FNB Q3 2026 net income rises to $153M; EPS $0.43

FNB declared a third-quarter common dividend of $0.13 per share and reported a network of 357 branches.

Available on EDGAR 11/03/2026 - 02:45 PM EST Accepted by SEC EDGAR 11/03/2026 - 02:45 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

FNB CORP (symbol: FNB) is the issuer of record for a Form 10-Q filing submitted to the SEC. F.N.B. Corporation reported third-quarter 2026 net income of $153 million, compared with $150 million a year earlier, while diluted earnings per share were $0.43 versus $0.41. For the first nine months, net income was $439 million, compared with $397 million, and net interest income was $1.101 billion versus $1.030 billion. Net cash flows provided by operating activities were $700 million for the nine months, compared with $354 million.

At September 30, 2026, loans and leases, net of unearned income, totaled $36.537 billion and deposits were $39.550 billion; at December 31, 2025, the respective balances were $34.777 billion and $38.759 billion. The allowance for credit losses on loans and leases was $455.5 million, with a 1.25% coverage ratio. Quarterly net charge-offs were $11.0 million, or 0.12% annualized of average total loans, versus $19.7 million, or 0.22%, in 2025. Unrealized losses on available-for-sale and held-to-maturity securities were primarily attributed to higher market interest rates; FNB said it did not intend to sell available-for-sale securities and was not more likely than not required to sell them before recovery of amortized cost.

3 points · 0 major

PositiveiHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

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0 major · 0 points

How the balance works

Positive

• Moderate pointNine-month net income was $439 million, compared with $397 million in 2025.
• Moderate pointNine-month operating cash flow was $700 million, compared with $354 million in 2025.
• Minor pointQuarterly common dividend declared was $0.13 per share, versus $0.12 in 2025.

Negative

• None.

Filing Explained

FNB completed common-stock repurchases and held more shares in treasury at quarter-end; unused credit availability is capacity, not cash.

F.N.B. Corporation completed common-stock repurchases during the nine months ended September 30, 2026; at quarter-end, more shares were held in treasury than at year-end, changing the shares held outside the company.

The company reports treasury-stock balances of 24,192,051 shares at September 30, compared with 17,727,219 at December 31, 2025.

At September 30, FNB reported $8.6 billion of available FHLB borrowing and another $9.5 billion of unused wholesale credit. These are borrowing capacity, not cash on hand or amounts already borrowed.

Key Figures

Net income: $153 million Diluted earnings per share: $0.43 per share Net income: $439 million +5 more

8 metrics

Net income $153 million Three months ended September 30, 2026; $150 million in 2025

Diluted earnings per share $0.43 per share Three months ended September 30, 2026; $0.41 in 2025

Net income $439 million Nine months ended September 30, 2026; $397 million in 2025

Net interest income $1.101 billion Nine months ended September 30, 2026; $1.030 billion in 2025

Net cash flows provided by operating activities $700 million Nine months ended September 30, 2026; $354 million in 2025

Loans and leases, net of unearned income $36.537 billion As of September 30, 2026

Total deposits $39.550 billion As of September 30, 2026

Net charge-offs $11.0 million; 0.12% annualized of average total loans Three months ended September 30, 2026; $19.7 million and 0.22% in 2025

Key Terms

Allowance for credit losses, Net charge-offs, Available for sale, Held to maturity, +2 more

6 terms

Allowance for credit losses financial

"Allowance for credit losses on loans and leases"

Allowance for credit losses is a reserve set aside by a financial institution to cover potential losses from borrowers who may not repay their loans. It acts like a safety net, helping the institution prepare for loans that might turn sour. For investors, it signals how cautious the institution is about the quality of its loans and potential risks to its financial health.

Net charge-offs financial

"Net charge-offs were $11.0 million"

Net charge-offs are the amount of loans or credit a lender removes from its books as uncollectible after subtracting any money later recovered from previously written-off accounts. Think of it like a store writing off unpaid tabs but getting back a few dollars later — the net figure shows the real loss. Investors watch this to judge a lender’s loan quality, future profits and how much capital may be needed to cover bad debts.

Available for sale financial

"Debt securities available for sale"

Available for sale describes investments, usually bonds or stocks, that a company intends to keep but may sell before they mature; they are reported at current market value on the balance sheet while any unrealized profit or loss is kept separate from regular earnings. For investors, this matters because changes in market value affect a company’s reported net worth and can become realized gains or losses when sold, similar to how the changing resale value of a collectible affects your net wealth even before you sell it.

Held to maturity financial

"Debt securities held to maturity"

A "held to maturity" classification applies to debt securities a company intends and is able to keep until they are fully repaid. Think of it like putting a bond in a locked safe until the issuer returns your money; the company does not mark the holding to daily market swings, so reported income and balance-sheet values are steadier. For investors, it signals predictable future interest receipts and reduced volatility in reported results, but also less liquidity if cash is needed before maturity.

Mortgage servicing rights financial

"Following is a summary of activity relating to MSRs"

Mortgage servicing rights are the contractual right to collect mortgage payments, manage escrow accounts, handle customer service and delinquency actions on a pool of home loans, in exchange for a portion of the loan’s payments. They matter to investors because their value behaves like a revenue stream that can rise or fall with interest rates and borrower behavior — similar to owning a toll bridge where income depends on traffic volume and maintenance costs — and thus affect a lender’s earnings and risk profile.

Cash flow hedges financial

"Derivatives Designated as Hedging Instruments under GAAP"

A cash flow hedge is an accounting label companies use when they enter financial contracts—like currency or interest-rate agreements—to protect expected future cash payments or receipts from unpredictable moves. For investors, it signals that the company is trying to smooth out future cash variability (think of locking in a price to avoid surprises), which can reduce reported profit swings but also means the company has exposure to derivative instruments and their associated risks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much did FNB earn in the third quarter of 2026?

F.N.B. Corporation reported third-quarter 2026 net income of $153 million and diluted earnings per share of $0.43. For the three months ended September 30, 2025, net income was $150 million and diluted earnings per share were $0.41.

What was FNB's operating cash flow for the first nine months of 2026?

FNB reported $700 million in net cash flows provided by operating activities for the nine months ended September 30, 2026, compared with $354 million for the same period in 2025.

What dividend did FNB declare for the third quarter of 2026?

FNB declared a common-stock dividend of $0.13 per share for the three months ended September 30, 2026, compared with $0.12 per share for the same period in 2025.

How much Federal Home Loan Bank credit was available to FNB's banking affiliate?

As of September 30, 2026, FNB's banking affiliate had $12.0 billion of available credit with the Federal Home Loan Bank, of which $8.6 billion was available for borrowing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ Quarterly Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

For the quarterly period ended September 30, 2026

or

☐ Transition Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

For the transition period from                      to                     

Commission file number 001-31940

F.N.B. CORPORATION

(Exact name of registrant as specified in its charter)

Pennsylvania						25-1255406
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

626 Washington Place,

Pittsburgh,

PA

15219

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: 800-555-5455

(Former name, former address and former fiscal year, if changed since last report)

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

Title of Each Class

Trading Symbol(s)

Name of Exchange on which Registered

Common Stock, par value $0.01 per share

FNB

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

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

1

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer			☒			Accelerated filer			☐
Non-accelerated filer			☐			Smaller reporting company			☐
						Emerging growth company			☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

As of October 31, 2026, the registrant had 350,841,041 shares of common stock outstanding.

2

F.N.B. CORPORATION

FORM 10-Q

September 30, 2026

INDEX

						PAGE
PART I – FINANCIAL INFORMATION
			Glossary of Acronyms and Terms			4
Item 1.			Financial Statements
			Consolidated Balance Sheets			5
			Consolidated Statements of Income			6
			Consolidated Statements of Comprehensive Income (Loss)			7
			Consolidated Statements of Changes in Shareholders’ Equity			8
			Consolidated Statements of Cash Flows			10
			Notes to Consolidated Financial Statements			11
Item 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			62
Item 3.			Quantitative and Qualitative Disclosures About Market Risk			95
Item 4.			Controls and Procedures			95
PART II – OTHER INFORMATION
Item 1.			Legal Proceedings			96
Item 1A.			Risk Factors			96
Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds			96
Item 3.			Defaults Upon Senior Securities			96
Item 4.			Mine Safety Disclosures			96
Item 5.			Other Information			96
Item 6.			Exhibits			97
Signatures						98

3

Glossary of Acronyms and Terms

Acronym

Description

Acronym

Description

ACL

Allowance for credit losses

FOMC

Federal Open Market Committee

AFS

Available for sale

FRB

Board of Governors of the Federal Reserve System

ALCO

Asset/Liability Committee

FTE

Fully taxable equivalent

AOCI

Accumulated other comprehensive income

GAAP

U.S. generally accepted accounting principles

ASU

Accounting Standards Update

GSE

Government-sponsored enterprises

AULC

Allowance for unfunded loan commitments

HTM

Held to maturity

CECL

Current expected credit losses

LGD

Loss given default

CET1

Common equity tier 1

LIHTC

Low income housing tax credit

CMO

Collateralized mortgage obligations

MBS

Mortgage-backed securities

DOJ

U.S. Department of Justice

MD&A

Management's Discussion and Analysis of Financial Condition and Results of Operations

ERM

Enterprise-wide risk management

MSRs

Mortgage servicing rights

EVE

Economic value of equity

OCI

Other comprehensive income

FASB

Financial Accounting Standards Board

OREO

Other real estate owned

FDIC

Federal Deposit Insurance Corporation

Report

Quarterly Report on Form 10-Q

FHLB

Federal Home Loan Bank

R&S

Reasonable and Supportable

FNB

F.N.B. Corporation

SBA

Small Business Administration

FNBIA

F.N.B. Investment Advisors, Inc.

SEC

Securities and Exchange Commission

FNBPA

First National Bank of Pennsylvania

SOFR

Secured Overnight Financing Rate

FNIS

First National Investment Services Company, LLC

TPS

Trust preferred securities

FNTC

First National Trust Company

U.S.

United States of America

VIE

Variable interest entity

4

PART I – FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS

F.N.B. CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in millions, except share and per share data)

						September 30, 2026						December 31, 2025
						(Unaudited)
Assets
Cash and due from banks						$	416					$	387
Interest-bearing deposits with banks						2,110						2,111
Cash and Cash Equivalents						2,526						2,498
Debt securities available for sale (amortized cost of $3,927 and $3,783; allowance for credit losses of $0 and $0)						3,747						3,727
Debt securities held to maturity (fair value of $4,021 and $3,941; allowance for credit losses of $1 and $0)						4,404						4,117
Loans held for sale (includes $228 and $514 measured at fair value (1))						237						515
Loans and leases, net of unearned income of $72 and $87 (includes $101 and $85 measured at fair value (1))						36,537						34,777
Allowance for credit losses on loans and leases						(456)						(439)
Net Loans and Leases						36,081						34,338
Premises and equipment, net						585						568
Goodwill						2,480						2,480
Core deposit and other intangible assets, net						27						36
Bank owned life insurance						676						667
Other assets						1,290						1,283
Total Assets						$	52,053					$	50,229
Liabilities
Deposits:
Non-interest-bearing						$	10,134					$	9,914
Interest-bearing						29,416						28,845
Total Deposits						39,550						38,759
Short-term borrowings						3,001						2,017
Long-term borrowings						1,803						1,901
Other liabilities						886						793
Total Liabilities						45,240						43,470
Shareholders’ Equity
Common stock - $0.01 par value
Authorized – 500,000,000 shares
Issued – 375,030,534 and 375,030,534 shares						4						4
Additional paid-in capital						4,694						4,695
Retained earnings						2,646						2,343
Accumulated other comprehensive loss						(187)						(63)
Treasury stock – 24,192,051 and 17,727,219 shares at cost						(344)						(220)
Total Shareholders’ Equity						6,813						6,759
Total Liabilities and Shareholders’ Equity						$	52,053					$	50,229

(1)Amount represents loans for which we have elected the fair value option. See Note 19.

See accompanying Notes to Consolidated Financial Statements (unaudited)

5

F.N.B. CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in millions, except per share data)

Unaudited

			Three Months Ended September 30,												Nine Months Ended September 30,
			2026						2025						2026						2025
Interest Income
Loans and leases, including fees			$	509					$	511					$	1,488					$	1,492
Investment Securities:
Taxable			67						60						192						172
Tax-exempt			6						7						20						21
Other			14						18						43						53
Total Interest Income			596						596						1,743						1,738
Interest Expense
Deposits			172						188						510						555
Short-term borrowings			25						18						62						52
Long-term borrowings			23						31						70						101
Total Interest Expense			220						237						642						708
Net Interest Income			376						359						1,101						1,030
Provision for credit losses			19						24						59						67
Net Interest Income After Provision for Credit Losses			357						335						1,042						963
Non-Interest Income
Service charges			24						23						71						68
Interchange and card transaction fees			13						13						39						39
Trust services			12						12						37						36
Insurance commissions and fees			5						5						17						16
Securities commissions and fees			9						9						27						27
Capital markets income			7						8						22						20
Mortgage banking operations			6						9						18						22
Dividends on non-marketable equity securities			8						6						21						18
Bank owned life insurance			5						4						14						13
Other			4						9						15						18
Total Non-Interest Income			93						98						281						277
Non-Interest Expense
Salaries and employee benefits			133						131						404						396
Net occupancy			21						19						64						58
Equipment			30						26						87						80
Outside services			30						26						85						78
Marketing			4						5						12						15
FDIC insurance			9						7						25						24
Bank shares tax			4						4						13						12
Other			26						25						78						73
Total Non-Interest Expense			257						243						768						736
Income Before Income Taxes			193						190						555						504
Income taxes			40						40						116						107
Net Income			$	153					$	150					$	439					$	397
Earnings per Common Share
Basic			$	0.43					$	0.41					$	1.23					$	1.10
Diluted			0.43						0.41						1.23						1.09

See accompanying Notes to Consolidated Financial Statements (unaudited)

6

F.N.B. CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In millions)

Unaudited

			Three Months Ended September 30,												Nine Months Ended September 30,
			2026						2025						2026						2025
Net income			$	153					$	150					$	439					$	397
Other comprehensive income (loss):
Debt securities available for sale:
Unrealized gains (losses) arising during the period, net of tax expense (benefit) of $(19), $3, $(27) and $18			(69)						13						(96)						65
Derivative instruments:
Unrealized gains (losses) arising during the period, net of tax expense (benefit) of $(4), $0, $(8) and $3			(15)						(1)						(27)						11
Reclassification adjustment for gains (losses) included in net income, net of tax expense (benefit) of $0, $1, $0 and $4			(1)						3						(2)						15
Pension and postretirement benefit obligations:
Unrealized gains (losses) arising during the period, net of tax expense (benefit) of $0, $0, $0 and $0			1						—						1						1
Other Comprehensive Income (Loss)			(84)						15						(124)						92
Comprehensive Income (Loss)			$	69					$	165					$	315					$	489

See accompanying Notes to Consolidated Financial Statements (unaudited)

7

F.N.B. CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Dollars in millions, except per share data)

Unaudited

			Common Stock						Additional Paid-In Capital						Retained Earnings						Accumulated Other Comprehensive Income (Loss)						Treasury Stock												Total
Three Months Ended September 30, 2025
Balance at beginning of period			$	4					$	4,691					$	2,112					$	(92)					$	(191)											$	6,524
Comprehensive income (loss)															150						15																		165
Dividends declared on common stock - $0.12/share															(44)																								(44)
Issuance of common stock			—						—						—												1												1
Repurchase of common stock																											(12)												(12)
Restricted stock compensation									2																														2
Balance at end of period			$	4					$	4,693					$	2,218					$	(77)					$	(202)											$	6,636
Three Months Ended September 30, 2026
Balance at beginning of period			$	4					$	4,691					$	2,539					$	(103)					$	(292)											$	6,839
Comprehensive income (loss)															153						(84)																		69
Dividends declared on common stock - $0.13/share															(46)																								(46)
Issuance of common stock			—						(1)						—												—												(1)
Repurchase of common stock																											(52)												(52)
Restricted stock compensation									4																														4
Balance at end of period			$	4					$	4,694					$	2,646					$	(187)					$	(344)											$	6,813

8

			Common Stock						Additional Paid-In Capital						Retained Earnings						Accumulated Other Comprehensive Income (Loss)						Treasury Stock												Total
Nine Months Ended September 30, 2025
Balance at beginning of period			$	4					$	4,695					$	1,952					$	(169)					$	(180)											$	6,302
Comprehensive income (loss)															397						92																		489
Dividends declared on common stock - $0.36/share															(131)																								(131)
Issuance of common stock			—						(17)						—												10												(7)
Repurchase of common stock																											(32)												(32)
Restricted stock compensation									15																														15
Balance at end of period			$	4					$	4,693					$	2,218					$	(77)					$	(202)											$	6,636
Nine Months Ended September 30, 2026
Balance at beginning of period			$	4					$	4,695					$	2,343					$	(63)					$	(220)											$	6,759
Comprehensive income (loss)															439						(124)																		315
Dividends declared on common stock - $0.38/share															(136)																								(136)
Issuance of common stock			—						(19)						—												10												(9)
Repurchase of common stock																											(134)												(134)
Restricted stock compensation									18																														18
Balance at end of period			$	4					$	4,694					$	2,646					$	(187)					$	(344)											$	6,813

See accompanying Notes to Consolidated Financial Statements (unaudited)

9

F.N.B. CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

Unaudited

			Nine Months Ended September 30,
			2026						2025
Operating Activities
Net income			$	439					$	397
Adjustments to reconcile net income to net cash flows provided by (used in) operating activities:
Depreciation, amortization and accretion			71						55
Provision for credit losses			59						67
Deferred tax expense (benefit)			5						17
Loans originated for sale			(1,383)						(1,225)
Loans sold			1,471						1,182
Net (gains) losses on sale of loans			(24)						(12)
Net change in:
Interest receivable			(9)						(1)
Interest payable			5						(3)
Bank owned life insurance, excluding purchases			(9)						(7)
Other, net			75						(116)
Net cash flows provided by (used in) operating activities			700						354
Investing Activities
Net change in loans and leases, excluding sales and transfers			(1,784)						(1,073)
Debt securities available for sale:
Purchases			(770)						(625)
Maturities/payments			630						560
Debt securities held to maturity:
Purchases			(641)						(386)
Maturities/payments			360						324
Increase in premises and equipment			(76)						(77)
Net proceeds from sales of portfolio loans			194						5
Net cash flows provided by (used in) investing activities			(2,087)						(1,272)
Financing Activities
Net change in:
Deposits			791						1,333
Short-term borrowings			984						649
Proceeds from issuance of long-term borrowings			121						529
Repayment of long-term borrowings			(220)						(1,444)
Repurchases of common stock			(134)						(32)
Cash dividends paid on common stock			(136)						(131)
Other, net			9						8
Net cash flows provided by (used in) financing activities			1,415						912
Net Increase (Decrease) in Cash and Cash Equivalents			28						(6)
Cash and cash equivalents at beginning of period			2,498						2,419
Cash and Cash Equivalents at End of Period			$	2,526					$	2,413

See accompanying Notes to Consolidated Financial Statements (unaudited)

10

F.N.B. CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

September 30, 2026

The terms “FNB,” “the Corporation,” “we,” “us” and “our” throughout this Report mean F.N.B. Corporation and our consolidated subsidiaries, unless the context indicates that we refer only to the parent company, F.N.B. Corporation. When we refer to "FNBPA" in this Report, we mean our bank subsidiary, First National Bank of Pennsylvania, and its subsidiaries.

NATURE OF OPERATIONS

F.N.B. Corporation, headquartered in Pittsburgh, Pennsylvania, is a diversified financial services company operating in seven states and the District of Columbia. Our market coverage spans several major metropolitan areas including: Pittsburgh, Pennsylvania; Baltimore, Maryland; Cleveland, Ohio; Washington, D.C.; Charlotte, Raleigh, Durham and the Piedmont Triad (Winston-Salem, Greensboro and High Point) in North Carolina; and Charleston, South Carolina. As of September 30, 2026, we had 357 branches throughout Pennsylvania, Ohio, Maryland, West Virginia, North Carolina, South Carolina, Washington, D.C. and Virginia.

We provide a full range of commercial banking, consumer banking and wealth management solutions through our subsidiary network which is led by our largest affiliate, FNBPA, founded in 1864. Commercial banking solutions include corporate banking, small business banking, investment real estate financing, government banking, business credit, capital markets and equipment financing. Consumer banking provides a full line of consumer banking products and services, including deposit products, mortgage lending, consumer lending and a complete suite of mobile and online banking services. Wealth management and advisory services include asset management, private banking and insurance.

NOTE 1.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Our accompanying Consolidated Financial Statements and these Notes to Consolidated Financial Statements (unaudited) include subsidiaries in which we have a controlling financial interest. We own and operate FNBPA, First National Trust Company, First National Investment Services Company, LLC, First National Insurance Agency, LLC, Bank Capital Services, LLC, F.N.B. Capital Corporation, LLC and FNB America Securities, LLC, and include results for each of these entities in the accompanying Consolidated Financial Statements.

Companies in which we hold a controlling financial interest, or are a VIE in which we have the power to direct the activities of an entity that most significantly impact the entity’s economic performance and have an obligation to absorb losses or the right to receive benefits which could potentially be significant to the VIE, are consolidated. For a voting interest entity, a controlling financial interest is generally where we hold more than 50% of the outstanding voting shares. VIEs in which we do not hold the power to direct the activities of the entity that most significantly impact the entity’s economic performance and an obligation to absorb losses or the right to receive benefits which could potentially be significant to the VIE are not consolidated. Investments in companies that are not consolidated are accounted for using the equity method when we have the ability to exert significant influence. Investments in private investment partnerships that are accounted for under the equity method or the cost method are included in other assets and our proportional interest in the equity investments’ earnings are included in other non-interest income. Investment interests accounted for under the cost and equity methods are periodically evaluated for impairment.

The accompanying interim unaudited Consolidated Financial Statements include all adjustments that are necessary, in the opinion of management, to fairly reflect our financial position and results of operations in accordance with GAAP. All significant intercompany balances and transactions have been eliminated. Certain prior period amounts have been reclassified to the current period presentation. Such reclassifications had no impact on our net income and shareholders' equity. Events occurring subsequent to September 30, 2026 have been evaluated for potential recognition or disclosure in the Consolidated Financial Statements through the date of the filing of the Consolidated Financial Statements with the SEC.

Certain information and Note disclosures normally included in Consolidated Financial Statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The interim operating results are not necessarily indicative of operating results we expect for the full year. These interim unaudited Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and Notes thereto included in our 2025 Annual Report on Form 10-K filed with the SEC on February 24, 2026.

11

Use of Estimates

Our accounting and reporting policies conform with GAAP. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying Notes to Consolidated Financial Statements (unaudited). Actual results could materially differ from those estimates. Material estimates that are particularly susceptible to significant changes include the ACL, fair value of financial instruments, goodwill and other intangible assets, and income taxes and deferred tax assets, which are listed in the critical accounting estimates. For a detailed description of our significant accounting policies and critical accounting estimates, see Note 1, "Summary of Significant Accounting Policies" and the "Application of Critical Accounting Policies" section in the MD&A, both in our 2025 Annual Report on Form 10-K.

NOTE 2.    NEW ACCOUNTING STANDARDS

The following table summarizes accounting pronouncements issued by the FASB that we recently adopted or will be adopting in the future.

TABLE 2.1

Standard

Description

Financial Statements Impact

Income Statement

ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures: Clarifying the Effective Date ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses

This Update requires public business entities to disclose, on an annual and interim basis, disaggregated information about certain income statement line items in a tabular format in the notes to the financial statements. Specifically, entities must disaggregate any relevant expense caption that includes one or more of the following natural expense categories: (1) purchases of inventory, (2) employee compensation, (3) depreciation, (4) intangible asset amortization, (5) depreciation, depletion, and amortization recognized as part of oil- and gas-producing activities (DD&A). Additionally, this Update also requires entities to disclose selling expense on both an annual and interim basis. This Update does not change the requirements for the presentation of expenses on the face of the income statement.

This Update is to be applied prospectively for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption and retrospective application are permitted. We are currently evaluating the effect this Update will have on related disclosures and our processes, systems, and controls related to the disclosures.

12

Standard

Description

Financial Statements Impact

Software

ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software: Targeted Improvements to the Accounting for Internal-Use Software

This Update removes the prescriptive stage-based model previously used for capitalization. Capitalization is instead required to begin when management authorizes funding, and the project is likely to be completed and used as intended using the probable-to-complete threshold. Additionally, this Update consolidates guidance applying the new software development principles to website development.

This Update is to be applied using either a prospective, modified transition, or retrospective approach and will be effective as of January 1, 2028. Early adoption of this Update is permitted. We adopted this Update on April 1, 2026, on a prospective basis. Adoption of this Update did not have a material impact on our Consolidated Financial Statements.

Credit Losses

ASU 2025-08, Financial Instruments—Credit Losses: Purchased Loans

This Update introduces Purchased Seasoned Loans, extending the gross-up approach previously limited to purchased credit-deteriorated assets. An entity applying this approach would add the allowance for credit losses at the date of acquisition to the purchase price to determine the initial amortized cost basis.

This Update is to be applied prospectively for annual periods beginning January 1, 2027. Early adoption of this Update is permitted. The adoption of this Update is not expected to have a material impact on our Consolidated Financial Statements.

Hedging

ASU 2025-09, Derivatives and Hedging: Hedge Accounting Improvements

This Update expands the hedged risks able to be aggregated in a cash flow hedge based on similar risk exposure, rather than shared risk exposure. Additionally, this Update allows an entity to select an alternative interest rate index or tenor without automatically dedesignating the hedge on forecasted interest payments of choose-your-rate debt instruments. This Update also expands the types of variable price components that can be designated as the hedged risk in a cash flow hedge of a forecasted purchase or sale of a nonfinancial asset.

This Update is to be applied prospectively for annual periods beginning January 1, 2027. Early adoption of this Update is permitted. The adoption of this Update is not expected to have a material impact on our Consolidated Financial Statements.

13

NOTE 3.    INVESTMENT SECURITIES

The amortized cost and fair value of AFS debt securities are presented in the table below. There was no ACL associated with the AFS portfolio at September 30, 2026 and December 31, 2025. Accrued interest receivable on AFS debt securities totaled $16.3 million at September 30, 2026 and $16.2 million at December 31, 2025, and is excluded from the estimate of credit losses and assessed separately in other assets in the Consolidated Balance Sheets. Accordingly, we have excluded accrued interest receivable from both the fair value and amortized cost basis of AFS debt securities.

TABLE 3.1

(in millions)			Amortized Cost						Gross Unrealized Gains						Gross Unrealized Losses												Fair  Value
Debt Securities AFS:
September 30, 2026
U.S. Treasury			$	403					$	—					$	(6)											$	397
U.S. government agencies			27						—						—												27
U.S. GSE			290						—						(10)												280
Residential MBS:
Agency MBS			746						—						(36)												710
Agency CMO			570						—						(76)												494
Agency commercial MBS			1,799						1						(50)												1,750
States of the U.S. and political subdivisions (municipals)			11						—						(1)												10
Other debt securities			81						—						(2)												79
Total debt securities AFS			$	3,927					$	1					$	(181)											$	3,747

(in millions)			Amortized Cost						Gross Unrealized Gains						Gross Unrealized Losses						Fair  Value
Debt Securities AFS:
December 31, 2025
U.S. Treasury			$	354					$	2					$	—					$	356
U.S. government agencies			35						—						—						35
U.S. GSE			266						—						—						266
Residential MBS:
Agency MBS			801						7						(8)						800
Agency CMO			662						—						(61)						601
Agency commercial MBS			1,595						19						(15)						1,599
States of the U.S. and political subdivisions (municipals)			20						—						(1)						19
Other debt securities			50						1						—						51
Total debt securities AFS			$	3,783					$	29					$	(85)					$	3,727

14

The amortized cost and fair value of HTM debt securities are presented in the following table. The ACL for the HTM portfolio was $0.59 million and $0.29 million at September 30, 2026 and December 31, 2025, respectively. Accrued interest receivable on HTM debt securities totaled $16.6 million and $15.7 million at September 30, 2026 and December 31, 2025, respectively, and is excluded from the estimate of credit losses and assessed separately in other assets in the Consolidated Balance Sheets. Accordingly, we have excluded accrued interest receivable from both the fair value and amortized cost basis of HTM debt securities.

TABLE 3.2

(in millions)			Amortized Cost						Gross Unrealized Gains						Gross Unrealized Losses						Fair  Value
Debt Securities HTM:
September 30, 2026
U.S. Treasury			$	1					$	—					$	—					$	1
Residential MBS:
Agency MBS			933						—						(88)						845
Agency CMO			540						—						(78)						462
Agency commercial MBS			1,932						—						(67)						1,865
States of the U.S. and political subdivisions (municipals)			937						—						(148)						789
Other debt securities			61						—						(2)						59
Total debt securities HTM			$	4,404					$	—					$	(383)					$	4,021

(in millions)			Amortized Cost						Gross Unrealized Gains						Gross Unrealized Losses						Fair  Value
Debt Securities HTM:
December 31, 2025
Residential MBS:
Agency MBS			$	784					$	2					$	(55)					$	731
Agency CMO			612						—						(62)						550
Agency commercial MBS			1,715						18						(19)						1,714
States of the U.S. and political subdivisions (municipals)			982						1						(60)						923
Other debt securities			24						—						(1)						23
Total debt securities HTM			$	4,117					$	21					$	(197)					$	3,941

Net unrealized losses on the AFS and HTM portfolios are primarily due to the increase in market interest rates since the time of purchase, with 86.7% of these securities backed or sponsored by the U.S. government as of September 30, 2026. There were no significant gross gains or gross losses realized on investment securities during the nine months ended September 30, 2026 or 2025.

15

As of September 30, 2026, the amortized cost and fair value of debt securities, by contractual maturities, were as follows:

TABLE 3.3

			Available for Sale												Held to Maturity
(in millions)			Amortized Cost						Fair Value						Amortized Cost						Fair Value
Due in one year or less			$	153					$	153					$	11					$	11
Due after one year but within five years			571						556						99						92
Due after five years but within ten years			73						70						375						327
Due after ten years			15						14						514						419
			812						793						999						849
Residential MBS:
Agency MBS			746						710						933						845
Agency CMO			570						494						540						462
Agency commercial MBS			1,799						1,750						1,932						1,865
Total debt securities			$	3,927					$	3,747					$	4,404					$	4,021

Actual maturities may differ from contractual terms because security issuers may have the right to call or prepay obligations with or without penalties. Periodic principal payments are received on residential MBS based on the payment patterns of the underlying collateral.

Following is information relating to investment securities pledged:

TABLE 3.4

(dollars in millions)			September 30, 2026						December 31, 2025
Securities pledged (carrying value):
To secure public deposits, trust deposits and for other purposes as required by law			$	6,472					$	6,445
As collateral for short-term borrowings			124						140
Securities pledged as a percent of total securities			80.9		%				84.0		%

16

Following are summaries of the fair values of AFS debt securities in an unrealized loss position for which an ACL has not been recorded, segregated by security type and length of time in a continuous loss position:

TABLE 3.5

			Less than 12 Months																		12 Months or More																		Total
(dollars in millions)			#						Fair  Value						Unrealized Losses						#						Fair  Value						Unrealized Losses						#						Fair  Value						Unrealized Losses
Debt Securities AFS
September 30, 2026
U.S. Treasury			13						$	323					$	(6)					—						$	—					$	—					13						$	323					$	(6)
U.S. government agencies			3						3						—						11						13						—						14						16						—
U.S. GSE			11						280						(10)						—						—						—						11						280						(10)
Residential MBS:
Agency MBS			25						547						(26)						86						160						(10)						111						707						(36)
Agency CMO			—						—						—						64						494						(76)						64						494						(76)
Agency commercial MBS			48						1,344						(35)						19						303						(15)						67						1,647						(50)
States of the U.S. and political subdivisions (municipals)			—						—						—						6						10						(1)						6						10						(1)
Other debt securities			13						62						(2)						1						2						—						14						64						(2)
Total			113						$	2,559					$	(79)					187						$	982					$	(102)					300						$	3,541					$	(181)
			Less than 12 Months																		12 Months or More																		Total
(dollars in millions)			#						Fair  Value						Unrealized Losses						#						Fair  Value						Unrealized Losses						#						Fair  Value						Unrealized Losses
Debt Securities AFS
December 31, 2025
U.S. government agencies			5						$	8					$	—					12						$	20					$	—					17						$	28					$	—
U.S. GSE			2						65						—						3						51						—						5						116						—
Residential MBS:
Agency MBS			1						46						—						90						251						(8)						91						297						(8)
Agency CMO			—						—						—						64						601						(61)						64						601						(61)
Agency commercial MBS			4						132						(1)						22						371						(14)						26						503						(15)
States of the U.S. and political subdivisions (municipals)			—						—						—						9						19						(1)						9						19						(1)
Other debt securities			—						—						—						3						9						—						3						9						—
Total			12						$	251					$	(1)					203						$	1,322					$	(84)					215						$	1,573					$	(85)

We evaluated the AFS debt securities that were in an unrealized loss position at September 30, 2026. Based on the credit ratings and/or implied government guarantee for these securities, we concluded the loss position is caused by movements of interest rates and does not reflect any expected credit losses. We do not intend to sell these AFS debt securities and it is not more likely than not that we will be required to sell these securities before the recovery of their amortized cost basis.

17

Credit Quality Indicators

We use credit ratings and the most recent financial information to help evaluate the credit quality of our credit-related AFS and HTM securities portfolios. Management reviews the credit profile of each issuer on an annual basis, and more frequently as needed. Based on the nature of the issuers and current conditions, we have determined that investment securities backed by the U.S. Department of the Treasury, Fannie Mae, Freddie Mac, FHLB, Ginnie Mae, and the SBA have zero expected credit loss.

Our municipal bond portfolio, with a carrying amount of $0.9 billion as of September 30, 2026 is highly rated with an average rating of AA and 95% of the portfolio is rated A or better. All of the investment securities in the municipal portfolio are general obligation bonds. Geographically, municipal bonds generally support our primary footprint as 61% of the securities are from municipalities located in the primary states within which we conduct business. The average holding size of the securities in the municipal bond portfolio is $2.5 million.

The ACL on the HTM municipal bond portfolio is calculated on each bond using:

•The bond’s underlying credit rating, time to maturity and exposure amount;

•Credit enhancements that improve the bond’s credit rating (e.g., insurance); and

•Moody’s U.S. Municipal Bond Default and Recovery Rates, 1970-2024.

By using these components, we derive the expected credit loss on the HTM general obligation municipal bond portfolio. We further refine the expected credit loss by factoring in economic forecast data using our Commercial and Industrial Non-Manufacturing loan portfolio forecast adjustment as derived through our assessment of the loan portfolio as a proxy for our municipal bond portfolio.

Our corporate bond portfolio, with a carrying amount of $139.6 million as of September 30, 2026 consists of debentures of banks and bank holding companies. The average holding size of the securities in the corporate bond portfolio is $4.8 million.

The ACL on the HTM corporate bond portfolio is calculated using:

•The bond’s credit rating, time to maturity and exposure amount;

•Moody’s Annual Default Study, 03/12/2026; and

•The most recent financial statements.

By using these components, we derive the expected credit loss on the HTM corporate bond portfolio. We further refine the expected credit loss by factoring in economic forecast data using our bank-wide loan portfolio forecast adjustment as derived through our assessment of FNBPA's loan portfolio as a proxy for our corporate bond portfolio.

For the year-to-date periods ending September 30, 2026 and 2025, we had no significant provision expense and no charge-offs or recoveries for the investment securities portfolio. The ACL on the HTM portfolio was $0.59 million, consisting of $0.06 million relating to the municipal bond portfolio and $0.53 million relating to other debt securities, as of September 30, 2026, and $0.06 million relating to the municipal bond portfolio and $0.23 million relating to other debt securities as of December 31, 2025. The AFS securities portfolios did not have an ACL at September 30, 2026 or December 31, 2025 and there were no investment securities that were past due or on non-accrual at either date.

18

NOTE 4.    LOANS AND LEASES

Accrued interest receivable on loans and leases, which totaled $128.3 million at September 30, 2026 and $124.1 million at December 31, 2025, is excluded from the estimate of credit losses and assessed separately in other assets in the Consolidated Balance Sheets for both periods and is not included in the following tables.

Loans and Leases by Portfolio Segment

Following is a summary of total loans and leases, net of unearned income:

TABLE 4.1

(in millions)			September 30, 2026						December 31, 2025
Commercial real estate			$	11,780					$	12,274
Commercial and industrial			8,766						7,718
Commercial leases			799						791
Other			159						141
Total commercial loans and leases			21,504						20,924
Direct installment			2,654						2,678
Residential mortgages			9,738						8,882
Indirect installment			964						767
Consumer lines of credit			1,677						1,526
Total consumer loans			15,033						13,853
Total loans and leases, net of unearned income			$	36,537					$	34,777

The remaining accretable discount included in the amortized cost of acquired loans was $16.6 million and $21.2 million at September 30, 2026 and December 31, 2025, respectively.

The loans and leases portfolio categories are comprised of the following types of loans, where in each case the LGD is dependent on the nature and value of the respective collateral:

•Commercial real estate includes both owner-occupied and non-owner-occupied loans, including construction loans, secured by commercial properties where operational cash flows on owner-occupied properties, including rents paid by stand-alone business customers, or rents received by our borrowers from their tenant(s) on both a property and global basis are the primary default risk drivers;

•Commercial and industrial includes loans to businesses that are not secured by real estate where the borrower's leverage and cash flows from operations are the primary default risk drivers;

•Commercial leases consist of leases for new or used equipment where the borrower's cash flow from operations is the primary default risk driver;

•Other is comprised primarily of credit cards and mezzanine loans where the borrower's cash flow from operations is the primary default risk driver;

•Direct installment is comprised of fixed-rate, closed-end consumer loans for personal, family or household use, such as home equity loans and automobile loans where the primary default risk driver is the borrower's employment status and income;

•Residential mortgages consist of conventional and jumbo mortgage loans, including construction loans, for 1-4 family properties where the primary default risk driver is the borrower's employment status and income;

•Indirect installment is comprised of loans originated by approved third parties and underwritten by us, primarily automobile loans where the primary default risk driver is the borrower's employment status and income; and

19

•Consumer lines of credit include home equity lines of credit and consumer lines of credit that are either unsecured or secured by collateral other than home equity where the primary default risk driver is the borrower's employment status and income.

The loans and leases portfolio consists principally of loans to individuals and small- and medium-sized businesses within our primary market in seven states and the District of Columbia. Our primary market coverage spans several major metropolitan areas including: Pittsburgh, Pennsylvania; Baltimore, Maryland; Cleveland, Ohio; Washington, D.C.; Charlotte, Raleigh, Durham and the Piedmont Triad (Winston-Salem, Greensboro and High Point) in North Carolina; and Charleston, South Carolina.

The following table shows occupancy information relating to commercial real estate loans:

TABLE 4.2

			September 30, 2026						December 31, 2025
Commercial real estate:
Percent owner-occupied			32.5		%				30.9		%
Percent non-owner-occupied			67.5						69.1

Credit Quality

We monitor the credit quality of our loan portfolio using several performance measures based on payment activity and borrower performance. We use an internal risk rating assigned to a commercial loan or lease at origination, summarized below.

TABLE 4.3

Rating Category			Definition
Pass			in general, the condition of the borrower and the performance of the loan is satisfactory or better
Special Mention			in general, the condition of the borrower has deteriorated, requiring an increased level of monitoring
Substandard			in general, the condition of the borrower has significantly deteriorated and the performance of the loan could further deteriorate if deficiencies are not corrected
Doubtful			in general, the condition of the borrower has significantly deteriorated and the collection in full of both principal and interest is highly questionable or improbable

The use of these internally assigned credit quality categories within the commercial loan and lease portfolio permits our use of transition matrices to establish a basis which is then impacted by quantitative inputs from our econometric model forecasts over the R&S period. Our internal credit risk grading system is based on past experiences with similarly graded loans and leases and conforms to regulatory categories. In general, loan and lease risk ratings within each category are reviewed on an ongoing basis according to our policy for each class of loans and leases. Each quarter, we analyze the resulting ratings, as well as other external statistics and factors such as delinquency, to track the migration performance of the commercial loan and lease portfolio. Loans and leases within the Pass credit category or that migrate toward the Pass credit category generally have a lower risk of loss compared to loans and leases that migrate toward the Substandard or Doubtful credit categories. Accordingly, we apply higher risk factors to Substandard and Doubtful credit categories.

20

The following table summarizes the designated loan rating category by loan class including term loans on an amortized cost basis by origination year and year-to-date gross charge-offs by originating year:

TABLE 4.4

(in millions)			2026						2025						2024						2023						2022						Prior						Revolving Loans Amortized Cost Basis						Total
September 30, 2026
COMMERCIAL
Commercial Real Estate:
Risk Rating:
Pass			$	1,054					$	1,355					$	1,262					$	1,306					$	1,321					$	4,268					$	235					$	10,801
Special Mention			—						5						28						58						160						352						10						613
Substandard			—						4						15						60						67						216						4						366
Total commercial real estate			1,054						1,364						1,305						1,424						1,548						4,836						249						11,780
Commercial real estate gross charge-offs			—						—						2.7						1.3						1.0						13.4						—						18.4
Commercial and Industrial:
Risk Rating:
Pass			2,181						1,592						758						537						398						932						1,895						8,293
Special Mention			43						20						12						11						4						48						79						217
Substandard			2						12						23						65						7						62						85						256
Total commercial and industrial			2,226						1,624						793						613						409						1,042						2,059						8,766
Commercial and industrial gross charge-offs			0.1						0.6						0.4						10.3						2.0						10.5						—						23.9
Commercial Leases:
Risk Rating:
Pass			243						153						189						102						59						39						—						785
Special Mention			—						—						1						1						1						—						—						3
Substandard			1						—						4						5						1						—						—						11
Total commercial leases			244						153						194						108						61						39						—						799
Commercial leases gross charge-offs			—						—						—						—						—						2.3						—						2.3
Other Commercial:
Risk Rating:
Pass			13						—						—						66						—						7						73						159
Total other commercial			13						—						—						66						—						7						73						159
Other commercial gross charge-offs			—						—						—						—						—						3.7						—						3.7
Total commercial loans and leases			3,537						3,141						2,292						2,211						2,018						5,924						2,381						21,504

21

(in millions)			2026						2025						2024						2023						2022						Prior						Revolving Loans Amortized Cost Basis						Total
September 30, 2026
CONSUMER
Direct Installment:
Current			347						382						218						175						479						1,041						—						2,642
Past due			—						1						2						1						2						6						—						12
Total direct installment			347						383						220						176						481						1,047						—						2,654
Direct installment gross charge-offs			—						0.2						0.1						0.1						0.1						0.2						—						0.7
Residential Mortgages:
Current			1,547						1,734						1,244						1,077						1,365						2,695						—						9,662
Past due			4						17						12						11						6						26						—						76
Total residential mortgages			1,551						1,751						1,256						1,088						1,371						2,721						—						9,738
Residential mortgages gross charge-offs			—						0.3						0.5						0.4						0.1						0.7						—						2.0
Indirect Installment:
Current			424						240						192						12						27						59						—						954
Past due			1						1						2						1						2						3						—						10
Total indirect installment			425						241						194						13						29						62						—						964
Indirect installment gross charge-offs			0.1						1.0						1.1						0.3						1.0						1.0						—						4.5
Consumer Lines of Credit:
Current			2						3						5						15						34						160						1,446						1,665
Past due			—						—						—						1						1						7						3						12
Total consumer lines of credit			2						3						5						16						35						167						1,449						1,677
Consumer lines of credit gross charge-offs			—						—						—						0.1						—						0.5						—						0.6
Total consumer loans			2,325						2,378						1,675						1,293						1,916						3,997						1,449						15,033
Total loans and leases			$	5,862					$	5,519					$	3,967					$	3,504					$	3,934					$	9,921					$	3,830					$	36,537
Total charge-offs			$	0.2					$	2.1					$	4.8					$	12.5					$	4.2					$	32.3					$	—					$	56.1

22

(in millions)			2025						2024						2023						2022						2021						Prior						Revolving Loans Amortized Cost Basis						Total
December 31, 2025
COMMERCIAL
Commercial Real Estate:
Risk Rating:
Pass			$	1,438					$	1,336					$	1,654					$	1,587					$	1,686					$	3,637					$	195					$	11,533
Special Mention			5						17						18						135						94						147						6						422
Substandard			1						11						10						59						37						195						6						319
Total commercial real estate			1,444						1,364						1,682						1,781						1,817						3,979						207						12,274
Commercial real estate gross charge-offs			—						—						0.4						5.4						3.9						20.3						—						30.0
Commercial and Industrial:
Risk Rating:
Pass			1,799						1,011						787						616						360						835						1,835						7,243
Special Mention			35						11						12						5						3						72						148						286
Substandard			2						14						45						11						7						22						88						189
Total commercial and industrial			1,836						1,036						844						632						370						929						2,071						7,718
Commercial and industrial gross charge-offs			0.1						1.5						1.0						3.5						7.0						24.8						—						37.9
Commercial Leases:
Risk Rating:
Pass			262						222						140						73						41						37						—						775
Special Mention			1						3						1						—						1						3						—						9
Substandard			—						—						4						1						2						—						—						7
Total commercial leases			263						225						145						74						44						40						—						791
Commercial leases gross charge-offs			—						—						—						—						—						0.2						—						0.2
Other Commercial:
Risk Rating:
Pass			9						—						58						—						—						4						70						141
Total other commercial			9						—						58						—						—						4						70						141
Other commercial gross charge-offs			—						—						—						—						—						4.7						—						4.7
Total commercial loans and leases			3,552						2,625						2,729						2,487						2,231						4,952						2,348						20,924

23

(in millions)			2025						2024						2023						2022						2021						Prior						Revolving Loans Amortized Cost Basis						Total
December 31, 2025
CONSUMER
Direct Installment:
Current			446						273						218						535						592						601						—						2,665
Past due			—						1						1						3						2						6						—						13
Total direct installment			446						274						219						538						594						607						—						2,678
Direct installment gross charge-offs			0.1						0.2						0.2						0.2						—						0.2						—						0.9
Residential Mortgages:
Current			1,741						1,464						1,245						1,468						1,317						1,579						—						8,814
Past due			6						11						11						7						5						28						—						68
Total residential mortgages			1,747						1,475						1,256						1,475						1,322						1,607						—						8,882
Residential mortgages gross charge-offs			0.1						0.3						0.5						0.1						0.1						1.3						—						2.4
Indirect Installment:
Current			311						272						16						41						69						43						—						752
Past due			1						3						2						4						4						1						—						15
Total indirect installment			312						275						18						45						73						44						—						767
Indirect installment gross charge-offs			0.4						1.0						0.9						2.5						2.0						0.8						—						7.6
Consumer Lines of Credit:
Current			4						6						19						39						12						139						1,295						1,514
Past due			—						—						1						1						—						8						2						12
Total consumer lines of credit			4						6						20						40						12						147						1,297						1,526
Consumer lines of credit gross charge-offs			—						—						0.1						0.1						—						0.8						—						1.0
Total consumer loans			2,509						2,030						1,513						2,098						2,001						2,405						1,297						13,853
Total loans and leases			$	6,061					$	4,655					$	4,242					$	4,585					$	4,232					$	7,357					$	3,645					$	34,777
Total charge-offs			$	0.7					$	3.0					$	3.1					$	11.8					$	13.0					$	53.1					$	—					$	84.7

We use delinquency transition matrices within the consumer and other loan classes to establish the basis for the R&S forecast portion of the credit risk. Each month, management analyzes payment and volume activity, Fair Isaac Corporation (FICO) scores and Debt-to-Income (DTI) scores and other external factors, such as unemployment, to determine how consumer loans are performing.

24

Non-Performing and Past Due

The following table provides an analysis of the aging of loans by class.

TABLE 4.5

(in millions)			30-89 Days Past Due						> 90 Days Past Due and Still Accruing						Non- Accrual						Total Past Due						Current						Total Loans and Leases						Non-accrual with No ACL
September 30, 2026
Commercial real estate			$	19					$	—					$	62					$	81					$	11,699					$	11,780					$	47
Commercial and industrial			11						—						37						48						8,718						8,766						11
Commercial leases			—						—						1						1						798						799						—
Other			—						36						—						36						123						159						—
Total commercial loans and leases			30						36						100						166						21,338						21,504						58
Direct installment			7						1						4						12						2,642						2,654						—
Residential mortgages			52						13						11						76						9,662						9,738						—
Indirect installment			9						—						1						10						954						964						—
Consumer lines of credit			7						2						3						12						1,665						1,677						—
Total consumer loans			75						16						19						110						14,923						15,033						—
Total loans and leases			$	105					$	52					$	119					$	276					$	36,261					$	36,537					$	58

(in millions)			30-89 Days Past Due						> 90 Days Past Due and Still Accruing						Non- Accrual						Total Past Due						Current						Total Loans and Leases						Non-accrual with No ACL
December 31, 2025
Commercial real estate			$	10					$	—					$	45					$	55					$	12,219					$	12,274					$	18
Commercial and industrial			10						—						35						45						7,673						7,718						15
Commercial leases			—						—						3						3						788						791						—
Other			34						1						2						37						104						141						—
Total commercial loans and leases			54						1						85						140						20,784						20,924						33
Direct installment			8						1						4						13						2,665						2,678						—
Residential mortgages			47						9						12						68						8,814						8,882						1
Indirect installment			14						—						1						15						752						767						—
Consumer lines of credit			7						2						3						12						1,514						1,526						—
Total consumer loans			76						12						20						108						13,745						13,853						1
Total loans and leases			$	130					$	13					$	105					$	248					$	34,529					$	34,777					$	34

25

Following is a summary of non-performing assets:

TABLE 4.6

(dollars in millions)			September 30, 2026						December 31, 2025
Non-accrual loans			$	119					$	105
Total non-performing loans and leases			119						105
Other real estate owned			2						3
Total non-performing assets			$	121					$	108
Asset quality ratios:
Non-performing loans and leases / total loans and leases			0.33		%				0.30		%
Non-performing assets plus 90 days or more past due / total loans and leases plus OREO			0.47						0.35

The carrying value of residential-secured consumer OREO held as a result of obtaining physical possession upon completion of a foreclosure or through completion of a deed in lieu of foreclosure amounted to $1.4 million at September 30, 2026 and $1.1 million at December 31, 2025. The recorded investment of residential-secured consumer OREO for which formal foreclosure proceedings are in process at September 30, 2026 and December 31, 2025 totaled $20.9 million and $16.9 million, respectively.

Approximately $125.4 million of commercial loans are collateral dependent at September 30, 2026. Repayment is expected to be substantially made through the operation or sale of the collateral on the loan. These loans are primarily secured by business assets or commercial real estate.

Loan Modifications

During the period, there are loans whose contractual terms have been modified in a manner that grants a concession to a borrower experiencing financial difficulties. These modifications typically result from loss mitigation activities and could include a term extension, interest rate reduction, principal forgiveness and other actions intended to minimize the economic loss and to avoid foreclosure or repossession of collateral. Accrued interest receivable on loan modifications totaled $0.39 million and $0.08 million at September 30, 2026 and September 30, 2025, respectively, and is excluded from the amortized cost of loan modifications in the tables that follow.

26

The following table shows the amortized cost basis at the end of the reporting period of the loans modified during the period to borrowers experiencing financial difficulty, disaggregated by class of financing receivable, type of concession granted and the financial effect of the modifications made to borrowers experiencing financial difficulty:

TABLE 4.7

(dollars in millions)			Amortized Cost Basis						% of Total Class of Financing Receivable						Financial Effect
Three Months Ended September 30, 2026
Term Extension
Commercial real estate			$	1.1					0.01		%				The modified loans had an average increase in term of 9 months, extending the maturity date.
Commercial and industrial			11.5						0.13						The modified loans had an average increase in term of 3 months, extending the maturity date.
Direct installment			0.5						0.02						The modified loans had an average increase in term of 14 months, extending the maturity date.
Residential mortgages			0.3						—						The modified loans had an average increase in term of 78 months, extending the maturity date.
Consumer lines of credit			0.2						0.01						The modified loans had an average increase in term of 243 months, extending the maturity date.
Total			13.6
Term Extension and Rate Reduction
Commercial and industrial			0.1						—						Modifications were made with no material financial effect.
Residential mortgages			0.9						0.01						Modifications were made with no material financial effect.
Total			1.0
Other
Commercial real estate			3.2						0.03						The majority resulted in a 3 to 5 month deferral on principal payments.
Commercial and industrial			4.0						0.05						The majority resulted in a 3 to 6 month deferral on principal payments.
Total			7.2
Total Outstanding Modified			$	21.8

27

(dollars in millions)			Amortized Cost Basis						% of Total Class of Financing Receivable						Financial Effect
Nine Months Ended September 30, 2026
Term Extension
Commercial real estate			$	18.1					0.15		%				The modified loans had an average increase in term of 13 months, extending the maturity date.
Commercial and industrial			11.8						0.13						The modified loans had an average increase in term of 4 months, extending the maturity date.
Direct installment			1.2						0.05						The modified loans had an average increase in term of 16 months, extending the maturity date.
Residential mortgages			3.5						0.04						The modified loans had an average increase in term of 46 months, extending the maturity date.
Consumer lines of credit			0.2						0.01						The modified loans had an average increase in term of 225 months, extending the maturity date.
Total			34.8
Term Extension and Rate Reduction
Commercial real estate			11.6						0.10						The modified loan had an increase in term of 15 months, extending the maturity date, with a weighted average yield reduction of 300 basis points, and other collateral terms.
Commercial and industrial			0.1						—						Multiple modifications were made with no material financial effect.
Residential mortgages			1.9						0.02						The modified loans had an increase in term of 132 months, extending the maturity date, with a weighted average yield reduction of 213 basis points.
Total			13.6
Other
Commercial real estate			6.2						0.05						The majority resulted in a 3 to 5 month deferral on principal payments.
Commercial and industrial			8.1						0.09						The majority resulted in a 3 to 6 month deferral on principal payments.
Consumer lines of credit			0.3						0.02						Modifications were made with no material financial effect.
Total			14.6
Total Outstanding Modified			$	63.0

28

(dollars in millions)			Amortized Cost Basis						% of Total Class of Financing Receivable						Financial Effect
Three Months Ended September 30, 2025
Term Extension
Commercial real estate			$	1.0					0.01		%				The modified loans had an average increase in term of 10 months, extending the maturity date.
Commercial and industrial			0.3						—						The modified loans had an average increase in term of 72 months, extending the maturity date.
Direct installment			0.4						0.01						The modified loans had an average increase in term of 36 months, extending the maturity date.
Residential mortgages			0.7						0.01						The modified loans had an average increase in term of 117 months, extending the maturity date.
Consumer lines of credit			0.2						0.01						The modified loans had an average increase in term of 129 months, extending the maturity date.
Total			2.6
Term Extension and Rate Reduction
Residential mortgages			0.7						0.01						Multiple modifications were made with no material financial effect.
Total			0.7
Other
Commercial real estate			0.8						0.01						Multiple modifications were made with no material financial effect.
Commercial and industrial			1.3						0.02						Multiple modifications were made with no material financial effect.
Total			2.1
Total Outstanding Modified			$	5.4
Nine Months Ended September 30, 2025
Term Extension
Commercial real estate			$	2.7					0.02		%				The modified loans had an average increase in term of 5 months, extending the maturity date.
Commercial and industrial			1.2						0.02						The modified loans had an average increase in term of 41 months, extending the maturity date.
Direct installment			1.9						0.07						The modified loans had an average increase in term of 26 months, extending the maturity date.
Residential mortgages			3.6						0.04						The modified loans had an average increase in term of 44 months, extending the maturity date.
Consumer lines of credit			0.6						0.04						The modified loans had an average increase in term of 165 months, extending the maturity date.
Total			10.0
Term Extension and Rate Reduction
Commercial and industrial			0.1						—						Multiple modifications were made with no material financial effect.
Residential mortgages			1.9						0.02						The term was extended, with a weighted average yield reduction of 100 basis points to 475 basis points with extensions up to 28 years.
Total			2.0
Other
Commercial real estate			2.2						0.02						The majority resulted in a 3-month deferral on principal payments.
Commercial and industrial			2.2						0.03						The majority resulted in a 3-month deferral on principal payments.
Total			4.4
Total Outstanding Modified			$	16.4

Some loan modifications may not ultimately result in the full collection of principal and interest, as modified, and may result in potential incremental losses which are factored into the ACL. There were no additional funds committed to borrowers whose loans were modified during the first nine months of 2026.

29

Commercial loans over $1.0 million whose terms have been modified may be placed on non-accrual, individually analyzed and measured based on the fair value of the underlying collateral. Our ACL includes specific reserves for commercial loans modified. There was $10.3 million in specific reserves for commercial loans modified at September 30, 2026 and no specific reserves for commercial loans at December 31, 2025 and pooled reserves for individual loans of $1.4 million and $0.6 million at those same respective dates, based on loan segment LGD. Upon default, the amount of the recorded investment of the modified loan balance in excess of the fair value of the collateral, less estimated selling costs, is generally considered a confirmed loss and is charged-off against the ACL.

All other classes of loans whose terms have been modified are pooled and measured based on the loan segment LGD. Our ACL included pooled reserves for these classes of loans of $1.2 million and $1.3 million as of September 30, 2026 and December 31, 2025, respectively. Upon default of an individual loan, our charge-off policy is followed for that class of loan.

30

Following is a summary of loans modified in a manner that grants a concession to a borrower experiencing financial difficulties, by class, for which there was a payment default, excluding loans that have been paid off and/or sold. Default occurs when a loan is 90 days or more past due or in non-accrual and is within 12 months of restructuring.

TABLE 4.8

Amortized cost basis of modified financing receivables that subsequently defaulted:
(in millions)			Term Extension																		Term Extension and Rate Reduction																														Other						Total Outstanding Modified
Three Months Ended September 30, 2026
Commercial and industrial			$	12.1																	$	—																													$	2.6					$	14.7
Total commercial loans and leases			12.1																		—																														2.6						14.7
Direct installment			0.2																		—																														—						0.2
Residential mortgages			0.5																		—																														—						0.5
Consumer lines of credit			0.1																		—																														—						0.1
Total consumer loans			0.8																		—																														—						0.8
Total			$	12.9																	$	—																													$	2.6					$	15.5
Nine Months Ended September 30, 2026
Commercial real estate			$	—																	$	11.6																													$	1.0					$	12.6
Commercial and industrial			13.1																		—																														3.1						16.2
Total commercial loans and leases			13.1																		11.6																														4.1						28.8
Direct installment			0.5																		—																														—						0.5
Residential mortgages			3.8																		1.8																														—						5.6
Consumer lines of credit			0.2																		—																														—						0.2
Total consumer loans			4.5																		1.8																														—						6.3
Total			$	17.6																	$	13.4																													$	4.1					$	35.1

(in millions)			Term Extension																		Term Extension and Rate Reduction																														Other						Total Outstanding Modified
Three Months Ended September 30, 2025
Commercial real estate			$	0.1																	$	—																													$	—					$	0.1
Total commercial loans and leases			0.1																		—																														—						0.1
Total			$	0.1																	$	—																													$	—					$	0.1
Nine Months Ended September 30, 2025
Commercial real estate			$	1.1																	$	—																													$	1.9					$	3.0
Commercial and industrial			0.5																		3.0																														3.8						7.3
Total commercial loans and leases			1.6																		3.0																														5.7						10.3
Direct installment			0.4																		—																														—						0.4
Residential mortgages			2.4																		0.5																														—						2.9
Consumer lines of credit			0.2																		—																														—						0.2
Total consumer loans			3.0																		0.5																														—						3.5
Total			$	4.6																	$	3.5																													$	5.7					$	13.8

31

We closely monitor the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of our modification efforts. The following table depicts the performance of loans that have been modified in the last 12 months:

TABLE 4.9

Payment status - amortization cost basis:
(in millions)			Current						30-89 Days Past Due						90+ Days Past Due
September 30, 2026
Commercial real estate			$	36.4					$	0.2					$	—
Commercial and industrial			20.6						2.6						0.1
Total commercial loans and leases			57.0						2.8						0.1
Direct installment			1.2						0.2						0.1
Residential mortgages			4.1						3.2						0.8
Consumer lines of credit			0.6						—						—
Total consumer loans			5.9						3.4						0.9
Total			$	62.9					$	6.2					$	1.0
(in millions)			Current						30-89 Days Past Due						90+ Days Past Due
September 30, 2025
Commercial real estate			$	20.9					$	—					$	1.3
Commercial and industrial			2.9						0.8						1.8
Total commercial loans and leases			23.8						0.8						3.1
Direct installment			1.8						—						0.3
Residential mortgages			5.6						1.0						0.7
Consumer lines of credit			1.0						—						—
Total consumer loans			8.4						1.0						1.0
Total			$	32.2					$	1.8					$	4.1

NOTE 5.    ALLOWANCE FOR CREDIT LOSSES ON LOANS AND LEASES

The ACL is maintained for credit losses expected in the existing loan and lease portfolio and is presented as a reserve against loans and leases on the Consolidated Balance Sheets. Loan and lease losses are charged off against the ACL, with recoveries of amounts previously charged off credited to the ACL. Provisions for credit losses are charged to operations based on management’s periodic evaluation of the appropriate level of the ACL.

32

Following is a summary of changes in the ACL, by loan and lease class:

TABLE 5.1

(in millions)			Balance at Beginning of Period						Charge- Offs						Recoveries						Net (Charge- Offs) Recoveries						Provision for Credit  Losses																		Balance at End of Period
Three Months Ended September 30, 2026
Commercial real estate			$	166.9					$	(4.9)					$	0.4					$	(4.5)					$	1.0																	$	163.4
Commercial and industrial			117.1						(4.0)						0.5						(3.5)						6.0																		119.6
Commercial leases			22.7						(0.3)						0.1						(0.2)						(1.2)																		21.3
Other			4.7						(1.4)						0.3						(1.1)						1.2																		4.8
Total commercial loans and leases			311.4						(10.6)						1.3						(9.3)						7.0																		309.1
Direct installment			25.2						(0.3)						0.2						(0.1)						0.1																		25.2
Residential mortgages			94.0						(0.5)						0.1						(0.4)						9.6																		103.2
Indirect installment			9.6						(1.6)						0.5						(1.1)						2.3																		10.8
Consumer lines of credit			7.1						(0.2)						0.1						(0.1)						0.2																		7.2
Total consumer loans			135.9						(2.6)						0.9						(1.7)						12.2																		146.4
Total allowance for credit losses on loans and leases			447.3						(13.2)						2.2						(11.0)						19.2																		455.5
Allowance for unfunded loan commitments			19.1						—						—						—						0.4																		19.5
Total allowance for credit losses on loans and leases and allowance for unfunded loan commitments			$	466.4					$	(13.2)					$	2.2					$	(11.0)					$	19.6																	$	475.0
Nine Months Ended September 30, 2026
Commercial real estate			$	175.9					$	(18.4)					$	1.1					$	(17.3)					$	4.8																	$	163.4
Commercial and industrial			98.9						(23.9)						7.3						(16.6)						37.3																		119.6
Commercial leases			26.2						(2.3)						0.1						(2.2)						(2.7)																		21.3
Other			4.4						(3.7)						1.5						(2.2)						2.6																		4.8
Total commercial loans and leases			305.4						(48.3)						10.0						(38.3)						42.0																		309.1
Direct installment			25.7						(0.7)						0.4						(0.3)						(0.2)																		25.2
Residential mortgages			92.4						(2.0)						—						(2.0)						12.8																		103.2
Indirect installment			9.0						(4.5)						1.4						(3.1)						4.9																		10.8
Consumer lines of credit			7.0						(0.6)						0.4						(0.2)						0.4																		7.2
Total consumer loans			134.1						(7.8)						2.2						(5.6)						17.9																		146.4
Total allowance for credit losses on loans and leases			439.5						(56.1)						12.2						(43.9)						59.9																		455.5
Allowance for unfunded loan commitments			20.1						—						—						—						(0.6)																		19.5
Total allowance for credit losses on loans and leases and allowance for unfunded loan commitments			$	459.6					$	(56.1)					$	12.2					$	(43.9)					$	59.3																	$	475.0

33

(in millions)			Balance at Beginning of Period						Charge- Offs						Recoveries						Net (Charge- Offs) Recoveries						Provision for Credit Losses																		Balance at End of Period
Three Months Ended September 30, 2025
Commercial real estate			$	179.5					$	(9.2)					$	0.4					$	(8.8)					$	7.4																	$	178.1
Commercial and industrial			88.3						(9.2)						1.0						(8.2)						14.9																		95.0
Commercial leases			21.6						—						—						—						1.7																		23.3
Other			4.6						(1.4)						0.2						(1.2)						1.2																		4.6
Total commercial loans and leases			294.0						(19.8)						1.6						(18.2)						25.2																		301.0
Direct installment			26.6						(0.1)						0.1						—						(0.6)																		26.0
Residential mortgages			95.4						(0.5)						0.1						(0.4)						(0.8)																		94.2
Indirect installment			9.3						(1.6)						0.6						(1.0)						0.8																		9.1
Consumer lines of credit			6.8						(0.2)						0.1						(0.1)						0.3																		7.0
Total consumer loans			138.1						(2.4)						0.9						(1.5)						(0.3)																		136.3
Total allowance for credit losses on loans and leases			432.1						(22.2)						2.5						(19.7)						24.9																		437.3
Allowance for unfunded loan commitments			21.0						—						—						—						(0.9)																		20.1
Total allowance for credit losses on loans and leases and allowance for unfunded loan commitments			$	453.1					$	(22.2)					$	2.5					$	(19.7)					$	24.0																	$	457.4
Nine Months Ended September 30, 2025
Commercial real estate			$	166.9					$	(19.8)					$	1.0					$	(18.8)					$	30.0																	$	178.1
Commercial and industrial			85.6						(31.6)						6.0						(25.6)						35.0																		95.0
Commercial leases			22.9						(0.2)						—						(0.2)						0.6																		23.3
Other			4.3						(3.6)						0.7						(2.9)						3.2																		4.6
Total commercial loans and leases			279.7						(55.2)						7.7						(47.5)						68.8																		301.0
Direct installment			29.1						(0.7)						0.4						(0.3)						(2.8)																		26.0
Residential mortgages			95.9						(2.3)						0.3						(2.0)						0.3																		94.2
Indirect installment			9.5						(5.5)						1.8						(3.7)						3.3																		9.1
Consumer lines of credit			8.6						(0.8)						0.3						(0.5)						(1.1)																		7.0
Total consumer loans			143.1						(9.3)						2.8						(6.5)						(0.3)																		136.3
Total allowance for credit losses on loans and leases			422.8						(64.5)						10.5						(54.0)						68.5																		437.3
Allowance for unfunded loan commitments			21.4						—						—						—						(1.3)																		20.1
Total allowance for credit losses on loans and leases and allowance for unfunded loan commitments			$	444.2					$	(64.5)					$	10.5					$	(54.0)					$	67.2																	$	457.4

Following is a summary of changes in the AULC by portfolio segment:

TABLE 5.2

			Three Months Ended September 30,												Nine Months Ended September 30,
			2026						2025						2026						2025
(in millions)
Balance at beginning of period			$	19.1					$	21.0					$	20.1					$	21.4
Provision for unfunded loan commitments and letters of credit:
Commercial portfolio			0.4						(0.8)						(0.5)						(1.1)
Consumer portfolio			—						(0.1)						(0.1)						(0.2)
Balance at end of period			$	19.5					$	20.1					$	19.5					$	20.1

34

The model used to calculate the ACL is dependent on the portfolio composition and credit quality, as well as historical experience, current conditions and forecasts of economic conditions and interest rates. Specifically, the following considerations are incorporated into the ACL calculation:

•a third-party macroeconomic forecast scenario;

•a 24-month R&S forecast period for macroeconomic factors with a reversion to the historical mean on a straight-line basis over a 12-month period; and

•the historical through-the-cycle mean was calculated using an expanded period to include a prior recessionary period.

At September 30, 2026 and December 31, 2025, we utilized a third-party consensus macroeconomic forecast reflecting the current and projected macroeconomic environment. For our ACL calculation at September 30, 2026, the macroeconomic variables that we utilized included, but were not limited to: (i) the purchase only Housing Price Index, which increases 4.1% over our R&S forecast period, (ii) a Commercial Real Estate (CRE) Price Index, which increases 1.1% over our R&S forecast period, (iii) S&P Volatility, which increases 15.9% in 2026 and decreases 4.6% in 2027 and (iv) personal and business bankruptcies, which increase and decrease, respectively, over the R&S forecast period but average below the historical through-the-cycle period. Macroeconomic variables that we utilized for our ACL calculation as of December 31, 2025 included, but were not limited to: (i) the purchase only Housing Price Index, which increases 4.3% over our R&S forecast period, (ii) a CRE Price Index, which decreases 0.5% over our R&S forecast period, (iii) S&P Volatility, which decreases 2.2% in 2026 and 7.9% in 2027 and (iv) personal and business bankruptcies, which increase steadily over the R&S forecast period but average below the historical through-the-cycle period.

The ACL on loans and leases of $455.5 million at September 30, 2026 increased $16.0 million, or 3.6%, from December 31, 2025. Our ending ACL coverage ratio at September 30, 2026 was 1.25%, and 1.26% at December 31, 2025. Total provision for credit losses for the three months ended September 30, 2026 was $19.6 million, compared to $24.0 million in the same period of 2025. Net charge-offs were $11.0 million, or 0.12% annualized of average total loans, during the three months ended September 30, 2026, compared to $19.7 million, or 0.22% annualized, for the same period of 2025. Total provision for credit losses for the nine months ended September 30, 2026 was $59.5 million, compared to $67.1 million in the same period of 2025. Net charge-offs were $43.9 million, or 0.17% annualized of average total loans, during the nine months ended September 30, 2026, compared to $54.0 million, or 0.21% annualized, for the same period of 2025.

NOTE 6.    LOAN SERVICING

Mortgage Loan Servicing

We retain the servicing rights on certain mortgage loans sold. The unpaid principal balance of mortgage loans serviced for others is listed below:

TABLE 6.1

(in millions)			September 30, 2026						December 31, 2025
Mortgage loans sold with servicing retained			$	7,690					$	7,062

The following table summarizes activity relating to mortgage loans sold with servicing retained:

TABLE 6.2

			Three Months Ended September 30,												Nine Months Ended September 30,
(in millions)			2026						2025						2026						2025
Mortgage loans sold with servicing retained			$	481					$	415					$	1,546					$	1,050
Pre-tax net gains (losses) resulting from above loan sales (1)			4						8						18						17
Mortgage servicing fees (1)			5						5						14						13

(1) Recorded in mortgage banking operations on the Consolidated Statements of Income.

35

Following is a summary of activity relating to MSRs:

TABLE 6.3

			Three Months Ended September 30,												Nine Months Ended September 30,
(in millions)			2026						2025						2026						2025
Balance at beginning of period			$	75.3					$	72.2					$	73.5					$	70.5
Additions			6.3						4.6						17.3						10.6
Payoffs and curtailments			(1.3)						(1.2)						(5.0)						(3.3)
Impairment (charge) / recovery			(0.4)						(0.1)						(0.3)						(0.1)
Amortization / other			(2.7)						(1.8)						(8.3)						(4.0)
Balance at end of period			$	77.2					$	73.7					$	77.2					$	73.7
Fair value, beginning of period			$	94.9					$	85.5					$	88.2					$	86.3
Fair value, end of period			116.1						87.0						116.1						87.0

The valuation allowance for MSRs was $0.4 million at September 30, 2026 and $0.1 million at December 31, 2025.

The fair value of MSRs is highly sensitive to changes in assumptions and is determined by estimating the present value of the asset’s future cash flows utilizing market-based prepayment rates, discount rates and other assumptions validated through comparison to trade information, industry surveys and the use of independent third-party valuations. Changes in prepayment speed assumptions have the most significant impact on the fair value of MSRs. Generally, as interest rates decline, mortgage loan prepayments accelerate due to increased refinance activity, which results in a decrease in the fair value of MSRs and as interest rates increase, mortgage loan prepayments decline, which results in an increase in the fair value of MSRs. Measurement of fair value is limited to the conditions existing and the assumptions utilized as of a particular point in time, and those assumptions may not be appropriate if they are applied at a different point in time.

Following is a summary of the sensitivity of the fair value of MSRs to changes in key assumptions:

TABLE 6.4

(dollars in millions)			September 30, 2026						December 31, 2025
Weighted average life (months)			106						89
Constant prepayment rate (annualized)			6.6		%				8.6		%
Discount rate			9.8		%				10.1		%
Effect on fair value due to change in interest rates:
+2.00%			$	14					$	13
+1.00%			10						10
+0.50%			6						7
+0.25%			3						4
-0.25%			(4)						(4)
-0.50%			(10)						(8)
-1.00%			(23)						(14)
-2.00%			(45)						(24)
-3.00%			(58)						(42)

The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. Changes in fair value based on adverse changes in assumptions generally cannot be extrapolated because the relationship of the changes in assumptions to fair value may not be linear. Also, in this table, the effects of an adverse variation in a particular assumption on the fair value of MSRs is calculated without changing any other assumptions, while, in reality, changes in one

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factor may result in changing another, which may magnify or contract the effect of the change.

NOTE 7.    LEASES

We have operating leases primarily for certain branches, office space, land and office equipment. We have finance leases for certain branches. Our operating leases expire at various dates through the year 2046 and generally include one or more options to renew. Our finance leases expire at various dates through the year 2051 and generally include one or more options to renew. The exercise of lease renewal options is at our sole discretion. As of September 30, 2026, we had operating lease right-of-use assets and operating lease liabilities of $203.4 million and $244.6 million, respectively, including $68.3 million in operating right-of-use assets and $97.9 million in operating lease liabilities with a related party. As of September 30, 2026, we had finance lease right-of-use assets and finance lease liabilities of $34.4 million and $38.1 million, respectively.

Our operating lease agreements do not contain any material residual value guarantees or material restrictive covenants. As of September 30, 2026, we have certain operating lease agreements, primarily for administrative office space, that are expected to commence in 2026 and early 2027 with lease terms of up to 20 years. At commencement, it is expected that these leases will add approximately $10.5 million in right-of-use assets and $10.5 million in other liabilities.

The Pittsburgh headquarters building is a related party operating lease accounted for in a manner consistent with all other leases on the basis of the legally enforceable terms and conditions of the lease and the related party represents a VIE for which we are not the primary beneficiary. For further information about the related party VIE, please see Note 8, "Variable Interest Entities" and Note 20, "Acquisition of Partnership Interests."

The components of lease expense were as follows:

TABLE 7.1

			Three Months Ended September 30,												Nine Months Ended September 30,
(in millions)			2026						2025						2026						2025
Operating lease cost			$	11					$	10					$	32					$	30
Variable lease cost			2						1						5						4
Finance lease cost			1						1						3						3
Total lease cost			$	14					$	12					$	40					$	37

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Other information related to leases is as follows:

TABLE 7.2

			Nine Months Ended September 30,
(dollars in millions)			2026						2025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases			$	29					$	28
Operating cash flows from finance leases			$	1					$	1
Right-of-use assets obtained in exchange for lease obligations:
Operating leases			$	20					$	19
Finance leases			$	4					$	—
Weighted average remaining lease term (years):
Operating leases			10						11
Finance leases			16						17
Weighted average discount rate:
Operating leases			4.1		%				4.0		%
Finance leases			3.7		%				3.6		%

Future cash flows of lease liabilities are as follows:

TABLE 7.3

(in millions)			Operating Leases						Finance Leases						Total Leases
September 30, 2026
0 - 12 months			$	38					$	3					$	41
13 - 24 months			35						3						38
25 - 36 months			32						3						35
37 - 48 months			29						3						32
49 - 60 months			26						3						29
Later years			141						36						177
Total lease payments			301						51						352
Less: imputed interest			(56)						(13)						(69)
Present value of lease liabilities			$	245					$	38					$	283

As a lessor we offer commercial leasing services to customers in need of new or used equipment primarily within our market areas of Pennsylvania, Ohio, Maryland, North Carolina, South Carolina and West Virginia. Additional information relating to commercial leasing is provided in Note 4, “Loans and Leases” in the Notes to Consolidated Financial Statements.

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NOTE 8.    VARIABLE INTEREST ENTITIES

We evaluate our interest in certain entities to determine if these entities meet the definition of a VIE and whether we are the primary beneficiary and required to consolidate the entity based on the variable interest we held both at inception and when there is a change in circumstances that requires a reconsideration.

Unconsolidated VIEs

The following table provides a summary of the assets and liabilities included in our Consolidated Financial Statements, as well as the maximum exposure to losses, associated with our interests related to VIEs for which we hold an interest, but are not the primary beneficiary. Additionally, we have an operating lease with a related party and a maximum exposure to loss of approximately $70 million and FNBPA made a construction loan to the same related party. For further information about this unconsolidated VIE, please see Note 7, "Leases" and Note 20, "Acquisition of Partnership Interests."

TABLE 8.1

(in millions)			Total Assets						Total Liabilities						Maximum Exposure to Loss
September 30, 2026
Trust preferred securities (1)			$	3					$	74					$	—
Tax credit partnerships			170						52						170
Other investments			42						—						42
Total			$	215					$	126					$	212
December 31, 2025
Trust preferred securities (1)			$	3					$	74					$	—
Tax credit partnerships			174						66						174
Other investments			38						—						38
Total			$	215					$	140					$	212
(1) Represents our investment in unconsolidated subsidiaries.

Trust-Preferred Securities

We have certain wholly-owned trusts whose assets, liabilities, equity, income and expenses are not included within our Consolidated Financial Statements. These trusts have been formed for the sole purpose of issuing TPS, from which the proceeds are then invested in our junior subordinated debentures, which are reflected in our Consolidated Balance Sheets as junior subordinated debt. The TPS are the obligations of the trusts, and as such, are not consolidated within our Consolidated Financial Statements. For additional information relating to our TPS, see Note 10, “Borrowings” in the Notes to Consolidated Financial Statements.

Each issue of the junior subordinated debentures has an interest rate equal to the corresponding TPS distribution rate. We have the right to defer payment of interest on the debentures at any time, or from time-to-time for a period not exceeding five years provided that no extension period may extend beyond the stated maturity of the related debentures. During any such extension period, distributions to the TPS will also be deferred and our ability to pay dividends on our common stock will be restricted. Periodic cash payments and payments upon liquidation or redemption with respect to TPS are guaranteed by us to the extent of funds held by the trusts. The guarantee ranks subordinate and junior in right of payment to all our indebtedness to the same extent as the junior subordinated debt. The guarantee does not place a limitation on the amount of additional indebtedness that may be incurred by us.

Affordable Housing, Historic and New Market Tax Credit Partnerships

We make equity investments as a limited partner in various partnerships of affordable housing (LIHTC), historic tax credit (HTC) and new market tax credit (NMTC) programs pursuant to Sections 42, 47 and 45d of the Internal Revenue Code, respectively. The purpose of many of these investments is to support initiatives associated with the Community Reinvestment Act while earning a satisfactory return. The activities of the LIHTC partnerships include the development and operation of multi-family housing that is leased to qualifying residential tenants. HTC partnerships allow us to make investments in projects

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that involve the rehabilitation of historic structures, often combining our investments with bank financing. NMTC partnerships are designed to channel investments into distressed communities, fostering community development and stimulating economic growth. These tax credit partnerships are generally located in communities where we have a banking presence and meet the definition of a VIE; however, we are not the primary beneficiary of the entities, as the general partner or managing member has both the power to direct the activities that most significantly impact the economic performance of the entities and the obligation to absorb losses beyond our own equity investment.

We apply the proportional amortization method of accounting for our investments in LIHTC, HTC and NMTC partnerships. We record our investment in tax credit partnerships as a component of other assets.

The following table presents the balances of our LIHTC, HTC and NMTC investments and related unfunded commitments:

TABLE 8.2

(in millions)			September 30, 2026						December 31, 2025
Tax credit investments included in other assets			$	118					$	108
Unfunded tax credit investments			52						66

The following table summarizes the impact of these tax credit investments on the provision for income taxes in our Consolidated Statements of Income:

TABLE 8.3

			Three Months Ended September 30,												Nine Months Ended September 30,
(in millions)			2026						2025						2026						2025
Provision for income taxes:
Amortization of tax credit investments under proportional method			$	7					$	6					$	20					$	18
Tax credits from tax credit investments			(7)						(6)						(21)						(19)
Other tax benefits related to tax credit investments			(1)						(1)						(3)						(3)
Total impact on provision for income taxes			$	(1)					$	(1)					$	(4)					$	(4)

Other Investments

Other investments we also consider to be unconsolidated VIEs include investments in Small Business Investment Companies and other equity method investments.

NOTE 9.    DEPOSITS

Following is a summary of deposits:

TABLE 9.1

(in millions)			September 30, 2026						December 31, 2025
Non-interest-bearing demand			$	10,134					$	9,914
Interest-bearing demand			6,834						6,740
Money market			12,406						11,707
Savings			3,021						3,090
Certificates and other time deposits			7,155						7,308
Total deposits			$	39,550					$	38,759

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NOTE 10.    BORROWINGS

Following is a summary of short-term borrowings:

TABLE 10.1

(in millions)			September 30, 2026						December 31, 2025
Securities sold under repurchase agreements			$	112					$	131
Federal Home Loan Bank advances			2,015						1,055
Federal funds purchased			750						705
Subordinated notes			124						126
Total short-term borrowings			$	3,001					$	2,017

Borrowings with original maturities of one year or less are classified as short-term. Securities sold under repurchase agreements are comprised of customer repurchase agreements, which are sweep accounts with next-day maturities utilized by larger commercial customers to earn interest on their funds. Securities are pledged to these customers in an amount at least equal to the outstanding balance. Of the total short-term FHLB advances, $615.0 million, or 30.5%, had overnight maturities as of September 30, 2026, compared to $530.0 million, or 50.2%, as of December 31, 2025. At September 30, 2026 and December 31, 2025, none of the short-term FHLB advances were swapped to fixed rates. Federal funds purchased are overnight funds borrowed from other financial institutions. Subordinated notes are unsecured and subordinated to our other indebtedness. The short-term subordinated notes mature within one year.

Following is a summary of long-term borrowings:

TABLE 10.2

(in millions)			September 30, 2026						December 31, 2025
Federal Home Loan Bank advances			$	1,000					$	1,100
Senior notes			498						498
Subordinated notes			87						86
Junior subordinated debt			74						74
Other subordinated debt			144						143
Total long-term borrowings			$	1,803					$	1,901

Our banking affiliate has available credit with the FHLB of $12.0 billion, of which $8.6 billion was available for borrowing as of September 30, 2026. The outstanding FHLB advances (including both short-term and long-term borrowings) are secured by $16.7 billion of loans collateralized by residential mortgages, home equity lines of credit and commercial real estate. The short-term borrowings are scheduled to mature in various amounts periodically through 2027 while the long-term borrowings are scheduled to mature periodically through 2028. Weighted average interest rates paid on long-term FHLB advances held during the nine months ended September 30, 2026 and 2025 were 3.94% and 4.33%, respectively.

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The following table provides information relating to our senior notes and other subordinated debt as of September 30, 2026. The subordinated notes are eligible for treatment as tier 2 capital for regulatory capital purposes.

TABLE 10.3

(dollars in millions)			Aggregate Principal Amount Issued						Net Proceeds (5)						Carrying Value						Stated Maturity Date						Interest Rate
Senior Notes:
Fixed-To-Floating Rate Senior Notes due December 11, 2030 (1)			$	500					$	497					$	498					12/11/2030						5.722		%
Total senior notes			500						497						498
Other Subordinated Debt:
Fixed-To-Floating Rate Subordinated Notes due 2029 (2)			120						118						120						2/14/2029						6.417		%
Fixed-To-Floating Rate Subordinated Notes due December 6, 2028 (3) (4)			25						26						24						12/6/2028						7.095		%
Total other subordinated debt			145						144						144
Total			$	645					$	641					$	642

(1) Fixed rate until December 11, 2029, at which time it converts to a floating rate determined by the Compounded SOFR plus 193 basis points.

(2) Floating rate effective February 14, 2024, determined by the Benchmark Replacement (three-month Chicago Mercantile Exchange (CME) term SOFR plus a tenor spread adjustment of 26 basis points) plus 240 basis points.

(3) Floating rate effective December 6, 2023, determined by the Benchmark Replacement (three-month CME term SOFR plus a tenor spread adjustment of 26 basis points) plus 302 basis points.

(4) Assumed from an acquisition and adjusted to fair value at the time of acquisition.

(5) After deducting underwriting discounts and commissions and offering costs. For the debt assumed from acquisitions, this is the fair value of the debt at the time of the acquisition.

The junior subordinated debt is comprised of the debt securities issued by FNB, or companies we acquired, in relation to our four unconsolidated subsidiary trusts (collectively, the Trusts), which are unconsolidated VIEs, and are included on the Consolidated Balance Sheets in long-term borrowings. Since third-party investors are the primary beneficiaries, the Trusts are not consolidated in our Financial Statements. We record the distributions on the junior subordinated debt issued to the Trusts as interest expense.

The following table provides information relating to the Trusts as of September 30, 2026:

TABLE 10.4

(dollars in millions)			Trust Preferred Securities						Common Securities						Junior Subordinated Debt						Stated Maturity Date						Interest Rate						Rate Reset Factor
F.N.B. Statutory Trust II			$	22					$	1					$	22					6/15/2036						5.81		%				SOFR + 165 bps
Yadkin Valley Statutory Trust I			25						1						23						12/15/2037						5.48		%				SOFR + 132 bps
FNB Financial Services Capital Trust I			25						1						24						9/30/2035						5.80		%				SOFR + 146 bps
Patapsco Statutory Trust I			5						—						5						12/15/2035						5.64		%				SOFR + 148 bps
Total			$	77					$	3					$	74

The SOFR rate used for the rate reset factors in the above table is the Benchmark Replacement (three-month CME term SOFR plus a tenor spread adjustment of 26 basis points).

Other Credit Availability

Excluding FHLB availability, our banking affiliate has additional unused other wholesale credit availability of $9.5 billion as of September 30, 2026.

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NOTE 11.    DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

We are exposed to certain risks arising from both our business operations and economic conditions. We principally manage our exposures to a wide variety of business and operational risks through management of our core business activities. We manage economic risks, including interest rate risk, primarily by managing the amount, source, and duration of our assets and liabilities, and through the use of derivative instruments. Derivative instruments are used to reduce the effects that changes in interest rates may have on net income and cash flows. We also use derivative instruments to facilitate transactions on behalf of our customers.

All derivatives are carried on the Consolidated Balance Sheets at fair value and do not take into account the effects of master netting arrangements we have with other financial institutions. Credit risk is included in the determination of the estimated fair value of derivatives. Derivative assets are reported in the Consolidated Balance Sheets in other assets while derivative liabilities are reported in other liabilities. Cash flow activity relating to derivative assets and derivative liabilities is reported in the other, net line in operating activities on the Consolidated Statements of Cash Flows. Changes in fair value are recognized in earnings except for certain changes related to derivative instruments designated as part of a cash flow hedging relationship, which are recognized in other comprehensive income.

The following table presents notional amounts and gross fair values of our derivative assets and derivative liabilities which are not offset in the Consolidated Balance Sheets:

TABLE 11.1

			September 30, 2026																		December 31, 2025
			Notional						Fair Value												Notional						Fair Value
(in millions)			Amount						Assets						Liabilities						Amount						Assets						Liabilities
Gross Derivatives
Subject to master netting arrangements:
Interest rate contracts – designated			$	1,750					$	—					$	24					$	1,650					$	13					$	—
Interest rate swaps – not designated			5,897						148						1						6,064						51						51
Total subject to master netting arrangements			7,647						148						25						7,714						64						51
Not subject to master netting arrangements:
Interest rate swaps – not designated			5,897						1						278						6,064						51						155
Interest rate lock commitments – not designated			260						—						6						298						7						—
Forward delivery commitments – not designated			371						10						—						458						—						2
Credit risk contracts – not designated			748						—						—						815						—						—
Total not subject to master netting arrangements			7,276						11						284						7,635						58						157
Total			$	14,923					$	159					$	309					$	15,349					$	122					$	208

Certain derivative exchanges have enacted a rule change which in effect results in the legal characterization of variation margin payments for certain derivative contracts as settlement of the derivatives mark-to-market exposure and not collateral. We record variation margin on trades cleared through these exchanges as settled. The daily settlement of the derivative exposure does not change or reset the contractual terms of the instrument.

Derivatives Designated as Hedging Instruments under GAAP

Interest Rate Contracts. We entered into interest rate derivative agreements to modify the interest rate characteristics of certain commercial loans and certain of our FHLB advances from variable rate to fixed rate in order to reduce the impact of changes in future cash flows due to market interest rate changes. These agreements are designated as cash flow hedges, in the form of interest rate swaps and collars, hedging the exposure to variability in expected future cash flows. The derivative’s gain or loss, including any ineffectiveness, is initially reported as a component of other comprehensive income and subsequently reclassified into earnings in the same line item associated with the forecasted transaction when the forecasted transaction affects earnings.

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The following table shows amounts reclassified from AOCI:

TABLE 11.2

			Amount of Gain (Loss) Recognized in OCI on Derivatives												Location of Gain (Loss) Reclassified from AOCI into Income						Amount of Gain (Loss) Reclassified from AOCI into Income
			Nine Months Ended September 30,																		Nine Months Ended September 30,
(in millions)			2026						2025												2026						2025
Derivatives in cash flow hedging relationships:
Interest rate contracts			$	(35)					$	14					Interest income (expense)						$	2					$	(19)

The following table represents gains (losses) recognized in the Consolidated Statements of Income on cash flow hedging relationships:

TABLE 11.3

			Nine months ended September 30,
			2026												2025
(in millions)			Interest Income - Loans and Leases						Interest Expense - Short-Term Borrowings						Interest Income - Loans and Leases						Interest Expense - Short-Term Borrowings
Total amounts of income and expense line items presented in the Consolidated Statements of Income (the effects of cash flow hedges are included in these line items)			$	1,488					$	62					$	1,492					$	52
The effects of cash flow hedging:
Gain (loss) on cash flow hedging relationships:
Interest rate contracts:
Amount of gain (loss) reclassified from AOCI into net income			2						—						(19)						—

As of September 30, 2026, the maximum length of time over which forecasted interest cash flows are hedged is 3.3 years. In the twelve months that follow September 30, 2026, we expect to reclassify from the amount currently reported in AOCI net derivative losses of $8.6 million ($6.7 million net of tax), in association with interest on the hedged loans. This amount could differ from amounts actually recognized due to changes in interest rates, hedge de-designations, and the addition of other hedges subsequent to September 30, 2026.

There were no components of derivative gains or losses excluded from the assessment of hedge effectiveness related to these cash flow hedges. Also, during the nine months ended September 30, 2026 and 2025, there were no gains or losses from cash flow hedge derivatives reclassified to earnings because it became probable that the original forecasted transactions would not occur.

Derivatives Not Designated as Hedging Instruments under GAAP

A description of interest rate swaps, interest rate lock commitments, forward delivery commitments and credit risk contracts can be found in Note 15, "Derivative Instruments and Hedging Activities" in the Consolidated Financial Statements included in our 2025 Annual Report on Form 10-K filed with the SEC on February 24, 2026.

Interest rate swap agreements with loan customers and with the offsetting counterparties are reported at fair value in other assets and other liabilities on the Consolidated Balance Sheets with any resulting gain or loss recorded in current period earnings as other income or other expense.

Risk participation agreements sold with notional amounts totaling $497 million as of September 30, 2026 have remaining terms ranging from 8 days to 19 years. Under these agreements, our maximum exposure assuming a customer defaults on their obligation to perform under certain derivative swap contracts with third parties would be $0.02 million at September 30, 2026

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and $0 at December 31, 2025. The fair values of risk participation agreements purchased and sold were $0.03 million and $0.02 million, respectively, at September 30, 2026, and $0.1 million and $0.1 million, respectively, at December 31, 2025.

The following table presents the effect of certain derivative financial instruments on the Consolidated Statements of Income:

TABLE 11.4

									Nine Months Ended September 30,
(in millions)			Consolidated Statements of Income Location						2026						2025
Interest rate swaps			Non-interest income - other						$	—					$	—
Mortgage banking contracts			Mortgage banking operations						12						(3)
Credit risk contracts			Non-interest income - other						—						—

Counterparty Credit Risk

We are party to master netting arrangements with most of our swap derivative dealer counterparties. Collateral, usually marketable securities and/or cash, is exchanged between FNB and our counterparties, and is generally subject to thresholds and transfer minimums. For swap transactions that require central clearing, we post cash and securities to our clearing agency. Collateral positions are settled or valued daily, and adjustments to amounts received and pledged by us are made as appropriate to maintain proper collateralization for these transactions.

Certain master netting agreements contain provisions that, if violated, could cause the counterparties to request immediate settlement or demand full collateralization under the derivative instrument. If we had breached our agreements with our derivative counterparties we would be required to settle our obligations under the agreements at the termination value and would be required to pay $0 as of September 30, 2026 and $0.1 million as of December 31, 2025, in excess of amounts previously posted as collateral with the respective counterparty.

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The following table presents a reconciliation of the net amounts of derivative assets and derivative liabilities presented in the Consolidated Balance Sheets to the net amounts that would result in the event of offset. Swap derivative transactions with customers are generally secured by rights to non-financial collateral, such as real and personal property, which is not shown in the table below.

TABLE 11.5

																					Gross Amounts Not Offset in the Consolidated Balance Sheets
(in millions)			Gross Amount Recognized						Gross Amount Offset in the Consolidated Balance Sheets						Net Amount Presented in the Consolidated Balance Sheets						Financial Instruments Available for Offset						Collateral Received/Pledged						Net Amount
September 30, 2026
Derivative Assets
Subject to master netting arrangement			$	148					$	—					$	148					$	1					$	147					$	—
Not subject to master netting arrangement			1						—						1
Total			$	149					$	—					$	149

Derivative Liabilities
Subject to master netting arrangement			$	25					$	—					$	25					$	1					$	24					$	—
Not subject to master netting arrangement			278						—						278
Total			$	303					$	—					$	303

December 31, 2025
Derivative Assets
Subject to master netting arrangement			$	64					$	—					$	64					$	43					$	20					$	1
Not subject to master netting arrangement			51						—						51
Total			$	115					$	—					$	115

Derivative Liabilities
Subject to master netting arrangement			$	51					$	—					$	51					$	43					$	8					$	—
Not subject to master netting arrangement			155						—						155
Total			$	206					$	—					$	206

NOTE 12.    COMMITMENTS, CREDIT RISK AND CONTINGENCIES

We have commitments to extend credit and standby letters of credit that involve certain elements of credit risk in excess of the amount stated in the Consolidated Balance Sheets. Our exposure to credit loss in the event of non-performance by the customer is represented by the contractual amount of those instruments. The credit risk associated with commitments to extend credit and standby letters of credit is essentially the same as that involved in extending loans and leases to customers and is subject to normal credit policies. Since many of these commitments expire without being drawn upon, the total commitment amounts do not necessarily represent future cash flow requirements.

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Following is a summary of off-balance sheet credit risk information:

TABLE 12.1

(in millions)			September 30, 2026						December 31, 2025
Commitments to extend credit			$	15,219					$	14,806
Standby letters of credit			381						263

At September 30, 2026, funding of 84.1% of the commitments to extend credit was dependent on the financial condition of the customer. We have the ability to withdraw such commitments at our discretion. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Based on management’s credit evaluation of the customer, collateral may be deemed necessary. Collateral requirements vary and may include accounts receivable, inventory, property, plant and equipment and income-producing commercial properties.

Standby letters of credit are conditional commitments issued by us that may require payment at a future date. The credit risk involved in issuing letters of credit is actively monitored through review of the historical performance of our portfolios.

Our AULC for commitments that are not unconditionally cancellable, which is included in other liabilities on the Consolidated Balance Sheets, was $19.5 million at September 30, 2026 and $20.1 million at December 31, 2025. Additional information relating to the AULC is provided in Note 5, "Allowance for Credit Losses on Loans and Leases" in the Notes to Consolidated Financial Statements.

In addition to the above commitments, subordinated notes issued by FNB Financial Services, LP, a wholly-owned finance subsidiary, are fully and unconditionally guaranteed by FNB. These subordinated notes are included in the summaries of short-term borrowings and long-term borrowings in Note 10, “Borrowings” in the Notes to Consolidated Financial Statements.

Other Legal Proceedings

In the ordinary course of business, we may assert claims in legal proceedings against another party or parties, and likewise may be named as defendants in, or made parties to, pending and potential legal actions. Also, as regulated entities, we are subject to governmental and regulatory examinations, information-gathering requests, and may be subject to investigations and proceedings (both formal and informal). Such asserted or threatened claims, litigation, investigations, inquiries, regulatory and administrative proceedings typically entail matters that are considered incidental to the normal conduct of business. Claims for significant monetary damages may be asserted in many of these types of legal actions, while claims for disgorgement, reimbursement, restitution, penalties and/or other remedial actions or sanctions may be sought in regulatory matters. In these instances, if we determine that we have meritorious defenses, we will engage in an aggressive defense. However, if management determines, in consultation with counsel, that settlement of a matter is in the best interest of FNB and our shareholders, we may do so. It is inherently difficult to predict the eventual outcomes of such matters given their complexity and the particular facts and circumstances at issue in each of these matters. However, on the basis of our current knowledge and understanding, and advice of counsel, we do not believe that judgments, sanctions, settlement resolutions, regulatory actions, investigations, inquiries, settlements or orders, if any, that have arisen or may arise from these matters (either individually or in the aggregate, after giving effect to applicable reserves and insurance coverage) will have a material adverse effect on our financial position or liquidity, although they could potentially have a material effect on net income in a given period.

In view of the inherent unpredictability of outcomes in litigation and governmental and regulatory matters, particularly where (i) the damages sought are indeterminate, (ii) the proceedings are in the early stages, or (iii) the matters involve novel legal theories or a large number of parties, as a matter of course, there is considerable uncertainty surrounding the timing or ultimate resolution of litigation and governmental and regulatory matters, including a possible eventual loss, financial or other commitments, fine, restitution, penalty, business or adverse reputational impact, if any, associated with each such matter. In accordance with applicable accounting guidance, we establish accruals for litigation and governmental and regulatory matters when those matters proceed to a stage where they present loss contingencies that are both probable and reasonably estimable. In such cases, there may be a possible exposure to loss in excess of any amounts accrued. We will continue to monitor such matters, including ongoing reviews, examinations, and investigations by banking regulatory agencies and other government authorities, for developments that could affect the amount of the accrual, and will adjust the accrual amount as appropriate. If the loss contingency in question is not both probable and reasonably estimable, we do not establish an accrual and the matter will continue to be monitored for any developments that would make the loss contingency both probable and reasonably

47

estimable. We believe that our accruals for legal proceedings are appropriate and, in the aggregate, are not material to our consolidated financial position, although future accruals could have a material effect on net income in a given period.

On February 5, 2024, we announced that Yadkin Bank and its successor by merger, FNBPA, reached a settlement with the DOJ and the State of North Carolina to resolve their fair lending concerns, which FNBPA disputed, related to the assessment of mortgage lending activities during a four-year period in the Winston-Salem and Charlotte, North Carolina markets that began prior to Yadkin’s merger with FNBPA in March 2017. The settlement included FNBPA's commitment to provide $11.75 million in subsidies on mortgages and home equity loans originated in the Charlotte and Winston-Salem, North Carolina markets beginning in 2024 continuing until the full amount has been deployed. This subsidy amount is part of our existing, previously announced commitment to underserved communities, including the Winston-Salem and Charlotte markets. Importantly, the settlement was not initiated through a referral by a federal bank regulatory agency or consumer complaint, and included no civil money penalties levied against FNBPA. Effective January 2026, FNBPA had fully deployed the $11.75 million mortgage subsidy in the Charlotte and Winston-Salem majority Black and Hispanic census tracts (MBHCTs) and is in substantial compliance with all material terms of the settlement.

NOTE 13.    STOCK INCENTIVE PLANS

Restricted Stock

We issue restricted stock unit awards to key employees under our Incentive Compensation Plan (Plan). We issue time-based awards and performance-based awards under this Plan, both of which are based on a three-year vesting period. The grant date fair value of the time-based awards is equal to the price of our common stock on the grant date. The fair value of the performance-based awards is based on a Monte-Carlo simulation valuation of our common stock as of the grant date. The assumptions used for this valuation include stock price volatility, risk-free interest rate and dividend yield. We granted 1,224,364 and 1,413,805 restricted stock units during the nine months ended September 30, 2026 and 2025, respectively, including 266,078 and 316,112 performance-based restricted stock units during those same periods, respectively. We have shareholder approval under the Plan to issue up to 14,000,000 shares of common stock. As of September 30, 2026, we had 6,192,920 remaining shares available for awards under the Plan.

The unvested restricted stock unit awards are eligible to receive cash dividends or dividend equivalents which are ultimately used to purchase additional shares of stock and are subject to forfeiture if the requisite service period is not completed or the specified performance criteria are not met. These awards are subject to certain accelerated vesting provisions upon retirement, death, disability or in the event of a change in control as defined in the award agreements.

The following table summarizes the activity relating to restricted stock units during the periods indicated:

TABLE 13.1

			Nine Months Ended September 30,
			2026												2025
			Units						Weighted Average Grant Price per Share						Units						Weighted Average Grant Price per Share
Unvested units outstanding at beginning of period			3,484,248						$	13.92					3,571,311						$	13.38
Granted			1,224,364						17.44						1,413,805						14.51
Net adjustment			250,850						—						304,524						—
Vested			(1,517,833)						13.46						(1,580,678)						13.48
Forfeited/expired/canceled			(122,461)						14.82						(198,227)						13.15
Unvested units outstanding at end of period			3,319,168						15.50						3,510,735						13.90

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The following table provides certain information related to restricted stock units:

TABLE 13.2

			Nine Months Ended September 30,
(in millions)			2026						2025
Stock-based compensation expense			$	18					$	15
Tax benefit related to stock-based compensation expense			4						3
Fair value of units vested			20						21

The components of the restricted stock units as of September 30, 2026 are as follows:

TABLE 13.3

(dollars in millions)			Service- Based Units						Performance- Based Units						Total
Unvested restricted stock units			2,379,578						939,590						3,319,168
Unrecognized compensation expense			$	15					$	1					$	16
Intrinsic value			$	41					$	16					$	57
Weighted average remaining life (in years)			1.94						1.84						1.91

NOTE 14.    INCOME TAXES

Income Tax Expense

Federal and state income tax expense and the statutory tax rate and the actual effective tax rate consist of the following:

TABLE 14.1

			Three Months Ended September 30,												Nine Months Ended September 30,
(dollars in millions)			2026						2025						2026						2025
Current income taxes:
Federal taxes			$	37					$	29					$	100					$	82
State taxes			3						3						10						8
Total current income taxes			40						32						110						90
Deferred income taxes:
Federal taxes			—						8						5						16
State taxes			—						—						1						1
Total deferred income taxes			—						8						6						17
Total income taxes			$	40					$	40					$	116					$	107
Statutory federal tax rate			21.0		%				21.0		%				21.0		%				21.0		%
Effective tax rate			20.6						21.3						20.9						21.2

Income tax expense was higher for the nine months ended September 30, 2026, primarily due to higher pre-tax income, offset slightly by higher deduction levels from employee stock compensation vesting and the recognition of a deferred tax benefit related to a capital loss.

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Deferred Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and tax purposes. Deferred tax assets and liabilities are measured based on the enacted tax rates that will apply in the years in which the temporary differences are expected to be recovered or paid. Net deferred tax assets were $14.3 million at September 30, 2026, compared with net deferred tax liabilities of $17.1 million at December 31, 2025.

NOTE 15.    OTHER COMPREHENSIVE INCOME (LOSS)

The following table presents changes in AOCI, net of tax, by component:

TABLE 15.1

(in millions)			Unrealized Net Gains (Losses) on Debt Securities Available for Sale						Unrealized Net Gains (Losses) on Derivative Instruments						Unrecognized Pension and Postretirement Obligations						Total
Nine Months Ended September 30, 2026
Balance at beginning of period			$	(43)					$	10					$	(30)					$	(63)
Other comprehensive income (loss) before reclassifications			(96)						(27)						1						(122)
Amounts reclassified from AOCI			—						(2)						—						(2)
Net current period other comprehensive income (loss)			(96)						(29)						1						(124)
Balance at end of period			$	(139)					$	(19)					$	(29)					$	(187)

The amounts reclassified from AOCI related to debt securities AFS are included in net securities gains (losses) on the Consolidated Statements of Income, while the amounts reclassified from AOCI related to derivative instruments in cash flow hedge programs are generally included in interest income on loans and leases on the Consolidated Statements of Income. The tax (benefit) expense amounts reclassified from AOCI in connection with the debt securities AFS and derivative instruments reclassifications are included in income taxes on the Consolidated Statements of Income.

NOTE 16.    EARNINGS PER COMMON SHARE

Basic earnings per common share is calculated by dividing net income available to common shareholders by the weighted average number of shares of common stock outstanding net of unvested shares of restricted stock.

Diluted earnings per common share is calculated by dividing net income available to common shareholders by the weighted average number of shares of common stock outstanding, adjusted for the dilutive effect of potential common shares issuable for restricted shares, as calculated using the treasury stock method. Adjustments to the weighted average number of shares of common stock outstanding are made only when such adjustments dilute earnings per common share.

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The following table sets forth the computation of basic and diluted earnings per common share:

TABLE 16.1

			Three Months Ended September 30,												Nine Months Ended September 30,
(dollars in millions, except per share data)			2026						2025						2026						2025
Net income			$	153					$	150					$	439					$	397
Basic weighted average common shares outstanding			353,973,737						360,562,829						356,662,801						361,232,517
Net effect of dilutive restricted stock			991,616						1,106,789						858,621						1,096,952
Diluted weighted average common shares outstanding			354,965,353						361,669,618						357,521,422						362,329,469
Earnings per common share:
Basic			$	0.43					$	0.41					$	1.23					$	1.10
Diluted			$	0.43					$	0.41					$	1.23					$	1.09

There were no anti-dilutive shares for the nine months ended September 30, 2026 and 2025.

NOTE 17.    CASH FLOW INFORMATION

Following is a summary of supplemental cash flow information:

TABLE 17.1

			Nine Months Ended September 30,
(in millions)			2026						2025
Interest paid on deposits and other borrowings			$	636					$	708
Income taxes paid			65						32
Transfers of loans to other real estate owned			2						2
Loans transferred to held for sale from portfolio			12						32
Loans transferred to portfolio from held for sale			32						27

We did not have any restricted cash as of September 30, 2026 and 2025.

NOTE 18.    BUSINESS SEGMENTS

We operate in three reportable segments: Community Banking, Wealth Management and Insurance.

•The Community Banking segment provides commercial and consumer banking services. Commercial banking solutions include corporate banking, small business banking, investment real estate financing, business credit, capital markets and equipment financing. Consumer banking products and services include deposit products, mortgage lending, consumer lending and a complete suite of mobile and online banking services.

•The Wealth Management segment provides a broad range of personal and corporate fiduciary services including the administration of decedent and trust estates. In addition, it offers various alternative products, including securities brokerage (under a third-party arrangement) and investment advisory services, mutual funds and annuities.

•The Insurance segment includes a full-service insurance brokerage service offering all lines of commercial and personal insurance through major carriers. The Insurance segment also includes a reinsurer.

The interim segmentation and measurement basis for segment profit and loss as of September 30, 2026 is consistent with December 31, 2025.

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The following table provides financial information for these segments of FNB. The information provided under the caption “Parent and Other” represents operations not considered to be reportable segments and/or general operating expenses of FNB, and includes the parent company, other non-bank subsidiaries and eliminations and adjustments to reconcile to the Consolidated Financial Statements.

TABLE 18.1

(in millions)			Community Banking						Wealth Management						Insurance						Parent and Other						Consolidated
At or for the Three Months Ended September 30, 2026
Interest income			$	594					$	—					$	—					$	2					$	596
Interest expense			212						—						—						8						220
Net interest income (loss)			382						—						—						(6)						376
Provision for credit losses			19						—						—						—						19
Non-interest income:
Service charges			24						—						—						—						24
Interchange and card transaction fees			13						—						—						—						13
Trust services			—						12						—						—						12
Insurance commissions and fees			—						—						5						—						5
Securities commissions and fees			—						9						—						—						9
Capital markets income			6						—						—						1						7
Mortgage banking operations			6						—						—						—						6
Other			19						—						—						(2)						17
Total non-interest income			68						21						5						(1)						93
Non-interest expense:
Salaries and employee benefits			117						11						4						1						133
Other			113						2						2						7						124
Total non-interest expense			230						13						6						8						257
Income tax expense (benefit)			42						1						—						(3)						40
Net income (loss)			$	159					$	7					$	(1)					$	(12)					$	153
Total assets			$	51,706					$	51					$	40					$	256					$	52,053
Total loans and leases			36,487						—						—						50						36,537
Total deposits			39,883						—						—						(333)						39,550
Market value of assets under administration - FNTC and FNIS (1)			—						15,207						—						—						15,207

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(in millions)			Community Banking						Wealth Management						Insurance						Parent and Other						Consolidated
At or for the Three Months Ended September 30, 2025
Interest income			$	595					$	—					$	—					$	1					$	596
Interest expense			225						—						—						12						237
Net interest income (loss)			370						—						—						(11)						359
Provision for credit losses			24						—						—						—						24
Non-interest income:
Service charges			23						—						—						—						23
Interchange and card transaction fees			13						—						—						—						13
Trust services			—						12						—						—						12
Insurance commissions and fees			—						—						5						—						5
Securities commissions and fees			—						9						—						—						9
Capital markets income			6						—						—						2						8
Mortgage banking operations			9						—						—						—						9
Other			22						—						—						(3)						19
Total non-interest income			73						21						5						(1)						98
Non-interest expense:
Salaries and employee benefits			117						11						3						—						131
Other			102						3						2						5						112
Non-interest expense			219						14						5						5						243
Income tax expense (benefit)			42						2						—						(4)						40
Net income (loss)			$	158					$	5					$	—					$	(13)					$	150
Total assets			$	49,547					$	47					$	31					$	264					$	49,889
Total loans and leases			34,911						—						—						46						34,957
Total deposits			38,894						—						—						(453)						38,441
Market value of assets under administration - FNBIA, FNTC and FNIS (1)			—						14,885						—						—						14,885

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(in millions)			Community Banking						Wealth Management						Insurance						Parent and Other						Consolidated
At or for the Nine Months Ended September 30, 2026
Interest income			$	1,738					$	—					$	—					$	5					$	1,743
Interest expense			619						—						—						23						642
Net interest income (loss)			1,119						—						—						(18)						1,101
Provision for credit losses			59						—						—						—						59
Non-interest income:
Service charges			71						—						—						—						71
Interchange and card transaction fees			39						—						—						—						39
Trust services			—						37						—						—						37
Insurance commissions and fees			—						—						17						—						17
Securities commissions and fees			—						27						—						—						27
Capital markets income			17						—						—						5						22
Mortgage banking operations			18						—						—						—						18
Other			56						—						—						(6)						50
Total non-interest income			201						64						17						(1)						281
Non-interest expense:
Salaries and employee benefits			356						34						12						2						404
Other			332						7						4						21						364
Total non-interest expense			688						41						16						23						768
Income tax expense (benefit)			122						5						—						(11)						116
Net income (loss)			$	451					$	18					$	1					$	(31)					$	439
Total assets			$	51,706					$	51					$	40					$	256					$	52,053
Total loans and leases			36,487						—						—						50						36,537
Total deposits			39,883						—						—						(333)						39,550
Market value of assets under administration - FNTC and FNIS (1)			—						15,207						—						—						15,207

54

(in millions)			Community Banking						Wealth Management						Insurance						Parent and Other						Consolidated
At or for the Nine Months Ended September 30, 2025
Interest income			$	1,734					$	—					$	—					$	4					$	1,738
Interest expense			667						—						—						41						708
Net interest income (loss)			1,067						—						—						(37)						1,030
Provision for credit losses			67						—						—						—						67
Non-interest income:
Service charges			68						—						—						—						68
Interchange and card transaction fees			39						—						—						—						39
Trust services			—						36						—						—						36
Insurance commissions and fees			—						—						16						—						16
Securities commissions and fees			—						27						—						—						27
Capital markets income			16						—						—						4						20
Mortgage banking operations			22						—						—						—						22
Other			57						—						—						(8)						49
Total non-interest income			202						63						16						(4)						277
Non-interest expense:
Salaries and employee benefits			352						32						11						1						396
Other			306						10						4						20						340
Total non-interest expense			658						42						15						21						736
Income tax expense (benefit)			116						5						—						(14)						107
Net income (loss)			$	428					$	16					$	1					$	(48)					$	397
Total assets			$	49,547					$	47					$	31					$	264					$	49,889
Total loans and leases			34,911						—						—						46						34,957
Total deposits			38,894						—						—						(453)						38,441
Market value of assets under administration - FNBIA, FNTC and FNIS (1)			—						14,885						—						—						14,885

(1) The assets under administration are not held on our Consolidated Balance Sheets.

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NOTE 19.    FAIR VALUE MEASUREMENTS

Refer to Note 25, "Fair Value Measurements" to the Consolidated Financial Statements included in our 2025 Annual Report on Form 10-K filed with the SEC on February 24, 2026 for a description of additional valuation methodologies for assets and liabilities measured at fair value on a recurring and non-recurring basis.

The following table presents the balances of assets and liabilities measured at fair value on a recurring basis:

TABLE 19.1

(in millions)			Level 1						Level 2						Level 3						Total
September 30, 2026
Assets Measured at Fair Value
Debt securities available for sale
U.S. Treasury			$	397					$	—					$	—					$	397
U.S. government agencies			—						27						—						27
U.S. GSE			—						280						—						280
Residential MBS:
Agency MBS			—						710						—						710
Agency CMO			—						494						—						494
Agency commercial MBS			—						1,750						—						1,750
States of the U.S. and political subdivisions (municipals)			—						10						—						10
Other debt securities			—						79						—						79
Total debt securities available for sale			397						3,350						—						3,747
Loans held for sale			—						228						—						228
Loans receivable			—						—						101						101
Derivative financial instruments
Trading			—						149						—						149
Not for trading			—						10						—						10
Total derivative financial instruments			—						159						—						159
Total assets measured at fair value on a recurring basis			$	397					$	3,737					$	101					$	4,235
Liabilities Measured at Fair Value
Derivative financial instruments
Trading			$	—					$	279					$	—					$	279
Not for trading			—						24						6						30
Total derivative financial instruments			—						303						6						309
Total liabilities measured at fair value on a recurring basis			$	—					$	303					$	6					$	309

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(in millions)			Level 1						Level 2						Level 3						Total
December 31, 2025
Assets Measured at Fair Value
Debt securities available for sale
U.S. Treasury			$	356					$	—					$	—					$	356
U.S. government agencies			—						35						—						35
U.S. GSE			—						266						—						266
Residential MBS:
Agency MBS			—						800						—						800
Agency CMO			—						601						—						601
Agency commercial MBS			—						1,599						—						1,599
States of the U.S. and political subdivisions (municipals)			—						19						—						19
Other debt securities			—						51						—						51
Total debt securities available for sale			356						3,371						—						3,727
Loans held for sale			—						514						—						514
Loans receivable			—						—						85						85
Derivative financial instruments
Trading			—						102						—						102
Not for trading			—						13						7						20
Total derivative financial instruments			—						115						7						122
Total assets measured at fair value on a recurring basis			$	356					$	4,000					$	92					$	4,448
Liabilities Measured at Fair Value
Derivative financial instruments
Trading			$	—					$	207					$	—					$	207
Not for trading			—						1						—						1
Total derivative financial instruments			—						208						—						208
Total liabilities measured at fair value on a recurring basis			$	—					$	208					$	—					$	208

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The following table presents additional information about assets measured at fair value on a recurring basis and for which we have utilized Level 3 inputs to determine fair value:

TABLE 19.2

(in millions)									Loans Receivable												Interest Rate Lock Commitments						Total
Nine Months Ended September 30, 2026
Balance at beginning of period									$	85											$	7					$	92
Purchases, issuances, sales and settlements:
Issuances									—												—						—
Settlements									—												(7)						(7)
Transfers into Level 3									16												—						16
Balance at end of period									$	101											$	—					$	101
Year Ended December 31, 2025
Balance at beginning of period									$	53											$	1					$	54
Purchases, issuances, sales and settlements:
Issuances									—												7						7
Settlements									—												(1)						(1)
Transfers into Level 3									32												—						32
Balance at end of period									$	85											$	7					$	92

We review fair value hierarchy classifications on a quarterly basis. Changes in the observability of the valuation attributes may result in reclassification of certain financial assets or liabilities. Such reclassifications are reported as transfers in/out of Level 3 at fair value at the beginning of the period in which the changes occur. During the first nine months of 2026, $16.8 million was transferred to loans receivable measured using the fair value option at Level 3, compared to $24.6 million during the first nine months of 2025.

From time to time, we measure certain assets at fair value on a non-recurring basis. These adjustments to fair value usually result from the application of the lower of cost or fair value accounting or write-downs of individual assets. Valuation methodologies used to measure these fair value adjustments were described in Note 25, "Fair Value Measurements" to the Consolidated Financial Statements included in our 2025 Annual Report on Form 10-K. For assets measured at fair value on a non-recurring basis still held at the Balance Sheet date, the following table provides the hierarchy level and the fair value of the related assets or portfolios:

TABLE 19.3

(in millions)			Level 1						Level 2						Level 3						Total
September 30, 2026
Collateral dependent loans			$	—					$	—					$	75					$	75
Other assets - MSRs			—						—						3						3
Other assets - SBA servicing asset			—						—						2						2
December 31, 2025
Collateral dependent loans			$	—					$	—					$	126					$	126
Other assets - MSRs			—						—						2						2
Other assets - SBA servicing asset			—						—						2						2
Other real estate owned			—						—						1						1

The fair value amounts for collateral dependent loans and OREO in the table above were estimated at a date during the nine months or twelve months ended September 30, 2026 and December 31, 2025, respectively. Consequently, the fair value information presented is not necessarily as of the period’s end. Collateral dependent loans measured or re-measured at fair value

58

on a non-recurring basis during the nine months ended September 30, 2026 had a carrying amount of $75.4 million, which includes an allocated ACL of $21.3 million. The ACL includes a provision applicable to the current period fair value measurements of $18.3 million, which was included in provision for credit losses for the nine months ended September 30, 2026.

MSRs measured at fair value on a non-recurring basis had a carrying value of $3.7 million, and a valuation allowance of $0.4 million, as of September 30, 2026. The valuation allowance includes provision expense of $0.3 million in earnings for the nine months ended September 30, 2026.

Fair Value of Financial Instruments

Refer to Note 25, "Fair Value Measurements" to the Consolidated Financial Statements included in our 2025 Annual Report on Form 10-K filed with the SEC on February 24, 2026 for a description of methods and assumptions that were used to estimate the fair value of each financial instrument.

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The fair values of our financial instruments are as follows:

TABLE 19.4

															Fair Value Measurements
(in millions)			Carrying Amount						Fair  Value						Level 1						Level 2						Level 3
September 30, 2026
Financial Assets
Cash and cash equivalents			$	2,526					$	2,526					$	2,526					$	—					$	—
Debt securities available for sale			3,747						3,747						397						3,350						—
Debt securities held to maturity			4,404						4,021						1						4,020						—
Net loans and leases, including loans held for sale			36,318						35,627						—						228						35,399
Loan servicing rights			79						118						—						—						118
Derivative assets			159						159						—						159						—
Accrued interest receivable			172						172						172						—						—
Financial Liabilities
Deposits			39,550						39,492						32,395						7,097						—
Short-term borrowings			3,001						2,996						2,996						—						—
Long-term borrowings			1,803						1,780						—						992						788
Derivative liabilities			309						309						—						303						6
Accrued interest payable			55						55						55						—						—
December 31, 2025
Financial Assets
Cash and cash equivalents			$	2,498					$	2,498					$	2,498					$	—					$	—
Debt securities available for sale			3,727						3,727						356						3,371						—
Debt securities held to maturity			4,117						3,941						—						3,941						—
Net loans and leases, including loans held for sale			34,853						34,320						—						514						33,806
Loan servicing rights			75						90						—						—						90
Derivative assets			122						122						—						115						7
Accrued interest receivable			163						163						163						—						—
Financial Liabilities
Deposits			38,759						38,736						31,451						7,285						—
Short-term borrowings			2,017						2,018						2,018						—						—
Long-term borrowings			1,901						1,920						—						1,103						817
Derivative liabilities			208						208						—						208						—
Accrued interest payable			50						50						50						—						—

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NOTE 20.    ACQUISITION OF PARTNERSHIP INTERESTS

On October 28, 2026, we entered into a preliminary agreement to acquire all outstanding Partnership interests and, upon closing, obtain control of FNB Financial Tower Partners LLC (the Partnership) through FNB Crawford Place LLC, a wholly-owned subsidiary of the Bank, for consideration of $32 million and the assumption of all outstanding Partnership debt which is owed to the Bank and affiliates of FNB.

The Partnership has total assets of approximately $240 million (net book value) and was formed to own and operate the FNB Financial Center, a 26-story office tower in Pittsburgh, Pennsylvania, that serves as corporate headquarters of FNB and the Bank. Prior to the closing of the proposed transaction, the Partnership is a variable interest entity for which FNB is not the primary beneficiary and, accordingly, is not consolidated by FNB.

Upon closing of the proposed transaction, FNB Crawford Place LLC will assume full ownership of the FNB Financial Center. The transaction is expected to close on or before December 31, 2026. The financial effect of the proposed transaction is still being evaluated and has not yet been determined based on the timing of the preliminary agreement. We continue to evaluate the accounting impact of the proposed transaction, including receiving a third-party valuation of FNB Financial Center which is in process, to determine the amount of potential loss to be recognized. This agreement will serve as a mutually agreeable resolution and global release of the FNB Financial Center development project and any/all related litigation.

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ITEM 2.     MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This MD&A represents an overview of, and highlights, material changes to our financial condition and consolidated results of operations at and for the nine-month periods ended September 30, 2026 and 2025. This MD&A should be read in conjunction with the Consolidated Financial Statements and Notes thereto contained herein and our 2025 Annual Report on Form 10-K filed with the SEC on February 24, 2026. Our results of operations for the nine months ended September 30, 2026 are not necessarily indicative of results expected for the full year.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This Report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward‑looking statements are those that do not relate to historical facts and that are based on current assumptions, beliefs, estimates, expectations and projections, many of which, by their nature, are inherently uncertain and beyond our control. Forward-looking statements may relate to various matters, including our financial condition, results of operations, plans, objectives, future performance, business or industry, and usually can be identified by the use of forward-looking words, such as “anticipates,” “assumes,” “believes,” “can,” “continues,” “could,” “enable,” “estimates,” “expects,” “forecasts,” “goal,” “intends,” “likely,” “may,” “might,” “objective,” “plans,” “positioned,” “potential,” “projects,” “remains,” “should,” “target,” “trend,” “will,” “would,” or similar words or expressions or variations thereof, and the negative thereof, but these terms are not the exclusive means of identifying such statements. You should not place undue reliance on forward-looking statements, as they are subject to risks and uncertainties, including, but not limited to, those described below. When considering these forward-looking statements, you should keep in mind these risks and uncertainties, as well as any cautionary statements we may make.

There are various important factors that could cause future results to differ materially from historical performance and any forward-looking statements. Factors that might cause such differences, include, but are not limited to:

•the credit risk associated with the substantial amount of commercial loans and leases in our loan portfolio;

•the volatility of the mortgage banking business and real estate values, which can be influenced by economic conditions or trends, interest rates, and local market trends;

•changes in market interest rates, U.S. federal government shutdowns and the unpredictability of monetary, tax and other policies of government agencies, including tariffs or the imposition and enforceability of tariffs, trade wars, barriers or restrictions, threats of such actions or related uncertainties;

•the impact of changes in interest rates on the value of our investment securities portfolios;

•the impact that shifts in local and regional commercial real estate market conditions, interest rate fluctuations, geographic commercial office space availability and tenant demand and independent appraisal revisions and other factors beyond our control may have on our branch and headquarters properties and other real estate we own;

•changes in our ability to obtain liquidity as and when needed to fund our obligations as they come due, including as a result of adverse changes to our credit ratings;

•the risk associated with uninsured deposit account balances;

•regulatory limits on our ability to receive dividends from our subsidiaries and pay dividends to our shareholders;

•our ability to recruit and retain qualified banking professionals;

•the financial soundness of other financial institutions and the impact of volatility in the banking sector on us;

•changes and instability in economic conditions and financial markets, in the regions in which we operate or otherwise, including a contraction of economic activity, economic downturn or uncertainty and international conflict, including in the Middle East, disruption of supply chain and energy supply markets and capital markets, changes to inflation expectations and other related uncertainties;

•our ability to continue to invest in technological improvements and artificial intelligence solutions as they become appropriate or necessary;

•any interruption in or breach in security of our information systems, or other cybersecurity risks;

•risks associated with reliance on third-party vendors and related to our use of artificial intelligence in connection with business and operations;

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•our capability to effectively deploy multi-layered defense strategies to mitigate risks associated with evolving artificial intelligence enabled fraud schemes;

•risks associated with the use of models, estimations and assumptions in our business;

•the effects of adverse weather events and public health emergencies;

•the risks associated with acquiring other banks and financial services businesses, including integration into our existing operations;

•the extensive federal and state regulations, supervision and examination governing almost every aspect of our operations, and potential expenses associated with complying with such regulations;

•our ability to comply with the consent orders entered into by FNBPA with the DOJ and the North Carolina State Department of Justice, and related costs and potential reputational harm;

•changes in federal, state or local tax rules and regulations or interpretations, or accounting policies, standards and interpretations;

•the effects of climate change and related legislative and regulatory initiatives; and

•any reputation, credit, interest rate, market, operational, litigation, legal, liquidity, regulatory and compliance risk resulting from developments related to any of the risks discussed above.

We caution that the risks identified here are not exhaustive of the types of risks that may adversely impact us and actual results may differ materially from those expressed or implied as a result of these risks and uncertainties, including, but not limited to, the risk factors and other uncertainties described under Item 1A. Risk Factors and the Risk Management sections of our 2025 Annual Report on Form 10-K (including the MD&A section) and our other 2026 filings with the SEC, which are available on our corporate website at https://www.fnb-online.com/about-us/investor-information/reports-and-filings or the SEC's website at www.sec.gov. We have included our web address as an inactive textual reference only. Information on our website is not part of our SEC filings.

You should treat forward-looking statements as speaking only as of the date they are made and based only on information then actually known to us. We do not undertake, and specifically disclaims any obligation to update, or revise any forward-looking statements to reflect the occurrence of events or circumstances after the date of such statements except as required by law.

APPLICATION OF CRITICAL ACCOUNTING POLICIES

A description of our critical accounting policies is included in the MD&A section of our 2025 Annual Report on Form 10-K filed with the SEC on February 24, 2026 under the heading “Application of Critical Accounting Policies”. There have been no significant changes in critical accounting policies or the assumptions and judgments utilized in applying these policies since December 31, 2025.

USE OF NON-GAAP FINANCIAL MEASURES AND KEY PERFORMANCE INDICATORS

To supplement our Consolidated Financial Statements presented in accordance with GAAP, we use certain non-GAAP financial measures, such as operating net income available to common shareholders, operating earnings per diluted common share, return on average tangible common equity, return on average tangible assets, tangible book value per common share, the ratio of tangible common equity to tangible assets, pre-provision net revenue (reported), operating pre-provision net revenue, efficiency ratio and net interest margin (FTE) to provide information useful to investors in understanding our operating performance and trends, and to facilitate comparisons with the performance of our peers. Management uses these measures internally to assess and better understand our underlying business performance and trends related to core business activities. The non-GAAP financial measures and key performance indicators we use may differ from the non-GAAP financial measures and key performance indicators other financial institutions use to assess their performance and trends.

These non-GAAP financial measures should be viewed as supplemental in nature, and not as a substitute for, or superior to, our reported results prepared in accordance with GAAP. Reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures are included later in this Report under the heading “Reconciliations of Non-GAAP Financial Measures and Key Performance Indicators to GAAP”.

Management believes certain items (e.g., FDIC special assessment) are not organic to running our operations and facilities. These items are considered significant items impacting earnings as they are deemed to be outside of ordinary banking activities.

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These costs are specific to each individual transaction and may vary significantly based on the size and complexity of the transaction.

To facilitate peer comparisons of net interest margin and efficiency ratio, we use net interest income on a taxable-equivalent basis in calculating net interest margin by increasing the interest income earned on tax-exempt assets (loans and investments) to make it fully equivalent to interest income earned on taxable investments (this adjustment is not permitted under GAAP). Taxable-equivalent amounts for 2026 and 2025 were calculated using a federal statutory income tax rate of 21%.

FINANCIAL SUMMARY

Net income for the third quarter of 2026 was $152.9 million, or $0.43 per diluted common share. Comparatively, third quarter of 2025 net income totaled $149.5 million, or $0.41 per diluted common share. On an operating basis, there were no significant items impacting earnings for the third quarter of 2026. By comparison, third quarter of 2025 operating earnings per diluted common share (non-GAAP) was $0.41, excluding a $(2.3) million (pre-tax) significant item impacting earnings due to a reduction in an FDIC special assessment.

For the third quarter of 2026, we generated record net interest income, expanded net interest margin and increased tangible book value per common share (non-GAAP) 7% year-over-year, while continuing to return capital through share repurchase activity and an attractive common stock dividend. We continue to leverage technology investments to gain market share throughout our diverse geographic footprint with 8.5% annualized linked-quarter total loan and lease growth and 8.9% annualized linked-quarter total deposit growth. Our consistent underwriting standards and comprehensive credit monitoring program contributed to solid credit quality results for the quarter. We continued to invest in innovative technology to grow primary relationships and low-cost deposits, while also maintaining a focus on expanding high-value fee-based businesses to diversify revenue streams.

Income Statement Highlights

•Net interest income totaled $376.5 million, an increase of $17.3 million, or 4.8%, from the year-ago quarter, reflecting growth in average earning assets and lower interest-bearing deposit costs, partially offset by lower yields on earning assets (non-GAAP).

•Net interest income increased $10.8 million, or 3.0%, compared to the second quarter of 2026 primarily due to growth in earning assets, higher yields on earning assets (non-GAAP) and the impact of one more day in the current quarter more than offsetting a slight increase in the cost of funds.

•The net interest margin (FTE) (non-GAAP) increased 4 basis points to 3.29% from the year-ago quarter primarily driven by a decrease in cost of funds by 22 basis points, partially offset by a decrease of 18 basis points in the yield on earning assets. The FOMC increased the target federal funds rate by 25 basis points in September 2026.

•The provision for credit losses was $19.6 million, a decrease of 18.1% from the year-ago quarter, with net charge-offs of $11.0 million, or 0.12% annualized of total average loans, compared to $19.7 million, or 0.22% annualized of total average loans, in the year-ago quarter.

•Non-interest income totaled $92.6 million benefiting from our diversified business model and related revenue generation, with a decrease of $4.4 million, or 4.5%, linked quarter, due mainly to higher residual gains on equipment leases in the prior quarter.

•Total revenue equaled $469.1 million, a 2.6% increase from the year-ago quarter, driven by growth in net interest income.

•Non-interest expense totaled $256.9 million, an increase of $13.4 million, or 5.5%, compared to the year-ago quarter, primarily due to increases in net occupancy and equipment expense, outside services expense and FDIC insurance expense. When adjusting for a ($2.3) million significant item in the third quarter of 2025, operating non-interest expense (non-GAAP) increased $11.1 million, or 4.5%.

•Pre-provision net revenue (non-GAAP) totaled $212.2 million, with the 1.3% increase from the prior quarter; driven by record net interest income.

Balance Sheet Highlights

•For the quarter ending September 30, 2026, average loans and leases totaled $36.1 billion, an increase of $1.3 billion, or

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3.7%, over the quarter ending September 30, 2025, with growth of $1.2 billion in average consumer loans and $115.4 million in average commercial loans and leases.

•On a linked-quarter basis, period-end total loans and leases increased $768.0 million, or 8.5% annualized, with growth in consumer loans and commercial loans and leases of $435.3 million and $332.7 million, respectively.

•For the quarter ending September 30, 2026, average deposits totaled $38.8 billion, an increase of $914.1 million, or 2.4%, over the quarter ending September 30, 2025, reflecting growth in average interest-bearing demand deposits of $640.6 million, average money market deposits of $443.8 million, average non-interest-bearing demand deposits of $134.0 million, and average savings deposits of $30.6 million more than offsetting the decline in average time deposits of $334.8 million.

•On a linked-quarter basis, period-end total deposits increased $870.6 million, or 8.9% annualized, driven by growth in money market deposits of $710.9 million, interest-bearing demand deposits of $239.0 million and non-interest-bearing demand deposits of $77.5 million more than offsetting the decline in time deposits of $121.4 million.

•The loan-to-deposit ratio was 92.4% at September 30, 2026, compared to 92.5% at June 30, 2026 and 90.9% at September 30, 2025.

•The ratio of non-performing loans plus OREO to total loans and leases plus OREO increased 2 basis points from the prior quarter to 0.33%. Total delinquency was 0.75%, a 4 basis point increase from the prior quarter. The overall asset quality metrics remain at satisfactory levels.

•The ACL on loans and leases was $455.5 million, an increase of $18.2 million compared to September 30, 2025, driven primarily by loan growth, with the ratio of the ACL to total loans and leases remaining stable at 1.25%.

•Tangible book value per common share (non-GAAP) of $12.28 increased $0.80, or 7.0%, compared to September 30, 2025, and $0.04, or 0.3%, compared to June 30, 2026. AOCI reduced the tangible book value per common share (non-GAAP) by $0.53 as of September 30, 2026, primarily due to the impact of higher rates on the fair value of AFS securities, compared to a reduction of $0.22 as of September 30, 2025, and $0.29 as of June 30, 2026.

•The CET1 capital ratio was 11.3%, compared to 11.1% at September 30, 2025 and 11.4% at June 30, 2026. The tangible common equity to tangible assets ratio (non-GAAP) was 8.7%, compared to 8.7% at September 30, 2025 and 8.9% at June 30, 2026.

•During the third quarter of 2026, we repurchased $50.9 million, or 2.7 million shares, of our common stock at a weighted average share price of $18.69. For the year-to-date period ending September 30, 2026, we repurchased $133 million, or 7.4 million shares, of common stock at a weighted average share price of $17.90, representing 2.1% of shares outstanding at the beginning of the year.

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TABLE 1

			Three Months Ended September 30,
Quarterly Results Summary			2026						2025
Reported results
Net income available to common shareholders (millions)			$	152.9					$	149.5
Earnings per diluted common share			0.43						0.41
Book value per common share			19.42						18.52
Operating results (non-GAAP)
Operating net income available to common shareholders (millions)			152.9						147.7
Operating earnings per diluted common share			0.43						0.41
Average diluted common shares outstanding (thousands)			354,965						361,670
Significant items impacting earnings(1) (millions)
FDIC special assessment reduction (pre-tax)			$	—					$	2.3
FDIC special assessment reduction (after-tax)			—						1.8
Total significant items (pre-tax)			$	—					$	2.3
Total significant items (after-tax)			$	—					$	1.8
Capital measures
CET1 capital ratio			11.27		%				11.07		%
Tangible common equity to tangible assets (non-GAAP)			8.69						8.69
Tangible book value per common share (non-GAAP)			$	12.28					$	11.48
			Nine Months Ended September 30,
Year-to-Date Results Summary			2026						2025
Reported results (1)
Net income available to common shareholders (millions)			$	438.6					$	396.7
Earnings per diluted common share			1.23						1.09
Operating results (non-GAAP)
Operating net income available to common shareholders (millions)			438.6						394.9
Operating earnings per diluted common share			1.23						1.09
Average diluted common shares outstanding (thousands)			357,521						362,329
Significant items impacting earnings(1) (millions)
FDIC special assessment reduction (pre-tax)			$	—					$	2.3
FDIC special assessment reduction (after-tax)			—						1.8
Total significant items (pre-tax)			$	—					$	2.3
Total significant items (after-tax)			$	—					$	1.8
(1) Favorable (unfavorable) impact on earnings

RESULTS OF OPERATIONS

Three Months Ended September 30, 2026 Compared to the Three Months Ended September 30, 2025

Net income for the three months ended September 30, 2026 was $152.9 million, or $0.43 per diluted common share, compared to $149.5 million, or $0.41 per diluted common share, for the three months ended September 30, 2025. On an operating basis, there were no significant items impacting earnings for the third quarter of 2026. By comparison, third quarter of 2025 operating earnings per diluted common share (non-GAAP) was $0.41, excluding a $(2.3) million (pre-tax) significant item impacting earnings due to a reduction in an FDIC special assessment.

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Net interest income totaled $376.5 million, an increase of $17.3 million, or 4.8%, reflecting growth in earning assets and lower interest-bearing deposit costs, partially offset by lower yields on earning assets. The net interest margin (FTE) (non-GAAP) increased 4 basis points to 3.29%. The provision for credit losses was $19.6 million, compared to $24.0 million. Non-interest income decreased $5.6 million, or 5.7%, primarily due to decreases in mortgage banking operations income, capital markets income and other non-interest income. Non-interest expense for the third quarter of 2026 increased $13.4 million, or 5.5%, primarily due to increases in net occupancy and equipment expense, outside services expense and FDIC insurance expense.

Financial highlights are summarized below:

TABLE 2

			Three Months Ended September 30,												$						%
(dollars in thousands, except per share data)			2026						2025						Change						Change
Net interest income			$	376,522					$	359,272					$	17,250					4.8		%
Provision for credit losses			19,640						23,991						(4,351)						(18.1)
Non-interest income			92,599						98,170						(5,571)						(5.7)
Non-interest expense			256,943						243,535						13,408						5.5
Income taxes			39,676						40,407						(731)						(1.8)
Net income			$	152,862					$	149,509					$	3,353					2.2		%
Earnings per common share – Basic			$	0.43					$	0.41					$	0.02					4.9		%
Earnings per common share – Diluted			0.43						0.41						0.02						4.9
Cash dividends per common share			0.13						0.12						0.01						8.3

The following table presents selected financial ratios and other relevant data used to analyze our performance:

TABLE 3

			Three Months Ended September 30,
			2026						2025
Return on average equity			8.84		%				9.02		%
Return on average tangible common equity (1)			14.15						14.94
Return on average assets			1.19						1.20
Return on average tangible assets (1)			1.27						1.29
Equity to assets			13.09						13.30
Average equity to average assets			13.46						13.28
Tangible common equity to tangible assets (1)			8.69						8.69
CET1 capital ratio			11.27						11.07
Dividend payout ratio			30.14						29.05
Book value per common share			$	19.42					$	18.52
Tangible book value per common share (1)			12.28						11.48
(1) Non-GAAP

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The following table provides information regarding the average balances and yields earned on interest-earning assets (non-GAAP) and the average balances and rates paid on interest-bearing liabilities:

TABLE 4

			Three Months Ended September 30,
			2026																		2025
(dollars in thousands)			Average Balance						Interest Income/ Expense						Yield/ Rate						Average Balance						Interest Income/ Expense						Yield/ Rate
Assets
Interest-bearing deposits with banks			$	1,546,215					$	13,367					3.43		%				$	1,738,570					$	18,286					4.17		%
Taxable investment securities (1)			7,094,947						66,751						3.76						6,611,222						59,506						3.60
Tax-exempt investment securities (1)(2)			951,728						8,405						3.53						1,003,661						8,742						3.48
Loans held for sale			281,326						5,172						7.35						312,034						5,480						7.02
Loans and leases (2)(3)			36,114,741						505,434						5.56						34,814,280						507,107						5.79
Total interest-earning assets (2)			45,988,957						599,129						5.18						44,479,767						599,121						5.36
Cash and due from banks			385,202																		415,030
Allowance for credit losses			(459,294)																		(440,868)
Premises and equipment			575,001																		560,685
Other assets			4,488,218																		4,504,231
Total assets			$	50,978,084																	$	49,518,845
Liabilities
Deposits:
Interest-bearing demand			$	6,674,309					19,270						1.15						$	6,033,758					15,893						1.05
Money market			11,824,440						86,798						2.91						11,380,618						95,708						3.34
Savings			3,106,539						6,924						0.88						3,075,982						7,557						0.97
Certificates and other time			7,160,868						59,129						3.28						7,495,691						68,409						3.62
Total interest-bearing deposits			28,766,156						172,121						2.37						27,986,049						187,567						2.66
Short-term borrowings			2,644,489						24,999						3.75						1,682,747						17,764						4.16
Long-term borrowings			1,851,978						22,338						4.79						2,511,652						31,369						4.96
Total interest-bearing liabilities			33,262,623						219,458						2.62						32,180,448						236,700						2.92
Non-interest-bearing demand deposits			10,039,263																		9,905,230
Total deposits and borrowings			43,301,886												2.01						42,085,678												2.23
Other liabilities			814,313																		856,542
Total liabilities			44,116,199																		42,942,220
Shareholders’ equity			6,861,885																		6,576,625
Total liabilities and shareholders’ equity			$	50,978,084																	$	49,518,845
Net interest-earning assets			$	12,726,334																	$	12,299,319
Net interest income (FTE) (2)									379,671																		362,421
Tax-equivalent adjustment									(3,149)																		(3,149)
Net interest income									$	376,522																	$	359,272
Net interest spread															2.56		%																2.44		%
Net interest margin (2)															3.29		%																3.25		%

(1)The average balances and yields earned on investment securities are based on historical cost.

(2)The interest income amounts are reflected on an FTE basis (non-GAAP), which adjusts for the tax benefit of income on certain tax-exempt loans and investments using the federal statutory tax rate of 21%. The yield on earning assets and the net interest margin are presented on an FTE basis (non-GAAP). We believe this measure is commonly used in the industry to evaluate net interest income and provides a relevant comparison between taxable and non-taxable amounts.

(3)Average loans and leases consist of average total loans, including non-accrual loans, less average unearned income.

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Net Interest Income

Net interest income on an FTE basis (non-GAAP) totaled $379.7 million, increasing $17.3 million, or 4.8%, reflecting growth in average earning assets and lower interest-bearing deposit costs and borrowing costs, partially offset by lower yields on earning assets. The net interest margin (FTE) (non-GAAP) increased 4 basis points to 3.29%. The yield on earning assets (non-GAAP) decreased 18 basis points to 5.18%, driven by a 23 basis point decline in yields on loans to 5.56%, partially offset by a 15 basis point increase in yields on investment securities to 3.73%. Total cost of funds decreased 22 basis points to 2.01%, with a 47 basis point decrease in total borrowing costs to 4.17% and a 29 basis point decrease in interest-bearing deposit costs to 2.37%. The FOMC increased the target federal funds rate by 25 basis points in September 2026.

Interest income on an FTE basis (non-GAAP) was $599.1 million for both the third quarters of 2026 and 2025, resulting in a lower yield on earning assets (non-GAAP) of 18 basis points, despite the growth in average earning assets of $1.5 billion. The increase in average earning assets was primarily driven by a $1.3 billion, or 3.7%, increase in average loans and leases and an increase of $431.8 million in average investment securities.

Interest expense of $219.5 million for the third quarter of 2026 decreased $17.2 million from the same quarter of 2025, primarily due to a 22 basis point reduction in the cost of funds, partially offset by the growth in average interest-bearing deposits. Average total deposits increased $914.1 million, or 2.4%, reflecting solid organic growth in new and existing customer relationships. The funding mix was stable with non-interest-bearing demand deposits comprising 26% of total deposits at both September 30, 2026 and 2025. Average short-term borrowings increased $961.7 million, or 57.2%, at lower rates paid, while average long-term borrowings decreased $659.7 million, or 26.3%, which included the maturity of $350 million in senior notes in August 2025 and $100 million in subordinated notes in October 2025, combined with decreases in average long-term FHLB borrowings. The decrease in total cost of funds is comprised of a 47 basis point decrease in total borrowing costs and a 29 basis point decrease in interest-bearing deposit costs to 2.37%.

The following table provides certain information regarding changes in net interest income on an FTE basis (non-GAAP) attributable to changes in the average volumes and yields earned on interest-earning assets and the average volume and rates paid for interest-bearing liabilities for the three months ended September 30, 2026, compared to the three months ended September 30, 2025:

TABLE 5

(in thousands)			Volume						Rate						Net
Interest Income (1)
Interest-bearing deposits with banks			$	(1,794)					$	(3,125)					$	(4,919)
Investment securities (2)			5,556						1,352						6,908
Loans held for sale			(532)						224						(308)
Loans and leases (2)			16,977						(18,650)						(1,673)
Total interest income (2)			20,207						(20,199)						8
Interest Expense (1)
Deposits:
Interest-bearing demand			3,235						142						3,377
Money market			3,289						(12,199)						(8,910)
Savings			215						(848)						(633)
Certificates and other time			(2,728)						(6,552)						(9,280)
Short-term borrowings			9,463						(2,228)						7,235
Long-term borrowings			(8,109)						(922)						(9,031)
Total interest expense			5,365						(22,607)						(17,242)
Net change (2)			$	14,842					$	2,408					$	17,250

(1)The amount of change not solely due to rate or volume changes was allocated between the change due to rate and the change due to volume based on the net size of the rate and volume changes.

(2)Interest income amounts are reflected on an FTE basis (non-GAAP), which adjusts for the tax benefit of income on certain tax-exempt loans and investments using the federal statutory tax rate of 21%. We believe this measure is commonly used in the industry to evaluate net interest income and provides a relevant comparison between taxable and non-taxable amounts.

69

Provision for Credit Losses

Provision for credit losses is determined based on management’s estimates of the appropriate level of ACL needed to absorb expected life-of-loan losses in the loan and lease portfolio, after giving consideration to charge-offs and recoveries for the period. The following table presents information regarding the provision for credit loss expense and net charge-offs:

TABLE 6

			Three Months Ended September 30,												$						%
(dollars in thousands)			2026						2025						Change						Change
Provision for credit losses on loans and leases			$	19,165					$	24,889					$	(5,724)					(23.0)		%
Provision for unfunded loan commitments			366						(859)						1,225						142.6
Total provision for credit losses on loans and leases			19,531						24,030						(4,499)						(18.7)
Provision for investment securities			109						(39)						148						379.5
Total provision for credit losses			$	19,640					$	23,991					$	(4,351)					(18.1)		%
Net loan charge-offs			$	11,018					$	19,691					$	(8,673)					(44.0)		%
Net loan charge-offs (annualized) / total average loans and leases			0.12		%				0.22		%

Provision for credit losses on loans and leases for the third quarter of 2026 declined $4.5 million, or 18.7%, and reflected net charge-offs of $11.0 million, or 0.12% annualized of total average loans, compared to $19.7 million, or 0.22% annualized, in the third quarter of 2025. For additional information relating to the allowance and provision for credit losses, refer to the “Allowance for Credit Losses on Loans and Leases” section of this MD&A.

Non-Interest Income

The breakdown of non-interest income for the three months ended September 30, 2026 and 2025 is presented in the following table:

TABLE 7

			Three Months Ended September 30,												$						%
(dollars in thousands)			2026						2025						Change						Change
Service charges			$	24,515					$	23,191					$	1,324					5.7		%
Interchange and card transaction fees			13,494						13,424						70						0.5
Trust services			12,151						11,647						504						4.3
Insurance commissions and fees			5,388						4,495						893						19.9
Securities commissions and fees			9,129						8,868						261						2.9
Capital markets income			6,423						7,875						(1,452)						(18.4)
Mortgage banking operations			5,569						9,183						(3,614)						(39.4)
Dividends on non-marketable equity securities			7,489						6,110						1,379						22.6
Bank owned life insurance			4,668						4,208						460						10.9
Net securities gains (losses)			58						—						58						—
Other			3,715						9,169						(5,454)						(59.5)
Total non-interest income			$	92,599					$	98,170					$	(5,571)					(5.7)		%

70

Total non-interest income decreased $5.6 million, or 5.7%, to $92.6 million for the third quarter of 2026, compared to $98.2 million for the third quarter of 2025. The variances in the individual non-interest income items are explained in the following paragraphs.

Service charges increased $1.3 million, or 5.7%, driven by solid treasury management activity and higher consumer transaction volume.

Capital markets income of $6.4 million reflected solid contributions from our numerous businesses while decreasing $1.5 million, or 18.4%, primarily due to the record debt capital markets and international banking income in the third quarter of 2025.

Mortgage banking operations income decreased $3.6 million, or 39.4%, primarily driven by tighter gain-on-sale margins and net fair value adjustments given the volatility of interest rates during the quarter.

Dividends on non-marketable equity securities increased $1.4 million, or 22.6%, primarily due to an increase in average FHLB borrowings, combined with an increase in the FHLB dividend payment rate.

Other non-interest income was $3.7 million and $9.2 million for the three months ended September 30, 2026 and 2025, respectively, with the decrease primarily due to a $5.4 million recovery in the third quarter of 2025 on an other asset that was previously written off as part of a 2017 acquisition.

Non-Interest Expense

The breakdown of non-interest expense for the three months ended September 30, 2026 and 2025 is presented in the following table:

TABLE 8

			Three Months Ended September 30,												$						%
(dollars in thousands)			2026						2025						Change						Change
Salaries and employee benefits			$	132,848					$	131,575					$	1,273					1.0		%
Net occupancy			20,700						19,161						1,539						8.0
Equipment			30,338						25,662						4,676						18.2
Outside services			30,024						26,033						3,991						15.3
Marketing			4,332						5,517						(1,185)						(21.5)
FDIC insurance			8,677						6,351						2,326						36.6
Bank shares tax			4,443						3,959						484						12.2
Other			25,581						25,277						304						1.2
Total non-interest expense			$	256,943					$	243,535					$	13,408					5.5		%

Total non-interest expense for the third quarter of 2026 increased $13.4 million, or 5.5%, from the same period of 2025. On an operating basis (non-GAAP), non-interest expense increased $11.1 million, or 4.5%, when excluding a significant item of $(2.3) million in the third quarter of 2025. The variances in the individual non-interest expense items are explained in the following paragraphs.

Net occupancy and equipment increased $6.2 million, or 13.9%, primarily due to technology-related investments and higher occupancy costs.

Outside services increased $4.0 million, or 15.3%, driven by higher third-party legal and consulting costs.

Marketing expense decreased $1.2 million, or 21.5%, due to the timing of various marketing promotions.

FDIC insurance was higher by $2.3 million, or 36.6%, due to the $2.3 million reduction in the FDIC special assessment during the third quarter of 2025.

71

TABLE 9

The following table presents non-interest expense for the three months ended September 30, 2026 and 2025 excluding a significant item impacting earnings in the third quarter of 2025:

			Three Months Ended September 30,												$						%
(dollars in thousands)			2026						2025						Change						Change
Total non-interest expense, as reported			$	256,943					$	243,535					$	13,408					5.5		%
Significant item:
FDIC special assessment			—						2,272						(2,272)
Total non-interest expense, excluding significant item (1)			$	256,943					$	245,807					$	11,136					4.5		%
(1) Non-GAAP

Income Taxes

The following table presents information regarding income tax expense and certain tax rates:

TABLE 10

			Three Months Ended September 30,
(dollars in thousands)			2026						2025
Income tax expense			$	39,676					$	40,407
Effective tax rate			20.6		%				21.3		%
Statutory federal tax rate			21.0						21.0

Income tax expense was lower for the third quarter of 2026. Although pre-tax income increased slightly, the impact on income tax expense was offset by the recognition of a deferred tax benefit related to a capital loss.

Nine Months Ended September 30, 2026 Compared to the Nine Months Ended September 30, 2025

Net income for the first nine months of 2026 was $438.6 million, or $1.23 per diluted common share, compared to $396.7 million, or $1.09 per diluted common share, for the first nine months of 2025. There were no significant items impacting earnings for the first nine months of 2026. For the first nine months of 2025, operating earnings per diluted common share (non-GAAP) was $1.09, excluding $(2.3) million (pre-tax) of a significant item impacting earnings due to a reduction in an FDIC special assessment.

Net interest income totaled $1.1 billion, an increase of $71.2 million, or 6.9%, compared to $1.0 billion, reflecting growth in average earning assets and lower interest-bearing deposit costs and borrowing costs, partially offset by a lower yield on interest earning assets. The net interest margin (FTE) (non-GAAP) increased 10 basis points to 3.26%. The provision for credit losses for the first nine months of 2026 totaled $59.5 million, compared to $67.1 million. Net charge-offs for the first nine months of 2026 totaled $43.9 million, or 0.17% annualized of total average loans, compared to $54.0 million, or 0.21% annualized of total average loans. Non-interest income totaled $280.5 million, an increase of $3.6 million, or 1.3%, compared to $277.0 million, reflecting increased revenue from wealth management, service charges, insurance commissions and fees, capital markets income and higher dividends on non-marketable equity securities, partially offset by decreased income from mortgage banking operations. Non-interest expense totaled $768.1 million, increasing $31.5 million, or 4.3%, reflecting increased salaries and employee benefit costs, net occupancy and equipment expense, outside services expense and other non-interest expense.

72

Financial highlights are summarized below:

TABLE 11

			Nine Months Ended September 30,												$						%
(dollars in thousands, except per share data)			2026						2025						Change						Change
Net interest income			$	1,101,523					$	1,030,313					$	71,210					6.9		%
Provision for credit losses			59,463						67,081						(7,618)						(11.4)
Non-interest income			280,535						276,951						3,584						1.3
Non-interest expense			768,057						736,571						31,486						4.3
Income taxes			115,909						106,918						8,991						8.4
Net income			$	438,629					$	396,694					$	41,935					10.6		%
Earnings per common share – Basic			$	1.23					$	1.10					$	0.13					11.8		%
Earnings per common share – Diluted			1.23						1.09						0.14						12.8
Cash dividends per common share			0.38						0.36						0.02						5.6

The following table presents selected financial ratios and other relevant data used to analyze our performance:

TABLE 12

			Nine Months Ended September 30,
			2026						2025
Return on average equity			8.59		%				8.19		%
Return on average tangible common equity (1)			13.81						13.74
Return on average assets			1.16						1.08
Return on average tangible assets (1)			1.24						1.17
Equity to assets			13.09						13.30
Average equity to average assets			13.54						13.21
Tangible common equity to tangible assets (1)			8.69						8.69
CET1 capital ratio			11.27						11.07
Dividend payout ratio			31.00						33.02
Book value per common share			$	19.42					$	18.52
Tangible book value per common share (1)			12.28						11.48
(1) Non-GAAP

73

The following table provides information regarding the average balances and yields earned on interest-earning assets (non-GAAP) and the average balances and rates paid on interest-bearing liabilities:

TABLE 13

			Nine Months Ended September 30,
			2026																		2025
(dollars in thousands)			Average Balance						Interest Income/ Expense						Yield/ Rate						Average Balance						Interest Income/ Expense						Yield/ Rate
Assets
Interest-bearing deposits with banks			$	1,634,508					$	42,671					3.49		%				$	1,734,300					$	53,147					4.10		%
Taxable investment securities (1)			6,995,234						191,298						3.65						6,546,054						171,096						3.48
Tax-exempt investment securities (1)(2)			967,382						25,600						3.53						1,006,126						26,243						3.48
Loans held for sale			348,135						18,718						7.17						247,438						13,519						7.29
Loans and leases (2)(3)			35,509,872						1,474,405						5.55						34,458,648						1,483,204						5.75
Total interest-earning assets (2)			45,455,131						1,752,692						5.15						43,992,566						1,747,209						5.31
Cash and due from banks			378,783																		401,509
Allowance for credit losses			(453,116)																		(435,677)
Premises and equipment			570,226																		551,738
Other assets			4,494,763																		4,529,221
Total assets			$	50,445,787																	$	49,039,357
Liabilities
Deposits:
Interest-bearing demand			$	6,611,504					55,837						1.13						$	6,135,852					51,093						1.11
Money market			11,739,220						256,706						2.92						11,001,664						278,008						3.38
Savings			3,101,693						20,132						0.87						3,083,456						22,497						0.98
Certificates and other time			7,222,049						177,241						3.28						7,321,336						202,987						3.71
Total interest-bearing deposits			28,674,466						509,916						2.38						27,542,308						554,585						2.69
Short-term borrowings			2,245,532						62,455						3.71						1,645,644						51,999						4.21
Long-term borrowings			1,945,677						69,380						4.77						2,692,580						101,153						5.02
Total interest-bearing liabilities			32,865,675						641,751						2.61						31,880,532						707,737						2.97
Non-interest-bearing demand deposits			9,937,391																		9,789,501
Total deposits and borrowings			42,803,066												2.00						41,670,033												2.27
Other liabilities			812,575																		892,612
Total liabilities			43,615,641																		42,562,645
Shareholders’ equity			6,830,146																		6,476,712
Total liabilities and shareholders’ equity			$	50,445,787																	$	49,039,357
Net interest-earning assets			$	12,589,456																	$	12,112,034
Net interest income (FTE) (2)									1,110,941																		1,039,472
Tax-equivalent adjustment									(9,418)																		(9,159)
Net interest income									$	1,101,523																	$	1,030,313
Net interest spread															2.54		%																2.34		%
Net interest margin (2)															3.26		%																3.16		%

(1)The average balances and yields earned on investment securities are based on historical cost.

(2)The interest income amounts are reflected on an FTE basis (non-GAAP), which adjusts for the tax benefit of income on certain tax-exempt loans and investments using the federal statutory tax rate of 21%. The yield on earning assets and the net interest margin are presented on an FTE basis (non-GAAP). We believe this measure is commonly used in the industry to evaluate net interest income and provides a relevant comparison between taxable and non-taxable amounts.

(3)Average loans and leases consist of average total loans, including non-accrual loans, less average unearned income.

74

Net Interest Income

Net interest income on an FTE basis (non-GAAP) totaled $1.1 billion, increasing $71.5 million, or 6.9%, reflecting growth in average earning assets and lower interest-bearing deposit costs and borrowing costs, partially offset by lower yields on earning assets. The net interest margin (FTE) (non-GAAP) increased 10 basis points to 3.26%. The yield on earning assets (non-GAAP) decreased 16 basis points to 5.15%, driven by a 20 basis point decline in yields on loans to 5.55%, partially offset by a 15 basis point increase in yields on investment securities to 3.63%. Total cost of funds decreased 27 basis points to 2.00%, with a 31 basis point decrease in interest-bearing deposit costs to 2.38% and a 51 basis point decrease in total borrowing costs. The FOMC increased the target federal funds rate by 25 basis points in September 2026 but cut the target federal funds rate by 75 basis points during the second half of 2025.

Interest income on an FTE basis (non-GAAP) of $1.8 billion, increased $5.5 million, or 0.3%, resulting from growth in average earning assets of $1.5 billion, partially offset by a decrease of 16 basis points in the yield on earning assets (non-GAAP). The increase in average earning assets was primarily driven by a $1.1 billion, or 3.1%, increase in average loans and leases and an increase of $410.4 million in average investment securities.

Interest expense of $641.8 million decreased $66.0 million primarily due to a 27 basis point reduction in the cost of funds, partially offset by growth in average interest-bearing deposits. Average total deposits increased $1.3 billion, or 3.4%, reflecting solid organic growth in new and existing customer relationships. The funding mix was stable with non-interest-bearing demand deposits comprising 26% of total deposits at both September 30, 2026 and 2025. Average short-term borrowings increased $599.9 million, or 36.5%, at lower yields, while average long-term borrowings decreased $746.9 million, or 27.7%, which included the maturity of $350 million in senior notes in August 2025 and $100 million in subordinated notes in October 2025, combined with a decline in average long-term FHLB borrowings. The decrease in total cost of funds is comprised of a 51 basis point decrease in total borrowing costs and a 31 basis point decrease in interest-bearing deposit costs to 2.38%.

The following table provides certain information regarding changes in net interest income on an FTE basis (non-GAAP) attributable to changes in the average volumes and yields earned on average interest-earning assets and the average volume and rates paid for average interest-bearing liabilities for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025:

TABLE 14

(in thousands)			Volume						Rate						Net
Interest Income (1)
Interest-bearing deposits with banks			$	(2,723)					$	(7,753)					$	(10,476)
Investment securities (2)			14,771						4,788						19,559
Loans held for sale			5,373						(174)						5,199
Loans and leases (2)			37,954						(46,753)						(8,799)
Total interest income (2)			55,375						(49,892)						5,483
Interest Expense (1)
Deposits:
Interest-bearing demand			7,418						(2,674)						4,744
Money market			16,178						(37,480)						(21,302)
Savings			766						(3,131)						(2,365)
Certificates and other time			(1,506)						(24,240)						(25,746)
Short-term borrowings			17,999						(7,543)						10,456
Long-term borrowings			(27,563)						(4,210)						(31,773)
Total interest expense			13,292						(79,278)						(65,986)
Net change (2)			$	42,083					$	29,386					$	71,469

(1)The amount of change not solely due to rate or volume changes was allocated between the change due to rate and the change due to volume based on the net size of the rate and volume changes.

(2)Interest income amounts are reflected on an FTE basis (non-GAAP), which adjusts for the tax benefit of income on certain tax-exempt loans and investments using the federal statutory tax rate of 21%. We believe this measure is commonly used in the industry to evaluate net interest income and provides a relevant comparison between taxable and non-taxable amounts.

75

Provision for Credit Losses

The following table presents information regarding the provision for credit loss expense and net charge-offs:

TABLE 15

			Nine Months Ended September 30,												$						%
(dollars in thousands)			2026						2025						Change						Change
Provision for credit losses on loans and leases			$	59,813					$	68,467					$	(8,654)					(12.6)		%
Provision for unfunded loan commitments			(649)						(1,291)						642						49.7
Total provision for credit losses on loans and leases			59,164						67,176						(8,012)						(11.9)
Provision for investment securities			299						(95)						394						414.7
Total provision for credit losses			$	59,463					$	67,081					$	(7,618)					(11.4)		%
Net loan charge-offs			$	43,863					$	54,013					$	(10,150)					(18.8)		%
Net loan charge-offs (annualized) / total average loans and leases			0.17		%				0.21		%

The provision for credit losses on loans and leases was $59.2 million, compared to $67.2 million for the first nine months of 2025. The first nine months of 2026 included net charge-offs of $43.9 million, or 0.17% annualized of total average loans, compared to $54.0 million, or 0.21% annualized of total average loans, in the first nine months of 2025, reflecting continued strong credit quality performance. The ACL on loans and leases was $455.5 million, an increase of $18.2 million, driven by loan growth as the ratio of the ACL to total loans and leases remained stable at 1.25%.

Non-Interest Income

The breakdown of non-interest income for the nine months ended September 30, 2026 and 2025 is presented in the following table:

TABLE 16

			Nine Months Ended September 30,												$						%
(dollars in thousands)			2026						2025						Change						Change
Service charges			$	71,034					$	68,476					$	2,558					3.7		%
Interchange and card transaction fees			39,284						39,048						236						0.6
Trust services			37,556						35,638						1,918						5.4
Insurance commissions and fees			17,022						15,396						1,626						10.6
Securities commissions and fees			27,614						26,570						1,044						3.9
Capital markets income			21,238						20,095						1,143						5.7
Mortgage banking operations			17,233						22,482						(5,249)						(23.3)
Dividends on non-marketable equity securities			20,467						17,838						2,629						14.7
Bank owned life insurance			14,109						13,396						713						5.3
Net securities gains (losses)			87						58						29						50.0
Other			14,891						17,954						(3,063)						(17.1)
Total non-interest income			$	280,535					$	276,951					$	3,584					1.3		%

Total non-interest income increased $3.6 million, or 1.3%. The variances in significant individual non-interest income items are explained in the following paragraphs.

Service charges increased by $2.6 million driven by solid treasury management activity and higher consumer transaction volume.

76

Wealth management revenues increased $3.0 million, or 4.8%, as trust services income and securities commissions and fees increased 5.4% and 3.9%, respectively, through continued strong contributions across the geographic footprint.

Insurance commissions and fees increased $1.6 million, or 10.6%, primarily relating to new organic production activity in 2026.

Capital markets income increased $1.1 million, or 5.7%, reflecting solid contributions from debt capital markets, customer interest rate derivative revenue and international banking income.

Mortgage banking operations income decreased $5.2 million, or 23.3%, primarily driven by tighter gain-on-sale margins, net fair value adjustments from pipeline hedging activity and increased MSR amortization from elevated payoff activity.

Dividends on non-marketable equity securities increased $2.6 million, or 14.7%, primarily due to an increase in the average balance of short-term FHLB advances, combined with an increase in the FHLB dividend payment rate.

Other non-interest income was $14.9 million and $18.0 million for the first nine months of 2026 and 2025, respectively, with the decrease primarily due to a $5.4 million recovery in the third quarter of 2025 on an other asset that was previously written off as part of a 2017 acquisition.

Non-Interest Expense

The breakdown of non-interest expense for the nine months ended September 30, 2026 and 2025 is presented in the following table:

TABLE 17

			Nine Months Ended September 30,												$						%
(dollars in thousands)			2026						2025						Change						Change
Salaries and employee benefits			$	404,158					$	396,552					$	7,606					1.9		%
Net occupancy			64,092						58,218						5,874						10.1
Equipment			87,391						79,535						7,856						9.9
Outside services			84,731						77,691						7,040						9.1
Marketing			11,887						15,107						(3,220)						(21.3)
FDIC insurance			24,405						23,756						649						2.7
Bank shares tax			13,462						12,055						1,407						11.7
Other			77,931						73,657						4,274						5.8
Total non-interest expense			$	768,057					$	736,571					$	31,486					4.3		%

Total non-interest expense for the first nine months of 2026 increased $31.5 million, a 4.3% increase from the same period of 2025. On an operating basis, non-interest expense (non-GAAP) increased $29.2 million, or 4.0%, when adjusting for a significant item of $(2.3) million in the first nine months of 2025. See Table 18 in this section for a list of the significant items impacting earnings. The variances in the individual non-interest expense items are further explained in the following paragraphs.

Salaries and employee benefits increased $7.6 million, or 1.9%, primarily reflecting normal annual merit increases and strategic hiring associated with our efforts to grow market share and support strategic technology initiatives.

Net occupancy and equipment expense increased $13.7 million, or 10.0%, primarily due to technology-related investments and higher occupancy costs.

Outside services expense increased $7.0 million, or 9.1%, driven by higher third-party legal and consulting costs.

Marketing expense decreased $3.2 million, or 21.3%, primarily due to the timing of certain marketing campaigns.

Bank shares tax expense increased $1.4 million, or 11.7%, resulting from growth in the capital base subject to the tax.

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Other non-interest expense was $77.9 million and $73.7 million for the first nine months of 2026 and 2025, respectively, with the increase due to higher fraud losses and various litigation-related expenses.

The following table presents non-interest expense excluding a significant item impacting earnings:

TABLE 18

			Nine Months Ended September 30,												$						%
(dollars in thousands)			2026						2025						Change						Change
Total non-interest expense, as reported			$	768,057					$	736,571					$	31,486					4.3		%
Significant item:
FDIC special assessment			—						2,272						(2,272)
Total non-interest expense, excluding significant item (1)			$	768,057					$	738,843					$	29,214					4.0		%
(1) Non-GAAP

Income Taxes

The following table presents information regarding income tax expense and certain tax rates:

TABLE 19

			Nine Months Ended September 30,
(dollars in thousands)			2026						2025
Income tax expense			$	115,909					$	106,918
Effective tax rate			20.9		%				21.2		%
Statutory federal tax rate			21.0						21.0

Income tax expense was higher for the nine months ended September 30, 2026, primarily due to higher pre-tax income, offset slightly by higher deduction levels from employee stock compensation vesting and the recognition of a deferred tax benefit related to a capital loss.

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FINANCIAL CONDITION

The following table presents our condensed Consolidated Balance Sheets:

TABLE 20

(dollars in millions)			September 30, 2026						December 31, 2025						$ Change						% Change
Assets
Cash and cash equivalents			$	2,526					$	2,498					$	28					1.1		%
Investment securities			8,151						7,844						307						3.9
Loans held for sale			237						515						(278)						(54.0)
Loans and leases, net			36,081						34,338						1,743						5.1
Goodwill and other intangibles			2,507						2,516						(9)						(0.4)
Other assets			2,551						2,518						33						1.3
Total Assets			$	52,053					$	50,229					$	1,824					3.6		%
Liabilities and Shareholders’ Equity
Deposits			$	39,550					$	38,759					$	791					2.0		%
Borrowings			4,804						3,918						886						22.6
Other liabilities			886						793						93						11.7
Total Liabilities			45,240						43,470						1,770						4.1
Shareholders’ Equity			6,813						6,759						54						0.8
Total Liabilities and Shareholders’ Equity			$	52,053					$	50,229					$	1,824					3.6		%

Lending Activity

The loan and lease portfolio consists principally of loans and leases to individuals and small- and medium-sized businesses within our primary markets in seven states and the District of Columbia. Our market coverage spans several major metropolitan areas including: Pittsburgh, Pennsylvania; Baltimore, Maryland; Cleveland, Ohio; Washington, D.C.; Charlotte, Raleigh, Durham and the Piedmont Triad (Winston-Salem, Greensboro and High Point) in North Carolina; and Charleston, South Carolina. In December 2025, we transferred approximately $200 million of performing residential mortgage loans to held-for-sale in anticipation of a loan sale that closed in February 2026 as part of balance sheet management actions.

Following is a summary of loans and leases:

TABLE 21

(dollars in millions)			September 30, 2026						December 31, 2025						$ Change						% Change
Commercial real estate			$	11,780					$	12,274					$	(494)					(4.0)		%
Commercial and industrial			8,766						7,718						1,048						13.6
Commercial leases			799						791						8						1.0
Other			159						141						18						12.8
Total commercial loans and leases			21,504						20,924						580						2.8
Direct installment			2,654						2,678						(24)						(0.9)
Residential mortgages			9,738						8,882						856						9.6
Indirect installment			964						767						197						25.7
Consumer lines of credit			1,677						1,526						151						9.9
Total consumer loans			15,033						13,853						1,180						8.5
Total loans and leases			$	36,537					$	34,777					$	1,760					5.1		%

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Our commercial real estate portfolio included $8.0 billion of non-owner-occupied loans of which 17.0% represented office loans. The non-owner-occupied commercial real estate portfolio is diversified across property type and geographies with an average loan size of $1.5 million. Additionally, we have a continued focus on core commercial and industrial lending activity with traditional middle market customers with commercial and industrial loans increasing $1.0 billion, or 13.6%, compared to December 31, 2025. Our minimal non-depository financial institution (NDFI) balances at 1.6% of total loans is well below peer and industry median levels with the large majority of FNB’s NDFI portfolio in the FNBPA Call Report’s “Other Loans” category which supports firm’s working capital and acquisition growth strategies, not lending activities. For consumer lending, residential mortgages increased $856.0 million, compared to December 31, 2025, largely due to the continued successful execution in key markets and long-standing strategy of serving the purchase market.

Non-Performing Assets

Following is a summary of non-performing assets:

TABLE 22

(dollars in millions)			September 30, 2026						December 31, 2025						$ Change						% Change
Commercial real estate			$	62					$	45					$	17					37.8		%
Commercial and industrial			37						35						2						5.7
Commercial leases			1						3						(2)						(66.7)
Other			—						2						(2)						(100.0)
Total commercial loans and leases			100						85						15						17.6
Direct installment			4						4						—						—
Residential mortgages			11						12						(1)						(8.3)
Indirect installment			1						1						—						—
Consumer lines of credit			3						3						—						—
Total consumer loans			19						20						(1)						(5.0)
Total non-performing loans and leases			119						105						14						13.3
Other real estate owned			2						3						(1)						(33.3)
Total non-performing assets			$	121					$	108					$	13					12.0		%

Non-performing assets increased $12.9 million, or 12.0%, from December 31, 2025, with the ratio of non-performing loans and OREO to total loans and leases and OREO increased 2 basis points to 0.33% and levels remaining at or near historically low levels.

Allowance for Credit Losses on Loans and Leases

The CECL model takes into consideration the expected credit losses over the life of the loan at the time the loan is originated. The model used to calculate the ACL is dependent on the portfolio composition and credit quality, as well as historical experience, current conditions and forecasts of economic conditions and interest rates. Specifically, the following considerations are incorporated into the ACL calculation:

•a third-party macroeconomic forecast scenario;

•a 24-month R&S forecast period for macroeconomic factors with a reversion to the historical mean on a straight-line basis over a 12-month period; and

•the historical through-the-cycle default mean calculated using an expanded period to include a prior recessionary period.

At September 30, 2026 and December 31, 2025, we utilized a third-party consensus macroeconomic forecast reflecting the current and projected macroeconomic environment. For our ACL calculation at September 30, 2026, the macroeconomic variables that we utilized included, but were not limited to: (i) the purchase only Housing Price Index, which increases 4.1% over our R&S forecast period, (ii) a CRE Price Index, which increases 1.1% over our R&S forecast period, (iii) S&P Volatility,

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which increases 15.9% in 2026 and decreases 4.6% in 2027 and (iv) personal and business bankruptcies, which increase and decrease, respectively, over the R&S forecast period but average below the historical through-the-cycle period. Macroeconomic variables that we utilized for our ACL calculation as of December 31, 2025 included, but were not limited to: (i) the purchase only Housing Price Index, which increases 4.3% over our R&S forecast period, (ii) a CRE Price Index, which decreases 0.5% over our R&S forecast period, (iii) S&P Volatility, which decreases 2.2% in 2026 and 7.9% in 2027 and (iv) personal and business bankruptcies, which increase steadily over the R&S forecast period but average below the historical through-the-cycle period.

Following is a summary of certain data related to the ACL and loans and leases:

TABLE 23

			Net Loan Charge-Offs												Net Loan Charge-Offs to Average Loans												ACL at
			Nine Months Ended September 30,												Nine Months Ended September 30,												September 30,
(dollars in millions)			2026						2025						2026						2025						2026
Commercial real estate			$	17.3					$	18.8					0.07		%				0.07		%				$	163.4
Commercial and industrial			16.6						25.6						0.06						0.10						119.6
Commercial leases			2.2						0.2						0.01						—						21.3
Other commercial			2.2						2.9						0.01						0.01						4.8
Direct installment			0.3						0.3						—						—						25.2
Residential mortgages			2.0						2.0						0.01						0.01						103.2
Indirect installment			3.1						3.7						0.01						0.02						10.8
Consumer lines of credit			0.2						0.5						—						—						7.2
Total net loan charge-offs on loans and leases, net loan charge-offs (annualized)/average loans			$	43.9					$	54.0					0.17		%				0.21		%				$	455.5
Allowance for credit losses/total loans and leases															1.25		%				1.25		%
Allowance for credit losses/non-performing loans															382.11		%				349.93		%

The ACL on loans and leases of $455.5 million at September 30, 2026 increased $16.0 million, or 3.6%, from December 31, 2025, while our ending ACL coverage ratio declined 1 basis point to 1.25%. The ACL as a percentage of non-performing loans for the total portfolio increased to 382% as of September 30, 2026, compared to 350% as of September 30, 2025 and decreased from 418% as of December 31, 2025, with coverage levels remaining at historically high levels.

Total provision for credit losses for the nine months ended September 30, 2026 was $59.5 million, compared to $67.1 million for the same period in 2025. Annualized net charge-offs were 0.17% for the nine months ended September 30, 2026, compared to 0.21% for the first nine months of 2025.

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Deposits

Our primary source of funds is deposits. Our diversified and granular deposit base is comprised of business, consumer and municipal customers who we serve within our footprint.

Following is a summary of deposits:

TABLE 24

(dollars in millions)			September 30, 2026						December 31, 2025						$ Change						% Change
Non-interest-bearing demand			$	10,134					$	9,914					$	220					2.2		%
Interest-bearing demand			6,834						6,740						94						1.4
Money market			12,406						11,707						699						6.0
Savings			3,021						3,090						(69)						(2.2)
Certificates and other time deposits			7,155						7,308						(153)						(2.1)
Total deposits			$	39,550					$	38,759					$	791					2.0		%

The mix of non-interest-bearing demand deposits to total deposits was stable at 26% at both September 30, 2026 and December 31, 2025. We ended the quarter with approximately 76% of all deposits insured by the FDIC or collateralized.

Capital Resources and Regulatory Matters

Our capital position depends in part on the access to, and cost of, funding for new business initiatives, the ability to engage in expanded business activities, the ability to pay dividends and the level and nature of regulatory oversight.

The assessment of capital adequacy depends on a number of factors such as expected organic growth in the Consolidated Balance Sheet, asset quality, liquidity, earnings performance and sustainability, changing competitive conditions, regulatory changes or actions, and economic forces. We seek to maintain a strong capital base to support our growth and expansion activities, to provide stability to current operations and to promote public confidence.

Pursuant to and in compliance with applicable SEC laws, rules and regulations, we may, from time to time, issue and sell in one or more offerings any combination of common stock, preferred stock, debt securities, depositary shares, warrants, stock purchase contracts or units.

During the third quarter of 2026, we repurchased $50.9 million, or 2.7 million shares, of common stock at a weighted average share price of $18.69, as we focused on optimizing capital deployment with our strong internal capital generation. In April 2026, we announced that our Board of Directors authorized a new share repurchase program with total remaining repurchase capacity of approximately $202 million at September 30, 2026. The repurchases will be made from time to time on the open market at prevailing market prices or in privately negotiated transactions. The purchases will be funded from available working capital. There is no guarantee as to the exact number of shares that will be repurchased and we may discontinue purchases at any time.

Capital management is a continuous process, with capital plans and stress testing for FNB and FNBPA updated at least annually. These capital plans include assessing the adequacy of expected capital levels assuming various scenarios by projecting capital needs for a forecast period of two to three years beyond the current year. From time to time, we issue shares initially acquired by us as treasury stock under our various benefit plans. We may issue additional preferred or common stock to maintain our well-capitalized status.

FNB and FNBPA are subject to various regulatory capital requirements administered by the federal banking agencies. Quantitative measures established by regulators to ensure capital adequacy require FNB and FNBPA to maintain minimum amounts and ratios of total, tier 1 and CET1 capital (as defined in the regulations) to risk-weighted assets (as defined) and of leverage ratio (as defined). Failure to meet minimum capital requirements could lead to initiation of certain mandatory, and possibly additional discretionary actions, by regulators that, if undertaken, could have a direct material effect on our Consolidated Financial Statements, dividends and future business and corporate strategies. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, FNB and FNBPA must meet specific capital guidelines that involve quantitative measures of assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting

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practices. FNB’s and FNBPA’s capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

At September 30, 2026, the capital levels of both FNB and FNBPA exceeded all regulatory capital requirements and their regulatory capital ratios were above the minimum levels required to be considered “well-capitalized” for regulatory purposes.

In this volatile economic and uncertain environment, we frequently run stress tests for a variety of economic situations, including severely adverse scenarios. Under these scenarios, the results of these stress tests indicate that our regulatory capital ratios would remain above the regulatory requirements and we would be able to maintain appropriate liquidity levels, demonstrating our expected ability to continue to support our customers and communities under stressful financial conditions.

Following are the capital amounts and related ratios for FNB and FNBPA:

TABLE 25

			Actual												Well-Capitalized Requirements (1)												Minimum Capital Requirements plus Capital Conservation Buffer
(dollars in millions)			Amount						Ratio						Amount						Ratio						Amount						Ratio
As of September 30, 2026
F.N.B. Corporation
Total capital			$	5,108					12.79		%				$	3,995					10.00		%				$	4,194					10.50		%
Tier 1 capital			4,503						11.27						2,397						6.00						3,395						8.50
CET1			4,503						11.27						n/a						n/a						2,796						7.00
Leverage			4,503						9.25						n/a						n/a						1,948						4.00
Risk-weighted assets			39,947
FNBPA
Total capital			$	5,342					13.45		%				$	3,971					10.00		%				$	4,169					10.50		%
Tier 1 capital			4,549						11.46						3,177						8.00						3,375						8.50
CET1			4,469						11.25						2,581						6.50						2,780						7.00
Leverage			4,549						9.39						2,422						5.00						1,938						4.00
Risk-weighted assets			39,708
As of December 31, 2025
F.N.B. Corporation
Total capital			$	4,971					13.08		%				$	3,799					10.00		%				$	3,989					10.50		%
Tier 1 capital			4,317						11.36						2,279						6.00						3,229						8.50
CET1			4,317						11.36						n/a						n/a						2,659						7.00
Leverage			4,317						9.11						n/a						n/a						1,896						4.00
Risk-weighted assets			37,991
FNBPA
Total capital			$	5,188					13.75		%				$	3,774					10.00		%				$	3,963					10.50		%
Tier 1 capital			4,371						11.58						3,019						8.00						3,208						8.50
CET1			4,291						11.37						2,453						6.50						2,642						7.00
Leverage			4,371						9.27						2,357						5.00						1,885						4.00
Risk-weighted assets			37,743

(1) Reflects the well-capitalized standard under Regulation Y for F.N.B. Corporation and the prompt corrective action framework for FNBPA.

In accordance with Basel III Capital Rules, the minimum capital requirements plus capital conservation buffer, which are presented for each period above, represent the minimum requirements needed to avoid limitations on distributions of dividends and certain discretionary bonus payments.

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Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (Dodd-Frank Act)

The Dodd-Frank Act broadly affects the financial services industry by establishing a framework for systemic risk oversight, creating a resolution authority for institutions determined to be systemically important, mandating higher capital and liquidity requirements, requiring banks to pay increased fees to regulatory agencies and containing numerous other provisions aimed at strengthening the sound operation of the financial services sector that significantly change the system of regulatory oversight as described in more detail under Part I, Item 1, “Business - Government Supervision and Regulation” included in our 2025 Annual Report on Form 10-K as filed with the SEC on February 24, 2026.

LIQUIDITY

Our primary liquidity management goal is to satisfy the cash flow requirements of customers and the operating cash needs of FNB with cost-effective funding. Our Board of Directors has established an Asset/Liability Management Policy to guide management in achieving and maintaining earnings performance consistent with long-term goals, while maintaining acceptable levels of interest rate risk, a “well-capitalized” Balance Sheet and appropriate levels of liquidity. Our Board of Directors has also established Liquidity and Contingency Funding Policies to guide management in addressing the ability to identify, measure, monitor and control both normal and stressed liquidity conditions. These policies designate our ALCO as the body responsible for meeting these objectives. The ALCO, which is comprised of members of executive management, reviews liquidity on a continuous basis and approves significant changes in strategies that affect Balance Sheet or cash flow positions. Liquidity is centrally managed daily by our Treasury Department.

Parent Company Liquidity

The parent company’s funding requirements primarily consist of shareholder dividends, debt service, income taxes, operating expenses, funding of non-bank subsidiaries, and stock repurchases. The parent company’s funding sources primarily consist of dividends and interest received from FNBPA and other direct subsidiaries, net taxes collected from subsidiaries included in the consolidated tax returns, fees for services provided to subsidiaries and the issuance of debt instruments. The dividends received from FNBPA and other direct subsidiaries may be impacted by the parent’s or its subsidiaries’ capital and liquidity needs, statutory laws and regulations, corporate policies, contractual restrictions, profitability and other factors. In addition, through one of our subsidiaries, we regularly issue subordinated notes, which are guaranteed by FNB.

Management utilizes various strategies to ensure sufficient cash on hand is available to meet the parent company's funding needs. Significant funding sources for the parent company include dividends from subsidiaries, other operating income and access to the capital markets. During the third quarter of 2026, FNBPA paid dividends to the parent of $125 million, an increase of $30 million when compared to the second quarter of 2026, and well within the regulatory capacity to pay dividends to FNB. The Board of Directors regularly assesses and approves appropriate levels of dividends from subsidiaries. In April 2026, we announced that our Board of Directors authorized a new share repurchase program. During the third quarter of 2026, we repurchased $50.9 million, or 2.7 million shares, of FNB stock at an average cost of $18.69. Total remaining repurchase capacity as of September 30, 2026 was approximately $202 million. The parent company's cash position at September 30, 2026 was $292.2 million, an increase of $3.9 million from December 31, 2025. Beginning in the second quarter of 2026, we increased the quarterly common stock cash dividend to $0.13. We have historically been opportunistic when accessing the capital markets, and we expect to continue with that strategy.

Two metrics that are used to gauge the adequacy of the parent company’s cash position are the Liquidity Coverage Ratio (LCR) and Months of Cash on Hand (MCH). The LCR is defined as the sum of cash on hand plus projected cash inflows over the next 12 months divided by projected cash outflows over the next 12 months. The MCH is defined as the number of months of corporate expenses and dividends that can be covered by the existing cash on hand. The LCR and MCH ratios and Parent company cash on hand are presented in the following table:

TABLE 26

September 30, 2026

December 31, 2025

Internal Limit

Liquidity coverage ratio

3.1 times

2.3 times

> 1 time

Months of cash on hand

12.9 months

14.0 months

> 12 months

Parent company cash on hand (millions)

$

292.2

$

288.3

n/a

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The LCR at September 30, 2026 increased primarily due to the timing of stock repurchases and dividends from the bank subsidiary. Similarly, the MCH ratio is impacted by the timing of dividends and stock repurchases. In the remaining months of 2026, there are no scheduled debt maturities, a positive for the ratio. Management has concluded that our cash levels remain appropriate to meet future obligations given the current market environment.

Bank Liquidity

Bank-level liquidity sources from assets include payments from loans and investments, as well as the ability to securitize, pledge or sell loans, investment securities and other assets. Liquidity sources from liabilities are generated primarily through the banking offices of FNBPA in the form of deposits and customer repurchase agreements. FNBPA also has access to reliable and cost-effective wholesale sources of liquidity. Short- and long-term funds are available for use to help fund normal business operations, and unused credit availability can be utilized to serve as contingency funding if faced with a liquidity crisis.

Over time, our liquidity position has been positively impacted by FNBPA's ability to generate growth in relationship-based deposit accounts. Organic growth in low-cost transaction deposits has been complemented by management’s continued strategy of deposit gathering efforts focused on attracting new customer relationships across our geographic footprint and deepening relationships with existing customers, in part through internal lead generation efforts leveraging our data analytics capabilities. Total average deposits for the quarter ended September 30, 2026 increased $174.6 million compared to total average deposits for the quarter ended December 31, 2025, with average interest-bearing deposits increasing $154.0 million and average non-interest-bearing demand deposits increasing $20.6 million. The mix of non-interest-bearing demand deposits to total deposits remained stable with both the prior quarter and December 31, 2025 at 26%. Our loan to deposit ratio stood at 92.4% at September 30, 2026, compared to 89.7% at December 31, 2025.

The following table presents certain information relating to FNBPA’s credit availability and salable unpledged investment securities:

TABLE 27

(dollars in millions)			September 30, 2026						December 31, 2025
Unused wholesale credit availability			$	18,256					$	18,345
Unused wholesale credit availability as a % of FNBPA assets			35.3		%				36.7		%
Salable unpledged government and agency securities			$	1,400					$	1,183
Cash and salable unpledged government and agency securities as a % of FNBPA assets			6.7		%				6.5		%
Uninsured Deposit Coverage Ratio			135.2		%				139.1		%

Our bank-level liquidity position remains strong. Our cash balances held at the FRB were $2.1 billion at both September 30, 2026 and December 31, 2025. A portion of our available borrowing capacity includes capacity at the FRB's Discount Window. Through various actions, including optimizing collateral between FHLB and FRB and pledging additional loans to the FRB, management has increased availability from this source by $0.2 billion to $3.6 billion since December 31, 2025. We have no borrowings under this facility. Additional sources of unused wholesale credit availability for FNBPA include the ability to borrow from the FHLB, correspondent bank lines, and access to other funding channels. In addition to credit availability, FNBPA also has excess cash and salable unpledged government and agency securities that could be utilized to meet funding needs. At September 30, 2026, FNBPA has $3.4 billion of cash and salable unpledged government and agency securities representing 6.7% of total assets, compared to $3.3 billion and 6.5%, respectively, at December 31, 2025. This compares to a policy minimum of 3.0%. The Uninsured Deposit Coverage Ratio is designed to determine the amount of funding sources available to cover uninsured deposit outflows. At September 30, 2026, approximately 76% of our deposits were insured by the FDIC or collateralized, consistent with December 31, 2025 levels.

Our contingency funding policy and periodic liquidity stress testing of multiple stress scenarios is particularly valuable as we actively manage our liquidity. Management will continue to evaluate appropriate levels of liquidity based on expected loan and deposit growth, other balance sheet activity and the current market environment.

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Another metric for measuring liquidity risk is the liquidity gap analysis. The following liquidity gap analysis as of September 30, 2026 compares the difference between our cash flows from existing earning assets and interest-bearing liabilities over future time intervals. Management calculates this ratio at least quarterly and it is reviewed regularly by ALCO. Management monitors the size of the liquidity gaps so that sources and uses of funds are reasonably matched in the normal course of business and in relation to implied forward rate expectations. A reasonably matched position lays a strong foundation for managing future loan and deposit growth while providing flexibility to manage future interest rate exposures. A positive gap position means that more assets are expected to mature over the next 12 months than liabilities. The allocation of non-maturity deposits and customer repurchase agreements to the twelve-month categories is based on the estimated lives of each product.

TABLE 28

(dollars in millions)			Within 1 Month						2-3 Months						4-6 Months						7-12 Months						Total 1 Year
Assets
Loans			$	1,479					$	1,556					$	2,044					$	3,402					$	8,481
Investments			2,224						164						280						534						3,202
			3,703						1,720						2,324						3,936						11,683
Liabilities
Non-maturity deposits			349						697						1,046						2,093						4,185
Time deposits			889						1,761						1,505						2,211						6,366
Borrowings			2,372						410						315						339						3,436
			3,610						2,868						2,866						4,643						13,987
Period Gap (Assets - Liabilities)			$	93					$	(1,148)					$	(542)					$	(707)					$	(2,304)
Cumulative Gap			$	93					$	(1,055)					$	(1,597)					$	(2,304)
Cumulative Gap to Total Assets			0.2		%				(2.0)		%				(3.1)		%				(4.4)		%

The twelve-month cumulative gap to total assets ratio was (4.4)% as of September 30, 2026, compared to (2.2)% as of December 31, 2025. The change in the twelve-month cumulative gap to total assets was primarily related to lower prepayment estimates, decreased investment securities maturities, decreased loans held for sale and increased short-term borrowings. ALCO regularly monitors various liquidity ratios, stress scenarios of our liquidity position and assumptions considering market disruptions, lending demand, deposit behavior, and funding availability. The stress scenarios forecast that adequate funding will be available even under severe conditions. Management believes we have sufficient liquidity available to meet our normal operating and contingency funding cash needs for the next twelve months and for the foreseeable future.

MARKET RISK

Market risk refers to potential losses arising predominantly from changes in interest rates, foreign exchange rates, equity prices and commodity prices. Interest rate risk is comprised of repricing risk, basis risk, yield curve risk and options risk. We are primarily exposed to interest rate risk inherent in our lending and deposit-taking activities as a financial intermediary. To succeed in this capacity, we offer an extensive variety of financial products to meet the diverse needs of our customers. These products sometimes contribute to interest rate risk for us when product groups possess different cash flow characteristics. For example, depositors may want short-term deposits, while borrowers may desire long-term loans.

Changes in market interest rates may result in changes in the fair value of our financial instruments, cash flows and net interest income. Subject to its ongoing oversight, the Board of Directors has given ALCO the responsibility for market risk management, which involves devising policy guidelines, risk measures and limits, and managing the amount of interest rate risk and its effect on net interest income and capital. We use derivative financial instruments, among other strategies, for interest rate risk management purposes.

We use an asset/liability model to measure our interest rate risk. Interest rate risk measures we utilize include earnings simulation, EVE and gap analysis. Gap analysis and EVE are static measures that do not incorporate assumptions regarding future business. Gap analysis, while a helpful diagnostic tool, displays cash flows for only a single rate environment. EVE’s long-term horizon helps identify changes in optionality and longer-term positions. However, EVE’s liquidation perspective does not translate into the earnings-based measures that are the focus of managing and valuing a going concern. Net interest income simulations explicitly measure the exposure to earnings from changes in market rates of interest. In these simulations, our current financial position is combined with assumptions regarding future business activities to calculate net interest income

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under various hypothetical rate scenarios. The ALCO regularly reviews earnings simulations over multiple years under various interest rate scenarios. Reviewing these various measures provides us with a comprehensive view of our interest rate risk profile, which provides the basis for balance sheet management strategies.

The following repricing gap analysis as of September 30, 2026 compares the difference between the amount of interest-earning assets and interest-bearing liabilities subject to repricing. The allocation of non-maturity deposits and customer repurchase agreements to the one-month maturity category below is based on the estimated sensitivity of each product to changes in market rates. For example, if a product’s rate is estimated to increase by 50% as much as the market rates, then 50% of the account balance was placed in this category.

TABLE 29

(dollars in millions)			Within 1 Month						2-3 Months						4-6 Months						7-12 Months						Total 1 Year
Assets
Loans			$	16,309					$	1,247					$	865					$	1,644					$	20,065
Investments			2,255						217						333						633						3,438
			18,564						1,464						1,198						2,277						23,503
Liabilities
Non-maturity deposits			11,890						—						—						—						11,890
Time deposits			976						1,760						1,503						2,207						6,446
Borrowings			2,026						725						209						325						3,285
			14,892						2,485						1,712						2,532						21,621
Off-balance sheet			(1,750)						—						250						250						(1,250)
Period Gap (Assets – Liabilities + Off-balance sheet)			$	1,922					$	(1,021)					$	(264)					$	(5)					$	632
Cumulative Gap			$	1,922					$	901					$	637					$	632
Cumulative Gap to Earning Assets			4.1		%				1.9		%				1.4		%				1.3		%

Management utilizes the repricing gap analysis as a diagnostic tool in managing net interest income and EVE risk measures. Repricing gap analysis, while useful, has some limitations in measuring interest rate risk. The positive cumulative gap positions indicate that we have a greater amount of repricing earning assets than repricing interest-bearing liabilities over the subsequent twelve months, resulting in our slightly asset sensitive position. As a result of management's strategies to organically reduce its asset sensitive position, the twelve-month cumulative repricing gap to total assets was 1.3% as of September 30, 2026, down from 3.2% at December 31, 2025. Management's intention is to maintain a slightly asset sensitive position given the current market environment. Specific actions during the third quarter of 2026 included lengthening the average term of newly originated time deposits, increasing the percent of variable and adjustable rate loans and executing an interest rate derivative. These actions provide flexibility as we continue to evaluate our current IRR position and the potential for rising interest rates.

In addition to the repricing gap analysis above, we model rate scenarios which move all rates gradually over twelve months (Rate Ramps). We also model rate scenarios which move all rates in an immediate and parallel fashion (Rate Shocks) and model scenarios that gradually change the shape of the yield curve. Using a static Balance Sheet structure and utilizing net interest income simulations, the following table presents an analysis of the potential sensitivity of our net interest income to changes in interest rates using Rate Ramps and Rate Shocks and the sensitivity of EVE using Rate Shocks. The variance percentages represent the change between the net interest income and EVE calculated under the particular rate scenario compared to the net interest income and EVE that was calculated assuming market rates as of September 30, 2026. The calculated results do not reflect management's potential actions.

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TABLE 30

			September 30, 2026						December 31, 2025						ALCO Limits
Net interest income change over 12 months (Rate Ramps):
+ 200 basis points			1.2		%				1.6		%				(10.0)		%
+ 100 basis points			0.6						0.8						(10.0)
– 100 basis points			(0.7)						(0.9)						(10.0)
– 200 basis points			(1.6)						(1.9)						(10.0)
Net interest income change over 12 months (Rate Shocks):
+ 200 basis points			1.9						2.5						(10.0)
+ 100 basis points			1.0						1.4						(10.0)
– 100 basis points			(1.3)						(1.8)						(10.0)
– 200 basis points			(3.1)						(4.2)						(10.0)
Economic value of equity (Rate Shocks):
+ 300 basis points			2.2						5.6						(25.0)
+ 200 basis points			1.8						4.2						(15.0)
+ 100 basis points			1.1						2.7						(10.0)
– 100 basis points			(2.1)						(3.9)						(10.0)
– 200 basis points			(5.3)						(9.5)						(15.0)

There are multiple factors that influence our interest rate risk position and impact on net interest income, including external factors such as the shape of the yield curve, the competitive landscape and expectations regarding future interest rates, as well as internal factors regarding product offerings, product mix and pricing and re-pricing of loans and deposits. Our current interest rate risk position is slightly asset sensitive. A key driver of this position resulted from the origination of consumer and commercial loans with short-term repricing characteristics, some of which have been swapped to a fixed rate. Total variable and adjustable-rate loans were 63.5% of total net loans and leases at September 30, 2026 and 63.4% at December 31, 2025. Forty-six percent of our net loans and leases reprice within the next three months and are indexed to short-term SOFR, Prime and other indices. Furthermore, we regularly sell long-term fixed-rate residential mortgages in the secondary market.

Management continues to be proactive in managing our IRR position with the intention to maintain exposures around the current near neutral levels. During the first nine months of 2026, management adjusted the IRR position by purchasing investment securities with an average duration of 4.5 years, originating adjustable-rate mortgage loans with longer-duration fixed-rate reset periods, originating commercial adjustable rate loans with shorter term reset periods, lengthening the average maturity of our time deposit portfolio by almost two months and maintaining borrowings with variable rates and varying maturities. As a result, the net interest income percentage change over 12 months shown above in both the up and down rate ramp scenarios remains consistent with management's intention to maintain a slightly asset sensitive position.

We also utilize derivatives to manage the IRR position. These positions are used to protect the fair value of assets and liabilities by converting the contractual interest rate on a specified amount (i.e., notional amounts) to another interest rate index or to hedge the variability in cash flows attributable to the contractually specified interest rate by converting the variable rate index into a fixed rate. The volume, maturity and mix of derivative positions change periodically as we adjust our broader interest rate risk management objectives, and the balance sheet positions to be hedged. At September 30, 2026 the notional balance of these cash flow hedges totaled $1.75 billion, an increase of $300 million compared to December 31, 2025.

Derivative financial instruments are also offered to enable commercial customers to meet their financing and investing objectives and for their risk management purposes. We typically enter into offsetting third-party contracts with reputable counterparties with substantially matching terms to economically hedge the exposure related to these derivatives. At September 30, 2026, the commercial customer-related interest rate derivatives totaled $5.9 billion (notional), down from $6.1 billion (notional) at December 31, 2025. For additional information regarding interest rate derivatives, see Note 11, "Derivative Instruments and Hedging Activities" in the Notes to Consolidated Financial Statements in this Report.

We recognize that all asset/liability models have some inherent shortcomings. Asset/liability models require certain assumptions to be made, such as prepayment rates on interest-earning assets and repricing impact on non-maturity deposits,

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which may differ from actual experience. These business assumptions are based upon our experience, business plans, economic and market trends and available industry data. While management believes that its methodology for developing such assumptions is reasonable, there can be no assurance that modeled results will be achieved. Furthermore, the metrics are based upon the static Balance Sheet structure as of the valuation date and do not reflect planned growth or management actions that could be taken.

CREDIT RATINGS

Credit ratings are subject to ongoing review by rating agencies, which consider a number of factors, including our financial strength, performance, prospects and operations as well as other factors not under our control. Other factors that influence our credit ratings include changes to the rating agencies’ methodologies for our industry or certain security types; the rating agencies’ assessment of the general operating environment for financial services companies; our relative positions in the markets in which we compete; our various risk exposures, our strong credit risk management and other risk management policies and activities; pending litigation and other contingencies; our reputation; our liquidity position, diversity of funding sources and funding costs; the current and expected level and volatility of our earnings; our capital position and capital management practices; our corporate governance; current or future regulatory and legislative initiatives; and the agencies’ views on whether the U.S. government would provide meaningful support to us or our subsidiaries in a crisis. Our credit ratings affect the cost and availability of short- and long-term funding and collateral requirements for certain derivative instruments. Credit rating downgrades or negative watch warnings could negatively impact our reputation with lenders, investors and other third parties, which could also impair our ability to compete in certain markets or engage in certain transactions.

FNB and FNBPA are rated investment grade by three of the Nationally Recognized Statistical Rating Organizations. The following table presents the credit ratings for FNB and FNBPA as of September 30, 2026:

TABLE 31

Moody's

Standard & Poor's

Kroll

F.N.B. Corporation

Issuer credit rating

Baa2

BBB-

A-

Senior debt

Baa2

BBB-

A-

Subordinated debt

Baa2

n/a

BBB+

First National Bank of Pennsylvania

Baseline credit assessment

Baa1

n/a

n/a

Issuer credit rating

Baa1

BBB

A

Senior debt

n/a

n/a

A

Subordinated debt

n/a

n/a

A-

Bank deposits

A2/P-1

n/a

A

Short-term borrowings

n/a

A-2

K1

Outlook for F.N.B. Corporation and First National Bank of Pennsylvania

Stable

Stable

Stable

n/a - not applicable

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RISK MANAGEMENT

As a financial institution, we take on a certain amount of risk in every business decision, transaction and activity. Accordingly, we have designed an ERM Framework in accordance with applicable regulatory guidelines which includes risk management practices designed to identify, assess, monitor and report the material risks known throughout the organization in pursuit of our business strategies. Our Board of Directors and senior management have identified six major categories of risk: credit risk, market risk, liquidity risk, operational risk, compliance risk and strategic risk. Reputation risk is considered across all six major risk categories as a consequential risk. In its oversight role of our risk management function, the Board of Directors focuses on the strategies, analyses and conclusions of management relating to identifying, understanding and managing risks to optimize total shareholder value, while balancing prudent business and safety and soundness considerations to safeguard our reputation.

We support our risk management processes and business oversight through a three-line model and a governance structure at the Board of Directors and management levels.

The three-line model consists of:

•First Line - consists of our businesses and enterprise support areas that engage in risk-taking activities and are principally responsible for owning and managing the day-to-day operational activities in accordance with the risk frameworks.

•Second Line - consists of the Risk Management and Compliance Departments responsible for developing risk frameworks and identifying, assessing, overseeing and controlling enterprise aggregate risks independent from the First Line.

•Third Line - consists of the Internal Audit Department, responsible for developing and executing a risk-based audit plan to provide assurance on the compliance and effectiveness of controls and risk management practices throughout the organization independent from the First and Second Lines.

Our Board of Directors is responsible for the oversight of management on behalf of our shareholders. The Board of Directors has assistance in carrying out its duties and may delegate authority through the following standing Board Committees which are also more fully described in our 2026 proxy statement:

•Audit Committee - provides oversight of our internal and external audit processes. In addition, monitors the integrity of the Consolidated Financial Statements, internal controls over financial reporting, qualifications and independence of our audit function.

•Nominating and Corporate Governance Committee - responsible for oversight of our governance policies and practices, shareholder engagement and selecting and recommending nominees for election to the FNB and FNBPA Boards of Directors.

•Compensation Committee - reviews and approves compensation and incentive compensation performance metrics of our SEC Section 16 reporting officers, and reviews and implements compensation and benefit matters having corporate-wide significance.

•Executive Committee - joint session of the FNB and FNBPA Board of Directors to cover special matters, as deemed necessary, in between regularly scheduled board meetings.

•Risk Committee - provides oversight and approves the ERM Framework including the review and approval of risk appetite and tolerances and risk management policies and practices to identify, assess, monitor and report material risks.

•Credit Risk, Fair Lending and Community Reinvestment Act (CRA) Committee - responsible for providing oversight of credit and lending risk management strategies and objectives of FNB and FNBPA, providing oversight of FNBPA's CRA program, policy and practices, and performing reviews of fair lending strategies, analysis and results to assist with its credit oversight responsibilities.

The Board Risk Committee serves as the primary point of contact between our Board of Directors and the Risk Management Council (RMC), which is the senior management level committee responsible for identifying, assessing, monitoring and reporting on material enterprise-wide risks. The Risk Committee and RMC are supported by other risk management

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committees, including Credit Risk Committees, the Operational Risk Committee, the Compliance Risk Committee and the ALCO.

Risk appetite is an integral element of our ERM Framework and of our business and capital planning processes through our Board Risk Committee and RMC. We use our risk appetite processes to promote appropriate alignment of risk, capital and performance tactics, while also considering risk appetite constraints from both financial and non-financial perspectives. The Board of Directors adopted an enterprise risk appetite that defines acceptable risk limits under which we seek to operate in pursuit of optimizing returns. As such, we monitor a series of Key Risk Indicators for various business lines and operations units to measure performance alignment with our stated risk appetite. Our top-down risk appetite process serves as a mitigant for undue risk-taking for bottom-up planning from our various business functions. Our Board Risk Committee, in collaboration with our RMC, approves our risk appetite on an annual basis, or more frequently, as needed to reflect changes in the risk, regulatory, economic and strategic plan environments, with the goal of ensuring that our strategic plans and business operations remain consistent with our risk appetite given the current economic and regulatory environments, as well as shareholders' expectations.

Our ERM Framework provides the standards by which we will identify, assess, control, monitor and report on material risks across the organization. Reports relating to our risk appetite and strategic plans, and our ongoing monitoring thereof, and our aggregate risk profile, are regularly presented to our various management level risk oversight committees and reported up through our Board Risk Committee.

We continue to assess our risk management practices on an ongoing basis and are making investments as necessary to position ourselves for continued growth through sound risk management practices.

The Board of Directors believes that our enterprise-wide risk management process is effective and enables the Board of Directors to:

•assess the quality of the information they receive;

•understand our businesses and investments and risk-related financial, accounting, legal, regulatory and strategic considerations necessary to assess the material risks that FNB faces;

•oversee and assess how senior management evaluates material risk; and

•assess appropriately the effectiveness of our enterprise-wide risk management processes.

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RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES AND KEY PERFORMANCE INDICATORS TO GAAP

Reconciliations of non-GAAP financial measures and key performance indicators discussed in this Report to the most directly comparable GAAP financial measures are included in the following tables.

TABLE 32

Operating net income available to common shareholders

			Three Months Ended September 30,												Nine Months Ended September 30,
(in thousands)			2026						2025						2026						2025
Net income available to common shareholders			$	152,862					$	149,509					$	438,629					$	396,694
FDIC special assessment			—						(2,272)						—						(2,272)
Tax expense (benefit) of FDIC special assessment			—						477						—						477
Operating net income available to common shareholders (non-GAAP)			$	152,862					$	147,714					$	438,629					$	394,899

The table above shows how operating net income available to common shareholders (non-GAAP) is derived from amounts reported in our financial statements. We believe certain charges, such as the item presented above are not organic costs to run our operations and facilities. These costs are specific to each individual transaction, and may vary significantly based on the size and complexity of the transaction.

TABLE 33

Operating earnings per diluted common share

			Three Months Ended September 30,												Nine Months Ended September 30,
			2026						2025						2026						2025
Earnings per diluted common share			$	0.43					$	0.41					$	1.23					$	1.09
FDIC special assessment			—						(0.01)						—						(0.01)
Tax expense (benefit) of FDIC special assessment			—						—						—						—
Operating earnings per diluted common share (non-GAAP)			$	0.43					$	0.41					$	1.23					$	1.09

TABLE 34

Return on average tangible common equity

			Three Months Ended September 30,												Nine Months Ended September 30,
(dollars in thousands)			2026						2025						2026						2025
Net income available to common shareholders (annualized)			$	606,465					$	593,162					$	586,445					$	530,379
Amortization of intangibles, net of tax (annualized)			9,552						12,507						10,012						12,578
Tangible net income available to common shareholders (annualized) (non-GAAP)			$	616,017					$	605,669					$	596,457					$	542,957
Average total shareholders’ equity			$	6,861,885					$	6,576,625					$	6,830,146					$	6,476,712
Less: Average intangible assets (1)			(2,508,078)						(2,522,022)						(2,511,147)						(2,524,978)
Average tangible common equity (non-GAAP)			$	4,353,807					$	4,054,603					$	4,318,999					$	3,951,734
Return on average tangible common equity (non-GAAP)			14.15		%				14.94		%				13.81		%				13.74		%

(1) Excludes loan servicing rights.

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TABLE 35

Return on average tangible assets

			Three Months Ended September 30,												Nine Months Ended September 30,
(dollars in thousands)			2026						2025						2026						2025
Net income (annualized)			$	606,465					$	593,162					$	586,445					$	530,379
Amortization of intangibles, net of tax (annualized)			9,552						12,507						10,012						12,578
Tangible net income (annualized) (non-GAAP)			$	616,017					$	605,669					$	596,457					$	542,957
Average total assets			$	50,978,084					$	49,518,845					$	50,445,787					$	49,039,357
Less: Average intangible assets (1)			(2,508,078)						(2,522,022)						(2,511,147)						(2,524,978)
Average tangible assets (non-GAAP)			$	48,470,006					$	46,996,823					$	47,934,640					$	46,514,379
Return on average tangible assets (non-GAAP)			1.27		%				1.29		%				1.24		%				1.17		%

(1) Excludes loan servicing rights.

TABLE 36

Tangible book value per common share

(dollars in thousands, except per share data)			September 30, 2026						September 30, 2025
Total shareholders’ equity			$	6,813,263					$	6,635,620
Less: Intangible assets (1)			(2,506,602)						(2,520,013)
Tangible common equity (non-GAAP)			$	4,306,661					$	4,115,607
Common shares outstanding			350,838,483						358,381,940
Tangible book value per common share (non-GAAP)			$	12.28					$	11.48

(1) Excludes loan servicing rights.

TABLE 37

Tangible common equity to tangible assets

(dollars in thousands)			September 30, 2026						September 30, 2025
Total shareholders' equity			$	6,813,263					$	6,635,620
Less: Intangible assets (1)			(2,506,602)						(2,520,013)
Tangible common equity (non-GAAP)			$	4,306,661					$	4,115,607
Total assets			$	52,053,325					$	49,888,522
Less: Intangible assets (1)			(2,506,602)						(2,520,013)
Tangible assets (non-GAAP)			$	49,546,723					$	47,368,509
Tangible common equity to tangible assets (non-GAAP)			8.69		%				8.69		%

(1) Excludes loan servicing rights.

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TABLE 38

Pre-provision net revenue

			Three Months Ended
(in thousands)			September 30, 2026						June 30, 2026						September 30, 2025
Net interest income			$	376,522					$	365,723					$	359,272
Non-interest income			92,599						96,951						98,170
Less: Non-interest expense			(256,943)						(253,249)						(243,535)
Pre-provision net revenue (reported) (non-GAAP)			$	212,178					$	209,425					$	213,907
Pre-provision net revenue (reported) (annualized) (non-GAAP)			$	841,792					$	840,000					$	848,651
Adjustments:
Add (Less): FDIC special assessment (non-interest expense)			$	—					$	—					$	(2,272)
Operating pre-provision net revenue (non-GAAP)			$	212,178					$	209,425					$	211,635
Operating pre-provision net revenue (annualized) (non-GAAP)			$	841,792					$	840,000					$	839,637

TABLE 39

Efficiency ratio

			Three Months Ended September 30,																		Nine Months Ended September 30,
(dollars in thousands)			2026						2025												2026						2025
Non-interest expense			$	256,943					$	243,535											$	768,057					$	736,571
Less: Amortization of intangibles			(3,048)						(3,991)												(9,479)						(11,909)
Less: OREO expense			(251)						(578)												(634)						(1,209)
Add (Less): FDIC special assessment			—						2,272												—						2,272
Adjusted non-interest expense			$	253,644					$	241,238											$	757,944					$	725,725
Net interest income			$	376,522					$	359,272											$	1,101,523					$	1,030,313
Taxable equivalent adjustment			3,149						3,149												9,418						9,159
Non-interest income			92,599						98,170												280,535						276,951
Less: Net securities (gains) losses			(58)						—												(87)						(58)
Adjusted net interest income (FTE) + non-interest income			$	472,212					$	460,591											$	1,391,389					$	1,316,365
Efficiency ratio (FTE) (non-GAAP)			53.71		%				52.38		%										54.47		%				55.13		%

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ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information called for by this item is provided in the Market Risk section of "MD&A," which is included in Item 2 of this Report, and is incorporated herein by reference.

ITEM 4.    CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES. FNB’s management, with the participation of our principal executive and financial officers, evaluated our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this Report. Based on this evaluation, our management, including the Chief Executive Officer (CEO) and the Chief Financial Officer (CFO), concluded that, as of the end of the period covered by this Report, our disclosure controls and procedures were effective as of such date at the reasonable assurance level as discussed below to ensure that information required to be disclosed by us in the reports we file under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

LIMITATIONS ON THE EFFECTIVENESS OF CONTROLS. FNB’s management, including the CEO and the CFO, does not expect that our disclosure controls and internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within FNB have been detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of simple error or mistake. In addition, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING. The CEO and the CFO have evaluated the changes to our internal control over financial reporting that occurred during our fiscal quarter ended September 30, 2026, as required by paragraph (d) of Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934, as amended, and have concluded that there were no such changes that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

The information required by this Item is set forth in the “Other Legal Proceedings” discussion in Note 12, "Commitments, Credit Risk and Contingencies" of the Notes to Consolidated Financial Statements, which is incorporated herein by reference in response to this Item.

ITEM 1A.    RISK FACTORS

For more information regarding risk factors that could affect our results of operations, financial condition and liquidity, see the risk factors disclosed in the “Risk Factors” section of our 2025 Annual Report on Form 10-K. As of the date of this Quarterly Report on Form 10-Q, there have been no material changes to the risk factors described in our 2025 Annual Report on Form

10-K.

ITEM 2.    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On April 14, 2026, we announced that our Board of Directors authorized a new share repurchase program. The new share repurchase program authorizes FNB to repurchase up to $250 million of its outstanding shares of common stock. Prior share repurchase authorizations have been exhausted. Total repurchase capacity is approximately $202 million at September 30, 2026. The repurchases will be made from time to time on the open market at prevailing market prices or in privately negotiated transactions. The purchases will be funded from available working capital. There is no guarantee as to the exact number of shares that will be repurchased and we may discontinue purchases at any time.

The following table provides information regarding FNB's purchases of our common stock during the quarter ended September 30, 2026.
Period						Total number of shares purchased						Average price paid per share						Total number of shares purchased as part of publicly announced plans or programs						Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs
July 1 - July 31, 2026						561,054						$	18.84					561,054						$	242,376,666
August 1 - August 31, 2026						1,887,784						$	18.71					1,887,784						$	207,047,565
September 1 - September 30, 2026						275,666						$	18.18					275,666						$	202,035,511
Total						2,724,504						$	18.69					2,724,504

ITEM 3.    DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.    MINE SAFETY DISCLOSURES

Not Applicable.

ITEM 5.    OTHER INFORMATION

During the three months ended September 30, 2026, no director or officer (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended) of FNB adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.

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ITEM 6.    EXHIBITS

Exhibit Index

Exhibit Number						Description
31.1.						Certification of Chief Executive Officer Pursuant to Sarbanes-Oxley Act Section 302. (filed herewith).
31.2.						Certification of Chief Financial Officer Pursuant to Sarbanes-Oxley Act Section 302. (filed herewith).
32.1.						Certification of Chief Executive Officer Pursuant to Sarbanes-Oxley Act Section 906. (furnished herewith).
32.2.						Certification of Chief Financial Officer Pursuant to Sarbanes-Oxley Act Section 906. (furnished herewith).
101.INS						Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document (filed herewith).
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document (filed herewith).
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document (filed herewith).
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document (filed herewith).
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document (filed herewith).
104						Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

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SIGNATURES

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

F.N.B. CORPORATION

Dated:

November 3, 2026

/s/ Vincent J. Delie, Jr.

Vincent J. Delie, Jr.

Chairman, President and Chief Executive Officer

(Principal Executive Officer)

Dated:

November 3, 2026

/s/ Vincent J. Calabrese, Jr.

Vincent J. Calabrese, Jr.

Chief Financial Officer

(Principal Financial Officer)

Dated:

November 3, 2026

/s/ James L. Dutey

James L. Dutey

Corporate Controller

(Principal Accounting Officer)

98