Provident Financial Services Inc 8-K, filed Oct 29, 2026
Provident Financial Services Inc (PFS)
8-K
2026-10-29
For: 2026-10-28
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Added on
October 29, 2026
About this 8-K
Provident Financial Services Inc filed this 8-K on October 29, 2026, reporting on events of October 28, 2026.
Provident Financial Services, Inc. reported Q3 2026 revenues of $239 million, core diluted EPS of $0.65, core ROAA of 1.30% and core ROATCE of 16.57%. It guided to 5-6% annualized loan growth and 5-6% annualized deposit growth for 2026. AI summary
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 28, 2026
(Exact Name of Registrant as Specified in its Charter)
(State or Other Jurisdiction of Incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
Registrant's telephone number, including area code | ||||||||||||||
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol Symbol(s) | Name of each exchange on which registered | ||||||||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
CFR 240.14d-2(b))
CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
Provident Financial Services, Inc. (the "Company") is furnishing presentation materials to be used in tandem with the Company's third quarter earnings release, which will be filed on October 29, 2026. A copy of the presentation is attached as Exhibit 99.1 to this report and is being furnished to the SEC and shall not be deemed “filed” for any purpose.
Item 9.01. Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired. Not applicable.
(b) Pro Forma Financial Information. Not applicable.
(c) Shell Company Transactions. Not applicable.
(d) Exhibits.
Exhibit No. Description
99.1 Earnings release presentation materials to be used in tandem with the Company's third quarter earnings release, which will be filed on October 29, 2026.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
PROVIDENT FINANCIAL SERVICES, INC. | ||||||||||||||
DATE: | October 29, 2026 | By:/s/ Bennett MacDougall | ||||||||||||
| Bennett MacDougall | ||||||||||||||
| EVP, General Counsel and Corp. Secretary | ||||||||||||||
RESULTS PRESENTATION
Certain statements contained herein are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements may be identified by reference to a future period or periods, or by the use of forward- looking terminology, such as “may,” “will,” “believe,” “expect,” “estimate,” "project," "intend," “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, those set forth in Item 1A of the Company's Annual Report on Form 10-K, as supplemented by its Quarterly Reports on Form 10-Q, and those related to the economic environment, particularly in the market areas in which the Company operates, inflation and unemployment, competitive products and pricing, real estate values, fiscal and monetary policies of the U.S. Government, tariffs, changes in accounting policies and practices that may be adopted by the regulatory agencies and the accounting standards setters, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, potential goodwill impairment, acquisitions and the integration of acquired businesses, credit risk management, asset-liability management, the financial and securities markets and the availability of and costs associated with sources of liquidity. The Company cautions readers not to place undue reliance on any such forward-looking statements which speak only as of the date they are made. The Company advises readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not assume any duty, and does not undertake, to update any forward-looking statements to reflect events or circumstances after the date of this statement. Forward Looking Statements 2
Provident Bank; Building a Premier Banking Franchise Total Assets $25.8B Total Loans $20.2B Total Deposits $19.8B PPNR ROAA 1.85% ROATCE 16.57% Wealth AUM $4.4B Q3 Insurance Rev $5.1MM Company Overview Geographic Overview • Founded in 1839, longest tenured bank headquartered in New Jersey • 135 branches serving New Jersey, eastern Pennsylvania, and Orange, Queens, and Nassau Counties, New York • Full-service commercial & consumer bank • Strong capital, high asset quality, consistent results • Diversified revenue stream from wealth management and insurance • Quality earnings driven by earning asset growth, expanding margin, operational efficiency and strong credit quality • Lakeland merger fully integrated and cost saves fully realized • Continued focus on evolving digital channels and technology infrastructure TCE 8.40% (1) See Appendix for a reconciliation of GAAP and non-GAAP financial measures. 3
Q3 2026 Core Financial Highlights $0.65 Core Diluted EPS 1.30% Core ROAA 1.85% Core PPNR ROAA 16.57% Core ROATCE (1) See Appendix for a reconciliation of GAAP and non-GAAP financial measures. 4 Key Metrics Highlights Expanding profitability metrics year-over-year, achieving a 1.30% core ROAA and 16.57% core ROATCE. PPNR growth of $10.8 million, or 10.0% compared to the prior year quarter, resulting in a 1.85% core PPNR ROAA which expanded 9 bps compared to the prior year quarter. Growth in record net interest income and non-interest income drove revenues of $239 million, average interest-earning assets increased $341 million, or 5.8% annualized Strong loan growth activity continued, with total commercial loans increasing 3.4% QoQ annualized and our total loan pipeline remaining strong at $3.03 billion with a weighted average rate approaching 6.50%. Total deposits grew over 5% QoQ annualized, driven primarily by expanding non-interest bearing, core business and municipal balances. Capital ratios remain strong; TBV declined slightly to $16.16 QoQ and grew 6.8% YoY. Approximately 2.2 million shares remained eligible for repurchase.
Expanding Core Net Interest Margin • Net interest income growth of 7% year-over-year benefited from higher net interest margin and earning assets. • Favorable repricing of maturing loans contributed to core net interest margin expansion in Q3. • We continue to manage deposit costs as we grow. 5 2.10% 2.19% 2.10% 1.94% 1.92% 2.02% 4.50% 4.46% 4.02% 3.75% 3.75% 3.79% 0% 1% 2% 3% 4% 5% 2Q25 3Q25 4Q25 1Q26 2Q26 3Q26 Deposit Cost vs Fed Funds Cost of Total Deposits Avg Fed Funds Rate (Upper Bound) $194 $197 $194 $203 $208 3.43% 3.44% 3.40% 3.48% 3.50% 2.94% 3.01% 3.04% 3.09% 3.16% 1.00% 1.20% 1.40% 1.60% 1.80% 2.00% 2.20% 2.40% 2.60% 2.80% 3.00% 3.20% 3.40% 3.60% $177 $182 $187 $192 $197 $202 3Q25 4Q25 1Q26 2Q26 3Q26 Net Interest Income ($mm) and Core Margin Net interest income NIM NIM (core)
Sustained, Diverse Loan Growth 6 • The commercial lending team originated $546.6 million of new production in the third quarter of 2026, resulting in 3.3% net commercial annualized loan growth for the quarter. Pay-offs for the third quarter were $268.4 million, which compared to $348.5 million for the same period last year and $342.9 million in the prior quarter. • C&I line utilization was 43.46% as of September 30, 2026, compared to 47.28% in the prior quarter. • Total loan pipeline of $3.03 billion as of September 30, 2026, with a weighted average interest rate approaching 6.50%, compared to a total loan pipeline of $3.09 billion for the prior quarter. 2,870 2,745 3,115 3,173 3,030 884 1,071 664 868 759 1,844 2,006 1,754 1,991 1,801 - 500 1,000 1,500 2,000 2,500 3,000 3,500 3Q25 4Q25 1Q26 2Q26 3Q26 Pipeline vs Originations ($ in millions) Pipeline Originations LOC ($ in millions) 3Q26 2Q26 QoQ $ Growth Annualized % Growth C&I loans 5,237$ 5,251$ (14)$ -1.06% CRE loans 7,605 7,502 103 5.45% Construction loans 695 639 56 34.77% Multi-Family loans 3,842 3,807 35 3.65% Mortgage Warehouse lines 283 314 (31) -39.17% Total Commercial Loans 17,662$ 17,513$ 149$ 3.38% Residential Mortgage 1,911 1,939 (28) -5.73% Consumer Loans 611 607 4 2.61% Total Gross Loans 20,184$ 20,059$ 125$ 2.47% EOP HFI Loans– YoY
Granular and Relationship Focused Funding Model • The average cost of deposits, including non-interest-bearing deposits, increased 10 basis points to 2.02% for the quarter ended September 30, 2026 compared to June 30, 2026. • Total core business deposits increased $212.0 million or 13.73% annualized for the quarter ended September 30, 2026. • Municipal deposits increased $113 million or 12.56% annualized for the quarter ended September 30, 2026. 7*Includes Brokered Deposits and Swap Collateral ($ in millions) 3Q26 2Q26 QoQ $ Growth Annualized % Growth Non-interest bearing 3,831$ 3,777$ 54$ 5.68% Interest bearing core 8,187 8,146 41 1.98% Municipal 3,679 3,566 113 12.56% CDs 2,755 2,688 67 9.90% Wholesale deposits* 1,355 1,368 (13) -3.77% Total deposits 19,807$ 19,545$ 262 5.31% EOP Deposits by Product– YoY 20% 19% 19% 19% 19% 42% 41% 42% 42% 41% 20% 21% 21% 20% 19% 14% 14% 14% 14% 14% 4% 6% 4% 5% 8% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% 3Q25 4Q25 1Q26 2Q26 3Q26 Average Total Client Deposit Mix Non-interest bearing Interest bearing core Municipal CDs Wholesale deposits
Emphasis on Growing Fee Income 8 • Beacon Trust remains highly focused on growth and retention. • Insurance agency income grew $803,000 this quarter compared to the prior year quarter, due to strong retention and new business activity. • The bank continues to have a strong pipeline for additional SBA loan sales for the remainder of 2026. *Excludes net gains on securities QTD QoQ $ Growth3Q25QoQ $ Growth2Q263Q26($ in thousands) $ (1,050)$ 11,336 $ (1,973)$ 12,259 $ 10,286 Fees 476 7,349 308 7,517 7,825 Wealth management 803 3,934 (935)5,672 4,737 Insurance 3,817 2,662 2,681 3,798 6,479 Bank-owned life insurance (897)1,559 (1,429)2,091 662 Other income (62)512 (495)945 450 Gain on sale of SBA loans $ 3,087 $ 27,352 $ (1,843)$ 32,282 $ 30,439 Total non-int. income* 35% 24% 19% 15% 5% 2% Fees Wealth management Insurance Bank-owned life insurance Other income Gain on sale of SBA loans FY26 $94,175 39% 27% 18% 9% 5% 2% FY25 $81,371
Focus on Sustained Positive Operating Leverage 9 • Total non-interest expense increased $21.4 million to $140.7 million for the three months ended September 30, 2026, which was primarily attributable to: • A $17.5 million one-time loss on extinguishment of debt due to the accelerated amortization of purchase accounting adjustments • a $2.2 million QoQ increase related to costs associated with our ongoing core system conversion • We remain focused on driving positive operating leverage, and optimizing our non-interest expense alongside investments for future growth Non-interest expense 3Q262Q261Q264Q253Q25($ in thousands) $ 67,958 $ 67,289 $ 66,196 $ 64,316 $ 63,202 Compensation and employee benefits 13,160 12,464 14,985 13,078 12,773 Net occupancy expense 10,369 9,388 9,646 9,110 9,102 Data processing expense 8,563 8,559 8,563 8,578 9,497 Amortization of intangibles 3,661 1,508 ---Core systems conversion expense 17,501 ----Loss on extinguishment of debt 19,469 20,050 17,751 19,608 18,518 Other non-interest expense $ 140,681 $ 119,258 $ 117,141 $ 114,690 $ 113,092 Total non-interest expense 51% 51% 52% 50% 50% 47% 47% 48% 46% 46% 42% 44% 46% 48% 50% 52% 54% 3Q25 4Q25 1Q26 2Q26 3Q26 Efficiency Ratio Efficiency Ratio Efficiency Ratio-excl amort expense
Maintaining Strong Balance Sheet • Stable insured deposit base, brokered deposits only 6.1% of total deposits as of September 30, 2026 • Total insured and collateralized deposits as of 09/30/26, totaled $13.7B or 69.4% of our total deposit portfolio • Strong regulatory capital ratios at bank and holding company, comfortably above well-capitalized ratios • Additional 3Q26 ratios: • 399.4% Adjusted CRE Concentration Ratio • 26% Construction Concentration Ratio • Payout ratio of 45.0% QTD, inclusive of dividends and buybacks 10* TCE Ratio is calculated at holding company level 6.5 % well- capitalized 5 % well- capitalized $8.8 B available liquid funds and borrowing capacity FHLB, $4.8 B FRB Discount Window, $3.0 B Unencumbered Securities, $0.3 B Cash, $0.1 B Liquidity Diversification FHLB FRB Discount Window Unencumbered Securities Cash 12.5% 10.6% 13.4% 8.40% 0.0% 2.0% 4.0% 6.0% 8.0% 10.0% 12.0% 14.0% 16.0% CET 1 Leverage Total Risk Based TCE Ratio * Well Above Capital Minimums 5% well- capitalized 6.5 well- capitalized 10% well- capitalized
Managing CRE Concentration Lower 11 ($ in thousands) *Excludes purchase accounting amounts 433.4% 432.2% 428.6% 427.8% 425.5% 403.0% 399.5% 398.5% 399.7% 399.4% $- $2,000 $4,000 $6,000 $8,000 $10,000 $12,000 $14,000 3Q25 4Q25 1Q26 2Q26 3Q26 Managing CRE Concentration Land CRE Multifamily Construction & Land Development Construction 1-4 CRE Concentration Ratio Adj. CRE Concentration Ratio*
Consistently Strong Credit Metrics 0.97% 0.95% 0.90% 0.92% 0.94%Total allowance to total loans 0.52% 0.40% 0.73% 0.68% 0.69%Total non-performing loans to total loans 0.41% 0.32% 0.58% 0.54% 0.55% Total non-performing assets as a percentage of total assets 3Q25 2Q26 3Q264Q25 1Q26 0.11% 0.09% 0.06% 0.04% 0.05%Net charge-off ratio • Non-performing loans increased $3.2 million to $140.1 million compared to the prior quarter, while total accruing past-due loans increased $900,000 to $22.4 million. Within past-due loans, total commercial past-due loan decreased $3.8 million to $2.4 million. • Total net charge-offs of $2.4 million for the quarter represented an annualized 0.05% of loans. 12
Favorable Core Performance Trends (1) See Appendix for a reconciliation of GAAP and non-GAAP financial measures. 13 1.16% 1.34% 1.29% 1.27% 1.30% 1.05% 1.10% 1.15% 1.20% 1.25% 1.30% 1.35% 1.40% 3Q25 4Q25 1Q26 2Q26 3Q26 Adjusted ROAA (1) (Annualized Core /average assets) 1.76% 1.78% 1.75% 1.87% 1.85% 1.65% 1.70% 1.75% 1.80% 1.85% 1.90% 3Q25 4Q25 1Q26 2Q26 3Q26 Core PPNR ROAA (1) (Annualized Core PPNR /average assets) 16.01% 17.54% 16.54% 16.18% 16.57% 15.00% 15.50% 16.00% 16.50% 17.00% 17.50% 18.00% 3Q25 4Q25 1Q26 2Q26 3Q26 Core ROATCE (1) (Annualized Core net income /average tangible stockholders' equity)
2026 Guidance • 2026: 5-6% annualized loan growth Loans • 2026: 5-6% annualized deposit growthDeposits • 2026: Balances expected to fluctuate based on loan, deposit and securities cash flowsBorrowings • 2026: 3.45-3.50% reported and 1-2 bps of core margin expansion in the 4th quarterNet Interest Margin • Current strong asset quality metrics, provision driven by growth and economic forecast with expected charge-off ratio of 5 to 10 bps for 2026Asset Quality • 2026: $29 million in the 4th quarterNon-interest Income • 2026: operating expense between $118 and $120 Million* for the 4th quarter, operating expense ratio target ~1.85% and efficiency ratio ~50.0%Non-interest Expense 14 * This excludes non-recurring systems conversion costs.
APPENDIX 15
Net Interest Margin Analysis 3.80% 3.89% 3.87% 3.80% 3.99% 4.18% 6.01% 6.09% 5.98% 5.85% 5.90% 5.94% 5.68% 5.76% 5.66% 5.53% 5.61% 5.68% 2Q25 3Q25 4Q25 1Q26 2Q26 3Q26 Asset Yields Securities Net Loans Total interest-earning assets 2.62% 2.67% 2.60% 2.39% 2.37% 2.50% 3.94% 3.96% 3.94% 3.90% 3.91% 4.01% 2.94% 2.96% 2.83% 2.71% 2.71% 2.79% 2Q25 3Q25 4Q25 1Q26 2Q26 3Q26 Interest-Bearing Liabilities Total Deposits Total Borrowings Total Interest-Bearing Liabilities 3.36% 3.43% 3.44% 3.40% 3.48% 3.50% 2Q25 3Q25 4Q25 1Q26 2Q26 3Q26 Net Interest Margin 3.16% 3.43% 3.52% 3.50% 2.90% 3.00% 3.10% 3.20% 3.30% 3.40% 3.50% 3.60% Core Margin +Loans +Securities -Liabilities 16
Focus on Growing Wealth Management Business Advisory 78% Trust & Estate 9% Tax 10% Private Banking 3% $4.4 Billion AUM For 1,039 family relationships * Represents interest on lines of credit to Beacon clients, whose investment accounts are pledged as collateral. 17 145 Provident Bank households are also Beacon clients AVERAGE CLIENT SIZE $4,300,000 AVERAGE FEE 70 bpsEBITDA & NET INCOME (in thousands) EBITDA (FQ2026) $ 8,517 Net Income (FQ2026) $ 2,981 2026 Q3 Total Revenue Advisory 18,371,000$ Trust & Estate 2,032,000$ Mutual Fund 2,349,000$ Interest Income * 743,000$ Total 23,495,000$
Provident Protection Plus, Inc. • Provident Protection Plus, Inc. provides insurance agency services including business, personal and employee benefits insurance products. • The insurance agency’s primary source of revenue is commission income earned from the sale of business and personal property and casualty insurance coverage for its customers with various insurance companies. • The insurance agency places property and casualty, life and health, and other coverage with about 40 different insurance carriers licensed in 43 states. • Insurance agency total revenue grew 20% current quarter versus prior year quarter. $782 $2,878 $1,950 $952 $614 $3,302 $2,080 $1,225 4Q24 1Q25 2Q25 3Q25 4Q25 1Q26 2Q26 3Q26 Insurance Services Net Income Before Tax ($ in thousands) 18
CRE Type Composition 19 Portfolio Characteristics 3.85% of CRE Investment Portfolio10 Largest CRE Loans 2.14% of Total Loan Portfolio10 Largest CRE Loans $2.53 MillionAverage Loan Size Outstanding Total CRE Investment Portfolio = $11.3 Billion* *Excludes Purchase Accounting Adjustments and Construction Loans As of 9/30/2026 MULTI- FAMILY 33.79% RETAIL 23.87% INDUSTRIAL 19.05% MIXED USE 7.75% OFFICE 6.57% SPECIAL USE 4.44% RESIDENTIAL 2.63% HOTEL 1.14% LAND 0.76%
CRE Office Composition • Medical Office: approx. 35% of total office portfolio. Maturity or Reprice by Year $52.32026 $109.12027 $123.92028 $60.12029 $93.22030 $306.62031 AND BEYOND $745.2MTotal No significant central business district exposure Total CRE Office Portfolio = $745.7 million* *Excludes Purchase Accounting and Construction Loans 20 NEW JERSEY 71%MANHATTAN 2% NY NONURBAN 3% Other NY Boroughs 9% PA 10% Out of Market 5%
CRE Investment Portfolio by Property Type* As of 9/30/26 ($ in thousands) *Excludes Purchase Accounting and Construction Loans 21 WARR % OUTSTANDING $ OUTSTANDINGCOUNT PROPERTY TYPE 3.5033.79%3,833,660 1,051 MULTI 3.4523.87%2,708,143 879 RET 3.5919.05%2,160,871 568 INDUS 3.647.75%879,297 677 MIXED 3.706.57%745,198 394OFF 3.654.44%503,265 194 SUP 3.672.63%298,357 679 RESID 3.811.14%129,383 26 HTL 4.210.76%85,813 21 LAND 3.55100.00%11,343,9894,489TOTAL PORTFOLIO
Multi-family Composition (NY and Rent Stabilized sectors) Total NY Multi-family Loans = $642.4 Million *Excludes Purchase Accounting Loans 22 Total multi-family loan portfolio: $3.84 Billion • Of the total, 102 Loans on multi-family properties in the five boroughs of NYC, aggregate outstanding $373.1 million, with an average loan size of $3.7 million. Rent stabilized loan portfolio: <0.93% of total loan portfolio • All performing • Largest loan: $40.7 million with 62% LTV and 1.49x DSCR Multi-family balances by origination Year: • NY 2026 loans: $80.4 MM • NY 2025 loans: $140.0 MM • NY 2024 loans: $37.2 MM • NY 2023 loans: $112.4 MM • NY 2022 loans: $93.6 MM • NY 2021 and prior loans: $191.2 MM • All Multi-family 2026 loans: $255.1 MM • All Multi-family 2025 loans: $528.2 MM • All Multi-family 2024 loans: $260.5 MM • All Multi-family 2023 loans: $477.5 MM • All Multi-family 2022 loans: $569.9 MM • All Multi-family 2021 and prior loans: $1.75B OTHER NY BOROUGHS 50% OTHER NY STATE 42% MANHATTAN 8%
Investment Portfolio 23 Total Investment Portfolio = $3.54 Billion As of September 30, 2026, the portfolio had a modified duration of 4.2 years and weighted average life of 5.3 years As of September 30, 2026, the allowance for credit losses on held to maturity securities totaled $22,000 U.S. Treasury Notes 5% Corporate Notes 3% Agency MBS 40% Agency CMO 31% Non Agency CMBS 6% Municipal Bonds 10% Student Loan Pools 1% Agency CMBS 4%
Commitment You Can Count On. Guiding Principles Act with Integrity Be Accountable Promote Teamwork Pursue Excellence Build for the Future Our Pillars. Employee Experience Customer Experience Guiding Principles Our Mission. Commit ever day to deepen our emotional connections with our employees, customers, and the communities we serve by placing them at the center of all we do. Our Vision. A consistently high performing bank, committed to creating advocates for life. 24
Reconciliation of GAAP to Non-GAAP Financial Measures 25 ($ in thousands, except per share data) Note: The Company has presented the following non-GAAP (Generally Accepted Accounting Principles) financial measures because it believes that these measures provide useful and comparative information to assess trends in the Company’s results of operations and financial condition. Presentation of these non-GAAP financial measures is consistent with how the Company evaluates its performance internally and these non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Company’s industry. Investors should recognize that the Company’s presentation of these non-GAAP financial measures might not be comparable to similarly-titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures and the Company strongly encourages a review of its consolidated financial statements in their entirety. Reconciliation of GAAP to Non-GAAP Financial Measures ($ in thousands, except per share data) Annualized Core Return on Average Assets, Equity and Tangible Equity Three Months Ended 3Q252Q263Q26 $ 71,720 $ 78,147 $ 69,159 Net Income --17,501 Loss on extinguishment of debt -864 -Executive severance expense -1,508 3,661 Core system conversion expense --465 Loss on discontinued operations -(714)(6,508)Less: income tax expense $ 71,720 $ 79,805 $ 84,278 Core net income 6,639 5,984 5,986 Add: Amortization of intangibles (net of tax) $ 78,359 $ 85,789 $ 90,264 Core net income, net of intangibles $ 24,518,290 $ 25,297,616 $ 25,646,047 Average assets $ 2,738,414 $ 2,897,547 $ 2,923,086 Average stockholders' equity $ 1,941,625 $ 2,126,974 $ 2,160,972 Average tangible stockholders' equity 1.16%1.27%1.30%Core Adjusted ROAA 10.39%11.05%11.44%Core Adjusted ROAE 16.01%16.18%16.57%Core Adjusted ROATCE
Reconciliation of GAAP to Non-GAAP Financial Measures 26 ($ in thousands, except per share data) Note: The Company has presented the following non-GAAP (Generally Accepted Accounting Principles) financial measures because it believes that these measures provide useful and comparative information to assess trends in the Company’s results of operations and financial condition. Presentation of these non-GAAP financial measures is consistent with how the Company evaluates its performance internally and these non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Company’s industry. Investors should recognize that the Company’s presentation of these non-GAAP financial measures might not be comparable to similarly-titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures and the Company strongly encourages a review of its consolidated financial statements in their entirety. Reconciliation of GAAP to Non-GAAP Financial Measures Core Pre-provision-net-revenue: 3Q25 4Q25 1Q26 2Q26 3Q26 Net Income 71,720$ 83,431$ 79,417$ 78,147$ 69,159$ Add: provision for credit losses 7,044 (1,213) (2,116) 9,334 5,240 Add: loss on extinguishment of debt - - - - 17,501 Add: Executive severance expense - - - 864 - Add: Core system conversion expense - - - 1,508 3,661 Add: Loss on discontinued operations - - - - 465 Add: income tax expense 29,895 28,814 30,754 27,914 23,454 Core PPNR 108,659$ 111,032$ 108,055$ 117,767$ 119,480$ Annualized Core PPNR 431,093$ 440,507$ 438,223$ 472,362$ 474,024$ Average assets 24,518,290$ 24,775,214$ 25,026,414$ 25,297,616$ 25,646,047$ Core PPNR ROAA 1.76% 1.78% 1.75% 1.87% 1.85% Core PPNR ROAE 15.74% 15.68% 15.25% 16.30% 16.22% Core PPNR ROATCE 22.20% 21.78% 20.93% 22.21% 21.94% Core Return on avg tangible equity Net income 71,720$ 83,431$ 79,417$ 78,147$ 69,159$ Add: amort of intangibles, net of tax 6,639 5,997 5,986 5,984 5,986 Add: loss on extinguishment of debt - - - - 17,501 Add: Executive severance expense - - - 864 - Add: Core system conversion expense - - - 1,508 3,661 Add: Loss on discontinued operations - - - - 465 Less: income tax expense - - - (714) (6,508) Total adjusted net income (loss) 78,359$ 89,428$ 85,403$ 85,789$ 90,264$ Average stockholders' equity 2,738,145$ 2,810,166$ 2,873,113$ 2,897,562$ 2,923,086$ Less: avg intangible assets 796,789 787,715 779,138 770,573 762,114 Average tangible stockholders' equity 1,941,356$ 2,022,451$ 2,093,975$ 2,126,989$ 2,160,972$ ROATCE 16.01% 17.54% 16.54% 16.18% 16.57% Tangible book value per share: Stockholder's equity 2,766,766$ 2,833,212$ 2,862,869$ 2,906,985$ 2,864,491$ Less: intangible assets 790,729 782,152 773,585 765,019 756,453 Tangible stockholder's equity 1,976,037$ 2,051,060$ 2,089,284$ 2,141,966$ 2,108,038$ Shares outstanding 130,621,757 130,619,949 130,311,569 130,423,051 130,420,025 Tangible BV per share 15.13$ 15.70$ 16.03$ 16.42$ 16.16$
Reconciliation of GAAP to Non-GAAP Financial Measures 27 Note: The Company has presented the following non-GAAP (Generally Accepted Accounting Principles) financial measures because it believes that these measures provide useful and comparative information to assess trends in the Company’s results of operations and financial condition. Presentation of these non-GAAP financial measures is consistent with how the Company evaluates its performance internally and these non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Company’s industry. Investors should recognize that the Company’s presentation of these non-GAAP financial measures might not be comparable to similarly-titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures and the Company strongly encourages a review of its consolidated financial statements in their entirety. ($ in thousands, except per share data) Annualized Adjusted Non-Interest Expense to Average Assets Three Months Ended 3Q26 Reported non-interest expense 140,681$ Adjustments to non-interest expense: Loss on extinguishment of debt 17,501 Core system conversion expense 3,661 Loss on discontinued operations 465 Adjusted non-interest expense 119,054$ Annualized adjusted non-interest expense 472,334$ Average Assets 25,646,047 Annualized adjusted non-interest expense/average assets 1.84% Three Months Ended Efficiency Ratio Calculation 3Q26 Net Interest income 208,008$ Non-interest income 30,526 Adjustment to non-interest income: Loss on bond sale (87) Adjusted non-interest income 30,439 Total income 238,447$ Adjusted non-interest expense 119,054$ Efficiency ratio 49.93% Less: Amortization of intangibles expense (8,563)$ Net Interest expense-adjusted 110,491$ Adjusted Efficiency ratio 46.34%
Reconciliation of GAAP to Non-GAAP Financial Measures 28 Note: The Company has presented the following non-GAAP (Generally Accepted Accounting Principles) financial measures because it believes that these measures provide useful and comparative information to assess trends in the Company’s results of operations and financial condition. Presentation of these non-GAAP financial measures is consistent with how the Company evaluates its performance internally and these non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Company’s industry. Investors should recognize that the Company’s presentation of these non-GAAP financial measures might not be comparable to similarly-titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures and the Company strongly encourages a review of its consolidated financial statements in their entirety. ($ in thousands, except per share data) Annualized Adjusted Non-Interest Expense to Average Assets Three Months Ended 3Q254Q251Q262Q263Q26 $ 113,092 $ 114,690 $ 117,141 $ 119,258 $ 140,681 Reported non-interest expense Adjustments to non-interest expense: ----17,501 Loss on extinguishment of debt ---1,508 3,661 Core system conversion expense ---864 -Executive severance expense ----465 Loss on discontinued operations $ 113,092 $ 114,690 $ 117,141 $ 116,886 $ 119,054 Adjusted non-interest expense $ 448,680 $ 455,019 $ 475,072 $ 468,828 $ 472,334 Annualized adjusted non-interest expense 24,518,290 24,775,214 25,026,414 25,297,616 25,646,047 Average Assets 1.83%1.84%1.90%1.85%1.84%Annualized adjusted non-interest expense/average assets $ (9,497)$ (8,578)$ (8,563)$ (8,559)$ (8,563)Less Amortization of Intangible expense $ 103,595 $ 106,112 $ 108,578 $ 108,327 $ 110,491 Adjusted non-interest expense less amortization of intangible expense $ 411,002 $ 420,987 $ 440,344 $ 434,498 $ 438,361 Annualized adjusted non-interest expense less amortization of intangible expense $ 23,720,501 $ 23,987,499 $ 24,247,326 $ 24,527,043 $ 24,883,933 Average Assets less amortization of intangible assets 1.73%1.76%1.82%1.77%1.76%Annualized adjusted non-interest expense/average assets less intangible assets Three Months Ended 3Q254Q251Q262Q263Q26Efficiency Ratio Calculation $ 194,332 $ 197,411 $ 193,743 $ 202,680 $ 208,008 Net Interest income 27,419 28,311 31,453 31,973 30,526 Non-interest income Adjustment to non-interest income (67)(690)-309 (87)Net gain on securities transactions 27,352 27,621 31,453 32,282 30,439 Adjusted non-interest income $ 221,684 $ 225,032 $ 225,196 $ 234,962 $ 238,447 Total income $ 113,092 $ 114,690 $ 117,141 $ 116,886 $ 119,054 Adjusted non-interest expense 51.01%50.97%52.02%49.75%49.93%Efficiency ratio (adjusted non-interest expense/income) $ (9,497)$ (8,578)$ (8,563)$ (8,559)$ (8,563)Less: Amortization of intangible expense $ 103,595 $ 106,112 $ 108,578 $ 108,327 $ 110,491 Adjusted non-interest expense less amortization of intangible expense 46.73%47.15%48.21%46.10%46.34%Efficiency ratio (adjusted non-interest expense less amortization expense/income)
Q3 2026 RESULTS PRESENTATION