or a portion of the Annual Incentive Plan (on a pre-tax basis) from 10% to 100% of their annual cash incentive earned. Effective January 1, 2020, an employer elective contribution is available to participants who reach the IRS Compensation limits in the 401(k) Plan. The ‘makeup match’ contribution is made to eligible participants on an annual basis. Effective January 1, 2021, an employer non-elective contribution is available to certain participants determined by the Company. The ‘discretionary’ contribution may be approved from year-to-year and allocated on an annual basis. There was $0.3 million and $0.2 million in NQDC Plan expense recognized in 2023 and 2022, respectively, andno NQDC Plan expense recognized in 2021.

Select employees from former acquisitions were covered by postretirement benefit plans which provide medical and life insurance coverage. The measurement date for these plans was December 31.

Postretirement Benefits Other than Pensions from Prior Acquisitions

Net periodic benefit cost of these plans for the years ended December 31, was as follows:

202320222021
(dollars in thousands)
Service cost$—$—$—
Interest cost on projected benefit obligation253523
Amortization of transition obligation———
Amortization of prior service cost767576
Gain amortization(108)(96)(27)
Net periodic benefit cost$(7)$14$72

The following table sets forth the change in the benefit obligation and plan assets as of December 31:

20232022
(dollars in thousands)
Change in Benefit Obligation
Benefit obligation at beginning of year$708$986
Service cost——
Interest cost3522
Amendments——
Actuarial gain(119)(212)
Net benefits paid(63)(88)
Benefit obligation at end of year561708
Change in Plan Assets
Fair value of plan assets at beginning of year——
Actual return on plan assets——
Employer contributions6388
Net benefits paid(63)(88)
Fair value of plan assets at end of year——
Funded Status at End of Year561708
Unrecognized prior service cost(310)(386)
Unrecognized net gain750728
Amounts recognized in retained earnings$1,001$1,050

As of December 31, the funded status of the plan is:

20232022
(dollars in thousands)
Amounts Recognized in the Statement of Financial Condition as Other liabilities$561$708

The following table sets forth the amounts recognized in accumulated other comprehensive income that have not yet been recognized as components of net periodic benefit costs as of December 31:

202320222021
(dollars in thousands)
Amounts recognized in accumulated other comprehensive income, net of tax:
Net (gain) loss$(590)$(575)$(461)
Prior service cost244305364
Total$(346)$(270)$(97)

Weighted-average assumptions used to determine the benefit obligation as of December 31 are as follows:

202320222021
Weighted-Average Assumptions
Discount rate4.90%5.31%2.38%
Health care cost trend: Initial6.95%6.50%5.90%
Health care cost trend: Ultimate4.75%4.75%4.75%
Year ultimate reached202920282027

Weighted-average assumptions used to determine the net benefit costs as of December 31 are as follows:

202320222021
Weighted-Average Assumptions for Net Periodic Cost
Discount rate5.31%2.38%1.83%
Health care cost trend: Initial6.50%5.90%5.95%
Health care cost trend: Ultimate4.75%4.75%4.75%
Year ultimate reached202820272026
Corridor10.00%10.00%10.00%
Recognition period for gains and losses9.39.910.4

The Medicare Prescription Drug, Improvement and Modernization Act of 2003 introduced a prescription drug benefit under Medicare Part D and a federal subsidy to sponsors of retiree health care benefit plans that provide a prescription drug benefit that is at least actuarially equivalent to Medicare Part D. The postretirement plans of First Commonwealth are provided through insurance coverage; therefore, First Commonwealth will not receive a direct federal subsidy. The preceding measures of the accumulated postretirement benefit cost assume that First Commonwealth will not receive the subsidy due to the relatively small number of retirees.

As of December 31, 2023, the projected benefit payments for the next ten years are as follows:

Projected Benefit Payments
(dollars in thousands)
2024$83,837
202578,462
202673,542
202767,517
202861,396
2029 - 2033219,643

The projected payments were calculated using the same assumptions as those used to calculate the benefit obligations included in this note.

The estimated costs that will be amortized from accumulated other comprehensive income into net periodic cost for 2024 are as follows:

PostretirementBenefits
(dollars in thousands)
Net gain$(108)
Prior service cost76
Total$(32)

Note 20—Incentive Compensation Plan

On January 20, 2009, the Board of Directors of the Company adopted, with shareholder approval, the First Commonwealth Financial Corporation Incentive Compensation Plan. This plan allows for shares of common stock to be issued to employees, directors, and consultants of the Company and its subsidiaries as an incentive to aid in the financial success of the Company. The shares can be issued as options, stock appreciation rights, performance share or unit awards, dividend or dividend equivalent rights, stock awards, restricted stock awards, or other annual incentive awards. Up to 5,000,000 shares of stock can be awarded under this plan, of which 1,835,683 shares were still eligible for awards as of December 31, 2023.

Restricted Stock

The following provides detail on the restricted stock awards which were issued and outstanding in 2023, 2022 and 2021 in order to retain and attract key employees. The grant date fair value of the restricted stock awards is equal to the price of First Commonwealth’s common stock on grant date.

Grant DateShares issuedGrant PriceVesting DateNumber of Equal Vesting Periods
September 11, 20238,000$12.39September 11, 20261
August 16, 20231,00013.24August 16, 20261
March 27, 202325,00012.70March 27, 20261
March 6, 20234,30015.16March 6, 20261
March 6, 202337,75015.16March 6, 20261
March 6, 202326,20015.16March 6, 20261
December 16, 20221,00013.46December 16, 20251
December 6, 20222,00014.36December 6, 20251
December 6, 20221,50014.36December 6, 20251
March 28, 202250,00015.46March 28, 20251
February 17, 202257,00016.43February 17, 20251
January 3, 20221,00016.25January 3, 20251
December 13, 20212,00014.83December 13, 20241
December 9, 20211,00015.07December 9, 20241
November 22, 20211,56515.96November 22, 20241
November 19, 202124,00015.81November 19, 20241
September 27, 20216,00013.78September 27, 20241
June 14, 202115,00014.58June 1, 20243
February 18, 202184,95012.77February 18, 20241
February 20, 202095,30013.72February 20, 20231
February 21, 201963,00014.22February 22, 20221
February 21, 201915,00014.22February 22, 20221
November 26, 20182,00013.82November 26, 20211
May 29, 20183,00015.44May 29, 20211
March 26, 20182,00014.08March 26, 20211
February 26, 201877,50014.49February 26, 20211

Compensation expense related to restricted stock was $3.8 million, $3.7 million and $3.1 million in 2023, 2022 and 2021, respectively. As of December 31, 2023, there was $4.2 million of unrecognized compensation cost related to unvested restricted stock awards granted.

A summary of the status of First Commonwealth’s unvested service-based restricted stock awards as of December 31 and changes for the years ended on those dates is presented below:

202320222021
SharesWeightedAverageGrant DateFair ValueSharesWeightedAverageGrant DateFair ValueSharesWeightedAverageGrant DateFair Value
Outstanding, beginning of the year311,265$14.48286,015$13.82250,800$14.13
Granted106,75014.32108,00015.98134,51513.64
Vested(90,810)13.76(75,500)14.24(88,389)14.46
Forfeited(10,140)14.86(7,250)13.11(10,911)13.66
Outstanding, end of the year317,06514.62311,26514.48286,01513.82

The following provides detail on restricted stock awards estimated to be granted on a performance award basis during 2023, 2022 and 2021. These plans were previously approved by the Board of Directors.

Grant DateTarget Share AwardPerformance Period (years)Award if threshold metAward if targets are metAward if superior metAward if threshold not achievedVesting After Performance Period (years)Final vesting
February 21, 2019121,900340%100%200%—%0December 31, 2021
February 20, 2020125,800340%100%200%—%0December 31, 2022
February 18, 2021143,400340%100%200%—%0December 31, 2023
February 17, 2022121,200340%100%200%—%0December 31, 2024
January 23, 2023159,000340%100%200%—%0December 31, 2025

The following table summarizes the estimated unvested target share awards for the Plans as of December 31:

202320222021
Outstanding, beginning of the year434,352391,100434,180
Granted162,774200,503143,400
Issued(143,412)(157,251)(158,531)
Forfeited——(27,949)
Outstanding, end of the year453,714434,352391,100

Based on a Monte Carlo simulation, the above grants have the following fair market values per share:

Proportional Fair Value
50%25%25%
February 21, 201914.2216.6213.07
February 20, 202013.7215.3712.43
February 18, 202112.7716.4111.45
February 17, 202216.5621.0815.20
January 23, 202314.0617.5312.70

Note 21—Contingent Liabilities

First Commonwealth and its subsidiaries are subject in the normal course of business to various pending and threatened legal proceedings in which claims for monetary damages are asserted. As of December 31, 2023, management, after consultation with legal counsel, does not anticipate that the aggregate ultimate liability arising out of litigation pending or threatened against First Commonwealth or its subsidiaries will be material to First Commonwealth’s consolidated financial position. On at least a quarterly basis, First Commonwealth assesses its liabilities and contingencies in connection with such legal proceedings. For those matters where it is probable that First Commonwealth will incur losses and the amounts of the losses can be reasonably estimated, First Commonwealth records an expense and corresponding liability in its consolidated financial statements. To the extent the pending or threatened litigation could result in exposure in excess of that liability, the amount of such excess is not currently estimable. Although not considered probable, the range of reasonably possible losses for such matters in the aggregate, beyond the existing recorded liability (if any), is between $0 and $1 million. Although First Commonwealth does not believe that the outcome of pending litigation will be material to First Commonwealth’s consolidated financial position, it cannot rule out the possibility that such outcomes will be material to the consolidated results of operations and cash flows for a particular reporting period in the future.

Note 22—Revenue Recognition

Substantially all of the Company’s revenue is generated from contracts with customers. Revenue associated with financial instruments, including revenue from loans and securities, certain noninterest income streams such as fees associated with derivatives are not in scope of FASB ASU Topic 606 - "Revenue from Contracts with Customers". Topic 606 is applicable to noninterest revenue streams such as trust income, service charges on deposits, insurance and retail brokerage commissions, card-related interchange income and gain(loss) on sale of OREO. For contracts within the scope of Topic 606, the Company immediately expenses contract acquisition costs when the asset that would have resulted from capitalizing these costs would have been amortized in one year or less.

Noninterest revenue streams in-scope of Topic 606 are discussed below:

Trust Income

Trust income is primarily comprised of fees earned from the management and administration of trusts and other customer assets. The Company’s performance obligation is generally satisfied over time and the resulting fees are recognized monthly, based upon a tiered scale of market value of the assets under management at month-end. Payment is generally received a few days after month end through a direct charge to customers’ accounts. The Company does not earn performance-based incentives. Optional services such as financial planning or tax return preparation services are also available to trust customers. The Company’s performance obligation for these transactional-based services is generally satisfied and related revenue recognized, at a point in time. Payment is received shortly after services are rendered.

Service Charges on Deposit Accounts

Service charges on deposit accounts consist of fees earned from its deposit customers for transaction-based, account maintenance, overdraft services and account analysis fees. Transaction-based fees, which include services such as ATM use fees, stop payment fees, statement rendering and ACH fees, are recognized at the time the transaction is executed which is the point in time the Company fulfills the customer’s request. Monthly account maintenance fees are earned over the course of the month, representing the period over which the Company satisfies the performance obligation. Overdraft fees are recognized at the point in time that the overdraft occurs. The Company’s performance obligation for account analysis fees is generally satisfied, and the related revenue recognized, during the month the service is provided. Payment for service charges on deposit accounts is primarily received immediately or in the following month through a direct charge to customers’ accounts.

Insurance and Retail Brokerage Commissions

Insurance income primarily consists of commissions received from execution of personal, business and health insurance policies when acting as an agent on behalf of insurance carriers. The Company’s performance obligation is generally satisfied upon the issuance of the insurance policy. Because the Company’s contracts with the insurance carriers are generally cancellable by either party, with minimal notice, insurance commissions are recognized during the policy period as received. Also, the majority of insurance commissions are received on a monthly basis during the policy period, however some carriers pay the full annual commission to First Commonwealth at the time of policy issuance or renewal. In these cases, First Commonwealth would be required to refund any commissions it would not be entitled to as a result of cancelled or terminated policies. The Company has established a refund liability for the remaining term of the policies expected to be cancelled. The Company also receives incentive-based contingency fees from the insurance carriers. Contingency fee revenue, which totals approximately $0.5 million per year, is recognized as received due to the immaterial amount.

Retail brokerage income primarily consists of commissions received on annuity and investment product sales through a third-party service provider. The Company’s performance obligation is generally satisfied upon the issuance of the annuity policy or the execution of an investment transaction. The Company does not earn a significant amount of trailer fees on annuity sales. However, after considering the factors impacting these trailer fees, such as the uncertainty of investor behavior and changes in the market value of assets, First Commonwealth determined that it would recognize trailing fees as received because it could not reasonably estimate an amount of future trailing commissions for which collection is probable. Commissions from the third-party service provider are received on a monthly basis based upon customer activity for the month. The fees are recognized monthly with a receivable until commissions are received from the third-party service provider the following month. Because the Company acts as an agent in arranging the relationship between the customer and the third-party service provider and does not control the services rendered to the customers, retail brokerage fees are presented net of related costs, including $4.2 million and $4.0 million, respectively, in commission expense as of December 31, 2023 and 2022.

Card-Related Interchange Income

Card-related interchange income is primarily comprised of debit and credit card income, ATM fees and merchant services income. Debit and credit card income is primarily comprised of interchange fees earned whenever the Company’s debit and credit cards are processed through card payment networks such as MasterCard. ATM fees are primarily generated when a Company cardholder uses a non-Company ATM or a non-Company cardholder uses a Company ATM. Merchant services income mainly represents fees charged to merchants to process their debit and credit card transactions, in addition to account management fees. Card-related interchange income is recognized at the point in time as the customer transactions are settled.

Other Income

Other income includes service revenue from processing wire transfers, bill pay service, cashier’s checks, and other services. The Company’s performance obligation for these services are largely satisfied, and related revenue recognized, when the services are rendered or upon completion. Payment is typically received immediately or in the following month.

Gains(losses) on sales of OREO

First Commonwealth records a gain or loss from the sale of OREO when control of the property transfers to the buyer, which generally occurs at the time of an executed deed. When First Commonwealth finances the sale of OREO to the buyer, an assessment of whether the buyer is committed to perform their obligations under the contract is completed along with an evaluation of whether collectability of the transaction price is probable. Once these criteria are met, the OREO asset is derecognized and the gain or loss on sale is recorded upon transfer of control of the property to the buyer. In determining the gain or loss on the sale, First Commonwealth adjusts the transaction price and related gain(loss) on sale if a significant financing component is present.

The following presents noninterest income, segregated by revenue streams in-scope and out-of-scope of Topic 606 for the year ended December 31:

202320222021
(dollars in thousands)
Noninterest Income
In-scope of Topic 606:
Trust income$10,516$10,518$11,111
Service charges on deposit accounts21,43719,64117,984
Insurance and retail brokerage commissions9,6288,8578,502
Card-related interchange income28,64027,60327,954
Gain on sale of other loans and assets331455753
Other income4,3234,0364,184
Noninterest Income (in-scope of Topic 606)74,87571,11070,488
Noninterest Income (out-of-scope of Topic 606)21,73427,59836,269
Total Noninterest Income$96,609$98,708$106,757

Note 23—Related Party Transactions

Some of First Commonwealth’s directors, executive officers, principal shareholders and their related interests had transactions with the subsidiary bank in the ordinary course of business. All deposit and loan transactions were made on substantially the same terms, such as collateral and interest rates, as those prevailing at the time for comparable transactions. In the opinion of management, these transactions do not involve more than the normal risk of collectability nor do they present other unfavorable features. It is anticipated that similar transactions will be entered into in the future.

The following is an analysis of loans to related parties (dollars in thousands):

December 31, 2022$19,308
Advances10,826
Repayments(1,249)
Other17
December 31, 2023$28,902

Note 24—Regulatory Restrictions and Capital Adequacy

The amount of funds available to the parent from its subsidiary bank is limited by restrictions imposed on all depository institutions by banking regulation that restricts and limits the payment of dividends and the ability of depository institutions to engage in transactions, including lending transactions and asset purchases, with affiliates.

First Commonwealth and First Commonwealth Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators which, if undertaken, could have a direct material effect on First Commonwealth’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, First Commonwealth and First Commonwealth Bank must meet specific capital guidelines that involve quantitative measures of First Commonwealth’s assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. First Commonwealth’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weighting and other factors.

Effective January 1, 2015, First Commonwealth became subject to regulatory risk-based capital rules adopted by the federal banking agencies implementing Basel III. The capital rules require First Commonwealth to maintain the following minimum capital levels:

a minimum Tier I capital to risk-weighted assets of at least 6.0%, plus a capital conservation buffer of 2.5%, resulting in a required minimum ratio of 8.5%

a minimum Common Equity Tier 1 to risk weighted assets of at least 4.5%, plus the capital conservation buffer of 2.5%, resulting in a required minimum ratio of 7%.

a minimum Total Capital to risk weighted assets of at least 8.0%, plus the 2.5% capital conservation buffer, resulting in a required minimum of 10.5%

a minimum Leverage ratio, which is Tier 1 capital to adjusted average assets, of 4.0%

The capital conservation buffer may only include capital that qualifies as Common Equity Tier 1.

The Basel III Rules also permit banking organizations with less than $15.0 billion in assets to retain, through a one-time election, the exclusion of accumulated other comprehensive income from regulatory capital. The Company elected to retain this treatment, which reduces the volatility of regulatory capital levels.

In 2018, First Commonwealth Bank, the Company's banking subsidiary, issued $100 million in subordinated debt, which under regulatory rules qualifies as Tier II capital. As of December 31, 2023, this subordinated debt issuance increased the total risk-based capital ratio by 94 basis points.

In March 2020, regulators issued interim financial rule (“IFR”) “Regulatory Capital Rule: Revised Transition of the Current Expected Losses Methodology for Allowances” in response to the disrupted economic activity from the pandemic. The IFR provides financial institutions that adopt CECL during 2020 with the option to delay for two years the estimated impact of CECL on regulatory capital, followed by a three-year transition period to phase out the aggregate amount of the capital benefit provided by the initial two-year delay (“five-year transition”). The Company adopted CECL effective January 1, 2020 and elected to implement the five-year transition. Regulatory capital levels without the capital benefit at December 31, 2023 for both First Commonwealth and First Commonwealth Bank would have continued to be greater than the amounts needed to be considered “well capitalized”, as the transition provided a capital benefit of approximately 11 to 12 basis points.

As of December 31, 2023 and 2022, First Commonwealth and First Commonwealth Bank met all capital adequacy requirements to which they are subject and were considered well-capitalized under the regulatory rules. To be considered well capitalized, the Company must maintain minimum Total risk-based capital, Tier I risk-based capital, Tier I leverage ratio and Common equity tier I risk-based capital as set for in the tables below:

ActualMinimum Capital RequiredRequired to be Considered WellCapitalized
CapitalAmountRatioCapitalAmountRatioCapitalAmountRatio
(dollars in thousands)
Total Capital to Risk Weighted Assets
First Commonwealth Financial Corporation$1,314,02113.93%$990,50810.50%$943,34110.00%
First Commonwealth Bank1,222,18213.01986,55810.50939,57910.00
Tier I Capital to Risk Weighted Assets
First Commonwealth Financial Corporation$1,122,81411.90%$801,8408.50%$754,6738.00%
First Commonwealth Bank1,030,97510.97798,6428.50751,6638.00
Tier I Capital to Average Assets
First Commonwealth Financial Corporation$1,122,81410.04%$447,5424.00%$559,4275.00%
First Commonwealth Bank1,030,9759.24446,5304.00558,1635.00
Common Equity Tier I to Risk Weighted Assets
First Commonwealth Financial Corporation$1,052,81411.16%$660,3397.00%$613,1726.50%
First Commonwealth Bank1,030,97510.97657,7057.00610,7276.50
ActualMinimum Capital RequiredRequired to be Considered WellCapitalized
CapitalAmountRatioCapitalAmountRatioCapitalAmountRatio
(dollars in thousands)
Total Capital to Risk Weighted Assets
First Commonwealth Financial Corporation$1,160,05314.36%$848,28810.50%$807,89310.00%
First Commonwealth Bank1,100,52913.65846,59310.50806,27910.00
Tier I Capital to Risk Weighted Assets
First Commonwealth Financial Corporation$966,07211.96%$686,7098.50%$646,3148.00%
First Commonwealth Bank906,54811.24685,3378.50645,0238.00
Tier I Capital to Average Assets
First Commonwealth Financial Corporation$966,07210.18%$379,5274.00%$474,4085.00%
First Commonwealth Bank906,5489.58378,5784.00473,2235.00
Common Equity Tier I to Risk Weighted Assets
First Commonwealth Financial Corporation$896,07211.09%$565,5257.00%$525,1316.50%
First Commonwealth Bank906,54811.24564,3957.00524,0816.50

Note 25—Capital

At December 31, 2023, shareholders’ equity was $1.3 billion, an increase of $262.2 million from December 31, 2022. The increase was due to $141.4 million in common stock issued in connection with the Centric acquisition, $157.1 million in net income and a $25.9 million increase in the fair value of available for sale securities. This was partially offset by $50.8 million of dividends paid to shareholders and $15.1 million of common stock repurchases. Cash dividends declared per common share were $0.495, $0.475 and $0.455 for the years ended December 31, 2023, 2022 and 2021, respectively.

In October 2021, the Board of Directors authorized a $25.0 million share repurchase program of the Company's common stock. On April 24, 2023, the Board of Directors authorized a $25.0 million increase in the share repurchase program. As of December 31, 2023,2,491,577 shares at an average price of $13.08 have been repurchased. First Commonwealth may suspend or discontinue the program at any time.

Note 26—Condensed Financial Information of First Commonwealth Financial Corporation (parent company only)

Statements of Financial ConditionDecember 31,
20232022
(dollars in thousands)
Assets
Cash$60,123$37,695
Loans58
Investment in subsidiaries1,292,6661,061,285
Investment in unconsolidated subsidiary trusts2,2072,200
Investment in jointly-owned company483394
Premises and equipment, net2,8373,098
Receivable from subsidiaries1—
Dividends receivable from subsidiaries8,7695,428
Other assets35,00521,345
Total assets$1,402,096$1,131,453
Liabilities and Shareholders’ Equity
Accrued expenses and other liabilities$9,014$7,212
Subordinated debentures payable78,80872,167
Shareholders’ equity1,314,2741,052,074
Total liabilities and shareholders’ equity$1,402,096$1,131,453
Statements of IncomeFor the years ended December 31,
202320222021
(dollars in thousands)
Interest and dividends$234$78$4
Dividends from subsidiaries107,68392,08272,202
Interest expense(3,656)(3,245)(3,205)
Other income—112—
Operating expense(6,631)(4,747)(4,721)
Income before taxes and equity in undistributed earnings of subsidiaries97,63084,28064,280
Applicable income tax benefits2,0871,6251,646
Income before equity in undistributed earnings of subsidiaries99,71785,90565,926
Equity in undistributed earnings of subsidiaries57,34642,27672,331
Net income$157,063$128,181$138,257
For the years ended December 31,
Statements of Cash Flow202320222021
(dollars in thousands)
Operating Activities
Net income$157,063$128,181$138,257
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization320335369
Net gains (losses) on sales of assets—(113)228
Decrease (increase) in prepaid income taxes(20,307)—317
Undistributed equity in subsidiaries(57,346)(42,276)(72,330)
Other net7,151—(14,830)
Net cash provided by operating activities86,88186,12752,011
Investing Activities
Net change in loans222
Purchases of premises and equipment(23)(152)(101)
Investment in subsidiaries1,120——
Investment in jointly-owned companies(18)——
Net cash provided by (used in) investing activities1,081(150)(99)
Financing Activities
Dividends paid(50,814)(44,578)(43,611)
Proceeds from reissuance of treasury stock245245222
Purchase of treasury stock(14,965)(15,598)(31,301)
Net cash used in financing activities(65,534)(59,931)(74,690)
Net increase (decrease) in cash22,42826,046(22,778)
Cash at beginning of year37,69511,64934,427
Cash at end of year$60,123$37,695$11,649

Cash dividends declared per common share were $0.495 for 2023, $0.475 in 2022 and $0.455 in 2021.

First Commonwealth Financial Corporation has an unsecured $20.0 million line of credit with another financial institution. As of December 31, 2023, there areno amounts outstanding on this line and we are in compliance with all debt covenants related to the line of credit.

To the Shareholders and the Board of Directors of First Commonwealth Financial Corporation

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of financial condition of First Commonwealth Financial Corporation and subsidiaries (the Company) as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income, changes in shareholders' equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 28, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Allowance for Credit Losses (ACL)
Description of the MatterFirst Commonwealth’s loan and lease portfolio totaled $9.0 billion as of December 31, 2023 and the associated Allowance for Credit Losses (ACL) was $117.7 million. As discussed in Notes 1 and 9 of the financial statements, the ACL represents management’s current estimate of lifetime credit losses inherent in the loan portfolio at the balance sheet date. The ACL is calculated by pooling loans of similar risk characteristics and applying a discounted cash flow methodology after incorporating probability of default and loss given default estimates. Inputs impacting the expected losses include a forecast of macroeconomic factors, using a weighted forecast from a nationally recognized firm. The ACL also includes qualitative factors related to loan portfolio risks not reflected in the calculated model, including lending practices, ability and experience of the credit staff, the overall lending environment and external factors such as the regulatory environment and competition.Auditing management’s ACL estimate and related provision for credit losses was complex due to the discounted cash flow model and related inputs used to compute the reserve and involves a high degree of subjectivity due to the judgment required in evaluating management’s determination of the qualitative factors described above.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over the ACL process, including controls over the appropriateness of the ACL methodology, the expected loss models, the reliability and accuracy of data used in developing the ACL estimate, and management’s review and approval process over the forecast, qualitative adjustments and overall ACL results.We tested management’s expected loss models including evaluating the conceptual soundness of model methodology, assessing model performance and governance, testing key model assumptions, including the reasonable and supportable forecast, and independently recalculating model output with the assistance of EY specialists. We also verified the underlying economic forecast data used to estimate the quantitative reserve was complete and accurate.To test the qualitative factor adjustments, among other procedures, we assessed management’s methodology and considered whether relevant risks were reflected in the models and whether adjustments to the model output were appropriate. We tested the completeness, accuracy, and relevance of the underlying data used to estimate the qualitative adjustments. We evaluated whether qualitative adjustments were reasonable based on changes in economic conditions and the loan portfolio. We also assessed whether qualitative adjustments were consistent with publicly available information (e.g. macroeconomic data). Further, we performed an independent search for the existence of new or contrary information relating to risks impacting the qualitative factor adjustments to validate that management’s considerations are appropriate. Additionally, we evaluated whether the overall ACL, inclusive of qualitative factor adjustments, appropriately reflects losses expected in the loan and lease portfolio by comparing to historical losses and peer bank data.
Accounting for Acquisitions
Description of the MatterDuring 2023, the Company completed the acquisition of Centric Financial Corporation (Centric) for net consideration of $141.4 million, as disclosed in Note 2 to the Consolidated Financial Statements. The transaction was accounted for using the acquisition method of accounting.Auditing the Company’s accounting for the acquisition of Centric was complex due to the significant estimation required by management to determine the fair value of the loans acquired of $976.6 million. The Company determined the fair value of the acquired loans by estimating the principal and interest cash flows expected to be collected on the loans and discounting those cash flows at a market rate of interest. The significant estimation was primarily due to the judgement involved in determining the discount rate used to discount the expected cash flows for acquired loans to establish the acquisition date fair value of the loans.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s accounting for the acquisition. Our tests included testing controls over the completeness and accuracy of the data and the estimation process supporting the fair value of loans acquired. We also tested management’s review of factors used in the valuation models.To test the estimated fair value of the loans acquired, we performed audit procedures that included, among others, evaluating the Company’s valuation methodology, evaluating the factors used by the Company’s valuation specialist, and evaluating the completeness and accuracy of the underlying data supporting the factors and estimates. For example, when evaluating the discount rate, we compared the factors to current industry, market, and economic information in addition to factors used in historical acquisitions. We involved our valuation specialists to assist with the evaluation of the methodology used by the Company and factors included in the fair value estimates

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 2019.

Pittsburgh, Pennsylvania

To the Shareholders and the Board of Directors of First Commonwealth Financial Corporation

Opinion on Internal Control over Financial Reporting

We have audited First Commonwealth Financial Corporation and subsidiaries internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, First Commonwealth Financial Corporation and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial condition of the Company as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and our report dated February 28, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Assessment of Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Ernst & Young LLP

Pittsburgh, Pennsylvania

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