UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event reported): January 25, 2024
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | |||||
| (Commission File Number) | (IRS Employer Identification No.) | ||||
(Address of principal executive offices, including zip code)
(765 ) 747-1500
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
| Title of Each Class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On Thursday January 25, 2024, First Merchants Corporation will conduct a fourth quarter 2023 earnings conference call and web cast at 11:30 a.m. (ET). A copy of the slide presentation utilized on the conference call is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits.
| Exhibit 99.1 | |||||
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| First Merchants Corporation | |||||||||||
| (Registrant) | |||||||||||
By: /s/ Michele M. Kawiecki Michele M. Kawiecki Executive Vice President, Chief Financial Officer (Principal Financial and Accounting Officer) | |||||||||||
Dated: January 25, 2024 | |||||||||||
EXHIBIT INDEX
| Exhibit | Description | ||||
| Exhibit 99.1 | |||||
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
INVESTOR UPDATE Fourth Quarter 2023
Forward Looking Statement This presentation contains forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can often, but not always, be identified by the use of words like “believe”, “continue”, “pattern”, “estimate”, “project”, “intend”, “anticipate”, “expect” and similar expressions or future or conditional verbs such as “will”, “would”, “should”, “could”, “might”, “can”, “may”, or similar expressions. These forward-looking statements include, but are not limited to, statements relating to First Merchants’ goals, intentions and expectations; statements regarding the First Merchants’ business plan and growth strategies; statements regarding the asset quality of First Merchants’ loan and investment portfolios; and estimates of First Merchants’ risks and future costs and benefits. These forward-looking statements are subject to significant risks, assumptions and uncertainties that may cause results to differ materially from those set forth in forward-looking statements, including, among other things: possible changes in economic and business conditions; the existence or exacerbation of general geopolitical instability and uncertainty; the effects of a pandemic or other unforeseeable event; the ability of First Merchants to integrate recent acquisitions and attract new customers; possible changes in monetary and fiscal policies, and laws and regulations; the effects of easing restrictions on participants in the financial services industry; the cost and other effects of legal and administrative cases; possible changes in the credit worthiness of customers and the possible impairment of collectability of loans; fluctuations in market rates of interest; competitive factors in the banking industry; changes in the banking legislation or regulatory requirements of federal and state agencies applicable to bank holding companies and banks like First Merchants’ affiliate bank; continued availability of earnings and excess capital sufficient for the lawful and prudent declaration of dividends; changes in market, economic, operational, liquidity (including the ability to grow and maintain core deposits and retain large, uninsured deposits), credit and interest rate risks associated with the First Merchants’ business; and other risks and factors identified in each of First Merchants’ filings with the Securities and Exchange Commission. First Merchants undertakes no obligation to update any forward-looking statement, whether written or oral, relating to the matters discussed in this presentation or press release. In addition, the company’s past results of operations do not necessarily indicate its anticipated future results. NON-GAAP FINANCIAL MEASURES These slides contain non-GAAP financial measures. For purposes of Regulation G, a non-GAAP financial measure is a numerical measure of the registrant’s historical or future financial performance, financial position or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or statement of cash flows (or equivalent statements) of the issuer; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. In this regard, GAAP refers to generally accepted accounting principles in the United States. Pursuant to the requirements of Regulation G, First Merchants Corporation has provided reconciliations within the slides, as necessary, of the non-GAAP financial measure to the most directly comparable GAAP financial measure.
Executive Management Team 3 Mark Hardwick Chief Executive Officer Mark K. Hardwick currently serves as the Chief Executive Officer of First Merchants Corporation and First Merchants Bank. Mark joined First Merchants in November of 1997 as Corporate Controller and was promoted to Chief Financial Officer in April of 2002. In 2016, Mark’s title expanded to include Chief Operating Officer, overseeing the leadership responsibilities for finance, operations, technology, risk, legal, and facilities for the corporation. Prior to joining First Merchants Corporation, Mark served as a senior accountant with BKD, LLP in Indianapolis. Mark is a graduate of Ball State University with a Master of Business Administration and Bachelor’s degree in Accounting. He is also a certified public accountant and a graduate of the Stonier School of Banking. FMB: 26 Yrs Banking: 26 Yrs FMB: 8 Yrs Banking: 20 Yrs Michele Kawiecki Chief Financial Officer Michele Kawiecki currently serves as Executive Vice President and Chief Financial Officer for First Merchants Corporation and First Merchants Bank. Michele joined First Merchants in 2015 as Director of Finance. Prior to joining First Merchants, Michele spent 12 years with UMB Financial Corporation in Kansas City, Missouri having served as Senior Vice President of Capital Management and Assistant Treasurer; Director of Corporate Development and the Enterprise Project Management Office; and Chief Risk Officer. Prior to UMB, she worked for PriceWaterhouseCoopers LLP as an Audit Manager. Michele earned both a Master of Science in Accounting and an Executive Master of Business Administration from the University of Missouri-Kansas City and a Bachelor’s degree in Accounting from Dakota Wesleyan University. FMB: 16 Yrs Banking: 36 Yrs Mike Stewart President Mike Stewart currently serves as President for First Merchants Corporation and First Merchants Bank overseeing the Commercial, Private Wealth, and Consumer Lines of Business for the Bank. Mike joined the bank in 2008 as Chief Banking Officer. Prior to joining First Merchants, Mike spent 18 years with National City Bank in various commercial sales and credit roles. Mike has a Master of Business Administration from Butler University and a Bachelor’s degree in Finance from Millikin University. FMB: 16 Yrs Banking: 34 Yrs John Martin Chief Credit Officer John Martin currently serves as Executive Vice President and Chief Credit Officer of First Merchants Corporation overseeing the Commercial, Small Business and Consumer Credit functions, as well as Bank Operations and the Mortgage Line of Business. Prior to joining First Merchants, John spent 18 years with National City Bank in various sales and senior credit roles. John is a graduate of Indiana University where he earned a Bachelor of Arts in Economics. He also holds a Master of Business Administration in Finance from Case Western Reserve University.
First Merchants Corporation (NASDAQ: FRME) Financial Highlights as of 12/31/2023 $18.3 Billion $12.5 Billion $14.8 Billion $7.3 Billion Assets Under Advisement* Total Assets Total Loans Total Deposits TCE/TA: YTD Return on TCE YTD ROAA: Dividend Yield: Price / Tangible Book: Price / LTM EPS: 1.23% 8.44% 16.76% 3.61% 1.48x 9.9x Moody’s a3 Baseline Credit Assessment1 Market Cap $2.2B Largest financial services holding company headquartered in Central Indiana 116 Banking Centers 4 *Assets Under Management - $3.7 Billion 1Moody’s Credit Opinion – First Merchants Corporation, October 25, 2022, baseline Credit Assessment (BCA) reflects a bank’s standalone credit strength
Highlights 5 ▪ Annualized loan growth of 6.6% on a linked quarter basis, with new/renewed loan yields averaging 8.01% for the quarter ▪ Annualized deposit growth of 4.8% on a linked quarter basis ▪ Reported EPS of $0.71 compared to $1.19 in 4Q22. Excluding one-time charges, current EPS of $0.87 compared to $1.19 in 4Q221,2 7.89% ROE 12.75% ROTCE2 ROE & ROTCE (Annualized) $42.0 Million $0.71 Per Share Net Income & EPS1 0.92% ROA 1.33% PTPP ROA2 ROA (Annualized) 1Net Income and EPS reported on a diluted basis and for common stockholders 2See “Non-GAAP Financial Information” for reconciliation Fourth Quarter Year-to-Date 10.43% ROE 16.76% ROTCE2 ROE & ROTCE (Annualized) $221.9 Million $3.73 Per Share Net Income & EPS1 1.23% ROA 1.51% PTPP ROA2 ROA (Annualized) ▪ Loan growth of 5.1% when adjusted for non-relationship, term loan B portfolio loan sale of $116 million in second quarter ▪ Deposit growth of 3.1% ▪ Improved liquidity position by $585 million; increased cash $300 million and lowered borrowings $285 million ▪ Increased tangible common equity by $222 million and tangible common equity ratio from 7.34% to 8.44% ▪ Maintained strong credit quality and a robust allowance for credit losses ▪ Reported EPS of $3.73 compared to $3.81 in 2022. Excluding PPP income, expenses related to the Level One acquisition, and one-time charges, current EPS of $3.89 compared to $4.20 in 20221,2
Business Strategy 6 Full Spectrum of Debt Capital and Treasury Service Offerings Located in Prime Growth Markets Small Business & SBA Middle Market C&I Investment Real Estate Public Finance Sponsor Finance Full Spectrum of Consumer Deposit and Lending Offerings Supported by: Talented, Customer Service Oriented Banking Center and Call Center Professionals Competitive Digital Solutions ▪ Deposit and CRM ▪ Online Banking ▪ Mobile Banking Diverse Locations in Stable Rural and Growth Metro Markets Comprehensive and coordinated approach to personal wealth management Expertise in: Investment Management Private Banking Fiduciary Estate Financial Planning Strengthen commercial relationships with personal services for executives/owners and retirement plan services for companies Partner with consumer to offer personal investment advice through First Merchants Investment Services Offering a full suite of mortgage solutions to assist with purchase, construction, renovation, and home finance Strengthen existing Commercial, Consumer and Private Wealth relationships Create new household relationships Support underserved borrowers and neighborhoods Deliver solutions through a personalized, efficient, and scalable model Commercial Banking Private Wealth Advisors Consumer Banking Mortgage Banking Asset Based Lending Syndications Treasury Management Services Merchant Processing Services
Loan Growth Annualized1 Deposit Growth Annualized1 Business Highlights 7 Indianapolis Indianapolis MSA Rank: 8 Deposits: $3.6B Loans: $4.2B Columbus Columbus MSA Rank: 14 Deposits: $0.7B Loans: $1.5B Northwest Indiana Lake County Rank: 4 Lafayette MSA Rank: 2 Deposits: $3.4B Loans: $2.3B Northeast Indiana Muncie MSA Rank: 1 Ft Wayne MSA Rank: 3 Deposits: $4.4B Loans: $1.9B Michigan Monroe MSA Rank: 1 Detroit MSA Rank: 9 Deposits: $2.7B Loans: $2.6B MSA and County ranking data per FDIC 1Commercial includes Municipal deposits and Consumer includes Private Wealth and Mortgage ▪ Strong Commercial growth in the quarter driven through both the middle market, C&I group and the Investment Real Estate team ▪ As a result of strong loan closings during the quarter, the total Commercial pipeline softened; still at levels to yield growth in 2024 ▪ Consumer growth was attributed to increases in Installment, Private Banking, and Residential Mortgage *During the second quarter, the non-relationship, term loan B portfolio of $116 million was sold with a gain ▪ Strong deposit growth continued for the quarter and year-to-date ▪ The Consumer line of business showed strong growth in both primary account balances and continued growth in money markets and CDs with less than one-year maturities 4Q23 Balance ($B) Growth Commercial $9.5 8.0% Consumer $2.9 2.7% Total Loan Growth QTD 6.6% Total Loan Growth YTD 4.1% *Adjusted Total Loan Growth YTD 5.1% 4Q23 Balance ($B) Growth Commercial $7.4 5.6% Consumer $6.4 11.1% Total Deposit Growth QTD 4.8% Total Deposit Growth YTD 3.1%
Fourth Quarter Financial Results 8 ▪ 63.26% Efficiency Ratio, 55.56% excluding non-core expenses1 ▪ Net interest income, decreased $3.3 million due to higher funding cost and mix change which offset higher earning asset income ▪ Pre-Tax, Pre-Provision (PTPP) Earnings totaled $61.1 million PTPP ROA was 1.33% and PTPP ROE was 11.47%1 ▪ TCE Ratio increased 0.75% to 8.44% due to earnings growth and recapture of AOCI ▪ Tangible Book Value per share totaled $25.06, an increase of $2.63 from prior quarter 4Q23 Highlights 1See “Non-GAAP Financial Information” for reconciliation ($M except per share data) 12/31/22 3/31/23 6/30/23 9/30/23 12/31/23 Variance Linked Quarter % Variance Linked QTR- Annualized Balance Sheet & Asset Quality 1. Total Assets $17,938.3 $18,178.9 $17,968.4 $17,996.6 $18,309.5 $312.8 7.0% 2. Total Loans 12,013.0 12,250.9 12,297.5 12,302.4 12,505.0 202.6 6.6% 3. Investments 4,263.8 4,057.4 3,891.5 3,713.7 3,811.4 97.6 10.5% 4. Deposits 14,382.7 14,703.3 14,581.2 14,646.6 14,821.5 174.9 4.8% 5. Total Equity 2,034.8 2,122.4 2,145.6 2,092.6 2,247.7 155.1 29.6% 6. TCE Ratio 7.34% 7.75% 7.99% 7.69% 8.44% 0.75% 7. Total RBC Ratio 13.08 13.23 13.48 13.66 13.67% 0.01 8. ACL / Loans 1.86 1.82 1.80 1.67 1.64 -0.03 9. NCOs / Avg Loans 0.12 0.01 0.06 0.66 0.10 -0.56 10. NPAs + 90PD / Assets 0.28 0.34 0.43 0.33 0.32 -0.01 Summary Income Statement 11. Net Interest Income $149.0 $144.1 $137.9 $133.4 $130.1 ($3.3) -2.5% 12. Provision for Loan Losses 0.0 0.0 0.0 2.0 1.5 (0.5) 13. Noninterest Income 24.1 25.0 26.3 27.8 26.4 (1.4) -5.0% 14. Noninterest Expense 89.7 93.7 92.6 93.8 108.1 14.3 15.2% 15. Pre-tax Income 83.4 75.4 71.6 65.4 46.9 (18.5) -28.3% 16. Provision for Taxes 12.6 11.3 10.7 9.0 4.4 (4.6) -51.1% 17. Net Income 70.8 64.1 60.9 56.4 42.5 (13.9) -24.6% 18. Preferred Stock Dividends 0.5 0.5 0.5 0.5 0.5 0.0 19. Net Income Available to Common Stockholders 70.3 63.6 60.4 55.9 42.0 (13.9) -24.9% 20. ROAA 1.59% 1.42% 1.34% 1.24% 0.92% -0.32% 21. ROAE 14.36 12.21 11.29 10.38 7.89 -2.49 22. ROTCE 24.21 19.82 18.04 16.54 12.75 -3.79 23. Net Interest Margin 3.72 3.58 3.39 3.29 3.16 -0.13 24. Efficiency Ratio 48.60 51.72 52.21 53.91 63.26 9.35 Per Share 25. Earnings per Diluted Share $1.19 $1.07 $1.02 $0.94 $0.71 ($0.23) 26. Tangible Book Value per Share 21.45 22.93 23.34 22.43 25.06 2.63 27. Dividend per Share 0.32 0.32 0.34 0.34 0.34 0.00 28. Dividend Payout Ratio 26.9% 29.9% 33.3% 36.2% 47.9% 11.7% For the Three Months Ended,
Year-to-Date Financial Results 9 ▪ 55.17% Efficiency Ratio, 53.31% excluding non-core expenses1 ▪ Net interest income, increased $25.2 million or 4.8% over prior year ▪ Pre-Tax, Pre-Provision (PTPP) Earnings totaled $275.4 million PTPP ROA was 1.51% and PTPP ROE was 12.95%1 ▪ TCE Ratio increased 1.10% to 8.44% over prior year ▪ Tangible Book Value per share totaled $25.06, an increase of $3.61 over prior year Year-to-Date Highlights 1See “Non-GAAP Financial Information” for reconciliation ($M except per share data) 2021 2022 2023 Variance YOY % Variance YOY Balance Sheet & Asset Quality 1. Total Assets $15,453.1 $17,938.3 $18,309.5 $371.2 2.1% 2. Total Loans 9,253.0 12,013.0 12,505.0 492.0 4.1% 3. Investments 4,524.4 4,263.8 3,811.4 (452.4) -10.6% 4. Deposits 12,732.6 14,382.7 14,821.5 438.7 3.1% 5. Total Equity 1,912.6 2,034.8 2,247.7 212.9 10.5% 6. TCE Ratio 9.01% 7.34% 8.44% 1.10% 7. Total RBC Ratio 13.92 13.08 13.67% 0.59 8. ALLL / Loans 2.11 1.86 1.64 -0.22 9. NCOs / Avg Loans 0.10 0.02 0.21 0.19 10. NPAs + 90PD / Assets 0.29 0.28 0.32 0.04 Summary Income Statement 11. Net Interest Income $410.7 $520.2 $545.4 $25.2 4.8% 12. Provision for Loan Losses 0.0 16.8 3.5 (13.3) 13. Noninterest Income 109.3 107.9 105.6 (2.3) -2.2% 14. Noninterest Expense 279.2 355.7 388.3 32.6 9.2% 15. Pre-tax Income 240.8 255.7 259.2 3.5 1.4% 16. Provision for Taxes 35.3 33.6 35.4 1.8 5.4% 17. Net Income 205.5 222.1 223.8 1.7 0.8% 18. Preferred Stock Dividends 0.0 1.4 1.9 0.5 19. Net Income Available to Common Stockholders 205.5 220.7 221.9 1.2 0.6% 20. ROAA 1.39% 1.29% 1.23% -0.06% 21. ROAE 11.01 11.19 10.43 -0.76 22. ROTCE 16.17 18.12 16.76 -1.36 23. Net Interest Margin 3.18 3.41 3.35 -0.06 24. Efficiency Ratio 50.94 53.20 55.17 1.97 Per Share 25. Earnings per Diluted Share $3.81 $3.81 $3.73 ($0.08) 26. Tangible Book Value per Share 25.21 21.45 25.06 3.61 27. Dividend per Share 1.13 1.25 1.34 0.09 28. Dividend Payout Ratio 29.7% 32.8% 35.9% 3.1% For the Year Ended December 31,
▪ Net unrealized AFS Loss of $219.7 million ($382.8 M prior Q) ▪ Net unrealized HTM Loss of $314.2 million ($472.6 M prior Q) Investment Portfolio Highlights 10 4Q23 Investment Portfolio Composition Yield on Investments (%) / Total Investments ($B) $3.8B Total Investment Portfolio Gains / LossesHighlights Realized Gains/Losses ▪ 4Q 2022 $0.1 million gain ▪ 1Q 2023 $1.6 million loss ▪ 2Q 2023 $1.4 million loss ▪ 3Q 2023 $1.7 million loss ▪ 4Q 2023 $2.3 million loss Unrealized Losses▪ 4Q23 bond sales of $43 million / $395 million YTD ▪ Effective duration of 6.3 years ▪ Cash flow of $282 million in 2024 / ~2.14% yield ▪ AA rated municipal bond portfolio ▪ ~54% of portfolio classified as Held-to-Maturity ▪ Allowance for Credit Losses for Investments of $245,000 Municipal Bonds 56% Mortgage- Backed Securities 25% Collateralized Mortgage Obligations 6% U.S. Agencies 12% Corporate Obligations 1% $4.3 $4.1 $3.9 $3.7 $3.8 2.66% 2.63% 2.56% 2.55% 2.56% 4Q22 1Q23 2Q23 3Q23 4Q23 Investments ($B) Yield on Investments (%)
Loan Portfolio Highlights 11 4Q23 Loan Composition Yield on Loans (%) / Total Loans ($B) $12.5B Total 4Q23 Portfolio by Yield Type Highlights Total loan rate mix as of 4Q23 • $8.3 billion variable rate • $4.2 billion fixed rate ▪ Portfolio composition is ~75% Commercial oriented ▪ Total loan yield increased to 6.71% ▪ New/renewed loan yields averaged 8.01% for the quarter compared to 7.88% in 3Q23 $0.9 $0.7 $0.7$0.4$0.7$0.7 Commercial & Industrial 29.4% Commercial Real Estate Owner-Occupied 9.3% Commercial Real Estate Non-Owner Occupied 19.2% Construction Land & Land Development 7.7% Agricultural Land & Production 2.1% Public Finance/Other Commercial 7.6% Residential Mortgage 18.4% Home Equity 4.9% Other Consumer 1.4% Fixed Rate 34% Prime-Based 12% Other Variable Rates 10% SOFR-Based 44% $12.0 $12.3 $12.3 $12.3 $12.5 5.58% 6.00% 6.34% 6.58% 6.71% 4Q22 1Q23 2Q23 3Q23 4Q23 Total Loans ($B) Yield on Loans (%)
$195,397 $223,277 $204,934 $16,599 $13,955 $7,300 $2,674 $25,643 ACL - Loans 12/31/2021 Level One - PCD Credit Mark Net Charge- offs 2022 Provision Exp. 2022 ACL - Loans 12/31/2022 Net Charge- offs YTD Provision Exp. 2023 ACL - Loans 12/31/2023 Increase Decrease Allowance for Credit Losses - Loans 12 4Q23 Allowance for Credit Losses - Loans Highlights ▪ $1.5 million Q4 provision expense ▪ $2.3 million provision exp. recorded for ACL – Loans ▪ $0.8 million reserve reduction for unfunded commitments ▪ $3.5 million YTD provision expense ▪ $7.3 million provision exp. recorded for ACL – Loans ▪ $3.8 million reserve reduction for unfunded commitments ▪ The reserve for unfunded commitments totals $19.5 million and is recorded in Other Liabilities ▪ The remaining fair value accretion on acquired loans is $23.2 million inclusive of credit and interest rate marks Change in ACL – Loans 1Reflects $14 million for CECL Day 1 non-PCD loans. Total provision expense for 2022 of $16.8 million also includes $2.8 million for Level One’s unfunded commitments. $223.3 $223.1 $221.1 $205.8 $204.9 1.86% 1.82% 1.80% 1.67% 1.64% 4Q22 1Q23 2Q23 3Q23 4Q23 Allowance Allowance to Loans 1
Demand Deposits 54%Savings Deposits 30% Certificates & Time Deposits > $100k 9% Certificates & Time Deposits < $100k 6% Brokered Certificates of Deposits 1% Deposit Portfolio Highlights 13 4Q23 Deposit Composition Highlights $14.8B Total 1Total brokered deposits of $629 million, which includes brokered CDs of $80 million 2Defined as total deposits less time deposits > $100k Cost of Total Deposits (%) / Total Deposits ($B) ▪ Strong core deposit base • 90% core deposits2 • 17% noninterest bearing • 39% yield 5 bps or less ▪ Total deposit costs increased to 2.58% ▪ 56% cumulative interest-bearing deposit beta, 51% prior quarter ▪ Insured 72.1% / Uninsured 27.9% ▪ Average deposit account balance of $34,000 1 $14.4 $14.7 $14.6 $14.6 $14.8 0.92% 1.41% 1.99% 2.32% 2.58% 4Q22 1Q23 2Q23 3Q23 4Q23 Total Deposits ($B) Cost of Total Deposits (%)
Net Interest Margin 14 $105.1$97.1 $97.3 $105.1 $107.0$97.8 $107.0 $97.3 $105.1 $110.0$109.2 $107.0 $105.1 $109.2 $110.0 $106.9 1Adjusted for Fair Value Accretion and PPP Loan Income 4Q22 1Q23 2Q23 3Q23 4Q23 1. Net Interest Income - FTE ($millions) 155.3$ 150.4$ 143.7$ 139.3$ 135.9$ 2. Fair Value Accretion 2.7$ 2.4$ 2.0$ 2.0$ 1.7$ 3. PPP Loan Income 0.1$ -$ -$ -$ -$ 4. Adjusted Net Interest Income - FTE1 152.5$ 148.0$ 141.7$ 137.3$ 134.2$ 5. Tax Equivalent Yield on Earning Assets 4.73% 5.06% 5.36% 5.55% 5.64% 6. Interest Expense/Average Earning Assets 1.01% 1.48% 1.97% 2.26% 2.48% 7. Net Interest Margin 3.72% 3.58% 3.39% 3.29% 3.16% 8. Fair Value Accretion Effect 0.07% 0.06% 0.05% 0.05% 0.04% 9. Impact of PPP Loans 0.00% 0.00% 0.00% 0.00% 0.00% 10. Adjusted Net Interest Margin1 3.65% 3.52% 3.34% 3.24% 3.12% $155.3 $150.4 $143.7 $139.3 $135.9 3.72% 3.58% 3.39% 3.29% 3.16% 4Q22 1Q23 2Q23 3Q23 4Q23 Net Interest Income - FTE ($millions) Net Interest Margin
Noninterest Income Highlights 15 4Q23 Noninterest Income Detail ($M) $26.4M Total Noninterest Income Trends ($M) Fee Income / Revenue Highlights ▪ Customer-related fees totaling $25.7 million for 4Q23, decreased $0.8 million from 3Q23 driven primarily by lower gains on the sales of mortgage loans ▪ Non-customer related fees include a $1.5 million BOLI gain, losses of $2.3 million on sale of $43 million of available-for-sale securities, and $1.0 million write-down of CRA investments Wealth Management $8.2 26% Gain on Sale of Loans $4.1 13% Service Charges $7.7 25% Card Payment Fees $4.4 14% Gain (Loss) on Sale of Securities ($2.3) -7% Derivative Hedge Fees $1.1 3% BOLI $3.2 10% Other Customer Fees $0.2 1% Other ($0.2) -1% 13.4% 14.2% 15.5% 16.6% 16.3% $7.5 $7.9 $7.4 $7.4 $8.2 $2.1 $2.4 $3.6 $5.5 $4.1 $7.1 $7.4 $7.8 $8.0 $7.7 $4.5 $5.2 $4.5 $4.7 $4.4 $2.9 $2.1 $3.0 $2.2 $2.0 $24.1M $25.0M $26.3M $27.8M $26.4M 4Q22 1Q23 2Q23 3Q23 4Q23 Wealth Management Gain on Sale of Loans Service Charges Card Payment Fees Other
Salary & Benefits $60.9 56% Premises & Equipment $15.2 14% Outside Data Processing $5.9 6% Professional & Other Outside Services $4.0 4% Intangible Asset Amortization $2.2 2% Marketing $2.6 2% FDIC Expense $7.6 7% Other $9.7 9% Noninterest Expense Highlights 16 4Q23 Noninterest Expense Detail $108.1M Total Noninterest Expense Trends ($M) Efficiency Ratio Highlights ▪ Increase in Q4 driven by one-time charges consisting of $4.3 million from the FDIC special assessment, $6.3 million from early retirement and severance costs, and $2.1 million from a lease termination. 14Q23 Efficiency Ratio excluding non-core expenses, see “Non-GAAP Financial Information” for reconciliation 48.60% 51.72% 52.21% 53.91% 63.26% 55.56%1 $52.3 $57.5 $54.8 $55.6 $60.9 $12.8 $13.4 $12.9 $12.5 $15.2 $5.6 $6.1 $6.6 $6.6 $5.9 $19.0 $16.7 $18.3 $19.2 $26.1 $89.7M $93.7M $92.6M $93.9M $108.1M 4Q22 1Q23 2Q23 3Q23 4Q23 Salary & Benefits Premises & Equipment Outside Data Processing Other
Capital Ratios 17 Tangible Common Equity Ratio Common Equity Tier 1 Ratio Total Risk-Based Capital Ratio 9.31% 9.31% 9.57% 9.31% 9.65%9.57%9.31% 9.57% 9.65% 9.04% ▪ TCE Ratio including marks on held-to-maturity securities portfolio is 7.13% ▪ CET1 including net unrealized loss in AOCI on available-for-sale securities is 10.30% Highlights 7.34% 7.75% 7.99% 7.69% 8.44% 4Q22 1Q23 2Q23 3Q23 4Q23 TCE Ratio Target TCE (8.00%) 13.08% 13.23% 13.48% 13.66% 13.67% 4Q22 1Q23 2Q23 3Q23 4Q23 TRBC Ratio Target TRBC Ratio (12.50%) 10.65% 10.82% 11.07% 11.26% 11.35% 4Q22 1Q23 2Q23 3Q23 4Q23 CET 1 Ratio Target CET1 Ratio (10.00%)
4Q23 Highlights Loan Portfolio 18 Geography Loan Portfolio Trends ($M) ▪ C&I – Regional Banking up $214 million ▪ CRE NOO (Investment) up $41 million Year End 2023 Highlights Loan growth of $608.6 million or 5.1%1 ▪ Balanced commercial loan growth - $426 million1 • C&I - Regional Banking - $165 million1 • C&I - Sponsor Finance - $183 million • Constr/Land/Land Dev. - $122 million ▪ Total Resi Mtg & Cons. - $182 million 85.4% of borrowers within four state Midwest geography 1Adjusted for the sale of non-relationship, term loan B loans of $116 million during the 2nd quarter 4Q22 1Q23 2Q23 3Q23 4Q23 1.C&I - Regional Banking $ 2,827 $ 2,831 $ 2,733 $ 2,662 $ 2,876 2.C&I - Sponsor Finance 612 674 798 829 795 3.CRE Owner Occupied 1,244 1,242 1,180 1,154 1,162 4.Construction/Land/Land Dev. 836 961 950 1,022 958 5.CRE Non-Owner Occupied 2,407 2,375 2,380 2,360 2,401 6.Agricultural 242 220 230 234 263 7.Public Finance/Other Commercial 933 959 964 967 956 8.Total Commercial Loans 9,101 9,262 9,235 9,228 9,411 9.Residential Mortgage 2,103 2,195 2,276 2,286 2,304 10.Home Equity 631 621 614 609 618 11.Other Consumer 178 173 173 179 172 12.Total Resi Mortgage & Consumer 2,912 2,989 3,063 3,074 3,094 13.Total Loans $ 12,013 $ 12,251 $ 12,298 $ 12,302 $ 12,505
C&I Includes commercial and industrial, sponsor and owner- occupied real estate loans C&I - Sponsor Finance ▪ Line utilization 4Q23 41.3% from 40.9% 3Q23 ▪ $740 million Shared National Credits: • Relationship Strategy: Access to management, additional revenue opportunities • Top borrower industries include chemicals, heavy road construction, real estate, manufacturing, outdoor advertising ▪ $59.7 million of SBA guaranteed loans Loan Portfolio Insights 19 C&I ▪ $175 million Resi Real Estate Construction ▪ $782 million CRE Construction & Land Construction Finance Home Equity / Other Consumer Residential Mortgage ▪ > 96% of $681 million in consumer loans had a credit score exceeding 669 at origination1 ▪ $257 million residential mortgage secured, related to commercial loan relationships ▪ $2.0 billion residential mortgage loans • > 90% of $1.8 billion in residential portfolio loans had a credit score at origination exceeding 6692 Commercial Mortgage & Consumer 1Excludes ~14% of loans where origination data is unavailable 2Excludes ~12% of residential loans where origination data is unavailable ▪ $795 million to 86 companies, 53 active sponsors, top 5 borrower industries include manufacturing, packaging services, and comm transportation equipment ▪ Senior Debt/Adj. EBITDA < 3.0X ~ 74% ▪ Total Debt/Adj. EBITDA < 4.0X ~ 78% ▪ FCCR > 1.50X ~ 65% ▪ ~4.0% Classified (as % of portfolio) ($M) Balance Commit. % CRE Constr/Land Multi-Family $453 $772 57.9% Industrial $93 $110 12.0% Self Storage $66 $70 8.4% Office-Medical $25 $27 3.1% Office-General $8 $27 1.1%
Office - Maturities Loan Portfolio Insights (continued) 20 Total Loans $12.5 Billion Commercial Real Estate (Non-Owner Occupied) ($M) Office (Non-Owner Occupied) ($M) ▪ Top 10 loans are 41% of total office with WALTV of ~59% at origination ▪ Largest NOO Office $25 million, medical office, 39% LTV ▪ 2nd largest $19 million, 40% owner occupied Office Maturities $253.4 Million Office % Total Loans Multi- Family Industrial Retail Office Warehouse / Storage Hotel Other Total CRE (NOO) Balance: $724.0 $384.3 $348.4 $253.4 $241.8 $148.7 $300.2 $2,400.8 Commitment: $755.3 $398.9 $353.6 $258.1 $255.3 $149.2 $323.4 $2,493.8 # of loans: 478 492 311 217 98 32 119 1747 % of Total Loans: 5.8% 3.1% 2.8% 2.0% 1.9% 1.2% 2.4% 19.2% Average Loan Balance: $1.5 $0.8 $1.1 $1.2 $2.5 $4.6 $2.5 $1.4 Top 10 - Avg. Loan Com: $18.8 $8.8 $8.7 $10.7 $14.4 $11.7 $18.0 $23.9 General Office $122.4 Medical $71.4 Mixed $19.0 Government $20.9 Other $19.7 Multi Tenant $151.8 Single Tenant $101.6 Michigan $93.4 Indiana $65.6 Ohio $28.6 Oklahoma $25.0 Illinois $23.8 Other $17.0 Office Geographic Office Type Office Tenant Classification <= 1 7.0% 1-3 yrs. 23.7% 3-5 yrs. 24.9% Over 5 yrs. 44.4%
Asset Quality 21 Asset Quality Trends ($M) Highlights ▪ Stable credit metrics • NPAs + 90 day past due 47 basis points of Loans and ORE • NPAs + 90 day past due declined $1.1 million or 2 bps to 47 basis points of loans and ORE ▪ Consistent portfolio performance despite higher rates • Classified Loans mostly unchanged from 1.89% to 1.94% ▪ Modest charge-off Levels • Q4 Net Charge-offs of $3.1 million , 10 basis points of average loans (annualized) • 2023 Net Charge-offs of $25.6 million, 21 basis points of average loans 4Q22 1Q23 2Q23 3Q23 4Q23 1. Non-Accrual Loans 42.3$ 46.6$ 69.2$ 53.1$ 53.6$ 2. Other Real Estate 6.5 7.8 7.7 6.5 4.8 3. 90PD Loans 1.7 7.0 0.4 0.1 0.2 4. Renegotiated Loans 0.2 - - - - 5. NPAs + 90PD 50.7$ 61.4$ 77.3$ 59.7$ 58.6$ 6. NPAs + 90PD/Loans and ORE 0.42% 0.50% 0.63% 0.49% 0.47% 7. Classified Loans 215.2$ 250.5$ 257.0$ 232.2$ 242.8$ 8. Classified Loans/Loans 1.79% 2.04% 2.09% 1.89% 1.94% 9. Net Charge-offs (QTD) 3.4$ 0.2$ 1.9$ 20.4$ 3.1$ 10. QTD NCO/Avg. Loans (Annualized) 0.12% 0.01% 0.06% 0.66% 0.10%
Nonperforming Assets 22 Nonperforming Assets Roll Forward ($M) 4Q23 Nonperforming Asset Migration: ▪ Improvement for the quarter with $1.1 million reduction in NPAs and 90 day past due overall • Largest new nonaccrual only $0.7 million • $0.6 million reduction in ORE from property sales Highlights 1Q23 2Q23 3Q23 4Q23 2023 1. Beginning Balance NPAs + 90PD 50.7$ 61.4$ 77.3$ 59.7$ 50.7$ Non-Accrual 2. Add: New Non-Accruals 15.4 33.2 7.5 10.3 66.4 3. Less: To Accrual or Payoff (8.6) (8.3) (2.5) (6.1) (25.5) 4. Less: To OREO (1.4) - (0.2) - (1.6) 5. Less: Charge-offs (1.1) (2.3) (20.9) (3.7) (28.0) 6. Non-Accrual Loans Change 4.3 22.6 (16.1) 0.5 11.3 Other Real Estate Owned (ORE) 7. Add: New ORE Properties 1.4 - 0.2 - 1.6 8. Less: ORE Sold (0.1) (0.1) (1.4) (0.6) (2.2) 9. Less: ORE Losses (write-downs) - - - (1.1) (1.1) 10. ORE Change 1.3 (0.1) (1.2) (1.7) (1.7) 11. 90PD Change 5.3 (6.6) (0.3) 0.1 (1.5) 12. Renegotiated Loans Change (0.2) 0.0 - - (0.2) 13. NPAs + 90PD Change 10.7 15.9 (17.6) (1.1) 7.9 14. Ending Balance NPAs + 90PD 61.4$ 77.3$ 59.7$ 58.6$ 58.6$ 2023 YTD Nonperforming Asset Migration: ▪ Stable migration • Consistent portfolio performance
$12.17 $13.65 $14.68 $15.85 $16.96 $19.12 $21.94 $24.27 $25.21 $21.45 $25.06 $12.12 $13.27 $14.38 $15.83 $16.78 $19.24 $21.24 $22.64 $24.09 $25.42 $27.98 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 TBVPS TBVPS Without AFS OCI Track Record of Shareholder Value 23 10-Year Total Return (2013-2023) Earnings per Share Tangible Book Value per Share Dividends per Share CAGR 2013-2023: 10.2% CAGR 2013-2023: 7.5% Adjusted CAGR1 8.7% Return on Tangible Common Equity 1Tangible book value per share excluding unrealized gain/loss in available for sale securities. CAGR 2013-2023: 22.2% 1 $1.41 $1.65 $1.72 $1.98 $2.12 $3.22 $3.19 $2.74 $3.81 $3.81 $3.73 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 $0.18 $0.29 $0.41 $0.54 $0.69 $0.84 $1.00 $1.04 $1.13 $1.25 $1.34 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 12.69% 12.94% 12.47% 13.26% 13.29% 18.77% 15.81% 12.21% 16.17% 18.12% 16.76% 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 215% 191% FRME S&P BMI US Bank
History of Organic and Whole Bank Acquisition Growth 24 Total Assets ($B) Growth Through Acquisition ✓ Experienced Acquirer ✓ Expanded in Current High-Growth Markets ✓ Extended into Additional High-Growth Markets ✓ Added to Franchise with Stable Deposit Gathering Markets 2000 Decatur Bank & Trust 2001 Frances Slocum Bank & Trust 2002 Lafayette Bank & Trust 2003 Commerce National Bank 2008 Lincoln Bank 2012 Shelby County Bank 2013 Citizens Financial Bank 2014 Community Bank 2015 Cooper State Bank Ameriana Bank 2017 Arlington Bank iAB Financial Bank 2019 Monroe Bank & Trust 2022 (Closed April 1, 2022) $5.4 $5.8 $6.8 $7.2 $9.4 $9.9 $12.5 $14.1 $15.5 $17.9 $18.3 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023
Vision for the Future 25 Our Vision: To enhance the financial wellness of the diverse communities we serve. To be the most attentive, knowledgeable, and high-performing bank for our clients, teammates, and shareholders. We are a collection of dynamic colleagues with diverse experiences and perspectives who share a passion for positively impacting lives. We are genuinely committed to attracting and engaging teammates of diverse backgrounds. We believe in the power of inclusion and belonging. ▪ Drive engagement through inclusivity, teamwork, performance management, career development, rewards, and work-life balance ▪ Produce organic growth across all lines of business and markets through focused, data- driven, industry-leading client acquisition, expansion, and retention activities ▪ Continued investment in the digitization of our delivery channels to simplify the client experience ▪ Maintain top-quartile financial results supported by industry-leading governance, risk, and compliance practices to ensure long-term sustainability ▪ Continue to leverage our core competency in acquisitions to enhance growth, efficiency, and high performance ▪ Cultivate a high-quality shareholder base that values our stakeholder-centric business model Strategic Imperatives: Our Mission: Our Team:
26 APPENDIX
Non-GAAP 27 1Non-core expenses include one-time charges consisting of $4.3 million from the FDIC special assessment, $6.3 million from early retirement and severance costs, and $2.1 million from a lease termination. ADJUSTED NET INCOME AND DILUTED EARNINGS PER COMMON SHARE 4Q22 1Q23 2Q23 3Q23 4Q23 2021 2022 2023 (Dollars in Thousands, Except Per Share Amounts) Net Income Available to Common Stockholders - GAAP 70,292$ 63,610$ 60,393$ 55,898$ 42,010$ 205,531$ 220,683$ 221,911$ Adjustments: PPP loan income (109) (25) (9) (8) (7) (30,900) (3,207) (49) Acquisition-related expenses 413 - - - - - 16,531 - Acquisition-related provision expense - - - - - - 16,755 - Non-core expenses1 - - - - 12,682 - - 12,682 Tax on adjustments (75) 6 2 2 (3,088) 7,577 (7,376) (3,078) Adjusted Net Income Available to Common Stockholders - NON-GAAP 70,521$ 63,591$ 60,386$ 55,892$ 51,597$ 182,208$ 243,386$ 231,466$ Average Diluted Common Shares Outstanding 59,384 59,441 59,448 59,503 59,556 53,984 57,950 59,489 Diluted Earnings Per Common Share - GAAP 1.19$ 1.07$ 1.02$ 0.94$ 0.71$ 3.81$ 3.81$ 3.73$ Adjustments: PPP loan income (0.01) - - - - (0.57) (0.06) - Acquisition-related expenses 0.01 - - - - - 0.28 - Acquisition-related provision expense - - - - - - 0.30 - Non-core expenses1 - - - - 0.21 - - 0.21 Tax on adjustments - - - - (0.05) 0.14 (0.13) (0.05) Adjusted Diluted Earnings Per Common Share - NON-GAAP 1.19$ 1.07$ 1.02$ 0.94$ 0.87$ 3.38$ 4.20$ 3.89$
Non-GAAP 28 1Non-core expenses include one-time charges consisting of $4.3 million from the FDIC special assessment, $6.3 million from early retirement and severance costs, and $2.1 million from a lease termination. PRE-TAX, PRE-PROVISION ("PTPP") EARNINGS, AS ADJUSTED 4Q22 1Q23 2Q23 3Q23 4Q23 (Dollars in Thousands, Except Per Share Amounts) Net Interest Income (GAAP) 148,956$ 144,119$ 137,835$ 133,383$ 130,064$ Other Income (GAAP) 24,151 24,997 26,319 27,842 26,443 Total Revenue 173,107 169,116 164,154 161,225 156,507 Less: Other Expenses (GAAP) (89,699) (93,720) (92,593) (93,854) (108,103) Add: Acquisition-Related Expenses (GAAP) 413 - - - - Add: Non-core Expenses1 (GAAP) - - - - 12,682 Pre-Tax, Pre-Provision Earnings (non-GAAP) 83,821$ 75,396$ 71,561$ 67,371$ 61,086$ Average Assets (GAAP) 17,834,468$ 18,022,195$ 18,170,649$ 18,152,239$ 18,397,200$ Average Equity (GAAP) 1,958,041$ 2,083,125$ 2,139,877$ 2,154,232$ 2,130,993$ Average Diluted Common Shares 59,384 59,441 59,448 59,503 59,556 PTPP/Average Assets (PTPP ROA) 1.88% 1.67% 1.58% 1.48% 1.33% PTPP/Average Equity (PTPP ROE) 17.12% 14.48% 13.38% 12.51% 11.47% PTPP/Average Diluted Common Shares 1.41$ 1.27$ 1.20$ 1.13$ 1.03$ 2021 2022 2023 (Dollars in Thousands, Except Per Share Amounts) Net Interest Income (GAAP) 410,680$ 520,203$ 545,401$ Other Income (GAAP) 109,323 107,941 105,601 Total Revenue 520,003 628,144 651,002 Less: Other Expenses (GAAP) (279,213) (355,716) (388,270) Add: Acquisition-Related Expenses (GAAP) 528 16,531 - Add: Non-core Expenses 1 (GAAP) - - 12,682 Pre-Tax, Pre-Provision Earnings (non-GAAP) 241,318$ 288,959$ 275,414$ Average Assets (GAAP) 14,830,397$ 17,220,002$ 18,186,507$ Average Equity (GAAP) 1,866,632$ 1,972,445$ 2,127,262$ Average Diluted Common Shares 53,984 57,950 59,489 PTPP/Average Assets (PTPP ROA) 1.63% 1.68% 1.51% PTPP/Average Equity (PTPP ROE) 12.93% 14.65% 12.95% PTPP/Average Diluted Common Shares 4.47$ 4.99$ 4.63$
Non-GAAP 29 1Non-core expenses include one-time charges consisting of $4.3 million from the FDIC special assessment, $6.3 million from early retirement and severance costs, and $2.1 million from a lease termination. EFFICIENCY RATIO (dollars in thousands): 2021 4Q22 2022 1Q23 2Q23 3Q23 4Q23 2023 EFFICIENCY RATIO (dollars in thousands): Non Interest Expense (GAAP) 279,213$ 89,699$ 355,715$ 93,720$ 92,593$ 93,854$ 108,103$ 388,270$ Less: Intangible Asset Amortization (5,747) (2,303) (8,275) (2,197) (2,182) (2,182) (2,182) (8,743) Less: OREO and Foreclosure Expenses (992) (197) (823) 18 (916) (677) (1,743) (3,318) Adjusted Non Interest Expense (non-GAAP) 272,474 87,199 346,617 91,541 89,495 90,995 104,178 376,209 Net Interest Income (GAAP) 410,680 148,956 520,203 144,119 137,835 133,383 130,063 545,400 Plus: Fully Taxable Equivalent Adjustment 20,586 6,370 24,590 6,321 5,858 5,911 5,853 23,943 Net Interest Income on a Fully Taxable Equivalent Basis (non-GAAP) 431,266 155,326 544,793 150,440 143,693 139,294 135,916 569,343 Non Interest Income (GAAP) 109,323 24,150 107,941 24,997 26,319 27,842 26,444 105,602 Less: Investment Securities Gains (Losses) (5,674) (57) (1,194) 1,571 1,392 1,650 2,317 6,930 Adjusted Non Interest Income (non-GAAP) 103,649 24,093 106,747 26,568 27,711 29,492 28,761 112,532 Adjusted Revenue (non-GAAP) 534,915 179,419 651,540 177,008 171,404 168,786 164,677 681,875 Efficiency Ratio (non-GAAP) 50.94% 48.60% 53.20% 51.72% 52.21% 53.91% 63.26% 55.17% Adjusted Non Interest Expense (non-GAAP) 272,474 87,199 346,617 91,541 89,495 90,995 104,178 376,209 Acquisition-related expenses - (413) (16,531) - - - - - Non-core expenses1 - - - - - - (12,682) (12,682) Adjusted Non Interest Expense Excluding Non-Core Expenses (non-GAAP) 272,474 86,786 330,086 91,541 89,495 90,995 91,496 363,527 Efficiency Ratio Excluding Non-Core Expenses (non-GAAP) 50.94% 48.37% 50.66% 51.72% 52.21% 53.91% 55.56% 53.31%
Non-GAAP 30 1 Includes net unrealized gains or losses on securities available for sale, net gains or losses on cash flow hedges, and amounts resulting from the application of the applicable accounting guidance for defined benefit and other postretirement plans. CAPITAL RATIOS (dollars in thousands): 4Q21 4Q22 1Q23 2Q23 3Q23 4Q23 Total Risk-Based Capital Ratio (dollars in thousands) Total Stockholders' Equity (GAAP) 1,912,571 2,034,770 2,122,448 2,145,565 2,092,644 2,247,713 Adjust for Accumulated Other Comprehensive (Income) Loss 1 (55,113) 239,151 198,914 217,964 307,270 175,970 Less: Preferred Stock (125) (25,125) (25,125) (25,125) (25,125) (25,125) Add: Qualifying Capital Securities 46,606 25,000 25,000 25,000 25,000 25,000 Less: Tier 1 Capital Deductions - - - - - - Less: Disallowed Goodwill and Intangible Assets (564,002) (738,206) (736,429) (734,666) (732,903) (731,315) Less: Disallowed Deferred Tax Assets (239) (337) (351) (258) (192) (131) Add: Modified CECL Transition Amount 34,542 23,028 11,514 11,514 11,514 11,514 Total Tier 1 Capital (Regulatory) 1,374,240$ 1,558,281$ 1,595,971$ 1,639,994$ 1,678,208$ 1,703,626$ Qualifying Subordinated Debentures 65,000 143,103 143,118 143,132 143,147 132,174 Allowance for Loan Losses includible in Tier 2 Capital 143,241 180,870 182,308 183,106 184,046 185,324 Total Risk-Based Capital (Regulatory) 1,582,481$ 1,882,254$ 1,921,397$ 1,966,232$ 2,005,401$ 2,021,124$ Net Risk-Weighted Assets (Regulatory) 11,369,907$ 14,392,671$ 14,524,959$ 14,590,561$ 14,683,329$ 14,787,474$ Total Risk-Based Capital Ratio (Regulatory) 13.92% 13.08% 13.23% 13.48% 13.66% 13.67% Common Equity Tier 1 Capital Ratio Total Tier 1 Capital (Regulatory) 1,374,240$ 1,558,281$ 1,595,971$ 1,639,994$ 1,678,208$ 1,703,626$ Less: Qualified Capital Securities (46,606) (25,000) (25,000) (25,000) (25,000) (25,000) Add: Additional Tier 1 Capital Deductions - - - - - - Common Equity Tier 1 Capital (Regulatory) 1,327,634$ 1,533,281$ 1,570,971$ 1,614,994$ 1,653,208$ 1,678,626$ Net Risk-Weighted Assets (Regulatory) 11,369,907$ 14,392,671$ 14,524,959$ 14,590,561$ 14,683,329$ 14,787,474$ Common Equity Tier 1 Capital Ratio (Regulatory) 11.68% 10.65% 10.82% 11.07% 11.26% 11.35%
Non-GAAP 31 TANGIBLE COMMON EQUITY RATIO (dollars in thousands): 4Q21 4Q22 1Q23 2Q23 3Q23 4Q23 Tangible Common Equity Ratio (dollars in thousands) Total Stockholders' Equity (GAAP) 1,912,571$ 2,034,770$ 2,122,448$ 2,145,565$ 2,092,644$ 2,247,713$ Less: Preferred Stock (125) (25,125) (25,125) (25,125) (25,125) (25,125) Less: Intangible Assets (570,860) (747,844) (745,647) (743,465) (741,283) (739,101) Tangible Common Equity (non-GAAP) 1,341,586$ 1,261,801$ 1,351,676$ 1,376,975$ 1,326,236$ 1,483,487$ Total Assets (GAAP) 15,453,149$ 17,938,306$ 18,178,908$ 17,968,412$ 17,996,648$ 18,309,479$ Less: Intangible Assets (570,860) (747,844) (745,647) (743,465) (741,283) (739,101) Tangible Assets (non-GAAP) 14,882,289$ 17,190,462$ 17,433,261$ 17,224,947$ 17,255,365$ 17,570,378$ Tangible Common Equity Ratio (non-GAAP) 9.01% 7.34% 7.75% 7.99% 7.69% 8.44% TANGIBLE COMMON EQUITY PER SHARE (dollars in thousands): 4Q13 4Q14 4Q15 4Q16 4Q17 4Q18 4Q19 Tangible Common Equity Per Share Total Stockholders' Equity (GAAP) 634,923$ 726,827$ 850,509$ 901,657$ 1,303,463$ 1,408,260$ 1,786,437$ Less: Preferred Stock (125) (125) (125) (125) (125) (125) (125) Less: Intangible Assets (202,767) (218,755) (259,764) (258,866) (476,503) (469,784) (578,881) Tax Benefit 4,973 6,085 6,278 5,930 6,788 5,017 7,257 Tangible Common Equity, Net of Tax (non-GAAP) 437,004$ 514,032$ 596,898$ 648,596$ 833,623$ 943,368$ 1,214,688$ Common Shares Outstanding 35,921,761 37,669,948 40,664,258 40,912,697 49,158,238 49,349,800 55,368,482 Tangible Common Equity per Share (non-GAAP) 12.17$ 13.65$ 14.68$ 15.85$ 16.96$ 19.12$ 21.94$ 4Q20 4Q21 4Q22 1Q23 2Q23 3Q23 4Q23 Tangible Common Equity Per Share Total Stockholders' Equity (GAAP) 1,875,645$ 1,912,571$ 2,034,770$ 2,122,448$ 2,145,565$ 2,092,644$ 2,247,713$ Less: Preferred Stock (125) (125) (25,125) (25,125) (25,125) (25,125) (25,125) Less: Intangible Assets (572,893) (570,860) (747,844) (745,647) (743,465) (741,283) (739,101) Tax Benefit 5,989 4,875 7,702 7,231 6,760 6,290 5,819 Tangible Common Equity, Net of Tax (non-GAAP) 1,308,616$ 1,346,461$ 1,269,503$ 1,358,907$ 1,383,735$ 1,332,526$ 1,489,306$ Common Shares Outstanding 53,922,359 53,410,411 59,170,583 59,257,051 59,297,148 59,398,022 59,424,122 Tangible Common Equity per Share (non-GAAP) 24.27$ 25.21$ 21.45$ 22.93$ 23.34$ 22.43$ 25.06$
Non-GAAP 32 RETURN ON TANGIBLE COMMON EQUITY (dollars in thousands): 2013 2014 2015 2016 2017 2018 2019 2020 Return on Tangible Common Equity Total Average Stockholders' Equity (GAAP) 540,255$ 675,295$ 753,724$ 884,664$ 1,110,524$ 1,343,861$ 1,569,615$ 1,825,135$ Less: Average Preferred Stock (47,537) (125) (125) (125) (125) (125) (125) (125) Less: Average Intangible Assets, Net of Tax (153,519) (199,354) (215,281) (254,332) (360,005) (467,421) (499,622) (569,377) Average Tangible Common Equity, Net of Tax (non-GAAP) 339,199$ 475,816$ 538,318$ 630,207$ 750,394$ 876,315$ 1,069,868$ 1,255,633$ Net Income Available to Common Stockholders (GAAP) 42,150$ 60,162$ 65,384$ 81,051$ 96,070$ 159,139$ 164,460$ 148,600$ Plus: Intangible Asset Amortization, Net of Tax 892 1,395 1,720 2,542 3,670 5,307 4,736 4,730 Tangible Net Income (non-GAAP) 43,042$ 61,557$ 67,104$ 83,593$ 99,740$ 164,446$ 169,196$ 153,330$ Return on Tangible Common Equity (non-GAAP) 12.69% 12.94% 12.47% 13.26% 13.29% 18.77% 15.81% 12.21% 2021 4Q22 2022 1Q23 2Q23 3Q23 4Q23 2023 Return on Tangible Common Equity Total Average Stockholders' Equity (GAAP) 1,866,632$ 1,958,041$ 1,972,445$ 2,083,125$ 2,139,877$ 2,154,232$ 2,130,993$ 2,127,262$ Less: Average Preferred Stock (125) (25,125) (18,875) (25,125) (25,125) (25,125) (25,125) (25,125) Less: Average Intangible Assets, Net of Tax (567,512) (741,632) (699,803) (739,190) (737,489) (735,787) (734,007) (736,601) Average Tangible Common Equity, Net of Tax (non-GAAP) 1,298,995$ 1,191,284$ 1,253,767$ 1,318,810$ 1,377,263$ 1,393,320$ 1,371,861$ 1,365,536$ Net Income Available to Common Stockholders (GAAP) 205,531$ 70,292$ 220,683$ 63,610$ 60,393$ 55,898$ 42,010$ 221,911$ Plus: Intangible Asset Amortization, Net of Tax 4,540 1,819 6,537 1,734 1,724 1,724 1,724 6,906 Tangible Net Income (non-GAAP) 210,071$ 72,111$ 227,220$ 65,344$ 62,117$ 57,622$ 43,734$ 228,817$ Return on Tangible Common Equity (non-GAAP) 16.17% 24.21% 18.12% 19.82% 18.04% 16.54% 12.75% 16.76%