grepcent / static financial knowledge base

ASSOCIATED BANC-CORP (ASB)

CIK: 0000007789. SIC: 6022 State Commercial Banks. Latest 10-K as of: 2026-02-12.

SIC breadcrumb: Finance, Insurance, And Real Estate > Depository Institutions > SIC 6022 State Commercial Banks

SEC company page: https://www.sec.gov/edgar/browse/?CIK=7789. Latest filing source: 0000007789-26-000071.

Informational only - descriptive public-record data, not investment advice.

Business

Read ASB's verbatim Item 1 Business section from its latest 10-K: Business.

Risk Factors

Read ASB's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue2,172,756,000USD20252026-02-12
Net income474,777,000USD20252026-02-12
Assets45,202,596,000USD20252026-02-12

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-12. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000007789.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Download these verified figures (annual + quarterly, with per-value filing provenance): JSON · CSV

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric2016201720182019202020212022202320242025
Revenue791,568,000886,605,0001,154,137,0001,172,610,000912,840,000798,189,0001,145,252,0001,958,052,0002,122,704,0002,172,756,000
Net income200,274,000229,264,000333,562,000326,790,000306,771,000350,994,000366,122,000182,956,000123,145,000474,777,000
Diluted EPS1.261.421.891.911.862.182.341.130.722.77
Operating cash flow641,383,000458,368,000496,567,000574,260,000550,020,000529,551,000846,566,000442,740,000580,249,000615,692,000
Dividends paid67,855,00076,417,000105,519,000111,804,000112,023,000116,061,000123,137,000129,534,000139,197,000155,773,000
Assets29,139,315,00030,483,594,00033,615,122,00032,386,478,00033,419,783,00035,104,253,00039,405,727,00041,015,855,00043,023,068,00045,202,596,000
Liabilities26,048,003,00027,246,151,00029,834,235,00028,464,355,00029,328,850,00031,079,399,00035,390,237,00036,841,882,00038,417,506,00040,227,249,000
Stockholders' equity3,091,312,0003,237,443,0003,780,888,0003,922,124,0004,090,933,0004,024,853,0004,015,490,0004,173,973,0004,605,562,0004,975,347,000

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Metric2016201720182019202020212022202320242025
Net margin25.30%25.86%28.90%27.87%33.61%43.97%31.97%9.34%5.80%21.85%
Return on equity6.48%7.08%8.82%8.33%7.50%8.72%9.12%4.38%2.67%9.54%
Return on assets0.69%0.75%0.99%1.01%0.92%1.00%0.93%0.45%0.29%1.05%
Liabilities / equity8.438.427.897.267.177.728.818.838.348.09

Industry Peer Context

Each number-line places ASB against the min, median, and max of latest reported values among companies in the same SIC industry when at least three peers report that ratio.

Net margin peer context

ASB Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.ASB Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.149 SIC peersMin -52.5%Median 21.9%Max 46.5%ASB 21.9%

ROE peer context

ASB ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.ASB ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.149 SIC peersMin -22.0%Median 9.6%Max 17.5%ASB 9.5%

ROA peer context

ASB ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.ASB ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.149 SIC peersMin -2.3%Median 1.1%Max 2.5%ASB 1.1%

Financial Charts

ASB revenue, last 5 periods. Source: SEC companyfacts FY2025.ASB revenue, last 5 periods. Source: SEC companyfacts FY2025.ASB RevenueLatest point: FY2025 = $2.2BSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000007789-26-000071; filed 2026-02-12. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

ASB net income, last 5 periods. Source: SEC companyfacts FY2025.ASB net income, last 5 periods. Source: SEC companyfacts FY2025.ASB Net incomeLatest point: FY2025 = $474.8MSource: SEC companyfacts FY2025.Fiscal yearNet income$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000007789-26-000071; filed 2026-02-12. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

ASB diluted eps, last 5 periods. Source: SEC companyfacts FY2025.ASB diluted eps, last 5 periods. Source: SEC companyfacts FY2025.ASB Diluted EPSLatest point: FY2025 = $2.77/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)$0.00/share$2.00/share$4.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000007789-26-000071; filed 2026-02-12. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

ASB operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.ASB operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.ASB Operating cash flowLatest point: FY2025 = $615.7MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow$0.0B$500.0M$1.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000007789-26-000071; filed 2026-02-12. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

ASB dividends paid, last 5 periods. Source: SEC companyfacts FY2025.ASB dividends paid, last 5 periods. Source: SEC companyfacts FY2025.ASB Dividends paidLatest point: FY2025 = $155.8MSource: SEC companyfacts FY2025.Fiscal yearDividends paid$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000007789-26-000071; filed 2026-02-12. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.

ASB assets, last 5 periods. Source: SEC companyfacts FY2025.ASB assets, last 5 periods. Source: SEC companyfacts FY2025.ASB AssetsLatest point: FY2025 = $45.2BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$25.0B$50.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000007789-26-000071; filed 2026-02-12. Concept: Assets. Source concepts: us-gaap:Assets.

ASB liabilities, last 5 periods. Source: SEC companyfacts FY2025.ASB liabilities, last 5 periods. Source: SEC companyfacts FY2025.ASB LiabilitiesLatest point: FY2025 = $40.2BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$25.0B$50.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000007789-26-000071; filed 2026-02-12. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

ASB stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.ASB stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.ASB Stockholders' equityLatest point: FY2025 = $5.0BSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$3.0B$6.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000007789-26-000071; filed 2026-02-12. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-04-28. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000007789.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q22022-06-300.56reported discrete quarter
2022-Q32022-09-300.62reported discrete quarter
2023-Q12023-03-310.66reported discrete quarter
2023-Q22023-03-31103,360,000reported discrete quarter
2023-Q22023-06-30481,231,0000.56reported discrete quarter
2023-Q32023-06-3087,154,000reported discrete quarter
2023-Q32023-09-30508,637,0000.53reported discrete quarter
2023-Q42023-12-31525,367,000-90,806,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-31523,388,00081,169,0000.52reported discrete quarter
2024-Q22024-03-3181,169,000reported discrete quarter
2024-Q22024-06-30530,274,0000.74reported discrete quarter
2024-Q32024-06-30115,573,000reported discrete quarter
2024-Q32024-09-30540,318,0000.56reported discrete quarter
2024-Q42024-12-31528,724,000-161,615,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31525,877,000101,687,0000.59reported discrete quarter
2025-Q22025-03-31101,687,000reported discrete quarter
2025-Q22025-06-30545,536,0000.65reported discrete quarter
2025-Q32025-06-30111,230,000reported discrete quarter
2025-Q32025-09-30556,591,0000.73reported discrete quarter
2025-Q42025-12-31544,344,000137,129,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-31528,044,000119,635,0000.70reported discrete quarter

Quarterly Charts

ASB quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.ASB quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.ASB Quarterly RevenueLatest point: 2026-Q1 = $528.0MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Revenue$0.0B$375.0M$750.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000007789-26-000141; filed 2026-04-28. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

ASB quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.ASB quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.ASB Quarterly Net incomeLatest point: 2026-Q1 = $119.6MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Net income-$250.0M$0.0B$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000007789-26-000141; filed 2026-04-28. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

ASB quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.ASB quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.ASB Quarterly Diluted EPSLatest point: 2026-Q1 = $0.70/shareSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Diluted EPS (USD/share)$0.00/share$0.50/share$1.00/share2022-Q22022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000007789-26-000141; filed 2026-04-28. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0000007789-26-000141.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-04-28. Report date: 2026-03-31.

ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Special Note Regarding Forward-Looking Statements

This report contains statements that may constitute forward-looking statements within the meaning of the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, such as statements other than historical facts contained or incorporated by reference into this report. These forward-looking statements include statements with respect to the Corporation’s financial condition, results of operations, plans, objectives, future performance and business, including statements preceded by, followed by or that include the words “believes,” “expects,” or “anticipates,” references to estimates or similar expressions. Future filings by the Corporation with the SEC, and future statements other than historical facts contained in written material, press releases and oral statements issued by, or on behalf of the Corporation may also constitute forward-looking statements.

All forward-looking statements contained in this report or which may be contained in future statements made for or on behalf of the Corporation are based upon information available at the time the statement is made and the Corporation assumes no obligation to update any forward-looking statements, except as required by federal securities law. Forward-looking statements are subject to significant risks and uncertainties, and the Corporation’s actual results may differ materially from the expected results discussed in such forward-looking statements. Factors that might cause actual results to differ from the results discussed in forward-looking statements include, but are not limited to, the risk factors in Item 1A, Risk Factors, in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2025, and as may be described from time to time in the Corporation’s subsequent SEC filings.

Overview

The following discussion and analysis is presented to assist in the understanding and evaluation of the Corporation’s financial condition and results of operations. It is intended to complement the unaudited consolidated financial statements, footnotes, and supplemental financial data appearing elsewhere in this Quarterly Report on Form 10-Q and should be read in conjunction therewith. Management continually evaluates strategic acquisition opportunities and various other strategic alternatives that could involve the sale or acquisition of branches or other assets, or the consolidation or creation of subsidiaries. Within the tables presented, certain columns and rows may not recalculate due to the use of rounded numbers for disclosure purposes.

Performance Summary

•Average loans of $31.3 billion increased $1.2 billion, or 4%, from the first three months of 2025, driven primarily by an increase in commercial and business lending, auto finance, and real estate construction; partially offset by decreases in residential mortgage and other commercial real estate - investor.

•Average deposits of $35.2 billion increased $327.5 million, or 1%, from the first three months of 2025, driven by increases in all deposit types except brokered CDs, interest-bearing demand, and money market.

•Net interest income of $307.2 increased $21.2 million, or 7%, from the first three months of 2025, and net interest margin was 3.03%, compared to 2.97% for the first three months of 2025. The increases in net interest income and net interest margin were driven by increases average balances of interest earning assets alongside a decrease in rates for interest-bearing liabilities.

•Provision for credit losses was $11.0 million compared to $13.0 million for the first three months of 2025, driven by nominal credit movement coupled with general macroeconomic trends.

•Noninterest income of $75.9 million increased $17.1 million, or 29%, from the first three months of 2025, primarily due to higher wealth management fees and mortgage banking revenue as well as the absence of a loss on mortgage portfolio sale that was recognized in the first quarter of 2025 in connection with the completion of balance sheet repositioning announced in the fourth quarter of 2024.

•Noninterest expense of $219.2 million increased $8.5 million, or 4%, from the first three months of 2025, primarily due to an increase in personnel expense, primarily driven by increases in health care benefit costs and annual incentive accruals based on increased FTEs in incentive eligible roles; partially offset by a decrease in other noninterest expense, due to elevated OREO write downs in 2025 as compared to 2026.

46

Table of Contents

Table 1 Summary Results of Operations: Trends

Quarter ended
(Dollars in thousands, except per share data)Mar 31, 2026Dec 31, 2025Sep 30, 2025Jun 30, 2025Mar 31, 2025
Net income$119,635$137,129$124,732$111,230$101,687
Net income available to common equity116,760134,254121,857108,35598,812
Earnings per common share - basic0.700.810.730.650.60
Earnings per common share - diluted0.700.800.730.650.59
Dividend payout ratio(a)34.29%29.63%31.51%35.38%38.33%
Book value / share(b)29.0428.8128.1727.6727.09
Tangible book value (TBV) / share(b)(c)22.2322.0121.3620.8420.25
Performance ratios
Return on average assets(d)1.08%1.23%1.12%1.03%0.97%
Return on average tangible assets(c)(d)1.12%1.27%1.17%1.07%1.01%
Return on average equity(d)9.69%11.09%10.26%9.43%8.91%
Return on average tangible common equity (ROATCE)(c)(d)13.03%15.04%14.02%12.96%12.34%
Efficiency ratios (expense / revenue)
Fully tax-equivalent efficiency ratio56.03%55.21%54.77%55.81%59.72%
Adjusted efficiency ratio(c)55.77%55.15%54.77%55.81%58.55%

(a) Ratio is based upon basic earnings per common share.

(b) Based on period end common shares outstanding.

(c) This is a non-GAAP financial measure. See Table 19 Non-GAAP Measures for a reconciliation to GAAP financial measures.

(d) This ratio is annualized.

47

Table of Contents

Table 2 Net Interest Income Analysis

[[GREPCENT_TABLE]]
[["","Three Months Ended,"],["","Mar 31, 2026","December 31, 2025(a)","Mar 31, 2025(a)"],["(Dollars in thousands)","Average Balance","Interest Income / Expense","Average Yield / Rate","Average Balance","Interest Income / Expense","Average Yield / Rate","Average Balance","Interest Income / Expense","Average Yield / Rate"],["Assets"],["Earning assets"],["Loans(b)(c)"],["Commercial and industrial","$","11,776,702","","$","172,507","","5.94%","$","11,588,059","","$","182,101","","6.24%","$","10,583,318","","$","169,785","","6.50%"],["Commercial real estate\u2014owner occupied","1,190,708","","15,968","","5.44%","1,157,531","","16,358","","5.61%","1,141,167","","16,200","","5.76%"],["Commercial and business lending","12,967,410","","188,475","","5.89%","12,745,590","","198,459","","6.18%","11,724,484","","185,985","","6.43%"],["Commercial real estate\u2014investor","5,277,283","","78,154","","6.01%","5,291,562","","84,153","","6.31%","5,415,412","","87,089","","6.52%"],["Real estate construction","2,055,338","","34,043","","6.72%","1,974,318","","34,870","","7.01%","1,898,582","","33,945","","7.25%"],["Commercial real estate lending","7,332,621","","112,197","","6.21%","7,265,880","","119,023","","6.50%","7,313,994","","121,034","","6.71%"],["Total commercial","20,300,031","","300,672","","6.01%","20,011,470","","317,482","","6.30%","19,038,479","","307,020","","6.54%"],["Residential mortgage","6,831,984","","64,640","","3.78%","6,899,778","","64,779","","3.76%","7,256,320","","66,823","","3.68%"],["Auto finance","3,125,504","","41,969","","5.45%","3,064,457","","42,915","","5.56%","2,844,730","","39,176","","5.59%"],["Home equity","709,865","","11,692","","6.60%","706,923","","12,570","","7.11%","657,625","","12,052","","7.34%"],["Other consumer","314,118","","8,504","","10.98%","312,730","","8,454","","10.72%","313,828","","8,773","","11.34%"],["Total consumer","10,981,471","","126,805","","4.65%","10,983,888","","128,718","","4.67%","11,072,503","","126,824","","4.61%"],["Total loans","31,281,502","","427,477","","5.53%","30,995,358","","446,200","","5.72%","30,110,982","","433,844","","5.83%"],["Investments"],["Taxable securities","7,071,751","","75,676","","4.28%","6,912,251","","73,511","","4.25%","6,398,584","","69,788","","4.36%"],["Tax-exempt securities(b)","1,978,501","","17,389","","3.52%","1,990,389","","17,534","","3.52%","2,016,144","","17,666","","3.50%"],["Other short-term investments","1,016,795","","11,641","","4.64%","972,884","","11,294","","4.61%","757,227","","9,243","","4.95%"],["Total investments","10,067,047","","104,706","","4.17%","9,875,524","","102,339","","4.14%","9,171,955","","96,696","","4.22%"],["Total earning assets and related interest income","41,348,549","","$","532,183","","5.20%","40,870,882","","$","548,539","","5.34%","39,282,937","","$","530,540","","5.45%"],["Other assets, net","3,670,399","","","","3,531,889","","","","3,347,690"],["Total assets","$","45,018,948","","","","$","44,402,771","","","","$","42,630,627"],["Liabilities and stockholders' equity"],["Interest-bearing liabilities"],["Interest-bearing deposits"],["Savings","$","5,532,848","","$","17,690","","1.30%","$","5,436,968","","$","18,823","","1.37%","$","5,162,468","","$","17,929","","1.41%"],["Interest-bearing demand","7,886,442","","34,236","","1.76%","8,054,088","","40,309","","1.99%","8,031,707","","45,430","","2.29%"],["Money market","6,061,442","","34,239","","2.29%","5,890,836","","35,353","","2.38%","6,079,551","","39,560","","2.64%"],["Network transaction deposits","1,917,854","","17,502","","3.70%","2,090,587","","20,882","","3.96%","1,847,972","","20,067","","4.40%"],["Brokered CDs","3,528,294","","34,811","","4.00%","3,998,012","","42,056","","4.17%","4,315,311","","49,292","","4.63%"],["Other time deposits","4,234,785","","36,795","","3.52%","4,093,939","","37,355","","3.62%","3,756,332","","36,862","","3.98%"],["Total interest-bearing deposits","29,161,665","","175,273","","2.44%","29,564,430","","194,778","","2.61%","29,193,341","","209,140","","2.91%"],["Federal funds purchased and securities sold under agreements to repurchase","425,142","","3,732","","3.56%","289,679","","2,682","","3.67%","375,910","","3,622","","3.91%"],["FHLB advances","3,380,379","","31,570","","3.79%","2,504,464","","26,309","","4.17%","1,595,972","","16,090","","4.09%"],["Senior and subordinated debt","594,401","","10,163","","6.84%","594,104","","10,483","","7.06%","627,371","","11,085","","7.07%"],["Other interest-bearing liabilities","11,212","","116","","4.18%","13,212","","110","","3.29%","31,599","","408","","5.24%"],["Total funding","4,411,134","","45,581","","4.18%","3,401,459","","39,584","","4.63%","2,630,852","","31,205","","4.79%"],["Total interest-bearing liabilities and related interest expense","33,572,799","","$","220,854","","2.67%","32,965,889","","$","234,362","","2.82%","31,824,193","","$","240,345","","3.06%"],["Noninterest-bearing demand deposits","5,999,278","","","","6,064,487","","","","5,640,123"],["Other liabilities","440,344","","","","464,838","","","","535,732"],["Stockholders\u2019 equity","5,006,527","","","","4,907,557","","","","4,630,578"],["Total liabilities and stockholders\u2019 equity","$","45,018,948","","","","$","44,402,771","","","","$","42,630,627"],["Interest rate spread","","","2.53%","","","2.52%

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2026-02-12. Report date: 2025-12-31.

ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion is management’s analysis to assist in the understanding and evaluation of the consolidated financial condition and results of operations of the Corporation. It should be read in conjunction with the consolidated financial statements and footnotes and the selected financial data presented elsewhere in this report. Within the tables presented, certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes.

The detailed financial discussion that follows focuses on 2025 results compared to 2024. For a discussion of 2024 results compared to 2023, see the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024.

Overview

The Corporation is a bank holding company headquartered in Wisconsin, providing a broad array of banking and nonbanking products and services to businesses and consumers primarily within our four-state footprint. The Corporation’s primary sources of revenue, through the Bank, are net interest income (predominantly from loans and investment securities) and noninterest income (principally fees and other revenue from financial services provided to customers or ancillary services tied to loans and deposits).

Performance Summary

•Average loans of $30.6 billion for the full year of 2025 increased $892.7 million, or 3%, from 2024, driven primarily by increases in commercial and business lending and auto finance loans, partially offset by a decrease in residential mortgage lending due to the mortgage portfolio sale announced as part of the balance sheet repositioning in the fourth quarter of 2024.

•Average deposits of $34.8 billion for the full year of 2025 increased $1.5 billion, or 4%, from 2024, driven by increases in all deposit types, except money market and brokered CDs.

•Net interest income of $1.2 billion in 2025 increased $153.9 million, or 15%, from 2024. Net interest margin of 3.03% in 2025 increased 25 bp from 2.78% in 2024. The increases in net interest income and net interest margin were driven by decreases in interest expense for interest-bearing deposits and the balance sheet repositioning announced in the fourth quarter of 2024 which sold lower yielding residential mortgage loans and investment securities.

•Provision for credit losses was $54.0 million in 2025, compared to $85.0 million in 2024, driven by nominal credit movement coupled with general macroeconomic trends.

•Noninterest income of $286.4 million in 2025 increased $295.8 million from 2024, primarily driven by nonrecurring losses on the sale of mortgages and investments in 2024 associated with the balance sheet repositioning announced in the fourth quarter of 2024. Additional increases were due to increased capital markets revenue from an elevated level of activity in our syndications, interest rate swaps and foreign currency businesses. The increases were partially offset by the nonrecurring loss recognized related to the settlement of the mortgage loan sale in the first quarter of 2025 as part of the balance sheet repositioning announced in the fourth quarter of 2024.

•Noninterest expense of $855.6 million in 2025 increased $37.2 million, or 5%, from 2024, primarily driven by increases in personnel expense reflective of higher variable compensation, which is the result of strong execution against our strategic plan and increased healthcare costs, business development and advertising expense increase due to additional spend on advertising, legal and professional expenses due to increased consultant and IT staff augmentation expenditures, and other noninterest expense primarily due to OREO write downs in 2025. These increases were offset by a decrease in loss on prepayments of FHLB advances due to the nonrecurring fee incurred in 2024 due to the prepayment of long-term FHLB advances.

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Table 1 Summary Results of Operations: Trends

Year Ended December 31,
(Dollars in thousands, except per share data)202520242023
Net income$474,777$123,145$182,956
Net income available to common equity463,277111,645171,456
Earnings per common share - basic2.790.731.14
Earnings per common share - diluted2.770.721.13
Dividend payout ratio(a)33.33%121.92%74.56%
Performance ratios
Return on average assets1.09%0.30%0.45%
Return on average tangible assets(b)1.13%0.32%0.48%
Return on average equity9.95%2.86%4.45%
Return on average tangible common equity (ROATCE)(b)13.63%3.99%6.44%
Efficiency ratios (expense / revenue)
Fully tax-equivalent efficiency ratio56.29%67.64%68.16%
Adjusted efficiency ratio(b)56.01%59.34%58.79%

N/M = Not Meaningful

(a) Ratio is based upon basic earnings per common share.

(b) This is a non-GAAP financial measure. See Table 23 Non-GAAP Measures for a reconciliation to GAAP financial measures.

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Income Statement Analysis

Net Interest Income

Net interest income is the primary source of the Corporation’s revenue. Net interest income is the difference between interest income on interest-earning assets, such as loans and investment securities, and the interest expense on interest-bearing deposits and other borrowings used to fund interest-earning and other assets or activities. Net interest income is affected by the amount and composition of earning assets and interest-bearing liabilities, as well as the sensitivity of the balance sheet to changes in interest rates, including characteristics such as the fixed or variable nature of the financial instruments, contractual maturities, re-pricing frequencies, loan prepayment behavior, and the use of interest rate derivative financial instruments.

Interest rate spread and net interest margin are utilized to measure and explain changes in net interest income. Interest rate spread is the difference between the yield on earning assets and the rate paid on interest-bearing liabilities that fund those assets. The net interest margin is expressed as the percentage of net interest income to average earning assets. The net interest margin exceeds the interest rate spread because net free funds, principally noninterest-bearing demand deposits and stockholders’ equity, also support earning assets. To compare tax-exempt asset yields to taxable yields, the yield on tax-exempt loans and investment securities is computed on a fully tax-equivalent basis. Net interest income, interest rate spread, and net interest margin are discussed on a fully tax-equivalent basis.

Table 2 provides average daily balances of earning assets and interest-bearing liabilities, the associated interest income and expense, and the corresponding interest rates earned and paid, as well as net interest income, interest rate spread, and net interest margin on a fully tax-equivalent basis for the years ended December 31, 2025, 2024, and 2023. Table 2 presents additional information to facilitate the review and discussion of fully tax-equivalent net interest income, interest rate spread, and net interest margin.

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Table 2 Net Interest Income Analysis

Years Ended December 31,
20252024(a)2023(a)
(Dollars in thousands)Average BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / Rate
Assets
Earning assets
Loans(b)(c)
Commercial and industrial$11,133,436$718,8876.46%$9,967,970$720,3597.23%$9,783,075$679,2576.94%
Commercial real estate—owner occupied1,129,61464,4005.70%1,101,21666,6056.05%1,048,20160,7605.80%
Commercial and business lending12,263,050783,2876.39%11,069,185786,9637.11%10,831,275740,0176.83%
Commercial real estate—investor5,396,914349,9256.48%5,053,175363,1877.19%5,165,710363,1587.03%
Real estate construction1,933,910139,4687.21%2,217,064175,0417.90%2,148,940156,8707.30%
Commercial real estate lending7,330,824489,3936.68%7,270,239538,2287.40%7,314,651520,0287.11%
Total commercial19,593,8741,272,6806.50%18,339,4241,325,1917.23%18,145,9261,260,0456.94%
Residential mortgage7,043,508262,1503.72%7,907,962278,8043.53%8,696,706293,4463.37%
Auto finance2,961,544165,4765.59%2,576,979144,8925.62%1,793,95989,4544.99%
Home equity680,71649,3617.25%607,04452,4048.63%619,50749,2437.95%
Other consumer310,42934,84311.22%265,95130,98211.65%278,19530,94611.12%
Total consumer10,996,197511,8304.65%11,357,935507,0834.46%11,388,367463,0884.07%
Total loans30,590,0711,784,5105.83%29,697,3601,832,2746.17%29,534,2931,723,1345.83%
Investments
Taxable securities6,665,988288,2004.32%5,690,238199,4243.50%5,243,805146,0062.78%
Tax-exempt securities(b)2,002,08570,3773.52%2,111,52371,4583.38%2,288,32879,6733.48%
Other short-term investments944,90446,5684.93%668,73037,2915.58%564,28428,4085.03%
Total investments9,612,977405,1454.21%8,470,491308,1733.64%8,096,417254,0873.14%
Total earning assets and related interest income$40,203,048$2,189,6555.45%$38,167,851$2,140,4465.61%$37,630,710$1,977,2215.25%
Other assets, net3,420,0643,166,0023,018,214
Total assets$43,623,112$41,333,853$40,648,923
Liabilities and stockholders' equity
Interest-bearing liabilities
Interest-bearing deposits
Savings$5,290,992$72,9321.38%$5,080,045$85,4501.68%$4,773,366$63,9451.34%
Interest-bearing demand7,917,003172,9872.19%7,443,738193,9002.60%6,904,514154,1362.23%
Money market5,954,259151,6692.55%5,994,171181,4443.03%6,668,930177,3112.66%
Network transaction deposits1,929,73182,4374.27%1,645,69585,7885.21%1,469,61675,2945.12%
Brokered CDs4,078,557179,6454.40%4,240,621221,1575.22%2,687,316137,2805.11%
Other time deposits3,885,386144,2483.71%3,240,865134,0654.14%2,218,43265,6582.96%
Total interest-bearing deposits29,055,928803,9182.77%27,645,135901,8043.26%24,722,174673,6242.72%
Federal funds purchased and securities sold under agreements to repurchase278,10410,4153.75%272,06911,7544.32%345,51912,2383.54%
Other short-term funding20,1771,0165.04%403,21420,4205.06%8,58210.01%
FHLB advances2,630,034113,2534.31%1,793,73498,5205.49%3,741,790196,5355.25%
Other long-term funding601,86743,0097.15%640,84245,7817.14%504,43836,0807.15%
Total short and long-term funding3,530,182167,6934.75%3,109,859176,4755.67%4,600,329244,8555.32%
Total interest-bearing liabilities and related interest expense$32,586,110$971,6112.98%$30,754,994$1,078,2793.51%$29,322,503$918,4793.13%
Noninterest-bearing demand deposits5,788,7435,745,9606,620,965
Other liabilities474,382530,537594,318
Stockholders’ equity4,773,8774,302,3624,111,138
Total liabilities and stockholders’ equity$43,623,112$41,333,853$40,648,923
Interest rate spread2.46%2.10%2.12%
Net free funds0.56%0.68%0.69%
Fully tax-equivalent net interest income and net interest margin$1,218,0443.03%$1,062,1672.78%$1,058,7422.81%
Fully tax-equivalent adjustment(16,899)(14,919)(19,168)
Net interest income$1,201,145$1,047,248$1,039,573

(a) Prior periods have been adjusted to conform with current period presentation.

(b) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21%.

(c) Loans held for sale have been included in the average balances.

Notable Contributions to the Change in 2025 Net Interest Income

•Fully tax-equivalent net interest income was up $155.9 million and net interest income was up $153.9 million, or 15%, compared to 2024. The average yield on earning assets decreased 16 bp compared to 2024 and the cost of interest-bearing liabilities decreased 53 bp from 2024. The increase in net interest income was driven, in part, by the actions taken by the

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Corporation as part of the balance sheet repositioning announced in the fourth quarter of 2024 which sold off lower yielding investment securities and residential mortgages. Additionally, continued organic investment activity in the AFS portfolio during 2025 drove higher average investment balances contributing to interest income expansion. Finally, given that the Corporation is slightly asset sensitive, the Federal Reserve decreasing the federal funds target interest rate by 100 bp in the second half of 2024 and 75 bp in the second half of 2025 caused contraction in the interest income earned on loans; however, this contraction was more than offset by the repricing of deposits downward, in line with market rates, resulting in lower interest expense on interest-bearing deposits. See sections Interest Rate Risk and Quantitative and Qualitative Disclosures about Market Risk for a discussion of interest rate risk and market risk.

•Average earning assets increased $2.0 billion, or 5% , from 2024. Average loans increased $892.7 million, or 3%, compared to 2024, driven by increases in commercial and industrial loans, auto loans, and commercial real estate lending, partially offset by a decrease in residential mortgage as a result of our balance sheet repositioning announced in the fourth quarter of 2024. Average investments increased $1.1 billion, or 13%, compared to 2024, due to organic investment activity.

•Average interest-bearing liabilities increased $1.8 billion, or 6%, compared to 2024. Average interest-bearing deposits increased $1.4 billion, or 5%, compared to 2024, driven by increases in most deposit types except brokered CDs and money market which decreased slightly. Average total short and long-term funding increased $420.3 million, or 14%, from 2024, primarily driven by an increase in FHLB funding, partially offset by a decrease in other short-term funding related to the payoff of BTFP advances in October 2024. Average noninterest-bearing demand deposits increased $42.8 million, or 1%, compared to 2024.

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Table 3 Rate/Volume Analysis(a)

2025 Compared to 2024Increase (Decrease) Due to2024 Compared to 2023Increase (Decrease) Due to(b)
(Dollars in thousands)VolumeRateNetVolumeRateNet
Interest income
Loans(c)(d)
Commercial and industrial$79,531$(81,002)$(1,471)$12,900$28,201$41,101
Commercial real estate—owner occupied1,687(3,892)(2,205)3,1652,6795,844
Commercial and business lending81,218(84,894)(3,676)16,06630,88046,946
Commercial real estate—investor23,714(36,976)(13,262)(8,003)8,03229
Real estate construction(21,202)(14,371)(35,573)5,08713,08318,171
Commercial real estate lending2,512(51,347)(48,835)(2,915)21,11518,200
Total commercial83,730(136,241)(52,511)13,15051,99665,146
Residential mortgage(31,602)14,948(16,654)(27,413)12,771(14,641)
Auto finance21,493(909)20,58442,89912,53955,438
Home equity5,921(8,964)(3,043)(1,005)4,1673,162
Other consumer5,026(1,165)3,861(1,398)1,43436
Total consumer8383,9104,74813,08330,91243,994
Total loans84,568(132,331)(47,763)26,23382,907109,140
Investments
Taxable securities37,57951,19788,77613,22640,19153,418
Tax-exempt securities(c)(3,786)2,705(1,081)(6,029)(2,186)(8,215)
Other short-term investments14,004(4,727)9,2775,6163,2678,883
Total investments47,79749,17596,97212,81341,27254,086
Total earning assets$132,365$(83,156)$49,209$39,046$124,180$163,226
Interest expense
Savings$3,428$(15,946)$(12,518)$4,319$17,186$21,505
Interest-bearing demand11,765(32,678)(20,913)12,67827,08539,763
Money market(1,200)(28,575)(29,775)(18,989)23,1234,134
Network transaction deposits13,501(16,852)(3,351)9,1591,33610,495
Brokered CDs(8,194)(33,318)(41,512)80,9922,88583,876
Other time deposits24,859(14,676)10,18336,72731,67968,406
Total interest-bearing deposits44,159(142,045)(97,886)124,886103,294228,180
Federal funds purchased and securities sold under agreements to repurchase255(1,594)(1,339)(2,883)2,399(484)
Other short-term funding(19,297)(107)(19,404)1,77118,64820,419
FHLB advances39,154(24,421)14,733(106,619)8,604(98,015)
Other long-term funding(2,785)13(2,772)9,745(44)9,701
Total short and long-term funding17,327(26,109)(8,782)(97,986)29,606(68,380)
Total interest-bearing liabilities61,486(168,154)(106,668)26,900132,900159,800
Fully tax-equivalent net interest income (expense)$70,879$84,998$155,877$12,146$(8,721)$3,426

(a) The change in interest due to both rate and volume has been allocated in proportion to the relationship to the dollar amounts of the change in each.

(b) Prior periods have been adjusted to conform with current period presentation.

(c) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21%.

(d) Loans held for sale have been included in the average balances used in the analysis.

Provision for Credit Losses

The provision for credit losses is predominantly a function of the Corporation’s reserving methodology and judgments as to other qualitative and quantitative factors used to determine the appropriate level of the ACLL, which focuses on changes in the size and character of the loan portfolio, changes in levels of individually evaluated and other nonaccrual loans, historical losses and delinquencies in each portfolio category, the risk inherent in specific loans, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, and other factors which could affect potential credit losses. The forecast the Corporation used for December 31, 2025 was the Moody's baseline scenario from November 2025, which was reviewed against the December 2025 baseline scenario with no material updates made, over a two-year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. See additional discussion under the sections titled Loans, Credit Risk, Nonperforming Assets, and Allowance for Credit Losses on Loans.

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Noninterest Income

Table 4 Noninterest Income

Years Ended December 31,$ Change% Change
(Dollars in thousands, except as noted)2025202420232025 from 20242024 from 20232025 from 20242024 from 2023
Wealth management fees$96,579$92,569$82,502$4,010$10,0674%12%
Service charges and deposit account fees53,64951,64249,0452,0072,5974%5%
Card-based fees46,62946,92145,020(292)1,901(1)%4%
Other fee-based revenue21,21619,49917,2681,7172,2319%13%
Capital markets, net32,04822,08424,6499,964(2,565)45%(10)%
Mortgage banking, net14,50210,68619,4293,816(8,743)36%(45)%
Loss on mortgage portfolio sale(6,976)(130,406)(136,239)123,4305,833(95)%(4)%
Bank and corporate owned life insurance17,19513,47710,2663,7183,21128%31%
Asset gains (losses), net1,565(1,042)4542,607(1,496)N/MN/M
Investment securities gains (losses), net49(144,147)(58,903)144,196(85,244)N/M145%
Other9,9449,3109,691634(381)7%(4)%
Total noninterest income (loss)$286,400$(9,407)$63,182$295,807$(72,589)N/MN/M
Assets under management, at market value(a)$16,132$14,773$13,545$1,359$1,2289%9%

N/M = Not Meaningful

(a) In millions. Excludes assets held in brokerage accounts.

Notable Contributions to the Change in 2025 Noninterest Income

•Capital markets increased $10.0 million from 2024, primarily due to an elevated level of activity in our interest rate swap, syndications, and foreign currency businesses.

•Mortgage banking increased $3.8 million from 2024, primarily as a result of increased gains on sales of mortgage loans originated for sale and MSR income impacts.

•Loss on mortgage portfolio sale decreased $123.4 million from 2024 driven by a nonrecurring $130.4 million loss on sale of mortgages recognized in 2024 following the balance sheet repositioning announced during the fourth quarter of 2024, and an additional $7.0 million loss that was recognized in 2025 upon completion of the sale.

•Bank and corporate owned life insurance increased $3.7 million 2024, driven by an increased number of claims.

•Asset gains (losses), net improved $2.6 million from 2024, driven primarily by deferred compensation valuation adjustments given market conditions.

•Investment securities (losses) gains, net improved $144.2 million from 2024, driven primarily by a nonrecurring $148.2 million net loss on a sale of investments associated with the balance sheet repositioning announced during the fourth quarter of 2024.

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Noninterest Expense

Table 5 Noninterest Expense

Years Ended December 31,$ Change% Change
(Dollars in thousands)2025202420232025 from 20242024 from 20232025 from 20242024 from 2023
Personnel$521,723$487,956$468,355$33,767$19,6017%4%
Technology110,877107,563102,0183,3145,5453%5%
Occupancy55,01154,62257,204389(2,582)1%(5)%
Business development and advertising31,61428,14228,4053,472(263)12%(1)%
Equipment20,27718,43119,6631,846(1,232)10%(6)%
Legal and professional23,93421,60119,9112,3331,69011%8%
Loan and foreclosure costs8,2648,4715,408(207)3,063(2)%57%
FDIC assessment36,71338,43967,072(1,726)(28,633)(4)%(43)%
Other intangible amortization8,8118,8118,811%%
Loss on prepayments of FHLB advances14,243(14,243)14,243N/MN/M
Other38,41530,11836,8378,297(6,719)28%(18)%
Total noninterest expense$855,639$818,397$813,682$37,242$4,7155%1%
Average FTEs(a)3,8864,0304,199(144)(169)(4)%(4)%
Noninterest expense / average assets1.96%1.98%2.00%

(a) Average FTEs without overtime

Notable Contributions to the Change in 2025 Noninterest Expense

•Personnel expense increased $33.8 million from 2024 largely driven by continued investment in our colleagues as we continue to execute on our growth strategy.

•Business development and advertising expense increased $3.5 million from 2024 primarily due to additional spend on advertising including direct mail and television production.

•Legal and professional expenses increased $2.3 million from 2024, primarily driven by increased consultant and IT staff augmentation expenses in the current year.

•The decrease in loss on prepayments of FHLB advances was due to the prepayment of $600.0 million of long-term FHLB advances in the fourth quarter of 2024, for which the Corporation incurred a nonrecurring loss of $14.2 million.

•Other noninterest expense increased $8.3 million from 2024 primarily due to OREO write downs in 2025 as compared to a gain on the sale of OREO properties in 2024 and higher donation expenditures in 2025.

Income Taxes

The Corporation recognized income tax expense of $103.1 million for 2025, compared to income tax expense of $11.3 million for 2024. The Corporation's effective tax rate was 17.85% for 2025, compared to an effective tax rate of 8.41% for 2024. The increase in income tax expense and higher effective tax rate during 2025 were primarily due to a strategic reallocation of the investment portfolio and the adoption of a legal entity rationalization plan that resulted in the recognition of deferred tax benefits in 2024 and increased net income in 2025.

See Note 1 Summary of Significant Accounting Policies of the notes to consolidated financial statements for the Corporation’s income tax accounting policy. Income tax expense recorded on the consolidated statements of income involves the interpretation and application of certain accounting pronouncements and federal and state tax laws and regulations. The Corporation is subject to examination by various taxing authorities. Examination by taxing authorities may impact the amount of tax expense and/or the reserve for uncertainty in income taxes if their interpretations differ from those of management, based on their judgments about information available to them at the time of their examinations. See Note 12 Income Taxes of the notes to consolidated financial statements for more information.

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Balance Sheet Analysis

•At December 31, 2025, total assets were $45.2 billion, up $2.2 billion, or 5%, from December 31, 2024.

◦Interest bearing deposits in other financial institutions were $1.1 billion at December 31, 2025, up $690.5 million, or 152%, from December 31, 2024. Federal funds sold and securities purchased under agreement to resell were $1.4 million at December 31, 2025, down $20.6 million, or 94% from December 31, 2024. See Consolidated Statements of Cash Flows for detailed information.

◦AFS investment securities at fair value were $5.4 billion at December 31, 2025, up $816.1 million, or 18%, from December 31, 2024. Regulatory stocks were $252.5 million at December 31, 2025, up $72.8 million, or 41%, from December 31, 2024. See Note 2 Investment Securities of the notes to the consolidated financial statements for details on these changes.

◦Loans of $31.2 billion at December 31, 2025 were up $1.4 billion, or 5%, from December 31, 2024 primarily due to increases in commercial and business lending and auto finance loans, offset by a decrease in residential mortgage loans. See section Loans and Note 3 Loans of the notes to consolidated financial statements for additional details.

◦Residential loans held for sale were $72.5 million at December 31, 2025, down $574.2 million, or 89%, from December 31, 2024. The decrease from December 31, 2024 was a result of the mortgage portfolio sale announced as part of the balance sheet repositioning in the fourth quarter of 2024 and the sale closing in January 2025.

•At December 31, 2025, total liabilities were $40.2 billion, up $1.8 billion, or 5%, from December 31, 2024.

◦Short-term funding was $307.9 million at December 31, 2025, down $162.5 million, or 35%, from December 31, 2024. FHLB advances were $3.3 billion at December 31, 2025, up $1.4 billion, or 76%, from December 31, 2024. These changes were due to a mix shift in funding away from federal funds purchased to short-term FHLB advances. See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details.

◦Other long-term funding was $594.3 million at December 31, 2025, down $243.4 million, or 29%, from December 31, 2024, primarily due to subordinated notes maturing in January 2025. See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details.

◦Accrued expenses and other liabilities were $463.1 million, down $105.4 million, or 19%, from December 31, 2024, primarily due to decreases in derivative liabilities. See Note 13 Derivative and Hedging Activities of the notes to consolidated financial statements for additional details.

•At December 31, 2025, the loans to deposits ratio was 87.65%, up from 85.92% at December 31, 2024.

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Loans

Table 6 Period End Loan Composition

As of December 31,
202520242023
(Dollars in thousands)Amount% of TotalAmount% of TotalAmount% of Total
Commercial and industrial$11,799,75738%$10,573,74136%$9,731,55533%
Commercial real estate — owner occupied1,186,3244%1,143,7414%1,061,7004%
Commercial and business lending12,986,08142%11,717,48339%10,793,25537%
Commercial real estate — investor5,246,03017%5,227,97518%5,124,24518%
Real estate construction1,994,6426%1,982,6327%2,271,3988%
Commercial real estate lending7,240,67223%7,210,60724%7,395,64425%
Total commercial20,226,75365%18,928,09064%18,188,89862%
Residential mortgage6,793,95722%7,047,54124%7,864,89127%
Auto finance3,106,49810%2,810,2209%2,256,1628%
Home equity713,2712%664,2522%628,5262%
Other consumer323,1351%318,4831%277,7401%
Total consumer10,936,86135%10,840,49636%11,027,31938%
Total loans$31,163,614100%$29,768,586100%$29,216,218100%
Commercial real estate and real estate construction loan detail
Non-owner occupied$3,215,63661%$3,210,50961%$3,362,08566%
Multi-family2,028,76039%2,015,40139%1,759,50434%
Farmland1,634%2,065%2,656%
Commercial real estate — investor$5,246,030100%$5,227,975100%$5,124,245100%
1-4 family construction$191,89210%$160,6998%$275,29212%
All other construction1,802,75090%1,821,93392%1,996,10688%
Real estate construction$1,994,642100%$1,982,632100%$2,271,398100%

The Corporation has long-term guidelines relative to the proportion of Commercial and Business, CRE, and Consumer loans within the overall loan portfolio. Furthermore, certain sub-asset classes within the respective portfolios are further defined and dollar limitations are placed on these sub-portfolios. These guidelines and limits are reviewed quarterly and approved annually by the ERC. These guidelines and limits are designed to create balance and diversification within the loan portfolios.

In the first quarter of 2025, the Corporation completed a mortgage portfolio sale of $722.9 million in residential mortgages at a loss of $130.4 million as part of the balance sheet repositioning announced during the fourth quarter of 2024. The proceeds of this sale were used to pay down long-term FHLB advances and reinvest into higher yielding investment securities.

During the fourth quarter of 2023, the Corporation completed a mortgage portfolio sale of $968.6 million of residential mortgages at a loss of $136.2 million related to the balance sheet repositioning announced during the fourth quarter of 2023. The proceeds of this sale were used to pay down higher cost funding and increase liquidity capacity.

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The Corporation's loan distribution and interest rate sensitivity as of December 31, 2025 are summarized in the following table:

Table 7 Loan Distribution and Interest Rate Sensitivity

(Dollars in thousands)Within 1 Year(a)1-5 Years5-15 YearsOver 15 YearsTotal% of Total
Fixed rate
Commercial and industrial$4,693,130$1,007,322$372,774$470$6,073,69619%
Commercial real estate — owner occupied135,508245,09894,870475,4762%
Commercial and business lending4,828,6381,252,420467,6444706,549,17221%
Commercial real estate — investor496,650259,38910,888766,9272%
Real estate construction287,45330,3778,865326,6951%
Commercial real estate lending784,103289,76619,7531,093,6224%
Total commercial5,612,7411,542,186487,3974707,642,79425%
Residential mortgage7,63652,475309,6444,099,1194,468,87414%
Auto finance5,1911,793,0881,308,2193,106,49810%
Home equity3605,31821,2977,55534,530%
Other consumer7,12127,95916,9634,83956,882%
Total consumer20,3081,878,8401,656,1234,111,5137,666,78425%
Total fixed rate loans$5,633,049$3,421,026$2,143,520$4,111,983$15,309,57849%
Floating or adjustable rate
Commercial and industrial$5,676,991$48,522$548$$5,726,06118%
Commercial real estate — owner occupied710,151697710,8482%
Commercial and business lending6,387,14249,2195486,436,90921%
Commercial real estate — investor4,477,9411,1624,479,10314%
Real estate construction1,667,4854621,667,9475%
Commercial real estate lending6,145,4261,6246,147,05020%
Total commercial12,532,56850,84354812,583,95940%
Residential mortgage199,876984,1861,140,966552,325,0837%
Auto finance%
Home equity678,043698678,7412%
Other consumer266,253266,2531%
Total consumer1,144,172984,8841,140,966553,270,07710%
Total floating or adjustable rate loans$13,676,740$1,035,727$1,141,514$55$15,854,03651%
Total loans$19,309,789$4,456,753$3,285,034$4,112,038$31,163,614100%

(a) Demand loans, past due loans, overdrafts, and credit cards are reported in the “Within 1 Year” category.

At December 31, 2025, $21.5 billion, or 69%, of the total loans outstanding and $18.2 billion, or 90%, of the commercial loans outstanding were floating rate, adjustable rate, re-pricing within one year, or maturing within one year.

Credit Risk

An active credit risk management process is used for commercial loans to ensure that sound and consistent credit decisions are made. Credit risk is controlled by detailed underwriting procedures, comprehensive loan administration, and periodic review of borrowers’ outstanding loans and commitments. Borrower relationships are formally reviewed and graded on an ongoing basis for early identification of potential problems. Further analysis by customer, industry, and geographic location are performed to monitor trends, financial performance, and concentrations. See Note 3 Loans of the notes to consolidated financial statements for additional information on managing overall credit quality.

The loan portfolio is widely diversified by types of borrowers, industry groups, and market areas primarily within the Corporation's lending footprint. Significant loan concentrations are considered to exist when there are amounts loaned to numerous borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. At December 31, 2025, no significant concentrations existed in the Corporation’s loan portfolio in excess of 10% of total loan exposure.

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Commercial and business lending: The commercial and business lending classification primarily includes commercial loans to large corporations, middle market companies, small businesses, and ABL and equipment financing.

Table 8 Largest Commercial and Industrial Industry Group Exposures, by NAICS Subsector

December 31, 2025NAICS SubsectorOutstanding BalanceTotal Exposure% of Total Loan Exposure
(Dollars in thousands)
Utilities(a)221$3,009,210$3,787,9349%
Real Estate(b)5312,183,9053,757,9489%
Credit Intermediation and Related Activities(c)522671,6041,331,5943%
Merchant Wholesalers, Durable Goods423713,8361,212,0613%

(a) 68% of the total utilities exposure comes from renewable energy sources (wind, solar, hydroelectric, and geothermal).

(b) Includes REIT lines

(c) Includes mortgage warehouse lines

The remaining commercial and industrial portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

The CRE-owner occupied portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

The credit risk related to commercial and business lending is largely influenced by general economic conditions and the resulting impact on a borrower’s operations or on the value of underlying collateral, if any.

Commercial real estate - investor: CRE-investor is comprised of loans secured by various non-owner occupied or investor income producing property types.

Table 9 Largest Commercial Real Estate - Investor Property Type Exposures

December 31, 2025% of Total Loan Exposure% of Total Commercial Real Estate - Investor Loan Exposure
Multi-Family5%37%
Industrial3%27%
Office2%16%

The remaining CRE-investor portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

Credit risk is managed in a similar manner to commercial and business lending by employing sound underwriting guidelines, lending primarily to borrowers in local markets and businesses, periodically evaluating the underlying collateral, and formally reviewing the borrower’s financial soundness and relationship on an ongoing basis.

Real estate construction: Real estate construction loans are primarily short-term or interim loans that provide financing for the acquisition or development of commercial income properties, multi-family projects, or residential development, both single family and condominium. Real estate construction loans are made to developers and project managers who are generally well-known to the Corporation and have prior successful project experience. The credit risk associated with real estate construction loans is generally confined to specific geographic areas but is also influenced by general economic conditions. The Corporation controls the credit risk on these types of loans by making loans in familiar markets to developers, reviewing the merits of individual projects, controlling loan structure, and monitoring project progress and construction advances.

Table 10 Largest Real Estate Construction Property Type Exposures

December 31, 2025% of Total Loan Exposure% of Total Real Estate Construction Loan Exposure
Multi-Family5%52%

The remaining real estate construction portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

The Corporation’s current lending standards for CRE and real estate construction lending are determined by property type and specifically address many criteria, including: maximum loan amounts, maximum LTV, requirements for pre-leasing and/or presales, minimum borrower equity, and maximum loan-to-cost. Currently, the maximum standard for LTV is 80%, with lower limits established for certain higher risk types, such as raw land that has a 50% LTV maximum. The Corporation’s LTV guidelines are in compliance with regulatory supervisory limits. In most cases, for real estate construction loans, the loan

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amounts include interest reserves, which are built into the loans and sized to fund loan payments through construction and lease up and/or sell out.

Residential mortgages: Residential mortgage loans are primarily first-lien home mortgages with a maximum loan-to-collateral value without credit enhancement (e.g., private mortgage insurance) of 80%. The residential mortgage portfolio is focused primarily in the Corporation's three-state branch footprint, with approximately 88% of the outstanding loan balances in the Corporation's branch footprint at December 31, 2025. The rates on adjustable rate mortgages adjust based upon the movement in the underlying index which is then added to a margin and rounded to the nearest 0.125%. That result is then subjected to any periodic caps to produce the borrower's interest rate for the coming term. Adjustable rate mortgages are typically offered with an initial fixed rate term of 5, 7 or 10 years.

The Corporation generally retains certain adjustable-rate residential real estate mortgages in its loan portfolio, including retail and private banking jumbo mortgages and CRA-related mortgages. As part of management's historical practice of originating and servicing residential mortgage loans, generally the Corporation's 30-year, agency conforming, fixed-rate residential real estate mortgage loans have been sold in the secondary market with servicing rights retained. Subject to management's analysis of the current interest rate environment, among other market factors, the Corporation may choose to retain mortgage loan production on its balance sheet.

The Corporation’s underwriting and risk-based pricing guidelines for residential mortgage loans include minimum borrower FICO score and maximum LTV of the property securing the loan. Residential mortgage products generally are underwritten using FHLMC and FNMA secondary marketing guidelines.

Home equity: Home equity consists of both home equity lines of credit and closed-end home equity loans. The Corporation’s credit risk monitoring guidelines for home equity are based on an ongoing review of loan delinquency status, as well as a quarterly review of FICO score deterioration and property devaluation. The Corporation does not routinely obtain appraisals on performing loans to update LTV ratios after origination; however, the Corporation monitors the local housing markets by reviewing the various home price indices and incorporates the impact of the changing market conditions in its ongoing credit monitoring process. For junior lien home equity loans, the Corporation is unable to track the performance of the first lien loan if it does not own or service the first lien loan. However, the Corporation obtains a refreshed FICO score on a quarterly basis and monitors this as part of its assessment of the home equity portfolio.

The Corporation’s underwriting and risk-based pricing guidelines for home equity lines of credit and loans consist of a combination of both borrower FICO score and the original cumulative LTV against the property securing the loan. Currently, the Corporation's policy sets the maximum acceptable LTV at 90%. The Corporation's current home equity line of credit offering is priced based on floating rate indices and generally allows 10 years of interest-only payments followed by a 20-year amortization of the outstanding balance. The loans in the Corporation's portfolio generally have an original term of 20 years with principal and interest payments required.

Indirect Auto: The Corporation currently purchases retail auto sales contracts via a network of approved auto dealerships across 16 states throughout the Northeast, Mid-Atlantic, and Midwestern United States. The auto dealerships finance the sale of automobiles as the initial lender and then assign the contracts to the Corporation pursuant to dealer agreements. The Corporation’s underwriting and pricing guidelines are based on a dual risk grade derived from a combination of FICO auto score and proprietary internal custom score. Minimum grade and FICO score standards ensure the credit risk is appropriately managed to the Corporation’s risk appetite. Further, the grade influences loan-specific parameters such as vehicle age, term, LTV, loan amount, mileage, payment and debt service thresholds, and pricing. Maximum loan terms offered are 84 months on select grades with vehicle age, mileage, and other limitations in place to qualify. The program is designed to capture primarily prime and super prime contracts.

Other consumer: Other consumer consists of student loans, short-term personal installment loans, and credit cards. Credit risk for other consumer loans is influenced by general economic conditions, the characteristics of individual borrowers, and the nature of the loan collateral. Risks of loss are generally on smaller average balances per loan spread over many borrowers. Once charged off, there is usually less opportunity for recovery of these smaller consumer loans. Credit risk is primarily controlled by reviewing the creditworthiness of the borrowers, monitoring payment histories, and taking appropriate collateral and guarantee positions.

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Nonperforming Assets

Management is committed to a proactive nonaccrual and problem loan identification philosophy. This philosophy is implemented through the ongoing monitoring and review of all pools of risk in the loan portfolio to ensure that problem loans are identified quickly and the risk of loss is minimized. Table 11 provides detailed information regarding NPAs, which include nonaccrual loans, OREO, and repossessed assets, and also includes information on accruing loans past due and restructured loans:

Table 11 Nonperforming Assets

As of December 31,
(Dollars in thousands)202520242023
Nonperforming assets
Commercial and industrial$7,178$19,084$62,022
Commercial real estate — owner occupied2031,5011,394
Commercial and business lending7,38120,58563,416
Commercial real estate — investor8,31116,705
Real estate construction144306
Commercial real estate lending8,45516,7356
Total commercial15,83637,32063,422
Residential mortgage68,49270,03871,142
Auto finance8,2717,4025,797
Home equity7,7748,3788,508
Other consumer55122128
Total consumer84,59285,94185,574
Total nonaccrual loans100,428123,260148,997
Commercial real estate owned25,53011,914914
Residential real estate owned2,4142,0681,290
Bank properties real estate owned(a)726,2358,301
OREO28,01620,21710,506
Repossessed assets757687919
Total nonperforming assets$129,201$144,164$160,421
Accruing loans past due 90 days or more
Commercial$370$642$19,812
Consumer(b)2,4442,5471,876
Total accruing loans past due 90 days or more$2,814$3,189$21,689
Restructured loans (accruing)
Commercial$458$475$306
Consumer5,5843,0572,414
Total restructured loans (accruing)$6,042$3,531$2,719
Nonaccrual restructured loans (included in nonaccrual loans)$3,472$2,581$805
Ratios
Nonaccrual loans to total loans0.32%0.41%0.51%
NPAs to total loans plus OREO and repossessed assets0.41%0.48%0.55%
NPAs to total assets0.29%0.34%0.39%
Allowance for credit losses on loans to nonaccrual loans417.56%326.40%258.98%

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Table 11 Nonperforming Assets (continued)

As of December 31,
(Dollars in thousands)202520242023
Accruing loans 30-89 days past due
Commercial and industrial$2,683$1,260$5,565
Commercial real estate — owner occupied341,634358
Commercial and business lending2,7172,8935,923
Commercial real estate — investor19,40536,39118,697
Real estate construction11721
Commercial real estate lending19,52236,41218,697
Total commercial22,23939,30524,619
Residential mortgage13,13514,89213,446
Auto finance16,44514,85017,386
Home equity3,7794,6254,208
Other consumer(b)2,7043,1282,166
Total consumer36,06337,49637,205
Total accruing loans 30-89 days past due$58,302$76,801$61,825

(a) Primarily closed branches and other bank operated real estate facilities, pending disposition.

(b) Excluding guaranteed student loans.

Nonaccrual loans: Nonaccrual loans are considered to be one indicator of potential future loan losses. See management’s accounting policy for nonaccrual loans in Note 1 Summary of Significant Accounting Policies and Note 3 Loans of the notes to consolidated financial statements for additional nonaccrual loan disclosures. See also sections Credit Risk and Allowance for Credit Losses on Loans.

Accruing loans past due 90 days or more: Loans past due 90 days or more but still accruing interest are classified as such where the underlying loans are both well-secured (the collateral value is sufficient to cover principal and accrued interest) and are in the process of collection.

Restructured loans: Loans are considered restructured loans if concessions have been granted to borrowers that are experiencing financial difficulty. See also Note 3 Loans of the notes to consolidated financial statements for additional restructured loans disclosures.

OREO: Management actively seeks to ensure OREO properties held are monitored to minimize the Corporation's risk of loss.

Allowance for Credit Losses on Loans

Credit risks within the loan portfolio are inherently different for each loan type. Credit risk is controlled and monitored through the use of lending standards, a thorough review of potential borrowers, and ongoing review of loan payment performance. Active asset quality administration, including early problem loan identification and timely resolution of problems, aids in the management of credit risk and the minimization of loan losses. Credit risk management for each loan type is discussed in the section entitled Credit Risk. See Note 3 Loans of the notes to consolidated financial statements for additional disclosures on the ACLL.

To assess the appropriateness of the ACLL, the Corporation focuses on the evaluation of many factors, including but not limited to: evaluation of facts and issues related to specific loans, management’s ongoing review and grading of the loan portfolio, credit report refreshes, consideration of historical loan loss and delinquency experience on each portfolio category, trends in past due and nonaccrual loans, the risk characteristics of the various classifications of loan segments, changes in the size and character of the loan portfolio, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, funding assumptions on lines, and other qualitative and quantitative factors which could affect potential credit losses. The forecast the Corporation used for December 31, 2025 was the Moody's baseline scenario from November 2025, which was reviewed against the December 2025 baseline scenario with no material updates made, over a two year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. Assessing these factors involves significant judgment. Because each of the criteria used is subject to change, the ACLL is not necessarily indicative of the trend of future credit losses on loans in any particular segment. Therefore, management considers the ACLL a critical accounting estimate, see section Critical Accounting Estimates for additional information on the ACLL. See section Nonperforming Assets for a detailed discussion on asset quality. See also Note 3 Loans of the notes to consolidated financial statements for additional ACLL disclosures. Table 6 provides information

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on loan growth and period end loan composition, Table 11 provides additional information regarding NPAs, and Table 12 and Table 13 provide additional information regarding activity in the ACLL.

The loan segmentation used in calculating the ACLL at December 31, 2025 and December 31, 2024 was generally comparable. The methodology to calculate the ACLL consists of the following components: a valuation allowance estimate is established for commercial and consumer loans determined by the Corporation to be individually evaluated, using discounted cash flows, estimated fair value of underlying collateral, and/or other data available. Loans are segmented for criticized loan pools by loan type as well as for non-criticized loan pools by loan type, primarily based on risk rating rates after considering loan type, historical loss and delinquency experience, credit quality, and industry classifications. Loans that have been criticized are considered to have a higher risk of default than non-criticized loans, as circumstances were present to support the lower loan grade, warranting higher loss factors. Additionally, management allocates ACLL to absorb losses that may not be provided for by the other components due to qualitative factors evaluated by management, such as limitations within the credit risk grading process, known current economic or business conditions that may not yet show in trends, industry or other concentrations with current issues that impose higher inherent risks than are reflected in the loss factors, and other relevant considerations. The total allowance is available to absorb losses from any segment of the loan portfolio.

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Table 12 Allowance for Credit Losses on Loans

Years Ended December 31,
(Dollars in thousands)202520242023
Allowance for loan losses
Balance at beginning of period$363,545$351,094$312,720
Provision for loan losses51,50081,00087,000
Charge offs(54,953)(76,415)(58,768)
Recoveries17,9767,86710,142
Net charge offs(36,977)(68,549)(48,626)
Balance at end of period$378,068$363,545$351,094
Allowance for unfunded commitments
Balance at beginning of period$38,776$34,776$38,776
Provision for unfunded commitments2,5004,000(4,000)
Balance at end of period$41,276$38,776$34,776
Allowance for credit losses on loans$419,344$402,322$385,870
Provision for credit losses on loans54,00085,00083,000
Net loan (charge offs) recoveries
Commercial and industrial$(6,258)$(45,369)$(42,672)
Commercial real estate — owner occupied(113)4(15)
Commercial and business lending(6,371)(45,365)(42,687)
Commercial real estate — investor(18,221)(11,187)2,763
Real estate construction1546555
Commercial real estate lending(18,067)(11,122)2,819
Total commercial(24,438)(56,487)(39,868)
Residential mortgage(533)(750)(411)
Auto finance(5,723)(6,637)(4,709)
Home equity5831,150837
Other consumer(6,866)(5,826)(4,475)
Total consumer(12,539)(12,062)(8,758)
Total net charge offs$(36,977)$(68,549)$(48,626)
Ratios
Allowance for credit losses on loans to total loans1.35%1.35%1.32%
Allowance for credit losses on loans to net charge offs11.3x5.9x7.9x
Loan evaluation method for ACLL
Individually evaluated for impairment$2,992$5,689$15,492
Collectively evaluated for impairment375,076396,632370,378
Total ACLL$378,068$402,322$385,870
Loan balance
Individually evaluated for impairment$21,651$37,172$62,712
Collectively evaluated for impairment31,141,96329,731,41429,153,505
Total loan balance$31,163,614$29,768,586$29,216,218

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Table 13 Net (Charge Offs) Recoveries to Average Loans

Years Ended December 31,
(In basis points)202520242023
Net loan (charge offs) recoveries
Commercial and industrial(6)(46)(44)
Commercial real estate — owner occupied(1)
Commercial and business lending(5)(41)(39)
Commercial real estate — investor(34)(22)5
Real estate construction1
Commercial real estate lending(25)(15)4
Total commercial(12)(31)(22)
Residential mortgage(1)(1)
Auto finance(19)(26)(26)
Home equity91914
Other consumer(221)(219)(161)
Total consumer(11)(11)(8)
Total net charge offs(12)(23)(16)

Notable Contributions to the Change in the Allowance for Credit Losses on Loans

•Total loans increased $1.4 billion, or 5%, from December 31, 2024, driven by increases in commercial and industrial lending and auto finance, partially offset by a decrease in residential mortgage lending, mainly due to the Corporation's balance sheet repositioning in December 2024. See also Note 3 Loans of the notes to consolidated financial statements for additional information on loans.

•Total nonaccrual loans decreased $22.8 million, or 19%, from December 31, 2024, primarily driven by decreases in nonaccrual loans within the Corporation's commercial and industrial portfolio and CRE-investor portfolio, partially offset by increases in nonaccrual loans within the auto finance portfolio and real estate construction portfolio. See also Note 3 Loans of the notes to consolidated financial statements and section Nonperforming Assets for additional disclosures on the changes in asset quality.

•For the year ended December 31, 2025, net charge offs decreased $31.6 million, or 46%, from December 31, 2024, primarily driven by a decrease in net charge offs in the Corporation's commercial and industrial portfolio, partially offset by an increase in net charge offs in the CRE-investor portfolio. See Tables 12 and 13 for additional information regarding the activity in the ACLL.

Management believes the level of ACLL to be appropriate at December 31, 2025.

Consolidated net income and stockholders’ equity could be affected if management’s estimate of the ACLL is subsequently materially different, requiring additional or less provision for credit losses to be recorded. Management carefully considers numerous detailed and general factors, its assumptions, and the likelihood of materially different conditions that could alter its assumptions. While management uses currently available information to recognize losses on loans, future adjustments to the ACLL may be necessary based on newly received appraisals, updated commercial customer financial statements, rapidly deteriorating customer cash flow, and changes in economic conditions that affect our customers. Additionally, larger credit relationships do not inherently create more risk, but can create wider fluctuations in net charge offs and asset quality measures. As an integral part of their examination processes, various federal and state regulatory agencies also review the ACLL. These agencies may require additions to the ACLL or may require that certain loan balances be charged off or downgraded into criticized loan categories when their credit evaluations differ from those of management, based on their judgments about information available to them at the time of their examinations.

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Investment Securities Portfolio

Management of the investment securities portfolio involves the maximization of income while actively monitoring the portfolio's liquidity, market risk, quality of the investment securities, and its role in balance sheet and capital management. The Corporation classifies its investment securities as AFS, HTM, or equity securities on the consolidated balance sheets at the time of purchase. Securities classified as AFS may be sold from time to time in order to help manage interest rate risk, liquidity, credit quality, capital levels, or to take advantage of relative value opportunities in the marketplace. Investment securities classified as AFS and equity are carried at fair value on the consolidated balance sheets, while investment securities classified as HTM are carried at amortized cost on the consolidated balance sheets.

The Corporation's investment securities portfolio contains the following types of securities:

U.S. Treasury securities: U.S. Treasury Securities, including Treasury bills, notes, and bonds, are debt obligations issued by the U.S. Department of the Treasury and are backed by the full faith and credit of the U.S. government.

Municipal securities: The municipal securities relate to various state and political subdivisions and school districts. The municipal securities portfolio is regularly assessed for credit quality and deterioration.

Residential and commercial mortgage-related securities: Residential and commercial mortgage-related securities include predominantly FNMA, FHLMC and GNMA MBS and CMOs. The Corporation also has private-label residential mortgage-related securities are the most senior AAA-rated tranche CMO securities issued by a non-agency sponsor and collateralized by Prime Jumbo residential mortgage loans. The fair value of these mortgage-related securities is subject to inherent risks, such as prepayment risk and interest rate changes.

FFELP asset backed securities: FFELP asset backed securities are collateralized with government guaranteed student loans.

SBA asset backed securities: SBA asset backed securities are securities whose underlying assets are loans from the SBA. These loans are backed by the U.S. government.

Other debt securities: Other debt securities are primarily comprised of debt securities that mature within 3 years and have a rating of A.

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Table 14 Investment Securities Portfolio

At December 31,
(Dollars in thousands)2025% of Total2024% of Total2023% of Total
AFS investment securities
Amortized cost
U.S. Treasury securities$%$%$39,9841%
Obligations of state and political subdivisions (municipal securities)3,063%3,063%94,0083%
Residential mortgage-related securities:
FNMA/FHLMC134,1423%120,2723%1,274,05234%
GNMA5,000,01593%4,236,19992%2,021,24254%
Commercial mortgage-related securities:
FNMA/FHLMC17,959%18,332%18,691%
GNMA113,3742%116,2753%161,9284%
Asset backed securities:
FFELP95,9772%108,3192%135,8324%
SBA283%495%1,077%
Other debt securities3,000%3,000%3,000%
Total amortized cost$5,367,813100%$4,605,954100%$3,749,814100%
Fair value
U.S. Treasury securities$%$%$35,9021%
Obligations of state and political subdivisions (municipal securities)3,044%3,005%91,8173%
Residential mortgage-related securities:
FNMA/FHLMC129,8633%110,9282%1,120,79431%
GNMA5,039,82993%4,227,72792%2,042,67557%
Commercial mortgage-related securities:
FNMA/FHLMC16,958%17,000%16,937%
GNMA109,5562%111,4752%154,7934%
Asset backed securities:
FFELP95,0462%107,8392%133,9754%
SBA269%471%1,051%
Other debt securities2,998%2,989%2,950%
Total fair value and carrying value$5,397,563100%$4,581,434100%$3,600,892100%
Net unrealized gains (losses)$29,750$(24,520)$(148,922)

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Table 14 Investment Securities Portfolio (continued)

At December 31,
(Dollars in thousands)2025% of Total2024% of Total2023% of Total
HTM investment securities
Amortized cost
U.S. Treasury securities$996%$1,000%$999%
Obligations of state and political subdivisions (municipal securities)1,628,08845%1,659,72244%1,682,47344%
Residential mortgage-related securities:
FNMA/FHLMC823,63023%885,47624%941,97324%
GNMA39,1231%43,6931%48,9791%
Private-label302,8179%324,1829%345,0839%
Commercial mortgage-related securities:
FNMA/FHLMC763,37021%772,45621%780,99520%
GNMA44,5521%52,2191%59,7332%
Total amortized cost and carrying value$3,602,576100%$3,738,747100%$3,860,235100%
Fair value
U.S. Treasury securities$1,015%$999%$963%
Obligations of state and political subdivisions (municipal securities)1,507,30247%1,486,64247%1,554,05946%
Residential mortgage-related securities:
FNMA/FHLMC696,46222%721,94623%804,39324%
GNMA36,8841%39,9271%46,1701%
Private-label258,8278%266,3538%289,5079%
Commercial mortgage-related securities:
FNMA/FHLMC650,36621%623,59520%632,91419%
GNMA40,1381%46,0321%52,6192%
Total fair value$3,190,994100%$3,185,494100%$3,380,624100%
Net unrealized losses$(411,582)$(553,253)$(479,610)

During the fourth quarter of 2024 as part of a balance sheet repositioning, the Corporation sold lower yielding AFS securities with a carrying value of $1.1 billion at a net loss of $148.2 million and reinvested the proceeds into higher yielding and lower risk-weighted GNMA securities.

During the fourth quarter of 2023 as part of a balance sheet repositioning, the Corporation sold lower yielding AFS securities with a carrying value of $715.1 million at a net loss of $64.9 million and reinvested the proceeds into higher yielding and lower risk-weighted GNMA securities.

At December 31, 2025, the Corporation’s investment securities portfolio did not contain securities of any single non-government or non-GSE issuer that were payable from and secured by the same source of revenue or taxing authority where the aggregate carrying value of such securities exceeded 5% of stockholders’ equity.

The Corporation did not recognize any credit-related write-downs to the allowance for credit losses on investments during 2025, 2024, or 2023. See Note 1 Summary of Significant Accounting Policies for management's accounting policy for investment securities and Note 2 Investment Securities of the notes to consolidated financial statements for additional investment securities disclosures.

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Table 15 Investment Securities Portfolio Maturity Distribution(a)

December 31, 2025
(Dollars in thousands)Amortized CostFair ValueWeighted Average Yield(b)
AFS securities
Obligations of state and political subdivisions (municipal securities)
After one but within five years$2,430$2,4244.41%
After ten years6336204.46%
Total obligations of state and political subdivisions (municipal securities)$3,063$3,0444.42%
Agency residential mortgage-related securities
Within one year$227,011$228,1946.03%
After one but within five years4,217,7094,251,7635.16%
After five years but within ten years591,705591,6184.56%
After ten years97,73298,1175.19%
Total agency residential mortgage-related securities$5,134,157$5,169,6925.13%
Agency commercial mortgage-related securities
Within one year$803$7782.31%
After one but within five years84,38381,5153.69%
After five years but within ten years46,14744,2213.92%
Total agency commercial mortgage-related securities$131,333$126,5143.77%
Asset backed securities
Within one year$8$85.31%
After one but within five years75,57675,0075.30%
After five years but within ten years20,67620,3005.08%
Total asset backed securities$96,260$95,3155.25%
Other debt securities
Within one year$1,000$1,0004.40%
After one but within five years2,0001,9984.88%
Total other debt securities$3,000$2,9984.72%
Total AFS securities$5,367,813$5,397,5635.10%
HTM securities
U.S. Treasury securities
After one but within five years$996$1,0154.49%
Obligations of state and political subdivisions (municipal securities)
Within one year$4,214$4,2154.40%
After one but within five years98,08198,0214.08%
After five years but within ten years218,537218,3984.03%
After ten years1,307,2561,186,6683.69%
Total obligations of state and political subdivisions (municipal securities)$1,628,088$1,507,3023.76%
Agency residential mortgage-related securities
After one but within five years$32,391$30,8643.63%
After five years but within ten years281,632233,5262.21%
After ten years548,730468,9562.20%
Total agency residential mortgage-related securities$862,753$733,3462.26%
Private-label residential mortgage-related securities
After one but within five years$52,479$47,0362.54%
After five years but within ten years250,338211,7912.31%
Total private-label residential mortgage-related securities$302,817$258,8272.35%
Agency commercial mortgage-related securities
Within one year$3,042$2,9332.35%
After one but within five years345,903308,4641.56%
After five years but within ten years313,249264,3572.32%
After ten years145,728114,7502.13%
Total agency commercial mortgage-related securities$807,922$690,5041.96%
Total HTM securities$3,602,576$3,190,9942.88%

(a) Expected maturities will differ from contractual maturities, as borrowers may have the right to call or repay obligations with or without call or prepayment penalties.

(b) Yields on tax-exempt securities are computed on a fully tax-equivalent basis using a tax rate of 21%.

In addition to the investment securities portfolio noted above, the Corporation also holds the following investments:

Equity Securities with Readily Determinable Fair Values: Equity securities with readily determinable fair values is primarily comprised of mutual funds.

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Equity Securities without Readily Determinable Fair Values: Equity securities without readily determinable fair values primarily consists of an investment in a private loan fund, and historically, Visa Class B restricted shares which the Corporation sold all remaining shares during the first quarter of 2024.

Regulatory Stock: The Corporation is required to hold and maintain, for regulatory purposes, Federal Reserve Bank stock and FHLB stock as member banks of both the Federal Reserve System and the FHLB, and in amounts as required by these institutions.

See Note 2 Investment Securities of the notes to consolidated financial statements for additional information on the equity securities and regulatory stock.

Deposits and Customer Funding

The following table summarizes the composition of our deposits and customer funding:

Table 16 Period End Deposit and Customer Funding Composition(a)

As of December 31,
202520242023
(Dollars in thousands)Amount% of TotalAmount% of TotalAmount% of Total
Noninterest-bearing demand$6,126,63217%$5,775,65717%$6,119,95618%
Savings5,471,87015%5,133,29515%4,835,70114%
Interest-bearing demand7,823,36222%7,994,47523%7,561,35323%
Money market6,139,43817%6,009,79317%6,046,92818%
Network transaction deposits2,154,9956%1,758,3885%1,566,1395%
Brokered CDs3,795,13311%4,276,30912%4,447,47913%
Other time deposits4,041,17811%3,700,51811%2,868,4949%
Total deposits$35,552,608100%$34,648,434100%$33,446,049100%
Other customer funding(b)47,794100,044106,620
Total deposits and other customer funding$35,600,402$34,748,478$33,552,669
Less: Total network transaction deposits and brokered CDs5,950,1286,034,6976,013,618
Core customer deposits(c) and other customer funding$29,650,274$28,713,780$27,539,051
Time deposits of more than $250,000$834,309$757,675$522,626

(a) Prior periods have been adjusted to conform with current period presentation.

(b) Includes repurchase agreements.

(c) Total deposits excluding brokered CDs and network transaction deposits. This is a non-GAAP financial measure. See Table 23 Non-GAAP Measures for a reconciliation to GAAP financial measures.

•Total deposits, which are the Corporation's largest source of funds, increased $904.2 million, or 3%, from December 31, 2024 driven by growth in all deposit types except interest-bearing demand and brokered CDs.

•Total uninsured deposits were $17.0 billion, $15.5 billion and $14.8 billion at December 31, 2025, 2024 and 2023 respectively. The increase was primarily driven by increase in balances in business deposit accounts. Estimated uninsured and uncollateralized deposits, excluding intercompany deposits, were $9.4 billion or 26.5% of total deposits at December 31, 2025, compared to $8.0 billion or 23.0% at December 31, 2024 and $7.6 billion or 22.7% at December 31, 2023.

Table 17 Maturity Distribution – Time Deposits of $250,000 or More

(Dollars in thousands)December 31, 2025
Three months or less$351,362
Over three months through six months373,122
Over six months through twelve months107,581
Over twelve months2,244
Total$834,309

Selected period end deposit information is detailed in Note 7 Deposits of the notes to consolidated financial statements, including a maturity distribution of all time deposits at December 31, 2025. See Table 2 for additional information on average deposit balances and deposit rates.

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Other Funding Sources

Short-Term Funding: Short-term funding is comprised of short-term FHLB advances (with original contractual maturities less than one year), federal funds purchased, securities sold under agreements to repurchase. Many short-term funding sources are secured with collateral, expected to be reissued, and, therefore, do not represent an immediate need for cash. The organization manages to a multitude of liquidity risk limits which consider availability of short-term funding sources across a spectrum of stress scenarios, among other risk-based assumptions. Short-term funding sources at December 31, 2025 were $3.2 billion, an increase of $1.4 billion, or 84%, from December 31, 2024, driven by a $1.6 billion, or 128%, increase in short-term FHLB advances.

Long-Term Funding: Long-term funding is comprised of long-term FHLB advances (with original contractual maturities greater than one year), senior notes, subordinated notes, and finance leases. Long-term funding at December 31, 2025 was $1.0 billion, a decrease of $434.3 million, or 30%, from December 31, 2024, driven by a $250.0 million, or 45%, decrease in subordinated notes, and a $197.4 million, or 32%, decrease in long-term FHLB advances.

See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional information on short-term and long-term funding. See Table 2 for additional information on average funding and rates.

Liquidity

The objective of liquidity risk management is to ensure that the Corporation has the ability to generate sufficient cash or cash equivalents in a timely and cost-effective manner to satisfy the cash flow requirements of depositors and borrowers and to meet its other commitments as they become due. The Corporation’s liquidity risk management process is designed to identify, measure, and manage the Corporation’s funding and liquidity risk to meet its daily funding needs in the ordinary course of business, as well as to address expected and unexpected changes in its funding requirements. The Corporation engages in various activities to manage its liquidity risk, including diversifying its funding sources, stress testing, and holding readily-marketable assets which can be used as a source of liquidity, if needed.

The Corporation performs dynamic scenario analysis in accordance with industry best practices. Measures have been established to ensure the Corporation has sufficient high quality short-term liquidity to meet cash flow requirements under stressed scenarios. In addition, the Corporation also reviews static measures such as deposit funding as a percent of total assets and liquid asset levels. Strong capital ratios, credit quality, and core earnings are also essential to maintaining cost effective access to wholesale funding markets. At December 31, 2025, the Corporation was in compliance with its internal liquidity objectives and had sufficient asset-based liquidity to meet its obligations even under a stressed scenario.

The Corporation maintains diverse and readily available liquidity sources, including:

•Lines of credit with the Federal Reserve Bank and FHLB, which require eligible loan and investment collateral to be pledged. Based on the amount of collateral pledged, the FHLB established a collateral value from which the Bank may draw advances, and issue letters of credit in favor of public fund depositors, against the collateral. As of December 31, 2025, the Bank had $6.2 billion available for future funding. The Federal Reserve Bank also establishes a collateral value of assets to support borrowings from the discount window. As of December 31, 2025, the Bank had $6.4 billion available for discount window borrowings.

•Acquisition related equity issuances by the Parent Company; the Corporation has filed a shelf registration statement with the SEC under which the Parent Company may, from time to time, offer shares of the Corporation’s common stock in connection with acquisitions of businesses, assets, or securities of other companies.

•Other issuances by the Parent Company; the Corporation maintains on file with the SEC a universal shelf registration statement, under which the Parent Company may offer the following securities, either separately or in units: debt securities, preferred stock, depositary shares, common stock, and warrants.

•Bank issuances; the Bank may also issue institutional CDs, network transaction deposits, and brokered CDs.

•Global Bank Note Program issuances; the Bank has implemented a program pursuant to which it may offer up to $2.0 billion aggregate principal amount of its unsecured senior and subordinated notes.

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The following table presents secured and total available liquidity sources, estimated uninsured and uncollateralized deposits (excluding intercompany deposits), and coverage of estimated uninsured and uncollateralized deposits.

Table 18 Liquidity Sources and Uninsured Deposit Coverage Ratio

As of December 31,
(Dollars in thousands)202520242023
Federal Reserve Bank balance$1,139,401$451,298$421,848
Available FHLB Chicago capacity6,221,4957,097,4205,985,385
Available Federal Reserve Bank discount window capacity6,443,7662,778,2941,433,655
Available BTFP capacity522,465
Funding available within one business day(a)13,804,66210,327,0128,363,353
Available federal funds lines1,846,0001,164,0001,550,000
Available brokered deposits capacity(b)823,055418,198138,512
Unsecured debt capacity(c)1,000,0001,000,0001,000,000
Total available liquidity$17,473,717$12,909,210$11,051,865
Uninsured and uncollateralized deposits$9,432,066$7,954,259$7,586,047
Coverage ratio of uninsured and uncollateralized deposits with secured funding available within one business day146%130%110%
Coverage ratio of uninsured and uncollateralized deposits with total funding185%162%146%

(a) Estimated based on normal course of operations with indicated institution.

(b) Availability based on internal policy limitations. The Corporation includes outstanding deposits that have received a primary purpose exemption in the brokered deposit classification as they have similar funding characteristics and risk as brokered deposits.

(c) Estimated availability based on the Corporation's current internal funding considerations.

Based on contractual obligations and ongoing operations, the Corporation's sources of liquidity are sufficient to meet present and future liquidity needs. See Table 21 for information about the Corporation's contractual obligations and other commitments. See section Deposits and Customer Funding for information about uninsured deposits and concentrations.

Credit ratings impact the Corporation’s ability to issue debt securities and the cost to borrow money. Adverse changes in credit ratings impact not only the ability to raise funds in the capital markets but also the cost of these funds. For additional information regarding risks related to adverse changes in our credit ratings, see Part I, Item 1A, Risk Factors.

For the year ended December 31, 2025, net cash provided by operating and financing activities was $615.7 million and $1.7 billion, respectively, while investing activities used net cash of $1.6 billion, for a net increase in cash and cash equivalents of $700.6 million since year-end 2024. During 2025, total assets increased to $45.2 billion, up $2.2 billion compared to year-end 2024, primarily due to increases in loans of $1.4 billion, AFS investment securities at fair value of $816.1 million, and interest-bearing deposits in other financial institutions of $690.5 million offset by a decrease in residential loans held for sale of $574.2 million. On the funding side, FHLB advances increased $1.4 billion, and deposits increased $904.2 million, mainly driven by increases in all deposit types except for brokered CDs which decreased $481.2 million.

For the year ended December 31, 2024, net cash provided by operating and financing activities was $580.2 million and $1.7 billion, respectively, while investing activities used net cash of $2.2 billion, for a net increase in cash and cash equivalents of $95.8 million since year-end 2023. During 2024, total assets increased to $43.0 billion, up $2.0 billion compared to year-end 2023, primarily due to increases in AFS investment securities, at fair value of $980.5 million, residential loans held for sale of $613.7 million resulting from a nonrecurring mortgage portfolio sale related to the balance sheet repositioning announced in the fourth quarter of 2024 which closed in January 2025, and loans of $552.4 million. On the funding side, deposits increased $1.2 billion, mainly driven by increases in other time deposits, money market, savings, and interest-bearing demand of $832.0 million, $307.5 million, $297.6 million, and $280.8 million, respectively, partially offset by a decrease in noninterest-bearing demand of $344.3 million. Additionally, other long-term funding increased $296.4 million, primarily driven by the Corporation's issuance of senior notes in August 2024.

MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.

FY 2024 10-K MD&A

SEC filing source: 0000007789-25-000013.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-02-12. Report date: 2024-12-31.

ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion is management’s analysis to assist in the understanding and evaluation of the consolidated financial condition and results of operations of the Corporation. It should be read in conjunction with the consolidated financial statements and footnotes and the selected financial data presented elsewhere in this report. Within the tables presented, certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes.

The detailed financial discussion that follows focuses on 2024 results compared to 2023. For a discussion of 2023 results compared to 2022, see the Corporation's Annual Report on Form 10-K for the year ended December 31, 2023.

Overview

The Corporation is a bank holding company headquartered in Wisconsin, providing a broad array of banking and nonbanking products and services to businesses and consumers primarily within our three-state footprint. The Corporation’s primary sources of revenue, through the Bank, are net interest income (predominantly from loans and investment securities) and noninterest income (principally fees and other revenue from financial services provided to customers or ancillary services tied to loans and deposits).

Performance Summary

•Diluted earnings per common share of $0.72 in 2024 decreased $0.41, or 36%, from 2023, mainly as a result of nonrecurring items related to the balance sheet repositioning the Corporation announced in the fourth quarter of 2024 in addition to the issuance of 13.8 million common shares during the fourth quarter of 2024.

•Average loans of $29.7 billion for the full year of 2024 increased $163 million, or 1%, from a year ago, driven by increases in auto finance and commercial and business lending, partially offset by a decrease in residential mortgage.

•Average deposits of $33.4 billion for the full year of 2024 increased $2.0 billion, or 7%, from a year ago, driven by increases in time deposits, interest-bearing demand deposits, savings deposits, and network transaction deposits, partially offset by decreases in noninterest-bearing demand deposits and money market deposits.

•Net interest income of $1.0 billion in 2024 increased $8 million, or 1%, from 2023. Net interest margin of 2.78% in 2024 decreased 3 bp from 2.81% in 2023. The increase in net interest income was driven by growth of earning assets while margin compressed as a result of a shift in mix within deposits into higher cost funding from noninterest-bearing demand deposits.

•Provision for credit losses was $85 million in 2024, compared to $83 million in 2023.

•Noninterest income (loss) of $(9) million in 2024 decreased $73 million from 2023, primarily due to higher investment securities losses related to nonrecurring items from the balance sheet repositioning announced in the fourth quarter of 2024.

•Noninterest expense of $818 million in 2024 increased $5 million, or 1%, from 2023, as a result of increased personnel expense as the Corporation continues to execute our growth strategy and the loss on prepayments of FHLB advances related to the balance sheet repositioning announced in the fourth quarter of 2024, partially offset by decreased FDIC assessment expense.

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Income Statement Analysis

Net Interest Income

Table 1 Net Interest Income Analysis

Years Ended December 31,
202420232022
($ in thousands)Average BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / Rate
Assets
Earning assets
Loans(a)(b)(c)
Commercial and business lending$11,069,185$786,9637.11%$10,831,275$740,0176.83%$9,852,303$384,1553.90%
Commercial real estate lending7,270,239538,2287.40%7,314,651520,0287.11%6,595,635281,4854.27%
Total commercial18,339,4241,325,1917.23%18,145,9261,260,0456.94%16,447,938665,6404.05%
Residential mortgage7,907,962278,8043.53%8,696,706293,4463.37%8,052,277245,9753.05%
Auto finance2,576,979144,8925.62%1,793,95989,4544.99%805,17930,7493.82%
Other retail872,99483,3869.55%897,70280,1898.93%894,94852,2665.84%
Total loans29,697,3601,832,2746.17%29,534,2931,723,1345.83%26,200,341994,6303.80%
Investment securities
Taxable5,690,238199,4243.50%5,243,805146,0062.78%4,362,39475,4441.73%
Tax-exempt(a)2,111,52371,4583.38%2,288,32879,6733.48%2,419,26282,7713.42%
Other short-term investments668,73037,2915.58%564,28428,4085.03%570,88711,4752.01%
Investments and other8,470,491308,1733.64%8,096,417254,0873.14%7,352,542169,6902.31%
Total earning assets$38,167,851$2,140,4465.61%$37,630,710$1,977,2215.25%$33,552,884$1,164,3203.47%
Other assets, net3,166,0023,018,2143,105,049
Total assets$41,333,853$40,648,923$36,657,932
Liabilities and stockholders' equity
Interest-bearing liabilities
Interest-bearing deposits
Savings$5,080,045$85,4501.68%$4,773,366$63,9451.34%$4,652,774$5,0330.11%
Interest-bearing demand7,443,738193,9002.60%6,904,514154,1362.23%6,638,59235,1690.53%
Money market5,994,171181,4443.03%6,668,930177,3112.66%7,164,51836,3700.51%
Network transaction deposits1,645,69585,7885.21%1,469,61675,2945.12%821,80414,7211.79%
Time deposits7,481,486355,2214.75%4,905,748202,9394.14%1,315,7937,0160.53%
Total interest-bearing deposits27,645,135901,8043.26%24,722,174673,6242.72%20,593,48298,3090.48%
Federal funds purchased and securities sold under agreements to repurchase272,06911,7544.32%345,51912,2383.54%388,7013,4800.90%
Other short-term funding403,21420,4205.06%8,58210.01%20,54020.01%
FHLB advances1,793,73498,5205.49%3,741,790196,5355.25%2,784,40375,4872.71%
Long-term funding640,84245,7817.14%504,43836,0807.15%249,47810,6534.27%
Total short and long-term funding3,109,859176,4755.67%4,600,329244,8555.32%3,443,12389,6212.60%
Total interest-bearing liabilities$30,754,994$1,078,2793.51%$29,322,503$918,4793.13%$24,036,605$187,9310.78%
Noninterest-bearing demand deposits5,745,9606,620,9658,163,703
Other liabilities530,537594,318482,538
Stockholders’ equity4,302,3624,111,1383,975,086
Total liabilities and stockholders’ equity$41,333,853$40,648,923$36,657,932
Interest rate spread2.10%2.12%2.69%
Net free funds0.68%0.69%0.22%
Fully tax-equivalent net interest income and net interest margin$1,062,1672.78%$1,058,7422.81%$976,3892.91%
Fully tax-equivalent adjustment14,91919,16819,068
Net interest income$1,047,248$1,039,573$957,321

(a) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

(b) Nonaccrual loans and loans held for sale have been included in the average balances.

(c) Interest income includes amortization of net deferred loan origination costs and net accreted purchase loan discount.

Net interest income is the primary source of the Corporation’s revenue. Net interest income is the difference between interest income on interest-earning assets, such as loans and investment securities, and the interest expense on interest-bearing deposits and other borrowings used to fund interest-earning and other assets or activities. Net interest income is affected by the amount and composition of earning assets and interest-bearing liabilities, as well as the sensitivity of the balance sheet to changes in interest rates, including characteristics such as the fixed or variable nature of the financial instruments, contractual maturities, re-pricing frequencies, loan prepayment behavior, and the use of interest rate derivative financial instruments.

Interest rate spread and net interest margin are utilized to measure and explain changes in net interest income. Interest rate spread is the difference between the yield on earning assets and the rate paid on interest-bearing liabilities that fund those assets.

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The net interest margin is expressed as the percentage of net interest income to average earning assets. The net interest margin exceeds the interest rate spread because net free funds, principally noninterest-bearing demand deposits and stockholders’ equity, also support earning assets. To compare tax-exempt asset yields to taxable yields, the yield on tax-exempt loans and investment securities is computed on a fully tax-equivalent basis. Net interest income, interest rate spread, and net interest margin are discussed on a fully tax-equivalent basis.

Table 1 provides average daily balances of earning assets and interest-bearing liabilities, the associated interest income and expense, and the corresponding interest rates earned and paid, as well as net interest income, interest rate spread, and net interest margin on a fully tax-equivalent basis for the years ended December 31, 2024, 2023, and 2022. Table 2 presents additional information to facilitate the review and discussion of fully tax-equivalent net interest income, interest rate spread, and net interest margin.

Notable Contributions to the Change in 2024 Net Interest Income

•Fully tax-equivalent net interest income was up $3 million and net interest income was up $8 million, or 1%, compared to 2023. The higher overall rate environment has resulted in higher yields on earnings assets, which combined with the mix shift from lower to higher yielding earning asset classes, resulted in the yield on earning assets increasing by 36 bp compared to 2023, while the cost of interest-bearing liabilities increased 38 bp from 2023, largely due to an increase in higher cost average time deposits. See sections Interest Rate Risk and Quantitative and Qualitative Disclosures about Market Risk for a discussion of interest rate risk and market risk.

•Average loans increased $163 million, or 1%, compared to 2023, with a decrease of $789 million, or 9%, in residential mortgage more than offset by increases of $783 million, or 44%, in auto finance and $238 million, or 2%, in commercial and business lending. Average investments and other short-term investments increased $374 million, or 5%, compared to 2023, driven by increases of $446 million, or 9%, in taxable investments and $104 million, or 19%, in other short-term investments, partially offset by a decrease of $177 million, or 8%, in tax-exempt investments.

•Average interest-bearing liabilities increased $1.4 billion, or 5%, compared to 2023. Average interest-bearing deposits increased $2.9 billion, or 12%, compared to 2023, primarily driven by increases in time deposits, interest-bearing demand deposits, savings deposits, and network transaction deposits, partially offset by a decrease in money market deposits. Average total short and long-term funding decreased $1.5 billion, or 32%, from 2023, primarily driven by a decrease in FHLB advances of $1.9 billion, or 52%, as a result of using brokered CDs to pay down higher interest sources of funding, partially offset by an increase of $395 million in other short-term funding related to the utilization of the BTFP. Average noninterest-bearing demand deposits decreased $875 million, or 13%, compared to 2023.

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Table 2 Rate/Volume Analysis(a)

2024 Compared to 2023 Increase (Decrease) Due to2023 Compared to 2022 Increase (Decrease) Due to
($ in thousands)VolumeRateNetVolumeRateNet
Interest income
Loans(b)
Commercial and business lending$16,486$30,460$46,946$41,522$314,340$355,862
Commercial real estate lending(3,174)21,37418,20033,560204,983238,544
Total commercial13,31251,83465,14675,082519,323594,405
Residential mortgage(27,413)12,771(14,641)20,57826,89247,470
Auto finance42,89912,53955,43847,00311,70258,705
Other retail(2,251)5,4483,19716127,76127,923
Total loans26,54882,592109,140142,825585,679728,504
Investment securities
Taxable13,22640,19153,41817,55753,00570,562
Tax-exempt(b)(6,029)(2,186)(8,215)(4,539)1,442(3,098)
Other short-term investments5,6163,2678,883(134)17,06716,933
Investments and other12,81341,27254,08612,88371,51384,397
Total earning assets$39,361$123,865$163,226$155,708$657,192$812,900
Interest expense
Savings$4,319$17,186$21,505$134$58,777$58,911
Interest-bearing demand12,67827,08539,7631,464117,503118,968
Money market(18,989)23,1234,134(2,687)143,628140,941
Network transaction deposits9,1591,33610,49518,02942,54360,572
Time deposits118,83833,444152,282143,01552,908195,923
Total interest-bearing deposits126,005102,174228,180159,955415,359575,315
Federal funds purchased and securities sold under agreements to repurchase(2,883)2,399(484)(428)9,1878,759
Other short-term funding1,77118,64820,419(1)(2)
FHLB advances(106,619)8,604(98,015)32,48588,564121,049
Long-term funding9,745(44)9,70115,31210,11525,428
Total short and long-term funding(97,986)29,606(68,380)47,368107,865155,233
Total interest-bearing liabilities28,019131,781159,800207,323523,225730,548
Fully tax-equivalent net interest income$11,342$(7,916)$3,426$(51,615)$133,968$82,352

(a) The change in interest due to both rate and volume has been allocated in proportion to the relationship to the dollar amounts of the change in each.

(b) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

Provision for Credit Losses

The provision for credit losses is predominantly a function of the Corporation’s reserving methodology and judgments as to other qualitative and quantitative factors used to determine the appropriate level of the ACLL, which focuses on changes in the size and character of the loan portfolio, changes in levels of individually evaluated and other nonaccrual loans, historical losses and delinquencies in each portfolio category, the risk inherent in specific loans, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, and other factors which could affect potential credit losses. The forecast the Corporation used for December 31, 2024 was the Moody's baseline scenario from November 2024, which was reviewed against the December 2024 baseline scenario with no material updates made, over a two-year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. See additional discussion under the sections titled Loans, Credit Risk, Nonperforming Assets, and Allowance for Credit Losses on Loans.

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Noninterest Income

Table 3 Noninterest Income

Years Ended December 31,$ Change% Change
($ in thousands)2024202320222024 from 20232023 from 20222024 from 20232023 from 2022
Wealth management fees$92,569$82,502$84,122$10,067$(1,620)12%(2)%
Service charges and deposit account fees51,64249,04562,3102,597(13,265)5%(21)%
Card-based fees46,92145,02044,0141,9011,0064%2%
Other fee-based revenue19,49917,26815,9032,2311,36513%9%
Total fee-based revenue210,630193,835206,35016,795(12,515)9%(6)%
Capital markets, net22,08424,64929,917(2,565)(5,268)(10)%(18)%
Mortgage banking, net10,68619,42918,873(8,743)556(45)%3%
Loss on mortgage portfolio sale(130,406)(136,239)5,833(136,239)(4)%N/M
Bank and corporate owned life insurance13,47710,26611,4313,211(1,165)31%(10)%
Other9,3109,69110,715(381)(1,024)(4)%(10)%
Subtotal135,782121,631277,28614,151(155,655)12%(56)%
Asset (losses) gains, net(1,042)4541,338(1,496)(884)N/M(66)%
Investment securities (losses) gains, net(144,147)(58,903)3,746(85,244)(62,649)145%N/M
Total noninterest (loss) income$(9,407)$63,182$282,370$(72,589)$(219,188)N/M(78)%
Mortgage loans originated for sale during period$617,889$395,834$600,114$222,055$(204,280)56%(34)%
Mortgage loan settlements during period584,7811,212,069715,035(627,288)497,034(52)%70%
Mortgage portfolio loans transferred to held for sale during period722,991968,595(245,603)968,595(25)%N/M
Assets under management, at market value(a)14,77313,54511,8431,2281,7029%14%

N/M = Not Meaningful

(a) $ in millions. Excludes assets held in brokerage accounts.

Notable Contributions to the Change in 2024 Noninterest Income

•The 2024 loss on the mortgage portfolio sale was the result of an announced sale of $723 million of residential mortgages related to the balance sheet repositioning in the fourth quarter of 2024 and the sale closed in January 2025.

•Investment securities (losses) gains, net decreased from 2023, driven primarily by the sale of lower yielding AFS securities with a carrying value of $1.1 billion at a net loss of $148 million, related to the balance sheet repositioning in the fourth quarter of 2024.

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Noninterest Expense

Table 4 Noninterest Expense

Years Ended December 31,$ Change% Change
($ in thousands)2024202320222024 from 20232023 from 20222024 from 20232023 from 2022
Personnel$487,956$468,355$454,101$19,601$14,2544%3%
Technology107,563102,01890,7005,54511,3185%12%
Occupancy54,62257,20459,794(2,582)(2,590)(5)%(4)%
Business development and advertising28,14228,40525,525(263)2,880(1)%11%
Equipment18,43119,66319,632(1,232)31(6)%%
Legal and professional21,60119,91118,2501,6901,6618%9%
Loan and foreclosure costs8,4715,4085,9253,063(517)57%(9)%
FDIC assessment38,43967,07222,650(28,633)44,422(43)%196%
Other intangible amortization8,8118,8118,811%%
Loss on prepayments of FHLB advances14,24314,243N/MN/M
Other30,11836,83741,675(6,719)(4,838)(18)%(12)%
Total noninterest expense$818,397$813,682$747,063$4,715$66,6191%9%
Average FTEs(a)4,0304,1994,118(169)81(4)%2%

(a) Average FTEs without overtime

Notable Contributions to the Change in 2024 Noninterest Expense

•FDIC assessment expense decreased from 2023, primarily driven by a one-time expense of $31 million in 2023, resulting from the special assessment pursuant to systemic risk incurred by the FDIC on member banks as a result of the bank failures in the first quarter of 2023, partially offset by subsequent adjustments to the special assessment during 2024.

•Personnel costs increased from 2023, as the Corporation continues to execute our growth strategy.

•During the fourth quarter of 2024, the Corporation prepaid $600 million of long-term FHLB advances and incurred a loss of $14 million on the prepayment.

Income Taxes

The Corporation recognized income tax expense of $11 million for 2024, compared to income tax expense of $23 million for 2023. The Corporation's effective tax rate was 8.41% for 2024, compared to an effective tax rate of 11.21% for 2023. The decrease in income tax expense and lower effective tax rate during 2024 were primarily due to a strategic reallocation of the investment portfolio and the adoption of a legal entity rationalization plan that resulted in the recognition of deferred tax benefits of $35 million, partially offset by a deferred tax asset valuation allowance of $33 million related to certain capital loss carryovers.

See Note 1 Summary of Significant Accounting Policies of the notes to consolidated financial statements for the Corporation’s income tax accounting policy. Income tax expense recorded on the consolidated statements of income involves the interpretation and application of certain accounting pronouncements and federal and state tax laws and regulations. The Corporation is subject to examination by various taxing authorities. Examination by taxing authorities may impact the amount of tax expense and/or the reserve for uncertainty in income taxes if their interpretations differ from those of management, based on their judgments about information available to them at the time of their examinations. See Note 12 Income Taxes of the notes to consolidated financial statements for more information.

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Balance Sheet Analysis

•At December 31, 2024, total assets were $43.0 billion, up $2.0 billion, or 5%, from December 31, 2023.

•AFS investment securities, at fair value increased $981 million, or 27%, to $4.6 billion, while HTM investment securities, net, at amortized cost decreased by $121 million, or 3%, to $3.7 billion. See section Investment Securities Portfolio and Note 2 Investment Securities of the notes to consolidated financial statements for additional information on the Corporation's portfolio of investment securities.

•At December 31, 2024, total loans were $29.8 billion, up $552 million, or 2%, from December 31, 2023, primarily due to increases of $924 million, or 9%, in commercial and business lending and $554 million, or 25%, in auto finance, partially offset by a decrease of $817 million, or 10%, in residential mortgage as a result of a nonrecurring mortgage portfolio sale related to the balance sheet repositioning announced in the fourth quarter of 2024 and the sale closed in January 2025, which was the primary driver of a $614 million increase in residential loans held for sale, and a decrease of $185 million, or 3%, in CRE lending. See section Loans and Note 3 Loans of the notes to consolidated financial statements for additional information on loans.

•At December 31, 2024, total deposits of $34.6 billion were up $1.2 billion, or 4%, from December 31, 2023, driven by increases in other time deposits of $832 million, or 29%, money market of $307 million, or 5%, savings of $298 million, or 6%, and interest-bearing demand of $281 million, or 3%, partially offset by decreases in noninterest-bearing demand of $344 million, or 6%, and brokered CDs of $171 million, or 4%. See section Deposits and Customer Funding and Note 7 Deposits of the notes to consolidated financial statements for additional information on deposits.

•At December 31, 2024, other long-term funding of $838 million was up $296 million, or 55%, as a result of the issuance of senior debt. See section Other Funding Sources and Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details on funding.

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Loans

Table 5 Period End Loan Composition

As of December 31,
20242023202220212020
($ in thousands)Amount% of TotalAmount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Commercial and industrial$10,573,74136%$9,731,55533%$9,759,45434%$8,452,38535%$8,469,17935%
Commercial real estate — owner occupied1,143,7414%1,061,7004%991,7223%971,3264%900,9124%
Commercial and business lending11,717,48339%10,793,25537%10,751,17637%9,423,71139%9,370,09138%
Commercial real estate — investor5,227,97518%5,124,24518%5,080,34418%4,384,56918%4,342,58418%
Real estate construction1,982,6327%2,271,3988%2,155,2227%1,808,9767%1,840,4178%
Commercial real estate lending7,210,60724%7,395,64425%7,235,56525%6,193,54526%6,183,00125%
Total commercial18,928,09064%18,188,89862%17,986,74262%15,617,25664%15,553,09164%
Residential mortgage7,047,54124%7,864,89127%8,511,55030%7,567,31031%7,878,32432%
Auto finance2,810,2209%2,256,1628%1,382,0735%143,0451%11,177%
Home equity664,2522%628,5262%624,3532%595,6152%707,2553%
Other consumer318,4831%277,7401%294,8511%301,7231%301,8761%
Total consumer10,840,49636%11,027,31938%10,812,82838%8,607,69336%8,898,63236%
Total loans$29,768,586100%$29,216,218100%$28,799,569100%$24,224,949100%$24,451,724100%
Commercial real estate and real estate construction loan detail
Non-owner occupied$3,210,50961%$3,362,08566%$3,313,95965%$2,972,58468%$2,969,90668%
Multi-family2,015,40139%1,759,50434%1,762,60835%1,405,26432%1,360,30531%
Farmland2,065%2,656%3,776%6,720%12,373%
Commercial real estate — investor$5,227,975100%$5,124,245100%$5,080,344100%$4,384,569100%$4,342,584100%
1-4 family construction$160,6998%$275,29212%$436,21020%$380,16021%$270,46715%
All other construction1,821,93392%1,996,10688%1,719,01280%1,428,81679%1,569,95085%
Real estate construction$1,982,632100%$2,271,398100%$2,155,222100%$1,808,976100%$1,840,417100%

The Corporation has long-term guidelines relative to the proportion of Commercial and Business, CRE, and Consumer loan commitments within the overall loan portfolio, with each targeted to represent 30 to 40% of the overall loan portfolio. The targeted long-term guidelines were unchanged during 2024 and 2023. Furthermore, certain sub-asset classes within the respective portfolios are further defined and dollar limitations are placed on these sub-portfolios. These guidelines and limits are reviewed quarterly and approved annually by the ERC. These guidelines and limits are designed to create balance and diversification within the loan portfolios.

During the fourth quarter of 2024, the Corporation announced its intention to sell $723 million in residential mortgages at a loss of $130 million related to the balance sheet repositioning announced during the fourth quarter of 2024 which closed in January 2025.

During the fourth quarter of 2023, the Corporation completed a mortgage portfolio sale of $969 million of residential mortgages sold at a loss of $136 million related to the balance sheet repositioning announced during the fourth quarter of 2023. The proceeds of this sale were used to pay down higher cost funding and increase liquidity capacity.

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The Corporation's loan distribution and interest rate sensitivity as of December 31, 2024 are summarized in the following table:

Table 6 Loan Distribution and Interest Rate Sensitivity

($ in thousands)Within 1 Year(a)1-5 Years5-15 YearsOver 15 YearsTotal% of Total
Commercial and industrial$9,314,491$894,829$363,925$496$10,573,74136%
Commercial real estate — owner occupied748,785289,931105,0261,143,7414%
Commercial real estate — investor4,893,414282,15552,4065,227,97518%
Real estate construction1,944,24235,3622,3396891,982,6327%
Commercial - adjustable11,835,33340,2853,45011,879,06840%
Commercial - fixed5,065,5991,461,992520,2461,1857,049,02224%
Residential mortgage - adjustable196,280733,2211,276,1682882,205,9567%
Residential mortgage - fixed4,64156,155374,6894,406,0984,841,58516%
Auto finance1,5221,492,3951,316,3032,810,2209%
Home equity619,6328,30227,8088,509664,2522%
Other consumer261,64830,50017,4478,888318,4831%
Total loans$17,984,656$3,822,851$3,536,111$4,424,968$29,768,586100%
Fixed-rate$5,078,378$3,048,547$2,256,493$4,424,680$14,808,09950%
Floating or adjustable rate12,906,278774,3041,279,61828814,960,48750%
Total$17,984,656$3,822,851$3,536,111$4,424,968$29,768,586100%

(a) Demand loans, past due loans, overdrafts, and credit cards are reported in the “Within 1 Year” category.

At December 31, 2024, $20.0 billion, or 67%, of the total loans outstanding and $16.9 billion, or 90%, of the commercial loans outstanding were floating rate, adjustable rate, re-pricing within one year, or maturing within one year.

Credit Risk

An active credit risk management process is used for commercial loans to ensure that sound and consistent credit decisions are made. Credit risk is controlled by detailed underwriting procedures, comprehensive loan administration, and periodic review of borrowers’ outstanding loans and commitments. Borrower relationships are formally reviewed and graded on an ongoing basis for early identification of potential problems. Further analysis by customer, industry, and geographic location are performed to monitor trends, financial performance, and concentrations. See Note 3 Loans of the notes to consolidated financial statements for additional information on managing overall credit quality.

The loan portfolio is widely diversified by types of borrowers, industry groups, and market areas primarily within the Corporation's lending footprint. Significant loan concentrations are considered to exist when there are amounts loaned to numerous borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. At December 31, 2024, no significant concentrations existed in the Corporation’s loan portfolio in excess of 10% of total loan exposure.

Commercial and business lending: The commercial and business lending classification primarily includes commercial loans to large corporations, middle market companies, small businesses, and ABL and equipment financing.

Table 7 Largest Commercial and Industrial Industry Group Exposures, by NAICS Subsector

December 31, 2024NAICS SubsectorOutstanding BalanceTotal Exposure% of Total Loan Exposure
Real Estate(a)531$2,073,512$3,606,1409%
Utilities(b)2212,570,3373,254,7838%
Credit Intermediation and Related Activities(c)522836,0751,591,0844%
Merchant Wholesalers, Durable Goods423606,7811,036,9823%

(a) Includes REIT lines

(b) 59% of the total utilities exposure comes from renewable energy sources (wind, solar, hydroelectric, and geothermal).

(c) Includes mortgage warehouse lines

The remaining commercial and industrial portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

The CRE-owner occupied portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

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The credit risk related to commercial and business lending is largely influenced by general economic conditions and the resulting impact on a borrower’s operations or on the value of underlying collateral, if any.

Commercial real estate - investor: CRE-investor is comprised of loans secured by various non-owner occupied or investor income producing property types.

Table 8 Largest Commercial Real Estate - Investor Property Type Exposures

December 31, 2024% of Total Loan Exposure% of Total Commercial Real Estate - Investor Loan Exposure
Multi-Family5%38%
Industrial3%25%
Office2%18%

The remaining CRE-investor portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

Credit risk is managed in a similar manner to commercial and business lending by employing sound underwriting guidelines, lending primarily to borrowers in local markets and businesses, periodically evaluating the underlying collateral, and formally reviewing the borrower’s financial soundness and relationship on an ongoing basis.

Real estate construction: Real estate construction loans are primarily short-term or interim loans that provide financing for the acquisition or development of commercial income properties, multi-family projects, or residential development, both single family and condominium. Real estate construction loans are made to developers and project managers who are generally well-known to the Corporation and have prior successful project experience. The credit risk associated with real estate construction loans is generally confined to specific geographic areas but is also influenced by general economic conditions. The Corporation controls the credit risk on these types of loans by making loans in familiar markets to developers, reviewing the merits of individual projects, controlling loan structure, and monitoring project progress and construction advances.

Table 9 Largest Real Estate Construction Property Type Exposures

December 31, 2024% of Total Loan Exposure% of Total Real Estate Construction Loan Exposure
Multi-Family5%54%

The remaining real estate construction portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

The Corporation’s current lending standards for CRE and real estate construction lending are determined by property type and specifically address many criteria, including: maximum loan amounts, maximum LTV, requirements for pre-leasing and/or presales, minimum borrower equity, and maximum loan-to-cost. Currently, the maximum standard for LTV is 80%, with lower limits established for certain higher risk types, such as raw land that has a 50% LTV maximum. The Corporation’s LTV guidelines are in compliance with regulatory supervisory limits. In most cases, for real estate construction loans, the loan amounts include interest reserves, which are built into the loans and sized to fund loan payments through construction and lease up and/or sell out.

Residential mortgages: Residential mortgage loans are primarily first-lien home mortgages with a maximum loan-to-collateral value without credit enhancement (e.g., private mortgage insurance) of 80%. The residential mortgage portfolio is focused primarily in the Corporation's three-state branch footprint, with approximately 89% of the outstanding loan balances in the Corporation's branch footprint at December 31, 2024. The rates on adjustable rate mortgages adjust based upon the movement in the underlying index which is then added to a margin and rounded to the nearest 0.125%. That result is then subjected to any periodic caps to produce the borrower's interest rate for the coming term. Adjustable rate mortgages are typically offered with an initial fixed rate term of 5, 7 or 10 years.

The Corporation generally retains certain fixed-rate residential real estate mortgages in its loan portfolio, including retail and private banking jumbo mortgages and CRA-related mortgages. As part of management's historical practice of originating and servicing residential mortgage loans, generally the Corporation's 30-year, agency conforming, fixed-rate residential real estate mortgage loans have been sold in the secondary market with servicing rights retained. Subject to management's analysis of the current interest rate environment, among other market factors, the Corporation may choose to retain mortgage loan production on its balance sheet.

The Corporation’s underwriting and risk-based pricing guidelines for residential mortgage loans include minimum borrower FICO score and maximum LTV of the property securing the loan. Residential mortgage products generally are underwritten using FHLMC and FNMA secondary marketing guidelines.

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Home equity: Home equity consists of both home equity lines of credit and closed-end home equity loans. The Corporation’s credit risk monitoring guidelines for home equity are based on an ongoing review of loan delinquency status, as well as a quarterly review of FICO score deterioration and property devaluation. The Corporation does not routinely obtain appraisals on performing loans to update LTV ratios after origination; however, the Corporation monitors the local housing markets by reviewing the various home price indices and incorporates the impact of the changing market conditions in its ongoing credit monitoring process. For junior lien home equity loans, the Corporation is unable to track the performance of the first lien loan if it does not own or service the first lien loan. However, the Corporation obtains a refreshed FICO score on a quarterly basis and monitors this as part of its assessment of the home equity portfolio.

The Corporation’s underwriting and risk-based pricing guidelines for home equity lines of credit and loans consist of a combination of both borrower FICO score and the original cumulative LTV against the property securing the loan. Currently, the Corporation's policy sets the maximum acceptable LTV at 90%. The Corporation's current home equity line of credit offering is priced based on floating rate indices and generally allows 10 years of interest-only payments followed by a 20-year amortization of the outstanding balance. The loans in the Corporation's portfolio generally have an original term of 20 years with principal and interest payments required.

Indirect Auto: The Corporation currently purchases retail auto sales contracts via a network of approved auto dealerships across 16 states throughout the Northeast, Mid-Atlantic, and Midwestern United States. The auto dealerships finance the sale of automobiles as the initial lender and then assign the contracts to the Corporation pursuant to dealer agreements. The Corporation’s underwriting and pricing guidelines are based on a dual risk grade derived from a combination of FICO auto score and proprietary internal custom score. Minimum grade and FICO score standards ensure the credit risk is appropriately managed to the Corporation’s risk appetite. Further, the grade influences loan-specific parameters such as vehicle age, term, LTV, loan amount, mileage, payment and debt service thresholds, and pricing. Maximum loan terms offered are 84 months on select grades with vehicle age, mileage, and other limitations in place to qualify. The program is designed to capture primarily prime and super prime contracts.

Other consumer: Other consumer consists of student loans, short-term personal installment loans, and credit cards. Credit risk for other consumer loans is influenced by general economic conditions, the characteristics of individual borrowers, and the nature of the loan collateral. Risks of loss are generally on smaller average balances per loan spread over many borrowers. Once charged off, there is usually less opportunity for recovery of these smaller consumer loans. Credit risk is primarily controlled by reviewing the creditworthiness of the borrowers, monitoring payment histories, and taking appropriate collateral and guarantee positions.

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Nonperforming Assets

Management is committed to a proactive nonaccrual and problem loan identification philosophy. This philosophy is implemented through the ongoing monitoring and review of all pools of risk in the loan portfolio to ensure that problem loans are identified quickly and the risk of loss is minimized. Table 10 provides detailed information regarding NPAs, which include nonaccrual loans, OREO, and repossessed assets, and also includes information on accruing loans past due and restructured loans:

Table 10 Nonperforming Assets

As of December 31,
($ in thousands)20242023202220212020
Nonperforming assets
Commercial and industrial$19,084$62,022$14,329$6,279$61,859
Commercial real estate — owner occupied1,5011,3941,058
Commercial and business lending20,58563,41614,3296,27962,917
Commercial real estate — investor16,70529,38060,67778,220
Real estate construction306105177353
Commercial real estate lending16,735629,48560,85578,573
Total commercial37,32063,42243,81467,134141,490
Residential mortgage70,03871,14258,48055,36259,337
Auto finance7,4025,7971,4905249
Home equity8,3788,5087,4877,7269,888
Other consumer12212819717091
Total consumer85,94185,57467,65463,30969,364
Total nonaccrual loans123,260148,997111,467130,443210,854
Commercial real estate owned11,9149143259842,185
Residential real estate owned2,0681,2902,8783,6661,194
Bank properties real estate owned6,2358,30111,58024,96910,889
OREO20,21710,50614,78429,61914,269
Repossessed assets687919215
Total nonperforming assets$144,164$160,421$126,466$160,062$225,123
Accruing loans past due 90 days or more
Commercial$642$19,812$282$151$175
Consumer2,5471,8761,4461,1111,423
Total accruing loans past due 90 days or more$3,189$21,689$1,728$1,263$1,598
Restructured loans (accruing)(a)
Commercial$475$306$13,093$22,763$41,119
Consumer3,0572,41419,77519,76810,973
Total restructured loans (accruing)$3,531$2,719$32,868$42,530$52,092
Nonaccrual restructured loans (included in nonaccrual loans)(a)$2,581$805$20,127$17,426$20,190
Ratios
Nonaccrual loans to total loans0.41%0.51%0.39%0.54%0.86%
NPAs to total loans plus OREO and repossessed assets0.48%0.55%0.44%0.66%0.92%
NPAs to total assets0.34%0.39%0.32%0.46%0.67%
Allowance for credit losses on loans to nonaccrual loans326.40%258.98%315.34%245.16%204.63%

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Table 10 Nonperforming Assets (continued)

As of December 31,
($ in thousands)20242023202220212020
Accruing loans 30-89 days past due
Commercial and industrial$1,260$5,565$6,283$715$6,119
Commercial real estate — owner occupied1,634358230163373
Commercial and business lending2,8935,9236,5128786,492
Commercial real estate — investor36,39118,6971,06761612,793
Real estate construction21391,620991
Commercial real estate lending36,41218,6971,1052,23613,784
Total commercial39,30524,6197,6183,11420,276
Residential mortgage14,89213,4469,8746,16910,385
Auto finance14,85017,3869,4081157
Home equity4,6254,2085,6073,7114,802
Other consumer3,1282,1661,6102,3071,543
Total consumer37,49637,20526,49912,19816,786
Total accruing loans 30-89 days past due$76,801$61,825$34,117$15,312$37,062

(a) On January 1, 2023, the Corporation adopted ASU 2022-02. Under this update, TDRs were eliminated and replaced with a modified loan classification. As a result, amounts

reported for 2023 and forward will not be comparable to periods reported for 2022 and prior.

Nonaccrual loans: Nonaccrual loans are considered to be one indicator of potential future loan losses. See management’s accounting policy for nonaccrual loans in Note 1 Summary of Significant Accounting Policies and Note 3 Loans of the notes to consolidated financial statements for additional nonaccrual loan disclosures. See also sections Credit Risk and Allowance for Credit Losses on Loans.

Accruing loans past due 90 days or more: Loans past due 90 days or more but still accruing interest are classified as such where the underlying loans are both well-secured (the collateral value is sufficient to cover principal and accrued interest) and are in the process of collection.

Restructured loans: Loans are considered restructured loans if concessions have been granted to borrowers that are experiencing financial difficulty. See also Note 3 Loans of the notes to consolidated financial statements for additional restructured loans disclosures.

OREO: Management actively seeks to ensure OREO properties held are monitored to minimize the Corporation's risk of loss.

Allowance for Credit Losses on Loans

Credit risks within the loan portfolio are inherently different for each loan type. Credit risk is controlled and monitored through the use of lending standards, a thorough review of potential borrowers, and ongoing review of loan payment performance. Active asset quality administration, including early problem loan identification and timely resolution of problems, aids in the management of credit risk and the minimization of loan losses. Credit risk management for each loan type is discussed in the section entitled Credit Risk. See Note 3 Loans of the notes to consolidated financial statements for additional disclosures on the ACLL.

To assess the appropriateness of the ACLL, the Corporation focuses on the evaluation of many factors, including but not limited to: evaluation of facts and issues related to specific loans, management’s ongoing review and grading of the loan portfolio, credit report refreshes, consideration of historical loan loss and delinquency experience on each portfolio category, trends in past due and nonaccrual loans, the risk characteristics of the various classifications of loan segments, changes in the size and character of the loan portfolio, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, funding assumptions on lines, and other qualitative and quantitative factors which could affect potential credit losses. The forecast the Corporation used for December 31, 2024 was the Moody's baseline scenario from November 2024, which was reviewed against the December 2024 baseline scenario with no material updates made, over a two year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. Assessing these factors involves significant judgment. Because each of the criteria used is subject to change, the ACLL is not necessarily indicative of the trend of future credit losses on loans in any particular segment. Therefore, management considers the ACLL a critical accounting estimate, see section Critical Accounting Estimates for additional information on the ACLL. See section Nonperforming Assets for a detailed discussion on asset quality. See also Note 3 Loans of the notes to consolidated financial statements for additional ACLL disclosures. Table 5 provides information

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on loan growth and period end loan composition, Table 10 provides additional information regarding NPAs, and Table 11 and Table 12 provide additional information regarding activity in the ACLL.

The loan segmentation used in calculating the ACLL at December 31, 2024 and December 31, 2023 was generally comparable. The methodology to calculate the ACLL consists of the following components: a valuation allowance estimate is established for commercial and consumer loans determined by the Corporation to be individually evaluated, using discounted cash flows, estimated fair value of underlying collateral, and/or other data available. Loans are segmented for criticized loan pools by loan type as well as for non-criticized loan pools by loan type, primarily based on risk rating rates after considering loan type, historical loss and delinquency experience, credit quality, and industry classifications. Loans that have been criticized are considered to have a higher risk of default than non-criticized loans, as circumstances were present to support the lower loan grade, warranting higher loss factors. Additionally, management allocates ACLL to absorb losses that may not be provided for by the other components due to qualitative factors evaluated by management, such as limitations within the credit risk grading process, known current economic or business conditions that may not yet show in trends, industry or other concentrations with current issues that impose higher inherent risks than are reflected in the loss factors, and other relevant considerations. The total allowance is available to absorb losses from any segment of the loan portfolio.

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Table 11 Allowance for Credit Losses on Loans

Years Ended December 31,
($ in thousands)20242023202220212020
Allowance for loan losses
Balance at beginning of period$351,094$312,720$280,015$383,702$201,371
Cumulative effect of ASU 2016-13 adoption (CECL)N/AN/AN/AN/A112,457
Balance at beginning of period, adjusted351,094312,720280,015383,702313,828
Provision for loan losses81,00087,00034,000(80,000)164,457
Provision for loan losses recorded at acquisition2,543
Gross up of allowance for PCD loans at acquisition3,504
Loans charged off
Commercial and industrial(47,517)(45,687)(4,491)(21,564)(80,320)
Commercial real estate — owner occupied(3)(25)(419)
Commercial and business lending(47,520)(45,713)(4,491)(21,564)(80,739)
Commercial real estate — investor(11,187)(252)(50)(14,346)(22,920)
Real estate construction(25)(48)(5)(19)
Commercial real estate lending(11,187)(277)(98)(14,351)(22,938)
Total commercial(58,707)(45,989)(4,588)(35,915)(103,677)
Residential mortgage(1,029)(952)(567)(880)(1,867)
Auto finance(9,541)(5,950)(1,041)(22)(7)
Home equity(216)(424)(587)(668)(1,719)
Other consumer(6,922)(5,453)(3,363)(3,168)(4,783)
Total consumer(17,709)(12,779)(5,558)(4,738)(8,376)
Total loans charged off(76,415)(58,768)(10,146)(40,652)(112,053)
Recoveries of loans previously charged off
Commercial and industrial2,1483,0155,2828,5647,004
Commercial real estate — owner occupied71113120147
Commercial and business lending2,1553,0265,2958,6847,151
Commercial real estate — investor3,016503,162643
Real estate construction658010612649
Commercial real estate lending653,0951563,288692
Total commercial2,2206,1215,45111,9727,844
Residential mortgage280541908841500
Auto finance2,9051,241983125
Home equity1,3661,2621,3852,8541,978
Other consumer1,0969781,0101,2671,076
Total consumer5,6474,0213,4014,9933,579
Total recoveries7,86710,1428,85216,96511,422
Net (charge offs)(68,549)(48,626)(1,294)(23,687)(100,631)
Balance at end of period$363,545$351,094$312,720$280,015$383,702
Allowance for unfunded commitments
Balance at beginning of period$34,776$38,776$39,776$47,776$21,907
Cumulative effect of ASU 2016-13 adoption (CECL)N/AN/AN/AN/A18,690
Balance at beginning of period, adjusted34,77638,77639,77647,77640,597
Provision for unfunded commitments4,000(4,000)(1,000)(8,000)7,000
Amount recorded at acquisition179
Balance at end of period$38,776$34,776$38,776$39,776$47,776
Allowance for credit losses on loans$402,322$385,870$351,496$319,791$431,478
Provision for credit losses on loans85,00083,00033,000(88,000)174,000

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Table 11 Allowance for Credit Losses on Loans (continued)

Years Ended December 31,
($ in thousands)20242023202220212020
Net loan (charge offs) recoveries
Commercial and industrial$(45,369)$(42,672)$791$(13,000)$(73,316)
Commercial real estate — owner occupied4(15)13120(272)
Commercial and business lending(45,365)(42,687)804(12,880)(73,588)
Commercial real estate — investor(11,187)2,763(11,184)(22,277)
Real estate construction65555812131
Commercial real estate lending(11,122)2,81958(11,063)(22,246)
Total commercial(56,487)(39,868)862(23,943)(95,834)
Residential mortgage(750)(411)341(38)(1,367)
Auto finance(6,637)(4,709)(943)919
Home equity1,1508377982,186259
Other consumer(5,826)(4,475)(2,353)(1,901)(3,707)
Total consumer(12,062)(8,758)(2,157)256(4,797)
Total net (charge offs)$(68,549)$(48,626)$(1,294)$(23,687)$(100,631)
Ratios
Allowance for credit losses on loans to total loans1.35%1.32%1.22%1.32%1.76%
Allowance for credit losses on loans to net charge offs5.9x7.9xN/M13.5x4.3x
Loan evaluation method for ACLL
Individually evaluated for impairment$5,689$15,492$10,324$15,194$79,831
Collectively evaluated for impairment396,632370,378341,172304,597351,646
Total ACLL$402,322$385,870$351,496$319,791$431,478
Loan balance
Individually evaluated for impairment$37,172$62,712$76,577$115,643$259,497
Collectively evaluated for impairment29,731,41429,153,50528,722,99224,109,30624,192,227
Total loan balance$29,768,586$29,216,218$28,799,569$24,224,949$24,451,724

Table 12 Net (Charge Offs) Recoveries(a)

Years Ended December 31,
(In basis points)20242023202220212020
Net loan (charge offs) recoveries
Commercial and industrial(46)(44)1(16)(86)
Commercial real estate — owner occupied1(3)
Commercial and business lending(41)(39)1(14)(78)
Commercial real estate — investor(22)5(26)(54)
Real estate construction1
Commercial real estate lending(15)4(18)(38)
Total commercial(31)(22)1(16)(63)
Residential mortgage(1)(2)
Auto finance(26)(26)(12)414
Home equity191413343
Other consumer(219)(161)(79)(65)(117)
Total consumer(11)(8)(2)(5)
Total net (charge offs)(23)(16)(10)(41)

(a) Ratio of net charge offs to average loans by loan type.

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Notable Contributions to the Change in the Allowance for Credit Losses on Loans

•Total loans increased $552 million, or 2%, from December 31, 2023, driven by increases in commercial and industrial lending, auto finance, and CRE-investor lending, partially offset by a decrease in residential mortgage lending, mainly due to the Corporation's balance sheet repositioning in December 2024, and real estate construction lending. See also Note 3 Loans of the notes to consolidated financial statements for additional information on loans.

•Total nonaccrual loans decreased $26 million, or 17%, from December 31, 2023, primarily driven by a decrease in nonaccrual loans within the Corporation's commercial and industrial portfolio, partially offset by an increase in nonaccrual loans within the CRE-investor portfolio. See also Note 3 Loans of the notes to consolidated financial statements and section Nonperforming Assets for additional disclosures on the changes in asset quality.

•For the year ended December 31, 2024, net charge offs increased $20 million, or 41%, from December 31, 2023, primarily driven by an increase in net charge offs in the Corporation's CRE-investor portfolio. See Tables 11 and 12 for additional information regarding the activity in the ACLL.

Management believes the level of ACLL to be appropriate at December 31, 2024.

Consolidated net income and stockholders’ equity could be affected if management’s estimate of the ACLL is subsequently materially different, requiring additional or less provision for credit losses to be recorded. Management carefully considers numerous detailed and general factors, its assumptions, and the likelihood of materially different conditions that could alter its assumptions. While management uses currently available information to recognize losses on loans, future adjustments to the ACLL may be necessary based on newly received appraisals, updated commercial customer financial statements, rapidly deteriorating customer cash flow, and changes in economic conditions that affect our customers. Additionally, larger credit relationships do not inherently create more risk, but can create wider fluctuations in net charge offs and asset quality measures. As an integral part of their examination processes, various federal and state regulatory agencies also review the ACLL. These agencies may require additions to the ACLL or may require that certain loan balances be charged off or downgraded into criticized loan categories when their credit evaluations differ from those of management, based on their judgments about information available to them at the time of their examinations.

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Investment Securities Portfolio

Management of the investment securities portfolio involves the maximization of income while actively monitoring the portfolio's liquidity, market risk, quality of the investment securities, and its role in balance sheet and capital management. The Corporation classifies its investment securities as AFS, HTM, or equity securities on the consolidated balance sheets at the time of purchase. Securities classified as AFS may be sold from time to time in order to help manage interest rate risk, liquidity, credit quality, capital levels, or to take advantage of relative value opportunities in the marketplace. Investment securities classified as AFS and equity are carried at fair value on the consolidated balance sheets, while investment securities classified as HTM are carried at amortized cost on the consolidated balance sheets.

Table 13 Investment Securities Portfolio

At December 31,
($ in thousands)2024% of Total2023% of Total2022% of Total
AFS investment securities
Amortized cost
U.S. Treasury securities$%$39,9841%$124,4414%
Agency securities%%15,0001%
Obligations of state and political subdivisions (municipal securities)3,063%94,0083%235,6938%
Residential mortgage-related securities:
FNMA/FHLMC120,2723%1,274,05234%1,820,64261%
GNMA4,236,19992%2,021,24254%502,53717%
Commercial mortgage-related securities:
FNMA/FHLMC18,332%18,691%19,0381%
GNMA116,2753%161,9284%115,0314%
Asset backed securities:
FFELP108,3192%135,8324%157,1385%
SBA495%1,077%4,512%
Other debt securities3,000%3,000%3,000%
Total amortized cost$4,605,954100%$3,749,814100%$2,997,032100%
Fair value
U.S. Treasury securities$%$35,9021%$109,3784%
Agency securities%%13,532%
Obligations of state and political subdivisions (municipal securities)3,005%91,8173%230,7148%
Residential mortgage-related securities:
FNMA/FHLMC110,9282%1,120,79431%1,604,61059%
GNMA4,227,72792%2,042,67557%497,59618%
Commercial mortgage-related securities:
FNMA/FHLMC17,000%16,937%17,1421%
GNMA111,4752%154,7934%110,4624%
Asset backed securities:
FFELP107,8392%133,9754%151,1916%
SBA471%1,051%4,477%
Other debt securities2,989%2,950%2,922%
Total fair value and carrying value$4,581,434100%$3,600,892100%$2,742,025100%
Net unrealized holding (losses)$(24,520)$(148,922)$(255,007)

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Table 13 Investment Securities Portfolio (continued)

At December 31,
($ in thousands)2024% of Total2023% of Total2022% of Total
HTM investment securities
Amortized cost
U.S. Treasury securities$1,000%$999%$999%
Obligations of state and political subdivisions (municipal securities)1,659,72244%1,682,47344%1,732,35144%
Residential mortgage-related securities:
FNMA/FHLMC885,47624%941,97324%961,23124%
GNMA43,6931%48,9791%52,9791%
Private-label324,1829%345,0839%364,7289%
Commercial mortgage-related securities:
FNMA/FHLMC772,45621%780,99520%778,79620%
GNMA52,2191%59,7332%69,3692%
Total amortized cost and carrying value$3,738,747100%$3,860,235100%$3,960,451100%
Fair value
U.S. Treasury securities$999%$963%$936%
Obligations of state and political subdivisions (municipal securities)1,486,64247%1,554,05946%1,551,64746%
Residential mortgage-related securities:
FNMA/FHLMC721,94623%804,39324%816,77124%
GNMA39,9271%46,1701%49,6281%
Private-label266,3538%289,5079%303,5059%
Commercial mortgage-related securities:
FNMA/FHLMC623,59520%632,91419%615,83918%
GNMA46,0321%52,6192%62,6912%
Total fair value$3,185,494100%$3,380,624100%$3,401,018100%
Net unrealized holding (losses)$(553,253)$(479,610)$(559,433)
Equity securities
Equity securities carrying value and fair value$23,242100%$41,651100%$25,216100%

At December 31, 2024, the Corporation’s investment securities portfolio did not contain securities of any single non-government or non-GSE issuer that were payable from and secured by the same source of revenue or taxing authority where the aggregate carrying value of such securities exceeded 5% of stockholders’ equity.

During the fourth quarter of 2024 as part of the balance sheet repositioning, the Corporation sold lower yielding AFS securities with a carrying value of $1.1 billion at a net loss of $148 million and reinvested the proceeds into higher yielding and lower risk-weighted GNMA securities.

During the fourth quarter of 2023 as part of the balance sheet repositioning, the Corporation sold lower yielding AFS securities with a carrying value of $715 million at a net loss of $65 million and reinvested the proceeds into higher yielding and lower risk-weighted GNMA securities.

The Corporation did not recognize any credit-related write-downs to the allowance for credit losses on investments during 2024, 2023, or 2022. See Note 1 Summary of Significant Accounting Policies for management's accounting policy for investment securities and Note 2 Investment Securities of the notes to consolidated financial statements for additional investment securities disclosures.

AFS and HTM Securities

U.S. Treasury Securities: U.S. Treasury Securities, including Treasury bills, notes, and bonds, are debt obligations issued by the U.S. Department of the Treasury and are backed by the full faith and credit of the U.S. government.

Municipal Securities: The municipal securities relate to various state and political subdivisions and school districts. The municipal securities portfolio is regularly assessed for credit quality and deterioration.

Agency Residential and Agency Commercial Mortgage-Related Securities: Residential and commercial mortgage-related securities include predominantly GNMA, FNMA, and FHLMC MBS and CMOs. The fair value of these mortgage-related securities is subject to inherent risks, such as prepayment risk and interest rate changes.

67

AFS Securities

Agency Securities: Agency securities are debt obligations that are issued by a U.S. GSE or other federally related entity, and have an implied guarantee from the U.S. government.

FFELP Asset Backed Securities: FFELP asset backed securities are collateralized with government guaranteed student loans.

SBA Asset Backed Securities: SBA asset backed securities are securities whose underlying assets are loans from the SBA. These loans are backed by the U.S. government.

Other Debt Securities: Other debt securities are primarily comprised of debt securities that mature within 3 years and have a rating of A.

HTM Securities

Private-Label Residential Mortgage-Related Securities: Private-label residential mortgage-related securities are the most senior AAA-rated tranche CMO securities issued by a non-agency sponsor and collateralized by Prime Jumbo residential mortgage loans.

Equity Securities

Equity Securities with Readily Determinable Fair Values: The Corporation's portfolio of equity securities with readily determinable fair values is primarily comprised of mutual funds.

Equity Securities without Readily Determinable Fair Values: The Corporation's portfolio of equity securities without readily determinable fair values primarily consists of an investment in a private loan fund, and historically, Visa Class B restricted shares, the latter which the Corporation sold all remaining shares during the first quarter of 2024.

Regulatory Stock (FHLB and Federal Reserve System)

In addition to the AFS, HTM, and equity investment securities noted above, the Corporation is also required to hold certain regulatory stock. The Corporation is required to maintain Federal Reserve Bank stock and FHLB stock as member banks of both the Federal Reserve System and the FHLB, and in amounts as required by these institutions. See Note 2 Investment Securities of the notes to consolidated financial statements for additional information on the regulatory stock.

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Table 14 Investment Securities Portfolio Maturity Distribution(a)

December 31, 2024
($ in thousands)Amortized CostFair ValueWeighted Average Yield(b)
AFS securities
Obligations of state and political subdivisions (municipal securities)
After one but within five years$1,040$1,0334.04%
After five years but within ten years1,3901,3874.68%
After ten years6335854.46%
Total obligations of state and political subdivisions (municipal securities)$3,063$3,0054.42%
Agency residential mortgage-related securities
Within one year$8,875$8,8655.35%
After one but within five years3,953,3563,944,7435.41%
After five years but within ten years349,831341,4274.53%
After ten years44,40943,6215.43%
Total agency residential mortgage-related securities$4,356,471$4,338,6555.34%
Agency commercial mortgage-related securities
Within one year$1,007$9712.32%
After one but within five years86,31982,8723.83%
After five years but within ten years47,28144,6323.96%
Total agency commercial mortgage-related securities$134,607$128,4753.87%
Asset backed securities
Within one year$7$75.05%
After one but within five years108,807108,3036.17%
Total asset backed securities$108,814$108,3106.17%
Other debt securities
Within one year$1,000$9973.30%
After one but within five years2,0001,9934.74%
Total other debt securities$3,000$2,9894.26%
Total AFS securities$4,605,954$4,581,4345.31%

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Table 14 Investment Securities Portfolio Maturity Distribution (continued)(a)

December 31, 2024
($ in thousands)Amortized CostFair ValueWeighted Average Yield(b)
HTM securities
U.S. Treasury securities
Within one year$1,000$9991.20%
Total U.S. Treasury securities$1,000$9991.20%
Obligations of state and political subdivisions (municipal securities)
Within one year$16,800$16,7473.73%
After one but within five years62,05461,2863.95%
After five years but within ten years187,803179,6533.93%
After ten years1,393,0651,228,9573.71%
Total obligations of state and political subdivisions (municipal securities)$1,659,722$1,486,6423.74%
Agency residential mortgage-related securities
After one but within five years$21,253$19,4833.29%
After five years but within ten years205,110167,0332.46%
After ten years702,806575,3582.18%
Total agency residential mortgage-related securities$929,169$761,8742.27%
Private-label residential mortgage-related securities
After one but within five years$3,746$3,2162.28%
After five years but within ten years320,436263,1382.36%
Total private-label residential mortgage-related securities$324,182$266,3532.35%
Agency commercial mortgage-related securities
Within one year$3,785$3,6042.34%
After one but within five years247,091210,0271.59%
After five years but within ten years427,102346,3242.10%
After ten years146,697109,6712.12%
Total agency commercial mortgage-related securities$824,675$669,6261.95%
Total HTM securities$3,738,747$3,185,4942.86%
Equity securities
Equity securities with readily determinable fair values$10,670$10,670%
Equity securities without readily determinable fair values12,57212,572%
Total equity securities$23,242$23,242%

(a) Expected maturities will differ from contractual maturities, as borrowers may have the right to call or repay obligations with or without call or prepayment penalties.

(b) Yields on tax-exempt securities are computed on a fully tax-equivalent basis using a tax rate of 21% and are net of the effects of certain disallowed interest deductions.

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Deposits and Customer Funding

The following table summarizes the composition of our deposits and customer funding:

Table 15 Period End Deposit and Customer Funding Composition

As of December 31,
202420232022
($ in thousands)Amount% of TotalAmount% of TotalAmount% of Total
Noninterest-bearing demand$5,775,65717%$6,119,95618%$7,760,81126%
Savings5,133,29515%4,835,70114%4,604,84816%
Interest-bearing demand9,124,74126%8,843,96726%7,100,72724%
Money market6,637,91519%6,330,45319%8,239,61028%
Brokered CDs4,276,30912%4,447,47913%541,9162%
Other time deposits3,700,51811%2,868,4949%1,388,2425%
Total deposits34,648,434100%33,446,049100%29,636,154100%
Other customer funding(a)100,044106,620261,767
Total deposits and other customer funding$34,748,478$33,552,669$29,897,921
Network transaction deposits(b)$1,758,388$1,566,139$979,003
Net deposits and other customer funding(c)$28,713,780$27,539,051$28,377,001

(a) Includes repurchase agreements and commercial paper.

(b) Included above in interest-bearing demand and money market.

(c) Total deposits and other customer funding, excluding brokered CDs and network transaction deposits.

•Total deposits, which are the Corporation's largest source of funds, increased $1.2 billion, or 4%, from December 31, 2023.

•Other time deposits increased $832 million, or 29%, from December 31, 2023.

•Uninsured deposits were $15.5 billion and $14.8 billion at December 31, 2024 and 2023, respectively. Estimated uninsured and uncollateralized deposits, excluding intercompany deposits, were 23.0% of total deposits at December 31, 2024, compared to 22.7% at December 31, 2023 and 30.1% at December 31, 2022.

Table 16 Maturity Distribution – Time Deposits of $250,000 or More

($ in thousands)December 31, 2024
Three months or less$333,936
Over three months through six months301,734
Over six months through twelve months119,747
Over twelve months2,259
Total$757,675

Selected period end deposit information is detailed in Note 7 Deposits of the notes to consolidated financial statements, including a maturity distribution of all time deposits at December 31, 2024. See Table 1 for additional information on average deposit balances and deposit rates.

Other Funding Sources

Short-Term Funding: Short-term funding is comprised of short-term FHLB advances (with original contractual maturities less than one year), federal funds purchased, securities sold under agreements to repurchase, and historically, commercial paper. Many short-term funding sources are secured with collateral, expected to be reissued, and, therefore, do not represent an immediate need for cash. The organization manages to a multitude of liquidity risk limits which consider availability of short-term funding sources across a spectrum of stress scenarios, among other risk-based assumptions. Short-term funding sources at December 31, 2024 were $1.7 billion, an increase of $654 million, or 61%, from December 31, 2023, driven by a $510 million, or 69%, increase in short-term FHLB advances.

Long-Term Funding: Long-term funding is comprised of long-term FHLB advances (with original contractual maturities greater than one year), senior notes, subordinated notes, and finance leases. Long-term funding at December 31, 2024 was $1.4 billion, a decrease of $300 million, or 17%, from December 31, 2023, driven by a $598 million, or 49%, decrease in long-term FHLB advances, partially offset by the issuance of $300 million in aggregate principal amount of senior notes during the third quarter of 2024.

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See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional information on short-term and long-term funding. See Table 1 for additional information on average funding and rates.

Liquidity

The objective of liquidity risk management is to ensure that the Corporation has the ability to generate sufficient cash or cash equivalents in a timely and cost-effective manner to satisfy the cash flow requirements of depositors and borrowers and to meet its other commitments as they become due. The Corporation’s liquidity risk management process is designed to identify, measure, and manage the Corporation’s funding and liquidity risk to meet its daily funding needs in the ordinary course of business, as well as to address expected and unexpected changes in its funding requirements. The Corporation engages in various activities to manage its liquidity risk, including diversifying its funding sources, stress testing, and holding readily-marketable assets which can be used as a source of liquidity, if needed.

The Corporation performs dynamic scenario analysis in accordance with industry best practices. Measures have been established to ensure the Corporation has sufficient high quality short-term liquidity to meet cash flow requirements under stressed scenarios. In addition, the Corporation also reviews static measures such as deposit funding as a percent of total assets and liquid asset levels. Strong capital ratios, credit quality, and core earnings are also essential to maintaining cost effective access to wholesale funding markets. At December 31, 2024, the Corporation was in compliance with its internal liquidity objectives and had sufficient asset-based liquidity to meet its obligations even under a stressed scenario.

The Corporation maintains diverse and readily available liquidity sources, including:

•Lines of credit with the Federal Reserve Bank and FHLB, which require eligible loan and investment collateral to be pledged. Based on the amount of collateral pledged, the FHLB established a collateral value from which the Bank may draw advances, and issue letters of credit in favor of public fund depositors, against the collateral. As of December 31, 2024, the Bank had $7.1 billion available for future funding. The Federal Reserve Bank also establishes a collateral value of assets to support borrowings from the discount window. As of December 31, 2024, the Bank had $2.8 billion available for discount window borrowings.

•A $200 million Parent Company commercial paper program, of which none was outstanding at December 31, 2024.

•Dividends and service fees from subsidiaries, as well as the proceeds from issuance of capital, which are also funding sources for the Parent Company.

•Acquisition related equity issuances by the Parent Company; the Corporation has filed a shelf registration statement with the SEC under which the Parent Company may, from time to time, offer shares of the Corporation’s common stock in connection with acquisitions of businesses, assets, or securities of other companies.

•Other issuances by the Parent Company; the Corporation maintains on file with the SEC a universal shelf registration statement, under which the Parent Company may offer the following securities, either separately or in units: debt securities, preferred stock, depositary shares, common stock, and warrants.

•Bank issuances; the Bank may also issue institutional CDs, network transaction deposits, and brokered CDs.

•Global Bank Note Program issuances; the Bank has implemented a program pursuant to which it may offer up to $2.0 billion aggregate principal amount of its unsecured senior and subordinated notes.

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The following table presents secured and total available liquidity sources, estimated uninsured and uncollateralized deposits (excluding intercompany deposits), and coverage of estimated uninsured and uncollateralized deposits.

Table 17 Liquidity Sources and Uninsured Deposit Coverage Ratio

($ in thousands)December 31, 2024September 30, 2024June 30, 2024March 31, 2024December 31, 2023
Federal Reserve Bank balance$451,298$405,776$482,362$419,554$421,848
Available FHLB Chicago capacity7,097,4206,164,5395,184,3417,035,7685,985,385
Available Federal Reserve Bank discount window capacity2,778,2942,981,2112,336,0731,438,9921,433,655
Available BTFP capacity522,465
Funding available within one business day(a)10,327,0129,551,5278,002,7768,894,3148,363,353
Available federal funds lines1,164,0001,401,0001,406,0001,495,0001,550,000
Available brokered deposits capacity(b)418,198520,809679,089446,513138,512
Unsecured debt capacity(c)1,000,0001,000,0001,000,0001,000,0001,000,000
Total available liquidity$12,909,210$12,473,336$11,087,865$11,835,827$11,051,865
Uninsured and uncollateralized deposits$7,954,259$7,492,684$7,174,369$7,710,911$7,586,047
Coverage ratio of uninsured and uncollateralized deposits with secured funding available within one business day130%127%112%115%110%
Coverage ratio of uninsured and uncollateralized deposits with total funding162%166%155%153%146%

(a) Estimated based on normal course of operations with indicated institution.

(b) Availability based on internal policy limitations. The Corporation includes outstanding deposits that have received a primary purpose exemption in the brokered deposit classification as they have similar funding characteristics and risk as brokered deposits.

(c) Estimated availability based on the Corporation's current internal funding considerations.

Based on contractual obligations and ongoing operations, the Corporation's sources of liquidity are sufficient to meet present and future liquidity needs. See Table 20 for information about the Corporation's contractual obligations and other commitments. See section Deposits and Customer Funding for information about uninsured deposits and concentrations.

Credit ratings impact the Corporation’s ability to issue debt securities and the cost to borrow money. Adverse changes in credit ratings impact not only the ability to raise funds in the capital markets but also the cost of these funds. For additional information regarding risks related to adverse changes in our credit ratings, see Part I, Item 1A, Risk Factors.

For the year ended December 31, 2024, net cash provided by operating and financing activities was $580 million and $1.7 billion, respectively, while investing activities used net cash of $2.2 billion, for a net increase in cash and cash equivalents of $96 million since year-end 2023. During 2024, total assets increased to $43.0 billion, up $2.0 billion compared to year-end 2023, primarily due to increases in AFS investment securities, at fair value of $981 million, residential loans held for sale of $614 million resulting from a nonrecurring mortgage portfolio sale related to the balance sheet repositioning announced in the fourth quarter of 2024 which closed in January 2025, and loans of $552 million. On the funding side, deposits increased $1.2 billion, mainly driven by increases in other time deposits, money market, savings, and interest-bearing demand of $832 million, $307 million, $298 million, and $281 million, respectively, partially offset by a decrease in noninterest-bearing demand of $344 million. Additionally, other long-term funding increased $296 million, primarily driven by the Corporation's issuance of senior notes in August 2024.

For the year ended December 31, 2023, net cash provided by operating and financing activities was $443 million and $1.3 billion, respectively, while investing activities used net cash of $1.4 billion, for a net increase in cash and cash equivalents of $302 million since year-end 2022. During 2023, total assets increased to $41.0 billion, up $1.6 billion compared to year-end 2022, primarily due to increases in AFS investment securities, at fair value of $859 million and loans of $417 million. On the funding side, deposits increased $3.8 billion, mainly driven by increases in brokered CDs, interest-bearing demand, and other time deposits of $3.9 billion, $1.7 billion, and $1.5 billion, respectively, partially offset by a decrease in noninterest-bearing demand of $1.6 billion. Additionally, FHLB advances were down $2.4 billion as the proceeds from the issuance of brokered CDs and the balance sheet repositioning were used to pay down these advances.

FY 2023 10-K MD&A

SEC filing source: 0000007789-24-000009.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2024-02-08. Report date: 2023-12-31.

ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion is management’s analysis to assist in the understanding and evaluation of the consolidated financial condition and results of operations of the Corporation. It should be read in conjunction with the consolidated financial statements and footnotes and the selected financial data presented elsewhere in this report. Within the tables presented, certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes.

The detailed financial discussion that follows focuses on 2023 results compared to 2022. For a discussion of 2022 results compared to 2021, see the Corporation's Annual Report on Form 10-K for the year ended December 31, 2022.

Overview

The Corporation is a bank holding company headquartered in Wisconsin, providing a broad array of banking and nonbanking products and services to businesses and consumers primarily within our three-state footprint. The Corporation’s primary sources of revenue, through the Bank, are net interest income (predominantly from loans and investment securities) and noninterest income (principally fees and other revenue from financial services provided to customers or ancillary services tied to loans and deposits).

Performance Summary and 2024 Outlook

•Diluted earnings per common share of $1.13 in 2023 decreased $1.21, or 52%, from 2022, mainly as a result of one-time items related to the balance sheet repositioning the Corporation announced in the fourth quarter of 2023 and the FDIC special assessment.

•Average loans of $29.5 billion for the full year of 2023 increased $3.3 billion, or 13%, from a year ago, driven by increases in all major loan categories. For 2024, the Corporation expects period end loan growth of 4% to 6%.

•Average deposits of $31.3 billion for the full year of 2023 increased $2.6 billion, or 9%, from a year ago, driven by increases in time deposits, network transaction deposits, interest-bearing demand deposits, and savings deposits, partially offset by decreases in noninterest-bearing demand deposits and money market deposits. For 2024, the Corporation expects period end core customer deposit growth of 3% to 5%.

•Net interest income of $1.0 billion in 2023 increased $82 million, or 9%, from 2022. Net interest margin of 2.81% in 2023 decreased 10 bp from 2.91% in 2022. The increase in net interest income was driven by growth of earning assets while margin compressed as a result of a shift in mix within deposits into higher cost funding from noninterest-bearing demand deposits. For 2024, the Corporation expects net interest income growth of 2% to 4%.

•Provision for credit losses was $83 million in 2023, compared to $33 million in 2022. For 2024, the Corporation expects to adjust the provision to reflect changes to risk grades, economic conditions, loan volumes, and other indications of credit quality.

•Noninterest income of $63 million in 2023 decreased $219 million, or 78%, from 2022, primarily due to one-time items related to the balance sheet repositioning announced in the fourth quarter of 2023. For 2024, the Corporation expects noninterest income compression of 0% to 2%.

•Noninterest expense of $814 million in 2023 increased $67 million, or 9%, from 2022, as a result of the FDIC special assessment of $31 million and the continued investment in people and technology. For 2024, the Corporation expects noninterest expense growth of 2% to 3%.

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Income Statement Analysis

Net Interest Income

Table 1 Net Interest Income Analysis

Years Ended December 31,
202320222021
($ in thousands)Average BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / Rate
Assets
Earning assets
Loans(a)(b)(c)
Commercial and business lending$10,831,275$740,0176.83%$9,852,303$384,1553.90%$9,104,483$250,0852.75%
Commercial real estate lending7,314,651520,0287.11%6,595,635281,4854.27%6,156,214178,3542.90%
Total commercial18,145,9261,260,0456.94%16,447,938665,6404.05%15,260,697428,4392.81%
Residential mortgage8,696,706293,4463.37%8,052,277245,9753.05%7,847,564221,0992.82%
Auto finance1,793,95989,4544.99%805,17930,7493.82%19,8158714.39%
Other retail897,70280,1898.93%894,94852,2665.84%929,90544,8524.82%
Total loans29,534,2931,723,1345.83%26,200,341994,6303.80%24,057,980695,2602.89%
Investment securities
Taxable5,243,805146,0062.78%4,362,39475,4441.73%3,369,61237,9161.13%
Tax-exempt(a)2,288,32879,6733.48%2,419,26282,7713.42%2,036,03073,9753.63%
Other short-term investments564,28428,4085.03%570,88711,4752.01%1,644,9957,8330.48%
Investments and other8,096,417254,0873.14%7,352,542169,6902.31%7,050,637119,7241.70%
Total earning assets$37,630,710$1,977,2215.25%$33,552,884$1,164,3203.47%$31,108,616$814,9842.62%
Other assets, net3,018,2143,105,0493,355,640
Total assets$40,648,923$36,657,932$34,464,257
Liabilities and stockholders' equity
Interest-bearing liabilities
Interest-bearing deposits
Savings$4,773,366$63,9451.34%$4,652,774$5,0330.11%$4,138,732$1,4350.03%
Interest-bearing demand6,904,514154,1362.23%6,638,59235,1690.53%6,113,6604,6100.08%
Money market6,668,930177,3112.66%7,164,51836,3700.51%6,940,5134,0280.06%
Network transaction deposits1,469,61675,2945.12%821,80414,7211.79%929,5441,1200.12%
Time deposits4,905,748202,9394.14%1,315,7937,0160.53%1,495,0607,4290.50%
Total interest-bearing deposits24,722,174673,6242.72%20,593,48298,3090.48%19,617,50818,6220.09%
Federal funds purchased and securities sold under agreements to repurchase345,51912,2383.54%388,7013,4800.90%207,1321430.07%
Commercial paper8,58210.01%20,54020.01%49,546220.04%
FHLB advances3,741,790196,5355.25%2,784,40375,4872.71%1,623,50836,4932.25%
Long-term funding504,43836,0807.15%249,47810,6534.27%407,91217,0534.18%
Total short and long-term funding4,600,329244,8555.32%3,443,12389,6212.60%2,288,09853,7122.35%
Total interest-bearing liabilities$29,322,503$918,4793.13%$24,036,605$187,9310.78%$21,905,605$72,3340.33%
Noninterest-bearing demand deposits6,620,9658,163,7038,075,906
Other liabilities594,318482,538403,296
Stockholders’ equity4,111,1383,975,0864,079,449
Total liabilities and stockholders’ equity$40,648,923$36,657,932$34,464,257
Interest rate spread2.12%2.69%2.29%
Net free funds0.69%0.22%0.10%
Fully tax-equivalent net interest income and net interest margin$1,058,7422.81%$976,3892.91%$742,6502.39%
Fully tax-equivalent adjustment19,16819,06816,796
Net interest income$1,039,573$957,321$725,855

(a) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

(b) Nonaccrual loans and loans held for sale have been included in the average balances.

(c) Interest income includes amortization of net deferred loan origination costs and net accreted purchase loan discount.

Net interest income is the primary source of the Corporation’s revenue. Net interest income is the difference between interest income on interest-earning assets, such as loans and investment securities, and the interest expense on interest-bearing deposits and other borrowings used to fund interest-earning and other assets or activities. Net interest income is affected by the amount and composition of earning assets and interest-bearing liabilities, as well as the sensitivity of the balance sheet to changes in interest rates, including characteristics such as the fixed or variable nature of the financial instruments, contractual maturities, re-pricing frequencies, loan prepayment behavior, and the use of interest rate derivative financial instruments.

Interest rate spread and net interest margin are utilized to measure and explain changes in net interest income. Interest rate spread is the difference between the yield on earning assets and the rate paid on interest-bearing liabilities that fund those assets. The net interest margin is expressed as the percentage of net interest income to average earning assets. The net interest margin

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exceeds the interest rate spread because net free funds, principally noninterest-bearing demand deposits and stockholders’ equity, also support earning assets. To compare tax-exempt asset yields to taxable yields, the yield on tax-exempt loans and investment securities is computed on a fully tax-equivalent basis. Net interest income, interest rate spread, and net interest margin are discussed on a fully tax-equivalent basis.

Table 1 provides average daily balances of earning assets and interest-bearing liabilities, the associated interest income and expense, and the corresponding interest rates earned and paid, as well as net interest income, interest rate spread, and net interest margin on a fully tax-equivalent basis for the years ended December 31, 2023, 2022, and 2021. Table 2 presents additional information to facilitate the review and discussion of fully tax-equivalent net interest income, interest rate spread, and net interest margin.

Notable Contributions to the Change in 2023 Net Interest Income

•Fully tax-equivalent net interest income and net interest income were both up $82 million, or 8% and 9%, respectively, compared to 2022. Average loans increased $3.3 billion, or 13%, and average investments and other short-term investments increased $744 million, or 10%, compared to 2022. The increase in net interest income was driven by a higher federal funds target rate combined with growth in all major loan categories. Since December 31, 2022, the Federal Reserve increased the federal funds target interest rate 100 bp, which contributed to the yield on earning assets increasing by 178 bp. See sections Interest Rate Risk and Quantitative and Qualitative Disclosures about Market Risk for a discussion of interest rate risk and market risk.

•Average interest-bearing liabilities increased $5.3 billion, or 22%, compared to 2022. Average interest-bearing deposits increased $4.1 billion, or 20%, compared to 2022, primarily driven by increases in time deposits, network transaction deposits, interest-bearing demand deposits, and savings deposits, partially offset by a decrease in money market deposits. Average noninterest-bearing demand deposits decreased $1.5 billion, or 19%, compared to 2022. Average FHLB advances increased $957 million, or 34%, to fund balance sheet growth. The cost of interest-bearing liabilities increased 235 bp from 2022.

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Table 2 Rate/Volume Analysis(a)

2023 Compared to 2022 Increase (Decrease) Due to2022 Compared to 2021 Increase (Decrease) Due to
($ in thousands)VolumeRateNetVolumeRateNet
Interest income
Loans(b)
Commercial and business lending41,522314,340355,86221,952112,118134,071
Commercial real estate lending33,560204,983238,54413,52089,610103,130
Total commercial75,082519,323594,40535,473201,728237,201
Residential mortgage20,57826,89247,4705,88318,99424,877
Auto finance47,00311,70258,70530,007(129)29,878
Other retail16127,76127,923(1,740)9,1547,414
Total loans142,825585,679728,50469,622229,748299,370
Investment securities
Taxable17,55753,00570,56213,29624,23137,528
Tax-exempt(b)(4,539)1,442(3,098)13,304(4,508)8,796
Other short-term investments(134)17,06716,933(7,891)11,5343,642
Investments and other12,88371,51384,39718,70931,25749,966
Total earning assets$155,708$657,192$812,900$88,331$261,005$349,336
Interest expense
Savings$134$58,777$58,911$199$3,399$3,598
Interest-bearing demand1,464117,503118,96842930,12930,558
Money market(2,687)143,628140,94113432,20832,342
Network transaction deposits18,02942,54360,572(145)13,74613,602
Time deposits143,01552,908195,9231,061(1,473)(413)
Total interest-bearing deposits159,955415,359575,3151,67978,00979,687
Federal funds purchased and securities sold under agreements to repurchase(428)9,1878,7592283,1093,337
Commercial paper(1)(2)(9)(11)(20)
FHLB advances32,48588,564121,04930,2698,72438,994
Long-term funding15,31210,11525,428(6,758)357(6,401)
Total short and long-term funding47,368107,865155,23323,73112,17935,910
Total interest-bearing liabilities207,323523,225730,54825,40990,188115,597
Fully tax-equivalent net interest income (loss)$(51,615)$133,968$82,352$62,922$170,817$233,739

(a) The change in interest due to both rate and volume has been allocated in proportion to the relationship to the dollar amounts of the change in each.

(b) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

Provision for Credit Losses

The provision for credit losses is predominantly a function of the Corporation’s reserving methodology and judgments as to other qualitative and quantitative factors used to determine the appropriate level of the ACLL, which focuses on changes in the size and character of the loan portfolio, changes in levels of individually evaluated and other nonaccrual loans, historical losses and delinquencies in each portfolio category, the risk inherent in specific loans, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, and other factors which could affect potential credit losses. The forecast the Corporation used for December 31, 2023 was the Moody's baseline scenario from November 2023, which was reviewed against the December 2023 baseline scenario with no material updates made, over a 2 year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. See additional discussion under the sections titled Loans, Credit Risk, Nonperforming Assets, and Allowance for Credit Losses on Loans.

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Noninterest Income

Table 3 Noninterest Income

Years Ended December 31,Change From Prior Year
($ in thousands)202320222021$ Change 2022% Change 2022$ Change 2021% Change 2021
Wealth management fees$82,502$84,122$89,854$(1,620)(2)%$(5,732)(6)%
Service charges and deposit account fees49,04562,31064,406(13,265)(21)%(2,096)(3)%
Card-based fees45,02044,01443,0141,0062%1,0002%
Other fee-based revenue17,26815,90317,0861,3659%(1,183)(7)%
Total fee-based revenue193,835206,350214,360(12,515)(6)%(8,010)(4)%
Capital markets, net24,64929,91730,602(5,268)(18)%(685)(2)%
Mortgage banking, net19,42918,87350,7515563%(31,878)(63)%
Loss on mortgage portfolio sale(136,239)(136,239)N/MN/M
Bank and corporate owned life insurance10,26611,43113,254(1,165)(10)%(1,823)(14)%
Other9,69110,71511,366(1,024)(10)%(651)(6)%
Subtotal121,631277,286320,333(155,655)(56)%(43,047)(13)%
Asset gains, net4541,33811,009(884)(66)%(9,671)(88)%
Investment securities gains (losses), net(58,903)3,746(16)(62,649)N/M3,762N/M
Gains on sale of branches, net(a)1,038N/M(1,038)(100)%
Total noninterest income$63,182$282,370$332,364$(219,188)(78)%$(49,994)(15)%
Mortgage loans originated for sale during period$395,834$600,114$1,749,556$(204,280)(34)%$(1,149,442)(66)%
Mortgage loan settlements during period1,212,069715,0351,774,791497,03470%(1,059,756)(60)%
Mortgage portfolio loans transferred to held for sale during period968,595968,595N/MN/M
Assets under management, at market value(b)13,54511,84313,6791,70214%(1,836)(13)%

N/M = Not Meaningful

(a) Includes the deposit premium on the sale of branches net of miscellaneous costs to sell. See Note 2 Acquisitions and Dispositions of the notes to the consolidated financial statements for additional details on the branch sales.

(b) $ in millions. Excludes assets held in brokerage accounts.

Notable Contributions to the Change in 2023 Noninterest Income

•The one-time 2023 loss on the mortgage portfolio sale was the result of a sale of $969 million of residential mortgages, related to the balance sheet repositioning announced in the fourth quarter of 2023, the net proceeds which were used to pay down higher cost funding.

•Investment securities gains (losses), net decreased from 2022, driven primarily by the sale of lower yielding AFS securities with a carrying value of $715 million at a net loss of $65 million, related to the balance sheet repositioning announced in the fourth quarter of 2023, in order to reinvest in higher yielding and lower risk-weighted GNMA securities.

•Service charges and deposit account fees are down from 2022, driven by the reduction and elimination of many deposit account fees in the third quarter of 2022.

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Noninterest Expense

Table 4 Noninterest Expense

Years Ended December 31,Change From Prior Year
($ in thousands)202320222021$ Change 2022% Change 2022$ Change 2021% Change 2021
Personnel$468,355$454,101$426,687$14,2543%$27,4146%
Technology102,01890,70081,68911,31812%9,01111%
Occupancy57,20459,79463,513(2,590)(4)%(3,719)(6)%
Business development and advertising28,40525,52521,1492,88011%4,37621%
Equipment19,66319,63221,10431%(1,472)(7)%
Legal and professional19,91118,25021,9231,6619%(3,673)(17)%
Loan and foreclosure costs5,4085,9258,143(517)(9)%(2,218)(27)%
FDIC assessment67,07222,65018,15044,422196%4,50025%
Other intangible amortization8,8118,8118,844%(33)%
Other36,83741,67538,721(4,838)(12)%2,9548%
Total noninterest expense$813,682$747,063$709,924$66,6199%$37,1395%
Average FTEs(a)4,1994,1184,003812%1153%

(a) Average FTEs without overtime

Notable Contributions to the Change in 2023 Noninterest Expense

•FDIC assessment expense increased from 2022, primarily driven by a one-time assessment of $31 million resulting from the special assessment pursuant to systemic risk incurred by the FDIC on member banks as a result of the bank failures in the first quarter of 2023 and higher assessment rates for 2023.

•Personnel costs increased from 2022, largely driven by merit increases and benefits expense.

•Technology costs increased from 2022, driven by digital investments tied to our strategic initiatives.

Income Taxes

The Corporation recognized income tax expense of $23 million for 2023, compared to income tax expense of $94 million for 2022. The Corporation's effective tax rate was 11.21% for 2023, compared to an effective tax rate of 20.34% for 2022. The decrease in income tax expense during 2023 was primarily driven by a decrease in income before taxes in 2023. The decrease in the effective tax rate during 2023 was primarily driven by a decrease in state tax expense and the effect of tax exempt interest.

See Note 1 Summary of Significant Accounting Policies of the notes to consolidated financial statements for the Corporation’s income tax accounting policy. Income tax expense recorded on the consolidated statements of income involves the interpretation and application of certain accounting pronouncements and federal and state tax laws and regulations. The Corporation is subject to examination by various taxing authorities. Examination by taxing authorities may impact the amount of tax expense and/or the reserve for uncertainty in income taxes if their interpretations differ from those of management, based on their judgments about information available to them at the time of their examinations. See Note 13 Income Taxes of the notes to consolidated financial statements for more information.

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Balance Sheet Analysis

•At December 31, 2023, total assets were $41.0 billion, up $1.6 billion, or 4%, from December 31, 2022.

•Interest-bearing deposits in other financial institutions were $425 million at December 31, 2023, up $268 million, or 171%, from December 31, 2022. AFS investment securities, at fair value increased $859 million, or 31%, to $3.6 billion, while HTM investment securities, net, at amortized cost decreased by $100 million, or 3%, to $3.9 billion. See section Investment Securities Portfolio and Note 3 Investment Securities of the notes to consolidated financial statements for additional information on the Corporation's portfolio of investment securities.

•At December 31, 2023, total loans were $29.2 billion, up $417 million, or 1%, from December 31, 2022, due to increases of $874 million, or 63%, in auto finance and $160 million, or 2%, in CRE lending, partially offset by a decrease of $647 million, or 8%, in residential mortgages as a result of a one-time mortgage portfolio sale related to the balance sheet repositioning announced in the fourth quarter of 2023. See section Loans and Note 4 Loans of the notes to consolidated financial statements for additional information on loans.

•At December 31, 2023, total deposits of $33.4 billion were up $3.8 billion, or 13%, from December 31, 2022, driven by increases in brokered CDs of $3.9 billion and interest-bearing demand deposits of $1.7 billion, or 25%, partially offset by decreases in money market deposits of $1.9 billion, or 23%, and noninterest-bearing demand deposits of $1.6 billion, or 21%. See section Deposits and Customer Funding and Note 8 Deposits of the notes to consolidated financial statements for additional information on deposits.

•At December 31, 2023, FHLB advances of $1.9 billion were down $2.4 billion, or 55%, from December 31, 2022, and securities sold under agreements to repurchase of $327 million were down $258 million, or 44%, as proceeds from the issuance of brokered deposits and the balance sheet repositioning were used to pay down the advances. Additionally, other long-term funding of $541 million was up $293 million, or 118%, as a result of the issuance of subordinated debt. See section Other Funding Sources and Note 9 Short and Long-Term Funding of the notes to consolidated financial statements for additional details on funding.

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Loans

Table 5 Period End Loan Composition

As of December 31,
20232022202120202019
($ in thousands)Amount% of TotalAmount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Commercial and industrial$9,731,55533%$9,759,45434%$8,452,38535%$8,469,17935%$7,354,59432%
Commercial real estate — owner occupied1,061,7004%991,7223%971,3264%900,9124%911,2654%
Commercial and business lending10,793,25537%10,751,17637%9,423,71139%9,370,09138%8,265,85836%
Commercial real estate — investor5,124,24518%5,080,34418%4,384,56918%4,342,58418%3,794,51717%
Real estate construction2,271,3988%2,155,2227%1,808,9767%1,840,4178%1,420,9006%
Commercial real estate lending7,395,64425%7,235,56525%6,193,54526%6,183,00125%5,215,41723%
Total commercial18,188,89862%17,986,74262%15,617,25664%15,553,09164%13,481,27559%
Residential mortgage7,864,89127%8,511,55030%7,567,31031%7,878,32432%8,136,98036%
Auto finance2,256,1628%1,382,0735%143,0451%11,177%2,982%
Home equity628,5262%624,3532%595,6152%707,2553%852,0254%
Other consumer277,7401%294,8511%301,7231%301,8761%348,1772%
Total consumer11,027,31938%10,812,82838%8,607,69336%8,898,63236%9,340,16441%
Total loans$29,216,218100%$28,799,569100%$24,224,949100%$24,451,724100%$22,821,440100%
Commercial real estate and real estate construction loan detail
Non-owner occupied$3,362,08566%$3,313,95965%$2,972,58468%$2,969,90668%$2,589,83868%
Multi-family1,759,50434%1,762,60835%1,405,26432%1,360,30531%1,201,83532%
Farmland2,656%3,776%6,720%12,373%2,844%
Commercial real estate — investor$5,124,245100%$5,080,344100%$4,384,569100%$4,342,584100%$3,794,517100%
1-4 family construction$275,29212%$436,21020%$380,16021%$270,46715%$261,90818%
All other construction1,996,10688%1,719,01280%1,428,81679%1,569,95085%1,158,99282%
Real estate construction$2,271,398100%$2,155,222100%$1,808,976100%$1,840,417100%$1,420,900100%

The Corporation has long-term guidelines relative to the proportion of Commercial and Business, CRE, and Consumer loan commitments within the overall loan portfolio, with each targeted to represent 30 to 40% of the overall loan portfolio. The targeted long-term guidelines were unchanged during 2023 and 2022. Furthermore, certain sub-asset classes within the respective portfolios are further defined and dollar limitations are placed on these sub-portfolios. These guidelines and limits are reviewed quarterly and approved annually by the ERC. These guidelines and limits are designed to create balance and diversification within the loan portfolios.

During the fourth quarter of 2023, the Corporation completed a one-time mortgage portfolio sale of $969 million of residential mortgages sold at a loss of $136 million related to the balance sheet repositioning. The proceeds of this sale were used to pay down higher cost funding and increase liquidity capacity.

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The Corporation's loan distribution and interest rate sensitivity as of December 31, 2023 are summarized in the following table:

Table 6 Loan Distribution and Interest Rate Sensitivity

($ in thousands)Within 1 Year(a)1-5 Years5-15 YearsOver 15 YearsTotal% of Total
Commercial and industrial$8,771,143$667,794$283,924$8,694$9,731,55533%
Commercial real estate — owner occupied637,814285,069138,8171,061,7004%
Commercial real estate — investor4,756,542240,671127,0335,124,24518%
Real estate construction2,224,59936,1292,6897,9822,271,3988%
Commercial - adjustable11,303,47733,6974,69511,341,86939%
Commercial - fixed5,086,6211,195,966547,76816,6766,847,03023%
Residential mortgage - adjustable210,230558,0891,548,1702982,316,7878%
Residential mortgage - fixed4,20779,045519,1734,945,6805,548,10519%
Auto finance496909,1521,346,5142,256,1628%
Home equity571,21310,99436,9399,380628,5262%
Other consumer207,54934,31823,42712,447277,7401%
Total loans$17,383,792$2,821,260$4,026,684$4,984,481$29,216,218100%
Fixed-rate$5,100,644$2,228,434$2,473,820$4,984,183$14,787,08151%
Floating or adjustable rate12,283,148592,8261,552,86429814,429,13749%
Total$17,383,792$2,821,260$4,026,684$4,984,481$29,216,218100%

(a) Demand loans, past due loans, overdrafts, and credit cards are reported in the “Within 1 Year” category.

At December 31, 2023, $19.5 billion, or 67%, of the total loans outstanding and $16.4 billion, or 90%, of the commercial loans outstanding were floating rate, adjustable rate, re-pricing within one year, or maturing within one year.

Credit Risk

An active credit risk management process is used for commercial loans to ensure that sound and consistent credit decisions are made. Credit risk is controlled by detailed underwriting procedures, comprehensive loan administration, and periodic review of borrowers’ outstanding loans and commitments. Borrower relationships are formally reviewed and graded on an ongoing basis for early identification of potential problems. Further analysis by customer, industry, and geographic location are performed to monitor trends, financial performance, and concentrations. See Note 4 Loans of the notes to consolidated financial statements for additional information on managing overall credit quality.

The loan portfolio is widely diversified by types of borrowers, industry groups, and market areas primarily within the Corporation's lending footprint. Significant loan concentrations are considered to exist when there are amounts loaned to numerous borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. At December 31, 2023, no significant concentrations existed in the Corporation’s loan portfolio in excess of 10% of total loan exposure.

Commercial and business lending: The commercial and business lending classification primarily includes commercial loans to large corporations, middle market companies, small businesses, and asset-based and equipment financing.

Table 7 Largest Commercial and Industrial Industry Group Exposures, by NAICS Subsector

December 31, 2023NAICS SubsectorOutstanding BalanceTotal Exposure% of Total Loan Exposure
Real Estate(a)531$1,830,774$3,515,8839%
Utilities(b)2212,449,8823,026,7057%
Credit Intermediation and Related Activities(c)522728,0361,818,5594%
Merchant Wholesalers, Durable Goods423480,616903,7382%

(a) Includes REIT lines

(b) 58% of the total utilities exposure comes from renewable energy sources (wind, solar, hydroelectric, and geothermal).

(c) Includes mortgage warehouse lines

The remaining commercial and industrial portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

The CRE-owner occupied portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

58

The credit risk related to commercial and business lending is largely influenced by general economic conditions and the resulting impact on a borrower’s operations or on the value of underlying collateral, if any.

Commercial real estate - investor: CRE-investor is comprised of loans secured by various non-owner occupied or investor income producing property types.

Table 8 Largest Commercial Real Estate-Investor Property Type Exposures

December 31, 2023% of Total Loan Exposure% of Total Commercial Real Estate - Investor Loan Exposure
Multi-Family4%33%
Industrial3%25%
Office3%21%

The remaining CRE-investor portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

Credit risk is managed in a similar manner to commercial and business lending by employing sound underwriting guidelines, lending primarily to borrowers in local markets and businesses, periodically evaluating the underlying collateral, and formally reviewing the borrower’s financial soundness and relationship on an ongoing basis.

Real estate construction: Real estate construction loans are primarily short-term or interim loans that provide financing for the acquisition or development of commercial income properties, multi-family projects, or residential development, both single family and condominium. Real estate construction loans are made to developers and project managers who are generally well known to the Corporation and have prior successful project experience. The credit risk associated with real estate construction loans is generally confined to specific geographic areas but is also influenced by general economic conditions. The Corporation controls the credit risk on these types of loans by making loans in familiar markets to developers, reviewing the merits of individual projects, controlling loan structure, and monitoring project progress and construction advances.

Table 9 Largest Real Estate Construction Property Type Exposures

December 31, 2023% of Total Loan Exposure% of Total Real Estate - Construction Loan Exposure
Multi-Family5%45%
Industrial2%24%

The remaining real estate construction portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

The Corporation’s current lending standards for CRE and real estate construction lending are determined by property type and specifically address many criteria, including: maximum loan amounts, maximum LTV, requirements for pre-leasing and/or presales, minimum borrower equity, and maximum loan-to-cost. Currently, the maximum standard for LTV is 80%, with lower limits established for certain higher risk types, such as raw land that has a 50% LTV maximum. The Corporation’s LTV guidelines are in compliance with regulatory supervisory limits. In most cases, for real estate construction loans, the loan amounts include interest reserves, which are built into the loans and sized to fund loan payments through construction and lease up and/or sell out.

Residential mortgages: Residential mortgage loans are primarily first lien home mortgages with a maximum loan-to-collateral value without credit enhancement (e.g., private mortgage insurance) of 80%. The residential mortgage portfolio is focused primarily in the Corporation's three-state branch footprint, with approximately 88% of the outstanding loan balances in the Corporation's branch footprint at December 31, 2023. The rates on adjustable rate mortgages adjust based upon the movement in the underlying index which is then added to a margin and rounded to the nearest 0.125%. That result is then subjected to any periodic caps to produce the borrower's interest rate for the coming term. Most of the adjustable rate mortgages have an initial fixed rate term of 3, 5, 7 or 10 years.

The Corporation generally retains certain fixed-rate residential real estate mortgages in its loan portfolio, including retail and private banking jumbo mortgages and CRA-related mortgages. As part of management's historical practice of originating and servicing residential mortgage loans, generally the Corporation's 30 year, agency conforming, fixed-rate residential real estate mortgage loans have been sold in the secondary market with servicing rights retained. Subject to management's analysis of the current interest rate environment, among other market factors, the Corporation may choose to retain mortgage loan production on its balance sheet.

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The Corporation’s underwriting and risk-based pricing guidelines for residential mortgage loans include minimum borrower FICO score and maximum LTV of the property securing the loan. Residential mortgage products generally are underwritten using FHLMC and FNMA secondary marketing guidelines.

Home equity: Home equity consists of both home equity lines of credit and closed-end home equity loans. The Corporation’s credit risk monitoring guidelines for home equity are based on an ongoing review of loan delinquency status, as well as a quarterly review of FICO score deterioration and property devaluation. The Corporation does not routinely obtain appraisals on performing loans to update LTV ratios after origination; however, the Corporation monitors the local housing markets by reviewing the various home price indices and incorporates the impact of the changing market conditions in its ongoing credit monitoring process. For junior lien home equity loans, the Corporation is unable to track the performance of the first lien loan if it does not own or service the first lien loan. However, the Corporation obtains a refreshed FICO score on a quarterly basis and monitors this as part of its assessment of the home equity portfolio.

The Corporation’s underwriting and risk-based pricing guidelines for home equity lines of credit and loans consist of a combination of both borrower FICO score and the original cumulative LTV against the property securing the loan. Currently, the Corporation's policy sets the maximum acceptable LTV at 90%. The Corporation's current home equity line of credit offering is priced based on floating rate indices and generally allows 10 years of interest-only payments followed by a 20-year amortization of the outstanding balance. The loans in the Corporation's portfolio generally have an original term of 20 years with principal and interest payments required.

Indirect Auto: The Corporation currently purchases retail auto sales contracts via a network of approved auto dealerships across 14 states throughout the Northeast, Mid-Atlantic, and Midwestern United States. The auto dealerships finance the sale of automobiles as the initial lender and then assign the contracts to the Corporation pursuant to dealer agreements. The Corporation’s underwriting and pricing guidelines are based on a dual risk grade derived from a combination of FICO auto score and proprietary internal custom score. Minimum grade and FICO score standards ensure the credit risk is appropriately managed to the Corporation’s risk appetite. Further, the grade influences loan-specific parameters such as vehicle age, term, LTV, loan amount, mileage, payment and debt service thresholds, and pricing. Maximum loan terms offered are 84 months on select grades with vehicle age, mileage, and other limitations in place to qualify. The program is designed to capture primarily prime and super prime contracts. Over time, the Corporation expects roughly 60% of originations to be secured by used vehicles.

Other consumer: Other consumer consists of student loans, short-term personal installment loans, and credit cards. The Corporation had $63 million and $76 million of student loans at December 31, 2023 and 2022, respectively, the majority of which are government guaranteed. Federally guaranteed student loan payments resumed in October 2023 after over three years of payment moratoriums that began as a result of the COVID-19 pandemic. The Corporation is not originating new student loans and the student loan portfolio is in run-off. Credit risk for non-government guaranteed student loans, short-term personal installment loans, and credit cards is influenced by general economic conditions, the characteristics of individual borrowers, and the nature of the loan collateral. Risks of loss are generally on smaller average balances per loan spread over many borrowers. Once charged off, there is usually less opportunity for recovery of these smaller consumer loans. Credit risk is primarily controlled by reviewing the creditworthiness of the borrowers, monitoring payment histories, and taking appropriate collateral and guarantee positions.

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Nonperforming Assets

Management is committed to a proactive nonaccrual and problem loan identification philosophy. This philosophy is implemented through the ongoing monitoring and review of all pools of risk in the loan portfolio to ensure that problem loans are identified quickly and the risk of loss is minimized. Table 10 provides detailed information regarding NPAs, which include nonaccrual loans, OREO, and other nonperforming assets:

Table 10 Nonperforming Assets

As of December 31,
($ in thousands)20232022202120202019
Nonperforming assets
Commercial and industrial$62,022$14,329$6,279$61,859$46,312
Commercial real estate — owner occupied1,3941,05867
Commercial and business lending63,41614,3296,27962,91746,380
Commercial real estate — investor29,38060,67778,2204,409
Real estate construction6105177353493
Commercial real estate lending629,48560,85578,5734,902
Total commercial63,42243,81467,134141,49051,282
Residential mortgage71,14258,48055,36259,33757,844
Auto finance5,7971,4905249
Home equity8,5087,4877,7269,8889,104
Other consumer12819717091152
Total consumer85,57467,65463,30969,36467,099
Total nonaccrual loans148,997111,467130,443210,854118,380
Commercial real estate owned9143259842,1853,530
Residential real estate owned1,2902,8783,6661,1945,696
Bank properties real estate owned(a)8,30111,58024,96910,88911,874
OREO10,50614,78429,61914,26921,101
Other nonperforming assets(b)9192156,004
Total nonperforming assets$160,421$126,466$160,062$225,123$145,485
Accruing loans past due 90 days or more
Commercial$19,812$282$151$175$342
Consumer1,8761,4461,1111,4231,917
Total accruing loans past due 90 days or more$21,689$1,728$1,263$1,598$2,259
Restructured loans (accruing)(c)
Commercial$306$13,093$22,763$41,119$18,944
Consumer2,41419,77519,76810,9737,097
Total restructured loans (accruing)$2,719$32,868$42,530$52,092$26,041
Nonaccrual restructured loans (included in nonaccrual loans)(c)$805$20,127$17,426$20,190$22,494
Ratios
Nonaccrual loans to total loans0.51%0.39%0.54%0.86%0.52%
NPAs to total loans plus OREO and other nonperforming assets0.55%0.44%0.66%0.92%0.64%
NPAs to total assets0.39%0.32%0.46%0.67%0.45%
Allowance for credit losses on loans to nonaccrual loans258.98%315.34%245.16%204.63%188.61%

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Table 10 Nonperforming Assets (continued)

As of December 31,
($ in thousands)20232022202120202019
Accruing loans 30-89 days past due
Commercial and industrial$5,565$6,283$715$6,119$821
Commercial real estate — owner occupied3582301633731,369
Commercial and business lending5,9236,5128786,4922,190
Commercial real estate — investor18,6971,06761612,7931,812
Real estate construction391,62099197
Commercial real estate lending18,6971,1052,23613,7841,909
Total commercial24,6197,6183,11420,2764,099
Residential mortgage13,4469,8746,16910,3859,274
Auto finance17,3869,4081157
Home equity4,2085,6073,7114,8025,647
Other consumer2,1661,6102,3071,5432,083
Total consumer37,20526,49912,19816,78617,005
Total accruing loans 30-89 days past due$61,825$34,117$15,312$37,062$21,104
Potential problem loans
Commercial and industrial$197,202$136,549$140,258$139,489$110,308
Commercial real estate — owner occupied38,69934,42226,72326,17919,889
Commercial and business lending235,900170,971166,981165,668130,197
Commercial real estate — investor196,16392,535106,13891,39629,449
Real estate construction97021,40819,046
Commercial real estate lending196,16393,505127,546110,44229,449
Total commercial432,063264,476294,527276,111159,646
Residential mortgage7841,9782,2143,7491,451
Home equity1181971652,068
Total consumer9012,1752,3795,8171,451
Total potential problem loans$432,965$266,651$296,905$281,928$161,097

(a) Primarily closed branches and other bank operated real estate facilities, pending disposition.

(b) 2023 and 2022 include repossessed assets while 2019 includes a partial settlement of a debt by receiving units of ownership interest in an oil and gas LLC.

(c) On January 1, 2023, the Corporation adopted ASU 2022-02. Under this update, TDRs were eliminated and replaced with a modified loan classification. As a result, amounts

reported for 2023 and forward will not be comparable to prior period reported amounts.

Nonaccrual loans: Nonaccrual loans are considered to be one indicator of potential future loan losses. See management’s accounting policy for nonaccrual loans in Note 1 Summary of Significant Accounting Policies and Note 4 Loans of the notes to consolidated financial statements for additional nonaccrual loan disclosures. See also sections Credit Risk and Allowance for Credit Losses on Loans.

Accruing loans past due 90 days or more: Loans past due 90 days or more but still accruing interest are classified as such where the underlying loans are both well secured (the collateral value is sufficient to cover principal and accrued interest) and are in the process of collection.

Restructured loans: Loans are considered restructured loans if concessions have been granted to borrowers that are experiencing financial difficulty. On January 1, 2023, the Corporation adopted ASU 2022-02 prospectively. As a result, loans that were restructured prior to adoption are no longer considered TDRs, and loans restructured since January 1, 2023 are considered restructured. As a result, periods prior to 2023 are no longer comparable. See also Note 4 Loans of the notes to consolidated financial statements for additional restructured loans disclosures.

Potential problem loans: The level of potential problem loans is another predominant factor in determining the relative level of risk in the loan portfolio and in determining the appropriate level of the ACLL. Potential problem loans are generally defined by management to include loans rated as substandard by management that are collectively evaluated; however, there are circumstances present to create doubt as to the ability of the borrower to comply with present repayment terms. The decision of management to include performing loans in potential problem loans does not necessarily mean that the Corporation expects losses to occur, but that management recognizes a higher degree of risk associated with these loans.

OREO: Management actively seeks to ensure OREO properties held are monitored to minimize the Corporation's risk of loss.

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Allowance for Credit Losses on Loans

Credit risks within the loan portfolio are inherently different for each loan type. Credit risk is controlled and monitored through the use of lending standards, a thorough review of potential borrowers, and ongoing review of loan payment performance. Active asset quality administration, including early problem loan identification and timely resolution of problems, aids in the management of credit risk and the minimization of loan losses. Credit risk management for each loan type is discussed in the section entitled Credit Risk. See Note 4 Loans of the notes to consolidated financial statements for additional disclosures on the ACLL.

To assess the appropriateness of the ACLL, the Corporation focuses on the evaluation of many factors, including but not limited to: evaluation of facts and issues related to specific loans, management’s ongoing review and grading of the loan portfolio, credit report refreshes, consideration of historical loan loss and delinquency experience on each portfolio category, trends in past due and nonaccrual loans, the level of potential problem loans, the risk characteristics of the various classifications of loan segments, changes in the size and character of the loan portfolio, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, funding assumptions on lines, and other qualitative and quantitative factors which could affect potential credit losses. The forecast the Corporation used for December 31, 2023 was the Moody's baseline scenario from November 2023, which was reviewed against the December 2023 baseline scenario with no material updates made, over a 2 year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. Assessing these factors involves significant judgment. Because each of the criteria used is subject to change, the ACLL is not necessarily indicative of the trend of future credit losses on loans in any particular segment. Therefore, management considers the ACLL a critical accounting estimate, see section Critical Accounting Estimates for additional information on the ACLL. See section Nonperforming Assets for a detailed discussion on asset quality. See also Note 4 Loans of the notes to consolidated financial statements for additional ACLL disclosures. Table 5 provides information on loan growth and period end loan composition, Table 10 provides additional information regarding NPAs, and Table 11 and Table 12 provide additional information regarding activity in the ACLL.

The loan segmentation used in calculating the ACLL at December 31, 2023 and December 31, 2022 was generally comparable. The methodology to calculate the ACLL consists of the following components: a valuation allowance estimate is established for commercial and consumer loans determined by the Corporation to be individually evaluated, using discounted cash flows, estimated fair value of underlying collateral, and/or other data available. Loans are segmented for criticized loan pools by loan type as well as for non-criticized loan pools by loan type, primarily based on risk rating rates after considering loan type, historical loss and delinquency experience, credit quality, and industry classifications. Loans that have been criticized are considered to have a higher risk of default than non-criticized loans, as circumstances were present to support the lower loan grade, warranting higher loss factors. Additionally, management allocates ACLL to absorb losses that may not be provided for by the other components due to qualitative factors evaluated by management, such as limitations within the credit risk grading process, known current economic or business conditions that may not yet show in trends, industry or other concentrations with current issues that impose higher inherent risks than are reflected in the loss factors, and other relevant considerations. The total allowance is available to absorb losses from any segment of the loan portfolio.

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Table 11 Allowance for Credit Losses on Loans

Years Ended December 31,
($ in thousands)20232022202120202019
Allowance for loan losses
Balance at beginning of period$312,720$280,015$383,702$201,371$238,023
Cumulative effect of ASU 2016-13 adoption (CECL)N/AN/AN/A112,457N/A
Balance at beginning of period, adjusted312,720280,015383,702313,828238,023
Provision for loan losses87,00034,000(80,000)164,45718,500
Provision for loan losses recorded at acquisition2,543
Gross up of allowance for PCD loans at acquisition3,504
Loans charged off
Commercial and industrial(45,687)(4,491)(21,564)(80,320)(63,315)
Commercial real estate — owner occupied(25)(419)(222)
Commercial and business lending(45,713)(4,491)(21,564)(80,739)(63,537)
Commercial real estate — investor(252)(50)(14,346)(22,920)
Real estate construction(25)(48)(5)(19)(60)
Commercial real estate lending(277)(98)(14,351)(22,938)(60)
Total commercial(45,989)(4,588)(35,915)(103,677)(63,597)
Residential mortgage(952)(567)(880)(1,867)(3,322)
Auto finance(5,950)(1,041)(22)(7)
Home equity(424)(587)(668)(1,719)(1,846)
Other consumer(5,453)(3,363)(3,168)(4,783)(5,548)
Total consumer(12,779)(5,558)(4,738)(8,376)(10,716)
Total loans charged off(58,768)(10,146)(40,652)(112,053)(74,313)
Recoveries of loans previously charged off
Commercial and industrial3,0155,2828,5647,00411,875
Commercial real estate — owner occupied11131201472,795
Commercial and business lending3,0265,2958,6847,15114,670
Commercial real estate — investor3,016503,16264331
Real estate construction8010612649302
Commercial real estate lending3,0951563,288692333
Total commercial6,1215,45111,9727,84415,003
Residential mortgage541908841500692
Auto finance1,24198312510
Home equity1,2621,3852,8541,9782,599
Other consumer9781,0101,2671,076858
Total consumer4,0213,4014,9933,5794,158
Total recoveries10,1428,85216,96511,42219,161
Net (charge offs)(48,626)(1,294)(23,687)(100,631)(55,152)
Balance at end of period$351,094$312,720$280,015$383,702$201,371
Allowance for unfunded commitments
Balance at beginning of period$38,776$39,776$47,776$21,907$24,336
Cumulative effect of ASU 2016-13 adoption (CECL)N/AN/AN/A18,690N/A
Balance at beginning of period, adjusted38,77639,77647,77640,59724,336
Provision for unfunded commitments(4,000)(1,000)(8,000)7,000(2,500)
Amount recorded at acquisition17970
Balance at end of period$34,776$38,776$39,776$47,776$21,907
Allowance for credit losses on loans$385,870$351,496$319,791$431,478$223,278
Provision for credit losses on loans83,00033,000(88,000)174,00016,000

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Table 11 Allowance for Credit Losses on Loans (continued)

Years Ended December 31,
($ in thousands)20232022202120202019
Net loan (charge offs) recoveries
Commercial and industrial$(42,672)$791$(13,000)$(73,316)$(51,441)
Commercial real estate — owner occupied(15)13120(272)2,573
Commercial and business lending(42,687)804(12,880)(73,588)(48,868)
Commercial real estate — investor2,763(11,184)(22,277)31
Real estate construction555812131243
Commercial real estate lending2,81958(11,063)(22,246)274
Total commercial(39,868)862(23,943)(95,834)(48,594)
Residential mortgage(411)341(38)(1,367)(2,630)
Auto finance(4,709)(943)91910
Home equity8377982,186259753
Other consumer(4,475)(2,353)(1,901)(3,707)(4,690)
Total consumer(8,758)(2,157)256(4,797)(6,558)
Total net (charge offs)$(48,626)$(1,294)$(23,687)$(100,631)$(55,152)
Ratios
Allowance for credit losses on loans to total loans1.32%1.22%1.32%1.76%0.98%
Allowance for credit losses on loans to net charge offs7.9xN/M13.5x4.3x4.0x
Loan evaluation method for ACLL
Individually evaluated for impairment$15,492$10,324$15,194$79,831$14,026
Collectively evaluated for impairment370,378341,172304,597351,646209,252
Total ACLL$385,870$351,496$319,791$431,478$223,278
Loan balance
Individually evaluated for impairment$62,712$76,577$115,643$259,497$111,595
Collectively evaluated for impairment29,153,50528,722,99224,109,30624,192,22722,709,845
Total loan balance$29,216,218$28,799,569$24,224,949$24,451,724$22,821,440

Table 12 Net (Charge Offs) Recoveries(a)

Years Ended December 31,
(In basis points)20232022202120202019
Net loan (charge offs) recoveries
Commercial and industrial(44)1(16)(86)(69)
Commercial real estate — owner occupied1(3)28
Commercial and business lending(39)1(14)(78)(58)
Commercial real estate — investor5(26)(54)
Real estate construction12
Commercial real estate lending4(18)(38)1
Total commercial(22)1(16)(63)(36)
Residential mortgage(2)(3)
Auto finance(26)(12)41437
Home equity14133439
Other consumer(161)(79)(65)(117)(133)
Total consumer(8)(2)(5)(7)
Total net (charge offs)(16)(10)(41)(24)

(a) Ratio of net charge offs to average loans by loan type.

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Notable Contributions to the Change in the Allowance for Credit Losses on Loans

•Total loans increased $417 million, or 1%, from December 31, 2022, driven by increases in auto finance and CRE lending resulting from the Corporation's strategic initiatives, partially offset by a decrease in residential mortgage lending. See also Note 4 Loans of the notes to consolidated financial statements for additional information on loans.

•Potential problem loans increased $166 million, or 62%, from December 31, 2022, largely driven by increases in potential problem loans within the Corporation's CRE-investor and commercial and industrial portfolios. See also Note 4 Loans of the notes to consolidated financial statements and section Nonperforming Assets for additional disclosures on the changes in asset quality.

•Total nonaccrual loans increased $38 million, or 34%, from December 31, 2022, primarily driven by increases in nonaccrual loans within the Corporation's commercial and industrial and residential mortgage portfolios, partially offset by a decrease in nonaccrual loans within the CRE-investor portfolio. See also Note 4 Loans of the notes to consolidated financial statements and section Nonperforming Assets for additional disclosures on the changes in asset quality.

•For the year ended December 31, 2023, net charge offs increased $47 million from December 31, 2022, primarily driven by an increase in charge off amounts in the Corporation's commercial and industrial portfolio. See Tables 11 and 12 for additional information regarding the activity in the ACLL.

Management believes the level of ACLL to be appropriate at December 31, 2023.

Consolidated net income and stockholders’ equity could be affected if management’s estimate of the ACLL is subsequently materially different, requiring additional or less provision for credit losses to be recorded. Management carefully considers numerous detailed and general factors, its assumptions, and the likelihood of materially different conditions that could alter its assumptions. While management uses currently available information to recognize losses on loans, future adjustments to the ACLL may be necessary based on newly received appraisals, updated commercial customer financial statements, rapidly deteriorating customer cash flow, and changes in economic conditions that affect our customers. Additionally, larger credit relationships do not inherently create more risk, but can create wider fluctuations in net charge offs and asset quality measures. As an integral part of their examination processes, various federal and state regulatory agencies also review the ACLL. These agencies may require additions to the ACLL or may require that certain loan balances be charged off or downgraded into criticized loan categories when their credit evaluations differ from those of management, based on their judgments about information available to them at the time of their examinations.

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Investment Securities Portfolio

Management of the investment securities portfolio involves the maximization of income while actively monitoring the portfolio's liquidity, market risk, quality of the investment securities, and its role in balance sheet and capital management. The Corporation classifies its investment securities as AFS, HTM, or equity securities on the consolidated balance sheets at the time of purchase. Securities classified as AFS may be sold from time to time in order to help manage interest rate risk, liquidity, credit quality, capital levels, or to take advantage of relative value opportunities in the marketplace. Investment securities classified as AFS and equity are carried at fair value on the consolidated balance sheets, while investment securities classified as HTM are carried at amortized cost on the consolidated balance sheets.

Table 13 Investment Securities Portfolio

At December 31,
($ in thousands)2023% of Total2022% of Total2021% of Total
AFS investment securities
Amortized cost
U.S. Treasury securities$39,9841%$124,4414%$124,2913%
Agency securities%15,0001%15,000%
Obligations of state and political subdivisions (municipal securities)94,0083%235,6938%381,5179%
Residential mortgage-related securities:
FNMA/FHLMC1,274,05234%1,820,64261%2,709,39962%
GNMA2,021,24254%502,53717%66,1892%
Private-label%%332,0288%
Commercial mortgage-related securities:
FNMA/FHLMC18,691%19,0381%357,2408%
GNMA161,9284%115,0314%165,4394%
Asset backed securities:
FFELP135,8324%157,1385%177,9744%
SBA1,077%4,512%6,594%
Other debt securities3,000%3,000%3,000%
Total amortized cost$3,749,814100%$2,997,032100%$4,338,671100%
Fair value
U.S. Treasury securities$35,9021%$109,3784%$122,9573%
Agency securities%13,532%14,897%
Obligations of state and political subdivisions (municipal securities)91,8173%230,7148%400,4579%
Residential mortgage-related securities:
FNMA/FHLMC1,120,79431%1,604,61059%2,691,87962%
GNMA2,042,67557%497,59618%67,7802%
Private-label%%329,7248%
Commercial mortgage-related securities:
FNMA/FHLMC16,937%17,1421%350,6238%
GNMA154,7934%110,4624%166,7994%
Asset backed securities:
FFELP133,9754%151,1916%177,3254%
SBA1,051%4,477%6,580%
Other debt securities2,950%2,922%2,994%
Total fair value and carrying value$3,600,892100%$2,742,025100%$4,332,015100%
Net unrealized holding gains (losses)$(148,922)$(255,007)$(6,656)

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Table 13 Investment Securities Portfolio (continued)

At December 31,
($ in thousands)2023% of Total2022% of Total2021% of Total
HTM investment securities
Amortized cost
U.S. Treasury securities$999%$999%$1,000%
Obligations of state and political subdivisions (municipal securities)1,682,47344%1,732,35144%1,628,75973%
Residential mortgage-related securities:
FNMA/FHLMC941,97324%961,23124%34,3472%
GNMA48,9791%52,9791%48,0532%
Private-label345,0839%364,7289%%
Commercial mortgage-related securities:
FNMA/FHLMC780,99520%778,79620%425,93719%
GNMA59,7332%69,3692%100,9075%
Total amortized cost and carrying value$3,860,235100%$3,960,451100%$2,239,003100%
Fair value
U.S. Treasury securities$963%$936%$1,001%
Obligations of state and political subdivisions (municipal securities)1,554,05946%1,551,64746%1,739,98874%
Residential mortgage-related securities:
FNMA/FHLMC804,39324%816,77124%36,1392%
GNMA46,1701%49,6281%49,6312%
Private-label289,5079%303,5059%%
Commercial mortgage-related securities:
FNMA/FHLMC632,91419%615,83918%419,40018%
GNMA52,6192%62,6912%102,5064%
Total fair value$3,380,624100%$3,401,018100%$2,348,664100%
Net unrealized holding gains (losses)$(479,610)$(559,433)$109,662
Equity securities
Equity securities carrying value and fair value$41,651100%$25,216100%$18,352100%

At December 31, 2023, the Corporation’s investment securities portfolio did not contain securities of any single non-government or non-GSE issuer that were payable from and secured by the same source of revenue or taxing authority where the aggregate carrying value of such securities exceeded 5% of stockholders’ equity.

During the fourth quarter of 2023 as part of the balance sheet repositioning, the Corporation sold lower yielding AFS securities with a carrying value of $715 million at a net loss of $65 million and reinvested the proceeds in higher yielding and lower risk-weighted GNMA securities.

During the first quarter of 2022, the Corporation redesignated approximately $1.6 billion of mortgage-related securities from AFS to HTM. The reclassification of these investment securities was accounted for at fair value. Management elected to transfer these investment securities as the Corporation has the positive intent and ability to hold these investment securities to maturity. See Note 22 Accumulated Other Comprehensive Income (Loss) of the notes to consolidated financial statements for additional information on the unrealized losses on investment securities transferred from AFS to HTM.

The Corporation did not recognize any credit-related write-downs to the allowance for credit losses on investments during 2023, 2022, or 2021. See Note 1 Summary of Significant Accounting Policies for management's accounting policy for investment securities and Note 3 Investment Securities of the notes to consolidated financial statements for additional investment securities disclosures.

AFS and HTM Securities

U.S. Treasury Securities: U.S. Treasury Securities, including Treasury bills, notes, and bonds, are debt obligations issued by the U.S. Department of the Treasury and are backed by the full faith and credit of the U.S. government.

Municipal Securities: The municipal securities relate to various state and political subdivisions and school districts. The municipal securities portfolio is regularly assessed for credit quality and deterioration.

Agency Residential and Agency Commercial Mortgage-Related Securities: Residential and commercial mortgage-related securities include predominantly GNMA, FNMA, and FHLMC MBS and CMOs. The fair value of these mortgage-related

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securities is subject to inherent risks, such as prepayment risk and interest rate changes. The Corporation regularly assesses the valuation of these securities.

Private-Label Residential Mortgage-Related Securities: Private-label residential mortgage-related securities are the most senior AAA-rated tranche CMO securities issued by a non-agency sponsor and collateralized by Prime Jumbo residential mortgage loans.

AFS Securities

Agency Securities: Agency securities are debt obligations that are issued by a U.S. GSE or other federally related entity, and have an implied guarantee from the U.S. government.

FFELP Asset Backed Securities: FFELP asset backed securities are collateralized with government guaranteed student loans.

SBA Asset Backed Securities: SBA asset backed securities are securities whose underlying assets are loans from the SBA. These loans are backed by the U.S. government.

Other Debt Securities: Other debt securities are primarily comprised of debt securities that mature within 3 years and have a rating of A.

Equity Securities

Equity Securities with Readily Determinable Fair Values: The Corporation's portfolio of equity securities with readily determinable fair values is primarily comprised of CRA Qualified Investment mutual funds and other mutual funds.

Equity Securities without Readily Determinable Fair Values: The Corporation's portfolio of equity securities without readily determinable fair values primarily consists of Visa Class B restricted shares that the Corporation received in 2008 as part of Visa's initial public offering, along with an investment in a private SBA loan fund.

Regulatory Stock (FHLB and Federal Reserve System)

In addition to the AFS, HTM, and equity investment securities noted above, the Corporation is also required to hold certain regulatory stock. The Corporation is required to maintain Federal Reserve Bank stock and FHLB stock as member banks of both the Federal Reserve System and the FHLB, and in amounts as required by these institutions. See Note 3 Investment Securities of the notes to consolidated financial statements for additional information on the regulatory stock.

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Table 14 Investment Securities Portfolio Maturity Distribution(a)

December 31, 2023
($ in thousands)Amortized CostFair ValueWeighted Average Yield(b)
AFS securities
U.S. Treasury securities
After one but within five years$39,984$35,9021.26%
Total U.S. Treasury securities$39,984$35,9021.26%
Obligations of state and political subdivisions (municipal securities)
Within one year$1,395$1,3944.12%
After one but within five years6225913.05%
After five years but within ten years64,72862,8393.35%
After ten years27,26326,9934.34%
Total obligations of state and political subdivisions (municipal securities)$94,008$91,8173.65%
Agency residential mortgage-related securities
Within one year$268$2681.85%
After one but within five years2,418,5482,379,8614.90%
After five years but within ten years837,858744,9071.99%
After ten years38,61938,4325.39%
Total agency residential mortgage-related securities$3,295,294$3,163,4684.17%
Agency commercial mortgage-related securities
Within one year$3,854$3,6872.44%
After one but within five years128,721122,9083.48%
After five years but within ten years48,04445,1344.02%
Total agency commercial mortgage-related securities$180,619$171,7293.60%
Asset backed securities
Within one year$126$1255.81%
After one but within five years61,64860,7056.34%
After five years but within ten years75,13474,1956.31%
Total asset backed securities$136,909$135,0266.32%
Other debt securities
Within one year$1,000$9781.02%
After one but within five years2,0001,9723.85%
Total other debt securities$3,000$2,9502.91%
Total AFS securities$3,749,814$3,600,8924.17%

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Table 14 Investment Securities Portfolio Maturity Distribution (continued)(a)

December 31, 2023
($ in thousands)Amortized CostFair ValueWeighted Average Yield(b)
HTM securities
U.S. Treasury securities
After one but within five years$999$9631.20%
Total U.S. Treasury securities$999$9631.20%
Obligations of state and political subdivisions (municipal securities)
Within one year$6,099$6,0963.90%
After one but within five years51,39251,3653.69%
After five years but within ten years157,279153,7953.82%
After ten years1,467,7041,342,8033.73%
Total obligations of state and political subdivisions (municipal securities)$1,682,473$1,554,0593.74%
Agency residential mortgage-related securities
After one but within five years$22,612$20,9203.04%
After five years but within ten years56,26450,9323.36%
After ten years912,076778,7112.19%
Total agency residential mortgage-related securities$990,952$850,5632.27%
Private-label residential mortgage-related securities
After five years but within ten years$345,083$289,5072.36%
Total private-label residential mortgage-related securities$345,083$289,5072.36%
Agency commercial mortgage-related securities
Within one year$4,110$3,8762.32%
After one but within five years180,830153,8851.72%
After five years but within ten years508,148415,7701.97%
After ten years147,640112,0022.12%
Total agency commercial mortgage-related securities$840,728$685,5321.94%
Total HTM securities$3,860,235$3,380,6242.85%
Equity securities
Equity securities with readily determinable fair values$6,883$6,883%
Equity securities without readily determinable fair values34,76934,769%
Total equity securities$41,651$41,651%

(a) Expected maturities will differ from contractual maturities, as borrowers may have the right to call or repay obligations with or without call or prepayment penalties.

(b) Yields on tax-exempt securities are computed on a fully tax-equivalent basis using a tax rate of 21% and are net of the effects of certain disallowed interest deductions.

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Analysis of Deposits and Funding

Deposits and Customer Funding

The following table summarizes the composition of our deposits and customer funding:

Table 15 Period End Deposit and Customer Funding Composition

As of December 31,
202320222021
($ in thousands)Amount% of TotalAmount% of TotalAmount% of Total
Noninterest-bearing demand$6,119,95618%$7,760,81126%$8,504,07730%
Savings4,835,70114%4,604,84816%4,410,19815%
Interest-bearing demand8,843,96726%7,100,72724%7,019,78225%
Money market6,330,45319%8,239,61028%7,185,11125%
Brokered CDs4,447,47913%541,9162%%
Other time deposits2,868,4949%1,388,2425%1,347,2625%
Total deposits33,446,049100%29,636,154100%28,466,430100%
Other customer funding(a)106,620261,767354,142
Total deposits and other customer funding$33,552,669$29,897,921$28,820,572
Network transaction deposits(b)$1,566,139$979,003$766,965
Net deposits and other customer funding(c)$27,539,051$28,377,001$28,053,607

(a) Includes repurchase agreements and commercial paper.

(b) Included above in interest-bearing demand and money market.

(c) Total deposits and other customer funding, excluding brokered CDs and network transaction deposits.

•Total deposits, which are the Corporation's largest source of funds, increased $3.8 billion, or 13%, from December 31, 2022.

•Time deposits, which include brokered CDs and other time deposits, increased $5.4 billion from December 31, 2022, primarily due to increases in brokered CDs used to pay down FHLB advances and fund loan growth.

•Included in interest-bearing demand and money market were network deposits, primarily sourced from other financial institutions and intermediaries. These account for 5% of the Corporation's total deposits at December 31, 2023. Network deposits increased $587 million, or 60%, from December 31, 2022.

•Uninsured deposits were $14.8 billion and $16.4 billion at December 31, 2023 and 2022, respectively. Estimated uninsured and uncollateralized deposits, excluding intercompany deposits, were 22.7 % of total deposits at December 31, 2023, compared to 30.1% at December 31, 2022 and 32.8% at December 31, 2021.

Table 16 Maturity Distribution – Time Deposits of $250,000 or More

($ in thousands)December 31, 2023
Three months or less$236,580
Over three months through six months159,141
Over six months through twelve months98,469
Over twelve months28,436
Total$522,626

Selected period end deposit information is detailed in Note 8 Deposits of the notes to consolidated financial statements, including a maturity distribution of all time deposits at December 31, 2023. See Table 1 for additional information on average deposit balances and deposit rates.

Other Funding Sources

Short-Term Funding: Short-term funding is comprised of short-term FHLB advances (with original contractual maturities less than one year), federal funds purchased, securities sold under agreements to repurchase, and historically, commercial paper. Many short-term funding sources are secured with collateral, expected to be reissued, and, therefore, do not represent an immediate need for cash. The organization manages to a multitude of liquidity risk limits which consider availability of short-term funding sources across a spectrum of stress scenarios, among other risk-based assumptions. Short-term funding sources at December 31, 2023 were $1.1 billion, a decrease of $2.7 billion, or 71%, from December 31, 2022, driven by a $2.4 billion, or

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76%, decrease in short-term FHLB advances as the Corporation used some of the proceeds of the one-time mortgage portfolio sale, related to the balance sheet repositioning announced in the fourth quarter of 2023, to pay down advances while also issuing brokered CDs to provide greater immediate term availability of funds.

Long-Term Funding: Long-term funding is comprised of long-term FHLB advances (with original contractual maturities greater than one year), subordinated notes, and finance leases. Long-term funding at December 31, 2023 was $1.7 billion, an increase of $299 million, or 21%, from December 31, 2022, driven by the issuance of $300 million in aggregate principal amount of subordinated notes during the first quarter of 2023.

See Note 9 Short and Long-Term Funding of the notes to consolidated financial statements for additional information on short-term and long-term funding. See Table 1 for additional information on average funding and rates.

Liquidity

The objective of liquidity risk management is to ensure that the Corporation has the ability to generate sufficient cash or cash equivalents in a timely and cost effective manner to satisfy the cash flow requirements of depositors and borrowers and to meet its other commitments as they become due. The Corporation’s liquidity risk management process is designed to identify, measure, and manage the Corporation’s funding and liquidity risk to meet its daily funding needs in the ordinary course of business, as well as to address expected and unexpected changes in its funding requirements. The Corporation engages in various activities to manage its liquidity risk, including diversifying its funding sources, stress testing, and holding readily-marketable assets which can be used as a source of liquidity, if needed.

The Corporation performs dynamic scenario analysis in accordance with industry best practices. Measures have been established to ensure the Corporation has sufficient high quality short-term liquidity to meet cash flow requirements under stressed scenarios. In addition, the Corporation also reviews static measures such as deposit funding as a percent of total assets and liquid asset levels. Strong capital ratios, credit quality, and core earnings are also essential to maintaining cost effective access to wholesale funding markets. At December 31, 2023, the Corporation was in compliance with its internal liquidity objectives and had sufficient asset-based liquidity to meet its obligations even under a stressed scenario.

The Corporation maintains diverse and readily available liquidity sources, including:

•Lines of credit with the Federal Reserve Bank and FHLB, which require eligible loan and investment collateral to be pledged. Based on the amount of collateral pledged, the FHLB established a collateral value from which the Bank may draw advances, and issue letters of credit in favor of public fund depositors, against the collateral. As of December 31, 2023, the Bank had $6.0 billion available for future funding. The Federal Reserve Bank also establishes a collateral value of assets to support borrowings from the discount window. As of December 31, 2023, the Bank had $1.4 billion available for discount window borrowings.

•The BTFP, against which the Corporation can borrow with qualifying investment securities as collateral, valued at par as permitted by the terms of the program. As of December 31, 2023, the Bank had $522 million available for borrowing under the BTFP. The ability to take new advances under this program ends in March 2024.

•A $200 million Parent Company commercial paper program, of which none was outstanding at December 31, 2023.

•Dividends and service fees from subsidiaries, as well as the proceeds from issuance of capital, which are also funding sources for the Parent Company.

•Acquisition related equity issuances by the Parent Company; the Corporation has filed a shelf registration statement with the SEC under which the Parent Company may, from time to time, offer shares of the Corporation’s common stock in connection with acquisitions of businesses, assets, or securities of other companies.

•Other issuances by the Parent Company; the Corporation maintains on file with the SEC a universal shelf registration statement, under which the Parent Company may offer the following securities, either separately or in units: debt securities, preferred stock, depositary shares, common stock, and warrants.

•Bank issuances; the Bank may also issue institutional CDs, network transaction deposits, and brokered CDs.

•Global Bank Note Program issuances; the Bank has implemented a program pursuant to which it may from time to time offer up to $2.0 billion aggregate principal amount of its unsecured senior and subordinated notes.

The following table presents secured and total available liquidity sources, estimated uninsured and uncollateralized deposits (excluding intercompany deposits), and coverage of estimated uninsured and uncollateralized deposits.

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Table 17 Liquidity Sources and Uninsured Deposit Coverage Ratio

($ in thousands)December 31, 2023September 30, 2023June 30, 2023March 31, 2023
Federal Reserve Bank balance$421,848$314,287$178,983$504,169
Available FHLB Chicago capacity5,985,3855,377,6285,148,3603,453,813
Available Federal Reserve Bank discount window capacity1,433,6551,335,9381,635,1401,799,453
Available BTFP capacity522,465618,829633,817644,915
Funding available within one business day(a)8,363,3537,646,6827,596,3006,402,351
Available federal funds lines1,550,0002,518,0002,623,0002,773,000
Available brokered deposits capacity(b)138,5121,240,488761,3013,646,393
Unsecured debt capacity(c)1,000,0001,000,0001,000,0001,000,000
Total available liquidity$11,051,865$12,405,170$11,980,601$13,821,744
Uninsured and uncollateralized deposits$7,586,047$7,269,248$7,081,826$7,938,690
Coverage ratio of uninsured and uncollateralized deposits with secured funding available within one business day110%105%107%81%
Coverage ratio of uninsured and uncollateralized deposits with total funding146%171%169%174%

(a) Estimated based on normal course of operations with indicated institution.

(b) Availability based on internal policy limitations. The Corporation includes outstanding deposits that have received a primary purpose exemption in the brokered deposit classification as they have similar funding characteristics and risk as brokered deposits.

(c) Availability based on internal policy limitations.

Based on contractual obligations and ongoing operations, the Corporation's sources of liquidity are sufficient to meet present and future liquidity needs. See Table 20 for information about the Corporation's contractual obligations and other commitments. See section Deposits and Customer Funding for information about uninsured deposits and concentrations.

Credit ratings impact the Corporation’s ability to issue debt securities and the cost to borrow money. Adverse changes in credit ratings impact not only the ability to raise funds in the capital markets but also the cost of these funds. For additional information regarding risks related to adverse changes in our credit ratings, see Part I, Item 1A, Risk Factors.

For the year ended December 31, 2023, net cash provided by operating and financing activities was $443 million and $1.3 billion, respectively, while investing activities used net cash of $1.4 billion, for a net increase in cash and cash equivalents of $302 million since year-end 2022. During 2023, total assets increased to $41.0 billion, up $1.6 billion compared to year-end 2022, primarily due to an increase in AFS investment securities, at fair value of $859 million and loans of $417 million. On the funding side, deposits increased $3.8 billion, mainly driven by increases in brokered CDs, interest-bearing demand, and other time deposits of $3.9 billion, $1.7 billion, and $1.5 billion, respectively, partially offset by a decrease in noninterest-bearing demand of $1.6 billion. Additionally, FHLB advances were down $2.4 billion as the proceeds from the issuance of brokered CDs and the balance sheet repositioning were used to pay down these advances.

For the year ended December 31, 2022, net cash provided by operating and financing activities was $847 million and $4.0 billion, respectively, while investing activities used net cash of $5.3 billion, for a net decrease in cash and cash equivalents of $404 million since year-end 2021. During 2022, total assets increased to $39.4 billion, up $4.3 billion compared to year-end 2021, primarily due to an increase of $4.6 billion in loans as a result of the execution of our strategic initiatives. On the funding side, deposits increased $1.2 billion, mainly driven by increases in money markets and time deposits of $1.1 billion and $583 million, respectively. Additionally, FHLB advances were up $2.7 billion to fund the loan growth that resulted from the execution of the strategic initiatives.

FY 2022 10-K MD&A

SEC filing source: 0000007789-23-000013.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2023-02-13. Report date: 2022-12-31.

ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion is management’s analysis to assist in the understanding and evaluation of the consolidated financial condition and results of operations of the Corporation. It should be read in conjunction with the consolidated financial statements and footnotes and the selected financial data presented elsewhere in this report. Within the tables presented, certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes.

The detailed financial discussion that follows focuses on 2022 results compared to 2021. For a discussion of 2021 results compared to 2020, see the Corporation's Annual Report on Form 10-K for the year ended December 31, 2021.

Overview

The Corporation is a bank holding company headquartered in Wisconsin, providing a broad array of banking and nonbanking products and services to businesses and consumers primarily within our three-state footprint. The Corporation’s primary sources of revenue, through the Bank, are net interest income (predominantly from loans and investment securities) and noninterest income (principally fees and other revenue from financial services provided to customers or ancillary services tied to loans and deposits).

Performance Summary and 2023 Outlook

•Diluted earnings per common share of $2.34 in 2022 increased $0.16, or 7%, from 2021.

•Average loans of $26.2 billion for the full year of 2022 increased $2.1 billion, or 9%, from a year ago, driven by increases of $1.2 billion, or 8%, in commercial loans, $785 million in auto finance, and $205 million, or 3%, in residential mortgages. For 2023, the Corporation expects period end loan growth of 7% to 9%.

•Average deposits of $28.8 billion for the full year of 2022 increased $1.1 billion, or 4%, from a year ago, driven by increases in lower cost core deposits partially offset by decreases in higher cost network and time deposits.

•Net interest income of $957 million in 2022 increased $231 million, or 32%, from 2021. Net interest margin of 2.91% in 2022 increased 52 bp from 2.39% in 2021. The increases were driven by the execution of our strategic initiatives and rising interest rates during 2022. For 2023, the Corporation expects net interest income growth of 15% to 17%.

•Provision for credit losses was $33 million in 2022, compared to a release of $88 million in 2021. For 2023, the Corporation expects to adjust the provision to reflect changes to risk grades, economic conditions, loan volumes, and other indications of credit quality.

•Noninterest income of $282 million in 2022 decreased $50 million, or 15%, from 2021, largely influenced by market-driven decreases in mortgage banking income and wealth management fees, customer-friendly changes to our overdraft program, and higher asset gains recognized during 2021. For 2023, the Corporation expects noninterest income compression of 6% to 8%.

•Noninterest expense of $747 million in 2022 increased $37 million, or 5%, from 2021, as we continued to invest in people and technology. For 2023, the Corporation expects noninterest expense growth of 4% to 6%.

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Income Statement Analysis

Net Interest Income

Table 1 Net Interest Income Analysis

Years Ended December 31,
202220212020
($ in Thousands)Average BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / Rate
Assets
Earning assets
Loans(a)(b)(c)
Asset-based lending & equipment finance (d)$297,308$13,5594.56%$120,903$3,7043.06%$177,710$6,0393.40%
Commercial and business lending (excl ABL and equipment finance)9,554,995370,5973.88%8,983,580246,3812.73%9,232,444274,5662.97%
Commercial real estate lending6,595,635281,4854.27%6,156,214178,3542.90%5,811,498192,5453.31%
Total commercial16,447,938665,6404.05%15,260,697428,4392.81%15,221,651473,1503.11%
Residential mortgage8,052,277245,9753.05%7,847,564221,0992.82%8,190,190254,8143.11%
Auto finance805,17930,7493.82%19,8158714.39%13,5855734.22%
Other retail894,94852,2665.84%929,90544,8524.82%1,112,22158,0825.22%
Total loans26,200,341994,6303.80%24,057,980695,2602.89%24,537,648786,6193.21%
Investment securities
Taxable4,362,39475,4441.73%3,369,61237,9161.13%3,282,27459,8061.82%
Tax-exempt(a)2,419,26282,7713.42%2,036,03073,9753.63%1,930,85372,9013.78%
Other short-term investments570,88711,4752.01%1,644,9957,8330.48%1,067,7889,4730.89%
Investments and other7,352,542169,6902.31%7,050,637119,7241.70%6,280,915142,1792.26%
Total earning assets$33,552,884$1,164,3203.47%$31,108,616$814,9842.62%$30,818,563$928,7993.01%
Other assets, net3,105,0493,355,6403,446,644
Total assets$36,657,932$34,464,257$34,265,207
Liabilities and stockholders' equity
Interest-bearing liabilities
Interest-bearing deposits
Savings$4,652,774$5,0330.11%$4,138,732$1,4350.03%$3,306,385$2,9660.09%
Interest-bearing demand6,638,59235,1690.53%6,113,6604,6100.08%5,583,14412,4960.22%
Money market7,164,51836,3700.51%6,940,5134,0280.06%6,509,92415,2730.23%
Network transaction deposits821,80414,7211.79%929,5441,1200.12%1,442,9516,2190.43%
Time deposits1,315,7937,0160.53%1,495,0607,4290.50%2,281,04030,6851.35%
Total interest-bearing deposits20,593,48298,3090.48%19,617,50818,6220.09%19,123,44467,6390.35%
Federal funds purchased and securities sold under agreements to repurchase388,7013,4800.90%207,1321430.07%175,7134850.28%
Commercial paper20,54020.01%49,546220.04%38,583410.11%
PPPLF%%565,3711,9840.35%
Other short-term funding%%4,226110.25%
FHLB advances2,784,40375,4872.71%1,623,50836,4932.25%2,535,73157,3592.26%
Long-term funding249,47810,6534.27%407,91217,0534.18%549,14322,3654.07%
Total short and long-term funding3,443,12389,6212.60%2,288,09853,7122.35%3,868,76782,2452.13%
Total interest-bearing liabilities$24,036,605$187,9310.78%$21,905,605$72,3340.33%$22,992,211$149,8830.65%
Noninterest-bearing demand deposits8,163,7038,075,9066,884,241
Other liabilities482,538403,296444,183
Stockholders’ equity3,975,0864,079,4493,944,572
Total liabilities and stockholders’ equity$36,657,932$34,464,257$34,265,207
Interest rate spread2.69%2.29%2.36%
Net free funds0.22%0.10%0.17%
Fully tax-equivalent net interest income and net interest margin$976,3892.91%$742,6502.39%$778,9152.53%
Fully tax-equivalent adjustment19,06816,79615,959
Net interest income$957,321$725,855$762,957

(a) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

(b) Nonaccrual loans and loans held for sale have been included in the average balances.

(c) Interest income includes amortization of net deferred loan origination costs and net accreted purchase loan discount.

(d) Periods prior to 2022 do not include equipment finance.

Net interest income is the primary source of the Corporation’s revenue. Net interest income is the difference between interest income on interest-earning assets, such as loans and investment securities, and the interest expense on interest-bearing deposits and other borrowings used to fund interest-earning and other assets or activities. Net interest income is affected by the amount and composition of earning assets and interest-bearing liabilities, as well as the sensitivity of the balance sheet to changes in interest rates, including characteristics such as the fixed or variable nature of the financial instruments, contractual maturities, re-pricing frequencies, loan prepayment behavior, and the use of interest rate derivative financial instruments.

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Interest rate spread and net interest margin are utilized to measure and explain changes in net interest income. Interest rate spread is the difference between the yield on earning assets and the rate paid on interest-bearing liabilities that fund those assets. The net interest margin is expressed as the percentage of net interest income to average earning assets. The net interest margin exceeds the interest rate spread because net free funds, principally noninterest-bearing demand deposits and stockholders’ equity, also support earning assets. To compare tax-exempt asset yields to taxable yields, the yield on tax-exempt loans and investment securities is computed on a fully tax-equivalent basis. Net interest income, interest rate spread, and net interest margin are discussed on a fully tax-equivalent basis.

Table 1 provides average daily balances of earning assets and interest-bearing liabilities, the associated interest income and expense, and the corresponding interest rates earned and paid, as well as net interest income, interest rate spread, and net interest margin on a fully tax-equivalent basis for the years ended December 31, 2022, 2021, and 2020. Table 2 presents additional information to facilitate the review and discussion of fully tax-equivalent net interest income, interest rate spread, and net interest margin.

Notable Contributions to the Change in 2022 Net Interest Income

•Fully tax-equivalent net interest income and net interest income were up $234 million, or 31%, and $231 million, or 32%, respectively, compared to 2021. The increase was driven by the execution of our strategic initiatives and rising interest rates during 2022. See sections Interest Rate Risk and Quantitative and Qualitative Disclosures about Market Risk for a discussion of interest rate risk and market risk.

•Average earning assets were $2.4 billion, or 8%, higher than 2021. The increase in average earning assets was driven by an increase of $2.1 billion, or 9%, in average loans. Increases in average commercial loans included increases of $571 million, or 6%, in commercial and business lending (excluding ABL and equipment finance) and $439 million, or 7%, in CRE lending. Increases in average retail loans included auto finance, up $785 million, and residential mortgages, up $205 million, or 3%.

•Average interest-bearing liabilities were up $2.1 billion, or 10%, versus 2021. On average, FHLB advances were up $1.2 billion, or 72%, due to funding for loan growth. Interest-bearing deposits increased $976 million, or 5%, primarily driven by increases in lower cost core deposits, partially offset by decreases in higher cost network and time deposits.

•The average cost of interest-bearing liabilities was 45 bp higher than 2021. The increase was due to a 39 bp increase in the average cost of interest-bearing deposits, while short and long-term funding increased 25 bp.

•The federal funds rate on December 31, 2022 was in the range of 4.25% to 4.50%, which was up 4.25% from the previous year ended December 31, 2021 range of 0.00% to 0.25%.

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Table 2 Rate/Volume Analysis(a)

2022 Compared to 2021 Increase (Decrease) Due to2021 Compared to 2020 Increase (Decrease) Due to
($ in Thousands)VolumeRateNetVolumeRateNet
Interest income
Loans(b)
Asset-based lending & equipment finance(c)$6,893$2,962$9,855$(1,785)$(551)$(2,336)
Commercial and business lending (excl ABL and equipment finance)16,395107,821124,215(6,967)(21,217)(28,185)
Commercial real estate lending13,52089,610103,13010,961(25,152)(14,191)
Total commercial36,808200,393237,2012,208(46,920)(44,711)
Residential mortgage5,88318,99424,877(10,351)(23,364)(33,715)
Auto finance30,007(129)29,87827324297
Other retail(1,740)9,1547,414(9,025)(4,205)(13,230)
Total loans70,958228,412299,370(16,894)(74,465)(91,359)
Investment securities
Taxable13,29624,23137,5281,552(23,442)(21,890)
Tax-exempt(b)13,304(4,508)8,7963,883(2,808)1,074
Other short-term investments(7,891)11,5343,6423,843(5,483)(1,640)
Investments and other18,70931,25749,9669,278(31,733)(22,455)
Total earning assets$89,667$259,669$349,336$(7,617)$(106,198)$(113,814)
Interest expense
Savings$199$3,399$3,598$613$(2,144)$(1,531)
Interest-bearing demand42930,12930,5581,089(8,975)(7,886)
Money market13432,20832,342949(12,194)(11,245)
Network transaction deposits(145)13,74613,602(1,686)(3,413)(5,099)
Time deposits1,061(1,473)(413)(8,186)(15,070)(23,256)
Total interest-bearing deposits1,67978,00979,687(7,220)(41,796)(49,016)
Federal funds purchased and securities sold under agreements to repurchase2283,1093,33774(417)(342)
Commercial paper(9)(11)(20)9(28)(18)
PPPLF(1,984)(1,984)
Other short-term funding(11)(11)
FHLB advances30,2698,72438,994(20,507)(359)(20,866)
Long-term funding(6,758)357(6,401)(5,890)578(5,312)
Total short and long-term funding23,73112,17935,910(28,309)(224)(28,533)
Total interest-bearing liabilities25,40990,188115,597(35,529)(42,020)(77,549)
Fully tax-equivalent net interest income$64,257$169,481$233,739$27,912$(64,177)$(36,265)

(a) The change in interest due to both rate and volume has been allocated in proportion to the relationship to the dollar amounts of the change in each.

(b) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

(c) Periods prior to 2022 do not include equipment finance.

Provision for Credit Losses

The provision for credit losses is predominantly a function of the Corporation’s reserving methodology and judgments as to other qualitative and quantitative factors used to determine the appropriate level of the ACLL, which focuses on changes in the size and character of the loan portfolio, changes in levels of individually evaluated and other nonaccrual loans, historical losses and delinquencies in each portfolio category, the risk inherent in specific loans, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, and other factors which could affect potential credit losses. The forecast the Corporation used for December 31, 2022 was the Moody's baseline scenario from November 2022, which was reviewed against the December 2022 baseline scenario with no material updates made, over a 2 year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. See additional discussion under the sections titled Loans, Credit Risk, Nonperforming Assets, and Allowance for Credit Losses on Loans.

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Noninterest Income

Table 3 Noninterest Income

Years Ended December 31,Change From Prior Year
($ in Thousands)202220212020$ Change 2021% Change 2021$ Change 2020% Change 2020
Wealth management fees$84,122$89,854$84,957$(5,732)(6)%$4,8976%
Service charges and deposit account fees62,31064,40656,307(2,096)(3)%8,09914%
Card-based fees44,01443,01438,5341,0002%4,48012%
Other fee-based revenue15,90317,08619,238(1,183)(7)%(2,152)(11)%
Total fee-based revenue206,350214,360199,036(8,010)(4)%15,3248%
Capital markets, net29,91730,60227,966(685)(2)%2,6369%
Mortgage servicing fees, net(a)8,260(434)(648)8,694N/M214(33)%
Gains and fair value adjustment on loans held for sale1,01934,99960,000(33,980)(97)%(25,001)(42)%
Fair value adjustment on portfolio loans transferred to held for sale3,932N/M(3,932)(100)%
Changes in mortgage servicing rights valuation, net of economic hedge(b)9,59516,186(17,704)(6,591)(41)%33,890N/M
Mortgage banking, net18,87350,75145,580(31,878)(63)%5,17111%
Bank and corporate owned life insurance11,43113,25413,771(1,823)(14)%(517)(4)%
Other(c)10,71511,36655,445(651)(6)%(44,079)(80)%
Subtotal277,286320,333341,798(43,047)(13)%(21,465)(6)%
Asset gains, net(d)1,33811,009155,589(9,671)(88)%(144,580)(93)%
Investment securities gains (losses), net3,746(16)9,2223,762N/M(9,238)N/M
Gains on sale of branches, net(e)1,0387,449(1,038)(100)%(6,411)(86)%
Total noninterest income$282,370$332,364$514,056$(49,994)(15)%$(181,692)(35)%
Mortgage loans originated for sale during period$600,114$1,749,556$1,642,135$(1,149,442)(66)%$107,4217%
Mortgage loan settlements during period715,0351,774,7911,959,571(1,059,756)(60)%(184,780)(9)%
Mortgage portfolio loans transferred to held for sale during period269,203N/M(269,203)(100)%
Assets under management, at market value(f)11,84313,67913,314(1,836)(13)%3653%

N/M = Not Meaningful

(a) Includes mortgage origination and servicing fees, net of MSRs amortization/decay.

(b) On January 1, 2022, the Corporation made the irrevocable election to account for MSRs at fair value. For all prior periods, MSRs were carried at LOCOM.

(c) Includes insurance commissions and fees, which were elevated prior to the sale of ABRC.

(d) 2020 includes a gain of $163 million from the sale of ABRC. See Note 2 Acquisitions and Dispositions of the notes to the consolidated financial statements for additional details on the sale of ABRC.

(e) Includes the deposit premium on the sale of branches net of miscellaneous costs to sell. See Note 2 Acquisitions and Dispositions of the notes to the consolidated financial statements for addition details on the branch sales.

(f) $ in millions. Excludes assets held in brokerage accounts.

Notable Contributions to the Change in 2022 Noninterest Income

•Mortgage banking, net decreased from 2021, driven by slowing refinance activity and higher retention of mortgages on our balance sheet.

•Asset gains, net was down from 2021, driven primarily by gains on private equity investments in 2021.

•Wealth management fees decreased from 2021, driven by lower market valuations.

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Noninterest Expense

Table 4 Noninterest Expense

Years Ended December 31,Change From Prior Year
($ in Thousands)202220212020$ Change 2021% Change 2021$ Change 2020% Change 2020
Personnel$454,101$426,687$432,151$27,4146%$(5,464)(1)%
Technology90,70081,68981,2149,01111%4751%
Occupancy59,79463,51364,064(3,719)(6)%(551)(1)%
Business development and advertising25,52521,14918,4284,37621%2,72115%
Equipment19,63221,10421,705(1,472)(7)%(601)(3)%
Legal and professional18,25021,92321,546(3,673)(17)%3772%
Loan and foreclosure costs5,9258,14312,600(2,218)(27)%(4,457)(35)%
FDIC assessment22,65018,15020,3504,50025%(2,200)(11)%
Other intangible amortization8,8118,84410,192(33)%(1,348)(13)%
Loss on prepayments of FHLB advances44,650N/M(44,650)(100)%
Other41,67538,72149,1352,9548%(10,414)(21)%
Total noninterest expense$747,063$709,924$776,034$37,1395%$(66,110)(9)%
Average FTEs(a)4,1184,0034,4591153%(456)(10)%

N/M = Not Meaningful

(a) Average FTEs without overtime

Notable Contributions to the Change in 2022 Noninterest Expense

•Personnel costs increased from 2021, largely driven by higher incentive compensation and additional hiring tied to our strategic initiatives.

•Technology costs increased from 2021, driven by digital investments tied to our strategic initiatives.

•FDIC assessment expense increased from 2021, due to a decrease in liquid assets in relation to total assets.

•Business development and advertising costs increased from 2021, as business activity picked up throughout the year.

Income Taxes

The Corporation recognized income tax expense of $94 million for 2022, compared to income tax expense of $85 million for 2021. The Corporation's effective tax rate was 20.34% for 2022, compared to an effective tax rate of 19.55% for 2021. The increase in income tax expense during 2022 was primarily driven by an increase in income before tax in 2022 and by an increase in non-deductible expenses. The increase in the effective tax rate during 2022 was primarily driven by an increase in the state tax provision and an increase in non-deductible expenses.

See Note 1 Summary of Significant Accounting Policies of the notes to consolidated financial statements for the Corporation’s income tax accounting policy. Income tax expense recorded on the consolidated statements of income involves the interpretation and application of certain accounting pronouncements and federal and state tax laws and regulations. The Corporation is subject to examination by various taxing authorities. Examination by taxing authorities may impact the amount of tax expense and/or the reserve for uncertainty in income taxes if their interpretations differ from those of management, based on their judgments about information available to them at the time of their examinations. See Note 13 Income Taxes of the notes to consolidated financial statements for more information.

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Balance Sheet Analysis

•At December 31, 2022, total assets were $39.4 billion, up $4.3 billion, or 12%, from December 31, 2021.

•Interest-bearing deposits in other financial institutions were $157 million at December 31, 2022, down $525 million from December 31, 2021, due to funding of new loan growth.

•At December 31, 2022, total loans were $28.8 billion, up $4.6 billion, or 19%, from December 31, 2021, due to increases of $1.3 billion, or 14%, in commercial and business lending, $1.0 billion, or 17%, in CRE, $1.2 billion in auto finance, and $944 million, or 12%, in residential mortgages. See section Loans and Note 4 Loans of the notes to consolidated financial statements for additional information on loans.

•At December 31, 2022, total deposits of $29.6 billion were up $1.2 billion, or 4%, from December 31, 2021, driven by an increase in money market deposits of $1.1 billion, or 15%. See section Deposits and Customer Funding and Note 8 Deposits of the notes to consolidated financial statements for additional information on deposits.

•At December 31, 2022, to help support loan growth, FHLB advances were up $2.7 billion and securities sold under agreements to repurchase were up $266 million. See section Other Funding Sources and Note 9 Short and Long-Term Funding of the notes to consolidated financial statements for additional details on funding.

Loans

Table 5 Period End Loan Composition

As of December 31,
20222021202020192018
($ in Thousands)Amount% of TotalAmount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Asset-based lending & equipment finance(a)$458,8872%$178,0271%$137,4761%$239,1821%$306,4331%
Commercial and industrial9,300,56732%8,274,35834%8,331,70234%7,115,41131%7,091,61231%
Commercial real estate — owner occupied991,7223%971,3264%900,9124%911,2654%920,4434%
Commercial and business lending10,751,17637%9,423,71139%9,370,09138%8,265,85836%8,318,48736%
Commercial real estate — investor5,080,34418%4,384,56918%4,342,58418%3,794,51717%3,751,55416%
Real estate construction2,155,2227%1,808,9767%1,840,4178%1,420,9006%1,335,0316%
Commercial real estate lending7,235,56525%6,193,54526%6,183,00125%5,215,41723%5,086,58522%
Total commercial17,986,74262%15,617,25664%15,553,09164%13,481,27559%13,405,07258%
Residential mortgage8,511,55030%7,567,31031%7,878,32432%8,136,98036%8,277,71236%
Auto finance1,382,0735%143,0451%11,177%2,982%2,123%
Home equity624,3532%595,6152%707,2553%852,0254%894,4734%
Other consumer294,8511%301,7231%301,8761%348,1772%361,0492%
Total consumer10,812,82838%8,607,69336%8,898,63236%9,340,16441%9,535,35742%
Total loans$28,799,569100%$24,224,949100%$24,451,724100%$22,821,440100%$22,940,429100%
Commercial real estate and real estate construction loan detail
Non-owner occupied$3,313,95965%$2,972,58468%$2,969,90668%$2,589,83868%$2,545,75168%
Multi-family1,762,60835%1,405,26432%1,360,30531%1,201,83532%1,204,55232%
Farmland3,776%6,720%12,373%2,844%1,250%
Commercial real estate — investor$5,080,344100%$4,384,569100%$4,342,584100%$3,794,517100%$3,751,554100%
1-4 family construction$436,21020%$380,16021%$270,46715%$261,90818%$289,55822%
All other construction1,719,01280%1,428,81679%1,569,95085%1,158,99282%1,045,47478%
Real estate construction$2,155,222100%$1,808,976100%$1,840,417100%$1,420,900100%$1,335,031100%

(a) Periods prior to 2022 do not include equipment finance.

The Corporation has long-term guidelines relative to the proportion of Commercial and Business, CRE, and Consumer loan commitments within the overall loan portfolio, with each targeted to represent 30 to 40% of the overall loan portfolio. The targeted long-term guidelines were unchanged during 2022 and 2021. Furthermore, certain sub-asset classes within the respective portfolios are further defined and dollar limitations are placed on these sub-portfolios. These guidelines and limits are reviewed quarterly and approved annually by the ERC. These guidelines and limits are designed to create balance and diversification within the loan portfolios.

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The Corporation's loan distribution and interest rate sensitivity as of December 31, 2022 are summarized in the following table:

Table 6 Loan Distribution and Interest Rate Sensitivity

($ in Thousands)Within 1 Year(a)1-5 Years5-15 YearsOver 15 YearsTotal% of Total
Asset-based lending & equipment finance$244,425$110,330$104,132$$458,8872%
Commercial and industrial8,764,074390,557136,5919,3449,300,56732%
Commercial real estate — owner occupied570,168283,702137,291562991,7223%
Commercial real estate — investor4,738,638194,395147,3105,080,34418%
Real estate construction2,080,87339,38224,75310,2142,155,2227%
Commercial - adjustable10,113,51916,90216,20010,146,62235%
Commercial - fixed6,284,6581,001,465533,87720,1207,840,12027%
Residential mortgage - adjustable309,053724,8651,949,6894012,984,00810%
Residential mortgage - fixed7,34090,867614,6334,814,7035,527,54219%
Auto finance263267,1331,114,6761,382,0735%
Home equity556,25816,09443,3128,689624,3532%
Other consumer210,58338,54729,56516,157294,8511%
Total loans$17,481,674$2,155,873$4,301,952$4,860,070$28,799,569100%
Fixed-rate$6,300,508$1,412,916$2,336,063$4,859,669$14,909,15652%
Floating or adjustable rate11,181,166742,9571,965,88940113,890,41348%
Total$17,481,674$2,155,873$4,301,952$4,860,070$28,799,569100%

(a) Demand loans, past due loans, overdrafts, and credit cards are reported in the “Within 1 Year” category.

At December 31, 2022, $20.2 billion, or 70%, of the total loans outstanding and $16.4 billion, or 91%, of the commercial loans outstanding were floating rate, adjustable rate, re-pricing within one year, or maturing within one year.

Credit Risk

An active credit risk management process is used for commercial loans to ensure that sound and consistent credit decisions are made. Credit risk is controlled by detailed underwriting procedures, comprehensive loan administration, and periodic review of borrowers’ outstanding loans and commitments. Borrower relationships are formally reviewed and graded on an ongoing basis for early identification of potential problems. Further analysis by customer, industry, and geographic location are performed to monitor trends, financial performance, and concentrations. See Note 4 Loans of the notes to consolidated financial statements for additional information on managing overall credit quality.

The loan portfolio is widely diversified by types of borrowers, industry groups, and market areas within the Corporation's branch footprint. Significant loan concentrations are considered to exist when there are amounts loaned to numerous borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. At December 31, 2022, no significant concentrations existed in the Corporation’s loan portfolio in excess of 10% of total loan exposure.

Commercial and business lending: The commercial and business lending classification primarily includes commercial loans to large corporations, middle market companies, small businesses, and asset-based and equipment financing.

Table 7 Largest Commercial and Industrial Industry Group Exposures, by NAICS Subsector

December 31, 2022NAICS SubsectorOutstanding BalanceTotal Exposure% of Total Loan Exposure
Real Estate(a)531$1,963,868$3,552,5739%
Utilities(b)2212,160,1882,524,4516%
Credit Intermediation and Related Activities(c)522746,9582,136,5375%

(a) Includes REIT lines

(b) 55% of the total exposure comes from renewable energy sources (wind, solar, hydroelectric, and geothermal).

(c) Includes mortgage warehouse lines

The remaining commercial and industrial portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

The CRE-owner occupied portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

The credit risk related to commercial and business lending is largely influenced by general economic conditions and the resulting impact on a borrower’s operations or on the value of underlying collateral, if any.

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Commercial real estate - investor: CRE-investor is comprised of loans secured by various non-owner occupied or investor income producing property types.

Table 8 Largest Commercial Real Estate Investor Property Type Exposures

December 31, 2022% of Total Loan Exposure% of Total Commercial Real Estate - Investor Loan Exposure
Multi-Family4%33%
Office3%24%
Industrial3%23%

The remaining CRE-investor portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

Credit risk is managed in a similar manner to commercial and business lending by employing sound underwriting guidelines, lending primarily to borrowers in local markets and businesses, periodically evaluating the underlying collateral, and formally reviewing the borrower’s financial soundness and relationship on an ongoing basis.

Real estate construction: Real estate construction loans are primarily short-term or interim loans that provide financing for the acquisition or development of commercial income properties, multi-family projects or residential development, both single family and condominium. Real estate construction loans are made to developers and project managers who are generally well known to the Corporation and have prior successful project experience. The credit risk associated with real estate construction loans is generally confined to specific geographic areas but is also influenced by general economic conditions. The Corporation controls the credit risk on these types of loans by making loans in familiar markets to developers, reviewing the merits of individual projects, controlling loan structure, and monitoring project progress and construction advances.

Table 9 Largest Real Estate Construction Property Type Exposures

December 31, 2022% of Total Loan Exposure% of Total Real Estate - Construction Loan Exposure
Multi-Family5%40%
Industrial3%25%

The remaining real estate construction portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

The Corporation’s current lending standards for CRE and real estate construction lending are determined by property type and specifically address many criteria, including: maximum loan amounts, maximum LTV, requirements for pre-leasing and/or presales, minimum borrower equity, and maximum loan-to-cost. Currently, the maximum standard for LTV is 80%, with lower limits established for certain higher risk types, such as raw land that has a 50% LTV maximum. The Corporation’s LTV guidelines are in compliance with regulatory supervisory limits. In most cases, for real estate construction loans, the loan amounts include interest reserves, which are built into the loans and sized to fund loan payments through construction and lease up and/or sell out.

Residential mortgages: Residential mortgage loans are primarily first lien home mortgages with a maximum loan-to-collateral value without credit enhancement (e.g., private mortgage insurance) of 80%. The residential mortgage portfolio is focused primarily in the Corporation's three-state branch footprint, with approximately 87% of the outstanding loan balances in the Corporation's branch footprint at December 31, 2022. The rates on adjustable rate mortgages adjust based upon the movement in the underlying index which is then added to a margin and rounded to the nearest 0.125%. That result is then subjected to any periodic caps to produce the borrower's interest rate for the coming term. Most of the adjustable rate mortgages have an initial fixed rate term of 3, 5, 7 or 10 years.

The Corporation generally retains certain fixed-rate residential real estate mortgages in its loan portfolio, including retail and private banking jumbo mortgages and CRA-related mortgages. As part of management's historical practice of originating and servicing residential mortgage loans, generally the Corporation's 30 year, agency conforming, fixed-rate residential real estate mortgage loans have been sold in the secondary market with servicing rights retained. Subject to management's analysis of the current interest rate environment, among other market factors, the Corporation may choose to retain mortgage loan production on its balance sheet.

The Corporation’s underwriting and risk-based pricing guidelines for residential mortgage loans include minimum borrower FICO score and maximum LTV of the property securing the loan. Residential mortgage products generally are underwritten using FHLMC and FNMA secondary marketing guidelines.

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Home equity: Home equity consists of both home equity lines of credit and closed-end home equity loans. The Corporation’s credit risk monitoring guidelines for home equity are based on an ongoing review of loan delinquency status, as well as a quarterly review of FICO score deterioration and property devaluation. The Corporation does not routinely obtain appraisals on performing loans to update LTV ratios after origination; however, the Corporation monitors the local housing markets by reviewing the various home price indices and incorporates the impact of the changing market conditions in its ongoing credit monitoring process. For junior lien home equity loans, the Corporation is unable to track the performance of the first lien loan if it does not own or service the first lien loan. However, the Corporation obtains a refreshed FICO score on a quarterly basis and monitors this as part of its assessment of the home equity portfolio.

The Corporation’s underwriting and risk-based pricing guidelines for home equity lines of credit and loans consist of a combination of both borrower FICO score and the original cumulative LTV against the property securing the loan. Currently, the Corporation's policy sets the maximum acceptable LTV at 90%. The Corporation's current home equity line of credit offering is priced based on floating rate indices and generally allows 10 years of interest-only payments followed by a 20-year amortization of the outstanding balance. The loans in the Corporation's portfolio generally have an original term of 20 years with principal and interest payments required.

Indirect Auto: The Corporation currently purchases retail auto sales contracts via a network of approved auto dealerships across 13 states throughout the Northeast, Mid-Atlantic and Midwestern United States. The auto dealerships finance the sale of automobiles as the initial lender and then assign the contracts to the Corporation pursuant to dealer agreements. The Corporation’s underwriting and pricing guidelines are based on a dual risk grade derived from a combination of FICO auto score and proprietary internal custom score. Minimum grade and FICO score standards ensure the credit risk is appropriately managed to the Corporation’s risk appetite. Further, the grade influences loan-specific parameters such as vehicle age, term, LTV, loan amount, mileage, payment and debt service thresholds, and pricing. Maximum loan terms offered are 84 months on select grades with vehicle age, mileage, and other limitations in place to qualify. The program is designed to capture primarily prime and super prime contracts. Over time, the Corporation expects roughly 60% of originations to be secured by used vehicles.

Other consumer: Other consumer consists of student loans, short-term personal installment loans, and credit cards. The Corporation had $76 million and $101 million of student loans at December 31, 2022 and 2021, respectively, the majority of which are government guaranteed. As a result of the COVID-19 pandemic, the passage of the CARES Act, and subsequent executive orders, federal student loan relief was extended to borrowers with relief set to expire 60 days after either the resolution of court challenges to the debt relief program or June 30, 2023 if the litigation is not resolved by that date. The student loan portfolio is in run-off and no new student loans are being originated. Credit risk for non-government guaranteed student loans, short-term personal installment loans, and credit cards is influenced by general economic conditions, the characteristics of individual borrowers, and the nature of the loan collateral. Risks of loss are generally on smaller average balances per loan spread over many borrowers. Once charged off, there is usually less opportunity for recovery of these smaller consumer loans. Credit risk is primarily controlled by reviewing the creditworthiness of the borrowers, monitoring payment histories, and taking appropriate collateral and guarantee positions.

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Nonperforming Assets

Management is committed to a proactive nonaccrual and problem loan identification philosophy. This philosophy is implemented through the ongoing monitoring and review of all pools of risk in the loan portfolio to ensure that problem loans are identified quickly and the risk of loss is minimized. Table 10 provides detailed information regarding NPAs, which include nonaccrual loans, OREO, and other nonperforming assets:

Table 10 Nonperforming Assets

As of December 31,
($ in Thousands)20222021202020192018
Nonperforming assets
Commercial and industrial$14,329$6,279$61,859$46,312$41,021
Commercial real estate — owner occupied1,058673,957
Commercial and business lending14,3296,27962,91746,38044,978
Commercial real estate — investor29,38060,67778,2204,4091,952
Real estate construction105177353493979
Commercial real estate lending29,48560,85578,5734,9022,931
Total commercial43,81467,134141,49051,28247,909
Residential mortgage58,48055,36259,33757,84467,574
Auto finance1,4905249
Home equity7,4877,7269,8889,10412,339
Other consumer1971709115279
Total consumer67,65463,30969,36467,09979,992
Total nonaccrual loans111,467130,443210,854118,380127,901
Commercial real estate owned3259842,1853,5304,047
Residential real estate owned2,8783,6661,1945,6962,963
Bank properties real estate owned(a)11,58024,96910,88911,8744,974
OREO14,78429,61914,26921,10111,984
Other nonperforming assets(b)2156,004
Total nonperforming assets$126,466$160,062$225,123$145,485$139,885
Accruing loans past due 90 days or more
Commercial$282$151$175$342$311
Consumer1,4461,1111,4231,9171,853
Total accruing loans past due 90 days or more$1,728$1,263$1,598$2,259$2,165
Restructured loans (accruing)(c)
Commercial$13,093$22,763$41,119$18,944$28,668
Consumer19,77519,76810,9737,09724,595
Total restructured loans (accruing)$32,868$42,530$52,092$26,041$53,263
Nonaccrual restructured loans (included in nonaccrual loans)$20,127$17,426$20,190$22,494$26,292
Ratios
Nonaccrual loans to total loans0.39%0.54%0.86%0.52%0.56%
NPAs to total loans plus OREO and other nonperforming assets0.44%0.66%0.92%0.64%0.61%
NPAs to total assets0.32%0.46%0.67%0.45%0.42%
Allowance for credit losses on loans to nonaccrual loans315.34%245.16%204.63%188.61%205.13%

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Table 10 Nonperforming Assets (continued)

As of December 31,
($ in Thousands)20222021202020192018
Accruing loans 30-89 days past due
Commercial and industrial$6,283$715$6,119$821$525
Commercial real estate — owner occupied2301633731,3692,699
Commercial and business lending6,5128786,4922,1903,224
Commercial real estate — investor1,06761612,7931,8123,767
Real estate construction391,62099197330
Commercial real estate lending1,1052,23613,7841,9094,097
Total commercial7,6183,11420,2764,0997,321
Residential mortgage9,8746,16910,3859,2749,706
Auto finance9,4081157
Home equity5,6073,7114,8025,6476,049
Other consumer1,6102,3071,5432,0832,269
Total consumer26,49912,19816,78617,00518,024
Total accruing loans 30-89 days past due$34,117$15,312$37,062$21,104$25,345
Potential problem loans
Asset-based lending & equipment finance(d)$17,698$17,697$$$
Commercial and industrial118,851122,562139,489110,308116,578
Commercial real estate — owner occupied34,42226,72326,17919,88955,964
Commercial and business lending170,971166,981165,668130,197172,542
Commercial real estate — investor92,535106,13891,39629,44967,481
Real estate construction97021,40819,0463,834
Commercial real estate lending93,505127,546110,44229,44971,315
Total commercial264,476294,527276,111159,646243,856
Residential mortgage1,9782,2143,7491,4515,975
Home equity1971652,068103
Total consumer2,1752,3795,8171,4516,078
Total potential problem loans$266,651$296,905$281,928$161,097$249,935

(a) Primarily closed branches and other bank operated real estate facilities, pending disposition.

(b) 2022 includes repossessed assets while 2019 includes a partial settlement of a debt by receiving units of ownership interest in an oil and gas limited liability company.

(c) Does not include any restructured loans related to the COVID-19 pandemic in accordance with Section 4013 of the CARES Act.

(d) Periods prior to 2022 do not include equipment finance.

Nonaccrual loans: Nonaccrual loans are considered to be one indicator of potential future loan losses. See management’s accounting policy for nonaccrual loans in Note 1 Summary of Significant Accounting Policies and Note 4 Loans of the notes to consolidated financial statements for additional nonaccrual loan disclosures. See also sections Credit Risk and Allowance for Credit Losses on Loans.

Accruing loans past due 90 days or more: Loans past due 90 days or more but still accruing interest are classified as such where the underlying loans are both well secured (the collateral value is sufficient to cover principal and accrued interest) and are in the process of collection.

Restructured loans: Loans are considered restructured loans if concessions have been granted to borrowers that are experiencing financial difficulty. See also Note 4 Loans of the notes to consolidated financial statements for additional restructured loans disclosures.

Potential problem loans: The level of potential problem loans is another predominant factor in determining the relative level of risk in the loan portfolio and in determining the appropriate level of the ACLL. Potential problem loans are generally defined by management to include loans rated as substandard by management that are collectively evaluated (not nonaccrual loans or accruing TDRs); however, there are circumstances present to create doubt as to the ability of the borrower to comply with present repayment terms. The decision of management to include performing loans in potential problem loans does not necessarily mean that the Corporation expects losses to occur, but that management recognizes a higher degree of risk associated with these loans.

OREO: Management actively seeks to ensure OREO properties held are monitored to minimize the Corporation's risk of loss.

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Foregone Loan Interest: The following table shows, for those loans accounted for on a nonaccrual basis and restructured loans for the years ended as indicated, the approximate gross interest that would have been recorded if the loans had been current in accordance with their original terms and the amount of interest income that was included in interest income for the period:

Table 11 Foregone Loan Interest

Years Ended December 31,
($ in Thousands)20222021202020192018
Interest income in accordance with original terms$6,182$6,537$11,262$12,032$10,606
Interest income recognized(3,830)(4,495)(6,891)(5,015)(5,500)
Reduction in interest income$2,352$2,042$4,371$7,016$5,106

Allowance for Credit Losses on Loans

Credit risks within the loan portfolio are inherently different for each loan type. Credit risk is controlled and monitored through the use of lending standards, a thorough review of potential borrowers, and ongoing review of loan payment performance. Active asset quality administration, including early problem loan identification and timely resolution of problems, aids in the management of credit risk and the minimization of loan losses. Credit risk management for each loan type is discussed in the section entitled Credit Risk. See Note 4 Loans of the notes to consolidated financial statements for additional disclosures on the ACLL.

To assess the appropriateness of the ACLL, the Corporation focuses on the evaluation of many factors, including but not limited to: evaluation of facts and issues related to specific loans, management’s ongoing review and grading of the loan portfolio, credit report refreshes, consideration of historical loan loss and delinquency experience on each portfolio category, trends in past due and nonaccrual loans, the level of potential problem loans, the risk characteristics of the various classifications of loan segments, changes in the size and character of the loan portfolio, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, funding assumptions on lines, and other qualitative and quantitative factors which could affect potential credit losses. The forecast the Corporation used for December 31, 2022 was the Moody's baseline scenario from November 2022, which was reviewed against the December 2022 baseline scenario with no material updates made, over a 2 year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. Assessing these factors involves significant judgment. Because each of the criteria used is subject to change, the ACLL is not necessarily indicative of the trend of future credit losses on loans in any particular segment. Therefore, management considers the ACLL a critical accounting estimate, see section Critical Accounting Estimates for additional information on the ACLL. See section Nonperforming Assets for a detailed discussion on asset quality. See also Note 4 Loans of the notes to consolidated financial statements for additional ACLL disclosures. Table 5 provides information on loan growth and period end loan composition, Table 10 provides additional information regarding NPAs, and Table 12 and Table 13 provide additional information regarding activity in the ACLL.

The loan segmentation used in calculating the ACLL at December 31, 2022 and December 31, 2021 was generally comparable. The methodology to calculate the ACLL consists of the following components: a valuation allowance estimate is established for commercial and consumer loans determined by the Corporation to be individually evaluated, using discounted cash flows, estimated fair value of underlying collateral, and/or other data available. Loans are segmented for criticized loan pools by loan type as well as for non-criticized loan pools by loan type, primarily based on risk rating rates after considering loan type, historical loss and delinquency experience, credit quality, and industry classifications. Loans that have been criticized are considered to have a higher risk of default than non-criticized loans, as circumstances were present to support the lower loan grade, warranting higher loss factors. Additionally, management allocates ACLL to absorb losses that may not be provided for by the other components due to qualitative factors evaluated by management, such as limitations within the credit risk grading process, known current economic or business conditions that may not yet show in trends, industry or other concentrations with current issues that impose higher inherent risks than are reflected in the loss factors, and other relevant considerations. The total allowance is available to absorb losses from any segment of the loan portfolio.

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Table 12 Allowance for Credit Losses on Loans

Years Ended December 31,
($ in Thousands)20222021202020192018
Allowance for loan losses
Balance at beginning of period$280,015$383,702$201,371$238,023$265,880
Cumulative effect of ASU 2016-13 adoption (CECL)N/AN/A112,457N/AN/A
Balance at beginning of period, adjusted280,015383,702313,828238,023265,880
Provision for loan losses34,000(80,000)164,45718,5002,500
Provision for loan losses recorded at acquisition2,543
Gross up of allowance for PCD loans at acquisition3,504
Loans charged off
Asset-based lending & equipment finance(a)(6,650)(8,777)
Commercial and industrial(4,491)(21,564)(73,670)(54,538)(30,837)
Commercial real estate — owner occupied(419)(222)(1,363)
Commercial and business lending(4,491)(21,564)(80,739)(63,537)(32,200)
Commercial real estate — investor(50)(14,346)(22,920)(7,914)
Real estate construction(48)(5)(19)(60)(298)
Commercial real estate lending(98)(14,351)(22,938)(60)(8,212)
Total commercial(4,588)(35,915)(103,677)(63,597)(40,412)
Residential mortgage(567)(880)(1,867)(3,322)(1,627)
Auto finance(1,041)(22)(7)(4)
Home equity(587)(668)(1,719)(1,846)(3,236)
Other consumer(3,363)(3,168)(4,783)(5,548)(5,257)
Total consumer(5,558)(4,738)(8,376)(10,716)(10,124)
Total loans charged off(10,146)(40,652)(112,053)(74,313)(50,536)
Recoveries of loans previously charged off
Asset-based lending & equipment finance(a)412561519
Commercial and industrial5,2828,1526,44411,35613,714
Commercial real estate — owner occupied131201472,795639
Commercial and business lending5,2958,6847,15114,67014,353
Commercial real estate — investor503,16264331668
Real estate construction10612649302446
Commercial real estate lending1563,2886923331,114
Total commercial5,45111,9727,84415,00315,467
Residential mortgage9088415006921,271
Auto finance9831251010
Home equity1,3852,8541,9782,5992,628
Other consumer1,0101,2671,076858803
Total consumer3,4014,9933,5794,1584,712
Total recoveries8,85216,96511,42219,16120,179
Net (charge offs)(1,294)(23,687)(100,631)(55,152)(30,358)
Balance at end of period$312,720$280,015$383,702$201,371$238,023
Allowance for unfunded commitments
Balance at beginning of period$39,776$47,776$21,907$24,336$24,400
Cumulative effect of ASU 2016-13 adoption (CECL)N/AN/A18,690N/AN/A
Balance at beginning of period, adjusted39,77647,77640,59724,33624,400
Provision for unfunded commitments(1,000)(8,000)7,000(2,500)(2,500)
Amount recorded at acquisition179702,436
Balance at end of period$38,776$39,776$47,776$21,907$24,336
Allowance for credit losses on loans$351,496$319,791$431,478$223,278$262,359
Provision for credit losses on loans33,000(88,000)174,00016,000

58

Table 12 Allowance for Credit Losses on Loans (continued)

Years Ended December 31,
($ in Thousands)20222021202020192018
Net loan (charge offs) recoveries
Asset-based lending & equipment finance(a)$$412$(6,090)$(8,259)$
Commercial and industrial791(13,412)(67,226)(43,182)(17,124)
Commercial real estate — owner occupied13120(272)2,573(724)
Commercial and business lending804(12,880)(73,588)(48,868)(17,848)
Commercial real estate — investor(11,184)(22,277)31(7,246)
Real estate construction5812131243149
Commercial real estate lending58(11,063)(22,246)274(7,098)
Total commercial862(23,943)(95,834)(48,594)(24,946)
Residential mortgage341(38)(1,367)(2,630)(355)
Auto finance(943)919106
Home equity7982,186259753(608)
Other consumer(2,353)(1,901)(3,707)(4,690)(4,455)
Total consumer(2,157)256(4,797)(6,558)(5,412)
Total net (charge offs)$(1,294)$(23,687)$(100,631)$(55,152)$(30,358)
Ratios
Allowance for credit losses on loans to total loans1.22%1.32%1.76%0.98%1.14%
Allowance for credit losses on loans to net charge offsN/M13.5x4.3x4.0x8.6x
Loan Evaluation Method for ACLL
Individually evaluated for impairment$10,324$15,194$79,831$14,026$11,053
Collectively evaluated for impairment341,172304,597351,646209,252251,306
Total ACLL$351,496$319,791$431,478$223,278$262,359
Loan Balance
Individually evaluated for impairment$76,577$115,643$259,497$111,595$138,543
Collectively evaluated for impairment28,722,99224,109,30624,192,22722,709,84522,801,887
Total loan balance$28,799,569$24,224,949$24,451,724$22,821,440$22,940,429

(a) Periods prior to 2022 do not include equipment finance.

Table 13 Net (Charge Offs) Recoveries(a)

Years Ended December 31,
(In Basis Points)20222021202020192018
Net loan (charge offs) recoveries
Asset-based lending & equipment finance(b)34(343)(301)
Commercial and industrial1(17)(81)(60)(26)
Commercial real estate — owner occupied1(3)28(9)
Commercial and business lending1(14)(78)(58)(23)
Commercial real estate — investor(26)(54)(18)
Real estate construction121
Commercial real estate lending(18)(38)1(13)
Total commercial1(16)(63)(36)(19)
Residential mortgage(2)(3)
Auto finance(12)4143736
Home equity133439(6)
Other consumer(79)(65)(117)(133)(120)
Total consumer(2)(5)(7)(6)
Total net (charge offs)(10)(41)(24)(13)

(a) Ratio of net charge offs to average loans by loan type.

(b) Periods prior to 2022 do not include equipment finance.

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Notable Contributions to the Change in the Allowance for Credit Losses on Loans

•Total loans increased $4.6 billion, or 19%, from December 31, 2021, driven by increases across all major loan portfolios resulting from the Corporation's strategic initiatives. See also Note 4 Loans of the notes to consolidated financial statements for additional information on loans.

•Potential problem loans decreased $30 million, or 10%, from December 31, 2021, largely driven by decreases in potential problem loans within the Corporation's real estate construction and CRE-investor portfolios, partially offset by an increase in potential problem loans within the CRE-owner occupied portfolio. See also Note 4 Loans of the notes to consolidated financial statements and section Nonperforming Assets for additional disclosures on the changes in asset quality.

•Total nonaccrual loans decreased $19 million, or 15%, from December 31, 2021, primarily driven by a decrease in nonaccrual loans within the Corporation's CRE-investor portfolio, partially offset by an increase in nonaccrual loans within the commercial and industrial portfolio. See also Note 4 Loans of the notes to consolidated financial statements and section Nonperforming Assets for additional disclosures on the changes in asset quality.

•For the year ended December 31, 2022, net charge offs decreased $22 million, or 95%, from December 31, 2021, primarily driven by decreased charge off amounts in the Corporation's commercial and industrial and CRE-investor portfolios. See Tables 12 and 13 for additional information regarding the activity in the ACLL.

Management believes the level of ACLL to be appropriate at December 31, 2022.

Consolidated net income and stockholders’ equity could be affected if management’s estimate of the ACLL is subsequently materially different, requiring additional or less provision for credit losses to be recorded. Management carefully considers numerous detailed and general factors, its assumptions, and the likelihood of materially different conditions that could alter its assumptions. While management uses currently available information to recognize losses on loans, future adjustments to the ACLL may be necessary based on newly received appraisals, updated commercial customer financial statements, rapidly deteriorating customer cash flow, and changes in economic conditions that affect our customers. Additionally, larger credit relationships do not inherently create more risk, but can create wider fluctuations in net charge offs and asset quality measures. As an integral part of their examination processes, various federal and state regulatory agencies also review the ACLL. These agencies may require additions to the ACLL or may require that certain loan balances be charged off or downgraded into criticized loan categories when their credit evaluations differ from those of management, based on their judgments about information available to them at the time of their examinations.

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Investment Securities Portfolio

Management of the investment securities portfolio involves the maximization of income while actively monitoring the portfolio's liquidity, market risk, quality of the investment securities, and its role in balance sheet and capital management. The Corporation classifies its investment securities as AFS, HTM, or equity securities on the consolidated balance sheets at the time of purchase or adoption of a new accounting standard. Securities classified as AFS may be sold from time to time in order to help manage interest rate risk, liquidity, credit quality, capital levels, or to take advantage of relative value opportunities in the marketplace. Investment securities classified as AFS and equity are carried at fair value on the consolidated balance sheets, while investment securities classified as HTM are carried at amortized cost on the consolidated balance sheets.

Table 14 Investment Securities Portfolio

At December 31,
($ in Thousands)2022% of Total2021% of Total2020% of Total
AFS investment securities
Amortized cost
U.S. Treasury securities$124,4414%$124,2913%$26,4361%
Agency securities15,0001%15,000%24,9851%
Obligations of state and political subdivisions (municipal securities)235,6938%381,5179%425,05714%
Residential mortgage-related securities
FNMA / FHLMC1,820,64261%2,709,39962%1,448,80648%
GNMA502,53717%66,1892%231,3648%
Private-label%332,0288%%
Commercial mortgage-related securities
FNMA / FHLMC19,0381%357,2408%19,6541%
GNMA115,0314%165,4394%511,42917%
Asset backed securities
FFELP157,1385%177,9744%329,03011%
SBA4,512%6,594%8,637%
Other debt securities3,000%3,000%3,000%
Total amortized cost$2,997,032100%$4,338,671100%$3,028,399100%
Fair value
U.S. Treasury securities$109,3784%$122,9573%$26,5311%
Agency securities13,532%14,897%25,0381%
Obligations of state and political subdivisions (municipal securities)230,7148%400,4579%450,66215%
Residential mortgage-related securities
FNMA / FHLMC1,604,61059%2,691,87962%1,461,24147%
GNMA497,59618%67,7802%235,5378%
Private-label%329,7248%%
Commercial mortgage-related securities
FNMA / FHLMC17,1421%350,6238%22,9041%
GNMA110,4624%166,7994%524,75617%
Asset backed securities
FFELP151,1916%177,3254%327,18911%
SBA4,477%6,580%8,584%
Other debt securities2,922%2,994%3,000%
Total fair value and carrying value$2,742,025100%$4,332,015100%$3,085,441100%
Net unrealized holding gains (losses)$(255,007)$(6,656)$57,043

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Table 14 Investment Securities Portfolio (continued)

At December 31,
($ in Thousands)2022% of Total2021% of Total2020% of Total
HTM investment securities
Amortized cost
U.S. Treasury securities$999%$1,000%$999%
Obligations of state and political subdivisions (municipal securities)1,732,35144%1,628,75973%1,441,90077%
Residential mortgage-related securities
FNMA / FHLMC961,23124%34,3472%54,5993%
GNMA52,9791%48,0532%114,5536%
Private label364,7289%%%
Commercial mortgage-related securities
FNMA/FHLMC778,79620%425,93719%11,2111%
GNMA69,3692%100,9075%255,74214%
Total amortized cost and carrying value$3,960,451100%$2,239,003100%$1,879,005100%
Fair value
U.S. Treasury securities$936%$1,001%$1,024%
Obligations of state and political subdivisions (municipal securities)1,551,64746%1,739,98874%1,575,44578%
Residential mortgage-related securities
FNMA / FHLMC816,77124%36,1392%57,4903%
GNMA49,6281%49,6312%118,8136%
Private label303,5059%%%
Commercial mortgage-related securities
FNMA/FHLMC615,83918%419,40018%11,2111%
GNMA62,6912%102,5064%264,96013%
Total fair value$3,401,018100%$2,348,664100%$2,028,943100%
Net unrealized holding gains (losses)$(559,433)$109,662$149,938
Equity securities
Equity securities carrying value and fair value$25,216100%$18,352100%$15,106100%

At December 31, 2022, the Corporation’s investment securities portfolio did not contain securities of any single non-government or non-GSE issuer that were payable from and secured by the same source of revenue or taxing authority where the aggregate carrying value of such securities exceeded 5% of stockholders’ equity.

During the first quarter of 2022, the Corporation redesignated approximately $1.6 billion of mortgage-related securities from AFS to HTM. The reclassification of these investment securities was accounted for at fair value. Management elected to transfer these investment securities as the Corporation has the positive intent and ability to hold these investment securities to maturity. See Note 22 Accumulated Other Comprehensive Income (Loss) of the notes to consolidated financial statements for additional information on the unrealized losses on investment securities transferred from AFS to HTM.

The Corporation did not recognize any credit-related write-downs to the allowance for credit losses on investments during 2022, 2021, or 2020. See Note 1 Summary of Significant Accounting Policies for management's accounting policy for investment securities and Note 3 Investment Securities of the notes to consolidated financial statements for additional investment securities disclosures.

AFS and HTM Securities

U.S. Treasury Securities: U.S. Treasury Securities, including Treasury bills, notes, and bonds, are debt obligations issued by the U.S. Department of the Treasury and are backed by the full faith and credit of the U.S. government.

Municipal Securities: The municipal securities relate to various state and political subdivisions and school districts. The municipal securities portfolio is regularly assessed for credit quality and deterioration.

Agency Residential and Agency Commercial Mortgage-Related Securities: Residential and commercial mortgage-related securities include predominantly GNMA, FNMA, and FHLMC MBS and CMOs. The fair value of these mortgage-related securities is subject to inherent risks, such as prepayment risk and interest rate changes. The Corporation regularly assesses the valuation of these securities.

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Private Label Residential Mortgage-Related Securities: Private label residential mortgage-related securities are the most senior AAA-rated tranche CMO securities issued by a non-agency sponsor and collateralized by Prime Jumbo residential mortgage loans.

AFS Securities

Agency Securities: Agency securities are debt obligations that are issued by a U.S. GSE or other federally related entity, and have an implied guarantee from the U.S. government.

FFELP Asset Backed Securities: FFELP asset backed securities are collateralized with government guaranteed student loans.

SBA Asset Backed Securities: SBA asset backed securities are securities whose underlying assets are loans from the SBA. These loans are backed by the U.S. government.

Other Debt Securities: Other debt securities are primarily comprised of debt securities that mature within 3 years and have a rating of A.

Equity Securities

Equity Securities with Readily Determinable Fair Values: The Corporation's portfolio of equity securities with readily determinable fair values is primarily comprised of CRA Qualified Investment mutual funds and other mutual funds.

Equity Securities without Readily Determinable Fair Values: The Corporation's portfolio of equity securities without readily determinable fair values primarily consists of Visa Class B restricted shares that the Corporation received in 2008 as part of Visa's initial public offering.

Regulatory Stock (FHLB and Federal Reserve System)

In addition to the AFS, HTM, and equity investment securities noted above, the Corporation is also required to hold certain regulatory stock. The Corporation is required to maintain Federal Reserve Bank stock and FHLB stock as member banks of both the Federal Reserve System and the FHLB, and in amounts as required by these institutions. See Note 3 Investment Securities of the notes to consolidated financial statements for additional information on the regulatory stock.

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Table 15 Investment Securities Portfolio Maturity Distribution(a)

December 31, 2022
($ in Thousands)Amortized CostFair ValueWeighted Average Yield(b)
AFS securities
U. S. Treasury securities
After one but within five years$34,631$31,2240.84%
After five years but within ten years89,81078,1541.22%
Total U. S. Treasury securities$124,441$109,3781.11%
Agency securities
After one but within five years$15,000$13,5320.91%
Total agency securities$15,000$13,5320.91%
Obligations of state and political subdivisions (municipal securities)
Within one year$5,245$5,2383.91%
After one but within five years35,34034,5863.12%
After five years but within ten years158,643155,4113.27%
After ten years36,46535,4804.28%
Total obligations of state and political subdivisions (municipal securities)$235,693$230,7143.42%
Agency residential mortgage-related securities
Within one year$7,585$7,2822.38%
After one but within five years1,585,1361,461,0252.58%
After five years but within ten years730,459633,9001.62%
Total agency residential mortgage-related securities$2,323,180$2,102,2072.28%
Agency commercial mortgage-related securities
Within one year$22,252$21,7342.48%
After one but within five years92,77988,7283.02%
After five years but within ten years19,03817,1424.08%
Total agency commercial mortgage-related securities$134,069$127,6043.08%
Asset backed securities
Within one year$130$1293.92%
After one but within five years96,69993,2835.06%
After five years but within ten years64,82162,2565.09%
Total asset backed securities$161,650$155,6685.07%
Other debt securities
Within one year$1,000$9921.64%
After one but within five years2,0001,9302.16%
Total other debt securities$3,000$2,9221.99%
Total AFS securities$2,997,032$2,742,0252.50%

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Table 15 Investment Securities Portfolio Maturity Distribution (continued) (a)

December 31, 2022
($ in Thousands)Amortized CostFair ValueWeighted Average Yield(b)
HTM securities
U. S. Treasury securities
After one but within five years$999$9361.20%
Total U. S. Treasury securities$999$9361.20%
Obligations of state and political subdivisions (municipal securities)
Within one year$17,660$17,6213.49%
After one but within five years29,13728,9053.52%
After five years but within ten years156,937154,0463.78%
After ten years1,528,6161,351,0753.74%
Total obligations of state and political subdivisions (municipal securities)$1,732,351$1,551,6473.74%
Agency residential mortgage-related securities
Within one year$892$8487.85%
After one but within five years29,66527,2092.82%
After five years but within ten years85,17072,1752.41%
After ten years898,483766,1672.14%
Total agency residential mortgage-related securities$1,014,209$866,3992.19%
Private-label residential mortgage-related securities
After five years but within ten years$364,728$303,5052.36%
Total private-label residential mortgage-related securities$364,728$303,5052.36%
Agency commercial mortgage-related securities
Within one year$51$512.40%
After one but within five years149,259126,0111.76%
After five years but within ten years550,311443,2901.90%
After ten years148,544109,1792.11%
Total agency commercial mortgage-related securities$848,165$678,5311.91%
Total HTM securities$3,960,451$3,401,0182.82%
Equity securities
Equity securities with readily determinable fair values$5,991$5,991%
Equity securities without readily determinable fair values19,22519,225%
Total equity securities$25,216$25,216%

(a) Expected maturities will differ from contractual maturities, as borrowers may have the right to call or repay obligations with or without call or prepayment penalties.

(b) Yields on tax-exempt securities are computed on a fully tax-equivalent basis using a tax rate of 21% and are net of the effects of certain disallowed interest deductions.

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Analysis of Deposits and Funding

Deposits and Customer Funding

The following table summarizes the composition of our deposits and customer funding:

Table 16 Period End Deposit and Customer Funding Composition

As of December 31,
202220212020
($ in Thousands)Amount% of TotalAmount% of TotalAmount% of Total
Noninterest-bearing demand$7,760,81126%$8,504,07730%$7,661,72829%
Savings4,604,84815%4,410,19815%3,650,08514%
Interest-bearing demand7,100,72724%7,019,78225%6,090,86923%
Money market8,239,61028%7,185,11125%7,322,76928%
Brokered CDs541,9162%%%
Other time deposits1,388,2425%1,347,2625%1,757,0307%
Total deposits29,636,154100%28,466,430100%26,482,481100%
Other customer funding(a)261,767354,142245,247
Total deposits and other customer funding$29,897,921$28,820,572$26,727,727
Network transaction deposits(b)$979,003$766,965$1,197,093
Net deposits and other customer funding(c)$28,377,001$28,053,607$25,530,634

(a) Includes repurchase agreements and commercial paper.

(b) Included above in interest-bearing demand and money market.

(c) Total deposits and other customer funding, excluding brokered CDs and network transaction deposits.

•Total deposits, which are the Corporation's largest source of funds, increased $1.2 billion, or 4%, from December 31, 2021.

•Time deposits, which include brokered CDs and other time deposits, increased $583 million, or 43%, from December 31, 2021, due to the addition of brokered CDs during the fourth quarter of 2022.

•Included in the above amounts were network deposits, primarily sourced from other financial institutions and intermediaries. These account for 3% of the Corporation's total deposits at December 31, 2022. Network deposits increased $212 million, or 28%, from December 31, 2021.

Table 17 Maturity Distribution – Uninsured Time Deposits

($ in Thousands)December 31, 2022
Three months or less$101,614
Over three months through six months41,141
Over six months through twelve months19,760
Over twelve months13,441
Total$175,956

Selected period end deposit information is detailed in Note 8 Deposits of the notes to consolidated financial statements, including a maturity distribution of all time deposits at December 31, 2022. See Table 1 for additional information on average deposit balances and deposit rates.

Other Funding Sources

Short-Term Funding: Short-term funding is comprised of short-term FHLB advances (with original contractual maturities less than one year), federal funds purchased, securities sold under agreements to repurchase, and commercial paper. Many short-term funding sources are expected to be reissued and, therefore, do not represent an immediate need for cash. Short-term funding sources at December 31, 2022 were $3.7 billion, an increase of $3.4 billion from December 31, 2021, driven by a $3.1 billion increase in short-term FHLB advances to fund loan growth.

Long-Term Funding: Long-term funding is comprised of long-term FHLB advances (with original contractual maturities greater than one year), subordinated notes, and finance leases. Long-term funding at December 31, 2022 was $1.4 billion, a decrease of $427 million, or 23%, from December 31, 2021, driven by the prepayment of $400 million in long-term FHLB advances during the first quarter of 2022 with no prepayment fee.

66

See Note 9 Short and Long-Term Funding of the notes to consolidated financial statements for additional information on short-term and long-term funding. See Table 1 for additional information on average funding and rates.

Contractual Obligations, Commitments, Off-Balance Sheet Arrangements, and Contingent Liabilities

The following table summarizes significant contractual obligations and other commitments at December 31, 2022, at those amounts contractually due to the recipient, including any unamortized premiums or discounts, hedge basis adjustments, or other similar carrying value adjustments.

Table 18 Contractual Obligations and Other Commitments

($ in Thousands)Note ReferenceOne Year or LessOne to Three YearsThree to Five YearsOver Five YearsTotal
Time deposits8$1,545,286$349,633$35,233$5$1,930,158
Short-term funding9605,937605,937
FHLB advances93,125,476393,121605,366195,8994,319,861
Other long-term funding986247,77918223248,071
Operating leases75,5179,2397,5216,08028,357
Total$5,282,303$999,771$648,302$202,006$7,132,383

The Corporation also has obligations under its retirement plans, derivatives, and lending-related commitments as described in Note 12 Retirement Plans, Note 14 Derivative and Hedging Activities, and Note 16 Commitments, Off-Balance Sheet Arrangements, and Legal Proceedings of the notes to consolidated financial statements, respectively. Further discussion of the nature of each obligation is included in the referenced note to the consolidated financial statements.

Liquidity

The objective of liquidity risk management is to ensure that the Corporation has the ability to generate sufficient cash or cash equivalents in a timely and cost effective manner to satisfy the cash flow requirements of depositors and borrowers and to meet its other commitments as they become due. The Corporation’s liquidity risk management process is designed to identify, measure, and manage the Corporation’s funding and liquidity risk to meet its daily funding needs in the ordinary course of business, as well as to address expected and unexpected changes in its funding requirements. The Corporation engages in various activities to manage its liquidity risk, including diversifying its funding sources, stress testing, and holding readily-marketable assets which can be used as a source of liquidity, if needed.

The Corporation performs dynamic scenario analysis in accordance with industry best practices. Measures have been established to ensure the Corporation has sufficient high quality short-term liquidity to meet cash flow requirements under stressed scenarios. In addition, the Corporation also reviews static measures such as deposit funding as a percent of total assets and liquid asset levels. Strong capital ratios, credit quality, and core earnings are also essential to maintaining cost effective access to wholesale funding markets. At December 31, 2022, the Corporation was in compliance with its internal liquidity objectives and had sufficient asset-based liquidity to meet its obligations even under a stressed scenario.

The Corporation maintains diverse and readily available liquidity sources, including:

•Investment securities, which are an important tool to the Corporation’s liquidity objective and can be pledged or sold to enhance liquidity, if necessary. See Note 3 Investment Securities of the notes to consolidated financial statements for additional information on the Corporation's investment securities portfolio, including pledged investment securities.

•Pledgeable loan collateral, which is eligible collateral with both the Federal Reserve Bank and the FHLB under established lines of credit. Based on the amount of collateral pledged, the FHLB established a collateral value from which the Bank may draw advances, and issue letters of credit in favor of public fund depositors, against the collateral. As of December 31, 2022, the Bank had $958 million available for future funding. The Federal Reserve Bank also establishes a collateral value of assets to support borrowings from the discount window. As of December 31, 2022, the Bank had $607 million available for discount window borrowings.

•A $200 million Parent Company commercial paper program, of which $21 million was outstanding at December 31, 2022.

•Dividends and service fees from subsidiaries, as well as the proceeds from issuance of capital, which are also funding sources for the Parent Company.

67

•Acquisition related equity issuances by the Parent Company; the Corporation has filed a shelf registration statement with the SEC under which the Parent Company may, from time to time, offer shares of the Corporation’s common stock in connection with acquisitions of businesses, assets, or securities of other companies.

•Other issuances by the Parent Company; the Corporation maintains on file with the SEC a universal shelf registration statement, under which the Parent Company may offer the following securities, either separately or in units: debt securities, preferred stock, depositary shares, common stock, and warrants.

•Bank issuances; the Bank may also issue institutional CDs, network transaction deposits, and brokered CDs.

•Global Bank Note Program issuances; the Bank has implemented a program pursuant to which it may from time to time offer up to $2.0 billion aggregate principal amount of its unsecured senior and subordinated notes.

Based on contractual obligations and ongoing operations, the Corporation's sources of liquidity are sufficient to meet present and future liquidity needs. See Table 18 for information about the Corporation's contractual obligations and other commitments.

Credit ratings impact the Corporation’s ability to issue debt securities and the cost to borrow money. Adverse changes in credit ratings impact not only the ability to raise funds in the capital markets but also the cost of these funds.

For the year ended December 31, 2022, net cash provided by operating and financing activities was $847 million and $4.0 billion, respectively, while investing activities used net cash of $5.3 billion, for a net decrease in cash and cash equivalents of $404 million since year-end 2021. During 2022, total assets increased to $39.4 billion, up $4.3 billion compared to year-end 2021, primarily due to an increase of $4.6 billion in loans as a result of the execution of our strategic initiatives. On the funding side, deposits increased $1.2 billion, mainly driven by increases in money markets and time deposits of $1.1 billion and $583 million, respectively. Additionally, FHLB advances were up $2.7 billion to fund the loan growth that resulted from the execution of the strategic initiatives.

For the year ended December 31, 2021, net cash provided by operating and financing activities was $530 million and $1.4 billion, respectively, while investing activities used net cash of $1.6 billion, for a net increase in cash and cash equivalents of $309 million since year-end 2020. During 2021, total assets increased to $35.1 billion, up $1.7 billion compared to year-end 2020, primarily due to an increase of $1.6 billion in total investment securities, which was driven by the deployment of cash into higher yielding assets. On the funding side, deposits increased $2.0 billion, mainly driven by increases in demand deposits and savings deposits of $1.8 billion and $760 million, respectively. Additionally, total short and long-term funding was down $210 million. The decrease in funding was primarily driven by the redemption of the Bank's senior notes on July 13, 2021.

FY 2021 10-K MD&A

SEC filing source: 0000007789-22-000007.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2022-02-08. Report date: 2021-12-31.

ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion is management’s analysis to assist in the understanding and evaluation of the consolidated financial condition and results of operations of the Corporation. It should be read in conjunction with the consolidated financial statements and footnotes and the selected financial data presented elsewhere in this report. Within the tables presented, certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes.

The detailed financial discussion that follows focuses on 2021 results compared to 2020. For a discussion of 2020 results compared to 2019, see the Corporation's Annual Report on Form 10-K for the year ended December 31, 2020.

Overview

The Corporation is a bank holding company headquartered in Wisconsin, providing a broad array of banking and nonbanking products and services to businesses and consumers primarily within our three-state footprint. The Corporation’s primary sources of revenue, through the Bank, are net interest income (predominantly from loans and investment securities) and noninterest income (principally fees and other revenue from financial services provided to customers or ancillary services tied to loans and deposits).

Performance Summary and 2022 Outlook

•Diluted earnings per common share of $2.18 in 2021 increased $0.32, or 17%, from 2020.

•Average loans of $24.1 billion for 2021 decreased $480 million, or 2%, from a year ago, driven by decreases in residential mortgages and PPP loans. For 2022, the Corporation expects auto finance loan growth of more than $1.2 billion and commercial loan growth, including asset-based lending and equipment finance, of $750 million to $1.0 billion.

•Average deposits of $27.7 billion for 2021 increased $1.7 billion, or 6%, from a year ago, driven by increases in low cost deposits partially offset by decreases in higher cost deposits.

•Net interest income of $726 million in 2021 decreased $37 million, or 5%, from 2020. Net interest margin of 2.39% in 2021 decreased 14 bp from 2.53% in 2020. The decrease was primarily driven by the continued low interest rate environment and increased liquidity during 2021. For 2022, the Corporation expects net interest income of more than $800 million.

•Provision for credit losses had a release of $88 million in 2021, compared to provision of $174 million in 2020. For 2022, the Corporation expects to adjust the provision to reflect changes to risk grades, economic conditions, loan volumes, and other indications of credit quality.

•Noninterest income of $332 million in 2021 decreased $182 million, or 35%, from 2020, primarily due to a $163 million gain on the sale of ABRC during the second quarter of 2020, and a reduction of $45 million in insurance revenue in 2021, resulting from the sale of the business. For 2022, the Corporation expects noninterest income of more than $300 million.

•Noninterest expense of $710 million in 2021 decreased $66 million, or 9%, from 2020, primarily driven by a $45 million loss on prepayment of FHLB advances during the third quarter of 2020, and a $5 million reduction in personnel expense. For 2022, the Corporation expects noninterest expense will be approximately $725 million to $740 million.

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Income Statement Analysis

Net Interest Income

Table 2 Net Interest Income Analysis

Years Ended December 31,
202120202019
($ in Thousands)Average BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / RateAverage BalanceInterest Income / ExpenseAverage Yield / Rate
Assets
Earning assets
Loans(a)(b)(c)
Commercial PPP lending$472,216$33,6377.12%$701,111$21,8673.12%$$%
Asset-based lending120,9033,7043.06%177,7106,0393.40%273,94913,9665.10%
Commercial and business lending (excl PPP & ABL)8,511,364212,7442.50%8,531,333252,6992.96%8,152,825371,1074.55%
Commercial real estate lending6,156,214178,3542.90%5,811,498192,5453.31%5,150,464255,5824.96%
Total commercial15,260,697428,4392.81%15,221,651473,1503.11%13,577,238640,6554.72%
Residential mortgage7,847,564221,0992.82%8,190,190254,8143.11%8,311,914282,1343.39%
Retail949,71945,7234.81%1,125,80658,6555.21%1,233,64676,9396.24%
Total loans24,057,980695,2602.89%24,537,648786,6193.21%23,122,797999,7274.32%
Investment securities
Taxable3,383,52837,9161.12%3,295,71859,8061.81%4,284,991100,3042.34%
Tax-exempt(a)2,036,03073,9753.63%1,930,85372,9013.78%1,909,47471,9563.77%
Other short-term investments1,644,9957,8330.48%1,067,7889,4730.89%503,56616,6433.30%
Investments and other7,064,552119,7241.69%6,294,359142,1792.26%6,698,032188,9032.82%
Total earning assets$31,122,532$814,9842.62%$30,832,007$928,7993.01%$29,820,829$1,188,6303.99%
Other assets, net3,341,7253,433,2003,225,775
Total assets$34,464,257$34,265,207$33,046,604
Liabilities and stockholders' equity
Interest-bearing liabilities
Interest-bearing deposits
Savings$4,138,732$1,4350.03%$3,306,385$2,9660.09%$2,439,872$7,0860.29%
Interest-bearing demand6,113,6604,6100.08%5,583,14412,4960.22%5,080,85756,7421.12%
Money market6,940,5134,0280.06%6,509,92415,2730.23%7,005,26574,4671.06%
Network transaction deposits929,5441,1200.12%1,442,9516,2190.43%1,860,95142,5232.29%
Time deposits1,495,0607,4290.50%2,281,04030,6851.35%3,129,14256,4681.80%
Total interest-bearing deposits19,617,50818,6220.09%19,123,44467,6390.35%19,516,088237,2861.22%
Federal funds purchased and securities sold under agreements to repurchase207,1321430.07%175,7134850.28%137,6791,5791.15%
Commercial paper49,546220.04%38,583410.11%32,1231380.43%
PPPLF%565,3711,9840.35%%
Other short-term funding%4,226110.25%%
FHLB advances1,623,50836,4932.25%2,535,73157,3592.26%3,106,27969,8162.25%
Long-term funding407,91217,0534.18%549,14322,3654.07%742,94628,1163.78%
Total short and long-term funding2,288,09853,7122.35%3,868,76782,2452.13%4,019,02799,6512.48%
Total interest-bearing liabilities$21,905,605$72,3340.33%$22,992,211$149,8830.65%$23,535,115$336,9361.43%
Noninterest-bearing demand deposits8,075,9066,884,2415,219,520
Other liabilities403,296444,183420,100
Stockholders’ equity4,079,4493,944,5723,871,869
Total liabilities and stockholders’ equity$34,464,257$34,265,207$33,046,604
Interest rate spread2.29%2.36%2.56%
Net free funds0.10%0.17%0.30%
Fully tax-equivalent net interest income and net interest margin$742,6502.39%$778,9152.53%$851,6932.86%
Fully tax-equivalent adjustment$16,796$15,959$16,020
Net interest income$725,855$762,957$835,674

(a) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

(b) Nonaccrual loans and loans held for sale have been included in the average balances.

(c) Interest income includes amortization of net deferred loan origination costs and net accreted purchase loan discount.

Net interest income is the primary source of the Corporation’s revenue. Net interest income is the difference between interest income on interest-earning assets, such as loans and investment securities, and the interest expense on interest-bearing deposits and other borrowings used to fund interest-earning and other assets or activities. Net interest income is affected by the amount and composition of earning assets and interest-bearing liabilities, as well as the sensitivity of the balance sheet to changes in interest rates, including characteristics such as the fixed or variable nature of the financial instruments, contractual maturities, re-pricing frequencies, loan prepayment behavior, and the use of interest rate derivative financial instruments.

46

Interest rate spread and net interest margin are utilized to measure and explain changes in net interest income. Interest rate spread is the difference between the yield on earning assets and the rate paid on interest-bearing liabilities that fund those assets. The net interest margin is expressed as the percentage of net interest income to average earning assets. The net interest margin exceeds the interest rate spread because net free funds, principally noninterest-bearing demand deposits and stockholders’ equity, also support earning assets. To compare tax-exempt asset yields to taxable yields, the yield on tax-exempt loans and investment securities is computed on a fully tax-equivalent basis. Net interest income, interest rate spread, and net interest margin are discussed on a fully tax-equivalent basis.

Table 2 provides average balances of earning assets and interest-bearing liabilities, the associated interest income and expense, and the corresponding interest rates earned and paid, as well as net interest income, interest rate spread, and net interest margin on a fully tax-equivalent basis for the years ended December 31, 2021, 2020, and 2019. Table 3 presents additional information to facilitate the review and discussion of fully tax-equivalent net interest income, interest rate spread, and net interest margin.

Notable Contributions to the Change in 2021 Net Interest Income

•Net interest income on the consolidated statements of income (which excludes the fully tax-equivalent adjustment) was $726 million in 2021 compared to $763 million in 2020. Fully tax-equivalent net interest income of $743 million for 2021 was $36 million, or 5%, lower than 2020. The decrease was attributable to the continued low interest rate environment. See sections Interest Rate Risk and Quantitative and Qualitative Disclosures about Market Risk for a discussion of interest rate risk and market risk.

•Average earning assets of $31.1 billion in 2021 were $291 million, or 1%, higher than 2020. The increase in average earning assets was driven by an increase of $770 million, or 12%, in investments and other short-term investments primarily driven by excess liquidity at the Federal Reserve Bank which is part of short term investments, offset by a $480 million, or 2%, decrease in average loans, primarily driven by decreases of $343 million, or 4%, in residential mortgages and $229 million, or 33%, in PPP loans, partially offset by CRE loans increasing $345 million, or 6%.

•Average interest-bearing liabilities of $21.9 billion in 2021 were down $1.1 billion, or 5%, versus 2020. On average, short and long-term funding decreased $1.6 billion, or 41%, with FHLB advances down $912 million, or 36%, due to the prepayment of $950 million of long-term FHLB advances in the third quarter of 2020 and PPPLF funding was down $565 million as a result of paying off the PPPLF line in the fourth quarter of 2020. Interest-bearing deposits increased $494 million, or 3%, primarily driven by increases in low cost deposits, partially offset by decreases in higher cost deposits. Average noninterest-bearing demand deposits of $8.1 billion were up $1.2 billion, or 17%, over 2020. This increase is primarily attributed to customers holding proceeds from government stimulus programs in their deposit accounts.

•The average cost of interest-bearing liabilities was 0.33% in 2021, 32 bp lower than 2020. The decrease was due to a 26 bp decrease in the average cost of interest-bearing deposits to 0.09%, while short and long-term funding increased 22 bp to 2.35%.

•The Federal Funds rate on December 31, 2021 was in the range of 0.00% to 0.25 %, which was unchanged from the previous year ended December 31, 2020.

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Table 3 Rate/Volume Analysis(a)

2021 Compared to 2020 Increase (Decrease) Due to2020 Compared to 2019 Increase (Decrease) Due to
($ in Thousands)VolumeRateNetVolumeRateNet
Interest income
Loans(b)
Commercial PPP lending$(8,997)$20,767$11,770$21,867$$21,867
Asset-based lending(1,785)(551)(2,336)(4,067)(3,859)(7,926)
Commercial and business lending (excl PPP & ABL)(590)(39,365)(39,955)16,523(134,931)(118,408)
Commercial real estate lending10,961(25,152)(14,191)29,765(92,803)(63,037)
Total commercial(411)(44,300)(44,711)64,089(231,593)(167,504)
Residential mortgage(10,351)(23,364)(33,715)(4,080)(23,240)(27,320)
Retail(8,705)(4,227)(12,933)(6,342)(11,942)(18,283)
Total loans(19,467)(71,892)(91,359)53,667(266,775)(213,108)
Investment securities
Taxable1,554(23,444)(21,890)(20,520)(19,978)(40,498)
Tax-exempt(b)3,883(2,808)1,074807138945
Other short-term investments3,843(5,483)(1,640)10,394(17,564)(7,170)
Investments and other9,279(31,735)(22,455)(9,319)(37,404)(46,723)
Total earning assets$(10,188)$(103,626)$(113,814)$44,348$(304,179)$(259,831)
Interest expense
Savings$613$(2,144)$(1,531)$1,926$(6,046)$(4,120)
Interest-bearing demand1,089(8,975)(7,886)5,116(49,361)(44,246)
Money market949(12,194)(11,245)(4,924)(54,270)(59,194)
Network transaction deposits(1,686)(3,413)(5,099)(7,871)(28,433)(36,304)
Time deposits(8,186)(15,070)(23,256)(13,656)(12,128)(25,783)
Total interest-bearing deposits(7,220)(41,796)(49,016)(19,409)(150,238)(169,647)
Federal funds purchased and securities sold under agreements to repurchase74(417)(342)348(1,442)(1,094)
Commercial paper9(28)(18)23(121)(98)
PPPLF(1,984)(1,984)1,9841,984
Other short-term funding(11)(11)1111
FHLB advances(20,507)(359)(20,866)(12,903)446(12,457)
Long-term funding(5,890)578(5,312)(7,767)2,015(5,751)
Total short and long-term funding(28,309)(224)(28,533)(18,304)898(17,406)
Total interest-bearing liabilities(35,529)(42,020)(77,549)(37,713)(149,340)(187,053)
Fully tax-equivalent net interest income$25,341$(61,606)$(36,265)$82,061$(154,839)$(72,778)

(a) The change in interest due to both rate and volume has been allocated in proportion to the relationship to the dollar amounts of the change in each.

(b) The yield on tax-exempt loans and securities is computed on a fully tax-equivalent basis using a tax rate of 21% and is net of the effects of certain disallowed interest deductions.

Provision for Credit Losses

The provision for credit losses is predominantly a function of the Corporation’s reserving methodology and judgments as to other qualitative and quantitative factors used to determine the appropriate level of the ACLL, which focuses on changes in the size and character of the loan portfolio, changes in levels of individually evaluated and other nonaccrual loans, historical losses and delinquencies in each portfolio category, the risk inherent in specific loans, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, and other factors which could affect potential credit losses. The forecast the Corporation used for December 31, 2021 was the Moody's baseline scenario from December 2021 over a 2 year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. See additional discussion under the sections titled Loans, Credit Risk, Nonperforming Assets, and Allowance for Credit Losses on Loans.

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Noninterest Income

Table 4 Noninterest Income

Years Ended December 31,Change From Prior Year
($ in Thousands)202120202019$ Change 2021% Change 2021$ Change 2020% Change 2020
Wealth management fees(a)$89,854$84,957$83,467$4,8976%$1,4902%
Service charges and deposit account fees64,40656,30763,1358,09914%(6,828)(11)%
Card-based fees43,01438,53439,7554,48012%(1,221)(3)%
Other fee-based revenue17,08619,23818,942(2,152)(11)%2962%
Total fee-based revenue214,360199,036205,29915,3248%(6,263)(3)%
Capital markets, net30,60227,96619,8622,6369%8,10441%
Mortgage servicing fees, net(b)(434)(648)10,141214(33)%(10,789)N/M
Gains and fair value adjustment on loans held for sale34,99960,00017,344(25,001)(42)%42,656N/M
Fair value adjustment on portfolio loans transferred to held for sale3,9324,456(3,932)(100)%(524)(12)%
Mortgage servicing rights (impairment) recovery16,186(17,704)(63)33,890N/M(17,641)N/M
Mortgage banking, net50,75145,58031,8785,17111%13,70243%
Bank and corporate owned life insurance13,25413,77114,845(517)(4)%(1,074)(7)%
Insurance commissions and fees33645,24589,104(44,909)(99)%(43,859)(49)%
Other11,03110,20011,1658318%(965)(9)%
Subtotal320,333341,798372,154(21,465)(6)%(30,356)(8)%
Asset gains, net (c)11,009155,5892,713(144,580)(93)%152,876N/M
Investment securities gains (losses), net(16)9,2225,957(9,238)N/M3,26555%
Gains on sale of branches, net(d)1,0387,449(6,411)(86)%7,449N/M
Total noninterest income$332,364$514,056$380,824$(181,692)(35)%$133,23235%
Mortgage loans originated for sale during period$1,749,556$1,642,135$1,090,792$107,4217%$551,34351%
Mortgage loan settlements during period1,774,7911,959,5711,317,077(184,780)(9)%642,49449%
Mortgage portfolio loans transferred to held for sale during period269,203242,382(269,203)(100)%26,82111%
Assets under management, at market value(e)13,67913,31412,1043653%1,21010%

N/M = Not Meaningful

(a) Includes trust, asset management, brokerage, and annuity fees.

(b) Includes mortgage origination and servicing fees, net of mortgage servicing rights amortization.

(c) 2020 includes a gain of $163 million from the sale of ABRC.

(d) Includes the deposit premium on the sale of branches net of miscellaneous costs to sell. See Note 2 Acquisitions and Dispositions for addition details on the branch sales.

(e) $ in millions. Excludes assets held in brokerage accounts.

Notable Contributions to the Change in 2021 Noninterest Income

•Service charges and deposit account fees increased from 2020 as a result of service charges that were waived during 2020 in response to the COVID-19 pandemic.

•Mortgage banking, net increased compared to 2020 due to a $16 million recovery of MSRs impairment during 2021 as a result of market rates recovering, compared to impairment of $18 million during 2020 partially offset by decreased gains on sold loans due to lower mortgage settlements as well as contracting margins on the loans sold.

•Insurance commissions and fees decreased from 2020, driven by the sale of ABRC during the second quarter of 2020 which largely eliminated the source of noninterest income.

•Asset gains, net was down from 2020, primarily driven by a gain of $163 million from the sale of ABRC during the second quarter of 2020, offset by a gain of $2 million from the sale of Whitnell and higher gains from private equity investments during 2021.

•Investment securities gains (losses), net decreased due to more securities sales in 2020 to reposition the portfolio based on prepayment expectations.

•Gains on sale of branches, net decreased from 2020 primarily due to branch sales resulting in higher deposit premiums in 2020.

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Noninterest Expense

Table 5 Noninterest Expense

Years Ended December 31,Change From Prior Year
($ in Thousands)202120202019$ Change 2021% Change 2021$ Change 2020% Change 2020
Personnel$426,687$432,151$487,063$(5,464)(1)%$(54,912)(11)%
Technology81,68981,21482,4294751%(1,215)(1)%
Occupancy63,51364,06462,399(551)(1)%1,6653%
Business development and advertising21,14918,42829,6002,72115%(11,172)(38)%
Equipment21,10421,70523,550(601)(3)%(1,845)(8)%
Legal and professional21,92321,54619,9013772%1,6458%
Loan and foreclosure costs8,14312,6008,861(4,457)(35)%3,73942%
FDIC assessment18,15020,35016,250(2,200)(11)%4,10025%
Other intangible amortization8,84410,1929,948(1,348)(13)%2442%
Loss on prepayments of FHLB advances44,650(44,650)(100)%44,650N/M
Other38,72149,13553,986(10,414)(21)%(4,851)(9)%
Total noninterest expense$709,924$776,034$793,988$(66,110)(9)%$(17,954)(2)%
Average FTEs(a)4,0034,4594,702(456)(10)%(243)(5)%

N/M = Not Meaningful

(a) Average FTEs without overtime

Notable Contributions to the Change in 2021 Noninterest Expense

•Personnel costs decreased from 2020, primarily due to having fewer employees as a result of the sales of ABRC and Whitnell, corporate restructurings, and branch sales, partially offset by an increase in funding for the management incentive plan.

•Loan and foreclosure costs decreased from 2020 driven by lower costs associated with collections on loans.

•During the third quarter of 2020, the Corporation prepaid $950 million of long-term FHLB advances and incurred a loss of $45 million on the prepayment.

Income Taxes

The Corporation recognized income tax expense of $85 million for 2021, compared to income tax expense of $20 million for 2020. The Corporation's effective tax rate was 19.55% for 2021, compared to an effective tax rate of 6.18% for 2020. The increase in income tax expense during 2021 was primarily driven by an increase in income in 2021 and by tax planning strategies which occurred during the third quarter of 2020. The increase in the effective tax rate during 2021 was primarily driven by the tax planning strategies which occurred in 2020.

See Note 1 Summary of Significant Accounting Policies of the notes to consolidated financial statements for the Corporation’s income tax accounting policy. Income tax expense recorded on the consolidated statements of income involves the interpretation and application of certain accounting pronouncements and federal and state tax laws and regulations. The Corporation is subject to examination by various taxing authorities. Examination by taxing authorities may impact the amount of tax expense and/or the reserve for uncertainty in income taxes if their interpretations differ from those of management, based on their judgments about information available to them at the time of their examinations. See Note 13 Income Taxes of the notes to consolidated financial statements for more information.

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Balance Sheet Analysis

•At December 31, 2021, total assets were $35.1 billion, up $1.7 billion, or 5%, from December 31, 2020.

•Interest-bearing deposits in other financial institutions were $682 million at December 31, 2021, up $383 million from December 31, 2020, due to excess liquidity being held at the Federal Reserve Bank.

•At December 31, 2021, total investment securities were $6.6 billion, up $1.6 billion, or 32%, from December 31, 2020, resulting from the deployment of cash into higher yielding assets. See section Investment Securities Portfolio and Note 3 Investment Securities of the notes to consolidated financial statements for additional information on investment securities.

•At December 31, 2021, total deposits of $28.5 billion were up $2.0 billion, or 7%, from December 31, 2020, driven by increases in demand deposits and savings deposits of $1.8 billion and $760 million, respectively. See section Deposits and Customer Funding and Note 8 Deposits of the notes to consolidated financial statements for additional information on deposits.

•Other long-term funding was $249 million at December 31, 2021, down $300 million, or 55%, from December 31, 2020, primarily driven by the redemption of the Bank's senior notes on July 13, 2021. See section Other Funding Sources and Note 9 Short and Long-Term Funding of the notes to consolidated financial statements for additional details on funding.

•At December 31, 2021, preferred equity was $193 million, down $160 million, or 45%, from December 31, 2020, as a result of the redemption of the Corporation's Series C Preferred Stock during the second quarter of 2021 and the redemption of the Corporation's Series D Preferred Stock during the third quarter of 2021. See Note 10 Stockholders' Equity of the notes to consolidated financial statements for additional information on the Corporation's preferred stock.

Loans

Table 6 Period End Loan Composition

As of December 31,
20212020201920182017
($ in Thousands)Amount% of TotalAmount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
PPP$66,070%$767,7573%$%$%$%
Asset-based lending178,0271%137,4761%239,1821%306,4331%252,1251%
Commercial and industrial8,208,28934%7,563,94531%7,115,41131%7,091,61231%6,147,56830%
Commercial real estate — owner occupied971,3264%900,9124%911,2654%920,4434%802,2094%
Commercial and business lending9,423,71139%9,370,09138%8,265,85836%8,318,48736%7,201,90235%
Commercial real estate — investor4,384,56918%4,342,58418%3,794,51717%3,751,55416%3,315,25416%
Real estate construction1,808,9767%1,840,4178%1,420,9006%1,335,0316%1,451,6847%
Commercial real estate lending6,193,54526%6,183,00125%5,215,41723%5,086,58522%4,766,93823%
Total commercial15,617,25664%15,553,09164%13,481,27559%13,405,07258%11,968,84058%
Residential mortgage7,567,31031%7,878,32432%8,136,98036%8,277,71236%7,546,53436%
Home equity595,6152%707,2553%852,0254%894,4734%883,8044%
Other consumer301,7231%301,8761%348,1772%361,0492%384,5762%
Auto143,0451%11,177%2,982%2,123%1,237%
Total consumer8,607,69336%8,898,63236%9,340,16441%9,535,35742%8,816,15142%
Total loans$24,224,949100%$24,451,724100%$22,821,440100%$22,940,429100%$20,784,991100%
Commercial real estate and real estate construction loan detail
Non-owner occupied$2,972,58468%$2,969,90668%$2,589,83868%$2,545,75168%$2,361,38271%
Multi-family1,405,26432%1,360,30531%1,201,83532%1,204,55232%952,47329%
Farmland6,720%12,373%2,844%1,250%1,399%
Commercial real estate — investor$4,384,569100%$4,342,584100%$3,794,517100%$3,751,554100%$3,315,254100%
1-4 family construction$380,16021%$270,46715%$261,90818%$289,55822%$353,90224%
All other construction1,428,81679%1,569,95085%1,158,99282%1,045,47478%1,097,78276%
Real estate construction$1,808,976100%$1,840,417100%$1,420,900100%$1,335,031100%$1,451,684100%

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The Corporation has long-term guidelines relative to the proportion of Commercial and Business, CRE, and Consumer loans within the overall loan portfolio, with each targeted to represent 30-40% of the overall loan portfolio. The targeted long-term guidelines were unchanged during 2021 and 2020. Furthermore, certain sub-asset classes within the respective portfolios are further defined and dollar limitations are placed on these sub-portfolios. These guidelines and limits are reviewed quarterly and approved annually by the Enterprise Risk Committee of the Corporation’s Board of Directors. These guidelines and limits are designed to create balance and diversification within the loan portfolios.

The Corporation's loan distribution and interest rate sensitivity as of December 31, 2021 are summarized in the following table:

Table 7 Loan Distribution and Interest Rate Sensitivity

($ in Thousands)Within 1 Year(a)1-5 Years5-15 YearsOver 15 YearsTotal% of Total
PPP$18,619$47,450$$$66,070%
Commercial and industrial(b)7,789,298485,38799,80311,8278,386,31635%
Commercial real estate — owner occupied543,313306,415121,014584971,3264%
Commercial real estate — investor4,006,186287,56990,5322824,384,56918%
Real estate construction1,752,51245,0621,5819,8211,808,9767%
Commercial - adjustable8,469,106152,89017,1222,0688,641,18636%
Commercial - fixed5,640,8221,018,993295,80920,4466,976,07029%
Residential mortgage - adjustable416,447651,5001,377,35783,8182,529,12210%
Residential mortgage - fixed34,99177,907730,5674,194,7235,038,18821%
Home equity25,85670,968108,399390,391595,6152%
Other consumer52,80252,646160,86635,410301,7231%
Auto36822,368120,310143,0451%
Total loans$14,640,391$2,047,272$2,810,430$4,726,856$24,224,949100%
Fixed-rate$5,672,236$1,178,997$938,990$4,619,411$12,409,63451%
Floating or adjustable rate8,968,155868,2751,871,440107,44611,815,31549%
Total$14,640,391$2,047,272$2,810,430$4,726,856$24,224,949100%

(a) Demand loans, past due loans, overdrafts, and credit cards are reported in the “Within 1 Year” category.

(b) Includes asset-based lending.

At December 31, 2021, $17.5 billion, or 72%, of the total loans outstanding and $14.3 billion, or 91%, of the commercial loans outstanding were floating rate, adjustable rate, re-pricing within one year, or maturing within one year.

Credit Risk

An active credit risk management process is used for commercial loans to ensure that sound and consistent credit decisions are made. Credit risk is controlled by detailed underwriting procedures, comprehensive loan administration, and periodic review of borrowers’ outstanding loans and commitments. Borrower relationships are formally reviewed and graded on an ongoing basis for early identification of potential problems. Further analysis by customer, industry, and geographic location are performed to monitor trends, financial performance, and concentrations. See Note 4 Loans of the notes to consolidated financial statements for additional information on managing overall credit quality.

The loan portfolio is widely diversified by types of borrowers, industry groups, and market areas within the Corporation's branch footprint. Significant loan concentrations are considered to exist when there are amounts loaned to numerous borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. At December 31, 2021, no significant concentrations existed in the Corporation’s loan portfolio in excess of 10% of total loans.

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Commercial and business lending: The commercial and business lending classification primarily includes commercial loans to large corporations, middle market companies, small businesses, and lease financing.

Table 8 Largest Commercial and Industrial Industry Group Exposures, by NAICS Subsector

December 31, 2021NAICS SubsectorOutstanding BalanceTotal Exposure% of Total Loan Exposure
Credit Intermediation and Related Activities(a)522$1,333,524$2,798,5078%
Real Estate(b)5311,462,0032,688,2938%
Utilities(c)2211,807,9261,958,6686%

(a) Includes mortgage warehouse lines

(b) Includes REIT lines

(c) 60% of the total exposure supports wind and solar projects

The remaining commercial and industrial portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

The CRE-owner occupied portfolio is spread over a diverse range of industries, none of which exceed 2% of total loan exposure.

The credit risk related to commercial loans is largely influenced by general economic conditions and the resulting impact on a borrower’s operations or on the value of underlying collateral, if any.

Commercial real estate - investor: CRE-investor is comprised of loans secured by various non-owner occupied or investor income producing property types.

Table 9 Largest Commercial Real Estate Investor Property Type Exposures

December 31, 2021% of Total Loan Exposure% of Total Commercial Real Estate - Investor Loan Exposure
Multi-Family4%30%
Office3%25%
Industrial3%21%

The remaining CRE-investor portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

Credit risk is managed in a similar manner to commercial and business lending by employing sound underwriting guidelines, lending primarily to borrowers in local markets and businesses, periodically evaluating the underlying collateral, and formally reviewing the borrower’s financial soundness and relationship on an ongoing basis.

Real estate construction: Real estate construction loans are primarily short-term or interim loans that provide financing for the acquisition or development of commercial income properties, multi-family projects or residential development, both single family and condominium. Real estate construction loans are made to developers and project managers who are generally well known to the Corporation and have prior successful project experience. The credit risk associated with real estate construction loans is generally confined to specific geographic areas but is also influenced by general economic conditions. The Corporation controls the credit risk on these types of loans by making loans in familiar markets to developers, reviewing the merits of individual projects, controlling loan structure, and monitoring project progress and construction advances.

Table 10 Largest Real Estate Construction Property Type Exposures

December 31, 2021% of Total Loan Exposure% of Total Real Estate Construction Loan Exposure
Multi-Family4%37%
Single-Family3%23%
Industrial3%23%

The remaining real estate construction portfolio is spread over various other property types, none of which exceed 2% of total loan exposure.

The Corporation’s current lending standards for CRE and real estate construction lending are determined by property type and specifically address many criteria, including: maximum loan amounts, maximum LTV, requirements for pre-leasing and / or presales, minimum borrower equity, and maximum loan-to-cost. Currently, the maximum standard for LTV is 80%, with lower limits established for certain higher risk types, such as raw land that has a 50% LTV maximum. The Corporation’s LTV guidelines are in compliance with regulatory supervisory limits. In most cases, for real estate construction loans, the loan

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amounts include interest reserves, which are built into the loans and sized to fund loan payments through construction and lease up and/or sell out.

Residential mortgages: Residential mortgage loans are primarily first lien home mortgages with a maximum loan-to-collateral value without credit enhancement (e.g., private mortgage insurance) of 80%. The residential mortgage portfolio is focused primarily in the Corporation's three-state branch footprint, with approximately 87% of the outstanding loan balances in the Corporation's branch footprint at December 31, 2021. The majority of the on balance sheet residential mortgage portfolio consists of constant maturity treasury based, hybrid, adjustable rate mortgage loans with initial fixed-rate terms of 3, 5, 7, or 10 years. The rates on these mortgages adjust based upon the movement in the underlying index which is then added to a margin and rounded to the nearest 0.125%. That result is then subjected to any periodic caps to produce the borrower's interest rate for the coming term.

The Corporation generally retains certain fixed-rate residential real estate mortgages in its loan portfolio, including retail and private banking jumbo mortgages and CRA-related mortgages. As part of management's historical practice of originating and servicing residential mortgage loans, generally the Corporation's 30 year, agency conforming, fixed-rate residential real estate mortgage loans have been sold in the secondary market with servicing rights retained. Subject to management's analysis of the current interest rate environment, among other market factors, the Corporation may choose to retain 30 year mortgage loan production on its balance sheet. See section Loans for additional information on loans.

The Corporation’s underwriting and risk-based pricing guidelines for residential mortgage loans include minimum borrower FICO score and maximum LTV of the property securing the loan. Residential mortgage products generally are underwritten using FHLMC and FNMA secondary marketing guidelines.

Home equity: Home equity consists of both home equity lines of credit and closed-end home equity loans. The Corporation’s credit risk monitoring guidelines for home equity is based on an ongoing review of loan delinquency status, as well as a quarterly review of FICO score deterioration and property devaluation. The Corporation does not routinely obtain appraisals on performing loans to update LTV ratios after origination; however, the Corporation monitors the local housing markets by reviewing the various home price indices and incorporates the impact of the changing market conditions in its ongoing credit monitoring process. For junior lien home equity loans, the Corporation is unable to track the performance of the first lien loan if it does not own or service the first lien loan. However, the Corporation obtains a refreshed FICO score on a quarterly basis and monitors this as part of its assessment of the home equity portfolio.

The Corporation’s underwriting and risk-based pricing guidelines for home equity lines and loans consist of a combination of both borrower FICO score and the original cumulative LTV against the property securing the loan. Currently, the Corporation's policy sets the maximum acceptable LTV at 90% and the minimum acceptable FICO score at 670. The Corporation's current home equity line of credit offering is priced based on floating rate indices and generally allows 10 years of interest-only payments followed by a 20-year amortization of the outstanding balance. The loans in the Corporation's portfolio generally have an original term of 20 years with principal and interest payments required. See section Loans for additional information on loans.

Indirect Auto: The Corporation currently purchases retail auto sales contracts via a network of 665 approved auto dealerships across 13 states throughout the Northeast, Mid-Atlantic and Mid-Western United States. The auto dealerships finance the sale of automobiles as the initial lender and then assign the contracts to the Corporation pursuant to dealer agreements. The Corporation’s underwriting and pricing guidelines are based on a dual risk grade derived from a combination of FICO auto score and proprietary internal custom score. Minimum grade and FICO score standards ensure the credit risk is appropriately managed to the Corporation’s risk appetite. Further, the grade influences loan-specific parameters such as vehicle age, term, LTV, loan amount, mileage, payment and debt service thresholds and pricing. Maximum loan terms offered are 84 months on select grades with vehicle age, mileage and other limitations in place to qualify. The program is designed to capture primarily prime and super prime contracts. Over time, the Corporation expects roughly 60% of originations to be secured by used vehicles.

Other consumer: Other consumer consists of student loans, short-term personal installment loans, and credit cards. The Corporation had $101 million and $118 million of student loans at December 31, 2021 and December 31, 2020, respectively, the majority of which are government guaranteed. As a result of the COVID-19 pandemic, the passage of the CARES Act, and subsequent executive orders, the federal student loan relief was extended through May 1, 2022. Credit risk for non-government guaranteed student loans, short-term personal installment loans, and credit cards is influenced by general economic conditions, the characteristics of individual borrowers, and the nature of the loan collateral. Risks of loss are generally on smaller average balances per loan spread over many borrowers. Once charged off, there is usually less opportunity for recovery of these smaller consumer loans. Credit risk is primarily controlled by reviewing the creditworthiness of the borrowers, monitoring payment

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histories, and taking appropriate collateral and guarantee positions. The student loan portfolio is in run-off and no new student loans are being originated.

SBA Loans under the PPP:

The Corporation began submitting PPP forgiveness applications to the SBA on behalf of our customers on September 14, 2020. On December 27, 2020, the Economic Aid Act was signed into law, which included another round of PPP funding. The Corporation began originating the new round of PPP loans in January 2021 until the statutory end of the program in May 2021.

The following table summarizes the balance segmentation of the PPP loans and associated deferred fees as of December 31, 2021:

Table 11 Paycheck Protection Program Loan Segmentation

Round 1 & 2Round 3Total
($ in Thousands)Originated LoansOriginated BalanceOutstanding BalanceOriginated LoansOriginated BalanceOutstanding BalanceOutstanding Balance
=$2,000,00099$335,534$15,04311$22,000$8,000$23,043
$2,000,000 And $350,000485386,2452,017158118,49119,86421,882
=$350,0007,495344,0321,8765,332188,51419,26921,145
Total8,079$1,065,811$18,9365,501$329,004$47,134$66,070
Deferred Fees$80$1,722$1,803

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Nonperforming Assets

Management is committed to a proactive nonaccrual and problem loan identification philosophy. This philosophy is implemented through the ongoing monitoring and review of all pools of risk in the loan portfolio to ensure that problem loans are identified quickly and the risk of loss is minimized. Table 12 provides detailed information regarding NPAs, which include nonaccrual loans, OREO, and other NPAs:

Table 12 Nonperforming Assets

As of December 31,
($ in Thousands)20212020201920182017
Nonperforming assets
PPP$46$$$$
Commercial and industrial6,23361,85946,31241,021112,786
Commercial real estate — owner occupied1,058673,95722,740
Commercial and business lending6,27962,91746,38044,978135,526
Commercial real estate — investor60,67778,2204,4091,9524,729
Real estate construction177353493979974
Commercial real estate lending60,85578,5734,9022,9315,703
Total commercial67,134141,49051,28247,909141,229
Residential mortgage55,36259,33757,84467,57453,632
Home equity7,7269,8889,10412,33913,514
Other consumer1709115279163
Auto52498
Total consumer63,30969,36467,09979,99267,317
Total nonaccrual loans130,443210,854118,380127,901208,546
Commercial real estate owned9842,1853,5304,0476,735
Residential real estate owned3,6661,1945,6962,9635,873
Bank properties real estate owned(a)24,96910,88911,8744,974
OREO29,61914,26921,10111,98412,608
Other nonperforming assets6,0047,418
Total nonperforming assets$160,062$225,123$145,485$139,885$228,572
Accruing loans past due 90 days or more
Commercial$151$175$342$311$418
Consumer1,1111,4231,9171,8531,449
Total accruing loans past due 90 days or more$1,263$1,598$2,259$2,165$1,867
Restructured loans (accruing)(b)
Commercial$22,763$41,119$18,944$28,668$48,735
Consumer19,76810,9737,09724,59525,883
Total restructured loans (accruing)$42,530$52,092$26,041$53,263$74,618
Nonaccrual restructured loans (included in nonaccrual loans)$17,426$20,190$22,494$26,292$23,486
Ratios
Nonaccrual loans to total loans0.54%0.86%0.52%0.56%1.00%
NPAs to total loans plus OREO0.66%0.92%0.64%0.61%1.10%
NPAs to total assets0.46%0.67%0.45%0.42%0.75%
Allowance for credit losses on loans to nonaccrual loans245.16%204.63%188.61%205.13%139.19%

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Table 12 Nonperforming Assets (continued)

As of December 31,
($ in Thousands)20212020201920182017
Accruing loans 30-89 days past due
PPP$83$$$$
Commercial and industrial6326,119821525271
Commercial real estate — owner occupied1633731,3692,69948
Commercial and business lending8786,4922,1903,224319
Commercial real estate — investor61612,7931,8123,767374
Real estate construction1,62099197330251
Commercial real estate lending2,23613,7841,9094,097625
Total commercial3,11420,2764,0997,321944
Residential mortgage6,16910,3859,2749,7069,552
Home equity3,7114,8025,6476,0496,825
Other consumer2,3071,5432,0832,2692,005
Auto11572
Total consumer12,19816,78617,00518,02418,384
Total accruing loans 30-89 days past due$15,312$37,062$21,104$25,345$19,328
Potential problem loans
PPP(c)$2,000$18,002$$$
Commercial and industrial138,258121,487110,308116,578113,778
Commercial real estate — owner occupied26,72326,17919,88955,96441,997
Commercial and business lending166,981165,668130,197172,542155,775
Commercial real estate — investor106,13891,39629,44967,48119,291
Real estate construction21,40819,0463,834
Commercial real estate lending127,546110,44229,44971,31519,291
Total commercial294,527276,111159,646243,856175,066
Residential mortgage2,2143,7491,4515,9751,616
Home equity1652,068103195
Total consumer2,3795,8171,4516,0781,811
Total potential problem loans$296,905$281,928$161,097$249,935$176,877

(a) Primarily closed branches and other bank operated real estate facilities, pending disposition.

(b) Does not include any restructured loans related to the COVID-19 pandemic in accordance with Section 4013 of the CARES Act.

(c) The Corporation's policy is to assign risk ratings at the borrower level. PPP loans are 100% guaranteed by the SBA and therefore the Corporation considers these loans to have a risk profile similar to pass rated loans.

Nonaccrual loans: Nonaccrual loans are considered to be one indicator of potential future loan losses. See management’s accounting policy for nonaccrual loans in Note 1 Summary of Significant Accounting Policies and Note 4 Loans of the notes to consolidated financial statements for additional nonaccrual loan disclosures. See also sections Credit Risk and Allowance for Credit Losses on Loans.

Accruing loans past due 90 days or more: Loans past due 90 days or more but still accruing interest are classified as such where the underlying loans are both well secured (the collateral value is sufficient to cover principal and accrued interest) and are in the process of collection.

Restructured loans: Loans are considered restructured loans if concessions have been granted to borrowers that are experiencing financial difficulty. See also Note 4 Loans of the notes to consolidated financial statements for additional restructured loans disclosures.

Potential problem loans: The level of potential problem loans is another predominant factor in determining the relative level of risk in the loan portfolio and in determining the appropriate level of the ACLL. Potential problem loans are generally defined by management to include loans rated as substandard by management that are collectively evaluated (not nonaccrual loans or accruing TDRs); however, there are circumstances present to create doubt as to the ability of the borrower to comply with present repayment terms. The decision of management to include performing loans in potential problem loans does not necessarily mean that the Corporation expects losses to occur, but that management recognizes a higher degree of risk associated with these loans.

OREO: Management actively seeks to ensure OREO properties held are monitored to minimize the Corporation's risk of loss.

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Foregone Loan Interest: The following table shows, for those loans accounted for on a nonaccrual basis and restructured loans for the years ended as indicated, the approximate gross interest that would have been recorded if the loans had been current in accordance with their original terms and the amount of interest income that was included in interest income for the period:

Table 13 Foregone Loan Interest

Years Ended December 31,
($ in Thousands)20212020201920182017
Interest income in accordance with original terms$6,537$11,262$12,032$10,606$16,205
Interest income recognized(4,495)(6,891)(5,015)(5,500)(9,339)
Reduction in interest income$2,042$4,371$7,016$5,106$6,866

Allowance for Credit Losses on Loans

Credit risks within the loan portfolio are inherently different for each loan type. Credit risk is controlled and monitored through the use of lending standards, a thorough review of potential borrowers, and ongoing review of loan payment performance. Active asset quality administration, including early problem loan identification and timely resolution of problems, aids in the management of credit risk and the minimization of loan losses. Credit risk management for each loan type is discussed in the section entitled Credit Risk. See Note 4 Loans of the notes to consolidated financial statements for additional disclosures on the ACLL.

To assess the appropriateness of the ACLL, the Corporation focuses on the evaluation of many factors, including but not limited to: evaluation of facts and issues related to specific loans, management’s ongoing review and grading of the loan portfolio, credit report refreshes, consideration of historical loan loss and delinquency experience on each portfolio category, trends in past due and nonaccrual loans, the level of potential problem loans, the risk characteristics of the various classifications of loan segments, changes in the size and character of the loan portfolio, concentrations of loans to specific borrowers or industries, existing economic conditions and economic forecasts, the fair value of underlying collateral, funding assumptions on lines, and other qualitative and quantitative factors which could affect potential credit losses. The Corporation utilized the Moody's baseline forecast for December 2021 in the allowance model. The forecast is applied over a 2 year reasonable and supportable period with straight-line reversion to historical losses over the second year of the period. Assessing these factors involves significant judgment. Because each of the criteria used is subject to change, the ACLL is not necessarily indicative of the trend of future credit losses on loans in any particular segment. Therefore, management considers the ACLL a critical accounting estimate, see section Critical Accounting Estimates for additional information on the ACLL. See section Nonperforming Assets for a detailed discussion on asset quality. See also Note 4 Loans of the notes to consolidated financial statements for additional ACLL disclosures. Table 6 provides information on loan growth and period end loan composition, Table 12 provides additional information regarding NPAs, and Table 14 and Table 15 provide additional information regarding activity in the ACLL.

The loan segmentation used in calculating the ACLL at December 31, 2021 and December 31, 2020 was generally comparable. The methodology to calculate the ACLL consists of the following components: a valuation allowance estimate is established for commercial and consumer loans determined by the Corporation to be individually evaluated, using discounted cash flows, estimated fair value of underlying collateral, and/or other data available. Loans are segmented for criticized loan pools by loan type as well as for non-criticized loan pools by loan type, primarily based on historical loss rates after considering loan type, historical loss and delinquency experience, credit quality, and industry classifications. Loans that have been criticized are considered to have a higher risk of default than non-criticized loans, as circumstances were present to support the lower loan grade, warranting higher loss factors. The loss factors applied in the methodology are periodically re-evaluated and adjusted to reflect changes in historical loss levels or other risks. Additionally, management allocates ACLL to absorb losses that may not be provided for by the other components due to qualitative factors evaluated by management, such as limitations within the credit risk grading process, known current economic or business conditions that may not yet show in trends, industry or other concentrations with current issues that impose higher inherent risks than are reflected in the loss factors, and other relevant considerations. The total allowance is available to absorb losses from any segment of the loan portfolio.

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Table 14 Allowance for Credit Losses on Loans

Years Ended December 31,
($ in Thousands)20212020201920182017
Allowance for loan losses
Balance at beginning of period$383,702$201,371$238,023$265,880$278,335
Cumulative effect of ASU 2016-13 adoption (CECL)N/A112,457N/AN/AN/A
Balance at beginning of period, adjusted383,702313,828238,023265,880278,335
Provision for loan losses(80,000)164,45718,5002,50027,000
Provision for loan losses recorded at acquisition2,543
Gross up of allowance for PCD loans at acquisition3,504
Loans charged off
Asset-based lending(6,650)(8,777)
Commercial and industrial(21,564)(73,670)(54,538)(30,837)(44,533)
Commercial real estate — owner occupied(419)(222)(1,363)(344)
Commercial and business lending(21,564)(80,739)(63,537)(32,200)(44,877)
Commercial real estate — investor(14,346)(22,920)(7,914)(991)
Real estate construction(5)(19)(60)(298)(604)
Commercial real estate lending(14,351)(22,938)(60)(8,212)(1,595)
Total commercial(35,915)(103,677)(63,597)(40,412)(46,472)
Residential mortgage(880)(1,867)(3,322)(1,627)(2,611)
Home equity(668)(1,719)(1,846)(3,236)(2,724)
Other consumer(3,168)(4,783)(5,548)(5,257)(4,439)
Auto(22)(7)(4)
Total consumer(4,738)(8,376)(10,716)(10,124)(9,774)
Total loans charged off(40,652)(112,053)(74,313)(50,536)(56,246)
Recoveries of loans previously charged off
Asset-based lending412561519
Commercial and industrial8,1526,44411,35613,71411,465
Commercial real estate — owner occupied1201472,795639173
Commercial and business lending8,6847,15114,67014,35311,638
Commercial real estate — investor3,16264331668242
Real estate construction1264930244674
Commercial real estate lending3,2886923331,114316
Total commercial11,9727,84415,00315,46711,954
Residential mortgage8415006921,271927
Home equity2,8541,9782,5992,6283,194
Other consumer1,2671,076858803701
Auto3125101015
Total consumer4,9933,5794,1584,7124,837
Total recoveries16,96511,42219,16120,17916,791
Net (charge offs)(23,687)(100,631)(55,152)(30,358)(39,455)
Balance at end of period$280,015$383,702$201,371$238,023$265,880
Allowance for unfunded commitments
Balance at beginning of period$47,776$21,907$24,336$24,400$25,400
Cumulative effect of ASU 2016-13 adoption (CECL)N/A18,690N/AN/AN/A
Balance at beginning of period, adjusted47,77640,59724,33624,40025,400
Provision for unfunded commitments(8,000)7,000(2,500)(2,500)(1,000)
Amount recorded at acquisition179702,436
Balance at end of period$39,776$47,776$21,907$24,336$24,400
Allowance for credit losses on loans$319,791$431,478$223,278$262,359$290,280
Provision for credit losses on loans(88,000)174,00016,00026,000

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Table 14 Allowance for Credit Losses on Loans (continued)

Years Ended December 31,
($ in Thousands)20212020201920182017
Net loan (charge offs) recoveries
Asset-based lending$412$(6,090)$(8,259)$$
Commercial and industrial(13,412)(67,226)(43,182)(17,124)(33,067)
Commercial real estate — owner occupied120(272)2,573(724)(171)
Commercial and business lending(12,880)(73,588)(48,868)(17,848)(33,239)
Commercial real estate — investor(11,184)(22,277)31(7,246)(749)
Real estate construction12131243149(530)
Commercial real estate lending(11,063)(22,246)274(7,098)(1,279)
Total commercial(23,943)(95,834)(48,594)(24,946)(34,518)
Residential mortgage(38)(1,367)(2,630)(355)(1,684)
Home equity2,186259753(608)470
Other consumer(1,901)(3,707)(4,690)(4,455)(3,738)
Auto91910615
Total consumer256(4,797)(6,558)(5,412)(4,937)
Total net (charge offs)$(23,687)$(100,631)$(55,152)$(30,358)$(39,455)
Ratios
Allowance for credit losses on loans to total loans1.32%1.76%0.98%1.14%1.40%
Allowance for credit losses on loans to net charge offs13.5x4.3x4.0x8.6x7.4x
Loan Evaluation Method for ACLL
Individually evaluated for impairment$15,194$79,831$14,026$11,053$21,308
Collectively evaluated for impairment304,597351,646209,252251,306268,972
Total ACLL$319,791$431,478$223,278$262,359$290,280
Loan Balance
Individually evaluated for impairment$115,643$259,497$111,595$138,543$247,575
Collectively evaluated for impairment24,109,30624,192,22722,709,84522,801,88720,537,416
Total loan balance$24,224,949$24,451,724$22,821,440$22,940,429$20,784,991

Table 15 Net (Charge Offs) Recoveries(a)

Years Ended December 31,
(In Basis Points)20212020201920182017
Net loan (charge offs) recoveries
Asset-based lending34(343)(301)
Commercial and industrial(18)(88)(60)(26)(54)
Commercial real estate — owner occupied1(3)28(9)(2)
Commercial and business lending(14)(78)(58)(23)(46)
Commercial real estate — investor(26)(54)(18)(2)
Real estate construction121(3)
Commercial real estate lending(18)(38)1(13)(3)
Total commercial(16)(63)(36)(19)(28)
Residential mortgage(2)(3)(2)
Home equity3439(6)5
Other consumer(65)(117)(133)(120)(99)
Auto4143736131
Total consumer(5)(7)(6)(6)
Total net (charge offs)(10)(41)(24)(13)(19)

(a) Ratio of net charge offs to average loans by loan type

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Notable Contributions to the Change in the Allowance for Credit Losses on Loans

•Loans decreased $227 million, or 1%, from December 31, 2020, primarily driven by decreases in PPP, residential mortgage, and home equity, which were partially offset by increases in the commercial and industrial and auto portfolios. See section Loans for additional information on the changes in the loan portfolio and see section Credit Risk for discussion about credit risk management for each loan type.

•Potential problem loans increased $15 million, or 5%, from December 31, 2020, largely driven by increases in potential problem loans across the Corporation's commercial and industrial and CRE-investor portfolios, which were partially offset by a decrease in PPP loans. See also Note 4 Loans of the notes to consolidated financial statements and section Nonperforming Assets for additional disclosures on the changes in asset quality.

•For the year ended December 31, 2021, net charge offs decreased $77 million, or 76%, from December 31, 2020, primarily driven by decreased charge off amounts in the commercial and industrial portfolio, due to better performance within the remaining oil and gas portfolio, as well as lower charge offs in the CRE-investor portfolio. See Tables 14 and 15 for additional information regarding the activity in the ACLL.

•Total nonaccrual loans decreased $80 million, or 38%, from December 31, 2020, primarily driven by decreases in nonaccrual commercial and industrial, over half of the decrease was due to better performance within the remaining oil and gas portfolio, and CRE-investor loans, stemming in part from the economic recovery seen throughout 2021. See also Note 4 Loans of the notes to consolidated financial statements and section Nonperforming Assets for additional disclosures on the changes in asset quality.

Management believes the level of ACLL to be appropriate at December 31, 2021.

Consolidated net income and stockholders’ equity could be affected if management’s estimate of the ACLL is subsequently materially different, requiring additional or less provision for credit losses to be recorded. Management carefully considers numerous detailed and general factors, its assumptions, and the likelihood of materially different conditions that could alter its assumptions. While management uses currently available information to recognize losses on loans, future adjustments to the ACLL may be necessary based on newly received appraisals, updated commercial customer financial statements, rapidly deteriorating customer cash flow, and changes in economic conditions that affect our customers. Additionally, larger credit relationships do not inherently create more risk, but can create wider fluctuations in net charge offs and asset quality measures. As an integral part of their examination processes, various federal and state regulatory agencies also review the ACLL. These agencies may require additions to the ACLL or may require that certain loan balances be charged off or downgraded into criticized loan categories when their credit evaluations differ from those of management, based on their judgments about information available to them at the time of their examinations.

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Investment Securities Portfolio

Management of the investment securities portfolio involves the maximization of income while actively monitoring the portfolio's liquidity, market risk, quality of the investment securities, and its role in balance sheet and capital management. The Corporation classifies its investment securities as AFS, HTM, or equity securities on the consolidated balance sheets at the time of purchase or adoption of a new accounting standard. Securities classified as AFS may be sold from time to time in order to help manage interest rate risk, liquidity, credit quality, capital levels, or to take advantage of relative value opportunities in the marketplace. Investment securities classified as AFS and equity are carried at fair value on the consolidated balance sheets, while investment securities classified as HTM are carried at amortized cost on the consolidated balance sheets.

Table 16 Investment Securities Portfolio

At December 31,
($ in Thousands)2021% of Total2020% of Total2019% of Total
Investment securities AFS
Amortized cost
U.S. Treasury securities$124,2913%$26,4361%$%
Agency securities15,000%24,9851%%
Obligations of state and political subdivisions (municipal securities)381,5179%425,05714%529,90816%
Residential mortgage-related securities
FNMA / FHLMC2,709,39962%1,448,80648%131,1584%
GNMA66,1892%231,3648%982,94130%
Private-label332,0288%%%
Commercial mortgage-related securities
FNMA / FHLMC357,2408%19,6541%19,9291%
GNMA165,4394%511,42917%1,314,83640%
Asset backed securities
FFELP177,9744%329,03011%270,1788%
SBA6,594%8,637%%
Other debt securities3,000%3,000%3,000%
Total amortized cost$4,338,671100%$3,028,399100%$3,251,950100%
Fair value
U.S. Treasury securities$122,9573%$26,5311%$%
Agency securities14,897%25,0381%%
Obligations of state and political subdivisions (municipal securities)400,4579%450,66215%546,16017%
Residential mortgage-related securities
FNMA / FHLMC2,691,87962%1,461,24147%132,6604%
GNMA67,7802%235,5378%985,13930%
Private-label329,7248%%%
Commercial mortgage-related securities
FNMA / FHLMC350,6238%22,9041%21,7281%
GNMA166,7994%524,75617%1,310,20740%
Asset backed securities
FFELP177,3254%327,18911%263,6938%
SBA6,580%8,584%%
Other debt securities2,994%3,000%3,000%
Total fair value and carrying value$4,332,015100%$3,085,441100%$3,262,586100%
Net unrealized holding gains (losses)$(6,656)$57,043$10,636

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Table 16 Investment Securities Portfolio (continued)

At December 31,
($ in Thousands)2021% of Total2020% of Total2019% of Total
Investment securities HTM
Amortized cost
U.S. Treasury securities$1,000%$999%$999%
Obligations of state and political subdivisions (municipal securities)1,628,75973%1,441,90077%1,418,56964%
Residential mortgage-related securities
FNMA / FHLMC34,3472%54,5993%81,6764%
GNMA48,0532%114,5536%269,52312%
Commercial mortgage-related securities
FNMA/FHLMC425,93719%11,2111%%
GNMA100,9075%255,74214%434,31720%
Total amortized cost and carrying value$2,239,003100%$1,879,005100%$2,205,083100%
Fair value
U.S. Treasury securities$1,001%$1,024%$1,018%
Obligations of state and political subdivisions (municipal securities)1,739,98874%1,575,44578%1,487,22765%
Residential mortgage-related securities
FNMA / FHLMC36,1392%57,4903%83,4204%
GNMA49,6312%118,8136%270,29612%
Commercial mortgage-related securities
FNMA/FHLMC419,40018%11,2111%%
GNMA102,5064%264,96013%434,50319%
Total fair value$2,348,664100%$2,028,943100%$2,276,465100%
Net unrealized holding gains (losses)$109,662$149,938$71,381
Equity securities
Equity securities carrying value and fair value$18,352100%$15,106100%$15,090100%

At December 31, 2021, the Corporation’s investment securities portfolio did not contain securities of any single non-government or non-GSE issuer that were payable from and secured by the same source of revenue or taxing authority where the aggregate carrying value of such securities exceeded 5% of stockholders’ equity.

The Corporation did not recognize any credit-related write-downs to the allowance for credit losses on investments during 2021 or 2020, or any other than temporary impairment write-downs in 2019. See Note 1 Summary of Significant Accounting Policies for management's accounting policy for investment securities and Note 3 Investment Securities of the notes to consolidated financial statements for additional investment securities disclosures.

AFS Securities

U.S. Treasury Securities: U.S. Treasury Securities, including Treasury bills, notes, and bonds, are debt obligations issued by the U.S. Department of the Treasury and are backed by the full faith and credit of the U.S. government.

Municipal Securities: The municipal securities relate to various state and political subdivisions and school districts. The municipal securities portfolio is regularly assessed for credit quality and deterioration.

Agency Securities: Agency securities are debt obligations that are issued by a U.S. GSE or other federally related entity, and have an implied guarantee from the U.S. government.

Agency Residential and Agency Commercial Mortgage-Related Securities: Residential and commercial mortgage-related securities include predominantly GNMA, FNMA, and FHLMC MBS and CMOs. The fair value of these mortgage-related securities is subject to inherent risks, such as prepayment risk and interest rate changes. The Corporation regularly assesses valuation of these securities.

Private Label Residential Mortgage-Related Securities: Private label residential mortgage-related securities are the most senior AAA-rated tranche CMO securities issued by a non-agency sponsor and collateralized by Prime Jumbo residential mortgage loans.

FFELP Asset Backed Securities: FFELP asset backed securities are collateralized with government guaranteed student loans.

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SBA Asset Backed Securities: SBA asset backed securities are securities whose underlying assets are loans from the SBA. These loans are backed by the U.S. government.

Other Debt Securities: Other debt securities are primarily comprised of debt securities that mature within 3 years and have a rating of A.

HTM Securities

Municipal Securities: The municipal securities relate to various state and political subdivisions and school districts. The municipal securities portfolio is regularly assessed for credit quality and deterioration.

Agency Residential and Agency Commercial Mortgage-Related Securities: Residential and commercial mortgage-related securities in HTM are comprised of select MBS and CMOs, such as when a component qualifies for CRA purposes.

Equity Securities

Equity Securities with Readily Determinable Fair Values: The Corporation's portfolio of equity securities with readily determinable fair values is primarily comprised of CRA Qualified Investment mutual funds and other mutual funds.

Equity Securities without Readily Determinable Fair Values: The Corporation's portfolio of equity securities without readily determinable fair values primarily consists of Visa Class B restricted shares that the Corporation received in 2008 as part of Visa's initial public offering as well as additional Visa Class B restricted shares that were acquired during the acquisition of First Staunton during the first quarter of 2020.

Regulatory Stock (FHLB and Federal Reserve System)

In addition to the AFS, HTM, and equity investment securities noted above, the Corporation is also required to hold certain regulatory stock. The Corporation is required to maintain Federal Reserve Bank stock and FHLB stock as member banks of both the Federal Reserve System and the FHLB, and in amounts as required by these institutions. See Note 3 Investment Securities of the notes to consolidated financial statements for additional information on the regulatory stock.

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Table 17 Investment Securities Portfolio Maturity Distribution(a)

December 31, 2021
($ in Thousands)Amortized CostFair ValueWeighted Average Yield(b)
AFS securities
U. S. Treasury securities
After one but within five years$34,516$34,0220.84%
After five years but within ten years89,77588,9351.22%
Total U. S. Treasury securities$124,291$122,9571.11%
Agency securities
After one but within five years$15,000$14,8970.91%
Total agency securities$15,000$14,8970.91%
Obligations of state and political subdivisions (municipal securities)
Within one year$5,799$5,8103.38%
After one but within five years22,73323,2283.39%
After five years but within ten years315,570330,0073.24%
After ten years37,41641,4124.27%
Total obligations of state and political subdivisions (municipal securities)$381,517$400,4573.35%
Agency residential mortgage-related securities
Within one year$2,371$2,3852.41%
After one but within five years1,344,5491,340,4931.32%
After five years but within ten years602,003598,5771.38%
After ten years826,666818,2041.92%
Total agency residential mortgage-related securities$2,775,589$2,759,6591.51%
Private-label residential mortgage-related securities
After one but within five years$262,180$259,9802.26%
After five years but within ten years69,84869,7442.43%
Total private-label residential mortgage-related securities$332,028$329,7242.30%
Agency commercial mortgage-related securities
Within one year$30,683$30,9022.42%
After one but within five years148,374149,0902.19%
After five years but within ten years343,622337,4311.47%
Total agency commercial mortgage-related securities$522,679$517,4231.73%
Asset backed securities
Within one year$114$1143.13%
After one but within five years34,22533,8651.04%
After five years but within ten years150,229149,9260.83%
Total asset backed securities$184,568$183,9050.87%
Other debt securities
Within one year$1,000$9992.82%
After one but within five years2,0001,9951.33%
Total other debt securities$3,000$2,9941.83%
Total AFS securities$4,338,671$4,332,0151.72%

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Table 17 Investment Securities Portfolio Maturity Distribution (continued) (a)

December 31, 2021
($ in Thousands)Amortized CostFair ValueWeighted Average Yield(b)
HTM securities
U. S. Treasury securities
Within one year$1,000$1,0012.56%
Total U. S. Treasury securities$1,000$1,0012.56%
Obligations of state and political subdivisions (municipal securities)
Within one year$33,646$33,8423.66%
After one but within five years34,69735,8203.37%
After five years but within ten years161,627167,9673.69%
After ten years1,398,7891,502,3593.72%
Total obligations of state and political subdivisions (municipal securities)$1,628,759$1,739,9883.71%
Agency residential mortgage-related securities
Within one year$2,521$2,6022.10%
After one but within five years67,77070,5152.78%
After five years but within ten years5,2185,4373.19%
After ten years6,8917,2163.53%
Total agency residential mortgage-related securities$82,400$85,7702.85%
Agency commercial mortgage-related securities
Within one year$37$372.12%
After one but within five years100,870102,4692.28%
After five years but within ten years276,533273,1732.04%
After ten years149,404146,2262.11%
Total agency commercial mortgage-related securities$526,844$521,9052.10%
Total HTM securities$2,239,003$2,348,6643.30%
Equity securities
Equity securities with readily determinable fair values$4,810$4,810%
Equity securities without readily determinable fair values13,54213,542%
Total equity securities$18,352$18,352%

(a) Expected maturities will differ from contractual maturities, as borrowers may have the right to call or repay obligations with or without call or prepayment penalties.

(b) Yields on tax-exempt securities are computed on a fully tax-equivalent basis using a tax rate of 21% and are net of the effects of certain disallowed interest deductions.

Analysis of Deposits and Funding

Deposits and Customer Funding

The following table summarizes the composition of our deposits and customer funding:

Table 18 Period End Deposit and Customer Funding Composition

As of December 31,
($ in Thousands)202120202019
Noninterest-bearing demand$8,504,077$7,661,728$5,450,709
Savings4,410,1983,650,0852,735,036
Interest-bearing demand7,019,7826,090,8695,329,717
Money market7,185,1117,322,7697,640,798
Brokered CDs5,964
Other time deposits1,347,2621,757,0302,616,839
Total deposits28,466,43026,482,48123,779,064
Customer funding(a)354,142245,247103,113
Total deposits and customer funding$28,820,572$26,727,727$23,882,177
Network transaction deposits(b)$766,965$1,197,093$1,336,286
Brokered CDs5,964
Total network and brokered funding766,9651,197,0931,342,250
Net deposits and customer funding (total deposits and customer funding, excluding Brokered CDs and network transaction deposits)$28,053,607$25,530,634$22,539,927

(a) Securities sold under agreement to repurchase and commercial paper.

(b) Included above in interest-bearing demand and money market.

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•Total deposits, which are the Corporation's largest source of funds, increased $2.0 billion, or 7%, from December 31, 2020 driven by a change in customer savings habits and government stimulus in response to the pandemic.

•Time deposits decreased $410 million, or 23%, from December 31, 2020 due to maturing higher priced time deposits rolling off.

•Included in the above amounts were $767 million of network deposits, primarily sourced from other financial institutions and intermediaries. These account for 3% of the Corporation's total deposits at December 31, 2021. Network deposits decreased $430 million, or 36%, from December 31, 2020.

Table 19 Maturity Distribution – Uninsured Time Deposits

($ in Thousands)December 31, 2021
Three months or less$50,090
Over three months through six months46,106
Over six months through twelve months22,327
Over twelve months9,826
Total$128,350

Selected period end deposit information is detailed in Note 8 Deposits of the notes to consolidated financial statements, including a maturity distribution of all time deposits at December 31, 2021. See Table 2 for additional information on average deposit balances and deposit rates.

Other Funding Sources

Short-Term Funding: Short-term funding is comprised of federal funds purchased, securities sold under agreements to repurchase, and commercial paper. Many short-term funding sources are expected to be reissued and, therefore, do not represent an immediate need for cash. Short-term funding sources at December 31, 2021 were $354 million, an increase of $102 million from December 31, 2020.

Long-Term Funding: Long-term funding is comprised of long-term FHLB advances (with original contractual maturities greater than one year), senior notes, subordinated notes, and finance leases. Long-term funding at December 31, 2021 was $1.9 billion, a decrease of $312 million from December 31, 2020. The decrease in long-term funding is due to the redemption of the Bank senior notes on July 13, 2021, the initial redemption date under the terms of the notes.

See Note 9 Short and Long-Term Funding of the notes to consolidated financial statements for additional information on short-term and long-term funding. See Table 2 for additional information on average funding and rates.

Contractual Obligations, Commitments, Off-Balance Sheet Arrangements, and Contingent Liabilities

The following table summarizes significant contractual obligations and other commitments at December 31, 2021, at those amounts contractually due to the recipient, including any unamortized premiums or discounts, hedge basis adjustments, or other similar carrying value adjustments.

Table 20 Contractual Obligations and Other Commitments(a)

($ in Thousands)Note ReferenceOne Year or LessOne to Three YearsThree to Five YearsOver Five YearsTotal
Time deposits8$1,055,614$243,820$47,823$5$1,347,262
Short-term funding9354,262354,262
FHLB advances911,7592,8851,005,028601,3751,621,047
Other long-term funding914022249,161249,324
Operating leases76,49410,4026,9977,45231,345
Commitments to extend credit14 & 165,350,1353,613,8851,889,106240,02611,093,152
Total$6,778,405$3,871,014$3,198,116$848,858$14,696,393

(a) Based on original contractual maturity

Through the normal course of operations, the Corporation has entered into certain contractual obligations and other commitments, including but not limited to those most usually related to funding of operations through deposits or funding, commitments to extend credit, derivative contracts to assist management of interest rate exposure, and to a lesser degree leases for premises and equipment. Further discussion of the nature of each obligation is included in the referenced note to the consolidated financial statements.

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The Corporation also has obligations under its retirement plans as described in Note 12 Retirement Plans of the notes to consolidated financial statements.

The Corporation may have a variety of financial transactions that, under GAAP, are either not recorded on the consolidated balance sheets or are recorded on the consolidated balance sheets in amounts that differ from the full contract or notional amounts.

Liquidity

The objective of liquidity risk management is to ensure that the Corporation has the ability to generate sufficient cash or cash equivalents in a timely and cost effective manner to satisfy the cash flow requirements of depositors and borrowers and to meet its other commitments as they become due. The Corporation’s liquidity risk management process is designed to identify, measure, and manage the Corporation’s funding and liquidity risk to meet its daily funding needs in the ordinary course of business, as well as to address expected and unexpected changes in its funding requirements. The Corporation engages in various activities to manage its liquidity risk, including diversifying its funding sources, stress testing, and holding readily-marketable assets which can be used as a source of liquidity, if needed.

The Corporation performs dynamic scenario analysis in accordance with industry best practices. Measures have been established to ensure the Corporation has sufficient high quality short-term liquidity to meet cash flow requirements under stressed scenarios. In addition, the Corporation also reviews static measures such as deposit funding as a percent of total assets and liquid asset levels. Strong capital ratios, credit quality, and core earnings are also essential to maintaining cost effective access to wholesale funding markets. At December 31, 2021, the Corporation was in compliance with its internal liquidity objectives and had sufficient asset-based liquidity to meet its obligations even under a stressed scenario.

The Corporation maintains diverse and readily available liquidity sources, including:

•Investment securities, which are an important tool to the Corporation’s liquidity objective and can be pledged or sold to enhance liquidity, if necessary. See Note 3 Investment Securities of the notes to consolidated financial statements for additional information on the Corporation's investment securities portfolio, including pledged investment securities.

•Pledgeable loan collateral, which is eligible collateral with both the Federal Reserve Bank and the FHLB under established lines of credit. Based on the amount of collateral pledged, the FHLB established a collateral value from which the Bank may draw advances, and issue letters of credit in favor of public fund depositors, against the collateral. As of December 31, 2021, the Bank had $3.8 billion available for future funding needs. The Federal Reserve Bank also establishes a collateral value of assets to support borrowings from the discount window. As of December 31, 2021, the Bank had $761 million available for discount window borrowings.

•A $200 million Parent Company commercial paper program, of which $35 million was outstanding at December 31, 2021.

•Dividends and service fees from subsidiaries, as well as the proceeds from issuance of capital, which are also funding sources for the Parent Company.

•Acquisition related equity issuances by the Parent Company; the Corporation has filed a shelf registration statement with the SEC under which the Parent Company may, from time to time, offer shares of the Corporation’s common stock in connection with acquisitions of businesses, assets, or securities of other companies.

•Other issuances by the Parent Company; the Corporation maintains on file with the SEC a universal shelf registration statement, under which the Parent Company may offer the following securities, either separately or in units: debt securities, preferred stock, depositary shares, common stock, and warrants.

•Bank issuances; the Bank may also issue institutional CDs, network transaction deposits, and brokered CDs.

•Global Bank Note Program issuances; the Bank has implemented a program pursuant to which it may from time to time offer up to $2.0 billion aggregate principal amount of its unsecured senior and subordinated notes.

Based on contractual obligations and ongoing operations, the Corporation's sources of liquidity are sufficient to meet present and future liquidity needs. See Table 20 for information about the Corporation's contractual obligations and other commitments.

Credit ratings relate to the Corporation’s ability to issue debt securities and the cost to borrow money, and should not be viewed as an indication of future stock performance or a recommendation to buy, sell, or hold securities. Adverse changes in these

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factors could result in a negative change in credit ratings and impact not only the ability to raise funds in the capital markets but also the cost of these funds. The credit ratings of the Parent Company and the Bank at December 31, 2021 are displayed below:

Table 21 Credit Ratings

Moody’sS&P
Bank short-term depositsP-1
Bank long-term deposits/issuerA1BBB+
Corporation commercial paperP-2
Corporation long-term senior debt/issuerBaa1BBB
OutlookNegativeStable

For the year ended December 31, 2021, net cash provided by operating and financing activities was $530 million and $1.4 billion, respectively, while investing activities used net cash of $1.6 billion, for a net increase in cash and cash equivalents of $309 million since year-end 2020. During 2021, total assets increased to $35.1 billion, up $1.7 billion compared to year-end 2020, primarily due to an increase of $1.6 billion in total investment securities, which was driven by the deployment of cash into higher yielding assets. On the funding side, deposits increased $2.0 billion, mainly driven by increases in demand deposits and savings deposits of $1.8 billion and $760 million, respectively. Additionally, total short and long-term funding was down $210 million. The decrease in funding was primarily driven by the redemption of the Bank's senior notes on July 13, 2021.

For the year ended December 31, 2020, net cash provided by operating and financing activities was $550 million and $371 million, respectively, while investing activities used net cash of $794 million, for a net increase in cash and cash equivalents of $127 million since year-end 2019. During 2020, total assets increased to $33.4 billion, up $1.0 billion compared to year-end 2019, primarily due to an increase of $1.6 billion in loans. The increase was primarily driven by PPP loan originations, growth in CRE loans, and loans acquired as a result of the First Staunton acquisition. On the funding side, deposits increased $2.7 billion, mainly driven by customers holding proceeds from government stimulus programs in their deposit accounts, while funding, including short-term, long-term, and FHLB advances, was down $1.8 billion. The decrease in funding was primarily driven by the prepayment of $950 million of long-term FHLB advances and the paydown of $520 million of short-term FHLB advances.