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 March 31, 2025, 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 No. 001-39680
FULTON FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter) 
Pennsylvania 23-2195389
(State or other jurisdiction of
incorporation or organization)		 (I.R.S. Employer
Identification No.)
One Penn Square P. O. Box 4887 Lancaster, Pennsylvania 17604
(Address of principal executive offices) (Zip Code)
(717) 291-2411
(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $2.50 FULT The Nasdaq Stock Market, LLC
Depositary Shares, Each Representing 1/40th Interest in a Share of Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A FULTP The Nasdaq Stock Market, LLC
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☒ Accelerated filer ☐
Non-accelerated filer ☐ Smaller reporting company ☐
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the 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:
Common Stock, $2.50 Par Value – 181,794,505 shares outstanding as of April 30, 2025.
1

FULTON FINANCIAL CORPORATION
FORM 10-Q FOR THE THREE MONTHS ENDED MARCH 31, 2025
INDEX

Description Page
Glossary of Terms
PART I. FINANCIAL INFORMATION
(a)
(b)
(c)
(d)
(e)
(f)
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3. Defaults Upon Senior Securities - (not applicable)
Item 4. Mine Safety Disclosures - (not applicable)
Item 5. Other Information
Note: Some numbers contained in the document may not sum due to rounding The Corporation has made, and may continue to make, certain forward-looking statements with respect to its financial condition, results of operations and business.
2

GLOSSARY OF DEFINED ACRONYMS AND TERMS
2025 Repurchase Program The authorization, commencing on January 1, 2025 and expiring on December 31, 2025, to repurchase up to $125 million of the Corporation's common stock; under this authorization, up to $25 million of the $125 million authorization may be used to repurchase the Corporation's preferred stock and outstanding Subordinated Notes due 2030
ACL Allowance for credit losses
Acquisition Date April 26, 2024, the date of the Republic First Transaction
AFS Available for sale
ALCO Asset/Liability Management Committee
AOCI Accumulated other comprehensive (loss) income
ASC Accounting Standards Codification
ASU Accounting Standards Update
BHCA Bank Holding Company Act of 1956, as amended
bp or bps Basis point(s)
Capital Rules Regulatory capital requirements applicable to the Corporation and Fulton Bank
CDI Core deposit intangible
Corporation, Company, we, our or us Fulton Financial Corporation
Directors' Plan Amended and Restated 2023 Director Equity Plan
Dodd-Frank Act Dodd-Frank Wall Street Reform and Consumer Protection Act
Employee Equity Plan 2022 Amended and Restated Equity and Cash Incentive Compensation Plan
ESPP Employee Stock Purchase Plan
ETR Effective tax rate
Exchange Act Securities Exchange Act of 1934, as amended
FASB Financial Accounting Standards Board
FDIC Federal Deposit Insurance Corporation
Federal Reserve Board Board of Governors of the Federal Reserve System
FHLB Federal Home Loan Bank
FRB Federal Reserve Bank
FTE Fully taxable-equivalent
Fulton Bank or the Bank Fulton Bank, N.A.
GAAP U.S. generally accepted accounting principles
HTM Held to maturity
LTV Loan-to-value
Management's Discussion Management's Discussion and Analysis of Financial Condition and Results of Operations
Merger The acquisition by the Corporation of Prudential Bancorp effective as of July 1, 2022
MSRs Mortgage servicing rights
Net loans Loan and lease receivables (net of unearned income)
NIM Net interest margin
N/M Not meaningful
OBS Off-balance-sheet
OCI Other comprehensive income (loss)
OREO Other real estate owned
Parent Company Fulton Financial Corporation individually
PCD Loans Loans purchased with more-than-insignificant credit deterioration
PD   Probability of default
3

Pension Plan Defined Benefit Pension Plan
Postretirement Plan Postretirement Benefits Plan
PSU Performance-based restricted stock unit
Prudential Bancorp Prudential Bancorp, Inc.
Republic First Bank Republic First Bank, doing business as Republic Bank
Republic First Transaction The acquisition of substantially all of the assets and assumption of substantially all of the deposits and certain liabilities of Republic First Bank by Fulton Bank from the FDIC, as receiver for Republic First Bank
RSU Restricted stock unit
SAB Staff Accounting Bulletin
Sale-Leaseback Transaction Sale of 40 financial center office locations to certain affiliates of Blue Owl Capital Inc. with concurrent agreements to lease each of the locations
SBA Small Business Administration
SEC United States Securities and Exchange Commission
Subordinated Notes due 2030 The Corporation's 3.250% Fixed-to-Floating Rate Subordinated Notes due 2030
TruPS Trust Preferred Securities

FORWARD-LOOKING STATEMENTS

Do not unduly rely on forward-looking statements. Forward-looking statements can be identified by the use of words such as "may," "should," "will," "could," "estimates," "predicts," "potential," "continue," "anticipates," "believes," "plans," "expects," "future," "intends," "projects," the negative of these terms and other comparable terminology. These forward-looking statements may include projections of, or guidance on, the Corporation's future financial performance, expected levels of future expenses, including future credit losses, anticipated growth strategies, descriptions of new business initiatives and anticipated trends in the Corporation's business or financial results.

Forward-looking statements are neither historical facts, nor assurance of future performance. Instead, the statements are based on current beliefs, expectations and assumptions regarding the future of the Corporation's business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Corporation's control, and actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not unduly rely on any of these forward-looking statements. Any forward-looking statement is based only on information currently available and speaks only as of the date when made. The Corporation undertakes no obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Many factors could affect future financial results including, without limitation:

•the impact of adverse conditions in the economy and financial markets, including elevated interest rates and trade policies and the imposition of tariffs and retaliatory tariffs, on the performance of the Corporation's loan portfolio and demand for the Corporation's products and services;
•the potential impacts of events affecting the financial services industry on the Corporation, including increased competition for, and costs of, deposits and other funding sources, more stringent regulatory requirements relating to liquidity and interest rate risk management and capital adequacy and increased FDIC insurance expenses;
•the effects of actions by the federal government, including those of the Federal Reserve Board and other government agencies, that impact the money supply and market interest rates;
•the effects of market interest rates, and the relative balances of interest rate-sensitive assets to interest rate-sensitive liabilities, on NIM and net interest income;
•the composition of the Corporation's loan portfolio, including commercial mortgage loans, commercial and industrial loans and construction loans, which collectively represent a majority of the loan portfolio, may expose the Corporation to increased credit risk;
•the effects of changes in interest rates on demand for the Corporation's products and services;
•investment securities gains and losses, including declines in the fair value of securities which may result in charges to earnings or shareholders' equity;
•the effects of changes in interest rates or disruptions in liquidity markets on the Corporation's sources of funding;
4

•capital and liquidity strategies, including the Corporation's ability to comply with applicable capital and liquidity requirements, and the Corporation's ability to generate capital internally or raise capital on favorable terms;
•the effects of competition on deposit rates and growth, loan rates and growth and NIM;
•possible goodwill impairment charges;
•the impact of operational risks, including the risk of human error, inadequate or failed internal processes and systems, computer and telecommunications systems failures, faulty or incomplete data and an inadequate risk management framework;
•the loss of, or failure to safeguard, confidential or proprietary information;
•the Corporation's failure to identify and adequately and promptly address cybersecurity risks, including data breaches and cyberattacks;
•the impact of failures of third-party vendors upon which the Corporation relies to perform in accordance with contractual arrangements and the effects of concerns about other financial institutions on the Corporation;
•the potential to incur losses in connection with repurchase and indemnification payments related to sold loans;
•the potential effects of climate change on the Corporation's business and results of operations;
•the potential effects of increases in non-performing assets, which may require the Corporation to increase the ACL, charge-off loans and incur elevated collection and carrying costs related to such non-performing assets;
•the determination of the ACL, which depends significantly upon assumptions and judgments with respect to a variety of factors, including the performance of the loan portfolio, the weighted-average remaining lives of different classifications of loans within the loan portfolio and current and forecasted economic conditions, among other factors;
•the effects of the extensive level of regulation and supervision to which the Corporation and Fulton Bank are subject;
•changes in law, regulation and government policy, which could result in significant changes in banking and financial services regulation;
•the continuing impact of the Dodd-Frank Act on the Corporation's business and results of operations;
•the potential for negative consequences resulting from regulatory violations, investigations and examinations, including potential supervisory actions, the assessment of fines and penalties, the imposition of sanctions, the need to undertake remedial actions and possible damage to the Corporation's reputation;
•the effects of adverse outcomes in litigation and governmental or administrative proceedings;
•the effects of changes in U.S. federal, state or local tax laws;
•the effects of the significant amounts of time and expense associated with regulatory compliance and risk management;
•the Corporation's ability to realize anticipated reductions in non-interest expense and increases in revenue from strategic initiatives implemented from time to time intended to simplify its operating model, improve its relationship banking focus, increase productivity and enhance the customer experience;
•completed and potential acquisitions may affect costs and the Corporation may not be able to successfully integrate the acquired business or realize the anticipated benefits from such acquisitions;
•geopolitical conditions, including acts or threats of terrorism, actions taken by the United States or other governments in response to acts or threats of terrorism and/or military conflicts, including the war between Russia and Ukraine and ongoing conflicts in the Middle East, which could impact business and economic conditions in the United States and abroad;
•public health crises and pandemics and their effects on the economic and business environments in which the Corporation operates, including on the Corporation's credit quality and business operations, as well as the impact on general economic and financial market conditions;
•the Corporation's ability to achieve its growth plans;
•the Corporation's ability to attract and retain talented personnel;
•the effects of competition from financial service companies and other companies offering bank services;
•the Corporation's ability to keep pace with technological changes;
•the Corporation's reliance on its subsidiaries for substantially all of its revenues and its ability to pay dividends or other distributions;
•the effects of negative publicity on the Corporation's reputation; and
•other factors that may affect future results of the Corporation.
5


Item 1. Financial Statements
CONSOLIDATED BALANCE SHEETS 
(dollars in thousands, except per-share data)
March 31, 2025 December 31,
2024
(unaudited)
ASSETS
Cash and due from banks $ 388,503  $ 279,041 
Interest-bearing deposits with other banks 641,953  784,830 
        Cash and Cash Equivalents 1,030,456  1,063,871 
FRB and FHLB stock 136,164  139,574 
Loans held for sale 15,965  25,618 
Investment securities:
AFS, at estimated fair value 3,575,043  3,410,899 
HTM, at amortized cost 1,496,280  1,395,569 
Net loans 23,862,574  24,044,919 
Less: ACL - loans (379,677) (379,156)
Loans, Net 23,482,897  23,665,763 
Net premises and equipment 186,873  195,527 
Accrued interest receivable 116,215  117,029 
Goodwill and net intangible assets 629,189  635,458 
Other assets 1,462,946  1,422,502 
Total Assets $ 32,132,028  $ 32,071,810 
LIABILITIES
Deposits:
Noninterest-bearing $ 5,435,934  $ 5,499,760 
Interest-bearing 20,893,038  20,629,673 
Total Deposits 26,328,972  26,129,433 
Borrowings:
FHLB advances 750,000  850,000 
Senior debt and subordinated debt 367,396  367,316 
Other borrowings 539,804  564,732 
Total Borrowings 1,657,200  1,782,048 
Accrued interest payable 27,014  31,620 
Other liabilities 844,521  931,384 
Total Liabilities 28,857,707  28,874,485 
SHAREHOLDERS' EQUITY
Preferred stock, no par value, 10,000,000 shares authorized; Series A, 200,000 shares issued as of March 31, 2025 and December 31, 2024, liquidation preference of $1,000 per share
 192,878  192,878 
Common stock, $2.50 par value, 600,000,000 shares authorized, 246,048,499 shares issued as of March 31, 2025 and 245,946,392 shares issued as of December 31, 2024
 615,121  614,866 
Additional paid-in capital 1,792,104  1,789,214 
Retained earnings 1,833,247  1,775,620 
Accumulated other comprehensive loss (271,547) (287,819)
Treasury stock, at cost, 63,844,183 shares as of March 31, 2025 and 63,857,567 shares as of December 31, 2024
 (887,482) (887,434)
Total Shareholders' Equity 3,274,321  3,197,325 
Total Liabilities and Shareholders' Equity $ 32,132,028  $ 32,071,810 
See Notes to Consolidated Financial Statements
6

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(dollars in thousands, except per-share data) Three months ended March 31
  2025 2024
Interest Income
Loans, including fees $ 344,789  $ 311,216 
Investment securities 45,738  25,122 
Other interest income 9,165  3,328 
Total Interest Income 399,692  339,666 
Interest Expense
Deposits 130,892  103,574 
Federal funds purchased —  2,388 
FHLB advances 8,020  10,949 
Senior debt and subordinated debt 3,577  5,305 
Other borrowings and interest-bearing liabilities 6,016  10,513 
Total Interest Expense 148,505  132,729 
Net Interest Income 251,187  206,937 
Provision for credit losses 13,898  10,925 
Net Interest Income After Provision for Credit Losses 237,289  196,012 
Non-Interest Income
Wealth management 21,785  20,155 
Commercial banking 21,329  18,829 
Consumer banking 13,068  11,668 
Mortgage banking 3,138  3,090 
Other 7,914  3,398 
Non-Interest Income Before Investment Securities (Losses) Gains, Net 67,234  57,140 
Investment securities (losses) gains, net (2) — 
Total Non-Interest Income 67,232  57,140 
Non-Interest Expense
Salaries and employee benefits 103,526  95,481 
Data processing and software 18,599  17,661 
Net occupancy 18,207  16,149 
Other outside services 11,837  13,283 
Intangible amortization 6,269  573 
FDIC insurance 5,597  6,104 
Equipment 4,150  4,040 
Marketing 2,521  1,912 
Professional fees (1,078) 2,088 
Acquisition-related expenses 380  — 
Other 19,452  20,309 
Total Non-Interest Expense 189,460  177,600 
Income Before Income Taxes 115,061  75,552 
Income taxes 22,074  13,611 
Net Income 92,987  61,941 
Preferred stock dividends (2,562) (2,562)
Net Income Available to Common Shareholders $ 90,425  $ 59,379 
PER SHARE:
Net income available to common shareholders (basic) $ 0.50  $ 0.36 
Net income available to common shareholders (diluted) 0.49  0.36 
Cash dividends 0.18  0.17 
See Notes to Consolidated Financial Statements
7

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(dollars in thousands)
  Three months ended March 31
  2025 2024
 
Net Income $ 92,987  $ 61,941 
Other comprehensive income (loss), net of tax:
Unrealized gains (losses) on AFS investment securities
Net unrealized holding gains (losses) 9,769  (16,665)
Reclassification adjustment for securities net change realized in net income 2  — 
Amortization of net unrealized gains (losses) on AFS investment securities transferred to HTM 1,328  1,387 
         Net Unrealized Gains (Losses) on AFS Investment Securities 11,099  (15,278)
Unrealized gains (losses) on interest rate derivatives used in cash flow hedges:
         Net unrealized holding gains (losses) 1,764  4,297 
Reclassification adjustment for net change realized in net income 3,515  3,899 
 Net Unrealized Gains on Interest Rate Derivatives Used in Cash Flow Hedges 5,279  8,196 
Defined benefit pension plan and postretirement benefits:
Amortization of net unrecognized pension and postretirement items (106) (106)
Other Comprehensive Income (Loss), Net of Tax 16,272  (7,188)
Total Comprehensive Income $ 109,259  $ 54,753 
See Notes to Consolidated Financial Statements

8

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)
(in thousands, except per-share data)
  Preferred Stock Common Stock Additional Retained
Earnings		 Accumulated Other Comprehensive
Income (Loss)		 Treasury
Stock		 Total
  Shares Outstanding Amount Shares Outstanding Amount Paid-in
Capital
Three months ended March 31, 2025
Balance at December 31, 2024 200  $ 192,878  182,089  $ 614,866  $ 1,789,214  $ 1,775,620  $ (287,819) $ (887,434) $ 3,197,325 
Net income 92,987  92,987 
Other comprehensive income 16,272  16,272 
Common stock issued(1)
 35  88  536  624 
Dividend reinvestment activity 65  424  904  1,328 
Stock-based compensation awards (repurchases) 46  167  1,930  (402) 1,695 
Acquisition of treasury stock (31) (550) (550)
Preferred stock dividend (2,562) (2,562)
Common stock dividends - $0.18 per share
 (32,798) (32,798)
Balance at March 31, 2025 200  $ 192,878  182,204  $ 615,121  $ 1,792,104  $ 1,833,247  $ (271,547) $ (887,482) $ 3,274,321 
Three months ended March 31, 2024
Balance at December 31, 2023 200  $ 192,878  163,801  $ 564,402  $ 1,552,860  $ 1,619,300  $ (312,280) $ (857,021) $ 2,760,139 
Net income 61,941  61,941 
Other comprehensive loss (7,188) (7,188)
Common stock issued(1)
 79  198  895  12  1,105 
Dividend reinvestment activity 87  184  1,221  1,405 
Stock-based compensation awards (repurchases) 54  151  685  (103) 733 
Acquisition of treasury stock (1,934) (30,348) (30,348)
Preferred stock dividend (2,562) (2,562)
Common stock dividends - $0.17 per share
 (27,546) (27,546)
Balance at March 31, 2024 200  $ 192,878  162,087  $ 564,751  $ 1,554,624  $ 1,651,133  $ (319,468) $ (886,239) $ 2,757,679 
See Notes to Consolidated Financial Statements
(1) Issuance of common stock includes issuance in connection with the Corporation's ESPP and exercised stock options.

9

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(dollars in thousands) Three months ended March 31
  2025 2024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 92,987  $ 61,941 
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses 13,898  10,925 
Depreciation and amortization of premises and equipment 7,222  7,796 
Net amortization of investment securities premiums 328  574 
Net accretion of loan discounts (13,134) — 
Investment securities losses (gains), net 2  — 
Gain on sales of mortgage loans held for sale (1,665) (1,697)
Proceeds from sales of mortgage loans held for sale 101,038  95,388 
Originations of mortgage loans held for sale (89,720) (89,157)
Intangible amortization 6,269  573 
Amortization of issuance costs and discounts on long-term borrowings 80  182 
Gain (loss) on disposal of premises and equipment (119) 3,313 
Gain on sale-leaseback transaction (416) — 
Stock-based compensation 2,097  836 
Net change in deferred income tax 4,418  (2,330)
Net change in accrued salaries and benefits (29,799) (14,771)
Net change in life insurance cash surrender value (2,027) (3,563)
Other changes, net (90,756) 82,891 
Total adjustments (92,284) 90,960 
Net Cash Provided by Operating Activities 703  152,901 
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sales of AFS investment securities 14,966  — 
Proceeds from principal repayments and maturities of AFS investment securities 84,051  14,216 
Proceeds from principal repayments and maturities of HTM investment securities 19,727  13,015 
Purchase of AFS investment securities (252,330) (208,968)
Purchase of HTM investment securities (118,967) — 
Net change in FRB and FHLB stock 3,410  2,768 
Net change in loans 182,888  (101,987)
Net purchases of premises and equipment (9,356) (1,769)
Settlement of bank owned life insurance 1,385  236 
Proceeds from sale-leaseback transaction 11,323  — 
Net change in tax credit investments (11,445) (17,399)
Net Cash (Used in) Investing Activities (74,348) (299,888)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in demand and savings deposits 313,370  (200,119)
Net change in time deposits and brokered deposits (113,831) 404,446 
Net change in borrowings (124,928) (191,668)
Net proceeds from common stock 1,550  1,002 
Dividends paid (35,381) (28,703)
Acquisition of treasury stock (550) (30,348)
Net Cash Provided by (Used in) Financing Activities 40,230  (45,390)
Net decrease in Cash and Cash Equivalents (33,415) (192,377)
Cash and Cash Equivalents at Beginning of Period 1,063,871  549,710 
Cash and Cash Equivalents at End of Period $ 1,030,456  $ 357,333 
Supplemental Disclosures of Cash Flow Information:
Cash paid during the period for:
Interest $ 153,111  $ 141,450 
Income taxes 7,677  6,764 
Supplemental Schedule of Certain Noncash Activities:
Unsettled maturities of AFS investment securities $ —  $ 42,500 
See Notes to Consolidated Financial Statements
10

FULTON FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1 – Basis of Presentation

The accompanying unaudited Consolidated Financial Statements of the Corporation have been prepared in conformity with GAAP for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities as of the date of the financial statements as well as revenues and expenses during the period. Actual results could differ from those estimates. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. These unaudited Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the notes thereto included in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024. Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025. The Corporation evaluates subsequent events through the date of filing of this Quarterly Report on Form 10-Q with the SEC for potential recognition or disclosure in the Consolidated Financial Statements.

Significant Accounting Policies

The significant accounting policies used in the preparation of the Consolidated Financial Statements are disclosed in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024. Those significant accounting policies are unchanged at March 31, 2025.

Recently Adopted Accounting Standards

In November 2023, FASB issued ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). This update requires public entities with reportable segments to provide additional and more detailed disclosures. The Corporation adopted ASU 2023-07 on December 15, 2024, and it did not have a material impact on its Consolidated Financial Statements.

In December 2023, FASB issued ASU 2023-08 Intangibles - Goodwill and Other - Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets ("ASU 2023-08"). This update provides guidance for crypto assets to be carried at fair value and requires additional disclosures. The Corporation adopted ASU 2023-08 on January 1, 2025, and it did not have an impact on its Consolidated Financial Statements. The Corporation does not own crypto assets.

In March 2024, FASB issued ASU 2024-01 Compensation - Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards ("ASU 2024-01"). This update provides guidance for profits interest and similar awards. The Corporation adopted ASU 2024-01 on January 1, 2025, and it did not have a material impact on its Consolidated Financial Statements.

In March 2025, FASB issued ASU 2025-02 - Liabilities (Topic 405): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 122 ("ASU 2025-02"). This update removes SEC guidance provided in SAB No. 121, Accounting for Obligations To Safeguard Crypto-Assets an Entity Holds for its Platform Users. The Corporation retrospectively adopted ASU 2025-02 on January 1, 2025, and it did not have an impact on its Consolidated Financial Statements.

Recently Issued Accounting Standards

In December 2023, FASB issued ASU 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). This update requires companies to disclose specific categories in the income tax rate reconciliation and requires additional information for certain reconciling items. The Corporation will adopt ASU 2023-09 on December 15, 2025. The Corporation does not expect the adoption of ASU 2023-09 to have a material impact on its Consolidated Financial Statements.

In November 2024, FASB issued ASU 2024-03 - Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expense ("ASU 2024-03"). This update requires disaggregation of certain expenses in a note to the consolidated financial statements. The Corporation will adopt ASU 2024-03 on December 15, 2026. The Corporation does not expect the adoption of ASU 2024-03 to have a material impact on its Consolidated Financial Statements.
11

In November 2024, FASB issued ASU 2024-04 - Debt - Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments ("ASU 2024-04"). This update clarifies the requirements for determining whether settlement of convertible debt should be accounted for as induced conversion. The Corporation will adopt ASU 2024-04 on January 1, 2026. The Corporation does not expect the adoption of ASU 2024-04 to have an impact on its Consolidated Financial Statements.

In January 2025, FASB issued ASU 2025-01 - Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date ("ASU 2025-01"). This update clarifies the effective date of ASU 2024-03. The Corporation will adopt ASU 2025-01 on January 1, 2027. The Corporation does not expect the adoption of ASU 2025-01 to have a material impact on its Consolidated Financial Statements.

Reclassifications

Certain amounts in the 2024 Consolidated Financial Statements and notes have been reclassified to conform to the 2025 presentation.

NOTE 2 – Business Combinations

On the Acquisition Date, Fulton Bank completed the Republic First Transaction and acquired approximately $4.8 billion of assets of Republic First Bank and received approximately $0.8 billion of cash from the FDIC. The Bank assumed approximately $5.6 billion of total liabilities of Republic First Bank. The Bank did not enter into a loss sharing arrangement with the FDIC in connection with the Republic First Transaction.

As a result of the Republic First Transaction, the Bank enhanced its presence in Philadelphia, Pennsylvania and New Jersey.

The Republic First Transaction constitutes a business combination as defined by FASB ASC Topic 805, Business Combinations. Accordingly, the assets acquired and liabilities assumed are presented at their estimated fair values based on preliminary valuations as of the Acquisition Date. The determination of estimated fair values required management to make certain estimates about discount rates, future expected cash flows and market conditions at the time of the Republic First Transaction.

The financial settlement process between the Bank and the FDIC concluded on April 25, 2025 with no additional adjustments required to the preliminary gain on acquisition, net of income taxes.

The excess of the estimated fair value of net assets acquired and the cash consideration received from the FDIC over the estimated fair value of liabilities assumed was recorded as a preliminary gain on acquisition of $37.0 million, net of income taxes.




















12

The following table summarizes the consideration transferred and the estimated fair values of identifiable assets acquired and liabilities assumed in connection with the Republic First Transaction:
Estimated Fair Value
(dollars in thousands)
Cash payment received from FDIC $ 809,920 
Assets acquired:
     Cash and due from banks 208,451 
     Investment securities 1,938,571 
     Loans 2,495,810 
     Premises and equipment 184 
     CDI 92,600 
     FHLB Stock 37,931 
     Accrued interest receivable 16,164 
     Other assets 10,179 
          Total assets 4,799,890 
Liabilities assumed:
     Deposits 4,112,143 
Borrowings 1,413,751 
Accrued interest payable 33,444 
     Other liabilities 2,641 
          Total liabilities 5,561,979 
Net assets acquired: (762,089)
Gain on acquisition, before income taxes $ 47,831 
Gain on acquisition, net of income taxes $ 36,996 


The following table presents information with respect to the estimated fair value and unpaid principal balance of acquired loans and leases at the Acquisition Date in connection with the Republic First Transaction:
April 26, 2024
Unpaid Principal Balance Estimated Fair Value
(dollars in thousands)
Real estate - commercial mortgage $ 1,384,029  $ 1,234,409 
Commercial and industrial 310,190  279,309 
Real-estate - residential mortgage 947,144  752,331 
Real-estate - home equity 90,882  84,369 
Real-estate - construction 149,047  142,768 
Consumer 2,638  2,624 
     Total acquired loans $ 2,883,930  $ 2,495,810 







13

The following table summarizes PCD Loans acquired in the Republic First Transaction as of the Acquisition Date:

April 26, 2024
(dollars in thousands)
Book balance of loans with deteriorated credit quality at acquisition $ 1,014,559 
Fair value of loans with deteriorated credit quality at acquisition 895,588 
Fair value discount 118,971 
PCD Loans credit discount (54,631)
Non-credit discount $ 64,340 

The Republic First Transaction resulted in the addition of $78.1 million to the ACL, including the $54.6 million identified in the table above for PCD Loans, and $23.4 million recorded through the provision for credit losses at the Acquisition Date for non-PCD Loans.

Acquisition-related expenses:

The Corporation developed a comprehensive integration plan under which it is incurring direct costs that are expensed as incurred. For the three months ended, March 31, 2025, these direct costs totaled $380 thousand. Costs related to the Republic First Transaction are included in acquisition-related expenses in the unaudited Consolidated Statements of Income.

Unaudited Pro Forma Information:

Republic First Bank does not have historical financial information on which the Corporation could base pro forma information. Additionally, the Bank did not acquire all of the assets or assume all of the liabilities of Republic First Bank. Therefore, it is impracticable to provide pro forma information on revenues and earnings for the Republic First Transaction in accordance with ASC 805-10-50-2.

    
NOTE 3 – Restrictions on Cash and Cash Equivalents

Cash collateral is posted by the Corporation with counterparties to secure derivatives and other contracts, which is included in "interest-bearing deposits with other banks" on the Consolidated Balance Sheets. The amounts of such collateral as of March 31, 2025 and December 31, 2024 were $15.5 million and $4.0 million, respectively.























14

NOTE 4 – Investment Securities

The following table presents the amortized cost and estimated fair values of investment securities:
March 31, 2025
Amortized
Cost		 Gross
Unrealized
Gains		 Gross
Unrealized
Losses		 Estimated
Fair
Value
Available for Sale (dollars in thousands)
State and municipal securities $ 958,357  $ —  $ (166,660) $ 791,697 
Corporate debt securities 294,686  668  (10,621) 284,733 
Collateralized mortgage obligations 1,005,300  11,448  (9,900) 1,006,848 
Residential mortgage-backed securities 1,000,882  2,605  (30,135) 973,352 
Commercial mortgage-backed securities 611,804  —  (93,391) 518,413 
   Total $ 3,871,029  $ 14,721  $ (310,707) $ 3,575,043 
Held to Maturity
Residential mortgage-backed securities $ 640,273  $ 1,309  $ (52,213) $ 589,369 
Commercial mortgage-backed securities 856,007  —  (135,542) 720,465 
Total $ 1,496,280  $ 1,309  $ (187,755) $ 1,309,834 

December 31, 2024
Amortized
Cost		 Gross
Unrealized
Gains		 Gross
Unrealized
Losses		 Estimated
Fair
Value
Available for Sale (dollars in thousands)
State and municipal securities $ 960,227  $ 106  $ (145,446) $ 814,887 
Corporate debt securities 313,681  1,123  (14,434) 300,370 
Collateralized mortgage obligations 798,157  4,629  (13,901) 788,885 
Residential mortgage-backed securities 1,029,846  30  (40,001) 989,875 
Commercial mortgage-backed securities 617,605  —  (100,723) 516,882 
   Total $ 3,719,516  $ 5,888  $ (314,505) $ 3,410,899 
Held to Maturity
Residential mortgage-backed securities $ 537,856  $ 2  $ (60,162) $ 477,696 
Commercial mortgage-backed securities 857,713  —  (151,960) 705,753 
Total $ 1,395,569  $ 2  $ (212,122) $ 1,183,449 

In May 2024, the Corporation sold $345.7 million of AFS investment securities and recorded a pre-tax loss of $20.3 million. The proceeds from the sale were reinvested into higher-yielding securities of a similar type and similar duration.

Investment securities carried at $0.4 billion and $0.3 billion at March 31, 2025 and December 31, 2024, respectively, were pledged as collateral to secure public and trust deposits.










15

The amortized cost and estimated fair values of debt securities as of March 31, 2025, by contractual maturity, are shown in the following table. Actual maturities may differ from contractual maturities because issuers may have the right to call, or borrowers may have the right to prepay, with or without call or prepayment penalties.
March 31, 2025
Available for Sale Held to Maturity
  Amortized
Cost		 Estimated
Fair Value		 Amortized
Cost		 Estimated
Fair Value
  (dollars in thousands)
Due in one year or less $ 13,985  $ 13,908  $ —  $ — 
Due from one year to five years 105,663  104,052  —  — 
Due from five years to ten years 298,517  283,407  —  — 
Due after ten years 834,878  675,063  —  — 
1,253,043  1,076,430  —  — 
Residential mortgage-backed securities(1)
 1,000,882  973,352  640,273  589,369 
Commercial mortgage-backed securities(1)
 611,804  518,413  856,007  720,465 
Collateralized mortgage obligations(1)
 1,005,300  1,006,848  —  — 
  Total $ 3,871,029  $ 3,575,043  $ 1,496,280  $ 1,309,834 
(1) Maturities for mortgage-backed securities and collateralized mortgage obligations are dependent upon the interest rate environment and prepayments on the
underlying loans.

The following table presents information related to gross realized gains and losses on the sales of securities for the periods presented:
Gross Realized Gains Gross Realized Losses Net Gains (Losses)
Three months ended (dollars in thousands)
March 31, 2025 $ 663  $ (665) $ (2)
March 31, 2024 —  —  — 



























16

The following tables present the gross unrealized losses and estimated fair values of investment securities aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position:

March 31, 2025
Less than 12 months 12 months or longer Total
Number of Securities Estimated
Fair Value		 Unrealized
Losses		 Number of Securities Estimated
Fair Value		 Unrealized
Losses		 Estimated
Fair Value		 Unrealized
Losses
Available for Sale (dollars in thousands)
State and municipal securities 19  $ 45,225  $ (2,451) 277  $ 745,510  $ (164,209) $ 790,735  $ (166,660)
Corporate debt securities 1  9,500  (500) 44  251,670  (10,121) 261,170  (10,621)
Collateralized mortgage obligations 5  115,249  (999) 77  83,216  (8,901) 198,465  (9,900)
Residential mortgage-backed securities 19  404,904  (3,632) 69  175,232  (26,503) 580,136  (30,135)
Commercial mortgage-backed securities 1  19,691  (415) 135  498,722  (92,976) 518,413  (93,391)
Total available for sale 45  $ 594,569  $ (7,997) 602  $ 1,754,350  $ (302,710) $ 2,348,919  $ (310,707)
Held to Maturity
Residential mortgage-backed securities 6  $ 122,777  $ (117) 120  $ 299,666  $ (52,096) $ 422,443  $ (52,213)
Commercial mortgage-backed securities —  —  —  60  720,465  (135,542) 720,465  (135,542)
Total held to maturity 6  $ 122,777  $ (117) 180  $ 1,020,131  $ (187,638) $ 1,142,908  $ (187,755)

December 31, 2024
Less than 12 months 12 months or longer Total
Number of Securities Estimated
Fair Value		 Unrealized
Losses		 Number of Securities Estimated
Fair Value		 Unrealized
Losses		 Estimated
Fair Value		 Unrealized
Losses
Available for Sale (dollars in thousands)
State and municipal securities 22  $ 53,026  $ (1,692) 272  $ 755,310  $ (143,754) $ 808,336  $ (145,446)
Corporate debt securities 1  4,844  (13) 47  264,099  (14,421) 268,943  (14,434)
Collateralized mortgage obligations 12  288,871  (3,463) 77  85,485  (10,438) 374,356  (13,901)
Residential mortgage-backed securities 42  777,695  (9,178) 69  174,284  (30,823) 951,979  (40,001)
Commercial mortgage-backed securities 1  19,291  (875) 135  497,591  (99,848) 516,882  (100,723)
Total available for sale 78  $ 1,143,727  $ (15,221) 600  $ 1,776,769  $ (299,284) $ 2,920,496  $ (314,505)
Held to Maturity
Residential mortgage-backed securities 7  $ 155,726  $ (1,754) 120  $ 303,220  $ (58,408) $ 458,946  $ (60,162)
Commercial mortgage-backed securities —  —  —  60  705,753  (151,960) 705,753  (151,960)
    Total held to maturity 7  $ 155,726  $ (1,754) 180  $ 1,008,973  $ (210,368) $ 1,164,699  $ (212,122)

The Corporation's collateralized mortgage obligations, residential mortgage-backed securities and commercial mortgage-backed securities have contractual terms that generally do not permit the issuer to settle the securities at a price less than the amortized cost of the investment. The change in fair value of these securities is attributable to changes in interest rates and not credit quality. In addition, these securities have principal payments that are guaranteed by U.S. government-sponsored agencies. Therefore, the Corporation did not record an ACL for these securities as of March 31, 2025 and December 31, 2024. The Corporation does not have the intent to sell, and does not believe it will more likely than not be required to sell, any of these securities prior to a recovery of their fair value to amortized cost.

Based on the payment status and management's evaluation of the Corporation's state and municipal securities, no ACL was required for these securities as of March 31, 2024 and December 31, 2024. The Corporation does not have the intent to sell, and does not believe it will more likely than not be required to sell, any of these securities prior to a recovery of their fair value to amortized cost, which may be at maturity.



17

The majority of the corporate debt securities were rated at or above investment grade as of March 31, 2025 and December 31, 2024. Based on the payment status, rating and management's evaluation of these securities, no ACL was required for corporate debt securities as of March 31, 2025 and December 31, 2024. The Corporation does not have the intent to sell, and does not believe it will more likely than not to be required to sell, any of these securities prior to a recovery of their fair value to amortized cost, which may be at maturity.
NOTE 5 - Loans and Allowance for Credit Losses

Loans and leases, net of unearned income

Loans and leases, net of unearned income, are summarized as follows:
March 31,
2025		 December 31,
2024
  (dollars in thousands)
Real estate - commercial mortgage $ 9,676,517  $ 9,601,858 
Commercial and industrial(1)
 4,531,266  4,605,589 
Real-estate - residential mortgage 6,409,657  6,349,643 
Real-estate - home equity 1,170,470  1,160,616 
Real-estate - construction 1,175,445  1,394,899 
Consumer 597,305  616,856 
Leases and other loans(2)
 301,914  315,458 
Net loans $ 23,862,574  $ 24,044,919 
(1) Includes no unearned income at March 31, 2025 and December 31, 2024.
(2) Includes unearned income of $35.9 million and $35.6 million as of March 31, 2025 and December 31, 2024, respectively.

Allowance for Credit Losses

The ACL consists of reserves against loans that have been evaluated collectively and individually for expected credit losses. The ACL represents an estimate of expected credit losses over the expected life of the loans as of the balance sheet date and is recorded as a reduction to net loans. The ACL is increased by charges to expense, through the provision for credit losses, and decreased by charge-offs, net of recoveries. The reserve for OBS credit exposures includes estimated losses on unfunded loan commitments, letters of credit and other OBS credit exposures.

The following table summarizes the ACL - loans balance and the reserve for OBS credit exposures balance:

March 31,
2025		 December 31,
2024
(dollars in thousands)
ACL - loans $ 379,677  $ 379,156 
Reserve for OBS credit exposures(1)
 $ 14,947  $ 14,161 
(1) Included in other liabilities on the Consolidated Balance Sheets.
















The following table presents the activity in the ACL - loans balances:
Three months ended March 31
  2025 2024
(dollars in thousands)
Balance at beginning of period $ 379,156  $ 293,404 
Loans charged off (20,034) (10,952)
Recoveries of loans previously charged off 7,443  2,354 
Net loans (charged off) recovered (12,591) (8,598)
Provision for credit losses(1) (2)
 13,112  13,082 
Balance at end of period $ 379,677  $ 297,888 
Provision for OBS credit exposures(1)
 $ 786  $ (2,157)
Reserve for OBS credit exposures $ 14,947  $ 15,097 
(1) The sum of these amounts is reflected in the provision for credit losses in the Consolidated Statements of Income.
(2) Provision only includes the portion related to net loans.

The following table presents the activity in the ACL by portfolio segment:
Real Estate 
Commercial
Mortgage		 Commercial and
Industrial		 Real Estate Residential
Mortgage		 Consumer and Real Estate - Home
Equity		 Real Estate
Construction		 Leases and other loans Total
  (dollars in thousands)
Three months ended March 31, 2025
Balance at December 31, 2024 $ 158,181  $ 92,212  $ 81,331  $ 19,397  $ 25,140  $ 2,895  $ 379,156 
Loans charged off (12,106) (3,865) (343) (2,193) —  (1,527) (20,034)
Recoveries of loans previously charged off 374  5,952  174  660  82  201  7,443 
Net loans (charged off) recovered (11,732) 2,087  (169) (1,533) 82  (1,326) (12,591)
Provision for loan losses(1) (2)
 15,697  2,552  1,254  1,430  (9,322) 1,501  13,112 
Balance at March 31, 2025 $ 162,146  $ 96,851  $ 82,416  $ 19,294  $ 15,900  $ 3,070  $ 379,677 
Three months ended March 31, 2024
Balance at December 31, 2023 $ 112,565  $ 74,266  $ 73,286  $ 17,604  $ 12,295  $ 3,388  $ 293,404 
Loans charged off (26) (7,632) (251) (2,238) —  (805) (10,952)
Recoveries of loans previously charged off 152  1,248  116  676  —  162  2,354 
Net loans (charged off) recovered 126  (6,384) (135) (1,562) —  (643) (8,598)
Provision for loan and lease losses(1) (2)
 1,801  9,001  65  646  671  898  13,082 
Balance at March 31, 2024 $ 114,492  $ 76,883  $ 73,216  $ 16,688  $ 12,966  $ 3,643  $ 297,888 
(1) These amounts are reflected in the provision for credit loss in the Consolidated Statements of Income.
(2) Provision included in the table only includes the portion related to net loans.

The ACL may include qualitative adjustments intended to capture the impact of uncertainties not reflected in the quantitative models. In determining qualitative adjustments, management considers changes in national, regional, and local economic and business conditions and their impact on the lending environment, including underwriting standards and other factors affecting credit losses over the remaining life of each loan.

Collateral-Dependent Loans

A loan or a lease is considered to be collateral-dependent when the debtor is experiencing financial difficulty and repayment is expected to be provided substantially through the sale or operation of the collateral. For all classes of loans and leases deemed collateral-dependent, the Corporation elected the practical expedient to estimate expected credit losses based on the collateral’s fair value less cost to sell. Substantially all of the collateral supporting collateral-dependent loans or leases consists of various types of real estate, including residential properties, commercial properties, such as retail centers, office buildings, and lodging, agricultural land, and vacant land. Commercial and industrial loans may also be secured by real estate.

All loans individually evaluated for impairment are measured for losses on a quarterly basis. As of March 31, 2025 and December 31, 2024, substantially all of the Corporation's individually evaluated loans with total commitments greater than or equal to $1.0 million were measured based on the estimated fair value of each loan’s collateral, if any.

As of March 31, 2025 and December 31, 2024, approximately 97% and 90%, respectively, of loans evaluated individually for impairment with principal balances greater than or equal to $1.0 million, whose primary collateral consisted of real estate, were measured at estimated fair value using appraisals performed by state certified third-party appraisers that had been updated in the preceding 12 months.

Non-accrual Loans

The following table presents total non-accrual loans, by class segment:
March 31, 2025 December 31, 2024
With a Related Allowance Without a Related Allowance Total With a Related Allowance Without a Related Allowance Total
(dollars in thousands)
Real estate - commercial mortgage $ 41,134  $ 45,394  $ 86,528  $ 31,654  $ 67,843  $ 99,497 
Commercial and industrial 16,005  18,564  34,569  17,011  25,206  42,217 
Real estate - residential mortgage 25,223  2,003  27,226  23,387  2,013  25,400 
Real estate - home equity 8,051  73  8,124  8,513  78  8,591 
Real estate - construction 3,666  —  3,666  1,746  —  1,746 
Consumer 7  —  7  8  —  8 
Leases and other loans 186  2,120  2,306  1,801  10,033  11,834 
$ 94,272  $ 68,154  $ 162,426  $ 84,120  $ 105,173  $ 189,293 

As of March 31, 2025 and December 31, 2024, there were $68.2 million and $105.2 million, respectively, of non-accrual loans that did not have a specific valuation allowance within the ACL. The estimated fair values of the collateral securing these loans exceeded their carrying amount, or the loans were previously charged down to realizable collateral values. Accordingly, no specific valuation allowance was considered to be necessary.

Asset Quality

Maintaining an appropriate ACL is dependent on various factors, including the ability to identify potential problem loans in a timely manner. For commercial construction loans, commercial and industrial loans, and commercial real estate loans, an internal risk rating process is used. The Corporation believes that internal risk ratings are the most relevant credit quality indicator for these types of loans. The migration of loans through the various internal risk categories is a significant component of the ACL methodology for these loans, which bases the PD on this migration. Assigning risk ratings involves judgment. The Corporation's loan review officers provide a separate assessment of risk rating accuracy. Risk ratings may be changed based on the ongoing monitoring procedures performed by loan officers or credit administration staff, or if specific loan review assessments identify a deterioration or an improvement in a loan.















The following table summarizes designated internal risk rating categories by portfolio segment and loan class, by origination year, in the current period:
March 31, 2025
(dollars in thousands)
Term Loans Amortized Cost Basis by Origination Year Revolving Loans Revolving Loans converted to Term Loans
Amortized Amortized
2025 2024 2023 2022 2021 Prior Cost Basis Cost Basis Total
Real estate - commercial mortgage
Pass $ 112,253  $ 632,213  $ 1,038,464  $ 1,200,259  $ 1,275,597  $ 4,297,847  $ 67,023  $ 249  $ 8,623,905 
Special Mention —  9,329  59,490  132,421  189,465  140,269  1,830  —  532,804 
Substandard or Lower —  7,923  66,689  88,510  82,154  273,285  1,247  —  519,808 
Total real estate - commercial mortgage 112,253  649,465  1,164,643  1,421,190  1,547,216  4,711,401  70,100  249  9,676,517 
Real estate - commercial mortgage
Current period gross charge-offs —  —  —  (6,654) (4,052) (1,400) —  —  (12,106)
Commercial and industrial
Pass 130,095  404,571  460,061  488,461  242,892  933,896  1,300,171  3,233  3,963,380 
Special Mention 282  15,502  23,680  15,677  10,993  28,846  117,361  2,579  214,920 
Substandard or Lower 200  11,665  21,861  26,596  11,445  89,598  182,597  9,004  352,966 
Total commercial and industrial 130,577  431,738  505,602  530,734  265,330  1,052,340  1,600,129  14,816  4,531,266 
Commercial and industrial
Current period gross charge-offs —  (88) (473) (2,000) (557) (502) (245) —  (3,865)
 Real estate - construction(1)
Pass 4,001  228,789  360,022  88,125  37,139  41,753  33,131  —  792,960 
Special Mention —  —  10,615  57,540  26,426  1,189  —  —  95,770 
Substandard or Lower —  —  —  29,993  2,909  21,865  101  —  54,868 
Total real estate - construction 4,001  228,789  370,637  175,658  66,474  64,807  33,232  —  943,598 
Real estate - construction(1)
Current period gross charge-offs —  —  —  —  —  —  —  —  — 
Total
Pass 246,349  1,265,573  1,858,547  1,776,845  1,555,628  5,273,496  1,400,325  3,482  13,380,245 
Special Mention 282  24,831  93,785  205,638  226,884  170,304  119,191  2,579  843,494 
Substandard or Lower 200  19,588  88,550  145,099  96,508  384,748  183,945  9,004  927,642 
Total $ 246,831  $ 1,309,992  $ 2,040,882  $ 2,127,582  $ 1,879,020  $ 5,828,548  $ 1,703,461  $ 15,065  $ 15,151,381 
(1) Excludes non-commercial real estate - construction.

For a description of the Corporation's internal risk rating categories, see "Note 1 - Summary of Significant Accounting Policies" under the heading "Allowance for Credit Losses" in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024.












The following table summarizes designated internal risk rating categories by portfolio segment and loan class, by origination year, in the prior period:
December 31, 2024
(dollars in thousands)
Term Loans Amortized Cost Basis by Origination Year Revolving Loans Revolving Loans converted to Term Loans
Amortized Amortized
2024 2023 2022 2021 2020 Prior Cost Basis Cost Basis Total
Real estate - commercial mortgage
Pass $ 623,742  $ 898,296  $ 1,138,669  $ 1,316,000  $ 1,077,625  $ 3,414,138  $ 69,942  $ 9,646  $ 8,548,058 
Special Mention 4,441  73,348  149,280  157,543  28,734  107,099  10,978  —  531,423 
Substandard or Lower 4,831  44,665  102,952  95,617  75,097  193,922  1,380  3,913  522,377 
Total real estate - commercial mortgage 633,014  1,016,309  1,390,901  1,569,160  1,181,456  3,715,159  82,300  13,559  9,601,858 
Real estate - commercial mortgage
Current period gross charge-offs —  (126) (84) —  —  (12,950) —  (26) (13,186)
Commercial and industrial
Pass 435,917  486,720  512,622  261,603  268,194  684,931  1,375,201  6,346  4,031,534 
Special Mention 9,928  8,333  19,931  18,888  4,844  58,632  117,940  313  238,809 
Substandard or Lower 10,795  16,593  34,748  10,183  12,496  49,439  176,755  24,237  335,246 
Total commercial and industrial 456,640  511,646  567,301  290,674  285,534  793,002  1,669,896  30,896  4,605,589 
Commercial and industrial
Current period gross charge-offs (612) (3,709) (2,560) (4,587) (317) (7,612) (3,553) (3,635) (26,585)
Real estate - construction(1)
Pass 197,206  494,072  157,296  37,438  8,784  41,480  30,608  619  967,503 
Special Mention —  10,612  80,651  69,109  938  —  —  —  161,310 
Substandard or Lower —  —  14,407  10,399  —  20,350  121  1,906  47,183 
Total real estate - construction 197,206  504,684  252,354  116,946  9,722  61,830  30,729  2,525  1,175,996 
Real estate - construction(1)
Current period gross charge-offs —  —  —  —  —  —  —  —  — 
Total
Pass 1,256,865  1,879,088  1,808,587  1,615,041  1,354,603  4,140,549  1,475,751  16,611  13,547,095 
Special Mention 14,369  92,293  249,862  245,540  34,516  165,731  128,918  313  931,542 
Substandard or Lower 15,626  61,258  152,107  116,199  87,593  263,711  178,256  30,056  904,806 
Total $ 1,286,860  $ 2,032,639  $ 2,210,556  $ 1,976,780  $ 1,476,712  $ 4,569,991  $ 1,782,925  $ 46,980  $ 15,383,443 
(1) Excludes non-commercial real estate - construction.















The Corporation considers the performance of the loan portfolio and its impact on the ACL. The Corporation does not assign internal risk ratings to smaller balance, homogeneous loans, such as home equity loans, residential mortgage loans, construction loans to individuals secured by residential real estate, consumer and other loans. For these loans, the most relevant credit quality indicator is delinquency status and the Corporation evaluates credit quality based on the aging status of the loan. The following tables present the amortized cost of these loans based on payment activity, by origination year, for the periods shown:

March 31, 2025
(dollars in thousands)
Term Loans Amortized Cost Basis by Origination Year Revolving Loans Revolving Loans converted to Term Loans
Amortized Amortized
2025 2024 2023 2022 2021 Prior Cost Basis Cost Basis Total
Real estate - residential mortgage
Performing $ 111,293  $ 482,878  $ 736,896  $ 1,499,902  $ 1,704,694  $ 1,827,116  $ —  $ —  $ 6,362,779 
Non-performing —  91  1,941  9,133  2,889  32,824  —  —  46,878 
    Total real estate - residential mortgage 111,293  482,969  738,837  1,509,035  1,707,583  1,859,940  —  —  6,409,657 
Real estate - residential mortgage
Current period gross charge-offs —  (19) (7) (121) —  (196) —  —  (343)
Consumer and real estate - home equity
Performing 158,049  32,957  95,148  157,474  41,167  205,800  1,055,160  9,337  1,755,092 
Non-performing —  241  239  982  772  6,552  2,751  1,146  12,683 
Total consumer and real estate - home equity 158,049  33,198  95,387  158,456  41,939  212,352  1,057,911  10,483  1,767,775 
Consumer and real estate - home equity
Current period gross charge-offs —  (96) (537) (536) (333) (836) 145  —  (2,193)
Leases and other loans
Performing 74,672  66,439  84,668  41,516  14,776  17,270  —  —  299,341 
Non-performing —  —  162  1,760  605  46  —  —  2,573 
Leases and other loans 74,672  66,439  84,830  43,276  15,381  17,316  —  —  301,914 
Leases and other loans
Current period gross charge-offs (404) (428) (172) (100) (53) (370) —  —  (1,527)
Construction - residential
Performing 28,443  164,310  29,708  7,980  —  —  —  —  230,441 
Non-performing —  —  —  1,406  —  —  —  —  1,406 
Total construction - residential 28,443  164,310  29,708  9,386  —  —  —  —  231,847 
Construction - residential
Current period gross charge-offs —  —  —  —  —  —  —  —  — 
Total
Performing 372,457  746,584  946,420  1,706,872  1,760,637  2,050,186  1,055,160  9,337  8,647,653 
Non-performing —  332  2,342  13,281  4,266  39,422  2,751  1,146  63,540 
Total $ 372,457  $ 746,916  $ 948,762  $ 1,720,153  $ 1,764,903  $ 2,089,608  $ 1,057,911  $ 10,483  $ 8,711,193 
December 31, 2024
(dollars in thousands)
Term Loans Amortized Cost Basis by Origination Year Revolving Loans Revolving Loans converted to Term Loans
Amortized Amortized
2024 2023 2022 2021 2020 Prior Cost Basis Cost Basis Total
Real estate - residential mortgage
Performing $ 470,918  $ 728,630  $ 1,515,521  $ 1,726,991  $ 1,022,116  $ 839,566  $ —  $ —  $ 6,303,742 
Non-performing 87  1,358  5,118  3,232  5,523  30,583  —  —  45,901 
    Total real estate - residential mortgage 471,005  729,988  1,520,639  1,730,223  1,027,639  870,149  —  —  6,349,643 
Real estate - residential mortgage
Current period gross charge-offs —  (172) (106) (12) (43) (888) —  (251) (1,472)
Consumer and Real estate - home equity
Performing 178,722  116,370  211,647  65,412  48,201  188,442  913,920  40,384  1,763,098 
Non-performing 236  848  918  963  753  4,571  2,893  3,192  14,374 
Total consumer and real estate - home equity 178,958  117,218  212,565  66,375  48,954  193,013  916,813  43,576  1,777,472 
Consumer and Real estate - home equity
Current period gross charge-offs (118) (1,016) (1,552) (790) (398) (2,704) (75) (1,837) (8,490)
Leases and other loans
Performing 123,991  89,006  52,724  16,894  10,830  9,996  —  —  303,441 
Non-performing —  —  1,922  744  23  9,328  —  —  12,017 
Leases and other loans 123,991  89,006  54,646  17,638  10,853  19,324  —  —  315,458 
Leases and other loans
Current period gross charge-offs (1,977) (913) (335) (334) (192) (770) —  (175) (4,696)
Construction - residential
Performing 138,440  61,848  15,710  1,499  —  —  —  —  217,497 
Non-performing —  —  1,406  —  —  —  —  —  1,406 
Total construction - residential 138,440  61,848  17,116  1,499  —  —  —  —  218,903 
Construction - residential
Current period gross charge-offs —  —  —  —  —  —  —  —  — 
Total
Performing 912,071  995,854  1,795,602  1,810,796  1,081,147  1,038,004  913,920  40,384  8,587,778 
Non-performing 323  2,206  9,364  4,939  6,299  44,482  2,893  3,192  73,698 
Total $ 912,394  $ 998,060  $ 1,804,966  $ 1,815,735  $ 1,087,446  $ 1,082,486  $ 916,813  $ 43,576  $ 8,661,476 






















The following table presents non-performing assets:
March 31,
2025		 December 31,
2024
  (dollars in thousands)
Non-accrual loans $ 162,426  $ 189,293 
Loans 90 days or more past due and still accruing 34,367  30,781 
Total non-performing loans 196,793  220,074 
OREO(1)
 2,193  2,621 
Total non-performing assets $ 198,986  $ 222,695 
(1) Excludes $16.5 million and $17.5 million of residential mortgage properties for which formal foreclosure proceedings were in process as of March 31,
2025 and December 31, 2024, respectively.

The following tables present the aging of the amortized cost basis of loans, by class segment:

30-59 60-89 ≥ 90 Days
Days Past Days Past Past Due Non-
Due Due and Accruing Accrual Current Total
(dollars in thousands)
March 31, 2025
Real estate - commercial mortgage $ 37,443  $ 20,827  $ 1,553  $ 86,528  $ 9,530,166  $ 9,676,517 
Commercial and industrial(1)
 10,622  8,747  8,344  34,569  4,468,984  4,531,266 
Real estate - residential mortgage 38,253  6,369  19,652  27,226  6,318,157  6,409,657 
Real estate - home equity 7,905  916  3,461  8,124  1,150,064  1,170,470 
Real estate - construction 25,891  499  —  3,666  1,145,389  1,175,445 
Consumer 5,537  1,977  1,090  7  588,694  597,305 
Leases and other loans(1)
 361  142  267  2,306  298,838  301,914 
Total $ 126,012  $ 39,477  $ 34,367  $ 162,426  $ 23,500,292  $ 23,862,574 
(1) Includes unearned income.

30-59 Days Past
Due		 60-89
Days Past
Due		 ≥ 90 Days
Past Due
and
Accruing		 Non-
accrual		 Current Total
(dollars in thousands)
December 31, 2024
Real estate - commercial mortgage $ 32,715  $ 16,684  $ 2,862  $ 99,497  $ 9,450,100  $ 9,601,858 
Commercial and industrial(1)
 6,031  3,636  1,460  42,217  4,552,245  4,605,589 
Real estate - residential mortgage 59,593  5,946  20,501  25,400  6,238,203  6,349,643 
Real estate - home equity 6,778  1,057  4,758  8,591  1,139,432  1,160,616 
Real estate - construction 3,549  5,163  —  1,746  1,384,441  1,394,899 
Consumer 6,779  1,627  1,017  8  607,425  616,856 
Leases and other loans(1)
 269  105  183  11,834  303,067  315,458 
Total $ 115,714  $ 34,218  $ 30,781  $ 189,293  $ 23,674,913  $ 24,044,919 
(1) Includes unearned income.

Loan Modifications to Borrowers Experiencing Financial Difficulty

The Corporation modifies loans by providing a concession when deemed appropriate. Depending on the circumstances, a term extension, interest rate reduction or principal forgiveness may be granted. In certain instances, a combination of concessions may be provided to a borrower.

When principal forgiveness is provided, the amount of principal forgiven is deemed to be uncollectible and the amortized cost basis of the loan is reduced by the amount of the forgiven portion, with a corresponding reduction to the ACL.

The following table presents the amortized cost basis of the loans modified to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of concession granted:

Term Extension
Three months ended March 31, 2025 Three months ended March 31, 2024
Amortized Cost Basis % of Class of Financing Receivable Amortized Cost Basis % of Class of Financing Receivable
(dollars in thousands)
Three months ended March 31
Real estate - commercial mortgage $ 111  —  % $ —  —  %
Commercial and industrial 3,937  0.09  —  — 
Real estate - residential mortgage 2,400  0.04  2,717  0.05 
Real estate - home equity 467  0.04  —  — 
Real estate - construction —  —  455  0.04 
Total $ 6,915  $ 3,172 

Interest Rate Reduction and Term Extension
Three months ended March 31, 2025 Three months ended March 31, 2024
Amortized Cost Basis % of Class of Financing Receivable Amortized Cost Basis % of Class of Financing Receivable
(dollars in thousands)
Three months ended March 31
Real estate - residential mortgage $ 1,389  0.02  % $ 465  0.01  %
Total $ 1,389  $ 465 

The following table presents the financial effect of the modifications made to borrowers experiencing financial difficulty:

Term Extension
Financial Effect
Three months ended March 31, 2025
Real estate - commercial mortgage
Added a weighted-average 1.00 year to the life of loans, which reduced monthly payment amounts for the borrowers.
Commercial and industrial
Added a weighted-average 0.92 years to the life of loans, which reduced monthly payment amounts for the borrowers.
Real estate - residential mortgage
Added a weighted-average 8.78 years to the life of loans, which reduced monthly payment amounts for the borrowers.
Real estate - home equity
Added a weighted-average 9.27 years to the life of loans, which reduced monthly payment amounts for borrowers.
Three months ended March 31, 2024
Real estate - residential mortgage
Added a weighted-average 6.27 years to the life of loans, which reduced monthly payment amounts for the borrowers.
Real estate - construction Added a weighted-average 0.67 years to the life of loans, which reduced monthly payment amounts for the borrowers.
Interest Rate Reduction
Financial Effect
Three months ended March 31, 2025
Real estate - residential mortgage
Reduced weighted-average interest rate from 4.27% to 2.27%
Three months ended March 31, 2024
Real estate - residential mortgage
Reduced weighted-average interest rate from 4.37% to 2.71%

During the three months ended March 31, 2025 and 2024, there were no loans modified due to financial difficulty where there was a principal balance forgiveness.

The following table presents the performance of loans that have been modified due to financial difficulty in the previous 12 months:

30-89 90+ Total
Days Past Past Due Past
Current Due and Accruing Due
March 31, 2025 (dollars in thousands)
Real estate - commercial mortgage $ 20,495  $ —  $ —  $ — 
Commercial and industrial 3,937  3,000  —  3,000 
Real estate - residential mortgage 10,573  2,493  1,266  3,759 
Real estate - home equity 821  —  —  — 
Total $ 35,826  $ 5,493  $ 1,266  $ 6,759 

There were no commitments to lend additional funds to borrowers with loan modifications as a result of financial difficulty as of March 31, 2025.


NOTE 6 – Mortgage Servicing Rights

The following table summarizes the changes in MSRs, which are included in other assets on the Consolidated Balance Sheets, with adjustments to the carrying value included in mortgage banking income on the Consolidated Statements of Income:

Three months ended March 31
  2025 2024
  (dollars in thousands)
Amortized cost:
Balance at beginning of period $ 30,691  $ 31,602 
Originations of MSRs 701  582 
Amortization (1,094) (1,127)
Balance at end of period $ 30,298  $ 31,057 
Estimated fair value of MSRs at end of period $ 51,277  $ 51,191 

MSRs represent the economic value of contractual rights to service mortgage loans that have been sold. The total portfolio of mortgage loans serviced by the Corporation for unrelated third parties was $4.1 billion as of March 31, 2025 and December 31, 2024. Actual and expected prepayments of the underlying mortgage loans can impact the fair values of the MSRs. The Corporation accounts for MSRs at the lower of amortized cost or fair value.

The fair value of MSRs is estimated by discounting the estimated cash flows from servicing income, net of expense, over the expected life of the underlying loans at a discount rate commensurate with the risk associated with these assets. Expected life is based on the contractual terms of the loans, as adjusted for prepayment projections.
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The fair values of MSRs were $51.3 million and $54.0 million as of March 31, 2025 and December 31, 2024, respectively. Based on its fair value analysis as of March 31, 2025, the Corporation determined that no valuation allowance was required as of March 31, 2025.


NOTE 7 – Derivative Financial Instruments

The Corporation uses derivatives to manage its exposure to certain market risks, including interest rate and foreign currency risks, and to assist customers with their risk management objectives. Certain of the Corporation's outstanding derivative contracts are designated as hedges, and none are entered into for speculative purposes. The Corporation enters into derivative contracts that are intended to economically hedge certain of its risks, even if hedge accounting does not apply or the Corporation elects not to apply hedge accounting.

For additional information on our derivative accounting policies see "Note 1 - Summary of Significant Accounting Policies" in our Annual Report on Form 10-K for the year ended December 31, 2024.

The following table presents a summary of the notional amounts and fair values of derivative financial instruments:

  March 31, 2025 December 31, 2024
  Notional
Amount		 Asset
(Liability)
Fair Value		 Notional
Amount		 Asset
(Liability)
Fair Value
  (dollars in thousands)
Interest Rate Locks with Customers
Positive fair values $ 212,169  $ 852  $ 171,933  $ 389 
Negative fair values 668  (2) 3,888  (58)
Forward Commitments
Positive fair values —  —  51,250  363 
Negative fair values 44,185  (471) —  — 
Interest Rate Derivatives with Customers(1)
Positive fair values 1,275,789  24,899  767,905  8,480 
Negative fair values 3,454,753  (183,590) 3,976,294  (239,058)
Interest Rate Derivatives with Dealer Counterparties
Positive fair values 3,454,753  110,551  3,976,294  150,480 
Negative fair values 1,275,789  (25,265) 767,905  (10,734)
Interest Rate Derivatives used in Cash Flow Hedges
Positive fair values 2,250,000  4,011  2,500,000  227 
Negative fair values 1,150,000  (537) 1,400,000  (2,971)
Foreign Exchange Contracts with Customers
Positive fair values 14,517  245  28,327  1,619 
Negative fair values 12,352  (393) 693  (27)
Foreign Exchange Contracts with Correspondent Banks
Positive fair values 17,903  528  4,059  63 
Negative fair values 12,100  (182) 32,406  (1,569)
(1) Fair values are net of a valuation allowance of $366.3 thousand as of March 31, 2025 and December 31, 2024.









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The following table presents the effect of cash flow hedge accounting on AOCI:

Amount of Gain (Loss) Recognized in OCI on Derivative Amount of Gain (Loss) Recognized in OCI Included Component Amount of Gain (Loss) Recognized in OCI Excluded Component Location of Gain (Loss) Recognized from AOCI into Income Amount of Gain (Loss) Reclassified from AOCI into Income Amount of Gain (Loss) Reclassified from AOCI into Income Included Component Amount of Gain (Loss) Reclassified from AOCI into Income Excluded Component
(dollars in thousands)
Three months ended March 31, 2025
Interest Rate Products $ 3,541  $ 3,541  $ —  Interest Income $ (4,491) $ (4,491) $ — 
Interest Rate Products (1,260) (1,260) —  Interest Expense (53) (53) — 
Total $ 2,281  $ 2,281  $ —  $ (4,544) $ (4,544) $ — 
Three months ended March 31, 2024
Interest Rate Products $ (5,659) $ (5,659) —  Interest Income $ (7,032) $ (7,032) — 
Interest Rate Products 11,215  11,215  —  Interest Expense 2,020  2,020  — 
Total $ 5,556  $ 5,556  —  $ (5,012) $ (5,012) — 

The following table presents the effect of fair value and cash flow hedge accounting on the income statement:

Consolidated Statements of Income Classification
2025 2024
Interest Income Interest Expense Interest Income Interest Expense
(dollars in thousands)
Three months ended March 31
Total amounts of income line items presented in the Consolidated Statements of Income in which the effects of fair value or cash flow hedges are recorded $ (4,491) $ (53) $ (7,032) $ 2,020 
The effects of fair value and cash flow hedging:
Amount of (loss) gain reclassified from AOCI into income (4,491) (53) (7,032) 2,020 
Interest rate derivatives:
Amount of (loss) gain reclassified from AOCI into income as a result that a forecasted transaction is no longer probable of occurring —  —  —  — 
Amount of (loss) gain reclassified from AOCI into income - included component (4,491) (53) (7,032) 2,020 
Amount of (loss) gain reclassified from AOCI into income - excluded component —  —  —  — 
During the next twelve months, the Corporation estimates that an additional $16.3 million will be reclassified as a decrease to net interest income.







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The following table presents the fair value gains (losses) on derivative financial instruments:

Consolidated Statements of Income Classification Three months ended March 31
  2025 2024
(dollars in thousands)
Mortgage banking derivatives(1)
 Mortgage banking income $ 802  $ 1,167 
Interest rate derivatives Other income 149  151 
Foreign exchange contracts Other income 170  39 
Net fair value gains (losses) on derivative financial instruments $ 1,121  $ 1,357 
(1) Includes interest rate locks with customers and forward commitments.

The Corporation has elected to measure mortgage loans held for sale at fair value. The following table presents mortgage loans held for sale and the impact of the fair value election on the Consolidated Financial Statements:

March 31,
2025		 December 31,
2024
  (dollars in thousands)
Amortized cost(1)
 $ 15,637  $ 25,316 
Fair value 15,965  25,618 
(1) Cost basis of mortgage loans held for sale represents the unpaid principal balance.

Gains and losses related to changes in fair values of mortgage loans held for sale were a gain of $25.7 thousand for the three months ended March 31, 2025 compared to a loss of $0.2 million for the three months ended March 31, 2024. Gains and losses are recorded on the Consolidated Income Statements as adjustments to mortgage banking income.































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Balance Sheet Offsetting

The fair values of interest rate derivative agreements and foreign exchange contracts the Corporation enters into with customers and dealer counterparties may be eligible for offset on the Consolidated Balance Sheets if they are subject to master netting arrangements or similar agreements. The Corporation has elected to net its financial assets and liabilities designated as interest rate derivatives when offsetting is permitted. The following table presents the Corporation's financial instruments that are eligible for offset, and the effects of offsetting, on the Consolidated Balance Sheets:

Gross Amounts Gross Amounts Not Offset
Recognized  on the Consolidated
on the Balance Sheets
Consolidated Financial Cash Net
Balance Sheets
Instruments(1)
Collateral(2)
 Amount
(dollars in thousands)
March 31, 2025
Interest rate derivative assets $ 139,461  $ (16,003) $ —  $ 123,458 
Foreign exchange derivative assets with correspondent banks 528  (528) —  — 
Total $ 139,989  $ (16,531) $ —  $ 123,458 
Interest rate derivative liabilities $ 209,392  $ (19,477) $ (72,464) $ 117,451 
Foreign exchange derivative liabilities with correspondent banks 182  (528) —  (346)
Total $ 209,574  $ (20,005) $ (72,464) $ 117,105 
December 31, 2024
Interest rate derivative assets $ 159,187  $ (12,739) $ —  $ 146,448 
Foreign exchange derivative assets with correspondent banks 63  (63) —  — 
Total $ 159,250  $ (12,802) $ —  $ 146,448 
Interest rate derivative liabilities $ 252,763  $ (9,995) $ (94,339) $ 148,429 
Foreign exchange derivative liabilities with correspondent banks 1,569  (63) —  1,506 
Total $ 254,332  $ (10,058) $ (94,339) $ 149,935 
(1) For interest rate derivative assets, amounts represent any derivative liability fair values that could be offset in the event of counterparty or customer default.
For interest rate derivative liabilities, amounts represent any derivative asset fair values that could be offset in the event of counterparty or customer default.
(2) Amounts represent cash collateral received from the counterparty or posted by the Corporation on interest rate derivative transactions and foreign exchange
contracts with financial institution counterparties. Interest rate derivatives with customers are collateralized by the same collateral securing the underlying
loans to those borrowers. Cash and securities collateral amounts are included in the table only to the extent of the net derivative fair values.

Cash Flow Hedge Terminations

In October 2024, the Corporation terminated interest rate derivatives designated as cash flow hedges with a combined notional amount of $250.0 million. As the hedged transaction continues to be probable, the unrealized losses will be recorded in AOCI and will be recognized as an increase to interest expense when the previously forecasted hedged items affect earnings in future periods. During the three months ended March 31, 2025, $0.2 million of these unrealized losses were reclassified as an increase to interest expense on borrowings on the Consolidated Statements of Income. During the year ended December 31, 2024, $0.2 million of these unrealized losses were reclassified as an increase to interest expense on borrowings on the Consolidated Statements of Income.

In January 2023, the Corporation terminated interest rate derivatives designated as cash flow hedges with a combined notional amount of $1.0 billion. As the hedged transaction continues to be probable, the unrealized losses that have been recorded in AOCI are recognized as a reduction to interest income, including fees, when the previously forecasted hedged item affects earnings in future periods. During the three months ended March 31, 2025, $3.3 million of these unrealized losses have been reclassified as a reduction of interest income on loans, including fees, on the Consolidated Statements of Income. During the year ended December 31, 2024, $27.9 million of these unrealized losses have been reclassified as a reduction of interest income on loans, including fees, on the Consolidated Statements of Income.





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NOTE 8 – Accumulated Other Comprehensive (Loss) Income

The following table presents the components of OCI:
Before-Tax Amount Tax Effect Net of Tax Amount
(dollars in thousands)
Three months ended March 31, 2025
Net unrealized gains on investment securities(1)
 $ 12,630  $ (2,861) $ 9,769 
Reclassification adjustment for investment securities net change included in net income(2)
 2  —  2 
Amortization of net unrealized gains (losses) on AFS investment securities transferred to HTM(2)
 1,716  (388) 1,328 
Net unrealized holding gains (losses) arising during the period on interest rate derivatives used in cash flow hedges 2,281  (517) 1,764 
Reclassification adjustment for net change realized in net income on interest rate derivatives used in cash flow hedges 4,544  (1,029) 3,515 
Amortization of net unrecognized pension and postretirement items(3)
 (136) 30  (106)
Total Other Comprehensive Income $ 21,037  $ (4,765) $ 16,272 
Three months ended March 31, 2024
Net unrealized losses on investment securities(1)
 $ (21,546) $ 4,881  $ (16,665)
Amortization of net unrealized gains (losses) on AFS investment securities transferred to HTM(2)
 1,793  (406) 1,387 
Net unrealized holding gains (losses) arising during the period on interest rate derivatives used in cash flow hedges 5,556  (1,259) 4,297 
Reclassification adjustment for net change realized in net income on interest rate derivatives used in cash flow hedges 5,012  (1,113) 3,899 
Amortization of net unrecognized pension and postretirement items(3)
 (135) 29  (106)
Total Other Comprehensive Loss $ (9,320) $ 2,132  $ (7,188)
(1) Amounts reclassified out of AOCI. Before-tax amounts included in "Investment securities (losses) gains, net" on the Consolidated Statements of Income.
(2) Amounts reclassified out of AOCI. Before-tax amounts included as a reduction to "Interest Income - Investment Securities" in on the Consolidated
Statements of Income.
(3) Amounts reclassified out of AOCI. Before-tax amounts included in "Salaries and employee benefits" on the Consolidated Statements of Income.
































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The following table presents changes in each component of AOCI, net of tax:
Unrealized Gains (Losses) on Investment Securities Net Unrealized Gain (Loss) on Interest Rate Derivatives used in Cash Flow Hedges Unrecognized Pension and Postretirement Plan Income (Costs) Total
(dollars in thousands)
Three months ended March 31, 2025
Balance at December 31, 2024 $ (275,989) $ (16,052) $ 4,222  $ (287,819)
OCI before reclassifications 9,769  1,764  —  11,533 
Amounts reclassified from AOCI 2  3,515  (106) 3,411 
Amortization of net unrealized gains (losses) on AFS investment securities transferred to HTM 1,328  —  —  1,328 
Balance at March 31, 2025 $ (264,890) $ (10,773) $ 4,116  $ (271,547)
Three months ended March 31, 2024
Balance at December 31, 2023 $ (274,862) $ (34,783) $ (2,635) $ (312,280)
OCI before reclassifications (16,665) 4,297  —  (12,368)
Amounts reclassified from AOCI —  3,899  (106) 3,793 
Amortization of net unrealized gains (losses) on AFS investment securities transferred to HTM 1,387  —  —  1,387 
Balance at March 31, 2024 $ (290,140) $ (26,587) $ (2,741) $ (319,468)

NOTE 9 – Fair Value Measurements

FASB ASC Topic 820 establishes a fair value hierarchy for the inputs to valuation techniques used to measure assets and liabilities at fair value using the following three categories (from highest to lowest priority):

•Level 1 – Inputs that represent quoted prices for identical instruments in active markets.
•Level 2 – Inputs that represent quoted prices for similar instruments in active markets or quoted prices for identical instruments in non-active markets. Also includes valuation techniques whose inputs are derived principally from observable market data other than quoted prices, such as interest rates or other market-corroborated means.
•Level 3 – Inputs that are largely unobservable, as little or no market data exists for the instrument being valued.























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All assets and liabilities measured at fair value on both a recurring and nonrecurring basis have been categorized into the above three levels. The following tables present assets and liabilities measured at fair value on a recurring basis and reported on the Consolidated Balance Sheets:
  March 31, 2025
  Level 1 Level 2 Level 3 Total
  (dollars in thousands)
Loans held for sale $ —  $ 15,965  $ —  $ 15,965 
AFS investment securities:
State and municipal securities —  791,697  —  791,697 
Corporate debt securities —  284,733  —  284,733 
Collateralized mortgage obligations —  1,006,848  —  1,006,848 
Residential mortgage-backed securities —  973,352  —  973,352 
Commercial mortgage-backed securities —  518,413  —  518,413 
Total AFS investment securities —  3,575,043  —  3,575,043 
Other assets:
Investments held in Rabbi Trust 35,307  —  —  35,307 
Derivative assets 773  140,313  —  141,086 
Total assets $ 36,080  $ 3,731,321  $ —  $ 3,767,401 
Other liabilities:
Deferred compensation liabilities $ 35,307  $ —  $ —  $ 35,307 
Derivative liabilities 575  209,865  —  210,440 
Total liabilities $ 35,882  $ 209,865  $ —  $ 245,747 

  December 31, 2024
  Level 1 Level 2 Level 3 Total
  (dollars in thousands)
Loans held for sale $ —  $ 25,618  $ —  $ 25,618 
AFS investment securities:
State and municipal securities —  814,887  —  814,887 
Corporate debt securities —  300,370  —  300,370 
Collateralized mortgage obligations —  788,885  —  788,885 
Residential mortgage-backed securities —  989,875  —  989,875 
Commercial mortgage-backed securities —  516,882  —  516,882 
Total AFS investment securities —  3,410,899  —  3,410,899 
Other assets:
Investments held in Rabbi Trust 35,093  —  —  35,093 
Derivative assets 1,682  159,939  —  161,621 
Total assets $ 36,775  $ 3,596,456  $ —  $ 3,633,231 
Other liabilities:
Deferred compensation liabilities $ 35,093  $ —  $ —  $ 35,093 
Derivative liabilities 1,596  252,821  —  254,417 
Total liabilities $ 36,689  $ 252,821  $ —  $ 289,510 

The valuation techniques used to measure fair value for the items in the preceding tables are as follows:

Loans held for sale – This category includes mortgage loans held for sale that are measured at fair value. Fair values as of March 31, 2025 and December 31, 2024 were measured at the price that secondary market investors were offering for loans with similar characteristics.
25


AFS investment securities – Included in this asset category are debt securities. Level 2 investment securities are valued by a third-party pricing service. The pricing service uses pricing models that vary based on asset class and incorporate available market information, including quoted prices of investment securities with similar characteristics. Because many fixed income securities do not trade on a daily basis, pricing models use available information, as applicable, through processes such as benchmark yield curves, benchmarking of like securities, sector groupings and matrix pricing.

Standard market inputs include: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data, including market research publications. For certain security types, additional inputs may be used or some of the standard market inputs may not be applicable.

•State and municipal securities/Collateralized mortgage obligations/Residential mortgage-backed securities/Commercial mortgage-backed securities – These debt securities are classified as Level 2. Fair values are determined by a third-party pricing service, as detailed above.

•Corporate debt securities – These securities are classified as Level 2. This category consists of subordinated debt and senior debt issued by financial institutions ($277.5 million at March 31, 2025 and $293.1 million at December 31, 2024) and other corporate debt issued by non-financial institutions ($7.2 million and $7.3 million at March 31, 2025 and December 31, 2024, respectively). The fair values for these corporate debt securities are determined by a third-party pricing service as detailed above.

Investments held in Rabbi Trust – This category consists of mutual funds that are held in trust for employee deferred compensation plans that the Corporation has elected to measure at fair value. Shares of mutual funds are valued based on net asset value, which represent quoted market prices for the underlying shares held in the mutual funds, and as such, are classified as Level 1.

Derivative assets – Fair value of foreign currency exchange contracts are classified as Level 1 assets ($0.8 million and $1.7 million at March 31, 2025 and December 31, 2024, respectively). The foreign exchange prices used to measure these items at fair value are based on quoted prices for identical instruments in active markets.

Level 2 assets represent the fair value of mortgage banking derivatives in the form of interest rate locks and forward commitments with secondary market investors ($0.9 million at March 31, 2025 and $0.8 million at December 31, 2024) and the fair value of interest rate derivatives ($139.5 million at March 31, 2025 and $159.2 million at December 31, 2024). The fair values of the interest rate locks, forward commitments and interest rate derivatives represent the amounts that would be required to settle the derivative financial instruments at the balance sheet date. See "Note 7 - Derivative Financial Instruments," for additional information.

Deferred compensation liabilities – Fair value of amounts due to employees under deferred compensation plans, classified as Level 1 liabilities and are included in other liabilities on the Consolidated Balance Sheets. The fair values of these liabilities are determined in the same manner as the related assets, as described under the heading "Investments held in Rabbi Trust" above.

Derivative liabilities – Level 1 liabilities represent the fair value of foreign currency exchange contracts ($0.6 million at March 31, 2025 and $1.6 million at December 31, 2024).

Level 2 liabilities represent the fair value of mortgage banking derivatives in the form of interest rate locks and forward commitments with secondary market investors ($0.5 million at March 31, 2025 and $0.1 million at December 31, 2024) and the fair value of interest rate derivatives ($209.4 million at March 31, 2025 and $252.8 million at December 31, 2024).

The fair values of these liabilities are determined in the same manner as the related assets as described under the heading "Derivative assets" above.







26

Certain financial instruments are not measured at fair value on an ongoing basis but are subject to fair value measurement in certain circumstances, such as upon their acquisition or when there is evidence of impairment. The following table presents Level 3 financial assets measured at fair value on a nonrecurring basis:
  March 31,
2025		 December 31,
2024
  (dollars in thousands)
Loans, Net $ 139,481  $ 168,668 
OREO 2,193  2,621 
MSRs(1)
 51,277  53,972 
SBA servicing asset 2,918  3,120 
Total assets $ 195,869  $ 228,381 
(1) Amounts shown are estimated fair value. MSRs are recorded on the Corporation's Consolidated Balance Sheets at the lower of amortized cost or fair value.
See "Note 6 - Mortgage Servicing Rights" for additional information.

The valuation techniques used to measure fair value for the items in the table above are as follows:

•Loans, net – This category consists of loans that were individually evaluated for impairment and have been classified as Level 3 assets. The amount shown is the balance of non-accrual loans, net of related ACL. See "Note 5 - Loans and Allowance for Credit Losses," for additional details.

•OREO – This category consists of OREO classified as Level 3 assets, for which the fair values were based on estimated selling prices less estimated selling costs for similar assets in active markets.

•MSRs – This category consists of MSRs, which were initially recorded at fair value upon the sale of residential mortgage loans to secondary market investors, and subsequently carried at the lower of amortized cost or fair value. MSRs are amortized as a reduction to servicing income over the estimated lives of the underlying loans. MSRs are stratified by product type and evaluated for impairment by comparing each stratum's carrying amount to its estimated fair value. Fair values are determined at the end of each quarter through a discounted cash flows valuation performed by a third-party valuation expert. Significant inputs to the valuation included expected net servicing income, the discount rate and the expected life of the underlying loans. Expected life is based on the contractual terms of the loans as adjusted for prepayment projections. The weighted average annual constant prepayment rate and the weighted average discount rate used in the March 31, 2025 valuation were 7.2% and 9.5%, respectively. Management reviews the reasonableness of the significant inputs to the third-party valuation in comparison to market data. See "Note 6 - Mortgage Servicing Rights," for additional information.

•SBA servicing asset – This category consists of the retained servicing rights on SBA-guaranteed loans sold to investors. The standard sale structure under the SBA Secondary Participation Guaranty Agreement provides for the Corporation to retain a portion of the cash flow from the interest payment received on the SBA guaranteed portion of the loan, which is commonly known as a servicing spread. A third-party valuation expert is utilized to perform the modeling to estimate the fair value of the SBA servicing asset. Because the valuation model uses significant unobservable inputs, the SBA servicing asset is classified within Level 3.
















27

The following tables detail the book values and the estimated fair values of the Corporation's financial instruments:
  March 31, 2025
Estimated Fair Value
Carrying Amount Level 1 Level 2 Level 3 Total
(dollars in thousands)
FINANCIAL ASSETS
Cash and cash equivalents $ 1,030,456  $ 1,030,456  $ —  $ —  $ 1,030,456 
FRB and FHLB stock 136,164  —  136,164  —  136,164 
Loans held for sale 15,965  —  15,965  —  15,965 
AFS investment securities 3,575,043  —  3,575,043  —  3,575,043 
HTM investment securities 1,496,280  —  1,309,834  —  1,309,834 
Loans, net 23,482,897  —  —  22,148,322  22,148,322 
Accrued interest receivable 116,215  116,215  —  —  116,215 
Other assets 721,350  545,629  140,313  56,590  742,532 
FINANCIAL LIABILITIES    
Demand and savings deposits $ 21,448,848  $ 21,448,848  $ —  $ —  $ 21,448,848 
Brokered deposits 738,458  141,084  597,097  —  738,181 
Time deposits 4,141,666  —  4,138,508  —  4,138,508 
Accrued interest payable 27,014  27,014  —  —  27,014 
FHLB advances 750,000  750,725  —  —  750,725 
Senior debt and subordinated debt 367,396  —  355,739  —  355,739 
Other borrowings 539,804  520,975  1,202  —  522,177 
Other liabilities 430,949  206,158  209,865  14,947  430,970 

December 31, 2024
Estimated Fair Value
Carrying Amount Level 1 Level 2 Level 3 Total
(dollars in thousands)
FINANCIAL ASSETS
Cash and cash equivalents $ 1,063,871  $ 1,063,871  $ —  $ —  $ 1,063,871 
FRB and FHLB stock 139,574  —  139,574  —  139,574 
Loans held for sale 25,618  —  25,618  —  25,618 
AFS investment securities 3,410,899  —  3,410,899  —  3,410,899 
HTM investment securities 1,395,569  —  1,183,449  —  1,183,449 
Loans, net 23,665,763  —  —  22,555,687  22,555,687 
Accrued interest receivable 117,029  117,029  —  —  117,029 
Other assets 736,502  543,251  159,939  59,713  762,903 
FINANCIAL LIABILITIES
Demand and savings deposits $ 21,135,478  $ 21,135,478  $ —  $ —  $ 21,135,478 
Brokered deposits 843,857  145,056  698,647  —  843,703 
Time deposits 4,150,098  —  4,154,726  —  4,154,726 
Accrued interest payable 31,620  31,620  —  —  31,620 
FHLB advances 850,000  851,470  —  —  851,470 
Senior debt and subordinated debt 367,316  —  253,818  —  253,818 
Other borrowings 564,732  544,908  901  —  545,809 
Other liabilities 467,011  200,029  252,821  14,161  467,011 

Fair values of financial instruments are significantly affected by the assumptions used, principally the timing of future cash flows and discount rates. Because assumptions are inherently subjective in nature, the estimated fair values cannot be substantiated by comparison to independent market quotes and, in many cases, the estimated fair values could not necessarily be realized in an immediate sale or settlement of the instrument.
28

The aggregate fair value amounts presented do not necessarily represent management’s estimate of the underlying value of the Corporation.

For short-term financial instruments, defined as those with remaining maturities of 90 days or less, and excluding those recorded at fair value on the Corporation's Consolidated Balance Sheets, book value was considered to be a reasonable estimate of fair value.

The following instruments are predominantly short-term:
Assets    Liabilities
Cash and cash equivalents    Demand and savings deposits
Accrued interest receivable    Other borrowings
   Accrued interest payable

FRB and FHLB stock represent restricted investments and are carried at cost on the Consolidated Balance Sheets, which is a reasonable estimate of fair value.

As of March 31, 2025, fair values for loans and time deposits were estimated by discounting future cash flows using the current rates, as adjusted for liquidity considerations, at which similar loans would be made to borrowers and similar deposits would be issued to customers for the same remaining maturities. Fair values of loans also include estimated credit losses that would be assumed in a market transaction, which represents estimated exit prices.

Brokered deposits consist of demand and saving deposits, which are classified as Level 1, and time deposits, which are classified as Level 2. The fair value of these deposits is determined in a manner consistent with the respective type of deposits discussed above.


NOTE 10 – Net Income Per Share

Basic net income per share is calculated as net income available to common shareholders divided by the weighted average number of shares outstanding.

Diluted net income per share is calculated as net income available to common shareholders divided by the weighted average number of shares outstanding plus the incremental number of shares added as a result of converting common stock equivalents, calculated using the treasury stock method. The Corporation's common stock equivalents consist of restricted stock, RSUs, and PSUs. PSUs are required to be included in weighted average diluted shares outstanding if performance measures, as defined in each PSU award agreement, are met as of the end of the period.

A reconciliation of weighted average shares outstanding used to calculate basic and diluted net income per share follows (in thousands, except per share data):
Three months ended March 31
  2025 2024
Weighted average shares outstanding (basic) 182,179  162,706 
Impact of common stock equivalents 1,898  1,814 
Weighted average shares outstanding (diluted) 184,077  164,520 
Per share:
Basic $ 0.50  $ 0.36 
Diluted 0.49  0.36 







29


NOTE 11 – Stock-Based Compensation

The Corporation grants equity awards to employees in the form of restricted stock, RSUs and PSUs under its Employee Equity Plan. In addition, employees may purchase stock under the Corporation's ESPP. The fair value of equity awards granted to employees is recognized as compensation expense over the period during which employees are required to provide service in exchange for such awards.

The Corporation also grants equity awards to non-employee members of its Board of Directors and the Bank's Board of Directors under the Directors' Plan. Under the Directors' Plan, the Corporation can grant equity awards to non-employee Corporation and Bank directors in the form of restricted stock, RSUs or common stock. Recent grants of equity awards under the Directors' Plan have been limited to RSUs.

As of March 31, 2025, the Employee Equity Plan had approximately 3.9 million shares reserved for future grants through 2032, and the Directors' Plan had approximately 323,000 shares reserved for future grants through 2033.

The following table presents compensation expense and the related tax benefits for equity awards recognized in the Consolidated Statements of Income:

Three months ended March 31
  2025 2024
  (dollars in thousands)
Compensation expense $ 1,932  $ 667 
Tax benefit (431) (144)
Total stock-based compensation, net of tax $ 1,501  $ 523 


NOTE 12 – Employee Benefit Plans

The Corporation's 401(k) Retirement Plan is a defined contribution plan under which eligible employees may defer a portion of their pre-tax covered compensation on an annual basis, with employer matches of up to 5% of employee compensation. 401(k) Retirement Plan expense for the three months ended March 31, 2025 and 2024 was $2.6 million and $3.2 million, respectively.

The net periodic pension cost for the Pension Plan consisted of the following components:

Three months ended March 31
  2025 2024
  (dollars in thousands)
Interest cost $ 768  $ 790 
Expected return on plan assets (978) (976)
Net periodic pension cost $ (210) $ (186)

The components of the net benefit for the Postretirement Plan consisted of the following components:

Three months ended March 31
  2025 2024
  (dollars in thousands)
Interest cost $ 9  $ 10 
Net accretion and deferral (136) (136)
Net periodic benefit $ (127) $ (126)

In connection with the Merger, the Corporation assumed the obligations of Prudential Bancorp under a multiemployer defined benefit pension plan that had previously been closed to new Prudential Bancorp participants.
30

The Corporation recognizes the funded status of its Pension Plan and Postretirement Plan on the Consolidated Balance Sheets and recognizes the change in that funded status through OCI.


NOTE 13 - Segment Reporting

The Corporation has one reportable segment whose primary sources of revenue are interest income on loans, investment securities and other interest-earning assets and fee income earned on its products and services. Its expenses consist of interest expense on deposits and borrowed funds, provision for credit losses, other operating expenses and income taxes. The Corporation manages its business activities on a consolidated basis.

The accounting policies of the segment are the same as those described in "Note 1 – Summary of Significant Accounting Policies" of the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024.

The Chief Operating Decision Maker is the Chairman and Chief Executive Officer ("CEO") who assesses performance of the segment based on net income available to common shareholders and net income available to common shareholders per share (diluted), which is reported in the Consolidated Statements of Income.

Net income available to common shareholders and net income available to common shareholders per share (diluted), are used to monitor actual results versus budget, in competitive analyses by benchmarking to the Corporation’s peers, and in decision-making pertaining to executive compensation levels, common stock and preferred stock dividend levels, common share repurchases and capital expenditure spending.

The measure of segment net income is reported on the Consolidated Statements of Income and the measure of segment assets is reported on the Consolidated Balance Sheet.

NOTE 14 – Commitments and Contingencies

Commitments

The Corporation is a party to financial instruments with OBS risk in the normal course of business to meet the financing needs of its borrowers or obligors.

Commitments to extend credit are agreements to lend to a borrower or obligor as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee by the borrower or obligor. Because a portion of the commitments is expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Corporation evaluates each borrower's or obligor's creditworthiness on a case-by-case basis. The amount of collateral, if any, obtained upon an extension of credit is based on management's credit evaluation of the borrower or obligor. Collateral held varies but may include accounts receivable, inventory, property, equipment and income-producing commercial properties.

Standby letters of credit are conditional commitments issued to guarantee the financial or performance obligation of a borrower or obligor to a third party. Commercial letters of credit are conditional commitments issued to facilitate foreign and domestic trade transactions for borrowers or obligors. The credit risk involved in issuing letters of credit is similar to that involved in extending loan facilities. These obligations are underwritten consistent with commercial lending standards. The maximum exposure to loss for standby and commercial letters of credit is equal to the contractual (or notional) amount of the instruments.

The following table presents the Corporation's commitments to extend credit and letters of credit:
March 31,
2025		 December 31, 2024
  (dollars in thousands)
Commitments to extend credit $ 8,765,791  $ 8,828,595 
Standby letters of credit 283,615  279,309 
Commercial letters of credit 37,932  48,993 



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Residential Lending

The Corporation originates and sells residential mortgages to secondary market investors. The Corporation provides customary representations and warranties to secondary market investors that specify, among other things, that the loans have been underwritten to the standards of the secondary market investor. The Corporation may be required to repurchase specific loans or reimburse the investor for a credit loss incurred on a sold loan if it is determined that the representations and warranties have not been met. Under some agreements with secondary market investors, the Corporation may have additional credit exposure beyond customary representations and warranties, based on the specific terms of those agreements.

The Corporation maintains a reserve for estimated losses related to loans sold to investors. As of March 31, 2025 and December 31, 2024, the total reserve for losses on residential mortgage loans sold was $1.5 million, including reserves for both representation and warranty and credit loss exposures. In addition, included as a component of ACL - OBS credit exposures, was $0.9 million and $1.2 million, as of March 31, 2025 and December 31, 2024, respectively, related to additional credit exposures for potential loan repurchases.

Legal Proceedings

The Corporation is involved in various pending and threatened claims and other legal proceedings in the ordinary course of its business activities. The Corporation evaluates the possible impact of these matters, taking into consideration the most recent information available. A loss reserve is established for those matters for which the Corporation believes a loss is both probable and reasonably estimable. Once established, the reserve is adjusted as appropriate to reflect any subsequent developments. Actual losses with respect to any such matter may be more or less than the amount estimated by the Corporation. For matters where a loss is not probable, or the amount of the loss cannot be reasonably estimated by the Corporation, no loss reserve is established.

In addition, from time to time, the Corporation is involved in investigations or other forms of regulatory or governmental inquiry covering a range of possible issues and, in some cases, these may be part of similar reviews of the specified activities of other companies. These inquiries or investigations could lead to administrative, civil or criminal proceedings involving the Corporation, and could result in fines, penalties, restitution, other types of sanctions, or the need for the Corporation to undertake remedial actions, or to alter its business, financial or accounting practices. The Corporation's practice is to cooperate fully with regulatory and governmental inquiries and investigations.

As of the date of this report, the Corporation believes that any liabilities, individually or in the aggregate, that may result from the final outcomes of pending legal proceedings, or regulatory or governmental inquiries or investigations, will not have a material adverse effect on the financial condition of the Corporation. However, legal proceedings, inquiries and investigations are often unpredictable, and it is possible that the ultimate resolution of any such matters, if unfavorable, may be material to the Corporation's results of operations in any future period, depending, in part, upon the size of the loss or liability imposed and the operating results for the period, and could have a material adverse effect on the Corporation's business. In addition, regardless of the ultimate outcome of any such legal proceeding, inquiry or investigation, any such matter could cause the Corporation to incur additional expenses, which could be significant, and possibly material, to the Corporation's results of operations in any future period.


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

This Management's Discussion relates to the Corporation, a financial holding company registered under the BHCA and incorporated under the laws of the Commonwealth of Pennsylvania, and its wholly owned subsidiaries. Management's Discussion should be read in conjunction with the Consolidated Financial Statements and other financial information presented in this Quarterly Report on Form 10-Q.

OVERVIEW

The Corporation is a financial holding company, which, through its wholly-owned banking subsidiary, provides a full range of consumer and commercial financial services in Pennsylvania, Delaware, Maryland, New Jersey and Virginia.

The Corporation generates the majority of its revenue through net interest income, or the difference between interest earned on loans and investments and interest paid on deposits and borrowings. Growth in net interest income is dependent upon balance sheet growth and maintaining or increasing the NIM, which is FTE net interest income as a percentage of average interest-earning assets. The Corporation also generates revenue through fees earned on the various services and products offered to its customers and through gains on sales of assets, such as loans, investments and properties. Offsetting these revenue sources are provisions for credit losses on loans and OBS credit risks, non-interest expenses and income taxes.

The following table presents a summary of the Corporation's earnings and selected performance ratios:
Three months ended March 31
  2025 2024
(dollars in thousands, except per share data)
Net income $ 92,987 $ 61,941
Net income available to common shareholders 90,425 59,379
Net income available to common shareholders per share (diluted) 0.49 0.36
Operating net income available to common shareholders per share(1)
 0.52 0.40
Return on average assets, annualized 1.18  % 0.91  %
Operating return on average assets, annualized(1)
 1.25  % 1.00  %
Return on average common shareholders' equity, annualized 11.98  % 9.28  %
Operating return on average common shareholders' equity (tangible), annualized(1)
 15.95  % 13.08  %
Net interest margin(2)
 3.43  % 3.32  %
Efficiency ratio(1)
 56.7  % 63.2  %
Non-performing assets to total assets 0.62  % 0.57  %
Net charge-offs to average loans, annualized 0.21  % 0.16  %
(1) Represents a financial measure derived by methods other than GAAP. See reconciliation of this non-GAAP financial measure to the most directly
comparable GAAP measure under the "Supplemental Reporting of Non-GAAP Based Financial Measures" section of Management's Discussion.
(2) Presented on a FTE basis using a 21% federal tax rate and statutory interest expense disallowances.

Acquisition of Substantially all of the Assets and Assumption of Substantially all of the Deposits and Certain Liabilities of Republic First Bank from the FDIC

On the Acquisition Date, Fulton Bank completed the Republic First Transaction and acquired approximately $4.8 billion of assets of Republic First Bank and assumed approximately $5.6 billion of liabilities of Republic First Bank. The Bank received approximately $0.8 billion of cash from the FDIC in connection with the Republic First Transaction.

See "Note 2 - Business Combinations" in the Notes to Consolidated Financial Statements in Part I, "Item 1.




33

Financial Highlights

Financial Statements." Net Income Available to Common Shareholders and Net Income Per Share - Net income available to common shareholders was $90.4 million for the three months ended March 31, 2025, a $31.0 million increase compared to $59.4 million for the same period in 2024. Net income available to common shareholders per diluted share was $0.49 for the three months ended March 31, 2025, a $0.13 increase compared to the same period in 2024.


Three Months Ended March 31, 2025 Results were Impacted by the Following Items:

•Net interest margin of 3.43%, an 11 bps increase compared to 3.32% for the same period in 2024.

•Net interest income of $251.2 million, a $44.3 million increase compared to $206.9 million for the same period in 2024.

•Provision for credit losses of $13.9 million resulting in an allowance for credit losses attributable to net loans of $379.7 million, or 1.59% of total net loans as of March 31, 2025.

•Non-interest income of $67.2 million, a $10.1 million increase compared to $57.1 million for the same period in 2024.

•Non-interest expense of $189.5 million, an $11.9 million increase compared to $177.6 million for the same period in 2024.

Critical Accounting Policies

The Corporation's accounting policies are fundamental to understanding Management’s Discussion. Critical policies are those that the Corporation considers to be most important to the presentation of its financial condition and results of operations, because they require management's most difficult judgments as a result of the need to make estimates about the effects of matters that are inherently uncertain.

The Corporation's critical accounting policies are described in Part II, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024.

Supplemental Reporting of Non-GAAP Based Financial Measures

This Quarterly Report on Form 10-Q contains supplemental financial information, as detailed below, that has been derived by methods other than GAAP. The Corporation has presented these non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation's results of operations. Presentation of these non-GAAP financial measures is consistent with how the Corporation evaluates its performance internally and these non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation's industry. Management believes that these non-GAAP financial measures, in addition to GAAP measures, are also useful to investors to evaluate the Corporation's results. Investors should recognize that the Corporation's presentation of these non-GAAP financial measures might not be comparable to similarly-titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures, and the Corporation strongly encourages a review of its Consolidated Financial Statements in their entirety.













34

Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measure follow:

Three months ended March 31
2025 2024
(dollars in thousands, except per share data and share data)
Operating net income available to common shareholders
Net income available to common shareholders $ 90,425 $ 59,379
Less: Other revenue (122) (151)
Plus: Core deposit intangible amortization 6,155 441
Plus: Acquisition-related expense 380 —
Plus: FDIC special assessment — 956
Plus: FultonFirst implementation and asset disposals (47) 6,329
Less: Tax impact of adjustments (1,337) (1,591)
Operating net income available to common shareholders (numerator) $ 95,454 $ 65,363
Weighted average shares (diluted) (denominator) 184,077 164,520
Operating net income available to common shareholders, per share (diluted) $ 0.52 $ 0.40
Operating return on average assets(1)
Net income $ 92,987 $ 61,941
Less: Other revenue (122) (151)
Plus: Core deposit intangible amortization 6,155 441
Plus: Acquisition-related expense 380 —
Plus: FDIC special assessment — 956
Plus: FultonFirst implementation and asset disposals (47) 6,329
Less: Tax impact of adjustments (1,337) (1,591)
Operating net income (numerator) $ 98,016 $ 67,925
Total average assets 31,971,601 27,427,626
Less: Average net core deposit intangible (77,039) (4,666)
     Total operating average assets (denominator) $ 31,894,562 $ 27,422,960
Operating return on average assets 1.25  % 1.00  %
Operating return on average common shareholders' equity (tangible)(1)
Net income available to common shareholders $ 90,425 $ 59,379
Less: Other revenue (122) (151)
Plus: Intangible amortization 6,269 573
Plus: Acquisition-related expense 380 —
Plus: FDIC special assessment — 956
Plus: FultonFirst implementation and asset disposals (47) 6,329
Less: Tax impact of adjustments (1,361) (1,618)
Adjusted net income available to common shareholders (numerator) $ 95,544 $ 65,468
35

Three months ended March 31
2025 2024
(dollars in thousands, except per share data and share data)
Average shareholders' equity 3,254,125 2,766,945
Less: Average preferred stock (192,878) (192,878)
Less: Average goodwill and intangible assets (632,254) (560,393)
Average tangible common shareholders' equity (denominator) $ 2,428,993 $ 2,013,674
Operating return on average common shareholders' equity (tangible) 15.95  % 13.08  %
Efficiency ratio
Non-interest expense $ 189,460 $ 177,600
Less: Acquisition-related expense (380) —
Less: Intangible amortization (6,269) (573)
Less: FDIC special assessment — (956)
Less: FultonFirst implementation and asset disposals 47 (6,329)
Operating non-interest expense (numerator) $ 182,858 $ 169,742
Net interest income $ 251,187 $ 206,937
Tax equivalent adjustment 4,340 4,592
Plus: Total non-interest income 67,232 57,140
Less: Other revenue (122) (151)
Plus: Investment securities losses (gains), net 2 —
Total revenue (denominator) $ 322,639 $ 268,518
Efficiency ratio 56.7  % 63.2  %
(1) Results are annualized.
36

RESULTS OF OPERATIONS

Three months ended March 31, 2025 compared to the three months ended March 31, 2024

Net Interest Income

FTE net interest income was $255.5 million for the three months ended March 31, 2025, an increase of $44.0 million, compared to $211.5 million for the same period in 2024. For the three months ended March 31, 2025, NIM increased to 3.43%, or 11 bps, compared to the same period in 2024. The Corporation manages the risk associated with changes in interest rates through the techniques described within Part 1, "Item 3, Quantitative and Qualitative Disclosures About Market Risk" in this Quarterly Report on Form 10-Q. The following table provides a comparative average balance sheet and net interest income analysis for the three months ended March 31, 2025 compared to the same period in 2024. Interest income and yields are presented on an FTE basis using a 21% federal tax rate as well as statutory interest expense disallowances. The discussion following this table is based on these taxable-equivalent amounts.

  Three months ended March 31
  2025 2024
Average
Balance
Interest (1)
 Yield/
Rate		 Average
Balance
Interest (1)
 Yield/
Rate
ASSETS (dollars in thousands)
Interest-earning assets:
Net loans(2)
 $ 24,006,863  $ 347,626  5.86  % $ 21,370,033  $ 313,882  5.90  %
   Investment securities(3)
 5,199,000  47,242  3.63  3,983,753  27,048  2.71 
Other interest-earning assets 793,126  9,164  4.67  249,079  3,328  5.36 
Total interest-earning assets 29,998,989  404,032  5.44  25,602,865  344,258  5.40 
Noninterest-earning assets:
Cash and due from banks 301,897  282,895 
Premises and equipment 191,248  223,375 
Other assets 1,864,996  1,614,746 
Less: ACL - loans(4)
 (385,529) (296,255)
Total Assets $ 31,971,601  $ 27,427,626 
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-bearing liabilities:
Demand deposits $ 7,753,586  $ 34,189  1.79  % $ 5,596,725  $ 20,500  1.47  %
Savings and money market deposits 7,971,728  45,101  2.29  6,669,228  38,797  2.34 
Brokered deposits 904,722  10,038  4.50  1,083,382  14,655  5.44 
Time deposits 4,127,784  41,564  4.08  2,968,344  29,622  4.01 
Total interest-bearing deposits 20,757,820  130,892  2.56  16,317,679  103,574  2.55 
Borrowings and other interest-bearing liabilities 1,754,900  17,613  4.07  2,608,376  29,155  4.46 
Total interest-bearing liabilities 22,512,720  148,505  2.67  18,926,055  132,729  2.82 
Noninterest-bearing liabilities:
Demand deposits 5,412,063  5,061,075 
Other liabilities 792,693  673,551 
Total Liabilities 28,717,476  24,660,681 
Shareholders’ equity 3,254,125  2,766,945 
Total Liabilities and Shareholders’ Equity $ 31,971,601  $ 27,427,626 
Net interest income/net interest margin (FTE) 255,527  3.43  % 211,529  3.32  %
Tax equivalent adjustment (4,340) (4,592)
Net interest income $ 251,187  $ 206,937 
(1) Presented on a FTE basis using a 21% federal tax rate and statutory interest expense disallowances.
(2) Average balance includes non-performing loans.
(3) Average balances include amortized historical cost for AFS investment securities; the related unrealized holding gains (losses) are included in other assets.
(4) ACL - loans relates to the ACL specifically for net loans and does not include the ACL for OBS credit exposures, which is included in other liabilities.
37

The following table summarizes the changes in FTE interest income and interest expense resulting from changes in average balances (volume) and changes in yields and rates for the three months ended March 31, 2025 compared to the same period in 2024:
  2025 versus 2024
Increase (decrease) due
to change in
  Volume Yield/Rate Net
  (dollars in thousands)
FTE Interest income on:
Net loans(1)
 $ 97,709  $ (63,965) $ 33,744 
Investment securities 9,558  10,636  20,194 
Other interest-earning assets 18,675  (12,839) 5,836 
Total interest income $ 125,942  $ (66,168) $ 59,774 
Interest expense on:
Demand deposits $ 8,748  $ 4,941  $ 13,689 
Savings and money market deposits 30,062  (23,758) 6,304 
Brokered deposits (2,255) (2,362) (4,617)
Time deposits 11,431  511  11,942 
Borrowings and other interest-bearing liabilities (9,108) (2,434) (11,542)
Total interest expense $ 38,878  $ (23,102) $ 15,776 
(1) Average balance includes non-performing loans.

Note: Changes which are partially attributable to both volume and rate are allocated to the volume and rate components presented above based on the percentage of direct changes that are attributable to each component.

Compared to the first quarter of 2024, FTE total interest income for the first quarter of 2025 increased $59.8 million, or 17.4%, due to an increase of $125.9 million attributable to changes in volume, partially offset by a decrease of $66.2 million attributable to changes in yield. The increase due to changes in volume was largely due to an increase in average net loans primarily attributable to loans acquired in the Republic First Transaction. The decrease due to changes in yield was primarily due to a decline in interest rates.

The yield on average interest-earning assets increased 4 bps for the three months ended March 31, 2025 compared to the same period in 2024.

In the first quarter of 2025, interest expense increased $15.8 million compared to the first quarter of 2024, primarily driven by an increase of $38.9 million attributable to changes in volume, partially offset by a decrease of $23.1 million attributable to changes in rate. The increase in interest expense attributable to changes in volume was driven by increases in average savings and money market deposits, average time deposits and average demand deposits primarily due to deposits assumed in the Republic First Transaction. The decrease in interest expense attributable to changes in rate was primarily due to a decline in interest rates.

The rate on average interest-bearing liabilities decreased 15 bps for the three months ended March 31, 2025 compared to the same period in 2024.













38

Average loans and average FTE yields, by type, are summarized in the following table:

Three months ended March 31
  2025 2024 Increase (Decrease)
  Balance Yield Balance Yield $ %
  (dollars in thousands)
Real estate – commercial mortgage $ 9,655,283  6.23  % $ 8,166,018  6.34  % $ 1,489,265  18.2  %
Commercial and industrial 4,608,401  6.29  4,517,179  6.67  91,222  2.0 
Real estate – residential mortgage 6,367,978  4.47  5,353,905  3.96  1,014,073  18.9 
Real estate – home equity 1,160,713  6.84  1,039,321  7.34  121,392  11.7 
Real estate – construction 1,296,090  7.10  1,240,640  7.44  55,450  4.5 
Consumer 615,741  7.02  721,523  6.45  (105,782) (14.7)
Leases and other loans(1)
 302,657  4.99  331,447  4.69  (28,790) (8.7)
Total loans $ 24,006,863  5.86  % $ 21,370,033  5.90  % $ 2,636,830  12.3  %
(1) Consists of equipment lease financing, overdrafts and net origination fees and costs.

During the first quarter of 2025, average net loans increased $2.6 billion, or 12.3%, compared to the same period in 2024. The increase in average net loans was primarily due to increases of $1.5 billion and $1.0 billion in average commercial mortgage loans and average residential mortgage loans, respectively. The increase in average net loans was largely due to loans acquired in the Republic First Transaction.

The yield on total loans decreased 4 bps to 5.86% for the first quarter of 2025 compared to 5.90% for the same period in 2024.

Average deposits and average interest rates, by type, are summarized in the following table:

Three months ended March 31
  2025 2024 Increase (Decrease)
  Balance Rate Balance Rate $ %
  (dollars in thousands)
Noninterest-bearing demand $ 5,412,063  —  % $ 5,061,075  —  % $ 350,988  6.9  %
Interest-bearing demand 7,753,586  1.79  5,596,725  1.47  2,156,861  38.5 
Savings and money market deposits 7,971,728  2.29  6,669,228  2.34  1,302,500  19.5 
Total demand deposits and savings and money market deposits 21,137,377  1.52  17,327,028  1.38  3,810,349  22.0 
Brokered deposits 904,722  4.50  1,083,382  5.44  (178,660) (16.5)
Time deposits 4,127,784  4.08  2,968,344  4.01  1,159,440  39.1 
Total deposits $ 26,169,883  2.03  % $ 21,378,754  1.95  % $ 4,791,129  22.4  %

The cost of deposits increased 8 bps to 2.03% in the first quarter of 2025 compared to 1.95% for the same period in 2024, primarily due to a change in the mix of deposits.

Average total deposits increased $4.8 billion, or 22.4%, in the first quarter of 2025 compared to the same period in 2024. The increase in average total deposits was primarily due to increases of $2.2 billion, $1.3 billion and $1.2 billion in average interest-bearing demand deposits, average savings and money market deposits and average time deposits, respectively. The increase in average deposits is primarily due to deposits assumed in the Republic First Transaction.








39

Average borrowings and interest rates, by type, are summarized in the following table:

Three months ended March 31
  2025 2024 Increase (Decrease)
  Balance Rate Balance Rate $ %
(dollars in thousands)
Federal funds purchased $ —  —  % $ 173,659  5.44  % $ (173,659) N/M
Federal Home Loan Bank advances 709,367  4.59  902,890  4.80  (193,523) (21.4)
Senior debt and subordinated debt 367,357  3.90  535,479  3.96  (168,122) (31.4)
Other borrowings and interest-bearing liabilities(1)
 678,176  3.60  996,348  4.10  (318,172) (31.9)
Total borrowings and other interest-bearing liabilities $ 1,754,900  4.07  % $ 2,608,376  4.46  % $ (853,476) (32.7) %
(1) Includes repurchase agreements, short-term promissory notes, capital leases and collateral liabilities.

Average borrowings and other interest-bearing liabilities decreased $853.5 million, or 32.7%, in the first quarter of 2025 compared to the same period in 2024. The decrease in average borrowings and other interest-bearing liabilities was due to decreases of $318.2 million, $193.5 million, $173.7 million and $168.1 million in average other borrowings and interest-bearing liabilities, average FHLB advances, average Federal funds purchased and average senior debt and subordinated debt, respectively.

In November 2024, the Corporation retired $168.8 million of subordinated notes issued in November 2014 and June 2015 which matured on November 15, 2024.

Provision for Credit Losses

The provision for credit losses was $13.9 million for the three months ended March 31, 2025 resulting in a $379.7 million allowance for credit losses attributable to net loans, or 1.59% of total net loans as of March 31, 2025, compared to a provision for credit losses of $10.9 million for the same period in 2024, resulting in a $297.9 million allowance for credit losses attributable to net loans, or 1.39% of total net loans as of March 31, 2024.



























40

Non-Interest Income

The following table presents the components of non-interest income:

  Three months ended March 31 Increase (Decrease)
  2025 2024 $ %
  (dollars in thousands)
Wealth management $ 21,785  $ 20,155  $ 1,630  8.1  %
Commercial banking:
   Merchant and card 6,591  6,808  (217) (3.2)
   Cash management 7,799  6,305  1,494  23.7 
   Capital markets 2,411  2,341  70  3.0 
   Other commercial banking 4,528  3,375  1,153  34.2 
Total commercial banking 21,329  18,829  2,500  13.3 
Consumer banking:
  Card 7,544  6,628  916  13.8 
  Overdraft 3,295  2,786  509  18.3 
  Other consumer banking 2,229  2,254  (25) (1.1)
Total consumer banking 13,068  11,668  1,400  12.0 
Mortgage banking 3,138  3,090  48  1.6 
Other 7,914  3,398  4,516  N/M
Non-interest income before investment securities gains (losses) 67,234  57,140  10,094  17.7 
Investment securities losses, net (2) —  (2) N/M
Total Non-Interest Income $ 67,232  $ 57,140  $ 10,092  17.7  %

Compared to the three months ended March 31, 2024, non-interest income before investment securities losses increased $10.1 million, or 17.7%. The increase in non-interest income was primarily due to a $4.1 million increase in income from equity method investments, reflected in other non-interest income, a $1.6 million increase in wealth management revenues due to an increase in assets under management, a $1.5 million increase in cash management fee income due to an increase in account analysis fees as commercial customers elected to move funds to interest-bearing deposit accounts and a $0.9 million increase in consumer card income largely due to an increase in transaction volume primarily attributable to customer accounts acquired in the Republic First Transaction.





















41

Non-Interest Expense

The following table presents the components of non-interest expense:

  Three months ended March 31 Increase (Decrease)
  2025 2024 $ %
  (dollars in thousands)
Salaries and employee benefits $ 103,525  $ 95,240  $ 8,285  8.7  %
Data processing and software 18,599  17,661  938  5.3 
Net occupancy 18,207  16,149  2,058  12.7 
Other outside services 11,704  10,809  895  8.3 
Intangible amortization 6,269  573  5,696  N/M
FDIC insurance 5,597  6,104  (507) (8.3)
Equipment 4,150  4,040  110  2.7 
Marketing 2,521  1,912  609  31.9 
Professional fees (1,208) 2,088  (3,296) N/M
Debt extinguishment —  —  —  N/M
Acquisition-related expenses —  —  —  N/M
Other 19,763  16,695  3,068  18.4 
Subtotal $ 189,127  $ 171,271  $ 17,856  10.4  %
FultonFirst implementation and asset disposals (47) 6,329  (6,376) N/M
Acquisition-related expenses 380  —  380  N/M
Total non-interest expense $ 189,460  $ 177,600  $ 11,860  6.7  %

Non-interest expense increased $11.9 million, or 6.7%, for the three months ended March 31, 2025 compared to the same period in 2024. The increase in non-interest expense was primarily due to $8.3 million in salaries and employee benefits expense driven by employee incentive compensation and employee base salaries expense, in part due to the Republic First Transaction, $5.7 million in intangible amortization expense attributable to an increase in CDI amortization expense resulting from the Republic First Transaction and $2.1 million in net occupancy expense largely due to an increase in rent expense resulting from the Sale-Leaseback Transaction and leases assumed in the Republic First Transaction, partially offset by a decrease in professional fees of $3.3 million primarily due to a recovery during the first quarter of 2025 of previously incurred fees.

Income Taxes

Income tax expense for the three months ended March 31, 2025 was $22.1 million, an $8.5 million increase compared to the same period in 2024. The Corporation's ETR was 19.2% for the three months ended March 31, 2025 compared to 18.0% for the same period in 2024.














42

FINANCIAL CONDITION

The table below presents condensed consolidated ending balance sheets:
March 31,
2025		 December 31,
2024		 Increase (Decrease)
  $ %
Assets (dollars in thousands)
Cash and cash equivalents $ 1,030,456  $ 1,063,871  $ (33,415) (3.1) %
FRB and FHLB Stock 136,164  139,574  (3,410) (2.4)
Loans held for sale 15,965  25,618  (9,653) (37.7)
Investment securities 5,071,323  4,806,468  264,855  5.5 
Net loans, less ACL - loans 23,482,897  23,665,763  (182,866) (0.8)
Net premises and equipment 186,873  195,527  (8,654) (4.4)
Goodwill and intangibles 629,189  635,458  (6,269) (1.0)
Other assets 1,579,161  1,539,531  39,630  2.6 
Total Assets $ 32,132,028  $ 32,071,810  $ 60,218  0.2  %
Liabilities and Shareholders' Equity
Deposits $ 26,328,972  $ 26,129,433  $ 199,539  0.8  %
Borrowings 1,657,200  1,782,048  (124,848) (7.0)
Other liabilities 871,535  963,004  (91,469) (9.5)
Total Liabilities 28,857,707  28,874,485  (16,778) (0.1)
Total Shareholders' Equity 3,274,321  3,197,325  76,996  2.4 
Total Liabilities and Shareholders' Equity $ 32,132,028  $ 32,071,810  $ 60,218  0.2  %


Investment Securities

The following table presents the carrying amount of investment securities:
March 31,
2025		 December 31,
2024		 Increase (Decrease)
  $ %
Available for Sale (dollars in thousands)
State and municipal securities $ 791,697  $ 814,887  $ (23,190) (2.8)
Corporate debt securities 284,733  300,370  (15,637) (5.2)
Collateralized mortgage obligations 1,006,848  788,885  217,963  27.6 
Residential mortgage-backed securities 973,352  989,875  (16,523) (1.7)
Commercial mortgage-backed securities 518,413  516,882  1,531  0.3 
   Total available for sale investment securities 3,575,043  3,410,899  164,144  4.8 
Held to Maturity
Residential mortgage-backed securities 640,273  537,856  102,417  19.0 
Commercial mortgage-backed securities 856,007  857,713  (1,706) (0.2)
Total held to maturity securities 1,496,280  1,395,569  100,711  7.2 
Total Investment Securities $ 5,071,323  $ 4,806,468  $ 264,855  5.5  %

Compared to December 31, 2024, total AFS investment securities at March 31, 2025 increased $164.1 million, or 4.8%. The increase in AFS investment securities at March 31, 2025 compared to December 31, 2024 was primarily due an $218.0 million increase in collateralized mortgage obligations, partially offset by decreases of $23.2 million, $16.5 million and $15.6 million in state and municipal securities, residential mortgage-backed securities and corporate debt securities, respectively.

43

Compared to December 31, 2024, total HTM investment securities at March 31, 2025 increased $100.7 million, or 7.2%. The increase in HTM investment securities at March 31, 2025 compared to December 31, 2024 was driven by an increase of $102.4 million in residential mortgage-backed securities.

Loans

The following table presents ending net loans outstanding by type:
March 31,
2025		 December 31,
2024		 Increase (Decrease)
$ %
(dollars in thousands)
Real estate - commercial mortgage $ 9,676,517  $ 9,601,858  $ 74,659  0.8%
Commercial and industrial(1)
 4,531,266  4,605,589  (74,323) (1.6)%
Real estate - residential mortgage 6,409,657  6,349,643  60,014  0.9%
Real estate - home equity 1,170,470  1,160,616  9,854  0.8%
Real estate - construction 1,175,445  1,394,899  (219,454) (15.7)%
Consumer 597,305  616,856  (19,551) (3.2)%
Leases and other loans(2)
 301,914  315,458  (13,544) (4.3)%
Net loans $ 23,862,574  $ 24,044,919  $ (182,345) (0.8)%
(1) Includes no unearned income for March 31, 2025 and December 31, 2024.
(2) Includes unearned income of $35.9 million and $35.6 million as of March 31, 2025 and December 31, 2024, respectively.

During the three months ended March 31, 2025, net loans decreased $182.3 million, or 0.8%, compared to December 31, 2024. The decrease in net loans during the first quarter of 2025 was primarily due to decreases of $219.5 million in construction loans, $74.3 million in commercial and industrial loans and $19.6 million in consumer loans, partially offset by increases of $74.7 million in commercial mortgage loans and $60.0 million in residential mortgage loans. The decrease in net loans is partially due to the repayments of $94.2 million of special mention loans and substandard loans in the first quarter of 2025.

The Corporation does not have a significant concentration of credit risk with any single borrower. As of March 31, 2025, approximately $10.9 billion, or 45.5%, of the loan portfolio was comprised of commercial mortgage loans and construction loans.

The Corporation has established lower total lending limits for certain types of commercial lending commitments and lower total lending limits based on the Corporation's internal risk rating of an individual borrower at the time the lending commitment is approved. The Corporation adheres to loan portfolio management practices, which include requiring an annual review of the majority of loans. Additionally, management monitors the loan portfolio throughout the year taking into account, among other things, the size, complexity and risk of loans and individual borrowers. An independent loan review function assesses the portfolio for internal risk rating accuracy and loan servicing policy requirements. The Corporation consolidates risk migrations to identify emerging risks by industry and real estate property types, taking into consideration economic forecasts and industry trends. The Corporation takes a risk-based approach when reviewing a specific loan portfolio, such as the commercial office loan portfolio or multi-family loan portfolio. The Corporation reviews portfolio concentrations and adjusts the lending limits based on asset quality, economic forecasts and industry outlook.














44

The following table summarizes the industry concentrations within the commercial mortgage and the commercial and industrial loan portfolios:
March 31, 2025 December 31, 2024
Real estate(1)
 39.7  % 39.5  %
Health care 6.8  6.3 
Retail 6.3  6.6 
Manufacturing 6.0  5.1 
Other services 5.2  5.3 
Agriculture 5.1  5.3 
Construction(2)
 4.3  4.3 
Hospitality and food services 4.0  4.0 
Wholesale trade 3.4  3.4 
Educational services 2.9  3.0 
Professional, scientific and technical services 2.7  2.7 
Arts, entertainment and recreation 2.5  2.4 
Finance and Insurance 1.5  1.6 
Transportation and warehousing 1.3  1.5 
Public administration 1.3  1.3 
Administrative and Support 1.2  1.2 
Other 5.8  6.5 
Total 100.0  % 100.0  %
(1) Includes commercial loans to borrowers engaged in the business of renting, leasing or managing real estate for others, selling and/or buying real estate for
others and appraising real estate.
(2) Includes commercial loans to borrowers engaged in the construction industry.

The commercial mortgage loan portfolio consists of 45.0% owner occupied commercial mortgage loans and 55.0% of non-owner occupied commercial mortgage loans as of March 31, 2025. The following table summarizes the non-owner occupied commercial mortgage loan portfolio and the percent to total net loans.

March 31, 2025 December 31, 2024
$ % of Total Net Loans $ % of Total Net Loans
(dollars in thousands)
Multi-family $ 1,587,927  6.7  % $ 1,543,943  6.4  %
Retail trade 1,119,657  4.7  1,097,712  4.6 
Industrial 841,491  3.5  829,354  3.4 
Office 762,954  3.2  761,929  3.2 
Hospitality and food services 452,693  1.9  470,907  2.0 
Other 562,042  2.3  527,661  2.2 
Total non-owner occupied commercial mortgage loans $ 5,326,764  22.3  % $ 5,231,506  21.8  %










45

The following table summarizes the commercial mortgage office non-owner occupied loan portfolio outstanding balance, total commitment and LTV ratio by Metropolitan Statistical Area:

March 31, 2025 December 31, 2024
Outstanding Balance Total Commitment
Weighted Average LTV (1)
 Outstanding Balance Total Commitment
Weighted Average LTV (1)
(dollars in thousands)
Philadelphia(2)
 $ 334,308  $ 364,756  61  % $ 339,164  $ 369,758  62  %
New York(3)
 77,392  80,453  61  96,129  100,893  59 
Washington, D.C.(4)
 104,675  104,675  43  87,688  87,688  55 
Baltimore (5)
 85,011  88,040  62  75,318  76,453  58 
Other 161,568  170,748  57  163,630  171,442  61 
Total office non-owner occupied commercial real estate $ 762,954  $ 808,672  58  % $ 761,929  $ 806,234  60  %
(1) Weighted average LTV as of origination.
(2) Philadelphia-Camden-Wilmington, PA-NJ-DE-MD.
(3) New York-Newark-Jersey City, NY-NJ-PA.
(4) Washington-Arlington-Alexandria, DC-VA-MD-WV.
(5) Baltimore-Columbia-Towson, MD.

The non-owner occupied commercial mortgage office loan portfolio table above excludes commercial construction loans secured by office property collateral with a total outstanding balance of $1.7 million and outstanding loan commitment of $2.8 million as of March 31, 2025.

The following table summarizes the non-owner occupied commercial mortgage multi-family loan portfolio outstanding balance, total commitment and LTV ratio by Metropolitan Statistical Area:

March 31, 2025 December 31, 2024
Outstanding Balance Total Commitment
Weighted Average LTV (1)
 Outstanding Balance Total Commitment
Weighted Average LTV (1)
(dollars in thousands)
Philadelphia(2)
 $ 711,865  $ 740,084  61  % $ 707,826  $ 738,256  62  %
New York(3)
 119,792  125,424  65  124,321  130,238  64 
Baltimore(4)
 94,353  94,457  56  108,384  108,680  59 
Washington, D.C.(5)
 52,847  56,171  54  28,145  31,121  48 
Lancaster, PA 135,637  136,378  62  135,891  146,593  69 
Other 473,433  531,717  57  439,376  479,884  59 
Total multi-family non-owner occupied commercial real estate $ 1,587,927  $ 1,684,231  60  % $ 1,543,943  $ 1,634,772  62  %
(1) Weighted average LTV as of origination.
(2) Philadelphia-Camden-Wilmington, PA-NJ-DE-MD.
(3) New York-Newark-Jersey City, NY-NJ-PA.
(4) Baltimore-Columbia-Towson, MD.
(5) Washington-Arlington-Alexandria, DC-VA-MD-WV.

The non-owner occupied commercial mortgage multi-family loan table above excludes commercial construction loans secured by multi-family property collateral with a total outstanding loan balance of $347.4 million and outstanding loan commitments of $605.8 million as of March 31, 2025.






46

The following table presents the changes in non-accrual loans for the three months ended March 31, 2025:

Commercial 
and
Industrial		 Real Estate -
Commercial
Mortgage		 Real Estate -
Construction		 Real Estate -
Residential
Mortgage		 Consumer and Real Estate -
Home
Equity		 Leases and other loans Total
(dollars in thousands)
Balance at December 31, 2024 $ 42,217  $ 99,497  $ 1,746  $ 25,400  $ 8,599  $ 11,834  $ 189,293 
Additions 10,255  47,380  4,694  3,278  2,661  1,528  69,796 
Payments (14,038) (45,570) (2,534) (686) (720) (9,529) (73,077)
Charge-offs (3,865) (12,106) —  (343) (2,193) (1,527) (20,034)
Transfers to accrual status —  (2,673) —  —  (216) —  (2,889)
Transfers to OREO —  —  (240) (423) —  —  (663)
Balance at March 31, 2025 $ 34,569  $ 86,528  $ 3,666  $ 27,226  $ 8,131  $ 2,306  $ 162,426 

During the three months ended March 31, 2025, non-accrual loans decreased by approximately $26.9 million, or 14.2%, largely due to $73.1 million in payments and $20.0 million in charge-offs, partially offset by $69.8 million in additions. During the three months ended March 31, 2025, non-accrual loans as a percentage of total net loans decreased to 0.68% compared to 0.79% as of December 31, 2024.

The following table presents non-performing assets for the periods shown below:
March 31, 2025 December 31, 2024
  (dollars in thousands)
Non-accrual loans $ 162,426 $ 189,293
Loans 90 days or more past due and still accruing 34,367 30,781
Total non-performing loans 196,793 220,074
OREO(1)
 2,193 2,621
Total non-performing assets $ 198,986 $ 222,695
Non-accrual loans to total loans 0.68  % 0.79  %
Non-performing loans to total loans 0.82  % 0.92  %
Non-performing assets to total assets 0.62  % 0.69  %
ACL - loans to non-performing loans 193  % 172  %

(1) Excludes $16.5 million and $17.5 million of residential mortgage properties for which formal foreclosure proceedings were in process as of March 31, 2025 and December 31, 2024, respectively.

Non-performing loans as of March 31, 2025 decreased $23.3 million, or 10.6%, compared to $220.1 million as of December 31, 2024. The decrease in non-performing loans during the first three months of 2025 was primarily due to payments and charge-offs, partially offset by additions. Non-performing loans as a percentage of total net loans was 0.82% and 0.92% as of March 31, 2025 and December 31, 2024, respectively.

The Corporation's ability to identify potential problem loans in a timely manner is important to maintaining an adequate ACL. For commercial and industrial loans, commercial mortgage loans and commercial construction loans to commercial borrowers, an internal risk rating process is used to monitor credit quality. The evaluation of credit risk for residential mortgages, home equity loans, construction loans to individuals, consumer loans and leases and other loans is based on payment history through the monitoring of delinquency levels and trends.

Total internally risk-rated loans were $15.2 billion and $15.4 billion as of March 31, 2025 and December 31, 2024, respectively, of which $1.8 billion were criticized and classified in both periods.

47

The following table presents criticized and classified loans, or those with internal risk ratings of special mention or substandard or lower for commercial mortgage loans, commercial and industrial loans and construction loans to commercial borrowers, by class segment:
Special Mention(1)
 Increase (Decrease)
Substandard or Lower(2)
 Increase (Decrease) Total Criticized and Classified Loans
March 31,
2025		 December 31, 2024 $ % March 31, 2025 December 31, 2024 $ % March 31, 2025 December 31, 2024
(dollars in thousands)
Real estate - commercial mortgage $ 532,804 $ 531,423 $ 1,381  0.3% $ 519,808 $ 522,377 $ (2,569) (0.5) % $ 1,052,612 $ 1,053,800
Commercial and industrial 214,920 238,809 (23,889) (10.0) 352,966 335,246 17,720  5.3 567,886 574,055
Real estate -construction(3)
95,770 161,310 (65,540) (40.6) 54,868 47,183 7,685  16.3 150,638 208,493
Total $ 843,494 $ 931,542 $ (88,048) (9.5)% $ 927,642 $ 904,806 $ 22,836 2.5% $ 1,771,136 $ 1,836,348
% of total risk rated loans 5.6  % 6.1  % 6.1  % 5.9  % 11.7  % 11.9  %
(1) Considered "criticized" loans by banking regulators.
(2) Considered "classified" loans by banking regulators.
(3) Excludes residential real estate - construction.

Compared to December 31, 2024, total criticized and classified loans decreased $65.2 million driven by a decrease of $88.0 million in special mention loans, partially offset by an increase of $22.8 million in substandard or lower loans. The decrease in total criticized and classified loans was in part due to $94.2 million in repayments during the quarter.

The Corporation accounts for the credit risk associated with lending activities through the ACL and the provision for credit losses.































48

The following table presents the activity in the ACL:
  Three months ended March 31
  2025 2024
  (dollars in thousands)
Average balance of net loans $ 24,006,863 $ 21,370,033
Balance of ACL at beginning of period $ 379,156 $ 293,404
Loans charged off:
Real estate - commercial mortgage (12,106) (26)
Commercial and industrial (3,865) (7,632)
Real estate - residential mortgage (343) (251)
Consumer and real estate - home equity (2,193) (2,238)
Real estate - construction — —
Leases and other loans (1,527) (805)
Total loans charged off (20,034) (10,952)
Recoveries of loans previously charged off:
Real estate - commercial mortgage 374 152
Commercial and industrial 5,952 1,248
Real estate - residential mortgage 174 116
Consumer and real estate - home equity 660 676
Real estate - construction 82 —
Leases and other loans 201 162
Total recoveries 7,443 2,354
Net loans charged off (recoveries) (12,591) (8,598)
Provision for credit losses(1)(2)
 13,112 13,082
Balance of ACL at end of period $ 379,677 $ 297,888
Provision for OBS credit exposures(1)
 $ 786 $ (2,157)
Reserve for OBS credit exposures(3)
 $ 14,947 $ 15,097
Net charge-offs to average loans (annualized) 0.21  % 0.16  %
(1) These amounts are reflected in the provision for credit losses in the Consolidated Statements of Income.
(2) Provision for credit losses includes only the portion related to net loans.
(3) Reserve for OBS credit exposures is recorded within other liabilities on the Consolidated Balance Sheets.

The provision for credit losses, specific to net loans, for the three months ended March 31, 2025 and March 31, 2024 was $13.1 million.

The ACL includes qualitative adjustments, as appropriate, intended to capture the impact of uncertainties not reflected in the quantitative models. See "Note 5 - Loans and Allowance for Credit Losses" of the Notes to Consolidated Financial Statements in Part I, "Item 1. Financial Statements" for additional details.












49

The following table summarizes the allocation of the ACL - loans:
March 31, 2025 December 31, 2024
ACL - loans
% to Total ACL - loans(1)
% to Total Net Loans(2)
 ACL - loans
% to Total ACL - loans(1)
% to Total Net Loans(2)
(dollars in thousands)
Real estate - commercial mortgage $ 162,146  42.7  % 40.6  % $ 158,181  41.7  % 39.9  %
Commercial and industrial 96,851  25.5  19.0  92,212  24.3  19.2 
Real estate - residential mortgage 82,416  21.7  26.9  81,331  21.5  26.4 
Consumer, home equity and leases and other loans 22,364  5.9  8.7  22,292  5.9  8.7 
Real estate - construction 15,900  4.2  4.8  25,140  6.6  5.8 
Total ACL - loans $ 379,677  100.0  % 100.0  % $ 379,156  100.0  % 100.0  %
(1) Ending ACL - loan portfolio segment balance as a percentage of total ACL - loans.
(2) Ending loan portfolio segment balances as a percentage of total net loans for the periods presented.

Deposits and Borrowings

The following table presents ending deposits by type:
March 31,
2025		 December 31,
2024		 Increase (Decrease)
$ %
(dollars in thousands)
Noninterest-bearing demand $ 5,435,934  $ 5,499,760  $ (63,826) (1.2) %
Interest-bearing demand 7,804,388  7,843,604  (39,216) (0.5)
Savings and money market deposits 8,208,526  7,792,114  416,412  5.3 
Total demand and savings 21,448,848  21,135,478  313,370  1.5 
Brokered deposits 738,458  843,857  (105,399) (12.5)
Time deposits 4,141,666  4,150,098  (8,432) (0.2)
Total deposits $ 26,328,972  $ 26,129,433  $ 199,539  0.8  %

During the three months ended March 31, 2025, total deposits increased by $199.5 million, or 0.8%, compared to December 31, 2024. The increase in total deposits was primarily due to an increase of $416.4 million in savings and money market deposits, partially offset by decreases of $105.4 million, $63.8 million and $39.2 million in brokered deposits, noninterest-bearing demand deposits and interest-bearing demand deposits, respectively.

Total uninsured deposits (excluding intra-Company deposits) as of March 31, 2025 and December 31, 2024 were estimated to be $9.4 billion.

Time deposits of $250 thousand or more were $1.1 billion and $1.0 billion as of March 31, 2025 and December 31, 2024, respectively.













50

The following table presents ending borrowings by type:
  March 31,
2025		 December 31,
2024		 Increase (Decrease)
  $ %
  (dollars in thousands)
Federal Home Loan Bank advances $ 750,000  $ 850,000  $ (100,000) (11.8)
Senior debt and subordinated debt 367,396  367,316  80  — 
Other borrowings(1)
 539,804  564,732  (24,928) (4.4)
Total borrowings $ 1,657,200  $ 1,782,048  $ (124,848) (7.0) %
(1) Includes repurchase agreements, short-term promissory notes and capital leases.

During the three months ended March 31, 2025, total borrowings decreased $124.8 million, or 7.0%, compared to December 31, 2024. The decrease in total borrowings was primarily due to decreases in FHLB advances and other borrowings of $100.0 million and $24.9 million, respectively.

Shareholders' Equity

On December 17, 2024, the Corporation announced that its Board of Directors approved the 2025 Repurchase Program. The 2025 Repurchase Program will expire on December 31, 2025. Under the 2025 Repurchase Program, the Corporation is authorized to repurchase up to $125.0 million of shares of its common stock. Under the 2025 Repurchase Program up to $25.0 million may be used to repurchase shares of the Corporation's preferred stock.

On April 15, 2025, the Corporation announced that its Board of Directors approved a supplemental authorization under the 2025 Repurchase Program to repurchase up to $25 million of the Subordinated Notes due 2030; provided that the purchase price of the Corporation's preferred stock and the Subordinated Notes due 2030 may not exceed, in the aggregate, $25 million.

The 2025 Repurchase Program may be discontinued at any time.

During the three months ended March 31, 2025, 31,467 shares of common stock were repurchased under the 2025 Repurchase Program at a total cost of $0.6 million or $17.64 per share.

On May 1, 2024, the Corporation completed its underwritten public offering of 19,166,667 shares of its common stock at a price to the public of $15.00 per share, before underwriting discounts. The net proceeds to the Corporation from the offering after deducting underwriting discounts and transaction expenses were approximately $272.6 million.

Regulatory Capital

The Corporation and its wholly owned subsidiary bank, Fulton Bank, are subject to the Capital Rules administered by banking regulators. Failure to meet minimum capital requirements can trigger certain actions by regulators that could have a material effect on the Corporation's financial statements.

The Capital Rules require the Corporation and Fulton Bank to:

•Meet a minimum Common Equity Tier 1 capital ratio of 4.50% of risk-weighted assets;

•Meet a minimum Tier 1 Leverage capital ratio of 4.00% of average assets;

•Meet a minimum Total capital ratio of 8.00% of risk-weighted assets and a minimum Tier 1 capital ratio of 6.00% of risk-weighted assets;

•Maintain a "capital conservation buffer" of 2.50% above the minimum risk-based capital requirements, which must be maintained to avoid restrictions on capital distributions and certain discretionary bonus payments; and

•Comply with a revised definition of capital to improve the ability of regulatory capital instruments to absorb losses. Certain non-qualifying capital instruments, including cumulative preferred stock and TruPS, are excluded as a component of Tier 1 capital for institutions of the Corporation's size.

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As of March 31, 2025, the Corporation's capital levels met the minimum capital requirements, including the capital conservation buffers, as prescribed in the Capital Rules.

As of March 31, 2025, Fulton Bank met the well-capitalized requirements under the regulatory framework for prompt corrective action. To be categorized as well-capitalized, a bank must maintain minimum Total risk-based, Tier I risk-based, Common Equity Tier I risk-based and Tier I leverage ratios as set forth in the Capital Rules. There were no other conditions or events since March 31, 2025 that management believes have changed the Corporation's capital categories.

The following table summarizes the Corporation's capital ratios in comparison to regulatory requirements:
March 31,
2025		 December 31, 2024 Regulatory
Minimum
for Capital
Adequacy		 With Capital Conservation Buffer
Total Risk-Based Capital (to Risk-Weighted Assets) 14.5  % 14.3  % 8.0  % 10.5  %
Tier I Risk-Based Capital (to Risk-Weighted Assets) 11.9  % 11.5  % 6.0  % 8.5  %
Common Equity Tier I (to Risk-Weighted Assets) 11.1  % 10.8  % 4.5  % 7.0  %
Tier I Leverage Capital (to Average Assets) 9.2  % 9.0  % 4.0  % 4.0  %

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Market risk is the exposure to economic loss that arises from changes in the values of certain financial instruments. The types of market risk exposures generally faced by financial institutions include interest rate risk, equity market price risk, debt security market price risk, foreign currency price risk and commodity price risk. Due to the nature of its operations, foreign currency price risk and commodity price risk are not significant to the Corporation.

Interest Rate Risk, Asset/Liability Management and Liquidity

Interest rate risk creates exposure in two primary areas. First, changes in rates have an impact on the Corporation's liquidity position and could affect its ability to meet obligations and continue to grow. Second, movements in interest rates can create fluctuations in the Corporation's net interest income and changes in the economic value of its equity.

The Corporation employs various management techniques to minimize its exposure to interest rate risk. The Corporation's ALCO is responsible for reviewing the interest rate sensitivity and liquidity positions of the Corporation, approving asset and liability management policies, and overseeing the formulation and implementation of strategies regarding balance sheet positions.

The Corporation uses two complementary methods to measure and manage interest rate risk. They are a simulation of net interest income and estimates of economic value of equity. Using these measurements in tandem provides a reasonably comprehensive summary of the magnitude of the Corporation's interest rate risk, level of risk as time evolves, and exposure to changes in interest rates.

Simulation of net interest income is performed for the next 12-month period. A variety of interest rate scenarios are used to measure the effects of sudden and gradual movements upward and downward in the yield curve. These results are compared to the results obtained in a flat or unchanged interest rate scenario. Simulation of net interest income is used primarily to measure the Corporation's short-term earnings exposure to rate movements. During the first quarter of 2025, the Corporation revised its policy to measure its interest rate risk profile using parallel instantaneous shocks rather than non-parallel instantaneous shocks. The Corporation has not changed its established interest rate risk policy limits.

The Corporation's policy limits the potential exposure of net interest income, in a parallel instantaneous shock, to 10% of the base case net interest income for a 100 bps shock in interest rates, 15% for a 200 bps shock, 20% for a 300 bps shock and 25% for a 400 bps shock. A "shock" is an immediate upward or downward movement of interest rates. The shocks do not take into account changes in customer behavior that could result in changes to mix and/or volumes in the balance sheet, nor does it take into account the potential effects of competition on the pricing of deposits and loans over the forward 12-month period. As of March 31, 2025, the Corporation was within the policy limits for exposure of net interest income for every 100 bps parallel instantaneous shock.

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Contractual maturities and repricing opportunities of loans are incorporated in the simulation model as are prepayment assumptions, maturity data and call options within the investment portfolio. Assumptions based on past experience are incorporated into the model for non-maturity deposit accounts. The assumptions used are inherently uncertain and, as a result, the model cannot precisely measure future net interest income or precisely predict the impact of fluctuations in market interest rates on net interest income. Actual results will differ from the model's simulated results due to timing, amount and frequency of interest rate changes as well as changes in market conditions and the application and timing of various management strategies.

The following table summarizes the expected impact of interest rate changes in rate-ramp scenarios over a 12-month period, that is, a gradual parallel shift and a gradual non-parallel shift, on net interest income as of March 31, 2025:

Parallel Shift Non-Parallel Shift
Rate Ramp(1)
 Annual change
in net interest income		 % change in net interest income Annual change
in net interest income		 % change in net interest income
+400 bp + $38.0 million +3.4% + $29.3 million +2.6%
+300 bp + $30.7 million +2.8% + $24.1 million +2.2%
+200 bp + $23.2 million +2.1% + $18.6 million +1.7%
+100 bp + $13.8 million +1.2% + $11.5 million +1.0%
–100 bp - $9.5 million -0.8% - $7.4 million -0.7%
–200 bp - $18.7 million -1.7% - $13.1 million -1.2%
–300 bp - $28.6 million -2.6% - $19.3 million -1.7%
–400 bp - $39.7 million -3.6% - $26.7 million -2.4%
(1) These results include the effect of implicit and explicit interest rate floors that limit further reduction in interest rates.

The following table summarizes the expected impact of abrupt interest rate changes, that is, a parallel instantaneous shock and a non-parallel instantaneous shock, on net interest income as of March 31, 2025:

Parallel Instantaneous Shock Non-Parallel Instantaneous Shock
Rate Shock(1)
 Annual change
in net interest income		 % change in net interest income Annual change
in net interest income		 % change in net interest income
+400 bp + $71.3 million +6.4% + $42.3 million +3.8%
+300 bp + $59.4 million +5.3% + $37.3 million +3.3%
+200 bp + $47.0 million +4.2% + $32.1 million +2.9%
+100 bp + $32.9 million +2.9% + $25.1 million +2.2%
–100 bp - $25.2 million -2.3% - $16.6 million -1.5%
–200 bp - $47.9 million -4.3% - $27.7 million -2.5%
–300 bp - $79.0 million -7.1% - $44.0 million -3.9%
–400 bp - $109.8 million -9.8% - $58.4 million -5.2%
(1) These results include the effect of implicit and explicit interest rate floors that limit further reduction in interest rates.

Economic value of equity estimates the discounted present value of asset and liability cash flows. Discount rates are based upon market prices for like assets and liabilities. Abrupt changes or "shocks" in interest rates, both upward and downward, are used to determine the comparative effect of such interest rate movements relative to the unchanged environment. This measurement tool is used primarily to evaluate the longer-term repricing risks and options in the Corporation's balance sheet. The Corporation's policy limits the economic value of equity that may be at risk, in a parallel instantaneous shock, to 10% of the base case economic value of equity for a 100 bps shock in interest rates, 20% for a 200 bps shock, 30% for a 300 bps shock and 40% for a 400 bps shock. As of March 31, 2025, the Corporation was within economic value of equity policy limits for every 100 bps parallel instantaneous shock.

Interest Rate Derivatives

The Corporation enters into interest rate derivatives with certain qualifying commercial loan customers to meet their interest rate risk management needs. The Corporation simultaneously enters into interest rate derivatives with dealer counterparties, with identical notional amounts and terms. The net result of these interest rate derivatives is that the customer pays a fixed rate of interest and the Corporation receives a floating rate.
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These interest rate derivatives are derivative financial instruments, and the gross fair values are recorded in other assets and liabilities on the consolidated balance sheets.

Cash Flow Hedges

The Corporation's objectives in using interest rate derivatives are to reduce volatility in net interest income and net interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Corporation primarily uses interest rate derivatives as part of its interest rate risk management strategy. The Corporation enters into interest rate derivatives designated as cash flow hedges to hedge the variable cash flows associated with existing floating rate loans and borrowings.

For derivatives designated and that qualify as cash flow hedges of interest rate risk, the unrealized gain or loss on the derivative is recorded in AOCI and subsequently reclassified into interest income or interest expense in the same period during which the hedged transaction affects earnings. Amounts reported in AOCI related to derivatives will be reclassified to interest income or interest expense as interest payments are received or made on the Corporation's loans and borrowings.

In October 2024, the Corporation terminated interest rate derivatives designated as cash flow hedges with a combined notional amount of $250.0 million. As the hedged transaction continues to be probable, the unrealized losses will continue to be included in AOCI and will be recognized as an increase to interest expense when the previously forecasted hedged items affect earnings in future periods. During the three months ended March 31, 2025, $0.2 million of these unrealized losses have been reclassified as an increase to interest expense on borrowings in the Consolidated Statements of Income.

In January 2023, the Corporation terminated interest rate derivatives designated as cash flow hedges with a combined notional amount of $1.0 billion. As the hedged transaction continues to be probable, the unrealized losses that have been recorded in AOCI will be recognized as a reduction to interest income, when the previously forecasted hedged item affects earnings in future periods. During the three months ended March 31, 2025, $3.3 million of these unrealized losses have been reclassified as a reduction of interest income on loans, in the Consolidated Statements of Income.

Liquidity

The Corporation must maintain a sufficient level of liquid assets to meet the cash needs of its customers, who, as depositors, may want to withdraw funds or who, as borrowers, need credit availability. Liquidity is provided on a continuous basis through scheduled and unscheduled principal and interest payments on investments and outstanding loans and through the availability of deposits and borrowings. The Corporation also maintains secondary sources that provide liquidity on a secured and unsecured basis to meet short- and long-term needs.

The Corporation maintains liquidity sources in the form of interest-bearing deposits and customer funding (short-term promissory notes). The Corporation can access additional liquidity from these sources, if necessary, by increasing the rates of interest paid on those instruments. The positive impact to liquidity resulting from paying higher interest rates could have a detrimental impact on NIM and net interest income if rates on interest-earning assets do not experience a proportionate increase. Borrowing availability with the FHLB and the FRB, along with federal funds lines at various correspondent banks, provides the Corporation with additional liquidity.

Fulton Bank is a member of the FHLB and has access to FHLB overnight and term credit facilities. As of March 31, 2025, the Bank had total borrowing capacity of approximately $11.4 billion with $5.0 billion of advances and letters of credit outstanding, for a remaining available borrowing capacity of approximately $6.4 billion under these facilities. Advances from the FHLB, when utilized, are secured by qualifying commercial real estate and residential mortgage loans, investments and other assets.

As of March 31, 2025, the Corporation had aggregate federal funds lines borrowing capacity of $2.6 billion with no amounts outstanding against that amount. As of March 31, 2025, the Corporation had $4.0 billion of collateralized borrowing capacity at the FRB discount window with no amounts outstanding and had no borrowings drawn against the Bank Term Funding Program facility, which expired March 11, 2024.

A combination of commercial real estate loans, commercial loans, consumer loans and securities are pledged to the FRB of Philadelphia to provide access to FRB discount window borrowings. Securities carried at $0.4 billion at March 31, 2025 and $0.3 billion at December 31, 2024 were pledged as collateral to secure public and trust deposits.

Liquidity must also be managed at the Parent Company. For safety and soundness reasons, banking regulations limit the amount of cash that can be transferred from subsidiary banks to the parent company in the form of loans and dividends. Generally, these limitations are based on the subsidiary banks’ regulatory capital levels and their net income.
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Management continues to monitor the liquidity and capital needs of the Parent Company including monitoring the granularity of the deposit portfolio and level of uninsured deposits. Management will implement appropriate strategies, as necessary, to remain adequately capitalized and to meet its cash needs.

The Consolidated Statements of Cash Flows in Part I. "Item 1. Financial Statements" provide additional information. The Corporation's operating activities during the three months ended March 31, 2025 generated $0.7 million of cash. Cash used by investing activities was $74.3 million and was primarily due to a net increase in investment securities. Cash provided by financing activities was $40.2 million primarily due to a net increase in deposits, partially offset by the repayment of borrowings.

Debt Security Market Price Risk

Debt security market price risk is the risk that changes in the values of debt securities, unrelated to interest rate changes, could have a material impact on the financial position or results of operations of the Corporation. The Corporation's debt security investments consist primarily of U.S. government-sponsored agency issued mortgage-backed securities and collateralized mortgage obligations, state and municipal securities, and corporate debt securities. All of the Corporation's investments in mortgage-backed securities and collateralized mortgage obligations have principal payments that are guaranteed by U.S. government-sponsored agencies.

State and Municipal Securities

As of March 31, 2025, the Corporation owned securities issued by various states and municipalities with a total fair value of $0.8 billion. Uncertainty with respect to the financial strength of state and municipal bond insurers places emphasis on the underlying strength of issuers. Pressure on local tax revenues of issuers due to adverse economic conditions could have an adverse impact on the underlying credit quality of issuers. The Corporation evaluates existing and potential holdings primarily based on the underlying creditworthiness of the issuing state or municipality and then, to a lesser extent, on any credit enhancement. State and municipal securities can be supported by the general obligation of the issuing state or municipality, allowing the securities to be repaid by any means available to the issuing state or municipality. As of March 31, 2025, approximately 100% of state and municipal securities were supported by the general obligation of corresponding states or municipalities. Approximately 74% of these securities were school district issuances, which are also supported by the states of the issuing municipalities.


Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Corporation carried out an evaluation, under the supervision and with the participation of the Corporation's management, including the Corporation's Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Corporation's disclosure controls and procedures pursuant to Rule 13a-15, promulgated under the Exchange Act. Based upon that evaluation, the Corporation's Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2025, the Corporation's disclosure controls and procedures are effective. Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in Corporation reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms.


PART II – OTHER INFORMATION

Item 1. Legal Proceedings

The information presented in the "Legal Proceedings" section of Note 14 "Commitments and Contingencies" in the Notes to Consolidated Financial Statements in Part I, "Item 1. Financial Statements" in this Quarterly Report on Form 10-Q is incorporated herein by reference.




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Item 1A. Risk Factors

There have been no material changes to the risk factors previously disclosed in Part I, Item 1A. Risk Factors of the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024.


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

(a)  None.
(b)  None.
(c)



                            Period		 Total Number of Shares Purchased
Average Price Paid per Share(1)
 Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
January 1, 2025 to January 31, 2025 —  $ —  —  $ 125,000,000 
February 1, 2025 to February 28, 2025 —  —  —  125,000,000 
March 1, 2025 to March 31, 2025 31,467  17.64  31,467  124,444,911 
(1) Includes 1% excise tax

On December 17, 2024, the Corporation announced that its Board of Directors approved the 2025 Repurchase Program. The 2025 Repurchase Program will expire on December 31, 2025. Under the 2025 Repurchase Program, the Corporation is authorized to repurchase up to $125.0 million of shares of its common stock. Under the 2025 Repurchase Program up to $25.0 million may be used to repurchase shares of the Corporation's preferred stock.

On April 15, 2025, the Corporation announced that its Board of Directors approved a supplemental authorization under the 2025 Repurchase Program to repurchase up to $25 million of the Subordinated Notes due 2030; provided that the purchase price of the Corporation's preferred stock and the Subordinated Notes due 2030 may not exceed, in the aggregate, $25 million.

As permitted by securities laws and other legal requirements and subject to market conditions and other factors, purchases may be made from time to time under the 2025 Repurchase Program in open market or privately negotiated transactions, including without limitation, through accelerated share repurchase transactions. The 2025 Repurchase Program may be discontinued at any time.

During the three months ended March 31, 2025, 31,467 shares of common stock were repurchased under the 2025 Repurchase Program at a total cost of $0.6 million or $17.64 per share.

Item 5. Other Information

(c) None of the Corporation's directors or "officers" (as defined in Rule 16a-1(f) (17 C.F.R. § 240.16a-1(f))) adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" (as those terms are defined in Item 408 of Regulation S-K (17 C.F.R. § 229.408)) during the fiscal quarter ended March 31, 2025.


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Item 6. Exhibits
2.1 
3.1 
3.2 
3.3 
4.1 
4.2 
4.3 
10.1 
10.2 
31.1 
31.2 
32.1 
32.2 
101 Interactive data files pursuant to Rule 405 of Regulation S-T: (i) Unaudited Consolidated Balance Sheets, (ii) Unaudited Consolidated Statements of Income, (iii) Unaudited Consolidated Statements of Comprehensive Income, (iv) Unaudited Consolidated Statements of Shareholders' Equity, (v) Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements.
104  Cover page interactive data file (formatted as inline XBRL and contained in Exhibit 101)
* Certain attachments to Exhibit 10.1 and Exhibit 10.2 have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted attachments will be furnished to the SEC upon request.
57

FULTON FINANCIAL CORPORATION AND SUBSIDIARIES
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.
 
FULTON FINANCIAL CORPORATION
Date: May 9, 2025 /s/ Curtis J. Myers
Curtis J. Myers
Chairman and Chief Executive Officer
Date: May 9, 2025 /s/ Richard S. Kraemer
Richard S. Kraemer
Senior Executive Vice President and Chief Financial Officer

58
EX-10.1 2 exhibit101rsuaward.htm EX-10.1 exhibit101rsuaward
1 Exhibit 10.1 FULTON FINANCIAL CORPORATION Time-Vested Restricted Stock Unit Award Agreement (this “Award Agreement”) [GRANT DATE] [PARTICIPANT NAME] [HOME ADDRESS] Dear [PARTICIPANT NAME]: Pursuant to the terms and conditions of the 2022 Amended and Restated Equity and Cash Incentive Compensation Plan (the “2022 Plan”) of Fulton Financial Corporation (“Fulton”), you are the recipient of a time-vested Restricted Stock Unit (“RSU”) award (the “Award”). The Award has the following terms and conditions as of the Date of Grant. Capitalized terms used herein but not defined shall have the meanings set forth in the 2022 Plan. Granted To: [PARTICIPANT NAME] Date of Grant: [GRANT DATE] Number of Time-Vested RSUs Granted: [TOTAL AWARDS] Restricted Period: Unless the Award is forfeited before the end of the Restricted Period, the Restricted Period will end three years after the Date of Grant. Retirement: Upon your Retirement as defined in the 2022 Plan, the forfeiture restrictions on the Award lapse. Upon termination of Continuous Service due to Retirement, Shares will be delivered to you no sooner than the date that is six months following your Retirement date. Death or Disability: Upon your death or Disability, the Award will vest, and Shares will be delivered to you within 90 days of the date of death or Disability.

 
2 Layoff or Position Elimination: Upon termination of Continuous Service due to layoff or position elimination, the Award will vest and Shares will be delivered to you within 60 days of the date of your layoff or position elimination, subject to: (i) your execution of a severance agreement and general release of claims in a form provided by Fulton within 45 days of your last day of employment and (ii) such release becoming effective; provided, however, if you are eligible for Retirement as defined in the 2022 Plan at the date of your layoff or position elimination, Shares will be delivered to you no sooner than the date that is six months from your date of layoff or position elimination. Change in Control: In the event of a termination of Continuous Service without Cause during the 12-month period following a Change in Control, the Restricted Period will expire with respect to 100% of your RSUs as of the date of your termination of employment, and Shares will be delivered to you within 60 days of the date of your termination of employment, subject to your execution of a general release of claims in a form provided by Fulton within 45 days of your last day of employment and such release becoming effective; provided, however, if you are eligible for Retirement as defined in the 2022 Plan at the date of your termination, Shares will be delivered to you no sooner than the date that is six months from the date of your termination. Right to Dividend Equivalents: Each RSU shall be credited with Dividend Equivalents, which shall be paid on the Payment Date, (as defined below), to the extent the underlying Shares vest. Clawback: The Award is subject to Fulton’s Mandatory Recovery of Compensation Policy, the Amended and Restated Compensatory Recovery “Clawback” Policy, and any clawback policy that may be adopted by the Board or any committee thereof, and you are required to comply with these policies. You acknowledge that future grants of incentive compensation, and the continued vesting or earning of currently held incentive compensation, are expressly conditioned upon your agreement to comply with these policies. Forfeiture: If your Continuous Service is terminated for any reason not approved by the Committee or set forth in this Award Agreement, the Award will not vest and will be forfeited in accordance with the 2022 Plan. The Award, including all Dividend Equivalents, is subject to forfeiture until the expiration of the Restricted Period pursuant to the terms of the 2022 Plan.

 
3 Net Settlement of Award: Upon the lapse of the forfeiture restrictions with respect to the Award, you authorize the withholding of Shares from the Award for the payment of some or all your federal, state, or local taxes. Timing of Award Payment: Payment will be made in the form of Shares within 60 days following the end of the Restricted Period (or such earlier or later date as specified herein, the “Payment Date”).

 
4 [Type here ] [Type here ] [Type here ] The vesting of the Award will have tax consequences for you. We recommend that you consult your tax advisor. You have thirty (30) days after the date of this Award Agreement to either accept or decline the Award. If you do not accept the Award within 30 days, it will be forfeited. The Award under this Award Agreement shall not be released or otherwise paid unless and until you sign this Award Agreement. Very Truly Yours, Curtis J. Myers Chairman and Chief Executive Officer Fulton Financial Corporation I, [PARTICIPANT NAME], hereby acknowledge receipt of the Award made to me on the Date of Grant and agree to the terms and conditions of this Award Agreement. [REQUIRED SIGNATURE] [ACCEPTANCE DATE] I, [PARTICIPANT NAME], hereby acknowledge receipt of the attached Mandatory Recovery of Compensation Policy and the attached Amended and Restated Compensatory Recovery “Clawback” Policy. [REQUIRED SIGNATURE] [ACCEPTANCE DATE]

 
EX-10.2 3 exhibit102psutsraward.htm EX-10.2 exhibit102psutsraward
1 Exhibit 10.2 FULTON FINANCIAL CORPORATION Performance Restricted Stock Unit Award Agreement Total Shareholder Return (“TSR”) Component (this “Award Agreement”) [GRANT DATE] [PARTICIPANT NAME] [HOME ADDRESS] Dear [PARTICIPANT NAME]: Pursuant to the terms and conditions of the 2022 Amended and Restated Equity and Cash Incentive Compensation Plan (the “2022 Plan”) of Fulton Financial Corporation (“Fulton”), you are the recipient of a Performance Share Award (the “Award”) in the form of performance-based restricted stock units (“PRSUs”). The Award has the following terms and conditions as of the Date of Grant. Capitalized terms used herein but not defined shall have the meanings set forth in the 2022 Plan. Participant: [PARTICIPANT NAME] Date of Grant: [GRANT DATE] Aggregate Total PRSUs for TSR Component Performance: [TOTAL AWARDS] (at target for TSR Component) Range of Potential PRSUs as a Percentage of Target: 0.00% to 150.00% of target for TSR Component (determined on the Vest Date). Retirement: Upon your Retirement as defined in the 2022 Plan, the Continuous Service requirement of unvested PRSUs will be waived, and unvested PRSUs will vest subject to the remaining performance requirements of this Award Agreement. The Award shall be paid as provided and/or permitted by the 2022 Plan. For purposes of the 2022 Plan, Retirement is not a termination of Continuous Service. Death or Disability: Upon your death or Disability, the Continuous Service requirement of your unvested PRSUs will be waived, and unvested PRSUs will vest subject to the remaining performance requirements of this Award Agreement. The Award shall be paid as provided and/or permitted by the 2022 Plan.

 
2 Layoff or Position Elimination: Upon a layoff or position elimination, the Continuous Service requirement of your unvested PRSUs will be waived, and unvested PRSUs will vest subject to the remaining performance requirements of this Award Agreement. The Award shall be paid as provided and/or permitted by the 2022 Plan and subject to: (i) your execution of a severance agreement and general release of claims in the form provided by Fulton within 45 days of your last day of employment and (ii) such release becoming effective. Change in Control: In the event of a termination of Continuous Service without Cause during the 12-month period following a Change in Control, the Continuous Service requirement of your unvested PRSUs will be waived, and your PRSUs will vest subject to the remaining performance requirements of this Award Agreement. The Shares will be delivered to you subject to: (i) your execution of a general release of claims in the form provided by Fulton within 45 days of your last day of employment and (ii) such release becoming effective. Forfeiture: If your Continuous Service is terminated for any reason not set forth above and not otherwise approved by the Committee, the Award will not vest and will be forfeited in accordance with the 2022 Plan. Clawback: The Award is subject to Fulton’s Mandatory Recovery of Compensation Policy and the Amended and Restated Compensatory Recovery “Clawback” Policy. Net Settlement of Award: Upon the lapse of the forfeiture restrictions or the waiver of the Continuous Service requirement with respect to the Award, you authorize the withholding of Shares from the Award for the payment of some, or all of your federal, state, and local taxes. Performance Period: May 1, 2025, to March 31, 2028. Performance Goal: Achievement of TSR growth during the Performance Period measured on a percentile basis relative to the 2025 peer group approved by the Committee. Shares at Target: [TOTAL AWARDS] Determination of PRSUs earned: The Committee will determine no later than May 31, 2028, the extent to which the Performance Goals have been achieved and the level of achievement. Vest Date: The later of May 1, 2028, or the date the Committee certifies the achievement of the Performance Goal. Dividend Equivalents: Each PRSU shall be credited with Dividend Equivalents, which shall be paid on the Payment Date, to the extent the underlaying Shares are earned.

 
3 The Post-Employment Restrictive Covenant Agreement attached hereto as Exhibit A is incorporated in its entirety into this Award Agreement. The vesting of the Award will have tax consequences for you. We recommend that you consult your tax advisor. You have thirty (30) days after the date of this Award Agreement to either accept or decline the Award. If you do not accept the Award within 30 days, it will be forfeited. The Award under this Award Agreement shall not be released or otherwise paid unless and until you sign this Award Agreement. Very Truly Yours, Curtis J. Myers Chairman and Chief Executive Officer Fulton Financial Corporation I, [PARTICIPANT NAME], hereby acknowledge receipt of the Award made to me on the Date of Grant and agree to the terms and conditions of this Award Agreement and to the Post-Employment Restrictive Covenant Agreement attached as Exhibit A. [REQUIRED SIGNATURE] [ACCEPTANCE DATE] I, [PARTICIPANT NAME], hereby acknowledge receipt of the attached Mandatory Recovery of Compensation Policy and the attached Amended and Restated Compensatory Recovery “Clawback” Policy. [REQUIRED SIGNATURE] [ACCEPTANCE DATE]

 
1 Exhibit A Post-Employment Restrictive Covenant Agreement 1. Consideration. In consideration for the grant of the Performance Restricted Stock Unit Award (“PRSU”) between [PARTICIPANT NAME] (“Participant”) and Fulton Financial Corporation (“Fulton”) to which Participant agrees Participant is not otherwise entitled, Participant agrees as follows. 2. Effect on Other Restrictive Covenant Agreements. Participant’s obligations under this Award Agreement are in addition to and supplement Participant’s obligations under any preexisting agreement between Participant and Fulton regarding non-competition, non- solicitation, and/or non-disclosure of Fulton’s confidential information or that of its customers in effect at the time Participant signs this Award Agreement. 3. Fulton. For purposes of this Exhibit, Fulton shall mean Fulton, its successors, and all its present or future subsidiaries or affiliates. 4. Non-Solicitation. During the one (1) year period following Participant’s separation of employment (the “Non-Solicitation Restricted Period”), Participant shall not, directly, or indirectly: (a) call upon, solicit, service or accept business of the type provided by Fulton or its subsidiaries or affiliates from any customer of Fulton or its subsidiaries or affiliates, or in any way interfere with the relationship between any such customer and Fulton (including, without limitation, making any negative or disparaging statements or communications regarding Fulton or its current, past or future personnel); (b) request that any customer of Fulton not purchase products or services from Fulton, or curtail or cease its business with Fulton; (c) solicit, induce, or entice or attempt to solicit, induce, or entice any employee or independent contractor of Fulton to leave the employ or engagement of Fulton, or in any way interfere with the relationship between Fulton and any employee or independent contractor thereof; or (d) except with the consent of the Board or one of its committees, hire or offer employment or engagement to any employee or independent contractor of Fulton who was employed or engaged by Fulton during the Non-Solicitation Restricted Period. 5. Confidential Information. Participant acknowledges that through Participant’s employment with Fulton, Participant will have access to, or may contribute to, certain commercially valuable information and trade secrets belonging to Fulton (collectively, “Confidential Information,” as further defined below). Participant further acknowledges that, to safeguard its legitimate interests, it is necessary for Fulton to protect its Confidential Information by keeping it confidential. Participant acknowledges that Fulton’s Confidential Information is vital to its success and was acquired and/or developed by Fulton only after considerable expense, time,

 
2 and energy. Participant acknowledges that Fulton would not otherwise disclose Confidential Information to Participant without the existence of the provisions of this Exhibit and that the unauthorized disclosure and/or use of Confidential Information would cause Fulton to suffer substantial and irreparable harm. (a) Definition of Confidential Information: The term “Confidential Information” means any and all data and other information related to the business of Fulton that has value to Fulton and is not generally known to the public (whether or not it constitutes a trade secret). Such Confidential Information includes, but is not limited to: data or information relating to any of Fulton’s past, present, or future products or services; customer lists; customer information; fees, costs, and pricing lists or structures; mailing lists; the identity of customers; techniques of doing business; financial and profit information; investment strategies; marketing strategies; competitive information; advertising; compensation information; analysis; reports; formulas; computer software; designs; drawings; trademarks and brand names under development; accounting and business methods; databases; inventions and new developments and methods, whether patentable or reduced to practice; the existence or terms of any contracts or potential contracts; plans for future business; and materials or information embodying or developed by use of any such Confidential Information. Confidential Information does not include information that is or becomes publicly available through no fault of Participant. This provision adds to, and does not limit, Fulton’s rights pursuant to any laws generally protecting confidential information and trade secrets. (b) Prohibited Use or Disclosure of Confidential Information: Participant shall not, at any time during Participant’s employment by Fulton or after termination (whether voluntary or involuntary), directly or indirectly, use, cause to be used, or disclose and Confidential Information of which Participant becomes aware, except to the extent a particular disclosure or use is required in the performance of Participant’s assigned duties for Fulton. Participant also agrees not to remove any documents, material or equipment containing Confidential Information from Fulton’s premises, except as required in the performance of Participant’s assigned duties for Fulton, and to immediately return any such documents, materials, or equipment at the termination of employment (whether voluntary or involuntary, and regardless of the reason). (c) All records, files, software, memoranda, reports, price lists, leads, customer lists, drawings, training materials, workflows, phone lists, plans, documents, technical information, and other tangible items (together with all copies of such documents and things) relating to the business of Fulton, which Participant shall use or prepare or come in contact with in the course of, or as a result of, Participant’s employment shall, as between the parties to this Agreement, remain the sole property of Fulton. Laptop computers, software and related data, information and things provided to Participant by Fulton or obtained by Participant, directly or indirectly, from Fulton, also shall remain the sole property of Fulton. Upon the termination of Participant’s employment for any reason whatsoever, voluntarily or involuntarily (and in all events within 5 days of Participant’s date of termination), and at any earlier time Fulton requests, Participant shall immediately return all such materials and things to Fulton and shall not retain any copies or remove or participate in removing any such materials or things from the premises of Fulton after

 
3 termination or Fulton’s request for return. Participant shall not reproduce or appropriate for Participant’s own use, or for the use of others, any property, Confidential Information or Fulton inventions, and shall remove from any personal computing or communications equipment all information relating to Fulton. (d) Notwithstanding anything to the contrary in this Agreement or otherwise, nothing in this Agreement prohibits Employee from reporting in good faith any violations of federal law or regulation to any governmental agency or entity, including but not limited to the Department of Justice (“DOJ”), the Securities and Exchange Commission (“SEC”), Congress, and any agency or Inspector General, or making other disclosures that are protected under the whistleblower provisions of federal law or regulation. Employee does not need Fulton’s prior authorization to make any such reports or disclosures, and Employee is not required to notify Fulton that Employee has made such reports or disclosures. Nothing in this Agreement shall preclude Employee from filing a good-faith charge with or participating in an investigation by a government administrative agency enforcing civil rights or other laws, such as the Equal Employment Opportunity Commission (“EEOC”), National Labor Relations Board (“NLRB”), or any other federal, state or local government agency; however, Employee herein waives his right to receive any individual relief, including monetary damages, resulting from any such charge, investigation, or Charge against any of the Releasees. Notwithstanding the foregoing, this Agreement does not limit Employee’s right to receive an award for information provided to the SEC. (e) Participant is hereby notified that the immunity provisions in Section 1833 of title 18 of the United States Code provide that an individual cannot be held criminally or civilly liable under any federal or state trade secret law for any disclosure of a trade secret that is made (1) in confidence to federal, state or local government officials, either directly or indirectly, or to an attorney, and is solely for the purpose of reporting or investigating a suspected violation of the law, (2) under seal in a complaint or other document filed in a lawsuit or other proceeding, or (3) to Participant’s attorney in connection with a lawsuit for retaliation for reporting a suspected violation of law (and the trade secret may be used in the court proceedings for such lawsuit) as long as any document containing the trade secret is filed under seal and the trade secret is not disclosed except pursuant to court order. 6. Clawback. Participant acknowledges that the Participant is subject to the Mandatory Recovery of Compensation Policy, the Amended and Restated Compensatory Recovery “Clawback” Policy, and any clawback policy that may be adopted by the Board or any committee thereof and that Participant is required to comply with the policy. Participant acknowledges that future grants of incentive compensation, and the continued vesting or earning of currently held incentive compensation, are expressly condition upon Participant’s agreement to comply with the policy. Further, Participant acknowledges and agrees that should Participant violate any of the covenants in this Agreement, Participant shall be required to pay back to Fulton the sum of money equal to the value of the Award paid to Participant.

 
4 7. Injunctive Relief. (a) Participant acknowledges and agrees that the covenants contained herein are fair and reasonable in light of the consideration paid hereunder by Fulton granting the Award to the Participant, and that damages alone shall not be an adequate remedy for any breach by Participant of Participant’s covenants for non-competition, non-solicitation and confidentiality which then apply and accordingly expressly agrees that, in addition to any other remedies which Fulton may have, Fulton shall be entitled to injunctive relief in any court of competent jurisdiction for any breach or threatened breach of any such covenants by Participant. Nothing contained herein shall prevent or delay Fulton from seeking, in any court of competent jurisdiction, specific performance or other equitable remedies in the event of any breach or intended breach by Participant of any of its obligations hereunder. (b) In the event Participant breaches Participant’s obligations herein, the period specified therein shall be tolled during the period of any such breach and any litigation seeking remedies for such breach and shall resume upon the conclusion or termination of any such breach and any such litigation. The remedies set forth in this Award are cumulative and in addition to any and all other remedies available to Fulton at law or in equity.

 
EX-31.1 4 fult033125-exhibit311.htm EX-31.1 Document

Exhibit 31.1 – Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Curtis J. Myers, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Fulton Financial Corporation;

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 the 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: May 9, 2025
/s/ Curtis J. Myers
     Curtis J. Myers
     Chairman and Chief Executive Officer



EX-32.1 5 fult033125-exhibit321.htm EX-32.1 Document


Exhibit 32.1 - Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

I, Curtis J. Myers, Chief Executive Officer of Fulton Financial Corporation, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, certify that:
The Form10-Q of Fulton Financial Corporation, containing the consolidated financial statements for the quarter ended March 31, 2025, fully complies with the requirements of Sections 13(a) or 15(d) of the Securities Exchange Act of 1934. The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Fulton Financial Corporation.

Date: May 9, 2025
/s/ Curtis J. Myers
     Curtis J. Myers
     Chairman and Chief Executive Officer



EX-32.2 6 fult033125-exhibit322.htm EX-32.2 Document

Exhibit 32.2 - Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

I, Richard S. Kraemer, Chief Financial Officer of Fulton Financial Corporation, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, certify that:
The Form 10-Q of Fulton Financial Corporation, containing the consolidated financial statements for the quarter ended March 31, 2025, fully complies with the requirements of Sections 13(a) or 15(d) of the Securities Exchange Act of 1934. The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Fulton Financial Corporation.
May 9, 2025
/s/ Richard S. Kraemer
Richard S. Kraemer
     Senior Executive Vice President and Chief Financial Officer


EX-33.2 7 fult033125-exhibit312.htm EX-33.2 Document

Exhibit 31.2 – Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Richard S. Kraemer, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Fulton Financial Corporation;
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 the 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: May 9, 2025
/s/ Richard S. Kraemer
Richard S. Kraemer
     Senior Executive Vice President and Chief Financial Officer