株探米国株
日本語 英語
エドガーで原本を確認する
0001056943false00010569432025-10-302025-10-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report: October 30, 2025

(Date of earliest event reported)

PEOPLES FINANCIAL SERVICES CORP.

(Exact name of registrant as specified in its charter)

001-36388

(Commission

File Number)

 

PA

23-2391852

(State or other jurisdiction

of incorporation)

(IRS Employer of

Identification No.)

30 E D Preate Drive, Moosic, Pennsylvania 18507

(Address of principal executive offices) (Zip Code)

(570) 346-7741

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

    

Trading Symbol

    

Name of each exchange on which registered:

Common stock, $2.00 par value

PFIS

The Nasdaq Stock Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 

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. ☐

 Item 2.02 Results of Operations and Financial Condition.

On October 30, 2025, Peoples Financial Services Corp. issued a press release announcing unaudited results of operations for the three and nine month periods ended September 30, 2025 and financial condition at September 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits

The following exhibits are filed with this Form 8-K:

 

Exhibit
No. 

Description 

99.1

Press release dated October 30, 2025 announcing results of operations and financial condition.

2

EXHIBIT INDEX

 

Exhibit
No. 

Description 

99.1

Press release dated October 30, 2025 announcing results of operations and financial condition.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

3

SIGNATURE

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

 

PEOPLES FINANCIAL SERVICES CORP.

By:

/s/ Gerard A. Champi

Gerard A. Champi

Chief Executive Officer

(Principal Executive Officer)

By:

/s/James M. Bone, Jr.

James M. Bone, Jr., CPA

Executive Vice President and Chief Financial Officer

(Principal Financial Officer)

Date: October 30, 2025

4

EX-99.1 2 pfis-20251030xex99d1.htm EX-99.1

Exhibit 99.1

NEWS RELEASE

TO BUSINESS EDITOR:

PEOPLES FINANCIAL SERVICES CORP.

Reports Unaudited Third Quarter and Year to Date 2025 Earnings

Moosic, PA, October 30, 2025/PRNEWSWIRE/ – Peoples Financial Services Corp. (“Peoples” or the “Company”) (NASDAQ: PFIS), the bank holding company for Peoples Security Bank and Trust Company (the “Bank”), today reported unaudited financial results at and for the three and nine months ended September 30, 2025.

Peoples reported net income of $15.2 million, or $1.51 per diluted share for the three months ended September 30, 2025, compared to net income of $17.0 million, or $1.68 per diluted share for the three months ended June 30, 2025 and a net loss of $4.3 million, or $0.43 per diluted share for the three months ended September 30, 2024. Return on average assets (“ROAA”) and return on average equity (“ROAE”) on an annualized basis for the three months ended September 30, 2025, was 1.19% and 12.02% compared to 1.36% and 13.87% for the three months ended June 30, 2025, and (0.33)% and (3.58)% for the three months ended September 30, 2024. Net income in the current quarter was negatively impacted by the recognition of a $0.6 million pre-tax loss on the pending sale of several administrative properties along with higher occupancy expenses associated with the Company’s transition into its new headquarters. Net income in the third quarter of 2024 included $9.7 million in acquisition-related expenses.

For the nine months ended September 30, 2025, net income was $47.2 million, or $4.69 per diluted share, compared to $2.4 million, or $0.30 per diluted share for the comparable period of 2024. The increase in net income for the current year to date period of $44.8 million was due primarily to higher net interest income and noninterest income, and a lower provision for credit losses which more than offset an increase in noninterest expenses. On July 1, 2024, the Company completed its merger with FNCB Bancorp, Inc. (“FNCB,” such merger the “FNCB merger”). Higher levels of interest-earning assets, higher transaction volumes and purchase accounting related accretion resulting from the FNCB merger resulted in the increase in net interest income and noninterest income when compared to the prior year period.

“We are extremely pleased with another strong quarter driven by disciplined credit quality and balance sheet management,” stated Gerard A. Champi, Chief Executive Officer. “We are building for the future with a focus on efficiency, enhanced customer service and long-term growth as we centralize operations in our new corporate headquarters.”

The Company's consolidated financial results for any periods ended or including periods prior to July 1, 2024, do not reflect the financial results of FNCB and its subsidiaries. 

In addition to evaluating its results of operations in accordance with U.S. generally accepted accounting principles (“GAAP”), Peoples routinely supplements its evaluation with an analysis of certain non-GAAP financial measures, such as tangible stockholders’ equity, core net income and pre-provision revenue ratios, and tax-equivalent net interest income and related ratios, among others. The reported results included in this release contain items, which Peoples considers non-core, namely acquisition-related expenses and merger-related adjustments to the allowance for credit losses (“ACL”) for nonrecurring provisions for purchase credit deteriorated (“PCD”) and non-PCD loans. Peoples believes the reported non-GAAP financial measures provide information useful to investors in understanding its operating performance and trends.  Where non-GAAP disclosures are used in this press release, a reconciliation to the comparable GAAP measure is provided in the accompanying tables.  The non-GAAP financial measures Peoples uses may differ from the non-GAAP financial measures of other financial institutions.

NOTABLES IN THE QUARTER

Non-performing assets to total assets improved to 0.33% at September 30, 2025 compared to 0.34% at June 30, 2025 and 0.45% at December 31, 2024, and non-performing assets to total loans, net and foreclosed assets improved to 0.42% at September 30, 2025 compared to 0.44% at June 30, 2025 and 0.58% at December 31, 2024.

1


ROAE on an annualized basis was 12.02% for the three months ended September 30, 2025 compared to 13.87% for the three months ended June 30, 2025, and (3.58)% for the three months ended September 30, 2024.
ROAA on an annualized basis was 1.19% for the three months ended September 30, 2025 compared to 1.36% for the three months ended June 30, 2025, and (0.33)% for the three months ended September 30, 2024.
Book value per common share at September 30, 2025 increased to $50.95 as compared to $49.44 and $47.53 at June 30, 2025, and September 30, 2024, respectively.
Tangible book value per common share, a non-GAAP measure1, increased to $40.43 on September 30, 2025, compared to $38.75 and $36.24 at June 30, 2025, and September 30, 2024, respectively.
Loans increased $18.8 million, or 1.9%, on an annualized basis during the three months ended September 30, 2025.
The Company completed its move to new corporate headquarters in Moosic, PA.

INCOME STATEMENT REVIEW

Net interest margin (“NIM”), calculated on a fully taxable equivalent (“FTE”) basis, a non-GAAP measure1, for the three months ended September 30, 2025, was 3.54%, an increase of 28 basis points compared to 3.26% for the three months ended September 30, 2024.
The tax-equivalent yield on interest-earning assets, a non-GAAP measure1, decreased 7 basis points to 5.56% for the three months ended September 30, 2025, from 5.63% for the three months ended September 30, 2024.
The cost of funds, which represents the average rate paid on total interest-bearing liabilities, decreased 28 basis points to 2.64% for the three months ended September 30, 2025, when compared to 2.89% for the three months ended September 30, 2024.
The cost of interest-bearing deposits decreased 37 basis points for the three months ended September 30, 2025 to 2.39% from 2.76% in the three months ended September 30, 2024.
The cost of total deposits, which includes the impact of noninterest-bearing deposits was 1.88% for the three months ended September 30, 2025, a decrease of 45 basis points from 2.33% for the three months ended September 30, 2024.
The efficiency ratio1 was 56.52% for the three months ended September 30, 2025, compared to 53.14% for the three months ended September 30, 2024.

Third Quarter 2025 Results – Comparison to Third Quarter 2024

Net interest income on an FTE basis for the three months ended September 30, 2025 increased $1.9 million to $41.9 million from $40.0 million for the three months ended September 30, 2024. The increase in FTE net interest income was due to a $3.1 million decrease in tax-equivalent interest income, a non-GAAP measure1, that was more than offset by a $5.0 million decrease in interest expense.

The reduction in FTE interest income resulted primarily from decreases in average loan, investment and federal funds sold balances, coupled with a reduction in accretion associated with purchase accounting fair value discounts. Average loans, net, decreased $62.6 million for the three months ended September 30, 2025, compared to the prior year three-month period ended September 30, 2024. Average investments totaled $651.8 million in the three months ended September 30, 2025, and $700.6 million in the three months ended September 30, 2024, a decrease of $48.8 million. Average federal funds sold decreased $58.7 million to $33.5 million for the three months ended September 30, 2025, from $92.2 million for the three months ended September 30, 2024. Accretion associated with purchase accounting fair value discounts on purchased loans was $3.7 million for the three months ended September 30, 2025, a decrease of $1.0 million from $4.7 million for the same period of 2024.

1 See reconciliation of non-GAAP financial measures on pg.18-20.

2


The decrease in interest expense, comparing the three month periods ended September 30, 2025, and September 30, 2024, was due primarily to decreases in average deposit rates, coupled with a reduction in higher cost brokered deposits, partially offset by increases in average volumes and rates on borrowed funds, which were largely related to the net new issuance of subordinated debt in the second quarter of 2025. Average interest-bearing deposits decreased $448.8 million and represented 78.7% of total average deposits for the three months ended September 30, 2025, as compared to 84.2% for the three months ended September 30, 2024. Average brokered deposits decreased $210.9 million to $178.6 million for the three months ended September 30, 2025, from $389.5 million for the comparable three-month period of 2024. Average noninterest bearing deposits increased $191.6 million and represented 21.3% of total average deposits in the three months ended September 30, 2025, as compared to 15.8% in the three months ended September 30, 2024.

Average total borrowings increased $53.3 million for the three months ended September 30, 2025, as compared to the same period of 2024, which was primarily due to the new issuance of subordinated debt which occurred in the second quarter of 2025. Additionally, the Company’s cost of borrowings increased 67 basis points to 6.01% for the three months ended September 30, 2025, compared to 5.34% for the same three months of 2024. In June 2025, the Company called and redeemed $33 million of its subordinated notes due in June 2030 that repriced to 9.08% and issued $85 million in fixed-to-floating rate subordinated notes due June 2035 at an initial fixed rate through June 2030 of 7.75%.

Short-term borrowings averaged $29.2 million for the three-month period ended September 30, 2025, at an average cost of 4.63% compared to $43.9 million at an average cost of 4.98% during the comparable three-month period in 2024. Long-term debt averaged $129.5 million for the three-month period ended September 30, 2025, at an average cost of 4.62% compared to $111.8 million at an average cost of 4.94% for the three months ended September 30, 2024. Subordinated debt averaged $83.1 million for the three-month period ended September 30, 2025, at an average cost of 8.34% compared to $33.0 million at an average cost of 5.34% for the three months ended September 30, 2024.

For the three months ended September 30, 2025, $0.8 million was credited to the provision for credit losses compared to an expense of $14.5 million in the prior year’s same quarter. The current year credit was due primarily to a reduction in specific reserves on individually evaluated loans associated with a reduction in nonperforming loans coupled with a decline in the overall model loss rate. The provision for the third quarter of 2024 included a non-recurring provision of $14.3 million for non-PCD loans acquired in the FNCB merger.

Noninterest income was $5.5 million and $5.7 million for the three months ended September 30, 2025, and 2024, respectively. The current year quarter includes a $0.6 million loss on the pending sale of administrative offices, as the Company has commenced consolidating operations to a new corporate center. The prior year quarter included gains of $0.2 million on equity investments versus a negligible loss in the current year’s quarter. Wealth management income increased $0.2 million and interest rate swap income increased $0.2 million due to an increase in transactions.

Noninterest expense decreased $6.8 million to $28.7 million for the three months ended September 30, 2025, from $35.5 million for the three months ended September 30, 2024, which primarily reflected a reduction in acquisition-related expenses partially offset by increases in salaries and employee benefits, occupancy and equipment expenses and other expenses. Acquisition-related expenses were $9.7 million in the quarter ended September 30, 2024, with only negligible expenses in the current year’s quarter. Salaries and employee benefits increased $0.9 million to $14.1 million for the three months ended September 30, 2025 from $13.2 million for the same three months of 2024 due primarily to higher incentive compensation accruals. Net occupancy and equipment expenses increased $0.8 million from the prior year’s quarter, which included higher lease and maintenance expenses. Other expenses increased $1.4 million to $5.2 million for the quarter ending September 30, 2025, from $3.8 million for the prior year’s quarter. The increase in other expenses was primarily related to an increase in the provision for unfunded commitments. The Company recorded a provision for unfunded commitments of $0.2 million in the third quarter of 2025 compared to a credit to the provision for unfunded commitments of $0.8 million for the same quarter of 2024.

Income tax expense was $3.6 million for the three months ended September 30, 2025, compared to a benefit of $0.7 million for the three months ended September 30, 2024. The effective tax rate was 19.1% for the three months ended September 30, 2025, and 13.2% of pre-tax loss for the three months ended September 30, 2024, respectively.

3


Nine-Month Results – Comparison to Prior Year First Nine Months

Net interest income for the nine months ended September 30, 2025 increased $45.4 million to $122.9 million from $77.5 million for the nine months ended September 30, 2024. FTE net interest income, a non-GAAP measure1, for the nine months ended September 30, 2025 increased $45.9 million to $125.0 million from $79.1 million for the nine months ended September 30, 2024.

Tax-equivalent interest income, a non-GAAP measure1, increased $47.7 million to $195.1 million due to higher levels of interest-earning assets such as loans and investments and an additional $7.4 million from accretion of purchase accounting marks on loans. Average loans increased $726.4 million and average investments increased $52.0 million comparing the nine months ended September 30, 2025 and 2024, primarily due to assets the Company acquired in the FNCB merger. The tax-equivalent yield on interest-earning assets, a non-GAAP measure1 was 5.58% for the first nine months of 2025 compared to 5.01% for the nine months ended September 30, 2024. Loan yields increased 49 basis points to 5.99% while investment yields increased 82 basis points to 3.11% for the nine months ended September 30, 2025.

Partially offsetting the increase in tax-equivalent interest income was a $1.8 million increase in interest expense to $70.0 million for the nine months ended September 30, 2025, from $68.2 million for the nine months ended September 30, 2024, which was primarily caused by higher volumes of interest-bearing liabilities, partially offset by a reduction in funding costs. Average interest-bearing liabilities increased $498.0 million to $3.6 billion from $3.1 billion comparing the year-to-date periods of 2025 and 2024, which reflected higher volumes of both deposits and borrowings. The cost of interest-bearing liabilities during the nine-month period ended September 30, 2025 decreased 33 basis points to 2.61% from 2.94% for the nine months ended September 30, 2024. The cost of interest-bearing deposit products decreased 43 basis points to 2.42% for the nine months ended September 30, 2025 from 2.85% for the comparable prior year period, while borrowing costs increased 44 basis points to 5.69% from 5.25% for the nine months ended September 30, 2024. The increase in the cost of borrowed funds was largely due to the previously mentioned issuance of new subordinated debt, partially offset by a reduction in market rates for short-term borrowings.

For the nine months ended September 30, 2025, a credit to the provision for credit losses of $0.9 million was recorded compared to a prior year provision of $15.8 million. The current year credit was due primarily to a reduction in specific reserves on individually evaluated loans associated with a reduction in nonperforming loans coupled with a decline in the overall model loss rate. The prior year provision included non-recurring provision of $14.3 million for non-PCD loans acquired in the FNCB merger.

Noninterest income was $18.0 million for the nine months ended September 30, 2025 and $12.7 million for the comparable period ended September 30, 2024.  The increase in non-interest income was attributable to the increased size and scale of the Company following the merger. Comparing the year-to-date periods of 2025 and 2024, service charges and fees increased $3.2 million. Wealth management income increased $0.7 million, BOLI cash surrender value increased $0.5 million and merchant services income increased $0.5 million.

Noninterest expense for the nine months ended September 30, 2025 was $84.3 million, an increase of $12.6 million from $71.7 million for the nine months ended September 30, 2024. Almost all noninterest expense line items increased as a result of the FNCB merger and the expanded operations of the combined Company. Salaries and employee benefits expenses increased $10.9 million compared to the year ago period due to the addition of 195 full-time employees from the FNCB merger. Occupancy and equipment expenses were higher by $4.4 million in the current period due to increased technology costs related to system integration and increased account and transaction volumes, and higher facilities costs. Amortization of intangible assets increased $3.2 million in the nine months ended September 30, 2025, on the amortization of merger-related intangibles, primarily core deposit intangibles. Partially offsetting these increases was a decrease in merger-related expenses to $0.2 million for the nine months ended September 30, 2025 from $11.2 million for the nine months ended September 30, 2024. The efficiency ratio a non-GAAP, measure1, improved to 55.38% for the nine months ended September 30, 2025 compared to 64.21% for the respective nine months of 2024.

The provision for income taxes for the nine months ended September 30, 2025 totaled $10.3 million and the effective tax rate was 17.9% as compared to $0.2 million and 9.1% in the prior period.

1 See reconciliation of non-GAAP financial measures on pg.18-20.

4


BALANCE SHEET REVIEW

At September 30, 2025, total assets, loans, and deposits were $5.2 billion, $4.0 billion, and $4.3 billion, respectively.

Total loans, which were $4.0 billion at September 30, 2025, increased $22.9 million as compared to December 31, 2024. Increases in commercial loans and residential real estate loans were partially offset by reductions in commercial real estate, equipment financing, and indirect auto loans.

Total investments were $610.3 million at September 30, 2025, compared to $606.9 million at December 31, 2024. At September 30, 2025, the available for sale securities totaled $534.5 million and the held to maturity securities totaled $73.3 million. The unrealized loss on the available for sale securities decreased $14.9 million from $49.0 million at December 31, 2024, to $34.1 million at September 30, 2025. The unrealized losses on the held to maturity portfolio totaled $9.7 million and $13.0 million at September 30, 2025, and December 31, 2024, respectively.

Total deposits decreased $117.8 million to $4.3 billion at September 30, 2025, due primarily to reductions in brokered CDs. Noninterest-bearing deposits decreased $23.5 million to $912.0 million at September 30, 2025, from $935.5 million at December 31, 2024, and interest-bearing deposits decreased $94.3 million to $3.4 billion at September 30, 2025, from $3.5 billion at December 31, 2024. Additionally, the Company had $162.2 million and $256.4 million of longer-term brokered CDs at September 30, 2025, and December 31, 2024, respectively. As part of strategic balance sheet management initiatives, the Company reduced its higher rate brokered CD portfolio by $94.2 million during the first nine months of 2025.

The Company’s deposit base is diversified and consisted of 40.9% retail accounts, 36.4% commercial accounts, 18.9% municipal relationships and 3.8% brokered deposits at September 30, 2025. At September 30, 2025, total uninsured deposits were approximately $1.4 billion, or 32.3% of total deposits. Included in the uninsured total at September 30, 2025, were $398.6 million of municipal deposits collateralized by letters of credit issued by the FHLB and pledged investment securities, and $1.4 million of affiliate company deposits.

In addition to deposit gathering and current long-term debt, the Company has additional sources of liquidity available such as cash and cash equivalents, overnight borrowings from the FHLB, the Federal Reserve’s Discount Window, correspondent bank lines of credit, brokered deposit capacity and unencumbered securities. At September 30, 2025, available borrowing capacity totaled $1.1 billion at the FHLB and $388.3 million at the Federal Reserve’s Discount Window. At September 30, 2025, the Company had $179.9 million in cash and cash equivalents, an increase of $44.1 million from $135.8 million at December 31, 2024. For additional information on the deposit portfolio and additional sources of liquidity, see the tables on page 16.

The Company maintained its well capitalized position at September 30, 2025. Stockholders’ equity equaled $509.3 million or $50.95 per share at September 30, 2025, compared to $469.0 million or $46.94 per share at December 31, 2024. The increase in stockholders’ equity from December 31, 2024, is primarily attributable to net income less dividends to shareholders and an $11.5 million decrease to accumulated other comprehensive loss (“AOCL”) resulting primarily from a reduction in the unrealized loss on available for sale securities. The net after tax unrealized loss on available for sale securities included in AOCL at September 30, 2025, and December 31, 2024, was $26.7 million and $38.3 million, respectively.

Tangible book value, a non-GAAP measure1, increased to $40.43 per share at September 30, 2025, from $35.88 per share at December 31, 2024. Dividends declared for the nine months ended September 30, 2025 amounted to $1.86 per share.

ASSET QUALITY REVIEW

Nonperforming assets, which include nonperforming loans, loans past due 90 days or more and still accruing, and foreclosed assets, were $16.8 million or 0.42% of loans, net, and foreclosed assets at September 30, 2025, compared to $23.0 million or 0.58% of loans, net, and foreclosed assets at December 31, 2024. As a percentage of total assets, nonperforming assets were 0.33% at September 30, 2025, compared to 0.45% at December 31, 2024. At September 30, 2025, the Company had one foreclosed commercial property recorded at $1.5 million compared to one foreclosed residential property recorded at $27 thousand at December 31, 2024.

1 See reconciliation of non-GAAP financial measures on pg.18-20.

5


During the nine months ended September 30, 2025, net charge-offs totaled $1.1 million and the Company recognized a credit to the provision for credit losses of $0.9 million. During the three months ended September 30, 2025, net charge-offs were $0.2 million and the credit to the provision for credit losses was $0.8 million. The allowance for credit losses equaled $39.8 million or 0.99% of loans, net, at September 30, 2025, compared to $41.8 million or 1.05% of loans, net, at December 31, 2024.

About Peoples:

Peoples Financial Services Corp. is the bank holding company of Peoples Security Bank and Trust Company, an independent community bank serving its retail and commercial customers through 39 full-service community banking offices located within Allegheny, Bucks, Lackawanna, Lebanon, Lehigh, Luzerne, Monroe, Montgomery, Northampton, Susquehanna, Wayne and Wyoming Counties in Pennsylvania, Middlesex County in New Jersey and Broome County in New York. Each office, interdependent with the community, offers a comprehensive array of financial products and services to individuals, businesses, not-for-profit organizations, and government entities. Peoples’ business philosophy includes offering direct access to senior management and other officers and providing friendly, informed and courteous service, and local and timely decision making. For more information visit psbt.com.

In addition to evaluating its results of operations in accordance with U.S. generally accepted accounting principles (“GAAP”), Peoples routinely supplements its evaluation with an analysis of certain non-GAAP financial measures, such as tangible stockholders’ equity, core net income and pre-provision revenue ratios, among others. The reported results included in this release contain items, which Peoples considers non-core, namely acquisition related expenses and gain or loss on the sale of securities available for sale. Peoples believes the reported non-GAAP financial measures provide information useful to investors in understanding its operating performance and trends. Where non-GAAP disclosures are used in this press release, a reconciliation to the comparable GAAP measure is provided in the accompanying tables. The non-GAAP financial measures Peoples uses may differ from the non-GAAP financial measures of other financial institutions.

SOURCE: Peoples Financial Services Corp.

/Contact: 

MEDIA/INVESTORS, Marie L. Luciani, Investor Relations Officer,

570.346.7741 or marie.luciani@psbt.com

Co:

Peoples Financial Services Corp.

St:

Pennsylvania

In:

Fin

6


Safe Harbor Forward-Looking Statements:

We make statements in this press release, and we may from time to time make other statements regarding our outlook or expectations for future financial or operating results and/or other matters regarding or affecting Peoples Financial Services Corp. and its subsidiaries (collectively, “Peoples”) and other statements that are not historical facts that are considered “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements may be identified by the use of such words as “believe,” “expect,” “anticipate,” “should,” “planned,” “estimated,” “intend” and “potential.” For these statements, Peoples claims the protection of the statutory safe harbors for forward-looking statements.

Peoples cautions you that undue reliance should not be placed on forward-looking statements and that a number of important factors could cause actual results to differ materially from those currently anticipated in any forward-looking statement. Such factors include, but are not limited to: macroeconomic trends, including interest rates and inflation and their effect on our investment values; the effects of any recession in the United States; political instability and the consequences thereof, such as the recent shutdown of the U.S. federal government; the impact on financial markets from geopolitical conflict, including from wars, military conflict or trade policies, including tariffs, retaliatory tariffs, tariff counter-measures, or the threat of such actions; impairment charges relating to our investment portfolio; credit risks in connection with our lending activities; the economic health of our market area; our exposure to commercial and industrial, construction, commercial real estate, and equipment finance loans; our ability to maintain an adequate allowance for credit losses; access to liquidity; the strength of our customer deposit levels; unrealized losses; reliance on our subsidiaries; accounting procedures, policies and requirements; changes in the value of goodwill; future pension plan costs; our ability to retain key personnel; the strength of our disclosure controls and procedures; environmental liabilities; reliance on third-party vendors and service providers; competition from non-bank entities; the development and us of AI in business processes, services, and products; our ability to prevent, detect and respond to cybersecurity threats and incidents; a failure of information technology, whether due to a breach, cybersecurity incident, or ability to keep pace with growth and developments; our ability to comply with privacy and data protection requirements; changes in U.S. or regional economic conditions; our ability to compete effectively in our industry; the soundness of other financial institutions; adverse changes (or the threat of such changes) in laws and regulations; fiscal and monetary policies of the federal government and its agencies; a failure to meet minimum capital requirements; our ability to realize the anticipated benefits of the FNCB merger; future acquisitions or a change in control; and other factors that may be described in our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission from time to time.

The forward-looking statements are made as of the date of this release, and, except as may be required by

applicable law or regulation, Peoples assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.

[TABULAR MATERIAL FOLLOWS]

7


Summary Data

Peoples Financial Services Corp.

Five Quarter Trend (Unaudited)

(In thousands, except share and per share data)

  

Sept 30

  

June 30

  

Mar 31

  

Dec 31

  

Sept 30

 

2025

2025

2025

2024

2024

 

Key performance data:

Share and per share amounts:

Net income (loss)

$

1.51

$

1.68

$

1.49

$

0.61

$

(0.43)

Core net income (1)

$

1.51

$

1.69

$

1.51

$

0.99

$

1.64

Core net income (PPNR) (1)

$

1.81

$

2.03

$

1.83

$

1.46

$

1.83

Cash dividends declared

$

0.62

$

0.62

$

0.62

$

0.62

$

0.62

Book value

$

50.95

$

49.44

$

48.21

$

46.94

$

47.53

Tangible book value (1)

$

40.43

$

38.75

$

37.35

$

35.88

$

36.24

Market value:

High

$

53.69

$

51.21

$

53.70

$

58.76

$

50.49

Low

$

46.90

$

40.67

$

44.47

$

44.73

$

41.44

Closing

$

48.61

$

49.37

$

44.47

$

51.18

$

46.88

Market capitalization

$

485,837

$

493,438

$

444,499

$

511,325

$

468,549

Common shares outstanding

 

9,994,595

 

9,994,696

 

9,995,483

 

9,990,724

 

9,994,648

Selected ratios:

Return on average stockholders’ equity

 

12.02

%  

 

13.87

%  

 

12.70

%  

 

5.07

%  

 

(3.58)

%  

Core return on average stockholders’ equity (1)

 

12.03

%  

 

13.92

%  

 

12.80

%  

 

8.31

%  

 

13.61

%  

Return on average tangible stockholders’ equity (1)

 

15.24

%  

 

17.73

%  

 

16.46

%  

 

6.62

%  

 

(4.67)

%  

Core return on average tangible stockholders’ equity (1)

 

15.25

%  

 

17.79

%  

 

16.59

%  

 

10.87

%  

 

17.77

%  

Return on average assets

 

1.19

%  

 

1.36

%  

 

1.22

%

 

0.47

%

 

(0.33)

%  

Core return on average assets (1)

 

1.19

%  

 

1.36

%  

 

1.23

%  

 

0.76

%  

 

1.24

%  

Stockholders’ equity to total assets

 

9.87

%  

 

9.67

%  

 

9.64

%  

 

9.21

%  

 

8.86

%  

Efficiency ratio (1)(2)

 

56.52

%  

 

53.92

%  

 

55.77

%  

 

63.03

%  

 

53.14

%  

Nonperforming assets to loans, net, and foreclosed assets

 

0.42

%  

 

0.44

%  

 

0.59

%  

 

0.58

%  

 

0.53

%  

Nonperforming assets to total assets

0.33

%

0.34

%

0.47

%

0.45

%

0.41

%  

Net charge-offs to average loans, net

 

0.02

%  

 

0.00

%  

 

0.09

%  

 

0.09

%  

 

0.01

%  

Allowance for credit losses to loans, net

 

0.99

%  

 

1.02

%  

 

1.03

%  

 

1.05

%  

 

0.97

%  

Interest-bearing assets yield (FTE) (3)

 

5.56

%  

 

5.68

%  

 

5.50

%  

 

5.51

%  

 

5.63

%  

Cost of funds

 

2.64

%  

 

2.60

%  

 

2.58

%  

 

2.88

%  

 

2.89

%  

Net interest spread (FTE) (3)

 

2.92

%  

 

3.08

%  

 

2.92

%  

 

2.62

%  

 

2.74

%  

Net interest margin (FTE) (1)(3)

 

3.54

%  

 

3.69

%  

 

3.50

%  

 

3.25

%  

 

3.26

%  

(1) See Reconciliation of Non-GAAP financial measures on pages 18-20.
(2) Total noninterest expense less amortization of intangible assets and acquisition related expenses, divided by tax-equivalent net interest income and noninterest income less net gains (losses) on investment securities available for sale and net gains (losses) on sales of fixed assets.
(3) Tax-equivalent adjustments were calculated using the federal statutory tax rate prevailing during the indicated periods of 21%.

8


Peoples Financial Services Corp.

Consolidated Statements of Income (Unaudited)

(In thousands, except per share data)

    

Sept 30

    

Sept 30

Nine months ended

2025

2024

Interest income:

Interest and fees on loans:

Taxable

$

170,292

$

127,859

Tax-exempt

 

6,698

 

5,116

Interest and dividends on investment securities:

Taxable

 

13,073

 

8,561

Tax-exempt

 

1,332

 

1,153

Dividends

 

128

 

59

Interest on interest-bearing deposits in other banks

 

310

 

385

Interest on federal funds sold

 

1,092

 

2,524

Total interest income

 

192,925

 

145,657

Interest expense:

Interest on deposits

 

61,344

 

63,216

Interest on short-term borrowings

 

976

 

1,444

Interest on long-term debt

 

3,897

 

1,929

Interest on subordinated debt

3,217

1,330

Interest on junior subordinated debt

563

260

Total interest expense

 

69,997

 

68,179

Net interest income

 

122,928

 

77,478

(Credit to) provision for credit losses

 

(877)

 

15,762

Net interest income after (credit to) provision for credit losses

 

123,805

 

61,716

Noninterest income:

Service charges, fees, commissions and other

 

10,454

 

7,304

Merchant services income

 

1,136

 

598

Commissions and fees on fiduciary activities

 

1,707

 

1,717

Wealth management income

 

2,219

 

1,486

Mortgage banking income

 

387

 

263

Increase in cash surrender value of life insurance

 

1,604

 

1,116

Interest rate swap income

389

25

Net gains on equity investments

 

43

 

155

Net gains on sale of fixed assets

65

1

Total noninterest income

 

18,004

 

12,665

Noninterest expense:

Salaries and employee benefits expense

 

41,370

 

30,459

Net occupancy and equipment expense

 

20,115

 

15,745

Acquisition related expenses

236

 

11,210

Amortization of intangible assets

 

4,882

 

1,665

FDIC insurance and assessments

2,605

1,907

Other expenses

 

15,085

 

10,742

Total noninterest expense

 

84,293

 

71,728

Income before income taxes

 

57,516

 

2,653

Provision for income tax expense

 

10,305

 

242

Net income

$

47,211

$

2,411

Other comprehensive income:

Unrealized gains on investment securities available for sale

$

14,846

$

12,744

Reclassification adjustment for gains on available for sale securities included in net income

 

 

(1)

Change in derivative fair value

(114)

(185)

Income tax expense related to other comprehensive income

 

3,213

 

2,748

Other comprehensive income, net of income tax expense

 

11,519

 

9,810

Comprehensive income

$

58,730

$

12,221

Share and per share amounts:

Net income - basic

$

4.72

$

0.30

Net income - diluted

4.69

0.30

Cash dividends declared

$

1.86

$

1.44

Average common shares outstanding - basic

 

9,994,175

 

8,039,734

Average common shares outstanding - diluted

10,070,947

8,094,036

9


Peoples Financial Services Corp.

Consolidated Statements of Income (Loss) (Unaudited)

(In thousands, except per share data)

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

Three months ended

2025

2025

2025

2024

2024

Interest income:

Interest and fees on loans:

Taxable

$

57,621

$

57,459

$

55,212

$

57,048

$

59,411

Tax-exempt

 

2,151

 

2,302

 

2,245

 

2,238

 

2,299

Interest and dividends on investment securities:

Taxable

 

4,335

 

4,604

 

4,134

 

4,359

 

4,739

Tax-exempt

 

537

 

399

 

396

 

397

 

411

Dividends

 

47

 

40

 

41

 

40

 

55

Interest on interest-bearing deposits in other banks

 

101

 

96

 

113

 

113

 

150

Interest on federal funds sold

 

372

 

435

 

285

 

1,608

 

1,218

Total interest income

 

65,164

65,335

62,426

 

65,803

 

68,283

Interest expense:

Interest on deposits

 

20,194

 

20,303

 

20,847

 

24,718

 

26,398

Interest on short-term borrowings

 

341

 

410

 

225

 

474

 

550

Interest on long-term debt

 

1,509

 

1,211

 

1,177

 

1,389

 

1,389

Interest on subordinated debt

1,748

1,026

443

444

443

Interest on junior subordinated debt

189

188

186

267

260

Total interest expense

 

23,981

 

23,138

 

22,878

 

27,292

 

29,040

Net interest income

 

41,183

 

42,197

 

39,548

 

38,511

 

39,243

(Credit to) provision for credit losses

 

(838)

 

(239)

 

200

 

3,369

 

14,458

Net interest income after (credit to) provision for credit losses

 

42,021

42,436

39,348

 

35,142

 

24,785

Noninterest income:

Service charges, fees, commissions and other

 

3,386

 

3,664

 

3,404

 

3,368

 

3,384

Merchant services income

 

321

 

584

 

231

 

298

 

223

Commissions and fees on fiduciary activities

 

607

 

563

 

537

 

553

 

649

Wealth management income

 

950

 

619

 

650

 

633

 

708

Mortgage banking income

 

148

 

125

 

114

 

126

 

84

Increase in cash surrender value of life insurance

 

543

 

535

 

526

 

456

 

551

Interest rate swap income (loss)

182

164

43

260

(53)

Net (losses) gains on equity investments

(21)

(7)

71

(23)

175

Net gains on sale of investment securities available for sale

1

Net (losses) gains on sale of fixed assets

(615)

680

(165)

(3)

Total noninterest income

 

5,501

6,247

6,256

 

5,506

 

5,719

Noninterest expense:

Salaries and employee benefits expense

 

14,128

 

13,761

 

13,481

 

15,287

 

13,170

Net occupancy and equipment expense

 

7,221

 

6,284

 

6,610

 

6,386

 

6,433

Acquisition related expenses

16

66

154

4,990

9,653

Amortization of intangible assets

 

1,515

 

1,684

 

1,683

 

1,702

 

1,665

FDIC insurance and assessments

607

976

1,022

1,251

809

Other expenses

 

5,191

 

5,491

 

4,403

 

5,217

 

3,768

Total noninterest expense

 

28,678

 

28,262

 

27,353

 

34,833

 

35,498

Income (loss) before income taxes

 

18,844

 

20,421

 

18,251

 

5,815

 

(4,994)

Income tax expense (benefit)

 

3,598

 

3,465

 

3,242

 

(272)

 

(657)

Net income (loss)

$

15,246

$

16,956

$

15,009

$

6,087

$

(4,337)

Other comprehensive income (loss):

Unrealized gain (loss) on investment securities available for sale

$

7,415

$

1,859

$

5,572

$

(10,175)

$

15,167

Reclassification adjustment for gains on available for sale securities included in net income

(1)

Change in benefit plan liabilities

1,518

Change in derivative fair value

18

16

(148)

817

(1,424)

Income tax expense (benefit) related to other comprehensive (loss) income

 

1,621

 

409

 

1,183

 

(1,686)

 

3,008

Other comprehensive income (loss), net of income tax expense (benefit)

 

5,812

 

1,466

 

4,241

 

(6,154)

 

10,734

Comprehensive income (loss)

$

21,058

$

18,422

$

19,250

$

(67)

$

6,397

Share and per share amounts:

Net income - basic

$

1.53

$

1.70

$

1.50

$

0.61

$

(0.43)

Net income - diluted

1.51

1.68

1.49

0.61

(0.43)

Cash dividends declared

$

0.62

$

0.62

$

0.62

$

0.62

$

0.62

Average common shares outstanding - basic

 

9,994,629

 

9,994,955

 

9,992,922

 

9,994,605

 

9,987,627

Average common shares outstanding - diluted

 

10,086,915

 

10,082,260

 

10,043,186

 

10,051,337

 

10,044,449

10


Peoples Financial Services Corp.

Net Interest Margin (Unaudited)

(In thousands, fully taxable equivalent basis)

Three Months Ended

September 30, 2025

September 30, 2024

Average

Interest Income/

Yield/

Average

Interest Income/

Yield/

    

Balance  

    

Expense

    

Rate  

    

Balance  

    

Expense

    

Rate  

Assets:

Earning assets:

Loans:

Taxable

$

3,736,269

$

57,621

6.12

%

$

3,790,138

$

59,411

6.24

%

Tax-exempt

269,757

2,722

4.00

278,496

2,910

4.16

Total loans

4,006,026

60,343

5.98

4,068,634

62,321

6.09

Investments:

Taxable

553,151

4,382

3.14

611,032

4,794

3.12

Tax-exempt

98,608

680

2.74

89,532

520

2.31

Total investments

651,759

5,062

3.08

700,564

5,314

3.02

Interest-bearing deposits

9,441

101

4.24

10,820

150

5.55

Federal funds sold

33,443

372

4.41

92,171

1,218

5.26

Total earning assets

4,700,669

65,878

5.56

%

4,872,189

69,003

5.63

%

Less: allowance for credit losses

41,576

37,535

Other assets

408,385

456,540

Total assets

$

5,067,478

$

65,878

$

5,291,194

$

69,003

Liabilities and Stockholders’ Equity:

Interest-bearing liabilities:

Money market accounts

$

986,100

$

7,542

3.03

%

$

906,842

$

8,231

3.61

%

Interest-bearing demand and NOW accounts

1,181,655

6,271

2.11

1,414,228

6,888

1.94

Savings accounts

496,256

389

0.31

518,038

392

0.30

Time deposits less than $100

341,825

2,923

3.39

687,511

6,279

3.63

Time deposits $100 or more

347,723

3,069

3.50

275,786

4,608

6.65

Total interest-bearing deposits

3,353,559

20,194

2.39

3,802,405

26,398

2.76

Short-term borrowings

29,208

341

4.63

43,895

550

4.98

Long-term debt

129,524

1,509

4.62

111,804

1,389

4.94

Subordinated debt

83,149

1,748

8.34

33,000

443

5.34

Junior subordinated debt

8,098

189

9.26

8,000

260

12.93

Total borrowings

249,979

3,787

6.01

196,699

2,642

5.34

Total interest-bearing liabilities

3,603,538

23,981

2.64

%

3,999,104

29,040

2.89

%

Noninterest-bearing deposits

905,385

713,776

Other liabilities

55,530

96,177

Stockholders’ equity

503,025

482,137

Total liabilities and stockholders’ equity

$

5,067,478

$

5,291,194

Net interest income/spread

$

41,897

2.92

%

$

39,963

2.74

%

Net interest margin

3.54

%

3.26

%

Tax-equivalent adjustments:

Loans

$

571

$

611

Investments

143

109

Total adjustments

$

714

$

720

The average balances of assets and liabilities, corresponding interest income and expense and resulting average yields or rates paid are summarized as follows. Averages for earning assets include nonaccrual loans. Investment averages include available for sale securities at amortized cost. Income on investment securities and loans is adjusted to a tax-equivalent basis using the prevailing federal statutory tax rate of 21%.

11


Peoples Financial Services Corp.

Net Interest Margin (Unaudited)

(In thousands, fully taxable equivalent basis)

Nine Months Ended

 

September 30, 2025

 

September 30, 2024

 

Average

Interest Income/

Yield/

 

Average

Interest Income/

Yield/

 

    

Balance  

    

Expense

    

Rate  

    

Balance  

    

Expense

    

Rate  

    

Assets:

    

    

    

    

    

Earning assets:

Loans:

Taxable

$

3,714,153

$

170,292

6.13

%  

$

3,022,988

$

127,859

5.65

%  

Tax-exempt

 

277,533

8,478

4.08

242,293

6,476

3.57

Total loans

3,991,686

178,770

5.99

3,265,281

134,335

5.50

Investments:

Taxable

 

549,818

13,201

3.21

501,100

8,620

2.30

Tax-exempt

 

90,902

1,686

2.48

87,612

1,459

2.22

Total investments

640,720

14,887

3.11

588,712

10,079

2.29

Interest-bearing deposits

 

9,935

310

4.17

9,541

385

5.39

Federal funds sold

32,863

1,092

4.44

61,635

2,524

5.47

Total earning assets

 

4,675,204

195,059

5.58

%  

3,925,169

147,323

5.01

%  

Less: allowance for credit losses

 

41,830

27,660

Other assets

 

399,098

294,186

Total assets

$

5,032,472

$

195,059

$

4,191,695

$

147,323

Liabilities and Stockholders’ Equity:

Interest-bearing liabilities:

Money market accounts

$

953,679

$

21,104

2.96

%  

$

792,391

$

22,116

3.73

%  

Interest-bearing demand and NOW accounts

 

1,191,733

18,568

2.08

977,722

16,125

2.20

Savings accounts

 

498,998

1,127

0.30

450,161

947

0.28

Time deposits less than $100

 

389,807

11,142

3.82

475,194

19,420

5.46

Time deposits $100 or more

 

353,753

9,403

3.55

271,765

4,608

2.26

Total interest-bearing deposits

3,387,970

61,344

2.42

2,967,233

63,216

2.85

Short-term borrowings

 

28,357

976

4.60

36,349

1,446

5.31

Long-term debt

 

109,569

3,897

4.76

54,147

1,928

4.76

Subordinated debt

57,440

3,217

7.49

33,000

1,330

5.38

Junior subordinated debt

8,075

563

9.32

2,692

260

12.90

Total borrowings

203,441

8,653

5.69

126,188

4,964

5.25

Total interest-bearing liabilities

 

3,591,411

69,997

2.61

%

 

3,093,421

68,180

2.94

%

Noninterest-bearing deposits

 

892,661

 

650,446

Other liabilities

 

57,466

 

59,622

Stockholders’ equity

 

490,934

 

388,206

Total liabilities and stockholders’ equity

$

5,032,472

$

4,191,695

Net interest income/spread

$

125,062

2.97

%  

$

79,143

2.07

%  

Net interest margin

3.58

%  

2.69

%  

Tax-equivalent adjustments:

Loans

$

1,780

$

1,360

Investments

354

306

Total adjustments

$

2,134

$

1,666

The average balances of assets and liabilities, corresponding interest income and expense and resulting average yields or rates paid are summarized as follows. Averages for earning assets include nonaccrual loans. Investment averages include available for sale securities at amortized cost. Income on investment securities and loans is adjusted to a tax-equivalent basis using the prevailing federal statutory tax rate of 21%.

12


Peoples Financial Services Corp.

Details of Net Interest Income and Net Interest Margin (Unaudited)

(In thousands, fully taxable equivalent basis)

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

 

Three months ended

2025

2025

2025

2024

2024

 

Net interest income:

Interest income:

Loans, net:

Taxable

$

57,621

$

57,459

$

55,212

$

57,048

$

59,411

Tax-exempt

 

2,722

 

2,914

 

2,842

 

2,834

 

2,910

Total loans, net

 

60,343

60,373

58,054

 

59,882

 

62,321

Investments:

Taxable

 

4,382

 

4,644

 

4,175

 

4,399

 

4,794

Tax-exempt

 

680

 

505

 

501

 

502

 

520

Total investments

 

5,062

 

5,149

 

4,676

 

4,901

 

5,314

Interest on interest-bearing balances in other banks

 

101

 

96

 

113

 

113

 

150

Federal funds sold

 

372

 

435

 

285

 

1,608

 

1,218

Total interest income

 

65,878

66,053

63,128

 

66,504

 

69,003

Interest expense:

Deposits

 

20,194

 

20,303

 

20,847

 

24,718

 

26,398

Short-term borrowings

 

341

 

410

 

225

 

474

 

550

Long-term debt

 

1,509

 

1,211

 

1,177

 

1,389

 

1,389

Subordinated debt

1,748

1,026

443

444

443

Junior subordinated debt

189

188

186

267

260

Total interest expense

 

23,981

 

23,138

 

22,878

 

27,292

 

29,040

Net interest income

$

41,897

$

42,915

$

40,250

$

39,212

$

39,963

Loans, net:

Taxable

 

6.12

%  

 

6.22

%  

 

6.05

%  

 

6.04

%  

 

6.24

%

Tax-exempt

 

4.00

%  

 

4.14

%  

 

4.11

%  

 

4.05

%  

 

4.16

%

Total loans, net

 

5.98

%  

 

6.07

%  

 

5.92

%  

 

5.90

%  

 

6.09

%

Investments:

Taxable

 

3.14

%  

 

3.45

%  

 

3.05

%  

 

3.23

%  

 

3.12

%

Tax-exempt

 

2.74

%  

 

2.33

%  

 

2.33

%  

 

2.29

%  

 

2.31

%

Total investments

 

3.08

%  

 

3.29

%  

 

2.95

%  

 

3.10

%  

 

3.02

%

Interest-bearing balances with banks

 

4.24

%  

 

4.19

%  

 

4.09

%  

 

4.93

%  

 

5.55

%

Federal funds sold

 

4.41

%  

 

4.46

%  

 

4.45

%  

 

4.94

%  

 

5.26

%

Total interest-earning assets

 

5.56

%  

 

5.68

%  

 

5.50

%  

 

5.51

%  

 

5.63

%

Interest expense:

Deposits

 

2.39

%  

 

2.41

%  

 

2.46

%  

 

2.75

%  

 

2.76

%

Short-term borrowings

 

4.63

%  

 

4.62

%  

 

4.52

%  

 

4.80

%  

 

4.98

%

Long-term debt

 

4.62

%  

 

4.81

%  

 

4.88

%  

 

4.97

%  

 

4.94

%

Subordinated debt

8.34

%  

7.40

%  

5.44

%  

5.35

%  

5.34

%

Junior subordinated debt

9.26

%

9.34

%

9.37

%

13.23

%  

12.93

%

Total interest-bearing liabilities

 

2.64

%  

 

2.60

%  

 

2.58

%  

 

2.88

%  

 

2.89

%

Net interest spread

 

2.92

%  

 

3.08

%  

 

2.92

%  

 

2.62

%  

 

2.74

%

Net interest margin

 

3.54

%  

 

3.69

%  

 

3.50

%  

 

3.25

%  

 

3.26

%

13


Peoples Financial Services Corp.

Consolidated Balance Sheets (Unaudited)

(In thousands)

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

 

At period end

2025

2025

2025

2024

2024

 

Assets:

Cash and due from banks

$

62,133

$

60,173

$

60,125

$

47,029

$

97,090

Interest-bearing balances in other banks

 

9,492

 

9,646

 

9,196

 

8,593

 

10,286

Federal funds sold

108,298

105,920

7,781

80,229

178,093

Investment securities:

Available for sale

 

534,521

 

505,181

 

503,043

 

526,329

 

562,486

Held to maturity

 

73,286

 

75,137

 

76,689

 

78,184

 

79,861

Equity investments carried at fair value

 

2,473

 

2,494

 

2,500

 

2,430

 

3,921

Total investments

 

610,280

 

582,812

 

582,232

 

606,943

 

646,268

Loans held for sale

 

816

 

547

 

420

 

 

803

Loans

 

4,016,367

 

3,997,525

 

3,991,539

 

3,993,505

 

4,069,683

Less: allowance for credit losses

 

39,843

 

40,890

 

41,054

 

41,776

 

39,341

Net loans

 

3,976,524

 

3,956,635

 

3,950,485

 

3,951,729

 

4,030,342

Goodwill

 

75,986

 

75,986

 

75,986

 

75,986

 

76,958

Premises and equipment, net

 

77,009

 

76,896

 

72,492

 

73,283

 

75,877

Bank owned life insurance

88,175

87,635

87,953

87,429

87,401

Deferred tax assets

30,025

31,647

32,628

35,688

33,078

Accrued interest receivable

 

16,995

 

15,854

 

16,436

 

15,632

 

17,979

Other intangible assets, net

 

29,239

 

30,778

 

32,488

 

34,197

 

35,907

Other assets

 

74,664

 

73,350

 

71,136

 

74,919

 

70,056

Total assets

$

5,159,636

$

5,107,879

$

4,999,358

$

5,091,657

$

5,360,138

Liabilities:

Deposits:

Noninterest-bearing

$

912,044

$

899,597

$

901,398

$

935,516

$

927,864

Interest-bearing

 

3,377,687

 

3,387,752

 

3,415,529

 

3,472,036

 

3,710,000

Total deposits

 

4,289,731

 

4,287,349

 

4,316,927

 

4,407,552

 

4,637,864

Short-term borrowings

 

76,310

 

76,340

 

14,840

 

15,900

 

37,346

Long-term debt

 

137,029

 

103,449

 

88,403

 

98,637

 

111,489

Subordinated debt

83,111

83,164

33,000

33,000

33,000

Junior subordinated debt

8,114

8,088

8,063

8,039

8,015

Accrued interest payable

 

7,976

 

4,640

 

5,439

 

5,503

 

6,829

Other liabilities

 

48,105

 

50,753

 

50,832

 

54,076

 

50,544

Total liabilities

 

4,650,376

4,613,783

4,517,504

 

4,622,707

 

4,885,087

Stockholders’ equity:

Common stock

 

20,015

 

20,015

 

20,014

 

19,995

 

19,993

Capital surplus

 

250,735

 

250,468

 

250,488

 

250,695

 

250,578

Retained earnings

 

267,686

 

258,601

 

247,806

 

238,955

 

239,021

Accumulated other comprehensive loss

 

(29,176)

 

(34,988)

 

(36,454)

 

(40,695)

 

(34,541)

Total stockholders’ equity

 

509,260

 

494,096

 

481,854

 

468,950

 

475,051

Total liabilities and stockholders’ equity

$

5,159,636

$

5,107,879

$

4,999,358

$

5,091,657

$

5,360,138

14


Peoples Financial Services Corp.

Loan and Asset Quality Data (Unaudited)

(In thousands)

    

Sept 30

June 30

Mar 31

Dec 31

Sept 30

At period end

    

2025

    

2025

    

2025

    

2024

    

2024

Commercial

Taxable

$

597,163

$

595,042

$

570,966

$

556,630

$

616,369

Non-taxable

263,921

278,026

282,031

279,390

273,710

Total

861,084

873,068

852,997

836,020

890,079

Real estate

Commercial real estate

2,278,745

 

2,252,574

 

2,275,241

 

2,294,113

 

2,309,588

Residential

588,520

 

573,864

 

560,067

 

551,383

 

550,590

Total

2,867,265

2,826,438

2,835,308

2,845,496

2,860,178

Consumer

Indirect Auto

100,298

104,618

108,819

117,914

130,380

Consumer Other

14,212

 

13,929

 

14,209

 

14,955

 

15,580

Total

114,510

118,547

123,028

132,869

145,960

Equipment Financing

173,508

179,472

180,206

179,120

173,466

Total

$

4,016,367

$

3,997,525

$

3,991,539

$

3,993,505

$

4,069,683

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

 

At quarter end

2025

2025

2025

2024

2024

 

Nonperforming assets:

Nonaccrual/restructured loans

$

14,386

$

17,390

$

23,002

$

22,499

$

20,949

Accruing loans past due 90 days or more

 

886

 

72

 

655

 

458

 

569

Foreclosed assets

 

1,541

 

 

27

 

27

 

27

Total nonperforming assets

$

16,813

$

17,462

$

23,684

$

22,984

$

21,545

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

Three months ended

2025

2025

2025

2024

2024

Allowance for credit losses:

Beginning balance

$

40,890

$

41,054

$

41,776

$

39,341

$

23,123

Merger-related adjustments - Non PCD Loans

14,328

Merger-related adjustments - PCD Loans

1,841

Charge-offs

 

491

 

1,151

 

1,233

 

1,108

 

534

Recoveries

 

282

 

1,226

 

311

 

174

 

453

(Credit to) provision for credit losses

 

(838)

 

(239)

 

200

 

3,369

 

130

Ending balance

$

39,843

$

40,890

$

41,054

$

41,776

$

39,341

15


Peoples Financial Services Corp.

Deposit and Liquidity Detail (Unaudited)

(In thousands)

Sept 30

June 30

Mar 31

Dec 31

Sept 30

At period end

    

2025

    

2025

    

2025

    

2024

    

2024

Interest-bearing deposits:

Money market accounts

$

1,026,725

$

971,136

$

967,661

$

936,239

$

1,018,575

Interest-bearing demand and NOW accounts

 

1,186,342

1,200,911

 

1,177,507

 

1,238,853

 

1,229,083

Savings accounts

 

493,957

500,680

 

502,851

 

492,180

 

509,412

Time deposits less than $250

 

497,131

543,257

 

599,127

 

620,725

 

824,791

Time deposits $250 or more

 

173,532

171,768

 

168,383

 

184,039

 

128,139

Total interest-bearing deposits

 

3,377,687

3,387,752

 

3,415,529

 

3,472,036

 

3,710,000

Noninterest-bearing deposits

 

912,044

899,597

 

901,398

 

935,516

 

927,864

Total deposits

$

4,289,731

$

4,287,349

$

4,316,927

$

4,407,552

$

4,637,864

    

September 30, 2025

At period end

Amount

    

Percent of Total

Number of accounts

Average Balance

Deposit Detail:

Retail

$

1,756,627

40.9

%

94,579

$

19

Commercial

 

1,560,214

36.4

18,475

 

84

Municipal

 

810,678

18.9

2,512

 

323

Brokered

 

162,212

3.8

14

 

11,587

Total Deposits

$

4,289,731

100.0

%

115,580

$

37

Uninsured

$

1,387,652

32.3

%

Insured

2,902,079

67.7

    

December 31, 2024

At period end

Amount

    

Percent of Total

Number of accounts

Average Balance

Deposit Detail:

Retail

$

1,779,729

40.4

%

98,583

$

18

Commercial

1,538,757

34.9

18,675

82

Municipal

832,665

18.9

2,427

343

Brokered

256,401

5.8

28

9,157

Total Deposits

$

4,407,552

100.0

%

119,713

$

37

Uninsured

$

1,381,492

31.3

%

Insured

3,026,060

68.7

    

    

Total Available

At September 30, 2025

Total Available

Outstanding

for Future Liquidity

FHLB advances (1)

$

1,666,431

$

606,906

$

1,059,525

Federal Reserve - Discount Window

388,269

388,269

Correspondent bank lines of credit

 

18,000

 

 

18,000

Other sources of liquidity:

Brokered deposits

773,945

162,212

611,733

Unencumbered securities

184,206

184,206

Total sources of liquidity

$

3,030,851

$

769,118

$

2,261,733

(1) Outstanding balance of FHLB advances includes letters of credit used to collateralize public fund deposits.

16


Peoples Financial Services Corp.

Consolidated Balance Sheets (Unaudited)

(In thousands)

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

 

Average quarterly balances

2025

2025

2025

2024

2024

 

Assets:

Loans, net:

Taxable

$

3,736,269

$

3,707,650

$

3,698,124

$

3,757,273

$

3,790,138

Tax-exempt

 

269,757

 

282,406

 

280,555

 

278,429

 

278,496

Total loans, net

 

4,006,026

3,990,056

3,978,679

 

4,035,702

 

4,068,634

Investments:

Taxable

 

553,151

 

540,424

 

555,910

 

541,526

 

611,032

Tax-exempt

 

98,608

 

86,899

 

87,072

 

87,419

 

89,532

Total investments

 

651,759

 

627,323

 

642,982

 

628,945

 

700,564

Interest-bearing balances with banks

 

9,441

 

9,186

 

11,197

 

9,116

 

10,820

Federal funds sold

 

33,443

 

39,084

 

25,979

 

129,517

 

92,171

Total interest-earning assets

 

4,700,669

 

4,665,649

 

4,658,837

 

4,803,280

 

4,872,189

Other assets

 

366,809

 

348,685

 

349,840

 

400,179

 

419,005

Total assets

$

5,067,478

$

5,014,334

$

5,008,677

$

5,203,459

$

5,291,194

Liabilities and stockholders’ equity:

Deposits:

Interest-bearing

$

3,353,559

$

3,373,916

$

3,437,355

$

3,573,321

$

3,607,405

Noninterest-bearing

 

905,385

 

897,212

 

875,053

 

904,274

 

908,776

Total deposits

 

4,258,944

 

4,271,128

 

4,312,408

 

4,477,595

 

4,516,181

Short-term borrowings

 

29,208

 

35,587

 

20,176

 

39,319

 

43,895

Long-term debt

 

129,524

 

101,066

 

97,769

 

111,135

 

111,804

Subordinated debt

83,149

55,622

33,000

33,000

33,000

Junior subordinated debt

8,098

8,075

8,050

8,026

8,000

Other liabilities

 

55,530

 

52,608

 

58,018

 

56,445

 

96,177

Total liabilities

 

4,564,453

4,524,086

4,529,421

 

4,725,520

 

4,809,057

Stockholders’ equity

 

503,025

 

490,248

 

479,256

 

477,939

 

482,137

Total liabilities and stockholders’ equity

$

5,067,478

$

5,014,334

$

5,008,677

$

5,203,459

$

5,291,194

17


Peoples Financial Services Corp.

Reconciliation of Non-GAAP Financial Measures (Unaudited)

(In thousands, except share and per share data)

    

Sept 30

    

June 30

Mar 31

    

Dec 31

    

Sept 30

 

Three months ended

2025

2025

2025

2024

2024

 

Core net income per share:

Net income (loss) GAAP

$

15,246

$

16,956

$

15,009

$

6,087

$

(4,337)

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,885

Add: Acquisition related expenses

16

66

154

4,990

9,653

Less: Acquisition related expenses tax adjustment

3

14

34

1,089

1,270

Core net income

$

15,259

$

17,008

$

15,129

$

9,988

$

16,489

Average common shares outstanding - diluted

 

10,086,915

 

10,082,260

 

10,043,186

 

10,051,337

 

10,044,449

Core net income per diluted share

$

1.51

$

1.69

$

1.51

$

0.99

$

1.64

Tangible book value:

Total stockholders’ equity

$

509,260

$

494,096

$

481,854

$

468,950

$

475,051

Less: Goodwill

 

75,986

 

75,986

 

75,986

 

76,325

 

76,958

Less: Other intangible assets, net

 

29,239

 

30,778

 

32,488

 

34,197

 

35,907

Total tangible stockholders’ equity

$

404,035

$

387,332

$

373,380

$

358,428

$

362,186

Common shares outstanding

 

9,994,595

 

9,994,696

 

9,995,483

 

9,990,724

 

9,994,648

Tangible book value per share

$

40.43

$

38.75

$

37.35

$

35.88

$

36.24

Core return on average stockholders’ equity:

Net income (loss) GAAP

$

15,246

$

16,956

$

15,009

$

6,087

$

(4,337)

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,885

Add: Acquisition related expenses

16

66

154

4,990

9,653

Less: Acquisition related expenses tax adjustment

3

14

34

1,089

1,270

Core net income

$

15,259

$

17,008

$

15,129

$

9,988

$

16,489

Average stockholders’ equity

$

503,025

$

490,248

$

479,256

$

477,939

$

482,137

Core return on average stockholders’ equity

 

12.03

%  

 

13.92

%  

 

12.80

%  

 

8.31

%  

 

13.61

%

Return on average tangible stockholders' equity:

Net income (loss) GAAP

$

15,246

$

16,956

$

15,009

$

6,087

$

(4,337)

Average stockholders’ equity

$

503,025

$

490,248

$

479,256

$

477,939

$

482,137

Less: average intangibles

 

106,111

 

106,764

 

109,386

 

112,399

 

113,032

Average tangible stockholders’ equity

$

396,914

$

383,484

$

369,870

$

365,540

$

369,105

Return on average tangible stockholders’ equity

 

15.24

%  

 

17.73

%  

 

16.46

%  

 

6.62

%  

 

(4.67)

%

Core return on average tangible stockholders’ equity:

Net income (loss) GAAP

$

15,246

$

16,956

$

15,009

$

6,087

$

(4,337)

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,885

Add: Acquisition related expenses

16

66

154

4,990

9,653

Less: Acquisition related expenses tax adjustment

3

14

34

1,089

1,270

Core net income

$

15,259

$

17,008

$

15,129

$

9,988

$

16,489

Average stockholders’ equity

$

503,025

$

490,248

$

479,256

$

477,939

$

482,137

Less: average intangibles

 

106,111

106,764

109,386

 

112,399

 

113,032

Average tangible stockholders’ equity

$

396,914

$

383,484

$

369,870

$

365,540

$

369,105

Core return on average tangible stockholders’ equity

 

15.25

%  

 

17.79

%  

 

16.59

%  

 

10.87

%  

 

17.77

%

Core return on average assets:

Net income (loss) GAAP

$

15,246

$

16,956

$

15,009

$

6,087

$

(4,337)

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,885

Add: Acquisition related expenses

16

66

154

4,990

9,653

Less: Acquisition related expenses tax adjustment

3

14

34

1,089

1,270

Core net income

$

15,259

$

17,008

$

15,129

$

9,988

$

16,489

Average assets

$

5,067,478

$

5,014,334

$

5,008,677

$

5,203,459

$

5,291,194

Core return on average assets

 

1.19

%  

 

1.36

%  

 

1.23

%  

 

0.76

%  

 

1.24

%

Pre-provision net revenue (PPNR) per share:

Income (Loss) before taxes (GAAP)

$

18,844

$

20,421

$

18,251

$

5,815

$

(4,994)

Add: ACL provision for FNCB acquired legacy loans

14,328

Add: (Credit to) provision for credit losses

(838)

(239)

200

3,369

130

Add: Provision for (credit to) credit losses on unfunded commitments

252

172

(202)

452

(785)

PPNR (non-GAAP)

$

18,258

$

20,354

$

18,249

$

9,636

$

8,679

Average common shares outstanding-diluted

10,086,915

10,082,260

10,043,186

10,051,337

10,044,449

PPNR per share (non-GAAP)

$

1.81

$

2.02

$

1.82

$

0.96

$

0.86

Core pre-provision net revenue (PPNR) per share:

Income (Loss) before taxes (GAAP)

$

18,844

$

20,421

$

18,251

$

5,815

$

(4,994)

Add: Acquisition related expenses

16

66

154

4,990

9,653

Add: ACL provision for FNCB acquired legacy loans

14,328

Add: (Credit to) provision for credit losses

(838)

(239)

200

3,369

130

Add: Provision for (credit to) credit losses on unfunded commitments

252

172

(202)

452

(785)

Core PPNR (non-GAAP)

$

18,274

$

20,420

$

18,403

$

14,626

$

18,332

Average common shares outstanding-diluted

10,086,915

10,082,260

10,043,186

10,051,337

10,044,449

Core PPNR per share (non-GAAP)

$

1.81

$

2.03

$

1.83

$

1.46

$

1.83

(1) Current year quarters and fourth quarter 2024 tax adjustments use a rate of 21.8%, prior quarters use the effective tax rate for the quarter.

18


Peoples Financial Services Corp.

Reconciliation of Non-GAAP Financial Measures (Unaudited)

(In thousands, except share and per share data)

    

Sept 30

    

Sept 30

 

Nine months ended

2025

2024

 

Core net income per share:

Net income GAAP

$

47,211

$

2,411

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,307

Add: Acquisition related expenses

236

11,210

Less: Acquisition related expenses tax adjustment

51

1,023

Core net income

$

47,396

$

25,619

Average common shares outstanding - diluted

10,070,947

8,094,036

Core net income per diluted share

$

4.71

$

3.17

Core return on average stockholders’ equity:

Net income GAAP

$

47,211

$

2,411

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,307

Add: Acquisition related expenses

236

11,210

Less: Acquisition related expenses tax adjustment

51

1,023

Core net income

$

47,396

$

25,619

Average stockholders’ equity

490,934

388,206

Core return on average stockholders’ equity

12.91

%

8.82

%

Return on average tangible stockholders' equity:

Net income GAAP

$

47,211

$

2,411

Average stockholders’ equity

490,934

388,206

Less: average intangibles

107,736

79,924

Average tangible stockholders’ equity

$

383,198

$

308,282

Return on average tangible stockholders’ equity

16.47

%

1.04

%

Core return on average tangible stockholders’ equity:

Net income GAAP

$

47,211

$

2,411

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,307

Add: Acquisition related expenses

236

11,210

Less: Acquisition related expenses tax adjustment

51

1,023

Core net income

$

47,396

$

25,619

Average stockholders’ equity

490,934

388,206

Less: average intangibles

107,736

79,924

Average tangible stockholders’ equity

$

383,198

$

308,282

Core return on average tangible stockholders’ equity

16.54

%

11.10

%

Core return on average assets:

Net income GAAP

$

47,211

$

2,411

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,307

Add: Acquisition related expenses

236

11,210

Less: Acquisition related expenses tax adjustment

51

1,023

Core net income

$

47,396

$

25,619

Average assets

5,032,472

4,191,695

Core return on average assets

1.26

%

0.82

%

Pre-provision net revenue (PPNR) per share:

Income before taxes (GAAP)

$

57,516

$

2,653

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,307

Add: (Credit to) provision for credit losses

(877)

1,434

Add: (Credit to) provision for credit losses on unfunded commitments

222

(495)

PPNR (non-GAAP)

$

56,861

$

17,603

Average common shares outstanding-diluted

10,070,947

8,094,036

PPNR per share (non-GAAP)

$

5.65

$

2.17

Core pre-provision net revenue (PPNR) per share:

Income before taxes (GAAP)

$

57,516

$

2,653

Add: ACL provision for FNCB acquired legacy loans

14,328

Add: Acquisition related expenses

236

11,210

Add: (Credit to) provision for credit losses

(877)

1,434

Add: (Credit to) provision for credit losses on unfunded commitments

222

(495)

Core PPNR (non-GAAP)

$

57,097

$

29,130

Average common shares outstanding-diluted

10,070,947

8,094,036

Core PPNR per share (non-GAAP)

$

5.67

$

3.60

19


Peoples Financial Services Corp.

Reconciliation of Non-GAAP Financial Measures (Unaudited)

(In thousands, except share and per share data)

The following tables reconcile the non-GAAP financial measures of FTE net interest income for the three and nine months ended September 30, 2025 and 2024:

Three months ended September 30

    

2025

    

2024

Interest income (GAAP)

$

65,164

$

68,284

Adjustment to FTE

 

714

 

720

Interest income adjusted to FTE (non-GAAP)

 

65,878

 

69,004

Interest expense

 

23,981

 

29,040

Net interest income adjusted to FTE (non-GAAP)

$

41,897

$

39,964

Nine months ended September 30

    

2025

    

2024

Interest income (GAAP)

$

192,925

$

145,657

Adjustment to FTE

 

2,134

 

1,666

Interest income adjusted to FTE (non-GAAP)

 

195,059

 

147,323

Interest expense

 

69,997

 

68,179

Net interest income adjusted to FTE (non-GAAP)

$

125,062

$

79,144

The efficiency ratio is noninterest expenses, less amortization of intangible assets and acquisition related costs, as a percentage of FTE net interest income plus noninterest income. The following tables reconcile the non-GAAP financial measures of the efficiency ratio to GAAP for the three and nine months ended September 30, 2025 and 2024:

Three months ended September 30

    

2025

    

2024

    

Efficiency ratio (non-GAAP):

Noninterest expense (GAAP)

$

28,678

$

35,499

Less: Amortization of intangible assets expense

 

1,515

 

1,665

Less: Acquisition related expenses

16

9,653

Noninterest expense (non-GAAP)

27,147

24,181

Net interest income (GAAP)

41,183

39,244

Plus: Taxable equivalent adjustment

714

720

Noninterest income (GAAP)

5,501

5,719

Less: Net (losses) gains on equity securities

(21)

175

Less: (Losses) gains on sale of fixed assets

(615)

(3)

Net interest income (FTE) plus noninterest income (non-GAAP)

$

48,034

$

45,511

Efficiency ratio (non-GAAP)

56.52

%

53.13

%

Nine months ended September 30

    

2025

    

2024

    

Efficiency ratio (non-GAAP):

Noninterest expense (GAAP)

$

84,293

$

71,728

Less: Amortization of intangible assets expense

 

4,882

 

1,665

Less: Acquisition related expenses

236

11,210

Noninterest expense (non-GAAP)

79,175

58,853

Net interest income (GAAP)

122,928

77,478

Plus: Taxable equivalent adjustment

2,134

1,666

Noninterest income (GAAP)

18,004

12,665

Less: Net gains (losses) on equity securities

43

155

Less: Gains on sale of fixed assets

65

1

Net interest income (FTE) plus noninterest income (non-GAAP)

$

142,958

$

91,653

Efficiency ratio (non-GAAP)

55.38

%

64.21

%

20