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Northwest Bancshares, Inc. (the “Company” or “Northwest”), a Maryland corporation headquartered in Columbus, Ohio, is a bank holding company regulated by the Board of Governors of the Federal Reserve Board (“Federal Reserve Board”). The primary activity of the Company is the ownership of all of the issued and outstanding common stock of Northwest Bank, a Pennsylvania-chartered savings bank (“Northwest Bank”). Northwest Bank is regulated by the Federal Deposit Insurance Corporation (“FDIC”) and the Pennsylvania Department of Banking and Securities. Northwest Bank operates 151 full-service financial centers and eleven free standing drive-up facilities in Pennsylvania, New York, Ohio and Indiana.

 

The accompanying unaudited Consolidated Financial Statements include the accounts of the Company and its subsidiary, Northwest Bank, and Northwest’s subsidiaries Northwest Capital Group, Inc., Great Northwest Corporation, Mutual Federal Interest Corporation and the M Group, Inc. The unaudited Consolidated Financial Statements have been prepared in accordance with United States generally accepted accounting principles for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information or footnotes required for complete annual financial statements. In the opinion of management, all adjustments necessary for the fair presentation of the Company’s financial position and results of operations have been included. The Consolidated Financial Statements have been prepared using the accounting policies described in the financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 updated, as required, for any new pronouncements or changes.

Allowance for Credit Losses and Provision for Credit Losses Update

During the quarter-ended June 30, 2026, the Bank implemented a new model to calculate the allowance for credit losses on our vehicle loan portfolio. This internally developed model uses loan, borrower, and collateral characteristics, and macroeconomic data as inputs and outputs monthly estimates of probability of default (PD), exposure at default (EAD), and loss given default (LGD). A given loan’s lifetime loss is a summarization of their monthly EAD x PD x LGD or expected loss. This change has been accounted for as a change in accounting estimates, with prospective application beginning in the period of change. This change in estimate did not materially impact the Company's results of operations or financial condition.

Certain items previously reported have been reclassified to conform to the current year’s reporting format.

The results of operations for the quarter ended June 30, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026, or any other period.

     

On July 25, 2025, the Company completed the previously announced merger with Penns Woods Bancorp, Inc. (“Penns Woods”), the holding company for Jersey Shore State Bank and Luzerne Bank, along with the mergers of Jersey Shore State Bank and Luzerne Bank (collectively referred to as "Penns Woods"), with and into Northwest Bank, for total consideration of $234 million. The transaction expanded Northwest’s franchise by 21 branch locations across North Central and Northeastern Pennsylvania after the consolidation. The results of Penns Woods operations are included in the Consolidated Statements of Income from the date of acquisition.

The Penns Woods transactions constitute 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.

Under the terms of the merger agreement, each share of Penns Woods common stock was converted into 2.385 shares of the Company's common stock, or a total of 18,226,469 shares of common stock of the Company, valued at $230 million, based on the $12.63 per share closing price of the Company's stock on July 25, 2025 with cash in lieu of fractional shares paid at a rate of $13.14 per whole share of Company common stock. Additionally, any outstanding unexercised Penns Woods stock options of were cancelled in exchange for a cash payment at the spread value over the exercise price with total consideration paid of $4 million.

Goodwill associated with the Penns Woods acquisition totaled $64 million at June 30, 2026, which reflects expected synergies and economies of scale from the acquisition. The goodwill at June 30, 2026 was calculated based on the fair values of the assets acquired and liabilities assumed as of the acquisition date, inclusive of subsequent measurement period adjustments described below. The Company recorded measurement period adjustment in the second quarter of 2026 related other assets which resulted in a net

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$0.7 million increase in goodwill associated with the acquisition compared to December 31, 2025. As of July 25, 2026, the measurement period concluded and goodwill was finalized.

The following table shows the assessment of the consideration transferred and assets acquired and the liabilities assumed that were recorded at fair value on the date of acquisition, inclusive of the aforementioned measurement period adjustments (dollars in thousands): 

Consideration paid:
Northwest Bancshares, Inc. common stock issued			$	230,200
Cash consideration paid			3,607
Total consideration paid			233,807
Recognized amounts of identifiable assets acquired and (liabilities assumed), at fair value
Cash and cash equivalents			$	34,506
Investment securities available-for-sale			160,728
Loans, net			1,814,501
Federal Home Loan Bank stock			29,408
Premises and equipment			15,862
Core deposit intangible			42,000
Other assets			107,932
Deposits			(1,617,611)
Borrowings			(394,135)
Other liabilities			(23,385)
Total identifiable net assets			$	169,806
Goodwill			$	64,001

    

We estimated the fair value of loans acquired from Penns Woods by utilizing a methodology wherein similar loans were aggregated into pools. Cash flows for each pool were determined by estimating future credit losses and the rate of prepayments. Projected monthly cash flows were then discounted to present value based on a market rate for similar loans. There was no carryover of Penns Woods allowance for credit losses associated with the loans we acquired as the loans were initially recorded at fair value. The following table presents additional information related to the acquired Penns Woods loan portfolio at the acquisition date, including the initial ACL recorded at acquisition on the PCD loans (amounts in thousands).

Non PCD loans
Principal balance at acquisition			$	1,766,599
Net discount at acquisition			(68,716)
Purchase price			$	1,697,883
PCD loans
Principal balance at acquisition			$	119,416
Initial allowance for credit losses at acquisition			(6,029)
Non-credit discount at acquisition			(2,798)
Purchase price			$	110,589

The core deposit intangible represents the future economic benefit of acquired customer deposits. The fair value of the core deposit intangible asset was estimated based on a discounted cash flow methodology that incorporated expected customer attrition rates, cost of deposit base, net maintenance cost associated with customer deposits, and the cost for alternative funding sources. The core deposit intangible asset recognized as part of the Penns Woods merger is being amortized over its estimated useful life of ten years utilizing an accelerated method.

The goodwill, which is not amortized for book purposes, was assigned to our only segment, Banking, and is not deductible for tax purposes.

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The fair values of savings and transaction deposit accounts acquired from Penns Woods were assumed to approximate the carrying value as these accounts have no stated maturity and are payable on demand. Certificates of deposit were valued by projecting out the expected cash flows based on the contractual terms of the certificates of deposit. These cash flows were discounted based on a market rate for a certificate of deposit with a corresponding maturity.

The following table presents unaudited pro forma information as if the acquisition of Penns Woods had occurred on January 1, 2025. These results combine the historical results of Penns Woods in the Company's Consolidated Statements of Income and while certain adjustments were made for the estimated impact of certain fair value adjustments and other acquisition-related activity, they are not indicative of what would have occurred had the acquisition taken place on January 1, 2025. No adjustments have been made to the pro forma results regarding possible revenue enhancements or expense efficiencies. Pro forma adjustments below include the net impact of Penns Woods loan accretion, CDI amortization and the elimination of merger-related costs and day 1 provision expense for non-PCD acquired loans. The Company expects to achieve further operating cost savings and other business synergies, as a result of the acquisition, which are not reflected in the pro forma amounts below (dollars in thousands):

			Proforma (unaudited)												Proforma (unaudited)
			Three Months Ended June 30,												Six Months Ended June 30,
			2026						2025						2026						2025
Total revenues (1)			$	181,167					172,428						356,231						350,309
Net income available to common shareholders			53,552						42,542						104,264						94,667

(1) Includes net interest income and total noninterest income

The Company's operating results for the three and six months ended June 30, 2026 includes the operating results of the acquired assets and assumed liabilities of Penns Woods subsequent to the acquisition on July 25, 2025. Due to the conversion of Penns Woods systems occurring at the merger date, as well as other streamlining and integration of the operating activities into those of the Company, historical reporting for the former Penns Woods operations is impracticable and thus disclosures of the revenue from the assets acquired and net income is impracticable for the period subsequent to acquisition.

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The following table shows the portfolio of marketable securities available-for-sale at June 30, 2026 (in thousands):

			Amortized cost						Gross unrealized holding gains						Gross unrealized holding losses						Fair value
Debt issued by the U.S government and agencies:
Due after ten years			$	39,877					—						(7,237)						32,640
Municipal securities:
Due within one year			1,250						1						—						1,251
Due after one year through five years			5,605						13						(22)						5,596
Due after five years through ten years			20,303						160						(1,333)						19,130
Due after ten years			48,105						182						(6,234)						42,053
Corporate debt issues:
Due after one year through five years			16,405						15						(107)						16,313
Due after five years through ten years			76,798						1,557						(635)						77,720
Due after ten years			5,000						25						—						5,025
Mortgage-backed securities:
Fixed rate pass-through			531,344						1,762						(14,664)						518,442
Variable rate pass-through			364						5						—						369
Fixed rate agency CMOs			1,192,715						664						(117,190)						1,076,189
Variable rate agency CMOs			34,399						62						(10)						34,451
Total mortgage-backed securities			1,758,822						2,493						(131,864)						1,629,451
Total marketable securities available-for-sale			$	1,972,165					4,446						(147,432)						1,829,179

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The following table shows the portfolio of marketable securities available-for-sale at December 31, 2025 (in thousands):

			Amortized cost						Gross unrealized holding gains						Gross unrealized holding losses						Fair value
Debt issued by the U.S. government and agencies:
Due after one year through five years			$	1,631					11						(13)						1,629
Due after ten years			41,673						—						(7,390)						34,283
Debt issued by government-sponsored enterprises:
Due after one year through five years			1,040						6						(2)						1,044
Due after five years through ten years			996						7						—						1,003
Municipal securities:
Due within one year			1,810						9						—						1,819
Due after one year through five years			10,876						118						(7)						10,987
Due after five years through ten years			25,111						393						(1,253)						24,251
Due after ten years			52,342						342						(6,473)						46,211
Corporate debt issues:
Due in one year or less			500						—						—						500
Due after one year through five years			4,716						12						(22)						4,706
Due after five years through ten years			46,436						1,429						(64)						47,801
Due after ten years			4,000						27						—						4,027
Mortgage-backed securities:
Fixed rate pass-through			407,377						4,008						(10,685)						400,700
Variable rate pass-through			3,015						66						(2)						3,079
Fixed rate agency CMOs			1,063,820						3,170						(108,309)						958,681
Variable rate agency CMOs			45,635						105						(79)						45,661
Total mortgage-backed securities			1,519,847						7,349						(119,075)						1,408,121
Total marketable securities available-for-sale			$	1,710,978					9,703						(134,299)						1,586,382

The following table shows the portfolio of marketable securities held-to-maturity at June 30, 2026 (in thousands):

			Amortized cost						Gross unrealized holding gains						Gross unrealized holding losses						Fair value
Debt issued by government-sponsored enterprises:
Due after one year through five years			$	107,990					—						(8,338)						99,652
Mortgage-backed securities:
Fixed rate pass-through			111,751						—						(12,885)						98,866
Variable rate pass-through			294						1						—						295
Fixed rate agency CMOs			410,239						—						(59,164)						351,075
Variable rate agency CMOs			528						—						—						528
Total mortgage-backed securities			522,812						1						(72,049)						450,764
Total marketable securities held-to-maturity			$	630,802					1						(80,387)						550,416

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The following table shows the portfolio of marketable securities held-to-maturity at December 31, 2025 (in thousands): 

			Amortized cost						Gross unrealized holding gains						Gross unrealized holding losses						Fair value
Debt issued by government-sponsored enterprises:
Due after one year through five years			$	16,477					—						(98)						16,379
Due after five years through ten years			107,988						—						(8,216)						99,772
Mortgage-backed securities:
Fixed rate pass-through			118,614						1						(12,362)						106,253
Variable rate pass-through			310						3						—						313
Fixed rate agency CMOs			439,452						—						(56,766)						382,686
Variable rate agency CMOs			528						—						(2)						526
Total mortgage-backed securities			558,904						4						(69,130)						489,778
Total marketable securities held-to-maturity			$	683,369					4						(77,444)						605,929

The following table shows the contractual maturity of our mortgage-backed securities available-for-sale at June 30, 2026 (in thousands):

			Amortized cost						Fair value
Mortgage-backed securities:
Due within one year			$	34					35
Due after one year through five years			11,569						10,914
Due after five years through ten years			21,975						21,866
Due after ten years			1,725,244						1,596,636
Total mortgage-backed securities			$	1,758,822					1,629,451

The following table shows the contractual maturity of our mortgage-backed securities held-to-maturity at June 30, 2026 (in thousands):

			Amortized cost						Fair value
Mortgage-backed securities:
Due after one year through five years			$	31,683					28,634
Due after five years through ten years			91,452						81,088
Due after ten years			399,677						341,042
Total mortgage-backed securities			$	522,812					450,764

The following table shows the fair value of and gross unrealized losses on available-for-sale investment securities and held to maturity investment securities, for which an allowance for credit losses has not been recorded, aggregated by investment category and length of time that the individual securities have been in a continuous unrealized loss position at June 30, 2026 (in thousands):

			Less than 12 months												12 months or more												Total
			Fair  value						Unrealized loss						Fair  value						Unrealized loss						Fair  value						Unrealized loss
U.S. government-sponsored enterprises			$	—					—						132,291						(15,575)						132,291						(15,575)
Municipal securities			2,675						(8)						40,060						(7,581)						42,735						(7,589)
Corporate issues			49,204						(722)						1,980						(20)						51,184						(742)
Mortgage-backed securities - agency			834,302						(9,626)						953,968						(194,287)						1,788,270						(203,913)
Total			$	886,181					(10,356)						1,128,299						(217,463)						2,014,480						(227,819)

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The following table shows the fair value of and gross unrealized losses on available-for-sale investment securities and held to maturity investment securities, for which an allowance for credit losses has not been recorded, aggregated by investment category and length of time that the individual securities have been in a continuous unrealized loss position at December 31, 2025 (in thousands):

			Less than 12 months												12 months or more												Total
			Fair  value						Unrealized loss						Fair  value						Unrealized loss						Fair  value						Unrealized loss
U.S. government-sponsored enterprises			$	1,055					(13)						150,484						(15,706)						151,539						(15,719)
Corporate debt issues			4,914						(86)						—						—						4,914						(86)
Municipal securities			5,627						(14)						41,333						(7,719)						46,960						(7,733)
Mortgage-backed securities - agency			109,300						(170)						1,105,007						(188,035)						1,214,307						(188,205)
Total			$	120,896					(283)						1,296,824						(211,460)						1,417,720						(211,743)

 

The Company does not believe that the available-for-sale debt securities that were in an unrealized loss position as of June 30, 2026, which were comprised of 321 individual securities, represent a credit loss impairment. All of these securities were issued by U.S. government agencies, U.S. government-sponsored enterprises, local municipalities, or represent corporate debt. The securities issued by the U.S. government agencies or U.S. government-sponsored enterprises are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of no credit losses. The securities issued by local municipalities and the corporate debt issues were all highly rated by major rating agencies and have no history of credit losses. The unrealized losses were primarily attributable to changes in the interest rate environment and not due to the credit quality of these investment securities. As of June 30, 2026, the Company does not have the intent to sell these investment securities and it is more likely than not that we will not be required to sell these securities before their anticipated recovery, which may be at maturity.

All of the Company’s held-to-maturity debt securities are issued by U.S. government agencies or U.S. government-sponsored enterprises. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of no credit losses. The decline in fair value of the held-to-maturity debt securities were primarily attributable to changes in the interest rate environment and not due to the credit quality of these investment securities, therefore, the Company did not record an allowance for credit losses for these securities as of June 30, 2026.

The following table presents the credit quality of our held-to-maturity securities, based on the latest information available as of June 30, 2026 (in thousands). The credit ratings are sourced from nationally recognized rating agencies, which include Moody’s and S&P, and they are presented based on asset type. All of our held-to-maturity securities were current in their payment of principal and interest as of June 30, 2026.

			AA+						Total
Held-to-maturity securities (at amortized cost):
Debt issued by the U.S. government-sponsored enterprises			$	107,990					107,990
Mortgage-backed securities			522,812						522,812
Total marketable securities held-to-maturity			$	630,802					630,802

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The following tables excludes loans held for sale. The following table shows a summary of our loans receivable at amortized cost basis at June 30, 2026 and December 31, 2025 (in thousands): 

															June 30, 2026															December 31, 2025
Personal Banking:
Residential mortgage loans															$	3,001,908														3,100,780
Home equity loans															1,497,157															1,507,532
Vehicle loans															2,700,189															2,426,636
Consumer loans															142,869															137,254
Total Personal Banking															7,342,123															7,172,202
Commercial Banking:
Commercial real estate loans															2,610,861															2,915,696
Commercial real estate loans - owner occupied															377,376															381,206
Commercial and industrial loans															2,898,867															2,538,212
Total Commercial Banking															5,887,104															5,835,114
Total loans receivable, gross															13,229,227															13,007,316
Allowance for credit losses															(149,321)															(150,212)
Total loans receivable, net (1)															$	13,079,906														12,857,104

(1) Includes $22 million and $8 million of net unearned income costs at June 30, 2026 and December 31, 2025, respectively.

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The following table provides information related to the allowance for credit losses by portfolio segment and by class of financing receivable for the quarter ended June 30, 2026 (in thousands):

			Balance as of June 30, 2026						Current period provision						Charge-offs						Recoveries												Balance as of March 31, 2026
Allowance for Credit Losses
Personal Banking:
Residential mortgage loans			$	10,174					566						(465)						178												9,895
Home equity loans			6,211						35						(383)						219												6,340
Vehicle loans			24,744						232						(2,426)						592												26,346
Consumer loans			4,294						571						(1,695)						396												5,022
Total Personal Banking			45,423						1,404						(4,969)						1,385												47,603
Commercial Banking:
Commercial real estate loans			54,091						(1,790)						(889)						166												56,604
Commercial real estate loans - owner occupied			5,016						(16)						—						2												5,030
Commercial and industrial loans			44,791						4,682						(945)						246												40,808
Total Commercial Banking			103,898						2,876						(1,834)						414												102,442
Total			$	149,321					4,280						(6,803)						1,799												150,045
Allowance for Credit Losses - off-balance sheet exposure
Personal Banking:
Residential mortgage loans			$	1					1						—						—												—
Home equity loans			80						(6)						—						—												86
Total Personal Banking			81						(5)						—						—												86
Commercial Banking:
Commercial real estate loans			2,192						464						—						—												1,728
Commercial real estate loans - owner occupied			468						332						—						—												136
Commercial and industrial loans			11,715						1,566						—						—												10,149
Total Commercial Banking			14,375						2,362						—						—												12,013
Total off-balance sheet exposure			$	14,456					2,357						—						—												12,099

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The following table provides information related to the allowance for credit losses by portfolio segment and by class of financing receivable for the quarter ended June 30, 2025 (in thousands):

			Balance as of June 30, 2025						Current period provision						Charge-offs						Recoveries												Balance as of March 31, 2025
Allowance for Credit Losses
Personal Banking:
Residential mortgage loans			$	12,089					(1,079)						(273)						166												13,275
Home equity loans			4,216						(228)						(413)						233												4,624
Vehicle loans			21,234						448						(2,150)						481												22,455
Consumer loans			2,266						1,028						(1,181)						422												1,997
Total Personal Banking			39,805						169						(4,017)						1,302												42,351
Commercial Banking:
Commercial real estate loans			53,624						7,432						(293)						902												45,583
Commercial real estate loans - owner occupied			4,130						(130)						—						73												4,187
Commercial and industrial loans			31,600						3,985						(3,597)						524												30,688
Total Commercial Banking			89,354						11,287						(3,890)						1,499												80,458
Total			$	129,159					11,456						(7,907)						2,801												122,809
Allowance for Credit Losses - off-balance sheet exposure
Personal Banking:
Home equity loans			$	65					4						—						—												61
Total Personal Banking			65						4						—						—												61
Commercial Banking:
Commercial real estate loans			1,897						(1,059)						—						—												2,956
Commercial real estate loans - owner occupied			260						124						—						—												136
Commercial and industrial loans			8,670						(1,781)						—						—												10,451
Total Commercial Banking			10,827						(2,716)						—						—												13,543
Total off-balance sheet exposure			$	10,892					(2,712)						—						—												13,604

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The following table provides information related to the allowance for credit losses by portfolio segment and by class of financing receivable for the six months ended June 30, 2026 (in thousands):

			Balance June 30, 2026						Current period provision						Charge-offs						Recoveries												Balance December 31, 2025
Allowance for Credit Losses
Personal Banking:
Residential mortgage loans			$	10,174					786						(1,466)						308												10,546
Home equity loans			6,211						369						(674)						367												6,149
Vehicle loans			24,744						3,036						(5,356)						1,119												25,945
Consumer loans			4,294						1,968						(3,296)						805												4,817
Total Personal Banking			45,423						6,159						(10,792)						2,599												47,457
Commercial Banking:
Commercial real estate loans			54,091						(3,798)						(1,143)						798												58,234
Commercial real estate loans - owner occupied			5,016						332						—						5												4,679
Commercial and industrial loans			44,791						6,541						(2,100)						508												39,842
Total Commercial Banking			103,898						3,075						(3,243)						1,311												102,755
Total			$	149,321					9,234						(14,035)						3,910												150,212
Allowance for Credit Losses - off-balance sheet exposure
Personal Banking:
Residential mortgage loans			$	1					1																								—
Home equity loans			80						(11)																								91
Total Personal Banking			81						(10)						—						—												91
Commercial Banking:
Commercial real estate loans			2,192						266																								1,926
Commercial real estate loans - owner occupied			468						303																								165
Commercial and industrial loans			11,715						1,213																								10,502
Total Commercial Banking			14,375						1,782						—						—												12,593
Total off-balance sheet exposure			$	14,456					1,772						—						—												12,684

    

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The following table provides information related to the allowance for credit losses by portfolio segment and by class of financing receivable for the six months ended June 30, 2025 (in thousands):

			Balance as of June 30, 2025						Current period provision						Charge-offs						Recoveries												Balance as of December 31, 2024
Allowance for Credit Losses
Personal Banking:
Residential mortgage loans			$	12,089					(1,672)						(861)						275												14,347
Home equity loans			4,216						(378)						(686)						435												4,845
Vehicle loans			21,234						2,263						(4,451)						1,033												22,389
Consumer loans			2,266						2,289						(2,685)						779												1,883
Total Personal Banking			39,805						2,502						(8,683)						2,522												43,464
Commercial Banking:
Commercial real estate loans			53,624						7,281						(409)						2,424												44,328
Commercial real estate loans - owner occupied			4,130						168						—						80												3,882
Commercial and industrial loans			31,600						9,761						(4,168)						862												25,145
Total Commercial Banking			89,354						17,210						(4,577)						3,366												73,355
Total			$	129,159					19,712						(13,260)						5,888												116,819
Allowance for Credit Losses - off-balance sheet exposure
Personal Banking:
Home equity loans			65						3						—						—												62
Total Personal Banking			65						3						—						—												62
Commercial Banking:
Commercial real estate loans			1,897						(2,257)						—						—												4,154
Commercial real estate loans - owner occupied			260						100						—						—												160
Commercial and industrial loans			8,670						(903)						—						—												9,573
Total Commercial Banking			10,827						(3,060)						—						—												13,887
Total off-balance sheet exposure			$	10,892					(3,057)						—						—												13,949

The following table provides information related to the loan portfolio by portfolio segment and by class of financing receivable at June 30, 2026 (in thousands):

			Total loans receivable						Allowance for credit losses						Nonaccrual loans						Loans 90 days past due and accruing
Personal Banking:
Residential mortgage loans			$	3,001,908					10,174						11,766						—
Home equity loans			1,497,157						6,211						5,370						—
Vehicle loans			2,700,189						24,744						4,649						—
Consumer loans			142,869						4,294						142						477
Total Personal Banking			7,342,123						45,423						21,927						477
Commercial Banking:
Commercial real estate loans			2,610,861						54,091						45,920						—
Commercial real estate loans - owner occupied			377,376						5,016						1,520						—
Commercial and industrial loans			2,898,867						44,791						21,984						96
Total Commercial Banking			5,887,104						103,898						69,424						96
Total			$	13,229,227					149,321						91,351						573

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The following table provides information related to the loan portfolio by portfolio segment and by class of financing receivable at December 31, 2025 (in thousands): 

			Total loans receivable						Allowance for credit losses						Nonaccrual loans						Loans 90 days past due and accruing
Personal Banking:
Residential mortgage loans			$	3,100,780					10,546						12,247						—
Home equity loans			1,507,532						6,149						3,755						—
Vehicle loans			2,426,636						25,945						5,493						—
Consumer loans			137,254						4,817						218						602
Total Personal Banking			7,172,202						47,457						21,713						602
Commercial Banking:
Commercial real estate loans			2,915,696						58,234						56,223						—
Commercial real estate loans - owner occupied			381,206						4,679						1,262						—
Commercial and industrial loans			2,538,212						39,842						28,085						44
Total Commercial Banking			5,835,114						102,755						85,570						44
Total			$	13,007,316					150,212						107,283						646

We present the amortized cost of our loans on nonaccrual status including such loans with no allowance. The following table presents the amortized cost of our loans on nonaccrual status as of the beginning and end of the period ended June 30, 2026 (in thousands): 

									June 30, 2026
			Nonaccrual loans at January 1, 2026						Nonaccrual loans with an allowance						Nonaccrual loans with no allowance						Total nonaccrual loans at the end of the period
Personal Banking:
Residential mortgage loans			$	12,247					8,891						2,875						11,766
Home equity loans			3,755						4,599						771						5,370
Vehicle loans			5,493						3,684						965						4,649
Consumer loans			218						4						138						142
Total Personal Banking			21,713						17,178						4,749						21,927
Commercial Banking:
Commercial real estate loans			56,223						26,370						19,550						45,920
Commercial real estate loans - owner occupied			1,262						539						981						1,520
Commercial and industrial loans			28,085						18,100						3,884						21,984
Total Commercial Banking			85,570						45,009						24,415						69,424
Total			$	107,283					62,187						29,164						91,351

 

During the three and six months ended June 30, 2026, we did not recognize any interest income on nonaccrual loans.

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The following table presents the amortized cost of our loans on nonaccrual status as of the beginning and end of the year ended December 31, 2025 (in thousands): 

									December 31, 2025
			Nonaccrual loans at January 1, 2025						Nonaccrual loans with an allowance						Nonaccrual loans with no allowance						Total nonaccrual loans at the end of the period
Personal Banking:
Residential mortgage loans			$	6,951					9,158						3,089						12,247
Home equity loans			3,332						3,017						738						3,755
Vehicle loans			4,829						4,563						930						5,493
Consumer loans			199						218						—						218
Total Personal Banking			15,311						16,956						4,757						21,713
Commercial Banking:
Commercial real estate loans			36,183						24,186						32,037						56,223
Commercial real estate loans - owner occupied			784						275						987						1,262
Commercial and industrial loans			9,123						22,114						5,971						28,085
Total Commercial Banking			46,090						46,575						38,995						85,570
Total			$	61,401					63,531						43,752						107,283

 

During the year ended December 31, 2025, we did not recognize any interest income on nonaccrual loans.

A loan is considered to be collateral dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the sale or operation of the collateral. The following table presents the amortized cost basis of collateral-dependent loans by class of loans and collateral type as of as of June 30, 2026 (in thousands):

			Real estate						Equipment						Other												Total
Commercial Banking:
Commercial real estate loans			$	28,252					—						—												28,252
Commercial and industrial loans			2,264						7,052						1,642												10,958
Total Commercial Banking			30,516						7,052						1,642												39,210
Total			$	30,516					7,052						1,642												39,210

 

The following table presents the amortized cost basis of collateral-dependent loans by class of loans as of December 31, 2025 (in thousands):

			Real estate						Equipment						Other						Total
Commercial Banking:
Commercial real estate loans			$	40,086					50						—						40,136
Commercial and industrial loans			5,821						9,425						2,352						17,598
Total Commercial Banking			45,907						9,475						2,352						57,734
Total			$	45,907					9,475						2,352						57,734

 

Occasionally, the Company modifies loans to borrowers in financial distress by providing principal forgiveness, term extensions, an other-than-insignificant payment delay, or interest rate reduction. When principal forgiveness is provided, the amount of forgiveness is charged off against the allowance for credit losses.

In some cases, the Company provides multiple types of concessions to one loan. Typically, one type of concession, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as principal forgiveness, may be granted. For loans included in the "combination" columns below, multiple types of modifications have been made on the same loan within the current reporting period. The combination is at least two of the following: a term extension, principal forgiveness, an other-than-insignificant payment delay, and/or an interest rate reduction.

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The following table presents the amortized cost basis of loans for the periods indicated that were both experiencing financial difficulty and modified during the respective period, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financial receivable is also presented below (dollars in thousands).

						For the quarter ended June 30,
						2026																														2025
						Payment delay						Term extension																		Combination term extension and interest rate reduction						Total class of financing receivable												Payment delay						Term extension																		Combination term extension and interest rate reduction						Total class of financing receivable
Personal Banking:
Residential mortgage loans						$	—					134																		659						0.03		%										$	—					276																		—						0.01		%
Home equity loans						—						27																		—						0.00		%										—						—																		—						0.00		%
Total Personal Banking						—						161																		659						0.01		%										—						276																		—						0.00		%
Commercial Banking:
Commercial real estate loans						269						39,604																		17,457						2.20		%										43						3,183																		91						0.14		%
Commercial real estate loans - owner occupied						—						—																		—						—		%										—						3,542																		—						0.97		%
Commercial and industrial loans						34						634																		—						0.02		%										—						—																		—						0.00		%
Total Commercial Banking						303						40,238																		17,457						0.99		%										43						6,725																		91						0.14		%
Total						$	303					40,399																		18,116						0.44		%										$	43					7,001																		91						0.06		%

									For the six months ended June 30,
									2026																														2025
									Payment delay						Term extension																		Combination term extension and interest rate reduction						Total class of financing receivable												Payment delay						Term extension																		Combination term extension and interest rate reduction						Total class of financing receivable
Personal Banking:
Residential mortgage loans									$	—					134																		659						0.03		%										$	—					305																		—						0.01		%
Home equity loans									—						30																		—						—		%										—						78																		—						0.01		%
Total Personal Banking									—						164																		659						0.01		%										—						383																		—						0.01		%
Commercial Banking:
Commercial real estate loans									269						39,689																		17,457						2.20		%										70						5,831																		91						0.25		%
Commercial real estate loans - owner occupied									—						—																		2,935						0.78		%										—						3,542																		—						0.97		%
Commercial and industrial loans									34						634																		—						0.02		%										1,785						8																		9						0.08		%
Total Commercial Banking									303						40,323																		20,392						1.04		%										1,855						9,381																		100						0.23		%
Total									$	303					40,487																		21,051						0.47		%										$	1,855					9,764																		100						0.10		%

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The following tables present the effect of the loan modifications presented above to borrowers experiencing financial difficulty for the periods indicated:

									For the quarter ended June 30,
									2026																		2025
									Weighted-average interest rate reduction						Weighted-average term extension in months						Weighted-average payment deferral in years						Weighted-average interest rate reduction						Weighted-average term extension in months						Weighted-average payment deferral in years
Personal Banking:
Residential mortgage loans									1		%				109						0						—		%				117						0
Home equity loans									—		%				40						0						—		%				0						0
Total Personal Banking									1		%				107						0						—		%				117						0
Commercial Banking:
Commercial real estate loans									2		%				8						0.5						1		%				11						0.5
Commercial real estate loans - owner occupied									—		%				0						0.0						—		%				6						0
Commercial and industrial loans									—		%				6						0.5						—		%				0						0.0
Total Commercial Banking									2		%				8						0.5						1		%				9						0.5
Total loans									2		%				9						0.5						1		%				13						0.5

									For the six months ended June 30,
									2026																								2025
									Weighted-average interest rate reduction						Weighted-average term extension in months						Weighted-average payment deferral in years												Weighted-average interest rate reduction						Weighted-average term extension in months						Weighted-average payment deferral in years
Personal Banking:
Residential mortgage loans									1		%				109						0												—		%				118						0
Home equity loans									—		%				38						0												—		%				131						0
Total Personal Banking									1		%				106						0												—		%				121						0
Commercial Banking:
Commercial real estate loans									2		%				8						0.5												1		%				8						0.5
Commercial real estate loans - owner occupied									4		%				17						0												—		%				6						0
Commercial and industrial loans									—		%				6						0.5												1		%				85						0.8
Total Commercial Banking									2		%				8						0.5												1		%				7						0.8
Total loans									2		%				10						0.5												1		%				12						0.8

The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table presents the performance of loans that such loans have been modified within the previous twelve months of June 30, 2026 (in thousands):

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															Current						30-59 days delinquent						60-89 days delinquent						90 days or greater delinquent
Personal Banking:
Residential mortgage loans															$	1,323					—						—						183
Home equity loans															362						30						—						—
Vehicle loans															—						—						3						—
Consumer loans															5						—						—						—
Total Personal Banking															1,690						30						3						183
Commercial Banking:
Commercial real estate loans															77,574						—						—						8,102
Commercial real estate loans - owner occupied															4,453						—						—						—
Commercial and industrial loans															920						92						—						47
Total Commercial Banking															82,947						92						—						8,149
Total loans															$	84,637					122						3						8,332

The following table presents the performance of loans modified within the previous twelve months of June 30, 2025 (in thousands):

															Current						30-59 days delinquent						60-89 days delinquent						90 days or greater delinquent
Personal Banking:
Residential mortgage loans															$	755					—						32						183
Home equity loans															168						—						—						10
Consumer loans															9						—						—						—
Total Personal Banking															932						—						32						193
Commercial Banking:
Commercial real estate loans															5,993						—						—						—
Commercial real estate loans - owner occupied															3,503						39						—						—
Commercial and industrial loans															35						67						—						1,718
Total Commercial Banking															9,531						106						—						1,718
Total loans															$	10,463					106						32						1,911

A modification is considered to be in default when the loan is 90 days or more past due. The following table provides the amortized cost basis of financing receivables that had a payment default during the periods indicated and were modified within the previous twelve months to borrowers experiencing financial difficulty (in thousands):

			For the quarter ended June 30,
			2026																		2025
			Term extension						Payment delay												Term extension						Payment delay
Personal Banking:
Residential mortgage loans			$	183					—												—						183
Home equity loans			—						—												10						—
Total Personal Banking			183						—												10						183
Commercial Banking:
Commercial real estate loans			—						8,102												—						$	—
Commercial and industrial loans			—						47												—						1,718
Total Commercial Banking			—						8,149												—						1,718
Total			$	183					8,149												10						1,901

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The modifications to borrowers experiencing financial distress are included in their respective portfolio segment and the current loan balance and updated loan terms are run through their respective ACL models to arrive at the quantitative portion of the ACL. Subsequent performance of the loans will be measured by delinquency status and will be captured through our ACL models or our qualitative factor assessment, as deemed appropriate. If we no longer believe the loan demonstrates similar risks to their respective portfolio segment an individual assessment will be performed. Upon the Company's determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount.

The following table provides information related to the amortized cost basis of loan payment delinquencies at June 30, 2026 (in thousands):

			30-59 days delinquent						60-89 days delinquent						90 days or greater delinquent						Total delinquency						Current						Total loans receivable
Personal Banking:
Residential mortgage loans			$	1,140					7,468						10,671						19,279						2,982,629						3,001,908
Home equity loans			6,611						2,116						4,343						13,070						1,484,087						1,497,157
Vehicle loans			11,100						3,007						3,433						17,540						2,682,649						2,700,189
Consumer loans			712						501						605						1,818						141,051						142,869
Total Personal Banking			19,563						13,092						19,052						51,707						7,290,416						7,342,123
Commercial Banking:
Commercial real estate loans			4,370						2,072						28,535						34,977						2,575,884						2,610,861
Commercial real estate loans - owner occupied			—						1,136						1,305						2,441						374,935						377,376
Commercial and industrial loans			2,844						5,837						15,659						24,340						2,874,527						2,898,867
Total Commercial Banking			7,214						9,045						45,499						61,758						5,825,346						5,887,104
Total loans			$	26,777					22,137						64,551						113,465						13,115,762						13,229,227

The following table provides information related to the amortized cost basis of loan payment delinquencies at December 31, 2025 (in thousands):

			30-59 days delinquent						60-89 days delinquent						90 days or greater delinquent						Total delinquency						Current						Total loans receivable
Personal Banking:
Residential mortgage loans			$	41,180					10,934						10,001						62,115						3,038,665						3,100,780
Home equity loans			6,488						2,316						2,492						11,296						1,496,236						1,507,532
Vehicle loans			13,271						4,161						4,098						21,530						2,405,106						2,426,636
Consumer loans			792						438						795						2,025						135,229						137,254
Total Personal Banking			61,731						17,849						17,386						96,966						7,075,236						7,172,202
Commercial Banking:
Commercial real estate loans			24,379						12,736						31,723						68,838						2,846,858						2,915,696
Commercial real estate loans - owner occupied			4,266						205						1,022						5,493						375,713						381,206
Commercial and industrial loans			5,657						2,899						16,269						24,825						2,513,387						2,538,212
Total Commercial Banking			34,302						15,840						49,014						99,156						5,735,958						5,835,114
Total originated loans			$	96,033					33,689						66,400						196,122						12,811,194						13,007,316

Credit Quality Indicators: For Commercial Banking we categorize loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. We analyze loans individually by classifying the loans by credit risk. Credit relationships greater than or equal to $1.0 million classified as special mention or substandard are reviewed quarterly for deterioration or improvement to determine if the loan is appropriately classified. We use the following definitions for risk ratings other than pass:

Special Mention — Loans designated as special mention have specific, well-defined risk issues, which create a high level of uncertainty regarding the long-term viability of the business. Loans in this class are considered to have high-risk characteristics. A

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special mention loan exhibits material negative financial trends due to company-specific or systemic conditions. If these potential weaknesses are not mitigated, they threaten the borrower’s capacity to meet its debt obligations. Special mention loans still demonstrate sufficient financial flexibility to react to and positively address the root cause of the adverse financial trends without significant deviations from their current business strategy. Their potential weaknesses deserve our close attention and warrant enhanced monitoring.

Substandard — Loans classified as substandard are inadequately protected by the current net worth and payment capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that we will sustain some loss if the deficiencies are not corrected.

Doubtful — Loans classified as doubtful have all the weaknesses inherent in those classified as substandard. In addition, those weaknesses make collection or liquidation in full highly questionable and improbable. A loan classified as doubtful exhibits discernible loss potential, but a complete loss seems very unlikely. The possibility of a loss on a doubtful loan is high, but because of certain important and reasonably specific pending factors that may strengthen the loan, its classification as an estimated loss is deferred until a more exact status can be determined.

 

Loss — Loans classified as loss are considered uncollectible and of such value that the continuance as a loan is not warranted. A loss classification does not mean that the loan has no recovery or salvage value; instead, it means that it is not practical or desirable to defer writing off all or a portion of a basically worthless loan even though partial recovery may be possible in the future.

For Personal Banking loans a pass risk rating is maintained until they are 90 days or greater past due, and risk rating reclassification is based primarily on past due status of the loan. The risk rating categories can generally be described by the following groupings:

Pass — Loans classified as pass are homogeneous loans that are less than 90 days past due from the required payment date at month-end.

Substandard — Loans classified as substandard are homogeneous loans that are greater than 90 days past due from the required payment date at month-end, or homogenous retail loans that are greater than 180 days past due from the required payment date at month-end that has been written down to the value of underlying collateral, less costs to sell.

Doubtful — Loans classified as doubtful are homogeneous loans that are greater than 180 days past due from the required payment date at month-end and not written down to the value of underlying collateral. These loans are generally charged-off in the month in which the 180 day period elapses.

 

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The following table presents the amortized cost basis of our loan portfolio by year of origination and credit quality indicator and the current period charge-offs by year of origination for each portfolio segment as of June 30, 2026 (in thousands):

			YTD June 30, 2026						2025						2024						2023						2022						Prior						Revolving loans						Revolving loans converted to term loans						Total loans receivable
Personal Banking:
Residential mortgage loans
Pass			$	66,537					60,367						37,804						199,709						577,292						2,048,433						—						—						2,990,142
Substandard			—						108						—						675						2,180						8,803						—						—						11,766
Total residential mortgage loans			66,537						60,475						37,804						200,384						579,472						2,057,236						—						—						3,001,908
Residential mortgage current period charge-offs			—						—						—						—						(286)						(1,180)						—						—						(1,466)
Home equity loans
Pass			61,066						88,532						23,712						42,490						64,482						324,261						829,187						58,057						1,491,787
Substandard			—						—						105						44						272						1,030						2,615						1,304						5,370
Total home equity loans			61,066						88,532						23,817						42,534						64,754						325,291						831,802						59,361						1,497,157
Home equity current period charge-offs			—						—						—						—						(49)						(99)						(389)						(137)						(674)
Vehicle loans
Pass			776,678						988,449						376,227						252,910						196,807						104,469						—						—						2,695,540
Substandard			—						1,032						966						1,145						648						—						858						—						4,649
Total vehicle loans			776,678						989,481						377,193						254,055						197,455						104,469						858						—						2,700,189
Vehicle current period charge-offs			(13)						(1,264)						(1,264)						(1,202)						(885)						(728)						—						—						(5,356)
Consumer loans
Pass			28,194						22,558						12,645						5,699						1,756						3,238						67,689						472						142,251
Substandard			20						32						26						22						2						—						480						36						618
Total consumer loans			28,214						22,590						12,671						5,721						1,758						3,238						68,169						508						142,869
Consumer loan current period charge-offs			(921)						(614)						(470)						(375)						(179)						(703)						(23)						(11)						(3,296)
Total Personal Banking			932,495						1,161,078						451,485						502,694						843,439						2,490,234						900,829						59,869						7,342,123
Commercial Banking:
Commercial real estate loans
Pass			123,532						185,371						227,563						218,108						307,628						1,005,039						27,981						10,570						2,105,792
Special mention			—						4,802						25,629						50,866						13,990						45,336						626						—						141,249
Substandard			—						5,224						29,352						36,631						81,864						206,517						2,693						1,539						363,820
Total commercial real estate loans			123,532						195,397						282,544						305,605						403,482						1,256,892						31,300						12,109						2,610,861
Commercial real estate current period charge-offs			—						—						—						(61)						(823)						(259)						—						—						(1,143)
Commercial real estate loans - owner occupied
Pass			9,224						67,303						31,766						30,442						18,347						179,457						1,559						—						338,098
Special mention			—						3,938						1,590						—						1,961						2,523						1,180						—						11,192
Substandard			2,935						—						5,877						1,043						4,739						8,442						4,201						849						28,086
Total commercial real estate loans - owner occupied			12,159						71,241						39,233						31,485						25,047						190,422						6,940						849						377,376
Commercial real estate - owner occupied current period charge-offs			—						—						—						—						—						—						—						—						—
Commercial and industrial loans
Pass			559,533						688,265						404,125						218,497						156,341						64,819						644,727						6,512						2,742,819
Special mention			—						12,539						19,000						8,410						1,085						288						4,978						1						46,301
Substandard			—						1,936						23,310						10,326						7,401						6,661						59,019						1,094						109,747
Total commercial and industrial loans			559,533						702,740						446,435						237,233						164,827						71,768						708,724						7,607						2,898,867
Commercial and industrial current period charge-offs			—						(84)						(281)						(306)						(600)						(373)						(387)						(69)						(2,100)
Total Commercial Banking			695,224						969,378						768,212						574,323						593,356						1,519,082						746,964						20,565						5,887,104
Total loans			$	1,627,719					2,130,456						1,219,697						1,077,017						1,436,795						4,009,316						1,647,793						80,434						13,229,227

For the six months ended June 30, 2026, $15 million of revolving loans were converted to term loans.

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The following table presents the amortized cost basis of our loan portfolio by year of origination and credit quality indicator for each portfolio segment as of December 31, 2025 (in thousands): 

			2025						2024						2023						2022						2021						Prior						Revolving loans						Revolving loans converted to term loans						Total loans receivable
Personal Banking:
Residential mortgage loans
Pass			$	65,511					41,435						216,600						607,377						709,122						1,448,488						—						—						3,088,533
Substandard			—						—						729						2,363						2,760						6,395						—						—						12,247
Total residential mortgage loans			65,511						41,435						217,329						609,740						711,882						1,454,883						—						—						3,100,780
Residential mortgage current period charge-offs			—						—						(51)						(447)						(55)						(623)						(50)						—						(1,226)
Home equity loans
Pass			99,444						26,377						47,301						71,086						71,038						290,393						840,879						57,259						1,503,777
Substandard			—						—						47						255						—						1,168						1,441						844						3,755
Total home equity loans			99,444						26,377						47,348						71,341						71,038						291,561						842,320						58,103						1,507,532
Home equity current period charge-offs			—						(85)						(13)						(219)						(98)						(399)						(545)						(221)						(1,580)
Vehicle loans
Pass			1,157,146						477,435						335,622						281,604						111,302						58,034						—						—						2,421,143
Substandard			537						1,169						1,455						1,128						735						469						—						—						5,493
Total vehicle loans			1,157,683						478,604						337,077						282,732						112,037						58,503						—						—						2,426,636
Vehicle current period charge-offs			(527)						(1,663)						(2,159)						(2,129)						(1,205)						(1,145)						—						—						(8,828)
Consumer loans
Pass			34,396						17,034						8,244						3,117						1,063						3,128						68,963						489						136,434
Substandard			16						72						32						8						9						—						603						80						820
Total consumer loans			34,412						17,106						8,276						3,125						1,072						3,128						69,566						569						137,254
Consumer loan current period charge-offs			(2,488)						(872)						(805)						(500)						(313)						(1,206)						(166)						(91)						(6,441)
Total Personal Banking			1,357,050						563,522						610,030						966,938						896,029						1,808,075						911,886						58,672						7,172,202
Commercial Banking:
Commercial real estate loans
Pass			192,876						280,328						304,567						406,936						275,080						973,846						37,133						11,234						2,482,000
Special Mention			1,738						5,933						23,540						28,030						41,409						27,177						639						—						128,466
Substandard			886						29,241						22,868						81,445						55,020						112,043						1,942						1,785						305,230
Total commercial real estate loans			195,500						315,502						350,975						516,411						371,509						1,113,066						39,714						13,019						2,915,696
Commercial real estate current period charge-offs			—						(3)						(73)						(2,009)						(30)						(11,847)						(15)						(173)						(14,150)
Commercial real estate loans - owner occupied
Pass			59,948						34,150						28,382						17,798						54,818						134,942						5,764						—						335,802
Special Mention			—						—						—						—						615						2,508						—						—						3,123
Substandard			—						3,758						1,720						3,614						3,359						26,925						1,963						942						42,281
Total commercial real estate loans - owner occupied			59,948						37,908						30,102						21,412						58,792						164,375						7,727						942						381,206
Commercial real estate - owner occupied current period charge-offs			—						—						—						—						—						(336)						—						—						(336)
Commercial and industrial loans
Pass			741,190						531,151						246,591						210,899						35,114						55,116						569,922						2,847						2,392,830
Special Mention			187						21,007						7,883						976						426						107						31,262						4						61,852
Substandard			3,840						12,765						20,440						5,698						5,141						6,185						27,886						1,575						83,530
Total commercial and industrial loans			745,217						564,923						274,914						217,573						40,681						61,408						629,070						4,426						2,538,212
Commercial and industrial current period charge-offs			—						(128)						(489)						(2,986)						(230)						(1,493)						(310)						(1,459)						(7,095)
Total Commercial Banking			1,000,665						918,333						655,991						755,396						470,982						1,338,849						676,511						18,387						5,835,114
Total loans			$	2,357,715					1,481,855						1,266,021						1,722,334						1,367,011						3,146,924						1,588,397						77,059						13,007,316

For the year ended December 31, 2025, $16 million of revolving loans were converted to term loans.

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The following table provides information for intangible assets subject to amortization at the dates indicated (in thousands):

			June 30, 2026						December 31, 2025
Amortizable intangible assets:
Core deposit intangibles - gross			$	116,899					74,899
Acquisitions			—						42,000
Less: accumulated amortization			(81,587)						(77,232)
Core deposit intangibles - net			$	35,312					39,667
Total intangible assets - net			$	35,312					39,667

The following table shows the actual aggregate amortization expense for the quarters and six months ended June 30, 2026 and 2025, as well as the estimated aggregate amortization expense, based upon current levels of intangible assets, for the current fiscal year and each of the five succeeding fiscal years (in thousands):

For the quarter ended June 30, 2026			$	2,166
For the quarter ended June 30, 2025			436
For the six months ended June 30, 2026			4,355
For the six months ended June 30, 2025			940
For the year ending December 31, 2026			8,473
For the year ending December 31, 2027			7,073
For the year ending December 31, 2028			5,936
For the year ending December 31, 2029			5,102
For the year ending December 31, 2030			4,269
For the year ending December 31, 2031			3,685

 

The following table provides information for the changes in the carrying amount of goodwill (in thousands):

						Total
Balance at December 31, 2025						$	444,330
June 30, 2026 (1)						$	444,997

(1) During the second quarter of 2026, goodwill was adjusted as the result of a measurement period adjustment associated with the Penns Woods acquisition. Refer to Note 2 “Acquisitions” within this Item 1 of this Quarterly Report for more information.

(a)    Borrowed Funds

Borrowed funds at June 30, 2026 and December 31, 2025 are presented in the following table (dollars in thousands):

			June 30, 2026												December 31, 2025
			Amount						Average rate						Amount						Average rate
Term notes payable to the FHLB of Pittsburgh, due within one year			$	320,000					3.93		%				$	332,569					3.99		%
Term notes payable to the FHLB of Pittsburgh, due in more than one year			65,322						4.07		%				105,482						4.09		%
Total term notes payable to the FHLB			385,322												438,051
Revolving line of credit, FHLB of Pittsburgh			226,700						3.93		%				—						—		%
Collateralized borrowings, due within one year			53						1.94		%				8,232						1.55		%
Total borrowed funds			$	612,075											$	446,283

    

Borrowings from the Federal Home Loan Bank (“FHLB”) of Pittsburgh, if any, are secured by our residential first mortgage and other qualifying loans. At June 30, 2026, the carrying value of these loans was $6.2 billion. Certain of these borrowings are subject to restrictions or penalties in the event of prepayment.

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The revolving line of credit with the FHLB of Pittsburgh carries a commitment of $250 million. The rate is adjusted daily by the FHLB of Pittsburgh, and any borrowings on this line may be repaid at any time without penalty. There was a $227 million and a $0 million balance on the revolving line of credit at June 30, 2026 and December 31, 2025, respectively.

At June 30, 2026 and December 31, 2025, collateralized borrowings due within one year were $53 thousand and $8 million, respectively. These borrowings are collateralized by cash or various securities held in safekeeping by the FHLB. At June 30, 2026, the carrying value of the cash and securities used as collateral was $10 million.

At June 30, 2026 and December 31, 2025, term notes payable to the FHLB of Pittsburgh due within one year was $320 million and $333 million, respectively. At June 30, 2026 and December 31, 2025 term notes payable to the FHLB of Pittsburgh due in more than one year was $65 million and $105 million, respectively.

(b)    Subordinated Debt

On September 9, 2020, the Company issued $125 million of 4.00% fixed-to-floating rate subordinated notes with a maturity date of September 15, 2030. The subordinated notes, which qualify as Tier 2 capital, subject to certain limitations based on maturity date, bear interest at an annual rate of 4.00%, payable semi-annually in arrears commencing on March 15, 2021, and a floating rate of interest equivalent to the 3-month Secured Overnight Financing Rate (“SOFR”) plus 3.89% payable quarterly in arrears commencing on December 15, 2025. During 2022 the Company repurchased $10 million of subordinated notes leaving $115 million of subordinated notes outstanding. The subordinated debt issuance costs of approximately $2 million were amortized over five years on a straight-line basis into interest expense. At June 30, 2026 and December 31, 2025, subordinated notes, net of issuance costs, were $115 million. For the six months ended June 30, 2026 and June 30, 2025 total interest expense paid on the subordinated notes was $4 million and $2 million, respectively.

(b)    Junior Subordinated Debentures

The Company has seven statutory business trusts: Northwest Bancorp Capital Trust III, a Delaware statutory business trust, Northwest Bancorp Statutory Trust IV, a Connecticut statutory business trust, LNB Trust II, a Delaware statutory business trust, Union National Capital Trust I (“UNCT I”), a Delaware statutory business trust, Union National Capital Trust II (“UNCT II”), a Delaware statutory business trust, MFBC Statutory Trust I, a Delaware statutory trust, and Universal Preferred Trust, a Delaware statutory trust (the “Trusts”). The Trusts exist solely to issue preferred securities to third parties for cash, issue common securities to the Company in exchange for capitalization of the Trusts, invest the proceeds from the sale of trust securities in an equivalent amount of debentures of the Company, and engage in other activities that are incidental to those previously listed. 

The Trusts have invested the proceeds of the offerings in junior subordinated deferrable interest debentures issued by the Company. The structure of these debentures mirrors the structure of the trust-preferred securities. These subordinated debentures are the sole assets of the Trusts. As the shareholders of the trust preferred securities are the primary beneficiaries of the Trusts, the Trusts are not consolidated in our financial statements.

The following table sets forth a summary of the cumulative trust preferred securities and the junior subordinated debt held by the Trust as of the date listed (dollars in thousands).

									Maturity date						Interest rate												Capital debt securities						June 30, 2026						December 31, 2025
Northwest Bancorp Capital Trust III									December 30, 2035						3-month SOFR plus 1.38%												$	50,000					51,547						51,547
Northwest Bancorp Statutory Trust IV									December 15, 2035						3-month SOFR plus 1.38%												50,000						51,547						51,547
LNB Trust II									June 15, 2037						3-month SOFR plus 1.48%												7,875						8,119						8,119
Union National Capital Trust I (1)									January 23, 2034						3-month SOFR plus 2.85%												8,000						8,061						8,049
Union National Capital Trust II (1)									November 23, 2034						3-month SOFR plus 2.00%												3,000						2,864						2,850
MFBC Statutory Trust I (1)									September 15, 2035						3-month SOFR plus 1.70%												5,000						4,047						3,995
Universal Preferred Trust (1)									October 7, 2035						3-month SOFR plus 1.69%												5,000						4,038						3,986
																											$	128,875					130,223						130,093

(1) Net of discounts due to the fair value adjustment made at the time of acquisition.

Cash distributions on the trust securities are made on a quarterly basis to the extent interest on the debentures is received by the Trusts. We have the right to defer payment of interest on the subordinated debentures at any time, or from time-to-time, for periods not exceeding five years. If interest payments on the subordinated debentures are deferred, the distributions on the trust securities also are deferred. To date there have been no interest deferrals. Interest on the subordinated debentures and distributions on the trust securities is cumulative. Our obligation constitutes a full, irrevocable, and unconditional guarantee on a subordinated basis of the obligations of

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the trust under the preferred securities. For the six months ended June 30, 2026 and June 30, 2025 total interest expense paid on trust preferred securities was $4 million.

 

 

We issue standby letters of credit in the normal course of business. Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Standby letters of credit generally are contingent upon the failure of the customer to perform according to the terms of the underlying contract with the third party. We are required to perform under a standby letter of credit when drawn upon by the guaranteed third party in the case of nonperformance by our customer. The credit risk associated with standby letters of credit is essentially the same as that involved in extending loans to customers and is subject to normal loan underwriting procedures. Collateral may be obtained based on management’s credit assessment of the customer. At June 30, 2026, the maximum potential amount of future payments we could be required to make under these non-recourse standby letters of credit was $62 million, of which $59 million is fully collateralized. At June 30, 2026, we had a liability which represents deferred income of $1 million related to the standby letters of credit.

Basic earnings per common share (“EPS”) is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding for the period, without considering any dilutive items. Diluted EPS is calculated using both the two-class and the treasury stock methods with the more dilutive method used to determine diluted EPS. The two-class method was used to determine basic EPS for the three and six months ended June 30, 2026 and 2025 and the treasury stock method was used to determine diluted earnings per share for the three and six months ended June 30, 2026 and 2025.

The following table sets forth the computation of basic and diluted EPS (in thousands, except share data and per share amounts): 

			Quarter ended June 30,												Six months ended June 30,
			2026						2025						2026						2025
Numerator for earnings per share - Basic and Diluted:
Net income - treasury stock method - Basic and Diluted			$	53,546					33,675						104,082						77,133
Less: Dividends and undistributed earnings allocated to participating securities			2						19						3						44
Net income available to common shareholders - two class method - Basic and Diluted			$	53,544					33,656						104,079						77,089
Denominator for earnings per share - treasury stock method - Basic and Diluted
Weighted average common shares outstanding - Basic			146,327,502						127,641,857						146,216,652						127,515,768
Add: Potentially dilutive shares			799,721						472,652						773,413						831,373
Denominator for treasury stock method - Diluted			147,127,223						128,114,509						146,990,065						128,347,141
Denominator for earnings per share - two class method - Basic and Diluted:
Weighted average common shares outstanding - Basic			146,327,502						127,641,857						146,216,652						127,515,768
Add: Average participating shares outstanding			4,135						72,790						4,135						72,790
Denominator for two class method - Diluted			146,331,637						127,714,647						146,220,787						127,588,558
Basic earnings per share			$	0.37					0.26						0.71						0.60
Diluted earnings per share			$	0.36					0.26						0.71						0.60
Anti-dilutive awards (1)			1,438						2,051						1,894						2,051

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(1) Reflects the total number of shares related to outstanding options that have been excluded from the computation of diluted earnings per share because the impact would have been anti-dilutive.

 

The following table sets forth the net periodic costs for the defined benefit pension plans and post-retirement healthcare plans for the periods indicated (in thousands):

			Quarter ended June 30,
			Pension benefits												Other post-retirement benefits
			2026						2025						2026						2025
Service cost			$	1,028					1,120						—						—
Interest cost			2,249						2,173						17						15
Expected return on plan assets			(3,302)						(2,989)						—						—
Amortization of prior service cost			—						(203)						—						—
Amortization of the net loss			(202)						(37)						21						7
Net periodic cost			$	(227)					64						38						22

			Six months ended June 30,
			Pension benefits												Other post-retirement benefits
			2026						2025						2026						2025
Service cost			$	2,056					2,240						—						—
Interest cost			4,498						4,346						34						30
Expected return on plan assets			(6,604)						(5,978)						—						—
Amortization of prior service cost			—						(406)						—						—
Amortization of the net loss			(404)						(74)						41						14
Net periodic cost			$	(454)					128						75						44

Because of the current funding status, we do not anticipate a funding requirement during the year ending December 31, 2026.

 

We are required to disclose fair value information about financial instruments whether or not recognized in the Consolidated Statement of Financial Condition. Fair value information of certain financial instruments and all nonfinancial instruments is not required to be disclosed. Accordingly, the aggregate fair value amounts presented do not represent the underlying value of the Company.

Financial assets and liabilities recognized or disclosed at fair value on a recurring basis and certain financial assets and liabilities on a non-recurring basis are accounted for using a three-level hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. This hierarchy gives the highest priority to quoted prices with readily available independent data in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable market inputs (Level 3). When various inputs for measurement fall within different levels of the fair value hierarchy, the lowest level input that has a significant impact on fair value measurement is used.

Financial assets and liabilities are categorized based upon the following characteristics or inputs to the valuation techniques:

•Level 1 — Financial assets and liabilities for which inputs are observable and are obtained from reliable quoted prices for identical assets or liabilities in actively traded markets. This is the most reliable fair value measurement and includes, for example, active exchange-traded equity securities.

•Level 2 — Financial assets and liabilities for which values are based on quoted prices in markets that are not active or for which values are based on similar assets or liabilities that are actively traded. Level 2 also includes pricing models in which the inputs are corroborated by market data, for example, matrix pricing.

•Level 3 — Financial assets and liabilities for which values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. Level 3 inputs include the following:

◦Quotes from brokers or other external sources that are not considered binding;

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◦Quotes from brokers or other external sources where it cannot be determined that market participants would in fact transact for the asset or liability at the quoted price; and

◦Quotes and other information from brokers or other external sources where the inputs are not deemed observable.

We are responsible for the valuation process and as part of this process may use data from outside sources in establishing fair value. We perform due diligence to understand the inputs used or how the data was calculated or derived. We also corroborate the reasonableness of external inputs in the valuation process.

The carrying amounts reported in the Consolidated Statement of Financial Condition approximate fair value for the following financial instruments: cash and cash equivalents, marketable securities available-for-sale, loans held-for-sale, accrued interest receivable, interest rate lock commitments, forward commitments, interest rate swaps, savings and checking deposits, foreign exchange swaps, risk participation agreements, and accrued interest payable.

Marketable Securities

 

Where available, market values are based on quoted market prices, dealer quotes, and prices obtained from independent pricing services.

 

Debt Securities — available-for-sale - Generally, debt securities are valued using pricing for similar securities, recently executed transactions and other pricing models utilizing observable inputs. The valuation for most debt securities is classified as Level 2. Securities within Level 2 include corporate bonds, municipal bonds, mortgage-backed securities and U.S. government and agency debt securities.

Debt Securities — held-to-maturity - The fair value of debt securities held-to-maturity is determined in the same manner as debt securities available-for-sale.

 

Loans Receivable

Loans with comparable characteristics including collateral and re-pricing structures are segregated for valuation purposes. Each loan pool is separately valued utilizing a discounted cash flow analysis. Projected monthly cash flows are discounted to present value using a market rate for comparable loans, which is not considered an exit price. Characteristics of comparable loans include remaining term, coupon interest, and estimated prepayment speeds. Delinquent loans are separately evaluated given the impact delinquency has on the projected future cash flow of the loan including the approximate discount or market rate, which is not considered an exit price.

Loans Held-for-Sale

The estimated fair value of loans held-for-sale is based on market bids obtained from potential buyers.

    

FHLB Stock

 

Due to the restrictions placed on transferability of FHLB stock, it is not practical to determine the fair value. FHLB stock is recorded at cost.

Deposit Liabilities

The estimated fair value of deposits with no stated maturity, which includes demand deposits, money market, and other savings accounts, is the amount payable on demand. Although market premiums paid for depository institutions reflect an additional value for these low-cost deposits, adjusting fair value for any value expected to be derived from retaining those deposits for a future period of time or from the benefit that results from the ability to fund interest-earning assets with these deposit liabilities is prohibited. The fair value estimates of deposit liabilities do not include the benefit that results from the low-cost funding provided by these deposits compared to the cost of borrowing funds in the market. Fair values for time deposits are estimated using a discounted cash flow calculation that applies contractual cost currently being offered in the existing portfolio to current market rates being offered locally for deposits of similar remaining maturities. The valuation adjustment for the portfolio consists of the present value of the difference of these two cash flows, discounted at the assumed market rate of the corresponding maturity.

Borrowed Funds

 

Fixed rate advances are valued by comparing their contractual cost to the prevailing market cost. The carrying amount of repurchase agreements approximates their fair value.

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Subordinated Debentures

The fair value of our subordinated debentures is calculated using the discounted cash flows at rates observable for other similarly traded liabilities with considerations given to early call provisions.

Junior Subordinated Debentures

 

The fair value of junior subordinated debentures is calculated using the discounted cash flows at the prevailing rate of interest.

Interest Rate Lock Commitments and Forward Commitments

The fair value of interest rate lock commitments is based on the value of underlying loans held-for-sale which is based on quoted prices for similar loans in the secondary market. This value is then adjusted based on the probability of the loan closing (i.e., the “pull-through” amount, a significant unobservable input). The fair value of forward sale commitments is based on quoted prices from the secondary market based on the settlement date of the contracts.

Interest Rate and Foreign Exchange Swap Agreements and Risk Participation Agreements

The fair value of interest rate swaps is based upon the present value of the expected future cash flows using the SOFR discount curve, the basis for the underlying interest rate. To price interest rate swaps, cash flows are first projected for each payment date using the fixed rate for the fixed side of the swap and the forward rates for the floating side of the swap. These swap cash flows are then discounted to time zero using SOFR zero-coupon interest rates. The sum of the present value of both legs is the fair market value of the interest rate swap. These valuations have been derived from our third party vendor’s proprietary models rather than actual market quotations. The proprietary models are based upon financial principles and assumptions that we believe to be reasonable. The fair value of the foreign exchange swap is derived from proprietary models rather than actual market quotations. The proprietary models are based upon financial principles and assumptions that we believe to be reasonable. Risk participation agreements are entered into when Northwest Bank purchases a portion of a commercial loan that has an interest rate swap. Northwest Bank assumes credit risk on its portion of the interest rate swap should the borrower fail to pay as agreed. The value of risk participation agreements is determined based on the value of the swap after considering the credit quality, probability of default, and loss given default of the borrower.

 

Off-Balance Sheet Financial Instruments

 

These financial instruments generally are not sold or traded, and estimated fair values are not readily available. However, the fair value of commitments to extend credit and standby letters of credit is estimated using the fees currently charged to enter into similar agreements. Commitments to extend credit are generally short-term in nature and, if drawn upon, are issued under current market terms. At June 30, 2026 and December 31, 2025, there was no significant unrealized appreciation or depreciation on these financial instruments.

The following table sets forth the carrying amount and estimated fair value of our financial instruments included in the Consolidated Statement of Financial Condition at June 30, 2026 (in thousands):

			Carrying amount						Estimated fair value						Level 1						Level 2						Level 3						Netting Adjustments (1)
Financial assets:
Cash and cash equivalents			$	248,499					248,499						248,499						—						—						—
Securities available-for-sale			1,829,179						1,829,179						—						1,829,179						—						—
Securities held-to-maturity			630,802						550,416						—						550,416						—						—
Loans receivable, net			13,079,906						12,628,052						—						—						12,628,052						—
Loans held-for-sale			15,391						15,391						—												15,391						—
Accrued interest receivable			57,473						57,473						57,473						—						—						—
Interest rate lock commitments			673						673						—						—						673						—
Forward commitments			78						78						—						78						—						—
Interest rate swaps designated as hedging instruments			—						—						—						609						—						(609)
Interest rate swaps not designated as hedging instruments			5,112						5,112						—						20,652						—						(15,540)
FHLB stock			43,345						43,345						—						—						—						—
Total financial assets			$	15,910,458					15,378,218						305,972						2,400,934						12,644,116						(16,149)

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Financial liabilities:
Savings and checking deposits			$	11,334,008					11,334,008						11,334,008						—						—						—
Time deposits			2,827,810						2,827,204						—						—						2,827,204						—
Borrowed funds			612,075						610,614						623,864						—						—						(13,250)
Subordinated debt			114,800						114,800						—						114,800						—						—
Junior subordinated debentures			130,223						126,664						—						—						126,664						—
Interest rate swaps designated as hedging instruments			—						—						—						58						—						(58)
Interest rate swaps not designated as hedging instruments			17,867						17,867						—						20,708						—						(2,841)
Risk participation agreements			14						14						—						14						—						—
Accrued interest payable			8,385						8,385						8,385						—						—						—
Total financial liabilities			$	15,045,182					15,039,556						11,966,257						135,580						2,953,868						(16,149)

(1)     Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and cash collateral held or placed with the same counterparties.

The following table sets forth the carrying amount and estimated fair value of our financial instruments included in the Consolidated Statement of Financial Condition at December 31, 2025 (in thousands): 

			Carrying amount						Estimated fair value						Level 1						Level 2						Level 3						Netting Adjustments (1)
Financial assets:
Cash and cash equivalents			$	233,647					233,647						233,647						—						—						—
Securities available-for-sale			1,586,382						1,586,382						—						1,586,382						—						—
Securities held-to-maturity			683,369						605,929						—						605,929						—						—
Loans receivable, net			12,857,104						12,418,154						—						—						12,418,154						—
Loans held-for-sale			22,437						22,437						—						—						22,437						—
Accrued interest receivable			56,291						56,291						56,291						—						—						—
Interest rate lock commitments			617						617						—						—						617						—
Forward commitments			95						95						—						95						—						—
Forward exchange swaps			4						4						—						4						—						—
Interest rate swaps designated as hedging instruments			—						—						—						51						—						(51)
Interest rate swaps not designated as hedging instruments			11,775						11,775						—						25,155						—						(13,380)
FHLB stock			36,628						36,628						—						—						—						—
Total financial assets			$	15,488,349					14,971,959						289,938						2,217,616						12,441,208						(13,431)
Financial liabilities:
Savings and checking accounts			$	11,026,319					11,026,319						11,026,319						—						—						—
Time deposits			2,916,698						2,909,139						—						—						2,909,139						—
Borrowed funds			446,283						444,936						446,836						—						—						(1,900)
Subordinated debt			114,800						114,800						—						114,800						—						—
Junior subordinated debentures			130,093						120,237						—						—						120,237						—
Interest rate swaps designated as hedging instruments			—						—						—						1,280						—						(1,280)
Interest rate swaps not designated as hedging instruments			15,115						15,115						—						25,366						—						(10,251)
Risk participation agreements			27						27						—						27						—						—
Accrued interest payable			6,846						6,846						6,846						—						—						—
Total financial liabilities			$	14,656,181					14,637,419						11,480,001						141,473						3,029,376						(13,431)

(1)     Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and cash collateral held or placed with the same counterparties.

Fair value estimates are made at a point-in-time, based on relevant market data and information about the instrument. The methods and assumptions detailed above were used in estimating the fair value of financial instruments at both June 30, 2026 and December 31, 2025.

     

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The following table represents assets and liabilities measured at fair value on a recurring basis at June 30, 2026 (in thousands):

			Level 1						Level 2						Level 3						Netting Adjustments (1)						Total assets  at fair value
Debt securities:
U.S. government and agencies			$	—					32,640						—						—						32,640
States and political subdivisions			—						68,030						—						—						68,030
Corporate			—						99,058						—						—						99,058
Total debt securities			—						199,728						—						—						199,728
Mortgage-backed securities:
GNMA			—						139,519						—						—						139,519
FNMA			—						157,715						—						—						157,715
FHLMC			—						221,574						—						—						221,574
Non-agency			—						3						—						—						3
Collateralized mortgage obligations:
GNMA			—						723,889						—						—						723,889
FNMA			—						85,011						—						—						85,011
FHLMC			—						301,740						—						—						301,740
Total mortgage-backed securities			—						1,629,451						—						—						1,629,451
Interest rate lock commitments			—						—						673						—						673
Forward commitments			—						78						—						—						78
Interest rate swaps designated as hedging instruments			—						609						—						(609)						—
Interest rate swaps not designated as hedging instruments			—						20,652						—						(15,540)						5,112
Total assets			$	—					1,850,518						673						(16,149)						1,835,042
Interest rate swaps designated as hedging instruments			$	—					58						—						(58)						—
Interest rate swaps not designated as hedging instruments			—						20,708						—						(2,841)						17,867
Risk participation agreements			—						14						—						—						14
Total liabilities			$	—					20,780						—						(2,899)						17,881

(1)     Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and cash collateral held or placed with the same counterparties.

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The following table represents assets and liabilities measured at fair value on a recurring basis at December 31, 2025 (in thousands):

			Level 1						Level 2						Level 3						Netting Adjustment (1)						Total assets  at fair value
Debt securities:
U.S. government and agencies			$	—					35,912						—						—						35,912
Government-sponsored enterprises			—						2,047						—						—						2,047
States and political subdivisions			—						83,268						—						—						83,268
Corporate			—						57,034						—						—						57,034
Total debt securities			—						178,261						—						—						178,261
Mortgage-backed securities:
GNMA			—						96,344						—						—						96,344
FNMA			—						139,786						—						—						139,786
FHLMC			—						167,647						—						—						167,647
Non-agency			—						3						—						—						3
Collateralized mortgage obligations:
GNMA			—						708,908						—						—						708,908
FNMA			—						97,672						—						—						97,672
FHLMC			—						197,761						—						—						197,761
Total mortgage-backed securities			—						1,408,121						—						—						1,408,121
Interest rate lock commitments			—						—						617						—						617
Forward commitments			—						95						—						—						95
Foreign exchange swaps			—						4						—						—						4
Interest rate swaps designated as hedging instruments			—						51						—						(51)						—
Interest rate swaps not designated as hedging instruments			—						25,155						—						(13,380)						11,775
Total assets			$	—					1,611,687						617						(13,431)						1,598,873
Interest rate swaps designated as hedging instruments			—						1,280						—						(1,280)						—
Interest rate swaps not designated as hedging instruments			—						25,366						—						(10,251)						15,115
Risk participation agreements			—						27						—						—						27
Total liabilities			$	—					26,673						—						(11,531)						15,142

(1)     Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and cash collateral held or placed with the same counterparties.

The following table presents the changes in Level 3 assets and liabilities measured at fair value on a recurring basis (in thousands):

			For the quarter ended June 30,												For the six months ended June 30,
			2026						2025						2026						2025
Beginning balance			$	541					433						617						342
Interest rate lock commitments:
Net activity			132						500						56						591
Transfers from Level 3			—						—						—						—
Transfers into Level 3			—						—						—						—
Ending balance			$	673					933						673						933

Certain assets and liabilities are measured at fair value on a nonrecurring basis after initial recognition such as loans individually assessed and real estate owned.

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The following table represents the fair market measurement for only those nonrecurring assets that had a fair market value below the carrying amount as of June 30, 2026 (in thousands):

			Level 1						Level 2						Level 3						Total assets  at fair value
Loans individually assessed			$	—					—						23,276						23,276
Real estate owned, net			—						—						63						63
Total assets			$	—					—						23,339						23,339

The following table represents the fair market measurement for only those nonrecurring assets that had a fair market value below the carrying amount as of December 31, 2025 (in thousands): 

			Level 1						Level 2						Level 3						Total assets  at fair value
Loans individually assessed			$	—					—						38,698						38,698
Real estate owned, net			—						—						76						76
Total assets			$	—					—						38,774						38,774

Individually Assessed Loans — A loan is considered to be individually assessed as described in Note 1(f) of the Notes to the Consolidated Financial Statements in Item 8 of Part II of our 2025 Annual Report on Form 10-K. We classify loans individually assessed as nonrecurring Level 3.

Real Estate Owned — Real estate owned is comprised of property acquired through foreclosure or voluntarily conveyed by borrowers. These assets are recorded on the date acquired at the lower of the related loan balance or fair value, less estimated disposition costs, with the fair value being determined by appraisal. Subsequently, foreclosed assets are valued at the lower of the amount recorded at acquisition date or fair value, less estimated disposition costs. We classify real estate owned as nonrecurring Level 3.

The following table presents additional quantitative information about assets measured at fair value on a recurring and nonrecurring basis and for which we have utilized Level 3 inputs to determine fair value at June 30, 2026 (in thousands): 

Fair value

Valuation techniques

Significant unobservable inputs

Range  (weighted average)

Loans individually assessed

$

23,276

Appraisal value (1)

Estimated cost to sell

10%

Real estate owned, net

63

Appraisal value (1)

Estimated cost to sell

15%

Loans held for sale

15,391

Quoted prices for similar loans in active markets adjusted by an expected pull-through rate

Estimated pull-through rate

100%

(1)Fair value is generally determined through independent appraisals of the underlying collateral, which may include Level 3 inputs that are not identifiable, or by using the discounted cash flow method if the loan is not collateral dependent.

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We are a party to derivative financial instruments in the normal course of business to manage our own exposure to fluctuations in interest rates and to meet the needs of our customers. The primary derivatives that we use are interest rate swaps and caps and foreign exchange contracts, which are entered into with counterparties that meet established credit standards. We believe that the credit risk inherent in all of our derivative contracts is minimal based on our credit standards and the netting and collateral provisions of the interest rate swap agreements.

Derivatives Designated as Hedging Instruments

As of June 30, 2026, the Company had entered into seven separate pay-fixed interest rate swaps in order to synthetically convert short-term three month FHLB advances to fixed-rate term funding with an aggregate value of $175 million with maturities spread over the next three years. Our risk management objective and strategy for these interest rate swaps at such time was to reduce our exposure to variability in interest-related cash outflows attributable to changes in the USD-SOFR swap rate, the designated benchmark interest rate being hedged. Based upon our contemporaneous quantitative analysis at the inception of the interest rate swaps, we have determined these interest rate swaps qualify for hedge accounting in accordance with ASC 815, Derivatives and Hedging. Our cash flow hedges are recorded within other assets or other liabilities on the Consolidated Statement of Financial Condition at their estimated fair value.

As long as the hedge remains highly effective, the changes in the fair value of derivatives designated, and that qualify, as cash flow hedges are recorded in accumulated other comprehensive income and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. A hedging relationship that is determined to not be highly effective no longer qualifies for hedge accounting and any gain or loss is recognized immediately into earnings. Amounts reclassified into earnings are included in interest expense in the Consolidated Statement of Income.

Derivatives Not Designated as Hedging Instruments

We act as an interest rate or foreign exchange swap counterparty for certain commercial borrowers in the normal course of servicing our customers, which are accounted for at fair value. We manage our exposure to such interest rate or foreign exchange swaps by entering into corresponding and offsetting interest rate swaps with third parties that mirror the terms of the swaps we have with the commercial borrowers. These positions (referred to as “customer swaps”) directly offset each other and our exposure is the fair value of the derivatives due to changes in credit risk of our commercial borrowers and third parties. Customer swaps are recorded within other assets or other liabilities on the Consolidated Statement of Financial Condition at their estimated fair value. Changes to the fair value of assets and liabilities arising from these derivatives are included, net, in other operating income in the Consolidated Statement of Income.

    

We enter into interest rate lock commitments for residential mortgage loans which commit us to lend funds to a potential borrower at a specific interest rate within a specified period of time. Interest rate lock commitments that relate to the origination of mortgage loans that will be held-for-sale are considered derivative financial instruments under applicable accounting guidance. Interest rate lock commitments on loans held-for-sale are carried at fair value in other assets on the Consolidated Statement of Financial Condition. Northwest Bank sells loans to the secondary market on a mandatory or best efforts basis. The loans sold on a mandatory basis commit us to deliver a specific principal amount of mortgage loans to an investor at a specified price, by a specified date, or the commitment must be paired off. These forward commitments entered into on a mandatory delivery basis meet the definition of a derivative financial instrument. All closed loans to be sold on a mandatory delivery basis are classified as held-for-sale on the Consolidated Statement of Financial Condition. Changes to the fair value of the interest rate lock commitments and the forward commitments are recorded in mortgage banking income in the Consolidated Statements of Income.

We enter into risk participation agreements with financial institution counterparties for interest rate swaps related to loans in which we are a participant. The risk participation agreements provide credit protection to the financial institution should the borrower fail to perform on its interest rate derivative contract with the financial institution. These risk participation agreements are recorded within other liabilities on the Consolidated Statement of Financial Condition at their estimated fair value. Changes to the fair value of the risk participation agreements are included in other operating income in the Consolidated Statement of Income.

    

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The following table presents information regarding our derivative financial instruments at the dates indicated (in thousands):

			Asset derivatives												Liability derivatives
			Notional amount						Fair value						Notional amount						Fair value
At June 30, 2026
Derivatives designated as hedging instruments:
Interest rate swap agreements			$	100,000					609						75,000						58
Derivatives not designated as hedging instruments:
Interest rate swap agreements			878,510						20,652						878,510						20,708
Interest rate lock commitments			28,250						673						—						—
Forward commitments			3,093						78						—						—
Risk participation agreements			—						—						113,072						14
Total Derivatives			$	1,009,853					22,012						1,066,582						20,780
At December 31, 2025
Derivatives designated as hedging instruments:
Interest rate swap agreements			$	50,000					51						125,000						1,280
Derivatives not designated as hedging instruments:
Interest rate swap agreements			912,021						25,155						912,021						25,366
Foreign exchange swap agreements			2,592						4						—						—
Interest rate lock commitments			24,772						617						—						—
Forward commitments			2,711						95						—						—
Risk participation agreements			—						—						117,582						27
Total derivatives			$	992,096					25,922						1,154,603						26,673

The following table presents income or expense recognized on derivatives for the periods indicated (in thousands):

			For the quarter ended June 30,												For the six months ended June 30,
			2026						2025						2026						2025
Hedging derivatives:
Decrease/(increase) in interest expense			$	41					293						(13)						587
Non-hedging swap derivatives:
Increase/(decrease) in other operating income			97						(231)						166						(612)
Increase/(decrease) in mortgage banking income			160						627						(85)						789

The following table presents information regarding our derivative financial instruments designated as hedging for the quarter ended June 30, 2026 (dollars in thousands):

			Notional amount						Effective rate						Estimated (decrease)/increase to interest expense in the next twelve months						Maturity date						Remaining term (in months)
Interest rate products:
Issued May 11, 2023			$	25,000					3.41		%				$	(107)					5/11/2027						10
Issued May 12, 2023			25,000						3.46		%				(95)						5/12/2028						22
Issued May 19, 2023			25,000						3.75		%				(22)						11/19/2027						17
Issued May 31, 2023			25,000						4.01		%				30						11/30/2026						5
Issued July 26, 2023			25,000						4.12		%				80						7/26/2028						25
Issued July 31, 2023			25,000						4.22		%				104						1/31/2028						19
Issued August 9, 2023			25,000						4.29		%				101						8/9/2027						13
Total			$	175,000											$	91

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Our derivatives are presented on a net basis taking into consideration the effects of legally enforceable master netting agreements. Additionally, collateral exchanged with counterparties is also netted against the applicable derivative fair values. We enter into derivative transactions with two primary groups, banks and our customers. Different methods are utilized for managing counterparty credit exposure and credit risk for each of these groups.

The following tables present the gross amounts of these assets and liabilities with any offsets to arrive at the net amounts recognized in the Consolidated Statements of Financial Condition as of June 30, 2026 (dollars in thousands).

Derivative assets						Gross amounts of recognized assets						Gross amounts offset in the consolidated statement of financial condition						Net amounts of assets presented in the consolidated of condition
Interest rate swaps - hedging						$	609					(609)						—
Interest rate swaps - not hedging						20,652						(15,540)						5,112
Derivative liabilities						Gross amounts of recognized liabilities						Gross amounts offset in the consolidated statement of financial condition						Net amounts of liabilities presented in the consolidated of condition
Interest rate swaps - hedging						58						(58)						—
Interest rate swaps - not hedging						20,708						(2,841)						17,867

The following tables present the gross amounts of these assets and liabilities with any offsets to arrive at the net amounts recognized in the Consolidated Statements of Financial Condition as of December 31, 2025 (dollars in thousands).

Derivative assets						Gross amounts of recognized assets						Gross amounts offset in the consolidated statement of financial condition						Net amounts of assets presented in the consolidated of condition
Interest rate swaps - hedging						$	51					(51)						—
Interest rate swaps - not hedging						25,155						(13,380)						11,775
Derivative liabilities						Gross amounts of recognized liabilities						Gross amounts offset in the consolidated statement of financial condition						Net amounts of liabilities presented in the consolidated of condition
Interest rate swaps - hedging						$	1,280					(1,280)						—
Interest rate swaps - not hedging						25,366						(10,251)						15,115

We establish accruals for legal proceedings when information related to the loss contingencies represented by those matters indicates both that a loss is probable and that the amount of loss can be reasonably estimated. As of June 30, 2026, we do not anticipate that the aggregate ultimate liability arising out of any pending or threatened legal proceedings will be material to our Consolidated Financial Statements. Any such accruals are adjusted thereafter as appropriate to reflect changes in circumstances. Due to the inherent subjectivity of assessments and unpredictability of outcomes of legal proceedings, any amounts accrued may not represent the ultimate loss to us from legal proceedings.

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The following tables show the changes in accumulated other comprehensive income by component for the periods indicated (in thousands): 

			For the quarter ended June 30, 2026
			Unrealized  losses on securities  available-for-sale						Change in  fair value  of interest  rate swaps						Change in  defined benefit  pension plans						Total
Balance as of March 31, 2026			$	(105,241)					(164)						26,526						(78,879)
Other comprehensive (loss)/income income before reclassification adjustments (1) (3)			(3,486)						562						—						(2,924)
Amounts reclassified from accumulated other comprehensive income (2) (4)			(663)						—						(131)						(794)
Net other comprehensive income/(loss)			(4,149)						562						(131)						(3,718)
Balance as of June 30, 2026			$	(109,390)					398						26,395						(82,597)

			For the quarter ended June 30, 2025
			Unrealized  losses on securities  available-for-sale						Change in  fair value  of interest  rate swaps						Change in  defined benefit  pension plans						Total
Balance as of March 31, 2025			$	(116,385)					(102)						18,006						(98,481)
Other comprehensive income/(loss) before reclassification adjustments (6) (8)			3,425						(650)						—						2,775
Amounts reclassified from accumulated other comprehensive income (7) (9)			1						—						(169)						(168)
Net other comprehensive income/(loss)			3,426						(650)						(169)						2,607
Balance as of June 30, 2025			$	(112,959)					(752)						17,837						(95,874)

(1)Consists of unrealized holding losses, net of tax of $1,697.

(2)Consists of realized gain, net of tax of $214.

(3)Change in fair value of interest rate swaps, net of tax ($216).

(4)Consists of realized gains, net of tax of $50.

(5)Consists of unrealized holding gains, net of tax of ($1,180).

(6)Consists of realized losses, net of tax of $0

(7)Change in fair value of interest rate swaps, net of tax $246.

(8)Consists of realized gains, net of tax of $64.

			For the six months ended June 30, 2026
			Unrealized  losses on securities  available-for-sale						Change in  fair value  of interest  rate swaps						Change in  defined benefit  pension plans						Total
Balance as of December 31, 2025			$	(96,126)					(891)						26,326						(70,691)
Other comprehensive (loss)/income before reclassification adjustments (1) (3) (4)			(12,594)						1,289						331						(10,974)
Amounts reclassified from accumulated other comprehensive income (2) (5)			(670)						—						(262)						(932)
Net other comprehensive income/(loss)			(13,264)						1,289						69						(11,906)
Balance as of June 30, 2026			$	(109,390)					398						26,395						(82,597)

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			For the six months ended June 30, 2025
			Unrealized  losses  on securities  available-for-sale						Change in  fair value  of interest  rate swaps						Change in  defined benefit  pension plans						Total
Balance as of December 31, 2024			$	(130,248)					1,159						18,175						(110,914)
Other comprehensive loss before reclassification adjustments (6) (8)			17,288						(1,911)						—						15,377
Amounts reclassified from accumulated other comprehensive income (7) (9)			1						—						(338)						(337)
Net other comprehensive income/(loss)			17,289						(1,911)						(338)						15,040
Balance as of June 30, 2025			$	(112,959)					(752)						17,837						(95,874)

(1)Consists of unrealized holding losses, net of tax of $5,127.

(2)Consists of realized gains, net of tax of $216.

(3)Change in fair value of interest rate swaps, net of tax ($490).

(4)Consists of unrealized gains, net of tax of ($125).

(5)Consists of realized gains, net of tax of $101.

(6)Consists of unrealized holding gains, net of tax ($5,663).

(7)Consists of realized losses, net of tax $0.

(8)Change in fair value of interest rate swaps, net of tax $624.

(9)Consists of realized gains, net of tax of $128.

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The Company’s reportable segment is determined by the Chief Executive Officer, who is the designated chief operating decision maker, based upon information provided about the Company’s products and services offered, primarily banking operations. Our one operating segment, Banking, is also distinguished by the level of information provided to the chief operating decision maker, who uses such information to review performance of the various components of the business such as branches and lending, which are then aggregated because operating performance, products/services and customers are similar. The chief operating decision maker will evaluate the financial performance of the Company’s business components by evaluating revenue streams, significant expenses and budget to actual results in assessing the Company’s segment and in the determination of allocating resources. The information reviewed is on a consolidated basis and discrete financial information is not available. The chief operating decision maker uses revenue streams to evaluate product pricing and significant expenses to assess performance and evaluate return on assets. The chief operating decision maker uses consolidated net income through return on average assets and return on average equity and the efficiency ratio, as well as loan growth to benchmark the Company against its competitors. The benchmarking analysis coupled with monitoring of budget to actual results are used in assessment of performance and in establishing compensation. Loans, investments, and deposits provide the revenues in the banking operation. Interest expense, provisions for credits losses and payroll provide the significant expenses in the banking operating. All operations are domestic.

Accounting policies for segment are the same as those described in Note 1 of the Notes to the Consolidated Financial Statements in Item 8 of Part II of our 2025 Annual Report on Form 10-K. Segment performance is evaluated using consolidated net income. Information reported internally for performance assessment by the chief operating decision maker follows, inclusive of reconciliations of significant segment totals to the financial statements:

			Banking Segment
			Quarter ended June 30,												Six months ended June 30,
			2026						2025						2026						2025
Interest income			$	205,140					171,570						406,690						352,165
Reconciliation of revenue
Service charges and fees			16,908						15,797						34,026						30,784
Trust and other financial services income			9,449						7,948						18,067						15,858
Other revenue (1)			7,872						7,193						14,718						12,651
Consolidated revenues			$	239,369					202,508						473,501						411,458
Less:
Interest expense			58,202						52,126						117,270						104,903
Segment net interest income and noninterest income			$	181,167					150,382						356,231						306,555
Less:
Provision for credit losses			6,637						8,744						11,006						16,655
Compensation and employee benefits			63,476						55,213						121,806						109,753
Processing expenses			16,948						12,973						33,754						26,963
Premises and occupancy costs			8,494						7,122						18,357						15,522
Professional services			3,490						3,990						7,013						6,746
Office operations			3,660						2,910						7,535						5,887
Federal deposit insurance premiums			(291)						2,296						2,604						4,624
Other segment items (2)			8,506						13,036						17,252						19,782
Income tax expense			16,701						10,423						32,822						23,490
Segment net income/consolidated net income			$	53,546					33,675						104,082						77,133

(1)    Other revenues include gain/(loss) on sale of investments, gain on sale of SBA loans, gain on real estate owned, income from bank owned life insurance, mortgage banking income and other operating income.

(2)    Other segment items include expenses for collections, marketing, amortization of intangibles, merger, asset disposition and restructuring and other operating expense.

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