ASB 10-Q Quarterly Report March 31, 2025

ASSOCIATED BANC-CORP

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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March 31, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from to

Commission file number: 001-31343

Associated Banc-Corp

(Exact name of registrant as specified in its charter)


Wisconsin									39-1098068
(State or other jurisdiction of incorporation or organization)									(I.R.S. Employer Identification No.)


433 Main Street
Green Bay,	Wisconsin	54301
(Address of principal executive offices)		(Zip Code)

( 920 ) 491-7500

(Registrant’s telephone number, including area code )

(not applicable)

(Former name, former address and former fiscal year, if changed since last report)

Securities Registered Pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	ASB	New York Stock Exchange
Depositary Shrs, each representing 1/40th intrst in a shr of 5.875% Non-Cum. Perp Pref Stock, Srs E	ASB PrE	New York Stock Exchange
Depositary Shrs, each representing 1/40th intrst in a shr of 5.625% Non-Cum. Perp Pref Stock, Srs F	ASB PrF	New York Stock Exchange
6.625% Fixed-Rate Reset Subordinated Notes due 2033	ASBA	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☑

APPLICABLE ONLY TO CORPORATE ISSUERS:

The number of shares outstanding of registrant’s common stock, par value $0.01 per share, at April 25, 2025 was 165,809,595 .


ASSOCIATED BANC-CORP
Table of Contents


		Page
PART I. Financial Information

	Item 1. Financial Statements (Unaudited):	5

	Consolidated Balance Sheets	5

	Consolidated Statements of Income	6

	Consolidated Statements of Comprehensive Income	7

	Consolidated Statements of Changes in Stockholders’ Equity	8

	Consolidated Statements of Cash Flows	9

	Notes to Consolidated Financial Statements	11

	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	49

	Item 3. Quantitative and Qualitative Disclosures About Market Risk	70

	Item 4. Controls and Procedures	71

PART II. Other Information

	Item 1. Legal Proceedings	72

	Item 1A. Risk Factors	72

	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	72

	Item 5. Other Information	72

	Item 6. Exhibits	73

	Signatures	74


ASSOCIATED BANC-CORP
Commonly Used Terms
The following listing provides a reference of common acronyms, abbreviations, and other defined terms used throughout the document:





ABL			Asset-Based Lending
ACLL			Allowance for Credit Losses on Loans

AFS			Available for Sale
ALCO			Asset / Liability Committee



ASU			Accounting Standards Update


the Bank			Associated Bank, National Association
Basel III			International framework established by the Basel Committee on Banking Supervision for the regulation of capital and liquidity
bp			basis point(s)
BTFP			Bank Term Funding Program


CDs			Certificates of Deposit
CDIs			Core Deposit Intangibles
CECL			Current Expected Credit Losses
CET1			Common Equity Tier 1



Corporation / our			Associated Banc-Corp collectively with all of its subsidiaries and affiliates
CRA			Community Reinvestment Act
CRE			Commercial Real Estate


EAR			Earnings at Risk



Exchange Act			Securities Exchange Act of 1934, as amended


FDIC			Federal Deposit Insurance Corporation
Federal Reserve			Board of Governors of the Federal Reserve System
FFELP			Federal Family Education Loan Program
FHLB			Federal Home Loan Bank
FHLMC			Federal Home Loan Mortgage Corporation
FICO			Fair Isaac Corporation, provider of a broad-based risk score to aid in credit decisions
FNMA			Federal National Mortgage Association

FTEs			Full-time equivalent employees
FTP			Funds Transfer Pricing
GAAP			Generally Accepted Accounting Principles
GNMA			Government National Mortgage Association
GSE			Government-Sponsored Enterprise

HTM			Held to Maturity






LTV			Loan-to-Value


Moody's			Moody’s Investors Service
MSRs			Mortgage Servicing Rights
MVE			Market Value of Equity
NAV			Net Asset Value measured at fair value per share (or its equivalent) as a practical expedient
Net Free Funds			Noninterest-bearing sources of funds

NPAs			Nonperforming Assets

OCI			Other Comprehensive Income
OREO			Other Real Estate Owned
Parent Company			Associated Banc-Corp individually
RAP			Retirement Account Plan - the Corporation's noncontributory defined benefit retirement plan
Repurchase Agreements			Securities sold under agreements to repurchase
Restricted Stock Awards			Restricted common stock and restricted common stock units to certain key employees


Retirement Eligible Colleagues			Colleagues whose retirement meets the early retirement or normal retirement definitions under the applicable equity compensation plan


SBA			Small Business Administration
SEC			U.S. Securities and Exchange Commission
Series E Preferred Stock			The Corporation's 5.875% Non-Cumulative Perpetual Preferred Stock, Series E, liquidation preference $1,000 per share
Series F Preferred Stock			The Corporation's 5.625% Non-Cumulative Perpetual Preferred Stock, Series F, liquidation preference $1,000 per share
SOFR			Secured Overnight Finance Rate




YTD			Year-to-Date

Table of Contents


PART I - FINANCIAL INFORMATION

ITEM 1.			Financial Statements:

ASSOCIATED BANC-CORP

Consolidated Balance Sheets


	Mar 31, 2025		Dec 31, 2024
(In thousands, except share and per share data)	(Unaudited)		(Audited)
Assets
Cash and due from banks	$	521,323	$	544,059
Interest-bearing deposits in other financial institutions	711,033		453,590
Federal funds sold and securities purchased under agreements to resell	105		21,955
AFS investment securities, at fair value	4,796,570		4,581,434
HTM investment securities, net, at amortized cost	3,705,793		3,738,687
Equity securities	23,331		23,242
FHLB and Federal Reserve Bank stocks, at cost	194,244		179,665
Residential loans held for sale	47,611		646,687
Commercial loans held for sale	7,910		32,634
Loans	30,294,127		29,768,586
Allowance for loan losses	( 371,348 )		( 363,545 )
Loans, net	29,922,780		29,405,041
Tax credit and other investments	254,187		258,886

Premises and equipment, net	377,521		379,093
Bank and corporate owned life insurance	690,551		689,000
Goodwill	1,104,992		1,104,992
Other intangible assets, net	29,457		31,660
Mortgage servicing rights, net	86,251		87,683

Interest receivable	159,729		167,772
Other assets	675,748		676,987
Total assets	$	43,309,136	$	43,023,068
Liabilities and stockholders' equity
Noninterest-bearing demand deposits	$	6,135,946	$	5,775,657
Interest-bearing deposits	29,060,767		28,872,777
Total deposits	35,196,713		34,648,434




Short-term funding	311,335		470,369
FHLB advances	2,027,297		1,853,807
Other long-term funding	591,382		837,635

Allowance for unfunded commitments	35,276		38,776
Accrued expenses and other liabilities	460,574		568,485
Total liabilities	$	38,622,578	$	38,417,506
Stockholders’ equity
Preferred equity	$	194,112	$	194,112
Common equity
Common stock	$	1,890	$	1,890
Surplus	2,040,419		2,047,349
Retained earnings	2,979,526		2,919,252
Accumulated other comprehensive (loss)	( 35,144 )		( 74,416 )
Treasury stock, at cost	( 494,246 )		( 482,626 )
Total common equity	4,492,446		4,411,450
Total stockholders’ equity	4,686,558		4,605,562
Total liabilities and stockholders’ equity	$	43,309,136	$	43,023,068
Preferred shares authorized (par value $ 1.00 per share)	750,000		750,000
Preferred shares issued and outstanding	200,000		200,000
Common shares authorized (par value $ 0.01 per share)	250,000,000		250,000,000
Common shares issued	189,016,409		189,016,409
Common shares outstanding	165,806,623		166,177,658

Numbers may not recalculate due to rounding conventions.

See accompanying notes to consolidated financial statements.

Table of Contents

Item 1. Financial Statements Continued:

ASSOCIATED BANC-CORP

Consolidated Statements of Income (Unaudited)


	Three Months Ended Mar 31,
(In thousands, except per share data)	2025		2024
Interest income
Interest and fees on loans	$	433,299	$	454,472
Interest and dividends on investment securities
Taxable	69,702		46,548
Tax-exempt	13,956		14,774
Other interest	8,920		7,595
Total interest income	525,877		523,388
Interest expense
Interest on deposits	209,140		226,231
Interest on federal funds purchased and securities sold under agreements to repurchase	3,622		2,863
Interest on other short-term funding	—		4,708
Interest on FHLB advances	16,090		21,671
Interest on other long-term funding	11,085		10,058
Total interest expense	239,937		265,530
Net interest income	285,941		257,858
Provision for credit losses	13,003		24,001
Net interest income after provision for credit losses	272,938		233,857
Noninterest income
Wealth management fees	22,498		21,694
Service charges and deposit account fees	12,814		12,439
Card-based fees	10,442		11,267
Other fee-based revenue	5,251		4,402
Capital markets, net	4,345		4,050
Mortgage banking, net	3,822		2,662
Loss on mortgage portfolio sale	( 6,976 )		—
Bank and corporate owned life insurance	5,204		2,570

Asset losses, net	( 878 )		( 306 )
Investment securities gains, net	4		3,879

Other	2,251		2,327
Total noninterest income	58,776		64,985
Noninterest expense
Personnel	123,897		119,395
Technology	27,139		26,200
Occupancy	15,381		13,633
Business development and advertising	6,386		6,517
Equipment	4,527		4,599
Legal and professional	6,083		4,672
Loan and foreclosure costs	2,594		1,979
FDIC assessment	10,436		13,946
Other intangible amortization	2,203		2,203

Other	11,974		4,513
Total noninterest expense	210,619		197,657
Income before income taxes	121,095		101,185
Income tax expense	19,409		20,016
Net income	101,687		81,169
Preferred stock dividends	2,875		2,875
Net income available to common equity	$	98,812	$	78,294
Earnings per common share
Basic	$	0.60	$	0.52
Diluted	$	0.59	$	0.52
Average common shares outstanding
Basic	165,228		149,855
Diluted	166,604		151,292

Numbers may not recalculate due to rounding conventions.

See accompanying notes to consolidated financial statements.

Table of Contents

Item 1. Financial Statements Continued:

ASSOCIATED BANC-CORP

Consolidated Statements of Comprehensive Income (Unaudited)


	Three Months Ended Mar 31,
($ in thousands)	2025		2024

Net income	$	101,687	$	81,169
Other comprehensive income (loss), net of tax
AFS investment securities
Net unrealized gains (losses)	31,832		( 29,889 )

Amortization of net unrealized losses on AFS securities transferred to HTM securities	1,927		2,060
Reclassification adjustment for net losses realized in net income	—		197


Income tax (expense) benefit	( 8,420 )		6,885
Other comprehensive income (loss) on AFS securities	25,339		( 20,746 )
Cash flow hedge derivatives
Net unrealized gains (losses)	7,268		( 19,461 )
Reclassification adjustment for net losses realized in net income	1,118		4,823
Income tax benefit (expense)	2,018		( 1,688 )
Other comprehensive income (loss) on cash flow hedge derivatives	10,403		( 16,326 )
Defined benefit pension and postretirement obligations
Amortization of prior service cost	( 63 )		( 72 )
Net actuarial gain	4,770		—
Amortization of actuarial gain	( 4 )		( 7 )
Income tax expense	( 1,173 )		( 1,633 )
Other comprehensive income (loss) on pension and postretirement obligations	3,530		( 1,712 )
Total other comprehensive income (loss)	39,272		( 38,785 )
Comprehensive income	$	140,959	$	42,384

Numbers may not recalculate due to rounding conventions.

See accompanying notes to consolidated financial statements.

Table of Contents

Item 1. Financial Statements Continued:

ASSOCIATED BANC-CORP

Consolidated Statements of Changes in Stockholders’ Equity (Unaudited)


(In thousands, except per share data)	Preferred Equity		Common Stock		Surplus		Retained Earnings		Accumulated Other Comprehensive (Loss)		Treasury Stock		Total
Balance, December 31, 2024	$	194,112	$	1,890	$	2,047,349	$	2,919,252	$	( 74,416 )	$	( 482,626 )	$	4,605,562


Comprehensive income:
Net income	—		—		—		101,687		—		—		101,687
Other comprehensive (loss)	—		—		—		—		39,272		—		39,272
Comprehensive income													140,959
Common stock issued:
Public common stock offering	—		—		( 52 )		—		—		—		( 52 )
Stock-based compensation plans, net	—		—		( 14,297 )		—		—		16,489		2,192


Purchase of treasury stock, open market purchases	—		—		—		—		—		( 22,292 )		( 22,292 )
Purchase of treasury stock, stock-based compensation plans	—		—		—		—		—		( 5,816 )		( 5,816 )
Cash dividends:
Common stock (a)	—		—		—		( 38,538 )		—		—		( 38,538 )
Preferred stock (b)	—		—		—		( 2,875 )		—		—		( 2,875 )




Stock-based compensation expense, net	—		—		7,419		—		—		—		7,419




Balance, March 31, 2025	$	194,112	$	1,890	$	2,040,419	$	2,979,526	$	( 35,144 )	$	( 494,246 )	$	4,686,558

Numbers may not recalculate due to rounding conventions.
(a) Common stock dividends of $ 0.23 per share.

(b) Preferred stock dividends for Series E of $ 0.3671875 per share and for Series F of $ 0.3515625 per share.


(In thousands, except per share data)	Preferred Equity		Common Stock		Surplus		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Treasury Stock		Total
Balance, December 31, 2023	$	194,112	$	1,752	$	1,714,822	$	2,946,805	$	( 171,096 )	$	( 512,421 )	$	4,173,973


Comprehensive income:
Net income	—		—		—		81,169		—		—		81,169
Other comprehensive income	—		—		—		—		( 38,785 )		—		( 38,785 )

Comprehensive income													42,384
Common stock issued:
Stock-based compensation plans, net	—		—		( 13,839 )		—		—		17,749		3,910


Purchase of treasury stock, open market purchases	—		—		—		—		—		( 18,289 )		( 18,289 )
Purchase of treasury stock, stock-based compensation plans	—		—		—		—		—		( 4,572 )		( 4,572 )
Cash dividends:
Common stock (a)	—		—		—		( 33,527 )		—		—		( 33,527 )
Preferred stock (b)	—		—		—		( 2,875 )		—		—		( 2,875 )


Stock-based compensation expense, net	—		—		7,669		—		—		—		7,669



Balance, March 31, 2024	$	194,112	$	1,752	$	1,708,652	$	2,991,571	$	( 209,881 )	$	( 517,533 )	$	4,168,673

Numbers may not recalculate due to rounding conventions.
(a) Common stock dividends of $ 0.22 per share.

(b) Preferred stock dividends for Series E of $ 0.3671875 per share and for Series F of $ 0.3515625 per share.

See accompanying notes to consolidated financial statements.

Table of Contents

Item 1. Financial Statements Continued:

ASSOCIATED BANC-CORP

Consolidated Statements of Cash Flows (Unaudited)


	Three Months Ended Mar 31,
($ in thousands)	2025		2024
Cash flows from operating activities
Net income	$	101,687	$	81,169
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses	13,003		24,001
Depreciation and amortization	13,981		12,352
Change in MSRs valuation	1,047		( 1,646 )
Amortization of other intangible assets	2,203		2,203
Amortization and accretion on earning assets, funding, and other, net	6,336		10,673
Net amortization of tax credit investments	8,689		8,990
Gains on sales of investment securities, net	—		( 3,857 )
Asset losses, net	878		306

Loss (gain) on mortgage banking activities, net	329		( 22 )
Loss on mortgage portfolio sale	6,976		—
Mortgage loans originated and acquired for sale	( 92,584 )		( 105,394 )
Proceeds from sales of mortgage loans held for sale	105,642		91,026

Changes in certain assets and liabilities:
Decrease in interest receivable	8,044		2,477
(Decrease) increase in interest payable	( 2,025 )		15,590
Decrease in expense payable	( 53,261 )		( 30,827 )
(Decrease) increase in net derivative position	( 36,128 )		35,008


Net change in other assets and other liabilities	13,349		12,453
Net cash provided by operating activities	98,166		154,500
Cash flows from investing activities
Net increase in loans	( 513,237 )		( 222,656 )
Purchases of:
AFS securities	( 391,952 )		( 341,275 )
HTM securities	( 994 )		—
FHLB and Federal Reserve Bank stocks and equity securities	( 71,364 )		( 16,585 )


Proceeds from:
Sales of AFS securities	—		9,472

Sales of FHLB and Federal Reserve Bank stocks and equity securities	56,786		98,005
Prepayments, calls, and maturities of AFS securities	206,882		176,266
Prepayments, calls, and maturities of HTM securities	34,673		28,026
Sales, prepayments, calls, and maturities of other assets	2,631		4,337
Sale of mortgage portfolio	564,375		—
Premises, equipment, and software	( 7,472 )		( 8,500 )

Net change in tax credit and alternative investments	( 7,448 )		( 2,409 )

Net cash used in investing activities	( 127,119 )		( 275,320 )
Cash flows from financing activities
Net increase in deposits	548,279		267,109

Net (decrease) increase in short-term funding	( 159,033 )		438,891
Net increase (decrease) in short-term FHLB advances	170,000		( 602,000 )
Repayment of long-term FHLB advances	( 32 )		( 664 )
Proceeds from long-term FHLB advances	—		619



Repayment of finance lease principal	( 22 )		( 22 )
Repayment of long-term funding	( 250,000 )		—


Proceeds from issuance of common stock for stock-based compensation plans	2,192		3,910




Purchase of treasury stock, open market purchases	( 22,292 )		( 18,289 )
Purchase of treasury stock, stock-based compensation plans	( 5,816 )		( 4,572 )
Cash dividends on common stock	( 38,538 )		( 33,527 )
Cash dividends on preferred stock	( 2,875 )		( 2,875 )
Payments for other financing activities	( 52 )		—
Net cash provided by financing activities	241,810		48,580
Net increase (decrease) in cash and cash equivalents	212,856		( 72,239 )
Cash and cash equivalents at beginning of period	1,019,604		923,823
Cash and cash equivalents at end of period (a)	$	1,232,460	$	851,583

Numbers may not recalculate due to rounding conventions.

(a) No restricted cash due to the Federal Reserve reducing the required reserve ratio to zero.

Table of Contents

ASSOCIATED BANC-CORP

Consolidated Statements of Cash Flows (Unaudited)


	Three Months Ended Mar 31,
($ in thousands)	2025		2024
Supplemental disclosures of cash flow information
Cash paid for interest	$	241,667	$	249,660
Cash (received) paid for income and franchise taxes	( 16,183 )		1,995
Loans and bank premises transferred to OREO	8,328		577
Capitalized mortgage servicing rights	1,346		877
Loans transferred from held for sale into portfolio, net	( 45,077 )		( 86,096 )



Fair value adjustments on hedged long-term FHLB advances and subordinated debt	( 6,997 )		10,210
Fair value adjustments on foreign currency exchange forwards	( 550 )		2,708
Fair value adjustments on cash flow hedges	10,403		( 16,326 )

Table of Contents

Item 1. Financial Statements Continued:

ASSOCIATED BANC-CORP

Notes to Consolidated Financial Statements

These interim consolidated financial statements have been prepared according to the rules and regulations of the SEC and, therefore, certain information and footnote disclosures normally presented in accordance with GAAP have been omitted or abbreviated. The information contained on the consolidated financial statements and footnotes in Associated Banc-Corp's 2024 Annual Report on Form 10-K should be referred to in connection with the reading of these unaudited interim consolidated financial statements.

Note 1 Basis of Presentation

In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments necessary to present fairly the financial position, results of operations and comprehensive income, changes in stockholders’ equity, and cash flows of the Corporation for the periods presented, and all such adjustments are of a normal recurring nature. The consolidated financial statements include the accounts of all subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year.

Within the tables presented, certain columns and rows may not recalculate due to the use of rounded numbers for disclosure purposes.

Note 2 Summary of Significant Accounting Policies

The accounting and reporting policies of the Corporation conform to U.S. GAAP and to general practice within the financial services industry. A discussion of these policies can be found in Note 1 Summary of Significant Accounting Policies included in the Corporation’s 2024 Annual Report on Form 10-K.

Future Accounting Pronouncements

The expected impact of applicable material accounting pronouncements recently issued or proposed but not yet required to be adopted are discussed in the table below. To the extent that the adoption of new accounting standards materially affects the Corporation's financial condition, results of operations, liquidity or disclosures, the impacts are discussed in the applicable sections of this financial review.


Standard	Description	Date of Anticipated Adoption	Effect on Financial Statements
ASU 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures	The amendments in this update address investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This update also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in this update are effective for fiscal years beginning after December 15, 2024 and are to be applied on a prospective basis. Early adoption is permitted.	Annual period ending December 31, 2025	The Corporation will adopt the enhanced income tax related disclosures within the consolidated financial statements for the year ended December 31, 2025.
ASU 2024-03 Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40)	The amendments in this update require a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for interim and annual reporting periods. The objective of the disclosure requirements is to provide disaggregated information about a public business entity's expenses to help investors (a) better understand the entity's performance, (b) better assess the entity's prospects for future cash flows, and (c) compare an entity's performance over time and with that of other entities. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted.	Annual period ending December 31, 2027 and subsequent interim periods	The Corporation is currently evaluating the impact on its disclosures.

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Note 3 Earnings Per Common Share

Earnings per common share are calculated utilizing the two-class method. Basic earnings per common share are calculated by dividing the sum of distributed earnings to common shareholders and undistributed earnings allocated to common shareholders by the weighted average number of common shares outstanding. Diluted earnings per common share are calculated by dividing the sum of distributed earnings to common shareholders and undistributed earnings allocated to common shareholders by the weighted average number of common shares outstanding adjusted for the dilutive effect of common stock awards (outstanding stock options and unvested restricted stock awards). Presented below are the calculations for basic and diluted earnings per common share:


	Three Months Ended Mar 31,
($ in thousands, except per share data)	2025		2024
Net income	$	101,687	$	81,169
Preferred stock dividends	( 2,875 )		( 2,875 )
Net income available to common equity	98,812		78,294
Common shareholder dividends	( 38,333 )		( 33,407 )
Unvested share-based payment awards	( 206 )		( 120 )
Undistributed earnings	$	60,274	$	44,767
Undistributed earnings allocated to common shareholders	$	59,997	$	44,524
Undistributed earnings allocated to unvested share-based payment awards	277		242
Undistributed earnings	$	60,274	$	44,767
Basic
Distributed earnings to common shareholders	$	38,333	$	33,407
Undistributed earnings allocated to common shareholders	59,997		44,524
Total common shareholders earnings, basic	$	98,329	$	77,932
Diluted
Distributed earnings to common shareholders	$	38,333	$	33,407
Undistributed earnings allocated to common shareholders	59,997		44,524
Total common shareholders earnings, diluted	$	98,329	$	77,932
Weighted average common shares outstanding	165,228		149,855
Effect of dilutive common stock awards	1,377		1,436

Diluted weighted average common shares outstanding	166,604		151,292
Basic earnings per common share	$	0.60	$	0.52
Diluted earnings per common share	$	0.59	$	0.52

Excluded from the earnings per common share calculations were 1 million and 2 million anti-dilutive common stock options for the three months ended March 31, 2025 and 2024, respectively .

Note 4 Stock-Based Compensation

The fair values of stock options and restricted stock awards are amortized as compensation expense on a straight-line basis over the vesting period of the grants. For colleagues who meet the definition of retirement eligible under the 2020 Incentive Compensation Plan, expenses related to stock options and restricted stock awards are fully recognized on the date the colleague meets the definition of normal or early retirement. Compensation expense recognized is included in personnel expense on the consolidated statements of income.

A summary of the Corporation’s stock option activity for the three months ended March 31, 2025 is presented below:


Stock Options	Shares (a)	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value (a)
Outstanding at December 31, 2024	1,778	$	22.36	3.41 years	$	3,693

Exercised	50	17.93
Forfeited or expired	—	—
Outstanding at March 31, 2025	1,728	$	22.49	3.17 years	$	2,359
Options Exercisable at March 31, 2025	1,728	$	22.49	3.17 years	$	2,359

(a) In thousands

Intrinsic value represents the amount by which the fair market value of the underlying stock exceeds the exercise price of the stock option. For the three months ended March 31, 2025, the intrinsic value of stock options exercised was $ 346 ,000, compared to approximately $ 722 ,000 for the three months ended March 31, 2024. All stock options were vested as of

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December 31, 2024. The total fair value of stock options vested was approximately $ 489 ,000 for the three months ended March 31, 2024.

The Corporation has issued time-based and performance-based restricted stock awards under the 2020 Incentive Compensation Plan. Performance awards are based on performance goals determined by the Compensation and Benefits Committee of the Corporation's Board of Directors, with vesting ranging from a minimum of 0 % to a maximum of 150 % of the target award. Performance awards are valued utilizing a Monte Carlo simulation model to estimate fair value of the awards at the grant date.

The following table summarizes information about the Corporation’s restricted stock awards activity for the three months ended March 31, 2025:


Restricted Stock	Shares (a)	Weighted Average Grant Date Fair Value
Outstanding at December 31, 2024	2,310	$	21.25
Granted	838	24.59
Vested	674	22.36
Forfeited	2	21.12
Outstanding at March 31, 2025	2,471	$	22.08

(a) In thousands

The Corporation amortizes the expense related to restricted stock awards as compensation expense over the vesting period specified in the grant's award agreement. Performance-based restricted stock awards granted during 2024 and 2025 will cliff-vest after the three year performance period has ended. Service-based restricted stock awards granted during 2024 and 2025 will generally vest ratably over a period of four years . Expense for restricted stock awards of $ 8 million was recorded for both the three months ended March 31, 2025 and the three months ended March 31, 2024. Included in compensation expense for the accelerated vesting of restricted stock awards granted to retirement eligible colleagues was $ 4 million and $3 million of expense the first three months of 2025 and 2024, respectively. The Corporation had $ 29 million of unrecognized compensation costs related to restricted stock awards at March 31, 2025 that are expected to be recognized over the remaining requisite service periods that extend through the first quarter of 2029 .

The Corporation has the ability to issue shares from treasury or new shares upon the exercise of stock options or the granting of restricted stock awards. The Board of Directors has authorized management to repurchase shares of the Corporation’s common stock, to be made available for issuance in connection with the Corporation’s employee incentive plans and for other corporate purposes. The repurchase of shares, if any, will be based on market and investment opportunities, capital levels, growth prospects, and regulatory constraints. Such repurchases may occur from time to time in open market purchases, block transactions, private transactions, accelerated share repurchase programs, or similar facilities.

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Note 5 Investment Securities

Investment securities are designated as AFS, HTM, or equity on the consolidated balance sheets. The amortized cost and fair values of AFS and HTM securities at March 31, 2025 were as follows:


($ in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Fair Value


AFS investment securities


Obligations of state and political subdivisions (municipal securities)	$	3,063	$	—	$	( 68 )	$	2,995
Residential mortgage-related securities:
FNMA/FHLMC	125,024		486		( 7,474 )		118,036
GNMA	4,418,218		22,659		( 1,913 )		4,438,964

Commercial mortgage-related securities:
FNMA/FHLMC	18,240		—		( 1,281 )		16,959
GNMA	115,654		—		( 4,221 )		111,433
Asset backed securities:
FFELP	105,633		52		( 911 )		104,774
SBA	427		—		( 17 )		410

Other debt securities	3,000		—		( 1 )		2,999
Total AFS investment securities	$	4,789,259	$	23,197	$	( 15,885 )	$	4,796,570
HTM investment securities
U.S. Treasury securities	$	994	$	15	$	—	$	1,009
Obligations of state and political subdivisions (municipal securities)	1,649,045		662		( 194,901 )		1,454,805
Residential mortgage-related securities:
FNMA/FHLMC	871,331		21,973		( 169,482 )		723,822
GNMA	42,972		14		( 3,009 )		39,977
Private-label	320,057		7,786		( 59,642 )		268,201
Commercial mortgage-related securities:
FNMA/FHLMC	770,177		9,765		( 139,208 )		640,734
GNMA	51,281		218		( 5,877 )		45,621
Total HTM investment securities	$	3,705,857	$	40,432	$	( 572,119 )	$	3,174,170

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The amortized cost and fair values of AFS and HTM securities at December 31, 2024 were as follows:


($ in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Fair Value


AFS investment securities


Obligations of state and political subdivisions (municipal securities)	$	3,063	$	—	$	( 58 )	$	3,005
Residential mortgage-related securities:
FNMA/FHLMC	120,272		190		( 9,534 )		110,928
GNMA	4,236,199		5,379		( 13,851 )		4,227,727

Commercial mortgage-related securities:
FNMA/FHLMC	18,332		—		( 1,332 )		17,000
GNMA	116,275		—		( 4,800 )		111,475
Asset backed securities:
FFELP	108,319		123		( 604 )		107,839
SBA	495		—		( 24 )		471
Other debt securities	3,000		—		( 11 )		2,989
Total AFS investment securities	$	4,605,954	$	5,693	$	( 30,213 )	$	4,581,434
HTM investment securities
U.S. Treasury securities	$	1,000	$	—	$	( 1 )	$	999
Obligations of state and political subdivisions (municipal securities)	1,659,722		1,122		( 174,202 )		1,486,642
Residential mortgage-related securities:
FNMA/FHLMC	885,476		22,934		( 186,464 )		721,946
GNMA	43,693		9		( 3,774 )		39,927
Private-label	324,182		8,135		( 65,963 )		266,353
Commercial mortgage-related securities:
FNMA/FHLMC	772,456		10,217		( 159,078 )		623,595
GNMA	52,219		236		( 6,424 )		46,032
Total HTM investment securities	$	3,738,747	$	42,653	$	( 595,906 )	$	3,185,494

Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. The expected maturities of AFS and HTM securities at March 31, 2025, are shown below:


	AFS					HTM
($ in thousands)	Amortized Cost		Fair Value			Amortized Cost		Fair Value
Due in one year or less	$	1,000	$	999		$	11,023	$	10,999
Due after one year through five years	3,040		3,034			74,907		74,159
Due after five years through ten years	1,390		1,385			216,847		207,000
Due after ten years	633		576			1,347,262		1,163,656
Total debt securities	6,063		5,995			1,650,039		1,455,814
Residential mortgage-related securities:
FNMA/FHLMC	125,024		118,036			871,331		723,822
GNMA	4,418,218		4,438,964			42,972		39,977
Private-label	—		—			320,057		268,201
Commercial mortgage-related securities:
FNMA/FHLMC	18,240		16,959			770,177		640,734
GNMA	115,654		111,433			51,281		45,621
Asset backed securities:
FFELP	105,633		104,774			—		—
SBA	427		410			—		—

Total investment securities	$	4,789,259	$	4,796,570		$	3,705,857	$	3,174,170
Ratio of fair value to amortized cost			100.2		%			85.7		%

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On a quarterly basis, the Corporation refreshes the credit quality of each HTM security. The following table summarizes the credit quality indicators of HTM securities at amortized cost at March 31, 2025:


($ in thousands)	AAA		AA		A		Not Rated		Total
U.S. Treasury securities	$	994	$	—	$	—	$	—	$	994
Obligations of state and political subdivisions (municipal securities)	761,576		876,276		3,920		7,273		1,649,045
Residential mortgage-related securities:
FNMA/FHLMC	871,331		—		—		—		871,331
GNMA	42,972		—		—		—		42,972
Private-label	320,057		—		—		—		320,057
Commercial mortgage-related securities:
FNMA/FHLMC	770,177		—		—		—		770,177
GNMA	51,281		—		—		—		51,281
Total HTM securities	$	2,818,388	$	876,276	$	3,920	$	7,273	$	3,705,857

The following table summarizes the credit quality indicators of HTM securities at amortized cost at December 31, 2024:


($ in thousands)	AAA		AA		A		Not Rated		Total
U.S. Treasury securities	$	1,000	$	—	$	—	$	—	$	1,000
Obligations of state and political subdivisions (municipal securities)	767,151		883,438		4,911		4,221		1,659,722
Residential mortgage-related securities:
FNMA/FHLMC	885,476		—		—		—		885,476
GNMA	43,693		—		—		—		43,693
Private-label	324,182		—		—		—		324,182
Commercial mortgage-related securities:
FNMA/FHLMC	772,456		—		—		—		772,456
GNMA	52,219		—		—		—		52,219
Total HTM securities	$	2,846,177	$	883,438	$	4,911	$	4,221	$	3,738,747

The following table summarizes gross realized gains and losses on AFS securities, the gain or loss on sale and fair value adjustment of equity securities, and proceeds from the sale of AFS investment securities:


	Three Months Ended Mar 31,
($ in thousands)	2025		2024



Gross realized (losses) on AFS securities	$	—	$	( 197 )


Gain on sale and fair value adjustment of equity securities	4		4,076
Investment securities gains, net	$	4	$	3,879
Proceeds from sales of AFS investment securities	$	—	$	9,472

During the first quarter of 2024, the Corporation sold its remaining Visa Class B restricted shares at a gain of $4 million.

Investment securities with a carrying value of $ 1.4 billion and $ 1.5 billion at March 31, 2025 and December 31, 2024, respectively, were pledged as required to secure certain deposits or for other purposes.

Accrued interest receivable on HTM securities totaled $ 16 million and $ 18 million at March 31, 2025 and December 31, 2024, respectively. Accrued interest receivable on AFS securities totaled $ 22 million and $ 21 million at March 31, 2025 and December 31, 2024, respectively. Accrued interest receivable on both HTM and AFS securities is included in interest receivable on the consolidated balance sheets.

The allowance for credit losses on HTM securities was approximately $ 64 ,000 and $ 60 ,000 at March 31, 2025 and December 31, 2024, respectively, attributable entirely to the Corporation's municipal securities, included in HTM investment securities, net, at amortized cost on the consolidated balance sheets. The Corporation also holds U.S. Treasury, municipal, and mortgage-related securities issued by the U.S. government or a GSE which are backed by the full faith and credit of the U.S. government and private-label residential mortgage-related securities that have credit enhancement which covers the first 15% of losses and, as a result, no allowance for credit losses has been recorded related to these securities.

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The following represents gross unrealized losses and the related fair value of AFS and HTM securities, aggregated by investment category and length of time individual securities have been in a continuous unrealized loss position, at March 31, 2025:


	Less than 12 months					12 months or more					Total
($ in thousands)	Number of Securities	Unrealized (Losses)		Fair Value		Number of Securities	Unrealized (Losses)		Fair Value		Unrealized (Losses)		Fair Value
AFS investment securities


Obligations of state and political subdivisions (municipal securities)	1	$	( 5 )	$	540	2	$	( 63 )	$	820	$	( 68 )	1,360
Residential mortgage-related securities:
FNMA/FHLMC	17	( 243 )		23,292		14	( 7,231 )		61,639		( 7,474 )		84,931
GNMA	32	( 1,822 )		623,422		5	( 91 )		4,967		( 1,913 )		628,389

Commercial mortgage-related securities:
FNMA/FHLMC	—	—		—		1	( 1,281 )		16,959		( 1,281 )		16,959
GNMA	—	—		—		16	( 4,221 )		111,433		( 4,221 )		111,433
Asset backed securities:
FFELP	—	—		—		12	( 911 )		60,939		( 911 )		60,939
SBA	—	—		—		4	( 17 )		399		( 17 )		399
Other debt securities	1	—		1,000		1	( 1 )		999		( 1 )		1,999

Total	51	$	( 2,070 )	$	648,254	55	$	( 13,815 )	$	258,155	$	( 15,885 )	$	906,409
HTM investment securities

Obligations of state and political subdivisions (municipal securities)	369	$	( 15,784 )	$	497,155	665	$	( 179,117 )	$	876,233	$	( 194,901 )	$	1,373,388
Residential mortgage-related securities:
FNMA/FHLMC	9	( 122 )		9,717		106	( 169,359 )		712,109		( 169,482 )		721,825
GNMA	6	( 77 )		7,474		79	( 2,932 )		31,198		( 3,009 )		38,671
Private-label	—	—		—		18	( 59,642 )		268,201		( 59,642 )		268,201
Commercial mortgage-related securities:
FNMA/FHLMC	1	( 178 )		8,091		43	( 139,030 )		613,936		( 139,208 )		622,027
GNMA	—	—		—		13	( 5,877 )		45,621		( 5,877 )		45,621
Total	385	$	( 16,161 )	$	522,436	924	$	( 555,958 )	$	2,547,298	$	( 572,119 )	$	3,069,734

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For comparative purposes, the following represents gross unrealized losses and the related fair value of AFS and HTM securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at December 31, 2024:


	Less than 12 months					12 months or more					Total
($ in thousands)	Number of Securities	Unrealized (Losses)		Fair Value		Number of Securities	Unrealized (Losses)		Fair Value		Unrealized (Losses)		Fair Value
AFS investment securities


Obligations of state and political subdivisions (municipal securities)	1	$	( 3 )	$	542	2	$	( 55 )	$	828	$	( 58 )	$	1,370
Residential mortgage-related securities:
FNMA/FHLMC	23	( 607 )		31,983		14	( 8,927 )		61,596		( 9,534 )		93,579
GNMA	116	( 13,706 )		1,660,642		4	( 145 )		3,945		( 13,851 )		1,664,587

Commercial mortgage-related securities:
FNMA/FHLMC	—	—		—		1	( 1,332 )		17,000		( 1,332 )		17,000
GNMA	—	—		—		16	( 4,800 )		111,475		( 4,800 )		111,475
Asset backed securities:
FFELP	—	—		—		12	( 604 )		62,830		( 604 )		62,830
SBA	—	—		—		4	( 24 )		464		( 24 )		464
Other debt securities	1	( 7 )		993		1	( 3 )		997		( 11 )		1,989

Total	141	$	( 14,323 )	$	1,694,159	54	$	( 15,890 )	$	259,134	$	( 30,213 )	$	1,953,294
HTM investment securities
U.S. Treasury securities	—	$	—	$	—	1	$	( 1 )	$	999	$	( 1 )	$	999
Obligations of state and political subdivisions (municipal securities)	370	( 11,860 )		483,073		641	( 162,343 )		866,949		( 174,202 )		1,350,022
Residential mortgage-related securities:
FNMA/FHLMC	12	( 280 )		11,617		106	( 186,184 )		710,114		( 186,464 )		721,732
GNMA	7	( 183 )		8,856		79	( 3,591 )		31,071		( 3,774 )		39,927
Private-label	—	—		—		18	( 65,963 )		266,353		( 65,963 )		266,353
Commercial mortgage-related securities:
FNMA/FHLMC	2	( 1,343 )		25,518		43	( 157,735 )		598,077		( 159,078 )		623,595
GNMA	—	—		—		13	( 6,424 )		46,032		( 6,424 )		46,032
Total	391	$	( 13,665 )	$	529,064	901	$	( 582,241 )	$	2,519,595	$	( 595,906 )	$	3,048,660

The Corporation reviews the AFS investment securities portfolio on a quarterly basis to monitor its credit exposure. A determination as to whether a security’s decline in fair value is the result of credit risk takes into consideration numerous factors and the relative significance of any single factor can vary by security. Some factors the Corporation may consider in this impairment analysis include the extent to which the security has been in an unrealized loss position, the change in security rating, financial condition and near-term prospects of the issuer, as well as the security and industry specific economic conditions.

Based on the Corporation’s evaluation, management does not believe any unrealized losses at March 31, 2025 represent credit deterioration as these unrealized losses are primarily attributable to changes in interest rates and the current market conditions. As of March 31, 2025, the Corporation does not intend to sell, nor does it believe that it will be required to sell, the securities in an unrealized loss position before recovery of their amortized cost basis.

FHLB and Federal Reserve Bank stocks: The Corporation is required to maintain Federal Reserve Bank stock and FHLB stock as a member bank of both the Federal Reserve System and the FHLB, and in amounts as required by these institutions. These equity securities are “restricted” in that they can only be sold back to the respective institutions or another member institution at par. Therefore, they are less liquid than other marketable equity securities and their fair value is equal to amortized cost. The Corporation had FHLB stock of $ 96 million and $ 92 million at March 31, 2025 and December 31, 2024, respectively. The Corporation had Federal Reserve Bank stock of $ 98 million and $ 88 million at March 31, 2025 and December 31, 2024, respectively. Accrued interest receivable on FHLB stock totaled $ 2 million at both March 31, 2025 and December 31, 2024. Accrued interest receivable on Federal Reserve Bank Stock totaled $ 1 million at March 31, 2025 and there was none at December 31, 2024. Accrued interest receivable on both FHLB stock and Federal Reserve Bank stock is included in interest receivable on the consolidated balance sheets.

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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. The Corporation had equity securities with readily determinable fair values of $ 11 million at both March 31, 2025 and December 31, 2024.

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. The Corporation had equity securities without readily determinable fair values carried at $ 13 million at both March 31, 2025 and December 31, 2024.

Note 6 Loans

The period end loan composition was as follows:


($ in thousands)	Mar 31, 2025		Dec 31, 2024


Commercial and industrial	$	10,925,769	$	10,573,741
Commercial real estate — owner occupied	1,118,363		1,143,741
Commercial and business lending	12,044,132		11,717,483
Commercial real estate — investor	5,597,442		5,227,975
Real estate construction	1,809,054		1,982,632
Commercial real estate lending	7,406,496		7,210,607
Total commercial	19,450,628		18,928,090
Residential mortgage	6,999,654		7,047,541
Auto finance	2,878,765		2,810,220
Home equity	654,140		664,252
Other consumer	310,940		318,483
Total consumer	10,843,499		10,840,496
Total loans	$	30,294,127	$	29,768,586

Accrued interest receivable on loans totaled $ 119 million at March 31, 2025 and $ 126 million at December 31, 2024, and is included in interest receivable on the consolidated balance sheets. The amount of accrued interest reversed was approximately $ 658 ,000 for the three months ended March 31, 2025, compared to approximately $ 471 ,000 for the three months ended March 31, 2024.

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The following table presents loans by credit quality indicator by origination year at March 31, 2025:


					Term Loans Amortized Cost Basis by Origination Year (a)
($ in thousands)	Rev Loans Converted to Term (a)		Rev Loans Amortized Cost Basis		YTD 2025		2024		2023		2022		2021		Prior		Total














Commercial and industrial:
Risk rating:
Pass	$	13	$	1,810,270	$	741,400	$	2,661,841	$	1,404,585	$	2,154,397	$	972,686	$	691,512	$	10,436,691
Special mention	—		46,602		258		1,926		17,018		10,387		6,166		648		83,005
Substandard	244		47,259		1,960		92,529		12,749		109,187		125,745		3,747		393,175
Nonaccrual	—		2,421		2,687		513		2,758		4,518		—		—		12,898
Commercial and industrial	$	257	$	1,906,552	$	746,305	$	2,756,810	$	1,437,110	$	2,278,488	$	1,104,596	$	695,906	$	10,925,769
Commercial real estate - owner occupied:
Risk rating:
Pass	$	—	$	8,905	$	19,558	$	233,212	$	166,985	$	174,165	$	186,337	$	269,638	$	1,058,800
Special mention	—		—		—		7,418		5,572		—		3,173		10,241		26,403
Substandard	—		584		548		2,678		8,713		1,724		8,078		9,334		31,658
Nonaccrual	—		—		—		—		1,501		—		—		—		1,501
Commercial real estate - owner occupied	$	—	$	9,489	$	20,106	$	243,308	$	182,772	$	175,889	$	197,588	$	289,213	$	1,118,363
Commercial and business lending:
Risk rating:
Pass	$	13	$	1,819,174	$	760,958	$	2,895,053	$	1,571,570	$	2,328,562	$	1,159,023	$	961,150	$	11,495,492
Special mention	—		46,602		258		9,344		22,590		10,387		9,339		10,889		109,408
Substandard	244		47,843		2,507		95,207		21,462		110,911		133,822		13,080		424,833
Nonaccrual	—		2,421		2,687		513		4,260		4,518		—		—		14,399
Commercial and business lending	$	257	$	1,916,041	$	766,411	$	3,000,118	$	1,619,882	$	2,454,377	$	1,302,184	$	985,119	$	12,044,132
Commercial real estate - investor:
Risk rating:
Pass	$	7,272	$	174,673	$	502,372	$	1,302,707	$	681,873	$	1,155,646	$	773,972	$	660,761	$	5,252,003
Special mention	—		—		—		66,586		13,597		53,058		10,818		4,445		148,504
Substandard	—		—		38,980		10,102		38,273		63,367		2,448		12,075		165,246
Nonaccrual	—		—		632		31,057		—		—		—		—		31,689
Commercial real estate - investor	$	7,272	$	174,673	$	541,984	$	1,410,452	$	733,743	$	1,272,071	$	787,238	$	677,281	$	5,597,442
Real estate construction:
Risk rating:
Pass	$	—	$	32,516	$	30,028	$	337,291	$	347,839	$	683,699	$	32,876	$	8,597	$	1,472,845
Special mention	—		—		—		—		38,773		150,418		—		—		189,190
Substandard	—		—		26,742		34,746		6,000		79,406		—		—		146,894
Nonaccrual	—		—		—		—		—		—		—		125		125
Real estate construction	$	—	$	32,516	$	56,770	$	372,037	$	392,611	$	913,523	$	32,876	$	8,722	$	1,809,054
Commercial real estate lending:
Risk rating:
Pass	$	7,272	$	207,188	$	532,401	$	1,639,997	$	1,029,712	$	1,839,345	$	806,848	$	669,357	$	6,724,849
Special mention	—		—		—		66,586		52,370		203,476		10,818		4,445		337,694
Substandard	—		—		65,722		44,849		44,273		142,773		2,448		12,075		312,139
Nonaccrual	—		—		632		31,057		—		—		—		125		31,814
Commercial real estate lending	$	7,272	$	207,188	$	598,754	$	1,782,489	$	1,126,354	$	2,185,594	$	820,114	$	686,003	$	7,406,496
Total commercial:
Risk rating:
Pass	$	7,284	$	2,026,363	$	1,293,359	$	4,535,051	$	2,601,282	$	4,167,907	$	1,965,871	$	1,630,508	$	18,220,340
Special mention	—		46,602		258		75,930		74,960		213,863		20,156		15,334		447,102
Substandard	244		47,843		68,229		140,056		65,735		253,684		136,271		25,155		736,973
Nonaccrual	—		2,421		3,319		31,570		4,260		4,518		—		125		46,213
Total commercial	$	7,529	$	2,123,229	$	1,365,165	$	4,782,607	$	2,746,237	$	4,639,971	$	2,122,298	$	1,671,122	$	19,450,628

Table of Contents


					Term Loans Amortized Cost Basis by Origination Year (a)
($ in thousands)	Rev Loans Converted to Term (a)		Rev Loans Amortized Cost Basis		YTD 2025		2024		2023		2022		2021		Prior		Total
Residential mortgage:
Risk rating:
Pass	$	—	$	—	$	29,142	$	193,701	$	521,630	$	1,580,850	$	1,599,160	$	3,002,070	$	6,926,554
Special mention	—		—		—		—		—		—		—		311		311
Substandard	—		—		—		—		—		—		311		23		334
Nonaccrual	—		—		1,218		2,265		2,884		13,458		8,968		43,663		72,455
Residential mortgage	$	—	$	—	$	30,360	$	195,966	$	524,514	$	1,594,308	$	1,608,438	$	3,046,067	$	6,999,654
Auto finance:
Risk rating:
Pass	$	—	$	—	$	338,542	$	1,134,816	$	774,547	$	578,739	$	42,699	$	67	$	2,869,409
Special mention	—		—		—		303		563		723		45		29		1,664

Nonaccrual	—		—		—		971		2,493		3,668		559		—		7,692
Auto finance	$	—	$	—	$	338,542	$	1,136,091	$	777,604	$	583,129	$	43,303	$	96	$	2,878,765
Home equity:
Risk rating:
Pass	$	3,703	$	560,336	$	62	$	966	$	2,299	$	24,329	$	5,245	$	51,853	$	645,089
Special mention	91		—		—		—		100		147		100		430		777

Nonaccrual	64		223		—		56		176		949		224		6,647		8,275
Home equity	$	3,858	$	560,559	$	62	$	1,022	$	2,576	$	25,425	$	5,568	$	58,929	$	654,140
Other consumer:
Risk rating:
Pass	$	593	$	237,926	$	3,288	$	11,337	$	3,654	$	1,927	$	721	$	48,528	$	307,380
Special mention	1		974		—		19		—		5		4		3		1,004
Substandard	—		2,383		—		—		—		—		—		—		2,383
Nonaccrual	—		122		—		7		20		—		22		2		173
Other consumer	$	594	$	241,405	$	3,288	$	11,362	$	3,673	$	1,932	$	746	$	48,533	$	310,940
Total consumer:
Risk rating:
Pass	$	4,296	$	798,261	$	371,034	$	1,340,820	$	1,302,130	$	2,185,845	$	1,647,824	$	3,102,517	$	10,748,431
Special mention	91		974		—		322		664		875		148		773		3,755
Substandard	—		2,383		—		—		—		—		311		23		2,718
Nonaccrual	64		345		1,218		3,299		5,573		18,075		9,773		50,312		88,595
Total consumer	$	4,452	$	801,963	$	372,253	$	1,344,440	$	1,308,367	$	2,204,794	$	1,658,056	$	3,153,626	$	10,843,499
Total loans:
Risk rating:
Pass	$	11,580	$	2,824,624	$	1,664,393	$	5,875,870	$	3,903,412	$	6,353,752	$	3,613,695	$	4,733,025	$	28,968,772
Special mention	91		47,576		258		76,252		75,624		214,738		20,304		16,107		450,858
Substandard	244		50,227		68,229		140,056		65,735		253,684		136,581		25,179		739,690
Nonaccrual	64		2,766		4,537		34,869		9,833		22,592		9,773		50,437		134,808
Total loans	$	11,981	$	2,925,192	$	1,737,417	$	6,127,047	$	4,054,604	$	6,844,765	$	3,780,353	$	4,824,748	$	30,294,127

(a) Revolving loans converted to term loans are those converted during the reporting period and are also reported in their year of origination.

Table of Contents

The following table presents loans by credit quality indicator by origination year at December 31, 2024:


					Term Loans Amortized Cost Basis by Origination Year (a)
($ in thousands)	Rev Loans Converted to Term (a)		Rev Loans Amortized Cost Basis		2024		2023		2022		2021		2020		Prior		Total







Commercial and industrial:
Risk rating:
Pass	$	248	$	1,841,790	$	2,656,953	$	1,514,277	$	2,254,758	$	1,080,180	$	263,286	$	510,301	$	10,121,545
Special mention	—		48,829		4,037		4,810		63,390		6,984		515		48		128,613
Substandard	2,015		40,240		90,240		9,677		34,730		126,134		3,347		131		304,500
Nonaccrual	42		—		772		4,468		12,988		855		—		—		19,084
Commercial and industrial	$	2,306	$	1,930,860	$	2,752,002	$	1,533,233	$	2,365,866	$	1,214,154	$	267,148	$	510,480	$	10,573,741
Commercial real estate - owner occupied:
Risk rating:
Pass	$	—	$	13,760	$	228,913	$	175,059	$	180,132	$	214,237	$	114,064	$	181,982	$	1,108,147
Special mention	—		—		—		497		—		8,619		—		2,803		11,920
Substandard	—		943		2,532		10,009		1,492		701		3,371		3,125		22,173
Nonaccrual	—		—		—		1,501		—		—		—		—		1,501
Commercial real estate - owner occupied	$	—	$	14,703	$	231,446	$	187,066	$	181,625	$	223,557	$	117,435	$	187,911	$	1,143,741
Commercial and business lending:
Risk rating:
Pass	$	248	$	1,855,550	$	2,885,866	$	1,689,336	$	2,434,891	$	1,294,416	$	377,350	$	692,283	$	11,229,693
Special mention	—		48,829		4,037		5,307		63,390		15,604		515		2,852		140,532
Substandard	2,015		41,183		92,772		19,686		36,222		126,835		6,719		3,255		326,673
Nonaccrual	42		—		772		5,969		12,988		855		—		—		20,585
Commercial and business lending	$	2,306	$	1,945,563	$	2,983,447	$	1,720,298	$	2,547,491	$	1,437,710	$	384,583	$	698,390	$	11,717,483
Commercial real estate - investor:
Risk rating:
Pass	$	—	$	190,451	$	1,334,740	$	725,652	$	1,179,867	$	723,994	$	321,084	$	363,288	$	4,839,076
Special mention	—		—		69,014		6,385		30,672		12,312		6,870		10,366		135,618
Substandard	—		—		69,385		53,022		93,151		10,724		384		9,910		236,576
Nonaccrual	—		—		11,949		—		—		4,757		—		—		16,705
Commercial real estate - investor	$	—	$	190,451	$	1,485,088	$	785,058	$	1,303,690	$	751,786	$	328,338	$	383,563	$	5,227,975
Real estate construction:
Risk rating:
Pass	$	—	$	30,090	$	278,754	$	390,845	$	807,347	$	142,137	$	25,654	$	7,260	$	1,682,086
Special mention	—		—		19,419		—		96,442		—		—		—		115,862
Substandard	—		—		28,241		6,000		105,660		44,754		—		—		184,654
Nonaccrual	—		—		—		—		—		—		—		30		30
Real estate construction	$	—	$	30,090	$	326,414	$	396,845	$	1,009,450	$	186,890	$	25,654	$	7,289	$	1,982,632
Commercial real estate lending:
Risk rating:
Pass	$	—	$	220,541	$	1,613,494	$	1,116,496	$	1,987,215	$	866,130	$	346,738	$	370,548	$	6,521,163
Special mention	—		—		88,433		6,385		127,114		12,312		6,870		10,366		251,480
Substandard	—		—		97,626		59,022		198,811		55,477		384		9,910		421,230
Nonaccrual	—		—		11,949		—		—		4,757		—		30		16,735
Commercial real estate lending	$	—	$	220,541	$	1,811,502	$	1,181,903	$	2,313,140	$	938,677	$	353,992	$	390,853	$	7,210,607

Table of Contents


					Term Loans Amortized Cost Basis by Origination Year (a)
($ in thousands)	Rev Loans Converted to Term (a)		Rev Loans Amortized Cost Basis		2024		2023		2022		2021		2020		Prior		Total
Total commercial:
Risk rating:
Pass	$	248	$	2,076,092	$	4,499,360	$	2,805,832	$	4,422,105	$	2,160,547	$	724,088	$	1,062,831	$	17,750,855
Special mention	—		48,829		92,469		11,692		190,504		27,916		7,385		13,217		392,012
Substandard	2,015		41,183		190,399		78,708		235,033		182,313		7,103		13,165		747,903
Nonaccrual	42		—		12,721		5,969		12,988		5,612		—		30		37,320
Total commercial	$	2,306	$	2,166,104	$	4,794,949	$	2,902,201	$	4,860,631	$	2,376,387	$	738,576	$	1,089,243	$	18,928,090
Residential mortgage:
Risk rating:
Pass	$	—	$	—	$	172,607	$	507,186	$	1,579,182	$	1,643,341	$	1,195,752	$	1,878,251	$	6,976,319
Special mention	—		—		—		—		—		—		—		162		162
Substandard	—		—		594		327		77		—		—		24		1,022
Nonaccrual	—		—		2,338		2,134		11,420		10,141		8,297		35,708		70,038
Residential mortgage	$	—	$	—	$	175,539	$	509,647	$	1,590,679	$	1,653,482	$	1,204,049	$	1,914,144	$	7,047,541
Auto finance:
Risk rating:
Pass	$	—	$	—	$	1,241,609	$	858,924	$	650,880	$	48,999	$	67	$	77	$	2,800,555
Special mention	—		—		332		704		1,048		178		—		—		2,262

Nonaccrual	—		—		491		2,162		4,284		466		—		—		7,402
Auto finance	$	—	$	—	$	1,242,431	$	861,790	$	656,212	$	49,643	$	67	$	77	$	2,810,220
Home equity:
Risk rating:
Pass	$	8,764	$	569,866	$	411	$	1,684	$	25,372	$	5,289	$	1,965	$	50,841	$	655,429
Special mention	127		81		41		—		—		—		—		323		445

Nonaccrual	1,677		104		15		103		933		231		215		6,778		8,378
Home equity	$	10,568	$	570,051	$	467	$	1,788	$	26,305	$	5,520	$	2,180	$	57,941	$	664,252
Other consumer:
Risk rating:
Pass	$	308	$	241,230	$	14,343	$	4,808	$	2,475	$	1,440	$	584	$	49,886	$	314,767
Special mention	—		1,125		8		—		36		7		—		—		1,176
Substandard	—		2,418		—		—		—		—		—		—		2,418
Nonaccrual	2		81		5		21		7		4		—		4		122
Other consumer	$	310	$	244,855	$	14,356	$	4,829	$	2,518	$	1,451	$	584	$	49,891	$	318,483
Total consumer:
Risk rating:
Pass	$	9,071	$	811,096	$	1,428,969	$	1,372,603	$	2,257,910	$	1,699,069	$	1,198,368	$	1,979,055	$	10,747,070
Special mention	127		1,207		381		704		1,083		185		—		484		4,045
Substandard	—		2,418		594		327		77		—		—		24		3,440
Nonaccrual	1,679		185		2,849		4,420		16,644		10,842		8,512		42,490		85,941
Total consumer	$	10,878	$	814,906	$	1,432,794	$	1,378,053	$	2,275,714	$	1,710,096	$	1,206,880	$	2,022,053	$	10,840,496
Total loans:
Risk rating:
Pass	$	9,320	$	2,887,188	$	5,928,329	$	4,178,435	$	6,680,015	$	3,859,616	$	1,922,456	$	3,041,886	$	28,497,925
Special mention	127		50,036		92,851		12,396		191,587		28,101		7,385		13,701		396,057
Substandard	2,015		43,602		190,993		79,035		235,110		182,313		7,103		13,189		751,344
Nonaccrual	1,721		185		15,570		10,389		29,632		16,453		8,512		42,519		123,260
Total loans	$	13,183	$	2,981,010	$	6,227,743	$	4,280,254	$	7,136,344	$	4,086,483	$	1,945,455	$	3,111,296	$	29,768,586

(a) Revolving loans converted to term loans are those converted during the reporting period and are also reported in their year of origination.

Table of Contents

The following table presents gross charge offs by origination year for the three months ended March 31, 2025:


			Gross Charge Offs by Origination Year
($ in thousands)	Rev Loans Amortized Cost Basis		2025		2024		2023		2022		2021		Prior		Total
Commercial and industrial	$	1,183	$	—	$	471	$	1,963	$	3,696	$	379	$	—	$	7,692
Commercial real estate-owner occupied	—		—		—		—		—		—		—		—
Commercial and business lending	1,183		—		471		1,963		3,696		379		—		7,692
Commercial real estate-investor	—		—		892		—		—		—		—		892
Real estate construction	—		—		—		—		—		—		—		—
Commercial real estate lending	—		—		892		—		—		—		—		892
Total commercial	1,183		—		1,364		1,963		3,696		379		—		8,585
Residential mortgage	—		—		—		26		190		—		24		239
Auto finance	—		—		383		910		941		95		—		2,330
Home equity	—		—		—		26		—		5		29		61
Other consumer	2,256		—		—		13		7		213		12		2,500
Total consumer	2,256		—		383		975		1,138		313		65		5,130
Total gross charge offs	$	3,439	$	—	$	1,747	$	2,938	$	4,834	$	692	$	65	$	13,714

The following table presents gross charge offs by origination year for the year ended December 31, 2024:


			Gross Charge Offs by Origination Year
($ in thousands)	Rev Loans Amortized Cost Basis		2024		2023		2022		2021		2020		Prior		Total
Commercial and industrial	$	4,433	$	128	$	11,484	$	8,510	$	22,959	$	3	$	—	$	47,517
Commercial real estate-owner occupied	—		—		—		—		—		—		3		3
Commercial and business lending	4,433		128		11,484		8,510		22,959		3		3		47,520
Commercial real estate-investor	—		6,617		1		—		4,569		—		—		11,187
Real estate construction	—		—		—		—		—		—		—		—
Commercial real estate lending	—		6,617		1		—		4,569		—		—		11,187
Total commercial	4,433		6,745		11,485		8,510		27,528		3		3		58,707
Residential mortgage	—		—		134		125		101		153		515		1,029
Auto finance	—		418		2,982		5,582		560		—		—		9,541
Home equity	93		—		—		9		19		10		85		216
Other consumer	6,555		20		96		75		75		42		59		6,922
Total consumer	6,649		438		3,212		5,790		755		205		659		17,709
Total gross charge offs	$	11,082	$	7,183	$	14,697	$	14,300	$	28,283	$	209	$	662	$	76,415

Factors that are important to managing overall credit quality are sound loan underwriting and administration, systematic monitoring of existing loans and commitments, effective loan review on an ongoing basis, early identification of potential problems, and appropriate policies for ACLL, nonaccrual loans, and charge offs.

For commercial loans, management has determined the pass credit quality indicator to include credits exhibiting acceptable financial statements, cash flow, and leverage. If any risk exists, it is mitigated by the loan structure, collateral, monitoring, or control. For consumer loans, performing loans include credits performing in accordance with the original contractual terms.

Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Special mention credits have potential weaknesses that deserve management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the credit or in the credit position at some future date. Accruing loan modifications could be pass or special mention, depending on the risk rating on the loan. Substandard loans are considered inadequately protected by the current sound worth and paying capacity of the obligor or the collateral pledged, if any. These loans have a well-defined weakness, or weaknesses, that jeopardize the liquidation of the debt, and are characterized by the distinct possibility the Corporation will sustain some loss if the deficiencies are not corrected. Management has determined commercial loan relationships in nonaccrual status, and commercial and consumer loan relationships with their terms restructured in a loan modification, meet the criteria to be individually evaluated. Commercial loans classified as special mention, substandard, and nonaccrual are reviewed at a minimum on a quarterly basis, while pass credits, which are performing rated credits, are generally reviewed on an annual basis or more frequently if the loan renewal is less than one year or if otherwise warranted.

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The recorded investment of consumer loans secured by residential real estate properties for which foreclosure proceedings are in process totaled $ 23 million at March 31, 2025 and December 31, 2024, respectively.

The following table presents loans by past due status at March 31, 2025:


	Accruing
($ in thousands)	Current		30-59 Days Past Due		60-89 Days Past Due		90+ Days Past Due		Nonaccrual (a)(b)		Total


Commercial and industrial	$	10,904,616	$	6,934	$	806	$	515	$	12,898	$	10,925,769
Commercial real estate - owner occupied	1,115,706		1,156		—		—		1,501		1,118,363
Commercial and business lending	12,020,322		8,090		806		515		14,399		12,044,132
Commercial real estate - investor	5,563,289		2,463		—		—		31,689		5,597,442
Real estate construction	1,808,929		—		—		—		125		1,809,054
Commercial real estate lending	7,372,218		2,463		—		—		31,814		7,406,496
Total commercial	19,392,540		10,553		806		515		46,213		19,450,628
Residential mortgage	6,913,632		13,257		311		—		72,455		6,999,654
Auto finance	2,858,551		10,858		1,664		—		7,692		2,878,765
Home equity	642,260		2,829		777		—		8,275		654,140
Other consumer	305,865		1,330		1,050		2,521		173		310,940
Total consumer	10,720,308		28,274		3,802		2,521		88,595		10,843,499
Total loans	$	30,112,848	$	38,827	$	4,608	$	3,036	$	134,808	$	30,294,127

(a) Of the total nonaccrual loans, $ 44 million, or 32 %, were current with respect to payment at March 31, 2025.

(b) No interest income was recognized on nonaccrual loans for the three months ended March 31, 2025. In addition, there were $ 23 million of nonaccrual loans for which there was no related ACLL at March 31, 2025.

The following table presents loans by past due status at December 31, 2024:


	Accruing
($ in thousands)	Current		30-59 Days Past Due		60-89 Days Past Due		90+ Days Past Due		Nonaccrual (a)(b)		Total


Commercial and industrial	$	10,552,756	$	899	$	361	$	642	$	19,084	$	10,573,741
Commercial real estate - owner occupied	1,140,607		1,533		101		—		1,501		1,143,741
Commercial and business lending	11,693,363		2,432		462		642		20,585		11,717,483
Commercial real estate - investor	5,174,879		5,117		31,274		—		16,705		5,227,975
Real estate construction	1,982,581		21		—		—		30		1,982,632
Commercial real estate lending	7,157,460		5,138		31,274		—		16,735		7,210,607
Total commercial	18,850,823		7,570		31,736		642		37,320		18,928,090
Residential mortgage	6,962,610		14,731		162		—		70,038		7,047,541
Auto finance	2,787,967		12,588		2,262		—		7,402		2,810,220
Home equity	651,248		4,181		445		—		8,378		664,252
Other consumer	312,687		1,892		1,236		2,547		122		318,483
Total consumer	10,714,512		33,391		4,105		2,547		85,941		10,840,496
Total loans	$	29,565,335	$	40,961	$	35,841	$	3,189	$	123,260	$	29,768,586

(a) Of the total nonaccrual loans, $ 52 million, or 42 %, were current with respect to payment at December 31, 2024.

(b) No interest income was recognized on nonaccrual loans for the year ended December 31, 2024. In addition, there were $ 24 million of nonaccrual loans for which there was no related ACLL at December 31, 2024.

Loan Modifications

The following tables show the composition of loan modifications made to borrowers experiencing financial difficulty by the loan portfolio and type of concessions granted. Each of the types of concessions granted comprised less than 1% of their respective classes of loan portfolios at March 31, 2025.


	Interest Rate Concession
	Amortized Cost
	Three Months Ended Mar 31,
($ in thousands)	2025		2024
Commercial and industrial	$	176	$	159

Auto finance	—		46

Other consumer	887		534
Total loans modified	$	1,063	$	739

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	Combination - Interest Rate Concession and Term Extension
	Amortized Cost
	Three Months Ended Mar 31,
($ in thousands)	2025		2024

Residential mortgage	$	1,644	$	643
Home equity	61		31

Total loans modified	$	1,704	$	674

The following tables summarize, by loan portfolio, the financial effect of the Corporation's loan modifications on the modified loans.


	Interest Rate Concession
	Financial Effect, Weighted Average Contractual Interest Rate (Decrease) Increase (a)
	Three Months Ended Mar 31,
Loan Type	2025		2024
Commercial and industrial	( 25 )	%	( 16 )	%
Residential mortgage	1	%	3	%
Auto finance	—	%	( 9 )	%
Home equity	( 4 )	%	( 3 )	%
Other consumer	( 21 )	%	( 21 )	%
Weighted average of total loans modified	( 8 )	%	( 9 )	%

(a) Some interest rate concessions may involve an increase in rate that was lower in comparison to prevailing market rates.

Term Extension

Financial Effect, Weighted Average Term Increase (a)

Three Months Ended Mar 31,

Loan Type

2025

2024

Residential mortgage

145 months

158 months

Home equity

60 months

64 months

Weighted average of total loans modified

141 months

153 months

(a) During the three months ended March 31, 2025 and March 31, 2024, term extensions changed the weighted average term on modified loans from 258 to 399 months and 254 to 407 months, respectively.

The Corporation closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table depicts the performance of loans that have been modified in the twelve months ended March 31, 2025:


	Payment Status (Amortized Cost Basis)
($ in thousands)	Current		30-89 Days Past Due		90+ Days Past Due
Commercial and industrial	$	459	$	—	$	—
Residential mortgage	3,037		346		572
Auto finance	1		—		—
Home equity	267		—		—
Other consumer	2,421		—		—
Total loans modified	$	6,184	$	346	$	572

The following table depicts the performance of loans that have been modified in the twelve months ended March 31, 2024:


	Payment Status (Amortized Cost Basis)
($ in thousands)	Current		30-89 Days Past Due		90+ Days Past Due
Commercial and industrial	$	377	$	—	$	—
Residential mortgage	1,107		175		55
Auto finance	75		3		—
Home equity	199		47		75
Other consumer	1,487		—		—
Total loans modified	$	3,244	$	224	$	131

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None of the loans modified in the previous twelve months subsequently had a payment default during the three months ended March 31, 2025. The following table provides the amortized cost of loan modifications by loan portfolio and type of concession that were modified in the previous twelve months had a payment default during the three months ended March 31, 2024:


	Amortized Cost of Loan Modifications that Subsequently Defaulted
($ in thousands)	Interest Rate Concession		Term Extension		Combination Interest Rate Concession and Term Extension

Auto finance	$	11	$	—	$	—

Total loans modified	$	11	$	—	$	—

The nature and extent of the impairment of modified loans, including those which have experienced a subsequent payment default, are considered in the determination of an appropriate level of the ACLL.

Allowance for Credit Losses on Loans

The ACLL is comprised of the allowance for loan losses and the allowance for unfunded commitments. The level of the ACLL represents management’s estimate of an amount appropriate to provide for expected lifetime credit losses in the loan portfolio at the balance sheet date. The expected lifetime credit losses are the product of multiplying the Corporation's estimates of probability of default, loss given default, and the individual loan level exposure at default on an undiscounted basis. A main factor in the determination of the ACLL is the economic forecast. The forecast the Corporation used for March 31, 2025 was the Moody's baseline scenario from February 2025, which was reviewed against the March 2025 baseline scenario with no material updates made, over a two year reasonable and supportable period with straight-line reversion to the historical losses over the second year of the period. The allowance for unfunded commitments is maintained at a level believed by management to be sufficient to absorb expected lifetime losses related to unfunded credit facilities (including unfunded loan commitments and letters of credit). See Note 11 for additional information on the change in the allowance for unfunded commitments.

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The following table presents a summary of the changes in the ACLL by portfolio segment for the three months ended March 31, 2025:


($ in thousands)	Dec 31, 2024		Charge offs		Recoveries		Net Charge offs		Provision for Credit Losses		Mar 31, 2025		ACLL / Loans
Allowance for loan losses


Commercial and industrial	$	136,596	$	( 7,692 )	$	2,966	$	( 4,726 )	$	12,343	$	144,213
Commercial real estate — owner occupied	9,417		—		—		—		2,009		11,426
Commercial and business lending	146,013		( 7,692 )		2,966		( 4,726 )		14,352		155,639
Commercial real estate — investor	71,547		( 892 )		—		( 892 )		7,533		78,187
Real estate construction	51,499		—		30		30		( 5,216 )		46,313
Commercial real estate lending	123,046		( 892 )		30		( 863 )		2,317		124,500
Total commercial	269,060		( 8,585 )		2,996		( 5,589 )		16,669		280,139
Residential mortgage	32,576		( 239 )		436		197		1,388		34,160
Auto finance	28,467		( 2,330 )		811		( 1,519 )		( 916 )		26,032
Home equity	16,620		( 61 )		350		289		( 1,193 )		15,716
Other consumer	16,824		( 2,500 )		424		( 2,076 )		553		15,300
Total consumer	94,486		( 5,130 )		2,021		( 3,109 )		( 169 )		91,209
Total loans	$	363,545	$	( 13,714 )	$	5,017	$	( 8,698 )	$	16,500	$	371,348
Allowance for unfunded commitments


Commercial and industrial	$	14,456	$	—	$	—	$	—	$	2,048	$	16,504
Commercial real estate — owner occupied	151		—		—		—		( 37 )		114
Commercial and business lending	14,607		—		—		—		2,011		16,618
Commercial real estate — investor	578		—		—		—		384		962
Real estate construction	19,591		—		—		—		( 6,031 )		13,560
Commercial real estate lending	20,169		—		—		—		( 5,647 )		14,522
Total commercial	34,776		—		—		—		( 3,636 )		31,140


Home equity	2,465		—		—		—		( 12 )		2,453
Other consumer	1,535		—		—		—		148		1,683
Total consumer	4,000		—		—		—		136		4,136
Total loans	$	38,776	$	—	$	—	$	—	$	( 3,500 )	$	35,276
Allowance for credit losses on loans


Commercial and industrial	$	151,052	$	( 7,692 )	$	2,966	$	( 4,726 )	$	14,391	$	160,717	1.47	%
Commercial real estate — owner occupied	9,568		—		—		—		1,972		11,540		1.03	%
Commercial and business lending	160,620		( 7,692 )		2,966		( 4,726 )		16,363		172,257		1.43	%
Commercial real estate — investor	72,125		( 892 )		—		( 892 )		7,917		79,149		1.41	%
Real estate construction	71,090		—		30		30		( 11,247 )		59,873		3.31	%
Commercial real estate lending	143,215		( 892 )		30		( 863 )		( 3,330 )		139,022		1.88	%
Total commercial	303,835		( 8,585 )		2,996		( 5,589 )		13,033		311,279		1.60	%
Residential mortgage	32,576		( 239 )		436		197		1,388		34,160		0.49	%
Auto finance	28,467		( 2,330 )		811		( 1,519 )		( 916 )		26,032		0.90	%
Home equity	19,085		( 61 )		350		289		( 1,205 )		18,169		2.78	%
Other consumer	18,359		( 2,500 )		424		( 2,076 )		700		16,983		5.46	%
Total consumer	98,486		( 5,130 )		2,021		( 3,109 )		( 33 )		95,344		0.88	%
Total loans	$	402,322	$	( 13,714 )	$	5,017	$	( 8,698 )	$	13,000	$	406,624	1.34	%

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The following table presents a summary of the changes in the ACLL by portfolio segment for the year ended December 31, 2024:


($ in thousands)	Dec 31, 2023		Charge offs		Recoveries		Net Charge offs		Provision for Credit Losses		Dec 31, 2024		ACLL / Loans
Allowance for loan losses


Commercial and industrial	$	128,263	$	( 47,517 )	$	2,148	$	( 45,369 )	$	53,703	$	136,596
Commercial real estate — owner occupied	10,610		( 3 )		7		4		( 1,198 )		9,417
Commercial and business lending	138,873		( 47,520 )		2,155		( 45,365 )		52,505		146,013
Commercial real estate — investor	67,858		( 11,187 )		—		( 11,187 )		14,876		71,547
Real estate construction	53,554		—		65		65		( 2,119 )		51,499
Commercial real estate lending	121,412		( 11,187 )		65		( 11,122 )		12,756		123,046
Total commercial	260,285		( 58,707 )		2,220		( 56,487 )		65,262		269,060
Residential mortgage	37,808		( 1,029 )		280		( 750 )		( 4,483 )		32,576
Auto finance	24,961		( 9,541 )		2,905		( 6,637 )		10,142		28,467
Home equity	15,403		( 216 )		1,366		1,150		67		16,620
Other consumer	12,638		( 6,922 )		1,096		( 5,826 )		10,012		16,824
Total consumer	90,809		( 17,709 )		5,647		( 12,062 )		15,738		94,486
Total loans	$	351,094	$	( 76,415 )	$	7,867	$	( 68,549 )	$	81,000	$	363,545
Allowance for unfunded commitments


Commercial and industrial	$	13,319	$	—	$	—	$	—	$	1,137	$	14,456
Commercial real estate — owner occupied	149		—		—		—		2		151
Commercial and business lending	13,468		—		—		—		1,139		14,607
Commercial real estate — investor	480		—		—		—		98		578
Real estate construction	17,024		—		—		—		2,567		19,591
Commercial real estate lending	17,504		—		—		—		2,664		20,169
Total commercial	30,972		—		—		—		3,803		34,776


Home equity	2,629		—		—		—		( 164 )		2,465
Other consumer	1,174		—		—		—		361		1,535
Total consumer	3,803		—		—		—		197		4,000
Total loans	$	34,776	$	—	$	—	$	—	$	4,000	$	38,776
Allowance for credit losses on loans


Commercial and industrial	$	141,582	$	( 47,517 )	$	2,148	$	( 45,369 )	$	54,840	$	151,052	1.43	%
Commercial real estate — owner occupied	10,759		( 3 )		7		4		( 1,196 )		9,568		0.84	%
Commercial and business lending	152,341		( 47,520 )		2,155		( 45,365 )		53,644		160,620		1.37	%
Commercial real estate — investor	68,338		( 11,187 )		—		( 11,187 )		14,973		72,125		1.38	%
Real estate construction	70,578		—		65		65		447		71,090		3.59	%
Commercial real estate lending	138,916		( 11,187 )		65		( 11,122 )		15,421		143,215		1.99	%
Total commercial	291,257		( 58,707 )		2,220		( 56,487 )		69,065		303,835		1.61	%
Residential mortgage	37,808		( 1,029 )		280		( 750 )		( 4,483 )		32,576		0.46	%
Auto finance	24,961		( 9,541 )		2,905		( 6,637 )		10,142		28,467		1.01	%
Home equity	18,032		( 216 )		1,366		1,150		( 97 )		19,085		2.87	%
Other consumer	13,812		( 6,922 )		1,096		( 5,826 )		10,373		18,359		5.76	%
Total consumer	94,613		( 17,709 )		5,647		( 12,062 )		15,935		98,486		0.91	%
Total loans	$	385,870	$	( 76,415 )	$	7,867	$	( 68,549 )	$	85,000	$	402,322	1.35	%

Note 7 Goodwill and Other Intangible Assets

Goodwill

Goodwill is not amortized but is instead subject to impairment tests on at least an annual basis, and more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount.

The Corporation conducted its most recent annual impairment testing in May 2024, utilizing a qualitative assessment. Based on this assessment, management concluded that it is more likely than not that the estimated fair value exceeded the carrying value (including goodwill) for each reporting unit. Therefore, a step one quantitative analysis was not required. There have been no events since the May 2024 impairment test that have changed the Corporation's impairment assessment conclusion. There were no impairment charges recorded in 2024 or the first three months of 2025.

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The Corporation had goodwill of $ 1.1 billion at both March 31, 2025 and December 31, 2024.

Core Deposit Intangibles

The Corporation has CDIs which are amortized. Changes in the gross carrying amount, accumulated amortization, and net book value for CDIs were as follows:


($ in thousands)	Three Months Ended Mar 31, 2025		Year Ended Dec 31, 2024
Core deposit intangibles
Gross carrying amount at the beginning of period	$	88,109	$	88,109

Accumulated amortization	( 58,652 )		( 56,449 )
Net book value	$	29,457	$	31,660
Amortization during the period	$	2,203	$	8,811

Mortgage Servicing Rights

The Corporation sells residential mortgage loans in the secondary market and typically retains the right to service the loans sold. MSRs are not traded in active markets. As a result, a cash flow model is used to determine fair value. Key assumptions and estimates, including projected prepayment speeds, assumed servicing costs, ancillary income, costs to service delinquent loans, costs of foreclosure, and discount rates with option-adjusted spreads, are used in measuring the fair value of the MSRs asset. These assumptions are considered significant unobservable inputs. See Note 11 for a discussion of the recourse provisions on sold residential mortgage loans. See Note 12 which further discusses fair value measurement relative to the MSRs asset.

A summary of changes in the balance of the MSRs asset under the fair value measurement method is as follows:


($ in thousands)	Three Months Ended Mar 31, 2025			Year Ended Dec 31, 2024
Mortgage servicing rights
Mortgage servicing rights at beginning of period	$	87,683		$	84,390


Additions	1,346			6,707
Decay	( 1,731 )			( 8,060 )
Valuation:

Changes in fair value of asset	( 1,047 )			4,646


Mortgage servicing rights at end of period	$	86,251		$	87,683





Portfolio of residential mortgage loans serviced for others (“servicing portfolio”)	$	6,242,796		$	6,285,018
Mortgage servicing rights to servicing portfolio	1.38		%	1.40		%

The projections of amortization expense for CDIs and decay for MSRs are based on existing asset balances, the current interest rate environment, and prepayment speeds as of March 31, 2025. The actual expense the Corporation recognizes in any given period may be significantly different depending upon acquisition or sale activities, changes in interest rates, prepayment speeds, market conditions, regulatory requirements, and events or circumstances that indicate the carrying amount of an asset may not be recoverable. The following table shows the estimated future yearly amortization expense for CDIs and decay for MSRs:


($ in thousands)	Core Deposit Intangibles		Mortgage Servicing Rights
Nine months ended December 31, 2025	$	6,608	$	6,787
2026	8,811		11,469
2027	8,811		11,456
2028	3,485		10,799
2029	1,681		9,827
2030	61		8,782
Beyond 2030	—		27,131
Total estimated amortization expense and MSRs decay (a)	$	29,457	$	86,251

(a) Includes the decrease in value due to passage of time, including the impact from both regularly scheduled principal payments and partial loan paydowns.

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Note 8 Short and Long-Term Funding

The following table presents the components of short-term funding (funding with original contractual maturities of one year or less), and long-term funding (funding with original contractual maturities greater than one year):


($ in thousands)	Mar 31, 2025		Dec 31, 2024
Short-term funding
Federal funds purchased	$	225,385	$	370,325
Securities sold under agreements to repurchase	85,950		100,044
Federal funds purchased and securities sold under agreements to repurchase	311,335		470,369



Long-term funding
Corporation senior notes, at par	$	300,000	$	300,000
Corporation subordinated notes, at par	300,000		550,000
Discount and capitalized costs	( 8,369 )		( 8,664 )
Subordinated debt fair value hedge (a)	( 521 )		( 3,996 )
Finance leases	273		295
Total long-term funding	$	591,382	$	837,635
Total short and long-term funding, excluding FHLB advances	$	902,718	$	1,308,004
FHLB advances
Short-term FHLB advances	$	1,420,000	$	1,250,000
Long-term FHLB advances	611,519		611,551
FHLB advances fair value hedge (a)	( 4,222 )		( 7,744 )
Total FHLB advances	$	2,027,297	$	1,853,807

Total short and long-term funding	$	2,930,015	$	3,161,811

(a) For additional information on the fair value hedges, see Note 9.

Securities Sold Under Agreements to Repurchase

The Corporation enters into agreements under which it sells securities subject to an obligation to repurchase the same or similar securities. Under these arrangements, the Corporation may transfer legal control over the assets but still retain effective control through an agreement that both entitles and obligates the Corporation to repurchase the assets. The obligation to repurchase the securities is reflected as a liability on the Corporation’s consolidated balance sheets, while the securities underlying the repurchase agreements remain in the respective investment securities asset accounts (i.e., there is no offsetting or netting of the investment securities assets with the repurchase agreement liabilities).

The Corporation utilizes repurchase agreements to facilitate the needs of its customers. The fair value of securities pledged to secure repurchase agreements may decline. At March 31, 2025, the Corporation had pledged securities valued at 201 % of the gross outstanding balance of repurchase agreements to manage this risk.

The remaining contractual maturity of the securities sold under agreements to repurchase on the consolidated balance sheets is presented in the following table:


	Overnight and Continuous
($ in thousands)	Mar 31, 2025		Dec 31, 2024
Repurchase agreements
Agency mortgage-related securities	$	85,950	$	100,044

Long-Term Funding

Senior Notes

In August 2024 , the Corporation issued $ 300 million in aggregate principal amount of 6.455 % Fixed Rate / Floating Rate Senior Notes Due August 29, 2030 . Up to, but excluding, August 29, 2024, to, but excluding, August 29, 2029, the senior notes will have a fixed coupon interest rate of 6.455 % per annum, payable semi-annually in arrears. During the period from, and including, August 29, 2029 , to, but excluding, the maturity date, the senior notes will have a floating rate per annum equal to Compounded SOFR (as defined in the Global Note issued in connection with the senior notes) plus 3.030 %, payable quarterly in arrears. Prior to August 29, 2029 , the Corporation may, at its option, redeem the senior notes, in whole or in part, at any time and from time to time, by paying the aggregate principal amount of the notes to be redeemed plus a "make whole" premium plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. On August 29, 2029 , the Corporation may redeem the senior notes, in whole, but not in part, by paying the aggregate principal amount of the notes to be redeemed plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. At any time and from time to time on or

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after July 30, 2030 (30 days prior to the maturity date), the Corporation may redeem the senior notes in whole or in part by paying the aggregate principal amount of the senior notes to be redeemed plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. The senior notes were issued at a discount.

Subordinated Notes

In February 2023 , the Corporation issued $ 300 million of 10 -year subordinated notes, due March 1, 2033 and redeemable (i) on the reset date of March 1, 2028 and any interest payment date thereafter, (ii) at any time on or after the three month period prior to the maturity date, and (iii) upon the occurrence of a Regulatory Capital Treatment Event (as defined in the Global Note). The subordinated notes have a fixed coupon interest rate of 6.625 % until the reset date, after which the rate will be equal to the Five-Year U.S. Treasury Rate as of the reset date plus 2.812 % per annum. The notes were issued at a discount.

In January 2025 , $ 250 million of 10 -year subordinated notes issued in November 2014 by the Corporation matured and were repaid.

Finance Leases

Finance leases are used in conjunction with branch operations. See Note 16 for additional disclosure regarding the Corporation’s leases.

Note 9 Derivative and Hedging Activities

The Corporation enters into derivative financial instruments to manage exposures that arise from business activities that result in the payment of future known and uncertain cash amounts, the value of which are determined by interest and currency rates as well as other economic conditions.

At inception, the Corporation designates the derivative contract as either a fair value hedge (i.e., a hedge of the fair value of a recognized asset or liability), a cash flow hedge (i.e., a hedge of the variability of cash flows to be received or paid related to a recognized asset or liability), or a non-designated hedge. The hedge accounting methodologies applied for fair value, cash flow, and non-designated hedges are described in the Derivative and Hedging Activities note in the Corporation's 2024 Annual Report on Form 10-K.

The contract or notional amount of a derivative is used to determine, along with the other terms of the derivative, the amounts to be exchanged between the counterparties. The Corporation is exposed to credit risk in the event of nonperformance by counterparties to financial instruments. To mitigate the counterparty risk, contracts generally contain language outlining collateral pledging requirements for each counterparty. For non-centrally cleared derivatives, collateral must be posted when the market value exceeds certain mutually agreed upon threshold limits. Securities and cash are often pledged as collateral. The Corporation pledged $ 80 million and $ 81 million of investment securities as collateral at March 31, 2025, and December 31, 2024, respectively. Cash is often pledged as collateral for derivatives that are not centrally cleared. The Corporation's required cash collateral was $ 9 million at March 31, 2025 and was approximately $ 250 ,000 at December 31, 2024. For fair value information and disclosures and for the Corporation's accounting policy for derivative and hedging activities, see the Fair Value Measurements and Summary of Significant Accounting Policies notes in the Corporation's 2024 Annual Report on Form 10-K.

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The following table presents the total notional amounts and gross fair values of the Corporation's derivatives, as well as the balance sheet netting adjustments:


	Mar 31, 2025								Dec 31, 2024
	Asset				Liability				Asset				Liability
($ in thousands)	Notional Amount		Fair Value		Notional Amount		Fair Value		Notional Amount		Fair Value		Notional Amount		Fair Value
Designated as hedging instruments:
Interest rate-related instruments (a)	$	2,750,000	$	8,813	$	250,000	$	418	$	1,950,000	$	2,960	$	1,150,000	$	2,976
Foreign currency exchange forwards	302,233		1,460		41,696		115		127,518		2,457		216,665		563
Total designated as hedging instruments	10,273				533				5,418				3,539
Not designated as hedging instruments:
Interest rate-related and other instruments	4,040,636		81,446		6,835,672		136,453		3,858,867		88,541		6,992,894		170,928
Foreign currency exchange forwards	105,979		2,085		39,418		1,846		68,028		4,315		74,199		4,106

Mortgage banking (b)	55,617		988		100,500		583		28,580		580		85,000		—
Total not designated as hedging instruments	84,518				138,883				93,436				175,034
Gross derivatives before netting			94,791				139,416				98,854				178,573
Less: Legally enforceable master netting agreements	14,744				14,744				12,667				12,667
Less: Cash collateral pledged/received	19,389				140				35,190				250
Total derivative instruments, after netting	$	60,658			$	124,532			$	50,997			$	165,656

(a) The notional amounts of the interest rate-related instruments designated as hedging instruments include forward starting interest rate swaps. As of March 31, 2025 such swaps with effective dates of November 1, 2025 had an asset notional amount and fair value of $ 150 million and $ 2 million, respectively. As of December 31, 2024 such swaps with effective dates ranging from February 1, 2025 to March 1, 2025 had an asset notional amount and fair value of $ 100 million and approximately $ 333 ,000, respectively, and a liability notional amount and fair value of $ 300 million and $ 1 million, respectively.
(b) The notional amount of the mortgage derivative asset includes interest rate lock commitments, while the notional amount of the mortgage derivative liability includes forward commitments. As of March 31, 2025 the fair value amount of the mortgage derivative asset included interest rate lock commitments, while the fair value amount of the mortgage derivative liability included forward commitments. As of December 31, 2024 the fair value of the mortgage derivative asset included approximately $ 327 ,000 of interest rate lock commitments and approximately $ 254 ,000 of forward commitments.

The following table presents amounts that were recorded on the consolidated balance sheets related to cumulative basis adjustments for fair value hedges:


	Line Item in the Consolidated Balance Sheets in Which the Hedged Item is Included
	Carrying Amount of the Hedged Assets/(Liabilities) (a)		Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets/(Liabilities)		Carrying Amount of the Hedged Assets/(Liabilities) (a)		Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets/(Liabilities)
($ in thousands)	Mar 31, 2025				Dec 31, 2024
Other long-term funding	$	( 299,479 )	$	521	$	( 296,004 )	$	3,996
FHLB advances	( 595,778 )		4,222		( 592,256 )		7,744
Total	$	( 895,257 )	$	4,743	$	( 888,260 )	$	11,740

(a) Excludes hedged items where only foreign currency risk is the designated hedged risk. At March 31, 2025 and December 31, 2024, the carrying amount excluded for foreign currency denominated loans was $ 344 million.

The Corporation terminated its $ 500 million fair value hedge during the fourth quarter of 2019. At March 31, 2025, the amortized cost basis of the closed portfolios which had previously been used in the terminated hedging relationship was $ 212 million and is included in loans on the consolidated balance sheets. This amount includes approximately $ 807 ,000 of hedging adjustments on the discontinued hedging relationships, which are not presented in the table above.

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The tables below identify the effect of fair value and cash flow hedge accounting on the Corporation's consolidated statements of income:


	Location and Amount Recognized on the Consolidated Statements of Income in Fair Value and Cash Flow Hedging Relationships
	Three Months Ended Mar 31,
	2025				2024
($ in thousands)	Interest Income		Interest Expense		Interest Income		Interest Expense
Total amounts of income/expense presented on the consolidated statements of income in which the effects of the fair value or cash flow hedges are recorded (a)	$	( 1,149 )	$	2,219	$	( 4,863 )	$	5,322
The effects of fair value and cash flow hedging: Impact on fair value hedging relationships in Subtopic 815-20
Interest contracts:
Hedged items	( 32 )		6,997		( 40 )		( 10,210 )
Derivatives designated as hedging instruments (a)	( 1,118 )		( 4,778 )		( 4,823 )		15,532

(a) Includes net settlements on the derivatives.


	Location and Amount Recognized on the Consolidated Statements of Income in Fair Value Hedging Relationships
	Three Months Ended Mar 31,
	2025		2024
($ in thousands)	Capital Markets, Net		Capital Markets, Net
Total amounts of income/expense presented on the consolidated statements of income in which the effects of the fair value hedges are recorded	$	1	$	—
The effects of fair value hedging: Impact on fair value hedging relationships in Subtopic 815-20
Foreign currency contracts:
Hedged items	553		( 9,070 )
Derivatives designated as hedging instruments	( 551 )		9,070

The following table presents the effect of cash flow hedge accounting on accumulated other comprehensive income (loss):


	Three Months Ended Mar 31,
($ in thousands)	2025		2024
Interest rate-related instruments designated as cash flow hedging instruments
Amount of income (loss) recognized in OCI on cash flow hedge derivatives (a)	$	7,268	$	( 19,461 )


Amount of loss reclassified from accumulated other comprehensive income (loss) into interest income (a)	1,118		4,823

(a) The entirety of gains (losses) recognized in OCI as well as the losses reclassified from accumulated other comprehensive income (loss) into interest income were included components in the assessment of hedge effectiveness.

Amounts reported in accumulated other comprehensive income (loss) related to cash flow hedge derivatives are reclassified to interest income as interest payments are made on the hedged variable interest rate assets. The Corporation estimates that $ 1 million will be reclassified as an increase to interest income over the next 12 months. This amount could differ from amounts actually recognized due to changes in interest rates, hedge de-designations, or the addition of other hedges subsequent to March 31, 2025. The maximum length of time over which the Corporation is hedging its exposure to the variability in future cash flows is 33 months as of March 31, 2025.

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The table below identifies the effect of derivatives not designated as hedging instruments on the Corporation's consolidated statements of income:


	Consolidated Statements of Income Category of Gain / (Loss) Recognized in Income	Three Months Ended Mar 31,
($ in thousands)		2025		2024
Derivative instruments
Interest rate-related and other instruments — customer and mirror, net	Capital markets, net	$	( 48 )	$	( 71 )
Interest rate-related instruments — MSRs hedge	Mortgage banking, net	1,466		( 2,937 )
Foreign currency exchange forwards	Capital markets, net	500		746

Interest rate lock commitments (mortgage)	Mortgage banking, net	661		227
Forward commitments (mortgage)	Mortgage banking, net	( 837 )		451

Note 10 Balance Sheet Offsetting

Interest Rate-Related Instruments and Foreign Exchange Forwards (“Interest and Foreign Exchange Agreements”)

The Corporation is permitted to present derivative receivables and derivative payables with the same counterparty and the related cash collateral receivables and payables on a net basis on the consolidated balance sheets when a legally enforceable master netting agreement exists. The Corporation has elected to net such balances where it has determined that the specified conditions are met.

The Corporation uses master netting agreements to mitigate counterparty credit risk in these transactions, including derivative contracts. A master netting agreement is a single agreement with a counterparty that permits multiple transactions governed by that agreement to be terminated or accelerated and settled through a single payment in a single currency in the event of a default (e.g., bankruptcy, failure to make a required payment or securities transfer or deliver collateral or margin when due).

Typical master netting agreements for these types of transactions also contain a collateral/margin agreement that provides for a security interest in, or title transfer of, securities or cash collateral/margin to the party that has the right to demand margin (the “demanding party”). The collateral/margin agreement typically requires a party to transfer collateral/margin to the demanding party with a value equal to the amount of the margin deficit on a net basis across all transactions governed by the master netting agreement, less any threshold. The collateral/margin agreement grants to the demanding party, upon default by the counterparty, the right to offset any amounts payable by the counterparty against any posted collateral or the cash equivalent of any posted collateral/margin. It also grants to the demanding party the right to liquidate collateral/margin and to apply the proceeds to an amount payable by the counterparty.

For additional information on the Corporation’s derivative and hedging activities, see the Derivative and Hedging Activities note in the Corporation's 2024 Annual Report on Form 10-K.

The following table presents the interest rate and foreign exchange assets and liabilities subject to an enforceable master netting arrangement. The interest rate and foreign exchange agreements the Corporation has with its commercial customers are not subject to an enforceable master netting arrangement and are therefore excluded from these tables:


	Gross Amounts Recognized		Gross Amounts Subject to Master Netting Arrangements Offset on the Consolidated Balance Sheets				Net Amounts Presented on the Consolidated Balance Sheets		Gross Amounts Not Offset on the Consolidated Balance Sheets
($ in thousands)			Derivative Liabilities Offset		Cash Collateral Received				Security Collateral Received		Net Amount
Derivative assets
March 31, 2025	$	62,246	$	( 14,744 )	$	( 19,389 )	$	28,112	$	( 28,112 )	$	—
December 31, 2024	79,807		( 12,667 )		( 35,190 )		31,950		( 31,950 )		—


	Gross Amounts Recognized		Gross Amounts Subject to Master Netting Arrangements Offset on the Consolidated Balance Sheets				Net Amounts Presented on the Consolidated Balance Sheets		Gross Amounts Not Offset on the Consolidated Balance Sheets
($ in thousands)			Derivative Assets Offset		Cash Collateral Pledged				Security Collateral Pledged		Net Amount
Derivative liabilities
March 31, 2025	$	17,182	$	( 14,744 )	$	( 140 )	$	2,298	$	—	$	2,298
December 31, 2024	14,369		( 12,667 )		( 250 )		1,452		—		1,452

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Note 11 Commitments, Off-Balance Sheet Arrangements, Legal Proceedings, and Regulatory Matters

The Corporation utilizes a variety of financial instruments in the normal course of business to meet the financial needs of its customers and to manage its own exposure to fluctuations in interest rates. These financial instruments include lending-related and other commitments (see below) as well as derivative instruments (see Note 9). The following is a summary of lending-related commitments:


($ in thousands)	Mar 31, 2025		Dec 31, 2024
Commitments to extend credit (a) , excluding commitments to originate residential mortgage loans held for sale (b)	$	10,921,983	$	11,173,438
Commercial letters of credit (a)	2,869		875
Standby letters of credit (c)	259,893		253,709

(a) These off-balance sheet financial instruments are exercisable at the market rate prevailing at the date the underlying transaction will be completed and, thus, are deemed to have no current fair value, or the fair value is based on fees currently charged to enter into similar agreements and was not material at March 31, 2025 or December 31, 2024.

(b) Interest rate lock commitments to originate residential mortgage loans held for sale are considered derivative instruments and are disclosed in Note 9.

(c) Standby letters of credit are presented excluding participations. The Corporation has established a liability of $ 3 million at both March 31, 2025 and December 31, 2024, as an estimate of the fair value of these financial instruments.

Lending-related Commitments

As a financial services provider, the Corporation routinely enters into commitments to extend credit. Such commitments are subject to the same credit policies and approval process accorded to loans made by the Corporation, with each customer’s creditworthiness evaluated on a case-by-case basis. The commitments generally have fixed expiration dates or other termination clauses and may require the payment of a fee. The Corporation’s exposure to credit loss in the event of nonperformance by the other party to these financial instruments is represented by the contractual amount of those instruments. The amount of collateral obtained, if deemed necessary by the Corporation upon extension of credit, is based on management’s credit evaluation of the customer. Since a significant portion of commitments to extend credit are subject to specific restrictive loan covenants or may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash flow requirements. An allowance for unfunded commitments is maintained at a level believed by management to be sufficient to absorb expected lifetime losses related to unfunded commitments (including unfunded loan commitments and letters of credit).

The following table presents a summary of the changes in the allowance for unfunded commitments:


($ in thousands)	Three Months Ended Mar 31, 2025		Year Ended Dec 31, 2024
Allowance for unfunded commitments
Balance at beginning of period	$	38,776	$	34,776


Provision for unfunded commitments	( 3,500 )		4,000

Balance at end of period	$	35,276	$	38,776

Lending-related commitments include commitments to extend credit, commitments to originate residential mortgage loans held for sale, commercial letters of credit, and standby letters of credit. Commitments to extend credit are legally binding agreements to lend to customers at predetermined interest rates, as long as there is no violation of any condition established in the contracts. Interest rate lock commitments to originate residential mortgage loans held for sale and forward commitments to sell residential mortgage loans are considered derivative instruments, and the fair value of these commitments is recorded in other assets and accrued expenses and other liabilities on the consolidated balance sheets. The Corporation’s derivative and hedging activity is further described in Note 9. Commercial and standby letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. Commercial letters of credit are issued specifically to facilitate commerce and typically result in the commitment being drawn on when the underlying transaction is consummated between the customer and the third party, while standby letters of credit generally are contingent upon the failure of the customer to perform according to the terms of the underlying contract with the third party.

Other Commitments

The Corporation invests in qualified affordable housing projects, historic projects, new market projects, and opportunity zone funds for the purpose of community reinvestment and obtaining tax credits and other tax benefits. Return on the Corporation's investment in these projects and funds comes in the form of the tax credits and tax losses that pass through to the Corporation. The aggregate carrying value of these investments at March 31, 2025 was $ 196 million, compared to $ 205 million at December 31, 2024, included in tax credit and other investments on the consolidated balance sheets.

Under the proportional amortization method, the Corporation amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits. The Corporation recognized additional income tax expense attributable to the amortization of investments in qualified affordable housing projects of $ 9 million for both the three months ended March 31, 2025 and March 31, 2024. The Corporation's remaining investment in qualified affordable housing projects accounted for under the proportional amortization method totaled $ 194 million at March 31, 2025 and $ 203 million at December 31, 2024.

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The Corporation’s unfunded contributions relating to investments in qualified affordable housing and historic projects are recorded in accrued expenses and other liabilities on the consolidated balance sheets. The Corporation’s remaining unfunded contributions totaled $ 26 million at March 31, 2025 and $ 30 million at December 31, 2024. Additionally, at March 31, 2025, the Corporation also invests in a private SBA loan fund, recorded in equity securities on the consolidated balance sheets, which has a remaining unfunded contribution of $ 3 million.

For the three months ended March 31, 2025 and the year ended December 31, 2024, the Corporation did not record any impairment related to qualified affordable housing investments.

The Corporation has principal investment commitments to provide capital-based financing to private companies through either direct investment in specific companies or through investment funds and partnerships. The timing of future cash requirements to fund such principal investment commitments is generally dependent on the investment cycle, whereby privately held companies are funded by private equity investors and ultimately sold, merged, or taken public through an initial offering, which can vary based on overall market conditions, as well as the nature and type of industry in which the companies operate. The timing of future cash requirements to fund these pools is dependent upon loan demand, which can vary over time. The aggregate carrying value of these investments was $ 58 million at March 31, 2025 and $ 54 million at December 31, 2024, included in tax credit and other investments on the consolidated balance sheets.

Legal Proceedings

The Corporation is party to various pending and threatened claims and legal proceedings arising in the normal course of business activities, some of which involve claims for substantial amounts. Although there can be no assurance as to the ultimate outcomes, the Corporation believes it has meritorious defenses to the claims asserted against it in its currently outstanding matters and intends to continue to defend itself vigorously with respect to such legal proceedings. The Corporation will consider settlement of cases when, in management’s judgment, it is in the best interests of the Corporation and its shareholders.

On at least a quarterly basis, the Corporation assesses its liabilities and contingencies in connection with all pending or threatened claims and litigation, utilizing the most recent information available. On a matter by matter basis, an accrual for loss is established for those matters which the Corporation believes it is probable that a loss may be incurred and that the amount of such loss can be reasonably estimated. Once established, each accrual is adjusted as appropriate to reflect any subsequent developments. Accordingly, management’s estimate will change from time to time, and actual losses may be more or less than the current estimate. For matters where a loss is not probable, or the amount of the loss cannot be estimated, no accrual is established.

Resolution of legal claims is inherently unpredictable, and in many legal proceedings various factors exacerbate this inherent unpredictability, including where the damages sought are unsubstantiated or indeterminate, it is unclear whether a case brought as a class action will be allowed to proceed on that basis, discovery is not complete, the proceeding is not yet in its final stages, the matters present legal uncertainties, there are significant facts in dispute, there are a large number of parties (including where it is uncertain how liability, if any, will be shared among multiple defendants), or there is a wide range of potential results.

Management believes that the legal proceedings currently pending against it should not have a material adverse effect on the Corporation’s consolidated financial condition. However, in light of the uncertainties involved in such proceedings, there is no assurance that the ultimate resolution of these matters will not significantly exceed the reserves the Corporation has currently accrued or that a matter will not have material reputational or other qualitative consequences. As a result, the outcome of a particular matter may be material to the Corporation’s operating results for a particular period, depending on, among other factors, the size of the loss or liability imposed and the level of the Corporation’s income for that period.

Regulatory Matters

A variety of consumer products, including mortgage and deposit products, and certain fees and charges related to such products, have come under increased regulatory scrutiny. It is possible that regulatory authorities could bring enforcement actions, including civil money penalties, or take other actions against the Corporation in regard to these consumer products. The Bank could also determine of its own accord, or be required by regulators, to refund or otherwise make remediation payments to customers in connection with these products, fees and charges. It is not possible at this time for management to assess the probability of a material adverse outcome or reasonably estimate the amount of any potential loss related to such matters.

Mortgage Repurchase Reserve

The Corporation sells residential mortgage loans to investors in the normal course of business. Residential mortgage loans sold to others are predominantly conventional residential first lien mortgages originated under the Corporation's usual underwriting procedures, and are most often sold on a nonrecourse basis, primarily to the GSEs. The Corporation’s agreements to sell

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residential mortgage loans in the normal course of business usually require certain representations and warranties on the underlying loans sold, related to credit information, loan documentation, collateral, and insurability. Subsequent to being sold, if a material underwriting deficiency or documentation defect is discovered, the Corporation may be obligated to repurchase the loan or reimburse the GSEs for losses incurred (collectively, “make whole requests”). The make whole requests and any related risk of loss under the representations and warranties are largely driven by borrower performance. The Corporation also sells qualifying residential mortgage loans guaranteed by U.S. government agencies into GNMA pools.

As a result of make whole requests, the Corporation has repurchased loans with aggregate principal balances of approximately $ 866 ,000 and $ 3 million for the three months ended March 31, 2025 and the year ended December 31, 2024, respectively. There were no loss reimbursement and settlement claims paid in the three months ended March 31, 2025 or for the year ended December 31, 2024. Make whole requests since January 1, 2024 generally arose from loans originated since January 1, 2022 with such balances totaling $ 3.4 billion at the time of sale, consisting primarily of loans sold to GSEs. As of March 31, 2025, $ 1.4 billion of those loans originated since January 1, 2022 remain outstanding.

The balance in the mortgage repurchase reserve at the balance sheet date reflects the estimated amount of potential loss the Corporation could incur from repurchasing a loan, as well as loss reimbursements, indemnifications, and other settlement resolutions. The mortgage repurchase reserve, included in accrued expenses and other liabilities on the consolidated balance sheets, was approximately $ 584 ,000 at March 31, 2025 and approximately $ 553 ,000 at December 31, 2024.

The Corporation may also sell residential mortgage loans with limited recourse (limited in that the recourse period ends prior to the loan’s maturity, usually after certain time and/or loan paydown criteria have been met), whereby repurchase could be required if the loan had defined delinquency issues during the limited recourse periods. At March 31, 2025 and December 31, 2024, there were $ 13 million and $ 14 million, respectively, of residential mortgage loans sold with such recourse risk. There have been limited instances and immaterial historical losses on repurchases for recourse under the limited recourse criteria.

The Corporation has a subordinate position to the FHLB in the credit risk on residential mortgage loans it sold to the FHLB Mortgage Partnership Finance Traditional program in exchange for a monthly credit enhancement fee. At March 31, 2025 and December 31, 2024, there were $ 159 million and $ 134 million, respectively, of such residential mortgage loans with credit risk recourse, upon which there have been immaterial historical losses to the Corporation.

Note 12 Fair Value Measurements

Fair value represents the estimated price at which an orderly transaction to sell an asset or to transfer a liability would take place between market participants at the measurement date under current market conditions (i.e., an exit price concept).

The valuation methodologies for assets and liabilities measured at fair value on a recurring and non-recurring basis are described in the Fair Value Measurements note in the Corporation’s 2024 Annual Report on Form 10-K.

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The tables below present the Corporation’s financial instruments measured at fair value on a recurring basis and carrying amounts and estimated fair values of certain financial instruments, aggregated by the level in the fair value hierarchy within which those measurements fall:


	Mar 31, 2025
($ in thousands)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Assets
Cash and due from banks	$	521,323	$	521,323	$	521,323	$	—	$	—
Interest-bearing deposits in other financial institutions	711,033		711,033		711,033		—		—
Federal funds sold and securities purchased under agreements to resell	105		105		105		—		—
AFS investment securities:


Obligations of state and political subdivisions (municipal securities)	2,995		2,995		—		2,995		—
Residential mortgage-related securities:
FNMA / FHLMC	118,036		118,036		—		118,036		—
GNMA	4,438,964		4,438,964		—		4,438,964		—

Commercial mortgage-related securities:
FNMA / FHLMC	16,959		16,959		—		16,959		—
GNMA	111,433		111,433		—		111,433		—
Asset backed securities:
FFELP	104,774		104,774		—		104,774		—
SBA	410		410		—		410		—
Other debt securities	2,999		2,999		—		2,999		—
Total AFS investment securities	4,796,570		4,796,570		—		4,796,570		—

HTM investment securities:
U.S. Treasury securities	994		1,009		1,009		—		—
Obligations of state and political subdivisions (municipal securities), net	1,648,981		1,454,742		—		1,454,742		—
Residential mortgage-related securities:
FNMA / FHLMC	871,331		723,822		—		723,822		—
GNMA	42,972		39,977		—		39,977		—
Private-label	320,057		268,201		—		268,201		—
Commercial mortgage-related securities:
FNMA / FHLMC	770,177		640,734		—		640,734		—
GNMA	51,281		45,621		—		45,621		—
Total HTM investment securities, net	3,705,793		3,174,106		1,009		3,173,098		—

Equity securities:
Equity securities	10,831		10,831		10,760		—		71
Equity securities at NAV	12,500		12,500
Total equity securities	23,331		23,331

FHLB and Federal Reserve Bank stocks	194,244		194,244		—		194,244		—
Residential loans held for sale	47,611		47,611		—		47,611		—
Commercial loans held for sale	7,910		7,910		—		7,910		—
Loans, net	29,895,996		29,057,135		—		—		29,057,135
Bank and corporate owned life insurance	690,551		690,551		—		690,551		—
Mortgage servicing rights, net	86,251		86,251		—		—		86,251
Interest rate-related instruments designated as hedging instruments (a)	8,813		8,813		—		8,813		—
Foreign currency exchange forwards designated as hedging instruments (a)	1,460		1,460		—		1,460		—
Interest rate-related and other instruments not designated as hedging instruments (a)	81,446		81,446		—		81,446		—
Foreign currency exchange forwards not designated as hedging instruments (a)	2,085		2,085		—		2,085		—
Interest rate lock commitments to originate residential mortgage loans held for sale	988		988		—		—		988

Total selected assets at fair value	$	40,775,509	$	39,404,961	$	1,244,229	$	9,003,788	$	29,144,444

(a) Figures are presented gross before netting. See Note 9 and Note 10 for information relating to the impact of offsetting derivative assets and liabilities and cash collateral with the same counterparty where there is a legally enforceable master netting agreement in place.

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	Mar 31, 2025
($ in thousands)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Liabilities
Deposits:
Noninterest-bearing demand	$	6,135,946	$	6,135,946	$	—	$	—	$	6,135,946
Savings	5,247,291		5,247,291		—		—		5,247,291
Interest-bearing demand	9,075,133		9,075,133		—		—		9,075,133
Money market	6,820,038		6,820,038		—		—		6,820,038
Brokered CDs (a)	4,197,512		4,197,512		—		4,197,512		—
Other time deposits (a)	3,720,793		3,720,793		—		3,720,793		—
Total deposits	35,196,713		35,196,713		—		7,918,305		27,278,408


Federal funds purchased and securities sold under agreements to repurchase	311,335		311,336		—		311,336		—



FHLB advances	2,027,297		2,026,570		—		2,026,570		—
Other long-term funding	591,382		591,715		—		591,715		—
Standby letters of credit (b)	2,628		2,628		—		2,628		—
Interest rate-related instruments designated as hedging instruments (c)	418		418		—		418		—
Foreign currency exchange forwards designated as hedging instruments (c)	115		115		—		115		—
Interest rate-related and other instruments not designated as hedging instruments (c)	136,453		136,453		—		136,453		—
Foreign currency exchange forwards not designated as hedging instruments (c)	1,846		1,846		—		1,846		—

Forward commitments to sell residential mortgage loans	583		583		—		—		583
Total selected liabilities at fair value	$	38,268,772	$	38,268,377	$	—	$	10,989,386	$	27,278,991

(a) When the estimated fair value is less than the carrying value, the carrying value is reported as the fair value.
(b) The commitment on standby letters of credit was $ 260 million at March 31, 2025. See Note 11 for additional information on the standby letters of credit and for information on the fair value of lending-related commitments.
(c) Figures are presented gross before netting. See Note 9 and Note 10 for information relating to the impact of offsetting derivative assets and liabilities and cash collateral with the same counterparty where there is a legally enforceable master netting agreement in place.

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	Dec 31, 2024
($ in thousands)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Assets
Cash and due from banks	$	544,059	$	544,059	$	544,059	$	—	$	—
Interest-bearing deposits in other financial institutions	453,590		453,590		453,590		—		—
Federal funds sold and securities purchased under agreements to resell	21,955		21,955		21,955		—		—
AFS investment securities:


Obligations of state and political subdivisions (municipal securities)	3,005		3,005		—		3,005		—
Residential mortgage-related securities:
FNMA / FHLMC	110,928		110,928		—		110,928		—
GNMA	4,227,727		4,227,727		—		4,227,727		—

Commercial mortgage-related securities:
FNMA / FHLMC	17,000		17,000		—		17,000		—
GNMA	111,475		111,475		—		111,475		—
Asset backed securities:
FFELP	107,839		107,839		—		107,839		—
SBA	471		471		—		471		—
Other debt securities	2,989		2,989		—		2,989		—
Total AFS investment securities	4,581,434		4,581,434		—		4,581,434		—

HTM investment securities:
U.S. Treasury securities	1,000		999		999		—		—
Obligations of state and political subdivisions (municipal securities), net	1,659,662		1,486,582		—		1,486,582		—
Residential mortgage-related securities:
FNMA / FHLMC	885,476		721,946		—		721,946		—
GNMA	43,693		39,927		—		39,927		—
Private-label	324,182		266,353		—		266,353		—
Commercial mortgage-related securities:
FNMA / FHLMC	772,456		623,595		—		623,595		—
GNMA	52,219		46,032		—		46,032		—
Total HTM investment securities, net	3,738,687		3,185,434		999		3,184,435		—

Equity securities:
Equity securities	10,742		10,742		10,670		—		72
Equity securities at NAV	12,500		12,500
Total equity securities	23,242		23,242

FHLB and Federal Reserve Bank stocks	179,665		179,665		—		179,665		—
Residential loans held for sale	646,687		646,687		—		646,687		—
Commercial loans held for sale	32,634		32,634		—		32,634		—
Loans, net	29,373,557		28,327,115		—		—		28,327,115
Bank and corporate owned life insurance	689,000		689,000		—		689,000		—
Mortgage servicing rights, net	87,683		87,683		—		—		87,683
Interest rate-related instruments designated as hedging instruments (a)	2,960		2,960		—		2,960		—
Foreign currency exchange forwards designated as hedging instruments (a)	2,457		2,457		—		2,457		—
Interest rate-related and other instruments not designated as hedging instruments (a)	88,541		88,541		—		88,541		—
Foreign currency exchange forwards not designated as hedging instruments (a)	4,315		4,315		—		4,315		—
Interest rate lock commitments to originate residential mortgage loans held for sale	327		327		—		—		327
Forward commitments to sell residential mortgage loans	254		254		—		—		254
Total selected assets at fair value	$	40,471,048	$	38,871,352	$	1,031,273	$	9,412,129	$	28,415,450

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	Dec 31, 2024
($ in thousands)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Liabilities
Deposits:
Noninterest-bearing demand	$	5,775,657	$	5,775,657	$	—	$	—	$	5,775,657
Savings	5,133,295		5,133,295		—		—		5,133,295
Interest-bearing demand	9,124,741		9,124,741		—		—		9,124,741
Money market	6,637,915		6,637,915		—		—		6,637,915
Brokered CDs (a)	4,276,309		4,276,309		—		4,276,309		—
Other time deposits (a)	3,700,518		3,700,518		—		3,700,518		—
Total deposits	34,648,434		34,648,434		—		7,976,827		26,671,607

Federal funds purchased and securities sold under agreements to repurchase	470,369		470,370		—		470,370		—



FHLB advances	1,853,807		1,852,685		—		1,852,685		—
Other long-term funding	837,635		823,991		—		823,991		—
Standby letters of credit (b)	2,546		2,546		—		2,546		—
Interest rate-related instruments designated as hedging instruments (c)	2,976		2,976		—		2,976		—
Foreign currency exchange forwards designated as hedging instruments (c)	563		563		—		563		—
Interest rate-related and other instruments not designated as hedging instruments (c)	170,928		170,928		—		170,928		—
Foreign currency exchange forwards not designated as hedging instruments (c)	4,106		4,106		—		4,106		—


Total selected liabilities at fair value	$	37,991,364	$	37,976,599	$	—	$	11,304,992	$	26,671,607

(a) When the estimated fair value is less than the carrying value, the carrying value is reported as the fair value.

(b) The commitment on standby letters of credit was $ 254 million at December 31, 2024. See Note 11 for additional information on the standby letters of credit and for information on the fair value of lending-related commitments.

(c) Figures are presented gross before netting. See Note 9 and Note 10 for information relating to the impact of offsetting derivative assets and liabilities and cash collateral with the same counterparty where there is a legally enforceable master netting agreement in place.

The table below presents a rollforward of the consolidated balance sheets amounts for the Corporation's mortgage derivatives measured on a recurring basis and classified within Level 3 of the fair value hierarchy:


($ in thousands)	Interest rate lock commitments to originate residential mortgage loans held for sale		Forward commitments to sell residential mortgage loans		Total
Balance December 31, 2023	$	439	$	673	$	( 234 )
New production	11,771		( 4,000 )		15,771
Closed loans / settlements	( 8,816 )		3,512		( 12,328 )
Other	( 3,068 )		( 438 )		( 2,630 )
Change in mortgage derivative	( 113 )		( 927 )		814

Balance December 31, 2024	$	327	$	( 254 )	$	580
New production	$	2,410	$	( 812 )	$	3,221
Closed loans / settlements	( 1,989 )		653		( 2,642 )
Other	240		995		( 755 )
Change in mortgage derivative	661		837		( 176 )

Balance March 31, 2025	$	988	$	583	$	404

The following table presents a rollforward of the fair value of Level 3 equity securities that are measured under the measurement alternative, and the related adjustments recorded during the periods presented for those securities with observable price changes:


($ in thousands)
Fair value as of December 31, 2023	$	24,769
Gains recognized in investment securities gains, net	4,054

Purchases	22
Sales	( 28,772 )

Fair value as of December 31, 2024	$	72


Purchases	10
Sales	( 11 )

Fair value as of March 31, 2025	$	71

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The table below presents the Corporation’s assets measured at fair value on a nonrecurring basis, aggregated by the level in the fair value hierarchy within which those measurements fall:

($ in thousands)

Fair Value Hierarchy

Fair Value

Consolidated Statements of Income Category of Adjustment Recognized in Income

Adjustment Recognized on the Consolidated Statements of Income (a)

Mar 31, 2025

Assets

Individually evaluated loans

Level 3

20,151

Provision for credit losses

5,096

OREO (b)

Level 2

2,059

Other noninterest expense / provision for credit losses (c)

4,407

Dec 31, 2024

Assets

Individually evaluated loans

Level 3

31,483

Provision for credit losses

17,454

OREO (b)

Level 2

276

Other noninterest expense / provision for credit losses (c)

1,067

(a) Includes the YTD impact on the consolidated statements of income.

(b) If the fair value of the collateral exceeds the carrying amount of the asset, no charge off or adjustment is necessary, the asset is not considered to be carried at fair value and is therefore not included in the table.

(c) When a property's value is written down at the time it is transferred to OREO, the charge off is booked to the provision for credit losses. When a property is already in OREO and subsequently written down, the charge off is booked to other noninterest expense.

The table below presents the unobservable inputs that are readily quantifiable pertaining to Level 3 measurements:


Mar 31, 2025	Valuation Technique	Significant Unobservable Input	Range of Inputs			Weighted Average Input Applied
Mortgage servicing rights	Discounted cash flow	Option adjusted spread	5 %	-	8 %	5 %
Mortgage servicing rights	Discounted cash flow	Constant prepayment rate	— %	-	100 %	5 %
Individually evaluated loans	Appraisals / discounted cash flow	Collateral / discount factor	— %	-	38 %	32 %
Interest rate lock commitments to originate residential mortgage loans held for sale	Discounted cash flow	Closing ratio	61 %	-	100 %	91 %

Note 13 Retirement Plans

The Corporation has a noncontributory defined benefit RAP, covering substantially all employees who meet participation requirements. The benefits are based primarily on years of service and the employee’s compensation paid. Employees of acquired entities generally participate in the RAP after consummation of the business combinations. Any retirement plans of acquired entities are typically merged into the RAP after completion of the mergers, and credit is usually given to employees for years of service at the acquired institution for vesting and eligibility purposes.

The Corporation also provides legacy healthcare access to a limited group of retired employees from a previous acquisition in the Postretirement Plan. There are no other active retiree healthcare plans.

The components of net periodic pension cost and net periodic benefit cost for the RAP and Postretirement Plan were as follows:


	Three Months Ended Mar 31,
($ in thousands)	2025		2024
RAP
Service cost	$	810	$	874
Interest cost	2,814		2,719
Expected return on plan assets	( 9,809 )		( 8,650 )
Amortization of prior service cost	( 44 )		( 53 )

Total net periodic pension cost	$	( 6,230 )	$	( 5,111 )







Postretirement Plan
Interest cost	$	26	$	18
Amortization of prior service cost	( 19 )		( 19 )
Amortization of actuarial loss (gain)	4		( 7 )
Total net periodic benefit cost	$	12	$	( 8 )

The components of net periodic pension cost and net periodic benefit cost, other than the service cost component, are included in the other noninterest expense caption of the consolidated statements of income. The service cost components are included in personnel noninterest expense caption of the consolidated statements of income.

The Corporation’s funding policy is to pay at least the minimum amount required by federal law and regulations, with consideration given to the maximum funding amounts allowed. The Corporation regularly reviews the funding of its RAP. There were no contributions during 2024 or the three months ended March 31, 2025.

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Note 14 Segment Reporting

The Corporation is managed through operating segments based on our internal structure and management process, which is how we assess performance and allocate resources to the segments. Certain operating segments have been aggregated into our three reportable segments where the nature of the products and services, the type of customer, and the distribution of those products and services are similar. The three reportable segments are Corporate and Commercial Specialty; Community, Consumer, and Business; and Risk Management and Shared Services. A description of the products and services and the related customers for each reportable segment can be found in the Segment Reporting note in the Corporation’s 2024 Annual Report on Form 10-K.

Effective beginning the fourth quarter of 2024, the Corporation made the change to move the private wealth operating segment from the Corporate and Commercial Specialty segment to the Community, Consumer and Business segment given its continued alignment with the products, services, and customers of that segment. This impacted the composition of the reportable segments and the Corporation has recast the impacted items of reportable segment information for the earlier presented periods.

The financial information of the Corporation’s segments disclosed below has been compiled utilizing the accounting policies described in the Corporation’s 2024 Annual Report on Form 10-K with certain exceptions based on internal management accounting policies. The significant exceptions are as follows:

The Corporation allocates certain net interest income, the provision for credit losses, certain noninterest expenses, and income taxes to each operating segment. Allocation methodologies are subject to periodic adjustment as the internal management accounting system is revised, the interest rate environment evolves, and business or product lines within the segments change. Also, because the development and application of these methodologies is a dynamic process, the financial results presented may be periodically reviewed. There were no significant changes in the current year to the methods for allocations to the segments from the prior periods.

The Corporation allocates certain net interest income using an internal FTP methodology that charges users of funds (assets, primarily loans) and credits providers of funds (liabilities, primarily deposits) based on the maturity, prepayment, and/or re-pricing characteristics of the assets and liabilities. This allocation is reflected as net intersegment interest income (expense) in the accompanying tables.

The provision for credit losses is allocated to segments based on the expected long-term annual net charge off rates attributable to the credit risk of loans managed by the segment during the period. In contrast, the level of the consolidated provision for credit losses is determined based on an ACLL model using methodologies described in the Corporation’s 2024 Annual Report on Form 10-K.

The net effect of the above allocations is recorded within the Risk Management and Shared Services segment to ensure consolidated totals reflect the Corporation's consolidated financial information.

Indirect expenses incurred by certain centralized support areas (including facilities, information technology services and applications, management expenses, and FDIC expense) are allocated to segments based on actual usage (for example, volume measurements or FTEs) and other criteria. Certain types of administrative expense and bank-wide expense accruals (including, when applicable, amortization of CDIs and other intangible assets associated with acquisitions, acquisition-related costs, and asset gains on disposed business units) are generally not allocated and remain in the Risk Management and Shared Services segment. This allocation is reflected as allocated indirect expense in the accompanying tables.

Income tax expense (benefit) is allocated to segments based on the Corporation’s estimated effective tax rate, with certain segments adjusted for any tax-exempt income or non-deductible expenses.

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Financial i nformation about the Corporation’s segments is presented below:


	As of and for the Quarter Ended March 31, 2025
($ in thousands)	Corporate and Commercial Specialty		Community, Consumer and Business		Risk Management and Shared Services (a)		Consolidated Corporation
Net segment interest income (expense)	$	227,286	$	62,496	$	( 3,841 )	$	285,941
Net intersegment interest (expense) income	( 93,342 )		135,656		( 42,314 )		—
Net interest income (expense)	133,944		198,152		( 46,155 )		285,941
Noninterest income (expense)	12,903		49,100		( 3,227 )		58,776
Total income (expense) before provision	146,847		247,252		( 49,382 )		344,717
Provision for credit losses	19,014		6,072		( 12,083 )		13,003
Total income (expense) after provision	127,833		241,180		( 37,299 )		331,714
Noninterest expense
Personnel	21,327		59,871		42,699		123,897
Technology (b)	591		13,045		13,503		27,139
Occupancy (b)	—		27		15,354		15,381
Business development and advertising	934		837		4,615		6,386
Equipment (b)	—		1,103		3,424		4,527
Legal and professional	201		809		5,073		6,083
Loan and foreclosure costs	810		1,344		440		2,594
FDIC assessment	—		—		10,436		10,436
Other intangible amortization	—		—		2,203		2,203

Other noninterest expense	781		7,490		3,703		11,974
Allocated indirect expense (income)	20,508		52,291		( 72,799 )		—
Total noninterest expense	45,152		136,817		28,651		210,619
Net income (loss) before income taxes	82,681		104,363		( 65,950 )		121,095
Income tax expense (benefit)	15,696		21,916		( 18,203 )		19,409
Net income (loss)	$	66,985	$	82,447	$	( 47,747 )	$	101,687

Loans	$	17,400,092	$	12,417,213	$	476,822	$	30,294,127
Allocated goodwill	525,836		579,156		—		1,104,992
Total assets	18,202,227		13,245,770		11,861,139		43,309,136

(a) An unusual item of a $ 7 million loss on mortgage portfolio sale as a result of the settlement of the mortgage sale announced in the fourth quarter of 2024 is included within the noninterest income (expense) caption.

(b) A portion of total depreciation expense of approximately $ 61 ,000, $ 3 million, and $ 11 million for the Corporate and Commercial Specialty, Community Consumer and Business, and Risk Management and Shared Services segments, respectively, is included in this expense caption.

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	As of and for the Quarter Ended March 31, 2024
($ in thousands)	Corporate and Commercial Specialty		Community, Consumer and Business		Risk Management and Shared Services		Consolidated Corporation
Net segment interest income (expense)	$	239,729	$	61,395	$	( 43,266 )	$	257,858
Net intersegment interest (expense) income	( 107,565 )		143,987		( 36,422 )		—
Net interest income (expense)	132,164		205,382		( 79,688 )		257,858
Noninterest income	11,869		47,048		6,068		64,985
Total income (expense) before provision	144,033		252,430		( 73,620 )		322,843
Provision for credit losses	14,998		7,256		1,747		24,001
Total income (expense) after provision	129,035		245,174		( 75,367 )		298,842
Noninterest expense
Personnel	20,430		60,569		38,396		119,395
Technology (a)	601		11,349		14,250		26,200
Occupancy (a)	—		22		13,611		13,633
Business development and advertising	937		859		4,721		6,517
Equipment (a)	1		1,398		3,200		4,599
Legal and professional	135		401		4,136		4,672
Loan and foreclosure costs	246		1,652		81		1,979
FDIC assessment	—		—		13,946		13,946
Other intangible amortization	—		—		2,203		2,203

Other noninterest expense	763		6,388		( 2,638 )		4,513
Allocated indirect expense (income)	19,665		51,424		( 71,089 )		—
Total noninterest expense	42,778		134,062		20,817		197,657
Net income (loss) before income taxes	86,257		111,112		( 96,184 )		101,185
Income tax expense (benefit)	17,808		23,335		( 21,127 )		20,016
Net income (loss)	$	68,449	$	87,777	$	( 75,058 )	$	81,169

Loans	$	16,171,212	$	12,770,285	$	552,766	29,494,263
Allocated goodwill	525,836		$	579,156	—		1,104,992
Total assets	16,973,027		13,600,201		10,563,856		41,137,084

(a) A portion of total depreciation expense of approximately $ 61 ,000, $ 2 million, and $ 10 million for the Corporate and Commercial Specialty, Community Consumer and Business, and Risk Management and Shared Services segments, respectively, is included in this expense caption.

Expenses included within the other noninterest expense line of the segment information above relate to the remaining segment expenses including office expense and card issuance costs. None of the individual expense categories rise to the level of significance for the segment; however, they are utilized in determining the profit or loss measure for each segment.

The management accounting policies and processes utilized in compiling segment financial information are highly subjective and, unlike financial accounting, are not based on authoritative guidance similar to U.S. GAAP. As a result, reportable segments and the financial information of the reported segments are not necessarily comparable with similar information reported by other financial institutions. Furthermore, the information presented is not indicative of how the segments would perform if they operated as independent entities.

The chief operating decision maker for each of the segments is the President and Chief Executive Officer of the Corporation. For the Corporate and Commercial Specialty and Community, Consumer and Business segments, the chief operating decision maker utilizes net interest income, net income and average total loans and deposits in allocating resources for each segment predominantly in the annual budget and forecasting process. The chief operating decision maker considers budget-to-actual variances on a monthly basis for both profit measures when making decisions about allocating capital and personnel to the segments. Based on the reviews of these two segments and other company-wide initiatives, the chief operating decision maker is informed about allocation of resources to the Risk Management and Shared Services segment.

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Note 15 Accumulated Other Comprehensive Income (Loss)

The following tables summarize the components of accumulated other comprehensive income (loss) at March 31, 2025 and 2024, including changes during the preceding three month periods as well as any reclassifications out of accumulated other comprehensive income (loss):


($ in thousands)	AFS Investment Securities		Cash Flow Hedge Derivatives		Defined Benefit Pension and Postretirement Obligations		Accumulated Other Comprehensive (Loss) Income
Balance December 31, 2024	$	( 48,993 )	$	( 1,268 )	$	( 24,154 )	$	( 74,416 )
Other comprehensive income before reclassifications	31,832		—		4,770		36,602

Amounts reclassified from accumulated other comprehensive income (loss):

HTM investment securities, net, at amortized cost (a)	1,927		—		—		1,927
Other assets / accrued expenses and other liabilities	—		7,268		—		7,268
Interest income	—		1,118		—		1,118
Personnel expense	—		—		( 63 )		( 63 )
Other expense	—		—		( 4 )		( 4 )
Income tax (expense) benefit	( 8,420 )		2,018		( 1,173 )		( 7,576 )
Net other comprehensive income during period	25,339		10,403		3,530		39,272
Balance March 31, 2025	$	( 23,655 )	$	9,135	$	( 20,624 )	$	( 35,144 )

Balance December 31, 2023	$	( 148,641 )	$	3,080	$	( 25,535 )	$	( 171,096 )
Other comprehensive (loss) before reclassifications	( 29,889 )		—		—		( 29,889 )

Amounts reclassified from accumulated other comprehensive income (loss):
Investment securities losses, net	197		—		—		197
HTM investment securities, net, at amortized cost (a)	2,060		—		—		2,060
Other assets / accrued expenses and other liabilities	—		( 19,461 )		—		( 19,461 )
Interest income	—		4,823		—		4,823
Personnel expense	—		—		( 72 )		( 72 )
Other expense	—		—		( 7 )		( 7 )
Income tax benefit (expense)	6,885		( 1,688 )		( 1,633 )		3,564
Net other comprehensive loss during period	( 20,746 )		( 16,326 )		( 1,712 )		( 38,785 )
Balance March 31, 2024	$	( 169,388 )	$	( 13,246 )	$	( 27,247 )	$	( 209,881 )

(a) Amortization of net unrealized losses on AFS securities transferred to HTM securities.

Note 16 Leases

The Corporation has operating leases for retail and corporate offices, land, and equipment. The Corporation also has a finance lease for retail and corporate offices.

These leases have original terms of 1 year or longer with remaining maturities up to 38 years, some of which include options to extend the lease term. An analysis of the lease options has been completed and any purchase options or optional periods that the Corporation is reasonably likely to extend have been included in the capitalization.

The discount rate used to capitalize the operating leases is the FHLB borrowing rate on the date of lease commencement. When determining the rate to discount specific lease obligations, the repayment period and term are considered.

Operating and finance lease costs and cash flows resulting from these leases are presented below:


	Three Months Ended Mar 31,
($ in thousands)	2025		2024
Operating lease costs	$	1,702	$	1,545
Finance lease costs	1		23
Operating lease cash flows	1,675		1,844
Finance lease cash flows	23		23

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The right-of-use asset and lease liability by lease classifications on the consolidated balance sheets were as follows:


($ in thousands)	Consolidated Balance Sheets Category	Mar 31, 2025		Dec 31, 2024
Operating lease right-of-use asset	Premises and equipment	$	32,509	$	33,202

Operating lease liability	Accrued expenses and other liabilities	34,931		35,596
Finance lease liability	Other long-term funding	273		295

The lease payment obligations, weighted-average remaining lease term, and weighted-average original discount rate were as follows:


	Mar 31, 2025					Dec 31, 2024
($ in thousands)	Lease Payments		Weighted-average Lease Term (in years)	Weighted-average Discount Rate		Lease Payments		Weighted-average Lease Term (in years)	Weighted-average Discount Rate
Operating leases
Retail and corporate offices	$	37,595	8.15	4.27	%	$	39,072	8.30	4.26	%
Land	3,766		6.48	3.81	%	3,228		6.63	3.52	%
Equipment	204		1.25	4.62	%	204		1.50	4.62	%
Total operating leases	$	41,565	7.96	4.23	%	$	42,505	8.13	4.20	%
Finance leases
Retail and corporate offices	$	278	3.00	1.32	%	$	301	3.25	1.32	%

Total finance leases	$	278	3.00	1.32	%	$	301	3.25	1.32	%

Contractual lease payment obligations for each of the next five years and thereafter, in addition to a reconciliation to the Corporation’s lease liability, were as follows:


($ in thousands)	Operating Leases		Finance Leases		Total Leases
Nine months ended December 31, 2025	$	5,121	$	69	$	5,191
2026	6,397		93		6,490
2027	5,741		93		5,833
2028	4,998		23		5,021
2029	3,732		—		3,732
Beyond 2029	15,577		—		15,577
Total lease payments	$	41,565	$	278	$	41,843
Less: interest	6,635		5		6,640
Present value of lease payments	$	34,931	$	273	$	35,203

As of March 31, 2025 and December 31, 2024, additional operating leases, primarily retail and corporate offices, that had not yet commenced totaled $ 1 million and $ 2 million of future lease obligations, respectively. The leases that had not yet commenced as of March 31, 2025 will commence in April 2025 with lease terms of 3 years to 7 years. Rental income generated by the Corporation's leases is included within occupancy expense on the consolidated statements of income.

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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, 2024, 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 $30.1 billion increased $742 million, or 3%, from the first three months of 2024, driven primarily by increases in commercial and business lending and auto finance loans, partially offset by a decrease in residential mortgage lending resulting from the Corporation's balance sheet repositioning announced in the fourth quarter of 2024.

• Average deposits of $34.8 billion increased $1.6 billion, or 5%, from the first three months of 2024, driven by increases in all deposit types except noninterest-bearing demand and money market deposits.

• Net interest income of $286 million increased $28 million, or 11%, from the first three months of 2024, and net interest margin was 2.97%, compared to 2.79% for the first three months of 2024. The increases in net interest income and net interest margin were primarily driven by balance sheet repositioning announced in the fourth quarter of 2024.

• Provision for credit losses was $13 million compared to $24 million for the first three months of 2024, driven by nominal credit movement coupled with general macroeconomic trends.

• Noninterest income of $59 million decreased $6 million, or 10%, from the first three months of 2024, primarily driven by a $7 million loss recognized related to the settlement of the mortgage loan sale as part of the balance sheet repositioning announced in the fourth quarter of 2024.

• Noninterest expense of $211 million increased $13 million, or 7%, from the first three months of 2024, primarily driven by increases in personnel expense due to annual merit increases and other noninterest expense primarily due to a $4 million OREO write down, partially offset by a decrease in FDIC assessment expense given the recognition of the FDIC special assessment in the first quarter of 2024.

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Table 1 Summary Results of Operations: Trends


	Three months ended
($ in thousands, except per share data)		Mar 31, 2025			Dec 31, 2024		Sep 30, 2024			Jun 30, 2024			Mar 31, 2024
Net income (loss)		$	101,687		$	(161,615)	$	88,018		$	115,573		$	81,169
Net income (loss) available to common equity		98,812			(164,490)		85,143			112,698			78,294
Earnings (loss) per common share - basic		0.60			(1.04)		0.56			0.75			0.52
Earnings (loss) per common share - diluted		0.59			(1.03)		0.56			0.74			0.52
Effective tax rate		16.03		%	N/M		18.61		%	(12.33)		%	19.78		%

N/M = Not Meaningful

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Table 2 Net Interest Income Analysis


	Three Months Ended,
	Mar 31, 2025					Dec 31, 2024					Mar 31, 2024
($ 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 (a)(b)
Commercial and business lending	$	11,724,484	$	185,985	6.43%	$	11,474,489	$	194,355	6.74%	$	10,816,255	$	194,090	7.22%
Commercial real estate lending	7,313,994		121,034		6.71%	7,206,796		128,476		7.09%	7,389,962		138,850		7.56%
Total commercial	19,038,479		307,020		6.54%	18,681,285		322,831		6.88%	18,206,217		332,940		7.35%
Residential mortgage	7,256,320		66,823		3.68%	7,814,056		70,513		3.61%	7,896,956		68,787		3.48%
Auto finance	2,844,730		39,176		5.59%	2,771,414		39,365		5.65%	2,373,720		32,603		5.52%
Other retail	971,453		20,826		8.63%	935,162		21,041		8.98%	892,128		20,661		9.28%
Total loans	30,110,982		433,844		5.83%	30,201,918		453,750		5.98%	29,369,022		454,991		6.22%
Investment securities
Taxable	6,398,584		69,919		4.37%	5,745,085		50,752		3.53%	5,517,023		46,727		3.39%
Tax-exempt (a)	2,016,144		17,666		3.50%	2,085,957		17,653		3.39%	2,133,352		18,024		3.38%
Other short-term investments	757,227		9,111		4.88%	846,195		10,717		5.04%	576,782		8,311		5.80%
Total investment securities	9,171,955		96,696		4.22%	8,677,238		79,122		3.64%	8,227,158		73,062		3.55%
Total earning assets	39,282,937		$	530,540	5.45%	38,879,155		$	532,871	5.46%	37,596,179		$	528,053	5.64%
Other assets, net	3,347,690					3,192,406					3,173,027
Total assets	$	42,630,627				$	42,071,562				$	40,769,206
Liabilities and stockholders' equity
Interest-bearing liabilities
Interest-bearing deposits
Savings	$	5,162,468	$	17,929	1.41%	$	5,132,247	$	20,120	1.56%	$	4,928,031	$	21,747	1.77%
Interest-bearing demand	8,031,707		45,430		2.29%	7,623,230		46,061		2.40%	7,490,119		49,990		2.68%
Money market	6,079,551		39,560		2.64%	5,924,269		41,457		2.78%	6,116,604		47,306		3.11%
Network transaction deposits	1,847,972		20,067		4.40%	1,690,745		20,091		4.73%	1,651,937		22,205		5.41%
Time deposits	8,071,642		86,154		4.33%	8,228,420		95,158		4.60%	7,198,315		84,983		4.75%
Total interest-bearing deposits	29,193,341		209,140		2.91%	28,598,911		222,888		3.10%	27,385,005		226,231		3.32%
Federal funds purchased and securities sold under agreements to repurchase	375,910		3,622		3.91%	310,370		3,203		4.11%	263,979		2,863		4.36%
Other short-term funding	31,312		408		5.28%	88,415		1,135		5.11%	449,999		5,603		5.01%
FHLB advances	1,595,972		16,090		4.09%	1,456,087		17,908		4.89%	1,540,247		21,671		5.66%
Other long-term funding	627,658		11,085		7.06%	840,880		13,769		6.55%	539,106		10,058		7.46%
Total short and long-term funding	2,630,852		31,205		4.79%	2,695,752		36,015		5.33%	2,793,331		40,194		5.78%
Total interest-bearing liabilities	31,824,193		$	240,345	3.06%	31,294,664		$	258,903	3.29%	30,178,337		$	266,425	3.55%
Noninterest-bearing demand deposits	5,640,123					5,738,557					5,882,052
Other liabilities	535,732					510,000					527,437
Stockholders’ equity	4,630,578					4,528,342					4,181,381
Total liabilities and stockholders’ equity	$	42,630,627				$	42,071,562				$	40,769,206
Interest rate spread					2.39%					2.17%					2.09%
Net free funds					0.58%					0.64%					0.70%
Fully tax-equivalent net interest income and net interest margin			$	290,195	2.97%			$	273,968	2.81%			$	261,628	2.79%
Fully tax-equivalent adjustment			4,254					3,680					3,770
Net interest income			$	285,941				$	270,289				$	257,858

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

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

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Notable Contributions to the Change in Net Interest Income

• Fully tax-equivalent net interest income and net interest income were $29 million and $28 million, or 11%, higher than the first three months of 2024, respectively. The Federal Reserve decreased the federal funds target interest rate by 100 bp in the second half of 2024 causing a decrease in the rate environment and resulted in the average yield on earning assets to decrease 19 bp and the cost of interest-bearing liabilities to decrease 49 bp from the first three months of 2024 given our ability to reprice deposits downwards. 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 $742 million, or 3%, from the first three months of 2024, and average investment securities increased $945 million, or 11%, from the first three months of 2024.

• Average interest-bearing liabilities increased $1.6 billion, or 5%, compared to the first three months of 2024. Average interest-bearing deposits increased $1.8 billion, or 7%, from the first three months of 2024, driven by increases in all deposit types except money market. Average total short and long-term funding decreased $162 million, or 6%, from the first three months of 2024, primarily driven by a decrease in other short-term funding related to the payoff of BTFP advances, partially offset by increases in all other funding categories. Average noninterest-bearing demand deposits decreased $242 million, or 4%, from the first three months of 2024.

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. See additional discussion under the sections titled Loans, Credit Risk, Nonperforming Assets, and Allowance for Credit Losses on Loans.

Noninterest Income

Table 3 Noninterest Income


	Three months ended									Changes vs
($ in thousands, except as noted)		Mar 31, 2025		Dec 31, 2024		Sep 30, 2024		Jun 30, 2024		Mar 31, 2024		Dec 31, 2024		Mar 31, 2024
Wealth management fees		$	22,498	$	24,103	$	24,144	$	22,628	$	21,694	(7)	%	4	%
Service charges and deposit account fees		12,814		13,232		13,708		12,263		12,439		(3)	%	3	%
Card-based fees		10,442		11,948		11,731		11,975		11,267		(13)	%	(7)	%
Other fee-based revenue		5,251		5,182		5,057		4,857		4,402		1	%	19	%
Total fee-based revenue		51,004		54,465		54,640		51,723		49,802		(6)	%	2	%
Capital markets, net		4,345		9,032		4,317		4,685		4,050		(52)	%	7	%





Mortgage banking, net		3,822		3,387		2,132		2,505		2,662		13	%	44	%
Loss on mortgage portfolio sale		(6,976)		(130,406)		—		—		—		(95)	%	N/M
Bank and corporate owned life insurance		5,204		2,322		4,001		4,584		2,570		124	%	102	%

Other		2,251		2,257		2,504		2,222		2,327		—	%	(3)	%
Subtotal		59,650		(58,943)		67,595		65,719		61,411		N/M		(3)	%
Asset (losses) gains, net		(878)		364		(474)		(627)		(306)		N/M		187	%
Investment securities gains (losses), net		4		(148,194)		100		67		3,879		N/M		(100)	%

Total noninterest income (loss)		$	58,776	$	(206,772)	$	67,221	$	65,159	$	64,985	N/M		(10)	%



Assets under management, at market value (a)		14,685		14,773		15,033		14,304		14,171		(1)	%	4	%

N/M = Not Meaningful
(a) $ in millions. Excludes assets held in brokerage accounts.

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Notable Contributions to the Change in Noninterest Income

• Loss on mortgage portfolio sale increased $7 million from the first three months of 2024, due to the recognition of a loss in the first quarter of 2025 related to the settlement of the mortgage sale announced in the fourth quarter of 2024.

• Bank and corporate owned life insurance increased $3 million from the first three months of 2024, driven by an increased number of claims.

• Investment securities gains (losses), net, decreased $4 million from the first three months of 2024, as a result of the sale of the Corporation's remaining Visa B shares in the first quarter of 2024.

Noninterest Expense

Table 4 Noninterest Expense


	Three months ended									Change vs
($ in thousands)		Mar 31, 2025		Dec 31, 2024		Sep 30, 2024		Jun 30, 2024		Mar 31, 2024		Dec 31, 2024		Mar 31, 2024
Personnel		$	123,897	$	125,944	$	121,036	$	121,581	$	119,395	(2)	%	4	%
Technology		27,139		26,984		27,217		27,161		26,200		1	%	4	%
Occupancy		15,381		14,325		13,536		13,128		13,633		7	%	13	%
Business development and advertising		6,386		7,408		6,683		7,535		6,517		(14)	%	(2)	%
Equipment		4,527		4,729		4,653		4,450		4,599		(4)	%	(2)	%
Legal and professional		6,083		6,861		5,639		4,429		4,672		(11)	%	30	%
Loan and foreclosure costs		2,594		1,951		2,748		1,793		1,979		33	%	31	%
FDIC assessment		10,436		9,139		8,223		7,131		13,946		14	%	(25)	%
Other intangible amortization		2,203		2,203		2,203		2,203		2,203		—	%	—	%
Loss on prepayments of FHLB advances		—		14,243		—		—		—		(100)	%	N/M
Other		11,974		10,496		8,659		6,450		4,513		14	%	165	%
Total noninterest expense		$	210,619	$	224,282	$	200,597	$	195,861	$	197,657	(6)	%	7	%
Average FTEs (a)		4,006		3,982		4,041		4,025		4,070		1	%	(2)	%

(a) Average FTEs without overtime.

Notable Contributions to the Change in Noninterest Expense

• Personnel expense increased $5 million from the first three months of 2024, primarily driven by annual merit increases.

• FDIC expense decreased $4 million from the first three months of 2024 as the first three months of 2024 included an $8 million nonrecurring expense related to the FDIC special assessment.

Income Taxes

The Corporation records income tax expense during interim periods based on the best estimate of the full year's effective tax rate as adjusted for discrete items, if any, taken into account in the relevant interim period. Each quarter, the Corporation updates its estimate of the annual effective tax rate and the effect of any change in the estimated rate is recorded on a cumulative basis. The Corporation recognized income tax expense of $19 million for the three months ended March 31, 2025, compared to income tax expense of $20 million for the three months ended March 31, 2024. The Corporation's effective tax rate from continuing operations was 16.03% and 19.78% for the three months ended March 31, 2025, and 2024, respectively. The decrease in income tax expense of $1 million and lower effective tax rate during the first three months of 2025 as compared to the same period of 2024 were primarily due to a partial release of a valuation allowance on deferred taxes offset by higher net income in the current period.

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.

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Balance Sheet Analysis

• At March 31, 2025, total assets were $43.3 billion, up $286 million, or 1%, from December 31, 2024, and up $2.2 billion, or 5%, from March 31, 2024.

• Interest bearing deposits in other financial institutions were $711 million at March 31, 2025, up $257 million, or 57%, from December 31, 2024, and up $291 million, or 69%, from March 31, 2024.

• AFS investment securities, at fair value were $4.8 billion at March 31, 2025, up $215 million, or 5%, from December 31, 2024, and up $1.1 billion, or 29%, from March 31, 2024. HTM investment securities, net, at amortized cost were $3.7 billion at March 31, 2025, down $33 million, or 1%, from December 31, 2024, and down $127 million, or 3%, from March 31, 2024. See Note 5 Investment Securities of the notes to consolidated financial statements for additional details.

• Loans of $30.3 billion at March 31, 2025 were up $526 million, or 2%, from December 31, 2024, and up $800 million, or 3%, from March 31, 2024. These increases were primarily driven by increases in the commercial loan portfolio. The increase from the first quarter of 2024 was partially offset by reductions in the residential mortgage portfolio as a result of the mortgage portfolio sale announced in the fourth quarter of 2024 and the sale closed in January 2025. The closure of this sale was the driver of the $599 million decrease in residential loans held for sale from December 31, 2024 to March 31, 2025. See Note 6 Loans of the notes to consolidated financial statements for additional details.

• At March 31, 2025, total deposits of $35.2 billion were up $548 million from December 31, 2024, or 2%, and were up $1.5 billion, or 4%, from March 31, 2024. See section Deposits and Customer Funding for additional information on deposits.

• Short-term funding was $311 million at March 31, 2025, decreasing $159 million, or 34%, from December 31, 2024 mainly due to lower federal funds purchased and down $454 million, or 59%, from March 31, 2024 primarily due to the payoff of BTFP advances. FHLB advances were $2.0 billion at March 31, 2025, up $173 million, or 9%, from December 31, 2024, and up $694 million, or 52%, from March 31, 2024. Other long-term funding was $591 million at March 31, 2025, down $246 million, or 29%, from December 31, 2024, due to subordinated notes maturing and up $55 million, or 10%, from March 31, 2024 due to the issuance of senior notes in 2024 that exceeded the subordinated notes that matured in the first quarter of 2025. See Note 8 Short and Long-Term Funding of the notes to consolidated financial statements for additional details.

Loans

Table 5 Period End Loan Composition


	Mar 31, 2025				Dec 31, 2024				Sep 30, 2024				Jun 30, 2024				Mar 31, 2024
($ in thousands)	Amount		% of Total		Amount		% of Total		Amount		% of Total		Amount		% of Total		Amount		% of Total


Commercial and industrial	$	10,925,769	36	%	$	10,573,741	36	%	$	10,258,899	34	%	$	9,970,412	34	%	$	9,858,329	33	%
Commercial real estate — owner occupied	1,118,363		4	%	1,143,741		4	%	1,120,849		4	%	1,102,146		4	%	1,095,894		4	%
Commercial and business lending	12,044,132		40	%	11,717,483		39	%	11,379,748		38	%	11,072,558		37	%	10,954,223		37	%
Commercial real estate — investor	5,597,442		18	%	5,227,975		18	%	5,070,635		17	%	5,001,392		17	%	5,035,195		17	%
Real estate construction	1,809,054		6	%	1,982,632		7	%	2,114,300		7	%	2,255,637		8	%	2,287,041		8	%
Commercial real estate lending	7,406,496		24	%	7,210,607		24	%	7,184,934		24	%	7,257,029		25	%	7,322,237		25	%
Total commercial	19,450,628		64	%	18,928,090		64	%	18,564,683		62	%	18,329,587		62	%	18,276,460		62	%
Residential mortgage	6,999,654		23	%	7,047,541		24	%	7,803,083		26	%	7,840,073		26	%	7,868,180		27	%
Auto finance	2,878,765		10	%	2,810,220		9	%	2,708,946		9	%	2,556,009		9	%	2,471,257		8	%


Home equity	654,140		2	%	664,252		2	%	651,379		2	%	634,142		2	%	619,764		2	%
Other consumer	310,940		1	%	318,483		1	%	262,806		1	%	258,460		1	%	258,603		1	%
Total consumer	10,843,499		36	%	10,840,496		36	%	11,426,214		38	%	11,288,684		38	%	11,217,802		38	%
Total loans	$	30,294,127	100	%	$	29,768,586	100	%	$	29,990,897	100	%	$	29,618,271	100	%	$	29,494,263	100	%

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 the first three months of 2025. 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.

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

Table 6 Loan Distribution and Interest Rate Sensitivity


($ in thousands)	Within 1 Year (a)		1-5 Years		5-15 Years		Over 15 Years		Total		% of Total


Commercial and industrial	$	9,642,063	$	918,992	$	364,224	$	490	$	10,925,769	36	%
Commercial real estate — owner occupied	719,495		297,522		101,347		—		1,118,363		4	%
Commercial real estate — investor	5,276,919		285,208		35,314		—		5,597,442		18	%
Real estate construction	1,770,267		35,278		2,825		684		1,809,054		6	%
Commercial - adjustable	12,140,446		45,953		3,415		—		12,189,814		40	%
Commercial - fixed	5,268,299		1,491,047		500,295		1,174		7,260,814		24	%
Residential mortgage - adjustable	185,686		820,163		1,255,229		285		2,261,363		7	%
Residential mortgage - fixed	6,061		54,445		355,310		4,322,475		4,738,291		16	%
Auto finance	2,458		1,591,365		1,284,942		—		2,878,765		10	%
Home equity	610,898		8,071		26,761		8,410		654,140		2	%
Other consumer	256,290		29,257		17,466		7,927		310,940		1	%
Total loans	$	18,470,136	$	4,040,301	$	3,443,418	$	4,340,272	$	30,294,127	100	%
Fixed-rate	$	5,283,380	$	3,172,954	$	2,184,774	$	4,339,987	$	14,981,094	49	%
Floating or adjustable rate	13,186,757		867,347		1,258,644		285		15,313,033		51	%
Total	$	18,470,136	$	4,040,301	$	3,443,418	$	4,340,272	$	30,294,127	100	%

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

At March 31, 2025, $20.6 billion, or 68%, of the loans outstanding and $17.5 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 6 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 March 31, 2025, no significant concentrations existed in the Corporation’s 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


Mar 31, 2025	NAICS Subsector	Outstanding Balance		Total Exposure		% of Total Loan Exposure
($ in thousands)
Real Estate (a)	531	$	2,077,026	$	3,491,487	8	%
Utilities (b)	221	2,725,966		3,446,062		8	%
Credit Intermediation and Related Activities (c)	522	816,938		1,475,696		4	%

Merchant Wholesalers, Durable Goods	423	608,898		1,058,158		3	%

(a) Includes REIT lines.

(b) 62% of the total utilities exposure comes from renewable energy sources (wind, solar, hydroelectric, and geothermal).

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


Mar 31, 2025	% of Total Loan Exposure		% of Total Commercial Real Estate - Investor Loan Exposure
Multi-Family	5	%	38	%
Industrial	4	%	25	%
Office	2	%	17	%

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


Mar 31, 2025	% of Total Loan Exposure		% of Total Real Estate Construction Loan Exposure
Multi-Family	5	%	56	%

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 March 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 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


($ in thousands)	Mar 31, 2025			Dec 31, 2024			Sep 30, 2024			Jun 30, 2024			Mar 31, 2024
Nonperforming assets


Commercial and industrial	$	12,898		$	19,084		$	14,369		$	21,190		$	72,243
Commercial real estate — owner occupied	1,501			1,501			9,285			1,851			2,090
Commercial and business lending	14,399			20,585			23,654			23,041			74,333
Commercial real estate — investor	31,689			16,705			18,913			48,249			18,697
Real estate construction	125			30			15			16			18
Commercial real estate lending	31,814			16,735			18,928			48,265			18,715
Total commercial	46,213			37,320			42,582			71,306			93,047
Residential mortgage	72,455			70,038			70,138			68,058			69,954
Auto finance	7,692			7,402			7,456			6,986			7,158
Home equity	8,275			8,378			8,231			7,996			8,100
Other consumer	173			122			70			77			87
Total consumer	88,595			85,941			85,894			83,117			85,299
Total nonaccrual loans	134,808			123,260			128,476			154,423			178,346
Commercial real estate owned	19,114			11,914			11,914			914			914
Residential real estate owned	3,119			2,068			1,012			1,467			920
Bank properties real estate owned (a)	1,242			6,235			5,903			5,944			6,603
OREO	23,475			20,217			18,830			8,325			8,437

Repossessed assets	688			687			793			671			1,241
Total nonperforming assets	$	158,971		$	144,164		$	148,098		$	163,418		$	188,025








Accruing loans past due 90 days or more
Commercial	$	515		$	642		$	5,359		$	384		$	426
Consumer	2,521			2,547			1,748			1,970			1,992
Total accruing loans past due 90 days or more	$	3,036		$	3,189		$	7,107		$	2,354		$	2,417
Restructured loans (accruing)
Commercial	$	459		$	475		$	424		$	410		$	377
Consumer	3,192			3,057			2,141			2,166			2,080
Total restructured loans (accruing)	$	3,651		$	3,531		$	2,565		$	2,576		$	2,457
Nonaccrual restructured loans (included in nonaccrual loans)	$	3,451		$	2,581		$	1,840		$	717		$	1,141
Ratios
Nonaccrual loans to total loans	0.44		%	0.41		%	0.43		%	0.52		%	0.60		%
NPAs to total loans plus OREO and repossessed assets	0.52		%	0.48		%	0.49		%	0.55		%	0.64		%
NPAs to total assets	0.37		%	0.34		%	0.35		%	0.39		%	0.46		%

Allowance for credit losses on loans to nonaccrual loans	301.63		%	326.40		%	309.43		%	252.31		%	217.43		%

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Table 10 Nonperforming Assets (continued)


($ in thousands)	Mar 31, 2025		Dec 31, 2024		Sep 30, 2024		Jun 30, 2024		Mar 31, 2024
Accruing loans 30-89 days past due


Commercial and industrial	$	7,740	$	1,260	$	1,212	$	2,052	$	521
Commercial real estate — owner occupied	1,156		1,634		2,209		—		—
Commercial and business lending	8,896		2,893		3,421		2,052		521
Commercial real estate — investor	2,463		36,391		10,746		1,023		19,164
Real estate construction	—		21		88		—		1,260
Commercial real estate lending	2,463		36,412		10,834		1,023		20,424
Total commercial	11,360		39,305		14,255		3,075		20,945
Residential mortgage	13,568		14,892		13,630		10,374		9,903
Auto finance	12,522		14,850		15,458		15,814		12,521


Home equity	3,606		4,625		3,146		3,694		2,819
Other consumer	2,381		3,128		2,163		1,995		2,260
Total consumer	32,076		37,496		34,397		31,877		27,503
Total accruing loans 30-89 days past due	$	43,435	$	76,801	$	48,651	$	34,952	$	48,448

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

Nonaccrual loans: Nonaccrual loans are considered to be one indicator of potential future loan losses. See Note 6 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 6 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 6 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 March 31, 2025 was the Moody's baseline scenario from February 2025, which was reviewed against the March 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 in the Corporation's 2024 Annual Report on Form 10-K for additional information on the ACLL. See section Nonperforming Assets for a detailed discussion on asset quality. See also Note 6 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 March 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

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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.

Table 11 Allowance for Credit Losses on Loans


	Quarter Ended
($ in thousands)		Mar 31, 2025			Dec 31, 2024			Sep 30, 2024			Jun 30, 2024			Mar 31, 2024
Allowance for loan losses
Balance at beginning of period		$	363,545		$	361,765		$	355,844		$	356,006		$	351,094


Provision for loan losses		16,500			14,000			19,000			21,000			27,000


Charge offs		(13,714)			(13,770)			(15,337)			(23,290)			(24,018)
Recoveries		5,017			1,551			2,258			2,127			1,930
Net charge offs		(8,698)			(12,220)			(13,078)			(21,163)			(22,088)
Balance at end of period		$	371,348		$	363,545		$	361,765		$	355,844		$	356,006
Allowance for unfunded commitments
Balance at beginning of period		$	38,776		$	35,776		$	33,776		$	31,776		$	34,776


Provision for unfunded commitments		(3,500)			3,000			2,000			2,000			(3,000)

Balance at end of period		$	35,276		$	38,776		$	35,776		$	33,776		$	31,776
Allowance for credit losses on loans		$	406,624		$	402,322		$	397,541		$	389,620		$	387,782
Provision for credit losses on loans		13,000			17,000			21,000			23,000			24,000
Net loan (charge offs) recoveries


Commercial and industrial		$	(4,726)		$	(2,406)		$	(10,649)		$	(13,676)		$	(18,638)
Commercial real estate — owner occupied		—			—			—			1			2
Commercial and business lending		(4,726)			(2,406)			(10,649)			(13,674)			(18,636)
Commercial real estate — investor		(892)			(6,617)			(1)			(4,569)			—
Real estate construction		30			4			2			28			30
Commercial real estate lending		(863)			(6,612)			2			(4,541)			30
Total commercial		(5,589)			(9,018)			(10,647)			(18,216)			(18,606)
Residential mortgage		197			(239)			(160)			(289)			(62)
Auto finance		(1,519)			(1,782)			(1,281)			(1,480)			(2,094)


Home equity		289			277			424			238			211
Other consumer		(2,076)			(1,457)			(1,414)			(1,417)			(1,537)
Total consumer		(3,109)			(3,202)			(2,431)			(2,947)			(3,482)
Total net charge offs		$	(8,698)		$	(12,220)		$	(13,078)		$	(21,163)		$	(22,088)








Ratios

Allowance for credit losses on loans to total loans		1.34		%	1.35		%	1.33		%	1.32		%	1.31		%

Allowance for credit losses on loans to net charge offs (annualized)		11.5x			8.3x			7.6x			4.6x			4.4x
Loan evaluation method for ACLL
Individually evaluated for impairment		$	6,092		$	5,689		$	7,498		$	16,882		$	25,335
Collectively evaluated for impairment		400,532			396,632			390,043			372,738			362,447
Total ACLL		$	406,624		$	402,322		$	397,541		$	389,620		$	387,782
Loan balance
Individually evaluated for impairment		$	46,065		$	37,172		$	41,938		$	70,763		$	92,960
Collectively evaluated for impairment		30,248,062			29,731,414			29,948,958			29,547,508			29,401,303
Total loan balance		$	30,294,127		$	29,768,586		$	29,990,897		$	29,618,271		$	29,494,263

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Table 12 Annualized Net (Charge Offs) Recoveries (a)


	Quarter Ended
(In basis points)		Mar 31, 2025	Dec 31, 2024	Sep 30, 2024	Jun 30, 2024	Mar 31, 2024
Net loan (charge offs) recoveries


Commercial and industrial		(18)	(9)	(43)	(55)	(77)
Commercial real estate — owner occupied		—	—	—	—	—
Commercial and business lending		(16)	(8)	(39)	(50)	(69)
Commercial real estate — investor		(7)	(51)	—	(37)	—
Real estate construction		1	—	—	—	1
Commercial real estate lending		(5)	(37)	—	(25)	—
Total commercial		(12)	(19)	(23)	(40)	(41)
Residential mortgage		1	(1)	(1)	(1)	—
Auto finance		(22)	(26)	(19)	(24)	(35)
Home equity		18	17	26	15	14
Other consumer		(268)	(208)	(216)	(221)	(232)
Total consumer		(11)	(11)	(8)	(10)	(13)
Total net charge offs		(12)	(16)	(18)	(29)	(30)

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

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

• Total nonaccrual loans increased $12 million, or 9%, from December 31, 2024, and decreased $44 million, or 24%, from March 31, 2024. The increase from December 31, 2024 was driven by increases in CRE - investor lending and residential mortgage lending, partially offset by a decrease in commercial and industrial lending. The decrease from March 31, 2024 was driven by a decrease in commercial and industrial lending, partially offset by increases in CRE - investor lending and residential mortgage lending. See Note 6 Loans of the notes to consolidated financial statements and Table 10 for additional disclosures on the changes in asset quality.

• YTD net charge offs decreased $13 million from March 31, 2024, primarily driven by a decrease within commercial and industrial lending, partially offset by an increase in CRE - investor lending. See Table 11 and Table 12 for additional information on the activity in the ACLL.

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

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Deposits and Customer Funding

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

Table 13 Period End Deposit and Customer Funding Composition


	Mar 31, 2025				Dec 31, 2024				Sep 30, 2024				Jun 30, 2024				Mar 31, 2024
($ in thousands)	Amount		% of Total		Amount		% of Total		Amount		% of Total		Amount		% of Total		Amount		% of Total
Noninterest-bearing demand	$	6,135,946	17	%	$	5,775,657	17	%	$	5,857,421	17	%	$	5,815,045	18	%	$	6,254,135	19	%
Savings	5,247,291		15	%	5,133,295		15	%	5,072,508		15	%	5,157,103		16	%	5,124,639		15	%
Interest-bearing demand	9,075,133		26	%	9,124,741		26	%	8,605,578		26	%	8,284,017		25	%	8,747,127		26	%
Money market	6,820,038		19	%	6,637,915		19	%	6,095,206		18	%	6,294,895		19	%	6,721,674		20	%
Brokered CDs	4,197,512		12	%	4,276,309		12	%	4,242,670		13	%	4,061,578		12	%	3,931,230		12	%
Other time deposits	3,720,793		11	%	3,700,518		11	%	3,680,914		11	%	3,078,401		9	%	2,934,352		9	%
Total deposits	$	35,196,713	100	%	$	34,648,434	100	%	$	33,554,298	100	%	$	32,691,039	100	%	$	33,713,158	100	%
Other customer funding (a)	85,950				100,044				110,988				89,524				90,536
Total deposits and other customer funding	$	35,282,663			$	34,748,478			$	33,665,286			$	32,780,564			$	33,803,694
Network transaction deposits (b)	$	1,882,930			$	1,758,388			$	1,566,908			$	1,502,919			$	1,792,820

Net deposits and other customer funding (c)	29,202,221				28,713,780				27,855,707				27,216,066				28,079,644

Time deposits of more than $250,000	767,974				757,675				742,734				546,586				543,469

(a) Includes repurchase agreements.
(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 $548 million, or 2% from December 31, 2024, and increased $1.5 billion, or 4%, from March 31, 2024. The increase from December 31, 2024, was driven by increases in all deposit categories besides brokered CDs and interest-bearing demand deposits which partially offset the overall increase, while the increase from March 31, 2024 was driven by increases in all deposit categories except non-interest bearing demand deposits.

• Estimated uninsured and uncollateralized deposits, excluding intercompany deposits, were 26.1% of total deposits at March 31, 2025, compared to 23.0% at December 31, 2024 and 22.9% at March 31, 2024. The increase was primarily driven by increases in uninsured balances in business deposit accounts.

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 percentage 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 March 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 March 31, 2025, the Bank had $6.4 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 March 31, 2025, the Bank had $3.3 billion available for discount window borrowings.

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• 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:

Table 14 Liquidity Sources and Uninsured Deposit Coverage Ratio


($ in thousands)	Mar 31, 2025			Dec 31, 2024			Sep 30, 2024			Jun 30, 2024			Mar 31, 2024
Federal Reserve Bank balance	$	705,696		$	451,298		$	405,776		$	482,362		$	419,554
Available FHLB Chicago capacity	6,362,599			7,097,420			6,164,539			5,184,341			7,035,768
Available Federal Reserve Bank discount window capacity	3,308,303			2,778,294			2,981,211			2,336,073			1,438,992

Funding available within one business day (a)	10,376,598			10,327,012			9,551,527			8,002,776			8,894,314
Available federal funds lines	1,284,000			1,164,000			1,401,000			1,406,000			1,495,000
Available brokered deposits capacity (b)	414,199			418,198			520,809			679,089			446,513
Unsecured debt capacity (c)	1,000,000			1,000,000			1,000,000			1,000,000			1,000,000
Total available liquidity	$	13,074,797		$	12,909,210		$	12,473,336		$	11,087,865		$	11,835,827
Uninsured and uncollateralized deposits	$	9,170,483		$	7,954,259		$	7,492,684		$	7,174,369		$	7,710,911
Coverage ratio of uninsured and uncollateralized deposits with secured funding available within one business day	113		%	130		%	127		%	112		%	115		%
Coverage ratio of uninsured and uncollateralized deposits with total funding	143		%	162		%	166		%	155		%	153		%

(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.

Based on contractual obligations and ongoing operations, the Corporation's sources of liquidity are sufficient to meet present and future liquidity needs. See Table 17 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 II, Item 1A, Risk Factors.

For the three months ended March 31, 2025, net cash provided by operating and financing activities was $98 million and $242 million, respectively, while net cash used in investing activities was $127 million, for a net increase in cash and cash equivalents of $213 million since year-end 2024. At March 31, 2025, assets of $43.3 billion increased $286 million, or 1%, from year-end 2024. On the funding side, deposits of $35.2 billion increased $548 million, or 2% from year-end 2024, short-term funding decreased $159 million, or 34%, and other long-term funding decreased $246 million, or 29%.

For the three months ended March 31, 2024, net cash provided by operating and financing activities was $155 million and $49 million, respectively, while net cash used in investing activities was $275 million, for a net decrease in cash and cash equivalents of $72 million since year-end 2023. At March 31, 2024, assets of $41.1 billion increased $121 million, from year-end 2023. On the funding side, deposits of $33.7 billion increased $267 million, or 1%, from year-end 2023, short-term funding increased $439 million, or 134%, and FHLB advances decreased $607 million, or 31%.

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Quantitative and Qualitative Disclosures about Market Risk

Market risk and interest rate risk are managed centrally. Market risk is the potential for loss arising from adverse changes in the fair value of fixed-income securities, equity securities, other earning assets, and derivative financial instruments as a result of changes in interest rates or other factors. Interest rate risk is the potential for reduced net interest income resulting from adverse changes in the level of interest rates. As a financial institution that engages in transactions involving an array of financial products, the Corporation is exposed to both market risk and interest rate risk. In addition to market risk, interest rate risk is measured and managed through a number of methods. The Corporation uses financial modeling simulation techniques that measure the sensitivity of future earnings due to changing rate environments to measure interest rate risk.

Policies established by the Corporation’s ALCO and approved by the Board of Directors are intended to limit these risks. The Board has delegated day-to-day responsibility for managing market and interest rate risk to ALCO. The primary objectives of market risk management are to minimize any adverse effect that changes in market risk factors may have on net interest income and to offset the risk of price changes for certain assets recorded at fair value.

Interest Rate Risk

The primary goal of interest rate risk management is to control exposure to interest rate risk within policy limits approved by the Board of Directors. These limits and guidelines reflect the Corporation's risk appetite for interest rate risk over both short-term and long-term horizons.

The major sources of the Corporation's non-trading interest rate risk are timing differences in the maturity and re-pricing characteristics of assets and liabilities, changes in the shape of the yield curve, and the potential exercise of explicit or embedded options. We measure these risks and their impact by identifying and quantifying exposures through the use of sophisticated simulation and valuation models which are employed by management to understand interest rate sensitive EAR and MVE at risk. The Corporation’s interest rate risk profile is such that, generally, a higher yield curve adds to income while a lower yield curve has a negative impact on earnings. The Corporation's EAR profile is asset sensitive at March 31, 2025.

For further discussion of the Corporation's interest rate risk and corresponding key assumptions, see the Interest Rate Risk section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Corporation’s 2024 Annual Report on Form 10-K.

The sensitivity analysis included below is measured as a percentage change in EAR due to gradual moves in benchmark interest rates from a baseline scenario over 12 months. We evaluate the sensitivity using: 1) a dynamic forecast incorporating expected growth in the balance sheet, and 2) a static forecast where the current balance sheet is held constant.

While a gradual shift in interest rates was used in this analysis to provide an estimate of exposure under a probable scenario, an instantaneous shift in interest rates would have a more significant impact. No EAR breaches occurred during the first three months of 2025.

Table 15 Estimated % Change in Rate Sensitive Earnings at Risk Over 12 Months


	Mar 31, 2025				Dec 31, 2024
	Dynamic Forecast		Static Forecast		Dynamic Forecast		Static Forecast
Gradual Rate Change
100 bp increase in interest rates	1.4	%	1.4	%	1.0	%	0.7	%
200 bp increase in interest rates	2.6	%	2.6	%	2.0	%	1.3	%
100 bp decrease in interest rates	(0.6)	%	(0.7)	%	(0.5)	%	(0.2)	%
200 bp decrease in interest rates	(1.5)	%	(1.6)	%	(1.3)	%	(0.8)	%

At March 31, 2025, the MVE profile indicates a decrease in net balance sheet value due to instantaneous upward changes in rates and an increase in net balance sheet value due to instantaneous downward changes in rates.

Table 16 Market Value of Equity Sensitivity


	Mar 31, 2025		Dec 31, 2024
Instantaneous Rate Change
100 bp increase in interest rates	(8.5)	%	(9.1)	%
200 bp increase in interest rates	(17.6)	%	(18.5)	%
100 bp decrease in interest rates	7.0	%	7.1	%
200 bp decrease in interest rates	12.5	%	12.6	%

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Since MVE measures the discounted present value of cash flows over the estimated lives of instruments, the change in MVE does not directly correlate to the degree that earnings would be impacted over a shorter time horizon (i.e., the current year). Further, MVE does not take into account factors such as future balance sheet growth, changes in product mix, changes in yield curve relationships, and changes in product spreads that could mitigate the adverse impact of changes in interest rates. The MVE measure in the 200 bp increase in interest rates scenario is outside of the policy limit, which has been reported to the Corporation's Board.

The above EAR and MVE measures do not include all actions that management may undertake to manage this risk in response to anticipated changes in interest rates.

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

The following table summarizes significant contractual obligations and other commitments at March 31, 2025, at those amounts contractually due to the recipient, including any unamortized premiums or discounts, hedge basis adjustments, or other similar carrying value adjustments.

Table 17 Contractual Obligations and Other Commitments


($ in thousands)	Note Reference	One Year or Less		One to Three Years		Three to Five Years		Over Five Years		Total
Time deposits		$	7,835,352	$	70,546	$	12,401	$	5	$	7,918,305
Short-term funding	8	311,335		—		—		—		311,335
FHLB advances	8	1,819,573		4,915		202,284		525		2,027,297

Other long-term funding	8	90		183		—		591,110		591,382

Operating leases	16	5,433		9,754		6,948		12,795		34,931

Total		$	9,971,784	$	85,398	$	221,633	$	604,435	$	10,883,250

The Corporation also has obligations under its derivatives, lending-related commitments, and retirement plans as described in Note 9 Derivative and Hedging Activities, Note 11 Commitments, Off-Balance Sheet Arrangements, Legal Proceedings, and Regulatory Matters, and Note 13 Retirement Plans 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.

Capital

Management actively reviews capital strategies for the Corporation and each of its subsidiaries in light of perceived business risks, future growth opportunities, industry standards, and compliance with regulatory requirements. The assessment of overall capital adequacy depends on a variety of factors, including asset quality, liquidity, stability of earnings, changing competitive forces, economic conditions in markets served, and strength of management. At March 31, 2025, the capital ratios of the Corporation and its banking subsidiaries were in excess of regulatory minimum requirements. The Corporation’s capital ratios are summarized in the following table.

Compliance with regulatory minimum capital requirements is a tool used in assessing the Corporation's capital adequacy, but not determinative of how the Corporation would fare under extreme stress. Factors that may affect the adequacy of the Corporation's capital include the inherent limitations of fair value estimates and the assumptions thereof, the inherent limitations of the regulatory risk-weights assigned to various asset types, the inherent limitations of accounting classifications of certain investments and the effect on their measurement, external macroeconomic conditions and their effects on capital and the Corporation's ability to raise capital or refinance capital commitments, and the extent of steps taken by state or federal government authorities in periods of extreme stress.

For additional information regarding the potential for additional regulation and supervision, see Part I, Item 1A, Risk Factors in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024.

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Table 18 Capital Ratios


	Quarter Ended
($ in thousands)		Mar 31, 2025			Dec 31, 2024			Sep 30, 2024			Jun 30, 2024			Mar 31, 2024
Risk-based capital (a)
CET1		$	3,417,432		$	3,396,836		$	3,238,155		$	3,172,298		$	3,088,613
Tier 1 capital		3,611,544			3,590,948			3,432,267			3,366,410			3,282,725
Total capital		4,311,239			4,282,597			4,117,632			4,042,812			3,957,879
Total risk-weighted assets		33,800,823			33,950,173			33,326,479			32,767,830			32,753,344
Modified CECL transitional amount		—			22,425			22,425			22,425			22,425
CET1 capital ratio		10.11		%	10.01		%	9.72		%	9.68		%	9.43		%
Tier 1 capital ratio		10.68		%	10.58		%	10.30		%	10.27		%	10.02		%
Total capital ratio		12.75		%	12.61		%	12.36		%	12.34		%	12.08		%
Tier 1 leverage ratio		8.69		%	8.73		%	8.49		%	8.37		%	8.24		%
Selected equity and performance ratios
Total stockholders’ equity / total assets		10.82		%	10.70		%	10.46		%	10.19		%	10.13		%
Dividend payout ratio (b)		38.33		%	N/M			39.29		%	29.33		%	42.31		%
Return on average assets		0.97		%	(1.53)		%	0.85		%	1.13		%	0.80		%
Annualized noninterest expense / average assets		2.00		%	2.12		%	1.93		%	1.92		%	1.95		%

N/M = Not Meaningful

(a) The Federal Reserve establishes regulatory capital requirements, including well-capitalized standards for the Corporation. The Corporation follows Basel III, subject to certain transition provisions. These regulatory capital measurements are used by management, regulators, investors, and analysts to assess, monitor, and compare the quality and composition of the Corporation's capital with the capital of other financial services companies.

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

See Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds, for information on the shares repurchased during the first quarter of 2025.

Non-GAAP Measures

Table 19 Non-GAAP Measures


	Quarter Ended
($ in thousands)		Mar 31, 2025			Dec 31, 2024			Sep 30, 2024			Jun 30, 2024			Mar 31, 2024
Selected equity and performance ratios (a)
Tangible common equity / tangible assets (b)		7.96		%	7.82		%	7.50		%	7.18		%	7.08		%
Return on average equity		8.91		%	(14.20)		%	8.09		%	11.16		%	7.81		%
Return on average tangible common equity (c)		12.34		%	(20.27)		%	11.52		%	16.25		%	11.31		%
Return on average CET1 (c)		11.82		%	(19.28)		%	10.53		%	14.54		%	10.27		%

Return on average tangible assets (c)		1.01		%	(1.55)		%	0.89		%	1.18		%	0.84		%
Average stockholders' equity / average assets		10.86		%	10.76		%	10.46		%	10.14		%	10.26		%
Tangible common equity reconciliation (b)
Common equity		$	4,492,446		$	4,411,450		$	4,219,125		$	4,048,225		$	3,974,561
Goodwill and other intangible assets, net		(1,134,450)			(1,136,653)			(1,138,855)			(1,141,058)			(1,143,261)
Tangible common equity		$	3,357,996		$	3,274,797		$	3,080,269		$	2,907,167		$	2,831,300
Tangible assets reconciliation (b)
Total assets		$	43,309,136		$	43,023,068		$	42,210,815		$	41,623,908		$	41,137,084
Goodwill and other intangible assets, net		(1,134,450)			(1,136,653)			(1,138,855)			(1,141,058)			(1,143,261)
Tangible assets		$	42,174,686		$	41,886,415		$	41,071,960		$	40,482,850		$	39,993,824
Average tangible common equity and average CET1 reconciliation (b)
Average common equity		$	4,436,467		$	4,334,230		$	4,136,615		$	3,972,092		$	3,987,269
Average goodwill and other intangible assets, net		(1,135,584)			(1,137,826)			(1,140,060)			(1,142,368)			(1,144,588)
Average tangible common equity		3,300,883			3,196,404			2,996,555			2,829,725			2,842,681
Modified CECL transitional amount		—			22,425			22,425			22,425			22,425
Average accumulated other comprehensive loss (d)		64,680			151,862			172,711			241,634			188,067
Average deferred tax assets, net		24,886			23,462			23,564			24,506			12,303
Average CET1		$	3,390,449		$	3,394,154		$	3,215,255		$	3,118,290		$	3,065,475
Average tangible assets reconciliation (b)
Average total assets		$	42,630,627		$	42,071,562		$	41,389,711		$	41,100,606		$	40,769,206
Average goodwill and other intangible assets, net		(1,135,584)			(1,137,826)			(1,140,060)			(1,142,368)			(1,144,588)
Average tangible assets		$	41,495,043		$	40,933,736		$	40,249,651		$	39,958,238		$	39,624,617

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	Quarter Ended
($ in thousands)		Mar 31, 2025			Dec 31, 2024			Sep 30, 2024			Jun 30, 2024			Mar 31, 2024
Adjusted net income (loss) reconciliation (c)
Net income (loss)		$	101,687		$	(161,615)		$	88,018		$	115,573		$	81,169
Other intangible amortization, net of tax		1,652			1,652			1,652			1,652			1,652
Adjusted net income (loss)		$	103,339		$	(159,963)		$	89,670		$	117,225		$	82,821
Adjusted net income (loss) available to common equity reconciliation (c)
Net income (loss) available to common equity		$	98,812		$	(164,490)		$	85,143		$	112,698		$	78,294
Other intangible amortization, net of tax		1,652			1,652			1,652			1,652			1,652
Adjusted net income (loss) available to common equity		$	100,464		$	(162,838)		$	86,795		$	114,350		$	79,946
Pre-tax pre-provision income (loss) (e)
Income (loss) before income taxes		$	121,095		$	(177,752)		$	108,142		$	102,884		$	101,185
Provision for credit losses		13,003			16,986			20,991			23,008			24,001
Pre-tax pre-provision income (loss)		$	134,098		$	(160,766)		$	129,133		$	125,892		$	125,186
Period end core customer deposits reconciliation
Total deposits		$	35,196,713		$	34,648,434		$	33,554,298		$	32,691,039		$	33,713,158
Network transaction deposits		(1,882,930)			(1,758,388)			(1,566,908)			(1,502,919)			(1,792,820)
Brokered CDs		(4,197,512)			(4,276,309)			(4,242,670)			(4,061,578)			(3,931,230)
Core customer deposits		$	29,116,271		$	28,613,737		$	27,744,719		$	27,126,542		$	27,989,108
Average core customer deposits reconciliation
Average total deposits		$	34,833,464		$	34,337,468		$	33,320,825		$	32,629,404		$	33,267,057
Average network transaction deposits		(1,847,972)			(1,690,745)			(1,644,305)			(1,595,312)			(1,651,937)
Average brokered CDs		(4,315,311)			(4,514,841)			(4,247,941)			(3,927,727)			(4,268,881)
Average core customer deposits		$	28,670,181		$	28,131,882		$	27,428,578		$	27,106,365		$	27,346,239
Total expense for efficiency ratios reconciliation
Noninterest expense		$	210,619		$	224,282		$	200,597		$	195,861		$	197,657
Less: Other intangible amortization		2,203			2,203			2,203			2,203			2,203
Total expense for fully tax-equivalent efficiency ratio		208,416			222,080			198,394			193,658			195,454
Less: FDIC special assessment		—			—			—			—			7,696
Less: Announced initiatives (b)		—			14,243			—			—			—
Total expense for adjusted efficiency ratio		$	208,416		$	207,836		$	198,394		$	193,658		$	187,758
Total revenue for efficiency ratios reconciliation
Net interest income		$	285,941		$	270,289		$	262,509		$	256,593		$	257,858
Noninterest income		58,776			(206,772)			67,221			65,159			64,985
Less: Investment securities gains (losses), net		4			(148,194)			100			67			3,879
Fully tax-equivalent adjustment		4,254			3,680			3,723			3,747			3,770
Total revenue for fully tax-equivalent efficiency ratio		348,968			215,390			333,353			325,432			322,733
Less: Announced initiatives (b)		(6,976)			(130,406)			—			—			—
Total revenue for adjusted efficiency ratio		$	355,943		$	345,795		$	333,353		$	325,432		$	322,733
Efficiency ratios (expense / revenue)



Fully tax-equivalent efficiency ratio		59.72		%	103.11		%	59.51		%	59.51		%	60.56		%
Adjusted efficiency ratio		58.55		%	60.10		%	59.51		%	59.51		%	58.18		%

(a) These capital measurements are used by management, regulators, investors, and analysts to assess, monitor, and compare the quality and composition of our capital with the capital of other financial services companies.

(b) The ratio tangible common equity to tangible assets excludes goodwill and other intangible assets, net. This financial measure has been included as it is considered to be a critical metric with which to analyze and evaluate financial condition and strength.

(c) Adjusted net income and adjusted net income available to common equity, which are used in the calculation of return on average tangible assets and return on average tangible common equity, respectively, add back other intangible amortization, net of tax.

(d) The Corporation is not classified as an advanced approaches holding company as defined by the Federal Reserve. As such, the Corporation has elected to be subject to the AOCI-related adjustments when calculating common equity tier 1 capital which allows the Corporation to opt-out of the requirement to include most components of AOCI in common equity tier 1 capital. This adjustment reflects that election.

(e) Management believes this measure is meaningful because it reflects adjustments commonly made by management, investors, regulators, and analysts to evaluate the adequacy of earnings per common share, provide greater understanding of ongoing operations, and enhance comparability of results with prior periods.

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Sequential Quarter Results

The Corporation reported net income of $102 million for the first quarter of 2025, compared to a net loss of $162 million for the fourth quarter of 2024, with the net loss attributable to impacts of balance sheet restructuring announced in the fourth quarter of 2024. Net income available to common equity was $99 million for the first quarter of 2025, or $0.60 for basic earnings per common share and $0.59 for diluted earnings per common share. Comparatively, the net loss available to common equity for the fourth quarter of 2024 was $164 million, or $1.04 for basic loss per common share and $1.03 for diluted loss per common share (see Table 1).

Fully tax-equivalent net interest income for the first quarter of 2025 was $290 million, $16 million, or 6%, higher than the fourth quarter of 2024. The net interest margin in the first quarter of 2025 was up 16 bp to 2.97%. Average earning assets increased $404 million, or 1%, to $39.3 billion in the first quarter of 2025. Average loans decreased $91 million, primarily driven by a decrease in residential mortgage lending as a result of the completion of the Corporation's mortgage loan sale as part of the balance sheet repositioning announced in the fourth quarter of 2024. On the funding side, average total interest-bearing deposits increased $594 million, or 2%, driven primarily by and increase in interest-bearing demand deposits. In the first quarter of 2025, average FHLB advances increased $140 million, or 10%, given funding needs and average other long-term funding decreased $213 million, or 25%, due to subordinated notes maturing in the first quarter of 2025 (see Table 2).

The provision for credit losses was $13 million for the first quarter of 2025 and $17 million for the fourth quarter of 2024 (see Table 11). See discussion under sections: Provision for Credit Losses, Nonperforming Assets, and Allowance for Credit Losses on Loans.

Noninterest income for the first quarter of 2025 was $59 million, compared to a loss of $207 million in the fourth quarter of 2024, as a result of the impacts of the balance sheet restructuring announced in the fourth quarter of 2024 (see Table 3).

Noninterest expense for the first quarter of 2025 was $211 million, down $14 million, or 6%, from the fourth quarter of 2024, driven primarily by the recognition of a loss on prepayment of FHLB advances as part of the balance sheet restructuring announced in the fourth quarter of 2024 (see Table 4).

For the first quarter of 2025, the Corporation recognized income tax expense of $19 million, compared to an income tax benefit of $16 million for the fourth quarter of 2024 given the net income recognized in the first quarter as compared to the net loss recognized in the fourth quarter. See section Income Taxes for a more detailed discussion.

Segment Review

The reportable segments are Corporate and Commercial Specialty; Community, Consumer and Business; and Risk Management and Shared Services. The financial information of the Corporation’s segments was compiled utilizing the accounting policies described in the Corporation’s 2024 Annual Report on Form 10-K and Note 14 Segment Reporting of the notes to consolidated financial statements.

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Table 20 Selected Segment Financial Data


	Three Months Ended Mar 31,
($ in thousands)	2025		2024		% Change
Corporate and Commercial Specialty
Total revenue	$	146,847	$	144,033	2%
Provision for credit losses	19,014		14,998		27%
Noninterest expense	45,152		42,778		6%
Income tax expense	15,696		17,808		(12)%
Net income	66,985		68,449		(2)%
Average earning assets	17,002,754		16,025,524		6%
Average loans	16,997,009		16,020,376		6%
Average deposits	7,244,897		7,277,094		—%
Community, Consumer, and Business
Total revenue	$	247,252	$	252,430	(2)%
Provision for credit losses	6,072		7,256		(16)%
Noninterest expense	136,817		134,062		2%
Income tax expense	21,916		23,335		(6)%
Net income	82,447		87,777		(6)%
Average earning assets	12,650,533		12,787,358		(1)%
Average loans	12,647,122		12,787,358		(1)%
Average deposits	21,294,167		20,128,601		6%
Risk Management and Shared Services
Total revenue	$	(49,382)	$	(73,620)	(33)%
Provision for credit losses	(12,083)		1,747		N/M
Noninterest expense	28,651		20,817		38%
Income tax benefit	(18,203)		(21,127)		(14)%
Net loss	(47,747)		(75,058)		(36)%
Average earning assets	9,629,650		8,783,297		10%
Average loans	466,851		561,288		(17)%
Average deposits	6,294,400		5,861,362		7%

N//M = Not meaningful

Notable Changes in Segment Financial Data

Corporate and Commercial Specialty

• Average earning assets and average loans both increased $977 million from the three months ended March 31, 2024, primarily driven by growth in commercial and business lending.

Community, Consumer, and Business

• Net income decreased $5 million from the three months ended March 31, 2024, driven by a $7 million decrease in net interest income due to lower FTP allocations and a $2 million increase in noninterest expense primarily due to increased technology expenses. These were offset by a $2 million increase in noninterest income primarily due to increased mortgage banking revenues and a $1 million reduction in income tax expense due to lower pre-tax income.

• Average deposits increased $1.2 billion from the three months ended March 31, 2024, driven by increases in all interest-bearing deposit categories, partially offset by decreases in noninterest bearing demand deposits.

Risk Management and Shared Services

• Total revenue increased $24 million from the three months ended March 31, 2024, primarily driven by more favorable FTP allocations.

• Noninterest expense increased $8 million from the three months ended March 31, 2024, primarily due to a $4 million increase in personnel expense, a $2 million increase in occupancy expense, and a $6 million increase in other noninterest expense primarily due to a $4 million OREO write down. These increases were offset by a $4 million decrease in FDIC expense due to a nonrecurring FDIC special assessment expense incurred in the first quarter of 2024 and lower allocated expenses.

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• Net loss decreased $27 million from the three months ended March 31, 2024, primarily due to the changes noted above and a $3 million income tax benefit primarily due to the release of a valuation reserve on deferred taxes.

• Average earning assets increased $846 million from the three months ended March 31, 2024, driven by higher balances of AFS investment securities in the portfolio and higher deposits in other financial institutions offset by a decrease in average loans.

• Average loans decreased $94 million from the three months ended March 31, 2024, driven by lower balances in all loan categories.

• Average deposits increased $433 million from the three months ended March 31, 2024, primarily driven by increases in all deposit types except for time deposits.

Critical Accounting Estimates

In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Actual results could differ significantly from those estimates. The determination of the ACLL is particularly susceptible to significant change. A discussion of these estimates can be found in the Critical Accounting Estimates section in Management's Discussion and Analysis of Financial Condition and Results of Operations included in the Corporation’s 2024 Annual Report on Form 10-K. There have been no changes in the Corporation's application of critical accounting estimates since December 31, 2024.

Recent Developments

On April 29, 2025, the Corporation’s Board of Directors declared a regular quarterly cash dividend of $0.23 per common share, payable on June 16, 2025, to shareholders of record at the close of business on June 2, 2025.

The Board of Directors also declared a regular quarterly cash dividend of $0.3671875 per depositary share on Associated's 5.875% Series E Perpetual Preferred Stock, payable on June 16, 2025, to shareholders of record at the close of business on June 2, 2025.

The Board of Directors also declared a regular quarterly cash dividend of $0.3515625 per depositary share on Associated's 5.625% Series F Perpetual Preferred Stock, payable on June 16, 2025, to shareholders of record at the close of business on June 2, 2025.


ITEM 3.			Quantitative and Qualitative Disclosures About Market Risk

Information required by this item is set forth in Item 2 under the captions Quantitative and Qualitative Disclosures about Market Risk and Interest Rate Risk.

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ITEM 4.			Controls and Procedures

The Corporation maintains disclosure controls and procedures as required under Rule 13a-15 promulgated under the Securities Exchange Act of 1934, as amended, that are designed to ensure that information required to be disclosed in the Corporation's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Corporation’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As of March 31, 2025, the Corporation’s management carried out an evaluation, under the supervision and with the participation of the Corporation’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of its disclosure controls and procedures. Based on the foregoing, its Chief Executive Officer and Chief Financial Officer concluded that the Corporation’s disclosure controls and procedures were effective as of March 31, 2025.

No changes were made to the Corporation’s internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act of 1934) during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting.

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PART II - OTHER INFORMATION


ITEM 1.			Legal Proceedings

The information required by this item is set forth in Part I, Item 1 under Note 11 Commitments, Off-Balance Sheet Arrangements, Legal Proceedings, and Regulatory Matters of the notes to consolidated financial statements.


ITEM 1A.			Risk Factors

There have been no material changes in the Risk Factors described in the Corporation’s 2024 Annual Report on Form 10-K.


ITEM 2.			Unregistered Sales of Equity Securities and Use of Proceeds

During the first quarter of 2025, the Corporation repurchased $28 million of common stock, including $22 million of open market repurchases and $6 million of repurchases related to tax withholding on equity compensation. The repurchase details are presented in the table below:

Common Stock Purchases


	Total Number of Shares Purchased (a)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (b)
Period

January 1, 2025 - January 31, 2025	—	$	—	—
February 1, 2025 - February 28, 2025	1,042,756	24.83		900,000
March 1, 2025 - March 31, 2025	100,121	22.19		—
Total	1,142,877	$	24.59	900,000	1,733,889

(a) During the first quarter of 2025, the Corporation repurchased 242,877 shares for minimum tax withholding settlements on equity compensation. These purchases do not count against the maximum value of shares remaining available for purchase under the Board of Directors' 2021 authorization.

(b) At March 31, 2025, there remained $39 million authorized to be repurchased under the Board of Directors' 2021 $100 million authorization. The maximum number of shares that may yet be purchased under this authorization is based on the closing share price on March 31, 2025.

Repurchases under Board authorized repurchase programs are subject to any necessary regulatory approvals and other limitations and may occur from time to time in open market purchases, block transactions, private transactions, accelerated share repurchases, or similar facilities.


ITEM 5.			Other Information

During the three months ended March 31, 2025, no director or "officer" of the Corporation adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.


ITEM 6.			Exhibits

(a) Exhibits:




Exhibit (10), Employment Transition - Letter Agreement between Associated Banc-Corp and Paul Schmidt, effective January 20, 2025.
Exhibit (31.1), Certification Under Section 302 of Sarbanes-Oxley by Andrew J. Harmening, Chief Executive Officer.
Exhibit (31.2), Certification Under Section 302 of Sarbanes-Oxley by Derek S. Meyer, Chief Financial Officer.
Exhibit (32), Certification by the Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of Sarbanes-Oxley.
Exhibit (101), Interactive data files pursuant to Rule 405 of Regulation S-T: (i) Unaudited Consolidated Balance Sheets, (ii) Unaudited Consolidated Statements of Income, (iii) Unaudited Consolidated Statements of Comprehensive Income, (iv) Unaudited Consolidated Statements of Changes in Stockholders’ Equity, (v) Unaudited Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements.
Exhibit (104), The cover page from the Corporation's Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 has been formatted in Inline XBRL (Inline Extensible Business Reporting Language) and contained in Exhibits in 101.


Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



						ASSOCIATED BANC-CORP
						(Registrant)



Date: April 29, 2025						/s/ Andrew J. Harmening
						Andrew J. Harmening
						President and Chief Executive Officer



Date: April 29, 2025						/s/ Derek S. Meyer
						Derek S. Meyer
						Chief Financial Officer



Date: April 29, 2025						/s/ Ryan J. Beld
						Ryan J. Beld
						Chief Accounting Officer

TABLE OF CONTENTS

Part I - Financial Information Item 1. Financial Statements:Item 1. Financial Statements Continued:Note 1 Basis Of Presentation Note 2 Summary Of Significant Accounting Policies Note 3 Earnings Per Common Share Note 4 Stock-based Compensation Note 5 Investment Securities Note 6 Loans Note 7 Goodwill and Other Intangible Assets Note 8 Short and Long-term Funding Note 9 Derivative and Hedging Activities Note 10 Balance Sheet Offsetting Note 11 Commitments, Off-balance Sheet Arrangements, Legal Proceedings, and Regulatory Matters Note 12 Fair Value Measurements Note 13 Retirement Plans Note 14 Segment Reporting Note 15 Accumulated Other Comprehensive Income (loss)Note 16 Leases Item 2. Management's Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II - Other Information Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Equity Securities and Use Of Proceeds Item 5. Other Information Item 6. Exhibits

Exhibits

Exhibit (10), Employment Transition - Letter Agreement between Associated Banc-Corp and Paul Schmidt, effective January 20, 2025. Exhibit (31.1), Certification Under Section 302 of Sarbanes-Oxley by Andrew J. Harmening, Chief Executive Officer. Exhibit (31.2), Certification Under Section 302 of Sarbanes-Oxley by Derek S. Meyer, Chief Financial Officer. Exhibit (32), Certification by the Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of Sarbanes-Oxley.

ASB 10-Q Quarter ended March 31, 2025

Exhibits