株探米国株
英語
エドガーで原本を確認する
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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 June 30, 2024
OR
  ☐ 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: 000-16772
PEO-LOGO-BANCORP-HORIZ-RGB_SOLID.jpg
PEOPLES BANCORP INC.
(Exact name of Registrant as specified in its charter)
Ohio   31-0987416
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)
138 Putnam Street,  P.O. Box 738,
Marietta, Ohio   45750
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code:   (740) 373-3155
  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 Shares, without par value PEBO The Nasdaq Stock Market

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 x   No o

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 x No  o

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:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 35,508,377 common shares, without par value, at July 31, 2024.

Table of Contents
Table of Contents


2
Table of Contents
PART I - FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS
PEOPLES BANCORP INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
  June 30,
2024		 December 31,
2023
(Dollars in thousands) (Unaudited)
Assets    
Cash and cash equivalents:
Cash and balances due from banks $ 119,981  $ 111,680 
Interest-bearing deposits in other banks 115,890  315,042 
Total cash and cash equivalents 235,871  426,722 
Available-for-sale investment securities, at fair value (amortized cost of $1,266,060 at June 30, 2024 and $1,184,288 at December 31, 2023) (a)
 1,119,139  1,048,322 
Held-to-maturity investment securities, at amortized cost (fair value of $622,593 at June 30, 2024 and $612,022 at December 31, 2023) (a)
 701,984  683,657 
Other investment securities 62,742  63,421 
Total investment securities (a) 1,883,865  1,795,400 
Loans and leases, net of deferred fees and costs (b) 6,325,371  6,159,196 
Allowance for credit losses (66,247) (62,011)
Net loans and leases (c) 6,259,124  6,097,185 
Loans held for sale 3,832  1,866 
Bank premises and equipment, net of accumulated depreciation 106,589  103,856 
Bank owned life insurance 142,605  140,554 
Goodwill 362,169  362,169 
Other intangible assets 44,248  50,003 
Other assets 188,158  179,627 
Total assets $ 9,226,461  $ 9,157,382 
Liabilities    
Deposits:
Non-interest-bearing $ 1,472,697  $ 1,567,649 
Interest-bearing 5,825,077  5,584,648 
Total deposits 7,297,774  7,152,297 
Short-term borrowings 482,733  601,121 
Long-term borrowings 234,257  216,241 
Accrued expenses and other liabilities 133,864  134,189 
Total liabilities 8,148,628  8,103,848 
Stockholders’ equity    
Preferred shares, no par value, 50,000 shares authorized, no shares issued at June 30, 2024 or at December 31, 2023
 —  — 
Common shares, no par value, 50,000,000 shares authorized, 36,760,516 shares issued at June 30, 2024 and 36,736,041 shares issued at December 31, 2023, including at each date shares held in treasury
 863,975  865,227 
Retained earnings 357,886  327,237 
Accumulated other comprehensive loss, net of deferred income taxes (110,193) (101,590)
Treasury stock, at cost, 1,347,476 shares at June 30, 2024 and 1,511,348 shares at December 31, 2023
 (33,835) (37,340)
Total stockholders’ equity 1,077,833  1,053,534 
Total liabilities and stockholders’ equity $ 9,226,461  $ 9,157,382 
(a)    Available-for-sale investment securities and held-to-maturity investment securities are presented net of allowance for credit losses of $0 and $238, respectively, at June 30, 2024, and $0 and $238, respectively, at December 31, 2023.
(b)    Also referred to throughout this Quarterly Report on Form 10-Q as "total loans" and "loans held for investment."
(c)    Also referred to throughout this Quarterly Report on Form 10-Q as "net loans."


See Notes to the Unaudited Condensed Consolidated Financial Statements

3
Table of Contents
PEOPLES BANCORP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
(Dollars in thousands, except per share data) 2024 2023 2024 2023
Interest income:
Interest and fees on loans and leases $ 112,433  91,848  $ 223,182  $ 163,610 
Interest and dividends on taxable investment securities 14,841  12,771  28,760  23,774 
Interest on tax-exempt investment securities 994  1,125  1,997  2,121 
Other interest income 2,502  673  4,424  1,061 
Total interest income 130,770  106,417  258,363  190,566 
Interest expense:
Interest on deposits 35,659  14,403  68,963  20,064 
Interest on short-term borrowings 4,978  5,314  9,162  9,771 
Interest on long-term borrowings 3,520  1,847  6,985  3,000 
Total interest expense 44,157  21,564  85,110  32,835 
Net interest income 86,613  84,853  173,253  157,731 
Provision for credit losses 5,683  7,983  11,785  9,836 
Net interest income after provision for credit losses 80,930  76,870  161,468  147,895 
Non-interest income:
Electronic banking income 6,470  6,466  12,516  11,909 
Trust and investment income 4,999  4,414  9,598  8,498 
Deposit account service charges 4,339  4,153  8,562  7,676 
Insurance income 4,109  4,004  10,607  9,429 
Lease income 1,116  1,719  2,352  2,796 
Bank owned life insurance income 1,037  842  2,537  1,549 
Mortgage banking income 243  189  564  503 
Net loss on investment securities (353) (166) (354) (2,101)
Net loss on asset disposals and other transactions (428) (1,665) (769) (1,911)
Other non-interest income 2,172  1,059  3,870  1,727 
Total non-interest income 23,704  21,015  49,483  40,075 
Non-interest expense:
Salaries and employee benefit costs 36,564  38,025  75,457  70,053 
Data processing and software expense 6,743  4,728  12,512  9,290 
Net occupancy and equipment expense 6,142  5,380  12,425  10,335 
Professional fees 2,935  7,438  5,902  10,319 
Amortization of other intangible assets 2,787  2,800  5,575  4,671 
Electronic banking expense 1,941  1,832  3,722  3,323 
Federal Deposit Insurance Corporation ("FDIC") insurance expense
 1,251  1,464  2,437  2,265 
Other loan expenses 1,036  538  2,112  1,277 
Franchise tax expense 760  872  1,641  1,906 
Communication expense 736  724  1,535  1,337 
Marketing expense 681  1,357  1,737  2,287 
Other non-interest expense 7,182  5,465  12,168  10,039 
Total non-interest expense 68,758  70,623  137,223  127,102 
Income before income taxes 35,876  27,262  73,728  60,868 
Income tax expense 6,869  6,166  15,137  13,212 
Net income $ 29,007  $ 21,096  $ 58,591  $ 47,656 
Earnings per common share - basic $ 0.83  $ 0.64  $ 1.67  $ 1.57 
Earnings per common share - diluted $ 0.82  $ 0.64  $ 1.66  $ 1.56 
Weighted-average number of common shares outstanding - basic 34,764,489  32,526,962  34,752,419  30,222,165 
Weighted-average number of common shares outstanding - diluted 35,117,648  32,649,976  35,071,550  30,314,504 
Cash dividends declared $ 14,197  $ 13,422  $ 27,942  $ 24,147 
Cash dividends declared per common share $ 0.40  $ 0.39  $ 0.79  $ 0.77 

See Notes to the Unaudited Condensed Consolidated Financial Statements

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PEOPLES BANCORP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
(Dollars in thousands) 2024 2023 2024 2023
Net income $ 29,007  $ 21,096  $ 58,591  $ 47,656 
Other comprehensive (loss) income:
Available-for-sale investment securities:
Gross unrealized holding (loss) gain arising during the period (1,422) (12,034) (11,309) 8,328 
Related tax benefit (expense) 236  3,154  2,576  (1,493)
Reclassification adjustment for net loss included in net income 353  166  354  2,101 
Related tax expense (82) (43) (82) (495)
Net effect on other comprehensive (loss) income (915) (8,757) (8,461) 8,441 
Defined benefit plan:
Amortization of unrecognized loss and service cost on benefit plans —  7  —  9 
Related tax benefit —  (2) —  (2)
Net effect on other comprehensive (loss) income —  5  —  7 
Cash flow hedges:
Net (loss) gain arising during the period (443) 1,073  (187) (283)
  Related tax benefit (expense) 105  (262) 45  51 
Net effect on other comprehensive (loss) income (338) 811  (142) (232)
Total other comprehensive (loss) income, net of tax (1,253) (7,941) (8,603) 8,216 
Total comprehensive income $ 27,754  $ 13,155  $ 49,988  $ 55,872 

See Notes to the Unaudited Condensed Consolidated Financial Statements

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PEOPLES BANCORP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited)
Accumulated Other Comprehensive Loss Total Stockholders' Equity
Common Shares Retained Earnings Treasury Stock
(Dollars in thousands)
Balance, March 31, 2024 $ 861,925  $ 343,076  $ (108,940) $ (34,059) $ 1,062,002 
Net income —  29,007  —  —  29,007 
Other comprehensive loss, net of tax —  —  (1,253) —  (1,253)
Cash dividends declared —  (14,197) —  (14,197)
Reissuance of treasury stock for common share awards 264  —  —  (264) — 
Reissuance of treasury stock for deferred compensation plan for Boards of Directors —  —  —  342  342 
Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors —  —  —  (182) (182)
Common shares issued under dividend reinvestment plan 419  —  —  —  419 
Common shares issued under compensation plan for Boards of Directors 21  —  —  102  123 
Common shares issued under employee stock purchase plan 34  —  —  226  260 
Stock-based compensation 1,312  —  —  —  1,312 
Balance, June 30, 2024 $ 863,975  $ 357,886  $ (110,193) $ (33,835) $ 1,077,833 
Accumulated Other Comprehensive Loss Total Stockholders' Equity
Common Shares Retained Earnings Treasury Stock
(Dollars in thousands)
Balance, December 31, 2023 $ 865,227  $ 327,237  $ (101,590) $ (37,340) $ 1,053,534 
Net income —  58,591  —  —  58,591 
Other comprehensive loss, net of tax —  —  (8,603) —  (8,603)
Cash dividends declared —  (27,942) —  —  (27,942)
Reissuance of treasury stock for common share awards (6,598) —  —  6,598  — 
Reissuance of treasury stock for deferred compensation plan for Boards of Directors —  —  —  342  342 
Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors —  —  —  (1,051) (1,051)
Common shares repurchased under share repurchase program —  —  —  (3,000) (3,000)
Common shares issued under dividend reinvestment plan 874  —  —  —  874 
Common shares issued under compensation plan for Boards of Directors 42  —  —  219  261 
Common shares issued under employee stock purchase plan 94  —  —  397  491 
Stock-based compensation 4,336  —  —  —  4,336 
Balance, June 30, 2024 $ 863,975  $ 357,886  $ (110,193) $ (33,835) $ 1,077,833 

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Accumulated Other Comprehensive Loss Total Stockholders' Equity
Common Shares Retained Earnings Treasury Stock
(Dollars in thousands)
Balance, March 31, 2023 $ 684,367  $ 281,771  $ (110,979) $ (35,616) $ 819,543 
Net income —  21,096  —  —  21,096 
Other comprehensive loss, net of tax —  —  (7,941) —  (7,941)
Cash dividends declared —  (13,422) —  —  (13,422)
Reissuance of treasury stock for common share awards (725) —  —  725  — 
Reissuance of treasury stock for deferred compensation plan for Boards of Directors —  —  —  115  115 
Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors —  —  —  (134) (134)
Common shares issued under dividend reinvestment plan 350  —  —  —  350 
Common shares issued under compensation plan for Boards of Directors 11  —  —  124  135 
Common shares issued under employee stock purchase plan 19  —  —  208  227 
Stock-based compensation 1,009  —  —  —  1,009 
Issuance of common shares related to merger with Limestone Bancorp, Inc. 177,929  —  —  —  177,929 
Balance, June 30, 2023 $ 862,960  $ 289,445  $ (118,920) $ (34,578) $ 998,907 
Accumulated Other Comprehensive Loss Total Stockholders' Equity
Common Shares Retained Earnings Treasury Stock
(Dollars in thousands)
Balance, December 31, 2022 $ 686,450  $ 265,936  $ (127,136) $ (39,922) $ 785,328 
Net income —  47,656  —  —  47,656 
Other comprehensive income, net of tax —  —  8,216  —  8,216 
Cash dividends declared —  (24,147) —  —  (24,147)
Reissuance of treasury stock for common share awards (5,410) —  —  5,410  — 
Reissuance of treasury stock for deferred compensation plan for Boards of Directors —  —  —  115  115 
Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors —  —  —  (1,054) (1,054)
Common shares issued under dividend reinvestment plan 752  —  —  —  752 
Common shares issued under compensation plan for Boards of Directors 19  —  —  252  271 
Common shares issued under employee stock purchase plan 61  —  —  621  682 
Stock-based compensation 3,159  —  —  —  3,159 
Issuance of common shares related to merger with Limestone Bancorp, Inc. 177,929  —  —  —  177,929 
Balance, June 30, 2023 $ 862,960  $ 289,445  $ (118,920) $ (34,578) $ 998,907 

See Notes to the Unaudited Condensed Consolidated Financial Statements

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PEOPLES BANCORP INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Six Months Ended
June 30,
(Dollars in thousands) 2024 2023
Net cash provided by operating activities $ 69,123  $ 63,223 
Investing activities:
Available-for-sale investment securities:
Purchases (147,734) (23,913)
Proceeds from sales —  120,396 
Proceeds from principal payments, calls and prepayments 64,356  73,318 
Held-to-maturity investment securities:
Purchases (37,120) (174,335)
Proceeds from principal payments 18,812  60,672 
Other investment securities:
Purchases (18,327) (15,856)
Proceeds from sales 19,312  9,665 
Net increase in loans held for investment (164,489) (184,177)
Net expenditures for premises and equipment (5,759) (7,182)
Proceeds from sales of other real estate owned —  106 
Business acquisitions, net of cash received —  91,793 
Proceeds from bank owned life insurance contracts 486  — 
Investment in limited partnership and tax credit funds (2,919) (1,699)
Net cash used in investing activities (273,382) (51,212)
Financing activities:    
Net decrease in non-interest-bearing deposits (94,952) (169,495)
Net increase in interest-bearing deposits 240,446  178,373 
Net (decrease) increase in short-term borrowings (118,388) 9,797 
Proceeds from long-term borrowings 35,561  5,004 
Payments on long-term borrowings (18,171) (16,626)
Cash dividends paid (27,887) (24,276)
Purchase of treasury stock under share repurchase program (3,000) — 
Purchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors to be held as treasury stock
 (1,051) (1,054)
Proceeds from issuance of common shares 850  726 
Net cash provided by (used in) financing activities 13,408  (17,551)
Net decrease in cash and cash equivalents (190,851) (5,540)
Cash and cash equivalents at beginning of period 426,722  154,022 
Cash and cash equivalents at end of period $ 235,871  $ 148,482 
Supplemental cash flow information:
     Interest paid $ 76,909  $ 27,283 
     Income taxes paid 20,383  29,194 
Supplemental noncash disclosures:
     Transfers from total loans to other real estate owned 235  — 
Noncash recognition of new leases 621  4,179 
See Notes to the Unaudited Condensed Consolidated Financial Statements


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PEOPLES BANCORP INC. AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1 Summary of Significant Accounting Policies
Basis of Presentation: The accompanying Unaudited Condensed Consolidated Financial Statements of Peoples Bancorp Inc. and its subsidiaries ("Peoples" refers to Peoples Bancorp Inc. and its consolidated subsidiaries collectively, except where the context indicates the reference relates solely to Peoples Bancorp Inc.) have been prepared in accordance with accounting principles generally accepted in the United States ("US GAAP") for interim financial information and the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not contain all of the information and footnotes required by US GAAP for annual financial statements and should be read in conjunction with Peoples’ Annual Report on Form 10-K for the fiscal year ended December 31, 2023 ("Peoples' 2023 Form 10-K").
The accounting and reporting policies followed in the presentation of the accompanying Unaudited Condensed Consolidated Financial Statements are consistent with those described in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples’ 2023 Form 10-K, as updated by the information contained in this Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024 (this "Form 10-Q"). Management has evaluated all significant events and transactions that occurred after June 30, 2024 for potential recognition or disclosure in these Unaudited Condensed Consolidated Financial Statements. In the opinion of management, these Unaudited Condensed Consolidated Financial Statements reflect all adjustments necessary to present fairly such information for the periods and at the dates indicated. Such adjustments are normal and recurring in nature. Intercompany accounts and transactions have been eliminated. The Consolidated Balance Sheet at December 31, 2023, contained herein, has been derived from the audited Consolidated Balance Sheet included in Peoples’ 2023 Form 10-K. 
The preparation of the condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Results of operations for interim periods are not necessarily indicative of the results to be expected for the full year, due in part to seasonal variations and unusual or infrequently occurring items.
New Accounting Pronouncements: From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board ("FASB") or other standard setting bodies that are adopted by Peoples as of the required effective dates. Refer to "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples’ 2023 Form 10-K. Unless otherwise discussed, management believes the impact of any recently issued standards, including those issued but not yet effective, will not have a material impact on Peoples' financial statements taken as a whole.
Note 2 Fair Value of Assets and Liabilities
Fair value represents the amount expected to be received to sell an asset or paid to transfer a liability in its principal or most advantageous market in an orderly transaction between market participants at the measurement date. In accordance with fair value accounting guidance, Peoples measures, records and reports various types of assets and liabilities at fair value on either a recurring or a non-recurring basis in the Unaudited Condensed Consolidated Financial Statements. Those assets and liabilities are presented below in the sections entitled “Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis” and “Assets and Liabilities Required to be Measured and Reported at Fair Value on a Non-Recurring Basis.”
Depending on the nature of the asset or the liability, Peoples uses various valuation methodologies and assumptions to estimate fair value. The measurement of fair value under US GAAP uses a hierarchy, which is described in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples' 2023 Form 10-K.
Assets and liabilities are assigned to a level within the fair value hierarchy based on the lowest level of significant input used to measure fair value. Assets and liabilities may change levels within the fair value hierarchy due to market conditions or other circumstances. Those transfers are recognized on the date of the event that prompted the transfer. There were no transfers of assets or liabilities required to be measured at fair value on a recurring basis between levels of the fair value hierarchy during the periods presented.


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Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis
The following table provides the fair value for assets and liabilities required to be measured and reported at fair value on a recurring basis on the Unaudited Consolidated Balance Sheets by level in the fair value hierarchy.
  Recurring Fair Value Measurements at Reporting Date
June 30, 2024 December 31, 2023
(Dollars in thousands) Level 1 Level 2 Level 1 Level 2
Assets:    
Available-for-sale investment securities:
Obligations of:    
U.S. Treasury and government agencies
 $ 28,343  $ —  $ 30,296  $ — 
 U.S. government sponsored agencies —  230,916  —  118,607 
States and political subdivisions
 —  202,804  —  213,296 
Residential mortgage-backed securities —  601,002  —  628,924 
Commercial mortgage-backed securities —  50,035  —  51,234 
Bank-issued trust preferred securities —  6,039  —  5,965 
Total available-for-sale securities $ 28,343  $ 1,090,796  $ 30,296  $ 1,018,026 
Equity investment securities (a) 181  236  191  237 
Derivative assets (b) —  23,688  —  22,304 
Liabilities:
Derivative liabilities (c) $ —  $ 20,642  $ —  $ 19,122 
(a)    Included in "Other investment securities" on the Unaudited Consolidated Balance Sheets. For additional information, see "Note 3 Investment Securities" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
(b)    Included in "Other assets" on the Unaudited Consolidated Balance Sheets. For additional information, see "Note 10 Derivative Financial Instruments" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
(c)    Included in "Accrued expenses and other liabilities" on the Unaudited Consolidated Balance Sheets. For additional information, see "Note 10 Derivative Financial Instruments" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
Available-for-Sale Investment Securities: The fair values used by Peoples are obtained from an independent pricing service and represent either quoted market prices for the identical securities (Level 1) or fair values determined by pricing models using a market approach that considers observable market data, such as interest rate volatility, secured overnight funding rate ("SOFR") (or other relevant) yield curves, credit spreads and prices from market makers and live trading systems (Level 2). Management reviews the valuation methodology and quality controls utilized by the pricing services or broker in management's overall assessment of the reasonableness of the fair values provided, and challenges prices when management believes a material discrepancy in pricing exists.
Equity Investment Securities: The fair values of Peoples' equity investment securities are obtained from quoted prices in active exchange markets for identical assets or liabilities (Level 1) or quoted prices in less active markets (Level 2).
Derivative Assets and Derivative Liabilities: Derivative assets and derivative liabilities are recognized on the Unaudited Consolidated Balance Sheets at their fair value within "Other assets" and "Accrued expenses and other liabilities", respectively. The fair value for derivative financial instruments is determined based on market prices, broker-dealer quotations on similar products, or other related input parameters (Level 2).


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Assets and Liabilities Required to be Measured and Reported at Fair Value on a Non-Recurring Basis
The following table provides the fair value for each class of assets and liabilities required to be measured and reported at fair value on a non-recurring basis on the Unaudited Consolidated Balance Sheets by level in the fair value hierarchy at June 30, 2024 and December 31, 2023.
  Non-Recurring Fair Value Measurements at Reporting Date
June 30, 2024 December 31, 2023
(Dollars in thousands) Level 2 Level 3 Level 2 Level 3
Assets:
Collateral dependent loans $ —  $ 3,168  $ —  $ 501 
Loans held for sale (a) 3,347  —  1,663  — 
Other real estate owned —  171  —  7,118 
(a) Loans held for sale are presented gross of a valuation allowance of $149 and $163 at June 30, 2024 and at December 31, 2023, respectively.

Collateral Dependent Loans: Loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty, are considered collateral dependent. Peoples utilizes outside third-party appraisal services to value the underlying collateral, which Peoples then uses to report the loans at their fair value (Level 3).
Loans Held for Sale: Loans originated and intended to be sold in the secondary market, generally one-to-four family residential loans, are carried, in aggregate, at the lower of cost or estimated fair value. Peoples uses a valuation model using quoted market prices of similar instruments in arriving at the fair value (Level 2).
Other Real Estate Owned ("OREO"): OREO, included in "Other assets" on the Unaudited Consolidated Balance Sheets, is comprised primarily of commercial and residential real estate properties acquired by Peoples in satisfaction of a loan. OREO obtained in satisfaction of a loan is recorded at the lower of cost or estimated fair value, less estimated costs to sell the property. The carrying value of OREO is not re-measured to fair value on a recurring basis, but is based on recent real estate appraisals and is updated at least annually. These appraisals may utilize a single valuation approach or a combination of approaches, including the comparable sales approach and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available (Level 3).



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Financial Instruments Not Required to be Measured or Reported at Fair Value
The following table provides the carrying amount for each class of assets and liabilities and the fair value for certain financial instruments that are not required to be measured or reported at fair value on the Unaudited Consolidated Balance Sheets.
  Fair Value Measurements of Other Financial Instruments
(Dollars in thousands) Fair Value Hierarchy Level June 30, 2024 December 31, 2023
Carrying Amount Fair Value Carrying Amount Fair Value
Assets:
Cash and cash equivalents 1 $ 235,871  $ 235,871  $ 426,722  $ 426,722 
Held-to-maturity investment securities:
   Obligations of:
U.S. government sponsored agencies 2 212,023  203,137  188,475  180,825 
States and political subdivisions (a) 2 144,134  112,082  144,496  114,288 
Residential mortgage-backed securities 2 246,283  224,160  248,559  231,620 
Commercial mortgage-backed securities 2 99,782  83,214  102,365  85,289 
        Total held-to-maturity securities 702,222  622,593  683,895  612,022 
Other investment securities:
Other investment securities at cost:
Federal Home Loan Bank ("FHLB") stock N/A 27,848  27,848  29,949  29,949 
Federal Reserve Bank ("FRB") stock N/A 27,114  27,114  26,896  26,896 
Total other investment securities at cost 54,962  54,962  56,845  56,845 
Other investment securities at fair value:
Nonqualified deferred compensation (b) 1 4,190  4,190  3,162  3,162 
Other investment securities (c) 2 3,173  3,173  2,985  2,985 
Total other investment securities 62,325  62,325  62,992  62,992 
Loans and leases, net of deferred fees and costs (d) 3 6,325,371  6,215,030  6,159,196  6,064,999 
Bank owned life insurance 2 142,605  142,605  140,554  140,554 
Liabilities:
Deposits 2 $ 7,297,774  $ 6,454,543  $ 7,152,297  $ 6,319,885 
Short-term borrowings 2 482,733  498,052  601,121  619,999 
Long-term borrowings 2 234,257  241,691  216,241  222,743 
(a) Obligations of states and political subdivisions are presented gross of an allowance for credit losses of $238 at both June 30, 2024 and December 31, 2023.
(b) Nonqualified deferred compensation includes mutual funds as part of the investment.
(c)     "Other investment securities", as reported on the Unaudited Consolidated Balance Sheets, also included equity investment securities at June 30, 2024
and at December 31, 2023, which are reported in the Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis
table above and not included in this table.
(d) Loans and leases, net of deferred fees and costs, are presented gross of an allowance for credit losses of $66.2 million and $62.0 million at June 30, 2024 and at December 31, 2023, respectively.

For certain financial assets and liabilities, carrying value approximates fair value due to the nature of the financial instrument. These financial instruments include cash and cash equivalents and overnight borrowings. Peoples used the following methods and assumptions in estimating the fair value of the following financial instruments:
Cash and Cash Equivalents: Cash and cash equivalents include cash on hand, balances due from other banks, interest-bearing deposits in other banks, federal funds sold and other short-term investments with original maturities of ninety days or less. The carrying amount for cash and cash equivalents balances are a reasonable estimate of fair value (Level 1).
Held-to-Maturity Investment Securities: The fair values used by Peoples are obtained from an independent pricing service and represent fair values determined by pricing models using a market approach that considers observable market data, such as interest rate volatility, relevant yield curves, credit spreads and prices from market makers and live trading systems (Level 2). When observable market data is absent, the independent pricing service estimates prices based on underlying cash flow characteristics and discount rates and compares them to similar securities (Level 3). Management reviews the valuation methodology and quality controls utilized by the pricing services in management's overall assessment of the reasonableness of the fair values provided, and challenges prices when management believes a material discrepancy in pricing exists.

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Other Investment Securities: Other investment securities at cost are not recorded at fair value as they are not marketable securities. Other investment securities at fair value are valued using quoted prices in an active market (Level 1) or quoted prices in less active markets (Level 2).
Loans and Leases, Net of Deferred Fees and Costs: The fair value of portfolio loans and leases assumes sale of the underlying notes to a third-party financial investor. Accordingly, this value is not necessarily the value to Peoples if the notes were held to maturity. Peoples considers interest rate, credit and market factors in estimating the fair value of loans and leases (Level 3). Fair values for loans and leases are estimated using a discounted cash flow methodology. The discount rates take into account interest rates currently being offered to customers for loans and leases with similar terms, the credit risk associated with the loans and leases and other market factors, including liquidity.
Bank Owned Life Insurance: Peoples' bank owned life insurance policies are recorded at their cash surrender value (Level 2). Peoples recognizes tax-exempt income from the periodic increases in the cash surrender value of these policies and from death benefits.
Deposits: The fair value of fixed-maturity certificates of deposit ("CDs") is estimated using a discounted cash flow calculation based on current rates offered for deposits of similar remaining maturities. Demand and other non-fixed-maturity deposits are estimated using a discounted cash flow calculation based on maturity, attrition and re-pricing assumptions (Level 2).
Short-term Borrowings: The fair value of short-term borrowings is estimated using a discounted cash flow analysis based on rates currently available to Peoples for borrowings with similar terms (Level 2). 
Long-term Borrowings: The fair value of long-term borrowings is estimated using a discounted cash flow analysis based on rates currently available to Peoples for borrowings with similar terms (Level 2). 
Certain financial assets and financial liabilities that are not required to be measured or reported at fair value can be subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). These financial assets and financial liabilities include the following: customer relationships, the deposit base, and other information required to compute Peoples’ aggregate fair value, which are not included in the above information. Accordingly, the fair values described above are not intended to represent the aggregate fair value of Peoples.

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Note 3 Investment Securities
Available-for-sale
The following table summarizes Peoples' available-for-sale investment securities:

(Dollars in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value
June 30, 2024        
Obligations of:        
U.S. Treasury and government agencies $ 29,417  $ 65  $ (1,139) $ 28,343 
U.S. government sponsored agencies 241,060  548  (10,692) 230,916 
States and political subdivisions 232,514  9  (29,719) 202,804 
Residential mortgage-backed securities 696,929  1,257  (97,184) 601,002 
Commercial mortgage-backed securities 59,640  1  (9,606) 50,035 
Bank-issued trust preferred securities 6,500  3  (464) 6,039 
Total available-for-sale securities $ 1,266,060  $ 1,883  $ (148,804) $ 1,119,139 
December 31, 2023        
Obligations of:        
U.S. Treasury and government agencies $ 30,999  $ 292  $ (995) $ 30,296 
U.S. government sponsored agencies 128,500  639  (10,532) 118,607 
States and political subdivisions 239,906  485  (27,095) 213,296 
Residential mortgage-backed securities 717,772  1,819  (90,667) 628,924 
Commercial mortgage-backed securities 60,611  5  (9,382) 51,234 
Bank-issued trust preferred securities 6,500  —  (535) 5,965 
Total available-for-sale securities $ 1,184,288  $ 3,240  $ (139,206) $ 1,048,322 

The gross gains and losses realized by Peoples from sales or prepayments of available-for-sale securities for the periods ended June 30 were as follows:
Three Months Ended Six Months Ended
June 30, June 30,
(Dollars in thousands) 2024 2023 2024 2023
Gross gains realized $ —  $ 12  $ —  $ 90 
Gross losses realized 353  178  354  2,191 
Net (loss) gain realized $ (353) $ (166) $ (354) $ (2,101)
The cost of investment securities sold, and any resulting gain or loss, were based on the specific identification method and recognized as of the trade date.

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The following table presents a summary of available-for-sale investment securities that have been in a continuous unrealized loss position for the periods identified:
  Less than 12 Months 12 Months or More Total
(Dollars in thousands)
Fair
Value
 Unrealized Loss No. of Securities
Fair
Value
 Unrealized Loss No. of Securities
Fair
Value
 Unrealized Loss
June 30, 2024                
Obligations of:
U.S. Treasury and government agencies
 $ 6,912  $ 71  9  $ 17,240  $ 1,068  19  $ 24,152  $ 1,139 
U.S. government sponsored agencies
 86,183  117  10  80,062  10,575  16  166,245  10,692 
States and political subdivisions 20,633  675  54  171,173  29,044  149  191,806  29,719 
Residential mortgage-backed securities
 28,049  271  20  542,532  96,913  295  570,581  97,184 
Commercial mortgage-backed securities
 451  2  1  49,464  9,604  28  49,915  9,606 
Bank-issued trust preferred securities
 1,989  11  1  3,546  453  2  5,535  464 
Total $ 144,217  $ 1,147  95  $ 864,017  $ 147,657  509  $ 1,008,234  $ 148,804 
December 31, 2023                
Obligations of:
U.S. Treasury and government agencies
 $ 8,568  $ 83  22  $ 11,631  $ 912  5  $ 20,199  $ 995 
U.S. government sponsored agencies
 14,439  35  4  74,211  10,497  15  88,650  10,532 
States and political subdivisions 18,268  136  32  167,346  26,959  138  185,614  27,095 
Residential mortgage-backed securities
 58,671  1,150  66  529,895  89,517  238  588,566  90,667 
Commercial mortgage-backed securities
 6,000  112  7  44,656  9,270  21  50,656  9,382 
Bank-issued trust preferred securities
 1,984  16  1  3,981  519  3  5,965  535 
Total $ 107,930  $ 1,532  132  $ 831,720  $ 137,674  420  $ 939,650  $ 139,206 
Management evaluates available-for-sale investment securities for an allowance for credit losses on a quarterly basis. At June 30, 2024, management concluded that no individual securities at an unrealized loss position required an allowance for credit losses. At June 30, 2024, Peoples did not have the intent to sell, nor was it more likely than not that Peoples would be required to sell, any of the securities with an unrealized loss prior to recovery. Further, the unrealized losses at both June 30, 2024 and December 31, 2023 were attributable to changes in market interest rates and spreads since the securities were purchased, and were not credit-related losses.
The unrealized loss with respect to the two bank-issued trust preferred securities that had been in an unrealized loss position for twelve months or more at June 30, 2024 was attributable to the subordinated nature of the trust preferred securities.

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The table below presents the amortized cost, fair value and total weighted-average yield of available-for-sale securities by contractual maturity at June 30, 2024. The weighted-average yields are based on the amortized cost. In some cases, the issuers may have the right to call or prepay obligations without call or prepayment penalties prior to the contractual maturity date.
 
(Dollars in thousands) Within 1 Year 1 to 5 Years 5 to 10 Years Over 10 Years Total
Amortized cost          
Obligations of:          
U.S. Treasury and government agencies $ 1,138 $ 15,218 $ 7,228 $ 5,833 $ 29,417
U.S. government sponsored agencies — 67,076 86,208 87,776 241,060
States and political subdivisions 9,756 44,335 64,855 113,568 232,514
Residential mortgage-backed securities 1 3,715 55,991 637,222 696,929
Commercial mortgage-backed securities — 12,095 26,908 20,637 59,640
Bank-issued trust preferred securities 2,000 1,000 3,500 — 6,500
Total available-for-sale securities $ 12,895 $ 143,439 $ 244,690 $ 865,036 $ 1,266,060
Fair value          
Obligations of:          
U.S. Treasury and government agencies $ 1,128 $ 14,233 $ 7,214 $ 5,768 $ 28,343
U.S. government sponsored agencies — 62,272 82,424 86,220 230,916
States and political subdivisions 9,718 41,387 54,369 97,330 202,804
Residential mortgage-backed securities 1 3,560 51,066 546,375 601,002
Commercial mortgage-backed securities — 10,978 22,672 16,385 50,035
Bank-issued trust preferred securities 1,989 948 3,102 — 6,039
Total available-for-sale securities $ 12,836 $ 133,378 $ 220,847 $ 752,078 $ 1,119,139
Total weighted-average yield 3.77  % 2.39  % 3.06  % 2.76  % 2.79  %
Held-to-maturity
The following table summarizes Peoples’ held-to-maturity investment securities:
(Dollars in thousands) Amortized Cost Allowance for Credit Losses Gross Unrealized Gains Gross Unrealized Losses Fair Value
June 30, 2024        
Obligations of:      
 U.S. government sponsored agencies $ 212,023  $ —  $ 311  $ (9,197) $ 203,137 
States and political subdivisions 144,134  (238) 112  (31,926) 112,082 
Residential mortgage-backed securities 246,283  —  404  (22,527) 224,160 
Commercial mortgage-backed securities 99,782  —  —  (16,568) 83,214 
Total held-to-maturity investment securities $ 702,222  $ (238) $ 827  $ (80,218) $ 622,593 
December 31, 2023        
Obligations of:        
U.S. government sponsored agencies $ 188,475  $ —  $ 489  $ (8,139) $ 180,825 
States and political subdivisions 144,496  (238) 134  (30,104) 114,288 
Residential mortgage-backed securities 248,559  —  1,643  (18,582) 231,620 
Commercial mortgage-backed securities 102,365  —  —  (17,076) 85,289 
Total held-to-maturity investment securities $ 683,895  $ (238) $ 2,266  $ (73,901) $ 612,022 
There were no sales of held-to-maturity investment securities during either of the six months ended June 30, 2024 or 2023.
Management evaluates held-to-maturity investment securities for an allowance for credit losses on a quarterly basis. Peoples has determined that the loss given default for U.S. government sponsored agencies investment securities is zero, due to the fact that it is unlikely the ultimate guarantor (the U.S. government) would not perform on its implicit guarantee in the event of default. The remaining securities are included in the calculation of the allowance for credit losses for held-to-maturity investment securities. Peoples reported $0.2 million of allowance for credit losses for held-to-maturity securities at both June 30, 2024, and December 31, 2023.
The following table presents a summary of held-to-maturity investment securities that had been in a continuous unrealized loss position for the periods identified:

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  Less than 12 Months 12 Months or More Total
(Dollars in thousands) Fair
Value		 Unrealized Loss No. of Securities Fair
Value		 Unrealized Loss No. of Securities Fair
Value		 Unrealized Loss
June 30, 2024                
Obligations of:
U.S. government sponsored agencies $ 20,014  $ 149  4  126,829  9,048  27  $ 146,843  $ 9,197 
States and political subdivisions —  —  —  108,854  31,926  67  108,854  31,926 
Residential mortgage-backed securities
 42,985  511  10  153,531  22,016  48  196,516  22,527 
Commercial mortgage-backed securities
 3,014  1,103  3  78,201  15,465  32  81,215  16,568 
Total $ 66,013  $ 1,763  17  $ 467,415  $ 78,455  174  $ 533,428  $ 80,218 
December 31, 2023                
Obligations of:
U.S. government sponsored agencies $ 64,487  $ 356  14  $ 86,071  $ 7,783  18  $ 150,558  $ 8,139 
States and political subdivisions —  —  —  111,040  30,104  67  111,040  30,104 
Residential mortgage-backed securities
 44,379  1,105  14  117,654  17,477  34  162,033  18,582 
Commercial mortgage-backed securities
 13,919  1,845  6  71,370  15,231  31  85,289  17,076 
Total $ 122,785  $ 3,306  34  $ 386,135  $ 70,595  150  $ 508,920  $ 73,901 
The table below presents the amortized cost, fair value and total weighted-average yield of held-to-maturity investment securities by contractual maturity at June 30, 2024. The weighted-average yields are based on the amortized cost and are computed on a fully taxable-equivalent basis using a blended federal and state corporate income tax rate of 23.3% at June 30, 2024. In some cases, the issuers may have the right to call or prepay obligations without call or prepayment penalties prior to the contractual maturity date.
(Dollars in thousands) Within 1 Year 1 to 5 Years 5 to 10 Years Over 10 Years Total
Amortized cost          
Obligations of:          
U.S. government sponsored agencies $ 8,000 $ 10,634 $ 70,081 $ 123,308 $ 212,023
States and political subdivisions — 6,424 16,631 121,079 144,134
Residential mortgage-backed securities — 360 4,134 241,789 246,283
Commercial mortgage-backed securities 1,063 11,236 36,851 50,632 99,782
Total held-to-maturity investment securities $ 9,063 $ 28,654 $ 127,697 $ 536,808 $ 702,222
Fair value          
Obligations of:          
U.S. government sponsored agencies $ 7,950 $ 10,171 $ 69,459 $ 115,557 $ 203,137
States and political subdivisions — 6,290 13,874 91,918 112,082
Residential mortgage-backed securities — 353 3,595 220,212 224,160
Commercial mortgage-backed securities 1,057 10,353 31,319 40,485 83,214
Total held-to-maturity investment securities $ 9,007 $ 27,167 $ 118,247 $ 468,172 $ 622,593
Total weighted-average yield 3.85% 2.46% 4.00% 3.66% 3.67%
Other Investment Securities
Peoples' other investment securities on the Unaudited Consolidated Balance Sheets consist largely of shares of FHLB stock and of FRB stock.

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The following table summarizes the carrying value of Peoples' other investment securities:
(Dollars in thousands) June 30, 2024 December 31, 2023
FHLB stock $ 27,848  $ 29,949 
FRB stock 27,114  26,896 
Nonqualified deferred compensation 4,190  3,162 
Equity investment securities 2,721  2,545 
Other investment securities 869  869 
Total other investment securities $ 62,742  $ 63,421 
During the six months ended June 30, 2024, Peoples redeemed $19.3 million of FHLB stock in order to be in compliance with the requirements of the FHLB. Peoples purchased $17.2 million of additional FHLB stock during the six months ended June 30, 2024, as a result of the FHLB's capital requirements on FHLB advances.
For the three months ended June 30, 2024 and 2023, Peoples recorded the change in the fair value of equity investment securities held during the period in "Other non-interest income", resulting in an unrealized gain of $21,000 and an unrealized loss of $138,000, respectively. For the six months ended June 30, 2024 and 2023, Peoples recognized an unrealized gain of $68,000 and an unrealized loss of $117,000, respectively, for the change in fair value of equity investment securities in "Other non-interest income".
At June 30, 2024, Peoples' investment in equity investment securities was comprised largely of common stocks issued by various unrelated bank holding companies. There were no equity investment securities of a single issuer that exceeded 10% of Peoples' stockholders' equity at June 30, 2024.
Pledged Securities
Peoples has pledged available-for-sale investment securities and held-to-maturity investment securities to secure public and trust department deposits, and repurchase agreements in accordance with federal and state requirements. Peoples has also pledged available-for-sale investment securities to secure additional borrowing capacity at the FHLB and the FRB.
The following table summarizes the carrying amount of Peoples' pledged securities:
  Carrying Amount
(Dollars in thousands) June 30, 2024 December 31, 2023
Securing public and trust department deposits, and repurchase agreements:
     Available-for-sale $ 670,969  $ 713,033 
     Held-to-maturity 517,799  559,142 
Securing additional borrowing capacity at the FHLB and the FRB:
     Available-for-sale 96,078  85,899 
     Held-to-maturity 52,659  39,607 
Accrued Interest
Accrued interest receivable is not included in investment securities balances, and is presented in the “Other assets” line of the Unaudited Consolidated Balance Sheets, with no recorded allowance for credit losses. Interest receivable on investment securities was $11.2 million at June 30, 2024 and $8.8 million at December 31, 2023.
Note 4 Loans and Leases
Peoples' loan portfolio consists of various types of loans and leases originated primarily as a result of lending opportunities within Peoples' footprint. Peoples also originates insurance premium finance loans nationwide through its Peoples Premium Finance division, and originates leases nationwide through its North Star Leasing ("NSL") division and its Vantage Financial, LLC ("Vantage") subsidiary.

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The major classifications of loan balances (in each case, net of deferred fees and costs) excluding loans held for sale, were as follows:
(Dollars in thousands) June 30,
2024		 December 31, 2023
Construction $ 340,601  $ 364,019 
Commercial real estate, other 2,195,979  2,196,957 
Commercial and industrial 1,258,063  1,184,986 
Premium finance 293,349  203,177 
Leases 430,651  414,060 
Residential real estate 789,344  791,095 
Home equity lines of credit 227,608  208,675 
Consumer, indirect 675,054  666,472 
Consumer, direct 113,655  128,769 
Deposit account overdrafts 1,067  986 
Total loans, at amortized cost $ 6,325,371  $ 6,159,196 
Accrued interest receivable is not included within the loan balances, but is presented in the “Other assets” line of the Unaudited Consolidated Balance Sheets, with no recorded allowance for credit losses. Total interest receivable on loans was $24.4 million at June 30, 2024 and $24.5 million at December 31, 2023.
Nonaccrual and Past Due Loans
A loan is considered past due if any required principal and interest payments have not been received as of the date such payments were required to be made under the terms of the loan agreement. A loan may be placed on nonaccrual status regardless of whether or not such loan is considered past due.
The amortized cost of loans on nonaccrual status and of loans delinquent for 90 days or more and accruing was as follows:
June 30, 2024 December 31, 2023
(Dollars in thousands)
Nonaccrual (a)
 Accruing Loans 90+ Days Past Due
Nonaccrual (a)
 Accruing Loans 90+ Days Past Due
Construction $ —  $ —  $ —  $ — 
Commercial real estate, other 4,833  106  2,816  78 
Commercial and industrial 6,030  208  2,758  316 
Premium finance —  2,546  —  1,355 
Leases 11,849  3,193  8,436  3,826 
Residential real estate 7,078  1,209  7,921  877 
Home equity lines of credit 1,454  230  1,022  171 
Consumer, indirect 2,261  67  2,412  68 
Consumer, direct 164  33  112  25 
Total loans, at amortized cost $ 33,669  $ 7,592  $ 25,477  $ 6,716 
(a) There were $1.4 million of nonaccrual loans for which there was no allowance for credit losses at June 30, 2024 and $1.2 million of nonaccrual loans for which there was no allowance for credit losses at December 31, 2023.
During the first six months of 2024, nonaccrual loans increased compared to at December 31, 2023, which was primarily due to one large commercial and industrial loan of approximately $2.0 million that went on nonaccrual status during the first half of 2024. Further, eight leases and four commercial real estate loans went on nonaccrual status during the second quarter of 2024 which increased the amount reported by $3.4 million and $1.8 million, respectively. The increase in accruing loans 90+ days past due at June 30, 2024 when compared to at December 31, 2023, was primarily due to an increase in accruing premium finance loans 90+ days past due of approximately $1.2 million and an increase in accruing residential real estate loans 90+ days past due of approximately $0.3 million which was partially offset by a decrease in accruing leases and commercial and industrial loans 90+ days past due.
The amount of interest income recognized on accruing loans 90+ days past due during the six months ended June 30, 2024 was $0.9 million.
The following table presents the aging of the amortized cost of past due loans:

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Loans Past Due
Current
Loans
Total
Loans
(Dollars in thousands) 30 - 59 days 60 - 89 days 90 + Days Total
June 30, 2024
Construction $ —  $ 70  $ —  $ 70  $ 340,531  $ 340,601 
Commercial real estate, other 2,509  2,551  2,799  7,859  2,188,120  2,195,979 
Commercial and industrial 821  2,191  4,166  7,178  1,250,885  1,258,063 
Premium finance 4,051  4,332  2,546  10,929  282,420  293,349 
Leases 2,690  9,395  14,831  26,916  403,735  430,651 
Residential real estate 3,543  3,065  4,259  10,867  778,477  789,344 
Home equity lines of credit 1,071  474  979  2,524  225,084  227,608 
Consumer, indirect 5,928  1,119  1,168  8,215  666,839  675,054 
Consumer, direct 553  51  86  690  112,965  113,655 
Deposit account overdrafts —  —  —  —  1,067  1,067 
Total loans, at amortized cost $ 21,166  $ 23,248  $ 30,834  $ 75,248  $ 6,250,123  $ 6,325,371 
December 31, 2023
Construction $ 13  $ 52  $ —  $ 65  $ 363,954  $ 364,019 
Commercial real estate, other 2,728  4,556  1,572  8,856  2,188,101  2,196,957 
Commercial and industrial 1,717  1,491  3,052  6,260  1,178,726  1,184,986 
Premium finance 1,288  867  1,355  3,510  199,667  203,177 
Leases 12,743  4,932  12,014  29,689  384,371  414,060 
Residential real estate 14,021  2,733  4,481  21,235  769,860  791,095 
Home equity lines of credit 1,561  691  683  2,935  205,740  208,675 
Consumer, indirect 7,488  1,550  1,230  10,268  656,204  666,472 
Consumer, direct 536  282  43  861  127,908  128,769 
Deposit account overdrafts —  —  —  —  986  986 
Total loans, at amortized cost $ 42,095  $ 17,154  $ 24,430  $ 83,679  $ 6,075,517  $ 6,159,196 
Delinquency trends improved slightly, as 98.8% of Peoples' loan portfolio was considered “current” at June 30, 2024, compared to 98.6% at December 31, 2023.
Pledged Loans
Peoples has pledged certain loans secured by one-to-four family and multifamily residential mortgages, home equity lines of credit and commercial real estate loans under a blanket collateral agreement to secure borrowings from the FHLB. Peoples also has pledged eligible commercial and industrial loans to secure borrowings with the FRB. Loans pledged are summarized as follows:
(Dollars in thousands) June 30, 2024 December 31, 2023
Loans pledged to FHLB $ 1,206,145  $ 1,206,134 
Loans pledged to FRB 470,048  419,245 
Credit Quality Indicators
As discussed in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples' 2023 Form 10-K, Peoples categorizes the majority of its loans into risk categories based upon an established risk grading matrix using a scale of 1 to 8. Loan grades are assigned at the time a new loan or lending commitment is extended by Peoples and may be changed at any time when circumstances warrant. Commercial loans to borrowers with an aggregate unpaid principal balance in excess of $1.0 million are reviewed at least on an annual basis for possible credit deterioration. Commercial leases, as well as loan relationships whose aggregate credit exposure to Peoples is equal to or less than $1.0 million, are reviewed on an event driven basis. Triggers for review include knowledge of adverse events affecting the borrower's business, receipt of financial statements indicating deteriorating credit quality or other similar events. Adversely classified loans are reviewed on a quarterly basis. A description of the general characteristics of the risk grades used by Peoples, follows:
“Pass” (grades 1 through 4): Loans in this risk category involve borrowers of acceptable-to-strong credit quality and risk who have the apparent ability to satisfy their loan obligations. Loans in this risk category would possess sufficient mitigating factors, such as adequate collateral or strong guarantors possessing the capacity to repay the loan if required, for any weakness that may exist.

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“Special Mention” (grade 5): Loans in this risk grade are the equivalent of the regulatory definition of “Other Assets Especially Mentioned.” Loans in this risk category possess some credit deficiency or potential weakness, which requires a high level of management attention. Potential weaknesses include declining trends in operating earnings and cash flows and/or reliance on a secondary source of repayment. If left uncorrected, these potential weaknesses may result in noticeable deterioration of the repayment prospects for the loan or in Peoples' credit position.
“Substandard” (grade 6): Loans in this risk grade are inadequately protected by the borrower's current financial condition and payment capability or the collateral pledged, if any. Loans so classified have one or more well-defined weaknesses that jeopardize the orderly repayment of the loans. They are characterized by the distinct possibility that Peoples will sustain some loss if the weaknesses are not corrected.
“Doubtful” (grade 7): Loans in this risk grade have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or orderly repayment in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. Possibility of loss is extremely high, but because of certain important and reasonably specific factors that may work to the advantage and strengthening of the exposure, classification of each of these loans as an estimated loss is deferred until its more exact status may be determined.
“Loss” (grade 8): Loans in this risk grade are considered to be non-collectible and of such little value that their continuance as bankable assets is not warranted. This does not mean a loan has absolutely no recovery value, but rather it is neither practical nor desirable to defer writing off the loan, even though partial recovery may be obtained in the future. Charge-offs against the allowance for credit losses are taken during the period in which the loan becomes uncollectible. Consequently, Peoples typically does not maintain a recorded investment in loans within this category.
Consumer loans and other smaller-balance loans are evaluated and categorized as "substandard," "doubtful" or "loss" based upon the regulatory definition of these classes and consistent with regulatory requirements. Leases are categorized as "special mention", "substandard", or "loss" based upon delinquency status and the prospect of collecting the remaining net investment balance owed under the lease. All other loans not evaluated individually, nor meeting the regulatory conditions to be categorized as described above, would be considered as being "not rated."
The following table summarizes the risk category of loans within Peoples' loan portfolio, including acquired loans, based upon the most recent analysis performed at June 30, 2024:
Term Loans at Amortized Cost by Origination Year Revolving Loans Converted to Term
(Dollars in thousands) 2024 2023 2022 2021 2020 Prior Revolving Loans
Total
Loans
Construction

  Pass $ 16,666  $ 110,671  $ 132,711  $ 57,833  $ 3,265  $ 15,568  $ —  $ —  $ 336,714 
  Special mention —  —  998  —  —  119  —  —  1,117 
  Substandard —  1,185  1,560  —  —  25  —  —  2,770 
     Total 16,666  111,856  135,269  57,833  3,265  15,712  —  —  340,601 
Current period gross charge-offs —  —  —  —  —  —  — 
Commercial real estate, other

  Pass 51,930  225,385  356,931  371,474  209,331  826,545  40,467  267  2,082,063 
  Special mention 106  750  16,444  8,513  4,871  19,118  594  35  50,396 
  Substandard —  2,056  2,310  12,737  8,553  37,474  380  —  63,510 
  Doubtful —  —  —  —  —  10  —  —  10 
     Total 52,036  228,191  375,685  392,724  222,755  883,147  41,441  302  2,195,979 
Current period gross charge-offs —  —  212  —  —  —  212 
Commercial and industrial
  Pass 123,848  221,740  148,939  158,314  75,049  190,182  247,238  4,993  1,165,310 
  Special mention 69  3,965  11,960  11,314  11,070  4,420  22,259  5,500  65,057 
  Substandard —  276  2,134  14,522  4,911  2,403  1,233  —  25,479 
  Doubtful —  —  2,048  —  —  169  —  —  2,217 
     Total 123,917  225,981  165,081  184,150  91,030  197,174  270,730  10,493  1,258,063 

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Term Loans at Amortized Cost by Origination Year Revolving Loans Converted to Term
(Dollars in thousands) 2024 2023 2022 2021 2020 Prior Revolving Loans
Total
Loans
Current period gross charge-offs —  —  —  15  70  206  291 
Premium Finance
Pass 250,326  42,781  242  —  —  —  —  —  293,349 
Total 250,326  42,781  242  —  —  —  —  —  293,349 
Current period gross charge-offs 1  76  32  —  —  —  109 
Leases
Pass 114,756  164,561  88,396  36,381  8,486  3,247  —  —  415,827 
Special mention 294  1,842  679  128  23  9  —  —  2,975 
Substandard 403  2,921  5,394  2,305  439  387  —  —  11,849 
Total 115,453  169,324  94,469  38,814  8,948  3,643  —  —  430,651 
Current period gross charge-offs —  1,499  1,498  565  47  38  3,647 
Residential real estate
Pass 45,622  71,719  88,373  134,905  55,916  382,908  —  —  779,443 
Substandard —  375  45  738  175  8,484  —  —  9,817 
Loss —  6  —  —  —  78  —  —  84 
     Total 45,622  72,100  88,418  135,643  56,091  391,470  —  —  789,344 
Current period gross charge-offs —  —  46  5  —  93  144 
Home equity lines of credit
  Pass 31,066  40,667  40,425  30,901  18,285  64,766  25  1,119  226,135 
  Substandard —  19  43  86  34  1,281  —  —  1,463 
Loss —  —  —  —  —  10  —  —  10 
     Total 31,066  40,686  40,468  30,987  18,319  66,057  25  1,119  227,608 
Current period gross charge-offs —  —  —  —  —  9  9 
Consumer, indirect
  Pass 132,042  213,380  184,569  75,211  43,458  23,473  —  —  672,133 
  Substandard 25  689  660  778  392  347  —  —  2,891 
   Loss —  12  14  4  —  —  —  —  30 
     Total 132,067  214,081  185,243  75,993  43,850  23,820  —  —  675,054 
Current period gross charge-offs 47  1,268  1,042  454  100  117  3,028 
Consumer, direct
  Pass 28,303  32,440  28,430  12,999  5,992  5,188  —  —  113,352 
  Substandard —  60  70  49  7  81  —  —  267 

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Term Loans at Amortized Cost by Origination Year Revolving Loans Converted to Term
(Dollars in thousands) 2024 2023 2022 2021 2020 Prior Revolving Loans
Total
Loans
   Loss —  6  —  —  —  30  —  —  36 
     Total 28,303  32,506  28,500  13,048  5,999  5,299  —  —  113,655 
Current period gross charge-offs —  79  169  30  10  79  367 
Deposit account overdrafts 1,067  —  —  —  —  —  —  —  1,067 
Current period gross charge-offs 674  —  —  —  —  —  674 
Total loans, at amortized cost 796,523  1,137,506  1,113,375  929,192  450,257  1,586,322  312,196  11,914  6,325,371 
Total current period gross charge-offs $ 722  $ 2,922  $ 2,999  $ 1,069  $ 227  $ 542  $ 8,481 
The following table summarizes the risk category of loans within Peoples' loan portfolio, including acquired loans, based upon the then most recent analysis performed at December 31, 2023:
Term Loans at Amortized Cost by Origination Year
(Dollars in thousands) 2023 2022 2021 2020 2019 Prior Revolving Loans Revolving Loans Converted to Term
Total
Loans
Construction

  Pass $ 80,273  $ 141,245  $ 85,913  $ 27,169  $ 9,995  $ 12,723  $ —  $ —  $ 357,318 
  Special mention —  3,757  —  —  —  123  —  —  3,880 
  Substandard 1,200  1,590  —  —  —  31  —  —  2,821 
     Total 81,473  146,592  85,913  27,169  9,995  12,877  —  —  364,019 
Current period gross charge-offs —  —  9  —  —  —  9 
Commercial real estate, other

  Pass 199,565  327,762  366,752  227,604  262,099  650,265  37,177  189  2,071,224 
  Special mention 999  12,975  4,850  10,324  7,074  22,186  408  41  58,816 
  Substandard 287  2,421  5,878  8,679  1,972  47,213  457  —  66,907 
  Doubtful —  —  —  —  —  10  —  —  10 
     Total 200,851  343,158  377,480  246,607  271,145  719,674  38,042  230  2,196,957 
Current period gross charge-offs —  —  —  39  —  575  614 
Commercial and industrial
  Pass 225,894  180,068  212,938  86,934  55,434  132,675  213,714  38  1,107,657 
  Special mention 540  12,051  533  9,723  4,722  6,336  16,236  8,614  50,141 
  Substandard 78  6,441  5,104  5,617  1,602  6,278  1,889  779  27,009 
  Doubtful —  —  —  —  —  179  —  —  179 
     Total 226,512  198,560  218,575  102,274  61,758  145,468  231,839  9,431  1,184,986 
Current period gross charge-offs —  36  202  25  173  415  851 
Premium finance
  Pass 201,659  1,517  1  —  —  —  —  —  203,177 
Total 201,659  1,517  1  —  —  —  —  —  203,177 
Current period gross charge-offs 25  97  —  —  —  —  122 
Leases

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Term Loans at Amortized Cost by Origination Year
(Dollars in thousands) 2023 2022 2021 2020 2019 Prior Revolving Loans Revolving Loans Converted to Term
Total
Loans
Pass 216,559  114,327  51,307  14,061  4,883  1,501  —  —  402,638 
Special mention 363  1,529  476  81  1  5  —  —  2,455 
Substandard 1,937  3,006  2,944  448  321  311  —  —  8,967 
Total 218,859  118,862  54,727  14,590  5,205  1,817  —  —  414,060 
Current period gross charge-offs 963  1,328  1,173  233  165  135  3,997 
Residential real estate
  Pass 75,957  91,506  140,157  58,144  45,507  369,552  —  —  780,823 
  Substandard 43  243  585  182  529  8,604  —  —  10,186 
   Loss —  —  —  —  —  86  —  —  86 
     Total 76,000  91,749  140,742  58,326  46,036  378,242  —  —  791,095 
Current period gross charge-offs —  —  —  —  —  170  170 
Home equity lines of credit
  Pass 39,706  42,565  33,406  19,838  14,297  57,482  27  1,346  207,321 
  Substandard 19  —  61  34  123  1,109  —  —  1,346 
   Loss —  —  —  —  —  8  —  —  8 
     Total 39,725  42,565  33,467  19,872  14,420  58,599  27  1,346  208,675 
Current period gross charge-offs —  —  —  —  —  110  110 
Consumer, indirect
  Pass 247,829  225,225  96,698  59,044  18,644  15,977  —  —  663,417 
  Substandard 333  934  789  558  190  206  —  —  3,010 
   Loss 7  34  2  —  2  —  —  —  45 
     Total 248,169  226,193  97,489  59,602  18,836  16,183  —  —  666,472 
Current period gross charge-offs 609  2,091  865  255  63  147  4,030 
Consumer, direct
  Pass 58,445  37,050  17,434  8,282  3,185  4,081  —  —  128,477 
  Substandard 55  79  47  28  30  27  —  —  266 
   Loss —  —  —  —  —  26  —  —  26 
     Total 58,500  37,129  17,481  8,310  3,215  4,134  —  —  128,769 
Current period gross charge-offs 36  154  77  100  14  35  416 
Deposit account overdrafts 986  —  —  —  —  —  —  —  986 
Current period gross charge-offs 1,161  1,161 
Total loans, at amortized cost $ 1,352,734  $ 1,206,325  $ 1,025,875  $ 536,750  $ 430,610  $ 1,336,994  $ 269,908  $ 11,007  $ 6,159,196 
Current period gross charge-offs $ 2,794  $ 3,706  $ 2,326  $ 652  $ 415  $ 1,587  $ 11,480 
Collateral Dependent Loans
Peoples has certain loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty. The underlying collateral can vary based upon the type of loan. The following provides more detail about the types of collateral that secure collateral dependent loans:
•Construction loans are typically secured by owner occupied commercial real estate or non-owner occupied investment real estate. Typically, owner occupied construction loans are secured by office buildings, warehouses, manufacturing facilities, and other commercial and industrial properties that are in process of construction. Non-owner occupied commercial construction loans are generally secured by multi-family complexes, warehouse buildings, industrial buildings, land under development, and other commercial real estate in process of construction.

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•Commercial real estate loans can be secured by either owner occupied commercial real estate or non-owner occupied investment commercial real estate. Typically, owner occupied commercial real estate loans are secured by office buildings, warehouses, manufacturing facilities, and other commercial and industrial properties occupied by operating companies. Non-owner occupied commercial real estate loans are generally secured by multifamily complexes, retail facilities, office buildings and complexes, warehouses, industrial buildings, land under development, as well as other commercial real estate.
•Commercial and industrial loans are generally secured by equipment, inventory, accounts receivable, and other commercial property.
•Residential real estate loans are typically secured by first mortgages, and in some cases could be secured by a second mortgage, on residential real estate property.
•Home equity lines of credit are generally secured by second mortgages on residential real estate property.
•Consumer loans are generally secured by automobiles, motorcycles, recreational vehicles and other personal property. Some consumer loans are unsecured and have no underlying collateral.
•Leases are secured by commercial equipment and other essential business assets.
•Premium finance loans are secured by the unearned portion of the insurance premium being financed.
The following table details Peoples' amortized cost of collateral dependent loans:
(Dollars in thousands) June 30, 2024 December 31, 2023
Amortized Cost Amortized Cost
Commercial real estate, other $ 689  $ — 
Leases 2,479  — 
Residential real estate —  501 
Total collateral dependent loans $ 3,168  $ 501 
The increase in collateral dependent loans at June 30, 2024, compared to December 31, 2023, was primarily due to the addition of ten leases associated with three customer relationships during the three months ended June 30, 2024.
Modifications for Borrowers Experiencing Financial Difficulty
As part of Peoples' loss mitigation activities, Peoples may agree to modify the contractual terms of a loan to a borrower experiencing financial difficulty. The most common modifications to the contractual terms of a loan to a borrower experiencing financial difficulty include an extension of the maturity date, a reduction in the interest rate for the remaining life of the loan, a temporary period of interest-only payments, and a reduction in the contractual payment amount for either a short period or the remaining term of the loan.
In addition to loan modifications, Peoples also provides other loss mitigation options, such as forbearance and repayment plans, to assist borrowers who experience financial difficulties. In assessing whether or not a borrower is experiencing financial difficulty, Peoples considers information currently available regarding the financial condition of the borrower. This information includes, but is not limited to, whether (1) the borrower is currently in payment default on any of the borrower's debt; (2) a payment default is probable in the foreseeable future without the modification; (3) the borrower has declared or is in the process of declaring bankruptcy; and (4) the borrower's projected cash flow is insufficient to satisfy contractual payments due under the original terms of the loan without a modification.
The following tables display the amortized cost of loans that were restructured during the three and six months ended June 30, 2024 and June 30, 2023, presented by loan classification.


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Payment Delay (Only)
(Dollars in thousands) Payment Deferral Term Extension Total
Percentage of Total by Loan Category(a)(b)(c)
During the Three Months Ended June 30, 2024
Commercial and industrial —  687  687  0.05  %
Leasing 174  —  174  0.04  %
Home equity lines of credit —  64  64  0.03  %
Consumer, indirect —  8  8  —  %
Total $ 174  $ 759  $ 933  0.01  %
During the Three Months Ended June 30, 2023
Commercial real estate —  48  48  —  %
Commercial and industrial —  3,319  3,319  0.29  %
Total $ —  $ 3,367  $ 3,367  0.06  %
(a) Based on the amortized cost basis as of period end, divided by the period end amortized cost basis of the corresponding class of financing receivable.
(b) The table presented above excludes loans that were paid off or otherwise no longer included in the loan portfolio of period end.
(c) Each with --% not meaningful
Payment Delay (Only)
(Dollars in thousands) Forbearance Plan Payment Deferral Term Extension Forbearance Plan and Term Extension Total
Percentage of Total by Loan Category(a)(b)(c)
During the Six Months Ended June 30, 2024
Commercial real estate —  —  $ 561  $ —  $ 561  0.03  %
Commercial and industrial —  —  11,171  —  11,171  0.89  %
Leasing —  199  —  —  199  0.05  %
Residential real estate —  —  76  —  76  0.01  %
Home equity lines of credit —  —  64  —  64  0.03  %
Consumer, indirect —  —  8  —  8  —  %
Total $ —  $ 199  $ 11,880  $ —  $ 12,079  0.19  %
During the Six Months Ended June 30, 2023
Construction $ —  $ 1,600  $ —  $ —  $ 1,600  0.38  %
Commercial real estate 194  —  48  —  242  0.01  %
Commercial and industrial —  —  3,325  306  3,631  0.31  %
Residential real estate —  —  220  —  220  0.03  %
Total $ 194  $ 1,600  $ 3,593  $ 306  $ 5,693  0.10  %
(a) Based on the amortized cost basis as of period end, divided by the period end amortized cost basis of the corresponding class of financing receivable.
(b) The table presented above excludes loans that were paid off or otherwise no longer included in the loan portfolio as of period end.
(c) Each with --% not meaningful
The following tables summarizes the financial impacts of loan modifications and payment deferrals made to loans during both the three and six months ended June 30, 2024 and June 30, 2023, presented by loan classification.

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Weighted-Average Term Extension
(in months)
Average Amount Capitalized as a Result of a Payment Delay(a)
During the Three Months Ended June 30, 2024
Commercial and industrial 28 — 
Home equity lines of credit 120 — 
Consumer, indirect 2 — 
During the Three Months Ended June 30, 2023
Commercial real estate 12 — 
Commercial and industrial 5 — 
(a) Represents the average amount of delinquency-related amounts that were capitalized as part of the loan balance. Amounts are in whole dollars.

Weighted-Average Term Extension
(in months)
Average Amount Capitalized as a Result of a Payment Delay(a)
During the Six Months Ended June 30, 2024
Commercial real estate 6 $ — 
Commercial and industrial 7 — 
Leasing 9 — 
Residential real estate 2 — 
Home equity lines of credit 120 — 
Consumer, indirect 2 — 
During the Six Months Ended June 30, 2023
Commercial real estate 12 — 
Commercial and industrial 5 — 
Residential real estate 210 8,969 
Consumer, indirect 2 — 
(a) Represents the average amount of delinquency-related amounts that were capitalized as part of the loan balance. Amounts are in whole dollars.
The following tables display the amortized cost of loans that received a completed modification or payment deferral within the previous 12 months and that had a payment default in the periods presented. For purposes of this disclosure, Peoples defines loans that had a payment default as loans that were 90 days or more past due following a modification.


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Payment Delay as a Result of a Payment Deferral (Only)(a)
For the Three Months Ended June 30, 2024
Commercial real estate $ 193 
Commercial and industrial $ 28 
Residential real estate $ 76 
Total loans that subsequently defaulted $ 297 
For the Six Months Ended June 30, 2024
Commercial real estate $ 193 
Commercial and industrial $ 31 
Residential real estate $ 76 
Total loans that subsequently defaulted $ 300 
For the Three and Six Month Ended June 30, 2023(b)
Consumer, indirect $ 11 
Total loans that subsequently defaulted $ 11 
(a) Represents the sum of amortized cost and gross charge-off as of period end. Excludes loans that liquidated either through foreclosure, deed-in-lieu of foreclosure, or a short sale.
(b) Accounting standard was implemented as of January 1, 2023, thus information above reflects loan modifications made on or after that date.

The following table displays an aging analysis of loans that were modified during the 12 months prior to June 30, 2024, presented by classification and class of financing receivable.
As of June 30, 2024
(Dollars in thousands) 30-59 Days Delinquent 60-89 Days Delinquent 90+ Days Delinquent Total Delinquent Current Total
Construction $ —  $ 70  $ —  $ 70  $ —  $ 70 
Commercial real estate —  —  193  193  2,321  2,514 
Commercial and industrial —  —  31  31  12,583  12,614 
Leasing —  —  —  —  199  199 
Residential real estate —  —  76  76  25  101 
Home equity lines of credit —  —  —  —  122  122 
Consumer, indirect —  —  —  —  8  8 
Total loans modified(a)
 $ —  $ 70  $ 300  $ 370  $ 15,258  $ 15,628 
(a) Represents the amortized cost basis as of period end.
The following table displays an aging analysis of loans that were modified on or after January 1, 2023, the date Peoples adopted ASU 2022-02, through June 30, 2023, presented by classification and class of financing receivable.

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As of June 30, 2023
(Dollars in thousands) 30-59 Days Delinquent 60-89 Days Delinquent 90+ Days Delinquent Total Delinquent Current Total
Construction $ —  $ —  $ —  $ —  $ 1,600  $ 1,600 
Commercial real estate —  —  —  —  242  242
Commercial and industrial —  —  —  —  3,631  3,631 
Residential real estate —  —  —  —  220  220 
Total loans modified(a)
 $ —  $ —  $ —  $ —  $ 5,693  $ 5,693 
(a) Represents the amortized cost basis as of period end.

Allowance for Credit Losses
As discussed in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples' 2023 Form 10-K, Peoples estimates the allowance for credit losses using relevant available information, from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. In management's estimation of expected credit losses, Peoples uses a one-year reasonable and supportable period across all segments. Following the reasonable and supportable period, Peoples reverts the macroeconomic variables to their long run average over a four-quarter reversion period.
Changes in the allowance for credit losses for the three and six months ended June 30, 2024 and June 30, 2023 are summarized below:
(Dollars in thousands)
Beginning Balance, March 31, 2024
 Initial Allowance for Acquired PCD Assets (Recovery of) Provision for Credit Losses (a) Charge-offs Recoveries
Ending Balance, June 30, 2024
Construction $ 701  $ —  $ (28) $ —  $ —  $ 673 
Commercial real estate, other 21,788  —  (1,856) —  (80) 19,852 
Commercial and industrial 10,581  —  408  (56) 10  10,943 
Premium finance 607  —  207  (55) 4  763 
Leases 12,889  —  4,533  (2,377) 173  15,218 
Residential real estate 5,866  —  69  (64) 68  5,939 
Home equity lines of credit 1,689  —  57  (9) —  1,737 
Consumer, indirect 8,301  —  1,803  (1,567) 117  8,654 
Consumer, direct 2,279  —  179  (141) 15  2,332 
Deposit account overdrafts 121  —  286  (338) 67  136 
Total $ 64,822  $ —  $ 5,658  $ (4,607) $ 374  $ 66,247 
(a)Amount does not include the provision for the allowance for credit losses on unfunded commitments.

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(Dollars in thousands) Beginning Balance, March 31, 2023 Initial Allowance for Acquired PCD Assets Provision for (Recovery of) Credit Losses (a) Charge-offs Recoveries
Ending Balance, June 30, 2023
Construction $ 1,273  $ —  $ 223  $ —  $ —  $ 1,496 
Commercial real estate, other 16,474  280  2,968  (7) 16  19,731 
Commercial and industrial 8,307  376  1,905  (11) 451  11,028 
Premium finance 433  —  18  (23) 3  431 
Leases 9,109  —  1,783  (604) 89  10,377 
Residential real estate 6,504  254  (656) (59) 69  6,112 
Home equity lines of credit 1,717  13  1  (55) —  1,676 
Consumer, indirect 7,781  —  641  (941) 129  7,610 
Consumer, direct 1,619  85  981  (78) 35  2,642 
Deposit account overdrafts 86  —  232  (263) 53  108 
Total $ 53,303  $ 1,008  $ 8,096  $ (2,041) $ 845  $ 61,211 
(a)Amount does not include the provision for the allowance for credit losses on unfunded commitments.
(Dollars in thousands)
Beginning Balance, December 31, 2023
 Initial Allowance for Acquired PCD Assets Provision for (Recovery of) Credit Losses (a) Charge-offs Recoveries
Ending Balance, June 30, 2024
Construction $ 699  $ —  $ (26) $ —  $ —  $ 673 
Commercial real estate, other 20,915  —  (854) (212) 3  19,852 
Commercial and industrial 10,490  —  727  (291) 17  10,943 
Premium finance 484  —  376  (109) 12  763 
Leases 10,850  —  7,630  (3,647) 385  15,218 
Residential real estate 5,937  —  (5) (144) 151  5,939 
Home equity lines of credit 1,588  —  151  (9) 7  1,737 
Consumer, indirect 8,590  —  2,904  (3,028) 188  8,654 
Consumer, direct 2,343  —  332  (367) 24  2,332 
Deposit account overdrafts 115  —  554  (674) 141  136 
Total $ 62,011  $ —  $ 11,789  $ (8,481) $ 928  $ 66,247 
(a)Amount does not include the provision for the allowance for credit losses on unfunded commitments.


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(Dollars in thousands) Beginning Balance,
December 31, 2022		 Initial Allowance for Acquired PCD Assets Provision for (Recovery of) Credit Losses (a) Charge-offs Recoveries
Ending Balance, June 30, 2023
Construction $ 1,250  $ —  $ 255  $ (9) $ —  $ 1,496 
Commercial real estate, other 17,710  280  1,738  (40) 43  19,731 
Commercial and industrial 8,229  376  1,984  (12) 451  11,028 
Premium finance 344  —  121  (46) 12  431 
Leases 8,495  —  2,786  (1,073) 169  10,377 
Residential real estate 6,357  254  (497) (100) 98  6,112 
Home equity lines of credit 1,693  13  44  (74) —  1,676 
Consumer, indirect 7,448  —  1,824  (1,870) 208  7,610 
Consumer, direct 1,575  85  1,114  (182) 50  2,642 
Deposit account overdrafts 61  —  412  (490) 125  108 
Total $ 53,162  $ 1,008  $ 9,781  $ (3,896) $ 1,156  $ 61,211 
(a)Amount does not include the provision for the allowance for credit losses on unfunded commitments.
During the second quarter of 2024, Peoples recorded a total provision for credit losses of $5.7 million, which was a result of (i) higher net-charge offs, (ii) an increase of reserves on individually analyzed loans and leases, and (iii) loan growth. Net charge-offs for the second quarter of 2024 were $4.2 million, primarily driven by an increase in charge-offs on leases originated by our North Star Leasing business, partially offset by decreases in net charge-offs on commercial and industrial loans and other commercial real estate loans.The increase in the allowance for credit losses at June 30, 2024 when compared to at March 31, 2024 and at December 31, 2023 was primarily due to an increase on reserves for individually analyzed loans and leases.
During the second quarter of 2023, Peoples recorded a provision for credit losses of $8.1 million, largely attributable to a provision of $9.4 million for the non-purchased credit deteriorated loans acquired in the Limestone Merger, partially offset by the release of reserves of $1.7 million on individually analyzed loans and leases and a recovery of $1.0 million due to improvements in macro-economic conditions. Net charge-offs for the second quarter of 2023 were $1.2 million, primarily due to net charge-offs of indirect consumer loans of $0.8 million.
Peoples had recorded an allowance for unfunded commitments of $1.8 million and $1.8 million as of June 30, 2024 and December 31, 2023, respectively. The allowance for unfunded commitments (also referred to as "unfunded commitment liability") is presented in the “Accrued expenses and other liabilities” line of the Unaudited Consolidated Balance Sheets. The change in the allowance for unfunded commitments is also reflected in the "Provision for (recovery of) credit losses" line of the Unaudited Consolidated Statements of Operations.
Note 5 Goodwill and Other Intangible Assets
Goodwill
The following table details changes in the recorded amount of goodwill:
For the Six Months Ended For the Year Ended
(Dollars in thousands) June 30, 2024 December 31, 2023
Goodwill, beginning of period $ 362,169  $ 292,397 
Goodwill recorded from acquisitions —  69,772 
Goodwill, end of period $ 362,169  $ 362,169 
As of the close of business on April 30, 2023, Peoples completed its merger with Limestone Bancorp, Inc. ("Limestone") pursuant to an Agreement and Plan of Merger dated October 24, 2022, at which point Limestone merged with and into Peoples, and immediately thereafter, Limestone Bank, Inc., the subsidiary bank of Limestone, merged with and into Peoples Bank (collectively, the “Limestone Merger”).
As of June 30, 2024, Peoples recorded $68.8 million of Goodwill related to the Limestone Merger.

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Other Intangible Assets
Other intangible assets were comprised of the following at June 30, 2024, and at December 31, 2023:
(Dollars in thousands) Core Deposits Customer Relationships Indefinite-Lived Trade Names Total
June 30, 2024
Gross intangibles $ 54,186  $ 37,920  $ 2,491  $ 94,597 
Intangibles recorded from acquisitions —  —  —  — 
Accumulated amortization (28,606) (23,196) —  (51,802)
Total acquisition-related intangibles $ 25,580  $ 14,724  $ 2,491  $ 42,795 
Servicing rights 1,204 
Non-compete agreements 249 
Total other intangibles $ 44,248 
December 31, 2023
Gross intangibles $ 26,464  $ 37,920  $ 2,491  $ 66,875 
Intangibles recorded from acquisitions 27,722  —  —  27,722 
Accumulated amortization (25,670) (20,680) —  (46,350)
Total acquisition-related intangibles $ 28,516  $ 17,240  $ 2,491  $ 48,247 
Servicing rights 1,385 
Non-compete agreements 371 
Total other intangibles $ 50,003 

As of June 30, 2024, Peoples recorded $27.7 million of core deposit intangibles related to the Limestone Merger. Refer to "Note 13 Acquisitions" for additional information.
The following table details estimated aggregate future amortization of other intangible assets at June 30, 2024:
(Dollars in thousands) Core Deposits Customer Relationships Non-Compete Agreements Total
Remaining six months of 2024 $ 2,938  $ 2,512  $ 121  $ 5,571 
2025 4,609  4,038  112  $ 8,759 
2026 3,736  2,954  16  $ 6,706 
2027 3,043  2,112  —  $ 5,155 
2028 2,608  1,392  —  $ 4,000 
Thereafter 8,646  1,716  —  $ 10,362 
Total $ 25,580  $ 14,724  $ 249  $ 40,553 
The weighted average amortization period of other intangible assets is 8.5 years.


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Note 6 Deposits
Peoples’ deposit balances were comprised of the following:
(Dollars in thousands) June 30, 2024 December 31, 2023
Retail certificates of deposits ("CDs"):    
$100 or more $ 1,029,442  $ 815,300 
Less than $100 783,432  628,117 
Total Retail CDs 1,812,874  1,443,417 
Interest-bearing deposit accounts 1,083,512  1,144,357 
Savings accounts 880,542  919,244 
Money market deposit accounts 869,159  775,488 
Governmental deposit accounts 766,337  726,713 
Brokered CDs 412,653  575,429 
Total interest-bearing deposits 5,825,077  5,584,648 
Non-interest-bearing deposits $ 1,472,697  1,567,649 
Total deposits $ 7,297,774  $ 7,152,297 
Uninsured deposits were $2.0 billion at June 30, 2024 and at December 31, 2023. Uninsured deposit amounts are estimated based on the portion of the respective customer account balances that exceeded the FDIC limit of $250,000. Peoples pledges investment securities against certain governmental deposit accounts, which covered over $748.3 million of the uninsured deposit balances at June 30, 2024.
Uninsured time deposits are broken out below by time remaining until maturity.
(Dollars in thousands) June 30, 2024 December 31, 2023
3 months or less $ 133,606  $ 58,708 
Over 3 to 6 months 164,129  99,928 
Over 6 to 12 months 95,038  131,263 
Over 12 months 19,725  37,180 
Total $ 412,498  $ 327,079 
The contractual maturities of CDs for each of the next five years, including the remainder of 2024, and thereafter are as follows:
(Dollars in thousands) Retail Brokered Total
Remaining six months ending December 31, 2024 $ 1,286,633  $ 406,493  $ 1,693,126 
Year ending December 31, 2025 470,615  5,023  475,638 
Year ending December 31, 2026 21,250  224  21,474 
Year ending December 31, 2027 24,032  913  24,945 
Year ending December 31, 2028 7,452  —  7,452 
Thereafter 2,892  —  2,892 
Total CDs $ 1,812,874  $ 412,653  $ 2,225,527 
At June 30, 2024, Peoples had 9 effective interest rate swaps, with an aggregate notional value of $85.0 million, all of which were funded by brokered CDs. Brokered CDs used to fund interest rate swaps are expected to be extended every 90 days through the maturity dates of the swaps. Additional information regarding Peoples' interest rate swaps can be found in "Note 10 Derivative Financial Instruments."

Note 7 Stockholders’ Equity
The following table details the progression in Peoples’ common shares and treasury stock during the six months ended June 30, 2024:
  Common Shares Treasury
Stock
Shares at December 31, 2023 36,736,041  1,511,348 
Changes related to stock-based compensation awards:    
Release of restricted common shares —  27,633 
Cancellation of restricted common shares —  30,111 
Grant of restricted common shares —  (292,524)
Grant of unrestricted common shares —  (1,200)
Purchase of treasury stock —  8,718 
Disbursed out of treasury stock —  (12,833)
Common shares repurchased under share repurchase program —  100,905 
Common shares issued under dividend reinvestment plan 24,475  — 
Common shares issued under compensation plan for Boards of Directors
 —  (8,740)
Common shares issued under employee stock purchase plan
 —  (15,942)
Shares at June 30, 2024 36,760,516  1,347,476 
On January 28, 2021, Peoples' Board of Directors approved a share repurchase program authorizing Peoples to purchase up to an aggregate of $30.0 million of Peoples' outstanding common shares. As of June 30, 2024, Peoples had repurchased 471,307 common shares totaling $13.4 million under the share repurchase program. There were 100,905 common shares totaling $3.0 million repurchased during the first six months of 2024.
Under Peoples' Amended Articles of Incorporation, Peoples is authorized to issue up to 50,000 preferred shares, in one or more series, having such voting powers, designations, preferences, rights, qualifications, limitations and restrictions as designated by Peoples' Board of Directors. At June 30, 2024, Peoples had no preferred shares issued or outstanding.
On July 22, 2024, Peoples' Board of Directors declared a quarterly cash dividend of $0.40 per common share, payable on August 19, 2024, to shareholders of record on August 5, 2024. The following table details the cash dividends declared per common share during the first three quarters of 2024 and the comparable periods of 2023:
2024 2023
First quarter $ 0.39  $ 0.38 
Second quarter 0.40  0.39 
Third quarter 0.40  0.39 
Total dividends declared $ 1.19  $ 1.16 
Accumulated Other Comprehensive (Loss) Income
The following table details the change in the components of Peoples’ accumulated other comprehensive (loss) income during the six months ended June 30, 2024:
(Dollars in thousands) Unrealized (Loss) Gain on Securities Unrealized Gain on Cash Flow Hedges Accumulated Other Comprehensive (Loss) Income
Balance, December 31, 2023 $ (104,222) $ 2,632  $ (101,590)
Reclassification adjustments to net income:
  Realized loss on securities, net of tax 272  —  272 
Other comprehensive (loss) income, net of reclassifications and tax
 (8,733) (142) (8,875)
Balance, June 30, 2024 $ (112,683) $ 2,490  $ (110,193)


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Note 8 Employee Benefit Plans
Peoples sponsored a noncontributory defined benefit pension plan that covered substantially all employees hired before January 1, 2010. The plan provided retirement benefits based on an employee’s years of service and compensation. For employees hired before January 1, 2003, the amount of post-retirement benefit was based on the employee’s average monthly compensation over the highest five consecutive years out of the employee’s last ten years with Peoples while an eligible employee. For employees hired on or after January 1, 2003, the amount of post-retirement benefit was based on 2% of the employee’s annual compensation during the years 2003 through 2009, plus accrued interest. During the third quarter of 2023, Peoples terminated its pension plan by settling the remaining benefit obligation of $7.7 million. The pension plan had been closed to new entrants since January 1, 2010. Peoples recorded a settlement charge of $2.4 million in the third quarter of 2023 in relation to the termination of the pension plan. Peoples does not anticipate further expenses related to the termination.
Retirement Savings Plan
Peoples also maintains a retirement savings plan, or 401(k) plan, which covers substantially all employees. The plan provides participants with the opportunity to save for retirement on a tax-deferred basis. As of January 1, 2021, Peoples matches 100% of participants’ contributions up to 6% of the participants’ compensation. Matching contributions made by Peoples totaled $3.1 million during the six months ended June 30, 2024 and $2.7 million for the six months ended June 30, 2023.
Note 9 Earnings Per Common Share
The calculations of basic and diluted earnings per common share were as follows:
Three Months Ended Six Months Ended
June 30, June 30,
(Dollars in thousands, except per common share data) 2024 2023 2024 2023
Net income available to common shareholders $ 29,007  $ 21,096  $ 58,591  $ 47,656 
Less: Dividends paid on unvested common shares (218) 144  (361) 246 
Less: Undistributed income allocated to unvested common shares 55  13  119  45 
Net earnings allocated to common shareholders $ 29,170  $ 20,939  $ 58,833  $ 47,365 
Weighted-average common shares outstanding 34,764,489  32,526,962  34,752,419  30,222,165 
Effect of potentially dilutive common shares 353,159  123,014  319,131  92,339 
Total weighted-average diluted common shares outstanding 35,117,648  32,649,976  35,071,550  30,314,504 
Earnings per common share:
Basic $ 0.83  $ 0.64  $ 1.67  $ 1.57 
Diluted $ 0.82  $ 0.64  $ 1.66  $ 1.56 
Anti-dilutive common shares excluded from calculation:
Restricted common shares 3,180  171,843  3,180  152,741 
Note 10 Derivative Financial Instruments
Peoples utilizes interest rate swap agreements as part of its asset/liability management strategy to help manage its interest rate risk position. The notional amount of the interest rate swaps does not represent amounts exchanged by the parties. The amount exchanged is determined by reference to the notional amount and the other terms of the individual interest rate swap agreements. The fair value of derivative financial instruments is included in the "Other assets" and the "Accrued expenses and other liabilities" lines in the accompanying Unaudited Consolidated Balance Sheets, while cash activity related to these derivative financial instruments is included in the activity in "Net cash provided by operating activities" in the Unaudited Condensed Consolidated Statements of Cash Flows.
Derivative Financial Instruments and Hedging Activities - Risk Management Objective of Using Derivative Financial Instruments
Peoples is exposed to certain risks arising from both its business operations and economic conditions. Peoples principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. Peoples manages economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its assets and liabilities. Peoples also manages interest rate risk through the use of derivative financial instruments. Specifically, Peoples enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known or expected cash amounts, the values of which are determined by interest rates.

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Peoples’ derivative financial instruments are used to manage differences in the amount, timing and duration of Peoples' known or expected cash receipts and its known or expected cash payments principally related to certain variable rate borrowings. Peoples also has interest rate derivative financial instruments that result from a service provided to certain qualifying customers and, therefore, are not used to manage interest rate risk in Peoples' assets or liabilities. Peoples manages a matched book with respect to customer-related derivative financial instruments in order to minimize its net risk exposure resulting from such transactions.
Cash Flow Hedges of Interest Rate Risk
Peoples' objectives in using interest rate derivative financial instruments are to add stability to interest income and expense, and to manage its exposure to interest rate movements. To accomplish these objectives, Peoples has entered into interest rate swaps as part of its interest rate risk management strategy. These interest rate swaps are designated as cash flow hedges and involve the receipt of variable rate amounts from a counterparty in exchange for Peoples making fixed payments. At June 30, 2024, Peoples had entered into 9 interest rate swap contracts with an aggregate notional value of $85.0 million. Peoples will pay a fixed rate of interest for up to ten years while receiving a floating rate component of interest equal to term SOFR. The interest received on the floating rate component is intended to offset the interest paid on rolling three-month brokered CDs, which will continue to be rolled through the life of the interest rate swaps. At both June 30, 2024 and at December 31, 2023, the interest rate swaps were designated as cash flow hedges of $85.0 million and $105.0 million, respectively, in brokered CDs, which are expected to be extended every 90 days through the maturity dates of the interest rate swaps.
For derivative financial instruments designated as cash flow hedges, the effective and ineffective portions of changes in the fair value of each derivative financial instrument is reported in accumulated other comprehensive (loss) income ("AOCI") (outside of earnings), net of tax, and are reclassified to interest expense as interest payments are made or received on Peoples' variable-rate liabilities. Peoples assesses the effectiveness of each hedging relationship by comparing the changes in cash flows of the hedging derivative financial instrument with the changes in cash flows of the designated hedged transaction. The reset dates and the payment dates on the brokered CDs are matched to the reset dates and payment dates on the receipt of the term SOFR rate (or the three-month LIBOR floating portion prior to June 30, 2023) of the swaps to ensure effectiveness of the cash flow hedge. For the six months ended June 30, 2024, and 2023, Peoples recorded reclassifications of losses to earnings of $1.7 million and $130,000, respectively. During the next twelve months, Peoples estimates that $1.4 million of AOCI will be reclassified as an addition to interest expense.
The following table summarizes information about the interest rate swaps designated as cash flow hedges:
(Dollars in thousands) June 30,
2024		 December 31,
2023
Notional amount $ 85,000  $ 105,000 
Weighted average pay rates 2.34  % 2.22  %
Weighted average receive rates 5.00  % 4.63  %
Weighted average maturity 1.8 years 2.0 years
Pre-tax changes in fair value included in AOCI $ 4,699  $ 3,434 
The following table presents changes in fair value recorded in AOCI and in the Consolidated Statements of Operations related to the cash flow hedges:
Three Months Ended Six Months Ended
June 30, June 30,
(Dollars in thousands) 2024 2023 2024 2023
Amount of losses (gains) recorded in AOCI, pre-tax $ 443  $ (1,073) $ 187  $ 283 
The following table reflects the cash flow hedges, which are included in the Unaudited Consolidated Balance Sheets at fair value:
June 30,
2024		 December 31,
2023
(Dollars in thousands) Notional Amount Fair Value Notional Amount Fair Value
Included in "Other assets":
Interest rate swaps related to debt $ 85,000  $ 3,146  $ 105,000  $ 3,314 
Non-Designated Hedges
Peoples Bank maintains an interest rate protection program for commercial loan customers, which was established in 2010. Under this program, Peoples Bank originates variable rate loans with interest rate swaps, where the customer enters into an interest rate swap with Peoples Bank on terms that match the terms of the loan. By entering into the interest rate swap with the customer, Peoples Bank effectively provides the customer with a fixed rate loan while creating a variable rate asset for Peoples Bank.

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Peoples Bank offsets its exposure in the interest rate swap by entering into an offsetting interest rate swap with an unaffiliated institution. These interest rate swaps do not qualify as designated hedges; therefore, each interest rate swap is accounted for as a standalone derivative financial instrument. These interest rate swaps did not have a material impact on Peoples' results of operations or financial condition at or for the three and six months ended June 30, 2024 and at or for the year ended December 31, 2023.
The following table reflects the non-designated hedges, which are included in the Unaudited Consolidated Balance Sheets at fair value:
June 30,
2024		 December 31,
2023
(Dollars in thousands) Notional Amount Fair Value Notional Amount Fair Value
Included in "Other assets":
Interest rate swaps related to commercial loans $ 390,963  $ 20,542  $ 416,106  $ 18,990 
Included in "Accrued expenses and other liabilities":
Interest rate swaps related to commercial loans $ 390,963  $ 20,643  $ 416,106  $ 19,122 
Pledged Collateral
Peoples Bank pledges or receives collateral for all interest rate swaps. When the fair value of Peoples Bank interest rate swaps is in a net liability position, Peoples Bank must pledge collateral, and, when the fair value of Peoples Bank interest rate swaps is in a net asset position, the respective counterparties must pledge collateral. At June 30, 2024 and at December 31, 2023, Peoples Bank had no cash pledged, while counterparties had $15.4 million of cash pledged at June 30, 2024 and $12.8 million of cash pledged at December 31, 2023. Peoples Bank had no pledged investment securities at June 30, 2024 or at December 31, 2023, while the counterparties had pledged investment securities in the amounts of $2.0 million at June 30, 2024 and $2.2 million at December 31, 2023.
Note 11 Stock-Based Compensation
Under the Peoples Bancorp Inc. Fourth Amended and Restated 2006 Equity Plan (the "2006 Equity Plan"), Peoples may grant, among other awards, nonqualified stock options, incentive stock options, restricted common share awards, stock appreciation rights, performance units and unrestricted common share awards to employees and non-employee directors. The total number of common shares available under the 2006 Equity Plan is 1,493,297. The maximum number of common shares that can be issued for incentive stock options is 750,000. Since February 2009, Peoples has granted restricted common shares to employees, and periodically to non-employee directors, subject to the terms and conditions prescribed by the 2006 Equity Plan. In general, common shares issued in connection with stock-based awards are issued from treasury shares to the extent available. If no treasury shares are available, common shares are issued from authorized but unissued common shares.
Restricted Common Shares
 Under the 2006 Equity Plan, Peoples may award restricted common shares to officers, key employees and non-employee directors. In general, the restrictions on the restricted common shares awarded to officers and key employees expire after periods ranging from one to five years. Since 2018, common shares awarded to non-employee directors have vested immediately upon grant with no restrictions. In the first six months of 2024, Peoples granted an aggregate of 283,712 restricted common shares subject to performance-based vesting to officers and key employees with restrictions that will lapse three years after the grant date; provided that in order for the restricted common shares to vest in full, Peoples must have reported positive net income and maintained a well-capitalized status by regulatory standards for each of the three fiscal years preceding the vesting date.
The following table summarizes the changes to Peoples’ restricted common shares for the six months ended June 30, 2024:
Time-Based Vesting Performance-Based Vesting
  Number of Common Shares Weighted-Average Grant Date Fair Value Number of Common Shares Weighted-Average Grant Date Fair Value
Outstanding at January 1, 2024 142,419  $ 28.78  403,970  $ 31.21 
Awarded 8,812  28.93  283,712  27.92 
Released (12,357) 32.37  (72,550) 31.48 
Forfeited (9,779) 29.65  (20,332) 29.41 
Outstanding at June 30, 2024
 129,095  $ 28.38  594,800  $ 29.67 
For the six months ended June 30, 2024, the intrinsic value for restricted common shares released was $2.4 million compared to $2.5 million for the six months ended June 30, 2023.

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Stock-Based Compensation
Peoples recognizes stock-based compensation, which is included as a component of Peoples’ salaries and employee benefit costs, for restricted and unrestricted common shares, as well as purchases made by participants in the employee stock purchase plan. For restricted common shares, Peoples recognizes stock-based compensation based on the estimated fair value of the awards expected to vest on the grant date. The estimated fair value is then expensed over the vesting period, which is normally three years. Peoples also has an employee stock purchase plan whereby employees can purchase Peoples' common shares at a discount of 15%. The following table summarizes the amount of stock-based compensation expense and related tax benefit recognized for each period:
Three Months Ended Six Months Ended
June 30, June 30,
(Dollars in thousands) 2024 2023 2024 2023
Employee stock-based compensation expense:
Stock grant expense $ 1,278  $ 1,009  $ 4,303  $ 3,159 
Employee stock purchase plan expense 73  34  139  73 
Total employee stock-based compensation expense 1,351  1,043  $ 4,442  $ 3,232 
Non-employee director stock-based compensation expense 123  135  $ 261  $ 271 
Total stock-based compensation expense 1,474  1,178  $ 4,703  $ 3,503 
Recognized tax benefit (344) (282) (1,096) (825)
Net stock-based compensation expense $ 1,130  $ 896  $ 3,607  $ 2,678 
The fair value of restricted common share awards on the grant date is the market price of Peoples' common shares on that date. Total unrecognized stock-based compensation expense related to unvested restricted common share awards was $8.2 million at June 30, 2024, which will be recognized over a weighted-average period of 2.2 years.
Note 12 Revenue
The following table details Peoples' revenue from contracts with customers:
  Three Months Ended Six Months Ended
June 30, June 30,
(Dollars in thousands) 2024 2023 2024 2023
Insurance income:
Commission and fees from sale of insurance policies (a) $ 4,104  $ 3,969  $ 8,389  $ 7,867 
Performance-based commissions (b) 5  35  2,218  1,562 
Trust and investment income:
Fiduciary income (a) 3,010  2,747  5,767  5,204 
Brokerage income (a) 1,989  1,667  3,831  3,294 
Electronic banking income:
Interchange income (a) 5,086  5,036  9,883  9,217 
Promotional and usage income (a) 1,384  1,430  2,633  2,692 
Deposit account service charges:
Ongoing maintenance fees for deposit accounts (a) 1,716  1,623  3,434  3,084 
Transaction-based fees (b) 2,623  2,530  5,128  4,592 
Commercial loan swap fees (b) 59  118  111  118 
Other non-interest income transaction-based fees (b) 589  378  1,093  808 
Total revenue from contracts with customers $ 20,565  $ 19,533  $ 42,487  $ 38,438 
Timing of revenue recognition:
Services transferred over time $ 17,289  $ 16,472  $ 33,937  $ 31,358 
Services transferred at a point in time 3,276  3,061  8,550  7,080 
Total revenue from contracts with customers $ 20,565  $ 19,533  $ 42,487  $ 38,438 
(a) Services transferred over time.
(b) Services transferred at a point in time.

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Peoples records contract assets for income that has been recognized over a period of time for fulfillment of performance obligations, but has not yet been received related to electronic banking income and certain insurance income. This income typically relates to bonuses for which Peoples is eligible, but will not receive until a certain time in the future. Peoples records contract liabilities for payments received for commission income related to the sale of insurance policies, for which the performance obligations have not yet been fulfilled. The contract liabilities are recognized as income over time, during the period in which the performance obligations are fulfilled, which is over the insurance policy period. Peoples also records contract liabilities for bonuses received related to electronic banking income, for which the performance obligations have not yet been fulfilled. The contract liabilities are recognized as income over time, during the period in which the performance obligations are fulfilled related to electronic banking income.
The following table details the changes in Peoples' contract assets and contract liabilities for the six-month period ended June 30, 2024:
  Contract Assets Contract Liabilities
(Dollars in thousands)
Balance, January 1, 2024 $ 753  $ 5,776 
     Additional income receivable 81  — 
     Additional deferred income —  117 
     Receipt of income previously receivable (45) — 
     Recognition of income previously deferred —  (93)
Balance, June 30, 2024 $ 789  $ 5,800 
Note 13 Acquisitions
Limestone Bancorp, Inc.
As of the close of business on April 30, 2023, Peoples completed the Limestone Merger. In connection with the Limestone Merger, Limestone Bank, Inc., which operated 20 branches in Kentucky, merged into Peoples Bank. As consideration in the Limestone Merger, Limestone shareholders were paid 0.90 common shares of Peoples for each full share of Limestone that was owned at the merger date, resulting in the issuance of 6,827,668 common shares by Peoples, or aggregate consideration of $177.9 million. Peoples accounted for this transaction as a business combination under the acquisition method.
Peoples recorded no acquisition-related expenses related to the Limestone Merger for the three months ended June 30, 2024 and $(0.1) million for the six months ended June 30, 2024. Peoples recorded acquisition-related expenses related to the Limestone Merger, which included $10.8 million and $11.2 million in non-interest expense for the three months and the six months ended June 30, 2023, respectively. For the second quarter of 2023, the $10.8 million of non-interest expense consisted of $5.2 million in salaries and employee benefit costs, $4.8 million in professional fees, $0.5 million in insurance expense, and $0.3 million in various other non-interest expense line items. For the six months ended June 30, 2023, the $11.2 million of non-interest expense consisted of $5.2 million in salaries and employee benefit costs, $5.1 million in professional fees, $0.5 million in insurance expense, $0.4 million in various other non-interest expense line items..
The following table provides the purchase price calculation as of the date of the Limestone Merger, and the assets acquired and liabilities assumed at their estimated fair values.
(Dollars in thousands) Fair Value
Total purchase price $ 177,931 
Assets
Cash and balances due from banks 6,422 
Interest-bearing deposits in other banks 87,115 
Total cash and cash equivalents 93,537 
Available-for-sale investment securities, at fair value 166,944 
Other investment securities 5,716 
Total investment securities 172,660 
Loans 1,077,929 
Allowance for credit losses (on PCD loans) (2,051)
Net loans 1,075,878 

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(Dollars in thousands) Fair Value
Bank premises and equipment, net of accumulated depreciation 17,690 
Bank owned life insurance 31,343 
Other intangible assets 27,722 
Other assets 36,874 
    Total assets 1,455,704 
Liabilities
Deposits:
Non-interest-bearing 262,727 
Interest-bearing 971,457 
Total deposits 1,234,184 
Short-term borrowings 60,000 
Long-term borrowings 39,453 
Accrued expenses and other liabilities 12,967 
Total liabilities 1,346,604 
Net assets 109,100 
Goodwill $ 68,831 

The goodwill recorded in connection with the Limestone Merger is related to expected synergies to be gained from the combination of Limestone with Peoples' operations. The employees retained from the Limestone Merger and the geographic locations of Limestone should allow Peoples to continue to grow the loan and deposit portfolios while also increasing Peoples' ability to penetrate the new markets, which should benefit Peoples in future periods. During Peoples' evaluation of intangible assets, it was determined that an assembled workforce intangible asset was not separately recognizable and was included in goodwill. Peoples recorded a core deposit asset in other intangible assets related to the Limestone Merger.
Loans acquired by Peoples in a business combination that have evidence of more than insignificant credit deterioration, which includes loans as to which Peoples believes it is probable that Peoples will be unable to collect all contractually required payments, are considered "purchased credit deteriorated" (or "PCD") loans. Acquired PCD loans are reported net of the unamortized fair value adjustment. These loans are recorded at the purchase price, and an allowance for credit losses is determined based upon discrete credit marks, along with discounted cash flow models based upon similar pools of loans, using a similar methodology as for other loans. The following table details the fair value adjustment for acquired PCD loans as of the acquisition date:
(Dollars in thousands) Par Value Allowance for Credit Losses Non-Credit (Discount) Premium Fair Value
PCD loans
Commercial real estate, other 30,907  (1,340) (2,160) 27,407 
Commercial and industrial 16,466  (379) (610) 15,477 
Residential real estate 6,328  (228) (770) 5,330 
Home equity lines of credit 774  (18) 11  767 
Consumer 1,029  (86) 78  1,021 
Fair value $ 55,504  $ (2,051) $ (3,451) $ 50,002 

Note 14 Leases
Peoples has elected certain practical expedients, in accordance with ASC 842 - Leases ("ASC 842"). As a lessor, Peoples has made an accounting policy election to exclude from the consideration in the contract, and from variable payments not included in the consideration in the contract, all sales and other similar taxes assessed. Peoples has also made an accounting policy election to account for each separate lease component of a contract and its associated non-lease components as a single lease component for all leases subject to ASC 842.

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Lessor Arrangements
Leases originated by Peoples, that Peoples has the positive intent and ability to hold for the foreseeable future or to maturity or payoff, are reported at the net investment in the lease, net of initial direct costs, charge-offs and an allowance for credit losses. Peoples considers leases past due if any required principal or interest payments have not been received as of the date such payments were required to be made under the terms of the lease agreement. Upon detection of the reduced ability of a lessee to meet cash flow obligations, a lease is typically charged down to the net realizable value, with the residual balance placed on nonaccrual status. Leases deemed to be uncollectable are charged against the allowance for credit losses, while recoveries of previously charged-off amounts are credited to the allowance for credit losses.
Peoples originates sales-type leases through its NSL division, as these leases are structured as dollar buy-out, whereby the lessee pays one dollar at maturity of the lease to purchase the equipment. These leases do not typically contain residual value guarantees; however, if a lease contains a residual value guarantee, Peoples reduces its residual asset risk by obtaining a security deposit from the lessee. Peoples also originates leases through its Vantage subsidiary, which are classified as either sales-type, direct financing leases, or operating leases based primarily on whether they included a dollar buy-out or a fair market value buy-out, respectively. As a lessor, Peoples originates commercial equipment leases either directly to the customer or indirectly through vendor programs. Equipment leases relate to automotive, construction, health care, manufacturing, office, restaurant, information technology and other equipment. Finance leases include an estimated residual value, which is assessed for impairment as part of the allowance for credit losses. Lease income noted in the table below includes (i) gains on the early termination of leases, (ii) fees received for referrals, (iii) gains and losses recognized on the sales of residual assets and (iv) syndication income. Additional information regarding Peoples' leases can be found in "Note 4 Loans and Leases."

The table below details Peoples' lease income:
  Three Months Ended Six Months Ended
(Dollars in thousands) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Interest and fees on leases (a) $ 11,982  $ 10,275  $ 24,049  $ 19,918 
Lease income 1,116  1,719  2,352  2,796 
Other non-interest income (b) 1,052  —  1,837  — 
Total lease income $ 14,150  $ 11,994  $ 28,238  $ 22,714 
(a)Included in "Interest and fees on loans and leases" in the Unaudited Consolidated Statements of Operations. For additional information, see "Note 4 Loans and Leases" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
(b)Included in "Other non-interest income" is operating lease income.

The following table summarizes the net investment in leases, which is included in "Loans and leases, net of deferred fees and costs" on the Unaudited Consolidated Balance Sheets:
(Dollars in thousands) June 30, 2024 December 31, 2023
Lease payments receivable, at amortized cost $ 483,473  $ 463,742 
Estimated residual values 34,829  33,448 
Initial direct costs 7,723  7,114 
Deferred revenue (95,374) (90,244)
Net investment in leases 430,651  414,060 
Allowance for credit losses - leases (15,218) (10,850)
Net investment in leases, after allowance for credit losses $ 415,433  $ 403,210 

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The following table summarizes the contractual maturities of leases:
(Dollars in thousands) Balance
Remaining six months ending December 31, 2024 $ 75,253 
Year ending December 31, 2025 111,531 
Year ending December 31, 2026 101,126 
Year ending December 31, 2027 90,747 
Year ending December 31, 2028 60,600 
Thereafter 44,216 
Lease payments receivable, at amortized cost $ 483,473 
Lessee Arrangements
Peoples leases certain banking facilities and equipment under various agreements with original terms providing for fixed monthly payments over periods generally ranging from two to thirty years. Certain leases may include options to extend or terminate the lease. Only those renewal and termination options which Peoples is reasonably certain of exercising are included in the calculation of the lease liability. Certain leases contain rent escalation clauses calling for rent increases over the term of the lease, which are included in the calculation of the lease liability. At June 30, 2024, Peoples did not have any leases that met the criteria for finance leases. Right of Use ("ROU") assets represent the right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at the commencement or the remeasurement date of a lease based on the present value of lease payments over the remaining lease term. Operating lease ROU assets include lease payments made at or before the commencement date and initial indirect costs. Operating lease ROU assets are presented net of any lease incentives. Short-term leases of certain facilities and equipment, with lease terms of 12 months or less, are recognized on a straight-line basis over the lease term and do not have an ROU asset or lease liability.
The table below details Peoples' lease expense, which is included in "Net occupancy and equipment expense" in the Unaudited Consolidated Statements of Operations:
  Three Months Ended Six Months Ended
(Dollars in thousands) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Operating lease expense $ 733  $ 766  $ 1,468  $ 1,461 
Short-term lease expense 327  322  633  417 
Variable lease expense 5  —  5  — 
Total lease expense $ 1,065  $ 1,088  $ 2,106  $ 1,878 
Peoples utilizes an incremental borrowing rate to determine the present value of lease payments for each lease, as the lease agreements do not provide an implicit rate. The estimated incremental borrowing rate reflects a secured rate and is based on the term of the lease.
The following table details the ROU assets, the lease liabilities and other information related to Peoples' operating leases at the dates shown:
(Dollars in thousands) June 30, 2024 December 31, 2023
ROU assets:
Other assets $ 11,237  $ 11,689 
Lease liabilities:
     Accrued expenses and other liabilities $ 11,792  $ 12,080 
Other information:
     Weighted-average remaining lease term 9.1 years 9.5 years
     Weighted-average discount rate 4.08  % 3.34  %
     Additions for ROU assets obtained during the year $ 621  $ 4,428 

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During both the three months ended June 30, 2024 and 2023, Peoples paid cash of $0.7 million for operating leases. During the six months ended June 30, 2024 and 2023, Peoples paid cash of $1.4 million and $1.4 million, respectively, for operating leases.
The following table summarizes the maturity of remaining lease liabilities:
(Dollars in thousands) Balance
Remaining six months ending December 31, 2024 $ 1,449 
Year ending December 31, 2025 2,315 
Year ending December 31, 2026 2,027 
Year ending December 31, 2027 1,816 
Year ending December 31, 2028 1,338 
Thereafter 5,401 
Total undiscounted lease payments $ 14,346 
Imputed interest $ (2,554)
Total lease liabilities $ 11,792 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Management’s Discussion and Analysis (“MD&A”) represents an overview of the results of operations and financial condition of Peoples at and for the three months and six months ended June 30, 2024 and June 30, 2023. This MD&A should be read in conjunction with the Unaudited Condensed Consolidated Financial Statements and the Notes thereto.
Certain statements in this Form 10-Q, which are not historical fact, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as "anticipate," "estimate," "may," "feel," "expect," "believe," "plan," "will," "will likely," "would," "should," "could," "project," "goal," "target," "potential," "seek," "intend," "continue," "remain," and similar expressions.
These forward-looking statements reflect management's current expectations based on all information available to management and its knowledge of Peoples' business and operations. Additionally, Peoples' financial condition, results of operations, plans, objectives, future performance and business are subject to risks and uncertainties that may cause actual results to differ materially. These risks and uncertainties include, but are not limited to:
(1)the effects of interest rate policies, changes in the interest rate environment due to economic conditions and/or the fiscal and monetary policy measures undertaken by the U.S. government and the Federal Reserve Board, including changes in the Federal Funds Target Rate, in response to such economic conditions, which may adversely impact interest rates, the interest rate yield curve, interest margins, loan demand and interest rate sensitivity;
(2)the effects of inflationary pressures and the impact of rising interest rates on borrowers’ liquidity and ability to repay;
(3)the success, impact, and timing of the implementation of Peoples' business strategies and Peoples' ability to manage strategic initiatives, including the interest rate policies of the Federal Reserve Board, the completion and successful integration of acquisitions, and the expansion of commercial and consumer lending activities;
(4)competitive pressures among financial institutions, or from non-financial institutions, which may increase significantly, including product and pricing pressures, which can in turn impact Peoples' credit spreads, changes to third-party relationships and revenues, changes in the manner of providing services, customer acquisition and retention pressures, and Peoples' ability to attract, develop and retain qualified professionals;
(5)uncertainty regarding the nature, timing, cost, and effect of legislative or regulatory changes or actions, or deposit insurance premium levels, promulgated and to be promulgated by governmental and regulatory agencies in the State of Ohio, the FDIC, the Federal Reserve Board and the Consumer Financial Protection Bureau, which may subject Peoples, its subsidiaries, or one or more acquired companies to a variety of new and more stringent legal and regulatory requirements;
(6)the effects of easing restrictions on participants in the financial services industry;
(7)current and future local, regional, national and international economic conditions (including the impact of persistent inflation, supply chain issues or labor shortages, supply-demand imbalances affecting local real estate prices, high unemployment rates in the local or regional economies in which Peoples operates and/or the U.S. economy generally, an increasing federal government budget deficit, the failure of the federal government to raise the federal debt ceiling, potential or imposed tariffs, a U.S. withdrawal from or significant renegotiation of trade agreements, trade wars and other changes in trade regulations, and changes in the relationship of the U.S. and U.S. global trading partners) and the impact these conditions may have on Peoples, Peoples' customers and Peoples' counterparties, and Peoples' assessment of the impact, which may be different than anticipated;
(8)Peoples may issue equity securities in connection with future acquisitions, which could cause ownership and economic dilution to Peoples' current shareholders;
(9)changes in prepayment speeds, loan originations, levels of nonperforming assets, delinquent loans, charge-offs, and customer and other counterparties' performance and creditworthiness generally, which may be less favorable than expected in light of recent inflationary pressures and continued elevated interest rates, and may adversely impact the amount of interest income generated;
(10)Peoples may have more credit risk and higher credit losses to the extent there are loan concentrations by location or industry of borrowers or collateral;
(11)future credit quality and performance, including expectations regarding future credit losses and the allowance for credit losses;
(12)changes in accounting standards, policies, estimates or procedures may adversely affect Peoples' reported financial condition or results of operations;

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(13)the impact of assumptions, estimates and inputs used within models, which may vary materially from actual outcomes, including under the CECL model;
(14)adverse changes in the conditions and trends in the financial markets, including recent inflationary pressures, which may adversely affect the fair value of securities within Peoples' investment portfolio, the interest rate sensitivity of Peoples' consolidated balance sheet, and the income generated by Peoples' trust and investment activities;
(15)the volatility from quarter to quarter of mortgage banking income, whether due to interest rates, demand, the fair value of mortgage loans, or other factors;
(16)Peoples' ability to receive dividends from Peoples' subsidiaries;
(17)Peoples' ability to maintain required capital levels and adequate sources of funding and liquidity;
(18)the impact of larger or similar-sized financial institutions encountering problems, such as the failure in 2024 of Republic First Bank, and closures in 2023 of Silicon Valley Bank in California, Signature Bank in New York, and First Republic Bank in California, which may adversely affect the banking industry and/or Peoples' business generation and retention, funding and liquidity, including potential increased regulatory requirements, increased reputational risk and potential impacts to macroeconomic conditions;
(19)Peoples' ability to secure confidential information and deliver products and services through the use of computer systems and telecommunications networks, including those of Peoples' third-party vendors and other service providers, which may prove inadequate, and could adversely affect customer confidence in Peoples and/or result in Peoples incurring a financial loss;
(20)any misappropriation of the confidential information which Peoples possesses could have an adverse impact on Peoples' business and could result in regulatory actions, litigation and other adverse effects;
(21)Peoples' ability to anticipate and respond to technological changes, and Peoples' reliance on, and the potential failure of, a number of third-party vendors to perform as expected, including Peoples' primary core banking system provider, which can impact Peoples' ability to respond to customer needs and meet competitive demands;
(22)operational issues stemming from and/or capital spending necessitated by the potential need to adapt to industry changes in information technology systems on which Peoples and Peoples' subsidiaries are highly dependent;
(23)changes in consumer spending, borrowing and saving habits, whether due to changes in retail distribution strategies, consumer preferences and behavior, changes in business and economic conditions, legislative or regulatory initiatives, or other factors, which may be different than anticipated;
(24)the adequacy of Peoples' internal controls and risk management program in the event of changes in strategic, reputational, market, economic, operational, cybersecurity, compliance, legal, asset/liability repricing, liquidity, credit and interest rate risks associated with Peoples' business;
(25)the impact on Peoples' businesses, personnel, facilities, or systems, of losses related to acts of fraud, theft, misappropriation or violence;
(26)the impact on Peoples' businesses, as well as on the risks described above, of various domestic or international widespread natural or other disasters, pandemics, cybersecurity attacks, system failures, civil unrest, military or terrorist activities or international conflicts (including Russia’s war in Ukraine and the ongoing conflicts in the Middle East);
(27)the potential deterioration of the U.S. economy due to financial, political or other shocks;
(28)the potential influence on the U.S. financial markets and economy from the effects of climate change, including any enhanced regulatory, compliance, credit and reputational risks and costs;
(29)the impact on Peoples' businesses and operating results of any costs associated with obtaining rights in intellectual property claimed by others and adequately protecting Peoples' intellectual property;
(30)risks and uncertainties associated with Peoples' entry into new geographic markets and risks resulting from Peoples' inexperience in these new geographic markets;
(31)Peoples' ability to integrate the Limestone Merger, which may be unsuccessful, or may be more difficult, time-consuming or costly than expected;
(32)the risk that expected revenue synergies and cost savings from the Limestone Merger, may not be fully realized or realized within the expected time frame;
(33)changes in laws or regulations imposed by Peoples' regulators impacting Peoples' capital actions, including dividend payments and share repurchases;

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(34)the vulnerability of Peoples' network and online banking portals, and the systems of parties with whom Peoples contracts, to unauthorized access, computer viruses, phishing schemes, spam attacks, human error, natural disasters, power loss and other security breaches;
(35)Peoples' business may be adversely affected by increased political and regulatory scrutiny of corporate environmental, social and governance ("ESG") practices;
(36)the effect of a fall in stock market prices on Peoples' asset and wealth management business; and
(37)other risk factors relating to the banking industry or Peoples as detailed from time to time in Peoples' reports filed with the Securities and Exchange Commission (the "SEC"), including those risk factors included in the disclosures under the heading "ITEM 1A. RISK FACTORS" of Peoples' 2023 Form 10-K. Peoples encourages readers of this Form 10-Q to understand forward-looking statements to be strategic objectives rather than absolute targets of future performance. Peoples undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the filing of this Form 10-Q or to reflect the occurrence of unanticipated events, except as required by applicable legal requirements. Copies of documents filed with the SEC are available free of charge at the SEC's website at http://www.sec.gov and/or from Peoples' website – www.peoplesbancorp.com under the “Investor Relations” section.
All forward-looking statements speak only as of the filing date of this Form 10-Q and are expressly qualified in their entirety by the cautionary statements. Although management believes the expectations in these forward-looking statements are based on reasonable assumptions within the bounds of management’s knowledge of Peoples’ business and operations, it is possible that actual results may differ materially from these projections.
This discussion and analysis should be read in conjunction with the Audited Consolidated Financial Statements, and Notes to the Audited Consolidated Financial Statements, contained in Peoples’ 2023 Form 10-K, as well as the Unaudited Condensed Consolidated Financial Statements, Notes to the Unaudited Condensed Consolidated Financial Statements, ratios, statistics and discussions contained elsewhere in this Form 10-Q.
Business Overview
The following discussion and analysis of Peoples’ Unaudited Condensed Consolidated Financial Statements is presented to provide insight into management’s assessment of the financial condition and results of operations.
Peoples is a diversified financial services holding company that makes available a complete line of banking, trust and investment, insurance, premium financing and equipment leasing solutions through its subsidiaries. Peoples provides services through traditional offices, automated teller machines ("ATMs"), interactive teller machines ("ITMs"), mobile banking, telephone and internet-based banking. Peoples offers a complete array of insurance products through Peoples Insurance, a subsidiary of Peoples Bank. Brokerage services are offered by Peoples exclusively through an unaffiliated registered broker-dealer located at Peoples Bank's offices. Peoples Bank offers insurance premium finance lending nationwide through its Peoples Premium Finance division. Peoples also offers lease financing through its North Star Leasing division and through Vantage, a subsidiary of Peoples Bank. As of June 30, 2024, Peoples had 150 locations, including 130 full-service bank branches in Ohio, Kentucky, West Virginia, Virginia, Washington D.C. and Maryland. Peoples Bank is subject to regulation and examination primarily by the Ohio Division of Financial Institutions (the "ODFI"), the FRB of Cleveland and the FDIC. Peoples Bank must also follow the regulations promulgated by the Consumer Financial Protection Bureau (the "CFPB"), which regulates consumer financial products and services and certain financial services providers. Peoples Insurance is subject to regulation by the Ohio Department of Insurance and the state insurance regulatory agencies of those states in which Peoples Insurance may do business.
Critical Accounting Policies
The accounting and reporting policies of Peoples conform to US GAAP. The preparation of the financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Note 1 of the Notes to the Unaudited Condensed Consolidated Financial Statements describes Peoples' significant accounting policies. Management has identified the accounting policies that, due to the judgments, estimates and assumptions inherent in those policies, are critical to understanding Peoples’ Unaudited Condensed Consolidated Financial Statements, and this MD&A at June 30, 2024, which have been disclosed in Peoples' 2023 Form 10-K and updated in "Note 1 Summary of Significant Accounting Policies" in this Form 10-Q. This MD&A should be read in conjunction with the policies disclosed in Peoples’ 2023 Form 10-K.
Summary of Recent Transactions and Events
The following is a summary of recent transactions and events that have impacted or are expected to impact Peoples’ results of operations or financial condition:
◦For the first six months of 2024, Peoples incurred $(0.1) million of acquisition-related expenses compared to $11.3 million for the first six months of 2023. Peoples recorded acquisition-related expenses, primarily related to the Limestone Merger, which included $(0.1) million for the first quarter of 2024 and $10.7 million for the second quarter of 2023.

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There was no such expense for the three months ended June 30, 2024.
◦For the second quarter of 2024, Peoples recorded a provision for credit losses of $5.7 million, compared to a provision for credit losses of $6.1 million for the linked quarter and a provision for credit losses of $8.0 million for the second quarter of 2023. For the first half of 2024, Peoples recorded a provision for credit losses of $11.8 million, compared to a provision for credit losses of $9.8 million for 2023. The provision for credit losses for the second quarter and the first six months of 2024 was mainly the result of (i) higher net charge-offs, (ii) an increase of reserves on individually analyzed loans and leases and (iii) loan growth. For more information, please refer to the section titled "RESULTS OF OPERATIONS - Provision for Credit Losses" found later in this discussion.
◦On October 25, 2022, Peoples announced the Limestone Merger, a transaction valued at $177.9 million. The Limestone Merger closed as of the close of business on April 30, 2023. Peoples acquired Limestone's loan portfolio totaling $1.1 billion, $1.2 billion of deposits, $172.7 million of total investment securities, an aggregate of $99.5 million of short-term and long-term borrowings, and $93.5 million of total cash and cash equivalents. Peoples also recorded goodwill in the amount of $68.8 million and other intangible assets of $27.7 million, which consisted of core deposit intangibles.
◦To combat the effects of ongoing inflationary pressures, the Federal Reserve Board increased the Federal Funds Target Rate range to 0.25% to 0.50% beginning on March 16, 2022, and continued to raise rates up to 5.50% on July 27, 2023. The Federal Reserve Board has kept rates unchanged since July 2023 but has signaled that it may begin reducing rates sometime in 2024.
The impact of these transactions and events, where material, is discussed in the applicable sections of this MD&A.
EXECUTIVE SUMMARY
Peoples reported net income of $29.0 million for the second quarter of 2024, representing earnings per diluted common share of $0.82. In comparison, Peoples reported net income of $29.6 million, representing earnings per diluted common share of $0.84, for the first quarter of 2024, and net income of $21.1 million, representing earnings per diluted common share of $0.64, for the second quarter of 2023. For the six months ended June 30, 2024, Peoples recorded net income of $58.6 million, or $1.66 per diluted common share, compared to $47.7 million, or $1.56 per diluted common share, for the six months ended June 30, 2023. Non-core items negatively impacted earnings per diluted common share by $0.02 for the second quarter of 2024, $0.01 for the first quarter of 2024, and $0.28 for the second quarter of 2023. Non-core items negatively impacted earnings per diluted share by $0.02 and $0.37 for the six months ended June 30, 2024 and 2023, respectively.
Net interest income was $86.6 million for the second quarter of 2024, which was flat when to compared to the linked quarter. Net interest margin was 4.18% for the second quarter of 2024, compared to 4.26% for the linked quarter. The decrease in net interest margin was primarily driven by a decrease in accretion income, net of amortization, from our acquisitions and higher borrowing costs. Net interest income for the second quarter of 2024 increased $1.8 million, or 2%, compared to the second quarter of 2023. Net interest margin for the second quarter of 2024 was 4.18% and decreased 36 basis points compared to 4.54% for the second quarter of 2023, driven primarily by an increase in interest expense on deposits. For the first six months of 2024, net interest income increased $15.5 million, or 10%, compared to the first six months of 2023, while net interest margin decreased 32 basis points to 4.22%. The increase in net interest income was driven by increases in market interest rates and an additional four months of income from the Limestone Merger. The decrease in net interest margin for the first six months of 2024 compared to the first six months of 2023 was primarily driven by higher borrowing costs, which offset higher earning asset yields.
Accretion income, net of amortization expense, from acquisitions was $5.8 million for the second quarter of 2024, $6.5 million for the first quarter of 2024 and $4.5 million for the second quarter of 2023, which added 28 basis points, 32 basis points and 23 basis points, respectively, to net interest margin. The decrease in accretion income for the second quarter of 2024 when compared to the linked quarter was driven by lower pay-offs. The increase in accretion income for the current quarter compared to the second quarter of 2023 was a result of the accretion from the Limestone Merger. Accretion income, net of amortization expense, from acquisitions was $12.3 million for the six months ended June 30, 2024, compared to $6.5 million for the six months ended June 30, 2023, which added 30 and 18 basis points, respectively, to net interest margin. The increase in accretion income for the first six months of 2024 compared to the same period in 2023 was due to an additional four months of accretion in 2024 from the Limestone Merger.
The provision for credit losses was $5.7 million for the second quarter of 2024, compared to a provision for credit losses of $6.1 million for the linked quarter and a provision for credit losses of $8.0 million for the second quarter of 2023. The provision for credit losses for the second quarter of 2024 was a result of (i) higher net charge-offs, (ii) an increase of reserves for individually analyzed loans and leases, and (iii) loan growth. The provision for credit losses for the first quarter of 2024 was driven by (i) a deterioration in macro-economic conditions used within the CECL model, (ii) an increase of reserves on individually analyzed loans and leases and (iii) loan growth. Net charge-offs for the second quarter of 2024 were $4.2 million, or 0.27% of average total loans annualized, compared to net charge-offs of $3.3 million, or 0.22% of average total loans annualized, for the linked quarter and net charge-offs of $1.2 million, or 0.09% of average total loans annualized, for the second quarter of 2024.

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For additional information on credit trends and the allowance for credit losses, see the "FINANCIAL CONDITION - Allowance for Credit Losses" section below.
The provision for credit losses for the first six months of 2024 was $11.8 million, compared to a provision for credit losses of $9.8 million for the first six months of 2023. The provision for credit losses for the first six months of 2024 was mainly the result of (i) higher net charge-offs, (ii) an increase in reserves for individually analyzed loans and leases and (iii) loan growth. The provision for credit losses for the first six months of 2023 was driven by (i) the addition of the provision for the non-purchased credit deteriorated loans acquired in the Limestone Merger, (ii) loan growth and (iii) economic forecast deterioration, partially offset by a reduction in the reserves for individually analyzed loans and leases and the use of updated loss drivers. Net charge-offs for the first six months of 2024 were $7.6 million, or 0.24% of average total loans annualized, compared to net charge-offs of $2.7 million, or 0.11% annualized, for the first six months of 2023. For additional information on credit trends and the allowance for credit losses, see the "Asset Quality" section below.
Net gains and losses include gains and losses on investment securities, asset disposals and other transactions, which are included in total non-interest income on the Consolidated Statements of Operations. The net loss realized during the second quarter of 2024 was $0.8 million, compared to a net loss of $0.3 million for the linked quarter and a net loss of $1.8 million for the second quarter of 2023. The net loss for the second quarter of 2024 was due to $0.4 million of net losses on repossessed assets. The net loss for the linked quarter was due to $0.3 million of net losses on repossessed assets. The net loss for the second quarter of 2023 was primarily driven by a $1.6 million write-down of an OREO property due to a potential sale of the property. The net loss realized during the first six months of 2024 was $1.1 million, compared to $4.0 million for the first six months of 2023. The net loss for the first six months of 2024 was driven by the $0.7 million of net losses on repossessed assets mentioned above. The net loss for the first six months of 2023 was primarily driven by a $2.0 million pre-tax net loss on the sale of available-for-sale investment securities and the $1.6 million writedown of the OREO property mentioned above. Peoples sold $96.7 million of it's lower yielding available-for-sale investment securities, with proceeds from the sale used to pay down overnight borrowings.
Total non-interest income, excluding net gains and losses, for the second quarter of 2024 decreased $1.6 million compared to the linked quarter. The decrease in non-interest income, excluding net gains and losses, was primarily due to a decrease of $2.4 million in insurance income due primarily to seasonal performance-based commissions being paid in the first quarter of each year. Partially offsetting the decrease was an increase of $0.4 million in each of electronic banking income and trust and investment income. Compared to the second quarter of 2023, total non-interest income, excluding net gains and losses, increased $1.6 million, primarily due to a $1.1 million increase in other non-interest income, driven by operating lease income, and a $0.6 million increase in trust and investment income, partially offset by a decrease of $0.6 million in lease income. The other increases for the second quarter of 2024, when compared to the second quarter of 2023, were primarily due to the additional customers brought in from the Limestone Merger and increases of assets under administration and management.
For the first six months of 2024, total non-interest income, excluding gains and losses, increased $6.5 million, or 15%, compared to the first six months of 2023. The increase was driven by (i) a $2.1 million increase in other non-interest income, driven by operating lease income, (ii) a $1.2 million increase in insurance income, (iii) a $1.1 million increase in trust and investment income, (iv) a $1.0 million increase in bank owned life insurance income, (v) a $0.9 million increase in deposit account service charge income, and (vi) a $0.6 million increase in electronic banking income, offset by a decrease of $0.4 million in lease income. The other increases for the first six months of 2024, when compared to the first six months of 2023, were primarily due to the additional customers brought in from the Limestone Merger, increases of assets under management, higher insurance performance-based commission, and market increases for insurance premiums.
Total non-interest expense increased $0.3 million for the three months ended June 30, 2024, compared to the linked quarter. The increase in total non-interest expense was primarily due to increases of $2.2 million in other non-interest expense driven by a one-time true-up of $1.3 million of corporate expenses and $1.0 million in data processing and software expense driven by higher expenses attributable to recent technology projects, partially offset by a decrease of $2.3 million in salaries and employee benefit costs. The decrease in salaries and employee benefit costs was due to anticipated annual expenses that occur in the first quarter of each year including stock-based compensation expenses attributable to retirement-eligible employees and health savings account ("HSA") contributions.
Compared to the second quarter of 2023, total non-interest expense decreased $1.9 million, or 3%. Excluding acquisition-related expenses, non-interest expenses increased $8.8 million, or 15%, primarily due to increases of $3.6 million in salaries and employee benefit costs due to additional employees added in the Limestone Merger and $2.0 million data processing and software expense due to recent technology projects.
For the six months ended June 30, 2024, total non-interest expense increased $10.1 million, or 8%, compared to the first six months of 2023. Excluding acquisition-related expenses, non-interest expenses increased $21.5 million, or 19%, primarily due to increases of $10.5 million in salaries and employee benefit costs due to additional employees added in the Limestone Merger, $3.2 million and $2.1 million in data processing and software expense and in net occupancy and equipment expense, respectively, due to recent technology projects and growth, included through acquisitions.

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The table below summarizes the amount of acquisition-related expenses for each line item that is a component of non-interest expense. This information is used by Peoples to provide information useful to investors in understanding Peoples' operating performance and trends.
Three Months Ended Six Months Ended
June 30, March 31, June 30, June 30,
(Dollars in thousands) 2024 2024 2023 2024 2023
Non-interest expense:
Salaries and employee benefit costs $ 36,564  $ 38,893  $ 38,025  $ 75,457  $ 70,053 
Net occupancy and equipment expense 6,142  6,283  5,380  12,425  10,335 
Professional fees 2,935  2,967  7,438  5,902  10,319 
Data processing and software expense 6,743  5,769  4,728  12,512  9,290 
Amortization of other intangible assets 2,787  2,788  2,800  5,575  4,671 
Electronic banking expense 1,941  1,781  1,832  3,722  3,323 
Marketing expense 681  1,056  1,357  1,737  2,287 
FDIC insurance premiums 1,251  1,186  1,464  2,437  2,265 
Franchise tax expense 760  881  872  1,641  1,906 
Communication expense 736  799  724  1,535  1,337 
Other loan expenses 1,036  1,076  538  2,112  1,277 
Other non-interest expense 7,182  4,986  5,465  12,168  10,039 
  Total non-interest expense 68,758  68,465  70,623  137,223  127,102 
Acquisition-related non-interest expense:
Salaries and employee benefit costs —  16  5,125  16  5,146 
Net occupancy and equipment expense —  —  20  —  29 
Professional fees —  (38) 4,812  (38) 5,103 
Data processing and software expense —  (18) 1  (18) 1 
Electronic banking expense —  (100) 115  (100) 115 
Marketing expense —  10  13  10  23 
Other loan expenses —  —  1  —  1 
Other non-interest expense —  46  622  46  842 
  Total acquisition-related non-interest expense —  (84) 10,709  (84) 11,260 
Non-interest expense excluding acquisition-related expense:
Salaries and employee benefit costs 36,564  38,877  32,900  75,441  64,907 
Net occupancy and equipment expense 6,142  6,283  5,360  12,425  10,306 
Professional fees 2,935  3,005  2,626  5,940  5,216 
Data processing and software expense 6,743  5,787  4,727  12,530  9,289 
Amortization of other intangible assets 2,787  2,788  2,800  5,575  4,671 
Electronic banking expense 1,941  1,881  1,717  3,822  3,208 
Marketing expense 681  1,046  1,344  1,727  2,264 
FDIC insurance premiums 1,251  1,186  1,464  2,437  2,265 
Franchise tax expense 760  881  872  1,641  1,906 
Communication expense 736  799  724  1,535  1,337 
Other loan expenses 1,036  1,076  537  2,112  1,276 
Other non-interest expense 7,182  4,940  4,843  12,122  9,197 
Total non-interest expense excluding acquisition-related expense $ 68,758  $ 68,549  $ 59,914  $ 137,307  $ 115,842 

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The efficiency ratio for the second quarter of 2024 was 59.2%, compared to 58.1% for the linked quarter, and 62.8% for the second quarter of 2023. The improvement in the efficiency ratio compared to the prior year quarter was largely a result of a decrease in acquisition-related expenses. The efficiency ratio, adjusted for non-core items, was 59.2% for the second quarter of 2024, compared to 58.1% for the linked quarter and 53.3% for the second quarter of 2023. The efficiency ratio and the adjusted efficiency ratio for non-core items increased compared to the linked quarterly mainly as a result of a reduction in non-interest income. The efficiency ratio for the first six months of 2024 was 58.6%, compared to 60.4% for the first six months of 2023. The efficiency ratio improved compared to the prior year first six months due to the decrease in acquisition-related expenses. The efficiency ratio, adjusted for non-core items, was 58.7% for the first six months of 2024, compared to 55.2% for the first six months of 2023. Peoples continues to focus on controlling expenses, while recognizing necessary costs in order to continue growing the business.
Peoples recorded income tax expense of $6.9 million with an effective tax rate of 19.1% for the second quarter of 2024, compared to income tax expense of $8.3 million with an effective tax rate of 21.8% for the linked quarter, and income tax expense of $6.2 million with an effective tax rate of 22.6% for the second quarter of 2023. The decrease in income tax expense for the second quarter of 2024 compared to the linked quarter was driven by a $1.1 million one-time benefit related to a prior year amended return. Peoples recorded income tax expense of $15.1 million with an effective tax rate of 20.5% for the first six months of 2024 and $13.2 million with an effective tax rate of 21.7% for the first six months of 2023. The increase was driven by higher pre-tax income.
At June 30, 2024, total assets were $9.23 billion, compared to $9.27 billion at March 31, 2024, $9.16 billion at December 31, 2023 and $8.79 billion at June 30, 2023. Total assets at June 30, 2024 decreased when compared to at March 31, 2024 primarily due to a decrease in interest-bearing deposits in other banks, partially offset by increases in loans and investment securities. The period-end total loan and lease balances at June 30, 2024 increased $122.5 million, or 8% annualized, compared to at March 31, 2024. The increase in the period-end total loan and lease balances was primarily driven by increases of (i) $54.4 million in premium finance loans, (ii) $43.4 million in commercial and industrial loans, (iii) $25.9 million in construction loans, and (iv) $24.8 million in indirect consumer loans, partially offset by a reduction of $47.8 million in other commercial real estate loans. Total assets at June 30, 2024 increased compared to December 31, 2023 due to increases of $166.2 million in total loans and leases and $88.5 million in investment securities, partially offset by a decrease of $190.9 million in total cash and cash equivalents. Total assets at June 30, 2024 increased compared to June 30, 2023 due to an increase of $350.8 million in total loans and leases. The period-end loan and lease balance at June 30, 2024 increase compared to June 30, 2023 was primarily driven by organic growth in our premium finance, other commercial real estate, commercial and industrial, and lease portfolios of $130.1 million, $124.5 million, $97.8 million, and $52.9 million, respectively.
Total liabilities were $8.15 billion at June 30, 2024, down from $8.21 billion at March 31, 2024, $8.10 billion at December 31, 2023 and $7.79 billion at June 30, 2023. The decrease in total liabilities when compared to at March 31, 2024 was primarily due to a decrease of $28.8 million in period-end total deposits. The decrease was primarily driven by decreases of (i) $70.8 million in brokered CDs, (ii) $58.8 million in governmental deposit accounts, and (iii) $24.2 million in interest-bearing demand deposit accounts, partially offset by an increase of $132.5 million in retail CDs. The increase in retail CDs was due to current specials being offered, while the decrease in governmental deposit accounts was due to the seasonality of those balances, which are typically higher in the first quarter. Excluding a decrease in brokered CDs of $70.8 million, core deposits were up $42.0 million compared to the linked quarter, driven by the aforementioned increase in retail CDs and higher money market deposit accounts. The increase in total liabilities when compared to at December 31, 2023 was primarily due to increases of $369.5 million in retail CDs and $93.7 million in money market deposit accounts, partially offset by decreases of (i) $162.8 million in brokered deposits, (ii) $95.0 million in non-interest bearing deposits, and (iii) $60.8 million in interest-bearing demand deposit accounts. The increase in total liabilities when compared to at June 30, 2023 was primarily due to a $337.9 million increase in period in deposits. The increase was primarily driven by increases of $862.1 million in retail CDs, $150.5 million in money market deposit accounts, and $60.7 million in governmental deposit accounts, offset by decreases of $236.1 million, $209.9 million, $147.3 million, and $142.1 million in savings accounts, non-interest bearing deposits, brokered CDs, and interest-bearing demand deposit accounts, respectively. The increase in retail CDs was driven by current promotions being offered.
Total stockholders' equity at June 30, 2024 increased by $15.8 million compared to at March 31, 2024, which was primarily due to net income for the second quarter of 2024 of $29.0 million, partially offset by dividends paid of $14.2 million. Accumulated unrealized losses related to the available-for-sale investment securities portfolio were $110.2 million and $111.8 million at June 30, 2024 and at March 31, 2024, respectively. Total stockholders' equity at June 30, 2024 increased by $24.3 million compared to at December 31, 2023 was primarily due to net income of $58.6 million for the first six months of 2024, partially offset by dividends paid of $27.9 million. Total stockholders' equity at June 30, 2024 increased by $78.9 million compared to at June 30, 2023. The increase in total stockholders' equity at June 30, 2024 when compared to at June 30, 2023 was impacted by net income of $124.3 million in the last twelve months and a decrease in accumulated other comprehensive loss of $8.7 million, partially offset by dividends paid of $55.9 million.




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RESULTS OF OPERATIONS
Net Interest Income
Net interest income, the amount by which interest income exceeds interest expense, remains Peoples' largest source of revenue. The amount of net interest income earned by Peoples each quarter is affected by various factors, including changes in market interest rates due to the Federal Reserve’s monetary policy, the level and degree of pricing competition for loans and deposits in Peoples’ markets, and the amount and composition of Peoples' earning assets and interest-bearing liabilities. 
Net interest margin, which is calculated by dividing fully tax-equivalent ("FTE") net interest income by average interest-earning assets, serves as an important measurement of the net revenue stream generated by the volume, mix and pricing of interest-earning assets and interest-bearing liabilities. FTE net interest income is calculated by increasing interest income to convert tax-exempt income earned on obligations of states and political subdivisions and tax-exempt loans to the pre-tax equivalent of taxable income using a federal statutory corporate income tax rate of 21% for the three months ended June 30, 2024, for the three months ended March 31, 2024 and for the three and six months ended June 30, 2023.
The following table details the calculation of FTE net interest income:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Net interest income $ 86,613  $ 86,640  $ 84,853  $ 173,253  $ 157,731 
Taxable equivalent adjustment 352  352  386  705  738 
FTE net interest income $ 86,965  $ 86,992  $ 85,239  $ 173,958  $ 158,469 

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The following tables detail Peoples’ average balance sheets for the periods presented:
  For the Three Months Ended
  June 30, 2024 March 31, 2024 June 30, 2023
(Dollars in thousands)
 Average Balance Income/ Expense Yield/Cost Average Balance Income/ Expense Yield/Cost Average Balance Income/ Expense Yield/Cost
Short-term investments $ 178,094  $ 2,502  5.65  % $ 142,381  $ 1,922  5.43  % $ 58,245  $ 673  4.64  %
Investment securities (a)(b):      
Taxable 1,684,939  14,886  3.54  % 1,657,967  13,964  3.37  % 1,673,441  12,816  3.06  %
Nontaxable 185,433  1,258  2.71  % 174,632  1,270  2.91  % 200,503  1,424  2.84  %
Total investment securities 1,870,372  16,144  3.45  % 1,832,599  15,234  3.33  % 1,873,944  14,240  3.04  %
Loans (b)(c):      
Construction 328,943  6,595  7.93  % 339,448  6,404  7.46  % 358,732  6,491  7.16  %
Commercial real estate, other 2,074,718  36,420  6.94  % 2,076,219  37,242  7.10  % 1,735,466  28,240  6.44  %
Commercial and industrial 1,230,290  23,897  7.68  % 1,203,196  23,515  7.73  % 1,069,529  19,561  7.24  %
Premium finance 260,513  5,746  8.73  % 210,405  4,564  8.58  % 154,557  2,659  6.81  %
Leases 419,764  11,982  11.29  % 409,870  12,067  11.65  % 359,016  10,276  11.32  %
Residential real estate (d) 925,629  11,460  4.95  % 930,989  11,322  4.86  % 921,012  10,818  4.70  %
Home equity lines of credit 225,362  4,612  8.23  % 216,743  4,297  7.97  % 191,915  3,656  7.64  %
Consumer, indirect 656,405  9,669  5.92  % 656,244  9,281  5.69  % 651,669  7,943  4.89  %
Consumer, direct 119,048  2,095  7.08  % 124,091  2,098  6.80  % 123,899  2,247  7.27  %
Total loans 6,240,672  112,476  7.16  % 6,167,205  110,790  7.13  % 5,565,795  91,891  6.55  %
Allowance for credit losses (64,745) (61,236) (53,427)
Net loans 6,175,927  112,476  7.23  % 6,105,969  110,790  7.20  % 5,512,368  91,891  6.62  %
Total earning assets 8,224,393  131,122  6.34  % 8,080,949  127,946  6.29  % 7,444,557  106,804  5.70  %
Goodwill and other intangible assets 407,864    410,719  387,055 
Other assets 548,197    529,983  511,271 
    Total assets
 $ 9,180,454    $ 9,021,651  $ 8,342,883 
Interest-bearing deposits:      
Savings accounts $ 892,465  $ 222  0.10  % $ 905,713  $ 226  0.10  % $ 1,095,713  $ 583  0.21  %
Governmental deposit accounts
 795,913  5,594  2.83  % 763,899  5,085  2.68  % 693,725  2,330  1.35  %
Interest-bearing demand accounts
 1,095,553  495  0.18  % 1,109,033  452  0.16  % 1,178,614  532  0.18  %
Money market accounts 850,375  5,419  2.56  % 784,759  4,888  2.51  % 679,123  2,006  1.18  %
Retail CDs 1,743,238  18,423  4.25  % 1,582,426  15,900  4.04  % 825,155  4,209  2.05  %
Brokered CDs (e) 482,310  5,506  4.59  % 568,996  6,753  4.77  % 480,640  4,744  3.96  %
Total interest-bearing deposits
 5,859,854  35,659  2.45  % 5,714,826  33,304  2.34  % 4,952,970  14,404  1.17  %
Borrowed funds:      
Short-term FHLB advances (e) 199,978  2,755  5.54  % 135,072  1,826  5.44  % 387,543  4,938  5.11  %
Repurchase agreements and other 207,295  2,223  4.29  % 253,758  2,358  3.72  % 106,018  376  1.42  %
Total short-term borrowings 407,273  4,978  4.90  % 388,830  4,184  4.31  % 493,561  5,314  4.32  %
Long-term FHLB advances 132,579  1,316  3.99  % 125,931  1,241  3.96  % 33,819  205  2.43  %
Long-term notes payable 48,175  842  6.99  % 50,407  862  6.84  % 44,493  548  4.93  %
Other long-term borrowings (f) 54,207  1,362  9.93  % 53,936  1,363  10.00  % 53,779  1,094  8.05  %
Total long-term borrowings 234,961  3,520  5.98  % 230,274  3,466  6.01  % 132,091  1,847  5.56  %
  Total borrowed funds 642,234  8,498  5.30  % 619,104  7,650  4.94  % 625,652  7,161  4.58  %
      Total interest-bearing liabilities
 6,502,088  44,157  2.73  % 6,333,930  40,954  2.60  % 5,578,622  21,565  1.55  %
Non-interest-bearing deposits 1,476,870      1,501,738  1,637,671 
Other liabilities 140,042      133,202  175,152 
Total liabilities 8,119,000      7,968,870  7,391,445 
Total stockholders’ equity 1,061,454      1,052,781  951,438 
Total liabilities and stockholders’ equity $ 9,180,454      $ 9,021,651  $ 8,342,883 
Interest rate spread (b)   $ 86,965  3.61  % $ 86,992  3.69  % $ 85,239  4.15  %
Net interest margin (b) 4.18  % 4.26  % 4.54  %


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  For the Six Months Ended
  June 30, 2024 June 30, 2023
(Dollars in thousands)
 Average Balance Income/ Expense Yield/Cost Average Balance Income/ Expense Yield/Cost
Short-term investments $ 160,238  $ 4,424  5.55  % $ 47,008  $ 1,062  4.56  %
Investment securities (a)(b):      
Taxable 1,671,453  28,850  3.45  % 1,635,773  23,863  2.92  %
Nontaxable 180,032  2,528  2.81  % 195,562  2,684  2.74  %
Total investment securities 1,851,485  31,378  3.39  % 1,831,335  26,547  2.90  %
Loans (b)(c):      
Construction 334,196  12,998  7.69  % 300,270  10,454  6.92  %
Commercial real estate, other 2,075,468  73,662  7.02  % 1,538,771  48,034  6.21  %
Commercial and industrial 1,216,743  47,412  7.71  % 975,633  34,165  6.96  %
Premium finance 235,459  10,310  8.66  % 151,244  4,809  6.32  %
Leases 414,817  24,049  11.47  % 350,845  19,919  11.29  %
Residential real estate (d) 928,309  22,782  4.91  % 881,514  20,535  4.66  %
Home equity lines of credit 221,053  8,909  8.10  % 184,337  6,622  7.24  %
Consumer, indirect 656,324  18,950  5.81  % 646,045  15,173  4.74  %
Consumer, direct 121,569  4,194  6.94  % 116,377  3,985  6.91  %
Total loans 6,203,938  223,266  7.14  % 5,145,036  163,696  6.35  %
Allowance for credit losses
 (62,990) (53,052)
Net loans 6,140,948  223,266  7.22  % 5,091,984  163,696  6.41  %
Total earning assets 8,152,671  259,068  6.32  % 6,970,327  191,305  5.49  %
Goodwill and other intangible assets 409,292    356,470 
Other assets 539,089    465,782 
    Total assets
 $ 9,101,052    $ 7,792,579 
Interest-bearing deposits:      
Savings accounts $ 899,089  $ 448  0.10  % $ 1,071,174  $ 719  0.14  %
Governmental deposit accounts
 779,906  10,679  2.75  % 666,683  3,396  1.03  %
Interest-bearing demand accounts
 1,102,293  947  0.17  % 1,142,648  712  0.13  %
Money market accounts 817,567  10,307  2.54  % 632,561  2,831  0.90  %
Retail CDs 1,662,832  34,323  4.15  % 702,809  5,959  1.71  %
Brokered CDs (e) 525,653  12,259  4.69  % 353,760  6,447  3.68  %
Total interest-bearing deposits
 5,787,340  68,963  2.40  % 4,569,635  20,064  0.89  %
Borrowed funds:      
Short-term FHLB advances (e) 167,525  4,582  5.50  % 382,677  9,252  4.88  %
Repurchase agreements and other 230,527  4,580  3.97  % 99,966  520  1.04  %
Total short-term borrowings 398,052  9,162  4.62  % 482,643  9,772  4.08  %
Long-term FHLB advances 129,255  2,557  3.98  % 33,916  409  2.43  %
Long-term notes payable 49,291  1,704  6.91  % 47,557  1,201  5.05  %
Other long-term borrowings (f) 54,071  2,724  9.97  % 33,902  1,390  8.15  %
Total long-term borrowings 232,617  6,985  5.99  % 115,375  3,000  5.19  %
  Total borrowed funds 630,669  16,147  5.12  % 598,018  12,771  4.30  %
      Total interest-bearing liabilities
 6,418,009  85,110  2.66  % 5,167,653  32,836  1.28  %
Non-interest-bearing deposits 1,489,304      1,598,985 
Other liabilities 136,622      149,075 
Total liabilities 8,043,935      6,915,713 
Total stockholders’ equity 1,057,117      876,866 
Total liabilities and stockholders’ equity $ 9,101,052      $ 7,792,579 
Interest rate spread (b)   $ 173,958  3.66  % $ 158,469  4.21  %
Net interest margin (b) 4.22  % 4.54  %
(a)Average balances are based on carrying value.
(b)Interest income and yields are presented on a fully tax-equivalent basis, using a 21% statutory federal corporate income tax rate.
(c)Average balances include nonaccrual and impaired loans. Interest income includes interest earned and received on nonaccrual loans prior to the loans being placed on nonaccrual status. Loan fees included in interest income were immaterial for all periods presented.
(d)Loans held for sale are included in the average loan balance listed. Related interest income on loans originated for sale prior to the loan being sold is included in loan interest income.

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(e)Interest related to interest rate swap transactions is included, as appropriate to the transaction, in interest expense on short-term FHLB advances and interest expense on brokered CDs for the periods presented in which FHLB advances and brokered CDs were being utilized.
(f)Included in other long-term borrowings are trust preferred securities held for investments and floating rate junior subordinated deferrable interest debentures.
Peoples' average balances compared to prior periods have been impacted by recent acquisitions, including the Limestone Merger as of the close of business on April 30, 2023, which added to average loan, deposit and borrowed funds balances. Peoples' cash balances have increased primarily due to an increase in interest-bearing deposits in other banks, mostly with the FRB. The increases in market interest rates have increased asset yields and deposit outflows (which have increased borrowings).
The following table provides an analysis of the changes in FTE net interest income:
Three Months Ended June 30, 2024 Compared to
Six Months Ended June 30, 2024 Compared to
(Dollars in thousands) March 31, 2024 June 30, 2023 June 30, 2023
Increase (decrease) in: Rate Volume
Total (a)
 Rate Volume
Total (a)
 Rate Volume
Total (a)
INTEREST INCOME:
Short-term investments $ 82  $ 498  $ 580  $ 159  $ 1,669  $ 1,828  $ 242  $ 3,119  $ 3,361 
Investment Securities (b):
Taxable 692  230  922  1,981  89  2,070  4,455  532  4,987 
Nontaxable (333) 321  (12) (62) (104) (166) 157  (313) (156)
Total investment income 359  551  910  1,919  (15) 1,904  4,612  219  4,831 
Loans (b):
      
Construction 1,178  (987) 191  2,470  (2,366) 104  1,261  1,283  2,544 
Commercial real estate, other (795) (27) (822) 2,350  5,830  8,180  6,987  18,641  25,628 
Commercial and industrial (816) 1,198  382  1,267  3,069  4,336  3,994  9,254  13,248 
Premium finance 78  1,104  1,182  900  2,187  3,087  2,195  3,306  5,501 
Leases (1,333) 1,248  (85) (191) 1,897  1,706  326  3,805  4,131 
Residential real estate 500  (362) 138  587  55  642  1,128  1,119  2,247 
Home equity lines of credit 141  174  315  293  663  956  854  1,433  2,287 
Consumer, indirect 386  2  388  1,669  57  1,726  3,528  249  3,777 
Consumer, direct 342  (345) (3) (62) (90) (152) 20  189  209 
Total loan income (319) 2,005  1,686  9,283  11,302  20,585  20,293  39,279  59,572 
Total interest income $ 122  $ 3,054  $ 3,176  $ 11,361  $ 12,956  $ 24,317  $ 25,147  $ 42,617  $ 67,764 
INTEREST EXPENSE:      
Deposits:      
Savings accounts $ (1) $ (3) $ (4) $ (268) $ (93) $ (361) $ (167) $ (104) $ (271)
Interest-bearing demand accounts 78  (35) 43  13  (50) (37) 308  (73) 235 
Money market accounts 115  416  531  2,805  608  3,413  6,435  1,041  7,476 
Governmental deposit accounts 292  218  510  2,878  386  3,264  6,615  668  7,283 
Retail CDs 852  1,671  2,523  6,993  7,221  14,214  14,495  13,869  28,364 
Brokered CDs (249) (998) (1,247) 747  16  763  2,105  3,706  5,811 
Total deposit cost 1,087  1,269  2,356  13,168  8,088  21,256  29,791  19,107  48,898 
Borrowed funds:      
Short-term borrowings 696  97  793  3,496  (3,833) (337) 3,716  (4,326) (610)
Long-term borrowings 72  (19) 53  704  968  1,672  1,217  2,769  3,986 
Total borrowed funds cost 768  78  846  4,200  (2,865) 1,335  4,933  (1,557) 3,376 
Total interest expense 1,855  1,347  3,202  17,368  5,223  22,591  34,724  17,550  52,274 
FTE net interest income $ (1,733) $ 1,707  $ (26) $ (6,007) $ 7,733  $ 1,726  $ (9,577) $ 25,067  $ 15,490 
(a)The change in interest due to both rate and volume has been allocated to rate and volume changes in proportion to the relationship of the dollar amounts of the change in each.
(b)Interest income and yields are presented on a fully tax-equivalent basis, using a 21% statutory federal corporate income tax rate.
Compared to the linked quarter, net interest income was relatively flat for the second quarter of 2024. Net interest margin was 4.18% for the second quarter of 2024, compared to 4.26% for the linked quarter. The decrease in net interest margin was primarily driven by a decrease in accretion income, net of amortization, from our acquisitions and higher borrowing costs, which offset higher earning asset yields.

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Net interest income for the second quarter of 2024 grew 2% over the prior year quarter and net interest margin decreased by 36 basis points. The increase in net interest income compared to the second quarter of 2023 was driven by increases in market interest rates, the Limestone Merger, and organic growth. The decrease in net interest margin for the second quarter of 2024 compared to the second quarter of 2023, was driven primarily by an increase in interest expense on deposits.
For the first six months of 2024, net interest income increased $15.5 million, or 10%, compared to the first six months of 2023, while net interest margin decreased 32 basis points to 4.22%. The increase in net interest income was driven by increases in market interest rates and an additional four months of income from the Limestone Merger. The decrease in net interest margin for the first six months of 2024 compared to the first six months of 2023 was primarily driven by higher borrowing costs, which offset higher earning asset yields.
Accretion income, net of amortization expense, from acquisitions was $5.8 million for the second quarter of 2024, $6.5 million for the linked quarter and $4.5 million for the second quarter of 2023, which added 28 basis points, 32 basis points and 23 basis points, respectively, to net interest margin. The decrease in accretion income for the second quarter of 2024, when compared to the linked quarter was driven by lower loan pay-offs. The increase in accretion income for the second quarter of 2024 compared to the second quarter of 2023 was a result of accretion from the Limestone Merger. For the first half of 2023, accretion income totaled $12.3 million and added 30 basis points to net interest margin compared to $6.5 million and 18 basis points for the first half of 2023. The increase in accretion income for the first six months of 2024 compared to the same period in 2023 was due to more accretion in 2024 from the Limestone Merger.
Additional information regarding changes in the Unaudited Consolidated Balance Sheets can be found under appropriate captions of the “FINANCIAL CONDITION” section of this MD&A. Additional information regarding Peoples' interest rate risk and the potential impact of interest rate changes on Peoples' results of operations and financial condition can be found later in this MD&A under the caption "FINANCIAL CONDITION - Interest Rate Sensitivity and Liquidity."
Provision for Credit Losses
The following table details Peoples’ provision for credit losses:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Provision for other credit losses $ 5,397  $ 5,834  $ 7,751  $ 11,231  $ 9,424 
Provision for checking account overdraft credit losses 286  268  232  554  412 
Provision for credit losses $ 5,683  $ 6,102  $ 7,983  $ 11,785  $ 9,836 
The provision for credit losses recorded represents the amount needed to maintain the appropriate level of the allowance for credit losses based on management’s quarterly estimates. The provision for credit losses for the second quarter of 2024 was a result of (i) higher net-charge offs, (ii) an increase in reserves for individually analyzed loans and leases, and (iii) loan growth. The provision for credit losses for the second quarter of 2023 was due to a provision for the non-purchased credit deteriorated loans acquired in the Limestone Merger, partially offset by the release of reserves on individually analyzed loans and improvements in macro-economic conditions.
For the first half of 2024, the provision for credit losses was mainly the result of (i) higher net charge-offs, (ii) an increase of reserves on individually analyzed loans and leases and (iii) loan growth. For the first six months of 2023, the provision for credit losses was driven by (i) the addition of the provision for the non-purchased credit deteriorated loans acquired in the Limestone Merger, (ii) loan growth and (iii) economic forecast deterioration, partially offset by a reduction in the reserves for individually analyzed loans and leases and the use of updated loss drivers.
Additional information regarding changes in the allowance for credit losses and loan credit quality can be found later in this MD&A under the caption “FINANCIAL CONDITION - Allowance for Credit Losses.”


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Net Loss Included in Total Non-Interest Income
Net loss includes net losses on investment securities, asset disposals and other transactions, which are recognized in total non-interest income. The following table details Peoples’ net losses for the periods presented:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Net loss on investment securities $ (353) $ (1) $ (166) $ (354) $ (2,101)
Net loss on asset disposals and other transactions:
Net loss on other assets (397) (309) (44) (706) (273)
Net loss on OREO —  —  (1,613) —  (1,623)
Net loss on other transactions (31) (32) (8) (63) (15)
Net loss on asset disposals and other transactions $ (428) $ (341) $ (1,665) $ (769) $ (1,911)
The net loss on investment securities for the second quarter of 2024 was driven by the loss recorded on a contingent call of a security. During the first quarter of 2023, Peoples executed sales of $96.7 million of its lower yielding available-for-sale securities which were used to pay down overnight borrowings. The loss on the sales of the available-for-sale investment securities had a nominal impact on tangible book value as such loss was previously reflected in capital through accumulated other comprehensive loss.
The net loss for the second quarter of 2024 was driven primarily by $0.4 million of net losses on repossessed assets. The net loss on asset disposals and other transactions for the first quarter of 2024 was due to $0.3 million of net losses on repossessed assets. During the second quarter of 2023, Peoples recognized a $1.6 million write-down of an OREO property due to the potential sale of the property.
Total Non-Interest Income, Excluding Net Gains and Losses
Total non-interest income, excluding net gains and losses, comprised 22% of Peoples' total revenues (defined as net interest income plus total non-interest income excluding net gains and losses) for the second quarter of 2024, 23% for the linked quarter, and 21% for the second quarter of 2023. For the first six months of 2024, total non-interest income, excluding net gains and losses, totaled 23% of total revenues compared to 22% for the first six months of 2023.
For the second quarter of 2024, electronic banking income comprised the largest portion of Peoples' total non-interest income, excluding net gains and losses. Peoples' electronic banking ("e-banking") services include ATM and debit cards, direct deposit services, internet and mobile banking, and remote deposit capture, and serve as alternative delivery channels to traditional sales offices for providing services to customers. The following table details Peoples' e-banking income:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
E-banking income $ 6,470  $ 6,046  $ 6,466  $ 12,516  $ 11,909 
Peoples' e-banking income is derived largely from ATM and debit cards, as other services are mainly provided at no charge to customers. The amount of e-banking income is largely dependent on the timing and volume of customer activity. E-banking income increased for the second quarter of 2024 compared to the linked quarter primarily driven by an increase in customer activity.
The following table details Peoples' insurance income:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Property and casualty insurance commissions
 $ 3,432  $ 3,585  $ 3,360  $ 7,017  $ 6,612 
Performance-based commissions
 5  2,213  35  2,218  1,562 
Life and health insurance commissions
 672  700  609  1,372  1,255 
Insurance income $ 4,109  $ 6,498  $ 4,004  $ 10,607  $ 9,429 
Peoples' insurance income for the second quarter of 2024 decreased $2.4 million when compared to the linked quarter. The decrease in insurance income was due to seasonal performance-based commissions, which are annual in nature and typically occur in the first quarter of each year. Insurance income for the second quarter of 2024 increased $0.1 million when compared to the second quarter of 2023, primarily due to new business and market increases for premiums. Insurance income in the first half of 2024 increased 12% when compared to the first half of 2023 due to higher commissions and additional customers.

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Peoples' fiduciary income and brokerage income continued to be based primarily upon the value of assets under administration and management, with additional income generated from transaction commissions, cross-selling of products and additional retirement plan services business. The following table details Peoples’ trust and investment income:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Fiduciary income $ 2,212  $ 2,001  $ 2,046  $ 4,213  $ 3,851 
Brokerage income 1,989  1,842  1,667  3,831  3,294 
Employee benefit fees 798  756  701  1,554  1,353 
Trust and investment income $ 4,999  $ 4,599  $ 4,414  $ 9,598  $ 8,498 
Fiduciary income and brokerage income increased in the second quarter of 2024 relative to the linked quarter due to market performance. When compared to the second quarter of 2023, fiduciary income and brokerage income increased, which was driven by an increase in assets under administration and management. For the first half of 2024, trust and investment income increased when compared to the same period in 2023 due to higher fiduciary and brokerage income, primarily reflecting market volatility.
The following table details Peoples' assets under administration and management:
June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
(Dollars in thousands)
Trust $ 2,071,832  $ 2,061,402  $ 2,021,249  $ 1,900,488  $ 1,931,789 
Brokerage
 $ 1,567,775  $ 1,530,954  $ 1,473,814  1,364,372  1,379,309 
Total
 $ 3,639,607  $ 3,592,356  $ 3,495,063  $ 3,264,860  $ 3,311,098 
Quarterly average $ 3,587,952  $ 3,521,188  $ 3,341,868  $ 3,319,655  $ 3,205,186 
The increases in assets under administration and management at June 30, 2024 compared to at March 31, 2024 were driven by market value fluctuations. The increases in assets under administration and management at June 30, 2024 when compared to at June 30, 2023 were primarily due to recent growth, through acquisitions, as Peoples added new accounts and the underlying market values of assets under management grew.
Deposit account service charges are based on the recovery of costs associated with services provided. The following table details Peoples' deposit account service charges:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Overdraft and non-sufficient funds fees $ 2,288  $ 2,255  $ 2,276  $ 4,543  $ 4,118 
Account maintenance fees 1,716  1,718  1,623  3,434  3,084 
Other fees and charges 335  250  254  585  474 
Deposit account service charges $ 4,339  $ 4,223  $ 4,153  $ 8,562  $ 7,676 
The amount of deposit account service charges, particularly fees for overdrafts and non-sufficient funds, is largely dependent on the timing and volume of customer activity. Management periodically evaluates its cost recovery fees to ensure they are reasonable based on operational costs and similar to fees charged in Peoples' markets by competitors. Deposit account service charges increased for the second quarter of 2024 compared to the linked quarter due to seasonality of customer activity. Deposit account service charges increased when comparing the second quarter of 2024 to the second quarter of 2023 due to the Limestone Merger. Deposit account service charges also increased for the first six months of 2024 compared to the same period of 2023 due to the Limestone Merger.
The following table details the other items included within Peoples' total non-interest income:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Other non-interest income 2,172  1,698  1,059  3,870  1,727 
Bank owned life insurance income 1,037  1,500  842  2,537  1,549 
Lease income 1,116  1,236  1,719  2,352  2,796 
Mortgage banking income 243  321  189  564  503 

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The increase in other non-interest income when comparing the three months ended June 30, 2024 to the linked quarter and the prior year quarter was primarily due to an increase in operating lease income. The increase in other non-interest income for the first six months of 2024 when compared to the same period of 2023 was driven by increased operating lease income.
Bank owned life insurance income for the second quarter of 2024 decreased compared to the linked quarter primarily due to a $0.5 million death benefit recorded in the first quarter of 2024. Bank owned life insurance income for the second quarter and the first six months of 2024 increased when compared to the second quarter and first six months of 2023, due to the additional insurance policies acquired in the Limestone Merger and the aforementioned death benefit.
Lease income is primarily comprised of (i) gains on the early termination of leases, net of any associated purchase accounting adjustments, (ii) month-to-month lease payments in excess of net investment in the lease, net of any associated purchase accounting adjustment, (iii) fees received for referrals, (iv) gains and losses recognized on the sales of residual assets and (v) syndication income. Lease income for the second quarter of 2024 decreased compared to the second quarter of 2023 due to a decrease in gains on terminated leases and lower syndication income.
Mortgage banking income is comprised mostly of net gains from the origination and sale of real estate loans in the secondary market, and, to a lesser extent, servicing income for loans sold with servicing retained. As a result, the amount of income recognized by Peoples is largely dependent on customer demand and long-term interest rates for residential real estate loans offered in the secondary market. Mortgage banking income for the second quarter of 2024 was relatively flat when compared to each of the prior periods.
In the second quarter of 2024, Peoples sold $2.6 million in loans into the secondary market with servicing retained and $11.8 million in loans with servicing released, compared to $0.2 million and $6.9 million, respectively, in the first quarter of 2024, and $1.1 million and $6.1 million, respectively, in the second quarter of 2023. For the first six months of 2024, Peoples sold $2.7 million in loans into the secondary market with servicing retained, and $18.8 million with servicing released, compared to $1.9 million and $13.5 million, respectively, for the first six months of 2023.
Non-Interest Expense
Salaries and employee benefit costs remain Peoples' largest non-interest expense, accounting for over one-half of total non-interest expense. The following table details Peoples' salaries and employee benefit costs:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Base salaries and wages $ 24,437  $ 24,797  $ 27,407  $ 49,234  $ 47,739 
Sales-based and incentive compensation 5,404  5,254  5,502  10,658  9,447 
Employee benefits 4,862  3,938  3,622  8,800  7,737 
Payroll taxes and other employment costs 1,825  2,836  1,535  4,661  3,905 
Stock-based compensation 1,385  3,090  1,043  4,475  3,232 
Deferred personnel costs (1,349) (1,022) (1,084) (2,371) (2,007)
Salaries and employee benefit costs $ 36,564  $ 38,893  $ 38,025  $ 75,457  $ 70,053 
Full-time equivalent employees:    
Actual at end of period 1,489  1,498  1,500  1,489  1,500 
Average during the period 1,492  1,492  1,393  1,491  1,305 
Base salaries and wages for the second quarter of 2024 remained relatively flat compared to the linked quarter. The current quarter decrease compared to the second quarter of 2023 was primarily due to the decrease of acquisition-related expenses. Base salaries and wages for the first six months of 2024 increased compared to the first six months of 2023 due to the additional expense associated with employees added with the Limestone Merger coupled with annual merit increases.
Sales-based incentive compensation for the first six months of 2024 compared to the first six months of 2023 increased primarily due to additional employees added with the Limestone Merger.
The increase in employee benefits for the second quarter of 2024 compared to the linked quarter and the second quarter of 2023 was primarily due to increased medical costs. The increase for the first six months of 2024 compared to the first six months of 2023 was primarily due to higher medical costs reflecting a full six months of expenses in 2024 for the additional employees added with the Limestone Merger.
Payroll taxes and other employment costs for the second quarter of 2024 decreased compared to the linked quarter due to seasonal expenses recognized in the first quarter of each year. Also impacting the increase in payroll taxes and other employment costs when compared to the second quarter of 2023 were the additional employees added in the Limestone Merger. The increase for the first six months of 2024 compared to the first six months of 2023 was driven by the additional employees added in the Limestone Merger coupled with annual merit increases.

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Stock-based compensation is generally recognized over the vesting period, which generally ranges from immediate vesting to vesting at the end of three years. An adjustment is made at the vesting date to reverse expense relating to forfeitures for performance awards, and at the date of forfeiture to reverse expense for non-vested restricted common share awards. Stock grants to retirement eligible grantees are expensed either immediately or over a shorter period than three years. The majority of Peoples' stock-based compensation is attributable to annual equity-based incentive awards to employees, which are awarded in the first quarter of each year based upon Peoples achieving certain performance goals during the prior year, and are generally contingent on employment through the vesting period. Stock-based compensation for the second quarter of 2024 decreased when compared to the first quarter of 2024 due to seasonal expenses recognized in the first quarter of each year.
Deferred personnel costs represent the portion of current period salaries and employee benefit costs considered to be direct loan origination costs. These costs are capitalized and recognized over the life of the loan as a yield adjustment in interest income. As a result, the amount of deferred personnel costs for each period corresponds directly with the volume of loan originations, coupled with the average deferred costs per loan that are updated annually at the beginning of each year. Deferred personnel costs for the second quarter of 2024 increased when compared to both the first quarter of 2024 and the second quarter of 2023 due to an increase in loan origination volume.
Peoples' net occupancy and equipment expense was comprised of the following:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Depreciation $ 2,170  $ 2,170  $ 1,876  $ 4,340  $ 3,666 
Repairs and maintenance costs 1,607  1,821  1,334  3,428  2,595 
Property taxes, utilities and other costs 1,152  1,293  1,182  2,445  2,339 
Net rent expense 1,213  999  988  2,212  1,735 
Net occupancy and equipment expense $ 6,142  $ 6,283  $ 5,380  $ 12,425  $ 10,335 
The second quarter of 2024 net occupancy and equipment expense was relatively flat when compared to the linked quarter. The second quarter and the first six months of 2024 net occupancy and equipment expense increased when compared to the same periods of 2023 due to additional net occupancy and equipment expense from the Limestone Merger.
The following table details the other items included in total non-interest expense:
  Three Months Ended Six Months Ended
  June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Data processing and software expense $ 6,743  $ 5,769  $ 4,728  $ 12,512  $ 9,290 
Professional fees 2,935  2,967  7,438  5,902  10,319 
Amortization of other intangible assets 2,787  2,788  2,800  5,575  4,671 
E-banking expense 1,941  1,781  1,832  3,722  3,323 
FDIC insurance premiums 1,251  1,186  1,464  2,437  2,265 
Other loan expenses 1,036  1,076  538  2,112  1,277 
Franchise tax expense 760  881  872  1,641  1,906 
Communication expense 736  799  724  1,535  1,337 
Marketing expense 681  1,056  1,357  1,737  2,287 
Other non-interest expense 7,182  4,986  5,465  12,168  10,039 
Data processing and software expenses for the second quarter of 2024 increased compared to the linked quarter due to higher expenses attributable to recent technology projects. The increase for the second quarter and the first six months of 2024 when compared to the same periods in 2023 was driven by software upgrades and implementation of new systems, coupled with the increased size of Peoples' organization as a result of the Limestone Merger.
Professional fees for the second quarter of 2024 were flat when compared to the linked quarter. Professional fees for the second quarter and first six months of 2024 compared to the same periods in 2023 decreased due to less acquisition-related expenses.

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Amortization of other intangible assets for the second quarter of 2024 was flat compared to the linked quarter and the prior year quarter. Amortization of other intangible assets for the first six months of 2024 increased when compared to the same period of 2023 due to amortization of intangible assets recognized in the Limestone Merger.
Peoples' e-banking expense is comprised of costs associated with debit and ATM cards. The increase in electronic banking income compared to the linked quarter and the first quarter of 2023 was due to an increase in customer activity. E-banking expense increased for the first six months of 2024 when compared to the first six months of 2023 due to additional customers brought in from the Limestone Merger.
Peoples' FDIC insurance premiums for the second quarter of 2024 were relatively flat when compared to the linked quarter and the first quarter of 2023. FDIC insurance premiums for the first six months of 2024 increased when compared to the first six months of 2023 due to organic and acquisitive growth and an increase in rates assessed by the FDIC.
Other loan expenses during the second quarter of 2024 were relatively flat when compared to the linked quarter. Other loan expenses increased for the second quarter and the first six months of 2024 when compared to the same periods of 2023 primarily due to increases in miscellaneous loan and collection expenses as a result of increased insurance costs associated with consumer indirect loans.
Marketing expense for the second quarter of 2024 decreased when compared to the linked quarter due to lower advertising expense. Marketing expense for the second quarter and the first six months of 2024 decreased when compared to the same periods of 2023 due to lower acquisition-related expenses.
Peoples is subject to state franchise taxes, which are based largely on Peoples' equity, in the states where Peoples has a physical presence. Franchise tax expense also includes the Ohio Financial Institution Tax ("FIT"), which is a business privilege tax that is imposed on financial institutions organized for profit and doing business in Ohio. The Ohio FIT is based on the total equity capital in proportion to the taxpayer's gross receipts in Ohio as of the most recent year-end. The decrease in franchise tax expense for the second quarter of 2024 when compared to the second quarter of 2023 was driven by a lower apportionment in Ohio.
Other non-interest expense for the second quarter of 2024 increased when compared to the linked quarter and the second quarter of 2023 due to a one-time prior period true-up of corporate expenses.
Income Tax Expense
Peoples recorded income tax expense of $6.9 million with an effective tax rate of 19.1% for the second quarter of 2024, compared to income tax expense of $8.3 million with an effective tax rate of 21.8% for the linked quarter and income tax expense of $6.2 million with an effective tax rate of 22.6% for the second quarter of 2023. The decrease in income tax expense when compared to the prior quarter was driven by a $1.1 million one-time benefit related to a prior year amended return. The increase in income tax expense when compared to the second quarter of 2023 was primarily due to higher pre-tax income. Peoples recorded income tax expense of $15.1 million with an effective tax rate of 20.5% in the first six months of 2024 and $13.2 million with an effective tax rate of 21.7% in the first six months of 2023. The increase was driven by higher pre-tax income.
Additional information regarding income taxes can be found in "Note 13. Income Taxes" of the Notes to the Consolidated Financial Statements included in Peoples' 2023 Form 10-K.
Pre-Provision Net Revenue (Non-US GAAP)
Pre-provision net revenue ("PPNR") has become a key financial measure used by state and federal bank regulatory agencies when assessing the capital adequacy of financial institutions. PPNR is defined as net interest income plus total non-interest income, excluding all gains and losses, minus total non-interest expense. As a result, PPNR represents the earnings capacity that can be either retained in order to build capital or used to absorb unexpected losses and preserve existing capital. This measure represents a Non-US GAAP financial measure since it excludes the provision for (recovery of) credit losses and all gains and losses included in earnings.

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The following table provides a reconciliation of this Non-US GAAP financial measure to the amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements for the periods presented:    
Three Months Ended Six Months Ended
June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Pre-provision net revenue:
Income before income taxes $ 35,876  $ 37,852  $ 27,262  $ 73,728  $ 60,868 
Add: provision for credit losses 5,683  6,102  7,983  11,785  9,836 
Add: loss on OREO —  —  1,612  —  1,622 
Add: loss on investment securities 353  1  166  354  2,101 
Add: loss on other assets 397  309  45  706  274 
Add: loss on other transactions 31  32  8  63  15 
Pre-provision net revenue $ 42,340  $ 44,296  $ 37,076  $ 86,636  $ 74,716 
Total average assets $9,180,454 $9,021,651 $8,342,883 $9,101,052 $7,792,579
Pre-provision net revenue to total average assets (annualized) 1.85  % 1.97  % 1.78  % 1.91  % 1.93  %
Weighted-average common shares outstanding - diluted 35,117,648 35,051,810 32,649,976 35,071,550 30,314,504
Pre-provision net revenue per common share - diluted $ 1.20  $ 1.26  $ 1.13  $ 2.45  $ 2.45 
The decrease in the PPNR for the second quarter of 2024 compared to the linked quarter was driven by decreased non-interest income and lower accretion income. The increase in PPNR for the second quarter of 2024 when compared to the second quarter of 2023 was due to increased net interest income reflecting the positive impact of the additional net interest income from Limestone customers after the Limestone Merger.
Core Non-Interest Expense (Non-US GAAP)
Core non-interest expense is a financial measure used to evaluate Peoples' recurring expense stream. This measure is Non-US GAAP since it excludes the impact of all acquisition-related expenses.
The following table provides a reconciliation of this Non-US GAAP measure to the amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements for the periods presented:
Three Months Ended Six Months Ended
June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Core non-interest expense:
Total non-interest expense $ 68,758  $ 68,465  $ 70,623  $ 137,223  $ 127,102 
Less: acquisition-related expenses —  (84) 10,709  (84) 11,260 
Add: COVID-19 Employee Retention Credit —  —  548  —  548 
Core non-interest expense $ 68,758  $ 68,549  $ 60,462  $ 137,307  $ 116,390 
Efficiency Ratio (Non-US GAAP)
The efficiency ratio is a key financial measure used to monitor performance. The efficiency ratio is calculated as total non-interest expense (less amortization of other intangible assets) as a percentage of FTE net interest income plus total non-interest income excluding net gains and losses. This measure is Non-US GAAP since it excludes amortization of other intangible assets and all gains and losses included in earnings, and uses FTE net interest income.

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The following table provides a reconciliation of this Non-US GAAP financial measure to the amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements for the periods presented:
Three Months Ended Six Months Ended
June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Efficiency ratio:
Total non-interest expense $ 68,758  $ 68,465  $ 70,623  $ 137,223  $ 127,102 
Less: amortization of other intangible assets 2,787  2,788  2,800  5,575  4,671 
Adjusted total non-interest expense 65,971  65,677  67,823  131,648  122,431 
Total non-interest income 23,704  25,779  21,015  49,483  40,075 
Less: net loss on investment securities (353) (1) (166) (354) (2,101)
Less: net loss on asset disposals and other transactions (428) (341) (1,665) (769) (1,911)
Total non-interest income excluding net losses 24,485  26,121  22,846  50,606  44,087 
Net interest income 86,613  86,640  84,853  173,253  157,731 
Add: FTE adjustment (a) 352  352  386  705  738 
Net interest income on an FTE basis 86,965  86,992  85,239  173,958  158,469 
Adjusted revenue $ 111,450  $ 113,113  $ 108,085  $ 224,564  $ 202,556 
Efficiency ratio 59.19  % 58.06  % 62.75  % 58.62  % 60.44  %
Efficiency ratio adjusted for non-core items:
Core non-interest expense $ 68,758  $ 68,549  $ 60,462  $ 137,307  $ 116,390 
Less: amortization of other intangible assets 2,787  2,788  2,800  5,575  4,671 
Adjusted core non-interest expense 65,971  65,761  57,662  131,732  111,719 
Non-interest income excluding net losses 24,485  26,121  22,846  50,606  44,087 
Net interest income on an FTE basis 86,965  86,992  85,239  173,958  158,469 
Adjusted revenue $ 111,450  $ 113,113  $ 108,085  $ 224,564  $ 202,556 
Efficiency ratio adjusted for non-core items 59.19  % 58.14  % 53.35  % 58.66  % 55.15  %
(a) Interest income and yields are presented on a fully tax-equivalent basis, using a 21% statutory federal corporate income tax rate.
The efficiency ratio for the second quarter of 2024 when compared to the linked quarter was higher as the result of a reduction in fee-based income and improved compared to prior year quarter due to the decrease in acquisition-related expenses. The efficiency ratio, adjusted for non-core items, increased compared to the linked quarter mainly as a result of a reduction in non-interest income. The efficiency ratio for the first six months of 2024 improved compared to the prior year first six months due to the decrease in acquisition-related expenses. The efficiency ratio, adjusted for non-core items, increased for the first six months of 2024 when compared to the first six months of 2023, primarily due to increased non-interest expense. Peoples continues to focus on controlling expenses, while recognizing necessary costs in order to continue growing the business.
Return on Average Assets Adjusted for Non-Core Items Ratio (Non-US GAAP)
In addition to return on average assets, management uses return on average assets adjusted for non-core items to monitor performance. The return on average assets adjusted for non-core items ratio represents a Non-US GAAP financial measure since it excludes the after-tax impact of all gains and losses and acquisition-related expenses.

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The following table provides a reconciliation of this Non-US GAAP financial measure to the amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements for the periods presented:
Three Months Ended Six Months Ended
June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Annualized net income adjusted for non-core items:
Net income
 $ 29,007  $ 29,584  $ 21,096  $ 58,591  $ 47,656 
Add: net loss on investment securities
 353  1  166  354  2,101 
Less: tax effect of net loss on investment securities (a)
 74  —  35  74  441 
Add: net loss on asset disposals and other transactions
 428  341  1,665  769  1,911 
Less: tax effect of net loss on asset disposals and other transactions (a)
 90  72  349  161  401 
Add: acquisition-related expenses
 —  (84) 10,709  (84) 11,260 
Less: tax effect of acquisition-related expenses (a)
 —  (18) 2,249  (18) 2,365 
Less: COVID-19 Employee Retention Credit —  —  548  —  548 
Add: tax effect of COVID-19 Employee Retention Credit (a) —  —  115  —  115 
Net income adjusted for non-core items (after tax)
 $ 29,624  $ 29,788  $ 30,570  $ 59,413  $ 59,288 
Days in the period 91  91  91  182  181 
Days in the year 366  366  365  366  365 
Annualized net income
 $ 116,666  $ 118,986  $ 84,616  $ 117,826  $ 96,102 
Annualized net income adjusted for non-core items (after tax)
 $ 119,147  $ 119,807  $ 122,616  $ 119,479  $ 119,559 
Return on average assets:
Annualized net income
 $ 116,666  $ 118,986  $ 84,616  $ 117,826  $ 96,102 
Total average assets 9,180,454  9,021,651  8,342,883  9,101,052  7,792,579 
Return on average assets
 1.27  % 1.32  % 1.01  % 1.29  % 1.23  %
Return on average assets adjusted for non-core items:
Annualized net income adjusted for non-core items (after tax)
 $ 119,147  $ 119,807  $ 122,616  $ 119,479  $ 119,559 
Total average assets
 9,180,454  9,021,651  8,342,883  9,101,052  7,792,579 
Return on average assets adjusted for non-core items (after tax)
 1.30  % 1.33  % 1.47  % 1.31  % 1.53  %
(a) Based on a 21% statutory federal corporate income tax rate.
The return on average assets and the return on average assets adjusted for non-core items for the second quarter of 2024 decreased when compared to the linked quarter, due to a decrease in annualized net income resulting from lower non-interest income and by an increase in average assets. The decrease in the return on average assets adjusted for non-core items for the second quarter of 2024, compared to the second quarter of 2023, was attributable to an increase in annualized net income primarily due to an increase in net interest income, partially offset by the assets acquired in the Limestone Merger and an increase in expenses. The decrease in return on average assets adjusted for non-core items for the first six months of 2024 when compared to the first six months of 2023, was primarily driven by an increase in annualized net income, partially offset with assets acquired in the Limestone Merger.
Return on Average Tangible Equity Ratio (Non-US GAAP)
The return on average tangible equity ratio is a key financial measure used to monitor performance. This ratio is calculated as annualized net income (less the after-tax impact of amortization of other intangible assets) divided by average tangible equity.

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This measure is Non-US GAAP since it excludes amortization of other intangible assets from earnings and the impact of goodwill and other intangible assets acquired through acquisitions on total stockholders' equity.
Three Months Ended Six Months Ended
June 30,
2024		 March 31,
2024		 June 30,
2023		 June 30,
(Dollars in thousands) 2024 2023
Annualized net income excluding amortization of other intangible assets:
Net income
 $ 29,007  $ 29,584  $ 21,096  $ 58,591  $ 47,656 
Add: amortization of other intangible assets
 2,787  2,788  2,800  5,575  4,671 
Less: tax effect of amortization of other intangible assets (a)
 585  585  588  1,171  981 
Net income excluding amortization of other intangible assets
 $ 31,209  $ 31,787  $ 23,308  $ 62,995  $ 51,346 
Days in the period
 91  91  91  182  181 
Days in the year
 366  366  365  366  365 
Annualized net income
 $ 116,666  $ 118,986  $ 84,616  $ 117,826  $ 96,102 
Annualized net income excluding amortization of other intangible assets
 $ 125,522  $ 127,847  $ 93,488  $ 126,682  $ 103,543 
Average tangible equity:
Total average stockholders' equity
 $ 1,061,454  $ 1,052,781  $ 951,438  $ 1,057,117  $ 876,866 
Less: average goodwill and other intangible assets
 407,864  410,719  387,055  409,292  356,470 
Average tangible equity
 $ 653,590  $ 642,062  $ 564,383  $ 647,825  $ 520,396 
Return on total average stockholders' equity ratio:
Annualized net income
$ 116,666  $ 118,986  $ 84,616  $ 117,826  $ 96,102 
Total average stockholders' equity
 $ 1,061,454  $ 1,052,781  $ 951,438  $ 1,057,117  $ 876,866 
Return on total average stockholders' equity
 10.99  % 11.30  % 8.89  % 11.15  % 10.96  %
Return on average tangible equity ratio:
Annualized net income excluding amortization of other intangible assets
 $ 125,522  $ 127,847  $ 93,488  $ 126,682  $ 103,543 
Average tangible equity
 $ 653,590  $ 642,062  $ 564,383  $ 647,825  $ 520,396 
Return on average tangible equity
 19.21  % 19.91  % 16.56  % 19.55  % 19.90  %
(a) Based on a 21% statutory federal corporate income tax rate.
The return on total average stockholders' equity and average tangible equity ratios decreased when compared to the linked quarter due to a decrease in annualized net income mainly attributable to a decrease in non-interest income. The increases in the return on total average stockholders' equity and average tangible equity ratios in the second quarter of 2024 when compared to the same period of 2023 were due to an increase in total net interest income driven by the 2023 increases in market interest rates and additional net interest income from Limestone following the Limestone Merger.

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FINANCIAL CONDITION
Cash and Cash Equivalents
At June 30, 2024, Peoples' interest-bearing deposits in other banks had decreased $199.2 million from December 31, 2023. The total cash and cash equivalents balance included $109.7 million of excess cash reserves being maintained at the FRB of Cleveland at June 30, 2024, compared to $309.8 million at December 31, 2023. The amount of excess cash reserves maintained is dependent upon Peoples' daily liquidity position, which is driven primarily by changes in deposit and loan balances.
Through the first six months of 2024, Peoples' total cash and cash equivalents decreased $190.9 million, which reflected cash outflows of $273.4 million of cash used in investing activities, partially offset by cash inflows of $69.1 million of cash provided by operating activities and $13.4 million of cash provided by financing activities. Peoples' use of cash in investing activities reflected a $164.5 million net increase in loans held for investment and a net cash outflow from available-for-sale investment securities of $83.4 million. The cash provided by financing activities was largely driven by a $240.4 million net increase in interest-bearing deposits, mostly offset by a net decrease in short-term borrowings of $118.4 million and a net decrease in non-interest bearing deposits of $95.0 million.
Further information regarding the management of Peoples' liquidity position can be found later in this discussion under “Interest Rate Sensitivity and Liquidity.”
Investment Securities
The following table provides information regarding Peoples’ investment portfolio:
(Dollars in thousands) Weighted Average Yield June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Available-for-sale securities, at fair value:        
Obligations of:          
U.S. Treasury and government agencies
 4.19  % $ 28,343  $ 28,773  $ 30,296  $ 42,466  $ 75,255 
U.S. government sponsored agencies 4.37  % 230,916  200,460  118,607  103,932  98,324 
States and political subdivisions 2.54  % 202,804  208,750  213,296  220,460  248,271 
Residential mortgage-backed securities 2.33  % 601,002  621,691  628,924  593,104  635,487 
Commercial mortgage-backed securities 1.87  % 50,035  50,791  51,234  50,840  52,830 
Bank-issued trust preferred securities 4.51  % 6,039  6,001  5,965  7,779  23,272 
Total fair value $ 1,119,139  $ 1,116,466  $ 1,048,322  $ 1,018,581  $ 1,133,439 
Total amortized cost $ 1,266,060  $ 1,262,319  $ 1,184,288  $ 1,211,794  $ 1,292,331 
Net unrealized loss $ (146,921) $ (145,853) $ (135,966) $ (193,213) $ (158,892)
Held-to-maturity securities, at amortized cost:
Obligations of:
U.S. government sponsored agencies 4.99  % $ 212,023  $ 188,423  $ 188,475  $ 174,699  $ 176,027 
States and political subdivisions (a) 2.23  % 144,134  144,315  144,258  144,490  144,668 
Residential mortgage-backed securities 3.88  % 246,283  246,579  248,559  248,627  243,807 
Commercial mortgage-backed securities 2.46  % 99,782  100,427  102,365  107,593  109,423 
Total amortized cost $ 702,222  $ 679,744  $ 683,657  $ 675,409  $ 673,925 
Other investment securities $ 62,742  $ 62,939  $ 63,421  $ 66,332  $ 63,579 
Total investment securities:
Amortized cost $ 2,031,024  $ 2,005,002  $ 1,931,366  $ 1,953,535  $ 2,029,835 
Carrying value $ 1,884,103  $ 1,859,149  $ 1,795,400  $ 1,760,322  $ 1,870,943 
(a)Amortized cost is presented net of the allowance for credit losses of $238 at June 30, 2024 and at March 31, 2024, and $241 at June 30, 2023.
For the second quarter of 2024, total investment securities increased compared to all prior periods due to higher yielding, longer duration securities booked to held-to-maturity. During the fourth quarter of 2023, Peoples executed the sales of $36.5 million of lower yielding available-for-sale investment securities for an after-tax loss of $1.3 million. Proceeds from the sales were used to purchase higher yielding agency investment securities. The realized losses recognized due to the fourth quarter of 2023 sales are expected to be earned back within 14 months of the transaction dates.

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Additional information regarding Peoples' investment portfolio can be found in "Note 3 Investment Securities" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
Loans and Leases
The following table provides information regarding outstanding loan balances:
(Dollars in thousands) June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Originated loans and leases:
          
Construction
 $ 291,240  $ 262,209  $ 279,335  $ 289,657  $ 297,051 
Commercial real estate, other
 1,240,069  1,263,577  1,209,204  1,161,064  1,035,473 
     Commercial real estate
 1,531,309  1,525,786  1,488,539  1,450,721  1,332,524 
Commercial and industrial
 1,032,753  972,191  938,659  860,407  873,386 
Premium finance 293,349  238,962  203,177  189,251  162,357 
Leases 390,160  373,626  357,217  328,365  287,948 
Residential real estate
 441,293  420,518  418,570  405,917  396,667 
Home equity lines of credit
 172,766  164,019  148,155  140,787  132,222 
Consumer, indirect
 675,054  650,228  666,472  668,371  654,371 
Consumer, direct
 100,836  99,022  112,292  114,160  101,786 
    Consumer
 775,890  749,250  778,764  782,531  756,157 
Deposit account overdrafts
 1,067  1,306  986  857  830 
Total originated loans and leases
 $ 4,638,587  $ 4,445,658  $ 4,334,067  $ 4,158,836  $ 3,942,091 
Acquired loans and leases (a):
Construction
 $ 49,361  $ 52,478  $ 84,684  $ 84,359  $ 121,690 
Commercial real estate, other
 955,910  980,203  987,753  1,028,920  1,036,041 
     Commercial real estate
 1,005,271  1,032,681  1,072,437  1,113,279  1,157,731 
Commercial and industrial
 225,310  242,424  246,327  268,402  286,924 
Leases 40,491  49,068  56,843  74,270  89,843 
Residential real estate
 348,051  361,370  372,525  386,048  394,775 
Home equity lines of credit
 54,842  57,060  60,520  63,153  66,999 
Consumer, direct
 12,819  14,566  16,477  20,402  36,233 
Total acquired loans and leases
 $ 1,686,784  $ 1,757,169  $ 1,825,129  $ 1,925,554  $ 2,032,505 
Total loans and leases
 $ 6,325,371  $ 6,202,827  $ 6,159,196  $ 6,084,390  $ 5,974,596 
Percent of loans and leases to total loans and leases:
  
Construction
 5.4  % 5.1  % 5.9  % 6.1  % 7.0  %
Commercial real estate, other
 34.7  % 36.2  % 35.7  % 36.0  % 34.8  %
     Commercial real estate
 40.1  % 41.3  % 41.6  % 42.1  % 41.8  %
Commercial and industrial
 19.9  % 19.6  % 19.2  % 18.6  % 19.4  %
Premium finance 4.6  % 3.8  % 3.3  % 3.1  % 2.7  %
Leases 6.8  % 6.8  % 6.7  % 6.6  % 6.3  %
Residential real estate
 12.5  % 12.6  % 12.9  % 13.0  % 13.2  %
Home equity lines of credit
 3.6  % 3.6  % 3.4  % 3.4  % 3.3  %
Consumer, indirect
 10.7  % 10.5  % 10.8  % 11.0  % 11.0  %
Consumer, direct
 1.8  % 1.8  % 2.1  % 2.2  % 2.3  %
    Consumer
 12.5  % 12.3  % 12.9  % 13.2  % 13.3  %
Total percentage
 100.0  % 100.0  % 100.0  % 100.0  % 100.0  %
Residential real estate loans being serviced for others
 $ 341,298  $ 348,937  $ 356,784  $ 366,996  $ 375,882 
(a)    Includes all loans acquired, and related loan discount recorded as part of acquisition accounting, in 2012 or thereafter. Loans that were acquired and subsequently re-underwritten are reported as originated upon execution of such credit actions (for example, renewals and increases in lines of credit).
The period-end total loan and lease balances at June 30, 2024 increased $122.5 million, or 8% annualized, compared to at March 31, 2024. The increase in the period-end loan and lease balance at June 30, 2024 compared to March 31, 2024 was primarily driven by increases of (i) $54.4 million in premium finance loans, (ii) $43.4 million in commercial and industrial loans, (iii) $25.9 million in construction loans, (iv) and $24.8 million in indirect consumer loans. These were partially offset by a decrease of $47.8 million in other commercial real estate loans. The increase in the period-end loan and lease balances at June 30, 2024 compared to at June 30, 2023 was primarily driven by loan growth.

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Loan Concentration
Peoples categorizes its commercial loans according to standard industry classifications and monitors for concentrations in a single industry or multiple industries that could be impacted by changes in economic conditions in a similar manner. Peoples' commercial lending activities continue to be spread over a diverse range of businesses from all sectors of the economy, with no single industry comprising over 10% of Peoples' total loan portfolio.
Loans secured by commercial real estate, including commercial construction loans, continued to comprise the largest portion of Peoples' loan portfolio. The following tables provide information regarding the largest concentrations of commercial construction loans and other commercial real estate loans within the loan portfolio at June 30, 2024:
(Dollars in thousands) Outstanding Balance Loan Commitments Total Exposure % of Total
Construction:        
Apartment complexes $ 226,170  $ 249,829  $ 475,999  68.3  %
Residential property 23,670  28,738  52,408  7.5  %
Land development 30,933  11,572  42,505  6.1  %
Land only 23,980  12,612  36,592  5.3  %
Assisted living facilities and nursing homes 3,269  17,812  21,081  3.0  %
Lodging and lodging related —  16,270  16,270  2.3  %
Student housing 12,597  2,403  15,000  2.2  %
Other (a) 19,982  17,143  37,125  5.3  %
Total construction $ 340,601  $ 356,379  $ 696,980  100.0  %
(a) All other total exposures by industry are less than 2% of the Total Exposure.

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(Dollars in thousands) Outstanding Balance Loan Commitments Total Exposure % of Total
Commercial real estate, other:        
Apartment complexes $ 319,373  $ 1,854  $ 321,227  14.2  %
Retail facilities:
Owner occupied $ 50,296  $ 1,644  $ 51,940  2.3  %
Non-owner occupied 237,202  803  238,005  10.5  %
Total retail facilities $ 287,498  $ 2,447  $ 289,945  12.8  %
Light industrial facilities:  
Owner occupied $ 143,432  $ 6,539  $ 149,971  6.6  %
Non-owner occupied 100,506  4,107  104,613  4.6  %
Total light industrial facilities $ 243,938  $ 10,646  $ 254,584  11.2  %
Office buildings and complexes:    
Owner occupied $ 82,169  $ 2,905  $ 85,074  3.8  %
Non-owner occupied 124,533  7,746  132,279  5.8  %
Total office buildings and complexes $ 206,702  $ 10,651  $ 217,353  9.6  %
Lodging and lodging related:
Owner occupied $ 30,028  $ —  $ 30,028  1.3  %
Non-owner occupied 123,999  1  124,000  5.5  %
Total lodging and lodging related $ 154,027  $ 1  $ 154,028  6.8  %
Assisted living facilities and nursing homes $ 139,949  $ 1,381  $ 141,330  6.2  %
Warehouse facilities:
Owner occupied $ 40,823  $ 617  $ 41,440  1.8  %
Non-owner occupied 37,340  121  37,461  1.7  %
Total warehouse facilities $ 78,163  $ 738  $ 78,901  3.5  %
Restaurant/bar facilities:
Owner occupied $ 40,611  $ 247  $ 40,858  1.8  %
Non-owner occupied 35,212  —  35,212  1.6  %
Total restaurant/bar facilities $ 75,823  $ 247  $ 76,070  3.4  %
Mixed-use facilities:
Owner occupied $ 37,535  $ 1,164  $ 38,699  1.7  %
Non-owner occupied 28,071  1,652  29,723  1.3  %
Total mixed-use facilities $ 65,606  $ 2,816  $ 68,422  3.0  %
Education services:
Owner occupied $ 15,390  $ —  $ 15,390  0.7  %
Non-owner occupied 29,512  4,000  33,512  1.5  %
Total education services $ 44,902  $ 4,000  $ 48,902  2.2  %
Other (a) 579,998  33,939  613,937  27.1  %
Total commercial real estate, other $ 2,195,979  $ 68,720  $ 2,264,699  100.0  %
(a) All other total exposures by industry are less than 2% of the Total Exposure.
Peoples' commercial lending activities continue to focus on lending opportunities within Ohio, Kentucky, West Virginia, Virginia, Washington, D.C. and Maryland. For all other states, the aggregate outstanding balances of commercial loans in each state were less than 3% of total loans at June 30, 2024 and December 31, 2023. The repayment of premium finance loans is secured by the underlying insurance policy prepaid premium, and therefore, has no geographical impact from a repayment perspective. The repayment of leases is secured by the underlying equipment collateral and not real estate, which mitigates geographic risk.








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Allowance for Credit Losses
The amount of the allowance for credit losses at the end of each period represents management's estimate of expected losses from existing loans based upon its quarterly analysis of the loan portfolio. While this process involves allocations being made to specific loans and pools of loans, the entire allowance is available for all losses expected within the loan portfolio.
The following details management's allocation of the allowance for credit losses:
(Dollars in thousands) June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Construction $ 673  $ 701  $ 699  $ 1,241  $ 1,496 
Commercial real estate, other 19,852  21,788  20,915  21,257  19,731 
Commercial and industrial 10,943  10,581  10,490  10,205  11,028 
Premium finance 763  607  484  476  431 
Leases 15,218  12,889  10,850  11,692  10,377 
Residential real estate 5,939  5,866  5,937  6,251  6,112 
Home equity lines of credit 1,737  1,689  1,588  1,640  1,676 
Consumer, indirect 8,654  8,301  8,590  7,516  7,610 
Consumer, direct 2,332  2,279  2,343  2,519  2,642 
Deposit account overdrafts 136  121  115  127  108 
Allowance for credit losses $ 66,247  $ 64,822  $ 62,011  $ 62,924  $ 61,211 
As a percent of total loans 1.05  % 1.05  % 1.01  % 1.03  % 1.02  %
The increase in the allowance for credit losses at June 30, 2024 compared to March 31, 2024 was primarily due to an increase of reserves on individually analyzed loans and leases. The increase in the allowance balance at June 30, 2024 when compared to June 30, 2023 was driven by loan growth and a deterioration in macro-economic conditions used within the CECL model, partially offset by a release of reserves on individually analyzed loans and leases.
Additional information regarding Peoples' allowance for credit losses can be found in "Note 1 Summary of Significant Accounting Policies" in Peoples' 2023 Form 10-K and "Note 4 Loans and Leases" of the Notes to the Unaudited Condensed Consolidated Financial Statements in this Form 10-Q.
The following table summarizes Peoples’ net charge-offs and recoveries:
Three Months Ended
(Dollars in thousands) June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Gross charge-offs:    
Construction $ —  $ —  $ —  $ —  $ — 
Commercial real estate, other —  212  296  278  7 
Commercial and industrial 56  235  640  199  11 
Premium finance 55  54  43  33  23 
Leases 2,377  1,270  2,019  905  604 
Residential real estate 64  80  20  50  59 
Home equity lines of credit 9  —  4  32  55 
Consumer, indirect 1,567  1,461  1,234  926  941 
Consumer, direct 141  226  142  92  78 
    Consumer 1,708  1,687  1,376  1,018  1,019 
Deposit account overdrafts 338  336  352  319  263 
Total gross charge-offs $ 4,607  $ 3,874  $ 4,750  $ 2,834  $ 2,041 
Recoveries:  
Commercial real estate, other $ (80) $ 83  $ 825  $ 97  $ 16 
Commercial and industrial 10  7  98  3  451 
Premium finance 4  8  —  12  3 
Leases 173  212  25  168  89 
Residential real estate 68  83  67  27  69 
Home equity lines of credit —  7  1  —  — 
Consumer, indirect 117  71  130  149  129 
Consumer, direct 15  9  12  11  35 
    Consumer 132  80  142  160  164 

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Three Months Ended
(Dollars in thousands) June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Deposit account overdrafts 67  74  103  49  53 
Total recoveries $ 374  $ 554  $ 1,261  $ 516  $ 845 
Net charge-offs (recoveries):  
Construction $ —  $ —  $ —  $ —  $ — 
Commercial real estate, other 80  129  (529) 181  (9)
Commercial and industrial 46  228  542  196  (440)
Premium finance 51  46  43  21  20 
Leases 2,204  1,058  1,994  737  515 
Residential real estate (4) (3) (47) 23  (10)
Home equity lines of credit 9  (7) 3  32  55 
Consumer, indirect 1,450  1,390  1,104  777  812 
Consumer, direct 126  217  130  81  43 
    Consumer 1,576  1,607  1,234  858  855 
Deposit account overdrafts 271  262  249  270  210 
Total net charge-offs $ 4,233  $ 3,320  $ 3,489  $ 2,318  $ 1,196 
Ratio of net charge-offs (recoveries) to average total loans (annualized):
Construction —  % —  % —  % —  % —  %
Commercial real estate, other 0.01  % 0.01  % (0.03) % 0.01  % —  %
Commercial and industrial —  % 0.02  % 0.03  % 0.01  % (0.03) %
Premium finance —  % —  % —  % —  % —  %
Leases 0.14  % 0.07  % 0.13  % 0.05  % 0.04  %
Residential real estate —  % —  % —  % —  % —  %
Home equity lines of credit —  % —  % —  % —  % —  %
Consumer, indirect 0.09  % 0.09  % 0.07  % 0.05  % 0.06  %
Consumer, direct 0.01  % 0.01  % 0.01  % 0.01  % —  %
    Consumer 0.10  % 0.10  % 0.08  % 0.06  % 0.06  %
Deposit account overdrafts 0.02  % 0.02  % 0.02  % 0.02  % 0.02  %
Total 0.27  % 0.22  % 0.23  % 0.15  % 0.09  %
Each with "--%" not meaningful.
Total net charge-offs during the second quarter of 2024 were $4.2 million, or 0.27% of average total loans on an annualized basis, compared to $3.3 million, or 0.22% of average total loans on an annualized basis, during the linked quarter and $1.2 million, or 0.09% of average total loans on an annualized basis, during the second quarter of 2023. The increase for the second quarter of 2024 when compared to the linked quarter was driven by an increase in net charge-offs on leases originated by our North Star Leasing business. The increase in net charge-offs during the second quarter of 2024 versus the prior year second quarter was primarily attributable to an increase in charge-offs on (i) leases originated by our North Star Leasing business, (ii) indirect consumer loans, and (iii) commercial and industrial loans.

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The following table details Peoples’ nonperforming assets: 
(Dollars in thousands) June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Loans 90+ days past due and accruing:          
Commercial real estate, other $ 106  $ 231  $ 78  $ 487  $ 15 
Commercial and industrial 208  10  316  67  — 
Premium finance 2,546  2,208  1,355  1,581  987 
Leases 3,193  4,070  3,826  6,007  3,847 
Residential real estate 1,209  780  877  736  856 
Home equity lines of credit 230  181  171  177  148 
Consumer, indirect 67  134  68  47  40 
Consumer, direct 33  48  25  15  31 
   Consumer 100  182  93  62  71 
Total loans 90+ days past due and accruing $ 7,592  $ 7,662  $ 6,716  $ 9,117  $ 5,924 
Nonaccrual loans:  
Commercial real estate, other 4,833  3,773  2,816  3,661  8,987 
Commercial and industrial 6,030  6,205  2,758  3,116  3,438 
Leases 11,849  10,136  8,436  7,929  4,800 
Residential real estate 7,078  7,450  7,921  8,454  8,393 
Home equity lines of credit 1,454  1,134  1,022  1,026  841 
Consumer, indirect 2,261  2,506  2,412  1,904  1,982 
Consumer, direct 164  157  112  97  355 
   Consumer 2,425  2,663  2,524  2,001  2,337 
Total nonaccrual loans $ 33,669  $ 31,361  $ 25,477  $ 26,187  $ 28,796 
Total nonperforming loans ("NPLs") $ 41,261  $ 39,023  $ 32,193  $ 35,304  $ 34,720 
OREO:  
Commercial $ 7,118  $ 7,118  $ 7,118  $ 7,118  $ 7,118 
Residential 291  120  56  56  48 
Total OREO $ 7,409  $ 7,238  $ 7,174  $ 7,174  $ 7,166 
Total nonperforming assets ("NPAs") $ 48,670  $ 46,261  $ 39,367  $ 42,478  $ 41,886 
Criticized loans (a) $ 239,943  $ 256,565  $ 235,239  $ 213,156  $ 219,885 
Classified loans (b) $ 120,180  $ 147,518  $ 120,027  $ 124,836  $ 110,972 
Asset Quality Ratios (c):
Nonaccrual loans as a percent of total loans 0.53  % 0.51  % 0.41  % 0.43  % 0.48  %
NPLs as a percent of total loans (d) 0.65  % 0.63  % 0.52  % 0.58  % 0.58  %
NPAs as a percent of total assets (d) 0.53  % 0.50  % 0.43  % 0.48  % 0.48  %
NPAs as a percent of total loans and OREO (d) 0.77  % 0.74  % 0.64  % 0.70  % 0.70  %
Allowance for credit losses as a percent of nonaccrual loans 196.76  % 206.70  % 245.79  % 240.29  % 212.57  %
Allowance for credit losses as a percent of NPLs (d) 160.56  % 166.11  % 194.38  % 178.23  % 176.30  %
Criticized loans as a percent of total loans (a) 3.79  % 4.14  % 3.82  % 3.50  % 3.68  %
Classified loans as a percent of total loans (b) 1.90  % 2.38  % 1.95  % 2.05  % 1.86  %
(a)    Includes loans categorized as special mention, substandard or doubtful.
(b)    Includes loans categorized as substandard or doubtful.
(c)    Data presented as of the end of the period indicated.
(d)    NPLs include loans 90+ days past due and accruing and nonaccrual loans. NPAs include nonperforming loans and OREO.

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Compared to at March 31, 2024, Peoples' NPAs increased from 0.50% of total assets to 0.53% at June 30, 2024. Total loans 90+ days past due and accruing decreased at June 30, 2024 compared to at March 31, 2024, mostly due to decreases in nonperforming leases. Total nonaccrual loans increased at June 30, 2024 compared to at March 31, 2024, mostly due to increases in nonaccrual leases and other commercial real estate. During the second quarter of 2024, criticized loans decreased $16.6 million, while classified loans decreased $27.3 million when compared to at March 31, 2024. The decrease in the amounts of criticized loans compared to at March 31, 2024 was primarily driven by by loan upgrades and several large criticized loan pay-offs. The decrease in the amount of classified loans compared to at March 31, 2024 was primarily by loan upgrades and classified loan pay-offs. The increase in NPAs compared to at December 31, 2023, was primarily driven by increases of nonaccrual leases originated by our North Star Leasing business, commercial and industrial loans, and other commercial real estate loans. The increase in NPAs compared to at June 30, 2023, was impacted by the increase of nonaccrual leases originated by our North Star Leasing business and an increase in loans past due and accruing.
Deposits
The following table details Peoples’ deposit balances:
(Dollars in thousands) June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Non-interest-bearing deposits (a) $ 1,472,697  $ 1,468,363  $ 1,567,649  $ 1,569,095  $ 1,682,634 
Interest-bearing deposits:  
Interest-bearing demand accounts (a) 1,083,512  1,107,712  1,144,357  1,181,079  1,225,646 
Savings accounts 880,542  901,493  919,244  987,170  1,116,622 
Retail CDs 1,812,874  1,680,413  1,443,417  1,198,733  950,783 
Money market deposit accounts 869,159  859,961  775,488  730,902  718,633 
Governmental deposit accounts 766,337  825,170  726,713  761,625  705,596 
Brokered CDs 412,653  483,444  575,429  608,914  559,955 
Total interest-bearing deposits 5,825,077  5,858,193  5,584,648  5,468,423  5,277,235 
  Total deposits $ 7,297,774  $ 7,326,556  $ 7,152,297  $ 7,037,518  $ 6,959,869 
Demand deposits as a percent of total deposits 35  % 35  % 38  % 39  % 42  %
(a)The sum of amounts presented is considered total demand deposits.
At June 30, 2024, period-end total deposits decreased $28.8 million compared to at March 31, 2024, primarily driven by decreases of (i) $70.8 million in brokered CDs, (ii) $58.8 million in governmental deposits, and (iii) $24.2 million in interest-bearing demand deposit accounts, partially offset by an increase of $132.5 million in retail CDs. The increase in retail CDs was due to current specials being offered, while the decrease in governmental deposit accounts was due to the seasonality of those balances, which are typically higher in the first quarter.
At June 30, 2024, period-end total deposits increased $337.9 million, or 5%, compared to at June 30, 2023. The increase was primarily driven by increases of $862.1 million in retail CDs, $150.5 million in money market deposit accounts, and $60.7 million in governmental deposit accounts, offset by decreases of $236.1 million, $209.9 million, $147.3 million, and $142.1 million in savings accounts, non-interest bearing deposits, brokered CDs, and interest-bearing demand deposit accounts, respectively. The increase in retail CDs was driven by current promotions being offered.
As part of its funding strategy, Peoples hedges 90-day brokered CDs with interest rate swaps. The interest rate swaps pay a fixed rate of interest while receiving a floating rate component of interest tied to term SOFR, which offsets the rate on the brokered CDs. As of June 30, 2024, Peoples had 9 effective interest rate swaps, with an aggregate notional value of $85.0 million, which were designated as cash flow hedges of overnight brokered CDs and are expected to be extended every 90 days through the maturity dates of the interest rate swaps. Peoples continually evaluates the overall balance sheet position given the interest rate environment.

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Borrowed Funds
The following table details Peoples’ short-term borrowings and long-term borrowings:
(Dollars in thousands) June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Short-term borrowings:
          
FHLB Overnight borrowings
 $ 295,000  $ 260,192  $ 369,000  $ 484,000  $ 444,000 
Retail repurchase agreements
 24,733  90,304  99,121  101,437  125,935 
Bank Term Funding Program ("BTFP") 163,000  163,000  133,000  —  — 
Total short-term borrowings
 $ 482,733  $ 513,496  $ 601,121  $ 585,437  $ 569,935 
Long-term borrowings:
  
FHLB advances
 $ 132,524  $ 132,683  $ 112,865  $ 83,247  $ 33,755 
Vantage non-recourse debt
 47,393  49,529  49,572  41,783  41,963 
Other long-term borrowings
 54,340  54,071  53,804  48,282  47,861 
Total long-term borrowings
 $ 234,257  $ 236,283  $ 216,241  $ 173,312  $ 123,579 
Total borrowed funds
 $ 716,990  $ 749,779  $ 817,362  $ 758,749  $ 693,514 
Total borrowed funds, which include overnight borrowings, are mainly a function of loan growth and changes in total deposit balances. Other long-term borrowings include trust preferred securities held for investments and floating rate junior subordinated deferrable interest debentures. Total borrowed funds at June 30, 2024 decreased compared to at March 31, 2024, primarily due to lower retail repurchase agreements. Total long-term borrowings at June 30, 2024 increased when compared to at June 30, 2023 due to an increase in FHLB long term advances.
Capital/Stockholders’ Equity
At June 30, 2024, capital levels for both Peoples and Peoples Bank remained substantially higher than the minimum amounts needed to be considered "well capitalized" institutions under applicable banking regulations. These higher capital levels reflect Peoples' desire to maintain a strong capital position. In order to avoid limitations on dividends, equity repurchases and compensation, Peoples must exceed the three minimum required ratios by at least the capital conservation buffer of 2.50%, which applies to the common equity tier 1 ("CET1") ratio, the tier 1 capital ratio and the total risk-based capital ratio. At June 30, 2024, Peoples had a capital conservation buffer of 5.66%.
The following table details Peoples' risk-based capital levels and corresponding ratios:
(Dollars in thousands) June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Capital Amounts:          
Common Equity Tier 1 $ 799,710  $ 780,017  $ 766,691  $ 752,728  $ 728,892 
Tier 1 854,050  834,089  820,495  801,010  776,753 
Total (Tier 1 and Tier 2) 916,073  894,662  873,225  855,054  828,910 
Net risk-weighted assets $ 6,802,528  $ 6,674,114  $ 6,524,577  $ 6,505,779  $ 6,417,511 
Capital Ratios:
Common Equity Tier 1 11.76  % 11.69  % 11.75  % 11.57  % 11.36  %
Tier 1 12.55  % 12.50  % 12.58  % 12.31  % 12.10  %
Total (Tier 1 and Tier 2) 13.47  % 13.40  % 13.38  % 13.14  % 12.92  %
Tier 1 leverage ratio 9.65  % 9.43  % 9.57  % 9.34  % 9.64  %
Peoples' risk-based capital ratios at June 30, 2024 increased when compared to March 31, 2024, due to net income during the quarter, partially offset by dividends paid. Compared to at June 30, 2023, the tier 1 risk-based capital and the total risk-based capital ratios improved due to higher net income, partially offset by the impact of the Limestone Merger and dividends paid. The common equity tier 1 risk-based capital ratio at June 30, 2024 also increased compared to at June 30, 2023 due to higher net income.
In addition to traditional capital measurements, management uses tangible capital measures to evaluate the adequacy of Peoples' stockholders' equity. Such ratios represent Non-US GAAP financial measures since their calculation removes the impact of goodwill and other intangible assets acquired through acquisitions on amounts reported in the Unaudited Consolidated Balance Sheets. Management believes this information is useful to investors since it facilitates the comparison of Peoples' operating performance, financial condition and trends to peers, especially those without a similar level of intangible assets to that of Peoples. Further, intangible assets generally are difficult to convert into cash, especially during a financial crisis, and could decrease substantially in value should there be deterioration in the overall franchise value.

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As a result, tangible equity represents a conservative measure of the capacity for Peoples to incur losses but remain solvent.
The following table reconciles the calculation of these Non-US GAAP financial measures to amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements:
(Dollars in thousands) June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Tangible equity:          
Total stockholders' equity
 $ 1,077,833  $ 1,062,002  $ 1,053,534  $ 993,219  $ 998,907 
Less: goodwill and other intangible assets
 406,417  409,285  412,172  408,494  413,172 
Tangible equity
 $ 671,416  $ 652,717  $ 641,362  $ 584,725  $ 585,735 
Tangible assets:
  
Total assets
 $ 9,226,461  $ 9,270,774  $ 9,157,382  $ 8,942,534  $ 8,786,635 
Less: goodwill and other intangible assets
 406,417  409,285  412,172  408,494  413,172 
Tangible assets
 $ 8,820,044  $ 8,861,489  $ 8,745,210  $ 8,534,040  $ 8,373,463 
Tangible book value per common share:  
Tangible equity
 $ 671,416  $ 652,717  $ 641,362  $ 584,725  $ 585,735 
Common shares outstanding
 35,498,977  35,486,234  35,314,745  35,395,990  35,374,916 
Tangible book value per common share
 $ 18.91  $ 18.39  $ 18.16  $ 16.52  $ 16.56 
Tangible equity to tangible assets ratio:
Tangible equity
 $ 671,416  $ 652,717  $ 641,362  $ 584,725  $ 585,735 
Tangible assets
 $ 8,820,044  $ 8,861,489  $ 8,745,210  $ 8,534,040  $ 8,373,463 
Tangible equity to tangible assets
 7.61  % 7.37  % 7.33  % 6.85  % 7.00  %
Tangible book value per common share increased to $18.91 at June 30, 2024 compared to $18.39 at March 31, 2024. The change in tangible book value per common share was due to tangible equity increasing during the second quarter of 2024 primarily due to net income over the last three months. Tangible book value per common share at June 30, 2024 increased compared to at June 30, 2023 primarily due to net income over the last twelve months.
Interest Rate Sensitivity and Liquidity
While Peoples is exposed to various business risks, the risks relating to interest rate sensitivity and liquidity are major risks that can materially impact future results of operations and financial condition due to their complexity and dynamic nature. The objective of Peoples' asset-liability management function is to measure and manage these risks in order to optimize net interest income within the constraints of prudent capital adequacy, liquidity and safety. This objective requires Peoples to focus on interest rate risk exposure and adequate liquidity through its management of the mix of assets and liabilities, their related cash flows and the rates earned and paid on those assets and liabilities. Ultimately, the asset-liability management function is intended to guide management in the acquisition and disposition of earning assets and selection of appropriate funding sources.
Interest Rate Risk
Interest rate risk ("IRR") is one of the most significant risks arising in the normal course of business of financial services companies like Peoples. IRR is the potential for economic loss due to future interest rate changes that can impact the earnings stream, as well as market values, of financial assets and financial liabilities. Peoples' exposure to IRR is due primarily to differences in the maturity or repricing of earning assets and interest-bearing liabilities. In addition, other factors, such as prepayments of loans and investment securities, or early withdrawal of deposits, can affect Peoples' exposure to IRR and impact interest costs or revenue streams.
Peoples has assigned overall management of IRR to its Asset-Liability Committee (the “ALCO”), which has established an IRR management policy that sets minimum requirements and guidelines for monitoring and managing the level of IRR, including the review of assumptions used in modeling IRR.

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The following table shows the estimated changes in net interest income and the economic value of equity based upon a standard, parallel shock analysis with balances held constant (dollars in thousands):
 
Increase (Decrease) in Interest Rate Estimated Increase (Decrease) in
Net Interest Income		 Estimated (Decrease) Increase in Economic Value of Equity
(in Basis Points) June 30, 2024 December 31, 2023 June 30, 2024 December 31, 2023
300 $ 5,530  1.6  % $ 15,063  4.6  % $ (154,437) (9.0) % $ (157,625) (9.4) %
200 3,884  1.1  % 10,282  3.1  % (101,233) (5.9) % (107,620) (6.4) %
100 2,147  0.6  % 5,468  1.7  % (47,291) (2.7) % (53,585) (3.2) %
(100) (6,639) (1.9) % (7,427) (2.3) % 23,298  1.4  % 31,722  1.9  %
(200) (14,963) (4.4) % (15,446) (4.7) % 23,311  1.4  % 46,537  2.8  %
(300) (16,646) (4.9) % (16,822) (5.1) % 7,287  0.4  % 47,198  2.8  %
This table uses a standard, parallel shock analysis for assessing the IRR to net interest income and the economic value of equity. A parallel shock assumes all points on the yield curve (one year, two year, three year, etc.) are directionally changed by the same degree. Management regularly assesses the impact of both increasing and decreasing interest rates. The table above shows the impact of upward and downward parallel shocks of 100, 200 and 300 basis points.
Estimated changes in net interest income and the economic value of equity are partially driven by assumptions regarding the rate at which non-maturity deposits will reprice given a move in short-term interest rates, as well as assumptions regarding prepayment speeds on mortgage-backed securities. These and other modeling assumptions are monitored closely by Peoples on an ongoing basis.
While parallel interest rate shock scenarios are useful in assessing the level of IRR inherent in the balance sheet, interest rates typically move in a nonparallel manner with differences in the timing, direction and magnitude of changes in short-term and long-term interest rates. Thus, any impact that might occur as a result of the Federal Reserve Board increasing short-term interest rates in the future could be offset by an inverse movement in long-term interest rates, and vice versa. For this reason, Peoples considers other interest rate scenarios in addition to analyzing the impact of parallel yield curve shifts. These include various flattening and steepening scenarios in which short-term and long-term interest rates move in different directions with varying magnitude. Peoples believes these scenarios to be more reflective of how interest rates change versus the severe parallel rate shocks described above. Given the shape of market yield curves at June 30, 2024, consideration of the bear steepener and bear flattener scenarios provide insights which were not captured by parallel shifts.
The bear steepener scenario highlights the risk to net interest income and economic value of equity when short-term interest rates remain constant while long-term interest rates rise. In such a scenario, Peoples' deposit and borrowing costs, which are generally correlated with short-term interest rates, remain constant, while asset yields, which are correlated with long-term interest rates, rise. At June 30, 2024, the bear steepener scenario produced an increase in net interest income of 0.8% and an increase in the economic value of equity of 5.6%.
The bear flattener scenario highlights the risk to net interest income and the economic value of equity when short-term rates rise while long-term rates remain constant. In such a scenario, Peoples' variable rate asset yields along with deposit and short-term borrowing costs, which are correlated with short-term rates, increase, while long-term asset yields and long-term borrowing costs, which are more correlated with long-term rates, remain constant. Increased deposit and funding costs would be more than offset by increased variable rate asset yields; resulting in an increased amount of net interest income and a higher net interest margin. At June 30, 2024, the bear flattener scenario produced an increase of 1.0% to net interest income and a decline in the economic value of equity of 1.8%.
Peoples has entered into interest rate swaps as part of its interest rate risk management strategy. These interest rate swaps are designated as cash flow hedges and involve the receipt of variable rate amounts from a counterparty in exchange for Peoples making fixed payments. As of June 30, 2024, Peoples had entered into 9 interest rate swap contracts with an aggregate notional value of $85.0 million. Additional information regarding Peoples’ interest rate swaps can be found in “Note 10 Derivative Financial Instruments” of the Notes to the Unaudited Condensed Consolidated Financial Statements.
At June 30, 2024, Peoples' Unaudited Consolidated Balance Sheet was positioned to benefit from rising interest rates in terms of the potential impact on net interest income. The table above illustrates this point as changes to net interest income increase in the rising interest rate scenarios.
Liquidity
In addition to IRR management, another major objective of the ALCO is to maintain a sufficient level of liquidity. In light of the bank failures in 2023, Peoples revisited the model assumptions, and determined the methods used by the ALCO to monitor and evaluate the adequacy of Peoples Bank's liquidity position remain appropriate and are largely unchanged from those disclosed in Peoples' 2023 Form 10-K.

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At June 30, 2024, Peoples Bank had liquid assets of $408.8 million, which represented 4.0% of total assets and unfunded loan commitments. Peoples also had an additional $156.7 million of unpledged investment securities not included in the measurement of liquid assets.
Management believes the current mix of short-term liquidity sources, loan and security portfolio cash flows, and availability of other funding sources will allow Peoples to meet anticipated cash obligations, as well as special needs and off-balance sheet commitments.
Off-Balance Sheet Activities and Contractual Obligations
In the normal course of business, Peoples is a party to financial instruments with off-balance sheet risk necessary to meet the financing needs of Peoples' customers. These financial instruments include commitments to extend credit and standby letters of credit. The instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the Unaudited Consolidated Balance Sheets. The contract amounts of these instruments express the extent of involvement Peoples has in these financial instruments.
Loan Commitments and Standby Letters of Credit
Loan commitments are made to accommodate the financial needs of Peoples' customers. Standby letters of credit are instruments issued by Peoples Bank guaranteeing the beneficiary payment by Peoples Bank in the event of default by Peoples Bank's customer in the performance of an obligation or service. Historically, most loan commitments and standby letters of credit expire unused. Peoples Bank's exposure to credit loss in the event of nonperformance by the counter-party to the financial instrument for loan commitments and standby letters of credit is represented by the contractual amount of those instruments. Peoples Bank uses the same underwriting standards in making commitments and conditional obligations as it does for on-balance sheet instruments. The amount of collateral obtained is based on management's credit evaluation of the customer. Collateral held varies, but may include accounts receivable, inventory, property, plant, and equipment, and income-producing commercial properties.
Peoples Bank routinely engages in activities that involve, to varying degrees, elements of risk that are not reflected in whole or in part in the Unaudited Condensed Consolidated Financial Statements. These activities are part of Peoples Bank's normal course of business and include traditional off-balance sheet credit-related financial instruments, interest rate contracts and commitments to make additional capital contributions in low-income housing tax credit investments. Traditional off-balance sheet credit-related financial instruments continue to represent the most significant off-balance sheet exposure.
The following table details the total contractual amount of loan commitments and standby letters of credit:
 (Dollars in thousands)
 June 30,
2024		 March 31,
2024		 December 31,
2023		 September 30,
2023		 June 30,
2023
Home equity lines of credit $ 247,757  $ 246,035  $ 244,367  $ 245,764  $ 208,805 
Unadvanced construction loans 371,322  349,850  349,850  351,473  293,662 
Other loan commitments 759,121  714,513  769,759  768,788  597,285 
Loan commitments $ 1,378,200  $ 1,310,398  $ 1,363,976  $ 1,366,025  $ 1,099,752 
Standby letters of credit $ 22,395  $ 13,131  $ 14,318  $ 15,452  $ 14,760 
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The information called for by this Item 3 is provided under the caption “Interest Rate Sensitivity and Liquidity” under “ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS” in this Form 10-Q, and is incorporated herein by reference.

ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Peoples' management, with the participation of Peoples' President and Chief Executive Officer and Peoples’ Executive Vice President, Chief Financial Officer and Treasurer, has evaluated the effectiveness of Peoples’ disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of June 30, 2024.  Based upon that evaluation, Peoples’ President and Chief Executive Officer and Peoples’ Executive Vice President, Chief Financial Officer and Treasurer have concluded that:
(a)information required to be disclosed by Peoples in this Quarterly Report on Form 10-Q and other reports Peoples files or submits under the Exchange Act would be accumulated and communicated to Peoples’ management, including its President and Chief Executive Officer and its Executive Vice President, Chief Financial Officer and Treasurer, as appropriate to allow timely decisions regarding required disclosure;

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(b)information required to be disclosed by Peoples in this Quarterly Report on Form 10-Q and other reports Peoples files or submits under the Exchange Act would be recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and
(c)Peoples’ disclosure controls and procedures were effective as of the end of the fiscal quarter covered by this Quarterly Report on Form 10-Q.
 Changes in Internal Control Over Financial Reporting
There were no changes in Peoples' internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during Peoples' fiscal quarter ended June 30, 2024, that have materially affected, or are reasonably likely to materially affect, Peoples’ internal control over financial reporting.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Peoples or one of its subsidiaries from time to time is engaged in various litigation matters including the defense of claims of improper loan or deposit practices or lending violations. In addition, in the ordinary course of their respective businesses or operations, Peoples or one of its subsidiaries may be named as a plaintiff, a defendant, or a party to a legal proceeding or any of their respective properties may be subject to various pending and threatened legal proceedings and various actual and potential claims. In view of the inherent difficulty of predicting the outcome of such matters, Peoples cannot state what the eventual outcome of any such matters will be; however, based on management's current knowledge and after consultation with legal counsel, Peoples' management believes that damages, if any, and other amounts related to pending legal proceedings will not have a material adverse effect on the consolidated financial position, results of operations or liquidity of Peoples.
ITEM 1A. RISK FACTORS
There have been no material changes from those risk factors previously disclosed under “ITEM 1A. RISK FACTORS” of Part I of Peoples’ 2023 Form 10-K. These risk factors are not the only risks Peoples faces. Additional risks and uncertainties not currently known to management or that management currently deems to be immaterial also may materially adversely affect Peoples’ business, financial condition and/or operating results.
ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
(a)Not applicable.
(b)Not applicable.
(c)The following table details repurchases by Peoples and purchases by “affiliated purchasers” as defined in Rule 10b-18(a)(3) under the Exchange Act of Peoples’ common shares during the three months ended June 30, 2024:
Period
Total Number of Common Shares Purchased		  
Average Price Paid per Common Share		  
 
Total Number of Common Shares Purchased as Part of Publicly Announced Plans or Programs (1)

Maximum
Number (or Approximate Dollar Value) of Common Shares that May Yet Be Purchased Under the Plans or Programs (1)
April 1 – 30, 2024 3,860  (2)(3) $ 28.34  (2)(3) —  $ 16,616,711 
May 1 – 31, 2024 1,220  (2) $ 29.89  (2) —  $ 16,616,711 
June 1 – 30, 2024 —  $ —  —  $ 16,616,711 
Total 5,080    $ 28.71    —  $ 16,616,711 
(1)On January 29, 2021, Peoples announced that on January 28, 2021, Peoples' Board of Directors authorized a share repurchase program authorizing Peoples to purchase up to an aggregate of $30 million of Peoples' outstanding common shares. There were no common shares repurchased under the share repurchase program during the second quarter of 2024.
(2)Information reported includes 1,685 common shares and 1,220 common shares purchased in open market transactions during April 2024 and May 2024, respectively, by Peoples Bank under the Rabbi Trust Agreement. The Rabbi Trust Agreement establishes a rabbi trust that holds assets to provide funds for the payment of the benefits under the Peoples Bancorp Inc. Third Amended and Restated Deferred Compensation Plan for Directors of Peoples Bancorp Inc. and Subsidiaries.
(3)Information reported includes 2,175 common shares withheld to satisfy income taxes associated with restricted common shares which were granted under the Peoples Bancorp Inc. Third Amended and Restated 2006 Equity Plan (now known as the Peoples Bancorp Inc. Fourth Amended and Restated 2006 Equity Plan) and vested during April 2024.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.

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ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
(a)None.
(b)Not applicable.
(c) The following details the activity in respect of the adoption, modification or termination of 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) by any director or any officer (as defined in Rule 16a-1(f) under the Exchange Act) of Peoples during the three months ended June 30, 2024:

Trading Arrangement
Action Date Rule 10b5-1* Total Common Shares to be Sold Expiration Date
Carol A. Schneeberger Director Adopt May 22, 2024 X 12,000 September 8, 2024
*Intended to satisfy the affirmative defense of Rule 10b5-1(c)

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ITEM 6. EXHIBITS
Exhibit
Number		  
 
Description
  
 
Exhibit Location
Agreement and Plan of Merger, dated as of March 26, 2021, by and between Peoples Bancorp Inc. and Premier Financial Bancorp, Inc.+
 Included as Annex A to the preliminary joint proxy statement/prospectus which forms a part of the Registration Statement of Peoples Bancorp Inc. ("Peoples") on Form S-4/A accepted on May 28, 2021 with a filing date of June 1, 2021 (Registration No. 333-256040)
Agreement and Plan of Merger, dated as of October 24, 2022, by and between Peoples Bancorp Inc. and Limestone Bancorp, Inc.+
 Included as Annex A to the preliminary joint proxy statement/prospectus which forms a part of the Registration Statement of Peoples on Form S-4/A filed on January 6, 2023 (Registration No. 333-268728)
3.1(a)  
Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on May 3, 1993) P
   Incorporated herein by reference to Exhibit 3(a) to Peoples' Registration Statement on Form 8-B filed on July 20, 1993 (File No. 0-16772)
         
  Certificate of Amendment to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on April 22, 1994)   Incorporated herein by reference to Exhibit 3.1(b) to Peoples' Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017 (File No. 0-16772) ("Peoples' September 30, 2017 Form 10-Q")
         
  Certificate of Amendment to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on April 9, 1996)   Incorporated herein by reference to Exhibit 3.1(c) to Peoples' September 30, 2017 Form 10-Q
         
  Certificate of Amendment to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on April 23, 2003)   Incorporated herein by reference to Exhibit 3(a) to Peoples’ Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2003 (File No. 0-16772) (“Peoples’ March 31, 2003 Form 10-Q”)
         
  Certificate of Amendment by Shareholders to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on January 22, 2009)   Incorporated herein by reference to Exhibit 3.1 to Peoples’ Current Report on Form 8-K dated and filed on January 23, 2009 (File No. 0-16772)
         
  Certificate of Amendment by Directors to Articles filed with the Ohio Secretary of State on January 28, 2009, evidencing adoption of amendments by the Board of Directors of Peoples Bancorp Inc. to Article FOURTH of the Amended Articles of Incorporation to establish express terms of Fixed Rate Cumulative Perpetual Preferred Shares, Series A, each without par value, of Peoples Bancorp Inc.   Incorporated herein by reference to Exhibit 3.1 to Peoples’ Current Report on Form 8-K dated and filed on February 2, 2009 (File No. 0-16772)
         
  Certificate of Amendment by the Shareholders to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on July 28, 2021)   Incorporated herein by reference to Exhibit 3.1(g) to Peoples' Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2021 (File No. 0-16772) ("Peoples' June 30, 2021 Form 10-Q")
Amended Articles of Incorporation of Peoples Bancorp Inc. (representing the Amended Articles of Incorporation in compiled form incorporating all amendments through the date of this Quarterly Report on Form 10-Q) [For purposes of SEC reporting compliance only--not filed with Ohio Secretary of State]

 
 Incorporated herein by reference to Exhibit 3.1(h) to Peoples' June 30, 2021 Form 10-Q
3.2(a)  
Code of Regulations of Peoples Bancorp Inc. P
   Incorporated herein by reference to Exhibit 3(b) to Peoples’ Registration Statement on Form 8-B filed on July 20, 1993 (File No. 0-16772)
         
  Certified Resolutions Regarding Adoption of Amendments to Sections 1.03, 1.04, 1.05, 1.06, 1.08, 1.10, 2.03(C), 2.07, 2.08, 2.10 and 6.02 of the Code of Regulations of Peoples Bancorp Inc. by shareholders on April 10, 2003   Incorporated herein by reference to Exhibit 3(c) to Peoples’ March 31, 2003 Form 10-Q
 +Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of SEC Regulation S-K. A copy of any omitted schedules or exhibits will be furnished supplementally by Peoples Bancorp Inc. to the SEC, or the staff of the SEC, on a confidential basis upon request.
PPeoples Bancorp Inc. filed this exhibit with the SEC in paper form originally and this exhibit has not been filed with the SEC in electronic format.


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Exhibit
Number
 
Description
 
Exhibit Location
  Certificate regarding adoption of amendments to Sections 3.01, 3.03, 3.04, 3.05, 3.06, 3.07, 3.08 and 3.11 of the Code of Regulations of Peoples Bancorp Inc. by shareholders on April 8, 2004   Incorporated herein by reference to Exhibit 3(a) to Peoples’ Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2004 (File No. 0-16772)
  Certificate regarding adoption of amendments to Sections 2.06, 2.07, 3.01 and 3.04 of Peoples Bancorp Inc.’s Code of Regulations by the shareholders on April 13, 2006   Incorporated herein by reference to Exhibit 3.1 to Peoples’ Current Report on Form 8-K dated and filed on April 14, 2006 (File No. 0-16772)
  Certificate regarding adoption of an amendment to Section 2.01 of Peoples Bancorp Inc.’s Code of Regulations by the shareholders on April 22, 2010   Incorporated herein by reference to Exhibit 3.2(e) to Peoples’ Quarterly Report on Form 10-Q/A (Amendment No. 1) for the quarterly period ended June 30, 2010 (File No. 0-16772)
Certificate regarding Adoption of Amendment to Division (D) of Section 2.02 of the Code of Regulations of Peoples Bancorp Inc. by the Shareholders at the Annual Meeting of Shareholders on April 26, 2018 Incorporated herein by reference to Exhibit 3.1 to Peoples' Current Report on Form 8-K dated and filed on June 28, 2018 (File No. 0-16772) ("Peoples' June 28, 2018 Form 8-K")
  Code of Regulations of Peoples Bancorp Inc. (This document represents the Code of Regulations of Peoples Bancorp Inc. in compiled form incorporating all amendments.)   Incorporated herein by reference to Exhibit 3.2 to Peoples' June 28, 2018 Form 8-K
  Rule 13a-14(a)/15d-14(a) Certifications [President and Chief Executive Officer]   Filed herewith
         
  Rule 13a-14(a)/15d-14(a) Certifications [Executive Vice President, Chief Financial Officer and Treasurer]   Filed herewith
         
  Section 1350 Certifications   Furnished herewith
101.INS Inline XBRL Instance Document ## Submitted electronically herewith #
101.SCH Inline XBRL Taxonomy Extension Schema Document Submitted electronically herewith #
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document Submitted electronically herewith #
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document Submitted electronically herewith #
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document Submitted electronically herewith #
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document Submitted electronically herewith #
104 Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101) Submitted electronically herewith
++Management Compensation Plan or Agreement
# Attached as Exhibit 101 to the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024 of Peoples Bancorp Inc. are the following documents formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets at June 30, 2024 (Unaudited) and at December 31, 2023; (ii) Consolidated Statements of Operations (Unaudited) for the three months and the six months ended June 30, 2024 and 2023; (iii) Consolidated Statements of Comprehensive Income (Unaudited) for the three months and the six months ended June 30, 2024 and 2023; (iv) Consolidated Statements of Stockholders' Equity (Unaudited) for the three months and the six months ended June 30, 2024 and 2023; (v) Condensed Consolidated Statements of Cash Flows (Unaudited) for the three months and the six months ended June 30, 2024 and 2023; and (vi) Notes to the Unaudited Condensed Consolidated Financial Statements.
## The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.

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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 thereunto duly authorized.
    PEOPLES BANCORP INC.
     
Date: August 1, 2024 By: /s/ TYLER WILCOX
    Tyler Wilcox
    President and Chief Executive Officer
Date: August 1, 2024 By: /s/ KATIE BAILEY
    Katie Bailey
    Executive Vice President,
    Chief Financial Officer and Treasurer


80
EX-31.1 2 exhibit311202410-qq2.htm EX-31.1 Document

EXHIBIT 31.1

CERTIFICATIONS

I, Tyler Wilcox, certify that:
 
1.I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024, of Peoples Bancorp Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 
Date: August 1, 2024         By:/s/ TYLER WILCOX
      Tyler Wilcox
      President and Chief Executive Officer


EX-31.2 3 exhibit312202410-qq2.htm EX-31.2 Document

EXHIBIT 31.2

CERTIFICATIONS

 
I, Katie Bailey, certify that:
 
1.I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024, of Peoples Bancorp Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
 
Date: August 1, 2024   By:/s/  KATIE BAILEY
      Katie Bailey
      Executive Vice President,
      Chief Financial Officer and Treasurer


EX-32 4 exhibit32202410-qq2.htm EX-32 Document

EXHIBIT 32

CERTIFICATION PURSUANT TO SECTION 1350
OF CHAPTER 63 OF TITLE 18 OF THE UNITED STATES CODE*


In connection with the Quarterly Report of Peoples Bancorp Inc. (“Peoples Bancorp”) on Form 10-Q for the quarterly period ended June 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Tyler Wilcox, President and Chief Executive Officer of Peoples Bancorp, and I, Katie Bailey, Executive Vice President, Chief Financial Officer and Treasurer of Peoples Bancorp, certify, pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
 
(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)The information contained in the Report fairly presents, in all material respects, the consolidated financial condition and results of operations of Peoples Bancorp and its subsidiaries.

 
Date: August 1, 2024         By:/s/  TYLER WILCOX
      Tyler Wilcox
      President and Chief Executive Officer

Date: August 1, 2024         By:/s/ KATIE BAILEY
      Katie Bailey
      Executive Vice President,
      Chief Financial Officer and Treasurer

 

* This certification is being furnished as required by Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Section 1350 of Chapter 63 of Title 18 of the United States Code, and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that Section.  This certification shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.