Old National Bancorp

EVANSVILLE, Ind., April 22, 2025 (GLOBE NEWSWIRE) --

Old National Bancorp (NASDAQ: ONB) reports 1Q25 net income applicable to common shares of $140.6 million, diluted EPS of $0.44; $145.5 million and $0.45 on an adjusted1 basis, respectively.

CEO COMMENTARY:

"Old National reported better-than-expected first-quarter results driven by our peer-leading deposit franchise, solid loan growth and disciplined expense management," said Chairman and CEO Jim Ryan. "These results demonstrate our ability to navigate a challenging and uncertain economic environment, setting us up favorably as we move into the second quarter and, importantly, as we prepare for our partnership with Bremer Bank which we anticipate closing on May 1, 2025."

FIRST QUARTER HIGHLIGHTS2:

Net Income  Net income applicable to common shares of $140.6 million; adjusted net income applicable to common shares1 of $145.5 million Earnings per diluted common share ("EPS") of $0.44; adjusted EPS1 of $0.45  Net Interest 
Income/NIM  Net interest income on a fully taxable equivalent basis1 of $393.0 million Net interest margin on a fully taxable equivalent basis1 ("NIM") of 3.27%, down 3 basis points ("bps")  Operating 
Performance  Pre-provision net revenue1 ("PPNR") of $218.3 million; adjusted PPNR1 of $224.3 million Noninterest expense of $268.5 million; adjusted noninterest expense1 of $262.6 million Efficiency ratio1 of 53.7%; adjusted efficiency ratio1 of 51.8%  Deposits and 
Funding  Period-end total deposits of $41.0 billion, up 2.1% annualized; core deposits up 1.7% annualized Granular low-cost deposit franchise; total deposit costs of 191 bps, down 17 bps  Loans and 
Credit 
Quality  End-of-period total loans3 of $36.5 billion, up 1.5% annualized Provision for credit losses4 ("provision") of $31.4 million Net charge-offs of $21.6 million, or 24 bps of average loans; 21 bps excluding purchased credit deteriorated ("PCD") loans that had an allowance at acquisition 30+ day delinquencies of 0.22% and nonaccrual loans of 1.29% of total loans  Return 
Profile & 
Capital Return on average tangible common equity1 ("ROATCE") of 15.0%; adjusted ROATCE1 of 15.5% Preliminary regulatory Tier 1 common equity to risk-weighted assets of 11.62%, up 24 bps  Notable 
Items $5.9 million of pre-tax merger-related charges

1 Non-GAAP financial measure that management believes is useful in evaluating the financial results of the Company – refer to the Non-GAAP reconciliations contained in this release 2 Comparisons are on a linked-quarter basis, unless otherwise noted 3 Includes loans held-for-sale 4 Includes the provision for unfunded commitments

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RESULTS OF OPERATIONS2
Old National Bancorp ("Old National") reported first quarter 2025 net income applicable to common shares of $140.6 million, or $0.44 per diluted common share.

Included in first quarter results were pre-tax charges of $5.9 million for merger-related expenses. Excluding these charges and realized debt securities losses from the current quarter, adjusted net income1 was $145.5 million, or $0.45 per diluted common share.

DEPOSITS AND FUNDING
Growth in core deposits driven by normal seasonal patterns in business checking and public funds, along with growth in community deposits.

Period-end total deposits were $41.0 billion, up 2.1% annualized; core deposits up 1.7% annualized. On average, total deposits for the first quarter were $40.5 billion, down 6.2% annualized. Granular low-cost deposit franchise; total deposit costs of 191 bps, down 17 bps. A loan to deposit ratio of 89%, combined with existing funding sources, provides strong liquidity.

LOANS
Balanced commercial loan production, growth and pipeline.

Period-end total loans3 were $36.5 billion, up 1.5% annualized; up 2.3% annualized excluding $71 million of commercial real estate loan sales. Total commercial loan production in the first quarter was $1.5 billion; period-end commercial pipeline totaled $3.4 billion. Average total loans in the first quarter were $36.3 billion, a decrease of $128.2 million, or down 1.4% annualized.

CREDIT QUALITY
Resilient credit quality continues to be a hallmark of Old National.

Provision4 expense was $31.4 million compared to $27.0 million. Net charge-offs were $21.6 million, or 24 bps of average loans compared to 21 bps.

Excluding PCD loans that had an allowance for credit losses established at acquisition, net charge-offs to average loans were 21 bps compared to 17 bps. 30+ day delinquencies as a percentage of loans were 0.22% compared to 0.27%. Nonaccrual loans as a percentage of total loans were 1.29% compared to 1.23%. Loans acquired from previous acquisitions were recorded at fair value at the acquisition date. The remaining discount on these acquired loans was $119.2 million. The allowance for credit losses, including the allowance for credit losses on unfunded commitments, stood at $424.0 million, or 1.16% of total loans, compared to $414.2 million, or 1.14% of total loans.

NET INTEREST INCOME AND MARGIN
Lower reflective of lower accretion and number of days.

Net interest income on a fully taxable equivalent basis1 decreased to $393.0 million compared to $400.0 million, driven by lower accretion, fewer days in the quarter and earning asset mix, partly offset by lower funding costs. Net interest margin on a fully taxable equivalent basis1 decreased 3 bps to 3.27%. Accretion income on loans and borrowings was $12.3 million, or 10 bps of net interest margin1, compared to $18.5 million, or 15 bps of net interest margin1. Cost of total deposits was 1.91%, decreasing 17 bps and the cost of total interest-bearing deposits decreased 25 bps to 2.46%.

NONINTEREST INCOME
Impacted by seasonally lower bank fees and lower company-owned life insurance.

Total noninterest income was $93.8 million compared to $95.8 million. Noninterest income decreased 2.1% driven by seasonally lower bank fees and lower company-owned life insurance.

Other income was impacted by $4.8 million of gains on the sale of $71 million of commercial real estate loans in the first quarter of 2025 and $8 million of equity investments recoveries in the fourth quarter of 2024.

NONINTEREST EXPENSE
Disciplined expense management.

Noninterest expense was $268.5 million and included $5.9 million of merger-related charges.

Excluding merger-related charges, adjusted noninterest expense1 was $262.6 million, compared to $268.7 million; decrease driven by lower FDIC assessment expense and tax credit amortization. The efficiency ratio1 was 53.7%, while the adjusted efficiency ratio1 was 51.8% compared to 54.4% and 51.8%, respectively.

INCOME TAXES

Income tax expense was $36.9 million, resulting in an effective tax rate of 20.3% compared to 17.3%. On an adjusted fully taxable equivalent ("FTE") basis, the effective tax rate was 22.6% compared to 19.8%.

The effective tax rate for the first quarter of 2025 was impacted by $1.2 million for the vesting of employee stock compensation and the fourth quarter of 2024 was impacted by $5.9 million for the resolution of tax matters. Income tax expense included $5.3 million of tax credit benefit compared to $5.2 million.

CAPITAL
Capital ratios remain strong.

Preliminary total risk-based capital up 31 bps to 13.68% and preliminary regulatory Tier 1 capital up 25 bps to 12.23%, as strong retained earnings drive capital. Tangible common equity to tangible assets was 7.76%, up 4.7%.

CONFERENCE CALL AND WEBCAST
Old National will host a conference call and live webcast at 9:00 a.m. Central Time on Tuesday, April 22, 2025, to review first quarter financial results. The live audio webcast link and corresponding presentation slides will be available on the Company’s Investor Relations website at oldnational.com and will be archived there for 12 months. To listen to the live conference call, dial U.S. (800) 715-9871 or International (646) 307-1963, access code 5176690. A replay of the call will also be available from approximately noon Central Time on April 22, 2025 through May 6, 2025. To access the replay, dial U.S. (800) 770-2030 or International (647) 362-9199; Access code 5176690.

ABOUT OLD NATIONAL
Old National Bancorp (NASDAQ: ONB) is the holding company of Old National Bank. As the sixth largest commercial bank headquartered in the Midwest, Old National proudly serves clients primarily in the Midwest and Southeast. With approximately $54 billion of assets and $29 billion of assets under management, Old National ranks among the top 30 banking companies headquartered in the United States. Tracing our roots to 1834, Old National focuses on building long-term, highly valued partnerships with clients while also strengthening and supporting the communities we serve. In addition to providing extensive services in consumer and commercial banking, Old National offers comprehensive wealth management and capital markets services. For more information and financial data, please visit Investor Relations at oldnational.com. In 2024, Points of Light named Old National one of "The Civic 50" - an honor reserved for the 50 most community-minded companies in the United States.

USE OF NON-GAAP FINANCIAL MEASURES
The Company's accounting and reporting policies conform to U.S. generally accepted accounting principles ("GAAP") and general practices within the banking industry. As a supplement to GAAP, the Company provides non-GAAP performance results, which the Company believes are useful because they assist investors in assessing the Company's operating performance. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found in the tables at the end of this release.

The Company presents EPS, the efficiency ratio, return on average common equity, return on average tangible common equity, and net income applicable to common shares, all adjusted for certain notable items. These items include merger-related charges associated with completed and pending acquisitions, debt securities gains/losses, separation expense, CECL Day 1 non-PCD provision expense, distribution of excess pension assets expense, and FDIC special assessment expense. Management believes excluding these items from EPS, the efficiency ratio, return on average common equity, and return on average tangible common equity may be useful in assessing the Company's underlying operational performance since these items do not pertain to its core business operations and their exclusion may facilitate better comparability between periods. Management believes that excluding merger-related charges from these metrics may be useful to the Company, as well as analysts and investors, since these expenses can vary significantly based on the size, type, and structure of each acquisition. Additionally, management believes excluding these items from these metrics may enhance comparability for peer comparison purposes.

Income tax expense, provision for credit losses, and the certain notable items listed above are excluded from the calculation of pre-provision net revenues, adjusted due to the fluctuation in income before income tax and the level of provision for credit losses required. Management believes adjusted pre-provision net revenues may be useful in assessing the Company's underlying operating performance and their exclusion may facilitate better comparability between periods and for peer comparison purposes.

The Company presents adjusted noninterest expense, which excludes merger-related charges associated with completed and pending acquisitions, separation expense, distribution of excess pension assets expense, and FDIC special assessment expense, as well as adjusted noninterest income, which excludes debt securities gains/losses. Management believes that excluding these items from noninterest expense and noninterest income may be useful in assessing the Company’s underlying operational performance as these items either do not pertain to its core business operations or their exclusion may facilitate better comparability between periods and for peer comparison purposes.

The tax-equivalent adjustment to net interest income and net interest margin recognizes the income tax savings when comparing taxable and tax-exempt assets. Interest income and yields on tax-exempt securities and loans are presented using the current federal income tax rate of 21%. Management believes that it is standard practice in the banking industry to present net interest income and net interest margin on a fully tax-equivalent basis and that it may enhance comparability for peer comparison purposes.

In management's view, tangible common equity measures are capital adequacy metrics that may be meaningful to the Company, as well as analysts and investors, in assessing the Company's use of equity and in facilitating comparisons with peers. These non-GAAP measures are valuable indicators of a financial institution's capital strength since they eliminate intangible assets from stockholders' equity and retain the effect of accumulated other comprehensive loss in stockholders' equity.

Although intended to enhance investors' understanding of the Company's business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. In addition, these non-GAAP financial measures may differ from those used by other financial institutions to assess their business and performance. See the following reconciliations in the "Non-GAAP Reconciliations" section for details on the calculation of these measures to the extent presented herein.

FORWARD-LOOKING STATEMENTS 
This communication contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”), notwithstanding that such statements are not specifically identified as such. In addition, certain statements may be contained in our future filings with the Securities and Exchange Commission ("SEC"), in press releases, and in oral and written statements made by us that are not statements of historical fact and constitute forward‐looking statements within the meaning of the Act. These statements include, but are not limited to, descriptions of Old National’s financial condition, results of operations, asset and credit quality trends, profitability and business plans or opportunities. Forward-looking statements can be identified by the use of words such as "anticipate," "believe," "contemplate," "continue," "could," "estimate," "expect," "guidance," "intend," "may," "outlook," "plan," "potential," "predict," "should," "would," and "will," and other words of similar meaning. These forward-looking statements express management’s current expectations or forecasts of future events and, by their nature, are subject to risks and uncertainties. There are a number of factors that could cause actual results or outcomes to differ materially from those in such statements, including, but not limited to: competition; government legislation, regulations and policies, including trade and tariff policies; the ability of Old National to execute its business plan; unanticipated changes in our liquidity position, including but not limited to changes in our access to sources of liquidity and capital to address our liquidity needs; changes in economic conditions and economic and business uncertainty which could materially impact credit quality trends and the ability to generate loans and gather deposits; inflation and governmental responses to inflation, including increasing interest rates; market, economic, operational, liquidity, credit, and interest rate risks associated with our business; our ability to successfully manage our credit risk and the sufficiency of our allowance for credit losses; the possibility that the merger (the “Merger”) between Old National and Bremer Financial Corporation ("Bremer") does not close when expected; the expected cost savings, synergies and other financial benefits from the Merger not being realized within the expected time frames and costs or difficulties relating to integration matters being greater than expected; potential adverse reactions or changes to business or employee relationships, including those resulting from the completion of the Merger; the impact of purchase accounting with respect to the Merger, or any change in the assumptions used regarding the assets acquired and liabilities assumed to determine their fair value and credit marks; risks relating to the potential dilutive effect of shares of Old National’s common stock to be issued in the Merger; the potential impact of future business combinations on our performance and financial condition, including our ability to successfully integrate the businesses, the success of revenue-generating and cost reduction initiatives and the diversion of management’s attention from ongoing business operations and opportunities; failure or circumvention of our internal controls; operational risks or risk management failures by us or critical third parties, including without limitation with respect to data processing, information systems, cybersecurity, technological changes, vendor issues, business interruption, and fraud risks; significant changes in accounting, tax or regulatory practices or requirements; new legal obligations or liabilities; disruptive technologies in payment systems and other services traditionally provided by banks; failure or disruption of our information systems; computer hacking and other cybersecurity threats; the effects of climate change on Old National and its customers, borrowers, or service providers; the impacts of pandemics, epidemics and other infectious disease outbreaks; other matters discussed in this communication; and other factors identified in our Annual Report on Form 10-K for the year ended December 31, 2024 and other filings with the SEC. These forward-looking statements are made only as of the date of this communication and are not guarantees of future results, performance or outcomes, and Old National does not undertake an obligation to update these forward-looking statements to reflect events or conditions after the date of this communication.

CONTACTS:  Media: Rick Vach  Investors: Lynell Durchholz (904) 535-9489  (812) 464-1366 [email protected]  [email protected]

Financial Highlights (unaudited) ($ and shares in thousands, except per share data)  Three Months Ended March 31, December 31, September 30, June 30, March 31, 2025   2024   2024   2024   2024  Income Statement  Net interest income $ 387,643  $ 394,180  $ 391,724  $ 388,421  $ 356,458  FTE adjustment1,3  5,360   5,777   6,144   6,340   6,253  Net interest income - tax equivalent basis3  393,003   399,957   397,868   394,761   362,711  Provision for credit losses  31,403   27,017   28,497   36,214   18,891  Noninterest income  93,794   95,766   94,138   87,271   77,522  Noninterest expense  268,471   276,824   272,283   282,999   262,317  Net income available to common shareholders $ 140,625  $ 149,839  $ 139,768  $ 117,196  $ 116,250  Per Common Share Data  Weighted average diluted shares  321,016   318,803   317,331   316,461   292,207  EPS, diluted $ 0.44  $ 0.47  $ 0.44  $ 0.37  $ 0.40  Cash dividends  0.14   0.14   0.14   0.14   0.14  Dividend payout ratio2  32 %  30 %  32 %  38 %  35 % Book value $ 19.71  $ 19.11  $ 19.20  $ 18.28  $ 18.24  Stock price  21.19   21.71   18.66   17.19   17.41  Tangible book value3  12.54   11.91   11.97   11.05   11.10  Performance Ratios  ROAA  1.08 %  1.14 %  1.08 %  0.92 %  0.98 % ROAE  9.1 %  9.8 %  9.4 %  8.2 %  8.7 % ROATCE3  15.0 %  16.4 %  16.0 %  14.1 %  14.9 % NIM (FTE)3  3.27 %  3.30 %  3.32 %  3.33 %  3.28 % Efficiency ratio3  53.7 %  54.4 %  53.8 %  57.2 %  58.3 % NCOs to average loans  0.24 %  0.21 %  0.19 %  0.16 %  0.14 % ACL on loans to EOP loans  1.10 %  1.08 %  1.05 %  1.01 %  0.95 % ACL4 to EOP loans  1.16 %  1.14 %  1.12 %  1.08 %  1.03 % NPLs to EOP loans  1.29 %  1.23 %  1.22 %  0.94 %  0.98 % Balance Sheet (EOP)  Total loans $ 36,413,944  $ 36,285,887  $ 36,400,643  $ 36,150,513  $ 33,623,319  Total assets  53,877,944   53,552,272   53,602,293   53,119,645   49,534,918  Total deposits  41,034,572   40,823,560   40,845,746   39,999,228   37,699,418  Total borrowed funds  5,447,054   5,411,537   5,449,096   6,085,204   5,331,161  Total shareholders' equity  6,534,654   6,340,350   6,367,298   6,075,072   5,595,408  Capital Ratios3  Risk-based capital ratios (EOP):  Tier 1 common equity  11.62 %  11.38 %  11.00 %  10.73 %  10.76 % Tier 1 capital  12.23 %  11.98 %  11.60 %  11.33 %  11.40 % Total capital  13.68 %  13.37 %  12.94 %  12.71 %  12.74 % Leverage ratio (average assets)  9.44 %  9.21 %  9.05 %  8.90 %  8.96 % Equity to assets (averages)  12.01 %  11.78 %  11.60 %  11.31 %  11.32 % TCE to TA  7.76 %  7.41 %  7.44 %  6.94 %  6.86 % Nonfinancial Data  Full-time equivalent employees  4,028   4,066   4,105   4,267   3,955  Banking centers  280   280   280   280   258  1 Calculated using the federal statutory tax rate in effect of 21% for all periods.  2 Cash dividends per common share divided by net income per common share (basic).  3 Represents a non-GAAP financial measure. Refer to the "Non-GAAP Measures" table for reconciliations to GAAP financial measures.
 March 31, 2025 capital ratios are preliminary. 4 Includes the allowance for credit losses on loans and unfunded loan commitments.   FTE - Fully taxable equivalent basis ROAA - Return on average assets ROAE - Return on average equity ROATCE - Return on average tangible common equity NCOs - Net Charge-offs ACL - Allowance for Credit Losses EOP - End of period actual balances NPLs - Non-performing Loans TCE - Tangible common equity TA - Tangible assets

Income Statement (unaudited) ($ and shares in thousands, except per share data) Three Months Ended March 31, December 31, September 30, June 30, March 31, 2025   2024   2024   2024   2024  Interest income $ 630,399  $ 662,082  $ 679,925  $ 663,663  $ 595,981  Less: interest expense  242,756   267,902   288,201   275,242   239,523  Net interest income  387,643   394,180   391,724   388,421   356,458  Provision for credit losses  31,403   27,017   28,497   36,214   18,891  Net interest income
 after provision for credit losses  356,240   367,163   363,227   352,207   337,567  Wealth and investment services fees  29,648   30,012   29,117   29,358   28,304  Service charges on deposit accounts  21,156   20,577   20,350   19,350   17,898  Debit card and ATM fees  9,991   10,991   11,362   10,993   10,054  Mortgage banking revenue  6,879   7,026   7,669   7,064   4,478  Capital markets income  4,506   5,244   7,426   4,729   2,900  Company-owned life insurance  5,381   6,499   5,315   5,739   3,434  Other income  16,309   15,539   12,975   10,036   10,470  Debt securities gains (losses), net  (76 )  (122 )  (76 )  2   (16 ) Total noninterest income  93,794   95,766   94,138   87,271   77,522  Salaries and employee benefits  148,305   146,605   147,494   159,193   149,803  Occupancy  29,053   29,733   27,130   26,547   27,019  Equipment  8,901   9,325   9,888   8,704   8,671  Marketing  11,940   12,653   11,036   11,284   10,634  Technology  22,020   21,429   23,343   24,002   20,023  Communication  4,134   4,176   4,681   4,480   4,000  Professional fees  7,919   11,055   7,278   10,552   6,406  FDIC assessment  9,700   11,970   11,722   9,676   11,313  Amortization of intangibles  6,830   7,237   7,411   7,425   5,455  Amortization of tax credit investments  3,424   4,556   3,277   2,747   2,749  Other expense  16,245   18,085   19,023   18,389   16,244  Total noninterest expense  268,471   276,824   272,283   282,999   262,317  Income before income taxes  181,563   186,105   185,082   156,479   152,772  Income tax expense  36,904   32,232   41,280   35,250   32,488  Net income $ 144,659  $ 153,873  $ 143,802  $ 121,229  $ 120,284  Preferred dividends  (4,034 )  (4,034 )  (4,034 )  (4,033 )  (4,034 ) Net income applicable to common shares $ 140,625  $ 149,839  $ 139,768  $ 117,196  $ 116,250   EPS, diluted $ 0.44  $ 0.47  $ 0.44  $ 0.37  $ 0.40  Weighted Average Common Shares Outstanding  Basic  315,925   315,673   315,622   315,585   290,980  Diluted  321,016   318,803   317,331   316,461   292,207  Common shares outstanding (EOP)  319,236   318,980   318,955   318,969   293,330

End of Period Balance Sheet (unaudited) ($ in thousands) March 31, December 31, September 30, June 30, March 31, 2025   2024   2024   2024   2024  Assets  Cash and due from banks $ 486,061  $ 394,450  $ 498,120  $ 428,665  $ 350,990  Money market and other interest-earning investments  753,719   833,518   693,450   804,381   588,509  Investments:  Treasury and government-sponsored agencies  2,364,170   2,289,903   2,335,716   2,207,004   2,243,754  Mortgage-backed securities  6,458,023   6,175,103   6,085,826   5,890,371   5,566,881  States and political subdivisions  1,589,555   1,637,379   1,665,128   1,678,597   1,672,061  Other securities  755,348   781,656   783,079   775,623   760,847  Total investments  11,167,096   10,884,041   10,869,749   10,551,595   10,243,543  Loans held-for-sale, at fair value  40,424   34,483   62,376   66,126   19,418  Loans:  Commercial  10,650,615   10,288,560   10,408,095   10,332,631   9,648,269  Commercial and agriculture real estate  16,135,327   16,307,486   16,356,216   16,016,958   14,653,958  Residential real estate  6,771,694   6,797,586   6,757,896   6,894,957   6,661,379  Consumer  2,856,308   2,892,255   2,878,436   2,905,967   2,659,713  Total loans  36,413,944   36,285,887   36,400,643   36,150,513   33,623,319  Allowance for credit losses on loans  (401,932 )  (392,522 )  (380,840 )  (366,335 )  (319,713 ) Premises and equipment, net  584,664   588,970   599,528   601,945   564,007  Goodwill and other intangible assets  2,289,268   2,296,098   2,305,084   2,306,204   2,095,511  Company-owned life insurance  859,211   859,851   863,723   862,032   767,423  Accrued interest receivable and other assets  1,685,489   1,767,496   1,690,460   1,714,519   1,601,911  Total assets $ 53,877,944  $ 53,552,272  $ 53,602,293  $ 53,119,645  $ 49,534,918   Liabilities and Equity  Noninterest-bearing demand deposits $ 9,186,314  $ 9,399,019  $ 9,429,285  $ 9,336,042  $ 9,257,709  Interest-bearing:  Checking and NOW accounts  7,736,014   7,538,987   7,314,245   7,680,865   7,236,667  Savings accounts  4,715,329   4,753,279   4,781,447   4,983,811   5,020,095  Money market accounts  11,638,653   11,807,228   11,601,461   10,485,491   10,234,113  Other time deposits  6,212,898   5,819,970   6,010,070   5,688,432   4,760,659  Total core deposits  39,489,208   39,318,483   39,136,508   38,174,641   36,509,243  Brokered deposits  1,545,364   1,505,077   1,709,238   1,824,587   1,190,175  Total deposits  41,034,572   40,823,560   40,845,746   39,999,228   37,699,418   Federal funds purchased and interbank borrowings  170   385   135,263   250,154   50,416  Securities sold under agreements to repurchase  290,256   268,975   244,626   240,713   274,493  Federal Home Loan Bank advances  4,514,354   4,452,559   4,471,153   4,744,560   4,193,039  Other borrowings  642,274   689,618   598,054   849,777   813,213  Total borrowed funds  5,447,054   5,411,537   5,449,096   6,085,204   5,331,161  Accrued expenses and other liabilities  861,664   976,825   940,153   960,141   908,931  Total liabilities  47,343,290   47,211,922   47,234,995   47,044,573   43,939,510  Preferred stock, common stock, surplus, and retained earnings  7,183,163   7,086,393   6,971,054   6,866,480   6,375,036  Accumulated other comprehensive income (loss), net of tax  (648,509 )  (746,043 )  (603,756 )  (791,408 )  (779,628 ) Total shareholders' equity  6,534,654   6,340,350   6,367,298   6,075,072   5,595,408  Total liabilities and shareholders' equity $ 53,877,944  $ 53,552,272  $ 53,602,293  $ 53,119,645  $ 49,534,918

Average Balance Sheet and Interest Rates (unaudited) ($ in thousands)   Three Months Ended  Three Months Ended  Three Months Ended March 31, 2025  December 31, 2024  March 31, 2024 Average Income1/ Yield/  Average Income1/ Yield/  Average Income1/ Yield/ Earning Assets:  Balance Expense Rate  Balance Expense Rate  Balance Expense Rate Money market and other interest-earning investments  $ 791,067  $ 8,815 4.52 %  $ 1,072,509  $ 12,843 4.76 %  $ 757,244  $ 9,985 5.30 % Investments:  Treasury and government-sponsored agencies   2,318,869   20,019 3.45 %   2,325,120   20,841 3.59 %   2,362,477   23,266 3.94 % Mortgage-backed securities   6,287,825   54,523 3.47 %   6,149,775   50,416 3.28 %   5,357,085   38,888 2.90 % States and political subdivisions   1,610,819   13,242 3.29 %   1,654,591   13,698 3.31 %   1,680,175   13,976 3.33 % Other securities   770,839   10,512 5.45 %   783,708   10,518 5.37 %   770,438   12,173 6.32 % Total investments   10,988,352   98,296 3.58 %   10,913,194   95,473 3.50 %   10,170,175   88,303 3.47 % Loans:2  Commercial   10,397,991   165,595 6.37 %   10,401,056   176,996 6.81 %   9,540,385   167,263 7.01 % Commercial and agriculture real estate   16,213,606   245,935 6.07 %   16,326,802   263,062 6.44 %   14,368,370   230,086 6.41 % Residential real estate loans   6,815,091   67,648 3.97 %   6,814,829   68,346 4.01 %   6,693,814   63,003 3.76 % Consumer   2,871,213   49,470 6.99 %   2,883,413   51,139 7.06 %   2,645,091   43,594 6.63 % Total loans   36,297,901   528,648 5.83 %   36,426,100   559,543 6.14 %   33,247,660   503,946 6.07 %  Total earning assets  $ 48,077,320  $ 635,759 5.30 %  $ 48,411,803  $ 667,859 5.52 %  $ 44,175,079  $ 602,234 5.46 %  Less: Allowance for credit losses on loans   (398,765 )     (382,799 )     (313,470 )   Non-earning Assets:  Cash and due from banks  $ 372,428     $ 370,932     $ 362,676  Other assets   5,394,600      5,402,359      4,961,595   Total assets  $ 53,445,583     $ 53,802,295     $ 49,185,880   Interest-Bearing Liabilities:  Checking and NOW accounts  $ 7,526,294  $ 23,850 1.29 %  $ 7,338,532  $ 23,747 1.29 %  $ 7,141,201  $ 25,252 1.42 % Savings accounts   4,692,239   3,608 0.31 %   4,750,387   4,467 0.37 %   5,025,400   5,017 0.40 % Money market accounts   11,664,650   88,381 3.07 %   11,900,305   103,818 3.47 %   9,917,572   94,213 3.82 % Other time deposits   5,996,108   56,485 3.82 %   5,985,911   61,679 4.10 %   4,689,136   47,432 4.07 % Total interest-bearing core deposits   29,879,291   172,324 2.34 %   29,975,135   193,711 2.57 %   26,773,309   171,914 2.58 % Brokered deposits   1,546,756   18,171 4.76 %   1,662,698   21,579 5.16 %   1,047,140   13,525 5.19 % Total interest-bearing deposits   31,426,047   190,495 2.46 %   31,637,833   215,290 2.71 %   27,820,449   185,439 2.68 %  Federal funds purchased and interbank borrowings   148,130   1,625 4.45 %   433   23 21.13 %   69,090   961 5.59 % Securities sold under agreements to repurchase   272,961   551 0.82 %   249,133   584 0.93 %   296,236   917 1.25 % Federal Home Loan Bank advances   4,464,590   41,896 3.81 %   4,461,733   43,788 3.90 %   4,386,492   41,167 3.77 % Other borrowings   675,759   8,189 4.91 %   669,580   8,217 4.88 %   825,846   11,039 5.38 % Total borrowed funds   5,561,440   52,261 3.81 %   5,380,879   52,612 3.89 %   5,577,664   54,084 3.90 %  Total interest-bearing liabilities  $ 36,987,487  $ 242,756 2.66 %  $ 37,018,712  $ 267,902 2.88 %  $ 33,398,113  $ 239,523 2.88 %  Noninterest-Bearing Liabilities and Shareholders' Equity  Demand deposits  $ 9,096,676     $ 9,509,446     $ 9,258,136  Other liabilities   944,935      935,184      964,089  Shareholders' equity   6,416,485      6,338,953      5,565,542   Total liabilities and shareholders' equity  $ 53,445,583     $ 53,802,295     $ 49,185,880   Net interest rate spread    2.64 %    2.64 %    2.58 %  Net interest margin (GAAP)    3.23 %    3.26 %    3.23 %  Net interest margin (FTE)3    3.27 %    3.30 %    3.28 %  FTE adjustment   $ 5,360    $ 5,777    $ 6,253   1 Interest income is reflected on a FTE basis.  2 Includes loans held-for-sale.  3 Represents a non-GAAP financial measure. Refer to the "Non-GAAP Measures" table for reconciliations to GAAP financial measures.

Asset Quality (EOP) (unaudited) ($ in thousands)  Three Months Ended March 31, December 31, September 30, June 30, March 31, 2025   2024   2024   2024   2024  Allowance for credit losses:  Beginning allowance for credit losses on loans $ 392,522  $ 380,840  $ 366,335  $ 319,713  $ 307,610  Allowance established for acquired PCD loans  —   —   2,803   23,922   —  Provision for credit losses on loans  31,026   30,417   29,176   36,745   23,853  Gross charge-offs  (24,540 )  (21,278 )  (18,965 )  (17,041 )  (14,020 ) Gross recoveries  2,924   2,543   1,491   2,996   2,270  NCOs  (21,616 )  (18,735 )  (17,474 )  (14,045 )  (11,750 ) Ending allowance for credit losses on loans $ 401,932  $ 392,522  $ 380,840  $ 366,335  $ 319,713  Beginning allowance for credit losses on unfunded commitments $ 21,654  $ 25,054  $ 25,733  $ 26,264  $ 31,226  Provision (release) for credit losses on unfunded commitments  377   (3,400 )  (679 )  (531 )  (4,962 ) Ending allowance for credit losses on unfunded commitments $ 22,031  $ 21,654  $ 25,054  $ 25,733  $ 26,264  Allowance for credit losses $ 423,963  $ 414,176  $ 405,894  $ 392,068  $ 345,977  Provision for credit losses on loans $ 31,026  $ 30,417  $ 29,176  $ 36,745  $ 23,853  Provision (release) for credit losses on unfunded commitments  377   (3,400 )  (679 )  (531 )  (4,962 ) Provision for credit losses $ 31,403  $ 27,017  $ 28,497  $ 36,214  $ 18,891  NCOs / average loans1  0.24 %  0.21 %  0.19 %  0.16 %  0.14 % Average loans1 $ 36,284,059  $ 36,410,414  $ 36,299,544  $ 36,053,845  $ 33,242,739  EOP loans1  36,413,944   36,285,887   36,400,643   36,150,513   33,623,319  ACL on loans / EOP loans1  1.10 %  1.08 %  1.05 %  1.01 %  0.95 % ACL / EOP loans1  1.16 %  1.14 %  1.12 %  1.08 %  1.03 % Underperforming Assets:  Loans 90 days and over (still accruing) $ 6,757  $ 4,060  $ 1,177  $ 5,251  $ 2,172  Nonaccrual loans  469,211   447,979   443,597   340,181   328,645  Foreclosed assets  6,301   4,294   4,077   8,290   9,344  Total underperforming assets $ 482,269  $ 456,333  $ 448,851  $ 353,722  $ 340,161  Classified and Criticized Assets:  Nonaccrual loans $ 469,211  $ 447,979  $ 443,597  $ 340,181  $ 328,645  Substandard loans (still accruing)  1,479,630   1,073,413   1,074,243   841,087   626,157  Loans 90 days and over (still accruing)  6,757   4,060   1,177   5,251   2,172  Total classified loans - "problem loans"  1,955,598   1,525,452   1,519,017   1,186,519   956,974  Other classified assets  53,239   58,954   59,485   60,772   54,392  Special Mention  828,314   908,630   837,543   967,655   827,419  Total classified and criticized assets $ 2,837,151  $ 2,493,036  $ 2,416,045  $ 2,214,946  $ 1,838,785  Loans 30-89 days past due (still accruing) $ 72,517  $ 93,141  $ 91,750  $ 51,712  $ 53,112  Nonaccrual loans / EOP loans1  1.29 %  1.23 %  1.22 %  0.94 %  0.98 % ACL / nonaccrual loans  90 %  92 %  92 %  115 %  105 % Under-performing assets/EOP loans1  1.32 %  1.26 %  1.23 %  0.98 %  1.01 % Under-performing assets/EOP assets  0.90 %  0.85 %  0.84 %  0.67 %  0.69 % 30+ day delinquencies/EOP loans1  0.22 %  0.27 %  0.26 %  0.16 %  0.16 %  1 Excludes loans held-for-sale.

Non-GAAP Measures (unaudited) ($ and shares in thousands, except per share data)  Three Months Ended March 31, December 31, September 30, June 30, March 31, 2025   2024   2024   2024   2024  Earnings Per Share:  Net income applicable to common shares $ 140,625  $ 149,839  $ 139,768  $ 117,196  $ 116,250  Adjustments:  Merger-related charges  5,856   8,117   6,860   19,440   2,908  Tax effect1  (1,089 )  (2,058 )  (1,528 )  (4,413 )  (710 ) Merger-related charges, net  4,767   6,059   5,332   15,027   2,198  Debt securities (gains) losses  76   122   76   (2 )  16  Tax effect1  (14 )  (31 )  (17 )  1   (4 ) Debt securities (gains) losses, net  62   91   59   (1 )  12  Separation expense  —   —   2,646   —   —  Tax effect1  —   —   (589 )  —   —  Separation expense, net  —   —   2,057   —   —  CECL Day 1 non-PCD provision expense  —   —   —   15,312   —  Tax effect1  —   —   —   (3,476 )  —  CECL Day 1 non-PCD provision expense, net  —   —   —   11,836   —  Distribution of excess pension assets  —   —   —   —   13,318  Tax effect1  —   —   —   —   (3,250 ) Distribution excess pension assets, net  —   —   —   —   10,068  FDIC special assessment  —   —   —   —   2,994  Tax effect1  —   —   —   —   (731 ) FDIC special assessment, net  —   —   —   —   2,263  Total adjustments, net  4,829   6,150   7,448   26,862   14,541  Net income applicable to common shares, adjusted $ 145,454  $ 155,989  $ 147,216  $ 144,058  $ 130,791  Weighted average diluted common shares outstanding  321,016   318,803   317,331   316,461   292,207  EPS, diluted $ 0.44  $ 0.47  $ 0.44  $ 0.37  $ 0.40  Adjusted EPS, diluted $ 0.45  $ 0.49  $ 0.46  $ 0.46  $ 0.45  NIM:  Net interest income $ 387,643  $ 394,180  $ 391,724  $ 388,421  $ 356,458  Add: FTE adjustment2  5,360   5,777   6,144   6,340   6,253  Net interest income (FTE) $ 393,003  $ 399,957  $ 397,868  $ 394,761  $ 362,711  Average earning assets $ 48,077,320  $ 48,411,803  $ 47,905,463  $ 47,406,849  $ 44,175,079  NIM (GAAP)  3.23 %  3.26 %  3.27 %  3.28 %  3.23 % NIM (FTE)  3.27 %  3.30 %  3.32 %  3.33 %  3.28 %  Refer to last page of Non-GAAP reconciliations for footnotes.

Non-GAAP Measures (unaudited) ($ in thousands)  Three Months Ended March 31, December 31, September 30, June 30, March 31, 2025   2024   2024   2024   2024  PPNR:  Net interest income (FTE)2 $ 393,003  $ 399,957  $ 397,868  $ 394,761  $ 362,711  Add: Noninterest income  93,794   95,766   94,138   87,271   77,522  Total revenue (FTE)  486,797   495,723   492,006   482,032   440,233  Less: Noninterest expense  (268,471 )  (276,824 )  (272,283 )  (282,999 )  (262,317 ) PPNR $ 218,326  $ 218,899  $ 219,723  $ 199,033  $ 177,916  Adjustments:  Debt securities (gains) losses $ 76  $ 122  $ 76  $ (2 ) $ 16  Noninterest income adjustments  76   122   76   (2 )  16  Adjusted noninterest income  93,870   95,888   94,214   87,269   77,538  Adjusted revenue $ 486,873  $ 495,845  $ 492,082  $ 482,030  $ 440,249  Adjustments:  Merger-related charges $ 5,856  $ 8,117  $ 6,860  $ 19,440  $ 2,908  Separation expense  —   —   2,646   —   —  Distribution of excess pension assets  —   —   —   —   13,318  FDIC Special Assessment  —   —   —   —   2,994  Noninterest expense adjustments  5,856   8,117   9,506   19,440   19,220  Adjusted total noninterest expense  (262,615 )  (268,707 )  (262,777 )  (263,559 )  (243,097 ) Adjusted PPNR $ 224,258  $ 227,138  $ 229,305  $ 218,471  $ 197,152  Efficiency Ratio:  Noninterest expense $ 268,471  $ 276,824  $ 272,283  $ 282,999  $ 262,317  Less: Amortization of intangibles  (6,830 )  (7,237 )  (7,411 )  (7,425 )  (5,455 ) Noninterest expense, excl. amortization of intangibles  261,641   269,587   264,872   275,574   256,862  Less: Amortization of tax credit investments  (3,424 )  (4,556 )  (3,277 )  (2,747 )  (2,749 ) Less: Noninterest expense adjustments  (5,856 )  (8,117 )  (9,506 )  (19,440 )  (19,220 ) Adjusted noninterest expense, excluding amortization $ 252,361  $ 256,914  $ 252,089  $ 253,387  $ 234,893  Total revenue (FTE)2 $ 486,797  $ 495,723  $ 492,006  $ 482,032  $ 440,233  Less: Debt securities (gains) losses  76   122   76   (2 )  16  Total adjusted revenue $ 486,873  $ 495,845  $ 492,082  $ 482,030  $ 440,249  Efficiency Ratio  53.7 %  54.4 %  53.8 %  57.2 %  58.3 % Adjusted Efficiency Ratio  51.8 %  51.8 %  51.2 %  52.6 %  53.4 %  Refer to last page of Non-GAAP reconciliations for footnotes.

Non-GAAP Measures (unaudited) ($ in thousands)  Three Months Ended March 31, December 31, September 30, June 30, March 31, 2025   2024   2024   2024   2024  ROAE and ROATCE:  Net income applicable to common shares $ 140,625  $ 149,839  $ 139,768  $ 117,196  $ 116,250  Amortization of intangibles  6,830   7,237   7,411   7,425   5,455  Tax effect1  (1,708 )  (1,809 )  (1,853 )  (1,856 )  (1,364 ) Amortization of intangibles, net  5,122   5,428   5,558   5,569   4,091  Net income applicable to common shares, excluding intangibles amortization  145,747   155,267   145,326   122,765   120,341  Total adjustments, net (see pg.12)  4,829   6,150   7,448   26,862   14,541  Adjusted net income applicable to common shares, excluding intangibles amortization $ 150,576  $ 161,417  $ 152,774  $ 149,627  $ 134,882  Average shareholders' equity $ 6,416,485  $ 6,338,953  $ 6,190,071  $ 5,978,976  $ 5,565,542  Less: Average preferred equity  (243,719 )  (243,719 )  (243,719 )  (243,719 )  (243,719 ) Average shareholders' common equity $ 6,172,766  $ 6,095,234  $ 5,946,352  $ 5,735,257  $ 5,321,823  Average goodwill and other intangible assets  (2,292,526 )  (2,301,177 )  (2,304,597 )  (2,245,405 )  (2,098,338 ) Average tangible shareholder's common equity $ 3,880,240  $ 3,794,057  $ 3,641,755  $ 3,489,852  $ 3,223,485  ROAE  9.1 %  9.8 %  9.4 %  8.2 %  8.7 % ROAE, adjusted  9.4 %  10.2 %  9.9 %  10.0 %  9.8 % ROATCE  15.0 %  16.4 %  16.0 %  14.1 %  14.9 % ROATCE, adjusted  15.5 %  17.0 %  16.8 %  17.1 %  16.7 %  Refer to last page of Non-GAAP reconciliations for footnotes.

Non-GAAP Measures (unaudited) ($ in thousands)  As of March 31, December 31, September 30, June 30, March 31, 2025   2024   2024   2024   2024  Tangible Common Equity:  Shareholders' equity $ 6,534,654  $ 6,340,350  $ 6,367,298  $ 6,075,072  $ 5,595,408  Less: Preferred equity  (243,719 )  (243,719 )  (243,719 )  (243,719 )  (243,719 ) Shareholders' common equity $ 6,290,935  $ 6,096,631  $ 6,123,579  $ 5,831,353  $ 5,351,689  Less: Goodwill and other intangible assets  (2,289,268 )  (2,296,098 )  (2,305,084 )  (2,306,204 )  (2,095,511 ) Tangible shareholders' common equity $ 4,001,667  $ 3,800,533  $ 3,818,495  $ 3,525,149  $ 3,256,178   Total assets $ 53,877,944  $ 53,552,272  $ 53,602,293  $ 53,119,645  $ 49,534,918  Less: Goodwill and other intangible assets  (2,289,268 )  (2,296,098 )  (2,305,084 )  (2,306,204 )  (2,095,511 ) Tangible assets $ 51,588,676  $ 51,256,174  $ 51,297,209  $ 50,813,441  $ 47,439,407   Risk-weighted assets3 $ 40,266,670  $ 40,314,805  $ 40,584,608  $ 40,627,117  $ 37,845,139   Tangible common equity to tangible assets  7.76 %  7.41 %  7.44 %  6.94 %  6.86 % Tangible common equity to risk-weighted assets3  9.94 %  9.43 %  9.41 %  8.68 %  8.60 % Tangible Common Book Value:  Common shares outstanding  319,236   318,980   318,955   318,969   293,330  Tangible common book value $ 12.54  $ 11.91  $ 11.97  $ 11.05  $ 11.10   1 Tax-effect calculations use management's estimate of the full year FTE tax rates (federal + state). 2 Calculated using the federal statutory tax rate in effect of 21% for all periods. 3 March 31, 2025 figures are preliminary.

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