WESBANCO INC
For the period ended Sep 30, 2026. Filed Oct 29, 2026.
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Sep 30, 2026 · Filed Oct 29, 2026
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Notes to Consolidated Financial Statements (unaudited)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation
The accompanying unaudited interim financial statements of Wesbanco, Inc. and its consolidated subsidiaries (“Wesbanco” or the "Company") have been prepared in accordance with GAAP for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. These statements update, and should be read with, the audited consolidated financial statements in our 2025 Annual Report on Form 10-K filed with the SEC on March 2, 2026 (the "2025 Form 10-K"). They do not include all of the information and footnotes required for complete annual financial statements.
Our significant accounting policies are disclosed in Note 1, "Summary of Significant Accounting Policies" of our 2025 Form 10-K. The interim financial statements follow those policies, as supplemented below and reflecting the adoption described below. In management's opinion, these statements reflect all adjustments, including normal recurring adjustments, necessary to present fairly our financial position and results of operations for the periods presented. Interim results are not necessarily indicative of the results for the full year.
Loans Held for Sale
Loans transferred from held for investment to HFS for which the fair value option has not been elected are carried at the lower of amortized cost basis or fair value. Loans originated for sale under the fair value option continue to be carried at fair value.
Recently Adopted Accounting Standards
On January 1, 2026, weadopted ASU 2025-05, Financial Instruments - Credit Losses (Topic 326), and elected the practical expedient for estimating expected credit losses on in-scope current accounts receivable and contract assets arising under Topic 606. The guidance does not apply to our loans and adoptiondid not have a material effect on our consolidated financial statements, including the ACL.
Recently Issued Accounting Standards
Purchased Loans (ASU 2025-08). This guidance extends the gross-up approach to purchased seasoned loans. The initial allowance for credit losses is added to the loan's amortized cost basis rather than recognized as acquisition-date credit loss expense. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods, and applies prospectively to loans acquired on or after adoption. Early adoption is permitted. Adoption is not expected to have a material effect on our consolidated financial statements; the effect on future acquisitions will depend on the loans acquired.
Disaggregation of Income Statement Expenses (ASU 2024-03, as amended by ASU 2025-01). This guidance requires additional note disclosures disaggregating specified costs within relevant income statement expense captions. It is effective for annual periods beginning after December 15, 2026 and interim periods within annual periods beginning after December 15, 2027. Early adoption is permitted, and prospective or retrospective application is allowed. We expect additional expense disclosures, but no effect on recognition or measurement of expenses. The guidance does not require changes to expense captions on the face of the income statement.
Targeted Improvements to the Accounting for Internal-Use Software (ASU 2025-06). This guidance removes the project-stage model for capitalizing internal-use software costs and is effective for annual periods beginning after December 15, 2027, including interim periods. Early adoption is permitted. We are currently evaluating the effect of adoption on our consolidated financial statements.
We also evaluated Derivative Scope and Share-Based Consideration (ASU 2025-07), Hedge Accounting Improvements (ASU 2025-09), Accounting for Government Grants (ASU 2025-10), Interim Reporting: Narrow-Scope Improvements (ASU 2025-11) and Codification Improvements (ASU 2025-12). Adoption of these standards is not expected to have a material effect on our consolidated financial statements. ASUs 2025-07, 2025-09 and 2025-12 are effective for annual periods beginning after December 15, 2026; ASU 2025-11 is effective for interim periods within annual periods beginning after December 15, 2027; and ASU 2025-10 is effective for annual periods beginning after December 15, 2028. Early adoption is permitted for each standard.
NOTE 2. EARNINGS PER COMMON SHARE
Basic EPS is calculated by dividing net income available to common shareholders by the weighted average number of shares of common stock outstanding.
Diluted EPS is calculated by dividing net income available to common shareholders by the weighted average number of shares of common stock outstanding, adjusted for the dilutive effect of potential common shares issuable for stock options, TSRs, and restricted shares as calculated using the treasury stock method. Adjustments to the weighted average number of shares of common stock outstanding are made only when such adjustments dilute EPS. As of September 30, 2026 and 2025, the potential common shares issuable included in diluted shares outstanding consist of stock options that have an exercise price less than the market price as well as TSR and performance-based restricted shares that are estimated to be awarded as performance targets were met as of the end of the period. The 2026 diluted shares outstanding also include time-based restricted stock units granted in 2026.
The following table sets forth the computation of basic and diluted EPS.
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