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CNB FINANCIAL CORP/PA

For the period ended Oct 30, 2025. Filed Oct 30, 2025.

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About this filing

A notice of a major event between regular reports, such as results, a deal or a change of executives. It is often the first formal record of the news.

Oct 30, 2025 · Filed Oct 30, 2025

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EX-99.1 · Forward-Looking Statements

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the Corporation’s financial condition, liquidity, results of operations, future performance and business. These forward-looking statements are intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that are not historical facts. Forward-looking statements include statements with respect to beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors (some of which are beyond the Corporation’s control). Forward-looking statements often include the words “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future conditional verbs such as “may,” “will,” “should,” “would” and “could.” The Corporation’s actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Such known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, include, but are not limited to, (i) adverse changes or conditions in capital and financial markets, including actual or potential stresses in the banking industry; (ii) changes in interest rates; (iii) the credit risks of lending activities, including our ability to estimate credit losses and the allowance for credit losses, as well as the effects of changes in the level of, and trends in, loan delinquencies and write-offs; (iv) effectiveness of our data security controls in the face of cyber attacks and any reputational risks following a cybersecurity incident; (v) changes in general business, industry or economic conditions or competition; (vi) changes in any applicable law, rule, regulation, policy, guideline or practice governing or affecting financial holding companies and their subsidiaries or with respect to tax or accounting principles or otherwise; (vii) adverse economic effects from international trade disputes, including threatened or implemented tariffs imposed by the U.S. and threatened or implemented tariffs imposed by foreign countries in retaliation, or similar events impacting economic activity; (viii) the possibility that CNB may be unable to achieve expected synergies and operating efficiencies in the ESSA merger within the executed timeframes or at all or to successfully integrate ESSA operations and those of CNB; (ix) higher than expected costs or other difficulties related to integration of combined or merged businesses; (x) the effects of business combinations and other acquisition transactions, including the inability to realize our loan and investment portfolios; (xi) changes in the quality or composition of our loan and investment portfolios; (xii) adequacy of loan loss reserves; (xiii) increased competition; (xiv) loss of certain key officers; (xv) deposit attrition; (xvi) rapidly changing technology; (xvii) unanticipated regulatory or judicial proceedings and liabilities and other costs; (xviii) changes in the cost of funds, demand for loan products or demand for financial services; and (xix) other economic, competitive, governmental or technological factors affecting our operations, markets, products, services and prices. Such developments could have an adverse impact on the Corporation's financial position and results of operations. For more information about factors that could cause actual results to differ from those discussed in the forward-looking statements, please refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of and the forward-looking statement disclaimers in the Corporation’s annual and quarterly reports filed with the Securities and Exchange Commission.

The forward-looking statements are based upon management’s beliefs and assumptions and are made as of the date of this press release. Factors or events that could cause the Corporation’s actual results to differ may emerge from time to time, and it is not possible for the Corporation to predict all of them. The Corporation undertakes no obligation to publicly update or revise any forward-looking statements included in this press release or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise, except to the extent required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur and you should not put undue reliance on any forward-looking statements.

Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Income Statement
Interest and fees on loans$98,092$75,408$75,725$245,879$219,380
Interest and dividends on securities and cash and cash equivalents10,55310,3637,51030,91622,412
Interest expense(41,516)(33,574)(35,749)(109,038)(103,367)
Net interest income67,12952,19747,486167,757138,425
Provision for credit losses18,4564,3382,38124,3506,292
Net interest income after provision for credit losses48,67347,85945,105143,407132,133
Non-interest income
Wealth and asset management fees2,3592,1092,0606,2645,869
Service charges on deposit accounts2,2221,6561,7905,5925,278
Other service charges and fees4804277961,4172,203
Net realized gains on available-for-sale securities397—(9)397(9)
Net realized and unrealized gains (losses) on equity securities664567656982767
Mortgage banking196172197464580
Bank owned life insurance9759767752,7112,326
Card processing and interchange income2,3362,2782,2416,7216,444
Other non-interest income9378232,4673,5335,335
Total non-interest income10,5669,00810,97328,08128,793
Non-interest expenses
Salaries and benefits23,33919,34819,57263,25156,035
Net occupancy expense of premises4,8234,0323,70112,89310,921
Technology expense5,4855,4625,41716,32516,062
Amortization of core deposit intangible780161881357
Advertising expense7545566231,8241,861
State and local taxes1,2921,3011,2563,8853,636
Legal, professional, and examination fees1,6379979403,4833,231
FDIC insurance premiums9409378462,8622,854
Card processing and interchange expenses1,3001,2531,1933,7133,250
Merger and integration costs4,155357—6,041—
Other non-interest expense5,6525,3585,21815,72214,290
Total non-interest expenses50,15739,61738,784130,812112,197
Income before income taxes9,08217,25017,29440,67648,729
Income tax expense2,0373,2943,3408,1949,218
Net income7,04513,95613,95432,48239,511
Preferred stock dividends1,0761,0751,0763,2263,226
Net income available to common shareholders$5,969$12,881$12,878$29,256$36,285
Ending shares outstanding29,477,42921,119,89420,994,73029,477,42920,994,730
Average diluted common shares outstanding27,280,29820,952,89120,911,86223,075,45020,895,538
Diluted earnings per common share$0.22$0.61$0.61$1.26$1.72
Adjusted diluted earnings per common share (non-GAAP) (1)$0.82$0.63$0.61$2.05$1.72
Cash dividends per common share$0.18$0.18$0.18$0.54$0.53
Dividend payout ratio82%30%30%43%31%
Adjusted dividend payout ratio (non-GAAP) (1)22%29%30%26%31%
Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Average Balances
Total loans and loans held for sale$5,971,441$4,668,051$4,536,702$5,082,062$4,469,321
Investment securities843,441803,082722,577815,050729,273
Total earning assets7,209,3665,817,1215,503,8326,281,8745,440,145
Total assets7,783,9956,235,0365,907,1156,752,4615,831,002
Noninterest-bearing deposits1,078,091829,328795,771909,597764,770
Interest-bearing deposits5,477,0574,558,7324,319,6064,873,4694,290,247
Shareholders' equity776,976633,848597,984676,058586,017
Tangible common shareholders' equity (non-GAAP) (1)611,364532,005496,091552,719484,105
Average Yields (annualized)
Total loans and loans held for sale6.54%6.50%6.66%6.49%6.57%
Investment securities2.89%2.83%2.19%2.83%2.11%
Total earning assets5.96%5.89%5.98%5.87%5.89%
Interest-bearing deposits2.75%2.84%3.19%2.82%3.11%
Interest-bearing liabilities2.83%2.88%3.21%2.88%3.14%
Performance Ratios (annualized)
Return on average assets0.36%0.90%0.94%0.64%0.91%
Adjusted return on average assets (non-GAAP) (1)1.20%0.92%0.94%1.01%0.91%
Return on average equity3.60%8.83%9.28%6.42%9.01%
Adjusted return on average equity (non-GAAP) (1)12.05%9.06%9.28%10.05%9.01%
Return on average tangible common equity (non-GAAP) (1)3.87%9.71%10.33%7.08%10.01%
Adjusted return on average tangible common equity (non-GAAP) (1)14.62%9.98%10.33%11.51%10.01%
Net interest margin, fully tax equivalent basis (non-GAAP) (1)3.69%3.59%3.42%3.56%3.38%
Efficiency ratio, fully tax equivalent basis (non-GAAP) (1)62.97%64.08%65.58%65.74%66.34%
Adjusted efficiency ratio, fully tax equivalent basis (non-GAAP) (1)57.67%63.50%65.58%62.68%66.34%
Net Loan Charge-Offs
CNB Bank net loan charge-offs$623$2,848$837$4,397$4,063
Holiday Financial net loan charge-offs3344553831,3021,305
Total Corporation net loan charge-offs$957$3,303$1,220$5,699$5,368
Annualized net loan charge-offs / average total loans and loans held for sale0.06%0.28%0.11%0.15%0.16%
September 30, 2025June 30, 2025September 30, 2024
Ending Balance Sheet
Cash and due from banks$79,772$88,721$75,214
Interest-bearing deposits with Federal Reserve351,943332,214281,972
Interest-bearing deposits with other financial institutions6,3734,4763,723
Total cash and cash equivalents438,088425,411360,909
Debt securities available-for-sale, at fair value533,553523,198378,965
Debt securities held-to-maturity, at amortized cost249,247270,032328,152
Equity securities10,50510,93710,389
Loans held for sale—833768
Loans receivable
Syndicated loans71,85278,93669,470
Loans6,396,3444,654,4844,522,438
Total loans receivable6,468,1964,733,4204,591,908
Less: allowance for credit losses(67,684)(48,329)(46,644)
Net loans receivable6,400,5124,685,0914,545,264
Goodwill and other intangibles93,77343,87443,874
Core deposit intangible34,727173223
Other assets493,914358,928346,300
Total Assets$8,254,319$6,318,477$6,014,844
Noninterest-bearing demand deposits$1,105,414$855,788$841,292
Interest-bearing demand deposits970,752698,902681,056
Savings3,686,5113,162,5153,040,769
Certificates of deposit1,137,590749,877653,832
Total deposits6,900,2675,467,0825,216,949
Short-term borrowings181,604——
Subordinated debentures20,62020,62020,620
Subordinated notes, net of issuance costs84,79884,72284,495
Deposits held for sale92,830——
Other liabilities130,015108,77286,417
Total liabilities7,410,1345,681,1965,408,481
Common stock———
Preferred stock57,78557,78557,785
Additional paid in capital421,770218,375219,304
Retained earnings397,667397,004371,086
Treasury stock(2,476)(2,420)(4,516)
Accumulated other comprehensive loss(30,561)(33,463)(37,296)
Total shareholders' equity844,185637,281606,363
Total liabilities and shareholders' equity$8,254,319$6,318,477$6,014,844
Book value per common share$26.68$27.44$26.13
Adjusted book value per common share (non-GAAP) (1)$27.30$27.53$26.13
Tangible book value per common share (non-GAAP) (1)$22.32$25.35$24.03
Adjusted tangible book value per common share (non-GAAP) (1)$22.94$25.44$24.03
September 30, 2025June 30, 2025September 30, 2024
Capital Ratios
Tangible common equity / tangible assets (non-GAAP) (1)8.10%8.53%8.45%
Adjusted tangible common equity / tangible assets (non-GAAP) (1)8.32%8.56%8.45%
Tier 1 leverage ratio (2)9.34%10.42%10.59%
Common equity tier 1 ratio (2)10.48%11.78%11.64%
Tier 1 risk-based ratio (2)11.67%13.38%13.30%
Total risk-based ratio (2)13.97%16.14%16.06%
Asset Quality Detail
Nonaccrual loans$36,013$28,509$39,855
Loans 90+ days past due and accruing86256666
Total nonperforming loans36,09928,76540,521
Other real estate owned4,2541,6241,514
Total nonperforming assets$40,353$30,389$42,035
Asset Quality Ratios
Nonperforming assets / Total loans + OREO0.62%0.64%0.92%
Nonperforming assets / Total assets0.49%0.48%0.70%
Ratio of allowance for credit losses on loans to nonaccrual loans187.94%169.52%117.03%
Allowance for credit losses / Total loans1.05%1.02%1.02%
Consolidated Financial Data Notes:
(1) Management uses non-GAAP financial information in its analysis of the Corporation’s performance. Management believes that these non-GAAP measures provide a greater understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented. The Corporation’s management believes that investors may use these non-GAAP measures to analyze the Corporation’s financial performance without the impact of unusual items or events that may obscure trends in the Corporation’s underlying performance. This non-GAAP data should be considered in addition to results prepared in accordance with GAAP, and is not a substitute for, or superior to, GAAP results. Limitations associated with non-GAAP financial measures include the risks that persons might disagree as to the appropriateness of items included in these measures and that different companies might calculate these measures differently. A reconciliation of these non-GAAP financial measures is provided below (dollars in thousands, except per share data).
(2) Capital ratios as of September 30, 2025 are estimated pending final regulatory filings.
Average Balances, Income and Interest Rates on a Taxable Equivalent Basis
Three Months Ended,
September 30, 2025 · June 30, 2025 · September 30, 2024
AverageBalance · AnnualRate · InterestInc./Exp. · AverageBalance · AnnualRate · InterestInc./Exp. · AverageBalance · AnnualRate · InterestInc./Exp.
ASSETS:
Securities:
Taxable (1) (4)$797,8662.92%$6,151$771,1522.82%$5,696$690,0982.14%$3,980
Tax-exempt (1) (2) (4)24,5312.6217424,2602.6417425,3682.57178
Equity securities (1) (2)21,0441.79957,6705.441047,1115.71102
Total securities (4)843,4412.896,420803,0822.835,974722,5772.194,260
Loans receivable:
Commercial (2) (3)1,642,7426.9828,9211,473,5606.7124,6641,457,1927.0225,708
Commercial & residential mortgages and loans held for sale (2) (3)4,201,3466.2165,7523,068,5196.1847,2952,947,7876.2546,278
Consumer (3)127,35311.533,701125,97211.723,681131,72311.933,950
Total loans receivable (3)5,971,4416.5498,3744,668,0516.5075,6404,536,7026.6675,936
Interest-bearing deposits with the Federal Reserve and other financial institutions394,4844.194,165345,9885.134,422244,5535.333,279
Total earning assets7,209,3665.96$108,9595,817,1215.89$86,0365,503,8325.98$83,475
Noninterest-bearing assets:
Cash and due from banks77,22458,53058,472
Premises and equipment145,087129,093118,404
Other assets414,410277,241272,377
Allowance for credit losses(62,092)(46,949)(45,970)
Total non interest-bearing assets574,629417,915403,283
TOTAL ASSETS$7,783,995$6,235,036$5,907,115
LIABILITIES AND SHAREHOLDERS’ EQUITY:
Demand—interest-bearing$913,3371.00%$2,291$707,9320.97%$1,719$682,6900.86%$1,477
Savings3,501,3262.8625,2003,107,5203.0123,2863,076,3513.5527,461
Time1,062,3943.9010,450743,2803.927,271560,5654.035,684
Total interest-bearing deposits5,477,0572.7537,9414,558,7322.8432,2764,319,6063.1934,622
Short-term borrowings218,8714.082,251—0.00——0.00—
Finance lease liabilities18,0795.4925016,8615.282222365.063
Subordinated notes and debentures105,3804.041,074105,3044.101,076105,0774.261,124
Total interest-bearing liabilities5,819,3872.83$41,5164,680,8972.88$33,5744,424,9193.21$35,749
Demand—noninterest-bearing1,078,091829,328795,771
Other liabilities109,54190,96388,441
Total Liabilities7,007,0195,601,1885,309,131
Shareholders’ equity776,976633,848597,984
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$7,783,995$6,235,036$5,907,115
Interest income/Earning assets5.96%$108,9595.89%$86,0365.98%$83,475
Interest expense/Interest-bearing liabilities2.8341,5162.8833,5743.2135,749
Net interest spread3.13%$67,4433.01%$52,4622.77%$47,726
Interest income/Earning assets5.96%108,9595.89%86,0365.98%83,475
Interest expense/Earning assets2.2741,5162.3033,5742.5635,749
Net interest margin (fully tax-equivalent)3.69%$67,4433.59%$52,4623.42%$47,726

(1)Includes unamortized discounts and premiums.

(2)Average yields are stated on a fully taxable equivalent basis (calculated using statutory rates of 21%) resulting from tax-free municipal securities in the investment portfolio and tax-free municipal loans in the commercial loan portfolio. The taxable equivalent adjustment to net interest income for the three months ended September 30, 2025, June 30, 2025 and September 30, 2024 was $314 thousand, $265 thousand and $240 thousand, respectively.

(3)Average loans receivable outstanding includes the average balance outstanding of all nonaccrual loans. Loans receivable consist of the average of total loans receivable less average unearned income. In addition, loans receivable interest income consists of loans receivable fees, including PPP deferred processing fees.

(4) Average balance is computed using the fair value of AFS securities and amortized cost of HTM securities. Average yield has been computed using amortized cost average balance for AFS and HTM securities. The adjustment to the average balance for securities in the calculation of average yield for the three months ended September 30, 2025, June 30, 2025 and September 30, 2024 was $(39.1) million, $(42.6) million and $(51.1) million, respectively.

Average Balances, Income and Interest Rates on a Taxable Equivalent Basis
Nine Months Ended,
September 30, 2025 · September 30, 2024
AverageBalance · AnnualRate · InterestInc./Exp. · AverageBalance · AnnualRate · InterestInc./Exp.
ASSETS:
Securities:
Taxable (1) (4)$778,2622.82%$17,308$696,2592.06%$11,572
Tax-exempt (1) (2) (4)24,7092.6452826,0632.58547
Equity securities (1) (2)12,0793.383056,9515.69296
Total securities (4)815,0502.8318,141729,2732.1112,415
Loans receivable:
Commercial (2) (3)1,528,1886.8277,9541,434,5456.9274,360
Commercial & residential mortgages and loans held for sale (2) (3)3,428,1236.15157,6202,905,3016.16134,012
Consumer (3)125,75111.7511,047129,47511.9611,591
Total loans receivable (3)5,082,0626.49246,6214,469,3216.57219,963
Interest-bearing deposits with the Federal Reserve and other financial institutions384,7624.4712,871241,5515.5810,085
Total earning assets6,281,8745.87$277,6335,440,1455.89$242,463
Noninterest-bearing assets:
Cash and due from banks64,70155,243
Premises and equipment134,523113,629
Other assets323,544267,797
Allowance for credit losses(52,181)(45,812)
Total non interest-bearing assets470,587390,857
TOTAL ASSETS$6,752,461$5,831,002
LIABILITIES AND SHAREHOLDERS’ EQUITY:
Demand—interest-bearing$776,1450.95%$5,537$711,9110.75%$4,014
Savings3,248,2022.9872,3263,046,5183.5380,536
Time849,1223.9324,988531,8183.8715,414
Total interest-bearing deposits4,873,4692.82102,8514,290,2473.1199,964
Short-term borrowings73,7854.082,251—0.00—
Finance lease liabilities16,7045.677082594.649
Subordinated notes and debentures105,3044.103,228105,0014.323,394
Total interest-bearing liabilities5,069,2622.88$109,0384,395,5073.14$103,367
Demand—noninterest-bearing909,597764,770
Other liabilities97,54484,708
Total Liabilities6,076,4035,244,985
Shareholders’ equity676,058586,017
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$6,752,461$5,831,002
Interest income/Earning assets5.87%$277,6335.89%$242,463
Interest expense/Interest-bearing liabilities2.88109,0383.14103,367
Net interest spread2.99%$168,5952.75%$139,096
Interest income/Earning assets5.87%277,6335.89%242,463
Interest expense/Earning assets2.31109,0382.51103,367
Net interest margin (fully tax-equivalent)3.56%$168,5953.38%$139,096

(1)Includes unamortized discounts and premiums.

(2)Average yields are stated on a fully taxable equivalent basis (calculated using statutory rates of 21%) resulting from tax-free municipal securities in the investment portfolio and tax-free municipal loans in the commercial loan portfolio. The taxable equivalent adjustment to net interest income for the nine months ended September 30, 2025 and 2024, was $838 thousand and $671 thousand, respectively.

(3)Average loans receivable outstanding includes the average balance outstanding of all nonaccrual loans. Loans receivable consist of the average of total loans receivable less average unearned income. In addition, loans receivable interest income consists of loans receivable fees, including PPP deferred processing fees.

(4) Average balance is computed using the fair value of AFS securities and amortized cost of HTM securities. Average yield has been computed using amortized cost average balance for AFS and HTM securities. The adjustment to the average balance for securities in the calculation of average yield for the nine months ended September 30, 2025 and 2024 was $(43.2) million and $(55.1) million, respectively.

Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Calculation of merger transaction related expenses, net of tax (non-GAAP) (1):
Merger transaction related expenses - non deductible$1,570$357$—$2,897$—
Merger transaction related expenses - deductible18,972——19,531—
Statutory federal tax rate21%21%21%21%21%
Tax benefit of merger and integration costs and day 1 non-PCD provision expense (non-GAAP)3,984——4,102—
Merger transaction related expenses - deductible, net of tax14,988——15,429—
Merger transaction related expenses, net of tax (non-GAAP)$16,558$357$—$18,326$—
(1) Merger transaction related expenses represent legal, advisory, severance, technology conversion, day one non-PCD provision expense, and other expenses directly related to the ESSA acquisition. Management believes exclusion of these non-recurring charges provides more meaningful period-over-period comparisons of operating performance.
Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Calculation of net income available to common (GAAP):
Net income$7,045$13,956$13,954$32,482$39,511
Less: preferred stock dividends1,0761,0751,0763,2263,226
Net income available to common shareholders$5,969$12,881$12,878$29,256$36,285
Adjusted calculation of net income available to common (non-GAAP):
Net income available to common shareholders$5,969$12,881$12,878$29,256$36,285
Add: merger transaction related expenses, net of tax (non-GAAP)16,558357—18,326—
Adjusted net income available to common shareholders (non-GAAP)$22,527$13,238$12,878$47,582$36,285
Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Calculation of dividend payout ratio:
Cash dividends per common share$0.18$0.18$0.18$0.54$0.53
Diluted earnings per common share0.220.610.611.261.72
Dividend payout ratio82%30%30%43%31%
Adjusted calculation of dividend payout ratio (non-GAAP):
Cash dividends per common share$0.180$0.180$0.180$0.540$0.530
Adjusted diluted earnings per common share (non-GAAP)0.820.630.612.051.72
Adjusted dividend payout ratio (non-GAAP)22%29%30%26%31%
Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Calculation of PPNR (non-GAAP): (1)
Net interest income$67,129$52,197$47,486$167,757$138,425
Add: Non-interest income10,5669,00810,97328,08128,793
Less: Non-interest expense50,15739,61738,784130,812112,197
PPNR (non-GAAP)$27,538$21,588$19,675$65,026$55,021
Adjusted calculation of PPNR (non-GAAP): (1)
Net interest income$67,129$52,197$47,486$167,757$138,425
Add: Non-interest income10,5669,00810,97328,08128,793
Less: Non-interest expense50,15739,61738,784130,812112,197
Add: Merger and integration costs (non-GAAP)4,155357—6,041—
Adjusted PPNR (non-GAAP)$31,693$21,945$19,675$71,067$55,021
(1) Management believes that this is an important metric as it illustrates the underlying performance of the Corporation, it enables investors and others to assess the Corporation's ability to generate capital to cover credit losses through the credit cycle and provides consistent reporting with a key metric used by bank regulatory agencies.
September 30, 2025June 30, 2025September 30, 2024
Adjusted calculation of loans (non-GAAP):
Loans$6,396,344$4,654,484$4,522,438
Less: ESSA acquired loans, net of estimated purchase accounting fair value adjustments (non-GAAP)(1,651,056)——
Adjusted loans (non-GAAP)$4,745,288$4,654,484$4,522,438
September 30, 2025June 30, 2025September 30, 2024
Adjusted calculation of total deposits (non-GAAP):
Total deposits$6,900,267$5,467,082$5,216,949
Add: deposits held for sale (non-GAAP)92,830——
Less: ESSA acquired deposits, net of estimated purchase accounting fair value adjustments (non-GAAP)(1,455,805)——
Adjusted total deposits (non-GAAP)$5,537,292$5,467,082$5,216,949
Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Basic earnings per common share computation:
Net income available to common shareholders$5,969$12,881$12,878$29,256$36,285
Less: net income available to common shareholders allocated to participating securities50120101253291
Net income available to common shareholders allocated to common stock$5,919$12,761$12,777$29,003$35,994
Weighted average common shares outstanding, including shares considered participating securities27,38821,05320,99723,16520,994
Less: average participating securities209172155166162
Weighted average shares27,17920,88120,84222,99920,832
Basic earnings per common share$0.22$0.61$0.61$1.26$1.73
Diluted earnings per common share computation:
Net income available to common shareholders allocated to common stock$5,919$12,761$12,777$29,003$35,994
Weighted average common shares outstanding for basic earnings per common share27,17920,88120,84222,99920,832
Add: dilutive effect of stock compensation10172707664
Weighted average shares and dilutive potential common shares27,28020,95320,91223,07520,896
Diluted earnings per common share$0.22$0.61$0.61$1.26$1.72
Adjusted basic earnings per common share computation (non-GAAP):
Net income available to common shareholders$5,969$12,881$12,878$29,256$36,285
Add: merger transaction related expenses, net of tax (non-GAAP)16,558357—18,326—
Less: net income available to common shareholders allocated to participating securities50120101253291
Less: Adjustment to net income available to common shareholders allocated to participating securities for merger transaction related expenses, net of tax (non-GAAP)1273—131—
Adjusted net income available to common shareholders allocated to common stock (non-GAAP)$22,350$13,115$12,777$47,198$35,994
Weighted average common shares outstanding, including shares considered participating securities27,38821,05320,99723,16520,994
Less: average participating securities209172155166162
Weighted average shares27,17920,88120,84222,99920,832
Adjusted basic earnings per common share (non-GAAP)$0.82$0.63$0.61$2.05$1.73
Adjusted diluted earnings per common share computation (non-GAAP):
Adjusted net income available to common shareholders allocated to common stock (non-GAAP)$22,350$13,115$12,777$47,198$35,994
Weighted average common shares outstanding for basic earnings per common share27,17920,88120,84222,99920,832
Add: dilutive effect of stock compensation10172707664
Weighted average shares and dilutive potential common shares27,28020,95320,91223,07520,896
Adjusted diluted earnings per common share (non-GAAP)$0.82$0.63$0.61$2.05$1.72
Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Calculation of net interest margin:
Interest income$108,645$85,771$83,235$276,795$241,792
Interest expense41,51633,57435,749109,038103,367
Net interest income$67,129$52,197$47,486$167,757$138,425
Average total earning assets$7,209,366$5,817,121$5,503,832$6,281,874$5,440,145
Net interest margin (GAAP) (annualized)3.69%3.60%3.43%3.57%3.40%
Calculation of net interest margin (fully tax equivalent basis) (non-GAAP):
Interest income$108,645$85,771$83,235$276,795$241,792
Tax equivalent adjustment (non-GAAP)314265240838671
Adjusted interest income (fully tax equivalent basis) (non-GAAP)108,95986,03683,475277,633242,463
Interest expense41,51633,57435,749109,038103,367
Net interest income (fully tax equivalent basis) (non-GAAP)$67,443$52,462$47,726$168,595$139,096
Average total earning assets$7,209,366$5,817,121$5,503,832$6,281,874$5,440,145
Less: average mark to market adjustment on investments (non-GAAP)(39,121)(42,592)(51,075)(43,229)(55,134)
Adjusted average total earning assets, net of mark to market (non-GAAP)$7,248,487$5,859,713$5,554,907$6,325,103$5,495,279
Net interest margin, fully tax equivalent basis (non-GAAP) (annualized)3.69%3.59%3.42%3.56%3.38%
Calculation of net interest margin, excluding purchase accounting loan accretion (fully tax equivalent basis) (non-GAAP) (1):
Net interest income (fully tax equivalent basis) (non-GAAP)$67,443$52,462$47,726$168,595$139,096
Less: purchase accounting loan accretion(3,420)00(3,420)0
Adjusted net interest income (fully tax equivalent basis) (non-GAAP)$64,023$52,462$47,726$165,175$139,096
Adjusted average total earning assets, net of mark to market (non-GAAP)$7,248,487$5,859,713$5,554,907$6,325,103$5,495,279
Adjusted net interest margin, fully tax equivalent basis (non-GAAP) (annualized)3.50%3.59%3.42%3.49%3.38%
(1) Purchase accounting loan accretion represents income recognized on estimated fair value adjustments to acquired loans.
September 30, 2025June 30, 2025September 30, 2024
Calculation of tangible book value per common share and tangible common equity / tangible assets (non-GAAP):
Shareholders' equity$844,185$637,281$606,363
Less: preferred equity57,78557,78557,785
Common shareholders' equity786,400579,496548,578
Less: goodwill and other intangibles93,77343,87443,874
Less: core deposit intangible34,727173223
Tangible common equity (non-GAAP)$657,900$535,449$504,481
Total assets$8,254,319$6,318,477$6,014,844
Less: goodwill and other intangibles93,77343,87443,874
Less: core deposit intangible34,727173223
Tangible assets (non-GAAP)$8,125,819$6,274,430$5,970,747
Ending shares outstanding29,477,42921,119,89420,994,730
Book value per common share (GAAP)$26.68$27.44$26.13
Tangible book value per common share (non-GAAP)$22.32$25.35$24.03
Common shareholders' equity / Total assets (GAAP)9.53%9.17%9.12%
Tangible common equity / Tangible assets (non-GAAP)8.10%8.53%8.45%
Adjusted calculation of book value per common share (non-GAAP):
Common shareholders' equity$786,400$579,496$548,578
Add: merger transaction related expenses, net of tax (non-GAAP)18,3261,844—
Adjusted common shareholders' equity (non-GAAP)$804,726$581,340$548,578
Ending shares outstanding29,477,42921,119,89420,994,730
Adjusted book value per common share (non-GAAP)$27.30$27.53$26.13
Adjusted calculation of tangible book value per common share (non-GAAP):
Tangible common equity (non-GAAP)$657,900$535,449$504,481
Add: merger transaction related expenses, net of tax (non-GAAP)18,3261,844—
Adjusted tangible common equity (non-GAAP)$676,226$537,293$504,481
Ending shares outstanding29,477,42921,119,89420,994,730
Adjusted tangible book value per common share (non-GAAP)$22.94$25.44$24.03
Adjusted calculation of tangible common equity / tangible assets (non-GAAP):
Adjusted tangible common shareholders' equity (non-GAAP)$676,226$537,293$504,481
Tangible assets (non-GAAP)$8,125,819$6,274,430$5,970,747
Add: merger and integration costs (non-GAAP)6,0411,886—
Adjusted tangible assets (non-GAAP)$8,131,860$6,276,316$5,970,747
Adjusted tangible common equity / Adjusted tangible assets (non-GAAP)8.32%8.56%8.45%
Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Calculation of efficiency ratio:
Non-interest expense$50,157$39,617$38,784$130,812$112,197
Non-interest income$10,566$9,008$10,973$28,081$28,793
Net interest income67,12952,19747,486167,757138,425
Total revenue$77,695$61,205$58,459$195,838$167,218
Efficiency ratio64.56%64.73%66.34%66.80%67.10%
Calculation of efficiency ratio (fully tax equivalent basis) (non-GAAP):
Non-interest expense$50,157$39,617$38,784$130,812$112,197
Less: core deposit intangible amortization780161881357
Adjusted non-interest expense (non-GAAP)$49,377$39,601$38,766$129,999$112,140
Non-interest income$10,566$9,008$10,973$28,081$28,793
Net interest income$67,129$52,197$47,486$167,757$138,425
Less: tax exempt investment and loan income, net of TEFRA (non-GAAP)1,7371,4511,4734,6524,127
Add: tax exempt investment and loan income (fully tax equivalent basis) (non-GAAP)2,4532,0462,1236,5755,957
Adjusted net interest income (fully tax equivalent basis) (non-GAAP)67,84552,79248,136169,680140,255
Adjusted net revenue (fully tax equivalent basis) (non-GAAP)$78,411$61,800$59,109$197,761$169,048
Efficiency ratio (fully tax equivalent basis) (non-GAAP)62.97%64.08%65.58%65.74%66.34%
Adjusted calculation of efficiency ratio (fully tax equivalent basis) (non-GAAP):
Adjusted non-interest expense (non-GAAP)$49,377$39,601$38,766$129,999$112,140
Less: merger and integration costs (non-GAAP)4,155357—6,041—
Adjusted non-interest expense (non-GAAP)$45,222$39,244$38,766$123,958$112,140
Adjusted net revenue (fully tax equivalent basis) (non-GAAP)$78,411$61,800$59,109$197,761$169,048
Adjusted efficiency ratio (fully tax equivalent basis) (non-GAAP)57.67%63.50%65.58%62.68%66.34%
Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Calculation of return on average assets:
Net income$7,045$13,956$13,954$32,482$39,511
Average total assets$7,783,995$6,235,036$5,907,115$6,752,461$5,831,002
Return on average assets (GAAP) (annualized)0.36%0.90%0.94%0.64%0.91%
Adjusted calculation of return on average assets (non-GAAP):
Net income$7,045$13,956$13,954$32,482$39,511
Add: merger transaction related expenses, net of tax (non-GAAP)16,558357—18,326—
Adjusted net income$23,603$14,313$13,954$50,808$39,511
Average total assets$7,783,995$6,235,036$5,907,115$6,752,461$5,831,002
Adjusted return on average assets (non-GAAP) (annualized)1.20%0.92%0.94%1.01%0.91%
Three Months Ended · Nine Months Ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Calculation of return on average tangible common equity (non-GAAP):
Net income$7,045$13,956$13,954$32,482$39,511
Less: preferred stock dividends1,0761,0751,0763,2263,226
Net income available to common shareholders$5,969$12,881$12,878$29,256$36,285
Average shareholders' equity$776,976$633,848$597,984$676,058$586,017
Less: average goodwill & intangibles107,82744,05844,10865,55444,127
Less: average preferred equity57,78557,78557,78557,78557,785
Average tangible common shareholders' equity (non-GAAP)$611,364$532,005$496,091$552,719$484,105
Return on average equity (GAAP) (annualized)3.60%8.83%9.28%6.42%9.01%
Return on average common equity (GAAP) (annualized)3.29%8.97%9.48%6.33%9.18%
Return on average tangible common equity (non-GAAP) (annualized)3.87%9.71%10.33%7.08%10.01%
Adjusted calculation of return on average equity (non-GAAP):
Net income$7,045$13,956$13,954$32,482$39,511
Add: merger transaction related expenses, net of tax (non-GAAP)16,558357—18,326—
Adjusted net income (non-GAAP)$23,603$14,313$13,954$50,808$39,511
Average shareholders' equity$776,976$633,848$597,984$676,058$586,017
Adjusted return on average equity (non-GAAP) (annualized)12.05%9.06%9.28%10.05%9.01%
Adjusted calculation of return on average tangible common equity (non-GAAP):
Net income available to common shareholders$5,969$12,881$12,878$29,256$36,285
Add: merger transaction related expenses, net of tax (non-GAAP)16,558357—18,326—
Adjusted net income available to common shareholders$22,527$13,238$12,878$47,582$36,285
Average tangible common shareholders' equity (non-GAAP)$611,364$532,005$496,091$552,719$484,105
Adjusted return on average tangible common equity (non-GAAP) (annualized)14.62%9.98%10.33%11.51%10.01%
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