An affiliated holder of the issuer’s common stock has filed a notice of proposed sale under Rule 144 for 1,821 common shares, with an aggregate market value of 53,600, to be sold through Merrill on or about 02/02/2026 on NASDAQ. The filing notes that issuer common shares outstanding were 98,529,694 at the time referenced, providing context for the size of the planned sale. The shares being sold were originally acquired through restricted stock vesting transactions in early March 2019.
First Financial Bancorp. furnished an investor presentation that its executive officers may use in meetings with investors and analysts. The materials are provided under a Regulation FD disclosure, meaning they are made available to the public to support fair and equal access to information.
The investor presentation is attached as Exhibit 99.1 and is specifically designated as not being treated as “filed” for purposes of the Securities Exchange Act or incorporated by reference into Securities Act filings.
First Financial Bancorp. has filed an automatic shelf registration to permit the resale of up to 2,753,094 common shares by Ohio Farmers Insurance Company, its selling shareholder.
These shares were issued as part of First Financial’s acquisition of Westfield Bancorp., which included stock consideration of approximately $65 million and cash consideration of $260 million, for a total purchase price of about $325 million.
First Financial will not receive any proceeds from sales of these registered shares; all net proceeds will go to the selling shareholder. As of December 31, 2025, the company had 98,521,726 common shares outstanding. First Financial is a Cincinnati-based financial holding company with $21.1 billion in assets, operating 134 full-service banking centers across Ohio, Indiana, Kentucky and Illinois, plus national commercial finance and wealth management businesses.
First Financial Bancorp. furnished an earnings press release and presentation covering its results of operations and financial condition for the full year and fourth quarter of 2025. The materials, dated January 28, 2026, are attached as Exhibits 99.1 and 99.2 and will also be available on the company’s website.
First Financial Bancorp. insider trade: The President & CEO, who is also a director, reported selling 11,500 shares of First Financial Bancorp. common stock on 12/16/2025 at a price of $26.80 per share. After this sale, the executive directly owns 229,391 common shares and indirectly holds 50,594.4607 shares through a 401(k) plan. The 401(k) balance was slightly reduced by 0.5393 shares due to an administration fee.
First Financial Bancorp. reported that its planned acquisition of BankFinancial Corporation has cleared key bank regulatory approvals. On December 9, 2025, the Ohio Department of Commerce, Division of Financial Institutions approved the merger of BankFinancial, National Association into First Financial Bank, and on December 12, 2025, the Board of Governors of the Federal Reserve System also approved the bank merger application.
The company now anticipates closing the holding-company merger with BankFinancial on or around January 1, 2026, with the bank-level merger expected to occur immediately afterward. The disclosure also includes forward-looking cautions, emphasizing that completion still depends on remaining conditions to closing, including any additional required approvals.
First Financial Bancorp. completed a $300,000,000 offering of 6.375% Fixed-to-Floating Rate Subordinated Notes due 2035. After a 1.25% underwriting discount, the Company received approximately $296.3 million in net proceeds before expenses, which it plans to use for general corporate purposes, including the potential redemption of its 5.25% subordinated notes due 2030.
The notes pay a fixed 6.375% interest rate semi-annually through December 1, 2030, then float at Three-Month Term SOFR plus 300 basis points with quarterly payments until maturity on December 1, 2035. The notes are redeemable at the Company’s option at par plus accrued interest beginning December 1, 2030 and upon certain events, subject to Federal Reserve approval to the extent required. They are subordinated obligations of the Company, junior to senior debt, effectively subordinated to secured debt, and structurally subordinated to subsidiary liabilities.
First Financial Bancorp. (FFBC) is offering $300,000,000 of 6.375% Fixed‑to‑Floating Rate Subordinated Notes due 2035. The notes pay a fixed 6.375% coupon semiannually to, but excluding, December 1, 2030, then float at a benchmark rate expected to be Three‑Month Term SOFR plus 300 bps, paid quarterly, with a zero floor on the benchmark.
The notes mature on December 1, 2035, are redeemable at the issuer’s option at 100% of principal plus accrued interest beginning on December 1, 2030, or earlier upon a Tax Event, Tier 2 Capital Event, or certain 1940 Act conditions, in each case subject to Federal Reserve approval. They are unsecured, rank junior to senior debt, and will not be listed. The public offering price is 100.00%, with a 1.25% underwriting discount; gross proceeds are $300,000,000 and proceeds before expenses are $296,250,000. The company expects net proceeds of approximately $295.5 million for general corporate purposes, including the potential redemption of its 5.25% subordinated notes due 2030.
Recent context includes the completed $325.0 million Westfield acquisition and a pending all‑stock merger with BankFinancial, expected in the first quarter of 2026, subject to customary approvals.
First Financial Bancorp. (FFBC) filed a preliminary prospectus supplement for a primary offering of fixed‑to‑floating rate subordinated notes due 2035. The notes pay a fixed rate until 2030, then switch to a floating rate tied to a benchmark expected to be Three‑Month Term SOFR plus a spread. The company may redeem the notes at par on interest payment dates beginning in 2030, or earlier upon a Tax Event, Tier 2 Capital Event, or if required to register under the 1940 Act, in each case subject to Federal Reserve approval.
The notes are unsecured and subordinated to senior indebtedness, effectively subordinated to subsidiary obligations, and will not be listed on an exchange. They are not deposits and are not insured by the FDIC. Net proceeds will be used for general corporate purposes, including the potential redemption of FFBC’s 5.25% subordinated notes due 2030.
Recent updates include the $325.0 million acquisition of Westfield and a pending all‑stock merger with BankFinancial valued at approximately $141.3 million, expected to close in the first quarter of 2026.
First Financial Bancorp (FFBC) reported stronger quarterly results. For the three months ended September 30, 2025, net income was $71.9 million and diluted EPS was $0.75. Net interest income rose to $160.5 million as deposit and borrowing costs eased, with total interest expense at $89.8 million. The provision for credit losses on loans was $8.6 million. Noninterest income reached $73.5 million, led by foreign exchange income of $16.7 million, leasing business income of $21.0 million, and net gains from sales of loans of $6.8 million.
For the nine months ended September 30, 2025, net income was $193.2 million and diluted EPS was $2.02. The balance sheet remained stable: total assets were $18.55 billion, loans and leases were $11.71 billion, and total deposits were $14.43 billion. Borrowed funds declined to $817.0 million from $1.10 billion at year-end. Accumulated other comprehensive loss improved to $223.0 million from $289.8 million, reflecting higher AFS securities valuations. The company declared a quarterly common dividend of $0.25 per share.